the United States of America) and discharged, all Letters of
Credit are returned undrawn, and the Credit Agreement and financing arrangements
evidenced and governed by the Credit Agreement shall have been terminated.
J-2
6.
WAIVER OF JURY TRIAL AND CERTAIN DAMAGE CLAIMS. EACH OF BORROWER,
GUARANTORS, AGENT AND THE LENDERS HEREBY WAIVES ITS RIGHT TO A JURY TRIAL WITH
RESPECT TO ANY ACTION OR CLAIM ARISING OUT OF ANY DISPUTE IN CONNECTION WITH
THIS AGREEMENT OR ANY OF THE OTHER LOAN DOCUMENTS, ANY RIGHTS OR OBLIGATIONS
HEREUNDER OR THEREUNDER OR THE PERFORMANCE OF SUCH RIGHTS AND OBLIGATIONS.
BORROWER AND EACH GUARANTOR HEREBY WAIVES ANY RIGHT IT MAY HAVE TO CLAIM OR
RECOVER IN ANY SUCH LITIGATION ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES
AND, TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, PUNITIVE OR ANY DAMAGES OTHER
THAN, OR IN ADDITION TO, ACTUAL DAMAGES. BORROWER AND EACH GUARANTOR
(A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY LENDER OR THE
AGENT HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH LENDER OR THE AGENT
WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVERS AND
(B) ACKNOWLEDGES THAT THE AGENT AND THE LENDERS HAVE BEEN INDUCED TO ENTER INTO
THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS TO WHICH THEY ARE PARTIES BY, AMONG
OTHER THINGS, THE WAIVERS AND CERTIFICATIONS CONTAINED IN THIS SECTION 6.
BORROWER AND EACH GUARANTOR ACKNOWLEDGES THAT IT HAS HAD AN OPPORTUNITY TO
REVIEW THIS SECTION 6 WITH LEGAL COUNSEL AND THAT BORROWER AND EACH GUARANTOR
AGREES TO THE FOREGOING AS ITS FREE, KNOWING AND VOLUNTARY ACT.
7.
This Agreement shall, pursuant to New York General Obligations Law
Section 5 1401, be governed by and construed in accordance with the laws of the
State of New York.
[SIGNATURES BEGIN ON FOLLOWING PAGE]
J-3
IN WITNESS WHEREOF, the Borrower and the Guarantors have executed and delivered
this Agreement, under seal, as of the date first above written.
BORROWER:
MID-AMERICA APARTMENTS, L.P., a Tennessee limited
partnership
By:
Mid-America Apartment Communities, Inc., a Tennessee
corporation, its sole general partner
By:
Name:
Title:
(CORPORATE SEAL)
REIT:
MID-AMERICA APARTMENT COMMUNITIES, INC., a Tennessee corporation
By:
Name:
Title:
(CORPORATE SEAL)
SUBSIDIARY GUARANTORS:
[TO BE INSERTED]
,
a
By:
Name:
Title:
J-4
SCHEDULE 1.1
LENDERS AND COMMITMENTS
Name and Address
Commitment
Commitment
Percentage
KeyBank National Association
1200 Abernathy Road, N.E., Suite 1550
Atlanta, Georgia
30328
Attention:
Tayven Hike
Facsimile:
(770) 510-2195
$60,000,000.00
12.000000000% LIBOR Lending Office
Same as Above
Wells Fargo Bank, National Association
123 N. Wacker Drive, Suite 1900
Chicago, IL 60626
Attention: Sam Supple
Facsimile: (312) 782-0969
$60,000,000.00
12.000000000% LIBOR Lending Office
Same as Above
JPMorgan Chase Bank, N.A.
10 South Dearborn, Floor 19
Chicago, IL 60603
Attention: Elizabeth Johnson
Facsimile: (312) 325-5174
$60,000,000.00
12.000000000% LIBOR Lending Office
Same as Above
Regions Bank
1900 Fifth Avenue North, 15th Floor
Birmingham, AL
35203
Attention:
Lee Surtees, Director
Facsimile:
(205) 264-5456
$50,000,000.00
10.000000000% LIBOR Lending Office
Same as Above
Schedule 1.1
1
Name and Address
Commitment
Commitment
Percentage
UBS AG, Stamford Branch
677 Washington