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HomeMy WebLinkAbout971133AGREEMENT OF SALE THIS AGREEMENT made on L v �7 J 2. 013 by and between the Joseph and Elizabeth Merrill Family Trust,( Joseph W. Merrill and Elizabeth P. Merrill, Trustees herein after collectively called the "Seller and Brandon J Merrill and Kirsten M. Merrill, husband and wife, of 200 Green Ridge Drive, No. 1007, Lake Oswego, Oregon, 97035, as joint tenants, their assigns, the survivor of them, their heirs, devisees, personal representatives and assigns, hereinafter collectively called "Purchaser" For valuable consideration, and in consideration of the mutual covenants contained herein, Seller and Purchaser agree as follows: 1. AGREEMENT TO PURCHASE. Seller hereby agrees to sell to the Purchaser and the Purchaser hereby agrees to purchase from Seller, the property described as follows; 11 Redwood RD.( LOT SIXTY-EIGHT 68 in STAR VALLEY RANCH PLAT SIX 6 as platted and recorded in the Official Records of Lincoln County, Wyoming. on the terms, covenants, and conditions contained in this agreement. 2. PURCHASE PRICE AND PAYMENT. Purchaser agrees to pay Seller the purchase price of One Hundred Forty Thousand and No /100 Dollars $140,000.00 together with interest accruing thereon at the rate of interest set forth below, in the following manner: (a) Down payment is not required at the time of the deliverance this Agreement. (b) Purchaser will pay to the seller the amount of 400.00 a month commencing June 1, 2013 and on the same day of every month until the Purchaser obtains a mortgage from an accreted financial institution. i The $400.00 will be credited to the principle balance. (ii) Purchaser shall have the right to pay all or any portion of the unpaid principle balance of the purchase price with any accrued 1 of 2 1` RECEIVED 5/23/2013 at 11:09 AM RECEIVING 971133 BOOK: 812 PAGE: 275 JEANNE WAGNER LINCOLN COUNTY CLERK, KEMMERER, WY interest to date at any time without penalty. (iii) The unpaid principal balance of the purchase price and all accrued interest thereon and all other sums due and owing by the Purchaser to the Seller under this Agreement, unless sooner paid. shall be due and payable on June 1, 2018. 3. PLACE OF PAYMENTS; APPLICATION; Purchaser shall make all payments and any interest theron and any other sums due to the Seller under this Agreement, to Seller at Sellers financial institution or at such other place as Seller may direct in writing from tme to time. 4. POSSESSION. Purchader shall have possesssion of the property and the right to the rents, issue, and profits from the property so long as Purchaseris not in defoult under this Agreement. Purchaser's possession shall be as a purchaser and not as a tenent, agent or representative of Seller. 5. TAXES AND ASSESSMENTS. Purchaser will timely pay all real property taxes and assessments and any other taxes and similar impositions which shall hereafter be payable upon or with respect to the ownerahip or use of the property, whether assessed against the Seller or Purchaser. Purchaser shall indemnify Seller from all losses, costs, expenses, and liability from non- payment of such taxes and assessments. 6. UTILITIES AND OTHER CHARGES. Purchaser shall pay for, and save the Seller harmless from, the cost of all electrical power, telephone, gas, water, refuse disposal service, and any and all other utilities or services furnished to, or used and consumed in, on, or about the property. 7. REPAIRS; INSPECTION. Purchaser will maintain and keep the property, including without limitation, all buildings and improvements now on or hereafter erected or placed upon the property in good repair and order and in a safe condition. 8. AS -IS. The purchaser acknowledges the physical condition of the property and other improvements constituting a part of the property and 2 of 2 F) accepts same AS-IS as of the date hereof. 9. LIENS. Purchaser shall not permit or suffer to exist a lien of any kind or nature against all or any portion of the property and shall indemni Seller against any and all looss or damage arising out of any such liens. 10. RISK OF LOSS. Purchaser shall bear the risk of loss to all or any portion the property including all goods, materials, fixtures, equipment, machinery and other tangible property on the property, from any cause, including casualty or taking for public purpose. 11. ALTERATIONS AND ADDITIONS. Purchaser shall not make any additions or alterations to the property during the term of this Agreement without the prior written consent of the Seller. 12. INSURANCE. Purchaser, at Purchaser's expense, will during the entire term of this Agreement, maintain with a responsible insurance company, comprehensive general liability and property insurance with respect to the property which shall be non cancelable without thirty day (30) days written notice to the Seller. The Purchaser shall keep the property and any improvements or additions on, or within the property insured against loss by fire, wind, flooding, theft and other perile in the name and for the benefit of the seller in an amount equal to the full insurable value of the property 13. NO TRANSFER OR MORTAGE BY PURCHASER. No sale, including a sale by way of sub Agreement of sale, assignment, lease, mortgage or other disposition, pledge or encumbrance or of the Purchaser's hereunder, in whole or part, or parting with possession of the property in whole or part shall be valid without the prior written consent of Seller. 14. ADVANCES BY SELLER.Upon any failure of the Purchaser to observe or perform any covenant or condition of this Agreement, or if any suit, proceeding or other contingency shall arise or be threatened relating to the property, Seller may make any advances or incur such expenses or otherwise act as may in Seller judgment seem advisable to protect Seller's interest hereunder. Purchaser shall reimburse Seller on demand for costs or expenses l j0 2 r�" which seller may pay or incur under any provision of this Agreement for the protection of the property or any of Seller's rights hereunder, including reasonable attorneys' fees. 15. PURCHASER'S DEFAULT. Time is of the essence of this Agreement.. An essential condition of this Agreement shall have been breached when Purchaser (a) failes to pay when due any payment of money, including advances and interest, required under this Agreement and such shall not have been cured within ten (10) days after the due date; or (b) fails to observe or perform any term, covenant, or condition contained herein on the part of Purchaser and the failure continues for a period of thirty (30) days after notice has been given to the Purchase the Agreement shall be in default and the property shall revert to the Seller. 16. REMEDIES OF PURCHASER. In the event seller shall fail to consummate this Agreement. Purchaser, if not then in default, may bring an action gainst Seller for specific performance of this Agreementor pursue other legal remendy as (hall be allowed by law. 17. Waiver. (a) Sellers acceptance of any payment due hereunder, whether or no is delinquent, shall not constitute waiver of any other default or of Seller's right to pursue any remedy or right for breach or for cancellation of this Agreement; acceptance shall constitute only a waiver of timely payment for the portion for payment involved. (b) Seller shall have the right at all times to insist upon the the strict performance of Purchaser's obligations hereunder. No waver by Seller of any violations by or default of Purchaser shall alter or affect Sellers right to enforce the provision of this Agreement with respect to any other default of the same or other provisions. 18. NOTICES. Any notice required or permitted by law or this Agreement shall be in writing and shall be personally deliverd or sent by certified mail, return receipt requested, to Seller or Purchaer, as the case may be. Personal delivery shall be made by handing the notice to the other party. 22. AMENDMENTS. This Agreement may be amended only by written instrument executed and acknowledged by Seller and Purchaser. 19. LATE CHARGE. I the event an payment hereunder is made more than five (5) days after the due date, Purchaser shall also pay a late charge of Twenty and no /l00 Dollars ($20.00) or 5% of the unpaid amount. 20. RESTRICTIONS OF SELLER,S AND PURCHASER'S RIGHT TO MORTGAGE. Property is not now encumbered and the Seller nor Purchaser may not encumber it. 21. Definitions. (a) When the terms `Seller" or "Purchaser" refer to more than one person, each such person shall be jointly and severally bound and liable with respect to all covenants and conditions to be observed and /or performed by Seller or Purchaser. The term "person" ahall include an individual, corporation, firm, trust or estate. (b) "Costs etc. The terms "advances "Costs" and expenses" shall mean and include reasonable attorneys' fees and court costs, title search and recording fees, whenever incurred. 23. INUREMENT. This Agreement shall be binding upon and shall inure to the benefit of the parties herein named and there respective heirs, devises, personal representatives, successors in interest or title and assigns. 24. SEVERABILITY. If, for any reason any of the provisions of this Agreement shall be unenforceable or ineffective, all other provisions shall remain in full force and effect. IN WITNESS WHEREOF, the undersigned have caused this instrument to be duly executed as of the date first above written. STATE OF COUNTY OF c (x,/\i.L... Witness my hand and official. seph'W. Merril Trustee Elabeth P Merrill Trustee The foregoing Assignment was acknowledged before me by Joseph W Merrill and Elizabeth P Merrill, Trusties of the Jose h and Elizabeth Merrill Family Trust on this 19 day of 2013. My commission expires: 6 of SELLER J. Lindell Notary Pub State of Nevada My Commission Expires: 0607.2015 Certificate Na 11441424 5 14 COUNTY OF rw STATE OF D(e Witness my hand and official seal. My commission expires: CZ-1 &A, BRANDON J MERRILL TEN M STEN M MERRILL NOTARY PUBLIC PURCHASER The foregoing Assignment was acknowledged before me by Bandon J Merrill and Kirsten M Merrill, Husband and Wife on this day a_ rev.3•.s 2013. OFFICIAL SEAL %a SAMUEL I RANDALL NOTARY PUBLIC- OREGON COMMISSION NO. 466825 MY COMMISSION EXPIRES MARCH 19, 2016