Property Sale Letter of Intent

PROPERTY SALE LETTER OF INTENT

Date:

Parties

Buyer Name:

Buyer Contact:

Seller Name:

Seller Contact:

Property Identification

Proposed Transaction Terms

Purchase Price: $

Earnest Money Due:   Held By:

Buyer financing required    Cash purchase / no financing contingency

Inspection Period: days after effective date

Closing Date (target):   Possession Date:

Title, Closing & Costs

Title Evidence and Insurance to be satisfactory to Buyer: Yes

Closing Costs Allocation: Seller to pay ; Buyer to pay .

Prorations: Property taxes, utilities and rents shall be prorated as of the Closing Date:

Contingencies & Due Diligence

Title Review: Yes    Inspection Review: Yes

Buyer Right to Terminate for Unacceptable Conditions: Yes

Representations, Disclosures & Warranties

Seller represents that, to Seller's knowledge, the Property has the following conditions:

Lead-Based Paint Disclosure Applicable: Yes    No

Known Material Damage or Defects: Yes    No

Binding Provisions

This Letter of Intent is intended to set forth the principal commercial terms of the proposed transaction. Except for the provisions set forth in this section titled "Binding Provisions" and the Confidentiality and Exclusivity provisions below, the parties acknowledge that this Letter of Intent is non-binding and is intended only as a basis for negotiating a definitive Purchase and Sale Agreement.

The following provisions are binding on the parties: (a) Confidentiality; (b) Exclusivity/No-Shop; (c) payment or disposition of earnest money as set forth herein; and (d) allocation of out-of-pocket expenses as set forth below. All other terms are non-binding until a mutually executed Purchase and Sale Agreement is delivered by both parties.

Exclusivity / No-Shop Period (binding): days from effective date. During this period Seller shall not solicit or negotiate with other prospective purchasers.

Allocation of Expenses: Each party shall bear its own legal and advisory fees unless otherwise agreed;

Default, Remedies & Termination

If Buyer fails to timely perform its obligations under a definitive Purchase and Sale Agreement, Seller's remedies shall include retention of the earnest money as liquidated damages unless otherwise provided in the Purchase and Sale Agreement. If Seller breaches a binding provision or a definitive agreement, Buyer may pursue specific performance, damages, or injunctive relief as permitted by law.

Cure Period: Prior to exercising remedies for material breach, the non-breaching party shall provide written notice and a day cure period.

Governing Law & Miscellaneous

Governing Law: This Letter of Intent shall be governed by and construed in accordance with the laws of the state of without regard to choice of law principles.

Entire Agreement: This Letter of Intent, together with any separately executed confidentiality agreement, constitutes the entire understanding between the parties with respect to the subject matter hereof, and supersedes all prior negotiations and agreements, whether written or oral, except that exchange of a definitive Purchase and Sale Agreement will supersede this Letter of Intent upon execution.

Acceptance and Signatures

If the above terms are acceptable, please sign and return a fully executed copy of this Letter of Intent. The effective date of this Letter of Intent shall be the date of the last signature below.

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