8/23/2024 Real Estate Purchase Agreement

AGREEMENT TO PURCHASE AND SELL

This AGREEMENT TO PURCHASE AND SELL (this “ Agreement ”), dated as of ____________, 2024, is entered into between ___________________ (“ Seller ”), and ______________________ (“ Buyer ”).

PROPERTY: Land and Improvements located at ________, ___________, PA. Property contains approximately _____ Acres of land. See attached Exhibit A plat and/or legal description. Mineral rights, if any, owned by Seller are to be conveyed without warranty. PRICE: Buyer agrees to purchase the property described above for _____ Million _____ Hundred Thousand Dollars ($_______,000) , cash at closing. The purchase price shall be paid by Buyer in the form of official bank check or by wire transfer of immediately available federal funds to an account designated by Seller. CLOSING: The deed shall be passed before a closing agent selected by Buyer no later than ___90__ Days following the execution of this Agreement. Seller shall pay all necessary tax, mortgage, and release certificates and lien cancellations. Buyer shall pay all other costs. Taxes for the year the sale is closed shall be prorated. Rents, common area maintenance fees and any other revenues or expenses shall be prorated for the month. The deed shall be made without any warranty of title except as to Seller’s own acts, duly executed with the appropriate acknowledgment form and otherwise in proper form for recording so as to convey title to the Property as required by this Agreement. The deed shall contain the following disclaimer: TITLE: Seller shall convey, and Buyer shall accept, title to the Property subject to any and all matters to which Buyer does not object prior to the expiration of the Contingency Period. If bona fide curative work in connection with title is required, the parties agree to and do extend the Contingency Period (as defined below) by thirty (30) days. DEPOSIT: On the date of this Agreement, Buyer shall make a deposit with J.A.H. Enterprises, Inc., d/b/a Henderson Auctions (“ Auction Company ”) as part of the sales price, the sum of _______ Thousand Dollars ($____,000.00) which is to be deposited in the Auction Company ’s non- Interest bearing escrow account. This deposit may be placed in a federally insured banking Institution and Auction Company shall have no responsibility in case of failure or suspension of such institution. This deposit shall not be considered earnest money. In the event of a dispute concerning return of deposit, Auction Company may deposit the funds with any appropriate court for resolution. TIME IS OF THE ESSENCE IN THIS AGREEMENT: In the event of default by either party, the non-defaulting party has the right to demand and sue for specific performance and/or damages and be awarded the deposit. ASSIGNMENT: Buyer may not assign this agreement to another person or entity without consent of Seller, which shall not be unreasonably withheld; provided however this agreement may be assigned to an entity owned or controlled IT IS EXPRESSLY AGREED THAT THE PROPERTY HEREIN CONVEYED IS CONVEYED BY SELLER AND ACCEPTED BY BUYER “AS IS, WHERE IS” WITH ALL FAULTS.

by Buyer without seller’s consent.

NOTICE: All notices required by this agreement must be in writing and are effective upon receipt unless otherwise specified in this agreement.

INTERPRETATION OF AGREEMENT: In the event of conflict between any printed, typed or handwritten provisions, the handwritten provisions s hall govern over the printed or typed provisions and any typed provisions shall govern over printed provisions. In the event of conflict with an addendum, the language of the addendum will control. CHOICE OF LAWS: This agreement is governed by the laws of Pennsylvania and each party agrees that the County in which the property is located is a proper venue for any action brought to enforce any provision of this Agreement.

Buyer:

__________________________

By:___________________________________ Name: Title: Date: _________________________________

Seller agrees to pay a fee equal to the Deposit amount to J. A. H. Enterprises, Inc. at closing per separate agreement.

Seller:

__________________________

By:___________________________________ Name: Title: Date: _________________________________

Exhibit A: