Common use of Inspection Period Clause in Contracts

Inspection Period. Purchaser shall have until 5:00 p.m. Pacific Daylight Time on the date that is thirty-two (32) days after the Effective Date (the “Inspection Period”) to inspect the Property and the Due Diligence Documents, and to perform such other due diligence with respect to the Property as Purchaser reasonably deems necessary, subject to the rights of tenants in possession of the Property. Purchaser may, on or before the expiration of the Inspection Period (the “Out Date”), in its sole discretion, advise Seller and Escrow Holder, in writing, of its election to proceed or not to proceed with the purchase of the Property. If Purchaser, in its sole discretion, decides that it will not proceed with the purchase of the Property, Purchaser shall on or before the Out Date give notice to Seller and Escrow Holder that it is terminating this Agreement. If Purchaser fails to notify Seller and Escrow Holder of its decision on or before the Out Date, Purchaser shall be deemed to have elected to terminate this Agreement pursuant to this Section 3.5. Upon any termination, in the absence of a default by Purchaser, the Deposit shall be refunded to Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agents, shall be returned by Purchaser to Seller, Purchaser shall, at Seller’s request, at no cost to Seller, without representation or warranty, deliver to Seller true and correct copies of all third party reports obtained by Purchaser with respect to the Property, and, subject to Sections 3.5(a) and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunder. In the event Purchaser notifies Seller of its election to proceed with the purchase, then this Agreement will not be terminated, the Deposit shall become non-refundable (subject to the other terms and conditions of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller. In connection with Purchaser’s inspection of the Property, Purchaser agrees that:

Inspection Period. Purchaser shall have until 5:00 p.m. Pacific Daylight Eastern Standard Time on the date that is thirty-two thirty (3230) days after the Effective Date (or such earlier date as Purchaser may elect in writing to Seller) (the “"Inspection Period”") to inspect the Property and the Due Diligence Documents, and to perform such other due diligence with respect to the Property as Purchaser reasonably deems necessary, subject to the rights of tenants in possession of the Property. Purchaser agrees to immediately commence its inspection efforts and will pursue same diligently, and will advise Purchaser of its findings as soon as practicable. Purchaser may, on or before the expiration of the Inspection Period (the “"Out Date”"), in its sole discretion, advise Seller and Escrow Holder, in writing, of its election to proceed or not to proceed with the purchase of the Property. If Purchaser, in its sole discretion, decides that it will not proceed with the purchase of the Property, Purchaser shall on or before the Out Date give notice to Seller and Escrow Holder that it is terminating this Agreement. If Purchaser fails to notify Seller and Escrow Holder of its decision on or before the Out Date, Purchaser shall be deemed to have elected to terminate notified Seller and Escrow Holder on the Out Date that Purchaser is terminating this Agreement pursuant to this Section 3.5Agreement. Upon any such termination, in the absence of a default by Purchaser, the Deposit shall be refunded to Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agents, shall be returned by Purchaser to Seller. In addition, Purchaser shall, at Seller’s 's request, at no cost to Seller, without representation or warranty, deliver to Seller true and correct copies of all third party reports obtained by Purchaser with respect to the Property, and, subject to Sections 3.5(a) and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunder. In the event Purchaser notifies Seller of its election to proceed with the purchase, then this Agreement will is not be so terminated, the Deposit shall become non-refundable (subject to the other terms and conditions of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “"Phase II” 2" investigative procedures without first having obtained the prior written consent of Seller. Seller has consented to inspection and testing of the Improvements for asbestos. In connection with Purchaser’s 's inspection of the Property, Purchaser agrees that:

Inspection Period. Purchaser shall have until 5:00 p.m. Pacific Daylight Time on the date that is thirty-two (32) days after the Effective Date December 1, 2006 (the “Inspection Period”) ), to inspect the Property and the Due Diligence Documents, and to perform such other due diligence with respect to the Property as Purchaser reasonably deems necessary, subject to the rights of tenants in possession of the Property. Purchaser may, on or before the expiration of the Inspection Period (the “Out Date”), in its sole discretion, advise Seller and Escrow Holder, in writing, of its election to proceed or not to proceed with the purchase of the Property. If Purchaser, in its sole discretion, decides that it will not proceed with the purchase of the Property, Purchaser shall on or before the Out Date give notice to Seller and Escrow Holder that it is terminating this Agreement. If Purchaser fails to notify Seller and Escrow Holder of its decision on or before the Out Date, Purchaser shall be deemed to have elected not to terminate this Agreement pursuant to this Section 3.5. Upon any termination, in the absence of a default by Purchaser, the Deposit shall be refunded to Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agents, shall be returned by Purchaser to Seller, Purchaser shall, at Seller’s request, at no cost to Seller, without representation or warranty, deliver to Seller true and correct copies of all third party reports obtained by Purchaser with respect to the Property, and, subject to Sections 3.5(a) and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunder. In the event Purchaser notifies Seller of its election to proceed with the purchase, then this Agreement will not be terminated, the Deposit shall become non-refundable (subject to the other terms and conditions of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller, which consent shall not be unreasonably withheld, conditioned or delayed. In connection with Purchaser’s inspection of the Property, Purchaser agrees that:

Inspection Period. Purchaser shall have until 5:00 p.m. Pacific Daylight Time on the date that is thirty-two number of days set forth in the Schedule, to conduct an examination of the Property and to review such other matters as Purchaser deems necessary (32including, without limitation, a physical inspection, an appraisal, an environmental audit, and an engineering inspection of the Property) days after to determine the Effective Date (suitability of the Property for Purchaser’s needs the “Inspection Period”) ). Seller will permit Purchaser and such persons as Purchaser may designate to inspect undertake a thorough inspection of the Property, including engineering, environmental studies, meeting with various municipalities, etc., all with the cooperation and written consent of Seller where required. Purchaser and its representatives shall not damage the Property during the course of its inspections and the Due Diligence Documents, Purchaser shall promptly repair and restore in a workmanlike manner any damage to perform such other due diligence with respect to the Property as Purchaser reasonably deems necessary, subject to the rights of tenants in possession of the Property. Purchaser mayshall, on and hereby does, indemnify and hold Seller harmless from any damage, loss, liability, or before expense (including attorneys fees) arising out of Purchaser’s inspection; which indemnity shall survive closing or termination of this Agreement. In the expiration of the Inspection Period (the “Out Date”), in its sole discretion, advise Seller and Escrow Holder, in writing, of its election to proceed or not to proceed with the purchase of the Property. If event that Purchaser, in its sole discretion, decides determines that it will the Property is not proceed with suitable for its needs, then Purchaser may terminate this Agreement on or prior to the purchase expiration of the Property, Inspection Period. In the event Purchaser shall on or before the Out Date give delivers such written notice to Seller and Escrow Holder that it is terminating this Agreement. If Purchaser fails to notify Seller and Escrow Holder of its decision on or before the Out Date, Purchaser shall be deemed to have elected to terminate this Agreement pursuant to this Section 3.5. Upon any termination, 5.3: (a) this Agreement shall terminate; (b) the parties shall have no further obligation or liability to the other hereunder; (c) in consideration for signing this Agreement and granting the absence of a default by PurchaserInspection Period, the Deposit Title Company shall pay to Seller the amount of $100 from the Xxxxxxx Money; and (d) the balance of the Xxxxxxx Money shall be refunded to Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agents, shall be returned . This right of termination is exercisable by Purchaser to Seller, in its sole discretion for any reason whatsoever. Purchaser shall, at Seller’s request, at no cost to Seller, without representation or warranty, deliver to Seller true and correct copies may extend the Inspection Period for two (2) additional periods of all third party reports obtained 30 days by Purchaser with respect delivering to the PropertySeller prior to the expiration of the Inspection Period, andan Extension Fee in the amount of $5,000 for each additional 30-day extension, subject to Sections 3.5(a) and (ecollectively the “Extension Fees”), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunder. In the event Purchaser notifies Seller of its election to proceed with the purchase, then this Agreement The Extension Fees will not be terminated, the Deposit shall become non-refundable (subject to for any reason, except Seller’s default and will be credited against the other terms and conditions of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller. In connection with Purchaser’s inspection of the Property, Purchaser agrees that:Purchase Price at Closing.

Inspection Period. Purchaser shall have until 5:00 p.m. Pacific Daylight Time on the date that is thirty-two number of days set forth in the Schedule, to conduct an examination of the Property and to review such other matters as Purchaser deems necessary (32including, without limitation, a physical inspection, an appraisal, an environmental audit, and an engineering inspection of the Property) days after to determine the Effective Date (suitability of the Property for Purchaser’s needs the “Inspection Period”) ). Seller will permit Purchaser and such persons as Purchaser may designate to inspect undertake a thorough inspection of the Property, including engineering, environmental studies, meeting with various municipalities, etc., all with the cooperation and written consent of Seller where required. Purchaser and its representatives shall not damage the Property during the course of its inspections and the Due Diligence Documents, Purchaser shall promptly repair and restore in a workmanlike manner any damage to perform such other due diligence with respect to the Property as Purchaser reasonably deems necessary, subject to the rights of tenants in possession of the Property. Purchaser mayshall, on and hereby does, indemnify and hold Seller harmless from any damage, loss, liability, or before expense (including attorneys fees) arising out of Purchaser’s inspection; which indemnity shall survive closing or termination of this Agreement. In the expiration of the Inspection Period (the “Out Date”), in its sole discretion, advise Seller and Escrow Holder, in writing, of its election to proceed or not to proceed with the purchase of the Property. If event that Purchaser, in its sole discretion, decides determines that it will the Property is not proceed with suitable for its needs, then Purchaser may terminate this Agreement on or prior to the purchase expiration of the Property, Inspection Period. In the event Purchaser shall on or before the Out Date give delivers such written notice to Seller and Escrow Holder that it is terminating this Agreement. If Purchaser fails to notify Seller and Escrow Holder of its decision on or before the Out Date, Purchaser shall be deemed to have elected to terminate this Agreement pursuant to this Section 3.5. Upon any termination, 5.3: (a) this Agreement shall terminate; (b) the parties shall have no further obligation or liability to the other hereunder; (c) in consideration for signing this Agreement and granting the absence of a default by PurchaserInspection Period, the Deposit Title Company shall pay to Seller the amount of $100 from the Xxxxxxx Money; and (d) the balance of the Xxxxxxx Money shall be refunded to Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agents, shall be returned . This right of termination is exercisable by Purchaser to Seller, Purchaser shall, at Seller’s request, at no cost to Seller, without representation or warranty, deliver to Seller true and correct copies of all third party reports obtained by Purchaser with respect to the Property, and, subject to Sections 3.5(a) and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have in its sole discretion for any further rights or obligations hereunder. In the event Purchaser notifies Seller of its election to proceed with the purchase, then this Agreement will not be terminated, the Deposit shall become non-refundable (subject to the other terms and conditions of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaserreason whatsoever. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller. In connection with Purchaser’s inspection of the Property, Purchaser agrees that:also deliver all third-party due diligence materials to Sellers within five (5) days after termination.

Inspection Period. Purchaser shall have until 5:00 p.m. Pacific Daylight Time on the date that is thirty-two (32) days after the Effective Date For a period (the “Inspection Period”) commencing as of the Effective Date and continuing until the date that is twenty (20) days after the Effective Date and Seller provides Buyer with the Property Documents, Buyer shall have the right to inspect review and satisfy itself that the legal, economic and physical aspects of the Property and the Due Diligence Documentsacquisition terms and conditions are satisfactory to Buyer, and to perform including, without limitation, Buyer’s review of such other due diligence audits, marketing studies, appraisals, environmental reports, inspections or investigations with respect to the Property and this transaction as Purchaser reasonably Buyer deems necessarynecessary or desirable in the exercise of its sole discretion. Buyer’s obligations hereunder shall be conditioned upon Buyer’s satisfaction with or waiver of such matters, subject to the rights of tenants which satisfaction or waiver shall be in possession of the PropertyBuyer’s sole, absolute and non-reviewable discretion. Purchaser mayIf Buyer, on or before by the expiration of the Inspection Period (the “Out Date”)Period, in its sole discretion, advise notifies Seller and Escrow Holder, in writing, of its election to proceed or not to proceed with the purchase of the Property. If Purchaser, terminate this Agreement in its sole discretion, decides that it will not proceed with the purchase of the Property, Purchaser shall on or before the Out Date give notice a writing delivered to Seller and Escrow Holder that it is terminating Closing Attorney, then the Deposit and the Additional Deposit and all accrued and unpaid interest thereon shall immediately be refunded by Closing Attorney to Buyer and thereafter this Agreement. If Purchaser fails to notify Seller and Escrow Holder of its decision on or before the Out Date, Purchaser Agreement shall be deemed to have elected to terminate this Agreement pursuant to this Section 3.5. Upon any termination, in the absence of a default by Purchaser, the Deposit shall be refunded to Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agents, shall be returned by Purchaser to Seller, Purchaser shall, at Seller’s request, at no cost to Seller, without representation or warranty, deliver to Seller true cancelled and correct copies of all third party reports obtained by Purchaser with respect to the Property, and, subject to Sections 3.5(a) and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunder, except for Buyer’s indemnity obligations under Section 6 below. In Otherwise, on or before the event Purchaser notifies Seller expiration of its election the Inspection Period, Buyer shall be deemed to have elected to proceed with to the purchaseClosing (the “Closing Notice”). Upon delivery, then this Agreement will not or deemed delivery, of the Closing Notice, Buyer shall be terminateddeemed to have approved all matters subject to its review during the Inspection Period, and the Deposit (and the Additional Deposit if paid pursuant to this Agreement) shall become be deemed non-refundable (to Buyer, subject to the other terms and conditions of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller. In connection with Purchaser’s inspection satisfaction of the PropertyConditions of Closing stated in Section 12 below. Within ten (10) days after the Effective Date (and within five [5] days after Seller obtains actual knowledge of the existence of any new information within the following categories), Purchaser agrees thatSeller shall deliver to Buyer (or make available to Buyer in an on-line data room) the following due diligence items, to the extent the same are in Seller’s possession or control:

Inspection Period. Purchaser shall have until 5:00 p.m. Pacific Daylight Time on the date that is thirty-two twenty (3220) days after the Effective Date (the “Inspection Period”) to inspect the Property and the Due Diligence Documents, and to perform such other due diligence with respect to the Property as Purchaser reasonably deems necessary, subject to the rights of tenants in possession of the Property. Purchaser may, on or before the expiration of the Inspection Period (the “Out Date”), in its sole discretion, advise Seller and Escrow Holder, in writing, of its election to proceed or not to proceed with the purchase of the Property. If Purchaser, in its sole discretion, decides that it will not proceed with the purchase of the Property, Purchaser shall on or before the Out Date give notice to Seller and Escrow Holder that it is terminating this Agreement. If Purchaser fails to notify Seller and Escrow Holder of its decision on or before the Out Date, Purchaser shall be deemed to have elected not to terminate this Agreement pursuant to this Section 3.5. Upon any termination, in the absence of a default by Purchaser, the Deposit shall be refunded to Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agents, shall be returned by Purchaser to Seller, Purchaser shall, at Seller’s request, at no cost to Seller, without representation or warranty, deliver to Seller true and correct copies of all third party reports obtained by Purchaser with respect to the Property, and, subject to Sections 3.5(a) and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunder. In the event Purchaser notifies or is deemed to have notified Seller of its election to proceed with the purchase, then this Agreement will not be terminated, the Deposit shall become non-refundable (subject to the other terms and conditions of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller, not to be unreasonably withheld. In connection with Purchaser’s inspection of the Property, Purchaser agrees that:

Inspection Period. Purchaser shall have until 5:00 p.m. Pacific Daylight Time on the date that is thirty-two (32) days after the Effective Date December 15, 2006 (the “Inspection Period”) ), to inspect the Property and the Due Diligence Documents, and to perform such other due diligence with respect to the Property as Purchaser reasonably deems necessary, subject to the rights of tenants in possession of the Property. Purchaser may, on or before the expiration of the Inspection Period (the “Out Date”), in its sole discretion, advise Seller and Escrow Holder, in writing, of its election to proceed or not to proceed with the purchase of the Property. If Purchaser, in its sole discretion, decides that it will not proceed with the purchase of the Property, Purchaser shall on or before the Out Date give notice to Seller and Escrow Holder that it is terminating this Agreement. If Purchaser fails to notify Seller and Escrow Holder of its decision on or before the Out Date, Purchaser shall be deemed to have elected not to terminate this Agreement pursuant to this Section 3.5. Upon any termination, in the absence of a default by Purchaser, the Deposit shall be refunded to Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agents, shall be returned by Purchaser to Seller, Purchaser shall, at Seller’s request, at no cost to Seller, without representation or warranty, deliver to Seller true and correct copies of all third party reports obtained by Purchaser with respect to the Property, and, subject to Sections 3.5(a) and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunder. In the event Purchaser notifies Seller of its election to proceed with the purchase, then this Agreement will not be terminated, the Deposit shall become non-refundable (subject to the other terms and conditions of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller. In connection with Purchaser’s inspection of the Property, Purchaser agrees that:

Inspection Period. Purchaser and its duly authorized representatives shall have until 5:00 p.m. Pacific Daylight Time on the date that is thirty-two ninety (3290) days after from the Effective Date (the “Inspection Period”) at reasonable times and upon reasonable notice to inspect Seller, to conduct noninvasive inspections and studies, to make a physical inspection of the Property, to examine documents of record encumbering the Property and conduct a phase one environmental audit and an architectural and engineering Exhibit 10.1 evaluation of the Due Diligence DocumentsProperty, all at Purchaser’s sole expense. Within five (5) days from the Effective Date, Seller shall provide to Purchaser copies of all third party surveys, reports, studies and to perform such other due diligence with respect plans relating to the Property as in Seller’s possession or control (collectively, the “Property Information”). No invasive inspection may be conducted without the Seller’s express written consent, not to be unreasonably withheld or delayed; provided however that Purchaser reasonably deems necessary, subject may conduct soil boring tests on the Property after providing written evidence of insurance to Seller. Seller shall provide access to the rights Property during business hours and with twenty four (24) hours prior notice. Purchaser shall save, indemnify, defend and hold harmless Seller from the acts and/or omissions of tenants Purchaser and its representatives, agents and contractors arising from such inspections, except to the extent caused by mere discovery by Purchaser of pre-existing conditions at the Property or by the gross negligence or willful misconduct of Seller. The provisions of this Section shall survive the termination of this Agreement or Closing. If Purchaser in possession its sole discretion elects not to proceed with its purchase of the Property. Property for any reason or no reason at all, Purchaser mayshall, on or before the expiration end of the Inspection Period (the “Out Date”)Period, in its sole discretion, advise serve Seller and Escrow Holder, in writing, with written notice of its election to proceed terminate this Agreement (which notice is hereinafter referred to as “Termination Notice”) and the Title Company shall return the Xxxxxxx Money to Purchaser and thereafter this Agreement shall terminate and be null and void and of no further force and effect, and neither Purchaser nor Seller shall have any further rights, duties, liabilities or not obligations to proceed with the purchase of the Property. If Purchaser, in its sole discretion, decides other by reason hereof expect for those matters that it will not proceed with the purchase of the Property, Purchaser shall on or before the Out Date give notice to Seller and Escrow Holder that it is terminating this Agreementspecifically survive such termination. If Purchaser fails to notify Seller and Escrow Holder of its decision send the Termination Notice on or before the Out Dateend of the Inspection Period, Purchaser this Agreement shall remain in full force and effect, and the Xxxxxxx Money shall be deemed non-refundable (except under Sections 4, 11 and15) and applicable to have elected to terminate this Agreement pursuant to this Section 3.5the Purchase Price at Closing. Upon any termination, in In the absence of event Purchaser provides Seller with a default by Purchaser, the Deposit shall be refunded to Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agents, shall be returned by Purchaser to Seller, Purchaser shallTermination Notice, at Seller’s request, at no cost to SellerPurchaser shall, without representation or warrantywithin a reasonable period of time, deliver to Seller true and correct complete copies of all third party reports any final reports, surveys, assessments, tests, and studies obtained by Purchaser with respect to (the Property, and, subject to Sections 3.5(a“Reports”) and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunder. In in the event Purchaser notifies Seller course of its election to proceed with the purchase, then this Agreement will not be terminated, the Deposit shall become non-refundable (subject to the other terms and conditions of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller. In connection with Purchaser’s inspection investigation of the Property which concern the physical condition of the Property. Seller acknowledges that any Reports supplied or made available by Purchaser shall be delivered to Seller on an “as-is/where-is/with all faults” basis solely as a courtesy and Purchaser has no obligation to verify the accuracy of any statements or other information therein contained, nor any method used to compile the reports or information contained therein, or the qualification of the person(s) preparing the Reports and Purchaser agrees that:makes no representations, express or implied, or arising by operation of law, as to the accuracy, completeness or any other aspect of the Reports.

Inspection Period. Purchaser shall have until 5:00 p.m. Pacific Daylight Time A. During the period commencing on the date that is thirty-two (32) days after the Effective Date and ending at 5:00 pm, central daylight standard time, on March 16, 2007 (said period of time is hereinafter referred to as the “Inspection Period”) ), Purchaser shall have the right and opportunity to inspect the Property physical condition of the Project and all information concerning the Due Diligence Documents, and to perform such other due diligence with respect to the Property as Purchaser reasonably deems necessaryProject obtained by Purchaser. Seller agrees, subject to the rights of the existing tenants in possession of the PropertyProject, to permit Purchaser to enter and inspect the Project, during normal business hours and upon at least two (2) business days prior notice and, at the election of Seller, accompanied by a representative of Seller to speak with representatives of tenants under the Leases. Purchaser mayacknowledges and agrees as follows: (i) Purchaser shall not make or cause to be made any borings in the Project without Seller’s prior consent; (ii) Purchaser’s inspection shall not cause any injury to the Project; (iii) Purchaser, on or before the expiration of the Inspection Period (the “Out Date”), in at its sole discretioncost and expense, advise Seller shall promptly repair any damage to the Project caused by the foregoing; (iv) Purchaser shall pay all costs and Escrow Holder, expenses incurred in writing, of its election to proceed or not to proceed connection with the purchase foregoing; (v) Purchaser does hereby agree to indemnify, defend and hold Seller harmless from and against any and all loss, cost, injury, damage, liability, claim or expense, including, without limitation, reasonable attorneys’ fees and court costs, and liability of any kind arising out of or in connection with Purchaser’s activities on the Property. If PurchaserProject, in its sole discretiondirectly or indirectly, decides that it will not proceed with the purchase of the Propertyincluding, Purchaser shall on or before the Out Date give notice to Seller and Escrow Holder that it is terminating this Agreement. If Purchaser fails to notify Seller and Escrow Holder of its decision on or before the Out Date, Purchaser shall be deemed to have elected to terminate this Agreement pursuant to this Section 3.5. Upon any termination, in the absence of a default by Purchaserwithout limitation, the Deposit shall be refunded to acts and omissions of Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agents, shall be returned by Purchaser employees, architects, engineers and other personnel (excluding, however, any loss, liability, damage, injury to Sellerclaim arising out of (a) the acts or omissions of Seller or its agents, Purchaser shallemployees or contractors, at Seller’s requestor (b) the mere discovery of adverse information, at no cost to Seller, without representation defects or warranty, deliver to Seller true and correct copies of all third party reports obtained by Purchaser damage with respect to the Property, and, subject to Sections 3.5(a) Project); and (e)vi) Purchaser shall promptly deliver to Seller any third-party reports relating to the Project prepared or caused to be prepared by Purchaser, 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunder. In which reports Seller may retain in its possession even if the event Purchaser notifies Seller of its election to proceed with the purchase, then transaction contemplated by this Agreement will is not consummated. Any such reports delivered by Purchaser pursuant to this Paragraph 8A shall be terminatedwithout representation or warranty of any kind. Notwithstanding anything to the contrary contained in this Agreement, the Deposit terms, provisions, conditions and indemnifications of this Paragraph 8 shall become non-refundable (subject to survive Closing and the other terms and conditions delivery of the Deed or the termination of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller. In connection with Purchaser’s inspection of the Property, Purchaser agrees that:.

Inspection Period. Purchaser shall have from the Effective Date until 5:00 p.m. Pacific Daylight 5:00PM Eastern Time on the date that is thirty-two (32) days after the Effective Date 180th business day thereafter (the “Inspection Period”) in which to inspect review all matters concerning the Property determine the suitability of the same for Purchaser’s intended use for the development, construction and operation of a build-to-rent single family home community (the Due Diligence Documents“Intended Use”). Purchaser may extend the Inspection Period for an additional 45 business days twice (i.e. for a total of 90 business days) by delivering to Seller, no later than the last day of the Inspection Period, written notice of its election to do so and to perform such other due diligence with respect contemporaneously therewith remitting to the Property as Purchaser reasonably deems necessaryEscrow Agent an additional deposit of $5,000.00 (the “Additional Deposit”). The Parties agree that, subject upon Purchaser’s remittance of the Additional Deposit to the rights of tenants in possession Escrow Agent, the same shall be deemed part of the PropertyDeposit and shall be refunded and/or disbursed by the Escrow Agent in accordance with the terms and conditions set forth herein. Purchaser may, in its sole and absolute discretion, elect to terminate this Agreement for any reason or no reason whatsoever during the Inspection Period, and thereafter neither Party to this Agreement shall have any further rights, obligations or liabilities hereunder. If Purchaser so elects to terminate this Agreement pursuant to the preceding sentence, then the Deposit shall be returned to Purchaser and this Agreement shall thereupon terminate without recourse to the Parties (except as otherwise provided in this Agreement). In the event Purchaser fails to so notify Sellers of Purchaser’s termination of this Agreement on or before prior to the expiration of the Inspection Period (the “Out Date”), in its sole discretion, advise Seller and Escrow Holder, in writing, of its election to proceed or not to proceed with the purchase of the Property. If Purchaser, in its sole discretion, decides that it will not proceed with the purchase of the Property, Purchaser shall on or before the Out Date give notice to Seller and Escrow Holder that it is terminating this Agreement. If Purchaser fails to notify Seller and Escrow Holder of its decision on or before the Out DatePeriod, Purchaser shall be deemed to have elected waived Purchaser’s right to terminate this Agreement pursuant to under the terms of this Section 3.5Paragraph. Upon any terminationFollowing the Inspection Period, in the absence of a default by Purchaser, the Deposit Purchaser shall be refunded entitled to Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agents, shall be returned install promotional signage on the Property in locations proposed by Purchaser to and approved by Seller, Purchaser shallsuch approval not to be unreasonably withheld, at Seller’s request, at no cost to Seller, without representation conditioned or warranty, deliver to Seller true and correct copies of all third party reports obtained by Purchaser with respect to the Property, and, subject to Sections 3.5(a) and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunder. In the event Purchaser notifies Seller of its election to proceed with the purchase, then this Agreement will not be terminated, the Deposit shall become non-refundable (subject to the other terms and conditions of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller. In connection with Purchaser’s inspection of the Property, Purchaser agrees that:delayed.

Inspection Period. Purchaser shall have from the date hereof until 5:00 p.m. Pacific Daylight Central Time on the date that is thirty-two (32) days after the Effective Date December 1, 2005 (the “Inspection Period”) during which, upon twenty-four (24) hours notice to inspect Seller’s property manager, to enter upon and make such studies, tests and/or inspections of the Project as Purchaser deems necessary or appropriate, including, without limitation, a right of entry onto the Property and the Due Diligence Documents, to obtain an appraisal and to perform such other due diligence with respect engineering and environmental tests. Purchaser shall have access to the Property as Purchaser reasonably deems necessary, subject books and records pertaining to the rights of tenants in possession Project which are located at the Project, and Purchaser may come to Seller’s corporate office to review those books and records pertaining to the Project which are maintained at such corporate office. If any inspection or test disturbs the Property, Purchaser shall restore the Property to substantially the same condition as existed prior to such inspection or test. Any invasive testing by Purchaser shall require Seller’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed). Seller shall have the right to have a representative accompany Purchaser’s agents and/or representatives on their inspection of the PropertyProject. Purchaser may, on or before In the expiration of the Inspection Period (the “Out Date”), in its sole discretion, advise Seller and Escrow Holder, in writing, of its election to proceed or not to proceed with the purchase of the Property. If event that Purchaser, in its sole discretion, decides determines that it will not proceed with the purchase of the PropertyProject is, for any reason whatsoever, unsatisfactory, Purchaser shall on or before have until expiration of the Out Date give notice Inspection Period to notify Seller and Escrow Holder in writing that it is terminating Purchaser has elected to terminate this Agreement. If Failure by Purchaser fails to notify Seller and Escrow Holder of its decision on or before election to terminate this Agreement prior to the Out Date, end of the Inspection Period shall constitute a waiver of Purchaser’s right to terminate pursuant to this Paragraph 9. If Purchaser shall be deemed to have elected elects to terminate this Agreement pursuant to the preceding sentence, this Section 3.5. Upon any termination, in the absence of a default by PurchaserAgreement shall be terminated, the Deposit (less $25,000.00 which shall be refunded paid to Seller) shall be returned to Purchaser, all documents, including all Due Diligence Documents, received from and neither Purchaser nor Seller or Seller’s agents, shall be returned by Purchaser to Seller, Purchaser shall, at Seller’s request, at no cost to Seller, without representation or warranty, deliver to Seller true and correct copies of all third party reports obtained by Purchaser with respect to the Property, and, subject to Sections 3.5(a) and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunder, except for the survival of those provisions expressly provided for herein. In conducting its inspection of the Project, Purchaser (and its agents and representatives) shall not in any manner whatsoever materially and adversely interfere in the operation of the Project or the tenants’ right of quiet enjoyment for their use of the Project. Upon Seller’s election, Purchaser shall deliver to Seller copies of all due diligence items Purchaser obtains for the Project, including without limitation, all physical and environmental inspection reports, provided that Seller reimburses Purchaser for the same. In the event Purchaser notifies Seller of its election to proceed with the purchase, then this Agreement will not be terminated, the Deposit shall become non-refundable (subject to the other terms and conditions of terminates this Agreement) and Seller and , at Seller’s request, Purchaser shall proceed return or destroy all due diligence information provided by Seller to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller. In connection with Purchaser’s inspection of the Property, Purchaser agrees that:.

Inspection Period. Purchaser Buyer shall have until 5:00 p.m. Pacific Daylight Time on the date that is thirty-two ten (3210) days after from the Effective Date to confirm the condition of the Property (the “"Inspection Period”) to inspect "). During the Inspection Period, Buyer may make inspections or, at Buyer's expense, have inspections of the Property made by appropriately licensed and insured professionals. Inspections of individual units shall be limited to unoccupied units only. Unless Buyer terminates this Agreement at the Due Diligence Documents, and to perform such other due diligence with respect to the Property as Purchaser reasonably deems necessary, subject to the rights of tenants in possession of the Property. Purchaser may, on or before the expiration end of the Inspection Period (the “Out Date”)Period, in its sole discretion, advise Seller and Escrow Holder, in writing, of its election to proceed or not to proceed with the purchase of the Property. If Purchaser, in its sole discretion, decides that it will not proceed with the purchase of the Property, Purchaser shall on or before the Out Date give notice to Seller and Escrow Holder that it is terminating this Agreement. If Purchaser fails to notify Seller and Escrow Holder of its decision on or before the Out Date, Purchaser Buyer shall be deemed to have elected accepted the Property, the Improvements, the Personal Property and the Intangible Property in their "AS IS" condition. Notwithstanding the foregoing, Buyer shall have the right in its sole and absolute discretion, for any reason, or no reason whatsoever, to terminate this Agreement by giving Seller written notice of such termination at any time prior to expiration of the Inspection Period. In the event of termination, the Deposit, plus accrued interest, if any, shall be returned to Buyer, this Agreement shall be null and void, and the parties shall be released of any and all liability to each other except for those obligations which specifically survive termination of this Agreement. If Buyer terminates this Agreement pursuant to this Section 3.5Section, Buyer shall pay in full the cost of all inspections, reports, surveys and tests of any kind resulting from Buyer's inspection so that no person, firm or entity shall have the right to file a lien on the Property. Upon any terminationCopies of such documents in Buyer's possession shall be sent to Seller and become the property of the Seller. Additionally, in the absence event of a default by Purchasertermination, the Deposit Buyer shall be refunded return to Purchaser, Seller all documents, including all Due Diligence Documentsreports, received from analysis, and plans provided by Seller or Seller’s agentsto Buyer since June 13, 2000. Buyer's termination pursuant to this Paragraph 7 shall also be deemed a termination of the Lakeview Agreement, and Escrow Agent shall return the Lakeview Deposit, plus accrued interest, if any, to Lakeview Buyer, the Lakeview Agreement shall be returned by Purchaser null and void and the parties shall be released of any and all liability to Seller, Purchaser shall, at Seller’s request, at no cost to Seller, without representation or warranty, deliver to Seller true and correct copies each other except for those obligations which specifically survive termination of all third party reports obtained by Purchaser with respect to the Property, and, subject to Sections 3.5(a) and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunderLakeview Agreement. In the event Purchaser notifies Seller of its election to proceed with the purchase, then this Agreement will not be terminated, the Deposit shall become non-refundable (subject to the other terms and conditions The provisions of this Agreement) and Seller and Purchaser paragraph shall proceed to Closing in accordance with survive the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller. In connection with Purchaser’s inspection of the Property, Purchaser agrees that:Agreement.

Inspection Period. Purchaser shall have until 5:00 p.m. Pacific Daylight Central Standard Time on the date that is thirty-two (32) days after the Effective Date (the “Inspection Period”) to inspect the Property and the Due Diligence Documents, and to perform such other due diligence with respect to the Property as Purchaser reasonably deems necessary, subject to the rights of tenants in possession of the Property. Purchaser may, on or before the expiration of the Inspection Period (the “Out Date”), in its sole discretion, advise Seller and Escrow Holder, in writing, of its election to proceed or not to proceed with the purchase of the Property. If Purchaser, in its sole discretion, decides that it will not proceed with the purchase of the Property, Purchaser shall on or before the Out Date give notice to Seller and Escrow Holder that it is terminating this Agreement. If Purchaser fails to notify Seller and Escrow Holder of its decision on or before the Out Date, Purchaser shall be deemed to have elected to terminate this Agreement pursuant to this Section 3.5. Upon any termination, in the absence of a default by Purchaser, the Deposit shall be refunded to Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agents, shall be returned by Purchaser to Seller, Purchaser shall, at Seller’s request, at no cost to Seller, without representation or warranty, deliver to Seller true and correct copies of all third party reports obtained by Purchaser with respect to the Property, and, subject to Sections 3.5(a) and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunder. In the event Purchaser notifies Seller of its election to proceed with the purchase, then this Agreement will not be terminated, the Deposit shall become non-refundable (subject to the other terms and conditions of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller. In connection with Purchaser’s inspection of the Property, Purchaser agrees that:

Inspection Period. Purchaser shall have until Until 5:00 p.m. Pacific Daylight Time Arizona time on the date that is thirty-two (32) days after the Effective Date (the “Inspection Period”) to inspect the Property and the Due Diligence Documents, and to perform such other due diligence with respect to the Property as Purchaser reasonably deems necessary, subject to the rights of tenants in possession of the Property. Purchaser may, on or before the expiration of the Inspection Period (the “Out Date”), in its sole discretion, advise Seller Purchaser shall be entitled to review and Escrow Holder, in writing, of its election to proceed approve or not to proceed with disapprove the purchase of the Property. If Purchaser, in its sole discretion, decides that it will not proceed with the purchase physical and economic condition of the Property, Purchaser shall on or before title to the Out Date give notice Real Property, all agreements, environmental issues, permits, entitlements, zoning matters, water rights, building and expansion potential, books and records of the business enterprise, including but not limited to Seller lodging, food and Escrow Holder that it is terminating this Agreementbeverage, and other issues affecting the Property. If Purchaser fails to notify Seller and Escrow Holder of its decision on or before During the Out DateInspection Period, Purchaser shall be deemed to have elected to terminate this Agreement pursuant to this Section 3.5. Upon not conduct any terminationon-site investigations of the Property except with Seller’s prior, written consent, in the absence of a default by Purchaser, the Deposit shall be refunded to Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agentssole and absolute discretion, shall be returned by Purchaser provided that Seller is reasonably cooperative with Purchaser’s needs and requirements as it relates to Seller, Purchaser shall, at Seller’s request, at no cost to Seller, without representation or warranty, deliver to Seller true timing and correct copies of all third party reports obtained by Purchaser with respect access to the Property. During the Inspection Period, andPurchaser shall arrange for on-site and off-site visits and inspections, subject including, without limitation, any third party inspections, at times approved by Seller in Seller’s sole and absolute discretion. Seller shall be entitled to Sections 3.5(a) have one or more representatives present at all times during any and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunderall on-site visits. In the event Purchaser notifies Seller of its election to proceed with the purchase, then this Agreement will not be terminated, the Deposit shall become non-refundable (subject Prior to the other terms and conditions commencement of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller. In connection with Purchaser’s inspection of the Property, Purchaser agrees that:will deliver to Seller a list of due diligence items requested, together with a preliminary schedule of proposed on-site visits for Seller’s approval and scheduling. Prior to the Closing, except as otherwise provided in Section 7.2.1, neither Purchaser nor any agent or representative of Purchaser shall (i) communicate with, contact or otherwise solicit any employee at any of the facilities operating on the Property or (ii) discuss the sale of the Property or any terms of this Agreement with any employee at any of the facilities operating at the Property. In no event shall Purchaser perform any test borings or other intrusive testing, with respect to the Property, including without limitation, any Phase II environmental testing without the prior written consent of Seller, which consent may be withheld in Seller’s sole and absolute discretion.

Inspection Period. Purchaser shall have from the date hereof until 5:00 p.m. Pacific Daylight Central Time on the date that is thirty-two (32) days after the Effective Date December 1, 2005 (the “Inspection Period”) during which, upon twenty-four (24) hours notice to inspect Seller’s property manager, to enter upon and make such studies, tests and/or inspections of the Project as Purchaser deems necessary or appropriate, including, without limitation, a right of entry onto the Property and the Due Diligence Documents, to obtain an appraisal and to perform such other due diligence with respect engineering and environmental tests. Purchaser shall have access to the Property as Purchaser reasonably deems necessary, subject books and records pertaining to the rights of tenants in possession Project which are located at the Project, and Purchaser may come to Seller’s corporate office to review those books and records pertaining to the Project which are maintained at such corporate office. If any inspection or test disturbs the Property, Purchaser shall restore the Property to substantially the same condition as existed prior to such inspection or test. Any invasive testing by Purchaser shall require Seller’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed). Seller shall have the right to have a representative accompany Purchaser’s agents and/or representatives on their inspection of the PropertyProject. Purchaser may, on or before In the expiration of the Inspection Period (the “Out Date”), in its sole discretion, advise Seller and Escrow Holder, in writing, of its election to proceed or not to proceed with the purchase of the Property. If event that Purchaser, in its sole discretion, decides determines that it will not proceed with the purchase of the PropertyProject is, for any reason whatsoever, unsatisfactory, Purchaser shall on or before have until expiration of the Out Date give notice Inspection Period to notify Seller and Escrow Holder in writing that it is terminating Purchaser has elected to terminate this Agreement. If Failure by Purchaser fails to notify Seller and Escrow Holder of its decision on or before election to terminate this Agreement prior to the Out Date, end of the Inspection Period shall constitute a waiver of Purchaser’s right to terminate pursuant to this Paragraph 9. If Purchaser shall be deemed to have elected elects to terminate this Agreement pursuant to the preceding sentence, this Section 3.5. Upon any termination, in the absence of a default by PurchaserAgreement shall be terminated, the Deposit (less $50,000.00 which shall be refunded paid to Seller) shall be returned to Purchaser, all documents, including all Due Diligence Documents, received from and neither Purchaser nor Seller or Seller’s agents, shall be returned by Purchaser to Seller, Purchaser shall, at Seller’s request, at no cost to Seller, without representation or warranty, deliver to Seller true and correct copies of all third party reports obtained by Purchaser with respect to the Property, and, subject to Sections 3.5(a) and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunder, except for the survival of those provisions expressly provided for herein. In conducting its inspection of the Project, Purchaser (and its agents and representatives) shall not in any manner whatsoever materially and adversely interfere in the operation of the Project or the tenants’ right of quiet enjoyment for their use of the Project. Upon Seller’s election, Purchaser shall deliver to Seller copies of all due diligence items Purchaser obtains for the Project, including without limitation, all physical and environmental inspection reports, provided that Seller reimburses Purchaser for the same. In the event Purchaser notifies Seller of its election to proceed with the purchase, then this Agreement will not be terminated, the Deposit shall become non-refundable (subject to the other terms and conditions of terminates this Agreement) and Seller and , at Seller’s request, Purchaser shall proceed return or destroy all due diligence information provided by Seller to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller. In connection with Purchaser’s inspection of the Property, Purchaser agrees that:.

Inspection Period. Purchaser shall have until 5:00 p.m. Pacific Daylight Time 3.1. (a) For the period (the "Inspection Period") commencing on the date that hereof and ending on the date which is thirtytwenty-two one (3221) days after the Effective Date date hereof (such date is herein referred to as the “"Inspection Period Expiration Date"), Purchaser shall have the right to enter upon the Property to have performed a physical, mechanical and environmental inspection of the Property, as Purchaser deems necessary to determine the physical condition of the Property. In no event, however, shall Purchaser be entitled to alter the physical condition of the Property during the Inspection Period in any manner whatsoever. Purchaser agrees that it shall not unreasonably interfere with tenants in performing its inspection. Purchaser hereby agrees to indemnify Seller and to hold Seller and Seller's agents and employees harmless from and against any and all losses, costs, damages, claims or liabilities including, but not limited to, mechanics' and materialmen's liens and attorneys' fees, arising out of or in connection with Purchaser's access to or entry upon the Property prior to the Closing, which indemnity and hold harmless shall, notwithstanding anything contained herein to the contrary, survive the Closing or the earlier termination of this Agreement. Purchaser shall provide Seller with telephonic notice at least two (2) Business Days prior to each entry upon the Property, and Seller shall have a right to have a representative present during each such entry. Prior to Purchaser's first entry onto the Property, Purchaser shall provide Seller with a certificate of insurance evidencing that Purchaser is insured for public liability and property damage for at least $1,000,000. During the Inspection Period”) , Seller shall cooperate with Purchaser in its inspection of the Property, including, but not limited to, making available to inspect Purchaser at the Property such information, materials and the Due Diligence Documents, and to perform such other due diligence with respect documents relating to the Property as Purchaser may reasonably deems necessaryrequest (including without limitation Purchaser's Contract, subject Lease and rent payment files, but specifically excluding internal memoranda and other items prepared by employees or agents of Seller for Seller's internal use). If Purchaser shall find such inspection to be unsatisfactory for any reason whatsoever, Purchaser shall have the rights of tenants in possession of the Property. Purchaser mayright, on or before the expiration of at its option, to be exercised not later than the Inspection Period (Expiration Date, to terminate this Agreement, and, upon such termination, the “Out Date”), in its sole discretion, advise Seller and Escrow Holder, in writing, of its election Xxxxxxx Money shall be refunded to proceed or not to proceed with the purchase of the Property. If Purchaser, in its sole discretion, decides that it will not proceed with the purchase of the Property, Purchaser other than $100 which shall on or before the Out Date give notice be paid to Seller as consideration for the aforementioned twenty-one (21) day Inspection Period, and Escrow Holder thereupon the parties hereto shall have no further liabilities one to the other (other than those that it is terminating are expressly stated to survive the termination of this Agreement). If Purchaser fails Purchaser's failure to notify Seller and Escrow Holder of timely exercise its decision on or before the Out Date, Purchaser shall be deemed to have elected right to terminate this Agreement pursuant to this Section 3.5. Upon any termination, in the absence provisions of a default by Purchaser, the Deposit shall be refunded to Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agents, shall be returned by Purchaser to Seller, Purchaser shall, at Seller’s request, at no cost to Seller, without representation or warranty, deliver to Seller true and correct copies of all third party reports obtained by Purchaser with respect to the Property, and, subject to Sections 3.5(a) and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunder. In the event Purchaser notifies Seller of its election to proceed with the purchase, then this Agreement will not be terminated, the Deposit shall become non-refundable (subject to the other terms and conditions of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights immediately preceding sentence shall be deemed waived by to constitute Purchaser. Purchaser shall not undertake 's waiver of its right to terminate this Agreement for any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller. In connection with Purchaser’s inspection of the Property, Purchaser agrees that:reason whatsoever except as otherwise set forth in this Agreement.

Inspection Period. Subject to the indemnification obligations set forth in the following paragraph, Purchaser shall have until 5:00 p.m. Pacific Daylight Time (Los Angeles, California time) on the date that is thirty-two thirtieth (3230th) days day after the Effective Date (the “Inspection Period”) date hereof within which to inspect the Property and the Due Diligence Documents, and to perform such other due diligence with respect to the Property as Purchaser reasonably deems necessary, subject to the rights of tenants in possession of the Property. Purchaser may, on or before the expiration of the Inspection Period (the “Out Date”"Review Period"), in its sole discretion, advise Seller and Escrow Holder, in writing, of its election to proceed or not to proceed with . During the purchase of the Property. If Purchaser, in its sole discretion, decides that it will not proceed with the purchase of the Property, Purchaser shall on or before the Out Date give notice to Seller and Escrow Holder that it is terminating this Agreement. If Purchaser fails to notify Seller and Escrow Holder of its decision on or before the Out DateReview Period, Purchaser shall be deemed entitled to have elected to terminate this Agreement pursuant to this Section 3.5. Upon any termination, in the absence of a default by Purchaser, the Deposit shall be refunded to Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agents, shall be returned by Purchaser to Seller, Purchaser shall, at Seller’s request, at no cost to Seller, without representation or warranty, deliver to Seller true and correct review copies of all third party reports obtained by Purchaser (i) the Leases, (ii) the most recent real estate tax statements with respect to the Property, and(iii) the most recent sewer and water bills with respect to the Property, subject (iv) the Service Contracts, (v) bills for electricity and for fuel used to Sections 3.5(aoperate the heating and air conditioning systems controlled by Seller at the Property covering the previous twelve (12) months, (vi) correspondence between tenants and Seller (as landlord), (vii) bxxxxxxx to tenants for Tenant Reimbursables and invoices for Tenant Reimbursable Expenses, (viii) any plans for the buildings located on the Property, (ix) any licenses or permits issued to Seller in connection with the ownership and operation of the Property, and (e)x) any other information relating exclusively to the Property or the tenants reasonably requested by Purchaser, 3.6(b)all to the extent in Seller's possession or control. If Purchaser determines that the Property is unsuitable for its purposes and notifies Seller of such decision within the Review Period, 9.1the Exxxxxx Money shall be immediately returned to Purchaser, 11.2 at which time this Agreement shall be null and 11.12 hereof, void and neither party shall have any further rights or obligations hereunderunder this Agreement, except for the indemnity obligations set forth in Sections 6 and 8(A) hereof which shall survive termination. In Purchaser's failure to object within the event Review Period shall be deemed a waiver by Purchaser notifies of the condition contained in this Section 8(A). Purchaser's right of inspection pursuant to this Section 8(A) shall be subject to the rights of tenants under the Leases and other occupants and users of the Property. No inspection shall be undertaken without reasonable prior notice to Seller. Seller shall have the right to be present at any or all inspections. Neither Purchaser nor its agents or representatives shall contact any tenants without the prior consent of its election to proceed with the purchaseSeller, then this Agreement which will not be terminatedunreasonably withheld or delayed, provided that Seller shall have the Deposit right to be present for all such tenant interviews. No inspection shall become non-refundable (subject to involve the other terms and conditions taking of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing samples or other “Phase II” investigative physically invasive procedures without first having obtained the prior written consent of Seller, which shall not be unreasonably withheld or delayed. In connection with Purchaser’s inspection of Notwithstanding anything to the Propertycontrary contained in this Agreement, Purchaser agrees that:shall restore the Property to its condition existing prior to its entry thereon, and shall indemnify, defend and hold Seller and its employees and agents, and each of them, harmless from and against any and all losses, claims, damages and liabilities (including, without limitation, attorneys' fees incurred in connection therewith) arising out of or resulting from Purchaser's exercise of its rights under this Agreement, including, without limitation, its right of inspection as provided for in this Section 8(A). The terms of this Section 8(A) shall survive the termination of this Agreement and the Closing for a period of nine (9) months.

Inspection Period. Purchaser shall have until 5:00 p.m. Pacific Daylight Time on the date that is thirty-two number of days set forth in the Schedule, to conduct an examination of the Property and to review such other matters as Purchaser deems necessary (32including, without limitation, a physical inspection, an appraisal, an environmental audit, and an engineering inspection of the Property) days after to determine the Effective Date (suitability of the Property for Purchaser’s needs the “Inspection Period”) ). Seller will permit Purchaser and such persons as Purchaser may designate to inspect undertake a thorough inspection of the Property, including engineering, environmental studies, meeting with various municipalities, etc., all with the cooperation and written consent of Seller where required. Purchaser and its representatives shall not damage the Property during the course of its inspections and the Due Diligence Documents, Purchaser shall promptly repair and restore in a workmanlike manner any damage to perform such other due diligence with respect to the Property as Purchaser reasonably deems necessary, subject to the rights of tenants in possession of the Property. Purchaser mayshall, on and hereby does, indemnify and hold Seller harmless from any damage, loss, liability, or before expense (including attorneys fees) arising out of Purchaser’s inspection; which indemnity shall survive closing or termination of this Agreement. In the expiration of the Inspection Period (the “Out Date”), in its sole discretion, advise Seller and Escrow Holder, in writing, of its election to proceed or not to proceed with the purchase of the Property. If event that Purchaser, in its sole discretion, decides determines that it will the Property is not proceed with suitable for its needs, then Purchaser may terminate this Agreement on or prior to the purchase expiration of the Property, Inspection Period. In the event Purchaser shall on or before the Out Date give delivers such written notice to Seller and Escrow Holder that it is terminating this Agreement. If Purchaser fails to notify Seller and Escrow Holder of its decision on or before the Out Date, Purchaser shall be deemed to have elected to terminate this Agreement pursuant to this Section 3.5. Upon any 5.3: (a) this Agreement shall terminate; (b) the parties shall have no further obligation or liability to the other hereunder except for obligations which survive termination, ; (c) in consideration for signing this Agreement and granting the absence of a default by PurchaserInspection Period, the Deposit Title Company shall pay to Seller the amount of $100 from the Xxxxxxx Money; and (d) the balance of the Xxxxxxx Money shall be refunded to Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agents, shall be returned . This right of termination is exercisable by Purchaser to Seller, in its sole discretion for any reason whatsoever. Purchaser shall, at Seller’s request, at no cost to Seller, without representation or warranty, deliver to Seller true and correct copies of all third party reports obtained by Purchaser with respect to the Property, and, subject to Sections 3.5(a) and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunder. In the event Purchaser notifies Seller of its election to proceed with the purchase, then this Agreement will not be terminated, the Deposit shall become non-refundable (subject to the other terms and conditions of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and may extend the Inspection Period termination rights for an additional sixty (60 days by delivering to the Title Company prior to the expiration of the Inspection Period, Additional Xxxxxxx Money in the amount of $5,000. Xxxxxxx Money and Additional Xxxxxxx Money shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained credited against the prior written consent of Seller. In connection with Purchaser’s inspection of the Property, Purchaser agrees that:Purchase Price at Closing.

Inspection Period. Purchaser Seller and Buyer agree that the Inspection Period, and Buyer's right to terminate the Contract by the delivery of the Inspection Notice, shall have be and hereby is extended until 5:00 p.m. Pacific Daylight Time on the later of (a) February 27, 2006, and (b) the date that is thirty-two five (325) business days after the Effective Date (date of the “Inspection Period”) to inspect final platting of the Property and in accordance with the Due Diligence Documentsprovisions of paragraph 1 above; provided, and however, that if, by the date that is two (2) business days prior to perform such other due diligence with respect to the Property as Purchaser reasonably deems necessary, subject to the rights of tenants in possession of the Property. Purchaser may, on or before the expiration of the Inspection Period (the “Out Date”)Period, in its sole discretion, advise Seller and Escrow Holder, in writing, of its election to proceed or has not to proceed with the purchase notified Buyer of the Propertycompletion of the repairs and replacements to the Property or provided Buyer with confirmation of the transferability of the Roof Warranties, both as provided for in paragraph 3, then the Inspection Period shall automatically be extended, for a period of up to thirty (30) days, until the date that is two (2) business days after the date of Seller's delivery to Buyer of written notice of the completion of the repairs and replacements to the Property and the confirmation of the transferability of the Roof Warranties, both as provided for in paragraph 3. Notwithstanding any provision of this letter agreement to the contrary, the latest date for the Closing Date shall be March 17, 2006. Except as amended hereby, the Contract remains in full force and effect in accordance with its original terms. Telecopy delivery of this letter agreement signed by each party to the other shall be binding and effective the same as if an original signed copy has been delivered by each party to the other. This letter agreement may be executed in multiple counterparts, each of which shall be considered an original, and all of which together shall constitute one and the same document. If Purchaser, in its sole discretion, decides that it will not proceed with the purchase of the Property, Purchaser shall on you have any questions or before the Out Date give notice to Seller and Escrow Holder that it is terminating this Agreement. If Purchaser fails to notify Seller and Escrow Holder of its decision on or before the Out Date, Purchaser shall be deemed to have elected to terminate this Agreement pursuant to this Section 3.5. Upon any termination, in the absence of a default by Purchaser, the Deposit shall be refunded to Purchaser, all documents, including all Due Diligence Documents, received from Seller or Seller’s agents, shall be returned by Purchaser to Seller, Purchaser shall, at Seller’s request, at no cost to Seller, without representation or warranty, deliver to Seller true and correct copies of all third party reports obtained by Purchaser comments with respect to the Property, and, subject to Sections 3.5(a) and (e), 3.6(b), 9.1, 11.2 and 11.12 hereof, neither party shall have any further rights or obligations hereunder. In the event Purchaser notifies Seller of its election to proceed with the purchase, then this Agreement will not be terminated, the Deposit shall become non-refundable (subject to the other terms and conditions of this Agreement) and Seller and Purchaser shall proceed to Closing in accordance with the terms and conditions hereof and the Inspection Period termination rights shall be deemed waived by Purchaser. Purchaser shall not undertake any soil borings, ground water testing or other “Phase II” investigative procedures without first having obtained the prior written consent of Seller. In connection with Purchaser’s inspection of the Propertyforegoing, Purchaser agrees that:please do not hesitate to contact me. Sincerely yours, BUYER: GSL INDUSTRIAL PARTNERS, L.P., a Texas limited partnership By: GSL Partners GP, LLC, a Texas limited liability company, its general partner By: /s/ WELCOME X. XXXXXX, XX. ------------------------------------ Welcome X. Xxxxxx, Xx., Chairman and Chief Executive Officer AGREED TO AND ACCEPTED this _______ day of February, 2006: SELLER: SUNTRON GCO, LP, a Texas limited partnership By: Rodnic LLC, a Texas limited liability company, its general partner