Common use of Feasibility Study Clause in Contracts

Feasibility Study. Buyer is granted the right to conduct engineering and/or market and economic feasibility studies of the Property and a physical inspection of the Property, including studies or inspections to determine the existence of any environmental hazards or conditions (collectively, the “Feasibility Study”) during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer for the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Study; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hours. Buyer will not alter the physical condition of the Property or conduct invasive testing without notifying Seller of its requested tests, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testing. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by written notice to Seller prior to expiration of the Feasibility Period, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer for all purposes.

Feasibility Study. Buyer will, at Buyer's expense and within ____ days from Effective Date ("Feasibility Study Period"), determine whether the Property is suitable, in Buyer's sole and absolute discretion, for ___________________ use. During the Feasibility Study Period, Buyer may conduct a Phase I environmental assessment and any other tests, analyses, surveys and investigations ("Inspections") that Buyer deems necessary to determine to Buyer's satisfaction the Property's engineering, architectural and environmental properties; zoning and zoning restrictions; subdivision statutes; soil and grade; availability of access public roads, water, and other utilities; consistency with local, state and regional growth management plans, availability of permits, government approvals, and licenses; and other inspections that Buyer deems appropriate to determine the Property's suitability for the Buyer's intended use. If the Property must be rezoned, Buyer will obtain the rezoning from the appropriat▇ ▇▇▇ernment agencies. Seller will sign all documents Buyer is granted required to file in connection with development or rezoning approvals. Seller gives Buyer, its agents, contractors and assigns, the right to conduct engineering and/or market and economic feasibility studies of enter the Property and a physical inspection of the Property, including studies or inspections to determine the existence of at any environmental hazards or conditions (collectively, the “Feasibility Study”) time during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer Study Period for the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative purpose of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Studyconducting inspections; provided, however, that Buyer, its agents, contractors and assigns enter the Property and conduct inspections at their own risk. Buyer may not enter into will indemnify and hold Seller harmless from ▇▇▇▇es, damages, costs, claims and expenses of any space leased nature, including attorney's fees, expenses and liability incurred in application for rezoning or related proceedings, and from liability to any person, arising from the conduct of any and all inspections of any work authorized by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hoursBuyer. Buyer will not alter engage in any activity that ▇▇▇▇▇ result in a construction lien being filed against the physical Property without Seller's prior written consent. If this transaction does not close, Buyer will, at Buyer's expense, (1) repair all damages to the Property resulting from the Inspections and return the Property to the condition it was in prior to conduct of the Property or conduct invasive testing without notifying Seller of its requested testsInspections, and obtaining the written consent of (2) release to Seller to any physical alteration all reports and other work generated as a result of the Property or invasive testingInspections. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by deliver written notice to Seller prior to the expiration of the Feasibility PeriodStudy Period of Buyer's determination of whether or not the Proper▇▇ ▇▇ acceptable. Buyer's failure to comply with this notice requirement will constitute acceptance of the Property as suitable for Buyer's intended use in its "as is" condition. If the Property is unacceptable to Buyer and written notice of this fact is timely delivered to Seller, in which case this Contract will be deemed terminated as of the ▇▇▇day after the Feasibility Study period ends and Buyer's deposit(s) will be returned after Escrow A▇▇▇▇ Money (other than the Option Money) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and receives proper authorization form all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer for all purposesinterested parties.

Feasibility Study. Buyer will, at Buyer’s expense and within 75 days from Effective Date (“Feasibility Study Period”), determine whether the Property is suitable, in Buyer’s sole and absolute discretion, for ____________________________ use. During the Feasibility Study Period, Buyer may conduct a Phase I environmental assessment and any other tests, analyses, surveys and investigations (“Inspections”) that Buyer deems necessary to determine to Buyer’s satisfaction the Property’s engineering, architectural and environmental properties; zoning and zoning restrictions; subdivision statutes; soil and grade; availability of access to public roads, water, and other utilities; consistency with local, state and regional growth management plans; availability of permits, government approvals, and licenses: and other Inspections that Buyer deems appropriate to determine the Property’s suitability for the Buyer’s intended use. If the Property must be rezoned, Buyer will obtain the rezoning from the appropriate government agencies. Seller will sign all documents Buyer is granted required to file in connection with development or rezoning approvals. Seller gives Buyer, its agents, contractors and assigns, the right to conduct engineering and/or market and economic feasibility studies of enter the Property and a physical inspection of the Property, including studies or inspections to determine the existence of at any environmental hazards or conditions (collectively, the “Feasibility Study”) time during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer Study Period for the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative purpose of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Studyconducting Inspections; provided, however, that Buyer, its agents, contractors and assigns enter the Property and conduct Inspections at their own risk, Buyer may not enter into will indemnity and hold Seller harmless from losses, damages, costs, claims and expenses of any space leased nature, including attorneys’ fees, expenses and liability incurred in application for rezoning or related proceedings, and from liability to any person, arising from the conduct of any and all Inspections or any work authorized by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hoursBuyer. Buyer will not alter engage in any activity that could result in a construction lien being filed against the physical Property without Seller’s prior written consent. If this transaction does not close, Buyer will, at Buyer’s expense, (1) repair all damages to the Property resulting from the Inspections and return the Property to the condition it was in prior to conduct of the Property or conduct invasive testing without notifying Seller of its requested testsInspections, and obtaining the written consent of (2) release to Seller to any physical alteration all reports and other work generated as a result of the Property or invasive testingInspections. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by deliver written notice to Seller prior to the expiration of the Feasibility PeriodStudy Period of Buyer’s determination of whether or not the Property is acceptable. Buyer’s failure to comply with this notice requirement will constitute acceptance of the Property as suitable for Buyer’s intended use in its “as is” condition. If the Property is unacceptable to Buyer and written notice of this fact is timely delivered to Seller, in which case this Contract will be deemed terminated as of the ▇▇▇▇▇▇▇ Money (other than day after the Option MoneyFeasibility Study period ends and Buyer’s deposit(s) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and Escrow Agent receives proper authorization from all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer for all purposesinterested parties.

Feasibility Study. Buyer will, at Buyer's expense and within ____ days from Effective Date ("Feasibility Study Period"), determine whether the Property is suitable, in Buyer's sole and absolute discretion, for ________________________________ use. During the Feasibility Study Period, Buyer may conduct a Phase I environmental assessment and any other tests, analyses, surveys and investigations ("Inspections") that Buyer deems necessary to determine to Buyer's satisfaction the Property's engineering, architectural and environmental properties; zoning and zoning restrictions; subdivision statutes; soil and grade; availability of access public roads, water, and other utilities; consistency with local, state and regional growth management plans, availability of permits, government approvals, and licenses; and other inspections that Buyer deems appropriate to determine the Property's suitability for the Buyer's intended use. If the Property must be rezoned, Buyer will obtain the rezoning from the appropriate ▇▇▇▇▇nment agencies. Seller will sign all documents Buyer is granted required to file in connection with development or rezoning approvals. Seller gives Buyer, its agents, contractors and assigns, the right to conduct engineering and/or market and economic feasibility studies of enter the Property and a physical inspection of the Property, including studies or inspections to determine the existence of at any environmental hazards or conditions (collectively, the “Feasibility Study”) time during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer Study Period for the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative purpose of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Studyconducting inspections; provided, however, Buyer may not that Buyer, its agents, contractors and assigns enter into any space leased by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hoursthe Property and conduct inspections at their own risk. Buyer will not alter the physical condition of the Property or conduct invasive testing without notifying indemnify and hold Seller of its requested tests, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testing. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by written notice to Seller prior to expiration of the Feasibility Period, in which case the harmless from l▇▇▇▇▇, damages, costs, claims and expenses of any nature, including attorney's fees, expenses and liability incurred in application for rezoning or related proceedings, and from liability to any person, arising from the conduct of any and all inspections of any work authorized by Buyer. Buyer will not engage in any activity that co▇▇▇ Money (other than ▇esult in a construction /SL/ /BG/ lien being filed against the Option Money) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive terminationProperty without Seller's prior written consent. If this Contract is transaction does not terminated pursuant close, Buyer will, at Buyer's expense, (1) repair all damages to this Section 5(a), then after expiration the Property ▇esulting from the Inspections and return the Property to the condition it was in prior to conduct of the Feasibility PeriodInspections, after and (2) release to Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination all reports and other work generated as a result of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer for all purposesInspections.

Feasibility Study. (a) Within ten (10) days after the Opening of Escrow, Seller shall use reasonable efforts to provide Buyer is granted the right to conduct engineering and/or market and economic feasibility studies with copies of the Property and a physical inspection of the Propertyall permits, including studies or inspections to determine the existence of reports (including, without limitation, any environmental hazards assessment reports previously prepared for Seller), surveys, studies, soil assessments, agreements, documents, plans, maps, and entitlements in Seller’s possession or conditions the possession of Seller’s engineers, architects, surveyors, and other advisors and consultants concerning Parcel C and its improvement, development, and ownership (collectively, the “Property Documents”). (b) During the Feasibility Study”) Period, Buyer shall have the right to review, in Buyer’s reasonable discretion, the Feasibility Matters. Seller shall reasonably cooperate with Buyer in any and all investigations during the period (Feasibility Period and Seller shall use its reasonable efforts to cause its engineers, architects, surveyors, and other advisors and consultants, if any, to share, at Buyer’s cost, all information or knowledge they have concerning Parcel C with Buyer. During the “Feasibility Period”) commencing on , Buyer shall have the Effective right to deliver to Seller and Escrow Holder the Feasibility Notice. Failure by Buyer to give the Feasibility Notice by the Feasibility Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner shall be deemed Buyer’s examination approval of the Property Feasibility Matters and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may shall be deemed necessary to be a waiver of Buyer’s right to terminate the Escrow pursuant to this provision. If Buyer disapproves any Feasibility Matters by Buyer for setting forth such disapproval in the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative Notice to Seller, Seller shall have sixty (60) days from receipt of Seller or have received Seller’s written permission prior the Feasibility Notice to entering upon the Property in connection with cure, to Buyer’s reasonable satisfaction, the disapproved Feasibility StudyMatter; provided, however, that the Parties shall extend Seller’s deadline for curing a legal or physical defect in Parcel C if the cure will reasonably take more than sixty (60) days to cure and Seller has commenced and is diligently pursuing such cure, in which event the Feasibility Date shall be extended until not less than ten (10) days after Seller provides Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. Seller agrees written notice that the cure has been completed and Buyer has had an opportunity to make its representative reasonably available during normal business hours. Buyer will not alter verify the physical condition of the Property or conduct invasive testing without notifying Seller of its requested tests, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testing. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Propertycure. If Buyer determines, in its sole judgment, determines that the Property is not suitable for Seller has failed to timely and reasonably cure any reason for Buyer’s intended use or purpose, or is not in satisfactory conditiondisapproved Feasibility Matter, then Buyer may may (i) terminate this Contract Escrow by providing written notice to Seller and Escrow Holder, or (ii) undertake to cure the defect and deduct the cost of cure from the amount due at Closing, provided that Buyer has obtained Seller’s prior written consent to a reasonable cap on such costs. Buyer shall provide written notice of termination or desire to undertake to cure the defect within ten (10) days of the expiration of Seller’s cure period. If Buyer elects to terminate Escrow in accordance with the Feasibility Periodprovisions of this Section 6.1(b), in which case then, upon receipt of Buyer’s written notice of election to terminate Escrow, (i) Escrow Holder shall pay the ▇▇▇▇▇▇▇ Money Initial Deposit to Buyer without any additional instructions from Seller, (ii) Escrow Holder shall immediately return all other than documents, instruments and moneys to the Option Money) will be returned to BuyerParty that deposited same, and neither party (iii) Escrow shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If terminate. (c) The Parties shall copy Escrow Holder on all notices under this Contract is not terminated Section 6.1, and clearly indicate on all notices the date of the notice, the subject matter of the notice and the applicable Section reference (e.g., “Buyer’s Feasibility Notice, pursuant to this PSA Section 5(a6.1(b), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a”), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer for all purposes.

Feasibility Study. (a) Within ten (10) days after the Opening of Escrow, Seller shall use reasonable efforts to provide Buyer is granted the right to conduct engineering and/or market with copies of any permits, reports (including, without limitation, any environmental assessment reports previously prepared for Seller), surveys, studies, soil assessments, agreements, documents, plans, maps and economic feasibility studies of entitlements in Seller’s possession concerning the Property and a physical inspection of the Propertyits improvement, including studies or inspections to determine the existence of any environmental hazards or conditions development and ownership (collectively, the “Property Documents”). (b) During the Feasibility Study”) Period, Buyer shall have the right to review, in Buyer’s reasonable discretion, the Feasibility Matters. Seller shall reasonably cooperate with Buyer in any and all investigations during the period (Feasibility Period and Seller shall use its reasonable efforts to cause its engineers, architects, surveyors, and other advisors and consultants, if any, to share, at Buyer’s cost, any information or knowledge they have concerning the “Property with Buyer. During the Feasibility Period”) commencing on , Buyer shall have the Effective right to deliver to Seller and Escrow Holder the Feasibility Notice. Failure by Buyer to give the Feasibility Notice by the Feasibility Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner shall be deemed Buyer’s examination approval of the Property Feasibility Matters and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may shall be deemed necessary to be a waiver of Buyer’s right to terminate the Escrow pursuant to this provision. If Buyer disapproves any Feasibility Matters by Buyer for setting forth such disapproval in the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative Notice to Seller, Seller shall have sixty (60) days from receipt of Seller or have received Seller’s written permission prior the Feasibility Notice to entering upon the Property in connection with cure, to Buyer’s reasonable discretion, the disapproved Feasibility StudyMatter; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by that the Parties shall extend Seller’s deadline for curing a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hours. Buyer will not alter the physical condition of defect in the Property or conduct invasive testing without notifying if the cure will reasonably take more than sixty (60) days to cure and Seller of its requested testshas commenced and is diligently pursuing such cure, and obtaining in which event the written consent of Seller to any physical alteration of the Property or invasive testing. Buyer will utilize commercially reasonable diligence to conduct or cause to Feasibility Date shall be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Propertyextended pro rata. If Buyer determines, in its sole judgment, determines that the Property is not suitable for Seller has failed to timely and reasonably cure any reason for Buyer’s intended use or purpose, or is not in satisfactory conditiondisapproved Feasibility Matter, then Buyer may terminate this Contract Escrow by providing written notice to Seller prior to and Escrow Holder. Buyer shall provide such written notice of termination within ten (10) days of the expiration of the Feasibility Period, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive terminationSeller’s cure period. If this Contract is not terminated pursuant Buyer elects to terminate Escrow in accordance with the provisions of this Section 5(a6.2(b), then after expiration then, upon receipt of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right election to terminate this Contract pursuant Escrow, (i) Escrow Holder shall pay the Initial and Additional Deposit to this Section 5(aBuyer without any additional instructions from Seller, (ii) Escrow Holder shall immediately return all other documents, instruments and any and all objections with respect moneys to the Feasibility Study will be deemed to have been waived by Buyer for all purposes.Party that deposited same, and

Feasibility Study. Buyer is granted the right to conduct an engineering and/or market and economic feasibility studies of the Property and a physical inspection of the Property, including studies or inspections to determine the existence of any environmental hazards or conditions study (collectively, the “Feasibility Study”) during of the period Property, including a physical inspection of all improvements, tenant interviews, and make such other investigations of the Property as it may desire. Buyer shall have until 6 p.m. on the 10th day following the Effective Date (the “Feasibility Period”) commencing on the Effective Date to perform such studies and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule inspections; and in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenantsthis regard, Buyer or its designated agents may may, after having given reasonable prior notice, not less than twenty-four (24) hours advance notice by telephone or email, to Seller, to enter upon the Property during normal business hours for purposes of analysis such analysis, examinations or other tests and inspections which may be deemed necessary by Buyer for the Feasibility StudyBuyer. Buyer Seller or any or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Study; providedrepresentatives, howeveragents, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hours. Buyer will not alter the physical condition of the Property or conduct invasive testing without notifying Seller of its requested tests, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testing. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purposecontractors, or is not in satisfactory condition, then employees shall have the right to accompany Buyer may terminate this Contract by written notice to Seller prior to expiration of the Feasibility Period, in which case the upon ▇▇▇▇▇▇▇ Money (other than the Option Money) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration ’s inspection of the Feasibility PeriodProperty. Buyer must obtain Seller’s consent and approval prior to conducting any environmental or invasive and intrusive soil and engineering tests on the Property. Notwithstanding the foregoing, after Seller has received advance notice sufficient hereby consents to permit it to schedule in an orderly manner BuyerPhase I and Phase II environmental testing of the Property. In conducting any investigations, inspections, tests and studies of the Property, Buyer and its designated agents and representatives shall: (i) not interfere with Seller’s examination current operation, use and maintenance of the Property; (ii) not damage any part of the Property or any personal property owned or held by Seller or any third party; (iii) not injure or otherwise cause bodily harm to Seller or any of its partners, agents, contractors and employees, or any tenant or other third party; (iv) maintain commercial general liability insurance in the amount of One Million Dollars ($1,000,000.00) and on terms otherwise satisfactory to provide at least 24-hours’ advance written notice to Seller covering any affected tenantsaccident arising in connection with the presence of Buyer, Buyer or its designated agents may enter upon and representatives on the Property during normal business hours. Buyer or its designated representative must be accompanied by and shall deliver a designated representative certificate of insurance verifying such coverage to Seller, naming Seller or have received Seller’s written permission as an additional insured, prior to entering any entry upon the Property; provided(v) promptly pay when due the costs of all tests, howeverinvestigations, studies and examinations done with regard to the Property; (vi) not permit any liens to attach to the Property by reason of the exercise of its rights hereunder; (vii) fully restore the Property and personal property to the condition in which the same was found before any such inspections, tests or studies were undertaken; and (viii) not reveal or disclose any information obtained prior to Closing concerning the Property to anyone outside Buyer's organization except in accordance with the confidentiality standards set forth in Section 21. Buyer shall instruct its employees, representatives, contractors or agents not to communicate about the existence of the Contract or any possible transaction relating to the Property with any of Seller’s employees, representatives, contractors or agents, except as otherwise expressly authorized by Seller in writing. ▇▇▇▇▇ further agrees to take all feasible measures not to discuss the sale of the Property, this Contract, and/or Buyer’s anticipated future plans for the Property within earshot of any of Seller’s employees, representatives, contractors or agents at the Property, and to use commercially reasonable efforts to schedule entry on the Property at such times to minimize the number of Seller’s employees, representative, contractors or agents, that may be present on the Property. Further, Buyer may shall instruct its employees, representatives, contractors and agents not enter into to wear or otherwise display any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a)logos, tradenames or other marks that would identify Buyer’s right employees, agents or representatives as being related to terminate this Contract pursuant Buyer during their entry upon the Property. Buyer shall conduct its inspection of the Property in a manner not to this Section 5(a) and interfere with Seller’s or any and all objections with respect to tenant’s use of the Feasibility Study will be deemed to have been waived by Buyer for all purposesProperty.

Feasibility Study. Buyer will, at Buyer's expense and within ____ days from Effective Date ("Feasibility Study Period"), determine whether the Property is suitable, in ▇▇▇▇▇'s sole and absolute discretion, for ___________________ use. During the Feasibility Study Period, Buyer may conduct a Phase I environmental assessment and any other tests, analyses, surveys and investigations ("Inspections") that Buyer deems necessary to determine to Buyer's satisfaction the Property's engineering, architectural and environmental properties; zoning and zoning restrictions; subdivision statutes; soil and grade; availability of access public roads, water, and other utilities; consistency with local, state and regional growth management plans, availability of permits, government approvals, and licenses; and other inspections that Buyer deems appropriate to determine the Property's suitability for the Buyer's intended use. If the Property must be rezoned, ▇▇▇▇▇ will obtain the rezoning from the appropriate government agencies. Seller will sign all documents Buyer is granted required to file in connection with development or rezoning approvals. Seller gives Buyer, its agents, contractors and assigns, the right to conduct engineering and/or market and economic feasibility studies of enter the Property and a physical inspection of the Property, including studies or inspections to determine the existence of at any environmental hazards or conditions (collectively, the “Feasibility Study”) time during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer Study Period for the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative purpose of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Studyconducting inspections; provided, however, Buyer may not that Buyer, its agents, contractors and assigns enter into the Property and conduct inspections at their own risk. ▇▇▇▇▇ will indemnify and hold Seller harmless from losses, damages, costs, claims and expenses of any space leased nature, including attorney's fees, expenses and liability incurred in application for rezoning or related proceedings, and from liability to any person, arising from the conduct of any and all inspections of any work authorized by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hours▇▇▇▇▇. Buyer will not alter engage in any activity that could result in a construction lien being filed against the physical Property without Seller's prior written consent. If this transaction does not close, Buyer will, at Buyer's expense, (1) repair all damages to the Property resulting from the Inspections and return the Property to the condition it was in prior to conduct of the Property or conduct invasive testing without notifying Seller of its requested testsInspections, and obtaining the written consent of (2) release to Seller to any physical alteration all reports and other work generated as a result of the Property or invasive testingInspections. Buyer ▇▇▇▇▇ will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by deliver written notice to Seller prior to the expiration of the Feasibility Period, in which case the Study Period of ▇▇▇▇▇'s determination of whether or not the Property is acceptable. ▇▇ Money (other than ▇▇▇▇'s failure to comply with this notice requirement will constitute acceptance of the Option MoneyProperty as suitable for Buyer's intended use in its "as is" condition. If the Property is unacceptable to Buyer and written notice of this fact is timely delivered to Seller, this Contract will be deemed terminated as of the day after the Feasibility Study period ends and ▇▇▇▇▇'s deposit(s) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and Escrow Agent receives proper authorization form all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer for all purposesinterested parties.

Feasibility Study. Buyer (i) The Purchaser shall have a period of thirty (30) days from the Execution Date ("Feasibility Period") in which to make such zoning, legal, title, engineering, soil, environmental, geological and other technical studies, tests, investigations and inquiries as shall deem necessary and appropriate, all at the Purchaser's sole cost and expense, in order to determine whether the premises is granted suitable for Purchaser's use as the right to conduct engineering and/or market and economic feasibility studies warehousing of fabric. (ii) In the event that the Purchaser determines, that as a result of the Property tests, studies and a physical inspection investigations, that it is unwilling to proceed with the acquisition of the Property, including studies or inspections to determine premises because the existence of any environmental hazards or conditions (collectively, the “Feasibility Study”) during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer for the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Study; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hours. Buyer will not alter the physical condition of the Property or conduct invasive testing without notifying Seller of its requested tests, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testing. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property premises is not suitable for any reason for Buyer’s intended use or purposethe warehousing of fabric, or is not in satisfactory conditionthe Purchaser shall have the right, then Buyer may terminate this Contract by upon written notice to the Seller prior to expiration delivered on or before the 30th day of the Feasibility Period, to cancel this Agreement in which case event the Deposit heretofore paid by the Purchaser shall be returned and there shall be no further liability or obligation on the part of either party hereto. If such notice is not delivered on the 30th day this condition is waived. (iii) From and after the date hereof, the Purchaser shall have the right to enter upon the premises for the purpose of making, at its sole cost and expense, the various tests, studies and investigations, authorized herein. Additionally, the Purchaser agrees to indemnify, defend and hold harmless the Seller herein from and against any claims, damage or losses caused by the Purchaser's entry upon the premises. This indemnification and hold harmless agreement extends to any loss occasioned to the premises. This indemnification and hold harmless agreement extends to any loss occasioned to the premises. This indemnification and hold harmless agreement extends to any loss SALE OF ▇▇ ▇▇▇▇▇▇▇▇▇▇ Money ▇▇▇▇▇▇▇ Page-6 -------------------------------------------------------------------------------- occasioned to the premises or the Seller resulting from the conduct or access of the Purchaser's representative as well as by its contractors, subcontractors, business invitees and/or licensees. (other than iv) The Purchaser agrees to restore the Option Money) will be returned premises promptly following the completion of the tests herein permitted to Buyerthe condition of said premises immediately prior to the Purchaser's entry thereon. If the contingencies set forth in this Paragraph 7 are not satisfied within the applicable contingency period and the Agreement is terminated in accordance with the terms hereof, the Escrow Agent shall refund the Deposit to Purchaser and neither party shall have any further right or obligation hereunder liability to the other than as set forth herein with respect hereunder." Purchaser agrees to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration use reasonable diligence and act in good faith in pursuit of the Feasibility Periodsatisfaction of all contingencies. In connection with the satisfaction of contingencies, after Seller has received advance notice sufficient Seller, without charge to Purchaser but without assuming any financial obligation, agrees to fully cooperate with Purchaser and execute all applications, confirmations and other documents necessary to permit it Purchaser to schedule satisfy contingencies. In connection with any contingency, Purchaser shall advise Seller, in an orderly manner Buyer’s examination of writing, by the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon date when Purchaser shall have the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant Agreement for non-satisfaction of the contingency or shall have satisfied the contingency whether or not Purchaser (a) has satisfied the contingency, or (b) is terminating this Agreement for non-satisfaction. If by such date Purchaser has not so advised Seller, then at any time commencing on the next day thereafter, Seller shall have the right to terminate this Section 5(aAgreement by written notice to Purchaser thereof. If neither Seller nor Purchaser has terminated this Agreement by reason of non-satisfaction of a contingency, nor Purchaser has advised Seller that such contingency has been satisfied, then the time period within which such contingency can be satisfied shall continue until the earlier of (i) Seller's written notification to Purchaser that this Agreement has been terminated for non-satisfaction of contingency, (ii) Purchaser's written notification to Seller that this Agreement has been terminated for non-satisfaction of contingency, or (iii) Purchaser's notification to Seller that the contingency has been satisfied or waived. It is the intention of this paragraph to provide that this Agreement shall not automatically terminate nor will any contingency be deemed automatically satisfied on any contingency period termination date unless and any and all objections with respect until Seller and/or Purchaser, as applicable, shall have affirmatively advised the other party as to the Feasibility Study will be deemed to have been waived by Buyer for all purposesstatus of the matter.

Feasibility Study. Buyer Purchaser is granted a license to enter upon the right Property to conduct such nondestructive engineering and/or market and economic feasibility studies of the Property and a physical inspection of the Property, including studies or inspections to determine the existence of any environmental hazards or conditions as Purchaser deems necessary or advisable and for reviewing and copying those of the Submission Matters noted as to be provided on-site (collectively, the “"Feasibility Study”") during the period (the “"Feasibility Period”"), which commenced on June 15, 2015) commencing on under the Effective Date terms of that certain Access and Due Diligence Agreement between the parties (the "Access Agreement")) and ending at 5:00 p.m., Central Time, on July 30, 2015. If this Contract remains in effect after expiration of the June 3Feasibility Period, 2010then Purchaser may continue the Feasibility Study until Closing. With Seller’s 's permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ two full Business Days advance written notice to any affected tenantsof the intended date of entry (which request may be via email without requirement for additional form of delivery and which permission, Buyer unless promptly denied in writing, shall be deemed granted), Purchaser or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer Purchaser for the Feasibility Study. Buyer or its designated representative Purchaser must be accompanied by a Seller's manager for the Property or another designated representative of Seller (▇▇▇▇▇ ▇▇▇▇▇▇▇▇), or have received Seller’s 's written permission prior to entering upon the Property in connection with Buyer’s Purchaser's Feasibility Study; provided, however, Buyer Purchaser may not enter into any space leased by any tenant without being accompanied by a Seller's manager for the Property or another designated representative of SellerSeller (▇▇▇▇▇ ▇▇▇▇▇▇▇▇). Seller agrees to make its manager or other representative reasonably available during normal business hours. Buyer Purchaser will not alter the conduct physical condition of the Property or conduct invasive testing or testing involving sampling (including, without limitation, any environmental testing other than a Phase I study) without notifying Seller of its requested tests, and obtaining the written consent of Seller to Seller. Before conducting any test or investigation involving physical alteration disturbance, sampling Purchase and Sale Agreement15233083_2 9 or invasive testing of any portion of the Property Property, Purchaser shall provide Seller with a reasonably detailed testing plan outlining the tests Purchaser intends to perform. No such tests shall be conducted without Seller’s prior written approval of the testing plan and the specific test or invasive testinginvestigation, which approval may be via email from Seller’s designated representative without requirement for additional form of delivery of notice. Buyer Purchaser will utilize exercise commercially reasonable diligence efforts to conduct or cause to be conducted all inspections and tests in a manner and at times which that will not unreasonably interfere with any tenant’s 's use and occupancy of the Property. Purchaser shall comply with all federal, state and local laws, rules, regulations and ordinances which might in any way relate to the Feasibility Study. If Buyer Purchaser determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s Purchaser's intended use or purpose, or is not in satisfactory condition, or that Purchaser otherwise no longer desires to purchase the Property, then Buyer Purchaser may terminate this Contract by written notice to Seller prior to expiration of the Feasibility Period, in which case the ▇▇▇▇▇▇▇ Money (other than the Option MoneyNonrefundable Deposit which will be paid to Seller) will be promptly returned to BuyerPurchaser, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to in the manner and within the time provided in this Section 5(a6(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s Purchaser's right to terminate this Contract pursuant to this Section 5(a6(a) and any and all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer Purchaser for all purposes. The Feasibility Study will be at Purchaser's expense.

Feasibility Study. Buyer is granted Purchaser shall conduct at its sole cost and expense a feasibility study of the Real Property (the "Feasibility Study"), which study may include but shall not be limited to, (i) reviewing and approving the Phase I Report and all Property Documents required to be provided to Purchaser by Seller, and (ii) conducting such engineering and soils studies, environmental assessments, utilities investigations, wetlands investigations, if applicable, surveys and regulatory reviews, as Purchaser deems appropriate to the development of an assisted living facility consisting of at least one hundred (100) units consistent with the development plans of Purchaser (the "Facility"). Within One Hundred Eighty (180) days following the mutual execution of this Agreement (the "Feasibility Period"), Purchaser shall have approved or disapproved the results of said Feasibility Study. In the event Purchaser disapproves the Feasibility Study, or if Purchaser fails to timely notify Seller of Purchaser's approval or disapproval regarding the Feasibility Study (in which event Purchaser shall be conclusively deemed to have disapproved such Feasibility Study), Purchaser shall have the right to conduct engineering and/or market and economic feasibility studies of the Property and a physical inspection of the Property, including studies or inspections to determine the existence of any environmental hazards or conditions (collectively, the “Feasibility Study”) during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer for the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Study; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hours. Buyer will not alter the physical condition of the Property or conduct invasive testing without notifying Seller of its requested tests, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testing. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by written notice to Seller prior to expiration Agreement, which right shall be exercised, if at all, within five (5) business days after the last day of the Feasibility Period. Upon such termination, in which case Purchaser shall be entitled to the return of its Initial Earnest Money Deposit and the parties sh▇▇▇ ▇▇▇▇▇▇▇ Money (other than the Option Money) will be returned to Buyer, and neither party shall have any e no further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive terminationhereunder. If this Contract is not terminated pursuant Seller hereby grants to this Section 5(a)Purchaser and/or its agents, then after expiration consultants and contractors the right to enter the Real Property for the purpose of performing such tests, studies, assessments and investigations as Purchaser determines necessary in connection with its Feasibility Study of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Real Property; provided, however, Buyer may that the activities conducted by Purchaser and/or any of its agents, consultants or contractors shall not enter into any space leased by any tenant without being accompanied by a designated representative materially change or alter the character of Sellerthe Real Property. If this Contract is not timely terminated pursuant Seller further agrees to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and all objections fully cooperate with respect to Purchaser concerning the components of the Feasibility Study will be deemed to have been waived by Buyer for all purposesStudy.

Feasibility Study. Buyer is granted the right to Purchaser shall conduct engineering and/or market at its sole cost and economic expense an intensive feasibility studies study of the Real Property (the "Feasibility Study"), which study shall include but not be limited to, (i) reviewing and a physical inspection of approving the Property, including studies or inspections to determine the existence results of any environmental hazards or conditions assessment report which Purchaser may elect to obtain, and all Property Documents required to be provided to Purchaser by Seller, (collectivelyii) conducting such engineering and soils studies, utilities investigations, wetlands investigations, if applicable, ALTA surveys and regulatory reviews, as Purchaser deems appropriate to the “Feasibility Study”) during development of an assisted living facility consistent with the period developments plans of Purchaser (the “"Facility") and (iii) procuring approval for a Certificate of Need ("CON") for the Real Property in order to permit the construction and operation of the Facility, subject to only such conditions as shall be satisfactory to Purchaser. Within ninety (90) days following the mutual execution of this Agreement (the "Feasibility Period”) commencing on "), Purchaser shall have approved or disapproved the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination results of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer for the said Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior Notwithstanding the foregoing, if, despite Purchaser's good faith efforts, Purchaser is unable to entering upon secure final and non-appealable approval for the Property in connection with Buyer’s Feasibility Study; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hours. Buyer will not alter the physical condition issuance of the Property or conduct invasive testing without notifying Seller CON within said ninety (90) day period, the Feasibility Period may be extended for up to three (3) consecutive periods of its requested tests, and obtaining thirty (30) days each in order to permit Purchaser the written consent of Seller necessary time to any physical alteration procure said CON approval. If at the end of the Property or invasive testingthird such thirty (30) day extension, Purchaser determines that it shall need additional time in order to obtain said final approval for the CON, Purchaser shall be permitted to further extend the Feasibility Period as Purchaser determines reasonably necessary provided that, for each additional thirty (30) day extension, the purchase price payable hereunder shall be increased by an amount equal to Five Hundred Dollars ($500.00). Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy Any extension of the Property. If Buyer determinesFeasibility Period, in its sole judgmentas permitted hereunder, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract shall exercisable by written notice sent to Seller prior to on or before the then current date for the expiration of the Feasibility Period. Seller agrees to grant to Purchaser and/or its agents, consultants and contractors the right to enter the Real Property for the purpose of performing such tests, studies and investigations as Purchaser determines necessary in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein connection with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration its Feasibility Study of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Real Property; provided, however, Buyer may that the activities conducted by Purchaser and/or any of its agents, consultants or contractors shall not enter into any space leased by any tenant without being accompanied by a designated representative materially change or alter the character of Sellerthe Real Property. If this Contract is not timely terminated pursuant Seller further agrees to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and all objections fully cooperate with respect to Purchaser concerning the components of the Feasibility Study will be deemed to have been waived by Buyer for all purposesStudy.

Feasibility Study. Buyer is granted This Real Estate Purchase and Sale Agreement, the right to conduct engineering and/or market contract resulting from the Seller's acceptance hereof, and economic feasibility studies the closing of the Property escrow to be created thereunder, are expressly contingent upon the following: Within 30 days of execution hereof by both Buyer and Seller, Buyer shall complete a physical inspection feasibility study for developing the property. The study shall include a complete review of the Propertyproperty and the proposed project thereon. Buyer's decision to continue or to terminate this Agreement shall be final and entirely within Buyer's sole discretion. Buyer's election to continue this Agreement must be in writing, including studies or inspections to determine accompanied by the existence of any environmental hazards or conditions (collectively, the “Feasibility Study”) during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer check for the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative remaining $40,000 of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Study; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hours. Buyer will not alter the physical condition of the Property or conduct invasive testing without notifying Seller of its requested tests, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testing. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by written notice to Seller prior to expiration of the Feasibility Period, in which case the ▇▇▇▇▇▇▇ Money (money, delivered to Chicago Title, Cascade Park Office on or before the expiration of the 30-day feasibility period and deposited in the interest bearing account described in Section 1, above. Should Buyer not approve the Feasibility Study within the time frames stipulated herein, then Buyer shall have the right to void the transaction by giving written notice of termination to Seller or its agents on or before such 30th day whereupon all ▇▇▇▇▇▇▇ money paid and accrued interest shall be refunded to Buyer and this Agreement shall be of no further binding effect. If no notice of acceptance or rejection is received, the condition shall be deemed failed, and this Agreement shall be deemed terminated and of no further binding effect whereupon all ▇▇▇▇▇▇▇ money paid and accrued interest shall be refunded to Buyer. Buyer and Seller may not void or terminate the transaction as to one portion of the property and not as to another; acceptance or rejection of the property must be as to the entirety of the property described in Exhibit X. The Feasibility Study shall be completed at Buyer's expense provided Buyer shall have access to the subject property for purposes including but not limited to surveys, environmental and hazardous substance analyses, engineering and wetland reports for the subject property. Within seven days of mutual acceptance of this Agreement, Seller shall deliver to Buyer's agent copies of all studies, reports, surveys, engineering, etc. completed for the subdivision, and copies of the organizational documents of the homeowners association, and make available for review all Architectural Review Committee decisions, findings, correspondence, and all other than Architectural Review Committee Documents, and make available for review all correspondence and all other documents received or prepared by the Option Money) homeowners association. If pursuant to the feasibility ADDENDUM TO THE PURCHASE AND SALE AGREEMENT BY AND BETWEEN ▇▇▇▇▇▇▇ HOMES, INC. AS BUYER AND COOP FAMILY LIMITED PARTNERSHIP AS SELLER study Buyer elects not to purchase the property Buyer shall return to Seller within 7 days the entire work file, including any copies made by Buyer and any originals and copies delivered to Buyer. The information previously delivered and to be delivered shall be treated by Buyer as confidential and shall not be disclosed to third parties until the second closing has occurred except under these conditions of confidentiality to Buyer's agents, contractors and architects. Buyer's feasibility contingencies, as contained herein, are intended for the sole benefit of Buyer. Seller agrees to provide Buyer access to said property and documents, provided Buyer agrees to hold Seller harmless from any liability arising therefrom and that upon completion of the feasibility period, Buyer will return the property to its condition preceding inspection. Buyer warrants that Buyer will act in a prudent and diligent manner in removing the contingencies outlined above. Notwithstanding the provisions of Section 3, Title, and Section 4, Title Insurance, of the printed Land Form attached to this Agreement, Seller shall present the preliminary title report and copies of all exceptions listed therein within ten days after mutual execution of this Agreement or as soon thereafter as possible. Buyer shall have ten days from receipt of such items to accept or reject the status of title and such exceptions in its sole discretion, and shall notify Seller in writing prior to the expiration of such period whether it accepts such title and exceptions or waives them, or whether it rejects such title or exception and is electing to terminate the Agreement, in which event all ▇▇▇▇▇▇▇ money and interest thereon will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect . Failure to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of the Feasibility Period, after Seller has received advance give notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer for all purposesacceptance of title and exceptions.

Feasibility Study. Buyer is granted the right to conduct engineering and/or market and economic feasibility studies of the Property and a physical inspection of the Property, including studies or inspections to determine the existence of any environmental hazards or conditions (collectively, the “Feasibility Study”) during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central prevailing Pacific Time, on the June 3November 24, 20102009. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer for the Feasibility Study. Buyer or its designated representative must be accompanied by a Seller’s manager for the Property or another designated representative of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Study; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a Seller’s manager for the Property or another designated representative of Seller. Seller agrees to make its manager or other representative reasonably available during normal business hours. Buyer will not alter the physical condition of the Property or conduct invasive testing without notifying Seller of its requested tests, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testingProperty. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by written notice to Seller prior to expiration of the Feasibility Period, in which case the ▇▇▇▇▇▇▇ Money (other than less any cancellation fee payable to the Option MoneyTitle Company or Underwriter) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property after expiration of the Feasibility Period from time to time during normal business hours. Buyer or its designated representative must hours and upon advance notice to Seller (which notice may be accompanied by a designated representative oral) for the purpose of Seller or have received Seller’s written permission prior to entering upon inspecting the Propertycommon areas; provided, however, Buyer may not enter into any space leased by any tenant without Seller’s consent and without being accompanied by a Seller’s manager for the Property or another designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer for all purposes.

Feasibility Study. Buyer will, at Buyer's expense and within ____ days from Effective Date ("Feasibility Study Period"), determine whether the Property is suitable, in Buyer's sole and absolute discretion, for __________________________________________________ use. During the Feasibility Study Period, Buyer may conduct a Phase I environmental assessment and any other tests, analyses, surveys and investigations ("Inspections") that Buyer deems necessary to determine to Buyer's satisfaction the Property's engineering, architectural and environmental properties; zoning and zoning restrictions; subdivision statutes; soil and grade; availability of access public roads, water, and other utilities; consistency with local, state and regional growth management plans, availability of permits, government approvals, and licenses; and other inspections that Buyer deems appropriate to determine the Property's suitability for the Buyer's intended use. If the Property must be rezoned, Buyer will obtain the rezoning from the appropriate governm▇▇▇ ▇gencies. Seller will sign all documents Buyer is granted required to file in connection with development or rezoning approvals. Seller gives Buyer, its agents, contractors and assigns, the right to conduct engineering and/or market and economic feasibility studies of enter the Property and a physical inspection of the Property, including studies or inspections to determine the existence of at any environmental hazards or conditions (collectively, the “Feasibility Study”) time during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer Study Period for the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative purpose of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Studyconducting inspections; provided, however, Buyer may not that Buyer, its agents, contractors and assigns enter into any space leased by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hoursthe Property and conduct inspections at their own risk. Buyer will not alter the physical condition of the Property or conduct invasive testing without notifying indemnify and hold Seller of its requested testsharmless from losses, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testing. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by written notice to Seller prior to expiration of the Feasibility Period, in which case the ▇▇▇▇▇es, costs, claims and expenses of any nature, including attorney's fees, expenses and liability incurred in application for rezoning or related proceedings, and from liability to any person, arising from the conduct of any and all inspections of any work authorized by Buyer. Buyer will not engage in any activity that could res▇▇▇ Money (other than ▇n a construction lien being filed against the Option Money) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive terminationProperty without Seller's prior written consent. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer for all purposes.transaction does not

Feasibility Study. Buyer Purchaser is granted a license to enter upon the right Property to conduct such nondestructive engineering and/or market and economic feasibility studies of the Property and a physical inspection of the Property, including studies or inspections to determine the existence of any environmental hazards or conditions as Purchaser deems necessary or advisable and for reviewing and copying those of the Submission Matters noted as to be provided on-site (collectively, the “"Feasibility Study”") during the period (the “"Feasibility Period”"), which commenced on June 15, 2015) commencing on under the Effective Date terms of that certain Access and Due Diligence Agreement between the parties (the "Access Agreement")) and ending at 5:00 p.m., Central Time, on July 30, 2015. If this Contract remains in effect after expiration of the June 3Feasibility Period, 2010then Purchaser may continue the Feasibility Study until Closing. With Seller’s 's permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ two full Business Days advance written notice to any affected tenantsof the intended date of entry (which request may be via email without requirement for additional form of delivery and which permission, Buyer unless promptly denied in writing, shall be deemed granted), Purchaser or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer Purchaser for the Feasibility Study. Buyer or its designated representative Purchaser must be accompanied by a Seller's manager for the Property or another designated representative of Seller (▇▇▇▇▇ ▇▇▇▇▇▇▇▇), or have received Seller’s 's written permission prior to entering upon the Property in connection with Buyer’s Purchaser's Feasibility Study; provided, however, Buyer Purchaser may not enter into any space leased by any tenant without being accompanied by a Seller's manager for the Property or another designated representative of SellerSeller (▇▇▇▇▇ ▇▇▇▇▇▇▇▇). Seller agrees to make its manager or other representative reasonably available during normal business hours. Buyer Purchaser will not alter the conduct physical condition of the Property or conduct invasive testing or testing involving sampling (including, without limitation, any environmental testing other than a Phase I study) without notifying Seller of its requested tests, and obtaining the written consent of Seller to Seller. Before conducting any test or investigation involving physical alteration disturbance, sampling Purchase and Sale Agreement15233094_2 9 or invasive testing of any portion of the Property Property, Purchaser shall provide Seller with a reasonably detailed testing plan outlining the tests Purchaser intends to perform. No such tests shall be conducted without Seller’s prior written approval of the testing plan and the specific test or invasive testinginvestigation, which approval may be via email from Seller’s designated representative without requirement for additional form of delivery of notice. Buyer Purchaser will utilize exercise commercially reasonable diligence efforts to conduct or cause to be conducted all inspections and tests in a manner and at times which that will not unreasonably interfere with any tenant’s 's use and occupancy of the Property. Purchaser shall comply with all federal, state and local laws, rules, regulations and ordinances which might in any way relate to the Feasibility Study. If Buyer Purchaser determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s Purchaser's intended use or purpose, or is not in satisfactory condition, or that Purchaser otherwise no longer desires to purchase the Property, then Buyer Purchaser may terminate this Contract by written notice to Seller prior to expiration of the Feasibility Period, in which case the ▇▇▇▇▇▇▇ Money (other than the Option MoneyNonrefundable Deposit which will be paid to Seller) will be promptly returned to BuyerPurchaser, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to in the manner and within the time provided in this Section 5(a6(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s Purchaser's right to terminate this Contract pursuant to this Section 5(a6(a) and any and all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer Purchaser for all purposes. The Feasibility Study will be at Purchaser's expense.

Feasibility Study. (a) Within ten (10) days after the Opening of Escrow, Seller shall provide Buyer is granted the right to conduct engineering and/or market and economic feasibility studies of the Property and a physical inspection of the Property, including studies or inspections to determine the existence with copies of any permits, reports (including, without limitation, any environmental hazards or conditions assessment reports previously prepared for Seller), surveys, studies, soil assessments, agreements, documents, plans, maps, and entitlements in Seller’s possession concerning Parcel B and its improvement, development, and ownership (collectively, the “Property Documents”). (b) During the Feasibility Study”) Period, Buyer shall have the right to review, in Buyer’s reasonable discretion, the Feasibility Matters. Seller shall reasonably cooperate with Buyer in any and all investigations during the period (Feasibility Period and Seller shall use its reasonable efforts to cause its engineers, architects, surveyors, and other advisors and consultants, if any, to share any information or knowledge they have concerning Parcel B with Buyer. During the “Feasibility Period”) commencing on , Buyer shall have the Effective right to deliver to Seller and Escrow Holder the Feasibility Notice. Failure by Buyer to give the Feasibility Notice by the Feasibility Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner shall be deemed Buyer’s examination approval of the Property Feasibility Matters and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may shall be deemed necessary to be a waiver of Buyer’s right to terminate the Escrow pursuant to this Section 5.1(b). If Buyer disapproves any Feasibility Matters by Buyer for setting forth such disapproval in the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative Notice to Seller, Seller shall have sixty (60) days from receipt of Seller or have received Seller’s written permission prior the Feasibility Notice to entering upon the Property in connection with cure, to Buyer’s reasonable satisfaction, the disapproved Feasibility StudyMatter; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by that the Parties shall extend Seller’s deadline for curing a designated representative of Seller. physical defect in Parcel B if the cure will reasonably take more than sixty (60) days to cure and Seller agrees to make its representative reasonably available during normal business hours. Buyer will not alter has commenced and is diligently pursuing such cure, in which event the physical condition of the Property or conduct invasive testing without notifying Seller of its requested tests, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testing. Buyer will utilize commercially reasonable diligence to conduct or cause to Feasibility Date shall be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Propertyextended pro rata. If Buyer determines, in its sole judgment, determines that the Property is not suitable for Seller has failed to timely and reasonably cure any reason for Buyer’s intended use or purpose, or is not in satisfactory conditiondisapproved Feasibility Matter, then Buyer may terminate this Contract Escrow by providing written notice to Seller prior to and Escrow Holder. Buyer shall provide such written notice of termination within ten (10) days of the expiration of Seller’s cure period. If Buyer elects to terminate Escrow in accordance with the Feasibility Periodprovisions of this Section 5.1(b), in which case then, upon receipt of Buyer’s written notice of election to terminate Escrow, (i) Escrow Holder shall pay the ▇▇▇▇▇▇▇ Money Initial Deposit to Buyer (other than less the Option MoneyNon- Refundable Deposit) will be returned without any additional instructions from Seller, (ii) Escrow Holder shall pay the Non-Refundable Deposit to Seller without any additional instructions from Buyer, (iii) Escrow Holder shall immediately return all other documents, instruments and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and all objections with respect moneys to the Feasibility Study will be deemed to have been waived by Buyer for all purposes.Party that deposited same, and

Feasibility Study. Buyer will, at Buyer's expense and within 60 days from Effective Date ("Feasibility Study Period"), determine whether the Property is suitable, in Buyer's sole and absolute discretion, for residential development use. During the Feasibility Study Period, Buyer may conduct a Phase I environmental assessment and any other tests, analyses, surveys and investigations ("Inspections") that Buyer deems necessary to determine to Buyer's satisfaction the Property's engineering, architectural and environmental properties; zoning and zoning restrictions; subdivision statutes; soil and grade; availability of access to public roads, water and other utilities; consistency with local, state and regional growth management plans; availability of permits, government approvals, and licenses; and other Inspections that Buyer deems appropriate to determine the Property's suitability for the Buyer's intended use. If the Property must be rezoned, Buyer will obtain the rezoning from the appropriate government agencies. Seller will sign all documents Buyer is granted required to file in connection with development or rezoning approvals. Seller gives Buyer, its agents, contractors and assigns, the right to conduct engineering and/or market and economic feasibility studies of enter the Property and a physical inspection of the Property, including studies or inspections to determine the existence of at any environmental hazards or conditions (collectively, the “Feasibility Study”) time during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer Study Period for the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative purpose of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Studyconducting Inspections; provided, however, that Buyer, its agents, contractors and assigns enter the Property and conduct Inspections at their own risk. Buyer may not enter into will indemnify and hold Seller harmless from losses, damages, costs, claims and expenses of any space leased nature, including attorneys' fees, expenses and liability incurred in application for rezoning or related proceedings, and from liability to any person, arising from the conduct of any and all Inspections or any work authorized by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hoursBuyer. Buyer will not alter engage in any activity that could result in a construction lien being filed against the physical Property without Seller's prior written consent. If this transaction does not close, Buyer will, at Buyer's expense, (1) repair all damages to the Property resulting from the Inspections and return the Property to the condition it was in prior to conduct of the Property or conduct invasive testing without notifying Seller of its requested testsInspections, and obtaining the written consent of (2) release to Seller to any physical alteration all reports and other work generated as a result of the Property or invasive testingInspections. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by deliver written notice to Seller prior to the expiration of the Feasibility Period, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be returned to Study Period of Buyer, and neither party shall have any further right 's determination of whether or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and is acceptable. Buyer's failure to provide at least 24-hours’ advance written comply with this notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and all objections with respect to the Feasibility Study requirement will be deemed to have been waived by Buyer for all purposes.constitute

Feasibility Study. Buyer Purchaser is granted a license to enter upon the right Property to conduct such nondestructive engineering and/or market and economic feasibility studies of the Property and a physical inspection of the Property, including studies or inspections to determine the existence of any environmental hazards or conditions as Purchaser deems necessary or advisable and for reviewing and copying those of the Submission Matters noted as to be provided on-site (collectively, the “"Feasibility Study”") during the period (the “"Feasibility Period”"), which commenced on June 15, 2015) commencing on under the Effective Date terms of that certain Access and Due Diligence Agreement between the parties (the "Access Agreement")) and ending at 5:00 p.m., Central Time, on July 30, 2015. If this Contract remains in effect after expiration of the June 3Feasibility Period, 2010then Purchaser may continue the Feasibility Study until Closing. With Seller’s 's permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ two full Business Days advance written notice to any affected tenantsof the intended date of entry (which request may be via email without requirement for additional form of delivery and which permission, Buyer unless promptly denied in writing, shall be deemed granted), Purchaser or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer Purchaser for the Feasibility Study. Buyer or its designated representative Purchaser must be accompanied by a Seller's manager for the Property or another designated representative of Seller (▇▇▇▇▇ ▇▇▇▇▇▇▇▇), or have received Seller’s 's written permission prior to entering upon the Property in connection with Buyer’s Purchaser's Feasibility Study; provided, however, Buyer Purchaser may not enter into any space leased by any tenant without being accompanied by a Seller's manager for the Property or another designated representative of SellerSeller (▇▇▇▇▇ ▇▇▇▇▇▇▇▇). Seller agrees to make its manager or other representative reasonably available during normal business hours. Buyer Purchaser will not alter the conduct physical condition of the Property or conduct invasive testing or testing involving sampling (including, without limitation, any environmental testing other than a Phase I study) without notifying Seller of its requested tests, and obtaining the written consent of Seller to Seller. Before conducting any test or investigation involving physical alteration disturbance, sampling Purchase and Sale Agreement 15233094_2 9 or invasive testing of any portion of the Property Property, Purchaser shall provide Seller with a reasonably detailed testing plan outlining the tests Purchaser intends to perform. No such tests shall be conducted without Seller’s prior written approval of the testing plan and the specific test or invasive testinginvestigation, which approval may be via email from Seller’s designated representative without requirement for additional form of delivery of notice. Buyer Purchaser will utilize exercise commercially reasonable diligence efforts to conduct or cause to be conducted all inspections and tests in a manner and at times which that will not unreasonably interfere with any tenant’s 's use and occupancy of the Property. Purchaser shall comply with all federal, state and local laws, rules, regulations and ordinances which might in any way relate to the Feasibility Study. If Buyer Purchaser determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s Purchaser's intended use or purpose, or is not in satisfactory condition, or that Purchaser otherwise no longer desires to purchase the Property, then Buyer Purchaser may terminate this Contract by written notice to Seller prior to expiration of the Feasibility Period, in which case the ▇▇▇▇▇▇▇ Money (other than the Option MoneyNonrefundable Deposit which will be paid to Seller) will be promptly returned to BuyerPurchaser, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to in the manner and within the time provided in this Section 5(a6(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s Purchaser's right to terminate this Contract pursuant to this Section 5(a6(a) and any and all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer Purchaser for all purposes. The Feasibility Study will be at Purchaser's expense.

Feasibility Study. Buyer Purchaser is granted a license to enter upon the right Property to conduct such nondestructive engineering and/or market and economic feasibility studies of the Property and a physical inspection of the Property, including studies or inspections to determine the existence of any environmental hazards or conditions as Purchaser deems necessary or advisable and for reviewing and copying those of the Submission Matters noted as to be provided on-site (collectively, the “"Feasibility Study”") during the period (the “"Feasibility Period”"), which commenced on June 15, 2015) commencing on under the Effective Date terms of that certain Access and Due Diligence Agreement between the parties (the "Access Agreement")) and ending at 5:00 p.m., Central Time, on July 30, 2015. If this Contract remains in effect after expiration of the June 3Feasibility Period, 2010then Purchaser may continue the Feasibility Study until Closing. With Seller’s 's permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ two full Business Days advance written notice to any affected tenantsof the intended date of entry (which request may be via email without requirement for additional form of delivery and which permission, Buyer unless promptly denied in writing, shall be deemed granted), Purchaser or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer Purchaser for the Feasibility Study. Buyer or its designated representative Purchaser must be accompanied by a Seller's manager for the Property or another designated representative of Seller (▇▇▇▇▇ ▇▇▇▇▇▇▇▇), or have received Seller’s 's written permission prior to entering upon the Property in connection with Buyer’s Purchaser's Feasibility Study; provided, however, Buyer Purchaser may not enter into any space leased by any tenant without being accompanied by a Seller's manager for the Property or another designated representative of SellerSeller (▇▇▇▇▇ ▇▇▇▇▇▇▇▇). Seller agrees to make its manager or other representative reasonably available during normal business hours. Buyer Purchaser will not alter the conduct physical condition of the Property or conduct invasive testing or testing involving sampling (including, without limitation, any environmental testing other than a Phase I study) without notifying Seller of its requested tests, and obtaining the written consent of Seller to Seller. Before conducting any test or investigation involving physical alteration disturbance, sampling or invasive testing of any portion of the Property Property, Purchaser shall provide Seller with a reasonably detailed testing plan outlining the tests Purchaser intends to perform. No such tests shall be conducted without Seller’s prior written approval of the testing plan and the specific test or invasive testinginvestigation, which approval may be via email from Seller’s designated representative without requirement for additional form of delivery of notice. Buyer Purchaser will utilize exercise commercially reasonable diligence efforts to conduct or cause to be conducted all inspections and tests in a manner and at times which that will not unreasonably interfere with any tenant’s 's use and occupancy of the Property. Purchaser shall comply with all federal, state and local laws, rules, regulations and ordinances which might in any way relate to the Feasibility Study. If Buyer Purchaser determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s Purchaser's intended use or purpose, or is not in satisfactory condition, or that Purchaser otherwise no longer desires to purchase the Property, then Buyer Purchaser may terminate this Contract by written notice to Seller prior to expiration of the Feasibility Period, in which case the ▇▇▇▇▇▇▇ Money (other than the Option MoneyNonrefundable Deposit which will be paid to Seller) will be promptly returned to BuyerPurchaser, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to in the manner and within the time provided in this Section 5(a6(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s Purchaser's right to terminate this Contract pursuant to this Section 5(a6(a) and any and all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer Purchaser for all purposes.. The Feasibility Study will be at Purchaser's expense. Purchase and Sale Agreement15233079_2 10

Feasibility Study. Buyer is granted the right to conduct engineering and/or market BUYER will, at BUYER’s expense and economic feasibility studies of within days from Effective Date (“Feasibility Study Period”), determine whether the Property is suitable, in BUYER’s sole and absolute discretion, for use. During the Feasibility Study Period, BUYER may conduct a physical inspection of Phase I environmental assessment and any other tests, analyses, surveys and investigations (“Inspections”) that BUYER deems necessary to determine to BUYER’s sole satisfaction the Property’s engineering, including studies or inspections architectural and environmental properties; zoning and zoning restrictions; subdivision statutes; soil and grade; availability of access to public roads, water, and other utilities; consistent with local, state and regional growth management plans; availability of permits, government approvals, and licenses; and other Inspections that BUYER deems appropriate to determine the existence of any environmental hazards or conditions (collectively, Property’s suitability for the “Feasibility Study”) during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010BUYER’s intended use. With Seller’s permission, after Seller has received advance notice sufficient SELLER does not authorize BUYER to permit it to schedule in an orderly manner Buyer’s examination of have the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer for the Feasibility Studyrezoned. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Study; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hours. Buyer will not alter the physical condition of the Property or conduct invasive testing without notifying Seller of its requested tests, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testing. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by written notice to Seller prior to expiration of the Feasibility Period, in which case the ▇▇▇▇▇▇▇ Money (other agrees to cooperate with BUYER to have the Property rezoned to a zoning classification acceptable to both parties. If the parties can not agree upon an acceptable zoning classification, than the Option Moneyeither party may terminate this Agreement and BUYER’s Deposit(s) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive terminationreturned. If this Contract SELLER agrees that Property must be rezoned BUYER will obtain the rezoning from the appropriate government agencies. SELLER will sign all documents BUYER is required to file in connection with the development or rezoning approvals. SELLER will not terminated pursuant be responsible for any fees or costs incurred in connection with the actions undertaken by the BUYER. SELLER gives BUYER, its agents, contractors and assigns, the right to this Section 5(a), then after expiration of enter the Property at any time during the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination Study Period for the purpose of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Propertyconducting Inspections; provided, however, Buyer may that BUYER, its agents, contractors and assigns enter the Property and conduct Inspections at their own risk. BUYER will indemnify and hold SELLER harmless from losses, damages, costs, claims and expenses of any nature, including attorneys’ fees, expenses and liability incurred in application for rezoning or related proceedings, and from liability to any person, arising from the conduct of any and all Inspections or any work authorized by BUYER. BUYER will not enter into engage in any space leased by any tenant activity that could result in a construction lien being filed against the Property without being accompanied by a designated representative of SellerSELLER’s prior written consent. If this Contract is transaction does not timely terminated pursuant close, BUYER will, at BUYER’s expense, (1) repair all damages to this Section 5(a)the Property resulting from the Inspections and return the Property to the condition it was in prior to conduct of the Inspections, Buyer’s right and (2) release to terminate this Contract pursuant SELLER all reports and other work generated as a result of the Inspections. ▇▇▇▇▇ will deliver written notice to this Section 5(a) and any and all objections with respect SELLER prior to the expiration of the Feasibility Study Period of BUYER’s determination of whether or not the Property is acceptable. ▇▇▇▇▇’s failure to comply with this notice requirement will constitute acceptance of the Property as suitable for BUYER’s intended use in it’s “As Is” condition. If the Property is unacceptable to BUYER and written notice of this fact is timely delivered to SELLER, this Agreement will be deemed to have been waived by Buyer for all purposesterminated as of the date of the BUYER’s notice and BUYER’s Deposit(s) will be returned. This provision shall survive the closing.

Feasibility Study. Buyer Purchaser is granted a license to enter upon the right Property to conduct such nondestructive engineering and/or market and economic feasibility studies of the Property and a physical inspection of the Property, including studies or inspections to determine the existence of any environmental hazards or conditions as Purchaser deems necessary or advisable and for reviewing and copying those of the Submission Matters noted as to be provided on-site (collectively, the “"Feasibility Study”") during the period (the “"Feasibility Period”"), which commenced on June 15, 2015) commencing on under the Effective Date terms of that certain Access and Due Diligence Agreement between the parties (the "Access Agreement")) and ending at 5:00 p.m., Central Time, on July 30, 2015. If this Contract remains in effect after expiration of the June 3Feasibility Period, 2010then Purchaser may continue the Feasibility Study until Closing. With Seller’s 's permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ two full Business Days advance written notice to any affected tenantsof the intended date of entry (which request may be via email without requirement for additional form of delivery and which permission, Buyer unless promptly denied in writing, shall be deemed granted), Purchaser or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer Purchaser for the Feasibility Study. Buyer or its designated representative Purchaser must be accompanied by a Seller's manager for the Property or another designated representative of Seller (▇▇▇▇▇ ▇▇▇▇▇▇▇▇), or have received Seller’s 's written permission prior to entering upon the Property in connection with Buyer’s Purchaser's Feasibility Study; provided, however, Buyer Purchaser may not enter into any space leased by any tenant without being accompanied by a Seller's manager for the Property or another designated representative of SellerSeller (▇▇▇▇▇ ▇▇▇▇▇▇▇▇). Seller agrees to make its manager or other representative reasonably available during normal business hours. Buyer Purchaser will not alter the conduct physical condition of the Property or conduct invasive testing or testing involving sampling (including, without limitation, any environmental testing other than a Phase I study) without notifying Seller of its requested tests, and obtaining the written consent of Seller to Seller. Before conducting any test or investigation involving physical alteration disturbance, sampling or invasive testing of any portion of the Property Property, Purchaser shall provide Seller with a reasonably detailed testing plan outlining the tests Purchaser intends to perform. No such tests shall be conducted without Seller’s prior written approval of the testing plan and the specific test or invasive testinginvestigation, which approval may be via email from Seller’s designated representative without requirement for additional form of delivery of notice. Buyer Purchaser will utilize exercise commercially reasonable diligence efforts to conduct or cause to be conducted all inspections and tests in a manner and at times which that will not unreasonably interfere with any tenant’s 's use and occupancy of the Property. Purchaser shall comply with all federal, state and local laws, rules, regulations and ordinances which might in any way relate to the Feasibility Study. If Buyer Purchaser determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s Purchaser's intended use or purpose, or is not in satisfactory condition, or that Purchaser otherwise no longer desires to purchase the Property, then Buyer Purchaser may terminate this Contract by written notice to Seller prior to expiration of the Feasibility Period, in which case the ▇▇▇▇▇▇▇ Money (other than the Option MoneyNonrefundable Deposit which will be paid to Seller) will be promptly returned to BuyerPurchaser, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to in the manner and within the time provided in this Section 5(a6(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s Purchaser's right to terminate this Contract pursuant to this Section 5(a6(a) and any and all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer Purchaser for all purposes. The Feasibility Study will be at Purchaser's expense. Purchase and Sale Agreement15233092_2 10 (b) Restoration of Property. Purchaser will, at its own expense, promptly repair any damage to the Property relating to or caused by the tests and inspections performed by Purchaser or any Purchaser Representative (defined below) under this Contract or the Access Agreement, free of any mechanic's or materialman's liens or other encumbrances arising out of any of the inspections or tests. Neither Purchaser nor any Purchaser Representative shall damage any part of the Property or any personal property owned or held by any tenant or third party. The obligations under this subparagraph shall survive for (a) three (3) months following any termination of this Contract with respect to any claim of Seller unrelated to a claim of a third party unaffiliated with Seller or Seller’s property manager, and (b) the applicable statute of limitations with respect to any claim of Seller relating to a claim made by a third party unaffiliated with Seller or Seller’s property manager; provided however that if Seller shall have provided written notice to Purchaser with reasonable detail of a specified claim for which Purchaser is responsible hereunder within the period provided in subsection (a) or (b), as applicable, then such period shall be extended until such claim is resolved.

Feasibility Study. Buyer will, at Buyer's expense and within ____ days from Effective Date ("Feasibility Study Period"), determine whether the Property is suitable, in Buyer's sole and absolute discretion, for ________________ use. During the Feasibility Study Period, Buyer may conduct a Phase I environmental assessment and any other tests, analyses, surveys and investigations ("Inspections") that Buyer deems necessary to determine to Buyer's satisfaction the Property's engineering, architectural and environmental properties; zoning and zoning restrictions; subdivision statutes; soil and grade; availability of access public roads, water, and other utilities; consistency with local, state and regional growth management plans, availability of permits, government approvals, and licenses; and other inspections that Buyer deems appropriate to determine the Property's suitability for the Buyer's intended use. If the Property must be rezoned, Buyer will obtain the rezoning from the appropriate government agencies. Seller will sign all documents Buyer is granted required to file in connection with development or rezoning approvals. Seller gives Buyer, its agents, contractors and assigns, the right to conduct engineering and/or market and economic feasibility studies of enter the Property and a physical inspection of the Property, including studies or inspections to determine the existence of at any environmental hazards or conditions (collectively, the “Feasibility Study”) time during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer Study Period for the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative purpose of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Studyconducting inspections; provided, however, that Buyer, its agents, contractors and assigns enter the Property and conduct inspections at their own risk. Buyer may not enter into will indemnify and hold Seller harmless from losses, damages, costs, claims and expenses of any space leased nature, including attorney's fees, expenses and liability incurred in application for rezoning or related proceedings, and from liability to any person, arising from the conduct of any and all inspections of any work authorized by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hoursBuyer. Buyer will not alter engage in any activity that could result in a construction lien being filed against the physical Property without Seller's prior /SL/ /SG/ written consent. If this transaction does not close, Buyer will, at Buyer's expense, (1) repair all damages to the Property resulting from the Inspections and return the Property to the condition it was in prior to conduct of the Property or conduct invasive testing without notifying Seller of its requested testsInspections, and obtaining the written consent of (2) release to Seller to any physical alteration all reports and other work generated as a result of the Property or invasive testingInspections. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by deliver written notice to Seller prior to the expiration of the Feasibility PeriodStudy Period of Buyer's determination of whether or not the Property is acceptable. Buyer's failure to comply with this notice requirement will constitute acceptance of the Property as suitable for Buyer's intended use in its "as is" condition. If the Property is unacceptable to Buyer and written notice of this fact is timely delivered to Seller, in which case this Contract will be deemed terminated as of the ▇▇▇▇▇▇▇ Money (other than day after the Option MoneyFeasibility Study period ends and Buyer's deposit(s) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and Escrow Agent receives proper authorization form all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer for all purposesinterested parties.

Feasibility Study. (a) Within ten (10) days after the Opening of Escrow, Seller shall use reasonable efforts to provide Buyer is granted the right to conduct engineering and/or market and economic feasibility studies of the Property and a physical inspection of the Property, including studies or inspections to determine the existence with copies of any permits, reports (including, without limitation, any environmental hazards or conditions assessment reports previously prepared for Seller), surveys, studies, soil assessments, agreements, documents, plans, maps, and entitlements in Seller’s possession concerning Parcel A and its improvement, development, and ownership (collectively, the “Property Documents”). (b) During the Feasibility Study”) Period, Buyer shall have the right to review, in Buyer’s reasonable discretion, the Feasibility Matters. Seller shall reasonably cooperate with Buyer in any and all investigations during the period (Feasibility Period and Seller shall use its reasonable efforts to cause its engineers, architects, surveyors, and other advisors and consultants, if any, to share, at Buyer’s cost, any information or knowledge they have concerning Parcel A with Buyer. During the “Feasibility Period”) commencing on , Buyer shall have the Effective right to deliver to Seller and Escrow Holder the Feasibility Notice. Failure by Buyer to give the Feasibility Notice by the Feasibility Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner shall be deemed Buyer’s examination approval of the Property Feasibility Matters and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may shall be deemed necessary to be a waiver of Buyer’s right to terminate the Escrow pursuant to this provision. If Buyer disapproves any Feasibility Matters by Buyer for setting forth such disapproval in the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative Notice to Seller, Seller shall have sixty (60) days from receipt of Seller or have received Seller’s written permission prior the Feasibility Notice to entering upon the Property in connection with cure, to Buyer’s reasonable discretion, the disapproved Feasibility StudyMatter; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hours. Buyer will not alter the physical condition of the Property or conduct invasive testing without notifying Seller of its requested tests, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testing. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property Parties shall extend Seller’s deadline for curing a physical defect in Parcel A if the cure will reasonably take more than sixty (60) days to cure and Seller has commenced and is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by written notice to Seller prior to expiration of the Feasibility Perioddiligently pursuing such cure, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of event the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must Date shall be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer for all purposes.extended pro

Feasibility Study. Buyer will, at Buyer's expense and within ____ days from Effective Date ("Feasibility Study Period"), determine whether the Property is suitable, in Buyer's sole and absolute discretion, for _____________________________ use. During the Feasibility Study Period, Buyer may conduct a Phase I environmental assessment and any other tests, analyses, surveys and investigations ("Inspections") that Buyer deems necessary to determine to Buyer's satisfaction the Property's engineering, architectural and environmental properties; zoning and zoning restrictions; subdivision statutes; soil and grade; availability of access public roads, water, and other utilities; consistency with local, state and regional growth management plans, availability of permits, government approvals, and licenses; and other inspections that Buyer deems appropriate to determine the Property's suitability for the Buyer's intended use. If the Property must be rezoned, Buyer will obtain the rezoning from the appropriate ▇▇▇▇▇nment agencies. Seller will sign all documents Buyer is granted required to file in connection with development or rezoning approvals. Seller gives Buyer, its agents, contractors and assigns, the right to conduct engineering and/or market and economic feasibility studies of enter the Property and a physical inspection of the Property, including studies or inspections to determine the existence of at any environmental hazards or conditions (collectively, the “Feasibility Study”) time during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer Study Period for the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative purpose of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Studyconducting inspections; provided, however, that Buyer, its agents, contractors and assigns enter the Property and conduct inspections at their own risk. Buyer may not enter into will indemnify and hold Seller harmless from l▇▇▇▇▇, damages, costs, claims and expenses of any space leased nature, including attorney's fees, expenses and liability incurred in application for rezoning or related proceedings, and from liability to any person, arising from the conduct of any and all inspections of any work authorized by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hoursBuyer. Buyer will not alter engage in any activity that co▇▇▇ ▇esult in a construction lien being filed against the physical Property without Seller's prior written consent. If this transaction does not close, Buyer will, at Buyer's expense, (1) repair all damages to the Property /SL/ /JG/ resulting from the Inspections and return the Property to the condition it was in prior to conduct of the Property or conduct invasive testing without notifying Seller of its requested testsInspections, and obtaining the written consent of (2) release to Seller to any physical alteration all reports and other work generated as a result of the Property or invasive testingInspections. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by deliver written notice to Seller prior to the expiration of the Feasibility Period, in which case Study Period of Buyer's determination of whether or not the ▇▇▇▇▇Property ▇▇ Money (other than ▇cceptable. Buyer's failure to comply with this notice requirement will constitute acceptance of the Option MoneyProperty as suitable for Buyer's intended use in its "as is" condition. If the Property is unacceptable to Buyer and written notice of this fact is timely delivered to Seller, this Contract will be deemed terminated as of the day after the Feasibility Study period ends and Buyer's deposit(s) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and Escrow Age▇▇ ▇▇ceives proper authorization form all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer for all purposesinterested parties.

Feasibility Study. (a) During the Feasibility Period, Buyer is granted shall have the right to conduct engineering and/or market review and economic feasibility studies of approve, in Buyer’s sole and absolute discretion, the Property Title Commitments, the Due Diligence Information, the Surveys, and a physical inspection of any other information disclosed to, or discovered by, Buyer regarding, or in any way relating to, the PropertyReal Properties, including studies Seller Parties or inspections to determine the existence of any environmental hazards or conditions transactions contemplated herein (collectively, the “Feasibility StudyMatters”). By way of example but not of limitation, Feasibility Matters may include any of the following, as determined by Buyer in its sole and absolute discretion: environmental issues, title issues, zoning issues or survey issues regarding any Real Property; concerns regarding the physical location or condition of any Real Property, and the sales volume of any Real Property as it relates to its immediate market trade area. (b) during In the period event that, before the end of the Feasibility Period, Buyer delivers (or is deemed to have delivered, as provided below) to Seller Parties written notice (the “Feasibility PeriodTermination Notice”) commencing on that Buyer disapproves the Effective Date Feasibility Matters as to all Real Properties and ending elects to terminate this Agreement, then (i) this Agreement and Escrow shall terminate, and (ii) Escrow Holder shall immediately return all other documents and instruments to the Party that deposited same. (c) In the event that, at 5:00 p.m.least three (3) Business Days before the end of the Feasibility Period, Central TimeBuyer delivers to Parent written notice (the “Feasibility Exclusion Notice”) that Buyer disapproves the Feasibility Matters as to some but not all Real Properties and elects to exclude certain Real Properties from this Agreement (which Real Properties shall be specifically referenced in the Feasibility Exclusion Notice and are referred to herein collectively as the “Excluded Real Properties”), on then (i) any reference to the June 3“Real Properties” or any “Real Property” contained herein or in any other Transaction Document shall be deemed to exclude the Excluded Real Properties, 2010. With Seller’s permission(ii) this Agreement (including without limitation any Exhibits or Schedules attached hereto) shall be deemed amended to delete any specific reference to any Excluded Real Property, after Seller has received advance notice sufficient to permit it to schedule and (iii) the Purchase Price shall be reduced in an orderly manner amount mutually determined by Seller Parties and Buyer’s examination . At the request of either Party, the Property and Parties shall enter into one or more separate written documents evidencing the amendments described in the immediately preceding sentence. (d) Notwithstanding anything contained in clause (c), in the event that Buyer delivers to provide at least 24-hours’ advance Parent a Feasibility Exclusion Notice that excludes more than three (3) Real Properties from this Agreement, then Parent may deliver written notice to Buyer at least one Business Day prior to the Closing Date terminating this Agreement, in which event (i) this Agreement and Escrow shall terminate, and (ii) Escrow Holder shall immediately return all other documents and instruments to the Party that deposited same. If Seller fails to deliver, at least one (1) Business Day prior to the Closing Date any affected tenantssuch notice to Buyer after delivery of a Feasibility Exclusion Notice to Parent, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may Parent shall be deemed necessary by to have waived any right to terminate the Agreement pursuant to this clause (d). (e) In the event that Buyer for does not deliver a Feasibility Termination Notice or a Feasibility Exclusion Notice to Parent on or before the end of the Feasibility Study. Buyer Period, and also fails to deliver to Parent a written notice approving the Feasibility Matters on or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon before the Property in connection with Buyer’s Feasibility Study; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hours. Buyer will not alter the physical condition end of the Property or conduct invasive testing without notifying Seller of its requested tests, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testing. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory conditionFeasibility Period, then Buyer may terminate this Contract by written notice shall be deemed to have delivered the Feasibility Termination Notice to Seller prior to as of the expiration of the Feasibility Period. (f) Seller Parties agree that Buyer may disapprove the Feasibility Matters (whether in connection with a Feasibility Termination Notice or a Feasibility Exclusion Notice) for any reason or no reason, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be returned to Buyer, its sole and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer for all purposesabsolute discretion.

Feasibility Study. Buyer is granted the right to conduct engineering and/or market and economic feasibility studies of the Property and a physical inspection of the Property, including studies or inspections to determine the existence of any environmental hazards or conditions (collectively, the “Feasibility Study”) during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Standard Time, on the June 3November 30, 20102011. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least twenty-four (24-hours’ ) hours advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer for the Feasibility Study. Buyer or its designated representative must be accompanied by a Seller’s manager for the Property or another designated representative of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Study; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a Seller’s manager for the Property or another designated representative of Seller. Seller agrees to make its manager or other representative reasonably available during normal business hours. Buyer will not alter the physical condition of the Property or conduct invasive testing without notifying Seller of its requested tests, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testingProperty. Buyer will utilize commercially reasonable diligence exercise its best efforts to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by written notice to Seller prior to expiration of the Feasibility Period, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of in the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule manner and within the time provided in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer for all purposes. The Feasibility Study will be at Buyer’s expense.

Feasibility Study. Buyer is granted (i) The Purchaser shall have a period of thirty (30) days from the right Execution Date ("Feasibility Period") in which to conduct engineering and/or market make such zoning, legal, title, engineering, soil, environmental, geological and economic feasibility studies of other technical studies, tests, investigations and inquiries as shall deem necessary and appropriate, all at the Property Purchaser's sole cost and a physical inspection of the Propertyexpense, including studies or inspections in order to determine whether the existence of any environmental hazards or conditions (collectively, the “Feasibility Study”) during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer for the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Study; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hours. Buyer will not alter the physical condition of the Property or conduct invasive testing without notifying Seller of its requested tests, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testing. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property premises is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by written notice to Seller prior to expiration of the Feasibility Period, in which case the SALE OF ▇▇ ▇▇▇▇▇▇▇▇▇▇ Money ▇▇▇▇▇▇▇ Page-6 -------------------------------------------------------------------------------- suitable for Purchaser's use. (other than ii) In the Option Money) will event that the Purchaser determines, that as a result of the tests, studies and investigations, that it is unwilling to proceed with the acquisition of the premises because the premises is not suitable for Purchaser's purposes, the Purchaser shall have the right, upon written notice to the Seller delivered on or before the 30th day of the Feasibility Period, to cancel this Agreement in which event the Deposit heretofore paid by the Purchaser shall be returned and there shall be no further liability or obligation on the part of either party hereto. (iii) From and after the date hereof, the Purchaser shall have the right to Buyerenter upon the premises for the purpose of making, at its sole cost and expense, the various tests, studies and investigations, authorized herein. Additionally, the Purchaser agrees to indemnify, defend and hold harmless the Seller herein from and against any claims, damage or losses caused by the Purchaser's entry upon the premises. This indemnification and hold harmless agreement extends to any loss occasioned to the premises or the Seller resulting from the conduct or access of the Purchaser's representative as well as by its contractors, subcontractors, business invitees and/or licensees. (iv) The Purchaser agrees to restore the premises promptly following the completion of the tests herein permitted to the condition of said premises immediately prior to the Purchaser's entry thereon. If the contingencies set forth in this Paragraph 7 are not satisfied within the applicable contingency period and the Agreement is terminated in accordance with the terms hereof, the Escrow Agent shall refund the Deposit to Purchaser and neither party shall have any further right or obligation hereunder liability to the other than as set forth herein with respect hereunder." Purchaser agrees to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration use reasonable diligence and act in good faith in pursuit of the Feasibility Periodsatisfaction of all contingencies. In connection with the satisfaction of contingencies, after Seller has received advance notice sufficient Seller, without charge to Purchaser but without assuming any financial obligation, agrees to fully cooperate with Purchaser and execute all applications, confirmations and other documents necessary to permit it Purchaser to schedule satisfy contingencies. In connection with any contingency, Purchaser shall advise Seller, in an orderly manner Buyer’s examination of writing, by the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon date when Purchaser shall have the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant Agreement for non-satisfaction of the contingency or shall have satisfied the contingency whether or not Purchaser (a) has satisfied the contingency, or (b) is terminating this Agreement for non-satisfaction. If by such date Purchaser has not so advised Seller, then at any time commencing on the next day thereafter, Seller shall have the right to terminate this Section 5(aAgreement by written notice to Purchaser thereof. If neither Seller nor Purchaser has terminated this SALE OF ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Page-7 -------------------------------------------------------------------------------- Agreement by reason of non-satisfaction of a contingency, nor Purchaser has advised Seller that such contingency has been satisfied, then the time period within which such contingency can be satisfied shall continue until the earlier of (i) Seller's written notification to Purchaser that this Agreement has been terminated for non-satisfaction of contingency, (ii) Purchaser's written notification to Seller that this Agreement has been terminated for non-satisfaction of contingency, or (iii) Purchaser's notification to Seller that the contingency has been satisfied or waived. It is the intention of this paragraph to provide that this Agreement shall not automatically terminate nor will any contingency be deemed automatically satisfied on any contingency period termination date unless and any and all objections with respect until Seller and/or Purchaser, as applicable, shall have affirmatively advised the other party as to the Feasibility Study will be deemed to have been waived by Buyer for all purposesstatus of the matter.

Feasibility Study. Buyer Purchaser is granted a license to enter upon the right Property to conduct such nondestructive engineering and/or market and economic feasibility studies of the Property and a physical inspection of the Property, including studies or inspections to determine the existence of any environmental hazards or conditions as Purchaser deems necessary or advisable and for reviewing and copying those of the Submission Matters noted as to be provided on-site (collectively, the “"Feasibility Study”") during the period (the “"Feasibility Period”"), which commenced on June 15, 2015) commencing on under the Effective Date terms of that certain Access and Due Diligence Agreement between the parties (the "Access Agreement")) and ending at 5:00 p.m., Central Time, on July 30, 2015. If this Contract remains in effect after expiration of the June 3Feasibility Period, 2010then Purchaser may continue the Feasibility Study until Closing. With Seller’s 's permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ two full Business Days advance written notice to any affected tenantsof the intended date of entry (which request may be via email without requirement for additional form of delivery and which permission, Buyer unless promptly denied in writing, shall be deemed granted), Purchaser or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer Purchaser for the Feasibility Study. Buyer or its designated representative Purchaser must be accompanied by a Seller's manager for the Property or another designated representative of Seller (▇▇▇▇▇ ▇▇▇▇▇▇▇▇), or have received Seller’s 's written permission prior to entering upon the Property in connection with Buyer’s Purchaser's Feasibility Study; provided, however, Buyer Purchaser may not enter into any space leased by any tenant without being accompanied by a Seller's manager for the Property or another designated representative of SellerSeller (▇▇▇▇▇ ▇▇▇▇▇▇▇▇). Seller agrees to make its manager or other representative reasonably available during normal business hours. Buyer Purchaser will not alter the conduct physical condition of the Property or conduct invasive testing or testing involving sampling (including, without limitation, any environmental testing other than a Phase I study) without notifying Seller of its requested tests, and obtaining the written consent of Seller to Seller. Before conducting any test or investigation involving physical alteration disturbance, sampling or invasive testing of any portion of the Property Property, Purchaser shall provide Seller with a reasonably detailed testing plan outlining the tests Purchaser intends to perform. No such tests shall be conducted without Seller’s prior written approval of the testing plan and the specific test or invasive testinginvestigation, which approval may be via email from Seller’s designated representative without requirement for additional form of delivery of notice. Buyer Purchaser will utilize exercise commercially reasonable diligence efforts to conduct or cause to be conducted all inspections and tests in a manner and at times which that will not unreasonably interfere with any tenant’s 's use and occupancy of the Property. Purchaser shall comply with all federal, state and local laws, rules, regulations and ordinances which might in any way relate to the Feasibility Study. If Buyer Purchaser determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s Purchaser's intended use or purpose, or is not in satisfactory condition, or that Purchaser otherwise no longer desires to purchase the Property, then Buyer Purchaser may terminate this Contract by written notice to Seller prior to expiration of the Feasibility Period, in which case the ▇▇▇▇▇▇▇ Money (other than the Option MoneyNonrefundable Deposit which will be paid to Seller) will be promptly returned to BuyerPurchaser, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to in the manner and within the time provided in this Section 5(a6(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s Purchaser's right to terminate this Contract pursuant to this Purchase and Sale Agreement15233085_2 9 Section 5(a6(a) and any and all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer Purchaser for all purposes. The Feasibility Study will be at Purchaser's expense.

Feasibility Study. Buyer (i) The Purchaser shall have a period of sixty (60) days from the Execution Date ("Feasibility Period") in which to make such zoning, legal, title, engineering, soil, environmental, geological and other technical studies, tests, investigations and inquiries as shall deem necessary and appropriate, all at the Purchaser's sole cost and expense, in order to determine whether the premises is granted suitable for Purchaser's use as the right to conduct engineering and/or market and economic feasibility studies warehousing of fabric. (ii) In the event that the Purchaser determines, that as a result of the Property tests, studies and a physical inspection investigations, that it is unwilling to proceed with the acquisition of the Property, including studies or inspections to determine premises because the existence of any environmental hazards or conditions (collectively, the “Feasibility Study”) during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer for the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Study; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hours. Buyer will not alter the physical condition of the Property or conduct invasive testing without notifying Seller of its requested tests, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testing. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property premises is not suitable for any reason for Buyer’s intended use or purposethe warehousing of fabric, or is not in satisfactory conditionthe Purchaser shall have the right, then Buyer may terminate this Contract by upon written notice to the Seller prior to expiration delivered on or before the 60th day of the Feasibility Period, to cancel this Agreement in which case event the Deposit heretofore paid by the Purchaser shall be returned and there shall be no further liability or obligation on the part of either party hereto. If such notice is not delivered on the 60th day this condition is waived. (iii) From and after the date hereof, the Purchaser shall have the right to enter upon the premises for the purpose of making, at its sole cost and expense, the various tests, studies and investigations, authorized herein. Additionally, the Purchaser agrees to indemnify, defend and hold harmless the Seller herein from and against any claims, damage or losses caused by the Purchaser's entry upon the premises. This indemnification and hold harmless agreement extends to any loss occasioned to the premises. This indemnification and hold harmless agreement extends SALE OF ▇▇ ▇▇▇▇▇▇▇▇▇▇ Money ▇▇▇▇▇▇▇ Page-6 -------------------------------------------------------------------------------- to any loss occasioned to the premises. This indemnification and hold harmless agreement extends to any loss occasioned to the premises or the Seller resulting from the conduct or access of the Purchaser's representative as well as by its contractors, subcontractors, business invitees and/or licensees. (other than iv) The Purchaser agrees to restore the Option Money) will be returned premises promptly following the completion of the tests herein permitted to Buyerthe condition of said premises immediately prior to the Purchaser's entry thereon. If the contingencies set forth in this Paragraph 7 are not satisfied within the applicable contingency period and the Agreement is terminated in accordance with the terms hereof, the Escrow Agent shall refund the Deposit to Purchaser and neither party shall have any further right or obligation hereunder liability to the other than as set forth herein with respect hereunder." Purchaser agrees to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration use reasonable diligence and act in good faith in pursuit of the Feasibility Periodsatisfaction of all contingencies. In connection with the satisfaction of contingencies, after Seller has received advance notice sufficient Seller, without charge to Purchaser but without assuming any financial obligation, agrees to fully cooperate with Purchaser and execute all applications, confirmations and other documents necessary to permit it Purchaser to schedule satisfy contingencies. In connection with any contingency, Purchaser shall advise Seller, in an orderly manner Buyer’s examination of writing, by the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon date when Purchaser shall have the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant Agreement for non-satisfaction of the contingency or shall have satisfied the contingency whether or not Purchaser (a) has satisfied the contingency, or (b) is terminating this Agreement for non-satisfaction. If by such date Purchaser has not so advised Seller, then at any time commencing on the next day thereafter, Seller shall have the right to terminate this Section 5(aAgreement by written notice to Purchaser thereof. If neither Seller nor Purchaser has terminated this Agreement by reason of non-satisfaction of a contingency, nor Purchaser has advised Seller that such contingency has been satisfied, then the time period within which such contingency can be satisfied shall continue until the earlier of (i) Seller's written notification to Purchaser that this Agreement has been terminated for non-satisfaction of contingency, (ii) Purchaser's written notification to Seller that this Agreement has been terminated for non-satisfaction of contingency, or (iii) Purchaser's notification to Seller that the contingency has been satisfied or waived. It is the intention of this paragraph to provide that this Agreement shall not automatically terminate nor will any contingency be deemed automatically satisfied on any contingency period termination date unless and any and all objections with respect until Seller and/or Purchaser, as applicable, shall have affirmatively advised the other party as to the Feasibility Study will be deemed to have been waived by Buyer for all purposesstatus of the matter.

Feasibility Study. Buyer will, at Buyer's expense and within ______ days from Effective Date ("Feasibility Study Period"), determine whether the Property is suitable, in Buyer's sole and absolute discretion, for ____________________________________________ _______________________________ use. During the Feasibility Study Period, Buyer may conduct a Phrase 1 environmental assessment and any other tests, analyses, surveys and investigations ("Inspections") that Buyer deems necessary to determine to Buyer's satisfaction the Property's engineering, architectural and environmental properties; zoning and zoning restrictions; subdivision statutes; soil and grade; availability of access to public roads, water, and other utilities; consistency with local, state and regional growth management plans; availability of permits, government approvals, and licenses; and other Inspections that Buyer deems appropriate to determine the Property's suitability for the Buyer's intended use. If the Property must be rezoned, Buyer will obtain the rezoning from the appropriate government agencies. Seller will sign all documents Buyer is granted required to file in connection with development or rezoning approvals. Seller gives Buyer, its agents, contractors and assigns, the right to conduct engineering and/or market and economic feasibility studies of enter the Property and a physical inspection of the Property, including studies or inspections to determine the existence of at any environmental hazards or conditions (collectively, the “Feasibility Study”) time during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer Study Period for the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative purpose of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Studyconducting Inspections; provided, however, that Buyer, its agents, contractors and assigns enter the Property and conduct Inspections at their own risk. Buyer may not enter into will indemnify and hold Seller harmless from losses, damages, costs, claims and expenses of any space leased nature, including attorney's fees, expenses and liability incurred in application for rezoning or related proceedings, and from liability to any person, arising from the conduct of any and all Inspections or any work authorized by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hoursBuyer. Buyer will not alter engage in any activity that could result in a construction lien being filed against the physical Property without Seller's prior written consent. If this transaction does not close, Buyer will, at Buyer's expense, (1) repair all damages to the Property resulting from the Inspections and return the Property to the condition it was in prior to conduct of the Property or conduct invasive testing without notifying Seller of its requested testsInspections, and obtaining the written consent of (2) release to Seller to any physical alteration all reports and other work generated as a result of the Property or invasive testingInspections. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by deliver written notice to Seller prior to the expiration of the Feasibility PeriodStudy Period of Buyer's determination of whether or not the Property is acceptable. Buyer's failure to comply with this notice requirement will constitute acceptance of the Property as suitable for Buyer's intended use in its "as is" condition. If the Property is unacceptable to Buyer and written notice of this fact is timely delivered to Seller, in which case this Contract will be deemed terminated as of the ▇▇▇▇▇▇▇ Money (other than day after the Option MoneyFeasibility Study Period ends and Buyer's deposit(s) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and Escrow Agent receives proper authorization from all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer for all purposesinterested parties.

Feasibility Study. Buyer will, at Buyer's expense and within 60 days from Effective Date ("Feasibility Study Period"), determine whether the Property is suitable, in Buyer's sole and absolute discretion, for residential development use. During the Feasibility Study Period, Buyer may conduct a Phase I environmental assessment and any other tests, analyses, surveys and investigations ("Inspections") that Buyer deems necessary to determine to Buyer's satisfaction the Property's engineering, architectural and environmental properties; zoning and zoning restrictions; subdivision statutes; soil and grade; availability of access to public roads, water and other utilities; consistency with local, state and regional growth management plans; availability of permits, government approvals, and licenses; and other Inspections that Buyer deems appropriate to determine the Property's suitability for the Buyer's intended use. If the Property must be rezoned, Buyer will obtain the rezoning from the appropriate government agencies. Seller will sign all documents Buyer is granted required to file in connection with development or rezoning approvals. Seller gives Buyer, its agents, contractors and assigns, the right to conduct engineering and/or market and economic feasibility studies of enter the Property and a physical inspection of the Property, including studies or inspections to determine the existence of at any environmental hazards or conditions (collectively, the “Feasibility Study”) time during the period (the “Feasibility Period”) commencing on the Effective Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may be deemed necessary by Buyer Study Period for the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative purpose of Seller or have received Seller’s written permission prior to entering upon the Property in connection with Buyer’s Feasibility Studyconducting Inspections; provided, however, that Buyer, its agents, contractors and assigns enter the Property and conduct Inspections at their own risk. Buyer may not enter into will indemnify and hold Seller harmless from losses, damages, costs, claims and expenses of any space leased nature, including attorneys' fees, expenses and liability incurred in application for rezoning or related proceedings, and from liability to any person, arising from the conduct of any and all Inspections or any work authorized by any tenant without being accompanied by a designated representative of Seller. Seller agrees to make its representative reasonably available during normal business hoursBuyer. Buyer will not alter engage in any activity that could result in a construction lien being filed against the physical Property without Seller's prior written consent. If this transaction does not close, Buyer will, at Buyer's expense, (1) repair all damages to the Property resulting from the Inspections and return the Property to the condition it was in prior to conduct of the Property or conduct invasive testing without notifying Seller of its requested testsInspections, and obtaining the written consent of (2) release to Seller to any physical alteration all reports and other work generated as a result of the Property or invasive testingInspections. Buyer will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable for any reason for Buyer’s intended use or purpose, or is not in satisfactory condition, then Buyer may terminate this Contract by deliver written notice to Seller prior to the expiration of the Feasibility PeriodStudy Period of Buyer's determination of whether or not the Property is acceptable. Buyer's failure to comply with this notice requirement will constitute acceptance of the Property as suitable for Buyer's intended use in its "as is" condition. If the Property is unacceptable to Buyer and written notice of this fact is timely delivered to Seller, in which case this Contract will be deemed terminated as of the ▇▇▇▇▇▇▇ Money (other than day after the Option MoneyFeasibility Study Period ends and Buyer's deposit(s) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and Escrow Agent receives proper authorization from all objections with respect to the Feasibility Study will be deemed to have been waived by Buyer for all purposesinterested parties.

Feasibility Study. Buyer is granted Purchaser shall have the right to conduct engineering and/or market and economic feasibility studies of the Real Property and a physical inspection of the Real Property, including studies or inspections to determine the existence of any environmental hazards or conditions (collectively, the “Feasibility Study”) during the period (the “Feasibility Inspection Period”) commencing on the Effective Date and ending at 5:00 11:59 p.m., prevailing Central Time, on the June 3September 24, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner BuyerPurchaser’s examination of the Real Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer Purchaser or its designated agents may enter upon the Real Property during normal business hours for purposes of analysis or other tests and inspections which that may be deemed necessary by Buyer Purchaser for the Feasibility Study. Buyer or its designated representative Purchaser must be accompanied by a representative of NNP Residential, LLC (the ”Property Manager”), the property manager for the Real Property, or another designated representative of Seller or have received Seller’s written permission prior to entering upon the Real Property in connection with BuyerPurchaser’s Feasibility Study; provided, however, Buyer that Purchaser may not enter into any space leased by any tenant without being accompanied by a the Property Manager or another designated representative of Seller. Seller agrees to shall make its the Property Manager, Seller’s manager or another representative reasonably available during normal business hours. Buyer Purchaser will not alter the physical condition of the Real Property or conduct invasive testing without notifying Seller of its requested tests, and obtaining the written consent of Seller to any physical alteration of the Property or invasive testingReal Property. Buyer Purchaser will utilize commercially reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which that will not unreasonably interfere with any tenant’s use and occupancy of the Real Property. If Buyer Purchaser determines, in its sole judgmentjudgment and for any or no reason whatsoever, that the Real Property is not suitable for any reason for BuyerPurchaser’s intended use or purpose, or is not in satisfactory condition, then Buyer Purchaser may terminate this Contract by written notice to Seller Agreement in accordance with Section 10.1(d) prior to expiration of the Feasibility Inspection Period, in which case the ▇▇▇▇▇▇▇ Money (other than the Option Money) will be returned to Buyer, and neither party shall have any further right or obligation hereunder other than as set forth herein Purchaser in accordance with respect to rights or obligations which survive terminationSection 10.4(a). If this Contract Agreement is not terminated pursuant to this Section 5(a)5.1, then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer Purchaser or its designated agents may enter upon the Real Property after expiration of the Inspection Period from time to time during normal business hours. Buyer or its designated representative must hours and upon advance notice to Seller (which notice may be accompanied by a designated representative oral) for the purpose of Seller or have received Seller’s written permission prior to entering upon inspecting the Propertycommon areas; provided, however, Buyer that Purchaser may not enter into any space leased by any tenant without Seller’s consent and without being accompanied by a Seller’s manager for the Real Property or another designated representative of Seller. If this Contract Agreement is not timely terminated pursuant to this Section 5(a)5.1, Buyerthen Purchaser’s right to terminate this Contract Agreement pursuant to this Section 5(a) 5.1 and any and all objections with in respect to of the Feasibility Study will be deemed to have been waived by Buyer Purchaser for all purposes.

Feasibility Study. (a) Within ten (10) days after the Opening of Escrow, Seller shall provide Buyer is granted the right to conduct engineering and/or market and economic feasibility studies of the Property and a physical inspection of the Property, including studies or inspections to determine the existence with copies of any permits, reports (including, without limitation, any environmental hazards or conditions assessment reports previously prepared for Seller), surveys, studies, soil assessments, agreements, documents, plans, maps, and entitlements in Seller’s possession concerning Parcel B and its improvement, development, and ownership (collectively, the “Property Documents”). (b) During the Feasibility Study”) Period, Buyer shall have the right to review, in ▇▇▇▇▇’s reasonable discretion, the Feasibility Matters. Seller shall reasonably cooperate with Buyer in any and all investigations during the period (Feasibility Period and Seller shall use its reasonable efforts to cause its engineers, architects, surveyors, and other advisors and consultants, if any, to share, at Buyer’s cost, any information or knowledge they have concerning Parcel B with Buyer. During the “Feasibility Period”) commencing on , Buyer shall have the Effective right to deliver to Seller and Escrow Holder the Feasibility Notice. Failure by Buyer to give the Feasibility Notice by the Feasibility Date and ending at 5:00 p.m., Central Time, on the June 3, 2010. With Seller’s permission, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner shall be deemed Buyer’s examination approval of the Property Feasibility Matters (not including any matters to be approved by Buyer pursuant to Section 6.4) and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours for purposes of analysis or other tests and inspections which may shall be deemed necessary to be a waiver of Buyer’s right to terminate the Escrow pursuant to this Section 6.1(b). If Buyer disapproves any Feasibility Matters by Buyer for setting forth such disapproval in the Feasibility Study. Buyer or its designated representative must be accompanied by a designated representative Notice to Seller, Seller shall have sixty (60) days from receipt of Seller or have received Seller’s written permission prior the Feasibility Notice to entering upon the Property in connection with cure, to Buyer’s reasonable satisfaction, the disapproved Feasibility StudyMatter; provided, however, that the Parties shall extend Seller’s deadline for curing a physical defect in Parcel B if the cure will reasonably take more than sixty (60) days to cure and Seller has commenced and is diligently pursuing such cure, in which event the Feasibility Date shall be extended pro rata and Seller shall deliver written notice to Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. the extension of the Feasibility Date, which written notice shall also reasonably detail the steps Seller agrees is taking to make its representative reasonably available during normal business hourscure the Feasibility Matter. Buyer will shall not alter be required to deliver the physical condition of Feasibility Deposit to Escrow Holder until the Property or conduct invasive testing without notifying Seller of its requested tests, and obtaining the written consent of Seller date that is two (2) business days after all disapproved Feasability Matters are cured to any physical alteration of the Property or invasive testing. Buyer will utilize commercially Buyer’s reasonable diligence to conduct or cause to be conducted all inspections and tests in a manner and at times which will not unreasonably interfere with any tenant’s use and occupancy of the Propertysatisfaction. If Buyer determines, in its sole judgment, determines that the Property is not suitable for Seller has failed to timely and reasonably cure any reason for Buyer’s intended use or purpose, or is not in satisfactory conditiondisapproved Feasibility Matter, then Buyer may terminate this Contract Escrow by providing written notice to Seller prior to and Escrow Holder. Buyer shall provide such written notice of termination within thirty (30) days of the expiration of Seller’s cure period. If Buyer elects to terminate Escrow in accordance with the Feasibility Periodprovisions of this Section 6.1(b), in which case then, upon receipt of Buyer’s written notice of election to terminate Escrow, (i) Escrow Holder shall pay the ▇▇▇▇▇▇▇ Money Initial Deposit to Buyer (other than less the Option MoneyNon-Refundable Deposit) will be returned without any additional instructions from Seller, (ii) Escrow Holder shall pay the Non-Refundable Deposit to Seller without any additional instructions from Buyer, (iii) Escrow Holder shall immediately return all other documents, instruments and neither party shall have any further right or obligation hereunder other than as set forth herein with respect to rights or obligations which survive termination. If this Contract is not terminated pursuant to this Section 5(a), then after expiration of the Feasibility Period, after Seller has received advance notice sufficient to permit it to schedule in an orderly manner Buyer’s examination of the Property and to provide at least 24-hours’ advance written notice to any affected tenants, Buyer or its designated agents may enter upon the Property during normal business hours. Buyer or its designated representative must be accompanied by a designated representative of Seller or have received Seller’s written permission prior to entering upon the Property; provided, however, Buyer may not enter into any space leased by any tenant without being accompanied by a designated representative of Seller. If this Contract is not timely terminated pursuant to this Section 5(a), Buyer’s right to terminate this Contract pursuant to this Section 5(a) and any and all objections with respect moneys to the Feasibility Study will be deemed to have been waived by Buyer for all purposes.Party that deposited same, and