COMMERCIAL CONTRACT
TO BUY AND SELL REAL ESTATE
February 23, 1996
1. PARTIES AND PROPERTY. Xxxxxx X. Xxxxxx ("Buyer") agrees to buy, and
the undersigned seller ("Seller") agrees to sell, on the terms and conditions
set forth in this contract, the following described real estate in the County of
El Paso, Colorado to wit:
Lot 2; Sub of Portion of Block 12; Second Filing in Security Addition #6.
known as Xx. 000 Xxxxxxxxx, Xxxxxxxx Xxxxxxx, Xxxxxxxx 00000, together with
all interest of Seller in vacated streets and alleys adjacent thereto, all
easements and other appurtenances thereto, all improvements thereon and all
attached futures thereon, except as herein excluded (collectively, the
"Property").
2. INCLUSIONS/EXCLUSIONS. The purchase price includes the following
items: (a) if attached to the Property on the date of this contract:
lighting, heating, plumbing, ventilating and air conditioning fixtures, TV
antennas, water softeners, smoke/fire/burglar alarms, security devices, inside
telephone wiring and connecting blocks/jacks, plants, mirrors, floor coverings,
intercom systems, built-in kitchen appliances, sprinkler systems and controls;
(b) if on the Property whether attached or not on the date of this contract:
storm windows, storm doors, window and porch shades, awnings, blinds, screens,
curtain rods, drapery rods, all keys, and (c) any items used in the operation of
the property.
The above described included items ("Inclusions") are to be conveyed to
Buyer by Seller by bill of sale at the closing, free and clear of all taxes,
liens and encumbrances, except as provided in Section 12. The following
attached fixtures are excluded from this sale: None.
3. PURCHASE PRICE AND TERMS. The purchase price shall be $2,750,000,
payable in U.S. dollars by Xxxxx as follows:
(a) XXXXXXX MONEY. $25,000 in the form of cash or check, as xxxxxxx money
deposit and part payment of the purchase price, payable to and held by Chicago
Title Company of Denver, broker, in its trust account on behalf of both Seller
and Buyer. Broker is authorized to deliver the xxxxxxx money deposit to the
closing agent, if any, at or before closing.
The balance of $2,725,000 (purchase price less xxxxxxx money) shall be paid
as follows:
(b) CASH AT CLOSING. $687,500, plus closing costs, to be paid by Buyer at
closing in funds which comply with all applicable Colorado laws, which include
cash, electronic transfer funds, certified check, savings and loan teller's
check, and cashier's check (Good Funds). Subject to the provisions of
Section 4, if the existing loan balance at the time of closing shall be
different from the loan balance in Section 3, the adjustment shall be made in
Good Funds added to the cash at closing.
(c) NEW LOAN. $2,062,500 by Xxxxx obtaining a new loan. This loan will
be secured by a first deed of trust.
The loan shall be amortized over a period of 25 years at approximately
$16,607.81 per month including principal and interest not to exceed 8.75% per
annum, plus, if required by Buyer's lender, a monthly deposit of 1/12 of the
estimated annual real estate taxes, property insurance premium, and mortgage
insurance premium. If the loan is an adjustable interest rate or graduated
payment loan, the monthly payments and interest rate initially shall not exceed
the figures set forth above.
Buyer shall timely pay a loan origination fee not to exceed 1.0% of the
loan amount and Xxxxx's loan costs.
4. [OMITTED].
5. [OMITTED].
6. COST OF APPRAISAL. Cost of any appraisal to be obtained after the
date of this contract shall be timely paid by Xxxxx.
7. ASSIGNABLE. This contract shall be assignable by Xxxxx with Xxxxxx's
written consent.
8. EVIDENCE OF TITLE. Seller shall furnish to Buyer, at Seller's
expense, either a current commitment for owner's title insurance policy in an
amount equal to the purchase price or, at Seller's choice, an abstract of
title certified to a current date, on or before (See Addendum "A") ("Title
Deadline"). If a title insurance commitment is furnished, Buyer may require
of Seller that copies of instruments (or abstracts of instruments) listed in
the schedule of exceptions ("Exceptions") in the title insurance commitment
also be furnished to Buyer at Seller's expense. This requirements shall
pertain only to instruments shown of record in the office of the clerk and
reorder of the designated county or counties. The title insurance
commitment, together with any copies or abstracts of instruments furnished
pursuant to this Section 8 constitute the title documents ("Title
Documents"). Buyer or Xxxxx's designee, must request Seller, in
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writing, to furnish copies or abstracts of instruments listed in the schedule of
exceptions no later than (see Addendum "A") calendar days after Title Deadline.
If Seller furnishes a title insurance commitment, Seller will pay the premium at
closing and have the title insurance policy delivered to Buyer as soon as
practicable after closing.
9. TITLE
(a) TITLE REVIEW. Buyer shall have the right to inspect the Title
Documents or abstract. Written notice by Xxxxx of unmerchantability of title or
of any other unsatisfactory title condition shown by the Title Documents or
abstract shall be signed by or on behalf of buyer and given to Seller on or
before (see Addendum "A") calendar days after Title Deadline, or within five (5)
calendar days after receipt by Buyer of any Title Document(s) or endorsement(s)
adding new Exception(s) to the title commitment together with a copy of the
Title Document adding new Exception(s) to title. If Seller does not receive
Xxxxx's notice by the date(s) specified above, Xxxxx accepts the condition of
title as disclosed by the Title Documents as satisfactory.
(b) MATTERS NOT SHOWN BY THE PUBLIC RECORDS. Seller shall deliver to
Buyer, on or before the Title Deadline set forth in Section 8, true copies of
all lease(s) and survey(s) in Seller's possession pertaining to the Property and
shall disclose to Buyer all easements, liens or other title matters not shown by
the public records of which Seller has actual knowledge. Buyer shall have the
right to inspect the Property to determine if any third party(s) has any right
in the Property not shown by the public records (such as an unrecorded easement,
unrecorded lease, or boundary line discrepancy). Written notice of any
unsatisfactory condition(s) disclosed by Seller or revealed by such inspection
shall be signed by or on behalf of buyer and given to Seller on or before (see
Addendum "A"). If Xxxxxx does not receive Xxxxx's notice by said date, Xxxxx
accepts title subject to such rights, if any, of third parties of which Buyer
has actual knowledge.
(c) SPECIAL TAXING DISTRICTS. SPECIAL TAXING DISTRICTS MAY BE SUBJECT TO
GENERAL OBLIGATION INDEBTEDNESS THAT IS PAID BY REVENUES PRODUCED FROM ANNUAL
TAX LEVIES ON THE TAXABLE PROPERTY WITHIN SUCH DISTRICTS. PROPERTY OWNERS IN
SUCH DISTRICTS MAY BE PLACED AT RISK FOR INCREASED MILL LEVIES AND EXCESSIVE TAX
BURDENS TO SUPPORT THE SERVICING OF SUCH DEBT WHERE CIRCUMSTANCES ARISE
RESULTING IN THE INABILITY OF SUCH A DISTRICT TO DISCHARGE SUCH INDEBTEDNESS
WITHOUT SUCH AN INCREASE IN MILL LEVIES. BUYER SHOULD INVESTIGATE THE DEBT
FINANCING REQUIREMENTS OF THE AUTHORIZED GENERAL OBLIGATION INDEBTEDNESS OF SUCH
DISTRICTS, EXISTING MILL LEVIES OF SUCH DISTRICT SERVICING SUCH INDEBTEDNESS AND
THE POTENTIAL FOR AN INCREASE IN SUCH MILL LEVIES.
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In the event the Property is located within a special taxing district and
Buyer desires to terminate this contract as a result, if written notice is given
to Seller on or before the date set forth in Addendum "A," this contract shall
then terminate. If Seller does not receive Buyer's notice by the date specified
above, Xxxxx accepts the effect of the Property's inclusion in such special
taxing district(s) and waiver the right to so terminate.
(d) RIGHT TO CARE. If Seller receives notice of unmerchantability of
title or any other unsatisfactory title condition(s) as provided in
subsection (a) or (b) above, Seller shall use reasonable effort to correct said
unsatisfactory title condition(s) prior to the date of closing. If Seller fails
to correct said unsatisfactory title condition(s) on or before the date of
closing, this contract shall then terminate; provided, however, Buyer may, by
written notice receive by Seller, on or before closing, waive objection to said
unsatisfactory title condition(s).
10. INSPECTION. See Addendum A attached hereto and made a part hereof.
11. DATE OF CLOSING. The date of closing shall be within 15 days of loan
commitment, or by mutual agreement at an earlier date. The hour and place of
closing shall be as designated by mutual agreement of Buyer and Seller.
12. TRANSFER OF TITLE. Subject to tender or payment at closing as
required herein and compliance by Buyer with the other terms and provisions
hereof, Seller shall execute and deliver a good and sufficient general warranty
deed to Buyer, on closing, conveying the Property free and clear of all taxes
except the general taxes for the year of closing. Title shall be conveyed free
and clear of all liens for special improvements installed as of the date of
Buyer's signature hereon, whether assessed or not; except (i) distribution
utility easements (including cable TV), (ii) those matters reflected by the
Title Documents accepted by Buyer in accordance with subsection 9(a),
(iii) those rights, if any, leases or tenants in the Property not shown by the
public records in accordance with subsection 9(b), (iv) inclusion of the
Property within any special taxing district, and (v) subject to building and
zoning regulations.
13. PAYMENT OF ENCUMBRANCES. Any encumbrance required to be paid shall be
paid at or before closing from the proceeds of this transaction or from any
other source.
14. CLOSING COSTS, DOCUMENTS AND SERVICES. Buyer and Seller shall pay, in
Good Funds, their respective closing costs and all other items required to be
paid at closing, except at otherwise provided herein. Buyer and Seller shall
sign and complete all customary or required documents at or before closing.
Fees for real estate closing services shall not exceed $300 and shall be paid at
closing by Xxxxx and Seller equally. The local transfer tax, if any, of the
purchase price shall be paid at closing by
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Seller. Any sales and use tax that may accrue because of this transaction shall
be paid when due by Seller.
15. PRORATIONS. General taxes for the year of closing, based on the uses
for the calendar year immediately proceeding closing, rents, water and sewer
charges, owner's association dues, and increase on continuing loan(s), if any,
and other similar items as customary shall be prorated to date of closing.
16. POSSESSION. Possession of the Property shall be delivered to Buyer as
follows: Date of closing, subject to the following lease(s) or tenancy(s):
Those in existence at closing.
17. CONDITION OF AND DAMAGE TO PROPERTY. Except as otherwise provided in
this contract, the Property and Inclusions shall be delivered in the condition
existing as of the date of this contract, ordinary wear and tear excepted. In
the event the Property shall be damaged by fire or other casualty prior to time
of closing, in an amount of not more than ten percent of the total purchase
price, Seller shall be obligated to repair the same before the date of closing.
In the event such damage is not repaired within said time or if the damages
exceed such sum, this contract may be terminated at the option of Buyer. Should
Buyer elect to carry out this contract despite such damage, Buyer shall be
entitled to credit for all the insurance proceeds resulting from such damage to
the Property and Inclusions, not exceeding, however, the total purchase price.
Should any Inclusion(s) or service(s) fail or be damaged between the date of
this contract and the date of closing or the date of possession, whichever shall
be earlier, then Seller shall be liable for the repair or replacement of such
Inclusion(s) or service(s) with a unit of similar size, age and quality, or an
equivalent credit, less any insurance proceeds received by Buyer covering such
repair or replacement.
18. TIME OF ESSENCE/REMEDIES. Time is of the essence hereof. If any note
or check received as xxxxxxx money hereunder or any other payment due hereunder
is not paid, honored or tendered when due, or if any other obligation hereunder
is not performed or waived as herein provided, there shall be the following
remedies:
(a) LIQUIDATED DAMAGES. All payments and things of value received
hereunder shall be forfeited by Xxxxx and retained on behalf of Seller and both
parties shall thereafter be released from all obligations hereunder. It is
agreed that such payments and things of value are LIQUIDATED DAMAGES and (except
as provided in subsection (c)) are SELLER'S SOLE AND ONLY REMEDY for Buyer's
failure to perform the obligations of this contract. Seller expressly waives
the remedies of specific performance and additional damages.
(b) IF SELLER IS IN DEFAULT. Buyer may elect to treat this contract as
canceled, in which case all payments and things of value received hereunder
shall be
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returned and Buyer may recover such damages as may be proper, or Buyer may elect
to treat this contract as being in full force and effect and Buyer shall have
the right to specific performance or damages, or both.
(c) COSTS AND EXPENSES. Anything to the contrary herein notwithstanding
in the event of any arbitration or litigation arising out of this contract, the
arbitrator or court shall award to the prevailing party all reasonable costs and
expenses, including attorney fees.
19. XXXXXXX MONEY DISPUTE. Notwithstanding any termination of this
contract, Buyer and Seller agree that, in the event of any controversy regarding
the xxxxxxx money and things of value held by broker or closing agent, unless
mutual written instructions are received by the holder of the xxxxxxx money and
things of value, broker or closing agent shall not be required to taken any
action but may await any proceeding, or at broker's or closing agent's option
and sole discretion, may interplead all parties and deposit any monies or things
of value into a court of competent jurisdiction and shall recover court costs
and reasonable attorney fees.
20. ALTERNATIVE DISPUTE RESOLUTION MEDIATION. If a dispute arises between
the parties relating to this contract, the parties agree to submit the dispute
to mediation. The parties will jointly appoint an acceptable mediator and will
share equally in the cost of such mediator. If mediation proves unsuccessful,
the parties may then proceed with such other means of dispute resolution as they
so choose.
21. RECOMMENDATION OF LEGAL COUNSEL. By signing this document, Xxxxx and
Seller acknowledge that the Selling Company or the Listing Company has advised
that this document has important legal consequences and has recommended the
examination of title and consultation with legal and tax or other counsel before
signing this contract.
22. TERMINATION. In the event this contract is terminated, all payments
and things of value received hereunder shall be returned and the parties shall
be relieved of all obligations hereunder, subject to Section 19.
23. SELLING COMPANY BROKER RELATIONSHIP. The selling broker, Marcus &
Millichap Incorporated of Denver, and its salespersons have been engaged as Dual
Agents. Selling Company has previously disclosed in writing to the Buyer that
different relationships are available which include buyer agency, seller agency,
subagency, or transaction-broker.
24. NOTICE TO BUYER. Any notice to Buyer shall be effective when received
by Xxxxx.
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25. NOTICE TO SELLER. Any notice to Seller shall be effective when
received by Seller or Listing Company.
26. MODIFICATION OF THIS CONTRACT. No subsequent modifications of any of
the terms of this contract shall be valid, binding upon the parties, or
enforceable unless made in writing and signed by the parties.
27. ENTIRE AGREEMENT. This contract constitutes the entire contract
between the parties relating to the subject hereof, and any prior agreements
pertaining thereto, whether oral or written, have been merged and integrated
into this contract.
28. NOTICE OF ACCEPTANCE COUNTERPARTS. This proposal shall expire unless
accepted in writing, by Xxxxx and Xxxxxx, as evidenced by their signatures
below, and the offering party receives notice of such acceptance on or before
March 25, 1996 ("Acceptance Deadline"). If accepted this document shall become
a contract between Seller and Buyer. A copy of this document may be executed by
each party, separately, and when each party has executed a copy thereof, such
copies taken together shall be deemed to be a full and complete contract between
the parties.
XXXXXX X. XXXXXX
/S/XXXXXX X. XXXXXX
------------------------------------
Buyer: Xxxxxx X. Xxxxxx
Date: February 23, 1996
Address: 0000 X. Xxxxxxxxx Xx.
Xxxxxx, XX 00000
XXXXX X. XXXXXXX
/S/XXXXX X. XXXXXXX
------------------------------------
Seller: Xxxxx X. Xxxxxxx
Date: February 23, 1996
Address: Delta Financial Services
P.O. Box 58665
Renton, WA 98058
The undersigned Broker(s) acknowledges receipt of the xxxxxxx money deposit
specified in Section 3, and Selling Company confirms its Broker Relationship as
set forth in Section 24.
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Selling Company: Marcus & Millichap Incorporated of Denver
000 Xxxxx Xxxxxx Xxxxxx, Xxxxx 000
Xxxxxx, XX 00000
Date: February 23, 1996 By: /S/XXXXX X. XXXXXXX
-------------------------------------------
Signature: Xxxxx X. Xxxxxxx
Listing Company: Marcus & Millichap Incorporated of Denver
000 Xxxxx Xxxxxx Xxxxxx, Xxxxx 000
Xxxxxx, XX 00000
Date: February 23, 1996 By: /S/XXXXX X. XXXXXXXX
-------------------------------------------
Signature: Xxxxx X. Xxxxxxxx
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ADDENDUM "A"
This document is an Addendum to the Commercial Contract to Buy and Sell
Real Estate dated February 23, 1996, by and between Delta Financial Services, as
Seller, and Xxxxxx X. Xxxxxx, as Purchaser, relating to that certain real
property located at 000 Xxxxxxxxx, Xxxxxxxx Xxxxxxx, Xxxxxxxx 00000.
The following terms and conditions are added to and fully incorporated into
the above referenced Commercial Contract to Buy and Sell Real Estate, to wit:
1. CONTINGENCIES. Purchaser shall have thirty (30) days after
Purchaser's receipt of items B through I listed below to review and approve the
following:
(a) Physical inspection of the property (interior and exterior), including
all improvements thereon.
(b) All leases, rental agreements and service contracts relating to the
property.
(c) An operating statement of the property for the past thirty-six (36)
months, if available.
(d) Preliminary Title Report relating to the property, with all exhibits.
(e) Copies of all notes and deeds of trust, mortgages, or other
encumbrances.
(f) Copies of any environmental and/or engineering studies.
(g) Copy of any survey.
2. REMOVAL OF CONTINGENCIES. Purchaser shall remove contingencies in
writing, delivered to Seller or Seller's agent by 5:00 P.M. on appropriate date,
or the purchase contract shall be considered null and void and the initial
deposit shall be returned to the Purchaser.
3. SELLER WARRANTIES. Seller represents that to the best of Seller's
knowledge all mechanical equipment and fixtures pertaining to the property shall
be in good condition and in satisfactory working order at the time of closing of
any sale contemplated by this agreement.
4. BROKER DISCLAIMER. Seller and Purchaser expressly acknowledge that
Xxxxxx & Xxxxxxxxx has not made any investigation or determination other than
expressly stated herein with respect to any of the following:
(a) The validity of the present or any possible use of the property under
any federal, state, or municipal law.
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(b) Any pending or possible future governmental action affecting the
property.
(c) The physical condition of the property, including but not limited to
the soil condition of the property, the structural integrity of the
improvements, and the presence or absence of fungi or wood-destroying organisms.
(d) The accuracy or completeness of income and expense information and the
projections, and the tests of leases, options, and other agreements affecting
the property.
(e) The possibility that leases, options, party wall agreements or similar
documents exist which have not been provided or disclosed by Seller to Marcus &
Millichap.
(f) The actual dimensions of any leaseable space, building dimensions,
common areas, or land area.
5. RENT CONCESSIONS. Seller covenants that none of the leases to be
assigned to the Purchaser at the time of closing contain any rent concessions,
rent reductions or rent abatements, and that all leases will be current and not
in default at the time of closing.
6. TENANTS' SECURITY DEPOSITS. On the date of closing, the Seller shall
notify the tenants who then occupy any portion of the property stating that the
Seller's interest in the property will terminate by virtue of the sale of the
property as of the date of closing and that all security deposits made by each
of the tenants will be transferred to the Purchaser and giving the name and
address of the said Purchaser.
At the time of closing, Seller shall furnish evidence of the notices
hereinabove referenced to be given and also shall render to the Purchaser a
complete accounting of all security deposits. At the time of closing the Seller
shall transfer to the Purchaser all security deposits.
7. FINANCIAL DATA. Seller agrees to furnish and make available to
Purchaser true and correct copies of all financial data and rent statements
concerning the property and all leases affecting the property. Seller agrees to
hold Xxxxxx harmless from any and all liability, damages, causes of action, and
any other claims arising from or asserted in connection with any incorrect or
inaccurate information supplied by Seller or any information which Seller has
failed to supply.
8. TITLE. Seller represents and warrants to Purchaser that marketable
fee simple title to the property is fully vested in Seller, that Seller is duly
authorized and empowered (either in Seller's individual capacity or on behalf of
others) to execute this Commercial Contract to Buy and Sell Real Estate, and
that execution hereof will not
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result in any breach of, or constitute a default under, any contract or other
agreement to which Seller is a party.
9. ARBITRATION. If a controversy arises with respect to the subject
matter of this agreement or the transaction contemplated herein (including but
not limited to rights to any deposit paid pursuant to this agreement or the
payment of commissions as provided for herein), Purchaser, Seller, and Agent
agree that such controversy shall be settled by final, binding arbitration in
accordance with the Commercial Arbitration Rules of the American Arbitration
Association and judgment upon the award rendered by the arbitrator(s) may be
entered in any court having jurisdiction hereof.
10. USE OF COUNSEL. Xxxxxx & Xxxxxxxxx advises and recommends that all
parties to this contract retain legal counsel and tax counsel to advise them in
connection with the contemplated sale of the property.
11. SURVEY. Seller shall provide at Seller's expense a current land title
boundary and improvement survey certified to Purchaser, with permanent corner
pins in place, prepared from an on-the-ground inspection by a land surveyor
registered in the State of Colorado, its property dimensions, and any and all
improvements, fence locations, easements, rights-of-way, and adjacent roadways,
on and/or to the property. The survey shall certify the accuracy of the legal
description and the legal description set forth in the survey shall be identical
to that contained in the title insurance commitment and trust deed to be
delivered by Seller, said certified survey to be provided to Purchaser after
waiver of contingencies. Said survey shall be delivered to Purchaser at least
ten (10) days prior to date Buyer must remove Title contingencies.
12. ADDITIONAL PROVISIONS
(a) All parties to this transaction agree that facsimile (fax machines)
signatures shall be considered original signatures and bind the parties to the
terms of this contract. All parties further agree to affix original signatures
to the Buy/Sell Agreement, any Addendum(s) thereto, and any other necessary
documentation prior to closing. All parties shall be provided with documents
with original signatures.
(b) Buyer reserves the option to modify the type, rate, points and fees,
and/or amount of loan upon further consultation with Xxxxx's lender of choice.
No such modification shall cause alteration in any way of the ability of buyer
to qualify for the originally requested loan, funds due to the Seller, or the
dates specified herein.
(c) For the purpose of this agreement, N/A (n/a; NA; na) shall mean "not
applicable."
13. ENTIRE AGREEMENT. The Commercial Contract to Buy and Sell Real Estate
(including this Addendum) expresses the entire agreement of Seller and
Purchaser.
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There are no other understandings, oral or written, which in any manner alter or
enlarge its terms. This contract supersedes any and all agreements between the
parties hereto regarding the property which are prior in time to this contract.
Seller and Xxxxxxxxx agree to execute such additional documents as may be
reasonable and necessary to carry out the provisions of this contract.
ACCEPTANCE. Seller and Purchaser agree that the terms and conditions set
forth in this Addendum are added to and fully incorporated in the heretofore
referenced Commercial Contract to Buy and Sell Real Estate between Seller and
Purchaser.
SELLER: ADDRESS:
Delta Financial Services
000 XX 00xx Xxxxxx, Xxxxx X
Xxxxxx, Xxxxxxxxxx 00000
By: XXXXX X. XXXXXXX Phone:(000) 000-0000
------------------
Xxxxx X. Xxxxxxx Fax:(000) 000-0000
Date:February 23, 1996
-----------------
PURCHASER: ADDRESS:
Xxxxxx X. Xxxxxx 0000 X. Xxxxxxxxx Xx.
Xxxxxx, Xxxxxxxx 00000
By: XXXXXX X. XXXXXX Phone:
------------------ ------------
Xxxxxx X. Xxxxxx Fax:
----------
Date: February 23, 1996
-----------------
BROKER: ADDRESS:
Marcus & Millichap Incorporated 000 Xxxxx Xxxxxx Xxxxxx
xx Xxxxxx Xxxxx 000
Xxxxxx, Xxxxxxxx 00000
By:XXXXX X. XXXXXXX Phone: (000) 000-0000
----------------
Xxxxx X. Xxxxxxx
Date:February 23, 1996
-----------------
By:XXXXX XXXXXXXX
--------------
Xxxxx Xxxxxxxx
Date:February 23, 1996
-----------------
IF THERE IS ANY CONFLICTING LANGUAGE BETWEEN THIS ADDENDUM "A" AND THE
PREPRINTED PORTION OF THE PURCHASE CONTRACT, THEN THIS ADDENDUM "A" SHALL
SUPERSEDE THE LANGUAGE IN THE PREPRINTED COMMERCIAL CONTRACT TO BUY AND SELL
REAL ESTATE.
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Attachment A
COUNTER PROPOSAL
March 26, 1996
Proposed contract to buy and sell the following described real estate in
the County of El Paso, Colorado, to wit:
Lot 2; Sub of portion of Block 12; Second Filing to Security Addition #6
known as No. 000 Xxxxxxxxx, Xxxxxxxx Xxxxxxx, Xxxxxxxx 00000,
-----------------------------------------------
Street Address City State Zip
dated February 23, 1996, between Delta Financial Services, Seller,
---------------- -- -------------------------------
and Xxxxxx X. Xxxxxx, Buyer.
-------------------------
The undersigned accepts the proposed contract, subject to the following
amendments:
Buyer shall have the right to assign the contract to an entity which Buyer
controls.
$40,000 xxxxxxx money in the form of a promissory note will be converted to
cash upon removal of contingencies.
Paragraph 4(b) is amended to May 31, 1996.
Paragraph 9(b) is amended to April 30, 1996.
Paragraph 55 is amended to August 1, 1996.
All other terms and conditions shall remain the same. This counterproposal
shall expire unless accepted in writing, by Xxxxx and Xxxxxx, as evidenced by
their signatures below, and the offering party to this document receives notice
of such acceptance on or before APRIL 2 , 1996. If accepted, the
proposed contract, as amended, shall become a contract between Seller and Buyer.
DELTA FINANCIAL SERVICES
------------------------------
Seller: Xxxxx Xxxxxxx
, 28, 1996
------------------------------
Date of Seller's Signature
Buyer: Xxxxxx X. Xxxxxx
Date of Buyer's Signature
Buyer Address: 0000 X. XXXXXXXXX XXXXX
-----------------------
DENVER, CO 80325
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Attachment B
PROMISSORY NOTE
U.S.$40,000 Denver, Colorado
March 26, 1996
1. FOR VALUE RECEIVED, the undersigned (Borrower) promise(s) to pay
Xxxxxx & Xxxxxxxxx, or order ("Note Holder"), the principal sum of Forty
Thousand U.S. Dollars ($40,000). Principal shall be payable at Marcus &
Millichap of Denver, 000 Xxxxx Xxxxxx, #000, Xxxxxx, XX 00000, or such other
place as the Note Holder may designate, in one payment of Forty Thousand U.S.
Dollars ($40,000), due upon removal of contingencies and conversion to cash as
stated in Paragraph 1 Contingencies, A-G.
2. Borrower shall pay to the Note Holder a late charge of 15% of any
payment not received by the Note Holder within 30 days after the payment is due.
3. Payments received for application to this Note shall be applied first
to the payment of late charges, if any, and the balance applied in reduction of
the principal amount hereof.
4. If any payment required by this Note is not paid when due, or if any
default under any Deed of Trust securing this Note occurs, the entire principal
amount outstanding and accrued interest thereon shall at once become due and
payable at the option of the Note Holder (Acceleration); and the indebtedness
shall bear interest at the rate of 15% per annum from the date of default. The
Note Holder shall be entitled to collect all reasonable costs and expense of
collection and/or suit, including but not limited to reasonable attorneys' fees.
5. Borrower may prepay the principal amount outstanding under this Note,
in whole or in part, at any time without penalty.
Any partial prepayment shall be applied against the principal amount
outstanding and shall not postpone the due date of any subsequent payments or
change the amount of such payments.
Attachment C
AGREEMENT TO AMEND/EXTEND CONTRACT
October 1, 1996
RE Contract dated February 23, 1996 between Xxxxxx X. Xxxxxx ("Buyer") and
Delta Financial Services ("Seller"), relating to the sale and purchase of the
following described real estate in the County of El Paso, Colorado.
Lot 2; Sub of Portion of Block 12; Second Filing in Security Addition #6.
known as No.568 Marquette, Colorado Springs, Colorado 80911
-----------------------------------------------
(Property). Street Address City State Zip
Xxxxx and Xxxxxx hereby agree to amend the aforesaid contract as follows:
1. Date for closing and delivery of deed shall be five (5) working days
from receipt of either Phase One Environmental Report disclosing no problems
with the property or a Phase Two Environmental Report disclosing no problems
with the property, or October 20, 1996, whichever is later.
2. Additional amendments:
a) All contingencies are hereby removed except for environmental
issues.
b) Upon receipt of Phase One Environmental Report disclosing no
problems with the property, the $40,000 xxxxxxx money will become nonrefundable,
closing as per above.
c) If a Phase Two Environmental Report is required by lender, Buyer
will pay for it. Upon receipt of Phase Two Environmental Report disclosing no
problems with the property, the $40,000 xxxxxxx money becomes nonrefundable,
closing as per above.
All other terms and conditions of said contract shall remain the same.
DELTA FINANCIAL SERVICES
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Seller: Xxxxx Xxxxxxx
October 1, 1996
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Date of Seller's Signature
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Buyer: Xxxxxx X. Xxxxxx
October 1, 1996
-------------------------------------
Date of Buyer's Signature
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