Agreement

Amendment No. 8 to Real Estate Purchase and Sale Agreement

by Pope Resources
August 20th, 2001

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Exhibit 10.9


AMENDMENT NO. 8
TO
REAL ESTATE PURCHASE AND SALE AGREEMENT

    THIS AMENDMENT NO. 8 TO REAL ESTATE PURCHASE AND SALE AGREEMENT (this "Amendment") dated as of June 1, 2001, is made by and between Pope Resources, a Delaware limited partnership, its wholly owned subsidiary Olympic Property Group LLC, a Washington limited liability company, and its wholly owned subsidiaries Olympic Real Estate Development LLC, a Washington limited liability company, Olympic Real Estate Management, Inc., a Washington corporation, and Olympic Resorts LLC, a Washington limited liability company (collectively "Seller"), and Port Ludlow Associates LLC, a Washington limited liability company ("Buyer"), regarding that certain Real Estate Purchase and Sale Agreement dated January 12, 2001, between Buyer and Seller, as amended by Amendment No. 1 dated February 8, 2001, Amendment No. 2 dated February 14, 2001, Amendment No. 3 dated February 27, 2001, Amendment No. 4 dated March 26, 2001, Amendment No. 5 dated May 15, 2001, Amendment No. 6 dated May 18, 2001, and Amendment No. 7 dated May 25, 2001 (as amended, the "Agreement"), for the purchase and sale of certain property located in Jefferson and Pierce Counties, Washington, described therein (the "Property").

    I.  EFFECT OF AMENDMENT.  This Amendment amends and modifies the Agreement. In the event of any conflict between the Agreement and this Amendment, this Amendment shall control. Except as contained within the Agreement and this Amendment, there are no other agreements or understandings between Buyer and Seller relating to the Property. Capitalized terms not otherwise defined herein shall have the meanings given them under the Agreement.

    II.  EXTENSION OF TIME.  In Sections XII and XIII of Amendment No. 5 (as amended) and in Section 16.9 of the Agreement (as amended), the date "June 1, 2001," is hereby replaced in each instance by the date "June 8, 2001." In Section XIX of Amendment No. 5 (as amended), the date "June 1, 2001," is hereby replaced by the date "June 8, 2001."


    Except as expressly amended by this Amendment, the Agreement is hereby ratified and confirmed and shall take full force and effect.

BUYER:   PORT LUDLOW ASSOCIATES LLC, a Washington limited liability company

 

 

By West Coast Northwest Pacific Partners LLC, a Washington limited liability company, its manager

 

 

By:

 

/s/ 
RANDALL J. VERRUE   

 

 

Print Name:

 

Randall J. Verrue


 

 

Its:

 

President


 

 

Date:

 

6/1/01


SELLER:

 

POPE RESOURCES L.P., a Delaware limited partnership, by POPE MGP, Inc., a Delaware corporation, its managing general partner

 

 

By:

 

/s/ 
GREGORY M. MCCARRY   

 

 

Print Name:

 

Gregory M. McCarry


 

 

Its:

 

V.P. Real Estate


 

 

Date:

 

6/1/01

2



 

 

OLYMPIC PROPERTY GROUP LLC, a Washington limited liability company

 

 

By:

 

/s/ 
GREGORY M. MCCARRY   

 

 

Print Name:

 

Gregory M. McCarry


 

 

Its:

 

C.O.O.


 

 

Date:

 

6/1/01


 

 

OLYMPIC REAL ESTATE DEVELOPMENT LLC, a Washington limited liability company

 

 

By:

 

/s/ 
GREGORY M. MCCARRY   

 

 

Print Name:

 

Gregory M. McCarry


 

 

Its:

 

C.O.O.


 

 

Date:

 

6/1/01


 

 

OLYMPIC REAL ESTATE MANAGEMENT, INC., a Washington corporation

 

 

By:

 

/s/ 
TOM GRIFFIN   

 

 

Print Name:

 

Tom Griffin


 

 

Its:

 

Vice President


 

 

Date:

 

6/1/01


 

 

OLYMPIC RESORTS LLC, a Washington limited liability company

 

 

By:

 

/s/ 
GREGORY M. MCCARRY   

 

 

Print Name:

 

Gregory M. McCarry


 

 

Its:

 

C.O.O.


 

 

Date:

 

6/1/01

3




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AMENDMENT NO. 8 TO REAL ESTATE PURCHASE AND SALE AGREEMENT