FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 23rd, 2013 • Preferred Apartment Communities Inc • Real estate investment trusts • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January [●], 2013, by and between Preferred Apartment Communities, Inc., a Maryland corporation (the “Company”), and the purchaser identified on the signature page hereto (including its successors and assigns, the “Purchaser”). The Purchaser and all other purchasers entering into Securities Purchase Agreements in the same form as this Agreement concurrently herewith are collectively referred to herein as the “Purchasers.”
FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 23rd, 2013 • Preferred Apartment Communities Inc • Real estate investment trusts • New York
REGISTRATION RIGHTS AGREEMENT, dated as of January [__], 2013 (this “Agreement”), by and between Preferred Apartment Communities, Inc., a Maryland corporation (the “Company”), and the signatory hereto (the “Purchaser”). This Agreement is made pursuant to a Securities Purchase Agreement, dated as of the date hereof, between the Company and the Purchaser (the “Purchase Agreement”). The Company has entered into Securities Purchase Agreements with other purchasers in the same form as the Purchase Agreement (the “Other Purchasers”) and is entering into Registration Rights Agreements with the Other Purchasers in the same form as this Agreement (the “Other Agreements”)
FORM OF STOCK TRANSFER AGREEMENT (WILLIAMS PURCHASER - _________________)Stock Transfer Agreement • January 23rd, 2013 • Preferred Apartment Communities Inc • Real estate investment trusts
THIS STOCK TRANSFER AGREEMENT (this “Agreement”) is made and entered into effective as of January 23, 2013 (the “Effective Date”) by and among PREFERRED APARTMENT COMMUNITIES OPERATING PARTNERSHIP, L.P., (“Transferee”), WILLIAMS MULTIFAMILY ACQUISITION FUND, LP, a Delaware limited partnership (the “Transferor”) and WILLIAMS MULTIFAMILY ACQUISITION FUND GP, LLC, a Delaware limited liability company (the “General Partner”).
AGREEMENTPlacement Agreement • January 23rd, 2013 • Preferred Apartment Communities Inc • Real estate investment trusts • New York
This Agreement (this “Agreement”) is made this 16th day of January, 2013 by and among Wunderlich Securities, Inc. a Tennessee corporation (“Wunderlich”), Compass Point Research & Trading, LLC, a Delaware limited liability company (“Compass”), National Securities Corporation, a Washington corporation (“National”) and Preferred Apartment Communities, Inc., a Maryland corporation (“PAC”).
EXCERPTS FROM LIQUIDATION AGREEMENTLiquidation Agreement • January 23rd, 2013 • Preferred Apartment Communities Inc • Real estate investment trusts
This Liquidation Agreement (this “Agreement”) is made and entered into as of January 18, 2013 (the “Effective Date”) by and among Williams Multifamily Acquisition Fund, LP, a Delaware limited partnership (the “Partnership”), Williams Multifamily Acquisition Fund GP, LLC, a Delaware limited liability company (“General Partner”), Williams Multifamily Acquisition Venture, LLC, a Georgia limited liability company (“Williams LP”, and together with the General Partner, the “Williams Partners”), Williams Realty Advisors, LLC, a Delaware limited liability company (“Williams Advisors”, and together with the Williams Partners, the “Williams Parties”), and OREC (Williams) Holdings, Inc., a corporation formed under the laws of the Province of Ontario, Canada (“Oxford”). The Partnership, Oxford and the Williams Parties are referred to collectively as the “Parties”.
