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Home My WebLink AboutOLD TOWN ASSOCIATES THIRD AMENDMENT Augusta Richmond GA DOCUMENTNAME:In"'YC1 .A-n1Erd~Vl+-TO ;\-9 r-c-emen1- DOCUMENT TYPE: Ag r~+ YEAR: \ qq ~ BOX NUMBER: 5 FILE NUMBER: I 3-' cg ~ NUMBER OF PAGES: 't 1 PE":BODY I:.. BROWN .-BOS 8-06-1998 14: 22 PAGE 2/4 RightFAX . '..... - " . THIRD AMENDMENT TO AGREEMENT . . This Third Amendment to Agreement (this "Amendment") is made and entered into as of August 7, 1998 (the "Effective Date") by and between Augusta, Georgia ("Seller"), and Olde Town Associates, L.P. ("Purchaser"). WHEREAS, the Purchaser and the Augusta-Richmond County Commission (the "Commission") previously entered into an Agreement (the "Original Agreement") executed as of April 20, 1997 pursuant to which the Commission agreed to sell and Purchaser agreed to purchase those certain parcels ofland, and the improvements thereon, consisting of approximately fifty (50) buildings, located in the Olde Town neighborhood of Augusta, Richmond County, Georgia (hereinafter described as the "Property"), as more particularly described in Exhibit A to the Original Agreement. WHEREAS, the Original Agreement was amended by a First Amendment to Agreement (the ''First Amendment") dated as of January 20, 1998, pursuant to which the County assigned to Augusta, Georgia C'Augusta") all of its right, title and interest in and to the Original Agreement and its duties and obligations thereunder, and pursuant to which certain other provisions of the Original Agreement were amended. White Oak Real Estate Development Corporation ("General Partner"), a general partner of Purchaser, was also a party to the First Amendment. As of March 31, 1998, Augusta and the Partnership entered into an Agreement to Extend Closing Date (the "Agreement to Extend") pursuant to which the parties thereto agreed to extend the closing date as provided for in the Original Agreement as amended by the First Amendment WHEREAS, the Original Agreement, as amended by the First Amendment, was further amended by a Second Amendment to Agreement (the "Second Amendment") dated as of May 5, 1998, pursuant to which the Closing Date was changed to August 7, 1998, and the Payment Price was increased and the method and timing of payments was revised. The Original Agreement, as am~nded by the First Amendment and the Second Amendment, is hereinafter referred to as the "Agreement." WHEREAS, the parties hereto now desire to amend the Agreement to further exteIl:d the Closing Date, and to provide for payment of the Knox Debt. NOW THEREFORE, the Agreement is hereby amended as follows: 1. Paragraph 4(b) of the First Amendment is hereby deleted in ita entirety and the following substituted therefor: BOS2: 14335Ll 30894.1 PE~B.ODY ~. BROWN'i-BOS 8-06-1998 14: 22 PAGE 3/4 RightFAX . . .~ ,. (b) Knox Debt: Debt in the amount of approximately $678,000 (the "Knox Debt") to Knox Mortgage Company (''Knox''). $500,000 of the Knox Debt shall paid by Seller out of proceeds from the sale of the Property. If more than $500,000 is required to be paid to Knox to obtain a full discharge of the Knox Debt, Purchaser shall be solely responsible for paying any such amount exceeding $500,000; provided that the Knox Debt has been reduced by Seller to an amount not greater than $178,000. 2. Paragraph 5(c) of the First Amendment, as amended by the Second Amendment, is hereby deleted in its entirety and the following substituted therefor: (c) Notwithstanding any provision of the Agreement to the contrary, the closing oftide shall take place on or before September 21, 1998 1998 (the "Closing Date") on a date mutually agreeable to Seller and Purchaser. 7. Effect on A2reement. Any provision of the Agreement that is inconsistent with this Amendment is hereby superseded. In all other respects, the Agreement is hereby ratified and mnfirmed. 8. Miscellaneous. This Amendment may be executed in any number of counterparts which together shall constitute one instrument, and shall be governed by and construed in accol'dance with the laws of the State of Georgia. All notices required or permitted to be given hereunder shall be in writing and delivered by registered or certified mail or by telecopier to recipient's last known address or to such other address as may be specified by the recipient thereof. Amendments to the Agreement as amended by this Amendment may be made only in writing signed by Seller and Purchaser. The Agreement as amended by this Amendment shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. [This page ends here.] 8082: 143357_1 30894 1 2 PEltaODY I:" BROWN,BOS 8-06-1998 14:22 PAGE 4/4 RightFAX "'.;" ~.., IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first above written PURCHASER: OLDE TOWN ASSOCIATES L.P. By: SELLER: AUGUSTA, GEORGIA By: Tjifw4r 8082: 14335Ll 30894.1 3 PEABODY &..BROWN-BOS 8-06-1998 14:22 PAGE 2/4 RightFAX, .i , ~ THIRD AMENDMENT TO AGREEMENT This Third Amendment to Agreement (this "Amendment") is made and entered into as of August 7, 1998 (the "Effective Date") by and between Augusta, Georgia ("Seller"), and Olde Town Associates, L.P. ("Purchaser"). WHEREAS, the Purchaser and the Augusta-Richmond County Commission (the "Commission") previously entered into an Agreement (the "Original Agreement") executed as of April 20, 1997 pursuant to which the Commission agreed to sell and Purchaser agreed to purchase those certain parcels of land, and the improvements thereon, consisting of approximately fifty (50) buildings, located in the Olde Town neighborhood of Augusta, Richmond County, Georgia (hereinafter described as the "Property"), as more particularly described in Exhibit A to the Original Agreement. WHEREAS, the Original Agreement was amended by a First Amendment to Agreement (the ''First Amendment") dated as of January 20, 1998, pursuant to which the County assigned to Augusta, Georgia ("Augusta") all of its right, title and interest in and to the Original Agreement and its duties and obligations thereunder, and pursuant to which certain other provisions of the Original Agreement were amended. White Oak Real Estate Devl~lopment Corporation ("General Partner"), a general partner of Purchaser, was alBO a party to the First Amendment. As of March 31, 1998, Augusta and the Partnership entered into an Agreement to Extend Closing Date (the "Agreement to Extend") pursuant to which the parties thereto agreed to extend the closing date as provided for in the Ori~;inal Agreement as amended by the First Amendment WHEREAS, the Original Agreement, as amended by the First Amendment, was further amended by a Second Amendment to Agreement (the "Second Amendment") dated as of May 5, 1998, pursuant to which the Closing Date was changed to August 7, 1998, and the Payment Price was increased and the method and timing of payments was revised. The Original Agreement, as amended by the First Amendment and the Second AmEiDdment, is hereinafter referred to as the "Agreement." WHEREAS, the parties hereto now desire to amend the Agreement to further extend the Closing Date, and to provide for payment of the Knox Debt. NOW THEREFORE, the Agreement is hereby amended as follows: 1. Paragraph 4(b) of the First Amendment is hereby deleted in its entirety and the follo.wing substituted therefor: BOS~:; 143357_1 30894,1 PEABODY & BROWN-BaS 8-06-1998 14: 22 PAGE 3/4 RightFAX, , . ."' (b) Knox Debt: Debt in the amount of approximately $678,000 (the "Knox Debt") to Knox Mortgage Company (''Knox''). $500,000 of the Knox Debt shall paid by Seller out of proceeds from the sale of the Property. If more than $500,000 is required to be paid to Knox to obtain a full discharge of the Knox Debt, Purchaser shall be solely responsible for paying any such amount exceeding $500,000; provided that the Knox Debt has been reduced by Seller to an amount not greater than $178,000. 2. Paragraph 5(c) of the First Amendment, as amended by the Second Amendment, is hen:by deleted in its entirety and the following substituted therefor: (c) Notwithstanding any provision of the Agreement to the contrary, the closing of title shall take place on or before September 21, 1998 1998 (the "Closing Date") on a date mutually agreeable to Seller and Purchaser. 7. Effect on AJrreement. Any provision of the Agreement that is inconsistent with this Amendment is hereby superseded. In all other respects, the Agreement is hereby ratified and confirmed. B. Miscellaneous. This Amendment may be executed in any number of counterparts whi(:h together shall constitute one instrument, and shall be governed by and construed in accordance with the laws of the State of Georgia. All notices required or permitted to be given hereunder shall be in writing and delivered by registered or certified mail or by telec:opier to recipient's last known address or to such other address as may be specified by the :~ecipient thereof. Amendments to the Agreement as amended by this Amendment may be made only in writing signed by Seller and Purchaser. The Agreement as amended by this Amendment shall be binding upon and inure to the benefit of the parties hereto and thei, respective successors and assigns. [This page ends here.] 8082: 14335Ll 30894,1 2 " Aug-<?7-..9S 11 :O~A PE~acIDY II. BROWN-80S .. 8-06-1998 14: 22 P.02 PAGE 4/4 RiRht'FAX, IN WITNESS WHEREOF, the puties hJl\le executed thia Amllladmebt ... Gt"the date liht aboYe ..mttell ltURCHASq: OLDE TOWN ASSOCIATES L.P. By: ~EIJ.F.R.: AUGUSTA. GEORGIA By: ~ B~IJ: 1"'57 J JOlt.... - 3 ,:f' . PEABODY &.BROWN-BOS 8-06-1998 14: 22 PAGE 4/4 RightFAX, '. ~. IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first above written PURCHASER: OLItE TOWN ASSOCIATES L.P. By: White Oak Real Estate Development Corporation, general partner By: Name: Paula Ryan Title: President SELLER: AUGUSTA, GEORGIA By: Na E. Title: Mayor By: Wffii~ 15\1 0 olney e BOS2: 143357_1 30894 1 3