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TOW RP0INT i!Ir The Collocation Agreements obligate the tenants and licensees to pay all fees and utilities associated with their operations at the Site. Schedule A to this LOI; the financial information and all other information provided by Seller related to the Assets are true and correct in all material respects. Definitive Purchase Agreement. The parties agree that the form of definitive purchase agreement is attached hereto as Schedule B (the "Purchase Agreement"). • Closing Date. The parties agree to use good faith efforts to expedite the Closing so that it occurs on or before December 31st 2021 4. Other Terms. Buyer's obligations to close would be expressly contingent upon the receipt of all necessary internal and third party approvals and consents, confirmation that the assumptions set forth in Paragraph 3 are true, and satisfactory completion of its due diligence regarding the operation of the Assets, including, but not limited to, the condition and physical attributes of the Site, the structural capacity for additional tenant collocations, the terms and conditions of the Collocation Agreements, title, "and the quality of documentation regarding the Site. Once Buyer completes its due diligence and chooses to close Buyeraccepts the Assets "As Is" with no warranty from Seller other than standard carve outs listed in the Purchase Agreement. Earnest Money Deposit: Within five (5) business days after the mutual execution of the Purchase Agreement and the Buyer's receipt of the Due Diligence Materials (hereinafter defined), the Buyer shall deposit an earnest money deposit in an amount equal to $17,000.00 (the "Earnest Money Deposit") with the Escrow Agent named in the Purchase Agreement. The earnest Money Deposit shall be held as specifically provided in the Purchase Agreement and shall be applied to the Purchase Price at Closing. After the conclusion of the Due Diligence Period (as hereinafter defined), the Earnest Money Deposit shall not be refundable, except upon terms otherwise expressly set forth in the Purchase Agreement. 6. Due Diligence Review. Within ten business days following the execution of this LOI, Seller agrees to provide Buyer the following documentation relating to the Assets: (i) all FAA and FCC documentation, excluding any FCC licenses, if any, held by Seller related to transmitting or receiving telecommunication signals at the Site; (ii) any permits and government approvals relating to the Site; (iii) environmental reports and documentation relating to the Site; (iv) any drawings, plans or surveys relating to the Assets; (v) any geotechnical reports; (vi) sufficient data, and access to personnel and documentation, to perform a detailed proof of cash receipts and disbursements for the three most recent monthly periods; (vii) any SNDAs or similar agreements; (viii) copies of each Collocation Agreement; and (ix) legal descriptions of the Site (collectively, the "Due Diligence Materials"). Buyer will use commercially reasonable efforts to complete its due diligence review within thirty (30) days following the full execution of the Purchase Agreement. 1170 Peachtree St NE, Suite 1650, Atlanta, GA 30309 1 towerpoint.com I Ph: 678.775.0360 1 F: 678.775.0361