8th Avenue Lofts

CONFIDENTIALITY AGREEMENT

BROKER: Beacon Investment Real Estate

OWNER: WE Lofts Investments

PROPERTY: 8th Avenue Lofts

ADDRESS: 1350 S 8th Ave Tucson, AZ 85713

WE Lofts Investments, (“Owner”) is the owner of the 8th Avenue Lofts, located at 1350 S 8th Ave Tucson, AZ 85713 (“Property”), which is being offered for sale. The Owner has certain information available for review, which includes financial, environmental, lease and title information, brochures and other materials (collectively “Informational Materials”). Upon execution of this Confidentiality Agreement, Owner is willing to provide the Informational Materials to a Potential Buyer in connection with the possible purchase of the Property subject to the following conditions:

All Informational Materials furnished by or on behalf of Owner shall remain the property of Owner. The Informational Materials will be used solely by the Potential Buyer for evaluating the purchase of the Property and for no other purpose. The Informational Materials may not be copied, duplicated and or distributed without Owner’s written consent and must be returned to Owner immediately upon Owner’s request or upon termination of negotiations with respect to the purchase of the Property.

The Informational Materials contain proprietary and/or confidential information. Potential Buyer agrees to keep all such information confidential and shall not disclose such information except to the Potential Buyer’s investors, employees, accountants, legal counsel and institutional lenders for the sole purpose of evaluating the purchase of the Property, or as otherwise required by law.

Potential Buyer acknowledges that Owner makes no representations or warranties as to the accuracy or completeness of the Informational Materials and that some of the information used in the preparation of the Informational Materials was furnished to Owner by others and has not been independently verified. Any financial projections included in the Informational Materials are provided for general reference purposes only based upon certain assumptions relating to the general economy, competition and other factors beyond Owner’s control and there can be no assurance the Property will perform in accordance with such projections. The Property is being offered strictly on an “AS-IS” basis, with all faults, and without representation or warranty as to the condition of the properties (including, without limitation, physical, financial, legal or environmental). Potential Buyer will be given the opportunity to inspect and investigate the Property and agrees to rely solely upon its own due diligence with respect to its decision to purchase the Property. The only representations and warranties of Owner may be those contained in a definitive Purchase and Sale Agreement executed by Owner and Potential Buyer.

The Property is currently on the market for sale and marketed by Broker so the Owner will entertain any reasonable offer, and in the sole and absolute discretion of Owner, the Owner may change the price expectations without prior notice.

Owner is under no contractual obligation or legal duty of any kind whatsoever with respect to the sale of the Property by reason of this Confidentiality Agreement, making the Informational Materials available to Potential Buyer, any discussions of a potential transaction, or otherwise. The parties will not be legally bound to a transaction unless and until a definitive Purchase and Sale Agreement is executed by both parties.

Potential Buyer hereby indemnifies and holds harmless the Owner and any its respective affiliates, successors, and assigns against and from any loss, liability of expense, including attorney’s fees, arising out of any breach of any terms of this Confidentiality Agreement.

Any person or entity designated as the Broker, below, joins herein in its capacity as the agent of the Potential Buyer. Broker agrees that its use of the Informational Materials shall be solely to assist Potential Buyer in its purchase decision and not as an agent, representative or Broker of any undisclosed party.

Potential Buyer understands this opportunity is CONFIDENTIALLY offered to selected investors. Potential Buyer agrees not to visit the Property without the consent of the Owner through Broker. Please submit all Property inquiries, information and visitation requests thru the Broker representative.