SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported) May 10, 1996
AEI REAL ESTATE FUND XVIII LIMITED PARTNERSHIP
(Exact Name of Registrant as Specified in its Charter)
State of Minnesota
(State or other Jurisdiction of Incorporation or
Organization)
0-18289 41-1622463
(Commission File Number) (I.R.S. Employer
Identification No.)
1300 Minnesota World Trade Center, St. Paul, Minnesota 55101
(Address of Principal Executive Offices)
(612) 227-7333
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
Item 1. Changes in Control of Registrant.
Not Applicable.
Item 2. Acquisition or Disposition of Assets.
On May 10, 1996, AEI Real Estate Fund XVIII Limited
Partnership sold a Taco Cabana restaurant in New Braunfels,
Texas for $1,053,000. The property was sold to the Givens
Family Trust, which is not affiliated with the Partnership.
The Partnership received net sale proceeds of approximately
$986,000, which resulted in a net gain of approximately
$275,655.
Item 3. Bankruptcy or Receivership.
Not Applicable.
Item 4. Changes in Registrant's Certifying Accountant.
Not Applicable.
Item 5. Other Events.
None.
Item 6. Resignation of Registrant's Directors.
Not Applicable.
Item 7. Financial Statements and Exhibits.
(a) A limited number of proforma adjustments are
required to illustrate the effects of the
transaction on the balance sheet and income
statement. The following narrative
description is furnished in lieu of the
proforma statements:
Assuming the Partnership had sold the property
on March 31, 1996, the Partnership's
Investments in Real Estate and Accumulated
Depreciation would have been reduced by
$784,045 and $73,700, respectively, and its
Current Assets (cash) would have been
increased by $986,000. This transaction would
have caused the Total Assets and Total
Liabilities and Partners' Capital to increase
from $16,762,022 to $17,037,677.
At March 31, 1996, the Partnership's Net
Income would have increased by approximately
$275,655 due to the gain on sale, and Net
Income Per Limited Partnership Unit would have
increased from $10.24 to $22.60.
(c) Exhibits
Exhibit 10.1 - Purchase Agreement
dated May 3, 1996 between the
Partnership and the Givens Family
Trust relating to the property at
811 I-H North, New Braunfels,
Texas.
SIGNATURES
Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned hereunto duly
authorized.
AEI REAL ESTATE FUND XVIII LIMITED PARTNERSHIP
By: AEI Fund Management XVIII, Inc.
Its: Managing General Partner
Date: May 21, 1996 /s/ Mark E Larson
By: Mark E. Larson
Its Chief Financial Officer
PURCHASE AGREEMENT
Taco Cabana
New Braunfels, TX
This AGREEMENT, entered into effective as of the 3rd of May, 1996
l. Parties. Seller is AEI Real Estate Fund XVIII Limited
Partnership, ("Seller"). Seller holds an undivided 100% interest
in the fee title to that certain real property legally described
in the attached Exhibit "A" (the "Property"). Buyer is The
Givens Family Trust dated 1974, Robert E. Givens and Marie J.
Givens, Trustees ("Buyer"). Seller wishes to sell and Buyer
wishes to buy the Property.
2. Property. The Property to be sold to Buyer in this transaction
is legally described on Exhibit A attached hereto, subject to all
easements, convenants, conditions, restrictions and agreements of
record ("Permitted Exceptions").
3. Purchase Price. The purchase price for this Property is
$1,053,000, based on the following terms:
4. Terms. The purchase price for the Property will be paid by
Buyer as follows:
(a) When this agreement is executed, Buyer will pay $10,000
to be deposited into Escrow (the "First Payment"). The First
Payment will be credited against the purchase price when and
if escrow closes and the sale is completed. After the
expiration of the Review Period as defined in paragraph 6
below, the First Payment held for the account of Seller
shall become non-refundable.
(b) Balance of purchase price, $1,043,000, to be deposited
into escrow on or before closing.
5 Closing Date. Escrow shall close on or before June 1, 1996.
6 . Due Diligence. Buyer will have until the expiration of the
tenth day after delivery (the "Review Period") of each of
following items as set forth in 6(a) - (d), to be supplied by
Seller, to conduct all of its inspections and due diligence and
satisfy itself regarding each item, the Property, and this
transaction.
(a) The original and one copy of a title insurance
commitment for an Owner's Title insurance policy (see
paragraph 8 below).
(b) Copies of a Certificate of Occupancy or other such
document as of the date reflected thereon may be in Seller's
possession certifying completion and granting permission to
permanently occupy the improvements on the Entire Property.
(c) Copies of an "as built" survey of the Property done
concurrent with Seller's acquisition of the Property.
Buyer Initial /s/ RG /s/ MG
Purchase Agreement for: Taco Cabana - New Braunfels, TX
(d) Lease of the Entire Property showing occupancy date,
lease expiration date, rent, and security deposit, if any,
and Guarantys, if any, accompanied by such tenant financial
statements as provided to Seller by the Tenant and/or
Guarantors.
Buyer acknowledges that the information provided and to be
provided by Seller with respect to the Property and to the
Lessee and Guarantors of Lease was obtained from a variety
of sources and Seller neither (a) has made independent
investigation or verification of such information, or (b)
makes any representations as to the accuracy or completeness
of such information. Seller is not aware that such
information is inaccurate or misleading.
At closing, Seller shall provide Buyer with an affidavit
under penalty of perjury, that Seller is not a "foreign
person".
Buyer may cancel this agreement for ANY REASON in its sole
discretion by delivering a cancellation notice by certified mail,
return receipt requested, or by personal delivery to Seller and
escrow holder before the expiration of the Review Period or
Inspection Period. Such notice shall be deemed effective only
upon receipt by Seller.
If Buyer cancels this Agreement as permitted under this
Section, except for any escrow cancellation fees and any
liabilities under sections 15(a) of this Agreement (which will
survive), Buyer (after execution of such documents reasonably
requested by Seller to evidence the termination hereof) shall be
returned its First Payment and, if received by Seller, Second
Payment, and Buyer will have absolutely no rights, claims or
interest of any type in connection with the Property or this
transaction, regardless of any alleged conduct by Seller or
anyone else.
7. Escrow. Escrow shall be opened by Seller and funds
deposited upon acceptance of this agreement. The Escrowee will be
a nationally-recognized escrow company selected by Seller and
reasonably acceptable to Buyer. A copy of this Agreement will be
delivered to the escrow holder and will serve as escrow
instructions together with the escrow holder's standard
instructions and any additional instructions required by the
escrow holder to clarify its rights and duties. The parties
agree to sign these additional instructions of the Escrowee, if
any. If there is any conflict between these other instructions
and this Agreement, this Agreement will control. Escrow will be
opened upon acceptance of this Agreement by Seller.
Esrow shall be at Lockwood Escrow, (changed to conform to the facts)
/s/ RG /s/ MG
8. Title. Closing will be conditioned on the commitment of
a title company selected by Seller and acceptable to Buyer to
issue an Owner's policy of title insurance, dated as of the close
of escrow, in an amount equal to the purchase price, insuring
that Buyer will own insurable title to the Property subject only
to: the title company's standard exceptions; current real
property taxes and assessments; survey exceptions; and other
items of record not affecting marketability disclosed to Buyer
during the Review Period ("Permitted Exceptions").
Title shall be at Commonwealth Title (changed to conform to the
facts) /s/ RG /s/ MG
Buyer shall be allowed three (3) days after receipt of said
commitment for examination and the making of any objections to
marketability of exceptions to title thereto, said objections to
be made in writing or deemed waived. If any objections are so
made, the Seller shall be allowed ten (10) days to make such
title marketable or cure Buyer's objections, or in the
Buyer Inital: /s/ RG /s/ MG
Purchase Agreement for: Taco Cabana - New Braunfels, TX
alternative to obtain a commitment for insurable title insuring
over Buyer's objections. If Seller shall decide to make no
efforts to make title marketable, or is unable to make title
marketable or obtain insurable title, (after execution by Buyer
of such documents reasonably requested by Seller to evidence the
termination hereof) Buyer's First Payment shall be returned and
this agreement shall be null and void and of no further force and
effect.
Pending correction of title, the payments hereunder required
shall be postponed, but upon correction of title and within ten
(10) days after written notice of correction to the Buyer, the
parties shall perform this agreement according to its terms.
9. Closing Costs. Seller will pay the deed stamp taxes, if
any, and one-half of escrow fees, and any brokerage commissions
payable. Seller shall pay for the cost of issuing the title
commitment. Buyer will pay the cost of the title insurance
premium for an Owner's policy, all recording fees, one-half of
the escrow fees, the costs of a update to the Survey in Seller's
possession (if an update is required by Buyer). Each party will
pay its own attorneys' fees and costs to document and close this
transaction.
10. Real Estate Taxes, Special Assessments and Prorations.
(a) Because the Entire Property is subject to a triple net
lease and Seller holds no escrow for such taxes, the parties
acknowledge that there shall be no need for actual real
estate tax proration including levied or pending special
assessments. Seller represents that to the best of its
knowledge, all real estate taxes and installments of special
assessments due and payable in all years prior to the year
of Closing have been paid in full. Regardless,
responsibility for such taxes due and payable in the year of
closing shall be prorated as of the date of closing for any
portion not paid by the Tenant of the Property.
(b) All income and all operating expenses payable by Seller
from the Entire Property shall be prorated between the
parties and adjusted by them as of the date of Closing.
Seller shall be entitled to all income earned and shall be
responsible for all expenses incurred prior to the date of
Closing to the extent not paid by Tenant.
11. Seller's Representation and Agreements.
(a) Seller represents and warrants as of this date that:
(i) Except for the lease in existence between Seller and
Taco Cabana, Inc., dated May 1, 1992 which was assigned to
Texas Taco Cabana LP pursuant to the General Assignment and
Assumption of Leases between Taco Cabana, Inc. and TC Lease
Holdings III, V and VI, Inc. dated October 28 (changed to 31
to conform to the facts /s/ RG /s/ MG), 1993 and pursuant to
the General Assignment and Assumption of Leases between TC
Lease Holding III V and VI, Inc. and Texas Taco Cabana LP
dated October 23 (chnaged to 31 to conform to the facts /s/
RG /s/ MG), 1993 and pursuant to the Consents and
Acknowledgments Concerning Net Lease Agreements between Taco
Cabana, Inc. and AEI Real Estate Fund XVIII Limited
Partnership dated June 2, 1994, Seller is not aware of any
leases of the Property. A copy of the above referenced
documents is incorporated herein as "Exhibit "B". The above
referenced lease agreement has an
Buyer Initial /s/ RG /s/ MG
Purchase Agreement for: Taco Cabana - New Braunfels, TX
option to purchase in favor of the Tenant as set forth in
article 34 of said lease agreement.
(ii) It is not aware of any pending litigation or
condemnation proceedings against the Property or Seller's
interest in the Property.
(iii) It is not aware of any contracts other than the Lease
Seller has executed that would be binding on Buyer after the
closing date.
(iv) There are no wells, septic systems, drain fields or
any other private sewer system on the Property.
12. Disclosures.
(a) To the best of Seller's knowledge: there are not now,
and at the Closing there will be, no material, physical or
mechanical defects of the Property, including, without
limitation, the plumbing, heating, air conditioning,
ventilating, electrical systems, and all such items are in
good operating condition and repair and in compliance with
all applicable governmental , zoning and land use laws,
ordinances, regulations and requirements.
(b) To the best of Seller's knowledge: the use and
operation of the Property now is, and at the time of Closing
will be, in full compliance with applicable building codes,
safety, fire, zoning, and land use laws, and other
applicable local, state and federal laws, ordinances,
regulations and requirements.
(c) To the best of Seller's knowledge: the Property is not,
and as of the Closing will not be, in violation of any
federal, state or local law, ordinance or regulations
relating to industrial hygiene or to the environmental
conditions on, under, or about the Property including, but
not limited to, soil and ground water conditions. To the
best of Seller's knowledge: there is no proceeding or
inquiry by any governmental authority with respect to the
presence of Hazardous Materials on the Property or the
migration of Hazardous Materials from or to other property.
Except as otherwise provided in this Agreement and except to
the extent that Seller has knowledge of any hazardous
substances or materials on or in connection with the
Property which Seller is not disclosing to Buyer hereunder,.
Buyer agrees that Seller will have no liability of any type
to Buyer or Buyer's successors, assigns, or affiliates in
connection with any Hazardous Materials on or in connection
with the Property either before or after the Closing Date.
(d) Subject to Seller's representations contained in the
Agreement, including subparagraphs 12(a), (b) and (c) above,
Buyer agrees that it shall be purchasing the Property in its
then present condition, as is, where is, and Seller has no
obligations to construct or repair any improvements thereon
or to perform any other act regarding the Property, except
as expressly provided herein.
(e) This Agreement is not subject to any inspection
contingencies. Buyer warrants that Buyer is knowledgeable
in real estate matters and has made all investigations and
inspections which Buyer deems necessary
Buyer Initial: /s/ RG /s/ MG
Purchase Agreement for: Taco Cabana - New Braunfels, TX
and appropriate with regard to its purchase of the Property.
Buyer acknowledges and agrees that Buyer is not relying upon
any representation or warranties made by Seller or Seller's
Agent in electing to waive inspection contingencies.
(f) Buyer acknowledges that, having been given the
opportunity to inspect the Property and such financial
information on the Lessee and Guarantors of the Lease as
Buyer or its advisors shall request, Buyer is relying solely
on its own investigation of the Property and not on any
information provided by Seller or to be provided except as
set forth herein. Buyer expressly acknowledges that, in
consideration of the agreements of Seller herein, except as
otherwise specified herein, Seller makes no Warranty or
representation, Express or Implied, or arising by operation
of law, including, but not limited to, any warranty or
condition, habitability, tenantability, suitability for
commercial purposes, merchantability, profitability or
fitness for a particular purpose, in respect of the
Property.
13. Closing.
(a) Before the closing date, Seller will deposit into
escrow an executed warranty deed subject to Permitted
Exceptions conveying insurable title of the Property to
Buyer. At Closing, Seller shall deliver to Buyer the
following:
(i) A standard Seller's Affidavit regarding liens
and judgments.
(ii) An Assignment of Seller's interest as lessor under
any and all leases affecting the Property, together with
Estoppel signed by any and all tenants, or signed by Seller
if Seller is unable to obtain signature of tenants, containing
a representation that the lease is in full force and effect,
there are no breaches under the lease, and there has been no
prepayment of rent or payment of a security deposit.
(v) Seller shall transfer to Buyer all prepaid rent
and security deposits, if any, with respect to the Property.
(b) On or before the closing date, Buyer will deposit into
escrow: the balance of the purchase price when required
under Section 4; any additional funds required of Buyer,
(pursuant to this agreement or any other agreement executed
by Buyer) to close escrow. Both parties will sign and
deliver to the escrow holder any other documents reasonably
required by the escrow holder to close escrow.
(c) On the closing date, if escrow is in a position to
close, the escrow holder will: record the deed in the
official records of the county where the Property is
located; cause the title company to commit to issue the
title policy; immediately deliver to Seller the portion of
the purchase price deposited into escrow by cashier's check
or wire transfer (less debits and prorations, if any);
deliver to Seller and Buyer a signed counterpart of the
escrow holder's certified closing statement and take all
other actions necessary to close escrow.
Buyer Initial /s/ RG /s/ MG
Purchase Agreement for Taco Cabana - New Braunfels, TX
14. Defaults. If Buyer defaults, Buyer will forfeit all rights
and claims and Seller will be relieved of all obligations and
will be entitled to retain all monies (First, and if made, the
final Payments) heretofore paid by the Buyer. Seller shall
retain all remedies available to Seller at law or in equity.
If Seller shall default, Buyer irrevocably waives any rights
to file a lis pendens, a specific performance action or any other
claim, action or proceeding of any type in connection with the
Property or this or any other transaction involving the Property,
and will not do anything to affect title to the Property or
hinder, delay or prevent any other sale, lease or other
transaction involving the Property (any and all of which will be
null and void), unless: it has paid the First Payment, performed
all of its other obligations and satisfied all conditions under
this Agreement, and unconditionally notifies Seller that it
stands ready to tender full performance, purchase the Property
and close escrow as per this Agreement. Provided, however, that
in no event shall Seller be liable for any actual, punitive,
consequential or speculative damages arising out of any default
by Seller hereunder.
15. Buyer's Representations and Warranties.
a. Buyer represents and warrants to Seller as follows:
(i) In addition to the acts and deeds recited herein and
contemplated to be performed, executed, and delivered by
Buyer, Buyer shall perform, execute and deliver or cause to
be performed, executed, and delivered at the Closing or
after the Closing, any and all further acts, deeds and
assurances as Seller or the Title Company may require and
Buyer deems to be reasonable in order to consummate the
transactions contemplated herein.
(ii) Buyer has all requisite power and authority to
consummate the transaction contemplated by this Agreement
and has by proper proceedings duly authorized the execution
and delivery of this Agreement and the consummation of the
transaction contemplated hereby.
(iii) To Buyer's knowledge, neither the execution and
delivery of this Agreement nor the consummation of the
transaction contemplated hereby will violate or be in
conflict with (a) any applicable provisions of law, (b) any
order of any court or other agency of government having
jurisdiction hereof, or (c) any agreement or instrument to
which Buyer is a party or by which Buyer is bound.
16. Damages, Destruction and Eminent Domain.
(a) If, prior to closing, the Property or any part thereof
be destroyed or further damaged by fire, the elements, or
any cause, due to events occurring subsequent to the date of
this Agreement to the extent that the cost of repair exceeds
$20,000 this Agreement shall become null and void, at
Buyer's option exercised, if at all, by written notice to
Seller within ten (10) days after Buyer has received written
notice from Seller of said destruction or damage. Seller,
however, shall have the right to adjust or settle any
insured loss until (i) all contingencies set forth in
Paragraph 6 hereof have been satisfied, or waived; and (ii)
Buyer Initial /s/ RG /s/ MG
Purchase Agreement for Taco Cabana - New Braunfels, TX
any period provided for above in this Subparagraph 16a for
Buyer to elect to terminate this Agreement has expired or
Buyer has, by written notice to Seller, waived Buyer's right
to terminate this Agreement. If Buyer elects to proceed and
to consummate the purchase despite said damage or
destruction, there shall be no reduction in or abatement of
the purchase price, and Seller shall assign to Buyer the
Seller's right, title, and interest in and to all insurance
proceeds (pro-rata in relation to the Entire Property)
resulting from said damage or destruction to the extent that
the same are payable with respect to damage to the Property,
subject to rights of any Tenant of the Entire Property.
If the cost of repair is less than $20,000.00, Buyer shall
be obligated to otherwise perform hereinunder with no
adjustment to the Purchase Price, reduction or abatement,
and Seller shall assign Seller's right, title and interest
in and to all insurance proceeds pro-rata in relation to the
Property, subject to rights of any Tenant of the Property.
(b) If, prior to closing, the Property, or any part
thereof, is taken by eminent domain, this Agreement shall
become null and void, at Buyer's option. If Buyer elects to
proceed and to consummate the purchase despite said taking,
there shall be no reduction in, or abatement of, the
purchase price, and Seller shall assign to Buyer all the
Seller's right, title, and interest in and to any award
made, or to be made, in the condemnation proceeding pro-rata
in relation to the Entire Property, subject to rights of any
Tenant of the Entire Property.
In the event that this Agreement is terminated by Buyer as
provided above in Subparagraph 16a or 16b, the First Payment
shall be immediately returned to Buyer (after execution by Buyer
of such documents reasonably requested by Seller to evidence the
termination hereof).
18. Agency Information
(a) Seller's Agent: Marcus and Millichap Real Estate
Investment Brokerage Company is the broker representing the
Seller (and the Seller only) in this transaction. Bill
Gilmore is the broker representing the Buyer (and the Buyer
only).
(b) Other Brokers: Buyer and Seller agree that, in the
event any broker other than Agent or a broker affiliated
with Agent in involved in the disposition of the Property,
Agent shall have no liability to Buyer or Seller for the
acts or omissions of such other broker, who shall not be
deemed to be a subagent of Agent.
(c) Scope of Agent's Authority and Responsibility: Agent
shall have no authority to bind either Buyer or Seller to
any modification or amendment of this Agreement. Agent
shall not be responsible for performing any due diligence or
other investigation of the Property on behalf of either
Buyer or Seller, or for providing either party with
professional advice with respect to any legal, tax,
engineering, construction or hazardous materials issues.
Except for maintaining the confidentiality of any
information regarding Buyer or Seller's financial condition
and any future negotiations regarding the terms of this
Buyer Initial: /s/ RG /s/ MG
Purchase Agreement for: Taco Cabana - New Braunfels, TX
Purchase Agreement, Buyer and Seller agree that their
relationship with Agent is at arm's length and is neither
confidential nor fiduciary in nature.
(d) Broker Disclaimer: Buyer and Seller acknowledge that,
except as otherwise expressly stated herein, Agent has not
made any investigation, determination, warranty or
representation with respect to any of the following: (a)
the financial condition or business prospects of any tenant,
or such tenant's intent to continue or renew its tenancy in
the Property; (b) the legality of the present or any
possible future use of the Property under any federal, state
or local law; (c) pending or possible future action by any
governmental entity or agency which may affect the Property;
(d) the physical condition of the Property, including but
not limited to, soil conditions, the structural integrity of
the improvements, and the presence or absence of fungi or
wood destroying organisms, (e) the accuracy or completeness
of income and expense information and projections, of square
footage figures, and of the texts of leases, options, and
other agreements affecting the Property; (f) the possibility
that lease, options or other documents exist which affect or
encumber the Property and which have not been provided or
disclosed by Seller, or (g) the presence or location of any
hazardous materials on or about the Property, including, but
not limited to, asbestos, PCB's, or toxic, hazardous or
contaminated substances, and underground storage tanks.
18. Miscellaneous.
(a) This Agreement may be amended only by written agreement
signed by both Seller and Buyer, and all waivers must be in
writing and signed by the waiving party. Time is of the
essence. This Agreement will not be construed for or
against a party whether or not that party has drafted this
Agreement. If there is any action or proceeding between the
parties relating to this Agreement the prevailing party will
be entitled to recover attorney's fees and costs. This is
an integrated agreement containing all agreements of the
parties about the Property and the other matters described,
and it supersedes any other agreements or understandings.
Exhibits attached to this Agreement are incorporated into
this Agreement.
(b) If this escrow has not closed by June 1, 1996, through
no fault of Seller, Seller may either, at its election,
extend the closing date, exercise any remedy available to it
by law, including but not limited to terminating this
Agreement.
(c) Funds to be deposited or paid by Buyer will be good and
clear funds in the form of cash, cashier's checks or wire
transfers.
(d) All notices from either of the parties hereto to the
other shall be in writing and shall be considered to have
been duly given or served if sent by first class certified
mail, return receipt requested, postage prepaid, or by a
nationally recognized courier service guaranteeing overnight
delivery to the party at his or its address set forth below,
or to such other address as such party may hereafter
designate by written notice to the other party.
Buyer Initial: /s/ RG /s/ MG
Purchase Agreement for: Taco Cabana - New Braunfels, TX
CONTRACT ADDENDUM
1. All contingency approval or disapproval is at
buyer's sole and absolute discretion and shall be in writing
to escrow. If buyer disapproves of any contingency this
escrow will be cancelled and deposits returned to buyer.
2. Buyer and seller both acknowledge that there is no
paragraph #17 in this agreement.
3. Close of escrow is contingent upon buyer closing
escrow at 2575 Pacific Avenue in Long Beach, California in
which buyer shall execute a 1031 Tax Deferred Exchange into
the purchase of 811 I-H 35N New Braunfels, Texas. Seller
will cooperate with buyer to facilitate this exchange at no
additional cost to seller.
Buyer Initial /s/ RG /s/ MG
Seller Initial
Purchase Agreement for: Taco Cabana - -New Braunfels, TX
If to Seller:
Attention: Robert P. Johnson
AEI Real Estate Fund XVIII Limited Partnership
1300 Minnesota World Trade Center
30 E. 7th Street
St. Paul, MN 55101
If to Buyer:
Robert E. & Marie J. Givens
29392 Big Range RD
Canyon Lake, CA 92587
When accepted, this offer will be a binding agreement for
valid and sufficient consideration which will bind and benefit
Buyer, Seller and their respective successors and assigns. Buyer
is submitting this offer by signing a copy of this offer and
delivering it to Seller along with the $5,000 First Payment,
which, if accepted, will be deposited in to escrow by Seller.
Seller has two (2) business days after receipt of the executed
offer and First Payment within which to accept this offer; if not
accepted by Seller, Seller shall immediately return the payment
to Buyer.
IN WITNESS WHEREOF, the Seller and Buyer have executed this
Agreement effective as of the day and year above first written.
BUYER: The Givens Family Trust
By: /s/ Robert E Givens, Trustee
Robert E. Givens, Trustee
By: /s/ Marie J Givens, Trustee
Marie J. Givens, Trustee
SELLER: AEI REAL ESTATE FUND XVIII LIMITED PARTNERSHIP, a
Minnesota limited partnership.
By: AEI Fund Management XVIII, Inc., its corporate general
partner
By: /s/ Robert P Johnson
Robert P. Johnson, President
Buyer Initial /s/ RG /s/ MG
Purchase Agreement for: Taco Cabana - New Braunfels, TX
EXHIBIT "A"
Legal Description
Description of a 1.070 acre tract of land, City of New Braunfels,
Comal County, Texas.
Being 1.070 acres of land out of the A. M. Esnaurizar Eleven
League Grant, Survey No. 1, Abstract No. 1, Comal County, Texas,
and being all of that certain called 1 acre tract of land, re-
surveyed and found to contain undemonumentation 1.070 acres of
land, conveyed by Mission Valley Mills, Inc. West Point -
Pepperell, Inc., by Articles of Merger dated August 21, 1978
recorded in Volume 273 on pages 476-481 of the Deed Records of
Comal Count Texas, and described more particularly by metes and
bounds as follows:
BEGINNING at a one-inch iron pin found in the Northwest line of
Interstate highway No. 35, set for the South corner of that
certain Lot 1, Block 1, N BRAUNFELS CENTER - UNIT ONE as recorded
in Volume 9 on page 390 of the Map Plat Records of Comal County,
Texas, being that same Lot 1, Block 1 convey by New Braunfels
Factory Outlet Center, Inc., a Texas Corporation to I Hop Realty
Corporation, a Delaware Corporation by deed dated June 3, 1991
and recorded in Volume 766 on pages 508-510 of the Official
Public Records of Comal County, Texas, for the East corner of the
above described 1.070 acre tract;
THENCE with the Northwest line of Interstate Highway 35, the
Southeast lin this 1.070 acre tract, in a Westerly direction,
along the arc of a circula curve to the right, having a radius of
5,677.0 feet, (Chord S. 60 16' 45" 475.96 feet), a length of arc
distance of 476.10 feet to a broken R.O.W. monument found, for
the South corner of this 1.070 acre tract;
THENCE with a flare corner, the Southwest line of this 1.070 acre
tract, a Northeast line of Interstate Highway 35, N. 26 57' 45"
W. 37.40 feet to a R.O.W. monument found in the Southeast line of
U. S. Highway 81, for the W corner of this 1.070 acre tract;
THENCE with the Southeast line of U. S. Highway 81, the Northwest
line of 1.070 acre tract, in a Northeasterly direction, along the
arc of a circula curve to the left, having a radius of 2,925.0
feet, (Chord N. 43 20; 30" 444.83 feet), a length of arc distance
of 445.26 feet to an iron pin found the West corner of the afore
said Lot 1, Block 1, NEW BRAUNFELS CENTER - U ONE, for the North
corner of this 1.070 acre tract;
THENCE with the common line between the said Lot 1, Block 1, NEW
BRAUNFELS CENTER - UNIT ONE and this 1.070 acre tract, S. 45 57'
37" E. 173.88 feet the Place of Beginning
Exhibit A-1
None
