EOD. Case Doc 343 Filed 12/09/19 Entered 12/09/19 12:10:38. Document Page 1 of /09/2019

Transkript

1 Case Doc 343 Filed 12/09/19 Entered 12/09/19 12:10:38 EOD Desc Main Document Page 1 of /09/2019 Motion to Sell Additional Commercial Property in Frisco, Texas Free and Clear of Liens, Claims, and Encumbrances Under 11 U.S.C. 363

2 Document Page 2 of 149

3 Document Page 3 of 149 Order Approving Chapter 11 Trustee s Motion to Sell Certain Commercial Property in Frisco, Texas Free and Clear of Liens, Claims, and Encumbrances under 11 U.S.C. 363

7 Document Page 7 of 149 Signed on12/9/2019 SR HONORABLE BRENDA T. RHOADES, UNITED STATES BANKRUPTCY JUDGE

9 Document Page 9 of 149 In re CFO Management Holdings, LLC

11 Document Page 11 of 149 et seq.

13 Document Page 13 of 149 inter alia In re CFO Management Holdings, LLC

23 Document Page 23 of 149 i.e.,

26 Document Page 26 of 149 ab nitio [this space intentionally left blank; signature pages follow]

29 Document Page 29 of 149 [see attached]

30 Document Page 30 of 149 In Re CFO / KOKABH LLC

31 Document Page 31 of 149 Signature Page Follows

33 Document Page 33 of 149 see attached

34 Document Page 34 of 149 final list to be inserted at closing per the terms of the Agreement

36 Document Page 36 of 149 In Re CFO / KOKABH LLC AS-IS, WHERE- IS, WITH ALL FAULTS Signature Page Follows

39 Document Page 39 of 149 In Re CFO / KOKABH LLC Signature Page Follows

65 Document Page 65 of 149 In Re CFO / LOTUS CAPITAL LLC

71 Document Page 71 of 149 In Re CFO / LOTUS CAPITAL LLC AS-IS, WHERE- IS, WITH ALL FAULTS Signature Page Follows

74 Document Page 74 of 149 In Re CFO / LOTUS CAPITAL LLC Signature Page Follows

77 Document Page 77 of 149 Signatures on the following page(s)

101 Document Page 101 of 149 In Re CFO / Value Ranch Properties LLC

107 Document Page 107 of 149 In Re CFO / Value Ranch Properties LLC AS-IS, WHERE- IS, WITH ALL FAULTS Signature Page Follows

110 Document Page 110 of 149 In Re CFO / Value Ranch Properties LLC Signature Page Follows

136 Document Page 136 of 149 In Re CFO / RP GROUP INVESTMENTS LLC

142 Document Page 142 of 149 In Re CFO / RP GROUP INVESTMENTS LLC AS-IS, WHERE- IS, WITH ALL FAULTS Signature Page Follows

145 Document Page 145 of 149 In Re CFO / RP GROUP INVESTMENTS LLC Signature Page Follows

148 DocuSign Envelope ID: C6C88C4F-DA26-49C3-B8F1-0B4A17F1F04A Document Page 148 of 149 FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (this Amendment ) is executed as of December 2, 2019, by and between DAVID WALLACE, AS CHAPTER 11 TRUSTEE OF IN RE CFO MANAGEMENT HOLDINGS, LLC, IN THE UNITED STATES BANKRUPTCY COURT FOR THE EASTERN DISTRICT OF TEXAS SHERMAN DIVISION, CASE NO ( Seller ), and RP GROUP INVESTMENTS LLC, a Texas limited liability company ( Purchaser ). WHEREAS, Seller and Purchaser entered into that certain Purchase and Sale Agreement and Joint Escrow Instructions dated effective as of October 29, 2019 (the Agreement ), for the purchase and sale of Retail Building 5 of Preston at Wade Crossing, located at 8877 Wade Blvd., Frisco, Texas Property ), as more particularly described in the Agreement; and WHEREAS, Seller and Purchaser now desire to amend certain terms and provisions of the Agreement, as hereinafter set forth in this Amendment. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged and confessed, the parties hereby agree as follows: 1. PurchaserWaiver of All Termination Rights and Contingencies. Notwithstanding any provision contained within the Agreement to the contrary, Purchaser hereby waives all rights to terminate the Agreement, including, without limitation, its termination right in connection with the Inspection Period, Title Defects, the completion of the turn lane on Preston R from the City of Frisco (of which Purchaser has conducted its investigations, is satisfied in all respects and hereby waives its rights under the Agreement with respect to such matters), and shall accept the Property in -IS, WHERE-IS, AND WITH ALL. Purchaser hereby agrees that the Deposit shall be non-refundable to Purchaser in all respects absent a Seller default as set forth in the Agreement, and shall be paid to Seller if the sale of the Property is not effectuated as set forth in the Agreement. 2. Clarification of Name of Seller. For the avoidance of doubt, Purchaser and Seller hereby wish to clarify that the correct name of the Seller is David Wallace, as Chapter 11 Trustee of In re CFO Management Holdings, LLC, in the United States Bankruptcy Court for the Eastern District of Texas Sherman Division, Case No Miscellaneous. The recitals set forth herein are true and correct and are incorporated into this Amendment by reference for all purposes. All capitalized terms used in this Amendment but not defined herein shall have the meaning assigned to such terms in the Agreement. Except as amended hereby, the Agreement shall remain as originally written and in full force and effect. To the extent of any conflict between the terms and provisions of the Agreement and the terms and provisions of this Amendment, the terms and provisions of this Amendment shall govern and control. This Amendment shall inure to the benefit of and be binding upon the parties hereto and their respective successors and permitted assigns. Each party hereto represents to the other party hereto that such party has the full right and authority to enter into this Amendment without the consent or approval of any other person, entity or court. This Amendment may be executed in any number of counterparts, each of which shall constitute an original but all of which, taken together, shall constitute but one and the same instrument. To facilitate execution of this Amendment, the parties may execute and exchange telefaxed or ed counterparts of the signature pages and such counterparts shall serve as originals. [Signatures on the following page(s)]