EXHIBIT 10.5
PROPERTY MANAGEMENT AGREEMENT SUBCONTRACT
This Property Management Agreement Subcontract (the "Agreement") is made as
of March 1, 1997 by and among Apple Residential Income Trust, Inc., a Virginia
corporation ("Apple"), Apple Residential Management Group, Inc., a Virginia
corporation ("ARMG"), and Cornerstone Realty Income Trust, Inc., a Virginia
corporation ("Cornerstone") and provides:
RECITALS
A. As of the date of this Agreement, Apple and ARMG are parties to four
Property Management Agreements more particularly described on Exhibit A
hereto pursuant to which ARMG has agree to provide certain property
management services to Apple, as more particularly described in such
agreements. It is anticipated that Apple and ARMG will enter into
additional Property Management Agreements (any such agreement, including
each such agreement listed on Exhibit A, a "Property Management
Agreement"), as and when Apple purchases additional apartment communities.
B. ARMG desires to delegate and assign to Cornerstone, and Cornerstone desires
to accept the delegation and assignment from ARMG of, all of ARMG's duties,
obligations, rights, powers and benefits under the Property Management
Agreements attributable to the period beginning on the date of this
Agreement, and Apple is willing to consent to such delegation and
assignment, as more particularly set forth below.
NOW THEREFORE, in consideration of the foregoing, of the mutual covenants and
agreements contained herein, and other good and valuable consideration, the
parties agree as follows:
1. ARMG does hereby delegate and assign to Cornerstone all of ARMG's duties,
obligations, rights, powers and benefits under each Property Management
Agreement (including any such Property Management Agreement entered into
after the date hereof, but subject to the provisions of Section 3 of this
Agreement) attributable to the period beginning on the date of this
Agreement. Cornerstone accepts such delegation and assignment. The intent
of such delegation and assignment is to impose upon Cornerstone all duties
and obligations of ARMG under the terms of the Property Management
Agreements attributable to the period beginning on the date of this
Agreement, and to confer upon Cornerstone all of the correlative rights,
powers and benefits (including, without limitation, the right to receive
all fees and expense reimbursements) conferred by or provided for in the
Property Management Agreements, and this Agreement shall be interpreted and
construed consistently with such intent. For so long as this Agreement
remains in effect, the term "Manager," as used in any Property Management
Agreement as to which the delegation and assignment described herein is
effective shall be deemed to refer to Cornerstone, unless the context
clearly requires otherwise.
2. Apple consents to the delegation and assignment referred to in Section 1.
3. Cornerstone may, by written notice delivered to ARMG and Apple at 000 Xxxx
Xxxx Xxxxxx, Xxxxxxxx, Xxxxxxxx 00000, Attention: Xxxxx X. Xxxxxx,
terminate either (i) the delegation and assignment described herein as to
one or more individual Property Management Agreements or (ii) this
Agreement in its entirety. In the event that the delegation and assignment
with respect to one or more but fewer than all of the Property Management
Agreements subject to this Agreement shall be terminated, such delegation
and assignment shall be deemed terminated with respect to the affected
Property Management Agreements but this Agreement shall not be otherwise
affected.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement by their
duly authorized officers as of the date first written above.
APPLE RESIDENTIAL INCOME TRUST, INC.,
a Virginia corporation
By:
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Title:
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APPLE RESIDENTIAL MANAGEMENT GROUP
a Virginia corporation
By:
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Title:
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CORNERSTONE REALTY INCOME TRUST, INC.,
a Virginia corporation
By:
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Title:
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EXHIBIT A
LIST OF PROPERTY MANAGEMENT AGREEMENTS
BETWEEN APPLE AND ARMG
AS OF MARCH 1, 1997
1. Property Management Agreement dated as of January 1, 1997 pertaining to
Brookfield Apartments.
2. Property Management Agreement dated as of January 1, 1997 pertaining to
Eagle Crest Apartments
3. Property Management Agreement dated as of January 1, 1997 pertaining to
Tahoe Apartments.
4. Property Management Agreement dated as of January 1, 1997 pertaining to
Mill Crossing Apartments.
