Assignment and Assumption Agreement
EXHIBIT B
Form of Bid Rate Note
EXHIBIT C
[Intentionally Omitted]
EXHIBIT D
Form of Designation Agreement
EXHIBIT E
Form of Disbursement Instruction Agreement
EXHIBIT F
Form of Guaranty
EXHIBIT G
Form of Notice of Borrowing
EXHIBIT H
Form of Notice of Continuation
EXHIBIT I
Form of Notice of Conversion
EXHIBIT J
Form of Notice of Swingline Borrowing
EXHIBIT K
Form of Revolving Note
EXHIBIT L
Form of Swingline Note
EXHIBIT M
Form of Term Note
EXHIBIT N
Form of Bid Rate Quote Request
EXHIBIT O
Form of Bid Rate Quote
EXHIBIT P
Form of Bid Rate Quote Acceptance
EXHIBITS Q
Forms of U.S. Tax Compliance Certificates
EXHIBIT R
Form of Compliance Certificate
THIS AMENDED AND RESTATED CREDIT AGREEMENT (this "Agreement") dated as of June
30, 2014 by and among ARC PROPERTIES OPERATING PARTNERSHIP, L.P., a limited
partnership formed under the laws of the State of Delaware (the "Borrower"),
AMERICAN REALTY CAPITAL PROPERTIES, INC., a corporation incorporated under the
laws of the State of Maryland (the "Parent"), each of the financial institutions
from time to time party hereto, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as
Administrative Agent (the "Administrative Agent"), with WELLS FARGO SECURITIES,
LLC, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Joint Lead Arrangers
and Joint Bookrunners (in such capacities, the "Arrangers" and each, an
"Arranger"), CITIGROUP GLOBAL MARKETS INC., J.P. MORGAN SECURITIES LLC, CAPITAL
ONE, NATIONAL ASSOCIATION, BARCLAYS BANK PLC, CREDIT SUISSE SECURITIES (USA) LLC
and DEUTSCHE BANK SECURITIES, INC., as additional Joint Lead Arrangers, BANK OF
AMERICA, N.A., as Syndication Agent (the "Syndication Agent") and CITIBANK,
N.A., JPMORGAN CHASE BANK, N.A., CAPITAL ONE, NATIONAL ASSOCIATION, BARCLAYS
BANK PLC, CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH and DEUTSCHE BANK AG, NEW YORK
BRANCH, as Co-Documentation Agents (the "Documentation Agents" and each a
"Documentation Agent").
WHEREAS, the Borrower, the other Loan Parties party thereto, the lenders party
thereto and Wells Fargo Bank, National Association, as administrative agent are
currently party to the Credit Agreement, dated as of February 14, 2013 (as
amended from time to time prior to the date hereof, the "Existing Credit
Agreement").
WHEREAS, the Borrower, the Lenders, the Departing Lenders (as hereinafter
defined), and the Administrative Agent have agreed (a) to enter into this
Agreement in order to (i) amend and restate the Existing Credit Agreement in its
entirety; (ii) re-evidence the "Obligations" arising under, and as defined in,
the Existing Credit Agreement, which shall be repayable in accordance with the
terms of this Agreement; and (iii) set forth the terms and conditions under
which the Lenders will, from time to time, make loans to or for the benefit of
the Borrower and (b) that each Departing Lender shall cease to be a party to the
Existing Credit Agreement, as evidenced by its execution and delivery of its
Departing Lender Signature Page.
WHEREAS, the parties hereto intend that this Agreement not constitute a novation
of the obligations and liabilities of the parties under the Existing Credit
Agreement or be deemed to