CONTRACT FOR SALE OF REAL ESTATE THIS CONTRACT FOR SALE is made on November 7, 1997, between HARRY J. MUHLSCHLEGEL AND KAREN MUHLSCHLEGEL, his wife whose address is 4 Stags Leap Court, Tabernacle, New Jersey (hereinafter referred to as "Seller"), and JEVIC TRANSPORTATION, INC., of 600 Creek Road, Delanco, New Jersey (hereinafter referred to as "Buyer"). 1. PURCHASE AGREEMENT The Seller agrees to sell and the Buyer agrees to buy all that land, buildings, structures and fixtures on land in Cabarrus County, North Carolina, being commonly known as Lot #1, Goodman Road Industrial Park (the "Property"). A description of the boundaries of the land is attached as Exhibit "A". Seller shall also convey all of the Seller's rights relating to the Property. 2. PERSONAL PROPERTY AND FIXTURES The Property being transferred includes all fixtures permanently attached to the building on the land. 3. PURCHASE PRICE The purchase price is the payoff amount as set forth on the correspondence attached as Exhibit "B." 4. PAYMENT OF PURCHASE PRICE The Buyer will pay the purchase price by wire transfer at settlement. 5. DEPOSIT MONIES There will be no deposit monies. 6. MORTGAGE CONTINGENCY This agreement is not subject to any mortgage contingency. 7. TIME AND PLACE OF SETTLEMENT At settlement, the Seller shall transfer ownership of the property by deed to the Buyer and the Buyer shall pay the Seller the purchase price. Settlement shall take place at Buyer's offices, or other agreeable place, on November 7, 1997, at 10:00 a.m., or other agreeable time. 8. TYPE OF DEED The Seller shall provide to Buyer and Buyer agrees to accept a general warranty deed. The deed shall be in the proper form for recording in the appropriate office of Register of Deeds. 9. QUALITY AND INSURABILITY OF TITLE The title to be transferred shall be marketable title of record and insurable at regular rates by a reputable title insurance company authorized to do business in the State of North Carolina. The title shall be free and clear of all encumbrances, including municipal liens and assessments and liabilities for future assessments for improvements now being constructed. The title shall be subject to all existing utility easements and restrictions of record, if any. (An easement is a right of a person other than the owner of the property to use a portion of the property for a special purpose.) A violation of any restriction shall not be reason for Buyer refusing to complete settlement as long as the title insurance company insures the Buyer against actual loss at regular rates, and the violation does not restrict the ordinary use of the property. The Seller, however, -2- guarantees that there are no restrictions in any conveyance or plans of record which would prohibit or interfere with the use and/or occupancy of the property as a warehouse. The Seller states that all buildings and other improvements on the property are within its boundary lines and that no improvements on adjoining properties extend across the boundary lines of this property. This provision shall not apply to any driveways or fences which may not coincide with title lines. If the Seller is unable to transfer the quality of title as stated herein and the Buyer is unwilling to accept the Seller's title without a reduction of purchase price, then this contract shall be null and void. The title shall be conveyed subject to all liens and exceptions as appear on the current policy of title insurance as issued by Lawyers Title Insurance Company. 10. POSSESSION Possession and occupancy has already been given to Buyer. There will be no adjustment of any rent at time of closing. 11. SELLER'S WARRANTIES There are no warranties. The property is being conveyed AS-IS. 12. RISK OF LOSS The risk of loss or damage to the property by fire or otherwise, excepting ordinary wear and tear, is the liability of the Buyer until settlement. -3- 13. RELIANCE This contract is entered into by the Seller and Buyer based upon their independent knowledge of the value of the property and their full understanding of the meaning of all of the provisions of this contract and not upon any representations made by either of them to the other. 14. SETTLEMENT COSTS, ADJUSTMENTS AND PRORATIONS The Buyer shall be responsible for all settlement costs and there shall be no adjustments or prorations. 15. COMPLETE AGREEMENT This contract is deemed to be the entire and only agreement between the Buyer and Seller. This contract replaces and cancels any previous agreement between the parties. This contract can only be changed by an agreement in writing signed by both the Buyer and Seller. The Seller states that the Seller has not made any other contract to sell the property to anyone else. Any representations not contained in this contract are of no effect. 16. PARTIES LIABLE This contract is binding on all parties who sign it and all who succeed to their rights and responsibilities. 17. NOTICES All notices under this contract must be in writing. The notices must be delivered personally or mailed by certified mail, return receipt requested, to the other party at the address written in this contract or to that party's attorney. -4- 18. ASSIGNMENT This contract shall not be assigned. /s/ Harry J. Muhlschlegel ----------------------------------------- HARRY J. MUHLSCHLEGEL, Seller /s/ Karen Muhlschlegel ----------------------------------------- KAREN MUHLSCHLEGEL, Seller JEVIC TRANSPORTATION, INC. By: /s/ Harry J. Muhlschlegel ------------------------------------- HARRY J. MUHLSCHLEGEL, President -5-