SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT
Exhibit 6.3
SECOND AMENDMENT TO
This
SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT (this
“Second
Amendment”), is made as of this 27th day of January,
2017 (the “Effective
Date”), by and between USAA REAL ESTATE COMPANY, a Delaware
corporation (“Seller”);
and HC GOVERNMENT REALTY HOLDINGS,
L.P., a Delaware limited partnership, or its permitted
assigns (“Buyer”).
RECITALS
A. Seller and Buyer
entered into that certain Purchase and Sale Agreement regarding the
purchase of the Property effective as of December 28, 2016, as
amended by that certain First Amendment to Purchase and Sale
Agreement dated as of January 19, 2017 (collectively, the
“Agreement”),
which Property is more particularly described in the
Agreement.
B. The parties have
agreed to modify and amend the Agreement as more particularly set
forth in this Second Amendment.
AMENDMENT
NOW,
THEREFORE, in consideration of the mutual promises herein and other
good and valuable consideration, the receipt and sufficiency of
which is hereby acknowledged by the Parties, the Parties agree as
follows:
1. Definitions. All capitalized
terms used this in this Second Amendment but not otherwise defined
shall have their same meanings as set forth in the
Agreement.
2. Approval Date. The Term Sheet
and Section 3.6 of the Agreement are hereby modified to change the
Approval Date from January 27, 2017 to February 8, 2017. All
references in the Agreement to the “Approval Date”
shall mean and refer to the Approval Date as modified by this
Second Amendment.
3. Waiver of Title and Survey
Objections. Buyer hereby waives its objections to the Title
Commitment and Survey made pursuant to Section 3.2 of the
Agreement. The foregoing waiver shall not relieve Seller of its
obligations to cure, at Seller’s Cost, the Lien Exceptions at
or prior to Closing.
4. Ratification. The parties
hereby ratify and affirm the Agreement, which Agreement shall
remain in full force and effect, except as specifically modified by
this Second Amendment.
5. Counterpart Signatures. This
Second Amendment may be signed in any number of counterparts, each
of which shall be deemed to be an original and all of which taken
together shall constitute one and the same instrument.
6. Facsimile and PDF Signatures.
Handwritten signatures to this Second Amendment transmitted by
telecopy or electronic mail (for example, through use of a Portable
Document Format or “PDF” file) shall be valid and
effective to bind the party so signing. Each party to this Second
Amendment shall be bound by its own telecopied or electronically
transmitted handwritten signature and shall accept the telecopied
or electronically transmitted handwritten signature of the other
party to this Second Amendment.
IN
WITNESS WHEREOF, the parties hereto have executed this Second
Amendment as of the date first written above.
|
|
SELLER:
USAA
REAL ESTATE COMPANY, a
Delaware
corporation
By:
/s/ Xxxxx
Xxxx
Name: Xxxxx
Xxxx
Title:
Chief Financial Officer
Date:
___________________________
BUYER:
HC
GOVERNMENT REALTY HOLDINGS, L.P., a
Delaware
limited partnership
By:
/s/ Xxxxxx X. Xxxxxx,
Xx.
Name: Xxxxxx X.
Xxxxxx, Xx.
Title:
Authorized Signatory
Date:
January 27, 2017
|
