AMENDMENT TO PURCHASE AND SALE AGREEMENT
Exhibit 10.5
AMENDMENT TO PURCHASE AND SALE AGREEMENT
THIS AMENDMENT TO PURCHASE AND SALE AGREEMENT is dated as of May 31st, 2005 by and among the entities identified on Schedule 1 - Sellers attached hereto (individually, a “Seller”, and collectively, “Sellers”) and U-STORE-IT, L.P., a Delaware limited partnership (“Buyer”), amends the Purchase and Sale Agreement with an effective date of March 1, 2005, between Sellers and Buyer (“Agreement”). Capitalized terms not defined herein shall have the meanings ascribed thereto in the Agreement.
WHEREAS, Sellers have requested that the Project located at 0000 X. Xxxx Xxxxxx Xxxx, Xxxxxx, Xxxxxxx (“Fort Xxxxxx Project”), be withdrawn from, and no longer be subject to, the Agreement;
WHEREAS, Buyer has requested that the Inspection Period be extended to June 27, 2005 solely with respect to environmental matters relating to the Projects, and that the Closing Date be extended to July 7, 2005; and
WHEREAS, Sellers and Buyer desire to amend the terms of the Agreement in furtherance of the foregoing.
NOW THEREFORE, in consideration of the mutual terms, provisions, covenants and agreements set forth herein as well as other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Buyer and Sellers agree as follows:
1. The Fort Xxxxxx Project is hereby withdrawn from the Agreement, and the aggregate Acquisition Value for the Projects is hereby reduced by the Acquisition Value allocated to the Fort Xxxxxx Project.
2. The Inspection Period is hereby extended to June 27, 2005, solely with respect to environmental matters relating to the Projects. Seller agrees to reasonably cooperate with Buyer to resolve matters of title with respect to the Projects. The Closing Date is hereby extended to July 7, 2005.
3. This Amendment may be executed in counterparts, each of which shall be deemed to be an original, and all of such counterparts shall constitute one Amendment. To facilitate execution of the Amendment, the parties may execute and exchange by facsimile counterparts of the signature pages.
[SIGNATURES ON THE FOLLOWING PAGE]
| BUYER: | ||||||
| U-STORE-IT, L.P., a Delaware limited partnership | ||||||
| By: |
its general partner | |||||
| By: | /s/ Xxxxxx X. Xxxxxx | |||||
| Xxxxxx X. Xxxxxx, President and Chief Financial Officer | ||||||
| SELLER: | ||||||||
| Denver Investors, a Delaware Limited Partnership | Lakewood Business Center, a Delaware Limited Partnership | |||||||
| By: | Self Storage GP Corp., General Partner | By: | Self Storage GP Corp., General Partner | |||||
| By: | /s/ Xxxxxx X. Xxxxxx | /s/ Xxxxxx X. Xxxxxx | ||||||
| Xxxxxx X. Xxxxxx, Vice President | By: | Xxxxxx X. Xxxxxx, Vice President | ||||||
| EI Paso Investors, a Delaware Limited Partnership | Mesa Self Storage Investors, a Delaware Limited Partnership | |||||||
| By: | Self Storage GP Corp., General Partner | By: | Self Storage GP Corp., General Partner | |||||
| /s/ Xxxxxx X. Xxxxxx | /s/ Xxxxxx X. Xxxxxx | |||||||
| By: | Xxxxxx X. Xxxxxx, Vice President | By: | Xxxxxx X. Xxxxxx, Vice President | |||||
| Fort Xxxxxx – NSS, a Delaware Limited Partnership | National Self Storage Equities, a Delaware Limited Partnership | |||||||
| By: | Self Storage GP Corp., General Partner | By: | MR Partner Corp., General Partner | |||||
| /s/ Xxxxxx X. Xxxxxx | /s/ Xxxxxx X. Xxxxxx | |||||||
| By: | Xxxxxx X. Xxxxxx, Vice President | By: | Xxxxxx X. Xxxxxx, Vice President | |||||
| Grant Pacific Corporation | NSS – Plma County, a Delaware Limited Partnership | |||||||
| By: | Self Storage GP Corp., General Partner | |||||||
| /s/ Xxxxxx X. Xxxxxx | /s/ Xxxxxx X. Xxxxxx | |||||||
| By: | Xxxxxx X. Xxxxxx, Vice President | By: | Xxxxxx X. Xxxxxx, Vice President | |||||
| National Self Storage Tucson Nos. 10, 11, 12, a Delaware Limited Partnership | NSS SW Investors, LP | |||||||
| By: | Islander (Delaware) Inc., General Partner | By: | Self Storage GP Corp., General Partner | |||||
| /s/ Xxxxxx X. Xxxxxx | /s/ Xxxxxx X. Xxxxxx | |||||||
| By: | Xxxxxx X. Xxxxxx, Vice President | By: | Xxxxxx X. Xxxxxx, Vice President | |||||
2
| Oracle Business Plaza Associates, a Delaware Limited Partnership | SGMP TV/Xxxx Investors, L.P. | |||||||
| By: | Self Storage GP Corp., General Partner | By: | Self Storage GP Corp., General Partner | |||||
| /s/ Xxxxxx X. Xxxxxx | /s/ Xxxxxx X. Xxxxxx | |||||||
| By: | Xxxxxx X. Xxxxxx, Vice President | Xxxxxx X. Xxxxxx, Vice President | ||||||
| Sacramento Investors, a Delaware Limited Partnership | SGMP Houston Investors, LP | |||||||
| By: | Self Storage GP Corp., General Partner | By: | Self Storage GP Corp., General Partner | |||||
| /s/ Xxxxxx X. Xxxxxx | /s/ Xxxxxx X. Xxxxxx | |||||||
| By: | Xxxxxx X. Xxxxxx, Vice President | By: | Xxxxxx X. Xxxxxx, Vice President | |||||
| Utah Business Partners 1, a Delaware Limited Partnership | SGMP Equity Fund I Limited Partnership | |||||||
| By: | Self Storage GP Corp., General Partner | By: | Self Storage GP Corp., General Partner | |||||
| /s/ Xxxxxx X. Xxxxxx | /s/ Xxxxxx X. Xxxxxx | |||||||
| By: | Xxxxxx X. Xxxxxx, Vice President | By: | Xxxxxx X. Xxxxxx, Vice President | |||||
| SGMP Equity Fund II Limited Partnership | NSS Southern California, L.P. | |||||||
| By: | Self Storage GP Corp., General Partner | By: | NSS Southern California, Inc. | |||||
| /s/ Xxxxxx X. Xxxxxx | /s/ Xxxxxx X. Xxxxxx | |||||||
| By: | Xxxxxx X. Xxxxxx, Vice President | By: | Xxxxxx X. Xxxxxx, Vice President | |||||
| SGMP Synott Limited Partnership | SSMC Mortgage Securities Trust 96-1 | |||||||
| By: | Self Storage GP Corp., General Partner | By: | SSMC Funding Corp. | |||||
| /s/ Xxxxxx X. Xxxxxx | /s/ Xxxxxx X. Xxxxxx | |||||||
| By: | Xxxxxx X. Xxxxxx, Vice President | By: | Xxxxxx X. Xxxxxx, Vice President | |||||
| NSS Palo Verde, LP | ||||||||
| By: | Self Storage GP Corp., General Partner | |||||||
| /s/ Xxxxxx X. Xxxxxx | ||||||||
| By: | Xxxxxx X. Xxxxxx, Vice President | |||||||
| NSS New Mexico, Limited Partnership | ||||||||
| By: | MR Partner Corp., General Partner | |||||||
| /s/ Xxxxxx X. Xxxxxx | ||||||||
| By: | Xxxxxx X. Xxxxxx, Vice President | |||||||
3
| DESIGNATED PRINCIPALS: |
| /s/ W. Xxxxxxx Xxxxxx |
| W. XXXXXXX XXXXXX |
| /s/ Xxxxxx X. Xxxxxx |
| XXXXXX X. XXXXXX |
The undersigned hereby execute this Amendment for purposes of Section 7.5 and Section 11.3 of the Agreement
| /s/ W. Xxxxxxx Xxxxxx |
| W. Xxxxxxx Xxxxxx |
| THE SCHOMAC GROUP, INC., an Arizona Corporation |
| /s/ Xxxxxx X. Xxxxxx |
| Xxxxxx X. Xxxxxx, President |
| TEDCO, INC., an Arizona Corporation |
| /s/ Xxxxxx X. Xxxxxx |
| Xxxxxx X. Xxxxxx, Vice President |
| Xxxxxx X. Xxxxxx Revocable Trust Dated August 6, 2002 |
| /s/ Xxxxxx X. Xxxxxx |
| Xxxxxx X. Xxxxxx, Trustee |
| Xxxxx X. Xxxxxx Revocable Trust Dated November 9, 1999 |
| /s/ Xxxxx X. Xxxxxx |
| Xxxxx X. Xxxxxx, Trustee |
| San Simeon Invesments IV L.P. |
| By: RMS GP Corp., an Arizona Corporation, General Partner |
| /s/ Xxxx X. Xxxxxx |
| Xxxx X. Xxxxxx, President |
| Trust B of the Xxxxxxx X. Xxxxxx Family Revocable 1975 Trust |
| /s/ Xxxxxxx X. Xxxxxx |
| Xxxxxxx X. Xxxxxx, Trustee |
4
