FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT
EXHIBIT 10.2
FIRST
AMENDMENT TO PURCHASE AND SALE AGREEMENT
This
First Amendment to Purchase and Sale Agreement ("Amendment") is entered into
this 16th day of February, 2009, by and between FAIRFAX MEDICAL CENTER, LLC, a
Virginia limited liability company ("Seller") and GYRODYNE COMPANY OF AMERICA,
INC., a New York corporation ("Purchaser").
RECITALS:
WHEREAS,
Seller and Purchaser entered into a Purchase and Sale Agreement bearing an
effective date of January 2, 2009 (the "Agreement") whereby, subject to the
terms and conditions therein contained, Seller agreed to sell and Purchaser
agreed to purchase that certain real property and all buildings and improvements
located thereon and having a street address of 00000 Xxxx Xxxxxx, Xxxxxxx,
Xxxxxxx Xxxxxx, Xxxxxxxx (hereinafter "the Property"); and
WHEREAS,
Seller and Purchaser executed the Agreement on February 2, 2009, and the actual
Effective Date of the Agreement should be February 2, 2009; and
WHEREAS,
the Agreement's type-written Effective Date of January 2, 2009, is a
typographical error which the Seller and Purchaser desire to correct;
and
NOW
THEREFORE, in consideration of the mutual covenants as set forth herein, and of
other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, the parties agree and covenant as follows:
1. The
recitals set forth above are hereby incorporated as essential terms of this
Amendment.
2. The
Agreement is hereby amended such that the Effective Date of the Agreement shall
be February 2, 2009.
3. The
terms of the Agreement not otherwise affected by this Amendment remain in full
force and effect and are incorporated by reference as if fully set forth
herein.
4. This
Amendment is binding upon and shall inure to the benefit of the parties hereto
and to their respective heirs, employees, agents, partners, affiliates,
independent contractors, affiliated entities, successors, assigns, and
attorneys.
5. This
Amendment may be executed simultaneously in one or more counterparts and
delivered by facsimile or other electronic means, each of which shall be deemed
an original and all of which together shall constitute one and the same
instrument.
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SIGNATURE PAGES FOLLOW >
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IN
WITNESS WHEREOF, the Seller has executed this first Amendment to Purchase and
Sale Agreement on the date set forth below and effective as of the date first
above-written.
SELLER:
FAIRFAX MEDICAL CENTER, LLC,
a Virginia limited liability company
/s/ Xxxx Son
Xxxxx [SEAL]
By: Xxxx Son Xxxxx, Managing Member
Date: 2-16-2009
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IN
WITNESS WHEREOF, the Purchaser has executed this First Amendment to Purchase
and
Sale Agreement on the date set forth below and effective as of the date first
above-written.
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PURCHASER:
GYRODYNE
COMPANY OF AMERICA, INC.,
a
New York corporation
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/s/ Xxxxx Xxxxxxxxx, COO
[SEAL]
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By:
Xxxxx Xxxxxxxxx, Chief Operating Officer
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| Date: February 16, 2009 |
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