AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY
This PURCHASE AND SALE AGREEMENT (the “Contract”) is entered into by and between_______________________ (“Seller(s)”) and ______________________________ assignee (“Buyer(s)”):
FOR AND IN CONSIDERATION OF THE MUTUAL PROMISES SET FORTH HEREIN AND OTHER GOOD AND VALUABLE CONSIDERATIONS,THE RECEIPT AND SUFFICIENCY OF WHICH ARE HEREBY ACKNOWLEDGED, THE PARTIES HERETO AGREE AS FOLLOWS:
Section 1. Terms and Definitions.
The terms listed below shall have the respective meaning given them as set forth adjacent to each term.
Property: Real property located at___________________________________________. Purchase Price: shall mean the NET sum of____________________________Dollars. Existing Mortgage Payoff: shall mean Dollars.
Earnest Money: shall mean Dollars.
Due Diligence: shall mean
Closing: The transaction will close on or before Days from excepted offer.
Warranty: Buyer is purchasing and Seller is selling subject property in its present “AS IS” “Where Is” condition without any implied or express warranty from the Seller.
Section 2. Proration of Expenses and Payment of Costs.
The Buyer shall be responsible for ALL Closing Costs including the Seller’s closing costs. The Seller shall be responsible for the transfer of taxes and prorated share of _____________________ ad valorem taxes.
Section 3. Title.
The Seller agrees to convey fee simple marketable property, subject only to normal and customary exceptions.
The Seller represents and warrants that Seller is the fee simple owner of the Property, and at Closing, Seller shall deliver to Buyer good and marketable title to said property by a General Warranty Deed, free and clear of liens, encumbrances, and defects of title other than customary utility easements and road rights-of-way of record (“Permitted Exceptions”).
Section 4. Conditions.
Sellers’ Initials: _________: _________ Buyer’s Initials: _________
This Agreement and the rights and obligations of the parties under this Agreement are hereby made expressly conditioned upon fulfillment (or waiver by Buyer) of the following conditions:
(a) Title Examination.
After the date of execution of this Agreement by the Seller, the Buyer shall, at its expense, cause a title examination to be made of the Property. In the event that such title examination shall show that the Seller’s title is not good, marketable, fee simple and insurable, then the Buyer shall immediately notify the Seller in writing of all such title defects and exceptions, as of the date Buyer learned of the title defects, and Seller shall have ten (10) days to cure said noticed defects.
If Seller does not cure the defects or objections within ten (10) days of notice thereof, the Buyer may terminate this Agreement and receive a return of the Earnest Money, if any (notwithstanding that the examination period may have expired).
If the Buyer is to purchase title insurance, the insuring company must be licensed to do business in the State in which the property is located.
Title to the property must be insurable at regular rates, subject only to standard exceptions and Permitted Exceptions
(b) Same condition.
If the Property is not in substantially the same condition as of the date of the offer, reasonable wear and tear expected, then the Buyer may terminate the Agreement and receive a return of the Earnest Money.
(c) Due Diligence.
The Buyer shall have a Due Diligence/Examination period of ___________ (____) days to inspect the property.
The Buyer’s, its agents or representatives, at Buyer’s expense and at reasonable times during normal business hours, shall have the right to enter upon the Property for the purpose of inspecting, examining, testing, and surveying the Property.
The Buyer assumes all responsibility for the acts of itself, its agents, or representatives in exercising its rights under this paragraph and agrees to indemnify and hold the Seller harmless from any damages resulting therefrom.
The Buyer shall have from the date of acceptance through the end of the Inspection/Examination period to perform the above inspections, examinations, and testing to determine if the Property is suitable. If prior to the expiration of the Inspection/Examination period, the Buyer determines that the property is unsuitable, in the Buyer’s sole discretion, and provides written notice to the Seller thereof, then this Agreement shall terminate, and Buyer shall receive a return of the Earnest Money.
Section 5. Environmental.
Sellers’ Initials: _________: _________ Buyer’s Initials: _________
To the best of the Seller’s knowledge, the subject property is not in violation of any federal, state or local environmental law.
The Seller represents that he or she has at no time received any notice of any environmental violation from any federal state or local environmental agency.
Section 6. Risk of Loss/Damage/Repair.
Until the closing, the risk of loss or damage to the Property, except as otherwise provided herein, shall be borne of the Seller.
In the event the Property is damaged so that the Property cannot be conveyed in substantially the same condition as it was prior to the Closing, Buyer may elect to terminate this Agreement, and the Earnest Money shall be returned to the Buyer.
Section 7. Closing.
The Seller’s closing documents shall consist of the execution and delivery of a Warranty Deed, lien waiver, and 1099.
The Buyer’s closing documents shall consist of the payment of the Buyers and the Sellers closing costs, title insurance, attorney’s fees, and recording costs and the payment by the Buyer to the Seller of the Purchase Price in accordance with the terms of this contract.
At Closing, Earnest Money, if any, shall be applied as a part of the Purchase Price. Possession shall be delivered at closing unless otherwise agreed herein.
Section 8. Notices.
Unless otherwise provided herein, all notices and other communications which may be or are required to be given or made by any party to the other in connection herewith shall be in writing and shall be deemed to have been properly given and received on the date delivered in person or deposited in the United States Mail, registered or certified, return receipt requested, to the address set out below.
Section 9. Entire Agreement.
This Agreement constitutes the sole and entire agreement among the parties hereto and no modification of the Agreement shall be binding unless in writing and signed by all parties hereto.
Section 10. Adverse Information and Compliance and Laws.
a) Seller Knowledge: Seller has no knowledge of; –
i. condemnation(s) affection or contemplated with respect to the Property; ii. performance of the Agreement will not result in the breach of, constitute any default under or result in the imposition of any lien or encumbrance upon the Property under any agreement or other instrument to which Seller is a party or by which Seller of the Property is bound;
Sellers’ Initials: _________: _________ Buyer’s Initials: _________
iii. There are no legal actions, suits or other legal or administrative proceedings pending or threatened against the Property, and Seller is not aware of any facts which might result in any such action, suit, or other proceedings
Section 11. Applicable Law.
This Agreement shall be construed under the laws of the State of Georgia.
Section 12. Profit.
The performance under this contract by the Assignee/Buyer is for a profit.
Section 12. Modification.
Upon written mutual agreement provisions of this Agreement may be modified at any time.
Section 13. Tenant Occupied.
If the property is currently in use as a rental property, the Tenant Shall:
i. Vacate property on or before the closing date.
ii. Continue occupying property according to the applicable and current lease agreement.
The Seller shall deliver the following to the Buyer within five days after Opening: a) current leases of the Property;
b) a certified rent roll (which Seller shall update at least five days before Closing; c) evidence of security deposits on hand, if any.
NO JUDGMENTS: The Seller warrants that there are no judgments threatening the equity in the subject property, and that there is no bankruptcy pending or contemplated by any titleholder. The Seller will not further encumber the property and an affidavit may be recorded at the Buyer’s expense putting the public on notice that the closing of this contract will extinguish liens and encumbrances hereafter recorded.
Between Seller(s) and Buyer(s); –
Seller: _______________________________________________ Date: ____________________ Seller Signature: _______________________________________
Seller: _______________________________________________ Date: ____________________ Seller Signature: _______________________________________
Buyer: _______________________________________________ Date: ____________________ Buyer Signature: _______________________________________
Sellers’ Initials: _________: _________ Buyer’s Initials: _________
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