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AMENDMENT
TO
PURCHASE AGREEMENT
THIS AMENDMENT TO PURCHASE AGREEMENT is made and entered into this
_____ day of February, 1999, by and between SHELTER CARE FOUNDATION, INC., a
District of Columbia non-profit corporation (the "Buyer") and CARE FIRST, INC.,
a Minnesota corporation (the "Seller").
W I T N E S E T H:
WHEREAS, Seller and Buyer have entered into that certain Purchase
Agreement (the "Purchase Agreement") dated July 27, 1998, for the purchase by
the Buyer of the Facilities (as defined in the Purchase Agreement); and
WHEREAS, the parties desire to amend the terms of the Purchase
Agreement as more particularly set forth herein;
NOW, THEREFORE, in consideration of the mutual covenants hereinafter
set forth, the parties hereto agree as follows:
1. Amendment to Section 2(a)
Section 2(a) of the Purchase Agreement is hereby amended by deleting
said Section in its entirety and replacing said Section with the following:
"(a) At Closing, the purchase price shall be paid by Buyer in cash.
All funds on deposit with the Escrow Agreement shall be
distributed to the Seller and the balance of the purchase
price shall be paid by the Buyer to the Seller in cash at
closing."
2. Deletion of Sections 2(b) through 2(f)
Sections 2(b) through 2(f) of the Purchase Agreement are hereby deleted
in their entirely.
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3. Other Provisions
Except as specifically amended as set forth above, all other terms and
provisions of the Purchase Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the day and year first above written.
Buyer:
SHELTER CARE FOUNDATION, INC.
By: Xxxx Xxxxxxx Xxxxxx
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Its: Agent
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Seller:
CARE FIRST, INC.
By: Xxxx X. Xxxxxx
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Its: President
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