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EXHIBIT 10.92
SECOND AMENDMENT TO
PURCHASE AND SALE AGREEMENT
AMENDMENT dated as of February 8, 1996, to Purchase and Sale Agreement
dated as of August 30, 1993, as previously amended by an Amendment to Purchase
and Sale Agreement dated as of May 10, 1994 (the "Agreement"), between
PREFERRED EQUITIES CORPORATION ("Developer"), MARINE MIDLAND BANK ("Marine")
and WELLINGTON FINANCIAL CORP. ("Wellington"). Terms defined in the Agreement
have their defined meanings when used in this Amendment.
1. The Recital of the Agreement is amended to read as follows:
Recital
Developer, Marine and Wellington wish to enter into an agreement under
which Developer will offer to sell to Marine notes (individually, "Note", and
collectively, "Notes"), and mortgages or deeds of trust (individually,
"Mortgage", and collectively, "Mortgages") securing the Notes evidencing the
sale and financing of timeshare interests in Reno Spa Resort Club, Reno,
Nevada; Grand Flamingo Resort Club, Las Vegas, Nevada (which includes Grand
Flamingo Towers, Grand Flamingo Villas, Grand Flamingo Terraces, Grand Flamingo
Suites, Grand Flamingo ▇▇▇▇▇▇▇ and Grand Flamingo Fountains); and The Suites at
Steamboat, Steamboat Springs, Colorado ("Project"), and the Marine will
purchase from Developer the Notes and Mortgages of those purchasers of
timeshare interest ("Obligors") who are acceptable to it.
2. It is understood that Notes and Mortgages representing the
financing of the sale of timeshare interests in The Suites at Steamboat will be
endorsed and assigned first by Steamboat Suites, Inc. to Developer and then by
Developer to Marine. All such endorsements and assignments shall be with
recourse.
PREFERRED EQUITIES CORPORATION
By ______________________________________
MARINE MIDLAND BANK
By ______________________________________
▇▇▇▇▇ ▇. ▇▇▇▇▇, Vice President
WELLINGTON FINANCIAL CORP.
By ______________________________________
▇▇▇▇▇ ▇. ▇▇▇▇▇, President
