ContractIv Agreement of Purchase and Sale Agreement of Purchase and Sale • May 5th, 2020
EX-2.1 2 ex21purchaseandsaleagreeme.htm EXHIBIT AGREEMENT OF PURCHASE AND SALE among THE ENTITIES LISTED ON SCHEDULE A-1 HERETO, AS SELLERS and ASSOCIATED ESTATES REALTY CORPORATION, AS BUYER Dated as of September 12, 2013 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.1. Defined Terms 1 ARTICLE II SALE, CONSIDERATION AND CLOSING 9 Section 2.1. Sale of Assets 9 Section 2.2. Purchase Price; Earnest Money 10 Section 2.3. Earnest Money 11 Section 2.4. The Closing 12 ARTICLE III REPRESENTATIONS, WARRANTIES AND COVENANTS 13 Section 3.1. General Seller Representations and Warranties 13 Section 3.2. Representations and Warranties of the Seller as to the Assets 15 Section 3.3. Covenants of the Seller Prior to Closing 16 Section 3.4. Survival. 19 Section 3.5. Representations and Warranties of the Buyer 20 Section 3.6. Rule 3-14 Audit. 21 ARTICLE IV CONDITIONS PRECEDENT TO CLOSING 21 Section 4.1. Conditions Precedent to Sellers' Obligations 21 Section 4.2. Conditions Precedent to the B
