Exhibit 10.6
Approved by the Wisconsin Department
of Regulation and Licensing Wisconsin Real Estate, Inc.
-------------------------
6-1-00 (OPTIONAL USE DATE) WB-24 OPTION TO PURCHASE
-------------------------
5-1-00 (MANDATORY USE DATE) PAGE 1 OF 4
BROKER DRAFTING THIS OPTION ON 11-12-02 [DATE] IS AGENT OF [BUYER]
[STRIKE TWO]THE SELLER, XXXXXXX X. AND XXXXXXX X. XXXXXXX, HEREBY GRANTS TO
BUYER, UNITED WISCONSIN GRAIN PRODUCERS, LLC AN OPTION TO PURCHASE (OPTION)
THE PROPERTY KNOWN AS [STREET ADDRESS] LAND AND IMPROVEMENTS LOCATED IN SEC.
27 IN THE TOWNSHIP OF XXXXXXXX , COUNTY OF COLUMBIA , WISCONSIN, (IF THIS
OPTION IS TO BE RECORDED, INSERT LEGAL DESCRIPTION AT LINES 218-224 OR ATTACH
AS AN ADDENDUM PER LINE 225) ON THE FOLLOWING TERMS: [DEADLINE] FOR GRANT OF
OPTION THIS OPTION IS VOID UNLESS A COPY OF THE OPTION WHICH HAS BEEN SIGNED
BY OR ON BEHALF OF ALL OWNERS IS DELIVERED TO BUYER ON OR BEFORE NOVEMBER 17,
2002 (TIME IS OF THE ESSENCE). [OPTION] TERMS AN OPTION FEE OF $10,000.00
WILL BE PAID BY BUYER WITHIN 3 BUSINESS DAYS OF THE GRANTING OF THIS OPTION,
AND SHALL NOT BE REFUNDABLE IF THE OPTION IS NOT EXERCISED. IF THE OPTION IS
EXERCISED, $10,000.00 THE OPTION FEE SHALL BE A CREDIT AGAINST THE PURCHASE
PRICE AT CLOSING. THIS OPTION MAY ONLY BE EXERCISED BY DELIVERING WRITTEN
NOTICE TO SELLER NO LATER THAN MIDNIGHT MARCH 1, 2004 . BUYER MAY SIGN AND
DELIVER THE NOTICE AT LINES 247-248, OR MAY DELIVER ANY OTHER WRITTEN NOTICE
WHICH SPECIFICALLY INDICATES AN INTENT TO EXERCISE THIS OPTION. THIS OPTION
SHALL BE EXTENDED UNTIL, UPON PAYMENT OF $___________ IN CASH OR EQUIVALENT
TO SELLER ON OR BEFORE , AS AN OPTION EXTENSION FEE WHICH SHALL NOT BE
REFUNDABLE IF THIS OPTION IS NOT EXERCISED. IF THIS OPTION IS EXERCISED, $ OF
THE OPTION EXTENSION FEE SHALL BE A CREDIT AGAINST THE PURCHASE PRICE AT
CLOSING. THE OPTION FEE AND OPTION EXTENSION FEE SHALL BE (PAID DIRECTLY TO
SELLER) (HELD IN LISTING BROKER'S TRUST ACCOUNT
UNTIL________________________________________________________________________
________________________________________________) [STRIKE ONE]. THIS OPTION,
OR A SEPARATE INSTRUMENT EVIDENCING THIS OPTION, (MAY) (MAY NOT) STRIKE ONE.
BE RECORDED. CAUTION: FAILURE TO RECORD MAY BE GVEN PERSONS WITH SUBSEQUENT
INTERESTS IN THE PROPERTY PRIORITY OVER THIS OPTION. [TERMS OF PURCHASE] IF
THIS OPTION IS EXERCISED PER THE TERMS OF THIS OPTION, THE FOLLOWING SHALL BE
THE TERMS OF PURCHASE: PURCHASE PRICE: ONE MILLION DOLLARS DOLLARS ($
1,000,000 ) WILL BE PAID IN CASH OR EQUIVALENT AT CLOSING UNLESS OTHERWISE
PROVIDED BELOW. ADDITIONAL ITEMS INCLUDED IN PURCHASE PRICE: SELLER SHALL
INCLUDE IN THE PURCHASE PRICE AND TRANSFER FREE AND CLEAR OF ENCUMBRANCES,
ALL FIXTURES, AS DEFINED AT LINES 172-175 AND AS MAY BE ON THE PROPERTY ON
THE DATE OF THIS OPTION, UNLESS EXCLUDED AT LINES 28-29, AND THE FOLLOWING
ADDITIONAL
ITEMS:_______________________________________________________________
_____________________________________________________________________________
ITEMS NOT INCLUDED IN THE PURCHASE PRICE: PERSONAL PROPERTY CONVEYANCE OF
TITLE: UPON PAYMENT OF THE PURCHASE PRICE, SELLER SHALL CONVEY THE PROPERTY
BY WARRANTY DEED (OR OTHER CONVEYANCE AS PROVIDED HEREIN) FREE AND CLEAR OF
ALL LIENS AND ENCUMBRANCES, EXCEPT MUNICIPAL AND ZONING ORDINANCES AND
AGREEMENTS ENTERED UNDER THEM, RECORDED EASEMENTS FOR THE DISTRIBUTION OF
UTILITY AND MUNICIPAL SERVICES, RECORDED BUILDING AND USE RESTRICTIONS AND
COVENANTS, GENERAL TAXES LEVIED IN THE YEAR OF CLOSING
AND_______________________________________________
____________________________________________________________________________
(PROVIDED NONE OF THE FOREGOING PROHIBIT PRESENT USE OF THE PROPERTY), WHICH
CONSTITUTES MERCHANTABLE TITLE FOR PURPOSES OF THIS TRANSACTION. XXXXXX
FURTHER AGREES TO COMPLETE AND EXECUTE THE DOCUMENTS NECESSARY TO RECORD THE
CONVEYANCE. [PLACE OF CLOSING] THIS TRANSACTION IS TO BE CLOSED AT THE PLACE
DESIGNATED BY BUYER'S MORTGAGEE OR R.W. WISCONSIN REAL ESTATE, INC. WITHIN
____ DAYS AFTER THE EXERCISE OF THE OPTION, UNLESS ANOTHER DATE OR PLACE IS
AGREED IN WRITING. [OCCUPANCY] OCCUPANCY OF THE ENTIRE PROPERTY SHALL BE
GIVEN TO BUYER AT CLOSING UNLESS OTHERWISE PROVIDED IN THIS OPTION (LINES
218-224 OR IN AN ADDENDUM PER LINE 225). OCCUPANCY SHALL BE GIVEN SUBJECT TO
TENANT'S RIGHTS, IF ANY. CAUTION: CONSIDER AN AGREEMENT WHICH ADDRESSES
RESPONSIBILITY FOR CLEARING THE PROPERTY OF PERSONAL PROPERTY AND DEBRIS, IF
APPLICABLE. [LEASED PROPERTY] IF PROPERTY IS CURRENTLY LEASED AND LEASE(S)
EXTEND BEYOND CLOSING, SELLER SHALL ASSIGN SELLER'S RIGHTS UNDER THE LEASE(S)
AND TRANSFER AS SECURITY DEPOSITS AND PREPAID RENTS THEREUNDER TO BUYER AT
CLOSING. THE TERMS OF THE (WRITTEN)(ORAL) [STRIKE ONE] LEASE(S), IF ANY, ARE
--___________________________________________________
_______________________________[CLOSING PRORATIONS] THE FOLLOWING ITEMS SHALL
BE PRORATED AT CLOSING: REAL ESTATE TAXES, RENTS, PRIVATE AND MUNICIPAL
CHARGES, PROPERTY OWNER'S ASSOCIATION ASSESSMENTS, FUEL AND
--___________________________
______________________________________________________________________________.
ANY INCOME, TAXES OR EXPENSES SHALL ACCRUE TO SELLER, AND BE PRORATED,
THROUGH THE DAY PRIOR TO CLOSING. NET GENERAL REAL ESTATE TAXES SHALL BE
PRORATED BASED ON (THE NET GENERAL REAL ESTATES TAXES FOR THE CURRENT YEAR,
IF KNOWN, OTHERWISE ON THE NET GENERAL REAL ESTATE TAXES FOR THE PRECEDING
YEAR) (--________________
_________________________________________________________________ ),
[STRIKE AND COMPLETE AS APPLICABLE] CAUTION: OF PRORATION ON THE BASIS OF NET
GENERAL REAL ESTATE TAXES IS NOT ACCEPTABLE (FOR EXAMPLE, COMPLETED/PENDING
REASSESSMENT, CHANGING MILL RATE, LOTTERY CREDITS), INSERT ESTIMATED ANNUAL
TAX OR OTHER FORMULA FOR PRORATION. [ZONING] SELLER REPRESENTS THAT THE
PROPERTY IS ZONED NONE [REPRESENTATIONS REGARDING PROPERTY AND TRANSACTION]
SELLER REPRESENTS TO BUYER THAT AS OF THE DATE SELLER GRANTS THIS OPTION
SELLER HAS NO NOTICE OR KNOWLEDGE OF CONDITIONS AFFECTING THE PROPERTY OR
TRANSACTION (AS DEFINED AT LIENS 63-88) OTHER THAN THOSE IDENTIFIED IN
SELLER'S PROPERTY CONDITION REPORT DATED NONE WHICH WAS RECEIVED BY BUYER
PRIOR TO BUYER SIGNING THIS OPTION [COMPLETE DATE OR STRIKE AS APPLICABLE]
AND N/A
SELLER AGREES TO NOTIFY BUYER OF ANY CONDITION AFFECTING THE PROPERTY OR
TRANSACTION WHICH IS MATERIALLY INCONSISTENT WITH THE ABOVE REPRESENTATIONS,
WHICH ARISES AFTER THIS OPTION IS GRANTED, BUT PRIOR TO EXERCISE OF THIS OPTION.
BUYER SHALL HAVE REASONABLE ACCESS TO THE PROPERTY, UPON REASONABLE NOTICE, FROM
TIME THIS OPTION IS GRANTED UNTIL THE TIME FOR CLOSING, FOR THE PURPOSE OF
INSPECTING AND TESTING THE PROPERTY TO THE EXTENT REASONABLY NECESSARY TO
FULFILL THE INSPECTION AND TESTING PROVISIONS OF THIS OPTION. (SEE LINES
110-124).
A "CONDITION AFFECTING THE PROPERTY OR TRANSACTION" IS DEFINED AS FOLLOWS:
(a) PLANNED OR COMMENCED PUBLIC IMPROVEMENTS WHICH MAY RESULT IN SPECIAL
ASSESSMENTS OR OTHERWISE MATERIALLY AFFECT THE PROPERTY OR THE PRESENT
USE OF THE PROPERTY;
(b) COMPLETED OR PENDING REASSESSMENT OF THE PROPERTY FOR PROPERTY TAX
PURPOSES;
(c) GOVERNMENT AGENCY OR COURT ORDER REQUIRING REPAIR, ALTERATION OR
CORRECTION OF ANY EXISTING CONDITION;
(d) ANY LAND DIVISION INVOLVING THE SUBJECT PROPERTY, FOR WHICH REQUIRED
STATE OR LOCAL APPROVALS HAVE NOT BEEN OBTAINED;
(e) ANY PORTION OF THE PROPERTY BEING IN A 100 YEAR FLOODPLAIN, A WETLAND
OR A SHORELAND ZONING AREA UNDER LOCAL, STATE OR FEDERAL LAWS;
(f) CONDITIONS CONSTITUTING A SIGNIFICANT HEALTH OR SAFETY HAZARD FOR
OCCUPANTS OF PROPERTY; NOTE: POSSIBLE LBP DISCLOSURE REQUIREMENT.
(g) UNDERGROUND OR ABOVEGROUND STORAGE TANKS ON THE PROPERTY FOR STORAGE OF
FLAMMABLE OR COMBUSTIBLE LIQUIDS INCLUDING BUT NOT LIMITED TO GASOLINE
AND HEATING OF WHICH ARE CURRENTLY OR WHICH WERE PREVIOUSLY LOCATED ON
THE PROPERTY; NOTE: WIS. ADM. CODE, CHAPTER COMM. 10 CONTAINS
REGISTRATION AND OPERATION RULES FOR MUCH UNDERGROUND AND ABOVEGROUND
STORAGE TANKS.
(h) MATERIAL VIOLATIONS OF ENVIRONMENTAL LAWS OR OTHER LAWS OR AGREEMENTS
REGULATING THE USE OF THE PROPERTY;
(i) HIGH VOLTAGE ELECTRIC (100 KV OR GREATER) OR STEEL NATURAL GAS
TRANSMISSION LINES LOCATED ON BUT NOT DIRECTLY SERVING THE PROPERTY;
(j) ANY PORTION OF THE PROPERTY BEING SUBJECT TO, OR IN VIOLATION OF A
FARMLAND PRESERVATION AGREEMENT UNDER A COUNTY FARMLAND PRESERVATION
PLAN OR ENROLLED IN, OR IN VIOLATION OF, A FOREST CROP, WOODLAND TAX,
MANAGED FOREST, CONSERVATION RESERVE OR COMPARABLE PROGRAM;
(k) BOUNDARY DISPUTES OR MATERIAL VIOLATION OF FENCE LAWS (WIS. STATE.
CHAPTER 90) WHICH REQUIRE THE ERECTION AND MAINTENANCE OF LEGAL FENCES
BETWEEN ADJOINING PROPERTIES WHERE ONE OR BOTH OF THE PROPERTIES IS
USED AND OCCUPIED FOR FARMING OR GRAZING PURPOSES;
(l) XXXXX ON THE PROPERTY REQUIRED TO BE ABANDONED UNDER STATE REGULATIONS
(WIS. ADM. CODE NR 112.25) BUT WHICH ARE NOT ABANDONED;
(m) CISTERNS OR SEPTIC TANKS ON THE PROPERTY WHICH ARE CURRENTLY NOT
SERVICING THE PROPERTY;
(n) SUBSOIL CONDITIONS WHICH WOULD SIGNIFICANTLY INCREASE THE COST OF
BUILDING ON THE PROPERTY INCLUDING, BUT NOT LIMITED SUBSURFACE
FOUNDATIONS, ORGANIZE OR NON-ORGANIC FILL, DUMPSITES OR CONTAINERS ON
PROPERTY WHICH CONTAINED OR CURRENTLY CONTAIN TOXIC OR HAZARDOUS
MATERIALS, GROUNDWATER, SOIL CONDITIONS (E.G. LOW LOAD BEARING
CAPACITY) OR EXCESSIVE ROCKS OR ROCK FORMATIONS ON THE PROPERTY;
(o) A LACK OF LEGAL VEHICULAR ACCESS TO THE PROPERTY FROM PUBLIC ROADS;
(p) PRIOR REIMBURSEMENT FOR CORRECTIVE ACTION COSTS UNDER THE AGRICULTURAL
CHEMICAL CLEANUP PROGRAM (WIS. STATS.SS.94.73);
(q) OTHER CONDITIONS OR OCCURRENCES WHICH WOULD REDUCE THE VALUE OF THE
PROPERTY TO A REASONABLE PERSON WITH KNOWLEDGE OF THE NATURE AND SCOPE
OF THE CONDITION OR OCCURRENCE.
PROPERTY DIMENSIONS AND SURVEYS: BUYER ACKNOWLEDGES THAT ANY LAND
DIMENSIONS, TOTAL SQUARE FOOTAGE/ACREAGE FIGURES OR ALLOCATION OF ACREAGE
INFORMATION PROVIDED TO BUYER BY SELLER OR BY A BROKER, MAY BE APPROXIMATE
BECAUSE OF ROUNDING OR OTHER REASONS, UNLESS VERIFIED BY SURVEY OR OTHER MEANS.
CAUTION: BUYER SHOULD VERIFY LAND DIMENSIONS, TOTAL SQUARE FOOTAGE/AVERAGE
FIGURES OR ALLOCATION OF ACREAGE INFORMATION IF MATERIAL TO BUYER'S DECISION TO
PURCHASE.
PROPERTY DAMAGE BETWEEN EXERCISE OF OPTION AND CLOSING: SELLER SHALL
MAINTAIN THE PROPERTY UNTIL THE EARLIER OF CLOSING OR OCCUPANCY OF BUYER IN
MATERIALLY THE SAME CONDITION AS OF THE DATE BUYER EXERCISES THIS OPTION, EXCEPT
FOR ORDINARY WEAR AND TEAR, IF PRIOR TO CLOSING, THE PROPERTY IS DAMAGED IN AN
AMOUNT OF NOT MORE THAN FIVE PER CENT (5%) OF THE PURCHASE PRICE, SELLER SHALL
BE OBLIGATED TO REPAIR THE PROPERTY AND RESTORE IT TO THE SAME CONDITION THAT IT
WAS ON THE DAY THIS OPTION IS EXERCISED. IF THE DAMAGE IS GREATER THAN 5% OF THE
PURCHASE PRICE, SELLER SHALL PROMPTLY NOTIFY BUYER IN WRITING OF THE DAMAGE AND
THIS OPTION MAY BE RESCINDED BY BUYER AND ALL OPTION FEES PAID BY BUYER SHALL BE
IMMEDIATELY RETURNED TO BUYER. SHOULD BUYER ELECT TO EXERCISE THIS OPTION
DESPITE SUCH DAMAGE, SELLER SHALL EITHER REPAIR THE PROPERTY AND RESTORE IT TO
THE SAME CONDITION THAT IT WAS ON THE DAY OF EXERCISE OF THIS OPTION, EXCEPT FOR
ORDINARY WEAR AND TEAR OF BUYER SHALL BE ENTITLED TO THE INSURANCE PROCEEDS
RELATING TO THE DAMAGE TO THE PROPERTY, PLUS A CREDIT TOWARDS THE PURCHASE PRICE
EQUAL TO THE AMOUNT OF SELLER'S DEDUCTIBLE ON SUCH POLICY.
BUYER DUE DILIGENCE: PRIOR TO EXERCISING THIS OPTION BUYER MAY NEED TO
PERFORM CERTAIN INSPECTIONS, INVESTIGATIONS AND TESTING BUYER IS ONLY AUTHORIZED
TO DO THOSE INSPECTIONS, INVESTIGATIONS AND TASKS WHICH ARE AUTHORIZED AT LINES
196-200 OR LINES 218-226. IN ADDITION TO THESE INSPECTIONS, INVESTIGATIONS AND
TESTS, BUYER MAY NEED TO OBTAIN FINANCING, APPROVALS OR OTHER INFORMATION,
INCLUDING BUT NOT LIMITED TO BUILDING PERMITS, ZONING VARIANCES, ARCHITECTURAL
CONTROL COMMITTEE APPROVALS, REVIEW OF CONDOMINIUM DOCUMENTS, REVIEW OF BUSINESS
RECORDS, ESTIMATES FOR UTILITY HOOK-UP EXPENSES, SPECIAL ASSESSMENTS, CHARGES
FOR INSTALLATION OF ROADS OR UTILITIES, ETC. WARNING: IF BUYER CONTEMPLATES
DEVELOPING PROPERTY OR A USE OTHER THAN THE CURRENT USE, THERE ARE A VARIETY OF
ISSUES WHICH SHOULD BE ADDRESSED IN ORDER TO DETERMINE THE FEASIBILITY OF
DEVELOPMENT OF, OR A PARTICULAR USE FOR, A PROPERTY. BUYER IS SOLELY RESPONSIBLE
FOR ALL EXPENSES RELATING TO FINANCING, INSPECTIONS, INVESTIGATIONS, TESTING,
APPROVALS, PERMITS, ESTIMATES, ETC.
INSPECTIONS: AN "INSPECTION" IS DEFINED AS AN OBSERVATION OF THE
PROPERTY WHICH DOES NOT INCLUDE TESTING OF THE PROPERTY, OTHER THAN TESTING FOR
LEAKING LP GAS OR NATURAL GAS USED AS A FUEL SOURCE, WHICH ARE HEREBY
AUTHORIZED. XXXXXX AGREES TO ALLOW XXXXX'S INSPECTORS REASONABLE ACCESS TO THE
PROPERTY UPON REASONABLE NOTICE FOR THOSE INSPECTIONS AUTHORIZED AT LINES
197-198. XXXXX AGREES TO PROMPTLY RESTORE THE PROPERTY TO ITS ORIGINAL CONDITION
AFTER BUYER'S INSPECTIONS ARE COMPLETED, UNLESS OTHERWISE AGREED IN THIS OPTION.
TESTING: EXCEPT AS OTHERWISE PROVIDE, SELLER'S AUTHORIZATION FOR
INSPECTIONS DOES NOT AUTHORIZE BUYER TO CONDUCT TESTING OF THE PROPERTY. A
"TEST" IS DEFINED AS THE TAKING OF SAMPLES OF MATERIALS SUCH AS SOILS, WATER,
AIR OR BUILDING MATERIALS FROM THE PROPERTY AND THE LABORATORY OR OTHER ANALYSIS
OF THESE MATERIALS. XXXXXX AGREES TO ALLOW BUYER'S TESTERS REASONABLE ACCESS TO
THE PROPERTY UPON REASONABLE NOTICE FOR THOSE TESTS AUTHORIZED AT LINES 199-200.
NOTE: THE AUTHORIZATION FOR TESTING SHOULD SPECIFY THE AREAS OF THE PROPERTY TO
BE TESTED, THE PURPOSE OF THE TEST, (E.G., TO DETERMINE IF ENVIRONMENTAL
CONTAMINATION IS PRESENT), ANY LIMITATIONS ON BUYER'S TESTING AND ANY OTHER
MATERIAL TERMS OF THE AUTHORIZATION. UNLESS OTHERWISE AGREED, BUYER SHALL RETURN
THE PROPERTY TO ITS ORIGINAL CONDITION FOLLOWING TESTING. SELLER ACKNOWLEDGES
THAT CERTAIN INSPECTIONS OR TESTS MAY DETECT ENVIRONMENTAL POLLUTION WHICH MAY
BE REQUIRED TO BE REPORTED TO THE WISCONSIN DEPARTMENT OF NATURAL RESOURCES.
PRE-CLOSING INSPECTION: AT A REASONABLE TIME, PRE-APPROVED BY SELLER OR
SELLER'S AGENT, WITHIN 3 DAYS BEFORE CLOSING, BUYER SHALL HAVE THE RIGHT TO
INSPECT THE PROPERTY TO DETERMINE THAT THERE HAS BEEN NO SIGNIFICANT CHANGE IN
THE CONDITION OF THE PROPERTY, EXCEPT FOR CHANGES APPROVED BY BUYER.
CONDOMINIUM DISCLOSURES: IF THE PROPERTY IS A CONDOMINIUM, SELLER
AGREES TO PROVIDE BUYER, AT SELLER'S COST (SEE WISCONSIN STATUTES SS.
703.20(2)), COMPLETE, CURRENT COPIES OF DISCLOSURE MATERIALS (ORGANIZATION AND
OPERATIONAL DOCUMENTS, PLANS, FINANCIAL
STATEMENTS, AND IN THE CASE OF A CONVERSION CONDOMINIUM PROPERTY INFORMATION) AS
REQUIRED BY WISCONSIN STATUTES SS. 703.33 NO LATER THAN 15 DAYS PRIOR TO CLOSING
AND ANY AMENDMENT TO THESE MATERIALS PROMPTLY AFTER ITS ADOPTION (EXCEPT AS
LIMITED FOR SMALL RESIDENTIAL CONDOMINIUMS PER WISCONSIN STATUTES SS. 703.365).
THESE MATERIALS ARE AVAILABLE AT COST FROM THE CONDOMINIUM ASSOCIATION. AS
PROVIDED IN WISCONSIN STATUTES SS. 703.33(4), BUYER MAY, WITHIN FIVE BUSINESS
DAYS AFTER RECEIPT OF THESE DOCUMENTS, INCLUDING ANY MATERIAL MODIFICATION
THERETO, RESCIND THIS OPTION BY WRITTEN NOTICE MAILED OR DELIVERED TO SELLER,
THE DATE OF MAILING OR ACTUAL DELIVERY BEING THE EFFECTIVE DATE OF NOTICE.
[TITLE EVIDENCE]
FORM OF TITLE EVIDENCE: SELLER SHALL GIVE EVIDENCE OF TITLE IN THE FORM OF AN
OWNER'S POLICY OF TITLE INSURANCE IN THE AMOUNT OF THE PURCHASE PRICE ON A
CURRENT ALTA FORM ISSUED BY AN INSURER LICENSED TO WRITE TITLE INSURANCE IN
WISCONSIN. CAUTION: IF TITLE EVIDENCE WILL BE GIVEN BY ABSTRACT, STRIKE TITLE
INSURANCE PROVISIONS AND INSERT ABSTRACT PROVISIONS.
PROVISION OF MERCHANTABLE TITLE: SELLER SHALL PAY ALL COSTS OF PROVIDING
TITLE EVIDENCE. FOR PURPOSES OF CLOSING, TITLE EVIDENCE SHALL BE ACCEPTABLE IF
THE COMMITMENT FOR THE REQUIRED TITLE INSURANCE IS DELIVERED TO BUYER'S ATTORNEY
OR BUYER NOT LESS THAN 3 BUSINESS DAYS BEFORE CLOSING, SHOWING TITLE TO THE
PROPERTY AS OF A DATE NO MORE THAN 15 DAYS BEFORE DELIVERY OF SUCH TITLE
EVIDENCE TO BE MERCHANTABLE, SUBJECT ONLY TO LIENS WHICH WILL BE PAID OUT OF THE
PROCEEDS OF CLOSING AND STANDARD TITLE INSURANCE REQUIREMENTS AND EXCEPTIONS, AS
APPROPRIATE. CAUTION: BUYER SHOULD CONSIDER UPDATING THE EFFECTIVE DATE OF THE
TITLE COMMITMENT PRIOR TO CLOSING OR A "GAP ENDORSEMENT" WHICH WOULD INSURE OVER
LIENS FILED BETWEEN THE EFFECTIVE DATE OF THE COMMITMENT AND THE DATE THE DEED
IS RECORDED.
TITLE ACCEPTABLE FOR CLOSING: IF TITLE IS NOT ACCEPTABLE FOR CLOSING,
BUYER SHALL NOTIFY SELLER IN WRITING OF OBJECTIONS TO TITLE BY THE TIME SET FOR
CLOSING. IN SUCH EVENT, SELLER SHALL HAVE A REASONABLE TIME, NOT EXCEEDING 15
DAYS, TO REMOVE THE OBJECTIONS, AND THE TIME FOR CLOSING SHALL BE EXTENDED AS
NECESSARY FOR THIS PURPOSE. IN THE EVENT THAT XXXXXX IS UNABLE TO REMOVE SAID
OBJECTIONS, BUYER SHALL HAVE 5 DAYS FROM RECEIPT OF NOTICE THEREOF, TO DELIVER
WRITTEN NOTICE WAIVING THE OBJECTIONS, AND THE TIME FOR CLOSING SHALL BE
EXTENDED ACCORDINGLY. IF BUYER DOES NOT WAIVE THE OBJECTIONS, THIS OPTION SHALL
BE NULL AND VOID. PROVIDING TITLE EVIDENCE ACCEPTABLE FOR CLOSING DOES NOT
EXTINGUISH SELLER'S OBLIGATIONS TO GIVE MERCHANTABLE TITLE TO BUYER.
SPECIAL ASSESSMENTS: SPECIAL ASSESSMENTS, IF ANY, FOR WORK ACTUALLY
COMMENCED OR LEVIED PRIOR TO DATE THIS OPTION IS EXERCISED SHALL BE PAID BY
SELLER NO LATER THAN CLOSING. ALL OTHER SPECIAL ASSESSMENTS SHALL BE PAID BY
BUYER. CAUTION: CONSIDER A SPECIAL AGREEMENT IF AREA ASSESSMENT, PROPERTY OWNERS
ASSOCIATION ASSESSMENTS OR OTHER EXPENSES ARE CONTEMPLATED. "OTHER EXPENSES" ARE
ONE-TIME CHARGES OR ONGOING USE FEES FOR PUBLIC IMPROVEMENTS (OTHER THAN THOSE
RESULTING IN SPECIAL ASSESSMENTS) RELATING TO CURB, GUTTER, STREET, SIDEWALK,
SANITARY AND STORMWATER AND STORM SEWER (INCLUDING ALL SEWER MAINS AND HOOK-UP
AND INTERCEPTOR CHARGES), PARKS, STREET LIGHTING AND STREET TREES, IMPACT FEES
FOR OTHER PUBLIC FACILITIES, AS DEFINED IN WIS. STAT. SS. 86.85(1)(C) & (F).
[DELIVERY RECEIPT]
UNLESS OTHERWISE STATED IN THIS OPTION, ANY SIGNED DOCUMENT TRANSMITTED BY
FACSIMILE MACHINE (FAX) SHALL BE TREATED IN ALL MANNER AND RESPECTS AS AN
ORIGINAL DOCUMENT AND THE SIGNATURE OF ANY PARTY UPON A DOCUMENT TRANSMITTED BY
FAX SHALL BE CONSIDERED AN ORIGINAL SIGNATURE. PERSONAL DELIVERY TO, OR ACTUAL
RECEIPT BY, ANY NAMED BUYER OR SELLER CONSTITUTES PERSONAL DELIVERY TO, OR
ACTUAL RECEIPT BY BUYER OR SELLER. ONCE RECEIVED, A NOTICE CANNOT BE WITHDRAWN
BY THE PARTY DELIVERING THE NOTICE WITHOUT THE CONSENT OF THE PARTY RECEIVING
THE NOTICE. A PARTY MAY NOT UNILATERALLY REINSTATE A CONTINGENCY AFTER A NOTICE
OF A CONTINGENCY WAIVER HAS BEEN RECEIVED BY THE OTHER PARTY. THE DELIVERY
PROVISIONS IN THIS OPTION MAY BE MODIFIED WHEN APPROPRIATE (E.G., WHEN MAIL
DELIVERY IS NOT DESIRABLE (SEE LINES 203-209). BUYER AND SELLER AUTHORIZE THE
AGENTS OF BUYER AND SELLER TO DISTRIBUTE COPIES OF THE OPTION TO BUYER'S LENDER,
APPRAISERS, TITLE INSURANCE COMPANIES AND ANY OTHER SETTLEMENT SERVICE PROVIDERS
FOR THE TRANSACTION AS DEFINED BY THE REAL ESTATE SETTLEMENT PROCEDURES ACT
(RESPA).
[DATES AND DEADLINES]
DEADLINES EXPRESSED AS A NUMBER OF "DAYS" FROM AN EVENT, SUCH AS EXERCISE OF
THIS OPTION, ARE CALCULATED BY EXCLUDING THE DAY THE EVENT OCCURRED AND BY
COUNTING SUBSEQUENT CALENDAR DAYS. THE DEADLINE EXPIRES AT MIDNIGHT ON THE LAST
DAY. DEADLINES EXPRESSED AS A SPECIFIC NUMBER OF "BUSINESS DAYS" EXCLUDE
SATURDAYS, SUNDAYS, ANY LEGAL PUBLIC HOLIDAY UNDER WISCONSIN OR FEDERAL LAW, AND
OTHER DAY DESIGNATED BY THE PRESIDENT SUCH THAT THE POSTAL SERVICE DOES NOT
RECEIVE REGISTERED MAIL OR MAKE REGULAR DELIVERIES ON THAT DAY. DEADLINES
EXPRESSED AS A SPECIFIC NUMBER OF "HOURS" FROM THE OCCURRENCE OF AN EVENT, SUCH
AS RECEIPT OF A NOTICE, ARE CALCULATED FROM THE EXACT TIME OF THE EVENT, AND BY
COUNTING 24 HOURS PER CALENDAR DAY. DEADLINES EXPRESSED AS A SPECIFIC DAY OF THE
CALENDAR YEAR OF AS THE DAY OF A SPECIFIC EVENT, SUCH AS CLOSING, EXPIRE AT
MIDNIGHT OF THAT DAY.
[FIXTURES] A "FIXTURE" IS DEFINED AS AN ITEM OF PROPERTY WHICH IS PHYSICALLY
ATTACHED TO OR SO CLOSELY ASSOCIATED WITH LAND OR IMPROVEMENTS SO AS TO BE
TREATED AS PART OF THE REAL ESTATE, INCLUDING, WITHOUT LIMITATION, PHYSICALLY
ATTACHED ITEMS NOT EASILY REMOVABLE WITHOUT DAMAGE TO THE PROPERTY, ITEMS
SPECIFICALLY ADAPTED TO THE PROPERTY, AND ITEMS CUSTOMARILY TREATED AS FIXTURES.
[ENTIRE CONTRACT]
THIS OPTION, INCLUDING ANY AMENDMENTS TO IT, CONTAINS THE ENTIRE AGREEMENT OF
THE BUYER AND SELLER REGARDING THE TRANSACTION. ALL PRIOR NEGOTIATIONS AND
DISCUSSIONS HAVE BEEN MERGED INTO THIS OPTION. THIS AGREEMENT BINDS AND INURES
TO THE BENEFIT OF THE PARTIES TO THIS OPTION AND THEIR SUCCESSORS IN INTEREST.
[DEFAULT] SELLER AND BUYER EACH HAVE THE LEGAL DUTY TO USE GOOD FAITH AND DUE
DILIGENCE IN COMPLETING THE TERMS AND CONDITIONS OF THE TERMS OF PURCHASE AFTER
EXERCISE OF THIS OPTION. A MATERIAL FAILURE TO PERFORM ANY OBLIGATION UNDER THE
TERMS OF PURCHASE AFTER EXERCISE OF THIS OPTION IS A DEFAULT WHICH MAY SUBJECT
THE DEFAULTING PARTY TO LIABILITY FOR DAMAGES OR OTHER LEGAL REMEDIES.
IF BUYER DEFAULTS UNDER THE TERMS OF PURCHASE AFTER EXERCISE OF THIS
OPTION, SELLER MAY
(1) SUE FOR SPECIFIC PERFORMANCE AND REQUEST THE XXXXXXX MONEY AS
PARTIAL PAYMENT OF THE PURCHASE PRICE; OR
(2) TERMINATE THE PURCHASE AGREEMENT AND HAVE THE OPTION TO SUE FOR
ACTUAL DAMAGES.
IF SELLER DEFAULTS UNDER THE TERMS OF PURCHASE AFTER EXERCISE OF THIS
OPTION, BUYER MAY:
(1) SUE FOR SPECIFIC PERFORMANCE; OR
(2)TERMINATE THE PURCHASE AGREEMENT AND SUE FOR ACTUAL DAMAGES. IN
ADDITION, THE PARTIES MAY SEEK ANY OTHER REMEDIES AVAILABLE IN LAW OR
EQUITY.
THE PARTIES UNDERSTAND THAT THE AVAILABILITY OF ANY JUDICIAL REMEDY
WILL DEPEND UPON THE CIRCUMSTANCES OF THE SITUATION AND THE DISCRETION OF THE
COURTS. IF EITHER PARTY DEFAULTS, THE PARTIES MAY RENEGOTIATE THE TERMS OF
PURCHASE OR SEEK NONJUDICIAL DISPUTE RESOLUTION INSTEAD OF THE REMEDIES OUTLINED
ABOVE. BY AGREEING TO BINDING ARBITRATION, THE PARTIES MAY LOSE THE RIGHT TO
LITIGATE IN A COURT OF LAW THOSE DISPUTES COVERED BY THE ARBITRATION AGREEMENT.
[RENTAL WEATHERIZATION] UNLESS OTHERWISE AGREED BUYER SHALL BE RESPONSIBLE FOR
COMPLIANCE WITH RENTAL WEATHERIZATION STANDARDS (WIS. ADM. CODE COMM. 67), IF
APPLICABLE.
PROPERTY ADDRESS: SEC. 27 PACIFIC TOWNSHIP OF XXXXXXXX, COLUMBIA COUNTY (PAGE 4
OF 4, WB-24) [AUTHORIZATION FOR INSPECTIONS] AND TESTS BUYER IS AUTHORIZED TO
CONDUCT THE FOLLOWING INSPECTIONS AND TESTS (SEE LINES 110-121). INSPECTIONS: DO
SOIL BORINGS TESTS: ---
___________________________________________________________________[DELIVERY]
OF DOCUMENTS AND WRITTEN NOTICES UNLESS OTHERWISE STATED IN THIS OPTION,
DELIVERY OF DOCUMENTS AND WRITTEN NOTICES TO A PARTY SHALL BE EFFECTIVE ONLY
WHEN ACCOMPLISHED BY ONE OF THE METHODS SPECIFIED AT LINES 203-212.(1) BY
DEPOSITING THE DOCUMENT OR WRITTEN NOTICE POSTAGE OR FEES PREPAID IN THE U.S.
MAIL OR FEES PREPAID OR CHARGED TO AN ACCOUNT WITH A COMMERCIAL DELIVERY
SERVICE, ADDRESSED EITHER TO THE PARTY, OR TO THE PARTY'S RECIPIENT FOR DELIVERY
DESIGNATED AT LINES 206 OR 208 (IF ANY), FOR DELIVERY TO THE PARTY'S DELIVERY
ADDRESS AT LINES 207 OR 208. SELLER'S RECIPIENT FOR DELIVERY
(OPTIONAL):_____________________________________
____________________________________ SELLER'S DELIVERY ADDRESS: N 7990 CO E.F.
COLUMBIA, WI 53923 BUYER'S RECIPIENT FOR DELIVERY (OPTIONAL): BUYER'S DELIVERY
ADDRESS: 0000 X. XXXXXX XXXXXX, XXXXXX XXX, XX 00000 (2) BY GIVING THE DOCUMENT
OR WRITTEN NOTICE PERSONALLY TO THE PARTY OR THE PARTY'S RECIPIENT FOR DELIVERY
IF AN INDIVIDUAL IS DESIGNATED AT LINES 206 OR 208. (3) BY FAX TRANSMISSION OF
THE DOCUMENT OR WRITTEN NOTICE TO THE FOLLOWING TELEPHONE NUMBER: BUYER: ( )
SELLER: (000 ) 000-0000 ---------------------- ------------------ [TIME IS OF]
THE ESSENCE "TIME IS OF THE ESSENCE" AS TO PAYMENT OF OPTION FEES AND EXTENSION
FEE AND ALL OTHER DATES AND DEADLINES IN THIS OPTION EXCEPT: --- _____
___________________________________ . IF "TIME IS OF THE ESSENCE" APPLIES TO A
DATE OR DEADLINE, FAILURE TO PERFORM BY THE EXACT DATE OR DEADLINE IS A BREACH
OF CONTRACT. IF "TIME IS OF THE ESSENCE" DOES NOT APPLY TO A DATE OR DEADLINE,
THEN PERFORMANCE WITH A REASONABLE TIME OF THE DATE OR DEADLINE IS ALLOWED
BEFORE A BREACH OCCURS. THIS OPTION (IS) (IS NOT) [STRIKE] ONE ASSIGNABLE. THIS
PROPERTY (IS ) (IS NOT) [STRIKE ONE] HOMESTEAD PROPERTY. ADDITIONAL PROVISIONS
WILL CLOSE ON PROPERTY AFTER MAY 30, 2003. BUYERS HAVE RIGHT TO DISCHARGE WATER
IN DITCH ON WEST SIDE OF E.F. IT WILL BE BUYER'S COST TO CLEAN AND MAINTAIN THE
DITCH. BUYER TO GIVE SELLER 90 DAY NOTICE TO CLOSING. IF CROPS ARE PLANTED
BUYERS TO PAY FOR ANY DAMAGE OR LET SELLER HARVEST CROP. [ADDENDA] THE
ATTACHED___________________________________________________________ IS/ARE MADE
PART OF THIS OPTION. IF GRANTED, THIS OPTION CAN CREATE A LEGALLY ENFORCEABLE
CONTRACT. BOTH PARTIES SHOULD READ THIS OPTION AND ALL ATTACHMENTS CAREFULLY.
BROKERS MAY PROVIDE A GENERAL EXPLANATION OF THE PROVISIONS OF THE OPTION BUT
ARE PROHIBITED BY LAW FROM GIVING ADVICE OR OPINIONS CONCERNING YOUR LEGAL
RIGHTS UNDER THIS OPTION OR HOW TITLE SHOULD BE TAKEN AT CLOSING IF THE OPTION
IS EXERCISED. AN ATTORNEY SHOULD BE CONSULTED IF LEGAL ADVICE IS NEEDED. THIS
OPTION WAS DRAFTED ON 11/12/2002 (DATE) BY [LICENSE AND FIRM] XXXX X.
XXXXXXXXXXX X.X. WIS. REAL ESTATE, INC.
(X)
-------------------------------------------- ------------------------------------- ----------------
BUYER'S SIGNATURE PRINT NAME HERE: XXXXX XXXXX, PRES, UWGP SOCIAL SECURITY NO. OR FEIN (OPTIONAL) DATE
(X)
-------------------------------------------- ------------------------------------- ----------------
BUYER'S SIGNATURE PRINT NAME HERE: XXXXX XXXXX, PRES, UWGP SOCIAL SECURITY NO. OR FEIN (OPTIONAL) DATE
SELLER GRANTS THIS OPTION. THE WARRANTIES, REPRESENTATIONS AND COVENANTS MADE
IN THIS OPTION SURVIVE CLOSING AND THE CONVEYANCE OF THE PROPERTY. THE
UNDERSIGNED XXXXXX AGREES TO CONVEY THE ABOVE-MENTIONED PROPERTY ON THE TERMS
AND CONDITIONS AS SET FORTH HEREIN AND ACKNOWLEDGES RECEIPT OF A COPY OF THIS
OPTION.
(X) ###-##-####
-------------------------------------------------- ------------------------- ----------------
SELLER'S SIGNATURE PRINT NAME HERE: XXXXXXX X. XXXXXXX SOCIAL SECURITY NO. OR FEIN (OPTIONAL) DATE
(X)
-------------------------------------------------- ------------------------- ----------------
SELLER'S SIGNATURE PRINT NAME HERE: XXXXXXX X. XXXXXXX SOCIAL SECURITY NO. OR FEIN (OPTIONAL) DATE
THIS OFFER WAS PRESENTED TO SELLER BY __________________ ON ____________________
_______________, at______ A.M./P.M.
THIS OPTION IS REJECTED______________________ THIS OPTION IS COUNTERED (SEE
ATTACHED COUNTER) ________________ _______
SELLER INITIALS DATE SELLER INITIALS DATE
[NOTICE OF EXERCISE OF OPTION] BY SIGNING BELOW AND DELIVERING THIS NOTICE
(SEE LINES 201-212) BUYER EXERCISES THE OPTION TO PURCHASE.
(X) (X)
-------------------------------------------------- --------------------------------------------------
BUYER'S SIGNATURE DATE BUYER'S SIGNATURE DATE
