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AGREEMENT OF SALE <br />I <br />THIS AGREEMENT, is made this day of 1992, <br />at Village of Mayfield, Ohio, by and among PAT LaCONTE, PAT LaCONTE <br />as Executor.. of the ESTATE OF JEAN V. LaCONTE, deceased, RICHARD W. <br />LaCONTE and ROSEMARY LaCONTE (hereinafter collectively referred to <br />as the "Seller"), and VILLAGE.OF HAYFIELD, OHIO (hereinafter <br />referred to as the "Buyer"). <br />RECITALS <br />. 1. Seller: except Richard W. LaConte is the owner of <br />certain real property commonly known as Parkview Golf Course, as <br />more specifically described,. by legal description, in Exhibit "A" <br />attached hereto. <br />2. Seller desires to sell said real property, and Buyer <br />desires to purchase said real property, all upon the terms and <br />conditions hereinafter set forth_ <br />NOW, THEREFORE, in consideration of the foregoing Recitals, <br />the terms, covenants and conditions set forth hereinbelow, and <br />other good and valuable consideration, the parties agree as <br />follows: <br />SECTION 1. SALE OF REAL PROPERTY <br />Seller agrees to sell to Buyer, and Buyer agrees to purchase <br />from Seller, the real property, commonly known as Parkview Golf <br />Course, together with all hereditaments and appurtenances thereunto <br />belonging, all as more fully described in Exhibit "A", attached <br />hereto and made a part hereof as if fully written herein (such real <br />property being hereinafter referred to as the "Real Property"). <br />SECTION 2. PURCHASE PRICE: MAIJ`NER OF PAYMENT <br />The Purchase Price for the Real Property shall be not less <br />than $4,100,000.00, but subject to an increase based upon the Con- <br />sumer Price Index -- Urban, Cleveland-Akron-Lorain, Ohio, 1982-84 <br />= 100 (minus food costs [the "CPI-U"]). In the event that the <br />effective date of this Agreement shall be on or before June 30, <br />1993, the purchase price shall be $4,100,000.00. In the event that <br />the effective date of this Agreement shall be on or after July 1, <br />1993, the Purchase Price shall be the greater of (i) $4,100,000.00 <br />or (ii) an amount determined by (i) multiplying_$4,100,000.00 by <br />the published CPI-U number for the month of September for the year <br />in which the written notice to exercise the option is delivered to <br />Owners, and (ii)~~a'ividing the product by the published CPI-U index <br />number for the month of June, 1992_ <br />The Village shall receive credit against the Purchase Price <br />due for the $2.50, 000.00 option price paid by the Village to Owners. <br /> <br />