The following is part of the Purchase and Sale Agreement dated_________________, 
between ___________________________(Seller) and ________________________ (Buyer).
     
IT IS AGREED BETWEEN THE BUYER AND SELLER AS FOLLOWS:
     
This contract will be assigned to The Texas 1031 Exchange Company, as the Qualified Intermediary, solely for the purpose
of completing the exchange.  The seller will be notified in writing when the assignment is made.  Title however will be
conveyed directly from the Seller to the Buyer/Exchangor as authorized by Revenue Ruling 90-34.

A material part of the consideration to the buyer for buying is the option to qualify this transaction as part of a tax-deferred 
exchange under Section 1031 of the Internal Revenue Code of 1986.  Seller agrees to cooperate in the exchange provided 
seller incurs no additional liability or expense.

______________________________________  ___________________________________
Seller                                 	Buyer/Exchangor		      	

______________________________________  ___________________________________
Seller                                  Buyer/Exchangor			       																					

Date:_________________________________  Date:______________________________