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EXHIBIT 10.2
AIMCO PROPERTIES, L.P.
FIRST AMENDMENT
TO AMENDED AND RESTATED CREDIT AGREEMENT
This FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
(this "Amendment") is dated as of November 6, 1998 (the "Amendment Effective
Date") and entered into by and among AIMCO PROPERTIES, L.P., a Delaware limited
partnership ("Borrower"), the financial institutions listed on the signature
pages hereof ("Lenders") and BANK OF AMERICA NATIONAL TRUST AND SAVINGS
ASSOCIATION, as agent for Lenders ("Agent"), and BANKBOSTON, N.A. as one of the
Lenders and the Documentation Agent and is made with reference to that certain
Amended and Restated Credit Agreement dated as of October 1, 1998, (as amended
by this Amendment, the "Credit Agreement"), by and among Borrower, Lenders and
Agent. Capitalized terms used in this Amendment without definition are used as
defined in the Credit Agreement. The Guarantor Subsidiaries set forth on pages
S-5 through S-20 are only a party to this Amendment for the purposes of Section
4 and are not a party to the Credit Agreement.
RECITAL
WHEREAS, Borrower and Lenders desire to amend the Credit
Agreement to (a) provide for an increase in the borrowing availability
attributable to the Xxxxxxxx Bond and (b) to conform the Revolver Maturity Date
to the maturity date in the Xxxxxx Unsecured Facility Documents, all as more
particularly set forth below;
NOW, THEREFORE, in consideration of the premises and the
agreements, provisions and covenants herein contained, the parties hereto agree
as follows:
Section 1. AMENDMENTS TO THE CREDIT AGREEMENT
1.1 AMENDMENTS TO SECTION 1: PROVISIONS RELATING TO
DEFINED TERMS
A. Subsection 1.1 of the Credit Agreement is hereby
amended by deleting the definitions "Borrowing Ratio" and "Revolver Maturity
Date" and substituting them with the following definitions into subsection 1.1
in the proper alphabetical order:
"Borrowing Ratio" means the quotient of 1 divided by 1.30,
multiplied by 100 and expressed as a percentage.
"Revolver Maturity Date" means the maturity date of the
Revolver, which shall be September 30, 1999, subject, however, to earlier
acceleration pursuant to the provisions of the Loan Documents.
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Section 2. CONDITIONS TO EFFECTIVENESS
This Amendment shall become effective on the Amendment
Effective Date, if each of the following conditions are satisfied:
A. Borrower has delivered to Lenders (or to Agent for Lenders
with sufficient originally executed copies, where appropriate, for
each Lender and its counsel) executed copies of this Amendment and any
required guaranties from the additional Guarantor Subsidiaries, each,
unless otherwise noted, dated as of the Amendment Effective Date:
B. If required by Agent, Lenders and their respective counsel
shall have received originally executed copies of one or more
favorable written opinions of counsel for Borrower and the Guarantor
Subsidiaries in form and substance satisfactory to Agent and its
counsel, dated as of the Amendment Effective Date with respect to the
validity, binding effect and enforceability of the Credit Agreement
and due authorization, execution and delivery thereof, and as to such
other matters as Agent acting on behalf of Lenders may reasonably
request.
Section 3. BORROWER'S REPRESENTATIONS AND WARRANTIES
In order to induce Lenders to enter into this Amendment and
to amend the Credit Agreement in the manner provided herein, Borrower
represents and warrants to each Lender that the following statements are true,
correct and complete:
A. CORPORATE POWER AND AUTHORITY. Borrower has all requisite
corporate power and authority to enter into this Amendment and any
other agreements, guaranties or other operative documents to be
delivered by Borrower pursuant to the Amendment, to carry out the
transactions contemplated by, and perform its obligations under, the
Credit Agreement. Each of the Borrower, the REIT and the Guarantor
Subsidiaries are in good standing in the respective states of their
organization on the Amendment Effective Date.
B. AUTHORIZATION OF AGREEMENTS. The execution and delivery of
this Amendment and the performance of the Credit Agreement have been
duly authorized by all necessary corporate action on the part of
Borrower and the other parties delivering any of such documents, as
the case may be. The organizational documents of the Borrower, the
REIT and the Guarantor Subsidiaries have not been modified in any
material respect since October 1, 1998.
C. NO CONFLICT. The execution and delivery by Borrower and
the Guarantor Subsidiaries of this Amendment and the performance by
Borrower of the Credit Agreement by Borrower do not and will not (i)
violate any provision of any law or any governmental rule or
regulation applicable to Borrower or any of its Subsidiaries, their
respective Organizational Documents or any order, judgment or decree
of any court or other agency of government binding on Borrower, the
REIT or any of their Subsidiaries, (ii) conflict with, result in a
breach of or constitute (with due notice or lapse of time or both) a
default under any Contractual Obligation of Borrower, the REIT or any
of their Subsidiaries, (iii) result in or require the creation or
imposition of any Lien upon any of the properties or assets of
Borrower, the REIT or any of their Subsidiaries, or (iv) require any
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approval of stockholders or any approval or consent of any Person
under any Contractual Obligation of Borrower, the REIT or any of their
Subsidiaries.
D. GOVERNMENTAL CONSENTS. The execution and delivery by
Borrower and the Guarantor Subsidiaries of this Amendment and the
performance by Borrower and the Guarantor Subsidiaries of the Credit
by Borrower do not and will not require any registration with, consent
or approval of, or notice to, or other action to, with or by, any
federal, state or other governmental authority or regulatory body.
E. BINDING OBLIGATION. This Amendment and the Credit
Agreement have been duly executed and delivered by Borrower and the
Guarantor Subsidiaries, as applicable, and are, and the Guarantor
Subsidiaries, as applicable, enforceable against Borrower and/or the
Guarantor Subsidiaries, as applicable, in accordance with their
respective terms, except as may be limited by bankruptcy, insolvency,
reorganization, moratorium or similar laws relating to or limiting
creditors' rights generally or by equitable principles relating to
enforceability.
F. INCORPORATION OF REPRESENTATIONS AND WARRANTIES FROM
CREDIT AGREEMENT. The representations and warranties contained in
Section 5 of the Credit Agreement are and will be true, correct and
complete in all material respects on and as of the date hereof to the
same extent as though made on and as of that date, except Section 5.5
and other representations and warranties solely to the extent such
representations and warranties specifically relate to an earlier date,
in which case they were true, correct and complete in all material
respects on and as of such earlier date.
G. ABSENCE OF DEFAULT. No event has occurred and is
continuing or will result from the consummation of the transactions
contemplated by this Amendment that would constitute an Event of
Default or a Default.
Section 4. ACKNOWLEDGEMENT AND CONSENT
Guarantor Subsidiaries are party to the Guaranties, in each
case as amended through the date hereof, pursuant to which Guarantor
Subsidiaries have guarantied the Obligations. Nothing in this Section 4 shall
be construed to make the Guarantor Subsidiaries a party to the Credit Agreement
or to create any obligation in respect thereof except pursuant to each
Guaranty.
Each Guarantor Subsidiary hereby acknowledges that it has
reviewed the terms and provisions of the Credit Agreement and this Amendment
and consents to the amendment of the Credit Agreement effected pursuant to this
Amendment. Each Guarantor Subsidiary hereby confirms that each Guaranty to
which it is a party or otherwise bound will continue to guaranty or secure, as
the case may be, to the fullest extent possible the payment and performance of
all of the "Indebtedness" (as defined in the applicable Guaranty), including
without limitation the payment and performance of all such "Indebtedness," as
the case may be, in respect of the Obligations of Borrower now or hereafter
existing under or in respect of the Credit Agreement and the Notes defined
therein.
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Each Guarantor Subsidiary acknowledges and agrees that any
Guaranty to which it is a party or otherwise bound shall continue in full force
and effect and that all of its obligations thereunder shall be valid and
enforceable and shall not be impaired or limited by the execution or
effectiveness of this Amendment. Each Guarantor Subsidiary represents and
warrants that all representations and warranties contained in the Credit
Agreement and the Guaranty to which it is a party or otherwise bound are true,
correct and complete in all material respects on and as of the Amendment
Effective Date to the same extent as though made on and as of that date, except
to the extent such representations and warranties specifically relate to an
earlier date, in which case they were true, correct and complete in all
material respects on and as of such earlier date.
Each Guarantor Subsidiary acknowledges and agrees that (i)
notwithstanding the conditions to effectiveness set forth in this Amendment,
such Guarantor Subsidiary is not required by the terms of the Credit Agreement
or any other Loan Document to consent to the amendments to the Credit Agreement
effected pursuant to this Amendment and (ii) nothing in the Credit Agreement,
this Amendment or any other Loan Document shall be deemed to require the
consent of such Guarantor Subsidiary to any future amendments to the Credit
Agreement.
Section 5. MISCELLANEOUS
A. REFERENCE TO AND EFFECT ON THE CREDIT AGREEMENT AND THE
OTHER LOAN DOCUMENTS.
(i) On and after the Amendment Effective Date, each reference
in the Credit Agreement to "this Agreement", "hereunder",
"hereof", "herein" or words of like import referring to the
Credit Agreement, and each reference in the other Loan
Documents to the "Credit Agreement", "thereunder", "thereof"
or words of like import referring to the Credit Agreement
shall mean and be a reference to the Credit Agreement, as
amended by this Amendment.
(ii) Except as specifically amended by this Amendment, the
Credit Agreement and the other Loan Documents shall remain in
full force and effect and are hereby ratified and confirmed.
(iii) The execution, delivery and performance of this
Amendment shall not, except as expressly provided herein,
constitute a waiver of any provision of, or operate as a
waiver of any right, power or remedy of Agent or any Lender
under, the Credit Agreement or any of the other Loan
Documents.
B. FEES AND EXPENSES. Borrower acknowledges that all costs,
fees and expenses incurred by Agent and its counsel with respect to
this Amendment and the documents and transactions contemplated hereby
shall be for the account of Borrower.
C. HEADINGS. Section and subsection headings in this
Amendment are included herein for convenience of reference only and
shall not constitute a part of this Amendment for any other purpose or
be given any substantive effect.
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D. COUNTERPARTS; EFFECTIVENESS. This Amendment may be
executed in any number of counterparts and by different parties hereto
in separate counterparts, each of which when so executed and delivered
shall be deemed an original, but all such counterparts together shall
constitute but one and the same instrument; signature pages may be
detached from multiple separate counterparts and attached to a single
counterpart so that all signature pages are physically attached to the
same document. This Amendment shall become effective upon (i) the
receipt by Agent of written or facsimile consent from Xxxxxx
Commercial Paper Inc. ("LCI"), in its capacity as administrative agent
under the Xxxxxx Unsecured Facility Documents, pursuant to Section
2(a) of that certain Intercreditor Agreement dated October 1, 1998
among Agent, LCI and Xxxxxx Brothers, Inc., and (ii) the execution of
a counterpart hereof by Borrower and the Requisite Lenders, and
receipt by Borrower and Agent of written, facsimile or telephonic
notification of such execution and authorization of delivery thereof.
[Signatures on Attached Pages S-1 through S-20]
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IN WITNESS WHEREOF, the parties hereto have caused this
Agreement to be duly executed and delivered as of the day and year first
written above.
BORROWER
AIMCO PROPERTIES, L.P.,
a Delaware limited partnership
By: AIMCO-GP, INC.,
a Delaware corporation, its general partner
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
Notices to be sent to:
0000 Xxxxx Xxxxxxxx Xxxxxx
00xx Xxxxx
Xxxxxx, Xxxxxxxx 00000
Attention: Xxxxx X. Xxxxxxxxx,
President
Facsimile: (000) 000-0000
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X XX X
XXXX XX XXXXXXX NATIONAL TRUST
AND SAVINGS ASSOCIATION,
as a Lender and as the Issuing Lender
By: /s/ XXXXXX X. XXXXX
Name: Xxxxxx X. Xxxxx
Title: Vice President
Notices to be sent to:
Bank of America National Trust
and Savings Association
CRES #1313
000 Xxxxx Xxxxxx Xxxxxx, 0xx Xxxxx
Xxx Xxxxxxx, XX 00000
Attention: X. Xxxxxx
Telephone: 213/000-0000
Facsimile: 213/228-5389
Payments to be made to:
BANK OF AMERICA NATIONAL TRUST
AND SAVINGS ASSOCIATION
000 X. Xxxxxxx Xxx.
Loan Accounting Xxxx #0000
Xxx Xxxxxxx, XX 00000
ABA #: 121 000 358
Credit Account #: 15033-00401
Attention: Unit Representative
Ref: AIMCO Unsecured Revolver
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AGENT
BANK OF AMERICA NATIONAL TRUST
AND SAVINGS ASSOCIATION,
as Agent
By: /s/ XXXXXX X. XXXXX
Name: Xxxxxx X. Xxxxx
Title: Vice President
Notices to be sent to:
Bank of America National Trust and Savings
Association
CRES #1313
000 Xxxxx Xxxxxx Xxxxxx, 0xx Xxxxx
Xxx Xxxxxxx, XX 00000
Attention: X. Xxxxxx
Telephone: 213/000-0000
Facsimile: 213/228-5389
Payments to be made to:
BANK OF AMERICA NATIONAL TRUST
AND SAVINGS ASSOCIATION
ABA #: 121 000 358
Credit Account #: 15033-00401
Attention: Unit Representative
Ref: AIMCO Unsecured Revolver
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BANKBOSTON, N.A., LENDER AND
DOCUMENTATION AGENT
BANKBOSTON, N.A.
By: /s/ XXXXXXXX X. XXXXX
Name: Xxxxxxxx X. Xxxxx
Title: Vice President
Notices to be sent to:
BankBoston, N.A.
000 Xxxxxxx Xxxxxx
Mail Stop 01-32-04
Xxxxxx, XX 00000
Attention: Xxxxxx Xxxxxxxxxxxx
Telephone: (000) 000-0000
Facsimile: (000) 000-0000
Payments to be made to:
BANKBOSTON, N.A.
ABA #: 000-000-000
Credit Loan #: 1102655
Attention: Xxxxx Xxxxxxx/CLS
Ref: AIMCO Unsecured Revolver
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GUARANTOR SUBSIDIARIES
Address Where Notices to Guarantors are to be
Sent: 0000 Xxxxx Xxxxxxxx Xxxxxx
00xx Xxxxx
Xxxxxx, Xxxxxxxx 00000
APARTMENT INVESTMENT AND
MANAGEMENT COMPANY,
a Maryland corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
AIMCO-GP, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
AIMCO-LP, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
AIMCO HOLDINGS, LP,
a Delaware limited partnership
By: AIMCO HOLDINGS QRS, INC.,
a Delaware corporation,
General Partner
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
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AIMCO HOLDINGS QRS, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
AIMCO SOMERSET, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
AIMCO PROPERTIES FINANCE CORP.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
AIMCO PROPERTIES
FINANCE PARTNERSHIP, L.P.,
a Delaware limited partnership
By:
AIMCO Properties Finance Corp.
a Delaware corporation
General Partner
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
AIMCO/OTC QRS, INC.,
a Delaware corporation
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By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
PROPERTY ASSET MANAGEMENT
SERVICES, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
PROPERTY ASSET MANAGEMENT
SERVICES, L.P.
a Delaware limited partnership
By: AIMCO PROPERTIES, L.P.,
General Partner
By: AIMCO-GP, INC.
a Delaware corporation
General Partner
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
NHP MANAGEMENT COMPANY,
a District of Columbia corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
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PROPERTY MANAGEMENT SERVICES-CALIFORNIA, LLC,
a California limited liability company
PROPERTY ASSET MANAGEMENT
SERVICES, L.P.
a Delaware limited partnership
Member
By: AIMCO PROPERTIES, L.P.,
General Partner
By: AIMCO-GP, INC.
a Delaware corporation
General Partner
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
AMBASSADOR II, L.P.,
a Delaware limited partnership
By: AMBASSADOR II, INC.,
a Delaware corporation
General Partner
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
AMBASSADOR X, L.P.,
a Delaware limited partnership
By: AMBASSADOR X, INC.,
a Delaware corporation
General Partner
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
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AMBASSADOR IV, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
AMBASSADOR V, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
AMBASSADOR FLORIDA PARTNERS, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
A.J. TWO, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
AIMCO/NHP HOLDINGS, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
S-14
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AIMCO/NHP PROPERTIES, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
NHP TEXAS MANAGEMENT COMPANY
a Texas corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
NHP PUERTO RICO MANAGEMENT COMPANY
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
RESCORP REALTY, INC.,
an Illinois corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
NHP CONGRESS MANAGEMENT LP
a Virginia limited partnership
By: NHP-HG SIX, INC.
General Partner
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
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NHP FLORIDA MANAGEMENT COMPANY
a Florida corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
NHP/PRC MANAGEMENT COMPANY LLC,
a Delaware limited liability company
By: NHP Management Company
a District of Columbia
corporation Member
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
XXXXXXXXXXX MANAGEMENT, INC.
an Ohio corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
NHP-HG 15, INC.,
a Virginia corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
NHP-HG 17, INC.,
a Virginia corporation
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By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
NHP HDV THREE, INC.
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
NHP A&R SERVICES, INC.
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
NHP CASH MANAGEMENT SERVICES, INC.,
a Virginia corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
PROPERTY SERVICES GROUP, INC.,
a District of Columbia corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
THE RISK SPECIALIST GROUP, INC.,
a District of Columbia corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
S-17
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NHP MAINTENANCE SERVICES
COMPANY
a Virginia corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
NHP EQUITY SERVICES, INC.,
a Virginia corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
NHP ASSET MANAGEMENT SERVICES, INC.,
a Virginia corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
XX-XXX 00, INC.,
a Virginia corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
PREFERRED HOME HEALTH, INC.,
a Florida corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
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NHP-HDV TEN, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
NHP-HDV SIXTEEN, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
AG PROPERTIES, LLC,
a Delaware limited liability company
By: Apartment Investment and Management
Company,
a Maryland corporation Member
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
SECURITY MANAGEMENT, INC.,
a Washington corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
INSIGNIA RESIDENTIAL MANAGEMENT, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
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INSIGNIA RESIDENTIAL GROUP, L.P.,
a Delaware limited partnership
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
By: Insignia Residential Corporation
General Partner
By: Insignia
Residential Corporation
General Partner
By /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
INSIGNIA RESIDENTIAL GROUP OF
ALABAMA, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
INSIGNIA RESIDENTIAL GROUP OF
CALIFORNIA, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
INSIGNIA RESIDENTIAL GROUP OF
COLORADO, INC.,
a Colorado corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
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INSIGNIA RESIDENTIAL GROUP OF
TEXAS, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
AG MANAGEMENT, LLC,
a Delaware limited liability company
By: Apartment Investment and Management Company,
a Maryland corporation
Member
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
AG A&R SERVICES, LLC,
a Delaware limited liability company
By: Apartment Investment and Management
Company,
a Maryland corporation Member
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
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NPI-AP MANAGEMENT, L.P.,
a Delaware limited partnership
By: /s/ XXXXX X. XXXXXXXXX
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
APTEK MANAGEMENT COMPANY, LLC,
a Delaware limited liability company
By: NHP Management Company
a District of Columbia corporation
Member
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
APTEK MAINTENANCE SERVICES, LLC,
a Delaware limited liability company
By: NHP Maintenance Services Company
a Virginia corporation Member
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
CPF XIV/ST. CHARLESTON, INC.,
a Nevada corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
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CPF XIV/XXXXXX XXXXX, INC.,
a Nevada corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
CPF XIV/SUN RIVER, INC.,
an Arizona corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
CPF XIV/LAKESIDE PLACE, INC.,
a Texas corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
CONCAP CCP/IV STRATFORD PLACE
PROPERTIES, INC.,
a Texas corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
CONCAP CCP/IV RIVER'S EDGE
PROPERTIES, INC.,
a Texas corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
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PRA, INC.,
a Georgia corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
NATIONAL PROPERTY INVESTORS, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
AMREAL CORPORATION
a South Carolina corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
DBL PROPERTIES CORPORATION
a New York corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
COLONY OF SPRINGDALE PROPERTIES, INC.,
a Texas corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
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SF GENERAL, INC.,
a Delaware corporation
By: /s/ XXXXX X. XXXXXXXXX
Xxxxx X. Xxxxxxxxx
President
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