Exhibit 10.2


FIRST AMENDMENT TO

PURCHASE AND SALE AGREEMENT


THIS FIRST AMENDMENT
TO PURCHASE AND SALE AGREEMENT (this “First Amendment”) is made and entered into as of June 12, 2017
(the “Amendment Effective Date”), by and between Verandas at Mitylene, LLC, a Delaware limited
liability company ("Seller"), and Inland Real Estate Acquisitions, Inc., an Illinois corporation
("Purchaser").


WITNESSETH THAT:


WHEREAS, Purchaser
and Seller entered into that certain Purchase and Sale Agreement, dated May 30, 2017 (the "Contract"),
with respect to certain real property located in Montgomery County, Alabama, and being more particularly described in the Contract;
and


WHEREAS, Purchaser
and Seller desire to amend the Contract as hereinafter set forth.


NOW, THEREFORE, for
and in consideration of the mutual covenants contained herein, the sum of Ten Dollars ($10.00) and other good and valuable consideration,
paid by each of the parties hereto to the other, the receipt and sufficiency of which are hereby acknowledged, Purchaser and Seller
hereby agree as follows:


1.                 
Definitions. Capitalized terms used herein and not otherwise defined
herein shall have the meanings respectively ascribed to them in the Contract. 


2.                 
Extension of Closing Date. The first sentence of Section 4.1 of the Contract
is hereby deleted in its entirety and the following is substituted in lieu thereof:


"The consummation
of the transaction as contemplated hereby ("Closing") shall be held at the office of Escrow Agent on July 27,
2017 via escrow funds and fully executed documents where neither the Purchaser nor the Seller nor either party’s attorneys
are required to be present."


3.                 
Miscellaneous Purchase Price Credits. Article 5 of the Contract is hereby
amended to add the following provision as Section 5.9 thereof:


5.9       Miscellaneous
Purchase Price Credits.


(a)       Credit
for Property Improvements. Purchaser has notified Seller of certain improvements to the Property that Purchaser will require
to approve the condition of and close its acquisition of the Property. The subject improvements are collectively referred to herein
as the "Required Improvements." To induce Purchaser to approve the condition of the Property and waive
all conditions in the Contract in favor of Purchaser related thereto, Purchaser and Seller agree that Purchaser shall receive at
Closing a credit against the Purchase Price at Closing equal to the total amount of Eighty Thousand One Hundred and 00/100 Dollars
($80,100.00) for the completion of all of the Required Improvements (the "Required Improvements Credit").
Regardless whether the Required Improvements Credit is sufficient to complete the Required Improvements, Purchaser's credit against
the Purchase Price in the amount of the Required Improvements Credit shall be Purchaser's sole and exclusive remedy for the existence
and performance of the Required Improvements, it being agreed between the parties hereto that the Required Improvements Credit
is a reasonable estimate thereof, and Purchaser hereby expressly waives and relinquishes any and all other remedies at law or in
equity relating to or arising from the Required Improvements.




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(b)       Credit
for Radon Mitigation. Purchaser alleges that certain of the units in the Property have been tested for and exceed the applicable
federal requirement for levels of radon in dwelling units of 4 picocuries/liter (pCi/L) of airborne radon (the "Identified
Radon Threshold"). Without acknowledging the existence of radon in any area of the Property or any units therein,
or any responsibility or liability arising from or relating to the alleged existence of radon at the Property, Purchaser shall
receive at Closing a credit against the Purchase Price equal to Three Thousand and no/100 Dollars ($3,000.00). Regardless whether
the Radon Mitigation Credit is an accurate or sufficient amount to mitigate any alleged radon in any area or unit(s) of the Property,
Purchaser's credit against the Purchase Price in the amount of the Radon Mitigation Credit shall be Purchaser's sole and exclusive
remedy for the alleged existence and mitigation of any and all radon at the Property, it being agreed between the parties hereto
that the Radon Mitigation Credit is a reasonable estimate thereof, and Purchaser expressly waives and relinquishes any and all
other remedies at law or in equity relating to or arising from the alleged existence and mitigation of any radon at the Property.


(c)Waiver
of Termination Right. Purchaser hereby waives its right of termination provided in Section 3.2 of the Contract.


4.                 
Article 5 of the Contract is hereby amended to add the following provision as Section 5.10
thereof:


5.10Section
3-14 Audit.Following the Closing, at no cost to Seller, Seller will allow Purchaser’s auditors to conduct an
audit of Seller’s books and records of the Property for the year of Closing and the two (2) years prior thereto, that qualify,
comply with and can be used in a public offering.  Purchaser’s audit rights shall survive Closing for six (6) months
following Closing.  Prior to Closing, Seller shall use commercially reasonable efforts to provide to Purchaser, at Purchaser’s
sole expense, all items set forth on Schedule 5.10 attached to this Agreement; provided, however, that Purchaser
may require additional documentation related to the audit of the Property.  Notwithstanding the foregoing, Seller shall not
be required to make or deemed to have made any additional representations to Purchaser other than as set forth in this Agreement. 
Seller's obligation to provide requested materials shall be limited only to information and documentation related to the completion
of the Section 3-14 audit of the Property.  Further, in the event Seller reasonably determines that providing the documentation
requested would be considered privileged or proprietary, Seller agrees to provide the information directly to Purchaser’s
auditors or allow Purchaser’s auditors to directly review such requested information,
whereupon Purchaser shall use commercially reasonable efforts to ensure that Purchaser’s auditors keep such information
confidential.


 


5.                 
Ratification. Except as amended hereinabove, the Contract remains unmodified
and is hereby ratified and confirmed for all purposes and in all respects. 


6.                 
Counterparts. This First Amendment may be executed in multiple, telecopied counterparts,
all of which shall constitute one and the same instrument. 




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7.                 
Entire Agreement. The Contract, as amended by this First Amendment, constitutes
the entire agreement of the parties with respect to the subject matter thereof and fully supersedes any and all prior or contemporaneous
written or oral agreements and understandings between the parties pertaining to such subject matter.


8.                 
Time of the Essence. Time is of the essence with respect to the Contract and
this First Amendment. 


 


[Signature pages
follow]




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IN WITNESS WHEREOF,
Purchaser and Seller have executed this First Amendment as of the Amendment Effective Date.


 


	 	
        SELLER:

         

        VERANDAS AT MITYLENE, LLC,

        a Delaware limited liability company

	 	 	 	 	 
	 	By:	
        FDC Development JV, LLC,

        a Delaware limited liability company, its sole
        Member

	 	 	 	 	 
	 	 	By:	
        Flournoy Development Company, LLC,

        a Georgia limited liability company, its Manager

	 	 	 	 	 
	 	 	 	By:	/s/ Thomas H. Flournoy
	 	 	 	 	Thomas H. Flournoy, its President


 


[Signatures continued on following page]


 




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[Signatures continued from preceding
page]


 


	 	
        PURCHASER:

         

        Inland
        Real Estate Acquisitions, Inc.,

        an Illinois corporation

	 	 	 
	 	By:	/s/ Mark J. Cosenza
	 	Name:	Mark J. Cosenza
	 	Title:	Senior Vice President


 


 


[End of signatures]




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Schedule 5.10


Section 3-14
Audit Materials


	

Verandas at Mitylene
	3-14 Audit Checklist
	Document
	Bank Statements
	Check Register (previous and current years)
	Payroll information
	Straight line rent schedule
	Entity - ownership structure (Information to be provided directly to Purchaser’s auditors, and not distributed to Purchaser)
	Organizational Chart (Information to be provided directly to Purchaser’s auditors, and not distributed to Purchaser)
	Leases
	Tenant Concessions
	Rent Roll - current year and year ending of the last 2 years
	Lease expiration report
	Security deposit report
	Market rent report
	Concessions report for each of the last 2 years 
	Year-end T12 for last 2 years
	Delinquency Report
	Tenant ledger for each of last 2 years
	YTD tenant ledger
	General ledger for last 2 years
	RE bill and proof of payment for last 2 years
	Unit style report
	Utility bills
	Service agreements not cancelable within 90 days
	Capital improvements completed over 2 years
	Certificate of Occupancy
	Detail on legal fees or matters related to property and tenants or claims
	Year end trial balances for current and previous years
	Management Agreement
	How Property management is paid including Proof


 




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