5:00 p.m. Uses in Closing Clause

Closing from Agreement of Purchase and Sale

This Second Amendment of Agreement of Purchase and Sale (this "Second Amendment") is made effective as of February 28, 2017, by and among HOTEL YOUNTVILLE, LLC, a California limited liability company ("Hotel Yountville"), HOTEL YOUNTVILLE HOLDINGS, LLC, a California limited liability company ("Yountville Holdings"), ALTAMURA FAMILY, LLC, a California limited liability company ("Family"), and GEORGE ALTAMURA, JR. LLC, a California limited liability company ("Altamura"; together with Hotel Yountville, Yountville Holdings, and Family, collectively, "Seller"), and ASHFORD HOSPITALITY PRIME LIMITED PARTNERSHIP, a Delaware limited partnership ("Purchaser").

Closing. Notwithstanding anything in the Agreement to the contrary, (i) the Study Period shall expire effective as of 5:00 p.m. Pacific Time on Tuesday, February 28, 2017, and (ii) the Closing shall occur on a business day designated by Purchaser no later than the fifth (5) business day after the date on which the Town of Yountville (the "Town") approves the New Development Agreement (defined below) at the second reading of the applicable Town of Yountville Resolution to approve such New Development Agreement during a duly noticed public hearing for such purpose (the "Second Reading"); provided, however, in no event shall the Closing occur later than the sixtieth (60th) day after the expiration of the Study Period. Notwithstanding anything in the immediately preceding sentence to the contrary, if the Town has not approved the New Development Agreement at the Second Reading on or before the sixtieth (60th) day after the expiration of the Study Period, but the Town and Purchaser have determined that approval of the New Development Agreement at the Second Reading is reasonably likely to be accomplished within a sixty (60) day period thereafter, then Purchaser shall have the option, in Purchaser's sole and absolute discretion, to extend the Closing Date for an additional sixty (60) days by delivering written notice thereof to Seller on or before the sixtieth (60th) day after the expiration of the Study Period. Notwithstanding anything in this paragraph 1 to the contrary, if the Town still have not approved the New Development Agreement at the Second Reading on or before the one hundred twentieth (120th) day after the expiration of the Study Period, but approval of the New Development Agreement at the Second Reading will be accomplished within a thirty (30) day period thereafter, then Purchaser shall have the option, in Purchaser's sole and absolute discretion, to extend the Closing Date for an additional thirty (30) days by delivering written notice thereof to Seller on or before the one hundred twentieth (120th) day after the expiration of the Study Period.

Closing from Agreement of Purchase and Sale

THIS AGREEMENT OF PURCHASE AND SALE (this "Agreement") is made as of August 22, 2016 (the "Effective Date"), by and between RRE CAPE COD HOLDINGS, LLC, a Delaware limited liability company, having an address at c/o Resource Real Estate, Inc., 1845 Walnut Street, 18th Floor, Philadelphia, PA 19103 ("Seller"), and WESTMOUNT REALTY CAPITAL, LLC, a Texas limited liability company, having an address at 700 N. Pearl Street, Suite N1650, Dallas, TX 75201 ("Buyer").

Closing. The consummation of the purchase and sale of the Property (the "Closing") shall take place on or before October 17, 2016 or at earlier date as mutually agreed to in writing by the parties (the "Closing Date"). The Closing shall be conducted through an escrow with the Escrow Holder, with escrow fees to be paid equally by Seller and Buyer. IT IS AGREED THAT TIME IS OF THE ESSENCE OF THIS AGREEMENT. Notwithstanding the foregoing, Buyer shall have the option to extend the Closing Date by up to fifteen (15) days, provided that at least three (3) business days prior to the then-scheduled Closing Date: (i) the option is exercised by delivery of a written extension notice to Seller, and (ii) an additional Fifty Thousand and 00/100 Dollars ($50,000.00) is tendered to the Escrow Agent no later than 5:00 p.m. (Eastern), in which case such additional $50,000 shall be deemed part of the Deposit as defined above.

Closing from Redemption Agreement

This REDEMPTION AGREEMENT (this "Agreement") is made and entered into as of the 30th day of August, 2016, by and among Southern Diversified Timber, LLC, a Delaware limited liability company (the "Company"), Plum Creek Timber Operations I, L.L.C., a Delaware limited liability company ("PC Member"), TCG Member, LLC, a Delaware limited liability company ("TCG Member") and the other parties listed on the signature pages hereto. Capitalized terms used, but not defined, herein have the meaning specified in the Second Amended and Restated Limited Liability Company Agreement of Southern Diversified Timber, LLC, effective October 1, 2008, as amended from time to time (the "LLC Agreement").

Closing. The transaction contemplated by this Agreement, including the Redemption, shall occur at 5:00 p.m. (Pacific) on August 31, 2016 (the "Closing") at the offices of the Company, One S.W. Columbia, Suite 1700, Portland, OR 97258, or at such other place as the TCG Member and the PC Member may mutually agree upon.

Closing from Securities Purchase Agreement

THIS SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of September 7, 2016, 2016, by and among EnviroStar, Inc., a Delaware corporation (the "Company"), and Symmetric Capital II LLC, a Florida limited liability company (the "Investor").

Closing. Subject to the terms and conditions set forth in this Agreement, at the Closing the Company shall issue and sell to the Investor, and the Investor shall purchase from the Company, the Shares. The date and time of the Closing shall be 5:00 p.m., Eastern time, on the Closing Date. The Closing shall take place at the offices of Troutman Sanders, LLP, 875 Third Avenue, New York, NY 10022, as promptly as practicable following the satisfaction or waiver of all of the conditions to Closing set forth in this Agreement. The Closing shall occur immediately prior to the closing of the transactions contemplated by the Asset Purchase Agreement.

Closing from Securities Purchase Agreement

THIS SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of September 7, 2016, 2016, by and among EnviroStar, Inc., a Delaware corporation (the "Company"), and Symmetric Capital II LLC, a Florida limited liability company (the "Investor").

Closing. Subject to the terms and conditions set forth in this Agreement, at the Closing the Company shall issue and sell to the Investor, and the Investor shall purchase from the Company, the Shares. The date and time of the Closing shall be 5:00 p.m., Eastern time, on the Closing Date. The Closing shall take place at the offices of Troutman Sanders, LLP, 875 Third Avenue, New York, NY 10022, as promptly as practicable following the satisfaction or waiver of all of the conditions to Closing set forth in this Agreement. The Closing shall occur immediately prior to the closing of the transactions contemplated by the Asset Purchase Agreement.

Closing from Exchange Agreement

This Exchange Agreement (this "Agreement") is made and entered into as of March 21, 2016, by and among American Media, Inc., a Delaware corporation (the "Company"), Omega Charitable Partnership, L.P. and certain funds and accounts managed by Chatham Asset Management, LLC (collectively, the "Noteholders"). The Company and the Noteholders are collectively referred to herein as the "Parties" and individually as a "Party," as the context requires.

Closing. The closing of the exchange of the First Lien Notes for the Second Lien Notes (the "Closing") shall take place no later than March 28, 2016 at 5:00 p.m. (New York time) (the "Closing Date"). On the Closing Date:

Closing from Share Purchase Agreement

Everest and the Seller are hereinafter sometimes collectively referred to as the "Selling Parties" and the Purchaser and the Parent are hereinafter sometimes collectively referred to as the "Purchasing Parties." Boxlight USA, BLA and BLS are hereinafter sometimes collectively referred to as the "Acquired Corporations."

Closing. Upon the terms and subject to the conditions set forth herein, the closing of the sale and purchase of the Subject Shares and related transactions under this Agreement referred to herein (the "Closing") will take place at 10:00 a.m., Taiwan time, not later the than five (5) Business Days following the payment of United States One Million (USD$1,000,000) Dollars of the Acquired Corporations Payables referred to in Section 2.2(a)(i) below. The Closing shall take place electronically and at the offices of CKR Law LLP, attorneys for the Purchaser and the Parent in New York, New York and at the offices of Pamir Law, attorneys at law, and Taiwan counsel to the Purchaser in Taipei, Taiwan, unless another place is agreed to in writing by the parties hereto. The actual date of the Closing is hereinafter referred to as the "Closing Date." In the event that the Closing and the Closing Date does not occur by 5:00 p.m. (EDT) on July 31, 2016 (the "Outside Closing Date"), then and in such event this Agreement may be terminated by EDI or any of the other Selling Parties without argument or legal issues .

Closing from Membership Interest Purchase Agreement

This Membership Interests Purchase Agreement (this "Agreement"), dated as of April 1, 2016 (the "Execution Date"), is entered into among Mim Holdings, LLC, a Delaware limited liability company ("Seller") with its principal place of business at 10951 West Pico, Los Angeles, CA 90064; Mimio, LLC, a Delaware limited liability company ("Mimio" or the "Company") "); Boxlight Corporation, a Nevada corporation ("Buyer") with its principal place of business at 1045 Progress Circle, Lawrenceville, GA 30043; and Marlborough Brothers Family Trust, a family trust company (the "Trust") with its principal place of business at _________________________. The Seller and the Trust are sometimes referred to individually as a "Selling Party" and collectively as the "Selling Parties". The Company, Selling Parties and the Buyer are sometimes hereinafter collectively referred to as the "Parties."

Closing. Subject to the terms and conditions of this Agreement, the closing of the transactions contemplated hereby (collectively, the "Closing") shall take place at the offices of CKR Law LLP, 1330 Avenue of the Americas, 14th floor, New York, New York 10019 (or at such other location as the Parties may agree), by a date which shall be not later than three (3) Business Days following the Execution Date of this Agreement, or at such other time or on such other date or at such other place as Seller, the Trust and Buyer may mutually agree upon in writing (the day on which the Closing takes place being the "Closing Date"). Notwithstanding the foregoing, for all purposes of this Agreement and the financial reporting obligations of Mimio and the Buyer, the Parties hereto do hereby agree that the sale and transfer of the Membership Interests of Mimio to the Buyer and the ownership and management of Mimio shall be deemed to have been consummated and owned by the Buyer as at 5:00 p.m. on Thursday, April 1, 2016 (the "Effective Closing Date").

Closing from Stock Purchase Agreement

This is a STOCK PURCHASE AGREEMENT (this Agreement), dated as of August 5, 2015 by and between Industrial Services of America, Inc., a Florida corporation (the Company), and Algar, Inc. (the Consultant).

Closing. The closing of the purchase and sale of the Shares (the Closing) shall take place on August 5, 2015 (the Closing Date) at 5:00 p.m. at the offices of the Company, subject to satisfaction of the conditions to the Closing set forth in this Agreement.

Closing from Purchase and Sale Agreement

THIS PURCHASE AND SALE AGREEMENT (herein called this Agreement) is made and entered into this 9th day of June, 2015 (herein called the Effective Date), by and between CSFB SKYMARK TOWER 2007-C2 LLC, a Delaware limited liability company (herein called Seller), and HARTMAN XX LIMITED PARTNERSHIP, a Texas limited partnership (herein Buyer). Seller and Buyer are collectively referred to herein as the parties.

Closing. The closing of the purchase and sale of the Property (herein called Closing) shall be conducted by mail through the offices of Escrow Agent, by 5:00 p.m., Central Time, on the date that is the fifty-fifth (55th) day after the Effective Date (herein called the Closing Date). Notwithstanding the foregoing, Buyer may extend the Closing Date to a date no later than thirty (30) days following the original Closing Date by delivering (i) written notice to Seller of Buyers election to extend the Closing Date, which notice must be delivered to Seller at least three (3) Business Days before the original Closing Date, and (ii) an additional deposit of ONE HUNDRED THOUSAND AND NO/100 DOLLARS ($100,000.00) (which sum, together with all interest actually earned thereon during the term of this Agreement, is herein called the Closing Extension Deposit) to Escrow Agent at least one (1) Business Day before the original Closing Date by wire transfer in accordance with wire transfer instructions provided by Escrow Agent and the Closing Extension Deposit shall become part of the Earnest Money and deemed immediately earned by Seller and non-refundable to Buyer, subject only to paragraphs 7(d), 12, 14(b), 15(a), 16(a) and 23(v) of this Agreement.