PURCHASE AGREEMENT
Tractor Supply, Marion, Indiana
This Purchase Agreement (the "Agreement") entered into
and effective as of the 21st day of January, 2005, by and
between Brody Capital Management, Inc. (the "Seller") and
AEI Fund Management, Inc., a Minnesota corporation, or its
assigns (the "Buyer").
1. PROPERTY. Seller holds an undivided 100% interest in
the fee title to that certain real property legally
described in the attached Exhibit "A" (the "Parcel").
Seller wishes to sell and Buyer wishes to purchase the
Parcel and all improvements thereon upon which Seller has
developed a Tractor Supply Store (the "Improvements") on the
Parcel (the Parcel and the Improvements collectively, the
"Property").
2. LEASE. The Property is being sold subject to an
existing Lease of the Property by and between Seller, as
lessor, and Tractor Supply Company as lessee (the "Lessee"),
dated (the "Lease"). Buyer shall have the
right to review and approve such Lease in its sole
discretion.
3. CLOSING DATE. The closing date on the Buyer's purchase
of the Property shall be on or before February 22, 2005 (the
"Closing Date"), but in any event after Lessee has taken
occupancy of the Property and has commenced or
simultaneously begins paying rent under the Lease.
4. PURCHASE PRICE. The purchase price for the Property is
$2,900,000, If all conditions precedent to Buyer's
obligations to purchase have been satisfied, Buyer shall
deposit the Purchase Price in cash with a title company
acceptable to Buyer as described in Article 6 hereof (the
"Closing Agent") on the Closing Date.
Within five (5) business days of full execution of this
Agreement by all parties, Buyer will deposit $25,000 (the
"Xxxxxxx Money") in an interest bearing escrow account with
the Closing Agent, Lawyers Title Insurance Corporation,
Marion, Indiana offices. The Xxxxxxx Money will be credited
against the Purchase Price paid by Buyer at closing when and
if the transaction contemplated herein closes and the sale
is completed. The accrued interest will be paid to Buyer at
closing when and if the transaction contemplated herein
closes and the sale is completed. In all other instances
interest is to be paid to Buyer.
The balance of the Purchase Price in cash is to be
deposited by Buyer into an escrow account with the Closing
Agent on the Closing Date.
5. ESCROW. Escrow shall be opened by Seller with the
Closing Agent upon execution of this Agreement. A copy of
this Agreement will be delivered to the Closing Agent by
Seller and will serve as escrow instructions together with
any additional instructions required by Seller and/or Buyer
or their respective counsels. Seller and Buyer agree to
cooperate with the Closing Agent and sign any additional
instructions reasonably required by the Closing Agent to
close escrow. If there is any conflict between any other
instructions and this Agreement, this Agreement shall
control.
6. TITLE. Seller shall deliver to Buyer a commitment for
an ALTA Owner's Policy of Title Insurance (ALTA owner-most
recent edition) issued by the Closing Agent (the "Title
Company"), insuring marketable title in the Property,
subject only to such matters as Buyer may approve and
contain such endorsements as Buyer may require, including
extended coverage and owner's comprehensive coverage (the
"Title Commitment"). The Title Commitment shall show Seller
as the present fee owner of the Property and show Buyer as
the fee owner to be insured.
The Title Commitment shall also include:
(a) an itemization of all outstanding and pending
special assessments and an itemization of taxes
affecting the Property and the tax year to which they
relate;
(b) shall state whether taxes are current and if not,
show the amounts unpaid;
(c) the tax parcel identification numbers and whether
the tax parcel includes property other than the
Property to be purchased.
All easements, restrictions, documents and other items
affecting title shall be listed in Schedule "B" of the Title
Commitment. Copies of all instruments creating such
exceptions must be attached to the Title Commitment.
Buyer shall be allowed ten (10) business days after
receipt of the Title Commitment and copies of all underlying
documents or until the end of the First Contingency Period,
whichever is later to be consistent with Article 8.01 hereof
(but in no event beyond February 22, 2005) for examination
and the making of any objections thereto, said objections to
be made in writing or deemed waived. If any objections are
so made, the Seller shall be allowed thirty (30) days to
cure such objections or in the alternative to obtain a
commitment for insurable title insuring over Buyer's
objections. If Seller shall decide to make no efforts to
cure Buyer's objections, or is unable to obtain insurable
title within said thirty (30) day period, this Agreement
shall be null and void and of no further force and effect
(and the Xxxxxxx Money and interest shall be returned in
full to Buyer immediately and neither party shall have any
further duties or obligations to the other hereunder).
The Buyer shall also have five (5) business days to
review and approve any easement, lien, hypothecation or
other encumbrance placed of record affecting the Property
after the date of the Title Commitment. If necessary, the
Closing Date shall be extended by the number of days
necessary for the Buyer to have five (5) business days to
review any such items (but in no event beyond February 22,
2005). Such five (5) business day review period shall
commence on the date the Buyer is provided with a legible
copy of the instrument creating such exception to title.
The Seller agrees to inform the Buyer of any item
executed by the Seller placed of record affecting the
Property after the date of the Title Commitment. If any
objections are so made, the Seller shall be allowed thirty
(30) days to cure such objections or in the alternative to
obtain a commitment for insurable title insuring over
Buyer's objections. If Seller shall decide to make no
efforts to cure Buyer's objections, or is unable to obtain
insurable title within said thirty (30) day period, this
Agreement shall be null and void and of no further force and
effect (and the Xxxxxxx Money and interest shall be returned
in full to Buyer immediately and neither party shall have
any further duties or obligations to the other hereunder).
7. SITE INSPECTION. As a condition precedent to Buyer's
obligations hereunder, the Property shall be inspected and
approved by Buyer, in Buyer's sole discretion. Said
inspection shall be completed within seven days from the
date the last party hereto executes this Agreement.
8. DUE DILIGENCE AND CONTINGENCY PERIODS. IN NO EVENT
SHALL ANY REVIEW PERIOD AFFORDED TO BUYER HEREUNDER EXTEND
BEYOND FEBRUARY 22, 2005, NOTWITHSTANDING ANYTHING HEREAFTER
TO THE CONTRARY:
8.01 FIRST DUE DILIGENCE DOCUMENTS AND FIRST CONTINGENCY
PERIOD. Buyer shall have until the end of the fifteenth
(15th) business day after the delivery of all of the First
Due Diligence Documents, as described below, to be delivered
by Seller at Seller's expense unless specifically designated
herein to be obtained by Buyer, and such documents to be of
current or recent date and certified to Buyer, (the "First
Contingency Period") to conduct all of its inspections, due
diligence and review to satisfy itself regarding each item,
the Property and this transaction:
(a) The Title Commitment;
(b) Current ALTA as-built survey of the Property;
(c) Copies of the Lease and all amendments and
assignments thereto;
(d) Phase I environmental assessment report prepared
by a company satisfactory to Buyer containing
evidence that the Property complies with all
federal, state and local environmental
regulations, and letter from the Company preparing
such report allowing Buyer to rely on the same;
(e) Copies of the certificates of insurance for the
insurance polices for Lessee as required by the
Lease;
(f) Final plans and specifications for the
Improvements;
(g) Soils report;
(h) Certificate of Occupancy from the governing
municipality and Certificate of Substantial
Completion executed by the project architect
and/or general contractor for the Improvements;
(i) Proposed General Warranty Deed;
(j) Copy of most recent Real Estate Tax Statement; and
(k) Copies of all warranties, and assignments thereof,
issued to or required to be provided to Lessee as
designated in the Lease.
(All of the above described documents (a) through (k)
are hereinafter collectively the "First Due Diligence
Documents").
After receipt and review of the First Due Diligence
Documents or after Buyer's inspection of the Property, Buyer
may cancel this Agreement for any reason in its sole
discretion by delivering a cancellation notice, return
receipt requested, to Seller and Closing Agent prior to the
end of the First Contingency Period (and the Xxxxxxx Money
and interest shall be returned in full to Buyer immediately)
and neither party shall have any further duties or
obligations to the other hereunder. Such notice shall be
deemed effective upon receipt by Seller.
8.02 FORM OF CLOSING DOCUMENTS. Prior to the end of the
First Contingency Period, Seller and Buyer shall agree on
the form of the following documents to be delivered to Buyer
on the Closing Date by Seller as set forth in Article 14
hereof:
(a) General warranty deed;
(b) Seller's Affidavit;
(c) FIRPTA Affidavit;
(d) Assignment and Assumption of the Lease;
(e) Assignment of warranties from the party or parties
constructing the Improvements on the Property, and
if such warranties are not assignable on their face,
the written consents of the assignments thereof by
the party giving the warranty from the party or
parties constructing the Improvements on the Property;
(f) Estoppel from Lessee;
(g) Hazardous Substances Indemnification Agreement;
(h) Indemnity of Seller in favor of Buyer over
representations and warranties(including but not
limited to construction matters) for which the
Landlord is liable under the Lease;
In the event that Seller and Buyer do not reach mutual
agreement on the form of the above described documents (a)
through (h) prior to the end of the First Contingency
Period, this Agreement may be terminated by either Seller or
Buyer and the Xxxxxxx Money and interest shall be returned
in full to the Buyer immediately and neither party shall
have any further duties or obligations to the other
hereunder.
8.03 SECOND DUE DILIGENCE DOCUMENTS AND SECOND CONTINGENCY
PERIOD. As soon as available, but in any event no later
than at least ten (10) business days prior to the Closing
Date (the "Second Contingency Period"), Seller shall deliver
to Buyer the following items for review and acceptance:
Any documents or written summary of facts known to
Seller that materially change or render incomplete,
invalid, or inaccurate any of the First Due Diligence
Documents (collectively, if any, the "Second Due
Diligence Documents").
Buyer shall have ten (10) business days to examine and
to accept all of the above-described Second Due Diligence
Documents. After Buyer's receipt and review of the Second
Due Diligence Documents, Buyer may cancel this Agreement if
any of the Second Due Diligence Documents are not acceptable
to Buyer, in its sole discretion, by delivering a
cancellation notice, as provided herein, to Seller and
Closing Agent prior to the end of the Second Contingency
Period. Such notice shall be deemed effective upon receipt
by Seller. If Buyer so terminates this Agreement, the
Xxxxxxx Money shall be returned in full to Buyer immediately
and thereafter neither party shall have any further duties
or obligations to the other hereunder.
It shall be a condition precedent to Buyer's
obligations to close hereunder that there have been no
material changes in any of the information reflected in the
First or Second Due Diligence Documents after the date of
such document and prior to closing.
Until this Agreement is terminated or the Closing has
occurred, the Seller shall deliver to the Buyer any
documentation that comes in the Seller's possession that
modifies any of the First or Second Due Diligence Documents,
including the Lease and the Guaranty, or could render any of
the First or Second Due Diligence Documents materially
inaccurate, incomplete or invalid. The Buyer shall, in any
event, have five (5) business days before the Closing Date
to review any such document and, if necessary, the Closing
Date shall be extended by the number of days necessary for
the Buyer to have five (5) business days to review any such
document or documents.
9. CLOSING COSTS. Buyer and Seller shall each pay one-
half of all costs of closing, including, but not limited to,
the owner's title insurance policy, recording fees, escrow
fees, the costs of the updating and certifying all Due
Diligence Documents unless otherwise designated herein to be
paid by Buyer. Each party will pay its own attorneys' fees
to close this transaction.
10. REAL ESTATE TAXES AND ASSESSMENTS. Seller represents
to Buyer that to the best of its knowledge, all real estate
taxes and installments of special assessments due and
payable on or before the Closing Date have been or will be
paid in full as of the Closing Date. (It is understood
between Seller and Buyer that all unpaid levied and pending
special assessments are paid by the Lessee and shall be the
responsibility of the Lessee under the Lease after the
Closing Date.)
In the event Lessee does not pay any special
assessments or real estate taxes that are the responsibility
of the Lessee under the Lease, Seller and Buyer agreed to
each pay its prorata share of said assessments or taxes as
of the Closing Date.
11. PRORATIONS. The Buyer and the Seller, as of the Closing
Date, shall prorate: (i) all rent due under the Lease, if
any, (ii) ad valorem taxes, personal property taxes, charges
or assignments affecting the Property (on a calendar year
basis), (iii) utility charges, including charges for water,
gas, electricity, and sewer, if any, (iv) other expenses
relating to the Property which have accrued but not paid as
of the Closing Date, based upon the most current
ascertainable tax xxxx and other relevant billing
information, including any charges arising under any of the
encumbrances to the Property. To the extent that
information for any such proration is not available on the
Closing Date or if the actual amount of such taxes, charges
or expenses differs from the amount used in the prorations
at closing, then the parties shall make any adjustments
necessary so that the prorations at closing are adjusted
based upon the actual amount of such taxes, charges or
expenses. The parties agree to make such reprorations as
soon as possible after the actual amount of real estate
taxes, charges or expenses prorated at closing becomes
available. (It is understood between Seller and Buyer that
certain operating costs of the Property are paid by the
Lessee and shall be the responsibility of the Lessee under
the Lease after the Closing Date. In the event Lessee does
not pay any such costs that are the responsibility of the
Lessee under the Lease, Seller and Buyer agreed to each pay
its prorata share of said costs as of the Closing Date.)
12. SELLER'S REPRESENTATIONS AND WARRANTIES. Seller
represents and warrants as of this date and to the best of
Seller's knowledge after due inquiry that:
(a) Except for this Agreement and the Lease between
Seller and Lessee, it is not aware of any other
agreements or leases with respect to the Property;
(b) Seller has all requisite power and authority to
consummate the transaction contemplated by this
Agreement and has by proper proceedings duly
authorized the execution and delivery of this
Agreement and the consummation of the transaction
contemplated hereunder;
(c) It does not have any actions or proceedings
pending, which would materially affect the
Property or Lessee, except matters fully covered
by insurance;
(d) The consummation of the transactions contemplated
hereunder, and the performance of this Agreement
and the delivery of the warranty deed to Buyer,
will not result in any breach of, or constitute a
default under, any instrument to which Seller is a
party or by which Seller may be bound or affected;
e) All of Seller's covenants, agreements, and
representations made herein, and in any and all
documents which may be delivered pursuant hereto,
shall survive the delivery to AEI of the warranty
deed and other documents furnished in accordance
with this Agreement, and the provision hereof
shall continue to inure to Buyer's benefit and its
successors and assigns;
(f) The Property is in good condition, substantially
undamaged by fire and other hazards, and has not
been made the subject of any condemnation proceeding;
(g) The use and operation of the Property now is in
full compliance with applicable local, state and
federal laws, ordinances, regulations and
requirements;
(h) Seller has not caused or permitted any, and to the
best of Seller's knowledge after due inquiry, the
Property is not in violation of any federal, state
or local law, ordinance or regulations relating to
industrial hygiene or to the environmental
conditions, on, under or about the Property,
including, but not limited to, soil and
groundwater conditions. There is no proceeding or
inquiry by any governmental authority with respect
to the presence of hazardous materials on the
Property or the migration of hazardous materials
from or to other property;
(i) These Seller's representations and warranties
deemed to be true and correct as of the Closing
Date and shall survive the closing;
(j) Seller represents and warrants the transaction
contemplated herein does not represent a fraudulent
conveyance.
13. BUYER'S REPRESENTATIONS AND WARRANTIES. Buyer
represents and warrants to Seller that:
(a) Buyer has all requisite power and authority to
consummate the transaction contemplated by this
Agreement and has by proper proceedings duly
authorized the execution and delivery of this
Agreement and the consummation of the transaction
contemplated hereunder;
(b) To Buyer's knowledge, neither the execution and
delivery of this Agreement nor the consummation of
the transaction contemplated hereunder will
violate or be in conflict with any agreement or
instrument to which Buyer is a party or by which
Buyer is bound;
(c) These Buyer's representations and warranties
deemed to be true and correct as of the Closing
Date and shall survive the closing.
14. CLOSING.
(a) On or before the Closing Date, Seller will deposit into
escrow with the Closing Agent the following documents on or
before the Closing Date:
(1) A general warranty deed conveying insurable title
to the Property to Buyer, in form and substance as
agreed to between Seller and Buyer during the
First Contingency Period;
(2) Estoppel letter from Lessee, in form and substance
as agreed to between Seller and Buyer during the
First Contingency Period;
(2) Affidavit of Seller, in form and substance as
agreed to between Seller and Buyer during the
First Contingency Period;
(3) FIRPTA Affidavit, in form and substance as agreed
to between Seller and Buyer during the First
Contingency Period;
(4) Assignment of Lease, in form and substance as
agreed to between Seller and Buyer during the
First Contingency Period;
(5) Hazardous Substances Indemnification Agreement of
Seller in form and substance as agreed to between
Seller and Buyer during the First Contingency
Period;
(6) (Not Applicable) ;
(7) Assignments of all warranties (and the written
consents of the assignments thereof by the party
giving the warranty) from the party or parties
constructing the Improvements on the Property.
(8) Certificates of insurance evidencing the insurance
policy of Lessee as required by the Lease;
(9) Copy of the final unconditional Certificate of
Occupancy for the Property authorizing Lessee's
use and occupancy of the Property;
(10) Certificate of Completion executed by the project
architect, general contractor and/or the Seller;
(11) A down-dated title commitment for an owner's
title insurance policy, reflecting only permitted
exceptions approved by Buyer during the First
Contingency Period and including all endorsements
required by Buyer, with all Schedule C
requirements removed;
(12) Copies of any and all certificates, permits,
licenses and other authorizations of any
governmental body or authority which are necessary
to permit the use and occupancy of the
Improvements, if any in Seller's possession;
(13) Certified project cost statement, signed by
Seller, simply itemizing by percentage the
following costs: land acquisition, building
construction and site work;
(14) Assignments of all warranties (and the written
consents of the assignments thereof by the party
giving the warranty) from the party or parties
constructing the Improvements on the Property;
(15) Seller indemnification from Seller to Buyer for
Landlord's representation and warranties in the
Lease; and
(16) The original Lease and any Amendments thereto,
executed by all parties.
(b) On the Closing Date, Buyer will deposit the Purchase
Price with the Closing Agent;
(c) Both parties will sign and deliver to the Closing Agent
any other documents reasonably required by the Closing Agent
and/or the Title Company.
15. TERMINATION. This Agreement may be terminated prior to
closing at Buyer's option (and the Xxxxxxx Money and
interest returned to Buyer in full immediately) in the event
of any of the following occurrences:
(a) Seller fails to comply with any of the terms
hereof;
(b) A default exists in any material financial
obligation of Seller, Lessee or Guarantor;
(c) Any representation made or contained in any
submission from Seller or Lessee, or in the Due
Diligence Documents, proves to be untrue,
substantially false or misleading at any time
prior to the Closing Date;
(d) There has been a material adverse change in the
financial condition of Lessee or there shall be a
material action, suit or proceeding pending or
threatened against Seller which affects Seller's
ability to perform under this Agreement or against
Lessee which affects their respective abilities to
perform under the Lease;
(e) Any bankruptcy, reorganization, insolvency,
withdrawal, or similar proceeding is instituted by
or against Seller or Lessee;
(f) Seller or Lessee shall be dissolved, liquidated or
wound up;
(g) Lessee is not in possession of the Property and/or
commence paying rent under the Lease by the
Closing Date; and
(h) Notice given by Buyer pursuant to Article 6, 7, 8,
16 or 18 hereof.
16. DAMAGES, DESTRUCTION AND EMINENT DOMAIN. If, prior to
the Closing Date, the Property, or any part thereof, should
be destroyed or further damaged by fire, the elements, or
any cause, due to events occurring subsequent to the date of
this Agreement (which damage exceeds 10% of the Purchase
Price of the Property or delays commencement of the Lease or
abates payment of rent by the Lessee or renders the Lease
invalid), this Agreement shall become null and void, at
Buyer's option, exercised by written notice to Seller within
ten (10) business days after Buyer has received written
notice from Seller of said destruction or damage. Seller,
however, shall have the right to adjust or settle any
insured loss until (a) all contingencies set forth in
Article 8 hereof have been satisfied, or waived; and (b) any
period provided for above in Article 8 hereof for Buyer to
elect to terminate this Agreement has expired or Buyer has,
by written notice to Seller, waived Buyer's right to
terminate this Agreement. If Buyer elects to proceed and to
consummate the purchase despite said damage or destruction,
there shall be no reduction in or abatement of the Purchase
Price, and Seller shall assign to Buyer the Seller's right,
title and interest in and to all insurance proceeds
resulting form said damage or destruction to the extent that
the same are payable with respect to damage to the Property,
subject to rights of the Lessee.
If prior to closing, the Property, or any part thereof,
is taken by eminent domain, (which taking delays
commencement of the Lease or delays payment of rent by the
Lessee or renders the Lease invalid) this Agreement shall
become null and void, at Buyer's option. If Buyer elects to
proceed and to consummate the purchase despite said taking,
there shall be no reduction in, or abatement of, the
Purchase Price and Seller shall assign to Buyer all the
Seller's right, title and interest in and to any award made,
or to be made, in the condemnation proceeding pro-rata in
relation to the Property's subject to right so the Lessee.
In the event that this Agreement is terminated by Buyer
as provided above, the Xxxxxxx Money and interest shall be
returned to Buyer immediately after execution by Buyer of
such documents reasonably requested by Seller to evidence
the termination hereof.
17. NOTICES. All notices from either of the parties hereto
to the other shall be in writing and shall be considered to
have been duly given or served if sent by first class
certified mail, return receipt requested, postage prepaid,
or by a nationally recognized courier service guaranteeing
overnight delivery to the party at his or its address set
forth below, or to such other address as such party may
hereafter designate by written notice to the other party.
If to Seller:
Xx. Xxxx Xxxxx
Brody Capital Management, Inc.
0000 Xxxxxxx Xxxxxxx, Xxxxx 0000
Xxx Xxxxxx, Xxxx 00000
Phone No.:
If to Buyer:
AEI Fund Management, Inc.
1300 Minnesota World Trade Center
00 X. 0xx Xxxxxx
Xx. Xxxx, Xxxxxxxxx 00000
Attention: Xxxxxx X. Xxxxxxx and Xxxxxx Xxxxx
Phone No.: (000) 000-0000
Notice shall be deemed received 48 hours after proper
deposit in US Mail, or 24 hours after proper deposit with a
nationally recognized overnight courier.
18. MISCELLANEOUS.
a. This Agreement may be amended only by written agreement
signed by both Seller and Buyer, and all waivers must be in
writing and signed by the waiving party. Time is of the
essence. This Agreement will not be construed for or
against a party whether or not that party has drafted this
Agreement. If there is any action or proceeding between the
parties relating to this Agreement, the prevailing party
will be entitled to recover attorney's fees and costs. This
is an integrated agreement containing all agreements of the
parties about the Property and the other matters described,
and it supersedes any other agreement or understandings.
Exhibits attached to this Agreement are incorporated into
this Agreement.
b. If the transaction contemplated hereunder does not
close by the Closing Date, through no fault of Buyer, Buyer
may either, at it election, extend the Closing Date,
exercise any remedy available to it by law or equity, or
terminate this Agreement (and receive its Xxxxxxx Money and
interest back in full immediately). If Buyer shall fail to
close this transaction without exercise of a right of
termination as set forth herein, the Xxxxxxx Money shall be
paid to Seller and shall be non-refundable, and Seller shall
be entitled to all remedies available at law or equity.
c. This Agreement shall be assignable by Buyer, at its
option, in whole or in part, in such manner as Buyer may
determine, to an affiliate of affiliates of Buyer.
d. The Buyer and Seller each warrant to the other that
neither party hereto has had any dealing with any real
estate brokers or salespersons which would result in a claim
for a commission; provided, however, Seller shall pay all
commissions due and payable to The Boulder Group
representing Seller.
e. Seller and Buyer agree that if it is Seller's
responsibility to continue liability under the Leases with
regard to any Landlord warranty of construction, Seller will
provide, in a form acceptable to Buyer, an indemnification
of warranty construction for the Property. Seller will
further assist Buyer in obtaining an Estoppel from the
Tenant for the Lease relieving Buyer as future Landlord.
Failure to satisfy this provision shall not be grounds for
specific enforcement but shall be a condition precedent to
Buyer's obligation to close hereunder and grounds for
termination of this Purchase Agreement; upon termination for
Seller's failure to satisfy this condition precedent, Buyer
shall be entitle to the immediate return of its Xxxxxxx
Money and interest.
Buyer is submitting this offer by signing a copy of
this Agreement and delivering it to Seller. Seller has until
January 25, 2005, within which time to accept this offer by
signing and returning this Agreement to Buyer. When executed
by both parties, this Agreement will be a binding agreement
for valid and sufficient consideration which will bind and
benefit Seller, Buyer and their respective successors and
assigns.
IN WITNESS WHEREOF, Seller and Buyer have executed this
Agreement effective as of the day and year above first
written.
SELLER:
Brody Capital Management, Inc.
By: /s/ Xxxx Xxxxx
Its: President
STATE OF IOWA )
) ss.
COUNTY OF POLK )
On this 21st day of January, 2005, before me, the
undersigned, a Notary Public in and for said State,
personally appeared Xxxx Xxxxx, personally known to me to be
the person who executed the within instrument as the
President of Brody Capital Management, Inc., a S
corporation, on behalf of said corporation.
/s/ Xxxx X Xxxxxxx
Notary Public
[notary seal]
BUYER:
AEI FUND MANAGEMENT, INC.
By: /s/ Xxxxxx X Xxxxxxx
Xxxxxx X. Xxxxxxx, its President
STATE OF MINNESOTA )
) ss.
COUNTY OF XXXXXX )
On this 3 day of February, 2005, before me, the
undersigned, a Notary Public in and for said State,
personally Xxxxxx X. Xxxxxxx, personally known to me to be
the person who executed the within instrument as the
President of AEI Fund Management, Inc., a Minnesota
corporation, on behalf of said corporation.
/s/ Xxxxxxxx X Xxxxxxxxx
Notary Public
[notary seal]
EXHIBIT "A"
LEGAL DESCRIPTION
Part of the North Half of the Southeast Quarter of Section
13, Township 24 North, Range 7 East, Grant County, Indiana
described as follows:
Commencing at the southeast corner of said section, thence
North 00 degrees 56 minutes 50 seconds West ( state plane
coordinate bearing Indiana East Zone) along the east line of
said section a distance 1,569.75 feet to the easterly
extension of the north right of way line of 00xx Xxxxxx;
thence South 88 degrees 58 minutes 50 seconds West along
said easterly extension a distance of 105.51 feet to the
intersection of said north right of way line of 00xx Xxxxxx
and the westerly right of way line of Sate Road 9 & 15 per
State Highway Project No. NH-099-0(8) and the Point of
Beginning; thence South 89 degrees 08 minutes 11 seconds
West a distance of 557.60 feet to an iron pipe with cap
stamped "XXXXXXX SO434"; thence North 01 degrees 22 minutes
37 seconds West a distance of 325.58 feet though a rebar
with cap stamped "XXXXXXX SO434" to the southeasterly right
of way line of Norfolk & Western Railroad; thence North 79
degrees 45 minutes 39 seconds East along said southeasterly
right of way line a distance of 570.16 feet to said westerly
right of way line of Sate Road 9 & (the following thee
courses are along said westerly right of way line); 1)
thence South 01 degrees 16 minutes 12 seconds East a
distance of 159.48 feet; 2) thence south 02 degrees 40
minutes 02 seconds East a distance of 205.06 feet 3) thence
south 09 degrees 13 minutes 59 seconds West a distance of
54.86 feet to the Point of Beginning, containing 4.82 acres,
more or less.
