EXHIBIT 10.8(a)
FIRST AMENDMENT TO
THE AGREEMENT FOR THE PURCHASE AND SALE OF REAL PROPERTY
BETWEEN XXXXX DEVELOPMENT CORPORATION
AND
THE JOINT VENTURE
FIRST AMENDMENT TO
AGREEMENT FOR THE PURCHASE
AND SALE OF REAL PROPERTY
THIS FIRST AMENDMENT, made and entered into as of the _____ day of April,
1998, by and between XXXXX DEVELOPMENT CORPORATION, a Georgia corporation whose
address is 0000 Xxxxxxx Xxxxxx Xxxx, Xxxxxxxx, Xxxxxxx 00000 ("Seller"), XXXXX
MANAGEMENT COMPANY, INC., whose address is 0000 Xxxxxxx Xxxxxx Xxxx, Xxxxxxxx,
Xxxxxxx 00000 ("Guarantor") and FUND IX AND FUND X ASSOCIATES, a Georgia joint
venture comprised of Xxxxx Real Estate Fund IX, L.P., a Georgia limited
partnership, and Xxxxx Real Estate Fund X, L.P., a Georgia limited partnership,
whose address is 0000 Xxxxxxx Xxxxxx Xxxx, Xxxxxxxx, Xxxxxxx 00000
(collectively, the "Purchaser").
W I T N E S S E T H:
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WHEREAS, the parties hereto entered into that certain Agreement for the
Purchase and Sale of Real Property (the "Purchase Agreement") dated as of May
30, 1997, relating to that certain parcel of land (the "Land") situated in the
Xxxxx Xxxxxxx Xxxxxx Xxxx xx Xxxxxxxx Xxxx, Xxxxxxxx and being more particularly
described on Exhibit A hereto, the improvements to be constructed thereon and
the lease to be executed in connection therewith; and
WHEREAS, the tenant ("Tenant") under the aforesaid lease has requested that
the additional land described on Exhibit B hereto (the "Additional Land") be
acquired and additional parking be constructed thereon; and
WHEREAS, Seller has agreed to acquire the Additional Land and Tenant has
executed an amendment to its lease to increase the rental rate thereunder; and
WHEREAS, in order to finance the acquisition of the Additional Land and pay
for the additional parking and other improvements to be constructed thereon,
Purchaser has agreed to increase the Purchase Price and the Xxxxxxx Money under
the Purchase Agreement; and
WHEREAS, Guarantor is an affiliate of Seller and will benefit from this
transaction;
NOW, THEREFORE, for and in consideration of the premises and the mutual
covenants and agreements herein set forth, the receipt, adequacy and sufficiency
of which are hereby expressly acknowledged by the parties hereto, Seller and
Purchaser do hereby covenant and agree as follows:
1. Agreement to Buy and Sell. The terms and conditions of paragraph 1 of the
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Purchase Agreement shall remain the same, except that the Property, as defined
therein, shall be deemed to include the Additional Land.
2. Xxxxxxx Money. Within three (3) business days after the effective date of
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this First Amendment, Purchaser shall deliver to Seller the amount of THREE
HUNDRED THOUSAND AND 00/100 Dollars ($300,000) as additional xxxxxxx money (said
amount to become a part of the Xxxxxxx Money referred to in the Purchase
Agreement.
3. Purchase Price. The terms and conditions of paragraph 3 of the Purchase
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Agreement shall remain the same, except that it is estimated that the Purchase
Price, as defined therein, will be increased by the amount of approximately
$300,000.
4. Closing and Closing Date. The Closing Date, as defined in the Purchase
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Agreement, may, at the election of Purchaser, be extended to that date which is
not later than the date of maturity of the Construction Loan (as defined in the
Purchase agreement). The remaining terms and conditions of paragraph 9 of the
Purchase Agreement shall remain unchanged.
5. Miscellaneous. Except as expressly modified by the terms and conditions
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hereof, the terms and conditions of the Purchase Agreement shall remain
unchanged and in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly
executed by duly authorized representatives as of the day, month and year first
above written.
"SELLER":
XXXXX DEVELOPMENT CORPORATION,
a Georgia corporation
By: /s/ Xxxxx X. Xxxxxx
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Title: Executive Vice President
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Date: April 21, 1998
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"GUARANTOR":
XXXXX MANAGEMENT COMPANY, INC.
By: /s/ Xxxxx X. Xxxxxx
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Title: Executive Vice President
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Date: April 21, 1998
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"PURCHASER":
FUND IX AND FUND X ASSOCIATES,
a Georgia joint venture
By: XXXXX REAL ESTATE FUND IX, L.P.,
a Georgia limited partnership, as
administrative venturer
By: Xxxxx Partners, L.P., a Georgia
limited partnership, general
partner
By: Xxxxx Capital, Inc., a
Georgia corporation
General Partner
By: /s/ Xxxxx X. Xxxxxx
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Title: Executive Vice
President
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Date: April 21, 1998
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