August 14, 1996
VIA FACSIMILE
Xx. Xxxxxx Xxxxxxxxx
American Apartment Communities, Inc.
0000 X. Xxxxx Xxxxxx, Xxxxx X
Xxxxxxxx, Xxxx 00000
Xx. Xxxx Xxxxxxx
The Balcor Company
Bannockburn Lake Office Plaza
0000 Xxxxxxxx Xxxx, Xxxxx X-000
Xxxxxxxxxxx, Xxxxxxxx 00000
Re: Agreement of Sale by and between American Apartment Communities II,
L.P. ("Purchaser") and Hickory Creek Limited Partnership ("Seller")
for Hickory Creek Apartments (the "Agreement of Sale")
Dear Xxxxxx and Xxxx:
In connection with the above-referenced transaction, this letter
agreement, when executed in the acknowledgement blocks below by both Purchaser
and Seller will serve to memorialize the parties' agreement to the following
changes to the Agreement of Sale:
1. The eighteenth line of Paragraph 6.1 (located on the last line of page
3) is hereby deleted in its entirety and the following is hereby inserted in
lieu thereof: "Purchaser with an amount not to exceed a total of $25,000.00
against the Purchase Price at Closing. If Purchaser terminates this".
2. The following language is hereby added to the fifth line of Paragraph
13.3 immediately following "1996": "but in no event later than September 30,
1997".
3. The following is hereby added as Paragraph 26 of the Agreement of
Sale:
"26. CREDIT FOR INTERIOR ATTIC DRYWALL. At Closing, Seller shall credit
purchaser with Twenty Six Thousand Seven Hundred and No/100 Dollars
($26,700.00) for the taping of interior attic drywall."
4. The list of Personal Property attached to the Agreement of Sale as
Exhibit B is hereby deleted and the list of Personal Property attached hereto
is hereby inserted in lieu thereof. Additionally, Purchaser and Seller hereby
acknowledge that the personal property shall not include any computer software.
By Purchaser's and Seller's signatures hereon, Purchaser and Seller hereby
authorize Xxxxxxx X. Xxxx, Esq. to revise the Escrow Agreement executed in
connection with the Agreement of Sale as follows, and to initial said changes
on behalf of both Purchaser and Seller prior to the time that said Escrow
Agreement is delivered to the Escrow Agent:
1. All references to August 1, 1996 in paragraphs II and III of said
escrow agreement are hereby revised to be references to August 12, 1996.
This letter agreement may be executed in any number of counterparts, each
of which shall be deemed to be an original, and all of such counterparts shall
constitute one agreement. A facsimile copy of either parties' signature shall
be valid as an original.
Please make two copies of this letter agreement, execute all three copies,
and fax one copy to me this afternoon with two originals to follow via
overnight mail. Upon receipt of the originals, I will prepare counterpart
originals and will forward copies to both of you. Please feel free to call me
with any comments or questions.
Very truly yours,
/s/ Xxxxxxx X. Xxxx
Xxxxxxx X. Xxxx
SJL/243394
cc: Xxxxx Xxxx, Esq. (via facsimile)
Xxxxxx X. Xxxxxxx, Esq.
Xx. Xxxxxxx Xxxxxxxxxx Xxxxxxxxx
[ACKNOWLEDGEMENT BLOCKS FOLLOW ON NEXT PAGE]
ACKNOWLEDGED TO AND AGREED THIS 16th DAY OF AUGUST, 1996
PURCHASER:
American Apartment Communities II, L.P., a
Delaware limited partnership
By: American Apartment Communities II, Inc., a
Maryland corporation, its general partner
By: /s/ Xxxxxx X. Xxxxxxxxx
------------------------------------
Name: Xxxxxx X. Xxxxxxxxx
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Its: Vice President
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ACKNOWLEDGED TO AND AGREED THIS 15th DAY OF AUGUST, 1996
SELLER:
Hickory Creek Limited Partnership, an Illinois
Limited Partnership
By: Hickory Creek, Inc., an Illinois
Corporation, its general partner
By: /s/ Xxxxx X. Xxxxxxxxx
------------------------------------
Name: Xxxxx X. Xxxxxxxxx
------------------------------------
Its: Authorized Representative
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