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| Effective Date | August 14, 2024 (Closing Date) | Asset Class | Class-A Mixed-Use Office & Retail (185,000 RSF) |
| Seller Entity | Crescent Peak Properties LLC (DE) | Buyer Entity | Vanguard Realty & Capital Partners LP |
| Property Address | 400 Congress Ave, Austin, TX 78701 | Escrow Agent | First American Title Insurance Company |
1.1 Agreement to Buy and Sell. THIS COMMERCIAL PURCHASE AND SALE AGREEMENT (this "Agreement") is made and entered into as of August 14, 2024 ("Effective Date"), by and between CRESCENT PEAK PROPERTIES LLC, a Delaware limited liability company ("Seller"), and VANGUARD REALTY & CAPITAL PARTNERS LP, a Delaware limited partnership ("Buyer"). Subject to the terms, covenants, and conditions set forth herein, Seller agrees to sell, convey, and assign to Buyer, and Buyer agrees to purchase and accept from Seller, the fee simple interest in that certain 12-story commercial parcel known as The Meridian Mixed-Use Tower, situated on 1.42 acres in Travis County, Texas, together with all appurtenant easements, subterranean parking structures (410 spaces), and Intangible Property.
| Settlement Line Item (HUD-1 / Closing Schedule) | Source / Counterparty | Allocation | Amount (USD) |
|---|---|---|---|
| Initial & Additional Earnest Money Deposit (Applied) | First American Escrow Trust | 2.35% | $1,000,000.00 |
| Senior Commercial Mortgage Facility (SOFR + 195 bps) | JPMorgan Chase Bank, N.A. | 65.00% | $27,625,000.00 |
| Sponsor & LP Committed Equity Wire at Closing | Vanguard Fund IV LP | 32.65% | $13,875,000.00 |
| TOTAL GROSS PURCHASE CONSIDERATION FUNDED AT CLOSING | 100.00% | $42,500,000.00 | |
4.3 Tenant Leases, Security Deposits & Estoppels. At Closing, Seller shall execute and deliver the Assignment and Assumption of Leases conveying all fourteen (14) active commercial triple-net (NNN) leases representing 94.2% physical occupancy (174,270 leased RSF). Seller hereby credits Buyer's closing settlement statement in the amount of $680,000.00 representing all unapplied cash security deposits and transferable letters of credit. Buyer acknowledges receipt of clean Tenant Estoppel Certificates from 100% of leased premises, including Anchor Tenant Stripe, Inc. (65,000 RSF, Suites 600–950).
7.1 Title & Warranty. Title to the Real Property shall be conveyed to Buyer by recordable Texas Special Warranty Deed, insured by an ALTA Owner's Policy of Title Insurance in the full amount of the Purchase Price, free and clear of all mechanics' liens, judgment liens, and monetary encumbrances.