Exhibit 10.214


 


FOURTH
AMENDMENT TO 


PURCHASE
AND SALE AGREEMENT


 


This FOURTH
AMENDMENT TO PURCHASE AND SALE AGREEMENT (this "Amendment") is entered into as of March 4, 2015, by
and between AH DURHAM APARTMENTS, LLC, a Virginia limited liability company ("Seller"), and TRIBRIDGE
RESIDENTIAL, LLC, a Georgia limited liability company ("Purchaser").


 


WITNESSETH:


 


WHEREAS,
Seller and Purchaser entered into that certain Purchase and Sale Agreement dated as of December 1, 2014, as modified by the
Agreement Establishing Inspection Period and Inspection Date between Seller and Purchaser dated as of January 7, 2015, as further
modified by the First Amendment to Purchase and Sale Agreement between Seller and Purchaser dated as of February 20, 2015, as
further modified by the Second Amendment to Purchase and Sale Agreement between Seller and Purchaser dated as of February 24,
2015, and as further modified by the Third Amendment to Purchase and Sale Agreement between Seller and Purchaser dated as of February
26, 2015 (collectively, "Purchase Agreement") regarding certain property located at 501 Willard Street,
Durham, North Carolina 27701 and commonly known as Whetstone Apartments, as more particularly described in the Purchase Agreement;
and


 


WHEREAS,
Seller and Purchaser wish to modify the Purchase Agreement as set forth below.


 


NOW THEREFORE,
for Ten Dollars ($10.00) in hand paid and other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, Seller and Purchaser hereby agree as follows:


 


1.          Defined
Terms. Capitalized terms contained but not defined in this Amendment shall have the meaning ascribed to such terms in the
Purchase Agreement.


 


2.          Extension
of Parking Deck Feasibility Period. The date and time of the expiration of the Parking Deck Feasibility Period is extended
until 5:00 p.m., Eastern Time, on March 6, 2015.


 


3.          Extension
of Seller's Response Period. The expiration of Seller's Response Period regarding Purchaser's Title Objections pursuant to
Section 2 .3 of the Purchase Agreement is extended until March 11, 2015.


 


4.          No
Further Modification. In the event of any inconsistency between the Purchase Agreement and this Amendment, the terms of this
Amendment shall control. Except as otherwise modified herein, all terms and conditions in the Purchase Agreement shall remain
in full force and effect.


 




     


     

    

  


5.          Miscellaneous.
This Amendment may be executed by the parties hereto individually or in combination, in one or more counterparts, each of which
shall be an original and all of which will constitute one and the same Amendment and may be delivered by facsimile or PDF via
electronic mail in a legally binding manner. This Amendment shall be governed and construed in accordance with the laws of the
State of North Carolina and shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs,
executors, administrators, personal representatives, successors and permitted assigns. Time is of the essence with respect to
the obligations of the parties set forth in this Amendment.


 


[Counterpart signatures
appear on following pages]


 




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IN WITNESS
WHEREOF, this Amendment has been executed by the parties as of the date set forth in the preamble.


 


	 	SELLER:
	 	 
	 	AH DURHAM APARTMENTS, LLC
	 	 	 
	 	By:	ARMADA HOFFLER MANAGER, LLC,
	 	 	Its Manager
	 	 	 
	 	 	By:	/s/ Eric L. Smith
	 	 	 	Eric L. Smith, Manager


 


[signatures continue
on following page]


 




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[signatures continued
from previous page]


 


	 	PURCHASER:
	 	 
	 	TRIBRIDGE RESIDENTIAL, LLC,
	 	a Georgia limited liability company
	 	 
	 	By:	/s/ Jim Schrader
	 	Name:	Jim Schrader
	 	Title:	VP


 




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