PURCHASE AGREEMENT
00000 Xxxxx Xxxxxx Xxxxxxxxx
Xxxxxxx, XX
This AGREEMENT, entered into effective as of the 30th of July,
2002.
l. PARTIES. Seller is AEI Real Estate Fund XVI Limited
Partnership ("Seller"). Seller holds an undivided 100% interest
in the fee title to that certain real property legally described
in the attached Exhibit "A" (the "Property"). Buyer is Xxxxxx X.
Xxxxxxxx and Xxxxxx X. Xxxx and/or its assigns ("Buyer"). Seller
wishes to sell and Buyer wishes to buy the Property.
2. PROPERTY. The Property to be sold to Buyer in this transaction
is legally described on Exhibit "A" attached hereto, subject to
the provisions of Buyer review of title as set forth below in
paragraph 8, including that certain Net Lease Agreement between
Seller and Creative Years Early Learning Centers, Inc.
3. PURCHASE PRICE. The purchase price for this Property is
$230,000 cash plus $50 independent consideration, based on the
following terms:
4. TERMS. Subject however to sections 15(b) and 15(c) the
purchase price for the Property will be paid by Buyer as follows:
(a) When this agreement is executed, Buyer will pay $1,000
in cash or good funds (the "First Payment") to Houston
Title, Attn: Xxxxx XxXxxxx, 000 Xxxx Xxx Xxxxxxxxx, Xxxxx
000, Xxxxxxx, XX 00000 ("Escrowee"). The First Payment will
be credited against the purchase price when and if escrow
closes and the sale is completed, or otherwise disbursed
pursuant to the terms of this Agreement. After the
expiration of the Review Period as defined in paragraph 6
below, the First Payment held for the account of Seller
shall become non-refundable.
(b) Buyer will pay the balance of purchase price for the
Property, $229,000 in cash or good funds (the "Second
Payment"), at closing to the Escrowee who shall close the
transaction according to the terms hereof.
(c) When this Agreement is executed, Buyer will also pay $50
in cash in good funds directly to Seller ("Option
Consideration"), which shall be in consideration for Seller's
execution of this Agreement, but will be credited against the
purchase price when and if escrow closes and the sale is
completed. The Option Consideration shall be considered non-
refundable if this Agreement is terminated for any reason.
5. CLOSING DATE. Subject however to sections 15(b) and 15(c)
escrow shall close on or before the thirtieth day after the
Inspection and Feasibility Study is completed.
6. DUE DILIGENCE. Buyer will have until the expiration of the
90th day after delivery of the signed "Agreement" (the
"Inspection and Feasibility Study Period"), to conduct all of its
inspections and due diligence and satisfy itself regarding title
to the Property, and to inspect the Property. Buyer agrees to
indemnify and hold 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. Buyer expressly
acknowledges that the sale of the Property as provided for herein
is made on an "AS IS" basis, and such provision shall survive
closing.
Subject however to sections 15(b) and 15(c) buyer may cancel
this agreement for any reason in its sole discretion by
delivering a cancellation notice by certified mail, return
receipt requested, or by personal delivery to Seller and escrow
holder before the expiration of the Inspection and Feasibility
Study Period or Inspection Period as defined in Section 16. If
this Agreement is not canceled as set forth herein, the First
Payment shall be non-refundable unless Seller shall default
hereunder.
If Buyer cancels this Agreement as permitted under this
Section or Section 16, except for any title insurance and/or
escrow cancellation fees of the escrowee which will be paid by
the Buyer, and any liabilities under sections 15(a)(iii) and
16(b) 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 Seller shall be in default of any obligation
hereunder, or 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 have canceled this Agreement and
relinquish all rights in and to the Property. If this Agreement
is not canceled 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 Buyer and the First Payment
shall be deposited by Buyer with Escrowee. 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. The parties
agree to sign these additional instructions of the Escrowee, if
any. If there is any conflict between these other instructions
and this Agreement, this Agreement will control. Escrow will be
opened upon acceptance of this Agreement by Seller.
8. TITLE. Closing will be conditioned on the commitment of
Escrowee 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 marketable and insurable fee simple
title to the Property subject only to: the Permitted Exceptions
as defined in paragraph 2 above; current real property taxes and
assessments; and survey exceptions. Buyer shall have a Title
Commitment issued and tendered to Buyer within twenty (20) days
of the date this Purchase Agreement is delivered to Escrowee.
Buyer shall be allowed until the expiration of the
"Inspection and Feasibility Study Period" for examination and the
making of any objections to the survey and to any exception
contained in the Title Commitment, said objections to be made in
writing or deemed waived. If any objections are so made, the
Seller shall be allowed thirty (30) days to cure Buyer's
objections, or in the alternative to obtain a commitment for
insurable title insuring over Buyer's objections. If Seller
shall decide to make no efforts to cure Buyer's objections, or is
unable to 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
shall be returned and this agreement shall be null and void and
of no further force and effect.
Pending correction of title, the payments hereunder required
shall be postponed, but upon correction of title and within ten
(10) days after written notice of correction to the Buyer, the
parties shall perform this agreement according to its terms.
If Buyer shall make no written objection to Seller within
the Review Period setting forth Buyer's objections to the status
of title, Buyer shall have been deemed to have waived any such
objections.
9. CLOSING COSTS. Seller will pay the deed stamp taxes, if any,
and one-half of escrow fees attributable to the closing services
for this transaction. Buyer shall pay for the cost of issuing
the title commitment. Buyer will pay the cost of the title
insurance premium for an Owner's policy (if desired by Buyer).
Buyer will pay all recording fees, one-half of the escrow fees,
the costs of a new survey or an update to the Survey in Seller's
possession (if an update is required by Buyer). Each party will
pay its own attorneys' fees and costs to document and close this
transaction. Buyer will pay real estate commissions to brokers,
if any.
10. REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS.
Seller represents that to the best of its knowledge, all real
estate taxes and assessments due and payable in all years prior
to the year of Closing have been paid in full. Responsibility
for real estate taxes and special assessments shall be prorated
as of the date of closing based upon the most recently available
tax xxxx with no readjustment for the taxes due for the year in
which closing shall occur. All real estate taxes and special
assessments due and payable in the years following the year in
which closing occurs shall otherwise be the responsibility of
Buyer. The parties acknowledge and agree that the tenant of the
property is responsible for payment of taxes and thus no actual
proration of funds at closing shall occur. However, seller shall
remain responsible for the pro-rata share of taxes prior to
closing and Buyer assumes the responsibility for the pro-rata
share of taxes after closing.
11. SELLER'S REPRESENTATION AND AGREEMENTS.
Seller represents and warrants as of this date that:
(i) The Property is subject to a Net Lease Agreement as
follows:
(a) Net Lease Agreement entered into December 21, 1990
by and between Seller and Creative Years Early Learning
Centers, Inc., as amended by Amendment To Net Lease
Agreement effective as of August 5, 1993.
(ii) It is not aware of any pending litigation or
condemnation proceedings against the Property or Seller's
interest in the Property that have not been disclosed to
Buyer.
(iii) It is not aware of any contracts affecting this
Property and potentially or actually binding on Buyer after
the closing date.
(iv) Seller has all requisite power and authority to
consummate the transaction contemplated by this Agreement
and has by proper proceedings duly authorized the execution
and delivery of this Agreement and the consummation of the
transaction contemplated hereby.
12. DISCLOSURES.
(a) Seller has been an absentee landlord. Consequently,
Seller has little, if any, knowledge of the physical
characteristics of the Property.
Accordingly, except as otherwise specifically stated in the
Agreement, Seller hereby specifically disclaims any
warranty, guaranty, or representation, oral or written,
past, present, or future of, as to, or concerning (i) the
nature and condition of the Property, including, without
limitation, the water, soil, and geology, and the
suitability thereof and of the Property for any and all
activities and uses which Buyer may elect to conduct
thereon; (ii) except for the warranty of title contained in
the Deed to be delivered by Seller at the closing, the
nature and extent of any right of way, lease, possession,
lien, encumbrance, license, reservation, condition, or
otherwise, and (iii) the compliance of the Property or its
operation with any laws, ordinances, or regulations of any
government or other body.
(b) This Agreement is subject to an inspection contingency
as set forth in Section 16. Buyer acknowledges and agrees
that Buyer is not relying upon any representation or
warranties made by Seller or Seller's Agent except those
provided herein.
(c) Buyer acknowledges that, having been given the
opportunity to inspect the Property, 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 expressly acknowledges that, in
consideration of the agreements of the Seller herein, except
as otherwise specified herein, Seller makes no Warranty or
representation, express or implied, or arising by operation
of law, including, but not limited to, any warranty or
condition, habitability, tenantability, suitability for
commercial purposes, merchantability, profitability, or
fitness for a particular purpose, in respect of the
Property.
(d) BUYER AGREES THAT IT SHALL BE PURCHASING THE PROPERTY IN
ITS THEN PRESENT CONDITION, AS IS, WHERE IS, AND SELLER HAS
NO OBLIGATION TO CONSTRUCT OR REPAIR ANY IMPROVEMENTS
THEREON, OR TO PERFORM ANY OTHER ACT REGARDING THE PROPERTY.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, BUYER ALSO
AGREES THAT SELLER WILL HAVE NO LIABILITY OF ANY TYPE,
DIRECT OR INDIRECT, TO BUYER OR BUYER'S SUCCESSORS, ASSIGNS,
LENDERS OR AFFILIATES IN CONNECTION WITH ANY HAZARDOUS,
TOXIC, DANGEROUS, FLAMMABLE, EXPLOSIVE OR CHEMICAL
SUBSTANCES OF ANY TYPE (WHETHER OR NOT DEFINED AS SUCH UNDER
ANY APPLICABLE LAWS) ON OR IN CONNECTION WITH THE PROPERTY
EITHER BEFORE OR AFTER THE CLOSING DATE.
The provisions (a) through (d) shall survive closing.
13. CLOSING.
(a) Before the closing date, Seller will deposit into escrow
an executed limited warranty deed subject to Permitted
Exceptions conveying insurable title of the Property to
Buyer. At Closing, Seller shall deliver to Buyer a standard
Seller's Affidavit regarding liens and judgments. Buyer
will be given five (5) business days, prior to closing, to
review all closing documents.
(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 sign and
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 as Seller's sole remedy.
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, performed
all of its other obligations and satisfied all conditions under
this Agreement, and unconditionally notifies Seller that it
stands ready to tender full performance, purchase the Property
and close escrow as per this Agreement. Provided, however, that
in no event shall Seller be liable for any consequential,
punitive or speculative damages arising out of any default by
Seller hereunder.
15. BUYER'S REPRESENTATIONS AND WARRANTIES.
a. Buyer represents and warrants to Seller as follows:
(i) 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.
(ii) With the exception listed in paragraphs 15(b) and
15(c) below 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.
(iii) Buyer agrees to indemnify and hold Seller harmless
from any and all claim of any persons or entities claiming a
brokerage or other fee arising out of representation of
Buyer.
b. It is however, understood and acknowledged by Buyer and
Seller, that the present lessee of the property, Creative
Years Early Learning Centers, Inc. has filed for bankruptcy
protection under United States Bankruptcy Code Chapter 11.
In order to complete the purchase transaction,
Sellers acknowledges that court approval may be required.
Should this occur, Seller grants buyer an extension of time
to get said approval and will accordingly extend the 90 day
period referred to in paragraph 6 above until such approval
is granted or denied, or for 60 days, whichever is sooner.
c. Seller further agrees that the first payment paid by
Buyer will be returned in full to the Buyer subject to
payment of any title insurance or any escrow cancellations
fees and any liabilities under sections 15(a) (iii) and 16
(b) of this Agreement in the unlikely event that court
approval to sell the property is denied.
16. PROPERTY INSPECTION AND ENVIRONMENTAL.
(a) Seller shall provide Buyer access to the Property from
time to time for the purpose of conducting inspections
thereof including mechanical, structural, electrical and
other physical inspections. Buyer has until 90 days after
the signing of the agreement by Seller to complete such
physical inspection (the "Inspection and Feasibility
Study").
(b) Buyer shall indemnify, defend, and hold harmless Seller
from and against any and all losses, claims, causes of
action, liabilities, and costs to the extent caused by the
actions of Buyer, its agents, employees, contractors, or
invitees, during any such entry upon the Property. The
foregoing duty of indemnification shall include the duty to
pay all reasonable attorney's fees incurred by the Seller in
responding to or defending any such claims or proceedings.
(c) Buyer shall pay for any Phase I Environmental studies it
wants to be performed on the Property. If Buyer desires a
Phase I Environmental, Buyer shall obtain and review the
same within ninety (90) days from the date this agreement is
signed by Seller. If the Phase I Environmental report does
not meet hazardous material standards as required by the
ruling state and Federal agencies, the Buyer may terminate
this Agreement within said 90 days period and receive a full
refund of the Xxxxxxx Money. However, if Buyer terminates,
Buyer prior to termination will provide Seller with copies
of all reports and test results Buyer had performed on the
Property.
(d) Seller shall deliver to Buyer, on or before ten (10)
days following the date Seller signs this contract, the
following items to the extent within Seller's possession, or
if such item(s) do not exist or Seller does not possess such
items, a statement to that effect:
(a.) Any leases on the Property;
(b.) All surveys of the property currently in the possession of
Seller.
If this transaction does not close as scheduled, Purchaser
shall return the items set forth in (a.)-(b.) to Seller
within a reasonable time following termination of Contract.
The Inspection and Feasibility Study Period (as hereinafter
defined) shall be extended for one (1) day for each day by
which Seller is late in delivering the items (a.)-(b.).
17. 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
$20,000, 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 period provided for above in this Subparagraph 17a for
Buyer to elect to terminate this Agreement has expired or
Buyer has, by written notice to Seller, waived Buyer's right
to terminate this Agreement. If Buyer elects to proceed and
to consummate the purchase despite said damage or
destruction, there shall be no reduction in or abatement of
the purchase price, and Seller shall assign to Buyer the
Seller's right, title, and interest in and to all insurance
proceeds resulting from said damage or destruction to the
extent that the same are payable with respect to damage to
the Property.
If the cost of repair is less than $20,000.00, 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 in relation to the
Property.
(b) If, prior to closing, the Property, or any part thereof,
is taken (other than as disclosed in writing to Buyer prior
to the date of this Agreement) 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 all the Seller's right, title, and interest in and to
any award made, or to be made, in the condemnation
proceeding in relation to the Property.
In the event that this Agreement is terminated by Buyer as
provided above in Subparagraph 17(a) or 17(b), 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).
18. SELLER'S AND BUYER'S BROKERS. The Seller is not represented
by a broker in this transaction. Any real estate broker
commission earned by a broker enlisted by the Buyer is to be paid
solely by the Buyer. Both parties represent and warrant that no
other broker has been involved on behalf of the warranting party,
and both parties agree to indemnify the other and hold harmless
from any claim through or on behalf of such other party.
19. CANCELLATION. If any party elects to cancel this Contract
because of any breach by another party, 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 canceled 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 canceled.
20. 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 through no fault of
Seller, by the thirtieth day after the completion of the
Inspection and Feasibility Study, Seller may either, at its
election, extend the closing date, exercise any remedy
available to it by law, including but not limited to
terminating this Agreement.
(c) FUNDS TO BE DEPOSITED OR PAID BY BUYER WILL 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:
Attention: Xxxxxx X. Xxxxxxx
AEI Real Estate Fund XVI Limited Partnership
1300 Minnesota World Trade Center
00 X. 0xx Xxxxxx
Xx. Xxxx, XX 00000-0000
If to Buyer:
Xxxxxx X. Xxxxxxxx and
Xxxxxx X. Xxxx
c/o 00000 Xxxxxxxx Xxxxx #0000
Xxxxxxx, XX 00000
(e) Buyer may freely assign his rights and obligations under
this Agreement to a third party controlled by Buyer, provided
however, Buyer shall not be relieved of his obligations
hereunder.
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 and delivering a copy of this Agreement
signed by Buyer and the $1,000 First Payment to Escrowee;
Escrowee shall sign below acknowledging receipt of this Agreement
signed by Buyer and the First Payment, which will be deposited in
to escrow by Escrowee. Seller has five (5) business days after
receipt of the executed offer, Option Consideration, and
acknowledgment of receipt of the First Payment by Escrowee within
which to accept this offer by fully executing this contract and
giving both Buyer and Escrowee written notice thereof; if not
accepted by Seller, Escrowee shall immediately return the First
Payment to Buyer and shall not require any releases by the
Seller.
IN WITNESS WHEREOF, the Seller and Buyer have executed this
Agreement effective as of the day and year above first written.
BUYER:
By: /s/ Xxxxxx X. Xxxx /s/ Xxxxxx X. Xxxxxxxx
Its: Individually Individually
Title Title
SELLER:
AEI Real Estate Fund XVI Limited Partnership, a Minnesota
limited partnership.
By: AEI Fund Management XVI, Inc., its corporate general
partner, a Minnesota corporation
By: /s/ Xxxx X. Xxxxxx
Xxxx X. Xxxxxx, Chief Financial Officer
ESCROWEE:
The Title Company hereby acknowledges receipt of a fully
executed copy of this Agreement and the First Payment referred to
in the Agreement on 2002, and agrees to accept, hold, deliver
and disburse the First Payment and Second Payment, together with
all interest accrued thereon and received by the Title Company,
strictly in accordance with the terms and provisions of this
Agreement. In performing any of its duties hereunder, the Title
Company shall not incur any liability to anyone for any damages,
losses or expenses, except for negligence, willful default or
breach of trust, and it shall accordingly not incur any liability
with respect (i) to any action taken or omitted in good faith
upon advice of its counsel, or (ii) to any action taken or
omitted in reliance upon any instrument, including any written
notice or instruction provided for in this Agreement, not only as
to its due execution and the validity and effectiveness of its
provisions, but also as to the truth and accuracy of any
information contained therein, which the Title Company shall in
good faith believe to be genuine, to have been signed or
presented by a proper person or persons and to conform with the
provisions of this Agreement. Seller and Buyer hereby agree to
indemnify and hold harmless the Title Company against any and all
losses, claims, damages, liabilities and expenses, imposed upon
the Title Company or incurred by the Title Company in connection
with its acceptance or the performance of its duties hereunder,
including any litigation arising from this Agreement or involving
the subject matter hereof, unless such losses, claims, damages,
liabilities and expenses arise out of Title Company's negligence,
willful default or breach of trust. In the event of a dispute
between Seller and Buyer sufficient in the discretion of the
Title Company to justify its doing so, the Title Company shall be
entitled to tender into the registry of the District Court of
Xxxxxx County, Texas, all money or property in its hands under
this Agreement, together with such legal pleadings as it deems
appropriate, and thereupon be discharged from all further duties
and liabilities under this Agreement. Seller and Buyer shall
bear all costs and expenses of such legal proceedings.
HOUSTON TITLE
By:
Its:
Exhibit "A"
Legal Description
00000 Xxxxx Xxxxxx Xxxxxxxxx, Xxxxxxx, XX
0.99757 ACRE (CALLED 1.0071 ACRE) OF LAND
IN THE W.C.R.R. CO. SURVEY, BLOCK 2,
XXXXXXX 00, XXXXXXXX XX. 000
XXXXXX XXXXXX, XXXXX
BEING all of a tract or parcel of land in the W.C.R.R. Co.
Survey, Block 2, Section 13, Abstract No. 909, in Xxxxxx County,
Texas. Said 0.99757 Acre tract is more particularly described as
follows:
COMMENCING at a 5/8-inch iron rod found marking an angle point in
the westerly line of Glencairn Village Subdivision as recorded in
Volume 281, Page 51 of the Xxxxxx County Map Records;
THENCE, North 00 degrees 28 minutes 36 seconds West, along said
westerly line and the easterly right-of-way line of an "Existing
175-foot Drainage Easement" recorded in Volume 2279, Page 597 of
the Xxxxxx County Deed Records, for a distance of 1419.26 feet to
a 5/8-inch iron rod found marking the northwesterly corner of
said subdivision, and the southwesterly corner of said 0.99757
Acre tract and the POINT OF BEGINNING;
THENCE, North 00 degrees 28 minutes 36 seconds West, along said
easterly right-of-way line, for a distance of 149.60 feet (called
150.14 feet) to a 1/2-inch iron rod set for corner in the
southerly right-of-way line of Xxxxx Xxxxxx Boulevard (100.00
feet wide);
THENCE, North 89 degrees 44 minutes 33 seconds East, along said
southerly right-of-way line, for a distance of 115.40 feet
(called 115.50 feet) to a 1/2-inch rod set for corner in the
point of curvature of the curve to the right;
THENCE, along the arc of said curve with a radius of 1950.00
feet, an arc length of 180.35 feet subtending a central angle of
5 degrees 17 minutes 57 seconds, a chord distance of 180.29 feet
bearing South 87 degrees 36 minutes 52 seconds East to a 1/2-iron
rod set for corner;
THENCE, South 00 degrees 12 minutes 52 seconds East, leaving
Xxxxx Xxxxxx Boulevard, along the westerly line of a 0.9835 Acre
tract recorded in F.C. ###-##-#### called Cairn Village Center,
for a distance of 140.90 feet to a 1/2-inchrod set for corner in
the northerly line of said Glencairn Village Subdivision;
THENCE, South 89 degrees 51 minutes 40 seconds West, along said
northerly line for a distance of 294.32 feet to the POINT OF
BEGINNING containing 0.99757 Acre, more or less, called 1.0071
Acres.
February 13, 2003
Xx. Xxxxxx X. Xxxxxxxx
Xx. Xxxxxx X. Xxxx
% Creative Years Ealry Learning Centers, Inc.
00000 Xxxxxxxx Xxxxx #0000
Xxxxxxx, XX 00000
RE: Creative Years Early Learning Center
00000 Xxxxx Xxxxxx Xxxxxxxxx
Xxxxxxx, XX 00000
AEI Real Estate Fund XVI Limited Partnership
Dear Xx. Xxxxxxxx:
This letter is a follow-up to your telephone conversation of
February 12, 2003 with Xxxxx Xxxxxx. On July 30, 2002 AEI Real
Estate Fund XVI Limited Partnership ("Seller") entered into a
Purchase Agreement with Xxxxxx X. Xxxxxxxx and Xxxxxx X. Xxxx
("Buyer"). The Buyer was given until approximately October 28,
2002 to perform due diligence under an Inspection and Feasibility
Study Period. By an October 28, 2002 letter agreement we extended
the Inspection and Feasibility Study Period to December 17, 2002.
By a December 13, 2002 letter agreement we further extended the
Inspection and Feasibility Study Period to February 19, 2003. We
have now agreed to extend the Inspection and Feasibility Study
Period to May 20, 2003.
Please confirm Buyer's agreement to the above terms by signing
below and returning a faxed copy of this letter to me. Except
as provided above, all of the other terms and provisions of the
Agreement are not amended by this letter. The Purchase Agreement,
as hereby amended, shall remain in full force and effect.
AEI Real Estate Fund XVI Limited Partnership,
a Minnesota limited partnership.
By: AEI Fund Management XVI, Inc.,
its corporate general partner a Minnesota corp
By: /s/ Xxxxxxx X. Xxxxx
Xxxxxxx X. Xxxxx, Chief Financial Officer
Enclosures
cc: Xxxxxxx Xxxxxxxxx, Esq.
AGREE this 17th day of February 2003:
Seller:
/s/ Xxxxxx X. Xxxxxxxx /s/ Xxxxxx X. Xxxx
Xxxxxx X. Xxxxxxxx Xxxxxx X. Xxxx
