FIRST AMENDMENT TO
PURCHASE AND SALE CONTRACT
(RE: DAVIE SELF STORAGE)
THIS FIRST AMENDMENT TO PURCHASE AND SALE CONTRACT ("Amendment") is entered
into as of September 7, 1999, by and between JOHNSTOWN/CONSOLIDATED INCOME
PARTNERS, a California limited partnership ("Seller") and EVEREST STORAGE
HOLDINGS, LLC, a California limited liability company ("Purchaser").
RECITALS:
A. Purchaser and Seller entered into that certain Purchase and Sale
Contract ("Purchase Contract") dated as of July 2, 1999.
B. Purchaser and Seller desire to amend the Purchase Contract as
stated herein.
AGREEMENTS:
NOW, THEREFORE, in consideration of the foregoing recitals, and for
other good and valuable consideration, the receipt, sufficiency and validity of
which are hereby acknowledged, the parties hereby agree as follows:
1. Amendment. Purchaser and Seller hereby amend the Purchase Contract as
stated herein. Terms not otherwise defined within this Amendment shall have the
meanings ascribed to them in the Purchase Contract. All terms, covenants,
conditions and provisions of the Purchase Contract are hereby reinstated,
ratified, affirmed and remain in full force and effect, as modified by this
Amendment. All references to the Purchase Contract shall, hereafter, include
the provisions of this Amendment.
2. Feasibility Period. Purchaser and Seller hereby acknowledge that the
Feasibility Period has expired as of the date of this Amendment and that
Purchaser has no further right to terminate the Purchase Contract under Section
5.2 of the Purchase Contract. Within two (2) business days after receipt of
Seller's facsimile signature on this Amendment, Purchaser shall deliver the sum
of SEVENTY-FIVE THOUSAND DOLLARS ($75,000.00) in cash or other immediately
available funds to Escrow Agent as required by Section 3.1.1 of the Agreement.
3. Closing. The first sentence of Section 7.1.1 of the Purchase Contract
is hereby amended such that Closing shall take place on or before October 7,
1999.
4. Purchase Price. Section 3.1 of the Purchase Contract is hereby
amended such that the Purchase Price is FOUR MILLION SEVEN HUNDRED FORTY-FOUR
THOUSAND DOLLARS ($4,744,000.00).
5. Broker Fee. Section 10.1 of the Purchase Contract is hereby amended
such that the commission or finder's fees paid to Broker shall be: (a) NINETY-
FOUR THOUSAND EIGHT HUNDRED EIGHTY DOLLARS ($94,880.00) to Aztec; and (b) ONE
HUNDRED THIRTY-NINE THOUSAND FIVE HUNDRED EIGHTY-SIX AND 42/100 DOLLARS
($139,586.42) to Purchaser (referred to as "Everest" in the Purchase Contract).
By execution below, Broker agrees that this Agreement shall amend the separate
agreements documenting such commissions or finder's fees.
6. Binding Effect. This Amendment shall become effective only upon full
execution of this Amendment by Purchaser and Seller. This Amendment shall inure
to the benefit of and shall be binding upon the parties hereto and their
respective successors and assigns.
7. Counterparts. This Amendment may be executed in several counterparts,
each of which counterparts shall be deemed an original instrument and all of
which together shall constitute a single Amendment.
IN WITNESS WHEREOF, the parties hereto have executed this First Amendment
to Purchase and Sale Contract as of the date and year first above written.
PURCHASER:
EVEREST STORAGE HOLDINGS, LLC,
a California limited liability company
By:
Name:
Its:
SELLER:
JOHNSTOWN/CONSOLIDATED INCOME PARTNERS,
a California limited partnership
By:CONCAP EQUITIES, INC., a Delaware corporation, its Managing General Partner
By:
Name:
Its:
AGREED AND ACCEPTED BY ESCROW AGENT:
FIDELITY NATIONAL TITLE INSURANCE CO.
By:
Name:
Its:
AGREED AND ACCEPTED BY BROKER:
AZTEC GROUP, INC.
By:
Name:
Its: