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REAL PROPERTY PURCHASE AGREEMENT
<br />THIS REAL PROPERTY PURCHASE AGREEMENT ("Agreement"), is made and entered into by and
<br />between CITY OF LAKEWOOD, a municipal corporation and political subdivision duly organized and validly existing
<br />under the Constitution and laws of the state of Ohio, and acting by authority of Ordinance No. , the seller ("Seller");
<br />and SCALISH CONSTRUCTION LLC a domestic limited liability company duly organized and validly existing under
<br />the laws of the state of Ohio, or its nominee(s), the buyer ("Buyer" in any event).
<br />RECITALS:
<br />15 Seller owns the real property situated between and bounded at times by Westlake Avenue, Hall Avenue
<br />and Detroit Avenue in the city of Lakewood, Cuyahoga County, Ohio, previously known as the Trinity Lutheran Church
<br />site, consisting of approximately 3/4 acre more or less and described or depicted within Exhibit "A," which is attached
<br />hereto and is made part hereof ("Land").
<br />2. Seller desires to convey and transfer to Buyer the Land and any and all fixtures located at and upon the
<br />Land together with any and all appurtenances, easements, rights -of -way and interests thereto (the "Appurtenances" and
<br />together with the Land the "Property").
<br />3. Buyer desires to purchase the Property from Seller and has agreed to construct certain buildings,
<br />structures and improvements on the Property including, without limitation, the adaptive re -use of the church structure to
<br />a commercial space, provision of a minimum of 6 residential units on the site (or alternative as reasonably agreed to by
<br />Seller) and an additional approximately 2,400 sq. feet of commercial retail space fronting Detroit Avenue, improvements
<br />to all parking areas and improvements to the existing pocket park/ outdoor spaces on the southwest corner of the site and
<br />the greenway between the church and the east retail building (collectively, the "Buyer Improvements"), which Buyer
<br />Improvements and the materials to be used therefore are generally described on the outline of the project ("Outline of
<br />Project") shown in Exhibit `B" attached hereto. The Buyer Improvements and all related demolition, construction and
<br />completion work, as necessary, is hereinafter collectively referred to as the "Project."
<br />NOW, THEREFORE, in consideration of the terms and conditions contained in this Agreement ("Terms"),
<br />Seller and Buyer agree as follows:
<br />1. Purchase Price and Payment: Seller will sell the Property to Buyer and Buyer will purchase the
<br />Property from Seller for a purchase price equal to $625,000.00 ("Purchase Price"). Buyer shall pay the Purchase Price to
<br />Seller, subject to any and all adjustments thereto as specified herein, as follows:
<br />(a) Buyer will deposit earnest money in the amount of $30,000.00 with Amrock Commercial ("Title
<br />Company" or "Escrow Agent"), upon the mutual execution and delivery of this Agreement by Seller and Buyer
<br />("Deposit"). The Deposit and any Additional Deposit as defined herein shall be: (i) applied to the Purchase Price at
<br />closing ("Closing"); and (ii) refundable to Buyer upon any termination of this Agreement in strict accordance with the
<br />conditions set forth herein, unless such termination results from Buyer's default or breach hereunder (whereupon Seller
<br />shall receive the Deposit and any Additional Deposit as and for Seller's remedy as liquidated damages, in addition to
<br />any other remedies provided for herein).
<br />(b) Two Hundred Thousand Dollars ($200,000.00) of the Purchase Price shall be reflected by Buyer's
<br />Promissory Note and Mortgage, in the form of Exhibit "C" hereto (collectively, the "Note and Mortgage"), which (i)
<br />shall be payable on the date falling thirty-six (36) months after the Closing Date, (ii) shall call for interest on the principal
<br />balance to accrue at the Applicable Federal Rate, (iii) the Note and Mortgage shall be fully subordinate to any senior
<br />lender providing financing for the Project, and (iv) the principal balance and any outstanding interest of which shall be
<br />applied to payment of the Note as follows (a) $100,000 plus any interest accrued thereon upon plan approval for the
<br />adaptive reuse of the church structure by the Lakewood Division of Housing and Building and (b) $100,000 plus any
<br />interest accrued thereon upon a certificate of occupancy being issued for the church structure.
<br />(c) The balance of the Purchase Price, Three Hundred Ninety-five Thousand Dollars ($395,000.00), shall
<br />be paid to Seller in immediately available U.S. funds upon Closing.
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