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specified amount based, in large part, on the property's
appraised fair market value as a rental property, and (2) 50
percent of all other unit sale proceeds above the initial
specified amount. A limited partnership received 50 percent of
the proceeds above Prudential's initial specified amount of the
proceeds from the sale of units. A Frey corporation was
responsible for renovating and converting the property and
selling the condominium units in exchange for development fees
and management fees from the owners of the condominiums for
managing the property after the conversion. Some of the Frey-
Prudential agreements included the Calais and Chatham agreements,
both dated August 1, 1981, the Valleybrook agreement dated
October 1, 1981, Old Forge agreement entered into prior to
October 12, 1981, and The Greens agreement entered into prior to
December 30, 1981.
Frey's agreement that he would share development and
management fees with Kanter entities was formalized in two
separate written agreements each dated October 12, 1981. One
agreement was between Frey and IRA's subsidiary Zeus, and the
other agreement was between Frey and Holding Co.
The written agreement with Zeus covered development fees
from projects in which Prudential apartment properties were being
converted. The letter agreement, from Frey to Meyers (president
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