Exhibit 10.11
SECOND AMENDMENT TO LOT PURCHASE AGREEMENT
(EXECUTIVE LOTS)
THIS SECOND AMENDMENT TO LOT PURCHASE AGREEMENT (this "Amendment") is made
as of the 10th day of May, 2005, by and between RENAISSANCE AT WOODLANDS, LLC, a
Virginia limited liability company, hereinafter called "Seller," WOODLANDS
NEIGHBORHOODS, LLC, a Virginia limited liability company, hereinafter called
"Neighborhoods," and RENAISSANCE AT EVERGREEN XXXXX ROAD, LLC, a Virginia
limited liability company, hereinafter called "Renaissance."
BACKGROUND
A. Seller and Neighborhoods have heretofore entered into a certain Lot
Purchase Agreement (Executive Lots), dated January 10, 2002, as amended by that
certain Assignment and Assumption of the Agreement dated as of January ___,
2004, and by that certain First Amendment to Lot Purchase Agreement (Executive
Lots), dated February 15, 2005, with respect to the sale and purchase of certain
Lots (as such term is defined therein) located in Loudoun County, Virginia (the
"Executive Lots Agreement").
B. Seller and Renaissance have heretofore entered into a certain Lot
Purchase Agreement (Estate Lots), dated January 10, 2002, as amended by that
certain First Amendment to Lot Purchase Agreement (Estate Lots) < dated February
15, 2005, with respect to the sale and purchase of certain Lots (as such term is
defined therein) located in Loudoun County, Virginia (the "Estate Lots
Agreement').
C. Seller, Neighborhoods and Renaissance have agreed to amend and modify
the Executive Lots Agreement and the Estate Lots Agreement as set forth herein.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing, of the mutual promises
set forth herein, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto, intending
legally to be bound, hereby covenant and agree as follows:
1. Recitals; Defined Terms. The foregoing recitals are hereby incorporated
by this reference and made a substantive part hereof. Any capitalized terms not
otherwise defined herein shall have the meanings set forth in the Executive Lots
Agreement.
2. Amendment to Executive Lots Agreement. Schedule 1 to the Executive Lots
Agreement is hereby amended by deleting Lot 15 and inserting Lot 13 in lieu
thereof, to reflect that Xxx 00 xxxxx xx purchased by Neighborhoods.
3. Binding Effect. This Amendment shall be binding upon, and shall inure to
the benefit of the parties hereto and their respective successors and assigns.
4. Ratification. Except as modified hereby, the Executive Lots Agreement is
hereby ratified and confirmed for all purposes and in all respects.
5. Counterparts. This Amendment may be executed in several counterparts,
each of which shall be deemed an original, but all of which together shall
constitute the same instrument.
[Remainder of Page Intentionally Left Blank]
-2-
IN WITNESS WHEREOF, the parties have executed this Amendment on the date
indicated.
WITNESS: RENAISSANCE AT WOODLANDS, LLC,
a Virginia limited liability company
By: Xxxxxxx-Xxxxxx Woodlands, LLC,
Member
/s/ By: /s/ Xxxxxx X. Alloy (SEAL)
------------------------------------- ------------------------------
Name: Xxxxxx X. Alloy
Title: President
Date: May 10, 2005
By: Woodland Properties, LLC, Member
/s/ By: /s/ Xxxxxx X. Small, Jr. (SEAL)
------------------------------------- ------------------------------
Name: Xxxxxx X. Small, Jr.
Title: President
Date: May 10, 2005
WITNESS: WOODLANDS NEIGHBORHOODS, LLC,
a Virginia limited liability company
/s/ By: /s/ Xxxxxx X. Alloy (SEAL)
------------------------------------- ------------------------------
Name: Xxxxxx X. Alloy
Title: President
Date: May 10, 0000
XXXXXXXXXXX XX XXXXXXXXX XXXXX XXXX, LLC
/s/ By: /s/ Xxxxxx X. Small, Jr. (SEAL)
------------------------------------- ------------------------------
Name: Xxxxxx X. Small, Jr.
Title: President
Date: May 10, 2005
-3-
