AMENDMENT NO. 2
TO
REAL ESTATE PURCHASE AGREEMENT
THIS AMENDMENT NO. 2 TO REAL ESTATE PURCHASE AGREEMENT (this "Amendment")
is made and entered into this 16th day of June, 1997, among W & W INVESTMENTS
LIMITED PARTNERSHIP, a Delaware limited partnership ("Seller"), XXXXXX XXXXXXXX
and XXXXXXX XXXXXXXX (collectively referred to as the "General Partners"),
CASTLE PROPERTIES, L.L.C., a Delaware limited liability company ("Purchaser")
and NATIONAL RESTAURANT ENTERPRISES, INC. d/b/a AMERIKING CORPORATION, a
Delaware corporation ("NRE").
R E C I T A L S:
WHEREAS, Seller, the General Partners and Purchaser entered into a Real
Estate Purchase Agreement, dated March 7, 1997, and an Amendment Xx. 0 xxxxxxx,
xxxxx Xxxxx 0, 0000 (xx amended, the "Agreement"); WHEREAS, the parties desire
to amend the Agreement to more closely reflect
the parties' intentions.
NOW THEREFORE, in consideration of the Recitals, which shall be deemed to
be a substantive part of this Amendment, and the mutual covenants, promises,
agreements, representations and warranties contained in this Amendment, the
parties hereto do hereby covenant, promise, agree, represent and warrant as
follows:
1. Assignment. Purchaser hereby assigns the Agreement, as amended by this
Amendment, and all rights and obligations thereunder, to NRE, and each and every
reference to Purchaser (other than in this Section 1) in the Agreement, as
amended by this Amendment, shall be deemed to refer to NRE. NRE hereby accepts
such assignment.
2. Purchase Price Amended. The parties hereto agree that the Purchase
Price is hereby amended to be Four Million Three Hundred Twenty Eight Thousand
Four Hundred Sixty Two and no/100 Dollars ($4,328,462.00).
3. Scope. To the extent not amended or modified herein, the Agreement
shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Amendment, with the intention of making it a valid and binding instrument, on
the date first above written.
Seller:
W & W INVESTMENTS LIMITED PARTNERSHIP
By:____________________________________
W. Xxxxxx Xxxxxxxx, General Partner
General Partners:
_______________________________________
Xxxxxx Xxxxxxxx
_______________________________________
Xxxxxxx Xxxxxxxx
Purchaser:
CASTLE PROPERTIES, L.L.C.
By:____________________________________________
Xxxxxxxx X. Xxxx, Manager
NRE:
NATIONAL RESTAURANT ENTERPRISES, INC.
d/b/a AMERIKING CORPORATION
By:____________________________________________
Xxxxxxxx X. Xxxx, Chief Executive Officer
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