Exhibit 10.1
FIRST AMENDMENT
TO
ADVISORY MANAGEMENT AGREEMENT
This FIRST AMENDMENT TO THE FIFTH AMENDED AND
RESTATED ADVISORY MANAGEMENT AGREEMENT (the “
Amendment ”) is made and entered into as of this 25th
day of June, 2008 by and between BEHRINGER HARVARD REIT I, INC., a
Maryland corporation (the “ Company ”), and
BEHRINGER ADVISORS, LLC, a Texas limited liability company (the
“ Advisor ”).
WHEREAS, the Company and the Advisor previously
entered into that certain Fifth Amended and Restated Advisory
Management Agreement dated December 29, 2006 (the “
Agreement ”).
WHEREAS, the Company and the Advisor desire to
amend the Agreement to prohibit the Company from soliciting the
employees of the Advisor during the term of the Agreement and for
the one-year period following the termination thereof.
NOW, THEREFORE, in consideration of the
premises and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto,
intending to be legally bound hereby, do hereby agree, as
follows:
1.
Defined Terms . Any term used herein that is not otherwise
defined herein shall have the meaning ascribed to such term as
provided in the Agreement.
2.
Amendment to Article VI . Article VI of the
Agreement is hereby amended by adding Section 6.15, as
follows:
6.15
Non-Solicitation . During the period commencing on
th
