Common use of Grantor Clause in Contracts

Grantor. [REDROCK NOHO RESIDENTIAL LLC, a Delaware limited liability company By: Redrock NoHo, LLC, a Delaware limited liability company, its sole member By: Redwood Partners, Inc., a California corporation, its manager] By: Name: Title: [Notary acknowledgment on following page] A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of _____________________________) On _________________________ before me, ________________________________________ (insert name and title of the officer) personally appeared ____________________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature ______________________________ (Seal) PARCEL 1A: PARCEL B OF PARCEL MAP L.A. NO. 2002-6231, IN THE CITY OF LOS ANGELES, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 340 PAGES 78 to 80 INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇, AS PER MAP RECORDED IN BOOK 16 PAGES 114 AND 115 OF MAPS, IN THE OFFICE OF THE LOS ANGELES COUNTY RECORDER, ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER SAID LAND, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED IN DEED RECORDED SEPTEMBER 10, 1986 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇, OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER ALL OF THE ABOVE DESCRIBED REAL PROPERTY, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED BY ▇▇▇▇▇ ▇▇▇▇▇▇, ET AL, IN A DEED RECORDED ON MAY 26, 1989, AS INSTRUMENT NO. 89-854239 OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇▇ ▇▇, ▇▇ ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ 6 OF SAID LANKERSHIM ALL OIL, GAS, WATER, AND MINERAL RIGHTS NOW VESTED IN THE CITY OF LOS ANGELES WITHOUT, HOWEVER, THE RIGHT TO USE THE SURFACE OF SAID LAND OR ANY PORTION THEREOF TO A DEPTH OF 500 FEET BELOW THE SURFACE, FOR THE EXTRACTION OF SUCH OIL, GAS, WATER AND MINERALS, AS EXCEPTED AND RESERVED BY THE CITY OF LOS ANGELES RECORDED APRIL 12, 2004 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇ OF OFFICIAL RECORDS. PARCEL 1B: A NON-EXCLUSIVE EASEMENT AS PROVIDED IN THAT CERTAIN AMENDED AND RESTATED DECLARATION AND ESTABLISHMENT OF COVENANTS, CONDITIONS AND RESTRICTIONS AND GRANT OF EASEMENTS, RECORDED JANUARY 5, 2007 AS INSTRUMENT NO. 07-26534, OF OFFICIAL RECORDS, (THE “DECLARATION”), FOR INGRESS AND EGRESS IN, ON, OVER, ACROSS AND THROUGH THAT PORTION OF THE NOHO ALLEY (AS DEFINED IN THE DECLARATION) LOCATED WITHIN PARCEL “A” OF SAID PARCEL MAP L.A. NO. 2002-6231.

Grantor. [REDROCK NOHO RESIDENTIAL MMI/BDI RIVERSIDE CANAL STREET, LLC, a Delaware limited liability company By: Redrock NoHoMassachusetts Mutual Life Insurance Company, a Massachusetts corporation, its managing member By: Cornerstone Real Estate Advisers LLC, a Delaware limited liability company, its sole member authorized agent By: Redwood Partners, Inc., a California corporation, its manager] By: Name: Title: [Notary acknowledgment on following page] A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of _____________________________) On __________ Name: _____________________________________ before me, Its: ________________________________________ (insert name WEST RIVERSIDE CANAL COMPANY, a California corporation By: ___________________________________ ▇▇▇▇▇ ▇. ▇▇▇, ▇▇ {10102939.9} STATE OF ___________________ ) ) ss. COUNTY OF _________________ ) On ___________________, 200_, before me, ___________________________________ , Notary Public in and title of the officer) for said state, personally appeared ___________________, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. (SEAL) ____________________________________ Notary Public STATE OF ____________________ ) ) ss. COUNTY OF _________________ ) On ___________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies)200_, and that by his/her/their signature(s) on the instrument the person(s)before me, or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature ___________________________________ , Notary Public in and for said state, personally appeared ______________________, personally known to me (Sealor proved to me on the basis of satisfactory evidence) PARCEL 1A: PARCEL B OF PARCEL MAP L.A. NOto be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or entity upon behalf of which the person acted, executed the instrument. 2002-6231, IN THE CITY OF LOS ANGELES, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 340 PAGES 78 WITNESS my hand and official seal. (SEAL) ____________________________________ Notary Public {10102939.9} 953484.15 End of Reporting Period1 Basin C/W $ 250,000 50.00 % 50.00 % $ 500,000 50.59 % 49.41 % $ 750,000 51.19 % 48.81 % $ 1,000,000 51.78 % 48.22 % $ 1,250,000 52.37 % 47.63 % $ 1,500,000 52.97 % 47.03 % $ 1,750,000 53.56 % 46.44 % $ 2,000,000 54.15 % 45.85 % $ 2,250,000 54.75 % 45.25 % $ 2,500,000 55.34 % 44.66 % $ 2,750,000 55.93 % 44.07 % $ 3,000,000 56.53 % 43.47 % $ 3,250,000 57.12 % 42.88 % $ 3,500,000 57.71 % 42.29 % $ 3,750,000 58.31 % 41.69 % $ 4,000,000 58.90 % 41.10 % $ 4,250,000 59.49 % 40.51 % $ 4,500,000 60.08 % 39.92 % $ 4,750,000 60.68 % 39.32 % $ 5,000,000 61.27 % 38.73 % $ 5,250,000 61.86 % 38.14 % $ 5,500,000 62.46 % 37.54 % $ 5,750,000 63.05 % 36.95 % $ 6,000,000 63.64 % 36.36 % $ 6,250,000 64.24 % 35.76 % $ 6,500,000 64.83 % 35.17 % $ 6,750,000 65.42 % 34.58 % $ 7,000,000 66.02 % 33.98 % $ 7,250,000 66.61 % 33.39 % $ 7,500,000 67.20 % 32.80 % $ 7,750,000 67.80 % 32.20 % $ 8,000,000 68.39 % 31.61 % $ 8,250,000 68.98 % 31.02 % $ 8,500,000 69.58 % 30.42 % __________________________ 1 The cumulative investment at the end of any reporting period shall equal the total of all loans (or guarantees thereof) and capital contributions made up to 80 INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTYand including the end of such period by Purchaser in excess of the total of all loans (or guarantees thereof) and capital contributions made up to and including the end of such period by the Seller Parties. EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN The Purchaser’s cumulative investment shall not be reduced or adjusted in any way by any repayments of loans or returns of capital to Purchaser. 953484.15 $ 8,750,000 70.17 % 29.83 % $ 9,000,000 70.76 % 29.24 % $ 9,250,000 71.36 % 28.64 % $ 9,500,000 71.95 % 28.05 % $ 9,750,000 72.54 % 27.46 % $ 10,000,000 73.14 % 26.86 % $ 10,250,000 73.73 % 26.27 % $ 10,500,000 74.32 % 25.68 % $ 10,750,000 74.92 % 25.08 % $ 11,000,000 75.51 % 24.49 % $ 11,250,000 76.10 % 23.90 % $ 11,500,000 76.69 % 23.31 % $ 11,750,000 77.29 % 22.71 % $ 12,000,000 77.88 % 22.12 % $ 12,250,000 78.47 % 21.53 % $ 12,500,000 79.07 % 20.93 % $ 12,750,000 79.66 % 20.34 % $ 13,000,000 80.25 % 19.75 % $ 13,250,000 80.85 % 19.15 % $ 13,500,000 81.44 % 18.56 % $ 13,750,000 82.03 % 17.97 % $ 14,000,000 82.63 % 17.37 % $ 14,250,000 83.22 % 16.78 % $ 14,500,000 83.81 % 16.19 % $ 14,750,000 84.41 % 15.59 % $ 15,000,000 85.00 % 15.00 % $ 15,250,000 85.00 % 15.00 % $ 15,500,000 85.00 % 15.00 % $ 15,750,000 85.00 % 15.00 % $ 16,000,000 85.00 % 15.00 % $ 16,250,000 85.00 % 15.00 % $ 16,500,000 85.00 % 15.00 % $ 16,750,000 85.00 % 15.00 % $ 17,000,000 85.00 % 15.00 % $ 17,250,000 85.00 % 15.00 % $ 17,500,000 85.00 % 15.00 % $ 17,750,000 85.00 % 15.00 % $ 18,000,000 85.00 % 15.00 % $ 18,250,000 85.00 % 15.00 % $ 18,500,000 85.00 % 15.00 % $ 18,750,000 85.00 % 15.00 % $ 19,000,000 85.00 % 15.00 % $ 19,250,000 85.00 % 15.00 % $ 19,500,000 85.00 % 15.00 % $ 19,750,000 85.00 % 15.00 % $ 20,000,000 85.00 % 15.00 % 953484.15 953484.15 Indian WC Corp 176.03 82.40 % Cox/West 0.33 0.16 % ▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇▇▇▇/▇▇▇, AS PER MAP RECORDED IN BOOK 16 PAGES 114 AND 115 OF MAPS, IN THE OFFICE OF THE LOS ANGELES COUNTY RECORDER, ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER SAID LAND, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED IN DEED RECORDED SEPTEMBER 10, 1986 AS INSTRUMENT NO▇▇ ▇. ▇▇-▇▇▇▇▇ 13.14 6.15 % ▇▇▇▇▇ Chifo 9.50 4.45 % De Anza Land & Leisure Co. 6.96 3.26 % E.L. ▇▇▇▇▇▇ Construction Co 2.67 1.25 % ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ 1.00 0.47 % ▇▇▇▇▇▇▇, OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ & ▇▇▇▇▇ 1.50 0.70 % ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ 1.00 0.47 % Art ▇. ▇▇▇▇▇▇▇ 1.00 0.47 % W. ▇▇▇▇ ▇▇▇▇▇▇ 0.50 0.23 % 213.64 100.00 % Indian Hills WCC 19.68 4.2 % ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER ALL OF THE ABOVE DESCRIBED REAL PROPERTY, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED BY ▇▇▇▇▇ ▇▇▇▇▇▇, ET AL, IN A DEED RECORDED ON MAY 26, 1989, AS INSTRUMENT NO. 89-854239 OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇▇ ▇▇, ▇▇ ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ 6 OF SAID LANKERSHIM ALL OIL, GAS, WATER, AND MINERAL RIGHTS NOW VESTED IN THE CITY OF LOS ANGELES WITHOUT, HOWEVER, THE RIGHT TO USE THE SURFACE OF SAID LAND OR ANY PORTION THEREOF TO A DEPTH OF 500 FEET BELOW THE SURFACE, FOR THE EXTRACTION OF SUCH OIL, GAS, WATER AND MINERALS, AS EXCEPTED AND RESERVED BY THE CITY OF LOS ANGELES RECORDED APRIL 12, 2004 AS INSTRUMENT NO. 350.00 73.9 % Company Cox/West 1.00 0.2 % ▇▇-▇▇▇▇▇▇▇ OF OFFICIAL RECORDS. PARCEL 1B: A NON-EXCLUSIVE EASEMENT AS PROVIDED IN THAT CERTAIN AMENDED AND RESTATED DECLARATION AND ESTABLISHMENT OF COVENANTS, CONDITIONS AND RESTRICTIONS AND GRANT OF EASEMENTS, RECORDED JANUARY 5, 2007 AS INSTRUMENT NO. 07-26534, OF OFFICIAL RECORDS, (THE “DECLARATION”), FOR INGRESS AND EGRESS IN, ON, OVER, ACROSS AND THROUGH THAT PORTION OF THE NOHO ALLEY (AS DEFINED IN THE DECLARATION) LOCATED WITHIN PARCEL “A” OF SAID PARCEL MAP L.A. NO. 2002-6231.100.00 21.1 % De Anza Land & Leisure Co. 2.31 0.5 % Riverside Cement Co. 0.91 0.2 % Total Canal Stock Holders 473.90 100.0 % 953484.15

Grantor. [REDROCK NOHO RESIDENTIAL LLCMCANY OF KEARNY, INC., a Delaware limited liability company New Jersey corporation By: Redrock NoHo, LLC, a Delaware limited liability company, its sole member By: Redwood Partners, Inc., a California corporation, its manager] By: -------------------------------- Name: Title: [Notary acknowledgment on following page] A notary public or other officer completing this certificate verifies only ACKNOWLEDGMENT STATE OF ) ) ss.: COUNTY OF ) On the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County ____ day of _____________________________) On _________________________ 2000, before me, ________________________________________ (insert name the undersigned, a Notary Public in and title of the officer) for said State, personally appeared ____________________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) individual whose name(s) is/are name is subscribed to the within instrument and acknowledged to me that he/she/they he executed the same in his/her/their authorized capacity(ies)his capacity, and that by his/her/their his signature(s) on the instrument instrument, the person(s)individual, or the entity person upon behalf of which the person(s) individual acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California ; that the foregoing paragraph individual is true known to me and correctdid not swear an oath. WITNESS my hand and official seal. Signature ______________________________ Notary Public (SealSEAL) PARCEL 1A: PARCEL B EXHIBIT D FORM OF PARCEL MAP L.A. NO. 2002-6231, IN THE CITY ASSIGNMENT OF LOS ANGELES, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 340 PAGES 78 to 80 INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇, AS PER MAP RECORDED IN BOOK 16 PAGES 114 AND 115 OF MAPS, IN THE OFFICE OF THE LOS ANGELES COUNTY RECORDER, ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER SAID LAND, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED IN DEED RECORDED SEPTEMBER 10, 1986 AS INSTRUMENT NO. ▇▇-▇ GROUND LEASE Record and return to: Solomon and ▇▇▇▇▇▇▇, OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇ LLP ▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attn: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Prepared by: ----------------------------- ASSIGNMENT AND ASSUMPTION OF LEASE KNOW ALL MEN BY THESE PRESENTS, that MCANY OF KEARNY, INC., a New Jersey corporation, having an office c/o MCARED Realty, ▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ Road, Building A, Suite A-104C, P.O. Drawer C, Woodbury, Connecticut 06798 ("ASSIGNOR"), for and in consideration of TEN ($10.00) DOLLARS and other good and valuable consideration paid by DELBORNE LAND COMPANY LLC, a Delaware limited liability company, having an office c/o DVL, Inc., ▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER ALL OF THE ABOVE DESCRIBED REAL PROPERTY, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED BY ▇▇▇▇▇ ▇▇▇▇▇▇, ET AL, IN A DEED RECORDED ON MAY 26, 1989, AS INSTRUMENT NO. 89-854239 OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇▇ ▇▇, ▇▇ ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ 6 OF SAID LANKERSHIM ALL OIL("ASSIGNEE"), GASthe receipt and sufficiency of which being hereby acknowledged, WATERhereby assigns, AND MINERAL RIGHTS NOW VESTED IN THE CITY OF LOS ANGELES WITHOUTtransfers and sets over unto Assignee, HOWEVERand unto Assignee's successors and assigns, THE RIGHT TO USE THE SURFACE OF SAID LAND OR ANY PORTION THEREOF TO A DEPTH OF 500 FEET BELOW THE SURFACEfrom and after the date hereof (the "CLOSING DATE"), FOR THE EXTRACTION OF SUCH OILall of Assignor's right, GAStitle and interest as lessor in, WATER AND MINERALSto and under that certain agreement of lease, AS EXCEPTED AND RESERVED BY THE CITY OF LOS ANGELES RECORDED APRIL 12dated as of December 30, 2004 AS INSTRUMENT NO. ▇▇-▇1980, between Assignor, as landlord, and Cygnus 77 Associates, a Pennsylvania limited partnership, as tenant, a memorandum of which lease was recorded September 4, 1981 in Book 3330, Page 616 in the ▇▇▇▇▇▇ OF OFFICIAL RECORDS. PARCEL 1B: A NON-EXCLUSIVE EASEMENT AS PROVIDED IN THAT CERTAIN AMENDED AND RESTATED DECLARATION AND ESTABLISHMENT OF COVENANTS, CONDITIONS AND RESTRICTIONS AND GRANT OF EASEMENTS, RECORDED JANUARY 5, 2007 AS INSTRUMENT NO. 07-26534, OF OFFICIAL RECORDS, County Recorder's Office (THE “DECLARATION”the "GROUND LEASE"), FOR INGRESS which Ground Lease affects that certain parcel of real property more particularly described in EXHIBIT A annexed hereto and made a part hereof (the "PREMISES"), together with all rents, guarantees, if any, of the obligations of the tenant thereunder and any security deposits, if any, but only to the extent presently held by Assignor as set forth on EXHIBIT B annexed hereto and made a part hereof (the "SECURITY DEPOSIT"), subject to the terms and conditions of the Ground Lease. TO HAVE AND EGRESS INTO HOLD THE SAME unto Assignee, ONits successors and assigns, OVERforever. Assignee for itself, ACROSS AND THROUGH THAT PORTION OF THE NOHO ALLEY (AS DEFINED IN THE DECLARATION) LOCATED WITHIN PARCEL “A” OF SAID PARCEL MAP L.A. NO. 2002-6231its successors and assigns, hereby assumes all of the rights, duties and obligations of the lessor under the Ground Lease arising from and after the date hereof.

Grantor. [REDROCK NOHO RESIDENTIAL LLCSIGNED AND SEALED IN PREFCO FIVE LIMITED THE PRESENCE OF: PARTNERSHIP, a Delaware Connecticut limited liability company By: Redrock NoHo, LLC, a Delaware limited liability company, its sole member By: Redwood Partners, Inc., a California corporation, its manager] By: Name: Title: [Notary acknowledgment on following page] A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Partnership _____________________________) On __ Name: _________________________ By: Prefco V Holdings LLC, a Connecticut (Type or Print) limited liability company, its general partner Name: _________________________ By: Harlow Aircraft Inc., sole member (Type or Print) By: _______________________________ Name: _________________________ Title: ________________________ [Affix Corporate seal] STATE OF CONNECTICUT ) : SS.: COUNTY OF HARTFORD ) On the ___ day of ________________, 2003 before me, the undersigned, a Notary Public in and for said State, personally appeared _______________, known to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is/are subscribed to the within instrument and acknowledged that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. ________________________________________ (insert name and title of the officer) personally appeared Notary Public EXHIBIT A TO EXHIBIT E-2 [legal descriptions to be attached at Closing] EXHIBIT B TO EXHIBIT E-2 [to be added at Closing as set forth in Title Policy] [GEORGIA - LAND ESTATE AND IMPROVEMENTS] Property Number: _________ Street Address: _________________________ _________________________ ____________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature _____________ Prepared by and after recording Return to: ___________________________ (Seal) PARCEL 1A: PARCEL B ___________________________ ___________________________ ___________________________ STATE OF PARCEL MAP L.A. NO. 2002-6231, IN THE CITY OF LOS ANGELES, GEORGIA COUNTY OF LOS ANGELES_____________________ LIMITED WARRANTY DEED (Estate for Years in Land and Fee Simple in Improvements) THIS INDENTURE is made the ___ day of ________________ , STATE OF CALIFORNIA2003 between PREFCO FIVE LIMITED PARTNERSHIP, AS PER MAP FILED IN BOOK 340 PAGES 78 a Connecticut limited partnership, successor in interest to 80 INCLUSIVE OF PARCEL MAPSPREFCO V LIMITED PARTNERSHIP, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ a Connecticut limited partnership ("Grantor"), the address of which is c/o Pitney ▇▇▇▇▇ ▇ Credit Corporation, ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, AS PER MAP RECORDED IN BOOK 16 PAGES 114 AND 115 OF MAPS, IN THE OFFICE OF THE LOS ANGELES COUNTY RECORDER, ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER SAID LAND, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED IN DEED RECORDED SEPTEMBER 10, 1986 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇, OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER ALL OF THE ABOVE DESCRIBED REAL PROPERTY, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED BY ▇▇▇▇▇ ▇▇▇▇▇▇, ET ALto AMERICAN FINANCIAL RESOURCE GROUP, IN LLC, a Delaware limited liability company ("Grantee"), having its principal place of business at_________________. WITNESSETH that: Grantor, for and in consideration of the sum of Ten and 00/100 Dollars ($10.00) in hand paid at and before the sealing and delivery of these presents, the receipt and adequacy of which are hereby acknowledged, has granted, bargained, sold, aliened, conveyed, and confirmed, and by these presents does grant, bargain, sell, alien, convey, and confirm unto Grantee an estate for years (the "Land Estate") in that parcel or parcels of land in __________________ County, Georgia, more particularly described in Exhibit A DEED RECORDED ON MAY 26attached hereto and incorporated herein by reference and in Grantor's right, 1989title, AS INSTRUMENT NOand interest, if any, in and to all streets and roads abutting the said parcel or parcels and all easements, privileges, tenements, hereditaments, and appurtenances belonging unto said parcel or parcels or in anywise appertaining thereto (the "Premises"), said Land Estate to expire on August 31, 2010. 89-854239 OFFICIAL RECORDSTOGETHER WITH all right, title, and interest of Grantor as the fee simple owner of, in, and to all buildings and improvements now located on the Premises and hereafter located or erected on the Premises in replacement of existing buildings and improvements, whether below or above grade level, and all easements, privileges, tenements, hereditaments, and appurtenances belonging unto said buildings and improvements or in anywise appertaining thereto (all such buildings and improvements being collectively referred to as the "Improvements"), which are intended to be and remain real property and to become and remain the sole and exclusive property of Grantee and its successors and assigns. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇▇ ▇▇SUBJECT TO only those matters affecting title to the Land Estate and the Improvements that are set forth on Exhibit B attached hereto and incorporated herein by reference. TO HAVE AND TO HOLD the Land Estate, ▇▇ ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ 6 OF SAID LANKERSHIM ALL OILwith all and singular the rights, GASmembers, WATERprivileges, AND MINERAL RIGHTS NOW VESTED and appurtenances thereof, to the same being, belonging, or in anywise appertaining, to the only proper use, benefit, and behoof of Grantee through and including August 31, 2010; and to have and to hold the Improvements, with all and singular the rights, members, and appurtenances thereof, to the same being, belonging, or in anyway appertaining, to the only proper use, benefit, and behoof of Grantee forever in FEE SIMPLE. And Grantor covenants with Grantee that Grantor is seized of the Land Estate and the Improvements, has the right to convey the same, title thereto is marketable, Grantor has done nothing to impair such title as Grantor received, and Grantor, except as herein stated, will warrant and forever defend the right and title to the Land Estate and the Improvements unto Grantee against the claims of all persons owning, holding, or claiming by, through, or under Grantor. IT BEING THE INTENT of Grantor and Grantee to convey to Grantee the Land Estate and the fee simple title in the Improvements [NOTE: ADDITIONAL LANGUAGE TO BE INCLUDED IN THE CITY OF LOS ANGELES WITHOUTEVENT CAROLINA - RELCO SELLS ITS REMAINDER INTEREST TO GRANTEE PURSUANT TO SEPARATE AGREEMENT]. The designations Grantor and Grantee as used herein shall include said parties, HOWEVERtheir heirs, THE RIGHT TO USE THE SURFACE OF SAID LAND OR ANY PORTION THEREOF TO A DEPTH OF 500 FEET BELOW THE SURFACEadministrators, FOR THE EXTRACTION OF SUCH OILexecutors, GASsuccessors, WATER AND MINERALSand assigns, AS EXCEPTED AND RESERVED BY THE CITY OF LOS ANGELES RECORDED APRIL 12and shall include singular, 2004 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇ OF OFFICIAL RECORDS. PARCEL 1B: A NON-EXCLUSIVE EASEMENT AS PROVIDED IN THAT CERTAIN AMENDED AND RESTATED DECLARATION AND ESTABLISHMENT OF COVENANTSplural, CONDITIONS AND RESTRICTIONS AND GRANT OF EASEMENTSmasculine, RECORDED JANUARY 5feminine, 2007 AS INSTRUMENT NO. 07-26534, OF OFFICIAL RECORDS, (THE “DECLARATION”), FOR INGRESS AND EGRESS IN, ON, OVER, ACROSS AND THROUGH THAT PORTION OF THE NOHO ALLEY (AS DEFINED IN THE DECLARATION) LOCATED WITHIN PARCEL “A” OF SAID PARCEL MAP L.A. NO. 2002-6231or neuter as required by context.

Grantor. [REDROCK NOHO RESIDENTIAL LLCGRANTOR: GRANTOR: -------------------------------- -------------------------------- -------------------------------------------------------------------------------- ACKNOWLEDGMENTS STATE OF MISSISSIPPI ) COUNTY OF ____________ ) Personally appeared before me, a Delaware limited liability company By: Redrock NoHothe undersigned authority in and for the said county and state, LLC, a Delaware limited liability company, its sole member By: Redwood Partners, Inc., a California corporation, its manager] By: Name: Title: [Notary acknowledgment on following page] A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County _______ day of _____________________________) On _________________________ before me, ________________________________________ (insert name and title of , within my jurisdiction, the officer) personally appeared ______________________within named ______________________________________, who proved to me on the basis of satisfactory evidence to be the person(sacknowledged that (he)(she)(they) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), above and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the foregoing instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature ____________________________________ (SealNotary Public My Commission Expires:___________________ STATE OF MISSISSIPPI ) PARCEL 1A: PARCEL B OF PARCEL MAP L.A. NO. 2002-6231, IN THE CITY OF LOS ANGELES, COUNTY OF LOS ANGELES____________ ) Personally appeared before me, the undersigned authority in and for the said county and state, on this _______ day of ___________________________, _________, within my jurisdiction, the within named ______________________________________, who acknowledged that (he)(she)(they) executed the above and foregoing instrument. ____________________________________ Notary Public My Commission Expires:___________________ STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 340 PAGES 78 to 80 INCLUSIVE MISSISSIPPI ) COUNTY OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇▇▇▇▇ ) Personally appeared before me, the undersigned authority in and for the said county and state, on this 13TH day of September, 2001, within my jurisdiction, the within named ▇▇▇, AS PER MAP RECORDED IN BOOK 16 PAGES 114 AND 115 OF MAPS, IN THE OFFICE OF THE LOS ANGELES COUNTY RECORDER, ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER SAID LAND, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED IN DEED RECORDED SEPTEMBER 10, 1986 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇, OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER ALL OF THE ABOVE DESCRIBED REAL PROPERTYwho acknowledged that (he)(she)(they) is the President of Custom Pack corporation, BUT WITHOUT ANY RIGHT TO PENETRATEand that for and on behalf of the said corporation, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOFand as its act and deed (he)(she)(they) executed the above and foregoing instrument, AS EXCEPTED AND RESERVED BY after first having been duly authorized by said corporation so to do. /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ------------------------------------ Notary Public NOTARY PUBLIC STATE OF MISSISSIPPI AT LARGE MY COMMISSION EXPIRES: Jul 31, 2005 BONDED THRU NOTARY PUBLIC UNDERWRITERS STATE OF MISSISSIPPI ) COUNTY OF ____________ ) Personally appeared before me, the undersigned authority in and for the said county and state, on this _______ day of ___________________________, _________, within my jurisdiction, the within named ______________________________________, who acknowledged that (he)(she)(they) is the who acknowledged that (he)(she)(they) is _________________ of ____________________ a _________________ corporation, and that for and on behalf of the said corporation, and as its act and deed (he)(she)(they) executed the above and foregoing instrument, after first having been duly authorized by said corporation so to do. ____________________________________ Notary Public My Commission Expires:___________________ SCHEDULE A The real estate located in the County of ▇▇▇▇▇▇▇▇, ET ALstate of Mississippi, described as: SEE ATTACHED EXHIBIT "A". SCHEDULE B 1ST AND 2ND DEED OF TRUST IN A DEED RECORDED ON MAY 26, 1989, AS INSTRUMENT NO. 89-854239 OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION FAVOR OF SAID LAND LYING WITHIN ▇▇▇▇ ▇▇, ▇▇ ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ 6 OF SAID LANKERSHIM ALL OIL, GAS, WATER, AND MINERAL RIGHTS NOW VESTED IN THE CITY OF LOS ANGELES WITHOUT, HOWEVER, THE RIGHT TO USE THE SURFACE OF SAID LAND OR ANY PORTION THEREOF TO A DEPTH OF 500 FEET BELOW THE SURFACE, FOR THE EXTRACTION OF SUCH OIL, GAS, WATER AND MINERALS, AS EXCEPTED AND RESERVED BY THE CITY OF LOS ANGELES RECORDED APRIL 12, 2004 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇ OF OFFICIAL RECORDS. PARCEL 1B: A NON-EXCLUSIVE EASEMENT AS PROVIDED IN THAT CERTAIN AMENDED AND RESTATED DECLARATION AND ESTABLISHMENT OF COVENANTS, CONDITIONS AND RESTRICTIONS AND GRANT OF EASEMENTS, RECORDED JANUARY 5, 2007 AS INSTRUMENT NO. 07-26534, OF OFFICIAL RECORDS, (THE “DECLARATION”), FOR INGRESS AND EGRESS IN, ON, OVER, ACROSS AND THROUGH THAT PORTION OF THE NOHO ALLEY (AS DEFINED IN THE DECLARATION) LOCATED WITHIN PARCEL “A” OF SAID PARCEL MAP L.A. NO. 2002-6231SOUTHTRUST BANK.

Grantor. [REDROCK NOHO RESIDENTIAL LLC, a Delaware limited liability company By: Redrock NoHo, LLC, a Delaware limited liability company, its sole member By: Redwood Partners, Inc.▇▇▇▇▇-Middlefield Business Park, a California corporation, its manager] limited partnership By: Name: Title: [Notary acknowledgment on following page] A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of _____________________________) On _________________________ before me, ________________________________________ (insert name and title of the officerName: _________________________________ Title: ________________________________ STATE OF CALIFORNIA ) ) ss. COUNTY OF __________ ) On ___________, before me, ______________, personally CAPACITY CLAIMED BY SIGNER -------------------------- appeared ________________________________________________, Though statute does not require [_] personally known to me -OR- [___________, who ] proved to me on the the Notary to fill in the data basis of satisfactory below, doing so may prove evidence to be the person(s) invaluable to persons relying whose name(s) is/are on the document. subscribed to the within instrument and acknowledged to me that he/she/they [_] INDIVIDUAL executed the same in [_] CORPORATE OFFICERS(S) his/her/their authorized capacity(ies), and that by _____________________________ his/her/their signature(s) Title(s) on the instrument the [_] PARTNER(S) [_] LIMITED person(s), or the entity [_] GENERAL upon behalf of which the person(s) acted, executed [_] ATTORNEY-IN-FACT the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. [_] TRUSTEE(S) [_] GUARDIAN/CONSERVATOR WITNESS my hand and official seal. Signature [_] OTHER: ______________________ ______________________ SIGNER IS REPRESENTING: ---------------------- Name of Person(s) or Entity(ies) __________________________________ (Seal_________________________________ SIGNATURE OF NOTARY _________________________________ STATE OF CALIFORNIA ) PARCEL 1A: PARCEL B OF PARCEL MAP L.A. NO) ss. 2002-6231, IN THE CITY OF LOS ANGELES, COUNTY OF LOS ANGELES__________ ) On ___________, STATE before me, ______________, personally CAPACITY CLAIMED BY SIGNER -------------------------- appeared ________________________________________________, Though statute does not require [_] personally known to me -OR- [_] proved to me on the the Notary to fill in the data basis of satisfactory below, doing so may prove evidence to be the person(s) invaluable to persons relying whose name(s) is/are on the document. subscribed to the within instrument and acknowledged to me that he/she/they [_] INDIVIDUAL executed the same in [_] CORPORATE OFFICERS(S) his/her/their authorized capacity(ies), and that by _____________________________ his/her/their signature(s) Title(s) on the instrument the [_] PARTNER(S) [_] LIMITED person(s), or the entity [_] GENERAL upon behalf of which the person(s) acted, executed [_] ATTORNEY-IN-FACT the instrument. [_] TRUSTEE(S) [_] GUARDIAN/CONSERVATOR WITNESS my hand and official seal. [_] OTHER: ______________________ ______________________ SIGNER IS REPRESENTING: ---------------------- Name of Person(s) or Entity(ies) __________________________________ _________________________________ SIGNATURE OF CALIFORNIANOTARY _________________________________ EXHIBIT A TO DEED ----------------- LEGAL DESCRIPTION OF PROPERTY All that certain real property in the City of Mountain View, AS PER MAP FILED IN BOOK 340 PAGES 78 to 80 INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇▇County of Santa ▇▇▇▇▇, AS PER MAP RECORDED IN BOOK 16 PAGES 114 AND 115 State of California, described as follows: [Legal Description to be Inserted] EXHIBIT B TO DEED ----------------- [EPA Order to be attached] EXHIBIT C TO DEED ----------------- [List of Portion of MEW Site that are on NPL to be attached, if any] EXHIBIT I-1 ----------- DO NOT RECORD FILOR REQUESTS DO NOT RECORD STAMP VALUE DECLARATION OF MAPS, IN THE OFFICE OF THE LOS ANGELES COUNTY RECORDER, ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER SAID LAND, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED IN DEED RECORDED SEPTEMBER 10, 1986 AS INSTRUMENT NO. ▇▇TAX DUE: SEPARATE PAPER: (Revenue and Taxation Code 11932-▇▇▇▇▇▇▇, OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER ALL OF THE ABOVE DESCRIBED REAL PROPERTY, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED BY ▇▇▇▇▇ ▇▇▇▇▇▇, ET AL, IN A DEED RECORDED ON MAY 26, 1989, AS INSTRUMENT NO. 89-854239 OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇▇ ▇▇, ▇▇ ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ 6 OF SAID LANKERSHIM ALL OIL, GAS, WATER, AND MINERAL RIGHTS NOW VESTED IN THE CITY OF LOS ANGELES WITHOUT, HOWEVER, THE RIGHT TO USE THE SURFACE OF SAID LAND OR ANY PORTION THEREOF TO A DEPTH OF 500 FEET BELOW THE SURFACE, FOR THE EXTRACTION OF SUCH OIL, GAS, WATER AND MINERALS, AS EXCEPTED AND RESERVED BY THE CITY OF LOS ANGELES RECORDED APRIL 12, 2004 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇ OF OFFICIAL RECORDS. PARCEL 1B11933) NOTE: A NON-EXCLUSIVE EASEMENT AS PROVIDED IN THAT CERTAIN AMENDED AND RESTATED DECLARATION AND ESTABLISHMENT OF COVENANTS, CONDITIONS AND RESTRICTIONS AND GRANT OF EASEMENTS, RECORDED JANUARY 5, 2007 AS INSTRUMENT NO. 07-26534, OF OFFICIAL RECORDS, (THE “DECLARATION”), FOR INGRESS AND EGRESS IN, ON, OVER, ACROSS AND THROUGH THAT PORTION OF THE NOHO ALLEY (AS DEFINED IN THE DECLARATIONThis Declaration is not a public record Document #__________________________ Property located in: ( ) LOCATED WITHIN PARCEL “A” OF SAID PARCEL MAP L.A. NO. 2002-6231.Unincorporated

Grantor. [REDROCK NOHO RESIDENTIAL LLCMERCATOR SOFTWARE, INC., a Delaware limited liability company Corporation, as Grantor By: Redrock NoHo, LLC, a Delaware limited liability company, its sole member ByTitle: Redwood Partners, Inc.Agreed and consented to as of the date first above written: FOOTHILL CAPITAL CORPORATION, a California corporation, its manager] as Agent By: Name: Title: [Notary acknowledgment on following page] A notary public or other officer completing this certificate verifies only STATE OF NEW YORK ) ) ss.: COUNTY OF NEW YORK ) On the identity __ day of the individual who signed the document to which this certificate is attachedDecember, and not the truthfulness2002, accuracy, or validity of that document. State of California County of before me personally came _____________________________) On ___________to me known, who, being by me duly sworn, did depose and say he resides at _________________________ before me, ________________________________________ (insert name and title of the officer) personally appeared _________________________________________________________________ and that he is the ____________________of MERCATOR SOFTWARE, who proved INC., the corporation described in and which executed the above instrument; that he has been authorized to execute said instrument on behalf of said corporation; and that he signed said instrument on behalf of said corporation pursuant to said authority. [Notarial Seal] STATE OF NEW YORK ) ) ss.: COUNTY OF NEW YORK ) On the __day of December, 2002, before me personally came _________________________________________to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument known, who, being by me duly sworn, did depose and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature say he resides at _____________________________________________________ (_______________________________________________________________________________and that he is the of FOOTHILL CAPITAL CORPORATION, the corporation described in and which executed the above instrument; that he has been authorized to execute said instrument on behalf of said corporation; and that he has signed said instrument on behalf of said corporation pursuant to said authority. [Notarial Seal) PARCEL 1A] SCHEDULE I: PARCEL B OF PARCEL MAP L.A. NOCOPYRIGHTS AND COPYRIGHT REGISTRATIONS SEE ATTACHED. 2002-6231, IN THE CITY OF LOS ANGELES, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 340 PAGES 78 to 80 INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇, AS PER MAP RECORDED IN BOOK 16 PAGES 114 AND 115 OF MAPS, IN THE OFFICE OF THE LOS ANGELES COUNTY RECORDER, ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER SAID LAND, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED IN DEED RECORDED SEPTEMBER 10, 1986 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇, OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER ALL OF THE ABOVE DESCRIBED REAL PROPERTY, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED BY ▇▇▇▇▇ ▇▇▇▇▇▇, ET AL, IN A DEED RECORDED ON MAY 26, 1989, AS INSTRUMENT NO. 89-854239 OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇▇ ▇▇, ▇▇ ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ 6 OF SAID LANKERSHIM ALL OIL, GAS, WATER, AND MINERAL RIGHTS NOW VESTED IN THE CITY OF LOS ANGELES WITHOUT, HOWEVER, THE RIGHT TO USE THE SURFACE OF SAID LAND OR ANY PORTION THEREOF TO A DEPTH OF 500 FEET BELOW THE SURFACE, FOR THE EXTRACTION OF SUCH OIL, GAS, WATER AND MINERALS, AS EXCEPTED AND RESERVED BY THE CITY OF LOS ANGELES RECORDED APRIL 12, 2004 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇ OF OFFICIAL RECORDS. PARCEL 1BSCHEDULE II: A NON-EXCLUSIVE EASEMENT AS PROVIDED IN THAT CERTAIN AMENDED AND RESTATED DECLARATION AND ESTABLISHMENT OF COVENANTS, CONDITIONS AND RESTRICTIONS AND GRANT OF EASEMENTS, RECORDED JANUARY 5, 2007 AS INSTRUMENT NO. 07-26534, OF OFFICIAL RECORDS, (THE “DECLARATION”), FOR INGRESS AND EGRESS IN, ON, OVER, ACROSS AND THROUGH THAT PORTION OF THE NOHO ALLEY (AS DEFINED IN THE DECLARATION) LOCATED WITHIN PARCEL “A” OF SAID PARCEL MAP L.A. NO. 2002-6231.LICENSES

Grantor. [REDROCK NOHO RESIDENTIAL LLCPASSAIC AVENUE SOUTH ASSOCIATES, a Delaware New Jersey limited liability company partnership By: Redrock NoHo, LLC, a Delaware limited liability company, its sole member By: Redwood Partners, Inc., a California corporation, its manager] By: ----------------------------- Name: Title: [Notary acknowledgment on following page] A notary public or other officer completing this certificate verifies only ACKNOWLEDGMENT STATE OF_______________ ) ) ss.: COUNTY OF______________ ) On the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County ____ day of _____________________________) On _________________________ 2000, before me, ________________________________________ (insert name the undersigned, a Notary Public in and title of the officer) for said State, personally appeared ____________________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) individual whose name(s) is/are name is subscribed to the within instrument and acknowledged to me that he/she/they he executed the same in his/her/their authorized capacity(ies)his capacity, and that by his/her/their his signature(s) on the instrument instrument, the person(s)individual, or the entity person upon behalf of which the person(s) individual acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California ; that the foregoing paragraph individual is true known to me and correctdid not swear an oath. WITNESS my hand ---------------------------------------- Notary Public (SEAL) EXHIBIT F FORM OF SUBLEASE ASSIGNMENT Record and official seal. Signature ______________________________ (Seal) PARCEL 1Areturn to: PARCEL B OF PARCEL MAP L.A. NO. 2002-6231, IN THE CITY OF LOS ANGELES, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 340 PAGES 78 to 80 INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN Solomon and ▇▇▇▇▇▇▇▇ ▇▇ LLP ▇▇ ▇▇▇▇ ▇▇ ▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, AS PER MAP RECORDED IN BOOK 16 PAGES 114 AND 115 OF MAPS, IN THE OFFICE OF THE LOS ANGELES COUNTY RECORDER, ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER SAID LAND, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED IN DEED RECORDED SEPTEMBER 10, 1986 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇, OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ Attn: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Prepared by: ----------------------------- ----------------------------- ASSIGNMENT AND ASSUMPTION OF LEASE KNOW ALL MEN BY THESE PRESENTS, that PASSAIC AVENUE SOUTH ASSOCIATES, formerly known as Passaic Avenue Associates, a New Jersey limited partnership, having an office c/▇ ▇▇▇▇▇▇▇ Maintenance Corp., ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ("ASSIGNOR"), for and in consideration of TEN ($10.00) DOLLARS and other good and valuable consideration paid by DEL TOCH LLC, a Delaware limited liability company, having an office c/o DVL, Inc., ▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER ALL OF THE ABOVE DESCRIBED REAL PROPERTY, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED BY ▇▇▇▇▇ ▇▇▇▇▇▇, ET AL, IN A DEED RECORDED ON MAY 26, 1989, AS INSTRUMENT NO. 89-854239 OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇▇ ▇▇, ▇▇ ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ 6 OF SAID LANKERSHIM ALL OIL("ASSIGNEE"), GASthe receipt and sufficiency of which being hereby acknowledged, WATERhereby assigns, AND MINERAL RIGHTS NOW VESTED IN THE CITY OF LOS ANGELES WITHOUTtransfers and sets over unto Assignee, HOWEVERand unto Assignee's successors and assigns, THE RIGHT TO USE THE SURFACE OF SAID LAND OR ANY PORTION THEREOF TO A DEPTH OF 500 FEET BELOW THE SURFACEfrom and after the date hereof (the "CLOSING DATE"), FOR THE EXTRACTION OF SUCH OILall of Assignor's right, GAStitle and interest as lessor in, WATER AND MINERALSto and under that certain agreement of lease, AS EXCEPTED AND RESERVED BY THE CITY OF LOS ANGELES RECORDED APRIL 12dated as of August 5, 2004 AS INSTRUMENT NO. ▇▇-▇1982, between Assignor, as landlord, and Kenbee Management, Inc., as tenant, which lease was recorded July 18, 1984 in Book 3119, Page 752 in the ▇▇▇▇▇▇ OF OFFICIAL RECORDS. PARCEL 1B: A NON-EXCLUSIVE EASEMENT AS PROVIDED IN THAT CERTAIN AMENDED AND RESTATED DECLARATION AND ESTABLISHMENT OF COVENANTS, CONDITIONS AND RESTRICTIONS AND GRANT OF EASEMENTS, RECORDED JANUARY 5, 2007 AS INSTRUMENT NO. 07-26534, OF OFFICIAL RECORDS, County Recorder's Office (THE “DECLARATION”the "KENBEE LEASE"), FOR INGRESS which Kenbee Lease affects that certain parcel of real property more particularly described in EXHIBIT A annexed hereto and made a part hereof (the "PREMISES"), together with all rents, guarantees, if any, of the obligations of the tenant thereunder and any security deposits, if any, but only to the extent presently held by Assignor as set forth on EXHIBIT B annexed hereto and made a part hereof (the "SECURITY DEPOSIT"), subject to the terms and conditions of the Kenbee Lease. TO HAVE AND EGRESS INTO HOLD THE SAME unto Assignee, ONits successors and assigns, OVERforever. Assignee for itself, ACROSS AND THROUGH THAT PORTION OF THE NOHO ALLEY (AS DEFINED IN THE DECLARATION) LOCATED WITHIN PARCEL “A” OF SAID PARCEL MAP L.A. NO. 2002-6231its successors and assigns, hereby assumes all of the rights, duties and obligations of the lessor under the Kenbee Lease arising from and after the date hereof.

Grantor. [REDROCK NOHO RESIDENTIAL LLC, Signed by the Grantor on the date hereof. If the Grantor is a Delaware limited liability company By: Redrock NoHo, LLC, a Delaware limited liability company, its sole member By: Redwood Partners, Inc., a California corporation, its manager] By: Name: Title: [Notary acknowledgment on following page] A notary public or other this Deed is signed by a corporate officer completing this certificate verifies only the identity who has authority to (a) convey all interests of the individual who signed the document to which corporation that are conveyed by this certificate is attachedDeed, and not (b) to bind the truthfulnesscorporation with respect to all matters dealt with herein. _________________________________ Signed, accuracy, sealed and delivered in The presence of or validity of that document. attested by: ______________________ [ seal ] ______________________ [ seal ] ______________________ [ seal ] ______________________ [ seal ] CERTIFICATE OF ACKNOWLEDGEMENT BY INDIVIDUAL State of California New Jersey, County of _________________________________ I am either (check one) On ____ a Notary Public or ____ a ______________________, an officer authorized to take acknowledgements and proofs in the state of New Jersey. I sign this acknowledgement below to certify that it was executed before me. On this the _____ before meday of ___________________, 20___ _________________________________________ appeared before me in person. (insert If more than one person appears, the words “this person” shall include all persons named who appeared before the officer making this acknowledgement). I am satisfied that this person is the person named in and who signed this Deed. This person also acknowledged that the full and actual consideration paid or to be paid for the transfer of title to realty evidenced by this Deed, as such consideration is defined in P.L. 1968, c. 49, sec. 1(c), is $____________________________. Officer’s signature: Sign above, and print stamp or type name and title below CORPORATE PROOF BY SUBSCRIBING WITNESS State of the officer) personally appeared New Jersey, County of _________________________________ I am either (check one) ____ a Notary Public or ____ a ______________________, who proved an officer authorized to me on take acknowledgements and proofs in the basis state of satisfactory evidence to be New Jersey. On this the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies)_____ day of ___________________, and that by his/her/their signature(s) on the instrument the person(s)20___, or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature ______________________________ (Sealhereinafter the “Witness”) PARCEL 1Aappeared before me in person. The Witness was duly sworn by me, and under oath stated and proved to my satisfaction that: PARCEL B OF PARCEL MAP L.A. NO. 2002-6231, IN THE CITY OF LOS ANGELES, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 340 PAGES 78 to 80 INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇, AS PER MAP RECORDED IN BOOK 16 PAGES 114 AND 115 OF MAPS, IN THE OFFICE OF THE LOS ANGELES COUNTY RECORDER, ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER SAID LAND, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED IN DEED RECORDED SEPTEMBER 10, 1986 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇, OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER ALL OF THE ABOVE DESCRIBED REAL PROPERTY, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED BY ▇▇▇▇▇ ▇▇▇▇▇▇, ET AL, IN A DEED RECORDED ON MAY 26, 1989, AS INSTRUMENT NO. 89-854239 OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇▇ ▇▇, ▇▇ ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ 6 OF SAID LANKERSHIM ALL OIL, GAS, WATER, AND MINERAL RIGHTS NOW VESTED IN THE CITY OF LOS ANGELES WITHOUT, HOWEVER, THE RIGHT TO USE THE SURFACE OF SAID LAND OR ANY PORTION THEREOF TO A DEPTH OF 500 FEET BELOW THE SURFACE, FOR THE EXTRACTION OF SUCH OIL, GAS, WATER AND MINERALS, AS EXCEPTED AND RESERVED BY THE CITY OF LOS ANGELES RECORDED APRIL 12, 2004 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇ OF OFFICIAL RECORDS. PARCEL 1B: A NON-EXCLUSIVE EASEMENT AS PROVIDED IN THAT CERTAIN AMENDED AND RESTATED DECLARATION AND ESTABLISHMENT OF COVENANTS, CONDITIONS AND RESTRICTIONS AND GRANT OF EASEMENTS, RECORDED JANUARY 5, 2007 AS INSTRUMENT NO. 07-26534, OF OFFICIAL RECORDS, 1 The Witness is the _________________ secretary of the corporation which is the Grantor described as such in this deed (THE hereinafter the “DECLARATIONCorporation”), FOR INGRESS AND EGRESS IN, ON, OVER, ACROSS AND THROUGH THAT PORTION OF THE NOHO ALLEY (AS DEFINED IN THE DECLARATION) LOCATED WITHIN PARCEL “A” OF SAID PARCEL MAP L.A. NO. 2002-6231.

Grantor. [REDROCK NOHO RESIDENTIAL LLCSIGNED AND SEALED IN PREFCO FIVE LIMITED THE PRESENCE OF: PARTNERSHIP, a Delaware Connecticut limited liability company By: Redrock NoHo, LLC, a Delaware limited liability company, its sole member By: Redwood Partners, Inc., a California corporation, its manager] By: Name: Title: [Notary acknowledgment on following page] A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Partnership ____________________________ Name:_______________________ By: Prefco V Holdings LLC, a Connecticut (Type or Print) On limited liability company, its general partner Name:_______________________ By: Harlow Aircraft Inc., sole member (Type or Print) By: ____________________________ Name:_______________________ Title:______________________ [Affix Corporate seal] STATE OF CONNECTICUT ) : SS.: COUNTY OF HARTFORD ) On the ___ day of ___________, 2002 before me, the undersigned, a Notary Public in and for said State, personally appeared _______________, known to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is/are subscribed to the within instrument and acknowledged that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. _______________________________________ Notary Public EXHIBIT A TO EXHIBIT E-2 [legal descriptions to be attached at Closing] EXHIBIT B TO EXHIBIT E-2 [to be added at Closing as set forth in Title Policy] EXHIBIT E-3 [GEORGIA - LAND ESTATE AND IMPROVEMENTS] Property Number:_______ Street Address: __________________ __________________ __________________ Prepared by and after recording Return to: ___________________ ___________________ ___________________ ___________________ STATE OF GEORGIA COUNTY OF ____________ LIMITED WARRANTY DEED (insert name Estate for Years in Land and title Fee Simple in Improvements) THIS INDENTURE is made the ___ day of ____________, 2002 between PREFCO FIVE LIMITED PARTNERSHIP, a Connecticut limited partnership, successor in interest to PREFCO V LIMITED PARTNERSHIP, a Connecticut limited partnership ("Grantor"), the officer) personally appeared address of which is c/o Pitney Bowes Credit Corporation, 27 Waterview Drive, Shelton, Connecticut 0▇▇▇▇, to AMERICAN FINANCIA▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇, ▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ility company ("Grantee"), having its principal place of business at____________________________________________________________. WITNESSETH that: Grantor, who proved to me on for and in consideration of the basis sum of satisfactory evidence to be Ten and 00/100 Dollars ($10.00) in hand paid at and before the person(s) whose name(s) is/sealing and delivery of these presents, the receipt and adequacy of which are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies)hereby acknowledged, has granted, bargained, sold, aliened, conveyed, and confirmed, and by these presents does grant, bargain, sell, alien, convey, and confirm unto Grantee an estate for years (the "Land Estate") in that by his/her/their signature(s) on the instrument the person(s), parcel or the entity upon behalf parcels of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature ________________________land in ______ County, Georgia, more particularly described in Exhibit A attached hereto and incorporated herein by reference and in Grantor's right, title, and interest, if any, in and to all streets and roads abutting the said parcel or parcels and all easements, privileges, tenements, hereditaments, and appurtenances belonging unto said parcel or parcels or in anywise appertaining thereto (Seal) PARCEL 1Athe "Premises"), said Land Estate to expire on August 31, 2010. TOGETHER WITH all right, title, and interest of Grantor as the fee simple owner of, in, and to all buildings and improvements now located on the Premises and hereafter located or erected on the Premises in replacement of existing buildings and improvements, whether below or above grade level, and all easements, privileges, tenements, hereditaments, and appurtenances belonging unto said buildings and improvements or in anywise appertaining thereto (all such buildings and improvements being collectively referred to as the "Improvements"), which are intended to be and remain real property and to become and remain the sole and exclusive property of Grantee and its successors and assigns. SUBJECT TO only those matters affecting title to the Land Estate and the Improvements that are set forth on Exhibit B attached hereto and incorporated herein by reference. TO HAVE AND TO HOLD the Land Estate, with all and singular the rights, members, privileges, and appurtenances thereof, to the same being, belonging, or in anywise appertaining, to the only proper use, benefit, and behoof of Grantee through and including August 31, 2010; and to have and to hold the Improvements, with all and singular the rights, members, and appurtenances thereof, to the same being, belonging, or in anyway appertaining, to the only proper use, benefit, and behoof of Grantee forever in FEE SIMPLE. And Grantor covenants with Grantee that Grantor is seized of the Land Estate and the Improvements, has the right to convey the same, title thereto is marketable, Grantor has done nothing to impair such title as Grantor received, and Grantor, except as herein stated, will warrant and forever defend the right and title to the Land Estate and the Improvements unto Grantee against the claims of all persons owning, holding, or claiming by, through, or under Grantor. IT BEING THE INTENT of Grantor and Grantee to convey to Grantee the Land Estate and the fee simple title in the Improvements [NOTE: PARCEL B OF PARCEL MAP L.A. NO. 2002-6231, ADDITIONAL LANGUAGE TO BE INCLUDED IN THE CITY OF LOS ANGELESEVENT CAROLINA - RELCO SELLS ITS REMAINDER INTEREST TO GRANTEE PURSUANT TO SEPARATE AGREEMENT]. The designations Grantor and Grantee as used herein shall include said parties, COUNTY OF LOS ANGELEStheir heirs, STATE OF CALIFORNIAadministrators, AS PER MAP FILED IN BOOK 340 PAGES 78 to 80 INCLUSIVE OF PARCEL MAPSexecutors, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇successors, AS PER MAP RECORDED IN BOOK 16 PAGES 114 AND 115 OF MAPSand assigns, IN THE OFFICE OF THE LOS ANGELES COUNTY RECORDERand shall include singular, ALL OILplural, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER SAID LANDmasculine, BUT WITHOUT ANY RIGHT TO PENETRATEfeminine, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED IN DEED RECORDED SEPTEMBER 10, 1986 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇, OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER ALL OF THE ABOVE DESCRIBED REAL PROPERTY, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED BY ▇▇▇▇▇ ▇▇▇▇▇▇, ET AL, IN A DEED RECORDED ON MAY 26, 1989, AS INSTRUMENT NO. 89-854239 OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇▇ ▇▇, ▇▇ ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ 6 OF SAID LANKERSHIM ALL OIL, GAS, WATER, AND MINERAL RIGHTS NOW VESTED IN THE CITY OF LOS ANGELES WITHOUT, HOWEVER, THE RIGHT TO USE THE SURFACE OF SAID LAND OR ANY PORTION THEREOF TO A DEPTH OF 500 FEET BELOW THE SURFACE, FOR THE EXTRACTION OF SUCH OIL, GAS, WATER AND MINERALS, AS EXCEPTED AND RESERVED BY THE CITY OF LOS ANGELES RECORDED APRIL 12, 2004 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇ OF OFFICIAL RECORDS. PARCEL 1B: A NON-EXCLUSIVE EASEMENT AS PROVIDED IN THAT CERTAIN AMENDED AND RESTATED DECLARATION AND ESTABLISHMENT OF COVENANTS, CONDITIONS AND RESTRICTIONS AND GRANT OF EASEMENTS, RECORDED JANUARY 5, 2007 AS INSTRUMENT NO. 07-26534, OF OFFICIAL RECORDS, (THE “DECLARATION”), FOR INGRESS AND EGRESS IN, ON, OVER, ACROSS AND THROUGH THAT PORTION OF THE NOHO ALLEY (AS DEFINED IN THE DECLARATION) LOCATED WITHIN PARCEL “A” OF SAID PARCEL MAP L.A. NO. 2002-6231or neuter as required by context.

Grantor. [REDROCK NOHO RESIDENTIAL LLCDAKOTA BANK BUILDING LIMITED PARTNERSHIP, a Delaware an Illinois limited liability company partnership, by its General Partners: Lisle, L.L.C. Oak Street, L.L.C. By: Redrock NoHo▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Trust dated November 21, LLC2002, a Delaware limited liability company, its sole member Sole Member and Manager /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ By: Redwood Partners/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Inc.Manager ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, a California corporationnot individually, its manager] but as Trustee By: Name/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, not individually, but as Trustee By: Title: [Notary acknowledgment on following page] A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached/s/ Jo ▇▇▇ ▇▇▇▇ Jo ▇▇▇ ▇▇▇▇, and not the truthfulnessindividually, accuracy, or validity of that documentbut as Trustee STATE OF ) ) ss. State of California County of _____________________________COUNTY OF ) On _________________________ , before me, ________________________, a Notary Public in and for said state, personally appeared ________________ ________, personally known to me (insert or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and title acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument, the person, or the entity upon behalf of which the officer) personally appeared person acted, executed the instrument. WITNESS my hand and official seal. __________________________________________ Notary Public in and for said State TO: Recorder County of Cass Request is hereby made in accordance with the provisions of the Documentary Transfer Tax Act that the amount of the tax due not be shown on the original document which names: Grantor: Dakota Bank Building Limited Partnership, an Illinois limited partnership Grantee: NetREIT Inc., a Maryland corporation The property described in the accompanying document is located in the City of Fargo, County of Cass, State of North Dakota. The amount of tax due on the accompanying document is $___________________. X Computed on full value of property conveyed. Computed on full value, who proved to me on less liens and encumbrances remaining at the basis time of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies)sale. EXHIBIT B [0:00 AM] DRAFT DAKOTA BANK BUILDING LIMITED PARTNERSHIP, and that an Illinois limited partnership, by his/her/their signature(s) on the instrument the person(s)its General Partners: Lisle, or the entity upon behalf of which the person(s) actedL.L.C. Oak Street, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature ______________________________ (Seal) PARCEL 1AL.L.C. By: PARCEL B OF PARCEL MAP L.A. NO. 2002-6231, IN THE CITY OF LOS ANGELES, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 340 PAGES 78 to 80 INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇, AS PER MAP RECORDED IN BOOK 16 PAGES 114 AND 115 OF MAPS, IN THE OFFICE OF THE LOS ANGELES COUNTY RECORDER, ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER SAID LAND, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED IN DEED RECORDED SEPTEMBER 10, 1986 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇, OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ALL OILTrust dated November 21, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER ALL OF THE ABOVE DESCRIBED REAL PROPERTY2002, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED BY Sole Member and Manager /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ET AL, IN A DEED RECORDED ON MAY 26, 1989, AS INSTRUMENT NO. 89-854239 OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN Manager ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, not individually, but as Trustee By: /s/ ▇▇ ▇▇▇▇▇ ▇▇ . ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ 6 OF SAID LANKERSHIM ALL OIL, GAS, WATER, AND MINERAL RIGHTS NOW VESTED IN THE CITY OF LOS ANGELES WITHOUT, HOWEVER, THE RIGHT TO USE THE SURFACE OF SAID LAND OR ANY PORTION THEREOF TO A DEPTH OF 500 FEET BELOW THE SURFACE, FOR THE EXTRACTION OF SUCH OIL, GAS, WATER AND MINERALS, AS EXCEPTED AND RESERVED BY THE CITY OF LOS ANGELES RECORDED APRIL 12, 2004 AS INSTRUMENT NO▇. ▇▇-▇▇▇▇▇▇▇, not individually, but as Trustee By: /s/ Jo ▇▇▇ OF OFFICIAL RECORDS. PARCEL 1B▇▇▇▇ Jo ▇▇▇ ▇▇▇▇, not individually, but as Trustee Note: A NON-EXCLUSIVE EASEMENT AS PROVIDED IN THAT CERTAIN AMENDED AND RESTATED DECLARATION AND ESTABLISHMENT OF COVENANTSAfter the permanent record is made, CONDITIONS AND RESTRICTIONS AND GRANT OF EASEMENTS, RECORDED JANUARY 5, 2007 AS INSTRUMENT NO. 07-26534, OF OFFICIAL RECORDS, (THE “DECLARATION”), FOR INGRESS AND EGRESS IN, ON, OVER, ACROSS AND THROUGH THAT PORTION OF THE NOHO ALLEY (AS DEFINED IN THE DECLARATION) LOCATED WITHIN PARCEL “A” OF SAID PARCEL MAP L.A. NO. 2002-6231this form will be affixed to the conveying document and returned with it.

Grantor. [REDROCK NOHO RESIDENTIAL LLC, a Delaware limited liability company By: Redrock NoHo, KBS Legacy Partners Properties LLC, a Delaware limited liability company, its sole member By: Redwood PartnersKBS Legacy Partners Limited Partnership, a Delaware limited partnership, its sole member By: KBS Legacy Partners Apartment REIT, Inc., a California Maryland corporation, its manager] sole general partner By: ___________________________ Name: _____________________ Title: [______________________ ELITE STREET CAPITAL LOFTS DE, LP, a Delaware limited liability company By: __________________________ Name: __________________________ Title: ___________________________ A Notary acknowledgment on following page] A notary public Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of _____________________________STATE OF CALIFORNIA ) COUNTY OF ) On _________________________ before me, ________________________________________ (insert name and title of the officer) , a notary public, personally appeared ____________________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature _______________________________ (Seal) PARCEL 1ASignature of Notary [INSERT NOTARY FOR GRANTEE] The land referred to herein is situated in the City of St. Louis, State of Missouri, and is described as follows: PARCEL B OF PARCEL MAP L.A. NO. 2002-6231, IN THE CITY OF LOS ANGELES, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 340 PAGES 78 to 80 INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇TRACT 1: ▇▇▇ ▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇, AS PER MAP RECORDED IN BOOK 16 PAGES 114 AND 115 OF MAPS, IN THE OFFICE OF THE LOS ANGELES COUNTY RECORDER, ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER SAID LAND, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED IN DEED RECORDED SEPTEMBER 10, 1986 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇, OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇, a subdivision in the City of St. Louis, Missouri, and being in City Block 4002, according to the plat thereof recorded in Plat Book 74 page 15 of the St. Louis City Records. TRACT 2: Lot 5A of the Resubdivision of ▇▇▇▇ ▇ ▇▇▇ ▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ALL OIL, GAS AND OTHER HYDROCARBON SUBSTANCES IN AND UNDER ALL OF THE ABOVE DESCRIBED REAL PROPERTY, BUT WITHOUT ANY RIGHT TO PENETRATE, USE OR DISTURB SAID PROPERTY WITHIN 500 FEET OF THE SURFACE THEREOF, AS EXCEPTED AND RESERVED BY ▇▇▇▇▇▇ ▇▇▇▇▇▇, ET ALaccording to the plat recorded in Plat Book 74 page 15 and being part of City Block 4002 of the City of St. Louis, IN A DEED RECORDED ON MAY 26according to plat recorded in Plat Book 82 page 22 of the St. Louis City Records. TRACT 3: Rights and easements appurtenant to Tracts 1 & 2 pursuant to that certain Declaration of Covenants and Restrictions of The Highlands at Forest Park, 1989recorded in Book 1624M page 1970 and amended by instrument recorded in Book 1671M page 4535, AS INSTRUMENT NO. 89-854239 OFFICIAL RECORDS. ALSO EXCEPT FROM THAT PORTION OF SAID LAND LYING WITHIN ▇▇▇▇ ▇▇Book 10062004 page 0231, ▇▇ ▇▇▇ ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ 6 OF SAID LANKERSHIM ALL OIL, GAS, WATER, AND MINERAL RIGHTS NOW VESTED IN THE CITY OF LOS ANGELES WITHOUT, HOWEVER, THE RIGHT TO USE THE SURFACE OF SAID LAND OR ANY PORTION THEREOF TO A DEPTH OF 500 FEET BELOW THE SURFACE, FOR THE EXTRACTION OF SUCH OIL, GAS, WATER AND MINERALS, AS EXCEPTED AND RESERVED BY THE CITY OF LOS ANGELES RECORDED APRIL 12, 2004 AS INSTRUMENT NO. ▇▇-▇▇▇▇▇▇▇ OF OFFICIAL RECORDS. PARCEL 1B: A NON-EXCLUSIVE EASEMENT AS PROVIDED IN THAT CERTAIN AMENDED AND RESTATED DECLARATION AND ESTABLISHMENT OF COVENANTS, CONDITIONS AND RESTRICTIONS AND GRANT OF EASEMENTS, RECORDED JANUARY 5, 2007 AS INSTRUMENT NO. 07-26534, OF OFFICIAL RECORDS, (THE “DECLARATION”), FOR INGRESS AND EGRESS IN, ON, OVER, ACROSS AND THROUGH THAT PORTION OF THE NOHO ALLEY (AS DEFINED IN THE DECLARATION) LOCATED WITHIN PARCEL “A” OF SAID PARCEL MAP L.A. NO. 2002-6231Book 10062004 page 0232 and Book 08292007 page 0206 of the St. Louis City Records.