SECOND AMENDMENT TO MASTER
SERVICES AGREEMENT
THIS SECOND
AMENDMENT TO MASTER SERVICES AGREEMENT (“ Amendment
”), made and entered into as of December 23, 2008, by and
between THE TAUBMAN REALTY GROUP LIMITED PARTNERSHIP, a Delaware
limited partnership, whose address is 200 East Long Lake Road,
Suite 300, Bloomfield Hills, Michigan 48304 (“
Owner ”), and THE TAUBMAN COMPANY LLC, a Delaware
limited liability company (successor by conversion to The Taubman
Company Limited Partnership, a Delaware limited partnership), whose
address is 200 East Long Lake Road, Suite 300, Bloomfield Hills,
Michigan 48304 (“ Manager ”), is
based upon the following:
A. Owner
and Manager entered into a certain Master Services Agreement, dated
November 30, 1992, as amended by that First Amendment to Master
Services Agreement, dated September 30, 1998 (as amended, the
“ Master Services Agreement ”), relating to the
engagement of Manager, on a sole and exclusive basis, to provide
the services described in the Master Services Agreement.
B. The
parties have agreed to amend the Master Services Agreement in the
manner provided herein.
NOW, THEREFORE, for good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, the parties
hereto hereby agree as follows:
1. Section
8.1 of the Master Services Agreement is hereby deleted and the
following is substituted in its place and stead.
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