Free Letter of Intent to Buy Real
Estate Form
LETTER
OF
INTENT TO BUY REAL ESTATE
DATE:
______________________
TO:
______________________
______________________
______________________
FROM:
______________________
______________________
______________________
PROPERTY:
Approximately __________________ square foot of __________ property
situated on
approximately
__________ acres (_______________) square feet lot.
Simple
Property
Description
_____________________________________________________________
This
letter outlines
the terms
and
conditions under which ______________________________________,
and/or
its nominee
("Buyer"), proposes to purchase a free and clear 100% fee simple
interest in the real property and
improvements
referenced above from ______________________________________"Seller"
(and attached as "Exhibit A",
the
"Property" or ''Properties'').
- . Purchase
Price.
______________________________________________________Dollars
-
($__________________)
cash at closing. This represents the Portfolio Purchase Price; the
individual
unit price is as outlined on the attached Exhibit A
- Study
Period.
The Study Period shall commence upon the
later of (i) the execution of a mutually acceptable purchase and sale
agreement
(the "Contract") or (ii) receipt of all Inspection Materials as
definedin Section 5 herein, and shall expire 30 days thereafter (the
"Study Period").
During
the Study Period,
Buyer
shall have the ability to terminate the
Contract for any reason or no reason at all with no further obligation
to
Seller.
- Earnest
Money.
Within five (5) business days of receipt of
the executed contract,
Buyer
shall deposit the amount of
____________________________DOLLARS ($________________) as earnest
money (the
''Deposit'') into an account with an escrow company mutually agreeable
to both
Buyer and Seller. The Deposit will become non-refundable upon
expiration of the
Study Period. The Earnest Money shall be applied against the Purchase
Price at
closing and all accumulated interest shall be returned to Buyer.
-
Real
Estate Agents.
Seller shall be responsible to pay ____% of
the gross sales price to _________________________ and _____% of the
gross sale
price to __________________, at the time of closing per a separate
agreement
between the Sellers and the Brokers.
-
Access.
Upon full execution of this letter, Buyer and its
contractors and agents shall have full access to the Property (and all
information and documents related thereto). Seller
shall provide Buyer with all copies of
documents currently in Sellers possession including, but not limited to,
an
ALTA survey,
environmental
reports,
soil boring logs and soil reports,
service
contracts,
tax
receipts,
a
current appraisal,
title reports and title policies,
utility
reports,
real
estate tax information, zoning
information, tenant correspondence, tenant leases and site -building
plans
(collectively,
"Inspection
Materials").
Seller
acknowledges that Buyer may be required to makeIcertain
filings with the U.S. Securities and
Exchange Commission under SEC Rule S-X
3-14.
Seller
agrees to cooperate with Buyer in
connection with the preparation by Buyer of any such filings,
including,
without limitation, providing Buyer and Buyer's auditors with financial
information regarding Seller and the Properties.
-
1031
Tax Deferred Exchange.
With no additional
expense or liability to the non-exchanging party, each party agrees to
accommodate the other’s requirement under Internal Revenue Service
Section 1031
to affect a taxdeferred exchange, provided that the non-exchanging
party will
not incur any cost associated with such exchange.
-
Exclusive
Negotiation.
Seller agrees that upon execution of
this letter,
Seller and its
agents, including Seller's listing Broker, shall cease negotiation with
any
other existing or prospective buyers of the Properties and agrees not
to enter
into any agreements concerning the sale or transfer of the Properties
with any
other person or entities for a period of fourteen (14) days following
the
execution of this letter (the "Exclusivity Period").
Upon
execution
of this letter,
Buyer and Seller shall negotiate in good faith to finalize the
Contract. If the
Contract is not executed before the expiration of the Exclusivtivity
Period,
this executed letter shall automatically terminate and neither Buyer
nor Seller
shall have any further rights or obligations hereunder.
-
Closing.
The closing of the purchase and sale of the
Property
shall
occur on or
before thirty (30) days following the expiration of the Study Period at
a
mutually acceptable time and place.
-
Confidentiality.
Seller and its respective principals,
agents,
and
affiliates shall
not disclose any information regarding this transaction,
including
without
limitation,
the
existence
of this letter
or the escrow, or the price
and terms of the sale contemplated hereby,
except
to its
respective accountants, attorneys,
lenders
and advisors.
If
these terms are
acceptable,
please
indicate
by countersigning
where indicated
below and return
the signature page to me no later than _________ PM EST on
_______________.
Within
three (3)
business days following receipt of this executed letter,
Buyer
shall provide to
Seller a proposed Contract consistent with the proposed terms set forth
above.
It
is agreed that this
letter represents a proposal only, with the exception of Sections 5, 6
and 8
herein,
and
shall be no obligation
between Buyer and Seller until
the Contract is executed
by both parties. Accordingly, neither
party is under any obligation to continue negotiations with respect to
any terms
or conditions of
a sale of the Properties,
including
any set forth in this letter,
and
either Seller or
Buyer is entitled to withdraw or modify its proposals at any time and
for any
reason.
_______________________________________
Buyer
Date
_______________________________________
By/Title
________________________________________
Seller
Date
________________________________________
By/Title
