EX-10.9



 Exhibit 10.9 

UNCONDITIONAL GUARANTY OF PAYMENT AND PERFORMANCE 

FOR AND IN CONSIDERATION OF the sum of Ten and No/100 Dollars ($10.00) and other good and valuable consideration paid or delivered to the
undersigned QTS REALTY TRUST, INC., a Maryland corporation (“REIT”), the receipt and sufficiency whereof are hereby acknowledged by REIT, and for the purpose of seeking to induce REGIONS BANK (hereinafter referred to as
“Lender”, which term shall also include each other Lender which may now be or hereafter become a party to the Credit Agreement, and shall also include any such individual Lender acting as agent for all of the Lenders), to extend credit or
otherwise provide financial accommodations to QUALITY INVESTMENT PROPERTIES RICHMOND, LLC, a Delaware limited liability company (“QIPR) and each Additional Subsidiary Borrower (as defined in the Credit Agreement) that may become a party
to the Credit Agreement (QIPR and such Additional Subsidiary Borrowers are sometimes hereinafter referred to individually as a Borrower” and collectively as “Borrowers”) under the Credit Agreement, and seeking to induce the Lender
Hedge Providers to provide financial accommodations by entering into derivative contracts that may give rise to Hedge Obligations, which extension of credit and provision of financial accommodations will be to the direct interest, advantage and
benefit of REIT, REIT does, upon the occurrence of a Springing Recourse Event (as hereinafter defined), hereby, absolutely, unconditionally and irrevocably guarantee to Lender and the Lender Hedge Providers the complete payment and performance of
the following liabilities, obligations and indebtedness of Borrowers to Lender and the Lender Hedge Providers (hereinafter referred to collectively as the “Obligations”) (capitalized terms that are used herein that are not otherwise
defined herein shall have the meanings set forth in the Credit Agreement): 
 (a) the full and prompt payment when due, whether by
acceleration or otherwise, either before or after maturity thereof, of the Revolving Credit Notes in the aggregate principal face amount of Eighty Million and No/100 Dollars ($80,000,000) made by Borrowers to the order of certain of the Lenders,
which Revolving Credit Notes are increasable to $125,000,000.00 as provided in the Credit Agreement, together with interest as provided in the Revolving Credit Notes, and together with any replacements, supplements, renewals, modifications,
consolidations, restatements, increases and extensions thereof; and 
 (b) the full and prompt payment when due, whether by acceleration or
otherwise, either before or after maturity thereof, of each other note as may be issued under that certain Credit Agreement dated as of December 21, 2012 (as amended, restated, supplemented, or otherwise modified from time to time, the
“Credit Agreement”) among Borrowers, Regions Bank, for itself and as agent, and the other lenders now or hereafter a party thereto, together with interest as provided in each such note, together with any replacements, supplements,
renewals, modifications, consolidations, restatements, increases, and extensions thereof (the Revolving Credit Notes and each of the notes described in this subparagraph (b) are hereinafter referred to collectively as the “Note”); and

 (c) the full and prompt payment and performance of any and all obligations of Borrowers to Lender under the terms of the Credit
Agreement, together with any replacements, supplements, renewals, modifications, consolidations, restatements, and extensions thereof; and 

(d) The full and prompt payment and performance of any and all obligations of Borrowers and Guarantors to Lender under the Security Documents,
together with any replacements, supplements, renewals, modifications, consolidations, restatement, and extensions thereof; and 







 (e) the full and prompt payment and performance of each and all of the Hedge Obligations; and

 (f) the full and prompt payment and performance of any and all other obligations of Borrowers to Lender under any other agreements,
documents or instruments now or hereafter evidencing, securing or otherwise relating to the indebtedness evidenced by the Note or the Credit Agreement (the Note, the Credit Agreement, the Security Documents and said other agreements, documents and
instruments are hereinafter collectively referred to as the “Loan Documents” and individually referred to as a “Loan Document”). Without limiting the generality of the foregoing, REIT acknowledges the terms of §2.11 of the
Credit Agreement pursuant to which the Total Commitment under the Credit Agreement may be increased to up to $125,000,000.00 and agree that this Unconditional Guaranty of Payment and Performance (this “Guaranty”) shall extend and be
applicable to each new or replacement note delivered by any Borrower in connection with any such increase of the Total Commitment and all other obligations of Borrowers under the Loan Documents as a result of such increase without notice to or
consent from REIT. 
 Notwithstanding anything to the contrary contained herein, under no circumstances shall any of the “Obligations” guaranteed
hereby include any obligation that constitutes an Excluded Hedge Obligation of REIT. 
 1. Agreement to Pay and Perform; Costs of
Collection. Upon the occurrence of (a) REIT’s failure to perform any term, covenant or agreement contained in §7.24 of the Credit Agreement (each, an “Asset Covenant Breach”) and the passage of forty-five days
(45) after either (i) any Borrower or REIT becomes aware of the Asset Covenant Breach, or (ii) Agent notifies Borrowers in writing of any Asset Covenant Breach, (b) if, at any time, REIT guarantees, or otherwise becomes obligated
in respect of, any Indebtedness (other than a conditional or springing guaranty on terms substantially similar to the Springing Guaranty or Indebtedness permitted under §8.1(a), (b), (c), (d), (e) or (f)), (c) REIT (i) shall make
an assignment for the benefit of creditors, or admit in writing its general inability to pay or generally fail to pay its debts as they mature or become due, or shall petition or apply for the appointment of a trustee or other custodian, liquidator
or receiver for it or any substantial part of its assets, (ii) shall commence any case or other proceeding relating to it under any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation or similar
law of any jurisdiction, now or hereafter in effect, or (iii) shall take any action to authorize or in furtherance of any of the foregoing, (d) a petition or application shall be filed for the appointment of a trustee or other custodian,
liquidator or receiver of REIT or any substantial part of the REIT’s assets, or a case or other proceeding shall be commenced against REIT under any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or
liquidation or similar law of any jurisdiction, now or hereafter in effect, and REIT shall indicate its approval thereof, consent thereto or acquiescence therein or such petition, application, case or proceeding shall not have been dismissed within
sixty (60) days following the filing or commencement thereof, (e) a decree or order is entered appointing a trustee, custodian, liquidator or receiver for REIT or adjudicating REIT, bankrupt or insolvent, or approving a petition in any
such case or other proceeding, or a decree or order for relief is entered in respect of REIT in an 

  
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involuntary case under federal bankruptcy laws as now or hereafter constituted (each of 1(a), 1(b), 1(c), 1(d) and 1(e) of this Guaranty being referred to as a “Springing Recourse
Event”), then REIT does hereby agree that following and during the continuance of an Event of Default under the Loan Documents if the Note is not paid by Borrowers in accordance with its terms, or if any and all sums which are now or may
hereafter become due from Borrowers to Lender under the Loan Documents are not paid by Borrowers in accordance with their terms, or if any and all other obligations of Borrowers to Lender under the Note or of Borrowers, any other Guarantor under the
other Loan Documents are not performed by Borrowers, or any other Guarantor, as applicable, in accordance with their terms, REIT will immediately upon demand make such payments and perform such obligations. Upon the occurrence of a Springing
Recourse Event, REIT further agrees to pay Lender on demand all reasonable costs and expenses (including court costs and reasonable attorneys’ fees and disbursements) paid or incurred by Lender in endeavoring to collect the Obligations
guaranteed hereby, to enforce any of the Obligations of Borrowers guaranteed hereby, or any portion thereof, or to enforce this Guaranty, and until paid to Lender, such sums shall bear interest at the Default Rate unless collection from REIT of
interest at such rate would be contrary to applicable law, in which event such sums shall bear interest at the highest rate which may be collected from REIT under applicable law. REIT acknowledges and agrees that its guaranty of the Obligations
guaranteed hereunder shall automatically become fully effective upon a Springing Recourse Event and no other documentation shall be required to evidence same. 

2. Reinstatement of Refunded Payments. If, for any reason, any payment to Lender of any of the Obligations guaranteed hereunder is
required to be refunded by Lender to any Borrower, or paid or turned over to any other Person, including, without limitation, by reason of the operation of bankruptcy, reorganization, receivership or insolvency laws or similar laws of general
application relating to creditors’ rights and remedies now or hereafter enacted, REIT agrees to pay to the Lender on demand an amount equal to the amount so required to be refunded, paid or turned over (the “Turnover Payment”), the
obligations of REIT shall not be treated as having been discharged by the original payment to Lender giving rise to the Turnover Payment, and this Guaranty shall be treated as having remained in full force and effect for any such Turnover Payment so
made by Lender, as well as for any amounts not theretofore paid to Lender on account of such obligations. 
 3. Actions with Respect to
Obligations. REIT hereby consents and agrees that Lender may at any time, and from time to time, without thereby releasing REIT from any liability hereunder and without notice to or further consent from REIT or any other Person or entity, either
with or without consideration: release or surrender any lien or other security of any kind or nature whatsoever held by it or by any Person, firm or corporation on its behalf or for its account, securing any indebtedness or liability hereby
guaranteed; substitute for any collateral so held by it, other collateral of like kind, or of any kind; modify the terms of the Note or the Loan Documents; extend or renew the Note for any period; grant releases, compromises and indulgences with
respect to the Note or the Loan Documents and to any Persons or entities now or hereafter liable thereunder or hereunder; release any other Guarantor, surety, endorser or accommodation party of the Note or any other Loan Documents; or take or fail
to take any action of any type whatsoever. No such action which Lender shall take or fail to take in connection with the Note or the Loan Documents, or any of them, or any security for the payment of the indebtedness of any Borrower to Lender or for
the performance of any obligations or undertakings of any Borrower, REIT or other Guarantor, nor any course of dealing with any 

  
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Borrower or any other Person, shall release REIT’s obligations hereunder, affect this Guaranty in any way or afford REIT any recourse against Lender. The provisions of this Guaranty shall
extend and be applicable to all replacements, supplements, renewals, amendments, extensions, consolidations, restatements and modifications of the Note and the Loan Documents, and any and all references herein to the Note and the Loan Documents
shall be deemed to include any such replacements, supplements, renewals, extensions, amendments, consolidations, restatements or modifications thereof. Without limiting the generality of the foregoing, REIT acknowledges the terms of §18.3 of
the Credit Agreement and agrees that this Guaranty shall extend and be applicable to each new or replacement note delivered by Borrowers pursuant thereto without notice to or further consent from REIT. 

4. No Contest with Lender; Subordination. So long as any of the Obligations hereby guaranteed remain unpaid or undischarged or any
Lender has any obligation to make Loans or issue Letters of Credit, REIT will not, by paying any sum recoverable hereunder (whether or not demanded by Lender) or by any means or on any other ground, claim any set-off or counterclaim against any
Borrower in respect of any liability of REIT to any Borrower or, in proceedings under federal bankruptcy law or insolvency proceedings of any nature, prove in competition with Lender in respect of any payment hereunder or be entitled to have the
benefit of any counterclaim or proof of claim or dividend or payment by or on behalf of any Borrower or the benefit of any other security for any of the Obligations hereby guaranteed which, now or hereafter, Lender may hold or in which it may have
any share. REIT hereby expressly waives any right of contribution from or indemnity against any Borrower or any other Guarantor, whether at law or in equity, arising from any payments made by REIT pursuant to the terms of this Guaranty, and
REIT acknowledges that REIT has no right whatsoever to proceed against any Borrower or any other Guarantor for reimbursement of any such payments. In connection with the foregoing, REIT expressly waives any and all rights of subrogation to Lender
against any Borrower or any other Guarantor, and REIT hereby waives any rights to enforce any remedy which Lender may have against any Borrower or any other Guarantor and any rights to participate in any collateral for any Borrower’s
obligations under the Loan Documents. REIT hereby subordinates any and all indebtedness of any Borrower now or hereafter owed to REIT to all indebtedness of any Borrower or any other Guarantor to Lender, and agrees with Lender that (a) REIT
shall not demand or accept any payment from any Borrower or any other Guarantor on account of such indebtedness, (b) REIT shall not claim any offset or other reduction of REIT’s obligations hereunder because of any such indebtedness, and
(c) REIT shall not take any action to obtain any interest in any of the security, if any, described in and encumbered by the Loan Documents because of any such indebtedness; provided, however, that, if Lender so requests, such indebtedness
shall be collected, enforced and received by REIT as trustee for Lender and be paid over to Lender on account of the indebtedness of any Borrower to Lender, but without reducing or affecting in any manner the liability of REIT under the other
provisions of this Guaranty except to the extent the principal amount or other portion of such outstanding indebtedness shall have been reduced by such payment. 

5. Waiver of Defenses. REIT hereby agrees that its obligations hereunder shall not be affected or impaired by, and hereby waives and
agrees not to assert or take advantage of any defense based on: 
 (a) (i) any change in the amount, interest rate or due date or other term
of any of the obligations hereby guaranteed, (ii) any change in the time, place or manner of payment of all or 

  
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any portion of the obligations hereby guaranteed, (iii) any amendment or waiver of, or consent to the departure from or other indulgence with respect to, the Credit Agreement, any other Loan
Document, or any other document or instrument evidencing or relating to any obligations hereby guaranteed, or (iv) any waiver, renewal, extension, addition, or supplement to, or deletion from, or any other action or inaction under or in respect
of, the Credit Agreement, any of the other Loan Documents, or any other documents, instruments or agreements relating to the obligations hereby guaranteed or any other instrument or agreement referred to therein or evidencing any obligations hereby
guaranteed or any assignment or transfer of any of the foregoing; 
 (b) any subordination of the payment of the obligations hereby
guaranteed to the payment of any other liability of any Borrower, any other Guarantor or any other Person; 
 (c) any act or failure to act
by any Borrower or any other Person which may adversely affect REIT’s subrogation rights, if any, against any Borrower, any other Guarantor or any other Person to recover payments made under this Guaranty; 

(d) any nonperfection or impairment of any security interest or other Lien on any collateral, if any, securing in any way any of the
obligations hereby guaranteed; 
 (e) any application of sums paid by any Borrower or any other Person with respect to the liabilities of
Lender, regardless of what liabilities of the Borrowers remains unpaid; 
 (f) any defense of any Borrower, including without limitation,
the invalidity, illegality or unenforceability of any of the Obligations; 
 (g) either with or without notice to REIT, any renewal,
extension, modification, amendment or other changes in the Obligations, including but not limited to any material alteration of the terms of payment or performance of the Obligations; 

(h) any statute of limitations in any action hereunder or for the collection of the Note or for the payment or performance of any obligation
hereby guaranteed; 
 (i) the incapacity, lack of authority, death or disability of any Borrower or any other Person or entity, or the
failure of Lender to file or enforce a claim against the estate (either in administration, bankruptcy or in any other proceeding) of any Borrower, REIT, any other Guarantor or any other Person or entity; 

(j) the dissolution or termination of existence of any Borrower, REIT, any other Guarantor or any other Person or entity; 

(k) the voluntary or involuntary liquidation, sale or other disposition of all or substantially all of the assets of any Borrower, REIT, any
other Guarantor or any other Person or entity; 
 (l) the voluntary or involuntary receivership, insolvency, bankruptcy, assignment for the
benefit of creditors, reorganization, assignment, composition, or readjustment of, or any similar proceeding affecting, any Borrower, REIT any other Guarantor or any other Person or entity, or any of Borrower’s, REIT’s or any other
Guarantor’s or any other Person’s or entity’s properties or assets; 

  
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 (m) the damage, destruction, condemnation, foreclosure or surrender of all or any part of the
Real Estate or any of the improvements located thereon; 
 (n) the failure of Lender to give notice of the existence, creation or incurring
of any new or additional indebtedness or obligation of any Borrower or of any action or nonaction on the part of any other Person whomsoever in connection with any obligation hereby guaranteed; 

(o) any failure or delay of Lender to commence an action against any Borrower or any other Person, to assert or enforce any remedies against
any Borrower under the Note or the other Loan Documents, or to realize upon any security; 
 (p) any failure of any duty on the part of
Lender to disclose to REIT any facts it may now or hereafter know regarding any Borrower (including, without limitation any Borrower’s financial condition), any other Guarantor or any other Person, any collateral, or any other assets or
liabilities of such Persons, whether such facts materially increase the risk to REIT or not (it being agreed that REIT assumes responsibility for being informed with respect to such information); 

(q) failure to accept or give notice of acceptance of this Guaranty by Lender; 

(r) failure to make or give notice of presentment and demand for payment of any of the indebtedness or performance of any of the obligations
hereby guaranteed; 
 (s) failure to make or give protest and notice of dishonor or of default to REIT or to any other party with respect to
the indebtedness or performance of obligations hereby guaranteed; 
 (t) any and all other notices whatsoever to which REIT might otherwise
be entitled; 
 (u) any lack of diligence by Lender in collection, protection or realization upon any collateral securing the payment of the
indebtedness or performance of obligations hereby guaranteed; 
 (v) the invalidity or unenforceability of the Note, or any of the other
Loan Documents, or any assignment or transfer of the foregoing; 
 (w) the compromise, settlement, release or termination of any or all of
the obligations of Borrowers under the Note or the other Loan Documents or the Hedge Obligations; 
 (x) any transfer by any Borrower or any
other Person of all or any part of the security, if any, encumbered by the Loan Documents; 
 (y) the failure of Lender to perfect any
security or to extend or renew the perfection of any security; or 
 (z) to the fullest extent permitted by law, any other legal, equitable
or surety defenses whatsoever to which REIT might otherwise be entitled, it being the intention that the obligations of REIT hereunder are absolute, unconditional and irrevocable. 

  
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 REIT understands that the exercise by Lender of certain rights and remedies may affect or eliminate
Guarantor’s right of subrogation against a Borrower, individually, the Borrowers, collectively, or the other Guarantors and that REIT may therefore incur partially or totally nonreimbursable liability hereunder. Nevertheless, REIT hereby
authorizes and empowers Lender, its successors, endorsees and assigns, to exercise in its or their sole discretion, any rights and remedies, or any combination thereof, which may then be available, it being the purpose and intent of REIT that the
obligations hereunder shall, upon the occurrence of a Springing Recourse Event, be absolute, continuing, independent and unconditional under any and all circumstances. Notwithstanding any other provision of this Guaranty to the contrary, REIT hereby
waives and releases any claim or other rights which REIT may now have or hereafter acquire against any Borrower or any other Guarantor or other Person of all or any of the obligations of REIT hereunder that arise from the existence or performance of
REIT’s obligations under this Guaranty or any of the other Loan Documents, including, without limitation, any right of subrogation, reimbursement, exoneration, contribution or indemnification, any right to participate in any claim or remedy of
Lender against any Borrower or any other Guarantor or other Person or any collateral which Lender now has or hereafter acquires, whether or not such claim, remedy or right arises in equity or under contract, statute or common law, by any payment
made hereunder or otherwise, including, without limitation, the right to take or receive from any Borrower or any other Guarantor, directly or indirectly, in cash or other property or by setoff or in any other manner, payment or security on account
of such claim or other rights, except for those rights of other Guarantors under the Contribution Agreement. 
 6. Guaranty of Payment
and Performance and Not of Collection. This is a guaranty of payment and performance and not of collection. Upon the occurrence of a Springing Recourse Event, the liability of REIT under this Guaranty shall be primary, direct and immediate and
not conditional or contingent upon the pursuit of any remedies against any Borrower or any other Person, nor against securities or liens available to Lender, its successors, successors in title, endorsees or assigns. REIT hereby waives any right to
require that an action be brought against any Borrower or any other Person or to require that resort be had to any security or to any balance of any deposit account or credit on the books of Lender in favor of any Borrower or any other Person. 

7. Rights and Remedies of Lender. In the event of an Event of Default under the Note or the Loan Documents, or any of them, that is
continuing (it being understood that the Lender has no obligation to accept cure after an Event of Default occurs), Lender shall have the right to enforce its rights, powers and remedies thereunder or hereunder or under any other Loan Document, in
any order, and all rights, powers and remedies available to Lender in such event shall be nonexclusive and cumulative of all other rights, powers and remedies provided thereunder or hereunder or by law or in equity. Accordingly, REIT hereby
authorizes and empowers Lender upon the occurrence and during the continuance of any Event of Default under the Note or the Loan Documents, at its sole discretion, and without notice to REIT, to exercise any right or remedy which Lender may have,
including, but not limited to, judicial foreclosure, exercise of rights of power of sale, acceptance of a deed or assignment in lieu of foreclosure, appointment of a receiver to collect rents and profits, exercise of remedies against personal
property, or enforcement of any assignment of leases, as to any security, whether real, personal or intangible. At any public or private sale of any security or collateral for any of the Obligations guaranteed hereby, whether by foreclosure or
otherwise, Lender may, in its discretion, purchase all or any part of such security or collateral so sold or offered for sale for its 

  
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own account and may apply against the amount bid therefor all or any part of the balance due it pursuant to the terms of the Note or any other Loan Document without prejudice to Lender’s
remedies hereunder against REIT for deficiencies. If the Obligations guaranteed hereby are partially paid by reason of the election of Lender to pursue any of the remedies available to Lender, or if such Obligations are otherwise partially paid,
this Guaranty shall nevertheless remain in full force and effect, and REIT shall, upon the occurrence of a Springing Recourse Event, remain liable for the entire balance of the Obligations guaranteed hereby even though any rights which REIT may have
against any Borrower or any other Person may be destroyed or diminished by the exercise of any such remedy. 
 8. Application of
Payments. REIT hereby authorizes Lender, without notice to REIT, to apply all payments and credits received from any Borrower, REIT, any other Guarantor or any other Person or realized from any security in such manner and in such priority as
Lender in its sole judgment shall see fit to the Obligations. 
 9. Business Failure, Bankruptcy or Insolvency. In the event of the
business failure of REIT or if there shall be pending any bankruptcy or insolvency case or proceeding with respect to REIT under federal bankruptcy law or any other applicable law or in connection with the insolvency of REIT, or if a liquidator,
receiver, or trustee shall have been appointed for REIT or REIT’s properties or assets, Lender may file such proofs of claim and other papers or documents as may be necessary or advisable in order to have the claims of Lender allowed in any
proceedings relative to REIT, or any of REIT’s properties or assets, and, irrespective of whether the indebtedness or other obligations of Borrowers guaranteed hereby shall then be due and payable, by declaration or otherwise, Lender shall be
entitled and empowered to file and prove a claim for the whole amount of any sums or sums owing with respect to the indebtedness or other obligations of Borrowers guaranteed hereby, and to collect and receive any moneys or other property payable or
deliverable on any such claim. REIT covenants and agrees that upon the commencement of a voluntary or involuntary bankruptcy proceeding by or against any Borrower, REIT shall not seek a supplemental stay or otherwise pursuant to 11 U.S.C. §105
or any other provision of the Bankruptcy Code, as amended, or any other debtor relief law (whether statutory, common law, case law, or otherwise) of any jurisdiction whatsoever, now or hereafter in effect, which may be or become applicable, to stay,
interdict, condition, reduce or inhibit the ability of Lender to enforce any rights of Lender against REIT by virtue of this Guaranty or otherwise. 

10. Covenants of REIT. REIT hereby covenants and agrees with Lender that until all indebtedness guaranteed hereby has been completely
repaid and all obligations and undertakings of Borrowers under, by reason of, or pursuant to the Note and the other Loan Documents have been completely performed and Lender has no further obligation to make Loans, REIT will comply with any and all
covenants applicable to REIT set forth in the Credit Agreement. 
 11. Rights of Set-off. In addition to any rights now or hereafter
granted under any of the other Loan Documents or applicable law and not by way of limitation of any such rights, REIT hereby grants to Lender, during the continuance of any Event of Default under the Note or the Loan Documents, at any time and
without notice to REIT, the right to set-off and apply the whole or any portion or portions of any or all deposits (general or specific, time or demand, provisional or final, regardless of currency, maturity, or the branch of Lender where the
deposits are held) now or hereafter held by Lender and other sums credited by or due from Lender to 

  
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REIT or subject to withdrawal by REIT against amounts payable under this Guaranty, whether or not any other person or persons could also withdraw money therefrom. Any security now or hereafter
held by or for REIT and provided by any Borrower, or by anyone on any Borrower’s behalf, in respect of liabilities of REIT hereunder shall be held in trust for Lender as security for the liabilities of REIT hereunder. 

12. Changes in Writing; No Revocation. This Guaranty may not be changed orally, and no obligation of REIT can be released or waived by
Lender except as provided in §27 of the Credit Agreement. This Guaranty shall be irrevocable by REIT until all indebtedness guaranteed hereby has been completely repaid and all obligations and undertakings of Borrowers, REIT and other
Guarantors under, by reason of, or pursuant to the Note and the other Loan Documents have been completely performed and the Lenders have no further obligation to advance Loans under the Credit Agreement or issue Letters of Credit. 

13. Notices. Each notice, demand, election or request provided for or permitted to be given pursuant to this Guaranty (hereinafter in
this §13 referred to as “Notice”), but specifically excluding to the maximum extent permitted by law any notices of the institution or commencement of foreclosure proceedings, must be in writing and shall be deemed to have been
properly given or served by personal delivery or by sending same by overnight courier or by depositing same in the United States Mail, postpaid and registered or certified, return receipt requested, or as expressly permitted herein, by facsimile,
and addressed as follows: 
 The address of Lender is: 

Regions Bank 
 Real Estate Corporate Banking 

6805 Morrison Boulevard 
 Charlotte, North Carolina 28211 

Attn: Kerri Raines 
 Facsimile No.: (704) 362-3594 

With a copy to: 
 Regions Bank 

c/o Regions Capital Markets 
 3050 Peachtree Road, NW, Suite 400

 Atlanta, Georgia 30305 
 Attn: Syndicate Services 

Facsimile No.: (404) 279-7474 

  
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 The address of Guarantors is: 

c/o Quality Companies, LLC 
 12851 Foster Street, Suite 205 

Overland Park, Kansas 66213 
 Attn: CEO/President 

Facsimile No.: (913) 814-7766 
 With a copy to: 

c/o Quality Companies, LLC 
 12851 Foster Street, Suite 205 

Overland Park, Kansas 66213 
 Attn: Corporate Counsel 

Facsimile No.: (913) 814-7766 
 With a copy to: 

Stinson Morrison Hecker LLP 
 1201 Walnut Street, Suite 2900 

Kansas City, Missouri 64106-2150 
 Attn: Patrick J. Respeliers

 Facsimile No.: (816) 412-8174 
 Each Notice shall be
effective upon being personally delivered or upon being sent by overnight courier or upon being deposited in the United States Mail as aforesaid, or if transmitted by facsimile is permitted, upon being sent and confirmation of receipt. The time
period in which a response to such Notice must be given or any action taken with respect thereto (if any), however, shall commence to run from the date of receipt if personally delivered or sent by overnight courier, or if so deposited in the United
States Mail, the earlier of three (3) Business Days following such deposit or the date of receipt as disclosed on the return receipt. Rejection or other refusal to accept or the inability to deliver because of changed address for which no
notice was given shall be deemed to be receipt of the Notice sent. By giving at least fifteen (15) days’ prior Notice thereof, Borrowers, REIT or Lenders shall have the right from time to time and at any time during the term of this
Agreement to change their respective addresses and each shall have the right to specify as its address any other address within the United States of America. 

14. Governing Law. REIT ACKNOWLEDGES AND AGREES THAT THIS GUARANTY AND THE OBLIGATIONS OF REIT HEREUNDER SHALL BE GOVERNED BY AND
INTERPRETED AND DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK. 
 15. CONSENT TO JURISDICTION; WAIVERS. REIT HEREBY
IRREVOCABLY AND UNCONDITIONALLY (A) SUBMITS TO PERSONAL JURISDICTION IN THE STATE OF NEW YORK OVER ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS GUARANTY, AND (B) WAIVES ANY AND ALL PERSONAL RIGHTS UNDER THE LAWS OF ANY
STATE (I) TO THE RIGHT, IF ANY, TO TRIAL BY JURY(LENDER HAVING ALSO WAIVED SUCH RIGHT TO TRIAL BY JURY), (II) TO OBJECT TO JURISDICTION WITHIN THE STATE OF NEW YORK OR VENUE IN ANY PARTICULAR FORUM WITHIN THE STATE OF NEW YORK, AND (III) TO THE
RIGHT, IF ANY, TO CLAIM OR RECOVER ANY SPECIAL, EXEMPLARY, PUNITIVE OR 

  
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CONSEQUENTIAL DAMAGES OR ANY DAMAGES OTHER THAN OR IN ADDITION TO ACTUAL DAMAGES. EACH LENDER IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY AND ALL RIGHTS UNDER THE LAWS OF ANY STATE TO THE RIGHT,
IF ANY, TO TRIAL BY JURY. REIT HEREBY WAIVES ITS RIGHTS TO PERSONAL SERVICE AND AGREES THAT, IN ADDITION TO ANY METHODS OF SERVICE OF PROCESS PROVIDED FOR UNDER APPLICABLE LAW, ALL SERVICE OF PROCESS IN ANY SUCH SUIT, ACTION OR PROCEEDING MAY BE
MADE BY CERTIFIED OR REGISTERED MAIL, RETURN RECEIPT REQUESTED, DIRECTED TO REIT AT THE ADDRESS SET FORTH IN PARAGRAPH 13 ABOVE, AND SERVICE SO MADE SHALL BE COMPLETE FIVE (5) DAYS AFTER THE SAME SHALL BE SO MAILED. NOTHING CONTAINED HEREIN,
HOWEVER, SHALL PREVENT LENDER FROM BRINGING ANY SUIT, ACTION OR PROCEEDING OR EXERCISING ANY RIGHTS AGAINST ANY SECURITY, IF ANY, AND AGAINST REIT PERSONALLY, AND AGAINST ANY PROPERTY OF REIT, WITHIN ANY OTHER STATE. INITIATING SUCH SUIT, ACTION OR
PROCEEDING OR TAKING SUCH ACTION IN ANY STATE SHALL IN NO EVENT CONSTITUTE A WAIVER OF THE AGREEMENT CONTAINED HEREIN THAT THE LAWS OF THE STATE OF NEW YORK SHALL GOVERN THE RIGHTS AND OBLIGATIONS OF REIT AND LENDER HEREUNDER OR OF THE SUBMISSION
HEREIN MADE BY REIT TO PERSONAL JURISDICTION WITHIN THE STATE OF NEW YORK. REIT HEREBY WAIVES ANY OBJECTION THAT IT MAY NOW OR HEREAFTER HAVE TO THE VENUE OF ANY SUCH SUIT OR ANY SUCH COURT OR THAT SUCH SUIT IS BROUGHT IN AN INCONVENIENT COURT. REIT
CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY LENDER HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH LENDER WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVERS AND ACKNOWLEDGE THAT LENDER HAS BEEN INDUCED TO
ENTER INTO THIS GUARANTY AND THE OTHER LOAN DOCUMENTS TO WHICH THEY ARE PARTIES BY, AMONG OTHER THINGS, THE WAIVERS AND CERTIFICATIONS CONTAINED IN THIS PARAGRAPH 15. REIT ACKNOWLEDGES THAT IT HAS HAD AN OPPORTUNITY TO REVIEW THIS PARAGRAPH 15 WITH
ITS LEGAL COUNSEL AND THAT REIT AGREES TO THE FOREGOING AS ITS FREE, KNOWING AND VOLUNTARY ACT. 
 16. Successors and Assigns. The
provisions of this Guaranty shall be binding upon REIT and its successors, successors in title, legal representatives, and assigns, and shall inure to the benefit of Lender, its successors, successors in title, legal representatives and assigns and
the holders of the Hedge Obligations. REIT shall not assign or transfer any of its rights or obligations under this Guaranty without the prior written consent of Lender. 

17. Assignment by Lender. This Guaranty is assignable by Lender in whole or in part in conjunction with any assignment of the Note or
portions thereof, and any assignment hereof or any transfer or assignment of the Note or portions thereof by Lender shall operate to vest in any such assignee the rights and powers, in whole or in part, as appropriate, herein conferred upon and
granted to Lender. 
 18. Severability. If any term or provision of this Guaranty shall be determined to be illegal or unenforceable,
all other terms and provisions hereof shall nevertheless remain effective and shall be enforced to the fullest extent permitted by law. 

  
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 19. Disclosure. REIT agrees that in addition to disclosures made in accordance with
standard banking practices, any Lender may disclose information obtained by such Lender pursuant to this Guaranty to assignees or participants and potential assignees or participants hereunder subject to the terms of the Credit Agreement. 

20. No Unwritten Agreements. THIS GUARANTY REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE
OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. 
 21.
Time of the Essence. Time is of the essence with respect to each and every covenant, agreement and obligation of REIT under this Guaranty. 

22. Ratification. REIT does hereby restate, reaffirm and ratify each and every warranty and representation regarding REIT or its
Subsidiaries set forth in the Credit Agreement as if the same were more fully set forth herein. 
 23. Reserved. 

24. Fair Consideration. The REIT represents that the REIT is engaged in common business enterprises related to those of Borrowers and
REIT will derive substantial direct or indirect economic benefit from the effectiveness and existence of the Credit Agreement. 
 25.
Counterparts. This Guaranty and any amendment hereof may be executed in several counterparts and by each party on a separate counterpart, each of which when so executed and delivered shall be an original, and all of which together shall
constitute one instrument. In proving this Guaranty it shall not be necessary to produce or account for more than one such counterpart signed by the party against whom enforcement is sought. 

26. Condition of Borrowers. Without reliance on any information supplied by the Lender, REIT has independently taken, and will continue
to take, whatever steps it deems necessary to evaluate the financial condition and affairs of each Borrower, and the Lender shall not have any duty to advise REIT of information at any time known to the Lender regarding such financial condition or
affairs or any collateral, if any. 
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 IN WITNESS WHEREOF, REIT has executed this Guaranty as of this 15 day of October, 2013. 

 

			
	REIT:
	
	QTS REALTY TRUST, INC., a Maryland corporation
		
	By:	 	 /s/ Shirley E. Goza

	Name:	 	Shirley E. Goza
	Title:	 	Secretary and General Counsel
		
		 	(SEAL)


 [Signatures Continued on Next Page] 







 Lender joins in the execution of this Guaranty for the sole and limited purpose of evidencing its
agreement to the waiver of the right to trial by jury contained in Paragraph 15 hereof. 
  

			
	REGIONS BANK,
	as Agent for the Lenders
		
	By:	 	 /s/ Kerri L. Raines

	Name:	 	Kerri L. Raines
	Title:	 	Vice President
		
		 	(SEAL)