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EXHIBIT -- 2.1.1
FIRST AMENDMENT TO PURCHASE AGREEMENT
This First Amendment to Purchase Agreement (this "First Amendment") is
made by and among GLENBOROUGH PROPERTIES, L.P., CHASE MONROE LLC, GLB CHASE ON
COMMONWEALTH, L.P., GLB COURTYARD, L.P., GLB FARMHURST, L.P., GLB THE OAKS,
L.P., GLB SHARONRIDGE -- PHASE 1, LIMITED PARTNERSHIP, GLB SHARONRIDGE -- PHASE
2, LIMITED PARTNERSHIP, GLB WENDOVER GLEN, L.P., GLENBOROUGH FUND V, LIMITED
PARTNERSHIP, GLENBOROUGH FUND VI, LLC, and GLENBOROUGH FUND X, LIMITED
PARTNERSHIP (collectively, "Transferors") and BUSH GARDENS, LLC, a Nevada
limited liability company ("Buyer").
R E C I T A L S :
A. Transferors and Buyer entered into that certain Purchase Agreement
effective September 26, 2000 (the "Agreement"), pursuant to which Transferors
agreed to sell to Buyer and Buyer agreed to purchase from Transferors the
Properties described therein. Unless otherwise expressly defined, all
capitalized terms used herein shall have the meanings given to such terms in the
Agreement.
B. Transferors and Buyer have decided to amend the Agreement to provide
for the extension of certain dates set forth therein.
NOW, THEREFORE, for and in consideration of the premises and the mutual
covenants herein contained, Transferors and Buyer hereby agree as follows:
1. Approval Date. The Approval Date, which is defined in Addendum I of
the Agreement, is hereby extended to November 30, 2000.
2. Assumption Application Deadline. The Assumption Application Deadline,
which is defined in Section 5(a)(v) of the Agreement, is hereby extended to
November 30, 2000.
3. Seller. The definition of Seller contained in Addendum I of the
Agreement is hereby revised to read in its entirety as follows:
Sellers. Glenborough Properties, L.P. as to Woodmere Trace. Glenborough
Fund V, L.P. as to Overlook Apartments. Glenborough Fund VI, LLC as to
Arrowood Crossing, Chase Monroe, Phase I, Park at Woodlake, Player's
Club, Sabal Point and Willow Glen Apartments. Glenborough Fund X,
Limited Partnership, as to Bandera Crossing, Bear
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Creek, Cypress Creek, Hunters Chase, Hunterwood, Longspur Crossing,
North Park, Silver Vale Crossing, Stone Ridge, the Hollows, Vista
Crossing, Walnut Creek Crossing, Willow Brook and Wind River Crossing,
Jefferson Creek, Jefferson Place and La Costa. GLB Chase on
Commonwealth, L.P. as to Chase on Commonwealth. DC Courtyard, L.P. as to
the Courtyard Apartments. GLB Farmhurst, L.P. as to the Landing on
Farmhurst Apts. GLB the Oaks, L.P. as to the Oaks Apartments. GLB
Sharonridge -- Phase 1, Limited Partnership, as to Sharonridge
Apartments -- Phase I. GLB Sharonridge -- Phase 2, Limited Partnership,
as to Sharonridge Apartments -- Phase II. GLB Wendover Glen, L.P. as to
Wendover Glen Apartments. Chase Monroe, LLC as to the Chase, Phase II.
4. Ratification. Except as amended by this First Amendment, the terms
and provisions of the Agreement shall remain in full force and effect, and shall
be binding upon and inure to the benefit of the parties hereto.
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EXECUTED as of November __, 2000.
TRANSFERORS:
GLENBOROUGH PROPERTIES, L.P.
a California limited partnership
By Glenborough Realty Trust Incorporated,
a Maryland corporation,
its General Partner
By
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Its
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CHASE MONROE LLC,
a Delaware limited liability company
By: Glenborough Properties, L.P.,
a California limited partnership
Its Managing Member
By: Glenborough Realty Trust Incorporated
Its General Partner
By:
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Its
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GLB CHASE ON COMMONWEALTH, L.P.,
a North Carolina limited partnership
By: Glenborough Corporation
Its Agent
By:
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Its
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GLB COURTYARD, L.P.,
a North Carolina limited partnership
By: Glenborough Corporation
Its Agent
By:
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Its
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GLB FARMHURST, L.P.,
a North Carolina limited partnership
By: Glenborough Corporation
Its Agent
By:
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Its
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GLB THE OAKS, L.P.,
a North Carolina limited partnership
By: Glenborough Corporation
Its Agent
By:
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Its
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GLB SHARONRIDGE -- PHASE 1, LIMITED PARTNERSHIP,
a North Carolina limited partnership
By: Glenborough Corporation
Its Agent
By:
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Its
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GLB SHARONRIDGE -- PHASE 2, LIMITED PARTNERSHIP,
a North Carolina limited partnership
By: Glenborough Corporation
Its Agent
By:
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Its
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GLB WENDOVER GLEN, L.P.,
a North Carolina limited partnership
By: Glenborough Corporation
Its Agent
By:
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Its
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GLENBOROUGH FUND V, LIMITED PARTNERSHIP,
a Delaware limited partnership
By: Glenborough Realty Trust Incorporated
Its Agent
By:
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Its
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GLENBOROUGH FUND VI, LLC,
a Delaware limited liability company
By: Glenborough Realty Trust Incorporated
Its Agent
By:
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Its
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GLENBOROUGH FUND X, LIMITED PARTNERSHIP,
a Delaware limited partnership
By: Glenborough Realty Trust Incorporated
Its Agent
By:
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Its
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BUYER:
BUSH GARDENS, LLC, a Nevada limited liability company
By:
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Its
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