AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY


 


METHODIST NORTH MEDICAL OFFICE BUILDING


2338 West Sud Parkway, Peoria, Illinois


 


THIS AGREEMENT ("Agreement") is made
and entered into as of the Effective Date by and between AMERICAN REALTY CAPITAL V, LLC ("Buyer"),
and PEORIA MOB OWNERS LLC ("Seller").


 


In
consideration of the mutual promises set forth herein and for other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the parties hereto, intending to be legally bound, agree as follows:


 


1.              Terms
and Definitions. The terms listed below shall have the respective meaning given them as set forth adjacent to each
term.


 


(a)   "Closing"
shall mean the consummation of the transaction contemplated herein, which shall occur,
subject to the extension set forth in Section 10 hereof, on December 15, 2011. The date of Closing is sometimes hereinafter
referred to as the "Closing Date or Closing". Neither party will need to be present at Closing, it being
anticipated that the parties will deliver all Closing documents and deliverables in escrow to the Escrow Agent (or if both Buyer
and Seller agree, to Buyer's and/or Seller's counsel) prior to the date of Closing.


 


(b)   "Due
Diligence Period" shall mean the period beginning upon the Effective Date and extending until 11:59 PM EST on the
date that is thirty (30) days thereafter. Buyer and Seller shall agree in writing to the date
that is the end of the Due Diligence Period after execution of this Agreement Seller
shall deliver to Buyer all of the Due Diligence Materials within five (5) business days after the Effective Date, and for
each day that passes thereafter until all of the Due Diligence Materials are delivered to Buyer,
the Due Diligence Period shall be extended by one (1) day. If Seller is in default under § 1(b) hereunder and Buyer
has notified Seller of such default five (5) days prior to the expiration of the Due Diligence
Period, the Due Diligence Period will be extended
until the earlier to occur of the following: (a) Seller has cured such default to the reasonable satisfaction of Buyer and if such
default relates to the failure to deliver any item required to be delivered by Seller
under Section 6(b) hereunder, an additional ten (10) days, (b) Buyer terminates
this Agreement in accordance with the terms hereof, or (c) the date mutually agreed to by Buyer and Seller.


 


(c)  "Earnest
Money" shall mean Five Hundred Thousand Dollars ($500,000.00). The Earnest Money
shall be delivered to Escrow Agent within three (3) business days after the Effective
Date. In the event that Buyer and Seller exercise the extension set forth in Section 10 hereof, Buyer shall deposit an additional
Five Hundred Thousand Dollars ($500,000.00) with the Escrow Agent within three (3)
business days after the date that mutual adjournment is reached. The Earnest Money shall be deposited by Buyer in escrow with Escrow
Agent, to be applied as part payment of the Purchase Price at the time of Closing,
or disbursed as agreed upon in accordance with the terms of this Agreement. Seller and
Buyer each shall pay one-half of all reasonable escrow fees charged by Escrow Agent.


 



    	 



    	 



    

 


(d)   "Effective
Date" This Agreement shall be signed by both Seller and Buyer. The datelhat
is one (1) business day after the date of the last execution and acceptance by both parties shall be the "Effective
Date" of this Agreement.


 


(e)   "Escrow
Agent" shall mean Chicago Title Insurance Company, Suite 1325, 1515 Market
Street, Philadelphia, PA 19102-1930, Attention: Edwin G. Ditlow, Telephone: 215-875-4184;
Telecopy: 215-732-1203; E-Mail: ditlowE@ctt.com. The parties agree
that the Escrow Agent shall be responsible for (x) organizing the issuance of the Commitment
and Title Policy, (y) preparation of the closing statement, and (z) collections and disbursement of the funds.


 


(f)   "Guarantor"
shall mean Methodist Health Services Corporation.


 


(g)   "Guaranty"
shall mean those two (2) Guarantees of the Lease dated July 7, 2008 (the "Guaranty") executed by Guarantor.


 


(h)   "Lease"
shall mean (i) that certain First Floor Lease dated as of July 7, 2008 between Seller,
as landlord, and Methodist Services, Inc., as Tenant ("Tenant"), as amended,
and (ii) that certain Second and Third Floor Lease dated as of July 7, 2008 between Seller, as Landlord, and Methodist Services,
Inc., as Tenant;


 


(i)   "Passive
Interest" The Seller is Selling a ninety-nine percent (99%) interest in the
Property. The Seller will continue to own an interest in the Property ("Passive Interest")
in return for a credit against the Purchase Price equal to one percent (1%) of the Purchase
Price (defined below). Seller shall not be permitted to sell or transfer the Passive Interest
without Buyer's consent. The Passive Interest will not be entitled to any decision-making,
voting, buy or sell rights. Buyer will have the right to purchase the Passive Interest from
Seller upon an agreement of any kind to sell or otherwise transfer all or a portion of Buyer's
Controlling Interest or Buyer's decision to sell the Property as a stand-alone transaction or
as part of a portfolio transaction. The Passive Interest shall be purchased at a fixed price of $246,250.00,
less the pro rata amount of any debt then on the Property. If Buyer places debt on the Property
at Closing the purchase price for Passive Interest will be reduced on a pro rata basis. If debt is placed
on the Property after Closing, Seller shall receive its pro rata 1% share of such net refinancing proceeds. Buyer and Seller
shall mutually agree to the terms of a limited liability agreement (the "LLC Agreement") incorporating the terms herein
within two (2) weeks from the Effective Date.


 


"Property"
shall mean (a) the rights of Seller as Ground Lessee under the ground lease covering that
certain real property located at 2338 West Sud Parkway in Peoria, Illinois, being more particularly described on Exhibit
A, attached hereto and incorporated herein (the "Ground Lease") together with all
buildings, facilities and other improvements located thereon (collectively, the "Improvements");
(b) all right, title and interest of Seller under the Ground Lease and Lease and all security deposits (if any) that Seller
is holding pursuant to the Lease; (c) all right, title and interest of Seller in all machinery,
furniture, equipment and items of personal property of Seller attached or appurtenant to, located on or used in the ownership,
use, operation or maintenance of the Property or the Improvements (collectively, the
"Personalty"); (d) all right, title and interest of Seller, if any, to any
unpaid award for (1) any taking or condemnation of the Property or any portion thereof, or (2) any damage to the Property
or the Improvements by reason of a change of grade of any street or highway; (e) all easements, licenses,
rights and appurtenances relating to any of the foregoing; and (f) all right, title and interest
of Seller in and to any warranties, tradenames, logos (including any federal or state trademark
or tradename registrations), or other identifying name or mark now used in connection with
the Ground Lease and/or the Improvements, but expressly excluding any such property to the
extent owned by Tenant (the "Intangible Property").


 



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(k)   "Purchase
Price" shall mean Twenty-four Million Six Hundred Twenty-five Thousand Dollars
($24,625,000.00), less the value of the Passive Interest.


 


(I)                  Seller
and Buyer's Notice address


 


(i)    "Seller's
Notice Address" shall be as follows, except as same may be changed pursuant
to the Notice section herein:


 


Peoria MOB Owners,
LLC


Robert Sina, Lend Lease DASCO


11360 Jog Road, Suite 200


Palm Beach Gardens,
FL 33418


Tel. No.: (561) 691-9900


Fax No.: (561) 622-2622


Email:
Robert.Sina@lendlease.com


 


Sellers Attorney:


 


Thomas K. Pierce,
Esq.


11360 Jog Road,
Suite 200


Palm Beach Gardens,
FL 33418


Tel. No.: (561) 691-9900


Fax No.: (561) 622-2622


Email: tom.pierce@lendlease.com


 


(ii)  "Buyer's
Notice Address" shall be as follows, except as same may be changed pursuant
to the Notice section herein:


 


William Kahane


American Realty
Capital V, LLC


405 Park Avenue, 12th Floor


New York, NY 10022


Tel. No.: (215)
887-3054


Fax No.: (646) 861-7751


Email:
wkahane@arlcap.com 


 



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And to:


 


Jesse Galloway


American Realty
Capital V, LLC


405 Park Avenue, 15th
Floor New York, NY 10022


Tel. No.: (212) 415-6516


Fax No.: (646) 861-7751


Email: jgalloway@arIcap.com


 


And Due Diligence Materials (if provided by
email) to:


 


duediligence@arlcap.com


 


With notice to:


 


James A. (Jim) Mezzanotte American
Realty Capital, LLC 202 E Franklin Street


Monroe, NC 28112


Tel. No.: (212) 415-6570


Fax No.: (212) 415-6507


Email: jmezzanotte@arlcap.eom


 


2.      Purchase
and Sale of the Property. Subject to the terms of this Agreement, Seller agrees to
sell to Buyer, and Buyer agrees to purchase from Seller, a 99% interest in the Property for the Purchase Price.


 


3.     Payment
of Purchase Price. The Purchase Price to be paid by Buyer to Seller shall be paid by wire transfer of immediately available
funds to Escrow Agent, at the Closing Date, or as otherwise agreed to between Buyer and Seller.


 


4.     Proration
of Expenses and Payment of Costs and Recording Fees.


 


(a)    All
real estate taxes, rollback taxes, personal property taxes, water and sewer use charges, and any other charges and assessments
constituting a lien on the Property (collectively "Taxes and Assessments") due
and payable on or before the Closing Date and not paid by Tenant shall be remitted
to the collecting authorities or to the Escrow Agent by Seller prior to or at Closing.
There shall be no closing adjustments between the parties for Taxes and Assessments not
yet due and payable at Closing unless Tenant is not responsible for all such Taxes and Assessments due in accordance with
the provisions of the Leases.


 


(b)  All
rents shall be prorated as of the Closing Date with Buyer being credited for rent
attributable to the day of Closing through and including the last day of the calendar month in which the Closing Date occurs.


 


(c) Seller
shall pay or be charged with the following costs and expenses in connection with this
transaction which costs shall be referred to as "Seller's Closing Costs":


 



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(i)   100%
of Standard (ALTA) Owner's Title Insurance policy premiums, including search costs
and excluding any endorsements issued in connection with such policies other than
endorsements that Seller elects to purchase to cover title issues, if any;


 


(ii)   Transfer
taxes on the sale and transfer of the Property.


 


(iii)      Broker's
commission payments (for both leasing and sales commissions earned), in accordance with Section 23 of this Agreement;


 


(iv)  All
fees relating to the granting and executing the Deed for the Property and for any
costs incurred in connection with the release of existing debt, including, but not limited to, prepayment
penalty fees and recording fees for documents providing for the release of the applicable
Property from the existing debt.


 


(d)       Buyer
shall pay or be charged with the following costs and expenses inconnection with this transaction,
which costs shall be referred to as "Buyer's Closing Costs":


 


(i)      The
cost of any Title Insurance policy premiums for any endorsements and mortgage insurance
issued in connection with such policies other than endorsements that Seller elects
to purchase to cover title issues, if any;


 


(ii)     all
costs and expenses in connection with Buyer's financing, including appraisal, points, commitment fees and the like and costs for
the filing of all documents necessary to complete such financing and related documentary stamp tax and intangibles tax;


 


(iii)   Buyer
shall pay for the cost of its own survey, Phase 1 environmental study and due diligence investigations; and


 


(iv)      Buyer
shall pay recording fees for all recorded documents.


 


(e)      Each party shall pay its own legal fees incidental
to the negotiation, execution and


delivery of this Agreement
and the consummation of the transactions contemplated hereby.


 


5.         Title.
At Closing, Seller agrees to convey to Buyer fee simple marketable title to the Property by special warranty deed, free
and clear of all liens, defects of title, conditions, easements, assessments, restrictions, and encumbrances except for Permitted
Exceptions (as hereinafter defined).


  



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6.        Examination
of Property. Seller and Buyer hereby agree as follows: 


  


(a)   Buyer shall order a title commitment
(the "Title Commitment") for the Property from Escrow Agent promptly after the date hereof. All matters shown in the
Title Commitment with respect to which Buyer fails to object prior to the expiration of the
Due Diligence Period shall be deemed "Permitted
Exceptions". However, Permitted Exceptions shall not include any mechanic's lien or any monetary lien, or any deeds
of trust, mortgage, or other loan documents secured by the Property, (collectively, "Liens").
Seller shall be required to cure, remove or obtain insurance over all Liens (by payment,
bond deposit or indemnity acceptable to Escrow Agent). Seller agrees to remove or cure any reasonable objections of Buyer
which are of a nature that are capable of being cured with reasonable efforts prior to Closing.
Seller shall have no obligation to cure any title matter objected to, except as aforesaid, provided Seller notifies Buyer
of any objections which Seller elects not to remove or cure within ten (10) business days
following receipt of Buyer's objections. In the event that Seller refuses to remove or cure any reasonable objections, Buyer shall
have the right to terminate this Agreement upon written notice to Seller given within five (5) business days after receipt
of Seller's notice, upon which termination the Earnest Money shall be returned to Buyer and
neither party shall have any further obligation hereunder, except as otherwise expressly
set forth herein. If any matter not revealed in the Title Commitment is discovered by Buyer or by the Escrow Agent and is
added to the Title Commitment by the Escrow Agent at or prior to Closing, Buyer shall have until
the later of (i) twenty (20) days after the Buyer's and Seller's receipt of the updated, revised Title
Commitment showing the new title exception, together with a legible copy of any such new matter,
or (ii) the date of Closing, to provide Seller with written notice of its objection to any such
new title exception (an "Objection"). If Seller does not remove or cure such Objection within
twenty (20) days of the date of Closing, Buyer may terminate this Agreement, in which case the Earnest Money shall be returned
to Buyer, Seller shall reimburse Buyer for all out of pocket costs and expenses incurred
hereunder and neither party shall have any further obligation hereunder, except as otherwise expressly set forth herein.


 


(b)   Within five (5) days following the Effective
Date, Seller shall provide to Buyer copies of the following documents and materials pertaining to the Property to the extent within
Seller's possession or reasonably obtainable by Seller or Seller's counsel: (i) a complete copy of all leases affecting the Property
and all amendments thereto; (ii) a copy of all surveys and site plans of the Property,
including without limitation any as-built survey obtained or delivered to tenants of
the Property in connection with its construction; (iii) a copy of all architectural
plans and specifications and construction drawings for improvements located on the Property;
(iv) a copy of Seller's title insurance policies relating to the Property; (v) a copy of the certificate of occupancy and
zoning reports for the Property; and of all governmental permits/approvals; (vi) a copy of
all environmental and engineering reports for the Property; (vii) copies of the Property's real estate tax bills for the
current and prior two (2) tax years or, if the Property has been owned by Seller for less
than two (2) tax years, for the period of ownership; (viii) the operating statements
of the Property for the twenty four (24) calendar months immediately preceding the
Effective Date or if the Tenant has been operating for less than twenty-four (24) months, for the period of operation; (ix)
all service contracts and insurance certificates which affect the Property, if any; (x) a copy
of all warranties relating to the improvements constructed on the Property, including
without limitation any roof warranties; and (xi) a written inventory of all items of personal property to be conveyed to
Buyer, if any; (xii) the items set forth on Exhibit K (the "Due Diligence Materials").
Seller shall deliver any other documents relating to the Property reasonably
requested by Buyer within three (3) business days following such request. Additionally,
during the term of this Agreement, Buyer, its agents and designees, shall have the
right to enter the Property for the purposes of inspecting the Property, conducting
soil tests, and making surveys, mechanical and structural engineering studies, inspecting
construction, and conducting any other investigations and inspections as Buyer may reasonably
require to assess the condition and suitability of the Property; provided, however, that such activities by or on behalf
of Buyer on the Property shall not damage the Property nor interfere with the conduct of business
by any Tenant under the Lease; and provided further, however, that Buyer shall indemnify
and hold Seller harmless from and against any and all claims or damages to the extent resulting from the activities of Buyer
on the Property, and Buyer shall repair any and all damage caused, in whole or in part, by
Buyer and return the Property to its condition prior to such damage, which obligation shall survive Closing or any termination
of this Agreement. Seller shall reasonably cooperate with the efforts of Buyer and the Buyer's representatives
to inspect the Property. After the Effective Date, Buyer shall be permitted to speak
and meet with Tenant in connection with Buyer's due diligence with a representative of Seller
present. Upon signing this agreement, Seller shall at Buyer's request arrange all site visits. Buyer
shall have the unconditional right, for any reason or no reason, to terminate this Agreement
by giving written notice thereof to Seller prior to the expiration of the Due Diligence Period,
in which event this Agreement shall become null and void, Buyer shall receive a refund of
the Earnest Money, and all rights, liabilities and obligations of the parties under this Agreement shall expire, except
as otherwise expressly set forth herein.


 



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(e)   Within thirty (30)
days of Closing, Seller shall deliver Estoppel Certificates certified to Buyer, the Approved Assignee and their Lender, successors
and assigns (and simultaneously provide Buyer with a copy of such request) and a Waiver of
Tenant's right of first refusal, if applicable. It shall be a condition of Closing
that Seller shall have obtained an estoppel certificate from Tenant in the form attached
hereto as Exhibit F (the "Tenant Estoppel Certificate") an estoppel certificate
from Ground Lessor in the form attached hereto as Exhibit F1 (the "Ground Lessor Certificate") and an estoppel certificate
from Guarantor in the form attached hereto as Exhibit G (the "Guarantor Estoppel Certificate"), and Seller shall
use good faith efforts to obtain the same. Seller shall promptly deliver to Buyer photocopies or pdf files of the
executed estoppel certificates when Seller receives the same. Within five (5) business days following
the date that Buyer has received complete copies of the Lease and Guaranty, Buyer may
propose modifications or additions to the form of estoppel certificates attached hereto as Exhibits F, F land G.


 


(d)   Seller
shall use good faith reasonable efforts to obtain a subordination, non-disturbance
and attornment agreement from Tenant in form and substance reasonably acceptable to
Tenant, Buyer and Buyer's Lender, if applicable (the "SNDA").


 


(e)   Seller
shall use good faith reasonable efforts to obtain estoppel certificates with respect to reciprocal easement agreements as
may be reasonably requested by Buyer.


 


7.          Risk
of Loss/Condemnation. Upon an occurrence of a casualty, condemnation or taking, Seller
shall notify Buyer in writing of same. Until Closing, the risk of loss or damage to the Property, except as otherwise expressly
provided herein, shall be borne by Seller. In the event all or any portion of the Property is damaged in any casualty or condemned
or taken (or notice of any condemnation or taking is issued) so that: (a) Tenant has a right
of termination or abatement of rent under the Lease, or (b) with respect to any casualty,
if the cost to repair such casualty would exceed $100,000, or (c) with respect to any
condemnation, any Improvements or access to the Improvements or more than five percent
(5%) of the Property is (or will be) condemned or taken or such other portion of the
Property, that renders the Property unusable in Buyer's reasonable good faith determination, then, Buyer may elect to terminate
this Agreement by providing written notice of such termination to Seller within ten (10) business days after Buyer's
receipt of notice of such condemnation, taking or damage, upon which termination the Earnest
Money shall be returned to the Buyer and neither party hereto shall have any further rights,
obligations or liabilities under this Agreement, except as otherwise expressly set forth herein.
With respect to any condemnation or taking (of any notice thereof), if Buyer does not elect
to cancel this Agreement as aforesaid, there shall be no abatement of the Purchase Price and Seller shall assign to Buyer
at the Closing the rights of Seller to the awards, if any, for the condemnation or taking, and Buyer shall be entitled to receive
and keep all such awards. With respect to a casualty, if Buyer does not elect to terminate
this Agreement or does not have the right to terminate this Agreement as aforesaid, there shall be no abatement of the Purchase
Price and Seller shall assign to Buyer at the Closing the rights of Seller to the proceeds
under Seller's insurance policies covering such Property with respect to such damage or destruction (or pay to Buyer
any such proceeds received prior to Closing) and pay to Buyer the amount of any deductible
with respect thereto, and Buyer shall be entitled to receive and keep any monies received from such insurance policies.


 



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8.           Earnest
Money Disbursement. The Earnest Money shall be held by Escrow Agent, in trust, and disposed of only in accordance with
the following provisions:


 


(a)   If
the Closing occurs, Escrow Agent shall deliver the Earnest Money to, or upon the instructions
of, Seller and Buyer on the Closing Date to be applied as part payment of the Purchase
Price. If for any reason the Closing does not occur, Escrow Agent shall deliver the Earnest
Money to Seller or Buyer only upon receipt of a written demand therefor from such party,
subject to the following provisions of this clause (a). Subject to the last sentence of this clause (a), if for any reason
the Closing does not occur and either party makes a written demand (the "Demand")
upon Escrow Agent for payment of the Earnest Money, Escrow Agent shall give written
notice to the other party of the Demand within one business day after receipt of the Demand.
If Escrow Agent does not receive a written objection from the other party to the proposed
payment within five (5) business days after the giving of such notice by Escrow Agent, Escrow
Agent is hereby authorized to make the payment set forth in the Demand. If Escrow Agent
does receive such written objection within such period, Escrow Agent shall continue to hold
such amount until otherwise directed by written instructions signed by Seller and Buyer or a final judgment of a court.
Notwithstanding the foregoing provisions of this clause (a) if Buyer delivers a notice to
Escrow Agent stating that Buyer has terminated this Agreement on or prior to the expiration
of the Due Diligence Period, then Escrow Agent shall immediately return the Earnest
Money to Buyer without the necessity of delivering any notice to, or receiving any notice from Seller.


 


(b)   The
parties acknowledge that Escrow Agent is acting solely as a stakeholder at their request and
for their convenience, that Escrow Agent shall not be deemed to be the agent of either of the parties, and that Escrow Agent shall
not be liable to either of the parties for any action or omission on its part taken or made in good faith, and not in disregard
of this Agreement, but shall be liable for its negligent acts and for any liabilities (including
reasonable attorneys' fees, expenses and disbursements) incurred by Seller or Buyer
resulting from Escrow Agent's mistake of law respecting Escrow Agent scope or nature
of its duties. Seller and Buyer shall jointly and severally indemnify and hold Escrow
Agent harmless from and against all liabilities (including reasonable attorneys' fees,
expenses and disbursements) incurred in connection with the performance of Escrow Agent's duties hereunder, except with
respect to actions or omissions taken or made by Escrow Agent in bad faith, in disregard of this Agreement or
involving negligence on the part of Escrow Agent. Escrow Agent has executed this Agreement
in the place indicated on the signature page hereof in order to confirm that Escrow Agent has received and shall hold the
Earnest Money in escrow, and shall disburse the Earnest Money pursuant to the provisions of this Section 8.


 



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9.           Default


 


(a)   In
the event that Seller is ready, willing and able to close in accordance with the terms
and provisions hereof, and Buyer defaults in any of its obligations undertaken in this
Agreement, Seller shall be entitled to, as its sole and exclusive remedy to either: (i) waive such default and proceed to
Closing in accordance with the terms and provisions hereof; or (ii) declare this Agreement to be terminated, and Seller shall be
entitled to immediately receive all of the Earnest Money as liquidated damages as and for Seller's sole remedy. Upon such termination,
neither Buyer nor Seller shall have any further rights, obligations or liabilities hereunder,
except as otherwise expressly provided herein. Seller and Buyer agree that (a) actual damages
due to Buyer's default hereunder would be difficult and inconvenient to ascertain and that such amount is not a penalty
and is fair and reasonable in light of all relevant circumstances, (b) the amount specified
as liquidated damages is not disproportionate to the damages that would be suffered and the costs that would be incurred by Seller
as a result of having withdrawn the Property from the market, and (c) Buyer desires
to limit its liability under this Agreement to the amount of the Earnest Money paid
in the event Buyer fails to complete Closing. Seller hereby waives any right to recover
the balance of the Purchase Price, or any part thereof, and the right to pursue any
other remedy permitted at law or in equity against Buyer. In no event under this Section
or otherwise shall Buyer be liable to Seller for any punitive, speculative or consequential damages.


 


(b)   In
the event of a default in the obligations herein taken by Seller, Buyer may, as its
sole and exclusive remedy, either: (i) waive any unsatisfied conditions and proceed to
Closing in accordance with the terms and provisions hereof; (ii) terminate this Agreement by delivering
written notice thereof to Seller no later than Closing, upon which termination the Earnest Money shall be refunded to Buyer,
Seller shall pay to Buyer all of the actually incurred, third party, out-of-pocket costs and
expenses incurred by Buyer in connection with this Agreement up to $20,000 upon presentation
of signed lien waivers or proof of payment which return and payment shall operate to terminate this Agreement and release
Seller and Buyer from any and all liability hereunder, except those which are specifically
stated herein to survive any termination hereof; (iii) enforce specific performance of Seller's obligations hereunder; or (iv)
by notice to Seller given on or before the Closing Date, extend the Closing Date for
a period of up to thirty (30) days (the "Closing Extension Period"), and the
"Closing Date" shall be moved to the last day of the Closing Extension Period. If Buyer so extends the Closing Date,
then Seller may, but shall not be obligated to, cause said conditions to be satisfied
during the Closing Extension Period. If Seller does not cause said conditions to be
satisfied during the Closing Extension Period, then Buyer shall have the remedies set
forth in Section 9(b) (1) through (iii) above except that the term "Closing" shall read "Extended Closing".


 


In no
event under this Section or otherwise shall Seller be liable to Buyer for any punitive, speculative or consequential damages.


 



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10.        Closing. The
Closing shall consist of the execution and delivery of documents by


Seller
and Buyer, as set forth below, and delivery by Buyer to Seller of the Purchase Price in accordance
with the terms of this Agreement. Seller shall deliver to Escrow Agent for the benefit of Buyer at Closing the following
executed documents:


 


(a)    An
Assignment and Assumption of Ground Lease in the form attached hereto as Exhibit B;


 


(b)    An
Assignment and Assumption of Lease and Security Deposits, in the form attached hereto as Exhibit C;


 


(c)    A
Bill of Sale in the form attached hereto as Exhibit D;


 


(d)    An
Assignment of Contracts, Permits, Licenses and Warranties in the form of Exhibit E;


 


(e)    An
original Tenant Estoppel Certificate dated no earlier than 30 days prior to the date of Closing.
In addition, the business terms of the Tenant Estoppel Certificate must be in accordance with and not contradict the Lease;


 


 An
original Guarantor Estoppel Certificate dated no earlier than 30 days prior to the date of Closing;


 


(g)    An
original Ground Lessor Estoppel Certificate dated no earlier than 30 days prior to the date of Closing


 


(h)    A
settlement statement setting forth the Purchase Price, all prorations and other adjustments
to be made pursuant to the terms hereof, and the funds required for Closing as contemplated hereunder;


 


(i)    All
transfer tax statements, declarations and filings as may be necessary or appropriate for purposes of recordation of the
deed;


 


(j)    Good
standing certificates and corporate resolutions or member or partner consents, as applicable, and such other documents as
reasonably requested by Escrow Agent;


 


(k)    Originals
of the warranties set forth on Exhibit I;


 


(1)    To
the extent not previously delivered to Buyer, the Lease and any amendments, bearing
the original signatures of the landlord and tenant thereunder, or a copy thereof bearing
an original certification of Tenant confirming that the copy is true, correct and complete; the leasing files; and copies
of all books and records applicable to the Property which are identified by Buyer by written
notice to Seller and reasonably necessary for the orderly transition of operation of the Property;


 


(m)    A certificate pursuant to Section 1445 of
the Internal Revenue Code of 1986, as amended, or the regulations issued pursuant
thereto, certifying the non foreign status of Seller;


 



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(n)     An
owner's title affidavit as to mechanics' liens and possession and other matters in customary form reasonably acceptable
to Buyer and Escrow Agent;


 


(0)     An
original SNDA fully executed and notarized by Tenant, if requested by Buyer;


 


(p)     Letter to Tenant in form of
Exhibit H attached hereto;


 


(q)     The
five (5) year Management Agreement for the Property executed by Lend Lease DASCO and Buyer;


 


(r)     The LLC Agreement executed by
Seller and Buyer; and


 


   Such
other instruments as are reasonably required by Escrow Agent to close the escrow and
consummate the purchase of the Property in accordance with the terms hereof.


 


At Closing,
Buyer shall instruct Escrow Agent to deliver the Earnest Money to Seller which shall
be applied to the Purchase Price, shall deliver the balance of the Purchase Price to Seller
and shall execute and deliver execution counterparts of the applicable closing documents. Buyer
shall have the right to advance the Closing upon five (5) days prior written notice to Seller;
provided that all conditions precedent to both Buyer's and Seller's respective obligations to
proceed with Closing under this Agreement have been satisfied (or, if there are conditions to a party's
obligation to proceed with Closing that remain unsatisfied, such conditions have been waived
by such party). Upon mutual consent of both Buyer and Seller, Closing will be adjourned
to a date no later than April 15, 2012. The Closing shall be held through the mail by delivery of the closing documents
to the Escrow Agent on or prior to the Closing or such other place or manner as the parties hereto may mutually agree.


 


H.          Representations
by Seller. For the purpose of inducing Buyer to enter into this Agreement and to consummate the sale and purchase of
the Property in accordance herewith, Seller makes the following representations and warranties
to Buyer as of the date hereof and as of the Closing Date:


 


(a)     Seller
is duly organized (or formed), validly existing and in good standing under the laws
of its state of organization, and to the extent required by law, the State in which the Property is located. Seller has
the power and authority to execute and deliver this Agreement and all closing documents to be executed by Seller, and to perform
all of Seller's obligations hereunder and thereunder. Neither the execution and delivery of
this Agreement and any closing documents to be executed by Seller, nor the performance of the obligations of Seller hereunder
or thereunder will result in the violation of any law or any provision of the organizational documents of Seller or will
conflict with any order or decree of any court or governmental instrumentality of any nature by which Seller is bound;


 


(b)     Seller
has not received any written notice of any current or pending litigation, condemnation
proceeding or tax appeals affecting Seller or the Property and Seller does not have
any actual knowledge of any pending litigation or tax appeals against Seller or the Property except as disclosed in the
Permitted Exceptions; Seller has not initiated, nor is Seller participating in, any action
for a change or modification in the current subdivision, site plan, zoning or other land use permits for the Property;


 



    	11



    	 



    

 


(c)     Seller has not entered into any contracts,
subcontracts or agreements affecting the Property which will be binding upon Buyer after the Closing other than the Lease and the
Management Agreement;


 


(d)     Except
for violations cured or remedied on or before the date hereof, Seller has not received
any written notice from (or delivered any notice to) any governmental authority regarding any violation of any law applicable to
the Property and Seller does not have actual knowledge of any such violations;


 


(e)     Seller
has a ground lease interest in the Property free and clear of all liens and encumbrances
except for Permitted Exceptions and Seller is the sole owner of the entire lessor's
interest in the Lease. The Property constitutes one or more separate tax parcels for purposes of ad valorem taxation;


 


With respect to the Lease:
(i) the Lease forwarded to Buyer under Section 6(b) is a true, correct and complete copy
of the Lease; (ii) the Lease is in full force and effect and there is no default thereunder; (iii) no brokerage or leasing
commissions or other compensation is or will be due or payable to any person, firm, corporation or other entity with respect to
or on account of the current term of the Lease or any extension or renewal thereof; (iv)
Seller has no outstanding obligation to provide Tenant with an allowance to construct, or to construct at its own expense,
any tenant improvements;


 


(g)    There are no occupancy rights, leases or
tenancies affecting the Property other than the Lease and subleases delivered to Buyer. Except as provided in the Ground Lease
neither this Agreement nor the consummation of the transactions contemplated hereby is subject
to any first right of refusal or other purchase right in favor of any other person
or entity; and apart from this Agreement, Seller has not entered into any written agreements for the purchase or sale
of the Property, or any interest therein which has not been terminated except as provided in the Ground Lease;


 


(h)    The
transactions contemplated hereby either (i) will not constitute a sale of all or substantially
all the assets of Seller, or (ii) if such transaction does constitute a sale of all or substantially
all the assets of any Seller, Seller shall provide to Buyer at Closing an excise tax lien waiver or such other reasonably obtainable
applicable instruments evidencing compliance with laws or payment of taxes to the extent required by the law of the relevant
state;


 


To Seller's
actual knowledge, except as set forth in the environmental reports previously delivered by Seller to Buyer, no hazardous
substances have been generated, stored, released, or disposed of on or about the Property
in violation of any law, rule or regulation applicable to the Property which regulates
or controls matters relating to the environment or public health or safety (collectively,
"Environmental Laws") other than minimal waste from cleaning products and medical waste. Seller has not received any
written notice from (nor delivered any notice to) any federal, state, county, municipal
or other governmental department, agency or authority concerning any petroleum product or other hazardous substance discharge
or seepage. For purposes of this Subsection, "hazardous substances" shall mean any substance or material which
is defined or deemed to be hazardous or toxic pursuant to any Environmental Laws. To Seller's knowledge, there are no underground
storage tanks located on the Property; and


 



    	12



    	 



    

 


(i)   Exhibit 1 attached hereto is a true, correct
and complete listing of all warranties in effect for the Property (the "Warranties)").


 


For
purposes of this Agreement, the "actual knowledge" of Seller shall mean the actual knowledge of Malcolm Sina without
any personal liability of Malcolm Sina under the agreement for any reason.


 


The
representations and warranties of Seller shall survive Closing for a period of six (6) months.


 


12.     Representations
by Buyer. Buyer represents and warrants to, and covenants with, Seller as follows:


 


(a)   Buyer is duly formed, validly existing
and in good standing under the laws of Delaware, is authorized to consummate the transaction set forth herein and fulfill all of
its obligations hereunder and under all closing documents to be executed by Buyer, and has
all necessary power to execute and deliver this Agreement and all closing documents to be executed by
Buyer, and to perform all of Buyer's obligations hereunder and thereunder. This Agreement and all closing documents to be
executed by Buyer have been duly authorized by all requisite corporate or other required action
on the part of Buyer and are the valid and legally binding obligation of Buyer, enforceable in accordance with their respective
terms. Neither the execution and delivery of this Agreement and all closing documents to be
executed by Buyer, nor the performance of the obligations of Buyer hereunder or thereunder
will result in the violation of any law or any provision of the organizational documents
of Buyer or will conflict with any order or decree of any court or governmental instrumentality of any nature by which Buyer
is bound.


 


  The
representations and warranties of Buyer shall survive Closing for a period of six (6) months.


 


13.     Conditions
Precedent to Buyer's Obligations. Buyer's obligation to pay the Purchase Price,
and to accept title to the Property, shall be subject to compliance by Seller with the following conditions precedent on
and as of the date of Closing:


 


(a)   Seller
shall deliver to Buyer on or before the Closing the items set forth in Section 10 above;


 


(b)   Buyer
shall receive from Escrow Agent or any other title insurer approved by Buyer in its
judgment and discretion, a current ALTA owner's form of title insurance policy, or irrevocable
and unconditional binder to issue the same, with extended coverage for the Property
in the amount of the Purchase Price, dated, or updated to, the date of the Closing, insuring,
or committing to insure, at its ordinary premium rates Buyer's leasehold interest to the Property and otherwise in such
form and with such endorsements as provided in the title commitment approved by Buyer pursuant
to Section 6 hereof and subject only to the Permitted Exceptions (the "Title Policy");


 



    	13



    	 



    

 


(e)   Buyer shall have received a
copy of a valid and permanent final certificateof occupancy (or the equivalent thereof)
for the Property which shall not contain any contingencies or require any additional work to be completed;


 


(d)   Tenant
shall be in possession of the premises demised under the Lease, open for business
to the public and paying full and unabated rent under the Leases and Tenant shall not have assigned the Lease;


 


(e)   The
representations and warranties of Seller contained in this Agreement shall have been
true when made and shall be true in all material respects at and as of the date of Closing
Date as if such representations and warranties were made at and as of the Closing Date, and
Seller shall have performed and complied in all material respects with all covenants, agreements
and conditions required by this Agreement to be performed or complied with by Seller prior to or at the Closing;


 


(f)   Seller
shall have delivered to Buyer a written waiver by Tenant of any right of first refusal,
right of first offer or other purchase option that Tenant has pursuant to the Lease to purchase the Property from Seller;
and


 


(g)   Seller
shall have made all contributions, payments and/or reimbursements and completed any
and all work required by any governmental authority in connection with the construction
and development of the Property, including, without limitation, as required by any variance or site plan approval,


 


(h)   Seller
shall have executed and delivered to Buyer the Management Agreement.


 


(1)   Seller
shall have executed and delivered the LLC Agreement provided for in Section 1(i).


 


In the event that
the foregoing conditions precedent have not been satisfied as of Closing, Buyer shall have the rights and remedies set forth
in Section 9(b) of this Agreement.


 


14.        Conditions
Precedent to Seller's Obligations. Seller's obligation to deliver title to the Property shall be subject to compliance
by Buyer with the following conditions precedent on and as of the date of Closing:


 


(a)   Buyer
shall deliver to Seller on the Closing Date the remainder of the Purchase Price, subject to adjustment of such amount pursuant
to Section 2 hereof; and


 


(b)   At
Closing, Buyer will enter into a five (5) year management agreement with Lend Lease DASCO ("DASCO") for the management
of the Property ("Management Agreement"). The Management Agreement shall be negotiated
between the Buyer and DASCO during the Due Diligence Period. Buyer will have the right
to terminate the Management Agreement upon an agreement of any kind to sell or otherwise transfer all or a portion of Buyer's
Controlling Interest or Buyer's decision to sell the Property as a stand-alone transaction
or as part of a portfolio transaction or for cause. DASCO will have a thirty (30)
day cure provision to address performance deficiencies specified by Buyer prior to
any termination by Buyer for cause if such deficiencies can be cured in thirty (30)
days, if not, DASCO shall have a reasonable amount of time beyond thirty (30) days to cure so long as such cure is diligently
pursued.


 



    	14



    	 



    

 


(c)   The
representations and warranties of Buyer contained in this Agreement shall have been true when made and shall be true in all material
respects at and as of the date of Closing as if such representations and warranties
were made at and as of the Closing, and Buyer shall have performed and complied in
all material respects with all covenants, agreements and conditions required by this Agreement to be performed or complied
with by Buyer prior to or at the Closing.


 


(d)   Buyer
shall have delivered all documents to Seller or Escrow Agent required hereunder including but not limited to the applicable documents
in Section 10 hereof.


 


(e)   Buyer
shall have executed and delivered to Seller the Management Agreement.


 


(f)   Buyer
shall have executed and delivered the LLC Agreement to Seller.


 


15.       Notices.
Unless otherwise provided herein, all notices and other communications which may
be or are required to be given or made by any party to the other in connection herewith shall be in writing and shall be
deemed to have been properly given and received on the date: (i) delivered by facsimile transmission
or by electronic mail (e.g. email), (ii) delivered in person, (iii) deposited in the United States mail, registered or certified,
return receipt requested, or (iv) deposited with a nationally recognized overnight courier,
to the addresses set out in Section 1, or at such other addresses as specified by written notice delivered in accordance herewith.
Notwithstanding the foregoing, Seller and Buyer agree that written notice may be given
on behalf of each party by the counsel for each party and written notice by such counsel in accordance with this Section
15 shall constitute notice under this Agreement.


 


16.     Seller
Covenants. Seller agrees that it: {a) shall continue to operate and manage the
Property in the same manner in which Seller has previously operated and maintained the Property; (b) shall, subject to Section
7 hereof and subject to reasonable wear and tear, maintain the Property in the same
(or better) condition as exists on the date hereof; and (c) shall not, without Buyer's
prior written consent, which, after the expiration of the Due Diligence Period may be withheld in Buyer's sole discretion: (i)
amend the Lease in any manner, nor enter into any new lease, license agreement or
other occupancy agreement with respect to the Property; (ii) consent to an assignment of the Lease or a sublease of the
premises demised thereunder or a termination or surrender thereof; (iii) terminate the Lease nor release any guarantor of or security
for the Lease unless required by the express terms of the Lease; and/or (iv) cause, permit
or consent to an alteration of the premises demised thereunder (unless such consent
is non-discretionary). Seller shall promptly inform Buyer in writing of any material event adversely affecting the ownership,
use, occupancy or maintenance of the Property, whether insured or not.


 



    	15



    	 



    

 


17.     Performance
on Business Days. A "business day" is a day which is not a Saturday, Sunday or legal holiday recognized by the
Federal Government. Furthermore, if any date upon which or by which action is required under
this Agreement is not a business day, then the date for such action shall be extended to the first day that is after such date
and is a business day.


 


18.     Entire
Agreement. This Agreement constitutes the sole and entire agreement among the parties
hereto and no modification of this Agreement shall be binding unless in writing and
signed by all parties hereto. No prior agreement or understanding pertaining to the subject matter hereof (including, without limitation,
any letter of intent executed prior to this Agreement) shall be valid or of any force or effect from and after the date
hereof.


 


19.     Severability.
If any provision of this Agreement, or the application thereof to any person or circumstance,
shall be invalid or unenforceable, at any time or to any extent, then the remainder
of this Agreement, or the application of such provision to persons or circumstances
other than those as to which it is invalid or unenforceable, shall not be affected thereby.
Each provision of this Agreement shall be valid and enforced to the fullest extent permitted by law


 


20.     No
Representations or Warranties Buyer acknowledges that Seller has not investigated and does
not warrant or represent to buyer that the Property is fit for the purposes intended
by Buyer or for any other purpose or purposes whatsoever, and Buyer acknowledges that the Property is to be conveyed to Buyer "as-is"
in its existing condition on and as of the Closing Date. Buyer will be solely responsible for any and all actions, permits, approvals
and costs required for the development, occupancy and operation of the Property after the Closing and
in accordance with applicable governmental authorities. Buyer is buying the Property based solely on its own investigation, inspection,
and evaluation and, except as specifically contained herein, neither Seller or any agent or the Seller has made any representation
or warranty, express or implied, concerning the Property or which induced Buyer to execute
this Agreement, any other representations and warranties are hereby expressly disclaimed
by Seller. This provision shall survive Closing.


 


21.     Applicable
Law. This Agreement shall be construed under the laws of the State or Commonwealth in which the Property is located, without
giving effect to any state's conflict of laws principles.


 


22.     Tax-Deferred
Exchange. Buyer and Seller respectively acknowledge that the purchase and sale of
the Property contemplated hereby may be part of a separate exchange (an "Exchange")
being made by each party pursuant to Section 1031 of the Internal Revenue Code of 1986,
as amended, and the regulations promulgated with respect thereto. In the event that either
party (the "Exchanging Party") desires to effectuate such an exchange, then the other party (the "Non-Exchanging
Party") agrees to cooperate fully with the Exchanging Party in order that the Exchanging Party may effectuate such an exchange;
provided, however, that with respect to such Exchange (a) all
additional costs, fees and expenses related thereto shall be the sole responsibility of, and borne by, the Exchanging
Party; (b) the Non-Exchanging Party shall incur no additional liability as a result of such
exchange; (c) the contemplated exchange shall not delay any of the time periods or other obligations of the Exchanging Party
hereby, and without limiting the foregoing, the scheduled Closing Date shall not be delayed or adversely affected by reason of
the Exchange; (d) the accomplishment of the Exchange shall not be a condition precedent or
condition subsequent to the Exchanging Party's obligations under the Agreement; and
(e) the Non-Exchanging Party shall not be required to hold title to any land other than the Property for purposes
of the Exchange. The Exchanging Party agrees to defend, indemnify and hold the Non-Exchanging
Party harmless from any and all liability, damage or cost, including, without limitation,
reasonable attorney's fees that may result from Non-Exchanging Party's cooperation with the Exchange. The Non-Exchanging
Party shall not, by reason of the Exchange, (I) have its rights under this Agreement, including, without limitation, any representations,
warranties and covenants made by the Exchanging Party in this Agreement (including but not
limited to any warranties of title, which, if Seller is the Exchanging Party, shall remain warranties of Seller), or in
any of the closing documents (including but not limited to any warranties of title, which, if Seller
is the Exchanging Party, shall remain warranties of Seller) contemplated hereby, adversely affected
or diminished in any manner, or (ii) be responsible for compliance with or deemed to have warranted to the Exchanging Party that
the Exchange complies with Section 1031 of the Code.


 



    	16



    	 



    

 


23.     Broker's
Commissions. Buyer and Seller each hereby represent that, except for the Broker listed herein, there are no other brokers involved
or that have a right to proceeds in this transaction. Seller shall be responsible for payment of commissions to the Broker pursuant
to a separate written agreement executed by Seller. Seller and Buyer each hereby agree
to indemnify and hold the other harmless from all loss, cost, damage or expense (including
reasonable attorneys' fees at both trial and appellate levels) incurred by the other
as a result of any claim arising out of the acts of the indemnifying party (or others
on its behalf) for a commission, finder's fee or similar compensation made by any broker, finder or any party who claims
to have dealt with such party (except that Buyer shall have no obligations hereunder with respect
to any claim by Broker). The representations, warranties and indemnity obligations contained in this section shall survive
the Closing or the earlier termination of this Agreement.


 


24.     Assignment.
Buyer may assign its rights under this Agreement with the written consent of Seller,
which consent will not be withheld if to a single purpose entity established by Buyer, wholly owned by Buyer or its affiliates
and established for the sole purpose of purchasing the Property, provided, however, that no
such assignment shall relieve Buyer of any of its obligations hereunder until Closing
is complete. Buyer is entering into this Agreement for and on behalf of a related special
purpose entity titled ARHC MNPERIL001, LLC ("Approved Assignee") and intends to assign Approved Assignee its rights
hereunder prior to Closing


 


25.     Attorneys'
Fees. In any action between Buyer and Seller as a result of failure to perform or a default
under this Agreement, the prevailing party shall be entitled to recover from the other
party, and the other party shall pay to the prevailing party, the prevailing party's reasonable attorneys' fees and disbursements
and court costs incurred in such action.


 


26.     Counterparts.
This Agreement may be executed in one or more counterparts, all of which shall be considered
one and the same agreement, and shall become a binding agreement when one or more counterparts have been signed by each of the
parties and delivered to the other party. Signatures on this Agreement which are transmitted by electronically shall be
valid for all purposes; however any party shall deliver an original signature on this Agreement
to the other party upon request.


 



    	17



    	 



    

 


27.     Anti-Terrorism.Neither Buyer or Seller, nor any of their affiliates, are in violation of any Anti-Terrorism Law (as hereinafter defined) or engages in or conspires to engage in any transaction that evades or avoids, or has the purpose
of evading or avoiding, or attempts to violate, any of the prohibitions set forth in any Anti-Terrorism
Law. "Anti-Terrorism Laws" shall mean any laws relating to terrorism or money
laundering, including: Executive Order No. 13224; the Uniting and Strengthening America
by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001, Public Law 107-56, as the same
has been, or may hereafter be, renewed, extended, amended or replaced; the applicable laws
comprising or implementing the Bank Secrecy Act; and the applicable laws administered
by the United States Treasury Department's Office of Foreign Asset Control (as any
of the foregoing may from time to time be amended, renewed, extended, or replaced).


 


[SIGNATURES APPEAR ON THE FOLLOWING PAGES]


 



    	18



    	 



    

 


IN WITNESS WHEREOF,
the parties hereto have executed this Agreement as of the Effective Date.


 


	BUYER:	 	 	SELLER:
	 	 	 	 
	AMERICAN REALTY CAPITAL V, LLC	 	 	PEORIA MOB OWNERS, LLC
	By:	/s/ William M. Kahane	 	By:	/s/ Malcolm S. Sina
	Name:	William M. Kahane	 	Name:	Malcolm S. Sina
	Title:  	President	 	Title:  	Authorized Representative
	Date:  	8/10/11	 	Date:  	8/11/11


 


THE UNDERSIGNED HEREBY ACKNOWLEDGES
AND AGREES TO BE BOUND BY THE TERMS OF THIS AGREEMENT RELATING TO ESCROW AGENT AND THE DEPOSIT.


 


ESCROW AGENT:


 


CHICAGO TITLE INSURANCE COMPANY


 


	 
	By:	 
	 	 
	Name:	 
	 	 
	Title:	 
	 	 
	Date:	 


 



    	19



    	 



    

 


EXHIBITS


 


	Exhibit A	 	Legal Description of Demised Premises
	 	 	 
	Exhibit B	 	Form of Assignment and Assumption of Ground Lease
	 	 	 
	Exhibit C	 	Form of Assignment and Assumption of Lease
	 	 	 
	Exhibit D	 	Form of Bill of Sale
	 	 	 
	Exhibit E	 	Form of Assignment of Contracts, Permits, Licenses and Warranties
	 	 	 
	Exhibit F	 	Form of Tenant Estoppel
	 	 	 
	Exhibit Fl	 	Form of Ground Lessor Estoppel Certificate
	 	 	 
	Exhibit 0	 	Form of Guarantor Estoppel
	 	 	 
	Exhibit H	 	Form of Tenant Notice
	 	 	 
	Exhibit I	 	Warranties
	 	 	 
	Exhibit J	 	Due Diligence Items


 



    	 



    	 



    

 


LEGAL DESCRIPTION OF PROPERTY


 



    	A-1



    	 



    

 


EXHIBIT A


 


LOT 2 IN SUD PLAZA SUBDIVISION,
SECTION 2, BEING A SUBDIVISION OF PART OF THE SOUTHEAST QUARTER OF SECTION 31, TOWNSHIP
10 NORTH, RANGE 8 EAST OF THE FOURTH PRINCIPAL MERIDIAN, PEORIA COUNTY, ILLINOIS, AS
SHOWN ON THE PLAT OF SUD PLAZA SUBDIVISION SECTION 2, RECORDED JUNE 13, 2007, AS DOCUMENT
NUMBER 07-19035 IN PLAT BOOK 11 AT PAGES 33 AND 34.


 



    	 



    	 



    

 


EXHIBIT B


 





 



FORM OF ASSIGNMENT AND ASSUMPTION OF GROUND LEASE


 


______________________("Assignor"),
in consideration of the sum of Ten and No/100 Dollars ($10.00) in hand paid and
other good and valuable consideration, the receipt of which is hereby acknowledged, hereby assigns, transfers, sets
over and conveys to ______________________ ("Assignee"), all of Assignor's right, title and interest in and
to that certain Ground Lease dated ______________________, between ____________, as Lessor, and Assignor, as Lessee, (as
amended from time to time, the "Ground Lease").


 


Assignor
does hereby agree to defend, indemnify and hold harmless Assignee from any liability,
damages (excluding speculative damages, consequential damages and lost profits), causes of action, expenses and reasonable
attorneys' fees incurred by Assignee by reason of the failure of Assignor to have fulfilled,
performed and discharged all of the various commitments, obligations and liabilities
of the Lessee under and by virtue of the Ground Lease prior to the date of this Assignment.
Assignee does hereby agree to defend, indemnify and hold harmless Assignor from any
liability, damages (excluding speculative damages, consequential damages and lost profits),
causes of action, expenses and reasonable attorneys' fees incurred by Assignor by reason
of the failure of Assignee to have fulfilled, performed and discharged all of the various commitments,
obligations and liabilities of the Lessee under and by virtue of the Ground Lease on and after the date of this Assignment.


 


By executing
this assignment, Assignee hereby accepts the assignment of and assumes the Lessee's obligations set forth in the Ground
Lease from and after the date hereof.


 


IN
WITNESS WHEREOF, Assignor and Assignee have executed this Assignment this  day of , 2011, which Assignment is effective
this date. This Assignment may be executed in counterparts, which when taken together shall
be deemed one agreement.


 


	ASSIGNOR:	 	ASSIGNEE:
	 	 	 
	By:	 	 	By	 
	Name:	 	 	Name:	 
	Title:	 	 	Title:	 


  



    	B-1



    	 



    

 


EXHIBIT C 


 


FORM OF


ASSIGNMENT AND ASSUMPTION OF LEASE , GUARANTY
AND SECURITY


DEPOSIT


 


________________________
("Assignor"), in consideration of the sum of Ten and No/100 Dollars ($10.00)
in hand paid and other good and valuable consideration, the receipt of which is hereby acknowledged, hereby assigns, transfers,
sets over and conveys to  ("Assignee"), all of Assignor's right, title and interest
in and to that certain Lease dated________________________, between Assignor and ________________________(as
amended from time to time, the "Lease"), including any and all security deposits
under the Lease together with all of Assignor's right, title and interest in and to
that certain Guaranty of Lease dated ________________________, between Assignor and ________________________ (as amended
from time to time, the "Guaranty").


 


Subject to the limitations
set forth below, Assignor does hereby agree to defend, indemnify and hold harmless Assignee
from any liability, damages (excluding speculative damages, consequential damages and
lost profits), causes of action, expenses and reasonable attorneys' fees incurred by
Assignee by reason of the failure of Assignor to have fulfilled, performed and discharged
all of the various commitments, obligations and liabilities of the lessor, or landlord
under and by virtue of the Lease prior to the date of this Assignment. Subject to the limitations set forth below, Assignee does
hereby agree to defend, indemnify and hold harmless Assignor from any liability, damages (excluding speculative damages,
consequential damages and lost profits), causes of action, expenses and reasonable attorneys'
fees incurred by Assignor by reason of the failure of Assignee to have fulfilled, performed
and discharged all of the various commitments, obligations and liabilities of the Landlord under and by virtue of the Lease
on and after the date of this Assignment.


 


IN
WITNESS WHEREOF, Assignor and Assignee have executed this Assignment this  day of , 2011, which Assignment is effective
this date. This Assignment may be executed in counterparts, which when taken together shall
be deemed one agreement.


 


	
	ASSIGNOR: 	 
	 	 
	By:	 	 
	 	Name:	 	 
	 	Title:	 	 
	 	 	 	 
	ASSIGNEE: 	 
	 	 



 



    	C-1



    	 



    

 


	By:	 	 
	 	Name:	 	 
	 	Title:	 	 






 



    	C-2



    	 



    



 


EXHIBIT
D


FORM
OF BILL OF SALE


 


For valuable consideration, the receipt
and sufficiency of which is hereby acknowledged, ____________________________, a ____________________________, having an
address at ____________________________ ("Seller"), hereby bargains, sells, conveys and transfers to
____________________________ ("Buyer"), a ____________________________, all of Seller's
right, title and interest in and to those certain items of personal and intangible property (including any warranty made by
third parties in connection with the same and the right to sue on any claim for relief under such warranties)
(the "Personal Property") located at or held in connection with that certain
real property located in the State of ____________________________  as more particularly described on Schedule A
attached hereto and made a part hereof.


 


Seller has not made and does not make any express
or implied warranty or representation of any kind whatsoever with respect to the Personal
Property, including, without limitation, with respect to title, merchantability of the Personal Property or its fitness
for any particular purpose, the design or condition of the Personal Property; the quality
or capacity of the Personal Property; workmanship or compliance of the Personal Property
with the requirements of any law, rule, specification or contract pertaining thereto;
patent infringement or latent defects. Buyer accepts the Personal Property on an "as is, where is" basis.


 


IN WITNESS
WHEREOF, Seller has caused this instrument to be executed and delivered as of thisday
of _______, 2011.


 


	SELLER:	 
	 	 
	By:	 	 
	 	 	 
	Name:	 	 
	 	 	 
	Title:	 	 



 



    	D-1



    	 



    

 


SCHEDULE A


 


TO BILL OF SALE


 


(Add
legal description of Real Property]


 



    	D-2



    	 



    

 


FORM OF
ASSIGNMENT OF CONTRACTS, 


PERMITS,
LICENSES AND WARRANTIES


 


THIS
ASSIGNMENT, made as of theday of _______, 2011, by ________________ a ________________ ("Assignor"), to
________________ a________________________________("Assignee").


 


WITNESSETH:


 


WHEREAS, by Agreement of Purchase and Sale
(the "Purchase Agreement") dated as of ________ , 2006, between Assignor and Assignee, Assignee has agreed to
purchase from Assignor as of the date hereof, and Assignor has agreed to sell to Assignee, that certain property


located at ______________________ (the
"Property"); and


 


WHEREAS,
Assignor desires to assign to Assignee as of the date hereof all of Assignor's right,
title and interest in contracts, permits, trademarks, licenses and warranties held by Assignor in connection with the Property,
including without limitation any and all guaranties of leases relating to the Property (collectively, the "Contracts").


 


NOW THEREFORE,
in consideration of the premises and the mutual covenants herein contained, the Assignor hereby assigns, sets over and transfers
unto Assignee to have and to hold from and after the date hereof all of the right, title and interest of Assignor in, to and under
the Contracts. Assignor agrees without additional consideration to execute and deliver
to Assignee any and all additional forms of assignment and other instruments and documents that may be reasonably
necessary or desirable to transfer or evidence the transfer to Assignee of any of Assignor's right, title and interest to
any of the Contracts.


 


This Assignment shall be governed by the laws of the
State of applicable to agreements made and to be performed entirely within said State.


 


IN WITNESS
WHEREOF, Assignor has duly executed this Assignment as of the date first above written.


 


	ASSIGNOR:
	 
	a	 
	 
	By:	 
	Name:	 
	Title:	 



 



    	E-1



    	 



    

 


EXHIBIT F


 


FORM OF TENANT ESTOPPEL


 


The
undersigned hereby certifies to American Realty Capital V, LLC ("Buyer"), __________________ ("Lender")
and their respective successors and assigns as follows:


 


1.      The
undersigned is the tenant under that certain [Lease Agreement] dated as of ____, [as amended by [insert any
modifications to Lease] ([collectively,] the "Lease") by and
between ___________________ ("Landlord") and ___________________ ("Tenant"), pursuant to which
Tenant leases that real property located at ______________________________________ (the
"Premises").


 


2.      Except
as set forth above, the Lease has not been modified, changed, altered, supplemented or amended in any respect, nor have
any provisions thereof been waived.


 


3.      The
Lease is valid and in full force and effect on the date hereof. The Lease represents the entire agreement between Landlord and
Tenant with respect to the Premises and the land on which the Premises are situated.


 


4.      Tenant
is not entitled to, and has made no agreement with Landlord or its agents or employees concerning,
free rent, partial rent, rebate of rent payments, credit or offset or reduction in rent,
or any other type of rental concession including, without limitation, lease support payments, lease buy-outs, or assumption
of any leasing or occupancy agreements of Tenant.


 


5.      The
initial term of the Lease began on ____________ and expires on  ____________ , 20 . The Rent Commencement Date was
____________ . Tenant has accepted possession of the Premises and is open for business.
Tenant has not sublet all or a portion of the Premises to any sublessee and has not assigned, transferred or
encumbered any of its rights or interests under the Lease.


 


6.      Tenant
has no outstanding options or rights to renew or extend the term of the Lease, except ____________ . Tenant has no outstanding
expansion options, other options, rights of first refusal or rights of first offer to purchase
the Premises or any part thereof and/or the land on which the Premises are situated, or rights of first offer to lease
with respect to all or any part of the Premises under the Lease, except ____________


 


7.      The
[Base Annual Rent] payable under the Lease is $ ____________ monthly). Such [Base
Annual Rent] payable under the Lease shall be adjusted during the initial term of
the Lease as follows: ____________ per year. No such rent (excluding security deposits)
has been paid more than one (1) month in advance of its due date.


 


8.      Tenant's
security deposit, if any, is $ ____________ (if none, please state "none").


 


9.      No
event has occurred and no condition exists that constitutes, or that with the giving of notice or the lapse of time or both, would
constitute, a default by Tenant or, to the best knowledge
of Tenant, Landlord under the Lease. Tenant has no existing defenses or offsets against the enforcement of the Lease by
Landlord.


 



    	F-1



    	 



    

 


10.      (a)All required contributions by
Landlord to Tenant on account of Tenant's improvements have been received by Tenant and all
of Tenant's tenant improvements have been completed in accordance with the terms of the Lease.


 


(b)      Landlord has satisfied all its obligations
to Tenant arising out of or incurred in connection with the construction of the tenant improvements
on the Premises and no off-set exists with respect to any rents or other sums payable or to become payable by the Tenant
under the Lease.


 


11.      The
undersigned is duly authorized to execute this Certificate on behalf of Tenant.


 


Dated: ____________, 2011


 


	TENANT:	 
	,a	 	 
	By:	 
	 	Name:	 
	 	Title:	 


 






    	F-2



    	 



    




 


EXHIBIT Fl 


 


GROUND
LESSOR ESTOPPEL CERTIFICATE
 


__________________      2011


 


___________________________("Purchaser")


106 York Road


Jenkintown, PA 19046


 


		Re:	______________________ as more particularly described on



    Exhibit A (the "Property")


 


Ladies and Gentlemen:


 


The
undersigned, _______________ (together with its successors and assigns, "Lessor"), as
Lessor under that certain ground lease dated _______________ between Lessor and  _______________ (together with its
successors and assigns, "Ground Tenant') (as amended, supplemented
and/or modified from time to time, the "Lease") which covers
a portion of the Property therein described (the "Premises"), hereby
certifies to Purchaser and any lender, mortgagee or beneficiary under a deed
of trust, and their successors and assigns as follows, as of the date hereof:


 


1.      Lessor is the fee owner of the
Property. No third party has an option or preferential right to purchase all or any part
of Lessor's interest in the Premises. Lessor has not encumbered or mortgaged its
fee interest in the Premises, except to _______________ Ground Tenant is the tenant under the
Lease and to Lessor's actual knowledge is the owner of the leasehold estate in the Premises.


 


2.      The
Lease is in full force and effect. There are no other agreements other than the Lease, whether oral or written, between Ground
Tenant and Lessor concerning the Premises or the Property.


 


3.      There have been no amendments,
assignments or modifications of the Lease except as set forth on Exhibit B.


 


4.      The
current rent payable under the Lease is $ ___________per annum, payable in ______
installments, and has been paid in full through _______________ . The monthly common area
or other charges are $ _______________. No rent or other charge due from Ground Tenant to Lessor is overdue.


 


5.      The
term of the Lease commenced on  _______ and expires on _______________ , subject to the right to extend the term of the
Lease for ____ additional periods of years each the "Term"). Lessor
does not have a right of first refusal or right of first offer with respect to the
Premises or the option to purchase the Premises at any time during the term of the Lease.


 


6.      Lessor
has not delivered or received any notices of default under the Lease; there is no
default by Ground Tenant or Lessor under the Lease, nor has any event or omission occurred
which, with the giving of notice or the lapse of time, or both, would constitute a default thereunder.
Lessor has no actual knowledge of any claims by others against Ground Tenant relating to the Premises or the use thereof.


 



    	F-3



    	 



    




  


7,      Any
improvements required by the terms of the Lease to be made by Ground Tenant have been completed to the satisfaction of Lessor
and any improvements required by the terms of the Lease to be made by Lessor have been completed
to the satisfaction of Ground Tenant. Ground Tenant's current use and operation of
the Premises complies with any use covenants or operating requirements contained in
the Lease and all applicable laws. Lessor has not received written notice of any pending eminent domain proceedings or
other governmental actions or any judicial actions of any kind against Lessor's interest in the Premises.


 


8.      Lessor's
consent is not required for Ground Tenant to grant a mortgage or deed of trust
on Ground Tenant's interest in the Lease (a "Leasehold Mortgage" and
the holder of a Leasehold Mortgage, its successors and assigns, the "Leasehold
Mortgagee"). In the event of any inconsistency between the terms of the Lease
and this paragraph 8, the terms of this paragraph 8 shall govern. Lessor acknowledges
that the Leasehold Mortgagee upon closing of the Leasehold Mortgage shall be a beneficiary of the rights granted to any
leasehold mortgagee in the Lease and shall have the right to contractually enforce such rights against Lessor and its
successors and assigns in accordance with the terms of the Lease.


 


IN WITNESS WHEREOF, the parties
hereto have caused this Estoppel to be executed as of the day and year first above written.


 


	LESSOR:	 
	 	 
	By:	 	 
	Name:	 
	Title:	 



 






    	F-4



    	 



    
  


EXHIBIT G 


GUARANTOR ESTOPPEL CERTIFICATE


 


The undersigned hereby certifies to
American Realty Capital V, LLC ("Buyer"), _______________ ("Lender") and their respective
successors and assigns as follows:


 


1.      The undersigned ("Guarantor") is
the guarantor of that certain [Lease Agreement] dated as of _______________ ,
as amended by [insert amendments] ([collectively,] the "Lease") by and between _______________________ ("Landlord") and
_______________________ ("Tenant"), pursuant to which Tenant leases from Landlord the land and building
located at _______________________ , as more particularly described in the Lease (the "Premises"). Such
guaranty is made pursuant to that certain Guarantee dated as of _______________ (the "Guaranty") from
Guarantor to Landlord and attached hereto.


 


2.      The
Guaranty has not been modified, changed, altered, supplemented or amended in any respect, nor have any provisions thereof
been waived.


 


3.      The Guaranty is valid and in full force
and effect on the date hereof.


 


4.      No voluntary actions or, to Guarantor's
knowledge, involuntary actions are pending against Guarantor under the bankruptcy laws of the United States or any state thereof.


 


5.      This
Certificate is delivered to induce Buyer to acquire the Premises and Lender to provide
financing in connection with such acquisition, with the understanding that Buyer and Lender shall rely upon the truth of
the matters set forth in this Certificate.


 


The undersigned is duly authorized
to execute this Certificate on behalf of Guarantor. 


 


Dated: ____________, 2011


            ____________


  


	 	GUARANTOR:
	 	_____________,a ________________________
	 	By:	 
	 	 	Name:
	 	 	Title:







  



    	G-1



    	 



    

 


EXHIBIT H


 


FORM OF NOTICE TO
TENANT


 


TO: [Tenant]


 


Re: Notice of Change of Ownership of _____


 


Ladies and Gentlemen:                                      ___________________


 


YOU ARE HEREBY NOTIFIED AS FOLLOWS:


 


That as of the date hereof,
the undersigned has transferred, sold, assigned, and conveyed all of its right, title
and interest in and to the above-described property, (the "Property") to [INSERT NAME OF BUYER] (the
"New Owner") and assigned to New Owner, all of the undersigned's right, title and interest under that certain
Lease, dated ________ , between _______ as tenant and _____________ as
landlord (the "Lease"), together with any security deposits or letters of credit held thereunder.


 


Accordingly, New Owner is the landlord
under the Lease and future notices and correspondence with respect to your leased premises
at the Property should be made to the New Owner at the following address:





 





		 
		 
		 








   


You will receive
a separate notification from New Owner regarding the new address for the payment of rent.
In addition, to the extent required by the Lease, please amend all insurance policies
you are required to maintain pursuant to the Lease to name New Owner as an additional insured thereunder and promptly provide
New Owner with evidence thereof.


 


	Very truly yours,
	[PRIOR LANDLORD)
	 	 
	By:	 
	Name:	 
	Title:	 


 



    	 



    	 



    

 


EXHIBIT
I


 



    	 



    	 



    

 


EXHIBIT J


DUE DILIGENCE ITEMS


 


		1.	Updated set of tenant financials to be provided through the Closing Date to extent reasonably
available to Seller and consistent with Tenant reporting requirements.



 


		2.	A copy of any consent order imposed on the facility.



 


		3.	A copy of all regulatory correspondence relating to any physical plant or life safety
code deficiencies.



 


		4.	A copy of any documents relating to a waiver of life safety code or physical plant requirements.



  



    	 



    	 



    

 


Fidelity
National Title


 


6011 Columbus Plke, Lewis Center, OH 43035


 


SCHEDULE A


  


	Title Officer:	 	Title No.: 2011080013
	Escrow Officer:	 	Agent Order/File No.:
	Escrow No.:	2011080013	 
	Loan No.:	 	 


 


1.Effective
date:at 08:00 AM


 


	2.	Polley or Policies to be Issued:	Polley Amount
	 	 	$ 437,880.00


  (a)  Owner's Policy    (
ALTA Own, Policy (06/17/06) )





Proposed
insured:


Thomas
K, Pierce Trust 


 


(b)  Loan Policy         ( ALTA
Loan Policy (06/17/06) )


Proposed
Insured:


 





		3.	The estate or
interest in the land described or referred to In this Commitment Is: Fee Simple






 


		4.	Title to the Fee Simple estate or interest in the land Is at the Effective Date vested
in: Ford L. LeBoutilller, Trustee of the Ford LeBoutilller Trust U/A/D 9/24/2009



 


		5.	The land referred to In this Commitment is described as follows: SEE
EXHIBIT "Ah ATTACHED HERETO AND MADE A PART HEREOF



 


	
        Copyright
        2000.2009 American Land Title Association, All rights reserved,

         

        The
        use of this Form is restricted to ALTA licensees and ALTA members In good standing as of the date of use. All other
        1.1696 are prohibited. Reprinted under license from the American Land Title
        Association,
	AM
                                                        ERCCA N

        LAND Tint]

        Msc)ClATIoN



 


 


ATA Commitment
- 2006





 



    	 



    	 



    

 


Title No.:
2011080013


Agent Order/File
No.:


 


SCHEDULE B SECTION


 


REQUIREMENTS


 


		1.	Pay 2011 Summer taxes as to parcel 45-009-750-808-00 In the amount of $2,808.74.



 


		2.	Pay 2011 Summer taxes as to parcel 45-009-750-810-00 in the amount of $903.75.



 


		3.	Record Discharge of Mortgage to Fifth Third Bank recorded in Llber 950, Page 813 securing
a note in the original principal sum of $200,000, and other obligations described
therein. This mortgage secures an equity line of credit and/or revolving loan. The
Company requires a satisfactory written statement from the existing lender confirming: (a) the payoff amount, (b) that the
fine of credit has been closed, and no further draws/advances will be permitted and/or the
right to future advances has been terminated, and (c) agreeing to deliver a full satIsfactIon/release
upon payment of the outstanding balance.



 


		4.	Record a Certificate of Trust Existence and Authority identifying the trustee(s) of the
Ford LeBoutillier Trust U/A/D 9/24/2009 in accordance with MSA 26.745 (1-6)



 


		5.	Record Warranty Deed executed by Ford L. LeBoutillier, Trustee of the Ford LeBoutillier
Trust U/A/D 9/24/2009 to Thomas K. Pierce Trust.



 


END OF SCHEDULE B SECTION I


 


	
        Copyright
        2000-2000 American Land Title Association. All rights reserved.

         

        The
        use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses
        are prohibited. Reprinted under license from the American Land Title Association.
	Miran


AMERICAN


LAND
InTLE


Associn
NON







        



 


ALTA Commitment
- 2006


 


 



    	 



    	 



    

 


Title No.:
2011080013


Agent Order/File
No.:


 


SCHEDULE
B - SECTION II


EXCEPTIONS


 


Schedule B of the
policy or policies to be Issued will contain exceptions to the following matters unless the same are disposed of to the satisfaction
of the company:


 


		• 1.	Defects, liens, encumbrances, adverse claims or other matters, if any, created, first
appearing in the public records or attaching subsequent to the effective date hereof but prior to the date the proposed insured acquires
for value of record the estate or interest or mortgage thereon covered by this Commitment.









 


		2,	Rights or claims of parties in possession not shown by the public records.



 


		3.	Easements or claims of easements not shown by the Public Records and existing water, mineral,
oil and exploration rights.



 


		4.	Any encroachment, encumbrance, violation, variation or adverse circumstance affecting
the Title that would he disclosed by an accurate and complete survey of the Land.



 


		5,	Any lien, or right to a lien, for services, labor or material heretofore or hereafter
furnished, imposed by law and
not shown by Public Records






 


		6.	Restrictions upon the use of the premises not appearing in the chain of title to the land.



 


		7.	The dower, courtesy, homestead, community property, or other statutory marital rights,
if any, of the spouse of any individual insured,



 


		8.	Any and all oil, gas, mineral, mining rights and/or reservations thereof.



 


		9.	Those taxes and special assessments which become due and payable subsequent to date of
policy, or which are not shown as existing liens by the records of any taxing authority
that levies taxes or assessments on real property or by the public records.



 


		10.	The policy does not Insure against unpaid water, sewer, electric or gas charges, if any,
that have not been levied as taxes against these lands. ( Meter readings should be
obtained and adjusted between appropriate parties.)



 


1:1,.
The policy omits any covenants or restrictions, If any, based upon race, color, religion, sex, sexual orientation, handicap, familial
status, marital status, disability, national origin, ancestry, or source of income, as set forth in applicable state or federal
laws, except to the extent that said covenant, or restriction is permitted by applicable
law.


 


		12.	No Liability Is assumed by the company for tax increases occasioned by retroactive revaluation
or changes in land usage or loss of any homestead exemption status for the insured premises.



 


		13.	Rights of the public and any governmental unit in any part thereof taken, used, or deeded
for street, road, or highway purposes.



 


	
        Copyright
        2006-2000 American Land Title Association. All rights reserved.

         

        The
        use of this Form Is restricted to ALTA licensees and ALTA members


In good standing as of the date of use. NI other uses
        are prohibited.


Reprinted under license from the American Land Title Association.



 


 ALTA Commitment
- 2006 


 






    	 



    	 



    
 





Title No.:
2011080013 


Agent Order/File
No.:


 


SCHEDULE
B - SECTION II


EXCEPTIONS


(Continued)


 


		14.	Mortgage executed by Ford L. Ford, NKA Ford LeBoutillier, a single person, to Fifth Third
Bank, dated July 25, 2007, recorded August 20, 2007 In Liber 950, Page 813, securing
a note in the original principal sum of $200,000, and other obligations described therein.
This mortgage secures an equity line of credit and/or revolving loan.



 


		15.	2010 and prior taxes are paid. 2011 Summer tax amount: $2,808.74 DUE. 2010 Winter tax
amount: $427.21. Taxable Value for 2011: $110,631, SEV for 2011: $156,400. School
District 45020. 0% Homestead. Permanent Parcel No. 45-009-750-808-00



 


		16.	2010 and prior taxes are paid. 2011 Summer tax amount: $903.75 DUE. 2010 Winter tax amount:
$129.41. Taxable Value for 2011: $35,598. SEV for 2011: $67,500. School District 45020,
0% Homestead, Permanent Parcel No. 45-009-750-810-00



 


		17.	Oil, Gas and Mineral Rights, and all rights Incident thereto, are not examined.



 


END OF SCHEDULE B SECTION II


 


	
        Copyright
        2006-2009 American Land Title Association. All rights reserved.

         

        The
        use of this Form is restricted to ALTA licensees and ALTA


members in good standing as of the date of use. All other uses
        are


prohibited. Reprinted under license from the American Land Title


Association.
	BMW =       


AMERICAN



LANL?          


        AssoefffrioN



 


ALTA Commitment
- 2006


  



    	 



    	 



    

 


Title No.:
2011080013 


Agent Order/File
No.:


 


LEGAL
DESCRIPTION 


EXHIBIT
"A"


 


THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE
COUNTY OF LEEt.ANAU, STATE OF MICHIGAN, AND IS DESCRIBED AS FOLLOWS:


 


Lot 10 and the
East 1/2 of Lot 8, Block 8, Village of Leland, according to the plat thereof as recorded In Llber 1 of Miscellaneous
Records, Pages 422 and 423.


 


SITUATED IN THE
TOWNSHIP OF LELAND, COUNTY OF LEELANAU, STATE OF MICHIGAN


 


ALTA Commitment
– 2006