Shopping Center Purchase and Sale Agreement

1.3 Purchase Price. The purchase price of the property (the «Purchase Price») is thirteen million five hundred thousand dollars ($13,500,000.00). The Purchase Price must be paid by Buyer on the Balance Sheet Date (as defined in Section 1.5.1 below) plus or minus all adjustments or credits set forth herein by bank transfer of federal funds immediately available to Seller. CONSIDERING that Seller owns properties and improvements commonly referred to as the «Topaz Marketplace», located at 14101, 14135 and 14177 Main Street, Hesperia, California 92345, which have been expanded with a retail complex of approximately 53,259 square feet, as described in more detail in total as described in Exhibit «A» (the «Property»); and 9.18 Section 1031 Exchange. Neither party shall, by this Agreement or by tolerating any exchange requested by the other party, (1) have in any way impaired or diminished its rights under this Agreement, or (2) be responsible for compliance or have provided the other party with assurance that such party`s exchange will effectively comply with Section 1031 of the Code. As part of this cooperation, the Seller undertakes, at the request of the buyer, to send a «deed» for the real interests in the property to the persons designated by the buyer. 1.1 Properties for sale. 4.1.2 Except as set forth in the Rental Agreements, there are no pre-emptive rights, cancellation rights or call options or similar rights or claims in connection with or interest in the Property. Use the following examples, which are modified agreements from online resources such as state real estate commissions and agency websites. (a) any lease or other agreement in force at the time of such assignment that provides for premises on the land or the use or occupation of the land or improvements thereto (the «Lease Agreements»), lease guarantees and any deposit (the «Deposits»), the list of which is attached as Exhibit B; The amount of document transfer duties payable on the deed of concession is $, which is calculated […..] on the consideration or value of the property transferred OR […..], calculated on the consideration or value minus the privileges or charges remaining at the time of sale.

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