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Exhibit (d)(2)
Gotham Partners, L.P.
Gotham Partners International, Ltd.
Gotham Partners III, L.P.
Gotham Holdings II, L.L.C.
000 Xxxx 00xx Xxxxxx, 00xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
CONFIDENTIAL
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As of September 15, 2000
Radiant Investors LLC
c/o Radiant Partners LLC
000 Xxxxx Xxxxxx, Xxxxx 0000
Xxx Xxxx, Xxx Xxxx 00000
Gentlemen:
Reference is made to that certain Voting Agreement (the "Voting
Agreement"), dated as of September 15, 2000, by and between Gotham Partners
Management Co. LLC and Radiant Investors LLC ("Radiant"). Each of the
undersigned hereby agrees to comply with the terms of the Voting Agreement as if
each were the "Shareholder," pursuant to the Voting Agreement, and the shares of
beneficial interest of First Union Real Estate Equity and Mortgage Investments
beneficially owned by each were the "Shares," pursuant to the Voting Agreement.
This agreement will terminate upon the termination of the Voting Agreement.
Very truly yours,
GOTHAM PARTNERS, L.P.
By: Section H Partners, L.P.,
its general partner
By: Karenina Corporation,
a general partner of Section H
Partners, L.P.
By:/s/ Xxxxxxx X. Xxxxxx
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Xxxxxxx X. Xxxxxx
President
GOTHAM PARTNERS III, L.P.
By: Section H Partners, L.P.,
its general partner
By: Karenina Corporation,
a general partner of Section H
Partners, L.P.
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By:/s/ Xxxxxxx X. Xxxxxx
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Xxxxxxx X. Xxxxxx
President
GOTHAM PARTNERS INTERNATIONAL, LTD.
By: Gotham International Advisors, L.L.C.
By:/s/ Xxxxxxx X. Xxxxxx
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Xxxxxxx X. Xxxxxx
Senior Managing Member
GOTHAM HOLDINGS II, L.L.C.
By: Gotham Holdings Management LLC,
the Manager
By:/s/ Xxxxxxx X. Xxxxxx
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Xxxxxxx X. Xxxxxx
Senior Managing Member
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