0000911635-13-000079 Sample Contracts

CONFIRMATION
Confirmation • June 4th, 2013 • Associated Estates Realty Corp • Real estate investment trusts • Ohio
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CONFIRMATION
Confirmation • June 4th, 2013 • Associated Estates Realty Corp • Real estate investment trusts • Ohio
ASSOCIATED ESTATES REALTY CORPORATION (an Ohio corporation) 6,500,000 Common Shares Plus an option to purchase from the Company up to 975,000 additional Securities. (without par value) Underwriting Agreement
Underwriting Agreement • June 4th, 2013 • Associated Estates Realty Corp • Real estate investment trusts • New York

Associated Estates Realty Corporation, a corporation organized under the laws of the State of Ohio (the “Company”), and Citigroup Global Markets, Inc., as agent for one of its affiliates (“Citigroup”), Merrill Lynch, Pierce, Fenner & Smith Incorporated, as agent for one of its affiliates (“Merrill Lynch”), and Wells Fargo Securities, LLC, as agent for one of its affiliates (“Wells Fargo” and, together with Citigroup and Merrill Lynch, in such capacities, the “Forward Sellers”), at the Company's request in connection with the letter agreement dated the date hereof between the Company and Citibank, N. A., acting through Citigroup, as agent, the letter agreement dated the date hereof between the Company and Bank of America, N.A., acting through Merrill Lynch, as agent, and the letter agreement dated the date hereof between the Company and Wells Fargo Bank, National Association, acting through Wells Fargo as agent (each such letter agreement, a “Forward Agreement” and, together, the “Forwa

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