Time Share Agreement

Agreement for the Purchase of a Time-Share Ownership with the Seller Financing the Purchase

Agreement made on the between of referred to herein as Buyer, and of referred to herein as Seller.

Whereas, Seller is the owner of memberships in which entitle each member to the exclusive use and occupancy of a specific condominium unit for a designated use period in ; and

Whereas, Seller wishes to sell to Buyer, and Buyer wishes to purchase from Seller, a membership in , hereinafter called Condominium, which will entitle Buyer to use and occupy Condominium unit number in Condominium for the following use period:

Now, therefore, for and in consideration of the mutual covenants contained in this agreement, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

1. Subject Matter of Sale

Seller shall sell to Buyer and Buyer shall purchase from Seller a membership which entitles Buyer to the exclusive right of possession, use, and occupancy of the unit specified above during the designated use period, and the nonexclusive right to use appurtenant common elements within the Condominium, and all services of Seller within the Condominium and surrounding grounds, as set forth in the bylaws and rules and regulations of Seller.

2. Use Period

Use periods shall consist of unit weeks. Use period number 1 is the seven days commencing at noon on the first Monday in each year. Use period number 2 is the seven days succeeding use period number 1. Use period number 3 is the seven days succeeding use period number 2. Succeeding use periods up to and including use period number 51 are computed in like manner. Use period number 52 consists of the seven days succeeding use period number 51 without regard to the month or year plus any excess days not otherwise assigned.

3. Purchase Price and Manner of Payment

A. The purchase price shall be $ .

B. The down payment shall be $ , payable on the date of the execution of this Agreement, the receipt of which is acknowledged by Seller.

C. The balance of the purchase price to be financed by Seller shall be $ .

D. The rate of interest for the amount to be financed shall be per year.

E. The balance shall be paid in consecutive equal monthly installments of $ per month commencing on and continuing until . Payment shall be made by check or money order made payable to Seller, at the address of Seller set forth above, or such other address as may be designated by Seller. Payment shall be made on or before the day of each month. Payment shall be delinquent days after the due date and a late payment charge of of the amount of the delinquent payment, equivalent to $ shall be added to the delinquent payments. The balance due under this Agreement may be prepaid at any time without penalty.

4. Duration of Membership

The duration of the membership of the Buyer in the Condominium unit shall commence on and end on .

5. Furnishings

Seller shall furnish the Condominium unit covered by this Agreement with furniture, appliances, equipment, and furnishings substantially similar to or of equal quality to those shown or used in the model.

6. Maintenance Fee

Buyer will be responsible for the Condominium parcel owner's share of common expenses, assessments, maintenance fee, and all other expenses incurred in the operation of the described Condominium unit. The amount of the owner's share of such expenses shall be $ per month, which shall be due and payable together with the payment of the unpaid balance of the purchase price.

7. Buyer’s Acknowledgments

Buyer acknowledges and agrees that prior to the execution of this Agreement:

A. Buyer has read, understood, and received a copy of the following documents: the declaration of restrictions, rules and regulations, bylaws, and the current operating budget of Seller.

B. There has been and will be no extension of credit in connection with this Agreement other than that represented by this Membership Purchase Agreement.

C. There is no promise to compensate Buyer for referring prospective Buyers to Seller.

8. Termination Privilege

This Agreement may be terminated by Buyer delivering to Seller written notice of Buyer's intention to cancel within days after the date of the execution of this Agreement. After such period of time, Buyer shall have no right to terminate this Agreement.

9. Closing Costs and Expenses

Seller (or Buyer) shall pay the closing costs and other expenses of sale, including taxes, and fees.

10. Title Insurance

At closing, and simultaneously with the delivery of Seller's deed, Seller shall cause to be issued to Buyer at Seller's cost a title insurance policy insuring Seller's interest in the property and Buyer's use rights in such property as set forth in the declaration of restrictions of the Seller dated .

11. Security Agreement

To secure performance by Buyer of Buyer's obligations under this Agreement, Buyer grants to Seller: (1) a security interest in the membership of Buyer; and (2) an irrevocable proxy coupled with an interest as creditor to cast Buyer's vote at any membership meeting until Buyer has made full payment of the purchase price agreed on, on which date, the proxy shall be revocable by Buyer by written notice to Seller, which shall be effective on the date of such revocation, or by Buyer's exercise of his right to vote as of the date of such vote. In the event of nonfulfillment by Buyer of any of the terms and conditions of this Agreement, and such violation is not cured within days of the date notice of such violation is given to Buyer by Seller, Seller without any further notice may immediately terminate this purchase agreement, retain all monies paid by Buyer to Seller, and substitute itself in place of Buyer as member of the . If Seller elects to terminate this purchase agreement and retain all payments made by Buyer to Seller, Buyer shall forfeit Buyer's interest in the membership but shall be released from any further obligation to Seller under this Agreement. If Seller elects not to terminate this purchase agreement, payment shall be accelerated to require the immediate payment by Buyer of the entire balance of the total payment due and suit may be brought Buyer member for specific performance and/or to collect all sums due under this agreement. The rights given to Seller under this provision are in addition to, and not exclusive of, any of the rights which Seller may have against Buyer, including the rights of a secured party under the applicable laws to proceed against a defaulting Buyer or debtor.

12. Damages

If Seller elects to terminate this agreement pursuant to its provisions, the parties agree that Seller, at its option, may retain all money paid by Buyer as liquidated damages, in view of the impracticability and difficulty of fixing the amount of damages which may result by reason of Buyer's default, and it is agreed that such amount shall constitute a reasonable amount of damages suffered by Seller. On termination of this agreement, any and all rights of Buyer under this agreement shall immediately terminate and Seller may resell the membership purchased by Buyer free and clear of any claims, rights, or interests arising out of this agreement.

13. No Waiver

The failure of either party to this Agreement to insist upon the performance of any of the terms and conditions of this Agreement, or the waiver of any breach of any of the terms and conditions of this Agreement, shall not be construed as subsequently waiving any such terms and conditions, but the same shall continue and remain in full force and effect as if no such forbearance or waiver had occurred.

14. Governing Law

This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of .

15. Notices

Any notice provided for or concerning this Agreement shall be in writing and shall be deemed sufficiently given when sent by certified or registered mail if sent to the respective address of each party as set forth at the beginning of this Agreement.

16. Attorney’s Fees

In the event that any lawsuit is filed in relation to this Agreement, the unsuccessful party in the action shall pay to the successful party, in addition to all the sums that either party may be called on to pay, a reasonable sum for the successful party's attorney fees.

17. Mandatory Arbitration

Any dispute under this Agreement shall be required to be resolved by binding arbitration of the parties hereto. If the parties cannot agree on an arbitrator, each party shall select one arbitrator and both arbitrators shall then select a third. The third arbitrator so selected shall arbitrate said dispute. The arbitration shall be governed by the rules of the American Arbitration Association then in force and effect.

18. Entire Agreement

This Agreement shall constitute the entire agreement between the parties and any prior understanding or representation of any kind preceding the date of this Agreement shall not be binding upon either party except to the extent incorporated in this Agreement.

19. Modification of Agreement

Any modification of this Agreement or additional obligation assumed by either party in connection with this Agreement shall be binding only if placed in writing and signed by each party or an authorized representative of each party.

20. Assignment of Rights

The rights of each party under this Agreement are personal to that party and may not be assigned or transferred to any other person, firm, corporation, or other entity without the prior, express, and written consent of the other party.

In this contract, any reference to a party includes that party's heirs, executors, administrators, successors and assigns, singular includes plural and masculine includes feminine.

WITNESS our signatures as of the day and date first above stated.