Exhibit 2.1(f)
SIXTH AMENDMENT TO CONSOLIDATION AGREEMENT
This Sixth Amendment ("Sixth Amendment") to the Consolidation
Agreement dated as of the 1st day of April, 1996 (the "Consolidation
Agreement") between Grand Court Lifestyles, Inc., a Delaware corporation
("Grand Court"), party of the first part, and Xxxx Xxxxxxx and Xxxxxxx X.
Xxxxx (the "Transferring Shareholders") and J&B Management Company, a New
Jersey partnership (the "Company"), parties of the second part, is made as
of the 1st day of April, 1996. Capitalization terms not defined herein
shall have the meanings ascribed to them in the Consolidation Agreement.
W I T N E S S E T H:
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Whereas, Grand Court, the Transferring Shareholders and the Company
entered into the Consolidation Agreement;
Whereas, Grand Court, the Transferring Shareholders and the Company
desire to amend Schedule 1.2 of the Agreement by this Sixth Amendment
relating to the transfer of interests in Grand Court Lifestyles Payroll
Corp. by the Transferring Shareholders to Grand Court;
Accordingly, the parties hereto agree as follows:
ARTICLE I
Stock and Interests Acquired by Buyer
Schedule 1.2 is hereby amended to include immediately after clause (i)
thereof new clause (j):
(j) interests in Grand Court Lifestyles Payroll Corp., a Delaware
corporation
ARTICLE II
Miscellaneous
Except as herein specifically amended, all of the terms, provisions
and conditions of the Consolidation Agreement shall continue to remain in
full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Sixth
Amendment to be duly executed as of the day and year first above written.
/s/ Xxxx Xxxxxxx /s/ Xxxxxxx X. Xxxxx
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Xxxx Xxxxxxx Xxxxxxx X. Xxxxx
J&B MANAGEMENT COMPANY
/s/ Xxxx Xxxxxxx /s/ Xxxxxxx X. Xxxxx
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By: Xxxx Xxxxxxx, Partner By: Xxxxxxx X. Xxxxx, Partner
GRAND COURT LIFESTYLES, INC.
/s/ Xxxx Xxxxxxx /s/ Xxxxxxx X. Xxxxx
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By: Xxxx Xxxxxxx, President By: Xxxxxxx X. Xxxxx, Vice-President