Addendum No. 1 to Commercial Property Purchase Agreement and Joint Escrow Instructions By and Between (Buyer): Green Bridge Capital Partners IV, LLC. Seller: Ethos Environmental, Inc. a Nevada corporation
Addendum
No. 1
By
and
Between (Buyer): Green Bridge Capital Partners IV, LLC.
Seller:
Ethos Environmental, Inc. a Nevada corporation
|
Address
of Premises:
|
0000
Xxxxxxx Xxxx Xxxxx, Xxxxx 0, 2, 3, & 4
|
|
Xxx
Xxxxx, Xxxxxxxxxx 00000 (the
“Property”)
|
THIS
ADDENDUM NUMBER 1 (“First Amendment”) TO THE COMMERCIAL PROPERTY PURCHASE
AGREEMENT AND JOINT ESCROW INSTRUCTIONS (the “Agreement”) is made and entered
into as of this _____day of _____, 2007, by and between Buyer and Seller.
W
I T N E
S S E T H
A.
Seller
and Purchaser entered into the Agreement, for the purchase by Buyer of the
Property owned by Seller. Capitalized terms used herein and not defined shall
be
given the meanings assigned to them in the Agreement.
B.
Buyer
and Seller have determined that this First Amendment is necessary in light
of
changed circumstances which have arisen since the execution of the Agreement.
C.
Buyer
and Seller desire to amend the Agreement as set forth herein in order to
address
such newly discovered matters.
NOW,
THEREFORE, for valuable consideration, including the promises and covenants
contained herein, Buyer and Seller hereby agree as follows:
1.
Restriction on Transfer. Seller agrees not to sell, transfer, assign, xxxxx
x
xxxx or security interest in, pledge, hypothecate, encumber or otherwise
dispose
of the Property after the date hereof, except as permitted by the Agreement.
2.
If the
Agreement fails, for whatever reason, to close by the date set forth therein,
the Buyer will be entitled to two (2) 30 day extensions. However, for each
such
extension, Buyer agrees to pay to the Seller an amount equal to $20,000 in
cash.
The partial liquidated damages pursuant to the terms hereof shall apply for
any
portion of each 30 day extension.
3.
Seller
agrees that within two (2) business days of receipt of the full Initial Deposit,
Seller shall immediately and completely tender payment on those notes for
$700,000 and $500,000 referenced in Exhibit “A” attached hereto, which is a
letter between Xxxxxxxx Xxxxxxxx and Xxxxxx Xxxxxxxxx.
4.
Seller
agrees to provide Buyer with a Phase 1 Environmental Impact Report on or
prior
to Closing. Alternatively, Seller agrees to maintain reasonably acceptable
Environmental Insurance for the duration of the Lease Agreement, which is
being
executed concurrently herewith and is incorporated by reference herein.
5.
INCORPORATION OF AGREEMENT. As Amended by this First Amendment, the Agreement
remains in full force and effect and is ratified, confirmed, and approved.
6.
COUNTERPARTS AND FACSIMILE. This First Amendment may be executed in counterparts
(which may be by fax, followed up with hard copy, but effective upon fax),
each
of which shall be deemed to be an original, and all of such counterparts
shall
together constitute one instrument. The headings to sections of this First
Amendment are for convenient reference only and shall not be used in
interpreting this First Amendment.
IN
WITNESS WHEREOF, the parties have executed this First Amendment the day and
year
first above written.
BUYER:
_________________________
Name:
Title:
Date:
SELLER:
_________________________
Name:
Title:
Date:
