Owens Mortgage Investment Fund a Calif LTD Partnership Sample Contracts

EXHIBIT B
Subscription Agreement • November 15th, 2000 • Owens Mortgage Investment Fund • Commodity contracts brokers & dealers
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EXHIBIT A
Limited Partnership Agreement • November 15th, 2000 • Owens Mortgage Investment Fund • Commodity contracts brokers & dealers • California
MODIFICATION TO CREDIT AGREEMENT
Modification to Credit Agreement • December 9th, 2010 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate • California

This Modification to Credit Agreement ("Modification") is made as of October 12, 2010, by and among OWENS MORTGAGE INVESTMENT FUND, a California limited partnership (“Borrower”), CALIFORNIA BANK & TRUST, in its capacity as Agent for the Lenders, and CALIFORNIA BANK & TRUST, FIRST BANK and CITY NATIONAL BANK (each, a “Lender”).

SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS
Purchase and Sale Agreement • July 21st, 2008 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate

THIS SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS (this “Amendment”) is made as of this 3rd day of October, 2007, by and between OWENS MORTGAGE INVESTMENT FUND (“Seller”), and NANOOK VENTURES LLC, a Delaware limited liability company (“Purchaser”), successor to DUPONT FABROS DEVELOPMENT LLC, a Delaware limited liability company (“DFD”).

FIFTH AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS
Purchase and Sale Agreement • July 21st, 2008 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate

THIS FIFTH AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS (this “Amendment”) is made as of this 23rd day of January 2008, by and between OWENS MORTGAGE INVESTMENT FUND (“Seller”), and NANOOK VENTURES LLC, a Delaware limited liability company (“Purchaser”), successor to DUPONT FABROS DEVELOPMENT LLC, a Delaware limited liability company (“DFD”).

OPERATING AGREEMENT OF 1850 DE LA CRUZ LLC, a California limited liability company
Operating Agreement • July 21st, 2008 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate • California
AMENDED AND RESTATED PURCHASE AGREEMENT
And Restated Purchase Agreement • October 6th, 2004 • Owens Mortgage Investment Fund a Calif LTD Partnership • Commodity contracts brokers & dealers • Nevada

THIS AMENDED AND RESTATED PURCHASE AGREEMENT (this "Agreement") is entered into this 27th day of September, 2004, between Vestin Fund I, LLC, Vestin Fund II, LLC and Owens Mortgage Investment Fund, or their assigns (collectively, “Sellers”), on the one hand, and on the other hand, Station Casinos, Inc. (“Buyer”), or its assigns.

MODIFICATION TO CREDIT AGREEMENT
Modification to Credit Agreement • August 14th, 2007 • Owens Mortgage Investment Fund a Calif LTD Partnership • Mortgage bankers & loan correspondents • California

This Modification to Credit Agreement ("Modification") is made as of July 20, 2007, by and among OWENS MORTGAGE INVESTMENT FUND, a California limited partnership (“Borrower”) and CALIFORNIA BANK & TRUST, FIRST BANK and CITY NATIONAL BANK (which are collectively known as “Lenders”).

MODIFICATION TO CREDIT AGREEMENT
Modification to Credit Agreement • October 19th, 2009 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate • California

This Modification to Credit Agreement ("Modification") is made as of October 13, 2009, by and among OWENS FINANCIAL GROUP, INC. (“Borrower”) and CALIFORNIA BANK & TRUST, FIRST BANK, formerly FIRST BANK & TRUST, and CITY NATIONAL BANK (which are collectively known as “Lenders”).

FOURTH AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS
Purchase and Sale Agreement • July 21st, 2008 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate

THIS FOURTH AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS (this “Amendment”) is made as of this 14th day of December 2007, by and between OWENS MORTGAGE INVESTMENT FUND (“Seller”), and NANOOK VENTURES LLC, a Delaware limited liability company (“Purchaser”), successor to DUPONT FABROS DEVELOPMENT LLC, a Delaware limited liability company (“DFD”).

MODIFICATION TO CREDIT AGREEMENT
Modification to Credit Agreement • May 15th, 2008 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate • California

This Modification to Credit Agreement ("Modification") is made as of March 31, 2008, by and among OWENS MORTGAGE INVESTMENT FUND, a California limited partnership (“Borrower”) and CALIFORNIA BANK & TRUST, FIRST BANK and CITY NATIONAL BANK (which are collectively known as “Lenders”).

MODIFICATION TO CREDIT AGREEMENT
Modification to Credit Agreement • April 1st, 2009 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate • California

This Modification to Credit Agreement ("Modification") is made as of March 27, 2009, by and among OWENS MORTGAGE INVESTMENT FUND, a California limited partnership (“Borrower”) and CALIFORNIA BANK & TRUST, FIRST BANK and CITY NATIONAL BANK (which are collectively known as “Lenders”).

NINTH AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS
Purchase and Sale Agreement • July 21st, 2008 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate

THIS NINTH AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS (this “Amendment”) is made as of this 28th day of May, 2008, by and between OWENS MORTGAGE INVESTMENT FUND (“Seller”), and NANOOK VENTURES LLC, a Delaware limited liability company (“Purchaser”), successor to DUPONT FABROS DEVELOPMENT LLC, a Delaware limited liability company (“DFD”).

FIRST AMENDMENT TO PURCHASE AGREEMENT AND DEPOSIT RECEIPT
Purchase Agreement and Deposit Receipt • November 14th, 2012 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate • Florida

THIS FIRST AMENDMENT TO PURCHASE AGREEMENT AND DEPOSIT RECEIPT, dated November 1st, 2012 (this “Amendment”), made by and between MI-1900 Treasures Investor LLC, a Delaware limited liability company (“Buyer”) and TOTB Miami, LLC, a Florida limited liability company (“Seller”), provides:

FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS
Purchase and Sale Agreement • July 21st, 2008 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate

THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS (this “Amendment”) is made as of this 24th day of August, 2007, by and between OWENS MORTGAGE INVESTMENT FUND (“Seller”), and NANOOK VENTURES LLC, a Delaware limited liability company (“Purchaser”), successor to DUPONT FABROS DEVELOPMENT LLC, a Delaware limited liability company (“DFD”).

MODIFICATION TO CREDIT AGREEMENT
Modification to Credit Agreement • October 19th, 2009 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate • California

This Modification to Credit Agreement ("Modification") is made as of October 13, 2009, by and among OWENS MORTGAGE INVESTMENT FUND, a California limited partnership (“Borrower”) and CALIFORNIA BANK & TRUST, FIRST BANK and CITY NATIONAL BANK (which are collectively known as “Lenders”).

PURCHASE AGREEMENT AND DEPOSIT RECEIPT
Agreement • November 14th, 2012 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate • Florida

This Agreement (“Agreement”) is made and entered into as of the 20th day of September, 2012 (“Effective Date”) by and between MI-1900 Treasures Investor LLC, a Delaware limited liability company (“Buyer”) and TOTB Miami, LLC, a Florida limited liability company ("Seller").

BY U.S. MAIL AND ELECTRONIC TRANSMISSION Owens Financial Group, Inc. August 4, 2009
Owens Mortgage Investment Fund a Calif LTD Partnership • August 10th, 2009 • Real estate
SEVENTH AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS
Purchase and Sale Agreement • July 21st, 2008 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate

THIS SEVENTH AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS (this “Amendment”) is made as of this 26th day of March 2008, by and between OWENS MORTGAGE INVESTMENT FUND (“Seller”), and NANOOK VENTURES LLC, a Delaware limited liability company (“Purchaser”), successor to DUPONT FABROS DEVELOPMENT LLC, a Delaware limited liability company (“DFD”).

THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS
Purchase and Sale Agreement • July 21st, 2008 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate

THIS THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS (this “Amendment”) is made as of this 18th day of October 2007, by and between OWENS MORTGAGE INVESTMENT FUND (“Seller”), and NANOOK VENTURES LLC, a Delaware limited liability company (“Purchaser”), successor to DUPONT FABROS DEVELOPMENT LLC, a Delaware limited liability company (“DFD”).

PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS BY AND BETWEEN SELLER: OWENS MORTGAGE INVESTMENT FUND, AND BUYER: DuPONT FABROS DEVELOPMENT LLC, a Delaware limited liability company DATED AS OF: July 24, 2007
Purchase and Sale Agreement • July 21st, 2008 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate

Buyer and Seller hereby enter into this Purchase and Sale Agreement and Escrow Instructions (“Agreement”) as of the Effective Date. In consideration of the mutual covenants set forth herein, Seller agrees to sell, assign and transfer the Property to Buyer, and Buyer agrees to buy the Property from Seller, on the terms and conditions set forth in this Agreement.

PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS
Purchase and Sale Agreement and Escrow Instructions • October 17th, 2005 • Owens Mortgage Investment Fund a Calif LTD Partnership • Mortgage bankers & loan correspondents • California

To: First American Title Guaranty Company 1737 North First Street San Jose, CA 95112 Attn: Jessica Avila Dated: June 10, 2005 (“Effective Date”) Escrow No. NCS-170827-SC

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ASSIGNMENT AGREEMENT AND RELEASE
Assignment Agreement and Release • October 6th, 2004 • Owens Mortgage Investment Fund a Calif LTD Partnership • Commodity contracts brokers & dealers • Nevada

THIS ASSIGNMENT AGREEMENT AND RELEASE (this “Assignment”) is entered into this 27th day of September, 2004, by and among MGI, LLC, a Nevada limited liability company (the “Assignor”), STATION CASINOS, INC., a Nevada corporation (the “Assignee”), and VESTIN FUND I, LLC, a Nevada limited liability company, VESTIN FUND II, LLC, a Nevada limited liability company and OWENS INVESTMENT MORTGAGE FUND, a California limited partnership (collectively, the “Sellers”).

SIXTH AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS
Purchase and Sale Agreement • July 21st, 2008 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate

THIS SIXTH AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS (this “Amendment”) is made as of this 19th day of February 2008, by and between OWENS MORTGAGE INVESTMENT FUND (“Seller”), and NANOOK VENTURES LLC, a Delaware limited liability company (“Purchaser”), successor to DUPONT FABROS DEVELOPMENT LLC, a Delaware limited liability company (“DFD”).

ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS
Assignment and Assumption Of • July 21st, 2008 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate • Virginia

This Assignment and Assumption of Purchase and Sale Agreement and Escrow Instructions (this “Agreement”) is made as of this 7th day of August, 2007 by and between DuPont Fabros Development LLC, a Delaware limited liability company (“Assignor”) and Nanook Ventures LLC, a Delaware limited liability company (“Assignee”).

BY U.S. MAIL AND ELECTRONIC MAIL July 7, 2010 Owens Mortgage Investment Fund
Owens Mortgage Investment Fund a Calif LTD Partnership • July 9th, 2010 • Real estate

RE: Credit Agreement between Owens Mortgage Investment Fund, as Borrower, and California Bank & Trust, First Bank and City National Bank, as Lenders, dated August 31, 2001, as amended

BY U.S. MAIL AND TELEPHONIC FACSIMILE June 15, 2010 Owens Mortgage Investment Fund
Owens Mortgage Investment Fund a Calif LTD Partnership • June 21st, 2010 • Real estate

RE: Credit Agreement between Owens Mortgage Investment Fund, as Borrower, and California Bank & Trust, First Bank and City National Bank, as Lenders, dated August 31, 2001, as amended

SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS
Purchase and Sale Agreement and Escrow Instructions • October 5th, 2005 • Owens Mortgage Investment Fund a Calif LTD Partnership • Mortgage bankers & loan correspondents

This Second Amendment to Purchase and Sale Agreement and Escrow Instructions (“Second Amendment”) is entered into as of this third (3rd) day of October, 2005, by and between OWENS MORTGAGE INVESTMENT FUND, a California limited partnership (“Seller”) and VENTURE DEVELOPMENT CORPORATION, a California corporation, dba Venture Corporation (“Buyer”).

EIGHTH AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS
Purchase and Sale Agreement • July 21st, 2008 • Owens Mortgage Investment Fund a Calif LTD Partnership • Real estate

THIS EIGHTH AMENDMENT TO PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS (this “Amendment”) is made as of this 25th day of April, 2008, by and between OWENS MORTGAGE INVESTMENT FUND (“Seller”), and NANOOK VENTURES LLC, a Delaware limited liability company (“Purchaser”), successor to DUPONT FABROS DEVELOPMENT LLC, a Delaware limited liability company (“DFD”).

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