Fill and Sign the Sale Real Estate Commercial Agreement Form

OPTION AGREEMENT FOR THE SALE AND PURCHASE OF REAL ESTATE COMMERCIAL BUILDING WARNING: THIS CONTRACT HAS SUBSTANTIAL LEGAL CONSEQUENCES AND THE PARTIES ARE ADVISED TO CONSULT LEGAL AND TAX COUNSEL. This Option Agreement is made on this the ____ day of _________ , 20 __ , by and between ______________________ , hereinafter referred to as the” SELLER”, whether one or more, and ______________________ , hereinafter referred to as the “PURCHASER”, whether one or more. FOR AND IN CONSIDERATION of $10.00 and other good and valuable considerations, the receipt and sufficiency of which is hereby acknowledged, it is agreed as follows: 1. GRANT OF OPTION: The Seller does hereby grant unto the Purchaser the exclusive and irrevocable option to purchase, upon the terms and conditions hereinafter set forth, Seller's property situated in _______________ County, __________________ , together with all improvements located thereon, described as follows: SEE ATTACHED EXHIBIT "A" FOR DESCRIPTION All contents of the commercial building, including but not limited to fixtures, personal property, equipment, supplies, machines, and other contents, are improvements included in the sale to Purchaser except the following items to be retained by Seller: ________________________________________________________________________________________________ ______________________________________________________________________________________________________ _______________________________________________________ . Seller represents that the property is zoned _______ not zoned, and that the property may be used for the intended use of Purchase which is: ____________________________________________________________________________________ . Seller further represents that the building in compliance with all applicable ordinances and regulations of the governing body where the property is located except the following: ____________________________________________________________ _____________________________________________________________________________________________________ . Seller has not received notice of any violations of building codes or other ordinances or regulations within the past _____ years. 2. EXERCISE OF OPTION: This option to purchase may be exercised by the Purchaser at any time prior to midnight on ____________________ , 20 _______ by notice in writing to the Seller addressed to the following address: ______________________________________________________________________ . All notices will be deemed delivered to Seller upon deposit in the U.S. Mail Certified, Return Receipt Requested, addressed to the above address. 3. DEFAULT BY PURCHASER: In the event of the failure of the Purchaser to exercise this option, or in the event of any default by the Purchaser after the exercise of this option, all money paid by the Purchaser to the Seller upon the execution of this Agreement, or upon any extension, shall be retained by the Seller as consideration for the granting of this Option to the Purchaser, and all rights of the Purchaser under this Agreement shall terminate. 4. TITLE: Within fifteen (15) days after the Purchaser has exercised this Option as hereinabove provided, the Seller shall deliver to the Purchaser, or to Purchaser's attorney, a Certificate of Title, title report or title abstract by a reputable attorney, title company or abstract company, upon which title report insurance can be obtained, covering the property described in paragraph I above which shall reflect that marketable fee simple title to the subject property is vested in Seller and that same is insurable by a title company of Purchasers choice. Said Certificate shall be subject only to taxes for the current year, easements, and rights of way of record, and prior mineral reservations. Should said Certificate reflect any other exceptions to the title unacceptable to Purchaser, Purchaser shall notify the Seller in writing of any defects within fifteen (15) days (the title review period) and the Seller shall have a reasonable time (but not more than 25 days) in which to make the title good and marketable or insurable, and shall use due diligence in an - 1 - effort to do so. If after using due diligence the Seller is unable to make the title acceptable to Purchaser within such reasonable time, it shall be the option of the Purchaser either to accept the title in its existing condition with no further obligation on the part of the Seller to correct any defect, or to cancel this Agreement. If this Agreement is thus canceled, all money paid by the Purchaser to the Seller upon the execution of this Agreement or upon any extension shall be returned to the Purchaser, and this Agreement shall terminate without further obligation of either party to the other. If title is acceptable to Purchaser, the closing shall occur within fifteen (15) days after expiration of the "title review period". At closing Seller shall convey title to Purchaser by Warranty Deed subject only to exceptions acceptable to Purchaser. 5. PURCHASE PRICE: The purchase price for the property shall be _______________________ ($ ______________ ). The purchase price after the application of the option money shall be paid by Purchaser to Seller in cash. Closing shall take place within fifteen (15) days of Seller's delivery to Purchaser of an acceptable Title Certificate as provided for in Paragraph 4. 6. OPTION MONEY: Upon execution of this Option, Purchaser has paid unto Seller the sum of ___________________ ________________ ($ ______________ ) as "Option Money". In the event that Purchaser exercises the option to purchase this property within the initial option period or any extension thereof and is not in default in any other terms of this Agreement, said Option Money shall shall not apply toward the purchase price at closing. 7. EXTENSION: Purchaser shall be entitled to extend the time within which this Option may be exercised to midnight _______________ , 20 __ , by paying unto Seller in cash an additional sum of $ _________________ prior to the expiration of the initial option period and by giving notice in writing to Seller of Purchaser's election to extend the option. Upon closing of the sale within the extended option period, said sum shall apply toward the purchase price. 8. EXPENSES OF SALE: In the event that Purchaser exercises this option to purchase the subject property, the following closing costs shall be paid as provided. (Leave blank if the closing cost does not apply.) Closing Costs Purchaser Seller Both* Attorney Fees Title Insurance Title Abstract or Certificate Property Insurance Recording Fees Appraisal Survey                                                 All other closing costs * 50/50 between Purchaser and seller. 9. POSSESSION: Purchaser shall be entitled to possession of the property at closing. 10. RIGHT OF ENTRY: During the term of this Option or any extension hereof, Purchaser shall be entitled to enter upon the property for the purpose of conducting soil tests, engineering studies, surveys and any other desired inspections of the property. 11. TAXES: Taxes shall be prorated as of the date of closing. - 2 - 12. DFAULT: This contract shall be binding upon and inure to the benefit of the heirs, administrators and assigns of the parties hereto and upon default in any of the terms of this Agreement the defaulting party agrees to pay all costs of Court and a reasonable attorney's fee. 13. ATTORNEY'S FEES: The prevailing party in any legal proceeding brought under or with respect to the transaction described in this contract is entitled to recover from the non-prevailing party all costs of such proceeding and reasonable attorney’s fees. 14. REPRESENTATIONS: Seller represents that as of the Closing Date (a) there will be no liens, assessments, or security interests against the Property which will not be satisfied out of the sales proceeds unless securing payment of any loans assumed by Purchaser and (b) assumed loans will not be in default. If any representation in this contract is untrue on the Closing Date, this contract may be terminated by Purchaser and the earnest money will be refunded to Purchaser. All representations contained in this contract will survive closing. 15. AGREEMENT OF PARTIES: This contract contains the entire agreement of the parties and cannot be changed except by their written agreement. 16. NOTICES: All notices from one party to the other must be in writing and are effective when mailed to, hand- delivered at, or transmitted by facsimile machine as follows: To Purchaser at: To Seller at:                                     Telephone       Telephone (       )       Facsimile (       )       Facsimile (       )       17. ASSIGNMENT: This agreement may may not be assigned by Purchaser without the consent of Seller. This agreement may be assigned by Seller and shall be binding on the heirs and assigns of the parties hereto. 18. PRIOR AGREEMENTS: This contract incorporates all prior agreements between the parties, contains the entire and final agreement of the parties, and cannot be changed except by their written consent. Neither party has relied upon any statement or representation made by the other party or any sales representative bringing the parties together. Neither party shall be bound by any terms, conditions, oral statements, warranties, or representations not herein contained. Each party acknowledges that he has read and understands this contract. The provisions of this contract shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective parties hereto. When herein used, the singular includes the plural and the masculine includes the feminine as the context may require. 19. NO BROKER OR AGENTS: The parties represent that neither party has employed the services of a real estate broker or agent in connection with the property, or that if such agents have been employed, that the party employing said agent shall pay any and all expenses outside the closing of this agreement. 20. EMINENT DOMAIN: If the property is condemned by eminent domain after the effective date hereof, the Seller and Purchaser shall agree to continue the closing, or a portion thereof, or cancel this Contract. If the parties cannot agree, this contract shall remain valid with Purchaser being entitled to any condemnation proceeds at or after closing, or be cancelled and the earnest money returned to Purchaser. 21. RECORDING: This agreement may may not be recorded in the official records of __________ County, ____________________ . - 3 - 22. OTHER PROVISIONS                                                             23. GOVERNING LAW: This contract shall be governed by the laws of the State of __________________ . IN WITNESS WHEREOF, the parties have executed this Agreement on this the ____ day of _________ , 20 __ . Seller Purchaser Seller Purchaser STATE OF _______________ COUNTY OF _____________ PERSONALLY appeared before me, the undersigned authority, the within named, ________________________ ____________________________ , who acknowledged, signed, executed and delivered the above and foregoing agreement. DATED this the ____ day of _________ , 20 __ . ______________________________________ NOTARY PUBLIC My Commission Expires: ________________________ STATE OF _______________ COUNTY OF _____________ PERSONALLY appeared before me, the undersigned authority, the within named, ________________________ ____________________________ , who acknowledged, signed, executed and delivered the above and foregoing agreement. DATED this the ____ day of _________ , 20 __ . ______________________________________ NOTARY PUBLIC My Commission Expires: ________________________ - 4 - EXHIBIT “A”       - 5 -