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REAL ESTATE PURCHASE AGREEMENT <br />TffiS REAL ESTATE PURCHASE AGREEMENT (this "Agreement") is made and <br />entered into this _ day of 2013, (the "Effective Date"} by and between <br />GOVERNOR'S VILLAGE, LLC, a Michigan Limited Liability Company ("Buyer") and <br />MAYFIELD VILLAGE, an Ohio municipal corporation ("Seller" or "Village"). Buyer and <br />Seller may be referred to hereafter coIIectively as the "Parties" or individually as a "Party". <br />RECITALS <br />A. Buyer currently owns and operates an assisted living facility known as <br />Governor's Village, (the "Facility") at 280 N. Common Blvd. in Mayfield Village, Ohio; <br />B. Buyer wishes to expand its current operations, (the "Expansion"); <br />C. Buyer has reviewed its current site and determined that additional land is <br />necessary to accommodate the Expansion of its Facility; <br />D. Buyer_wishes to acquire a 1.11 acre parcel of land owned by the Village located <br />adjacent to and abutting its current property upon which the Facility is operated; <br />E. Such land is depicted on Exhibit "A", attached hereto and by this reference made <br />apart hereof (the "Property'}; and <br />F. The Village wishes to sell the Property to Buyer to spur economic and community <br />development in the Village.. <br />WITNESSETH: <br />For and in consideration of the mutual covenants and agreements herein contained, and <br />other good and valuable consideration, the adequacy, sufficiency, and xeceipt of which are <br />hereby acknowledged, and intending ~to be legally bound hereby, the Parties hereto agree as <br />follows: <br />X. Agreement to Seller. Seller shall sell, convey and assign to Buyer, and Buyer <br />shall take and accept from Seller all of Seller's right, title, and interest in and to the Property. <br />2. Purchase Price.The consideration for the Property shall be the sum of Four <br />Thousand Five Hundred Dollars {$4,500.00) (the "Purchase Price") payable in the form of <br />immediately available funds to Escrow Agent (as defined below), on the Closing Date (as <br />defined in Section 7). <br />3. 'Title Commitment; Title Policy and Survey.(a) Cuyahoga Title Services shall <br />serve as ("Escrow Agent") and as title agent for First American Title ("Title Company"), subject <br />~ ~- <br />