Item A: Beam Development Purchase and Sale Agreement Terms

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1. Buyer shall provide Agency information demonstrating, to Agency’s satisfaction, Buyer’s compliance with all requirements of the US Department of Housing and Urban Development for its Section 108 and Brownfields Economic Development Initiative loan guarantee and grant programs. 2. Buyer shall execute a memorandum of understanding with the Oregon Employment Department for the outreach and recruitment of low to moderate income persons for the permanent jobs made available by the Project. 3. Receipt by Agency of the following: a. Satisfactory evidence of the authority of Beam to enter into the transactions contemplated by this Commitment. b. Such documents, executed by such persons as Agency requires, which may include, without limitation, loan agreements, notes, deeds of trust, security agreements, UCC financing statements, guaranties, general and/or specific assignments of leases and rents, borrowing authorizations, and subordination, attornment and estoppel agreements. c. A commitment to issue a 2006 ALTA mortgagee's extended coverage title insurance policy, including all endorsements required by Agency, in the full amount of the Loan, and issued by a company acceptable to Agency, inuring Agency's second lien priority upon recording Agency's security instruments, and showing only such encumbrances, easements, covenants, conditions, restrictions, or exceptions which are acceptable to Agency. d. The Agency receives evidence verifying that the following insurance is in effect: (a) fire insurance with extended coverage and course of construction endorsements on the basis of 100 percent of full replacement cost of all improvements on the Property with a mortgagee clause attached in favor of the Agency, (b) public liability insurance in amount of $2,000,000, (c) worker's compensation insurance in amounts satisfactory to the Agency, and (d) any flood insurance for the Property required by the Agency, together with any additional insurance coverage required by the deed of trust or any other document securing the Loans. e. Beam provides copies of all of the permits and licenses that are required by applicable laws and orders to rehabilitate the project and any other evidence reasonably required by the Agency to verify that the project will comply with all applicable laws and orders necessary for the lawful occupancy, use, and operation of the Project for its intended purposes when the rehabilitation work is completed. f. If required by Agency or title insurer, two copies of an acceptable survey prepared and certified by a registered land surveyor, which locates existing improvements, easements and encroachments. g. The Agency approves in its reasonable discretion the architect selected by Beam to prepare the plans and specifications for the project and the contractor selected by Beam to perform the rehabilitation work for the project. h. Beam provides and the Agency approves copies of the construction documents (including the hard and soft costs for the project and the construction/rehabilitation schedule) for the work to be done using proceeds of the Loans for the project. i. Beam provides and the Agency approves a guaranteed maximum price contract from the contractor listing the subcontractors and material suppliers (identified on such list by name, address, phone number and estimated subcontract amount) who will perform the rehabilitation work. Page - 39