EX-99.30 11 a04-13931_1ex99d30.htm EX-99.30

EXHIBIT 99.30

 

AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF
BRANDON LIMITED PARTNERSHIP NO. 1

 

This Amendment is made as of the 3lst day of December 2001, by and among Rodney Cyril Sacks and Hilton Hiller Schlosberg, as the General Partners, and those persons set forth on the signature page hereof as Limited Partners, as hereafter defined, to that certain Amended and Restated Agreement of Limited Partnership of Brandon Limited Partnership No. 1 dated as of November 8, 1990 among the General Partners and the Limited Partners (the “Partnership Agreement”) as read with those Amendments to the Agreement of Limited Partnership of Brandon Limited Partnership No. 1 made as of the 31st day of December 1993, as of the 31st day of December 1995 and as of 31st day of December 1997 (the “Three Amendments”). All capitalized terms used in this Amendment shall, unless otherwise defined herein, have the same meanings as set forth in the Partnership Agreement.

In consideration of the mutual agreements made herein, the Partners hereby agree as follows:

 

1.                                     Section 2.6 of the Partnership Agreement is hereby amended in its entirety to read as follows:

 

“2.6. Duration. The Partnership shall terminate and dissolve on January 1, 2010 unless sooner terminated upon the vote of a Majority in Interest of the Limited Partners upon not less than 60 days written notice to the Partnership; provided, however, that at any time on or after January 1, 1998 any Limited Partner shall have the right to withdraw from the Partnership upon not less than 60 days written notice to the Partnership and to receive a distribution of Partnership assets equivalent to the distribution any such Limited Partner would be entitled to receive on the liquidation of the Partnership pursuant to Article X in full satisfaction of such Limited Partner’s interest in the Partnership and right, if any, to claim repayment of all or any portion of his Capital Contribution.”

 

2.                                     Section 10.1(b) of the Partnership Agreement is hereby amended in its entirety to read as follows:

 

“(b) If the Partnership is not dissolved and liquidated pursuant to subparagraph (a) above on or before December 31, 2009 or pursuant to Section 2.6 above, then the Partnership shall be automatically dissolved on January 1, 2010.”

 

3.                                     All other terms of the Partnership Agreement, as amended by the Three Amendments, shall remain in full force and effect.

 

4.                                     Each Limited Partner hereby makes, constitutes and appoints any and all of the General Partners, with full power of substitution, to be his true and lawful attorneys, for him and

 



 

in his name, place and stead and for his use and benefit, to sign, swear to, acknowledge, file and record this Amendment and a Declaration relating hereto under the laws of the Cayman Islands or the laws of any other jurisdiction in which such a certificate is required to be filed or which the General Partners determine such a filing to be advisable.

 

IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the date first written above.

 

 

GENERAL PARTNERS

 

 

 

/s/ Rodney Cyril Sacks

 

/s/ Hilton Hiller Schlosberg

 

Rodney Cyril Sacks

 Hilton Hiller Schlosberg

 

 

 

 

LIMITED PARTNERS

 

 

 

The Sacks Irrevocable Trust
established September 14, 1992

 Serial Limited

 

  By:

/s/ R. Lowe

 

 

 

  Name:

GCI Management Limited

Per Trustee, Leslie Joel Sacks

  Title:  Sole director

 

 

 

 

Rodney Sacks Family Limited

  MMC Investments Limited

Partnership established

 

November 13, 2001

By:

/s/ S.L. Screech

 

 

Name:

S.L. Screech

/s/ Rodney Cyril Sacks

 

 Title:

Director

Per Trustee, Rodney C. Sacks, Trustee

 

of the Rodney C. Sacks Trust, established

Radcliffes Trustee Company S.A. as

November 28, 2000

Trustees of the Grandee Trust

 

 

 

By:

/s/ Segerman/R. Crook

 

/s/ Hilton Hiller Schlosberg

 

Name

Segerman/R. Crook

Hilton Hiller Schlosberg

Title:

 

 

 

JHM Securities Limited

 

 

 

By:

S.L. Screech

 

/s/ Hilton Hiller Schlosberg     for

 

Name:

S.L. Screech

Marc Adam Schlosberg

Title:

Director

 

 

 

 

/s/ Hilton Hiller Schlosberg    for

 

 

Carly Jenna Schlosberg