FARM AND RANCH CONTRACT
▇▇▇▇▇▇
& ▇▇▇▇ P.C.
|
PROMULGATED
BY THE TEXAS REAL ESTATE
COMMISSION (TREC)
|
01-06-03
|
FARM
AND RANCH CONTRACT
| 1. |
PARTIES: ▇▇▇▇▇▇▇
▇. ▇▇▇▇▇▇
(Seller) agrees to sell
and convey to Valcent
Products,
Inc. C/▇
▇▇▇▇▇▇ & ▇▇▇▇,
P.C.
(▇▇▇▇▇) and ▇▇▇▇▇
agrees to buy from Seller the Property described
below.
|
| 2. |
PROPERTY:
The land, improvements, accessories and crops are collectively
referred to
as the "Property".
|
| A. |
LAND:
The land situated in El
PasoCounty,
Texas, described as follows:
|
Tracts
10B and 10B1, Block 20,
consisting of approximately 6.01 acres, more or less, together with
all irrigation
rights and access to irrigation ditches in connection with the Property,
as
shown
on Exhibit "A"
attached
hereto.
or
as
described on attached exhibit, also known as ▇▇▇
▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇, ▇▇ ▇▇▇▇ ▇▇▇▇▇▇,
(address/zip
code), together with all rights, privileges, and appurtenances pertaining
thereto, including but not limited to: water rights, claims, permits,
strips and
gores, easements, and cooperative or association memberships.
| B. |
IMPROVEMENTS:
|
| (1) |
FARM
and RANCH IMPROVEMENTS: The following permanently installed and
built-in items, if any: windmills, tanks, barns, pens, fences,
gates,
sheds, outbuildings, and corrals.
|
| C. |
NOT
PART OF CONTRACT
|
| D. |
CROPS:
Unless otherwise agreed in writing, Seller has the right to
harvest all
growing crops until delivery of possession of the
Property.
|
| E. |
EXCLUSIONS:
The following improvements, accessories, and crops will be
retained by
Seller and excluded: N/A
|
| N/A |
| N/A |
| N/A |
| F. |
RESERVATIONS:
Seller reserves
the following
mineral,
water, royalty,
timber, or
other
interest: N/A
|
| N/A |
| N/A |
| N/A |
| Initialed
for identification by ▇▇▇▇▇, /s/
▇▇▇ and Seller, /s/
RS
Form
produced by Realty One Saltware, PO Box 2489, Amarillo,
TX 79105, (▇▇▇) ▇▇▇-▇▇▇▇
|
01A TREC
NO. 25-4
|
| Farm and Ranch Contract |
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇,
▇▇ ▇▇▇▇ ▇▇▇▇▇▇,,
|
Page Two 01-06-03
|
|
(Address
of
Property)
|
| 3. |
SALES
PRICE:
|
|
A.
|
Cash portion of Sales Price payable by Buyer at closing |
$ 50,000.00
|
|
B.
|
Sum of all financing described below (excluding any loan funding fee or mortgage insurance premium) |
$190,000,00
|
|
C.
|
Sales Price (Sum of A and B) |
$240,000,00
|
| D. |
The
Sales Price owill
x
not be adjusted
based on the survey required by Paragraph 6C. If the Sales
Price is adjusted, the Sales Price will be calculated on the basis
of $
N/A. per acre. If the Sales Price is
adjusted by more than 10%, either party may terminate this contract
by
providing written notice to the other party
within N/A days after the terminating party
receives the survey. If neither party terminates this contract
or if the
variance is 10% or less, the adjustment will be made to the amount
in
q
3A q3B
q proportionately to
3A
and 3B.
|
| 4. |
FINANCING:
The portion of Sales Price not payable in cash will be paid as
follows:
(Check applicable boxes below)
|
|
x
|
A.
THIRD PARTY FINANCING: One or more third party mortgage loans in
the total amount of $190,000.00 .
If the Property does not satisfy the lenders' underwriting requirements
for the loan(s), this contract will terminate and the ▇▇▇▇▇▇▇ money
will
be refunded to Buyer. (Check one box
only)
|
| q |
(1)This
contract is subject to Buyer being approved for the financing described
in
the attached Third Party Financing Condition
Addendum.
|
| q |
(2)
This contract is not subject to Buyer being approved for
financing.
|
| q |
B.
ASSUMPTION: The assumption of the unpaid principal balance of one
or more promissory notes described in the attached TREC Loan Assumption
Addendum.
|
| q |
C.
SELLER FINANCING: A promissory note from Buyer to Seller of
N/A
bearingN/A%
interest per annum, secured by vendor's and deed of trust liens,
and
containing
the terms and conditions described in the attached TREC Seller Financing
Addendum. If an owner policy of title insurance is furnished, Buyer
shall
furnish Seller with a mortgagee policy of title
insurance.
|
| 5. |
▇▇▇▇▇▇▇
MONEY:
Upon execution of this contract by both parties, Buyer shall deposit
$3,000.00
as
▇▇▇▇▇▇▇ money with Del
Norte Title Company (▇▇▇▇▇ ▇▇▇▇▇▇▇) as
escrow agent, at ▇▇▇
▇▇▇▇▇, ▇▇ ▇▇▇▇, ▇▇▇▇▇
▇▇▇▇▇ _
(address). Buyer
shall deposit additional ▇▇▇▇▇▇▇ money of $N/A
with escrow agent within N/Adays
after the effective date of this contract, If Buyer fails to deposit
the
▇▇▇▇▇▇▇ money
as required by this contract, Buyer will be in
default.
|
| 6. |
TITLE
POLICY AND SURVEY:
|
| A. |
TITLE
POLICY: Seller shall furnish to Buyer at qSeller's
xBuyer's
expense an owner policy of title insurance (Title Policy) issued
by
Del
Norte Title Company
(Title Company) in
the amount of the Sales
Price,
dated at or after
closing,
insuring
Buyer
against loss under the provisions of the Title Policy, subject to
the
promulgated exclusions (including existing building and zoning ordinances)
and the following exceptions:
|
| (1) |
The
standard printed exception for standby fees, taxes and
assessments.
|
| (2) |
Liens
created as part of the financing described in Paragraph
4.
|
|
(3)
|
Reservations
or exceptions otherwise permitted by this contract or as may be approved
by ▇▇▇▇▇ in writing.
|
|
(5)
|
The
standard printed exception as to waters, tidelands, beaches, streams,
and
related matters.
|
|
(6)
|
The
standard printed exception as to discrepancies, conflicts, shortages
in
area or boundary lines, encroachments or protrusions, or overlapping
improvements. ▇▇▇▇▇, at Buyer's expense, may have the exception amended
to
read, "shortages in area".
|
|
B.
|
COMMITMENT:
Within 20 days after the Title Company receives a copy of this contract,
Seller shall furnish to Buyer
a
commitment for title insurance (Commitment) and, at Buyer's expense,
legible copies of restrictive covenants and documents evidencing
exceptions in the Commitment (Exception Documents) other than the
standard
printed exceptions. Seller authorizes the Title Company to mail or
hand
deliver the Commitment and Exception Documents to Buyer at ▇▇▇▇▇'s
address
shown in Paragraph 21. If the Commitment and Exception Documents
are not
delivered to Buyer within the specified time, the time for delivery
will
be automatically extended up to 15 days or the Closing Date, whichever
is
earlier.
|
| Initialed
for identification by ▇▇▇▇▇, /s/
▇▇▇ and Seller, /s/
RS
Form
produced by Realty One Saltware, PO Box 2489, Amarillo,
TX 79105, (▇▇▇) ▇▇▇-▇▇▇▇
|
01A TREC
NO. 25-4
|
| Farm and Ranch Contract |
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇,
▇▇ ▇▇▇▇ ▇▇▇▇▇▇,,
|
Page Three 01-06-03
|
|
(Address
of
Property)
|
| C. |
SURVEY:
The survey must be
made by
a
registered professional land surveyor acceptable to the Title Company
and
any lender. (Check one box only):
|
| x |
(1)
Within 5
days after the effective date of this contract, Seller, at Seller's
expense,
shall furnish a new survey to
Buyer.
|
| q |
(2)
Within
days after the effective date of this contract, Buyer, at ▇▇▇▇▇'s
expense,
shall obtain a new survey.
|
| o |
(3)
Within,
days
after the effective date of thiscontract,
Seller shall furnish Seller's existing survey of the Property to
Buyer
and
the Title Company, along with Seller's
affidavit acceptable to the Title
Companyfor
approval of the survey. The existing Survey q
will q
will not be recertified
to
a date subsequent to the effective dateof
this contract at the expense
of
q
Buyer q
Seller. If
the existing survey is not
approved by
the Title Companyor
▇▇▇▇▇'s lender,
anew
survey will be obtained
at
the expense
of
q
Buyer q Sellerno
later than 3
daysprior
to the Closing Date.
|
| q |
(4)
No survey is required.
|
| D. |
OBJECTIONS:
Within days after Buyer receives the
Commitment, Exception
Documents
and the survey, Buyer may object
in
writing to (I) defects, exceptions, or encumbrances to title: disclosed
on
the survey other than items 6A(1) through (5) above; disclosed in
the
Commitment other than items 6A(1) through (6)
above; (ii)
any
portion
of the Property lying in the 100 year flood plain
as
shown on the current Federal Emergency Management Agency map; or
(ill) any
exceptionswhich
prohibit the following use or activity: agricultural use,
including but not Limited to agricultural
greenhouse research
Buyer's
failure to object within the time allowed will constitute a waiver
of
Buyer's right to object; except that the requirements in Schedule
C of the
Commitment are not waived. Seller shall cure the timely objections
of
Buyer or any third party lender within 15 days after ▇▇▇▇▇▇
receives the
objections
and the
Closing Date will be extended as necessary. If objections
are
not cured within such 15 day period, this contract will terminate
and the
▇▇▇▇▇▇▇
money will
be
refunded to Buyer
unless Buyer waives the
objections.
|
| E. |
EXCEPTION
DOCUMENTS: Prior to the execution of the contract, ▇▇▇▇▇▇ has
provided
Buyer
with copies
of
the Exception
Documents
listed below
or
On the attached
exhibit.
Matters reflected
in
the Exception
Documents
listed below
or
oh the attached
exhibit
will be permitted
exceptions in
the Title Policy and will not be
a
basis for objection
to
title:
|
|
Documents
|
Date
|
Recording
Reference
|
||
| NONE | ||||
| F. |
SURFACE
LEASES:Prior
to the execution of the contract; Seller
has
provided
Buyer with
copies of written leases and given notice of oral leases (Leases)
listed
below or on the attached
exhibit.
The following Leases will be permitted
exceptions In
the Title Policy and will not
be a basis for objection to title: NONE
|
| Initialed
for identification by ▇▇▇▇▇, /s/
▇▇▇ and Seller, /s/
RS
Form
produced by Realty One Saltware, PO Box 2489,Amarillo, TX
79105, (▇▇▇) ▇▇▇-▇▇▇▇
|
01A TREC
NO. 25-4
|
| Farm and Ranch Contract |
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇,
▇▇ ▇▇▇▇ ▇▇▇▇▇▇,,
|
Page
Four 01-06-03
|
|
(Address
of
Property)
|
| G. |
TITLE
NOTICES:
|
| (I) |
ABSTRACT
OR TITLE POLICY: ▇▇▇▇▇▇ advises ▇▇▇▇▇ to have an abstract of
title covering the Property examined by an attorney of ▇▇▇▇▇'s
selection, or ▇▇▇▇▇ should be furnished with or obtain a Title
Policy. If
a Title Policy is furnished, the Commitment should be promptly
reviewed by
an attorney of ▇▇▇▇▇'s
choice due to the time limitations on ▇▇▇▇▇'s
right to object.
|
|
(2)
|
STATUTORY
TAX DISTRICTS: If the Property is situated in a utility or other
statutorily created district providing water, sewer, drainage,
or flood
control facilities and services, Chapter 49, Texas Water, Code
requires
Seller to deliver and Buyer to sign the statutory notice relating
to the
tax rate, bonded indebtedness, or standby fee of the district prior
to
final execution of this contract.
|
|
(3)
|
TIDE
WATERS: If the Property abuts the tidally influenced waters of
the state, §33.135, Texas Natural Resources Code, requires a notice
regarding coastal area property to be included in the contract.
An
addendum containing the notice promulgated by TREC or required
by the
parties must be used.
|
|
(4)
|
ANNEXATION:
If the Property is located outside the limits of a municipality,
Seller
notifies Buyer under §5.011, Texas Property Code, that the Property may
now or later be included in the extraterritorial jurisdiction of
a
municipality and may now or later be subject to annexation by the
municipality. Each municipality maintains a map that depicts its
boundaries and extraterritorial jurisdiction. To determine if the
Property
is located within a municipality's extraterritorial jurisdiction
or is
likely to be located within a municipality's extraterritorial
jurisdiction, contact all municipalities located in the general
proximity
of the Property for further
information.
|
|
(5)
|
UNIMPROVED
PROPERTY LOCATED IN A CERTIFICATED SERVICE AREA OF A UTILITY SERVICE
PROVIDER: If the Property is located in a certificated service
area of a utility service provider and the Property does not receive
water
or sewer service from the utility service provider on the date
the
Property is transferred, §13.257, Texas Water Code, requires a notice
regarding the cost of providing water or sewer services to the
Property.
An addendum containing the notice promulgated by TREC or required
by the
parties must be used.
|
| (6) |
TEXAS
AGRICULTURAL DEVELOPMENT DISTRICT: The Property q
is
x
is
not located in a Texas Agricultural Development
District.
|
| 7. |
PROPERTY
CONDITION:
|
|
A.
|
INSPECTIONS,
ACCESS AND UTILITIES: Buyer may have the Property inspected by
inspectors selected by ▇▇▇▇▇ and licensed by TREC or otherwise
permitted
by law to make inspections. Seller shall permit Buyer and
▇▇▇▇▇'s
agents access to the Property at reasonable times. Seller shall
pay for
turning on existing utilities for
inspections.
|
NOTICE:
Buyer
should determine the availability of utilities to the Property suitable to
satisfy Buyer's needs.
| B. |
SELLER'S
DISCLOSURE NOTICE PURSUANT TO §5.048, TEXAS PROPERTY CODE
(Notice): (Check one box only)
|
| q |
(1)
Buyer has received the Notice
|
| x |
(2)
Buyer has not received the Notice. Within 15
days after the effective date of this contract, Seller shall deliver
the
Notice to Buyer. If Buyer does not receive the Notice, Buyer may
terminate
this contract at any time prior to the closing and the ▇▇▇▇▇▇▇
money will
be refunded to Buyer. If Seller delivers the Notice, Buyer may
terminate
this contract for any reason within 7 days after ▇▇▇▇▇ receives
the Notice
or prior to the closing, whichever first occurs, and the ▇▇▇▇▇▇▇
money
will be refunded to Buyer.
|
| q |
(3)
The Texas Property Code does not require this Seller to furnish
the
Notice.
|
| C. |
SELLER'S
DISCLOSURE OF LEAD-BASED PAINT AND LEAD-BASED PAINT HAZARDS is
required by
Federal law for a residential dwelling constructed prior to
1978.
|
| D. |
ACCEPTANCE
OF PROPERTY CONDITION: Buyer accepts the Property in its present
condition; provided Seller, at Seller's expense, shall complete
the
following specific repairs and treatments: N/A
Property to be accepted "AS IS."
|
| E. |
COMPLETION
OF REPAIRS: Unless otherwise agreed in writing, Seller shall
complete all agreed repairs prior to the Closing Date. All required
permits must be obtained, and repairs must be performed by persons
wha are
licensed or otherwise permitted by law to provide such repairs.
At Buyer's
election, any transferable warranties received by Seller with respect
to
the repairs will be transferred to Buyer at ▇▇▇▇▇'s
expense. If Seller fails to complete any agreed repairs prior to
the
Closing Date, Buyer may do so and receive reimbursement from Seller
at
closing. The
Closing Date will be extended up to 15 days, if necessary, to complete
repairs.
|
| Initialed
for identification by ▇▇▇▇▇, /s/
▇▇▇ and Seller, /s/
RS
Form
produced by Realty One Saltware, PO Box 2489,Amarillo, TX
79105, (▇▇▇) ▇▇▇-▇▇▇▇
|
01A TREC
NO. 25-4
|
| Farm and Ranch Contract |
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇,
▇▇ ▇▇▇▇ ▇▇▇▇▇▇,,
|
Page
Five 01-06-03
|
|
(Address
of
Property)
|
| F. |
LENDER
REQUIRED REPAIRS AND TREATMENTS: Unless otherwise agreed in
writing, neither party is obligated to pay for lender required
repairs,
which includes treatment for wood destroying insects. If the parties
do
not agree to pay for the lender required repairs or treatments,
this
contract will terminate and the ▇▇▇▇▇▇▇ money will be refunded
to Buyer.
If the cost of lender required repairs and treatments exceeds 5%
of the
Sales Price, Buyer may terminate this contract and the ▇▇▇▇▇▇▇
money will
be refunded to Buyer.
|
| G. |
ENVIRONMENTAL
MATTERS: Buyer is advised that the presence of wetlands, toxic
substances, including asbestos and wastes or other environmental
hazards,
or the presence of a threatened or endangered species or its habitat
may
affect Buyer's intended use of the Property. If ▇▇▇▇▇ is concerned
about
these matters, an addendum promulgated by TREC or required by the
parties
should be used.
|
| ▇. |
▇▇▇▇▇▇'S
DISCLOSURES: Except as otherwise disclosed in this contract,
Seller has no knowledge of the
following:
|
|
(1)
|
any
flooding of the Property which has had a material adverse effect
on the
use of the Property;
|
|
(2)
|
any
pending or threatened litigation, condemnation, or special assessment
affecting the Property;
|
| (3) |
any
environmental hazards or conditions which materially affect the
Property;
|
|
(4)
|
any
dumpsite, landfill, or underground tanks or containers now or previously
located on the Property;
|
| (5) |
any
wetlands, as defined by federal or state law or regulation, affecting
the
Property; or
|
| (6) |
any
threatened or endangered species or their habitat affecting the
Property.
|
| I. |
RESIDENTIAL
SERVICE CONTRACTS: Buyer may purchase a residential service
contract from a residential service company licensed by TREC. If
Buyer
purchases a residential service contract, Seller shall reimburse
Buyer at
closing for the cost of the residential service contract in an
amount not
exceeding $N/A
.
Buyer should review any residential service contract
for the scope of coverage, exclusions and limitations. The
purchase of a residential service contract is optional. Similar
coverage
may be purchased from various companies authorized to do business
in
Texas.
|
| J. |
GOVERNMENT
PROGRAMS: The Property is subject to the government programs
listed below or on the attached exhibit: N/A. Seller
shall
provide
Buyer
with
copies of all
governmental
program agreements. Any allocation or proration of payment under
governmental programs is made by separate agreement between the
parties
which will survive closing.
|
| 8. |
BROKERS'
FEES:
All obligations of the parties for payment of brokers' fees
are contained
in separate written
agreements.
|
| 9. |
CLOSING:
|
| A. |
The
closing of the sale
will
be on or before September 23,
2006 ,
or within 7 days after
objections to matters disclosed in the Commitment or by the survey
have
been cured, whichever date is later (Closing Date). If either party
fails
to close the sale by the Closing Date, the non-defaulting party
may
exercise the remedies contained in Paragraph
15.
|
| B. |
At
closing:
|
|
(1)
|
Seller
shall execute and deliver a general warranty deed conveying title
to the
Property to Buyer and showing no additional exceptions to those
permitted
in Paragraph 6, an assignment of Leases, and furnish tax statements
or
certificates showing no delinquent taxes on the
Property.
|
| (2) |
Buyer
shall pay the Sales Price in funds acceptable to the escrow
agent.
|
|
(3)
|
Seller
and ▇▇▇▇▇ shall execute and deliver any notices, statements, certificates,
affidavits, releases, loan documents and other documents required
of them
by this contract, the Commitment or law necessary for the closing
of the
sale and the issuance of the Title
Policy.
|
|
C.
|
Unless
expressly prohibited by written agreement, ▇▇▇▇▇▇ may continue
to show the
Property and receive, negotiate and accept back up
offers.
|
| D. |
All
covenants, representations and warranties in this contract survive
closing.
|
|
10.
|
POSSESSION:
Seller
shall deliver to Buyer possession of the Property in its present
or
required condition, ordinary wear and tear excepted: x upon
closing and
funding q
according to a temporary residential lease form promulgated by
TREC or
other written lease required by the parties. Any possession by
Buyer prior
to closing or by Seller after closing which is not authorized by
a written
lease will establish a tenancy at sufferance relationship between
the
parties. Consult
your insurance
agent
prior to change of ownership or possession because insurance coverage
may
be limited or terminated. The absence of a written lease or appropriate
insurance coverage may expose the parties to economic
loss.
|
| Initialed
for identification by ▇▇▇▇▇, /s/
▇▇▇ and Seller, /s/
RS
Form
produced by Realty One Saltware, PO Box 2489, Amarillo,
TX 79105, (▇▇▇) ▇▇▇-▇▇▇▇
|
01A TREC
NO. 25-4
|
| Farm and Ranch Contract |
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇,
▇▇ ▇▇▇▇ ▇▇▇▇▇▇,,
|
Page
Six 01-06-03
|
|
(Address
of
Property)
|
|
11.
|
SPECIAL
PROVISIONS: (Insert
only factual statements and business details applicable to the
sale. TREC
rules prohibit licensees from adding factual statements or business
details for which a contract addendum or other form has been promulgated
by TREC for mandatory use.)
|
See
Attached
| 12. |
SETTLEMENT
AND OTHER EXPENSES:
|
| A. |
The
following expenses must be paid at or prior to
closing:
|
| (1) |
Expenses
payable by Seller (Seller's
Expenses):
|
|
(a)
|
Releases
of existing liens, including prepayment penalties and recording
fees;
release of Seller's
loan liability; tax statements or certificates; preparation of
deed;
one-half of escrow fee; and other expenses payable by Seller under
this
contract.
|
| (b) |
Seller
shall also pay an amount not to exceed $ N/A
to
be applied in the following order: Buyer's
Expenses which Buyer is prohibited from paying by FHA, VA, Texas
Veteran's
Housing Assistance Program or other governmental loan programs;
▇▇▇▇▇'s
prepaid items; other Buyer's
expenses.
|
| (2) |
Expenses
payable by ▇▇▇▇▇ (▇▇▇▇▇'s
Expenses):
|
| (a) |
Loan
origination, discount, buy-down, and commitment fees (Loan
Fees).
|
| (b) |
Appraisal
fees; loan application fees; credit reports; preparation of loan
documents; interest on the notes from date of disbursement to one
month
prior to dates of first monthly payments; recording fees; copies
of
easements and restrictions; mortgagee title policy with endorsements
required by lender; loan-related inspection fees; photos, amortization
schedules, one-half of escrow fee; all prepaid items, including
required
premiums for flood and hazard insurance, reserve deposits for insurance,
ad valorem taxes and special governmental assessments; final compliance
inspection; courier fee, repair inspection, underwriting fee and
wire
transfer, expenses incident to any loan, and other expenses payable
by
Buyer under this contract.
|
| B. | N/A |
|
C.
|
If
any expense exceeds an amount expressly stated in this contract
for such
expense to be paid by a party, that party may terminate this
contract
unless the other party agrees to pay such excess. Buyer may not
pay
charges and fees expressly prohibited by FHA, VA, Texas Veteran's
Housing
Assistance Program or other governmental loan program
regulations.
|
| 13. |
PRORATIONS
AND ROLLBACK TAXES:
|
|
A.
|
PRORATIONS:
Taxes for the current year, interest, maintenance fees, assessments,
dues
and rents will be prorated through the Closing Date. If taxes
for the
current year vary from the amount prorated at closing, the parties
shall
adjust the prorations when tax statements for the current year
are
available. If taxes are not paid at or prior to closing, Buyer
shall pay
taxes for the current year. Rentals which are unknown at time
of closing
will be prorated between Buyer and Seller when they become
known.
|
|
B.
|
ROLLBACK
TAXES: If this sale or Buyer's
use of the Property after closing results in the assessment of
additional
taxes, penalties or interest (Assessments) for periods prior
to closing,
the
Assessments will
be the
obligation
of
Buyer.
If
Seller's change
in use of the Property prior
to closing or denial of a special use valuation on the Property
claimed by
Seller results in Assessments for periods prior to closing, the
Assessments will be the obligation of Seller. Obligations imposed
by this
paragraph will
survive closing.
|
| 14. |
CASUALTY
LOSS: If
any part of the Property is damaged or destroyed
by fire or other casualty
after the effective date of this contract, Seller shall
restore
the Property to its previous condition as soon as reasonably
possible, but
in any event by the Closing Date. If Seller fails to do
so due to factors
beyond Seller's
control, Buyer may (a) terminate this contract
and the ▇▇▇▇▇▇▇ money will be refunded to Buyer (b) extend
the time for
performance up to 15 days and the Closing Date will be
extended as
necessary or (c) accept the Property in its damaged condition
with an
assignment of insurance proceeds and receive credit from
Seller at closing
in the amount of the deductible under the insurance policy.
Seller's
obligations under this paragraph are independent of any
obligations of
Seller under Paragraph
7.
|
| Initialed
for identification by ▇▇▇▇▇, /s/
▇▇▇ and Seller, /s/
RS
Form
produced by Realty One Saltware, PO Box 2489, Amarillo,
TX 79105, (▇▇▇) ▇▇▇-▇▇▇▇
|
01A TREC
NO. 25-4
|
| Farm and Ranch Contract |
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇,
▇▇ ▇▇▇▇ ▇▇▇▇▇▇,,
|
Page Seven 01-06-03
|
|
(Address
of
Property)
|
|
15.
|
DEFAULT:
If
Buyer fails to comply with this contract, Buyer will be in default,
and
Seller may (a) enforce specific performance, seek such other relief
as may
be provided by law, or both, or (b) terminate this contract and
receive
the ▇▇▇▇▇▇▇ money as liquidated damages, thereby releasing both
parties
from this contract. If, due to factors beyond Seller's control,
Seller
fails within the time allowed to make any non-casualty repairs
or deliver
the Commitment, or survey, if required of Seller, Buyer may (a)
extend the
time for performance up to 15 days and the Closing Date will be
extended
as necessary or (b) terminate this contract as the sole remedy
and receive
the ▇▇▇▇▇▇▇ money. If Seller fails to comply with this contract
for any
other reason, Seller will be in default and Buyer may (a) enforce
specific
performance, seek such other relief as may be provided by law,
or both, or
(b) terminate this contract and receive the ▇▇▇▇▇▇▇ money, thereby
releasing both parties from this
contract.
|
|
16.
|
MEDIATION:
It
is the policy of the State of Texas to encourage resolution of
disputes
through alternative dispute resolution procedures such as mediation.
Any
dispute between Seller,
and ▇▇▇▇▇ related to this contract which is not resolved through
informal
discussion will not be submitted to a mutually acceptable mediation
service or provider. The parties to the mediation shall bear the
mediation
costs equally. This paragraph does not preclude a party from seeking
equitable relief from a court of competent
jurisdiction.
|
|
17.
|
ATTORNEY'S
FEES:
The prevailing party in any legal proceeding related to this contract
is
entitled to recover reasonable attorney's fees and all costs of
such
proceeding incurred by the prevailing
party.
|
|
18.
|
ESCROW:
The
escrow agent is not (a) a party to this contract and does not have
liability for the performance or nonperformance of any party to
this
contract, (b) liable for interest on the ▇▇▇▇▇▇▇ money and (c)
liable for
the loss of any ▇▇▇▇▇▇▇ money caused by the failure of any financial
institution in which the ▇▇▇▇▇▇▇ money has been deposited unless
the
financial institution is acting as escrow agent. At closing, the
▇▇▇▇▇▇▇
money must be applied first to any cash down payment, then to Buyer's
Expenses and any excess refunded to Buyer. If both parties make
written
demand for the ▇▇▇▇▇▇▇ money, escrow agent may require payment
of unpaid
expenses incurred on behalf of the parties and a written release
of
liability of escrow agent from all parties. If one party makes
written
demand for the ▇▇▇▇▇▇▇ money, escrow agent shall give notice of
the demand
by providing to the other party a copy of the demand. If escrow agent does
not receive written objection to the demand from the other party
within 30
days after notice to the other party, escrow agent may disburse
the
▇▇▇▇▇▇▇ money to the party making demand reduced by the amount
of unpaid
expenses incurred on behalf of the party receiving the ▇▇▇▇▇▇▇
money and
escrow agent may pay the same to the creditors. If escrow agent
complies
with the provisions of this paragraph, each party hereby releases
escrow
agent from all adverse claims related to the disbursal of the ▇▇▇▇▇▇▇
money. Escrow agent's notice to the other party will be effective
when
deposited in the U. S. Mail, postage prepaid, certified mail, return
receipt requested, addressed to the other party at such party's
address
shown below. Notice of objection to the demand will be deemed effective
upon receipt by escrow agent.
|
|
19.
|
REPRESENTATIONS:
Seller
represents that as of the Closing Date (a) there will be no liens,
assessments, or security interests against the Property which will
not be
satisfied out of the sales proceeds unless securing payment of
any loans
assumed by Buyer and (b) assumed loans will not be in default,
If any
representation of Seller in this contract is untrue on the Closing
Date,
Buyer may terminate this contract and the ▇▇▇▇▇▇▇ money will be
refunded
to Buyer.
|
|
20.
|
FEDERAL
TAX REQUIREMENTS:
If
Seller is a "foreign person," as defined by applicable law, or
if Seller
fails to deliver an affidavit to Buyer that Seller is not a "foreign
person,"
then Buyer shall withhold from the sales proceeds an amount sufficient
to
comply with applicable tax law and deliver the same to the Internal
Revenue Service together with appropriate tax forms. Internal Revenue
Service regulations require filing written reports if currency
in excess
of specified amounts is received in the
transaction.
|
| Initialed
for identification by ▇▇▇▇▇, /s/
▇▇▇ and Seller, /s/
RS
Form
produced by Realty One Saltware, PO Box 2489, Amarillo,
TX 79105, (▇▇▇) ▇▇▇-▇▇▇▇
|
01A TREC
NO. 25-4
|
| Farm and Ranch Contract |
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇,
▇▇ ▇▇▇▇ ▇▇▇▇▇▇,
|
Page
Eight 01-06-03
|
|
(Address
of
Property)
|
| 21. |
NOTICES:
All notices from one party to the other must be in writing
and are
effective when mailed to, hand-delivered at, or transmitted
by facsimile
as follows:
|
| To Buyer at: |
To
Seller at:
|
|
| Valcent Products, Inc. Clo ▇▇▇▇▇▇ & ▇▇▇▇,. P.C. | ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ | |
|
▇▇▇▇ ▇. ▇▇▇▇, ▇▇▇▇▇
▇▇▇
|
▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇-5194 | |
| El Paso, Texas 79912 | N/A | |
|
Telephone:(
▇▇▇ )▇▇▇-▇▇▇▇
|
Telephone:(▇▇▇)▇▇▇-▇▇▇▇ | |
| Facsimile:( ▇▇▇ )▇▇▇-▇▇▇▇ | Fascmile:(▇▇▇) ▇▇▇-▇▇▇▇ | |
| 23. |
AGREEMENT
OF PARTIES: This contract contains the entire agreement of
the parties and cannot be changed except by their written
agreement. Addenda which are a part of this contract are (check all
applicable boxes):
|
| x | Third Party Financing Condition Addendum | o |
Addendum
for Seller's Disclosure of Information on Lead-based Paint and
Lead-based
Paint Hazards as Required by Federal Law
|
| o |
Seller
Financing Addendum
|
o |
Environmental
Assessment, Threatened or Endangered Species and Wetlands
Addendum
|
| o |
Loan
Assumption Addendum
|
o | Addendum for Coastal Area Property |
| o |
Buyer's
Temporary Residential Lease
|
o |
Addendum
for Property Located Seaward of the Gulf Intracoastal
Waterway
|
| o |
Seller's
Temporary Residential Lease
|
o |
Addendum
for "Back-Up" Contract
|
| o |
Addendum
for Sale of Other Property by ▇▇▇▇
|
||
| o |
Addendum
for Unimproved Property Located in a Certificated Service Area
of a
Utility Service Provider
|
||
| x |
Other
(list): Addendum
to Farm
and Ranch Contract
|
||
|
N/A
|
|||
| N/A |
| Initialed
for identification by ▇▇▇▇▇, /s/
▇▇▇ and Seller, /s/
RS
Form
produced by Realty One Saltware, PO Box 2489, Amarillo,
TX 79105, (▇▇▇) ▇▇▇-▇▇▇▇
|
01A TREC
NO. 25-4
|
| Farm and Ranch Contract |
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇,
▇▇ ▇▇▇▇ ▇▇▇▇▇▇,
|
Page Nine
01-06-03
|
|
(Address
of
Property)
|
| 23. |
TERMINATION
OPTION: This paragraph will be
a
part of this contract ONLY if both blanks are filled in and Buyer
has paid
the Option Fee. Buyer has paid Seller
$100.00 (Option
Fee) for the unrestricted right
to
terminate this contract by
giving
notice of termination to Seller within 15
days after the effective date of this contract.
If Buyer gives notice of termination within the time specified,
the Option
Fee will not be refunded, however, any ▇▇▇▇▇▇▇ money will be refunded
to
Buyer. The Option Fee qwill
qwill
not be credited to the Sales Price at closing. For the purposes
of this
paragraph, time is of the essence; strict compliance with the time
for
performance stated herein is
required.
|
|
24.
|
CONSULT
AN ATTORNEY: Real estate licensees cannot give legal advice. READ
THIS CONTRACT CAREFULLY. If you do not understand the effect of
this
contract, consult an attorney BEFORE
signing.
|
|
▇▇▇▇▇'s
|
Seller's
|
|
|
Attorney
is: ▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
|
Attorney
is: N/A
|
|
|
▇▇▇▇
▇.
▇▇▇▇,
▇▇▇▇▇ ▇▇▇, ▇▇ ▇▇▇▇, ▇▇▇▇▇
|
▇/▇
|
|
|
Telephone:
( ▇▇▇
)
|
▇▇▇-▇▇▇▇
|
Telephone:
( N/A)
N/A
|
|
Facsimile:
( ▇▇▇ )
|
▇▇▇-▇▇▇▇
|
Facsimile:
( N/A ) N/A
|
EXECUTED
the _________ day of September 2006, (EFFECTIVE DATE)
| /s/ ▇▇▇▇▇ ▇ ▇▇▇▇▇▇ | ||
| Buyer Valcent Products, Inc. C/▇ ▇▇▇▇▇▇ |
Seller
▇▇▇▇▇▇▇ ▇.
▇▇▇▇▇▇
|
|
| /s/ ▇▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇ | ||
|
Buyer
P.C
|
Seller | |
|
The
form of this contract has been approved by the Texas Real Estate
Commission. TREC farms are intended
for
use only by trained real estate licensees. No
representation
is made as to the legal validity or adequacy of any prousion in
any
specific transactions. It is not suitable for complex transactions.
Texas
Real Estate Commission, P.O; Box 12188, Austin, TX 78711-2188,
1-800-250-8732 or (▇▇▇) ▇▇▇-▇▇▇▇ (http:IIw w.trec.state.tx-us)
TREC NO.
25-4. This form replaces TREC NO.
25-3.
|
| Initialed
for identification by ▇▇▇▇▇, /s/
▇▇▇ and Seller, /s/
RS
Form
produced by Realty One Saltware, PO Box 2489, Amarillo,
TX 79105, (▇▇▇) ▇▇▇-▇▇▇▇
|
01A TREC
NO. 25-4
|