Exhibit 10.14


 


**
GRAPHIC **


 


STANDARD PURCHASE AND
SALE AGREEMENT [#503]

(With Contingencies)


 


The parties make this Agreement this 21st day of May 2009,
                .
This Agreement supersedes and replaces all obligations made in any prior
Contract To Purchase or agreement for sale entered into by the parties.


 


1. Parties.


 


CHASE CORPORATION a Massachusetts Corporation with a
business address of 26 Summer Street, Bridgewater, MA 02324 [insert name], the “SELLER,” agrees to
sell and CHASEBAY REAL ESTATE HOLDINGS, INC. a Delaware LLC with business
address of 70 Pleasant Street, West Bridgewater, MA 02379 [insert name], the “BUYER,” agrees to buy,
the premises described in paragraph 2 on the terms set forth below. BUYER may
require the conveyance to be made to another person or entity (“Nominee”) upon
notification in writing to SELLER at least five business days prior to the date
for performance set forth in paragraph 5. Designation of a Nominee shall not
discharge the BUYER from any obligation under this Agreement and hereby agrees
to guarantee performance by the Nominee.


 


2. Description Of Premises. The premises (the “Premises”)
consist of:


(a) the land with any and all buildings thereon
known as 70 Pleasant Street, West Bridgewater, MA shown as a 3.29 acre parcel
on plan recorded in the Plymouth County Registry of Deeds in Plan Book 44, Page 185,
as more specifically described in a deed recorded in the Plymouth County
Registry of Deeds at Book 20911, Page 25, a copy of which x is o is not
[choose one] attached; and


 


(b) all structures, and improvements on the land
and the fixtures,
                                                                                                              
                                                                                                                                                                                          
but excluding                                                                                                                                                                                                                       
[insert references to refrigerators,
dishwashers, microwave ovens, washing machines, dryers or other items, where
appropriate]


 


3. Purchase Price. The purchase price for the
Premises is $1,370,000.00 dollars of which
$                        


$50,000.00 are paid with this Agreement;

$                                ,


$1,320,000.00 are to be paid at the time for performance by bank’s, cashier’s
treasurer’s or certified check or by wire transfer.

$1,370,000.00 Total


 


4. Escrow. All funds deposited or paid by the
BUYER shall be held in escrow by Seller’s Attorney, Jerome H. Fletcher in an
             Iolta
Account, subject to the terms of this Agreement and disbursed or credited to
purchase price at closing in accordance with the terms of this Agreement.


 


	
  /s/ AC

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  /s/ KLD

  	
   

  	
   

  	
   

  	
   

  
	
  BUYER’S Initials

  	
   

  	
  BUYER’S Initials

  	
   

  	
  BUYER’S Initials

  	
   

  	
  SELLER’S Initials

  	
   

  	
  SELLER’S Initials

  	
   

  	
  SELLER’S Initials

  



 


#503
3.07/214650


 


** GRAPHIC ** ©1999, 2000, 2002, 2006, 2007
MASSACHUSETTS ASSOCIATION OF REALTORS®


 

















 


5. Time For Performance. The SELLER shall
deliver the deed and the BUYER shall pay the balance of the purchase price at
12:00 o’clock p.m. on/or before the 2nd day of June, 2009,        
                  ,
at the Plymouth county (Brockton Office) Registry of Deeds, or at such other
time and place as is mutually agreed in writing TIME IS OF THE ESSENCE AS TO
EACH PROVISION OF THIS AGREEMENT.


 


6. Title/Plans. The SELLER shall convey the
Premises by a good and sufficient quitelaim deed running to the Buyer or to the
BUYER’S nominee, conveying good and clear record and marketable title to the
Premises, free from liens and encumbrances, except:


 


(a) Real estate taxes assessed on the Premises
which are not yet due and payable;


 


(b) Betterment assessment, if any, which are not
a recorded lien on the date of this Agreement;


 


(c) Federal, state and local laws, ordinances,
bylaws, rules and regulations regulating use of land, including building
code zoning bylaws, health and environmental law;


 


(d) Rights and obligations in party walls;


 


(e) Any easement, restriction or agreement of
record presently in force which does not interfere with the reasonable use (Illegible)
the Premises as now used;


 


(f) Utility easements in the adjoining ways;


 


(g) Matters that would be disclosed by an
accurate survey of the Premises; and


 


(h) NONE [insert
in (h) references to any other easement, restriction, lease or encumbrance
which may continue after title is transferred]


 


If the deed refers to a plan needed to be recorded
with it, at the time for performance the SELLER shall deliver the plan with the
deed in proper form for recording or registration.


 


7. Title Insurance. BUYER’S obligations are
contingent upon the availability (at normal premium rates) of an owner title
insurance policy insuring BUYER’S title to the premises without exceptions
other than the standard exclusions from coverage printed in the current
American Land Title Association (“ALTA”) policy cover, the standard printed
exception contained in the ALTA form currently in use for survey matters and
real estate taxes (which shall only except real estate taxes not yet due and
payable) and those exceptions permitted by paragraph 6 of this Agreement.


 


8. Closing Certifications and Documents. The
SELLER shall execute and deliver simultaneously with the delivery of the deed
such certifications and documents as may customarily and reasonably be required
by the BUYER’S attorney.


 


	
  /s/ AC

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  /s/ KLD

  	
   

  	
   

  	
   

  	
   

  
	
  BUYER’S Initials

  	
   

  	
  BUYER’S Initials

  	
   

  	
  BUYER’S Initials

  	
   

  	
  SELLER’S Initials

  	
   

  	
  SELLER’S Initials

  	
   

  	
  SELLER’S Initial

  



 


** GRAPHIC ** ©1999, 2000, 2002, 2006, 2007
MASSACHUSETTS ASSOCIATION OF REALTORS®


 


Produced with ZipFormTM by RE FormsNet, LLC 18025 Fifteen Mile Road,
Clinton Township, Michigan 48035 www.zipform.com


 


2

















 


BUYER’S lender, BUYER’S lender’s attorney or any title
insurance company insuring the BUYER’S title to the Premises, including,
without limitation, certifications and documents relating to: (a) parties
in possession of the premises; (b) the creation of mechanics’ or
materialmen’s liens; (c) the HUD-1 Settlement Statement and other
financial affidavits and agreements as may reasonably be required by the lender
or lender’s attorney; (d) the citizenship and residency of SELLER as
required by law; and (I) information required to permit the closing agent
to report the transaction to the Internal Revenue Service. At the time of
delivery of the deed, the SELLER may use monies from the purchase to clear the
title, provided that all documents related thereto are recorded with the deed
or within a reasonable time thereafter acceptable to the BUYER and , provided
further, that discharges of mortgages from banks, credit unions, insurance
companies and other institutional lenders may be recorded within a reasonable
time after recording of the deed in accordance with usual conveyancing
practices.


 


9. Possession And Condition Of Premises. At the
time for performance the SELLER shall give the BUYER possession of the entire
Premises, subject to existing occupants and tenants and free of all personal
property, except property included in the sale or tenants permitted to remain.
At the time for performance the Premises also shall comply with the
requirements of paragraph 6, and deliver the premises in the same condition as
the Premises now are, reasonable wear and tear excepted, and there shall be no
outstanding notices of violation of any building, zoning, health or environmental
law , bylaw, code or regulation, except as agreed. At the time of recording of
the deed, or as otherwise agreed, the SELLER shall deliver to BUYER all keys to
the Premises. Until delivery of the deed, the SELLER shall maintain insurance
on the Premises in the same amount as currently insured. See also Paragraph 34.


 


10. Extension Of Time For Performance. If the
SELLER cannot convey title as required by this Agreement or cannot deliver
possession of the Premises as agreed, or if at the time of the delivery of the
deed the Premises do not conform with the requirements set forth in this
Agreement or the BUYER is unable to obtain title insurance in accordance with
paragraph 7, upon written notice given no later than the time for performance
from either party to the other, the time for performance shall be automatically
extended for thirty (30) days, except that if BUYER’S mortgage commitment
expires or the terms will materially and adversely change in fewer than thirty
(30) days, the time for performance set forth in paragraph 5 shall be extended
to one business day before expiration of the mortgage commitment. SELLER shall
use reasonable efforts to make title conform or to deliver possession as
agreed, or to make the Premises conform to the requirements of this Agreement.
Excluding discharge of mortgages and liens, about which the SELLER has actual
knowledge at the time of signing this Agreement, the SELLER shall not be
required to incur costs or expenses totaling in excess of one-half (1/2) of one
percent of the purchase price to make the title or the Premises conform or to
deliver possession as agreed. If at the expiration of the time for performance,
or if there has been an extension, at the expiration of the time for
performance as extended, the SELLER, despite reasonable efforts, cannot make
the title or Premises conform, as agreed, or cannot deliver possession, as
agreed, or if during the period of this Agreement or any extension thereof, the
SELLER has been unable to use proceeds from an insurance claim, if any, to make
the Premises conform, then, at the BUYER’S election, any payments


 


	
  /s/ AC

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  /s/ KLD

  	
   

  	
   

  	
   

  	
   

  
	
  BUYER’S Initials

  	
   

  	
  BUYER’S Initials

  	
   

  	
  BUYER’S Initials

  	
   

  	
  SELLER’S Initials

  	
   

  	
  SELLER’S Initials

  	
   

  	
  SELLER’S Initials

  



 


3

















 


made by the BUYER pursuant to this Agreement shall be
immediately returned. Upon return of all such funds, all obligations of the
BUYER and SELLER shall terminate and this Agreement shall automatically become
void and neither the BUYER nor SELLER shall have further recourse or remedy
against the other.


 


11. Nonconformance Of Premises. If the Premises
do not conform to the requirements of paragraph 9 because they have been
damaged by fire or other casualty (occurring after the date of this Agreement)
that is covered by insurance, then the BUYER shall have the right to elect
whether or not to proceed to accept the Premises and take title. If BUYER
elects to proceed BUYER shall have the right to elect to have the SELLER pay or
assign to the BUYER, at the time for performance, the proceeds recoverable on
account of such insurance, less any cost reasonably incurred by the SELLER for
any incomplete repairs or restoration. If the SELLER, despite reasonable
efforts, has neither been able to restore the Premises to its former condition
nor to pay or assign to the BUYER the appropriate portion of insurance
proceeds, the BUYER shall have the right to elect to have the SELLER give the
BUYER a credit toward the purchase price, for the appropriate amount of
insurance proceeds recoverable less any costs reasonably incurred by the SELLER
for any incomplete restoration.


 


12. Acceptance Of Deed. The BUYER shall have
the right to accept such title to the Premises as the SELLER can deliver at the
time for performance and if extended, shall have such right at the time for
performance, as extended. The BUYER shall also have the right to accept the
Premises in the then current condition and to pay the purchase price without
reduction of price. Upon notice in writing of BUYER’S decision to accept the
Premises and title, the SELLLER shall convey title and deliver possession.
Acceptance of a deed by the BUYER or BUYER’S nominee, if any, shall constitute
full performance by the SELLER and shall be deemed to release and discharge the
SELLER from every duty and obligation set forth in this Agreement, except any
duty or obligation of the SELLER that the SELLER has agreed to perform after
the time for performance.


 


13. Adjustments. At the time for performance of
this Agreement adjustments shall be made as of the date of performance for
current real estate taxes, fuel value, water rates, collected rents,
uncollected rents (if and when collected by either party), security deposits,
prepaid premiums on insurance if assigned. The net total of such adjustments
shall be added to or deducted from the purchase price payable by the BUYER at
the time for performance. If the real estate tax rate or assessment has not
been established at the time for performance, apportionment of real estate
taxes shall be made on the basis of the tax for the most recent tax year with
either party having the right to request apportionment from the other within
twelve months of the date that the amount of the current year’s tax is
established.


 


No Broker involved with this sale.

See Paragraph 24.


 


	
  /s/ AC

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  /s/ KLD

  	
   

  	
   

  	
   

  	
   

  
	
  BUYER’S Initials

  	
   

  	
  BUYER’S Initials

  	
   

  	
  BUYER’S Initials

  	
   

  	
  SELLER’S Initials

  	
   

  	
  SELLER’S Initials

  	
   

  	
  SELLER’S Initials

  



 


4

















 


15. Buyer’s Default. If the BUYER or BUYER’S
Nominee breaches this Agreement, all escrowed funds paid or deposited by the
BUYER shall be paid to the SELLER as liquidated damages. Unless within 30 days
after the time for performance of this Agreement or any extension hereof the
Seller otherwise notifies the Buyer in writing.


 


	
  /s/ AC

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  /s/ KLD

  	
   

  	
   

  	
   

  	
   

  
	
  BUYER’S Initials

  	
   

  	
  BUYER’S Initials

  	
   

  	
  BUYER’S Initials

  	
   

  	
  SELLER’S Initials

  	
   

  	
  SELLER’S Initials

  	
   

  	
  SELLER’S Initials

  



 


5

















 


19. Certificate of Approved Installation. To
the best of Sellers knowledge the Premises have approved smoke detectors and
carbon monoxide detectors and Buyer waives any obligation of the Seller to
provide a Certificate of approved installation from the West Bridgewater Fire
Dept.


 


20. Warranties and Representations. The seller
represents and warrants the premises is/ x  [choose one] served by a septic system or
cesspool. The SELLER further represents and warrants that SELLER has full
authority to enter into this Agreement. The buyer is not relying upon any
representation, verbal or written, from seller concerning legal use. The BUYER
acknowledges that there are no warranties or representations made by the SELLER
on which BUYER relies in making this Offer, except (Illegible) previously made
in writing and the following: NONE                                                                                                                                                                                                             

                                                                                                                                                                                                                        




[If none, state “none”; if any
listed, indicate by whom the warranty or representation was made.]


 


21. Notices. All notices required or permitted
to be made under this Agreement shall be in writing and deliver in hand, sent
by certified mail, return receipt requested or sent by United States Postal Service
overnight Express Mail other overnight delivery service, addressed to the BUYER
or SELLER or their authorized representative at the address forth in this
paragraph. Such notice shall be deemed to have been given upon delivery or, if
sent by certified mail on date of delivery set forth in the receipt or in the
absence of a receipt three business days after deposited or, if sent overnight
mail or delivery, the next business day after deposit with the overnight mail
or delivery service, whether or not signature is required. Acceptance of any
notice, whether by delivery or mail, shall be sufficient if accepted or signed
by person having express or implied authority to receive same. Notice shall
also be deemed adequate if given in any other form permitted by law. [If there are multiple buyers, identify the mailing
address of each buyer in paragraph 23.]


 


	
   

  	
  CHASEBAY REAL ESTATE
  HOLDINGS INC.

  	
   

  	
  CHASE CORPORATION

  
	
   

  	
   

  	
   

  	
   

  
	
  BUYER 

  	
  70 Pleasant St. West
  Bridgewater,

  	
  SELLER 

  	
  26 Summer Street,

  
	
   

  	
  MA 02379

  	
   

  	
  Bridgewater, MA 02324

  
	
  Copy To:

  	
  Kevin Barry, Esq.

  	
  Copy To:

  	
  Jerome H. Fletcher, Esq.

  
	
  Address:

  	
  150 Federal Street

  	
  Address:

  	
  63 Main Street, P.O. Box 53

  
	
   

  	
  Boston, MA02110

  	
   

  	
  Bridgewater, MA 02324

  
	
   

  	
  Tel No. 617-951-8368

  	
   

  	
  Tel No. 508-697-7574

  
	
   

  	
  Fax No. 6617-951-8736

  	
   

  	
  Fax No. 508-697-1935

  



 


22. Counterparts / Facsimiles / Construction of
Agreement. This Agreement may be executed in counterpart Signatures
transmitted by facsimile shall have the effect of original signatures. This
Agreement shall be construed a Massachusetts contract; is to take effect as a
sealed instrument; sets forth the entire agreement between the parties;


 


	
  /s/ AC

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  /s/ KLD

  	
   

  	
   

  	
   

  	
   

  
	
  BUYER’S Initials

  	
   

  	
  BUYER’S Initials

  	
   

  	
  BUYER’S Initials

  	
   

  	
  SELLER’S Initials

  	
   

  	
  SELLER’S Initials

  	
   

  	
  SELLER’S Initials

  



 


6

















 


binding upon and is intended to benefit the buyer and
seller and each of ther respective heirs, devisees, executors, administrators,
successors and assigns; and may be canceled, modified or amended only by a
written agreement executed by both the SELLER and the BUYER. If two or more
persons are named as BUYER their obligations are joint and several. If the
SELLER or BUYER is a trust, corporation, limited liability company or entity
whose representative executes this Agreement in a representative or fiduciary
capacity, only the principal or the trust or estate represented shall be bound,
and neither the trustee, officer, shareholder or beneficiary shall be
personally liable for any obligation, express or implied. The captions and any
notes are used only as a matter of convenience and are not to be considered a
part of this Agreement and are not to be used in determining the intent of the
parties. Any matter or practice which has not been addressed in this agreement
and which is the subject of a Title Standard or Practice of the Real Estate Bar
Association for Massachusetts, formerly known as the Massachusetts Conveyancers
Association, at the time of performance shall be governed by the Standard of
Practice of the Massachusetts Real Estate Bar for Massachusetts.


 


23. Additional Provisions. See attached Rider I
attached hereto and incorporated as a part of this Agreement.


 


UPON SIGNING, THIS DOCUMENT WILL BECOME A LEGALLY
BINDING AGREEMENT.

IF NOT UNDERSTOOD, SEEK ADVICE FROM AN ATTORNEY.


 


	
  CHASERBAY REAL ESTATE HOLDINGS INC.

  	
   

  	
  CHASE CORPORATION

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  BY 

  	
  /s/ Andrew Chase

  	
  5/21/09

  	
   

  	
  BY

  	
  /s/ Kenneth L. Dumas

  	
  5/22/09

  
	
  BUYER

  	
  Date

  	
   

  	
  SELLER

  	
  Date

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  BUYER

  	
  Date

  	
   

  	
  SELLER, or spouse

  	
  Date

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  BUYER

  	
  Date

  	
   

  	
  SELLER, or spouse

  	
  Date

  
							



 


Escrow Agent. By signing below, the escrow agent agrees to perform
in accordance with paragraph 4, but does not otherwise become a party to this
Agreement.


 


	
   

  	
   

  	
   

  	
  ESCROW AGENT or representative

  	
  Date

  



 


	
  /s/ AC

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  /s/ KLD

  	
   

  	
   

  	
   

  	
   

  
	
  BUYER’S Initials

  	
   

  	
  BUYER’S Initials

  	
   

  	
  BUYER’S Initials

  	
   

  	
  SELLER’S Initials

  	
   

  	
  SELLER’S Initials

  	
   

  	
  SELLER’S Initials

  



 


7

















 


RIDER I
TO PURCHASE & SALES AGREEMENT


 


	
  SELLER:

  	
   

  	
  CHASE CORPORATION

  
	
   

  	
   

  	
   

  
	
  BUYER:

  	
   

  	
  CHASEBAY REAL ESTATE HOLDINGS INC.

  
	
   

  	
   

  	
   

  
	
  RE: 70

  	
   

  	
  Pleasant Street, West Bridgewater,
  MA

  



 


I                             Construction of
Agreement


 


This Rider is hereby made an integral part of the
Purchase and Sales Agreement described above. In the event of a conflict
between the terms of the Purchase and Sales Agreement and those of this Rider,
the terms and conditions of the Rider shall control.


 


Additional Terms


 


Paragraph 16: BUYERs Financing—The BUYER acknowledges a written
commitment for purchase mortgage financing in the amount of $ 1,300,000 has
been received prior to the mutual execution of this Agreement with terms and
conditions acceptable to the BUYER and this Agreement is only contingent upon
the completion of the financing by the lender granting such commitment. BUYER
agrees to exercise all due diligence to satisfy the terms of the commitment and
to expedite the completion of the financing, time being of the essence of this
Agreement.


 


In the event the Lender granting the commitment fails
to provide such financing, through no fault of the BUYER, then all obligations
of the BUYER and SELLER shall cease and this Agreement shall become void with
all money deposits by BUYER to be returned.


 


Paragraph 24: Broker—The BUYER and SELLER each represent and
warrant to the other that each has not contacted any real estate broker in
connection with this transaction and was not directed to the other as a result
of any services or facilities of any real estate broker. Each agrees to
indemnify the other against and to hold the other harmless from any claim,
loss, damage, costs or liabilities for any brokerage commission or fee which
may be asserted against the other in connection with this transaction arising
out of the contacts of each with any real estate brokers. The provisions of
this paragraph shall survive delivery of the deed.


 


Paragraph 25: Post Closing
Adjustments—If
any errors of omissions are found to have occurred in any calculations of
figures used in the Settlement Statement signed by the parties (or would have
been included if not for any such error or omission) and notice hereof is given
within two months of the date of delivery of the deed to the party to be
charged, then such party agrees


 

















 


to make a payment to correct the error or omission.
The provisions of this paragraph shall survive delivery of the deed.


 


Paragraph 34: Inspections/Survey—
Condition of Premises—The BUYER and/or its principals acknowledge and represent the BUYER is
familiar with the current condition of the premises and has waived inspections
or is otherwise satisfied with the condition of the premises for conveyance
purposes without exception.


 


The BUYER agrees that any inspection or evaluation of
the premises for purchase and/or financing purposes shall be at the sole
expense and risk of the BUYER. The BUYER further acknowledges and agrees the
premises are being sold and conveyed to the BUYER on a “present existing
condition” basis without representation, warranty or covenant express or
implied as to condition or compliance with any law (structural, environmental,
mechanical or otherwise) other than those specifically set forth in this
Agreement and the SELLER shall have no further obligations, liabilities or
responsibilities under this contract or any Rider hereto upon completion of
closing by delivery, acceptance and recording of deed by BUYER.


 


Paragraph 35: Existing Lease—The BUYER and/or its principals
acknowledge and represent that the BUYER is familiar with the terms and
provisions of the current lease described herein and the SELLER and BUYER
mutually agree that all of the SELLER’s “interest” as Landlord in an existing
lease for the premises between Chase Corporation (Landlord) and Sunburst
Electronic Manufacturing Solution, Inc. (Tenant) dated December 1,
2003 as extended through November 30, 2009 by letter Agreement dated
November 27, 2006 (See attached Exhibit A) is to be assigned by the
SELLER to the BUYER and that as a condition of SELLER. Assignment the tenant
shall:


 


1.                         Execute an attornment to the BUYER in
accordance with the provisions of Paragraph 14 of said lease.


 


2.                         Execute a general release of SELLER from
any and all liabilities, claims or obligations past, present or future arising
out of the terms of said lease or the leasehold premises.


 


Paragraph 36: By executing this Agreement, the BUYER
and SELLER hereby grant to their attorneys the actual authority to bind them
for the sole limited purpose of allowing them to cancel, grant extensions,
modify or amend this agreement in writing, and the BUYER and SELLER shall be
able to rely upon the signatures of said attorneys as binding unless they have
actual knowledge that the principals have disclaimed the authority granted
herein to bind them. Further, for purposes of this agreement, facsimile
signatures on such written instruments shall be binding.


 


Paragraph 37: State of Title—Any questions regarding the state of the
title which is the subject of a Title Standard or Practice Standard of the
Massachusetts Conveyancers Association at the time for delivery of the deed
shall be covered by said Title Standard or Practice Standard to the extent
applicable. It is understood and agreed by the parties that the premises shall
not be in conformity with the title provisions of the agreement unless upon the
date of closing:


 

















 


1.                         All buildings, structures and
improvements, including but not limited to all means of pedestrian access,
driveways, paths, garages, septic systems, and all means of access to the
premises, shall be located completely within the boundary lines of said
premises and shall not encroach upon or under the property of any other person
or entity;


 


2.                         No building, structure or improvement of
any kind belonging to any other person or entity shall encroach upon or under
said premises.


 


3.                         The premises shall abut a public way,
duly laid out or accepted as such by the Town of West Bridgewater.


 


4.                         The premises are served by municipal
water and Title V approved septic system.


 


Paragraph 38: Construction of
Agreement—This
Agreement, executed in multiple counterparts, is to be construed as a
Massachusetts contract, is to take effect as a sealed instrument, sets forth
the entire contract between the Parties, is binding upon and inures to the
benefit of the Parties hereto and their respective heirs, devisees, executors,
administrators, successors and assigns, and may be canceled, modified or
amended only by a written instrument executed by both the SELLER and the BUYER
or their respective attorneys. The Parties may rely upon facsimile copies of
such written instruments. If two or more persons are named herein as BUYER
and/or SELLER, their respective obligations hereunder shall be joint and
several. The captions and marginal notes are used only as a matter of
convenience and are not to be considered a part of this agreement or to be used
in determining the intent of the Parties to it.


 


Paragraph 39: Agreement
Confidentiality—SELLER
and BUYER agree that they shall maintain the confidentiality of this Agreement
and all information that either receives from the other hereunder, except only
such disclosure to SELLER’s or BUYER’s respective counsel, lenders, and other
consultants who require such information to advise SELLER or BUYER, as
applicable, relating to the transaction contemplated hereby. Notwithstanding,
the SELLER agrees to provide BUYER with a copy of any public disclosure of the
purchase by the BUYER required of the SELLER in accordance with any Federal or
State laws, rules and regulations including but not limited to the Federal
Security and Exchange Commission.


 


Paragraph 40: Approvals—The SELLER agrees to assign and
otherwise transfer to the BUYER as a part of the transfer deed or otherwise any
federal, state and/or local licenses, permits and approvals standing in the
name of the SELLER, if any, pertaining to the BUYER’s business use of the
premises for electronic assembly.


 

















 


	
   

  	
   

  	
  CHASE CORPORATION

  
	
   

  	
   

  	
   

  
	
   

  	
  BY:

  	
  /s/ Kenneth L. Dumas

  
	
   

  	
   

  	
  SELLER

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  CHASEBAY REAL ESTATE HOLDINGS INC.

  
	
   

  	
   

  	
   

  
	
   

  	
  BY:

  	
  /s/ Andrew Chase

  
	
   

  	
   

  	
  BUYER