EXHIBIT 10.8.2
AMENDMENT TWO TO AMENDED AND RESTATED
MANAGEMENT AGREEMENT
This AMENDMENT TWO TO AMENDED AND RESTATED MANAGEMENT AGREEMENT
("Amendment") is made as of March 30, 2001 by and between IRVINE APARTMENT
COMMUNITIES, L.P., a Delaware limited partnership ("Owner") and IRVINE APARTMENT
MANAGEMENT COMPANY, a California general partnership ("Manager").
RECITALS
A. Owner and Manager entered into the Amended and Restated Management
Agreement dated as of January 1, 2000 (the "Management Agreement") to provide
for the leasing, management and operation of the Projects (as defined therein)
by Manager for the benefit of Owner.
B. Owner and Manager have agreed to extend the term of the Management
Agreement on the same terms and conditions and therefore wish to amend the
Management Agreement.
AGREEMENT
NOW, THEREFORE, Owner and Manager hereby amend the Management Agreement
as follows:
1. Article II, Term of Agreement, is hereby deleted in its entirety and
the following is substituted therefor:
"The term (the "TERM") of this Agreement shall commence on
January 1, 2000 (the "COMMENCEMENT DATE") and shall continue
until terminated as provided in Article III, below.
2. Article III, Termination, is hereby amended to add the following
provision:
"3.6 TERMINATION WITH NOTICE WITHOUT CAUSE
In addition to the termination rights of Owner set out in
SECTIONS 3.1, 3.2 AND 3.3 above, either party hereto may
terminate this Agreement without cause by written notice of such
termination to the other party. Any termination pursuant to this
SECTION 3.6 shall be effective upon the expiration of thirty (30)
days following the giving of such notice and shall be subject to
the provisions of SECTIONS 3.4 AND 3.5 above.
2. All other terms and provisions of the Management Agreement shall
remain unchanged and in full force and effect.
IN WITNESS WHEREOF, Owner and Manager have executed this Amendment as of
the day first above written.
MANAGER: OWNER:
IRVINE APARTMENT MANAGEMENT COMPANY, a IRVINE APARTMENT COMMUNITIES, L.P., a
California general partnership Delaware limited partnership
By: APARTMENT MANAGEMENT COMPANY, LLC, a By: IRVINE APARTMENT COMMUNITIES LLC, a
Delaware limited liability company, its Delaware limited liability company, its
general partner general partner
By: IRVINE APARTMENT COMMUNITIES, L.P., a By:
Delaware limited partnership, its sole -----------------------------------
member Xxx X. Xxxxxxx
President
By: IRVINE APARTMENT COMMUNITIES LLC, a By:
Delaware limited liability company, -----------------------------------
its general partner Xxxxxx X. Xxxxx
Vice President & Controller
By:
-------------------------------
Xxx X. Xxxxxxx
President
By:
-------------------------------
Xxxxxx X. Xxxxx
Vice President & Controller
