Terms Agreement for 7.77% Medium-Term Notes Due 2006 between IRT Property Company and Credit Suisse First Boston & Wachovia Securities
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Summary
IRT Property Company has agreed to sell $50 million in 7.77% Medium-Term Notes due April 1, 2006, to Credit Suisse First Boston and Wachovia Securities. The Notes are unconditionally guaranteed by IRT Partners, L.P., IRT Capital Corporation II, IRT Management Company, and IRT Alabama, Inc. The interest rate may increase or decrease based on changes in the company's credit ratings. The Notes can be redeemed early by the issuer under certain conditions. The agreement is subject to the terms of an attached Agency Agreement and is effective unless the issuer objects within one business day.
EX-1.2 2 g68295ex1-2.txt TERMS AGREEMENT, DATED MARCH 27, 2001 1 EXHIBIT 1.2 2 IRT Property Company ("Issuer") Medium-Term Notes Unconditionally Guaranteed by IRT Partners, L.P., IRT Capital Corporation II, IRT Management Company and IRT Alabama, Inc. TERMS AGREEMENT March 27, 2001 IRT Property Company 200 Galleria Parkway, Suite 1400 Atlanta, Georgia 30339 Attention: Ladies and Gentlemen: We offer to purchase, on and subject to the terms and conditions of the Agency Agreement attached hereto ("Agency Agreement"), the following Notes ("Notes") on the following terms:
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* * * * * Our agreement to purchase the Notes hereunder is subject to the conditions set forth in the Agency Agreement, including the conditions set forth in paragraphs (e), (f), (g) and (h) of Section 5 thereof. If for any reason the purchase by the undersigned of the Notes is not consummated other than because of a default by the undersigned or a failure to satisfy a condition set forth in clause (iii), (iv) or (v) of Section 5(c) of the Agency Agreement, the Issuer shall reimburse the undersigned for all out-of-pocket expenses reasonably incurred by the undersigned in connection with the offering of the Notes and not otherwise required to be reimbursed pursuant to Section 4 of the Agency Agreement. Unless the undersigned has received notification from the Issuer within one Business Day (as defined in the Agency Agreement) that the Issuer does not agree to the terms set forth herein, this Terms Agreement shall constitute an agreement between the Issuer and the undersigned for the sale and purchase of the Notes upon the terms set forth herein and in the Agency Agreement. 5 Very truly yours, CREDIT SUISSE FIRST BOSTON CORPORATION By /s/ ------------------------------- WACHOVIA SECURITIES, INC. By /s/ ------------------------------- 6 Accepted and agreed to as of the date set forth above. IRT PROPERTY COMPANY By /s/ ------------------------------- Name: Title: IRT PARTNERS, L.P. As a Guarantor By: IRT Property Company its General Partner By /s/ ------------------------------- Name: Title: IRT CAPITAL CORPORATION II As a Guarantor By /s/ ------------------------------- Name: Title: IRT MANAGEMENT COMPANY As a Guarantor By /s/ ------------------------------- Name: Title: IRT ALABAMA, INC. As a Guarantor By /s/ ------------------------------- Name: Title: