FIRST AMENDMENT TO REAL ESTATE SALE AGREEMENT
THIS FIRST AMENDMENT TO REAL ESTATE SALE AGREEMENT ("Agreement") is made
and entered into as of the 27th day of March, 2002 by and between Shasta Outlet
Center Limited Partnership, a Delware limited partnership doing business in the
State of California as Anderson Outlet Center Limited Partnership (the "Xxxxxxxx
Seller"), The Prime Outlets at Xxxxxxx Limited Partnership, a Delaware limited
partnership, (the "Xxxxxxx Seller"), Carolina Factory Shops Limited Partnership,
a Delaware limited partnership (the "Xxxxxxx Seller"), Xxxxxx Factory Stores
Limited Partnership, a Delaware limited partnership (the "Xxxxxx Seller"), The
Prime Outlets at Xxx Limited Partnership, and Prime Xxx Development Limited
Partnershikp, both Delaware limited partnerships, (together, the "Xxx Seller")
and Buckeye Factory Shops Limited Partgnership, a Delaware limited partnership,
("Lodi Seller") (the Xxxxxxxx Seller, the Xxxxxxx Seller, the Xxxxxxx Seller,
the Xxxxxx Seller, the Xxx Seller and the Lodi Seller are collectively referred
to herein as "Seller") and PWG Capital, LLC. a Delaware limited liability
company the ("Purchaser").
RECITALS:
1. The Seller and the Purchaser entered into a Real Estate Sale Agreement
(the "Agreement") dated the 9th day of January, 2002.
2. The Seller and the Purchaser now desire to amend the Agreement.
NOW, THEREFORE, in consideration of the mutual covenants, agreements,
representations and warranties set forth in this Agreement, and for the other
good and valuable consideration, the receipt and legal sufficiency fo which are
hereby acknowledged, the parties agree as follows:
1. All terms capitalized herein, shall have the same meanings as provided
in the Agreement.
1. The words "thirty five days after the Effective Date" contained
in the fifth line of Section 3(A) of the Agreement shall be deemed deleted and
the date "April 5, 2002" shall be substituted therefor.
2. Except as modified hereby all of terms, covenants and conditions
set forth in the Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties here to have executed this Amendment as
of the date set forth above.
ANDERSON SELLER:
SHASTA OUTLET CENTER LIMITED PARTNERSHIP, a Delaware
limited partnership (doing business in California as
Anderson Outlet Center Limited Partnership)
By: Prime Retail, L.P., a Delaware limited partnership.
its general partner
By: Prime Retail, Inc., a Maryland corporation,
its general partner
By: \s\ Xxxxx X. Xxxxxxx (SEAL)
Name: XXXXX X. XXXXXXX
Title: PRESIDENT, CHIEF EXECUTIVE OFFICER
Date:
XXXXXXX SELLER:
THE PRIME OUTLETS AT XXXXXXX LIMITED PARTNERSHIP, a
Delaware limited partnership
By: Prime Retail, L.P., a Delaware limited partnership,
its general partner
By: \s\ Xxxxx X. Xxxxxxx (SEAL)
Name: XXXXX X. XXXXXXX
Title: PRESIDENT, CHIEF EXECUTIVE OFFICER
Date:
XXXXXXX SELLER:
CAROLINA FACTORY SHOPS LIMITED PARTNERSHIP, a Delaware
limited partnership
By: Prime Retail, L.P., a Delaware limited partnership,
its general partner
By: Prime Retail, Inc., a Maryland corporation,
its general partner
By: \s\ Xxxxx X. Xxxxxxx (SEAL)
Name: XXXXX X. XXXXXXX
Title: PRESIDENT, CHIEF EXECUTIVE OFFICER
Date:
XXXXXX SELLER:
XXXXXX FACTORY STORES LIMITED PARTNERSHIP, a Delaware
limited partnership
By: Prime Retail, L.P., a Delaware limited partnership,
its general partner
By: Prime Retail, Inc., a Maryland corporation,
its general partner
By: \s\ Xxxxx X. Xxxxxxx (SEAL)
Name: XXXXX X. XXXXXXX
Title: PRESIDENT, CHIEF EXECUTIVE OFFICER
Date:
XXX XXXXXXX:
THE PRIME OUTLETS AT XXX LIMITED PARTNERSHIP, a Delaware
limited partnership
By: Prime Retail, L.P., a Delaware limited partnership,
its general partner
By: Prime Retail, Inc., a Maryland corporation,
its general partner
By: \s\ Xxxxx X. Xxxxxxx (SEAL)
Name: XXXXX X. XXXXXXX
Title: PRESIDENT, CHIEF EXECUTIVE OFFICER
Date:
PRIME XXX DEVELOPEMENT LIMITED PARTNERSHIP, a Delaware
limited partnership
By: Prime Retail, L.P., a Delaware limited partnership,
its general partner
By: Prime Retail, Inc., a Maryland corporation,
its general partner
By: \s\ Xxxxx X. Xxxxxxx (SEAL)
Name: XXXXX X. XXXXXXX
Title: PRESIDENT, CHIEF EXECUTIVE OFFICER
Date:
LODI SELLER:
BUCKEYE FACTORY SHOPS LIMITED PARTNERSHIP, a Delaware
limited partnership
By: Prime Retail, L.P., a Delaware limited partnership,
its general partner
By: Prime Retail, Inc., a Maryland corporation,
its general partner
By: \s\ Xxxxx X. Xxxxxxx (SEAL)
Name: XXXXX X. XXXXXXX
Title: PRESIDENT, CHIEF EXECUTIVE OFFICER
Date:
PURCHASER:
PWG CAPITAL, LLC,
a Delaware limited liability company
By: Prime Retail, L.P., a Delaware limited partnership,
its general partner
By: \s\ Xxxxx X. Xxxxxxx (SEAL)
Name: XXXXX X. XXXXXXX
Title: AUTHORIZED SIGNATORY
Date: 3-27-02
