Res 2006-014 - Laserfiche WebLink

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I I I CONTRACT FOR PURCHASE AND SALE THIS CONTRACT FOR PURCHASE AND SALE (the "Contract") is made and entered into by and between RYS, LP, a Texas limited partnership (the "Seller"), and THE NATURE CONSERVANCY, a District of Columbia non-profit corporation (the "Purchaser"). ARTICLE I Sale and purchase Section 1.1 The Prooertv. Subject to the terms and provisions hereof, the Seller agrees to sell to the Purchaser, and the purchaser agrees to purchase from the Seller: (a) A tract of real property (the "Land") containing 250.70 acres, more or less and described on Exb ibit "A" attached hereto and incorporated herein, together with (i) all and singular the rights, easements and appurtenances pertaining thereto, if any, and all improvements, if any, thereon, (ii) all right, title and interest of the Seller in and to any and all roads, easements, alleys, streets and rights-of-way bounding or crossing the Land, together with all rights of ingress and egress unto the Land, and (iii) all right, title and interest of Seller in and to any and all water rights and oil, gas and minerals lying under, in, on or about or constituting a part of the Land, and regardless of whether or not the water rights or minerals are considered part of the surface estate or part of the mineral estate; the metes and bounds description and area calculations from the Survey (hereinafter defined) shall be substituted for Exhibit "A" and the area set forth in this Section 1.lla) (the "ProDerty"). Section 1.2 Effective Date. The "Effective Date" of this Contract shall be the date the Title Company acknowledges its receipt of a fully executed version of this Contract and its agreement to be bound by the provisions hereof. ARTICLE 2 purchase Price Section 2.1 Amount. The "Purchase Price" (herein so called) for the Property is and shall be FOUR MILLION EIGHT HUNDRED SIXTY -NINE THOUSAND AND NOll 00 DOLLARS ($4,869,000.00). Seller contends that the fair market value of the Property exceeds the purchase Price and desires to make a charitable contribution to Purchaser in the amount of such excess. A tax deduction may be available for purchases of property by The Nature Conservancy at below the fair market value of the property as established and substantiated by a "qualified appraisal" (as defined under IRS regulations). It is the Seller's obligation to establish the amount of the charitable contribution involved in such sales for federal tax purposes. Seller acknowledges that neither Purchaser, nor any of its employees or agents, has made any representation or warranty concerning the tax consequences of the transaction contemplated by