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AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY THIS AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY (the "Agreement") is made and entered into on October 1, 2004, by and between ROY WHEELER REALTY COMPANY, INC., a Virginia corporation, (the "Seller") and THE CITY OF CHARLOTTESVILLE, VIRGINIA (the "City ).and THE COUNTY OF ALBEMARLE, VIRGINIA (the "County"), both political subdivisions of the Commonwealth of Virginia (together, the "Purchaser"). The date upon which Seller and Purchaser have both fully executed this Agreement shall be the "Effective Date" of this Agreement. WITNESSETH: For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Purchaser and Seller hereby agree as follows: 1. Purchase and Sale. Seller hereby agrees to sell to Purchaser and Purchaser hereby agrees to purchase from Seller, for the Purchase Price (as defined below) and upon the terms and conditions specified herein, the property more particularly described as that certain parcel of land, with improvements thereon and appurtenances thereto belonging, including any right, title and interest of Seller in and to adjacent roads, alleys and rights-of-way thereto and all improvements located thereon (collectively, the "Property"), situated in the City of Charlottesville, Virginia at the • northeast comer of the intersection of East High Street and 4`s Street, Northeast, and being in all respects the same property conveyed to Roy Wheeler Realty Company, Inc. by deed of B. Ernest Wheeler, Jr. and Nannie F. Wheeler, husband and wife, dated September 9, 1977 of record in the Clerk's Office of the Circuit Court of the City of Charlottesville in Deed Book 388, page 230, and as also described as Parcel 30 on City of Charlottesville Real Property Tax Map 53. Seller and Purchaser agree that the purchase of the Property hereunder is in gross and not by the acre. 2. Conveyance in lieu of Condemnation. This Agreement and the conveyance of the Property are not undertaken voluntarily by the Seller, in that Purchaser has asserted a necessity to acquire the Property for a public use, specifically for use as. a Juvenile and Domestic Relations District Court facility, and the City Council of the City of Charlottesville has passed a Resolution dated August 2, 2004 authorizing the acquisition of the Property by eminent domain. In order to save the time, expense and uncertainty of litigation the parties hereto have negotiated this Agreement, in lieu of formal condemnation proceedings. A copy of the City Council Resolution is attached hereto as Exhibit A. 3. Purchase Price and Earnest Money. The purchase price of the Property shall be Seven Hundred and Seventy Thousand and 00/100 Dollars ($770,000.00) (the "Purchase Price"), all in cash. 4. Written Materials Relative to Property. Upon request by Purchaser, Seller shall provide to Purchaser at. Seller's office within ten (10) business days of the Effective Date for inspection and copying any and all contracts, written reports, studies (including, without limitation • environmental tests and studies), site plans, analyses and other written information and materials