GAINES AND ADAMS CONDOMINIUM PURCHASE AGREEMENT

Transcription

1 GAINES AND ADAMS CONDOMINIUM PURCHASE AGREEMENT The Landing Development Group, LLC, a Michigan limited liability company, of 640 S. Lakeshore Boulevard, Marquette, Michigan 49855, the developer, and, the purchaser, enter into this agreement subject to the following conditions: 1. Purchase of the unit. The purchaser agrees to purchase from the developer the exclusive ownership of unit no. of Gaines and Adams Condominium as shown on the subdivision plan of the project prepared by Van Neste Surveying, consulting surveyors, which has been reviewed and approved by the purchaser, together with the undivided percentage interest appurtenant to this unit in the common elements of the project as described in the master deed. 2. Purchase price. The purchaser agrees to pay to the developer the purchase price indicated in this provision, at the time and in the manner stated below: Base price Allowances Flooring Showers/shower doors/tiling Fireplace, if applicable Kitchen/Bath cabinets & counters ALLOWANCE SUBTOTAL TOTAL PURCHASE PRICE Deposit with the Preliminary Reservation Agreement Amount paid upon signing this agreement TOTAL PRECLOSING DOWN PAYMENT BALANCE DUE AT CLOSING

2 3. Method of Payment. All funds for closing must be paid by cash, certified check, cashiers check or money order. All disbursements shall be at time of closing in accordance with the closing statement(s) signed by all parties to this transaction. The sale will be completed by the following method: CASH: Purchaser will pay the sales price in cash upon seller s delivery of a warranty deed conveying marketable title. NEW MORTGAGE: The full purchase price upon execution and delivery of a warranty deed conveying marketable title. 4. Allowances. A set of allowance amounts for certain materials and labor has been incorporated into the purchase price. The allowance amounts are not based on any particular quality level or type of materials, but instead are the amounts that purchaser may spend on the particular materials and labor without needing to amend this purchase agreement. Purchaser, with assistance from Seller, shall be responsible for selecting materials in the categories specified in the allowances. If purchaser s selections cost more than the allowance amounts set forth in this agreement, the purchase price of the unit shall increase, purchaser shall be required to pay a non-refundable deposit equal to the amount such selection is over the allowance amount for that category. If purchaser s selections cost less than the allowance amounts set forth in this agreement, the purchase price of the unit shall decrease. 5. Other conditions. The general conditions attached to this agreement are incorporated by reference in this agreement. The purchaser acknowledges that there are no written understandings regarding the purchase of the unit except those stated in this agreement and that neither the developer nor anyone acting on the developer's behalf has made any verbal representations to the purchaser. 6. Plan of development. The developer is developing a condominium project known as Gaines and Adams Condominium, to consist of no more than twenty-five (25) residential units, located in the City of Marquette, County of Marquette, Michigan. The developer has organized a Michigan corporation, the association, to operate and maintain the common elements of the project. All co-owners of condominium units in the project shall become members of the association and shall be subject to and abide by all the provisions in the master deed, the condominium bylaws, the subdivision plan of the project, the articles of incorporation, and any association bylaws, rules, and regulations. 7. The unit to be purchased. a. If the unit is not constructed by the date of this agreement, it shall be built substantially in accordance with the plans and specifications of the developer's basic unit, which the purchaser has examined and approved. If construction of the unit is not completed by December 31, 2015, Purchaser may withdraw from this agreement and have the entire deposit refunded upon providing written notice to Developer. The developer may make any reasonable changes or substitutions of comparable material, equipment, or appliances called for in the specifications that are in accordance with applicable building codes. Landscaping and construction materials shall also be within the discretion of the developer unless otherwise expressly provided in this agreement. The developer may change the size, style,

3 location, and ground elevation of any buildings or units not yet completed or of any limited common elements appurtenant to the unit at any time. b. The purchase price of the unit shall include all standard allowances as set forth in this agreement, except as modified in writing by seller and purchaser. No furnishings or extra features shall be included in the purchase price unless specifically provided for in the basic plans or in any specification sheets attached to this agreement. Furniture, wall coverings, furnishings, draperies, and the like shown in any model unit are only for display purposes and are not considered part of the unit for the purpose of this agreement. c. If the purchaser elects to make custom selections for the completion of the unit to be purchased, the purchaser must make such selections within 14 days after the date the developer notifies the purchaser that the unit is ready for the choice of custom selections. If the purchaser fails to make such selections in writing within this period, the developer may then make such selections on behalf of the purchaser, and the purchaser agrees to accept the developer's selections without any modification of the purchaser's obligations under this agreement. d. The unit and the purchaser's rights to it are subject to the terms of the Michigan Condominium Act, MCL et seq. 8. Escrow provisions. a. All sums received by the developer from the purchaser pursuant to this agreement shall be deposited with Marquette County Title Company, as the escrow agent (or any other escrow agent qualified to serve as such under the Michigan Condominium Act that the developer later substitutes). The escrow agent shall hold these sums under the escrow agreement between the developer and the escrow agent that is attached as exhibit B and incorporated in this agreement by reference. The purchaser has accepted the conditions of the escrow agreement and has agreed to be bound by that agreement as though the purchaser were a party to it. If the purchaser withdraws from this agreement before it becomes a binding purchase agreement, the escrow agent shall return the deposited funds to the purchaser within three business days after the escrow agent receives written notification of the purchaser's withdrawal, and all rights and liabilities of the purchaser and the developer under this agreement shall terminate. b. After the withdrawal period expires, the developer shall retain sufficient funds in escrow or provide sufficient security to assure the completion of the uncompleted structures and improvements labeled "must be built" in the condominium documents. c. If the purchaser orders modifications to the unit or the installation of extras for the unit after this agreement becomes binding, the developer requires the purchaser to escrow the full amount of the estimated cost of the extras. All changes must include a cost estimate, and must be in writing and signed by both parties prior to being binding on either party. The purchaser shall pay this sum within 10 days after the developer's demand, and the developer may refuse to proceed with the completion of the unit if the amount is not timely paid.

4 9. Cancellation rights of the purchaser. This agreement shall not become binding until nine business days after the purchaser receives the documents required by MCL a, and the purchaser may withdraw without cause and without penalty until that time if the unit has not been conveyed. 10. Cancellation rights of the developer. If the developer decides not to construct the unit to be purchased under this agreement or desires to withdraw as a party to this agreement before this agreement becomes binding, the developer shall notify the purchaser in writing. In either case, the developer reserves the right to have any sums deposited by the purchaser returned to the purchaser or the purchaser's successors. On the developer's withdrawal, all the purchaser's rights shall terminate without further liability on the part of the developer. 11. Conveyance of title. The developer agrees to convey good and merchantable title to the unit to the purchaser at the closing, subject to a. current general real estate taxes; b. special city or county taxes or assessments for improvements not yet completed; c. easements, covenants, restrictions, and building liens of record; d. applicable zoning and building laws; e. acts done or allowed by the purchaser; f. the Michigan Condominium Act; g. the master deed for the project and all amendments to it; and h. liens and other matters over which the title insurer commits to insure. At or before the closing, the developer shall provide the purchaser with a standard form commitment for a title insurance policy by a licensed title insurance company designated by the developer, showing title in the purchaser subject to the general printed exceptions in the policy and the title exceptions stated above. Promptly after the closing, the developer shall have an owner's policy of title insurance based on the commitment issued and delivered to the purchaser. That title policy or commitment shall be conclusive evidence that good and merchantable title is being conveyed to the purchaser and shall be in the amount of the purchase price designated in provision 2 of this agreement. If the purchaser has possession of the unit as a tenant or a lessee under a written lease on the date of this agreement, the purchaser's possession shall continue on that basis and the purchaser shall make all rent payments due until this sale is closed. At the closing, the purchaser's interest as tenant or lessee shall be merged into the purchaser's title as co-owner. 12. Closing. The purchaser agrees to consummate the purchase of the unit within 14 days after written notice from the developer that the developer is prepared to tender title and possession and to pay the balance of the purchase price as stated in provision 2, which shall be disbursed in accordance with the conditions of the escrow agreement referred to above. 13. Settlement fees and prorations. a. The purchaser shall pay for recording the deed to the unit, mortgage costs (if any), and other closing costs customarily paid by purchasers of comparable real estate

5 in Marquette County, Michigan. The developer shall pay for an owner's policy of title insurance, transfer taxes imposed on the deed and preparation of the deed. b. Real estate taxes, current installments of special assessments, rent, condominium assessments, insurance premiums, and any other items customarily prorated shall be prorated to the closing date. Real estate taxes and special assessments shall be prorated according to due dates as if paid in advance, according to the last ascertainable tax bills. If taxes for the unit have not previously been separately assessed, then the tax on the unit shall be computed by multiplying that portion of the last ascertainable total tax bills allocated by the developer to the property on which condominium units that have not been separately assessed had been constructed or were under construction at the time of the assessment by the percentage of value assigned to the purchaser's unit in the master deed. The sum determined in this way shall be prorated as specified above and paid by the purchaser to the developer at the closing. c. At the closing, the purchaser shall deposit with the developer on behalf of the association both the pro rata share of the current monthly assessment for the unit and an additional sum equal to two months' assessments as a working capital reserve for the association. The two months' working capital reserve is not refundable and shall not apply toward any future monthly installment or annual assessment of the association. 14. Possession. The developer shall deliver possession of the unit to the purchaser at the closing unless otherwise mutually agreed by the purchaser and the developer. 15. Assumption of obligations. Before the closing, the developer shall have a master deed for the project recorded with the Register of Deeds of Marquette County, Michigan. The form and contents of the master deed are within the sole discretion of the developer. A copy of the recorded master deed shall be furnished to the purchaser at least nine business days before this agreement becomes binding. The purchaser shall assume all obligations appurtenant to the unit under the master deed at the closing. 16. Default. If the purchaser defaults on any payments or obligations required by this agreement, the developer may immediately terminate all the purchaser's rights under this agreement. If the purchaser's rights terminate before this agreement becomes binding or the developer defaults under this agreement, all sums paid by the purchaser shall be refunded to the purchaser and neither party shall have any further obligations. If the purchaser's rights are terminated after this agreement becomes binding, the developer may, at its sole option, retain any amount paid by the purchaser as liquidated damages and/or may elect to pursue any legal or equitable remedy available to it under Michigan law. The deed or purchase money does not have to be tendered if the other party has defaulted. A failure to appear at the time and place stated above on notice to close the transaction shall be a default. Time is the essence of this agreement, and the phrase "the date of this agreement" means the date the developer accepts this agreement. 17. Assignability. The purchaser shall not assign, set over, or transfer this agreement or any of the purchaser's rights or interests under this agreement without written consent from the developer. The developer may declare any such purported assignment void. The

6 developer's refusal to consent to an assignment shall not entitle the purchaser to terminate this agreement or give rise to any claim for damages against the developer. The developer may assign its rights under this agreement. If such an assignment is for the purpose of securing a loan to the developer, the purchaser's rights under this agreement shall, at the option of the lender, be subordinate to the rights of the lender. 18. Limited warranty. The developer warrants to the purchaser that all materials and equipment furnished pursuant to this purchase agreement will be new unless otherwise specified and that all materials, equipment, and work will be of good quality, free from faults and defects, and in accordance with the plans and specifications for the purchaser's unit. If the purchaser gives the developer written notice of alleged defects in work or materials in the unit or in the common elements appurtenant to or contained in the unit and requests inspection of the work or materials within one year after the closing, the developer shall inspect such items. If the inspection reveals defects in work or materials, the developer shall make reasonable repairs to cure the defects without cost to the purchaser. The developer shall also make reasonable repairs to cure any defects in work or materials that are revealed by the developer's inspection in other common elements in or appurtenant to the building in which the purchaser's unit is located for which the developer receives written notice within eighteen months after the common elements were constructed or installed. However, the developer does not warrant against alleged defects that result from characteristics common to the materials used, such as warping or deflection of wood; fading, chalking, or checking of paint due to sunlight; hairline cracks caused by drying and curing of concrete, stucco, plaster, bricks, or masonry; drying, shrinking, or cracking of caulking or weatherstripping; heaving of cement; snow or ice buildup on roofs causing leakage in the unit or in the common elements; or the initial settlement of buildings, separation of drywall, or material shrinkage commonly associated with new construction. 19. Risk of loss. Until the closing, the developer shall bear all risk of loss from fire and the elements. 20. Attorney recommended. Purchaser acknowledges that the broker/salesperson has recommended that an attorney be retained by purchaser to review the marketability of title and determine that the requirements of this agreement have been met. 21. Multiple purchasers. If two or more persons execute this agreement as purchaser, each shall have joint and severable liability as to all terms and conditions of this agreement. 22. Agency Disclosure. Purchaser and seller agree and understand that selling agent is an agent of. The agency disclosure form has been signed by purchaser on. If selling agent is acting as a dual agent in this sale, this offer is contingent upon both purchaser and seller signing the attached dual agency agreement prior to this agreement becoming effective. 23. Real Estate Broker. Seller hereby notifies purchaser that one of the member and the spouse of one of the members of The Landing Development Group, LLC, is a licensed Michigan real estate broker. 24. Entire agreement. This agreement constitutes the entire agreement between the parties. No representations, warranties, undertakings, or promises oral, implied, or other can

7 or have been made by the developer or its agents or brokers to the purchaser or anyone acting on behalf of the purchaser except as stated in this agreement or mutually agreed in writing by the parties. Any amendments, supplements, and riders to this agreement shall be in writing, signed by both parties, and attached to this agreement. The purchaser shall not record this agreement or any memorandum of it. 25. Advertising. For the purpose of completing the sales promotion of the project, the developer and its agents, successors, and assigns have full authority to maintain on the condominium property (excluding the unit) until the sale of the last unit any signs, transient parking, sales offices, and model apartments, together with rights of ingress and egress for the developer; its agents, successors, and assigns; and any of their licensees or invitees. The developer shall restore the common elements to habitable status when it is finished with this use. 26. Notices. All notices and demands made under this agreement shall be in writing and shall be deemed received on the day after the notice is deposited in the U.S. mail, first class or certified, return receipt requested, postage prepaid, and addressed to the recipient party at the addresses given in this agreement or to the purchaser's attorney or when the written notice or demand is personally delivered to either the party or to the party's attorney. 27. Delays. If the developer fails to perform any of its obligations under this agreement by the closing date or if the commitment furnished at the closing discloses a defect in the developer's title, the developer shall have 30 days to perform the obligation or cure the defect. If the developer fails to perform its obligations or to clear its title within this period, the purchaser may terminate this agreement, all sums paid by the purchaser toward the purchase price shall be returned to the purchaser, and neither the purchaser nor the developer shall have any further obligation to each other. 28. Enforceability. This agreement shall bind and be enforceable by the parties and their heirs, personal representatives, and assigns. 29. Use of Fax or . The use of a facsimile machine (FAX) and shall be permitted with regard to the signing of this agreement and any signed document transmitted by FAX or shall be treated in all manner and respects as an original document. The signature of any party transmitted by FAX or shall be treated as an original signature. Any FAX or document shall be considered to have the same binding legal effect as an original document. At the request of either party, any document transmitted by FAX or shall be re-executed by both parties in an original signature form. In consideration for promises made and value received herein, the parties to this agreement hereby agree that neither shall raise the use of transmission by FAX or as a defense to this agreement and each forever waives such defense. Dated: Dated: Purchaser Purchaser

8 Printed Name: Printed Name: Address: Telephone Number: This offer is accepted by the developer. The Landing Development Group, LLC Dated: By: Its: