Common use of Financing Contingency Clause in Contracts

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are contingent upon Purchaser's ability to procure a commitment for first mortgage financing for the acquisition of the Property in an amount of not less than $4,875,000.00 with a 9.5% per annum constant interest rate and 20 year amortization (the "Financing Contingency") on or before October 21, 1996. Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7, 1996, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application Evidence"). In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21, 1996, then Purchaser shall have the option, upon written notice to Seller, exercised no later than October 21, 1996, to terminate this Agreement, in which case this Agreement shall become null and void without further action of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited into the escrow by Purchaser together with any interest accrued thereon, shall be delivered to Purchaser, and neither party shall have any further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996, the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closing." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations under The transactions contemplated by this Agreement are shall be contingent upon Purchaser's ability Buyer obtaining approval of a loan to procure finance and/or equity raise to secure up to one hundred (100%) percent, of the cash portion of the Purchase Price (the “Financing Amount”) no later than forty-five (45) days after the Agreement Date (the “Loan Approval Period”), for a commitment fixed or adjustable interest rate, which initial interest rate shall not exceed eight (8%) percent per annum and for first mortgage financing a term of at least five (5) years (the “Financing”). Buyer agrees to make a loan application for the acquisition Financing within ten (10) Business Days after the Agreement Date. If Buyer is unable to obtain a loan approval without reasonable conditions (including an appraisal of the Property in an amount of not less than $4,875,000.00 with a 9.5% per annum constant interest rate and 20 year amortization Company’s assets sufficient to support the Loan Amount) for the Financing (the "Financing Contingency"“Loan Approval”) on or before October 21prior to the expiration of the Loan Approval Period, 1996. Purchaser acknowledges Buyer may provide written notice to Company and agrees Shareholder stating that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7, 1996, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee Buyer has been received unable to obtain the Loan Approval and notify the Company and Shareholder that the Buyer has elected to either (i) waive the Loan Approval, in which event this Agreement will continue as if the Loan Approval had been obtained or an affidavit from Purchaser stating that Purchaser submitted said application (ii) terminate this Agreement. If Buyer fails to timely deliver written notice to the Shareholder and paid any application fee on Company prior to the expiration of the Loan Approval Period electing (i) or before October 7, 1996 ("Application Evidence"). In the event Purchaser has complied with the requirements set forth ii) in the preceding sentence, but is unable to satisfy then the Financing Contingency on or before October 21, 1996, then Purchaser Loan Approval shall have the option, upon written notice to Seller, exercised no later than October 21, 1996, to terminate this Agreementbe deemed waived, in which case event this Agreement shall become null will continue as if the Loan Approval had been obtained. If this Agreement is timely terminated as set forth above, then Buyer, Shareholder and void without further action of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited into the escrow by Purchaser together with any interest accrued thereon, Company shall be delivered to Purchaser, and neither party shall have any released from all further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of under this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996, any portion of the Financing Contingency from Buyer’s lender is not available on the Closing Date due to the failure of the Buyer’s lender to fund on an issued loan commitment due to reasons outside of the Buyer’s control, such as the failure of the Buyer’s lender, a disruption to the financial markets, a “Force Majeure Event” (as hereinafter defined) or the revocation of the issued loan commitment through no fault of the Buyer, then no later than five (5) days after Buyer receives written notice of Buyer’s lender’s revocation of an issued loan commitment or inability to fund the loan, Buyer may elect to terminate this Agreement and the Buyer, Company and Shareholder shall be deemed satisfied and the parties hereto shall released from all further obligations under this Agreement or Buyer may elect to proceed to Closing." 3. Except Until the Loan Approval is obtained, any due diligence material to be provided by the Shareholder and the Company as amended hereby, part of the Agreement application process shall be and remain unchanged and subject to the Due Diligence Limitations set forth in full force and effect in accordance with its terms. 4Section 1.5. This Amendment The Financing may be executed secured by, among other things, a first position security interest in counterparts each the assets of which the Company. For clarification, no shareholder of Buyer shall be deemed an original, but all required to provide a personal guaranty as a condition of which, when taken together shall constitute one and the same instrumentLoan Approval.

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are contingent upon Purchaser's ability to procure a commitment for first mortgage financing for the acquisition of the Property in an amount of not less than $4,875,000.00 2,250,000.00 with a 9.5% per annum constant interest rate and 20 year amortization (the "Financing Contingency") on or before October 21September 23, 1996. Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7, 1996within ten (10) business days from the date hereof, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 within ten ("Application Evidence")10) business days from the date hereof. In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21September 23, 1996, then Purchaser shall have the option, upon written notice to Seller, exercised no later than October 21September 23, 1996, to terminate this Agreement, in which case this Agreement shall become null and void without further action of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited theretofore deposited into the escrow by Purchaser ▇▇▇▇▇▇▇er together with any interest accrued thereon, shall be delivered to Purchaser, and neither party shall have any further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996Seller, the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closing." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are (STRIKE IF NOT APPLICABLE) 6.1 This offer is contingent upon Purchaser's ability to procure Buyer obtaining from an insurance company, bank, savings and loan association or other financial institution, or from any correspondent or agent thereof, a commitment for first mortgage financing for the acquisition of the Property to lend to Buyer a sum not less than $630,000.00 at a fixed interest rate not to exceed 10% per annum, payable in an amount equal monthly installments, including interest, amortized over a period of not less than $4,875,000.00 with 20 years and all due in not less than 10 years, or at a 9.5% per annum constant variable interest rate commencing at an interest rate not to exceed ___ per annum, amortized over a period of not less than ___ years and 20 year amortization all due in not less than ___ years, and in either case, with loan fees not to exceed ___ of the amount of the new loan (the "Financing Contingency") on or before October 21, 1996. Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7, 1996, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application EvidenceNew Loan"). In The New Loan shall be secured by a first deed of trust upon the event Purchaser has complied with Property and shall be upon the requirements set forth in following additional terms and conditions: None other than above, and upon such other terms and conditions as are usually required by such lender. 6.2 Buyer hereby agrees to diligently pursue obtaining the preceding sentenceNew Loan. If Buyer shall fail to notify its Broker, but is unable to satisfy the Financing Contingency on or before October 21, 1996, then Purchaser shall have the option, upon written notice to Escrow Holder and Seller, exercised no later than October 21, 1996, to terminate this in writing within 60 days following the Date of Agreement, that the New Loan has not been obtained, it shall be conclusively presumed that Buyer has either obtained said New Loan or has waived this New Loan contingency. 6.3 If, after due diligence, Buyer shall notify its Broker, Escrow Holder and Seller, in which case writing, within the time specified in Paragraph 6.2 hereof, that Buyer has not obtained said new Loan, this Agreement shall become null be terminated, and void without further action Buyer shall be entitled to the prompt return of the parties Buyer's Deposit and all Earnest Money theretof▇▇▇ ▇▇▇osited into the escrow any other funds deposited by Purchaser together or for Buyer with Escrow Holder or Seller, plus any interest accrued earned thereon, less only Escrow Holder and Title Company cancellation fees and costs, which Buyer shall be delivered to Purchaser, and neither party shall have any further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996, the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closingpay." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are contingent upon Purchaser's ability (a) If Buyer fails to procure a commitment for first mortgage financing for close on January 31, 2002, because Buyer is unable, or otherwise fails, to obtain the acquisition of HNB Loan or the Property in an amount of not less than $4,875,000.00 with a 9.5% per annum constant interest rate and 20 year amortization (the "Financing Contingency") on or before October 21HCIC Financing, 1996. Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7Seller may elect after January 31, 1996, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application Evidence"). In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21, 1996, then Purchaser shall have the option, upon written notice to Seller, exercised no later than October 21, 19962002, to terminate this Agreement, whereupon Buyer shall promptly thereafter reimburse Seller for all of Seller's out of pocket expenses incurred in which case connection with the negotiation of this Agreement and the Contemplated Transactions and all related activities (including accounting and legal costs), up to a maximum reimbursement of $300,000. Except as otherwise expressly provided in this Section 9.3, such reimbursement shall become null be Seller's and void without Insignia's sole remedy and all further action obligations of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited into under this Agreement will terminate, except that the escrow by Purchaser together with any interest accrued thereon, shall be delivered to Purchaserparties' obligations in Sections 11.2, and neither party shall have any further liability 11.3 will survive. (b) Notwithstanding the provisions of Section 9.3(a), if Buyer fails to provide to Seller on or before: (i) 5:00 p.m., E.S.T., Thursday, January 4, 2002, evidence or assurance reasonably satisfactory to Seller of HNB's approval (or waiver by HNB of such approval as a condition to making the HNB Loan) of Section 2.2(e) of this Agreement (i.e., the agreements between Buyer and Insignia relating to the otherprospective participation of Insignia as a lender in the HNB Loan); or (ii) 5:00 p.m. E.S.T., except for those covenants Thursday, January 4, 2002, evidence or assurance reasonably satisfactory to Seller of HNB's approval (or waiver by HNB of such approval as a condition to making the HNB Loan) of the terms and obligations hereunder which expressly survive conditions of the termination formation of Buyer including the contribution of 100% of the equity interests of the Shareholders' Companies (as such term is used in the HNB Commitment) and of this Agreement. In Agreement and other documents and agreements supporting and evidencing the event Purchaser fails to deliver such notice same; or (iii) 5:00 p.m. E.S.T., Tuesday, January 15, 2002, evidence or assurance reasonably satisfactory to Seller that Buyer has obtained commitments from affiliates or Purchaser fails "insiders" of Buyer to deliver purchase not less than $3,000,000 of participation interests in the Application Evidence on HCIC Financing; or (iv) 5:00 p.m. E.S.T., Tuesday, January 15, 2002, evidence or before October 7assurance reasonably satisfactory to Seller that Key Bank has agreed to release the guaranty of Insignia of the Key Bank line of credit financing to First Ohio Mortgage at (or before) a January 31, 19962002, Closing of the Contemplated Transactions; or (v) 5:00 p.m. E.S.T., Friday, January 18, 2002, evidence or assurance reasonably satisfactory to Seller that Buyer and HNB have mutually approved in all material respects the terms and provisions of the documents and agreements governing and constituting the HNB Loan, including the collateral securing Buyer's obligations under the HNB Loan; or (vi) 5:00 p.m. E.S.T., Friday, January 18, 2002, evidence or assurance reasonably satisfactory to Seller that HNB has completed to HNB's satisfaction legal and financial due diligence with respect to the Contemplated Transactions, the Financing Contingency shall be deemed satisfied prospective HNB Loan and the parties hereto shall proceed thereto (or that HNB has waived such completion as a condition to Closing."making the HNB Loan); or 3. Except as amended hereby(vii) 5:00 p.m. E.S.T., Friday, January 18, 2002, evidence or assurance reasonably satisfactory to Seller that Buyer and HCIC have mutually approved in all material respects the Agreement shall be terms and remain unchanged provisions of the documents and agreements governing and constituting the HCIC Financing, including the collateral securing Buyer's obligations under the HCIC Financing; or (viii) 5:00 p.m. E.S.T., Friday, January 18, 2002, evidence or assurance reasonably satisfactory to Seller that Buyer, HCIC and all participants in full force the HNB Loan have mutually approved in all material respects the terms and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each provisions of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.intercreditor agreement;

Financing Contingency. Purchaser's and Seller's obligations under The transactions contemplated by this Agreement are shall be contingent upon Purchaser's ability Buyer obtaining approval of a loan to procure finance up to one hundred (100%) percent, of the cash portion of the Purchase Price (the “Loan Amount”) no later than sixty (60) days after the Agreement Date (the “Loan Approval Period”), for a commitment fixed or adjustable interest rate, which initial interest rate shall not exceed eight (8%) percent per annum and for first mortgage financing a term of at least five (5) years (the “Financing”). Buyer agrees to make a loan application for the acquisition Financing within ten (10) Business Days after the Agreement Date. If Buyer is unable to obtain a loan approval without reasonable conditions (including an appraisal of the Property in an amount of not less than $4,875,000.00 with a 9.5% per annum constant interest rate and 20 year amortization Company’s assets sufficient to support the Loan Amount) for the Financing (the "Financing Contingency"“Loan Approval”) on or before October 21prior to the expiration of the Loan Approval Period, 1996. Purchaser acknowledges Buyer may provide written notice to Company and agrees Shareholder stating that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7, 1996, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee Buyer has been received unable to obtain the Loan Approval and notify the Company and Shareholder that the Buyer has elected to either (i) waive the Loan Approval, in which event this Agreement will continue as if the Loan Approval had been obtained or an affidavit from Purchaser stating that Purchaser submitted said application (ii) terminate this Agreement. If Buyer fails to timely deliver written notice to the Shareholder and paid any application fee on Company prior to the expiration of the Loan Approval Period electing (i) or before October 7, 1996 ("Application Evidence"). In the event Purchaser has complied with the requirements set forth ii) in the preceding sentence, but is unable to satisfy then the Financing Contingency on or before October 21, 1996, then Purchaser Loan Approval shall have the option, upon written notice to Seller, exercised no later than October 21, 1996, to terminate this Agreementbe deemed waived, in which case event this Agreement shall become null will continue as if the Loan Approval had been obtained. If this Agreement is timely terminated as set forth above, then Buyer, Shareholder and void without further action of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited into the escrow by Purchaser together with any interest accrued thereon, Company shall be delivered to Purchaser, and neither party shall have any released from all further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of under this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996, any portion of the Financing Contingency from Buyer’s lender is not available on the Closing Date due to the failure of the Buyer’s lender to fund on an issued loan commitment due to reasons outside of the Buyer’s control, such as the failure of the Buyer’s lender, a disruption to the financial markets, a “Force Majeure Event” (as hereinafter defined) or the revocation of the issued loan commitment through no fault of the Buyer, then no later than five (5) days after Buyer receives written notice of Buyer’s lender’s revocation of an issued loan commitment or inability to fund the loan, Buyer may elect to terminate this Agreement and the Buyer, Company and Shareholder shall be deemed satisfied and the parties hereto shall released from all further obligations under this Agreement or Buyer may elect to proceed to Closing." 3. Except Until the Loan Approval is obtained, any due diligence material to be provided by the Shareholder and the Company as amended hereby, part of the Agreement application process shall be and remain unchanged and subject to the Due Diligence Limitations set forth in full force and effect in accordance with its terms. 4Section 1.5. This Amendment The Financing may be executed secured by, among other things, a first position security interest in counterparts each the assets of which the Company. For clarification, no shareholder of Buyer shall be deemed an original, but all required to provide a personal guaranty as a condition of which, when taken together shall constitute one and the same instrumentLoan Approval.

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are (Strike if not applicable) 5.1 This offer is contingent upon Purchaser's ability to procure Buyer obtaining from an insurance company, financial institution or other lender, a commitment for first mortgage financing for the acquisition of the Property in an amount of to lend to Buyer a sum not less than $4,875,000.00 with a 9.5% per annum constant interest rate and 20 year amortization 1, 993, 500. 00, at terms reasonably acceptable to Buyer. Such loan (the "Financing ContingencyNew Loan") on or before October 21, 1996shall be secured by a first trust upon the Property. Purchaser acknowledges and agrees that it shall submit its application If this Agreement provides for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7, 1996, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application Evidence"). In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21, 1996carry back junior financing, then Purchaser Seller shall have the optionright to approve the terms of the New Loan. Seller shall have 7 days from receipt of the commitment setting forth the proposed terms of the New Loan to approve or disapprove of such proposed terms. If Seller fails to notify Escrow Holder, upon written notice in writing, of the disapproval within said 7 days it shall be conclusively presumed that Seller has approved the terms of the New Loan. 5.2 Buyer hereby agrees to diligently pursue obtaining the New Loan. If Buyer shall fail to notify its Broker, Escrow Holder and Seller, exercised no later than October 21, 1996, to terminate this in writing within 30 days following the Date of Agreement, that the New Loan has not been obtained, it shall be conclusively presumed that Buyer has either obtained said New Loan or has waived this New Loan contingency. 5.3 If, after due diligence, Buyer shall notify its Broker, Escrow Holder and Seller, in which case writing, within the time specified in paragraph 5.2 hereof, that Buyer has not obtained said New Loan, this Agreement shall become null be terminated, and void without further action Buyer shall be entitled to the prompt return of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited into the escrow by Purchaser together with Deposit, plus any interest accrued earned thereon, less only Escrow Holder and Title Company cancellation fees and costs, which Buyer shall be delivered to Purchaser, and neither party shall have any further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996, the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closingpay." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are contingent upon Purchaser's ability to procure a commitment for first mortgage financing □ □ □ (i) The loan shall be (check the applicable box): Conventional; ___________ FHA; VA; or Other (specify) . Buyer shall pay $ (insert amount) as down payment for the acquisition purchase of the Property in an amount Property; ________ (ii) Within business days (3 business days if not filled in) of not less than $4,875,000.00 with the Effective Date, Buyer shall: (a) submit a 9.5% per annum constant interest rate completed loan application to a lender or a licensed mortgage broker of Buyer’s choice, and 20 year amortization (b) if requested by Seller, furnish a preapproval letter to Seller based upon a standard factual credit report and review of debt to income ratios. If Buyer fails to complete any of these conditions within the "Financing Contingency") on or before October 21, 1996. Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions time period set forth above on or before October 7above, 1996, and Seller shall provide Seller with either a letter from have the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application Evidence")right to terminate this Agreement. In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21, 1996, then Purchaser shall have the option, upon written notice to Seller, exercised no later than October 21, 1996, that Seller exercises such right to terminate this Agreement, in which case this Agreement shall become null be terminated and void without further action of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited into the escrow by Purchaser together with any interest accrued thereon, Deposit shall be delivered released to Purchaser, Buyer without the requirement of written authorization from the Seller and neither party shall have any further liability obligation to the otherother party under this Agreement (except as expressly set forth in this Agreement); and ________ (iii) Within days (14 days if not filled in) of the Effective Date (the “Financing Contingency Period”), Buyer agrees to obtain written evidence that Buyer has obtained financing, to Seller’s reasonable satisfaction, for the Property from a lender of Buyer’s choosing. If Buyer has not waived the Financing Contingency, and is unable to obtain financing by the Financing Contingency Period after good faith effort, then Buyer may terminate the Agreement by written notice to Seller, together with a copy of the denial letter from the lender (such notice being herein called the “Financing Contingency Termination Notice”), whereupon this Agreement shall automatically terminate and Buyer shall receive a return of the Deposit, and the parties will have no further rights or obligations under this Agreement (except for those covenants and obligations hereunder which that expressly survive the termination of this Agreementtermination). In the event Purchaser fails that Buyer shall fail to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996, have delivered the Financing Contingency Termination Notice to Seller before the expiration of the Financing Contingency Period, Buyer shall be deemed satisfied to have waived the Financing Contingency and the parties hereto shall proceed have no further right to Closingterminate this Agreement pursuant to this Section." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are contingent upon Purchaser's ability to procure a commitment for first mortgage financing for the acquisition of the Property in an amount of not less than $4,875,000.00 with a 9.5% per annum constant interest rate and 20 year amortization (the "Financing Contingency") on or before October 21September 23, 1996. Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7, 1996within ten (10) business days from the date hereof, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 within ten ("Application Evidence")10) business days from the date hereof. In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21September 23, 1996, then Purchaser shall have the option, upon written notice to Seller, exercised no later than October 21September 23, 1996, to terminate this Agreement, in which case this Agreement shall become null and void without further action of the parties and all Earnest Money theretof▇theretofore deposited into the escrow ▇▇ ▇▇▇osited into the escrow by Purchaser chaser together with any interest accrued thereon, shall be delivered to Purchaser, and neither party shall have any further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996Seller, the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closing." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations under Buyer’s obligation to consummate the transactions contemplated by this Agreement are is expressly contingent upon Purchaser's ability Buyer’s receipt of a binding loan commitment from a lending institution for a loan in the sum not to procure a commitment for first mortgage financing for exceed Seventy percent (70%) of the Purchase Price in connection with Buyer’s acquisition of the Property in an amount of not less than $4,875,000.00 with a 9.5% per annum constant interest rate Property, and 20 year amortization upon such other terms and conditions as are reasonably acceptable to Buyer (the "“Loan Commitment”). Buyer shall promptly notify Seller in writing on or prior to 4:00 p.m. C.S.T. on February 7, 2011 of its receipt or inability to obtain the Loan Commitment (the “Financing Notice”). If Buyer is unable to receive the Loan Commitment on or prior to 4:00 p.m. C.S.T. on February 7, 2011 and so states in the Financing Notice (the “Buyer’s Financing Contingency"”), (a) on or before October 21this Agreement shall automatically terminate without any further action from any party, 1996. Purchaser acknowledges (b) Escrow Agent shall return the Deposit (and agrees that it shall submit its application for a commitment for first mortgage financing all interest accrued thereon) in accordance with the provisions set forth above on or before October 7, 1996terms of Section 4.3.1, and shall provide (c) thereafter neither Buyer nor Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application Evidence"). In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21, 1996, then Purchaser shall have the option, upon written notice to Seller, exercised no later than October 21, 1996, to terminate this Agreement, in which case this Agreement shall become null and void without further action of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited into the escrow by Purchaser together with any interest accrued thereon, shall be delivered to Purchaser, and neither party shall have any further liability to the other, except for those covenants and rights or obligations hereunder which except as otherwise expressly survive provided herein. Upon Buyer’s timely delivery of the termination of this Agreement. In the event Purchaser fails to deliver such notice Financing Notice to Seller indicating Buyer’s receipt of the Loan Commitment or Purchaser fails Buyer’s failure to timely deliver the Application Evidence on or before October 7Financing Notice, 1996, the Financing Contingency Buyer shall be deemed to have (i) satisfied Buyer’s Financing Contingency, (ii) waived its right to terminate this Agreement as provided in this Paragraph, and (iii) agreed that the parties hereto Deposit shall proceed to Closingnot be refundable except as expressly permitted herein." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are contingent upon Purchaser's ability to procure a commitment for first mortgage financing for the acquisition of the Property in an amount of not less than $4,875,000.00 2,137,500.00 with a 9.5% per annum constant interest rate and 20 year amortization (the "Financing Contingency") on or before October 21, 1996. Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7, 1996, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application Evidence"). In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21, 1996, then Purchaser shall have the option, upon written notice to Seller, exercised no later than October 21, 1996, to terminate this Agreement, in which case this Agreement shall become null and void without further action of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited into the escrow by Purchaser together with any interest accrued thereon, shall be delivered to Purchaser, and neither party shall have any further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996, the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closing." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations obligation to close under this Agreement are contingent upon Purchaser's ability Contract is is not subject to procure a commitment financing contingency that Purchaser obtain mortgage financing in the amount of 80 % of the purchase price for a term of 30 years at an interest rate not higher than prevailing% fixed _____ for the term of the loan or N/A % variable on the date of closing with not more than N/A points to be paid at Closing. Purchaser __________________________________________, 20__________ agrees to act diligently to obtain such financing and shall, within 14 calendar days after this Contract is executed by Seller and Purchaser and notice thereof is provided to Purchaser in the manner required by Section 29, submit a complete and accurate application for first mortgage financing for to at least one mortgage lender or mortgage broker currently providing or placing such loans requesting first mortgage financing in the acquisition of amount and on the Property in terms set forth above. If Purchaser fails to timely submit such an amount of not less than $4,875,000.00 with a 9.5% per annum constant interest rate and 20 year amortization (application, this financing contingency is waived by Purchaser. If, despite best efforts, Purchaser is denied financing by, or is unable to obtain financing approval from, the "Financing Contingency") mortgage lender upon the terms set forth above, on or before October 21▇▇▇▇▇ ▇▇, 1996▇▇▇▇ , ▇▇▇▇▇▇▇▇▇ (▇▇▇ not Seller) shall have the right to TERMINATE this Contract, provided Purchaser gives Seller written notification thereof, together with a copy of the lender’s denial letter or letter from the lender explaining the reasons for Purchaser’s inability to obtain such financing, within four (4) calendar days after the above date in the manner required by Section 29. If Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing fails to do so, Purchaser’s right to terminate this Contract on account of the Financing Contingency is waived. In the event Purchaser terminates this Contract in accordance with the provisions set forth above on or before October 7of this Section, 1996, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application Evidence"). In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21, 1996, then Purchaser shall have the option, upon written notice to Seller, exercised no later than October 21, 1996, to terminate this Agreement, in which case this Agreement shall become null and void without further action of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited into the escrow by Purchaser together with any interest accrued thereon, Contract Deposits shall be delivered forthwith returned to Purchaser, the Contract shall be terminated and neither party shall have any be of no further liability to the other, except for those covenants force and obligations hereunder which expressly survive the termination of this Agreementeffect. In such case, Seller and Purchaser agree to execute and deliver to Escrow Agent an authorization for delivery of all Contract Deposits to Purchaser. If Purchaser’s obligation to close IS subject to a financing contingency, Purchaser provides the event following information: 🞏 🞏 A. Purchaser fails has has not consulted with a mortgage lender or mortgage broker about mortgage financing as of the date of Purchaser’s offer. 🞏 🞏 B. Purchaser has obtained a mortgage lender’s pre-approval or pre-qualification letter. Yes No. If Purchaser’s obligation to deliver such notice close IS NOT subject to a financing contingency, Purchaser represents to Seller that Purchaser has sufficient cash or Purchaser fails liquid assets to deliver close on the Application Evidence on or before October 7, 1996, purchase of the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closing." 3Property. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.🞏 🞏 🞏 🞏 🞏 🞏

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are contingent upon Purchaser's ability to procure a commitment for first mortgage financing for the acquisition of the Property in an amount of not less than $4,875,000.00 2,662,500.00 with a 9.5% per annum constant interest rate and 20 year amortization (the "Financing Contingency") on or before October 21September 23, 1996. Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7, 1996within ten (10) business days from the date hereof, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 within ten ("Application Evidence")10) business days from the date hereof. In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21September 23, 1996, then Purchaser shall have the option, upon written notice to Seller, exercised no later than October 21September 23, 1996, to terminate this Agreement, in which case this Agreement shall become null and void without further action of the parties and all Earnest Money theretof▇theretofore deposited into the escrow ▇▇ ▇▇▇osited into the escrow by Purchaser chaser together with any interest accrued thereon, shall be delivered to Purchaser, and neither party shall have any further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996Seller, the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closing." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are contingent upon Purchaser's ability to procure a commitment for first mortgage financing for the acquisition of the Property in an amount of not less than $4,875,000.00 with a 9.5% per annum constant interest rate and 20 year amortization (the "Financing Contingency") on or before October 21September 23, 1996. Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7, 1996within ten (10) business days from the date hereof, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 within ten ("Application Evidence")10) business days from the date hereof. In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21September 23, 1996, then Purchaser shall have the option, upon written notice to Seller, exercised no later than October 21September 23, 1996, to terminate this Agreement, in which case this Agreement shall become null and void without further action of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited theretofore deposited into the escrow by Purchaser ▇▇▇▇▇▇▇er together with any interest accrued thereon, shall be delivered to Purchaser, and neither party shall have any further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996Seller, the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closing." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's (a) The Seller, the Owners and Seller's the Buyer expressly acknowledge and agree that the Buyer’s obligations under this Agreement to pay the Purchase Price (other than the Prepayment) and otherwise consummate the transactions contemplated hereby are contingent upon Purchaser's fully conditioned on: (i) the Buyer’s ability to procure a commitment for first mortgage obtain acquisition financing for on terms acceptable to the acquisition Buyer in its sole and absolute discretion; and (ii) the funding of the Property in an amount of not less than $4,875,000.00 with a 9.5% per annum constant interest rate and 20 year amortization (the "Financing Contingency") such financing, on or before October 21, 1996the Closing Date (the “Financing”). Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with If the provisions set forth above Buyer does not receive the Financing on or before October 7, 1996, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application Evidence"). In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21, 1996Closing Date, then Purchaser the Buyer shall have the option, upon written notice to Seller, exercised no later than October 21, 1996, right to terminate this Agreement, in which case this Agreement shall become null and void without further action by giving written notice of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited into the escrow by Purchaser together with any interest accrued thereonBuyer’s election to do so, shall be delivered to Purchaser, and neither party shall have any further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996the Outside Date (as extended by the Buyer in its sole discretion pursuant to Section 10.1(b)). If the Buyer elects to terminate this Agreement as provided in this Section 6.13, the Financing Contingency shall be deemed satisfied Seller and the parties hereto Owners hereby agree that they shall proceed return the Prepayment to Closingthe Buyer within ninety (90) days of such termination and demand, by paying, or causing to be paid, five million dollars ($5,000,000) by wire transfer of immediately available funds to an account specified in writing by the Buyer." 3. Except as amended hereby(b) Prior to the Closing Date, the Agreement Seller, the Owners and the Company shall, and shall cause each member of the Company Group to, use its commercially reasonable efforts, and use its commercially reasonable efforts to cause its and each member of the Company Group’s officers, directors, employees, advisors and other representatives to provide to the Buyer such cooperation during reasonable business hours as may be reasonably requested by the Buyer in connection with arranging and remain unchanged obtaining the Financing, including, but not limited to furnishing the Buyer and the Financing sources with such pertinent and customary information requested by the Buyer in order to consummate the Financing and cooperating reasonably with the due diligence requests of the sources of the Financing, to the extent customary and reasonable, and in full force each case, (i) at no cost to the Seller, the Owners or the Company and effect (ii) solely to the extent that it does not delay the Closing or interfere with the ability of any member of the Company Group or any of its officers, directors, employees, advisors or other representatives to conduct business in accordance with its termsthe ordinary course. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations under (Strike if not applicable) 5.1 This offer is contingent upon Buyer obtaining from an insurance company, financial institution or other lender, a commitment to lend to Buyer a sum equal to at least % of the Purchase Price, on terms acceptable to Buyer. Such loan ("New Loan") shall be secured by a first deed of trust or mortgage on the Property. If this Agreement are contingent upon Purchaser's ability provides for Seller to procure a commitment for first mortgage financing for the acquisition of the Property in an amount of not less than $4,875,000.00 with a 9.5% per annum constant interest rate and 20 year amortization (the "Financing Contingency") on or before October 21, 1996. Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7, 1996, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application Evidence"). In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21, 1996carry back junior financing, then Purchaser Seller shall have the optionright to approve the terms of the New Loan. Seller shall have 7 days from receipt of the commitment setting forth the proposed terms of the New Loan to approve or disapprove of such proposed terms. If Seller fails to notify Escrow Holder, upon written notice in writing, of the disapproval within said 7 days it shall be conclusively presumed that Seller has approved the terms of the New Loan. 5.2 If Buyer shall fail to notify its Broker, Escrow Holder and Seller, exercised no later than October 21, 1996, to terminate this in writing within days following the Date of Agreement, that the New Loan has not been obtained, it shall be conclusively presumed that Buyer has either obtained said New Loan or has waived this New Loan contingency. 5.3 If Buyer shall notify its Broker, Escrow Holder and Seller, in which case writing, within the time specified in paragraph 5.2 hereof, that ▇▇▇▇▇ has not obtained said New Loan, this Agreement shall become null be terminated, and void without further action Buyer shall be entitled to the prompt return of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited into the escrow by Purchaser together with Deposit, plus any interest accrued earned thereon, less only Escrow Holder and Title Company cancellation fees and costs, which Buyer shall be delivered to Purchaser, and neither party shall have any further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996, the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closingpay." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are contingent upon Purchaser's ability to procure a commitment for first mortgage financing for the acquisition of the Property in an amount of not less than $4,875,000.00 2,137,500.00 with a 9.5% per annum constant interest rate and 20 year amortization (the "Financing Contingency") on or before October 21September 23, 1996. Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7, 1996within ten (10) business days from the date hereof, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 within ten ("Application Evidence")10) business days from the date hereof. In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21September 23, 1996, then Purchaser shall have the option, upon written notice to Seller, exercised no later than October 21September 23, 1996, to terminate this Agreement, in which case this Agreement shall become null and void without further action of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited theretofore deposited into the escrow by Purchaser P▇▇▇▇▇▇▇r together with any interest accrued thereon, shall be delivered to Purchaser, and neither party shall have any further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996Seller, the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closing." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are contingent upon Purchaser's ability to procure a commitment for first mortgage financing for the acquisition of the Property in an amount of not less than $4,875,000.00 2,250,000.00 with a 9.5% per annum constant interest rate and 20 year amortization (the "Financing Contingency") on or before October 21, 1996. Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7, 1996, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application Evidence"). In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21, 1996, then Purchaser shall have the option, upon written notice to Seller, exercised no later than October 21, 1996, to terminate this Agreement, in which case this Agreement shall become null and void without further action of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited into the escrow by Purchaser together with any interest accrued thereon, shall be delivered to Purchaser, and neither party shall have any further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996, the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closing." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are obligation to consummate the transaction contemplated herein is contingent upon Purchaser's ability to procure Purchaser obtaining on or before July 24, 1997, a commitment for first mortgage financing for the an acquisition loan of the Property in an amount of not less than $4,875,000.00 with a 9.5% per annum constant interest rate 6,200,000.00 containing the following terms: non-recourse provisions (subject to customary non-recourse carve-outs) and 20 year amortization otherwise containing terms acceptable to Purchaser in Purchaser's sole discretion (the aforesaid contingency being hereinafter referred to as the "Financing Contingency"). Purchaser covenants to submit a completed loan application requesting a loan in an amount not to exceed $6,200,000.00 to its prospective lender (and a copy thereof to Seller) on or before October 21June 9, 1996. Purchaser acknowledges 1997 and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with to diligently pursue the provisions set forth above on or before October 7, 1996, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application Evidence"). In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy satisfaction of the Financing Contingency on or before October 21July 24, 19961997 (collectively, the "Financing Covenant"). If Purchaser has complied with the Financing Covenant and has not satisfied the Financing Contingency on or before July 24, 1997, then Purchaser shall have the option, upon right to terminate this Agreement by delivering written notice to SellerSeller on or before July 24, exercised no later than October 21, 1996, to terminate this Agreement1997, in which case this Agreement shall become null terminate and void without further action of the parties and all Earnest Money theretof▇▇shall be returned to Purchaser and neither part▇ ▇▇▇osited into the escrow by Purchaser together with any interest accrued thereon, shall be delivered to Purchaser, and neither party shall ▇▇ have any further liability to the otherother hereunder, except for those covenants and obligations hereunder which expressly survive as specifically set forth herein to the termination of this Agreementcontrary. In the event If Purchaser fails to deliver has not delivered such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7July 24, 19961997, then Purchaser shall be deemed to have waived its right to terminate this Agreement pursuant to this Paragraph 30. If Purchaser has not satisfied the Financing Contingency on or before July 24, 1997, then notwithstanding Purchaser's desire to waive the Financing Contingency, Seller shall have the right to deliver written notice to Purchaser on or before July 28, 1997 terminating this Agreement in which case this Agreement shall terminate and the Earnest Money shall be deemed satisfied returned to Purchaser and neither part▇ ▇▇▇▇▇ have any liability to the parties hereto shall proceed other hereunder, except as specifically set forth herein to Closingthe contrary." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are contingent upon Purchaser's ability to procure a commitment for first mortgage financing for the acquisition of the Property in an amount of not less than $4,875,000.00 8,500,000 with a 9.5% an interest rate of not more than 165 basis points over ten (10) years U.S. Treasury Bills per annum constant interest rate and 20 a 25 year amortization and reasonably acceptable to Purchaser in all material respects (the "Financing Contingency") on or before October 21February 28, 19961997. Purchaser acknowledges and agrees that it shall submit its application (or equivalent) for a commitment for first mortgage such financing in accordance with the provisions set forth above on or before October 7by five (5) business days after execution of this Agreement and pay all application and other fees associated therewith. Upon Seller's request, 1996, and Purchaser shall provide Seller with either a letter from the proposed lender evidencing that said application and any application fee (or equivalent) has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application Evidence")completed 10 business days after execution of this Agreement. In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21February 28, 19961997, then Purchaser shall have the option, upon written notice to Seller, exercised no later than October 21February 28, 19961997, to terminate this Agreement, in which case this Agreement shall become null and void without further action of the parties and all Earnest Money theretoftheretofore deposi▇▇▇ ▇▇▇osited into o the escrow by Purchaser together with any interest accrued thereon, shall be delivered to Purchaser, and neither party shall have any further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996Seller, the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closing." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. If the Purchaser and Seller have initialed that "Financing Contingency Applies" below, Purchaser's and Seller's obligations under this Agreement hereunder are contingent upon Purchaser's ability to procure obtain a loan ("Loan") to finance its purchase obligation hereunder. Purchaser shall: (i) apply for such Loan within seven (7) days of the date of this Agreement, and (ii) shall have the Financing Period in which to obtain a commitment for first mortgage financing for the acquisition of the Property in an amount of not less than $4,875,000.00 with a 9.5% per annum constant interest rate and 20 year amortization (the "Financing Contingency") on or before October 21, 1996. Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7, 1996, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application EvidenceCommitment"). In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy obtain the Commitment prior to the expiration of the Financing Contingency on or before October 21Period, 1996, then Purchaser shall have the option, upon right to terminate this Agreement by delivering written notice thereof to SellerSeller and the Escrow Agent prior to the expiration of the Financing Period. The failure by Purchaser to timely deliver such notice of termination prior to the expiration of the Financing Period shall be an election by Purchaser to waive such financing contingency, exercised no later than October 21, 1996, thereby causing the Deposit to become non-refundable. In the event of Purchaser's timely election to terminate this Agreement, in which case this Agreement shall become null and void without further action the entire portion of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited into Deposit then held by the escrow by Purchaser together with any interest accrued thereon, Escrow Agent shall be delivered to Purchaser, subject to Purchaser's continuing obligations to return the Due Diligence Items and neither party shall have any further liability to the other, except for those covenants and Purchaser's indemnity obligations hereunder which expressly survive the termination of this Agreementunder Section 15. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996, the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closing." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.Applies: Seller's Initials XX Purchaser's Initials: XX ------ ------ Financing Contingency Does Not Apply: Seller's Initials Purchaser's Initials: ------ ------

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are contingent upon Purchaser's ability to procure a commitment for first mortgage financing for the acquisition of the Property in an amount of not less than $4,875,000.00 with a 9.5% per annum constant interest rate and 20 year amortization Purchaser shall have until 5:00 p.m. Chicago time on November 26, 1996 (the "Financing ContingencyPeriod") on to obtain a commitment for financing in an amount not to exceed Four Million Fifty Thousand and No/100 Dollars ($4,050,000.00) from an institutional lender at an interest rate not to exceed the sum of (a) the yield for a treasury note with a term equal to the term of the loan, plus (b) one hundred eighty basis points or before October 21, 19961.8%. Purchaser acknowledges agrees to (i) diligently pursue and agrees that it shall submit use good faith in obtaining such financing, (ii) deliver to Seller prior to the expiration of the Inspection Period, its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7, 1996said financing, and (iii) keep Seller advised of the status of obtaining said financing. The date on which Purchaser obtains such a financing commitment shall provide Seller with either a letter from be the lender evidencing that said application and any application fee has been received or an affidavit from "Financing Contingency Date". If Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application Evidence"). In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21obtain a financing commitment as referenced in this Paragraph 25, 1996, then Purchaser shall have the option, upon written notice to Seller, exercised no later than October 21, 1996, to terminate this Agreement, in which case this Agreement shall become null and void without further action of the parties and all Earnest Money theretofha▇▇ ▇▇▇ ▇▇▇osited into ▇▇ ▇▇ ▇▇▇▇▇▇▇te this Agreement by giving written notice of such termination to Seller at any time prior to the escrow expiration of the Financing Period. If written notice is not given by Purchaser pursuant to this Paragraph 25 prior to the expiration of the Financing Period, then the right of Purchaser to terminate this Agreement pursuant to this Paragraph 25 shall be waived and Purchaser shall be deemed to have obtained such financing on the last day of the Financing Period. If Purchaser terminates this Agreement by written notice to Seller prior to the expiration of the Financing Period, the Earnest Money theretofore deposi▇▇▇ ▇▇ Purchaser shall be immediately paid to Purchaser, together with any interest accrued earned thereon, shall be delivered to Purchaser, and neither party Purchaser nor Seller shall have any further right, obligation or liability to the otherunder this Agreement, except for those covenants Purchaser's obligation to indemnify Seller and obligations hereunder which expressly survive restore the termination of this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7Property, 1996, the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closingas more fully set forth in Paragraph 7.1." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are contingent upon Purchaser's ability to procure a commitment for first mortgage financing for the acquisition of the Property in an amount of not less than $4,875,000.00 2,662,500.00 with a 9.5% per annum constant interest rate and 20 year amortization (the "Financing Contingency") on or before October 21, 1996. Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October 7, 1996, and shall provide Seller with either a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application Evidence"). In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21, 1996, then Purchaser shall have the option, upon written notice to Seller, exercised no later than October 21, 1996, to terminate this Agreement, in which case this Agreement shall become null and void without further action of the parties and all Earnest Money theretof▇▇▇ ▇▇▇osited into the escrow by Purchaser together with any interest accrued thereon, shall be delivered to Purchaser, and neither party shall have any further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996, the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closing." 3. Except as amended hereby, the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations under Seller grants to Buyer a period of up to sixty (60) days after the date of this Agreement are contingent upon Purchaser's ability (the “Contingency Date”) to procure (1) complete a commitment common stock offering in order to raise funds in advance of Closing (the “Financing”) and (2) receive from the New York Department of Financial Service approval for first mortgage financing for the acquisition American Pet Insurance Company, a subsidiary of the Property Buyer, to invest up to 10% of its Admitted Assets in an amount of not less than $4,875,000.00 with a 9.5% per annum constant interest rate and 20 year amortization Affiliated Entity (the "“Regulatory Approval”). Buyer agrees to use commercially reasonable efforts (1) to secure a Financing Contingency") on terms reasonably acceptable to Buyer on or before October 21, 1996. Purchaser acknowledges the Contingency Date and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with (2) to receive the provisions set forth above Regulatory Approval on or before October 7, 1996, and shall provide Seller with either the Contingency Date. If Buyer is not able to complete a letter from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee Financing on or before October 7, 1996 ("Application Evidence"). In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21, 1996Date, then Purchaser the Buyer shall have the option, be entitled to terminate this Agreement immediately upon written notice to Sellerthe Seller and, exercised no later than October 21upon notice from Buyer to Seller of termination, 1996, to terminate this Agreement, in which case this Agreement shall become null be terminated and void without further action of the parties and all Earnest Money theretof▇▇▇▇▇▇▇ ▇▇▇osited into Money Deposit shall promptly be returned to Buyer after Seller has confirmed to the escrow by Purchaser together with any interest accrued thereonEscrow Agent that Buyer has provided to Seller copies of the Confidential Reports (as defined in Section 8(b) above), which confirmation will not be unreasonably withheld or delayed, this Agreement shall be delivered to Purchaser, of no further force and effect and neither party shall have any further liability to the other, except for those covenants and rights or obligations hereunder which except those that are expressly stated to survive the termination of this Agreement. In the event Purchaser fails to If Buyer does not deliver such a termination notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7the Contingency Date, 1996, the Financing Contingency Buyer shall be deemed satisfied and to have waived its right to terminate based upon the parties hereto Financing pursuant to this Section 8(d). If Buyer does not obtain Regulatory Approval on or before January 1, 2019, this Agreement shall proceed to Closing." 3. Except as amended herebyautomatically terminate, the ▇▇▇▇▇▇▇ Money Deposit shall promptly be returned to Buyer after Seller has confirmed to the Escrow Agent that Buyer has provided to Seller copies of the Confidential Reports (as defined in Section 8(b) above), and this Agreement shall be and remain unchanged and in full of no further force and effect in accordance with its termsand neither party shall have any rights or obligations hereunder except those that are expressly stated to survive termination of this Agreement. 4. This Amendment may be executed in counterparts each of which shall be deemed an original, but all of which, when taken together shall constitute one and the same instrument.

Financing Contingency. Purchaser's and Seller's obligations under this Agreement are contingent upon Purchaser's ability to procure a commitment for first mortgage financing for the acquisition of the Property in an amount of not less than $4,875,000.00 with a 9.5% per annum constant 5,400,000 at the then-current market rate of interest rate and 20 year amortization (the "Financing Contingency") on or before October 21September 11, 19961996 (the "Financing Contingency Date"). Purchaser acknowledges and agrees that it shall submit its application for a commitment for first mortgage financing in accordance with the provisions set forth above on or before October within seven (7, 1996) days from the date hereof, and shall provide Seller with either copies of the completed application materials submitted to the lender and a letter copy of the check representing the application fee within fourteen (14) days from the lender evidencing that said application and any application fee has been received or an affidavit from Purchaser stating that Purchaser submitted said application and paid any application fee on or before October 7, 1996 ("Application Evidence")date hereof. In the event Purchaser has complied with the requirements set forth in the preceding sentence, but is unable to satisfy the Financing Contingency on or before October 21, 1996the Financing Contingency Date, then Purchaser shall have the option, upon written notice to Seller, exercised no later than October 21, 1996the Financing Contingency Date, to terminate this Agreement, in which case this Agreement shall become null and void without further action of the parties and all Earnest Money theretoftheretofore deposi▇▇▇ ▇▇▇osited into o the escrow by Purchaser together with any interest accrued thereon, shall be delivered to Purchaser, and neither party shall have any further liability to the other, except for those covenants and obligations hereunder which expressly survive the termination of this Agreement. In the event Purchaser fails to deliver such notice to Seller or Purchaser fails to deliver the Application Evidence on or before October 7, 1996Seller, the Financing Contingency shall be deemed satisfied and the parties hereto shall proceed to Closing." 3. Except as amended herebyNotwithstanding anything contained in this Section 9 to the contrary, in the Agreement shall be and remain unchanged and in full force and effect in accordance with its terms. 4. This Amendment may be executed in counterparts each of which shall be deemed an originalevent that Purchaser is unable to close on the proposed first mortgage financing on or before the Closing Date, but all of which, when taken together shall constitute one and the same instrumentdelay is caused solely by the actions of Purchaser's lender, Purchaser, upon ten (10) days' prior written notice to Seller, shall have a one time right to extend the Closing Date for a period not to exceed ten (10) days.