Exhibit 10. 3



SECOND AMENDMENT TO

PURCHASE AND SALE AGREEMENT



THIS SECOND AMENDMENT
TO PURCHASE AND SALE AGREEMENT ("Amendment") dated the 10th day of May 2013, by and between MILLER CREEK RESIDENCES,
LLC ("Seller") and TRADE STREET OPERATING PARTNERSHIP, L.P. ("Buyer").



WITNESSETH:



WHEREAS, Seller and
Buyer entered into that certain Purchase and Sale Agreement having an Effective Date of February 22, 2013, as amended by that certain
First Amendment to Purchase and Sale Agreement dated April 8, 2013 (collectively "Agreement"); and



WHEREAS, the parties
desire to amend certain terms and provisions of the Agreement as hereinafter set forth.



NOW, THEREFORE, in
consideration of Ten Dollars ($10.00) and other good and valuable consideration, the receipt, adequacy and sufficiency of which
is hereby acknowledged, the parties intending to be legally bound, hereby agree as follows:



1.          The recitations
heretofore set forth are true and correct and are incorporated herein by this reference.



2.          The Agreement
as amended by this Amendment remains in full force and effect. To the extent of any inconsistency between the terms of this Amendment
and the terms of the Agreement, the terms of this Amendment shall supersede and control to the extent of such inconsistency. Terms
not otherwise defined herein shall have the meaning set forth in the Agreement.



3.          Section 6.1(c)
of the Agreement is hereby amended to reflect that the definition of "Inspection Period" shall expire at the end of May
14, 2013.



4.          The Final Deposit
shall be paid by Buyer to Escrow Agent on or before May 16, 2013.



5.          Buyer confirms
that it has completed its physical inspection of the Improvements and waives its right to terminate the Agreement based on the
conditions of the Improvements; subject, however, to Seller's obligations to complete construction of the Improvements pursuant
to Section 9 of the Agreement.



6.          This Amendment
may be executed in any number of counterparts, each of which, when executed, shall be deemed an original and all of which shall
be deemed one and the same instrument. Facsimile transmission signatures of this Amendment shall be deemed to be original signatures.











IN WITNESS WHEREOF,
the parties have executed this Amendment as of the day and year first above written.





| | SELLER:                                 
| | ----------------------------------------
| |                                         
| | MILLER CREEK RESIDENCES, LLC, a         
| | Delaware limited liability company      
| |                                         
| | By: RMD-Memphis, LLC, an Alabama limited
| | Liability company, its Manager          





| | By:    | /s/ Robert B. Crumpton III
| | ------ | --------------------------
| | Name:  | Robert B. Crumpton III    
| | Title: | Manager                   
| | Date:  | 5/10/13                   







| | BUYER:                       
| | -----------------------------
| |                              
| | TRADE STREET OPERATING       
| |                              
| | PARTNERSHIP, L.P., a Delaware
| | limited partnership          



| | By: | Trade Street OP GP,. LLC, a Delaware  
| | --- | --------------------------------------
| |     | limited liability company, its General
| |     | Partner                               
| |     |                                       
| |     | By:                                   
| |     |                                       
| |     |                                       



| |  |  | By:    | /s/ Bert Lopez
| |  |  | ------ | --------------
| |  |  | Name:  | Bert Lopez    
| |  |  | Title: | COO/CFO       
| |  |  | Date:  | 5/10/13