AGREEMENT OF PURCHASE AND SALE (POOL III) among THE SELLERS NAMED HEREIN and SOF-X U.S. ACQUISITIONS, L.L.C. Dated as of January 16, 2015Agreement of Purchase and Sale • May 1st, 2015 • Duke Realty Limited Partnership/ • Real estate • Illinois
Contract Type FiledMay 1st, 2015 Company Industry JurisdictionAGREEMENT OF PURCHASE AND SALE (POOL III) (this “Agreement”), made as of the 16th day of January, 2015 by and between each of the entities listed in the column entitled “Sellers” on Schedule A attached hereto and made a part hereof (individually, a “Seller”; collectively, the “Sellers”) and SOF-X U.S. Acquisitions, L.L.C., a Delaware limited liability company (the “Buyer”).
AGREEMENT OF PURCHASE AND SALE (POOL IV) among THE SELLERS NAMED HEREIN and SOF-X U.S. ACQUISITIONS, L.L.C. Dated as of January 16, 2015Agreement of Purchase and Sale • May 1st, 2015 • Duke Realty Limited Partnership/ • Real estate • Illinois
Contract Type FiledMay 1st, 2015 Company Industry JurisdictionAGREEMENT OF PURCHASE AND SALE (POOL IV) (this “Agreement”), made as of the 16th day of January, 2015 by and between each of the entities listed in the column entitled “Sellers” on Schedule A attached hereto and made a part hereof (individually, a “Seller”; collectively, the “Sellers”) and SOF-X U.S. Acquisitions, L.L.C., a Delaware limited liability company (the “Buyer”).
AGREEMENT OF PURCHASE AND SALE (POOL II) among THE SELLERS NAMED HEREIN and SOF-X U.S. ACQUISITIONS, L.L.C. Dated as of January 16, 2015Agreement of Purchase and Sale • May 1st, 2015 • Duke Realty Limited Partnership/ • Real estate • Illinois
Contract Type FiledMay 1st, 2015 Company Industry JurisdictionAGREEMENT OF PURCHASE AND SALE (POOL II) (this “Agreement”), made as of the 16th day of January, 2015 by and between each of the entities listed in the column entitled “Sellers” on Schedule A attached hereto and made a part hereof (individually, a “Seller”; collectively, the “Sellers”) and SOF-X U.S. Acquisitions, L.L.C., a Delaware limited liability company (the “Buyer”).
AGREEMENT OF PURCHASE AND SALE (POOL I) among THE SELLERS NAMED HEREIN and SOF-X U.S. ACQUISITIONS, L.L.C. Dated as of January 16, 2015Agreement of Purchase and Sale • May 1st, 2015 • Duke Realty Limited Partnership/ • Real estate • Illinois
Contract Type FiledMay 1st, 2015 Company Industry JurisdictionPage Exhibits iv ARTICLE I DEFINITIONS 1 Section 1.1 Defined Terms 1 ARTICLE II SALE, CONSIDERATION AND CLOSING 12 Section 2.1 Sale of Assets 12 Section 2.2 Gross Asset Value; Earnest Money. 13 Section 2.3 Earnest Money 14 Section 2.4 The Closing 15 Section 2.5 Allocated Asset Value. 15 ARTICLE III REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE SELLERS 16 Section 3.1 General Seller Representations and Warranties 16 Section 3.2 Representations and Warranties of the Sellers as to the Assets 18 Section 3.3 Operations Prior to Closing 20 Section 3.4 Tenant Estoppels. 25 Section 3.5 Owners’ Associations and REAs 27 Section 3.6 Inaccurate Representation or Warranty 28 Section 3.7 Cooperation with Financing. 28 Section 3.8 Easements. 28 Section 3.9 SNDAs 28 Section 3.10 Non-Compete Agreement 29 Section 3.11 Florida Tax Liability; Compliance Certificate; Indemnity 29 Section 3.12 Sawgrass Conveyance 29 ARTICLE IV REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE BUYER 30 Section 4.1 Represent