Option to Purchase Building

Option to Purchase Building 1. Names. This contract is made by ___________________, Seller, and ___________________, Purchaser. 2. Option to Purchase Building. In exchange for $_________, which Purchaser has paid to Seller as an option fee, Seller grants to Purchaser the option to purchase the property commonly known as ___________________, located at ___________________. [ ] The legal description of the property is as follows: ___________________. [ ] The legal description of the property is given in Attachment 1 to this contract. If Purchaser exercises this option, Seller will transfer the property to Purchaser on the terms stated in this contract. The conveyance will be subject to easements and restrictions of record. 3. Exercise of Option. Purchaser may exercise this option by delivering to Seller on or before ___________________ a written notice of exercise of option. Purchaser may deliver the notice by: [ ] handing it to Seller. [ ] sending it to Seller's office at ___________________ by certified mail or private overnight mail service, in which case the notice will be treated as delivered when placed in the possession of the U.S. Postal Service or the private carrier. 4. Purchase Price. If Purchaser exercises the option, the purchase price is $___________________. The option fee [choose one: will/will not] be applied toward the purchase price. The purchase price will be paid at closing in cash or by cashier's check. 5. Inclusions. This contract includes all improvements and fixtures (including lighting, plumbing, heating, and cooling fixtures) now on the property, and the following personal property: Option to Purchase Building Page 1 ___________________. At closing, Seller will give Purchaser a bill of sale for the listed personal property. 6. Exclusions. The following items are excluded from this contract: ___________________. 7. Condition of Equipment. Seller warrants that all equipment will be in good working condition at the time of closing, except for: ___________________. 8. Access to Property. Upon reasonable notice to Seller, Purchaser and others chosen by Purchaser may enter the property at reasonable times to perform a contractor's inspection, an architect's inspection, an environmental inspection, and a boundary line survey, as desired by Purchaser. Such inspections will be at Purchaser's expense. 9. Physical Problems With Property. To the best of Seller's knowledge, there are no physical problems with the property that would not be apparent upon inspection, except for the following: ___________________. 10. Cleaning of Premises. Seller warrants that the premises will be free of trash and will be left in broom-clean condition at the time of closing. 11. Special Assessments. Seller will pay any special assessments that are a lien on the property at the date of closing. Purchaser will pay any special assessments that become a lien on the property after the date of closing. 12. Other Government Charges. Seller will pay any other charges made against the property by any government authority for installation or extension of water, sanitary, or sewer service, if such charges have been incurred before the date of closing. Purchaser will pay for the charges incurred after the date of closing. 13. Real Estate Taxes. Real estate taxes will be prorated on a 30-day-month, 360-dayyear basis to the date of closing based on the due date of the taxing authority. For proration purposes, these taxes will be deemed to be paid in advance. 14. Other Prorations. Rent, fuel, and insurance, where applicable, will be prorated to the date of closing. 15. Closing and Possession. The purchase will be closed on ___________________. Option to Purchase Building Page 2 Possession will be given at closing. 16. Transfer of Title. Seller will transfer marketable title to the property to Purchaser by a warranty deed. Seller will pay any transfer tax due when title passes. 17. Title Insurance A. Purchaser will receive an owner's policy of title insurance, including a policy commitment before closing, in the amount of the purchase price. [ ] The cost of the owner's insurance policy will be paid by Purchaser. [ ] The cost of the owner's insurance policy will be paid by Seller. [ ] The cost of the owner's insurance policy will be split equally between Purchaser and Seller. B. The purchase is contingent upon Purchaser or Purchaser's lawyer approving: [ ] the title insurance commitment [ ] a survey of the property to be provided by Seller. Seller will deliver these documents to Purchaser on or before ___________________. This contingency is to be removed within ___________________ days after Purchaser receives the documents called for above. If the contingency is not removed, Seller will refund the option fee to Purchaser. 18. Loss Before Closing. Until the purchase is closed and the warranty deed delivered to Purchaser, the risk of loss by fire, windstorm, earthquake, flood, or other casualty is assumed by Seller. 19. Default. If Purchaser defaults, Seller may (1) pursue legal remedies or (2) cancel this contract and claim the option fee as liquidated damages. If Seller defaults, Purchaser may (1) enforce this contract, (2) demand a refund of the option fee in termination of this contract, or (3) pursue legal remedies. 20. Disputes [ ] Litigation. If a dispute arises, either party may take the matter to court. [ ] Mediation and Possible Litigation. If a dispute arises, the parties will try in Option to Purchase Building Page 3 good faith to settle it through mediation conducted by [ ] ___________________. [ ] a mediator to be mutually selected. The parties will share the costs of the mediator equally. Each party will cooperate fully and fairly with the mediator and will attempt to reach a mutually satisfactory compromise to the dispute. If the dispute is not resolved within 30 days after it is referred to the mediator, either party may take the matter to court. [ ] Mediation and Possible Arbitration. If a dispute arises, the parties will try in good faith to settle it through mediation conducted by [ ] ___________________. [ ] a mediator to be mutually selected. The parties will share the costs of the mediator equally. Each party will cooperate fully and fairly with the mediator and will attempt to reach a mutually satisfactory compromise to the dispute. If the dispute is not resolved within 30 days after it is referred to the mediator, it will be arbitrated by [ ] ___________________ [ ] an arbitrator to be mutually selected. Judgment on the arbitration award may be entered in any court that has jurisdiction over the matter. Costs of arbitration, including lawyers' fees, will be allocated by the arbitrator. 21. Additional Agreements. Seller and Purchaser additionally agree that: ___________________. 22. Entire Agreement. This is the entire agreement between the parties. It replaces and supersedes any and all oral agreements between the parties, as well as any prior writings. 23. Successors and Assignees. This contract binds and benefits the heirs, successors, and assignees of the parties. 24. Notices. All notices must be in writing. A notice may be delivered to a party at the Option to Purchase Building Page 4 address that follows a party's signature or to a new address that a party designates in writing. A notice may be delivered: (1) in person (2) by certified mail, or (3) by overnight courier. 25. Governing Law. This contract will be governed by and construed in accordance with the laws of the state of ___________________. 26. Counterparts. This contract may be signed by the parties in different counterparts and the signature pages combined will create a document binding on all parties. 27. Modification. This contract may be modified only by a written agreement signed by all the parties. 28. Waiver. If one party waives any term or provision of this contract at any time, that waiver will only be effective for the specific instance and specific purpose for which the waiver was given. If either party fails to exercise or delays exercising any of its rights or remedies under this contract, that party retains the right to enforce that term or provision at a later time. 29. Severability. If any court determines that any provision of this contract is invalid or unenforceable, any invalidity or unenforceability will affect only that provision and will not make any other provision of this contract invalid or unenforceable and such provision shall be modified, amended, or limited only to the extent necessary to render it valid and enforceable. SELLER Name of Business: ___________________ a ___________________ By: __________________________ Option to Purchase Building Page 5 Dated: ___________________ Printed Name: ___________________ Title: ___________________ Address: ___________________ ___________________ PURCHASER Name of Business: ___________________ a ___________________ By: __________________________ Dated: ___________________ Printed Name: ___________________ Title: ___________________ Address: ___________________ ___________________ Option to Purchase Building Page 6