1
Exhibit 10.6
SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT
This Second Amendment to Purchase and Sale Agreement ("Second Amendment") amends
that certain Purchase and Sale Agreement (the "Agreement") by and between TH
Group, Inc., a California corporation ("Seller"), and ARV Assisted Living, Inc.,
a California corporation ("Buyer"), dated as of February 12, 1998, and amended
as of March 2, 1998. All capitalized terms not defined herein shall have the
same definition as in the Agreement.
15. Section 1.2 of the Agreement is amended to delete therefrom the reference
to U.S.$12,500,000.00 and to substitute therefor U.S.$14,500,000.00.
16. Sections 6.1.1 and 6.2.1 shall be amended to read:
Concurrent Closings. The Initial Closings under the Hillsdale
Transaction and the 270 Transactions shall be closed concurrently with
the Closing.
17. Section 8.1.1 shall be amended to delete therefrom the date "April 30,
1998" and to add thereto the date "June 1, 1998."
18. This Second Amendment may be executed in counterparts, each of which shall
be deemed an original, but all of which, taken together, shall constitute
one and the same instrument.
19. Except as amended herein, the Agreement shall remain in full force and
effect.
IN WITNESS WHEREOF, the parties have executed this Second Amendment
effective as of the 6th day of April, 1998.
"SELLER" TH Group, Inc.
a California Corporation
By: /s/ Xxxxxxx X. Xxxxx
--------------------------------
Its: President
--------------------------------
"BUYER" ARV Assisted Living, Inc.
a California corporation
By: /s/ Xxxxxx X. Xxxxxxx
--------------------------------
Xxxxxx X. Xxxxxxx, Senior Vice President
21
