SECOND AMENDMENT TO AGREEMENT
OF SALE AND ESCROW AGREEMENT
This Second Amendment to Agreement of Sale and Escrow Agreement ("Second
Amendment") is entered into as of November 21, 1996 by and between VILLA MEDICI
LIMITED PARTNERSHIP, an Illinois limited partnership, as Seller and HEOW, INC.,
as Purchaser.
R E C I T A L S:
A. Purchaser and Seller have entered into an Agreement of Sale
("Agreement") and an Escrow Agreement ("Escrow Agreement"), both dated as of
October 29, 1996, for the purchase and sale of the apartment project known as
Villa Medici Apartments, which Agreement and Escrow Agreement were amended on
November 5, 1996.
B. The parties hereto now wish to further amend the Agreement and the
Escrow Agreement.
NOW, THEREFORE, the parties agree that the Agreement and Escrow Agreement
are modified as follows:
1. Paragraph 1 of the Agreement is modified to change the Purchase Price
to Twelve Million Eight Hundred Eight Thousand Dollars ($12,808,000.00).
2. The number $13,100,000.00 in Paragraph 2b of the Agreement is changed
to $12,808,000.00.
3. Paragraph 8 of the Agreement is modified to provide for a Closing
Date of December 5, 1996 at the office of the Seller's attorney.
4. Purchaser hereby acknowledges that it has approved the Documents and
the condition of the Property.
5. Paragraph 1 of the Escrow Agreement is deleted in its entirety and
the following is substituted in its place:
1. Concurrently with execution of this Escrow Agreement, Purchaser
has delivered to Escrow Agent funds in the amount of $75,000.00 (the "Xxxxxxx
Money"). Escrow Agent acknowledges receipt of a check or wired funds
representing the Xxxxxxx Money.
6. Paragraph 2 of the Escrow Agreement is amended by replacing the
December 2, 1996 date with December 5, 1996.
7. Exhibit A of the Escrow Agreement is deleted in its entirety.
8. Except as modified herein, all other terms and conditions of the
Agreement and Escrow Agreement remain in full force and effect.
9. All capitalized terms used herein shall have the same meaning as in
the Agreement and the Escrow Agreement.
10. This Second Amendment may be executed in multiple facsimile
counterparts, each of which shall be deemed an original, but all of which shall
constitute one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have put their hand and seal as of
the date set forth above.
PURCHASER:
HEOW, INC., a Wisconsin corporation
By: /s/ Xxxxxx X. Xxxxxx
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SELLER:
VILLA MEDICI LIMITED PARTNERSHIP,
an Illinois limited partnership
By: Villa Medici Partners, Inc.,
an Illinois corporation
By: /s/ Xxxxx X. Xxxxxxxxx
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ESCROW AGENT: (to be signed upon receipt
of the Xxxxxxx Money)
CHARTER TITLE COMPANY, agent
for Chicago Title Insurance Company
By:
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