83*
84*
85*
86
87
88*
89
90
91
92
93
94
95
96
97*
98*
99*
100*
101*
102*
103*
104
105
106
107
108
109
110
111
112
113
114
115
116
117
118*
119*
120
121
122
123
124
125
126
127
128
129
130
131
132
133
134
135
136
137
138
139
140*
(c) Taxes, Assessments, and Prorations: The following items will be made current and prorated as of Closing Date
as of _________________________________: r
eal estate taxes, bond and assessment payments assumed by Buyer, interest,
rents, association dues, insurance premiums acceptable to Buyer, operational expenses and _______________________________.
If the amount of taxes and assessments for the current year cannot be ascertained, rates for the previous year will be used with due
allowance being made for improvements and exemptions. Seller is aware of the following assessments affecting or potentially
affecting the Property: _________________________________________________________________________________________.
Buyer will be responsible for all assessments of any kind which become due and owing on or after Effective Date, unless the
improvement is substantially completed as of Closing Date, in which case Seller will be obligated to pay the entire assessment.
(d) FIRPTA Tax Withholding: The Foreign Investment in Real Property Act ("FIRPTA") requires Buyer to withhold at closing a
portion of the purchase proceeds for remission to the Internal Revenue Service ("I.R.S.") if Seller is a "foreign person" as defined
by the Internal Revenue Code. The parties agree to comply with the provisions of FIRPTA and to provide, at or prior to closing,
appropriate documentation to establish any applicable exemption from the withholding requirement. If withholding is required
and Buyer does not have cash sufficient at closing to meet the withholding requirement, Seller will provide the necessary funds
and Buyer will provide proof to Seller that such funds were properly remitted to the I.R.S.
6. ESCROW: Buyer and Seller authorize ___________________________________________________________________________
elephone: __________________ Facsimile: ___________________ Address: ______________________________________________
_________________________________________________________________________________________ to act as "Escrow Agent"
to receive funds and other items and, subject to clearance, disburse them in accordance with the terms of this Contract. Escrow
an interest bearing escrow account with
Agent will deposit all funds r
eceived in ❏ a non-interest bearing escrow account
est accruing to _____________________________________________ with interest disbursed (check one) ❏ at closing
at _____________________ intervals. If Escrow Agent receives conflicting demands or has a good faith doubt as to Escrow
Agent's duties or liabilities under this Contract, he/she may (a) hold the subject matter of the escrow until the parties mutually
agree to its disbursement or until issuance of a court order or decision of arbitrator determining the parties' rights regarding the
escrow or (b) deposit the subject matter of the escrow with the clerk of the circuit court having jurisdiction over the dispute. Upon
notifying the parties of such action, Escrow Agent will be released from all liability except for the duty to account for items
previously delivered out of escrow. If a licensed real estate broker, Escrow Agent will comply with applicable provisions of Chapter
475, Florida Statutes. In any suit or arbitration in which Escrow Agent is made a party because of acting as agent hereunder or
interpleads the subject matter of the escrow, Escrow Agent will recover reasonable attorneys’ fees and costs at all levels, with
such fees and costs to be paid from the escrowed funds or equivalent and charged and awarded as court or other costs in favor
of the prevailing party. The parties agree that Escrow Agent will not be liable to any person for misdelivery to Buyer or Seller of
escrowed items, unless the misdelivery is due to Escrow Agent's willful breach of this Contract or gross negligence.
7. PROPERTY CONDITION: Seller will deliver the Property to Buyer at the time agreed in its present "as is" condition, ordinary
wear and tear excepted, and will maintain the landscaping and grounds in a comparable condition. Seller makes no warranties
other than marketability of title. By accepting the Property "as is," Buyer waives all claims against Seller for any defects in the
property. (Check (a) or (b))
(a) As Is: Buyer has inspected the Property or waives any right to inspect and accepts the Property in its "as is" condition.
b) Due Diligence Period: Buyer will, at Buyer’s expense and within _______ days from Effective Date ("Due Diligence Period"),
determine whether the Property is suitable, in Buyer’s sole and absolute discretion, for Buyer’s intended use and development of
the Property as specified in Paragraph 4. During the Due Diligence Period, Buyer may conduct any tests, analyses, surveys and
investigations ("Inspections") which Buyer deems necessary to determine to Buyer’s satisfaction the Property's engineering,
architectural, environmental properties; zoning and zoning restrictions; flood zone designation and restrictions; subdivision
regulations; soil and grade; availability of access to public roads, water, and other utilities; consistency with local, state and regional
growth management and comprehensive land use plans; availability of permits, government approvals and licenses; compliance with
American with Disabilities Act; absence of asbestos, soil and ground water contamination; and other inspections that Buyer deems
appropriate to determine the suitability of the Property for Buyer’s intended use and development. Buyer shall deliver written notice
to Seller prior to the expiration of the Due Diligence Period of Buyer’s determination of whether or not the Property is acceptable.
Buyer’s failure to comply with this notice requirement shall constitute acceptance of the Property in its present "as is" condition.
Seller grants to Buyer, its agents, contractors and assigns, the right to enter the Property at any time during the Due Diligence
Period for the purpose of conducting Inspections; provided, however, that Buyer, its agents, contractors and assigns enter the
Property and conduct Inspections at their own risk. Buyer shall indemnify and hold Seller harmless from losses, damages, costs,
claims and expenses of any nature, including attorneys’ fees at all levels, and from liability to any person, arising from the conduct of
any and all inspections or any work authorized by Buyer. Buyer will not engage in any activity that could result in a mechanic’s lien
being filed against the Property without Seller’s prior written consent. In the event this transaction does not close, (1) Buyer shall
repair all damages to the Property resulting from the Inspections and return the Property to the condition it was in prior to conduct of
the Inspections, and (2) Buyer shall, at Buyer’s expense, release to Seller all reports and other work generated as a result of the
Inspections. Should Buyer deliver timely notice that the Property is not acceptable, Seller agrees that Buyer’s deposit shall be
immediately returned to Buyer and the Contract terminated.
Buyer (____) (____) and Seller (____) (____) acknowledge receipt of a copy of this page, which is page 3 of 5 Pages.
