OFFER TO PURCHASE RESIDENTIAL PROPERTY by zaaaaa4

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									OFFER TO PURCHASE RESIDENTIAL
              PROPERTY

         "VERSAILLES VILLAGE LIFE"

 DEVELOPER:   GAUSSIAN RESOURCES (PTY) LTD
              REGISTRATION NO: 2007/005450/07
              PREVIOUSLY KNOWN AS CROWN HILL PROPERTIES
              280 CC




                                                LUCILLE GELDENHUYS
                               ATTORNEY NOTARY AND CONVEYANCER
                                            7 SIMONSPLEIN CENTRE
                                                  RYNEVELD STREET
                                                     STELLENBOSCH
                                                                     7600
                                                     TEL: 021 – 887 9149
                                                     FAX: 021 – 883 2036




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                                                              Page 1 of 18
RECORDAL
It is recorded that:


1.      The SELLER is presently planning and will substantially develop Erven 13775 and 13776,
        Wellington, in accordance with the Plans and specification schedules approved by the
        Drakenstein Municipality.


2.      The PURCHASER wishes and has offered to acquire the Property from the SELLER and the
        SELLER is prepared to sell the Property to the PURCHASER.


3.      The SELLER has taken transfer of Erven 13775 and 13776, Wellington into its name, the
        development has been approved by the Drakenstein Municipality and the General Plan of the
        site has been approved by the Surveyor General; accordingly, no separate title has been issued
        in respect of the Property and the Property will not be a separate registrable entity until certain
        services have been installed.


4.      The PURCHASER agrees that any delay in transfer by the SELLER due to the approval of
        the rezoning and subdivision by the local authority and the sub-divisional diagram by the
        Surveyor General or the installation of services, will not give rise to a claim for cancellation of
        this agreement and it will remain in full force and effect, notwithstanding any delay in the
        registration of transfer of the Property.


5.      If the Property has been erroneously described herein, such mistake or error shall not be
        binding upon the parties but the correct description as intended by the parties shall apply and
        they shall effect rectification of this contract accordingly.


6.      It is noted that the site plan (Annexure “A”) has been approved by the Local Authority.
        Should Annexure "A" be amended to comply with any further conditions of the Drakenstein
        Municipality then an Agreement of Sale on the terms and conditions of this Agreement shall
        come into existence for the sale of the Property as depicted on the amended plan approved by
        the Drakenstein Municipality for the stand with the corresponding number as on Annexure
        "A". Similarly, should the erven in the development be renumbered to comply with the
        conditions of the Surveyor General then an Agreement of Sale on the terms and conditions of
        this Agreement shall come into existence for the sale of the Property as depicted on the
        General Plan approved by the Surveyor General for the stand with the corresponding number
        as on Annexure "A".

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                                                                                                Page 2 of 18
7.      This agreement consists of the schedule and conditions of purchase both of which form an
        integral and indivisible part of the agreement.


                                           THE SCHEDULE
A.      THE SELLER:
        GAUSSIAN RESOURCES (PTY) LTD, Registration number 2007/005450/07, previously
        known as Crown Hill Properties 280 CC, (Herein represented by Pieter-Jan Vlok or Grahame
        Anthony Fogel, duly authorized hereto)


B.      THE SELLER'S ADDRESS:
        99 Dorp Str, Stellenbosch, 7600
        (Which address the SELLER hereby nominates as its domicilium citandi et executandi for all
        purposes hereunder)


C.      THE PURCHASER:
If natural person (together with his heirs, executors, administrators or assigns)
Full Name Purchaser (1)
Identity / Passport Number
Marital status (in/out c.o.p. /
Muslim rites)
Full Name Purchaser (2)
Identity / Passport Number
Marital status (in/out c.o.p. /
Muslim rites)
Physical address
Postal address
E-mail address
Tel No (w)
Tel No (h)
Cell No
Date and country of marriage
Antenuptial contract no
Income tax reference number
VAT registration number


If legal entity or trust (together with its successors in title/office or assigns)
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                                                                                        Page 3 of 18
Name of entity or trust
Full Name of representative
Registration No
Capacity
Business address
Postal address
E-mail address
Tel No (w)
Tel No (h)
Cell No
Income tax reference number
VAT registration number


Details of all directors / members / trustees:
Full name                  Identity Number                        Residential Address




D.     THE PURCHASER'S DOMICILIUM ADDRESS:
       _______________________________________________________________________
       (which address the PURCHASER hereby nominates as his domicilium citandi et executandi for all
       purposes hereunder) (must be physical address).


E.     THE PROPERTY PURCHASED:
       A residential erf situated within the development known as Versailles Village Life, consisting of:


       PORTION _______________, VERSAILLES VILLAGE LIFE, WELLINGTON
       IN THE DRAKENSTEIN MUNICIPALITY
       DIVISION PAARL
       WESTERN CAPE PROVINCE
       MEASURING APPROXIMATELY __________________ SQUARE METRES
       (“the PROPERTY”)




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F.      THE PURCHASE PRICE:


        R___________________________ (_________________________________________
        _______________________________________________________________________)
        (Inclusive of VAT).


G.      PAYMENT:
(i)     The Purchaser shall pay a deposit of 5% (FIVE PERCENT) on the plot price which is payable
        within 24 (Twenty Four) hours of date and time of signature of this agreement by both parties.
        The deposit will be paid into the trust account of the Conveyancers by way of electronic
        transfer (EFT), cash or cheque, the details which are as follows:


        Bank:                  ABSA Bank Limited
        Account Name:          Lucille Geldenhuys Attorneys
        Account number:        406 290 5490
        Branch:                Stellenbosch
        Branch Code:           334410
        Reference:             PURCHASER’S SURNAME AND ERF NUMBER


(ii)    A further deposit of R_____________________________________ by not later than
        ___________________ 2007.          The deposit will be paid into the trust account of the
        Conveyancers stipulated in clause (i) above, by way of electronic transfer (EFT), cash or
        cheque.


(iii)   The balance of R________________ (______________________________________
        _______________________________________) payable on date of transfer of the
        PROPERTY into the name of the PURCHASER.


H.      AGENT:
        Agent’s commission where applicable is payable by the SELLER.


I.      CONDITIONS OF SALE:
        The Conditions of Sale and Annexure/s, which is attached to this Schedule and which shall be
        initialled by the PURCHASER and the SELLER as proof that both parties have read and
        understand the contents thereof.




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J.     THE CONVEYANCER:
       Lucille Geldenhuys Attorney, Conveyancer and Notary of Stellenbosch, tel 021–887 9149, fax
       021–883 2036, contact person: L Geldenhuys (herein referred to as “the Conveyancer”).


K.     THE LAND:
       Erf__________________, Wellington.


L.     MORTGAGE BOND:
       The amount of R_____________________ (___________________________________
       ________________________________________________________________________)
       to be obtained within 30 business days of signature hereof by the PURCHASER.
       (Referred to in clause 4 of the Conditions of Sale)


M.     OCCUPATION DATE:
       Shall mean the date on which the PURCHASER is obliged to take occupation of the
       PROPERTY in terms of this Agreement, and shall be the date of registration of the
       PROPERTY into the name of the PURCHASER or the date of practical completion of the
       PROPERTY, whichever occurs first, alternatively such date as indicated by the SELLER in
       writing. (See clause 7 of the Conditions of Sale)


N.     DEVELOPMENT
       Refers to the Development on the land, referred to as "Versailles Village Life"


O.     PLAN:
       The draft Plan of the development, or particular phases thereof, as the case may be, until such
       time as the General Plan has been approved by the Surveyor-General.


P.     SPECIAL CONDITIONS:
(i)    The PURCHASER undertakes to provide the SELLER or his Agent with a copy of his identity
       document and a copy of his salary advice slip within 48 hours of signature hereof, as well as
       proof of residential address, and income tax reference number, for purposes of compliance with
       the Financial Intelligence Centre Act.
(ii)   Should the PURCHASER be sequestrated or liquidated, as the case may be, whether
       provisionally or finally, alternatively pass away prior to registration of transfer, this Agreement
       will terminate with immediate effect.



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                                                                                               Page 6 of 18
Q.       GENERAL PRINCIPLES:
(i)      Any reference to the PURCHASER shall, when used in the context of the occupation or use of
         this PROPERTY, include members of his family, servants, employees, tenants and agents, and
         the PURCHASER shall be bound to procure compliance by such person with the obligations
         arising from such extended definition.


(ii)     Words signifying the singular shall include the plural and vice versa, and words importing one
         gender shall include the other.


(iii)    The Annexures hereto are deemed to be incorporated in, and form part of this agreement
         which will not be accepted as an agreement if not dated and the time of signature reflected
         thereon noted.


SIGNED by the PURCHASER at __________________ on _______________________ 200___.


AS WITNESSES:


1. ________________________                                            ____________________________
                                                                       PURCHASER


2. ________________________ ........................................   ____________________________
                                                                       PURCHASER


SIGNED by the SELLER at __________________ on ___________________________ 200___.


AS WITNESSES:


1. ________________________                                            ____________________________
                                                                       SELLER


2. ________________________


SIGNED by the AGENT at __________________ on ___________________________ 200____.


                                                                       ____________________________
                                                                       AGENT

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                                                                                              Page 7 of 18
                 CONDITIONS OF SALE: VERSAILLES VILLAGE LIFE


1.    SALE
      Subject to the terms and conditions of this agreement the PURCHASER purchases from the
      SELLER who hereby sells to the PURCHASER for the stated purchase price, the
      PROPERTY described in Paragraph E of the Schedule, attached to these conditions.


2.    PAYMENT OF PURCHASE PRICE:
2.1   The purchase price shall be payable as follows:
      2.1.1 In accordance with the provisions of paragraphs F & G of the schedule. The deposit
           and any other amounts paid by the PURCHASER on account of the purchase price
           shall be paid and proof of payment faxed to the Conveyancer who shall invest that sum
           in an interest bearing account at a bank of their choice on behalf of the PURCHASER.
           Such amount shall be invested in accordance with the provisions of Section 78(2A) of
           the Attorneys Act No 53 of 1979, as amended, pending registration of transfer of the
           PROPERTY into the name of the PURCHASER.
      2.1.2 The deposit and any other amounts shall only be paid to the SELLER on date of
           registration of transfer of the PROPERTY in the name of the PURCHASER. Any
           interest earned on such an account shall be for the benefit of the PURCHASER.
      2.1.3 The balance to be secured by way of guarantees, acceptable to the SELLER and shall be
            payable in cash against registration of transfer of the PROPERTY into the name of the
            PURCHASER.
      2.1.4 Any payment made in terms hereof, shall be allocated first to all other costs and charges
            due by the PURCHASER, and thereafter in reduction of the purchase price.


3.    FURNISHING OF GUARANTEES
      Within twenty one (21) days of written request to the PURCHASER by the Conveyancer, the
      PURCHASER shall deliver to the Conveyancer a guarantee alternatively a written approval in
      terms acceptable to the SELLER provided by a registered South African Commercial Bank or
      other financial institution approved by the SELLER in its absolute discretion for payment of
      the balance of the purchase price against registration of transfer; provided that the
      Conveyancer may not request such guarantee prior to the PURCHASER’S bond having been
      approved, but may do so anytime thereafter.




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4.    BOND
4.1   This agreement is subject to the PURCHASER being offered bond finance within 30 business
      days from the date on which the PURCHASER signs this document for an amount specified
      in paragraph L of the schedule. Notwithstanding anything to the contrary herein contained, if
      the required loan has not been obtained within the said time period the SELLER shall be
      entitled in its own discretion to grant an extension of such time period. It shall not be
      necessary for the SELLER to communicate to the PURCHASER his decision to grant an
      extension of such time period.
4.2   If the aforesaid finance is not approved within the stipulated time or the extended period,
      then this agreement may be cancelled by the SELLER, in writing, and upon such cancellation
      taking place, the Conveyancer will refund to the PURCHASER the deposit paid in terms of
      paragraph G together with interest thereon earned in terms of paragraph 2.1.1 hereof, the
      parties reciprocally acknowledge that they shall have no further claim the one against the other
      arising here from.
4.3   It is further agreed that Gaussian Financial Services (Pty) Ltd: Celeste Vlok, Cell: 082 799
      4518, tel: 021 – 883 9012, fax: 021 – 883 8999, will arrange for such bond for the
      PURCHASER and in that regard the PURCHASER nominates and appoints the authorised
      agent of Gaussian Financial Services (Pty) Ltd as his agent to apply on his behalf for such
      bond finance and the PURCHASER undertakes to provide and sign any documents which
      may be required for such application, within 48 hours after signing this document.
4.4   It is also agreed that the mortgage bond to be registered over the PROPERTY in the name of
      the PURCHASER will be attended to by Lucille Geldenhuys Attorneys, Stellenbosch
      alternatively such other firm of attorneys nominated by the SELLER.
4.5   It shall at all times remain the PURCHASER’S obligation to obtain the required bond, and
      any act or omission on the part of the SELLER or the bond originator in this respect will not
      render the SELLER liable to the PURCHASER in any manner whatsoever, or for any actual
      or contingent loss which the PURCHASER under those circumstances may sustain.


5.    TRANSFER OF THE PROPERTY
      Transfer of the PROPERTY to the PURCHASER shall be attended to by Lucille Geldenhuys
      Attorneys and shall be proceeded with upon:
5.1   The PURCHASER securing the purchase price including the furnishing of the required
      guarantees; and
5.2   The General Plan, which the PROPERTY comprises a part of, being approved by the
      Surveyor-General and the local authority issuing a clearance certificate for the PROPERTY.



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5.3   The cost of the Transfer and Bond Registration, cost of bank valuation and initiation fees in
      relation to the PURCHASER’S bond and/or costs incidental to the delivery of guarantees will
      be payable by the SELLER. Should the PURCHASER’S Bank instruct any other attorney to
      attend to the bond registration or should the Purchaser apply for a bond other than through
      the mortgage originator mentioned in paragraph 4.3 above, the Purchaser shall be liable for all
      costs incidental to the registration of such Bond.
5.4   The PURCHASER undertakes to render all the necessary documentation and assistance to
      The Mortgage Shop within 48 hours of signing this document to obtain a loan on the
      PURCHASER’S behalf.
5.5   Should the PURCHASER re-sell the PROPERTY before registration of transfer into his name,
      he will have to first take transfer of the PROPERTY into his name together with the
      registration of the bond (see paragraph L of the Schedule) before transfer of the PROPERTY
      may be affected into the name of his nominated third party PURCHASER, normal transfer
      and bond fee tariffs and sundries will be applicable.


6.    SIGNATURE OF DOCUMENTS
6.1   The PURCHASER undertakes, within 14 (fourteen) days of being called upon to do so by the
      Conveyancer, to furnish all such information, sign all such documents and pay all such
      amounts as may be necessary or required to give effect to this transfer. Failure to do so shall
      be regarded as breach of contract, entitling the SELLER to either, within its sole and absolute
      discretion, act in terms of paragraph 6.2 or paragraph 10 hereof.
6.2   The PURCHASER hereby, in the event of breach by the PURCHASER as provided for in
      paragraph 6.1 above, nominate and appoint the SELLER with power of substitution to
      represent me in my capacity as PURCHASER as and how he in his discretion deems fit,
      including without limitation to sign any documents on my behalf necessary to give effect to
      this transfer, including transfer duty declarations, Value Added Tax declarations, any
      documents required by the South African Revenue Services, special and general powers of
      attorney, notarial deeds, or otherwise.


      Parties initial here ________________


7.    INSTALLATION OF SERVICES AND OCCUPATION
7.1   Provided that the purchase price has been paid or secured to the satisfaction of the SELLER,
      occupation of the PROPERTY shall be given to and taken by the PURCHASER on the date
      of registration of transfer of the PROPERTY in the name of the PURCHASER.
7.2   From the occupation date the PURCHASER shall be entitled to the beneficial occupation of
      the PROPERTY.

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7.3    The PURCHASER is aware of the fact that the SELLER shall only be in a position to give
       transfer of the PROPERTY once the municipal services have been installed to the satisfaction
       of the local authority and clearance certificates have been issued by the local authority. The
       SELLER records that the anticipated date of completion of the services is 1 February 2008 and
       the anticipated date of transfer is 1 February 2008. The PURCHASER accepts that these dates
       are estimates only and should there be a delay with the completion of the services or the
       issuing of clearance certificates, this will not give rise to the PURCHASER for any claims
       against the SELLER in any manner whatsoever.


8.     RATES AND TAXES
       The PURCHASER shall as from and including the date of registration of transfer be liable for
       the payment of all rates, taxes and other charges in respect of the PROPERTY and shall refund
       to the SELLER any such monies which may have been paid in advance beyond such date,
       which refund shall be paid by the PURCHASER to the Conveyancers upon their request.


9.     DELAY IN TRANSFER
       Should transfer of the PROPERTY be delayed, and such delay in the opinion of the
       Conveyancer, is caused by the PURCHASER, or the PURCHASER’S agents, then the
       Conveyancer shall be entitled to give written notice to the PURCHASER, calling upon him to
       remedy the delay failing which the PURCHASER will be charged interest on the outstanding
       purchase price at the rate of 5% above the prime interest rate of ABSA Bank, from time to
       time, by way of mora interest until the PURCHASER ceases to delay the matter. This interest,
       if applicable, shall be in addition to any occupational interest provided for herein, and in
       addition to further claims of damages, incurred by the SELLER as a result of such delay.


10.    BREACH OF CONTRACT
10.1   In the event of the PURCHASER failing to carry out any of his obligations under this
       agreement or the Schedules thereto, and in the event of the PURCHASER continuing in such
       default for more than 3 (three) calendar days after written notice has been personally handed to
       the PURCHASER or faxed to the PURCHASER’S fax number, indicated in the Schedule, or
       failing to remedy such breach within 10 (ten) days after written notice has been posted by
       registered mail to the PURCHASER’s address indicated in the schedule, requiring the
       PURCHASER to remedy such default, then the SELLER shall be entitled to immediately, and
       without any further notice to the PURCHASER, enforce his rights in terms of this Agreement,
       or in common law, which may include cancellation, in which case the SELLER shall be entitled
       to re-take possession of the PROPERTY, which the PURCHASER shall immediately vacate,
       and all monies paid or deposits made together with interest earned to the PURCHASER in

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       terms of this agreement are forfeited to the SELLER by way of “rouwkoop”, or alternatively,
       and in the discretion of the SELLER, may be retained as an agreed upon pre-estimate of any
       damages suffered by the SELLER.
10.2   The Conveyancers are hereby authorised to pay over any such monies under their control to
       the SELLER where the PURCHASER has failed to timeously remedy his breach and the
       contract has been cancelled.
10.3   In the event of the SELLER cancelling this agreement and the PURCHASER failing to vacate
       the premises immediately upon such cancellation the PURCHASER shall remain liable to the
       SELLER for payment of occupational interest until the PURCHASER vacates the premises,
       without prejudice to the SELLER's right to sue, or apply for the eviction of the PURCHASER
       and the claim of such further damages howsoever arising, including damages of a consequential
       nature, in which event the SELLER will be entitled to claim the costs against the
       PURCHASER on a scale as between Attorney and Own client. Occupational rental shall be
       calculated at the rate of 5% above the prime interest rate of ABSA Bank, from time to time, on
       the purchase price.
10.4   Should it be necessary for the Conveyancers to place the PURCHASER on terms in terms of
       this paragraph, then the PURCHASER shall be liable for payment of an amount of R900 plus
       VAT to the Conveyancers in respect of additional disbursements and correspondence relating
       to such notice. Such payment shall be made by the PURCHASER immediately upon the
       Conveyancers’ request or alternatively be deducted from any deposits the PURCHASER might
       have paid without further correspondence.


11.    DOMICILIA CITANDI ET EXECUTANDI
11.1   The parties select their respective addresses and fax numbers respectively as their domicilia
       citandi et executandi for all purposes of this contract, including the service of all notices and
       processes in connection herewith.
11.2   Notice of change of address and or fax numbers, may be given by either party to the other.
11.3   Every notice to be given by one party to the other in terms of this contract shall be in writing
       and shall be either:
       11.3.1 delivered by hand to the domicilium citandi et executandi or fax number of the other party,
               in which case it shall be deemed to have been given or received by fax and such other
               party shall be deemed to have been informed of the contents of the notice when the
               notice is so delivered or faxed; or
       11.3.2 posted by prepaid registered post to such other party at the domicilium citandi et executandi
               of the other party, in which case it shall be deemed to have been given to the other
               party and such other party shall be deemed to have been informed of the contents of
               the notice on the fourth calendar day after posting.

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12.    COURT PROCEEDINGS AND JURISDICTION
12.1   For the purpose of all and any legal proceedings arising out of or relating to this agreement the
       Parties hereby consent to the jurisdiction of the Magistrate's Court, notwithstanding that such
       proceedings are otherwise beyond the jurisdiction of such court, and this paragraph shall be
       deemed to constitute the required written consent conferring jurisdiction upon the said Court
       pursuant to section 45 of the Magistrate's Court Act of 1944, as amended.
12.2   Notwithstanding the foregoing, the parties shall have the right at their sole option and
       discretion to institute proceedings in any other competent court which might otherwise have
       jurisdiction.
12.3   Costs shall be paid as between Attorney and Client, save as for the situation in 11.3 above,
       including a collection commission of 10% (Ten Percent) plus any VAT thereon, in respect of
       overdue monies by the party in default.
12.4   The SELLER shall be entitled to recover from the PURCHASER costs (as between attorney
       and own client) incurred by the SELLER in exercising its rights under or enforcing the
       provisions of this contract and in addition costs of attendances whether action has been
       instituted or not, and including costs of tracing.


13.    GENERAL
13.1   This contract, together with its annexure, reflects the intention of the parties and constitutes
       the entire contract between the parties. No other terms, conditions, stipulations, undertakings,
       representations or warranties shall be of any force or effect, save as expressly included herein.
       No variation of, addition to, consensual cancellation or amendment of this contract, and
       especially to this condition, shall be of any force or effect unless reduced to writing and signed
       by either parties or their authorised agents.
13.2   The parties undertake to do all such things, sign all such documents and take all such steps as
       may be necessary, incidental or conducive to the implementation of the terms, conditions and
       import of this contract.
13.3   If this contract is signed by more than one person as the PURCHASER, the obligations of all
       the signatories shall be joint and several. If this contract is not signed by all the persons named
       as PURCHASERS, this contract nonetheless shall be and remain binding on the
       PURCHASERS who have signed this contract.
13.4   No latitude, extension of time or other indulgence which may be given or allowed by the
       SELLER to the PURCHASER in respect of any payment provided for in this contract or
       hereunder shall under any circumstance be considered to be an implied consent by the
       SELLER or operate as a waiver or a novation of, or otherwise affect, any of the SELLER'S
       rights in terms of or arising from this contract, or stop the SELLER from enforcing, at any

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       time and without notice, strict and punctual compliance with each and every provision or term
       hereof, nor shall any such latitude, extension of time or other indulgence discharge or
       otherwise affect the liability if any person who may be or become bound in terms hereof as
       surety for a co-principle debtor with the PURCHASER.
13.5   It is specifically recorded that in the event that the time period as set out in 4.1 above has not
       been met by the PURCHASER and the SELLER in its own discretion grants an extension of
       such time period then such extension shall not be necessary for the SELLER to be
       communicated to the PURCHASER and does not have to be in writing, but will be made
       known to the PURCHASER on request.


14.    LEGAL ENTITY
14.1   If the PURCHASER is acting on behalf of a Company or Close Corporation to be formed,
       then, and in the event of the said Company or Close Corporation not being formed, or, if
       formed not ratifying and adopting this agreement within 60 (sixty) days from date hereof, the
       PURCHASER, in his personal capacity shall be the PURCHASER hereunder and shall be
       bound by all terms of this agreement. If the Company or Close Corporation is formed and
       duly adopts and ratifies this sale as aforesaid, then the signatory by virtue of his signature
       hereto, binds himself as surety and co-principal debtor jointly and severally with the Company
       or Close Corporation for the fulfilment of all the terms and conditions of this agreement.
14.2   In the event of a registered Company, Close Corporation or Trust being the PURCHASER of
       the PROPERTY referred to above, the signatory on behalf of such Company, Close
       Corporation or Trust by virtue of his signature hereto, binds himself as surety and co-principal
       debtor, jointly and severally with the Company, Close Corporation or Trust for the fulfilment
       of all the terms and conditions of this agreement.
       ALL PARTIES INITIAL HERE__________________
14.3   In the event of the PURCHASER being a Company or Close Corporation or other legal
       person, it shall be entitled to nominate, in writing, a natural person as its representative on the
       Homeowners Association, if applicable.


15.    ACCEPTANCE
       Signature of this contract by the PURCHASER shall be deemed to constitute an offer by the
       PURCHASER to the SELLER to enter into this contract, which offer shall not be capable of
       revocation or withdrawal by the PURCHASER for a period of 60 (sixty) days from the date of
       signing thereof by the PURCHASER. This contract shall be binding on the SELLER only
       when duly signed by him. It shall not be necessary for the SELLER to communicate to the
       PURCHASER his acceptance of the offer constituted in terms hereof for this contract to
       become valid and binding.

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16.    AGENT'S COMMISSION
       The SELLER shall pay the agent's commission as per the mandate as agreed upon between the
       SELLER and the agent. If however, this agreement is subject to any suspensive conditions,
       then the commission shall be deemed to have been earned on the fulfilment of such suspensive
       conditions and shall be payable on registration of transfer by the SELLER upon delivery by the
       Agent of a VAT invoice to the SELLER. The Agent by signing this agreement accepts all
       benefits conferred upon him in terms hereof. Should the PURCHASER fail to carry out any
       condition hereof, resulting in a cancellation of the agreement by the SELLER, then the Agent
       shall be obliged to claim his commission from the PURCHASER.


17.    WARRANTIES, REPRESENTATIONS AND GUARANTEES
17.1   Save as otherwise stated, and without limiting the generality of the foregoing, the PROPERTY
       is sold "voetstoots".
17.2   The PURCHASER shall be obliged to accept transfer of the PROPERTY subject to:
       17.2.1 The conditions, reservations and servitudes contained in the title deed of the land;
       17.2.2 Any change in the numbering of the PROPERTY.
17.3   If upon a resurvey or re-measurement the extent of the PROPERTY, stipulated in paragraph E
       of the schedule, is found not to correspond to that set out in this agreement, then the SELLER
       shall not be liable for any minor shortfall nor shall it be entitled to claim compensation for any
       minor surplus. For purposes of this paragraph a difference shall be deemed to be minor if it
       does not exceed 5% (five percent) of the square meters in question. In the event of the
       shortfall exceeding 5% (five percent), then the PURCHASER shall have 7 (seven) days from
       the date on which such shortfall becomes known to the PURCHASER, to inform the
       SELLER, in writing, of the PURCHASER’s intention to resile from this agreement; and where
       upon the Conveyancer will refund to the PURCHASER the deposit paid in terms of
       Condition G together with interest thereon earned in terms of paragraph 2.1.1 hereof, and the
       parties reciprocally acknowledge that they shall have no further claim the one against the other
       arising here from.
17.4   The PURCHASER acknowledges that:
       17.4.1 Save as provided herein, no warranties, undertakings or representations whatsoever
              have been made or given by the SELLER, or the Agent, whether expressly or implied,
              and
       17.4.2 No person has authority to make any representations whatsoever on the SELLER'S
              behalf.
17.5   The SELLER shall not be required to indicate the position of the beacons or pegs on the land,
       the building or the PROPERTY or the boundaries thereof.

                                                                                               Initial here
                                                                                             Page 15 of 18
18.    HOMEOWNERS ASSOCIATION
       The PURCHASER acknowledges that it may be a condition of the local authority with the
       approval of the development, that a Homeowners Association be formed for the development.
       Should this be the case, then the PURCHASER herewith agrees to be bound to the provisions
       of the constitution of the Homeowners Association and any rules made in terms thereof and to
       pay such monthly levies as may be charged by the Homeowners Association in terms of its
       constitution. The SELLER undertakes to make a copy of the Homeowners Association’s
       constitution available to the PURCHASER prior to the registration of transfer of the
       PROPERTY.


19.    BUILDING AGREEMENT AND BUILDING ACTIVITIES
19.1   This agreement is subject thereto that the PURCHASER enters into a building agreement with
       the SELLER or a contractor nominated by the SELLER, within 24 (Twenty Four) hours from
       the date of signing of this agreement by the PURCHASER, for the construction of a dwelling
       house with outbuildings, on the PROPERTY. Should the PURCHASER fail to sign such
       building agreement within the stipulated period, then this agreement shall lapse and be of no
       consequence. Upon such lapsing taking place, the Conveyancer will refund to the
       PURCHASER the deposit paid in terms of Condition G together with interest thereon earned
       in terms of paragraph 2.1 hereof, the parties reciprocally acknowledge that they shall have no
       further claim the one against the other arising here from.
19.2   The PURCHASER acknowledges that, on the occupation date, alternatively on completion of
       the dwelling to be erected on the PROPERTY in terms of the building agreement, the building
       works in respect of other properties in the development may be incomplete and that occupants
       must necessarily suffer inconvenience from building operations, and from noise, and thus
       resulting there from and that the PURCHASER has no claim whatsoever against the SELLER
       by reason of such inconvenience


20.    SUSPENSIVE CONDITIONS
       The agreement of sale and purchase is subject to the following suspensive condition:
20.1   The SELLER shall be entitled to determine the economic viability of the Development. If the
       SELLER or its agent does not notify the PURCHASER in writing within 120 (One Hundred
       and Twenty) days of the PURCHASER signing this agreement of its decision not to proceed
       with the Development, this agreement shall be valid and binding between the parties in all
       respects.
20.2   In the event that the SELLER gives the PURCHASER notification of its intention not to
       proceed with the Development as allowed for in paragraph 20.1 hereof on or before the

                                                                                            Initial here
                                                                                          Page 16 of 18
        respective date/s or such extended date/s as may be agreed in writing between the
        PURCHASER and the SELLER, this agreement shall be of no force and effect and neither
        party shall have any claim against the other, save that the SELLER shall forthwith refund the
        amount paid by the PURCHASER in terms of paragraphs F & G of the schedule and
        paragraph 2.1.1 hereof, together with the accrued interest thereon.
20.3    This agreement is subject to the approval by all relevant authorities of the development within
        6 (six) months of the date of signature by the PURCHASER.
20.4    Paragraphs 20.1 and 20.3 above may be extended at the instance of the SELLER in writing, by
        a further 90 (Ninety) days.


21.     VALUE ADDED TAX
21.1    The SELLER is liable for payment of Value Added tax (VAT), which amount is included in the
        purchase price.
21.2    The SELLER shall instruct the Conveyancer to pay the VAT applicable to the purchase price
        of the PROPERTY to SARS on date of registration of transfer.
21.3    Should a change in the VAT Act be promulgated allowing for an increase in the VAT rate, the
        SELLER is entitled to add such amount to the purchase price, and the PURCHASER is liable
        to pay this amount before registration.


SIGNED by the PURCHASER at __________________ on _______________________ 200___.


AS WITNESSES:


1. ________________________                                    ____________________________
                                                               PURCHASER
2. ________________________                                    ____________________________
                                                               PURCHASER


ACKNOWLEDGEMENT BY PURCHASER: By my/our signature/s to this Agreement, I/we
hereby accept all the conditions as set out above, and I/we specifically accept the conditions as set out
in clauses 6 and 14.2 above.


SIGNED by the SELLER at __________________ on ___________________________ 200___.


AS WITNESSES:
1. ________________________                                    ____________________________
                                                               SELLER

                                                                                               Initial here
                                                                                             Page 17 of 18
2. ________________________


SIGNED by the AGENT at __________________ on ___________________________ 200___.


AS WITNESSES:
1. ________________________                      ____________________________
                                                 AGENT


2. ________________________




                                                                          Initial here
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