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EXHIBIT 10.2(a)
Amendment No. 1 to the Advisory Agreement dated October 13, 1995
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AMENDMENT TO THE ADVISORY AGREEMENT
THIS AMENDMENT TO THE ADVISORY AGREEMENT, effective as of October 13,
1995, is by and between INLAND MONTHLY INCOME FUND III, INC., a Maryland
corporation (the "Company"), and INLAND REAL ESTATE ADVISORY SERVICES, INC., a
Maryland corporation (the "Advisor"). All capitalized terms used herein shall
have the same meaning as set forth in the Company's prospectus dated October
14, 1994 or the Advisory Agreement dated as of October 14, 1994 (the "Advisory
Agreement") unless the context otherwise requires.
W I T N E S S E T H
WHEREAS, the Company and the Advisor are currently party to
the Advisory Agreement;
WHEREAS, the term of the Advisory Agreement expires on October
13, 1995;
WHEREAS, the Company and the Advisor desire to extend the term
of the Advisory Agreement through October 13, 1996; and
WHEREAS, the Board of Directors of the Company unanimously
approved an extension of the Advisory Agreement.
NOW, THEREFORE, the parties agree as follows:
16. TERM; TERMINATION OF AGREEMENT. The first sentence
of this section shall now read as follows: "This Agreement will continue in
force until October 13, 1996, subject to successive one-year renewals with the
mutual consent of the parties including an affirmative vote of a majority of
the Independent Directors." The balance of Section 16 shall remain unchanged.
The Advisory Agreement shall remain unchanged except as otherwise set
forth herein.
IN WITNESS WHEREOF, we have executed this amendment as of the 13th day
of October, 1995.
INLAND MONTHLY INCOME FUND III, INC.
By:_________________________________
Title:____________________________
INLAND REAL ESTATE ADVISORY SERVICES, INC.
By ___________________________________
Title:______________________________
