Supplemental Agreement to Purchase Agreement between Sovran Acquisition Limited Partnership and Multiple Seller Entities (February 23, 2006)

Summary

This agreement supplements a previous purchase agreement dated February 7, 2006, between Sovran Acquisition Limited Partnership (the Purchaser) and various seller entities (the Companies). It incorporates additional exhibits and schedules into the original purchase agreement, specifically identifying the properties involved, the allocation of the purchase price, and the list of personal property to be transferred. The agreement confirms that the original purchase agreement remains in effect as supplemented. The parties agree that this supplemental agreement may be signed in counterparts and by facsimile.

EX-10.31 3 sssa606.htm

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Exhibit 10.31

SUPPLEMENTAL AGREEMENT

THIS SUPPLEMENTAL AGREEMENT ("Agreement") is made and entered into as of February 23, 2006 by and between SOVRAN ACQUISITION LIMITED PARTNERSHIP, 6467 Main Street, Buffalo, New York 14221 ("Purchaser") and WASHINGTON STREET, LP, LEMAY MERRY, LP, MANCHESTER MINI, LP, SHACKELFORD MINI, LP, ST CHARLES ROCK ROAD, LP, MCSTORAGE MINI, LP, MINI OLD KATY, LP, MILL HAVEN MINI, LP, HOWDERSHELL MINI, LP, HULEN INVESTORS, LLC, GENERAL DEGAULLE, LP, PINELLAS LLC, MINI/USA VENTURES I, LP, LITTLE ROAD, LP, BROADWAY SELF STORAGE, LLC, SUNSET HOLDINGS, LLC, LITTLE ROAD II, LP, RIVERBEND ENTERPRISES, LTD., BLANCO ROAD, LP, 75 & GOLDMARK, LLC, CORNERSTONE MANANA, LP, 5440 Harvest Hill Road, Suite 166, Dallas, Texas 75230 (each a "Company" and collectively the "Companies" or "Seller").

RECITALS

WHEREAS, Seller and Purchaser entered into a purchase agreement dated as of February 7, 2006 ("Purchase Agreement") pertaining to the properties identified in attached Exhibit A; and

WHEREAS, Seller and Purchaser desire to supplement the Purchase Agreement so as to complete Exhibit A and Schedule 2.3(g) of the Purchase Agreement, and to identify the list of Personal Property to be attached to the Bill of Sale as Schedule B thereto.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Seller and Purchase hereby agree as follows:

1. Exhibit A attached hereto shall be deemed to be a part of, and is hereby incorporated in, the Purchase Agreement as Exhibit A thereto. Each Site comprising the Property is identified in attached Exhibit A. The Purchase Price shall be allocated as set forth in attached Exhibit A.

2. Schedule B attached hereto shall be deemed to be a part of, and is hereby incorporated in, the Purchase Agreement as Schedule B to the Bill of Sale, which Bill of Sale is attached to the Purchase Agreement as Exhibit B. Schedule B is a list of Personal Property to be transferred to Purchaser at Closing.

3. Schedule 2.3(g) attached hereto shall be deemed to be a part of, and is hereby incorporated in, the Purchase Agreement as Schedule 2.3(g) thereto.

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4. This Agreement may be signed in counterparts, and by facsimile signatures, which facsimile counterparts shall be deemed originals for all purposes, and which together shall be deemed one agreement.

5. Capitalized terms herein shall have the same meaning as those set forth in the Purchase Agreement.

6. The Purchase Agreement, as hereby supplemented, remains in full force and effect.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates indicated below:

	SOVRAN ACQUISITION LIMITED PARTNERSHIP By: SOVRAN HOLDINGS, INC., its general partner By:____________________________ ________ Paul T. Powell Date Sr. Vice President

	WASHINGTON STREET, LP By: WASHINGTON STREET GP, INC., its sole general partner By:____________________________ ________ Fred A. Gans Date President

	LEMAY FERRY, LP By: MINI/USA EQUITIES, INC., its sole general partner By:____________________________ ________ Fred A. Gans Date President

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	MANCHESTER MINI, LP By: MANCHESTER MINI GP, INC., its sole general partner By:____________________________ _________ Fred A. Gans Date President

	SHACKELFORD MINI, LP By: SHACKELFORD MINI GP, INC., its sole general partner By:____________________________ ________ Fred A. Gans Date President

	ST CHARLES ROCK ROAD, LP By: MINI/USA EQUITIES, INC., its sole general partner By:____________________________ _________ Fred A. Gans Date President

	MCSTORAGE MINI, LP By: MCSTORAGE MINI GP, INC., its sole general partner By:____________________________ ________ Fred A. Gans Date President

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	MINI OLD KATY, LP By: MINI OLD KATY GP, INC., its sole general partner By:____________________________ _________ Fred A. Gans Date President

	MILL HAVEN MINI, LP By: MILL HAVEN MINI GP, INC., its sole general partner By:____________________________ ________ Fred A. Gans Date President

	HOWDERSHELL MINI, LP By: CORNERSTONE STORAGE EQUITIES, INC. its sole general partner By:____________________________ _________ Fred A. Gans Date President

	HULEN INVESTORS, LLC By: FARMINGTON SQUARE, INC., its sole member By:____________________________ ________ Fred A. Gans Date By Power of Attorney, as attorney-in-fact for James R. Vosburgh, President

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	GENERAL DEGAULLE, LP By: GENERAL DEGAULLE GP, INC., its sole general partner By:____________________________ _________ Fred A. Gans Date President

	PINELLAS LLC By: VOSBURGH INVESTMENTS, LP, member By:___________________________ ________ Fred A. Gans Date By Power of Attorney, as attorney-in-fact for James R. Vosburgh, general partner By: VOSBURGH PROPERTIES, LP, member By:___________________________ ________ Fred A. Gans Date By Power of Attorney, as attorney-in-fact for James R. Vosburgh, manager By: TGF TRUST, member By:____________________________ ________ Fred A. Gans Date Trustee

	MINI/USA VENTURES I , LP By: MINI/USA DEVELOPMENT, LP, its sole general partner By: MINI/USA VENTURES, INC. By:____________________________ _________ Fred A. Gans Date President

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	LITTLE ROAD, LP By: LITTLE ROAD GP, INC., its sole general partner By:____________________________ ________ Fred A. Gans Date President

	BROADWAY SELF STORAGE, LLC By:____________________________ _________ Fred A. Gans, member Date By: TGF TRUST, member By:____________________________ _________ Fred A. Gans Date Trustee By: VOSBURGH INVESTMENTS, LP, member By:____________________________ _________ Fred A. Gans Date By Power of Attorney, as attorney-in-fact for James R. Vosburgh, general partner

	SUNSET HOLDINGS, LLC By:____________________________ _________ Fred A. Gans Date By Power of Attorney, as attorney-in-fact for James R. Vosburgh, member By: LIES INVESTMENTS, LP, member By:____________________________ _________ Fred A. Gans Date By Power of Attorney, as attorney-in-fact for Michael Lies, general partner By: VOSBURGH INVESTEMENTS, LP, member By:____________________________ _________ Fred A. Gans Date By Power of Attorney, as attorney-in-fact for James R. Vosburgh, general partner

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	LITTLE ROAD II, LP By: LITTLE ROAD II GP, INC., its sole general partner By:____________________________ ________ Fred A. Gans Date President

	RIVERBEND ENTERPRISES, LTD. By: VL LIMITED, INC., its sole general partner By:____________________________ _________ Fred A. Gans Date By Power of Attorney, as attorney-in-fact for James R. Vosburgh, President

	BLANCO ROAD, LP By: CORNERSTONE EQUITIES, INC., its sole general partner By:____________________________ ________ Fred A. Gans Date President 75 & GOLDMARK, LLC By: VOSBURGH INVESTMENTS, LP, member By:____________________________ _________ Fred A. Gans Date By Power of Attorney, as attorney-in-fact for James R. Vosburgh, general partner By: TGF TRUST, member By:____________________________ _________ Fred A. Gans Date Trustee

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	CORNERSTONE MANANA, LP By: CORNERSTONE MANANA GP, INC., its general partner By:____________________________ ________ Fred A. Gans Date President

Escrow Agent: CHICAGO TITLE INSURANCE COMPANY By:___________________________ __________ Name: Date Title:

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