THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT

1. Incorporation of Recitals. The recitals set forth above are fully incorporated herein by reference as if same were fully set forth herein.

2. Phase II.  

(a) Seller shall conduct a Phase II Environmental Site Assessment on the Property, at Seller’s expense to be paid with the Escrow Funds (defined below), provided (i) such assessment is limited to the scope recommended by ▇▇▇▇▇▇ Engineering (“▇▇▇▇▇▇”) based on a review of that certain Phase I Environmental Site Assessment by ATC Group Services LLC dba Atlas Technical dated January 30, 2025 (the “Atlas Phase I”),  and includes (x) additional testing around certain printing presses in locations recommended by ▇▇▇▇▇▇ (the “Additional Press Tests”) and (y) the drilling and sampling of three (3) groundwater ▇▇▇▇▇ to be in locations recommended by ▇▇▇▇▇▇ based on the Atlas Phase I with due consideration for the location of the printing presses,  (ii) ▇▇▇▇▇▇ (or its subcontractor) performs such assessment, and (iii) the conclusions of such assessment are delivered within sixty (60) days after the date hereof (the “Additional Phase II Assessment”). Any samples taken will be analyzed using methods acceptable to TCEQ. Seller shall deliver a copy of the conclusions from the Additional Phase II Assessment promptly upon receipt (the “Additional Phase II Assessment Report”).

(b) Seller shall deliver, at Purchaser’s sole cost and expense, a reliance letter, in a form as customarily issued by Shiels or its subcontractor,  (i) to Purchaser’s lender with respect to those certain Phase I and Phase II Environmental Site Assessments for the Property previously obtained by Seller within three (3) business days after the date Purchaser delivers to Seller the name of such

lender, and (ii) to Purchaser and Purchaser’s lender, to the extent timely identified to Seller, with respect to the Additional Phase II Assessment Report within three (3) business days after the date the final report is issued to Seller.

3. Escrow Holdback. At Closing, ▇▇▇▇▇▇ agrees to escrow the sum of Six Hundred Thousand Dollars ($600,000) (the “Escrow Funds”) with Escrow Agent, to be held pursuant to an escrow agreement in substantially the form of Exhibit A attached hereto (the “Escrow Agreement”).  If the Additional Phase II Assessment Report confirms the release of contamination from the operations of Seller and the results indicate that remediation of the same is required under environmental laws binding upon or applicable to the Property (“Applicable Environmental Law”) (such confirmed release being a “Confirmed Condition”), then Seller agrees to remediate such Confirmed Condition to a standard no more stringent than the Remediation Standard (defined below), but only to the extent the Escrow Funds are available to pay for the same (a “Required Remediation”) and Seller shall be entitled to draw on such Escrow Funds to reimburse Seller for actual out-of-pocket expenses incurred by Seller in connection with the Required Remediation or otherwise related to the remediation of the Confirmed Condition. In addition, Seller shall be entitled to draw on the Escrow Funds to reimburse Seller for the cost of the Additional Phase II Assessment. In the event of a Required Remediation, the Post-Closing Lease shall be extended to allow Seller access to the Property to perform the same and Purchaser will cause any other occupant of the Property to reasonably cooperate with Seller’s activities in performing the Required Remediation. Notwithstanding anything herein to the contrary,  Escrow Agent shall release the entirety of the Escrow Funds then-held by Escrow Agent to the Seller on the first to occur of (i) receipt of the Additional Phase II Assessment that does not identify any Confirmed Condition, (ii) the date that is twelve (12) months following the Closing Date, and (iii) receipt of a no further action letter from TCEQ with respect to any Required Remediation (the “Escrow Termination Date”). 

4. No Other Changes. Except as herein expressly amended or otherwise provided, each and every term, condition, warranty and provision of the Original Agreement shall remain in full force and effect, and such are hereby ratified, confirmed and approved by the parties hereto.

5. Counterparts. This Third Amendment may be executed in any number of counterparts and by each of the undersigned on separate counterparts, and each such counterpart shall be deemed an original signature and be binding upon the parties hereto (it being agreed that facsimile or other electronic signature shall have the same force and effect as an original signature).

6. Governing Law. This Third Amendment shall be governed by, interpreted under, and construed and enforceable in accordance with, the laws of the State of Texas.

7. Authority.  Each party hereto represents to the other party hereto that such party has the legal right, power and authority and has obtained all necessary consents to enter into this Third Amendment.

8. Time is of the Essence. Time is of the essence with respect to each and every provision in this Third Amendment.