REAL ESTATE PURCHASE AND SALE AGREEMENT

THIS REAL ESTATE PURCHASE AND SALE AGREEMENT (Agreement) is made and entered into effective as of the 4 day of November, 2005, by and between PRUDENTIAL-BACHE/WATSON & TAYLOR, LTD.-2, a Texas limited partnership (Seller), and RECYCLAND, LLC, a Delaware limited liability company or its designee (Buyer). For purposes hereof, Seller and Buyer shall be referred to herein from time to time individually as a Party and collectively as the Parties.

RECITALS

A. WHEREAS, Seller is the owner of certain real property, together with improvements erected thereon, located at 9244 East Hampton Drive, Capitol Heights, Maryland and more particularly described on Exhibit A hereto, and commonly known as the Central Hampton Business Park; and

B. WHEREAS, Seller desires to sell to Buyer and Buyer desires to purchase from Seller said real property and other assets related thereto, all on the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the foregoing, the terms and conditions set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Buyer and Seller intending to be legally bound, hereby agree as follows:

AGREEMENT

1. Definitions. In addition to the terms defined elsewhere in this Agreement, for purposes of this Agreement the terms set forth below shall have the following meanings:

1.1 Agency or Agencies means, individually and collectively, any federal, state or local governmental or regulatory agency, body, board, commission or other political entity having environmental jurisdiction over the Real Property under any Environmental Law, including without limitation, the Maryland Department of the Environment.

1.2 Bill of Sale means a bill of sale for the Property in the form of Exhibit B attached hereto, duly conveying all of the Property other than the Real Property to Buyer.

1.3 Cash Equivalent means a wire transfer of funds or other good and immediately available federal funds.

1.4 Closing means the closing for the conveyance of the Property from Seller to Buyer, which shall occur when the conditions precedent to Closing set forth in Section 5.1 and 5.2 are satisfied.

1.5 Closing Date means the date which is the earlier to occur of (i) twenty-four (24) days after the Contingency Date, or (ii) November 17, 2005, unless such date is extended under the provisions of this Agreement.

1.6 Contingency Date means that date which is the earlier to occur of (i) twenty-one (21) days after the execution of this Agreement, or (ii) one business day before the Closing Date.

1.7 Deed means a special warranty deed for the Property duly conveying fee simple title from Seller to Buyer.

1.8 Deposit means the sum of Two Hundred Fifty Thousand and 00/100 Dollars ($250,000.00) to be paid by Buyer to Escrow Holder within one (1) business day after the date of this Agreement in accordance with Section 3.1.1, together with all interest earned thereon.

1.9 Environmental Conditions shall have the meaning as defined in Section 10.2.2 hereof.

1.10 Environmental Law means, individually or collectively, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 U.S.C. Section 9601, et. seq.; the Resource Conservation and Recovery Act of 1976, 42 U.S.C. Section 6901 et. seq.; the Toxic Substances Control Act, 15 U.S.C. Section 2601, et. seq.; the Hazardous Materials Transportation Act, 49 U.S.C. 1801, et. seq.; the Federal Water Pollution Prevention and Control Act, 33 U.S.C. Section 1251, et. seq.; and the Oil Pollution Act of 1990, Pub. L. 101-380, August 18, 1990, and comparable state and local laws, as said laws may be supplemented or amended from time to time, the regulations now or hereafter promulgated pursuant to said laws and any other federal, state, county or local law, statute, rule, regulation or ordinance currently in effect or subsequently enacted, promulgated or adopted that relates to the use, storage, disposal, presence, cleanup, transportation or release or threatened release into the environment of Hazardous Materials.

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