SECOND AMENDMENT TO PURCHASE AND SALE CONTRACT
Exhibit 10(ii)(p)
SECOND AMENDMENT TO PURCHASE AND SALE CONTRACT
This Second Amendment to Purchase and Sale Contract (this “Amendment”) is made as of March 26, 2010 by and among AIMCO XXXXXX ACRES, LLC, a Delaware limited liability company, and NEW SHELTER V LIMITED PARTNERSHIP, a Delaware limited partnership (collectively “Sellers”), and GOLDOLLER GREENVILLE I, LLC, a Delaware limited liability company (“Purchaser”).
W I T N E S S E T H:
WHEREAS, Sellers and Purchaser entered into that certain Purchase and Sale Contract, dated as of February 9, 2010, as amended by that certain First Amendment to Purchase and Sale Contract, dated February 24, 2010, with respect to the sale of certain property described therein (the “Contract”); and
WHEREAS, Sellers and Purchaser desire to amend certain provisions of the Contract.
NOW, THEREFORE, in consideration of the mutual covenants herein contained, the sum of $10.00 and other good and valuable consideration, the mutual receipt and legal sufficiency of which are hereby acknowledged, the parties hereby agree as follows:
4. Xxxxxx Acres Defeasance. Purchaser hereby acknowledges that the Loan with respect to the Xxxxxx Acres Property is subject to a defeasance at Closing. In connection therewith, Purchaser hereby acknowledges and agrees to the following: (i) notwithstanding anything to the contrary contained in the Contract, the balance of the Purchase Price for each Property shall be delivered to Escrow Agent no later than 5:00 p.m. on the Business Day immediately prior to the Closing Date, (ii) Purchaser shall pay all fees and expenses (including, without limitation, all fees and expenses of the servicer, servicer’s counsel, Sellers’ defeasance consultant and the rating agencies) in connection with the defeasance, and (iii) in connection with the defeasance, Sellers shall have the right to adjourn the Closing to May 26, 2010, by delivering written notice to Purchaser not later than April 21, 2010.
[Signature Page to Follow]
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the date and year hereinabove written.
Sellers:
AIMCO
XXXXXX ACRES, LLC, a Delaware limited liability company
By: AIMCO XXXXXX ACRES MANAGER, LLC, a Delaware limited liability company, its manager
By: AIMCO PROPERTIES, L.P., a Delaware limited partnership, its member
By: AIMCO-GP, INC., a Delaware corporation, its general partner
By: /s/Xxxxx X. Xxxxxxx
Name: Xxxxx X. Xxxxxxx
Title: Vice President
NEW SHELTER V LIMITED PARTNERSHIP, a Delaware limited partnership
By: SHELTER V GP LIMITED PARTNERSHIP, a Delaware limited partnership, its general partner
By: SHELTER REALTY V CORPORATION, a South Carolina corporation, its general partner
By: /s/Xxxxx X. Xxxxxxx
Name: Xxxxx X. Xxxxxxx
Title: Vice President
[Purchaser’s signature page follows]
