THIS FORM HAS BEEN APPROVED BY THE FLORIDA ASSOCIATION OF REALTORS AND THE FLORIDA BAR
THIS FORM
HAS BEEN APPROVED BY THE FLORIDA ASSOCIATION OF REALTORS AND THE FLORIDA
BAR
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“As
Is” Contract for Sale and Purchase\”As Is”
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1*
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PARTIES:
COUNTRYWIDE (“Seller”)
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2*
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and
SUPPORT SAVE INVESTMENTS, LLC Xxxxx Xxxxx . ("Buyer"),
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3
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hereby
agree that Seller shall sell and Buyer shall buy the following described
Real Property and Personal Property (collective
"Property")
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4
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pursuant
to the terms and conditions of this Contract for Sale and Purchase and any
riders and addenda ( Contract ):
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5
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I.
DESCRIPTION:
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6*
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a)
Legal description of the Real Property located in PALM BEACH County,
Florida: STONEBRIDGE PL
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7*
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NO
1 IN PB49P112 XX 000 XXXXXX # 00-00-00-00-00-000-0000
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0*
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(x)
Xxxxxx address, city, zip, of the Property: 00000 XXXXXXXX XX. XXXX XXXXX,
XX 00000
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9
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(c)
Personal Property includes existing range(s), refrigerator(s),
dishwashers(s), ceiling fan(s), light fixture(s), and window treatment(s)
unless
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10
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specifically
excluded below
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11*
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Other
items included are:
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12*
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13*
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Items
of Personal Property (and leased items, if any) excluded
are:
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14*
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15*
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II.
PURCHASE PRICE (U.S. currency)
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16
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PAYMENT:
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$250,900.00
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17*
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a)
Deposit held in escrow by XXXXX GROUP RE ESCROW (“Escrow Agent”) in the
amount (checks subject to clearance)
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$2,500.00
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Escrow
Agent's address: 000 X. Xxxxx Xxx. (Xxxxx 000) Xxxx Xxxxx XX 00000 Phone:
000-000-0000
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19*
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(b)
Additional escrow deposit to be made to Escrow Agent within ___days after
Effective Date in the amount of
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$248,400.00
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20*
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(c)
Financing in the amount of (“Loan Amount") see Paragraph IV
below
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21*
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(d)
Other
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22
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(e)
Balance to close by cash, wire transfer or LOCALLY DRAWN cashier's or
official bank checks subject
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23*
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to
adjustments or prorations
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24
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III.
TIME FOR ACCEPTANCE OF OFFER AND COUNTEROFFERS; EFFECTIVE
DATE:
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25
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(a)
If this offer is not executed by and delivered to all parties OR FACT OF
EXECUTION communicated in writing between the parties on
or
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26*
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before
__ , the deposit(s) will, at Buyer's option, be returned and this offer
withdrawn. Unless other-
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27
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wise
stated, the time for acceptance of any counteroffers shall be 2 days from
the date the counteroffer is delivered.
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28
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(b)
The date of Contract ("Effective Date") will be the date when the last one
of the Buyer and Seller has signed or initialed this offer or
the
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29
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final
counteroffer. If such date is not otherwise set forth in this Contract,
then the "Effective Date" shall be the date determined above
for
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30
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acceptance
of this offer or, if applicable. the final
counteroffer.
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31
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IV.
FINANCING:
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32*
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X
(a) This is a cash transaction with no contingencies for
financing;
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33*
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(b)
This Contract is contingent on Buyer obtaining written loan commitment
which confirms underwriting loan approval for a loan to
purchase
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34*
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the
Property ("[Loan Approval") within __ days (If blank, then 30 days) after
Effective Date ("Loan Approval Date") for (CHECK ONLY
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35*
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ONE):
___ a fixed; ___ an adjustable; or __ a fixed or adjustable rate loan, in
the Loan Amount (See Paragraph II.(c)) at an initial Interest rate not
to
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36*
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exceed
___%, and for a term of _ __ years. Buyer will make application within ___
days (if blank, then 5 days) after Effective Date.
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BUYER:
Buyer shall use reasonable diligence to: obtain Loan Approval; notify
Seller in writing of receipt of Loan Approval by Loan
Approval
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38
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Date;
satisfy terms of the Loan Approval; and close the loan. Loan Approval
which requires a condition related to the sale of other property
shall
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39
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not
be deemed Loan Approval for purposes of this subparagraph. Buyer shall pay
all loan expenses. Buyer authorizes the mortgage broker(s)
and
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40
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lender(s)
to disclose information regarding the conditions, status, and progress of
loan application and Loan Approval to Seller, Seller's
attorney,
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real
estate Iicensee(s), and Closing Agent.
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SELLER:
If Buyer does not deliver to seller written notice of Loan Approval by
Loan Approval Date. Seller may thereafter cancel this Contract
by
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delivering
written notice ("Seller's Cancellation Notice") to Buyer, but not later
than seven (7) days prior to Closing. Seller's Cancellation Notice
shall
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notify
Buyer that Buyer has three (3) days to deliver to Seller written notice
waiving this Financing contingency, or the Contract shall be
cancelled.
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DEPOSIT(S)
(for purposes of this Financing Paragraph IV(b) only): If Buyer has used
reasonable diligence but does not obtain Loan Approval
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by
Loan Approval Date, and thereafter either party elects to cancel this
Contract, the deposit(s) shall be returned to Buyer. If Buyer obtains
Loan
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Approval
or waives this Financing contingency, and thereafter the Contract does not
close, then the deposit(s) shall be paid to Seller; provided
how.
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48
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ever,
if the failure to close is due to (i) Seller's failure or refusal to close
or Seller otherwise fails to meet the terms of the Contract. or (ii)
Buyer's lender
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49
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fails
to receive and approve an appraisal of the Property in an amount
sufficient to meet the terms of the Loan Approval, then the deposit(s)
shall be
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50
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returned
to Buyer.
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51*
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__
(c) Assumption of existing mortgage (see rider for terms):
or
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52*
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__
(d) Purchase money note and mortgage to Seller (see "As Is" Standards Band
K and riders; addenda; or special clauses for terms).
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53*
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V.
TITLE EVIDENCE: At least __ days (If blank, then 5 days) before Closing a
title insurance commitment with legible copies of instruments listed as
54
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54
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exceptions
attached thereto ("Title Commitment") and, after Closing, an owner's
policy of title insurance (see Standard A for terms) shall be obtained
by:
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55*
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(CHECK
ONLY ONE): __ (1) Seller, at Seller's expense and delivered to Buyer or
Buyer's attorney; or
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56*
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___
(2) Buyer at Buyer's expense.
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57*
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(CHECK
HERE): ___ If an abstract of title is to be; furnished instead of title
insurance, and attach rider for terms
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58*
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VI.
CLOSING DATE: This transaction shall be closed and the closing documents
delivered on 11/19/2008 ("Closing"), unless
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59
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modified
by other provisions of this Contract. In the event of extreme weather or
other conditions or events constituting ''force majeure", Closing will
be
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60
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extended
a reasonable lime until: (i) restoration of utilities and other services
essential to Closing, and (ii) availability of Hazard, Wind, Xxxx. or
Homeowners'
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61*
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insurance.
If such conditions continue more than ___days (if blank, then 14 days)
beyond Closing Date, then either party may cancel this
Contract.
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62
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VII: RESTRICTIONS; EASEMENTS; LIMITATIONS:
Seller shall convey marketable title subject to: comprehensive land
use plans, zoning,
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restrictions,
prohibitions ,and other requirements imposed by governmental authority;
restrictions and matters appearing on the plat or
otherwise
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64
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common
to the subdivision; outstanding oil, gas and mineral rights of record
without right of entry; unplatted public utility easements of
record
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(located
contiguous to real property lines and not more than 10 feet in width as to
the rear or front lines and 7 1/2 feet in width as to the
side
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lines);
taxes for year of Closing and subsequent years; and assumed mortgages and
purchase money mortgages, if any (if additional items
see
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67*
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addendum); provided, that there exists at Closing no violation of the foregoing and none prevent use of the Property for RESIDENTIAL |
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-
purpose(s)
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VIII. OCCUPANCY: Seller shall deliver occupancy of Property to Buyer at time of Closing unless otherwise stated herein. If Property is intended |
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to be rented or occupied beyond Closing, the fact and terms thereof and the tenant(s) or occupants shall be disclosed pursuant to "AS IS" Standard |
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F. If occupancy is to be delivered before Closing, Buyer assumes all risks of loss to Property from date of occupancy, shall be responsible and liable |
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for
maintenance from that date, and shall be deemed to have accepted Property
in its existing condition as of time of taking
occupancy.
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IX. TYPEWRITTEN OR HANDWRITTEN
PROVISIONS: Typewritten or handwritten provisions, riders and
addenda shall control all printed pro-
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74
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visions
of this Contract in conflict with them.
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| 75* |
X. ASSIGNABILITY: (CHECK ONLY ONE): Buyer
___ may assign and thereby be released from any further liability under
this Contract; _X__may
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76*
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assign
but not be released from liability under this Contract; or ___ may not
assign this Contract
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77
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XI.
DISCLOSURES:
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(a)
The Property may be subject to unpaid special assessment lien(s) imposed
by a public body ("public body" does not include a
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| 79 |
Condominium
or Homeowners' Association). Such Iien(s), if any, whether certified,
confirmed and ratified pending, or payable in
installments,
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80*
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as
of Closing, shall be paid as follows: _X__by Seller at closing ___by Buyer
(if left blank, then Seller at Closing). If the amount of
any
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81
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assessment
to be paid by Seller has not been finally determined as of Closing, Seller
shall be charged at Closing an amount equal to the
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last
estimate or assessment for the improvement by the public
body.
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| 83 | (b) Radon is a naturally occurring radioactive gas that when accumulated in a building in sufficient quantities may present health risks to per- |
| 84 | sons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. |
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Additional
information regarding radon or radon testing may be obtained from your
County Public Health unit.
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86
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(c)
Mold is naturally occurring and may cause health risks or damage to
property. If Buyer is concerned or desires additional
information
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regarding
mold, Buyer should contact an appropriate professional.
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(d)
Buyer acknowledges receipt of the Florida Energy-Efficiency Rating
Information Brochure required by Section 553.996, F.S.
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(e)
If the Real Property includes pm- t 9-(8 residential housing, then a
lead-based paint rider is mandatory.
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90
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(f)
If Seller is a "foreign person" as defined by the Foreign Investment in
Real Properly lax Act, the parties shall comply with that
Act.
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(g)
BUYER SHOULD NOT EXECUTE THIS CONTRACT
UNTIL BUYER HAS RECEIVED AND READ THE HOMEOWNERS'
ASSOCIA-
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92
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TION/COMMUNITY
DISCLOSURE.
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93
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(h)
PROPERTY TAX DISCLOSURE SUMMARY: BUYER SHOULD NOT RELY ON THE SELLER'S
CURRENT PROPERW TAXES AS THE AMOUNT
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94
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OF
PROPERTY TAXES THE BUYER MAY BE OBLIGATED TO PAY IN THE YEAR SUBSEQUENT TO
PURCHASE. A CHANGE OF OWNER-
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95
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SHIP
OR PROPERTY IMPROVEMENTS TRIGGERS REASSESSMENTS OF THE PROPERTY THAT COULD
RESULT IN HIGHER PROPERTY TAXES.
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IF
YOU HAVE ANY QUESTIONS CONCERNING VALUATION, CONTACT THE COUNTY PROPERTY
APPRAISER'S OFFICE FOR INFORMATION.
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XII. MAXIMUM REPAIR COSTS: DELETED
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| 98* |
XIII.
HOME WARRANTY: ___Seller ___ Buyer X N/A
will pay for a home warranty plan issued
by_______________
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99*
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At
a cost not to exceed $
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| 100* |
XIV. INSPECTION PERIOD AND RIGHT TO CANCEL:
(a) Buyer shall
have 10 days from Effective Date ("Inspection Period")
within
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101
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which
to have such inspections of the Property performed as Buyer shall desire
and utilities service shall be made available by the
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| 102 |
Seller
during the Inspection Period; (b) Buyer shall be responsible for prompt
payment for such inspections and repair of damage
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103
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to
and restoration of the Property resulting from such inspections and this
provision (b) shall survive termination of this
Contract;
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104
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and
(c) if Buyer determines. in Buyer's sole discretion, that the Property is
not acceptable to Buyer, Buyer may cancel this Contract
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105
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by
delivering facsimile or written notice of such election to Seller prior to
the expiration of the Inspection Period. If Buyer
timely
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| 106 |
cancels
this Contract, the deposit(s) paid shall be immediately returned to Buyer;
thereupon, Buyer and Seller shall be released of
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107
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all
further obligations under this Contract, except as provided in this
Paragraph XIV. Unless Buyer exercises the right to
cancel
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| 108 |
granted
herein, Buyer accepts the Property in its present physical condition,
subject to any violation of governmental, building,
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| 109 |
environmental,
and safety codes, restrictions or requirements and shall be responsible
for any and all repairs and improvements
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110
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required
by Buyer's lender.
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| 111 |
XV. RIDERS; ADDENDA; SPECIAL CLAUSES:
CHECK those riders which are applicable AND are attached to and
made part of this Contract:
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112*
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__
CONDOMINIUM ___ VA/FHA X HOMEOWNERS' ASSN ___ LEAD-BASED PAINT ___ COASTAL
CONSTRUCTION CONTROL LINE
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113*
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___INSULATION
___ EVIDENCE OF TITLE (SOUTH FLORIDA CONTRACTS) ___ Other Comprehensive
Rider Provisions___ Addenda
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| 114* |
Special
Clause(s):
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115*
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116*
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117*
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118*
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119*
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120*
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123*
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124*
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125*
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126
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XVI. “AS IS” STANDARDS FOR REAL ESTATE
TRANSACTIONS ("AS IS" Standards): Buyer and Seller acknowledge
receipt of a copy
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127
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of
“AS IS” Standards A through Z on the reverse Side or attached, which ARE
Incorporated as part of this
Contract
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| 128 |
THIS
IS INTENDED TO BE A LEGALLY BINDING CONTRACT. IF NOT FULLY
UNDERSTOOD,
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| 129 |
SEEK
THE ADVICE OF AN ATTORNEY PRIOR TO SIGNING.
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130
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THIS"
AS IS" FORM HAS BEEN APPROVED BY THE FLORIDA ASSOCIATION OF REALTORS" AND
THE FLORIDA BAR
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131
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Approval
does not constitute an opinion that any of the terms and conditions in
this Contract should be accepted by the parties in a
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132
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particular transaction. Terms and conditions should be negotiated based upon the respective interests, objectives and bargaining | |||
| 133 |
positions
of all interested persons.
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AN
ASTERISK(') FOLLOWING A UNE NUMBER IN THE MARGIN INDICATES THE LINE
CONTAINS A BLANK TO BE COMPLETED.
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| 135* | ____________________ | ____________________ | ____________________ | ____________________ |
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136
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BUYER | DATE | SELLER | DATE |
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137*
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____________________ | ____________________ | ____________________ | ____________________ |
| 138 | BUYER | DATE | SELLER |
DATE
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139*
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Buyers'
address for purposes of notice C/O XXXXX XXXXX
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Sellers' address for purposes of notice | ||
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140*
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0000
XXXXXXXX XXX. (XXXXX 000) XXXXX, XX. 00000
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141*
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Phone
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Phone
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142
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BROKERS: The brokers (including cooperating brokers, if any) named below are the only brokers entitled to compensation in connection with | |||
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143
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this
Contract
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| 144* |
Name:
XXXXX GROUP REAL ESTATE, LLC 3% OF THE PURCHASE PRICE
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WESTPARK
REALTY OF BTOWARD, INC.
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145
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Cooperating
Brokers, if any
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Listing Broker
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146
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"AS IS" STANDARDS FOR REAL ESTATE TRANSACTIONS
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147
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A. TITLE INSURANCE: The Title Commitment
shall be issued by a Florida licensed title insurer agreeing to issue
Buyer, upon recording of the deed to Buyer, an owner's
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148
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policy
of title insurance in the amount of the purchase price, insuring Buyer's
marketable title to the Real Property, subject only to matters contained
in Paragraph VII and
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149
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those
to be discharged by Seller at or before Closing. Marketable title shall be
determined according to applicable Title Standards adopted by
authority of The Florida Bar
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150
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and
in accordance with law. Buyer shall have 5 days from date of receiving the
Title Commitment to examine it, and if title is found defective, notify
Seller in writing
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151
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specifying
defect(s) which render title unmarketable. Seller shall have 30 days from
receipt of notice to remove the defects, failing which Buyer shall, within
5 days after
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152
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expiration
of the 30 day period, deliver written notice to Seller either: (1)
extending the time for a reasonable period not to exceed 120 days
within which Seller shall use
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153
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diligent
effort to remove the defects; or (2) requesting a refund of deposit(s)
paid which shall be returned to Buyer. If Buyer fails to so notify Seller,
Buyer shall be
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154
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deemed
to have accepted the title as it then is. Seller shall, if title is found
unmarketable, use diligent effort to correct defect(s) within the time
provided. If, after diligent
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155
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effort,
Seller is unable to timely correct the defects, Buyer shall either waive
the defects, or receive a refund of deposit(s), thereby releasing Buyer
and Seller from all
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156
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further
obligations under this Contract. If Seller is to provide the Title
Commitment and it is delivered to Buyer less than 5 days prior to Closing,
Buyer may extend Closing
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157
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so
that Buyer shall have up to 5 days from date of receipt to examine same in
accordance with this "AS IS" Standard.
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158
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B. PURCHASE MONEY MORTGAGE; SECURITY AGREEMENT
TO SELLER: A purchase money mortgage and mortgage note to Seller
shall provide for a
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159
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30
day grace period in the event of default if a first mortgage and a 15 day
grace period if a second or lesser mortgage; shall provide for right of
prepayment in whole or
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160
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in
part without penalty; shall permit acceleration in event of transfer of
the Real Property; shall require all prior liens and encumbrances to be
kept in good standing; shall
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161
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forbid
modifications of, or future advances under, prior mortgage(s); shall
require Buyer to maintain policies of insurance containing a standard
mortgagee clause
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162
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covering
all improvements located on the Real Property against fire and all perils
included within the term "extended coverage endorsements" and such other
risks and
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163
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perils
as Seller may reasonably require, in an amount equal to their highest
insurable value; and the mortgage, note and security agreement shall be
otherwise in form
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164
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and
content required by Seller, but Seller may only require clauses and
coverage customarily found in mortgages, mortgage notes and security
agreements generally
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165
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utilized
by savings and loan institutions or state or national banks located in the
county wherein the Real Property is located. All Personal Property and
leases being
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166
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conveyed
or assigned will, at Seller's option, be subject to the lien of a security
agreement evidenced by recorded or filed financing statements or
certificates of title. If a
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167
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balloon
mortgage, the final payment will exceed the periodic payments
thereon
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168
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C. SURVEY: Buyer, at Buyer's expense,
within time allowed to deliver evidence of title and to examine same, may
have the Real Property surveyed and certified by a
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169
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registered
Florida surveyor. If the survey discloses encroachments on the Real
Property or that improvements located thereon encroach on setback lines,
easements,
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170
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lands
of others or violate any restrictions, Contract covenants or applicable
governmental regulations, the same shall constitute a title
defect.
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171
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X.
XXXX DESTROYING ORGANISMS: DELETED
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000
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X. XXXXXXX AND EGRESS: Seller warrants
and represents that there is ingress and egress to the Real Property
sufficient for its intended use as described in Paragraph
VII
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173
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hereof
and title to the Real Property is insurable in accordance with" AS IS"
Standard A without exception for lack of legal right of
access.
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174
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F. LEASES: Seller shall at least 10 days
before Closing, furnish to Buyer copies of all written leases and estoppel
letters from each tenant specifying the nature and
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175
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duration
of the tenant's occupancy, rental rates, advanced rent and security
deposits paid by tenant. If Seller is unable to obtain such letter from
each tenant, the same
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176
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information
shall be furnished by Seller to Buyer within that time period in the form
of a Seller's affidavit, and Buyer may thereafter contact tenant to
confirm such
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177
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information.
If the terms of the leases differ materially from Seller's
representations, Buyer may terminate this Contract by delivering written
notice to Seller at least 5
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178
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days
prior to Closing. Seller shall, at Closing, deliver and assign all
original leases to Buyer.
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179
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G. LIENS: Seller shall furnish to Buyer
at time of Closing an affidavit attesting to the absence, unless otherwise
provided for herein, of any financing statement, claims
of
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180
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lien
or potential lienors known to Seller and further attesting that there have
been no improvements or repairs to the Real Property for 90 days
immediately preceding
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181
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date
of Closing. If the Real Property has been improved or repaired within that
time, Seller shall deliver releases or waivers of construction liens
executed by all general
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182
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contractors,
subcontractors, suppliers and materialmen in addition to Seller's lien
affidavit setting forth the names of all such general contractors,
subcontractors,
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183
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suppliers
and materialmen, further affirming that all charges for improvements or
repairs which could serve as a basis for a construction lien or a claim
for damages have
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184
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been
paid or will be paid at the Closing of this Contract.
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185
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H. PLACE OF CLOSING: Closing shall be
held in the county wherein the Real Property is located at the office of
the attorney or other closing agent ("Closing Agent")
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186
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designated
by the party paying for title insurance, or, if no title insurance,
designated by Seller.
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187
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I. TIME: Calendar days shall be used in
computing time periods except periods of less than six (6) days, in which
event Saturdays, Sundays and state or national
legal
|
|
188
|
holidays
shall be excluded. Any time periods provided for herein which shall end on
a Saturday, Sunday, or a legal holiday shall extend to 5:00 p.m. of the
next business
|
|
189
|
day.
Time is of the essence in this Contract.
|
|
190
|
J. CLOSING DOCUMENTS: Seller shall
furnish the deed, xxxx of sale, certificate of title, construction lien
affidavit, owner's possession affidavit, assignments of
leases,
|
|
191
|
tenant
and mortgagee estoppel letters and corrective instruments. Buyer shall
furnish mortgage, mortgage note, security agreement and financing
statements.
|
|
192
|
K. EXPENSES: Documentary stamps on the
deed and recording of corrective instruments shall be paid by Seller. All
costs of Buyer's loan (whether obtained
|
|
193
|
from
Seller or third party), including, but not limited to, documentary stamps
and intangible tax on the purchase money mortgage and any mortgage
assumed,
|
|
194
|
mortgagee
title insurance commitment with related fees, and recording of purchase
money mortgage, deed and financing statements shall be paid by Buyer.
Unless
|
|
195
|
otherwise
provided by law or rider to this Contract, charges for related closing
services, title search, and closing fees (including preparation of closing
statement), shall be
|
|
196
|
paid
by the party responsible for furnishing the title evidence in accordance
with Paragraph
|
|
197
|
L. PRORATIONS; CREDITS: Taxes,
assessments, rent, interest, insurance and other expenses of the Property
shall be prorated through the day before Closing. Buyer
|
|
198
|
shall
have the option of taking over existing policies of insurance, if
assumable, in which event premiums shall be prorated. Cash at Closing
shall be increased or
|
|
200
|
decreased
as may be required by prorations to be made through day prior to Closing,
or occupancy, if occupancy occurs before Closing. Advance rent and
security
|
|
201
|
deposits
will be credited to Buyer. Escrow deposits held by mortgagee will be
credited to Seller. Taxes shall be prorated based on the current year's
tax with due
|
|
202
|
allowance
made for maximum allowable discount, homestead and other exemptions. If
Closing occurs at a date when the current year's millage is not fixed
and current
|
|
203
|
year's
assessment is available, taxes will be prorated based upon such assessment
and prior year's millage. If current year's assessment is not
available, then taxes will be
|
|
204
|
prorated
on prior year's tax. If there are completed improvements on the Real
Property by January 1st of year of Closing, which improvements were not in
existence on
|
|
205
|
January
1st of prior year, then taxes shall be prorated based upon prior year's
millage and at an equitable assessment to be agreed upon between the
parties; failing
|
|
206
|
which,
request shall be made to the County Property Appraiser for an informal
assessment taking into account available exemptions. A tax proration based
on an
|
|
207
|
estimate
shall, at request of either party, be readjusted upon receipt of current
year's tax xxxx.
|
|
208
|
M.
(RESERVED - purposely left blank)
|
|
209
|
N.
INSPECTION AND REPAIR: DELETED
|
|
210
|
O. RISK OF LOSS: If, after the Effective
Date, the Property is damaged by fire or other casualty ("Casualty Loss")
before Closing and cost of restoration (which shall
include
|
|
211
|
the
cost of pruning or removing damaged trees) does not exceed 1.5% of the
Purchase Price, cost of restoration shall be an obligation of Seller and
Closing shall proceed
|
|
212
|
pursuant
to the terms of this Contract, and if restoration is not completed as of
Closing, restoration costs will be escrowed at Closing. If the cost of
restoration exceeds
|
|
213
|
1.5%
of the Purchase Price, Buyer shall either take the Property as is,
together with the 1.5% or receive a refund of deposit(s) thereby releasing
Buyer and Seller from all
|
|
214
|
further
obligations under this Contract. Seller's sole obligation with respect to
tree damage by casualty or other natural occurrence shall be the cost
of pruning or
|
|
215
|
removal.
|
|
216
|
P. CLOSING PROCEDURE: The deed shall be
recorded upon clearance of funds. If the title agent insures adverse
matters pursuant to Section 627.7841, F.S., as
|
|
217
|
amended,
the escrow and closing procedure required by this "AS IS" Standard shall
be waived. Unless waived as set forth above the
following
|
|
218
|
"AS IS" STANDARDS FOR REAL ESTATE TRANSACTIONS
(CONTINUED)
|
|
219
|
closing
procedures shall apply: (1) all closing proceeds shall be held in escrow
by the Closing Agent for a period of not more than 5 days after Closing;
(2)
|
|
220
|
if
Seller's title is rendered unmarketable, through no fault of Buyer, Buyer
shall, within the 5 day period, notify Seller in writing of the defect and
Seller shall
|
|
221
|
have
30 days from date of receipt of such notification to cure the defect; (3)
if Seller fails to timely cure the defect, all deposits and closing funds
shall, upon
|
|
222
|
written
demand by Buyer and within 5 days after demand, be returned to Buyer and,
simultaneously with such repayment, Buyer shall return the
Personal
|
|
223
|
Property,
vacate the Real Property and reconvey the Property to Seller by special
warranty deed and xxxx of sale; and (4) if Buyer fails to make timely
demand
|
|
224
|
for
refund, Buyer shall take title as is, waiving all rights against Seller as
to any intervening defect except as may be available to Buyer by virtue of
war-
|
|
225
|
ranties
contained in the deed or xxxx of sale.
|
|
226
|
Q. ESCROW: Any Closing Agent or escrow
agent (collectively" Agent") receiving funds or equivalent is authorized
and agrees by acceptance of them to deposit them
|
|
227
|
promptly,
hold same in escrow and, subject to clearance, disburse them in accordance
with terms and conditions of this Contract. Failure of funds
to
|
|
228
|
clear
shall not excuse Buyer's performance. If in doubt as to Agent's duties or
liabilities under the provisions of this Contract, Agent may, at Agent's
option, con
|
|
229
|
tinue
to hold the subject matter of the escrow until the parties hereto agree to
its disbursement or until a judgment of a court of competent jurisdiction
shall
|
|
230
|
determine
the rights of the parties, or Agent may deposit same with the clerk of the
circuit court having jurisdiction of the dispute. An attorney who
represents
|
|
231
|
a
party and also acts as Agent may represent such party in such action. Upon
notifying all parties concerned of such action, all liability on the part
of Agent
|
|
232
|
shall
fully terminate, except to the extent of accounting for any items
previously delivered out of escrow. If a licensed real estate broker,
Agent will comply
|
|
233
|
with
provisions of Chapter 475, F.S., as amended. Any suit between Buyer and
Seller wherein Agent is made a party because of acting as Agent hereunder,
or in
|
|
234
|
any
suit wherein Agent interpleads the subject matter of the escrow, Agent
shall recover reasonable attorney's fees and costs incurred with these
amounts to
|
|
235
|
be
paid from and out of the escrowed funds or equivalent and charged and
awarded as court costs in favor of the prevailing party. The Agent shall
not be liable
|
|
236
|
to
any party or person for misdelivery to Buyer or Seller of items subject to
the escrow, unless such misdelivery is due to willful breach of the
provisions of this 237
|
|
237
|
Contract
or gross negligence of Agent.
|
|
238
|
R. ATTORNEY'S FEES; COSTS: In any
litigation, including breach, enforcement or interpretation, arising out
of this Contract, the prevailing party in such liti-
|
|
239
|
gation,
which, for purposes of this "AS IS" Standard, shall include Seller, Buyer
and any brokers acting in agency or nonagency relationships authorized
by
|
|
240
|
240
Chapter 475, F.S., as amended, shall be entitled to recover from the
non-prevailing party reasonable attorney's fees, costs and
expenses.
|
|
241
|
S. FAILURE OF PERFORMANCE: If Buyer fails
to perform this Contract within the time specified, including payment of
all deposits, the deposit(s) paid by
|
|
242
|
Buyer
and deposit(s) agreed to be paid, may be recovered and retained by and for
the account of Seller as agreed upon liquidated damages, consideration
for
|
|
243
|
the
execution of this Contract and in full settlement of any claims;
whereupon, Buyer and Seller shall be relieved of all obligations under
this Contract; or Seller,
|
|
244
|
at
Seller's option, may proceed in equity to enforce Seller's rights under
this Contract. If for any reason other than failure of Seller to make
Seller's title mar-
|
|
245
|
ketable
after diligent effort, Seller fails, neglects or refuses to perform this
Contract, Buyer may seek specific performance or elect to receive the
return of Buyer's
|
|
246
|
deposit(s)
without thereby waiving any action for damages resulting from Seller's
breach.
|
|
247
|
T. CONTRACT NOT RECORDABLE; PERSONS BOUND;
NOTICE; COPIES: Neither this Contract nor any notice of it shall be
recorded in any public records.
|
|
248
|
This
Contract shall bind and inure to the benefit of the parties and their
successors in interest. Whenever the context permits, singular shall
include plural and
|
|
249
|
one
gender shall include all. Notice and delivery given by or to the attorney
or broker representing any party shall be as effective as if given by or
to that party.
|
|
250
|
All
notices must be in writing and may be made by mail, personal delivery or
electronic media. A legible facsimile or electronic (including "pdf") copy
of this
|
|
251
|
Contract
and any signatures hereon shall be considered for all purposes as an
original.
|
|
252
|
U. CONVEYANCE: Seller shall convey
marketable title to the Real Property by statutory warranty, trustee's,
personal representative's, or guardian's deed, as
|
|
253
|
appropriate
to the status of Seller, subject only to matters contained in Paragraph
VII and those otherwise accepted by Buyer. Personal Property shall, at
the
|
|
254
|
request
of Buyer, be transferred by an absolute xxxx of sale with warranty of
title, Subject only to such matters as may be otherwise provided for
herein.
|
|
255
|
V. OTHER AGREEMENTS: No prior or present
agreements or representations shall be binding upon Buyer or Seller unless
included in this Contract. No mod-
|
|
256
|
ification
to or change in this Contract shall be valid or binding upon the parties
unless in writing and executed by the parties intended to be bound by
it.
|
|
257
|
W. SELLER DISCLOSURE: (1) There are no
facts known to Seller materially affecting the value of the Property which
are not readily observable by Buyer or
|
|
258
|
which
have not been disclosed to Buyer; (2) Seller extends and
intends no warranty and makes no representation of any type, either
express or implied,
|
|
259
|
as
to the physical condition or history of the Property; (3) Seller has
received no written or verbal notice from any governmental entity or
agency as
|
|
260
|
to
a currently uncollected building, environmental or safety code violation;
(4) Seller has no knowledge of any repairs or improvements made to
the
|
|
261
|
Property
without compliance with governmental regulation which have not been
disclosed to Buyer
|
|
262
|
X. PROPERTY MAINTENANCE; PROPERTY ACCESS;
ASSIGNMENT OF CONTRACTS AND WARRANTIES: Seller shall maintain the
Property, including,
|
|
263
|
but
not limited to lawn, shrubbery, and pool in the condition existing as of
Effective Date, ordinary wear and tear and Casualty Loss excepted. Seller
shall, upon
|
|
264
|
reasonable
notice, provide utilities service and access to the Property for appraisal
and inspections, including a walk-through prior to Closing, to confirm
that
|
|
265
|
all
items of Personal Property are on the Real Property and that the Property
has been maintained as required by this "AS IS" Standard. Seller will
assign all
|
|
266
|
assignable
repair and treatment contracts and warranties to Buyer at
Closing.
|
|
267
|
Y. 1031 EXCHANGE: If either Seller or
Buyer wish to enter into a like-kind exchange (either simultaneous with
Closing or deferred) with respect to the Property
|
|
268
|
under
Section 1031 of the Internal Revenue Code ("Exchange"), the other party
shall cooperate in all reasonable respects to effectuate the Exchange,
includ-
|
|
269
|
ing
the execution of documents; provided (1) the cooperating party shall incur
no liability or expense related to the Exchange and (2) the Closing shall
not be
|
|
270
|
contingent
upon, nor extended or delayed by, such Exchange.
|
|
271
|
Z. BUYER WAIVER OF CLAIMS: Buyer waives any claims
against Seller and, to the extent permitted by law, against any real
estate licensee involved
|
|
272
|
in
the negotiation of the Contract, for any defects or other damage that may
exist at Closing of the Contract and be subsequently discovered by
the
|
|
273
|
Buyer
or anyone claiming by, through, under or against the
Buyer
|
|
1
|
The
clause below will be incorporated into the Contract between Countrywide
(Seller)
|
| 2 |
and
Support Save Investments LLC (Buyer)
concerning the Property described as 00000
XXXXXXX
|
| 0 |
XX.
XXXX XXXXX, XX 00000 only if initialed by all parties:
|
| 4 |
(_____)
(_____) - (_____)(_____) B. Homeowners’
Association: The Property is located in a community with
a
|
| 5 | R voluntary x mandatory (see the disclosure summary below) homeowners’ association (“Association”). Seller’s |
| 6 |
warranty
under Paragraph 8 of the Contract and risk of loss under Paragraph 9 or Paragraph H of the
|
| 7 |
Comprehensive
Addendum (if applicable) extend only to the Property and does not extend
to common areas or
|
| 8 |
facilities
described below.
|
| 9 |
Notice: Association documents may be
obtained from the county record office or, if not public record, from
the
|
| 10 |
developer
or Association manager. The Property may be subject to recorded
restrictive covenants governing the
|
| 11 |
use
and occupancy of properties in the community and may be subject to special
assessments.
|
| 12 |
(1) Association Approval: If the
Association documents give the Association the right to approve Buyer as a
|
| 13 |
purchaser,
this Contract is contingent on such approval by the Association. Buyer
will apply for approval within
|
| 14 |
_____days
from Effective Date (5 days if left blank) and use diligent effort to
obtain approval, including making
|
| 15 |
personal
appearances and paying related fees if required. Buyer and Seller will sign and deliver any
documents
|
| 16 |
required
by the Association to complete the transfer. If Buyer is not approved, this Contract will
terminate and
|
| 17 |
Seller will return Buyer’s deposit unless this Contract
provides otherwise.
|
| 18 |
(2) Right of First Refusal: If the
Association has a right of first refusal to buy the Property, this
Contract is
|
| 19 |
contingent
on the Association deciding not to exercise such right. Seller will,
within 3 days from receipt of the
|
| 20 |
Association’s
decision, give Buyer written notice
of the decision. If the Association exercises its right of first
refusal,
|
| 21 |
this
Contract will terminate, Buyer’s
deposit will be refunded unless this Contract provides otherwise and
Seller
|
| 22 |
will
pay Broker’s full commission at closing in recognition that Broker
procured the sale.
|
| 23 |
(3) Fees: Buyer will pay any application, transfer
and initial membership fees charged by the Association.
Seller
|
| 24 |
will
pay all fines imposed against the Property as of Closing Date and any fees
the Association charges to provide
|
| 25 |
information
about its fees or the Property, and will bring maintenance and similar
periodic fees and rents on any
|
| 26 |
recreational
areas current as of Closing Date. If, after the Effective Date, the
Association imposes a special or other
|
| 27 |
assessment
for improvements, work or services, Seller will pay all amounts due before
Closing Date and Buyer
|
| 28 |
will
pay all amounts due after Closing Date. If special assessments may be paid
in installments __ Buyer ___Seller
|
| 29 |
(if
left blank, Buyer) shall pay
installments due after Closing Date. If Seller is checked, Seller will pay the
|
| 30 |
assessment
in full prior to or at the time of Closing. Seller represents that he/she is not
aware of any pending
|
| 31 |
special
or other assessment that the Association is considering except as
follows:
|
| 32 |
$________________
per __________________ to
_________________________________________________
|
| 33 |
The
following dues/maintenance fees are currently charged by the homeowners’
association:
|
| 34 |
$________________
per __________________ to
_________________________________________________
|
| 35 |
$________________
per __________________ to
_________________________________________________
|
| 36 | $________________ per __________________ to _________________________________________________ |
| 37 |
(4) Damage to Common Elements: If any
portion of the common element is damaged due to fire, hurricane
or
|
| 38 |
other
casualty before closing, either party may cancel the Contract and Buyer’s deposit shall be refunded if (a)
as
|
| 39 |
a
result of damage to the common elements, the Property appraises below the
purchase price and either the
|
| 40 | parties cannot agree on a new purchase price or Buyer elects not to proceed, or (b) the Association cannot |
| 41 |
determine
the assessment attributable to the Property for the damage at least 5 days
prior to Closing Date, or (c)
|
| 42 |
the
assessment determined or imposed by the Association attributable to the
Property for the damage to the
|
| 43 |
common
element is greater than $ _____ or % _____ of the purchase price (1.5% if
left blank).
|
| 44 |
(5) Disclosure Summary for Mandatory
Associations: IF THE DISCLOSURE SUMMARY REQUIRED
BY
|
| 45 | SECTION 720.401, FLORIDA STATUTES, HAS NOT BEEN PROVIDED TO THE PROSPECTIVE PURCHASER |
| 46 |
BEFORE
EXECUTING THIS CONTRACT FOR SALE, THIS CONTRACT IS VOIDABLE BY BUYER BY
|
| 47 |
DELIVERING
TO SELLER OR SELLER’S AGENT OR
REPRESENTATIVE WRITTEN NOTICE OF THE
|
| 48 | BUYER’S INTENTION TO CANCEL WITHIN 3 DAYS AFTER RECEIPT OF THE DISCLOSURE SUMMARY OR |
| 49 |
PRIOR
TO CLOSING, WHICHEVER OCCURS FIRST. ANY PURPORTED WAIVER OF THIS
VOIDABILITY
|
| 50 |
RIGHT
HAS NO EFFECT. BUYER’S RIGHT TO
VOID THIS CONTRACT SHALL TERMINATE AT CLOSING
|
| 51 |
Disclosure Summary For (Name of
Community) STONEBRIDGE:
|
| 52 |
(1)
AS A PURCHASER OF PROPERTY IN THIS COMMUNITY, YOU WILL BE OBLIGATED TO BE
A MEMBER
|
| 53 |
OF
A HOMEOWNERS’ ASSOCIATION.
|
|||
| 54 |
(2)
THERE HAVE BEEN OR WILL BE RECORDED RESTRICTIVE COVENANTS GOVERNING THE
USE AND
|
|||
| 55 |
OCCUPANCY
OF PROPERTIES IN THIS COMMUNITY.
|
|||
| 56 |
(3)
YOU WILL BE OBLIGATED TO PAY ASSESSMENTS TO THE ASSOCIATION. ASSESSMENTS
MAY BE
|
|||
| 57 |
SUBJECT
TO PERIODIC CHANGE. IF APPLICABLE, THE CURRENT AMOUNT IS $_________ PER
__________.
|
|||
| 58 |
(_____)
(_____) - (_____)(_____) B. Homeowners’
Association (CONTINUATION)
|
|||
| 59 |
YOU
WILL ALSO BE OBLIGATED TO PAY ANY SPECIAL ASSESSMENTS IMPOSED BY THE
ASSOCIATION.
|
|||
| 60 |
SUCH
SPECIAL ASSESSMENTS MAY BE SUBJECT TO CHANGE. IF APPLICABLE, THE CURRENT
AMOUNT
|
|||
| 61 |
IS
$_________________ PER _______________.
|
|||
| 62 |
(4)
YOU MAY BE OBLIGATED TO PAY SPECIAL ASSESSMENTS TO THE RESPECTIVE
MUNICIPALITY,
|
|||
| 63 |
COUNTY,
OR SPECIAL DISTRICT. ALL ASSESSMENTS ARE SUBJECT TO PERIODIC
CHANGE.
|
|||
| 64 | (5) YOUR FAILURE TO PAY SPECIAL ASSESSMENTS OR ASSESSMENTS LEVIED BY A MANDATORY | |||
| 65 |
HOMEOWNERS’
ASSOCIATION COULD RESULT IN A LIEN ON YOUR PROPERTY.
|
|||
| 66 |
(6)
THERE MAY BE AN OBLIGATION TO PAY RENT OR LAND USE FEES FOR RECREATIONAL
OR OTHER
|
|||
| 67 |
COMMONLY
USED FACILITIES AS AN OBLIGATION OF MEMBERSHIP IN THE HOMEOWNERS’
ASSOCIATION.
|
|||
| 68 |
IF
APPLICABLE, THE CURRENT AMOUNT IS $_________________ PER
_____________.
|
|||
| 69 |
(7)
THE DEVELOPER MAY HAVE THE RIGHT TO AMEND THE RESTRICTIVE COVENANTS
WITHOUT THE
|
|||
| 70 |
APPROVAL
OF THE ASSOCIATION MEMBERSHIP OR THE APPROVAL OF THE PARCEL
OWNERS.
|
|||
| 71 |
(8)
THE STATEMENTS CONTAINED IN THIS DISCLOSURE FORM ARE ONLY SUMMARY IN
NATURE, AND, AS
|
|||
| 72 |
A
PROSPECTIVE PURCHASER, YOU SHOULD REFER TO THE COVENANTS AND THE
ASSOCIATION
|
|||
| 73 |
GOVERNING
DOCUMENTS BEFORE PURCHASING PROPERTY.
|
|||
| 74 |
(9)
THESE DOCUMENTS ARE EITHER MATTERS OF PUBLIC RECORD AND CAN BE OBTAINED
FROM THE
|
|||
| 74 |
RECORD
OFFICE IN THE COUNTY WHERE THE PROPERTY IS LOCATED, OR ARE NOT RECORDED
AND
|
|||
| 76 |
CAN
BE OBTAINED FROM THE DEVELOPER.
|
|||
| 77 |
Buyer
acknowledges receipt of this summary before signing this
Contract.
|
|||
| 78 | ______________ | ______________ | ______________ | ______________ |
| 79 | Buyer | Date | Buyer |
Date
|
Countrywide Home Loans (the Seller)
ADDENDUM
TO CONTRACT
This
Addendum to Contract is incorporated into, and made a part of, the attached
Contract of Sale. Except as may be required by applicable law, the terms and
provisions of this Addendum shall govern, control, and supercede any and all
conflicting or differing provisions in such contract.
I (We)
Xxxxx Xxxxx/Support Save Investments, LLC agree to purchase on the terms set
forth herein, the following property 00000 Xxxxxxxx Xx., Xxxx Xxxxx, Xxxxxxx
00000
|
The
agreed purchase price of the property is
|
$250,000
|
Purchase
has paid $2,500 in xxxxxxx money to be applied on the purchase
price.
· The
xxxxxxx money deposit was paid with cashiers check.
· Buyer
understands that Xxxxxxx Money is non refundable, except if Buyer fails to
qualify for a loan on the property or Buyer declines to purchase the property
after inspection(s).
The Buyer
is pre-qualified by
_________________________________________________________________________________
Buyer is
applying for ___conventional financing,___FHA insured financing,____VA insured
financing__X_paying cash or ____using other financing
Buyer is
paying ____________________________________________________________
|
Buyer
is paying a down payment of
|
$
|
0
|
|
Buyer
is financing
|
$
|
0
|
|
Buyer
is requesting closing costs of
|
$
|
0
|
· Closing
Costs Description
Buyer is
requesting down payment assistance costs of $0
· Down
Payment Assistance Description
Buyer is
requesting other costs of $0
·Other
Costs Decription
Comments
The Buyer plasn to buy it iwth cash. No
financing, Buyer can close more quickly if necessary. Buyer
Upon
closing, Seller agrees to pay the purchaser’s agent a commission of
$7,577.00
Listing
broker Xxxxxxxxx Xxxxxxxx will receive a commission of $2,509.00
Escrow/Closing
Agent/Title Company will be
_____________________________________________________________________
[X]
Standard terms and clauses initiated
[X ] “As
Is” clauses agreed to
The net
amount due seller is $240,064.00
The sale
shall not close later than 30 DAYS FROM SELLER EXECUTION or next business
day.
Buyer(s)
Name Xxxxx Xxxxx
Buyer
Company Name
Buyer
Address 0000 Xxxxxxxx Xxxx. (Xxxxx
000), Xxxxx, XX 00000
Buyer
Phone Number (000)
000-0000
Selling
Agent Name Ronin
Xxxxx
Selling
Agent Company Xxxxx Group Real Estate,
LLC
Selling
Agent Address 000 Xxxxx Xxxxx Xxx.
(Xxxxx 000), Xxxx Xxxxx, XX 00000
Selling
Agent Phone (000)
000-0000
Selling
Agent Fax (000)
000-0000
Selling
Agent Alternate Phone
Selling
Agent Email xxxxxxxxxxxxxxxxxxxx@xxxxx.xxx
[ ] The
listing agent is acting in a dual agency capacity representing interests of both
the Buyer and the Seller.
REO#
Countrywide
Home Loans, Inc.
REAL
ESTATE PURCHASE ADDENDUM
This Real
Estate Purchase Addendum ("Addendum") is to be made part of, and incorporated
into, the Real Estate Purchase Contract dated: October 23, 2008 ("Contract")
between Countrywide Home Loans ("Seller" and the term "Seller" shall also
include Countrywide Home Loans, Inc.) and Xxxxx Xxxxx/Support Save Investments,
LLC ("Buyer") for the property and improvements located at the following
address: 00000 XXXXXXXX XX XXXX XXXXX, XX 00000 ("Property"). Buyer and Seller
may each be referred to herein as a "Party" and collectively as the "Parties".
The Contract and this Addendum together constitute the "Agreement".
The
Seller and the Buyer agree as follows:
1.
LIMITATION OF SELLER’S LIABILITY AND BUYER’S WAIVER OF IMPORTANT
RIGHTS:
BUYER
UNDERSTANDS AND ACKNOWLEDGES THAT SELLER HAS ACQUIRED THE PROPERTY THROUGH
FORECLOSURE, DEED-IN-LIEU OF FORCLOSURE, OR SIMILAR PROCESS, SELLER HAS NEVER
OCCUPIEDTHE PROPERTY, AND SELLER HAS LITTLE OR NO DIRECT KNOWLEDGE ABOUT THE
CONDITION OF THE PROPERTY. BUYER AGREES THAT BUYER IS BUYING THE PROPERTY “AS
IS” (AS MORE FULLY SET FORTH IN SECTION 13 OF THIS ADDENDUM).
NOTWITHSTANDING
ANY PROVISION TO THE CONTRARY IN THE AGREEMENT, SELLER’S LIABILITY AND BUYER’S
SOLE AND EXCLUSIVE REMEDY IN ALL CIRCUMSTANCES AND FOR ALL CLAIMS (AS THE TERM
IS DEFINED IN SECTION 26 OF THIS ADDENDUM, AND ALL REFERENCES IN THIS ADDENDUM
TO “CLAIMS,” “CLAIM,” “Claims,” or “Claim” SHALL HAVE SUCH MEANING) ARISING OUT
OF OR RELATING IN ANY WAY TO THE AGREEMENT OR THE SALE OF THE PROPERTY TO BUYER
INCLUDING, BUT NOT LIMITED TO, SELLER’S BREACH OR TERMINATION OF THE AGREEMENT,
THE CONDITION OF THE PROPERTY, SELLER’S TITLE TO THE PROPERTY, THE OCCUPANCY
STATUS OF THE PROPERTY, THE SIZE, SQUARE FOOTAGE, BOUNDARIES, OR LOCATION OF THE
PROPERTY, ANY COST OR EXPENSE INCURRED BY BUYER IN SELLING A CURRENT OR PRIOR
RESIDENCE OR TERMINATING A LEASE ON A CURRENT OR PRIOR RESIDENCE, OBTAINING
OTHER LIVING ACCOMMODATIONS, MOVING, STORAGE OR RELOCATION EXPENSES, OR ANY
OTHER COSTS OR EXPENSES INCURRED BY BUYER IN CONNECTION WITH THE AGREEMENT SHALL
BE LIMITED TO NO MORE THAN:
(A)
A RETURN OF BUYER’S XXXXXXX MONEY DEPOSIT IF THE SALE TO BUYER DOES NOT CLOSE;
AND
(B)
THE LESSER OF BUYER’S ACUTAL DAMAGES OR $5,000.00 IF THE SALE TO BUYER
CLOSES.
BUYER
SHALL NOT BE ENTITLED TO RETURN OF BUYER’S XXXXXXX MONEY DEPOSIT IF BUYER
MATERIALLY BREACHES THE AGREEMENT.
BUYER
AGREES THAT SELLER SHALL NOT BE LIABLE TO BUYER UNDER ANY CIRCUMSTANCES FOR ANY
SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES WHATSOEVER, WHETHER IN CONTRACT,
TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR ANY OTHER LEGAL OR
EQUITABLE PRINCIPLE, THEORY, OR CAUSE OF ACTION ARISING OUT OF OR RELATED IN ANY
WAY TO ANY CLAIM,
BUYER
(Initials) /s/CJ
SELLER
(Initials) /s/RW
INCLUDING,
BUT NOT LIMITED TO, THE AFOREMENTIONED CLAIMS.
ANY
REFERENCE TO A RETURN OF THE BUYER’S XXXXXXX MONEY DEPOSIT CONTAINED IN THE
AGREEMENT SHALL MEAN A RETURN OF THE XXXXXXX MONEY DEPOSIT, LESS ANY ESCROW
CANCELLATION FEES APPLICABLE TO THE BUYER UNDER THE AGREEMENT AND LESS FEES AND
COSTS PAYABLE FOR SERVICES AND PRODUCTS PROVIDED DURING ESCROW AT THE BUYER’S
REQUEST. TO THE FULLEST EXTENT PERMITTED BY LAW THE BUYER WAIVES ANY CLAIMS THAT
THE PROPERTY IS UNIQUE AND THE BUYER ACKNOWLEDGES THAT A RETURN OF ITS XXXXXXX
MONEY DEPOSIT CAN ADEQUATELY AND FAIRLY COMPENSATE THE BUYER FOR ALL CALIMS.
UPON RETURN OF THE XXXXXXX MONEY DEPOSIT TO THE BUYER, THE AGREEMENT SHALL BE
TERMINATED, AND THE BUYER AND THE SELLER SHALL HAVE NO FURTHER LIABILITY,
OBLIGATION, OR RESPONSIBILITY TO EACH OTHER IN CONNECTION WITH THE AGREEMENT. IF
THE SALE TO BUYER CLOSES AND SELLER COMPENSATES BUYER AS PROVIDED ABOVE FOR
BUYER’S ACTUAL DAMAGES, IF ANY, THEN THE BUYER AND THE SELLER SHALL HAVE NO
FURTHER LIABILITY, OBLIGATION, OR RESPONSIBILITY TO EACH OTHER IN CONNECTION
WITH THE AGREEMENT.
SELLER’S
LIMITATION OF LIABILITY AND BUYER’S WAIVERS PROVIDED IN THE AGREEMENT ARE A
MATERIAL PART OF THE CONSIDERATION TO BE RECEIVED BY THE SELLER UNDER THE
AGREEMENT AS NEGOTIATED AND AGREED TO BY THE BUYER AND THE SELLER.
THE
BUYER FURTHER WAIVES THE FOLLOWING, TO THE FULLEST EXTENT PERMITTED BY
LAW:
(A)
ALL RIGHTS TO FILE AND MAINTAIN AN ACTION AGAINST THE SELLER FOR SPECIFIC
PERFORMANCE;
(B)
RIGHT TO RECORD A LIS PENDENS AGAINST THE PROPERTY OR TO RECORD THE AGREEMENT OR
A MEMORANDUM THEREOF IN THE REAL PROPERTY RECORDS;
(C)
RIGHT TO INVOKE ANY EQUITABLE REMEDY THAT WOULD PREVENT THE SELLER FROM
CONVEYING THE PROPERTY TO A THIRD PARTY BUYER;
(D)
ANY CLAIMS ARISING FROM THE ADJUSTMENTS OR PRORATIONS OR ERRORS IN CALCULATING
THE ADJUSTMENTS OR PRORATIONS THAT ARE OR MAY BE DISCOVERED AFTER CLOSING UNLESS
SUCH CLAIMS ARE MATERIAL AND BUYER NOTIFIES SELLER IN WRITING OF SUCH CLAIMS
WITHIN THIRTY (30) DAYS OF THE CLOSING DATE;
(E)
ANY REMEDY OF ANY KIND THAT THE BUYER MIGHT OTHERWISE BE ENTITLED TO AT LAW OR
EQUITY (INCLUDING, BUT NOT LIMITED TO, RESCISSION OF THE AGREEMENT), EXCEPT AS
EXPRESSLY PROVIDED IN THIS ADDENDUM;
(F)
ANY RIGHT TO A TRIAL BY JURY IN ANY LITIGATION ARISING FROM OR RELATED IN ANY
WAY TO THE AGREEMENT;
(G)
ANY RIGHT TO AVOID THE SALE OF THE PROPERTY OR REDUCE THE PRICE OR HOLD THE
SELLER LIABLE FOR ANY CLAIMS ARISING OUT OF OR RELATED IN ANY WAY TO THE
CONDITION, CONSTRUCTION, REPAIR, OR TREATMENT OF THE PROPERTY, OR ANY DEFECTS,
APPARENT OR LATENT, THAT MAY NOW OR HEREAFTER EXIST WITH RESPECT TO THE
PROPERTY;
(H)
ANY CLAIMS ARISING OUT OF OR RELATING IN ANY WAY TO ENCROACHMENTS, EASEMENTS,
BOUNDARIES, SHORTAGES IN AREA OR ANY OTHER MATTER THAT WOULD BE DISCLOSED OR
REVEALED BY A SURVEY OR INSPECTION OF THE PROPERTY OR SEARCH OF PUBLIC RECORDS;
AND
(I)
ANY CLAIMS ARISING OUT OF OR RELATING IN ANY WAY TO THE SQUARE FOOTAGE, SIZE, OR
LOCATION OF THE PROPERTY, OR ANY INFORMATION PROVIDED ON THE MULTIPLE LISTING
SERVICE, OR BROCHURES OR WEB SITES OF SELLER OR SELLER’S AGENT OR
BROKER.
BUYER
(Initials) /s/CJ
SELLER
(Initials) /s/RW
References
to the “Seller” in this Section 1 of this Addendum shall include the Seller and
the Indemnified Parties (as defined in Section 26 of this Addendum, and all
references in this addendum to “Indemnified Parties” or “INDEMNIFIED PARTIES”
shall have the meaning set forth in Section 26).
Buyer
Initials /s/CJ
2. Effective Date: The date of Seller’s
execution of this Addendum shall be the “Effective Date” of the Agreement,
notwithstanding any prior understanding or agreement with respect to the
financial terms set forth herein. The Agreement shall be null and void if the
Agreement signed by the Buyer is not actually received by the Seller before the
Seller accepts a competing offer, or gives verbal or written notice of
revocation to the Buyer, the Buyer’s agent or attorney, or the listing agent.
The Agreement must be approved by the Seller’s management, and it must be signed
by all parties in order to be binding.
3. Purchase Price:
|
Purchase
Price:
|
$
|
250,900.00
|
|
Down
Payment:
|
$
|
0
|
|
Loan
Amount(nte):
|
$
|
0
|
4. Xxxxxxx Money Deposit:
If
applicable, escrow will be opened by both parties immediately following the
Effective Date with an escrow/closing agent acceptable to the Seller. The
Buyer’s xxxxxxx money deposit of $ 2,500.00 is to be delivered to Seller’s
listing agent to be held pursuant to local law and custom, within 24 hours of
the Effective Date.
5. Financing: The Agreement (check
one): ( ) is (X) is not contingent on the Buyer obtaining financing for the
purchase of the Property. If the Agreement is contingent on financing, the type
of financing shall be the following (check one):
|
___
|
Conventional
|
|
___
|
FHA
|
|
___
|
VA
|
|
___
|
Other(specify):
|
(a) If
the Agreement is contingent on financing, the Buyer shall apply for a loan in
the amount of $ with a term of years, at prevailing rates, terms and conditions.
The Buyer shall complete and submit to a mortgage lender an application for a
mortgage loan containing the terms set forth in this paragraph within three (3)
business days of the Effective Date, and shall use diligent efforts to obtain a
mortgage loan commitment within fifteen (15) calendar days from the said date.
If, despite the Buyer’s diligent efforts, the Buyer cannot obtain a mortgage
loan commitment by the specified date, then either the Buyer or the Seller may
terminate the Agreement by giving written notice to the other Party. The Buyer’s
notice must include a copy of the loan application, proof of the application
date, and a copy of the denial letter from the prospective lender. In the event
of a proper termination of the Agreement under this paragraph, the xxxxxxx money
deposit shall be returned to the Buyer and the parties shall have no further
obligation to each other under the Agreement. The Buyer agrees to cooperate and
comply with all requests for documents and information from the Buyer’s chosen
lender during the loan application process. Failure of the Buyer to comply with
such requests from the lender that results in the denial of the mortgage loan
shall be considered a material breach of the Agreement and the Seller shall be
entitled to retain any xxxxxxx money deposited by Buyer.
If the
Agreement is contingent on financing, as a sales condition, Buyer must obtain a
pre-approval letter from a branch office of Countrywide Home Loans, Inc. (“CHL”)
for a mortgage loan in an amount and under terms sufficient for Buyer to perform
its obligations under the Agreement, and such letter must accompany the
Agreement. The pre-approval shall include, but is not limited to, the
pre-approval letter, a satisfactory credit
BUYER
(Initials) /s/CJ
SELLER
(Initials) /s/RW
report,
and proof of funds sufficient to meet Buyer’s obligations under the Agreement.
Buyer’s submission of proof of pre-approval is a condition precedent to Seller’s
acceptance of Buyer’s offer. Seller may require Buyer to obtain, at no cost to
Buyer, loan pre-approval as Seller may direct. Notwithstanding any Seller
required pre-approval, Buyer is not required to obtain financing from CHL or
Seller-Buyer may obtain financing from any source. As an incentive for the Buyer
to obtain financing from CHL, CHL will offer a free appraisal and a free credit
report if the Buyer finances and closes the purchase of the Property through
financing from CHL.
(b) Cash
Offer: Buyer shall provide Seller proof of liquid funds on deposit in the United
States sufficient to this transaction. Such proof shall be provided within three
(3) business days of the Effective Date and shall be subject to Seller’s
approval. The Property shall remain on the market until such proof of funds is
accepted by Seller. Notwithstanding the terms provided in Section 12 for
inspection of the Property, in the event of a noncontingent cash offer all
inspections shall be completed and any notice of disapproval shall be given to
Seller within seven (7) calendar days of the Effective Date. Failure to timely
notify Seller of any disapproval shall be deemed acceptance by Buyer of the
inspection results and the condition of the Property. Cash offers shall not be
subject to any contingency, unless specifically described in Section 10 of this
Addendum.
(c) The
Buyer is aware that the price and terms of this transaction were negotiated on
the basis of the type of financing selected by the Buyer. Any change of the loan
type, loan terms, financing, or Buyer’s lender after the Agreement has been
entered into shall be subject to Seller’s approval and may require, at Seller’s
sole discretion, renegotiation of all or some of the terms of the
Agreement.
6. Other Financial Terms:
Requested
Closing Costs to Be Paid by Seller on Behalf of Buyer:
(limited
to loan guidelines)
|
FHA/VA
Allowable Costs:
|
$
|
|
Other
Loan Types Non Allowable:
|
$
|
|
Property
Transfer Taxes:
|
$
|
|
Home
Protection Policy:
|
$
|
|
Other:
_______________________
|
$
|
|
Other:
_______________________
|
$
|
|
TOTAL:
|
$
|
Requested
Repairs:
|
By
Buyer/Lender (nte):
|
$
|
|
Fumigation/Chemical
only:
|
$
|
|
Termite
Repairs (nte):
|
$
|
|
Pest
Report Fee (nte):
|
$
|
|
Other:_______________________
|
$
|
|
TOTAL:
|
$
|
Notwithstanding
any provision in the Agreement to the contrary, if Seller agrees in the
Agreement to pay any of Buyer’s closing costs, then Seller shall only pay the
lesser of Buyer’s actual closing costs and the closing costs that Seller has
agreed to pay in the Agreement. Section 17 has additional provisions pertaining
to closing costs.
BUYER
(Initials) /s/CJ
SELLER
(Initials) /s/RW
7. Time of the Essence; Closing
Date:
(a) It is
agreed that time is of the essence with respect to all dates specified in the
Agreement and any addenda, riders, or amendments thereto, meaning that all
deadlines are intended to be strict and absolute. The Agreement shall terminate
automatically, and without notice, if it is not concluded by the Closing Date,
or any extension thereof.
Initial
/s/CJ
(b) The
closing shall take place on or before 30 DAYS
FROM SELLLER EXECUTION_______________, 20___, or within five (5) calendar
days of final loan approval by the lender, whichever is earlier (“Closing
Date”), unless the Closing Date is extended in writing signed by the Seller and
the Buyer, or extended by the Seller under the terms of the Agreement. The
closing shall be held in the offices of the Seller’s attorney or agent, or at a
place so designated and approved by the Seller, unless otherwise required by
applicable law. If the closing does not occur (through no fault of Seller) by
the date specified in this Section 7 of this Addendum or in any extension, the
Agreement is automatically terminated and the Seller shall retain any xxxxxxx
money deposit as liquidated damages.
8. Extension of Closing Date; Per Diem
Interest: Any request for extension of the Closing Date by Buyer must be
in writing and approved by the Seller, and the Buyer agrees to pay to the Seller
a per diem of one-tenth (1/10th) of one percent (1%) of the purchase price, but
not less than $50.00 per day, towards Seller’s carrying costs, through and
including the Closing Date specified in the written extension. If the sale does
not close by the date specified in the written extension agreement, the Seller
may retain the xxxxxxx money deposit and the accrued per diem payment as
liquidated damages. This provision is not applicable if Buyer obtains FHA/VA
financing for the purchase, or for delays caused by Seller.
|
Buyer
Initials /s/CJ
|
Buyer
Initials /s/CJ
|
9. The
Buyer (check one): (X) does (___) does not intend to use and occupy the Property
as Buyer’s primary residence.
10. Additional Terms or
Conditions:
11. Attachments:
BUYER
(Initials) /s/CJ
SELLER
(Initials) /s/RW
12. Inspections:
(a) On or before ten (10) calendar days (seven days
for noncontingent cash offers as indicated in Section 5 (b) above) from the
Effective Date, the Buyer shall inspect the Property or obtain for its own use,
benefit and reliance, inspections and/or reports on the condition of the
Property, or Buyer shall be deemed to have 1) waived such inspections and any
objections to the condition of the Property, and 2) accepted the condition of
the Property. The Buyer shall keep the Property free and clear of liens
and indemnify and hold the Seller and the Indemnified Parties harmless from all
Claims arising out of or relating in any way to the Buyer’s inspections, and the
Buyer shall repair the Property, at Buyer’s sole expense, for all such Claims.
The Buyer shall not directly or indirectly cause any inspections to be made by
any government building or zoning inspectors or government employees without the
prior written consent of the Seller, unless required by law, in which case, the
Buyer shall provide reasonable notice to the Seller prior to any such
inspection. If the Seller has winterized the Property and the Buyer desires to
have the Property inspected, the listing agent will have the Property
dewinterized prior to inspection and rewinterized after inspection. The Buyer
agrees to pay this expense in advance to the listing agent. The amount paid
under this provision shall be nonrefundable.
Within
five (5) calendar days of receipt of any inspection report prepared by or for
the Buyer, but not later than ten (10) calendar days (seven days for
noncontingent cash offers as indicated in Section 5 (b) above) from the
Effective Date, whichever first occurs, the Buyer shall provide written notice
to the Seller of any items disapproved or problems with the condition of the
Property. The Buyer’s failure to provide such written notice to Seller shall be
deemed as Buyer’s acceptance of the condition of the Property. The Buyer shall
immediately provide to the Seller, at no cost, upon request by the Seller,
complete copies of all inspection reports upon which the Buyer’s disapproval of
the condition of the Property is based. In no event shall the Seller be
obligated to make any repairs or replacements, or correct any problems or
defects that may be indicated in the Buyer’s inspection reports. The Seller may,
at its sole discretion, make such repairs, replacements, or corrections to the
Property. If the Seller elects not to repair or correct the Property, the Buyer
may cancel the Agreement within five (5) calendar days of receiving notice from
Seller that Seller elects not to repair or correct the Property. If Buyer timely
notifies Seller of such cancellation, then Buyer shall receive all xxxxxxx money
deposited. If the Seller elects to make any such repairs or corrections to the
Property, the Seller shall notify the Buyer after completion of the repairs or
corrections and the Buyer shall have five (5) calendar days from the date of
such notice, to inspect the repairs or corrections and notify the Seller of any
items disapproved. The Buyer’s failure to notify Seller of any items disapproved
shall be deemed acceptance by Buyer of the condition of the
Property.
In
situations that are applicable, a structural, electrical, mechanical or termite
inspection report may have been prepared for the benefit of the Seller. Upon
Buyer’s request, the Buyer may review such reports, but the Buyer acknowledges
that such inspection reports were prepared for the sole use and benefit of the
Seller. Buyer shall not rely upon any such inspection reports obtained by the
Seller in making a decision to purchase the Property, and such reports shall not
serve as a basis for Buyer to terminate the Agreement.
(b) If
the Property is a condominium or planned unit development or co-operative,
unless otherwise required by law, the Buyer, at the Buyer’s own expense, is
responsible for obtaining and reviewing the covenants, conditions and
restrictions, and bylaws of the condominium or planned unit development or
cooperative within ten (10) calendar days of the Effective Date. The Seller
agrees to use reasonable efforts, as determined at the Seller’s sole discretion,
to assist the Buyer in obtaining a copy of the covenants, conditions and
restrictions, and bylaws. The Buyer will be deemed to have accepted the
covenants, conditions and restrictions, and bylaws if the Buyer does not notify
the Seller in writing within fifteen (15) calendar days of the Effective Date of
the Buyer’s objection to the covenants, conditions and restrictions, and/or
bylaws.
13. CONDITION OF
PROPERTY:
THE
BUYER UNDERSTANDS THAT THE SELLER ACQUIRED THE PROPERTY BY FORECLOSURE, DEED
-IN-LIEU OF FORECLOSURE, FORFEITURE, TAX SALE, OR SIMILAR PROCESS, AND
CONSEQUENTLY, THE SELLER HAS LITTLE OR NO DIRECT KNOWLEDGE CONCERNING THE
CONDITION OF THE PROPERTY. AS A MATERIAL PART OF THE CONSIDERATION TO BE
RECEIVED BY THE SELLER
BUYER
(Initials) /s/CJ
SELLER
(Initials) /s/RW
UNDER
THE AGREEMENT AS NEGOTIATED AND AGREED TO BY THE BUYER AND THE SELLER, THE BUYER
ACKNOWLEDGES AND AGREES TO ACCEPT THE PROPERTY IN “AS IS” CONDITION AT THE TIME
OF CLOSING, INCLUDING, WITHOUT LIMITATION, ANY HIDDEN DEFECTS OR ENVIRONMENTAL
CONDITIONS AFFECTING THE PROPERTY, WHETHER KNOWN OR UNKNOWN, WHETHER SUCH
DEFECTS OR CONDITIONS WERE DISCOVERABLE THROUGH INSPECTION OR NOT. THE BUYER
ACKNOWLEDGES THAT THE SELLER, AND ITS AGENTS, BROKERS, AND REPRESENTATIVES HAVE
NOT MADE, AND THE SELLER SPECIFICALLY NEGATES AND DISCLAIMS, ANY
REPRESENTATIONS, WARRANTIES, PROMISES, COVENANTS, AGREEMENTS, OR GUARANTEES,
IMPLIED OR EXPRESS, ORAL OR WRITTEN, WITH RESPECT TO:
(A)
THE PHYSICAL CONDITION OR ANY OTHER ASPECT OF THE PROPERTY INCLUDING, BUT NOT
LIMITED TO, THE STRUCTURAL INTEGRITY OR THE QUALITY OR CHARACTER OF MATERIALS
USED IN CONSTRUCTION OF ANY IMPROVEMENT, AVAILABILITY AND QUANTITY OR QUALITY OF
WATER, STABILITY OF THE SOIL, SUSCEPTIBILITY TO LANDSLIDE OR FLOODING,
SUFFICIENCY OF DRAINAGE, WATER LEAKS, WATER DAMAGE, MOLD OR ANY OTHER MATTER
AFFECTING THE STABILITY OR INTEGRITY OF THE PROPERTY;
(B)
THE CONFORMITY OF THE PROPERTY TO ANY ZONING, LAND USE OR BUILDING CODE
REQUIREMENTS OR COMPLIANCE WITH ANY LAWS, STATUTES, RULES, ORDINANCES, OR
REGULATIONS OF ANY FEDERAL, STATE OR LOCAL GOVERNMENTAL AUTHORITY, OR THE
GRANTING OF ANY REQUIRED PERMITS OR APPROVALS, IF ANY, OF ANY GOVERNMENTAL
BODIES THAT HAD JURISDICTION OVER THE CONSTRUCTION OF THE ORIGINAL STRUCTURE,
ANY IMPROVEMENTS, AND/OR ANY REMODELING OF THE STRUCTURE;
(C)
THE HABITABILITY, MERCHANTABILITY, MARKETABILITY, PROFITABILITY, OR FITNESS FOR
A PARTICULAR PURPOSE OF THE PROPERTY, INCLUDING REDHIBITORY VICES AND DEFECTS,
APPARENT OR NON-APPARENT OR LATENT, THAT NOW EXIST OR MAY HEREAFTER EXIST AND
THAT, IF KNOWN TO BUYER, WOULD CAUSE BUYER TO REFUSE TO PURCHASE THE
PROPERTY;
AND
(D)
THE EXISTENCE, LOCATION, SIZE, OR CONDITION OF ANY OUTBUILDINGS OR SHEDS ON THE
PROPERTY.
Mold,
mildew, spores and/or other microscopic organisms and/or allergens (collectively
referred to in the Agreement as “Mold”) are environmental conditions that are
common in residential properties and may affect the Property. Mold, in some
forms, has been reported to be toxic and to cause serious physical injuries,
including but not limited to, allergic and/or respiratory reactions or other
problems, particularly in young children, elderly persons, persons with immune
system problems, allergies, or respiratory problems, and pets. Mold has also
been reported to cause extensive damage to personal and real property. Buyer is
advised to thoroughly inspect the Property for Mold. Mold may appear as
discolored patches or cottony or speckled growth on walls, furniture, or floors,
behind walls and above ceilings. Any and all presence of moisture, water stains,
mildew odors, condensation, and obvious Mold growth, are all possible indicators
of a Mold condition, which may or may not be toxic. Mold may have been removed
or covered in the course of any cleaning or repairing of the Property. Buyer
acknowledges that, if Seller, or any of Seller’s employees, contractors,
representatives, brokers, or agents cleaned or repaired the Property or
remediated the Mold contamination, that Seller does not in any way warrant the
cleaning, repairs, or remediation, or that the Property is free of Mold. Buyer
is further advised to have the Property thoroughly inspected for Mold, any
hidden defects, and/or environmental conditions or hazards affecting the
Property. Buyer is also advised that all areas contaminated with Mold should be
properly and thoroughly remediated. Buyer represents and warrants that: (A)
Buyer accepts full responsibility and liability for all hazards, and Claims that
may result from the presence of Mold in or around the Property; (B) If Buyer
proceeds to close on the purchase of the Property, then Buyer has inspected and
evaluated the condition of the Property to Buyer’s complete satisfaction, and
Buyer is satisfied with the condition of the Property notwithstanding the past
or present existence of Mold in or around the Property; and (C) Buyer has not,
in any way, relied upon any representations or warranties of Seller, or Seller’s
employees, officers, directors, contractors, representatives, brokers, or agents
concerning the past or present existence of mold or any environmental hazards in
or around the Property.
BUYER
(Initials) /s/CJ
SELLER
(Initials) /s/RW
In the
event the Property is affected by an environmental hazard either Party may
terminate the Agreement. In the event the Seller decides to sell the Property to
the Buyer and the Buyer agrees to purchase the Property (as evidenced by Buyer
and Seller proceeding to close) despite the presence of an environmental hazard,
the Buyer releases the Seller and the Indemnified Parties from any Claims
arising out of or relating in any way to the environmental hazard or conditions
of the Property, and Buyer agrees to also execute an additional general release
at closing, in a form acceptable to Seller, related to the environmental hazard
if Seller so requests. In the event the Buyer elects not to execute the
additional release, Seller may, at the Seller’s sole discretion, terminate the
Agreement upon notice given to Buyer.
In the
event the Seller has received official notice that the Property is in violation
of building codes or similar laws or regulations, the Seller may terminate the
Agreement or delay the date of closing or the Buyer may terminate the Agreement.
In the event the Agreement is terminated by either Buyer or Seller pursuant to
this Section 13, any xxxxxxx money deposit will be returned to the Buyer. If
there is an enforcement proceeding arising from allegations of such violations
before an enforcement board, special master, court or similar enforcement body,
and neither the Buyer nor the Seller terminate the Agreement, the Buyer agrees
(A) to accept the Property subject to the violation, and (B) to be responsible
for compliance with the applicable code and with orders issued in any code
enforcement proceedings. Buyer agrees to execute for closing any and all
documents necessary or required by any agency with jurisdiction over the
Property and to resolve the deficiencies as soon as possible after the
closing.
The
closing of this sale shall constitute acknowledgement by the Buyer that Buyer
had the opportunity to retain an independent, qualified professional to inspect
the Property and that the condition of the Property is acceptable to the Buyer
at the time of closing. The Buyer agrees that Seller and the Indemnified Parties
shall have no liability for any Claims that the Buyer or the Buyer’s successors
or assigns may incur as a result of construction or other defects that may now
or hereafter exist with respect to the Property.
The
Seller may be exempt from filing a disclosure statement regarding the condition
of the Property because the Property was acquired through foreclosure,
deed-in-lieu of foreclosure, forfeiture, tax sale, eminent domain, or similar
process. To the fullest extent allowed by law, Buyer waives any right to receive
a disclosure statement from Seller, and Buyer agrees to execute a separate
waiver, in a form acceptable to Seller, if the law requires the waiver to be in
a separate form.
Buyer
Initials /s/CJ
14.
Repairs: All treatments for wood infesting organisms and all repairs shall be
completed by a vendor approved by the Seller, and shall be subject to the
Seller’s satisfaction only. If the Seller has agreed to pay for treatment of
wood infesting organisms, the Seller shall treat only active infestation. Neither the Buyer, nor its representatives, shall
enter upon the Property to make any repairs and/or treatments prior to closing
without the prior written consent of the Seller. To the extent that the Buyer,
or its representatives, make repairs and/or treatments to the Property prior to
closing, the Buyer hereby agrees to release and indemnify the Seller and the
Indemnified Parties from and against any and all Claims related in any way to
the repairs and/or treatments, and Buyer further agrees, at Seller’s request, to
execute a separate release and indemnification in a form acceptable to the
Seller prior to the commencement of any such repairs or treatments. The
Buyer acknowledges that all repairs and treatments are done for the benefit of
the Seller and not for the benefit of the Buyer unless and until the sale of the
Property closes in accordance with the Agreement, and if Buyer closes Buyer
acknowledges that the Buyer has inspected or has been given the opportunity to
inspect all repairs and treatments. Any repairs or treatments made, or caused to
be made, by the Seller shall be completed prior to the closing. Under no
circumstances shall the Seller be required to make any repairs or treatments
after the Closing Date. The Buyer acknowledges
that closing on this transaction shall be deemed to be the Buyer’s reaffirmation
that the Buyer is satisfied with the condition of the Property and with all
repairs and treatments to the Property. Further, if Buyer closes, Buyer waives
all Claims arising out of relating in any way to the condition of, or treatments
or repairs to, the Property. Any repairs or treatments shall be performed
for functional purposes only and exact restoration of appearance or cosmetic
items following any repairs or treatments shall not be required. The Seller
shall not be obligated to obtain or provide to the Buyer any receipts for
repairs or treatments, written statements indicating dates or types of repairs
and/or treatments, copies of such receipts or statements, or any other
documentation regarding any repairs and treatments to the Property. THE SELLER DOES NOT WARRANT OR GUARANTEE ANY WORK,
REPAIRS, OR TREATMENTS TO THE PROPERTY.
BUYER
(Initials) /s/CJ
SELLER
(Initials) /s/RW
15. Occupancy Status of Property: The
Buyer acknowledges that neither the Seller, nor its representatives, brokers,
agents or assigns, has made any warranties or representations, implied or
express, relating to the existence of any tenants or occupants at the Property
unless otherwise noted in Section 10 of this Addendum. The Seller, and its
representatives, brokers, agents, and assigns, shall not be responsible for
evicting or relocating any tenants, occupants or personal property at the
Property prior to or subsequent to closing unless otherwise noted in Section 10
of this Addendum.
The Buyer
further acknowledges that, to the best of the Buyer’s knowledge, the Seller (A)
is not holding any security deposits from former or current tenants, and (B) has
no information as to any security deposits that may have been paid by former or
current tenants to anyone. Buyer agrees that no sums representing such tenant
security deposits or any rights, title, or interest in such deposits shall be
transferred to the Buyer as part of this transaction. The Buyer further agrees
to assume all responsibility and liability for the refund of such security
deposits to any tenants pursuant to the provisions of applicable laws and
regulations. All rents that are due and payable and collected from tenants for
the month in which closing occurs will be prorated according to the provisions
of Section 17 of this Addendum.
The Buyer
acknowledges that this Property may be subject to the provisions of local rent
control ordinances and regulations. The Buyer agrees that upon the closing all
eviction proceedings and other duties and responsibilities of a property owner,
and landlord, including, but not limited to, those proceedings required for
compliance with such local rent control ordinances and regulations, will be the
Buyer’s sole responsibility. Buyer understands that the Property may be subject
to redemption by the prior owner upon payment of certain sums, and Buyer may be
dispossessed of the Property. Buyer is advised to consult with an attorney to
fully understand the import and impact of the foregoing. Buyer agrees Buyer
shall have no recourse against Seller in the event the right of redemption is
exercised.
16. Personal Property: Items of personal
property, including but not limited to, window coverings, appliances,
manufactured homes, mobile homes, vehicles, spas, antennas, satellite dishes,
and garage door openers, now or hereafter located on the Property, are not
included in this sale or the purchase price unless the personal property is
specifically described and referenced in Section 10 of this Addendum. Any
personal property at or on the Property may be subject to claims by third
parties, and therefore, may be removed from the Property prior to or after the
Closing Date. The Seller makes no representations or warranties as to the
condition of any personal property, title thereto, or whether any personal
property is encumbered by any liens. The Buyer assumes responsibility for any
personal property remaining on the Property at the time of closing.
17. Closing Costs and
Adjustments:
Items of
personal property, including but not limited to, window coverings, appliances,
manufactured homes, mobile homes, vehicles, spas, antennas, satellite dishes,
and garage door openers, now or hereafter located on the Property, are not
included in this sale or the purchase price unless the personal property is
specifically described and referenced in Section 10 of this Addendum. Any
personal property at or on the Property may be subject to claims by third
parties, and therefore, may be removed from the Property prior to or after the
Closing Date. The Seller makes no representations or warranties as to the
condition of any personal property, title thereto, or whether any personal
property is encumbered by any liens. The Buyer assumes responsibility for any
personal property remaining on the Property at the time of closing.
(a) The
Buyer and the Seller agree to prorate the following expenses as of closing and
funding: municipal water and sewer charges, utility charges, real estate taxes
and assessments, common area charges, condominium or planned unit development or
similar community assessments, co-operative fees, maintenance fees, and rents,
if any. In determining prorations, the Closing Date shall be allocated to the
Buyer. Payment of special assessment district bonds and assessments, and payment
of homeowner’s association or special assessments shall be paid current and
prorated between the Buyer and the Seller as of the Closing Date with payments
not yet due and owing to be assumed by the Buyer without credit toward the
purchase price. The Property taxes shall be prorated based on an estimate or
actual taxes from the previous year on the Property. All prorations shall be
based upon a 30-day month and all such prorations shall be final. The Seller
shall not be responsible for any amounts due, paid, or to be paid after closing,
including, but not limited to, any taxes, penalties or interest assessed or due
as a result of retroactive, postponed or additional taxes resulting from any
change in use of, or construction on, or improvement to the Property, or an
adjustment in the appraised or assessed value of the Property. If the Property
is heated by, or has storage tanks for fuel oil, liquefied petroleum gases, or
similar fuels, the Buyer will buy the fuel in the tank at closing at the current
price as calculated by the supplier. In the event the Seller has paid any taxes,
special assessments, or other fees and there is a refund of any such taxes,
assessments, or fees after closing, Buyer, as the then current owner of the
Property, or the closing agent, in the event of a holdback for payment of such
items, shall immediately remit the refund to the Seller.
BUYER
(Initials) /s/CJ
SELLER
(Initials) /s/RW
(b) Seller shall only pay those closing costs and fees
associated with the transfer of the Property that local custom or practice
clearly allocates to Seller and any closing costs and fees specifically agreed
to in Section 6, and Buyer shall pay all remaining fees and costs.
Notwithstanding the foregoing, FHA/VA allocation of closing costs shall apply
when applicable.
(c) The
Seller shall pay the real estate commission per the listing agreement between
the Seller and the Seller’s listing broker. Unless disclosed to Seller, Buyer
represents that Buyer is not a real estate licensee, and that the real estate
licensee representing Buyer is not related to, or affiliated with
Buyer.
18. Delivery of Funds: Regardless of local
custom or practice, Buyer shall deliver all funds due the Seller from the sale
by wire transfer or in the form of cash, bank check, or certified check to the
closing agent prior to delivery of the deed by the Seller to the
Buyer.
19. Certificate of Occupancy: If the
Property is located in a jurisdiction that requires a certificate of occupancy,
smoke detector certification, septic certification, or any similar certification
or permit (”Certificate of Occupancy”) or any form of improvement or repair to
the Property to obtain such Certificate of Occupancy necessary for the Property
to be occupied, the Buyer understands that the Seller requires the Certificate
of Occupancy to be obtained by the Buyer at the Buyer’s sole cost and expense.
The Buyer shall make application for all required Certificates of Occupancy
within ten (10) calendar days of the Effective Date. The Buyer shall not have
the right to delay the closing due to the Buyer’s failure or inability to obtain
any required Certificate of Occupancy. Failure of the Buyer to obtain and
furnish the Certificate of Occupancy shall be a material breach of the
Agreement.
20. Delivery of Possession of Property The
Seller shall deliver possession of the Property to the Buyer at closing and
funding of the sale. The delivery of possession shall be subject to the rights
of any tenants or parties in possession per Section 15 of this Addendum. If the
Buyer alters the Property or causes the Property to be altered in any way and/or
occupies the Property or allows any other person to occupy the Property prior to
closing and funding without the prior written consent of the Seller, then: (A)
Such event shall constitute a material breach by the Buyer under the Agreement;
(B) The Seller may terminate the Agreement; (C) The Buyer shall be liable to the
Seller for all Claims caused by any such alteration or occupation of the
Property prior to closing and funding; and (D) Buyer waives all Claims for
improvements made by the Buyer to the Property including, but not limited to,
any Claims for unjust enrichment.
21. Deed: The deed to be delivered at
closing shall be a deed that covenants that grantor grants only that title that
grantor may have and that grantor will only defend title against persons
claiming by, through, or under the grantor, but not otherwise (which deed may be
known as a Special Warranty, Limited Warranty, Quitclaim or Bargain and Sale
Deed). Any reference to the term “deed” or “Special Warranty Deed” herein shall
be construed to refer to such form of deed.
22. Defects in Title: If the Buyer raises
an objection to the Seller’s title to the Property, which, if valid, would make
title to the Property uninsurable, the Seller shall have the right unilaterally
to terminate the Agreement by giving written notice of the termination to the
Buyer. However, if the Seller is able to correct the problem through reasonable
efforts, as the Seller determines, at its sole and absolute discretion, prior to
the closing date set forth in the Agreement, including any written extensions,
or if title insurance is available from a reputable title insurance company at
regular rates containing affirmative coverage for the title objections, then the
Agreement shall remain in full force and the Buyer shall perform pursuant to the
terms set forth in the Agreement. The Seller is not obligated to (A) remove any
exception, (B) bring any action or proceeding or bear any expense in order to
convey title to the Property, or (C) make the title marketable or insurable. Any
attempt by the Seller to remove such title exceptions shall not impose an
obligation upon the Seller to remove those exceptions. The Buyer acknowledges
that the Seller’s title to the Property may be subject to court approval of
foreclosure or to a mortgagor’s right of redemption. In the event the Seller is
not able to (A) make the title insurable or correct all title problems, or (B)
obtain title insurance for the Property from a reputable title insurance
company, either Party may terminate the Agreement and any xxxxxxx money deposit
will be returned to the Buyer as the Buyer’s sole remedy at law or
equity.
BUYER
(Initials) /s/CJ
SELLER
(Initials) /s/RW
23. Representations and
Warranties:
In
addition to Buyer’s representations and warranties made elsewhere herein, such
as those found in Section 13 of this Addendum, the Buyer represents and warrants
to the Seller the following:
(a) The
Buyer is purchasing the Property solely in reliance on its own investigation and
inspection of the Property and not on any information, representation or
warranty provided or to be provided by the Seller, its servicers,
representatives, brokers, employees, agents, or assigns, including, but not
limited to, any information provided on any brochures or web sites of Seller or
Seller’s agents or brokers, or any information on the Multiple Listing
Service;
(b)
Neither the Seller, nor its servicers, employees, representatives, brokers,
agents or assigns, has made any representations or warranties, implied or
express, relating to the condition of the Property or the contents thereof,
except as expressly set forth in Section 10 of this Addendum;
(c) The
Buyer has not relied on any representation or warranty from the Seller, or
Seller’s agents or brokers regarding the nature, quality, or workmanship of any
repairs made by the Seller;
(d) The
Buyer will not occupy, or cause or permit others to occupy, the Property prior
to closing and funding, and, unless and until any necessary Certificate of
Occupancy has been obtained from the appropriate governmental entity, Buyer will
not occupy or cause or permit others to occupy the Property after closing;
and
(e) Buyer
is not an officer, an employee, a director, or a Business Partner (as defined
below) of Countrywide Home Loans, Inc., or its parent company, subsidiaries, or
affiliated companies. Buyer understands and acknowledges that Seller prohibits
such persons from purchasing the Property, directly, indirectly, or through a
family member or an interest in a partnership, corporation, joint venture,
trust, or other entity. “Business Partner” shall mean any agent, broker,
appraiser, attorney, trustee, property inspection or preservation company, title
company, representative, or vendor of Countrywide Home Loans, Inc., or its
parent company, subsidiaries, or affiliated companies.
Buyer
Initials /s/CJ
24. Conditions to the Seller’s
Performance: The Seller shall have the right, at the Seller’s sole
discretion, to extend the Closing Date or to terminate the Agreement
if:
(a) full
payment of any mortgage insurance claim related to the loan previously secured
by the Property is not confirmed prior to the Closing Date or the mortgage
insurance company exercises its right to acquire title to the
Property;
(b) the
Seller determines that it is unable or it is economically not feasible to convey
good and marketable title to the Property insurable by a reputable title
insurance company at regular rates;
(c) a
third party having an interest in the Property (or the loan that was secured by
the Property) has requested that the servicing lender, or any other party,
release the servicing of or repurchase such loan or the Property;
(d) full
payment of any property, fire, or hazard insurance claim is not confirmed prior
to the Closing Date;
(e) any
third party, whether tenant, homeowner’s association, or otherwise, exercises
rights under a right of first refusal to purchase the Property;
(f) the
Buyer is the former mortgagor of the Property whose interest was foreclosed, or
is related to or affiliated in any way with the former mortgagor, and the Buyer
has not disclosed this fact to the Seller prior to the Seller’s acceptance of
the Agreement. Such failure to disclose shall constitute a material breach under
the
BUYER
(Initials) /s/CJ
SELLER
(Initials) /s/RW
Agreement,
entitling the Seller to exercise any of its rights and remedies, including,
without limitation, retaining the xxxxxxx money deposit; or
(g) the
Seller, at the Seller’s sole discretion, determines that the sale of the
Property to the Buyer, or any related transactions, are in any way associated
with illegal activity of any kind.
In the
event the Seller elects to terminate the Agreement as a result of (a), (b), (c),
(d), (e) or (g) above, the Seller shall return the Buyer’s xxxxxxx money deposit
and the parties shall have no further obligation under the Agreement, except as
to any provision that survives termination pursuant to Section 30 of this
Addendum.
25.
Seller’s Remedies for Buyer’s Default:
In the
event of Buyer’s material breach or material misrepresentation of any fact under
the terms of the Agreement, (1) the Seller, at its option, may retain the
xxxxxxx money deposit and any other funds then paid by the Buyer as liquidated
damages and/or invoke any other remedy expressly set out in the Agreement or
available under applicable law, (2) the Seller is automatically released from
the obligation to sell the Property to the Buyer, and (3) Seller and the
Indemnified Parties shall not be liable to the Buyer for any Claims arising out
of or relating in any way to the Seller’s failure to sell and convey the
Property to Buyer.
26.
Indemnification: The Buyer agrees to indemnify, defend and hold harmless Seller,
and its affiliates, subsidiaries, parent company, representatives, agents,
officers, directors, employees, attorneys, shareholders, servicers, tenants,
brokers, predecessors, successors, and assigns (“Indemnified Parties”) from and
against any and all claims, causes of action, whether administrative or
judicial, losses, costs (including any and all reasonable attorney’s fees, court
costs, and reasonable costs of investigation, litigation, and settlement),
expenses, sanctions, curtailments, interest, liabilities, penalties, fines,
demands, liens, judgments, compensation, fees, loss of profits, injuries, death,
and/or damages, of any kind whatsoever, whether known or unknown, fixed or
contingent, joint or several, criminal or civil, or in law or in equity
(“Claims”) arising from, in connection with, or in any way relating
to:
(a)
inspections or repairs made by the Buyer or its agents, representatives,
brokers, employees, contractors, successors or assigns;
(b) the
imposition of any fine or penalty imposed by any governmental entity resulting
from the Buyer’s failure to timely obtain any Certificate of Occupancy or to
comply with equivalent laws and regulations;
(c)
claims for amounts due and owed by the Seller for real property taxes,
homeowner’s association dues or assessment, or any other items prorated at
closing under Section 17 of this Addendum, including any penalty or interest and
other charges, arising from the proration of such amounts for which the Buyer
received a credit at closing under Section 17 of this Addendum;
(d) the
Buyer or the Buyer’s tenants, agents or representatives use and/or occupancy of
the Property prior to closing and/or issuance of required Certificates of
Occupancy; or
(e) the
Buyer’s breach of or failure to comply fully with any provision in the
Agreement.
Buyer
Initials /s/CJ
27. Risk of Loss: In the event of fire,
destruction, or other casualty loss to the Property after the Seller’s
acceptance of the Agreement and prior to closing and funding, the Seller may, at
its sole discretion, repair or restore the Property, or either Party may
terminate the Agreement. If the Seller elects to repair or restore the Property,
then the Seller may, at its sole discretion, limit the amount to be expended. If
the Seller elects to repair or restore the Property, the Buyer shall either (a)
acquire the Property in its AS-IS condition at the time of such acquisition at
the purchase price provided in Section 3 herein with no reduction for such loss,
or (b) terminate the Agreement and receive a refund of any xxxxxxx money
deposit.
BUYER
(Initials) /s/CJ
SELLER
(Initials) /s/RW
28. Eminent Domain: In the event that the
Seller’s interest in the Property, or any part thereof, shall have been taken by
eminent domain, or shall be in the process of being taken on or before the
Closing Date, either Party may terminate the Agreement and the xxxxxxx money
deposit shall be returned to the Buyer and neither Party shall have any further
rights or liabilities hereunder, except as provided in Section 30 of this
Addendum.
29. Keys: Buyer is aware that the property
may be on a master key system. Buyer is encouraged to re-key the property after
closing. Buyer agrees to hold Seller and the Indemnified Parties harmless for
any Claims relating in any way to any theft or damage of personal property that
occurs after the Closing Date.
30. Survival: Delivery of the deed to the
Property to the Buyer by the Seller shall be deemed to be full performance and
discharge of all of the Seller’s obligations under the Agreement.
Notwithstanding anything to the contrary in the Agreement, the provisions of
Sections 1, 13, 14, 15, 17, 19, 20, 23, 25, 26, 27, 28, 30 and 47 of this
Addendum, as well as any other provisions that contemplate performance or
observance subsequent to any termination or expiration of the Agreement, shall
survive the closing, funding and the delivery of the deed and/or termination of
the Agreement by any Party and such provisions shall continue in full force and
effect.
31. Title and Closing: The providers of
title and escrow/closing services shall be designated by Seller. Seller shall
pay for Standard ALTA Homeowners policy of title insurance. Buyer is hereby
notified that LandSafe Title Company is an affiliate of Seller.
32. Severability: If any provision of the
Agreement is determined to be invalid, illegal, or unenforceable, the remaining
provisions shall not be affected or impaired thereby, and no provision shall be
deemed dependent upon any other provision unless so expressed
herein.
33. Termination of Agreement: If either
Party terminates the Agreement when permitted to do so, the Parties shall have
no further obligation to each other, except as to any provision that survives
the termination of the Agreement pursuant to Section 30 of this
Addendum.
34. Assignment of Agreement: The Buyer
shall not assign the Agreement. The Seller may assign the Agreement at its sole
discretion without prior notice to, or consent of, the Buyer.
35. Modification and Waiver: No provision,
term, or clause of the Agreement shall be revised, modified, amended, or waived,
except by an instrument in writing signed by the Buyer and the Seller. The
waiver by any Party of a breach of the Agreement shall not operate or be
construed as a waiver of any other or subsequent breach. No course of dealing
between the Parties shall operate as a waiver of any provision of the
Agreement.
36. Rights of Others: The Agreement does
not create any rights, claims or benefits inuring to any person or entity, other
than Seller’s successors and/or assigns, that is not a Party to the Agreement,
nor does it create or establish any third party beneficiary to the
Agreement.
37. Counterparts and Facsimile: The
Agreement may be executed simultaneously in any number of counterparts. Each
counterpart shall be deemed to be an original, and all such counterparts shall
constitute one and the same instrument. A signed facsimile or photocopy of the
Agreement shall be treated as an original, and shall be deemed to be as binding,
valid, genuine, and authentic as an original signed agreement for all purposes,
including all matters of evidence and the “best evidence” rule.
38. Headings: The titles to the sections
and headings of various paragraphs of the Agreement are placed for convenience
of reference only, and in case of conflict the text of the Agreement, rather
than such titles or headings, shall control.
39. Gender: Unless the context otherwise
requires, singular nouns and pronouns, when used herein, shall be deemed to
include the plural of such nouns or pronouns, and pronouns of one gender shall
be deemed to include the equivalent pronoun of the other gender.
BUYER
(Initials) /s/CJ
SELLER
(Initials) /s/RW
40. Force Majeure: Except as provided in
Section 27 to this Addendum, no Party shall be responsible for delays or failure
of performance resulting from acts of God, riots, acts of war, epidemics, power
failures, earthquakes or other disasters, providing such delay or failure of
performance could not have been prevented by reasonable precautions and cannot
reasonably be circumvented by such Party through use of alternate sources,
workaround plans, or other means.
41. Attorney Review: The Buyer
acknowledges that Buyer has had the opportunity to consult with its legal
counsel regarding the Agreement and that accordingly the terms of the Agreement
are not to be construed against any Party because that Party drafted the
Agreement or construed in favor of any Party because that Party failed to
understand the legal effect of the provisions of the Agreement.
42. Notices: Any notices required to be
given under the Agreement shall be deemed to have been delivered when actually
received in the case of hand or overnight delivery or by fax with confirmation
of transmission to the numbers below, or five (5) calendar days after mailing by
first class mail, postage paid. All notices to the Seller will be deemed sent or
delivered to the Seller when sent or delivered to Seller’s listing broker or
agent or Seller’s attorney, at the address or fax number shown below. All
notices to the Buyer shall be deemed sent or delivered and effective when sent
or delivered to the Buyer or the Buyer’s attorney or agent at the address or fax
number shown below.
43. Dispute Resolution: At the request of
either Party, any dispute arising under this Agreement shall be submitted to
mediation before resorting to arbitration or court action. Mediation fees shall
be divided equally and each Party shall bear his or its own attorney’s fees and
costs. Neither Party may require binding arbitration prior to commencement of
court action, although the parties may mutually agree to such
arbitration.
44. EFFECT OF ADDENDUM: THIS REAL ESTATE
PURCHASE ADDENDUM AMENDS AND SUPPLEMENTS THE CONTRACT AND, IF APPLICABLE, ESCROW
INSTRUCTIONS. IN THE EVENT THERE IS ANY CONFLICT BETWEEN THIS ADDENDUM AND THE
CONTRACT OR ESCROW INSTRUCTIONS OR NOTICE OR OTHER DOCUMENTS ATTACHED AND MADE A
PART OF THE AGREEMENT, THE TERMS OF THIS ADDENDUM TAKE PRECEDENCE AND SHALL
PREVAIL, EXCEPT AS OTHERWISE PROVIDED BY APPLICABLE LAW. The undersigned, if
executing the Agreement on behalf of a Seller and/or Buyer that is a
corporation, partnership, trust or other entity, represents and warrants that
he/she is authorized by that entity to enter into the Agreement and bind the
entity to perform all duties and obligations stated in the Agreement and shall
provide Seller with proof of such authority upon execution of the
Agreement.
45. Initials: Buyer and Seller agree to
all of the terms in the Agreement whether any provision or page is separately
initialed or not. For emphasis some sections or provisions in the Agreement
contain a place for Buyer and/or Seller to separately initial, but the failure
by Buyer or Seller to initial any section, provision, or page in the Agreement
shall not affect the enforceability of any term or provision in the
Agreement.
46. Entire Agreement: The Agreement
(including any disclosure of information on lead based paint or hazards, and
other disclosure forms or notices required by law to be provided to Buyer)
constitutes the entire agreement between the Buyer and the Seller concerning the
subject matter hereof and supersedes all previous written and oral
communications, understandings, representations, warranties, covenants, and
agreements. Further, Buyer and Seller represent that there are no oral or other
written agreements between the Parties. ALL
NEGOTIATIONS ARE MERGED INTO THE AGREEMENT, AND NO ORAL OR WRITTEN, EXPRESS OR
IMPLIED, PROMISES, REPRESENTATIONS, WARRANTIES, COVENANTS, UNDERSTANDINGS,
COMMUNICATIONS, AGREEMENTS, OR INFORMATION MADE OR PROVIDED BY THE SELLER, OR
SELLER’S EMPLOYEES, AGENTS, REPRESENTATIVES, OR BROKERS, INCLUDING, BUT NOT
LIMITED TO ANY INFORMATION ON SELLER’S OR SELLER’S AGENT OR BROKER’S WEB SITES,
SALES BROCHURES, OR ON THE MULTIPLE LISTING SERVICE SHALL BE DEEMED VALID OR
BINDING UPON THE SELLER, UNLESS EXPRESSLY INCLUDED IN THE
AGREEMENT.
47. Attorneys’ Fees, Court Costs, and Legal
Expenses: In any action, proceeding, or arbitration arising out of,
brought under, or relating to the terms or enforceability of the Agreement the
prevailing Party shall be entitled to recover from the losing Party all
reasonable attorneys’ fees, costs, and expenses incurred in such action,
proceeding, or arbitration.
BUYER
(Initials) /s/CJ
SELLER
(Initials) /s/RW
48.
LANGUAGE IN BOLD OR CAPITALIZED: FOR EMPHASIS AND BUYER’S BENEFIT SOME
PROVISIONS HAVE BEEN BOLDED AND/OR CAPITALIZED (LIKE THIS SECTION), BUT EACH AND
EVERY PROVISION IN THIS ADDENDUM IS SIGNIFICANT AND SHOULD BE REVIEWED AND
UNDERSTOOD. NO PROVISION SHOULD BE IGNORED OR DISREGARDED BECAUSE IT IS NOT IN
BOLD OR EMPHASIZED IN SOME MANNER, AND THE FAILURE TO BOLD, CAPITALIZE, OR
EMPHASIZE IN SOME MANNER ANY TERMS OR PROVISIONS IN THIS ADDENDUM SHALL NOT
AFFECT THE ENFORCEABILITY OF ANY TERMS OR PROVISIONS.
IN
WITNESS WHEREOF, the Buyer and the Seller have entered into the Agreement
effective as of the date it is executed by Seller as set forth
below.
|
BUYER(S):
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SELLER:
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Signature: /s/Xxxxx
Xxxxx
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Countrywide
Home Loans, Inc.:
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Date:
10/23/08
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Countrywide
Home Loans, Inc., as Agent in Fact For:
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Print
Name: Xxxxx Xxxxx
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First
Preston I, LP
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Address:1451
Xxxxxxxx Xxxx., #000 Xxxxx, XX 00000
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By:
/s/Xxxxxxx
Xxxxx
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Telephone:
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Title:
Senior Vice President
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Fax:
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Date:
10/23/08
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Signature:
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Date:
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Print
Name:
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Address:
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Telephone:
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Fax:
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============================================================================
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BUYER'S
AGENT:
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SELLER'S
AGENT:
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Buyer’s
Agent Name:
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Seller’s
Agent Name:
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Address:
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Address:
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Telephone:
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Telephone:
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Fax:
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Fax:
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BUYER
(Initials) /s/CJ
SELLER
(Initials) /s/RW
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BUYER'S
ATTORNEY:
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SELLER'S
ATTORNEY:
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Name:
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Name:
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Address:
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Address:
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Telephone:
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Telephone:
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Fax:
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Fax:
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CLOSER:
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TITLE
COMPANY:
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Company
Name:
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Company
Name:
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Contact
Person:
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Contact
Person:
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Telephone:
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Telephone:
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Fax:
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Fax:
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COUNTRYWIDE
CLOSING CONTACT:
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Escrow/Closing
Officer Name:
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Escrow/Closing
Officer Phone No.:
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Escrow/Closing
Asst. Name:
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Escrow/Closing
Asst. Phone No.:
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BUYER
(Initials) /s/CJ
SELLER
(Initials) /s/RW
WATER
DAMAGE, TOXIC MOLD & ENVIRONMENTAL DISCLOSURE, RELEASE AND INDEMNIFICATION
AGREEMENT
The
undersigned parties to a purchase contract dated 10/23/2008, for the purchase of
the property and the improvements commonly known as 00000 Xxxxxxxx Xx., Xxxx
Xxxxx, XX 00000 (the “Property”) between Xxxxx Xxxxx/Support Save Investments
LLC (“Buyer”) and Countrywide Home Loans, Inc. (“Seller”), acknowledge and agree
as follows:
Seller
hereby advises Buyer that the Property (including, but not limited to, the
basement) is or may be affected by water or moisture damage, toxic mold, and/or
other environmental hazards or conditions. Seller further advises Buyer that as
a consequence of possible water damage and/or excessive moisture, the Property
may be or has been irrevocably contaminated with mildew, mold, and/or other
microscopic organisms. Buyer is being advised that exposure to certain species
of mold may pose serious health risks, and that individuals with immune system
deficiencies, infants, children, the elderly, individuals with allergies or
respiratory problems, and pets are particularly susceptible to experiencing
adverse health effects from mold exposure.
Buyer
acknowledges that Seller has advised Buyer to make his/her own evaluation of the
Property and to have the Property thoroughly inspected. Buyer has been further
advised by Seller that all areas contaminated with mold, and/or other
environmental hazards or conditions, should be properly and thoroughly
remediated. Additionally, Buyer has been advised by the Seller that habitation
of the Property without complete remediation may subject the inhabitants to
potentially serious health risks and/or bodily injury. Buyer acknowledges that
it is the sole responsibility of Buyer to conduct any remediation on the
Property.
Buyer
also acknowledges that Buyer is buying the Property AS-IS. Buyer represents and
warrants to Seller that Buyer has made (or will make before closing on the
purchase of the Property) his/her own inspection and evaluation of the Property
to Buyer’s complete satisfaction, and Buyer accepts the Property AS-IS at the
time of closing. Buyer is electing to purchase the Property from Seller in an
AS-IS condition with full knowledge of the potential conditions of the Property,
the potentially serious health risks, and the potential liability that Buyer
could incur as the owner of the Property for claims, losses, and damages arising
out of any toxic mold contamination, and/or other environmental hazards or
conditions on the Property. Buyer agrees that the purchase price of the Property
reflects the agreed upon value of the Property AS-IS taking into account the
aforementioned disclosures.
Buyer
understands and acknowledges that the Property was acquired by Seller through
foreclosure, deed-in-lieu of foreclosure, or similar process, that Seller has
never occupied the Property, and that Seller has little or no direct knowledge
regarding the condition of the Property. Buyer further acknowledges that Seller
has not made and does not make any express or implied representations or
warranties of any kind with respect to the environmental condition of the
Property or whether the Property is in compliance with applicable local, state,
or federal environmental or other laws, statutes, regulations, rules,
ordinances, codes, or standards (“Laws”). Buyer hereby agrees not to pursue any
claims, losses, or damages against Seller, or Seller’s parent company,
subsidiaries, affiliates, directors, officers, employees, partners,
shareholders, representatives, agents, brokers, predecessors, successors, or
assigns, arising out of or relating in any way to any violations of Laws, or for
costs, fees, or expenses incurred in conducting investigations relating to Laws
or the Property. In addition, to the fullest extent permitted by law, Buyer, for
himself/herself, and for all Buyer’s invitees, agents, heirs, executors,
devisees, and assigns hereby forever waives and fully releases Seller, and
Seller’s parent company, subsidiaries, affiliates, directors, officers,
employees, partners, shareholders, representatives, agents, brokers,
predecessors, successors, and assigns (the “Released Parties”) from and against
any and all claims, causes of action, whether administrative or judicial,
losses, costs (including any and all reasonable attorneys’ fees, court costs,
and reasonable costs of investigation, litigation, and settlement), expenses,
sanctions, curtailments, interest, liabilities, penalties, fines, demands,
liens, judgments, compensation, fees, loss of profits, injuries, death and/or
damages, of any kind whatsoever, whether known or unknown, fixed or contingent,
joint or several, criminal or civil, or in law or in equity arising from, in
connection with, or in any way relating to any known or unknown conditions of
the Property, including but not limited to, the existence of toxic mold, and/or
any other environmental conditions on the Property (“Claims”).
Buyer
also agrees to fully indemnify, protect, defend, and hold the Released Parties
harmless from and against any and all Claims.
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BUYER(S):
Signature:
_______________________________
Print
Name: Xxxxx Xxxxx
Signature:
_______________________________
Print
Name: _______________________________
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SELLER:
Countrywide
Home Loans, Inc.:
By:
As Agent for Countrywide Home Loans
Title:
Xxxxxxx Xxxxx, Senior Vice President
Date:
10/23/2008
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Countrywide
Home Loans, Inc.
REO#_____________________
Addendum
to Contract of Sale
VERIFYING
NON-AFFILIATION WITH SELLER
This
Addendum (“Addendum”) to contract of sale verifying non-affiliation with seller
is made part of, and incorporated into, the Real Estate Purchase Contract dated
10/23/2008 (“Contract”) between Countrywide Home Loans (“Seller” and the term
“Seller” shall also include Countrywide Home Loans, Inc.) and Xxxxx
Xxxxx/SupportSave Investements LLC (“Buyer”) for the property and improvements
located at the following address 00000 Xxxxxxxx Xx, Xxxx Xxxxx, XX 00000
(“Property”).
Buyer and
Seller may each be referred to herein as a “Party” and collectively as the
“Parties.”
By
signature below, the Buyer certifies that they are not a Designated Broker,
representative, agent, contractor, sub-contractor, relative or affiliated person
or entity, directly, indirectly, or through a family member, or through an
interest in a partnership, corporation, joint venture, trust or other entity, to
any officer, director, employee, or Business Partner (as defined below) of
Seller, or its parent company, subsidiaries or affiliated
companies.
Business
Partner shall mean any agent, broker, appraiser, attorney, trustee, property
inspection or preservation company, title company, representative, or vendor of
Seller or its parent company, subsidiaries, or affiliated
companies.
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BUYER(S):
Signature:
/s/Xxxxx
Xxxxx
Date:
10/23/2008
Print
Name: Xxxxx Xxxxx
Signature:
_________________________________
Date:
_____________________________________
Print
Name: ________________________________
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SELLER:
Countrywide
Home Loans, Inc.:
Countrywide
Home Loans, Inc.: as Agent in fact For:
First
Preston I, LP
By:
As Agent for Countrywide Home Loans
Title:
Xxxxxxx Xxxxx, Senior Vice President
Date:
10/23/2008
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BUYER’S
AGENT:
Buyer’s
Agent Name: Xxxxx Xxxxx
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SELLER’S
AGENT:
Seller’s
Agent Name: Xxxxxxxxx Xxxxxxxx
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