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<br />AGREEMENT FOR PURCHASE AND SALE
<br />THIS AGREEMENT FOR PURCHASE AND SALE ("Agreement") is made and entered into as of this
<br />_ day of 2006, by and between THE SHACHTMAN, LLC, 251 S. Elliott Road, Chapel Hill, NC
<br />27514, a North Carolina limited liability company ("Seller") and the ORANGE COUNTY, NORTH CAROLINA,
<br />P.O Box 8181, Hillsborough, NC 27278, a body politic and corporate entity ("Buyer")
<br />RECITALS
<br />A Seller is the owner of that certain parcel of land located at 510 Meadowlands Drive, Hillsborough,
<br />North Carolina and particularly described on Exhibit A attached hereto and incorporated herein by reference, which
<br />parcel of land is referred to herein as the "Land."
<br />B Seller is or will be at the closing of the Property (as hereinafter defined), the owner of fixtures and
<br />tangible personal property located on the Land including that located in buildings that are on and a part of the Land.
<br />C Buyer desires to purchase from Seller and Seller desires to sell and convey to Buyer the Property in
<br />accordance with the terms and conditions of this agreement.
<br />NOW, THEREFORE, in consideration of the premises, the mutual promises and agreements hereinafter set
<br />forth, and other good and valuable consideration, the receipt, sufficiency and adequacy of which are hereby
<br />aclmowledged, Seller and Buyer agree as follows:
<br />1 DESCRIPTION OF THE LAND AND PROPERTY: Subject to the terms and conditions of this
<br />Agreement, Seller agrees to sell to Buyer and Buyer agrees to purchase from Seller the following:
<br />a) All of the Land;
<br />b) All of Seller's right, title and interest in any and all rights, privileges and easements, if any, on, at
<br />or appurtenant to the Land, including, without limitation, all water, mineral and air rights, rights-of-way, roadways
<br />and roadbeds, utility facilities, reversions and any other rights, privileges, interest, easements or appurtenances used
<br />in connection with the beneficial use of the Land;
<br />C) All improvements, fixtures and tangible personal property owned by Seller, now or on the
<br />Closing, located on the land or used in connection with the operation of the land.
<br />All of the Land and other items of property described in Subsections (a), (b) and (c) above to be conveyed to Buyer
<br />are hereinafter collectively called the "Property."
<br />2. PURCHASE PRICE: Subject to the terms and conditions of this Agreement, the total purchase price to
<br />be paid by Buyer to Seller for the Property is One Million Seven Hundred Thirty-five Thousand Dollars
<br />($1,735,00000), One Million Seven Hundred Thousand Dollars ($1,700,000.00) for the Land and Thirty-five
<br />Thousand Dollars ($35,000 00) for the fixtures and tangible personal property. The Purchase Price will be paid by
<br />Buyer to Seller as follows: Fifty Thousand Dollars ($50,000.00) by bank check or wire transfer at Closing and One
<br />Million Six Hundred Eighty-five Thousand Dollars ($1,685,00000) according to the terms of the Financing
<br />Agreement and Deed of Trust, an unsigned copy of which is Exhibit B attached hereto and incorporated herein by
<br />reference
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