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FIRST AMENDMENT TO OMNIBUS AGREEMENT
This First Amendment to Omnibus Agreement (“Amendment”) is entered into effective as of December 13, 2012, by and among ROBERT C. MORGAN and ROBERT MOSER (collectively, the “Principals”), each of the limited liability companies and corporations which are identified on Exhibit A attached hereto (the “Project Entities”), Ideal Private Resorts LLC, a New York limited liability company (“IPR”), SUN COMMUNITIES OPERATING LIMITED PARTNERSHIP, a Michigan limited partnership (“SCOLP”), and all of the entities set forth on Exhibit B attached hereto, as third party beneficiaries (the “Sun Purchasing Entities”).
RECITALS
A. The Principals, Project Entities, IPR, SCOLP and Sun Purchasing Entities are parties to that certain Omnibus Agreement, dated December 9, 2012 (the “Agreement”), that pertaining to the contribution and purchase of certain recreational vehicle communities (each a “Project” and collectively, the “Projects”), all as more particularly described in the Agreement; and
B. The parties desire to amend the Agreement pursuant to the terms and conditions set forth herein.
C. All capitalized terms not otherwise defined herein shall be defined as set forth in the Agreement.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
1. All references throughout the Agreement to “Escrow Agent” are hereby amended to delete “First American Title Insurance Company” and replace with “Title Source, Inc.”
2. Except as set forth herein, the Agreement remains unmodified and in full force and effect.
3. This Amendment may be executed in any number of counterparts, and by separate parties hereon on separate counterparts, and all of such counterparts taken together shall constitute one and the same Amendment. This Amendment may be executed and delivered by facsimile. The section headings set forth in this Amendment are for convenience of reference only, and do not define, limit or construe the contents of such sections.
[Signature page attached]
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IN WITNESS WHEREOF, the parties have executed this Amendment as of the date set forth above.
PRINCIPALS: | SCOLP: |
/s/ Robert C. Morgan | |
ROBERT C. MORGAN | SUN COMMUNITIES OPERATING LIMITED PARTNERSHIP, a Michigan limited partnership |
/s/ Robert Moser | By: Sun Communities, Inc., General Partner |
ROBERT MOSER | By: /s/ Jonathan M. Colman Name: Jonathan M. Colman Title: Executive Vice President |
IDEAL PRIVATE RESORTS LLC, a New York limited liability company | |
By: /s/ Robert Morgan
Name: Robert Morgan
Title: Manager
[Signature Page Continued]
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[Signature Page to Amendment, dated December 13, 2012]
SUN PURCHASING ENTITIES SUN GWYNN’S ISLAND RV LLC, a Michigan limited liability company By: Sun Communities Operating Limited Partnership, a Michigan limited partnership Its: Sole member By: Sun Communities, Inc., a Maryland corporation Its: General Partner By: /s/ Jonathan M. Colman Name: Jonathan M. Colman Its: Executive Vice President SUN INDIAN CREEK RV LLC, a Michigan limited liability company By: Sun Communities Operating Limited Partnership, a Michigan limited partnership Its: Sole member By: Sun Communities, Inc., a Maryland corporation Its: General Partner By: /s/Jonathan M. Colman Name: Jonathan M. Colman Its: Executive Vice President | |
Sun LAKE LAURIE RV LLC,
a Michigan limited liability company
By: Sun Communities Operating Limited Partnership,
a Michigan limited partnership
Its: Sole member
By: Sun Communities, Inc., a Maryland corporation
Its: General Partner
By: /s/ Jonathan M. Colman
Name: Jonathan M. Colman
Its: Executive Vice President
[Signature Page Continued]
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[Signature Page to Amendment, dated December 13, 2012]
SUN FIESTA KEY RV LLC,
a Michigan limited liability company
By: Sun Communities Operating Limited Partnership,
a Michigan limited partnership
Its: Sole member
By: Sun Communities, Inc., a Maryland corporation
Its: General Partner
By: /s/ Jonathan M. Colman
Name: Jonathan M. Colman
Its: Executive Vice President
SUN NEWPOINT RV LLC,
a Michigan limited liability company
By: Sun Communities Operating Limited Partnership,
a Michigan limited partnership
Its: Sole member
By: Sun Communities, Inc., a Maryland corporation
Its: General Partner
By: /s/ Jonathan M. Colman
Name: Jonathan M. Colman
Its: Executive Vice President
SUN PETERS POND RV LLC,
a Michigan limited liability company
By: Sun Communities Operating Limited Partnership,
a Michigan limited partnership
Its: Sole member
By: Sun Communities, Inc., a Maryland corporation
Its: General Partner
By: /s/ Jonathan M. Colman
Name: Jonathan M. Colman
Its: Executive Vice President
[Signature Page Continued]
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[Signature Page to Amendment, dated December 13, 2012]
SUN SEAPORT RV LLC,
a Michigan limited liability company
By: Sun Communities Operating Limited Partnership,
a Michigan limited partnership
Its: Sole member
By: Sun Communities, Inc., a Maryland corporation
Its: General Partner
By: /s/ Jonathan M. Colman
Name: Jonathan M. Colman
Its: Executive Vice President
SUN VIRGINIA PARK RV LLC,
a Michigan limited liability company
By: Sun Communities Operating Limited Partnership,
a Michigan limited partnership
Its: Sole member
By: Sun Communities, Inc., a Maryland corporation
Its: General Partner
By: /s/ Jonathan M. Colman
Name: Jonathan M. Colman
Its: Executive Vice President
SUN WAGON WHEEL RV LLC,
a Michigan limited liability company
By: Sun Communities Operating Limited Partnership,
a Michigan limited partnership
Its: Sole member
By: Sun Communities, Inc., a Maryland corporation
Its: General Partner
By: /s/ Jonathan M. Colman
Name: Jonathan M. Colman
Its: Executive Vice President
[Signature Page Continued]
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[Signature Page to Amendment, dated December 13, 2012]
SUN WESTWARD HO RV LLC,
a Michigan limited liability company
By: Sun Communities Operating Limited Partnership,
a Michigan limited partnership
Its: Sole member
By: Sun Communities, Inc., a Maryland corporation
Its: General Partner
By: /s/ Jonathan M. Colman
Name: Jonathan M. Colman
Its: Executive Vice President
SUN WILD ACRES RV LLC,
a Michigan limited liability company
By: Sun Communities Operating Limited Partnership,
a Michigan limited partnership
Its: Sole member
By: Sun Communities, Inc., a Maryland corporation
Its: General Partner
By: /s/ Jonathan M. Colman
Name: Jonathan M. Colman
Its: Executive Vice President
PROJECT ENTITIES
MORGAN FIESTA KEY LLC
By: /s/ Robert C. Morgan
Robert C. Morgan, Manager
GWYNNS ISLAND RV RESORT LLC
By: /s/ Robert C. Morgan
Robert C. Morgan, Manager
[Signature Page Continued]
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[Signature Page to Amendment, dated December 13, 2012]
INDIAN CREEK RV RESORT LLC
By: Indian Creek Camping, Inc., Sole Member
By: /s/ Robert C. Morgan
Robert C. Morgan, President
LAKE LAURIE RV RESORT LLC
By: Lake Laurie, Inc., Sole Member
By: /s/ Robert C. Morgan
Robert C. Morgan, President
NEWPOINT RV RESORT LLC
By: Morgan RMHC LLC, Managing Member
By:/s/ Robert C. Morgan
Robert C. Morgan, Manager
PETERS POND RV RESORT INC.
By:/s/ Robert C. Morgan
Robert C. Morgan, President
SEAPORT LLC
By:/s/ Robert C. Morgan
Robert C. Morgan, Manager
VIRGINIA TENT LLC
By: Morgan RMHC LLC, Managing Member
By:/s/ Robert C. Morgan
Robert C. Morgan, Manager
[Signature Page Continued]
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[Signature Page to Amendment, dated December 13, 2012]
WAGON WHEEL MAINE LLC
By: Alpine Lake RV Resort, LLC, Sole Member
By: Alpine Lake RV SPE, Inc., Managing Member
By: /s/ Robert C. Morgan
Robert C. Morgan, President
WESTWARD HO RV RESORT LLC
By:/s/ Robert C. Morgan
Robert C. Morgan, Manager
WILD ACRES LLC
By: Alpine Lake RV Resort, LLC, Sole Member
By: Alpine Lake RV SPE, Inc., Managing Member
By: /s/ Robert C. Morgan
Robert C. Morgan, President
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