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Home My WebLink About914707 RECEIVED 12/27/2005 at 10:11 AM RECEIVING # 914707 BOOK: 608 PAGE: 208 JEANNE WAGNER LINCOLN COUNTY CLERK, KEMMERER, WY COURTESY RECORDING /)1 This docuinent is being recorded solely as a courtesy and accomlìlodation to the parties ttlerein. Land Title Co. Hereby expressly disclaims any!' n (\ ;"" nP 18sponslbillty or liability fori, ',I U..:.... " 0 tile accuracy content tl1ereof. OPTION AGREEMENT TO PURCHASE REAL PROPERTY Lot 701 of Lakeview Estates, Seeond Edition to the Town of Alpine, County of Lincoln, State of Vlyoming Option agreement made December --'t.~-, 2005 between David II. Lloyd and Betty Uoycl, husband and wife, of 102 Greys River Road, P.O. Box 3112, Alpine 'Wyoming 83128 (the "Sel1er"), and The Bank of Star Val1ey, a "Wyoming Banking Corporation of 384 VVashington, P.O. Box 8007, AJton, vVyoming 83110 (the "Buyer"). tl SECTION ONE GRANT OF OPTION RIGHT OF FIRST REFUSAL A. In consideration of the mutual promises of the parties, the Sel1er does hereby give and grant to the Buyer the exdusive and irrevocable right, privilege and option to purchase, under the conditions hereinafter provided, al1 of the Seller's right title and interest in the real property which is located in the Town of Alpine, County of Lincoln, State ofVVyoming, and more particularly described as fol1ows: Lot 701 of Lakeview Estates, Second Edition to the Town of Alpine, County of Lincoln, State of Vlyoming (the "Property"). B. It is understood and agreed by and between the parties to this agreement that should the Seller desire to sel1 the Property, described herein, or any part of such property, and finds a purchaser, or purchasers, who are ready, able, ~md willing to purchase the same, the Buyer shal1 have the right to purchase the interest of the party so desiring to sell for the amount of any bona fide offer made by any third party, or parties; and the option to buy the interest of the Seller at such price shal1 extend for a period of 60 days after notice of such bona fide offer has been communicated to the Buyer in writing by the Sel1er. If such option to purchase at such price is not exercised within the stated period of 60 days, then the Seller may dispose of such interest, or interests, to such third party, or parties. C. The Seller states and agrees that the consideration given to them for this option is the sale of adjacent property specifically Lot 702 of Lakeview Estates, Second Edition to the Town of Alpine, County of Lincoln, State of Vlyoming which was sold to the buyer by the seller as part of this agreement. Seller further agrees that this is a binding contract and waives any and all clefenses to this document being enforceable. D. The "Effective Date" shall be the date that the last of the parties to this Agreement signs and executes below. Page] of (Í ",,-, I"~ ,-') (;,/\j' J (-. lî i'. /''', ....\ 9.. . ':,) tJ .~ ',j ., SECTION T\VO PROl\lISES OF PARTIES FOLLOvVING EXERCISE OF OPTION Subject to the Buyer exercising this Option, the Seller and the Buyer agree that the Seller shall sell and the Buyer shaH buy the Property upon the fol1owing terms and conditions: A. Representations and 'Warranties To induce the Buyer to enter into this Agreement, the Seller makes the following reJ)fesentations, warranties, and covenants: 1. Sel1er has good and marketable fee simple title to the Property, free and clear of all liens, property taxes, encumbrances, and restrictions, except for those restrictions appearing of record, taxes for the year of closing, encumbrances th::ll will be cleared prior to closing, and encumbrances that will be cleared at the closing out of the Seller's proceeds from the Purchase Price. 2. There are no condemnations or similar proceedings affecting any part of the Property and no such proceeding shall be pending on the Closing Date. To the best of the SeUer's knowledge, no such condemnations or other proceeds are threatened or planned. 3. There are no toxic wastes on, in or around the Property and the Property has not been used to manufacture, store, or dispose of environmental1y hazardous materials 4. There are no service contracts or 8greements relating to the operation, maintenance, or security of the property under which the Seller is bound and which will survive the closing. 5. All encroachments, reservations, limitations, road right of ways, or servitudes affecting the Property are disclosed in the Public Records. 6. The Seller is not subject to any commitment, obJigation, or agreement, including, but not limited to, any right of first refusal or option to purchase, granted to a third party, which would or could prevent the Seller from completing the sale of the Property as contemplated by this Agreement. 7. Sedler shall be in sole and exclusive possession of the Property and will deliver possession of the Property free of all leases on the Closing Date. B. Conditions Precedent The obligations of the Buyer to close this tr8nsaction are subject to the Buyer having given Notice to Purchase and subject to the following: ]. AU representations and warranties of the Seller shall be true and correct as of the Closing l\lgc:2 of 6 r·"} J " n r, /..~ í) '.) U :.., JJ.. \.. Date as if such representations and warranties were being made on such date. 2. SeneI' shall have performed an covenants to be performed by the Seller as is herein provided. 3. The Property sha11 be vacant and any tenant re10cation costs shal1 be incurred by the Sel1er. 4. If any of such conditions are not fu1fi11ed on or LlS of the Closing Date, and notwithstanding anything to the contrary in this Agreement, the Buyer shal1 have the right to terminate this Agreement and to obtain a ful1 refund of any deposits made to the Se11er or escrovv agent whereupon al1 parties shal1 be re1ieved of any further obligations hereunder. C. C1ear Tit1e 1. Sel1er shal1 convey a marketab1e ht1e, subject on1y to hens, encumbrances, exceptions, or qua1ifications set forth in this Agreement and those which sha11 be discharged by Sel1er at or before dosing. Marketable title shal1 be determined according to applicab1e tit1e standards adopted by a licenced V/yoming title insurance company. 2. If the Buyer discovers that the tit1e is defective, the Buyer shall notify the SeneI' in writing specifying the defect(s). If the clefect(s) render the tit1e unmarketab1e or ullinsurab1e the Sel1er will have 30 days from receipt of notice within which to remove the defect(s), and if the Sel1er is unsuccessful in removing them w-ithin such time, the Buyer shan have the option of either accepting the title as it then is, or demanding a refund of all monies paid hereunder which shal1 forthwith be returned to the Buyer and thereupon the Buyer and the Sel1er shal1 be re1easecl as to one another of al1 further ob1igations under this Agreement. AI1 expenses to dear tit1e defects sha11 be paid by the Seller. D. C10sing 1. This transaction shall be dosed and the deed and other dosing papers delivered on or before the 60 day following the notice from the Buyer that they are exercising their option to purchase the Property, un1ess extended by the mutua1 consent of both parties. The dosing shal1 be he1e1 in the county in which the Property is 10cated, at the office of the attorney or other dosing agent designated by the Buyer. 2. At c10sing the Buyer shall pay the cash portion of the Purchase Price by bank cashier's check or certified check either of which shall be issued by and drawn on a 10ca1 institution and the Se11er shall furnish the deed, an absence of hen affidavit, non-foreign status affidavit, and any corrective instruments that may be required in connection with perfecting the tit1e. 'rhe Buyer sha11 furnish the c10sing statement. 3. The Se11er shal1 pay the fo11owing c10sing costs: the cost of recording documents, any corrective instruments, title insurance fees, and one-half of the c10sing costs. The Buyer sha11 pay the cost of recording the deed, ,md one-ha1f of the closing costs. AI1 taxes and assessments Page 3 of (j C' C 0 ,~¡ 1 shall be prorated at the time of closing. E. Restrictions; Easements; Limitations The Buyer shall take title subject to: zoning, restrictions, prohibitions, and other requirements imposed by governmental authority; restrictions and matters appearing on the plat or otherwise common to the subdivision. F. Ingress and Egress The Seller warrants that there is ingress and egress to the Property sufficient for its use for commercial use. G. Prorations Taxes and assessments (if any) shall be prorated through the clay to the closing. Cash at closing shall be increased or decreased as may be required by said prorations. All prorations will be made through the day prior to occupancy if occupancy occurs before closing. Taxes shall be prorated based on the current year's tax with due aJlowance made for maximu m allowable discount and homestead or other exemptions if allowed for said year. H. Special Assessment Liens Certified, confirmed, and ratified special assessment liens as of the elate of closing (and not as of Effective Date) are to be paid by the Seller. Pending liens as of the date of closing shall be assumed by Buyer, provided, however, that if the improvement has been substantially completed as of the Effective Date, such pending lien shall be considered as certified, confirmed, and ratified and the Seller shall, at closing, be charged an amount equal to the last estimate by the public body of assessment for the improvement. 1. Attorney's Fees; Costs In connection with any litigation arising out of this Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees and costs. J. Laws of the State of "\^lyoming Govern This contract shall be filed in the official records of the County of Lincoln, state ofVlyoming and the Laws of the State of VlYOlning shall govern all matters related to this contract. K. Conveyance Seller shall convey title to the Property by statutory warranty, trustee, personal representative, or guardian deed, as appropriate to the status of the Seller, subject only to matters contained in Section C hereof and those otherwise accepted by Buyer. Page4of6 ,j ¡" (, n'''' (j .) 'i..) ~:.__ .!~~, 1. Other Agreements No prior or present agreements or representations shall be binding upon Buyer or Seller unless included in this Agreement. No modifications or changes in this Agreement shall be valid or binding upon the parties unless in writing and executed by the party or parties to be bound thereby. The Seller has executed this agreement in Lincoln County State of\Vyoming on the clay and year first above written. TIns IS INTENDED TO BE A LEGALLY BINDING CONTRACT. DO NOT SIGN IF THERE ARE BLANK SPACES NOT FILLED IN. IF NOT FULLY UNDERSTOOD, SEEK TI-IE ADVICE OF AN ATfORNEY PRIOR TO SIGNING. Dated: This j~ day of December 2005. //) /"/-----------.,// ~:7Ç/) ~.c.--.~~7J- ¡t'\. ~~. "..F" ,:::1-<1'>//--". ..____1 _~.~ \. .---// /. 7..1.../'/~~ BETT'Y I~-çÓy¡j¡§;¡feJ' ¡ - r---.. I -. \ I'......¡;s..-------........ ¡., c--., , "-.....~(_,.i '-~.. .. J/~"c~L Dil VID fl. '[j-jfJ'yl5:S"!Jllc7' STATE OF WYOMING ) ) ss. COUNTY OF bINCôl;N- J~c-l-oÙ ) (/r-- The foregoing instrument was acknowledged to before me by Betty Lloyd and David H. Lloyd, husband and wife, on the I C,+f-.--day of December, 2005. WITNESS my hand and official seal. ......./:) I //..----\., 1,--,. I , (// ') C'l.tLLl....Q l(~0j¿--- '~I NOTARY PUBLIC My commission expires: '" <;,.- 'I.o,._",/,,,/-':';"-"~'--'-"--"~'-"".c,-, ~-v<.-~".", .~/"" v"'<.>~· ~ ~\~ C~:~~I coe . :/l~'t¡; 0\ t, . . '"C·; 1\ E ¡plreeo ,) ,) . My cornnw,,,..o -- .../_.~"..~·c","· v',· ~~..;...~.;.,.../""W".."""..",,,,.~,",,-'-~ Page 5 of 6 ~~C-19-0~ lù:03 FROM-Land Title Company ') .. .. 307-733-6186 THE BANK OF STAR VALLEY, A vVyorning Banking Corporation ~/ _____~//T)---..~""" ,.// __----7 .// / \ / / /;/ /' ) 0' /~_/' / //' '.... -" --- // ,,// .~;,-¡~-:...> r::__ __¿ :/'// / BY: /ì)~/7\Y("J -'v~·~_·_-=:==--~ SIfOd-'jJ{¡( Presiden l ATTESTATION ST.l1TE OF W'Y01YlING ) )55. COUNTY OF LINCOLN ) T-566 P 002/002 F-493 ~'~: (1 ~.~. .~ ,3 In witness whereof, THE BANK OF STAR VALLEY, A Wyoming Banking Corporation, has caused this document to be signed by its President, Rod Jensen, and Îts COl})Orate seal to be ji"œd and attested by its Vice President and Chief Financial Officer, Brooke ivferritt, on the day and year first above written. ATIEST: /--7 . l~ d1 . 4;/~ v7t~ // / T)l)L,Vt-~ ··~.LMERRI1T Vice President and Chief Financial Officer Page 6 of 6