ATTACHMENT E
REALTOR
=================
HIGHLAND
COMMERCIAL GROUP
=================
The printed portions of this
form, except (italicized)
(differentiated) additions,
have been approved by the
Colorado Real Estate
Commission. (CBS 3-9-95)
THIS FORM HAS IMPORTANT LEGAL CONSEQUENCES AND THE PARTIES SHOULD CONSULT LEGAL
AND TAX OR OTHER COUNSEL BEFORE SIGNING.
VACANT LAND/FARM AND RANCH
CONTRACT TO BUY AND SELL REAL ESTATE
November 14, 1996
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1. PARTIES AND PROPERTY. 123 Cascade Associates, LLC
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buyer(s) [Buyer], (as joint tenants/tenants in common) agrees to buy, and the
undersigned seller(s) [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:
A to be platted lot at the northwest corner of Powers Blvd
and Xxxxxx Park Blvd consisting of approximately 40,000 sq
ft. The size and configuration of the parcel to be confirmed
and approved during the inspection period.
known as No. To be determined
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Street Address City State Zip
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 fixtures 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, built-in vacuum
systems (including accessories), and garage door openers including na remote
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, fireplace inserts, fireplace screens,
fireplace grates, heating stoves, storage sheds, all keys and
(c) none other. Vacant land only.
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(d) Water Rights. Purchase price to include the following water rights: none
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(e) Growing Crops. With respect to the growing crops Seller and buyer agree as
follows: na
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The above-described included items (Inclusions) are to be conveyed to Buyer by
Seller by xxxx of sale, na deed or other applicable legal instrument(s) at the
closing, free end clear of all taxes, liens and encumbrances, except as provided
in Section 12. The following attached fixtures are excluded from this sale: na
3. PURCHASE PRICE AND TERMS. The purchase price shall be $ See Para 2le, payable
in U.S. dollars by Buyer as follows: (Complete the applicable terms below.)
(a) XXXXXXX MONEY.
$10,000.00 in the form of a promissory note, as xxxxxxx money deposit and part
payment of the purchase price, payable to and held by Lawyers Title Insurance
Co. 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 $ See Para 2le (purchase price less xxxxxxx money) shall be paid
as follows:
(b) CASH AT CLOSING.
$ See Para 2le, 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 at closing or paid as
follows: na
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[The printed portions of this form, except (italicized) (differentiated)
additions, have been approved by the Colorado Real Estate Commission
(CBS3-9-95)]
7. ASSIGNABLE. This contract shall be assignable by Buyer without Seller's prior
written consent. Except as so restricted, this contract shall inure to the
benefit of and be binding upon the heirs, personal representatives, successors
and assigns of the parties. *
* Controlled by Buyer
8. EVIDENCE OF TITLE. Seller shall furnish to Buyer, at Seller's expense, a
current commitment for owner's title insurance policy in an amount equal to the
purchase price certified to a current date,on or before 20 days from mutual
execution 19----- (Title Deadline). If a title insurance commitment is
furnished, Buyer requires 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
requirement shall pertain only to instruments shown of record in the office of
the clerk and recorder 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 Buyer's designee, must request Seller, in writing, to furnish copies
or abstracts of instruments listed in the schedule of exceptions no later than
na 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 practical after closing.
9. TITLE.
(a) TITLE REVIEW. Buyer shall have the right to inspect the Title
Documents. Written notice by Buyer of unmerchantability of title or of any other
unsatisfactory title condition shown by the Title Documents shall be signed by
or on behalf of Buyer and given to Seller on or before 30 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 Buyer's notice by the date(s) specified above,
Buyer 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
December 15, 1996. If Seller does not receive Buyer's notice by said date, Buyer
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
[The printed portions of this form, except (italicized) (differentiated)
additions, have been approved by the Colorado Real Estate Commission
(CBS3-9-95)]
LPI-8
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.
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 subsection 9 (b), this contract
shall then terminate. If Seller does not receive Buyer's notice by the date
specified above, Buyer accepts the effect of the Property's inclusion in such
special taxing district(s) and waives the right to so terminate.
(d) RIGHT TO CURE. 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
received by Seller, on or before closing, waive objection to said unsatisfactory
title condition(s).
10. INSPECTION. Seller agrees to provide Buyer on or before See paragraph
21a,19--- with a Seller's Property Disclosure form completed by Seller to the
best of Seller's current actual knowledge. Buyer or any designee shall have the
right to have inspection(s) of the physical condition of the Property and
Inclusions at Buyer's expense. If written notice of any unsatisfactory
condition, signed by or on behalf of Buyer, is not received by Seller on or
before See paragraph 21a, 19--- (Objection Deadline), the physical condition of
the Property and Inclusions shall be deemed to be satisfactory to Buyer. If such
notice is received by Seller as set forth above, and if Buyer and Seller have
not agreed, in writing, to a settlement thereof on or before see paragraph 21a ,
19 (Resolution Deadline), this contract shall terminate three calendar days
following the Resolution Deadline unless, within the three calendar days, Seller
receives written notice from Buyer waiving objection to any unsatisfactory
condition. Buyer is responsible for and shall pay for any damage which occurs to
the Property and Inclusion as a result of such inspection.
11. DATE OF CLOSING. The date of closing shall be see paragraph 2lb , 19--- , or
by mutual agreement at an earlier date. The hour and place of closing shall be
as designated by mutual consent in Colorado Springs.
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 special warranty deed to
Buyer, on closing, conveying the Property free and clear of all taxes except the
general taxes for the year of closing, and except none other. 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, of third parties 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 OP 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 as 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 S 200.00 and shall be paid at closing
by 1/2 by Buyer and 1/2 by Seller. The local transfer tax of na% of the purchase
price shall be paid at closing by na. Any sales and use tax that may accrue
because of this transaction shall be paid when due by Buyer.
15. PRORATIONS. General taxes for the year of closing, based on the taxes for
the calendar year immediately preceding closing, rents, water and sewer charges,
homeowner's association dues, and interest on continuing loan(s), if any, and
none other shall be prorated to date of closing.
16. POSSESSION. Possession of the Property shall be delivered to Buyer as
follows: upon delivery of deed
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subject to the following lease(s) or tenancy(s):
none . If Seller, after closing, fails to deliver possession on the date herein
specified, Seller shall be subject to eviction and shall be additionally liable
to Buyer for payment of $200.00 per day from the date of agreed possession until
possession is delivered.
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 xxx eor 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 shaH 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. The risk of loss for any damage to growing crops, by fire
or other casualty, shall be borne by the party entitled to the growing crops, if
any, as provided in Section 2 and such party shall be entitled to such insurance
proceeds or benefits for the growing crops, if any.
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) IF BUYER IS IN DEFAULT:
[Check one box only.]
[ ] (1) SPECIFIC PERFORMANCE. Seller may elect to treat this contract as
canceled, in which case all payments and things of value received hereunder
shall be forfeited and retained on behalf of Seller, and Seller may recover such
damages as may be proper, or Seller may elect to treat this contract as being in
full force and effect and Seller shall have the right to specific performance or
damages, or both.
[ X ] (2) LIQUIDATED DAMAGES. All payments and things of value received
hereunder shall be forfeited by Buyer 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 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
t he 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 DISPUTES. 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 take 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 moneys or things of value
into a court of competent jurisdiction and shall recover court costs and
reasonable attorney fees.
[The printed portions of this form except (italicized) (differentiated)
additions, have been approved by the Colorado Real Estate Commission (CBS3
9-95)].
21. ADDITIONAL PROVISIONS: (The language of these additional provisions has not
been approved by the Colorado Real Estate Commission).
See Addendum A attached hereto and by this reference incorporated herein.
22. RECOMMENDATION OF LEGAL COUNSEL. By signing this document, Buyer 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.
23. 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.
24. SELLING COMPANY BROKER RELATIONSHIP. The selling broker, Highland Commercial
Group, LLC, and its sales persons have been engaged as transaction brokers.
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.
25. NOTICE TO BUYER Any notice to Buyer shall be effective when received by
Buyer, or, if this box is checked [ ] when received by Selling Company.
26. NOTICE TO SELLER Any notice to Seller shall be effective when received by
Seller or Listing Company.
27. MODIFICATION OP THIS CONTRACT. No subsequent modification 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.
28. 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.
29. NOTICE OF ACCEPTANCE: COUNTERPARTS. This proposal shall expire unless
accepted in writing, by Buyer and Seller, as evidenced by their signatures
below, and the offering party receives notice of such acceptance on or before
November 19, 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.
/S/ XXXXXX X. XXXX
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Buyer 123 Cascade Associates LLC Buyer
E.V. President
Date of Buyer's signature 11/15, 1996 Date of Buyer's signature , 19
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Buyer's Address 000 Xxxxx Xxxxx Xxxxxx, Xxxxxxxx Xxxxxxx, XX 00000
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/S/ XXXXXX X. XXXXXXXXXX /S/ XXXXXX X.XXXXXXXXXX
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Seller Xxxxxx Powers, Ltd Seller By: Xxxxxx Capital
Corp, Managing Ptr
Date of Seller's signature 11/19, 1996 Date of Seller's signature , 19
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Sellers Address 000 Xxxxxxx Xxxx, Xxxxxxxx, XX 00000
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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.
Selling Company
Highland Commercial Group, LLC, 0 X Xxxxxxx Xxx, #000, Xxxx Xxxx, XX 00000
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Name and Address
By:
----------------------------------- -------------------------------19----
Xxxxx X. Xxxxxxxx, Xx. Date
Listing Company
Highland Commercial Group, LLC, 0 X Xxxxxxx Xxx, #000, Xxxx Xxxx,XX 00000
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Name and Address
By:
----------------------------------- -------------------------------19---
Xxxxx X. Xxxxxxxx, Xx. Date
Note: Closing Instructions should be signed at the time this
contract is signed.
ADDENDUM A
Addendum to the Vacant Land Contract
to Buy and Sell Real Estate, Dated
November 14, 1996 between 123 Cascade
Associates, LLC., as "Buyer" and Xxxxxx
Xxxxxx Ltd, a Colorado Limited
Partnership as "Seller".
ADDITIONAL PROVISIONS
a. To the best of Seller's knowledge, there is not a Vacant Land Property
Disclosure form, and therefore Seller is not providing one to Buyer. Buyer shall
have sixty (60) days from the date of mutual acceptance hereof to determine at
its sole discretion that the property is suitable for its intended use with
respect to, but not limited to, soils, ingress and egress, environmental and
hazardous material issues, traffic, zoning, and any other matter it determines,
in its sole discretion to be pertinent. If Buyer gives Seller written notice of
unsatisfactory conditions prior to the expiration of the inspection period, and
said objections have not been mutually settled within 14 days of the Objection
(Resolution Deadline), then this contract shall terminate, xxxxxxx money
returned to Buyer and parties hereto released from all obligations hereunder. If
Buyer does not give Seller written objections prior to the end of the inspection
period, (objection Deadline), then this contract shall be deemed to be in full
force and effect and Buyer shall redeem the xxxxxxx money promissory note.
b. The closing shall take place within 20 days of final approval of the plat by
the City of Colorado Springs.
c. The tract of land shall be the southeast corner of the northwest corner of
Xxxxxx Park Blvd, and Powers Blvd, and shall be approximately 45,632 sf, with
the final size to be determined via the preliminary plat, and mutually agreed
upon during the inspection period.
d. The Seller shall be responsible for delivering to Buyer a platted lot,
including required offsite public improvements and for the installation of the
interior access roads and utilities, including water, gas, sewer and electric,
to the site.
e. The Purchase price shall be not less than $350,000 or $7.67 psf times the
actual size of the platted lot, with the purchase price to be adjusted up based
upon any difference in size of the final configuration versus the 45,632 sf
outlined above.
f. Buyer shall supply Seller with its development plan for the site so that
Seller can prepare a project development plan and plats for the City of Colorado
Springs. This Agreement is specifically contingent upon Seller getting the
necessary approvals from the City of Colorado Springs for the project
development plan and plats, on terms and conditions that are acceptable to
Seller at its sole discretion. Any changes to the Buyer's site development
plan requested by Seller or the City must be approved by the buyer. Buyer and
Seller must agree upon a mutually agreeable project landscape plan into which
Buyer will integrate its landscape plan.
g. Buyer and Seller to agree upon the site rough grading plan during the
inspection period.
h. Purchaser acknowledges and agrees that Seller has not made, does not make and
specifically negates and disclaims any representations, warranties, promises,
covenants, agreements or guaranties of any kind or character whatsoever, whether
express or implied, oral or written, past, present or future, of, as to,
concerning or with respect to (i) the value, nature, quality or condition of the
Property, including, without limitation, the water, soil and geology; (ii) the
income to be derived from the Property; (iii) the suitability of the Property
for any and all activities and uses which Purchaser may conduct thereon; (iv)
the compliance of or by the Property or its operation with any laws, rules,
ordinances or regulations of any applicable governmental authority or body; (v)
the habitability, merchantability, marketability, profitability or fitness for a
particular purpose of the Property, or (vi) any other matter with respect to the
Property; and Seller specifically disclaims any representations regarding
compliance with any environmental protection, pollution or land use laws, rules,
regulations, orders or requirements, including solid waste, as defined by the
U.S. Environmental Protection Agency regulations at 40 C.F.R., Part 261, or the
disposal or existence, in or on the Property, of asbestos or any hazardous
substance, as defined by the Comprehensive Environmental Response Compensation
and Liability Act of 1980, as amended, and regulations promulgated thereunder.
Purchaser further acknowledges and agrees that having been given the opportunity
to inspect the Property, Purchaser is relying solely on its own investigation of
the Property and not on any information provided or to be provided by Seller or
Broker other than as is stated in this Contract. Purchaser further acknowledges
and agrees that any information provided or to be provided by or on behalf of
Seller with respect to the Property was obtained from a variety of sources and
that Seller has not made any independent investigation or verification of such
information and makes no representations as to the accuracy or completeness of
such information. Seller is not liable or bound in any manner by any oral or
written statements, representations or information pertaining to the Property,
or the operation thereof, furnished by any real estate broker, agent, employee,
servant or other person. Purchaser further acknowledges and agrees that to the
maximum extent permitted by law, the sale of the Property as provided for herein
is made on an "AS IS" condition and basis with all faults. Purchaser and anyone
claiming by, through or under Purchaser hereby fully and irrevocably releases
Seller, his employees, representatives and agents, from any and all claims that
it may now or hereafter acquire against Seller, his employees, representatives
and agents for any cost, loss, liability, damage, expense, demand, action or
cause of action arising from or related to any defects, errors, omissions or
other conditions, including environmental matters, affecting the Property, or
any portion thereof. It is understood and agreed that the purchase price has
been adjusted by prior negotiation to reflect that all of the Property is sold
by Seller and purchased by Purchaser subject to the foregoing. In the event that
Purchaser does not notify Seller in writing, during the above 60 day period that
the property is not acceptable, "Notification," then this contract shall be
deemed to be in full force and effect, subject to the other provisions of the
Agreement.
i. Purchaser acknowledges timely disclosure by Xxxxx X. Xxxxxxxx, Xx., and
Highland Commercial Group that they are acting as Transaction Broker in this
transaction.
j. Xxxxxx Xxxx, a member of the purchasing entity hereby discloses that he is a
licensed real estate broker in the State of Colorado.
k. Seller will supply an ALTA survey of the property to Buyer.
l. Seller shall provide to Buyer a Reciprocal Easement Agreement to be used
throughout the project, a Common Area Maintenance Agreement to be used within
the project, and a reciprocal easement agreement between the subject property
and the adjacent property to the north, said Agreements to mutually agreed upon
prior to expiration of the inspection period.
m. Seller agrees to provide an irrevocable letter of credit, on a bank and in a
form that is approved by Buyer, said approval not to be unreasonably withheld,
to provide surety to Buyer that the on and off-site improvements will be made in
a timely manner. Said surety to be based upon signed engineering and
construction contracts that are approved by buyer and Seller. With this letter
of credit in place, Buyer will close per paragraph b above.
n. This contract is specifically contingent upon the necessary approvals from
the city for the plat and for the use of the site as a fast food restaurant. In
the event said approvals are not received on or before March 31, 1997, then
either party may extend this contract until April 30, 1997. If neither party
extends the contract then it shall be deemed terminated, xxxxxxx money shall be
returned to Buyer, and parties hereto released from obligations hereunder. Buyer
shall have the right to extend the contract, unilaterally, if the plat has not
been approved by April 30, 1997 until May 31st, 1997. In the event the plat is
not approved by May 31, 1997 then this contract shall terminate, xxxxxxx money
shall be returned to Buyer and parties hereto released from obligations
hereunder.
o. Buyer shall be entitled to a pro rata share of signage on one of the two
proposed project signs. The parties shall agree to the signage during the
inspection period.
