EXHIBIT 1
FIRST AMENDMENT TO PURCHASE AGREEMENT
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This First Amendment to Purchase Agreement (this "First Amendment") is made
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by and among GLENBOROUGH PROPERTIES, L.P., XXXXX XXXXXX LLC, GLB CHASE ON
COMMONWEALTH, L.P., GLB COURTYARD, L.P., GLB FARMHURST, L.P., GLB THE OAKS,
L.P., GLB SHARONRIDGE - PHASE I, LIMITED PARTNERSHIP, GLB SHARONRIDGE - PHASE
II, LIMITED PARTNERSHIP, GLB XXXXXXXX XXXX, L.P., GLENBOROUGH FUND V, LIMITED
PARTNERSHIP, GLENBOROUGH FUND VI, LLC, and GLENBOROUGH FUND X, LIMITED
PARTNERSHIP (collectively, "Transferors") and XXXX GARDENS, LLC, a Nevada
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limited liability company ("Buyer").
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R E C I T A L S:
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A. Transferors and Buyer entered into that certain Purchase Agreement
effective September 26, 2000 (the "Agreement"), pursuant to which Transferors
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agreed to sell to Buyer and Buyer agreed to purchase from Transferors the
Properties described therein. Unless otherwise expressly defined, all
capitalized terms used herein shall have the meanings given to such terms in the
Agreement.
B. Transferors and Buyer have decided to amend the Agreement to provide
for the extension of certain dates set forth therein.
NOW, THEREFORE, for and in consideration of the premises and the mutual
covenants herein contained, Transferors and Buyer hereby agree as follows:
1. Approval Date. The Approval Date, which is defined in Addendum I of
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the Agreement, is hereby extended to November 30, 2000.
2. Assumption Application Deadline. The Assumption Application Deadline,
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which is defined in Section 5(a)(v) of the Agreement, is hereby extended to
November 30, 2000.
3. Seller. The defininition of Seller contained in Addendum I of the
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Agreement is hereby revised to read in its entirety as follows:
Sellers. Glenborough Properties, L.P. as to Woodmere Trace. Glenborough
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Fund V, L.P. as to Overlook Apartments. Glenborough Fund VI, LLC as to
Xxxxxxxx Crossing, Xxxxx Xxxxxx, Phase I, Park at Woodlake, Player's Club,
Sabal Point and Willow Xxxx Apartments. Glenborough Fund X, Limited
Partnership, as to Bandera Crossing, Bear
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Creek, Cypress Creek, Hunters Chase, Hunterwood, Longspur Crossing, North
Park, Silver Vale Crossing, Stone Ridge, the Hollows, Vista Crossing,
Walnut Creek Crossing, Willow Brook and Wind River Crossing, Jefferson
Creek, Jefferson Place and La Costa. GLB Chase on Commonwealth, L.P. as to
Chase on Commonwealth. DC Courtyard, L.P. as to the Courtyard Apartments.
GLB Farmhurst, L.P. as to the Landing on Farmhurst Apts. GLB the Oaks, L.P.
as to the Oaks Apartments. GLB Sharonridge - Phase I and II, Limited
Partnership, as to Sharonridge Apartments - Phase I. GLB Sharonridge -
Phase I and II, Limited Partnership, as to Sharonridge Apartments - Phase
II. GLB Xxxxxxxx Xxxx, L.P. as to Xxxxxxxx Xxxx Apartments. Xxxxx Xxxxxx,
LLC as to the Chase, Phase II.
4. Ratification. Except as amended by this First Amendment, the terms and
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provisions of the Agreement shall remain in full force and effect, and shall be
binding upon and inure to the benefit of the parties hereto.
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EXECUTED as of November __, 2000.
TRANSFERORS:
GLENBOROUGH PROPERTIES, L.P.
a California limited partnership
By Glenborough Realty Trust Incorporated,
a Maryland corporation,
its General Partner
By
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Its
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XXXXX XXXXXX LLC,
a Delaware limited liability company
By: Glenborough Properties, L.P.,
a California limited partnership
Its Managing Member
By: Glenborough Realty Trust Incorporated
Its General Partner
By
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Its
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GLB CHASE ON COMMONWEALTH, L.P.,
a North Carolina limited partnership
By: Glenborough Corporation
Its Agent
By
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Its
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GLB COURTYARD, L.P.,
a North Carolina limited partnership
By: Glenborough Corporation
Its Agent
By
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Its
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GLB FARMHURST, L.P.,
a North Carolina limited partnership
By: Glenborough Corporation
Its Agent
By
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Its
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GLB THE OAKS, L.P.,
a North Carolina limited partnership
By: Glenborough Corporation
Its Agent
By
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Its
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GLB SHARONRIDGE - PHASE I, LIMITED PARTNERSHIP,
a North Carolina limited partnership
By: Glenborough Corporation
Its Agent
By
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Its
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GLB SHARONRIDGE - PHASE II, LIMITED PARTNERSHIP,
a North Carolina limited partnership
By: Glenborough Corporation
Its Agent
By
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Its
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GLB XXXXXXXX XXXX, L.P.,
a North Carolina limited partnership
By: Glenborough Corporation
Its Agent
By
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Its
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GLENBOROUGH FUND V, LIMITED PARTNERSHIP,
a Delaware limited partnership
By: Glenborough Realty Trust Incorporated
Its Agent
By
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Its
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GLENBOROUGH FUND VI, LLC,
a Delaware limited liability company
By: Glenborough Realty Trust Incorporated
Its Agent
By
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Its
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GLENBOROUGH FUND X, LIMITED PARTNERSHIP,
a Delaware limited partnership
By: Glenborough Realty Trust Incorporated
Its Agent
By
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Its
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BUYER:
XXXX GARDENS, LLC, a Nevada limited liability company
By
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Its
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