America First Apartment Investors Inc Sample Contracts

SECOND AMENDED AND RESTATED ADVISORY AGREEMENT
Advisory Agreement • August 16th, 2004 • America First Apartment Investors Inc • Real estate investment trusts • Nebraska

THIS SECOND AMENDED AND RESTATED ADVISORY AGREEMENT (this ”Agreement”) is entered into as of June 3, 2004, by and between AMERICA FIRST APARTMENT INVESTORS, INC., a Maryland corporation (the ”Company”), and AMERICA FIRST APARTMENT ADVISORY CORPORATION, a Maryland corporation (the ”Advisor”).

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AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • February 23rd, 2007 • America First Apartment Investors Inc • Real estate investment trusts • Nebraska

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is effective as of February 21, 2007, by and between AMERICA FIRST APARTMENT INVESTORS, INC., a Maryland corporation with its principal place of business in Omaha, Nebraska (the “Company”), and PAUL L. BELDIN (“Employee”), a resident of the State of Nebraska.

AGREEMENT OF SALE AND PURCHASE (St. Andrews at Westwood)
Agreement of Sale and Purchase • September 9th, 2005 • America First Apartment Investors Inc • Real estate investment trusts • Florida

THIS AGREEMENT OF SALE AND PURCHASE (this “Agreement”), by and between ARIZONA CORAL POINT APARTMENTS LIMITED PARTNERSHIP, an Arizona limited partnership (the “Seller”); TCG ACQUISITIONS, INC., a Florida corporation, or its permitted assigns (the “Purchaser”), is entered into and effective on the date it is fully signed by the Purchaser and Seller and is signed by the Escrow Agent to acknowledge receipt of the Escrow Deposit (the “Effective Date”).

AMERICA FIRST COMPANIES L.L.C. EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2006 • America First Apartment Investors Inc • Real estate investment trusts • New York

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is effective as of October 1, 2005, by and between AMERICA FIRST COMPANIES L.L.C., a Delaware limited liability company with its principal place of business in Omaha, Nebraska (the “Company”), and JAMES EGAN (“Employee”), a resident of the State of New York.

MASTER CREDIT FACILITY AND REIMBURSEMENT AGREEMENT
Master Credit Facility and Reimbursement Agreement • October 4th, 2006 • America First Apartment Investors Inc • Real estate investment trusts • District of Columbia

THIS MASTER CREDIT FACILITY AGREEMENT is made as of the 28th day of September, 2006, by and among (i) ARBORS OF DUBLIN APARTMENTS LIMITED PARTNERSHIP, an Ohio limited partnership, BRENTWOOD OAKS APARTMENTS, L.P., a Tennessee limited partnership, GREENHOUSE HOLDING L.L.C., a Nebraska limited liability company, MORGANTON PLACE APARTMENTS LLC, a North Carolina limited liability company, VILLAGE AT CLIFFDALE APARTMENTS LLC, a North Carolina limited liability company, and WOODBERRY ASHEVILLE APARTMENTS LLC, a North Carolina limited liability company (individually and collectively, “Borrower”), (ii) AMERICA FIRST APARTMENT INVESTORS, INC., a Maryland corporation, solely in its capacity as Borrower Agent (“Borrower Agent”), (iii) WELLS FARGO BANK, N.A, a national banking association (“Lender”); and (iv) FANNIE MAE, a corporation organized and existing under the Federal National Mortgage Association Charter Act, 12 U.S. C. 1716 et seq. (“Fannie Mae”).

ASSET PURCHASE AGREEMENT among AMERICA FIRST PM GROUP, INC. AMERICA FIRST PROPERTIES MANAGEMENT COMPANY, L.L.C., and AMERICA FIRST COMPANIES, L.L.C. Dated as of November 8, 2004
Asset Purchase Agreement • March 21st, 2005 • America First Apartment Investors Inc • Real estate investment trusts • Nebraska

THIS ASSET PURCHASE AGREEMENT is made and entered into this 8th day of November, 2004 (the “Agreement”) by and among AMERICA FIRST PM GROUP, INC., a Nebraska corporation (the “Buyer”), and AMERICA FIRST PROPERTIES MANAGEMENT COMPANY, L.L.C., a Delaware limited liability company (the “Seller”) and AMERICA FIRST COMPANIES L.L.C., a Delaware limited liability company (“America First”). The Buyer, the Seller and America First are collectively referred to as the “Parties.”

Title of Document: Multifamily Deed of Trust, Assignment of Rents and Security Agreement Date of Document: December 21, 2006 Grantor(s): CSI, L.L.C., a Missouri limited liability company Grantee(s):WELLS FARGO BANK, N.A., a national banking...
And Security Agreement • December 28th, 2006 • America First Apartment Investors Inc • Real estate investment trusts

THIS MULTIFAMILY DEED OF TRUST, ASSIGNMENT OF RENTS AND SECURITY AGREEMENT (the “Instrument”) is dated as of the 21st day of December, 2006, among the trustor, CSI, L.L.C., a limited liability company organized and existing under the laws of the State of Missouri, whose address is c/o America First Apartment Investors, Inc., One North Broadway, Suite 702, White Plains, New York 10601 (“Borrower”), Charles D. Horner, 4801 Main Street, Suite 1000, Kansas City, Missouri 64112, as trustee (“Trustee”), and the beneficiaries, WELLS FARGO BANK, N.A., a national banking association organized and existing under the laws of the United States, whose address is 2010 Corporate Ridge, Suite 1000, McLean, Virginia 22102 (“Wells Fargo”) and FANNIE MAE, a federally chartered and stockholder-owned corporation organized and existing under the Federal National Mortgage Association Charter Act, 12 U.S.C. § 1716, et seq., whose address is 3900 Wisconsin Avenue, N.W., Washington, District of Columbia 20016 (

ADDENDUM TO SECOND AMENDED AND RESTATED ADVISORY AGREEMENT
Advisory Agreement • September 21st, 2005 • America First Apartment Investors Inc • Real estate investment trusts

THIS ADDENDUM, dated effective as of September 15, 2005, is to that certain Second Amended and Restated Advisory Agreement entered into as of June 3, 2004 (the “Agreement”), by and between AMERICA FIRST APARTMENT INVESTORS, INC., a Maryland corporation (the “Company”), and AMERICA FIRST APARTMENT ADVISORY CORPORATION, a Maryland corporation (the “Advisor”).

AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • January 5th, 2006 • America First Apartment Investors Inc • Real estate investment trusts • Maryland

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into effective as of December 30, 2005 by and among AMERICA FIRST APARTMENT INVESTORS, INC., a Maryland corporation (“APRO”), AMERICA FIRST APARTMENT ADVISORY CORPORATION, a Maryland corporation (the “Company”) and THE BURLINGTON CAPITAL GROUP LLC, f/k/a America First Companies L.L.C., a Delaware limited liability company (“Burlington”).

AGREEMENT OF PURCHASE AND SALE
Agreement of Purchase and Sale • September 18th, 2006 • America First Apartment Investors Inc • Real estate investment trusts

This Agreement of Purchase and Sale (the “Agreement”) is made and entered into as of this 12th day of September, 2006 (the “Effective Date”), by and between America First Apartment Investors, Inc., a Maryland corporation (“Purchaser”), and UDR of NC, Limited Partnership, a North Carolina limited partnership (“Seller”), with respect to certain apartment projects located in the State of North Carolina (the “Portfolio Properties”) which comprise four separate multi-family apartment complexes. The Portfolio Properties are more fully described in Schedule 1 attached hereto.

AMERICA FIRST COMPANIES L.L.C. EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2006 • America First Apartment Investors Inc • Real estate investment trusts • Nebraska

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is effective as of October 1, 2005, by and between AMERICA FIRST COMPANIES L.L.C., a Delaware limited liability company with its principal place of business in Omaha, Nebraska (the “Company”), and PAUL BELDIN (“Employee”), a resident of the State of Nebraska.

AGREEMENT OF SALE AND PURCHASE (Belvedere at Quail Run)
Agreement of Sale and Purchase • May 2nd, 2006 • America First Apartment Investors Inc • Real estate investment trusts • Florida

THIS AGREEMENT OF SALE AND PURCHASE (this “Agreement”), by and between BELVEDERE APARTMENTS LIMITED PARTNERSHIP, a Florida limited partnership (the “Seller”); and BRADY SULLIVAN PROPERTIES, LLC, a New Hampshire limited liability company, and its permitted assigns (the “Purchaser”), is entered into and effective on the date it is fully signed by the Purchaser and Seller and is signed by the Escrow Agent to acknowledge receipt of the Escrow Deposit (the “Effective Date”).

PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • October 30th, 2006 • America First Apartment Investors Inc • Real estate investment trusts • Missouri

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is executed by and between THE R & S APARTMENT LAND, LLC, a Missouri limited liability company (“Seller”), and AMERICA FIRST APARTMENT INVESTORS, INC., a Maryland corporation, or its permitted assigns (“Purchaser”).

PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • January 24th, 2006 • America First Apartment Investors Inc • Real estate investment trusts • Nebraska

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”), dated as of the 19th day of January, 2006, by and between AMERICA FIRST APARTMENT INVESTORS, INC., a Maryland corporation (“Purchaser”), having an office at 101 East 52nd Street, 25th Floor, New York, New York 10022, and RETIREMENT CENTERS CORPORATION, a Delaware corporation (“Seller”), having an office at 350 Park Avenue, 21st Floor, New York, New York 10022.

AGREEMENT OF PURCHASE AND SALE
Agreement of Purchase and Sale • November 15th, 2004 • America First Apartment Investors Inc • Real estate investment trusts

The parties to this Agreement are: (a) GABLES REALTY LIMITED PARTNERSHIP, a Delaware limited partnership, and GABLES GP, INC., a Texas corporation (herein jointly referred to as “Seller”); (b) GABLES-TENNESSEE PROPERTIES, L.L.C. (“GTP”), a Tennessee limited liability company, successor to GABLES-TENNESSEE PROPERTIES, a Tennessee general partnership; and (c) AMERICA FIRST APARTMENT INVESTORS, INC. (“Buyer”), a Maryland corporation. Unless otherwise specified, words and phrases that are capitalized in this Agreement are defined in Article 20 of this Agreement.

LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • September 21st, 2005 • America First Apartment Investors Inc • Real estate investment trusts • Nebraska

This Loan and Security Agreement (the “Agreement”) is made and entered into effective as of September 15, 2005 (the “Effective Date”), by and between AMERICA FIRST COMMUNITIES OFFUTT DEVELOPER, LLC, a Nebraska limited liability company (the “Borrower”), and AMERICA FIRST APARTMENT INVESTORS, INC., a Maryland corporation (“Lender”).

AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • June 25th, 2007 • America First Apartment Investors Inc • Real estate investment trusts • Maryland

This AGREEMENT AND PLAN OF MERGER, dated as of June 22, 2007 (this “Agreement”), is made and entered into by and among Sentinel Omaha LLC, a Delaware limited liability company (“Parent”), Sentinel White Plains LLC, a Delaware limited liability company and a wholly-owned subsidiary of Parent (“Subsidiary”), and America First Apartment Investors, Inc., a Maryland corporation (the “Company”).

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