FIRST AMENDMENT TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP
EXHIBIT 10(nn)IV
PORTLAND LOFTS ASSOCIATES LIMITED PARTNERSHIP
FIRST AMENDMENT TO
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP
The undersigned, being the sole remaining General Partner of PORTLAND
LOFTS ASSOCIATES LIMITED PARTNERSHIP, a Delaware limited partnership
("Portland"), hereby further amends the Amended and Restated Agreement of
Limited Partnership, dated as of August 23, 1999 (the "Partnership Agreement")
as follows:
a. That the withdrawal of EAST BANK ANGEL JOINT VENTURE, an
Oregon General Partnership, as a General Partner of Portland,
be and hereby is approved, ratified and confirmed.
b. That the withdrawal of EAST BANK ANGEL JOINT VENTURE, an
Oregon general partnership, as a Limited Partner of Portland
be and hereby is approved, ratified and confirmed.
c. That the admission of PORTLAND LOFT APARTMENTS, LLC, as a
Substitute Limited Partner of Portland in place of and to the
extent of the Limited Partner Interest of East Bank Angel
Joint Venture, be and hereby is approved, ratified and
confirmed.
d. That Sections 2.10(a) and (b) of the Partnership Agreement
are amended by replacing "East Bank Angel Joint Venture,
000 X.X. Xxxxx, #000, Xxxxxxxx, Xxxxxx, 00000" with "Portland
Lofts Apartments, LLC, c/o Boston Bay Capital, Inc., 00 Xxxxx
Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx, 00000."
e. In all other respects, the Partnership Agreement is hereby
ratified and confirmed and shall remain in full force and
effect.
[Page Ends Here]
IN WITNESS WHEREOF, the undersigned have executed this Amendment as of
the 31st day of December, 2001.
HISTORIC PRESERVATION PROPERTIES 1989
LIMITED PARTNERSHIP, as General Partner
By: Boston Historic Partners Limited
Partnership, its General Partner
By: Portfolio Advisory Services,
Inc., its General Partner
By: /s/Xxxxxxxx X. Xxxxxxxx
------------------------
Xxxxxxxx X. Xxxxxxxx,
President
and
By: /s/ Xxxxxxxx X. Xxxxxxxx
-------------------------
Xxxxxxxx X. Xxxxxxxx,
its General Partner
WITHDRAWING GENERAL PARTNER:
EAST BANK ANGEL JOINT VENTURE
By: /s/ Xxxxxx X. Xxxxx
------------------------------------
Xxxxxx X. Xxxxx, Partner
and
PACIFIC STAR CORPORATION, Partner
By: /s/ Xxxxxx X. Xxxxx
-----------------------------------
Xxxxxx X. Xxxxx,
Authorized Officer
- 2 -
WITHDRAWING LIMITED PARTNER:
EAST BANK ANGEL JOINT VENTURE
By: /s/ Xxxxxx X. Xxxxx
-----------------------------------
Xxxxxx X. Xxxxx, Partner
and
PACIFIC STAR CORPORATION, Partner
By: /s/ Xxxxxx X. Xxxxx
-----------------------------------
Xxxxxx X. Xxxxx, Authorized Officer
SUBSTITUTE LIMITED PARTNER:
PORTLAND LOFTS APARTMENTS, LLC, a
Delaware limited liability company
By: HISTORIC PRESERVATION PROPERTIES
1989 LIMITED PARTNERSHIP, Member
By: Boston Historic Partners
Limited Partnership,
General Partner
By: Portfolio Advisory
Services, Inc.
By: /s/ Xxxxxxxx X. Xxxxxxxx
------------------------
Xxxxxxxx X. Xxxxxxxx,
President
and
By: /s/ Xxxxxxxx X. Xxxxxxxx
------------------------------
Xxxxxxxx X. Xxxxxxxx,
General Partner
- 3 -
