PURCHASE AGREEMENT
Children's World Learning Center
New Albany, Ohio
This AGREEMENT, entered into effective as of the 19th of October,
2002.
l. PARTIES. Seller is AEI Fund Management XVII, Inc., AEI Net
Lease Income & Growth Fund XX Limited Partnership, and AEI Income
& Growth Fund 23 LLC which own an undivided 100% interest in the
fee title to that certain real property legally described in the
attached Exhibit "A" (the "Property") Buyer is Xxxxx X. Xxxx and
Xxxxxx X. Xxxx. Seller wishes to sell and Buyer wishes to buy
the Property.
2. PROPERTY. The Property to be sold to Buyer in this transaction
consists of an undivided 100% percentage interest (hereinafter,
simply the "Property").
3. PURCHASE PRICE. The purchase price for this percentage
interest in the Property is $2,015,000 (two million, fifteen
thousand and no/100 dollars), all cash.
4. TERMS. The purchase price for the Property will be paid by
Buyer as follows:
(a) When this agreement is executed, Buyer will pay $50,000
to Seller (which shall be deposited into escrow according
to the terms hereof) (the "First Payment"). The First
Payment will be credited against the purchase price when
and if escrow closes and the sale is completed.
(b) Buyer will deposit the balance of the purchase price,
$1,965,000 (the Second Payment") into escrow in
sufficient time to allow escrow to close on the closing
date.
5. CLOSING DATE. Escrow shall close thirty days after the due
diligence period.
6. DUE DILIGENCE. Buyer will have thirty (30) days (The "Review
Period") after execution of this purchase agreement to conduct
all of its inspections and due diligence and satisfy itself
regarding: each item listed below to be supplied by Seller, the
Property, and this transaction. Buyer agrees to indemnify and
hold Seller harmless for any loss or damage to the Property or
persons caused by Buyer or its agents arising out of such
physical inspections of the Property.
Seller shall supply Buyer with the following items to the
extent the same are in Seller's possession.
(a) One copy of a title insurance commitment for an Owner's
Title insurance policy (see paragraph 8 below).
(b) A copy of a Certificate of Occupancy or other such document
certifying completion and granting permission to permanently
occupy the improvements on the Property as are in Seller's
possession.
(c) A copy of an "as built" survey of the Property done
concurrent with Seller's acquisition of the Property.
Buyer Initial: /s/ PAP /s/ REP
Purchase Agreement for Children's World, New Albany, Ohio
(d) Lease (as further set forth in paragraph 11(a) below) of
the Property showing occupancy date, lease expiration
date, rent, and Guarantees, if any, accompanied by such
tenant financial statements as may have been provided
most recently to Seller by the Tenant and/or Guarantors.
Buyer may cancel this agreement for any reason in its sole
discretion by delivering a cancellation notice, return receipt
requested, to Seller and escrow holder before the expiration of
the Review Period. Such notice shall be deemed effective only
upon receipt by Seller. If this Agreement is not cancelled as set
forth above, the First Payment shall be non-refundable unless
Seller shall default hereunder.
If Buyer cancels this Agreement as permitted under this
Section, except for any escrow cancellation fees and any
liabilities under the first paragraph of section 6 of this
Agreement (which will survive), Buyer (after execution of such
documents reasonably requested by Seller to evidence the
termination hereof) shall be returned its First Payment, and
Buyer will have absolutely no rights, claims or interest of any
type in connection with the Property or this transaction,
regardless of any alleged conduct by Seller or anyone else.
Unless this Agreement is canceled by Buyer pursuant to the
terms hereof, if Buyer fails to make the Second Payment, Seller
shall be entitled to retain the First Payment and Buyer
irrevocably will be deemed to be in default under this Agreement.
Seller may, at its option, retain the First Payment and declare
this Agreement null and void, in which event Buyer will be deemed
to have canceled this Agreement and relinquish all rights in and
to the Property, or Seller may exercise its rights under Section
14 hereof. If this Agreement is not canceled and the First
Payment and the Second Payment is made when required, all of
Buyer's conditions and contingencies will be deemed satisfied.
7. ESCROW. Escrow shall be opened by Seller and funds deposited
in escrow upon acceptance of this Agreement by both parties. The
escrow holder will be a nationally-recognized escrow company
selected by Seller. A copy of this Agreement will be delivered to
the escrow holder and will serve as escrow instructions together
with the escrow holder's standard instructions and any additional
instructions required by the escrow holder to clarify its rights
and duties (and the parties agree to sign these additional
instructions). If there is any conflict between these other
instructions and this Agreement, this Agreement will control.
8. TITLE. Closing will be conditioned on the agreement of a
title company selected by Seller to issue an Owner's policy of
title insurance, dated as of the close of escrow, in an amount
equal to the purchase price, insuring that Buyer will own
insurable title to the Property subject only to: the title
company's standard exceptions; current real property taxes and
assessments; survey exceptions; the rights of parties in
possession pursuant to the lease defined in paragraph 11 below;
all matters of public record; and other items disclosed to Buyer
during the Review Period.
Buyer shall be allowed five (5) days after receipt of said
commitment for examination and the making of any objections to
marketability thereto, said objections to be made in writing or
deemed waived. If any objections are so made, the Seller shall
be allowed eighty (80) days to make such title marketable 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 make title marketable, or is unable to make title
marketable or obtain insurable title, (after execution by Buyer
of such documents reasonably requested by Seller to evidence the
termination hereof) Buyer's First Payment will be returned and
this Agreement shall be null and void and of no further force and
effect. Seller has no obligation to spend any funds or make any
effort to satisfy Buyer's objections, if any.
Buyer Initial: /s/ PAP /s/ REP
Purchase Agreement for Children's World, New Albany, Ohio
Pending satisfaction of Buyer's objections, the payments
hereunder required shall be postponed, but upon satisfaction of
Buyer's objections and within ten (10) days after written notice
of satisfaction of Buyer's objections to the Buyer, the parties
shall perform this Agreement according to its terms.
9. CLOSING COSTS. Seller and Buyer will each pay one-half of
all closing costs, which shall include escrow fees, all recording
fees, transfer taxes and clerk's fees imposed upon the recording
of the deed, the cost of the title commitment, the cost of an
update to the Survey in Sellers possession (if an update is
required by Buyer), and the cost of issuing a Standard Owners
Title Insurance Policy in the full amount of the purchase price,
if Buyer shall decide to purchase the same. Each party will pay
its own attorney's fees and costs to document and close this
transaction.
10. REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS.
(a) Because the Property is subject to a triple net lease
(as further set forth in paragraph 11(a)(i), the parties
acknowledge that there shall be no need for a real estate
tax proration. However, Seller warrant that all real estate
taxes and installments of special assessments due and
payable in all years prior to the year of Closing have been
paid in full. Unpaid real estate taxes and unpaid levied
and pending special assessments existing on the date of
Closing shall be the responsibility of Buyer, pro-rated,
however, to the date of closing for the period prior to
closing, which shall be the responsibility of Seller if
Tenant shall not pay the same. Buyer shall likewise pay all
taxes due and payable in the year after Closing and any
unpaid installments of special assessments payable therewith
and thereafter, if such unpaid levied and pending special
assessments and real estate taxes are not paid by any tenant
of the Property.
(b) All income and all operating expenses from the Property
shall be prorated between the parties and adjusted by them
as of the date of Closing. Seller shall be entitled to all
income earned and shall be responsible for all expenses
incurred prior to the date of Closing, and Buyer shall be
entitled to all income earned and shall be responsible for
all operating expenses of the Property incurred on and after
the date of closing.
11. SELLER'S REPRESENTATION AND AGREEMENTS.
(a) Seller represents and warrants as of this date that:
(i) Except for the Lease Agreement in existence between AEI Fund
Management XVII, Inc., AEI Net Lease Income & Growth Fund XX
Limited Partnership, and AEI Income & Growth Fund 23 LLC (as
Lessors) and Aramark Educational Resources, Inc.,kba Children's
World Learning Centers, Inc., a Delaware corporation (as Tenant),
dated March 30, 2001.
(ii) It is not aware of any pending litigation or condemnation
proceedings against the Property or Seller's interest in the
Property.
(iii)Except as previously disclosed to Buyer and as
permitted in paragraph (b) below, Seller is not aware of any
contracts Seller has executed that would be binding on Buyer
after the closing date.
Buyer Initial: /s/ PAP /s/ REP
Purchase Agreement for Children's World, New Albany, Ohio
(b) Provided that Buyer performs its obligations when
required, Seller agrees that it will not enter into any new
contracts that would materially affect the Property and be
binding on Buyer after the Closing Date without Buyer's
prior consent, which will not be unreasonably withheld.
12. DISCLOSURES.
(a) Seller has not received any notice of any material,
physical, or mechanical defects of the Property, including
without limitation, the plumbing, heating, air conditioning,
and ventilating, electrical system. To the best of Seller's
knowledge without inquiry, all such items are in good
operating condition and repair and in compliance with all
applicable governmental, zoning, and land use laws,
ordinances, regulations and requirements. If Seller shall
receive any notice to the contrary prior to Closing, Seller
will inform Buyer prior to Closing.
(b) Seller has not received any notice that the use and
operation of the Property is not in full compliance with
applicable building codes, safety, fire, zoning, and land
use laws, and other applicable local, state and federal
laws, ordinances, regulations and requirements. If Seller
shall receive any notice to the contrary prior to Closing,
Seller will inform Buyer prior to Closing.
(c) Seller knows of no facts nor has Seller failed to
disclose to Buyer any fact known to Seller which would
prevent the Tenant from using and operating the Property
after the Closing in the manner in which the Property has
been used and operated prior to the date of this Agreement.
If Seller shall receive any notice to the contrary prior to
Closing, Seller will inform Buyer prior to Closing.
(d) Seller has not received any notice that the Property is
in violation of any federal, state or local law, ordinance,
or regulations relating to industrial hygiene or the
environmental conditions on, under, or about the Property,
including, but not limited to, soil, and groundwater
conditions. To the best of Seller's knowledge, 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. Buyer agrees that Seller will have no
liability of any type to Buyer or Buyer's successors,
assigns, or affiliates in connection with any Hazardous
Materials on or in connection with the Property either
before or after the Closing Date, except such Hazardous
Materials on or in connection with the Property arising out
of Seller's gross negligence or intentional misconduct. If
Seller shall receive any notice to the contrary prior to
Closing, Seller will inform Buyer prior to Closing.
(e) Buyer agrees that it shall be purchasing the Property
in its then present condition, as is, where is, and Seller
has no obligations to construct or repair any improvements
thereon or to perform any other act regarding the Property,
except as expressly provided herein.
(f) Seller has no actual knowledge of any misstatement of
fact in any document to be supplied by Seller from third
parties upon which Buyer may be relying to make Buyer's
decision to purchase the Property. Seller will make
available such information in Seller's possession as
Purchaser may request in writing. Buyer acknowledges that,
having been given the opportunity to inspect the Property
and such financial information on the Lessee and Guarantors
of the Lease as Buyer or its advisors shall request, if in
Seller's possession, Buyer is relying solely on its own
investigation of the Property and not on any information
provided by Seller or to be provided except as set forth
herein. Buyer further acknowledges that the information
provided and to be provided by Seller with respect to the
Buyer Initial: /s/ PAP /s/ REP
Purchase Agreement for Children's World, New Albany, Ohio
Property, the Property and to the Lessee and Guarantors of
Lease was obtained from a variety of sources and Seller
neither (a) has made independent investigation or
verification of such information, or (b) makes any
representations as to the accuracy or completeness of such
information except as herein set forth. The sale of the
Property as provided for herein is made on an "AS IS" basis,
and Buyer expressly acknowledges that, in consideration of
the agreements of Seller herein, except as otherwise
specified herein in paragraph 11(a) and (b) above and this
paragraph 12, Seller makes no Warranty or representation,
Express or Implied, or arising by operation of law,
including, but not limited to, any warranty of condition,
habitability, tenantability, suitability for commercial
purposes, merchantability, or fitness for a particular
purpose, in respect of the Property.
The provisions (d) - (f) above shall survive Closing.
13. CLOSING.
(a) Before the closing date, Seller will deposit into
escrow an executed special warranty deed warranting title against
lawful claims by, through, or under a conveyance from Seller, but
not further or otherwise, conveying insurable title of the
Property to Buyer, subject to the exceptions contained in
paragraph 8 above. Seller will also deliver an Estoppel
Certificate certified by Seller as to the absence of known
defaults by Lessee and Lessor under the Lease
(b) On or before the closing date, Buyer will deposit into
escrow: the balance of the Purchase Price when required under
Section 4; any additional funds required of Buyer, (pursuant to
this agreement or any other agreement executed by Buyer) to close
escrow. Both parties will deliver to the escrow holder any other
documents reasonably required by the escrow holder to close
escrow.
(c) On the closing date, if escrow is in a position to
close, the escrow holder will: record the deed in the
official records of the county where the Property is
located; cause the title company to commit to issue the
title policy; immediately deliver to Seller the portion of
the purchase price deposited into escrow by cashier's check
or wire transfer (less debits and prorations, if any);
deliver to Seller and Buyer a signed counterpart of the
escrow holder's certified closing statement and take all
other actions necessary to close escrow.
14. DEFAULTS. If Buyer defaults, Buyer will forfeit all rights
and claims and Seller will be relieved of all obligations and
will be entitled to retain all monies heretofore paid by the
Buyer. In addition, Seller shall retain all remedies available to
Seller at law or in equity.
If Seller shall default, Buyer irrevocably waives any rights
to file a lis pendens, a specific performance action or any other
claim, action or proceeding of any type in connection with the
Property or this or any other transaction involving the Property,
and will not do anything to affect title to the Property or
hinder, delay or prevent any other sale, lease or other
transaction involving the Property (any and all of which will be
null and void), unless: it has paid the First Payment, deposited
the balance of the Second Payment for the Purchase Price into
escrow, performed all of its other obligations and satisfied all
conditions under this Agreement, and unconditionally notified
Seller that it stands ready to tender full performance, purchase
the Property and close escrow as per this Agreement, regardless
of any alleged default or misconduct by Seller. Provided,
however, that in no event shall Seller be liable for any
punitive, consequential or speculative damages arising out of any
default by Seller hereunder.
15. BUYER'S REPRESENTATIONS AND WARRANTIES.
Buyer Initial: /s/ PAP /s/ REP
Purchase Agreement for Children's World, New Albany, Ohio
a. Buyer represents and warrants to Seller as follows:
(i) In addition to the acts and deeds recited herein and
contemplated to be performed, executed, and delivered by
Buyer, Buyer shall perform, execute and deliver or cause to
be performed, executed, and delivered at the Closing or
after the Closing, any and all further acts, deeds and
assurances as Seller or the Title Company may require and be
reasonable in order to consummate the transactions
contemplated herein.
(ii) 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 hereby.
(iii) To Buyer's knowledge, neither the execution and
delivery of this Agreement nor the consummation of the
transaction contemplated hereby will violate or be in
conflict with (a) any applicable provisions of law, (b) any
order of any court or other agency of government having
jurisdiction hereof, or (c) any agreement or instrument to
which Buyer is a party or by which Buyer is bound.
16. DAMAGES, DESTRUCTION AND EMINENT DOMAIN.
(a) If, prior to closing, the Property or any part thereof
be destroyed or further damaged by fire, the elements, or
any cause, due to events occurring subsequent to the date of
this Agreement to the extent that the cost of repair exceeds
$10,000.00, this Agreement shall become null and void, at
Buyer's option exercised, if at all, by written notice to
Seller within ten (10) 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 (i) all contingencies set forth in
Paragraph 6 hereof have been satisfied, or waived; and (ii)
any ten-day period provided for above in this Subparagraph
16a 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 (pro-rata in relation to the Property)
resulting from said damage or destruction to the extent that
the same are payable with respect to damage to the Property,
subject to rights of any Tenant of the Property.
If the cost of repair is less than $10,000.00, Buyer shall
be obligated to otherwise perform hereinunder with no
adjustment to the Purchase Price, reduction or abatement,
and Seller shall assign Seller's right, title and interest
in and to all insurance proceeds pro-rata in relation to the
Property, subject to rights of any Tenant of the Property.
(b) If, prior to closing, the Property, or any part
thereof, is taken by eminent domain, 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 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, subject to rights of any Tenant
of the Property.
Buyer Initial: /s/ PAP /s/ REP
Purchase Agreement for Children's World, New Albany, Ohio
In the event that this Agreement is terminated by Buyer as
provided above in Subparagraph 16a or 16b, the First Payment
shall be immediately returned to Buyer (after execution by Buyer
of such documents reasonably requested by Seller to evidence the
termination hereof.)
17. BUYER'S 1031 TAX FREE EXCHANGE.
While Seller acknowledges that Buyer is purchasing the
Property as "replacement property" to accomplish a tax free
exchange, Buyer acknowledges that Seller has made no
representations, warranties, or agreements to Buyer or Buyer's
agents that the transaction contemplated by the Agreement will
qualify for such tax treatment, nor has there been any reliance
thereon by Buyer respecting the legal or tax implications of the
transactions contemplated hereby. Buyer further represents that
it has sought and obtained such third party advice and counsel as
it deems necessary in regards to the tax implications of this
transaction.
Buyer wishes to novate/assign the ownership rights and
interest of this Purchase Agreement to Xxxxxxxx Xxxxxx who will
act as Accommodator to perfect the 1031 exchange by preparing an
agreement of exchange of Real Property whereby Xxxxxxxx Xxxxxx
will be an independent third party purchasing the ownership
interest in subject property from Seller and selling the
ownership interest in subject property to Buyer under the same
terms and conditions as documented in this Purchase Agreement.
Buyer asks the Seller, and Seller agrees to cooperate in the
perfection of such an exchange if at no additional cost or
expense to Seller or delay in time. Buyer hereby indemnifies and
holds Seller harmless from any claims and/or actions resulting
from said exchange. Pursuant to the direction of Xxxxxxxx
Xxxxxx, Seller will deed the property to Buyer.
18. CANCELLATION
If any party elects to cancel this Contract because of any
breach by another party or because escrow fails to close by
the agreed date, the party electing to cancel shall deliver
to escrow agent a notice containing the address of the party
in breach and stating that this Contract shall be cancelled
unless the breach is cured within 13 days following the
delivery of the notice to the escrow agent. Within three
days after receipt of such notice, the escrow agent shall
send it by United States Mail to the party in breach at the
address contained in the Notice and no further notice shall
be required. If the breach is not cured within the 13 days
following the delivery of the notice to the escrow agent,
this Contract shall be cancelled.
19. 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 agreements or understandings.
Exhibits attached to this Agreement are incorporated into
this Agreement.
(b) If this escrow has not closed by December 30, 2002
through no fault of Seller, Seller may either, at its
election, extend the closing date or exercise any remedy
available to it by law, including terminating this
Agreement.
Buyer Initial: /s/ PAP /s/ REP
Purchase Agreement for Children's World, New Albany, Ohio
(c) Funds to be deposited or paid by Buyer must be good and
clear funds in the form of cash, cashier's checks or wire
transfers.
(d) 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:
AEI Fund Management XVII, Inc.,
AEI Net Lease Income & Growth Fund XX Limited Partnership, and
AEI Income & Growth Fund 23 LLC
1300 Minnesota World Trade Center
00 Xxxx Xxxxxxx Xxxxxx
Xx. Xxxx, XX 00000
If to Buyer:
Xxxxx X. Xxxx and Xxxxxx X. Xxxx
0000 Xxxxxxxxx Xxxx
Xxxxxxx, XX 00000-0000
When accepted, this offer will be a binding agreement for
valid and sufficient consideration which will bind and benefit
Buyer, Seller and their respective successors and assigns. Buyer
is submitting this offer by signing a copy of this offer and
delivering it to Seller. Seller has five (5) business days from
receipt within which to accept this offer.
This Agreement shall be governed by, and interpreted in
accordance with, the laws of the state of Florida.
IN WITNESS WHEREOF, the Seller and Buyer have executed this
Agreement effective as of the day and year above first written.
BUYER: Xxxxx X. Xxxx
By:/s/ Xxxxx X Xxxx
Xxxxx X. Xxxx
Xxxxxx X. Xxxx
By:/s/ Regula E Xxxx
Xxxxxx X. Xxxx
Buyer Initial: /s/ PAP /s/ REP
Purchase Agreement for Children's World, New Albany, Ohio
SELLER: AEI Fund Management XVII, Inc.
By:/s/ Xxxxxx X Xxxxxxx
Xxxxxx X. Xxxxxxx, its President
AEI Net Lease Income & Growth Fund XX Limited Partnership
By: AEI Fund Management XX, Inc., its corporate general partner
By: /s/ Xxxxxx X Xxxxxxx
Xxxxxx X. Xxxxxxx, its President
AEI Income & Growth Fund 23 LLC
By: AEI Fund Management XXI, Inc., its managing member
By: /s/ Xxxxxx X Xxxxxxx
Xxxxxx X. Xxxxxxx, its President
Buyer Initial: /s/ PAP /s/ REP
Purchase Agreement for Children's World, New Albany, Ohio
Exhibit "A"
PARCEL 1:
Situated in the State of Ohio, County of Franklin, City of
Columbus, Xxxxxxx 00, Xxxxxxx Xxxxxxxx 0; Xxxxxxxx 0, Xxxxx
00, Xxxxxx Xxxxxx Military Lands and being out of that
original 104.471 acre tract as conveyed to The New Albany
Company of record in Official Record 16105D10, (all
references refer to the records of the Recorder's Office,
Franklin County, Ohio) and described as follows:
Beginning, for reference, at the centerline of Central
College Road with New Albany Road East as shown in Plat Book
86, Page 78;
thence South 86 deg. 08' 40" East, with said centerline, the
northerly line of said Section 13, a distance of 406.13 feet
to the northwesterly corner of that 3.958 acre tract as
conveyed to Xxxx X. Xxxxxx et al of record in Official
Record 28535G15;
thence South 03 deg. 42' 07" West, with the westerly line of
said 3.958 acre tract, a distance of 281.54 feet to an iron
pin set at the TRUE POINT OF BEGINNING;
thence South 03 deg. 42' 07" West, continuing with said
westerly line, a distance of 510.00 feet to an iron pin set
at the southwesterly corner thereof, the northwesterly
corner of that 5.272 acre tract as conveyed to Xxxxxxxx X.
Xxxxxxxxx of record in Official Record 27335B07, a
northeasterly corner of that 50.84 acre tract as conveyed to
the Ohio Health Corporation of record in Instrument Number
199801070003919;
thence with the northerly line of said 50.84 acre tract, the
following courses:
North 44 deg. 03' 47" West, a distance of 81.04 feet to an
iron pin set;
North 77 deg. 26' 00" West, a distance of 68.05 feet to an
iron pin set;
North 54 deg. 17' 00" West, a distance of 62.00 feet to an
iron pin set;
North 65 deg 53' 00" West, a distance of 127.00 feet to an
iron pin set;
South 48 deg. 23' 00" West, a distance of 121.34 feet to an
iron pin set on a curve in the easterly right-of-way line of
proposed New Albany Road East;
Thence across said 104.71 acre tract, the following courses:
with said curve to the left and with said proposed easterly
right-of-way line, having a central angle of 08 deg. 15' 08"
and a radius of 1050.00 feet, a chord bearing and distance
of North 22 deg. 00' 14" East, 151.10 fee to an iron pin
set;
South 86 deg. 17' 53" East, a distance of 144.75 feet to an
iron pin set at a point of curvature;
with said curve to the left, having a central angle of 90
deg. 00' 00" and a radius of 100.00 feet, a chord bearing
and distance of North 48 deg. 42' 07" East, 141.42 feet to
an iron pint set a t appoint of tangency;
North 03 deg. 42' 07" East, a distance of 220.85 feet to an
iron pin set;
South 86 deg. 17' 53 East, a distance of 145.00 feet to the
True Point of Beginning and containing 2.035 acres of land,
more or less.
Bearings are based on the Ohio State Plan Coordinate System
as per NAD83. Control fro bearings was from coordinates of
monuments XXXXX 5574 and XXXXX 5113, with Central College
Road having a bearing of South 86 deg. 09' 40" East,
established by the Franklin County Engineering Department
using Global Position System procedures and equipment.
PARCEL 2- Access Easement
Together with an easement for ingress-egress over the
following described property:
Situated in the State of Ohio, County of Franklin, City of
Columbus, Xxxxxxx 00, Xxxxxxx Xxxxxxxx 0, Xxxxx 00, Xxxxxx
Xxxxxx Military Lands and being out of that original 104.471
acre tract as conveyed to the New Albany Company of record
in Official Record 16105D10, (all references refer to the
records of the Recorder's Office, Franklin County, Ohio) and
described as follows:
Beginning, for reference, at the centerline intersection of
Central College Road with New Albany Road East as shown in
Plat Book 86, Page 78;
thence South 86 deg. 08' 40" West, with the centerline of
said Central College Road, a distance of 239.66 feet to a
point;
thence South 03 deg. 51' 20" West, leaving said centerline
at a right angle and across said New Albany Company tract, a
distance of 174.38 feet to the True Point of Beginning;
thence across said New Albany Company tract, the following
courses:
South 86 deg. 17' 53" East, a distance of 30.00 feet to a
point;
South 03 deg. 42' 07" West, a distance of 220.85 feet to a
point of curvature;
With a curve to the right, having a central angle of 90 deg.
00' 00" and a radius of 115.00 feet, a chord bearing and
distance of South 48 deg. 42' 07" West, 162.63 feet to a
point of tangency;
North 86 deg. 17' 53" West, a distance of 148.66 feet to a
point on a curve in the easterly right-of-way line of the
proposed New Albany Road East Extension;
With said easterly right-of-way line and with said curve to
the left, having a central angle of 01 deg. 41' 19" and a
radius of 1050.00 feet, a chord bearing and distance of
North 17 deg. 52' 45" East, 30.94 feet to a point; South 86
deg. 17' 53" East, a distance of 141.08 feet to a point of
curvature;
With a curve to the left, having a central angle of 90 deg.
00' 00" and a radius of 85.00 feet, a chord bearing and
distance of North 48 deg. 42' 07" East, 120.20 feet to a
point of tangency;
North 03 deg. 42' 07 East, a distance of 220.85 feet to the
True Point of Beginning and containing 0.360 acre of land,
more or less.
PARCEL 3-Access and Utility Easements
Easements and other rights as contained in the Cross
Easement and Maintenance Agreement by and between The New
Albany Company LLC and Aramark Educational Resources, Inc.
filed of record on December 22, 1999 as Instrument No.
199912220313327, as re-recorded on June 1, 2000 as
Instrument No. 200006010107180, as modified by a First
Amendment to Cross Easement and Maintenance Agreement
recorded on March 1, 2001 as Instrument Xx. 000000000000000,
Xxxxxxxx Xxxxxx, Xxxx Recorder's Office, as described and
contained therein.
PARCEL 4- Sign Easement
Easements and other rights as contained in the Signage
Easement and Maintenance Agreement by and Between The New
Albany Company LLC and Aramark Educational Resources, Inc.
filed of record on March 1, 2001 as Instrument Xx.
000000000000000, Xxxxxxxx Xxxxxx, Xxxx Recorder's Office.
Parcel No. 010-251225
