FIRST AMENDED AND RESTATED CREDIT AGREEMENT Dated as of September 27, 2018 by and among UDR, INC.,Credit Agreement • October 1st, 2018 • United Dominion Realty L P • Real estate investment trusts • New York
THIS FIRST AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of September 27, 2018 by and among UDR, INC., a corporation formed under the laws of the State of Maryland (the “Borrower”), each of the financial institutions initially a signatory hereto together with their successors and assignees under Section 12.5. (the “Lenders”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”), with WELLS FARGO SECURITIES, LLC and JPMORGAN CHASE BANK, N.A., as joint Bookrunners (in such capacities, the “Joint Lead Bookrunners”), WELLS FARGO SECURITIES, LLC, JPMORGAN CHASE BANK, N.A., PNC CAPITAL MARKETS LLC, U.S. BANK NATIONAL ASSOCIATION and REGIONS CAPITAL MARKETS, A DIVISION OF REGIONS BANK, as joint Lead Arrangers (in such capacities, the “Joint Lead Arrangers”), JPMORGAN CHASE BANK, N.A., as Syndication Agent (in such capacity, the “Syndication Agent”), PNC BANK, NATIONAL ASSOCIATION, U.S. BANK NATIONAL ASSOCIATION, REGIONS BANK, CIT
UDR, INC.Note • February 18th, 2021 • United Dominion Realty L P • Real estate investment trusts
UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (THE “DEPOSITARY”) (55 WATER STREET, NEW YORK, NEW YORK) TO THE ISSUER HEREOF OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY AND ANY PAYMENT IS MADE TO CEDE & CO., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 21st, 2017 • United Dominion Realty L P • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is entered into as of __________________ (“Effective Date”), by and between UDR, Inc., a Maryland corporation (the “Company”), and __________________ (the “Indemnitee”). See Schedule A for a list of officers and directors who have entered into this Indemnification Agreement with the Company.
UDR, INC.Note Agreement • May 7th, 2020 • United Dominion Realty L P • Real estate investment trusts
UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (THE “DEPOSITARY”) (55 WATER STREET, NEW YORK, NEW YORK) TO THE ISSUER HEREOF OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY AND ANY PAYMENT IS MADE TO CEDE & CO., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
GUARANTYGuaranty • October 26th, 2015 • United Dominion Realty L P • Real estate investment trusts • New York
THIS GUARANTY dated as of October 20, 2015 (this “Guaranty”) executed and delivered by each of the undersigned and the other Persons from time to time party hereto pursuant to the execution and delivery of an Accession Agreement in the form of Annex I hereto (all of the undersigned, together with such other Persons each a “Guarantor” and collectively, the “Guarantors”) in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, in its capacity as Administrative Agent (the “Administrative Agent”) for the Lenders under that certain Credit Agreement dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among UDR, Inc., a Maryland corporation (the “Borrower”), the financial institutions party thereto and their assignees under Section 12.5. thereof (the “Lenders”), the Administrative Agent, and the other parties thereto, for its benefit and the benefit of the Lenders, the Issuing Banks and the Swingline Lenders (the
AMENDED AND RESTATED AIRCRAFT TIME SHARING AGREEMENTAircraft Time Sharing Agreement • February 19th, 2019 • United Dominion Realty L P • Real estate investment trusts • Colorado
This Amended and Restated Aircraft Time Sharing Agreement (this "Agreement") is executed February 18, 2019 to be effective as of January 1, 2018 (the "Effective Date") by and between UDR, Inc., a Maryland corporation (the "Company"), and Warren L. Troupe (the "Executive"). The Company and Executive are hereinafter sometimes referred to individually as "Party" and also collectively as the "Parties."
CREDIT AGREEMENT Dated as of October 20, 2015 by and among UDR, INC.,Credit Agreement • October 26th, 2015 • United Dominion Realty L P • Real estate investment trusts • New York
THIS CREDIT AGREEMENT (this “Agreement”) dated as of October 20, 2015 by and among UDR, INC., a corporation formed under the laws of the State of Maryland (the “Borrower”), each of the financial institutions initially a signatory hereto together with their successors and assignees under Section 12.5. (the “Lenders”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”), with WELLS FARGO SECURITIES, LLC and J.P. MORGAN SECURITIES LLC, as joint Bookrunners (in such capacities, the “Joint Lead Bookrunners”), WELLS FARGO SECURITIES, LLC, J.P. MORGAN SECURITIES LLC, PNC CAPITAL MARKETS LLC, U.S. BANK NATIONAL ASSOCIATION and REGIONS CAPITAL MARKETS, A DIVISION OF REGIONS BANK, as joint Lead Arrangers (in such capacities, the “Joint Lead Arrangers”), JPMORGAN CHASE BANK, N.A., as Syndication Agent (in such capacity, the “Syndication Agent”) and PNC BANK, NATIONAL ASSOCIATION, U.S. BANK NATIONAL ASSOCIATION, REGIONS BANK, CITIBANK, N.A., BANK OF AME
AGREEMENT OF LIMITED PARTNERSHIP OFLimited Partnership Agreement • February 23rd, 2016 • United Dominion Realty L P • Real estate investment trusts • Delaware
THIS AGREEMENT OF LIMITED PARTNERSHIP (this “Agreement”) is made as of this 5th day of October, 2015, between UDR, Inc., a Maryland corporation, as the general partner and a limited partner, United Dominion Realty, L.P., a Delaware limited partnership, as a limited partner, UDR Texas Properties LLC, a Delaware limited liability company, as a limited partner, and the other limited partners from time to time party hereto.
AIRCRAFT TIME SHARING AGREEMENTAircraft Time Sharing Agreement • February 27th, 2012 • United Dominion Realty L P • Real estate investment trusts • Colorado
This Aircraft Time Sharing Agreement (this “Agreement”) is made effective as of December 15, 2011 (the “Effective Date”) by and between UDR, Inc., a Maryland corporation (the “Company”), and Thomas W. Toomey (the “Executive”). The Company and Executive are hereinafter sometimes referred to individually as “Party” and also collectively as the “Parties”.
RESTRICTED STOCK AWARD AGREEMENT under theRestricted Stock Award Agreement • February 21st, 2017 • United Dominion Realty L P • Real estate investment trusts
THIRD AMENDED AND RESTATED DISTRIBUTION AGREEMENTDistribution Agreement • July 31st, 2014 • United Dominion Realty L P • Real estate investment trusts • New York
Reference is made to the Third Amended and Restated Distribution Agreement, dated September 1, 2011 (the “Agreement”), by and among UDR, Inc. (the “Company”) and United Dominion Realty, L.P. (the “Operating Partnership”) and Citigroup Global Markets Inc., Deutsche Bank Securities Inc., J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC (collectively, the “Parties”). On July 29, 2014, the Company and the Operating Partnership filed with the Securities and Exchange Commission (the “Commission”) an “automatic shelf registration statement” as defined under Rule 405 under the Securities Act of 1933, as amended (the “1933 Act”), on Form S-3 (File No. 333-197710) (the “Registration Statement”), in respect of certain of the Company’s and the Operating Partnership’s securities, in anticipation of the expiration of the Company’s automatic shelf registration statement on Form S-3 (File No. 333-176616) (the “Expi
THIRD AMENDMENT TO TERM LOAN AGREEMENTTerm Loan Agreement • June 10th, 2013 • United Dominion Realty L P • Real estate investment trusts • New York
THIS THIRD AMENDMENT TO LOAN AGREEMENT (this “Amendment”) dated as of June 6, 2013 by and among UDR, Inc., a Maryland corporation (the “Borrower”), each of the Lenders party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Agent (the “Agent”).
TENTH AMENDMENT TO THE AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF UNITED DOMINION REALTY, L.P.Amended and Restated Agreement of Limited Partnership • October 30th, 2018 • United Dominion Realty L P • Real estate investment trusts
This Tenth Amendment to the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P., dated as of October 29, 2018 (this “Amendment”), is being executed by UDR, Inc., a Maryland corporation (the “General Partner”), as the general partner of United Dominion Realty, L.P., a Delaware limited partnership (the “Partnership”), pursuant to the authority conferred upon the General Partner by Section 11.01 of the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P., dated as of February 23, 2004, as amended by the First Amendment to the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P., dated as of June 24, 2005, the Second Amendment to the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P., dated as of February 23, 2006, the Third Amendment to the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P., dated as of January 2, 2007, t
CONTRIBUTION AGREEMENT BY AND AMONG UNITED DOMINION REALTY, L.P.,Contribution Agreement • June 22nd, 2015 • United Dominion Realty L P • Real estate investment trusts • Maryland
This Contribution Agreement (this “Agreement”) is made and entered into as of June 22, 2015 (the “Effective Date”) by and among United Dominion Realty, L.P., a Delaware limited partnership (“Public OP”), UDR, Inc., a Maryland corporation (“Public REIT” and together with Public OP, the “Public Parties”), Home Properties, L.P. , a New York limited partnership (“Contributor”), and LSREF4 Lighthouse Acquisitions, LLC, a Delaware limited liability company (“Lone Star Parent”). Public OP, Public REIT, Contributor and Lone Star Parent are sometimes collectively referred to herein as the “Parties” and individually as a “Party.”
THIRD AMENDMENT TO TERM LOAN AGREEMENTTerm Loan Agreement • June 10th, 2013 • United Dominion Realty L P • Real estate investment trusts • New York
THIS THIRD AMENDMENT TO TERM LOAN AGREEMENT (this “Amendment”) is made as of the 6th day of June, 2013, by and among UDR, INC., a Maryland corporation (the “Borrower”), each of the LENDERS party hereto (the “Lenders”), and REGIONS BANK, as agent for the Lenders (the “Agent”).
ATM EQUITY OFFERINGSM SALES AGREEMENTAtm Equity Offering Sales Agreement • July 31st, 2014 • United Dominion Realty L P • Real estate investment trusts • New York
Reference is made to the ATM Equity OfferingSM Sales Agreement dated April 4, 2012 (the “Agreement”) by and among UDR, Inc. (the “Company”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, and Morgan Stanley & Co. LLC (collectively, the “Parties”). On July 29, 2014, the Company and United Dominion Realty, L.P. (the “Operating Partnership”) filed with the Securities and Exchange Commission (the “Commission”) an “automatic shelf registration statement” as defined under Rule 405 under the Securities Act of 1933, as amended (the “1933 Act”), on Form S-3 (File No. 333-197710) (the “Registration Statement”), in respect of certain of the Company’s and the Operating Partnership’s securities, in anticipation of the expiration of the Company’s automatic shelf registration statement on Form S-3 (File No. 333-176616) (the “Expiring Registration Statement”). The Parties wish to amend the Agreement
CLASS 1 LTIP UNIT AWARD AGREEMENT under theClass 1 Ltip Unit Award Agreement • February 23rd, 2016 • United Dominion Realty L P • Real estate investment trusts
UDR, INC.Note • February 23rd, 2016 • United Dominion Realty L P • Real estate investment trusts
UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (THE “DEPOSITARY”) (55 WATER STREET, NEW YORK, NEW YORK) TO THE ISSUER HEREOF OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY AND ANY PAYMENT IS MADE TO CEDE & CO., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
December 12, 2012Employment Agreement • February 27th, 2013 • United Dominion Realty L P • Real estate investment trusts
This Letter confirms our conditional offer of employment at UDR, Inc. (“UDR”), in the position of SVP - Chief Financial Officer. You will report directly to me. This Letter is not intended to be an employment contract but only a description of the compensation and benefits accompanying the offer, which include:
ELEVENTH AMENDMENT TO THE AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF UNITED DOMINION REALTY, L.P.Agreement of Limited Partnership • December 16th, 2020 • United Dominion Realty L P • Real estate investment trusts
This Eleventh Amendment to the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P., dated as of December 16, 2020 (this “Amendment”), is being executed by UDR, Inc., a Maryland corporation (the “General Partner”), as the general partner of United Dominion Realty, L.P., a Delaware limited partnership (the “Partnership”), pursuant to the authority conferred upon the General Partner by Section 11.01 of the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P., dated as of February 23, 2004, as amended by the First Amendment to the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P., dated as of June 24, 2005, the Second Amendment to the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P., dated as of February 23, 2006, the Third Amendment to the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P., dated as of January 2, 200
July 1, 2012 David L. Messenger Re: Consulting Agreement Dear Dave:Consulting Agreement • October 31st, 2012 • United Dominion Realty L P • Real estate investment trusts
This Consulting Agreement (“Agreement”) sets forth the terms of our agreement concerning your engagement with the Company.
GUARANTYGuaranty • October 1st, 2018 • United Dominion Realty L P • Real estate investment trusts • New York
THIS GUARANTY dated as of September 27, 2018 (this “Guaranty”) executed and delivered by each of the undersigned and the other Persons from time to time party hereto pursuant to the execution and delivery of an Accession Agreement in the form of Annex I hereto (all of the undersigned, together with such other Persons each a “Guarantor” and collectively, the “Guarantors”) in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, in its capacity as Administrative Agent (the “Administrative Agent”) for the Lenders under that certain First Amended and Restated Credit Agreement, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among UDR, Inc., a Maryland corporation (the “Borrower”), the financial institutions party thereto and their assignees under Section 12.5. thereof (the “Lenders”), the Administrative Agent, and the other parties thereto, for its benefit and the benefit of the Lenders, the Issuing Banks a
RESTRICTED STOCK AWARD AGREEMENT UNDER THE UDR, INC. 1999 LONG-TERM INCENTIVE PLANRestricted Stock Award Agreement • May 2nd, 2013 • United Dominion Realty L P • Real estate investment trusts
THIRD AMENDED AND RESTATED DISTRIBUTION AGREEMENTDistribution Agreement • April 27th, 2017 • United Dominion Realty L P • Real estate investment trusts • New York
Reference is made to the Third Amended and Restated Distribution Agreement, dated September 1, 2011 (the “Agreement”), by and among UDR, Inc. (the “Company”) and United Dominion Realty, L.P. (the “Operating Partnership”) and Citigroup Global Markets Inc., Deutsche Bank Securities Inc., J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC, as amended by Amendment No. 1 thereto, dated July 29, 2014, by and among the Company, the Operating Partnership and Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC (collectively, the “Parties”). On April 27, 2017, the Company and the Operating Partnership filed with the Securities and Exchange Commission (the “Commission”) an “automatic shelf registration statement” as defined under Rule 405 under the Securities Act of 1933, as amended (the “1933 Act”
UDR, INC. Medium-Term Notes, Series A Due Nine Months or More From Date of Issue Fully and Unconditionally Guaranteed by UNITED DOMINION REALTY, L.P. (a Delaware limited partnership) AMENDMENT NO. 3 TO THE THIRD AMENDED AND RESTATED DISTRIBUTION AGREEMENTDistribution Agreement • May 7th, 2020 • United Dominion Realty L P • Real estate investment trusts • New York
BofA Securities, Inc. One Bryant Park New York, New York 10036 Regions Securities LLC 1180 West Peachtree St., NW, Suite 1400 Atlanta, Georgia 30309
Re: Termination of Letter AgreementTermination Agreement • February 27th, 2013 • United Dominion Realty L P • Real estate investment trusts
This letter will confirm our agreement to terminate the Letter Agreement dated February 18, 2008 between UDR, Inc. (the “Company”) and you, effective as of December 31, 2012.
To: UDR, Inc. Bank GroupCredit Agreement • February 25th, 2014 • United Dominion Realty L P • Real estate investment trusts • New York
Re: Amendment to Credit Agreement dated as of October 25, 2011 (the “Credit Agreement”) among UDR, Inc. (“UDR”), the Lenders party thereto and Wells Fargo Bank, National Association, as Administrative Agent (the “Administrative Agent”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 21st, 2017 • United Dominion Realty L P • Real estate investment trusts • New York
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) dated as of January 20, 2017 by and among UDR, Inc., a Maryland corporation (the “Borrower”), each of the Lenders party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”).
ContractTerms Agreement • December 13th, 2017 • United Dominion Realty L P • Real estate investment trusts
March 4, 2013 To: UDR, Inc. Bank GroupTerm Loan Agreement • February 25th, 2014 • United Dominion Realty L P • Real estate investment trusts • New York
Re: Amendment to Term Loan Agreement dated as of December 29, 2010 (the “Loan Agreement”) among UDR, Inc. (“UDR”), the Lenders party thereto and Wells Fargo Bank, National Association, as Administrative Agent (the “Administrative Agent”).
UDR, INC. CLASS 1 PERFORMANCE LTIP UNIT AWARD AGREEMENT Ltip Unit Award Agreement • February 18th, 2021 • United Dominion Realty L P • Real estate investment trusts
AMENDMENT AGREEMENTMerger Agreement • October 27th, 2015 • United Dominion Realty L P • Real estate investment trusts
This Amendment Agreement (this “Amendment”), dated as of August 27, 2015, by and among Home Properties, Inc., a Maryland corporation (the “Company”), Home Properties, L.P., a New York limited partnership (the “Partnership” and, together with the Company, the “Company Parties”), LSREF4 Lighthouse Acquisitions, LLC, a Delaware limited liability company (“Parent”), LSREF4 Lighthouse Corporate Acquisitions, LLC, a Maryland limited liability company and wholly owned subsidiary of Parent (“MergerSub”), LSREF4 Lighthouse Operating Acquisitions, LLC, a New York limited liability company and wholly owned subsidiary of MergerSub (“Partnership MergerSub” and, together with Parent and MergerSub, the “Buyer Parties”), UDR, Inc., a Maryland corporation (“Public REIT”) and United Dominion Realty, L.P., a Delaware limited partnership (“Public OP” and, together with Public REIT, the “Public Parties”), refers to (i) that certain Merger Agreement, dated as of June 22, 2015 (the “Merger Agreement”), by an
Re: Resignation as President – Chief Operating Officer from UDR, Inc. Dear Jerry:Resignation Agreement • December 16th, 2020 • United Dominion Realty L P • Real estate investment trusts • Colorado
This letter (this "Letter Agreement") reflects our agreement with respect to your resignation as Chief Operating Officer (retaining your position as President) of UDR, Inc. (the "Company") at the close of business on December 31, 2020 (the "Resignation Date") and your retirement and resignation as President of the Company on December 31, 2021 (the “Retirement Date”).
AIRCRAFT TIME SHARING AGREEMENTAircraft Time Sharing Agreement • May 2nd, 2012 • United Dominion Realty L P • Real estate investment trusts • Colorado
This Aircraft Time Sharing Agreement (this "Agreement") is made effective as of December 15, 2011 (the "Effective Date") by and between UDR, Inc., a Maryland corporation (the "Company"), and Warren L. Troupe (the "Executive"). The Company and Executive are hereinafter sometimes referred to individually as "Party" and also collectively as the "Parties".
UDR, INC. 1999 LONG-TERM INCENTIVE PLANRestricted Stock Award Agreement • February 18th, 2020 • United Dominion Realty L P • Real estate investment trusts
