0000885508-12-000003 Sample Contracts

STOCK PURCHASE AGREEMENT by and among Stratus Properties Inc. and Moffett Holdings, LLC
Stock Purchase Agreement • March 20th, 2012 • Stratus Properties Inc • Land subdividers & developers (no cemeteries)

This STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of this 15th day of March, 2012, by and between Stratus Properties Inc., a Delaware corporation (“Stratus”) and Moffett Holdings, LLC, a Louisiana limited liability company (“Moffett”).

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INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • March 20th, 2012 • Stratus Properties Inc • Land subdividers & developers (no cemeteries) • Delaware

This INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of March 15, 2012, by and between Stratus Properties Inc., a Delaware corporation (“Stratus”), and Moffett Holdings, LLC, a Louisiana limited liability company (“Moffett”). Stratus and Moffett are sometimes referred to collectively as the “Parties” and individually as a “Party.”

LOAN MODIFICATION AGREEMENT
Loan Modification Agreement • March 20th, 2012 • Stratus Properties Inc • Land subdividers & developers (no cemeteries) • Minnesota

THIS LOAN MODIFICATION AGREEMENT (this “Agreement”) is made as of November 1, 2011, by and between STRATUS PROPERTIES INC., a Delaware corporation having an address of 98 San Jacinto Boulevard, Suite 220, Austin, TX 78791 (“Borrower”), and AMERICAN STRATEGIC INCOME PORTFOLIO INC.-II, a Minnesota corporation having an address at c/o Nuveen Asset Management, 901 Marquette Avenue, Suite 2900, Minneapolis, MN 55402 (“Investor”).

LOAN MODIFICATION AGREEMENT
Loan Modification Agreement • March 20th, 2012 • Stratus Properties Inc • Land subdividers & developers (no cemeteries) • Minnesota

THIS LOAN MODIFICATION AGREEMENT (this “Agreement”) is made as of November 1, 2011, by and between STRATUS PROPERTIES INC., a Delaware corporation having an address of 98 San Jacinto Boulevard, Suite 220, Austin, TX 78791 (“Borrower”), and AMERICAN STRATEGIC INCOME PORTFOLIO INC.-II, a Minnesota corporation having an address at c/o Nuveen Asset Management, 901 Marquette Avenue, Suite 2900, Minneapolis, MN 55402 (“Investor”).

LOAN MODIFICATION AGREEMENT
Loan Modification Agreement • March 20th, 2012 • Stratus Properties Inc • Land subdividers & developers (no cemeteries) • Minnesota

THIS LOAN MODIFICATION AGREEMENT (this “Agreement”) is made as of December 1, 2011, by and between STRATUS PROPERTIES INC., a Delaware corporation having an address of 98 San Jacinto Boulevard, Suite 220, Austin, TX 78791 (“Borrower”), and AMERICAN STRATEGIC INCOME PORTFOLIO INC.-III, a Minnesota corporation having an address at c/o Nuveen Asset Management, 901 Marquette Avenue, Suite 2900, Minneapolis, MN 55402 (“Investor”).

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