buyer broker registration form
UNITED STRATEGIC CLIENT SERVICES [email protected] 800-485-8214
Auction -- Frequently Asked Questions Thank you for showing interest in the property. Purchasing real estate in auction is a very simple and efficient process where the buyer performs their due diligence prior to the auction, so on auction day, all serious buyers are prepared to bid. At United SCS, we want to make the transaction smooth and flawless, so we invite you to ask questions about the process and study the process for purchasing real estate. We know you will be pleased with the process and invite any questions. Why is this going to auction? The Seller requested the auction method of marketing to reach an audience nationwide. They chose to auction the property to show they are serious sellers and to control the terms and date for the sale process. In no way is this a distressed sale. What are the advantages of buying real estate at auction? Buying real estate at auction allows you to experience a quick purchase and closing, eliminate lengthy negotiations and assures that you pay market value. Can anyone bid on this real estate auction? Yes! All auctions are open to the public when fully registered. The qualification process is critical to present well-qualified buyer’s offers to the Seller. Therefore, collecting a registration fee separates the serious buyers from tire-kickers. The Seller and Auctioneer reserve the right to refuse admittance to or expel anyone from the auction activities who may create a distraction from the auction, bid rigging, canvassing, soliciting or other reasons deemed necessary by the Auctioneer. How do I register for the auction? Please go to www.NMFarmAuction.com to perform your due diligence and review important documents. The property will be sold online, so you may register by filling out the registration form online or by completing and emailing us a registration form prior to the auction ending. You must agree to the Auction Terms and Conditions in order to bid. Also, a registration fee of $10,000 is required prior to the auction, which can be deposited in escrow by wire or cashier’s check. The registration fee will be returned within 48 hours of the auction to any bidder who is not the high bidder. The high bidder’s registration fee will be contributed to the earnest money deposit. Please contact us for Wiring Instructions at [email protected] or 800-485-8214. Is financing available? Although financing may be available by outside lenders, the property is being sold "As–Is, Where-Is" with no financing or inspection contingencies. You should perform your due diligence prior to bidding, be prequalified with your lender and you may be asked for financial documents to ensure you are financially able to close. How do I inspect the property? The property will be available by appointment only and during designated open house times. Please check the website for those dates and contact us for more details.
UNITED STRATEGIC CLIENT SERVICES [email protected] 800-485-8214
Can I use a broker? Any New Mexico licensed real estate broker may represent you at the auction. However, you are not required to have a broker in order to bid at the auction. If using a broker, you must identify your real estate broker by 1) having them fill out the Buyer Broker Registration Form and 2) the buyer signing the form prior to the auction date in order for them to earn a commission. Who is United Country Real Estate and United SCS? United Strategic Client Services and United Country Real Estate are both divisions of United Real Estate Group, a team of real estate brokerages and is the largest integrated organization of real estate and auction professionals with over 6,000 agents. We specialize in real estate throughout the United States, including the small cities and towns of rural America. United SCS is the Corporate Brokerage that sells unique and distinct property throughout the world via auction and traditional sales methods. Visit us at www.unitedcountry.com and www.united-scs.com. Can I make an offer prior to the auction? You may make an offer prior to auction and all offers will be reviewed by the Seller. Please contact the Auction Company prior to auction for more information on how to make an offer. All auction terms will apply, including payment of the buyer’s premium. Is the amount I bid the total price I will pay? No, a Buyer's Premium will be added to your high bid amount to determine the final purchase price. The Buyer's Premium is 5% + NMGRT of the high bid amount. For example, if your high bid is $100, then the buyer’s premium will be $5. The total purchase price would be $105. You will also be responsible for buyer’s closing costs per the auction agreement. What is a buyer’s premium? The Buyer’s Premium is implemented to allow a Seller the opportunity to offer their property at auction, which in turn allows you as the Buyer to purchase the property at your price. The Buyer’s Premium is to be paid by the high bidder and is financeable. The high bid plus the buyer’s premium equals the total contract price. How long will I have to close the transaction? 30 days for cash transactions and 45 days for financed transactions.
As a real estate brokerage, United firmly believes that Brokers serve a great value and we thank you for your efforts to bring us buyers.
BUYER BROKER REGISTRATION FORM New Mexico Farm and Ranch Online Auction AUCTION DATE: April 3rd, 2019 3 PM MST CLIENT REGISTRATION DEADLINE: Client must be registered prior to bidding or making offer. Broker Participation is Invited & Encouraged. A Buyer Broker Commission (“BBC”), will be paid to any properly licensed broker whose registered buyer purchases and closes on the real estate. • • • • • • •
Broker must contact United Strategic Client Services, for a Buyer Broker Registration Form which must be received on or before the deadline listed above and before the buyer places a bid. Contact us at 800485-8214 or [email protected]. A (3.0%) THREE Percent BBC + NMGRT will be paid based on the Auctioneer confirmed High Bid amount of the registered bidder listed below. To qualify for a BBC the Buyer Broker must register their customer by mail, email or hand delivery of the Buyer Broker Registration Form signed by the Buyer and the Broker. Broker must assist with any pre-auction and post auction needs of the buyer. The Broker representation will be validated by the Auction Company. We will contact the Buyer to verify the representation. A BBC will be paid only upon successful closing and funding of the transaction. The Auctioneer reserves the right to reject any “Bidder” or “Buyer Brokers”.
How did you find out about the auction? (Please provide who informed you or what advertisement you saw)
BROKER’S COMPANY NAME BROKER’S NAME BROKER’S PHONE #
BROKER’S EMAIL
BUYER’S NAME BUYER’S PHONE #
BUYER’S EMAIL
Buyer’s Signature
Date
SCAN AND RETURN TO: Brittany Leamon of United Strategic Client Services at [email protected] Or deliver to United Strategic Client Services, Attn: Mark Woodling. 5430 LBJ Freeway, Suite 270, Dallas, TX 75240 Internal Office Use: Received: Approved by
Date
REAL ESTATE TERMS AND CONDITIONS LOCATION OF PROPERTY: 122 Heritage Rd. NE, Hillsboro, NM 88042 1. SALE: The Property will be sold via an Online Auction. The online bidding will start on Friday, March 29th at 8:00 AM MST and will end Wednesday, April 3rd at 3 PM MST. The online auction details can be found at www.NMFarmAuction.com. 2. BIDDER PACKAGES: An informational packet relating to the properties may be obtained by prospective bidders by contacting 800-485-8214 or [email protected]. Bidder Packages are not designed to replace the bidder's responsibility of conducting their own due diligence with respect to the properties. It is solely a source of information which has been gathered and designed to help Bidders with the inspection and information process. We recommend that potential bidders monitor www.NMFarmAuction.com for updates. 3. PROPERTY INSPECTIONS: All interested bidders are highly encouraged to view the properties prior to placing any bids at the auction. The properties shall be shown by appointment during available dates posted on the website. Please contact us to schedule an appointment at 800-485-8214 or [email protected]. 4. BROKER PARTICIPATION: A THREE PERCENT (3%) Buyer’s Broker commission + NMGRT (based on High Bid) will be paid to any properly licensed Real Estate Associate Broker who 1) registers prior to the end of the auction AND 2) represents a winning buyer, which successfully closes on each property. All commissions (including Buyer's Broker Fees) shall be paid out at closing. To qualify for a Buyer's Broker Commission, the real estate Broker must be a licensed real estate associate broker in the state of New Mexico, who is not prohibited by law from being paid such commission and has completed the required Buyer's Broker Registration form provided by the auction company. Please refer to the form for additional details regarding registration deadlines for associate brokers. 5. 5% BUYERS'S PREMIUM: A FIVE PERCENT (5%) Buyer's Premium + NMGRT will be added to the high bid on each property. The total contract price will be equal to the high bid plus the Buyer's Premium. 6. PROPERTY CONDITION: The information given in this auction is subject to inspection and verification by all parties. No liability for its accuracy, errors or omissions is assumed by the Seller, Auctioneer or its Agent(s). Any information contained in the listing and all related materials are subject to the Terms and Conditions of the Auction Real Estate Sales Contract and Bidders will accept all terms of the Auction Real Estate Sales Contract without any amendment upon Seller’s acceptance of a high bid. The properties are being sold "As Is, Where Is" with all faults. Bidder's complete and thorough inspection of the properties is highly recommended prior to placing bids at the auction. Any or all of the properties listed may be withdrawn or modified without notice at any time. 7. AUCTION PROCEDURE: The property shall be sold at Reserve Auction. The Auctioneer shall at his sole discretion offer the properties in any order, format, group or bid increment, which he determines is in the best interest of the Seller. 8. REGISTRATION: Bidders will be required to register in order to bid or make an offer on the property. Auction terms and conditions will be presented online or upon request for ALL bidders to review prior to bidding. The Seller and Auctioneer reserve the right to refuse admittance to or expel
1
anyone from the auction activities who may create a distraction from the auction, bid rigging, canvassing, soliciting or other reasons deemed necessary by the Auctioneer. Registered bidders must allow reasonable and sufficient time for the bidder qualification process, including providing financial documents and required deposits which are outlined below. 9. QUALIFYING TO BID: Registered bidders will be asked to show proof of their financial capabilities allowing buyer to purchase this property. Financing is not a contingency of the sale. The Auctioneer will require a bank statement, a brokerage statement or a financial institution letter showing sufficient funds to close on the purchase up to the amount that you plan to bid. 10. REQUIRED DEPOSIT(S) TO BID: All registered bidders will be required to deposit funds to bid at the auction. A $10,000 deposit is required. A registered bidder may deposit the funds in two ways. (1) The deposit may be placed in the Real Estate Broker’s escrow account by wiring the sufficient funds. Wiring instructions will be provided upon request. The wire must be received prior to the Auctioneer approving the bidder to bid in the auction and may take up to 2 business days. (2) Bidders may mail a cashier’s check to the Auctioneer prior to the day of the sale. Cashier’s checks should be made payable to your name, the bidder. 11. BIDDER DEPOSIT: For any bidders who are not the high bidder, either the cashier’s check will be returned to you immediately or if wired, a return wire will be initiated within 48 business hours following the completion of the auction. 12. HIGH BIDDER REQUIREMENTS: Immediately following the close of the auction, the high bidder will be required to place (10%) ten percent of the total contract price down as earnest money by wire. Also, the high bidder must sign an Auction Real Estate Sales Contract without any amendment or revision thereto. The bidder registration deposit will be immediately transferred to the escrow account of Ekmar Abstract & Title Co. and the auctioneer will deliver the remainder of the 10% to the escrow account of Ekmar Abstract & Title Co. within 24 business hours of the auction ending. The balance of the total contract price shall be due from the buyer at closing. Electronic signatures may be collected using DocuSign for the Auction Real Estate Sales Contract and must be completed immediately following the auction. 13. FINANCING: The sale is not contingent on Buyer’s ability to obtain financing. Buyers should arrange for their financing prior to the auction up to the amount that you plan to bid. 14. CLOSING: Following the date of the auction, closing shall be no later than thirty (30) days for cash transactions or not longer than forty-five (45) days for financed transactions. Possession shall be delivered to the buyer at closing. All escrow monies and the closing shall be held at Ekmar Abstract & Title Co. Their address is 1500 N Date St, Truth or Consequences, NM 87901. Buyer may purchase at Buyer’s expense an Owner's Title Insurance Policy covering the described properties, in the amount of the total contract price and Seller shall transfer title with a Limited Warranty Deed. All monies bid/or paid in this auction shall be in U.S. currency. 15. TAXES: The current year’s Property Taxes shall be prorated between Seller and Buyer at closing based upon the amount of taxes for the prior year. All unpaid taxes for prior years, if any, shall be the responsibility of Seller. Buyer shall assume the payment of taxes for the year of Closing and all subsequent years. 16. EASEMENTS AND LEASES: Sale of said properties is subject to any and all easements of record and any and all leases. 17. AGENCY: United Country – Revolution Realty, LLC, United Country Strategic Client Services, LLC and its Agents, Representatives, Auctioneers and Employees are Exclusive Agents of the Seller. 2
18. DISCLOSURES: The information provided in this auction is subject to inspection and verification by all parties. No liability for its accuracy, errors or omissions is assumed by the Seller, Auctioneer or its Agent(s). Any information contained in the listing and all related materials are subject to the terms and conditions of the Auction Purchase and Sale Agreement. The properties are being sold "As Is, Where is" with and all faults. Bidder's complete inspection of the property is highly recommended prior to placing any bids at the auction. Any announcements made on auction day will take precedence over all printed materials. Any of the properties listed may be withdrawn or modified without notice at any time. The Seller and Auctioneer reserve the right to refuse admittance to or expel anyone from the auction activities who may create a distraction from the auction, bid rigging, canvassing, soliciting or other reasons deemed necessary by the Auctioneer. All monies bid and/or paid in this auction shall be in U.S. currency. 19. TECHNOLOGICAL ISSUES: The auction website and/or technology may, from time to time, not operate as intended, at normal speed, with full functionality, or at all. In our sole discretion, the auction website and/or technology may cease to operate for any amount of time, and limitations upon the functionality or use of the Website by the end user may result. Any decision to cease the activity of the Website is solely at the Auctioneer’s discretion. The Auctioneer assumes no responsibility for any technological issues that may occur before or during the auction. If buyers have a concern with the potential technology issues and its functionality, the Auctioneer highly recommends the bidders to place bids with ample time prior to the auction ending. AUCTION CONDUCTED BY United Country Real Estate - Revolution, LLC. Melissa Y. Roybal, Broker Broker License # 19771 1750 Calle De Mercado, Suite 5 Las Cruces, NM, 88005 (575) 640-7520 | [email protected] MARKETING IN COORDINATION WITH United Country - Strategic Client Services, LLC Mark Woodling, AARE TX Auctioneer #17310 Three Lincoln Centre 5430 LBJ Freeway, Suite 270 Dallas, TX 75240 800-485-8214 | [email protected]
3
Want to Make a Pre-Auction Offer? Fill out this Amendment and return with the Auction Real Estate Sales Contract. Return completed Contract and Amendment to [email protected]. What is a pre-auction offer? A pre-auction offer is an offer made prior to the auction ending. The process is similar to eBay’s “Buy It Now” option and may be useful to buyers who do not wish to wait for the auction or compete with other bidders. All terms of the auction remain in place, including selling “as is, where is” and with no conditions and to include all terms of the Auction Real Estate Sales Contract along with bidder submittal of proof of financial ability to purchase the Property consisting of pre-approval for financing or ability to pay cash.
PRE-AUCTION OFFER AMENDMENT TO THE AUCTION REAL ESTATE SALES CONTRACT Any bidder may make a pre-auction offer prior to the auction ending and offers will be presented to the Seller by the Auctioneer if received within a reasonable time period prior to the auction ending; nonetheless all negotiations must be finalized, including executing the contract and receipt of earnest money deposit, on or before April 3rd, 2019 3 PM MST. Any bidder will be required to deposit twenty percent (20%) of the Total Contract Price as earnest money along with the Auction Real Estate Sales Contract. The deposit and executed contract must be received prior to submitting any offer to the Seller. The offer may be countered or rejected by the Seller. Seller shall have two (2) business day to accept, counter, or reject offer. If the offer is not accepted, the earnest money deposit will be refunded within two (2) business days. If the Seller accepts the offer, the property will be removed from the auction and the earnest money deposit immediately becomes non-refundable. The deposit should be placed in the title company’s escrow account. No deposits will bear interest during any period of time in escrow. SELLER: _____________________
SELLER: _____________________
Printed: ______________________
Printed: ______________________
Phone: _______________________
Phone: _______________________
Email:________________________
Email:________________________
Date: ________________________
Date: ________________________
BUYER: _____________________
BUYER: _____________________
Printed: ______________________
Printed: ______________________
Phone: _______________________
Phone: _______________________
Email:________________________
Email:________________________
Date: ________________________
Date: ________________________
STATE OF NEW MEXICO
BIDDER#
COUNTY OF SIERRA AUCTION REAL ESTATE SALES CONTRACT
THIS CONTRACT, made this the ___ day of ________ 2019, by and between __________________________, (“Seller”) whose address is ________________________________________, and ___________________________ (“Buyer”) whose address is_____________________________________. 1. AGREEMENT TO PURCHASE. In consideration of the sum as identified in Paragraph 2 below, the mutual covenants herein set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Seller agrees to sell to Buyer, by Special Warranty Deed, and Buyer agrees to purchase from Seller, pursuant to the terms and conditions hereinafter set forth, the real property identified as and described as follows: Legal Description: See Exhibit A attached.
2. High Bid Price
$
5.0 % Buyer’s Premium
$
+ NMGRT
$
Total Purchase Price
$
Non-Refundable Down Payment/Earnest Money Deposit
$
In U.S. Funds, based on 10% of the Total Purchase Price, to be held in a non-interest bearing escrow account by Closing Agent. In the event of a Pre-Auction offer, please see Pre-Auction Offer Amendment with an updated non-refundable down payment. Balance of Purchase Price $ In U.S. Funds, due at Closing, not including Buyer’s Closing Costs or financing costs, prepaids or prorations, in immediately available cash or by confirmed wire transfer. 3. CLOSING. Closing shall take place with Ekmar Abstract & Title Co. (“Closing Agent”), whose address is 1500 N Date St, Truth or Consequences, NM 87901, on or before ___________________ (the “Closing Date”). The contact person is _______________________. At Closing, Seller shall deliver to Buyer a Special Warranty Deed (the “Deed”), which shall convey fee simple title to the Property to Buyer without any warranties, including, without limitation, habitability or fitness for a particular purpose, and an Assignment and Assumption of Leases which shall assign any leases of the Property to Buyer; and Buyer shall pay, or cause to be paid, Seller the Total Purchase Price and shall execute and deliver to any tenant of the Property an acknowledgement of receipt of its security deposit in form required by applicable law. Seller and Buyer shall also execute and deliver any notices, statements, certificates, affidavits, releases or other documents required by this Contract, the Title Commitment (as hereinafter defined) or applicable law. Possession of the Property shall be delivered at Closing, subject to those matters contained in the Deed, Title Commitment and this Contract. Time is of the essence in this Contract.
Seller:
/
1
Buyer:
/
4. TAXES AND OTHER PRORATIONS. The current year’s property taxes shall be prorated between Seller and Buyer at Closing based upon the amount of taxes for the prior year. All unpaid taxes for prior years, if any, shall be the responsibility of Seller. Buyer shall assume the payment of taxes for the year of Closing and all subsequent years. Buyer shall pay the prorated taxes for the remainder of the year of Closing and shall deliver Seller a copy of the tax receipts evidencing payment thereof within ten (10) days after payment. In the event that the taxes for the year of Closing are more or less than the taxes for the prior year, Seller and Buyer shall adjust the amount of the proration and Seller shall pay to Buyer the amount of any underpayment or Buyer shall pay to Seller the amount of any overpayment, as may be the case. In addition, all rents, operating expenses and utilities shall be prorated between Seller and Buyer as of the Closing Date and Seller shall pay to Buyer any tenant security deposits and Buyer shall pay to Seller any prepaid security deposits paid by Seller for utilities or other items. This Paragraph 4 shall expressly survive the Closing. 5. CLOSING COSTS. (a) Seller’s Costs. At Closing, Seller shall pay the fees for preparation of the Deed, and all costs relating to tax certificates and overnight courier fees and messenger charges on behalf of the Seller. (b) Buyer’s Costs. At Closing, Buyer shall pay and issuance of the Title Policy (as hereinafter defined), the recording costs of the Deed, overnight courier fees and messenger charges on behalf of the Buyer, escrow fees (if any), Closing Agent’s closing fees, any survey costs, and all additional sale or closing fees. 6. TERMS. This is a cash or financed sale with Ten Percent (10%) down payment, with the balance due at Closing. This sale is not contingent upon financing o r due diligence. BUYER ACKNOWLEDGES AND AGREES THAT BUYER’S OBLIGATIONS UNDER THIS CONTRACT ARE NOT CONTINGENT UPON BUYER OBTAINING A LOAN FROM ANY LENDER. ACCORDINGLY, BUYER SHALL BE OBLIGATED TO PERFORM ITS OBLIGATIONS UNDER THIS CONTRACT WHETHER OR NOT BUYER CAN OBTAIN A LOAN TO FINANCE THE PURCHASE OF THE PROPERTY. 7. DOWN PAYMENT/ EARNEST MONEY DEPOSIT AND CLOSING AGENT. Buyer and Seller hereby acknowledge and agree that Closing Agent shall hold and deliver the Down Payment/Earnest Money Deposit, in accordance with the terms and conditions of this Contract, and that Closing Agent shall be relieved of all liability and held harmless by both Seller and Buyer in the event Closing Agent makes a disbursement of the Down Payment/Earnest Money Deposit in accordance with the terms and provisions of this Contract. Closing Agent shall be relieved from any responsibility or liability and held harmless by both Seller and Buyer in connection with the discharge of any Closing Agent’s duties hereunder provided that Closing Agent exercises ordinary and reasonable care in the discharge of said duties. Both parties understand that the Buyer’s Down Payment/Earnest Money Deposit is nonrefundable unless the Seller fails to close this transaction. 8. DISCLAIMER OF WARRANTIES (“AS-IS” CONVEYANCE) (a) Buyer warrants and acknowledges to and agrees with Seller, and UNITED COUNTRY – REVOLUTION REALTY, LLC (“Auctioneer/Broker”) that Buyer is purchasing the Property in an “As-Is, Where Is” condition “WITH ALL FAULTS” and specifically and
Seller:
/
2
Buyer:
/
(b)
(c)
(d) (e)
expressly without any warranties, representations or guarantees, either expressed or implied, of any kind, nature, or type whatsoever, from or on behalf of the Seller and the Deed will contain appropriate disclaimers to this effect. Buyer acknowledges to and agrees with Seller and Auctioneer/Broker that with respect to the Property, Seller and Auctioneer/Broker have not, do not, and will not make any warranties or representations, expressed or implied, or arising by operation of law, including, but in no way limited to, any warranty as to the value, physical condition, square footage, environmental condition, zoning, good repair, operability, habitability, tenantability, suitability, merchantability, profitability, marketability, past or present compliance with any rules, regulations, covenants or restrictions, development potential or fitness for a particular use or purpose of the property. Buyer acknowledges that it is Buyer’s responsibility to make such legal, factual and other inquiries and investigations, as Buyer deems necessary with respect to the Property. Buyer acknowledges that Buyer has executed this Contract based solely on its own independent due diligence investigations and findings, and not in reliance on any information provided by SELLER OR Auctioneer/Broker or their affiliates, agents, officers, employees or representative. Buyer acknowledges that Buyer has not relied, and is not relying upon information, document, sales brochures or other literature, maps or sketches, projection, pro forma, statement, representation, guarantee or warranty (whether expressed or implied, oral or written, material or immaterial) that may have been given or made by or on behalf of the Seller or Auctioneer/Broker. Buyer shall look only to Seller, and not to Auctioneer/Broker, as to all matters regarding this Contract and the Property. The Auctioneer/Broker shall not be responsible or liable in any way if the Seller fails or refuses to or cannot close this transaction. Without in any way limiting the generality of the preceding subparagraphs (a) through (d), Buyer specifically acknowledges and agrees that Buyer hereby waives, releases and discharges any claim it has, might have had, or may have against Seller and Auctioneer/Broker with respect to the condition of the Property, either patent or latent.
9. PROPERTY INSPECTION. It is the Buyer’s sole responsibility to perform all inspections (physical, legal, economic, environmental, archeological or otherwise) on the Property and to be satisfied as to its condition prior to making an offer on the Property; review all property information and due diligence materials; independently verify any information Buyer deems important including information available in public records; and inquire of public officials as to the applicability of and compliance with land use and environmental laws building ordinances, zoning, health & safety codes, and any other local, state or federal laws and regulations. Buyer is responsible for the costs of all inspections, surveys, engineering reports,-environmental studies, including, but not limited to, lead-based paint tests, or for any other work performed at Buyer’s request and Buyer shall pay for any damage which occurs to the Property or to any person as a result of such activities. Buyer shall not permit any claims or liens of any kind against the Property for inspections, surveys, engineering reports, or for any other work performed on the Property at Buyer’s request. Buyer agrees to indemnify, protect and hold Seller and Auctioneer/Broker harmless against any liability, damage, cost or expense incurred, directly or indirectly, by Seller, as result of Buyer’s inspection, examination, or survey of the Property, either prior to, on or after the date hereof. This indemnity includes Seller’s right to recover all costs and expenses incurred by Seller to enforce this section, including Seller’s reasonable attorney’s fees. Buyer agrees to repair any damage caused by such inspections and to restore the Property to its condition prior to the inspection. This Paragraph 9 shall expressly survive the Closing and any termination of this Contract.
Seller:
/
3
Buyer:
/
10. TITLE. Buyer hereby acknowledges receipt of a title commitment (the “Title Commitment”) issued by the Closing Agent as agent for Ekmar Abstract & Title (“Closing Agent”), whose address is 1500 N Date St, Truth or Consequences, NM 87901. Buyer hereby agrees to accept title to the Property subject to (i) all standard exclusions and printed exceptions set forth in the Title Commitment,, including all matters that would be disclosed by a current and accurate survey of the Property; (ii) liens for taxes not yet due and payable; (iii) easements for public utilities affecting the Property: (iv) all other easements or claims to easements, covenants, restrictions and rights-of-way affecting the Property; (v) rights and claims of parties in possession; and (vi) all title exceptions referenced in Schedule B of the Title Commitment (the foregoing title matters are herein referred to as the “Permitted Title Exceptions”). Any applicable zoning ordinances, other land use laws and regulations, together with taxes for the current year and those matters, if any, which are waived by Buyer pursuant to this Paragraph 10, shall also be deemed Permitted Title Exceptions. At or prior to Closing, Seller shall satisfy all requirements on Schedule C which are the responsibility of Seller and Buyer shall satisfy all requirements on Schedule C which are the responsibility of Buyer. At Closing, Buyer, at its cost, shall cause the Title Insurer to issue and deliver to Buyer an owner’s policy of title insurance (the “Title Policy”) insuring Buyer’s fee simple estate in the Property in the amount of the Total Purchase Price, subject to the Permitted Title Exceptions. Buyer also acknowledges and agrees that: a. Maps and depictions included in the marketing material for the auction are for illustration purposes only and neither Seller, nor Auctioneer/Broker warrants or guarantees any of these materials or other information to be accurate or complete. b. Any fencing situated on the Property is not necessarily an indication of the Property boundary. c. Buyer shall be responsible for its own due diligence regarding the availability and/or accessibility of any utilities or the suitability for building on the Property. In addition, the Buyer shall be responsible for obtaining any and all permits for installation of utilities, wells, septic systems, and/or any costs related to such installation. Permits, tanks, meters, lines, and any other applicable fees shall be at the Buyer’s expense. d. Only the fixtures, machinery and equipment currently attached to or located upon the Property will be conveyed to Buyer. e. The Property is selling subject to restrictive covenants and easements as shown in the Title Commitment and the Survey. 11. FIXTURES AND PERSONAL PROPERTY. Only the fixtures, machinery and equipment currently attached to or located upon the Property will be conveyed to Buyer and no other personal property will be conveyed with the Property. If Exhibit B is attached, this is the list of inventory that would transfer. 12. TITLE DEFECTS. If the Title Commitment reveals a defect in title which is not one of the Permitted Title Exceptions, or if prior to the Closing a new defect in title is disclosed by an updated endorsement to the Title Commitment, which defect is not one of the Permitted Title Exceptions, prior to Closing Date, Buyer may either waive such defect or give written notice to Seller and Closing Agent no later than five (5) days from the date of discovery of such defect in title, whereupon Seller may, at its option, attempt to cure such defect prior to Closing or decline to cure such defect. If Seller is unable or unwilling to cure, on or before the Closing Date, any defect as to which Buyer has notified Seller as herein provided and if Buyer does not waive such defect on or prior to the Closing Date by written notice to Seller, this Contract shall be terminated without liability to either party and the Down Payment/Earnest Money Deposit shall be returned to the Buyer. Seller shall have the right, at its sole election, to extend the Closing Date by not more than Sixty (60) Days to attempt to cure any such defect in title.
Seller:
/
4
Buyer:
/
13. COMMISSIONS. (a) Brokerage. Buyer warrants and represents that Buyer [ ] is [ ] is not represented by a Buyer’s Broker in this transaction. If Buyer is represented by a Buyer’s Broker, the Buyer’s Broker’s name is: __________________________. The Buyer’s Broker must have performed all requirements of the Buyer Broker Registration as provided by the Auctioneer/Broker. Failure to properly register or comply with the provisions of the Guidelines will disqualify the Buyer’s Broker from receiving commission. (b) Agency Disclosure. Auctioneer/Broker has acted as agent for Seller in this transaction and is to be paid a commission by Seller pursuant to a separate written agreement between Seller and Auctioneer/Broker. (c) All commissions will include the commission amount plus NMGRT. 14. BREACH OF CONTRACT BY SELLER. If Seller defaults in the performance of any of its obligations pursuant to this Contract, and Closing fails to occur by reason thereof, Buyer, as its sole remedy, may terminate this Contract and receive the Down Payment/Deposit, or waive the default and proceed to Closing. In no event shall Seller or Auctioneer/Broker be liable for any damages including special, incidental or consequential damages, or economic loss and/or attorney fees. 15. BREACH OF CONTRACT BY BUYER. In the event the purchase and sale contemplated in this Contract is not consummated as a result of Buyer’s default, Buyer’s Down Payment/Earnest Money Deposit shall be forfeited to Seller, and Seller shall have all rights as allowed by law to file for damages, specific performance or cancellation of this transaction, with Buyer to be responsible for all costs of suit, including attorney’s fees and court costs. In addition, in the event that Seller is unable to collect on any check delivered by Buyer to Seller or Closing Agent, then, at Seller’s option, without notice, this Contract may be terminated immediately and any Down Payment/Earnest Money Deposit held by Seller or Closing Agent shall be paid to Seller, and Seller may pursue any rights and remedies available at law or in equity. 16. CASUALTY. Except as herein provided, all risk of loss with respect to damage to the Property shall be borne by Seller until the Closing; thereafter all risk of loss shall be borne by Buyer. In the event that the Property is, in the opinion of Seller, significantly damaged or is destroyed by fire or other casualty or hazard prior to Closing, Seller shall have the option to restore the Property to its pre- casualty condition or to cancel this Contract and Buyer’s Down Payment/ Deposit shall be returned as a complete and final settlement to Buyer of all Seller’s obligations hereunder. Should Seller desire to restore the Property to its pre-casualty condition, Seller shall so notify Buyer and thereafter have 120 days to complete such restoration, with the Closing Date to be postponed accordingly. 17. NOTICES. All notices under this Contract shall be deemed delivered when personally delivered or mailed postage prepaid, certified or registered mail, return receipt requested, or when delivery by a courier service to the addresses of the parties set forth in the preamble of this Contract.. Either party may change its address for notice purposes by giving written notice thereof to the other party in accordance with the terms hereof. A copy of all notices given hereunder shall be delivered to Auctioneer/Broker and Closing Agent. 18. WAIVER. No failure or delay on the part of Seller in exercising any right of Seller nor any action on the part of Seller or any course of dealing or partial performance shall be deemed a waiver of any right of Seller set forth herein or a modification of any terms set forth herein. 19. ENTIRE AGREEMENT; AMENDMENT. This written Contract and any Exhibits, Schedules and
Seller:
/
5
Buyer:
/
Addenda attached hereto and made a part of this Contract signed by Buyer constitute the entire and complete agreement between the parties hereto and supersede any prior oral or written agreements between the parties with respect to the Property. This Contract may not be amended, altered, modified or discharged except by an instrument in writing signed by the Buyer and Seller. 20. SEVERABILITY. The invalidity of any provision of this Contract shall not affect the validity or enforceability of any other provision set forth herein. 21. ASSIGNMENT. Buyer may not assign this Contract or Buyer’s rights hereunder without the prior written consent of Seller, which consent may be given or withheld in Seller’s sole discretion. 22. BINDING EFFECT. This Contract shall be binding upon and inure to the benefit of the parties hereto, and their respective successors, personal representatives, legal representatives, heirs and permitted assigns. 23. COUNTERPARTS. The Contract may be executed in one or more counterparts, each of which shall have the force and effect of an original, and all of which shall constitute but one document. 24. ACKNOWLEDGEMENT. The Buyer certifies that if Buyer is a natural person, he or she is of legal age and has full legal capacity and authority to understand, execute and deliver this Contract on behalf of himself or herself. If Buyer is a domestic or foreign entity Buyer represents to Seller that the party executing this Contract on behalf of such entity has the authority to execute this Contract on behalf of such entity, and that such entity shall be bound by the terms and conditions contained herein. 25. APPLICABLE LAW, JURISDICTION, AND VENUE. Applicable Law, Jurisdiction and Venue. This AGREEMENT shall be construed and interpreted in accordance with the laws of the State of New Mexico. 26. ATTACHMENTS. The Exhibits, Schedules and Addenda, if any, attached hereto are fully incorporated herein by reference for all purposes. IN WITNESS WHEREOF, the parties hereto have duly executed this Contract, as of the day and year first above written. SELLER:
SELLER:
Printed:
Printed:
Date:
Date:
BUYER:
BUYER:
Printed:
Printed:
Date:
Date:
Seller:
/
6
Buyer:
/
EXHIBIT A
Seller:
/
7
Buyer:
/
Auction -- Frequently Asked Questions Thank you for showing interest in the property. Purchasing real estate in auction is a very simple and efficient process where the buyer performs their due diligence prior to the auction, so on auction day, all serious buyers are prepared to bid. At United SCS, we want to make the transaction smooth and flawless, so we invite you to ask questions about the process and study the process for purchasing real estate. We know you will be pleased with the process and invite any questions. Why is this going to auction? The Seller requested the auction method of marketing to reach an audience nationwide. They chose to auction the property to show they are serious sellers and to control the terms and date for the sale process. In no way is this a distressed sale. What are the advantages of buying real estate at auction? Buying real estate at auction allows you to experience a quick purchase and closing, eliminate lengthy negotiations and assures that you pay market value. Can anyone bid on this real estate auction? Yes! All auctions are open to the public when fully registered. The qualification process is critical to present well-qualified buyer’s offers to the Seller. Therefore, collecting a registration fee separates the serious buyers from tire-kickers. The Seller and Auctioneer reserve the right to refuse admittance to or expel anyone from the auction activities who may create a distraction from the auction, bid rigging, canvassing, soliciting or other reasons deemed necessary by the Auctioneer. How do I register for the auction? Please go to www.NMFarmAuction.com to perform your due diligence and review important documents. The property will be sold online, so you may register by filling out the registration form online or by completing and emailing us a registration form prior to the auction ending. You must agree to the Auction Terms and Conditions in order to bid. Also, a registration fee of $10,000 is required prior to the auction, which can be deposited in escrow by wire or cashier’s check. The registration fee will be returned within 48 hours of the auction to any bidder who is not the high bidder. The high bidder’s registration fee will be contributed to the earnest money deposit. Please contact us for Wiring Instructions at [email protected] or 800-485-8214. Is financing available? Although financing may be available by outside lenders, the property is being sold "As–Is, Where-Is" with no financing or inspection contingencies. You should perform your due diligence prior to bidding, be prequalified with your lender and you may be asked for financial documents to ensure you are financially able to close. How do I inspect the property? The property will be available by appointment only and during designated open house times. Please check the website for those dates and contact us for more details.
UNITED STRATEGIC CLIENT SERVICES [email protected] 800-485-8214
Can I use a broker? Any New Mexico licensed real estate broker may represent you at the auction. However, you are not required to have a broker in order to bid at the auction. If using a broker, you must identify your real estate broker by 1) having them fill out the Buyer Broker Registration Form and 2) the buyer signing the form prior to the auction date in order for them to earn a commission. Who is United Country Real Estate and United SCS? United Strategic Client Services and United Country Real Estate are both divisions of United Real Estate Group, a team of real estate brokerages and is the largest integrated organization of real estate and auction professionals with over 6,000 agents. We specialize in real estate throughout the United States, including the small cities and towns of rural America. United SCS is the Corporate Brokerage that sells unique and distinct property throughout the world via auction and traditional sales methods. Visit us at www.unitedcountry.com and www.united-scs.com. Can I make an offer prior to the auction? You may make an offer prior to auction and all offers will be reviewed by the Seller. Please contact the Auction Company prior to auction for more information on how to make an offer. All auction terms will apply, including payment of the buyer’s premium. Is the amount I bid the total price I will pay? No, a Buyer's Premium will be added to your high bid amount to determine the final purchase price. The Buyer's Premium is 5% + NMGRT of the high bid amount. For example, if your high bid is $100, then the buyer’s premium will be $5. The total purchase price would be $105. You will also be responsible for buyer’s closing costs per the auction agreement. What is a buyer’s premium? The Buyer’s Premium is implemented to allow a Seller the opportunity to offer their property at auction, which in turn allows you as the Buyer to purchase the property at your price. The Buyer’s Premium is to be paid by the high bidder and is financeable. The high bid plus the buyer’s premium equals the total contract price. How long will I have to close the transaction? 30 days for cash transactions and 45 days for financed transactions.
As a real estate brokerage, United firmly believes that Brokers serve a great value and we thank you for your efforts to bring us buyers.
BUYER BROKER REGISTRATION FORM New Mexico Farm and Ranch Online Auction AUCTION DATE: April 3rd, 2019 3 PM MST CLIENT REGISTRATION DEADLINE: Client must be registered prior to bidding or making offer. Broker Participation is Invited & Encouraged. A Buyer Broker Commission (“BBC”), will be paid to any properly licensed broker whose registered buyer purchases and closes on the real estate. • • • • • • •
Broker must contact United Strategic Client Services, for a Buyer Broker Registration Form which must be received on or before the deadline listed above and before the buyer places a bid. Contact us at 800485-8214 or [email protected]. A (3.0%) THREE Percent BBC + NMGRT will be paid based on the Auctioneer confirmed High Bid amount of the registered bidder listed below. To qualify for a BBC the Buyer Broker must register their customer by mail, email or hand delivery of the Buyer Broker Registration Form signed by the Buyer and the Broker. Broker must assist with any pre-auction and post auction needs of the buyer. The Broker representation will be validated by the Auction Company. We will contact the Buyer to verify the representation. A BBC will be paid only upon successful closing and funding of the transaction. The Auctioneer reserves the right to reject any “Bidder” or “Buyer Brokers”.
How did you find out about the auction? (Please provide who informed you or what advertisement you saw)
BROKER’S COMPANY NAME BROKER’S NAME BROKER’S PHONE #
BROKER’S EMAIL
BUYER’S NAME BUYER’S PHONE #
BUYER’S EMAIL
Buyer’s Signature
Date
SCAN AND RETURN TO: Brittany Leamon of United Strategic Client Services at [email protected] Or deliver to United Strategic Client Services, Attn: Mark Woodling. 5430 LBJ Freeway, Suite 270, Dallas, TX 75240 Internal Office Use: Received: Approved by
Date
REAL ESTATE TERMS AND CONDITIONS LOCATION OF PROPERTY: 122 Heritage Rd. NE, Hillsboro, NM 88042 1. SALE: The Property will be sold via an Online Auction. The online bidding will start on Friday, March 29th at 8:00 AM MST and will end Wednesday, April 3rd at 3 PM MST. The online auction details can be found at www.NMFarmAuction.com. 2. BIDDER PACKAGES: An informational packet relating to the properties may be obtained by prospective bidders by contacting 800-485-8214 or [email protected]. Bidder Packages are not designed to replace the bidder's responsibility of conducting their own due diligence with respect to the properties. It is solely a source of information which has been gathered and designed to help Bidders with the inspection and information process. We recommend that potential bidders monitor www.NMFarmAuction.com for updates. 3. PROPERTY INSPECTIONS: All interested bidders are highly encouraged to view the properties prior to placing any bids at the auction. The properties shall be shown by appointment during available dates posted on the website. Please contact us to schedule an appointment at 800-485-8214 or [email protected]. 4. BROKER PARTICIPATION: A THREE PERCENT (3%) Buyer’s Broker commission + NMGRT (based on High Bid) will be paid to any properly licensed Real Estate Associate Broker who 1) registers prior to the end of the auction AND 2) represents a winning buyer, which successfully closes on each property. All commissions (including Buyer's Broker Fees) shall be paid out at closing. To qualify for a Buyer's Broker Commission, the real estate Broker must be a licensed real estate associate broker in the state of New Mexico, who is not prohibited by law from being paid such commission and has completed the required Buyer's Broker Registration form provided by the auction company. Please refer to the form for additional details regarding registration deadlines for associate brokers. 5. 5% BUYERS'S PREMIUM: A FIVE PERCENT (5%) Buyer's Premium + NMGRT will be added to the high bid on each property. The total contract price will be equal to the high bid plus the Buyer's Premium. 6. PROPERTY CONDITION: The information given in this auction is subject to inspection and verification by all parties. No liability for its accuracy, errors or omissions is assumed by the Seller, Auctioneer or its Agent(s). Any information contained in the listing and all related materials are subject to the Terms and Conditions of the Auction Real Estate Sales Contract and Bidders will accept all terms of the Auction Real Estate Sales Contract without any amendment upon Seller’s acceptance of a high bid. The properties are being sold "As Is, Where Is" with all faults. Bidder's complete and thorough inspection of the properties is highly recommended prior to placing bids at the auction. Any or all of the properties listed may be withdrawn or modified without notice at any time. 7. AUCTION PROCEDURE: The property shall be sold at Reserve Auction. The Auctioneer shall at his sole discretion offer the properties in any order, format, group or bid increment, which he determines is in the best interest of the Seller. 8. REGISTRATION: Bidders will be required to register in order to bid or make an offer on the property. Auction terms and conditions will be presented online or upon request for ALL bidders to review prior to bidding. The Seller and Auctioneer reserve the right to refuse admittance to or expel
1
anyone from the auction activities who may create a distraction from the auction, bid rigging, canvassing, soliciting or other reasons deemed necessary by the Auctioneer. Registered bidders must allow reasonable and sufficient time for the bidder qualification process, including providing financial documents and required deposits which are outlined below. 9. QUALIFYING TO BID: Registered bidders will be asked to show proof of their financial capabilities allowing buyer to purchase this property. Financing is not a contingency of the sale. The Auctioneer will require a bank statement, a brokerage statement or a financial institution letter showing sufficient funds to close on the purchase up to the amount that you plan to bid. 10. REQUIRED DEPOSIT(S) TO BID: All registered bidders will be required to deposit funds to bid at the auction. A $10,000 deposit is required. A registered bidder may deposit the funds in two ways. (1) The deposit may be placed in the Real Estate Broker’s escrow account by wiring the sufficient funds. Wiring instructions will be provided upon request. The wire must be received prior to the Auctioneer approving the bidder to bid in the auction and may take up to 2 business days. (2) Bidders may mail a cashier’s check to the Auctioneer prior to the day of the sale. Cashier’s checks should be made payable to your name, the bidder. 11. BIDDER DEPOSIT: For any bidders who are not the high bidder, either the cashier’s check will be returned to you immediately or if wired, a return wire will be initiated within 48 business hours following the completion of the auction. 12. HIGH BIDDER REQUIREMENTS: Immediately following the close of the auction, the high bidder will be required to place (10%) ten percent of the total contract price down as earnest money by wire. Also, the high bidder must sign an Auction Real Estate Sales Contract without any amendment or revision thereto. The bidder registration deposit will be immediately transferred to the escrow account of Ekmar Abstract & Title Co. and the auctioneer will deliver the remainder of the 10% to the escrow account of Ekmar Abstract & Title Co. within 24 business hours of the auction ending. The balance of the total contract price shall be due from the buyer at closing. Electronic signatures may be collected using DocuSign for the Auction Real Estate Sales Contract and must be completed immediately following the auction. 13. FINANCING: The sale is not contingent on Buyer’s ability to obtain financing. Buyers should arrange for their financing prior to the auction up to the amount that you plan to bid. 14. CLOSING: Following the date of the auction, closing shall be no later than thirty (30) days for cash transactions or not longer than forty-five (45) days for financed transactions. Possession shall be delivered to the buyer at closing. All escrow monies and the closing shall be held at Ekmar Abstract & Title Co. Their address is 1500 N Date St, Truth or Consequences, NM 87901. Buyer may purchase at Buyer’s expense an Owner's Title Insurance Policy covering the described properties, in the amount of the total contract price and Seller shall transfer title with a Limited Warranty Deed. All monies bid/or paid in this auction shall be in U.S. currency. 15. TAXES: The current year’s Property Taxes shall be prorated between Seller and Buyer at closing based upon the amount of taxes for the prior year. All unpaid taxes for prior years, if any, shall be the responsibility of Seller. Buyer shall assume the payment of taxes for the year of Closing and all subsequent years. 16. EASEMENTS AND LEASES: Sale of said properties is subject to any and all easements of record and any and all leases. 17. AGENCY: United Country – Revolution Realty, LLC, United Country Strategic Client Services, LLC and its Agents, Representatives, Auctioneers and Employees are Exclusive Agents of the Seller. 2
18. DISCLOSURES: The information provided in this auction is subject to inspection and verification by all parties. No liability for its accuracy, errors or omissions is assumed by the Seller, Auctioneer or its Agent(s). Any information contained in the listing and all related materials are subject to the terms and conditions of the Auction Purchase and Sale Agreement. The properties are being sold "As Is, Where is" with and all faults. Bidder's complete inspection of the property is highly recommended prior to placing any bids at the auction. Any announcements made on auction day will take precedence over all printed materials. Any of the properties listed may be withdrawn or modified without notice at any time. The Seller and Auctioneer reserve the right to refuse admittance to or expel anyone from the auction activities who may create a distraction from the auction, bid rigging, canvassing, soliciting or other reasons deemed necessary by the Auctioneer. All monies bid and/or paid in this auction shall be in U.S. currency. 19. TECHNOLOGICAL ISSUES: The auction website and/or technology may, from time to time, not operate as intended, at normal speed, with full functionality, or at all. In our sole discretion, the auction website and/or technology may cease to operate for any amount of time, and limitations upon the functionality or use of the Website by the end user may result. Any decision to cease the activity of the Website is solely at the Auctioneer’s discretion. The Auctioneer assumes no responsibility for any technological issues that may occur before or during the auction. If buyers have a concern with the potential technology issues and its functionality, the Auctioneer highly recommends the bidders to place bids with ample time prior to the auction ending. AUCTION CONDUCTED BY United Country Real Estate - Revolution, LLC. Melissa Y. Roybal, Broker Broker License # 19771 1750 Calle De Mercado, Suite 5 Las Cruces, NM, 88005 (575) 640-7520 | [email protected] MARKETING IN COORDINATION WITH United Country - Strategic Client Services, LLC Mark Woodling, AARE TX Auctioneer #17310 Three Lincoln Centre 5430 LBJ Freeway, Suite 270 Dallas, TX 75240 800-485-8214 | [email protected]
3
Want to Make a Pre-Auction Offer? Fill out this Amendment and return with the Auction Real Estate Sales Contract. Return completed Contract and Amendment to [email protected]. What is a pre-auction offer? A pre-auction offer is an offer made prior to the auction ending. The process is similar to eBay’s “Buy It Now” option and may be useful to buyers who do not wish to wait for the auction or compete with other bidders. All terms of the auction remain in place, including selling “as is, where is” and with no conditions and to include all terms of the Auction Real Estate Sales Contract along with bidder submittal of proof of financial ability to purchase the Property consisting of pre-approval for financing or ability to pay cash.
PRE-AUCTION OFFER AMENDMENT TO THE AUCTION REAL ESTATE SALES CONTRACT Any bidder may make a pre-auction offer prior to the auction ending and offers will be presented to the Seller by the Auctioneer if received within a reasonable time period prior to the auction ending; nonetheless all negotiations must be finalized, including executing the contract and receipt of earnest money deposit, on or before April 3rd, 2019 3 PM MST. Any bidder will be required to deposit twenty percent (20%) of the Total Contract Price as earnest money along with the Auction Real Estate Sales Contract. The deposit and executed contract must be received prior to submitting any offer to the Seller. The offer may be countered or rejected by the Seller. Seller shall have two (2) business day to accept, counter, or reject offer. If the offer is not accepted, the earnest money deposit will be refunded within two (2) business days. If the Seller accepts the offer, the property will be removed from the auction and the earnest money deposit immediately becomes non-refundable. The deposit should be placed in the title company’s escrow account. No deposits will bear interest during any period of time in escrow. SELLER: _____________________
SELLER: _____________________
Printed: ______________________
Printed: ______________________
Phone: _______________________
Phone: _______________________
Email:________________________
Email:________________________
Date: ________________________
Date: ________________________
BUYER: _____________________
BUYER: _____________________
Printed: ______________________
Printed: ______________________
Phone: _______________________
Phone: _______________________
Email:________________________
Email:________________________
Date: ________________________
Date: ________________________
STATE OF NEW MEXICO
BIDDER#
COUNTY OF SIERRA AUCTION REAL ESTATE SALES CONTRACT
THIS CONTRACT, made this the ___ day of ________ 2019, by and between __________________________, (“Seller”) whose address is ________________________________________, and ___________________________ (“Buyer”) whose address is_____________________________________. 1. AGREEMENT TO PURCHASE. In consideration of the sum as identified in Paragraph 2 below, the mutual covenants herein set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Seller agrees to sell to Buyer, by Special Warranty Deed, and Buyer agrees to purchase from Seller, pursuant to the terms and conditions hereinafter set forth, the real property identified as and described as follows: Legal Description: See Exhibit A attached.
2. High Bid Price
$
5.0 % Buyer’s Premium
$
+ NMGRT
$
Total Purchase Price
$
Non-Refundable Down Payment/Earnest Money Deposit
$
In U.S. Funds, based on 10% of the Total Purchase Price, to be held in a non-interest bearing escrow account by Closing Agent. In the event of a Pre-Auction offer, please see Pre-Auction Offer Amendment with an updated non-refundable down payment. Balance of Purchase Price $ In U.S. Funds, due at Closing, not including Buyer’s Closing Costs or financing costs, prepaids or prorations, in immediately available cash or by confirmed wire transfer. 3. CLOSING. Closing shall take place with Ekmar Abstract & Title Co. (“Closing Agent”), whose address is 1500 N Date St, Truth or Consequences, NM 87901, on or before ___________________ (the “Closing Date”). The contact person is _______________________. At Closing, Seller shall deliver to Buyer a Special Warranty Deed (the “Deed”), which shall convey fee simple title to the Property to Buyer without any warranties, including, without limitation, habitability or fitness for a particular purpose, and an Assignment and Assumption of Leases which shall assign any leases of the Property to Buyer; and Buyer shall pay, or cause to be paid, Seller the Total Purchase Price and shall execute and deliver to any tenant of the Property an acknowledgement of receipt of its security deposit in form required by applicable law. Seller and Buyer shall also execute and deliver any notices, statements, certificates, affidavits, releases or other documents required by this Contract, the Title Commitment (as hereinafter defined) or applicable law. Possession of the Property shall be delivered at Closing, subject to those matters contained in the Deed, Title Commitment and this Contract. Time is of the essence in this Contract.
Seller:
/
1
Buyer:
/
4. TAXES AND OTHER PRORATIONS. The current year’s property taxes shall be prorated between Seller and Buyer at Closing based upon the amount of taxes for the prior year. All unpaid taxes for prior years, if any, shall be the responsibility of Seller. Buyer shall assume the payment of taxes for the year of Closing and all subsequent years. Buyer shall pay the prorated taxes for the remainder of the year of Closing and shall deliver Seller a copy of the tax receipts evidencing payment thereof within ten (10) days after payment. In the event that the taxes for the year of Closing are more or less than the taxes for the prior year, Seller and Buyer shall adjust the amount of the proration and Seller shall pay to Buyer the amount of any underpayment or Buyer shall pay to Seller the amount of any overpayment, as may be the case. In addition, all rents, operating expenses and utilities shall be prorated between Seller and Buyer as of the Closing Date and Seller shall pay to Buyer any tenant security deposits and Buyer shall pay to Seller any prepaid security deposits paid by Seller for utilities or other items. This Paragraph 4 shall expressly survive the Closing. 5. CLOSING COSTS. (a) Seller’s Costs. At Closing, Seller shall pay the fees for preparation of the Deed, and all costs relating to tax certificates and overnight courier fees and messenger charges on behalf of the Seller. (b) Buyer’s Costs. At Closing, Buyer shall pay and issuance of the Title Policy (as hereinafter defined), the recording costs of the Deed, overnight courier fees and messenger charges on behalf of the Buyer, escrow fees (if any), Closing Agent’s closing fees, any survey costs, and all additional sale or closing fees. 6. TERMS. This is a cash or financed sale with Ten Percent (10%) down payment, with the balance due at Closing. This sale is not contingent upon financing o r due diligence. BUYER ACKNOWLEDGES AND AGREES THAT BUYER’S OBLIGATIONS UNDER THIS CONTRACT ARE NOT CONTINGENT UPON BUYER OBTAINING A LOAN FROM ANY LENDER. ACCORDINGLY, BUYER SHALL BE OBLIGATED TO PERFORM ITS OBLIGATIONS UNDER THIS CONTRACT WHETHER OR NOT BUYER CAN OBTAIN A LOAN TO FINANCE THE PURCHASE OF THE PROPERTY. 7. DOWN PAYMENT/ EARNEST MONEY DEPOSIT AND CLOSING AGENT. Buyer and Seller hereby acknowledge and agree that Closing Agent shall hold and deliver the Down Payment/Earnest Money Deposit, in accordance with the terms and conditions of this Contract, and that Closing Agent shall be relieved of all liability and held harmless by both Seller and Buyer in the event Closing Agent makes a disbursement of the Down Payment/Earnest Money Deposit in accordance with the terms and provisions of this Contract. Closing Agent shall be relieved from any responsibility or liability and held harmless by both Seller and Buyer in connection with the discharge of any Closing Agent’s duties hereunder provided that Closing Agent exercises ordinary and reasonable care in the discharge of said duties. Both parties understand that the Buyer’s Down Payment/Earnest Money Deposit is nonrefundable unless the Seller fails to close this transaction. 8. DISCLAIMER OF WARRANTIES (“AS-IS” CONVEYANCE) (a) Buyer warrants and acknowledges to and agrees with Seller, and UNITED COUNTRY – REVOLUTION REALTY, LLC (“Auctioneer/Broker”) that Buyer is purchasing the Property in an “As-Is, Where Is” condition “WITH ALL FAULTS” and specifically and
Seller:
/
2
Buyer:
/
(b)
(c)
(d) (e)
expressly without any warranties, representations or guarantees, either expressed or implied, of any kind, nature, or type whatsoever, from or on behalf of the Seller and the Deed will contain appropriate disclaimers to this effect. Buyer acknowledges to and agrees with Seller and Auctioneer/Broker that with respect to the Property, Seller and Auctioneer/Broker have not, do not, and will not make any warranties or representations, expressed or implied, or arising by operation of law, including, but in no way limited to, any warranty as to the value, physical condition, square footage, environmental condition, zoning, good repair, operability, habitability, tenantability, suitability, merchantability, profitability, marketability, past or present compliance with any rules, regulations, covenants or restrictions, development potential or fitness for a particular use or purpose of the property. Buyer acknowledges that it is Buyer’s responsibility to make such legal, factual and other inquiries and investigations, as Buyer deems necessary with respect to the Property. Buyer acknowledges that Buyer has executed this Contract based solely on its own independent due diligence investigations and findings, and not in reliance on any information provided by SELLER OR Auctioneer/Broker or their affiliates, agents, officers, employees or representative. Buyer acknowledges that Buyer has not relied, and is not relying upon information, document, sales brochures or other literature, maps or sketches, projection, pro forma, statement, representation, guarantee or warranty (whether expressed or implied, oral or written, material or immaterial) that may have been given or made by or on behalf of the Seller or Auctioneer/Broker. Buyer shall look only to Seller, and not to Auctioneer/Broker, as to all matters regarding this Contract and the Property. The Auctioneer/Broker shall not be responsible or liable in any way if the Seller fails or refuses to or cannot close this transaction. Without in any way limiting the generality of the preceding subparagraphs (a) through (d), Buyer specifically acknowledges and agrees that Buyer hereby waives, releases and discharges any claim it has, might have had, or may have against Seller and Auctioneer/Broker with respect to the condition of the Property, either patent or latent.
9. PROPERTY INSPECTION. It is the Buyer’s sole responsibility to perform all inspections (physical, legal, economic, environmental, archeological or otherwise) on the Property and to be satisfied as to its condition prior to making an offer on the Property; review all property information and due diligence materials; independently verify any information Buyer deems important including information available in public records; and inquire of public officials as to the applicability of and compliance with land use and environmental laws building ordinances, zoning, health & safety codes, and any other local, state or federal laws and regulations. Buyer is responsible for the costs of all inspections, surveys, engineering reports,-environmental studies, including, but not limited to, lead-based paint tests, or for any other work performed at Buyer’s request and Buyer shall pay for any damage which occurs to the Property or to any person as a result of such activities. Buyer shall not permit any claims or liens of any kind against the Property for inspections, surveys, engineering reports, or for any other work performed on the Property at Buyer’s request. Buyer agrees to indemnify, protect and hold Seller and Auctioneer/Broker harmless against any liability, damage, cost or expense incurred, directly or indirectly, by Seller, as result of Buyer’s inspection, examination, or survey of the Property, either prior to, on or after the date hereof. This indemnity includes Seller’s right to recover all costs and expenses incurred by Seller to enforce this section, including Seller’s reasonable attorney’s fees. Buyer agrees to repair any damage caused by such inspections and to restore the Property to its condition prior to the inspection. This Paragraph 9 shall expressly survive the Closing and any termination of this Contract.
Seller:
/
3
Buyer:
/
10. TITLE. Buyer hereby acknowledges receipt of a title commitment (the “Title Commitment”) issued by the Closing Agent as agent for Ekmar Abstract & Title (“Closing Agent”), whose address is 1500 N Date St, Truth or Consequences, NM 87901. Buyer hereby agrees to accept title to the Property subject to (i) all standard exclusions and printed exceptions set forth in the Title Commitment,, including all matters that would be disclosed by a current and accurate survey of the Property; (ii) liens for taxes not yet due and payable; (iii) easements for public utilities affecting the Property: (iv) all other easements or claims to easements, covenants, restrictions and rights-of-way affecting the Property; (v) rights and claims of parties in possession; and (vi) all title exceptions referenced in Schedule B of the Title Commitment (the foregoing title matters are herein referred to as the “Permitted Title Exceptions”). Any applicable zoning ordinances, other land use laws and regulations, together with taxes for the current year and those matters, if any, which are waived by Buyer pursuant to this Paragraph 10, shall also be deemed Permitted Title Exceptions. At or prior to Closing, Seller shall satisfy all requirements on Schedule C which are the responsibility of Seller and Buyer shall satisfy all requirements on Schedule C which are the responsibility of Buyer. At Closing, Buyer, at its cost, shall cause the Title Insurer to issue and deliver to Buyer an owner’s policy of title insurance (the “Title Policy”) insuring Buyer’s fee simple estate in the Property in the amount of the Total Purchase Price, subject to the Permitted Title Exceptions. Buyer also acknowledges and agrees that: a. Maps and depictions included in the marketing material for the auction are for illustration purposes only and neither Seller, nor Auctioneer/Broker warrants or guarantees any of these materials or other information to be accurate or complete. b. Any fencing situated on the Property is not necessarily an indication of the Property boundary. c. Buyer shall be responsible for its own due diligence regarding the availability and/or accessibility of any utilities or the suitability for building on the Property. In addition, the Buyer shall be responsible for obtaining any and all permits for installation of utilities, wells, septic systems, and/or any costs related to such installation. Permits, tanks, meters, lines, and any other applicable fees shall be at the Buyer’s expense. d. Only the fixtures, machinery and equipment currently attached to or located upon the Property will be conveyed to Buyer. e. The Property is selling subject to restrictive covenants and easements as shown in the Title Commitment and the Survey. 11. FIXTURES AND PERSONAL PROPERTY. Only the fixtures, machinery and equipment currently attached to or located upon the Property will be conveyed to Buyer and no other personal property will be conveyed with the Property. If Exhibit B is attached, this is the list of inventory that would transfer. 12. TITLE DEFECTS. If the Title Commitment reveals a defect in title which is not one of the Permitted Title Exceptions, or if prior to the Closing a new defect in title is disclosed by an updated endorsement to the Title Commitment, which defect is not one of the Permitted Title Exceptions, prior to Closing Date, Buyer may either waive such defect or give written notice to Seller and Closing Agent no later than five (5) days from the date of discovery of such defect in title, whereupon Seller may, at its option, attempt to cure such defect prior to Closing or decline to cure such defect. If Seller is unable or unwilling to cure, on or before the Closing Date, any defect as to which Buyer has notified Seller as herein provided and if Buyer does not waive such defect on or prior to the Closing Date by written notice to Seller, this Contract shall be terminated without liability to either party and the Down Payment/Earnest Money Deposit shall be returned to the Buyer. Seller shall have the right, at its sole election, to extend the Closing Date by not more than Sixty (60) Days to attempt to cure any such defect in title.
Seller:
/
4
Buyer:
/
13. COMMISSIONS. (a) Brokerage. Buyer warrants and represents that Buyer [ ] is [ ] is not represented by a Buyer’s Broker in this transaction. If Buyer is represented by a Buyer’s Broker, the Buyer’s Broker’s name is: __________________________. The Buyer’s Broker must have performed all requirements of the Buyer Broker Registration as provided by the Auctioneer/Broker. Failure to properly register or comply with the provisions of the Guidelines will disqualify the Buyer’s Broker from receiving commission. (b) Agency Disclosure. Auctioneer/Broker has acted as agent for Seller in this transaction and is to be paid a commission by Seller pursuant to a separate written agreement between Seller and Auctioneer/Broker. (c) All commissions will include the commission amount plus NMGRT. 14. BREACH OF CONTRACT BY SELLER. If Seller defaults in the performance of any of its obligations pursuant to this Contract, and Closing fails to occur by reason thereof, Buyer, as its sole remedy, may terminate this Contract and receive the Down Payment/Deposit, or waive the default and proceed to Closing. In no event shall Seller or Auctioneer/Broker be liable for any damages including special, incidental or consequential damages, or economic loss and/or attorney fees. 15. BREACH OF CONTRACT BY BUYER. In the event the purchase and sale contemplated in this Contract is not consummated as a result of Buyer’s default, Buyer’s Down Payment/Earnest Money Deposit shall be forfeited to Seller, and Seller shall have all rights as allowed by law to file for damages, specific performance or cancellation of this transaction, with Buyer to be responsible for all costs of suit, including attorney’s fees and court costs. In addition, in the event that Seller is unable to collect on any check delivered by Buyer to Seller or Closing Agent, then, at Seller’s option, without notice, this Contract may be terminated immediately and any Down Payment/Earnest Money Deposit held by Seller or Closing Agent shall be paid to Seller, and Seller may pursue any rights and remedies available at law or in equity. 16. CASUALTY. Except as herein provided, all risk of loss with respect to damage to the Property shall be borne by Seller until the Closing; thereafter all risk of loss shall be borne by Buyer. In the event that the Property is, in the opinion of Seller, significantly damaged or is destroyed by fire or other casualty or hazard prior to Closing, Seller shall have the option to restore the Property to its pre- casualty condition or to cancel this Contract and Buyer’s Down Payment/ Deposit shall be returned as a complete and final settlement to Buyer of all Seller’s obligations hereunder. Should Seller desire to restore the Property to its pre-casualty condition, Seller shall so notify Buyer and thereafter have 120 days to complete such restoration, with the Closing Date to be postponed accordingly. 17. NOTICES. All notices under this Contract shall be deemed delivered when personally delivered or mailed postage prepaid, certified or registered mail, return receipt requested, or when delivery by a courier service to the addresses of the parties set forth in the preamble of this Contract.. Either party may change its address for notice purposes by giving written notice thereof to the other party in accordance with the terms hereof. A copy of all notices given hereunder shall be delivered to Auctioneer/Broker and Closing Agent. 18. WAIVER. No failure or delay on the part of Seller in exercising any right of Seller nor any action on the part of Seller or any course of dealing or partial performance shall be deemed a waiver of any right of Seller set forth herein or a modification of any terms set forth herein. 19. ENTIRE AGREEMENT; AMENDMENT. This written Contract and any Exhibits, Schedules and
Seller:
/
5
Buyer:
/
Addenda attached hereto and made a part of this Contract signed by Buyer constitute the entire and complete agreement between the parties hereto and supersede any prior oral or written agreements between the parties with respect to the Property. This Contract may not be amended, altered, modified or discharged except by an instrument in writing signed by the Buyer and Seller. 20. SEVERABILITY. The invalidity of any provision of this Contract shall not affect the validity or enforceability of any other provision set forth herein. 21. ASSIGNMENT. Buyer may not assign this Contract or Buyer’s rights hereunder without the prior written consent of Seller, which consent may be given or withheld in Seller’s sole discretion. 22. BINDING EFFECT. This Contract shall be binding upon and inure to the benefit of the parties hereto, and their respective successors, personal representatives, legal representatives, heirs and permitted assigns. 23. COUNTERPARTS. The Contract may be executed in one or more counterparts, each of which shall have the force and effect of an original, and all of which shall constitute but one document. 24. ACKNOWLEDGEMENT. The Buyer certifies that if Buyer is a natural person, he or she is of legal age and has full legal capacity and authority to understand, execute and deliver this Contract on behalf of himself or herself. If Buyer is a domestic or foreign entity Buyer represents to Seller that the party executing this Contract on behalf of such entity has the authority to execute this Contract on behalf of such entity, and that such entity shall be bound by the terms and conditions contained herein. 25. APPLICABLE LAW, JURISDICTION, AND VENUE. Applicable Law, Jurisdiction and Venue. This AGREEMENT shall be construed and interpreted in accordance with the laws of the State of New Mexico. 26. ATTACHMENTS. The Exhibits, Schedules and Addenda, if any, attached hereto are fully incorporated herein by reference for all purposes. IN WITNESS WHEREOF, the parties hereto have duly executed this Contract, as of the day and year first above written. SELLER:
SELLER:
Printed:
Printed:
Date:
Date:
BUYER:
BUYER:
Printed:
Printed:
Date:
Date:
Seller:
/
6
Buyer:
/
EXHIBIT A
Seller:
/
7
Buyer:
/
