Exhibit 2.2
THE EQUITABLE BUILDING
DES MOINES, IOWA
FIRST AMENDMENT TO REAL ESTATE SALE AGREEMENT
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THIS FIRST AMENDMENT TO REAL ESTATE SALE AGREEMENT (this "First
Amendment") is made as of the ____ day of August, 1996, by and between FIRST
CAPITAL SERIES XII - EQUITABLE, L.L.C. ("Seller"), a Delaware limited liability
company, with an office at Xxx Xxxxx Xxxxxxxxx Xxxxx, Xxxxx 000, Xxxxxxx,
Xxxxxxxx 00000, and ALCOCK DEVELOPMENT CO., INC. ("Purchaser"), an Illinois
corporation, with an office at 0000 X. Xxxxxxxx Xxxxxxx, Xxxxx 000, Xxxxxxx,
Xxxxxxxx 00000.
RECITALS
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A. Seller and Purchaser have entered into that certain Real Estate
Sale Agreement (the "Agreement") dated as of August 12, 1996 for the purchase
and sale of the office building commonly known as "The Equitable Building" (as
defined in the Agreement, the "Property").
B. Seller and Purchaser desire to modify the Agreement in accordance
with and subject to the terms and conditions set forth in this First Amendment.
THEREFORE, in consideration of the above Recitals, the mutual
covenants and agreements herein set forth and the benefits to be derived
therefrom, and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Purchaser and Seller agree to
modify the Agreement as follows:
1. Review Period. Section 8(A) of the Amendment is hereby amended to
provide that the Review Period is extended through August 29, 1996, for all
purposes.
2. Estoppel Certificates. Section 8(B) of the Agreement is hereby
amended to provided that (i) Seller shall be obligated to send Estoppel
Certificates only to the five (5) largest tenants of the Property (Equitable,
Iowa Student Loan, Xxxxx Xxxxxxxxx Xxxxxx Xxxxxx Xxxxxxxxx Xxxxxxxx Xxxxxxxx &
Xxxxxxx, P.C., Xxxxxxx Alt Xxxxx Xxxxxxxxxx May & Xxxxx, P.C., and Mercantile
Bank) and (ii) that such tenants shall constitute the "Required Tenants".
3. No other Amendments. Except as amended herein, the Agreement
remains unmodified and in full force and effect.
IN WITNESS WHEREOF, Seller and Purchaser have executed and delivered
this Agreement as of the date first above written.
SELLER: PURCHASER:
FIRST CAPITAL SERIES XII-EQUITABLE, L.L.C., ALCOCK DEVELOPMENT CO., INC.,
a Delaware limited liability company an Illinois corporation
By: First Capital Income and Growth Fund- By __________________________
Series XII, an Illinois limited Its: __________________________
partnership, its managing member
By: First Capital Financial Corporation,
a Florida corporation, its general
partner
By:_________________________
Its:_________________________