FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT
FIRST
AMENDMENT TO
THIS
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (the “Amendment”) is made as of
September __, 2006 among OAKVIEW PLAZA NORTH, LLC, a Nebraska limited liability
company, ▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ AND ▇▇▇▇▇
▇▇▇▇▇▇▇▇▇▇ (collectively, the “Seller”) and LIGHTSTONE VALUE PLUS REIT LP
(“Purchaser”).
RECITALS
Seller
and Purchaser entered into that certain Purchase and Sale Agreement dated as
of
September __, 2006 (the “Purchase Agreement”) regarding that certain shipping
center in Omaha, Nebraska known as Oakview North and South (the “Property”).
Seller
and Purchaser now desire to amend the Purchase Agreement.
AGREEMENT
For
and
in consideration of the premises and other good and valuable consideration,
the
receipt and sufficiency of which are hereby acknowledged, the Seller and the
Purchaser agree as follows.
1. Section
7(a)(iii) of the Purchase Agreement is amended and restated as
follows:
(iii)
A
copy of all monthly income and expense statements, rent rolls, occupancy
reports, sales by tenant reports and year end financial statements, rent roll,
occupancy report, sale by tenant report, CAM charge analyses and other operating
statements for the Property (the “Operating Statements”) for the three (3) most
recent full calendar years prior to Closing and for all completed months in
the
current year, and copies of operating budgets for the current fiscal
year.
2. Section
10(h)(i) of the Purchase Agreement is amended and restated as
follows:
The
tenant estoppel certificates required by Section 8(a)(i) addressed to the
Purchaser dated not more than thirty (30) days prior to closing.
3. The
second paragraph in Section 12(e) is amended and restated as
follows:
To
assist
the Purchaser in preparing “true up” reconciliations at the end of the CAM Lease
Year, the Seller shall deliver to the Purchaser at Closing records of all of
the
Seller’s CAM charge expenditures and reimbursements and an analysis of CAM
Charges relative to the terms of each Lease on a Lease by Lease
basis.
4. A
new
paragraph is added to the end of Section 12 of the Purchase Agreement, as
follows:
The
Seller agrees to prepare a preliminary closing statement, or provide information
to the Escrow Agent to prepare a preliminary closing statement, at least five
(5) business days prior to closing.
5. Except
as
modified hereby, the parties ratify and affirm the Purchase Agreement and
acknowledge that the Purchase Agreement is in full force and
effect.
[SIGNATURE
PAGES FOLLOW]
2
WITNESS
the following signatures:
| SELLER: | OAKVIEW PLAZA NORTH, LLC | |
| |
|
|
| By: | /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ | |
|
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ |
||
| Member | ||
| By: | /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | |
|
▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
||
| Member | ||
| /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | ||
|
▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
||
| /s/ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ | ||
|
▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ |
||
| /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ | ||
|
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ |
||
| /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ | ||
|
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ |
||
3
| PURCHASER: | LIGHTSTONE VALUE PLUS REIT LP | |||
|
By:
|
Lightstone
Value Plus Real Estate
|
|||
|
Investment
Trust, Inc., General Partner
|
||||
|
By:
|
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇-▇▇▇▇▇ | |||
|
Its:
|
▇▇▇▇▇▇ ▇▇▇▇▇▇▇, Vice President | |||
4