AMENDMENT TO
CERTIFICATE AND AGREEMENT
OF LIMITED PARTNERSHIP
OF CONAM REALTY PENSION INVESTORS LP
This Amendment to Certificate and Agreement of Limited Partnership of ConAm
Realty Pension Investors LP, a New York limited partnership formerly known as
Xxxxxx/ConAm Realty Pension Investors (the "PARTNERSHIP"), is entered into as of
January 18, 1999, and amends the Certificate and Agreement of Limited
Partnership of the Partnership (as amended to date, the "AGREEMENT"), as
follows:
1. Section 11.d.(xi) of the Agreement is hereby amended as follows:
(xi) Permit the Partnership to purchase or lease property in which a
General Partner or any Affiliate has an interest or sell any Property to a
General Partner or any Affiliate, except as otherwise provided herein or
unless such transaction is specifically approved by Limited Partners owning
a majority of the Units outstanding at that time.
2. Except as expressly amended hereby, all other provisions of the
Agreement shall remain unchanged and shall continue in full force and
effect.
3. The effective date of this Amendment is January 18, 1999.
GENERAL PARTNER:
ConAm Property Services III, Ltd.
By: Continental American Development, Inc.,
its general partner
By: /s/ Xxxxx Xxxxxx
-----------------------------
E. Xxxxx Xxxxxx,
Vice President
LIMITED PARTNERS:
The Limited Partners of the Partnership whose names are
recorded in the records of the Partnership by ConAm
Property Services III, Ltd., their attorney-in-fact
By: Continental American Development, Inc.
By: /s/ Xxxxx Xxxxxx
-----------------------------
E. Xxxxx Xxxxxx,
Vice President
