Amendment to Agreement of Purchase and Sale between PriceSmart, Inc. and The Price Group, LLC
This amendment updates the original Agreement of Purchase and Sale between PriceSmart, Inc. and The Price Group, LLC regarding the Santiago property. It confirms the delivery schedule for key documents, such as property surveys and reports, and sets new deadlines for providing remaining materials. The amendment also revises a section to clarify that final approval of the sale terms by the boards of directors must occur within fifteen days after the purchase price is adjusted. Both parties have agreed to these changes as of May 2004.
Exhibit 10.6
PriceSmart, Inc.
9740 Scranton Road
San Diego, CA 92121-1745
Tel ###-###-####
Fax ###-###-####
www.pricesmart.com
[GRAPHIC]
May 20, 2004
Joe Satz, Esq.
Price Entities, Inc.
7979 Ivanhoe, Suite 520
La Jolla, CA. 92037
| Re: | Santiago Agreement of Purchase and Sale (“Agreement”) |
| Dear | Joe, |
Following up on our telephone conversation of yesterday, May 19, this will confirm that within three business days after the Effective Date the Title Commitment was ordered, per section 1.07 A of the Agreement, and that I currently have the following items:
| 1. | A survey of the Subject Property, with maps attached thereto; |
| 2. | A Soils/Engineering Report with regard to the Subject Property; |
| 3. | “As Built” plans for the Subject Property; and |
| 4. | The Leases/Subleases referenced in Section 1.14A of the Agreement. |
Per our discussion, you and I have agreed that all of these items may be hand-delivered to you within the next week. We have also agreed that the remaining items referenced in Sections 1.07 B and 1.14 will be delivered to you by the end of this month.
Additionally, we have agreed that Section 2.03 B of the Agreement is amended and shall hereafter be deemed to state the following:
Within fifteen (15) days after the Purchase Price has been adjusted pursuant to Section 1.04 B of this Agreement, the Boards of Directors of PriceSmart, Inc. and Inmobiliaria PriceSmart, S. A., and/or an authorized Committees of such Boards have approved the final terms and conditions of the sale to Purchaser of the Subject Property under this Agreement.
Joe, I trust this is consistent with your understanding, and I would appreciate receiving a countersigned copy of this letter for my files.
| Thank you. |
| Very Truly Yours, PriceSmart, Inc. |
| /s/ Robert M. Gans |
| Robert M. Gans |
| Executive Vice President & General Counsel |
RMG:pss
| Accepted: | ||||
| /s/ James F. Cahill | Dated: MAY 25, 2004 | |||
| James F. Cahill | ||||
| The Price Group, LLC | ||||
