RESOLUTION AUTHORIZING THE PURCHASE OF PROPERTY LOCATED AT 349 COLUMBIA AVENUE, ROCK HILL, SOUTH CAROLINA BY WINTHROP UNIVERSITY FROM THE CITY OF ROCK HILL AND THE SALE OF 8.27 ACRES OF LAND LOCATED ADJACENT TO CHERRY ROAD FROM WINTHROP UNIVERSITY TO THE CITY OF ROCK HILL

WHEREAS, the City of Rock Hill, South Carolina (the "City") owns a 12.38 acre parcel with improvements located at 349 Columbia Avenue, Rock Hill, York County, South Carolina, and more specifically described as part of tax parcel numbers 598-03-01-002, 598-03-01-004, and 598-05-01-013 and by this reference (the "Operations Center"); and

WHEREAS, Winthrop University desires to purchase the Operations Center in the amount of $2,670,000 and shall accept the Operations Center "AS-IS" in its existing condition; and

WHEREAS, the University and owns a 8.27 acre parcel with improvements located adjacent to Cherry Road, Rock Hill, York County, South Carolina, and more specifically described as Tract A and Tract B attached hereto and incorporated by this reference (the "Cherry Road Property); and

WHEREAS, the City of Rock Hill desires to purchase the Cherry Road Property in the amount of $500,000 and shall accept the Cherry Road Property "AS-IS" in its existing condition; and

WHEREAS, The City and the University for and in consideration of the mutual agreements attached hereto, the City agrees to sell and convey to the University the Operations Center containing approximately 12.38 acres; and the University agrees to sell and convey to the City the Cherry Road Property, an 8.27 acre parcel with improvements; and

WHEREAS, South Carolina Budget and Control Board approval is required for the purchase of the 12.38 acres Operations Center, from the City in the amount of $2,670,000 and for the sale of the 8.27 acres Cherry Road Property, to the City in the amount of $500,000;

THEREFORE, LET IT BE RESOLVED the Board of Trustees of Winthrop University does hereby approve the purchase of the 12.38 acres Operations Center and the sale of the 8.27 acres Cherry Road Property, upon the approval of the South Carolina Budget and Control Board on December 14, 2010.

November 5, 2010