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OFFER TO PURCHASE AND CONTRACT
<br />The County of Durham , as Buyer, hereby agrees to purchase and Duke University, as Seller, hereby agrees to sell and convey,
<br />all of that plot, piece or parcels of land described below, together with all improvements located thereon and such personal
<br />property as is listed below (the real and personal property are collectively referred to as "the Property "), in accordance with the
<br />Standard Provisions on the REVERSE SIDE HEREOF, and upon the following terms and conditions:
<br />1, REAL PROPERTY: Located in the Counties of Durham and Orange, State of North Carolina, being known as more and
<br />particularly described as:
<br />Legal Description: See Attachment A attached hereto for legal description.
<br />2, PERSONAL PROPERTY: NONE
<br />3. PURCHASE PRICE: The purchase price is $1,500,000 .
<br />and shall be paid as follows
<br />(a) $ 500,000 in earnest money paid by check (cash, bank, certified, or personal check) on or before July 15,
<br />2005, to be held in escrow by Duke University as agent, until the sale is closed, at which time it
<br />will be credited to Buyer, or until this agreement is otherwise, terminated and it is disbursed in
<br />accordance with the Standard Provisions on the REVERSE SIDE HEREOF. No interest will be
<br />paid on the earnest money..
<br />(b) $_ by assumption of the unpaid principal balance and all obligations of Seller on the existing loan
<br />secured by a deed of trust on the Property.
<br />(c) S. by a deed of trust on the Property with interest prior to default at the rate of _ %per annum,
<br />payable by_ payments of commencing on the
<br />Prepayment rights, if any, shall be:
<br />(d) $ 1,000,000, the balance of the purchase price in cash at closing.
<br />4, CONDITIONS: There must be no restrictions, easement, zoning, road improvement requirements, or other governmental
<br />regulations that would prevent the reasonable use of the real property for open space and trails.
<br />5, ASSESSMENTS. Seller warrants that there are no encumbrances or special assessments, either pending or confirmed, for
<br />side -walk, paving, water, sewer or other improvements on or adjoining the Property, except as follows: None. (Insert "None" or
<br />the identification of any such assessments, if any; the agreement for payment or proration of any assessments indicated is to be
<br />set forth in paragraph 6 below )
<br />6. OTHER PROVISIONS AND CONDITIONS:
<br />(a) All of the Standard Provisions on the REVERSE SIDE HEREOF are understood and shall apply to this instrument, except
<br />the following numbered Standard Provisions shall be deleted: 2, 3, 4(a), 8, 9, 10, 11, & 14.
<br />(b) Purchase is contingent upon the following: good and marketable title by Seller.
<br />(c) Any ad valorem taxes on the real estate shall be paid by seller and shall not be prorated,
<br />(d) Buyer will furnish evidence, before closing, to the Seller that the property will be used for open space and trails, or other
<br />low- impact recreational uses
<br />7, CLOSING: All parties agree to execute any and all documents and papers necessary in connection with closing and transfer
<br />of title on or before April 8, 2008, at a place designated by BUYER. Deed is to be made to County of Durham..
<br />8, POSSESSION: Possession shall be delivered to the County of Durham.
<br />9. COUNTERPARTS: This Offer shall become a binding contract when signed by both Buyer and Seller and is executed in (2)
<br />counterparts with an executed counterpart being retained by each party hereto"
<br />Date of Offer: April 8, 2005 Date of c ptance: All 8, 2005
<br />(SEAL.) (SEAL)
<br />Buyer Seller (Owner)
<br />This instrument has been preaudited in the manner required by the Local Government Budget and Fiscal Control Act,
<br />Finance D' ec r
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