Agreement for Sale of Commercial Real Estate

AGREEMENT FOR SALE OF COMMERCIAL REAL ESTATE

THIS AGREEMENT, made the day of 20 by and between

husband and wife, of

hereinafter called "SELLERS," and of

hereinafter called “BUYERS";

WITNESSETH:

THE PARTIES hereto, intending to be legally bound, hereby agree as follows:

1. The Sellers agree to sell to Buyers and Buyers agree to purchase from Sellers land and buildings in County, State

of described in a Deed into Sellers recorded in

County Record Book Page the parcel being conveyed to contain

acres, more or less.

2. The purchase price shall be ($ ). Sellers acknowledge receipt

of $ hand money (the “Deposit”) prior to the signing of this Agreement to be

held by until closing, and shall be a credit

thereafter on the closing toward the total purchase price. This Agreement is contingent,

however, on the Buyers selling the real property located at

prior to closing. If the Buyers are not able

to sell said property by then this Sales Agreement shall be

null and void and all deposit monies paid by the Buyers shall be promptly refunded to the

Buyers. Buyers may request, however, an extension to close up to ninety (90) days from

. If said request is received in writing by Sellers on or before

said extension may be signed if the parties mutually agree to

said extension before . If Sellers receive notice that closing is

to take place on or before they shall have a minimum of

fifteen (15) days after the closing date to remove their personal property.

3. Sellers and Buyers shall each pay one-half of the state and local realty transfer

taxes due, each projected to be in the amount of $ .

4. The 20 - 20 real estate taxes shall be prorated as of the date of

closing, with the City and County taxes being prorated on a calendar-year basis, and

School tax being prorated on a fiscal-year basis. Possession shall be transferred at

closing.

5. Risk of loss from fire or other casualty shall remain with the Seller until

closing.

6. The Sellers shall not commit waste and shall maintain the property and lands

in-like condition until closing. Buyers shall have the right prior to closing to inspect the

property upon giving forty-eight (48) hours written notice to the Sellers' attorney.

7. The Buyers are hereby notified that the premises described in this Agreement

are not serviced by a community sewage treatment facility, but require an on-site septic

system. Buyers should contact the local agency charged with enforcement of the local or

state laws to learn the requirements prior to signing this Agreement.

8. As of the closing date, to best of the Sellers' knowledge, the Sellers represent

and warrant the following to the Buyers:

(a) The Sellers are not nor is the property in violation of any law,

environmental statute, ordinance, regulation, requirement or directive of any type;

(b) The property is not subject to any zoning regulation; and

(c) The property is not the subject of any lawsuit.

9. Sellers certify that, to the best of their knowledge, information, and belief,

there have been no hazardous substances dumped on the premises by any person, firm, or

entity and that the Deed conveying the premises will contain a “hazardous waste clause."

10. Title to the subject premises shall be transferred by General Warranty Deed,

and title to the premises shall be good and marketable in the opinion of an attorney for

the Buyers, based on a sixty-year title examination to a good and sufficient General

Warranty Deed. Any exception and reservation for oil, gas, and minerals in, on, and

under the premises existing in favor of another party in the chain of title will not be

considered a defect in title or anything which would take away an otherwise good and

marketable title to the real estate. The conveyance in this transaction will be under and

subject to the provisions and rights contained therein in the Long-Term Timber Contract

between and

previously mentioned.

11. At closing, the Sellers shall deliver to the Buyers a right-of-way, which shall

be recorded, that will allow the Buyers and their invitees and their successors and assigns,

to use the paths and trails for walking only (no ATV's, horses, etc.), not inconsistent with

any Long-Term Timber Contract, on the following two adjacent parcels of land of the

Sellers:

Parcel 1:

Parcel 2:

BEING the same premises

12. Sellers shall, before selling either of the two (2) adjacent properties of land

listed below, first offer property to the Buyers, at a price to be named by the Sellers; and

if the Buyers do not accept such offer within twenty (20) days, then the Sellers may sell

either of the two (2) adjacent properties to any other person or persons but only at the

same price and terms. The two (2) adjacent parcels of land that the Sellers are giving the

Buyers a first right of refusal to are:

Parcel 1:

Parcel 2:

BEING the same premises

13. The Buyers may have the property surveyed within one (1) year from the date

of the closing. The Buyers shall escrow $ from the Sellers' sales proceeds,

which shall be applied to the actual cost and expense of the survey. If no survey is

performed within one (1) year from the date of closing or if the actual cost of the survey

is less than $ then the Buyers shall promptly refund the balance of the

monies held in the escrow account to the Sellers.

14. If Sellers shall be in default hereunder due to the failure of title or a

fire/catastrophe that partially or totally destroys the property, the Buyers, as their sole and

exclusive remedies, may terminate this Agreement by written notice delivered to the

Sellers at or prior to the closing, in which event the Deposit and all interest earned

thereon shall belong to the Buyers, Seller shall have no further obligation or liability to

the Buyers and the Buyers shall have no further rights hereunder.

IN WITNESS WHEREOF, the parties have caused this instrument to be duly

executed the day and year first above written.