EXHIBIT B
LOT PURCHASE & SALES AGREEMENT
THIS AGREEMENT made and entered into this day of , 1992, by and between Glover Development Corporation, a Massachusetts corporation qualified to do business in Maine, with a place of business in Newry, County of Oxford, State of Maine, ("Seller") and , whose address is , ("Purchaser").
WITNESSETH THAT:
The Seller agrees to sell and convey, and the Purchaser agrees to purchase the following described property: Lot(s) Number , as depicted on those plans entitled "Powder Ridge" consisting of five pages approved by the Newry Planning Board on July 11, 1990 and a revision sheet consisting of one page approved by said Planning Board on February 6, 1991 and any other additions or revisions of said plans recorded in the Oxford County Registry of Deeds on May 23, 1991 as Plans Number 2664-2670.
Purchase Price: The total purchase price is ($ ) payable as follows: (the "Deposit"), the receipt whereof is hereby acknowledged by Seller and which shall be held by Seller or, Escrow Agent, at its office at__________ , __________ and __________Dollars ($ __________), constituting the balance, at Closing in cash or by certified or bank cashiers or treasurer's check payable to Seller upon delivery of the deed conveying the lot(s). Said Escrow Agent and or Seller shall hold said earnest deposit money until transfer of title; that FIVE (5) days from receipt of offer as evidenced by certified mail receipt shall be given for obtaining the Sellers acceptance; and in the case of the Seller's non-acceptance of offer, this deposit shall be promptly returned to Purchaser.
The availability of a title insurance policy issued by a national title insurance company shall satisfy Seller's obligation to deliver good and marketable title as aforesaid. Purchaser shall be responsible for the payment of all fees and charges relating thereto. If Purchaser desires an examination of title, he shall pay the cost thereof. Should the title prove uninsurable, then the Seller shall have a reasonable time, after due notice of such defect or defects, not to exceed sixty (60) days, unless otherwise agreed to by both parties at the time defect is discovered, to remedy the title. The Seller hereby agrees to use diligent efforts to cure any such title defect during such period or make the premises conform. If at the closing date, or at the expiration of the extension period, if extended, the Seller shall have failed to remove title defect(s), deliver possession or make the premises conform, whichever applies, then the deposits made shall be refunded, and the obligations of the parties to one another shall cease, and this Agreement shall be void and without recourse to the parties unless the Purchaser(s) elects to accept the premises or the title in its then condition.
A good and sufficient deed, showing good and merchantable title, shall be delivered to the Purchaser(s) or his nominee. It is agreed that the transaction shall be closed and the Purchaser(s) shall pay the balance due and execute all papers necessary for the completion of his purchase within __________ days from the date hereof.
The property shall be conveyed by a good and sufficient warranty deed, with right of descent released and free and clear of all encumbrances except building and zoning restrictions, protective or restrictive covenants of record and usual public utilities servicing the property.
Seller shall deliver to the Purchaser(s) possession of said premises immediately upon transfer of title. Purchaser(s) shall take title subject to all encumbrances of record as well as those encumbrances of which the Purchaser(s) has been given notice on or before the date of execution of this contract. Attached to this contract, as an addendum, will be a summary of agreements made between the parties with regard to the conveyance contemplated by this Agreement.
The following items shall be prorated:
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The risk or loss or damage to said premises by fire or otherwise, until the exchange of deeds, is assumed by the Seller.
In case of the failure of the Purchaser(s) to make any of the payments or any part thereof, or to perform any of the covenants on his part made or entered into, this contract shall, at the option of the Seller, be terminated and the Purchaser(s) shall forfeit said earnest money or deposit; and the same shall be retained by the Seller as liquidated damages and the escrow agent is hereby authorized by the Purchaser(s) to pay over to the Seller the earnest money deposit; or Seller may employ all available legal and equitable remedies.
All representations, statements and agreements heretofore made between the parties hereto are merged in this Agreement, which alone fully and completely expresses their respective obligations; and this Agreement is entered into by each party after opportunity for investigation, neither party relying on any statements made by the other or on his behalf.
Other provisions: Covenants, conditions and restrictions delivered to Purchaser(s) not yet recorded:
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A copy of this Agreement is to be received by all parties and by signature, receipt of copies is hereby acknowledged.
All covenants and agreements herein contained shall extend to and be obligatory upon the heirs, executors, administrators, successors, and assigns of the respective parties.
When properly completed, this is a binding contract. If not fully understood, consult an attorney.
Agency: The Purchaser(s) acknowledges that he has been informed by the Seller that the Seller, Glover Development Corporation, is the developer of the project known as "Powder Ridge" and the Seller is acting as its own agent in this transaction and Seller shall not be responsible to pay any brokers commissions in conjunction with this transaction if it is completed, unless otherwise agreed upon.
Purchaser(s) having inspected the above described property, hereby offers and agrees to purchase the above described property at the price and upon the terms and conditions set forth herein.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as a sealed instrument as of the date first set above.
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Witness Purchaser
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Witness Purchaser
Glover Development Corporation hereby accepts the offer and agrees to deliver the above described property at the price and upon the terms and conditions stated above or attached.
Glover Development Corporation
By: _______________
Its: