EXHIBIT 10.1H
AMENDMENT NO. 7
TO
MANAGEMENT AGREEMENT
THIS AGREEMENT made as of October 1, 1995, is by and between SIZELER
PROPERTY INVESTORS, INC., a Delaware corporation (the "Company"), and SIZELER
REAL ESTATE MANAGEMENT CO., INC., a Louisiana corporation (the "Manager");
W I T N E S S E T H
WHEREAS, the Company and the Manager are parties to a certain Management
Agreement dated as of December 28, 1986, as amended, (the "Management
Agreement"); and
WHEREAS, the Company and the Manager desire to amend the Management
Agreement with respect to compensation to be paid to the Manager for its
Management Services hereunder;
NOW, THEREFORE, in consideration of the premises and of the mutual covenants
herein contained, the parties hereto agree as follows:
1. Subsection (i) of Section 6 (a) of the Management Agreement (as amended
by Amendment No. 2, dated December 30, 1986, Amendment No. 4, dated August 6,
1991, and Amendment No. 5, dated January 1, 1993), is hereby deleted in its
entirety, and the following is substituted therefore:
"(i) A base management fee of sixty-five one-hundredths of one percent
(.65%) of the Company's gross investment in real properties. The term "gross
investment" is defined as the initial cost to the Company plus costs capitalized
subsequent to acquisition, computed without regard to deductions for
depreciation or amortization expense. With respect to properties managed by the
Manager that are owned by a partnership or joint venture in which the Company is
a partner, the base fee shall be calculated on the partnership's or joint
venture's gross investment in such properties, determined as hereinabove set
forth.
For each fiscal year, the Company's gross investment in real properties
shall be determined with reference to Schedule III (Real Estate and Accumulated
Depreciation) to the Company's Form 10-K of the preceding fiscal year. Changes
in the Company's gross investment in any of its properties as a result of
additional capitalized costs shall be taken into account in computing the base
management fee effective on the first day of the next succeeding calendar year
following the date the improvements made, relating to such capitalized costs,
are placed in service. Changes in the base fee payable with respect to property
acquisitions or dispositions shall become effective on the actual date of such
property acquisition or disposition. The Company's gross investment in
undeveloped land parcels shall not be taken into account in computing the base
management fee.
With respect to each fiscal year, the base management fee shall be
increased or decreased by the percentage increase or decrease in the Company's
funds from operations per share, computed on a consistent basis, from the prior
to the current fiscal year. Funds from operations (FFO) shall be computed in
accordance with the definition of FFO as then adopted by the National
Association of Real Estate Investment Trusts (NAREIT). Any resulting increase or
decrease in the base management fee for a fiscal year shall be paid to the
Manager or reimbursed to the Company within sixty (60) days following the end of
each fiscal year. Notwithstanding such increase or decrease in the base
management fee for any particular fiscal year, the base management fee for each
successive fiscal year shall initially be calculated utilizing the percentage
rate as hereinabove set forth."
The amended provisions of this agreement are effective as of January 1,
1995.
IN WITNESS WHEREOF, the parties hereto have caused this amendment to be
executed as of the date first above written.
SIZELER REAL ESTATE MANAGEMENT CO., INC.
By: /s/ Xxxxxx X. Xxxxxxxx
-------------------------------------
Xxxxxx X. Xxxxxxxx, President
SIZELER PROPERTY INVESTORS, INC.
By: /s/ Xxxx X. Xxxxxxx, Xx.
--------------------------------------
Xxxx X. Xxxxxxx, Xx., President/
Treasurer
2
