Exhibit 10.7
AGREEMENT AND
XXXX OF TRANSFER AND ASSIGNMENT
This AGREEMENT AND XXXX OF TRANSFER AND ASSIGNMENT ("Xxxx of
Transfer") is made as of this 1st day of October, 1996, between
Cornerstone Realty Group, Inc., a Virginia corporation (the
"Company"), and Cornerstone Realty Income Trust, Inc., a Virginia
corporation (the "Acquiror").
RECITALS
A. The Acquiror is converting from an "externally-advised" to a
"self-managed" REIT. This conversion involves, among other things, the
acquisition by the Acquiror of certain assets of Cornerstone Management Group,
Inc., Cornerstone Advisors, Inc., Cornerstone Realty Group, Inc. and Xxxxx X.
Xxxxxx.
B. In connection with the foregoing, the Acquiror desires to purchase
and the Company desires to sell, certain tangible assets located at 000 Xxxx
Xxxx Xxxxxx in Richmond, Virginia, as more particularly described below.
C. The Company has agreed to sell such assets of the Company to the
Acquiror in exchange for the payment by the Acquiror to the Company of cash in
the amount of up to $100,000 and the payment by the Acquiror of certain
liabilities of the Company, as described in Section 2 hereof.
NOW, THEREFORE, in consideration of the foregoing and other
good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged:
1. The Company hereby transfers, conveys, assigns and delivers to the
Acquiror the property more fully described on Exhibit A hereto (collectively,
the "Transferred Assets"). The
Company represents that it has good title to all of the Transferred Assets, free
of any liens or encumbrances except for the liens of certain automobile loans
referred to in Section 2 of this Agreement.
2. In exchange for the Transferred Assets the Acquiror shall pay to the
Company cash in the amount of $100,000 and shall pay liabilities incurred to
acquire the Purchased Automobiles (as defined on Exhibit A), which have a
remaining aggregate outstanding balance of approximately $138,000 (and the
Company's liability for such loans shall not exceed such amount).
3. Except as set forth in Paragraph 4 below, nothing in this Agreement,
express or implied, is intended or shall be construed to confer upon any person,
firm or corporation other than the parties hereto any remedy or claim.
4. The provisions of this Agreement are intended to be binding upon the
Company, its successors and permitted assigns, and are for the benefit of the
Acquiror, its successors and assigns.
IN WITNESS WHEREOF, the parties have executed this Agreement and Xxxx
of Transfer and Assignment as of the date set forth above.
The Company:
CORNERSTONE REALTY GROUP, INC.
By: /s/ Xxxxx X. Xxxxxx
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Title: President
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The Acquiror:
CORNERSTONE REALTY INCOME TRUST, INC.
By: /s/ Xxxxx X. Xxxxxx
------------------------
Title: President
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Exhibit A
Transferred Assets of Cornerstone
Realty Group, Inc.
1. All of the tangible personal property owned by Cornerstone
Realty Group, Inc. and located within the building at 000
Xxxx Xxxx Xxxxxx, Xxxxxxxx, Xxxxxxxx 00000, including all
office furniture, office supplies and wall hangings, but
less and except the following:
a. Xx. Xxxxxx'x desk, desk chair and credenza;
b. All artwork in Xx. Xxxxxx'x office, whether in the form
of wall hangings, sculptures or otherwise;
c. All files, documents, papers and other materials
(whether in paper form, on computer disk or diskette,
in other electronic medium or form, or otherwise)
pertaining to any entity other than the REIT,
Cornerstone Realty Group, Inc., Cornerstone Advisors,
Inc. or Cornerstone Management Group, Inc.
d. Any property which is the individual personal property
of any employee of Cornerstone Realty Group, Inc.
2. The following automobiles (the "purchased Automobiles")
Vehicle
Description I.D. No. Pay-off Amount
'94 Red Ford Probe 0XXXX00X0X0000000 $ 6,804.62
'94 Xxxxxxxxxx Xxxxxxx 0X0XX00XXXX000000 12,065.70
'94 Xxxxxxxxxx Xxxxxxx 0X0XX00X0X0000000 11,420.81
'94 Xxxxxxxxxx Xxxxxxx 0X0XX00X0XX000000 12,083.64
'96 Jeep 0X0XX00XXXX000000 30,580.88
'95 Jeep 0X0XX0000XX000000 25,299.75
'94 Jeep 0X0XX00X0XX000000 18,660.01
'94 Jeep 0X0XX00X0XX000000 20,420.66
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$ 137,336.07
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