Common use of SPECIAL WARRANTY DEED Clause in Contracts

SPECIAL WARRANTY DEED. For the consideration of Ten Dollars and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, XXXXX-HARVARD VENTURES, LLC, a Delaware limited liability company (“Grantor”), hereby grants and conveys to MESA COBRE HOLDING CORPORATION, a Delaware corporation, with an address of 000 X. Xxxxxxxx Xx., Xxxxx 000 Xxxx Xxxxxx, Xxxxxxx 00000 (“Grantee”), all of Grantor’s right, title and interest in and to the following real property situated in Pinal County, Arizona, together with all and singular the rights, benefits, privileges, easements, tenements, hereditaments, and appurtenances thereof (including water rights) or in anywise appertaining thereto, and together with all buildings and improvements located thereon and any right, title, and interest of Grantor in and to adjacent streets, alleys, strips, gores, and rights of way: SEE EXHIBIT “A” ATTACHED HERETO AND INCORPORATED HEREIN BY THIS REFERENCE SUBJECT TO existing taxes, assessments, liens, encumbrances, covenants, conditions, restrictions, rights of way and easements of record. And Grantor hereby binds itself and its successors to warrant and defend the title, as against all acts by, through and under Grantor herein and no other, subject to the matters above set forth. [Signature appears on next page] DATED this _____ day of __________________________________, 2023. GRANTOR: Xxxxx-Harvard Ventures, LLC, a Delaware limited liability company By: LEGENDS GP LLC, an Arizona limited liability company Its: Manager By: HARVARD INVESTMENTS, INC., a Nevada corporation Its: Manager By: Its: By: Its: STATE OF ARIZONA ) ) ss. County of Maricopa ) The foregoing instruments was acknowledged before me this _______ day of ______________, 2023, by ______________________________, the ___________________ of Xxxxx-Harvard Ventures, LLC, a Delaware limited liability company. Notary Public My Commission Expires: _____________________________ ___________ EXHIBIT E ___________ STUDIES AND REPORTS 404 AGREEMENTS ALTA DUE DILIGENCE REPORTS LEASE AGREEMENTS 66 PAD ___________ EXHIBIT F ___________ FORM OF NONFOREIGN STATUS CERTIFICATE [attached]

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Ivanhoe Electric Inc.), Purchase and Sale Agreement (Ivanhoe Electric Inc.)

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SPECIAL WARRANTY DEED. For the consideration of Ten Dollars and other valuable considerationFOR VALUABLE CONSIDERATION, the receipt and sufficiency of which are hereby acknowledged, XXXXX-HARVARD VENTURES, LLC________________________, a Delaware limited liability company (the "Grantor”)") has bargained and sold, and hereby grants transfers and conveys to MESA COBRE HOLDING CORPORATION, a Delaware corporation, with an address of 000 X. Xxxxxxxx Xx., Xxxxx 000 Xxxx Xxxxxx, Xxxxxxx 00000 (“Grantee”), all of Grantor’s right, title and interest in and to the following real property situated in Pinal County, Arizona, together with all and singular the rights, benefits, privileges, easements, tenements, hereditaments, and appurtenances thereof (including water rights) or in anywise appertaining thereto, and together with all buildings and improvements located thereon and any right, title, and interest of Grantor in and to adjacent streets, alleys, strips, gores, and rights of way: SEE EXHIBIT “A” ATTACHED HERETO AND INCORPORATED HEREIN BY THIS REFERENCE SUBJECT TO existing taxes, assessments, liens, encumbrances, covenants, conditions, restrictions, rights of way and easements of record. And Grantor hereby binds itself and its successors to warrant and defend the title, as against all acts by, through and under Grantor herein and no other, subject to the matters above set forth. [Signature appears on next page] DATED this _____ day of ________, a Delaware limited liability company ("Grantee"), their respective heirs, legal representatives, successors and assigns, certain land in the _______________________________________, 2023Tennessee, being more particularly described in Exhibit " A" attached hereto and incorporated herein by this reference (the "Property"). GRANTOR: Xxxxx-Harvard VenturesTO HAVE AND TO HOLD the Property with all appurtenances, LLCestate, a Delaware limited liability company By: LEGENDS GP LLCtitle, an Arizona limited liability company Its: Manager By: HARVARD INVESTMENTSand interest thereto belonging to Grantee, INC.their respective heirs, a Nevada corporation Its: Manager By: Its: By: Its: STATE OF ARIZONA ) ) sslegal representatives, successors and assigns, forever. County This conveyance of Maricopa ) The foregoing instruments was acknowledged before me the Property, and all covenants and warranties contained herein, are made expressly subject to those matters appearing in Exhibit " B" attached hereto and incorporated herein by this ____reference. Grantor further covenants to warrant and forever defend the title to the Property to Grantee, their respective heirs, legal representatives, successors and assigns against the lawful claims of all persons claiming by, through or under Grantor but no further or otherwise. [This space intentionally left blank] Executed this ___ day of ______________, 2023, by 2013 GRANTOR: a Delaware limited liability company By: Name: Title: STATE OF ___________ COUNTY OF _____________ Before me, the undersigned, a Notary Public in and for the County and State aforesaid, personally appeared __________________________, with whom I am personally acquainted (or proved to me on the basis of satisfactory evidence), and who upon oath acknowledged that he/she is the ______________ of ___________________ , Manager of Xxxxx-Harvard Ventures, LLC, a Delaware limited liability company. Notary Public My Commission Expires: _________________, a Delaware limited liability company, the within named bargainor, and that he/she as such __________ of ________________, being authorized so to do, executed the foregoing instrument for the purposes therein contained, by personally signing the name of __________________ as _______________ of _____________. Witness my hand and official seal, this the __ day of _________________, 2014. (Official Notary Seal) Signature of Notary , Notary Public Printed or typed name My commission expires: EXHIBIT E D FORM OF BLANKET CONVEYANCE, BXXX OF SALE AND ASSIGNMENT THIS BLANKET CONVEYANCE, BXXX OF SALE AND ASSIGNMENT (this “Assignment”) is made as of the __ day of ___________, 20__ by (“Assignor”), in favor of _________________, a _____________ STUDIES AND REPORTS 404 AGREEMENTS ALTA DUE DILIGENCE REPORTS LEASE AGREEMENTS 66 PAD (“Assignee”). Capitalized terms used herein but not defined shall have the meanings ascribed to them in that certain Purchase and Sale Agreement dated November ___________ EXHIBIT F ___________ FORM OF NONFOREIGN STATUS CERTIFICATE [attached], 2014, by and between Assignor and Assignee (the "Purchase Agreement").

Appears in 1 contract

Samples: Purchase and Sale Agreement (Bluerock Residential Growth REIT, Inc.)

SPECIAL WARRANTY DEED. For the THE STATE OF TEXAS § §KNOW ALL MEN BY THESE PRESENTS: COUNTY OF DALLAS § THAT 2200 XXXX, X.X., a Texas limited partnership (“Grantor”), for and in consideration of Ten Dollars the sum of $10.00 and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, XXXXX-HARVARD VENTUREShas GRANTED, LLCBARGAINED, a Delaware limited liability company (“Grantor”), hereby grants and conveys to MESA COBRE HOLDING CORPORATION, a Delaware corporation, with an address of 000 X. Xxxxxxxx Xx., Xxxxx 000 Xxxx Xxxxxx, Xxxxxxx 00000 (“Grantee”), all of Grantor’s right, title and interest in and to the following real property situated in Pinal County, Arizona, together with all and singular the rights, benefits, privileges, easements, tenements, hereditamentsSOLD, and appurtenances thereof (including water rights) or in anywise appertaining theretoCONVEYED and by these presents does GRANT, BARGAIN, SELL, and together with all buildings and improvements located thereon and any right, title, and interest of Grantor in and to adjacent streets, alleys, strips, gores, and rights of way: SEE EXHIBIT “A” ATTACHED HERETO AND INCORPORATED HEREIN BY THIS REFERENCE SUBJECT TO existing taxes, assessments, liens, encumbrances, covenants, conditions, restrictions, rights of way and easements of record. And Grantor hereby binds itself and its successors to warrant and defend the title, as against all acts by, through and under Grantor herein and no other, subject to the matters above set forth. [Signature appears on next page] DATED this _____ day of ____________CONVEY unto ______________________, 2023. GRANTOR: Xxxxx-Harvard Ventures, LLC, a Delaware limited liability company By: LEGENDS GP LLC, an Arizona limited liability company Its: Manager By: HARVARD INVESTMENTS, INC., a Nevada corporation Its: Manager By: Its: By: Its: STATE OF ARIZONA ) ) ss. County of Maricopa ) The foregoing instruments was acknowledged before me this _______ day of ______________, 2023, by ______________________________, the ___________________ (“Grantee”) the tracts or parcels of Xxxxx-Harvard Venturesland in Dallas County, LLCTexas, a Delaware limited liability companydescribed in Exhibit A, together with all rights, titles, and interests appurtenant thereto including, without limitation, Grantor’s interest, if any, in any and all adjacent streets, alleys, rights of way and any adjacent strips and gores (such land and interests are hereinafter collectively referred to as the “Property”). Notary Public My Commission ExpiresThis Special Warranty Deed and the conveyance hereinabove set forth is executed by Grantor and accepted by Grantee subject to the matters described in Exhibit B hereto and incorporated herein by this reference, to the extent the same are validly existing and applicable to the Property (hereinafter referred to collectively as the “Permitted Exceptions”). NOTWITHSTANDING ANYTHING CONTAINED IN THIS SPECIAL WARRANTY DEED TO THE CONTRARY, THIS SPECIAL WARRANTY DEED IS SUBJECT TO ALL DISCLAIMERS AND QUALIFICATIONS BY GRANTOR SET FORTH IN ARTICLE 11 OF THE PURCHASE AND SALE AGREEMENT DATED OCTOBER 15, 2007, BETWEEN GRANTOR, AS SELLER, AND GRANTEE (OR GRANTEE’S PREDECESSOR IN INTEREST), AS PURCHASER, WITH RESPECT TO THE PROPERTY, AND GRANTOR AND GRANTEE AGREE THAT ALL SUCH DISCLAIMERS AND QUALIFICATIONS SHALL, AS BETWEEN GRANTOR AND GRANTEE, SURVIVE THE DELIVERY AND ACCEPTANCE OF THIS SPECIAL WARRANTY DEED. TO HAVE AND TO HOLD the Property, together with all and singular the rights and appurtenances thereunto in anywise belonging, unto Grantee, its successors and assigns forever, and Grantor does hereby bind itself, its successors and assigns, to WARRANT AND FOREVER DEFEND all and singular the title to the Property unto the said Grantee, its successors and assigns against every person whomsoever lawfully claiming or to claim the same or any part thereof by, through, or under Grantor but not otherwise, subject to the Permitted Exceptions. Grantee’s address is: __________________________. EXECUTED as of ___ ___________________, 200__. 2200 XXXX, X.X., a Texas limited partnership By: Stream Acquisition XXXV, L.L.C., a Texas limited liability company, its general partner By: Name: Title: THE STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on ______________, 2007, by ___________________, ___________________ of Stream Acquisition XXXV, L.L.C., a Texas limited liability company, on behalf of said limited liability company, acting in the capacity as the general partner of 2200 Xxxx, X.X., a Texas limited partnership. Notary Public, State of Texas My commission expires: Purchase and Sale Agreement – Chase Tower 1311923v.3 STR430/16009 EXHIBIT E ___________ STUDIES AND REPORTS 404 AGREEMENTS ALTA DUE DILIGENCE REPORTS LEASE AGREEMENTS 66 PAD ___________ A [DESCRIPTION OF THE PROPERTY] Purchase and Sale Agreement – Chase Tower 1311923v.3 STR430/16009 EXHIBIT F ___________ FORM OF NONFOREIGN STATUS CERTIFICATE B [attached]PERMITTED EXCEPTIONS] Purchase and Sale Agreement – Chase Tower 1311923v.3 STR430/16009 EXHIBIT C

Appears in 1 contract

Samples: Purchase and Sale Agreement (Hines Real Estate Investment Trust Inc)

SPECIAL WARRANTY DEED. For the THE STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS: THAT COUNTY OF TXXXXX § _______________________________, a __________________ (“Grantor”), for and in consideration of Ten Dollars the sum of TEN AND NO/100 DOLLARS ($10.00) and other good and valuable considerationconsideration to Grantor in hand paid by _____________________________, a ___________________________ (“Grantee”), whose mailing address is ____________ _________________________________________________________________ the receipt and sufficiency of which are consideration is hereby acknowledgedacknowledged and confessed, XXXXX-HARVARD VENTUREShas GRANTED, LLCSOLD AND CONVEYED, a Delaware limited liability company and by these presents does GRANT, SELL AND CONVEY, unto Grantee, subject to all of the reservations, exceptions and other matters set forth or referred to herein, the following described real property, together with all improvements thereon and appurtenances related thereto, if any (the GrantorProperty”), hereby grants and conveys to MESA COBRE HOLDING CORPORATION, a Delaware corporation, with an address of 000 X. Xxxxxxxx Xx., Xxxxx 000 Xxxx Xxxxxx, Xxxxxxx 00000 (“Grantee”), all of Grantor’s right, title and interest in and to the following to-wit: That certain real property situated in Pinal _______ County, ArizonaTexas, which is described on Exhibit “A” attached hereto and incorporated herein by reference. TO HAVE AND TO HOLD the Property, together with all and singular the rights, benefits, privileges, easements, tenements, hereditamentsrights and appurtenances thereto in anywise belonging unto Grantee, and appurtenances thereof (including water rights) Grantee’s successors or in anywise appertaining theretoassigns, and together with forever; and, subject to all buildings and improvements located thereon and any rightof the matters set forth or referred to herein, title, and interest of Grantor in and to adjacent streets, alleys, strips, gores, and rights of way: SEE EXHIBIT “A” ATTACHED HERETO AND INCORPORATED HEREIN BY THIS REFERENCE SUBJECT TO existing taxes, assessments, liens, encumbrances, covenants, conditions, restrictions, rights of way and easements of record. And Grantor does hereby binds bind itself and its successors to warrant WARRANT AND FOREVER DEFEND all and defend singular the titleProperty unto Grantee, Grantee’s successors and assigns, against every person whomsoever lawfully claiming or to claim the same, or any part thereof, by, through, or under Grantor, but not otherwise; provided, however that this conveyance is made by Grantor and accepted by Grantee subject to: (a) all of the title exceptions revealed in or by the recorded documents and other matters listed on Exhibit “B” attached hereto and incorporated herein by reference; (b) all regulations, restrictions, laws, statutes, ordinances, obligations or other matters which affect the Property and which are imposed by or exist by reason of any regulatory, governmental, or quasi-governmental districts, entities, agencies, authorities or other bodies of any kind or nature (“Governmental Authorities”); and (c) all standby fees, taxes and assessments by any taxing authority for the current and all subsequent years, and all liens securing the payment of any of the foregoing. Ad valorem taxes with respect to the Property for the current year have been prorated as of the date hereof. By acceptance of this deed, Grantee assumes and agrees to pay and indemnifies and agrees to hold Grantor harmless from and against all acts by, through and under Grantor herein and no other, subject ad valorem taxes relating to the matters above set forthProperty, for the current and all subsequent years. [Signature appears on next page] DATED this EXECUTED AND DELIVERED the ______ day of _____________, 2005. _____________________________________, 2023. GRANTORa _________________________ By:________________________ Printed Name:________________ Title:_______________________ RECEIVED, ACCEPTED AND AGREED TO BY GRANTEE: Xxxxx-Harvard Ventures, LLC, _____________________________ a Delaware limited liability company ___________________________ By: LEGENDS GP LLC, an Arizona limited liability company Its: Manager By: HARVARD INVESTMENTS, INC., a Nevada corporation Its: Manager By: Its: By: Its: :__________________________ Printed Name:________________ Title:_______________________ THE STATE OF ARIZONA ) ) ss. County of Maricopa ) The foregoing instruments _________ § § COUNTY OF ____________ § This instrument was acknowledged before me this _______ day of ______________, 20232005, by _______________________________, the ___________________ of Xxxxx-Harvard Ventures, LLC_________________ _____________________________, a Delaware limited liability company_________________________, on behalf of said ________________________. Notary Public My Commission Expires: (SEAL) ______________________________________ Notary Public Signature THE STATE OF _________ § § COUNTY OF ____________ EXHIBIT E § This instrument was acknowledged before me this ______ day of ____________, 2005, by _______________________________, __________________ STUDIES AND REPORTS 404 AGREEMENTS ALTA DUE DILIGENCE REPORTS LEASE AGREEMENTS 66 PAD of _________________ EXHIBIT F ___________ FORM ___________________, a _________________________, on behalf of said ________________________. (SEAL) Notary Public Signature EXHIBIT “M” BXXX OF NONFOREIGN STATUS CERTIFICATE [attached]SALE AND ASSIGNMENT EXHIBIT “N” RIALTO BLVD. COST REIMBURSEMENT AGREEMENT EXHIBIT “O” MEMORANDUM OF RIALTO BLVD. COST REIMBURSEMENT AGREEMENT EXHIBIT “P” ENTITLEMENTS

Appears in 1 contract

Samples: Agreement of Sale and Purchase (Stratus Properties Inc)

SPECIAL WARRANTY DEED. For the STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF __________ § [GRANTOR], for and in consideration of the sum of Ten and No/100 Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, XXXXX-HARVARD VENTUREShas GRANTED, LLCBARGAINED, a Delaware limited liability company SOLD, and CONVEYED and by these presents does GRANT, BARGAIN, SELL, AND CONVEY unto [GRANTEE], the real property in __________ County, Texas, fully described in Exhibit A attached hereto, together with all rights, titles, and interests appurtenant thereto (collectively, the GrantorProperty”). This Special Warranty Deed and the conveyance hereinabove set forth is executed by Grantor and accepted by Grantee subject to the matters described in Exhibit B hereto, hereby grants to the extent the same are validly existing and conveys applicable to MESA COBRE HOLDING CORPORATIONthe Property (collectively, a Delaware corporation, with an address of 000 X. Xxxxxxxx Xx., Xxxxx 000 Xxxx Xxxxxx, Xxxxxxx 00000 (the GranteePermitted Encumbrances”), all of Grantor’s right, title and interest in and to . TO HAVE AND TO HOLD the following real property situated in Pinal County, ArizonaProperty, together with all and singular the rightsrights and appurtenances thereunto in anywise belonging, benefitsunto Grantee, privileges, easements, tenements, hereditamentsits successors and assigns forever, and appurtenances thereof (including water rights) or in anywise appertaining theretoGrantor does hereby bind itself, and together with all buildings and improvements located thereon and any right, title, and interest of Grantor in and to adjacent streets, alleys, strips, gores, and rights of way: SEE EXHIBIT “A” ATTACHED HERETO AND INCORPORATED HEREIN BY THIS REFERENCE SUBJECT TO existing taxes, assessments, liens, encumbrances, covenants, conditions, restrictions, rights of way and easements of record. And Grantor hereby binds itself and its successors and assigns, to warrant WARRANT AND FOREVER DEFEND all and defend singular the titletitle to the Property unto the said Grantee, as its successors and assigns against all acts every person whomsoever lawfully claiming or to claim the same or any part thereof by, through and through, or under Grantor herein and no otherbut not otherwise, subject to the matters above set forthPermitted Encumbrances. [Signature appears on next page] DATED this _____ day of Grantee’s address is:__________________________________, 2023. GRANTOR: Xxxxx-Harvard Ventures, LLC, a Delaware limited liability company By: LEGENDS GP LLC, an Arizona limited liability company Its: Manager By: HARVARD INVESTMENTS, INC., a Nevada corporation Its: Manager By: Its: By: Its: STATE OF ARIZONA ) ) ss. County of Maricopa ) The foregoing instruments was acknowledged before me this _______ day of ______________, 2023, by _________. EXECUTED as of _____________________, 2011. GRANTOR: By: Name: Title: THE STATE OF TEXAS § § COUNTY OF __________ § This instrument was acknowledged before me on the ____ day of ___________________ , 2011, by , of Xxxxx-Harvard Ventures[GRANTOR], LLC, a Delaware on behalf of said [corporation/limited liability company/partnership]. Notary Public My Commission Expires: _____________________________ ___________ in and for the State of Texas Exhibit A - Legal Description Exhibit B - Permitted Encumbrances EXHIBIT E ___________ STUDIES AND REPORTS 404 AGREEMENTS ALTA DUE DILIGENCE REPORTS LEASE AGREEMENTS 66 PAD ___________ A Legal Description [To be attached] EXHIBIT F ___________ FORM OF NONFOREIGN STATUS CERTIFICATE B Permitted Encumbrances [attached]To be completed] Form of Deed – Ohio

Appears in 1 contract

Samples: Agreement of Purchase and Sale (Duke Realty Corp)

SPECIAL WARRANTY DEED. For the and in consideration of Ten Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, XXXXX-HARVARD VENTURES, LLC, a Delaware limited liability company (“Grantor”)) does hereby sell and convey to CITY OF TEMPE, hereby grants and conveys to MESA COBRE HOLDING CORPORATION, a Delaware an Arizona municipal corporation, with an address of 000 X. Xxxxxxxx Xx., Xxxxx 000 Xxxx Xxxxxx, Xxxxxxx 00000 (“Grantee”), all of Grantor’s right, title and interest in and to the following described real property situated in Pinal Maricopa County, Arizona, together with all rights and singular the rights, benefits, privileges, easements, tenements, hereditaments, and appurtenances thereof privileges appurtenant thereto (including water rights) or in anywise appertaining thereto, and together with all buildings and improvements located thereon and any right, title, and interest of Grantor in and to adjacent streets, alleys, strips, gores, and rights of way: SEE EXHIBIT “Property”): See Exhibit “A” ATTACHED HERETO AND INCORPORATED HEREIN BY THIS REFERENCE attached hereto and by this reference incorporated herein. SUBJECT TO existing taxes, all taxes and assessments, liensreservations, encumbrancesany and all easements, rights-of-way, covenants, conditions, restrictions, rights liens and encumbrances of way and easements of recordrecord or that would be shown by an accurate survey. And Grantor hereby binds itself and its successors to does warrant and agree to defend the titletitle against its acts and none other. DATED this day of , as against all acts by, through and under Grantor herein and no other, subject to the matters above set forth2012. [Signature appears on next pageinsert signature block] DATED this _____ day of __________________________________, 2023. GRANTOR: Xxxxx-Harvard Ventures, LLC, a Delaware limited liability company By: LEGENDS GP LLC, an Arizona limited liability company Its: Manager By: HARVARD INVESTMENTS, INC., a Nevada corporation Its: Manager By: Its: By: Its: STATE OF ARIZONA ) ) ss. County of Maricopa ) The foregoing instruments instrument was acknowledged before me this _______ day of ______________, 20232012, by ______________________________, the ___________________ of Xxxxx-Harvard Ventures, LLC, a Delaware limited liability company. Notary Public My Commission Expires: _____________________________ ___________ EXHIBIT A To Special Warranty Deed Property PARCEL 1: XXX 0, 000 XXXX XXXXXXXX XXX, XXXXXXXXX TO BOOK 954 OF MAPS, PAGE 20, OFFICIAL RECORDS OF MARICOPA COUNTY, ARIZONA. PARCEL 2: THAT BENEFICIAL AND APPURTENANT EASEMENT FOR INGRESS AND EGRESS AS SET FORTH IN INSTRUMENT NUMBER 2006-1648123, OFFICIAL RECORDS OF MARICOPA COUNTY. EXHIBIT E LAND AND IMPROVEMENTS LEASE WHEN RECORDED, RETURN TO: City of Tempe Basket LAND AND IMPROVEMENTS LEASE THIS LAND AND IMPROVEMENTS LEASE (“Lease”) is made and entered into as of the day of ___________ STUDIES AND REPORTS 404 AGREEMENTS ALTA DUE DILIGENCE REPORTS LEASE AGREEMENTS 66 PAD ___________ EXHIBIT F ___________ FORM , 201 (the “Effective Date”) by and between the CITY OF NONFOREIGN STATUS CERTIFICATE [attached]TEMPE, a municipal corporation (“Landlord”), and Core Campus Tempe I LLC, a Delaware limited liability company (“Tenant”).

Appears in 1 contract

Samples: Development and Disposition Agreement

SPECIAL WARRANTY DEED. For the consideration of Ten Dollars ($10.00) and other valuable considerationconsiderations, the receipt and sufficiency of which are hereby acknowledged, XXXXX-HARVARD VENTURESSUCIA SCOTTSDALE, LLC, a Delaware limited liability company (“Grantor”), hereby grants and conveys to MESA COBRE HOLDING CORPORATION, a Delaware corporation, with an address of 000 X. Xxxxxxxx Xx., Xxxxx 000 Xxxx Xxxxxx, Xxxxxxx 00000 (“Grantee”), all of Grantor’s right, title and interest in and to the following real property situated in Pinal County, Arizona, together with all and singular the rights, benefits, privileges, easements, tenements, hereditaments, and appurtenances thereof (including water rights) or in anywise appertaining thereto, and together with all buildings and improvements located thereon and any right, title, and interest of Grantor in and to adjacent streets, alleys, strips, gores, and rights of way: SEE EXHIBIT “A” ATTACHED HERETO AND INCORPORATED HEREIN BY THIS REFERENCE SUBJECT TO existing taxes, assessments, liens, encumbrances, covenants, conditions, restrictions, rights of way and easements of record. And Grantor hereby binds itself and its successors to warrant and defend the title, as against all acts by, through and under Grantor herein and no other, subject to the matters above set forth. [Signature appears on next page] DATED this _____ day of ____________________________________ (“Grantee”), 2023the following real property situated in Maricopa County, Arizona, together with all rights and privileges appurtenant thereto: See Exhibit A attached hereto and incorporated herein by this reference (the “Property”). GRANTOR: XxxxxSUBJECT only to the Permitted Exceptions, current taxes and assessments, reservations in patents, all easements, rights-Harvard Venturesof-way, LLCencumbrances, liens, covenants, conditions, restrictions, obligations and liabilities as may appear of record, and all matters which an accurate survey of the Property or a Delaware limited liability company By: LEGENDS GP LLCphysical inspection of the Property would disclose, an Arizona limited liability company Its: Manager By: HARVARD INVESTMENTSall as set forth in Exhibit B attached hereto and incorporated herein by reference. And Grantor hereby binds itself and its successors to warrant and defend the title, INC.as against all acts of Grantor herein and none other, a Nevada corporation Its: Manager By: Its: By: Its: STATE OF ARIZONA ) ) sssubject to the matters above set forth. County of Maricopa ) The foregoing instruments was acknowledged before me DATED this _______ day of ______________, 20232010. [Signatures appear on the following page] GRANTOR: SUCIA SCOTTSDALE, by LLC, a Delaware limited liability company By:Sucia Scottsdale II, LLC, a Delaware limited liability company, its sole member By:Sucia Holdings, LLC, a Washington limited liability company, its sole member By:Sucia Manager, LLC, a Washington limited liability company, its Manager By:Brothers Company, LLC, a Washington limited liability company, its Manager By: ______________________________, the _____ Name: Xxxxxxx X. Xxxxx Title: Authorized Member STATE OF ARIZONA ) ) ss. County of Maricopa ) The foregoing instrument was acknowledged before me this ____ day of ___________________ __, 2010, by Xxxxxxx X. Xxxxx, as Authorized Member of Xxxxx-Harvard VenturesBrothers Company, LLC, the Manager of Sucia Manager, LLC, the Manager of Sucia Holdings, LLC, the sole member of Sucia Scottsdale II, LLC, the sole member of SUCIA SCOTTSDALE, LLC, a Delaware limited liability companycompany (the “Company”) on behalf of the Company. Notary Public My Commission Expires: ____________________________________ Notary Public My commission expires: _________________ EXHIBIT E ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (the “Assignment”) is made as of _____________, 2010 (the “Effective Date”), between SUCIA SCOTTSDALE, LLC, a Delaware limited liability company (the “Assignor”) and ___________________________ STUDIES AND REPORTS 404 AGREEMENTS ALTA DUE DILIGENCE REPORTS LEASE AGREEMENTS 66 PAD (the “Assignee”). Assignor and Assignee entered into that certain Real Property Purchase and Sale Agreement and Escrow Instructions dated ___________ EXHIBIT F ___________ FORM OF NONFOREIGN STATUS CERTIFICATE [attached], 2010 (“Agreement”), providing for, among other things, the conveyance to Assignee of certain real property (“Property”), as more particularly described in the Agreement. Assignor is a party to a Ground Lease for the use or occupancy of the Property (the “Ground Lease”) any corresponding interests in any other contracts, deposits, or other information delivered to Seller pursuant to the terms thereof (collectively, “Contracts”), listed on the attached Schedule 1. Assignor is the holder of various licenses, permits, approvals, various waivers or consents issued by Governmental Authorities (defined in the Agreement) applicable to the Property (collectively, the “Permits”). Assignor desires to transfer, assign, and convey to Assignee all its right, title, and interest in, to, and under the Leases, Contracts and Permits on the following terms and conditions. For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Assignor and Assignee agree as follows:

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Glimcher Realty Trust)

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SPECIAL WARRANTY DEED. For the consideration of the sum of Ten Dollars ($10.00) and other good and valuable considerationconsideration received, the receipt and sufficiency of which are hereby acknowledged, XXXXX-HARVARD VENTURESTWIN BUTTES RANCH, LLC, a Delaware an Arizona limited liability company ("Grantor"), does hereby grants grant and conveys convey to MESA COBRE HOLDING CORPORATION, a Delaware corporation, with an address of 000 X. Xxxxxxxx Xx., Xxxxx 000 Xxxx Xxxxxx, Xxxxxxx 00000 _______________________________("Grantee"), all of Grantor’s right, title and interest in and to the following described real property (the "Property") situated in Pinal Maricopa County, Arizona: SEE EXHIBIT "A" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF TOGETHER WITH all (i) all buildings, together with structures and improvements located on the Property, including, without limitation, all irrigation ditches, gates, valves, pumps, tanks, and singular the rightsxxxxx; (ii) all appurtenances, benefits, privilegeshereditaments, easements, tenementsrights-of-way, hereditamentsreversions, remainders, development rights, well rights, water rights, and appurtenances thereof air rights; (including water rightsiii) or in anywise appertaining theretoall oil, gas, and together with mineral rights not previously reserved; (iv) all buildings plans, specifications, plats, assessments, agreements, reports, studies, and surveys relating to the Property or improvements located thereon thereon, and all warranties applicable thereto; (v) any rights of Grantor to any adjoining strips or gores of property and any rightland lying within the bed of any adjoining street, titlehighway, or waterway; and interest of Grantor (vi) any other rights or privileges appurtenant to such Property or used in connection therewith. SUBJECT TO: current real property taxes and to adjacent streetsother assessments; patent reservations; and all easements, alleys, strips, gores, and rights of way: SEE EXHIBIT “A” ATTACHED HERETO AND INCORPORATED HEREIN BY THIS REFERENCE SUBJECT TO existing taxes, assessments, liens, encumbrances, covenants, conditions, restrictions, rights of way restrictions and easements other non-financial matters (meaning matters that are not monetary liens or encumbrances) as may appear of record. And AND Grantor hereby binds itself and its successors to warrant and defend the title, as title against all of the acts by, of Grantor and those claiming by or through and under Grantor herein and no other, subject to the matters above set forth. DATED: _______________________________, 20 _____ . TWIN BUTTES RANCH, LLC, an Arizona limited liability company By ______________________________________ XXXXXXX X. XXXXXXXXXX, Manager GRANTOR STATE OF_____________) ) ss. County of _____________) Acknowledged before me this _____day of _______________________20________, by XXXXXXX X. XXXXXXXXXX, Manager of TWIN BUTTES RANCH, LLC, an Arizona limited liability company, for and on behalf of said company. ______________________________ Notary Seal/Stamp ______________________________ Notary Public EXHIBIT "A" (the "Property") That certain real property located in Navajo County, Arizona, and more particularly described as follows: All of Sections 19, 20, 21, 23, 25, 26, 27, 29, 30, 31, 33 and 35; Section 18 less the right of way for the railroad; That portion of Sections 7, 9, 1, 15 and 17 lying South and East of the Puerco River; the East half of Section 28; the Northeast quarter and South half of Section 32; and the North half of Section 34, all lying in Township 18 North, Range 23 East of the Gila and Salt River Base and Meridian, Navajo County, Arizona; That portion of Section 13, Township 18 North, Range 23 East of the Gila and Salt River Base and Meridian, Navajo County, Arizona, lying South and East of the Puerco River, All of Sections 1, 12, 13 and 24; and that portion of Section 25 lying North of Highway 180, all lying in Township 17 North, Range 23 East of the Gila and Salt River Base and Meridian, Navajo County, Arizona; All of Sections 1, 3, 5, 7, 8, 9, 10, 11, 13, 14, 15, 17, 18, 19, 21, 22, 23, 24, 25, 26 and 29; and that portion of Section 30 lying North of Old Highway 180, all lying in Township 17 North, Range 23 East of the Gila and Salt River Base and Meridian, Navajo County, Arizona; and The Northwest quarter of the Northwest quarter of Section 14; and all of Section 24, all lying in Township 18 North, Range 23 East of the Gila and Salt River Base and Meridian, Navajo County, Arizona. * The legal description set forth herein Is subject to change upon receipt of the Title Commitment EXHIBIT "9" TITLE COMMITMENT (SEE ATTACHMENT) EXHIBIT "V' ROFR LETTER Xxxxxx Xxxxxxxxxx ________________________ ________________________ ________________________ Re: Right of first refusal Dear Xxxxxx: This letter shall serve as written notice that Twin Buttes Ranch, LLC, an Arizona limited liability company has decided to sell to a third party its interest in the property described in that certain Warranty Deed recorded as Instrument No. 88-02489. The basic terms of the sale are as follows: (a) the Purchase Price is $_______________, (b) the xxxxxxx money is $_______________________and is due upon execution of the purchase and sale agreement, and (c) the closing is ________________________days following the opening of escrow ("Terms of Sale"). As you know, pursuant to the Right of First Refusal ("ROFR") contained in that Deed, you have thirty (30) days following receipt of this letter to meet the Terms of Sale. If you intend to meet the Terms of Sale, please let me know immediately and I will prepare a form of purchase and sale agreement. If you exercise the ROFR, then, pursuant to the ROFR, you will be required to meet the Terms of Sale within thirty (30) days following your receipt of this letter, which shall include, without limitation, executing the purchase and sale agreement and depositing into escrow the sum of $____________as an xxxxxxx money deposit. If you do not meet the Terms of Sale within such time period, then the ROFR will expire. If you do not intend to exercise the ROFR, then I would appreciate it if you would sign and return this letter to me indicating your waiver of the ROFR. Signing below confirms your "Refusal" of the ROFR. The foregoing Refusal of the ROFR shall extend to (and may be relied upon by) by any title insurance company or agency issuing title insurance in connection with the Terms of Sale. Sincerely, Xxxxxxx Xxxxxxxxxx ACCEPTED AND AGREED: _________________________ Xxxxxx Xxxxxxxxxx ______________________ [Signature appears Spouse] EXHIBIT "D" When Recorded Return to: XXXXX-XXXXX, LTD. 000 Xxxx Xxxxxxxx Xxxxxx Xxxxx 0000 Xxxxxxx, Xxxxxxx 00000 MEMORANDUM OF OPTION AGREEMENT NOTICE IS HEREBY GIVEN, that on next page] ____________________________________, 20________, _______________________________("Optionor") and ___________________________("Optionee") entered into that certain Option Agreement ("Option Agreement"), whereby Optionor granted to Optionee an option to purchase and acquire that certain real property more particularly described on Exhibit "A" attached hereto and by this reference incorporated herein ("Property"). The purpose of this Memorandum of Option Agreement is to give constructive notice to all persons dealing with the Property that Optionor and Optionee consider the Option Agreement to be a binding agreement regarding the Property, and that such Option Agreement shall continue in full force and effect unt:1 the earlier to occur of (i) termination of the Option Agreement; or (ii) written notice of termination of the Option Agreement, as executed by Optionor and Optionee, is recorded In the office of the Navajo County Recorder, State of Arizona. This Memorandum of Option Agreement is not a complete summary of the Option Agreement. The provisions in this Memorandum of Option Agreement shall not be used in interpreting the Option Agreement. In the event of any conflict between the terms and provisions of this Memorandum of Option Agreement and the Option Agreement, the terms and provisions of the Option Agreement shall govern and control. DATED this _____ ______day of _____________________________, 20___. OPTIONOR: OPTIONEE: STATE OF_____________) ) ss. County of _____________) The foregoing instrument was acknowledged before me this _____________day of _________________, 20______by ________________, _____________of __________________________________, 2023. GRANTOR: Xxxxx-Harvard Ventures, LLC, a Delaware limited liability company By: LEGENDS GP LLC, an Arizona limited liability company Its: Manager By: HARVARD INVESTMENTS, INC., a Nevada corporation Its: Manager By: Its: By: Its: STATE OF ARIZONA ) ) ss. County of Maricopa ) The foregoing instruments was acknowledged before me this _______ day of ______________, 2023, by who acknowledged that he/she executed the foregoing instrument on behalf of said ______________________________, the ___________________ of Xxxxx-Harvard Ventures, LLC, a Delaware limited liability company. Notary Public My Commission Expires: _____________________________ ___________ EXHIBIT E ___________ STUDIES AND REPORTS 404 AGREEMENTS ALTA DUE DILIGENCE REPORTS LEASE AGREEMENTS 66 PAD ___________ EXHIBIT F ___________ FORM OF NONFOREIGN STATUS CERTIFICATE [attached].

Appears in 1 contract

Samples: Option Agreement (Passport Potash Inc)

SPECIAL WARRANTY DEED. For the consideration of Ten Dollars Prepared by: Xxxxxx and other Xxxxx LLP 0000 Xxxxxxx Xxxxxx, Xxx. 000 Xxxxxx, Xxxxx 00000 Attn: Xxxxx Xxxxxx After Recording Return to: [____________________] [____________________] [____________________] NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER’S LICENSE NUMBER. SPECIAL WARRANTY DEED THE STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF DALLAS § ________________, a________________(“Grantor”), whose address is _____________________, for good and valuable consideration, the receipt and sufficiency of which are is hereby acknowledged, XXXXX-HARVARD VENTUREShas GRANTED, LLCBARGAINED, SOLD, and CONVEYED and by these presents does GRANT, BARGAIN, SELL, and CONVEY unto ______________________, a Delaware limited liability company (“Grantor”), hereby grants and conveys to MESA COBRE HOLDING CORPORATION, a Delaware corporation, with an address of 000 X. Xxxxxxxx Xx., Xxxxx 000 Xxxx Xxxxxx, Xxxxxxx 00000 _________________ (“Grantee”)) whose address is _____________________, the tract or parcel of land in Tarrant County, Texas, described in Exhibit A, together with all improvements thereon and all rights, titles, and interests appurtenant thereto including, without limitation, Grantor’s interest, if any, in any and all adjacent streets, alleys, rights of way and any adjacent strips and gores, together with all of Grantor’s right, title and interest interest, if any, in and to the following any and all minerals and mineral rights, oil, gas, and oil and gas rights, other hydrocarbon substances and rights, development rights, air rights, water and water rights, xxxxx, well rights and well permits, water and sewer taps (or their equivalents), and sanitary or storm sewer capacity appertaining to or otherwise benefiting or used in connection with said real property situated in Pinal County(such land and interests are hereinafter collectively referred to as the “Property”). This Special Warranty Deed and the conveyance hereinabove set forth is executed by Grantor and accepted by Grantee subject to the Permitted Exceptions listed on Exhibit B attached hereto (collectively, Arizonathe “Permitted Exceptions”). TO HAVE AND TO HOLD the Property, together with all and singular the rightsrights and appurtenances thereunto in anywise belonging, benefitsunto Grantee, privileges, easements, tenements, hereditamentsits successors and assigns forever, and appurtenances thereof (including water rights) or in anywise appertaining theretoGrantor does hereby bind itself, and together with all buildings and improvements located thereon and any right, title, and interest of Grantor in and to adjacent streets, alleys, strips, gores, and rights of way: SEE EXHIBIT “A” ATTACHED HERETO AND INCORPORATED HEREIN BY THIS REFERENCE SUBJECT TO existing taxes, assessments, liens, encumbrances, covenants, conditions, restrictions, rights of way and easements of record. And Grantor hereby binds itself and its successors and assigns, to warrant WARRANT AND FOREVER DEFEND all and defend singular the titletitle to the Property unto the said Grantee, as its successors and assigns against all acts every person whomsoever lawfully claiming or to claim the same or any part thereof by, through and through, or under Grantor herein and no otherbut not otherwise, subject to the matters above set forthPermitted Exceptions. Purchase and Sale Agreement 0000 Xxxxxx X. Xxxxxxx Freeway, Dallas, Texas 0000 Xxxxx Xxxxxxxx Xxxxxxx, Xxxxxxx Xxxxxx, Xxxxx 00000, 14639 and 00000 Xxxxxx Xxxx, Xxxxxxx, Xxxxx 00000 Inwood Road, Farmers Branch, Texas [Signature appears SIGNATURE PAGE FOLLOWS] Purchase and Sale Agreement 0000 Xxxxxx X. Xxxxxxx Freeway, Dallas, Texas 0000 Xxxxx Xxxxxxxx Xxxxxxx, Xxxxxxx Xxxxxx, Xxxxx 00000, 14639 and 00000 Xxxxxx Xxxx, Xxxxxxx, Xxxxx 00000 Inwood Road, Farmers Branch, Texas EXECUTED as of _____________________, 2020, to be effective as of ________________. , a By: Name: Title: THE STATE OF __________ COUNTY OF ____________ § § § This instrument was acknowledged before me on next page____________, 2020, by ________________, ______________ of___________, a______________, on behalf of said corporation .. Notary Public, State of ___________ Purchase and Sale Agreement 0000 Xxxxxx X. Xxxxxxx Freeway, Dallas, Texas 0000 Xxxxx Xxxxxxxx Xxxxxxx, Xxxxxxx Xxxxxx, Xxxxx 00000, 14639 and 00000 Xxxxxx Xxxx, Xxxxxxx, Xxxxx 00000 Inwood Road, Farmers Branch, Texas EXHIBIT A [Description of the Property] DATED Purchase and Sale Agreement 0000 Xxxxxx X. Xxxxxxx Freeway, Dallas, Texas 0000 Xxxxx Xxxxxxxx Xxxxxxx, Xxxxxxx Xxxxxx, Xxxxx 00000, 14639 and 00000 Xxxxxx Xxxx, Xxxxxxx, Xxxxx 00000 Inwood Road, Farmers Branch, Texas EXHIBIT B [Permitted Exceptions] Purchase and Sale Agreement 0000 Xxxxxx X. Xxxxxxx Freeway, Dallas, Texas 0000 Xxxxx Xxxxxxxx Xxxxxxx, Xxxxxxx Xxxxxx, Xxxxx 00000, 14639 and 00000 Xxxxxx Xxxx, Xxxxxxx, Xxxxx 00000 Inwood Road, Farmers Branch, Texas EXHIBIT C XXXX OF SALE AND ASSIGNMENT [EXHIBIT FOLLOWS ON NEXT PAGE] Purchase and Sale Agreement 0000 Xxxxxx X. Xxxxxxx Freeway, Dallas, Texas 0000 Xxxxx Xxxxxxxx Xxxxxxx, Xxxxxxx Xxxxxx, Xxxxx 00000, 14639 and 00000 Xxxxxx Xxxx, Xxxxxxx, Xxxxx 00000 Inwood Road, Farmers Branch, Texas XXXX OF SALE AND ASSIGNMENT this xxxx of sale and assignment (this “xxxx of sale”) is made as of the _____ day of __________________________________, 2023. GRANTOR: Xxxxx-Harvard Ventures2020, LLCby and between , a Delaware limited liability company By: LEGENDS GP LLC(“Assignor”), an Arizona limited liability company Its: Manager By: HARVARD INVESTMENTS, INC., a Nevada corporation Its: Manager By: Its: By: Its: STATE OF ARIZONA ) ) ss. County of Maricopa ) The foregoing instruments was acknowledged before me this _______ day of ______________, 2023, by And ______________________________, the ___________________ of Xxxxx-Harvard Ventures, LLC, ,a Delaware limited liability company. Notary Public My Commission Expires: _____________________________ ___________ EXHIBIT E ___________ STUDIES AND REPORTS 404 AGREEMENTS ALTA DUE DILIGENCE REPORTS LEASE AGREEMENTS 66 PAD ___________ EXHIBIT F ___________ FORM OF NONFOREIGN STATUS CERTIFICATE [attached](“Assignee”).

Appears in 1 contract

Samples: Purchase and Sale Agreement (Tuesday Morning Corp/De)

SPECIAL WARRANTY DEED. For the consideration of Ten Dollars ($10.00) and other good and valuable consideration, the receipt receipt, validity and sufficiency of which are is hereby acknowledged, XXXXX-HARVARD VENTURESSTONERIDGE COMMERCIAL, LLCL.L.C., a Delaware an Arizona limited liability company ("Grantor"), hereby grants and conveys to MESA COBRE HOLDING CORPORATIONto: STONERIDGE COMMUNITY FACILITIES DISTRICT, a Delaware corporation, with an address community facilities district duly organized and validly existing pursuant to the laws of 000 X. Xxxxxxxx Xx., Xxxxx 000 Xxxx Xxxxxx, Xxxxxxx 00000 the State of Arizona (“GranteeDistrict”), all until the first to occur of Grantor’s rightthe following: (a) the expiration of the Term of that certain Community Center Lease (as defined below) between the Association (as defined below) and the District, title or (b) the date being twenty-one years after the death of the last of the descendants now living of Xxxxxx X. Xxxxxxx (father of U.S. President Xxxx X. Xxxxxxx), and interest in and then to the following STONERIDGE AT PRESCOTT VALLEY COMMUNITY ASSOCIATION, an Arizona non-profit corporation (“Association”), that real property situated located in Pinal Yavapai County, Arizona, together with all and singular the rights, benefits, privileges, easements, tenements, hereditaments, and appurtenances thereof (including water rights) or in anywise appertaining thereto, and together with all buildings and improvements located thereon and any right, title, and interest of Grantor in and to adjacent streets, alleys, strips, gores, and rights of way: SEE legally described on EXHIBIT “A” ATTACHED HERETO AND INCORPORATED HEREIN BY THIS REFERENCE attached hereto and incorporated herein by this reference, and, to the extent held by Grantor, together with all interests, privileges and easements appurtenant thereto and any and all improvements located thereon (the "Property"). SUBJECT TO existing taxes, current taxes and assessments, liensreservations in patents and all easements, rights-of-way, encumbrances, liens, covenants, conditions, restrictions, rights obligations, and liabilities as may appear of way record or to which reference is made in the public record; any and easements all conditions, easements, encroachments, rights-of-way, restrictions or other matters which a physical inspection, or an accurate ALTA/ACSM survey of recordthe Property would reveal; and the applicable zoning and use regulations of any municipality, county, state, or the United States affecting the Property. And Grantor hereby binds itself BY ACCEPTING THIS DEED, DISTRICT AND ASSOCIATION (COLLECTIVELY, “GRANTEES”) ACKNOWLEDGE AND AGREE THAT GRANTEES ARE TAKING THE PROPERTY IN ITS "AS-IS," and its successors to warrant and defend the title"WHERE-IS" CONDITION, as against all acts byWITH ALL FAULTS, through and under Grantor herein and no otherWITHOUT ANY EXPRESS OR IMPLIED WARRANTIES WHATSOEVER AS TO THE CONDITION OF THE PROPERTY (OTHER THAN AS TO THE CONDITION OF TITLE WHICH IS SEPARATELY ADDRESSED IN THIS DEED). BY WAY OF EXAMPLE AND NOT OF LIMITATION, subject to the matters above set forthGRANTOR MAKES NO REPRESENTATIONS OR WARRANTIES, AND SPECIFICALLY DISCLAIMS ANY REPRESENTATIONS AND WARRANTIES, AS TO (i) THE CONDITION OF ANY IMPROVEMENTS LOCATED UPON THE PROPERTY, (ii) THE USE OF THE PROPERTY , (iii) THE PHYSICAL CONDITION, ZONING, USE, VALUE, INTENDED USE, OR OTHER CONDITION OF THE PROPERTY, (iv) THE MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OF THE PROPERTY OR ANY IMPROVEMENTS THEREON OR THERETO, (v) THE CLASSIFICATION OF THE PROPERTY FOR AD VALOREM PURPOSES, (vi) THE SUBSURFACE OF THE PROPERTY AND ALL SOIL, ENGINEERING, ENVIRONMENTAL AND OTHER CONDITIONS AND REQUIREMENTS OF THE PROPERTY AND ANY PERSONAL PROPERTY, (vii) THE PRESENCE OF ANY TOXIC WASTE OR HAZARDOUS MATERIALS ON THE PROPERTY, (viii) THE AVAILABILITY OF WATER AND UTILITIES, (ix) ANY ENCROACHMENTS WHICH WOULD BE DISCLOSED BY EITHER AN INSPECTION OF THE PROPERTY OR A SURVEY, OR OTHER CONDITION OF ANY NEIGHBORING PROPERTY, (x) POTENTIAL FOR FLOODING, AND (xi) SUCH OTHER MATTERS AS MIGHT BE DISCLOSED OR DETERMINED BY AN EXAMINATION OF THE PROPERTY AND INDEPENDENT INQUIRY WITH RESPECT THERETO. [Signature appears on next page] DATED this _____ day of __________________________________, 2023. GRANTOR: Xxxxx-Harvard Ventures, LLC, a Delaware limited liability company By: LEGENDS GP LLC, an Arizona limited liability company Its: Manager By: HARVARD INVESTMENTS, INCTHIS WAIVER OF REPRESENTATIONS AND WARRANTIES SHALL SURVIVE RECORDATION OF THIS DEED AND SHALL NOT LAPSE., a Nevada corporation Its: Manager By: Its: By: Its: STATE OF ARIZONA ) ) ss. County of Maricopa ) The foregoing instruments was acknowledged before me this _______ day of ______________, 2023, by ______________________________, the ___________________ of Xxxxx-Harvard Ventures, LLC, a Delaware limited liability company. Notary Public My Commission Expires: _____________________________ ___________ EXHIBIT E ___________ STUDIES AND REPORTS 404 AGREEMENTS ALTA DUE DILIGENCE REPORTS LEASE AGREEMENTS 66 PAD ___________ EXHIBIT F ___________ FORM OF NONFOREIGN STATUS CERTIFICATE [attached]

Appears in 1 contract

Samples: pvaz.granicus.com

SPECIAL WARRANTY DEED. For the consideration of Ten Dollars and other valuable consideration, _______________________, an __________________ company, the receipt and sufficiency of which are Grantor, does hereby acknowledged, XXXXX-HARVARD VENTURES, LLCconvey to ______________________, a Delaware limited liability company (“Grantor”)_______________ company, hereby grants and conveys to MESA COBRE HOLDING CORPORATIONthe Grantee, a Delaware corporation, with an address of 000 X. Xxxxxxxx Xx., Xxxxx 000 Xxxx Xxxxxx, Xxxxxxx 00000 (“Grantee”), all of Grantor’s right, title and interest in and to the following real property and improvements situated in Pinal __________ County, Arizona, described on attached Exhibit A, together with all and singular the rights, benefits, privileges, easements, tenements, hereditaments, water rights, and appurtenances thereof upon or in any way appertaining thereto (including but not limited to development rights, water rights) or in anywise appertaining thereto, etc.); SUBJECT TO: Existing taxes, and together with all buildings and improvements located thereon and any right, title, and interest of Grantor in and to adjacent streets, alleys, strips, gores, and rights of way: SEE EXHIBIT “A” ATTACHED HERETO AND INCORPORATED HEREIN BY THIS REFERENCE SUBJECT TO existing taxes, assessments, liens, encumbrances, the covenants, conditions, restrictions, rights of way way, easements, and easements other matters of record. And record shown on the attached Exhibit B. Grantor hereby binds itself and its successors to warrant and defend warrants title against the title, as against all acts by, through and under of Grantor herein and no otheronly, subject to the matters above set forth. [Signature appears on next page] DATED this DATE: _____ day of __________, 2017 GRANTOR: ________________________________, 2023. GRANTOR: Xxxxx-Harvard Ventures, LLC, a Delaware limited liability company _______________ By: LEGENDS GP LLC, an Arizona limited liability company ItsName: Manager By: HARVARD INVESTMENTS, INC., a Nevada corporation Its: Manager By: Its: By: ItsTitle: STATE OF ARIZONA ) ) ss. County of Maricopa ) The foregoing instruments was acknowledged Acknowledged before me this _______ day of ______________, 2023, by ____________________, 2017, by __________, the ___________________ of Xxxxx-Harvard Ventures, LLC, a Delaware limited liability company. Notary Public My Commission Expires: _____________________________ , a ___________ EXHIBIT E ___________ STUDIES AND REPORTS 404 AGREEMENTS ALTA DUE DILIGENCE REPORTS LEASE AGREEMENTS 66 PAD ___________ , for and on behalf thereof. Notary Public My commission expires: Exhibit A [attach legal description] Exhibit B [attach permitted exceptions] EXHIBIT F ___________ E FORM OF NONFOREIGN STATUS CERTIFICATE ASSIGNMENT AND ASSUMPTION OF LEASE When recorded mail to: ASSIGNMENT AND ASSUMPTION OF LEASE THIS ASSIGNMENT AND ASSUMPTION OF LEASE (“Assignment”) is made and entered into as of this day of , 20 (the “Effective Date”), by and between [attached]Orchards / L’Auberge] Newco, LLC, a Delaware limited liability company (“Assignor”), and (“Assignee”).

Appears in 1 contract

Samples: Purchase and Sale Agreement (IMH Financial Corp)

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