AMENDMENT NO. 2 TO THE AMENDED AND RESTATED ADVISORY AGREEMENT
EXHIBIT 10.2
This amendment no. 2 to the amended and restated Advisory Agreement made effective as of
September 20, 2005, (the “Advisory Agreement”), between CORNERSTONE CORE PROPERTIES REIT, INC., a
Maryland corporation (the “Company”), and CORNERSTONE REALTY ADVISORS, LLC, a California limited
liability company (the “Advisor”), is entered as of
November 11, 2011 (the “Amendment”).
Capitalized terms used herein but not defined shall have the meaning set forth in the Advisory
Agreement.
WHEREAS, upon the terms set forth in this Amendment, the Advisor has agreed to amend and
restate Section 9.(d) of the Advisory Agreement;
WHEREAS, except as expressly set forth herein the terms of the Advisory Agreement shall
continue in full force and effect and shall not be deemed to have otherwise been amended, modified,
revised or altered;
NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants and agreements
contained herein, the parties hereto agree to amend the Advisory Agreement as follows:
Section 9.(d) is hereby amended and restated in its entirety as follows:
9. Fees.
...
“(d) Disposition Fees. If the Advisor or an Affiliate provides a substantial
amount of the services (as determined by a majority of the Directors, including a
majority of the Independent Directors) in connection with the Sale of one or more
Properties, the Advisor or such Affiliate shall receive at closing a Disposition Fee
equal to 1.0% of the sales price of such Property or Properties. Any Disposition Fee
payable under this section may be paid in addition to real estate commissions paid
to non-Affiliates, provided that the total real estate commissions (including such
Disposition Fee) paid to all Persons by the Company for each Property shall not
exceed an amount equal to the lesser of (i) 6.0% of the aggregate Contract Sales
Price of each Property or (ii) the Competitive Real Estate Commission for each
Property. The Company will pay the Disposition Fees for a property at the time the
property is sold.”
Signature Page Follows.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the date and year first written above.
| CORNERSTONE CORE PROPERTIES REIT, INC. | ||||||
| By: | /s/ Xxxxx X. Xxxxxxx |
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| Xxxxx X. Xxxxxxx, Chief Executive Officer | ||||||
| CORNERSTONE REALTY ADVISORS, LLC | ||||||
| By: | /s/ Xxxxx X. Xxxxxxx |
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| Xxxxx X. Xxxxxxx, President | ||||||
