OFFER TO PURCHASE

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                                 OFFER TO PURCHASE
                                     WITKOP ESTATE

                                        Entered into by and between :



A.        THE SELLER


          WILD WIND INVESTMENTS 136 CC
          Registration number: 2005/001602/23
          herein represented by HENDRIK PETRUS MOOLMAN
          in his capacity as MEMBER
          duly authorized thereto


          and


B.        THE PURCHASER
          *(Delete if not applicable)

            *A: INDIVIDUAL PURCHASER(S):
            Full name(s) of person(s)
            (Full names)

            (Identity No.)

            AND

            (Full names)

            (Identity No.)




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            *Unmarried / *Married in community of property /*Married out of community
            of property to:
            (Full names of spouse)

            (Identity No.)

            Date and place of marriage

            (Date)                                   (Place.)

            *B: LEGAL ENTITY PURCHASER

            Full name of company/close corporation or trust



            Registration Number



            Full names of trustees (if a trust)




            C: GENERAL INFORMATION

            Purchaser’s physical address which is chosen as Domicilium citandi
            et executandi




            Purchaser’s postal address




            Purchaser’s e-mail address




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            Purchaser’s telephone numbers

            Business                                 Code:(     )

            Home                                     Code:(      )

            Cell phone

            Purchaser's fax number

            Business                                 Code: (         )

            Home                                     Code: (         )


          B.1        If any signatory to this agreement signs the agreement as trustee or agent
                    for a company or close corporation to be registered or acquired, the
                    signatory shall be deemed to be the Purchaser in the event of the signatory
                    failing to register and nominate such company or close corporation in writing
                    within 30 (thirty) days of date of signature of this agreement, and if such
                    company or close corporation fail to ratify, adopt and confirm this agreement
                    in writing within the same 30 (thirty) day period.

          B.2       Each person signing this agreement either on behalf of the Purchaser or as
                    trustee or agent for a company or close corporation as contemplated in
                    clause B.1 above, binds himself as surety and co-principal debtor to the
                    Seller for the due and proper fulfilment of all the obligations of and for
                    punctual payment of all sums which are or may become due by the
                    Purchaser in terms of this agreement, or in connection with or arising in any
                    way whatsoever out of this agreement, or any amendment or cancellation
                    thereof, under renunciation of the benefits of exclusion, division and cession
                    of action.




C.        PROPERTY

          The property purchased by the Purchaser is described as Portion ___________, (a
          portion of portion 2) of the farm WITKOP NO. 475 I.Q., measuring approximately
          _____________________ m2, as more clearly depicted on the attached
          subdivisional diagram.


D.        PURCHASE PRICE




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            D.1       Price (inclusive of VAT)            R


           D.2       Deposit

                     R______________________________________________________


            D.3      Balance payable on registration of transfer

                     R______________________________________________________


E.        MORTGAGE BOND

          E.1        This agreement is subject to the suspensive condition that the Purchaser
                     obtains written approval of a loan from a financial institution, (to be secured
                     by a mortgage bond to be registered over the property) for the purposes of
                     purchase of the property only, such loan to be for an amount of not less
                     than R______________________ (_______________________________
                     __________________________________________________________).


          E.2        The Purchaser may apply for a building loan, on condition that it does not
                     delay the approval of the mortgage bond and the furnishing of the
                     guarantees, as contemplated in this agreement.




F.        SUSPENSIVE CONDITIONS

          This agreement is subject to the suspensive conditions as contained in Clause 6
          in the conditions of sale below.


G.        MONTHLY LAND OWNERS’ ASSOCIATION LEVY

          The estimated monthly levy payable by the Purchaser to the Land Owners
          Association in respect of the property purchased, subject to adjustment and
          escalations, shall be sum of approximately R_____________________________
          (_______________________________________________________________)
          .


H.        ESTATE AGENT



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          The                 Estate                Agent                                                  is
          ________________________________________________.


I.        MORTGAGE BOND ORIGINATORS

          The Seller has elected ______________________ as the mortgage bond
          originator which is mandated to obtain loans on behalf of Purchasers who require
          loans for the purchase of the property and/or for both the purchase of the
          property and for building purposes. Purchasers will be obliged to utilise the
          services of ……………. in order to facilitate obtaining a loan for this transaction in
          the event of a loan being required.

J.        OFFER

          By signing this offer, the Purchaser makes an irrevocable offer to the Seller, to be
          accepted by the Seller within a period of 7 (seven) days from the date of
          proclamation of the township, and the Purchaser shall not be able to withdraw the
          offer during this period.




SIGNED AT _________________________________ ON THIS _____________ DAY OF
___________________________ 2008.


AS WITNESSES :

1.        __________________________                 ______________________________
                                                            PURCHASER
                                                     (Full names if it is signed on behalf of a Company,
                                                     CC or trust or Company, CC or Tust to be formed)
                                                     _______________________________


2.        __________________________                  ______________________________
                                                             SPOUSE
                                                           ( If married in community of
                                                           property)




THE OFFER IS ACCEPTED BY THE SELLER AT _______________________________

ON THIS _____________ DAY OF ___________________________ 2008.

AS WITNESSES :


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1.        _________________________                  ________________________
                                                                    SELLER

2.        _________________________




L60196 - Witkop Estate OFFER TO PURCHASE(ED 1).doc
DRAFT 1: 16 OCTOBER 2006
FOR DICUSSION PURPOSES ONLY
PREPARED BY:
NKAISENG CHENIA BABA PIENAAR & SWART INC
VANDERBIJLPARK AND SANDTON
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                                        WITKOPPEN ESTATE

                         STANDARD CONDITIONS OF CONTRACT

1.        INTRODUCTION

          1.1       The Seller is in the process of establishing a Township on the property.

          1.2       The property purchased by the Purchaser will not be registerable as a freehold erf until
                    proclamation of the Township and the installation of the services at the Township has
                    taken place to the satisfaction of the Local Authority.

          1.3       The Purchaser wishes to purchase the property upon the terms and conditions set out in this
                    agreement.

          1.4       This agreement comprises the following parts:-

                    1.4.1      Offer to Purchase;
                    1.4.2      Standard Conditions of Contract;
                    1.4.3      Annexure "A" – Layout Plan;
                    1.4.4      Annexure "B" – Constitution
                    1.4.5      Annexure “C” – Architectural Guidelines


2.        DEFINITIONS

          In this agreement, the following words and phrases will have the meaning set out below:-

          2.1       "The/this agreement" means this Offer to Purchaser together with all annexures
                    thereto;

          2.2       "Conveyancing Attorney" means PSN Incorporated, telephone number (016) 981-
                    4651, fax number (016) 981-9805, email: lswart@psn.co.za, 2nd Floor, Ekspa Building,
                    Attie Fourie Street, Vanderbijlpark, Private Bag X041, Vanderbijlpark, 1900. ;

          2.3       “Land Owners’ Association” means the Witkop Country Estate Land Owners’
                    Association in the form of a Section 21 Company known as ANDROBLOX, Registration
                    Number 2010/012570/08;

          2.4       “The land” means the remaining extent of Portion 2 (a portion of portion 1) of the farm
                    Witkop No. 475, Registration Division I.Q., Province of North West, measuring 368,7467
                    hectares and held by Deed of Transfer T84229/1996, on which the Township will be
                    established;

          2.5       "The local authority" means the Potchefstroom City Council;

          2.6       "The parties" means the Seller and the Purchaser either individually or collectively;

          2.7       “Private open spaces” means the private open spaces as indicated on the layout plan.

          2.8       "The property" means the property purchased by the Purchaser as described in clause
                    C;
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          2.9       “The Purchaser" means the Purchaser whose details appear in the offer to purchase;

          2.10      “Roads” means all the roads indicated on the layout plan;

          2.11      "The Seller" means Wild Winds Investments 136 CC, registration number
                    2005/001602/23;

          2.12      “Township” means the Witkop Country Estate Township, or such other name given to
                    the Township to be established on the land;

          2.13      "V.A.T." means value added tax levied in terms of the Value Added Tax Act of 1991 (as
                    amended);

          2.14      “Estate Agent” means the estate agent referred to in clause H, or such other estate
                    agent as may be appointed by the Seller from time to time;

          2.15      The headings to the respective clauses are for reference purposes only and shall not be
                    taken into account in the interpretation of this agreement.

          2.16      Unless the context clearly indicates the contrary, then :

                    2.16.1     the singular shall include the plural, and vice versa;
                    2.16.2     the male gender shall include the other genders and vice versa;
                    2.16.3     reference to natural persons shall include juristic persons, and vice versa;

          2.17      Reference to "days" shall mean calendar days including Saturdays, Sundays and Public
                    Holidays.

          2.18      In the calculation of days, the first day shall be excluded and the last day included.


3.        SALE

          The Seller sells to the Purchaser who purchases from the Seller as vacant land, the property for
          the purchase price and in accordance with the provisions of this agreement.


4.        PURCHASE PRICE

          The purchase price for the property is the amount as set out in clause D.1 above.

5.        PAYMENT OF PURCHASE PRICE

          The purchase price for the property is payable as follows :

          5.1       A deposit equal to the amount set out in clause D.2 above, shall be payable by the
                    Purchaser to the Conveyancing Attorney on date of signature of this agreement by the
                    Purchaser.

          5.2       The deposit shall be paid to the Conveyancing Attorney to be held in trust, pending
                    registration of transfer, such deposit to be paid over to the Seller on date of registration of
                    transfer of the property into the name of the Purchaser. The parties authorize the
                    Conveyancing Attorney to invest the deposit in an interest bearing account in terms of
                    Section 78(2A) of the Attorneys Act No. 53 of 1979 for the benefit of the Purchaser, until
                    date of registration of transfer.

          5.3       The trust account details of Nkaiseng Chenia Baba Pienaar & Swart Inc. are as follows:-

                    PSN Incorporated

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                    Absa Bank
                    Branch code: 502 337
                    Account number: 014 084 10238

                    Proof of payment with the Purchaser’s name and the erf (stand) number noted thereon is
                    to be e-mailed or faxed immediately to PSN Incorporated., facsimile : (016) 981-9805
                    (Attention: L.P. Swart) or e-mailed to: lswart@psn.co.za.

          5.4       As security for payment of the balance of the purchase price, the Purchaser shall furnish
                    the Conveyancing Attorney with an acceptable bank guarantee, payable free of
                    exchange at Vanderbijlpark, on date of registration of transfer of the property into the
                    name of the Purchaser. The bank guarantee shall be delivered to the Conveyancing
                    Attorney within 15 (fifteen) days of the date on which the offer is accepted by the Seller.

          5.5       The balance of the purchase price as set out in clause D.3 above is payable on date of
                    registration of transfer of the property into the name of the Purchaser.


6.        SUSPENSIVE CONDITIONS

          This agreement is subject to the following suspensive condition:

          if the sale is subject to the suspensive condition that the Purchaser obtains a loan from a financial
          institution (to be secured by the registration of a mortgage bond over the property) for the amount
          as set out in clause E above, and the Purchaser fails to obtain written approval in principle from the
          financial institution, of such loan within 30 (thirty) days (or such extended period as the Seller may
          allow, in writing), after the date of signing of the offer by the Purchaser, then this agreement shall
          automatically lapse and be of no further force or effect, and the parties shall be restored to their
          respective positions as they existed before signature of this agreement. The Purchaser’s deposit
          will be refunded.


7.        OCCUPATION

          7.1       Possession and occupation of the property shall be given to the Purchaser on date of
                    registration of transfer of the property into the name of the purchaser, or on such other
                    date as the parties may agree to in writing.

          7.2       From date of occupation of the property, the Purchaser shall bear and have the sole risk,
                    loss or profit in the property and from such date the Purchaser shall be responsible for
                    payment of the municipal rates and service charges, and/or any other levy imposed by
                    any competent authority and/or the Land Owners Association in respect of the property.


          7.3       If the Seller gives the Purchaser written permission to occupy the property prior to
                    registration of transfer, all risk in the property, and everything thereon, shall pass to the
                    Purchaser on date of occupation, and any building construction, work or other
                    improvements on or to the property, will be at the Purchaser's risk and the Purchaser
                    shall have no claim against the Seller for compensation for any loss sustained by the
                    Purchaser or his contractors in regard thereto, for whatsoever cause. The Purchaser
                    shall be responsible for the security of his building materials and equipment on or about
                    the property.

          7.4       The Purchaser shall pay occupational interest to the Seller or Conveyancing Attorney on
                    the Seller's behalf, in the event of the Purchaser being granted occupation prior to the
                    date of transfer of the property into the name of the Purchaser.

          7.5       The occupational interest payable by the Purchaser to the Seller shall be the South
                    African Rand equivalent of 1% (one per cent) per month of the purchase price, payable
                    monthly in advance. In addition thereto, the Purchaser shall be liable for all water and/or

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                    electricity consumed on the property from date of occupation onwards, and be liable to
                    pay the monthly levy to the Land Owners Association. It shall be the Purchaser's
                    responsibility to arrange, at the Purchaser's cost, the installation of electricity and water
                    meters, and the connection of all municipal services to the property.


8.        TRANSFER

          Transfer of the property shall be registered by the Conveyancing Attorney and shall be given to the
          Purchaser as soon as:

          8.1       All monies in terms of this agreement have been paid by the Purchaser to the
                    Conveyancing Attorney (including occupational interest referred to in Clause 7.5 above, if
                    applicable).

          8.2       The guarantee referred to in clause 5.4 of this agreement has been furnished to the
                    Conveyancing Attorney.

          8.3       All of the suspensive conditions have been fulfilled.

          8.4       The property has become registerable, which means and includes that;

                    8.4.1     The services have been installed at the Township by the Seller, and approved
                              by the Local Authority;


                    8.4.2      The Township register has been opened, and the Township has been
                               proclaimed;

          8.5       Any delay in the fulfillment of the suspensive conditions and/or registration of transfer of
                    the property into the name of the Purchaser shall not constitute a ground for the
                    cancellation of this agreement and the agreement shall remain binding on the parties,
                    notwithstanding any such delay.

          8.6       The Seller shall transfer the private open spaces and roads to the Land Owners’
                    Association at no consideration and as part of the conditions of establishment of the
                    township. The Seller shall be liable for the costs of the transfer.


9.        VOETSTOOTS, EXTENT, TITLE CONDITIONS, SERVITUDES AND RESTRICTIONS

          9.1       The property is sold voetstoots ("as is") and the Seller gives no warranties expressed or
                    implied and shall not be liable for latent or patent defects.

          9.2       The property is sold subject to all title conditions and servitudes described in the title
                    deed or title deeds relating to the property and further subject to such conditions as are
                    or may be imposed by any competent authority and the Land Owners Association, and
                    subject to whatever soil conditions exist on the property.

          9.3       The extent (size) of the property as described in clause C and as set out in the attached
                    layout plan, Annexure "A", is approximate, and the final size of the property will be as
                    shown in the General Plan of the Township, as approved by the Surveyor General.

          9.4       The Seller renounces all claims to any excess in respect of the size of the property, and
                    will not be liable for any deficiency in the declared extent of the property, and no
                    warranties are given in respect of the boundaries of the property, although the Seller
                    shall be responsible, on one occasion only, for pointing out or indicating to the Purchaser
                    the positions of the Surveyor's beacons or pegs in respect of the property. In this regard,
                    the purchaser undertakes to sign a form confirming that the pegs have been shown to
                    him, whereafter it will be the Purchaser's responsibility to ensure that the improvements

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                    to the property are constructed on the correct property and that such improvements do
                    not encroach on any other property.

          9.5       It is recorded that the erf number may change. If the property has been erroneously
                    described in this agreement, or if the Seller or the Surveyor General allocate a different
                    stand (erf) number to the property (due to a subdivision or otherwise), such mistake or
                    error shall not be binding on the parties and the correct description for the actual property
                    purchased shall apply, and the parties shall rectify this agreement to reflect the correct
                    description and size of the property.

          9.6       The Seller shall install services to the Township in accordance with the Ordinance and to
                    the satisfaction of the Local Authority and within a reasonable period of time, and the
                    Purchaser shall not be entitled to cancel this agreement, and/or to claim damages as a
                    consequence of any delay in the provision of the services or the proclamation of the
                    township or any particular phase thereof.

          9.7       The Purchaser is liable for all service connection fees, including, but not limited to the
                    costs of the actual connection of electricity and water, costs of installation of pre-paid
                    electrical meters and deposits payable to the Local Authority.

          9.8       The Seller shall not be required to level the ground on the property, or to carry out any
                    earthworks or landscaping in respect thereof.

          9.10      The Purchaser declares himself to be fully acquainted with the conditions of and
                    particulars relating to the property, as well as the situation and extent thereof, whilst it is
                    further acknowledged by the Purchaser that the Seller gives no warranties in regard to
                    the soil conditions of the property.

          9.11      The property is sold subject to such restrictions as may be imposed by any competent
                    authority, including but not limited to the conditions of establishment of the Township, the
                    Record of Decision issued by the authorities applicable to the Township and/or the
                    conditions of any applicable Town Planning Scheme.

          9.12      The Seller shall be entitled to register such further servitudes across the property as may
                    be imposed by the Conditions of Establishment of the Township and/or any competent
                    authority, free of any compensation or claims of whatsoever nature by the Purchaser.


10.       COSTS

          10.1      The Seller's shall pay the conveyancing costs for the transfer of the property into the
                    name of the Purchaser.

          10.2      The Purchaser shall be liable to pay all mortgage bond registration costs.

          10.3      The Seller shall be liable for all costs relating to the establishment and proclamation of
                    the Township and/or the sub-division (whichever is applicable), including the installation
                    of the services at the Township.

11.       CANCELLATION

          11.1      Should the Purchaser fail to timeously pay any amount due in terms of this agreement, or
                    fail to comply with any of his obligations in terms of this agreement, the Seller shall, after
                    it has notified the Purchaser in writing to his domicilium citandi et executandi, calling
                    upon the Purchaser to comply with such obligations within 7 (seven) days, and the
                    Purchaser remains in default, then and in such event, the Seller shall be entitled to
                    cancel this agreement by written notice sent to the Purchaser, or alternatively, to enforce
                    the provisions of this agreement by claiming specific performance, including payment of
                    all amounts due.


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          11.2      Should the Seller cancel this agreement:

                    11.2.1     the Purchaser shall forfeit all monies paid to the Seller or the Conveyancing
                              Attorney (or Estate Agents), in terms of this agreement, together with all
                              interest which has accrued thereon;

                    11.2.2    the Seller shall be entitled to recover from the Purchaser all Estate Agent's
                              commission payable by the Seller in respect of this transaction;

                    11.2.3    the Seller shall be entitled to take immediate possession of the property (if the
                              Purchaser had already taken occupation) in which event the Purchaser shall
                              not be entitled to claim compensation in regard to any improvements or
                              expenses which the Purchaser may have effected on or to the property.

                    11.2.4    the Seller shall be entitled to claim such damages as it has suffered due to the
                              cancellation of this agreement.

          11.3      Should the Seller institute any legal action or take any steps against the Purchaser in
                    terms of this agreement and, without prejudice to any other rights which the Seller may
                    have in law, the Seller shall be entitled to claim from the Purchaser all legal costs
                    incurred by the Seller, including, but not limited to all costs on an attorney and own client
                    scale, tracing fees and collection commission.

          11.4      Should the transfer be delayed by the Purchaser, the Purchaser shall be liable to pay to
                    the Seller for the period of delay, interest on the full purchase price at the prime overdraft
                    interest rate, plus 2% (two per cent) as charged by the Seller's bankers from time to time,
                    calculated from the date upon which the transfer should have been registered if it were
                    not for the delay caused by the Purchaser, as certified in writing by the Conveyancing
                    Attorney (acting as experts and not as arbitrators), until the date of registration of transfer
                    of the property into the name of the Purchaser.


12.       CONSENT TO JURISDICTION OF THE MAGISTRATE'S COURT

          12.1      In the event of either party wishing to institute action against the other arising from this
                    agreement, the parties hereby consent to the jurisdiction of the Magistrate's Court.

          12.2      The parties hereto consent in terms of the provisions of Section 45 of the Magistrate's
                    Court Act 1944 (as amended) to the jurisdiction of the Magistrate's Court not
                    withstanding that the amount of the claim in question exceeds the jurisdiction of the
                    Magistrate's Court.

          12.3      The Seller shall nonetheless have the right, in its sole discretion and option, to institute
                    proceedings in any High Court with competent jurisdiction.


13.       DOMICILIA ADDRESSES AND NOTICES

          13.1      The Seller selects domicilium citandi et executandi at the address and communication
                    details as stipulated in Clause 2.2 above.

          13.2      The Purchaser selects its domicilium citandi et executandi at the address and
                    communication details as appears in clause C of the offer to Purchase.

          13.3      Any notice or consent for purposes of this agreement shall:

                    13.3.1     be in writing;

                    13.3.2     be sent by registered post, fax or hand delivered or sent by e-mail;


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                    13.3.3     be addressed to the Purchaser at his domicilium citandi et executandi, and to
                               the Seller at it's domicilium citandi et executandi;

                    13.3.4     be deemed to have been received by the party to whom it is addressed at the
                               time of delivery thereof, on the day the fax or e-mail is transmitted, or on the 7th
                               day, following the posting thereof in the Republic of South Africa, as the case
                               may be;


14.       ESTATE AGENTS COMMISSION

          14.1      It is recorded that the Estate Agent referred to in clause H. above has been furnished
                    with a mandate to find purchasers for the properties in the Township. The Seller shall be
                    responsible for paying commission to the estate agent.


          14.2      Commission will become due on fulfilment of all suspensive conditions, and payable on
                    date of registration of transfer of the property into the name of the Purchaser. The parties
                    authorise the Conveyancing Attorney to pay the commission directly to the estate agent
                    within a reasonable period after transfer.


15.       ACKNOWLEDGEMENTS BY PURCHASER

          15.1      The Purchaser acknowledges that neither the Seller nor the Estate Agent nor any person
                    acting on behalf of the Seller has given any warranties in respect of the property, the time
                    period that it will take for the proclamation of the Township, the time period it will take to
                    register the transfer of the property into the Purchaser’s name, the stand (erf) size or
                    description, the extent of the road coverage within the Township, or any other warranties
                    of whatsoever nature, whether express or implied, unless it is contained expressly herein
                    and that he has not been influenced by any representation made by or on behalf of the
                    Seller to enter into this agreement, save as recorded herein.

          15.2      Any advertising material, model or site development plan, does not form part of this
                    agreement. The Seller shall not be liable for any material changes to the lay-out, design
                    of improvements or any features as it appears on any advertising material, model and/or
                    the site development plan or layout plan of the proposed Township.

          15.3      The Purchaser acknowledges that the township is a security township and that services
                    will not be transferred to the local authority, and that the roads which form part of the
                    remainder will be transferred to the Land Owners’ Association to be maintained by the
                    Land Owners’ Association through the levies to be collected from the members of the
                    Land Owners’ Association.

          15.4      The Purchaser acknowledges that it shall be liable to pay the levy referred to in clause G
                    above, until the levy is determined by the Land Owners’ Association. In the meantime,
                    the levy shall be determined by the Seller in its sole discretion, on condition that the levy
                    fund will be operated on a non-profit basis, making provision for (including but not limited
                    to) the administration of the Land Owners’ Association and the township, security and
                    other expenses relating to the maintenance of the township, the payment of any amount
                    levied by any competent authority, and in general for such purposes as referred to in the
                    rules of the Land Owners’ Association.

16.       LAND OWNERS ASSOCIATION

          16.1      The Seller shall establish the Land Owners’ Association and each owner of a property in
                    the township shall be a member of the Land Owners’ Association. Notwithstanding the
                    Purchaser’s membership of the Association, the Seller shall be entitled to complete the
                    installation of all services without interruption and interference by any party. The Seller
                    shall remain and retain membership in the Association, and the number of memberships

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                    representing the unsold stands in the township, effectively holding one membership per
                    unsold stand and be exempt from payment of any levies in respect of such unsold
                    stands.

          16.2      The Purchaser and his successors in title bind themselves to the provisions of Annexures
                    “B” and “C”. The parties undertake to do all things necessary to ensure that the
                    provisions of Annexures “B” and “C” are properly incorporated in the statute and the
                    memorandum and articles (as the case may be) of the Section 21 Company.

          16.3      Every property owner within the Township, upon becoming a registered owner of a
                    property, shall become a member of the Land Owners Association, and all owners and
                    residents shall be obliged to abide by the provisions of the Memorandum and Articles of
                    Association and the Rules in respect thereof, and to pay monthly levies to the Land
                    Owners Association.

          16.5      It is agreed that the Purchaser shall be obliged to commence building on the property
                    purchased within two years of the date of registration of the transfer of the property into
                    the name of the Purchaser, and shall be obliged to complete the building works within 6
                    M0NTHS of commencement of building operations. Non-compliance of this condition will
                    result in the monthly levy being doubled with effect from date of default until the end of
                    the month in which the owner fully complies with the applicable Rules. As an alternative,
                    and at the sole option of the Seller, the Purchaser shall be obliged to retransfer the
                    property to the Seller against payment of the original purchase price, on condition that
                    the Seller shall be responsible for any VAT or transfer duty (as the case may be),
                    payable on such retransfer, as well as the conveyancing fees.

          16.6      The architectural guidelines will apply in respect of each house to be erected. The
                    Purchaser’s attention is drawn to the provisions of clause 4.11 of the architectural
                    guidelines.

          16.7      It is agreed that the developer will be entitled to charge a fee to co-ordinate building
                    contractors equal to 3% of the total value of the buildings to be erected on the property.

          16.8      Every registered owner of the property within the township, before selling such property
                    shall be obliged to apply to the Land Owners Association for a levy clearance certificate
                    and to pay the amount stipulated by the Land Owners Association for such levy
                    clearance certificate, which shall include, but not be limited to, a minimum of 3 (three)
                    months of levies as well as an administration fee.

          16.9      The parties agree that in addition to any other title conditions to be included in the title
                    deed of each property forming part of the township (the exact wording to be determined
                    by the conveyancing attorney), the undermentioned title condition will also be included:

                    “Subject further to the following condition imposed by the transferor for the
                    benefit of the Land Owners’ Association:

                    The transferee, successor in title and assigns shall not be entitled to transfer the
                    hereinmentioned property, or any interest therein, without a clearance certificate
                    from the Witkop Land Owners’ Association to the effect that the provisions of its
                    memorandum and articles of association, including provisions relating to the
                    payment of levies, have been complied with.”

          16.10     The Purchaser shall be entitled to resell or transfer the property without complying with
                    the provisions of clause 16.5 above, on condition that he obtains the written consent of
                    the Seller, which consent shall not be unreasonably withheld, and further on condition
                    that the Purchaser has inserted in his purchase agreement with a third party purchaser
                    provisions similar to the provisions referred to in this clause 16, and in particular clause
                    16.5, or such other conditions as the Seller may impose.

17.       DISCLOSURES

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          The Seller makes the following disclosures regarding the services:

          17.1      The electrical reticulation will be overhead.

          17.2      The available electricity will be 60 amp single phase only and the Purchaser will have to
                    supplement energy to comply with his own demand through measures such as gas and
                    solar heating, on condition that petrol or diesel generators may be utilized FOR BACK-
                    UP PURPOSES ONLY.

          17.3      Bulk sewerage will be treated by means of a Package Treatment Plant designed to
                    handle the effluent inflow and the proposed system to be used is the Bio-Mite System
                    supplied by Calcimite, or such other system of a similar nature which the Seller may
                    decide upon in its sole discretion. The system is based on primary anaerobic digestion,
                    secondary aerobic digestion and tertiary disinfection using ozonation.

          17.4      Bulk water for the estate will be obtained from production boreholes on the property and
                    the Seller shall obtain a water use license from the Department of Water Affairs for the
                    abstraction of ground water for this purpose at the Seller’s costs. The production
                    boreholes will be linked with reservoir strategically positioned on a higher level to ensure
                    gravity feed to each dwelling unit. The reservoirs shall be designed to have 48 hour
                    storage volume particularly for the purpose of having additional fire fighting capacity.

          17.5      The main water supply network to erven will consist of a Class 9 uPVC pipes of diameter
                    varying between 90 mm and 200 mm. A saddle connection of 20 mm diameter HDPE
                    pipe with a stop valve will be installed to the boundary of each erf. Each purchaser and
                    individual owner will be responsible for the supply and installation of a water meter with
                    related fittings when such is required for building and occupational purposes.

          17.6      A properly enclosed, secure bin yard will be provided by the Seller at the entrance gate
                    to the township and a container service will be provided at a frequency to be determined
                    by the Land Owners’ Association. The management of solid waste will be a function of
                    the Land Owners’ Association.

          17.7      The bulk and internal water and sewerage infrastructure will be taken over by the Land
                    Owners’ Association.


18.       GENERAL

          18.1      Notwithstanding anything to the contrary in this agreement, any latitude or extension of
                    time which may be allowed by the Seller in respect of any obligation of the Purchaser,
                    shall not under any circumstances be deemed to be a waiver of the Seller's right at any
                    time, to require strict and punctual compliance by the Purchaser with each and every
                    provision of this agreement.

          18.2      This agreement constitutes the entire contract between the Seller and the Purchaser and
                    no warranties, representations or conditions which are not recorded herein, shall be
                    binding on the Seller, unless they are reduced to writing and signed by or on behalf of the
                    parties to this agreement.

          18.3      No agreement to amend, vary, add, delete or cancel this agreement shall be binding on
                    the parties nor shall they be of any force or effect, unless they are reduced to writing and
                    signed by or on behalf of the parties.

          18.4      In the event of any clause in this agreement being unenforceable for any reason
                    whatsoever, such clause shall be deemed to be separate and shall be severable from
                    this agreement.

          18.5      The annexures to this agreement form an integral and material part of this agreement.

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          18.6      This agreement shall be governed and interpreted in accordance with the Laws of the
                    Republic of South Africa.




L60196 - Witkop Estate OFFER TO PURCHASE(ED 1).doc

				
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