SECOND AMENDMENT TO REAL ESTATE PURCHASE AGREEMENT

Exhibit 10.1C

SECOND AMENDMENT TO REAL ESTATE PURCHASE AGREEMENT

THIS SECOND AMENDMENT TO REAL ESTATE PURCHASE AGREEMENT (the “Amendment”) is made effective as of the 15th day of May, 2015, by and among JAN XXXXXXX XXXXX, JR., INDIVIDUALLY, XXXXXXX XXXXXX XXXXXXX, INDIVIDUALLY, XXXXXX XXXXXXX XXXXX, AS TRUSTEE OF THE XXXXXX XXXXXXX XXXXX REVOCABLE LIVING TRUST DATED JANUARY 31, 1989, XXXXXX XXXXXXX XXXXXXX, III, AS TRUSTEE OF THE XXXXXX XXXXXXX XXXXXXX, III REVOCABLE LIVING TRUST DATED FEBRUARY 10, 1984, AS AMENDED, XXXXXXXX XXXXX XXXXXXX, FORMERLY KNOWN AS XXXXXXXX XXXXXXX XXXXX, AS TRUSTEE OF THE XXXXXXXX XXXXXXX XXXXX LIVING TRUST DATED SEPTEMBER 16, 1998, XXXXX XXXXXXX XXXXXXX, AS TRUSTEE OF THE XXXXX XXXXXXX XXXXXXX REVOCABLE LIVING TRUST DATED MARCH 12, 1986, AS AMENDED, XXXXXXXX XXXXXXX XXXXXXXX, AS TRUSTEE OF THE XXXXXXXX XXXXXXX XXXXXXXX REVOCABLE TRUST AGREEMENT DATED OCTOBER 24, 2002, AS AMENDED, XXXXXXXXXXX XXXXXXX XXXXXXX, AS TRUSTEE OF THE XXXXXXXXXXX XXXXXXX XXXXXXX REVOCABLE LIVING TRUST DATED NOVEMBER 28, 1989, and XXXXXXXXX XXXXXXX XXXXXX, AS TRUSTEE OF THE XXXXXXXXX XXXXXXX XXXXXX LIVING TRUST AGREEMENT DATED MARCH 31, 1987, as amended, owners of record (hereinafter collectively referred to as “SELLER”), and PREFERRED GROWTH PROPERTIES, LLC, a Delaware limited liability company, or its assigns (hereinafter referred to as “BUYER”)

WHEREAS, the Seller and Buyer entered into that certain Real Estate Purchase Agreement dated December 15, 2015 (the “Agreement”) for the sale and purchase of that certain real estate located in City of Jacksonville, Xxxxx County, Florida, as more particularly defined in the Agreement (the “Property”); and as amended by that certain First Amendment to Real Estate Purchase Agreement, dated March 16, 2015; and

WHEREAS, the Buyer desires to extend the Inspection Period to allow additional time to complete its due diligence; and

WHEREAS, the parties have agreed to amend the Agreement as set forth below;

NOW, THEREFORE, in consideration of the foregoing recitals, the mutual covenants and agreements hereinafter set forth and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

1. Inspection Period. The Inspection Period is hereby extended through and including May 22, 2015.

2. Conflict. All of the terms and conditions of the Agreement shall remain in effect, if a conflict exists between the Agreement and this Amendment, the terms of this Amendment shall control.

3. Counterparts. This Amendment may be executed in counterparts, each of which shall be binding upon any party executing the same and all of which together shall constitute one and the same document.

4. Defined Terms. All terms not otherwise defined herein shall have the same meaning as ascribed to them in the Agreement.

(Remainder of page intentionally left blank. Signature pages to follow.)

IN WITNESS WHEREOF, Seller and Buyer have each set their hands and seals hereto, or have caused this instrument to be executed by its duly authorized officer.

BUYER:

PREFERRED GROWTH PROPERTIES, LLC

a Delaware limited liability company

By:		BOOKS-A-MILLION, INC.
		a Delaware corporation Its Managing Member

				By:		/s/ Xxxxx X. Xxxxxx
						Xxxxx X. Xxxxxx
						Executive Vice President, Business Development

Executed by above-named Buyer on

the 15 day of May, 2015.

Buyer’s Address for Notices:

Xx. Xxxxx X. Xxxxxx

Books-A-Million, Inc.

000 Xxxxxxxxxx Xxxx

Xxxxxxxxxx, XX 00000

“SELLER”

/s/ Jan Xxxxxxx Xxxxx, Jr.		/s/ Xxxxxxx Xxxxxx Xxxxxxx
Jan Xxxxxxx Xxxxx, Jr., individually		Xxxxxxx Xxxxxx Xxxxxxx, individually
Date Executed: May 15, 2015		Date Executed: May 15, 2015
/s/ Xxxxxx Xxxxxxx Xxxxx		/s/ Xxxxxx Xxxxxxx Xxxxxxx, III
Xxxxxx Xxxxxxx Xxxxx, as Trustee of the Xxxxxx Xxxxxxx Xxxxx Revocable Living Trust Dated January 31, 1989		Xxxxxx Xxxxxxx Xxxxxxx, III, as Trustee of the Xxxxxx Xxxxxxx Xxxxxxx, III Revocable Living Trust dated February 10, 1984, as amended
Date Executed: 15 May, 2015		Date Executed: May 15, 2015
/s/ Xxxxxxxx Xxxxx Xxxxxxx		/s/ Xxxxx Xxxxxxx Xxxxxxx
Xxxxxxxx Xxxxx Xxxxxxx, formerly known as Xxxxxxxx Xxxxxxx Xxxxx, as Trustee of the Xxxxxxxx Xxxxxxx Xxxxx Living Trust dated September 16, 1998		Xxxxx Xxxxxxx Xxxxxxx, as Trustee of the Xxxxx Xxxxxxx Xxxxxxx Revocable Living Trust dated March 12, 1986, as amended
Date Executed: May 15, 2015		Date Executed: May 15, 2015

/s/ Xxxxxxxx Xxxxxxx Xxxxxxxx		/s/ Xxxxxxxxxxx Xxxxxxx Xxxxxxx
Xxxxxxxx Xxxxxxx Xxxxxxxx, as Trustee of the Xxxxxxxx Xxxxxxx Xxxxxxxx Revocable Trust Agreement dated October 24, 2002, as amended		Xxxxxxxxxxx Xxxxxxx Xxxxxxx, as Trustee of the Xxxxxxxxxxx Xxxxxxx Xxxxxxx Revocable Living Trust dated November 28, 1989, as amended
Date Executed: May 15, 2015		Date Executed: 5/15, 2015
		/s/ Xxxxxxxxx Xxxxxxx Xxxxxx
		Xxxxxxxxx Xxxxxxx Xxxxxx, as Trustee of the Xxxxxxxxx Xxxxxxx Xxxxxx Living Trust Agreement dated March 31, 1987
		Date Executed: 5/15, 2015

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