SW1170501_Purchase Agreement_20170517 (2)

CC
mmerclalR/Bance
aE;ttoRa North Carolina Association
ofRiFALTORST
AGREEMENT FOR PURCHASEAND SALE OF REAL PROPERTY
THIS AGREEMENT, includin.- any and all addenda attached hereto ("Agreement"), is by and between
HMP Holdings LLC
a(n) NC id.0 ("Buyer'). and ^
(individual or State of formation and type of entity)
ANDERSON EADE TRUSTEE; ANDERSON M K TRUST
(individual or State of rormaiion and i)V of entity)
FOR AND (T CONSIDFRATION OF TRC NfUTUAL PROh4ISES SET FORTH IIFREIN AND OTHER GOOD AND VALUABLE
CONSIDERATION, THE RECEIPT AND SUFFICIENCY OF tVHICH ARE HEREBY ACKNOWLEDGED, THE PARTIES
HERETO AGREE AS FOLLOWS:
Section L Terms and Definitions: The terms listed below shall have the respective meaning given them as set form adjacent to each
tern.
(a) "Proncriv": (Address) 1OS17 Boylaton Hmy. Milli Rivnr NC 28759
Plat Reference: Lot(s)_. n/a , Bleck or Swtion n/a , s smoti+v on Plat Book or Slide
n/a atNge(s) n/a n/a County. consisting of n/a acres.
[� If this boa is checked, "Property" shall a= that propeny described on Exhibit A auach�d hereto and incorporated
herewith by reference.
(For information purposes: (i) the tax parcel number of the Property is: 9519-54-03,73
and. (ii) some or all of the Property, consisting of approximately 50.3 acres. is described in Decd Book
789 ,Page No. 327 Henderaon County.)
together with all buildings and improvements thereon and all Futuna and appurtenances thereto and all personal property, if any,
itcmi7xd on Exhibit A-
S $599, 000.00 (b) _Purchase Price" sball mean the stun of Five H=dred Ninety -Nina Thousand
Dollars,
payable on firejo(lowing terms:
S 6.000.00 (i)"Earnest Mnnev" shall me,, Six Thou^.and Dollars
or terms as roilot5s: n/a
Upon this Agreement becoming a contract in accordance with Section 14, the Earnest Moncv shall be
promptly deposited in escrow with . (name of
pctsonlentity with whom deposited), to be applied as part payment of the Purchase Price of the PropcAt at
Closing, or disbursed as agreed upon under the provisions of Section 10 htaein.
Page I of 3
This form jointly approved by: STANDARD FORM 5SO-T
North Carolina Bar Association113 Revised 7ROt3
tuner, North Carolina Association of REALTORSe, Inc,0 MUMC3uyvTnitiais,('JG Belle;initials
l..,vn nu N11,bn lb,2.re.,ra .YCC'>:�Y' P+A:<'�<tiatv:x.W.oWe pC:"w9l t-.uw s:c] ]tnC ti V
.".,v P'w,-vo�tn_N,�M.r�KtaY t.e:o rnnn sat>a�oar 'u'Js,,, a<� s•�s4�. sm

W ANY EARNEST MONFY DEPOSITED BY BUYER IN A TRUST ACCOUNT MAY BE
PLACED IN AN INTEREST BEARLNG TRUST ACCOUNT. AND: (check only 0,N bo
© ANY INTEREST EARNED THEREON SHALL BE APPLIED AS PART PAYMENT Or'
THE PURCHASE PRICE OF THE PROPERTY AT CLOSING, OR DISBURSED AS AGREED
UPON UNDER THE PROVISIONS OF SECTION 10 HEREIN, (Buyer's Taxpayer Identificatiou
Number is: nJa )
® ANY INTEREST EARNED THEREON SHALL BFLONG TO THE ACCOUNT HOLDER
IN CONSIDERATION OF THE EXPENSES INCURRED BY MAINTAINING SUCH ACCOUNT
AND RECORDS ASSOCIATED THEREWITH.
S n/n (ii) Prneecdc or a nk!w IOan in the amount of
fora term of n a y Bonar;
_..L__. , u�trs, with an amortization period not M esceed n a years, at an interest ate
not not to exceed a a °io per annum wi0t mortgage loan discount points not to esceed a a %
of the loan amount, or such other terms as may be set forth on Exbibit B. Buyer shall pay all core
associated with any such loan•
S n/a (iii) •live of a_promLvsnry note secured by a decd of tru_sL' said promissory note in the amount of
being payable over a terra of n/a. Dollars
__ }'cars. with an amortization period Of
n/a yeah pavable in
monthly installments of principaL tOge(bet' with accrued interest on the outstanding principal balance at
the rate of percent ( % n/a
arnouni of n/a with the ---L-- ) e r annum in the
. first principal beginning on the first day of the
month nest succeeding the date of Closing, or such otbcr terms as may he set forth on Exhibit B. At my
time, the promissory note may be prepaid in whole or in part witbout penalty and without further interest
on the amounts prepaid from the date of such prepayment (NOTE: In the event of Buyers subsequent
default upon a promissory note and decd of trust given hereunder, Sellers remedies may be limited
to foreclosure of the Property. If the deed or trust given hereunder is subordinated to senior
Financing, the material terms or Such financing must be set forth on Exhibit B. If such seninr
financing is subsequently foreclosed, the Seller may have no remedy to recover tinder the note)
S a/a (iv) A5011110tion of that unpaid obligation of Seller secured by a deed of trust on the Property'. such
Obligation having an outstanding principal balance, of S n/a and etidenced
by a note bearing interest at the rate of
( n a %) per annum, and a current payment amount of S n/a Percent
. The obligations
of Buyer under this Agreement are conditioned upon Buyer being able to assume the existing loan
described above. If such assumption requires the fendees xpprovaL Buyer agrees to LL., its best ef"brte to
secure such approval and to advise Seller immediately upon rece
ruts[ be granted on or before n/a ipt of th< lenders dreision. Approval
. On or before this dale, Buver has the right
to terminate this Agreement for failure to be able to assume the lout described above by delivering to
Seller written notice of termination by the above date, time hein,. of rile essence . If Buyer delivers such
notice, this Agreement shall be null and void and Earnest Money shall be refunded to Buyer. If Buyer
fails to deliver such notice, barn Buyer will be dcemaed to have waived the loan condition. Unhms
provided otherwise in SwiOn 3 hercoE Buyer shall pay all fees and CO,SLC associated with any such
a>5nmption, including any assumption fee charged by the lender. At or before Closing, Seller shall assi
to Buyer all interest of Seller in any current ye cs or `n escrows held by the lender, any propery
management company and/or Seller, including but not limited to any tenant improvement rescrve;,
leasing commission resen-es, security deposits and operating or capigl reserves for which Sel)<r shalt b<
credited said amounts at Closing.
S— 593, 000 00 (y) <'ash, balance of Purchase Price, at CIOSing in the amount of Fioo Hu adrod Nino -
TSotasand –Th^m
Dollars.
� 'coufS
i3uycr Initials Seller [nitiaLS .
STANDARD FORM a'SO-T
Revised 7J2013
P,yw,tn z+pFarcnE try z�pLvfa
10070 fdtwn M;kftw6. From, fd�tigan+9U^.. w �, "77'^•.016

shall mean the date and time of recording of the deed. Cloying shall occur on or before
m/a or30 days From end o£ Examination Period
(d) "Contract Date" means the date ft Agn'Cment has been fully executed by both Buyza and ScWT,
(c) "Examinatlon Period„ shall mean the Period beginning on the first day after the Contract Dale and extending throu;;Jt
through 11;59Pm (based upon time a1 the locale of ft Property) on
77ME IS OF TnE ESSENCE AS TO THE EX.-1,11AVA770:V PERIOD.
(1) "Broker(s)" shall mean
Lookiacr Glaser Realty LLC ("Listing Agency"),
Robart Clay ("Listing Ageni" - License P )
Acting us: ® Sellers Agent: Dual Agent
and 2i otis LLC ("Sclling:igcncy").
John N.onroe ("Selling Agent"- license 4 243107 )
Acting as: ® Buyers AgcnC U Seller's (Sub) Agcnt ® Dual Agent
(g) "Fc))cr's Notice Ad r � shall be as follows:
except as same may be changed pursuant to Section 12.
(h)"B�yer's Notice Address" shall be as follows:
17 Arlington Street, A,hevillo NC 28801
except as same may N changed Pun-uant to Section 12.
(i) If this block is marked, additional terms of this Agmenr ant are set forth on Exhibit B attached hereto and incorporated herein
by reference. (Note: Under North Carolina law, real estate agents arc not permitted to draft conditions or eontingenci,�
to this Agreement.)
Section 2. Sale of Property and Payment of Purchase Price: Seller atm to wll and Buyer agrees to buy the Property for me
Purchase Price.
Section 3_ Proration of Expenses and Payment of Costs: Scllcr and Buyer ; g%: that all property' taxes (on a calendar year basts),
leases, rents mortgage payments and utilities or anv other assumed liabilities as detailed on attached Exhibit B, if any, shall be
prorated as of the date of Closing. Scllcr shall pay for Preparation of a deed and all other documents necessary to perform Sellers
obligations under this Agreement, <xeise tax (revenue stamps), any deferred or rollback taxes, and other conveyance ices or taxes
required by law, and the following:
P,agge 3 of 3
Buyer W6315 Seller Initials Sl'.AND.ARD F'ORb1 540-T
Revised 72013
a� 720(4
P'ed�\"Vr1:LY forrrq by ziplcpu 15070 fiilC11i Mi Read. fra:er, M chlpan 4=6

Buyer shall pay recording costs, coats of any title search, title imuranee. vmcy, the cos[ Of any inspection, or investigations
undertaken by Buyer Under this Agreement and the following:
- '-
cath party shall pay its own attorney's fees.
Section 4. Deliveries: Seller awees to use best efforts to deliver to Buyer as soon as reasonably possible after the Contract Date topics
Of all information relating to the Property in pocsecsion of or available to Seller, including but nut limited to: dtic insurance policies
(and topics of any documents rcfenrneed therein), st.•-vcvs, soil test rcoortS rnvirormmtrd surveys or cepa-t., site plana -tail draK•inre
building plant maintenance records and copies of a6 presently clPective warranties or service contracts related to the Propem. Seller
authorizes (I) any nuomry presently or previously representing Seiler to release and disclose any He insurance polity in eruct;
attorneys file to Buyer and both Suvcr's and Seilces agents and attorneys; and (2) the Progeny's title insurer or its agent to release and
disclose all materials in the Property's title invarces (or title insurer's agent's) file to Buyer and both Buyer's and Sellas agents and
alliums, If Buyer does not consummate sumate the Closing for any reason other than Scllcr default, then Bina shall return to ,Seller a9
materiaas deli. eYit6 by Se1Ja to rsu
Buyer pnant to fns SY,-[ion 4 (or Seaton 7, if applicable). if any, and shall, upon Sell&,s reque i
provide to Sella copies of (subject to the Ownership and copyright inteceati of the p,-t-p`rcr thaeot) arr,' and all siudiac rho;±.s, surety'
and other information relating directly to the Property prepared by or at the mquvt of Buyer. its cmployz:s and agents, and shat{
dove to Seller, upon Ncorcrelease of the s there Money, copies of all of the foregoing without any war=ry or representation by Buvr,
as to the contents, accuracy yr corrzemecs thereof.
Section S. Evidence of Title: Scllcr agrees to convey tee simple marketable and mss abic title to the Property without caccpdoa for
me;.banir,' tuns, free and clear of all liens, eneumbr,.nces and defcets of este other Than: (a) zoning ordinances affecting the procrt}
(b) leases (ifapplicable) and (c) matters of record existing at die Contract Date that are not objected to by pBuyer prior to the end of Ne
Examination Period ('Permitted Exceptions"); provided that Seiler
that may be satisfied by the payment of a fixed sum of more,shelf be rrquired to satisfy. at or prior to Closing, any eneumbrunccs
such as deeds of trusL mortgages or statutory liens. Seller shall not enter
into or record any instrument that affects the Property (or any personal property listed on Exhibit A) after the Contract Date without the
prior written cOneat of Buyer, which consent shall not be unreasonably withheld, conditioned or delayed.
Section 6. Conditions: This Agrnzaatt and the rights and obligations of the parties "der This Agreement we hereby r" ,4c cxpr„,h
conditioned upon fulfillment (or waiver fry Ru)'a, whether explicit or implied) Of the following conditions:
(a) NewLoan: The Buyer must be able to obtain the loam, !rally, rcfrrenccd in Section l(b)(N). Buyer mutt be able m obtain
a firm commitment for this loan on or before aha
. cflcctive through the date of Closing.
Buyer a<:trees to use its besS ellbrts to secure such commitment and to advise Seller immediately upon receipt of Icnder's decision- On Or
before the above date Buyer has the rthJ to terminate this Agaevncnt for failure to obtain
delivering to Seller written Lhc loan rrFercnced in Se.�On l(i)lt i) bat
written notice of izrrnination by the abosc data- time being of the evence . If Buyer dclivets such notice, his
Agretmcut shall be null and void and Farncst \4oney shall Lau refunded to Buyer. If Buyer fails to deliver such notice. then Buyer will
be deemed to have waived the loan condition. Notivithstaading the foregoing, after the above date, Seller may request in writing from
Buyer a copy of the commitment tette- Ir Buyer fails to provide Seller a copy or the commitment Idler within five (S) d -a rat of receapt
Of Seller's request, then Seller may tamiaate this Agreement by wriu n notice to Buyer at any time Therctftzr, provided Seller has not
:hen rtccived 2 copy of the commftment let[er, and Bu)a shall recce c a return of F,amcst �Sencv_
(b) Oualification�i Financing: If Buyer is to assume any indcbtednc s in connection avith payment of the Purchase Price
Buyer agrees to use its best efforts to qualify for the assumption. Should Buyer faail to qualifv, Buya ;:hall nO[SIy Seller in "cion,,
immediately upon Sender's decision, avhercupon this AsTcemrm shall terminate, and Buyershall receive a reium of F.:tmest 4lones.
(c) Title Examination; Alta the Contract Date. Buyer sha1L at Buyct's exrp,,,,. cause a title W br made of the
mina
exation
Property before the end Of the F�minaeon Period. To The event that such title examination slut( Now that tion t s title is not tcc
simple marketable and insurable, subject only to permitted Eseeptioac then Buyer shall promptly notify Scllcr in writing o` a)t • uch
Title defects and exceptions, in no case lata than the cod of the Examination Ycriod, and Seller shall have thine (30) days to cure said
noticed defects. If Sella docs not core the defects or objections within thirty (30) days of notice Thereof. then Buycr may terminate this
Asrcemcnt and reccict: a return of Earnest Money (notwithstanding that the Examination Period may have expired). if Buyer is to
purchase title msuruncc, the utsuring company must be licensed to do business in the state in which the Properry is lockacd. ThIc to the
Paropcty must be Insurable at rimula: rates, subject only TO standard exceptions and Pctmitted Exee•{•ricays.
td) tinme Conditi m. If the Property is not in substantially, the same condition at Closing as of the date of the otter.
reasonable wpr and hear excepted, then the Buyer may' () terminate this Agreement and receive a iteral O: Ne Isamecr Money or iii)
proceed w Closing whereupon Buyer shall be entitled to reecive, in additive So the property, any of the Seller's
payable On account of the damage or destruction applicable to the Prvpcny, insurance proceeds
c -off
Buyer initials Seller Init ester
J`i'AtNDARD FOR,Ii S,M0.T
I Revised 7!21113
veoCuttv vmn ZTFM*�.•;rydptalt iP0:0 frnn±ano Ra•U. Freer, te�y± °37!2(116
N:�wtLFlC:�cc,�, r'3hn'

(c) Ln MIJOns' Buyer, its agemts or representatives, at Buyers expense and at rr retblc times during normal business
hours, shall have the right to enter upon lbe Propetty for the purpose Of inspecting, examining• performing soil boring and other testingg,
conducting timber cruises, and surveying the Property. Buyer shall conduct all such on-site inspections, examinations, soil boring and
other testing, timber cruises and surveying of ibe Property in a good and workmanlike manner, shall repair any damage to the Property
caused by Buyces carry and on-site inspections and shall conduct same in a manner that docs not unreasonably, interfere with Seller s or
any tenanrs use and enjoyment of the Property. In that respect, Buyer shall make reasonable efforts to undertake on-site inspections
outside of the hours any tenants business is open 10 the public and shall oive prior notice to any tenants of any carry onto any tcnanr:,
Portion of the Propem• for the purpose of conducting inspections. Upon Sellers requcsL Buyer shall provide to Seller c,idence of
gcocnl liability insurance. Buyer shall also have a right to review• and inspect all contracts or other agreements alTeeting or relaicd
directly to the P:opertand shall be entitled to review such booker and rcuris Of Seiler that relate diic— . w the operation and
maintenance of the Property, provided, however, that Buyer shall not disda,:c any information regarding this Proper., (or any tenant
therein) wlels required by law and the same shall be regarded as confidential to any person, c'3cept to its atiomeyti aaountanil-
!endet� and other profess advisor, in which care Buyer shall obtain their agreement to maintain such confidentiality. Buvc
assumes all responsibility for the acts of itself. its agents or mpresenhrtivcs in exercising its rights under this Section 6(c) and agrees to
indemnify and hold Sclter harmless from acv damages resulting therefrom. This indemnification obligation of Buyer shall survive the
Closing or earlier termination of this ,Agrccmcnt Buyer shall, at Buyers expense, promptly repair any damage to tile Property caused
by Buyers entry and on-site inspections. Except as provided in Section 6(e) above, Buyer shall have from the Contract Date through
the end of the Iixamination Period to perform the above inspections, examinations and testing. IF BUYER CHOOSFS NOT TO
PURCHASE. THE PROPERTY, FOR ANY REASON OR NO REASON, AND PROVIDES \YRITfEN NOTICE TO SELLER
THEREOF PRIOR TO THE EXPIRATION OF THE EXANHNATION PERIOD, THEN THIS ACREEN}:NT SHALL
TERtfINATE, AND BUYER SHALL RECEIVE A RETURN OF THE EARNEST MONEY.
Section 7. Leaves (Check one of the following, a, applic,,bie):
❑ If this runt is shacked Scllcr atIa-math,cly represents and warrants trial them arc no [sense` ('as hereinafter defined)
affecting the Propem.
❑ If this box is checked. Seller discloses that there am one or more leases affecting the Property (Oral or evTiaen, recorded
or not - "Leasee") ;md the foi101 ing provisions are hereby made a part of this Agreement.
(a) A list of all Leases shall be set forth on Exhibit G
(b) Seller shall deliver copies of any Lvatc:r to Buyer pursuant to Section 4 as if the Lcascs were listed therein;
(c) Seller represents and warrants that as of the Contract Date there are no current defaults (or any exisan¢ situation which.
with the passage of time, or the giving of notice, or both, or at the election of either landlord or tenant could constitute a de8wit) either
by Seller. as landlord or by any tenant under any Lease ("Lease Default'). N the event there is any Lease Default as of the Contnct
Date. Seller agrees to provide Buyer with a detailed description Of the siruation in accerdarca with Section S. Seiler agree: rot to
commit a Lease Default as Landlord after tcs Contract Date, and agrees hirtha to notify Benne immediately in the stmt a i,ev.c
Default arises or is claimed, asrcrted or threatened to be asserted by either Seller or a tenara under the lease.
id) In addition to the conditions provided in Section 6 of this Agreement, this Agreement and the rights and obligations eat'
:he parties under this Agrctment are, hereby made expressly conditioned upon the assignment of Selices interest in any !.sass to Buyer
in Iona and content acceptable to Buyer (with tenant's written consent and aekmowiedgemmt, if required under the Lease), and Sciler
agrees to use its best ottorts to effect such assignment. Any assignment required under this Section 7 shall be required u) M Jcllvercd
at or before Closing by Seller in addition to those deliveries required under Section i I of this Agreement
(c) Selleragrees to deliver an assignmenr of any Isv<c at or before Clohing, with any wearily deposits held by Seller under nm
Leases to be transferred or credited to Buyer at or ixforc Closing. Seller also agrees to execute and deliver (and work d;Ingemly to
Obtain any tenutrt signatures nec-ssan• for sans) any evtoppcl certificates and subordination, nondisturbance and anornnicar
agreements in such form as Buyer may reasonably requm.
Section S. Environmental: Seller represents and warrants that it has no actual knowledge of the pres�:nce or Qis„*o;al, txapt as in
accordance with applicable law, within the buildings or on the Property of hazardous or toxic waste or sub ccs. as
ccs, which aro defined
those substances, materials, and ,vastx, including, but not limited to, race substances, materials and wastes listed in the Unrtcd States
Department Of Transportation Hazardous Materials 'Diablo (49 CFR Part 172.101) or by the Environmental Protection Agency as
hazardous substances (40 CFR Pint 302.4) and amendments thereto, or such subatanece, materials and wastes, which are or become
regulated under any applicable local, wile or federal law, including, without limitation, any material, waste or substance which is (i)
petroleum, (ii) asbestos, (iii) polychlorinated biphcnyL,, (iv) designated as a liuzardom< Substance pursuant to Section 311 or the
�
pQ S tS
Buyer initials f VJ Seller initials STAB DARD FORM MO -T
RcriuJ 720 Li
V f-'016s;o r.sen ea Fa:r.
Bv47

Clean Water Act of 1977 (33 U.S.C. 0321) or Bast pursuant to Section 307 of Elie Clan Water Act of 1977 (33 U,S.C. §1317)_ (v)
defined as a hsctrdous waste pursuant to Sestina 1004 of die Resource Conservation and Recovery Act of 1976 (42 U.S,C. §6903) or
Ivi) defined as a hazardous substantc pursuant to Sectinn 101 of the Comprehensive Environmental Response, Compensation and
[.lability .dG of 1980 (a2 U.S.C. 19601). Seiler h:cs no actual bowlcdgc of any contamination of the Propery from Such svbr�ca m
may have urea disposed of or stored on neirJiboring tracts.
Section 9. Risk of Lncs/Dam'gdRepair. Until Closing, the risk of loss or damage to the Property, except as otherwise provided
herein, shall be home by Sella. Except as to maintaining, the Property in its same condition, Seller sball have no responsibility for the
repair of the Property, including any improvements, unless the parties hereto agcc in writing
Section 10, Earnest Money Disbursement: In the event that any of the conditions hereto an: not or in the event ora breach
of this Agrmmeot by Seller, then the Earnest Moncy, shill be returned to Buyer, but Such return shall not affect any other remedies
available to Buyer for Such breach. In the event this otfcr is accepted and Btner breaches this Agrccment then the panne# %Esrey shall
3m fofatcd, but such forfeiture shall not a9i-ct anv other remedies available to Seller for such brach. `OTE: In the event of a dispu%•
bctweat Seller and Buyer over the return or forfeiture of Earoat Money held in escrow by a liccaccd =1 cerate broker, the bm kcr
ts
required by stale law to retain said Earnest Money in its trust or esemw account until it has obtained a written release from the parties
consenting to IN disposition or until disbuiSemem is ordered by, a comm of competent jurisdiction, or altanatively, dm party bolding thc
Earnest19oney may deposit the disputed morin: with die appropriate clerk of court in aecordan
s93A-12nc ee with the provieieof \'.C.G.S.
Section 11, Closing: At or before Closing, Sclicr shall dclivtr to Buyer a gcMsal "'rant, deed unless otherwise specified on Exhibit
B and other deurmenls cusmomarily executed or delivered by a seller in similar transactions, ine(uding without limitation. a bill of sale
for any personally listed on exhibit A. an owner's affidavit,lien waiver fors (and such other lien related documentation as shall
perit the Propemr to be conveyed &cc and clrr of any claim for mechanies' liens) and a non-forciat status aftidavit (pursuant to the
Foreign Investment in Real Prop-rrty Tax Act), and Buycr shall pay to Seller the Purchzue Price. At Closing. the Earnest Mone, shall to
applied as part of the Purchase Pri, The Closing shalt Ix conducted by Btryc>'s ano rt. or handled in such other manner as the pardes
hereto may mutually agree in Av itin , Possession shall be delivered at Closing, unlcxs nthenv e agreed herein. The i'urchase Price and
other funds to be disbuncd pursuant to this A_grocnient shall not be disbua, d =61 Closing has taken place.
Section 12, Notices: unless otherwise provided herein. all notices and other communications which may be or are required to be given:
or made by any party to the other in connection herewith Shall be in writvig and shall M: dt.•emed to have been propnly given andreceived on the date delivered in person or deposited in the United States mail, registered or ccrofied, return receipt requested, to the
addrzsta set out in Section t(g) as to Scutt and in Section I(h) as to Buyer, or at such other addressees as specified by written notice
delivered in accordance hcrcvidt.
Section 13. Entire .agreement: This Aveement constitutes the sole and entire agreement among dee parties hereto and no
modification of this Agreemrn[ shill be binding tmlcss in writing and signed by all panic. hereto. T'ne invalidity of one or more
provisions of this Agreement shall not affect the validity of any other provisions hereof and this ,1mt;ment shall be construed and
ntbrced y if such invalid provisions were not included.
e
Section 14. Enforceability: This Agccment shall become a contract when signed by both Buyer and Seller and such sienine is
communicated to both parties; it being expressly agreed that the notice described in Section 12 is not required for effeet11
ive
communication for due purposes of this Section 14. The panics acknowledge and agree that: (3) the initials fines at the bonom of each
page or this Agrecanrnt arc merely evidence of their having reviewed the terms of each page and (ii) the complete execution of such
initials lines shall not be a condition of the effectiveness of this Agreement. This Agreement shall be binding upon and inure to the
benefit of the panics, their heirs• successors and assigns and their pasoml repmSentark Cs.
Section 15. Adverse Information and Compliance with Lnwt-
(a) iter Knowkdec: Seller has no actual knowledge of (i) eondemnutiun(s) affecting or contemplated with mspca to the
Property: (ii) actions, suits or proceedings pending or threatened against the Property: (iii) changes contemplated in any applicable
laws, ordinances or restrictions affecting the Property; or (iv) governmental special assessments either pending or confumcd, for
Sidewalk, paving, water, sewer, or other improvements on or adjoining the Properly, and no pending or con fired owners' association
spttial a_<cessroerta, except as follows (Inst��t'Vunc" ort C�dendflcation pf any matters relating to (i) through (iv) above, if any):
KL
aqc 6 of S
Buyer lnitiab serer Initial,
pre eeM •^rr anfor'-A by spL171 IW70 rltern We RM. t M -W. M111gan 00-4 .,,yyr.4gt021 m
STANDARD FORM 580-T
Revised 7!3013
J 7P 016
ttht)'

Nate: For purposes of this Agrccmcmt, a "confirmed" special asscssmtent is defined as an assessment that has been approved by a
governmental agency or an oumcrc association for the purposes) staled, whether or not it is fully payable at time of closing, A
"pending" special assessment is defined as an assccancat that is under formal consideration by a governing body. Seller shall pay all
ovv acrj association acsesvnens and all governmental assessments confirmed as of the date of Closing, if any, and Buyer shall rake title
subject to all pending assessments disclosed by Seller hercim if any.
Seller represents thm- the regular ovvncrs association duet, if any, are- S per
ib)Cnmpinncc: To Sellces actual knowledge, (i) Seller has complied vvim all applicable laws. ordiran: regulations,
uatutes- rules and restrictions pertaining to or affecting the Property; (i)i performance of the Agreement will not rtsull in the breach oJ:
constitute any default uoda or insult in the imposition of any lien or encumbrance upon the Property under any agreement or other
instrument to which Seller is a party or by which Seller or the Property is bound: and (iii) there arc no legal actions, suits or other legal
or administrative proceedings pending or threatened against the Property, and Seller is not aware of any facts which might ntsult in any
such action, suit or other proceeding.
Section 16. Survival of Representations and Warranties: AJI representations, wamitlics, covenants and agreements made by the
parties heruto shall survive the Closing and delivery or the died. Seller shall, at or within sit: (G) month: ancr the Closing" and without
further consideration, execute, acknowledge and deliver to Buyer such other documents and instruments, and take such other action as
Buyer may reasonably request or as may be necessary to more effectively transfer to Buyer the Property described herein in accordance
with this Agreement.
Sc tion 17. Applicable Lav: i'his A-rccment :.lull M construed under the laws of the slue in which the Propery is located, Thi, fo,-m
hair only bcen approved for use in North Carolina.
Section 18. Assienmcat: This Agn sere ret is freely assignable unless otherwise expressly provided on Exhihit B.
Section 19. Tax -Deferred Exchange: to the event Buyer or Seller desires to etTcct a tax-deferred exchange in connection with the
conveyance of the Property, Buyer and Seller asrve to cooperate in effecting such exchange: provided, however, that the axchanjnl;
party shall be responsible for all additional costs associated with such exchange, and provided further, that a non-excivinging prty
all a
shnot asstmlc any additional liability' vctth respect to Such tax-deferred exchange. Seller and Buyer shall executc such additional
documents, at no cost to the non -exchanging party, as shall be required to give clfcct to this provision.
Section 20. Memorandum of Contract: Upon request by either party, the panics hereto shall execute a memorandum of contract in
recordable form setting forth such provisions hereof (other than the Purchase Price and other sums due) as either pam' may wish n.
m
incorporate. Such memorandum of contract shall contain a statement that it aulomatically terminates and the Property is relwsed from
any effect thereby as of a specific date to be stated in the memorandum (which specific date shall be no later than the date of Clusing).
Tau cost of recording such memorandum of contract shall be bome by the party reclucstiq, execution of aeras.
Section 21. Autborits: Each signatory to this .AgrL»ent rcprcscnu and varrmts that he or she has Cull authcrk[ to sign :his
Agrcencut and such instruments as may be nec.,sary to c,' cctuate any transaction cmtemplatcd by this Agreement on behalf of the
„nm• for whom he or she signs and that his or her signature binds such pain'.
Section 22. Brokers: Except as expressly provided herein. Buyer and Seller agree to indcnmify and hold each other harmless from
any and all claims of brokers, consultants or real estate agers by, through or under the indemnifying party for fns or commissions
arising out or Ole sale of the Property to Buyer. Buyer and Seiler represent and %vrariant to each other that: (i) except as to the Brokers
dcsiymated under Section I (f) of this Agmement, they have not cmployed nor engaged any brokers, consultants or real estate agents to
be involved in this transaction and (ii) that the compensation of the Brokers is csl dblishc0 by and shall be $ovemed by separate
agreements entered into as amongst the Brokers, the Buyer and%or the Seller.
Section 23. Attorney's Fm: If legal proceedings are instituted to enforce any provision of this Agmcntenl the prevailing pain' in the
proceeding shall be entitled to recover from the non -prevailing party reasonable attorneys fees and court costs incurred in connection
vvith the proceeding.
C) EIFSrSYNTHETIC STUCCO: If the adjacent box is chucked, Sella discloses that the Property has been clad previously
(ci:na in whole or in part) with an'cuaior insulating and finishing system" commonly (gown as "EIFS- or'cymdxde stucoo". Sc1:er
makes no rcpt ;atiom or wrranticc regarding such system and Buyer is advised to make its own mdepadent determinations with
respect to eondiriores related to or occasioned by the existence of such materials at the Property.
Pazc $
Buyer Initials„ Seller Initials .S-TANDARD FORM 580-T
Revised MO 13
0 12016
Produ,sd with 2�0Fcrn,0 by zct.0. 19070 FmnMn Mow Rand, Fraser, Mid -Coin 0M wAw-zploMcctn Mill

ADDENDUM A
Examination Period- Seller and Buyer agree to the following schedule and fees during examination
period:
Contact Date to February 28, 2017 — $ 0.00
March 1, 2017- $ 500.00
April 1, 2017 -5 500.00
Apri130, 2017 $ 500.00
Examination fees will apply to settlement at dosing on the buyers behalf.
Deliveries - Debris to be removed from the site prior to May 14, 2017. Debris would include but not
limited to: irrigation equipment, all pesticide sprayers and bottles, all visqueen/ plastic sheeting
covering the beds, wooden tomato stakes, and any other materials left by the commercial farming
operation.

77113 NORTH CAROLINA ASSOCIA'1'lON OF RRALTORS-0. INC. ANO THE NOt21'(t CAROLINA BAR ASSOL'1ATlUN NL1K(.
NO Jt[PR6SENTATION ,1S TO'fllfi LEGAL VALIDITY OR ADEQUACY OF ANY PROVISION C) THIS FO �
SPECIFIC TRANSACTION. If YOU DO NOT UNDERSTAND THIS NORM OR I+i=liJ"'iHA7 TT DUES NOT YOUR LEGAL NEEDS, YOU Sl[Oi;LD C(7NS111.T A NORTH CAROLINA A&AL F -STATE ATTORN['.Y 13p GN YOU SIGN
IT, PROVIDE FOR
BUYLR:
3F1,1,N R:
41div'idosl
Date:
Date:
Rnsinma Iinlity
PNP H61di", .,,C
h le -Entity)
Py:
Nngtc:Mark HBLOUOks
title: l4mm,�bnr Manz er
Dote: Novombcr 14 2015
Individual
Date:
Business $ably
(Name of Entily)
By:
Name;
Titic:
crate:
9'he undersiancd ticreby ackno»•Icd};es receipt of the Earnest Nloney set forth herein and grecs to bold said Ea Hast N1olcev in
accordance frith 411C terms hereof.
BMP HOLDING LLC .
PH. 828-232-4700
712 MERRIMON AVE s 592
ASHEVILLE, NC 28804
Pay to the DatE9-IIv531
Order of.
zseoz
BB&T -`
SWICH Bg "o Ano TRUST co'ApmY
ASHEVILLE, NORTH CAROUNA
F'or�%D/ Z%

f'RtJueiM»•
VI [ifFi.nn�}trr UOLyaa 190?O hRRCq %-0�'Z Y,03Q Fr�cr, tvlicng�n -09420 S'•SY�ui v-• •,
)-T
U13
USS;
OMP

ADDENDUM A
Examination Period_ Seller and Buyer agree to the following schedule and fees during examination
period:
Contact Date to February 28, 2017 — $ 0.00
March 1, 2017- $ 500.00
April 1, 2017 - $ 500.00
April 30, 2017 -$ 500.00
Additional Examination Period— Seller agrees to extend Examination Period until June 30, 2017 in
exchange for an additional $1500.00. Seller will execute permit application document for Brooks
acquisition of permits and not construction or disturbance, from
Engineering to acquire storm water permits (for 10517 Boylston Hwy, Mills River, NC), limited to
the State of North Carolina as required
by the Town of Mills River to be granted Tiny House Project entitlements by said township. Seller agrees
to extend closing date until July 15, 2017. Total examination fees will be $3000.00 and will be applied to
closing.
10�1'41Y o AA,"
Deliveries - Debris to be removed from the site prior to May 14, 2017. Debris would include but not
limited to: irrigation equipment, all pesticide sprayers and bottles, all visqueen (plastic sheeting)
covering the beds, wooden tomato stakes, trash, and any other materials left by the commercial farming
operation.