SECOND AMENDMENT TO CONTRACT OF SALE
This Second Amendment to Contract of Sale is entered into effective as of
October 7, 1996 (this "Amendment"), by and between Serramonte Plaza, a
California limited partnership ("Seller"), and Xxxx City Partners, LLC, a
California limited liability company ("Purchaser").
WHEREAS, Seller and Purchaser entered into that certain Contract of Sale
dated effective as of August 29, 1996, pursuant to which Seller has agreed to
sell, and Purchaser has agreed to purchase from Seller, Seller's rights, titles
and interests in and to the Property more particularly described in the
Contract, which Contract of Sale was amended by that certain First Amendment to
Contract of Sale dated effective as of September 27, 1996 (as so amended, the
"Contract"); and
WHEREAS, Seller has requested that Purchaser agree to modify the Contract
to increase the period of time for the approval of the Contract by Xxxxxx
Brothers Holdings, Inc., Seller's lender, and Purchaser has agreed to such
request, pursuant to the terms and provisions of this Amendment.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Seller and Purchaser do hereby
agree as follows:
1. Unless otherwise defined in this Amendment or the context otherwise
requires, each term used in this Amendment with its initial letter capitalized
which has been defined in the Contract shall have the same meaning herein as
given to such term in the Contract.
2. Section 7.2(e) of the Contract is hereby amended to read in its
entirety as follows:
(e) Not later than October 14, 1996, Xxxxxx Brothers
Holdings, Inc., Seller's lender, shall have approved the
sale of the Property pursuant to the terms of this Contract
and shall have approved the REA referred to in Section 7.3
below (in substantially the form attached to this Contract)
and the amendment to REA 2 referred to in Section 7.1(g).
3. Except as expressly amended by this Amendment, no term or provision of
the Contract is or shall be amended, modified or supplemented.
4. This Amendment may be executed in any number of identical
counterparts. If so executed, each of such counterparts is to be deemed an
original for all purposes, and all such counterparts shall, collectively,
constitute one agreement, but in making proof of this Amendment, it shall not be
necessary to produce or account for more than one such counterpart.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment
effective as of the date first set forth above.
SELLER:
SERRAMONTE PLAZA,
a California limited partnership
By: Investors First-Staged Equity, L.P.,
a Delaware limited partnership,
its general partner
By: VMS Realty Investment II,
an Illinois general partnership,
its general partner
By:/s/ Xxxxxxx X. Xxxxxx
Its:Authorized Signatory
Dated: October 10, 1996
PURCHASER:
XXXX CITY PARTNERS, LLC,
a California limited liability company
By:_______________________________________
Xxxxxx X. Xxxx
Its: Manager
Dated:_______________, 1996
