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<br /> (b) Seller's interest in all rights, privileges and easements appurtenant to the
<br /> Land, including, without limitation, all minerals, oil, gas and other hydrocarbon substances as
<br /> well as all development rights, air rights, water, water rights (and water stock, if any) relating to
<br /> the Land and any easements, streets, gores, strips rights -of -way or other appurtenances used in
<br /> connection with the beneficial use and enjoyment of the Land or otherwise appurtenant to the
<br /> Land (collectively, the "Appurtenances ");
<br /> (c) Seller's interest in all improvements and fixtures located on the Land,
<br /> including all buildings and structures presently located on the Land, all apparatus, equipment and
<br /> appliances used in connection with the operation or occupancy of the Land, such as heating and
<br /> air conditioning systems and facilities used to provide any utility services, refrigeration,
<br /> ventilation, garbage disposal, recreation or other services on the Land (all of which are
<br /> collectively referred to as the "Improvements" and, together with the Land and the
<br /> Appurtenances, the "Real Property "); and
<br /> (d) Seller's interest in and, to the extent assignable, any tangible or intangible
<br /> personal property owned by Seller and used in the ownership, use and operation of the Land, the
<br /> Appurtenances and Improvements, including, without limitation, (i) the right to use any trade
<br /> name now used in connection with the Real Property, (ii) all of Seller's right, title and interest in
<br /> and to all plans and specifications relating to the Real Property in Seller's possession or control,
<br /> (iii) all existing warranties and guaranties (express or implied) relating to the Real Property, (iv)
<br /> Seller's rights under any agreements relating to maintenance and service of the Real Property
<br /> and other rights relating to the ownership, use and operation of the Real Property (the
<br /> "Contracts "), (v) Seller's rights under that certain lease agreement between Seller (as the
<br /> landlord) and Docktown Marina, Inc., as amended (collectively, the "Lease "), (vi) Seller's
<br /> rights, if any, in connection with the Subleases, (vii) the Property Documents (as defined in
<br /> Paragraph 10(b)), (viii) any contractual or other rights that Seller may have to purchase or
<br /> otherwise acquire any interest in the Real Property; and (ix) all other intangible rights or claims
<br /> that run with or relate to the Real Property (collectively, the "Personal Property" and, together
<br /> with the Real Property, the "Property "). Notwithstanding the foregoing, Buyer shall not be
<br /> deemed to have assumed any obligations of Seller under the Subleases, or any Contract or other
<br /> agreement unless Buyer expressly assumes such obligations in writing.
<br /> 2. Purchase Price. The purchase price for the Property shall be Six Million Dollars
<br /> ($6,000,000) (the "Purchase Price "). The Purchase Price shall be paid by Buyer to Seller in
<br /> accordance with the provisions of Paragraph 3 below.
<br /> 3. Payment of Purchase Price.
<br /> (a) Deposit. Within one (1) business day following the Opening of Escrow
<br /> (as defined in Paragraph 4(a)), Buyer shall deposit into Escrow (as defined in Paragraph 4(a)
<br /> hereof) with First American Title Company (the "Escrow Holder ") at its office at 901 Mariners
<br /> Island Boulevard, Suite 380, San Mateo, California, 94404 (attention: Karen Matsunaga,
<br /> telephone (650) 638 - 9106), a cash sum equal to One Hundred Twenty Five Thousand Dollars
<br /> ($125,000) (the "Deposit ").
<br /> Purchase and Sale Agreement 1548 Maple
<br /> 03.04. 2011 v.4
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