Exhibit 10.362


 


SECOND AMENDMENT TO AGREEMENT OF PURCHASE
AND SALE


[1309 and 1331 West Morehead Street and



811 and 829 South Summit Avenue, Charlotte,
NC]


 


This
SECOND AMENDMENT TO AGREEMENT OF PURCHASE AND SALE (this “Amendment”) is made and entered into as of June 26,
2015, by and between Southern Apartment Group-49, LLC, a North Carolina limited liability
company (“Seller”), and ArchCo Residential LLC, a Delaware limited liability
company (“Purchaser”).


 


Recitals


 


This Amendment is made with respect to
the following facts:


 


A.           Seller
and Purchaser entered into that certain Agreement of Purchase and Sale dated as of April 14, 2015 (the “Original Purchase
Agreement”), with respect to the real property located in 1309 and 1331 West Morehead Street and 811 and 829
South Summit Avenue, Charlotte, North Carolina (the “Property”), as more particularly described in the Original
Purchase Agreement.


 


B.           Seller
and Purchaser entered into that certain Amendment to Agreement of Purchase and Sale dated as of June 8, 2015 (the “First
Amendment”). The Original Purchase Agreement, as amended by the First Amendment, is referred to as the “Purchase Agreement”.


 


C.           Seller
and Purchaser desire to amend the Purchase Agreement as set forth in this Amendment.


 


Agreement


 


In consideration of the foregoing Recitals,
the conditions, terms, covenants and agreements set forth in this Amendment, and of other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, Seller and Purchaser agree that the Purchase Agreement is amended as
set forth in this Amendment:


 


1.          Defined
Terms.   Each initially capitalized term
used in this Amendment has the meaning set forth for that term in the Purchase Agreement, unless it is otherwise defined in this
Amendment.


 


2.          Amendment. 


 


2.1           Section 1.1(i)
of the Purchase Agreement is hereby amended to read as follows:


 


“(i)          Due
Diligence Period:                  The period ending on June 30, 2015.”


 


2.2           Section 1.1(h)
of the Purchase Agreement is hereby amended to read as follows:


 


“(h)          Operating
Agreement Period:     The period ending on June 30, 2015.”


 


3.          Counterparts.   This
Amendment may be executed in several counterparts, each of which shall be deemed an original, and all of which together shall
be deemed to be one and the same Amendment when each party has signed one of the counterparts. This Amendment may be delivered
to the Escrow Agent and the other party by facsimile or in pdf format by email transmission.


 


4.          Entire
Agreement.   The Purchase Agreement, as
amended by this Amendment, constitutes the full and complete agreement and understanding between Seller and Purchaser and shall
supersede all prior communications, representations, understandings or agreements, if any, whether oral or written, concerning
the subject matter contained in the Purchase Agreement, as so amended, and no provision of the Purchase Agreement, as so amended,
may be modified, amended, waived or discharged, in whole or in part, except by a written instrument executed by Seller and Purchaser.


 




     


     


    




 


5.          Full
Force and Effect; Incorporation.   Except
as modified by this Amendment, the terms and provisions of the Purchase Agreement are hereby ratified and confirmed and are and
shall remain in full force and effect. If any inconsistency arises between this Amendment and the Purchase Agreement as to the
specific matters which are the subject of this Amendment, the terms and conditions of this Amendment shall control. This Amendment
shall be construed to be a part of the Purchase Agreement and shall be deemed incorporated in the Purchase Agreement by this reference.


 




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Seller and Purchaser have executed this
Amendment as of the date first written above.


 


Seller:


 


SOUTHERN APARTMENT GROUP-49, LLC


 


	By:	/s/ Shane Seagle
	Name:	Shane Seagle
	Title:	Member


 




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Purchaser:


 


ArchCo Residential LLC


 


	By:	/s/ Neil T. Brown
	Name:	Neil T. Brown
	Title:	Chief Executive Officer


 




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