PURCHASE AND SALE AGREEMENT
THIS AGREEMENT is made as of the ____ day of October, 1997, between BLOOMINGDALE
ASSOCIATES, LTD., a Florida limited partnership ("Seller"), and RRC ACQUISITIONS, INC., a Florida
corporation, its designees, successors and assigns ("Buyer").
Buyer wishes to purchase a shopping center in the City of Brandon, County of Hillsborough State of Florida,
owned by Seller, known as Bloomingdale Square (the "Shopping Center");
Seller wishes to sell the Shopping Center, together with certain associated property, to Buyer;
In consideration of the mutual agreements herein, and other good and valuable consideration, the receipt of which
is hereby acknowledged, Seller agrees to sell and Buyer agrees to purchase the Property (as hereinafter defined)
on the following terms and conditions:
As used in this Agreement, the following terms shall have the following meanings:
1.1 Agreement means this instrument as it may be amended from time to time.
1.2 Allocation Date means the close of business on the day immediately prior to the Closing Date.
1.3 Audit Representation Letter means the form of Audit Representation Letter attached hereto as Exhibit .
1.4 Buyer means the party identified as Buyer on the initial page hereof.
1.5 Closing means generally the execution and delivery of those documents and funds necessary to effect the sale
of the Property by Seller to Buyer.
1.6 Closing Date means the date on which the Closing occurs.
1.7 Contracts means service contracts and similar agreements affecting the Shopping Center (excluding Leases)
which are freely terminable by the owner of the Shopping Center upon not more than thirty (30) days' written
1.8 Day means a calendar day, whether or not the term is capitalized.
1.9 Earnest Money Deposit means the deposit delivered by Buyer to Escrow Agent prior to the Closing under
Section of this Agreement, together with the earnings thereon, if any.
1.10 Environmental Claim means any investigation