Acquisition Defined. An “Acquisition” shall mean: # any merger, consolidation or purchase of outstanding capital stock of ​ after which the voting securities of ​ outstanding prior thereto represent (either by remaining outstanding or by being converted into or exchanged for voting securities of the surviving or acquiring entity) less than 50% of the combined voting power of the voting securities of ​ or such surviving or acquiring entity outstanding immediately after such event; or # any sale of all or substantially all of the assets or capital stock of ​ (other than in a spin-off or similar transaction) or # any other acquisition of the business of ​, as determined by the Board; provided that an Acquisition shall not include a Private Transaction.

Acquisition Services. The Advisor shall:

“​” – with respect to the ​, # the ​ for such ​, and/or # the ​ and ​ of the ​. Provided, however, if ​ but ​, this will not be ​.

Serve as the Company’s investment and financial advisor and obtain certain market research and economic and statistical data in connection with the Company’s Investments and investment objectives and policies;

Acquisition Fees. As compensation for the investigation, selection, sourcing and acquisition or origination (by purchase, investment or exchange) of Investments, the Company shall pay an Acquisition Fee to the Advisor or its Affiliates for each such Investment (whether an acquisition or origination). With respect to the origination or acquisition of an Investment to be wholly owned, directly or indirectly, by the Company, the Acquisition Fee payable to the Advisor Entities or their Affiliates shall be equal to # 2.0% of the Contract Purchase Price of a Property Investment acquired by the Company and # 2.0% of the amount, funded or allocated to originate or acquire Investments, other than Property, in each case inclusive of the Acquisition Expenses associated with such Investment and the amount of any debt associated with, or used to fund the investment in, such Investment. With respect to the acquisition or origination of an Investment through any Joint Venture in which the Company or the Operating Partnership is, directly or indirectly, a partner, the Acquisition Fee payable to the Advisor or its Affiliates shall be equal to # 2.0% of the Company’s proportionate share of the Contract Purchase Price of an Investment acquired by the Joint Venture and # 2.0%, of the Company’s proportionate share of the amount actually paid or allocated to fund the acquisition or origination of any other Investment by the Joint Venture, inclusive of the Acquisition Expenses associated with such Investment, and the amount of any debt associated with, or used to fund the investment in, such Investment that is attributable to the Company’s investment in such Joint Venture. Notwithstanding anything herein to the contrary, the payment of Acquisition Fees by the Company shall be subject to the limitations on acquisition fees contained in (and defined in) the Company’s Charter. The Advisor shall submit an invoice to the Company following the closing or closings of each acquisition or origination, accompanied by a computation of the Acquisition Fee. Generally, the Acquisition Fee payable to the Advisor or its Affiliates shall be paid at the closing of the transaction upon receipt of the invoice by the Company. However, payment of the Acquisition Fee may be deferred or waived (or paid in Shares), in whole or in part, as to any transaction in the sole discretion of the Advisor. Any such deferred or waived Acquisition Fee shall be paid to the Advisor without interest at such subsequent date as the Advisor shall request.

Acquisition Assistance. The Company agrees that Aspen shall be paid ​ in cash as compensation for assisting with all matters other than the Financing that are related to closing the Acquisition ("Acquisition Compensation") within twenty (20) business days of the date on which the Company consummates the Acquisition, or such other mutually agreed upon timeframe.

Purchase Entirely for the Purchaser’s Own Account. The Purchaser is purchasing the Shares in the ordinary course of business for investment purposes only for the Purchaser’s own account, not as a nominee or agent, and not with a view to the resale or distribution of any part thereof, and the Purchaser has no present intention of selling, granting any participation in, or otherwise distributing the Shares.

Acquisition for Investment. Sinclair is an "accredited investor" under Regulation D of the Securities Act, and is acquiring the Purchased Interests for investment and not with a view toward sale or distribution thereof, or with any present intention of selling or distributing the Purchased Interests. Sinclair understands and agrees that the Purchased Interests may not be sold, transferred, offered for sale or otherwise disposed of without registration or exemption from registration under the Securities Act and any applicable state, local and foreign securities Laws.

Acquisition of Stock. GMPW or its wholly-owned subsidiary, Malcolm Wingate Cush Franklin, LLC will acquire from BitCentro and/or its shareholders (collectively, the “Seller”) one hundred percent (100%), on a fully-diluted basis, of all of the issued and outstanding shares of all classes of stock (the “Shares”) of BitCentro (the “Acquisition”).

Reliance Upon Own Advisors. With respect to the tax aspects of his Investment, he is relying solely upon the advice of his own personal tax advisors and upon his own knowledge with respect thereto. He is aware that any Federal Income Tax benefits which may be available to him may be lost through adoption of new laws or regulations, amendments to existing laws and regulations, or changes in the interpretation of existing laws and regulations.