EX-10.1






THIRD AMENDMENT

TO

AGREEMENT FOR PURCHASE AND SALE




     This THIRD AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (this “Amendment”) is made and
entered into this 15th day of May, 2009, by and between the undersigned selling entities
(collectively, “Seller”) and ROBERT KO (“Buyer”).



Recitals





	 	A.	 	Seller and Buyer are parties to that certain Agreement for Purchase and Sale of Real
Property and Escrow Instructions dated effective April 21, 2009, as amended by First
Amendment to Agreement for Purchase and Sale dated May 6, 2009, and Second Amendment to
Agreement for Purchase and Sale dated May 12, 2009 (as amended, the “Purchase Agreement”),
for that certain real property located in Orange County, California, commonly known as 901
Civic Center Drive, Santa Ana, California, as more particularly described therein.
Capitalized terms used in this Amendment and not defined herein shall have the meanings
given such terms in the Purchase Agreement.






	 	B.	 	Seller and Buyer mutually desire to amend the Purchase Agreement as provided below.





     NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, Seller and Buyer agree as follows.




	 	1.	 	Financing Contingency. The final day of the Financing Contingency Period is hereby
further extended to May 22, 2009, for the sole purpose of obtaining a letter from the City
of Santa Ana Building Department or any other evidence reasonably acceptable to Buyer
indicating that any environmental issues related to the UST formerly located on the site,
removed in or about 1979, were resolved by issuance of the building permit(s) issued in or
about 1979 for the building currently located on the Property. The information provided by
the Seller must be approved by Buyer’s lender and cause Buyer’s lender to waive the existing
requirement to conduct a Phase II environmental assessment.






	 	2.	 	No Other Amendments. Except with respect to the amendments expressly set forth in this
Amendment, the Purchase Agreement remains unmodified in all other respects and in full force
and effect. This Amendment is entered into pursuant to, and is intended to be read together
and consistent with, the Purchase Agreement. However, if any inconsistencies exist between
this Amendment and the Purchase Agreement, the provisions of this Amendment shall prevail
over anything to the contrary in the Purchase Agreement.





     3. Counterparts. This Amendment may be executed in counterparts. Facsimile or .pdf
delivery shall be sufficient to form a binding agreement.



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



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 
	 	 

	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	SELLER:
	 	 
	 	 

	 	 
	 	 
	 	 
	 	 
	 	 
	 	BUYER:
	 	 
	 	 
	 
	 	 
	 	 

	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	NNN VF 901 CIVIC, LLC,	 	 	 	 	 	 	 	 	 	 	 	 
	a Delaware limited liability company	 	 	 	 	 	 	 	/s/ Robert Ko	 	 	 	 
	 
	 	 
	 	 

	 	 
	 	 
	 	 
	 	 
	 	 
	 	 

Robert Ko
	 	

 
	 	

 
	By:	 	 	 	Grubb & Ellis Realty Investors, LLC,
	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	a Virginia limited liability company,
	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	Its Vice President
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 
	 	 

	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 
	 	 
	 	By:

	 	 
	 	/s/ Jeffrey T. Hanson
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 
	 	 
	 	Name:

	 	 
	 	Jeffrey T. Hanson
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 
	 	 
	 	Title:

	 	 
	 	Chief Investment Officer
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 
	 	 
	 	 

	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	NNN 901 CIVIC, LLC,	 	 	 	 	 	 	 	 	 	 	 	 
	a Delaware limited liability company	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 
	 	 

	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	By:	 	 	 	Grubb & Ellis Realty Investors, LLC,
	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	a Virginia limited liability company,
	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	Its Manager
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 
	 	 

	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 
	 	 
	 	By:

	 	 
	 	/s/ Jeffrey T. Hanson
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 
	 	 
	 	Name:

	 	 
	 	Jeffrey T. Hanson
	 	 
	 	 
	 	 
	 	 
	 	 
	 	 
	 
	 	 
	 	Title:

	 	 
	 	Chief Investment Officer