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PURCHASE AGREEMENT

This Purchase Agreement (the "Agreement") is entered into as of [Date], by and between [Seller's Name], a [State] [Type of Entity] with its principal place of business at [Seller's Address] ("Seller"), and [Buyer's Name], a [State] [Type of Entity] with its principal place of business at [Buyer's Address] ("Buyer"). Collectively, the Buyer and Seller shall be referred to as the "Parties."

1. Sale and Purchase of Properties

1.1. Description of Properties

Seller agrees to sell, transfer, and convey to Buyer, and Buyer agrees to purchase from Seller, all of Seller's right, title, and interest in and to those certain properties known as Acean Properties (the "Properties"), more particularly described in Exhibit "A" attached hereto and incorporated herein by reference.

2. Purchase Price

2.1. Total Purchase Price

The total purchase price for the Properties (the "Purchase Price") shall be [Purchase Price], payable in the manner set forth in Section 3 below.

3. Payment Terms

3.1. Payment Timeline

(a) Buyer shall pay a non-refundable earnest money deposit of [Earnest Money Deposit] to Seller upon the execution of this Agreement (the "Deposit");

(b) On the closing date (the "Closing Date"), as defined in Section 4.1, Buyer shall pay the balance of the Purchase Price, less the Deposit previously paid, to Seller by wire transfer of immediately available funds or in such other manner as the Parties may agree in writing.

4. Delivery

4.1. Closing Date

The delivery of the Properties and the payment of the Purchase Price shall be completed on a date specified by the Parties, which shall be no later than [Days] days following the execution of this Agreement (the "Closing Date").

4.2. Deliverables

On the Closing Date, Seller shall deliver to Buyer the following:

(a) a duly executed and acknowledged general warranty deed conveying the Properties to Buyer;

(b) an affidavit of title that the Seller is the lawful owner of the Properties, free and clear of all liens, claims, and encumbrances, except as otherwise provided for in this Agreement;

(c) evidence of compliance with all requirements, conditions, and covenants of this Agreement;

(d) a closing statement reflecting the manner in which the Purchase Price was paid;

(e) any other documents reasonably necessary to effectuate the transfer of the Properties.

5. Warranties

5.1. Seller's Warranties

Seller represents and warrants to Buyer that:

(a) Seller is the legal and beneficial owner of the Properties;

(b) Seller has the legal capacity, power, and authority to execute and deliver this Agreement, to perform its obligations hereunder, and to transfer the Properties to Buyer;

(c) except as otherwise disclosed to Buyer in writing prior to the execution of this Agreement, the Properties are free and clear of all liens, claims, and encumbrances;

(d) no litigation or investigation is pending or threatened, which, if adversely determined, would have a material adverse effect on the ability of Seller to perform its obligations under this Agreement;

(e) the execution, delivery, and performance of this Agreement by Seller will not result in a breach of any agreement to which Seller is a party or by which Seller is bound;

(f) there are no actions, suits, or claims pending or threatened affecting the title to the Properties;

(g) all information provided by Seller to Buyer concerning the Properties prior to the execution of this Agreement is accurate and complete in all material respects.

5.2. Buyer's Warranties

Buyer represents and warrants to Seller that:

(a) Buyer has the legal capacity, power, and authority to execute and deliver this Agreement and to perform its obligations hereunder;

(b) the execution, delivery, and performance of this Agreement by Buyer will not result in a breach of any agreement to which Buyer is a party or by which Buyer is bound.

6. Governing Law

This Agreement shall be governed by, and construed in accordance with, the laws of the United States and the laws of the State of [Governing State] without regard to its conflicts of law principles.

7. Miscellaneous

7.1. Entire Agreement

This Agreement constitutes the entire agreement between the Parties and supersedes all prior understandings, negotiations, and discussions, whether oral or written, relating to the purchase and sale of the Properties.

7.2. Amendments

No modification, amendment, waiver, or addition to this Agreement shall be effective unless in writing and signed by both Parties.

7.3. Binding Effect

This Agreement shall be binding upon, and inure to the benefit of the Parties and their respective heirs, executors, administrators, legal representatives, successors, and permitted assigns.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

_____________________________ _____________________________
[Seller's Name] [Buyer's Name]
By: ________________________ By: ________________________
Title: _______________________ Title: ______________________
Date: ________________________ Date: ______________________