0000074208-15-000102 Sample Contracts

GUARANTY
Guaranty • 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

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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

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