Common use of Agreement of Purchase and Sale Clause in Contracts

Agreement of Purchase and Sale. In consideration of their covenants set forth in this Agreement, Seller agrees to sell to Purchaser, and Purchaser agrees to purchase from Seller, for the Purchase Price (as hereinafter defined) and on the terms and conditions set forth herein, the following: (a) All of the land situated in the City of Plano, the County of Collin and the State of Texas, described on Exhibit A attached hereto and made a part hereof, together with all right, title and interest of Seller in and to all benefits, privileges, easements, tenements, hereditaments and appurtenances thereon or appertaining thereto, and together with all right, title and interest of Seller in and to adjacent streets, alleys and rights-of-way (the “Real Estate”). (b) All structures, buildings, improvements and fixtures, including without limitation all equipment and appliances, used in connection with the operation or occupancy thereof, such as heating and air-conditioning systems and facilities used to provide any utility services, parking services, refrigeration, ventilation, trash disposal or other fixtures owned by Seller and located on the Real Estate (“Improvements”). (c) All personal property owned by Seller located on or in the Real Estate or Improvements and used in connection with the operation and maintenance of the Real Estate or Improvements (“Personal Property”). (d) Seller’s interest in all leases and other agreements to occupy the Real Estate and/or the Improvements, or any portion thereof, as amended from time to time, in effect on the date of Closing, as hereinafter defined (all such leases and agreements being sometimes collectively referred to herein as “Leases”). (e) All intangible property owned by Seller and used in connection with the Real Estate, Improvements and Personal Property, including specifically, without limitation, all right, title and interest of Seller in and to the following: (i) all trademarks and trade names used in connection with any part of the Real Estate and Improvements (specifically excluding, however, the name “Behringer Harvard,” any derivative thereof or any name which includes the words “Behringer Harvard” or any derivative thereof), (ii) all plans and specifications, if any, in the possession of Seller which were prepared in connection with the construction of any of the Improvements, (iii) all licenses and permits now in effect with respect to the Real Estate, Improvements and Personal Property, and (iv) all written service and maintenance contracts (“Service Contracts”), and warranties in effect at Closing (as hereinafter defined) and relating to the Property (as hereinafter defined), but only to the extent that such Service Contracts and warranties are assignable by Seller without any necessary third party consent, or to the extent that all necessary third party consents to such assignments have been obtained (provided that Seller shall not be obligated to obtain such third party consents) including without limitation all equipment leases and all rights of Seller thereunder relating to equipment or property located upon the Property, which will survive Closing and which Purchaser elects to assume pursuant to Section 5.4(c) herein (“Intangible Property”).

Agreement of Purchase and Sale. In consideration of their covenants set forth in this Agreement, Seller agrees to sell to Purchaser, and Purchaser agrees to purchase from Seller, for the Purchase Price (as hereinafter defined) and on the terms and conditions set forth herein, the following: (a) All of the land situated in the City of PlanoIrving, the County of Collin Dallas and the State of Texas, described on Exhibit A attached hereto and made a part hereof, together with all right, title and interest of Seller in and to all benefits, privileges, easements, tenements, hereditaments and appurtenances thereon or appertaining thereto, and together with all right, title and interest of Seller in and to adjacent streets, alleys and rights-of-way (the “"Real Estate”"). (b) All structures, buildings, improvements and fixtures, including without limitation all equipment and appliances, located in or on the Real Estate and/or used in connection with the operation or occupancy thereof, such as mechanical systems and related equipment attached to the Improvements or located upon the Real Estate, including, but not limited to, electrical systems, plumbing systems, heating systems, air conditioning systems, security, alarm and/or entry systems, elevators and air-conditioning related mechanical equipment, and any other systems and facilities used to provide any utility services, parking services, refrigeration, ventilation, trash disposal or other fixtures services owned by Seller and located on the Real Estate (“"Improvements”"). (c) All personal property owned by Seller located on or in the Real Estate or Improvements and used in connection with the operation and maintenance of the Real Estate or Improvements as set forth on Schedule 1.1(c) (“"Personal Property”"). (d) Seller’s 's interest in all leases and other agreements to occupy the Real Estate and/or the Improvements, or any portion thereof, as amended from time to time, in effect on the date of Closing, as hereinafter defined (all such leases and agreements being sometimes collectively referred to herein as “"Leases”"), and all security deposits or like payments, if any, paid by tenants or other security provided in connection therewith. (e) All intangible property owned by Seller and used in connection with the Real Estate, Improvements and Personal Property, including specifically, without limitation, all right, title and interest of Seller in and to the following: (i) all trademarks and trade names used in connection with any part of the Real Estate and Improvements (specifically excluding, however, the name “"Behringer Harvard,” " any derivative thereof or any name which includes the words “"Behringer Harvard” " or any derivative thereof), (ii) all site plans, surveys, plans and specifications, if any, floor plans and tenant histories in the possession of Seller or Seller's leasing or management agents for the Property and which were prepared in connection with relate to the construction of any of Real Estate or the Improvements, (iii) all licenses licenses, permits and warranties, letters of credit and guaranties to the extent the same are assignable, and all of Seller's rights under any governmental permits or approvals, now in effect with respect to the Real Estate, Improvements and Personal Property, and (iv) all assignable written service and maintenance contracts (“Service "Contracts”), and warranties ") in effect at Closing (as hereinafter defined) and in any way relating to the Property (as hereinafter defined), but only to the extent that such Service Contracts and warranties are assignable by Seller without any necessary third party consent, or to the extent that all necessary third party consents to such assignments have been obtained (provided that Seller shall not be obligated to obtain such third party consents) including without limitation all equipment and other personal property leases and all rights of Seller thereunder relating to equipment or property located upon the Property, maintenance, repair, service and pest control contracts (including but not limited to janitorial, elevator and landscaping agreements), and other contracts pursuant to which services or goods are provided to the Property, which will survive Closing and which Purchaser elects to assume pursuant to Section 5.4(c) herein (“"Intangible Property”"), and Seller shall pay any termination fees or penalties associated with termination of any of the Contracts not approved by Purchaser.

Agreement of Purchase and Sale. In consideration of their covenants set forth in this Agreement, Seller agrees to sell to Purchaser, and Purchaser agrees to purchase from Seller, for the Purchase Price (as hereinafter defined) and on the terms and conditions set forth herein, the following: (a) All of the land situated in the City of PlanoNorth Lauderdale, the County of Collin Broward and the State of TexasFlorida, described on Exhibit A attached hereto and made a part hereof, together with all right, title and interest of Seller in and to all benefits, privileges, easements, strips, gores, tenements, hereditaments and appurtenances thereon or appertaining thereto, and together with all right, title and interest of Seller in and to adjacent streets, alleys and rights-of-way (the “Real Estate”). To the extent that the final approved Updated Survey contains any differences from the metes and bounds legal description attached hereto as Exhibit A, upon the Title Company’s approval of such Updated Survey and agreement to insure the legal description in the Updated Survey, the metes and bounds legal description reflected on the Updated Survey shall be substituted for Exhibit “A” for all purposes under this Agreement. (b) All structures, buildings, improvements and fixtures, including without limitation all equipment and appliances, used in connection with the operation or occupancy thereof, such as heating and air-conditioning systems and facilities used to provide any utility services, parking services, refrigeration, ventilation, cooking, dishwashing, laundry, trash disposal or other fixtures owned by Seller and located on the Real Estate (“Improvements”). (c) All personal property owned by Seller located on or in the Real Estate or Improvements and used in connection with the operation operation, leasing and maintenance of the Real Estate or Improvements Improvements, including, but not limited to, furniture, furnishings, drapes and floor coverings, office equipment and supplies, heating, lighting, refrigeration, plumbing, ventilating, incinerating, cooking, laundry, communication, electrical, dishwashing, and air conditioning equipment, disposals, window screens, storm windows, recreational equipment, pool equipment, patio furniture, sprinklers, hoses, tools and lawn equipment (“Personal Property”), a schedule of which Personal Property is attached hereto as Schedule 1.1(c). (d) Seller’s interest in all leases and other agreements to occupy the Real Estate and/or the Improvements, or any portion thereof, as amended from time to time, in effect on the date of Closing, as hereinafter defined (all such leases and agreements being sometimes collectively referred to herein as “Leases”). (e) All intangible property owned by Seller and used in connection with the Real Estate, Improvements and Personal Property, including specifically, without limitation, all right, title and interest of Seller in and to the following: (i) the name “Parrots Landing, all logos, all trademarks and trade names used exclusively in connection with any part of the Real Estate and Improvements (specifically excluding, however, the name “Behringer Harvard,” any derivative thereof or any name which includes the words “Behringer Harvard” or any derivative thereof), , (ii) all plans and specifications, if any, in the possession of Seller which were prepared in connection with the construction of any of the Improvements, (iii) all licenses and permits now in effect with respect to the Real Estate, Improvements and Personal Property, and (iv) all written service and maintenance contracts (“Service Contracts”), unexpired warranties, guaranties and warranties bonds in effect at Closing (as hereinafter defined) and relating to the Property (as hereinafter defined)Property, but only to the extent that such Service Contracts Contracts, warranties, guaranties and warranties bonds are assignable by Seller without any necessary third party consent, or to the extent that all necessary third party consents to such assignments have been obtained (provided that Seller shall not be obligated to obtain such third party consents) including without limitation all equipment leases and all rights of Seller thereunder relating to equipment or property located upon the Property, which will survive Closing and which Purchaser elects to assume pursuant to Section 5.4(c) herein (“Intangible Property”).

Agreement of Purchase and Sale. In consideration of their covenants set forth in this Agreement, Seller agrees to sell to Purchaser, and Purchaser agrees to purchase from Seller, for the Purchase Price (as hereinafter defined) and on the terms and conditions set forth herein, the following: (a) All of the land situated in the City of PlanoDallas, the County of Collin Dallas and the State of Texas, described on Exhibit A attached hereto and made a part hereof, together with all right, title and interest of Seller in and to all benefits, privileges, easements, tenements, hereditaments and appurtenances thereon or appertaining thereto, and together with all right, title and interest of Seller in and to adjacent streets, alleys and rights-of-way (the “Real Estate”). (b) All structures, buildings, improvements and fixtures, including without limitation all equipment and appliances, used in connection with the operation or occupancy thereof, such as heating and air-conditioning systems and facilities used to provide any utility services, parking services, refrigeration, ventilation, trash disposal or other fixtures services owned by Seller and located on the Real Estate (“Improvements”). (c) All personal property owned by Seller located on or in the Real Estate or Improvements and used in connection with the operation and maintenance of the Real Estate or Improvements (“Personal Property”). (d) Seller’s interest in all leases and other agreements to occupy the Real Estate and/or the Improvements, or any portion thereof, as amended from time to time, in effect on the date of Closing, as hereinafter defined (all such leases and agreements being sometimes collectively referred to herein as “Leases”). (e) All intangible property owned by Seller and used in connection with the Real Estate, Improvements and Personal Property, including specifically, without limitation, all right, title and interest of Seller in and to the following: (i) all trademarks and trade names used in connection with any part of the Real Estate and Improvements (specifically excluding, however, the name “Behringer Harvard,” ”, any derivative thereof or any name which includes the words “Behringer Harvard” or any derivative thereof), (ii) all plans and specifications, if any, in the possession of Seller which were prepared in connection with the construction of any of the Improvements, (iii) all licenses licenses, permits and permits warranties now in effect with respect to the Real Estate, Improvements and Personal Property, and (iv) all written service and maintenance contracts (“Service Contracts”), and warranties in effect at Closing Property Documents (as hereinafter defined) in effect at Closing and relating any other contracts to be assigned to Purchaser in accordance with this Agreement that in any way relate to the Property (as hereinafter defined), but only to the extent that such Service Contracts and warranties are assignable by Seller without any necessary third party consent, or to the extent that all necessary third party consents to such assignments have been obtained (provided that Seller shall not be obligated to obtain such third party consents) including without limitation all equipment leases and all rights of Seller thereunder relating to equipment or property located upon the PropertyReal Estate or Improvements, which will survive Closing and which Purchaser elects to assume pursuant to Section 5.4(c) herein (“Intangible Property”).

Agreement of Purchase and Sale. In consideration of their covenants set forth in this Agreement, Park Place Seller agrees to sell to Purchaser, and Purchaser agrees to purchase from Park Place Seller, for the Purchase Price (as hereinafter defined) and on the terms and conditions set forth herein, the following:following (collectively, the “Park Place Property”): (ai) All of the land situated in the City of PlanoHouston, the County of Collin ▇▇▇▇▇▇ and the State of Texas, described on Exhibit A A-1 attached hereto and made a part hereof, together with all right, title and interest of Seller in and to all benefits, privileges, easements, tenements, hereditaments and appurtenances thereon or appertaining thereto, and together with all right, title and interest of Seller in and to adjacent streets, alleys and rights-of-way (the “Park Place Real Estate”). (bii) All structures, buildings, improvements and fixtures, including without limitation all equipment and appliances, used in connection with the operation or occupancy thereof, such as heating and air-conditioning systems and facilities used to provide any utility services, parking services, refrigeration, ventilation, trash disposal or other fixtures services owned by Park Place Seller and located on the Park Place Real Estate (“Park Place Improvements”). (ciii) All personal property owned by Park Place Seller located on or in the Park Place Real Estate or Park Place Improvements and used in connection with the operation and maintenance of the Park Place Real Estate or Park Place Improvements (“Park Place Personal Property”). (div) Park Place Seller’s interest in all leases and other agreements to occupy the Park Place Real Estate and/or the Park Place Improvements, or any portion thereof, as amended from time to time, in effect on the date of Closing, as hereinafter defined (all such leases and agreements being sometimes collectively referred to herein as “Park Place Leases”). (ei) All intangible property owned by Seller of the land situated in the City of Houston, the County of ▇▇▇▇▇▇ and used in connection the State of Texas, described on Exhibit A-2 attached hereto and made a part hereof, together with the Real Estate, Improvements and Personal Property, including specifically, without limitation, all right, title and interest of Seller in and to all benefits, privileges, easements, tenements, hereditaments and appurtenances thereon or appertaining thereto, and together with all right, title and interest of Seller in and to adjacent streets, alleys and rights-of-way (the following: (i) all trademarks and trade names used in connection with any part of the “Timberway Real Estate and Improvements (specifically excluding, however, the name “Behringer Harvard,” any derivative thereof or any name which includes the words “Behringer Harvard” or any derivative thereofEstate”), . (ii) all plans All structures, buildings, improvements and specificationsfixtures, if any, in the possession of Seller which were prepared in connection with the construction of any of the Improvements, (iii) all licenses and permits now in effect with respect to the Real Estate, Improvements and Personal Property, and (iv) all written service and maintenance contracts (“Service Contracts”), and warranties in effect at Closing (as hereinafter defined) and relating to the Property (as hereinafter defined), but only to the extent that such Service Contracts and warranties are assignable by Seller without any necessary third party consent, or to the extent that all necessary third party consents to such assignments have been obtained (provided that Seller shall not be obligated to obtain such third party consents) including without limitation all equipment leases and all rights of appliances, used in connection with the operation or occupancy thereof, such as heating and air-conditioning systems and facilities used to provide any utility services, parking services, refrigeration, ventilation, trash disposal or other services owned by Timberway Seller thereunder relating to equipment or property and located upon on the Property, which will survive Closing and which Purchaser elects to assume pursuant to Section 5.4(c) herein Timberway Real Estate (“Intangible Timberway Improvements”). (iii) All personal property owned by Timberway Seller located on or in the Timberway Real Estate or Timberway Improvements and used in connection with the operation and maintenance of the Timberway Real Estate or Timberway Improvements (“Timberway Personal Property”). (iv) Timberway Seller’s interest in all leases and other agreements to occupy the Timberway Real Estate and/or the Timberway Improvements, or any portion thereof, as amended from time to time, in effect on the date of Closing, as hereinafter defined (all such leases and agreements being sometimes collectively referred to herein as “Timberway Leases”).

Agreement of Purchase and Sale. In consideration of their covenants set forth in this Agreement, Seller agrees to sell to Purchaser, and Purchaser agrees to purchase from Seller, for the Purchase Price (as hereinafter defined) and on the terms and conditions set forth herein, the following: (a) All of the land situated in the City of Plano▇▇▇▇▇▇▇, the County of Collin Hennepin and the State of TexasMinnesota, described on Exhibit A attached hereto and made a part hereof, together with all right, title and interest of Seller in and to all benefits, privileges, easements, tenements, hereditaments and appurtenances thereon or appertaining thereto, and together with all right, title and interest of Seller in and to adjacent streets, alleys and rights-of-way (the “Real Estate”). (b) All structures, buildings, improvements and fixtures, including without limitation all equipment and appliances, used in connection with the operation or occupancy thereof, such as heating and air-conditioning systems and facilities used to provide any utility services, parking services, refrigeration, ventilation, trash disposal or other fixtures services owned by Seller and located on the Real Estate (“Improvements”). (c) All personal property owned by Seller located on or in the Real Estate or Improvements and used in connection with the operation and maintenance of the Real Estate or Improvements (“Personal Property”). (d) Seller’s interest in all leases and other agreements to occupy the Real Estate and/or the Improvements, or any portion thereof, as amended from time to time, in effect on the date of Closing, as hereinafter defined (all such leases and agreements being sometimes collectively referred to herein as “Leases”). (ed) All intangible property owned by Seller and used in connection with the Real Estate, Improvements Estate and Personal PropertyImprovements, including specifically, without limitation, all right, title and interest of Seller in and to the following: (i) all trademarks and trade names used in connection with any part of the Real Estate and Improvements (specifically excluding, however, the name “Behringer Harvard,” any derivative thereof or any name which includes the words “Behringer Harvard” or any derivative thereof), (ii) all plans and specifications, if any, in the possession of Seller which were prepared in connection with the construction of any of the Improvements, (iii) all licenses licenses, permits and permits warranties now in effect with respect to the Real Estate, Improvements Estate and Personal PropertyImprovements, and (iv) all written service and maintenance contracts to which Seller is a party (“Service Contracts”), and warranties if any) in effect at Closing (as hereinafter defined) and in any way relating to the Property (as hereinafter defined), but only to the extent that such Service Contracts and warranties are assignable by Seller without any necessary third party consent, or to the extent that all necessary third party consents to such assignments have been obtained (provided that Seller shall not be obligated to obtain such third party consents) including without limitation all equipment leases and all rights of Seller thereunder relating to equipment or property located upon the Property, which will survive Closing and which Purchaser elects to assume pursuant to Section 5.4(c) herein (“Intangible Property”).

Agreement of Purchase and Sale. In consideration of their covenants set forth in this Agreement, Seller agrees to sell to Purchaser, and Purchaser agrees to purchase from Seller, for the Purchase Price (as hereinafter defined) and on the terms and conditions set forth herein, the following: (a) All of the land situated in the City of PlanoDallas, the County of Collin Dallas and the State of Texas, described on Exhibit A attached hereto and made a part hereof, together with all right, title and interest of Seller in and to all benefits, privileges, easements, strips, gores, tenements, hereditaments and appurtenances thereon or appertaining thereto, and together with all right, title and interest of Seller in and to adjacent streets, alleys and rights-of-way (the “Real Estate”). To the extent that the final approved Updated Survey contains any differences from the metes and bounds legal description attached hereto as Exhibit A, upon the Title Company’s approval of such Updated Survey and agreement to insure the legal description in the Updated Survey, the metes and bounds legal description reflected on the Updated Survey shall be substituted for Exhibit “A” for all purposes under this Agreement. (b) All structures, buildings, improvements and fixtures, including without limitation all equipment and appliances, used in connection with the operation or occupancy thereof, such as heating and air-conditioning systems and facilities used to provide any utility services, parking services, refrigeration, ventilation, trash disposal or other fixtures services owned by Seller and located on the Real Estate (“Improvements”). (c) All personal property owned by Seller located on or in the Real Estate or Improvements and used in connection with the operation and maintenance of the Real Estate or Improvements (“Personal Property”). (d) Seller’s interest in all leases and other agreements to occupy the Real Estate and/or the Improvements, or any portion thereof, as amended from time to time, in effect on the date of Closing, as hereinafter defined (all such leases and agreements being sometimes collectively referred to herein as “Leases”). (e) All intangible property owned by Seller and used in connection with the Real Estate, Improvements and Personal Property, including specifically, without limitation, all right, title and interest of Seller in and to the following: (i) all trademarks and trade names used in connection with any part of the Real Estate and Improvements (specifically excluding, however, the name “Behringer Harvard,” any derivative thereof or any name which includes the words “Behringer Harvard” or any derivative thereof), (ii) all plans and specifications, if any, in the possession of Seller which were prepared in connection with the construction of any of the Improvements, (iii) all licenses licenses, permits and permits warranties now in effect with respect to the Real Estate, Improvements and Personal Property, and (iv) all written service and maintenance contracts (“Service Contracts”), and warranties ) in effect at Closing (as hereinafter defined) and relating to the Property (as hereinafter defined), ) but only to the extent that such Service Contracts and warranties are assignable by Seller without any necessary third party consent, or to the extent that all necessary third party consents to such assignments have been obtained (provided that Seller shall not be obligated to obtain such third party consents) ), including without limitation all equipment leases and all rights of Seller thereunder relating to equipment or property located upon the Property, which will survive Closing and which Purchaser elects to assume pursuant to Section 5.4(c) herein (“Intangible Property”).

Agreement of Purchase and Sale. In consideration of their covenants set forth in this Agreement, Seller agrees to sell to Purchaser, and Purchaser agrees to purchase from Seller, for the Purchase Price (as hereinafter defined) and on the terms and conditions set forth herein, the following: (a) All of the land situated in the City of PlanoSan Antonio, the County of Collin Bexar and the State of Texas, described on Exhibit A attached hereto and made a part hereof, together with all right, title and interest of Seller in and to all benefits, privileges, easements, tenements, hereditaments and appurtenances thereon or appertaining thereto, and together with all right, title and interest of Seller in and to adjacent streets, alleys and rights-of-way (the “Real Estate”). (b) All structures, buildings, improvements and fixtures, including without limitation all equipment and appliances, used in connection with the operation or occupancy thereof, such as heating and air-conditioning systems and facilities used to provide any utility services, parking services, refrigeration, ventilation, trash disposal or other fixtures services owned by Seller and located on the Real Estate (“Improvements”). (c) All personal property owned by Seller located on or in the Real Estate or Improvements and used in connection with the operation and maintenance of the Real Estate or Improvements (“Personal Property”). (d) Seller’s interest in all leases and other agreements to occupy the Real Estate and/or the Improvements, or any portion thereof, as amended from time to time, in effect on the date of Closing, as hereinafter defined (all such leases and agreements being sometimes collectively referred to herein as “Leases”). (e) All intangible property owned by Seller and used in connection with the Real Estate, Improvements and Personal Property, including specifically, without limitation, all right, title and interest of Seller in and to the following: (i) all trademarks and trade names used in connection with any part of the Real Estate and Improvements (specifically excluding, however, the name “Behringer Harvard,” any derivative thereof or any name which includes the words “Behringer Harvard” or any derivative thereof)Improvements, (ii) all plans and specifications, if any, in the possession of Seller which were prepared in connection with the construction of any of the Improvements, (iii) all licenses licenses, permits and permits warranties now in effect with respect to the Real Estate, Improvements and Personal Property, and (iv) all assignable written service and maintenance contracts (“Service Contracts”), and warranties in effect at Closing (as hereinafter defined) and in any way relating to the Property (as hereinafter defined), but only to the extent that such Service Contracts and warranties are assignable by Seller without any necessary third party consent, or to the extent that all necessary third party consents to such assignments have been obtained (provided that Seller shall not be obligated to obtain such third party consents) including without limitation all equipment leases and all rights of Seller thereunder relating to equipment or property located upon the Property, which will survive Closing and which Purchaser elects to shall assume pursuant to Section 5.4(c) herein (“Intangible Property”).

Agreement of Purchase and Sale. In consideration of their covenants set forth in this Agreement, Seller ▇▇▇▇▇▇ agrees to sell to Purchaser, and Purchaser ▇▇▇▇▇▇▇▇▇ agrees to purchase from Seller, for the Purchase Price (as hereinafter defined) and on the terms and conditions set forth herein, the following: : All that certain land in Liberty County, Texas consisting of three adjacent parcels totaling approximately one hundred ninety-one and sixty-three one-hundredths (a191.63) All of the land situated acres in Liberty County, Texas more particularly described or depicted in the City of Planoattached Exhibits “A-1”, the County of Collin “A-2”, and the State of Texas, described on Exhibit A attached hereto and made a part hereof“A-3”, together with all right(a) access rights, title easements, rights-of-way, licenses, interests, rights, and interest appurtenances appertaining to the land and all rights, titles, and interests of Seller in and to all benefits, privileges, any easements, tenements, hereditaments and appurtenances thereon or appertaining thereto, and together with all right, title and interest of Seller in and to adjacent streets, alleys and rights-of-way (way, or other interests in, on, or to any alley, highway, or street in, on, across, or adjoining the “Real Estate”). (b) All structures, buildings, improvements and fixturesland, including without limitation all equipment rights in and appliances, used to the “Access Area” described in connection the attached Exhibit “B” in accordance with the operation or occupancy thereof“Access Area Easements” also defined and described in Exhibit “B”; (b) all buildings, such as heating fixtures, mechanical systems, utility infrastructure, transportation infrastructure (including without limitation all rail, ties, ballast, switches, signals, and air-conditioning systems related appurtenances), and facilities used other improvements, if any, to provide any utility services, parking services, refrigeration, ventilation, trash disposal or other fixtures the extent owned by Seller and located on not by Railway as Tenant under the Real Estate Railway Lease (“Improvements”all hereinafter defined). ; (c) All all leases; (d) personal property property; (e) permits, warranties, studies and plans pertaining to the land and improvements owned by Seller located on or in the Real Estate or Improvements and used in connection with the operation and maintenance of the Real Estate or Improvements Seller; (“Personal Property”). (df) Seller’s interest in all leases the minerals and water rights pertaining to the land; and (g) any other agreements assignable rights pertaining to occupy the Real Estate and/or foregoing (collectively, the Improvements“Property”). Seller and Purchaser’s affiliate, or any portion thereofBNSF Railway Company, a Delaware corporation (“Railway”) are Landlord and Tenant under a certain Lease of the land and improvements described above dated as of June 1, 2014, as amended from time to timeby a First Amendment dated as of December 30, in effect on the date of Closing2016, and as affected by a Tenant Estoppel Letter dated May 26, 2021, which is incorporated herein (collectively, as hereinafter defined (all such leases and agreements being sometimes collectively referred to herein as amended, the “LeasesRailway Lease”). (e) All intangible property owned by . Seller intends to assign, and used in connection with the Real Estate, Improvements and Personal Property, including specifically, without limitation, all right, title and interest of Seller in and Purchaser intends to the following: (i) all trademarks and trade names used in connection with any part of the Real Estate and Improvements (specifically excluding, howeverassume, the name “Behringer Harvard,” any derivative thereof or any name which includes rights and obligations of Landlord under the words “Behringer Harvard” or any derivative thereofRailway Lease at the Closing (defined below), (ii) all plans as further described in this Agreement. The transaction contemplated by this Agreement is not intended to trigger any rights or obligations of Seller, as Landlord, or of Railway, as Tenant, under the Right of First Offer, the Right of First Refusal, or the Purchase Option, each as defined and specifications, if any, described in the possession of Seller which were prepared in connection with the construction of any of the Improvements, (iii) all licenses and permits now in effect with respect to the Real Estate, Improvements and Personal Property, and (iv) all written service and maintenance contracts (“Service Contracts”), and warranties in effect at Closing (as hereinafter defined) and relating to the Property (as hereinafter defined), but only to the extent that such Service Contracts and warranties are assignable by Seller without any necessary third party consent, or to the extent that all necessary third party consents to such assignments have been obtained (provided that Seller shall not be obligated to obtain such third party consents) including without limitation all equipment leases and all rights of Seller thereunder relating to equipment or property located upon the Property, which will survive Closing and which Purchaser elects to assume pursuant to Section 5.4(c) herein (“Intangible Property”)Railway Lease.

Agreement of Purchase and Sale. In consideration of their covenants set forth in this Agreement, Seller agrees to sell to Purchaser, and Purchaser agrees to purchase from Seller, for the Purchase Price (as hereinafter defined) and on the terms and conditions set forth herein, the following: (a) All of the land situated in the City of Plano, the County of Collin Dallas and the State of Texas, described on Exhibit A attached hereto and made a part hereof, together with all right, title and interest of Seller in and to all benefits, privileges, easements, tenements, hereditaments and appurtenances thereon or appertaining thereto, and together with all right, title and interest of Seller in and to adjacent streets, alleys and rights-of-way (the “Real Estate”). (b) All structures, buildings, improvements and fixtures, including without limitation all equipment and appliances, used in connection with the operation or occupancy thereof, such as heating and air-conditioning systems and facilities used to provide any utility services, parking services, refrigeration, ventilation, trash disposal or other fixtures services owned by Seller and located on the Real Estate (“Improvements”). (c) All of the furniture, fixtures, equipment, machines, apparatus, supplies and personal property property, of every nature and description, and all replacements thereof now owned by Seller and located in or on or in the Real Estate Estate, excepting therefrom any furniture, furnishings, fixtures, business equipment or Improvements and used in connection with articles of personal property belonging to tenants under the operation and maintenance of the Real Estate or Improvements Leases (“Personal Property”). (d) Seller’s interest in all leases and other agreements to occupy the Real Estate and/or the Improvements, or any portion thereof, as amended from time to time, in effect on the date of Closing, as hereinafter defined (all such leases and agreements being sometimes collectively referred to herein as “Leases”). (e) All security deposits, letters of credit or other security, paid or deposited or required to be paid or deposited by the tenants under the Leases to Seller, as landlord, or any other person on Seller’s behalf pursuant to the Leases (together with any interest that has accrued thereon to the extent such interest has accrued for account of the respective tenants) (collectively, “Deposits”). (f) All intangible property owned by Seller and used in connection with the Real Estate, Improvements and Personal Property (collectively, the “Intangible Property”), including specifically, without limitation, all right, title and interest of Seller in and to the following: (i) all trademarks and trade names used in connection with any part of the Real Estate and Improvements (specifically excluding, however, the name “Behringer Harvard,” ”, any derivative thereof or any name which includes the words “Behringer Harvard” or any derivative thereof), (ii) all plans and specifications, if any, in the possession of Seller which were prepared in connection with the construction of any of the Improvements, (iii) all licenses licenses, permits and permits warranties now in effect with respect to the Real Estate, Improvements and Personal Property, and (iv) subject to the provisions of section 3.5 below, all written service and maintenance contracts (“Service Contracts”), and warranties in effect at Closing (as hereinafter defined) and in any way relating to the operation and maintenance of the Property (as hereinafter defined), but only to the extent that such Service Contracts and warranties are assignable by Seller without any necessary third party consent, or to the extent that all necessary third party consents to such assignments have been obtained (provided that Seller shall not be obligated to obtain such third party consents) including without limitation all equipment leases and all rights of Seller thereunder service contracts relating to equipment or property located upon the Property, which Property that will survive Closing and which Purchaser elects to assume pursuant to Section 5.4(c) herein (“Intangible PropertyOperating Contracts”).. PURCHASE AGREEMENT

Agreement of Purchase and Sale. In consideration of their covenants Subject to the terms and conditions hereinafter set forth in this Agreementand for the consideration stated herein, Seller agrees to sell to Purchaser, and Purchaser agrees to purchase from Seller, for the Purchase Price (as hereinafter defined) and on the terms and conditions set forth herein, the following: (a) All that certain tract or parcel of the land situated in the City of PlanoLarimer County, the County of Collin and the State of Texas, Colorado more particularly described on in Exhibit A attached hereto and made a part hereof, together with the improvements thereon, with a street address of 701 ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, together with all rights, title and interest of Seller in and to all rights, tenements, hereditaments, easements, appendages, ways, privileges and appurtenances, if any, pertaining thereto, including any right, title and interest of Seller in and to all benefits, privileges, easements, tenements, hereditaments and appurtenances thereon or appertaining thereto, and together with all right, title and interest of Seller in and to the adjacent streets, alleys and rights-of-way (the “"Real Estate”Property and Improvements").; (b) All structureselectrical fixtures, buildingsplumbing fixtures, heating fixtures, air conditioning fixtures, and all other improvements and fixtures, including without limitation all equipment and appliances, used in connection with the operation or occupancy thereof, such as heating and air-conditioning systems and facilities used to provide any utility services, parking services, refrigeration, ventilation, trash disposal or other fixtures owned by the Seller and located on the Real Estate (“Improvements”). (c) All personal property owned by Seller located on or in the Real Estate or Improvements and used in connection with the operation and maintenance of the Real Estate or Improvements (“Personal Property”). (d) Seller’s interest in all leases and other agreements to occupy the Real Estate and/or the Improvements, or any portion thereof, as amended from time to time, in effect on the date of Closing, as hereinafter defined (all such leases and agreements being sometimes collectively referred to herein as “Leases”). (e) All intangible property owned by Seller and used in connection with the Real Estate, Property and Improvements and Personal Property, including specificallyincluding, without limitation, all those certain installed freezer, refrigeration units, autoclave, despatch oven, and steam generators. (the "Fixtures"); (c) All of Seller's right, title and interest of Seller in and to the following: (i) all trademarks assignable warranties and trade names used in connection with any part of the Real Estate and Improvements (specifically excluding, however, the name “Behringer Harvard,” any derivative thereof or any name which includes the words “Behringer Harvard” or any derivative thereof), (ii) all plans and specificationsguaranties, if any, in the possession of issued to Seller which were prepared in connection with the construction of any of the Improvements, (iii) all licenses Real Property and permits now in effect with respect to the Real Estate, Improvements and Personal PropertyFixtures (the "Warranties and Guaranties"); and (d) All of Seller's right, title and (iv) interest in and so all written service assignable contracts and maintenance contracts (“Service Contracts”), and warranties in effect at Closing (as hereinafter defined) and agreements relating to the Property (upkeep, repair, maintenance or operation of said property which will extend beyond the Closing Date, as hereinafter defined), but only to defined (the extent that such Service Contracts and warranties are assignable by Seller without any necessary third party consent, or to the extent that all necessary third party consents to such assignments have been obtained (provided that Seller shall not be obligated to obtain such third party consents) including without limitation all equipment leases and all rights of Seller thereunder relating to equipment or property located upon the Property, which will survive Closing and which Purchaser elects to assume pursuant to Section 5.4(c) herein (“Intangible Property”"Operating Agreements").

Agreement of Purchase and Sale. In consideration of their covenants set forth in this Agreement, Seller agrees to sell to Purchaser, and Purchaser agrees to purchase from Seller, for the Purchase Price (as hereinafter defined) and on the terms and conditions set forth herein, the following: (a) All of the land situated in the City of Plano, the County of Collin and the State of Texas, described on Exhibit A attached hereto and made a part hereof, together with all right, title and interest of Seller in and to all benefits, privileges, easements, tenements, hereditaments and appurtenances thereon or appertaining thereto, and together with all right, title and interest of Seller in and to adjacent streets, alleys and rights-of-way (the “Real Estate”). (b) All structures, buildings, improvements and fixtures, including without limitation all equipment and appliances, used in connection with the operation or occupancy thereof, such as heating and air-conditioning systems and facilities used to provide any utility services, parking services, refrigeration, ventilation, trash disposal or other fixtures services owned by Seller and located on the Real Estate (“Improvements”). (c) All personal property owned by Seller located on or in the Real Estate or Improvements and used in connection with the operation and maintenance of the Real Estate or Improvements (“Personal Property”). (d) Seller’s interest in all leases and other agreements to occupy the Real Estate and/or the Improvements, or any portion thereof, as amended from time to time, in effect on the date of Closing, as hereinafter defined (all such leases and agreements being sometimes collectively referred to herein as “Leases”). (e) All intangible property owned by Seller and used in connection with the Real Estate, Improvements and Personal Property, including specifically, without limitation, all right, title and interest of Seller in and to the following: (i) all trademarks and trade names used in connection with any part of the Real Estate and Improvements (specifically excluding, however, the name “Behringer Harvard,” any derivative thereof or any name which includes the words “Behringer Harvard” or any derivative thereof), (ii) all plans and specifications, if any, in the possession of Seller which were prepared in connection with the construction of any of the Improvements, (iii) all licenses licenses, permits and permits warranties now in effect with respect to the Real Estate, Improvements and Personal Property, and (iv) all assignable written service and maintenance contracts (“Service Contracts”), and warranties in effect at Closing (as hereinafter defined) and in any way relating to the Property (as hereinafter defined), but only to the extent that such Service Contracts and warranties are assignable by Seller without any necessary third party consent, or to the extent that all necessary third party consents to such assignments have been obtained (provided that Seller shall not be obligated to obtain such third party consents) including without limitation all equipment leases and all rights of Seller thereunder relating to equipment or property located upon the Property, which will survive Closing and which Purchaser elects to assume pursuant to Section 5.4(c) herein (“Intangible Property”).