Consolidated Capital Institutional Properties 2 Sample Contracts

The undersigned hereby agrees as set forth under "ACKNOWLEDGMENT AND AGREEMENT" below.
Consolidated Capital Institutional Properties 2 • June 4th, 2002 • Real estate investment trusts
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MULTIFAMILY MORTGAGE, ASSIGNMENT OF RENTS AND SECURITY AGREEMENT (ILLINOIS – REVISION DATE 05-11-2004) THIS INSTRUMENT IS NOT TO BE USED FOR MULTIFAMILY PROPERTIES CONTAINING 5 OR 6 RESIDENTIAL UNITS IF ANY RESIDENTIAL UNIT IS OWNER-OCCUPIED
And Security Agreement • October 4th, 2007 • Consolidated Capital Institutional Properties 2 • Real estate investment trusts

THIS MULTIFAMILY MORTGAGE, ASSIGNMENT OF RENTS AND SECURITY AGREEMENT (the "Instrument") is made to be effective as of the 28th day of September, 2007, between CCIP/2 HIGHCREST, L.L.C., a limited liability company organized and existing under the laws of Delaware, whose address is c/o AIMCO, Stanford Place 3, 4582 S. Ulster St. Parkway, Suite 1100, Denver, Colorado 80237, as mortgagor ("Borrower"), and CAPMARK BANK, an industrial bank organized and existing under the laws of Utah, whose address is 6955 Union Park Center, Suite 330, Midvale, Utah 84047, Attn: President, with a copy to Capmark Finance, Inc., 116 Welsh Road, Horsham, Pennsylvania 19044, Attn: Servicing - Executive Vice President, as mortgagee ("Lender"). Borrower's organizational identification number, if applicable, is 3485930.

PURCHASE AND SALE CONTRACT BETWEEN CONSOLIDATED CAPITAL EQUITY PARTNERS/TWO L.P. AS SELLER AND COLTON REAL ESTATE GROUP, D/B/A THE COLTON COMPANY AS PURCHASER
Purchase and Sale Contract • October 14th, 1999 • Consolidated Capital Institutional Properties 2 • Real estate investment trusts • California
MULTIFAMILY NOTE MULTISTATE – FIXED TO FLOAT
Multifamily Note • October 4th, 2007 • Consolidated Capital Institutional Properties 2 • Real estate investment trusts

FOR VALUE RECEIVED, the undersigned (together with such party's or parties' successors and assigns, "Borrower"), jointly and severally (if more than one) promises to pay to the order of CAPMARK BANK, a Utah industrial bank, the principal sum of Eleven Million One Hundred Seventy-Five Thousand and 00/100 Dollars (US $11,175,000.00), with interest on the unpaid principal balance, as hereinafter provided.

PURCHASE AND SALE CONTRACT
Purchase and Sale Contract • July 3rd, 2008 • Consolidated Capital Institutional Properties 2 • Real estate investment trusts • Colorado
PURCHASE AND SALE CONTRACT BETWEEN CCIP/2 WINDEMERE, L.P., a Delaware limited partnership AS SELLER AND DERBYSHIRE INVESTMENTS WINDEMERE, LLC, a Texas limited liability company AS PURCHASER WINDEMERE APARTMENTS
Purchase and Sale Contract • May 14th, 2009 • Consolidated Capital Institutional Properties 2 • Real estate investment trusts • Texas

THIS PURCHASE AND SALE CONTRACT (this “Contract”) is entered into as of the 8th day of May, 2009 (the “Effective Date”), by and between CCIP/2 WINDEMERE, L.P., a Delaware limited partnership, having an address at 4582 South Ulster Street Parkway, Suite 1100, Denver, Colorado 80237 (“Seller”), and DERBYSHIRE INVESTMENTS WINDEMERE, LLC, a Texas limited liability company, having a principal address at 7 Switchbud Place, Suite C192-269, The Woodlands, Texas 77380 (“Purchaser”).

FIFTH AMENDMENT TO THE LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2, LP
Consolidated Capital Institutional Properties 2 • May 2nd, 2008 • Real estate investment trusts • Delaware

This FIFTH AMENDMENT TO THE LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2, LP, dated as of March 19, 2008 (this “Amendment”), is by and among ConCap Equities, Inc., a Delaware corporation (the “General Partner”), and the Limited Partners. All capitalized terms used in this Amendment but not otherwise defined herein shall have the respective meanings given to them in the Partnership Agreement (as defined below).

Agreement and Plan of Merger
Agreement and Plan of Merger • July 28th, 2011 • Consolidated Capital Institutional Properties 2 • Real estate investment trusts • Delaware

AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 28, 2011, by and among CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2, LP, a Delaware limited partnership (“CCIP/2”), AIMCO CCIP/2 MERGER SUB LLC, a Delaware limited liability company (the “Aimco Subsidiary”), and AIMCO PROPERTIES, L.P., a Delaware limited partnership (“Aimco OP”).

SEVENTH AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2, LP
Consolidated Capital Institutional Properties 2 • December 31st, 2008 • Real estate investment trusts • Delaware

This SEVENTH AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2, LP, dated as of May 8, 2008 (this “Amendment”), is made by ConCap Equities, Inc., a Delaware corporation (the “General Partner”). All capitalized terms used in this Amendment but not otherwise defined herein shall have the respective meanings given to them in the Partnership Agreement (as defined below).

AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • November 15th, 2011 • Consolidated Capital Institutional Properties 2 • Real estate investment trusts • Delaware

This AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of November 15, 2011, is by and among CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2, LP, a Delaware limited partnership (“CCIP/2”), AIMCO CCIP/2 MERGER SUB LLC, a Delaware limited liability company (the “Aimco Subsidiary”), and AIMCO PROPERTIES, L.P., a Delaware limited partnership (“Aimco OP”).

AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2
Limited Partnership Agreement • May 2nd, 2008 • Consolidated Capital Institutional Properties 2 • Real estate investment trusts • California

This Agreement was made as of April 12,1983 and is amended and restated as of June 24, 1983, by and among Consolidated Capital Equities Corporation, a Colorado corporation, and Consolidated Capital Institutional Advisors, Inc, a California corporation (the “Corporate General Partners”), Jay M. Kaplan (the “Individual General Partner”), Consolidated Capital Equities Corporation (the “Initial Limited Partner”) and the persons signing this Agreement as Limited Partners on the signature pages hereto (collectively the Limited “Partners”).

THIRD AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2
Consolidated Capital Institutional Properties 2 • May 2nd, 2008 • Real estate investment trusts • California

THIS THIRD AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2 (this “Amendment”) is entered into as of the 17th day of October, 2000, by and among ConCap Equities, Inc., a Delaware corporation (the “General Partner”), and each of the Limited Partners. All capitalized terms used herein but not otherwise defined shall have the meanings ascribed thereto in the “Partnership Agreement” (as defined below).

SECOND AMENDMENT TO PURCHASE AND SALE CONTRACT
Purchase and Sale Contract • October 22nd, 2013 • Consolidated Capital Institutional Properties 2 • Real estate investment trusts

THIS SECOND AMENDMENT TO PURCHASE AND SALE CONTRACT (this “Amendment”) is entered into this 18th day of October, 2013, by and between CCIP/2 HIGHCREST, L.L.C., a Delaware limited liability company (“Seller”), and HIGHCREST APARTMENTS, LLC, a Delaware limited liability company (“Buyer”).

Loan No. 332912 FIRST AMENDMENT TO PROMISSORY NOTE
Consolidated Capital Institutional Properties 2 • May 15th, 2009 • Real estate investment trusts

THIS FIRST AMENDMENT TO PROMISSORY NOTE (this "First Amendment") is made as of the 7th day of April, 2009 between, CCIP/2 VILLAGE BROOKE, L.L.C., a Delaware limited liability company, 4582 South. Ulster Street, Suite 1100, Denver, CO 80237, hereinafter called "Borrower", and THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY, a Wisconsin corporation, 720 East Wisconsin Avenue, Milwaukee, Wisconsin 53202, hereinafter called "Northwestern".

FIRST AMENDMENT TO THE CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2 LIMITED PARTNERSHIP AGREEMENT
Consolidated Capital Institutional Properties 2 • May 2nd, 2008 • Real estate investment trusts
FIRST AMENDMENT TO PURCHASE AND SALE CONTRACT
Purchase and Sale Contract • July 13th, 2009 • Consolidated Capital Institutional Properties 2 • Real estate investment trusts • Texas

THIS FIRST AMENDMENT TO PURCHASE AND SALE CONTRACT (this “Amendment”) is made and entered into as of the 7thday of July, 2009 by and between CCIP/2 WINDEMERE, L.P., a Delaware limited partnership (“ Seller”), and DERBYSHIRE INVESTMENTS WINDEMERE, LLC, a Texas limited liability company (“Purchaser”).

EIGHTH AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2, LP
Consolidated Capital Institutional Properties 2 • December 31st, 2008 • Real estate investment trusts • Delaware

This EIGHTH AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2, LP, dated as of December 30, 2008 (this “Amendment”), is made by ConCap Equities, Inc., a Delaware corporation (the “General Partner”). All capitalized terms used in this Amendment but not otherwise defined herein shall have the respective meanings given to them in the Partnership Agreement (as defined below).

SEVENTH AMENDMENT TO THE LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2, LP
Consolidated Capital Institutional Properties 2 • August 14th, 2009 • Real estate investment trusts • Delaware

This SEVENTH AMENDMENT TO THE LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2, LP, dated as of May 8, 2008 (this "Amendment"), is made by ConCap Equities, Inc., a Delaware corporation (the "General Partner"). All capitalized terms used in this Amendment but not otherwise defined herein shall have the respective meanings given to them in the Partnership Agreement (as defined below).

EIGHTH AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2, LP
Consolidated Capital Institutional Properties 2 • March 31st, 2009 • Real estate investment trusts • Delaware

This EIGHTH AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2, LP, dated as of December 30, 2008 (this "Amendment"), is made by ConCap Equities, Inc., a Delaware corporation (the "General Partner"). All capitalized terms used in this Amendment but not otherwise defined herein shall have the respective meanings given to them in the Partnership Agreement (as defined below).

SECOND AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS
Agreement for Purchase and Sale and Joint Escrow Instructions • July 23rd, 2010 • Consolidated Capital Institutional Properties 2 • Real estate investment trusts • Ohio

THIS SECOND AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS (this “Amendment”) is made and entered into as of the 20th day of July, 2010, by and between CCIP/2 VILLAGE BROOKE, L.L.C., a Delaware limited liability company (“Seller”), and JRK BIRCHMONT ADVISORS, LLC, a Delaware limited liability company (“Purchaser”).

SIXTH AMENDMENT TO THE LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2, LP
Consolidated Capital Institutional Properties 2 • May 2nd, 2008 • Real estate investment trusts • Delaware

This SIXTH AMENDMENT TO THE LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2, LP, dated as of April 30, 2008 (this “Amendment”), is made by ConCap Equities, Inc., a Delaware corporation (the “General Partner”). All capitalized terms used in this Amendment but not otherwise defined herein shall have the respective meanings given to them in the Partnership Agreement (as defined below).

FIRST AMENDMENT TO PURCHASE AND SALE CONTRACT
Purchase and Sale Contract • September 19th, 2013 • Consolidated Capital Institutional Properties 2 • Real estate investment trusts

THIS FIRST AMENDMENT TO PURCHASE AND SALE CONTRACT (this “Amendment”) is entered into this 16th day of September, 2013, by and between CCIP/2 HIGHCREST, L.L.C., a Delaware limited liability company (“Seller”), and LARAMAR KONA REAL ESTATE ASSOCIATES LLC, a Delaware limited liability company (“Buyer”).

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FIRST AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS
Agreement for Purchase and Sale and Joint Escrow Instructions • July 21st, 2010 • Consolidated Capital Institutional Properties 2 • Real estate investment trusts • Ohio

THIS FIRST AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS (this “Amendment”) is made and entered into as of the 15th day of July, 2010, by and between CCIP/2 VILLAGE BROOKE, L.L.C., a Delaware limited liability company (“Seller”), and JRK BIRCHMONT ADVISORS, LLC, a Delaware limited liability company (“Purchaser”).

SECOND AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2
Consolidated Capital Institutional Properties 2 • May 2nd, 2008 • Real estate investment trusts • California

THIS SECOND AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2 (the “Amendment”) is entered into as of the 23rd day of October, 1990, by and among Consolidated Capital Equities Corporation, a Colorado corporation (“CCEC”), ConCap Equities, Inc., a Delaware corporation (“ConCap”), and the Limited Partners (herein so called).

RECITALS
Purchase and Sale Contract • September 22nd, 1999 • Consolidated Capital Institutional Properties 2 • Real estate investment trusts
FIRST AMENDMENT TO PURCHASE AND SALE CONTRACT
Purchase and Sale Contract • July 24th, 2008 • Consolidated Capital Institutional Properties 2 • Real estate investment trusts

THIS FIRST AMENDMENT TO PURCHASE AND SALE CONTRACT ("First Amendment") is entered into as of this 21 day of July, 2008, by and between CCIP12 CANYON CREST, L.L.C., a Delaware limited liability company ("Seller"), and BELLAIRE HOLDINGS LLC., a Colorado limited liability company, and FW MADISON MARKETING GROUP, LLC, a Colorado limited liability company (collectively "Purchaser).

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