AGREEMENT FOR PURCHASE AND SALE

EXHIBIT 10.1

AGREEMENT FOR PURCHASE AND SALE

     This Agreement for Purchase and Sale (this “Agreement”) is entered into as of August 24, 2006, by and between 7007 PALMETTO INVESTMENTS, LLC., a Florida limited liability company (“Seller”), and SPANISH BROADCASTING SYSTEM, INC., a Delaware corporation, and/or assigns (“Buyer”).

WITNESSETH:

     1.  Recitals . This Agreement is made with reference to the following facts and definitions:

          1.1. Seller owns the real property located at 7007 N.W. 77 ^th Avenue, Miami, Florida, and a parcel of vacant land adjacent to it, as more fully described on the attached Exhibit “A” (the “Real Property”). In addition to the Real Property, Buyer intends to purchase and Seller intends to sell, in accordance with this Agreement, (a) all improvements constructed in, on or under the Real Property, including an existing office building constructed thereon (collectively, the “Improvements”), (b) all of Seller’s fixtures, furnishings, equipment and personal property, if any, located on and used exclusively in connection with the Real Property or the Improvements (the “Personal Property”; the parties acknowledge and agree that they shall agree upon an inventory of the Personal Property during the Due Diligence Period (as hereinafter defined) after the Existing Tenant’s (as hereinafter defined) personal property has been removed and the same shall be attached hereto as Schedule 1.1), (c) all of Seller’s rights under those certain Contracts (as hereinafter defined) which Buyer elects to assume in accordance with the provisions of Section 5.2 hereof (the “Contract Rights”), and (d) (i) all strips and gores of land lying adjacent to the Real Property and owned by Seller, together with all easements, privileges, rights of way, riparian and other water rights, land underlying any adjacent public streets, roads and/or parks, and all tenements, hereditaments and appurtenances thereunto belonging or in anywise appertaining, (ii) all deposits, licenses, permits, authorizations, approvals and contract rights pertaining to the ownership and/or operation of the Real Property or the Improvements, and (iii) all general intangible rights pertaining to the ownership and/or operation of the Real Property or the Improvements (collectively, the “General Intangibles”).

          1.2. By this Agreement, Buyer and Seller intend to provide for the sale of the Real Property, the Personal Property, the Improvements, the Contract Rights and the General Intangibles by Seller to Buyer. The Real Property, the Personal Property, the Improvements, the Contract Rights and the General Intangibles shall be collectively referred to in this Agreement as the “Property.”

          1.3. For purposes of this Agreement, “Effective Date” means the date upon which this Agreement is fully executed.

     2.  Purchase and Sale . Pursuant to this Agreement, Seller agrees to sell the Property to Buyer, and Buyer agrees to purchase the Property from Seller.

     3. A ppointment of Escrow Agent .

          3.1. Opening of Escrow . Buyer and Seller hereby appoint Greenberg Traurig, P.A. to act as escrow agent (“Escrow Agent”) for the purpose of facilitating the consummation of the transaction contemplated by this Agreement and, by its execution of the Consent and Acceptance at the end of this Agreement, Escrow Agent accepts such appointment. Upon the Effective Date, Buyer shall immediately deliver the Initial Deposit (as defined in Section 4.1 below) to Escrow Agent, together with a copy of the

fully executed original (or executed counterparts) of this Agreement. Escrow Agent shall, immediately upon its receipt of the Deposit and executed Agreement, execute and deliver to Buyer and Seller the Consent and Acceptance of Escrow Agent attached to this Agreement, which Consent and Acceptance of Escrow Agent shall specify the date of such receipt.

          3.2. Closing Date . The closing of the transaction contemplated by this Agreement (the “Closing”) shall occur in accordance with Section 8 below on a date (i) no earlier than January 2, 2007, and no later than January 4, 2007, or (ii) an earlier date provided, however, that Seller shall give Buyer sixty (60) days’ notice of such earlier closing date and such earlier closing date shall be at least sixty (60) days after the expiration of the Due Diligence Period (the “Closing Date”).

     4.  Purchase Price . The purchase price payable by Buyer for the Property (the “Purchase Price”) shall be Eight Million Eight Hundred Eighty-two Thousand Five Hundred Dollars ($8,882,500) and shall be payable in accordance with Section 4.1 below. The parties acknowledge and agree that they shall use their good faith efforts to agree upon an allocation of the Purchase Price as between the Personal Property and the remainder of the Property prior to the expiration of the Due Diligence Period.

          4.1. Deposit . Concurrently with Buyer’s delivery of an executed copy of this Agreement to Escrow Agent, Buyer shall deliver to Escrow Agent immediately available funds in the amount of One Hundred Thousand Dollars ($100,000.00) (the “Initial Deposit”). Immediately upon expiration of the Due Diligence Period, (a) Buyer shall make an additional delivery to Escrow Agent of immediately available funds in the amount of Nine Hundred Thirty-Five Thousand Dollars ($935,000.00) (the “Additional Deposit”), and (b) the Initial Deposit and Additional Deposit shall, except (i) in the event the Agreement is terminated in accordance with Section 5 below, (ii) in the event of Seller’s default, or (iii) as otherwise expressly provided herein, become non-refundable to Buyer and shall either be applied toward the payment of the Purchase Price at Closing or retained by Seller if the Closing does not occur. Upon receipt of an executed W-9 from Buyer, Escrow Agent shall promptly deposit the Initial Deposit into an interest-bearing account. As used in this Agreement, the “Deposit” shall mean the Initial Deposit and Additional Deposit, collectively, plus any interest accrued while in the possession of Escrow Agent.

          4.2 Assumption of Existing Debt . Buyer shall have the right but not the obligation, which right shall be exercised by Buyer if at all in its sole and absolute discretion, to assume the existing mortgage loan (the “Existing Loan”) encumbering the Property in favor of Great Florida Bank (the “Existing Lender”), provided that: (a) Buyer provides written notice to Seller of its intention to assume the Existing Loan at least thirty (30) days prior to Closing, (b) the Existing Lender consents to such assumption, (c) there shall be no delay in the Closing as a result of such assumption and such assumption, whether completed or not, shall not affect Buyer’s obligation to close upon the Closing Date.

          4.3. Balance . On or before the Closing Date, Buyer shall deposit with Escrow Agent cash or other immediately available funds in the amount of the Purchase Price less the Deposit and, if applicable, all outstanding amounts (including principal and interest) assumed by Buyer under the Existing Loan, subject to the additional costs and prorations set forth in this Agreement.

     5.  Due Diligence and Title Matters.

          5.1. Due Diligence Deliveries By Seller . On or prior to the Effective Date, Seller provided Buyer copies of, or access to, all title information, surveys, environmental reports, physical inspection reports, warranties, permits, copies of all leases and contracts affecting the Property, engineering reports, current operating statements, current tax bill, insurance policies (including statements of premium due),

the Existing Loan Documents (as hereinafter defined), utility bills and any and all other pertinent data which it has in its possession or control, including without limitation those items received from the immediate predecessor-in-title to the Property in connection with Seller’s due diligence investigation of the Property (collectively, the “Due Diligence Items”) for review by Buyer. Except as expressly provided in this Agreement, Seller makes no representation whatsoever regarding the accuracy or completeness of any of the Due Diligence Items delivered to Buyer pursuant to this Section.

          5.2. Due Diligence Investigation . From the Effective Date until the date which is thirty (30) days after the Effective Date (the “Due Diligence Period”), Buyer may investigate and research and approve or disapprove of the physical, developmental, and economic status and feasibility of the Property. The matters subject to Buyer’s approval under this Section include, but shall not be limited to, marketing studies, land use and legal due diligence, engineering studies, soils tests, physical inspections, and environmental surveys with respect to the Property. In order to facilitate Buyer’s investigation and analysis under this Section 5.2, Seller grants Buyer the right to conduct such inspections, reviews, examinations, and tests on the Property as Buyer deems necessary or desirable to investigate the physical condition of the Property, as well as access to relevant information relating to the Property within Seller’s possession or control (but, except as expressly provided in this Agreement, Seller makes no representation regarding the accuracy or completeness of such information). On or before the expiration of the Due Diligence Period, Buyer shall notify Seller as to which of the Contracts it shall assume at Closing.

     Seller and Buyer acknowledge and agree that the existing tenant currently occupying the Property (the “Existing Tenant”) is scheduled to vacate the Property on or before August 13, 2006 (subject to removal of personal property by August 31, 2006). In the event the Existing Tenant has not vacated the Property and the Existing Tenant’s personal property is not removed on or before the expiration of the Due Diligence Period, (a) the Due Diligence Period shall be extended on a day-for-day basis until such time as the Existing Tenant does in fact vacate the Property and the Existing Tenant’s personal property is removed, and (b) in the event the Due Diligence Period is extended past September 30, 2006 in accordance with the prior clause, the Closing Date shall automatically be extended on a day-for-day basis for the number of days equal to the number of days following September 30, 2006 that the Existing Tenant remains in possession of the Property.

     Buyer shall have the right in its sole and absolute discretion, which right shall be exercised by Buyer providing written notice to Seller and Escrow Agent on or before the expiration of the Due Diligence Period, to terminate this Agreement for any reason or no reason, in which event (a) neither Buyer nor Seller will have any further obligation to the other party under this Agreement (except to the extent of any indemnities under this Agreement with respect to events occurring before such termination, which indemnities shall survive any such termination), and (b) Escrow Agent shall, without requiring any further instructions, immediately return the Deposit plus any interest accrued thereon to Buyer. If Buyer has not so notified Seller and terminated this Agreement on or before the expiration of the Due Diligence Period, then, subject to its termination rights under Sections 5.3, 5.4 and 17 hereof, Buyer shall be obligated to proceed to close the transaction contemplated by this Agreement in accordance with its terms.

          5.3. Status of Title and Survey . Buyer may obtain at its sole cost and expense an ALTA/ACSM survey of the Property (the “Survey”) and a commitment for Title Insurance (the “Title Commitment”) for an ALTA Owner’s Policy to be issued by a title insurance company of Buyer’s choice (the “Title Company”). Buyer shall have until the expiration of the Due Diligence Period (such date for Buyer’s approval or disapproval of status of title, the “Title Approval Date”) to approve or disapprove title matters. If Buyer disapproves of any of the matters shown in the Title Commitment or the Survey

(which shall also include UCC-1 Financing Statements filed with the Florida Secretary of State) (“Disapproved Title Exceptions”) before the Title Approval Date and evidences its disapproval by giving written notice (“Buyer’s Title Notice”) of its disapproval to Escrow Agent and Seller on or before the Title Approval Date, then on or before ten (10) days after the Title Approval Date, Seller shall notify Buyer of those Disapproved Title Exceptions that Seller shall cause to be deleted from the Title Policy (as defined below) or Survey, as applicable (the “Seller’s Response Notice”); provided, however that Seller shall be obligated to cause all Monetary Encumbrances (as hereinafter defined) to be satisfied by Seller (or otherwise transferred to bond) at or prior to Closing; provided, further, however, that if Seller fails to provide the Seller’s Response Notice within ten (10) days following Seller’s receipt of the Buyer’s Title Notice, Seller shall be deemed to have elected not to cure any of the Disapproved Title Exceptions (other than any Monetary Encumbrances which it is obligated to cure). Within ten (10) days following Buyer’s receipt of the Seller’s Response Notice (or twenty (20) days following Seller’s receipt of the Buyer’s Title Notice to the extent Seller fails to send a Seller’s Response Notice), Buyer may, by written notice to Seller and Escrow Agent, either (a) waive its prior disapproval of the remaining Disapproved Title Exceptions, in which event such remaining Disapproved Title Exceptions shall cease to be Disapproved Title Exceptions, or (b) terminate this Agreement, in which event (i) neither Buyer nor Seller will have any further obligation to the other party under this Agreement (except to the extent of any indemnities under this Agreement with respect to events occurring before such termination, which indemnities shall survive any such termination), and (ii) Escrow Agent shall, without requiring any further instructions, immediately return the Deposit plus any interest accrued thereon to Buyer; provided, however, that Buyer’s failure to provide written notice within the ten (10) day period shall be deemed to be a waiver of the remaining Disapproved Title Exceptions. Buyer shall have the continuing right to receive updates of, or endorsements to, the Title Commitment and Survey and Seller shall be obligated to remove at or prior to Closing all new matters which may be raised as objections by Buyer, unless the same are caused by Buyer.

          5.4. Owner’s Policy . On or before the Closing, Title Company must be prepared to issue to Buyer an Owner’s Policy of Title Insurance for the Property (the “Title Policy”) effective as of the Closing Date, collectively insuring Buyer in the amount of the Purchase Price that fee simple title to the Property will be vested in Buyer upon Closing, subject to (a) liens for taxes and assessments not yet due and payable or delinquent, (b) those exceptions to title described in the Title Commitment other than the Disapproved Title Exceptions, and (c) those matters appearing in any updates of, or endorsements to, the Title Commitment to the extent the same are caused by Buyer. Except as specifically provided in Section 5.3 above or the following sentence, Seller shall not be in default under this Agreement and shall not be liable to Buyer for the failure to remove any item identified by the Title Company as an exception to title. Seller shall only be in default under this Agreement with respect to title issues if Seller fails to cause the removal from the Title Policy of (i) a Monetary Encumbrance, or (ii) any matter appearing in the chain of title after the effective date of the Title Commitment and shown as an exception in an endorsement to, or update of, the Title Commitment or the Survey, unless the same is caused by Buyer, in which event Buyer shall be entitled to all legal and equitable remedies available to Buyer due to Seller’s default. As used in Sections 5.3 and 5.4, “Monetary Encumbrance” means a lien upon the Property, including without limitation mechanic’s or construction lien claims, that can be fully satisfied and removed as an exception to title (as determined by Title Company) by the payment of a liquidated amount of money.

          5.5. Pre-Closing Occupancy . Within thirty (30) days following the expiration of the Due Diligence Period, Buyer or its permitted assignee hereunder shall enter into a lease with Seller (in the form of that contained in Exhibit “B ” attached hereto and by this reference made a part hereof (the “Occupancy Agreement”)) to occupy the Property from that date (the “Date of Occupancy”) until Closing (the date of execution of such Occupancy Agreement shall be the Commencement Date (as

therein defined)); provided, however, that (i) Buyer has not terminated this Agreement pursuant to Section 5.3 hereof; (ii) Buyer is not in default under this Agreement and the Additional Deposit has been received by Escrow Agent; (iii) this Agreement has not been terminated in accordance with its terms, (iv) the Occupancy Agreement shall be triple net (net, net, net) and shall provide that Buyer shall pay for all operating expenses associated with the Property, including real estate taxes, casualty and public liability insurance, utilities, janitorial expenses and maintenance costs; provided, however, that in no event shall Buyer be responsible for making any debt service or other payments under the Existing Loan or any capital repairs or improvements to the Property; and (v) Buyer shall take occupancy of the Property pursuant to the Occupancy Agreement “as is”, without any representations or warranties of any kind, except as expressly set forth in this Agreement, and that Buyer’s taking possession of the Property shall be conclusive evidence that the Property is in a condition acceptable to the Buyer in accordance with the terms and conditions of this Agreement as of the Date of Occupancy. The occurrence of an Event of Default (as such term is defined in the Occupancy Agreement) under the Occupancy Agreement shall be a default under this Agreement, and the occurrence of a default under this Agreement shall be an Event of Default (as such term is defined in the Occupancy Agreement) under the Occupancy Agreement, it being the intention of Buyer and Seller to cross-default this Agreement and the Occupancy Agreement so that a default (beyond any applicable notice and cure periods) under one is a default under the other. Further, in the event that this Agreement terminates in accordance with its terms, the Occupancy Agreement shall automatically terminate as of such date.

     6.  Buyer’s Deliveries . Buyer shall deliver to Escrow Agent, on or before the day before the Closing Date, for disbursement, delivery and recordation, as provided in this Agreement, the following funds, instruments, and documents, the delivery of which is material to the consummation of the transaction contemplated by this Agreement:

          6.1. Funds . Immediately available funds in the amount required of Buyer under this Agreement, including sufficient funds to meet Buyer’s obligations under Sections 4.3, 9 and 10.

          6.2. Evidence of Authorization . Evidence in form and substance reasonably satisfactory to the Title Company and Seller and its legal counsel that Buyer is authorized to enter into and consummate the transactions contemplated by this Agreement.

          6.3. Termination of Occupancy Agreement . Two executed counterparts of a termination of the Occupancy Agreement effective as of the Closing Date.

          6.4 Assignment and Assumption of Contracts . Two executed counterparts of an Assignment and Assumption of Contracts in the form attached hereto as Exhibit “C” duly executed by Buyer assuming those Contracts which Buyer has elected to assume pursuant to Section 5.2 hereof.

          6.5. Settlement Statement . Two executed counterparts of a settlement statement reflecting the prorations and adjustments required pursuant to this Agreement.

          6.6. Other Documents . Any documents reasonably required of Buyer in order to consummate the subject transaction pursuant to this Agreement.

     7.  Seller’s Deliveries . Seller shall deliver to Escrow Agent on or before the day before the Closing Date, for disbursement, delivery and recordation, as provided in this Agreement, the following instruments and documents:

          7.1 Deed and Bill of Sale . A Special Warranty Deed in form satisfactory to the Title Company duly executed and acknowledged by Seller conveying all of Seller’s interest in the Real Property to Buyer (the “Deed”), and a Bill of Sale conveying all of Seller’s interest in the Personal Property to Buyer (“Bill of Sale”) duly executed by Seller.

          7.2. FIRPTA Affidavit . A FIRPTA affidavit duly executed and acknowledged by Seller certifying under penalty of perjury (a) Seller’s United States taxpayer identification number and (b) that Seller is not a foreign person, in accordance with Section 1445 of the Internal Revenue Code of 1986, as amended (the Foreign Investment in Real Property Tax Act).

          7.3 General Assignment . An Assignment of General Intangibles in the form attached hereto as Exhibit “D” duly executed by Seller assigning the General Intangibles to Buyer.

          7.4 Termination of Occupancy Agreement . Two executed counterparts of a termination of the Occupancy Agreement effective as of the Closing Date

          7.5 Assignment and Assumption of Contracts . Two executed counterparts of an Assignment and Assumption of Contracts in the form attached hereto as Exhibit “C” duly executed by Seller assigning those Contracts which Buyer has elected to assume pursuant to Section 5.2 hereof.

          7.6 Title Affidavit . An affidavit in form satisfactory to the Title Company duly executed and acknowledged by Seller certifying under penalty of perjury certifying (a) that there are no unpaid bills for labor, materials or services undertaken at or supplied to the Real Property by or upon order of Seller or its agents, and no labor, services or materials have been undertaken at or supplied to the Real Property, by or upon order of Seller or its agents which could be the basis for any claims against the Real Property; (b) that no Person other than the Buyer has any right or claim to possession of the Real Property, (c) that there has been no change in title to the Property from and after the most current effective date of the Title Commitment and there are no matters pending against Seller which could give rise to a lien that would attach to the Property, and (d) any other matters as are reasonably and customarily required to induce the Title Company to issue the Title Policy to the Buyer at Closing;

          7.7. Settlement Statement . Two executed counterparts of a settlement statement reflecting the prorations and adjustments required pursuant to this Agreement.

          7.8. Evidence of Authorization . Evidence in form and substance reasonably satisfactory to the Title Company and Buyer and its legal counsel that Seller is authorized to enter into and consummate the transactions contemplated by this Agreement.

          7.9. Other Documents . All other documents reasonably required of Seller by Title Company in order to consummate the subject transaction.

     8.  Closing . On the Closing Date, Escrow Agent shall promptly perform all of the following:

          8.1. Recording . Cause the Deed to be recorded in the public records of Miami-Dade County, Florida.

          8.2. Buyer’s Deliveries . Deliver to Seller all of the deliveries of Buyer made pursuant to Section 6 above.

          8.3. Seller’s Deliveries . Deliver to Buyer all of the deliveries of Seller made pursuant to Section 7 above.

          8.4. Costs and Prorations . Pay the costs and apply the prorations in accordance with Sections 9 and 10 below.

          8.5. Issuance of Owner’s Policy . Cause the Title Policy to be issued and delivered to Buyer.

          8.6. Disbursement of Purchase Price . Disburse to Seller (after making appropriate adjustments for costs and prorations as provided in this Agreement), all funds deposited with Escrow Agent by Buyer in payment of the Purchase Price.

     9.  Costs . Seller shall pay (a) all documentary stamp, surtax and transfer taxes payable in connection with the recordation of the Deed, and (b) the cost of recording the Deed and all documents required pursuant to this Agreement to clear title at Closing. Buyer shall pay (w) the cost of the title insurance premium for the Title Policy, (x) the costs associated with Buyer’s due diligence efforts in connection with its inspections of the Property, (y) the Commissions (as hereinafter defined), and (z) all costs associated with Buyer’s financing of the Purchase Price, including any fees payable in connection with any loan, appraisal, title policy, etc., and with any assumption by Buyer of the Existing Loan. Each party shall be responsible for its own attorney’s fees.

     10.  Prorations . The following shall be prorated between Buyer and Seller as of 12:01 A.M. on the Date of Occupancy, on the basis of the actual number of days during the month in which the Date of Occupancy occurs: utility charges, and rents. Delinquent rent shall not be prorated by Escrow Agent unless collected prior to Closing. In addition to the foregoing apportionments, Seller shall receive all other income accrued (including without limitation delinquent rent collected after Closing), and shall pay all other expenses accrued or incurred in connection with the ownership or operation of the Property before the Date of Occupancy, and Buyer shall receive all other income accruing, and shall pay all other expenses accrued or incurred in connection with the ownership or operation of the Property on or after the Date of Occupancy. Notwithstanding anything to the contrary in this paragraph, there shall be no proration of any amount received by Seller before the Date of Occupancy in connection with service contracts.

With respect to the proration of real property taxes and special assessments (“Taxes”), the parties acknowledge and agree that (a) if the Closing occurs prior to the date that 2006 taxes are paid, then the proration of Taxes shall be based on the 2006 tax bill and shall be prorated as of the Cl