FIRST AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE OF INTERESTS
EXHIBIT
10.14
FIRST
AMENDMENT
TO AGREEMENT FOR PURCHASE AND SALE OF INTERESTS
THIS
FIRST
AMENDMENT
TO AGREEMENT FOR PURCHASE AND SALE OF INTERESTS
(this
“First Amendment”)
is
made as of the 12th
day of
May, 2006, by and between HOME
PROPERTIES, L.P., a New York limited partnership (“Home
Properties")
and
HOME PROPERTIES WMF I, LLC, a New York limited liability company (“Home
Properties WMF”;
and
together with Home Properties, as “Sellers”),
and THE
LIGHTSTONE GROUP,
LLC, a
New Jersey limited liability company (as “Buyer”).
RECITALS
WHEREAS,
Sellers
and Buyer have entered into that certain Agreement For Purchase and Sale of
Interests (South Michigan Portfolio), dated as of April 26, 2006 (the
“Original
Contract”),
covering the sale and purchase of certain entities as more particularly
described therein; and
WHEREAS,
the
parties hereto wish to amend the Original Contract as set forth in this First
Amendment.
NOW,
THEREFORE,
in
consideration of Ten Dollars ($10.00) each to the other in hand paid, and for
other good and valuable consideration, the receipt and sufficiency of which
is
hereby acknowledged, the
parties hereto agree as follows:
AGREEMENT
1. Definitions.
All
capitalized terms used in this First Amendment shall have the same meanings
ascribed to them in the Original Contract, unless otherwise herein
defined.
2. Rescission/Reinstatement.
The
parties acknowledge and agree that: (a) Buyer's termination notice of even
date
herewith, a copy of which is attached hereto as Exhibit
A,
is
hereby rescinded, null and void and of no force and effect; and (b) the Original
Contract is hereby reinstated in its entirety.
3. Modifications.
Effective as of the date hereof, the Original Contract is hereby modified and
amended by extending the Due Diligence Period until Tuesday, May 16, 2006 at
3
PM Eastern Standard Time.
4. No
Other Changes.
Except
as modified by this First Amendment, the Original Contract shall remain in
full
force and effect.
5. Counterparts.
This
First Amendment may be executed in counterparts, all of which, when taken
together, shall constitute one original. Facsimile signatures shall be deemed
originals for all purposes.
[THE
SIGNATURE PAGE FOLLOWS ON THE NEXT PAGE]
IN
WITNESS WHEREOF, the parties hereto have executed this First Amendment as of
the
date and year first above written.
| BUYER: | ||
| THE LIGHTSTONE GROUP, LLC | ||
| |
|
|
| By: | /s/ Xxxxx Xxxxxxxxxxxx | |
|
Xxxxx Xxxxxxxxxxxx, Chief Executive Officer |
||
| SELLER: | ||
| HOME PROPERTIES, L.P. | ||
| |
|
|
| By: |
Home Properties, Inc.,
General Partner
|
|
| By: | /s/ Xxxx X. Xxxxx | |
|
Xxxx X. Xxxxx, Senior Vice President |
||
| HOME PROPERTIES WMF I, LLC | ||
| By: |
Home Properties, Inc.,
Sole Member
|
|
| By: | Home Properties, Inc.,
General Partner
|
|
| By: | /s/ Xxxx X. Xxxxx | |
|
Xxxx X. Xxxxx, Senior Vice President |
||
EXHIBIT
A
COPY
OF
RESCINDED TERMINATION NOTICE
[follows
immediately]
