AVALONBAY COMMUNITIES, INC. Medium-Term Notes Due Nine Months or More From Date of Issue TERMS AGREEMENTTerms Agreement • September 25th, 2006 • Avalonbay Communities Inc • Real estate investment trusts
Reference is made to (i) that certain Amended and Restated Distribution Agreement dated as of August 6, 2003 (including any exhibits and schedules thereto, the “Distribution Agreement”), by and among AvalonBay Communities, Inc., a Maryland corporation (the “Company” or “AvalonBay”), each of Banc of America Securities LLC, Citigroup Global Markets Inc., Fleet Securities, Inc., J.P. Morgan Securities Inc., Lehman Brothers Inc., Morgan Stanley & Co. Incorporated and Wachovia Capital Markets, LLC, (ii) that certain Appointment Agreement dated the date hereof, by and between the Company and Deutsche Bank Securities Inc., (iii) that certain Appointment Agreement dated the date hereof, by and between the Company and Wells Fargo Securities, LLC, (iv) that certain Appointment Agreement dated the date hereof, by and between the Company and UBS Securities LLC, and (v) that certain Appointment Agreement dated the date hereof, by and between the Company and BNY Capital Markets, Inc. (the agreements
