Estate of Burton W. Kanter, Deceased, Joshua S. Kanter, Executor, and Naomi R. Kanter, et al. - Page 13

                                                -102-                                                   
                  b.  The Frey/Zeus Agreement                                                           
                  On October 12, 1981, Frey sent a participation agreement to                           
            Meyers (as president of Zeus, IRA’s subsidiary) regarding                                   
            “Participation in Proceeds on Prudential Conversions” which                                 
            provided, in part:                                                                          
                        As requested, we are writing to confirm our prior                               
                  agreement regarding the participation in the amounts                                  
                  realized or to be realized on the condominium conversion of                           
                  properties of or for The Prudential Insurance Company of                              
                  America (“Prudential”).                                                               
                        The terms of this letter agreement shall apply                                  
                  with respect to all conversions of Prudential                                         
                  properties heretofore and hereafter.                                                  
                        As used in this letter agreement, the term “amounts                             
                  realized” includes all amounts to be received by the                                  
                  converter as Developers’ Fees and shares of assigned profits                          
                  but excluding any management or other fees (which shall be                            
                  retained by the Manager).                                                             
                                        *  *  *  *  *  *  *                                             
                        Of the amounts received as a Developers’ Fee on                                 
                  Prudential conversions, BJF (or its counterpart in any                                
                  future conversion) shall retain 75% of the amount received                            
                  in reimbursement for any costs and expenses paid or incurred                          
                  by it. BJF shall retain this 75% amount without regard to                             
                  the actual amount of its costs and expenses and without any                           
                  need to account for the same. Of the remaining 25%, BJF                               
                  SHALL RETAIN 80% and shall distribute the remaining 20% to                            
                  you.                                                                                  
                        Of the amounts received as shares of assigned                                   
                  profits, BJF shall distribute 20% to you and retain the                               
                  balance. BJF shall retain amounts under this letter                                   
                  agreement for itself and for distribution to its                                      
                  affiliates in such percentages as they have agreed.                                   
                        BJF shall make all distributions to you not later than                          
                  30 days after the date of this letter or receipt from                                 





Page:  Previous  92  93  94  95  96  97  98  99  100  101  102  103  104  105  106  107  108  109  110  111  Next

Last modified: May 25, 2011