THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PREFERRED APARTMENT COMMUNITIES OPERATING PARTNERSHIP, L.P. Date as of [ ], 2011Preferred Apartment Communities Inc • November 17th, 2011 • Real estate investment trusts • Delaware
THIS THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PREFERRED APARTMENT COMMUNITIES OPERATING PARTNERSHIP, L.P. dated as of [_________], 2011, is entered into among PREFERRED APARTMENT COMMUNITIES, INC., a Maryland corporation, as General Partner, and PREFERRED APARTMENT ADVISORS, LLC, a Delaware limited liability company, as the Initial Limited Partner and as the Special Limited Partner, and the Limited Partners party hereto from time to time.
PREFERRED APARTMENT COMMUNITIES, INC. UP TO 150,000 SHARES OF SERIES A REDEEMABLE PREFERRED STOCK AND WARRANTS TO PURCHASE UP TO 3,000,000 SHARES OF COMMON STOCK DEALER MANAGER AGREEMENTDealer Manager Agreement • November 17th, 2011 • Preferred Apartment Communities Inc • Real estate investment trusts • New York
Preferred Apartment Communities, Inc. (the “Company”) is a Maryland corporation that intends to qualify to be taxed as a real estate investment trust (a “REIT”) for federal income tax purposes beginning with the taxable year ending December 31, 2011. The Company proposes to publicly offer up to an aggregate of 150,000 units (the “Units”), with each Unit consisting of (a) one share of Series A Redeemable Preferred Stock, $0.01 par value per share, of the Company (a “Preferred Share”), and (b) one warrant (a “Warrant”) to purchase 20 shares of Common Stock, $0.01 par value per share, of the Company (each a “Common Share”), for a purchase price of $1,000 per Unit, in the offering (the “Offering”).
Preferred Apartment Communities, Inc. and Computershare Trust Company, N.A., Warrant AgentWarrant Agreement • November 17th, 2011 • Preferred Apartment Communities Inc • Real estate investment trusts • New York
WARRANT AGREEMENT dated as of [_______], 2011(this “Agreement”), between Preferred Apartment Communities, Inc., a Maryland corporation (the “Company”), Computershare, Inc., a Delaware corporation (“Computershare”) and its fully owned subsidiary Computershare Trust Company, N.A., national banking association (collectively with Computershare, the “Warrant Agent”).
