SSLM Properties LLC 2/27/2017 Amendment 5

C,7), AMENDMENT NO. 5 AGREEMENT OF PURCHASE AND SALE OF REAL PROPERTY This Amendment No. 5 to the Agreement of Purchase and Sale of Real Property (this "Amendment") is dated for reference purposes February 27, 2017, by and between the CITY OF EVERETT, a municipal corporation ("Buyer" or"City"), and SSLM PROPERTIES, LLC, a Washington limited liability company("Seller"). RECITALS A. Buyer and Seller are parties to the Agreement of Purchase and Sale of Real Property dated on or about July 26, 2016, as amended by Amendment No. 1 dated October 10, 2016, and Amendment No. 2 dated November 30, 2016, Amendment No. 3 dated December 30, 2016, Amendment No. 4 dated January 30, 2017 (as amended, the "Agreement"). B. Under the Agreement, the Inspection Period ends on February 28, 2017. The Buyer and Seller desires to continue due diligence and extend the Inspection Period. Buyer and Seller have agreed that the Inspection Period should be extended until April 30, 2017. The Seller and Buyer agree as follows: 1. Inspection Period. The Inspection Period is hereby extended until 5pm (Pacific) on April 30, 2017. 2. Effective Date. Regardless of when each party actually signs this Amendment, and regardless of whether either or both parties sign this Amendment after February 27, 2017, the effective date of this Amendment is deemed for all purposes to be February 27, 2017. The parties agree that, among other things, this means that the Inspection Period is deemed for all purposes to not have expired on February 28, 2017. 3. No Other Changes/Counterparts. Except as amended by this Amendment, the Agreement remains in full force and effect. Capitalized terms have the same meaning as in the Agreement. This Amendment may be executed by with counterparts and/or by pdf signatures. 1