DSM Nutritional Products Building

45 Waterview Plaza

Parsippany, New Jersey

SALE AGREEMENT

by and between

FALK US PROPERTY INCOME FUND, L.P.

as Seller,

and

ONE LIBERTY PROPERTIES, INC.

as Purchaser

SALE AGREEMENT

THIS SALE AGREEMENT (this Agreement) is made and entered into by and between FALK US PROPERTY INCOME FUND, L.P., a Delaware limited partnership (hereinafter referred to as Seller) and ONE LIBERTY PROPERTIES, INC., a real estate investment trust incorporated under the laws of the State of Maryland, and its permitted assign (hereinafter referred to as Purchaser) to be effective as of the date on which the last of Seller and Purchaser execute this Agreement and a fully executed counterpart hereof is received by the other party or its attorney via facsimile or e-mail (the Effective Date).

AGREEMENT

For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Purchaser and Seller agree as follows:

SECTION 1

DEFINITIONS

For purposes of this Agreement, each of the following terms, when used herein with an initial capital letter, shall have the following meaning:

1.1 Additional Earnest Money. If applicable, the sum of One Million Five Hundred Thousand and No/100 Dollars ($1,500,000.00) to be paid by Purchaser to Escrow Agent in accordance with Section 9.3 below should Purchaser elect to proceed with the transaction after expiration of the Due Diligence Period, together with all interest earned thereon.

1.2 As-Built Survey. An update of the Initial Survey, sufficient to cause the Title Company to provide extended coverage as to matters of survey.

1.3 Broker. Sonnenblick-Goldman Company.

1.4 Building. The building known as the DSM Nutritional Products Building located at 45 Waterview Plaza, Parsippany, New Jersey.

1.5 Business Day. Monday through Friday excluding bank holidays on which national banking associations are authorized to be closed.

1.6 Closing. The Closing and consummation of the purchase and sale of the Property as contemplated by this Agreement.

1.7 Closing Date. The date upon which Closing occurs.

1.8 Commercially Reasonable Efforts. Such action (or inaction) as would be taken (or not taken, as the case may be) in good faith by a reasonably prudent businessperson in the conduct of his or her own affairs.

1.9 Commission Agreement. Any agreement whereby Seller is obligated to pay a Leasing Commission in connection with the Lease.

1.10 Condemnation Proceeding. This term shall have the meaning ascribed thereto in Section 14.2 hereof.

1.11 Due Diligence Period. The period commencing on the Effective Date and ending at 6:00 p.m. Eastern Standard Time on September 6, 2005.

1.12 Earnest Money. Collectively, the Good Faith Deposit and, if paid, the Additional Earnest Money. Purchaser may, at its discretion, deliver an irrevocable standby letter of credit or letters of credit in lieu of the Earnest Money in the amount of the Earnest Money to be issued in favor of Seller, in form and substance satisfactory to Seller and Purchaser, in which event, (i) any reference in this Agreement to refund or return of the Earnest Money shall mean return of such letter(s) of credit, (ii) any reference to payment of the Earnest Money to Seller shall mean that Seller shall be entitled to draw upon the letter(s) of credit and retain all proceeds thereof; and (iii) such letter(s) of credit shall be returned to Purchaser at Closing without any credit against the Purchase Price for the amount(s) of such letters of credit.

1.13 Environmental Report. A Phase 1 environmental assessment audit (and, if Purchaser reasonably deems necessary, a Phase 2 environmental audit), both to be conducted by Purchasers environmental engineer, at Purchasers expense, with respect to the Property.

1.14 Escrow Agent. First American Title Insurance Company of New York, 407 S. Warren Street, Syracuse, New York 13202 Attn: William Bradt, Esq., Vice President (e-mail: wbradt@firstam.com) Telephone 1- 800-679-4718, Facsimile: 888-722-4081.

1.15 Evidence of Authority. Evidence of authority for execution and performance of this Agreement by Purchaser and Seller, including (i) necessary resolutions or consents, (ii) a certificate duly executed by a secretary or other reasonably acceptable representative of Seller with respect to the offices or titles held by the Persons who executed this Agreement and will execute documents on behalf of Purchaser and Seller required or contemplated by this Agreement, and (iii) Certificates of Existence as to Purchaser and Seller relative to the state in which each of them was formed, all issued not earlier than ten (10) days prior to the date of Closing.

1.16 Existing Survey. The existing ATLA/ASCM as built survey of the Land and Improvements to be delivered to Purchaser as part of the Submission Items required by Section 9.1 below.

1.17 Good Faith Deposit. The sum of Five Hundred Thousand and No/100 Dollars ($500,000.00) to be deposited with Escrow Agent in accordance with Section 3 below, together with all interest earned thereon.

1.18 Hazardous Substances. All hazardous waste, hazardous substances, extremely hazardous substances, hazardous constituents, hazardous materials, toxic substances, or related substances or materials, whether solids, liquids or gases as each of these terms are defined under

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all applicable federal or state statutes and regulations including, but not limited to, (A) the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. 9601 et seq., (B) the Hazardous Materials Transportation Act, as amended, 49 U.S.C. 1801 et seq., (C) the Resource, Conservation and Recovery Act of 1976, as amended, 42 U.S.C. 6901 et seq., (D) the Clean Water Act, as amended, 33 U.S.C. 1251 et seq., (E) the Toxic Substances Control Act of 1976, as amended, 15 U.S.C. 2601 et seq., (F) the Clean Air Act, as amended, 42 U.S.C. 7401 et seq., (G) any so-called superfund or superlien law or (H) any other current or prior federal, state or local statute, law, ordinance, code, rule, regulation, order, decree or regulation, relating to or imposing liability or standards of conduct concerning such waste, substance or material. Hazardous Substances include, but are not limited to, polychlorinated biphenyls (commonly known as PCBs), asbestos, radon, urea formaldehyde, petroleum products (including gasoline and fuel oil), toxic substances, hazardous chemicals, spent solvents, sludge, ash, containers with hazardous waste residue, spent solutions from manufacturing processes, pesticides, explosives, organic chemicals, inorganic pigments and other similar substances, but Hazardous Substances shall not include cleaning supplies, paint and other substances that are otherwise Hazardous Substances as long as the same are used, stored and disposed of in the ordinary course of business and in compliance with applicable Legal Requirements.

1.19 Improvements. The Building and other improvements and facilities constructed on the Land.

1.20 Insurance Requirements. All terms of any insurance policy, all requirements of the issuer of any insurance policy, and all orders, rules, regulations and other requirements of the National Board of Fire Underwriters (or any other body exercising similar functions) incorporated into any insurance policy applicable to or affecting the Property or any part thereof or any use or condition thereof.

1.21 Intangible Property. To the extent transferable, all of Sellers right, title and interest in and to any intangible property now or hereafter owned by Seller, if any, and used in connection with or relating to the ownership, use, development, operation, management, occupancy, maintenance or leasing of the Land, the Improvements and/or the Personal Property, including, but not limited to, the Permits and any interest of Seller in any trade names, service marks, trademarks, and logos used by Seller in the operation and identification of the Property (except that Seller makes no representation of warranty as to its right to use or transfer the common name of the Building), the Survey, the Warranties, all public and private contract rights and development or usage rights of Seller solely with respect to the Land, the Improvements and/or the Building and the Plans and Specifications.

1.22 Land. A parcel of land being more particularly described on Exhibit A attached hereto and incorporated herein by reference and appurtenant easements thereto, together with all of Sellers right, title and interest (whether now owned or hereafter acquired) in and to all easements, rights of way, strips and gores of land, tenements, hereditaments and appurtenances, reversions, remainders, privileges, licenses and other rights and benefits belonging to, running with or in any way relating thereto, and together with all right, title and interest of Seller, if any, in and to any land lying in the bed of any street, road or highway, open or proposed, in front of, abutting or adjoining the Land.

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1.23 Lease. That certain Lease, dated as of January 1, 1997, between Bellemead Development Corporation and Hoffman-LaRoche, Inc., as assigned to Roche Vitamins, Inc. and further assigned to Tenant effective as of September 30, 2003, together with that certain First Amendment to Lease, effective as of May 1, 2005, between Seller and Tenant.

1.24 Leasing Commissions. All brokerage commissions, finders fees, referral fees and other similar compensation payable by Seller in connection with the Lease.

1.25 Legal Requirements. All laws, statutes, codes, acts, ordinances, orders,

1.26 judgments, decrees, injunctions, rules, regulations, Permits, licenses, authorizations, directions and requirements of governmental authorities or quasi-governmental authorities, which now or at any time hereafter exercise jurisdiction over the Property, or any use, operation or condition thereof, including, but not limited to, the Americans With Disabilities Act of 1990 and all regulations promulgated pursuant thereto and concurrency requirements, if any, which apply to the Property or Purchaser immediately after the Closing.

1.27 Manager. The Gale Company.

1.28 Monetary Lien. Any mortgage, deed of trust, security deed, lien, monetary judgment, security interest, past due tax or assessment or other similar encumbrance of a monetary nature entered into or consented to by Seller and arising against the Property or any portion of the Property.

1.29 Operating Agreements. All service, equipment, supply, security, maintenance, concession, pest control, employment and collective bargaining agreements, equipment leases, advertising contracts, vending machine contracts and other such agreements (and any amendments, modifications or supplements thereto) now existing or hereafter entered into by Seller or by any other authorized Person on Sellers behalf with respect to or affecting the Property or any portion thereof (excluding the Lease, the management agreement with Manager, any Commission Agreements and the Permitted Exceptions) (except that nothing contained herein shall require Seller to cause any Tenant to terminate any Operating Agreements to which Seller is not a party, and nothing contained herein shall require Seller to assign or Purchaser to assume any Operating Agreement entered into solely by any Tenant).

1.30 Owners Title Policy. An ALTA Owners Extended Coverage Policy of Title Insurance (Form 1990, as amended 1992) issued by the Title Company, pursuant to the Title Commitment, together with such endorsements as Purchaser may reasonably require. The Owners Title Policy shall insure marketability of title in fee simple absolute in the amount of the Purchase Price, subject only to the Permitted Exceptions and free from the standard exceptions for matters of survey (except for matters shown on the As-Built Survey or the Title Commitment as approved by Purchaser), parties in possession (except for Tenant as a Tenant only under the Lease) and mechanics and materialmens liens.

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1.31 Permits. The certificates of use and occupancy with respect to the Building and all other consents, notices of completion, environmental and utility permits and approvals, authorizations, variances, waivers, licenses, permits (including conditional use permits), certificates and zoning and other approvals from any governmental or quasi-governmental authority necessary, issued or granted with respect to the Property now or prior to Closing.

1.32 Permitted Exceptions. Those matters identified or referred to in Section 5.3 as Permitted Exceptions.

1.33 Person. Any individual, sole proprietorship, partnership, limited partnership, joint venture, general partnership, trust, unincorporated organization, association, corporation, institution, entity, party or government (whether national, federal, state, county, city, municipal or otherwise, including, without limitation, any instrumentality, division, agency, body or department thereof).

1.34 Personal Property. The tangible personal property owned by Seller, if any, located on or used primarily in connection with the Land or the Improvements.

1.35 Plans and Specifications. The final plans and specifications for the Improvements.

1.36 Property. Sellers interest in the following property:

1.36.1 The Land;

1.36.2 The Improvements;

1.36.3 The Personal Property;

1.36.4 The landlords rights under the Lease; and

1.36.5 The Sellers rights under the Surviving Contracts, the Warranties, the Permits and the other Intangible Property.

1.37 Purchase Price. Purchase Price shall have the meaning ascribed thereto in Section 4 hereof.

1.38 Rental Payments. Rental Payments shall have the meaning ascribed thereto in Section 11.2 hereof.

1.39 Submission Items. The due diligence submission items delivered or to be delivered to Purchaser by Seller as more particularly described in Section 9.1 below.

1.40 Survey. Collectively, (i) the Existing Survey and (ii) the As-Built Survey.

1.41 Surviving Contracts. The Operating Agreements which Purchaser does not elect to cancel and agrees to assume, such election to be made on or before the expiration of the Due Diligence Period; provided that the management agreement with Manager shall be terminated as

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of the Closing Date under all circumstances. If Purchaser fails to make an election to assume an Operating Agreement as provided above, Purchaser shall be deemed to have elected not to assume such Operating Agreement.

1.42 Tenant. DSM Nutritional Products, Inc.

1.43 Tenant Deposits. If applicable, security or other monetary deposits of Tenant under the Lease.

1.44 Tenant Estoppel Certificate. An estoppel certificate substantially in the form required by the Lease, to be obtained from and executed by Tenant, including a statement by Tenant that, to Tenants knowledge, neither Landlord nor Tenant is in default under the Lease.

1.45 Title Commitment. The title commitment to be obtained in accordance with Section 5.1 below.

1.46 Title Company. First American Title Insurance Company (by Majestic Abstract Corp., as agent) or other reputable title insurance company doing business in the State of New Jersey.

1.47 Utility Deposits. All deposits for utility services provided to the Property, exclusive of utility deposits posted by the Tenants.

1.48 Voluntary Lien. Any lien or other encumbrance affecting title to the property (other than Permitted Exceptions and Monetary Liens) that Seller has knowingly and intentionally placed on the Property after the Effective Date.

1.49 Warranties. All assignable guarantees, warranties, and indemnities now existing or existing prior to Closing relating to the construction, operation and/or use of the Improvements or the Personal Property and in effect at the time of Closing.

SECTION 2

PURCHASE AND SALE

2.1 Covenant to Buy and Sell. For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Purchaser shall purchase the Property from Seller, and Seller shall sell, convey, transfer and assign the Property to Purchaser, subject to and in accordance with the terms and conditions of this Agreement.

SECTION 3

EARNEST MONEY

3.1 Good Faith Deposit. Within two (2) Business Days after the Effective Date, Purchaser shall deliver the Good Faith Deposit to Escrow Agent.

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3.2 Additional Earnest Money. Concurrently with Purchasers delivery of the Acceptance Notice as provided in Section 9.3 below, if applicable, Purchaser shall deliver the Additional Earnest Money to Escrow Agent.

3.3 Earnest Money Escrow Agreement. The Earnest Money (which includes the Good Faith Deposit and, if applicable, the Additional Earnest Money) shall be held pursuant to an Earnest Money Escrow Agreement in the form attached hereto as Schedule 3.3.

3.4 Earnest Money Applied to Purchase Price. The Earnest Money shall be applied to Purchase Price at Closing or returned to Purchaser upon termination of this Agreement for any reason other than Purchasers wrongful failure to close the purchase of the Property under this Agreement. If applicable, any letter(s) of credit posted as Earnest Money shall be returned to Purchaser at Closing or upon termination of this Agreement for reasons other than Purchasers default.

SECTION 4

PURCHASE PRICE

4.1 Purchase Price. The purchase price for the Property (herein referred to as the Purchase Price) shall be Thirty Million and No/100 Dollars ($30,000,000.00). The Purchase Price shall be due and payable in immediately available funds at Closing, less the amount of the Earnest Money, subject to any adjustments and prorations required pursuant to the terms of this Agreement.

SECTION 5

TITLE

5.1 Initial Searches. Within three Business Days after the Effective Date, Purchaser shall order a Standard Form Commitment for the Owners Title Policy, with legible copies of all exceptions listed therein (the Title Commitment) issued by the Title Company covering the Land and the Improvements, pursuant to which the Title Company shall agree to issue the Owners Title Policy to Purchaser at Closing. Title to the Property shall be insurable at not more than ordinary or promulgated rates by the Title Company pursuant to the Owners Title Policy; provided, however, that if the Title Company has committed to insure over any title defect, such defect and affirmative insurance coverage shall be subject to Purchasers approval in its reasonable discretion. The Owners Title Policy shall insure against all mechanics liens, shall have full survey coverage and shall have deleted therefrom all printed standard exceptions. At or prior to Closing, Seller shall deliver such affidavits and agreements as may be reasonably required by the Title Company in order to issue the Owners Title Policy in accordance with this Agreement.

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