America Online 2010 Annual Report Download - page 130

AGREEMENT FOR PURCHASE AND SALE
OF
REAL PROPERTY
This Agreement for Purchase and Sale of Real Property (this "Agreement") is made and entered into as of the 29th day of October, 2010 (the
"Effective Date") by and between AOL Inc., a Delaware corporation ("Seller"), and RT Pacific Blvd, LLC, a Delaware limited liability company
("Purchaser").
WHEREAS, Seller owns the Property (as defined below); and
WHEREAS, Seller desires to sell to Purchaser, and Purchaser desires to purchase from Seller, the Property pursuant to the terms, conditions and
covenants contained in this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein, and other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, Purchase and Seller hereby agree as follows:
ARTICLE 1
PURCHASE AND SALE
1.1 Purchase and Sale. Subject to and in accordance with the terms, covenants and conditions contained in this Agreement, Seller agrees to sell, assign,
convey, and transfer to Purchaser all of Seller's right, title and interest in and to the following real and personal property (collectively referred to herein as the
"Property"), and Purchaser hereby agrees to purchase and accept the Property.
1.1.1 Land. Subject to the Permitted Exceptions (as defined in Section 4.4.4 below), fee simple title to that certain real property comprised of
approximately 65.54 acres of land, more or less, and more particularly described in Exhibit A attached to this Agreement, located at 22110,
22260, 22265, 22270 and 22275 Pacific Boulevard and 22341 Dresden Street, Dulles, County of Loudoun, Virginia, including all easements and
rights appurtenant thereto (collectively, the "Land").
1.1.2 Improvements. Those certain fixtures and improvements owned by Seller located on the Land (collectively, the "Improvements", and together
with the Land, the "Real Property") including, without limitation, that certain (i) six-story office building containing approximately 173,896
square feet of space located at 22110 Pacific Boulevard, (ii) six-story office building containing approximately 173,916 square feet of space
located at 22260 Pacific Boulevard, (iii) six-story office building containing approximately 173,554 square feet located at 22270 Pacific
Boulevard, (iv) six-story
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