Contract No - DOC by Levone


									Contract No           PDL BCRS 0100                  Price/Sq. m. £1,438.36
Contract Price        £105,000.00                    Area         73Sq.m.
Reservation Fee       £2,000.00                      Unit No      100 (6th Floor).
Down payment          £42,000.00                     Terms 40% DP; 30% - 30%
Balance               £61,000.00                     Payment period Hand Over

                                CONTRACT TO SELL


This CONTRACT TO SELL executed and entered into at Makati City, by and between:

       PARADISYA LAND INC, a corporation duly organized and existing by virtue of
the laws of the Republic of the Philippines with office address at 2/F Palawan Center, 832
Gov. Arnaiz Ave., corner Paseo de Roxas, Bgy. San Lorenzo, Makati City, Philippines
represented in this act by its Corporate Secretary, Anthony Allan C. Tajanlangit, with
passport number TT 0185169 hereinafter referred to as the SELLER;


      MR/MRS/MS A.N Other, a British national, of legal age, with post/mailing
address at House Name/ House Number. Street Name, Area, County, Full Post Code.
Country, with passport number ………herein after referred to as the PURCHASER;

                                  W I T N E S S E T H:

       That the SELLER, for and in consideration of the sum of POUNDS STERLING:
ONE HUNDRED & FIVE THOUSAND (£105,000.00) inclusive of VAT, and all the
terms and conditions agreed upon herein has contracted to sell to the PURCHASER (and
who in turn has contracted to buy) a 2 BEDROOM Condominium Unit; at Mactan Blue
Coral Resort & Spa located at Datag, Brgy. Maribago, Lapu Lapu City, Mactan Island,
Cebu, 6015 Philippines, more particularly described as Unit No 100, with a total area of
73 square meters,

       That the terms and conditions of this contract to sell are as follows:

1      The development consists of one (1) Condominium-Hotel Building with one
       hundred twenty units (120), twenty (20) 2BR and 3BR Private Pool Villas, Spa
       cabanas and resort/spa amenities such as infinity swimming pool with pool deck,
       path walks, beach area, terraced lawn, jetty, gazebo, grand entry, water features,
       receiving area & welcome center which is inscribed in the Register of Deeds at
       Lapu Lapu City, Province of Cebu under Certificate of Title number 25981 &
       43031. The development will be structured in accordance with the provisions of
       Republic Act 4726 known as The Condominium Act pursuant to a Master Deed to
       be executed and recorded prior to completion as a condition precedent by the
       SELLER in the said Register of Deeds to which the PURCHASER hereby
       consents and agrees shall bind him, his heirs and assigns and successors in title.
     The SELLER will further manage and maintain the development on completion
     on behalf of the PURCHASER and all other unit and villa or cabana owners.

2.   The PURCHASER hereby agrees to pay the purchase price of POUNDS
     STERLING: ONE HUNDRED & FIVE THOUSAND (£105,000.00), at the
     offices of the SELLER situated 2/F Palawan Center 832 Gov. Arnaiz Ave., corner
     Paseo de Roxas, Bgy. San Lorenzo, Makati City, Philippines the account of the
     Seller as detailed below, in the following manner:

            (£2,000.00) as a reservation fee.

            2.b The balance of POUNDS STERLING ONE HUNDRED &
            THREE THOUSAND POUNDS (£103,000.00) shall be paid as follows:

            2.b.1. In 30 (THIRTY) days of the date of signing the reservation form the
            first installment amount equivalent to 40% (FORTY PERCENT) of the
            purchase price. The contract would automatically be cancelled should the
            first installment not be received within 30 days of signing the reservation

            2.b.2 On notice of the Mid Construction and certification of Mid
            Construction from the Architectural Consultants an amount equivalent to
            30% (THIRTY PERCENT) of the contract price amount detailed above.
            Failure of the Purchaser to pay the Mid Construction fee within thirty (30)
            days from receipt of notification will result in a penalty of twenty percent
            (20% per annum) of the amount then due computed pro rata after thirty
            (30) days from the date of notification until the date of payment. For the
            purpose of this agreement Mid Construction is termed as the main
            structure to have reached roof level.

            2.b.3 Upon completion and receipt of the notice of the availability of the
            individual title; CCO (Condominium Certificate of Ownership) the final
            payment equivalent to 30% (THIRTY PERCENT) of the contract price
            amount detailed above minus the £2,000 reservation fee. Failure of the
            Purchaser to pay the balance within thirty (30) days from receipt of
            notification of the availability of title will result in a penalty of twenty
            percent (20% per annum) computed pro rata after thirty (30) days from the
            date of the notice of availability until the date of payment.
Please send stage payment funds to the SELLER or SELLER’s UK
Administrative Agent UK Operations;

PURCHASER has choice to send direct to Philippines under his/her
transaction costs or the UK office where there will be no costs for UK to
UK banking.

Philippine Bank Account:
Bank: Rizal Commercial Banking Corporation.
North Reclamation Branch
Cebu City, Philippines

Pound Sterling bank account

Account Name: Paradisya Land Inc
Account No. 8-44-8 00295-1

US Dollar bank account
Account Name: Paradisya Land Inc
Account No. 8-448 -00293-5

UK Bank Account:
Bank: HSBC
34 Popular Road, Solihull, West Midlands,
B91 3AFL, England.

Pound Sterling bank account.
Account Name: Transpacific Philippines UK Ltd
Sort Code: 40-42-12, Account No. 71888943
IBAN: GB62MIDL40421271888943

US Dollar bank account.
Sort Code: 40-05-15, Account No. 67564222
IBAN: GB94MIDL40051567564222

2.b.4 All payments herein agreed to be made by the PURCHASER shall
be paid at the offices of the SELLER, situated at 2/F Palawan Center, 832
Gov. Arnaiz Ave., corner Paseo de Roxas, Bgy. San Lorenzo, Makati City,
Philippines or to the accounts of the Seller as above. All payments shall
be covered by Official Receipts. It is hereby expressly understood that
payments made to agents or real estate brokers SHALL BE UNDER THE
PURCHASER, and any and all receipts shall not be recognized by the
SELLER as valid payments unless the same have been duly signed and
issued by the SELLER’S duly authorized officer and/or cashier.
            2.c. Blue Coral Resort & Spa, should take approximately 24 months to
            complete. Construction is due to commences on 1st January 2009. There
            will be a 3 month period to fulfill any work uncompleted due to
            unforeseen weather conditions. This is highly unlikely due to high quality
            of tradesmen that we use and general weather conditions. Therefore after
            the 27th Month from the date the 40% installment was received by the
            Seller a penalty of 1% will be incurred by Paradisya Land Inc on the
            money already paid (ie the reservation fee + 40% installment) per month
            until the site is completed. This will be deducted from final balance of
            agreed sale price of the apartment.

            2.d. The SELLER reserves the right to increase the numbers of units in
            the Condominium-Hotel Building provided this does not interfere with the
            enjoyment, use and occupancy of any unit or the Building as a whole.

            Notwithstanding the foregoing the SELLER reserves the right to avail
            itself of any other alternative remedies provided in this contract or by law.

3.   The PURCHASER further agrees to pay, in addition to the purchase price and
     interest/s thereon mentioned in (1) the preceding Clause hereof, the following:

            3.a Taxes and Assessment – After actual or constructive possession,
            occupancy and use of the condominium unit, subject hereof, having been
            transferred to the PURCHASER by the SELLER, the PURCHASER binds
            himself/herself/itself/themselves to pay, commencing in the calendar year
            following such possession or occupancy, the real estate and special tax and
            assessments levied or which may hereafter be levied on the property,
            subject hereof, within the period provided by law, including the
            corresponding charges and penalties, in case of delinquency. Should the
            PURCHASER fail to pay the corresponding taxes within the period
            provided by law, including the corresponding charges and penalties in
            case of delinquency, the SELLER may, at its position, pay the same and
            any and all payments made by the SELLER shall be reimbursed by the
            PURCHASER immediately with interest at 20% per annum. Provided
            further, that in all cases, all real estate taxes thereon accruing from the date
            of signing by the PURCHASER of the Condominium Certificate of
            Ownership shall already be for the account of the PURCHASER and shall
            be reimbursed without interest to the SELLER where paid by the latter.

            3.b An annual service charge of £250.00 (studio and 2 bedroom
            Condominium), £500.00 (2 bed pool villa) and £750.00 (3 bed pool
            villa) commencing from the completion date for the upkeep of the
            grounds, maintenance of the swimming pool including all common
            areas. The service charge shall be adjusted each year in accordance with
            the movement in the Retail Prices Index published by the
            Government of The Philippines or equivalent officially published
            3.c Electricity and water will be metered for each unit and villa or
            cabana and will be the responsibility of the PURCHASER.

            3.d The Development Managing Corporation will invoice the unit and
            villa or cabana owners on a monthly basis for utilities supplied.

     Documentary stamps, notarial and processing fees of this contract as well, as
     those of the corresponding deed of absolute sale, the registration fees, transfer
     taxes and other expenses for the registration of the deed of absolute sale will be
     borne by the SELLER.

4.   Upon complete payment by the PURCHASER of all the obligations herein
     stipulated, the SELLER agrees to execute a final deed of sale and issue or arrange
     the issue of at the earliest possible time a Condominium Certificate of Ownership
     (CCO) in favor of the PURCHASER, free from all liens and encumbrances.

5.   Should this contract be cancelled or terminated for failure of the PURCHASER to
     comply with any of the conditions herein contained, any improvements made,
     whether totally or partially paid by the PURCHASER, shall form part of and be
     attached to the property, and shall become the property of the SELLER, without
     any obligation on the part of the latter to indemnify the PURCHASER for the cost
     of the same.

6.   The SELLER will inform the PURCHASER of the completion of the construction
     of the Apartment and of the date and time for on site inspection. At that time the
     parties or their appointed representatives will sign a recognition statement
     declaring whether there any defects or visible flaws in the Apartment or that it has
     been completed satisfactorily in all respects and is ready for its intended use. The
     said statement will list all such defects and flaws which the SELLER will remedy
     as soon as possible. Any subsequent defects or faults appearing in the works or
     installations within Twelve (12) months after delivery of the Apartment will be
     immediately remedied by the SELLER at its expense

7.   The PURCHASER also agrees not to sell, encumber, transfer or in any other
     manner dispose of his rights and obligations under this contract without the
     express written consent of the SELLER and upon payment by the PURCHASER
     of an administration fee of One thousand pounds (£1000) sterling. Any such sale,
     cession, encumbrance, transfer or any other manner of disposition in violation
     hereof shall be deemed ipso facto void. The PURCHASER further agrees not
     undertake any works inimical to the general interest of the development.

8.   If there are two more purchasers under this contract, the obligations mentioned
     herein are deemed contracted by the PURCHASERS in their joint and several
9.1   The herein SELLER agrees to start the construction of the aforementioned
      development as described in Section 1 on the herein property not later than
      January 1st 2009 from the date hereof. Completion is agreed within 24 months of

9.2   In the event that construction does not commence by January 1st 2009, the
      PURCHASER will be entitled to terminate the contract by giving written notice to
      the SELLER The PURCHASER will be entitled to a refund of all monies paid
      thus far together with accrued interest and a penalty of 10% of the sums paid.
      The SELLER will be obliged to pay the aforementioned within 30 days of the
      PURCHASERS written notice of termination.

9.3   In the event that completion does not take place by 1st April 2011, (taking into
      account the 3 month force majeure period), the PURCHASER will be entitled to
      terminate the contract by giving written notice to the SELLER. The
      PURCHASER will be entitled to a refund of all monies paid thus far together with
      accrued interest and a penalty of 10% of the sums paid. The SELLER will be
      obliged to pay the aforementioned within 30 days of the PURCHASERS written
      notice of termination.

9.4   a        The PURCHASER shall accept changes in the Apartment Area of+/-3%
      without adjustments to the purchase price. If the Apartment Area deviates from the
      limit specified, the price shall be adjusted proportionally per m2 Apartment Area
      for the amount exceeding 3 %.

      b.      In case the abovementioned discrepancy exceeds 10% the PURCHASER
      shall have the right to rescind the Agreement and have all the payments paid back
      by the SELLER together with a penalty of 5% of these sums.

10    The SELLER will arrange a suitable insurance warranty or guarantee in respect of
      the structure of the unit and Condominium-Hotel Building for a period of Ten
      years following the date of completion.

11.   At the option of the PURCHASER the parties shall on completion enter into the
      rental agreement attached to this contract as Appendix One.

12.   The purchase price will include a furniture package and air conditioning. The
      furniture package will comprise the items set out in the Appendix Two to this
13.     The PURCHASER hereby represents that this entire agreement has been read
        and/or translated to him/her/it in the language or dialect known and understood by

      All notices and communications between the parties must be sent by post to their
      addresses for service set out below and shall be deemed received within five (5)
      business days of emission. Any change of address must be communicated in the same
      way otherwise notices and communications sent to a previous address will be deemed
      duly received

      SELLER’s address for service:     2/F Palawan Center, 832 Gov. Arnaiz Ave., corner
                                        Paseo de Roxas, Bgy. San Lorenzo, Makati City,

      PURCHASER’s address for service:                          INSERT

14.      In case of loss of PURCHASER’S copy of this Contract, the PURCHASER must
         immediately notify the SELLER in writing. The SELLER shall not in any way be
         liable for damages arising out of the use of the lost contract

15.      This contact cancels and supersedes all previous contracts or agreements
         including Reservation Applications between the parties herein. And this shall not
         be considered as having been changed, modified, altered or in any manner
         amended by acts of tolerance of the SELLER, unless such changes, modifications,
         alterations or amendments are made in writing and signed by both the parties to
         this contract. Any representation of warranties, promises, and other
         representations which the agents, brokers or any other person who may have
         handled this sale to the PURCHASER shall not be valid, unless the same have
         been written and duly approved by the SELLER.

16.      Should any provisions of this contract be declared by the court as null and void,
         the nullity shall not affect the validity of this transaction or any other provisions
         herein, which shall remain as valid and binding between the parties herein

17.      This Contract shall be the law between parties and shall be interpreted in
         accordance with the laws of the Philippines but not to exclusion of and prejudice
         to the laws of the country of the investor, international laws, covenants and

18.      The development will comply in all respects with the provisions of The
         Condominium Act and the SELLER will observe and comply with all relevant
         provisions of Presidential Decree No. 957 known as The Subdivision and
         condominium PURCHASERs’ Protective Decree and in particular will provide an
         appropriate performance bond as required by Section 6 of that Decree whether or
         not a License to Sell is issued by the housing and Land Use Regulatory Board.
IN WITNESS HEREOF, the PURCHASER has caused his/her/its signature to be affixed
to this contract, and the SELLER has caused its duly authorized representative to sign in
its behalf, this       day of         at Cebu City, Philippines

       For Paradisya Land Inc:

        Signature over Printed Name

       Buyers Name:

        Signature over Printed Name

                           SIGNED IN THE PRESENCE OF:

Witness Name: _______________                Witness Signature: _______________


                            ) S.S.

       BEFORE ME, a Notary Public for and in the above jurisdiction, this _______ day
of _________ ______, personally appeared;

NAME                  Com. Tax. Cert. No           Date/Place Issued

………………….               …………………..                   …………………….

Passport No. ……….

known to me and to me known to be the same persons who executed the foregoing
instrument, and they acknowledged to me that the same is their own free and voluntary
act and deed as well as the free and voluntary act and deed of the corporation herein
       WITNESS MY HAND AND SEAL on the date and place first above written.

                                                    NOTARY PUBLIC
Doc. No. ___________
Page No. ___________
Book No. ___________
Series of ____________

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