SECTIONAL TITLE OFFER TO PURCHASE by ime33023

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									SECTIONAL TITLE OFFER TO PURCHASE


 UNIT NUMBER


 PURCHASER




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Offer to Purchase Agreement – “THE MANHATTAN”




The PURCHASER:


I/We, the undersigned

Identity number

Marital status

Postal address




Tel (work)                                              Tel (home)

Fax                                                     Cell

(Hereinafter referred to as the PURCHASER)


Acknowledges that the SELLER (as more fully described hereinafter) will/has applied in terms of the Sectional Titles Act, No
95 of 1986 (hereinafter referred to as the Act), for the approval and opening of a Sectional Title Scheme in respect of the
property (as more fully described hereinafter) in accordance with the draft Sectional Plan.


THEREFORE I OFFER TO PURCHASE THE FOLLOWING UNIT, as depicted on the draft plan attached hereto marked
Annexure “A” to be known as:


(a)    Unit No              as shown and more fully described on the Sectional Plan in the scheme known as THE
       MANHATTAN in respect of the land and building or buildings situated at Erf 4464, JOHANNESBURG Township, of
       which section the floor area, according to the said draft sectional plan is approximately          square metres in
       extent; and


(b)    An exclusive use storeroom number :



(c)    An undivided share in the common property in the scheme apportioned to the said section in accordance with the
       participation quota as endorsed on the said sectional plan.

(Hereinafter referred to as the UNIT)



“purchase price"           R__________________________________                      ;

“storeroom”                 R                                                       ;

“total purchase price”      R                                                       ;




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Offer to Purchase Agreement – “THE MANHATTAN”




“less deposit"            R15 000.00 (fifteen thousand rand) of the agreed deposit; Paid to:

                          Negota SSH (Gauteng) Attorneys Trust Account.

                          ABSA – Sandton Business Centre Branch

                          Account Number: 405 940 8879

                          Code: 33-11-55

"loan amount"             R                                                      ;

"estimated levy”          R                                                      ;



The SELLER:
Investagain (Proprietary) Limited
Company Registration Number: 2003/017894/07
(Hereinafter referred to as the SELLER)


1.    PURCHASE PRICE AND DEPOSIT


1.1   The Purchase Price is inclusive of VAT.


1.2   The deposit is payable as follows:


1.2.1 in cash within 24 (twenty four) hours of signing this contract to Negota SSH (Gauteng) Incorporated which amount will
      be invested in terms of Section 78 (2A) of the Attorneys Act, Act 53 of 1979 for credit of the PURCHASER, pending
      registration of transfer of the UNIT into the name of the PURCHASER.


1.3   Transfer of the UNIT into the name of the PURCHASER shall be passed by the Seller’s Conveyancers, Negota SSH
      (Gauteng) Incorporated Tel. 011 369-0500 Fax. 011 781-6584 when the full purchase price has been paid and the
      contract price as set out in the Development Agreement has been paid/guaranteed.


1.4   All bonds will be registered by the seller’s conveyancer.



2.    SUSPENSIVE CONDITIONS
      This agreement is conditional upon:


2.1   the Purchaser enters into a Development Agreement in respect of the improvement of the unit with Investagain (Pty)
      Ltd, simultaneously with the signing of this agreement and the fulfilment of any suspensive conditions therein.




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Offer to Purchase Agreement – “THE MANHATTAN”




2.2   the approval of the application to establish a residential Sectional Title development on the property in accordance with
      the drawings as referred to hereunder, which approval must be obtained on/before December 2007, or such extended
      period as the seller may allow in its sole discretion.


2.3   the approval of all the architects drawings/site development plans by the relevant authority;

                                                                                                  st
2.4   the Seller sells not less than 80% (percent) of the proposed Sectional Title Scheme by the 1 August 2007.


      Should any of the suspensive conditions not be fulfilled this agreement will lapse and become null and void, neither
      party having any claim against the other as a result of the lapsing thereof. The above conditions precedent shall be
      deemed to have been fulfilled unless the Seller has dispatched written to the Purchaser that the conditions precedent
      have not been fulfilled.


3.    LOAN


3.1   In the event of the Purchaser requiring financial assistance from a financial institution to secure the purchase price or
      part thereof, he shall, within a period of 21 (twenty one) days of signature date, or such extended period as the Seller
      may in its sole discretion determine, be granted a loan for the amount required upon security of a first mortgage bond
      over the Unit. In the event of the Purchaser failing to apply for a mortgage bond, the Seller may and is hereby
      authorised to make an application on his behalf for the amount required.


3.2   Should the financial institution not grant the loan as aforesaid within the period envisaged in 3.1, the sale shall lapse
      and shall be of no further force and effect, and save for a refund of the deposit, which is subject to 3.3, the Seller and
      the Purchaser will have no further claims against each other arising out of this agreement, it being recorded that this
      condition is for the benefit of the Purchaser.


3.3   The Purchaser warrants that his income is sufficient to qualify for a loan as envisaged in clause 3.1. The Purchaser
      shall forfeit his deposit in the event of:


3.3.1 this warranty being breached
3.3.2 he/she not being cooperative in the obtaining of information and/or copies of documents by the Bond Originator as
      mentioned in 3.4 below, despite being requested to do so by the said Originator, the agent, the Seller and/or the Seller's
      Conveyancers.


3.4   The Purchaser acknowledges that the Sellers appointed agent, South African Mortgage Lending Association
      (SAMLC), will handle the loan application on behalf of the Purchaser with a financial institution of the Purchaser’s
      choice.




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Offer to Purchase Agreement – “THE MANHATTAN”




4.    OCCUPATION AND OCCUPATIONAL INTEREST


4.1   The date of occupation of the section shall be determined by the Architect, L’Atelier Architects” by giving the Purchaser
      notice that the section shall be ready for occupation on a date stipulated in the notice, which date shall not be less than
      30 (THIRTY) days from the date of posting, faxing, e-mailing or giving in any other way of such notice, which notice
      shall be binding on the Purchaser and on which date the Purchaser shall be entitled and obliged to take occupation of
      the section.


4.2   In the event of the section not being registered in the name of the Purchaser or the Purchaser taking occupation of the
      section as provided for in 4.1, the Purchaser shall pay the Seller occupational interest payable monthly in advance at
      .8% of the Purchase Price from the date of such occupation up to the date of registration of the Unit in the name of the
      Purchaser.


4.3   The anticipated date of completion shall be December 2007. The Seller does not warrant that the section shall be
      ready on the estimated completion date. Should the section not be available for occupation on such date, the Purchaser
      shall have no claim of any kind arising against the Seller for such late occupation.


4.4   Should the Purchaser have obtained a 100% bond, the Purchaser hereby authorizes the Seller and/or the Seller's
      conveyancers to utilize the deposit or any part thereof towards payment of any occupational rental due by the
      Purchaser to the Seller without obtaining his/her/its prior consent thereto.


5.    EXISTING CONDITIONS OF TITLE


5.1   The property sold is subject to the current conditions and terms as stipulated in the Sectional Plans and in the Rules to
      be registered relating to this Sectional Title Scheme or as it is stipulated in terms of Section 35 of the Sectional Title Act.


6.    LEVIES


6.1   The PURCHASER is liable for payment of all levies payable to the Body Corporate from date of occupation or date of
      registration or transfer of the UNIT in his name, whichever is the earliest. The levies are calculated as provided for in
      the Act, which will be determined by the Seller.


7.    FULL AGREEMENT


7.1   No relaxation, extension of time or any other indulgence granted by the SELLER to the PURCHASER in regard to any
      payment in terms hereof, or compliance with any other obligation hereunder, which the Purchaser is compelled to be
      made or fulfilled by the PURCHASER, shall be contemplated as an implied consent by the SELLER or as a
      renunciation or a novation or any other rights affecting the SELLER at any time, in terms of or resulting from this
      Agreement, and the SELLER shall be entitled at any time to claim from the Purchaser, specific and prompt performance
      of each and every condition hereof.



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Offer to Purchase Agreement – “THE MANHATTAN”




7.2   This Agreement reflects the true and sincere intentions of the parties and contains the entire agreement between the
      parties. No variations, alterations, modifications or suspension of any of the terms or conditions hereof, shall be of any
      force or effect unless reduced to writing and signed by both parties hereto.


8.    COSTS


8.1   The SELLER shall be liable for the payment of all legal costs relating to the transfer of the property into the Purchaser’s
      name, including, bond registration costs (limited to the purchase price of the unit), including (make sure of this with
      developer) any bank valuation and/or initiation fees, providing the PURCHASER uses the Sellers bond originator,
      SAMLC. In cases where the Purchaser does not utilise the services of the Seller’s bond originator (see clauses 3.4)
      and/or the Seller’s conveyancer’s for purposes of bond registration, the purchaser shall be liable for and on demand pay
      the transfer and/or bond registration fee of the Seller’s conveyancer.


9.    VARIATIONS TO SPECIFICATIONS


9.1   The Buildings and the Section shall be built substantially in accordance with the Drawings, provided that the Seller shall
         be entitled to:


9.1.1 substitute items of a similar standard and quality for any specified item referred to in the annexed Schedule of Finishes;
9.1.2 vary the Sectional Plans for the Buildings should the Seller consider the same reasonably necessary for technical or
      aesthetic reasons; and
9.1.3 change the area or layout of the Unit, save only that the area of the Unit shall not vary by more than 5 (five) percentage
      points of the estimated area.


9.2   In the event of there being any dispute between the parties as to the nature of the variations referred to in clause 9.1
      the dispute shall be referred for determination to the Architect, and his decision shall be final and binding on the parties.


9.3   Neither the Purchaser nor any person or firm employed by them shall carry out any work on or to the Unit prior to
      registration or transfer. Work subsequent thereto shall not be carried out without the permission of the Body Corporate
      in terms of the Rules.


9.4   The Seller shall not be obliged at any stage to agree to any extras, omissions, variations or changes of any nature
      whatsoever to the Buildings and the Unit.


9.5   In the event, however, of the Seller agreeing to undertake variations, the Seller will not be required to proceed therewith
      until payment for such variations has been made in full to the Seller. If the Seller elects to proceed with the variations
      prior to the receipt of payment in respect thereof, the Purchaser shall be liable for payment of interest from the date of
      commencement of the variations to date of payment at the rate of interest determined in accordance with clause 16.4.


9.6   For purposes of clause 9.5 “variations” shall mean the Finishing Schedule as per the annexure attached hereto.



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Offer to Purchase Agreement – “THE MANHATTAN”




10.      AGENT AND COMMISSION


10.1     Agent’s commission on this sale is payable by the Seller and shall be earned on registration of transfer and the
         fulfilment of any suspensive conditions contained in this agreement, and shall become payable by the Seller’s
         conveyancer to the agent on registration of transfer. However, if the Purchaser commits any breach of this agreement,
         the commission shall become due and payable by the Purchaser in the event of this Agreement being cancelled as a
         result of such breach.


10.2     The Purchaser hereby warrants that the only agent who introduced him to the unit is PACE REZ and hereby
         indemnifies the Seller against any claim which may be made by any other agent in respect of the sale of the unit.


11.      BREACH


11.1     Should the PURCHASER breach any of the terms of this agreement and fail to remedy same within 7 (seven) days
         from date whereon a written notice by registered post or delivered by hand is addressed to the PURCHASER, the
         SELLER shall be entitled to either:


11.1.1     claim specific performance from the PURCHASER in terms whereof the SELLER will be entitled to claim payment of
           all amounts payable in terms of this agreement, whether such amounts are then due and payable or not; or
11.1.2     cancel this agreement by written notice to the PURCHASER and at which instance such cancellation shall be
           deemed to have taken place on the date of posting of such cancellation notice by prepaid registered post,
           alternatively the date whereon the notice is delivered by hand to the PURCHASER.


11.2     In the event of such cancellation referred to in 11.1 above, any amounts already paid by the PURCHASER to the
         SELLER shall be forfeited by the PURCHASER in favour of the SELLER or alternatively, at the sole discretion of the
         SELLER, the SELLER shall be entitled to claim and recover any damages which the SELLER might suffer due to the
         PURCHASER'S breach and at which instance the SELLER shall be entitled to retain all amounts which at that stage
         have already been paid by the PURCHASER as a set off against the said damages upon determination thereof.


11.3     Further, in the event of such cancellation, the SELLER will take immediate repossession of the UNIT and evict the
         PURCHASER and/or any other person/s occupying the UNIT on behalf of the PURCHASER.


11.4     Should this Agreement be cancelled by mutual agreement, the PURCHASER will be liable for payment of all costs
         specifically incurred for his account, which can not be claimed from a next Purchaser. The PURCHASER will also be
         liable for payment of occupational rental for the period that the UNIT is not occupied. The deposit or any part thereof, if
         any, may be used for these costs, at the SELLER's discretion.




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Offer to Purchase Agreement – “THE MANHATTAN”




12.    MAGISTRATE’S COURT JURISDICTION


12.1   The parties hereby consent in terms of Section 45 of the Magistrate’s Court Act 1944 to the jurisdiction of any
       Magistrate’s Court having jurisdiction over their respective person under Section 28 of the Magistrate’s Court Act,
       notwithstanding that any action or proceeding arising out of this Agreement would otherwise be beyond the jurisdiction
       of such Court, provided that the Seller shall have the right to institute proceedings in any other Court of competent
       jurisdiction.


13.    DEFECTS


13.1   Save as specially set out in this Agreement, the Seller has made no representations and given no warranties in respect of
       the Section, the Buildings or in respect of anything relating thereto and this sale is accordingly "voetstoots" and the Seller,
       other than as provided for in clause 13.2 shall not be liable for any defects in the Section, Buildings or in respect of
       anything relating thereto whether patent or latent


13.2   The Seller shall, within a reasonably time, remedy any material defects in the Section which may manifest themselves
       within 7 (SEVEN) days after the Completion Date, provided that the Purchaser notifies the Seller in writing within the said
       period of 7 (SEVEN) days of any such defects, failing which the Purchaser shall be deemed to have accepted the Section
       in the condition in which same were at the Completion Date. For the purpose of this sub-clause the expression "material
       defect" means those defects the existence of which are recorded in writing as requiring to be remedied or repaired by the
       Architect. The Architect shall determine whether such defects recorded in writing are "material defects" and his
       determination shall be final and binding upon the parties.


14.    PERSONAL LIABILITY BY SIGNATORY


14.1   If the PURCHASER is a Company, Close Corporation about to be registered, the signatory of this Agreement on behalf
       of such Company, Close Corporation about to be registered, hereby guarantees in his personal capacity that the said
       Company, Close Corporation will be duly registered and that such Company, Close Corporation will ratify this
       Agreement within 45 (FORTY FIVE) days of date of signature hereof as guarantor and co-principal debtor in solidum. If
       this guarantee is not fulfilled, the person signing this Agreement on behalf of the said Company, Close Corporation,
       shall in his personal capacity be liable for the fulfilment of each obligation and/or condition or this Agreement.


14.2   If the PURCHASER is a registered body corporate / juristic person on date of signature of this Agreement, the person
       signing this Agreement binds himself as surety and Principal co-debtor together with the PURCHASER, towards the
       SELLER for punctual and specific performance of all the obligations and conditions by the PURCHASER of this
       Agreement. The signatory of this Agreement warrants that he is duly authorised to bind the PURCHASER in terms of
       this Agreement.


14.3   If more than one Purchaser is a party to this contract, the parties will be held liable jointly and severally for the fulfilment
       of the obligations contained in this agreement.



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Offer to Purchase Agreement – “THE MANHATTAN”




15.    DOMICILIUM CITANDI ET EXECUTANDI


15.1   The Parties choose as their respective domicilia citandi et executandi the following addresses:


       THE SELLER :
       Investagain (Pty) Ltd
         th
       10 FloorBraamfontein
       17 Wolmarans Street
       Braamfontein, 2001
       Fax. 011 339 5624


       THE PURCHASER :




                                       FAX
       (physical address)


16.    GENERAL


16.1   If it should appear that a part of this contract is invalid in such a way that the remaining part thereof can still constitute a
       coherent and valid contract, then such remaining part will be regarded as the full contract and be binding on the parties.


16.2   If the description of the UNIT herein contained is incorrect, the description of the UNIT as set out in the sectional plan
       will be regarded as the correct description.


16.3   The Annexures to this Agreement are for all purposes regarded as an integral part of this agreement, but the absence
       thereof will not render this Agreement invalid.


16.4   All monies payable by the Purchaser in terms of this Agreement, and unpaid on due date, shall bear interest at the rate of
       3% (three percent) above the Prime Rate, calculated from the due date of payment to the actual date of payment thereof.


16.5   The Seller shall not be responsible for any loss, damage or inconvenience suffered by the Purchaser by reason of any
       building operations which may be conducted in respect of the Property after the Occupation Date.


17.    ACCEPTANCE


17.1   This offer is irrevocable and binding upon acceptance at any time after this time, whether or not notice of acceptance
       has been given to the PURCHASER.




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Offer to Purchase Agreement – “THE MANHATTAN”




18.    SPECIAL CONDITIONS


18.1   The purchaser agrees to accept the property subject to the terms and conditions imposed by the Municipality when
       approving the Sectional Title scheme, and agrees to be bound thereby.


18.2   The purchaser agrees to abide by the rules of the Body Corporate.



19.    ANNEXURES

19.1 The following Annexures form part of this Agreement:

19.1.1 Unit Plan

19.1.2 Schedule of Finishes



SIGNED at                                    on the           day of                                  20




For and on behalf of the Purchaser, duly authorised                    As Witness




SIGNED at                                    on the           day of                                  20




For and on behalf of the Seller, duly authorised                       As Witness




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Offer to Purchase Agreement – “THE MANHATTAN”




Development Agreement entered into by and between:


THE MAIN CONTRACTOR
Investagain (Proprietary) Limited
Company Registration Number: 2003/017894/07


and


THE DEVELOPER




The parties agree as set out below:


1.    INTERPRETATION:


      In this agreement, unless inconsistent with or otherwise indicated by the context –


      "the/this agreement"            means the agreement as set out in this document including all annexures hereto;


      "business day"                  means a day which is not a Saturday, Sunday or South African public holiday;


      "main contractor"               for the purpose of this agreement Investagain (Pty) Ltd will be appointed by the
                                      developer or purposes of the construction of the works.


      "the developer"                 means                                        as far as it pertains to Unit No
                                      THE MANHATTAN.


      "the development"               means the development of Unit No             THE MANHATTAN.


      "the land"                      means Erf 4464, JOHANNESBURG Township


      "contract price"                means amount of R                                               (
                                                                                            ) (including VAT).




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Offer to Purchase Agreement – “THE MANHATTAN”




       "the works"                   means the alteration and conversion of the building from an office block to residential
                                     dwelling units, including construction, improvements (including but not limited to paving,
                                     earthworks and parking areas) demolition of parts of the building, installation of water,
                                     power, sewerage, drainage and waste disposal, parking, security, side walks.


       "the Conveyancers"            means Negota SSH Incorporated (Gauteng) Inc, (Reference Deon Pienaar / Debbie
                                     Snyman) (011) 369 0500, Fax (011) 781 6584


2.     RECORDAL:


2.1    The main contractor shall attend to the works and finance the project until completion of the works.


3.     SUSPENSIVE CONDITIONS:


3.1.   This agreement is subject to the fulfillment of the suspensive condition that the developer enters into a Sale
       Agreement for the purchase of the unit from the main contractor simultaneously with the signing of this
       Agreement, and fulfillment of any suspensive condition in such sale agreement.


3.2    If the suspensive condition is not fulfilled timeously or by such later date as the parties may agree to in writing then this
       agreement will automatically be of no further force and/or effect provided that the parties will use their respective best
       endeavors to restore the status ante quo.


3.3    The parties shall use their respective best endeavors to procure the timeous fulfillment of the suspensive conditions.


3.4    This Agreement is subject to the suspensive condition, that the Developer obtains a loan as per clause 3 of the Sale
       Agreement, from an approved financial institution in the amount of R                            (
                                                                           ) within 21 (twenty one) days after acceptance hereof
       by the Main Contractor. In the event of a loan not being obtained within 21 (twenty one) days, the Main Contractor has
       the right to apply for a Bond on behalf of the Developer within 60 (sixty) days after the prescription of the initial 21
       (twenty one) days. The Developer is obliged to hand over all documentation required by the Main Contractor to apply
       for such Bond, within 3 days after the Main Contractor or his attorney requested it in writing. The Developer is also
       obliged to sign all documentation in order to enable the Main Contractor to apply for such Bond on behalf of the
       Developer. Without derogating any of the rights of the Main Contractor in this paragraph, it is agreed that the
       Development Agreement will remain in tact until the Main Contractor cancels it. This paragraph must be interpreted that
       the right therein are in favour of the Main Contractor.


3.5    The Developer undertakes to take the necessary steps to fulfil this condition. If the Developer fails to apply for a loan
       promptly, the Developer hereby irrevocably appoints the Main Contractor or its authorised nominee and/or agent to
       apply for the loan referred to in paragraph 3.4 above instead of himself. The Developer will be obliged to furnish such
       information and sign any documents as the Main Contractor may request in order for the Main Contractor to apply for a



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Offer to Purchase Agreement – “THE MANHATTAN”




      loan on behalf of the Developer.
4.    FINANCING:


4.1   The developer shall within 14 (fourteen) days after request from the Conveyancers provide the main contractor and/or
      its nominees with an acceptable bank guarantee for the payment of the contract price. The guarantee shall be payable
      against registration of the transfer of the Unit into the name of the developer.


5.    UNDERTAKING TO DEVELOP AND CONSTRUCTION OF WORKS:


5.1   The main contractor shall procure the construction of the works on the land and complete the development as set out in
      the Finishing Schedule.


5.2   The main contractor shall as soon as reasonably possible complete or make good as the case may be all defects, faults
      and other shortcomings in the works which may be apparent at the intended practical completion date or become
      apparent thereafter.


5.3   The main contractor shall ensure that all debris, rubble, contractor's signs, all other undesirable objects and refuse are
      removed from the land and is surrounds as soon as reasonably possible after the intended practical completion date.


5.4   The Main Contractor will not be liable for any damage which the Developer may suffer as a result of delay or factors out
      of the control of the Main Contractor, which factors will inter alia include: Rain, labour disputes, sub-contractor related
      matters by or on request of the Main Contractor, vis major and/or any other factor of whatever nature, and which factors
      are not limited to the above.


6.    DESIGN AND AMENDMENTS:


6.1   The main contractor shall be responsible for the proper design and construction of the development, free of defects and
      suitable for the purpose of which it is designed.


7.    RISK:


7.1   The main contractor shall bear all risk in respect of the works and all materials and goods brought onto the land or
      incorporated in the works until the practical completion date.


8.    OWNERSHIP:


8.1   Ownership of the works shall be and remain vested in the main contractor and pass over to the developer against
      registration of the Unit into the name of the developer and payment by the developer to the main contractor.




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Offer to Purchase Agreement – “THE MANHATTAN”




9.       RESTRICTION AGAINST CESSION AND SUB-LETTING:


9.1      The developer shall not cede, assign or delegate any of its rights and/or obligations in terms of this agreement to any
         third party without the prior written consent of the main contractor.


10.      MAGISTRATE’S COURT JURISDICTION


10.1     The parties hereby consent in terms of Section 45 of the Magistrate’s Court Act 1944 to the jurisdiction of any
         Magistrate’s Court having jurisdiction over their respective person under Section 28 of the Magistrate’s Court Act,
         notwithstanding that any action or proceeding arising out of this Agreement would otherwise be beyond the jurisdiction
         of such Court, provided that the Seller shall have the right to institute proceedings in any other Court of competent
         jurisdiction.


11.      BREACH


11.1     Should the Developer breach any of the terms of this agreement and fail to remedy same within 7 (seven) days from
         date whereon a written notice by registered post or delivered by hand is addressed to the Developer, the Main
         Contractor shall be entitled to either:


11.1.1     claim specific performance from the Developer in terms whereof the Main Contractor will be entitled to claim payment
           of all amounts payable in terms of this agreement, whether such amounts are then due and payable or not; or
11.1.2     cancel this agreement by written notice to the Developer and at which instance such cancellation shall be deemed to
           have taken place on the date of posting of such cancellation notice by prepaid registered post, alternatively the date
           whereon the notice is delivered by hand to the Developer.


11.2     In the event of such cancellation referred to in 11.1 above, any amounts already paid by the Developer to the Main
         Contractor shall be forfeited by the Developer in favour of the Main Contractor or alternatively, at the sole discretion of
         the Main Contractor, the Main Contractor shall be entitled to claim and recover any damages which the Main Contractor
         might suffer due to the Developer's breach and at which instance the Main Contractor shall be entitled to retain all
         amounts which at that stage have already been paid by the Developer as a set off against the said damages upon
         determination thereof.


11.3     Further, in the event of such cancellation, the Main Contractor will take immediate repossession of the UNIT and evict
         the Developer and/or any other person/s occupying the UNIT on behalf of the Developer.


11.4     Should this Agreement be cancelled by mutual agreement, the Developer will be liable for payment of all costs
         specifically incurred for his account, which can not be claimed from a next Purchaser. The Developer will also be liable
         for payment of occupational rental for the period that the UNIT is not occupied. The deposit or any part thereof, if any,
         may be used for these costs, at the Main Contractor's discretion.




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Offer to Purchase Agreement – “THE MANHATTAN”




12.      NOTICES AND DOMICILIA:


12.1     The parties choose as their domicilia citandi et executandi their respective addresses set out in this clause for all
         purposes arising out of or in connection with this agreement at which addresses all processes and notices arising out of
         or in connection with this agreement, its breach or termination may validly be served upon or delivered to the parties.


12.2     For purposes of this agreement the parties respective addresses shall be:


         The Main Contractor:
         Investagain (Pty) Ltd
           th
         10 FloorBraamfontein
         17 Wolmarans Street
         Braamfontein, 2001


         The Developer:




         or at such other address in the Republic of South Africa of which the party concerned may notify the other in writing
         provided that no street address mentioned in this sub-clause shall be changed to a post office box or poste restante.


12.3     Any notice given in terms of this agreement shall be in writing and shall:


12.3.1     if delivered by hand be deemed to have been duly received by the addressee on the date of delivery;
12.3.2     if posted by prepaid registered post be deemed to have been received by the addressee on the 6th (six) days
           following the date of such posting;
12.3.3     if transmitted by facsimile be deemed to have been received by the addressee on the day following the date of
           dispatch, unless the contrary is proved.


12.4     Notwithstanding anything to the contrary or implied in this clause, a written notice or communication actually received
         by a party including by way of facsimile transmission, shall be adequate written notice or communication to that party.


13.      CONSENTS NOT TO BE UNREASONABLY WITHHELD:


13.1     No consent, authority or approval required to be given by either party to the other in terms of or in connection with this
         agreement shall be unreasonably withheld.




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Offer to Purchase Agreement – “THE MANHATTAN”




14.    WHOLE AGREEMENT:


14.1   This agreement constitutes the whole agreement between the parties as to the subject matter hereof and no
       agreements, representations or warranties between the parties regarding the subject matter hereof other than those set
       out herein are binding on the parties.


15.    VARIATION:


15.1   No addition to or variation, consensual cancellation or novation of this agreement and no waiver of any right arising
       from this agreement or its breach or termination shall be of any force or effect unless reduced to writing and signed by
       all the parties or their duly authorized representatives and none of the provisions of this agreement shall be subject to
       estoppel.


16.    RELAXATION:


16.1   No latitude, extension of time or other indulgence which may be given or allowed by any party to the other party in
       respect of the performance or any obligation hereunder, and no delay or forbearance in the enforcement of any right of
       any party arising from this agreement, and no single or partial exercise of any right by any party under this agreement,
       shall in any circumstances be construed to be an implied consent or election by such party or operate as a waiver or a
       novation of or otherwise affect any of the party's rights in terms of or arising from this agreement or estop or preclude
       any such party from enforcing at any time and without notice, strict and punctual compliance with each and every
       provision or term hereof.



SIGNED at                                       on the           day of                                       20




For and on behalf of the Developer, duly authorised                       As Witness




SIGNED at                                       on the           day of                                       20




For and on behalf of the Contractor, Investagain (Pty) Ltd,               As Witness


                                                              - 16 -
Offer to Purchase Agreement – “THE MANHATTAN”




                                        INFORMATION REQUIRED BY CONVEYANCER
Personal Capacity:

FULL NAMES

MARITAL STATUS                                          SINGLE       MARRIED IN    OUT OF
                                                                     COMMUNITY    COMMUNITY

COUNTRY OF MARRIAGE IF NOT R.S.A

IDENTITY NUMBER

INCOME TAX NUMBER

TELEPHONE NUMBER (BUSINESS)

TELEPHONE NUMBER (CELL)

TELEPHONE NUMBER (RESIDENTIAL)

E-MAIL ADDRESS

PRESENT POSTAL ADDRESS

RESIDENTIAL ADDRESS

EMPLOYER

OCCUPATION


Company or Trust

NAME: CLOSE CORPORATION /
COMPANY / TRUST

REGISTRATION NUMBER

DULY AUTHORISED PERSON

IDENTITY NUMBER OF AUTHORISED
PERSON

VAT REGISTRATION NUMBER




I certify the above information to be correct.




Purchaser                                        Date


                                                            - 17 -

								
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