Real Estate Property Sale Order

Real Estate Property Sale Order

This Real Estate Property Sale Order (the "Order") is made and entered into as of by and between Seller Name: ("Seller"), and Buyer Name: ("Buyer").

Recitals

WHEREAS, Seller is the lawful owner of certain real property and related improvements commonly known as , and more particularly described by the legal description set forth below; and

WHEREAS, Buyer desires to purchase said property and Seller desires to sell the property on the terms and conditions set forth in this Order; and

WHEREAS, the parties desire to set forth their agreement for the sale, purchase, conveyance, and closing of the property in a binding written instrument.

NOW THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:

1. Property

1.1 Property Description. Seller agrees to sell and convey to Buyer, and Buyer agrees to purchase, the real property described as follows:

2. Purchase Price and Payment

2.1 Purchase Price. The total purchase price for the Property shall be $ (the "Purchase Price"), payable as set forth in this Order.

2.2 Deposit. Buyer shall deliver an earnest money deposit in the amount of $ to Escrow Agent within days after the Effective Date.

3. Closing

3.1 Closing Date and Location. The closing of the sale ("Closing") shall occur on or before at unless otherwise mutually agreed in writing.

3.2 Deliveries at Closing. At Closing, Seller shall deliver to Buyer a grant deed or other instrument of conveyance sufficient to vest marketable fee simple title in Buyer, subject only to Permitted Exceptions. Buyer shall deliver to Seller the balance of the Purchase Price by wire transfer of immediately available funds or as otherwise agreed in writing.

4. Title and Conveyance

4.1 Title. At Closing, Seller shall furnish Buyer with a current owner’s policy of title insurance in an amount equal to the Purchase Price, insuring Buyer’s title subject only to those exceptions agreed to in writing by Buyer (the "Permitted Exceptions"). Title objections shall be governed by the escrow instructions and resolved prior to Closing in accordance with standard industry practice.

5. Representations and Warranties

5.1 Seller Representations. Seller represents and warrants to Buyer that: (a) Seller holds good and marketable title to the Property; (b) there are no undisclosed liens, encumbrances, leases or adverse claims other than those disclosed in writing to Buyer; (c) Seller has full power and authority to enter into and perform this Order; and (d) no litigation, condemnation, or special assessment proceedings are pending or, to Seller’s knowledge, threatened affecting the Property.

5.2 Buyer Representations. Buyer represents that Buyer has the legal capacity and authority to execute and perform this Order and has sufficient funds or financing arrangements to consummate the purchase in accordance with this Order.

6. Inspections and Contingencies

6.1 Inspection Contingency. Buyer shall have the right to inspect the Property within days after the Effective Date. Buyer may, in Buyer’s sole discretion, terminate this Order based upon inspection results by providing written notice to Seller prior to expiration of the inspection period.

6.2 Financing Contingency. This Order is subject to Buyer obtaining financing on terms acceptable to Buyer not subject to financing contingency.

7. Closing Costs and Prorations

7.1 Closing Costs. Closing costs, escrow fees, and recording fees shall be allocated between Buyer and Seller in accordance with customary local practice unless otherwise provided in this Order. Real property taxes, assessments, and rents shall be prorated as of the Closing Date.

8. Risk of Loss

If, prior to Closing, the Property is materially damaged or destroyed, the parties shall have the rights provided under applicable law. Seller shall promptly notify Buyer of any material damage. Buyer may elect to terminate this Order and receive a return of the Deposit, or proceed to Closing and receive insurance proceeds or a credit against the Purchase Price for the loss, subject to agreement between the parties.

9. Notices

9.1 All notices required or permitted under this Order shall be in writing and delivered by personal delivery, nationally recognized overnight carrier, or certified mail, return receipt requested, to the addresses set forth below or such other address as a party may designate by notice in accordance with this Section.

10. Default and Remedies

10.1 If Buyer fails to timely close in accordance with this Order, Seller may terminate this Order and pursue all remedies available at law or in equity, including retention of the Deposit as liquidated damages where appropriate. If Seller fails to deliver marketable title or otherwise breaches its obligations, Buyer’s remedies shall be limited to specific performance or termination and recovery of the Deposit and actual damages, as permitted by law.

11. Miscellaneous

11.1 Governing Law. This Order shall be governed by and construed in accordance with the laws of the state in which the Property is located, without regard to principles of conflicts of law.

11.2 Entire Agreement. This Order, together with any exhibits and escrow instructions executed in connection herewith, constitutes the entire agreement between the parties and supersedes all prior agreements, understandings, and representations, whether written or oral, relating to the subject matter hereof.

11.3 Severability. If any provision of this Order is held invalid or unenforceable, the remainder of this Order shall remain in full force and effect and shall be construed so as to effectuate the original intent of the parties to the greatest extent possible.

11.4 Amendments. This Order may be amended only by a written instrument executed by both parties.

11.5 Waiver. No waiver of any provision of this Order shall be effective unless in writing and signed by the party waiving compliance, and no waiver shall constitute a waiver of any subsequent breach or default.

11.6 Counterparts. This Order may be executed in one or more counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same document. Signatures delivered by electronic means or facsimile shall be binding as originals.

Acknowledgment

The parties acknowledge that they have read and understand this Order, have had the opportunity to seek independent legal advice, and agree to be bound by its terms.

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