5A2 Option to Purchase Agreement & Memorandum of Option (NDIC) - Signed

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4 If to NDIC: New Day Intake Center, Inc. PO Box 11162 South Bend, IN 46634 Attn: Sheila McCarthy With a copy to: Sopko, Nussbaum, Inabnit & Kaczmarek Attn: Richard A. Nussbaum II 210 S. Michigan St Suite 500 12.Severability. If any term, provision, covenant or restriction contained in this Option Agreement that is intended to be binding and enforceable is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions contained in this agreement shall remain in full force and effect and shall in no way be affected, impaired or invalidated. 13.Waiver. Neither the failure nor any delay on the part of a Party to exercise any right, remedy, power, or privilege under this Option Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power, or privilege preclude any other or further exercise of the same or of any right, remedy, power, or privilege with respect to any occurrence shall be construed as a waiver of any such right, remedy, power, or privilege with respect to any other occurrence. No waiver shall be effective unless it is in writing and is signed by the party asserted to have granted such waiver. Notwithstanding the foregoing, each Party irrevocably waives any present or future objection to the exercise of the Option triggered by a default under the Development Agreement (as defined in Section 1). This specific waiver shall survive termination of this Option Agreement and be enforceable independently of the general waiver provisions above. 14.Authority; Legal Representation. Each undersigned person executing and delivering this Option Agreement on behalf of a Party represents and certifies that he or she is the duly authorized officer or representative of such Party, that he or she has been fully empowered to execute and deliver this Option Agreement on behalf of such Party, and that all necessary action to execute and deliver this Option Agreement has been taken by such Party. Each Party acknowledges it has had the opportunity to consult with independent legal counsel of its choice regarding the terms and conditions of this Option Agreement prior to its execution. 15.Time. Time is of the essence of this Agreement. 16.Entire Agreement. The Parties acknowledge that upon final execution of this Option Agreement, all previous statements, proposals, offers and information and any oral statements or