Property Acceptance Deed

PROPERTY ACCEPTANCE DEED

This Property Acceptance Deed (the "Deed") is made as of Effective Date: between Transferor Name: whose principal address is Transferor Address: (\"Transferor\"), and Transferee Name: whose principal address is Transferee Address: (\"Transferee\").

RECITALS

WHEREAS, Transferor is the legal owner of the real property and appurtenances described as follows: Legal Description:

WHEREAS, Transferor has agreed to convey and deliver possession of the Property described above and located at Property Address: to Transferee upon the terms and conditions set forth in this Deed; and

WHEREAS, Transferee has agreed to accept the conveyance, and to assume responsibilities for the Property as specified herein.

NOW, THEREFORE

In consideration of the mutual covenants and the sums set forth below, the parties agree as follows:

1. DEFINITIONS

For purposes of this Deed, the following terms shall have the meanings set forth below. "Property" means the real property and appurtenances described in the Legal Description and located at the Property Address. "Effective Date" means the date set forth above. "Encumbrances" means all mortgages, liens, easements, covenants, restrictions and other matters of record affecting the Property.

2. CONVEYANCE AND ACCEPTANCE

Transferor hereby grants, bargains, sells, assigns and conveys to Transferee, its successors and assigns, all of Transferor's right, title and interest in and to the Property, together with all improvements, fixtures and appurtenances thereto, subject to the Permitted Encumbrances. Transferee hereby acknowledges receipt of this conveyance and accepts title to the Property subject to the terms and conditions of this Deed.

3. CONSIDERATION

The conveyance set forth in Section 2 is made in consideration of the sum of Consideration Amount: $ and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by Transferor.

4. TITLE AND ENCUMBRANCES

Transferor warrants that, as of the Effective Date, Transferor is lawfully seized in fee simple of the Property and has authority to convey the same. Title is conveyed subject to the following exceptions and matters of record, if any:

Except as expressly set forth in this Deed or disclosed in the Encumbrances field above, Transferor makes no other representation or warranty concerning the condition of title and Transferee accepts the Property based on Transferee's own inspection and investigation.

5. WARRANTIES AND COVENANTS

Transferor covenants that, to Transferor's knowledge, there are no outstanding notices of violation, pending litigation affecting title to the Property, or material breaches of law or regulation specific to the Property except as disclosed in the Encumbrances field. Transferor shall execute and deliver such further instruments as may be reasonably necessary to effectuate the conveyance of good and marketable title.

6. POSSESSION AND DELIVERY

Possession of the Property shall be delivered to Transferee on Possession Date: provided that Transferor has complied with all obligations under this Deed. Transferor shall remove all personal property not conveyed within thirty (30) days of the Possession Date unless otherwise agreed in writing.

7. TAXES, ASSESSMENTS AND UTILITIES

Real property taxes, assessments and utility charges shall be prorated between the parties as of the Possession Date. Any tax liabilities or assessments arising from Transferor's ownership prior to the Possession Date shall remain the obligation of Transferor. Any adjustment or payment required hereunder shall be made within thirty (30) days after demand with supporting documentation.

8. INDEMNITY

Each party shall indemnify, defend and hold harmless the other from and against any claims, losses, liabilities or damages arising from that party's breach of its representations, warranties or covenants in this Deed. This indemnity survives the conveyance and shall be in addition to any other remedies available at law or in equity.

9. NOTICES

All notices, demands or other communications required or permitted under this Deed shall be in writing and shall be deemed given when delivered personally or sent by certified mail, return receipt requested, or by nationally recognized overnight courier to the addresses set forth below (or to such other address as a party shall designate by notice in accordance with this Section):

10. GOVERNING LAW

This Deed shall be governed by and construed in accordance with the laws of the State of Governing State: without regard to its conflict of laws principles.

11. ENTIRE AGREEMENT

This Deed constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, agreements and understandings, whether written or oral.

12. SEVERABILITY

If any provision of this Deed is held to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired.

13. AMENDMENT; WAIVER

No amendment, modification or waiver of any provision of this Deed shall be effective unless in writing and signed by both parties. The waiver by either party of a breach of any provision of this Deed shall not operate as or be construed to be a waiver of any other breach.

14. COUNTERPARTS

This Deed may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument.

15. MISCELLANEOUS

The headings in this Deed are for convenience only and shall not affect the interpretation of this Deed. Time is of the essence with respect to the performance of all obligations under this Deed unless otherwise expressly provided.

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