Exhibit 10.37


GUARANTY


This GUARANTY (this “Guaranty”) is executed
as of October 2, 2006, by each of the parties that are signatories hereto, each
a “Guarantor”
and collectively the “Guarantors”),
for the benefit of WACHOVIA BANK, NATIONAL ASSOCIATION (“Lender”).


W  I  T  N  E
S  S  E  T  H:


WHEREAS, GMH Communities,
LP, a Delaware limited partnership (“Borrower”) has become indebted, and may from time
to time be further indebted, to Lender with respect to a revolving loan in the
maximum principal amount of $250,000,000 (the “Loan”), $138,641,062.59 of which is being
advanced on the date hereof and the remainder of which  will be advanced from time to time after the
date hereof in accordance with the Loan Agreement, and which is made pursuant to
that certain Loan Agreement, dated of even date herewith, among Borrower and
Lender (as same may be amended, restated, replaced, supplemented or otherwise
modified, the “Loan Agreement”);


WHEREAS, the Loan is
evidenced by that certain Promissory Note dated of even date herewith, executed
by Borrower and payable to the order of Lender in the maximum principal amount
of Two Hundred Fifty Million and No/100 Dollars ($250,000,000.00) (as the same
may be amended, restated, replaced, supplemented, increased, extended, split or
otherwise modified, “Note”);


WHEREAS, Borrower is the
owner of 100% of the direct or indirect interests in each Guarantor, and each
Guarantor will directly benefit from Lender’s making the Loan to Borrower;


WHEREAS, as a condition
to Lender’s willingness to make the Loan to Borrower, Lender has requested that
Guarantor enter into this Guaranty in order to irrevocably guaranty, inter
alia, the payment by Borrower of all of the indebtedness evidenced by
the Note and all of the other obligations and liabilities of Borrower under the
Note, the Loan Agreement and the other Loan Documents (as defined in the Loan
Agreement) as hereinafter provided and, in order to induce the Lender to make
the Loan and in consideration thereof, Guarantor has agreed to execute and deliver
to Lender this Guaranty; and


WHEREAS, in order to
secure their obligations and liabilities under this Guaranty, certain of the
Guarantors have executed and delivered to Lender that certain Pledge Agreement
dated as of the date hereof from the pledgors named therein for the benefit of
Lender (as amended, restated, replaced, supplemented or otherwise modified, the
“Pledge Agreement”)
granting to Lender a security interest in the Collateral as defined, and more
particularly described, therein.













NOW, THEREFORE, as an
inducement to Lender to make the Loan to Borrower and to extend such additional
credit as Lender may from time to time agree to extend under the Loan
Documents, and for other good and valuable consideration, the receipt and legal
sufficiency of which are hereby acknowledged, the parties do hereby agree as
follows:


ARTICLE I


NATURE
AND SCOPE OF GUARANTY


Section 1.1             Guaranty of Obligation.  Guarantors hereby jointly and severally
unconditionally and irrevocably guarantee to the Lender the following obligations
(the “Guaranteed Obligations”):


(a)           The due and punctual payment in full (and not merely the
collectibility) of the aggregate principal sum of the Loan, as set forth in the
Note and the other Loan Documents and all interest accruing thereon, including
default interest, late charge, exit fees and prepayment premiums or fees, in
each case when due and payable, whether on any installment payment date or at
the stated or accelerated maturity, all in accordance with the provisions of
the Note, the Loan Agreement and the other Loan Documents;


(b)           The due and punctual payment in full (and not merely the
collectibility) of each other sum or charge which at any time becomes due and
payable in accordance with the provisions of the Note, the Loan Agreement and
any of the other Loan Documents;


(c)           The due and punctual performance of all of the Borrower’s
other obligations under the provisions of the Note, the Loan Agreement and the
other Loan Documents;


(d)           The due and punctual payment in full of all sums advanced,
including all Additional Advances, and costs and expenses incurred by Lender in
connection with the Loan or any part thereof, any renewal, extension or change
of or substitution for the Loan or any part thereof, whether made or incurred
by Borrower or Lender;


(e)           The due and punctual performance (and not merely the
collectibility) of each obligation of Borrower contained in any renewal,
extension, amendment, modification, consolidation, change of or substitution or
replacement for, all or any part of the Note, the Loan Agreement or any other
Loan Document; and


(f)            The due and punctual payment in full (and not merely the
collectibility) of any and all losses, costs, damages or expenses incurred by
Lender and arising out of any default by any Guarantor in performing any of its
obligations hereunder or under the Pledge Agreement, or arising out of any
default by Borrower under the Note, the Loan Agreement or any other Loan
Document regardless of whether such losses, damages or expenses are expressly
provided for in the provisions thereof, or are then otherwise allowable by law.


If Borrower fails duly
and punctually to pay any of such principal sum, any interest accruing thereon,
any other such sum or charge including, without limitation, late 



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charges and prepayment
premiums, or any such loss, damages or expenses, Guarantors shall jointly and
severally forthwith pay the same, together with interest thereon from the date
on which payment thereof by the Borrower became due at the default rate of
interest provided in the Loan Agreement.


Section 1.2             Nature of Guaranty.  This Guaranty is an irrevocable, absolute,
continuing guaranty of payment and performance and not a guaranty of
collection.  This Guaranty may not be
revoked by any Guarantor and shall continue to be effective with respect to any
Guaranteed Obligations arising or created after any attempted revocation by any
Guarantor.  The fact that at any time or
from time to time the Guaranteed Obligations may be increased or reduced shall
not release or discharge the obligation of a Guarantor to Lender with respect
to the Guaranteed Obligations.  This
Guaranty may be enforced by Lender and any subsequent holder of the Note and
shall not be discharged by the assignment or negotiation of all or part of the
Note.  Notwithstanding the foregoing or
any other provision of this Guaranty, the liability of each Guarantor
individually with respect to the Guaranteed Obligations shall be limited to an
aggregate amount equal to the lesser of (a) the largest amount that would not
render its obligations hereunder subject to avoidance under Section 548 of the
United States Bankruptcy Code, 11 U.S.C. §§ 101 et seq., or any comparable
provisions of any applicable state law and (b) the amount set forth for an
individual Guarantor on Schedule 1.2
attached hereto and incorporated herein (the amount in clause (b), the “Allocated
Guaranty Amount”).


Section 1.3             Guaranteed Obligations Not
Reduced by Offset.  The Guaranteed
Obligations and the liabilities and obligations of Guarantors to Lender
hereunder shall not be reduced, discharged or released because or by reason of
any existing or future offset, claim or defense of Borrower or any other party
against Lender or against payment of the Guaranteed Obligations, whether such
offset, claim or defense arises in connection with the Guaranteed Obligations
(or the transactions creating the Guaranteed Obligations) or otherwise.


Section 1.4             Payment By Guarantor.  If all or any part of the Guaranteed
Obligations shall not be punctually paid when incurred or when due, as
applicable, whether at demand, maturity, acceleration or otherwise, and after
the expiration of any applicable cure or grace period under the Loan Agreement,
each Guarantor shall, immediately upon demand by Lender and without presentment,
protest, notice of protest, notice of non-payment, notice of intention to
accelerate the maturity, notice of acceleration of the maturity or any other
notice whatsoever, pay in lawful money of the United States of America, the
amount due on the Guaranteed Obligations to Lender at Lender’s address as set
forth herein.  Such demand(s) may be made
at any time coincident with or after the time for payment of all or part of the
Guaranteed Obligations and may be made from time to time with respect to the same
or different items of Guaranteed Obligations. 
Such demand shall be deemed made, given and received in accordance with
the notice provisions hereof.


Section 1.5             No Duty To Pursue Others.  It shall not be necessary for Lender (and
each Guarantor hereby waives any rights which such Guarantor may have to
require Lender), in order to enforce the obligations of each Guarantor
hereunder, first to (i) institute suit or exhaust its remedies against Borrower
or others liable on the Loan or the Guaranteed Obligations or any other person,
(ii) enforce Lender’s rights against any collateral which shall ever have been
given to secure the Loan, (iii) enforce Lender’s rights against any other 



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guarantors of the Guaranteed Obligations,
(iv) join Borrower or any others liable on the Guaranteed Obligations in any
action seeking to enforce this Guaranty, (v) exhaust any remedies available to
Lender against any collateral which shall ever have been given to secure the
Loan, or (vi) resort to any other means of obtaining payment of the Guaranteed
Obligations. Lender shall not be required to mitigate damages or take any other
action to reduce, collect or enforce the Guaranteed Obligations.


Section 1.6             Waivers.  Each Guarantor agrees to the provisions of
the Loan Documents and hereby waives notice of (i) any loans or advances made
by Lender to Borrower, (ii) acceptance of this Guaranty, (iii) any amendment or
extension of the Note, the Loan Agreement or any other Loan Documents, (iv) the
execution and delivery by Borrower and Lender of any other loan or credit
agreement or of Borrower’s execution and delivery of any promissory notes or
other documents arising under the Loan Documents or in connection with the
Collateral, (v) the occurrence of any breach by Borrower or an Event of Default,
(vi) Lender’s transfer or disposition of the Guaranteed Obligations, or any
part thereof, (vii) sale or foreclosure (or posting or advertising for sale or
foreclosure) of any collateral for the Guaranteed Obligations, (viii) protest,
proof of non-payment or default by Borrower, or (ix) any other action at any
time taken or omitted by Lender and, generally, all demands and notices of
every kind in connection with this Guaranty, the Loan Documents, any documents
or agreements evidencing, securing or relating to any of the Guaranteed
Obligations and the obligations hereby guarantied.


Section 1.7             Payment of Expenses.  In the event that a Guarantor should breach
or fail to timely perform any provisions of this Guaranty, such Guarantor
shall, immediately upon demand by Lender, pay Lender all reasonable
out-of-pocket costs and expenses (including court costs and reasonable
attorneys’ fees) incurred by Lender in the enforcement hereof or the
preservation of Lender’s rights hereunder. 
The covenant contained in this Section shall survive the payment and
performance of the Guaranteed Obligations.


Section 1.8             Effect of Bankruptcy.  In the event that pursuant to any insolvency,
bankruptcy, reorganization, receivership or other debtor relief law or any
judgment, order or decision thereunder, Lender must rescind or restore any
payment or any part thereof received by Lender in satisfaction of the
Guaranteed Obligations, as set forth herein, any prior release or discharge
from the terms of this Guaranty given to a Guarantor by Lender shall be without
effect and this Guaranty shall remain in full force and effect. It is the
intention of Borrower and each Guarantor that each Guarantor’s obligations
hereunder shall not be discharged except by Guarantors’ performance of such
obligations and then only to the extent of such performance.


Section 1.9             Waiver of Subrogation,
Reimbursement and Contribution. 
Notwithstanding anything to the contrary contained in this Guaranty and
until the Debt is paid in full in accordance with the Loan Documents and this
Guaranty, (a) each Guarantor hereby unconditionally and irrevocably waives,
releases and abrogates any and all rights it may now or hereafter have under
any agreement, at law or in equity (including, without limitation, any law subrogating
the Guarantor to the rights of Lender), to assert any claim against Borrower or
any other party liable for payment of any or all of the Guaranteed Obligations
for any payment made by the Guarantor under or in connection with this Guaranty
and (b) during the occurrence and continuance of an Event of Default, each
Guarantor hereby unconditionally and irrevocably waives, releases and abrogates
any and all rights it may now or hereafter have under any 



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agreement, at law or in equity to seek
contribution, indemnification or any other form of reimbursement from Borrower
or any other party liable for payment of any or all of the Guaranteed
Obligations for any payment made by each Guarantor under or in connection with
this Guaranty or otherwise.


Section 1.10           Borrower.  The term “Borrower” as used herein shall include any new or
successor corporation, association, partnership (general or limited), limited
liability company joint venture, trust or other individual or organization
formed as a result of any merger, reorganization, sale, transfer, devise, gift
or bequest of Borrower or any interest in Borrower.


ARTICLE
II


EVENTS
AND CIRCUMSTANCES NOT REDUCING

OR DISCHARGING GUARANTORS’ OBLIGATIONS


Each Guarantor hereby
consents and agrees to each of the following and agrees that Guarantors’
obligations under this Guaranty shall not be released, diminished, impaired,
reduced or adversely affected by any of the following and waives any common
law, equitable, statutory or other rights (including without limitation rights
to notice) which a Guarantor might otherwise have as a result of or in
connection with any of the following:


Section 2.1             Modifications.  Any renewal, extension, increase,
modification, alteration or rearrangement of all or any part of the Guaranteed Obligations,
the Note, the Loan Agreement, the other Loan Documents, the Pledge Agreement,
or any other document, instrument, contract or understanding between Borrower
and Lender or any other parties pertaining to the Guaranteed Obligations or any
failure of Lender to notify a Guarantor of any such action.


Section 2.2             Adjustment.  Any adjustment, indulgence, forbearance or
compromise that might be granted or given by Lender to Borrower or any
Guarantor.


Section 2.3             Condition of Borrower or
Guarantor.  The insolvency,
bankruptcy, arrangement, adjustment, composition, liquidation, disability,
dissolution or lack of power of Borrower, any Guarantor or any other party at
any time liable for the payment of all or part of the Guaranteed Obligations;
or any dissolution of Borrower or any Guarantor or any sale, lease or transfer
of any or all of the assets of Borrower or any Guarantor or any changes in the
shareholders, partners or members of Borrower or any Guarantor; or any
reorganization of Borrower or any Guarantor.


Section 2.4             Invalidity of Guaranteed
Obligations.  The invalidity,
illegality or unenforceability of all or any part of the Guaranteed Obligations
or any document or agreement executed in connection with the Guaranteed
Obligations for any reason whatsoever, including without limitation the fact
that (i) the Guaranteed Obligations or any part thereof exceeds the amount
permitted by law, (ii) the act of creating the Guaranteed Obligations or any
part thereof is ultra  vires, (iii) the officers or representatives
executing the Note, the Pledge Agreement, the Loan Agreement, this Guaranty,
the other Loan Documents or the other Security Documents or otherwise creating
the Guaranteed Obligations acted in excess of their authority, (iv) the 



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Guaranteed Obligations violate applicable
usury laws, (v) the Borrower has valid defenses, claims or offsets (whether at
law, in equity or by agreement) which render the Guaranteed Obligations wholly
or partially uncollectible from Borrower, (vi) the creation, performance or
repayment of the Guaranteed Obligations (or the execution, delivery and
performance of any document or instrument representing part of the Guaranteed
Obligations or executed in connection with the Guaranteed Obligations or given
to secure the repayment of the Guaranteed Obligations) is illegal,
uncollectible or unenforceable, or (vii) the Note, the Loan Agreement, any of
the other Loan Documents or any of the other Security Documents have been
forged or otherwise are irregular or not genuine or authentic, it being agreed
that each Guarantor shall remain liable hereon regardless of whether Borrower
or any other person be found not liable on the Guaranteed Obligations or any
part thereof for any reason.


Section 2.5             Release of Obligors.  Any full or partial release of the liability
of Borrower on the Guaranteed Obligations or any part thereof, or of any
co-guarantors, or any other Person now or hereafter liable, whether directly or
indirectly, jointly, severally, or jointly and severally, to pay, perform, guarantee
or assure the payment of the Guaranteed Obligations, or any part thereof, it
being recognized, acknowledged and agreed by each Guarantor that each Guarantor
may be required to pay the Guaranteed Obligations in full without assistance or
support of any other party, and no Guarantor has been induced to enter into
this Guaranty on the basis of a contemplation, belief, understanding or
agreement that other parties will be liable to pay or perform the Guaranteed
Obligations, or that Lender will look to other parties to pay or perform the
Guaranteed Obligations.


Section 2.6             Other Collateral.  The taking or accepting of any other
security, collateral or guaranty, or other assurance of payment, for all or any
part of the Guaranteed Obligations.


Section 2.7             Release of Collateral.  Any release, surrender, exchange,
subordination, deterioration, waste, loss or impairment (including without
limitation negligent, willful, unreasonable or unjustifiable impairment) of any
collateral, property or security at any time existing in connection with, or
assuring or securing payment of, all or any part of the Guaranteed Obligations.


Section 2.8             Care and Diligence.  The failure of Lender or any other party to
exercise diligence or reasonable care in the preservation, protection,
enforcement, sale or other handling or treatment of all or any part of any
collateral, property or security, including but not limited to any neglect,
delay, omission, failure or refusal of Lender (i) to take or prosecute any
action for the collection of any of the Guaranteed Obligations or (ii) to
foreclose, or initiate any action to foreclose, or, once commenced, prosecute
to completion any action to foreclose upon any security therefor, or (iii) to
take or prosecute any action in connection with any instrument or agreement
evidencing or securing all or any part of the Guaranteed Obligations.


Section 2.9             Unenforceability.  The fact that any collateral, security,
security interest or lien contemplated or intended to be given, created or
granted as security for the repayment of the Guaranteed Obligations, or any
part thereof, shall not be properly perfected or created, or shall prove to be
unenforceable or subordinate to any other security interest or lien, it being
recognized and agreed by each Guarantor that such Guarantor is not entering
into this 



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Guaranty in reliance on, or in contemplation
of the benefits of, the validity, enforceability, collectibility or value of
any of the collateral for the Guaranteed Obligations.


Section 2.10           Offset.  The Guaranteed Obligations and the
liabilities and obligations of each Guarantor to Lender hereunder shall not be
reduced, discharged or released because of or by reason of any existing or
future right of offset, claim or defense of Borrower against Lender, or any other
party, or against payment of the Guaranteed Obligations, whether such right of
offset, claim or defense arises in connection with the Guaranteed Obligations
(or the transactions creating the Guaranteed Obligations) or otherwise.


Section 2.11           Merger.  The reorganization, merger or consolidation
of Borrower into or with any other Person.


Section 2.12           Preference.  Any payment by Borrower to Lender is held to
constitute a preference under bankruptcy laws or for any reason Lender is
required to refund such payment or pay such amount to Borrower or someone else.


Section 2.13           Other Actions Taken or Omitted.  Any other action taken or omitted to be taken
with respect to the Loan Documents or the Security Documents, the Guaranteed
Obligations, or the security and collateral therefor, whether or not such
action or omission prejudices any Guarantor or increases the likelihood that
any Guarantor will be required to pay the Guaranteed Obligations pursuant to
the terms hereof, it is the unambiguous and unequivocal intention of each
Guarantor that such Guarantor shall be obligated to pay the Guaranteed
Obligations when due, notwithstanding any occurrence, circumstance, event,
action, or omission whatsoever, whether contemplated or uncontemplated, and
whether or not otherwise or particularly described herein, which obligation
shall be deemed satisfied only upon the full and final payment and satisfaction
of the Guaranteed Obligations.


ARTICLE
III


REPRESENTATIONS
AND WARRANTIES


To induce Lender to enter
into the Loan Documents and the Security Documents and extend credit to
Borrower, each Guarantor represents and warrants to Lender as follows:


Section 3.1             Benefit.  Each Guarantor is 100% directly or indirectly
owned by Borrower, is the sole owner of the Mezzanine Collateral (as defined in
the Loan Agreement) that it owns on the date hereof, if any, and has received,
or will receive, direct or indirect benefit from the making of this Guaranty
with respect to the Guaranteed Obligations. 
Each Guarantor has received reasonably equivalent value in exchange for
the making of this Guaranty.


Section 3.2             Familiarity and Reliance.  Each Guarantor is familiar with, and has
independently reviewed books and records regarding, the financial condition of
the Borrower and is familiar with the value of any and all collateral intended
to be created as security for the payment of the Note or Guaranteed
Obligations; however, no Guarantor is relying on such financial condition or
the collateral as an inducement to enter into this Guaranty.



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Section 3.3             No Representation By Lender.  Neither Lender nor any other party has made
any representation, warranty or statement to any Guarantor in order to induce a
Guarantor to execute this Guaranty.


Section 3.4             Guarantor’s Financial Condition.  As of the date hereof, and immediately after
giving effect to this Guaranty and the contingent obligation evidenced hereby,
each Guarantor is and will be solvent and has and will have assets which,
fairly valued, exceed its obligations, liabilities (including contingent
liabilities) and debts, and has and will have property and assets sufficient to
satisfy and repay its obligations and liabilities.


Section 3.5             Legality.  The execution, delivery and performance by
each Guarantor of this Guaranty and the consummation of the transactions
contemplated hereunder do not and will not contravene or conflict with any law,
statute or regulation whatsoever to which a Guarantor is subject or constitute
a default (or an event which with notice or lapse of time or both would constitute
a default) under, or result in the breach of, any indenture, mortgage, charge,
lien, or any contract, agreement or other instrument to which a Guarantor is a
party or which may be applicable to a Guarantor.  This Guaranty is a legal and binding
obligation of each Guarantor and is enforceable in accordance with its terms,
except as limited by bankruptcy, insolvency or other laws of general
application relating to the enforcement of creditors’ rights.


Section 3.6             Survival.  All representations and warranties made by
Guarantor herein shall survive the execution hereof.


ARTICLE
IV


SUBORDINATION
OF CERTAIN INDEBTEDNESS


Section 4.1             Subordination of All Guarantor
Claims.  As used herein, the term “Guarantor Claims”
shall mean all debts and liabilities of Borrower to each Guarantor, whether
such debts and liabilities now exist or are hereafter incurred or arise, or
whether the obligations of Borrower thereon be direct, contingent, primary,
secondary, several, joint and several, or otherwise, and irrespective of whether
such debts or liabilities be evidenced by note, contract, open account, or
otherwise, and irrespective of the person or persons in whose favor such debts
or liabilities may, at their inception, have been, or may hereafter be created,
or the manner in which they have been or may hereafter be acquired by a
Guarantor.  The Guarantor Claims shall
include without limitation all rights and claims of any Guarantor against
Borrower (arising as a result of subrogation or otherwise) as a result of a
Guarantor’s payment of all or a portion of the Guaranteed Obligations.  While any Event of Default is continuing, no
Guarantor shall receive or collect, directly or indirectly, from Borrower or
any other party any amount upon the Guarantor Claims and no Guarantor shall at
any time during the term of the Loan bring any action or proceeding against
Borrower to enforce such Guarantor’s rights to Guarantor Claims.


Section 4.2             Claims in Bankruptcy.  In the event of receivership, bankruptcy,
reorganization, arrangement, debtor’s relief, or other insolvency proceedings
involving a Guarantor as debtor, Lender shall have the right to prove its claim
in any such proceeding so as to establish its rights hereunder and receive
directly from the receiver, trustee or other court custodian dividends and
payments which would otherwise be payable upon Guarantor Claims.  



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Each Guarantor hereby assigns such dividends
and payments to Lender.  Should Lender
receive, for application against the Guaranteed Obligations, any dividend or
payment which is otherwise payable to a Guarantor and which, as between
Borrower and such Guarantor, shall constitute a credit against the Guarantor
Claims, then, upon payment to Lender in full of the Guaranteed Obligations,
such Guarantor shall become subrogated to the rights of Lender to the extent
that such payments to Lender on the Guarantor Claims have contributed toward
the liquidation of the Guaranteed Obligations, and such subrogation shall be
with respect to that proportion of the Guaranteed Obligations which would have
been unpaid if Lender had not received dividends or payments upon the Guarantor
Claims. Until such time as the Debt is repaid in full, in any case commenced by
or against Borrower or any of the limited partners or the general partner of Borrower
under Chapter 11 of the Bankruptcy Code or any similar provision thereof or any
similar federal or state statute, Lender shall have the exclusive right to
exercise any voting rights in respect of Guarantor Claims and no Guarantor
shall have the right to, and may not, vote the same; this shall be deemed a
present assignment of Guarantor Claims and the right to vote the same.


Section 4.3             Payments Held in Trust.  In the event that, notwithstanding anything
to the contrary in this Guaranty, a Guarantor should receive any funds,
payment, claim or distribution which is prohibited by this Guaranty, such
Guarantor agrees to hold in trust for Lender an amount equal to the amount of
all funds, payments, claims or distributions so received, and agrees that it shall
have absolutely no dominion over the amount of such funds, payments, claims or
distributions so received except to pay them promptly to Lender, and each
Guarantor covenants promptly to pay the same to Lender.


Section 4.4             Liens Subordinate.  Each Guarantor agrees that any liens,
security interests, judgment liens, charges or other encumbrances upon Borrower’s
assets securing payment of the Guarantor Claims shall be and remain inferior
and subordinate to any liens, security interests, judgment liens, charges or
other encumbrances upon Borrower’s assets securing payment of the Guaranteed
Obligations, regardless of whether such encumbrances in favor of such Guarantor
or Lender presently exist or are hereafter created or attach.  Without the prior written consent of Lender,
no Guarantor shall (i) exercise or enforce any creditor’s right it may have
against Borrower, or (ii) foreclose, repossess, sequester or otherwise take
steps or institute any action or proceedings (judicial or otherwise, including
without limitation the commencement of, or joinder in, any liquidation,
bankruptcy, rearrangement, debtor’s relief or insolvency proceeding) to enforce
any liens, mortgage, deeds of trust, security interests, collateral rights,
judgments or other encumbrances on assets of Borrower held by such Guarantor.


ARTICLE V


MISCELLANEOUS


Section 5.1             Waiver.  No failure to exercise, and no delay in
exercising, on the part of Lender, any right hereunder shall operate as a
waiver thereof, nor shall any single or partial exercise thereof preclude any
other or further exercise thereof or the exercise of any other right.  The rights of Lender hereunder shall be in
addition to all other rights provided by law. 
No modification or waiver of any provision of this Guaranty, nor consent
to departure therefrom, 



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shall be effective unless in writing and no
such consent or waiver shall extend beyond the particular case and purpose
involved.  No notice or demand given in
any case shall constitute a waiver of the right to take other action in the
same, similar or other instances without such notice or demand.


Section 5.2             Notices.  All notices given hereunder shall be in
writing and shall be either hand delivered or mailed, by registered U.S. mail,
Return Receipt Requested, first class postage prepaid, to the parties at their
respective addresses below or at such other address for any party as such party
may designate by notice to the other parties hereto:




	
  If to Lender:

  	
   

  	
  Wachovia Bank, National Association

  
	
   

  	
   

  	
  One Wachovia
  Center

  
	
   

  	
   

  	
  301 South
  College Street, NC0172

  
	
   

  	
   

  	
  Charlotte, NC
  28288

  
	
   

  	
   

  	
  Attention: Rex
  Rudy

  
	
   

  	
   

  	
   

  
	
  with a copy to:

  	
   

  	
  Cadwalader, Wickersham & Taft LLP

  
	
   

  	
   

  	
  227 West Trade
  Street

  
	
   

  	
   

  	
  Suite 2400

  
	
   

  	
   

  	
  Charlotte, North
  Carolina 28202

  
	
   

  	
   

  	
  Attention:
  Richard Madden, Esq.

  
	
   

  	
   

  	
   

  
	
  If to Guarantor:

  	
   

  	
  c/o GMH Communities, LP

  
	
   

  	
   

  	
  10 Campus
  Boulevard

  
	
   

  	
   

  	
  Newtown Square,
  PA 19073

  
	
   

  	
   

  	
  Attention:
  Joseph Macchione

  
	
   

  	
   

  	
  Facsimile No.:
  610-355-8480

  
	
   

  	
   

  	
   

  
	
  with a copy to:

  	
   

  	
  Morgan, Lewis & Bockius LLP

  
	
   

  	
   

  	
  1701 Market
  Street

  
	
   

  	
   

  	
  Philadelphia, PA
  19103

  
	
   

  	
   

  	
  Attention:
  Michael J. Pedrick

  
	
   

  	
   

  	
  Facsimile No.:
  215-963-5001

  






 


Section 5.3             Governing Law; Submission to
Jurisdiction.  This Guaranty shall be
governed by and construed in accordance with the laws of the State of New York
and the applicable laws of the United States of America.  Any legal suit, action or proceeding against
Lender or a Guarantor arising out of or relating to this Guaranty may at Lender’s
option be instituted in any Federal or State court in the City of New York, County
of New York, pursuant to Section 5-1402 of the New York General Obligations Law
and each Guarantor waives any objections which it may now or hereafter have
based on venue and/or forum non conveniens of any such suit, action or
proceeding, and each Guarantor hereby irrevocably submits to the jurisdiction
of any such court in any suit, action or proceeding.  Each Guarantor does hereby designate and
appoint:



 10
 









 


	
  

  	
  Capitol Services, Inc.

  
	
   

  	
  40 Colvin Avenue, Suite 200

  
	
   

  	
  Albany, NY 12206

  



as its authorized agent
to accept and acknowledge on its behalf service of any and all process which
may be served in any such suit, action or proceeding in any Federal or State
court in New York, New York, and agrees that service of process upon said agent
at said address and written notice of said service mailed or delivered to such
Guarantor in the manner provided herein shall be deemed in every respect
effective service of process upon such Guarantor in any such suit, action or
proceeding in the State of New York.


Section 5.4             Invalid Provisions.  If any provision of this Guaranty is held to
be illegal, invalid, or unenforceable under present or future laws effective
during the term of this Guaranty, such provision shall be fully severable and
this Guaranty shall be construed and enforced as if such illegal, invalid or
unenforceable provision had never comprised a part of this Guaranty, and the
remaining provisions of this Guaranty shall remain in full force and effect and
shall not be affected by the illegal, invalid or unenforceable provision or by
its severance from this Guaranty, unless such continued effectiveness of this
Guaranty, as modified, would be contrary to the basic understandings and
intentions of the parties as expressed herein.


Section 5.5             Amendments.  This Guaranty may be amended only by an
instrument in writing executed by the party or an authorized representative of
the party against whom such amendment is sought to be enforced.


Section 5.6             Parties Bound; Assignment; Joint
and Several.  This Guaranty shall be
binding upon and inure to the benefit of the parties hereto and their
respective successors, assigns and legal representatives; provided, however,
that no Guarantor may, without the prior written consent of Lender, assign any
of its rights, powers, duties or obligations hereunder.  If any Guarantor consists of more than one
person or party, the obligations and liabilities of each such person or party
shall be joint and several.


Section 5.7             Headings.  Section headings are for convenience of
reference only and shall in no way affect the interpretation of this Guaranty.


Section 5.8             Recitals.  The recital and introductory paragraphs
hereof are a part hereof, form a basis for this Guaranty and shall be
considered prima  facie evidence of the facts and documents
referred to therein.


Section 5.9             Counterparts.  To facilitate execution, this Guaranty may be
executed in as many counterparts as may be convenient or required.  It shall not be necessary that the signature
of, or on behalf of, each party, or that the signature of all persons required
to bind any party, appear on each counterpart. 
All counterparts shall collectively constitute a single instrument.  It shall not be necessary in making proof of
this Guaranty to produce or account for more than a single counterpart
containing the respective signatures of, or on behalf of, each of the parties
hereto. Any signature page to any counterpart may be detached from such
counterpart without impairing the legal effect of the signatures thereon and
thereafter attached to another counterpart identical thereto except having
attached to it additional signature pages.



 11
 









Section 5.10           Rights and Remedies.  If any Guarantor becomes liable for any
indebtedness owing by Borrower to Lender, by endorsement or otherwise, other
than under this Guaranty, such liability shall not be in any manner impaired or
affected hereby and the rights of Lender hereunder shall be cumulative of any
and all other rights that Lender may ever have against such Guarantor.  The exercise by Lender of any right or remedy
hereunder or under any other instrument, or at law or in equity, shall not
preclude the concurrent or subsequent exercise of any other right or remedy.


Section 5.11           Other Defined Terms.  Any capitalized term utilized herein shall
have the meaning as specified in the Loan Agreement, unless such term is
otherwise specifically defined herein.


Section
5.12         Entirety.  THIS GUARANTY EMBODIES THE FINAL, ENTIRE
AGREEMENT OF GUARANTORS AND LENDER WITH RESPECT TO GUARANTORS’ GUARANTY OF THE
GUARANTEED OBLIGATIONS AND SUPERSEDES ANY AND ALL PRIOR COMMITMENTS,
AGREEMENTS, REPRESENTATIONS, AND UNDERSTANDINGS, WHETHER WRITTEN OR ORAL,
RELATING TO THE SUBJECT MATTER HEREOF. 
THIS GUARANTY IS INTENDED BY GUARANTORS AND LENDER AS A FINAL AND
COMPLETE EXPRESSION OF THE TERMS OF THE GUARANTY, AND NO COURSE OF DEALING
BETWEEN ANY GUARANTOR AND LENDER, NO COURSE OF PERFORMANCE, NO TRADE PRACTICES,
AND NO EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OR
DISCUSSIONS OR OTHER EXTRINSIC EVIDENCE OF ANY NATURE SHALL BE USED TO
CONTRADICT, VARY, SUPPLEMENT OR MODIFY ANY TERM OF THIS GUARANTY
AGREEMENT.  THERE ARE NO ORAL AGREEMENTS
BETWEEN ANY GUARANTOR AND LENDER.


Section
5.13         Waiver of Right To Trial
By Jury.  EACH GUARANTOR HEREBY
AGREES NOT TO ELECT A TRIAL BY JURY OF ANY ISSUE TRIABLE OF RIGHT BY JURY, AND
WAIVES ANY RIGHT TO TRIAL BY JURY FULLY TO THE EXTENT THAT ANY SUCH RIGHT SHALL
NOW OR HEREAFTER EXIST WITH REGARD TO THIS GUARANTY, THE NOTE, THE MORTGAGE,
THE LOAN AGREEMENT, OR THE OTHER LOAN DOCUMENTS, OR ANY CLAIM, COUNTERCLAIM OR
OTHER ACTION ARISING IN CONNECTION THEREWITH. 
THIS WAIVER OF RIGHT TO TRIAL BY JURY IS GIVEN KNOWINGLY AND VOLUNTARILY
BY EACH GUARANTOR, AND IS INTENDED TO ENCOMPASS INDIVIDUALLY EACH INSTANCE AND
EACH ISSUE AS TO WHICH THE RIGHT TO A TRIAL BY JURY WOULD OTHERWISE
ACCRUE.  LENDER IS HEREBY AUTHORIZED TO
FILE A COPY OF THIS PARAGRAPH IN ANY PROCEEDING AS CONCLUSIVE EVIDENCE OF THIS
WAIVER BY EACH GUARANTOR.


Section 5.14           Cooperation.  Each Guarantor acknowledges that Lender and
its successors and assigns may (i) sell this Guaranty, the Note, the Pledge
Agreement, Security Documents and other Loan Documents to one or more investors
as a whole loan, (ii) participate the Loan secured by this Guaranty to one or
more investors, (iii) deposit this Guaranty, the Note, the Pledge Agreement,
Security Documents and other Loan Documents with a trust, which trust 



 12
 









may sell certificates to investors evidencing
an ownership interest in the trust assets, or (iv) otherwise sell the Loan or
interest therein to investors (the transactions referred to in clauses (i)
through (iv) are hereinafter each referred to as “Secondary Market Transaction”).  Each Guarantor shall reasonably cooperate
with Lender in effecting any such Secondary Market Transaction and shall
reasonably cooperate to implement all requirements imposed by any Rating
involved in any Secondary Market Transaction. 
Each Guarantor shall make available to Lender all non-confidential,
non-proprietary information and documents concerning its business and
operations that Lender may reasonably request. 
Lender shall be permitted to share all such information with the
investment banking firms, Rating Agencies, accounting firms, law firms and
other third-party advisory firms involved with the Loan, the Pledge Agreement,
the Security Documents and the Loan Documents or the applicable Secondary
Market Transaction.  It is understood
that the information provided by any Guarantor to Lender may ultimately be
incorporated into the offering documents for the Secondary Market Transaction
and thus various investors may also see some or all of the information.  Lender and all of the aforesaid third-party
advisors and professional firms shall be entitled to rely on the information
supplied by, or on behalf of, any Guarantor in the form as provided by such
Guarantor.  Lender may publicize the
existence of the Loan in connection with its marketing for a Secondary Market
Transaction or otherwise as part of its business development.


Section 5.15           Reinstatement in Certain
Circumstances.  If at any time any
payment of the principal of or interest under the Note or the Indemnity
Guaranty or any other amount payable by the Borrower or any Guarantor under the
Loan Documents or the Security Documents is rescinded or must be otherwise
restored or returned upon the insolvency, bankruptcy or reorganization of the
Borrower or otherwise, such Guarantor’s obligations hereunder with respect to
such payment shall be immediately reinstated as though such payment has been
due but not made at such time.


Section 5.16           Joint and Several Liability.  If any Guarantor consists of more than one
person or party, the obligations and liabilities of each such person or party
hereunder shall be joint and several.


[SIGNATURE PAGES IMMEDIATELY FOLLOW]



 13















This GUARANTY is executed
as of the day and year first above written.


	
  

  	
   

  	
  GUARANTOR:

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  COLLEGE PARK INVESTMENTS LLC, a

  	
   

  
	
   

  	
   

  	
  Delaware limited liability company

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  COLLEGE PARK MANAGEMENT LLC,

  	
   

  
	
   

  	
   

  	
  a Delaware limited liability company

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  COLLEGE PARK MANAGEMENT TRS, INC., a Delaware
  Corporation

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  



 













 


	
  

  	
   

  	
  GMH MILITARY HOUSING, LLC, a Delaware limited
  liability company

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  GMH MILITARY HOUSING

  	
   

  
	
   

  	
   

  	
  INVESTMENTS, LLC, a Delaware limited

  	
   

  
	
   

  	
   

  	
  liability company

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  GMH COMMUNITIES TRS, INC., a Delaware corporation

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Joseph M Macchione

  	
   

  
	
   

  	
   

  	
   

  	
  Name: Joseph M Macchione

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  GMH COMMUNITIES GP TRUST, a Delaware statutory trust

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ Joseph M Macchione

  	
   

  
	
   

  	
   

  	
   

  	
  Name: Joseph M Macchione

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Vice President and Secretary

  	
   

  



 



 2
 









 


	
  

  	
   

  	
  GMH COMMUNITIES SERVICES, INC. a Delaware
  corporation

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  CLARIZZ BOULEVAD ASSOCIATES INTERMEDIATE, LLC, a
  Delaware limited liability company

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  LAKESIDE DRIVE ASSOCIATES INTERMEDIATE, LLC, a
  Delaware limited company

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: 

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  



 



 3
 









 


	
  

  	
   

  	
  URBANA ASSOCIATES 

  INTERMEDIATE, LLC, a Delaware 

  	
   

  
	
   

  	
   

  	
  limited liability company

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  RED MILE ROAD ASSOCIATES

  	
   

  
	
   

  	
   

  	
  INTERMEDIATE, LLC a Delaware limited

  	
   

  
	
   

  	
   

  	
  liability company

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  BURBANK DRIVE ASSOCIATE

  	
   

  
	
   

  	
   

  	
  INTERMEDIATE III, LLC, a Delaware

  	
   

  
	
   

  	
   

  	
  limited liability company

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  COMMONS DRIVE ASSOCIATES

  	
   

  
	
   

  	
   

  	
  INTERMEDIATE, LLC, a Delaware limited

  	
   

  
	
   

  	
   

  	
  liability company

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  



 



 4
 









 


	
  

  	
   

  	
  ABBOTT ROAD ASSOCIATES

  	
   

  
	
   

  	
   

  	
  INTERMEDIATE, LLC, a Delaware

  	
   

  
	
   

  	
   

  	
  limited liability company

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  CAMPUS VIEW DRIVE ASSOCIATES

  	
   

  
	
   

  	
   

  	
  INTERMEDIATE, LLC, a Delaware

  	
   

  
	
   

  	
   

  	
  limited liability company

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  ALEXANDER ROAD ASSOCIATES INTERMEDIATE, LLC, a
  Delaware limited liability company

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  BROWN ROAD ASSOCIATES

  	
   

  
	
   

  	
   

  	
  INTERMEDIATE, LLC, a Delaware

  	
   

  
	
   

  	
   

  	
  limited liability company

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  



 



 5
 









 


	
  

  	
   

  	
  KELLER BOULEVARD ASSOCIATES

  	
   

  
	
   

  	
   

  	
  INTERMEDIATE, LLC, a Delaware

  	
   

  
	
   

  	
   

  	
  limited liability company

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/ John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Name: John Ferer

  	
   

  
	
   

  	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  



 



 6














SCHEDULE
1.2


 




	
  Guarantor

  	
   

  	
  Allocated Guaranty Amount

  	
   

  
	
  Clarizz Boulevard
  Associates Intermediate, LLC

  	
   

  	
  $

  	
  5,667,152

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Lakeside Associates
  Intermediate, LLC

  	
   

  	
  $

  	
  2,095,346

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Urbana Associates
  Intermediate, LLC

  	
   

  	
  $

  	
  2,642,732

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Red Mile Road
  Associates Intermediate, LLC

  	
   

  	
  $

  	
  1,917,461

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Burbank Drive
  Associates Intermediate III, LLC

  	
   

  	
  $

  	
  1,444,136

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Commons Drive
  Associates Intermediate, LLC

  	
   

  	
  $

  	
  1,468,027

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Abbott Road Associates
  Intermediate, LLC

  	
   

  	
  $

  	
  3,252,900

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Campus View Drive
  Associates Intermediate, LLC

  	
   

  	
  $

  	
  680,524

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Alexander Road
  Associates Intermediate, LLC

  	
   

  	
  $

  	
  2,354,558

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Brown Road Associates
  Intermediate, LLC

  	
   

  	
  $

  	
  2,154,091

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Keller Boulevard Associates Intermediate, LLC

  	
   

  	
  $

  	
  3,075,000