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CASSELBERRY GOLF CLUB
<br />PURCHASE AGREEMENT
<br />THIS PURCHASE AGREEMENT (the "Agreement") is made by and between
<br />CASSELBERRY GOLF COMPANY, a Florida corporation (hereinafter referred to as "Seller"),
<br />with a principal address of 300 S. Lake Triplett Drive, Casselberry, FL 32707, the CITY OF
<br />CASSELBERRY, FLORIDA, a Florida municipal corporation (hereinafter referred to as "Buyer"),
<br />with a principal address of 95 Triplet Lake Drive, Casselberry, FL 32707. The effective date of this
<br />Agreement (the "Effective Dake") shall be the date upon which the last of Seller and Buyer shall
<br />have signed this Agreement.
<br />RECITALS
<br />A. Seller is the owner of certain real property and improvements (including club house,
<br />pro shop and eating facilities) commonly referred to as Casselberry Golf Club (the "Land"), which
<br />Land is described in Exhibit "A".
<br />B. Buyer desires to purchase the Land and other Property (hereinafter defined) from
<br />Seller on the terms and conditions of this Agreement.
<br />AGREEMENT
<br />NOW, THEREFORE, in consideration of the premises, the mutual covenants and
<br />undertakings of the parties hereto, and for other good and valuable considerations, the receipt and
<br />legal sufficiency of which is hereby acknowledged, the parties hereto agree as follows:
<br />ARTICLE 1
<br />PURCHASE AND SALE OF THE GOLF COURSE PROPERTY
<br />1.1 Purchase and Sale of Property. Subject to the terms and conditions set forth in this
<br />Agreement, Seller shall sell, convey, assign, transfer and deliver to Buyer, and Buyer shall purchase,
<br />acquire and assume from Seller, the following property (collectively the "Property):
<br />1.1.1 Real Propprty. The Land and the improvements thereon together with (a) all
<br />easements, rights -of -.way, development rights, entitlements, air rights and appurtenances,
<br />relating or appertaining to the land or the improvements, (b) all water wells, streams, creeks,
<br />ponds, lakes or other bodies of water in, on or under the land, whether such rights are
<br />riparian, appropriate, prescriptive or otherwise, and all water rights, water allocations and
<br />water stock, (c) all sewer, septic and waste disposal rights and interests applicable or
<br />appurtenant to or used in connection with the operation of the improvements, (d) all
<br />improvements, including but not limited to, furniture, equipment and building structures, (e)
<br />all appurtenances to the Land, and (f) all mineral, oil, gas and other hydrocarbons located in,
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