Exhibit
10.3
AMENDMENT
TO AGREEMENT OF PURCHASE AND SALE
THIS AMENDMENT TO AGREEMENT OF
PURCHASE AND SALE (this “ Amendment ”) is dated
as of April 16, 2007, between AXSYS TECHNOLOGIES IR SYSTEMS,
INC. (“
Seller ”), and THE HAMPSHIRE GENERATIONAL FUND
LLC. (“ Purchaser ”) .
Seller and Purchaser entered into an
Agreement of Purchase and Sale dated March 15, 2007 (herein the
“ Agreement ”), pursuant to which Seller agreed
to sell and convey to Purchaser, and Purchaser agreed to acquire
from Seller, subject to the terms and conditions contained therein,
certain real property located in Nashua, New Hampshire, more
particularly set forth therein (the “Property”).
All capitalized terms used herein shall have the meaning specified
in the Agreement.
Purchaser has advised Seller that
Purchaser will assign the Agreement as of the Closing Date to
Nashua-Suffolk 2007, LLC (“Suffolk”), as a 79%
tenant-in-common, and to Nashua-Garrett 2007, LLC
(“Garrett”) as a 21% tenant-in-common.
Seller and Purchaser now desire to
amend the Agreement in the manner herein provided.
NOW THEREFORE,
in consideration of the foregoing premises, the promises herein
contained, and other good and valuable consideration, receipt of
which is hereby acknowledged, Seller and Purchaser agree as
follows:
1.
Pollution Legal Liability Insurance . Seller agrees
(i) on or before the Closing Date, to name Suffolk and Garrett as
named insureds on that certain Pollution Legal Liability Select
Policy issued by American International Specia
