Fillable Printable Real Estate Purchase and Sale Agreement - Illinois

Real Estate Purchase and Sale Agreement - Illinois

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REAL ESTATE PURCHASE AND SALE AGREEMENT ("Agreement")

___________________________

Chicago, Illinois

1.PARTIES: FCBTHoldings, LLC, Series _________________, an Illinois limited liability companyseries

("Seller") agrees to sell and convey to:

(“Purchaser”)and Purchaser agrees to buy fromSeller all of Seller’s rights, title and

interest in and to the Property(as defined in Section 2. below) for the consideration and upon and subject tothe

terms, provisions, and conditions hereinafter set forth.

2.PROPERTY:The real estate located within the County of Cook, State of Illinois commonlyknown as

_______________________________and having a permanent index number of XX-XX-XXX-XXX-0000(the

“Real Estate”; Seller reservesthe right to provide exact legal description of the Real Estate prior to Closing);

together with (a) hereditaments, tenements and appurtenances to the land, including right, title and interest of

Seller, if any, in and to adjacent streets, alleys, orrights-of-way; (b) Seller’s interest in and to any, licenses, and

permits with respect to the Property, if any and solely to the extent transferrableand (c) all leases of any of the

above real property to tenants, if any (“Leases”); all of the above herein collectively called the “Property”.

3. PURCHASE PRICE: CALCULATION OF PURCHASE PRICE

A.HIGH BID PRICE:$

BUYER'S PREMIUM:

(Equal to __% (____percent) of the High Bid)$

TOTAL PURCHASE PRICE: (A+B)$

Payable inU.S.dollarsby Purchaser as follows:

B.INITIALEARNEST MONEY:Simultaneously with the execution of this Agreement Purchaser

shall deposit with Escrow Agent a sum equal to$_________________ (____________Dollars)

payable in the form of a cashier’s check made payable to the orderof ___________________

(“Escrow Agent”), the receipt of which is hereby acknowledged.

C.ADDITIONAL EARNEST MONEY: Ifthe Initial Earnest Money is less than ten percent (10%) of

the Total Purchase Price,the Purchaser shall make anAdditional Earnest Money payment, the amount

of which, when taken together with the Initial Earnest Money shall equal ten percent (10%) of the

Total Purchase Price ("Additional Earnest Money"). The Additional Earnest Money shall be payable

bycashier’s check and made payable to the order of and delivered to EscrowAgentnot less than five

business days after execution of this Agreement.

D.BALANCE OF PURCHASE PRICE: The balance of the Purchase Priceplus or minus prorations

and Closing adjustments, if any, shall be paidat the Closing of this transaction (“Closing”) and must

be paid by wire transfer of funds or by other goodfunds (as defined in 215 ILCS 155/26(c)) acceptable

to the escrowee of the deed and money escrowfor the Closing.

E.CASH, NON-CONTINGENT SALE AND PURCHASE:This is an all-cash sale and purchase and

it is NOTcontingent upon Purchaser obtaining financing even though Purchaser may apply to a

lending institution of Purchaser’s choice for a loan. Purchaser understands andagreesthat neither

receipt of a commitment from such a lending institution, acceptance of such a commitment, nor

satisfaction or failure to satisfyanycondition set forth insuch a commitment shall in anyway be

conditions to or excuse the performance of Purchaser’s obligations under this Agreement.

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4.ESCROW: EscrowAgent will hold all Earnest Money in a non-interest bearing account any and all monies

received by it directly or through its agents, employees or its Attorneys until Closingor the Purchase Agreement

is canceled in accordance with its terms. Seller and Purchaser herebyagree that, in the event either Seller or

Purchaser directs EscrowAgent to disburse funds that are then being held in escrow, the party making such

request or receiving such funds shall indemnify, defend and holdharmless Escrow Agent or anyother Escrow

Agent engaged in connection with the Closing of this transaction from and against any loss, liabilityor expense

(including reasonable attorney's fees) arising from said disbursement unless incurred byreason of gross

negligence or fraud. Escrow Agent reserves the right tointerplead anydispute arising in connection with this

provision. Provided the Purchase Agreement has not theretofore been cancelled or terminated in accordance

with its terms, the initial Escrow Agent shall transfer all monies then being held to the Title Companynot more

than three business days norless than one business daypriorto Closing, to be held bythe Title Company

pursuant to escrowinstructions executed by Seller and Purchaser.

5.TITLE INSURANCE: Seller has delivered to Purchaser a Preliminary Title Insurance Commitment

("Commitment") issued by Chicago Title Insurance Company the ("Title Company") dated

______________________, 2012 and, identifiedas commitment number ___________________. If Purchaser

desires an Owner’s Policy of Title Insurance (“Owner's Policy”), the Title Company shall issue such Owner’s

Policyat Purchaser’s expense, in the full amount of the Purchase Price, datedas of Closing, insuring

Purchaser’s fee simple title tothe Propertysubject to Permitted Exceptions (as hereinafter defined). Purchaser

has reviewed the Commitment, to the extent deemed necessary, has obtained copies of all Documents of Record

(as hereinafter defined) and by execution of this Agreement hereby waives any and all objections to any defects,

encumbrances, liens, encroachments, easements, or other matters disclosed by the Commitment, with the

exception of anymortgage liens and security interests of any Mortgage Holder ("Financing Liens"), if any,for

which appropriate releases, payoffs, and/or termination statements will be deliveredat Closing. All such

matters disclosed bythe Commitment other than the Financing Liens are referred to as the "Permitted

Exceptions”. If the Title Company is not able to issue or commit to issue the Owner's Policy at the Closing

because of a defect in, or encumbrance on, title to the Property other than PermittedExceptions, andPurchaser

objects to such title defect or encumbrance, Seller shall be entitled todelay the Closing for up to 30daysfor

purposes of attempting to clear such encumbrance fromtitle or procuring title insurance over such defect or

encumbrance. In the event Seller does not clear such item orprocure title insurance over samewithin the time

provided, this Agreement will thereupon terminate andall Earnest Moneyshall be returned to Purchaser, unless

Purchaser waives any such defect and elects to proceed toClosing without adjustment orsetoff.

Notwithstanding anything in this Agreement tothe contrary; (a) Purchaser need not obtain a title insurance

policy from the Title Company; and (b) if Purchaser desiresto purchase a title insurance policy from any other

company, Purchaser may do so at Purchaser's discretion and at Purchaser's sole cost and expense; and (c)

Purchaser agrees that in the event Purchaser decides not toobtain a title insurance policynor pay the cost

thereof to the Title Company, Purchaser shall notify Seller of that factat least fifteen (15) daysprior to the

Closing Date(and in the absence of such notice, itshall be conclusively presumed that Purchaserdesires an

Owner’s Policy issued by the Title Company at Purchaser’sexpense); and after Seller’s receipt of such notice,

(i) Seller need not furnish anOwner's Policyto Purchaser;(ii) Seller shall not be obligatedtocause any title

company chosen by Purchasertoomit an exception to title if the Title Company is willing to insure Purchaser's

title without such exception; (iii) the foregoing procedure shall not delay Closing; and (iv) any costs incurredby

Seller caused by Purchaser’s election shall be paid byPurchaser.

6.SURVEY: Purchaser shall have the right toobtain asurvey of thePropertyat Purchaser’s sole cost, and upon

reasonable advance notice to Seller, Seller shall cooperate in providing access tothe Propertyto Purchaser’s

surveyor as shall be reasonably necessarytocomplete such survey. Purchaser shall indemnify, defend and hold

harmless Seller, its members, employees, agents, successors and assigns, from and against any and all claims,

suits causes of action, losses, costs and liabilities arising fromorrelated toentry on the Propertyby Purchaser

or anyagent of Purchaser in connection with the preparation of any such survey. In no event shall Purchaser’s

obtaining a survey delay or prevent Closing, and any mattershown in Purchaser’s survey shall be deemed an

additional Permitted Exception(s).

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7.CLOSING:The Closing ofthe sale shall take place pursuant to the standardformof deedand money escrow

generally utilizedbythe TitleCompany, at the offices of the Title Company located at2400 N. Ashland Ave.,

Chicago, Illinois, or as otherwise mutually agreed by the parties, on or before the thirtieth(30

) day following

execution ofthis Agreement(or the first business day following such thirtieth day, should such thirtieth day

fall on adaywhich isnota normal businessday)("Closing Date"), unlessSeller and Purchaser mutually agree

to change such date in writing.

8. CLOSING DOCUMENTS:

A.At the Closing, Seller shall deliver to Purchaser, at Seller’s sole cost and expense, the following:

(1) Duly executed and acknowledged Quitclaim Deed conveying title in fee simple to the Real

Estate subject to the PermittedExceptions;

(2) A mark-up of the Commitment, subject tothe Permitted Exceptions and such other matters as

may have beenapproved by Purchaser pursuant to Paragraph 5 hereof which shall be issued by

the Title Company as the Owner's Policy after Closing;

(3) Internal Revenue Code Affidavit pursuant to Section 1445 stating that Seller is not a foreign

entity withinthemeaning of the Internal Revenue Code(unless Section 1445 is not applicable

to the subject transaction);

(4) State, county and local real estate transfer declarations,to the extent applicable, which

Purchaser shall execute at the Closing;

(5) A quit-claim assignment of the Leases, if any, and executed notices of sale to anytenants;

(6) Signed escrowinstructions andClosing statement setting forth the Total Purchase Price and all

debits and credits to Purchaser and Seller in connection with this sale;

(7) Copies of all Leases and Service Agreements, if any, to the extent within Seller’s possession or

reasonable control; and

(8) Such documents as may be necessaryto clear anyexceptions to title that are not Permitted

Exceptions.

B.At the Closing, Purchaser shall deliver to Seller, at Purchaser's sole cost and expense, the following:

(1) The Total Purchase Price plus or minus prorations and adjustments, if any; and

(2) A signed counterpart of the Closing statement;

and Purchaser shall execute such other and further documents necessary to close this transaction as

required by the Title Company.

9.POSSESSION: Possession of the Propertyshall be delivered to Purchaser at Closing.

10.SALES EXPENSES TO BE PAID IN CASH AT OR PRIOR TO CLOSING:

A.SELLER’S EXPENSES: All costs of releasing and recording any release of mortgage requiredby

the terms of this Agreement; one-half (½) of any escrowfee(unless Purchaserpurchases the Property

with proceeds of a purchasemoney mortgage loan); state, county and municipal transfer taxes as

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required by applicable statute or ordinance.

B.PURCHASER’S EXPENSES: All recording costs associatedwith the transaction at the Title

Company’s standard flat rate for recording of documents;municipal transfer taxes as required by

ordinance; the full amount of anymoneylender’s escrow; expense of ALTA Owner’s Policy and

Mortgage Title Policy (if applicable); one-half (½) of any escrowfee (unless Purchaser purchases the

Propertywith proceeds of a purchase moneymortgage loan, inwhich case Purchaser shall paythe

entire escrowfee); the cost of extended coverage and any endorsements or additional insurance

requiredbythe Purchaser or the Purchaser’s Lender; Purchaser's real estate brokerage fee if not

provided for in this Agreement; Seller’s attorney fee at a flat rate of $750.00; and Purchaser's attorney's

fee and expenses stipulated to be paid by Purchaser under other provisions of this Agreement.

11.PRORATIONS AND ADJUSTMENTS:The following shall be prorated and adjusted between Seller and

Purchaser as of the time of Closing, except as otherwise expressly provided herein:

A.Real estate tax proration shall be based upon 100% of the most recent ascertainable tax bill.

B.Rent payments under anyLeases received by Seller by the Closing.

C.Such other items that are customarily proratedin transactions of this nature shall be ratably proratedas

of the time of Closing.

Except as expressly provided herein, all prorations shall be final.

12.DEFAULT:

A.Subject to Section 13, and unless otherwise provided for herein, if Purchaser fails tocomplywith the

terms and conditions hereof, Seller mayterminate this Agreement, in which event the Earnest Money,

plus accrued interest, if any,shall be due and payable toSelleras its sole liquidated damages.

Purchaser shall be liable for payment of both the InitialEarnest Money and Additional Earnest

Moneyif not previouslypaid. The parties agree that actual damages in the event of default are

difficult to ascertain and furtheragree that the amount set forth as liquidated damages is a reasonable

estimate of the damages to Seller in the event of Purchaser’s default. Such sum is intended to be

liquidated damages, and not a penalty.

B.Subject to Section 13, if Seller defaults, Purchaser mayelect to obtain a return of the Earnest Money

and accrued interest, if any, asliquidated damages. Purchaser acknowledges and agrees that under no

circumstances shall Seller be liable for Purchaser’s damages, consequential,actual, punitive,

speculative, or otherwise. This provision shall constitute Purchaser’s sole rights at law and equity.

13.RIGHT TO CURE: Purchaser andSeller hereby agree that in the event either party notifies Escrow Agent in

writing that the other party has breached this Agreement by reason of failure to timely deposit theEarnest

Moneyortotimelyclose the transaction or for any other reason as set forth in this Agreement and that the non-

defaulting party has therebyelectedto declare a default,("Default Notice") the Escrow Agent shall notifythe

defaulting partyin writing astothe same. Defaulting partyshall have five (5)business days fromthe date

EscrowAgent notifies defaulting party of the Default Notice to dispute the notice in writing to the Escrow

Agent and the non-defaulting party. In the event defaulting party fails to dispute such Default Notice in writing,

within said five-day period, then, EscrowAgent is hereby authorized by both parties to remit the Earnest Money

and accrued interest, if any, to the non-defaulting party, reduced bythe Escrow Agent’s actual expenses

describedabove. Purchaser and Seller hereby agree to indemnify, save harmless and agreeto defend Escrow

Agent fromand against any claims, demand, costs or damages (including reasonable attorney’s fees) incurred

byEscrow Agent and arising fromor out of orwith respectto EscrowAgent’s dutiesas Escrow Agent or from

complying with a written direction or demand from either party to disburse monies held in escrow.

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14.CONDEMNATION: If, prior tothe Closing Date, condemnation proceedings are commenced against any

material portion of the Property, Purchaser may, at its option, terminate this Agreement by written notice to

Seller within ten (10)business days after Purchaser is advised of thecommencement of such condemnation

proceedings and the Earnest Money shall be refunded to Purchaser, or Purchaser shall have the right to proceed

to consummate the purchaseof the Property, in which event Purchaser may appear anddefend any such

condemnation proceedings, and any award in condemnation shall become the Property of Purchaser and the

Purchase Price shall not be reduced.

15.RISK OF LOSS: The provisions of theUniform Vendor and PurchaserRisk Act of theState of Illinoisshall

be applicable to thisAgreement.

16.BROKER’S COMMISSION:Seller shall cause to be paid a broker’s commission to ____________________

("Auctioneer/Broker") (and, a registeredcooperating broker) upon and

in accordance with the terms andconditions set forth in the ListingAgreement and Purchaser hereby warrants

that the cooperating broker, if any, compliedwith the terms and conditions of the Terms of Sale. Seller and

Purchaser agree that all Brokers’ commissions shall be paidsimultaneously with, and as a condition precedent

to, any disbursements made at Closing. This paragraph anddisbursement instructions maynot be amended or

revoked without the prior written consent of Broker. Purchaser represents and warrants that no broker, sales

agent or finder other than theregistered cooperating broker referenced in this paragraphwas instrumental in

identifying, showing or selling the Property to Purchaser. Each partyheretoagrees toindemnify the other party

and all those parties claiming through them from and against any claims byany other broker other than

_____________________with whom the indemnifying party may have dealt.

17.AGENCYDISCLOSURE.The listing auctioneer/broker, ________________________________and its

sales agents ("Listing Company") represent Seller. The Listing Company owes duties of trust, loyaltyand

confidence to Seller only. While the Listing Company has a dutyto treat Purchaser honestly, the Listing

Company is Seller’s agent and is acting on behalf of Sellerand not Purchaser. Any cooperatingbroker will be

recognized as a Purchaser’s agent. BY SIGNING BELOW, PURCHASER ACKNOWLEDGES PRIOR

TIMELY NOTICE BY LISTING OR SELLING COMPANY THAT LISTING COMPANY IS SELLER’S

AGENT.

18.CONSULT YOUR ATTORNEY: THISISINTENDEDTOBEALEGALLYBINDINGAGREEMENT.

READ ITCAREFULLY. NO REPRESENTATION OR RECOMMENDATION ISMADE BY SELLER,

BROKER, THEIR AGENTS OR EMPLOYEES AS TO THE LEGAL SUFFICIENCY, LEGAL EFFECT, OR

TAX CONSEQUENCES OF THIS DOCUMENTOR THE TRANSACTION RELATING THERETO.

THESE ARE QUESTIONS FOR YOUR ATTORNEY. CONSULTYOUR ATTORNEY BEFORE SIGNING.

NEITHERTHESELLERNORTHEBROKERCANGIVEYOUANYLEGALADVICE.

19.NO REPRESENTATION; PURCHASER'S DUTY TO REVIEW; AS-IS: SELLER IS CONVEYING

THE PROPERTY TO THE PURCHASER ON AN AS-IS BASIS, WITH NO WARRANTIES OF ANY

KIND, EXPRESS OR IMPLIED. PURCHASER ACKNOWLEDGES THATITHAS HAD THE

OPPORTUNITY TO INSPECTAND REVIEWTHE PROPERTY, AND ACKNOWELDGES THAT IT

SHALL ACCEPTTHE PROPERTY FROM SELLER ON AN AS-IS BASIS. PURCHASER

ACKNOWLEDGES THAT SELLER HAS ACQUIREDTHE PROPERTY THROUGH FORECLOSURE,

DEED-IN-LIEU OR SIMILAR LEGAL PROCESS AND THEREFORE HAS NO DIRECTKNOWLEDGE

REGARDING THE CONDITION OF THE PROPERTY AND CONSEQUENTLY SELLER MAKES NO

REPRESENTATIONS WHATSOEVER REGARDING THEPROPERTY AND PURCHASER IS NOT

RELYING ON ANY SUCH REPRESENTATIONS. Specifically, but without limiting the generality of the

foregoing, Purchaser acknowledges that Purchaser has not relied upon any architect's plans, sales plans, site

plan, plats, selling brochures, advertisements, representations, warranties, statements or estimates of any nature

whatsoever, whether written or oral, made bySeller, the Broker or others, including, but not limited to, any

relating to the description or physical condition of the Property, or the dimensions of the Property oranyother

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physical characteristics thereof, estimatedrealestate taxes for theProperty, the right to any incometax

deduction for any real estate taxes or mortgage interest paidby Purchaser, compliance or non-compliance with

zoning, building code, sanitation code, environmentalregulation or any other statute, ordinance or

governmental rule affecting the Property, or any other data, except as may be specifically represented herein.

Purchaser acknowledges that Purchaser has relied on Purchaser's own examination and investigation thereof.

No person has been authorized to make anyrepresentation on behalf of Seller; and Purchaser further represents

that neither Seller nor any representative of the Seller has made anyrepresentations to Purchaser concerning the

condition of the real estate orthe improvements thereon; and Purchaser represents that Purchaser is relying

entirely on their personal inspection as tothe condition of the real estate and anyimprovements thereon. No

oral representation or statements shall be considered a part of this Agreement. Purchaser agrees; (a)to purchase

the Property without offset or any claim against, or liability to, Seller orits agents; and (b) that Purchaser shall

not be relieved of any of Purchaser's obligations hereunder byreason of any minor inaccuracyor error. The

provisions of this paragraph shall survive the Closing.

20. CONDITION OF PROPERTY AND PERSONAL PROPERTY: In addition to the mattersset forth in the

preceding paragraph, Purchaser acknowledges it is not relying on anyrepresentations, statementsorguarantees,

including but not limited to, representations regarding the size of the lot, the presence or absence of toxic or

hazardous substances, zoning,building or sanitation codeviolations or other violations of applicable statutes,

ordinances orrules, or the existence of anyencroachments orunrecordedeasements, prior or subsequent to

Closing. Purchaser acknowledges that no personal property is included as part of the transaction.

21. TOXIC/HAZARDOUS SUBSTANCES: Purchaser assumes all risk of loss, damage orinjury which may

arise as a result of, or may be in any way connected with, the presence ofradon gas, lead paint, asbestos or any

other toxic orhazardous substance in or about the Property.Purchaser fully and forever releases any and all

liabilities, expenses and damages, whether now or hereafterknown, which Purchaser have ormay hereafter

have against Seller, its officers, employees, agents and contractors. Purchaser releases andindemnifies Seller,

its officers, employees, agents andcontractors, fromand against any loss, damage, cost or expense (including

Attorney’s Fees), relatingtoany claim concerning the presence of radon gas, asbestos or other toxicor

hazardous substances in or about the Property, or come in contact with the Property,which claim is made by

Purchaser, oranyperson Purchaser allows toreside in or about the Property or come in contact withthe

Property. This provision shall survive delivery of the deed and the Closing.

22.NOTICES: All notices, elections, consents, demands andcommunications (collectivelycalled “Notices” or

individually called “Notice”)shall be in writing and delivered personally orby registered orcertified mail

return receipt requested, postage prepaid, expressmail or by commercial carrier and, ifsent to Purchaser,

addressed to Purchaser at Purchaser’s address and, if sent tothe Seller, addressed to the Seller at Seller’s

address each statedon the signature page of this Agreement with a copytothe Broker whose address is stated

on signature page of the Agreement. Copies of Notices shall be sent to the attorneys for the respective parties,

if identified on the signature page. Either partymay, bywritten notice to the other, changethe address to which

notices are to be sent. Unless otherwise provided herein, all notices shall be deemed given when personal

deliveryis effected or when deposited inany branch, station or depositorymaintainedbythe U.S. Postal

Service orthe express mail service withinthe UnitedStates of America, except that a Notice of a change of

address shall be deemedgiven when actually received. Seller’s or Purchaser's affidavit of the date and time of

deposit ina mailbox orwith the express mail service or the postmark, whichever is earlier shall constitute

evidence of the effective date when the notice has been given.Notice may also be given by email or facsimile

to the email addresses or fax numbers of the parties set forth herein (if any), providedthat the sending party

shall retain a machine-generatedproof of transmission of same and shall make such proof of transmission

available to any intendedrecipient upon demand. Notices given by email or facsimile shall be deemedreceived

at the time transmitted, except that notices so transmitted outside normal business hours (9:00 am to 5:30 pm,

Monday through Friday, excluding Federal holidays) shall be deemed received at 9:00 amthe next following

business day.

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23.NO RECORDING: Neitherthis Agreement nor any type of memorandum thereof shall be recorded with the

office of the Recorder of Deeds orwith any other governmental agency, and anypurported recordation nor

filing hereof by Purchaser shall constitute a default on the part of Purchaser.

24.ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the parties as to the

subject matterhereof and supersedes all prior understandings and agreements. There are no representations,

agreements arrangements or understandings oral or written between the parties, including the Broker, relating to

the subject matter contained in this Agreement that is not fully expressed or referred to herein.

25.SUCCESSORS AND ASSIGNS: The provisions of this Agreement shall bind and inure tothe benefit of

Purchaser and Purchaser’s heirs, legal representatives, successors and permitted assigns and shall bind and inure

to the benefit of the Seller, Seller's heirs, legal representatives and its successors and assigns. Purchaser may

not assign this Agreement without priorwritten consent of Seller.

26.REAL ESTATE SETTLEMENT PROCEDURES ACT: Purchaser and Sellerhereby agree tomake all

disclosures and do all things necessaryto comply with the applicable provisions of the Real Estate Settlement

Procedures Act of 1974. In the event that either partyshall fail to make appropriate disclosure when asked,

such failure shall be considered a breach on the part of said party.

27.JOINT PURCHASERS: The term“Purchaser” shall be read as “Purchasers” if more than one person is the

Purchaser of the Property, in which case their obligations shall be joint and several.

28.FURTHER ASSURANCES: Either party shall execute, acknowledge and deliver to the other partysuch

instruments and take such other actions, in addition to the instruments and actions specifically providedfor

herein at anytime and fromtime to time after execution ofthis Agreement whether before or after the Closing,

as such other partymayreasonablyrequest in orderto effectuate the provisions of this Agreement or the

transaction contemplatedherein orto confirm or perfect any right to be created or transferred hereunder or

pursuant to this transaction, provided that neither party shall be requiredto incur any material expense in

connection therewith.

29.SEVERABILITY: If any clause or provision of this Agreement is heldto be invalid or unenforceable by any

court of competent jurisdiction as against any person orunder any circumstances, the remainder of this

Agreement and the applicabilityof any such clause orprovision to other persons or circumstancesshall notbe

affected thereby. All other clauses orprovisions ofthis Agreement, not found invalid or unenforceable shall be

and remain valid and enforceable.

30.TIME: Time is of the essence of this Agreement.

31.STRICT COMPLIANCE / WAIVER: Anyfailure byeither partyto insist upon strict performance bythe

other party of any of the provisions of this Agreement shall not be deemed a waiver ofany of the provisions

hereof, irrespective of the number of violations or breaches that mayoccur, and each party, notwithstanding any

such failure, shall have the rightthereafter to insist upon strict performance by the otherof any and allofthe

provisions of this Agreement.

32.GOVERNING LAW: The provisions of this Agreement and all questions with respect to the construction and

enforcement thereof and the rights and liabilities of the parties hereto shall be governed by, and construed and

enforced in accordance with, the laws of the State of Illinois.

33.WAIVER OF JURY TRIAL: EXCEPT AS PROHIBITED BY LAW, THE PARTIES SHALL, AND

THEY HEREBY DO, EXPRESSLY WAIVE TRIAL BY JURY IN ANY LITIGATION ARISING OUT

OF, CONNECTED WITH,OR RELATING TO THIS AGREEMENT OR THE RELATIONSHIP

CREATED HEREBY. WITHRESPECT TO ANY MATTER FOR WHICH A JURY TRIAL CANNOT

BE WAIVED, THE PARTIES AGREE NOT TO ASSERT ANY SUCHCLAIMAS A

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COUNTERCLAIMIN, NOR MOVE TO CONSOLIDATE SUCH CLAIMWITH, ANY ACTION OR

PROCEEDING IN WHICH A JURY TRIAL IS WAIVED.

34.ATTORNEYS FEES: A party to this Agreement who is the prevailing party in any legal proceeding against

any other party brought under or with respect to this Agreement or the transaction contemplated hereby shall be

additionally entitled to recover court costs and reasonable attorney’s fees from the non-prevailing party.

35.GENDER: A reference in this Agreement toanyone gender, masculine, feminine or neuter, includes the other

two, and the singular includes the plural, and vice versa, unless the context requires otherwise.

36. CERTAIN REFERENCES:The term“herein”, “hereof” or “hereunder” or similar terms used in this

Agreement refer to this entire Agreement and not to the particular provision in which the termis used. Unless

otherwise stated, all references herein to paragraphs, subparagraphs or other provisions are references to

paragraphs, subparagraphs or other provisions of this Agreement.

37.CAPTIONS: The captions in this Agreement are for convenience and reference only and in no way define,

limit or describe the scope of this Agreement or the intent of any provision hereof.

38.NO ORAL CHANGES: This Agreement cannot be changed orany provision waived orally. ANY

CHANGES OR ADDITIONAL PROVISIONS OR WAIVERS MUSTBE SET FORTH IN A RIDER

ATTACHED HERETO OR IN A SEPARATE WRITTEN AGREEMENT SIGNED BY THE PARTIES.

39.EXHIBITS: All Exhibits describedherein and attached heretoare incorporated herein by this reference for all

purposes.

40.DATE OF PERFORMANCE: If any date for performance hereunder falls on a Saturday, Sunday or other day

which is a holiday underFederal lawor under the State law where the Property is located, the date for such

performance shall be the next succeeding business day.

41.COUNTERPARTS: This Agreement may beexecutedin multiple counterparts allof which when taken

together shall constitute one Agreement.

42.COUNTERPART FACSIMILE EXECUTION: For purposes of executing this Agreement, a document

signed and transmitted byfacsimile machine or signed and scanned to .pdf computer file format and transmitted

byemail shall be treated as an original document. The signature of anypartythereon shall be consideredas an

original signature, and the document transmittedshall be consideredtohave the same bindinglegal effect asan

original signature on an original document. At the request of either party, any facsimile or emailed .pdf file

document shall be re-executed by both parties in original form. No party hereto may raise the use of a facsimile

machine oremail or the fact that any signature was transmittedthrough the use of afacsimile machine oremail

as a defense tothe enforcement of this Agreementor any amendment executed in compliance with this

paragraph. This paragraph does not supersede the requirementsof Section 22 of this Agreement.

43.IRREVOCABLE OFFER:This document constitutes an irrevocable offer to purchase byPurchaser for two

(2) days of execution byPurchaser in accordance with this Agreement. In the event the offer to purchase is not

acceptedwithin two (2) days, this offer may be withdrawnwithout penalty and Purchasershall receive the

return of its earnest moneydeposit in its entirety.

Such offer to purchase shall not be deemedaccepted by Selleruntil executed bySeller or Seller’s duly

authorized agent.

[SIGNATURES ON FOLLOWING PAGE]

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IN WITNESS WHEREOF, the parties hereto,intending tobe legallybound hereby, have executed this

Real Estate Purchase and Sale Agreement on the dates listedbelow, tobe effective as of the date signed by the

Seller.

PURCHASER:

(Sign Name)(Sign Name)

(Print Name)(Print Name)

PURCHASER’S ADDRESS:PURCHASER’S PHONE:

Phone:

Fax:

Email:_______________

SOCIAL SECURITY OR TAXPAYER I.D.DATE PURCHASER SIGNS THIS

NUMBER OF PURCHASER: AGREEMENT: ______________

PURCHASER’S

ATTORNEY:

_______________

Phone:

Fax:

Email:

COOPERATING

BROKER:

_______________

Phone:

Fax:

Email:

SELLER:FCBT HOLDINGS, LLC, Series ________________, an Illinois limited liability companyseries

By:_______________________________________

(Sign Name)

(Print Name)

Its:

SELLER’S ADDRESS:SELLER’S PHONE:

Phone:

Fax:

Email:_______________

DATE SELLER SIGNS THIS AGREEMENT:

(Effective Date of Agreement)

SELLER’S

ATTORNEY:

Warren E. Silver

Silver Law Office

1700 W. Irving Park Road, Suite 102

Chicago, Illinois 60613

Phone: (773) 832-9550

Fax: (773) 832-9552

Email: warren@silverlawoffice.com

LISTING/AUCTIONING

BROKER:

_______________

Phone:

Fax:

Email:

Page 10 of 10

EXHIBIT A

LEGAL DESCRIPTION