EQC OPERATING WAIVES ITS RIGHTS TO A TRIAL BY JURY OF ANY CLAIM OR CAUSE OF
ACTION BASED UPON OR ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE
TRANSACTIONS CONTEMPLATED HEREBY, IN ANY ACTION, PROCEEDING OR OTHER LITIGATION
OF ANY TYPE BROUGHT BY OBLIGOR AGAINST EQC OPERATING, WHETHER WITH RESPECT TO
CONTRACT CLAIMS, TORT CLAIMS, OR OTHERWISE.
EQC OPERATING AGREES THAT ANY SUCH
CLAIM OR CAUSE OF ACTION SHALL BE TRIED BY A COURT TRIAL WITHOUT A
JURY.
WITHOUT LIMITING THE FOREGOING, EQC OPERATING FURTHER AGREES THAT ITS
RIGHT TO A TRIAL BY JURY IS WAIVED BY OPERATION OF THIS SECTION AS TO ANY
ACTION, COUNTERCLAIM OR OTHER PROCEEDING WHICH SEEKS, IN WHOLE OR IN PART, TO
CHALLENGE THE VALIDITY OR ENFORCEABILITY OF THIS AGREEMENT OR ANY PROVISION
HEREOF.
THIS WAIVER SHALL APPLY TO ANY SUBSEQUENT AMENDMENTS, RENEWALS,
SUPPLEMENTS OR MODIFICATIONS TO THIS AGREEMENT.
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4
IN WITNESS WHEREOF, the undersigned has caused this Agreement to be duly
executed and delivered on the date first above written.
EQC OPERATING TRUST
By:
/s/ Orrin S. Shifrin
Orrin S. Shifrin
Executive Vice President, General Counsel and Secretary
ACKNOWLEDGED AND AGREED TO BY:
EQUITY COMMONWEALTH
By:
/s/ Adam S. Markman
Adam S. Markman
Executive Vice President, Chief Financial Officer and Treasurer
Exhibit A
Outstanding Notes
Type
Issue Date
Maturity Date
Rate
Original
Principal
Balance
Senior notes
6/25/2007
6/15/2017
6.25
%
$
250,000,000.00
$
250,000,000.00
Senior notes
9/18/2007
1/15/2018
6.65
%
$
250,000,000.00
$
250,000,000.00
Senior notes
9/17/2010
9/15/2020
5.88
%
$
250,000,000.00
$
250,000,000.00
Senior notes
7/25/2012
8/1/2042
5.75
%
$
175,000,000.00
$
175,000,000.00