EXHIBIT 4-A
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AMENDMENT NO.1 TO
SECOND AMENDED AND RESTATED
PROMISSORY NOTE
This Amendment No. 1 (the "Amendment") to Second Amended and Restated
Promissory Note is made effective January 3, 2001 (the "Effective Date") by
and between XXX/000 XXXX XXXXXX ASSOCIATES, LTD., an Illinois limited
partnership ("Maker"), and JMB REALTY CORPORATION, a Delaware corporation
("Payee").
R E C I T A L S
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WHEREAS, Maker has heretofore, for good and valuable consideration,
made in favor of payee that certain Second Amended and Restated Promissory
Note (the "Note") in the principal amount of $16,042,000.00, dated as of
August 1, 1995;
WHEREAS, the Note has a maturity date of December 31, 1998; and
WHEREAS, Maker and Payee each desire, effective the date hereof, to
amend the Note to change the maturity date thereof to January 2, 2006.
NOW, THEREFORE, in consideration of the premises and for other good
and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Maker and Payee hereby mutually agree as follows:
1. The definition of "Maturity Date" in Section 1 of the Note is
amended to read as follows:
"Maturity Date" shall have the meaning assigned to that term in
Section 7 hereof.'
2. The date "December 31, 1998" after the word "on" in the first
sentence of Section 7 of the Note is deleted, and there is
substituted in its place the date "January 2, 2006".
3. Except as otherwise set forth herein, the terms of the Note
are ratified and confirmed and are in full force and effect.
4. Initially capitalized terms used herein but not defined
have the same meanings given them in the Note.
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IN WITNESS WHEREOF, the parties have executed this Amendment
effective as of the date first written above.
"MAKER"
XXX/000 XXXX XXXXXX ASSOCIATES, LTD.,
an Illinois limited partnership
By: JMB Park Avenue, Inc.,
Its Corporate General Partner
By:
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Its:
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"PAYEE"
JMB REALTY CORPORATION,
a Delaware corporation
By:
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Its:
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