EXHIBIT 10.65
FIFTH AMENDMENT TO AGREEMENT FOR
PURCHASE AND SALE AND JOINT ESCROW INSTRUCTIONS
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This Fifth Amendment to Agreement of Purchase and Sale and Joint
Escrow Instructions (this "Fifth Amendment") is made as of September 23, 1997 by
and between Xxxxxx Realty, L.P., a Delaware limited partnership ("Buyer") and
Mission Square Partners, a California general partnership ("Seller") with
respect to the following:
R E C I T A L S :
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A. Seller and Buyer entered into that certain Agreement of Purchase
and Sale and Joint Escrow Instructions providing for the sale of 0000 Xxxxxxxxxx
Xxxxxx, Xxxxxxxxx, Xxxxxxxxxx as amended by certain amendments to the same
(collectively, the "Agreement");
B. Buyer and Seller have discussed reducing the Purchase Price by Six
Hundred Thousand Dollars ($600,000.00);
C. Buyer and Seller anticipate that additional time will be required
to complete Buyer's review of the Property and to agree upon the terms of the
Purchase Price reduction;
D. Seller and Buyer desire to amend the Agreement to provide for such
additional time.
NOW THEREFORE, in consideration of the mutual covenants and agreements
herein contained and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Seller and Buyer hereby agree as
follows:
A G R E E M E N T :
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1. Notwithstanding anything in the Agreement to the contrary, the
Contingency Date provided for in the Agreement is hereby extended to September
25, 1997.
2. Except as set forth in this Fifth Amendment, the provisions of the
Agreement remain unmodified and in full force and effect. If any provision of
this Fifth Amendment conflicts with any provision of the Agreement, the
provisions of this Fifth Amendment shall prevail.
3. Any capitalized terms which are not defined in this Fifth
Amendment shall have the meaning provided for in the Agreement.
4. This Fifth Amendment may be signed in counterparts, including
facsimile counterparts, which, when signed by both Buyer and Seller, shall
constitute a binding agreement.
IN WITNESS WHEREOF, the parties have executed this Fifth Amendment as
of the date first written above.
"Buyer" XXXXXX REALTY, L.P.,
a Delaware limited partnership
By: /s/ Xxxxx Xxxx
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Name: Xxxxx Xxxx
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Title: S.V.P. and Treasurer
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"Seller" MISSION SQUARE PARTNERS,
a California general partnership
By: The Xxxxx X. Xxxxxx Title Holding Company,
Inc., (formerly known as The Xxxxx X. Xxxxxx
Company),
its general partner
By: /s/ Xxxxxx X. Xxxxxx
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Name: Xxxxxx X. Xxxxxx
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Title: C.E.O.
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By: BB&K Mission Square Partners, a California
general partnership,
its general partner
By:
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Name:
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Title:
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Acknowledgment by Escrow Holder:
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First American Title Insurance Company hereby acknowledges the terms
of this Fifth Amendment.
Dated:___________, 1997 FIRST AMERICAN TITLE INSURANCE COMPANY
By:
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Its Authorized Agent
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