EXHIBIT 99.7
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
This First Amendment to Employment Agreement (this "Amendment"), dated
as of April 28, 2005, by and between American Campus Communities, Inc. (the
"Company") and Xxxxx X. Xxxxxx ("Executive").
WHEREAS, the Company and Executive have entered into an employment
agreement dated as of August 11, 2004 (the "Employment Agreement"); and
WHEREAS, the Company and Executive desire to amend the Employment
Agreement as set forth herein.
NOW, THEREFORE, the Company and Executive agree as follows:
1. Interim Position. Effective as of May 1, 2005, Executive resigns as
Chief Investment Officer of the Company and shall serve as Executive Vice
President and Secretary of the Company.
2. Position, Duties and Responsibilities. Effective as of May 16,
2005, the first sentence of Section 3(a) of the Employment Agreement shall be
amended and restated to read in its entirety as follows:
"During the Term of Employment, Executive shall be employed and serve
as the Executive Vice President, Chief Financial Officer and Secretary
of the Company (together with such other position or positions
consistent with Executive's title as the Board shall specify from time
to time) and shall have such duties typically associated with such
title and shall report to the Company's Chief Executive Officer."
3. COBRA Coverage Upon Termination by the Company Without Cause.
Section 8(d)(iv) of the Employment agreement is amended and restated to read in
its entirety as follows:
"(iv) An amount equal to the difference between the amount
paid by Executive for health insurance coverage under the Company's
health benefit plan immediately prior to such termination and the cost
of continuation coverage under COBRA, payable on a monthly basis for
the period ending on the expiration of the Restricted Period; provided,
that if prior to the expiration of the Restricted Period Executive is
eligible to receive health insurance benefits from a subsequent
employer, payments under this subsection (iv) shall cease as of the
date Executive becomes eligible."
4. Capitalized Terms. Capitalized terms used herein and not otherwise
defined shall have the meanings assigned to such terms in the Employment
Agreement.
5. Ratification. Except as otherwise expressly provided in this
Amendment, the Employment Agreement is hereby ratified and confirmed and shall
continue in full force and effect in accordance with its terms.
6. Counterparts. This Amendment may be executed in identical
counterparts, which when taken together shall constitute one and the same
instrument. A counterpart transmitted by facsimile shall be deemed an original
for all purposes.
IN WITNESS WHEREOF, the parties have executed this Amendment as of the
date first above written.
AMERICAN CAMPUS COMMUNITIES, INC.
By: /s/ Xxxxxxx X. Xxxxxxx, Xx.
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Name: Xxxxxxx X. Xxxxxxx, Xx.
Title: President and Chief Executive Officer
/s/ Xxxxx X. Xxxxxx
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Xxxxx X. Xxxxxx
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