Second Amendment To Purchase and Sale Agreement And Joint Escrow Instructions (TSG — LITTLE VALLEY)Purchase and Sale Agreement • November 12th, 2009 • Shopoff Properties Trust, Inc. • Real estate investment trusts
THIS SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (this “Amendment”), dated as of October 15, 2009, is by and between TSG LITTLE VALLEY, LP, a California limited partnership (“Seller”), and SPT-LAKE ELSINORE HOLDING CO., LLC (“Buyer”) (as successor-in-interest by assignment to Shopoff Advisors, L.P., a Delaware limited partnership), and amends that certain Purchase and Sale Agreement and Joint Escrow Instructions dated as of September 30, 2008, as previously amended (as amended, the “Agreement”). Capitalized terms used herein shall have the meanings given them in the Agreement.
First Amendment To Purchase and Sale Agreement And Joint Escrow Instructions (TSG — LITTLE VALLEY)Purchase and Sale Agreement • November 12th, 2009 • Shopoff Properties Trust, Inc. • Real estate investment trusts
THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (this “Agreement”), dated as of September 3, 2009, is by and between TSG LITTLE VALLEY, LP, a California limited partnership (“Seller”), and SPT LAKE ELSINORE HOLDING CO., LLC, a Delaware limited liability company (“Buyer”), and amends that certain Purchase and Sale Agreement and Joint Escrow Instructions dated as of September 30, 2008 as previously amended by those certain Amended/Supplemental Escrow Instructions dated October 16, 2008 and October 27, 2008, October 27, 2008, November 11, 2008, November 25, 2008, December 30, 2008, January 13, 2009, January 27, 2009, February 24, 2009 and that certain undated Corrective Amendment (as amended, the “Agreement”). Capitalized terms used herein shall have the meanings given them in the Agreement unless otherwise defined herein. To the extent of any inconsistency between the terms set forth in the Agreement and this Amendment, the terms set forth in this Amendm
ASSIGNMENT OF PURCHASE AND SALE AGREEMENTAssignment of Purchase and Sale Agreement • November 12th, 2009 • Shopoff Properties Trust, Inc. • Real estate investment trusts • California
THIS ASSIGNMENT OF PURCHASE AND SALE AGREEMENT (this “Assignment”) is executed as of September 3, 2009 by and between SHOPOFF ADVISORS, L.P., a Delaware limited partnership, having an address at 8951 Research Dr., Irvine, CA 92618 (“Assignor”), and SPT — LAKE ELSINORE HOLDING CO., LLC, a Delaware limited liability company (“Assignee”), with reference to the following:
ALL-INCLUSIVE PURCHASE MONEY NOTE SECURED BY DEED OF TRUSTAll-Inclusive Purchase Money Note • November 12th, 2009 • Shopoff Properties Trust, Inc. • Real estate investment trusts
The undersigned, SPT-LAKE ELSINORE HOLDING CO., LLC, a Delaware limited liability company (“Maker"), promises to pay to TSG LITTLE VALLEY, L.P., a California limited partnership (“Payee"), the sum of Two Million Nine Hundred Thousand Dollars ($2,900,000.00), with interest thereon at the rate herein below set forth, commencing on the date hereof.
