Hold PHearing_Purchase of Real Property

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to timber rights, agricultural crop rights, grazing rights, access rights and mineral rights, shall be referred to in this Agreement as the "Subject Property." The Subject Property includes water located thereon and any and all water rights appurtenant including one domestic groundwater well serving assessor parcel #957628 and water rights associated with Water Right Certificate Numbers S4 -84227-J and S4 -84228-J (collectively the "Included Water Rights"). The Included Water Rights are identified in the Exhibit G, which includes the Certificate of Adjudicated Water Rights and Amended Modification Order of Water Right Change. The Subject Property expressly excludes any water rights associated with Water Right Certificate Numbers S4-84229-J(A) or S4-84229-J(B) and one domestic groundwater well serving assessor parcel #808933 (collectively the "Excluded Water Rights"). The items listed in Exhibit B are expressly considered personal property and are not part of the Subject Property. D. Buyer wishes to purchase the Subject Property from Seller and Seller wishes to sell the Subject Property to Buyer on the terms and conditions set forth in this Agreement. THE PARTIES AGREE AS FOLLOWS: 1. Purchase and Sale. Seller agrees to sell to Buyer and Buyer agrees to buy from Seller the Subject Property on the terms and conditions set forth herein. 2. Purchase Terms. (a) Price. The purchase price for the entire Subject Property shall be $2,895,469.00 (Two Million Eight Hundred Ninety -Five Thousand and Four Hundred Sixty -Nine Dollars) (the "Purchase Price"). (b) Method of Payment. The Purchase Price shall be payable at the close of escrow as follows (i) Two Million Eight Hundred Ninety Thousand and Eight Hundred Thirty - Two Dollars ($2,8,90832.00) in cash; and (ii) Seven Kittitas County Water Package A Mitigation Certificates the "Water Miff anon Certificates" _delivered to Seller, or to Seller's desi nee, at closing. The total value of these Water Mitigation Certificates is Four Thousand Six Ha1dred Thirty -Seven Dollars ($4057.38) as calculated per Section 3(g)(iv) below and is a credit towards the Purchase Priv 3. Condition Precedent .o Baler's Obligation to Purchase Sub'ect Pro a and Seller's Obligation to Sell Snbiect Property. Buyer shall have no obligation to purchase the Subject Property under this Agreement and Seller shall have no obligation to sell the Subject Property under this Agreement unless and until: 2