Exhibit 10(s)
November 14, 2005
VIA FACSIMILE
Xxxxx Holding Corp.
0000 Xxxxxx Xxx.
Xxxxxxxx, Xxxxxxxxxx 00000
Attn: Mr. Xxxxxxx Xxxxxx
Re: That certain improved real property commonly known as 0000 Xxxxxxxxx Xxxx.
- 0000 Xxxxxx Xxx. in Petaluma, California
Dear Xxxxxxx:
Reference is made to that certain Agreement of Purchase and Sale dated as
of July 25, 2005, entered into between Xxxxx Holding Corp., a California
corporation ("Seller"), and Basin Street Properties, a California corporation
("Buyer"), as amended by those certain side letter agreements dated as of
September ___, 2005, October 21, 2005, October 31, 2005 and November 7, 2005 (as
amended, the "Agreement").
Pursuant to the Agreement, Seller agreed to sell to Buyer, and Buyer agreed
to purchase from Seller, the above-referenced property. Capitalized terms used
herein and not defined herein shall have the same meanings as set forth in the
Agreement.
Buyer and Seller hereby modify the Agreement as follows:
1. Purchase Price. The Purchase Price is reduced from Thirteen Million One
Hundred Thousand Dollars ($13,100,000) to Twelve Million Seven Hundred Fifty
Thousand Dollars ($12,750,000).
2. Lease. The form of the Lease is revised to (i) reduce the initial
monthly rent from $1.30 per rentable square foot to $1.25 per rentable square
foot and (ii) provide for Tenant to pay to Landlord advance rent in the amount
of $979,652.16 (i.e., an amount equal to the total amount of the base rent and
estimated taxes and operating expenses due for the first nine full calendar
months of the term of the Lease) (hereinafter referred to as the "Advance
Rent"). The form of the Lease attached as Exhibit D to the Lease is deleted and
the form of the Lease attached hereto is substituted in place thereof.
3. Advance Rent. At Close of Escrow, Escrow Holder shall deliver the
Advance Rent to Buyer to be deposited into an account designated by Buyer or
Buyer's lender.
Except as expressly modified hereby, the Agreement is unmodified and in
full force and effect.
Please execute this letter agreement in the space provided below to
evidence your acceptance of the terms of this letter agreement, and return a
fully executed copy of this letter agreement to me. This letter agreement may be
executed in one or more counterparts, and all of the counterparts shall
constitute but one and the same agreement.
Sincerely,
BASIN STREET PROPERTIES,
a California corporation
By: /s/ Xxxxxxx X. Xxxxx
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Xxxxxxx X. Xxxxx
President
AGREED AND ACCEPTED:
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XXXXX HOLDING CORP., a California corporation
By: /s/ Xxxx X. Xxxxxx
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Name: Xxxx X. Xxxxxx
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Its: Chief Information Officer
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By:
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Name:
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Its:
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