Real Estate Letter of Intent

REAL ESTATE LETTER OF INTENT

Date:

PARTIES

PROPERTY

PROPOSED TRANSACTION TERMS

Purchase Price: $    Earnest Money Deposit: $ to be held in escrow pursuant to a mutually acceptable escrow agreement.

Deposit Delivery Deadline: (time is of the essence).

Closing Date: . Possession Date: .

Financing Contingency: Yes No   If yes, financing contingency period (days):

Inspection / Due Diligence Period: days from receipt of executed purchase agreement, during which Buyer shall have reasonable access to conduct inspections, tests, surveys and due diligence.

Closing Costs: Title insurance and standard closing fees to be allocated as follows: Seller pays ; Buyer pays .

Prorations: Property taxes, rents, utilities and other periodicals shall be prorated through the date of closing in accordance with customary practice in the jurisdiction where the property is located.

ACCESS, SURVEYS AND REPORTS

Seller shall provide reasonable access for Buyer and Buyer's consultants to inspect the Property during the due diligence period. Any existing environmental reports, surveys or engineering reports in Seller's possession will be provided to Buyer upon request.

Lead-based paint disclosure: Yes No   Floodplain/FEMA flood zone: Yes No

Asbestos / Hazardous Materials known to Seller: Yes No   Zoning compliance confirmed: Yes No

BINDING NATURE; CONFIDENTIALITY; EXCLUSIVITY

This Letter of Intent is intended to summarize certain proposed material terms for the potential purchase of the Property and is non-binding and for discussion purposes only, except that the following provisions shall be binding upon execution of this Letter of Intent by both parties: Confidentiality, Exclusivity (if elected), and Payment of any Earnest Money delivered pursuant to the terms above. The binding provisions are enforceable as legal obligations.

Confidentiality: Binding Not Binding. If binding is selected, the parties shall keep all non-public information strictly confidential and not disclose to third parties except as required by law or agreed in writing.

Exclusivity / No-Shop: Buyer requests an exclusivity period of days from acceptance of this Letter of Intent. During such period Seller shall not solicit or negotiate with other prospective purchasers.

TITLE, SURVEY AND CLOSING

Title: Seller shall convey marketable fee simple title by , subject only to permitted exceptions acceptable to Buyer. Buyer may obtain, at Buyer's expense, a survey and customary title review.

Closing Agent / Escrow Holder:

DEFAULT; REMEDIES

If either party defaults under any binding provision of this Letter of Intent or under any subsequently executed agreement (if such agreement is executed), the non-defaulting party shall have the right to seek all remedies available at law or in equity, including specific performance where applicable, subject to any limitations negotiated in a definitive agreement.

MISCELLANEOUS

Expenses: Unless otherwise agreed, each party shall bear its own costs and expenses incurred in connection with the negotiation and preparation of definitive documents, except that escrow fees will be allocated as stated above.

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

Entire Agreement: This Letter of Intent contains the entire understanding of the parties with respect to the matters described herein and supersedes all prior proposals, negotiations and agreements, whether written or oral, except as to obligations that are expressly stated to be binding.

Expiration: This offer to enter into a definitive agreement as described herein will expire if not accepted in writing by .

ADDITIONAL TERMS / NOTES

CONTACT FOR NOTICES

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