PURCHASE AND SALE AGREEMENT
This Purchase and Sale Agreement (this "Agreement") is made effective as of the 10th day of October, 1995, by
and between NORTHLAND LAND COMPANY OF ARIZONA, INC., a Minnesota corporation ("Seller"),
and APOLLO GROUP, INC., an Arizona corporation ("Buyer").
A. Seller is the owner of certain real property located in Maricopa County, Arizona, commonly referred to as
Lots 4, 5 and a portion of Lot 6 of Southbank, as more particularly described on Exhibit "A" attached hereto (the
B. Seller desires to sell to Buyer, and Buyer desires to acquire from Seller, the Property, subject to and in
accordance with the terms, covenants and conditions of this Agreement.
NOW, THEREFORE, in consideration of the foregoing Recitals, the terms, covenants and conditions contained
herein, and for other good and valuable considerations, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agree as follows:
1. Agreement of Purchase and Sale. At the Closing (as defined in Paragraph
5.(c)) Seller shall sell to Buyer and Buyer shall buy from Seller, all of Seller's right, title and interest in and to the
Property, subject to the terms, covenants and conditions of this Agreement.
2. Sales Price. The sales price (the "Sales Price") to be paid to Seller for the Property shall be Two Million Nine
Hundred Sixty-Three Thousand Nine Hundred and Eight and 50/100 Dollars ($2,963,908.50) payable as
(a) Earnest Money. Contemporaneously with the execution of this Agreement, Buyer shall deliver directly to
Escrow Agent (as defined in Paragraph 5.(a)) the sum of One Hundred Thousand Dollars ($100,000) in cash,
cashier's check, or other immediately available funds (the "First Deposit"). If Buyer has not canceled this
Agreement pursuant to its terms by such time, on or before the Feasibility Expiration Date (as defined in
Paragraph 4.(d)), Buyer shall deliver directly to Escrow Agent the sum of One Hundred Fifty T