EXHIBIT 10.1
Home Properties, L.P.
Amendment No. Eighty-Eight to
Second Amended and Restated
Agreement of Limited Partnership
Effective March 28, 2007, "Schedule A" to the Second Amended and Restated
Agreement of Limited Partnership of Home Properties, L.P. (the "Partnership
Agreement") is hereby amended to reflect the issuance of limited partnership
interests to the former partners/members of Xxxxxxxx LLLP, Dunhaven Limited
Partnership, Walther LLLP and JARMHL, LLC. The new partners and their limited
partnership interests are listed on Exhibit A attached hereto.
GENERAL PARTNER
Home Properties, Inc.
/s/ Xxx X. XxXxxxxxx
----------------------------------------------
Xxx X. XxXxxxxxx
Secretary
LIMITED PARTNERS LISTED ON SCHEDULE A
By: Home Properties, Inc.
as attorney-in-fact
/s/ Xxx X. XxXxxxxxx
----------------------------------------------
Xxx X. XxXxxxxxx
Secretary
(Schedule A setting forth the names, addresses, number of units held and
percentage interest of the partners has been omitted and will be furnished upon
request).
AMENDMENT NO. 89 TO THE SECOND
AMENDED AND RESTATED AGREEMENT OF
LIMITED PARTNERSHIP OF HOME PROPERTIES, L.P.
This AMENDMENT No. 89 TO THE SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED
PARTNERSHIP OF HOME PROPERTIES, L.P., dated as of April 2, 2007 (this
"Amendment"), is being executed by Home Properties, Inc., a Maryland corporation
(the "General Partner"), as the general partner of Home Properties, L.P., a New
York limited partnership (the "Partnership"), pursuant to the authority
conferred on the General Partner by Section 9.10(b)(iv) of the Second Amended
and Restated Agreement of Limited Partnership of Home Properties, L.P., dated as
of September 23, 1997 (the "Agreement"). Capitalized terms used, but not
otherwise defined herein, shall have the respective meanings ascribed thereto in
the Agreement.
NOW, THEREFORE, in consideration of the foregoing, and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged:
1. The Agreement is hereby amended to revise the first sentence of Section
1.65 to read as follows:
"With respect to Distributions, the same date on which record is to be
taken for purposes of any dividend payment to be made on shares of the
Common Stock of the General Partner after reflecting assignments effective
as of such day."
2. Except as specifically amended hereby, the terms, covenants, provisions and
conditions of the Agreement shall remain unmodified and continue in full
force and effect and, except as amended hereby, all of the terms,
covenants, provisions and conditions of the Agreement are hereby ratified
and confirmed in all respects.
IN WITNESS WHEREOF, this Amendment has been executed as of the date first
written above,
GENERAL PARTNER:
HOME PROPERTIES, INC.
By /s/ Xxx X. XxXxxxxxx
----------------------------------------------
Name: Xxx X. XxXxxxxxx
Title: Executive Vice President and Secretary
