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Contract To Buy And Sell Real Estate (All Types Of Properties)(Foreclosure) Form. This is a Colorado form and can be use in Real Estate Statewide.
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Tags: Contract To Buy And Sell Real Estate (All Types Of Properties)(Foreclosure), CBSF1, Colorado Statewide, Real Estate
The printed portions of this form, except differentiated additions, have been approved by the Colorado
Real Estate Commission.
(CBSF1-7-09) (Mandatory 7-09)
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THIS FORM HAS IMPORTANT LEGAL CONSEQUENCES AND THE PARTIES SHOULD
CONSULT LEGAL AND TAX OR OTHER COUNSEL BEFORE SIGNING.
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CONTRACT TO BUY AND SELL REAL ESTATE
(Colorado Foreclosure Protection Act)
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Date:
____________________________
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1. AGREEMENT. Buyer agrees to buy, and Seller agrees to sell, the Property defined below on the
terms and conditions set forth in this contract (Contract).
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2. DEFINED TERMS.
2.1. Buyer. Buyer, ___________________________________________ , will take title to the real
property described below as Joint Tenants
Tenants In Common
Other
___________________________________________________________________________ .
2.2. Property. The Property is the following legally described real estate in the County of
________________________ , Colorado:
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known as No.
________________________________________________________________________,
Street Address
City
State
Zip
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together with the interests, easements, rights, benefits, improvements and attached fixtures appurtenant
thereto, and all interest of Seller in vacated streets and alleys adjacent thereto, except as herein
excluded.
2.3. Dates and Deadlines.
Item
No.
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Reference
Event
§ 4.2.1
§ 5.1
§ 5.2
§ 5.3
§ 5.3
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§ 5.4
§ 5.4
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§ 5.4
§ 6.2.2
§ 6.2.2
§ 7.1
§ 7.2
§ 7.3
§ 7.4.4.1
§ 7.4.5
Alternative Earnest Money Deadline
Loan Application Deadline
Loan Conditions Deadline
Buyer’s Credit Information Deadline
Disapproval of Buyer’s Credit
Information Deadline
Existing Loan Documents Deadline
Existing Loan Documents Objection
Deadline
Loan Transfer Approval Deadline
Appraisal Deadline
Appraisal Objection Deadline
Title Deadline
Document Request Deadline
Survey Deadline
CIC Documents Deadline
CIC Documents Objection Deadline
CBSF1-7-09. CONTRACT TO BUY AND SELL REAL ESTATE
Date or Deadline
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§ 8.1
§ 8.2
§ 8.2
§ 8.3.2
§ 8.6
§ 10.1
§ 10.2
§ 10.3
§ 10.5
§ 12
§ 17
§ 17
§ 32
§ 32
Title Objection Deadline
Off-Record Matters Deadline
Off-Record Matters Objection Deadline
Survey Objection Deadline
Right of First Refusal Deadline
Seller’s Property Disclosure Deadline
Inspection Objection Deadline
Inspection Resolution Deadline
Property Insurance Objection Deadline
Closing Date
Possession Date
Possession Time
Acceptance Deadline Date
Acceptance Deadline Time
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2.4. Applicability of Terms. A check or similar mark in a box means that such provision is
applicable. The abbreviation “N/A” or the word “Deleted” means not applicable and when inserted on
any line in Dates and Deadlines (§ 2.3), means that the corresponding provision of the Contract to which
reference is made is deleted. The abbreviation “MEC” (mutual execution of this Contract) means the
date upon which both parties have signed this Contract.
2.5. Day; Computation of Period of Days, Deadline.
2.5.1. Day. As used in this Contract, the term “day” shall mean the entire day ending at
11:59 p.m., United States Mountain Time (Standard or Daylight Savings as applicable).
2.5.2. Computation of Period of Days, Deadline. In computing a period of days, when the
ending date is not specified, the first day is excluded and the last day is included, e.g., three days after
MEC. If any deadline falls on a Saturday, Sunday or federal or Colorado state holiday (Holiday), such
deadline Shall Shall Not be extended to the next day that is not a Saturday, Sunday or Holiday.
Should neither box be checked, the deadline shall not be extended.
3. INCLUSIONS AND EXCLUSIONS.
3.1. Inclusions. The Purchase Price includes the following items (Inclusions):
3.1.1. Fixtures. If attached to the Property on the date of this Contract, lighting, heating,
plumbing, ventilating, and air conditioning fixtures, TV antennas, inside telephone, network and coaxial
(cable) wiring and connecting blocks/jacks, plants, mirrors, floor coverings, intercom systems, built-in
kitchen appliances, sprinkler systems and controls, built-in vacuum systems (including accessories),
garage door openers including _____ remote controls; and ________________________________
_______________________________________________________________________________________ .
3.1.2. Personal Property. The following are included if on the Property whether attached or
not on the date of this Contract: storm windows, storm doors, window and porch shades, awnings,
blinds, screens, window coverings, curtain rods, drapery rods, fireplace inserts, fireplace screens,
fireplace grates, heating stoves, storage sheds, and all keys. If checked, the following are included:
Water Softeners Smoke/Fire Detectors Security Systems Satellite Systems (including
satellite dishes).
3.1.3. Other Inclusions.
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The Personal Property to be conveyed at Closing shall be conveyed by Seller free and clear of
all taxes (except personal property taxes for the year of Closing), liens and encumbrances, except
_______________________________________ . Conveyance shall be by bill of sale or other applicable
legal instrument.
3.1.4. Trade Fixtures. With respect to trade fixtures, Seller and Buyer agree as follows:
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The Trade Fixtures to be conveyed at Closing shall be conveyed by Seller free and clear of all
taxes (except personal property taxes for the year of Closing), liens and encumbrances, except
_______________________________________________ . Conveyance shall be by bill of sale or other
applicable legal instrument.
3.1.5. Parking and Storage Facilities. Use Only Ownership of the following parking
facilities: ______________________ ; and Use Only Ownership of the following storage facilities:
_____________________________________________________ .
3.1.6. Water Rights, Water Interests, Water and Sewer Taps. The following legally described
water rights:
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Any water rights shall be conveyed by ____________________________ Deed Other
applicable legal instrument.
3.1.6.1.
If any water well is to be transferred to Buyer, Seller agrees to supply required
information about such well to Buyer. Buyer understands that if the well to be transferred is a Small
Capacity Well or a Domestic Exempt Water Well used for ordinary household purposes, Buyer shall,
prior to or at Closing, complete a Change in Ownership form for the well. If an existing well has not
been registered with the Colorado Division of Water Resources in the Department of Natural Resources
(Division), Buyer shall complete a registration of existing well form for the well and pay the cost of
registration. If no person will be providing a closing service in connection with the transaction, Buyer
shall file the form with the Division within sixty days after Closing. The Well Permit # is
____________________________________.
3.1.6.2.
Water Stock Certificates:
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3.1.6.3.
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Water Tap
Sewer Tap
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Note:
Buyer is advised to obtain, from the provider, written confirmation of the amount
remaining to be paid, if any, time and other restrictions for transfer and use of the tap.
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3.1.7.
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Growing Crops. With respect to growing crops, Seller and Buyer agree as follows:
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3.2. Exclusions. The following items are excluded:
___________________________________________________________________.
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4. PURCHASE PRICE AND TERMS.
4.1. Price and Terms. The Purchase Price set forth below shall be payable in U.S. Dollars by Buyer
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as follows:
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Item No.
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Reference
§ 4.1
§ 4.2
§ 4.5
§ 4.6
§ 4.7
Item
Purchase Price
Earnest Money
New Loan
Assumption Balance
Seller or Private Financing
§ 4.3
Cash at Closing
TOTAL
CBSF1-7-09. CONTRACT TO BUY AND SELL REAL ESTATE
Amount
$
Amount
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4.2. Earnest Money.
The Earnest Money set forth in this section, in the form of
_________________________________, is part payment of the Purchase Price and shall be payable to
and held by _________________________________________________ (Earnest Money Holder), in its
trust account, on behalf of both Seller and Buyer. The Earnest Money deposit shall be tendered with this
Contract unless the parties mutually agree to an Alternative Earnest Money Deadline (§ 2.3) for its
payment. If Earnest Money Holder is other than the Brokerage Firm identified in § 34 or § 35 below,
Closing Instructions signed by Buyer, Seller and Earnest Money Holder must be obtained on or before
delivery of Earnest Money to Earnest Money Holder. The parties authorize delivery of the Earnest
Money deposit to the company conducting the Closing (Closing Company), if any, at or before Closing.
In the event Earnest Money Holder has agreed to have interest on Earnest Money deposits transferred
to a fund established for the purpose of providing affordable housing to Colorado residents, Seller and
Buyer acknowledge and agree that any interest accruing on the Earnest Money deposited with the
Earnest Money Holder in this transaction shall be transferred to such fund.
4.2.1. Alternative Earnest Money Deadline. The deadline for delivering the Earnest Money,
if other than at the time of tender of the Contract is as set forth as the Alternative Earnest Money
Deadline (§ 2.3).
4.3. Form of Funds; Time of Payment; Funds Available. All amounts payable by the parties at
Closing, including any loan proceeds, Cash at Closing and closing costs, shall be in funds that comply
with all applicable Colorado laws, including electronic transfer funds, certified check, savings and loan
teller’s check and cashier’s check (Good Funds). All funds required to be paid at Closing shall be
timely paid to allow disbursement by Closing Company at Closing OR SUCH PARTY SHALL BE IN
DEFAULT. Buyer represents that Buyer, as of the date of this Contract, Does Does Not have
funds that are immediately verifiable and available in an amount not less than the amount stated as
Cash at Closing in § 4.1.
4.4. Seller Concession. Seller, at Closing, shall pay or credit, as directed by Buyer, a total amount
of $ ________________ to assist with Buyer’s closing costs, loan discount points, loan origination fees,
prepaid items (including any amounts that Seller agrees to pay because Buyer is not allowed to pay due
to FHA, CHFA, VA, etc.), and any other fee, cost, charge, expense or expenditure related to Buyer’s
New Loan or other allowable Seller concession (collectively, Seller Concession). The Seller Concession is
in addition to any sum Seller has agreed to pay or credit Buyer elsewhere in this Contract. If the
amount of Seller Concession exceeds the aggregate of what is allowed, Seller shall not pay or be charged
such excess amount.
4.5. New Loan.
4.5.1. Buyer to Pay Loan Costs. Buyer, except as provided in § 4.4, if applicable, shall timely
pay Buyer’s loan costs, loan discount points, prepaid items and loan origination fees, as required by
lender.
4.5.2. Buyer May Select Financing. Buyer may select financing appropriate and acceptable
to Buyer, including a different loan than initially sought, except as restricted in § 4.5.3 or § 26,
Additional Provisions.
4.5.3. Loan Limitations. Buyer may purchase the Property using any of the following types
of loan: Conventional
FHA
VA
Bond
Other
_________________________________________________________________________________.
4.5.4. Good Faith Estimate – Monthly Payment and Loan Costs. Buyer is advised to review
the terms, conditions and costs of Buyer’s New Loan carefully. If Buyer is applying for a residential
loan, the lender generally must provide Buyer with a good faith estimate of Buyer’s closing costs within
three days after Buyer completes a loan application. Buyer should also obtain an estimate of the amount
of Buyer’s monthly mortgage payment. If the New Loan is unsatisfactory to Buyer, then Buyer may
terminate this Contract pursuant to § 5.2 no later than Loan Conditions Deadline (§ 2.3).
4.6. Assumption. Buyer agrees to assume and pay an existing loan in the approximate amount of
the Assumption Balance set forth in § 4.1, presently payable at $ _________________ per
______________ including principal and interest presently at the rate of ______ % per annum, and also
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including escrow for the following as indicated: Real Estate Taxes Property Insurance Premium
Mortgage Insurance Premium and ____________________________________________________ .
Buyer agrees to pay a loan transfer fee not to exceed $ ____________________ . At the time of
assumption, the new interest rate shall not exceed
% per annum and the new payment shall not
exceed $ _________________ per ________________ principal and interest, plus escrow, if any. If the
actual principal balance of the existing loan at Closing is less than the Assumption Balance, which causes
the amount of cash required from Buyer at Closing to be increased by more than $ _________________ ,
then Buyer May Terminate this Contract effective upon receipt by Seller of Buyer’s written notice of
termination or _________________________________________________________________.
Seller Shall Shall Not be released from liability on said loan. If applicable, compliance with the
requirements for release from liability shall be evidenced by delivery on or before Loan Transfer
Approval Deadline at Closing of an appropriate letter of commitment from lender. Any cost payable
for release of liability shall be paid by ________________________________ in an amount not to exceed
$ _______________ .
4.7. Seller or Private Financing. Buyer agrees to execute a promissory note payable to
_____________________________________ , as Joint Tenants Tenants In Common Other
_________________________________________________________________ , on the note form as
indicated:
(Default Rate) NTD81-10-06 Other _____________________________________________________
secured by a _________ (1st, 2nd, etc.) deed of trust encumbering the Property, using the form as
indicated:
Due on Transfer – Strict (TD72-9-08) Due on Transfer – Creditworthy (TD73-9-08)
Assumable
–
Not
Due
on
Transfer
(TD74-9-08)
Other
________________________________________________________________________________________.
The promissory note shall be amortized on the basis of ___________ Years Months, payable at
$ ________________ per _____________________ including principal and interest at the rate of ______
% per annum. Payments shall commence ___________________ and shall be due on the _________ day
of each succeeding ____________________ . If not sooner paid, the balance of principal and accrued
interest shall be due and payable _______________________________________ after Closing. Payments
Shall Shall Not be increased by ________ of estimated annual real estate taxes, and Shall
Shall Not be increased by _____________ of estimated annual property insurance premium. The loan
shall also contain the following terms: (1) if any payment is not received within ________ days after its
due date, a late charge of _______ % of such payment shall be due; (2) interest on lender disbursements
under the deed of trust shall be _______ % per annum; (3) default interest rate shall be ____________
% per annum; (4) Buyer may prepay without a penalty except _________________ ; and (5) Buyer
Shall Shall Not execute and deliver, at Closing, a Security Agreement and UCC-1 Financing
Statement granting the holder of the promissory note a _________ (1st, 2nd, etc.) lien on the personal
property included in this sale.
Buyer Shall Shall Not provide a mortgagee’s title insurance policy, at Buyer’s expense.
5. FINANCING CONDITIONS AND OBLIGATIONS.
5.1. Loan Application. If Buyer is to pay all or part of the Purchase Price by obtaining one or more
new loans (New Loan), or if an existing loan is not to be released at Closing, Buyer, if required by such
lender, shall make a verifiable application by Loan Application Deadline (§ 2.3).
5.2. Loan Conditions. If Buyer is to pay all or part of the Purchase Price with a New Loan, this
Contract is conditional upon Buyer determining, in Buyer’s subjective discretion, whether the New
Loan is satisfactory to Buyer, including its availability, payments, interest rate, terms, conditions, and
cost of such New Loan. This condition is for the benefit of Buyer. If such New Loan is not satisfactory to
Buyer, Seller must receive written notice to terminate from Buyer, no later than Loan Conditions
Deadline (§ 2.3), at which time this Contract shall terminate. IF SELLER DOES NOT TIMELY
RECEIVE WRITTEN NOTICE TO TERMINATE, THIS CONDITION SHALL BE DEEMED
WAIVED, AND BUYER’S EARNEST MONEY SHALL BE NONREFUNDABLE, EXCEPT AS
OTHERWISE PROVIDED IN THIS CONTRACT (e.g., Appraisal, Title, Survey).
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5.3. Credit Information and Buyer’s New Senior Loan. If Buyer is to pay all or part of the
Purchase Price by executing a promissory note in favor of Seller, or if an existing loan is not to be
released at Closing, this Contract is conditional (for the benefit of Seller) upon Seller’s approval of
Buyer’s financial ability and creditworthiness, which approval shall be at Seller’s subjective discretion.
In such case: (1) Buyer shall supply to Seller by Buyer’s Credit Information Deadline (§ 2.3), at Buyer’s
expense, information and documents (including a current credit report) concerning Buyer’s financial,
employment and credit condition and Buyer’s New Senior Loan, defined below, if any; (2) Buyer
consents that Seller may verify Buyer’s financial ability and creditworthiness; (3) any such information
and documents received by Seller shall be held by Seller in confidence, and not released to others except
to protect Seller’s interest in this transaction; (4) in the event Buyer is to execute a promissory note
secured by a deed of trust in favor of Seller, this Contract is conditional (for the benefit of Seller) upon
Seller’s approval of the terms and conditions of any New Loan to be obtained by Buyer if the deed of
trust to Seller is to be subordinate to Buyer’s New Loan (Buyer’s New Senior Loan). Additionally,
Seller shall have the right to terminate, at or before Closing, if the Cash at Closing is less than as set
forth in § 4.1 of this Contract or Buyer’s New Senior Loan changes from that approved by Seller; and
(5) if Seller does not deliver written notice to Buyer of Seller’s disapproval of Buyer’s financial ability
and creditworthiness or of Buyer’s New Senior Loan by Disapproval of Buyer’s Credit Information
Deadline (§ 2.3), then Seller waives the conditions set forth in this section as to Buyer’s New Senior Loan
as supplied to Seller. If Seller delivers written notice of disapproval to Buyer on or before said date, this
Contract shall terminate.
5.4. Existing Loan Review. If an existing loan is not to be released at Closing, Seller shall deliver
copies of the loan documents (including note, deed of trust, and any modifications) to Buyer by Existing
Loan Documents Deadline (§ 2.3). For the benefit of Buyer, this Contract is conditional upon Buyer’s
review and approval of the provisions of such loan documents. If written notice of objection to such loan
documents, signed by Buyer, is not received by Seller by Existing Loan Documents Objection Deadline
(§ 2.3), Buyer accepts the terms and conditions of the documents. If the lender’s approval of a transfer
of the Property is required, this Contract is conditional upon Buyer’s obtaining such approval without
change in the terms of such loan, except as set forth in § 4.6. If lender’s approval is not obtained by Loan
Transfer Approval Deadline (§ 2.3), this Contract shall terminate on such deadline. If Seller is to be
released from liability under such existing loan and Buyer does not obtain such compliance as set forth
in § 4.6, this Contract may be terminated at Seller’s option.
6. APPRAISAL PROVISIONS.
6.1. Property Approval. If the lender imposes any requirements or repairs (Requirements) to be
made to the Property (e.g., roof repair, repainting), beyond those matters already agreed to by Seller in
this Contract, Seller may terminate this Contract (notwithstanding § 10 of this Contract) by written
notice to Buyer on or before three days following Seller’s receipt of the Requirements. Seller’s right to
terminate in this § 6.1 shall not apply if on or before any termination by Seller pursuant to this § 6.1: (1)
the parties enter into a written agreement regarding the Requirements; or (2) the Requirements are
completed by Seller; or (3) the satisfaction of the Requirements is waived in writing by Buyer.
6.2. Appraisal Condition.
6.2.1. Not Applicable. This § 6.2 shall not apply.
6.2.2. Conventional/Other. Buyer shall have the sole option and election to terminate this
Contract if the Purchase Price exceeds the Property’s valuation determined by an appraiser engaged by
. The appraisal shall be received by Buyer or Buyer’s lender on or before
Appraisal Deadline (§ 2.3). This Contract shall terminate by Buyer delivering to Seller written notice of
termination and either a copy of such appraisal or written notice from lender that confirms the
Property’s valuation is less than the Purchase Price, received by Seller on or before Appraisal Objection
Deadline (§ 2.3). If Seller does not receive such written notice of termination on or before Appraisal
Objection Deadline (§ 2.3), Buyer waives any right to terminate under this section.
6.2.3. FHA. It is expressly agreed that, notwithstanding any other provisions of this
Contract, the Purchaser (Buyer) shall not be obligated to complete the purchase of the Property
described herein or to incur any penalty by forfeiture of Earnest Money deposits or otherwise unless the
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Purchaser (Buyer) has been given in accordance with HUD/FHA or VA requirements a written
statement issued by the Federal Housing Commissioner, Department of Veterans Affairs, or a Direct
Endorsement lender, setting forth the appraised value of the Property of not less than $_____________.
The Purchaser (Buyer) shall have the privilege and option of proceeding with the consummation of the
Contract without regard to the amount of the appraised valuation. The appraised valuation is arrived
at to determine the maximum mortgage the Department of Housing and Urban Development will
insure. HUD does not warrant the value nor the condition of the Property. The Purchaser (Buyer)
should satisfy himself/herself that the price and condition of the Property are acceptable.
6.2.4. VA. It is expressly agreed that, notwithstanding any other provisions of this Contract,
the purchaser (Buyer) shall not incur any penalty by forfeiture of Earnest Money or otherwise or be
obligated to complete the purchase of the Property described herein, if the Contract Purchase Price or
cost exceeds the reasonable value of the Property established by the Department of Veterans Affairs.
The purchaser (Buyer) shall, however, have the privilege and option of proceeding with the
consummation of this Contract without regard to the amount of the reasonable value established by the
Department of Veterans Affairs.
6.3. Cost of Appraisal. Cost of any appraisal to be obtained after the date of this Contract shall be
timely paid by Buyer Seller.
7. EVIDENCE OF TITLE, SURVEY AND CIC DOCUMENTS.
7.1. Evidence of Title. On or before Title Deadline (§ 2.3), Seller shall cause to be furnished to
Buyer, at Seller’s expense, a current commitment for owner’s title insurance policy (Title Commitment)
in an amount equal to the Purchase Price, or if this box is checked, An Abstract of title certified to a
current date. If title insurance is furnished, Seller shall also deliver to Buyer copies of any abstracts of
title covering all or any portion of the Property (Abstract) in Seller’s possession. At Seller’s expense,
Seller shall cause the title insurance policy to be issued and delivered to Buyer as soon as practicable at
or after Closing. The title insurance commitment Shall Shall Not commit to delete or insure over
the standard exceptions which relate to: (1) parties in possession, (2) unrecorded easements, (3) survey
matters, (4) any unrecorded mechanics’ liens, (5) gap period (effective date of commitment to date deed
is recorded), and (6) unpaid taxes, assessments and unredeemed tax sales prior to the year of Closing.
Any additional premium expense to obtain this additional coverage shall be paid by Buyer Seller.
Note: The title insurance company may not agree to delete or insure over any or all of the standard
exceptions. Buyer shall have the right to review the Title Commitment. If the Title Commitment or its
provisions are not satisfactory to Buyer, Buyer may exercise Buyer’s rights pursuant to § 8.1.
7.2. Copies of Exceptions. On or before Title Deadline (§ 2.3), Seller, at Seller’s expense, shall
furnish to Buyer and
, (1) copies of any plats, declarations, covenants, conditions and
restrictions burdening the Property, and (2) if a Title Commitment is required to be furnished, and if
this box is checked Copies of any Other Documents (or, if illegible, summaries of such documents)
listed in the schedule of exceptions (Exceptions). Even if the box is not checked, Seller shall have the
obligation to furnish these documents pursuant to this section if requested by Buyer any time on or
before Document Request Deadline (§ 2.3). This requirement shall pertain only to documents as shown
of record in the office of the clerk and recorder in the county where the Property is located. The
abstract or Title Commitment, together with any copies or summaries of such documents furnished
pursuant to this section, constitute the title documents (Title Documents).
7.3. Survey. On or before Survey Deadline (§ 2.3), Seller Buyer shall order or provide, and
cause Buyer (and the issuer of the Title Commitment or the provider of the opinion of title if an
abstract) to receive, a current Improvement Survey Plat Improvement Location Certificate
(the description checked is known as Survey). An amount not to exceed $
for Survey shall be paid by Buyer Seller. If the cost exceeds this amount, Buyer Seller shall
pay the excess on or before Closing. Buyer shall not be obligated to pay the excess unless Buyer is
informed of the cost and delivers to Seller, before Survey is ordered, Buyer’s written agreement to pay
the required amount to be paid by Buyer.
7.4. Common Interest Community Documents. The term CIC Documents consists of all owners’
associations (Association) declarations, bylaws, operating agreements, rules and regulations, party wall
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agreements, minutes of most recent annual owners’ meeting and minutes of any directors’ or managers’
meetings during the six-month period immediately preceding the date of this Contract, if any
(Governing Documents), most recent financial documents consisting of (1) annual balance sheet,
(2) annual income and expenditures statement, and (3) annual budget (Financial Documents), if any
(collectively CIC Documents).
7.4.1. Not Applicable. This § 7.4 shall not apply.
7.4.2. Common Interest Community Disclosure. THE PROPERTY IS LOCATED WITHIN
A COMMON INTEREST COMMUNITY AND IS SUBJECT TO THE DECLARATION FOR SUCH
COMMUNITY. THE OWNER OF THE PROPERTY WILL BE REQUIRED TO BE A MEMBER OF
THE OWNER’S ASSOCIATION FOR THE COMMUNITY AND WILL BE SUBJECT TO THE
BYLAWS AND RULES AND REGULATIONS OF THE ASSOCIATION. THE DECLARATION,
BYLAWS, AND RULES AND REGULATIONS WILL IMPOSE FINANCIAL OBLIGATIONS UPON
THE OWNER OF THE PROPERTY, INCLUDING AN OBLIGATION TO PAY ASSESSMENTS OF
THE ASSOCIATION. IF THE OWNER DOES NOT PAY THESE ASSESSMENTS, THE
ASSOCIATION COULD PLACE A LIEN ON THE PROPERTY AND POSSIBLY SELL IT TO PAY
THE DEBT. THE DECLARATION, BYLAWS, AND RULES AND REGULATIONS OF THE
COMMUNITY MAY PROHIBIT THE OWNER FROM MAKING CHANGES TO THE PROPERTY
WITHOUT AN ARCHITECTURAL REVIEW BY THE ASSOCIATION (OR A COMMITTEE OF
THE ASSOCIATION) AND THE APPROVAL OF THE ASSOCIATION. PURCHASERS OF
PROPERTY WITHIN THE COMMON INTEREST COMMUNITY SHOULD INVESTIGATE THE
FINANCIAL OBLIGATIONS OF MEMBERS OF THE ASSOCIATION. PURCHASERS SHOULD
CAREFULLY READ THE DECLARATION FOR THE COMMUNITY AND THE BYLAWS AND
RULES AND REGULATIONS OF THE ASSOCIATION.
7.4.3. Not Conditional on Review. Buyer acknowledges that Buyer has received a copy of the
CIC Documents. Buyer has reviewed them, agrees to accept the benefits, obligations and restrictions
that they impose upon the Property and its owners and waives any right to terminate this Contract due
to such documents, notwithstanding the provisions of § 8.5.
7.4.4. CIC Documents to Buyer.
7.4.4.1.
Seller to Provide CIC Documents. Seller shall cause the CIC Documents to be
provided to Buyer, at Seller’s expense, on or before CIC Documents Deadline (§ 2.3).
7.4.4.2.
Seller Authorizes Association. Seller authorizes the Association to provide the
CIC Documents to Buyer, at Seller’s expense.
7.4.4.3.
Seller’s Obligation. Seller’s obligation to provide the CIC Documents shall be
fulfilled upon Buyer’s receipt of the CIC Documents, regardless of who provides such documents.
7.4.5. Conditional on Buyer’s Review. If the box in either § 7.4.4.1 or § 7.4.4.2 is checked, the
provisions of this § 7.4.5 shall apply. Written notice of any unsatisfactory provision in any of the CIC
Documents, in Buyer’s subjective discretion, signed by Buyer, or on behalf of Buyer, and delivered to
Seller on or before CIC Documents Objection Deadline (§ 2.3), shall terminate this Contract.
Should Buyer receive the CIC Documents after CIC Documents Deadline (§ 2.3), Buyer shall
have the right, at Buyer’s option, to terminate this Contract by written notice delivered to Seller on or
before ten days after Buyer’s receipt of the CIC Documents. If Buyer does not receive the CIC
Documents, or if such written notice to terminate would otherwise be required to be delivered after
Closing Date (§ 2.3), Buyer’s written notice to terminate shall be received by Seller on or before three
days prior to Closing Date (§ 2.3). If Seller does not receive written notice from Buyer within such time,
Buyer accepts the provisions of the CIC Documents, and Buyer’s right to terminate this Contract
pursuant to this section is waived, notwithstanding the provisions of § 8.5.
NOTE:
If no box in this § 7.4 is checked, the provisions of § 7.4.4.1 shall apply.
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8. TITLE AND SURVEY REVIEW.
8.1. Title Review. Buyer shall have the right to inspect the Title Documents. Buyer shall provide
written notice of unmerchantability of title, unsatisfactory form or content of Title Commitment, or,
notwithstanding § 13, of any other unsatisfactory title condition shown by the Title Documents (Notice
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of Title Objection). Such notice shall be signed by or on behalf of Buyer and delivered to Seller on or
before Title Objection Deadline (§ 2.3), provided such Title Documents are received by Buyer in a
timely manner. If there is an endorsement to the Title Commitment that adds a new Exception to title,
a copy of the new Exception to title and the modified Title Commitment shall be delivered to Buyer.
Provided however, Buyer shall have five days to deliver the Notice of Title Objection after receipt by
Buyer of the following documents: (1) any required Title Document not timely received by Buyer,
(2) any change to the Title Documents, or (3) endorsement to the Title Commitment. If Seller does not
receive Buyer’s Notice of Title Objection by the applicable deadline specified above, Buyer accepts the
condition of title as disclosed by the Title Documents as satisfactory.
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8.2. Matters Not Shown by the Public Records. Seller shall deliver to Buyer, on or before OffRecord Matters Deadline (§ 2.3) true copies of all leases and surveys in Seller’s possession pertaining to
the Property and shall disclose to Buyer all easements, liens (including, without limitation, governmental
improvements approved, but not yet installed) or other title matters (including, without limitation,
rights of first refusal and options) not shown by the public records of which Seller has actual knowledge.
Buyer shall have the right to inspect the Property to investigate if any third party has any right in the
Property not shown by the public records (such as an unrecorded easement, unrecorded lease, boundary
line discrepancy or water rights). Written notice of any unsatisfactory condition disclosed by Seller or
revealed by such inspection, notwithstanding § 13, shall be signed by or on behalf of Buyer and
delivered to Seller on or before Off-Record Matters Objection Deadline (§ 2.3). If Seller does not receive
Buyer’s notice by said deadline, Buyer accepts title subject to such rights, if any, of third parties of
which Buyer has actual knowledge.
8.3. Survey Review.
8.3.1. Not Applicable. This § 8.3 shall not apply.
8.3.2. Conditional on Survey. If the box in this § 8.3.2 is checked, Buyer shall have the right
to inspect the Survey. If written notice by or on behalf of Buyer of any unsatisfactory condition shown
by the Survey, notwithstanding § 8.2 or § 13, is received by Seller on or before Survey Objection
Deadline (§ 2.3) then such objection shall be deemed an unsatisfactory title condition. If Seller does not
receive Buyer’s notice by Survey Objection Deadline (§ 2.3), Buyer accepts the Survey as satisfactory.
8.4. Special Taxing Districts. SPECIAL TAXING DISTRICTS MAY BE SUBJECT TO GENERAL
OBLIGATION INDEBTEDNESS THAT IS PAID BY REVENUES PRODUCED FROM ANNUAL
TAX LEVIES ON THE TAXABLE PROPERTY WITHIN SUCH DISTRICTS. PROPERTY
OWNERS IN SUCH DISTRICTS MAY BE PLACED AT RISK FOR INCREASED MILL LEVIES
AND TAX TO SUPPORT THE SERVICING OF SUCH DEBT WHERE CIRCUMSTANCES ARISE
RESULTING IN THE INABILITY OF SUCH A DISTRICT TO DISCHARGE SUCH
INDEBTEDNESS WITHOUT SUCH AN INCREASE IN MILL LEVIES. BUYERS SHOULD
INVESTIGATE THE SPECIAL TAXING DISTRICTS IN WHICH THE PROPERTY IS LOCATED
BY CONTACTING THE COUNTY TREASURER, BY REVIEWING THE CERTIFICATE OF
TAXES DUE FOR THE PROPERTY, AND BY OBTAINING FURTHER INFORMATION FROM
THE BOARD OF COUNTY COMMISSIONERS, THE COUNTY CLERK AND RECORDER, OR
THE COUNTY ASSESSOR.
In the event the Property is located within a special taxing district and Buyer desires to terminate
this Contract as a result, if written notice, by or on behalf of Buyer, is received by Seller on or before
Off-Record Matters Objection Deadline (§ 2.3), this Contract shall terminate. If Seller does not receive
Buyer’s notice by such deadline, Buyer accepts the effect of the Property’s inclusion in such special
taxing district and waives the right to terminate for that reason.
8.5. Right to Object, Cure. Buyer’s right to object shall include, but not be limited to, those matters
set forth in §§ 8 and 13. If Seller receives notice of unmerchantability of title or any other unsatisfactory
title condition or commitment terms as provided in §§ 8.1, 8.2 and 8.3, Seller shall use reasonable efforts
to correct said items and bear any nominal expense to correct the same prior to Closing. If such
unsatisfactory title condition is not corrected to Buyer’s satisfaction on or before Closing, this Contract
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shall terminate; provided, however, Buyer may, by written notice received by Seller on or before
Closing, waive objection to such items.
8.6. Right of First Refusal or Contract Approval. If there is a right of first refusal on the Property,
or a right to approve this Contract, Seller shall promptly submit this Contract according to the terms
and conditions of such right. If the holder of the right of first refusal exercises such right or the holder of
a right to approve disapproves this Contract, this Contract shall terminate. If the right of first refusal is
waived explicitly or expires, or the Contract is approved, this Contract shall remain in full force and
effect. Seller shall promptly notify Buyer of the foregoing. If expiration or waiver of the right of first
refusal or Contract approval has not occurred on or before Right of First Refusal Deadline (§ 2.3), this
Contract shall terminate.
8.7. Title Advisory. The Title Documents affect the title, ownership and use of the Property and
should be reviewed carefully. Additionally, other matters not reflected in the Title Documents may
affect the title, ownership and use of the Property, including without limitation, boundary lines and
encroachments, area, zoning, unrecorded easements and claims of easements, leases and other
unrecorded agreements, and various laws and governmental regulations concerning land use,
development and environmental matters. The surface estate may be owned separately from the
underlying mineral estate, and transfer of the surface estate does not necessarily include transfer of the
mineral rights or water rights. Third parties may hold interests in oil, gas, other minerals, geothermal
energy or water on or under the Property, which interests may give them rights to enter and use the
Property. Such matters may be excluded from or not covered by the title insurance policy. Buyer is
advised to timely consult legal counsel with respect to all such matters as there are strict time limits
provided in this Contract [e.g., Title Objection Deadline (§ 2.3) and Off-Record Matters Objection
Deadline (§ 2.3)].
9. LEAD-BASED PAINT. Unless exempt, if the improvements on the Property include one or more
residential dwellings for which a building permit was issued prior to January 1, 1978, this Contract shall
be void unless (1) a completed Lead-Based Paint Disclosure (Sales) form is signed by Seller, the required
real estate licensees and Buyer, and (2) Seller receives the completed and fully executed form prior to
the time when the Contract is signed by all parties. Buyer acknowledges timely receipt of a completed
Lead-Based Paint Disclosure (Sales) form signed by Seller and the real estate licensees.
10. PROPERTY DISCLOSURE, INSPECTION, INDEMNITY, INSURABILITY, BUYER
DISCLOSURE AND SOURCE OF WATER.
10.1. Seller’s Property Disclosure Deadline. On or before Seller’s Property Disclosure Deadline
(§ 2.3), Seller agrees to deliver to Buyer the most current version of the applicable Colorado Real Estate
Commission’s Seller’s Property Disclosure form completed by Seller to the best of Seller’s actual
knowledge, current as of the date of this Contract.
10.2. Inspection Objection Deadline. Buyer shall have the right to have inspections of the physical
condition of both the Property and Inclusions, at Buyer’s expense. If (1) the physical condition of the
Property, (2) the physical condition of the Inclusions, (3) any proposed or existing transportation
project, road, street or highway, or (4) any other activity, odor or noise (whether on or off the Property)
and its effect or expected effect on the Property or its occupants is unsatisfactory in Buyer’s subjective
discretion, Buyer shall, on or before Inspection Objection Deadline (§ 2.3):
10.2.1. Notice to Terminate. Notify Seller in writing that this Contract is terminated; or
10.2.2. Notice to Correct. Deliver to Seller a written description of any unsatisfactory physical
condition which Buyer requires Seller to correct.
If written notice is not received by Seller on or before Inspection Objection Deadline (§ 2.3), the
physical condition of the Property and Inclusions shall be deemed to be satisfactory to Buyer.
10.3. Inspection Resolution Deadline. If a Notice to Correct is received by Seller and if Buyer and
Seller have not agreed in writing to a settlement thereof on or before Inspection Resolution Deadline
(§ 2.3), this Contract shall terminate one day following Inspection Resolution Deadline (§ 2.3), unless
before such termination Seller receives Buyer’s written withdrawal of the Notice to Correct.
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10.4. Damage, Liens and Indemnity. Buyer, except as otherwise provided in this Contract, is
responsible for payment for all inspections, tests, surveys, engineering reports, or any other work
performed at Buyer’s request (Work) and shall pay for any damage that occurs to the Property and
Inclusions as a result of such Work. Buyer shall not permit claims or liens of any kind against the
Property for Work performed on the Property at Buyer’s request. Buyer agrees to indemnify, protect
and hold Seller harmless from and against any liability, damage, cost or expense incurred by Seller and
caused by any such Work, claim, or lien. This indemnity includes Seller’s right to recover all costs and
expenses incurred by Seller to defend against any such liability, damage, cost or expense, or to enforce
this section, including Seller’s reasonable attorney and legal fees. The provisions of this section shall
survive the termination of this Contract.
10.5. Insurability. This Contract is conditional upon Buyer’s satisfaction, in Buyer’s subjective
discretion, with the availability, terms and conditions of and premium for property insurance. This
Contract shall terminate upon Seller’s receipt, on or before Property Insurance Objection Deadline
(§ 2.3), of Buyer’s written notice that such insurance was not satisfactory to Buyer. If said notice is not
timely received, Buyer shall have waived any right to terminate under this provision.
10.6. Buyer Disclosure. Buyer represents that Buyer Does Does Not need to sell and close a
property to complete this transaction.
Note: Any property sale contingency should appear in Additional Provisions (§ 26).
10.7. Source of Potable Water (Residential Land and Residential Improvements Only). Buyer
Does Does Not acknowledge receipt of a copy of Seller’s Property Disclosure or Source of Water
Addendum disclosing the source of potable water for the Property. Buyer Does Does Not
acknowledge receipt of a copy of the current well permit. There is No Well.
Note to Buyer:
SOME WATER PROVIDERS RELY, TO VARYING DEGREES, ON
NONRENEWABLE GROUND WATER. YOU MAY WISH TO CONTACT YOUR PROVIDER (OR
INVESTIGATE THE DESCRIBED SOURCE) TO DETERMINE THE LONG-TERM SUFFICIENCY
OF THE PROVIDER’S WATER SUPPLIES.
10.8. Carbon Monoxide Alarms. Note: If the improvements on the Property have a fuel-fired heater
or appliance, a fireplace, or an attached garage and include one or more rooms lawfully used for
sleeping purposes (Bedroom), the parties acknowledge that Colorado law requires that Seller assure the
Property has an operational carbon monoxide alarm installed within fifteen feet of the entrance to each
Bedroom or in a location as required by the applicable building code.
11. METHAMPHETAMINE DISCLOSURE (Residential Property Only). If the Property is residential,
and Seller knows that methamphetamine was ever manufactured, processed, cooked, disposed of, used
or stored at the Property, Seller is required to disclose such fact. No disclosure is required if the
Property was remediated in accordance with state standards and other requirements are fulfilled
pursuant to § 25-18.5-102, C.R.S. Buyer further acknowledges that Buyer has the right to engage a
certified hygienist or industrial hygienist to test whether the Property has ever been used as a
methamphetamine laboratory. If Buyer’s test results indicate that the Property has been contaminated
with methamphetamine, but has not been remediated to meet the standards established by rules of the
State Board of Health promulgated pursuant to § 25-18.5-102, C.R.S., Buyer shall promptly give written
notice to Seller of the results of the test, and Buyer may terminate this Contract, notwithstanding any
other provision of this Contract.
12. CLOSING. Delivery of deed from Seller to Buyer shall be at closing (Closing). Closing shall be on
the date specified as the Closing Date (§ 2.3) or by mutual agreement at an earlier date. The hour and
place of Closing shall be as designated by
.
13. TRANSFER OF TITLE. Subject to tender or payment at Closing as required herein and
compliance by Buyer with the other terms and provisions hereof, Seller shall execute and deliver a good
and sufficient
deed to Buyer, at Closing, conveying the Property free and clear of all
taxes except the general taxes for the year of Closing. Except as provided herein, title shall be conveyed
free and clear of all liens, including any governmental liens for special improvements installed as of the
date of Buyer’s signature hereon, whether assessed or not. Title shall be conveyed subject to:
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13.1. those specific Exceptions described by reference to recorded documents as reflected in the Title
Documents accepted by Buyer in accordance with Title Review (§ 8.1),
13.2. distribution utility easements (including cable TV),
13.3. those specifically described rights of third parties not shown by the public records of which
Buyer has actual knowledge and which were accepted by Buyer in accordance with Matters Not Shown
by the Public Records (§ 8.2) and Survey Review (§ 8.3),
13.4. inclusion of the Property within any special taxing district, and
13.5. other
.
14. PAYMENT OF ENCUMBRANCES. Any encumbrance required to be paid shall be paid at or
before Closing from the proceeds of this transaction or from any other source.
15. CLOSING COSTS, DOCUMENTS AND SERVICES.
15.1. Good Funds. Buyer and Seller shall pay, in Good Funds, their respective closing costs and all
other items required to be paid at Closing, except as otherwise provided herein.
15.2. Closing Information and Documents. Buyer and Seller will furnish any additional information
and documents required by Closing Company that will be necessary to complete this transaction. Buyer
and Seller shall sign and complete all customary or reasonably required documents at or before Closing.
15.3. Closing Services Fee. The fee for real estate closing services shall be paid at Closing by
Buyer Seller One-Half by Buyer and One-Half by Seller Other
.
15.4. Closing Instructions.
Buyer and Seller agree to execute the Colorado Real Estate
Commission’s Closing Instructions. Such Closing Instructions Are Are Not executed with this
Contract. Upon execution, Seller Buyer shall deliver such Closing Instructions to the Closing
Company.
15.5. Status Letter and Transfer Fees. Any fees incident to the issuance of Association’s statement of
assessments (Status Letter) shall be paid by Buyer Seller One-Half by Buyer and One-Half
by Seller. Any transfer fees assessed by the Association (Association’s Transfer Fee) shall be paid by
Buyer Seller One-Half by Buyer and One-Half by Seller.
15.6. Local Transfer Tax. The Local Transfer Tax of ____ % of the Purchase Price shall be paid
at Closing by Buyer Seller One-Half by Buyer and One-Half by Seller.
15.7. Sales and Use Tax. Any sales and use tax that may accrue because of this transaction shall be
paid when due by Buyer Seller One-Half by Buyer and One-Half by Seller.
16. PRORATIONS. The following shall be prorated to Closing Date (§ 2.3), except as otherwise
provided:
16.1. Taxes. Personal property taxes, if any, and general real estate taxes for the year of Closing,
based on Taxes for the Calendar Year Immediately Preceding Closing Most Recent Mill Levy
and Most Recent Assessed Valuation, adjusted by any applicable qualifying seniors property tax
exemption, or Other
.
16.2. Rents. Rents based on Rents Actually Received Accrued. At Closing, Seller shall
transfer or credit to Buyer the security deposits for all leases assigned, or any remainder after lawful
deductions, and notify all tenants in writing of such transfer and of the transferee’s name and address.
Seller shall assign to Buyer all leases in effect at Closing and Buyer shall assume such leases.
16.3. Association Assessments. Current regular Association assessments and dues (Association
Assessments) paid in advance shall be credited to Seller at Closing. Cash reserves held out of the regular
Association Assessments for deferred maintenance by the Association shall not be credited to Seller
except as may be otherwise provided by the Governing Documents. Any special assessment by the
Association for improvements that have been installed as of the date of Buyer’s signature hereon shall
be the obligation of Seller. Any other special assessment assessed prior to Closing Date (§ 2.3) by the
Association shall be the obligation of Buyer Seller. Seller represents that the Association
Assessments are currently payable at $ _______________ per ____________________ and that there are
no unpaid regular or special assessments against the Property except the current regular assessments
and ___________________________________________________ . Such assessments are subject to
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change as provided in the Governing Documents. Seller agrees to promptly request the Association to
deliver to Buyer before Closing Date (§ 2.3) a current Status Letter.
16.4. Other Prorations.
Water and sewer charges, interest on continuing loan, and
____________________________________________.
16.5. Final Settlement. Unless otherwise agreed in writing, these prorations shall be final.
17. POSSESSION. Possession of the Property shall be delivered to Buyer on Possession Date at
Possession Time (§ 2.3), subject to the following leases or tenancies:
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If Seller, after Closing, fails to deliver possession as specified, Seller shall be subject to eviction and
shall be additionally liable to Buyer for payment of $ ____________ per day (or any part of a day
notwithstanding § 2.5.1) from Possession Date and Possession Time (§ 2.3) until possession is delivered.
Buyer Does Not represent that Buyer will occupy the Property as Buyer’s principal residence.
18. ASSIGNABILITY AND INUREMENT. This Contract Shall Shall Not be assignable by
Buyer without Seller’s prior written consent. Except as so restricted, this Contract shall inure to the
benefit of and be binding upon the heirs, personal representatives, successors and assigns of the parties.
19. CAUSES OF LOSS, INSURANCE; CONDITION OF, DAMAGE TO PROPERTY AND
INCLUSIONS AND WALK-THROUGH. Except as otherwise provided in this Contract, the Property,
Inclusions or both shall be delivered in the condition existing as of the date of this Contract, ordinary
wear and tear excepted.
19.1. Causes of Loss, Insurance. In the event the Property or Inclusions are damaged by fire, other
perils or causes of loss prior to Closing in an amount of not more than ten percent of the total Purchase
Price, Seller shall be obligated to repair the same before Closing Date (§ 2.3). In the event such damage
is not repaired within said time or if the damage exceeds such sum, this Contract may be terminated at
the option of Buyer by delivering to Seller written notice of termination on or before Closing. Should
Buyer elect to carry out this Contract despite such damage, Buyer shall be entitled to a credit at Closing
for all insurance proceeds that were received by Seller (but not the Association, if any) resulting from
such damage to the Property and Inclusions, plus the amount of any deductible provided for in such
insurance policy. Such credit shall not exceed the Purchase Price. In the event Seller has not received
such insurance proceeds prior to Closing, then Seller shall assign such proceeds at Closing, plus credit
Buyer the amount of any deductible provided for in such insurance policy, but not to exceed the total
Purchase Price.
19.2. Damage, Inclusions and Services. Should any Inclusion or service (including systems and
components of the Property, e.g. heating, plumbing) fail or be damaged between the date of this
Contract and Closing or possession, whichever shall be earlier, then Seller shall be liable for the repair
or replacement of such Inclusion or service with a unit of similar size, age and quality, or an equivalent
credit, but only to the extent that the maintenance or replacement of such Inclusion, service or fixture is
not the responsibility of the Association, if any, less any insurance proceeds received by Buyer covering
such repair or replacement. Seller and Buyer are aware of the existence of pre-owned home warranty
programs that may be purchased and may cover the repair or replacement of such Inclusions. The risk
of loss for damage to growing crops by fire or other casualty shall be borne by the party entitled to the
growing crops as provided in § 3.1.7 and such party shall be entitled to such insurance proceeds or
benefits for the growing crops.
19.3. Walk-Through and Verification of Condition. Buyer, upon reasonable notice, shall have the
right to walk through the Property prior to Closing to verify that the physical condition of the Property
and Inclusions complies with this Contract.
20. RECOMMENDATION OF LEGAL AND TAX COUNSEL. By signing this document, Buyer and
Seller acknowledge that the respective broker has advised that this document has important legal
consequences and has recommended the examination of title and consultation with legal and tax or
other counsel before signing this Contract.
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21. TIME OF ESSENCE, DEFAULT AND REMEDIES. Time is of the essence hereof. If any note or
check received as Earnest Money hereunder or any other payment due hereunder is not paid, honored
or tendered when due, or if any obligation hereunder is not performed or waived as herein provided,
there shall be the following remedies:
21.1. If Buyer is in Default:
21.1.1. Specific Performance. Seller may elect to treat this Contract as canceled, in which case
all Earnest Money (whether or not paid by Buyer) shall be forfeited by Buyer, paid to Seller and
retained by Seller; and Seller may recover such damages as may be proper; or Seller may elect to treat
this Contract as being in full force and effect and Seller shall have the right to specific performance or
damages, or both.
21.1.2. Liquidated Damages. All Earnest Money (whether or not paid by Buyer) shall be
forfeited by Buyer, paid to Seller, and retained by Seller. Both parties shall thereafter be released from
all obligations hereunder. It is agreed that the Earnest Money specified in § 4.1 is LIQUIDATED
DAMAGES, and not a penalty, which amount the parties agree is fair and reasonable and (except as
provided in §§ 10.4, 19, 22, 23 and 24), said forfeiture shall be SELLER’S SOLE AND ONLY REMEDY
for Buyer’s failure to perform the obligations of this Contract. Seller expressly waives the remedies of
specific performance and additional damages.
21.2. If Seller is in Default: Buyer may elect to treat this Contract as canceled, in which case all
Earnest Money received hereunder shall be returned and Buyer may recover such damages as may be
proper, or Buyer may elect to treat this Contract as being in full force and effect and Buyer shall have
the right to specific performance or damages, or both.
22. LEGAL FEES, COST AND EXPENSES. In the event of any arbitration or litigation relating to this
Contract, prior to or after Closing Date (§ 2.3), the arbitrator or court shall award to the prevailing
party all reasonable costs and expenses, including attorney and legal fees.
23. MEDIATION. If a dispute arises relating to this Contract, prior to or after Closing, and is not
resolved, the parties shall first proceed in good faith to submit the matter to mediation. Mediation is a
process in which the parties meet with an impartial person who helps to resolve the dispute informally
and confidentially. Mediators cannot impose binding decisions. The parties to the dispute must agree, in
writing, before any settlement is binding. The parties will jointly appoint an acceptable mediator and
will share equally in the cost of such mediation. The mediation, unless otherwise agreed, shall terminate
in the event the entire dispute is not resolved within thirty days of the date written notice requesting
mediation is delivered by one party to the other at the party’s last known address. This section shall not
alter any date in this Contract, unless otherwise agreed.
24. EARNEST MONEY DISPUTE. Except as otherwise provided herein, Earnest Money Holder shall
release the Earnest Money as directed by written mutual instructions, signed by both Buyer and Seller.
In the event of any controversy regarding the Earnest Money (notwithstanding any termination of this
Contract), Earnest Money Holder shall not be required to take any action. Earnest Money Holder, at its
option and sole discretion, may (1) await any proceeding, (2) interplead all parties and deposit Earnest
Money into a court of competent jurisdiction and shall recover court costs and reasonable attorney and
legal fees, or (3) provide notice to Buyer and Seller that unless Earnest Money Holder receives a copy of
the Summons and Complaint or Claim (between Buyer and Seller) containing the case number of the
lawsuit (Lawsuit) within one hundred twenty days of Earnest Money Holder’s notice to the parties,
Earnest Money Holder shall be authorized to return the Earnest Money to Buyer. In the event Earnest
Money Holder does receive a copy of the Lawsuit, and has not interpled the monies at the time of any
Order, Earnest Money Holder shall disburse the Earnest Money pursuant to the Order of the Court.
The parties reaffirm the obligation of Mediation (§ 23). The provisions of this § 24 apply only if the
Earnest Money Holder is one of the Brokerage Firms named in § 34 or § 35.
25. TERMINATION. In the event this Contract is terminated, all Earnest Money received hereunder
shall be returned and the parties shall be relieved of all obligations hereunder, subject to §§ 10.4, 23 and
24.
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664
665
26. ADDITIONAL PROVISIONS. (The following additional provisions have not been approved by the
Colorado Real Estate Commission.)
666
667
668
669
27. ATTACHMENTS. The following are a part of this Contract:
670
671
672
Note: The following disclosure forms are attached but are not a part of this Contract:
673
674
675
Seller Warning
Notice of Cancellation (original and a copy)
676
677
678
679
680
681
28. GOOD FAITH. Buyer and Seller acknowledge that each party has an obligation to act in good faith,
including but not limited to exercising the rights and obligations set forth in the provisions of Financing
Conditions and Obligations (§ 5) and Property Disclosure, Inspection, Indemnity, Insurability, Buyer
Disclosure and Source of Water (§ 10).
688
29. ENTIRE AGREEMENT, MODIFICATION, SURVIVAL. This Contract, its exhibits and specified
addenda, constitute the entire agreement between the parties relating to the subject hereof, and any
prior agreements pertaining thereto, whether oral or written, have been merged and integrated into this
Contract. No subsequent modification of any of the terms of this Contract shall be valid, binding upon
the parties, or enforceable unless made in writing and signed by the parties. Any obligation in this
Contract that, by its terms, is intended to be performed after termination or Closing shall survive the
same.
689
30. COLORADO FORECLOSURE PROTECTION ACT.
690
30.1. The Colorado Foreclosure Protection Act (Act) applies when: (1) the Property is residential, (2)
the Property is Seller’s principal place of residence, (3) any loan secured by the Property is at least
thirty days delinquent or in default, (4) Buyer does not reside in the Property for at least one year and
(5) Buyer is subject to the Act. The parties are further advised to consult with their own attorney.
30.2.
Buyer and Seller agree to all of the following six conditions:
30.2.1. Buyer will not assume any financial or legal obligations of Seller.
30.2.2. There are no rental agreements or leases for the Property between Buyer and Seller.
30.2.3. Seller does not have an option or right to repurchase the Property.
30.2.4. A Notice of Cancellation and Seller Warning are attached to this Contract.
30.2.5. Seller represents that English is the language principally spoken by Seller.
30.2.6. No consideration shall be paid to Seller prior to the expiration of Seller’s right to
cancel the Contract.
30.3.
If this Section 30.3 or any of the six conditions in Section 30.2 above are deleted, changed,
modified or amended at any time prior to or at Closing, the parties agree that this Contract shall be void
and of no effect.
682
683
684
685
686
687
691
692
693
694
695
696
697
698
699
700
701
702
703
704
705
706
707
708
709
710
711
712
31. NOTICE, DELIVERY, AND CHOICE OF LAW.
31.1. Physical Delivery. All notices must be in writing, except as provided in § 31.2. Any document,
including a signed document or notice, delivered to Buyer shall be effective when physically received by
Buyer, any signator on behalf of Buyer, any named individual of Buyer, any representative of Buyer, or
Brokerage Firm of Broker working with Buyer (except for delivery, after Closing, of the notice
requesting mediation described in § 23) and except as provided in § 31.2 below. Any document,
including a signed document or notice, delivered to Seller shall be effective when physically received by
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