Exhibit 10.1
REAL ESTATE PURCHASE CONTRACT
June 28, 2002
I, or we, hereby agree to purchase the following described real
property, to-wit:
Lots ________________________ Block ___________________________________ Addition
to _________________________________________ known as __________________________
[See Exhibit A to Sales Contract, plus +/- 2400 sq ft on "A"] together with all
the improvements thereon and the appurtenances, if any, thereunto belonging,
including leasehold - none of the mineral rights, and subject to existing zoning
ordinances, restrictions and easements.
We agree to pay, for said real property, the sum of Two Hundred Eleven
Thousand dollars and NO/100 Dollars ($211,000.00), payable as follows: The sum
of $211,000.00 (at closing) which is herewith deposited with N/A. Agent as agent
____, receipt of which is hereby acknowledged, to be applied on the purchase
price and the further sum of $N/A subject to adjustments, at the time of
closing, and the balance, if any, as follows: __________________.
The seller, within N/A days from the acceptance hereof, shall furnish
an abstract of title to said real property to the buyer, extended to this date,
showing a good title, in the seller, according to the standards adopted by
Oklahoma Bar Association, free and clear of all liens and encumbrances, except
as hereinabove provided. The buyer to have Thirty days to have the title
examined and furnish any objections in writing to the seller, or his agent
herein, and the seller shall have, not to exceed Thirty days from the notice
thereof to correct such defects, unless such time is further extended by
agreement in writing.
In case such defects in the title cannot be so corrected within the
time specified, this contract shall become null and void and the deposit
returned forthwith, unless the buyer elects to waive such objections.
This title shall be conveyed by Warranty Deed and the Seller shall pay
all General Taxes and Special Assessments to the calendar year. All General
Taxes and Special Assessment liens payable during the calendar year of N/A shall
be pro-rated on the basis of said calendar year between buyer and seller at the
time of closing. If the amount of the General Taxes cannot be ascertained such
pro-ration shall be on the basis of the taxes paid for the proceeding year.
Rents, interest, insurance, water, gas, and electric bills, apartment
expenses and salaries, if any, are to be adjusted to date of closing on the
basis of thirty days to the month, the seller to have the last day. Rents
delinquent more than thirty days, are to be collected by the seller and are not
to be adjusted.
The seller agrees to deliver the property and the improvement thereon
in their present condition, ordinary wear and tear excepted.
This sale is to be closed on or before June 30, 2002, unless the time
of closing is extended by written agreement, and actual possession of said real
property will be given on closing date.
If the buyer wrongfully refuses to close, the ▇▇▇▇▇▇▇ money is to be
forfeited as liquidated damages to the seller; one half paid retained by the
Agent to apply on his professional services, and one half paid to the seller,
but the seller may at his option seek specific performance.
If the seller's title fails, and cannot be perfected as herein
provided, the seller shall be liable for the Agent's commission.
This is the entire contract between the parties, when accepted, and
neither party shall be bound by any verbal representation altering the terms of
this offer and agreement.
The foregoing offer is made subject to acceptance in writing hereon by
the seller within Ten days from and after this date, and the return of an
executed copy to the undersigned. If not so accepted the said deposits to be
returned to the Buyer.
Time is the essence of this contract and is so considered by the
Parties.
This contract shall be binding upon the heirs, executors,
administrators, successors and assigns of the parties hereto. This contract,
when accepted, may be assigned.
This is a legally binding contract. If not understood, seek competent
advice.
Pro To Management, Inc., Buyer
[illegible] , ▇▇▇▇
Received the sum of $_______, to be held and applied in accordance with
the terms and conditions of the foregoing offer. Dated this _____ day of
______________, 20___. ______________________________ By ______________________
..
I, or we, accept the foregoing offer and agree to sell the above
described real property on the terms and conditions herein stated, and agree to
pay the above Agent the regular commission of N/A.
Dated this 28th day of June, 2002.
Great Midwest Life Ins. Co., Seller
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇, President, Seller
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EXHIBIT A to sales contract
A part of The Northern 100' wide strip of the following described land; A tract
of land in the Northwest Quarter (NW/4) of the Northwest Quarter (NW/4) of
Section SEVENTEEN (17), Township ELEVEN (11) North, Range TWO (2) West of the
Indian Meridian, Oklahoma County, Oklahoma. more particularly described as
follows: Commencing at a point 695.76 feet East and 33196 feet South of the
Northwest Corner of the NW/4 of said Quarter Section: Thence East and parallel
with the North line 321.29 feet to a point; thence South and parallel with the
West line of said Quarter Section 299 feet to a point; thence West and parallel
with the North line of said Quarter Section 298.96 feet to the point or place of
beginning as shown on an unrecorded plat of the S/2 of Lots TWO (2) and THREE
(3), block THREE (3), ▇▇▇▇▇▇▇▇ ACREAGE.
Further described as an area Commencing at the Northeast corner of the above
described tract of land and as described in Warranty Deed recorded in Book 6722,
page 1180: Thence S00 04'31" W, along the West right of way line of ▇▇▇▇▇▇▇
Drive and along the East line of said Warranty Deed, a distance of 35.20 feet;
Thence S89 14'06" W a distance of 100.57 feet to the point of beginning; Thence
S00 45'54" E a distance of 60 feet; Thence S89 14'06" W a distance of 40.00
feet; Thence N00 45'54" W a distance of 60 feet; Thence N89 14'06" E a distance
of 40.00 feet to the point of beginning. Containing approximately 2400 square
feet, more or less.
QUIT CLAIM DEED
(Oklahoma Statutory Form)
(Corporate)
KNOW ALL MEN BY TH`ESE PRESENTS:
That GREAT MIDWEST LIFE INSURANCE COMPANY, a corporation, Party of the
First Part, in consideration of the sum of TEN DOLLARS and NO/100 and other
valuable consideration, in hand paid, the receipt of which is hereby
acknowledged, does hereby quitclaim, grant, bargain, sell and convey unto PRO TO
MANAGEMENT, INC. party of the Second Part, the following described real property
and premises situate in OKLAHOMA County, State of OKLAHOMA, to-wit: (metes and
bounds description)
A part of The Northern 100' wide strip of the following described land:
A tract of land in the Northwest Quarter (NW/4) of the Northwest Quarter (NW/4)
of Section SEVENTEEN (17), Township ELEVEN (11) North, Range TWO (2) West of the
Indian Meridian, Oklahoma County, Oklahoma, more particularly described as
follows: Commencing at a point 695.76 feet East and 331.96 feet South of the
Northwest Corner of the NW/4 of said Quarter Section: Thence East and parallel
with the North line 321.29 feet to a point; thence South and parallel with the
West line of said Quarter Section 299 feet to a point; thence West and parallel
with the North line of said Quarter Section 298.96 feet to the point or place of
beginning as shown on an unrecorded plat of the S/2 of Lots TWO (2) and THREE
(3), Block THREE (3), ▇▇▇▇▇▇▇▇ ACREAGE.
Further described as an area Commencing at the Northeast corner of the above
described tract of land and as described in Warranty Deed recorded in Book 6722,
page 1180: Thence S00 04'31" W, along the West right of way line of ▇▇▇▇▇▇▇
Drive and along the East line of said Warranty Deed, a distance of 35.20 feet;
Thence S89 14'06" W a distance of 100.57 feet to the point of beginning; Thence
S00 45'54" E a distance of 60 feet; Thence S89 14'06" W a distance of 40.00
feet; Thence N00 45'54" W a distance of 60 feet; Thence N89 14'06" E a distance
of 40.00 feet to the point of beginning. Containing approximately 2400 square
feet, more or less. (See Exhibit "A" and "B" for further premises description)
together with all and singular the hereditaments and appurtenances thereunto
belonging
TO HAVE AND TO HOLD the above described premises unto the said party of
the second part, and to the heirs and assigns forever.
Signed and delivered this 28th day of June, 2002
BY: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
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its President.
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ABSOLUTE ASSIGNMENT
GREAT MIDWEST LIFE INSURANCE COMPANY
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TO
PRO TO MANAGEMENT, INC.
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The undersigned, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, does hereby absolutely Grant, Sell,
Assign, Set Over, Transfer and Convey all of its right, title and interest in
the Communications Site Lease Agreement, Site # 0K3215 A (Twin Hills) (the
"Lease"), which is attached hereto as "Exhibit A" and made a part hereof,
between Nextel West Corp. d/b/a Nextel Communications ("Lessee") and Great
Midwest Life Insurance Company ("Lessor") to Pro To Management, Inc., (the
"Assignee").
Pro To Management and Great Midwest Life Insurance Company agree to provide any
notifications necessary to Nextel West Corp. upon receipt of funds due under the
sales contract executed between the parties.
The undersigned represents and warrants that it has lawfully entered into this
Contract, has fully complied with, and will continue to fully comply with, all
of the terms and conditions of the Lease it has transferred to Assignee, and
that consideration for which has been received. Further, the undersigned
represents and warrants that no event has occurred which may, might or could
create a defect in its right, title and/or interest in said contract or lease
held therein, and hereby covenants with the Assignee to defend any threat,
demand or other denigration which may arise in connection therewith.
IN WITNESS WHEREOF, the undersigned has affixed its hand and/or seal this 28th
day of June 2002.
Great Midwest Life Insurance Company
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
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▇▇▇▇▇▇▇ ▇▇▇▇▇, President
