EX-10.2



 Exhibit 10.2 
 GETTY REALTY CORP.* 
 $100,000,000 

6.0% Guaranteed Senior Secured Notes due February 25, 2021 

 
  

NOTE PURCHASE AND GUARANTEE AGREEMENT 

 
  

Dated as of February 25, 2013 
  

	*	Confidential treatment requested for portions of this document. Portions for which confidential treatment is requested are denoted by [***]. Material omitted has been
separately filed with the Securities and Exchange Commission. 








 TABLE OF CONTENTS 

 

					
	 	  	Page	 
		
	 SECTION 1. AUTHORIZATION OF NOTES AND SUBSIDIARY GUARANTY; SECURITY DOCUMENTS AND COLLATERAL
	  	 	1	  
		
	 SECTION 2. SALE AND PURCHASE OF NOTES
	  	 	2	  
		
	 SECTION 3. CLOSING
	  	 	2	  
		
	 SECTION 4. CONDITIONS TO CLOSING
	  	 	3	  
		
	 Section 4.1. Representations and Warranties
	  	 	3	  
	 Section 4.2. Performance; No Default
	  	 	3	  
	 Section 4.3. Compliance Certificates
	  	 	3	  
	 Section 4.4. Opinions of Counsel
	  	 	3	  
	 Section 4.5. Purchase Permitted By Applicable Law, Etc
	  	 	3	  
	 Section 4.6. Sale of Other Notes
	  	 	4	  
	 Section 4.7. Payment of Special Counsel Fees
	  	 	4	  
	 Section 4.8. Private Placement Number
	  	 	4	  
	 Section 4.9. Changes in Corporate Structure
	  	 	4	  
	 Section 4.10. Funding Instructions
	  	 	4	  
	 Section 4.11. Initial Subsidiary Guarantors
	  	 	4	  
	 Section 4.12. Intercreditor Agreement
	  	 	4	  
	 Section 4.13. Mortgages and Real Estate Due Diligence
	  	 	4	  
	 Section 4.14. Other Security Documents
	  	 	6	  
	 Section 4.15. Contribution Agreement
	  	 	6	  
	 Section 4.16. Registration and Filings
	  	 	6	  
	 Section 4.17. UCC Searches and Litigation Searches
	  	 	7	  
	 Section 4.18. Bank Loan Documents
	  	 	7	  
	 Section 4.19. Governmental Approvals
	  	 	7	  
	 Section 4.20. Repayment of Existing Indebtedness
	  	 	7	  
	 Section 4.21. Long-Term Leases
	  	 	7	  
	 Section 4.22. Projections
	  	 	7	  
	 Section 4.23. Proceedings and Documents
	  	 	7	  
		
	 SECTION 5. REPRESENTATIONS AND WARRANTIES OF THE COMPANY
	  	 	7	  
		
	 Section 5.1. Organization; Power and Authority
	  	 	7	  
	 Section 5.2. Authorization, Etc.
	  	 	8	  
	 Section 5.3. Disclosure
	  	 	8	  
	 Section 5.4. Organization and Ownership of Shares of Subsidiaries; Affiliates
	  	 	8	  
	 Section 5.5. Financial Statements; Material Liabilities
	  	 	9	  
	 Section 5.6. Compliance with Laws, Other Instruments, Etc.
	  	 	9	  
	 Section 5.7. Governmental Authorizations, Etc.
	  	 	9	  
	 Section 5.8. Litigation; Observance of Agreements, Statutes and Orders
	  	 	9	  
	 Section 5.9. Taxes
	  	 	10	  
	 Section 5.10. Title to Property; Leases
	  	 	10	  


  
 -i-









 TABLE OF CONTENTS 

(continued) 
  

					
	 	  	Page	 
		
	 Section 5.11. Licenses, Permits, Etc.
	  	 	10	  
	 Section 5.12. Compliance with ERISA
	  	 	11	  
	 Section 5.13. Private Offering by the Company
	  	 	11	  
	 Section 5.14. Use of Proceeds; Margin Regulations
	  	 	11	  
	 Section 5.15. Existing Indebtedness; Future Liens
	  	 	12	  
	 Section 5.16. Foreign Assets Control Regulations, Etc.
	  	 	12	  
	 Section 5.17. Status under Certain Statutes
	  	 	14	  
	 Section 5.18. Environmental Matters
	  	 	14	  
	 Section 5.19. Economic Benefit
	  	 	15	  
	 Section 5.20. Solvency
	  	 	15	  
	 Section 5.21. Properties
	  	 	15	  
	 Section 5.22. Insurance
	  	 	16	  
	 Section 5.23. Condition of Properties
	  	 	16	  
	 Section 5.24. REIT Status
	  	 	17	  
	 Section 5.25. Security Interests
	  	 	17	  
		
	 SECTION 6. REPRESENTATIONS OF THE PURCHASERS
	  	 	17	  
		
	 Section 6.1. Purchase for Investment
	  	 	17	  
	 Section 6.2. Source of Funds
	  	 	17	  
		
	 SECTION 7. INFORMATION AS TO COMPANY
	  	 	19	  
		
	 Section 7.1. Financial and Business Information
	  	 	19	  
	 Section 7.2. Officer’s Certificate
	  	 	22	  
	 Section 7.3. Visitation
	  	 	23	  
	 Section 7.4. Electronic Delivery
	  	 	23	  
		
	 SECTION 8. PAYMENT AND PREPAYMENT OF THE NOTES
	  	 	23	  
		
	 Section 8.1. Maturity
	  	 	23	  
	 Section 8.2. Optional Prepayments with Make-Whole Amount
	  	 	24	  
	 Section 8.3. Offer to Prepay upon Receipt of Designated Proceeds
	  	 	24	  
	 Section 8.4. Allocation of Partial Prepayments
	  	 	25	  
	 Section 8.5. Maturity; Surrender, Etc.
	  	 	25	  
	 Section 8.6. Purchase of Notes
	  	 	26	  
	 Section 8.7. Change in Control Prepayment
	  	 	26	  
	 Section 8.8. Make-Whole Amount
	  	 	28	  
	 Section 8.9. Payments Due on Non-Business Days
	  	 	29	  
		
	 SECTION 9. AFFIRMATIVE COVENANTS
	  	 	30	  
		
	 Section 9.1. Existence; Conduct of Business; REIT Status
	  	 	30	  
	 Section 9.2. Payment of Obligations
	  	 	30	  
	 Section 9.3. Maintenance of Properties; Insurance
	  	 	30	  
	 Section 9.4. Books and Records
	  	 	31	  
	 Section 9.5. Compliance with Laws
	  	 	31	  
	 Section 9.6. Environmental Laws
	  	 	31	  


  
 -ii-









 TABLE OF CONTENTS 

(continued) 
  

					
	 	  	Page	 
	 Section 9.7. Use of Proceeds
	  	 	32	  
	 Section 9.8. Maintenance of Accounts
	  	 	32	  
	 Section 9.9. Proceeds from Asset Sales; Deposit Accounts
	  	 	33	  
	 Section 9.10. Most Favored Nation
	  	 	33	  
	 Section 9.11. Leases
	  	 	34	  
	 Section 9.12. Ground Leases
	  	 	34	  
	 Section 9.13. Subsidiary Guarantors
	  	 	35	  
	 Section 9.14. Pari Passu Ranking
	  	 	36	  
	 Section 9.15. Insurance Endorsements
	  	 	36	  
		
	 SECTION 10. NEGATIVE COVENANTS
	  	 	36	  
		
	 Section 10.1. Financial Covenants
	  	 	36	  
	 Section 10.2. Indebtedness
	  	 	38	  
	 Section 10.3. Liens
	  	 	38	  
	 Section 10.4. Limitation on Asset Dispositions and Certain Fundamental Changes
	  	 	39	  
	 Section 10.5. Limitation on Restricted Payments
	  	 	41	  
	 Section 10.6. Limitation on Investments, Loans and Advances
	  	 	41	  
	 Section 10.7. Limitation on Transactions with Affiliates
	  	 	42	  
	 Section 10.8. Limitation on Changes in Fiscal Year
	  	 	42	  
	 Section 10.9. Limitation on Lines of Business; Creation of Subsidiaries; Negative Pledges
	  	 	42	  
	 Section 10.10. Swap Agreements
	  	 	43	  
	 Section 10.11. Restricted Property Leases
	  	 	43	  
	 Section 10.12. Existing Indebtedness
	  	 	43	  
	 Section 10.13. Limitation on Pledges of Additional Collateral
	  	 	44	  
	 Section 10.14. Terrorism Sanctions Regulations
	  	 	44	  
		
	 SECTION 11. EVENTS OF DEFAULT
	  	 	44	  
		
	 SECTION 12. REMEDIES ON DEFAULT, ETC.
	  	 	47	  
		
	 Section 12.1. Acceleration
	  	 	47	  
	 Section 12.2. Other Remedies
	  	 	48	  
	 Section 12.3. Rescission
	  	 	49	  
	 Section 12.4. No Waivers or Election of Remedies, Expenses, Etc.
	  	 	49	  
		
	 SECTION 13. REGISTRATION; EXCHANGE; SUBSTITUTION OF NOTES
	  	 	49	  
		
	 Section 13.1. Registration of Notes
	  	 	49	  
	 Section 13.2. Transfer and Exchange of Notes
	  	 	50	  
	 Section 13.3. Replacement of Notes
	  	 	50	  
		
	 SECTION 14. PAYMENTS ON NOTES
	  	 	51	  
		
	 Section 14.1. Place of Payment
	  	 	51	  
	 Section 14.2. Home Office Payment
	  	 	51	  


  
 -iii-









 TABLE OF CONTENTS 

(continued) 
  

					
	 	  	Page	 
		
	 SECTION 15. GUARANTEE
	  	 	51	  
		
	 Section 15.1. Unconditional Guarantee
	  	 	51	  
	 Section 15.2. Obligations Absolute
	  	 	52	  
	 Section 15.3. Waiver
	  	 	52	  
	 Section 15.4. Obligations Unimpaired
	  	 	53	  
	 Section 15.5. Subrogation and Subordination
	  	 	53	  
	 Section 15.6. Information Regarding the Company
	  	 	54	  
	 Section 15.7. Reinstatement of Guarantee
	  	 	54	  
	 Section 15.8. Subrogation and Contribution Rights
	  	 	55	  
	 Section 15.9. Term of Guarantee
	  	 	55	  
	 Section 15.10. Release of Subsidiary Guarantors
	  	 	55	  
	 Section 15.11. Savings Clause
	  	 	55	  
		
	 SECTION 16. EXPENSES, ETC.
	  	 	56	  
		
	 Section 16.1. Transaction Expenses
	  	 	56	  
	 Section 16.2. Survival
	  	 	56	  
		
	 SECTION 17. SURVIVAL OF REPRESENTATIONS AND WARRANTIES; ENTIRE AGREEMENT
	  	 	56	  
		
	 SECTION 18. AMENDMENT AND WAIVER
	  	 	57	  
		
	 Section 18.1. Requirements
	  	 	57	  
	 Section 18.2. Solicitation of Holders of Notes
	  	 	57	  
	 Section 18.3. Binding Effect, etc.
	  	 	58	  
	 Section 18.4. Notes Held by Company, etc.
	  	 	58	  
		
	 SECTION 19. NOTICES
	  	 	58	  
		
	 SECTION 20. REPRODUCTION OF DOCUMENTS
	  	 	59	  
		
	 SECTION 21. CONFIDENTIAL INFORMATION
	  	 	59	  
		
	 SECTION 22. SUBSTITUTION OF PURCHASER
	  	 	61	  
		
	 SECTION 23. INDEMNITY; DAMAGE WAIVER
	  	 	61	  
		
	 SECTION 24. MISCELLANEOUS
	  	 	62	  
		
	 Section 24.1. Successors and Assigns
	  	 	62	  
	 Section 24.2. Accounting Terms
	  	 	62	  
	 Section 24.3. Severability
	  	 	62	  
	 Section 24.4. Construction, etc.
	  	 	63	  
	 Section 24.5. Counterparts
	  	 	63	  
	 Section 24.6. Governing Law
	  	 	63	  
	 Section 24.7. Jurisdiction and Process; Waiver of Jury Trial
	  	 	63	  


  
 -iv-









 TABLE OF CONTENTS 

(continued) 
  

							
	SCHEDULE A	  	—	  	INFORMATION RELATING TO PURCHASERS	  	
				
	SCHEDULE B	  	—	  	DEFINED TERMS	  	
				
	SCHEDULE C	  	—	  	LUKOIL DISPUTE	  	
				
	SCHEDULE 1	  	—	  	FORM OF 6.0% GUARANTEED SENIOR SECURED NOTE DUE FEBRUARY 25,
2021	  	
				
	SCHEDULE 5.4	  	—	  	SUBSIDIARIES OF THE COMPANY AND OWNERSHIP OF SUBSIDIARY
STOCK	  	
				
	SCHEDULE 5.5	  	—	  	FINANCIAL STATEMENTS	  	
				
	SCHEDULE 5.15	  	—	  	EXISTING INDEBTEDNESS	  	
				
	SCHEDULE 5.21(A)(1)	  	—	  	MORTGAGED PROPERTIES	  	
				
	SCHEDULE 5.21(A)(2)	  	—	  	ADDITIONAL LEASED PROPERTIES	  	
				
	SCHEDULE 5.21(B)(1)	  	—	  	MORTGAGED PROPERTY LEASES	  	
				
	SCHEDULE 5.21(B)(2)	  	—	  	ADDITIONAL LEASES	  	
				
	SCHEDULE 5.21(B)(3)	  	—	  	RENT ROLL	  	
				
	SCHEDULE 5.21(C)	  	—	  	GROUND LEASES	  	
				
	SCHEDULE 5.23	  	—	  	CONDITION OF PROPERTIES	  	
				
	SCHEDULE 11.1	  	—	  	ENVIRONMENTAL REMEDIATION AND COMPLIANCE MATTERS	  	
				
	EXHIBIT A	  	—	  	FORM OF JOINDER	  	
				
	EXHIBIT B	  	—	  	FORM OF DEPOSIT ACCOUNT CONTROL AGREEMENT	  	
				
	EXHIBIT C	  	—	  	FORM OF ENVIRONMENTAL INDEMNITY AGREEMENT	  	
				
	EXHIBIT D	  	—	  	FORM OF EQUITY PLEDGE	  	
				
	EXHIBIT E	  	—	  	FORM OF GENERAL ASSIGNMENT	  	
				
	EXHIBIT F	  	—	  	FORM OF QUALIFIED EXCHANGE TRUST AGREEMENT	  	
				
	EXHIBIT G	  	—	  	FORM OF NOTICE OF NEW RESTRICTED PROPERTY LEASES	  	


  
 -v-









 GETTY REALTY CORP. 

125 Jericho Turnpike, Suite 103, 
 Jericho, New York 11753 
 6.0% Guaranteed Senior Secured Notes due
February 25, 2021 
 February 25, 2013 
 TO EACH OF THE PURCHASERS LISTED IN 
             SCHEDULE A HERETO: 
 Ladies and Gentlemen: 
 GETTY REALTY CORP., a Maryland corporation (together
with any successor thereto that becomes a party hereto pursuant to Section 10.2, the “Company”), and each of its Subsidiaries party hereto as a “Subsidiary Guarantor” (collectively, the “Initial Subsidiary
Guarantors”) agree with each of the Purchasers as follows: 
 SECTION 1. AUTHORIZATION OF NOTES AND SUBSIDIARY GUARANTY; SECURITY
DOCUMENTS AND COLLATERAL. 
 (a) The Company will authorize the issue and sale of $100,000,000 aggregate
principal amount of its 6.0% Guaranteed Senior Secured Notes due February 25, 2021 (as amended, restated or otherwise modified from time to time pursuant to Section 18 and including any such notes issued in substitution therefor pursuant
to Section 13, the “Notes”). The Notes shall be substantially in the form set out in Schedule 1. Certain capitalized and other terms used in this Agreement are defined in Schedule B. References to a
“Schedule” are references to a Schedule attached to this Agreement unless otherwise specified. References to a “Section” are references to a Section of this Agreement unless otherwise specified. 

(b) Each Initial Subsidiary Guarantor has authorized its joint and several, and unconditional, guaranty of the payment and
performance by the Company of its obligations under this Agreement, the Notes and the other Financing Documents on the terms and conditions set forth in Section 15 hereof, and the performance of the Initial Subsidiary Guarantor’s other
obligations under this Agreement and the Financing Documents 
 (c) The obligations of the Company and the
Subsidiary Guarantors (collectively, the “Obligors”) under and pursuant to this Agreement and the Notes, and the Senior Credit Agreement, shall be secured by the following (collectively, the “Collateral”), as
further memorialized in the Security Documents and subject to the terms of the Intercreditor Agreement: 







 (i) a first priority Lien on all Mortgaged Properties and any and all leases
and rents related thereto, pursuant to the Mortgages; 
 (ii) a first priority Lien on all Equity Interests owned
by the Company and/or each Subsidiary Guarantor in any Subsidiary thereof pursuant to the Equity Pledge; 
 (iii)
a first priority Lien on the Deposit Accounts pursuant to the Deposit Account Control Agreements; 
 (iv) a first
priority Lien in all personal property collateral described in the General Assignment; and 
 (v) a first
priority Lien on the accounts referenced in Section 9.8 hereof. 
 SECTION 2. SALE AND PURCHASE OF NOTES. 

Subject to the terms and conditions of this Agreement, the Company will issue and sell to each Purchaser and each Purchaser will purchase
from the Company, at the Closing provided for in Section 3, Notes in the principal amount specified opposite such Purchaser’s name in Schedule A at the purchase price of 100% of the principal amount thereof. The Purchasers’
obligations hereunder are several and not joint obligations and no Purchaser shall have any liability to any Person for the performance or non-performance of any obligation by any other Purchaser hereunder. 

SECTION 3. CLOSING. 
 The
sale and purchase of the Notes to be purchased by each Purchaser shall occur at the offices of Bingham McCutchen LLP, 399 Park Avenue, New York, New York 10022, at 10:00 a.m., Eastern time, at a closing (the “Closing”) on
February 25, 2013 or on such other Business Day thereafter as may be agreed upon by the Company and the Purchasers. At the Closing the Company will deliver to each Purchaser the Notes to be purchased by such Purchaser in the form of a single
Note (or such greater number of Notes in denominations of at least $100,000 as such Purchaser may request) dated the date of the Closing and registered in such Purchaser’s name (or in the name of its nominee), against delivery by such Purchaser
to the Company or its order of immediately available funds in the amount of the purchase price therefor by wire transfer of immediately available funds for the account of the Company to account referred to in the written funding instructions
described in Section 4.10 below. If at the Closing the Company shall fail to tender such Notes to any Purchaser as provided above in this Section 3, or any of the conditions specified in Section 4 shall not have been fulfilled to such
Purchaser’s satisfaction, such Purchaser shall, at its election, be relieved of all further obligations under this Agreement, without thereby waiving any rights such Purchaser may have by reason of any of the conditions specified in
Section 4 not having been fulfilled to such Purchaser’s satisfaction or such failure by the Company to tender such Notes. 

  
 2 








 SECTION 4. CONDITIONS TO CLOSING. 

Each Purchaser’s obligation to purchase and pay for the Notes to be sold to such Purchaser at the Closing is subject to the
fulfillment to such Purchaser’s satisfaction, prior to or at the Closing, of the following conditions: 

Section 4.1. Representations and Warranties. The representations and warranties of the Company in this Agreement shall be
correct when made and at the Closing. 
 Section 4.2. Performance; No Default. The Company shall have performed and
complied with all agreements and conditions contained in this Agreement required to be performed or complied with by it prior to or at the Closing. Before and after giving effect to the issue and sale of the Notes (and the application of the
proceeds thereof as contemplated by Section 5.14), no Default or Event of Default shall have occurred and be continuing. 

Section 4.3. Compliance Certificates. 

(a) Officer’s Certificate. The Company shall have delivered to such Purchaser an Officer’s Certificate,
dated the date of the Closing, certifying that the conditions specified in Sections 4.1, 4.2 and 4.9 have been fulfilled. 
 (b) Secretary’s Certificate. The Company shall have delivered to such Purchaser a certificate of its Secretary or Assistant Secretary, dated the date of the Closing, certifying as to
(i) the resolutions attached thereto and other corporate proceedings relating to the authorization, execution and delivery of the Notes and this Agreement and (ii) the Company’s organizational documents as then in effect. 

Section 4.4. Opinions of Counsel. Such Purchaser shall have received opinions in form and substance satisfactory to such
Purchaser, dated the date of the Closing (a) (i) from DLA Piper LLP (US), counsel for the Company, covering such matters incident to the transactions contemplated hereby as such Purchaser or its counsel may reasonably request (and the Company
hereby instructs its counsel to deliver such opinion to the Purchasers) and (ii) from local counsel in each of the states in which any Restricted Property is located, covering such matters incident to the transactions contemplated hereby as
such Purchaser or its counsel may reasonably request (and the Company hereby instructs each of its local counsel to deliver such opinions to the Purchasers) and (b) from Bingham McCutchen LLP, the Purchasers’ special counsel in connection
with such transactions, covering such matters incident to such transactions as such Purchaser may reasonably request. 

Section 4.5. Purchase Permitted By Applicable Law, Etc. On the date of the Closing such Purchaser’s purchase of Notes
shall (a) be permitted by the laws and regulations of each jurisdiction to which such Purchaser is subject, without recourse to provisions (such as section 1405(a)(8) of the New York Insurance Law) permitting limited investments by
insurance companies without restriction as to the character of the particular investment, (b) not violate any applicable law or regulation (including, without limitation, Regulation T, U or X of the Board of Governors of the Federal Reserve
System) and (c) not subject such Purchaser to any tax, penalty or liability under or pursuant to any applicable law or regulation, which law or regulation was not in effect on the date hereof. If requested by such Purchaser, such Purchaser
shall have 

  
 3 








 
received an Officer’s Certificate certifying as to such matters of fact as such Purchaser may reasonably specify to enable such Purchaser to determine whether such purchase is so permitted
to the extent such matters of fact are not already included in the representations and warranties made by the Company in Section 5. 
 Section 4.6. Sale of Other Notes. Contemporaneously with the Closing the Company shall sell to each other Purchaser and each other Purchaser shall purchase the Notes to be purchased by it at
the Closing as specified in Schedule A. 
 Section 4.7. Payment of Special Counsel Fees. Without limiting
Section 16.1, the Company shall have paid on or before the Closing the fees, charges and disbursements of the Purchasers’ special counsel referred to in Section 4.4 to the extent reflected in a statement of such counsel rendered to
the Company at least one Business Day prior to the Closing. 
 Section 4.8. Private Placement Number. A Private
Placement Number issued by Standard & Poor’s CUSIP Service Bureau (in cooperation with the SVO) shall have been obtained for the Notes. 
 Section 4.9. Changes in Corporate Structure. The Company shall not have changed its jurisdiction of incorporation or organization, as applicable, or been a party to any merger or consolidation
or succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements referred to in Schedule 5.5. 

Section 4.10. Funding Instructions. At least three Business Days prior to the date of the Closing, each Purchaser shall have
received written instructions signed by a Responsible Officer on letterhead of the Company confirming the information specified in Section 3 including (i) the name and address of the transferee bank, (ii) such transferee bank’s
ABA number and (iii) the account name and number into which the purchase price for the Notes is to be deposited. 

Section 4.11. Initial Subsidiary Guarantors. Each Initial Subsidiary Guarantor shall have duly executed and delivered to each
Purchaser an executed counterpart of this Agreement. 
 Section 4.12. Intercreditor Agreement. The Company, the
Collateral Agent, the Bank Agent and each of the Purchasers shall have duly executed and delivered an intercreditor and collateral agency agreement in form and substance satisfactory to the Purchasers (as amended, restated or otherwise modified from
time to time, the “Intercreditor Agreement”), and the Intercreditor Agreement shall be in full force and effect. 
 Section 4.13. Mortgages and Real Estate Due Diligence. The Purchasers shall have received deeds of trust, trust deeds, deeds to secure debt, mortgages, or any other document, creating and
evidencing a Lien on Mortgaged Property, in form and substance satisfactory to the Purchasers and covering the properties identified to be mortgaged on Schedule 5.21(a)(1) and any assignment of rents delivered in connection therewith (in
each case as amended, the “Mortgages”), duly executed by the appropriate Obligor, together with: 

  
 4 








 (a) evidence that counterparts of the Mortgages have been duly executed,
acknowledged and delivered and are in form suitable for filing or recording in all filing or recording offices that the Purchasers may deem necessary or desirable in order to create a valid first and subsisting Lien on the property described therein
in favor of the Collateral Agent for the benefit of the Bank Lenders and the Purchasers, subject only to the Permitted Encumbrances, and that satisfactory arrangements have been made for the payment of all filing, documentary, stamp, intangible and
recording taxes and fees; 
 (b) fully paid American Land Title Association Lender’s Extended Coverage title
insurance policies naming the Collateral Agent as the insured (the “Mortgage Policies”) in form and substance, with endorsements and in amounts acceptable to the Purchasers, issued, coinsured and reinsured, to the extent reasonably
required by the Purchasers, by title insurers reasonably acceptable to the Purchasers (collectively, the “Title Company”), insuring the Mortgages to be valid first and subsisting Liens on the Mortgaged Properties described therein,
free and clear of all defects (including, but not limited to, mechanics’ and materialmen’s Liens) and encumbrances, subject only to Permitted Encumbrances, and providing for such other affirmative insurance as the Purchasers may reasonably
deem necessary or desirable; 
 (c) with respect to each Mortgaged Property, a copy of an American Land Title
Association survey, together with an affidavit of no change sufficient for the Title Company to eliminate the general or standard survey exception from the title insurance policy, and issue the comprehensive and survey endorsements thereto;

 (d) with respect to each Mortgaged Property, such usual and customary affidavits, certificates, information
(including financial data) and instruments of identification (including a so-called “gap” indemnification) as shall be required to induce the Title Company to issue the title insurance policy/ies and endorsements contemplated above;

 (e) evidence reasonably acceptable to the Purchasers of payment by the Company of all required real estate
taxes, title insurance policy premiums, search and examination charges, escrow charges and related charges, mortgage recording taxes, fees, charges, costs and expenses required for the recording of the Mortgages (and any assignments of leases and
rents) and issuance of title insurance policies referred to above; 
 (f) with respect to each Mortgaged
Property, copies of all leases in which the Company or any Subsidiary holds the lessor’s interest or other agreements relating to possessory interests, if any, together with a tenant estoppel certificate in form and substance reasonably
satisfactory to the Purchasers. To the extent any of the foregoing affect any Mortgaged Property, such agreement shall be subordinate to the Lien of the Mortgage to be recorded against such property, either expressly by its terms or pursuant to
a subordination, non-disturbance and attornment agreement, reasonably acceptable to the Purchasers; 
 (g) the
Appraisal of each of the Mortgaged Properties; 
 (h) a complete Federal Emergency Management Agency Standard
Flood Hazard Determination with respect to each Mortgaged Property, and flood insurance on each such property required by the Required Holders, containing coverage, in amounts and otherwise on terms acceptable to the Required Holders; and


  
 5 








 (i) all other due diligence and third party reports customarily obtained in
connection with a mortgage financing, each in form satisfactory to the Purchasers and each at the sole cost of the Company, including without limitation, copies of all insurance policies, including without limitation any environmental and pollution
liability insurance policies, maintained by or for the benefit of any Obligor and environmental assessments and engineering reports; provided that (i) with respect to the Mortgaged Properties (other than the GTY MD Leasing Properties (as
identified on Schedule 5.21(a)(1)), the Purchasers agree to rely on existing third party environmental assessments and property condition reports so long as (A) the date of Closing occurs within one (1) year of the effective date of
such third party assessments and reports, (B) there has been no damage, environmental contamination or other adverse change to such properties that would require the existing third-party reports to be updated or reissued and (C) to the
extent required by the Purchasers, such third party explicitly agrees that the Purchasers and their successors and/or assigns are entitled to receive and rely on the same, such agreement being in form and substance satisfactory to the Purchasers,
and (ii) with respect to the GTY MD Leasing Properties, the Purchasers agree to reasonably consider whether it can rely on existing third party reports, except where doing so would be in violation of rules or regulations binding upon any of the
Purchasers or any Purchaser’s internal policies. 
 Section 4.14. Other Security Documents. The obligations
shall be secured by a perfected first priority security interest in the Collateral in favor of the Collateral Agent, for the benefit of the Purchasers and the Bank Lenders on a pari passu basis. Each of the following documents, each of which
shall be in form and substance satisfactory to the Purchasers, shall have been duly executed and delivered to the Purchasers by each Obligor which is a party thereto, and shall be in full force and effect: 

(a) the Environmental Indemnity; 
 (b) the Equity Pledge; 
 (c) the General Assignment; and

 (d) the Deposit Account Control Agreement. 

Section 4.15. Contribution Agreement. Each Initial Subsidiary Guarantor shall have duly executed and delivered a Contribution
Agreement by and among the Subsidiary Guarantors in form and substance satisfactory to the Purchasers (as amended, restated or otherwise modified from time to time, the “Contribution Agreement”), and the Contribution Agreement shall
be in full force and effect. 
 Section 4.16. Registration and Filings. Each of the Obligors shall have authorized
the Collateral Agent to file UCC financing statements in respect of the security interests created by the Security Documents in the office of each appropriate Governmental Authority if such filings are necessary or appropriate in such jurisdictions.


  
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 Section 4.17. UCC Searches and Litigation Searches. The Purchasers shall have
received UCC searches with respect to the Obligors and litigation, bankruptcy and tax lien searches with respect to the Obligors, dated reasonably close to the date hereof. 
 Section 4.18. Bank Loan Documents. The Company shall have entered into the Bank Loan Documents, all in form and substance satisfactory to the Purchasers, and the Bank Loan Documents shall be
in full force and effect. 
 Section 4.19. Governmental Approvals. All governmental and third party approvals
necessary in connection with the Transactions have been obtained and remain in full force and effect. 
 Section 4.20.
Repayment of Existing Indebtedness. The Company shall have provided the Purchasers with a payoff letter with respect to the TD Loan and, to the extent available, the Prior Credit Facility, each in form and substance satisfactory to them, and
shall have repaid all outstanding amounts owed with respect thereto, and all collateral securing the Prior Credit Facility and the TD Loan shall have been released (or assigned to the Collateral Agent). 

Section 4.21. Long-Term Leases. The Company shall have entered into (or caused its Subsidiaries to enter into) new long-term
Leases for no fewer than 160 Properties which generate, in the aggregate, not less than $13,000,000 in annual triple-net rent. 

Section 4.22. Projections. The Company shall have delivered to each Purchaser projected financial statements, including
balance sheets, income statements and cash flows covering the period through and including December 31, 2018 (on a quarterly basis for 2013 and on an annual basis for all subsequent years). 

Section 4.23. Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated
by this Agreement and all documents and instruments incident to such transactions shall be reasonably satisfactory to such Purchaser and its special counsel, and such Purchaser and its special counsel shall have received all such counterpart
originals or certified or other copies of such documents as such Purchaser or such special counsel may reasonably request. 
 SECTION 5.
REPRESENTATIONS AND WARRANTIES OF THE COMPANY. 
 The Company represents and warrants to each Purchaser that: 

Section 5.1. Organization; Power and Authority. The Company is a corporation duly organized, validly existing and in good
standing under the laws of its jurisdiction of incorporation, and is duly qualified as a foreign corporation and is in good standing in each jurisdiction in which such qualification is required by law, other than those jurisdictions as to which the
failure to be so qualified or in good standing could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Company has the corporate power and authority to own or hold under lease the properties it
purports to own or hold under lease, to transact the business it transacts and proposes to transact, to execute and deliver the Financing Documents to which it is a party and to perform the provisions thereof. 

  
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 Section 5.2. Authorization, Etc. The Financing Documents have been duly
authorized by all necessary corporate action on the part of each Obligor party thereto, and this Agreement and the other Financing Documents constitute a legal, valid and binding obligation of each Obligor party thereto enforceable against such
Obligor in accordance with its terms, except as such enforceability may be limited by (i) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and
(ii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law). 
 Section 5.3. Disclosure. This Agreement, the financial statements listed in Schedule 5.5 and the documents, certificates or other writings delivered to the Purchasers by or on behalf of the
Company in connection with the negotiation of this Agreement or in connection with the transactions contemplated hereby (this Agreement and such documents, certificates or other writings and such financial statements delivered to each Purchaser
being referred to, collectively, as the “Disclosure Documents”), taken as a whole, do not contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein not misleading in
light of the circumstances under which they were made; provided that, with respect to projected financial information, the Company represents only that such information was prepared in good faith based upon assumptions believed to be reasonable at
the time. Except as disclosed in the Disclosure Documents, since September 30, 2012, there has been no change in the financial condition, operations, business, properties or prospects of the Company and its Subsidiaries, taken as a whole,
except changes that could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. There is no fact known to the Company that could reasonably be expected to have a Material Adverse Effect that has not been
set forth herein or in the Disclosure Documents. 
 Section 5.4. Organization and Ownership of Shares of Subsidiaries;
Affiliates. 
 (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of the
Company’s Subsidiaries, showing, as to each Subsidiary, the name thereof, the jurisdiction of its organization, and the percentage of shares of each class of its capital stock or similar equity interests outstanding owned by the Company and
each other Subsidiary. 
 (b) All of the outstanding shares of capital stock or similar equity interests of each
Subsidiary shown in Schedule 5.4 as being owned by the Company and its Subsidiaries have been validly issued, are fully paid and non-assessable and are owned by the Company or another Subsidiary free and clear of any Lien that is prohibited under
the Financing Documents. 
 (c) Each Subsidiary is a corporation or other legal entity duly organized, validly
existing and, where applicable, in good standing under the laws of its jurisdiction of organization, and is duly qualified as a foreign corporation or other legal entity and, where applicable, is in good standing in each jurisdiction in which such
qualification is required by law, other than those jurisdictions as to which the failure to be so qualified or in good standing could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. Each such
Subsidiary has the corporate or other power and authority to own or hold under lease the properties it purports to own or hold under lease, to transact the business it transacts and proposes to transact, to execute and deliver the Financing
Documents to which it is a party and to perform the provisions thereof. 

  
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 (d) No Subsidiary is subject to any legal, regulatory, contractual or other
restriction (other than the agreements listed on Schedule 5.4 and customary limitations imposed by corporate law or similar statutes) restricting the ability of such Subsidiary to pay dividends out of profits or make any other similar distributions
of profits to the Company or any of its Subsidiaries that owns outstanding shares of capital stock or similar equity interests of such Subsidiary. 
 Section 5.5. Financial Statements; Material Liabilities. The Company has delivered to each Purchaser copies of the financial statements of the Company and its Subsidiaries listed on Schedule
5.5. All of such financial statements (including in each case the related schedules and notes) fairly present in all material respects the consolidated financial position of the Company and its Subsidiaries as of the respective dates specified in
such Schedule and the consolidated results of their operations and cash flows for the respective periods so specified and have been prepared in accordance with GAAP consistently applied throughout the periods involved except as set forth in the
notes thereto (subject, in the case of any interim financial statements, to normal year-end adjustments). The Company and its Subsidiaries do not have any Material liabilities that are not disclosed in the Disclosure Documents. 

Section 5.6. Compliance with Laws, Other Instruments, Etc. The execution, delivery and performance of each of the Financing
Documents by each Obligor party thereto will not (i) contravene, result in any breach of, or constitute a default under, or result in the creation of any Lien in respect of any property of the Company or any Subsidiary (other than those created
by the Financing Documents and the Bank Loan Documents) under, any indenture, mortgage, deed of trust, loan, purchase or credit agreement, lease, corporate charter or by-laws, shareholders agreement or any other agreement or instrument to which the
Company or any Subsidiary is bound or by which the Company or any Subsidiary or any of its properties may be bound or affected, (ii) conflict with or result in a breach of any of the terms, conditions or provisions of any order, judgment,
decree or ruling of any court, arbitrator or Governmental Authority applicable to the Company or any Subsidiary or (iii) violate any provision of any statute or other rule or regulation of any Governmental Authority applicable to the Company or
any Subsidiary. 
 Section 5.7. Governmental Authorizations, Etc. No consent, approval or authorization of, or
registration, filing or declaration with, any Governmental Authority is required in connection with the execution, delivery or performance by any of the Obligors of any of the Financing Documents. 

Section 5.8. Litigation; Observance of Agreements, Statutes and Orders. 

(a) There are no actions, suits, investigations or proceedings pending or, to the best knowledge of the Company,
threatened against or affecting the Company or any Subsidiary or any property of the Company or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that could, individually or in the aggregate,
reasonably be expected to have a Material Adverse Effect. 

  
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 (b) Neither the Company nor any Subsidiary is (i) in default under any
agreement or instrument to which it is a party or by which it is bound, (ii) in violation of any order, judgment, decree or ruling of any court, arbitrator or Governmental Authority or (iii) in violation of any applicable law, ordinance,
rule or regulation of any Governmental Authority (including, without limitation, Environmental Laws, the USA PATRIOT Act or any of the other laws and regulations that are referred to in Section 5.16), which default or violation could,
individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. 
 Section 5.9. Taxes.
The Company and its Subsidiaries have filed all tax returns that are required to have been filed in any jurisdiction, and have paid all taxes shown to be due and payable on such returns and all other taxes and assessments levied upon them or their
properties, assets, income or franchises, to the extent such taxes and assessments have become due and payable and before they have become delinquent, except for (i) any taxes and assessments the amount, applicability or validity of which is
currently being contested in good faith by appropriate proceedings and with respect to which the Company or a Subsidiary, as the case may be, has established adequate reserves in accordance with GAAP, or (ii) to the extent that the failure to
so file or pay could not reasonably be expected to result in a Material Adverse Effect. 
 Section 5.10. Title to
Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties that individually or in the aggregate are Material to its business, except where the failure to have such good title or valid
leasehold interest could not reasonably be expected to have a Material Adverse Effect. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects. 

Section 5.11. Licenses, Permits, Etc. 

(a) The Company and its Subsidiaries own or possess all licenses, permits, franchises, authorizations, patents,
copyrights, proprietary software, service marks, trademarks and trade names, or rights thereto, that individually or in the aggregate are Material to its business, except where the impairment of such ownership or possession is not reasonably
expected to have a Material Adverse Effect, without known conflict with the rights of others. 
 (b) To the best
knowledge of the Company, no product or service of the Company or any of its Subsidiaries infringes in any material respect any license, permit, franchise, authorization, patent, copyright, proprietary software, service mark, trademark, trade name
or other right owned by any other Person, except for any such infringements that, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. 

(c) To the best actual knowledge of the Company, there is no Material violation by any Person of any right of the Company
or any of its Subsidiaries with respect to any patent, copyright, proprietary software, service mark, trademark, trade name or other right owned or used by the Company or any of its Subsidiaries. 

  
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 Section 5.12. Compliance with ERISA. 

(a) No ERISA Event has occurred or is reasonably expected to occur that, when taken together with all other such ERISA
Events for which liability is reasonably expected to occur, could reasonably be expected to result in a Material Adverse Effect. The present value of all accumulated benefit obligations under each Plan (based on the assumptions used for purposes of
Statement of Financial Accounting Standards No. 87) did not, as of the date of the most recent financial statements reflecting such amounts, exceed the fair market value of the assets of such Plan by an amount which could reasonably be expected
to result in a Material Adverse Effect, and the present value of all accumulated benefit obligations of all underfunded Plans (based on the assumptions used for purposes of Statement of Financial Accounting Standards No. 87) did not, as of the
date of the most recent financial statements reflecting such amounts, exceed the fair market value of the assets of all such underfunded Plans by an amount which could reasonably be expected to result in a Material Adverse Effect. 

(b) The execution and delivery of this Agreement and the issuance and sale of the Notes hereunder will not involve any
transaction that is subject to the prohibitions of section 406 of ERISA or in connection with which a tax could be imposed pursuant to section 4975(c)(1)(A)-(D) of the Code. The representation by the Company to each Purchaser in the
first sentence of this Section 5.12(b) is made in reliance upon and subject to the accuracy of such Purchaser’s representation in Section 6.2 as to the sources of the funds to be used to pay the purchase price of the Notes to be
purchased by such Purchaser. 
 Section 5.13. Private Offering by the Company. Neither the Company nor anyone acting
on its behalf has offered the Notes or any similar Securities for sale to, or solicited any offer to buy the Notes or any similar Securities from, or otherwise approached or negotiated in respect thereof with, any Person other than the Purchasers,
each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements
of section 5 of the Securities Act or to the registration requirements of any Securities or blue sky laws of any applicable jurisdiction. 
 Section 5.14. Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Notes hereunder as provided in Section 9.7. No part of the proceeds from the sale
of the Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of
buying or carrying or trading in any Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR
220). Margin stock does not constitute more than 5% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 5% of the value of such
assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U. 

  
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 Section 5.15. Existing Indebtedness; Future Liens. 

(a) Except as described therein, Schedule 5.15 sets forth a complete and correct list of all Indebtedness of the
Company and its Subsidiaries for borrowed money the outstanding principal amount of which exceeds $10,000,000 (including descriptions of the obligors and obligees, principal amounts outstanding, any collateral therefor and any Guaranties thereof),
since which date there has been no Material change in the amounts, interest rates, sinking funds, installment payments or maturities of the Indebtedness of the Company or its Subsidiaries. The aggregate amount of all outstanding Indebtedness of the
Company and its Subsidiaries not set forth in Schedule 5.15 does not exceed $10,000,000. Neither the Company nor any Subsidiary is in default and no waiver of default is currently in effect, in the payment of any principal or interest on any
Indebtedness of the Company or such Subsidiary and no event or condition exists with respect to any Indebtedness of the Company or any Subsidiary that would permit (or that with notice or the lapse of time, or both, would permit) one or more Persons
to cause such Indebtedness to become due and payable before its stated maturity or before its regularly scheduled dates of payment. 
 (b) Except as disclosed in Schedule 5.15, neither the Company nor any Subsidiary has agreed or consented to cause or permit any of its property, whether now owned or hereafter acquired, to be
subject to a Lien that secures Indebtedness or to cause or permit in the future (upon the happening of a contingency or otherwise) any of its property, whether now owned or hereafter acquired, to be subject to a Lien that secures Indebtedness.

 (c) Neither the Company nor any Subsidiary is a party to, or otherwise subject to any provision contained in,
any instrument evidencing Indebtedness of the Company or such Subsidiary, any agreement relating thereto or any other agreement (including, but not limited to, its charter or any other organizational document) which limits the amount of, or
otherwise imposes restrictions on the incurring of, Indebtedness of the Company, except as disclosed in Schedule 5.15. 

Section 5.16. Foreign Assets Control Regulations, Etc. 

(a) Neither the Company nor any Controlled Entity is (i) a Person whose name appears on the list of Specially
Designated Nationals and Blocked Persons published by the Office of Foreign Assets Control, United States Department of the Treasury (“OFAC”) (an “OFAC Listed Person”) (ii) an agent, department, or
instrumentality of, or is otherwise beneficially owned by, controlled by or acting on behalf of, directly or indirectly, (x) any OFAC Listed Person or (y) any Person, entity, organization, foreign country or regime that is subject to any
OFAC Sanctions Program, or (iii) otherwise blocked, subject to sanctions under or engaged in any activity in violation of other United States economic sanctions, including but not limited to, the Trading with the Enemy Act, the International
Emergency Economic Powers Act, the 

  
 12 









 
Comprehensive Iran Sanctions, Accountability and Divestment Act (“CISADA”) or any similar law or regulation with respect to Iran or any other country, the Sudan Accountability
and Divestment Act, any OFAC Sanctions Program, or any economic sanctions regulations administered and enforced by the United States or any enabling legislation or executive order relating to any of the foregoing (collectively, “U.S.
Economic Sanctions”) (each OFAC Listed Person and each other Person, entity, organization and government of a country described in clause (i), clause (ii) or clause (iii), a “Blocked Person”). Neither the Company nor
any Controlled Entity has been notified that its name appears or may in the future appear on a state list of Persons that engage in investment or other commercial activities in Iran or any other country that is subject to U.S. Economic Sanctions.

 (b) No part of the proceeds from the sale of the Notes hereunder constitutes or will constitute funds obtained
on behalf of any Blocked Person or will otherwise be used by the Company or any Controlled Entity, directly or indirectly, (i) in connection with any investment in, or any transactions or dealings with, any Blocked Person, or
(ii) otherwise in violation of U.S. Economic Sanctions. 
 (c) Neither the Company nor any Controlled Entity
(i) has been found in violation of, charged with, or convicted of, money laundering, drug trafficking, terrorist-related activities or other money laundering predicate crimes under the Currency and Foreign Transactions Reporting Act of 1970
(otherwise known as the Bank Secrecy Act), the USA PATRIOT Act or any other United States law or regulation governing such activities (collectively, “Anti-Money Laundering Laws”) or any U.S. Economic Sanctions violations,
(ii) to the Company’s actual knowledge, is under investigation by any Governmental Authority for possible violation of Anti-Money Laundering Laws or any U.S. Economic Sanctions violations, (iii) has been assessed civil penalties under
any Anti-Money Laundering Laws or any U.S. Economic Sanctions, or (iv) has had any of its funds seized or forfeited in an action under any Anti-Money Laundering Laws. The Company has established procedures and controls which it reasonably
believes are adequate (and otherwise comply with applicable law) to ensure that the Company and each Controlled Entity is and will continue to be in compliance with all applicable current and future Anti-Money Laundering Laws and U.S. Economic
Sanctions. 
 (d) (1) Neither the Company nor any Controlled Entity (i) has been charged with, or convicted
of bribery or any other anti-corruption related activity under any applicable law or regulation in a U.S. or any non-U.S. country or jurisdiction, including but not limited to, the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act 2010
(collectively, “Anti-Corruption Laws”), (ii) to the Company’s actual knowledge, is under investigation by any U.S. or non-U.S. Governmental Authority for possible violation of Anti-Corruption Laws, (iii) has been
assessed civil or criminal penalties under any Anti-Corruption Laws or (iv) has been or is the target of sanctions imposed by the United Nations or the European Union; 

  
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 (2) To the Company’s actual knowledge, neither the Company nor any
Controlled Entity has, within the last five years, directly or indirectly offered, promised, given, paid or authorized the offer, promise, giving or payment of anything of value to a Governmental Official or a commercial counterparty for the
purposes of: (i) influencing any act, decision or failure to act by such Government Official in his or her official capacity or such commercial counterparty, (ii) inducing a Governmental Official to do or omit to do any act in violation of
the Governmental Official’s lawful duty, or (iii) inducing a Governmental Official or a commercial counterparty to use his or her influence with a government or instrumentality to affect any act or decision of such government or entity; in
each case in order to obtain, retain or direct business or to otherwise secure an improper advantage; and 
 (3)
No part of the proceeds from the sale of the Notes hereunder will be used, directly or indirectly, for any improper payments, including bribes, to any Governmental Official or commercial counterparty in order to obtain, retain or direct business or
obtain any improper advantage. The Company has established procedures and controls which it reasonably believes are adequate (and otherwise comply with applicable law) to ensure that the Company and each Controlled Entity is and will continue to be
in compliance with all applicable current and future Anti-Corruption Laws. 
 Section 5.17. Status under Certain
Statutes. Neither the Company nor any Subsidiary is subject to regulation under the Investment Company Act of 1940, as amended. 
 Section 5.18. Environmental Matters. 
 (a) Neither the
Company nor any Subsidiary has knowledge of any claim or has received any notice of any claim and no proceeding has been instituted asserting any claim against the Company or any of its Subsidiaries or any of their respective real properties or
other assets now or formerly owned, leased or operated by any of them, alleging any damage to the environment or violation of any Environmental Laws, except, in each case, such as could not reasonably be expected to result in a Material Adverse
Effect. 
 (b) Neither the Company nor any Subsidiary has knowledge of any facts which would give rise to any
claim, public or private, of violation of Environmental Laws or damage to the environment emanating from, occurring on or in any way related to real properties now or formerly owned, leased or operated by any of them or to other assets or their use,
except, in each case, such as could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. 
 (c) Neither the Company nor any Subsidiary has stored any Hazardous Substances on real properties now or formerly owned, leased or operated by any of them in a manner which is contrary to any
Environmental Law that could, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. 
 (d) Neither the Company nor any Subsidiary has disposed of any Hazardous Substances in a manner which is contrary to any Environmental Law that could, individually or in the aggregate, reasonably be
expected to result in a Material Adverse Effect. 

  
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 (e) All buildings on all real properties now owned, leased or operated by
the Company or any Subsidiary are in compliance with applicable Environmental Laws, except where failure to comply could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. 

Section 5.19. Economic Benefit. The Company and the Subsidiary Guarantors are considered a single consolidated business group
of companies for purposes of GAAP and are dependent upon each other for and in connection their respective business activities and financial resources. The execution and delivery by the Purchasers of the Note Purchase Agreement and the provision of
the financial accommodations thereunder provide direct and indirect commercial and economic benefits to each Subsidiary Guarantor and the incurrence by the Company of the Indebtedness under the Note Purchase Agreement and the Notes is in the best
interests of each Subsidiary Guarantor. The board of directors of each Subsidiary Guarantor has deemed it advisable and in the best interest of such Subsidiary Guarantor that the transactions provided for in this Agreement (including, without
limitation, the guarantee in Section 15 hereof) and the Notes be consummated. 
 Section 5.20. Solvency. Each
of the Company and its Subsidiaries, taken as a whole on a consolidated basis, is Solvent, both immediately before and immediately after giving effect to the Financing Documents. 

Section 5.21. Properties. 
 (a) Schedule 5.21(a)(1) is, as of the date hereof, a complete and correct listing of all Properties subject to a Mortgage under the Bank Loan Documents and the Financing Documents. Schedule
5.21(a)(2) is, as of the date hereof, a complete and correct listing of all Additional Leased Properties. No Restricted Property is subject to any Lien other than Permitted Encumbrances. Each Restricted Property is a Qualified Real Estate Asset.

 (b) Schedule 5.21(b)(1) is, as of the date hereof, a complete and correct listing of all Leases with
respect to Mortgaged Properties. Schedule 5.21(b)(2) is, as of the date hereof, a complete and correct listing of all Leases that have been agreed by the parties hereto to constitute “Additional Leases” under the terms of this
Agreement. The information provided on the Rent Roll is true and complete in all material respects. The Company represents and warrants to the Purchasers with respect to the Restricted Property Leases that: (1) to the Company’s knowledge,
the Restricted Property Leases are valid and in and full force and effect; (2) the Restricted Property Leases (including amendments) are in writing, and there are no oral agreements with respect thereto; (3) the copies of the Restricted
Property Leases delivered to the Purchasers are true and complete in all material respects; (4) to the Company’s knowledge, neither the landlord nor any tenant is in default under any of the Restricted Property Leases; (5) the Company
has no knowledge of any notice of termination or default with respect to any Restricted Property Lease; (6) neither the Company nor any of its Subsidiaries has assigned or pledged any of the Restricted Property Leases, the rents or any
interests therein except to the Collateral Agent (on behalf of the Bank Lenders and the holders of Notes); (7) except as set forth in the Leases, no tenant or other party has an option to purchase all or any


  
 15 









 
portion of the Property; (8) no Tenant has the unilateral right to terminate any Restricted Property Lease prior to expiration of the stated term of such Restricted Property Lease absent the
occurrence of any casualty, condemnation or default by the Company or any of its Subsidiaries thereunder; and (9) no Tenant has prepaid more than one month’s rent in advance (except for bona fide security deposits and construction
contributions). 
 (c) Schedule 5.21(c) is, as of the date hereof, a complete and correct listing of all
ground leases with respect to any Property subject to the Restricted Property Leases. The Company represents and warrants to the Purchasers with respect to the Ground Leases that: (1) to the Company’s knowledge, the Ground Leases are valid
and in full force and effect; (2) the Ground Leases (including amendments) are in writing, and there are no oral agreements with respect thereto; (3) the copies of the Ground Leases delivered to the Purchasers are true and complete in all
material respects; (4) to the Company’s knowledge, neither the ground lessor nor any ground lessee is in default under any of the Ground Leases; (5) the Company has no knowledge of any notice of termination or default with respect to
any Ground Lease; (6) the Company has not assigned or pledged any of the Ground Leases, the rents or any interests therein except to the Collateral Agent (on behalf of the Bank Lenders and the Purchasers); and (7) no ground lessor has the
unilateral right to terminate any Ground Lease prior to expiration of the stated term of such Ground Lease absent the occurrence of any casualty, condemnation or default by the Company or any of its Subsidiaries thereunder. 

Section 5.22. Insurance. Except to the extent that the Company and its Subsidiaries are relying on the Tenants as to primary
coverage in accordance with the terms of the Leases, the Company and each Subsidiary maintains with insurance companies rated at least A- by A.M. Best & Co., with premiums at all times currently paid, insurance upon fixed assets, including
general and excess liability insurance, fire and all other risks insured against by extended coverage, employee fidelity bond coverage, and all insurance required by law, all in form and amounts required by law and customary to the respective
natures of their businesses and properties, except in cases where failure to maintain such insurance will not have or potentially have a Material Adverse Effect. 
 Section 5.23. Condition of Properties. Each of the following representations and warranties is true and correct except to the extent disclosed on Schedule 5.23 or that the facts and
circumstances giving rise to any such failure to be so true and correct, in the aggregate, could not reasonably be expected to have a Material Adverse Effect: 
 (a) All of the improvements located on the Properties and the use of said improvements comply and shall continue to comply in all respects with all applicable zoning resolutions, building codes,
subdivision and other similar applicable laws, rules and regulations and are covered by existing valid certificates of occupancy and all other certificates and permits required by applicable laws, rules, regulations and ordinances or in connection
with the use, occupancy and operation thereof. 
 (b) No material portion of any of the Properties, nor any
improvements located on said Properties that are material to the operation, use or value thereof, have been damaged in any respect as a result of any fire, explosion, accident, flood or other casualty. 

  
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 (c) No condemnation or eminent domain proceeding has been commenced or to
the knowledge of the Company is about to be commenced against any portion of any of the Properties, or any improvements located thereon that are material to the operation, use or value of said Properties. 

(d) No notices of violation of any federal, state or local law or ordinance or order or requirement have been issued with
respect to any Properties. 
 Section 5.24. REIT Status. The Company is a real estate investment trust under
Sections 856 through 860 of the Code. 
 Section 5.25. Security Interests. 

(a) Each of the Mortgages creates, as security for the obligations of the Company due hereunder and under the other
Financing Documents, a valid and enforceable first Lien on all of the Mortgaged Properties and other collateral named therein, superior to and prior to the rights of all third persons and subject to no other Liens (except for Permitted
Encumbrances), in favor of the Collateral Agent for its benefit and the benefit of the Bank Lenders and the holders of Notes. 
 (b) Each of the Equity Pledge and the General Assignment creates, as security for the obligations of the Company due hereunder and under the other Financing Documents, a valid, perfected and enforceable
Lien on the collateral named therein. 
 (c) The Deposit Account Control Agreements (together with the provisions
of this Agreement) create, as security for the obligations of the Company due hereunder and under the other Financing Documents, a valid, perfected and enforceable first Lien on the accounts referenced therein. 

SECTION 6. REPRESENTATIONS OF THE PURCHASERS. 
 Section 6.1. Purchase for Investment. Each Purchaser severally represents that it is purchasing the Notes for its own account or for one or more separate accounts maintained by such Purchaser
or for the account of one or more pension or trust funds and not with a view to the distribution thereof, provided that the disposition of such Purchaser’s or their property shall at all times be within such Purchaser’s or their
control. Each Purchaser understands that the Notes have not been registered under the Securities Act and may be resold only if registered pursuant to the provisions of the Securities Act or if an exemption from registration is available, except
under circumstances where neither such registration nor such an exemption is required by law, and that the Company is not required to register the Notes. 
 Section 6.2. Source of Funds. Each Purchaser severally represents that at least one of the following statements is an accurate representation as to each source of funds (a
“Source”) to be used by such Purchaser to pay the purchase price of the Notes to be purchased by such Purchaser hereunder: 

  
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 (a) the Source is an “insurance company general account” (as the
term is defined in the United States Department of Labor’s Prohibited Transaction Exemption (“PTE”) 95-60) in respect of which the reserves and liabilities (as defined by the annual statement for life insurance companies
approved by the NAIC (the “NAIC Annual Statement”)) for the general account contract(s) held by or on behalf of any employee benefit plan together with the amount of the reserves and liabilities for the general account contract(s)
held by or on behalf of any other employee benefit plans maintained by the same employer (or affiliate thereof as defined in PTE 95-60) or by the same employee organization in the general account do not exceed 10% of the total reserves and
liabilities of the general account (exclusive of separate account liabilities) plus surplus as set forth in the NAIC Annual Statement filed with such Purchaser’s state of domicile; or 

(b) the Source is a separate account that is maintained solely in connection with such Purchaser’s fixed contractual
obligations under which the amounts payable, or credited, to any employee benefit plan (or its related trust) that has any interest in such separate account (or to any participant or beneficiary of such plan (including any annuitant)) are not
affected in any manner by the investment performance of the separate account; or 
 (c) the Source is either
(i) an insurance company pooled separate account, within the meaning of PTE 90-1 or (ii) a bank collective investment fund, within the meaning of the PTE 91-38 and, except as disclosed by such Purchaser to the Company in writing pursuant
to this clause (c), no employee benefit plan or group of plans maintained by the same employer or employee organization beneficially owns more than 10% of all assets allocated to such pooled separate account or collective investment fund; or

 (d) the Source constitutes assets of an “investment fund” (within the meaning of Part VI of PTE
84-14 (the “QPAM Exemption”)) managed by a “qualified professional asset manager” or “QPAM” (within the meaning of Part VI of the QPAM Exemption), no employee benefit plan’s assets that are managed by the
QPAM in such investment fund, when combined with the assets of all other employee benefit plans established or maintained by the same employer or by an affiliate (within the meaning of Part VI(c)(1) of the QPAM Exemption) of such employer or by the
same employee organization and managed by such QPAM, represent more than 20% of the total client assets managed by such QPAM, the conditions of Part I(c) and (g) of the QPAM Exemption are satisfied, neither the QPAM nor a person controlling or
controlled by the QPAM maintains an ownership interest in the Company that would cause the QPAM and the Company to be “related” within the meaning of Part VI(h) of the QPAM Exemption and (i) the identity of such QPAM and (ii) the
names of any employee benefit plans whose assets in the investment fund, when combined with the assets of all other employee benefit plans established or maintained by the same employer or by an affiliate (within the meaning of Part VI(c)(1) of the
QPAM Exemption) of such employer or by the same employee organization, represent 10% or more of the assets of such investment fund, have been disclosed to the Company in writing pursuant to this clause (d);or 

(e) the Source constitutes assets of a “plan(s)” (within the meaning of Part IV(h) of PTE 96-23 (the
“INHAM Exemption”)) managed by an “in-house asset 

  
 18 









 
manager” or “INHAM” (within the meaning of Part IV(a) of the INHAM Exemption), the conditions of Part I(a), (g) and (h) of the INHAM Exemption are satisfied, neither the
INHAM nor a person controlling or controlled by the INHAM (applying the definition of “control” in Part IV(d)(3) of the INHAM Exemption) owns a 10% or more interest in the Company and (i) the identity of such INHAM and (ii) the
name(s) of the employee benefit plan(s) whose assets constitute the Source have been disclosed to the Company in writing pursuant to this clause (e); or 
 (f) the Source is a governmental plan; or 
 (g) the Source is one
or more employee benefit plans, or a separate account or trust fund comprised of one or more employee benefit plans, each of which has been identified to the Company in writing pursuant to this clause (g); or 

(h) the Source does not include assets of any employee benefit plan, other than a plan exempt from the coverage of ERISA.

 As used in this Section 6.2, the terms “employee benefit plan,” “governmental plan,” and
“separate account” shall have the respective meanings assigned to such terms in section 3 of ERISA. 
 SECTION 7.
INFORMATION AS TO COMPANY. 
 Section 7.1. Financial and Business Information. The Company shall deliver to each
holder of a Note that is an Institutional Investor: 
 (a) Quarterly Statements — within 45 days (or
such shorter period as is the earlier of (x) 10 days greater than the period applicable to the filing of the Company’s Quarterly Report on Form 10-Q (the “Form 10-Q”) with the SEC regardless of whether the
Company is subject to the filing requirements thereof and (y) the date by which such financial statements are required to be delivered under the Bank Credit Agreement or the date on which such corresponding financial statements are delivered
under the Bank Credit Agreement if such delivery occurs earlier than such required delivery date) after the end of each quarterly fiscal period in each fiscal year of the Company (other than the last quarterly fiscal period of each such fiscal
year), duplicate copies of, 
 (i) a consolidated balance sheet of the Company and its Subsidiaries as at the end
of such quarter, and 
 (ii) consolidated statements of operations, changes in shareholders’ equity and cash
flows of the Company and its Subsidiaries, for such quarter and (in the case of the second and third quarters) for the portion of the fiscal year ending with such quarter, 
 setting forth in each case in comparative form the figures for the corresponding periods in the previous fiscal year, all in reasonable detail, prepared in accordance with GAAP applicable to quarterly
financial statements generally, and certified by a Senior Financial Officer as fairly presenting, in all material respects, the financial position of the 

  
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companies being reported on and their results of operations and cash flows, subject to changes resulting from year-end adjustments, provided that delivery within the time period specified
above of copies of the Company’s Form 10-Q prepared in compliance with the requirements therefor and filed with the SEC shall be deemed to satisfy the requirements of this Section 7.1(a), provided, further, that the Company
shall be deemed to have made such delivery of such Form 10-Q if it shall have timely made such Form 10-Q available on “EDGAR” and on its home page on the worldwide web (at the date of this Agreement located at:
http://www.gettyrealty.com) and shall have given each holder of a Note prior notice of such availability on EDGAR and on its home page in connection with each delivery (such availability and notice thereof being referred to as
“Electronic Delivery”); 
 (b) Annual Statements — within 90 days (or such shorter
period as is the earlier of (x) 10 days greater than the period applicable to the filing of the Company’s Annual Report on Form 10-K (the “Form 10-K”) with the SEC regardless of whether the Company is subject to
the filing requirements thereof and (y) the date by which such financial statements are required to be delivered under the Bank Credit Agreement or the date on which such corresponding financial statements are delivered under the Bank Credit
Agreement if such delivery occurs earlier than such required delivery date) after the end of each fiscal year of the Company, duplicate copies of 
 (i) a consolidated balance sheet of the Company and its Subsidiaries as at the end of such year, and 
 (ii) consolidated statements of operations, changes in shareholders’ equity and cash flows of the Company and its Subsidiaries for such year, 

setting forth in each case in comparative form the figures for the previous fiscal year, all in reasonable detail, prepared in accordance
with GAAP, and accompanied by an opinion thereon (without a “going concern” or similar qualification or exception and without any qualification or exception as to the scope of the audit on which such opinion is based) of independent public
accountants of recognized national standing, which opinion shall state that such financial statements present fairly, in all material respects, the financial position of the companies being reported upon and their results of operations and cash
flows and have been prepared in conformity with GAAP, and that the examination of such accountants in connection with such financial statements has been made in accordance with generally accepted auditing standards, and that such audit provides a
reasonable basis for such opinion in the circumstances, provided that the delivery within the time period specified above of the Company’s Form 10-K for such fiscal year (together with the Company’s annual report to
shareholders, if any, prepared pursuant to Rule 14a-3 under the Securities Exchange Act of 1934) prepared in accordance with the requirements therefor and filed with the SEC, shall be deemed to satisfy the requirements of this
Section 7.1(b), provided, further, that the Company shall be deemed to have made such delivery of such Form 10-K if it shall have timely made Electronic Delivery thereof; 

  
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 (c) SEC and Other Reports — promptly upon their becoming
available, one copy of (i) each financial statement, report, notice or proxy statement sent by the Company or any Subsidiary to its principal lending banks as a whole (excluding information sent to such banks in the ordinary course of
administration of a bank facility, such as information relating to pricing and borrowing availability) or to its public Securities holders generally, and (ii) each regular or periodic report, each registration statement (without exhibits except
as expressly requested by such Purchaser or holder), and each prospectus and all amendments thereto filed by the Company or any Subsidiary with the SEC and of all press releases and other statements made available generally by the Company or any
Subsidiary to the public concerning developments that are Material; 
 (d) Projected Financial Statements and
Updated Rent Roll — no later than March 31 of each calendar year, (x) projected financial statements, including balance sheets, income statements and cash flows covering the five year period commencing January 1 of such
calendar year (on an annual basis) and (y) an updated Rent Roll; 
 (e) Tenant/Subtenant Financials
— promptly after the same is received by the Company or any Subsidiary, financial statements and/or operating statements of each Tenant under any Restricted Property Lease and such Tenant’s subtenants, if any; 

(f) Notice of Default or Event of Default — promptly, and in any event within five days of a Responsible
Officer becoming aware of the existence of any Default or Event of Default or that any Person has given any notice or taken any action with respect to a claimed default hereunder or that any Person has given any notice or taken any action with
respect to a claimed default of the type referred to in Section 11(f), a written notice specifying the nature and period of existence thereof and what action the Company is taking or proposes to take with respect thereto; 

(g) ERISA Matters — promptly, and in any event within five days of a Responsible Officer becoming aware of the
same, written notice of the occurrence of any ERISA Event that, alone or together with any other ERISA Events that have occurred, could reasonably be expected to result in a Material Adverse Effect; 

(h) Notices from Governmental Authority — promptly, and in any event within 30 days of receipt thereof, copies
of any notice to the Company or any Subsidiary from any federal or state Governmental Authority relating to any order, ruling, statute or other law or regulation that could reasonably be expected to have a Material Adverse Effect; 

(i) Resignation or Replacement of Auditors — within ten days following the date on which the Company’s
auditors resign or the Company elects to change auditors, as the case may be, notification thereof; 
 (j)
Notice of Material Adverse Events — promptly, and in any event within five days of a Responsible Officer becoming aware of the following, notice of any development that results in, or could reasonably be expected to result in, a Material
Adverse Effect so long as disclosure of such information could not result in a violation of, or expose the Company or its Subsidiaries to any material liability under, any applicable law, ordinance or regulation or any agreements with unaffiliated
third parties that are binding on the Company, or any of its Subsidiaries or on any Property of any of them; 

  
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 (k) Information Required by Rule 144A — and any Qualified
Institutional Buyer designated by such holder, promptly, upon the request of any such holder, such financial and other information as such holder may reasonably determine to be necessary in order to permit compliance with the information
requirements of Rule 144A under the Securities Act in connection with the resale of Notes, except at such times as the Company is subject to and in compliance with the reporting requirements of section 13 or 15(d) of the Exchange Act; and

 (l) Requested Information — with reasonable promptness, such other data and information relating
to the Mortgaged Properties, business, operations, affairs, financial condition, or assets or properties of the Company or any of its Subsidiaries (including, but without limitation, actual copies of the Company’s Form 10-Q and
Form 10-K) or relating to the ability of the Company to perform its obligations hereunder and under the Notes as from time to time may be reasonably requested by any such holder of a Note, so long as disclosure of such information would not
result in a violation of any applicable law, ordinance or regulation or any agreement with an unaffiliated third party that is binding on the Company or any of its Subsidiaries. 

Section 7.2. Officer’s Certificate. Each set of financial statements delivered to a holder of a Note pursuant to
Section 7.1(a) or Section 7.1(b) shall be accompanied by a certificate of a Senior Financial Officer (which, in the case of Electronic Delivery of any such financial statements, shall be by separate concurrent delivery of such certificate
to each holder of a Note): 
 (a) Default — certifying as to whether a Default or Event of Default
has occurred and, if a Default or Event of Default has occurred, specifying the details thereof and any action taken or proposed to be taken with respect thereto; 

(b) Covenant Compliance — setting forth reasonably detailed calculations demonstrating compliance with
Section 10.1 (and any Incorporated Provision requiring financial calculations in order to determine compliance therewith); provided that in the event that the Company or any Subsidiary has made an election to measure any financial liability
using fair value (which election is being disregarded for purposes of determining compliance with this Agreement pursuant to Section 24.2) as to the period covered by any such financial statement, such Senior Financial Officer’s
certificate as to such period shall include a reconciliation from GAAP with respect to such election; 
 (c)
Change in GAAP — if any material change in the application of GAAP has occurred since the date of the audited financial statements referred to in Section 5.5, a description of such change and the effect of such change on the
financial statements accompanying such certificate; and 

  
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 (d) Revaluation Events — if any events or circumstances that
reasonably could be expected to result in, or that have resulted in, the right for the Required Holders to require or request a revaluation of any Mortgaged Property Leases under clause (i) of the last paragraph of Section 10.1, a report
detailing any such events or circumstances. 
 Section 7.3. Visitation. The Company shall permit the representatives
of each holder of a Note that is an Institutional Investor, upon reasonable prior notice during normal business hours, to visit and inspect its properties (subject to the rights of tenants or subtenants in possession), to examine and make extracts
from its books and records, and to discuss its affairs, finances and condition with its officers and independent accountants, all at such reasonable times and as often as reasonably requested. 

Section 7.4. Electronic Delivery. Financial statements, opinions of independent certified public accountants, other
information and Officers’ Certificates that are required to be delivered by the Company pursuant to Sections 7.1(a), (b) or (c) and Section 7.2 shall be deemed to have been delivered if the Company satisfies any of the following
requirements: 
 (i) such financial statements satisfying the requirements of Section 7.1(a) or (b) and
related Officer’s Certificate satisfying the requirements of Section 7.2 are delivered to each holder of a Note by e-mail; 
 (ii) the Company shall have timely filed such Form 10–Q or Form 10–K, satisfying the requirements of Section 7.1(a) or Section 7.1(b), as the case may be, with the SEC and shall have
made such form and the related Officer’s Certificate satisfying the requirements of Section 7.2 available on its home page on the internet, which is located at http://gettyrealty.com as of the date of this Agreement; 

(iii) such financial statements satisfying the requirements of Section 7.1(a) or Section 7.1(b) and related
Officer’s Certificate(s) satisfying the requirements of Section 7.2 are timely posted by or on behalf of the Company on IntraLinks or on any other similar website to which each holder of Notes has free access; or 

(iv) the Company shall have filed any of the items referred to in Section 7.1(c) with the SEC and shall have made
such items available on its home page on the internet or on IntraLinks or on any other similar website to which each holder of Notes has free access; 
 provided however, that in the case of any of clauses (ii), (iii) or (iv), the Company shall have given each holder of a Note prior written notice, which may be by e-mail or in accordance with
Section 19, of such posting or filing in connection with each delivery, provided further, that upon request of any holder to receive paper copies of such forms, financial statements and Officer’s Certificates or to receive them by
e-mail, the Company will promptly e-mail them or deliver such paper copies, as the case may be, to such holder. 
 SECTION 8. PAYMENT AND
PREPAYMENT OF THE NOTES. 
 Section 8.1. Maturity. As provided therein, the entire unpaid principal balance of
each Note shall be due and payable on the Maturity Date thereof. 

  
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 Section 8.2. Optional Prepayments with Make-Whole Amount. The Company may, at
its option, upon notice as provided below, prepay at any time all, or from time to time any part of, the Notes, in an amount not less than $1,000,000, or any larger multiple of $100,000, in the case of a partial prepayment, at 100% of the principal
amount so prepaid, and the Make-Whole Amount determined for the prepayment date with respect to such principal amount. The Company will give each holder of Notes written notice of each optional prepayment under this Section 8.2 not less than
ten days and not more than 60 days prior to the date fixed for such prepayment unless the Company and the Required Holders agree to another time period pursuant to Section 18. Each such notice shall specify such date (which shall be a Business
Day), the aggregate principal amount of the Notes to be prepaid on such date, the principal amount of each Note held by such holder to be prepaid (determined in accordance with Section 8.4), and the interest to be paid on the prepayment date
with respect to such principal amount being prepaid, and shall be accompanied by a certificate of a Senior Financial Officer as to the estimated Make-Whole Amount due in connection with such prepayment (calculated as if the date of such notice were
the date of the prepayment), setting forth the details of such computation. Two Business Days prior to such prepayment, the Company shall deliver to each holder of Notes a certificate of a Senior Financial Officer specifying the calculation of such
Make-Whole Amount as of the specified prepayment date. 
 Section 8.3. Offer to Prepay upon Receipt of Designated
Proceeds. 
 (a) Notice and Offer. In the event that (i) the Company or any Subsidiary receives
any Designated Proceeds (or has any proceeds that become Designated Proceeds), and (ii) any of such proceeds are to be used to (A) repay revolving loans under the Bank Credit Agreement and permanently reduce the corresponding revolving
credit commitments of the Bank Lenders or (B) prepay any of the outstanding term loans under the Bank Credit Agreement, the Company will, within 3 Business Days of the receipt of such Designated Proceeds (or such proceeds becoming Designated
Proceeds), give written notice thereof to each holder of Notes, and shall not apply such Designated Proceeds in accordance with clause (ii) above (such Designated Proceeds, “Relevant Designated Proceeds”) until the Designated
Proceeds Prepayment Date. Such written notice shall contain, and such written notice shall constitute, an irrevocable offer (“Designated Proceeds Prepayment Offer”) to prepay, at the election of each holder and in accordance with
the terms of the Intercreditor Agreement, at par (and without any payment of the Make-Whole Amount), a portion of the Notes held by such holder equal to such holder’s Ratable Portion of the Relevant Designated Proceeds on a date specified in
such notice (the “Designated Proceeds Prepayment Date”) that is not less than 20 days and not more than 45 days after the date of such notice, together with interest on the amount to be so prepaid accrued to the Designated Proceeds
Prepayment Date. If the Designated Proceeds Prepayment Date shall not be specified in such notice, the Designated Proceeds Prepayment Date shall be the 20th day after the date of such notice. 

(b) Acceptance and Payment. To accept such Designated Proceeds Prepayment Offer, a holder of Notes shall cause a
notice of such acceptance to be delivered to the Company not later than 15 days after the date of such written notice from the Company, provided, that failure to accept such offer in writing within 15 days after the date of such written notice shall
be deemed to constitute an acceptance of the 

  
 24 









 
Designated Proceeds Prepayment Offer. If so accepted by any holder of a Note, the amount of such offered prepayment (equal to not less than such holder’s Ratable Portion of the Relevant
Designated Proceeds) shall become due and payable on the Designated Proceeds Prepayment Date and shall be delivered to the Collateral Agent for application on such date in accordance with the terms of the Intercreditor Agreement. Such offered
prepayment shall be made at one hundred percent (100%) of the principal amount of such Notes being so prepaid, together with interest on such principal amount then being prepaid accrued to the Designated Proceeds Prepayment Date. 

(c) Officer’s Certificate. Each offer to prepay the Notes pursuant to this Section 8.3 shall be
accompanied by a certificate, executed by a Senior Financial Officer of the Company and dated the date of such offer, specifying (i) the Designated Proceeds Prepayment Date, (ii) the Designated Proceeds and the Relevant Designated
Proceeds, (iii) that such offer is being made pursuant to Section 8.3, (iv) the principal amount of each Note offered to be prepaid, (v) the interest that would be due on each Note offered to be prepaid, accrued to the Designated
Proceeds Prepayment Date and (vi) in reasonable detail, the nature of the event giving rise to such Designated Proceeds Prepayment Offer and certifying that no Default or Event of Default exists or would exist after giving effect to the
prepayment contemplated by such offer. 
 (d) Notice Concerning Status of Holders of Notes. Promptly after
each Designated Proceeds Prepayment Date and the making of all prepayments contemplated on such Designated Proceeds Prepayment Date under this Section 8.3 (and, in any event, within 10 days thereafter), the Company shall deliver to each holder
of Notes a certificate signed by a Senior Financial Officer of the Company containing a list of the then current holders of Notes (together with their addresses) and setting forth as to each such holder the outstanding principal amount of Notes held
by such holder at such time. 
 Section 8.4. Allocation of Partial Prepayments. In the case of each partial
prepayment of the Notes pursuant to Section 8.1 or Section 8.2, the principal amount of the Notes to be prepaid shall be allocated among all of the Notes at the time outstanding in proportion, as nearly as practicable, to the respective
unpaid principal amounts thereof not theretofore called for prepayment. 
 Section 8.5. Maturity; Surrender,
Etc. In the case of each prepayment of Notes pursuant to this Section 8, the Company may defer or abandon such prepayment upon written notice to the holders of the Notes. The Company shall keep each holder of Notes reasonably and
timely informed of (i) any such deferral of the date of prepayment, (ii) the date on which such prepayment is expected to occur, and (iii) any determination by the Company to rescind such notice of prepayment. From and after the date
fixed for such prepayment (if not deferred or abandoned), unless the Company shall fail to pay such principal amount when so due and payable, together with the interest and Make-Whole Amount (or Change in Control Prepayment Amount, as applicable),
if any, as aforesaid, interest on such principal amount shall cease to accrue. Any Note paid or prepaid in full shall be surrendered to the Company and cancelled and shall not be reissued, and no Note shall be issued in lieu of any prepaid principal
amount of any Note. 

  
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 Section 8.6. Purchase of Notes. The Company will not and will not permit any
Affiliate to purchase, redeem, prepay or otherwise acquire, directly or indirectly, any of the outstanding Notes except upon the payment or prepayment of the Notes in accordance with this Agreement and the Notes. The Company will promptly cancel all
Notes acquired by it or any Affiliate pursuant to any payment or prepayment of Notes pursuant to this Agreement and no Notes may be issued in substitution or exchange for any such Notes. 

Section 8.7. Change in Control Prepayment. 

(a) Notice of Change in Control or Control Event. The Company will, within five Business Days after any Senior
Financial Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in
Control contemplated by such Control Event) shall have been given pursuant to subparagraph (b) of this Section 8.7. If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes as described in
subparagraph (c) of this Section 8.7 and shall be accompanied by the certificate described in subparagraph (g) of this Section 8.7. 
 (b) Condition to Company Action. The Company will not take any action that consummates or finalizes a Change in Control unless (i) at least 30 days prior to such action it shall have given to
each holder of Notes written notice containing and constituting an offer to prepay Notes as described in subparagraph (c) of this Section 8.7, accompanied by the certificate described in subparagraph (g) of this Section 8.7, and
(ii) contemporaneously with such Change in Control, it prepays all Notes required to be prepaid in accordance with this Section 8.7. 
 (c) Offer to Prepay Notes. The offer to prepay Notes contemplated by subparagraphs (a) and (b) of this Section 8.7 shall be an offer to prepay, in accordance with and subject to this
Section 8.7, all, but not less than all, the Notes held by each holder of Notes (the terms “holder” and “holder of Notes”, for purposes of this Section 8.7, shall refer to the beneficial owner in respect of any Note
registered in the name of a nominee for a disclosed beneficial owner) on a date specified in such offer (the “Change in Control Prepayment Date”). If such Change in Control Prepayment Date is in connection with an offer contemplated
by subparagraph (a) of this Section 8.7, such date shall be not less than 20 days and not more than 45 days after the date of such offer (if the Change in Control Prepayment Date shall not be specified in such offer, the Change in Control
Prepayment Date shall be the first Business Day after the 20th day after the date of such offer). 
 (d)
Acceptance/Rejection. A holder of Notes may accept the offer to prepay made pursuant to this Section 8.7 by causing a notice of such acceptance to be delivered to the Company not later than fifteen (15) days after receipt by such
holder of the most recent offer of prepayment. A failure by a holder to respond to an offer to prepay made pursuant to this Section 8.7 shall be deemed to constitute an acceptance of such offer by such holder. 

  
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 (e) Prepayment. Prepayment of the Notes to be prepaid pursuant to
this Section 8.7 shall be at 100% of the principal amount of such Notes, together with interest on such Notes accrued to the date of prepayment and the Change of Control Prepayment Amount. The prepayment shall be made on the Change in Control
Prepayment Date except as provided in subparagraph (f) of this Section 8.7. 
 (f) Deferral Pending
Change in Control. The obligation of the Company to prepay Notes pursuant to the offers required by subparagraph (b) and accepted in accordance with subparagraph (d) of this Section 8.7 is subject to the occurrence of the Change
in Control in respect of which such offers and acceptances shall have been made. In the event that such Change in Control has not occurred on the Change in Control Prepayment Date in respect thereof, the prepayment shall be deferred until, and shall
be made on, the date on which such Change in Control occurs. The Company shall keep each holder of Notes reasonably and timely informed of (i) any such deferral of the date of prepayment, (ii) the date on which such Change in Control and
the prepayment are expected to occur, and (iii) any determination by the Company that efforts to effect such Change in Control have ceased or been abandoned (in which case the offers and acceptances made pursuant to this Section 8.7 in
respect of such Change in Control shall be deemed rescinded). 
 (g) Officer’s Certificate. Each
offer to prepay the Notes pursuant to this Section 8.7 shall be accompanied by a certificate, executed by a Senior Financial Officer of the Company and dated the date of such offer, specifying: (i) the Change in Control Prepayment Date;
(ii) that such offer is made pursuant to this Section 8.7; (iii) the principal amount and Series of each Note offered to be prepaid; (iv) the interest that would be due on each Note offered to be prepaid, accrued to the Change in
Control Prepayment Date; (v) the estimated Change in Control Prepayment Amount due with respect to each Note offered to be prepaid, setting forth the details of such computation (assuming the date of such certificate were the date of
prepayment), (vi) that the conditions of this Section 8.7 have been fulfilled; and (vii) in reasonable detail, the nature and date or proposed date of the Change in Control. Additionally, two Business Days prior to such prepayment,
the Company shall deliver to each holder of Notes a certificate of a Senior Financial Officer specifying the calculation of such Change in Control Prepayment Amount as of the specified prepayment date. 

(h) Certain Definitions. 
 “Change in Control” means (a) the acquisition of ownership, directly or indirectly, beneficially or of record, by any Person or group (within the meaning of the Securities Exchange
Act of 1934 and the rules of the SEC thereunder as in effect on the date hereof), of Equity Interests representing more than 30% of the aggregate ordinary voting power represented by the issued and outstanding Equity Interests of the Company;
(b) occupation of a majority of the seats (other than vacant seats) on the board of directors of the Company by Persons who were neither (i) nominated by the board of directors of the Company or by a majority of any nominating committee
appointed by such board of directors for the purpose of nominating directors for election to such board nor (ii) appointed by directors so nominated nor (iii) directors on February 25, 2013; and (c) any Change of Control (as such term
is defined in the Bank Credit Agreement) under the Bank Credit Agreement for so long as the Bank Credit Agreement is in effect. 

  
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 “Control Event” means: 

(i) the execution by the Company or any of its Subsidiaries or Affiliates of any agreement or letter of intent with
respect to any proposed transaction or event or series of transactions or events which, individually or in the aggregate, may reasonably be expected to result in a Change in Control, or 

(ii) the execution of any written agreement which, when fully performed by the parties thereto, would result in a Change
in Control. 
 Section 8.8. Make-Whole Amount. 

“Make-Whole Amount” means, with respect to any Note, an amount equal to the excess, if any, of the Discounted Value of
the Remaining Scheduled Payments with respect to the Called Principal of such Note over the amount of such Called Principal, provided that the Make-Whole Amount may in no event be less than zero. For the purposes of determining the Make-Whole
Amount, the following terms have the following meanings: 
 “Called Principal” means, with respect to any Note,
the principal of such Note that is to be prepaid pursuant to Section 8.2 or 8.7 or has become or is declared to be immediately due and payable pursuant to Section 12.1, as the context requires. 

“Discounted Value” means, with respect to the Called Principal of any Note, the amount obtained by discounting all
Remaining Scheduled Payments with respect to such Called Principal from their respective scheduled due dates to the Settlement Date with respect to such Called Principal, in accordance with accepted financial practice and at a discount factor
(applied on the same periodic basis as that on which interest on the Notes is payable) equal to the Reinvestment Yield with respect to such Called Principal. 
 “Reinvestment Yield” means, with respect to the Called Principal of any Note, 0.50% over the yield to maturity implied by the yield(s) reported as of 10:00 a.m. (New York City time) on
the second Business Day preceding the Settlement Date with respect to such Called Principal, on the display designated as “Page PX1” (or such other display as may replace Page PX1) on Bloomberg Financial Markets for the most recently
issued actively traded on-the-run U.S. Treasury securities (“Reported”) having a maturity equal to the Remaining Average Life of such Called Principal as of such Settlement Date. If there are no such U.S. Treasury securities
Reported having a maturity equal to such Remaining Average Life, then such implied yield to maturity will be determined by (a) converting U.S. Treasury bill quotations to bond equivalent yields in accordance with accepted financial practice and
(b) interpolating linearly between the yields Reported for the applicable most recently issued actively traded on-the-run U.S. Treasury securities with the maturities (1) closest to and greater than such Remaining Average Life and
(2) closest to and less than such Remaining Average Life. The Reinvestment Yield shall be rounded to the number of decimal places as appears in the interest rate of the applicable Note. 

  
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 If such yields are not Reported or the yields Reported as of such time are not ascertainable
(including by way of interpolation), then “Reinvestment Yield” means, with respect to the Called Principal of any Note, 0.50% over the yield to maturity implied by the U.S. Treasury constant maturity yields reported, for the latest
day for which such yields have been so reported as of the second Business Day preceding the Settlement Date with respect to such Called Principal, in Federal Reserve Statistical Release H.15 (or any comparable successor publication) for the U.S.
Treasury constant maturity having a term equal to the Remaining Average Life of such Called Principal as of such Settlement Date. If there is no such U.S. Treasury constant maturity having a term equal to such Remaining Average Life, such implied
yield to maturity will be determined by interpolating linearly between (1) the U.S. Treasury constant maturity so reported with the term closest to and greater than such Remaining Average Life and (2) the U.S. Treasury constant maturity so
reported with the term closest to and less than such Remaining Average Life. The Reinvestment Yield shall be rounded to the number of decimal places as appears in the interest rate of the applicable Note. 

“Remaining Average Life” means, with respect to any Called Principal, the number of years obtained by dividing
(i) such Called Principal into (ii) the sum of the products obtained by multiplying (a) the principal component of each Remaining Scheduled Payment with respect to such Called Principal by (b) the number of years, computed on the
basis of a 360-day year composed of twelve 30-day months and calculated to two decimal places, that will elapse between the Settlement Date with respect to such Called Principal and the scheduled due date of such Remaining Scheduled Payment.

 “Remaining Scheduled Payments” means, with respect to the Called Principal of any Note, all payments of such
Called Principal and interest thereon that would be due after the Settlement Date with respect to such Called Principal if no payment of such Called Principal were made prior to its scheduled due date, provided that if such Settlement Date is
not a date on which interest payments are due to be made under the Notes, then the amount of the next succeeding scheduled interest payment will be reduced by the amount of interest accrued to such Settlement Date and required to be paid on such
Settlement Date pursuant to Section 8.5 or Section 12.1. 
 “Settlement Date” means, with respect to
the Called Principal of any Note, the date on which such Called Principal is to be prepaid pursuant to Section 8.2 or 8.7 or has become or is declared to be immediately due and payable pursuant to Section 12.1, as the context requires.

 Section 8.9. Payments Due on Non-Business Days. Anything in this Agreement or the Notes to the contrary
notwithstanding (but without limiting the requirement in Section 8.5 that the notice of any prepayment specify a Business Day as the date fixed for such prepayment), (x) subject to clause (y), any payment of interest on any Note that is
due on a date that is not a Business Day shall be made on the next succeeding Business Day without including the additional days elapsed in the computation of the interest payable on such next succeeding Business Day; and (y) any payment of
principal of or Make-Whole Amount on any Note (including principal due on the Maturity Date of such Note) that is due on a date that is not a Business Day shall be made on the next succeeding Business Day and shall include the additional days
elapsed in the computation of interest payable on such next succeeding Business Day. 

  
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 SECTION 9. AFFIRMATIVE COVENANTS. 

The Company covenants that so long as any of the Notes are outstanding: 

Section 9.1. Existence; Conduct of Business; REIT Status. The Company will, and will cause each of its Subsidiaries to, do or
cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence and the rights, licenses, permits, privileges and franchises material to the conduct of its business, except where the failure to so
preserve, renew or keep in force and effect could not reasonably be expected to have a Material Adverse Effect. The Company shall do all things necessary to preserve, renew and keep in full force and effect its status as a real estate investment
trust under Sections 856 through 860 of the Code. 
 Section 9.2. Payment of Obligations. The Company will, and will
cause each of its Subsidiaries to, pay its obligations, including, without limitation, tax liabilities, all lawful claims of materialmen, mechanics, carriers, warehousemen and landlords for labor, materials, supplies and rentals, that, if not paid,
could result in a Material Adverse Effect before the same shall become delinquent or in default, except where: 

(a) the validity or amount thereof is being contested in good faith by appropriate proceedings; 

(b) the Company or such Subsidiary has set aside on its books adequate reserves with respect thereto in accordance with
GAAP; and 
 (c) the failure to make payment pending such contest could not reasonably be expected to result in a
Material Adverse Effect. 
 Section 9.3. Maintenance of Properties; Insurance. The Company will, and will cause each
of its Subsidiaries to: 
 (a) use commercially reasonable efforts to cause its Tenants to keep and maintain all
property material to the conduct of their business in good working order and condition, ordinary wear and tear excepted, except where the failure to so maintain and repair could not reasonably be expected to have a Material Adverse Effect; and

 (b) maintain (and/or cause its Tenants to maintain), with financially sound and reputable insurance companies,
insurance in such amounts and against such risks as are customarily maintained by companies engaged in the same or similar businesses operating in the same or similar locations and, in any event, no less beneficial than the types and amounts of
coverage in place and approved by the Collateral Agent as of the date of the Closing (including all required flood insurance) (subject to any obligations relating to same contained in any post-closing agreement executed by the Company). The Company
shall from time to time deliver to the Collateral Agent upon request a detailed list of, together with certificates evidencing, all of its and its Restricted Property Tenants’ policies of the insurance then in effect, stating the names of the
insurance companies, the amounts and rates of the insurance, the dates of the expiration thereof and the properties and risks covered thereby and, if requested by the Collateral Agent, as to 

  
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insurance covering any Restricted Property, naming the Collateral Agent as an “additional loss-payee” or “additional insured” thereunder. In addition, if required by the
Collateral Agent, the Company shall provide (and/or use commercially reasonable efforts to cause its Restricted Property Tenants to provide) the Collateral Agent with copies of any such insurance policies, to the extent in the possession of the
Company or otherwise obtainable by the Company. The Required Holders shall have the right to require the Company to (or to use commercially reasonable efforts to cause its Restricted Property Tenants to) obtain additional insurance after the date of
the Closing to the extent the Collateral Agent reasonably deems the same to be in accordance with commercially reasonable industry standards and practices and/or necessary in order for the holders of Notes to comply with any applicable laws or
regulations. The Company agrees to promptly obtain any such additional insurance. 
 Section 9.4. Books and Records.
The Company will, and will cause each of its Subsidiaries to, keep proper books of record and account in which full, true and correct entries are made of all dealings and transactions in relation to its business and activities. 

Section 9.5. Compliance with Laws. The Company will, and will cause each of its Subsidiaries to, comply with all laws, rules,
regulations and orders of any Governmental Authority applicable to it or its property, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. 

Section 9.6. Environmental Laws. The Company will, and will cause each of its Subsidiaries to: 

(a) comply with, and use commercially reasonable efforts to ensure compliance by all tenants and subtenants, if any, with,
all applicable Environmental Laws and obtain and comply with and maintain, and use commercially reasonable efforts to ensure that all tenants and subtenants obtain and comply with and maintain, any and all licenses, approvals, notifications,
registrations or permits required by applicable Environmental Laws, except to the extent that failure to do so could not be reasonably expected to have a Material Adverse Effect; 

(b) conduct and complete, or use commercially reasonable efforts to ensure that its tenants conduct and complete (provided
that if such tenants fail to do so, the Company shall conduct and complete) all investigations, studies, sampling and testing, and all remedial, removal and other actions required under Environmental Laws and promptly comply in all material respects
with all lawful orders and directives of all Governmental Authorities regarding Environmental Laws, except to the extent that: 
 (i) the same are being contested in good faith by appropriate proceedings and the pendency of such proceedings could not be reasonably expected to have a Material Adverse Effect, or 

(ii) the Company has determined in good faith that contesting the same or complying with such requirement is not in the
best interests of the Company and its Subsidiaries and the failure to contest or comply with the same could not be reasonably expected to have a Material Adverse Effect; and 

  
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 (c) defend, indemnify and hold harmless each holder of a Note, and its
respective employees, agents, officers and directors, from and against any claims, demands, penalties, fines, liabilities, settlements, damages, costs and expenses (whether arising pre-judgment or post-judgment) of whatever kind or nature known or
unknown, contingent or otherwise, arising out of, or in any way relating to the violation of, noncompliance with or liability under any Environmental Laws applicable to the operations of the Company, its Subsidiaries or the Properties, or any
orders, requirements or demands of Governmental Authorities related thereto, including attorney’s and consultant’s fees, investigation and laboratory fees, response costs, court costs and litigation expenses, except to the extent that any
of the foregoing arise out of the fraud, gross negligence or willful misconduct of any party indemnified hereunder. Notwithstanding anything to the contrary in this Agreement, this indemnity shall continue in full force and effect regardless of the
termination of this Agreement. 
 Section 9.7. Use of Proceeds. The proceeds from the sale of the Notes will be used
only (a) to repay all amounts owed under the Prior Credit Facility and the TD Loan (b) for general corporate purposes of the Company and its Subsidiaries in the ordinary course of business (including, without limitation, acquisitions) and
(c) for closing costs incurred by the Company in connection with the consummation of the transactions contemplated herein and in the other Financing Documents. No part of the proceeds from the sale of any Note will be used, whether directly or
indirectly, for any purpose that entails a violation of any of the Regulations of the Board, including Regulations T, U and X. 
 Section 9.8. Maintenance of Accounts. The Company shall, and shall cause each of its Subsidiaries to, maintain all of its respective bank accounts with the Collateral Agent (or a Bank Lender
approved by the Required Holders in their reasonable discretion), and shall, and shall cause each of its Subsidiaries to, grant a security interest in all such accounts to the Collateral Agent (for the benefit of the holders of Notes and the Bank
Lenders) by execution of a Deposit Account Control Agreement substantially in the form of Exhibit B attached hereto; provided that, so long as no Event of Default is continuing, except as otherwise provided herein, the Company may use and
apply all amounts in any such accounts, including all Deposit Accounts, for any purpose for which proceeds from the sale of the Notes may be applied pursuant to Section 9.7 hereof free and clear of any such security interest. Notwithstanding
the foregoing, the Company shall be permitted to maintain that certain account at Capital One Bank, account number 46-N11-1-3, and none of the Collateral Agent, the holders of Notes or any Bank Lender shall have a security interest therein;
provided, however, without the prior written consent of the Required Holders, which consent shall not be unreasonably withheld, conditioned or delayed, at no time shall there be in excess of $250,000 in such account. Notwithstanding the foregoing,
the Company shall be permitted to establish 1031 exchange accounts with Bank of America, N.A., or such other bank as is reasonably approved by the Required Holders, into which proceeds from the sale of Properties may be deposited; provided that,
with respect to each such 1031 exchange account, the Company or its applicable Subsidiary, the Collateral Agent and the 1031 exchange intermediary at which such 1031 exchange account has been established shall have entered into a Qualified Exchange
Trust Agreement in the form of Exhibit F attached hereto. 

  
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 Section 9.9. Proceeds from Asset Sales; Deposit Accounts. 

(a) Except as otherwise required in order to comply with Section 10.4 with respect to the disposition of any
Additional Leased Property, all proceeds received by the Company or its Subsidiaries from the sale, transfer or conveyance of any Restricted Property or other assets of the Company or any of its Subsidiaries during the term of the Notes, and all
Designated Proceeds (unless being used to repay revolving loans under the Bank Credit Agreement without any corresponding reduction in the revolving loan commitments of the Bank Lenders in connection therewith, or being applied to a prepayment of
the Bank Loans and the Notes in accordance with Section 8.3 hereof and the Intercreditor Agreement), shall be deposited into one or more of the Deposit Accounts. 

(b) As security for payment of the obligations under the Notes and the performance by the Company of all other terms,
conditions and provisions of the Financing Documents, the Company hereby pledges and assigns to the Collateral Agent (on behalf of the holders of Notes and the Bank Lenders), and grants to the Collateral Agent (on behalf of the holders of Notes and
the Bank Lenders) a security interest in, all the Company’s right, title and interest in and to the Deposit Accounts and all payments to or monies held in the Deposit Accounts. The Company shall not, without obtaining the prior written consent
of the Collateral Agent, further pledge, assign or grant any security interest in the Deposit Accounts, or permit any Lien to attach thereto, or any levy to be made thereon; provided that, so long as no Event of Default is continuing, except as
otherwise provided herein, the Company may use and apply all amounts in the Deposit Accounts for any purpose for which the proceeds from the sale of Notes may be applied pursuant to Section 9.7 free and clear of any such security interest. Upon
the occurrence and during the continuance of an Event of Default, subject to the terms of the Intercreditor Agreement, the Collateral Agent may apply any sums in any Deposit Account in any order and in any manner as the Collateral Agent shall elect
in its discretion without seeking the appointment of a receiver and without adversely affecting the rights of the Collateral Agent to foreclose the Lien of the Mortgages or exercise its other rights under the Security Documents. 

Section 9.10. Most Favored Nation. If the Company or any Subsidiary incurs any Indebtedness or modifies or amends the terms
of any existing Indebtedness providing for any terms or conditions more favorable to the applicable lender than those provided for in the Financing Documents (including, without limitation, any covenants more restrictive than those provided for in
the Financing Documents), then the holders of Notes shall have the benefit of any such more advantageous terms and conditions and the Financing Documents shall be deemed automatically modified accordingly. The Company agrees to, and to cause each
Subsidiary to, execute and deliver to each holder of a Note any amendment documents or other agreements necessary to evidence that the terms of the Financing Documents have been so modified. 

  
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 Section 9.11. Leases. The Company: (i) shall perform the material
obligations which the Company is required to perform under the Restricted Property Leases; (ii) shall enforce the material obligations to be performed by the Tenants thereunder in a commercially reasonably manner; (iii) shall promptly
furnish to the holders of Notes any notice of material default or termination received by the Company from any tenant under a Restricted Property Lease, and any notice of default or termination given by the Company to any Tenant under a Restricted
Property Lease; (iv) shall not collect any rents under any Restricted Property Lease for more than thirty (30) days in advance of the time when the same shall become due, except for bona fide security deposits; (v) shall not enter
into any ground lease or master lease of any part of any Restricted Property; and (vi) within ten (10) Business Days after the Required Holders’ request, shall furnish to the holders of Notes a statement of all tenant security
deposits under any Restricted Property Lease, and copies of all Restricted Property Leases not previously delivered to the holders of Notes by the Company, certified by the Company as being true and correct. 

Section 9.12. Ground Leases. 
 (a) The Company shall pay or cause to be paid all rents, additional rents and other sums required to be paid by the Company or its Subsidiaries, as tenant under and pursuant to the provisions of the
Ground Leases on or before the date on which such rent or other charge is payable. 
 (b) The Company shall, and
shall cause its Subsidiaries to, diligently perform and observe in all material respects the terms, covenants and conditions of the Ground Leases on the part of the Company or its Subsidiaries, as tenant thereunder, to be performed and observed
prior to the expiration of any applicable grace period therein provided. 
 (c) The Company shall promptly notify
the holders of Notes of the giving of any notice by any ground lessor under the Ground Leases to the Company or any of its Subsidiaries of any default by the Company or any of its Subsidiaries, as lessee thereunder, and promptly deliver to the
holders of Notes a true copy of each such notice. The Company shall not, and shall not permit any Subsidiary to, (i) amend or modify any of the Ground Leases in any material or adverse manner without the Required Holders’ approval, which
approval shall not be unreasonably withheld, conditioned or delayed and (ii) terminate, surrender or consent to any termination or surrender of any such Ground Lease without Required Holders’ approval. 

(d) If the Company or any Subsidiary shall be in default in any material respect beyond any applicable notice and grace
period under any Ground Lease, then, subject to the terms of such Ground Lease, the Collateral Agent (on behalf of the holders of Notes and the Bank Lenders) shall have the right (but not the obligation), to cause the default or defaults under such
Ground Lease to be remedied and otherwise exercise any and all rights of the Company or any Subsidiary under such Ground Lease, as may be necessary to prevent or cure any default. Without limiting the foregoing, upon any such default, the Company
shall, or shall cause its applicable Subsidiary to, promptly execute, acknowledge and deliver to the Collateral Agent such instruments as may reasonably be required to permit the Collateral Agent to cure any default under such Ground Lease. The


  
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actions or payments of the Collateral Agent to cure any default by the Company or any Subsidiary under any such Ground Lease shall not remove or waive, as between the Company and the holders of
Notes, the default that occurred under this Agreement by virtue of the default under the applicable Ground Lease. 
 (e) In the event that the Company (or any of its Subsidiaries) shall obtain fee title to any Mortgaged Property subject to a Ground Lease, the Company shall give the holders of the Notes prompt notice
thereof and, at the election of the Required Holders, the Company shall execute and deliver (or causing its Subsidiary to execute and deliver) to the holders of Notes a Mortgage with respect to such Property and such other documents as the Required
Holders shall deem reasonably necessary in order to cause the Notes to be secured by such Property and, in connection therewith, holders of the Notes shall be permitted to obtain all due diligence and third party reports with respect to such
Property customarily obtained in connection with a mortgage financing, each in form satisfactory to the Required Holders and each at the sole cost of the Company, including without limitation, appraisals, environmental assessments, insurance, flood
determinations and engineering reports. 
 (f) The Company shall not, without the Required Holders’ prior
written consent, cause, agree to, or permit to occur any subordination, or consent to the subordination of, any Ground Lease to any mortgage, deed of trust or other Lien encumbering (or that may in the future encumber) the estate of the lessor under
such Ground Lease in any premise(s) demised to the Company or any of its Subsidiaries thereunder (other than a subordination or consent to subordination expressly required by the terms of such Ground Lease, in which the Company or such Subsidiary
obtains rights of non-disturbance for so long as the Company or its Subsidiary is not in default under such Ground Lease). 

Section 9.13. Subsidiary Guarantors. The Company will cause each of its Subsidiaries that guarantees or otherwise becomes
liable at any time, whether as a borrower or an additional or co-borrower or otherwise, for or in respect of any Indebtedness under the Bank Credit Agreement to concurrently therewith: 

(a) become a Subsidiary Guarantor by executing and delivering to each holder of a Note a Joinder; and 

(b) deliver to each of holder of a Note a certificate signed by an authorized responsible officer of such Subsidiary
containing representations and warranties on behalf of such Subsidiary to the same effect, mutatis mutandis, as those contained in Sections 5.2, 5.4(c), 5.6, 5.7, 5.19 and 5.20 of this Agreement (with respect to such Subsidiary); 

(c) duly execute and deliver to the each holder of a Note all documents as may be reasonably requested by the Required
Holders to evidence the due organization, continuing existence and good standing of such Subsidiary and the due authorization by all requisite action on the part of such Subsidiary of the execution and delivery of such Joinder and the performance by
such Subsidiary of its obligations thereunder; and 

  
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 (d) an opinion of counsel reasonably satisfactory to the Required Holders
and covering such matters substantially addressed in the opinion of counsel delivered pursuant to Section 4.4(a)(i) hereof on the date of Closing but relating to such Subsidiary and such Joinder. 

Section 9.14. Pari Passu Ranking. 
 The Obligors’ obligations under the Financing Documents to which they are a party will, upon issuance of the Notes, rank at least pari passu, without preference or priority, with all of their
respective obligations under the Bank Loan Documents. 
 Section 9.15. Insurance Endorsements. 

The Company shall deliver endorsements reasonably satisfactory to the Required Holders naming the Collateral Agent as an “additional
insured”, “additional payee” and/or “mortgagee”, as applicable, under each insurance policy (including flood insurance and environmental insurance) obtained by the Company, the Subsidiary Guarantors or, with respect to the
Mortgaged Properties only, their Tenants, as is reasonably required by the Required Holders, in each case on or prior to April 25, 2013. 

SECTION 10. NEGATIVE COVENANTS. 
 The Company covenants that so long as any of the Notes are outstanding: 

Section 10.1. Financial Covenants. The Company shall not: 

(a) Loan-to-Value Ratio. Permit the Loan-to-Value Ratio, at any time, to be greater than 50%. 

(b) Tangible Net Worth. Permit Tangible Net Worth, as determined as of the end of each fiscal quarter, to be less
than $320,000,000 plus 80% of the net proceeds received by the Company from any equity offerings occurring after the date hereof (other than proceeds received within ninety (90) days after the redemption, retirement or repurchase of ownership
or equity interests in the Company up to the amount paid by the Company in connection with such redemption, retirement or repurchase, where, for the avoidance of doubt, the net effect is that the Company shall not have increased its net worth as a
result of any such proceeds). 
 (c) Fixed Charge Coverage Ratio. Permit the Fixed Charge Coverage Ratio,
as determined as of the end of each fiscal quarter, to be less than (x) 1.75:1.00 with respect to each fiscal quarter ending on or prior to December 31, 2013 and (y) 2.0:1.0 with respect to each fiscal quarter ending thereafter.

 (d) Minimum EBITDA. Permit EBITDA, as determined as of the end of each fiscal quarter, to be less than
(x) $30,000,000 with respect to the fiscal quarter ending on December 31, 2012, (y) $32,500,000 with respect to the fiscal quarters ending on March 31, 2013 and June 30, 2013 and (z) $35,000,000 with respect to each
fiscal quarter ending thereafter. 

  
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 (e) Debt to EBITDA. Permit the Debt to EBITDA Ratio, as determined as
of the end of each fiscal quarter, to be greater than (x) 5.25:1.0 with respect to the fiscal quarter ending on December 31, 2012, and (y) 5.0:1.0 with respect to each fiscal quarter ending thereafter. 

For purposes of calculating compliance with this Section 10.1, all of the foregoing financial covenants shall be measured on a consolidated basis
for the Company and its Subsidiaries. 
 With respect to the Required Holders’ determination of the Loan-to-Value Ratio, the Appraised
Value of a Mortgaged Property Lease (other than the White Oak Lease) shall be determined or redetermined, from time to time, upon at least five (5) Business Days written notice to the Company and at the Company’s expense, in any of the
following circumstances: 
 (i) if at any time a material adverse change or changes occurs with respect to
Properties subject to Mortgaged Property Leases (other than the White Oak Lease) as to which the Required Holders have determined in their reasonable discretion that such change could reasonably be expected to result in reduction of the overall
value of the Mortgaged Property Leases (other than the White Oak Lease) by more than 10% of the aggregate Appraised Value of all Mortgaged Properties Leases (other than the White Oak Lease) at such time, including for this purpose, without
limitation, any material deterioration in the net operating income of any Property or Properties subject to Mortgaged Property Leases (other than the White Oak Lease), a major casualty at any Property or Properties subject to Mortgaged Property
Leases (other than the White Oak Lease), a material condemnation of any part of any Property or Properties subject to a Mortgaged Property Leases (other than the White Oak Lease), a material adverse change in the market conditions affecting any
Property or Properties subject to a Mortgaged Property Leases (other than the White Oak Lease), an environmental incident and closure or suspension of operations resulting therefrom, or the disposition of any Property or Properties (whether
voluntarily or involuntarily; but for the avoidance of doubt, excluding the lease of any Property pursuant to a Mortgaged Property Lease (other than the White Oak Lease)); 

(ii) if any Event of Default occurs; or 

(iii) if necessary in order to comply with applicable law relating to the holders of Notes, but only after prior written
notice from the Required Holders to the Company, accompanied by a certification of the Required Holders specifying in reasonable detail the applicable law and the specific provision thereof requiring such action; 

provided, however, that the Required Holders shall not determine or redetermine the Appraised Value of a Mortgaged Property Lease (other than the White
Oak Lease) to account for any of the circumstances described in any of clauses (i), (ii) or (iii) above if the “Appraised Value” (as defined in the Bank Credit Agreement) of such Mortgaged Property Lease (other than the White Oak
Lease) was determined or redetermined to account for such circumstance within the period of 180 days prior to such time in accordance with the terms of the Bank Credit Agreement, and 

  
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in such event, the Appraised Value of such Mortgaged Property Lease (other than the White Oak Lease) shall be deemed to be the “Appraised Value” (as defined in the Bank Credit
Agreement) of such Mortgaged Property Lease (other than the White Oak Lease) then in effect under the Bank Credit Agreement. 

Section 10.2. Indebtedness. The Company will not, and will not permit any Subsidiary to, create, incur, assume or permit to
exist any Indebtedness except: 
 (a) Indebtedness created hereunder; 

(b) Indebtedness created by the Bank Loan Documents and (i) any amendment, supplement or modification to the terms or
conditions of the Bank Loan Documents, or (ii) extensions, renewals and replacements of any such Indebtedness, in each case, made in accordance with the terms of the Intercreditor Agreement; 

(c) customary unsecured trade payables incurred in connection with the ownership and operation of Properties; 

(d) existing Indebtedness assumed in connection with the purchase of a Property by the Company or any of its Subsidiaries;

 (e) non-recourse mortgage Indebtedness secured by Properties other than the Restricted Properties which, in
the aggregate, does not exceed 10% of Tangible Net Worth; 
 (f) Indebtedness of the Company to any Subsidiary
and of any Subsidiary to the Company or any other Subsidiary; and 
 (g) unsecured Indebtedness with a maturity
date occurring after the Maturity Date, provided that the proceeds from such Indebtedness shall be applied towards a prepayment of the Notes pursuant to Section 8.3. 
 Section 10.3. Liens. The Company will not, and will not permit any Subsidiary to, create, incur, assume or permit to exist any Lien on any property or asset now owned or hereafter acquired by
it, or assign or sell any income or revenues (including accounts receivable) or rights in respect of any thereof, except: 
 (a) Permitted Encumbrances; 
 (b) Liens created pursuant to the
Indebtedness permitted under Section 10.2 (e) hereof or the Swap Agreements permitted under Section 10.10; and 
 (c) any Lien existing on any property or asset prior to the acquisition thereof by the Company or any Subsidiary or existing on any property or asset of any Person that becomes a Subsidiary after the date
hereof prior to the time such Person becomes a Subsidiary; provided that: 

  
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 (i) such Lien is not created in contemplation of or in connection with such
acquisition or such Person becoming a Subsidiary, as the case may be; 
 (ii) such Lien shall not apply to any
other property or assets of the Company or any Subsidiary; and 
 (iii) such Lien shall secure only those
obligations which it secures on the date of such acquisition or the date such Person becomes a Subsidiary, as the case may be, and extensions, renewals and replacements thereof that do not increase the outstanding principal amount thereof.

 Section 10.4. Limitation on Asset Dispositions and Certain Fundamental Changes. The Company will not, and will
not permit any Subsidiary to: 
 (a) enter into any merger, consolidation or amalgamation; 

(b) liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution); 

(c) convey, sell, lease, assign, transfer or otherwise dispose of all or a substantial portion of its property, business
or assets; or 
 (d) convey, sell, lease, assign, transfer or otherwise dispose of any Restricted Property (other
than Properties not subject to a Lease, which may be sold and/or leased by the Company and its Subsidiaries). 
 Notwithstanding
the foregoing, from time to time the Company may request, upon not less than thirty (30) days prior written notice to the holders of Notes or such shorter period as may be acceptable to the Required Holders, that the Required Holders consent to
the sale of any Additional Leased Property, and Required Holders shall grant their consent to such sale (a “Property Sale”) provided that the following conditions are satisfied as of the date of such Property Sale: 

(i) the Property Sale is to a bona-fide third party and the proceeds from such sale are either (w) used to repay
revolving loans under the Bank Credit Agreement, provided there is no corresponding reduction in the revolving loan commitments of the Bank Lenders in connection therewith, (x) (1) delivered to the Collateral Agent, (2) offered to
prepay a portion of the Notes from such proceeds in accordance with Section 8.3 as if such proceeds were Relevant Designated Proceeds, and (3) to the extent such offer is accepted, applied to a prepayment of Notes and the loans under the
Bank Credit Agreement in accordance with the terms of such Section and the Intercreditor Agreement, (y) if no revolving loans are outstanding under the Bank Credit Agreement (after the application of any proceeds pursuant to the foregoing
clauses (w) or (x)), deposited into a Deposit Account, or (z) deposited into a restricted 1031 exchange account (provided that (A) the Company or its applicable Subsidiary, the Collateral Agent and the 1031 exchange intermediary at
which such 1031 exchange account has been established have entered into a Qualified Exchange 

  
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Trust Agreement in the form of Exhibit F attached hereto with respect to the funds in such 1031 exchange account, and (B) any funds to be released to the Company or its Subsidiaries
from any such 1031 exchange account shall be applied pursuant to clause (w), (x) or (y) above), and such funds shall be so released and applied (to the extent not applied to the purchase of Properties in accordance with the terms of a
Qualified Exchange Trust Agreement) on the earlier of (1) 200 days after the consummation of the applicable Property Sale and (2) such earlier date that such funds are released to the Company or any Subsidiary under the terms of the
applicable “Exchange Agreement” relating to (and as defined in) such Qualified Exchange Trust Agreement; 
 (ii) no Default or Event of Default exists (unless such Default or Event of Default would be cured as a result of such release and/or by the application of the proceeds of such sale; but, to the extent
such proceeds are applied to prepay or repay loans under the Bank Credit Agreement, only if the Company shall have (1) delivered such proceeds to the Collateral Agent, (2) offered to prepay a portion of the Notes from such proceeds in
accordance with Section 8.3 as if such proceeds were Relevant Designated Proceeds, and (3) to the extent such offer is accepted, applied to a prepayment of Notes and the loans under the Bank Credit Agreement in accordance with the terms of
such Section and the Intercreditor Agreement) or will exist immediately after giving effect to such Property Sale (and after taking into account any additional Restricted Property Leases entered into in accordance with Section 10.11 hereof that
occurs substantially contemporaneously with such Property Sale) and any adjustment to the Net Operating Income by reason of such Property Sale and/or additional Restricted Property Lease, if any; 

(iii) the Net Operating Income (divided by the Cap Rate) ascribed to the Additional Leased Property being sold, together
with the portion of the Net Operating Income (divided by the Cap Rate) ascribed to any prior Property Sales made in accordance herewith (as determined as of the date of such prior Property Sales), shall not exceed 10% of the aggregate value of the
components of clause (b) of the definition of Loan-to-Value Ratio as of the date of determination; 

(iv) the Company shall have delivered to each holder of a Note a certificate in reasonable detail demonstrating that the
Company shall remain in compliance with financial covenants of Section 10.1 after giving effect to such request and any prepayment to be made in connection therewith; 

(v) any consent to such Property Sale required under the Bank Loan Documents shall have been obtained by the Company; and

 (vi) the Company shall have delivered to each holder of a Note all documents and instruments reasonably
requested by the Required Holders in connection with such Property Sale. 

  
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 At the time of any such Property Sale, the Additional Leased Property shall be released as an Additional
Leased Property hereunder and under the Bank Loan Documents and the Collateral Agent shall execute and deliver, and the Purchasers and the holders of Notes hereby authorize and direct the Collateral Agent to execute and deliver, any documents or
instruments reasonably requested by the Company in connection with such release. 
 Section 10.5. Limitation on
Restricted Payments. Unless otherwise required in order to maintain the Company’s status as a real estate investment trust (in which case, such amount shall be the minimum required in the Company’s good faith estimation), the Company
shall not declare or pay any dividend (other than dividends payable solely in the same class of Equity Interest) or other distribution (whether in cash, securities or other property) on, or make any payment on account of, or set apart assets for a
sinking or other analogous fund for, the purchase, redemption, defeasance, cancellation, termination, retirement or other acquisition of, any shares of any class of Equity Interest of the Company or any warrants or options to purchase any such
Equity Interest, whether now or hereafter outstanding, or make any other distribution in respect thereof, either directly or indirectly, whether in cash or property or in obligations of the Company or any Subsidiary (collectively, the
“Restricted Payments”); provided that, notwithstanding the foregoing: 
 (a) during any fiscal
year of the Company, the Company may declare Restricted Payments in cash provided that: (a) such Restricted Payments are not in excess of 100% of EBITDA (determined as of the last fiscal quarter) (less any cash environmental remediation
payments during the preceding twelve (12) months (net of any amounts received from any available State environmental funds and any non-cash environmental accretion expenses) and the required CapEx Reserves) plus 50% of all net asset sale
proceeds received by the Company during the preceding twelve (12) months, and (b) no Event of Default or material Default that could reasonably be expected to result in an Event of Default shall exist as of the date that such Restricted
Payment is declared or made (including with respect to any of the financial covenants contained in Section 10.1 hereof); and 
 (b) dividends and distributions may be paid by any Subsidiary to the Company or to any Subsidiary Guarantor. 
 Solely for the purpose of this Section 10.5, all references to shares in the definition of “Equity Interest” shall be to common shares only. 

Section 10.6. Limitation on Investments, Loans and Advances. Except as otherwise expressly permitted in this Agreement, the
Company will not, and will not permit any Subsidiary to, make any advance, loan, extension of credit or capital contribution to any Person, or purchase any stock, bonds, notes, debentures or other securities of or any assets constituting a business
unit of, or otherwise make any investment in, any Person, or acquire or otherwise make any investment in any real property other than Permitted Investments, provided that the aggregate amount of all Permitted Investments described in clause
(b) of the definition thereof of the Company and its Subsidiaries shall not exceed $50,000,000.00 (excluding any such Permitted Investments existing as of the date hereof). 

  
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 Section 10.7. Limitation on Transactions with Affiliates. The Company will not,
and will not permit any Subsidiary to, enter into any transaction, including any purchase, sale, lease or exchange of property or the rendering of any service, with any Affiliate unless: 

(a) no Default or Event of Default would occur as a result thereof; and 

(b) either (x) such transaction is (i) in the ordinary course of the business of any Obligor that is a party
thereto and (ii) upon fair and reasonable terms no less favorable to any Obligor that is a party thereto or is affected thereby than would be obtained in a comparable arm’s length transaction with a Person that is not an Affiliate, or
(y) such transaction is a lease from a Subsidiary holding title to Property to Getty Properties Corp. or (z) such transaction is between the Company and any Subsidiary Guarantor or Subsidiary Guarantors. 

Section 10.8. Limitation on Changes in Fiscal Year. Permit the fiscal year of the Company to end on a day other than
December 31, unless otherwise required by any applicable law, rule or regulation. 
 Section 10.9. Limitation on
Lines of Business; Creation of Subsidiaries; Negative Pledges. The Company will not, and will not permit any Subsidiary to: 
 (a) except for Permitted Investments, engage in activities other than real estate business and real estate related business activities, and in activities permitted for real estate investment trusts under
the Code, either directly or through taxable REIT subsidiaries; 
 (b) create or acquire any Subsidiary after the
date of the Closing, unless (x) each holder of a Note has been provided with prior written notice of same and (y) such Subsidiary shall have executed a Joinder to the Subsidiary Guarantee, Environmental Indemnity and Equity Pledge;
provided, however, any such Subsidiary shall not be required to execute such Joinder until sixty (60) days have elapsed from the date that such Subsidiary has acquired any assets; provided further, however, no such Subsidiary shall be required
to execute such Joinder if such Subsidiary would be prohibited from guaranteeing the obligations of the Company pursuant to the terms of any agreement to which such Subsidiary is a party; or 

(c) (i) create, assume, incur, permit or suffer to exist any Lien on any Restricted Property or any direct or
indirect ownership interest of the Company in any Person owning any Restricted Property, now owned or hereafter acquired, except for Permitted Encumbrances, (ii) permit (1) any Property, including, without limitation, any Restricted
Property or Qualified Real Estate Asset, (2) any direct or indirect ownership interest in the Company, any Subsidiary or any Subsidiary Guarantor, or (3) any other portion of the Collateral to be subject to a Negative Pledge, or
(iii) create, assume, incur, permit or suffer to exist any Lien on other Collateral, or any direct or indirect ownership interest of the Company in any Person owning any other Collateral, except for Permitted Encumbrances. 

  
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 Section 10.10. Swap Agreements. The Company will not, and will not permit any of
its Subsidiaries to, enter into any Swap Agreement. Notwithstanding the foregoing, the Company shall be permitted to enter into one or more Swap Agreements with respect to the Indebtedness evidenced by the Bank Loan Documents or in respect of the
Notes in an amount up to the principal amount of such Indebtedness. 
 Section 10.11. Restricted Property Leases.
Except as provided below, the Company shall not, and shall not permit any Subsidiary to, enter into (x) any Restricted Property Lease, (y) any material amendment, supplement or modification to a Restricted Property Lease (other than any
amendments, modifications and/or supplements entered into pursuant to the express provisions of such Restricted Property Lease or as provided in clause (A) below) or (z) a termination of any Restricted Property Lease (other than arising
from a default by the tenant thereunder) without, in each case, the prior written consent of the Required Holders, taking into consideration the creditworthiness of tenants and economic terms of the applicable Restricted Property Lease, which
consent shall not be unreasonably withheld, conditioned or delayed; provided, however, the consent of the Required Holders shall not be required for (A) renewals, expansions or extensions of any Restricted Property Lease in accordance with its
terms, so long as such Restricted Property Lease exists on or prior to the date of the Closing or has otherwise been entered into in accordance with the terms of this Agreement, including with the approval of the Required Holders (to the extent
required under the terms of this Agreement), (B) any immaterial amendments, supplements or modifications to any Restricted Property Lease, and (C) new Restricted Property Leases entered into with respect to (x) Properties previously
subject to a License Agreement or (y) newly acquired Properties. The Company shall deliver to the holders of Notes a copy of any material amendment, supplement or modification to any existing Restricted Property Lease entered into by the
Company within 30 days of the execution thereof. Upon the Company or any of its Subsidiaries entering into a new Restricted Property Lease, the Required Holders shall take into account any Net Operating Income derived from such Restricted Property
Lease in connection with determining the Loan-to-Value Ratio provided that (1) such new Restricted Property Lease is a triple-net lease solely with respect to Qualified Real Estate Assets, (2) such new Restricted Property Lease is to an
unaffiliated third party upon arms’-length, market terms and the Company has delivered to the holders of the Notes a copy of such Restricted Property Lease certified to be true, correct and complete, and (3) the Company shall have executed
and delivered to the holders of the Notes notice of such new Restricted Property Lease in substantially the form of Exhibit G attached hereto; provided, however, in no event shall the aggregate amount of Net Operating Income (divided by the Cap
Rate) ascribed to new Restricted Property Leases entered into in accordance with this Section 10.11 account for more than 15% of the aggregate value of the components of clause (b) of the definition of Loan-to-Value Ratio as of the date of
determination, unless (x) the Tenants thereunder are investment-grade entities or (y) the Required Holders have reasonably approved the Tenants thereunder. 
 Section 10.12. Existing Indebtedness. The Company shall not enter into or otherwise permit any amendment, supplement or modification to any Bank Loan Documents without the prior written
consent of the Required Holders, except as expressly permitted under the Intercreditor Agreement. 

  
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 Section 10.13. Limitation on Pledges of Additional Collateral. The Company will
not, and will not permit any of its Subsidiaries to, pledge any additional assets as Collateral (any such assets hereinafter referred to as “Additional Collateral”) to or for the benefit of any of the Bank Lenders under the Bank
Loan Documents unless (i) the holders of Notes are simultaneously secured by the Additional Collateral on an equal and ratable basis pursuant to documentation in form and substance reasonably satisfactory to the Required Holders and
(ii) the Additional Collateral is made subject to the Intercreditor Agreement. 
 Section 10.14. Terrorism
Sanctions Regulations. The Company will not and will not permit any Controlled Entity (a) to become (including by virtue of being owned or controlled by a Blocked Person), own or control a Blocked Person, or (b) directly or indirectly
to have any investment in or engage in any dealing or transaction (including, without limitation, any investment, dealing or transaction involving the proceeds of the Notes) with any Person if such investment, dealing or transaction (i) would
cause any holder to be in violation of any law or regulation of the type described in this Section 10.14 and in Section 5.16 hereof applicable to such holder, or (ii) is prohibited by or subject to sanctions under any U.S. Economic
Sanctions, or (c) to engage in any activity that could subject such Person or any holder to sanctions under CISADA or any similar law or regulation with respect to Iran or any other country that is subject to U.S. Economic Sanctions.

 SECTION 11. EVENTS OF DEFAULT. 
 An “Event of Default” shall exist if any of the following conditions or events shall occur and be continuing: 

(a) the Company defaults in the payment of any principal or Make-Whole Amount, if any, on any Note when the same becomes
due and payable, whether at maturity or at a date fixed for prepayment or by declaration or otherwise; or 
 (b)
the Company defaults in the payment of any interest on any Note for more than five Business Days after the same becomes due and payable; or 
 (c) the Company defaults in the performance of or compliance with any term contained in Sections 7.1, 7.2, 9.1, 9.6 or 9.15, or in Section 10; or 

(d) the Company or any Subsidiary Guarantor defaults in the performance of or compliance with any term contained
herein (other than those referred to in Sections 11(a), (b) and (c)) or in any other Financing Document (other than any Security Document) and such default is not remedied within 30 days after the earlier of (i) a Responsible Officer
obtaining actual knowledge of such default and (ii) the Company receiving written notice of such default from any holder of a Note (any such written notice to be identified as a “notice of default” and to refer specifically to this
Section 11(d)); or 
 (e) any representation or warranty made or deemed made by or on behalf of the Company
or any Subsidiary in or in connection with this Agreement or any amendment or modification hereof or waiver hereunder or any other Financing Document, or in any report, certificate, financial statement or other document furnished pursuant to or in
connection with this Agreement or any amendment or modification hereof or waiver hereunder or any other Financing Document, shall prove to have been incorrect in any material respect when made or deemed made; or 

  
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 (f) any event or condition occurs that results in (i) any Indebtedness
of the Company or any of its Subsidiaries for which the then outstanding principal amount exceeds $10,000,000 becoming due prior to its maturity or its regularly scheduled dates of payment, or (ii) the Company or any Subsidiary becoming
obligated to purchase or repay Indebtedness in an aggregate principal amount in excess of $10,000,000 or one or more Persons having the right to require the Company or any Subsidiary so to purchase or repay such Indebtedness (other than the passage
of time or the right of the holder of Indebtedness to convert such Indebtedness into equity interests), prior to its scheduled maturity and any event or condition that enables or permits the holder or holders of any such Indebtedness or any trustee
or agent on its or their behalf to cause any such Indebtedness to become due, following the expiration of any applicable cure period (after the receipt of any requisite notice) with respect thereto, and/or to require the prepayment, repurchase,
redemption or defeasance thereof, prior to its scheduled maturity; provided that this clause (f) shall not apply to secured Indebtedness that becomes due or is required to be repurchased as a result of the voluntary sale or transfer of the
property or assets securing such Indebtedness so long as such Indebtedness is not otherwise prohibited pursuant to the terms of this Agreement; or 
 (g) the Company or any Subsidiary (i) is generally not paying, or admits in writing its inability to pay, its debts as they become due, (ii) files, or consents by answer or otherwise to the
filing against it of, a petition for relief or reorganization or arrangement or any other petition in bankruptcy, for liquidation or to take advantage of any bankruptcy, insolvency, reorganization, moratorium or other similar law of any
jurisdiction, (iii) makes an assignment for the benefit of its creditors, (iv) consents to the appointment of a custodian, receiver, trustee or other officer with similar powers with respect to it or with respect to any substantial part of
its property, (v) is adjudicated as insolvent or to be liquidated, or (vi) takes corporate action for the purpose of any of the foregoing; or 
 (h) a court or other Governmental Authority of competent jurisdiction enters an order appointing, without consent by the Company or any of its Subsidiaries, a custodian, receiver, trustee or other officer
with similar powers with respect to it or with respect to any substantial part of its property, or constituting an order for relief or approving a petition for relief or reorganization or any other petition in bankruptcy or for liquidation or to
take advantage of any bankruptcy or insolvency law of any jurisdiction, or ordering the dissolution, winding-up or liquidation of the Company or any of its Subsidiaries, or any such petition shall be filed against the Company or any of its
Subsidiaries and such petition shall not be dismissed within 60 days; or 
 (i) one or more final judgments or
orders for the payment of money aggregating in excess of $5,000,000, including, without limitation, any such final order enforcing a binding arbitration decision, are rendered against one or more of the Company and its Subsidiaries and which
judgments are not, within 60 days after entry thereof, bonded, discharged or stayed pending appeal, or are not discharged within 60 days after the expiration of such stay; or 

  
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 (j) an ERISA Event shall have occurred that, in the opinion of the Required
Holders, when taken together with all other ERISA Events that have occurred, could reasonably be expected to have a Material Adverse Effect; or 
 (k) any Financing Document shall cease to be in full force and effect in any material respect or any Obligor or any Affiliate of an Obligor shall so assert; or 

(l) The Company shall cease, for any reason, to maintain its status as a real estate investment trust under Sections 856
through 860 of the Code; or 
 (m) at any time the Company or any of its Subsidiaries shall be required to take
any actions in respect of environmental remediation and/or environmental compliance, the aggregate expenses, fines, penalties or other charges (excluding any expenses voluntary incurred by the Company or its Subsidiaries and not required by law)
with respect to which, in the judgment of the Required Holders, could reasonably be expected to exceed $12,500,000 in the aggregate, during the term of this Agreement; provided that for purposes of determining compliance with this clause (m), such
amounts shall not include the expenses, fines, penalties and other charges that the Company estimates will be due in connection with those environmental remediation and/or environmental compliance procedures and actions in existence as of the date
of the Closing and described on Schedule 11.1 attached hereto and provided further that, any such remediation or compliance shall not be taken into consideration for the purposes of determining whether an Event of Default has occurred
pursuant to this clause (m) if: 
 (i) such remediation or compliance is being contested by the Company or
the applicable Subsidiary in good faith by appropriate proceedings; or 
 (ii) such remediation or compliance is
satisfactorily completed within 90 days from the date on which the Company or the applicable Subsidiary receives notice that such remediation or compliance is required, unless such remediation or compliance cannot reasonably be completed within such
90 day period in which case such time period shall be extended for a period of time reasonably necessary to perform such compliance or remediation using diligent efforts (but not to exceed 180 days, if the continuance of such remediation or
compliance beyond such 180 day period, in the reasonable judgment of the Required Holders, could reasonably be expected to have a Material Adverse Effect); or 
 (n) the Company or any Subsidiary shall fail to comply with the terms of any Incorporated Provision (beyond any grace or cure period applicable to such Incorporated Provision provided in the underlying
document from which it was incorporated pursuant to Section 9.10 hereof); or 

  
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 (o) (i) any party to any Security Document (other than a holder of a Note)
shall, for any reason, fail to comply with any of the terms or provisions thereof, or shall not (or shall be unable to) perform its obligations thereunder (beyond any period of grace provided in such Security Document or, to the extent that no grace
or cure period is provided in such Security Document, within 30 days after the earlier of (A) a Responsible Officer obtaining actual knowledge of such default and (B) the Company receiving written notice of such default from any holder of
a Note (any such written notice to be identified as a “notice of default” and to refer specifically to this Section 11(o)), or (ii) any Security Document shall cease (other than in accordance with the Financing Documents) to
create a valid security interest in or other Lien on the Collateral purported to be covered thereby and such Collateral is not subject to a valid security interest or Lien under another Security Document, or such security interest shall for any
reason cease to be a perfected and first priority security interest subject only to Liens permitted under the Security Documents, and such failure is not remedied within 10 days after the Company receiving written notice of such default from any
holder of a Note (any such written notice to be identified as a “notice of default” and to refer specifically to this Section 11(o)), the Collateral Agent, the Bank Agent or any Bank Lender; or 

(p) any “Event of Default” under (and as defined in) the Bank Loan Documents shall occur. 

SECTION 12. REMEDIES ON DEFAULT, ETC. 
 Section 12.1. Acceleration. 
 (a) If an Event of
Default with respect to the Company described in Section 11(g) or (h) (other than an Event of Default described in clause (i) of Section 11(g) or described in clause (vi) of Section 11(g) by virtue of the fact that such
clause encompasses clause (i) of Section 11(g)) has occurred, all the Notes then outstanding shall automatically become immediately due and payable. 
 (b) If any other Event of Default has occurred and is continuing, the Required Holders may at their option, by notice or notices to the Company, declare all the Notes then outstanding to be immediately
due and payable. 
 (c) If any Event of Default described in Section 11(a) or (b) has occurred and is
continuing, any holder or holders of Notes at the time outstanding affected by such Event of Default may at any time, at its or their option, by notice or notices to the Company, declare all the Notes held by it or them to be immediately due and
payable. 
 Upon any Notes becoming due and payable under this Section 12.1, whether automatically or by declaration, such
Notes will forthwith mature and the entire unpaid principal amount of such Notes, plus (x) all accrued and unpaid interest thereon (including, but not limited to, interest accrued thereon at the Default Rate) and (y) the Make-Whole Amount
determined in respect of such principal amount (to the full extent permitted by applicable law), shall all be immediately due and payable, in each and every case without presentment, demand, protest or further notice, all of which are hereby waived.
The Company acknowledges, and the parties 

  
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hereto agree, that each holder of a Note has the right to maintain its investment in the Notes free from repayment by the Company (except as herein specifically provided for) and that the
provision for payment of a Make-Whole Amount by the Company in the event that the Notes are prepaid or are accelerated as a result of an Event of Default, is intended to provide compensation for the deprivation of such right under such
circumstances. 
 Section 12.2. Other Remedies. 

(a) If any Default or Event of Default has occurred and is continuing, and irrespective of whether any Notes have become
or have been declared immediately due and payable under Section 12.1, the holder of any Note at the time outstanding may proceed to protect and enforce the rights of such holder by an action at law, suit in equity or other appropriate
proceeding, whether for the specific performance of any agreement contained herein or in any other Financing Document, or for an injunction against a violation of any of the terms hereof or thereof, or in aid of the exercise of any power granted
hereby or thereby or by law or otherwise. 
 (b) In addition to, and in no way limiting, the foregoing remedies,
but subject to the terms of the Intercreditor Agreement, upon the occurrence of an Event of Default, each holder of any Note at the time outstanding shall have the following remedies available, which remedies may be exercised at the same or
different times as each other or as the remedies set forth in Sections 12.1 or 12.2(a): 
 (i) such holder may
exercise all other rights and remedies under any and all of the other Financing Documents, including, without limitation, directing the Collateral Agent to exercise its foreclosure rights under the Security Documents; provided, however, after the
Intercreditor Agreement has been terminated, such holder may not direct the Collateral Agent to exercise its foreclosure rights under the Security Documents except as part of or in connection with a joint direction or instruction from the Required
Holders to exercise such rights; 
 (ii) such holder may exercise all other rights and remedies it may have under
any applicable law; and 
 (iii) to the extent permitted by applicable law, such holder shall be entitled to the
appointment of a receiver or receivers for the assets and properties of the Company and its Subsidiaries, without notice of any kind whatsoever and without regard to the adequacy of any security for the obligations of the Company hereunder or under
the other Financing Documents or the solvency of any party bound for its payment, to take possession of all or any portion of the Restricted Properties or other Collateral, and to exercise such power as the court shall confer upon such receiver.


  
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 Notwithstanding the foregoing or anything else contained herein to the contrary, but subject
to the terms of the Intercreditor Agreement, in no event shall any holder of any Note at the time outstanding exercise any rights or remedies under the Financing Documents with respect to any Restricted Property that has a Material Environmental
Issue without the prior consent of all holders of Notes at the time outstanding, including, without limitation, commencing and/or consummating a foreclosure of such Restricted Property, having a receiver appointed for such Restricted Property or
exercising its rights to collect rents with respect to such Restricted Property. 
 Section 12.3. Rescission. At any
time after any Notes have been declared due and payable pursuant to Section 12.1(b) or (c), the Required Holders, by written notice to the Company, may rescind and annul any such declaration and its consequences if (a) the Company has paid
all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if
any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes, at the Default Rate, (b) neither the Company nor any other Person shall have paid any amounts which have become due solely by reason of such
declaration, (c) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 18, and (d) no judgment or
decree has been entered for the payment of any monies due pursuant hereto or to the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent
thereon. 
 Section 12.4. No Waivers or Election of Remedies, Expenses, Etc. No course of dealing and no delay on
the part of any holder of any Note in exercising any right, power or remedy shall operate as a waiver thereof or otherwise prejudice such holder’s rights, powers or remedies. No right, power or remedy conferred by any Financing Document upon
any holder thereof shall be exclusive of any other right, power or remedy referred to herein or therein or now or hereafter available at law, in equity, by statute or otherwise. Without limiting the obligations of the Company under Section 16,
the Company will pay to the holder of each Note on demand such further amount as shall be sufficient to cover all reasonable out-of-pocket costs and expenses of such holder and the Collateral Agent incurred in any enforcement or collection under
this Section 12, including, without limitation, reasonable attorneys’ fees, expenses and disbursements. 
 SECTION 13.
REGISTRATION; EXCHANGE; SUBSTITUTION OF NOTES. 
 Section 13.1. Registration of Notes. The Company shall keep at
its principal executive office a register for the registration and registration of transfers of Notes. The name and address of each holder of one or more Notes, each transfer thereof and the name and address of each transferee of one or more Notes
shall be registered in such register. If any holder of one or more Notes is a nominee, then (a) the name and address of the beneficial owner of such Note or Notes shall also be registered in such register as an owner and holder thereof and
(b) at any such beneficial owner’s option, either such beneficial owner or its nominee may execute any amendment, waiver or consent pursuant to this Agreement. Prior to due presentment for registration of transfer, the Person(s) in whose
name any Note(s) shall be registered shall be deemed and treated as the owner and holder thereof for all purposes hereof, and the Company shall not be affected by any notice or knowledge to the contrary. The Company shall give to any holder of a
Note that is an Institutional Investor promptly upon request therefor, a complete and correct copy of the names and addresses of all registered holders of Notes. 

  
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 Section 13.2. Transfer and Exchange of Notes. Upon surrender of any Note to the
Company at the address and to the attention of the designated officer (all as specified in Section 19(iii)), for registration of transfer or exchange (and in the case of a surrender for registration of transfer accompanied by a written
instrument of transfer duly executed by the registered holder of such Note or such holder’s attorney duly authorized in writing and accompanied by the relevant name, address and other information for notices of each transferee of such Note or
part thereof), within ten Business Days thereafter, the Company shall execute and deliver, at the Company’s expense (except as provided below), one or more new Notes (as requested by the holder thereof) in exchange therefor, in an aggregate
principal amount equal to the unpaid principal amount of the surrendered Note. Each such new Note shall be payable to such Person as such holder may request and shall be substantially in the form of Schedule 1. Each such new Note shall be dated and
bear interest from the date to which interest shall have been paid on the surrendered Note or dated the date of the surrendered Note if no interest shall have been paid thereon. The Company may require payment of a sum sufficient to cover any stamp
tax or governmental charge imposed in respect of any such transfer of Notes. Notes shall not be transferred in denominations of less than $100,000, provided that if necessary to enable the registration of transfer by a holder of its entire holding
of Notes, one Note may be in a denomination of less than $100,000. Any transferee, by its acceptance of a Note registered in its name (or the name of its nominee), shall be deemed to have made the representation set forth in Section 6.2.

 Section 13.3. Replacement of Notes. Upon receipt by the Company at the address and to the attention of the
designated officer (all as specified in Section 19(iii)) of evidence reasonably satisfactory to it of the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such
Institutional Investor of such loss, theft, destruction or mutilation), and 
 (a) in the case of loss, theft or
destruction, of indemnity reasonably satisfactory to the Company (provided that if the holder of such Note is, or is a nominee for, an original Purchaser or another holder of a Note with a minimum net worth of at least $100,000,000 or a Qualified
Institutional Buyer, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), or 
 (b) in the case of mutilation, upon surrender and cancellation thereof, 
 within ten Business Days
thereafter, the Company at its own expense shall execute and deliver, in lieu thereof, a new Note, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of
such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon. 

  
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 SECTION 14. PAYMENTS ON NOTES. 

Section 14.1. Place of Payment. Subject to Section 14.2, payments of principal, Make-Whole Amount, if any, and interest
becoming due and payable on the Notes shall be made in New York, New York at the principal office of JPMorgan Chase Bank, N.A. in such jurisdiction. The Company may at any time, by notice to each holder of a Note, change the place of payment of the
Notes so long as such place of payment shall be either the principal office of the Company in such jurisdiction or the principal office of a bank or trust company in such jurisdiction. 

Section 14.2. Home Office Payment. So long as any Purchaser or its nominee shall be the holder of any Note, and
notwithstanding anything contained in Section 14.1 or in such Note to the contrary, the Company will pay all sums becoming due on such Note for principal, Make-Whole Amount, if any, interest and all other amounts becoming due hereunder by wire
transfer in accordance with the instructions specified for such purpose below such Purchaser’s name in Schedule A, or in accordance with such other instructions as such Purchaser shall have from time to time specified to the Company in writing
for such purpose, without the presentation or surrender of such Note or the making of any notation thereon, except that upon written request of the Company made concurrently with or reasonably promptly after payment or prepayment in full of any
Note, such Purchaser shall surrender such Note for cancellation, reasonably promptly after any such request, to the Company at its principal executive office or at the place of payment most recently designated by the Company pursuant to
Section 14.1. Prior to any sale or other disposition of any Note held by a Purchaser or its nominee, such Purchaser will, at its election, either endorse thereon the amount of principal paid thereon and the last date to which interest has been
paid thereon or surrender such Note to the Company in exchange for a new Note or Notes pursuant to Section 13.2. The Company will afford the benefits of this Section 14.2 to any Institutional Investor that is the direct or indirect
transferee of any Note purchased by a Purchaser under this Agreement and that has made the same agreement relating to such Note as the Purchasers have made in this Section 14.2. 
 SECTION 15. GUARANTEE. 
 Section 15.1. Unconditional Guarantee.
Each Subsidiary Guarantor hereby irrevocably, unconditionally and jointly and severally with the other Subsidiary Guarantors guarantees to each holder, the due and punctual payment in full of (a) the principal of, Make-Whole Amount, if any,
and interest on (including, without limitation, interest accruing after the filing of any petition in bankruptcy, or the commencement of any insolvency, reorganization or like proceeding, whether or not a claim for post-filing or post-petition
interest is allowed in such proceeding), and any other amounts due under, the Notes when and as the same shall become due and payable (whether at stated maturity or by required or optional prepayment or by acceleration or otherwise) and (b) any
other sums which may become due under the terms and provisions of the Notes, this Agreement or any other Financing Document (all such obligations described in clauses (a) and (b) above are herein called the “Guaranteed
Obligations”). The guarantee in the preceding sentence (the “Unconditional Guarantee”) is an absolute, present and continuing guarantee of payment and not of collectability and is in no way conditional or contingent upon
any attempt to collect from the Company or any other guarantor of the Guaranteed Obligations (including, without limitation, any other Subsidiary Guarantor) or upon any other action, occurrence or circumstance whatsoever. In the event that the
Company shall fail so to pay any of such Guaranteed Obligations, each Subsidiary Guarantor jointly and severally agrees to pay the same when due to the holders entitled thereto, without demand, presentment, protest or notice of any kind, in U.S.
dollars, pursuant to the requirements for payment specified in the Notes and this Agreement. Each default in payment of any of the 

  
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Guaranteed Obligations shall give rise to a separate cause of action hereunder and separate suits may be brought hereunder as each cause of action arises. Each Subsidiary Guarantor agrees that
the Notes issued in connection with this Agreement may (but need not) make reference to this Section 15. 
 Each Subsidiary
Guarantor hereby acknowledges and agrees that it’s liability hereunder is joint and several with the other Subsidiary Guarantors and any other Person(s) who may guarantee the obligations and Indebtedness under and in respect of the Financing
Documents. 
 Section 15.2. Obligations Absolute. The obligations of each Subsidiary Guarantor hereunder shall be
primary, absolute, irrevocable and unconditional, irrespective of the validity or enforceability of the Notes, this Agreement, any other Financing Document or any other instrument referred to therein or herein, shall not be subject to any
counterclaim, setoff, deduction or defense based upon any claim a Subsidiary Guarantor may have against the Company or any holder or otherwise, and shall remain in full force and effect without regard to, and shall not be released, discharged or in
any way affected by, any circumstance or condition whatsoever (whether or not such Subsidiary Guarantor shall have any knowledge or notice thereof), including, without limitation: (a) any amendment to, modification of, supplement to or
restatement of the Notes, this Agreement, any other Financing Document or any other instrument referred to therein or herein (it being agreed that the joint and several obligations of each Subsidiary Guarantor hereunder shall apply to the Notes,
this Agreement or any other Financing Document as so amended, modified, supplemented or restated) or any assignment or transfer of any thereof or of any interest therein, or any furnishing, acceptance, enforcement, realization or release of any
security for the Notes (or any application of the proceeds thereof as the holders, in their sole discretion, may determine) or the addition, substitution or release of any other Subsidiary Guarantor or any other entity or other Person primarily or
secondarily liable in respect of the Guaranteed Obligations; (b) any waiver, consent, extension, indulgence, enforcement, failure to enforce or other action or inaction under or in respect of the Notes, this Agreement, any other Financing
Document or any other instrument referred to therein or herein; (c) any bankruptcy, insolvency, arrangement, reorganization, readjustment, composition, liquidation or similar proceeding with respect to the Company, any other Subsidiary
Guarantor or any of their respective properties; (d) any merger, amalgamation or consolidation of any Subsidiary Guarantor or of the Company into or with any other Person or any sale, lease or transfer of any or all of the assets of any
Subsidiary Guarantor or of the Company to any Person; (e) any failure on the part of the Company for any reason to comply with or perform any of the terms of any other agreement with any Subsidiary Guarantor; (f) any failure on the part of
any holder to obtain, maintain, register or otherwise perfect any security; or (g) any other event or circumstance which might otherwise constitute a legal or equitable discharge or defense of a guarantor (whether or not similar to the
foregoing), and in any event however material or prejudicial it may be to any Subsidiary Guarantor or to any subrogation, contribution or reimbursement rights any Subsidiary Guarantor may otherwise have. Each Subsidiary Guarantor covenants that its
obligations hereunder will not be discharged except by indefeasible payment in full in cash of all of the Guaranteed Obligations and all other obligations hereunder. 
 Section 15.3. Waiver. Each Subsidiary Guarantor unconditionally waives to the fullest extent permitted by law, (a) notice of acceptance hereof, of any action taken or omitted in reliance
hereon and of any default by the Company or any Subsidiary Guarantor in the payment 

  
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of any amounts due under the Notes, this Agreement, any other Financing Document or any other instrument referred to therein or herein, and of any of the matters referred to in Section 15.2
hereof, (b) all notices which may be required by statute, rule of law or otherwise to preserve any of the rights of any holder against any Subsidiary Guarantor, including, without limitation, presentment to or demand for payment from the
Company or any Subsidiary Guarantor with respect to any Note, notice to the Company or to any Subsidiary Guarantor of default or protest for nonpayment or dishonor and the filing of claims with a court in the event of the bankruptcy of the Company
or any Subsidiary Guarantor, (c) any right to require any holder to enforce, assert or exercise any right, power or remedy including, without limitation, any right, power or remedy conferred in this Agreement, the Notes or any other Financing
Document, (d) any requirement for diligence on the part of any holder and (e) any other act or omission or thing or delay in doing any other act or thing which might in any manner or to any extent vary the risk of any Subsidiary Guarantor
or otherwise operate as a discharge of any Subsidiary Guarantor or in any manner lessen the obligations of any Subsidiary Guarantor hereunder. 
 Section 15.4. Obligations Unimpaired. 
 (a) The holders shall have no
obligation to proceed against any additional or substitute endorsers or guarantors or to pursue or exhaust any security provided by the Company, any Subsidiary Guarantor or any other Person or to pursue any other remedy available to the holders.

 (b) If an event permitting the acceleration of the maturity of the principal amount of any Notes shall exist and such
acceleration shall at such time be prevented or the right of any holder to receive any payment on account of the Guaranteed Obligations shall at such time be delayed or otherwise affected by reason of the pendency against the Company, any Subsidiary
Guarantor or any other guarantor of a case or proceeding under a bankruptcy or insolvency law, each Subsidiary Guarantor agrees that, for purposes of this Section 15 and its obligations hereunder, the maturity of such principal amount shall be
deemed to have been accelerated with the same effect as if the holder thereof had accelerated the same in accordance with the terms of Section 12, and the Subsidiary Guarantors shall forthwith pay such accelerated Guaranteed Obligations.

 Section 15.5. Subrogation and Subordination. 

(a) No Subsidiary Guarantor will exercise any rights which it may have acquired by way of subrogation under this Section 15, by any
payment made hereunder or otherwise, or accept any payment on account of such subrogation rights, or any rights of reimbursement, contribution or indemnity or any rights or recourse to any security for the Notes or this Section 15 unless and
until all of the Guaranteed Obligations shall have been indefeasibly paid in full in cash. 
 (b) Each Subsidiary Guarantor
hereby subordinates the payment of all Indebtedness and other obligations of the Company or any other guarantor of the Guaranteed Obligations owing to such Subsidiary Guarantor, whether now existing or hereafter arising, including, without
limitation, all rights and claims described in clause (a) of this Section 15.5, to the indefeasible payment in full in cash of all of the Guaranteed Obligations. If the Required 

  
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Holders so request, any such Indebtedness or other obligations shall be enforced and performance received by a Subsidiary Guarantor as trustee for the holders and the proceeds thereof shall be
paid over to the holders promptly, in the form received (together with any necessary endorsements) to be applied to the Guaranteed Obligations, whether matured or unmatured, as may be directed by the Required Holders, but without otherwise reducing
or affecting in any manner the liability of any Subsidiary Guarantor under this Section 15. 
 (c) Subject to the terms of
the Contribution Agreement, if any amount or other payment is made to or accepted by any Subsidiary Guarantor in violation of either of the preceding clauses (a) and (b) of this Section 15.5, such amount shall be deemed to have been
paid to such Subsidiary Guarantor for the benefit of, and held in trust for the benefit of, the holders and shall be paid over to the holders promptly, in the form received (together with any necessary endorsements) to be applied to the Guaranteed
Obligations, whether matured or unmatured, as may be directed by the Required Holders, but without reducing or affecting in any manner the liability of any Subsidiary Guarantor under this Section 15. 

(d) Each Subsidiary Guarantor acknowledges that it will receive direct and indirect benefits from the financing arrangements contemplated
by this Agreement and that its agreements set forth in this Section 15 are knowingly made in contemplation of such benefits. 
 Section 15.6. Information Regarding the Company. Each Subsidiary Guarantor now has and will continue to have independent means of obtaining information concerning the affairs, financial
condition and business of the Company. No holder shall have any duty or responsibility to provide any Subsidiary Guarantor with any credit or other information concerning the affairs, financial condition or business of the Company which may come
into possession of the holders. Each Subsidiary Guarantor has granted the Unconditional Guarantee without reliance upon any representation by the holders including, without limitation, with respect to (a) the due execution, validity,
effectiveness or enforceability of any instrument, document or agreement evidencing or relating to any of the Guaranteed Obligations or any loan or other financial accommodation made or granted to the Company, (b) the validity, genuineness,
enforceability, existence, value or sufficiency of any property securing any of the Guaranteed Obligations or the creation, perfection or priority of any lien or security interest in such property or (c) the existence, number, financial
condition or creditworthiness of other guarantors or sureties, if any, with respect to any of the Guaranteed Obligations. 
 Section 15.7. Reinstatement of Guarantee. The Unconditional Guarantee under this Section 15 shall continue to be effective, or be reinstated, as the case may be, if and to the extent at
any time payment, in whole or in part, of any of the sums due to any holder on account of the Guaranteed Obligations is rescinded or must otherwise be restored or returned by a holder upon the insolvency, bankruptcy, dissolution, liquidation or
reorganization of the Company, any other Obligor or any other guarantors, or upon or as a result of the appointment of a custodian, receiver, trustee or other officer with similar powers with respect to the Company, any other Obligor or any other
guarantors or any part of its or their property, or otherwise, all as though such payments had not been made. 

  
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 Section 15.8. Subrogation and Contribution Rights. Notwithstanding anything in
this Section 15 to the contrary, to the fullest extent permitted by applicable law, each Subsidiary Guarantor acknowledges and agrees that with respect to each of the Subsidiary Guarantors’ relative liability under the Unconditional
Guarantee, each Subsidiary Guarantor possesses, and has not waived, corresponding rights of contribution, subrogation, indemnity, and reimbursement relative to the other Subsidiary Guarantors in accordance with, and as further set forth in, the
Contribution Agreement. 
 Section 15.9. Term of Guarantee. The Unconditional Guarantee and all guarantees,
covenants and agreements of each Subsidiary Guarantor contained in this Section 15 shall continue in full force and effect and shall not be discharged until such time as all of the Guaranteed Obligations and all other obligations under the
Financing Documents shall be indefeasibly paid in full in cash and shall be subject to reinstatement pursuant to Section 15.7. 
 Section 15.10. Release of Subsidiary Guarantors. Anything in this Agreement or the other Financing Documents to the contrary notwithstanding, any Subsidiary Guarantor which ceases for any
reason to be a guarantor or other obligor in respect of the obligations under the Bank Loan Documents shall, simultaneously therewith, be automatically deemed released from the Unconditional Guarantee and all its guarantees, covenants and agreements
as a Subsidiary Guarantor, provided that, (a) after giving effect to such release, no Default or Event of Default shall have occurred and be continuing, (b) no amount then shall be due and payable with respect to the Guaranteed Obligations
and (c) the Company shall have paid to the holders of Notes pro rata compensation or consideration, or provided equal credit support, to any compensation or consideration paid to the Bank Lenders, or credit support (if any) provided to the Bank
Lenders, under the Bank Credit Agreement in connection with the termination of such Subsidiary Guarantor’s guaranty under the Bank Loan Documents. 
 Section 15.11. Savings Clause. Anything contained in this Agreement or the other Financing Documents to the contrary notwithstanding, the obligations of each Subsidiary Guarantor hereunder
shall be limited to a maximum aggregate amount equal to the greatest amount that would not render such Subsidiary Guarantor’s obligations hereunder subject to avoidance as a fraudulent transfer or conveyance under Section 548 of Title 11
of the United States Code or any provisions of applicable state law (collectively, the “Fraudulent Transfer Laws”), in each case after giving effect to all other liabilities of such Subsidiary Guarantor, contingent or otherwise,
that are relevant under the Fraudulent Transfer Laws (specifically excluding, however, any liabilities of such Subsidiary Guarantor (a) in respect of intercompany indebtedness to the Company or an Affiliate of the Company to the extent that
such indebtedness would be discharged in an amount equal to the amount paid by such Subsidiary Guarantor hereunder and (b) under any guaranty of senior unsecured indebtedness or Indebtedness subordinated in right of payment to the Guaranteed
Obligations which guaranty contains a limitation as to maximum amount similar to that set forth in this Section, pursuant to which the liability of such Subsidiary Guarantor hereunder is included in the liabilities taken into account in determining
such maximum amount) and after giving effect as assets to the value (as determined under the applicable provisions of the Fraudulent Transfer Laws) of any rights to subrogation, contribution, reimbursement or similar rights of such Subsidiary
Guarantor pursuant to (i) applicable law or (ii) any agreement providing for an equitable allocation among such Subsidiary Guarantor and of Affiliates of the Company of obligations arising under guaranties by such parties. 

  
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 SECTION 16. EXPENSES, ETC. 
 Section 16.1. Transaction Expenses. Whether or not the transactions contemplated hereby are consummated, the Company will pay all reasonable out-of-pocket costs and expenses (including
reasonable attorneys’ fees of a special counsel and, if reasonably required by the Required Holders, local or other counsel) incurred by the Purchasers and each other holder of a Note in connection with such transactions and in connection with
the preparation and administration of this Agreement, and the other Financing Documents or any amendments, waivers or consents under or in respect of this Agreement or any other Financing Document (whether or not such amendment, waiver or consent
becomes effective) within 15 Business Days after the Company’s receipt of any invoice therefor, including, without limitation: (a) the reasonable costs and expenses incurred in enforcing or defending (or determining whether or how to
enforce or defend) any rights under this Agreement or any other Financing Document, including, without limitation, rights against or in respect of the Collateral, or in responding to any subpoena or other legal process or informal investigative
demand issued in connection with this Agreement or any other Financing Document, or by reason of being a holder of any Note, (b) the reasonable costs and expenses, including financial advisors’ fees, incurred in connection with the
insolvency or bankruptcy of the Company or any Subsidiary or in connection with any work-out or restructuring of the transactions contemplated hereby and by the other Financing Documents, (c) the costs and expenses incurred in connection with
the initial filing of this Agreement and all related documents and financial information with the SVO provided, that such costs and expenses under this clause (c) shall not exceed $5,000, and (d) the costs of any environmental
reports, reviews or Appraisals commissioned by the Required Holders as permitted hereunder. In the event that any such invoice is not paid within 15 Business Days after the Company’s receipt thereof, interest on the amount of such invoice shall
be due and payable at the Default Rate commencing with the 16th Business Day after the Company’s receipt thereof until such invoice has been paid. The Company will pay, and will save each Purchaser and each other holder of a Note harmless from,
(i) all claims in respect of any fees, costs or expenses, if any, of brokers and finders (other than those, if any, retained by a Purchaser or other holder in connection with its purchase of the Notes) in connection with the purchase of the
Notes and (ii) any and all wire transfer fees that any bank deducts from any payment under such Note to such holder or otherwise charges to a holder of a Note with respect to a payment under such Note. 

Section 16.2. Survival. The obligations of the Company under this Section 16 will survive the payment or transfer
of any Note, the enforcement, amendment or waiver of any provision of any Financing Document, and the termination of this Agreement. 

SECTION 17. SURVIVAL OF REPRESENTATIONS AND WARRANTIES; ENTIRE AGREEMENT. 
 All representations and warranties contained herein shall survive the execution and delivery of this Agreement and the Notes, the purchase or transfer by any Purchaser of any Note or portion thereof or
interest therein and the payment of any Note, and may be relied upon by any subsequent holder of a Note, regardless of any investigation made at any time by or on behalf of such Purchaser or any other holder of a Note. All statements contained in
any certificate or other instrument delivered by or on behalf of the Company pursuant to any Financing Document shall be deemed representations and warranties of the Company under this Agreement. Subject to the preceding sentence, the Financing
Documents embody the entire agreement and understanding between each Purchaser and the Company and supersede all prior agreements and understandings relating to the subject matter hereof. 

  
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 SECTION 18. AMENDMENT AND WAIVER. 

Section 18.1. Requirements. This Agreement and the Notes may be amended, and the observance of any term hereof or of
the Notes may be waived (either retroactively or prospectively), only with the written consent of the Company and the Required Holders, except that: 
 (a) no amendment or waiver of any of Sections 1, 2, 3, 4, 5, 6 or 21 hereof, or any defined term (as it is used therein), will be effective as to any Purchaser unless consented to by such Purchaser in
writing; 
 (b) no amendment or waiver may, without the written consent of the holder of each Note at the time
outstanding, (i) subject to Section 12 relating to acceleration or rescission, change the amount or time of any prepayment or payment of principal of, or reduce the rate or change the time of payment or method of computation of
(x) interest on the Notes or (y) the Make-Whole Amount, (ii) change the percentage of the principal amount of the Notes the holders of which are required to consent to any amendment or waiver, or (iii) amend any of Sections 8
(except as set forth in the second sentence of Section 8.2 and Section 18.1(d)), 11(a), 11(b), 12, 18 or 20; 
 (c) no amendment or waiver may, without the written consent of each holder of a Note affected thereby, release any material portion of the Collateral, except in accordance with the terms of the
Intercreditor Agreement; 
 (d) Section 8.6 may be amended or waived to permit offers to purchase made by
the Company or an Affiliate pro rata to the holders of all Notes at the time outstanding upon the same terms and conditions only with the written consent of the Company and the Super-Majority Holders; and 

(e) the definition of “Loan-to-Value Ratio” may be amended only with the written consent of the Company and the
Super-Majority Holders. 
 Section 18.2. Solicitation of Holders of Notes. 

(a) Solicitation. The Company will provide each holder of a Note with sufficient information, sufficiently far in
advance of the date a decision is required, to enable such holder to make an informed and considered decision with respect to any proposed amendment, waiver or consent in respect of any of the provisions hereof or of any other Financing Document.
The Company will deliver executed or true and correct copies of each amendment, waiver or consent effected pursuant to this Section 18 or any other Financing Document to each holder of a Note promptly following the date on which it is executed
and delivered by, or receives the consent or approval of, the requisite holders of Notes. 

  
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 (b) Payment. The Company will not directly or indirectly pay or cause
to be paid any remuneration, whether by way of supplemental or additional interest, fee or otherwise, or grant any security or provide other credit support, to any holder of a Note as consideration for or as an inducement to the entering into by
such holder of any waiver or amendment of any of the terms and provisions hereof or of any other Financing Document unless such remuneration is concurrently paid, or security is concurrently granted or other credit support concurrently provided, on
the same terms, ratably to each holder of a Note even if such holder did not consent to such waiver or amendment. 
 (c) Consent in Contemplation of Transfer. Any consent given pursuant to this Section 18 or any other Financing Document by a holder of a Note that has transferred or has agreed to transfer its
Note to the Company, any Subsidiary or any Affiliate of the Company (either pursuant to a waiver under Section 18.1(d) or subsequent to Section 8.6 having been amended pursuant to Section 18.1(d)) in connection with such consent shall
be void and of no force or effect except solely as to such holder, and any amendments effected or waivers granted or to be effected or granted that would not have been or would not be so effected or granted but for such consent (and the consents of
all other holders of Notes that were acquired under the same or similar conditions) shall be void and of no force or effect except solely as to such holder. 
 Section 18.3. Binding Effect, etc. Any amendment or waiver consented to as provided in this Section 18 or any other Financing Document applies equally to all holders of Notes and
is binding upon them and upon each future holder of any Note and upon the Company without regard to whether such Note has been marked to indicate such amendment or waiver. No such amendment or waiver will extend to or affect any obligation,
covenant, agreement, Default or Event of Default not expressly amended or waived or impair any right consequent thereon. No course of dealing between the Company and any holder of a Note and no delay in exercising any rights hereunder or under any
Note or any other Financing Document shall operate as a waiver of any rights of any holder of such Note. 

Section 18.4. Notes Held by Company, etc. Solely for the purpose of determining whether the holders of the requisite
percentage of the aggregate principal amount of Notes then outstanding approved or consented to any amendment, waiver or consent to be given under any Financing Document, or have directed the taking of any action provided thereunder to be taken upon
the direction of the holders of a specified percentage of the aggregate principal amount of Notes then outstanding, Notes directly or indirectly owned by the Company or any of its Affiliates shall be deemed not to be outstanding. 

SECTION 19. NOTICES. 

Except to the extent otherwise provided in Section 7.4, all notices and communications provided for hereunder shall be in writing and
sent (a) by telecopy if the sender on the same day sends a confirming copy of such notice by an internationally recognized overnight delivery service (charges prepaid), or (b) by registered or certified mail with return receipt requested
(postage prepaid), or (c) by an internationally recognized overnight delivery service (with charges prepaid). Any such notice must be sent: 

  
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 (i) if to any Purchaser or its nominee, to such Purchaser or nominee at the
address specified for such communications in Schedule A, or at such other address as such Purchaser or nominee shall have specified to the Company in writing, 
 (ii) if to any other holder of any Note, to such holder at such address as such other holder shall have specified to the Company in writing, or 

(iii) if to the Company, to Getty Realty Corp., 125 Jericho Turnpike, Jericho, New York 11753, Attention of Chief
Financial Officer (Telecopy No. (516) 478-5403 with copies to: (x) Getty Realty Corp., 125 Jericho Turnpike, Jericho, New York 11753, Attention Chief Legal Officer (Telecopy No. (516) 478-5490 and (y) DLA Piper LLP (US), 203 N.
LaSalle Street, Suite 1900, Chicago, Illinois 60601, Attention: James M. Phipps, Esq. (Telecopy No. (312) 251-5735), or at such other address as the Company shall have specified to the holder of each Note in writing; provided that the
failure to deliver a copy under (y) above shall not affect the effectiveness of the delivery of such notice or other communication to the Company. 
 Notices under this Section 19 will be deemed given only when actually received. 
 SECTION
20. REPRODUCTION OF DOCUMENTS. 
 This Agreement and all documents relating thereto, including, without limitation,
(a) consents, waivers and modifications that may hereafter be executed, (b) documents received by any Purchaser at the Closing (except the Notes themselves), and (c) financial statements, certificates and other information previously
or hereafter furnished to any Purchaser, may be reproduced by such Purchaser by any photographic, photostatic, electronic, digital, or other similar process and such Purchaser may destroy any original document so reproduced. The Company agrees and
stipulates that, to the extent permitted by applicable law, any such reproduction shall be admissible in evidence as the original itself in any judicial or administrative proceeding (whether or not the original is in existence and whether or not
such reproduction was made by such Purchaser in the regular course of business) and any enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence. This Section 20 shall not prohibit the Company
or any other holder of Notes from contesting any such reproduction to the same extent that it could contest the original, or from introducing evidence to demonstrate the inaccuracy of any such reproduction. 

SECTION 21. CONFIDENTIAL INFORMATION. 
 For the purposes of this Section 21, “Confidential Information” means information delivered to any Purchaser by or on behalf of the Company or any Subsidiary in connection with the
transactions contemplated by or otherwise pursuant to the Financing Documents that is proprietary in nature, provided that such term does not include information that (a) was publicly known or otherwise known to such Purchaser prior to the time
of such disclosure, (b) subsequently becomes publicly known through no act or omission by such Purchaser or any Person acting on such Purchaser’s behalf, (c) otherwise becomes known to such Purchaser other


  
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than through disclosure by the Company or any Subsidiary or (d) constitutes financial statements delivered to such Purchaser under Section 7.1 that are otherwise publicly available.
Each Purchaser will maintain the confidentiality of such Confidential Information in accordance with procedures adopted by such Purchaser in good faith to protect confidential information of third parties delivered to such Purchaser, provided that
such Purchaser may deliver or disclose Confidential Information to (i) its directors, officers, employees, agents, attorneys, trustees and affiliates (to the extent such disclosure reasonably relates to the administration of the investment
represented by its Notes), (ii) its auditors, financial advisors and other professional advisors who agree to hold confidential the Confidential Information substantially in accordance with this Section 21, (iii) any other holder of
any Note, (iv) any Institutional Investor to which it sells or offers to sell such Note or any part thereof or any participation therein (if such Person has agreed in writing prior to its receipt of such Confidential Information to be bound by
this Section 21), (v) any Person from which it offers to purchase any Security of the Company (if such Person has agreed in writing prior to its receipt of such Confidential Information to be bound by this Section 21), (vi) any
federal or state regulatory authority having jurisdiction over such Purchaser, (vii) the NAIC or the SVO or, in each case, any similar organization, or any nationally recognized rating agency that requires access to information about such
Purchaser’s investment portfolio, or (viii) any other Person to which such delivery or disclosure may be necessary or appropriate (x) to effect compliance with any law, rule, regulation or order applicable to such Purchaser;
(y) in connection with any subpoena or other legal process; provided, however, that in the event a Purchaser or holder of any Note receives a subpoena or other legal process to disclose Confidential Information to any party, such Purchaser or
holder shall, if legally permitted, notify the Company thereof as soon as possible after such Purchaser or holder has determined that it will respond to such subpoena or legal process so that the Company may seek a protective order or other
appropriate remedy; provided further, however, that notwithstanding the foregoing, no such Purchaser or holder shall be subject to any liability for responding to such subpoena or legal process regardless of whether the Company shall have been able
to obtain such a protective order or avail itself of such other appropriate remedy; or (z) if an Event of Default has occurred and is continuing, to the extent such Purchaser may reasonably determine such delivery and disclosure to be necessary
or appropriate in the enforcement or for the protection of the rights and remedies under such Purchaser’s Notes, this Agreement or any other Financing Document. Each holder of a Note, by its acceptance of a Note, will be deemed to have agreed
to be bound by and to be entitled to the benefits of this Section 21 as though it were a party to this Agreement. On reasonable request by the Company in connection with the delivery to any holder of a Note of information required to be
delivered to such holder under this Agreement or requested by such holder (other than a holder that is a party to this Agreement or its nominee), such holder will enter into an agreement with the Company embodying this Section 21. 

In the event that as a condition to receiving access to information relating to the Company or its Subsidiaries in connection with the
transactions contemplated by or otherwise pursuant to any Financing Document, any Purchaser or holder of a Note is required to agree to a confidentiality undertaking (whether through IntraLinks, another secure website, a secure virtual workspace or
otherwise) which is different from this Section 21, this Section 21 shall not be amended thereby and, as between such Purchaser or such holder and the Company, this Section 21 shall supersede any such other confidentiality
undertaking. 

  
 60 









 SECTION 22. SUBSTITUTION OF PURCHASER. 

Each Purchaser shall have the right to substitute any one of its Affiliates or another Purchaser or any one of such other Purchaser’s
Affiliates (a “Substitute Purchaser”) as the purchaser of the Notes that it has agreed to purchase hereunder, by written notice to the Company, which notice shall be signed by both such Purchaser and such Substitute Purchaser, shall
contain such Substitute Purchaser’s agreement to be bound by this Agreement and shall contain a confirmation by such Substitute Purchaser of the accuracy with respect to it of the representations set forth in Section 6. Upon receipt of
such notice, any reference to such Purchaser in this Agreement (other than in this Section 22), shall be deemed to refer to such Substitute Purchaser in lieu of such original Purchaser. Notwithstanding the foregoing, no such substitution shall
release such original Purchaser from its obligations hereunder until the Company’s receipt in full of the purchase price for the Notes. In the event that such Substitute Purchaser is so substituted as a Purchaser hereunder and such Substitute
Purchaser thereafter transfers to such original Purchaser all of the Notes then held by such Substitute Purchaser, upon receipt by the Company of notice of such transfer, any reference to such Substitute Purchaser as a “Purchaser” in this
Agreement (other than in this Section 22), shall no longer be deemed to refer to such Substitute Purchaser, but shall refer to such original Purchaser, and such original Purchaser shall again have all the rights of an original holder of the
Notes under this Agreement. 
 SECTION 23. INDEMNITY; DAMAGE WAIVER. 

(a) The Company and each Subsidiary Guarantor shall indemnify each Purchaser, each holder from time to time of a Note, and
each Related Party of any of the foregoing Persons (each such Person being called an “Indemnitee”) against, and hold each Indemnitee harmless from, any and all losses, claims, damages, liabilities and related expenses, including the
fees, charges and disbursements of any counsel for any Indemnitee, incurred by or asserted against any Indemnitee arising out of, in connection with, or as a result of: 

(i) the execution or delivery of this Agreement, any other Financing Document or any agreement or instrument contemplated
hereby or thereby, the performance by the parties hereto or thereto of their respective obligations hereunder or thereunder or the consummation of the Transactions or any other transactions contemplated hereby or thereby; 

(ii) any Note or the use of the proceeds therefrom; 

(iii) any actual or alleged presence or release of Hazardous Substances on or from any property owned or operated by the
Company or any of its Subsidiaries, or any Environmental Liability related in any way to the Company or any of its Subsidiaries; or 
 (iv) any actual or prospective claim, litigation, investigation or proceeding relating to any of the foregoing, whether based on contract, tort or any other theory and regardless of whether any Indemnitee
is a party thereto; 

  
 61 









 provided that such indemnity shall not, as to any Indemnitee, be available to the extent
that such losses, claims, damages, liabilities or related expenses are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the fraud, gross negligence or willful misconduct of such Indemnitee. In
addition, the indemnification set forth in this Section 23 in favor of any Related Party shall be solely in their respective capacities as a director, officer, agent or employee, as the case may be. 

(b) To the extent permitted by applicable law, no Obligor shall assert, and each Obligor hereby waives, any claim against
any Indemnitee, on any theory of liability, for special, indirect, consequential or punitive damages (as opposed to direct or actual damages) arising out of, in connection with, or as a result of, this Agreement, any other Financing Document or any
agreement or instrument contemplated hereby or thereby, the Transactions, any Note or the use of the proceeds thereof. 
 SECTION 24.
MISCELLANEOUS. 
 Section 24.1. Successors and Assigns. All covenants and other agreements contained in
this Agreement by or on behalf of any of the parties hereto bind and inure to the benefit of their respective successors and assigns (including, without limitation, any subsequent holder of a Note) whether so expressed or not. 

Section 24.2. Accounting Terms. All accounting terms used herein which are not expressly defined in this Agreement
have the meanings respectively given to them in accordance with GAAP; provided that, if the Company notifies the Required Holders that the Company requests an amendment to any provision hereof to eliminate the effect of any change occurring after
the date hereof in GAAP or in the application thereof on the operation of such provision (or if the Required Holders notify the Company that the Required Holders request an amendment to any provision hereof for such purpose), regardless of whether
any such notice is given before or after such change in GAAP or in the application thereof, then such provision shall be interpreted on the basis of GAAP as in effect and applied immediately before such change shall have become effective until such
notice shall have been withdrawn or such provision amended in accordance herewith. Except as otherwise specifically provided herein, (i) all computations made pursuant to this Agreement shall be made in accordance with GAAP, and (ii) all
financial statements shall be prepared in accordance with GAAP. For purposes of determining compliance with this Agreement (including, without limitation, Section 9, Section 10 and the definition of “Indebtedness”), any election
by the Company to measure any financial liability using fair value (as permitted by Financial Accounting Standards Board Accounting Standards Codification Topic No. 825-10-25 – Fair Value Option, International Accounting Standard 39
– Financial Instruments: Recognition and Measurement or any similar accounting standard) shall be disregarded and such determination shall be made as if such election had not been made. 

Section 24.3. Severability. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction
shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall (to the full extent
permitted by law) not invalidate or render unenforceable such provision in any other jurisdiction. 

  
 62 









 Section 24.4. Construction, etc. Each covenant contained herein shall be
construed (absent express provision to the contrary) as being independent of each other covenant contained herein, so that compliance with any one covenant shall not (absent such an express contrary provision) be deemed to excuse compliance with any
other covenant. Where any provision herein refers to action to be taken by any Person, or which such Person is prohibited from taking, such provision shall be applicable whether such action is taken directly or indirectly by such Person. 

Section 24.5. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be an
original but all of which together shall constitute one instrument. Each counterpart may consist of a number of copies hereof, each signed by less than all, but together signed by all, of the parties hereto. 

Section 24.6. Governing Law. This Agreement shall be construed and enforced in accordance with, and the rights of the
parties shall be governed by, the law of the State of New York pursuant to Section 5-1401 of the General Obligation Law of the State of New York. 
 Section 24.7. Jurisdiction and Process; Waiver of Jury Trial. 
 (a) Each Obligor irrevocably submits to the non-exclusive jurisdiction of any New York State or federal court sitting in the Borough of Manhattan, The City of New York, over any suit, action or proceeding
arising out of or relating to this Agreement or the Notes. To the fullest extent permitted by applicable law, each Obligor irrevocably waives and agrees not to assert, by way of motion, as a defense or otherwise, any claim that it is not subject to
the jurisdiction of any such court, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding brought in any such court and any claim that any such suit, action or proceeding brought in any
such court has been brought in an inconvenient forum. 
 (b) Each Obligor consents to process being served by or
on behalf of any holder of Notes in any suit, action or proceeding of the nature referred to in this Section 24.7(a) by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, return
receipt requested, to it at its address specified in Section 19 or at such other address of which such holder shall then have been notified pursuant to said Section. Each Obligor agrees that such service upon receipt (i) shall be deemed in
every respect effective service of process upon it in any such suit, action or proceeding and (ii) shall, to the fullest extent permitted by applicable law, be taken and held to be valid personal service upon and personal delivery to it.
Notices hereunder shall be conclusively presumed received as evidenced by a delivery receipt furnished by the United States Postal Service or any reputable commercial delivery service. 

(c) Nothing in this Section 24.7 shall affect the right of any holder of a Note to serve process in any manner
permitted by law, or limit any right that the holders of any of the Notes may have to bring proceedings against any Obligor in the courts of any appropriate jurisdiction or to enforce in any lawful manner a judgment obtained in one jurisdiction in
any other jurisdiction. 

  
 63 









 (d) The parties hereto hereby waive trial by jury in any action brought on
or with respect to this Agreement, the Notes or any other document executed in connection herewith or therewith. 

*    *    *    *    * 

  
 64 









 If you are in agreement with the foregoing, please sign the form of agreement on a
counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement between you and the Obligors. 
  

			
	Very truly yours,
	
	GETTY REALTY CORP.
		
	By:	 	 
	Name:
	Title:
	
	GETTY PROPERTIES CORP.
	GETTY TM CORP.
	AOC TRANSPORT, INC.
	GETTYMART INC.
	LEEMILT’S PETROLEUM, INC.
	SLATTERY GROUP INC.
	GETTY HI INDEMNITY, INC.
	GETTY LEASING, INC.
	GTY NY LEASING, INC.
	GTY MA/NH LEASING, INC.
	GTY MD LEASING, INC.
		
	By:	 	 
	Name: David B. Driscoll
	Title: President and Chief Executive Officer


  

					
	 POWER TEST REALTY COMPANY
 LIMITED PARTNERSHIP

	By:	 	Getty Properties Corp., its General Partner
			
		 	By:	 	 
		 	Name:	 	David B. Driscoll
		 	Title:	 	President and Chief Executive Officer










			
	This Agreement is hereby
	accepted and agreed to as of the date hereof.
	
	THE PRUDENTIAL INSURANCE COMPANY OF AMERICA
		
	By:	 	 
	Name:
	Title: Vice President

  

			
	PRUDENTIAL RETIREMENT INSURANCE AND ANNUITY COMPANY
		
	By:	 	Prudential Investment Management, Inc., as investment manager
		
	By:	 	 
	Name:
	Title: Vice President


  
 2 








 SCHEDULE A 

INFORMATION RELATING TO PURCHASERS 

[***]1
 
  

 

	1 	[***] Indicates material that has been omitted and for which confidential treatment has been requested. All such omitted material has been filed with the Securities and
Exchange Commission pursuant to Rule 24b-2 under the Securities and Exchange Act of 1934, as amended. 


  
 Schedule A-1









 SCHEDULE B 

DEFINED TERMS 
 As used herein, the following terms have the respective meanings set forth below or set forth in the Section hereof following such term: 

“Additional Collateral” is defined in Section 10.13. 

“Additional Leased Properties” means those properties which are subject to the Additional Leases, including as of the
date hereof those properties identified on Schedule 5.21(a)(2) attached hereto. 
 “Additional Leases” means
those leases identified on Schedule 5.21(b)(2) attached hereto, as such Schedule may be modified to add or remove leases after the date hereof in accordance with the terms hereof. 

“Affiliate” means, with respect to a specified Person, another Person that directly, or indirectly through one or more
intermediaries, Controls or is Controlled by or is under common Control with the Person specified. 
 “Aggregate
Debt” means, on any date of determination, (a) the aggregate amount of indebtedness outstanding under the Bank Loan Documents and the Financing Documents on such date, plus (b) all other Indebtedness incurred by the Company and
its Subsidiaries, including, without limitation, Capital Lease Obligations, that is outstanding on such date. 

“Agreement” means this Agreement, including all Schedules attached to this Agreement, as it may be amended, restated,
supplemented or otherwise modified from time to time. 
 “Anti-Corruption Laws” is defined in
Section 5.16(d)(1). 
 “Anti-Money Laundering Laws” is defined in Section 5.16(c). 

“Appraisal” means, with respect to any Mortgaged Property Lease, (a) from the date of Closing until the first date
that a new appraisal of such Mortgaged Property Lease is obtained pursuant to Section 10.1 of this Agreement or Section 6.01 of the Bank Credit Agreement, the appraisal of such Mortgaged Property Lease delivered to the Purchasers pursuant
to Section 4.13(g) hereof, and (b) at any time thereafter, the most recent appraisal of such Mortgaged Property Lease issued to (i) the holders of Notes pursuant to Section 10.1 of this Agreement or (ii) the Bank Agent
and/or the Bank Lenders pursuant to Section 6.01 of the Bank Credit Agreement, a copy of which shall have been provided to the holders of Notes; provided that if such appraisal is to be delivered pursuant Section 10.1 such appraisal shall
be a “Member of the Appraisal Institute” appraisal reasonably acceptable to the Required Holders as to form, substance and appraisal date), prepared by a professional appraiser reasonably acceptable to the Required Holders. 

  
 Schedule B-1









 “Appraised Value” means, with respect to any Mortgaged Property Lease
(other than the White Oak Lease) at any time, the lesser of (a) the Appraised Value as determined by and provided in the most recent Appraisal of such Mortgaged Property Lease at such time; provided, that if the Bank Agent or the Bank Lenders
have adjusted the value downward in accordance with the terms of the Bank Credit Agreement, then the “Appraised Value” shall equal such lesser value, and (b) to the extent that the Required Holders have the right to require a
revaluation pursuant to clause (i) of the last paragraph of Section 10.1, the “as is” market value of such Mortgaged Property Lease as reflected in the most recent Appraisal of such Mortgaged Property Lease as the same may have
been reasonably adjusted downward by the Required Holders based upon its internal review of such Appraisal which is based on criteria and factors then generally used and considered by the Required Holders in determining the value of similar real
estate properties or leases, which review shall be conducted prior to acceptance of such Appraisal by the Required Holders, and further adjusted to account for (i) any Environmental Liability or Remediation costs or expenses reasonably expected
to be associated with any Property subject to such Mortgaged Property Lease based upon the Environmental Reports, and (ii) any anticipated Tank replacement costs and/or financing or Liens affecting any Tanks, in each case to the extent not
already accounted for in the Appraised Value. 
 “Bank Agent” means JPMorgan Chase Bank, N.A., in its capacity
as administrative agent for the Bank Lenders under the Bank Credit Agreement. 
 “Bank Credit Agreement” means
the Credit Agreement, dated as of the date hereof, among the Company, the Bank Agent and the lenders from time to time party thereto, including any renewals, extensions, amendments, supplements, restatements, replacements or refinancing thereof.

 “Bank Lenders” means the lenders from time to time party to the Bank Credit Agreement. 

“Bank Loan Documents” means, collectively, the Bank Credit Agreement and all other Loan Documents, as such term is
defined in the Intercreditor Agreement. 
 “Blocked Person” is defined in Section 5.16(a). 

“Business Day” means any day other than a Saturday, a Sunday or a day on which commercial banks in New York, New York
are required or authorized to be closed. 
 “Cap Rate” means nine percent (9%). 

“CapEx Reserve” means a capital expenditure reserve equal to $10,000 for each Property that is subject to both
(a) a License Agreement and (b) an Interim Supply Agreement. 
 “Capital Lease Obligations” of any
Person means the obligations of such Person to pay rent or other amounts under any lease of (or other arrangement conveying the right to use) real or personal property, or a combination thereof, which obligations are required to be classified and
accounted for as capital leases on a balance sheet of such Person under GAAP, and the amount of such obligations shall be the capitalized amount thereof determined in accordance with GAAP. 

  
 Schedule B-2









 “Casualty Event” means the occurrence of any casualty to or condemnation of
any of the Restricted Properties or any portion thereof. 
 “Change in Control” is defined in
Section 8.7(h). 
 “Change in Control Prepayment Amount” means, with respect to any Note at any date of
determination (a) prior to the first anniversary of the date of the Closing, an amount equal to 2% of the outstanding principal amount of such Note on such date and (b) on or after the first anniversary of the date of the Closing, the Make
Whole Amount with respect to such Note determined as of such date. 
 “Change in Control Prepayment Date” is
defined in Section 8.7(c). 
 “CISADA” means the Comprehensive Iran Sanctions, Accountability and
Divestment Act. 
 “Closing” is defined in Section 3. 

“Code” means the Internal Revenue Code of 1986, as amended from time to time, and the rules and regulations promulgated
thereunder from time to time. 
 “Collateral” is defined in Section 1(c). 

“Collateral Agent” means JPMorgan Chase Bank, N.A., in its capacity as Collateral Agent under the Intercreditor
Agreement. 
 “Company” is defined in the introductory paragraph of this Agreement. 

“Confidential Information” is defined in Section 21. 

“Contribution Agreement” is defined in Section 4.15. 

“Control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management
or policies of a Person, whether through the ability to exercise voting power, by contract or otherwise. “Controlling” and “Controlled” have meanings correlative thereto. 

“Control Event” is defined in Section 8.7. 

“Controlled Entity” means (i) any of the Subsidiaries of the Company and any of their or the Company’s
respective Controlled Affiliates and (ii) if the Company has a parent company, such parent company and its Controlled Affiliates. 
 “Debt to EBITDA Ratio” means, as of any date of determination, the ratio of Aggregate Debt to EBITDA as of the end of the most recently ended fiscal quarter. 

“Default” means an event or condition the occurrence or existence of which would, with the lapse of time or the giving
of notice or both, become an Event of Default. 

  
 Schedule B-3









 “Default Rate” means that rate of interest that is the greater of
(i) 2% per annum above the rate of interest stated in clause (a) of the first paragraph of the Notes or (ii) 2% over the rate of interest publicly announced by JPMorgan Chase Bank, N.A. in New York, New York as its “base” or
“prime” rate. 
 “Deposit Account” means any deposit account established subject to a Deposit Account
Control Agreement. 
 “Deposit Account Control Agreement” means a Blocked Account Control Agreement among the
Company, the Collateral Agent and JPMorgan Chase Bank, N.A. (or another Bank Lender), as depositary bank, substantially in the form of Exhibit B attached hereto, as amended, restated or otherwise modified from time to time. 

“Designated Proceeds” means the proceeds of each of the following: (a) the issuance of any additional Equity
Interests by the Company or any of its Subsidiaries, (b) any payment as a result of any judgment or settlement with respect to litigation involving the Company or any of its Subsidiaries (including, without limitation, the Lukoil Dispute),
(c) the incurrence of additional Indebtedness by the Company or any of its Subsidiaries other than with respect to (i) non-recourse Indebtedness assumed or incurred by the Company or any of its Subsidiaries in connection with an
acquisition of a Property or Properties and (ii) non-recourse mortgage Indebtedness secured by Properties other than the Restricted Properties up to, in the aggregate, not in excess of 10% of the Company’s Tangible Net Worth, and
(d) with respect to any Casualty Event, an amount equal to the difference of (i) the aggregate amount of insurance proceeds and condemnation awards received in respect of such Casualty Event, minus (ii) the sum of the aggregate
amount of insurance proceeds and condemnation awards (A) paid to the Tenant in accordance with the applicable Restricted Property Lease and (B) applied to the repair or restoration of the applicable Properties in accordance with the
Financing Documents. 
 “Designated Proceeds Prepayment Date” is defined in Section 8.3(a). 

“Designated Proceeds Prepayment Offer” is defined in Section 8.3(a). 

“Disclosure Documents” is defined in Section 5.3. 

“EBITDA” means, on any date of determination, (x) the consolidated net income of the Company and its Subsidiaries
for the then most recently ended fiscal quarter, after deduction for environmental expenses (without duplication) and adjusted for straight-line rents and net amortization of above-market and below-market leases, and deferred financing leases, plus
income taxes, interest expense, depreciation, amortization and calculated exclusive of (i) gains or losses on sales of operating real estate and marketable securities incurred during such fiscal quarter, (ii) other extraordinary items
incurred during such fiscal quarter, (iii) one-time cash charges incurred during such fiscal quarter with respect to (x) the original closing of the Bank Loans and the purchase of the Notes during the fiscal quarter that includes the date
of the Closing or (y) continued compliance by the Company with the terms and conditions of the Bank Loan Documents and the Financing Documents, including, without limitation, legal fees, (iv) non-cash impairments taken in accordance with
GAAP during such fiscal quarter, all determined in accordance with GAAP and (v) any rent or other revenue that has been earned by the 

  
 Schedule B-4









 
Company or its Subsidiaries during such fiscal quarter but not yet actually paid to the Company or its Subsidiaries, unless otherwise set off from net income, multiplied by
(y) four (4). EBITDA will be calculated on a pro forma basis to take into account the impact of any Property acquisitions and/or dispositions made by the Company or its Subsidiaries during the most recently ended fiscal quarter, as well as any
long-term leases signed during such fiscal quarter, as if such acquisitions, dispositions and/or lease signings occurred on the first day of such fiscal quarter. 
 “EBITDAR” means for any Person, as of any date of determination, the sum of (x) EBITDA plus (y) (i) rent expenses exclusive of non-cash rental expense adjustments for the
then most recently ended fiscal quarter, (ii) multiplied by four (4). 
 “Electronic
Delivery” is defined in Section 7.1(a). 
 “Environmental Indemnity” means that certain
Environmental Indemnity Agreement, dated as of the date hereof, made by the Company and each of the Subsidiary Guarantors in favor of the Collateral Agent, for the benefit of the holders of Notes and the other “Indemnified Persons” as
defined therein, substantially in the form of Exhibit C attached hereto, as amended, restated or otherwise modified from time to time. 
 “Environmental Laws” has the meaning set forth in the Environmental Indemnity. 
 “Environmental Liability” has the meaning set forth in the Environmental Indemnity. 
 “Environmental Reports” has the meaning set forth in the Environmental Indemnity. 
 “Equity Interests” means shares of capital stock, partnership interests, membership interests in a limited liability company, beneficial interests in a trust or other equity ownership
interests in a Person, and any warrants, options or other rights entitling the holder thereof to purchase or acquire any such equity interest. 
 “Equity Pledge” means that certain Pledge and Security Agreement, dated as of the date hereof, made by the Company and each of the Subsidiary Guarantors in favor of the Collateral Agent,
substantially in the form of Exhibit D attached hereto, as amended, restated or otherwise modified from time to time. 

“ERISA” means the Employee Retirement Income Security Act of 1974, as amended from time to time, and the rules and
regulations promulgated thereunder from time to time in effect. 
 “ERISA Affiliate” means any trade or
business (whether or not incorporated) that, together with the Company, is treated as a single employer under Section 414(b) or (c) of the Code or, solely for purposes of Section 302 of ERISA and Section 412 of the Code, is
treated as a single employer under Section 414 of the Code. 
 “ERISA Event” means (a) any
“reportable event”, as defined in Section 4043 of ERISA or the regulations issued thereunder with respect to a Plan (other than an event for which the 30 day notice period is waived); (b) the existence with respect to any Plan of
an “accumulated 

  
 Schedule B-5









 
funding deficiency” (as defined in Section 412 of the Code or Section 302 of ERISA), whether or not waived; (c) the filing pursuant to Section 412(d) of the Code or
Section 303(d) of ERISA of an application for a waiver of the minimum funding standard with respect to any Plan; (d) the incurrence by the Company or any of its ERISA Affiliates of any liability under Title IV of ERISA with respect to the
termination of any Plan; (e) the receipt by the Company or any ERISA Affiliate from the PBGC or a plan administrator of any notice relating to an intention to terminate any Plan or Plans or to appoint a trustee to administer any Plan;
(f) the incurrence by the Company or any of its ERISA Affiliates of any liability with respect to the withdrawal or partial withdrawal from any Plan or Multiemployer Plan; or (g) the receipt by the Company or any ERISA Affiliate of any
notice, or the receipt by any Multiemployer Plan from the Company or any ERISA Affiliate of any notice, concerning the imposition of Withdrawal Liability or a determination that a Multiemployer Plan is, or is expected to be, insolvent or in
reorganization, within the meaning of Title IV of ERISA. 
 “Event of Default” is defined in Section 11.

 “Exchange Act” means the Securities Exchange Act of 1934, as amended from time to time, and the rules and
regulations promulgated thereunder from time to time in effect. 
 “Financing Documents” means this Agreement,
the Notes, the Intercreditor Agreement, the Environmental Indemnity and the Security Documents, and each other agreement executed and delivered to or for the benefit of the holders of Notes in connection with the transactions contemplated hereby, as
each may be amended, restated, supplemented or otherwise modified from time to time. 
 “Fixed Charge Coverage
Ratio” means, as of the date of determination, the ratio of (a) EBITDAR (less any cash environmental remediation payments during the preceding twelve (12) months (net of any amounts received from any available State environmental
funds and net of any non-cash environmental accretion expense) and the required CapEx Reserves) as of the end of the most recently ended fiscal quarter, to (b) the sum of all interest incurred (accrued, paid or capitalized and determined based
upon the actual interest rate) plus regularly scheduled principal payments paid with respect to Indebtedness (excluding optional prepayments and balloon principal payments due on maturity in respect of any Indebtedness), plus rent expenses
(exclusive of non-cash rental expense adjustments), dividends on preferred stock or minority interest distributions, with respect to this clause (b), all calculated with respect to the most recently ended fiscal quarter and multiplied by four (4),
and, with respect to both clauses (a) and (b), all determined on a consolidated basis in accordance with GAAP. 

“Form 10-K” is defined in Section 7.1(b). 
 “Form 10-Q” is defined in Section 7.1(a). 

“Fraudulent Transfer Laws” is defined in Section 15.11. 

“GAAP” means generally accepted accounting principles as in effect from time to time in the United States of America.


  
 Schedule B-6









 “General Assignment” means that certain General Assignment and Security
Agreement, dated as of the date hereof, among the Company, each of the Subsidiary Guarantors and the Collateral Agent, substantially in the form of Exhibit E attached hereto. 

“Governmental Authority” means the government of the United States of America, any other nation or any political
subdivision thereof, whether state or local, and any agency, authority, instrumentality, regulatory body, court, central bank or other entity exercising executive, legislative, judicial, taxing, regulatory or administrative powers or functions of or
pertaining to government. 
 “Governmental Official” means any governmental official or employee, employee of
any government-owned or government-controlled entity, political party, any official of a political party, candidate for political office, or anyone else acting in an official capacity. 

“Ground Leases” means those certain leases more particularly described on Schedule 5.21(c). 

“Guaranteed Obligations” is defined in Section 15.1. 

“Hazardous Substances” has the meaning set forth in the Environmental Indemnity. 

“holder” means, with respect to any Note, the Person in whose name such Note is registered in the register maintained by
the Company pursuant to Section 13.1, provided, however, that if such Person is a nominee, then for the purposes of Sections 7, 12, 18.2 and 19 and any related definitions in this Schedule B, “holder” shall mean the beneficial
owner of such Note whose name and address appears in such register. 
 “Incorporated Provision” means a term or
condition with respect to Indebtedness incorporated herein under Section 9.10. 
 “Indebtedness” of any
Person means, without duplication, (a) all obligations of such Person for borrowed money or with respect to unfunded deposits or advances of any kind, (b) all obligations of such Person evidenced by bonds, debentures, notes or similar
instruments, (c) all obligations of such Person upon which interest charges are customarily paid, (d) all obligations of such Person under conditional sale or other title retention agreements relating to property acquired by such Person,
(e) all obligations of such Person in respect of the deferred purchase price of property or services (excluding current accounts payable incurred in the ordinary course of business), (f) all Indebtedness of others secured by (or for which
the holder of such Indebtedness has an existing right, contingent or otherwise, to be secured by) any Lien on property owned or acquired by such Person, whether or not the Indebtedness secured thereby has been assumed, (g) all guarantees by
such Person of Indebtedness of others, (h) all Capital Lease Obligations of such Person, (i) all obligations, contingent or otherwise, of such Person as an account party in respect of letters of credit and letters of guaranty, (j) all
obligations, contingent or otherwise, of such Person in respect of bankers’ acceptances and (k) net obligations arising under Swap Agreements (to the extent required to be reflected on the balance sheet of such Person in accordance with
GAAP), exclusive, however, of all accounts payable, accrued interest and expenses, prepaid rents, security deposits and dividends and distributions declared but not yet paid. The Indebtedness of any Person shall include the Indebtedness of any other
entity 

  
 Schedule B-7









 
(including any partnership in which such Person is a general partner) to the extent such Person is liable therefor as a result of such Person’s ownership interest in or other relationship
with such entity, except to the extent the terms of such Indebtedness provide that such Person is not liable therefor. Indebtedness shall not include any Intracompany Indebtedness. 

“Indemnitee” is defined in Section 23(a). 
 “INHAM Exemption” is defined in Section 6.2(e). 

“Initial Subsidiary Guarantors” is defined in the introductory paragraph of this Agreement. 

“Institutional Investor” means (a) any Purchaser of a Note, (b) any holder of a Note holding (together with
one or more of its affiliates) more than 10% of the aggregate principal amount of the Notes then outstanding, (c) any bank, trust company, savings and loan association or other financial institution, any pension plan, any investment company,
any insurance company, any broker or dealer, or any other similar financial institution or entity, regardless of legal form, and (d) any Related Fund of any holder of any Note. 

“Intercreditor Agreement” is defined in Section 4.12. 

“Interim Supply Agreement” means that certain Transitional Supply and Support Services Agreement dated as of
April 26, 2012, among the Company and Global Montello Group Corp., and all amendments, modifications and supplements thereto. 
 “Intracompany Indebtedness” means any indebtedness whose obligor and obligee are the Company and/or any Subsidiary of the Company. 

“Joinder” means a joinder agreement substantially in the form of Exhibit A attached hereto. 

“Lease” means any lease, sublease and/or occupancy agreements under which the Company or any Subsidiary of the Company
is the landlord (or sub-landlord) or lessor (or sub-lessor) affecting any Property or any part thereof now or hereafter executed and all amendments, modifications or supplements thereto. 

“License Agreements” means any license agreements under which the Company or any Subsidiary of the Company is the
licensor (or sub-licensor) affecting any Property or any part thereof now or hereafter executed and all amendments, modifications or supplements thereto. 
 “Lien” means, with respect to any asset, (a) any mortgage, deed of trust, lien, pledge, hypothecation, encumbrance, charge or security interest in, on or of such asset, (b) the
interest of a vendor or a lessor under any conditional sale agreement, capital lease or title retention agreement (or any financing lease having substantially the same economic effect as any of the foregoing) relating to such asset and (c) in
the case of securities, any purchase option, call or similar right of a third party with respect to such securities. 

  
 Schedule B-8









 “Loan-to-Value Ratio” means, as of any date of determination, the ratio
expressed as a percentage of (a) the sum of the (x) aggregate Total Credit Exposure (as such term is defined in the Bank Credit Agreement on the date hereof or as amended pursuant to an amendment approved by the Required Holders) of all
Bank Lenders on such date and, to the extent required to be reflected on the balance sheet of the Company in accordance with GAAP, any obligations outstanding on such date with respect to any Swap Agreements entered into in connection therewith
(marked-to-market as of the last day of the most recently ended fiscal quarter), (y) then outstanding principal amount due under the Financing Documents and, to the extent required to be reflected on the balance sheet of the Company in
accordance with GAAP, any obligations outstanding on such date with respect to any Swap Agreements entered into in connection therewith (marked-to-market as of the last day of the most recently ended fiscal quarter), and (z) net environmental
liability outstanding as of the last day of the then most recently ended fiscal quarter as shown on the financial statements of the Company for such fiscal quarter to (b) the sum of (i) the aggregate Appraised Value as of such date of the
Mortgaged Property Leases (other than the White Oak Lease) then in full force and effect in all material respects, and (ii) the Net Operating Income as of such date of the Additional Leases and the White Oak Lease (in each case to the extent
then in full force and effect in all material respects) divided by the Cap Rate; provided, however, the value attributable to the White Oak Lease under clause (ii) above (that is, the Net Operating Income with respect to the White Oak Lease
divided by the Cap Rate) shall be adjusted to account for (a) any Environmental Liability or Remediation costs or expenses reasonably expected to be associated with any Property subject to the White Oak Lease based upon the Environmental
Reports, and (b) any anticipated Tank replacement costs and/or financing or Liens affecting any Tanks associated with any Property subject to the White Oak Lease. 
 “Lukoil Dispute” means the dispute described on Schedule C attached hereto. 
 “Make-Whole Amount” is defined in Section 8.8. 

“Material” means material in relation to the business, operations, affairs, financial condition, assets, properties, or
prospects of the Company and its Subsidiaries taken as a whole. 
 “Material Adverse Effect” means a material
adverse effect on (a) the business, assets, prospects or condition, financial or otherwise, of the Company and the Subsidiaries taken as a whole, (b) the validity or enforceability of this Agreement, the Notes or any Joinder or
(c) the rights of or benefits available to the holders of Notes under this Agreement, the Notes or any Joinder. 

“Material Environmental Issue” means events or circumstances with respect to any Restricted Property which, based upon
Environmental Reports or other information available to the holders of Notes, could reasonably be expected to result in Environmental Liability or Remediation costs in excess of (a) if with respect to a Mortgaged Property, the lesser of
(i) $250,000 and (ii) 50% of the then Appraised Value of such Restricted Property or (b) if with respect to an Additional Leased Property, $250,000. 
 “Maturity Date” is defined in the first paragraph of each Note. 

  
 Schedule B-9









 “Mortgage Policies” is defined in Section 4.13(b). 

“Mortgaged Properties” means those properties identified on Schedule 5.21(a)(1) attached hereto. 

“Mortgaged Property Leases” means those Leases identified on Schedule 5.21(b)(1) attached hereto. 

“Mortgages” is defined in Section 4.13. 
 “Multiemployer Plan” means any Plan that is a “multiemployer plan” (as such term is defined in section 4001(a)(3) of ERISA). 

“NAIC” means the National Association of Insurance Commissioners or any successor thereto. 

“NAIC Annual Statement” is defined in Section 6.2(a). 

“Negative Pledge” means, with respect to a given asset, any provision of a document, instrument or agreement (other than
any Bank Loan Document or any Financing Document) which prohibits or purports to prohibit the creation or assumption of any Lien on such asset as security for Indebtedness of the Person owning such asset or any other Person. 

“Net Operating Income” means, as of any date of determination, the net operating income for the then most recently ended
fiscal quarter derived by the Company and its Subsidiaries from the Additional Leases, calculated in the same manner as the calculations of Net Operating Income previously provided to holders of Notes on or prior to the date of the Closing or such
other manner as may be reasonably approved by the Required Holders, multiplied by four (4). Net Operating Income will be calculated on a pro forma basis to take into account the impact of any Property acquisitions and/or dispositions
made by the Company or its Subsidiaries since the first day of the most recently ended fiscal quarter to the date of determination, as well as any long-term leases signed during such period, as if such acquisitions, dispositions and/or lease
signings occurred on the first day of such fiscal quarter. 
 “Notes” is defined in Section 1. 

“Obligors” is defined in Section 1(c). 
 “OFAC” is defined in Section 5.16(a). 
 “OFAC Listed
Person” is defined in Section 5.16(a). 
 “OFAC Sanctions Program” means any economic or trade
sanction that OFAC is responsible for administering and enforcing. A list of OFAC Sanctions Programs may be found at http://www.treasury.gov/resource-center/sanctions/Programs/Pages/Programs.aspx. 

“Officer’s Certificate” means a certificate of a Senior Financial Officer or of any other officer of the Company
whose responsibilities extend to the subject matter of such certificate. 

  
 Schedule B-10









 “PBGC” means the Pension Benefit Guaranty Corporation referred to and
defined in ERISA or any successor entity performing similar functions. 
 “Permitted Encumbrances” means:

 (a) Liens imposed by law for taxes that are not yet due or are being contested in compliance with
Section 9.2; 
 (b) carriers’, warehousemen’s, mechanics’, materialmen’s,
repairmen’s and other like Liens imposed by law, arising in the ordinary course of business and securing obligations that are not overdue by more than 60 days or are being contested in compliance with Section 9.2; 

(c) pledges and deposits made in the ordinary course of business in compliance with workers’ compensation,
unemployment insurance and other social security laws or regulations or to secure liabilities to other insurance carrier; 
 (d) deposits to secure the performance of bids, trade contracts, leases, statutory obligations, purchase contracts, construction contracts, surety and appeal bonds, performance bonds and other obligations
of a like nature, in each case in the ordinary course of business; 
 (e) other than with respect to Restricted
Properties, judgment liens in respect of judgments that do not constitute an Event of Default under clause (i) of Section 11; 
 (f) easements, zoning restrictions, rights-of-way and similar encumbrances on real property imposed by law or arising in the ordinary course of business that do not secure any monetary obligations and do
not materially detract from the value of the affected property or interfere with the ordinary conduct of business of the Company or any Subsidiary; 
 (g) Liens for purchase money obligations for equipment (or Liens to secure Indebtedness incurred within 90 days after the purchase of any equipment to pay all or a portion of the purchase price thereof or
to secure Indebtedness incurred solely for the purpose of financing the acquisition of any such equipment, or extensions, renewals, or replacements of any of the foregoing for the same or lesser amount); provided that (i) the Indebtedness
secured by any such Lien does not exceed the purchase price of such equipment, (ii) any such Lien encumbers only the asset so purchased and the proceeds upon sale, disposition, loss or destruction thereof, (iii) such Lien after giving
effect to Indebtedness secured thereby, does not give rise to an Event of Default and (iv) with respect to the Restricted Properties, such Liens have been created by a Restricted Property Tenant or sublessee of such Restricted Property Tenant
in accordance with the terms of the applicable Lease or sublease; 
 (h) (x) Liens and judgments which have been
or will be bonded (and the Lien on any cash or securities serving as security for such bond) or released of record within thirty (30) days after the date such Lien or judgment is entered or filed against the Company or any Subsidiary, or
(y) Liens which are being contested in good faith by appropriate proceedings for review and in respect of which there shall have been secured a subsisting stay of execution pending such appeal or proceedings and as to which the subject asset is
not at risk of forfeiture; 

  
 Schedule B-11









 (i) Liens granted to the Collateral Agent on behalf of the holders of Notes
and the Bank Lenders, on an equal and ratable basis, as security for the repayment of amounts due under the Bank Loan Documents and the Financing Documents; 
 (j) Leases that are not capital leases; and 
 (k) Liens or other
encumbrances of Tenants of the Company provided same are in compliance with the terms of all Leases with respect thereto or, if not in compliance, the Company is enforcing its rights thereunder and diligently pursuing the release of such Liens in a
commercially reasonable manner. 
 “Permitted Investments” means: 

(a) owning, leasing and operating gasoline station or convenience store properties, and related petroleum distribution
terminals, and other retail real property and other related business activities, including the creation or acquisition of any interest in any Subsidiary (or entity that following such creation or acquisition would be a Subsidiary), for the purpose
of owning, leasing and operating gasoline station or convenience store properties, and related petroleum distribution terminals, and other retail real property, and other related business activities; and 

(b) providing purchase money mortgages or other financing to Persons in connection with the sale of a Property.

 “Person” means any natural person, corporation, limited liability company, trust, joint venture,
association, company, partnership, Governmental Authority or other entity. 
 “Plan” means an “employee
benefit plan” (as defined in section 3(3) of ERISA) subject to Title I of ERISA that is or, within the preceding five years, has been established or maintained, or to which contributions are or, within the preceding five years, have been made
or required to be made, by the Company or any ERISA Affiliate or with respect to which the Company or any ERISA Affiliate may have any liability. 
 “Prior Credit Facility” The credit facility evidenced by that certain Amended and Restated Credit Agreement, dated as of March 7, 2012 (as amended, the “Prior Credit
Agreement”), among the lenders named therein, and JPMorgan Chase Bank, N.A., as Administrative Agent. 

“Property” means the real property owned by the Company and/or any of its Subsidiaries, or in which the Company
or any of its Subsidiaries has a leasehold interest. 
 “property” or “properties”
means, unless otherwise specifically limited, real or personal property of any kind, tangible or intangible, choate or inchoate. 

  
 Schedule B-12









 “Property Sale” is defined in Section 10.4. 

“PTE” is defined in Section 6.2(a). 
 “Purchaser” or “Purchasers” means each of the purchasers that has executed and delivered this Agreement to the Company and such Purchaser’s successors and assigns
(so long as any such assignment complies with Section 13.2), provided, however, that any Purchaser of a Note that ceases to be the registered holder or a beneficial owner (through a nominee) of such Note as the result of a transfer
thereof pursuant to Section 13.2 shall cease to be included within the meaning of “Purchaser” of such Note for the purposes of this Agreement upon such transfer. 

“QPAM Exemption” is defined in Section 6.2(d). 

“Qualified Institutional Buyer” means any Person who is a “qualified institutional buyer” within the meaning
of such term as set forth in Rule 144A(a)(1) under the Securities Act. 
 “Qualified Real Estate Assets” means
any gasoline station, convenience store, or petroleum distribution terminal related thereto, or other retail real property that is (a) wholly-owned by the Company or one of its Subsidiaries; (b) is not subject to any liens other than
Permitted Encumbrances or to any agreement that prohibits the creation of any Lien thereon as security for indebtedness of the Company and the Subsidiary Guarantors, (c) is not subject to any agreement, including the organizational documents of
the owner of the asset, which limits, in any way, the ability of the Company or such Subsidiary Guarantor to create any Lien thereon as security for indebtedness, (d) is free from material structural defects and material title defects and
(e) except for as set forth on Schedule 11.1, is free from any material environmental condition that impairs, in any material respect, the operation and use of such premises for its intended purpose. 

“Ratable Portion” means, at any time, with respect to any Designated Proceeds and the Notes held by any holder at such
time, the ratable portion of such proceeds to which such holder is entitled in respect of such Notes in accordance with the terms of Section 11(b)(i) of the Intercreditor Agreement. 

“Related Fund” means, with respect to any holder of any Note, any fund or entity that (i) invests in Securities or
bank loans, and (ii) is advised or managed by such holder, the same investment advisor as such holder or by an affiliate of such holder or such investment advisor. 
 “Related Parties” means, with respect to any specified Person, such Person’s Affiliates and the respective directors, officers, employees, agents and advisors of such Person and such
Person’s Affiliates. 
 “Relevant Designated Proceeds” is defined in Section 8.3(a). 

“Remediation” has the meaning set forth in the Environmental Indemnity. 

“Rent Roll” means the rent roll attached hereto as Schedule 5.21(b)(3) with respect to each Restricted Property
Lease. 

  
 Schedule B-13









 “Required Holders” means at any time on or after the Closing, the holders
of at least a majority in principal amount of the Notes at the time outstanding (exclusive of Notes then owned by the Company or any of its Affiliates). 
 “Responsible Officer” means any Senior Financial Officer and any other officer of the Company with responsibility for the administration of the relevant portion of this Agreement.

 “Restricted Payments” is defined in Section 10.5. 

“Restricted Properties” means, collectively, the Mortgaged Properties and the Additional Leased Properties. 

“Restricted Property Leases” means, collectively, the Additional Leases, the Mortgaged Property Leases and any other
Lease affecting any Restricted Property or any part thereof now or hereafter executed and all amendments, modifications and supplements thereto. 
 “Restricted Property Tenants” mean the Tenants under the Restricted Property Leases. 
 “SEC” means the Securities and Exchange Commission of the United States or any successor thereto. 
 “Securities” or “Security” shall have the meaning specified in section 2(1) of the Securities Act. 

“Securities Act” means the Securities Act of 1933, as amended from time to time, and the rules and regulations
promulgated thereunder from time to time in effect. 
 “Security Documents” means the Mortgages, the Equity
Pledge, the General Assignment, the Deposit Account Control Agreements and any other security documents, financing statements and the like filed or recorded in connection with the foregoing, as each may be amended, restated or otherwise modified
from time to time. 
 “Senior Financial Officer” means the chief executive officer, president, chief financial
officer, principal accounting officer, treasurer or comptroller of the Company. 
 “Solvent” and
“Solvency” mean, with respect to any Person on any date of determination, that on such date (a) the fair value of the property of such Person is greater than the total amount of liabilities, including contingent liabilities, of
such Person, (b) the present fair salable value of the assets of such Person is not less than the amount that will be required to pay the probable liability of such Person on its debts as they become absolute and matured, (c) such Person
does not intend to, and does not believe that it will, incur debts or liabilities beyond such Person’s ability to pay such debts and liabilities as they mature, (d) such Person is not engaged in business or a transaction, and is not about
to engage in business or a transaction, for which such Person’s property would constitute an unreasonably small capital, and (e) such Person is able to pay its debts and liabilities, contingent obligations and other commitments as they
mature in the ordinary course of business. For purposes of this definition, the amount of contingent liabilities at any time shall be computed as the amount that, in the light of all the facts and circumstances existing at such time, represents the
amount that can reasonably be expected to become an actual or matured liability. 

  
 Schedule B-14









 “Source” is defined in Section 6.2. 

“Subsidiary” means, with respect to any Person (the “parent”) at any date, any corporation, limited liability
company, partnership, association or other entity the accounts of which would be consolidated with those of the parent in the parent’s consolidated financial statements if such financial statements were prepared in accordance with GAAP as of
such date, as well as any other corporation, limited liability company, partnership, association or other entity (a) of which securities or other ownership interests representing more than 50% of the equity or more than 50% of the ordinary
voting power or, in the case of a partnership, more than 50% of the general partnership interests are, as of such date, owned, controlled or held, or (b) that is, as of such date, otherwise Controlled, by the parent or one or more subsidiaries
of the parent or by the parent and one or more subsidiaries of the parent. Unless the context otherwise clearly requires, any reference to a “Subsidiary” is a reference to a Subsidiary of the Company. 

“Subsidiary Guarantor” means each Initial Subsidiary Guarantor, and each Subsidiary that from time to time becomes party
hereto as a Subsidiary Guarantor pursuant to Section 9.13 hereof. 
 “Substitute Purchaser” is defined in
Section 22. 
 “Super-Majority Holders” means at any time on or after the Closing, the holders of at least
66-2/3% in principal amount of the Notes at the time outstanding (exclusive of Notes then owned by the Company or any of its Affiliates). 
 “SVO” means the Securities Valuation Office of the NAIC or any successor to such Office. 
 “Swap Agreement” means any agreement with respect to any swap, forward, future or derivative transaction or option or similar agreement involving, or settled by reference to, one or more
rates, currencies, commodities, equity or debt instruments or securities, or economic, financial or pricing indices or measures of economic, financial or pricing risk or value or any similar transaction or any combination of these transactions;
provided that no phantom stock or similar plan providing for payments only on account of services provided by current or former directors, officers, employees or consultants of the Company or the Subsidiaries shall be a Swap Agreement. 

“Tangible Net Worth” means, on any date of determination, the sum of the shareholders’ equity of the Company and
its Subsidiaries minus goodwill, trademarks, tradenames, licenses and other intangible assets (as shown on the balance sheet of the Company), as determined on a consolidated basis in accordance with GAAP. 

“Tanks” has the meaning set forth in the Environmental Indemnity. 

“TD Loan” means the loan in the amount of $21,900,000 evidenced by the TD Loan Documents. 

  
 Schedule B-15









 “TD Loan Documents” means that certain Loan Agreement, dated
September 15, 2009, among the Company, certain of Subsidiaries and TD Bank, N.A., as amended by that certain Amendment to Loan Agreement, dated as of March 9, 2012, together with each other document and/or instrument executed and delivered
in connection therewith. 
 “Tenant” means any tenant, lessee, licensee or occupant under a Lease. 

“Title Company” is defined in Section 4.13(b). 

“Transactions” means the execution, delivery and performance by the Company of this Agreement, the issuance of the Notes
hereunder and the guaranties by the Subsidiary Guarantors of the Indebtedness owing to the Purchasers hereunder. 

“Unconditional Guarantee” is defined in section 15.1. 

“USA PATRIOT Act” means United States Public Law 107-56, Uniting and Strengthening America by Providing Appropriate
Tools Required to Intercept and Obstruct Terrorism (USA PATRIOT ACT) Act of 2001, as amended from time to time, and the rules and regulations promulgated thereunder from time to time in effect. 

“U.S. Economic Sanctions” is defined in Section 5.16(a). 

“White Oak Lease” means that certain Unitary Net Lease Agreement, dated September 25, 2009, between GTY MD Leasing,
Inc., as landlord, and White Oak Petroleum LLC, as tenant, as amended, and as may be further amended in accordance with the terms hereof. 
 The
definitions of terms herein shall apply equally to the singular and plural forms of the terms defined. Whenever the context may require, any pronoun shall include the corresponding masculine, feminine and neuter forms. The words “include”,
“includes” and “including” shall be deemed to be followed by the phrase “without limitation”. The word “will” shall be construed to have the same meaning and effect as the word “shall”. Unless the
context requires otherwise, 
 (a) any definition of or reference to any agreement, instrument or other document herein shall be
construed as referring to such agreement, instrument or other document as from time to time amended, supplemented or otherwise modified (subject to any restrictions on such amendments, supplements or modifications set forth herein), 

(b) any reference herein to any Person shall be construed to include such Person’s successors and assigns, 

(c) the words “herein”, “hereof” and “hereunder”, and words of similar import, shall be construed to refer
to this Agreement in its entirety and not to any particular provision hereof, and 
 (d) all references herein to Articles,
Sections, Exhibits and Schedules shall be construed to refer to Articles and Sections of, and Exhibits and Schedules to, this Agreement. 

  
 Schedule B-16









 SCHEDULE C 

LUKOIL DISPUTE 
 In connection with Marketing’s bankruptcy proceedings, on December 29, 2011, Marketing filed a lawsuit against Lukoil Americas Corporation and its wholly-owned subsidiary Lukoil North America
LLC (collectively, “Lukoil Americas”) asserting, among other claims, that Lukoil fraudulently transferred substantially all of Marketing’s assets with value and positive cash flow from Marketing to Lukoil Americas (the
“Lukoil Complaint”). Pursuant to the terms of the Stipulation, the Liquidating Trustee will pursue the Lukoil Complaint for the benefit of the Marketing Estate. It is possible that the Liquidating Trustee may be successful in
pursuing claims against Lukoil Americas and therefore it is possible that we may ultimately recover a portion of our claims against Marketing including our post-petition administrative claims, which have priority over other creditors’ claims,
and our pre-petition claims. 

  
 Schedule C-1









 SCHEDULE 1 

[FORM OF NOTE] 

GETTY REALTY CORP. 
 6.0% GUARANTEED SENIOR SECURED NOTE DUE FEBRUARY 25, 2021 

 

			
	No. R-[            ]	  	[Date]
	$[            ]	  	PPN: 37429* AA3

 FOR VALUE RECEIVED, the undersigned, GETTY REALTY CORP.
(herein called the “Company”), a corporation organized and existing under the laws of the State of Maryland, hereby promises to pay to [            ], or registered
assigns, the principal sum of [            ] DOLLARS (or so much thereof as shall not have been prepaid) on February 25, 2021 (the “Maturity Date”), with interest
(computed on the basis of a 360-day year of twelve 30-day months) (a) on the unpaid balance hereof at the rate of 6.0% per annum from the date hereof, payable quarterly, on the 25th day of February, May, August and November in each year,
commencing with the February 25, May 25, August 25 or November 25 next succeeding the date hereof, and on the Maturity Date, until the principal hereof shall have become due and payable, and (b) to the extent
permitted by law, (x) on any overdue payment of interest and (y) during the continuance of an Event of Default, on such unpaid balance and on any overdue payment of any Make-Whole Amount, at a rate per annum from time to time equal to the
greater of (i) 8.0% or (ii) 2.0% over the rate of interest publicly announced by JPMorgan Chase Bank, N.A. from time to time in New York, New York as its “base” or “prime” rate, payable semiannually as aforesaid (or, at
the option of the registered holder hereof, on demand). 
 Payments of principal of, interest on and any Make-Whole Amount with
respect to this Note are to be made in lawful money of the United States of America at the principal office of JPMorgan Chase Bank, N.A. in New York, New York or at such other place as the Company shall have designated by written notice to the
holder of this Note as provided in the Note Agreement referred to below. 
 This Note is one of a series of Guaranteed Senior
Secured Notes (herein called the “Notes”) issued pursuant to the Note Purchase and Guarantee Agreement, dated as of February 25, 2013 (as from time to time amended, the “Note Agreement”), among the Company, the
Subsidiary Guarantors and the respective Purchasers named therein and is entitled to the benefits thereof. Each holder of this Note will be deemed, by its acceptance hereof, to have (i) agreed to the confidentiality provisions set forth in
Section 21 of the Note Agreement and (ii) made the representation set forth in Section 6.2 of the Note Agreement. Unless otherwise indicated, capitalized terms used in this Note shall have the respective meanings ascribed to such
terms in the Note Agreement. 

  
 Schedule 1-1









 This Note is a registered Note and, as provided in the Note Agreement, upon surrender of
this Note for registration of transfer accompanied by a written instrument of transfer duly executed, by the registered holder hereof or such holder’s attorney duly authorized in writing, a new Note for a like principal amount will be issued
to, and registered in the name of, the transferee. Prior to due presentment for registration of transfer, the Company may treat the person in whose name this Note is registered as the owner hereof for the purpose of receiving payment and for all
other purposes, and the Company will not be affected by any notice to the contrary. 
 The obligations of the Company under this
Note have been guaranteed by the Subsidiary Guarantors pursuant to the Note Purchase Agreement and are secured pursuant to the Security Documents. 
 This Note is subject to prepayment, in whole or from time to time in part, at the times and on the terms specified in the Note Agreement, but not otherwise. 

If an Event of Default occurs and is continuing, the principal of this Note may be declared or otherwise become due and payable in the
manner, at the price (including any applicable Make-Whole Amount) and with the effect provided in the Note Agreement. 
 This
Note shall be construed and enforced in accordance with, and the rights of the Company and the holder of this Note shall be governed by, the law of the State of New York excluding choice-of-law principles of the law of such State that would permit
the application of the laws of a jurisdiction other than such State. 
  

			
	GETTY REALTY CORP.
		
	 By:
	 	 
	 Name:

	 Title:




  
 Schedule 1-2









 SCHEDULE 5.4 

SUBSIDIARIES OF THE COMPANY AND OWNERSHIP
OF SUBSIDIARY STOCK 

  
 Schedule 5.4-1









 SCHEDULE 5.5 

 
 FINANCIAL STATEMENTS 

1 Getty Realty Corp. Form 10 K for the year ended December 31, 2010 

 

	 	a	Consolidated Statements of Operations for the years ended December 31, 2010, 2009 and 2008 


 

	 	b	Consolidated Statements of Comprehensive Income for the years ended December 31, 2010, 2009 and 2008 


 

	 	c	Consolidated Balance Sheets as of December 31, 2010 and 2009 


 

	 	d	Consolidated Statements of Cash Flows for the years ended December 31, 2010, 2009 and 2008 


 

	 	e	Notes to Consolidated Financial Statements 

 2 Getty Realty Corp. Form 10 K for the year ended December 31, 2011 
  

	 	a	Consolidated Statements of Operations for the years ended December 31, 2011, 2010 and 2009 


 

	 	b	Consolidated Statements of Comprehensive Income for the years ended December 31, 2011, 2010 and 2009 


 

	 	c	Consolidated Balance Sheets as of December 31, 2011 and 2010 


 

	 	d	Consolidated Statements of Cash Flows for the years ended December 31, 2011, 2010 and 2009 


 

	 	e	Notes to Consolidated Financial Statements 

 3 Getty Realty Corp. Form 10 Q for the quarter ended March 31, 2012 
  

	 	a	Consolidated Statements of Operations for the Three Months ended March 31, 2012 and 2011 


 

	 	b	Consolidated Statements of Comprehensive Income for the Three Months ended March 31, 2012 and 2011 


 

	 	c	Consolidated Balance Sheets as of March 31, 2012 and December 31, 2011 


 

	 	d	Consolidated Statements of Cash Flows for the Three Months ended March 31, 2012 and 2011 


 

	 	e	Notes to Consolidated Financial Statements 

 4 Getty Realty Corp. Form 10 Q for the quarter ended June 30, 2012 
  

	 	a	Consolidated Statements of Operations for the Three and Six Months ended June 30, 2012 and 2011 


 

	 	b	Consolidated Statements of Comprehensive Income for the Three and Six Months ended June 30, 2012 and 2011 


 

	 	c	Consolidated Balance Sheets as of June 30, 2012 and December 31, 2011 


 

	 	d	Consolidated Statements of Cash Flows for the Six Months ended June 30, 2012 and 2011 


 

	 	e	Notes to Consolidated Financial Statements 


  
 Schedule 5.5-1









 5 Getty Realty Corp. Form 10 Q for the quarter ended September 30, 2012 

 

	 	a	Consolidated Statements of Operations for the Three and Nine Months ended September 30, 2012 and 2011 


 

	 	b	Consolidated Statements of Comprehensive Income for the Three and Nine months ended September 30, 2012 and 2011 


 

	 	c	Consolidated Balance Sheets as of September 30, 2012 and December 31, 2011 


 

	 	d	Consolidated Statements of Cash Flows for the Nine Months ended September 30, 2012 and 2011 


 

	 	e	Notes to Consolidated Financial Statements 


  
 Schedule 5.5-2









 SCHEDULE 5.15 

EXISTING INDEBTEDNESS 

  
 Schedule
5.15-1 








 SCHEDULE 5.21(a)(1) 

MORTGAGED PROPERTIES 

 

															
	 SITE
NO.
	  	LOCATION
NUMBER
	 	  	 PROPERTY

TYPE
	  	ACCOUNT
NUMBER	 	  	 PROPERTY NAME &
ADDRESS
	  	 COUNTY

	01	  	 	30200	  	  	FEE	  	 	302000	  	  	 611 SOUTHBRIDGE STREET
 AUBURN,
MA
	  	Worcester
						
	02	  	 	30201	  	  	FEE	  	 	302010	  	  	 712 SOUTHBRIDGE STREET
 AUBURN,
MA
	  	Worcester
						
	03	  	 	30202	  	  	FEE	  	 	302020	  	  	 310 WASHINGTON STREET
 AUBURN,
MA
	  	Worcester
						
	05	  	 	30204	  	  	FEE	  	 	302040	  	  	 358 GREAT ROAD
 BEDFORD,
MA
	  	 Middlesex
 South

						
	07	  	 	30206	  	  	FEE	  	 	302060	  	  	 154 SOUTH MAIN STREET

BRADFORD, MA
	  	 Essex
 South

						
	08	  	 	30207	  	  	FEE	  	 	302070	  	  	 140 CAMBRIDGE STREET

BURLINGTON, MA
	  	 Middlesex
 South

						
	09	  	 	30208	  	  	FEE	  	 	302080	  	  	 198 CAMBRIDGE STREET

BURLINGTON, MA
	  	 Middlesex
 South

						
	10	  	 	30217	  	  	FEE	  	 	302170	  	  	 436 LANCASTER STREET

LEOMINSTER, MA
	  	Worcester
						
	11	  	 	30211	  	  	FEE	  	 	302110	  	  	 79-81 HIGH STREET
 DANVERS,
MA
	  	 Essex
 South

						
	13	  	 	30213	  	  	FEE	  	 	302130	  	  	 1100 LAKEVIEW AVE.
 DRACUT,
MA
	  	 Middlesex
 North



  
 Schedule
5.21(a)(1)-1 









															
	 SITE
NO.
	  	LOCATION
NUMBER
	 	  	 PROPERTY

TYPE
	  	ACCOUNT
NUMBER	 	  	 PROPERTY NAME &
ADDRESS
	  	 COUNTY

	14	  	 	30214	  	  	FEE	  	 	302140	  	  	 6 PEARSON BLVD.
 GARDNER,
MA
	  	Worcester
						
	19	  	 	30219	  	  	FEE	  	 	302190	  	  	 535 LYNNWAY
 LYNN,
MA
	  	 Essex
 South

						
	20	  	 	30220	  	  	FEE	  	 	302200	  	  	 122 BOSTON STREET
 LYNN,
MA
	  	 Essex
 South

						
	21	  	 	30221	  	  	FEE	  	 	302210	  	  	 413 LAKESIDE AVE.
 MARLBOROUGH,
MA
	  	 Middlesex
 South

						
	22	  	 	30222	  	  	FEE	  	 	302220	  	  	 860 MAIN STREET
 MELROSE,
MA
	  	 Middlesex
 South

						
	23	  	 	30223	  	  	FEE	  	 	302230	  	  	 138 HAVERHILL STREET
 METHUEN,
MA
	  	 Essex
 North

						
	24	  	 	30225	  	  	FEE	  	 	302250	  	  	 14 NEWBURYPORT TPKE.
 PEABODY,
MA
	  	 Essex
 South

						
	25	  	 	30226	  	  	FEE	  	 	302260	  	  	 85 LYNNFIELD STREET
 PEABODY,
MA
	  	 Essex
 South
 (Registered Land)

						
	26	  	 	30227	  	  	FEE	  	 	302270	  	  	 345 BENNETT HIGHWAY
 REVERE AND
SAUGUS, MA
	  	 Suffolk
 (Registered Land)
 And

Essex South

(Registered Land)

						
	27	  	 	30228	  	  	FEE	  	 	302280	  	  	 146 BOSTON STREET
 SALEM,
MA
	  	 Essex
 South

						
	28	  	 	30229	  	  	FEE	  	 	302290	  	  	 271 BOSTON TPKE.
 SHREWSBURY,
MA
	  	Worcester
						
	29	  	 	30230	  	  	FEE	  	 	302300	  	  	 29 MAPLE AVE.
 SHREWSBURY,
MA
	  	Worcester


  
 Schedule
5.21(a)(1)-2 









															
	 SITE
NO.
	  	LOCATION
NUMBER
	 	  	 PROPERTY

TYPE
	  	ACCOUNT
NUMBER	 	  	 PROPERTY NAME &
ADDRESS
	  	 COUNTY

	30	  	 	30231	  	  	FEE	  	 	302310	  	  	 1975 MAIN STREET
 TEWKSBURY,
MA
	  	 Middlesex
 North

						
	32	  	 	30233	  	  	FEE	  	 	302330	  	  	 356 LOWELL STREET
 WAKEFIELD,
MA
	  	 Middlesex
 South

						
	33	  	 	30234	  	  	FEE	  	 	302340	  	  	 27 EAST MAIN STREET

WESTBOROUGH, MA
	  	Worcester
						
	35	  	 	30236	  	  	FEE	  	 	302360	  	  	 586 MAIN STREET
 WILMINGTON,
MA
	  	 Middlesex
 North

						
	36	  	 	30237	  	  	FEE	  	 	302370	  	  	 361 MIDDLESEX AVE.
 WILMINGTON,
MA
	  	 Middlesex
 North

						
	37	  	 	30238	  	  	FEE	  	 	302380	  	  	 340 GROVE STREET
 WORCESTER,
MA
	  	Worcester
						
	38	  	 	30239	  	  	FEE	  	 	302390	  	  	 719 SOUTHBRIDGE STREET

WORCESTER, MA
	  	Worcester
						
	39	  	 	30240	  	  	FEE	  	 	302400	  	  	 48 MADISON STREET
 WORCESTER,
MA
	  	Worcester
						
	40	  	 	30241	  	  	FEE	  	 	302410	  	  	 747 PLANTATION STREET

WORCESTER, MA
	  	Worcester
						
	41	  	 	30242	  	  	FEE	  	 	302420	  	  	 466 LINCOLN STREET
 WORCESTER,
MA
	  	Worcester
						
	42	  	 	55300	  	  	FEE	  	 	553000	  	  	 24 LOUDON ROAD
 CONCORD,
NH
	  	Merrimack
						
	43	  	 	55301	  	  	FEE	  	 	553010	  	  	 343 LOUDON ROAD
 CONCORD,
NH
	  	Merrimack
						
	44	  	 	55302	  	  	FEE	  	 	553020	  	  	 37 BIRCH STREET
 DERRY,
NH
	  	Rockingham


  
 Schedule
5.21(a)(1)-3 









															
	 SITE
NO.
	  	LOCATION
NUMBER
	 	  	 PROPERTY

TYPE
	  	ACCOUNT
NUMBER	 	  	 PROPERTY NAME &
ADDRESS
	  	 COUNTY

	45	  	 	55303	  	  	FEE	  	 	553030	  	  	 169 SILVER STREET
 DOVER,
NH
	  	Strafford
						
	46	  	 	55304	  	  	FEE	  	 	553040	  	  	1 LONG HILL ROAD	  	Strafford
						
	47	  	 	55305	  	  	FEE	  	 	553050	  	  	 46 CENTRAL AVE.
 DOVER,
NH
	  	Strafford
						
	48	  	 	55306	  	  	FEE	  	 	553060	  	  	 100 MAST ROAD (SR 1140

GOFFSTOWN, NH
	  	Hillsborough
						
	50	  	 	55308	  	  	FEE	  	 	553080	  	  	 126 ROUTE 125
 KINGSTON,
NH
	  	Rockingham
						
	51	  	 	55309	  	  	FEE	  	 	553090	  	  	 12—14 NASHUA ROAD

LONDONDERRY, NH
	  	Rockingham
						
	52	  	 	55310	  	  	FEE	  	 	553100	  	  	 245 EDDY ROAD
 MANCHESTER,
NH
	  	Hillsborough
						
	53	  	 	55311	  	  	FEE	  	 	553110	  	  	 887 HANOVER STREET
 MANCHESTER,
NH
	  	Hillsborough
						
	55	  	 	55313	  	  	FEE	  	 	553130	  	  	 190 AMHERST STREET
 NASHUA,
NH
	  	Hillsborough
						
	56	  	 	55314	  	  	FEE	  	 	553140	  	  	 347 WEST HOLLIS STREET
 NASHUA,
NH
	  	Hillsborough
						
	57	  	 	55315	  	  	FEE	  	 	553150	  	  	 620 AMHERST STREET
 NASHUA,
NH
	  	Hillsborough
						
	58	  	 	55316	  	  	FEE	  	 	553160	  	  	 160 BROAD STREET
 NASHUA,
NH
	  	Hillsborough
						
	59	  	 	55317	  	  	FEE	  	 	553170	  	  	 7 HARRIS ROAD
 NASHUA,
NH
	  	Hillsborough


  
 Schedule
5.21(a)(1)-4 









															
	 SITE
NO.
	  	LOCATION
NUMBER
	 	  	 PROPERTY

TYPE
	  	ACCOUNT
NUMBER	 	  	 PROPERTY NAME &
ADDRESS
	  	 COUNTY

	60	  	 	55318	  	  	FEE	  	 	553180	  	  	 301 MAIN STREET
 NASHUA,
NH
	  	Hillsborough
						
	62	  	 	55320	  	  	FEE	  	 	553200	  	  	 137 FIRST NEW HAMPSHIRE TPKE.

NORTHWOOD, NH
	  	Rockingham
						
	63	  	 	55321	  	  	FEE	  	 	553210	  	  	 786 US HIGHWAY 1 BYPASS

PORTSMOUTH, NH
	  	Rockingham
						
	64	  	 	55322	  	  	FEE	  	 	553220	  	  	 101-1 CENTER STREET
 RAYMOND,
NH
	  	Rockingham
						
	65	  	 	55323	  	  	FEE	  	 	553230	  	  	 95 FARMINGTON ROAD
 ROCHESTER,
NH
	  	Strafford
						
	66	  	 	55324	  	  	FEE	  	 	553240	  	  	 130 WASHINGTON STREET

ROCHESTER, NH
	  	Strafford
						
	67	  	 	55325	  	  	FEE	  	 	553250	  	  	 198 MILTON ROAD
 ROCHESTER,
NH
	  	Strafford
						
	68	  	 	58620	  	  	FEE	  	 	586200	  	  	 ROUTES 6 & 22
 BREWSTER,
NY
	  	Putnam
						
	69	  	 	58621	  	  	FEE	  	 	586210	  	  	 504 NEW ROCHELLE ROAD

BRONXVILLE, NY
	  	Westchester
						
	70	  	 	58622	  	  	FEE	  	 	586220	  	  	 2072 EAST MAIN STREET

CORTLANDT MANOR, NY
	  	Westchester
						
	71	  	 	58623	  	  	FEE	  	 	586230	  	  	 430 BROADWAY
 DOBBS FERRY,
NY
	  	Westchester
						
	72	  	 	58624	  	  	FEE	  	 	586240	  	  	 407 WHITE PLAINS ROAD

EASTCHESTER, NY
	  	Westchester


  
 Schedule
5.21(a)(1)-5 









															
	 SITE
NO.
	  	LOCATION
NUMBER
	 	  	 PROPERTY

TYPE
	  	ACCOUNT
NUMBER	 	  	 PROPERTY NAME &
ADDRESS
	  	 COUNTY

	73	  	 	58625	  	  	FEE	  	 	586250	  	  	 280 NORTH SAW MILL RIVER ROAD

ELMSFORD, NY
	  	Westchester
						
	74	  	 	58626	  	  	FEE	  	 	586260	  	  	 109 WEST RAMAPO ROAD

GARNERVILLE, NY
	  	Rockland
						
	76	  	 	58628	  	  	FEE	  	 	586280	  	  	 240 EAST HARTSDALE AVE.

HARTSDALE, NY
	  	Westchester
						
	77	  	 	58629	  	  	FEE	  	 	586290	  	  	 154 BROADWAY
 HAWTHORNE,
NY
	  	Westchester
						
	78	  	 	58630	  	  	FEE	  	 	586300	  	  	 349 ROUTE 82
 HOPEWELL
JUNCTION, NY
	  	Dutchess
						
	79	  	 	58631	  	  	FEE	  	 	586310	  	  	 1110 VIOLET AVE.
 HYDE PARK,
NY
	  	Dutchess
						
	81	  	 	58633	  	  	FEE	  	 	586330	  	  	 808 PALMER AVE.
 MAMARONECK,
NY
	  	Westchester
						
	82	  	 	58634	  	  	FEE	  	 	586340	  	  	 279 BLOOMINGBURG ROAD

MIDDLETOWN, NY
	  	Orange
						
	83	  	 	58635	  	  	FEE	  	 	586350	  	  	 208 SAW MILL RIVER ROAD

MILLWOOD, NY
	  	Westchester
						
	84	  	 	58636	  	  	FEE	  	 	586360	  	  	 680 MAIN STREET
 MOUNT KISCO,
NY
	  	Westchester
						
	85	  	 	58637	  	  	FEE	  	 	586370	  	  	 434 GRAMATAN AVE.
 MOUNT
VERNON, NY
	  	Westchester
						
	86	  	 	58638	  	  	FEE	  	 	586380	  	  	 75 BROOKSIDE AVE.
 CHESTER,
NY
	  	Orange


  
 Schedule
5.21(a)(1)-6 









															
	 SITE
NO.
	  	LOCATION
NUMBER
	 	  	 PROPERTY

TYPE
	  	ACCOUNT
NUMBER	 	  	 PROPERTY NAME &
ADDRESS
	  	 COUNTY

	87	  	 	58639	  	  	FEE	  	 	586390	  	  	 409 MAIN STREET
 NEW PALTZ,
NY
	  	Ulster
						
	88	  	 	58640	  	  	FEE	  	 	586400	  	  	 657 NORTH AVE.
 NEW ROCHELLE,
NY
	  	Westchester
						
	89	  	 	58641	  	  	FEE	  	 	586410	  	  	 1001 ROUTE 94
 NEW WINDSOR,
NY
	  	Orange
						
	91	  	 	58643	  	  	FEE	  	 	586430	  	  	 310 BROADWAY
 NEWBURGH,
NY
	  	Orange
						
	92	  	 	58644	  	  	FEE	  	 	586440	  	  	 246 ROUTE 17K
 NEWBURGH,
NY
	  	Orange
						
	93	  	 	58645	  	  	FEE	  	 	586450	  	  	 4100 ROUTE 9A & WELCHER AVE.

PEEKSKILL, NY
	  	Westchester
						
	94	  	 	58646	  	  	FEE	  	 	586460	  	  	 30 LINCOLN AVE.
 PELHAM,
NY
	  	Westchester
						
	95	  	 	58647	  	  	FEE	  	 	586470	  	  	 144 KING STREET
 PORT CHESTER,
NY
	  	Westchester
						
	97	  	 	58650	  	  	FEE	  	 	586500	  	  	 55 WASHINGTON STREET

POUGHKEEPSIE, NY
	  	Dutchess
						
	98	  	 	58651	  	  	FEE	  	 	586510	  	  	 2646 SOUTH ROAD
 POUGHKEEPSIE,
NY
	  	Dutchess
						
	99	  	 	58652	  	  	FEE	  	 	586520	  	  	 1061 FREEDOM PLAINS ROAD

POUGHKEEPSIE, NY
	  	Dutchess
						
	100	  	 	58653	  	  	FEE	  	 	586530	  	  	 2605 ROUTE 9
 (a/k/a 428 SOUTH
ROAD)
 POUGHKEEPSIE, NY
	  	Dutchess


  
 Schedule
5.21(a)(1)-7 









															
	 SITE
NO.
	  	LOCATION
NUMBER
	 	  	 PROPERTY

TYPE
	  	ACCOUNT
NUMBER	 	  	 PROPERTY NAME &
ADDRESS
	  	 COUNTY

						
	101	  	 	58654	  	  	FEE	  	 	586540	  	  	 2063 NEW HACKENSACK ROAD

POUGHKEEPSIE, NY
	  	Dutchess
						
	102	  	 	58655	  	  	FEE	  	 	586550	  	  	 298 TITUSVILLE ROAD

POUGHKEEPSIE, NY
	  	Dutchess
						
	103	  	 	58656	  	  	FEE	  	 	586560	  	  	 69 THEODORE FREMD BLVD.
 RYE,
NY
	  	Westchester
						
	104	  	 	58657	  	  	FEE	  	 	586570	  	  	 826 WHITE PLAINS ROAD

SCARSDALE, NY
	  	Westchester
						
	106	  	 	58659	  	  	FEE	  	 	586590	  	  	 189 ROUTE 59
 SPRING VALLEY,
NY
	  	Rockland
						
	108	  	 	58661	  	  	FEE	  	 	586610	  	  	 215 NORTH BROADWAY
 TARRYTOWN,
NY
	  	Westchester
						
	110	  	 	58663	  	  	FEE	  	 	586630	  	  	 8 MARBLEDALE ROAD
 TUCKAHOE,
NY
	  	Westchester
						
	112	  	 	58665	  	  	FEE	  	 	586650	  	  	 1468 ROUTE 9
 WAPPINGERS FALLS,
NY
	  	Dutchess
						
	113	  	 	58666	  	  	FEE	  	 	586660	  	  	 3 COLONIAL AVE
 WARWICK,
NY
	  	Orange
						
	114	  	 	58667	  	  	FEE	  	 	586670	  	  	 116 NORTH ROUTE 303
 WEST
NYACK, NY
	  	Rockland
						
	117	  	 	58670	  	  	FEE	  	 	586700	  	  	 142 TUCKAHOE ROAD
 YONKERS,
NY
	  	Westchester
						
	118	  	 	58671	  	  	FEE	  	 	586710	  	  	 3205 CROMPOND ROAD
 YORKTOWN
HEIGHTS, NY
	  	Westchester
						
	120	  	 	58673	  	  	FEE	  	 	586730	  	  	 10 WEST MERRIT BLVD (a/k/a 2410 ROUTE 9)
 FISHKILL, NY
	  	Dutchess


  
 Schedule
5.21(a)(1)-8 









															
	 SITE
NO.
	  	LOCATION
NUMBER
	 	  	 PROPERTY

TYPE
	  	ACCOUNT
NUMBER	 	  	 PROPERTY NAME &
ADDRESS
	  	 COUNTY

	121	  	 	58674	  	  	FEE	  	 	586740	  	  	 290 ROUTE 211 EAST
 MIDDLETOWN,
NY
	  	Orange
						
	122	  	 	58675	  	  	FEE	  	 	586750	  	  	 275 ROUTE 59 EAST
 NANUET,
NY
	  	Rockland
						
	124	  	 	58677	  	  	FEE	  	 	586770	  	  	 174 WESTCHESTER AVE.
 WHITE
PLAINS, NY
	  	Westchester
						
	128	  	 	58681	  	  	FEE	  	 	586810	  	  	 80 BEDFORD ROAD
 KATONAH,
NY
	  	Westchester
						
	129	  	 	40010	  	  	FEE	  	 	400100	  	  	 66-610 KAMEHAMEHA HWY.

HALEIWA, HI
	  	Honolulu
						
	130	  	 	40011	  	  	FEE	  	 	400110	  	  	 3203 MONSARRAT AVE.
 HONOLULU,
HI
	  	Honolulu
						
	131	  	 	40012	  	  	FEE	  	 	400120	  	  	 2314 NORTH SCHOOL STREET

HONOLULU, HI
	  	Honolulu
						
	132	  	 	40014	  	  	FEE	  	 	400140	  	  	 215 SOUTH VINEYARD BLVD.

HONOLULU, HI
	  	Honolulu
						
	133	  	 	40015	  	  	FEE	  	 	400150	  	  	 2025 KALAKAUA AVE.
 HONOLULU,
HI
	  	Honolulu
						
	134	  	 	40019	  	  	FEE	  	 	400190	  	  	 46-004 KAMEHAMEHA HWY.

HONOLULU, HI
	  	Honolulu
						
	135	  	 	40020	  	  	FEE	  	 	400200	  	  	 47-515 KAMEHAMHA HWY.
 KANEOHE,
HI
	  	Honolulu


  
 Schedule
5.21(a)(1)-9 









															
	 SITE
NO.
	  	LOCATION
NUMBER
	 	  	 PROPERTY

TYPE
	  	ACCOUNT
NUMBER	 	  	 PROPERTY NAME &
ADDRESS
	  	 COUNTY

	136	  	 	40023	  	  	FEE	  	 	400230	  	  	 85-830 FARRINGTON HWY.

WAIANAE, HI
	  	Honolulu
						
	137	  	 	40024	  	  	FEE	  	 	400240	  	  	 87-1942 FARRINGTON HWY.

WAIANAE, HI
	  	Honolulu
						
	138	  	 	40026	  	  	FEE	  	 	400260	  	  	 94-780 FARRINGTON HWY.

WAIPAHU, HI
	  	Honolulu
						
	139	  	 	29101	  	  	FEE	  	 	29101	  	  	 11055 BALTIMORE AVENUE

BELTSVILLE, MD
	  	PRINCE GEORGE’S
						
	140	  	 	29102	  	  	FEE	  	 	29102	  	  	 11417 CHERRY HILL ROAD

BELTSVILLE, MD
	  	PRINCE GEORGE’S
						
	141	  	 	29103	  	  	FEE	  	 	29103	  	  	 10405 BALTIMORE AVENUE

BELTSVILLE, MD
	  	PRINCE GEORGE’S
						
	142	  	 	29104	  	  	FEE	  	 	29104	  	  	 4040 POWDER MILL ROAD

BELTSVILLE, MD
	  	PRINCE GEORGE’S
						
	143	  	 	29105	  	  	FEE	  	 	29105	  	  	 5650 ANNAPOLIS ROAD

BLADENSBURG, MD
	  	PRINCE GEORGE’S
						
	144	  	 	29106	  	  	FEE	  	 	29106	  	  	 16450 HARBOUR WAY
 BOWIE,
MD
	  	PRINCE GEORGE’S
						
	145	  	 	29107	  	  	FEE	  	 	29107	  	  	 8901 CENTRAL AVENUE
 CAPITAL
HEIGHTS, MD
	  	PRINCE GEORGE’S
						
	146	  	 	29108	  	  	FEE	  	 	29108	  	  	 6441 COVENTRY WAY
 CLINTON,
MD
	  	PRINCE GEORGE’S
						
	147	  	 	29109	  	  	FEE	  	 	29109	  	  	 7110 BALTIMORE AVENUE
 COLLEGE
PARK, MD
	  	PRINCE GEORGE’S
						
	148	  	 	29110	  	  	FEE	  	 	29110	  	  	 8401 BALTIMORE AVENUE
 COLLEGE
PARK, MD
	  	PRINCE GEORGE’S


  
 Schedule
5.21(a)(1)-10 









															
	 SITE
NO.
	  	LOCATION
NUMBER
	 	  	 PROPERTY

TYPE
	  	ACCOUNT
NUMBER	 	  	 PROPERTY NAME &
ADDRESS
	  	 COUNTY

						
	149	  	 	29111	  	  	FEE	  	 	29111	  	  	 5921 MARLBORO PIKE
 DISTRICT
HEIGHTS, MD
	  	PRINCE GEORGE’S
						
	150	  	 	29112	  	  	FEE	  	 	29112	  	  	 5520 MARLBORO PIKE
 DISTRICT
HEIGHTS, MD
	  	PRINCE GEORGE’S
						
	151	  	 	29113	  	  	FEE	  	 	29113	  	  	 7631 MARLBORO PIKE

FORESTVILLE, MD
	  	PRINCE GEORGE’S
						
	152	  	 	29114	  	  	FEE	  	 	29114	  	  	 10815 INDIAN HEAD HIGHWAY
 FORT
WASHINGTON, MD
	  	PRINCE GEORGE’S
						
	153	  	 	29115	  	  	FEE	  	 	29115	  	  	 7619 GREENBELT ROAD
 GREENBELT,
MD
	  	PRINCE GEORGE’S
						
	154	  	 	29116	  	  	FEE	  	 	29116	  	  	 6727 RIGGS ROAD
 HYATTSVILLE,
MD
	  	PRINCE GEORGE’S
						
	155	  	 	29117	  	  	FEE	  	 	29117	  	  	 3200 QUEENS CHAPEL ROAD

HYATTSVILLE, MD
	  	PRINCE GEORGE’S
						
	156	  	 	29118	  	  	FEE	  	 	29118	  	  	 7106 MARTIN L. KING JR. HIGHWAY

LANDOVER, MD
	  	PRINCE GEORGE’S
						
	157	  	 	29119	  	  	FEE	  	 	29119	  	  	 7545 LANDOVER ROAD
 LANDOVER,
MD
	  	PRINCE GEORGE’S
						
	158	  	 	29120	  	  	FEE	  	 	29120	  	  	 6579 ANNAPOLIS ROAD
 LANDOVER
HILLS, MD
	  	PRINCE GEORGE’S
						
	159	  	 	29121	  	  	FEE	  	 	29121	  	  	 5806 LANDOVER ROAD
 LANDOVER
HILLS, MD
	  	PRINCE GEORGE’S
						
	160	  	 	29122	  	  	FEE	  	 	29122	  	  	 9500 LANHAM SEVERN ROAD

LANHAM, MD
	  	PRINCE GEORGE’S


  
 Schedule
5.21(a)(1)-11 









															
	 SITE
NO.
	  	LOCATION
NUMBER
	 	  	 PROPERTY

TYPE
	  	ACCOUNT
NUMBER	 	  	 PROPERTY NAME &
ADDRESS
	  	 COUNTY

						
	161	  	 	29123	  	  	FEE	  	 	29123	  	  	 8850 GORMAN ROAD
 LAUREL,
MD
	  	HOWARD
						
	162	  	 	29124	  	  	FEE	  	 	29124	  	  	 801 WASHINGTON BLVD.
 LAUREL,
MD
	  	PRINCE GEORGE’S
						
	163	  	 	29125	  	  	FEE	  	 	29125	  	  	 3384 FORT MEADE ROAD
 LAUREL,
MD
	  	ANNE ARUNDEL
						
	164	  	 	29126	  	  	FEE	  	 	29126	  	  	 7801 SANDY SPRING ROAD
 LAUREL,
MD
	  	PRINCE GEORGE’S
						
	165	  	 	29127	  	  	FEE	  	 	29127	  	  	 15151 SWEITZER LANE
 LAUREL,
MD
	  	PRINCE GEORGE’S
						
	166	  	 	29128	  	  	FEE	  	 	29128	  	  	 14701 BALTIMORE AVENUE
 LAUREL,
MD
	  	PRINCE GEORGE’S
						
	167	  	 	29129	  	  	FEE	  	 	29129	  	  	 5622 ST. BARNABAS ROAD
 OXON
HILL, MD
	  	PRINCE GEORGE’S
						
	168	  	 	29130	  	  	FEE	  	 	29130	  	  	 6631 RIVERDALE ROAD
 RIVERDALE,
MD
	  	PRINCE GEORGE’S
						
	169	  	 	29131	  	  	FEE	  	 	29131	  	  	 6117 BALTIMORE BLVD.

RIVERDALE, MD
	  	PRINCE GEORGE’S
						
	170	  	 	29132	  	  	FEE	  	 	29132	  	  	 6400 CENTRAL AVENUE
 SEAT
PLEASANT, MD
	  	PRINCE GEORGE’S
						
	171	  	 	29134	  	  	FEE	  	 	29134	  	  	 3000 COLEBROOKE DRIVE

SUITLAND, MD
	  	PRINCE GEORGE’S
						
	172	  	 	29135	  	  	FEE	  	 	29135	  	  	 4747 SIVLER HILL ROAD

SUITLAND, MD
	  	PRINCE GEORGE’S


  
 Schedule
5.21(a)(1)-12 









															
	 SITE
NO.
	  	LOCATION
NUMBER
	 	  	 PROPERTY

TYPE
	  	ACCOUNT
NUMBER	 	  	 PROPERTY NAME &
ADDRESS
	  	 COUNTY

						
	173	  	 	29136	  	  	FEE	  	 	29136	  	  	 3399 BRANCH AVENUE
 TEMPLE
HILLS, MD
	  	PRINCE GEORGE’S
						
	174	  	 	29137	  	  	FEE	  	 	29137	  	  	 10350 CAMPUS WAY SOUTH
 UPPER
MARLBORO, MD
	  	PRINCE GEORGE’S
						
	175	  	 	29138	  	  	FEE	  	 	29138	  	  	 1597 LIVINGSTON ROAD
 ACCOKEEK,
MD
	  	PRINCE GEORGE’S


  
 Schedule
5.21(a)(1)-13 








 SCHEDULE 5.21(a)(2) 

ADDITIONAL LEASED PROPERTIES 

ADDITIONAL LEASED PROPERTIES 
  

							
	Property #	  	Address	  	City	  	State
	6	  	1672 86th St.	  	Brooklyn	  	NY
	7	  	161-51 Baisley Blvd	  	Jamaica	  	NY
	8	  	75-41 Yellowstone Blvd	  	Rego Park	  	NY
	16	  	98-21 Rockaway Blvd	  	Ozone Park	  	NY
	17	  	1780 Coney Island Ave	  	Brooklyn	  	NY
	20	  	1810 Cross Bronx Exp.	  	Bronx	  	NY
	53	  	510 Suffolk Ave	  	Brentwood	  	NY
	54	  	172 Howells Rd	  	Bay Shore	  	NY
	70	  	564 Montauk Highway	  	West Islip	  	NY
	74	  	43 Lake Street	  	White Plains	  	NY
	78	  	1800 Central Ave	  	Yonkers	  	NY
	82	  	32 Belle Ave	  	Ossining	  	NY
	93	  	4350 Boston Post Rd	  	Pelham Manor	  	NY
	100	  	140 Franklin Turnpike	  	Mahwah	  	NJ
	103	  	200 Westchester Ave	  	Port Chester	  	NY
	115	  	3400-08 Baychester Ave	  	Bronx	  	NY
	116	  	128 East Main St	  	Elmsford	  	NY
	126	  	4302 Ft Hamilton Pwy	  	Brooklyn	  	NY
	128	  	2504 Harway Ave	  	Brooklyn	  	NY
	146	  	837 Route 6	  	Mahopac	  	NY
	152	  	3337 Boston Rd	  	Bronx	  	NY
	159	  	245 Route 52	  	Carmel	  	NY
	169	  	1499 Route 9	  	Wappingers Falls	  	NY
	186	  	1915 Bruckner Blvd	  	Bronx	  	NY
	195	  	6126 Amboy Rd	  	Staten Island	  	NY
	212	  	348 E 106th St	  	New York	  	NY
	218	  	69-05 Elliot Ave	  	Middle Village	  	NY
	219	  	4925 Vandam St	  	Long Island City	  	NY
	223	  	6418 8th Avenue	  	Brooklyn	  	NY
	225	  	100-17 Beach Channel Dr	  	Rockaway Beach	  	NY
	228	  	1881 Utica Ave	  	Brooklyn	  	NY
	229	  	125 Kings Highway	  	Brooklyn	  	NY
	234	  	1125-27 Richmond Terrace	  	Staten Island	  	NY


  
 Schedule
5.21(a)(2)-1 









							
	Property #	  	Address	  	City	  	State
	235	  	1820 Richmond Road	  	Staten Island	  	NY
	254	  	1700 Georges Rd. Route 130	  	North Brunswick	  	NJ
	258	  	1413 Edward L Grant Hwy	  	Bronx	  	NY
	264	  	2590 Bailey Ave	  	Bronx	  	NY
	266	  	5805 Broadway	  	Bronx	  	NY
	268	  	1185 Bronx River Ave	  	Bronx	  	NY
	270	  	2400 E Tremont Ave	  	Bronx	  	NY
	277	  	3031 Bailey Ave	  	Bronx	  	NY
	278	  	944 Central Park Ave	  	Yonkers	  	NY
	288	  	Route 36 & Ave D	  	Atlantic Highlands	  	NJ
	299	  	481 Union Ave	  	Westbury	  	NY
	301	  	357 No Broadway	  	Sleepy Hollow	  	NY
	312	  	166-02 Northern Blvd	  	Flushing	  	NY
	319	  	120 Moffatt Road	  	Mahwah	  	NJ
	323	  	3083 Webster Ave	  	Bronx	  	NY
	324	  	4000 Hylan Blvd	  	Staten Island	  	NY
	325	  	1168 Pleasantville Road	  	Briarcliff Manor	  	NY
	329	  	1441 Westchester Ave	  	Bronx	  	NY
	331	  	6571 Broadway	  	Bronx	  	NY
	332	  	600 South Pelham Pwky.	  	Bronx	  	NY
	334	  	5818 18Th Ave	  	Brooklyn	  	NY
	336	  	64-23 7Th Ave	  	Brooklyn	  	NY
	339	  	4880 Broadway	  	New York	  	NY
	340	  	89 St Nicholas Place	  	New York	  	NY
	342	  	65-15 Cooper Ave	  	Glendale	  	NY
	343	  	156-07 Rockaway Blvd	  	Ozone Park	  	NY
	350	  	69 Pascack Road	  	Spring Valley	  	NY
	360	  	323 Jericho Turnpike	  	Smithtown	  	NY
	363	  	350 Rockaway Tpke	  	Cedarhurst	  	NY
	365	  	1324 East Putnam Ave	  	Old Greenwich	  	CT
	374	  	32 Route 59	  	Nyack	  	NY
	411	  	3513 Atlantic Ave	  	Brooklyn	  	NY
	425	  	570 Sunrise Hwy	  	West Islip	  	NY
	427	  	1160 Straight Path	  	West Babylon	  	NY
	432	  	999 Route 25A	  	Stony Brook	  	NY
	439	  	2840 Pond Road	  	Lake Ronkonkoma	  	NY
	444	  	515 Montauk Highway	  	Bay Shore	  	NY
	460	  	295 Central Ave	  	Bethpage	  	NY
	462	  	1714 New York Ave	  	Huntington Station	  	NY
	507	  	520 Broad Ave	  	Ridgefield	  	NJ


  
 Schedule
5.21(a)(2)-2 









							
	Property #	  	Address	  	City	  	State
	537	  	1000 Motor Pkwy & Joshua	  	Central Islip	  	NY
	544	  	190 Aqueduct Road	  	White Plains	  	NY
	546	  	56-02 Broadway	  	Woodside	  	NY
	552	  	655 Port Washington Blvd	  	Port Washington	  	NY
	568	  	36-02 21St St. & 36Th Ave.	  	Long Island City	  	NY
	569	  	1508 Fifth Avenue	  	Bay Shore	  	NY
	574	  	3230 Route 22	  	Patterson	  	NY
	576	  	331 Tuckahoe Road	  	Yonkers	  	NY
	577	  	719 Bronx River Rd	  	Yonkers	  	NY
	578	  	1 Boston Post Rd	  	Rye	  	NY
	579	  	185 North Highland Ave	  	Ossining	  	NY
	581	  	1267 Fairfield Ave.	  	Bridgeport	  	CT
	584	  	265 Main Street	  	Cromwell	  	CT
	585	  	611 Main Street	  	East Hartford	  	CT
	587	  	Route 32 & Route 87—Box 17-A	  	Franklin	  	CT
	589	  	176 Tolland Tpke	  	Manchester	  	CT
	590	  	934-938 E. Main Street	  	Meriden	  	CT
	591	  	612 Norwich-Salem Turnpike	  	Oakdale	  	CT
	595	  	222 Danbury Rd	  	New Milford	  	CT
	596	  	195 State Street	  	North Haven	  	CT
	598	  	170 Taftville—Occum Rd	  	Norwich	  	CT
	599	  	1096 Portland Cobalt Road	  	Portland	  	CT
	600	  	309 Putnam Rd.	  	Wauregan	  	CT
	601	  	398 Main Street	  	Southington	  	CT
	606	  	216 Merrow Road	  	Tolland	  	CT
	607	  	531 N.Main St.	  	Union City	  	CT
	612	  	540 Derby Avenue	  	West Haven	  	CT
	613	  	1830 E. State Street	  	Westport	  	CT
	624	  	30 W. State Street	  	Granby	  	MA
	625	  	123 Main St.	  	Great Barrington	  	MA
	626	  	13 Russell St.	  	Hadley	  	MA
	627	  	705 South Main Street	  	Lanesborough	  	MA
	628	  	27 Palmer Rd	  	Monson	  	MA
	629	  	148 Eagle St.	  	North Adams	  	MA
	630	  	326 State Road	  	North Adams	  	MA
	632	  	186 Wahconah St.	  	Pittsfield	  	MA
	633	  	1030 South Street	  	Pittsfield	  	MA
	635	  	19 Bridge St.	  	South Hadley	  	MA
	637	  	2221 Main St. & Carew	  	Springfield	  	MA
	638	  	1100 Page Blvd.	  	Springfield	  	MA


  
 Schedule
5.21(a)(2)-3 









							
	Property #	  	Address	  	City	  	State
	643	  	278 Elm Street	  	Westfield	  	MA
	647	  	2 Pleasantville Rd.	  	Ossining	  	NY
	652	  	R.D.#1 Route 130	  	Beverly	  	NJ
	655	  	4431 Route 9	  	Freehold	  	NJ
	658	  	4545 Us Highway 9 (North)	  	Howell	  	NJ
	659	  	321 Rte 440 South	  	Jersey City	  	NJ
	661	  	100 White Horse Pike	  	Lawnside	  	NJ
	665	  	1292 Rt 22 East	  	North Plainfield	  	NJ
	667	  	639 Rte 17 South	  	Paramus	  	NJ
	671	  	2401 Route 22 West	  	Union	  	NJ
	675	  	P.O.Box 505 Rt 206	  	Andover	  	NJ
	676	  	Rte107 & Glen Cove Rd.	  	Glen Head	  	NY
	677	  	381 North Ave.	  	New Rochelle	  	NY
	679	  	154 South Main Street	  	Torrington	  	CT
	680	  	208 Foxon Road	  	North Branford	  	CT
	681	  	1258 Middle Country Rd	  	Selden	  	NY
	683	  	407 West Main Street	  	Meriden	  	CT
	687	  	47 Wolcott Rd.	  	Wolcott	  	CT
	703	  	530 Franklin Ave	  	Franklin Square	  	NY
	709	  	2955 Cropsey Ave	  	Brooklyn	  	NY
	751	  	630 Lincoln Hwy Rt 1	  	Fairless Hills	  	PA
	6151	  	105 West Street	  	Bristol	  	CT
	6152	  	1053 Farmington Ave.	  	Bristol	  	CT
	6153	  	228 Pine Street	  	Bristol	  	CT
	6154	  	948 Pine Street	  	Bristol	  	CT
	6155	  	368 West High Street	  	Cobalt	  	CT
	6156	  	384 Main Street	  	Durham	  	CT
	6157	  	1 Main Street	  	Ellington	  	CT
	6158	  	56 Enfield Street	  	Enfield	  	CT
	6159	  	1387 Farmington Ave.	  	Farmington	  	CT
	6160	  	867 Wethersfield Ave.	  	Hartford	  	CT
	6161	  	923 Maple Ave.	  	Hartford	  	CT
	6162	  	1101 East Main Street	  	Meriden	  	CT
	6163	  	619 South Main Street	  	Middletown	  	CT
	6164	  	710 West Main Street	  	New Britain	  	CT
	6165	  	194 Kelsey Street	  	Newington	  	CT
	6166	  	105 Washington Ave.	  	North Haven	  	CT
	6167	  	67 East Main Street	  	Plainville	  	CT
	6168	  	699 Main Street	  	Plymouth	  	CT
	6169	  	875 Windham Road	  	South Windham	  	CT


  
 Schedule
5.21(a)(2)-4 









							
	Property #	  	Address	  	City	  	State
	6170	  	856 Sullivan Ave.	  	South Windsor	  	CT
	6171	  	801 Thompsonville Road	  	Suffield	  	CT
	6172	  	506 Talcotville Road	  	Vernon	  	CT
	6173	  	720 North Colony Road	  	Wallingford	  	CT
	6175	  	1030 Hamilton Ave.	  	Waterbury	  	CT
	6176	  	1676 Watertown Ave.	  	Waterbury	  	CT
	6177	  	467 Wolcott Street	  	Waterbury	  	CT
	6178	  	1219 Main Street	  	Watertown	  	CT
	6179	  	930 Silas Deane Highway	  	Wethersfield	  	CT
	6180	  	528 Main Street	  	West Haven	  	CT
	6181	  	1309 Boston Post Road	  	Westbrook	  	CT
	6182	  	1440 West Main Street	  	Willimantic	  	CT
	6184	  	245 Ella Grasso Highway	  	Windsor Locks	  	CT
	6185	  	269 Main Street	  	Windsor Locks	  	CT
	6722	  	1030 Blue Hills Road	  	Bloomfield	  	CT
	6742	  	36 Danbury Road	  	Ridgefield	  	CT
	6743	  	2098 Fairfield Avenue	  	Bridgeport	  	CT
	6744	  	331 West Avenue	  	Norwalk	  	CT
	6748	  	16 Long Ridge Road	  	Stamford	  	CT
	6751	  	1235 Park Avenue	  	Bridgeport	  	CT
	6753	  	1464 Fairfield Avenue	  	Bridgeport	  	CT
	6756	  	2750 North Ave.	  	Bridgeport	  	CT
	6759	  	241 Kimberly Avenue	  	New Haven	  	CT
	6762	  	179 Noroton & West Aves	  	Darien	  	CT
	6764	  	271 Post Road East	  	Westport	  	CT
	6765	  	224 Magee Avenue	  	Stamford	  	CT
	6766	  	3050 Whitney Ave	  	Hamden	  	CT
	6768	  	59 West Broad Street	  	Stamford	  	CT
	6771	  	1046 Boston Post Road	  	Guilford	  	CT
	6777	  	300 Bridgeport Avenue	  	Milford	  	CT
	6778	  	265 Boston Avenue	  	Stratford	  	CT
	6781	  	231 Cherry St	  	Milford	  	CT
	6782	  	721 Kings Hwy	  	Fairfield	  	CT
	6813	  	813 Federal Road	  	Brookfield	  	CT
	6819	  	206 Main Ave.	  	Norwalk	  	CT
	6822	  	886 Hartford Rd.	  	Manchester	  	CT
	6826	  	1919 Broad St.	  	Hartford	  	CT
	6831	  	158 Fitch St.	  	New Haven	  	CT
	6834	  	242 S. Salem Rd.	  	Ridgefield	  	CT
	6836	  	3725 Madison Avenue	  	Bridgeport	  	CT


  
 Schedule
5.21(a)(2)-5 









							
	Property #	  	Address	  	City	  	State
	6837	  	210 Danbury Rd.	  	Wilton	  	CT
	6852	  	578 S Main St	  	Middletown	  	CT
	6853	  	126 South Road	  	Enfield	  	CT
	6864	  	1022 Burnside Avenue	  	East Hartford	  	CT
	6865	  	749 Main Street	  	Watertown	  	CT
	6871	  	441 West Avon Road	  	Avon	  	CT
	6872	  	339 Old Hartford Road	  	Colchester	  	CT
	8644	  	4700 Kirkwood Highway	  	Wilmington	  	DE
	8645	  	3506 Phil-Wilm Pike	  	Claymont	  	DE
	8667	  	1147 Christiana Road	  	Newark	  	DE
	8676	  	1712 Lovering Ave.	  	Wilmington	  	DE
	28025	  	23 Main St.	  	Fairfield	  	ME
	28027	  	515 Lisbon St	  	Lewiston	  	ME
	28052	  	Main And Elm Sts	  	Biddeford	  	ME
	28206	  	211 Lisbon Road	  	Lisbon	  	ME
	28207	  	Lisbon & Union Streets	  	Lisbon Falls	  	ME
	28208	  	460-464 Warren Avenue	  	Portland	  	ME
	28215	  	161 Bridgton Road	  	Westbrook	  	ME
	28222	  	207 Broadway	  	South Portland	  	ME
	28223	  	510 Sabattus Street	  	Lewiston	  	ME
	28227	  	393 Western Avenue Suite 1-3	  	Augusta	  	ME
	29101	  	11055 Baltimore Ave.	  	Beltsville	  	MD
	29102	  	11417 Cherry Hill Road	  	Beltsville	  	MD
	29103	  	10405 Baltimore Ave.	  	Beltsville	  	MD
	29104	  	4040 Powder Mill Road	  	Beltsville	  	MD
	29105	  	5650 Annapolis Road	  	Bladensburg	  	MD
	29106	  	16450 Harbour Way	  	Bowie	  	MD
	29107	  	8901 Central Ave.	  	Capitol Heights	  	MD
	29108	  	6441 Coventry Way	  	Clinton	  	MD
	29109	  	7110 Baltimore Ave.	  	College Park	  	MD
	29110	  	8401 Baltimore Ave.	  	College Park	  	MD
	29111	  	5921 Marlboro Pike	  	District Heights	  	MD
	29112	  	5520 Marlboro Pike	  	District Heights	  	MD
	29113	  	7631 Marlboro Pike	  	Forestville	  	MD
	29114	  	10815 Indian Head Highway	  	Fort Washington	  	MD
	29115	  	7619 Greenbelt Road	  	Greenbelt	  	MD
	29116	  	6727 Riggs Road	  	Hyattsville	  	MD
	29117	  	3200 Queens Chapel Road	  	Hyattsville	  	MD
	29118	  	7106 Martin L. King Jr. Hwy.	  	Landover	  	MD
	29119	  	7545 Landover Road	  	Landover	  	MD


  
 Schedule
5.21(a)(2)-6 









							
	Property #	  	Address	  	City	  	State
	29120	  	6579 Annapolis Road	  	Landover Hills	  	MD
	29121	  	5806 Landover Road	  	Landover Hills	  	MD
	29122	  	9500 Lanham Severn Road	  	Lanham	  	MD
	29123	  	8850 Gorman Road	  	Laurel	  	MD
	29124	  	801 Washington Blvd.	  	Laurel	  	MD
	29125	  	3384 Fort Meade Road	  	Laurel	  	MD
	29126	  	7801 Sandy Spring Road	  	Laurel	  	MD
	29127	  	15151 Sweitzer Lane	  	Laurel	  	MD
	29128	  	14701 Baltimore Ave.	  	Laurel	  	MD
	29129	  	5622 St. Barnabas Road	  	Oxon Hill	  	MD
	29130	  	6631 Riverdale Road	  	Riverdale	  	MD
	29131	  	6117 Baltimore Blvd.	  	Riverdale	  	MD
	29132	  	6400 Central Ave.	  	Seat Pleasant	  	MD
	29134	  	3000 Colebrooke Drive	  	Suitland	  	MD
	29135	  	4747 Silver Hill Road	  	Suitland	  	MD
	29136	  	3399 Branch Ave.	  	Temple Hills	  	MD
	29137	  	10350 Campus Way South	  	Upper Marlboro	  	MD
	29138	  	1597 Livingston Road	  	Accokeek	  	MD
	29815	  	353 Baltimore Boulevard	  	Westminster	  	MD
	29817	  	Us Rt #11	  	Williamsport	  	MD
	30161	  	65 Main Street	  	Milford	  	MA
	30317	  	1744 Centre St.	  	West Roxbury	  	MA
	30324	  	1 Powder Mill Rd	  	Maynard	  	MA
	30326	  	221 Main St.	  	Gardner	  	MA
	30327	  	663 Washington St	  	Stoughton	  	MA
	30331	  	295 Mass. Ave.	  	Arlington	  	MA
	30332	  	484 Broadway	  	Methuen	  	MA
	30344	  	245 N. Main St.	  	Randolph	  	MA
	30352	  	110 Galen St.	  	Watertown	  	MA
	30374	  	22 Bridge Street	  	Dedham	  	MA
	30375	  	4 Whiting Street	  	Hingham	  	MA
	30392	  	61 Homer Avenue	  	Ashland	  	MA
	30393	  	325 Washington St	  	Woburn	  	MA
	30404	  	563 Trapelo Rd.	  	Belmont	  	MA
	30409	  	792 Truman Hywy	  	Hyde Park	  	MA
	30411	  	2081 Revere Beach Parkway	  	Everett	  	MA
	30429	  	63 S. Washington St.	  	North Attleboro	  	MA
	30436	  	527 Grafton Street	  	Worcester	  	MA
	30438	  	835 Rockdale Ave. (North	  	New Bedford	  	MA
	30445	  	150 Plymouth Ave	  	Fall River	  	MA


  
 Schedule
5.21(a)(2)-7 









							
	Property #	  	Address	  	City	  	State
	30457	  	609 Park Ave.	  	Worcester	  	MA
	30458	  	East Main St	  	Webster	  	MA
	30466	  	185 Mechanic St	  	Clinton	  	MA
	30468	  	10 Main St.	  	Foxborough	  	MA
	30472	  	564 Main St.	  	Clinton	  	MA
	30488	  	112 Barnstable Rd	  	Hyannis	  	MA
	30515	  	331 Bennington St	  	Boston	  	MA
	30521	  	964 Boylston St	  	Newton	  	MA
	30524	  	40 Davis Straits	  	Falmouth	  	MA
	30545	  	30 Lowell Street	  	Methuen	  	MA
	30546	  	399 Webster Street	  	Rockland	  	MA
	30552	  	1052 S. Main Street	  	Bellingham	  	MA
	30553	  	531 Mt Pleasant St	  	New Bedford	  	MA
	30558	  	421 Taunton Avenue	  	Seekonk	  	MA
	30559	  	571 Main St.	  	Walpole	  	MA
	30561	  	785 Turnpike Street	  	North Andover	  	MA
	30562	  	1 Oak Hill Road	  	Westford	  	MA
	30600	  	309 Chelmsford Street	  	Lowell	  	MA
	30602	  	481 Washington Street	  	Auburn	  	MA
	30603	  	245 Haverhill Street	  	Methuen	  	MA
	30604	  	9 Haverhill Road	  	Amesbury	  	MA
	30605	  	71 East Main Street	  	Georgetown	  	MA
	30610	  	581 Boston Post Rd	  	Billerica	  	MA
	30612	  	679 Main St.	  	Chatham	  	MA
	30615	  	709 Main St. (Rt. 39)	  	Harwich	  	MA
	30618	  	801 Lakeview Ave	  	Lowell	  	MA
	30619	  	163-164 Pelham Street	  	Methuen	  	MA
	30623	  	96 Cranberry Hwy Po Bx991	  	Orleans	  	MA
	30624	  	1-1/2 Sylvan Street	  	Peabody	  	MA
	30625	  	60-70 Franklin Street	  	Quincy	  	MA
	30627	  	94 Jackson Street	  	Salem	  	MA
	30629	  	869 Main St (Rt 38)	  	Tewksbury	  	MA
	30631	  	714 W Falmouth Hwy	  	Falmouth	  	MA
	30633	  	262 Groton Road	  	Westford	  	MA
	30634	  	317 Montvale Ave.	  	Woburn	  	MA
	30635	  	476 Main Street	  	Yarmouthport	  	MA
	30636	  	724 Bedford St	  	Bridgewater	  	MA
	30648	  	321 Adams Street	  	Dorchester	  	MA
	30652	  	860 Southbridge St.	  	Auburn	  	MA
	30653	  	2 Summer St & James St.	  	Barre	  	MA


  
 Schedule
5.21(a)(2)-8 









							
	Property #	  	Address	  	City	  	State
	30654	  	390 Belmont Street	  	Worcester	  	MA
	30657	  	1177 No. Main Street	  	Clinton	  	MA
	30658	  	974 Southbridge Street	  	Worcester	  	MA
	30662	  	71 East Central Street	  	Franklin	  	MA
	30663	  	77 Highland Street	  	Worcester	  	MA
	30664	  	199 Falmouth Road	  	Hyannis	  	MA
	30665	  	288 Central Street	  	Leominster	  	MA
	30666	  	248 Lincoln Street	  	Worcester	  	MA
	30669	  	48 West Main Street	  	Northborough	  	MA
	30672	  	21 West Boylston Street	  	West Boylston	  	MA
	30674	  	176 Worcester Rd.	  	Southbridge	  	MA
	30676	  	1308 State Hwy (Rte. 28)	  	South Yarmouth	  	MA
	30677	  	205 Worcester Road	  	Sterling	  	MA
	30678	  	318 Boston Road	  	Sutton	  	MA
	30679	  	1107 Pleasant Street	  	Worcester	  	MA
	30681	  	Rt.140,Main St. & Hartford Pk	  	Upton	  	MA
	30683	  	11 Milk Street	  	Westborough	  	MA
	30684	  	570 Main Street	  	Harwichport	  	MA
	30685	  	30 Chandler Street	  	Worcester	  	MA
	30686	  	193 Southwest Cutoff	  	Worcester	  	MA
	30687	  	942 South Street	  	Fitchburg	  	MA
	30688	  	702 West Boylston Street	  	Worcester	  	MA
	30691	  	90 Worcester Street	  	North Grafton	  	MA
	30693	  	109 South Main Street	  	Oxford	  	MA
	30694	  	54 Stafford Street	  	Worcester	  	MA
	30695	  	223 Main Street	  	Athol	  	MA
	30697	  	1264 Grafton Street	  	Worcester	  	MA
	30700	  	1660 Worcester Road	  	Framingham	  	MA
	30702	  	Cape Road (Rt. 140) & Water St	  	Milford	  	MA
	30704	  	2 Hartford Avenue	  	Uxbridge	  	MA
	30713	  	274 High Street	  	Lowell	  	MA
	40000	  	4810 East Highland Drive	  	Jonesboro	  	AR
	40001	  	17055 Lakewood Blvd.	  	Bellflower	  	CA
	40002	  	6001 Goodyear Road	  	Benicia	  	CA
	40003	  	46651 Dillon Road	  	Coachella	  	CA
	40004	  	690 El Cajon Blvd.	  	El Cajon	  	CA
	40005	  	903 Ventura Street	  	Fillmore	  	CA
	40006	  	15933 Main Street	  	Hesperia	  	CA
	40007	  	8471 Walker Street	  	La Palma	  	CA
	40008	  	13236 Poway Road	  	Poway	  	CA


  
 Schedule
5.21(a)(2)-9 









							
	Property #	  	Address	  	City	  	State
	40009	  	1110 West Gladstone Street	  	San Dimas	  	CA
	40030	  	750 East 25Th Street	  	Baltimore	  	MD
	40031	  	2207 North Howard Street	  	Baltimore	  	MD
	40032	  	8300 Baltimore National Pike	  	Ellicott City	  	MD
	40033	  	1102 South Fayetteville Street	  	Asheboro	  	NC
	40035	  	120 South Linville Road	  	Kernersville	  	NC
	40038	  	722 Highway Street	  	Madison	  	NC
	40039	  	1002 Us Highway 70 East	  	New Bern	  	NC
	40041	  	3100 Old Hollow Road	  	Walkertown	  	NC
	40042	  	634 South Main Street	  	Walnut Cove	  	NC
	40043	  	4206 Reidsville Road	  	Winston Salem	  	NC
	40044	  	Hwy. 85 & Interstate 94	  	Belfield	  	ND
	40045	  	24 Allenstown Road	  	Allenstown	  	NH
	40046	  	4 Technology Drive	  	Bedford	  	NH
	40047	  	28 West River Road	  	Hooksett	  	NH
	40048	  	1731 East Division Street	  	Arlington	  	TX
	40049	  	1600 Wells Branch Parkway	  	Austin	  	TX
	40050	  	5301 North Lamar Blvd.	  	Austin	  	TX
	40051	  	13201 Fm (Ranch Road) 620 N	  	Austin	  	TX
	40051	  	13201 Fm (Ranch Road) 620 N	  	Austin	  	TX
	40052	  	3501 Harwood Road	  	Bedford	  	TX
	40053	  	901 South Bell Blvd.	  	Cedar Park	  	TX
	40054	  	5301 North Beach Street	  	Fort Worth	  	TX
	40054	  	5301 North Beach Street	  	Fort Worth	  	TX
	40055	  	307 East Fm 2410	  	Harker Heights	  	TX
	40055	  	307 East Fm 2410	  	Harker Heights	  	TX
	40056	  	11912 Old Galveston Road	  	Houston	  	TX
	40056	  	11912 Old Galveston Road	  	Houston	  	TX
	40057	  	103 North Main	  	Keller	  	TX
	40057	  	103 North Main	  	Keller	  	TX
	40058	  	300 East Corporate Drive	  	Lewisville	  	TX
	40059	  	318 West Main Street	  	Midlothian	  	TX
	40060	  	5800 Davis Blvd.	  	North Richland Hills	  	TX
	40061	  	2201 I-35 South	  	San Marcos	  	TX
	40062	  	12310 Nw H.K.Dodgen Loop	  	Temple	  	TX
	40062	  	12310 Nw H.K.Dodgen Loop	  	Temple	  	TX
	40063	  	5745 Highway 121	  	The Colony	  	TX
	40064	  	100 South New Road	  	Waco	  	TX
	40064	  	100 South New Road	  	Waco	  	TX
	40065	  	801 North Holman Street	  	Brookland	  	AR


  
 Schedule
5.21(a)(2)-10 









							
	Property #	  	Address	  	City	  	State
	40066	  	2028 North Church Street	  	Jonesboro	  	AR
	55211	  	Danforth Circle	  	Derry	  	NH
	55234	  	70 Plaistow Road	  	Plaistow	  	NH
	55236	  	18 High Street	  	Somersworth	  	NH
	55237	  	164 Main Street And Granite	  	Salem	  	NH
	55238	  	2 Mohawk Drive	  	Londonderry	  	NH
	55239	  	129 South Main Street	  	Rochester	  	NH
	55244	  	605 Daniel Webster Hwy	  	Merrimack	  	NH
	55245	  	485 Amherst St	  	Nashua	  	NH
	55246	  	135 Bridge Street	  	Pelham	  	NH
	55247	  	219 Pembroke Street	  	Pembroke	  	NH
	55249	  	Route 11 & Ten Rod Rd	  	Rochester	  	NH
	55250	  	74 Hancock Street	  	Rochester	  	NH
	55253	  	463 High Street	  	Somersworth	  	NH
	55254	  	108 Portsmouth Ave.	  	Exeter	  	NH
	55256	  	Rt 101	  	Candia	  	NH
	55257	  	Rt 125	  	Epping	  	NH
	55258	  	1890 Dover Road	  	Epsom	  	NH
	55261	  	4 Amherst Street	  	Milford	  	NH
	55265	  	1815 Woodbury Ave	  	Portsmouth	  	NH
	55267	  	233 S. Broadway	  	Salem	  	NH
	55268	  	587 Lafayette Road	  	Seabrook	  	NH
	55274	  	32 Bridge Street	  	Pelham	  	NH
	56003	  	81 Route #94	  	Mcafee	  	NJ
	56025	  	124 W. Mt.Pleasant Ave.	  	Livingston	  	NJ
	56027	  	1296 Rt. 33 & Hamilton Sq	  	Trenton	  	NJ
	56047	  	661 Bloomfield Ave	  	Nutley	  	NJ
	56048	  	182 Pennington Ave.	  	Trenton	  	NJ
	56051	  	1940 Rt 34 & Allenwood Rd	  	Wall Township	  	NJ
	56056	  	2352 Morris Avenue (Rahway	  	Union	  	NJ
	56062	  	Rts #571 & #535	  	Cranbury	  	NJ
	56073	  	208 Branchport Avenue	  	Long Branch	  	NJ
	56075	  	1101 E. Jersey St. (Madis	  	Elizabeth	  	NJ
	56082	  	158 W. Sylvania Avenue	  	Neptune City	  	NJ
	56084	  	8 Stonehouse Road	  	Basking Ridge	  	NJ
	56086	  	1545 Hurffville Road	  	Deptford	  	NJ
	56087	  	2061 Fellowship & Springdale R	  	Cherry Hill	  	NJ
	56088	  	401 Egg Harbor Road	  	Sewell	  	NJ
	56092	  	Rt #31 & Bartles Corner Road	  	Flemington	  	NJ
	56096	  	75 Springside & Woodlane Rds.	  	Westampton Twp	  	NJ


  
 Schedule
5.21(a)(2)-11 









							
	Property #	  	Address	  	City	  	State
	56101	  	1870 Kuser Rd.	  	Trenton	  	NJ
	56109	  	16Th & F Sts.	  	Belmar	  	NJ
	56113	  	Route #71 & Wall Road	  	Spring Lake	  	NJ
	56118	  	1213 Route 27	  	Franklin Twp.	  	NJ
	56119	  	29 Route 12 & Broad Street	  	Flemington	  	NJ
	56131	  	141 Kings Highway	  	Mt. Royal	  	NJ
	56139	  	119 Godwin Avenue	  	Midland Park	  	NJ
	56142	  	263 E. 29Th St & Rt. 20	  	Paterson	  	NJ
	56145	  	3639 Route 9 (North)	  	Freehold	  	NJ
	56156	  	1 West 9Th Street	  	Ocean City	  	NJ
	56167	  	414 Route 206	  	Hillsborough	  	NJ
	56169	  	128 Chestnut Ridge Rd & Lake	  	Montvale	  	NJ
	56206	  	Route #1 And Washington R	  	Princeton	  	NJ
	56215	  	1705 Route 33 (Corlies Ave)	  	Neptune	  	NJ
	56252	  	473 Main Street	  	Belleville	  	NJ
	56255	  	2501 Bridge Ave.	  	Point Pleasant	  	NJ
	56260	  	1413 North Broad Street	  	West Deptford	  	NJ
	56263	  	176 West End Avenue	  	Somerville	  	NJ
	56276	  	1490 Bergen Boulevard	  	Fort Lee	  	NJ
	56294	  	592 Route 70	  	Brick	  	NJ
	56297	  	650 Route 15 South	  	Lake Hopatcong	  	NJ
	56326	  	2551 Brunswick Ave.	  	Trenton	  	NJ
	56803	  	125 N.Washington Ave.(Hic	  	Bergenfield	  	NJ
	56847	  	1112 Route #22 Summit Rd	  	Mountainside	  	NJ
	56852	  	134 Nj Rt. #4 (East Bound	  	Englewood	  	NJ
	56869	  	749 Lyons Avenue	  	Irvington	  	NJ
	56873	  	989 Somerset St.	  	Watchung	  	NJ
	56877	  	Shunpike & Green Village	  	Green Village	  	NJ
	56886	  	1060 Stuyvesant Ave	  	Irvington	  	NJ
	56891	  	171 Bloomfield Ave. (Berk	  	Bloomfield	  	NJ
	56892	  	88 E. Mcfarlan St	  	Dover	  	NJ
	56893	  	Bordentown Ave. & Ernston	  	Parlin	  	NJ
	56897	  	2510 Tonnelle Ave.(N.Berg	  	North Bergen	  	NJ
	56899	  	N.J. Route #17 -(South)	  	Hasbrouck Heights	  	NJ
	56904	  	571 Inman Avenue (Jordan)	  	Colonia	  	NJ
	56915	  	51 North Walnut Street	  	Ridgewood	  	NJ
	56921	  	615 Washington Ave.	  	Washington Township	  	NJ
	56922	  	357 N.J. Rte #17	  	Paramus	  	NJ
	56926	  	2284 Route #4	  	Fort Lee	  	NJ
	56939	  	Ocean And Riverdale	  	Monmouth Beach	  	NJ


  
 Schedule
5.21(a)(2)-12 









							
	Property #	  	Address	  	City	  	State
	56962	  	1067 South Broad Street	  	Trenton	  	NJ
	56999	  	585 Northfield Ave	  	West Orange	  	NJ
	58006	  	232 North Long Beach Road	  	Rockville Centre	  	NY
	58007	  	70-21 73Rd Place (Central	  	Glendale	  	NY
	58012	  	206-06 Jamaica Ave.	  	Bellaire	  	NY
	58022	  	86 North Babylon Tpke	  	North Merrick	  	NY
	58027	  	120 Cutter Mill Rd	  	Great Neck	  	NY
	58031	  	665 Glen Cove Avenue	  	Glen Head	  	NY
	58032	  	347 Nassau Blvd.	  	Garden City	  	NY
	58046	  	90 Glen Cove Road	  	East Hills	  	NY
	58054	  	490 Pulaski Road	  	Greenlawn	  	NY
	58061	  	606 Wantagh Avenue	  	Levittown	  	NY
	58064	  	1880 Front Street	  	East Meadow	  	NY
	58065	  	3730 Hempstead Tpke.	  	Levittown	  	NY
	58077	  	2495 Cropsey Ave.	  	Brooklyn	  	NY
	58079	  	3902 Avenue U	  	Brooklyn	  	NY
	58085	  	204-12 Northern Blvd	  	Bayside	  	NY
	58092	  	657 Sawmill River Rd	  	Ardsley	  	NY
	58101	  	774 Tuckahoe Rd.	  	Yonkers	  	NY
	58119	  	5801 Flatlands Ave	  	Brooklyn	  	NY
	58121	  	67 Quaker Ridge Rd.	  	New Rochelle	  	NY
	58131	  	15 Veterans Memorial Hwy.	  	Commack	  	NY
	58141	  	378 Main St. & Brick Kiln Rd.	  	Sag Harbor	  	NY
	58142	  	2 Montauk Highway	  	East Hampton	  	NY
	58144	  	1525 Montauk Highway	  	Mastic	  	NY
	58154	  	1982 Bronxdale Ave.	  	Bronx	  	NY
	58184	  	757 Central Park Av	  	Yonkers	  	NY
	58205	  	51-63 Eighth Ave.	  	New York	  	NY
	58295	  	1164 Rte. 112	  	Port Jefferson	  	NY
	58329	  	171 N Highland Av	  	Ossining	  	NY
	58401	  	3694 Barger St	  	Shrub Oak	  	NY
	58409	  	119 West 145Th St	  	New York	  	NY
	58415	  	2001 Gravesend Neck Road	  	Brooklyn	  	NY
	58441	  	1881 Forest Ave.	  	Staten Island	  	NY
	58442	  	1201 Victory Blvd.	  	Staten Island	  	NY
	58443	  	717 Richmond Rd	  	Staten Island	  	NY
	58535	  	4780 Boston Post Road	  	Pelham Manor	  	NY
	58553	  	5931 Amboy Road (Bethune)	  	Staten Island	  	NY
	58558	  	5 Fingerboard St.	  	Staten Island	  	NY
	58574	  	241 Terry Road	  	Smithtown	  	NY


  
 Schedule
5.21(a)(2)-13 









							
	Property #	  	Address	  	City	  	State
	58576	  	520 Hicksville Rd.	  	Massapequa	  	NY
	58592	  	242 Dyckman Street	  	New York	  	NY
	58596	  	700 Route #211 East	  	Middletown	  	NY
	58602	  	532 Plandome Rd.	  	Manhasset	  	NY
	58703	  	1372 Union St & Brandywine Ave	  	Schenectady	  	NY
	58727	  	3159 Troy-Schenectady Rd	  	Niskayuna	  	NY
	58732	  	Terminal & Prospect St.	  	Poughkeepsie	  	NY
	58774	  	165 Route 59	  	Monsey	  	NY
	58829	  	3229 Sunrise Highway	  	Wantagh	  	NY
	58836	  	26-27 College Point Boulevard	  	Flushing	  	NY
	58855	  	4220 Sheridan Drive	  	Amherst	  	NY
	58856	  	1780 Seneca Street	  	Buffalo	  	NY
	58858	  	595 Ontario Street	  	Buffalo	  	NY
	58859	  	650 Tonawanda Street	  	Buffalo	  	NY
	58860	  	2211 Grand Island Boulevard	  	Grand Island	  	NY
	58861	  	5461 Southwestern Boulevard	  	Hamburg	  	NY
	58862	  	660 Englewood Avenue	  	Tonawanda	  	NY
	58865	  	820 Center Street	  	Lewiston	  	NY
	58866	  	6302 Buffalo Avenue	  	Niagara Falls	  	NY
	58871	  	6130 Main Street	  	Williamsville	  	NY
	58900	  	916 State Route 244	  	Alfred Station	  	NY
	58901	  	99 South Main Street	  	Avoca	  	NY
	58902	  	5267 Clinton Street Road	  	Batavia	  	NY
	58903	  	6890 Byron-Holley Road	  	Byron	  	NY
	58904	  	131 South Main Street	  	Castile	  	NY
	58905	  	2 East Buffalo Street	  	Churchville	  	NY
	58906	  	2594 Main Road	  	East Pembroke	  	NY
	58907	  	2 Pennsylvania Ave.	  	Friendship	  	NY
	58908	  	145 North Main Street	  	Naples	  	NY
	58909	  	4179 Buffalo Road	  	Rochester	  	NY
	58911	  	2 South Center Street	  	Perry	  	NY
	58912	  	41 South Main Street	  	Prattsburgh	  	NY
	58913	  	11 West Lamoka Ave.	  	Savona	  	NY
	58914	  	2357 North Main Street	  	Warsaw	  	NY
	58915	  	215 North Main Street	  	Wellsville	  	NY
	58916	  	3774 Chili Ave.	  	Rochester	  	NY
	58917	  	336 West Washington Street	  	Bath	  	NY
	58918	  	3211 County Road # 10	  	Canandaigua	  	NY
	58921	  	5763 Big Tree Road	  	Lakeville	  	NY
	58922	  	3705 Main Street	  	Greigsville	  	NY


  
 Schedule
5.21(a)(2)-14 









							
	Property #	  	Address	  	City	  	State
	58923	  	335-337 East Henrietta Road	  	Rochester	  	NY
	67215	  	40Th Street & Powelton Av	  	Philadelphia	  	PA
	67227	  	3050 Lehigh Street	  	Allentown	  	PA
	67235	  	552-554 Markley Street	  	Norristown	  	PA
	67243	  	596 Lancaster Ave. & Penn St.	  	Bryn Mawr	  	PA
	67244	  	725 Fayette Street	  	Conshohocken	  	PA
	67249	  	6301 Castor & Robbins Avenue	  	Philadelphia	  	PA
	67253	  	907 Huntingdon Pike	  	Huntingdon Valley	  	PA
	67254	  	1150 Bustleton Pike	  	Feasterville	  	PA
	67258	  	6700 Bustleton Ave	  	Philadelphia	  	PA
	67261	  	2101 Oregon Pike	  	Philadelphia	  	PA
	67265	  	5700 Ridge Ave & Shurs	  	Philadelphia	  	PA
	67266	  	8244-8256 Lowber Avenue	  	Philadelphia	  	PA
	67271	  	102 West Eagle Road	  	Havertown	  	PA
	67272	  	401 East Baltimore Avenue	  	Media	  	PA
	67274	  	100 East Champlost Avenue	  	Philadelphia	  	PA
	67276	  	7800 Ridge Ave	  	Philadelphia	  	PA
	67278	  	417 East Providence Road	  	Aldan	  	PA
	67288	  	Rt 1 & Old Lincoln Hwy.	  	Trevose	  	PA
	67298	  	1320 West Chester Pike	  	Havertown	  	PA
	67367	  	5300 Springfield Road	  	Clifton Hgts.	  	PA
	67381	  	Oak & Providence Roads	  	Aldan	  	PA
	67401	  	134 West Baltimore Avenue	  	Clifton Hgts	  	PA
	67402	  	2401 N.Broad St & York St	  	Philadelphia	  	PA
	67405	  	405 West Bridge Street	  	Morrisville	  	PA
	67409	  	8797 Frankford Ave. & Magargee	  	Philadelphia	  	PA
	67415	  	1 Nutt Road	  	Phoenixville	  	PA
	67419	  	894 North Charlotte Street	  	Pottstown	  	PA
	67425	  	301-303 Harleysville Pike	  	Souderton	  	PA
	67431	  	313 Swamp Road	  	Furlong	  	PA
	67433	  	Main Rt #611 & East St.	  	Doylestown	  	PA
	67434	  	778 2Nd Street Pike	  	Richboro	  	PA
	67437	  	301 East Johnson Highway	  	Norriton Twp.	  	PA
	67531	  	306 Main Street	  	Trappe	  	PA
	67602	  	3710 Westchester Pike	  	Newtown Square	  	PA
	67613	  	1009 Brooke Blvd	  	Reading	  	PA
	67613	  	1009 Brooke Blvd	  	Reading	  	PA
	67618	  	8009 Old York Road	  	Elkins Park	  	PA
	67624	  	6100 York Road	  	New Oxford	  	PA
	67638	  	50 Main St (Getty)	  	Glen Rock	  	PA


  
 Schedule
5.21(a)(2)-15 









							
	Property #	  	Address	  	City	  	State
	67664	  	2250 Cottman Ave.	  	Philadelphia	  	PA
	67665	  	4630 William Flynn Highway	  	Allison Park	  	PA
	67666	  	2401 Freeport Road	  	New Kensington	  	PA
	68003	  	1015 Sandy Lane	  	Warwick	  	RI
	68005	  	1188 Cumberland Hill Road	  	Woonsocket	  	RI
	68007	  	1271 Broad Street	  	Providence	  	RI
	68200	  	216 Main Street	  	Ashaway	  	RI
	68607	  	Massasoit Ave. & Dexter	  	East Providence	  	RI
	68614	  	33 Jefferson Blvd.	  	Warwick	  	RI
	68619	  	899 Pontiac Avenue	  	Cranston	  	RI
	68623	  	227 County Road	  	Barrington	  	RI
	68643	  	1879 Mineral Spring Ave.	  	N. Providence	  	RI
	68645	  	732 Willett Ave.	  	East Providence	  	RI
	68646	  	Rr 11 4087 Tower Hill Rd	  	Wakefield	  	RI
	69016	  	Route 61 & Rr # 3 (Mt Carbon)	  	Pottsville	  	PA
	69019	  	Rt 61 Rd #5 (Fairlane)	  	Pottsville	  	PA
	69416	  	518 Greenfield Road	  	Lancaster	  	PA
	69424	  	302 Highland Drive	  	Mountville	  	PA
	69425	  	Route 72 & Long Lane	  	Ebenezer	  	PA
	69439	  	203 S. Third Street	  	Oxford	  	PA
	69440	  	1001 Buchert Road	  	Pottstown	  	PA
	69484	  	W. Greenwich & Schylkill Ave	  	Reading	  	PA
	69495	  	7710 Allentown Blvd	  	Harrisburg	  	PA
	69503	  	1100 Millersville Pike	  	Lancaster	  	PA
	69504	  	312 West Main Street	  	New Holland	  	PA
	69679	  	3500 Kutztown Road	  	Laureldale	  	PA
	69682	  	Main & S.High Streets	  	Arendtsville	  	PA
	69683	  	308 E. Wyomissing Avenue	  	Mohnton	  	PA
	69690	  	Route 16	  	Mcconnellsburg	  	PA
	70000	  	101 East Main Street	  	Crestline	  	OH
	70001	  	2424 Possum Run Road	  	Mansfield	  	OH
	70002	  	876 Park Ave. East	  	Mansfield	  	OH
	70003	  	150 Sandusky Street	  	Monroeville	  	OH
	71271	  	1033 West Little Creek Rd.	  	Norfolk	  	VA
	71500	  	10030 Sliding Hill Road	  	Ashland	  	VA
	71501	  	2102 A South Main St.	  	Farmville	  	VA
	71502	  	2515 Salem Church Road	  	Fredericksburg	  	VA
	71503	  	620 Cambridge Street	  	Fredericksburg	  	VA
	71504	  	11517 Tidewater Trail	  	Fredericksburg	  	VA
	71505	  	8520 Jefferson Davis Hwy.	  	Fredericksburg	  	VA


  
 Schedule
5.21(a)(2)-16 









							
	Property #	  	Address	  	City	  	State
	71506	  	4690 Pouncey Tract Road	  	Glen Allen	  	VA
	71507	  	11390 Nuckols Road	  	Glen Allen	  	VA
	71508	  	5306 James Madison Highway	  	King George	  	VA
	71509	  	12132 King William Rd.	  	King William	  	VA
	71510	  	9200 Chamberlayne Ave.	  	Mechanicsville	  	VA
	71511	  	6675 Cold Harbor Road	  	Mechanicsville	  	VA
	71512	  	7559 Cold Harbor Road	  	Mechanicsville	  	VA
	71513	  	8188 Atlee Road	  	Mechanicsville	  	VA
	71513	  	8188 Atlee Road	  	Mechanicsville	  	VA
	71513	  	8188 Atlee Road	  	Mechanicsville	  	VA
	71513	  	8188 Atlee Road	  	Mechanicsville	  	VA
	71514	  	7119 Mechanicsville Tpke.	  	Mechanicsville	  	VA
	71515	  	9492 Chamberlayne Road	  	Mechanicsville	  	VA
	71516	  	6110 Mechanicsville Tpke.	  	Mechanicsville	  	VA
	71517	  	16575 Mountain Road	  	Montpelier	  	VA
	71518	  	23002 Airport Street	  	Petersburg	  	VA
	71519	  	2650 New Market Road	  	Richmond	  	VA
	71520	  	23755 Rodgers Clark Blvd.	  	Ruther Glen	  	VA
	71521	  	4001 E. Williamsburg Road	  	Sandston	  	VA
	71522	  	11625 Brock Road	  	Spotsylvania	  	VA
	85000	  	6227 Phillips Highway	  	Jacksonville	  	FL
	85001	  	10917 North Main Street	  	Jacksonville	  	FL
	85002	  	422 West 21St. Street	  	Jacksonville	  	FL
	85003	  	810 North Mcduff Ave.	  	Jacksonville	  	FL
	85004	  	6563 Commonwealth Ave.	  	Jacksonville	  	FL
	85005	  	2920 Silver Star Road	  	Orlando	  	FL


  
 Schedule
5.21(a)(2)-17 








 SCHEDULE 5.21(b)(1) 

MORTGAGED PROPERTY LEASES 
 Master Energy Lease, dated September 27, 2005, between Trustreet Properties, Inc., CNL APF Partners, L.P., Fuel Supply, Inc., USRP (Molly), LLC, USRP (Bob), LLC, USRP (Fred), LLC, USRP (Sarah), LLC,
USRP (Hawaii), LLC, USRP (Jennifer), LLC, and USRP (Steve), LLC, collectively as Landlord, and Aloha Petroleum, Ltd., as Tenant, as assigned to Getty HI Leasing, Inc. pursuant to that certain Assignment and Assumption of Master Energy Lease, dated
March 31, 2007, between Landlord, as Assignor, and Getty HI Leasing, Inc., as Assignee. 
 Unitary Net Lease Agreement, dated
March 30, 2011, between GTY MA/NH Leasing, Inc., as Lessor, and Nouria Energy Ventures I, LLC, as Lessee. 
 Unitary Net Lease Agreement,
dated January 13, 2011, between GTY NY Leasing, Inc., as Lessor, and CPD NY Energy Corp., as Lessee. 
 Unitary Net Lease Agreement, dated
September 25, 2009, between GTY MD Leasing, Inc., as Lessor, and White Oak Petroleum, LLC, as Lessee. 

  
 Schedule
5.21(b)(1)-1 








 SCHEDULE 5.21(b)(2) 

ADDITIONAL LEASES 

[***]2 

 

	2 	[***] Indicates material that has been omitted and for which confidential treatment has been requested. All such omitted material has been filed with the Securities and
Exchange Commission pursuant to Rule 24b-2 under the Securities and Exchange Act of 1934, as amended. 


  
 Schedule
5.21(b)(2)-1 








 SCHEDULE 5.21(b)(3) 

RENT ROLL 

[***]3 

 

	3 	[***] Indicates material that has been omitted and for which confidential treatment has been requested. All such omitted material has been filed with the Securities and
Exchange Commission pursuant to Rule 24b-2 under the Securities and Exchange Act of 1934, as amended. 


  
 Schedule
5.21(b)(3)-1 








 SCHEDULE 5.21(c) 

GROUND LEASES 
  

							
	 Property #
	  	 Address
	  	 City
	  	 State

				
	 30203
	  	380 SOUTHBRIDGE STREET	  	AUBURN	  	MA
				
	 30205
	  	257 WEST BOYLSTON STREET	  	WEST BOYLESTON	  	MA
				
	 30209
	  	61 63 MIDDLESEX TURNPIKE	  	BURLINGTON	  	MA
				
	 30210
	  	189 CHELMSFORD STREET	  	CHELMSFORD	  	MA
				
	 30212
	  	149 ENDICOTT STREET	  	DANVERS	  	MA
				
	 30215
	  	264 TIMPANY BLVD	  	GARDNER	  	MA
				
	 30216
	  	26 COMMERCIAL ROAD	  	LEOMINSTER	  	MA
				
	 30217
	  	436 LANCASTER STREET	  	LEOMINSTER	  	MA
				
	 30218
	  	460 KING STREET	  	LITTLETON	  	MA
				
	 30232
	  	30 LACKEY DAM ROAD	  	UXBRIDGE	  	MA
				
	 30235
	  	128 TURNPIKE ROAD	  	WESTBOROUGH	  	MA
				
	 55306
	  	100 MAST RD (SR 114)	  	GOFFSTOWN	  	NH
				
	 55307
	  	1326 HOOKSETT ROAD	  	HOOKSETT	  	NH
				
	 55312
	  	1932 SOUTH WILLOW STREET	  	MANCHESTER	  	NH
				
	 55319
	  	270 MAIN DUNSTABLE ROAD	  	NASHUA	  	NH
				
	 58627
	  	399 GREENWICH AVE.	  	GOSHEN	  	NY
				
	 58632
	  	80 BEDFORD ROAD	  	KATONAH	  	NY
				
	 58642
	  	1423 ROUTE 300	  	NEWBURGH	  	NY
				
	 58648
	  	101 South Ridge Street	  	PORT CHESTER	  	NY


  
 Schedule
5.21(c)-1 









							
	 Property #
	  	 Address
	  	 City
	  	 State

				
	 58649
	  	425 BOSTON ROAD	  	PORT CHESTER	  	NY
				
	 58658
	  	ROUTE 35 & BOUTON ROAD	  	SOUTH SALEM	  	NY
				
	 58660
	  	407 WHITE PLAINS ROAD	  	EASTCHESTER	  	NY
				
	 58662
	  	19 MARBLE AVE.	  	THORNWOOD	  	NY
				
	 58664
	  	1050 ROUTE 9	  	WAPPINGERS FALLS	  	NY
				
	 58668
	  	1237 MAMARONECK AVE.	  	WHITE PLAINS	  	NY
				
	 58669
	  	1176 NEPPERHAN AVE.	  	YONKERS	  	NY
				
	 58672
	  	2035 SAW MILL RIVER ROAD	  	YORKTOWN HEIGHTS	  	NY
				
	 58676
	  	3081 ROUTE 22	  	PATTERSON	  	NY
				
	 58678
	  	HUTCHINSON RIVER PARKWAY	  	WHITE PLAINS	  	NY
				
	 58679
	  	838 KIMBALL AVE.	  	YONKERS	  	NY
				
	 58680
	  	275 ROUTE 59 EAST	  	NANUET	  	NY


  
 Schedule
5.21(c)-2 








 SCHEDULE 5.23 

CONDITION OF PROPERTIES 

NONE 

  
 Schedule
5.23-1 








 SCHEDULE 11.1 

ENVIRONMENTAL REMEDIATION AND COMPLIANCE MATTERS

  

									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

	6	  	1672 86th Street	  	Brooklyn	  	New York	  	Assessment
					
	7	  	161-51 Baisley Boulevard	  	Jamaica	  	New York	  	RAP Implementation
					
	8	  	75-41 Yellowstone Blvd	  	Rego Park	  	New York	  	O & M
					
	16	  	98-21 Rockaway Boulevard	  	Ozone Park	  	New York	  	RAP Implementation
					
	17	  	1780 Coney Island Avenue	  	Brooklyn	  	New York	  	RAP Implementation
					
	20	  	1810 CROSS BRONX EXP.	  	BRONX	  	New York	  	Closure Activities
					
	38	  	2686 Long Beach Road	  	Oceanside	  	New York	  	Assessment
					
	65	  	1 MONTAUK & CARLTON AVE	  	EAST ISLIP	  	New York	  	Assessment
					
	77	  	758 Pelham Road	  	New Rochelle	  	New York	  	Closure Activities
					
	91	  	40 N. Stone Avenue	  	Elmsford	  	New York	  	O & M
					
	93	  	4350 Boston Post Road	  	Pelham Manor	  	New York	  	Closure Activities
					
	100	  	140 Franklin Turnpike	  	Mahwah	  	New Jersey	  	Closure Compliance
					
	101	  	221 ROUTE 303	  	VALLEY COTTAGE	  	New York	  	O & M
					
	102	  	2311 Crompound Road	  	Peekskill	  	New York	  	RAP Prep
					
	103	  	200 Westchester Avenue	  	Port Chester	  	New York	  	RAP Prep
					
	114	  	2453 Westchester Avenue	  	Bronx	  	New York	  	Assessment
					
	116	  	128 EAST MAIN ST	  	ELMSFORD	  	New York	  	O & M
					
	117	  	946 BOSTON POST RD.	  	MAMARONECK	  	New York	  	O & M
					
	163	  	1738 RT.9W	  	KINGSTON	  	New York	  	O & M
					
	190	  	1809 ROUTE 1	  	RAHWAY	  	New Jersey	  	Assessment
					
	200	  	13 Clarke Avenue	  	Staten Island	  	New York	  	O & M
					
	214	  	116-60 Sutphin Boulevard	  	Jamaica	  	New York	  	Closure Activities
					
	223	  	6418 8th Avenue	  	Brooklyn	  	New York	  	Closure Compliance


  
 Schedule
5.23-1 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	229	  	125 KINGS HIGHWAY	  	BROOKLYN	  	New York	  	O & M
					
	232	  	211-02 Jamaica Avenue	  	Bellaire	  	New York	  	Closure Compliance
					
	234	  	1125-27 Richmond Terrace	  	Staten Island	  	New York	  	Closure Activities
					
	235	  	1820 Richmond Road	  	Staten Island	  	New York	  	Assessment
					
	252	  	4301 BOSTON POST ROAD	  	BRONX	  	New York	  	O & M
					
	257	  	895 Melrose Avenue	  	Bronx	  	New York	  	Closure Activities
					
	269	  	1827 Westchester Avenue	  	Bronx	  	New York	  	O & M
					
	270	  	2400 East Tremont Avenue	  	Bronx	  	New York	  	RAP Implementation
					
	275	  	495 E. 180Th & Bathgate	  	Bronx	  	New York	  	Closure Activities
					
	278	  	944 Central Park Avenue	  	Yonkers	  	New York	  	O & M
					
	288	  	State Highway 36 & Avenue D	  	Atlantic Highlands	  	New Jersey	  	Closure Activities
					
	299	  	481 UNION AVE	  	WESTBURY	  	New York	  	Assessment
					
	301	  	257 North Broadway	  	SLEEPY HOLLOW	  	New York	  	O & M
					
	304	  	1297 Route 9	  	Old Bridge	  	New Jersey	  	Closure Activities
					
	312	  	166-02 Northern Boulevard	  	Flushing	  	New York	  	O & M
					
	324	  	4000 Hylan Boulevard	  	Staten Island	  	New York	  	Closure Compliance
					
	325	  	1168 PLEASANTVILLE ROAD	  	BRIARCLIFF MANOR	  	New York	  	O & M
					
	329	  	1441 Westchester Avenue	  	Bronx	  	New York	  	Closure Compliance
					
	332	  	600 South Pelham Parkway	  	Bronx	  	New York	  	O & M
					
	339	  	4880 Broadway	  	New York	  	New York	  	Closure Activities
					
	340	  	89 St. Nicholas Place	  	New York	  	New York	  	Closure Compliance
					
	341	  	239 10th Avenue	  	New York	  	New York	  	Closure Activities
					
	348	  		  	Bloomfield	  	New Jersey	  	Closure Compliance
					
	353	  	163-10 Pidgeon Meadow Rd.	  	Flushing	  	New York	  	Closure Activities
					
	358	  	185 EAST LINCOLN AVE	  	PELHAM	  	New York	  	Assessment
					
	362	  	1212 Victory Boulevard	  	Staten Island	  	New York	  	Closure Compliance
					
	363	  	350 ROCKAWAY TPKE	  	CEDARHURST	  	New York	  	Assessment


  
 Schedule
5.23-2 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	365	  	1324 East Putnam Ave	  	Old Greenwich	  	Connecticut	  	Predelineation
					
	369	  	26 E. Post Road	  	White Plains	  	New York	  	RAP Implementation
					
	370	  	Route 36 & Atlantic Avenue	  	Keyport	  	New Jersey	  	Closure Activities
					
	396	  	1842 Victory Boulevard	  	Staten Island	  	New York	  	Closure Activities
					
	444	  	515 MONTAUK HIGHWAY	  	BAY SHORE	  	New York	  	Closure Compliance
					
	448	  	1164 MONTAUK HWY	  	E. PATCHOGUE	  	New York	  	Closure Compliance
					
	464	  	869 ATLANTIC AVE	  	BALDWIN	  	New York	  	Assessment
					
	491	  	1422 Wantagh Ave.	  	Wantagh	  	New York	  	Predelineation
					
	506	  	1300 Englishtown Rd.	  	Old Bridge	  	New Jersey	  	Closure Compliance
					
	523	  	1741 Route 37 West	  	Toms River	  	New Jersey	  	Closure Activities
					
	535	  	310 Bay Shore Road	  	N. Babylon	  	New York	  	Closure Activities
					
	539	  	1255 McBride	  	W. Paterson	  	New Jersey	  	Closure Activities
					
	564	  	1103-1107 De Kalb Avenue	  	Brooklyn	  	New York	  	Closure Activities
					
	570	  	69 BANK STREET	  	White Plains	  	New York	  	Assessment
					
	585	  	611 Main St., E. Hartford	  	Hartford	  	Connecticut	  	Closure Activities
					
	587	  	Routes 32 & 87	  	Franklin	  	Connecticut	  	Closure Compliance
					
	589	  	176 Tolland Tpke & B Acres	  	Manchester	  	Connecticut	  	Closure Activities
					
	590	  	934-938 E. Main St.	  	Meriden	  	Connecticut	  	Closure Activities
					
	595	  	222 Danbury Road	  	New Milford	  	Connecticut	  	Closure Activities
					
	598	  	170 Taftville-Occum Rd.	  	Norwich	  	Connecticut	  	Closure Compliance
					
	601	  	398 Main St.	  	SOUTHINGTON	  	Connecticut	  	Closure Activities
					
	604	  	120 Main Street	  	Terryville	  	Connecticut	  	Closure Activities
					
	606	  	216 Merrow Road	  	Tolland	  	Connecticut	  	Predelineation
					
	611	  	Route 32	  	Waterford	  	Connecticut	  	Closure Activities
					
	615	  	1649 Litchfield Turnpike	  	Woodbridge	  	Connecticut	  	Closure Activities
					
	624	  	30 W. State Street	  	Granby	  	Massachusetts	  	Closure Activities
					
	625	  	123 Main Street	  	Great Barrington	  	Massachusetts	  	Closure Compliance


  
 Schedule
5.23-3 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	628	  	Rte 32 Palmer & Monson Rd	  	Monson	  	Massachusetts	  	Closure Activities
					
	637	  	2221 Main Street & Carew	  	Springfield	  	Massachusetts	  	Closure Activities
					
	643	  	278 Elm Street	  	WESTFIELD	  	Massachusetts	  	Assessment
					
	647	  	2 Pleasantville Rd.	  	Ossining	  	New York	  	O & M
					
	652	  	R.D.#1 ROUTE 130	  	BEVERLY	  	New Jersey	  	Assessment
					
	653	  	201 Elmora Ave	  	Elizabeth	  	New Jersey	  	Closure Activities
					
	654	  	669 SOMERSET STREET	  	SOMERSET	  	New Jersey	  	O & M
					
	655	  	4431 Route 9	  	Englishtown	  	New Jersey	  	Closure Activities
					
	656	  	2737 S. Broad St.	  	Hamilton	  	New Jersey	  	Closure Compliance
					
	660	  	100 River Avenue	  	Lakewood	  	New Jersey	  	Closure Activities
					
	661	  	100 White Horse Pike	  	Lawnside	  	New Jersey	  	O & M
					
	664	  	953 18th Avenue	  	Newark	  	New Jersey	  	RAP Implementation
					
	665	  	1292 RT 22 EAST	  	NORTH PLAINFIELD	  	New Jersey	  	Closure Activities
					
	666	  	1292 RT 22 East	  	North Plainfield	  	New Jersey	  	Closure Compliance
					
	667	  	639 Route 17 South	  	Paramus	  	New Jersey	  	Closure Activities
					
	670	  	957 ROUTE 9 NORTH	  	SOUTH AMBOY	  	New Jersey	  	RAP Implementation
					
	671	  	2401 ROUTE 24 WEST	  	UNION	  	New Jersey	  	Assessment
					
	673	  	6718 Black Horse Pike	  	Pleasantville	  	New Jersey	  	Closure Activities
					
	677	  	381 North Avenue	  	New Rochelle	  	New York	  	RAP Prep
					
	680	  	208 Foxon Rd.	  	NORTH BRANFORD	  	Connecticut	  	RAP Implementation
					
	684	  	196 Ross Place	  	Westfield	  	New Jersey	  	Closure Compliance
					
	685	  	2 Ashford Drive	  	Dobbs Ferry	  	New York	  	Closure Activities
					
	688	  	301 East & Whiting St.	  	Plainville	  	Connecticut	  	Closure Activities
					
	709	  	2955 Cropsey Avenue	  	Brooklyn	  	New York	  	Closure Compliance
					
	751	  	630 LINCOLN HWY RT 1	  	FAIRLESS HILLS	  	Pennsylvania	  	Closure Compliance
					
	6130	  	85 Forbes Ave.	  	NEW HAVEN	  	Connecticut	  	Closure Activities
					
	6709	  	213 Colony Street	  	Meriden	  	Connecticut	  	Assessment


  
 Schedule
5.23-4 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	6722	  	1030 Blue Hills Road	  	Bloomfield	  	Connecticut	  	Closure Activities
					
	6725	  	850 Hopmeadow Road	  	Simsbury	  	Connecticut	  	O & M
					
	6742	  	36 Danbury Road	  	Ridgefield	  	Connecticut	  	Closure Activities
					
	6744	  	321 West Avenue	  	Norwalk	  	Connecticut	  	Predelineation
					
	6746	  	1789 Barnum Ave.	  	Bridgeport	  	Connecticut	  	Closure Activities
					
	6749	  	700 DEWEY STREET	  	BRIDGEPORT	  	Connecticut	  	Closure Activities
					
	6753	  	1464 Fairfield Ave.	  	BRIDGEPORT	  	Connecticut	  	Closure Activities
					
	6762	  	179 Noroton Ave.	  	DARIEN	  	Connecticut	  	RAP Implementation
					
	6765	  	224 Magee Avenue	  	Stamford	  	Connecticut	  	Closure Activities
					
	6768	  	59 W. Broad St.	  	STAMFORD	  	Connecticut	  	Assessment
					
	6779	  	197 Main St.	  	CHESHIRE	  	Connecticut	  	RAP Implementation
					
	6811	  	774 Farmington Ave.	  	Bristol	  	Connecticut	  	Assessment
					
	6813	  	Cor. Rts #7 & 25	  	Brookfield	  	Connecticut	  	Closure Activities
					
	6817	  	1294 E. Main Street	  	Torrington	  	Connecticut	  	Closure Activities
					
	6819	  	206 Main St.	  	NORWALK	  	Connecticut	  	Closure Activities
					
	6851	  	241 White St.	  	DANBURY	  	Connecticut	  	RAP Implementation
					
	6852	  	578 S. Main St.	  	MIDDLETOWN	  	Connecticut	  	RAP Implementation
					
	6853	  	126 South Road	  	Enfield	  	Connecticut	  	Closure Activities
					
	6871	  	441 W. Avon Rd.	  	Avon	  	Connecticut	  	RAP Implementation
					
	8641	  	735 Philadelphia Pike	  	Wilmington	  	Delaware	  	O & M
					
	8669	  	1712 Foulk Road	  	Wilimington	  	Delaware	  	O & M
					
	28002	  	159 COTTAGE ROAD	  	SOUTH PORTLAND	  	Maine	  	Assessment
					
	28032	  	1217 CONGRESS STREET	  	PORTLAND	  	Maine	  	Assessment
					
	28210	  	59 CAMDEN STREET	  	ROCKLAND	  	Maine	  	Assessment
					
	28222	  	207 Broadway	  	SOUTH PORTLAND	  	Maine	  	Closure Activities
					
	29811	  	16603 SETON AVENUE	  	EMMITSBURG	  	Maryland	  	Closure Compliance
					
	30315	  	522 Main Street	  	S. Weymouth	  	Massachusetts	  	Closure Activities


  
 Schedule
5.23-5 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	30317	  	1744 Centre Street	  	WEST ROXBURY	  	Massachusetts	  	Closure Activities
					
	30339	  	350 Pleasant Street	  	BELMONT	  	Massachusetts	  	RAP Implementation
					
	30344	  	245 N. Main Street	  	Randolph	  	Massachusetts	  	RAP Implementation
					
	30352	  	110 Galen Street	  	Watertown	  	Massachusetts	  	Closure Activities
					
	30355	  	306 MAIN ST	  	READING	  	Massachusetts	  	Closure Activities
					
	30361	  	191 TALBOT AVENUE	  	DORCHESTER	  	Massachusetts	  	RAP Prep
					
	30363	  	469 Washington St.	  	Weymouth	  	Massachusetts	  	Closure Activities
					
	30375	  	4 Whiting Street	  	Hingham	  	Massachusetts	  	Closure Compliance
					
	30393	  	325 Washington Street	  	Woburn	  	Massachusetts	  	Closure Activities
					
	30409	  	792 Truman Highway	  	Hyde Park	  	Massachusetts	  	Closure Activities
					
	30436	  	527 Grafton Street	  	Worcester	  	Massachusetts	  	RAP Prep
					
	30457	  	609 Park Avenue	  	Worcester	  	Massachusetts	  	Closure Activities
					
	30458	  	88 E. Main Street	  	WEBSTER	  	Massachusetts	  	Assessment
					
	30515	  	331 Bennington Avenue	  	BOSTON	  	Massachusetts	  	O & M
					
	30518	  	299 Main Street	  	Groveland	  	Massachusetts	  	Closure Activities
					
	30548	  	391 Main Street	  	Williamstown	  	Massachusetts	  	Closure Compliance
					
	30551	  	371 Huttleston Avenue	  	Fairhaven	  	Massachusetts	  	Closure Activities
					
	30557	  	63 BROADWAY	  	TAUNTON	  	Massachusetts	  	Closure Activities
					
	30602	  	481 Washington Street	  	Auburn	  	Massachusetts	  	Closure Activities
					
	30603	  	245 Haverhill Street	  	Methuen	  	Massachusetts	  	Closure Activities
					
	30606	  	113 CENTRAL STREET	  	Ipswich	  	Massachusetts	  	Assessment
					
	30610	  	581 Boston Post Road	  	BILLERICA	  	Massachusetts	  	Closure Activities
					
	30611	  	236 S. ELM STREET	  	HAVERHILL	  	Massachusetts	  	Assessment
					
	30612	  	679 Main Street	  	Chatham	  	Massachusetts	  	O & M
					
	30616	  	20 S. MAIN STREET	  	IPSWICH	  	Massachusetts	  	Closure Activities
					
	30617	  	528 North Main Street	  	LEOMINSTER	  	Massachusetts	  	Closure Activities
					
	30629	  	869 Main Street	  	Tewksbury	  	Massachusetts	  	Closure Activities


  
 Schedule
5.23-6 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	30631	  	714 W. Falmouth Hwy	  	Falmouth	  	Massachusetts	  	Closure Activities
					
	30633	  	262 Groton Road	  	Westford	  	Massachusetts	  	Closure Activities
					
	30646	  	825 Washington Street	  	Stoughton	  	Massachusetts	  	Closure Activities
					
	30652	  	860 Southbridge Street	  	AUBURN	  	Massachusetts	  	Assessment
					
	30657	  	1177 North Main Street	  	CLINTON	  	Massachusetts	  	Closure Activities
					
	30678	  	3 Singletary Avenue	  	Sutton	  	Massachusetts	  	Closure Activities
					
	30695	  	223 Main Street	  	ATHOL	  	Massachusetts	  	Closure Activities
					
	30700	  	1660 Worcester Road	  	Framingham	  	Massachusetts	  	Closure Activities
					
	30710	  	350 Greenwood Street	  	WORCESTER	  	Massachusetts	  	Assessment
					
	30713	  	274 High Street	  	LOWELL	  	Massachusetts	  	Closure Activities
					
	40014	  	215 South Vineyard Boulevard	  	Honolulu	  	Hawaii	  	Closure Activities
					
	40019	  	46-004 Kamehameha Highway	  	Kaneohe	  	Hawaii	  	Closure Activities
					
	40022	  	150 North Kamehameha Highway	  	Wahiawa	  	Hawaii	  	Closure Compliance
					
	40035	  	120 South Linville Road	  	Kernersville	  	North Carolina	  	Predelineation
					
	55201	  	1467 ELM STREET	  	MANCHESTER	  	New Hampshire	  	Closure Activities
					
	55208	  	242 MAIN STREET	  	CONCORD	  	New Hampshire	  	Closure Activities
					
	55211	  	Danforth Circle	  	Derry	  	New Hampshire	  	Closure Activities
					
	55234	  	70 PLAISTOW ROAD	  	PLAISTOW	  	New Hampshire	  	Closure Compliance
					
	55237	  	Main St. & Granite St.	  	Salem	  	New Hampshire	  	Closure Activities
					
	55241	  	747 LAFAYETTE ROAD	  	Hampton	  	New Hampshire	  	Closure Activities
					
	55242	  	41 Webster Street	  	Manchester	  	New Hampshire	  	Closure Activities
					
	55244	  	605 Daniel Webster Hwy	  	Merrimack	  	New Hampshire	  	Closure Activities
					
	55246	  	125 Bridge Street	  	Pelham	  	New Hampshire	  	Closure Activities
					
	55247	  	219 Pembrook Street	  	Pembrook	  	New Hampshire	  	Closure Activities
					
	55249	  	Route 11 & 3 Ten Rod Road	  	Rochester	  	New Hampshire	  	Closure Activities
					
	55250	  	74 Hancock Street	  	Rochester	  	New Hampshire	  	Closure Activities


  
 Schedule
5.23-7 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	55252	  	LAFAYETTE & NEW ZEALAND	  	Seabrook	  	New Hampshire	  	Assessment
					
	55253	  	463 High Street	  	Somersworth	  	New Hampshire	  	Closure Activities
					
	55254	  	108 Portsmouth Avenue	  	EXETER	  	New Hampshire	  	Closure Activities
					
	55256	  	Route 101	  	Candia	  	New Hampshire	  	Closure Activities
					
	55257	  	Route 125 and Elm Street	  	Epping	  	New Hampshire	  	Closure Activities
					
	55258	  	1890 Dover Road	  	Epsom	  	New Hampshire	  	Closure Activities
					
	55259	  	14 Court Street	  	Exeter	  	New Hampshire	  	Closure Activities
					
	55260	  	777 Lafayette Road	  	Hampton	  	New Hampshire	  	Closure Activities
					
	55261	  	4 Amherst Street	  	Milford	  	New Hampshire	  	Closure Activities
					
	55264	  	361 Islington Road	  	Portsmouth	  	New Hampshire	  	Closure Activities
					
	55266	  	190 Milton Road (Route 125)	  	Rochester	  	New Hampshire	  	Closure Activities
					
	55268	  	587 Lafayette Road	  	Seabrook	  	New Hampshire	  	Closure Activities
					
	55274	  	32 Bridge Street	  	Pelham	  	New Hampshire	  	Closure Compliance
					
	56005	  	6 RT 23 NORTH/7 VERNON AVE	  	HAMBURG	  	New Jersey	  	Assessment
					
	56009	  	2048 ROUTE 23 NORTH	  	WEST MILFORD	  	New Jersey	  	Assessment
					
	56011	  	89 ACKERMAN AVENUE	  	CLIFTON	  	New Jersey	  	Assessment
					
	56023	  	Beverly & Salem Rds.	  	Willingboro	  	New Jersey	  	Closure Activities
					
	56027	  	1296 Rt. 33 & Hamilton Square	  	Hamilton Sq.	  	New Jersey	  	Assessment
					
	56028	  	420 JOHN F. KENNEDY WAY	  	WILLINGBORO	  	New Jersey	  	Assessment
					
	56031	  	1028 AVE. C & 49TH ST.	  	BAYONNE	  	New Jersey	  	Assessment
					
	56032	  	25 Central Avenue	  	Tenafly	  	New Jersey	  	Closure Compliance
					
	56034	  	114 SOUTH AVE W	  	CRANFORD	  	New Jersey	  	Assessment
					
	56039	  	278 BLOOMFIELD AVENUE	  	NUTLEY	  	New Jersey	  	Assessment
					
	56047	  	661 BLOOMFIELD AVENUE	  	NUTLEY	  	New Jersey	  	Assessment
					
	56049	  	325 SPRINGFIELD ROAD	  	Berkeley Hts	  	New Jersey	  	Assessment
					
	56056	  	2352 Morris Avenue	  	Union	  	New Jersey	  	Closure Activities


  
 Schedule
5.23-8 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	56057	  	RT. 35 & SUNSET AVE.	  	OCEAN TOWNSHIP	  	New Jersey	  	O & M
					
	56062	  	RTS #571 & #535	  	CRANBURY	  	New Jersey	  	Assessment
					
	56064	  	Main & Sommerhill Road	  	Spotswood	  	New Jersey	  	Closure Activities
					
	56069	  	835 East Clements Bridge Road	  	Runnemede	  	New Jersey	  	Closure Compliance
					
	56073	  	208 BRANCHPORT AVENUE	  	LONG BRANCH	  	New Jersey	  	Closure Activities
					
	56075	  	1101 E. JERSEY ST. (MADIS	  	ELIZABETH	  	New Jersey	  	Assessment
					
	56079	  	1061 Broadway	  	Bayonne	  	New Jersey	  	Closure Activities
					
	56081	  	5 STELTON ROAD	  	PISCATAWAY	  	New Jersey	  	Assessment
					
	56084	  	8 Stonehouse Road	  	Basking Ridge	  	New Jersey	  	Assessment
					
	56087	  	2061 Fellowship & Springfield	  	CHERRY HILL	  	New Jersey	  	Closure Activities
					
	56088	  	401 Egg Harbor Road	  	Sewell	  	New Jersey	  	Closure Activities
					
	56093	  	713 PLAINFIELD AVENUE	  	BERKELEY HGTS	  	New Jersey	  	Assessment
					
	56096	  	SPRINGSIDE & WOODLANE RDS.	  	WESTAMPTON TWP	  	New Jersey	  	O & M
					
	56097	  	377 SO. BLACK HORSE TPKE	  	WILLIAMSTOWN	  	New Jersey	  	Closure Activities
					
	56098	  	914 BLACK HORSE PIKE	  	BLACKWOOD	  	New Jersey	  	Closure Activities
					
	56101	  	1870 Kuser Rd.	  	Trenton	  	New Jersey	  	Closure Activities
					
	56102	  	1 Union Street	  	Lodi	  	New Jersey	  	Closure Activities
					
	56106	  	380 SOUTH CLINTON STREET	  	EAST ORANGE	  	New Jersey	  	Assessment
					
	56108	  	790 KEARNY AVENUE	  	KEARNY	  	New Jersey	  	Closure Compliance
					
	56109	  	1407 MAIN STREET	  	BELMAR	  	New Jersey	  	Closure Activities
					
	56111	  	CAMDEN & COTTAGE ROAD	  	MOORESTOWN	  	New Jersey	  	Assessment
					
	56113	  	2313 Rt 71 and Wall Rd	  	Spring Lake Heights	  	New Jersey	  	O & M
					
	56115	  	Berlin & Bryant Avenues	  	Lindewold	  	New Jersey	  	Closure Compliance
					
	56117	  	700 WOODBURY-GLASSBORO ROAD	  	SEWELL	  	New Jersey	  	Assessment


  
 Schedule
5.23-9 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	56118	  	1213 ROUTE 27	  	FRANKLIN TWP.	  	New Jersey	  	Assessment
					
	56124	  	1212 BLACKWOOD CLEMENTON ROAD	  	CLEMENTON	  	New Jersey	  	Assessment
					
	56132	  	4th & Main Streets	  	Asbury Park	  	New Jersey	  	O & M
					
	56138	  	184 SOUTH AVE. (3RD AVE.)	  	FANWOOD	  	New Jersey	  	Assessment
					
	56139	  	119 GODWIN AVENUE	  	MIDLAND PARK	  	New Jersey	  	Assessment
					
	56145	  	3639 ROUTE 9	  	FREEHOLD	  	New Jersey	  	Assessment
					
	56149	  	91 BRICK BOULEVARD	  	BRICK	  	New Jersey	  	O & M
					
	56156	  	1 WEST 9TH STREET	  	OCEAN CITY	  	New Jersey	  	Assessment
					
	56157	  	804 ROUTE 530	  	WHITING	  	New Jersey	  	Assessment
					
	56159	  	2050 Black Horse Pike	  	Turnersville	  	New Jersey	  	RAP Implementation
					
	56167	  	414 ROUTE 206	  	HILLSBOROUGH	  	New Jersey	  	Assessment
					
	56169	  	128 Chestnut Ridge Road	  	Montvale	  	New Jersey	  	O & M
					
	56206	  	ROUTE #1 AND WASHINGTON R	  	PRINCETON	  	New Jersey	  	O & M
					
	56215	  	1705 Route 33	  	Neptune	  	New Jersey	  	O & M
					
	56230	  	86 Doremus Avenue	  	Newark	  	New Jersey	  	Assessment
					
	56250	  	207 MONMOUTH RD	  	OAKHURST	  	New Jersey	  	Assessment
					
	56258	  	118 W. Main Street	  	Tuckerton	  	New Jersey	  	Assessment
					
	56260	  	Gateway & Lincoln Avenue	  	W. Deptford	  	New Jersey	  	Predelineation
					
	56263	  	176 W. End Avenue	  	Somerville	  	New Jersey	  	Closure Activities
					
	56275	  	1942 LINCOLN HIGHWAY	  	EDISON	  	New Jersey	  	Assessment
					
	56276	  	1490 Bergen Boulevard	  	Fort Lee	  	New Jersey	  	O & M
					
	56291	  	125 RAILROAD AVENUE	  	RIDGEFIELD PARK	  	New Jersey	  	Closure Activities
					
	56803	  	125 North Washington Ave	  	Bergenfield	  	New Jersey	  	Closure Compliance
					
	56811	  	490 CENTRAL AVE. (SCOTLAN	  	ORANGE	  	New Jersey	  	Assessment
					
	56815	  	2 WEST SAINT GEORGE AVENUE	  	LINDEN	  	New Jersey	  	O & M


  
 Schedule
5.23-10 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	56818	  	721 East Passaic Avenue	  	Bloomfield	  	New Jersey	  	Closure Compliance
					
	56821	  	252 Irvington Avenue	  	South Orange	  	New Jersey	  	Closure Activities
					
	56822	  	758 18th Avenue	  	Irvington	  	New Jersey	  	Predelineation
					
	56843	  	2701 Morris Avenue	  	Union	  	New Jersey	  	Closure Compliance
					
	56844	  	110 Centre Street	  	Nutley	  	New Jersey	  	Closure Activities
					
	56847	  	1112 ROUTE 22	  	MOUNTAINSIDE	  	New Jersey	  	Assessment
					
	56848	  	85 DODD STREET	  	EAST ORANGE	  	New Jersey	  	Assessment
					
	56852	  	134 NJ Route 4	  	Englewood	  	New Jersey	  	Assessment
					
	56853	  	255 DIAMOND BRIDGE ROAD	  	HAWTHORNE	  	New Jersey	  	Closure Activities
					
	56868	  	BLOOMFIELD & ALLWOOD AVENUES	  	CLIFTON	  	New Jersey	  	O & M
					
	56869	  	749 Lyons Avenue	  	Irvington	  	New Jersey	  	Closure Activities
					
	56871	  	450 New York Avenue	  	Jersey City	  	New Jersey	  	O & M
					
	56873	  	989 Somerset Street	  	Watchung	  	New Jersey	  	Closure Activities
					
	56877	  	Shunpike & Green Village	  	Green Village	  	New Jersey	  	Closure Compliance
					
	56881	  	ROUTE 46 & MILL STREET	  	ELMWOOD PARK	  	New Jersey	  	Assessment
					
	56882	  	58 Greenbrook Road	  	N. Plainfield	  	New Jersey	  	Closure Compliance
					
	56889	  	921 MONTGOMERY ST.	  	JERSEY CITY	  	New Jersey	  	Assessment
					
	56891	  	171 Bloomfield Avenue	  	Bloomfield	  	New Jersey	  	Closure Activities
					
	56892	  	88 E. Mcfarlan Street	  	Dover	  	New Jersey	  	Closure Activities
					
	56893	  	Bordentown Ave & Ernston	  	Parlin	  	New Jersey	  	Closure Activities
					
	56894	  	3200 J.F.K. BOULEVARD	  	Union City	  	New Jersey	  	Assessment
					
	56896	  	1131 St. George Avenue	  	Colonia	  	New Jersey	  	Closure Activities
					
	56898	  	1118 HAMBURG TURNPIKE	  	WAYNE	  	New Jersey	  	Assessment
					
	56899	  	N.J. ROUTE #17 -(SOUTH)	  	HASBROUCK HEIGHTS	  	New Jersey	  	O & M
					
	56904	  	571 INMAN AVENUE (JORDAN)	  	COLONIA	  	New Jersey	  	Closure Activities


  
 Schedule
5.23-11 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	56906	  	1189 ENGLISHTOWN ROAD	  	OLD BRIDGE	  	New Jersey	  	Assessment
					
	56909	  	381 RIVER ROAD & MADISON	  	NEW MILFORD	  	New Jersey	  	Closure Compliance
					
	56915	  	51 North Walnut Street	  	Ridgewood	  	New Jersey	  	Closure Activities
					
	56916	  	LAFAYETTE & WAGARAW	  	HAWTHORNE	  	New Jersey	  	Closure Activities
					
	56919	  	1220 Route 23	  	Wayne	  	New Jersey	  	Closure Activities
					
	56921	  	615 Washington Avenue	  	Washington	  	New Jersey	  	Closure Compliance
					
	56922	  	357 NJ Route #117	  	Paramus	  	New Jersey	  	Closure Activities
					
	56924	  	606 Midland Avenue and Outwater Lane	  	Garfield	  	New Jersey	  	Closure Activities
					
	56925	  	676 GARFIELD AVE.	  	JERSEY CITY	  	New Jersey	  	Assessment
					
	56926	  	2284 Route #4	  	Fort Lee	  	New Jersey	  	Closure Activities
					
	56933	  	91 Leonardville Road	  	Belford	  	New Jersey	  	Assessment
					
	56935	  	157 Broad Street	  	Eatontown	  	New Jersey	  	Closure Activities
					
	56939	  	Ocean & Riverdale	  	MONMOUTH BC	  	New Jersey	  	Closure Activities
					
	56955	  	Main St & Glen Echo Ave.	  	Swedesboro	  	New Jersey	  	Closure Activities
					
	56959	  	NICHOLSON RD.& WHITE HORS	  	AUDOBON	  	New Jersey	  	Closure Compliance
					
	56962	  	1067 SOUTH BROAD STREET	  	TRENTON	  	New Jersey	  	Closure Activities
					
	56965	  	579 South Broad Street	  	Trenton	  	New Jersey	  	Closure Compliance
					
	56986	  	101 WHITE HORSE PK & EVESHAM	  	MAGNOLIA	  	New Jersey	  	RAP Implementation
					
	56997	  	1781 W. 7TH STREET	  	PISCATAWAY	  	New Jersey	  	Assessment
					
	56999	  	585 Northfield Avenue	  	West Orange	  	New Jersey	  	O & M
					
	58014	  	5510 Broadway	  	Bronx	  	New York	  	Closure Activities
					
	58015	  	8202 7th Avenue	  	Brooklyn	  	New York	  	Closure Compliance
					
	58017	  		  	Yonkers	  	New York	  	Closure Activities
					
	58033	  	1185 WEST BROADWAY	  	HEWLETT	  	New York	  	Assessment


  
 Schedule
5.23-12 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	58034	  	601 Port Washington Boulevard	  	Port Washington	  	New York	  	O & M
					
	58046	  	90 GUINEA WOODS ROAD	  	EAST HILLS	  	New York	  	Closure Activities
					
	58049	  	311 MC LEAN AVENUE	  	YONKERS	  	New York	  	Closure Activities
					
	58053	  	9616 Flatlands Avenue	  	Brooklyn	  	New York	  	Closure Compliance
					
	58071	  	114-05 Farmers Boulevard	  	St. Albans	  	New York	  	Closure Compliance
					
	58072	  	ROUTES 9 AND 9G	  	RHINEBECK	  	New York	  	O & M
					
	58077	  	2495 Cropsey Avenue	  	Brooklyn	  	New York	  	Closure Activities
					
	58097	  	720 North Avenue	  	New Rochelle	  	New York	  	O & M
					
	58108	  	11 East Post Road	  	White Plains	  	New York	  	O & M
					
	58111	  	751 WHITE PLAINS RD	  	SCARSDALE	  	New York	  	O & M
					
	58181	  	734 PARK AVENUE	  	HUNTINGTON	  	New York	  	Assessment
					
	58260	  	49 RIVERSIDE AVE	  	RENSSELAER	  	New York	  	O & M
					
	58329	  	171 N HIGHLAND AV	  	OSSINING	  	New York	  	O & M
					
	58401	  	3700 Barger Street	  	SHRUB OAK	  	New York	  	O & M
					
	58409	  	119 West 145th Street	  	New York	  	New York	  	O & M
					
	58415	  	2001 Gravesend Neck Road	  	Brooklyn	  	New York	  	O & M
					
	58441	  	1881 Forest Avenue	  	Staten Island	  	New York	  	O & M
					
	58442	  	1201 Victory Boulevard	  	Staten Island	  	New York	  	RAP Implementation
					
	58443	  	717 Richmond Road	  	Staten Island	  	New York	  	Closure Compliance
					
	58505	  	1314 Sedgwick Avenue	  	Bronx	  	New York	  	Closure Activities
					
	58514	  	4116 Broadway (174th St.)	  	New York	  	New York	  	Closure Compliance
					
	58515	  	3060 Broadway	  	Nyack	  	New York	  	Closure Activities
					
	58526	  	118-01 Rockaway Boulevard	  	Ozone Park	  	New York	  	O & M
					
	58547	  	34-02 31st St.	  	Astoria	  	New York	  	O & M
					
	58553	  	5931 Amboy Road	  	Staten Island	  	New York	  	Closure Activities
					
	58574	  	241 TERRY ROAD	  	SMITHTOWN	  	New York	  	Closure Activities
					
	58579	  	510 Uniondale Avenue	  	Uniondale	  	New York	  	Closure Activities


  
 Schedule
5.23-13 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	58592	  	242 Dyckman Street	  	New York	  	New York	  	O & M
					
	58599	  	1386 WANTAGH AVENUE	  	WANTAGH	  	New York	  	Assessment
					
	58603	  	1784 BROADWAY	  	HEWLETT	  	New York	  	Assessment
					
	58605	  	78-01 Linden Boulevard	  	Howard Beach	  	New York	  	RAP Implementation
					
	58704	  	Milton and Prospect Street	  	BALLSTON	  	New York	  	Closure Activities
					
	58711	  	308 Delaware Avenue	  	Delmar	  	New York	  	O & M
					
	58717	  	17 Albany Avenue	  	Green Island	  	New York	  	O & M
					
	58718	  	1493 Route #9 at Grooms Road	  	Halfmoon	  	New York	  	Closure Activities
					
	58720	  	499 West Main Street	  	HANCOCK	  	New York	  	O & M
					
	58722	  	736 New Louden Road	  	Latham	  	New York	  	Closure Activities
					
	58728	  	3497 State Street	  	Niskayuna	  	New York	  	O & M
					
	58731	  	363 HOOKER AVENUE	  	POUGHKEEPSIE	  	New York	  	Closure Activities
					
	58733	  	985 Route 149	  	QUEENSBURY	  	New York	  	O & M
					
	58741	  	3775 Main Street	  	WARRENSBURG	  	New York	  	O & M
					
	58743	  	23 MAIN STREET	  	HUDSON FALLS	  	New York	  	Closure Activities
					
	58750	  	60 North Central Avenue	  	Mechanicville	  	New York	  	Closure Activities
					
	58759	  	6822 ROUTE 9	  	RHINEBECK	  	New York	  	O & M
					
	58766	  	124 Fairview Ave.	  	Hudson	  	New York	  	Assessment
					
	58772	  	3 Mount Airy Road	  	QUARRYVILLE	  	New York	  	Closure Activities
					
	58808	  	Route 82	  	West Taghkanic	  	New York	  	Closure Activities
					
	58843	  	262-12 HILLSIDE AVENUE	  	FLORAL PARK	  	New York	  	Assessment
					
	58864	  	2540 SOUTH PARK AVENUE	  	LACKAWANNA	  	New York	  	Assessment
					
	58870	  	701 ORCHARD PARK ROAD	  	WEST SENECA	  	New York	  	Assessment
					
	67201	  	Hunting Park Avenue	  	PHILADELPHIA	  	Pennsylvania	  	Assessment
					
	67215	  	40th Street & Powelton Ave.	  	Philadelphia	  	Pennsylvania	  	Closure Compliance
					
	67217	  	6900 Frankford Avenue	  	Philadelphia	  	Pennsylvania	  	Closure Compliance


  
 Schedule
5.23-14 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	67235	  	MARSHALL & MARKLEY STREET	  	NORRISTOWN	  	Pennsylvania	  	Closure Compliance
					
	67243	  	596 Lancaster Ave. & Penn St.	  	Bryn Mawr	  	Pennsylvania	  	Closure Compliance
					
	67244	  	725 FAYETTE STREET	  	CONSHOHOCKEN	  	Pennsylvania	  	Closure Compliance
					
	67255	  	1701 N 33RD ST	  	PHILADELPHIA	  	Pennsylvania	  	Closure Compliance
					
	67265	  	5700 Ridge Avenue & Shurs	  	Philadelphia	  	Pennsylvania	  	Closure Activities
					
	67266	  	EASTON RD. & LOWBER AVE.	  	PHILADELPHIA	  	Pennsylvania	  	Closure Compliance
					
	67269	  	427 West County Line Road	  	Hatboro	  	Pennsylvania	  	Assessment
					
	67272	  	401 EAST BALTIMORE AVENUE	  	MEDIA	  	Pennsylvania	  	Assessment
					
	67276	  	7800 RIDGE AVENUE	  	PHILADELPHIA	  	Pennsylvania	  	Closure Compliance
					
	67288	  	RT 1 & OLD LINCOLN HWY.	  	TREVOSE	  	Pennsylvania	  	Closure Compliance
					
	67367	  	5300 SPRINGFIELD ROAD	  	CLIFTON HEIGHTS	  	Pennsylvania	  	Assessment
					
	67382	  	1194 CHESTER PIKE&CLIFTON AVE	  	SHARON HILL	  	Pennsylvania	  	Closure Activities
					
	67398	  	EASTON ROAD & PATANE AVE.	  	ROSLYN	  	Pennsylvania	  	Closure Activities
					
	67405	  	2 W. BRIDGE STREET	  	MORRISVILLE	  	Pennsylvania	  	Closure Compliance
					
	67415	  	1 NUTT ROAD	  	PHOENIXVILLE	  	Pennsylvania	  	Assessment
					
	67416	  	3796 Oxford Valley Road	  	Levittown	  	Pennsylvania	  	Closure Activities
					
	67418	  	2391 Durham Road	  	Langhorne	  	Pennsylvania	  	Closure Compliance
					
	67423	  	ROUTE #309 & PARK AVENUE	  	QUAKERTOWN	  	Pennsylvania	  	Closure Activities
					
	67425	  	Route #113 & Telford Pike	  	Souderton	  	Pennsylvania	  	Closure Compliance
					
	67426	  	798 SUMNEYTOWN PIKE	  	LANSDALE	  	Pennsylvania	  	Closure Activities
					
	67428	  	STATE RD & HIGHLAND	  	UPPER DARBY	  	Pennsylvania	  	Assessment
					
	67432	  	Main Route #611 & East Street	  	Coopersburg	  	Pennsylvania	  	O & M
					
	67433	  	Rt 202 & Dilworthtown Rd.	  	Doylestown	  	Pennsylvania	  	O & M
					
	67434	  	760 2ND STREET PIKE	  	RICHBORO	  	Pennsylvania	  	RAP Implementation


  
 Schedule
5.23-15 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	67435	  	192 DURHAM RD.	  	PENNDEL	  	Pennsylvania	  	Assessment
					
	67437	  	301 EAST JOHNSON HIGHWAY	  	NORRISTOWN	  	Pennsylvania	  	Closure Compliance
					
	67596	  	2300 Market St.	  	Paradise	  	Pennsylvania	  	Closure Activities
					
	67598	  	2100 Market Street	  	Linwood	  	Pennsylvania	  	Closure Activities
					
	67599	  	2425 Middletown Road	  	Elizabethtown	  	Pennsylvania	  	Closure Activities
					
	67603	  	2324 N GEORGE ST	  	YORK	  	Pennsylvania	  	Closure Compliance
					
	67607	  	7002 WOODLAND AVENUE	  	PHILADELPHIA	  	Pennsylvania	  	RAP Implementation
					
	67611	  	550 South Main Street	  	Shrewsbury	  	Pennsylvania	  	Closure Activities
					
	67617	  	3650 WILLIAM PENN HWY	  	PALMER TWP.	  	Pennsylvania	  	Assessment
					
	67624	  	6100 YORK ROAD	  	NEW OXFORD	  	Pennsylvania	  	Closure Activities
					
	67627	  	103-121 CARLISLE ST	  	HANOVER	  	Pennsylvania	  	Assessment
					
	67632	  	2873 E. PROSPECT ROAD (LONGSTN	  	YORK	  	Pennsylvania	  	O & M
					
	67635	  	850 CARLISLE AVE (DELCO GETTY)	  	YORK	  	Pennsylvania	  	Closure Compliance
					
	67636	  	3730 Carlisle Road	  	Dover	  	Pennsylvania	  	Closure Compliance
					
	67639	  	816 WEST HIGH STREET	  	CARLISLE	  	Pennsylvania	  	RAP Implementation
					
	67642	  	4601 CARLISLE PIKE GETTY	  	MECHANICSBURG	  	Pennsylvania	  	Assessment
					
	67649	  	105 S. Main Street 2 South High Street	  	Biglerville	  	Pennsylvania	  	Closure Activities
					
	67654	  	911 Eisenhower Blvd	  	Middletown	  	Pennsylvania	  	Closure Activities
					
	68001	  	7780 Post Road	  	North Kingstown	  	Rhode Island	  	Closure Activities
					
	68002	  	10 Coddington Hwy	  	Middletown	  	Rhode Island	  	RAP Implementation
					
	68629	  	1307 Post Road	  	Warwick	  	Rhode Island	  	Closure Activities
					
	68646	  	4087 Tower Hill Road	  	WAKEFIELD	  	Rhode Island	  	RAP Implementation
					
	69408	  	1505 PEMBROKE ROAD	  	BETHLEHEM	  	Pennsylvania	  	Closure Activities
					
	69409	  	13TH & NORTHAMPTON STREETS	  	EASTON	  	Pennsylvania	  	Assessment


  
 Schedule
5.23-16 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	69419	  	200 NORTH 4TH STREET	  	HAMBURG	  	Pennsylvania	  	Assessment
					
	69420	  	300 Morgantown Road	  	Reading	  	Pennsylvania	  	Closure Activities
					
	69428	  	3568 Newport Road	  	Intercourse	  	Pennsylvania	  	O & M
					
	69439	  	203 S. Third Street	  	Oxford	  	Pennsylvania	  	Closure Activities
					
	69466	  	839 FERN AVENUE	  	KENHORST	  	Pennsylvania	  	Closure Activities
					
	69476	  	602 S. Main Street	  	Shrewsbury	  	Pennsylvania	  	Closure Activities
					
	69483	  	N. MAIN STREET EXTENDED	  	RED LION	  	Pennsylvania	  	Closure Compliance
					
	69493	  	824 YORK STREET	  	HANOVER	  	Pennsylvania	  	Assessment
					
	69497	  	Route 272 Poplar Street	  	Adamstown	  	Pennsylvania	  	Closure Activities
					
	69504	  	312 WEST MAIN STREET	  	NEW HOLLAND	  	Pennsylvania	  	Assessment
					
	69672	  	1248 N.9TH STREET	  	READING	  	Pennsylvania	  	Closure Activities
					
	69676	  	Second Street	  	St. Clair	  	Pennsylvania	  	Closure Activities
					
	69682	  	Main & S.High Streets	  	Arendtsville	  	Pennsylvania	  	Closure Activities
					
	69685	  	1070 Trindle Road	  	Carlisle	  	Pennsylvania	  	Closure Activities
					
	69688	  	45 E. Hanover Street	  	Bonneauville	  	Pennsylvania	  	Closure Activities
					
	69689	  	Route 16 Pennsylvania Hwy.	  	Shady Grove	  	Pennsylvania	  	Assessment
					
	69690	  	Route 16	  	Mcconnellsburg	  	Pennsylvania	  	Closure Activities
					
	93257	  	1542 Old New Windsor Pike	  	New Windsor	  	Maryland	  	Closure Activities
					
	94412	  	626 Adamsville Road	  	Westport	  	Massachusetts	  	Closure Activities
					
	95117	  		  		  	New Jersey	  	Closure Activities
					
	95134	  	1022 Chestnut Street	  	Roselle	  	New Jersey	  	Closure Compliance
					
	95141	  	Main St & Amwell Ave	  	Millstone	  	New Jersey	  	Closure Compliance
					
	95142	  	RT 206 & Bell Ave	  	Raritan	  	New Jersey	  	Closure Compliance
					
	95153	  	354 Avenue C	  	Bayonne	  	New Jersey	  	Closure Activities
					
	95192	  	201 East Jersey Street	  	Elizabeth	  	New Jersey	  	Closure Activities
					
	95214	  	753-763 Sanford Ave	  	Newark	  	New Jersey	  	Closure Activities
					
	95317	  	39 Hightstown Rd.	  	Princeton Jct.	  	New Jersey	  	Closure Compliance


  
 Schedule
5.23-17 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Lifecycle Phase

					
	95337	  	315 Bloomfield Rd.	  	Newark	  	New Jersey	  	O & M
					
	95456	  	208 E. Franklin Tpke	  	HoHoKus	  	New Jersey	  	Closure Compliance
					
	95534	  	27 Bisson Avenu	  	Laconia	  	New Hampshire	  	Closure Activities
					
	96904	  	West Main & Woolsey	  	Middletown	  	Rhode Island	  	RAP Implementation
					
	97126	  	640 West 15th Street	  	Hazleton	  	Pennsylvania	  	Closure Compliance
					
	97199	  	Roosevelt & Mascher	  	Philadelphia	  	Pennsylvania	  	Assessment
					
	97211	  	Routes 413 & 232	  	Wrightstown	  	Pennsylvania	  	Closure Compliance
					
	98261	  	460 Saw Mill River Road	  	Yonkers	  	New York	  	Closure Activities
					
	98326	  	26 Paxton Avenue	  	Bronxville	  	New York	  	Closure Compliance

 SCHEDULE OF CONDEMNATIONS 
  

									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Status

					
	110	  	2815 Horseblock Road	  	Medford	  	New York	  	PARTIAL
					
	156	  	300 Smith Street	  	Poughkeepsie	  	New York	  	TOTAL
					
	160	  	1364 Route 9 W	  	Marlboro	  	New York	  	TO BE DETERMINED
					
	182	  	266 Route 55	  	Lagrangeville	  	New York	  	PARTIAL
					
	535	  	310 Bay Shore Road	  	North Babylon	  	New York	  	PARTIAL
					
	606	  	216 Merrow Road	  	Tolland	  	Connecticut	  	PARTIAL
					
	655	  	4431 Route 9	  	Freehold	  	New Jersey	  	PARTIAL
					
	665	  	1292 Rt 22 East	  	North Plainfield	  	New Jersey	  	PARTIAL
					
	6153	  	228 Pine Street	  	Bristol	  	Connecticut	  	PARTIAL
					
	8608	  	710 Maryland Avenue	  	Willmington	  	Delaware	  	PARTIAL
					
	29101	  	11055 Baltimore Avenue,	  	Beltsville,	  	Maryland	  	TO BE DETERMINED
					
	29131	  	6117 Baltimore Avenue	  	Riverdale	  	Maryland	  	PARTIAL
					
	30404	  	563 Trapelo Road	  	Belmont	  	Massachusetts	  	PARTIAL
					
	30445	  	150 Plymouth Ave	  	Fall River	  	Massachusetts	  	TO BE DETERMINED
					
	30603	  	245 Haverhill Street	  	Methuen	  	Massachusetts	  	TO BE DETERMINED
					
	30619	  	163-164 Pelham Street	  	Methuen	  	Massachusetts	  	TO BE DETERMINED
					
	30653	  	2 Summer Street & James Street	  	Barre	  	Massachusetts	  	PARTIAL
					
	40054	  	5301 North Beach Street	  	Fort Worth	  	Texas	  	PARTIAL
					
	40055	  	307 East FM 2410	  	Harker Heights	  	Texas	  	PARTIAL
					
	40062	  	12310 NW H.K. Dodgen Loop	  	Temple	  	Texas	  	PARTIAL


  
 Schedule
5.23-18 









									
	 Property #
	  	 Address
	  	 City
	  	 State
	  	 Status

					
	56118	  	1213 Route 27	  	Franklin Twp.	  	New Jersey	  	PARTIAL
					
	56119	  	29 Rt. 12 & Broad St.	  	Flemington	  	New Jersey	  	PARTIAL
					
	56156	  	1 West 9th Street	  	Ocean City	  	New Jersey	  	PARTIAL
					
	56886	  	1060 Stuyvesant Ave.	  	Irvington	  	New Jersey	  	PARTIAL
					
	56959	  	Nicholson Road & White Horse Pike	  	Audubon	  	New Jersey	  	PARTIAL
					
	56986	  	105 White Horse Pike	  	Magnolia	  	New Jersey	  	PARTIAL
					
	58144	  	1525 Montauk Hwy.	  	Mastic	  	New York	  	PARTIAL
					
	58295	  	1164 Route 112	  	Port Jefferson	  	New York	  	PARTIAL
					
	58735	  	2976 Hamburg Street	  	Rotterdam	  	New York	  	PARTIAL
					
	58739	  	28 Main Street	  	South Glen Falls	  	New York	  	PARTIAL
					
	58838	  	1580 Straight Path	  	Wyandanch	  	New York	  	TOTAL
					
	67235	  	552-554 Markley Street	  	Norristown	  	Pennsylvania	  	PARTIAL
					
	67288	  	Rt. 1 & Old Lincoln Hwy.	  	Trevose	  	Pennsylvania	  	PARTIAL
					
	67396	  	1403 Providence Road	  	Media	  	Pennsylvania	  	PARTIAL
					
	69495	  	7710 Allentown Blvd.	  	Harrisburg	  	Pennsylvania	  	PARTIAL
					
	67632	  	2890 East Prospect Street	  	York	  	Pennsylvania	  	PARTIAL
					
	69690	  	Route 16	  	McConnellsburg	  	Pennsylvania	  	PARTIAL
					
	71517	  	16575 Mountain Road	  	Montpelier	  	Virginia	  	PARTIAL
					
	85004	  	6563 Commonwealth Ave.	  	Jacksonville	  	Florida	  	PARTIAL


  
 Schedule
5.23-19