EXHIBIT 10.1
SECOND AMENDMENT TO OPERATING AGREEMENT
OF
MONTAUK BATTERY REALTY, LLC
SECOND AMENDMENT TO OPERATING AGREEMENT OF MONTAUK BATTERY REALTY, LLC
(the "Company"), dated as of May 19, 2003 (this "Second Amendment"), among DTHY
Realty, Inc., Xxxxxxx Xxxxxx, New Valley Real Estate Corporation, New Valley
Mortgage Corporation and The Prudential Real Estate Financial Services of
America, Inc.
WHEREAS, the undersigned desire to amend the Operating Agreement of the
Company dated as of December 17, 2002, as amended on March 14, 2003 (the
"Operating Agreement") to reflect the change of the name of the Company as
agreed to by the undersigned and as reflected in an amendment to the Articles of
Organization of the Company, as filed with the Secretary of State of the State
of New York;
WHEREAS, the Company desires to be known as "Xxxxxxx Xxxxxxx Realty,
LLC";
NOW THEREFORE, it is agreed as follows:
1. The above recitals are incorporated and adopted as part of
this Second Amendment.
2. The first sentence of Section 1 of the Operating Agreement is
hereby amended by deleting the existing first sentence of
Section 1 of the Operating Agreement and replacing it with the
following:
"The name of the Company is Xxxxxxx Xxxxxxx Realty, LLC."
3. The title page of the Operating Agreement, the recital
paragraph referencing the name of the Company, and any other
place within the Operating Agreement where the name of the
Company is referred to as "Montauk Battery Realty, LLC", are
hereby amended so that in each instance the name of the
Company shall be referred to as "Xxxxxxx Xxxxxxx Realty, LLC."
4. Except as modified hereby, the Operating Agreement remains
unmodified and in full force and effect.
5. This Second Amendment may be executed in several counterparts,
each of which shall be an original, but all of which together
shall constitute one and the same agreement.
IN WITNESS WHEREOF, the parties have executed this Second Amendment as
of the day and year first above written.
DTHY REALTY, INC.
By: /s/ XXXXXXX XXXXXX
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Xxxxxxx Xxxxxx, President
/s/ XXXXXXX XXXXXX
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Xxxxxxx Xxxxxx
NEW VALLEY REAL ESTATE CORPORATION
By: /s/ XXXXXXX X. XXXXXX
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Xxxxxxx X. Xxxxxx, Executive Vice President
NEW VALLEY MORTGAGE CORPORATION
By: /s/ XXXXXXX XXXXXX
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Xxxxxxx Xxxxxx, President
PRUDENTIAL REAL ESTATE FINANCIAL
SERVICES OF AMERICA, INC.
By: /s/ XXXXXX XXXXX
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