PURCHASE AGREEMENT
KinderCare Learning Center
Tinley Park, IL
THIS PURCHASE AGREEMENT (the "Agreement") is entered into
effective as of the Effective Date set forth on the Purchase
Agreement Data Sheet attached hereto and incorporated herein by
reference. Capitalized terms not otherwise defined herein are
defined in the Purchase Agreement Data Sheet attached hereto and
incorporated herein by reference.
l.PARTIES. Seller owns the undivided percentage interest (the
"Seller's Interest") in the fee title to that certain real
property legally described in the attached Exhibit "A" (the
"Property") and Buyer wishes to buy the Property.
2.PURCHASE OF THE PROPERTY. Subject to satisfaction of the
conditions set forth in this Agreement, Seller agrees to sell
to Buyer, and Buyer agrees to purchase from Seller the fee
simple title in the Property identified in the Purchase
Agreement Data Sheet attached hereto (together with all of
Seller's rights and interests in and to all buildings and
other improvements on, within, or appurtenant to the Property,
and Seller's interests, rights and obligations under the Lease
Agreement)
3.PURCHASE PRICE. The Purchase Price for the Property, as set
forth on the Purchase Agreement Data Sheet, shall be paid in
cash by depositing the same in the escrow account prior to the
Closing Date.
5.TERMS. Buyer will deposit the Purchase Price into escrow in
sufficient time to allow escrow to close on the Closing Date.
6.CLOSING DATE. Escrow shall close on or before the Closing
Date. If this escrow has not closed within thirty (30) days
after the Closing Date, through no fault of Seller, Seller may
either, at its election, extend the Closing Date or terminate
this Agreement.
7.ESCROW. An escrow account established solely for receipt of
Buyer's funds for closing of title will be opened by Seller
with the Closing Agent upon execution of this Agreement. A
copy of this Agreement will be delivered to the Closing Agent
by Seller and will serve as escrow instructions, together with
any additional instructions required by Seller and/or Buyer or
their respective counsels. Seller and Buyer agree to cooperate
with Closing Agent and sign any additional instructions
reasonably required by the Closing Agent to close escrow. If
there is any conflict between any other instructions and this
Agreement, this Agreement shall control.
8.DUE DILIGENCE. Buyer will have until the expiration of the
fifteenth (15th) business day (the "Review Period") after
delivery of each of following items by Seller, to conduct all
of its inspections and due diligence relative to the Property,
and this transaction.
(a) One copy of a title insurance commitment for an Owner's
Title Insurance Policy (the "Title Commitment")(see Section
9 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.
Buyer Initial: /s/NB Buyer Initial: /s/SB
Purchase Agreement for KinderCare Learning Center in Tinley Park, IL
▇▇▇▇▇▇▇▇▇ Family Trust
c 2005 AEI Fund Management, Inc.
(c) A copy of an "as built" survey of the Property done as
of a date concurrent with Seller's acquisition of the
Property, upon request.
(d) Lease (as further set forth in Section 11(a)(i) 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 most recently
provided to Seller.
(e) A copy of a recent MAI appraisal, if in Seller's
possession.
(f) A copy of any Phase I Environmental Report for the
Property, if in Seller's possession.
Buyer agrees to indemnify and hold Seller harmless for any
loss or damage, including loss or damage to property, personal
injury or otherwise, arising out of physical inspections of
the Property by Buyer or its agents or representatives.
Seller's obligations hereunder are conditioned upon
satisfactory completion by Buyer of an Accredited Investor
Questionnaire (AIQ). If Seller, in its sole judgment,
determines that the Buyer has not delivered sufficient
evidence of the Buyer's accredited investor qualification in
the AIQ and supporting documents, Seller may cancel this
Agreement.
Buyer may cancel this Agreement in its sole discretion for any
reason 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 Buyer cancels this Agreement as permitted under this
Section, except for any escrow cancellation fees and any
liabilities under the first paragraph of Section 8 of this
Agreement (which will survive), Buyer (after execution of such
documents reasonably requested by Seller to evidence the
termination hereof) 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 its
terms, if Buyer fails to pay the Purchase Price, Buyer
irrevocably will be deemed to be in default under this
Agreement. Seller may, at its option, 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
15 hereof. If this Agreement is not canceled and the Purchase
Price is paid when required, all of Buyer's conditions and
contingencies will be deemed satisfied.
9.TITLE. Closing will be conditioned upon the agreement of a
title company selected by Seller to issue a Standard Owners
Title Insurance Policy, 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 Section 12 below;
all matters of public record; and other items disclosed to
Buyer during the Review Period.
Buyer shall be allowed five (5) business days after receipt of
the Title Commitment for examination and the making of any
objections to marketability thereto, said objections to be
made to Seller 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
Buyer Initial: /s/NB Buyer Initial: /s/SB
Purchase Agreement for KinderCare Learning Center in Tinley Park, IL
▇▇▇▇▇▇▇▇▇ Family Trust
c 2005 AEI Fund Management, Inc.
documents reasonably requested by Seller to evidence the
termination hereof) 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.
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.
10. CLOSING COSTS. Seller will pay the escrow fees. If Buyer
shall decide to purchase title insurance, then Buyer will pay
the cost of obtaining a Standard Owner's Title Insurance
Policy in the full amount of the Purchase Price. Buyer will
pay 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). Each party
will pay its own attorney's fees, accounting, financial
planning, inspection or other transaction-related costs to
document and close this transaction.
11. REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS.
(a) Because the Property (of which the Property is a part)
is subject to a net lease [(as further set forth in Section
12(a)(i))], the parties acknowledge that there shall be no
need for a real estate tax proration. However, Seller
represents that to the best of its knowledge, 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 and Seller in
proportion to their respective tenant in common interests,
pro-rated 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. Seller and 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 its proportionate share of all income earned and
shall be responsible for its proportionate share of all
operating expenses of the Property incurred on and after the
date of closing.
12. SELLER'S REPRESENTATION AND AGREEMENTS.
(a) Seller represents and warrants as of this date that:
(i) Except for the Lease Agreement (as set forth in the Purchase
Agreement Data Sheet), Seller is not aware of any leases of the
Property.
(ii) It is not aware of any pending litigation or condemnation
proceedings against the Property or Seller's Interest.
(iii) Except as previously disclosed to Buyer and as
permitted in Section (b) below, Seller is not aware of any
contracts Seller has executed that would be binding on Buyer
after the Closing Date, however, to the extent the Lease
Agreement of the Property as set forth on the Purchase Agreement
Data Sheet contains any right of first refusal in favor of the
Lessee as set forth in the Lease Agreement, which right, if any,
shall apply to any attempted disposition of the Property by Buyer
after this transaction. Buyer's ability to purchase the Property
may be subject to receipt by Seller of a waiver of first right of
refusal from Lessee. If such waiver is required, this waiver must
be signed by the Lessee and received by Seller prior to the close
of escrow. If Seller cannot obtain the waiver, this Agreement
shall become null and void and neither party shall have any
liability to the other.
Buyer Initial: /s/NB Buyer Initial: /s/SB
Purchase Agreement for KinderCare Learning Center in Tinley Park, IL
▇▇▇▇▇▇▇▇▇ Family Trust
c 2005 AEI Fund Management, Inc.
(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 upon Buyer after the Closing Date without Buyer's
prior consent, which will not be unreasonably withheld.
(c) To the best of Seller's knowledge, Seller has not
received any notice of any material, physical, or mechanical
defects of the Property, including without limitation, the
plumbing, heating, air conditioning, ventilating or
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.
(d) To the best of Seller's knowledge, 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.
(e) To the best of Seller's knowledge, Seller has not
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.
(f) To the best of Seller's knowledge, 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.
(g) 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.
13. BUYER'S REPRESENTATIONS AND WARRANTIES.
Buyer Initial: /s/NB Buyer Initial: /s/SB
Purchase Agreement for KinderCare Learning Center in Tinley Park, IL
▇▇▇▇▇▇▇▇▇ Family Trust
c 2005 AEI Fund Management, Inc.
(a) 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.
(b) 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.
(c) 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.
(d) Buyer agrees that it shall be purchasing the Property
in its present condition, AS IS, WHERE IS, and that 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.
(e) Buyer represents that it is not acquiring this property
as a result of any general public solicitation.
(f) Buyer acknowledges that, having been given the
opportunity to inspect the Property and such financial
information concerning the Lessee and any guarantors of the
Lease as Buyer or its advisors shall request, 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 Property, the Property and the Lessee and any
guarantors of Lease, was obtained from a variety of sources
and Seller neither (a) has made independent investigation or
verification of such information, nor (b) makes any
representations as to the accuracy or completeness of such
information except as set forth herein. 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 in Section 12(a) and (b) above and this Section
13, 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, profitability, or fitness for a particular
purpose, in respect of the Property. Seller makes no
representations of any sort that ownership of the Property
or ownership of an interest in the Property will result in a
profit to Buyer.
(g) Buyer acknowledges that Seller cannot, and does not,
make any representation as to (a) the success, or lack
thereof, of the ownership of the Property or ownership of an
interest in the Property, (b) the Lessee and any guarantors
of the Lease or their ability to meet their lease
obligations, or (c) the appropriateness of purchasing the
Property for the Buyer's individual tax or financial
situation or objectives. Buyer acknowledges that he or she
is relying solely upon his or her own examination of the
Property and all facts surrounding the purchase of the
Property, including the merits and risks involved therein.
The provisions (a) - (g) above shall survive closing.
14. CLOSING.
Buyer Initial: /s/NB Buyer Initial: /s/SB
Purchase Agreement for KinderCare Learning Center in Tinley Park, IL
▇▇▇▇▇▇▇▇▇ Family Trust
c 2005 AEI Fund Management, Inc.
(a) Before the Closing Date, Seller will deposit into
escrow a deed (either a special warranty deed or general
warranty deed) in substantially the same form as Seller
received in its acquisition of the Property, except that
such deed will specify the Buyer's undivided percentage
Interest in the Property.
(b) On or before the Closing Date, Buyer will deposit into
escrow: the Purchase Price, by wire transfer or cashier's
check, when required under Section 5; 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, via fax or a nationally
recognized courier service, any other documents reasonably
required by the escrow holder to close escrow. Both parties
will sign the Co-Tenancy Ownership Covenants and, if
applicable, the Co-Tenancy Administration Agreement.
(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.
15. DEFAULTS. If Buyer defaults, Buyer will forfeit all
rights and claims and Seller will be relieved of all
obligations. Any money paid by Buyer shall be returned to
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 deposited 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 in
accordance with the terms of this Agreement, regardless of any
alleged default or misconduct by Seller. Provided, however,
that in no event shall Seller be liable for any actual,
punitive, consequential or speculative damages arising out of
any default by Seller hereunder.
16. DAMAGES, DESTRUCTION AND EMINENT DOMAIN.
(a) If, prior to closing and after the date of this
Agreement, the Property, or any part of the Property, is
destroyed or damaged by fire, flood, wind, or other
elements, and the cost of repair of such destruction or
damage exceeds $10,000.00, this Agreement shall, at Buyer's
option exercised by written notice to Seller within ten (10)
days after Buyer has received written notice from Seller of
said destruction or damage, become null and void. Seller,
however, shall have the right to adjust or settle any
insured loss until (i) all contingencies set forth in
Section 8 hereof have been satisfied, or waived; and (ii)
any ten-day period provided for above in this Subsection
16(a) 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 that
portion of the insurance proceeds resulting from said
damage or destruction to the Property, to the extent that
the same is payable with respect to damage to the Property,
Buyer Initial: /s/NB Buyer Initial: /s/SB
Purchase Agreement for KinderCare Learning Center in Tinley Park, IL
▇▇▇▇▇▇▇▇▇ Family Trust
c 2005 AEI Fund Management, Inc.
and 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 subject to eminent domain proceedings, 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.
In the event that this Agreement is terminated by Buyer as
provided above in Subsection 16(a) or 16(b), Buyer agrees to
execute 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 1031 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.
Buyer further represents that it has sought and obtained such
third party advice and counsel as it deems necessary with
respect to the tax implications of this transaction.
Buyer wishes to novate/assign the ownership rights and
interest of this Purchase Agreement to an Accommodator to
perfect the 1031 exchange by preparing an agreement of
exchange of real property whereby the Accommodator will be an
independent third party purchasing the Property from Seller
and selling the 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
Accommodator, Seller will deed the property to Buyer.
18. CANCELLATION. If any party elects to cancel this
Agreement 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 the escrow agent a notice
containing the address of the party in breach and stating that
this Agreement shall be cancelled unless the breach is cured
within thirteen (13) days following the delivery of the notice
to the escrow agent. Within three (3) 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 thirteen (13) days following the
delivery of the notice to the escrow agent, this Agreement
shall be cancelled.
19. MISCELLANEOUS.
(a) No provision of this Agreement may be modified,
amended, waived or terminated except by an instrument in
writing signed by the parties to this Agreement. No course
of dealing between the parties will modify, amend, waive or
terminate any provision of this Agreement or any rights or
obligations of any party under or by reason of this
Agreement.
Buyer Initial: /s/NB Buyer Initial: /s/SB
Purchase Agreement for KinderCare Learning Center in Tinley Park, IL
▇▇▇▇▇▇▇▇▇ Family Trust
c 2005 AEI Fund Management, Inc.
(b) 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 and the Data Sheet
attached to this Agreement are incorporated into this
Agreement.
(c) Funds to be deposited or paid by Buyer must be good and
clear funds in the form of 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 on the
Purchase Agreement Data Sheet, or to such other address as
such party may hereafter designate by written notice to the
other party.
(e) This Agreement shall be governed by, and interpreted in
accordance with, the laws of the state where the Property is
situate.
(f) In any litigation, or other legal proceeding that may
arise between the parties hereto, the prevailing party shall
be entitled to recover its costs and reasonable attorney's
fees in addition to any other relief to which such party may
be entitled.
(g) This Agreement shall be effective only when signed by
both Seller and Buyer. This Agreement may be executed in
separate counterparts, each of which will be an original and
all of which taken together shall constitute one and the
same agreement, and any party hereto may execute this
Agreement by signing any such counterpart.
(h) Buyer and Seller acknowledge that IRC Section 6045(e)
requires that the amount of gross proceeds from a real
estate transaction be reported to the IRS. Buyer and Seller
hereby instruct the Title Company to comply with that Code
section and make said report. Seller hereby instructs the
Title Company to report the gross proceeds of this sale to
the IRS on form 1099-B or W-9 or any subsequently approved
IRS form.
(i) So that Buyer may comply with the Foreign Investment in
Real Property Tax Act (FIRPTA), Seller hereby declares under
penalty of perjury that it is not a foreign person, as
defined in FIRPTA. At or prior to closing, Seller shall
provide Buyer with such additional information (including
Seller's taxpayer identification number) and affidavits as
may be necessary for Buyer to comply with FIRPTA.
(j) Whenever possible, each provision of this Agreement
shall be interpreted in such a manner as to be effective and
valid under applicable law but, if any provision of this
Agreement is held to be invalid, illegal or unenforceable
under any applicable law or rule, the validity, legality and
enforceability of the other provision of this Agreement will
not be affected or impaired thereby.
(k) The headings in this Agreement are for convenience only
and shall not be used to interpret this Agreement.
Buyer Initial: /s/NB Buyer Initial: /s/SB
Purchase Agreement for KinderCare Learning Center in Tinley Park, IL
▇▇▇▇▇▇▇▇▇ Family Trust
c 2005 AEI Fund Management, Inc.
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.
IN WITNESS WHEREOF, the Seller and Buyer have executed this
Agreement effective as of the Effective Date set forth on the
Purchase Agreement Data Sheet attached hereto and incorporated
herein by reference.
SELLER:
AEI Income & Growth Fund 24
LLC
By: AEI Fund Management XXI,
Inc., its managing member
By: /s/ ▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, its
President
WITNESS:
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇
(Witness Signature)
▇▇▇▇▇ ▇▇▇▇▇▇
(Print Name)
▇▇ ▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇
(Print Address)
▇▇. ▇▇▇▇, ▇▇ ▇▇▇▇▇
(THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK)
Buyer Initial: /s/NB Buyer Initial: /s/SB
Purchase Agreement for KinderCare Learning Center in Tinley Park, IL
▇▇▇▇▇▇▇▇▇ Family Trust
c 2005 AEI Fund Management, Inc.
BUYER:
The ▇▇▇▇▇▇▇▇▇ Family Trust of 1990
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Trustee
▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Trustee
WITNESS:
/s/ Malton B ▇▇▇▇▇▇▇▇▇▇
(Witness Signature)
Malton B ▇▇▇▇▇▇▇▇▇▇
(Print Name)
▇▇▇ ▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇
(▇▇▇▇▇ ▇▇▇▇▇▇▇)
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
The ▇▇▇▇▇▇▇▇▇ Family Trust of 1990
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Trustee
▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Trustee
WITNESS:
/s/ Malton B ▇▇▇▇▇▇▇▇▇▇
(Witness Signature)
Malton B ▇▇▇▇▇▇▇▇▇▇
(Print Name)
▇▇▇ ▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇
(▇▇▇▇▇ ▇▇▇▇▇▇▇)
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Buyer Initial: /s/NB Buyer Initial: /s/SB
Purchase Agreement for KinderCare Learning Center in Tinley Park, IL
▇▇▇▇▇▇▇▇▇ Family Trust
c 2005 AEI Fund Management, Inc.
Purchase Agreement Data Sheet
The following terms are to be incorporated by reference into that
certain Purchase Agreement between the herein defined Buyer and
Seller to which this Data Sheet is attached.
Effective Date of Purchase Agreement: 11/22, 2007
Property Name & Street Address: KinderCare Learning Center
▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
Closing Agent: Fidelity National Title
▇▇▇▇ ▇▇▇▇▇▇▇
▇▇. National Commercial Escrow Officer
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Seller's Name and Address for
Purposes of Notice: AEI Income & Growth Fund 24 LLC
▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇
▇▇. ▇▇▇▇, ▇▇ ▇▇▇▇▇
Seller's Interest: 100%
Buyer's Name and Address for
Purposes of Notice: The ▇▇▇▇▇▇▇▇▇
Family Trust of 1990
Noble Breshear, Trustee
▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, Trustee
Purchase Price: $3,093,750.00
Closing Date: December 10, 2007
Lease Agreement: Net Lease Agreement between
Aramark Educational Resources,
Inc., dba as Children's World
Learning Centers, Inc., and
AEI Income & Growth Fund 24
LLC, dated 5/22/2002;
Memorandum of Lease dated
5/22/02; Amendment of Net
Lease Agreement dated
7/30/2004; Guarantee of Lease
by Knowledge Learning
Corporation dated 7/30/2004;
Accommodator Name & Address: ▇▇▇ ▇▇▇
Wamu 1031 Exchange
▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇ ▇▇▇▇▇
▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Buyer Initial: /s/NB Buyer Initial: /s/SB
Purchase Agreement for KinderCare Learning Center in Tinley Park, IL
▇▇▇▇▇▇▇▇▇ Family Trust
c 2005 AEI Fund Management, Inc.
EXHIBIT A
Legal Description for Property
PARCEL 1: ▇▇▇ ▇ ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ SUBDIVISION OF ▇▇▇
▇▇ ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, BEING A SUBDIVISION AS RECORDED PER DOCUMENT
NO 89177441, OF PART OF THE NORTHWEST 1/4 OF SECTION 34, TOWNSHIP 36
NORTH, RANGE 12, EAST OF THE THRID PRINCIPAL MERIDIAN, IN ▇▇▇▇ COUNTY,
ILLINOIS ACCORDING TO THE PLAT THEREOF RECORDED NOVMEBER 8, 2003 AS
DOCUMENT NO. 00878235, AS AMENDED BY AMENDMENT TO PHEASANT CHASE WEST
COMMERICAL SUBDIVISION RECORDED MAY 21, 2001 AS DOCUMENT NO 0010427812.
PARCEL 2: A NON-EXCLUSIVE, PERPETUAL RIGHT-OF-WAY EASEMENT FOR
VEHICULAR ACCESS OVER AND CROSS THE SOUTH 116 FEET OF THW EST 15 FEET OF
▇▇▇ ▇ ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ SUBDIVISION OF ▇▇▇ ▇▇ ▇▇
▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, BEING A SUBDIVISION AS RECORDED PER DOCUMENT NO
89177441, OF PART OF THE NORTHWEST 1/4 OF SECTION 34, TOWNSHIP 36
NORTH, RANGE 12 EAST OF THE THIRD PRINCIPAL MERIDIAN, IN ▇▇▇▇ COUNTY
ILLINOIS ACCORDING TO THE PLAT THEREOF RECORDED NOVEMBER 8, 2000 AS
DOCUMENT NO. 00878235, AS AMENDED BY AMENDMENT TO PHEASANT CHASE WEST
COMMERCIAL SUBDIVISION RECORDED MAY 21, 2001 AS DOCUMENT NO 0010427812.