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CONTRACT TO SELL
KNOW ALL
MEN BY THESE PRESENTS:
This CONTRACT is made and executed in Manila by and between:
BUILDERS 2000,
INC., a corporation duly organized and existing under and
by virtue the laws of the Philippines with principal office at
No. 38 Rosario Drive, Cubao, Quezon City, Metro Manila,
hereinafter referred to as the “VENDOR”, represented in
this act by its President, PAUL L. GO ;
- and -
___________________________________________________________________,
_______________________,residing
at
__________________________________
hereinafter referred to as the “VENDEE”.
WITNESSETH THAT:
WHEREAS, VENDOR is the owner and developer of the
condominium project known as Le Mirage de Malate, hereinafter
called the PROJECT, located at 2126 A. Mabini Street, Malate,
Manila;
WHEREAS, VENDEE proposes to buy and VENDOR agrees to sell
the hereinafter described Condominium UNIT in the PROJECT;
1.
THE UNIT PURCHASED. Condominium Unit No. _________
hereinafter called the UNIT located on the
______
floor of Le Mirage de Malate, with a floor area of _________
square meters more or less.
2.
PURCHASE PRICE AND TERMS OF PAYMENT.
a.) The purchase price is the lump price of PESOS
(Php
____________________
).
Discrepancy of not more than ten percent (10%) of the
UNIT’s approximate gross floor area as stated in this
Contract , in brochures, or price list and the actual area of
the UNIT when completed shall not result in the increase
or decrease of the selling price.
b.)
The amount of PESOS
(Php
_____________________
) shall be paid according to the following schedule:
(i.) DOWNPAYMENT: PESOS
Php__________________ payable in ____________________
(ii.) BALANCE: PESOS
Php
_________________ payable with __________ interest on
_________________ equal monthly installment of Php______________,
starting on ______________ until
___________.
c.)
The above term or period of payment is established for
the benefit of the VENDOR and the VENDEE to a rebate of the
interest, unless he/she/it has paid the full downpayment
plus at least twenty-four (24) monthly installments on the
balance.
d.)
If there are two or more VENDEES under this
contract, the obligation herein mentioned are deemed
contracted in a joint and solidary manner.
3.
VENDEE acknowledges and agrees that:
a.)
The unit being sold is bare and unfurnished. Any
furniture, equipment or accessories appearing in the plans and
brochures are for illustration purposes only and are not
included in the sale.
b.)
Parking spaces are limited and the right to the use
thereof is NOT included in the sale of the UNIT unless separate
contract is drawn up on the assignment of the right to us a
parking space, for which a separate consideration is to be paid.
Moreover, parking space is intended only for a regular sized
car.
c.)
Residential units shall be used exclusively for
residential purpose, commercial units only for commercial or
office use.
d.)
Notwithstanding the transfer of title to the VENDEE, no
unit may be converted for any other use/purpose without the
prior written consent of the VENDOR provided that no unit may be
devoted to any offensive, unlawful and/or immoral practice,
recruiting or other activities prohibited herein, which the
VENDOR may summarily abate and remove.
e.)
No unit may be used or leased as a hotel or motel room
nor may a residential unit be leased for less that one (1)
month.
f.)
Sale of beer, liquor or any intoxicating beverages in any
of the residential units in the PROJECT is strictly prohibited.
g.)
Violation of any of the forgoing restriction and those
stated in the Master Deed with Declaration of Restriction shall
make the VENDEE liable for damages to the VENDOR and the VENDOR
shall have the right to cancel this Contract to sell and forfeit
all payments made. In the event title to the unit has been
transferred to the VENDEE, VENDOR shall have the right to buy
back the UNIT by returning payments without need of any judicial
declaration. Similarly, VENDEE agrees to abide with the House
Rules and Regulations promulgated by the condominium
Corporation.
h.)
VENDEE has read and understood the provision of the
Master Deed with Declaration of Restrictions and hereby promise
and undertake to observe and comply as part of this Contract to
Sell. Vendee further agrees that he/she has examined the
complete plans and digest specifications for the Project made
integral part hereof by reference, particularly fire exits,
stairways and other common areas. VENDEE hereby manifests
his/her/its full conformity thereto.
Any
complaint of the VENDEE regarding the above structure and other
plans of the PROJECT, he/she must file his/her complain to the
DEVELOPER for arbitration or settlement. In case of failure of
settlement, the DEVELOPER shall automatically acquire the option
to buy the Unit at acquisition cost without interest and without
any judicial intervention.
i.)
Within ten (10) days from unit turnover, VENDEE shall
register with the VENDOR his/her/its written complaint on any
defect. Failure to register such complaint shall be deemed an
unqualified and unconditional acceptance of the UNIT and shall
constitute a bar for future complaint or action.
j.)
VENDEE is hereby allowed to make modification on the
plans and specification of the unit, subject for approval of the
VENDOR. VENDEE shall also pay for additional cost on account of
such modification upon such price, terms and conditions to be
agreed with the VENDOR.
k.)
VENDEE agrees that VENDOR may make alterations, revisions
and deletion (hereinafter called modifications) in the plans and
specifications, including the subdivision and building
components in any part of the PROJECT as VENDOR may deem
necessary. Accordingly, VENDOR may, among others, decrease the
land area; modify the number and configuration of the building,
height or number of floors, etc. depending on the exigencies of
the market. Additional, supplementary and/or revised plans
and/or specifications adequately by the VENDOR to the Housing
and Land Use Regulatory Board (HLURB) and/or other competent
authority for approval.
l.)
VENDOR reserves its right to construct other improvements
on available, unutilized or vacant land or space on top of
surrounding or adjacent to the building and hereby reserves
their ownership.
m.)
The roof top or roof deck or parts thereof are hereby
reserved by the VENDOR for its own use for VENDOR’s future
development for construction of additional Units/floors.
n.)
VENDEE is aware that the modifications treated in
paragraphs J, K, K & M thereof may result in a change of area of
any unit, the subdivision of a unit, consolidation of a two or
more units or portion thereof and/or creation of additional
units in the PROJECT VENDEE hereby irrevocably appoints VENDOR
as his/her/its attorney-in-fact with full power to sign, execute
and deliver on his/her/its behalf any document voting for and/or
expressing consent to the corresponding amendment of the Master
Deed and Declaration of Restriction and other paper/documents
necessary in obtaining approval, registration and amendment of
the condominium certificates of title covering the units
affected by the modification and/or the issuance of condominium
certificates of title on the additional units.
o.)
In case the VENDEE shall have a complaint on the
conditions of his/her unit such as leakage and other defects due
to construction defects, the Vendee who shall not be willing to
pay his/her monthly amortization to the VENDOR, shall deposit
all his/her payments in a reputable bank under the account of
the VENDOR provided that all interest that may accrue, shall
pertain and belongs to the VENDOR shall automatically have the
options to buy back the unit and refund all payments made by the
Vendee without interest or any kind of penalties.
p.)
If Vendee shall turn out to be a troublesome in the
premises and shall constitute a problem to the peace and order
of the building, VENDOR shall have the right to pay back all
his/her payments without interest and eject him/her from the
premises summarily without prejudice to any action, civil or
criminal that may be filed in court.
4.
CONDITIONS OF PAYMENT.
a.)
Failure and the VENDEE to pay any installment on its due
date shall grant the VENDOR the option to demand payment of the
amount remaining unpaid together with penalties accrued thereon
or cancel or rescind this Contract subject however to the
provisions of Section II.
b.)
No delay omission in exercising any right granted the
VENDOR under this Contract shall be construed as a waiver
thereof and the receipt by VENDOR of any payment made in a
manner or time other than as herein provided shall not be
construed as a modification of the terms hereof. In the event
VENDOR accepts payment after due date, such payment shall
include an additional sum to cover penalties on the delayed
installment at the rate of 1/10 of 1% per day of delay of the
monthly installment/amortization, compounded until then arrears
are fully paid. Acceptance of said payment shall not be
construed as condoning or excusing any subsequent failure, delay
or default by the VENDEE.
c.)
VENDOR reserves the right to determine the application of
payments made by the VENDEE. Unless otherwise indicated by in
VENDOR’S Official Receipt, payment shall be first applied to the
penalty then interest, and thereafter, the balance shall be
credited to the principal indebtedness due.
d.)
All payments due under this Contract shall be made by the
VENDEE at the VENDOR’s office without the necessity to demand.
No collector will be employed and only official receipts duly
issued by the VENDOR shall be recognized as valid and binding.
A payment given to brokers and/or VENDOR’s employees for
transmittal or safekeeping is recognized only from issuance of
VENDOR’s Official Receipt.
e.)
VENDEE recognizes the right of the VENDOR to assign its
receivable under this Agreement. As well as VENDOR’S right to
mortgage the PROJECT including the title covering the UNIT
provided that upon VENDEE’s full payment of the purchase price,
the title to the unit shall be delivered free from any lien and
encumbrances.
f.)
In the event of any supervening change (such as
inflation, or deflation, depreciation, devaluation or
revaluation) in the value or purchasing power of the Philippine
Currency, during the efficacy of his Contract, due to any reason
whatsoever, the basis of payment of succeeding installments or
the outstanding balance of the purchase price shall be the value
of the Philippine Peso at the time of the execution of this
Contract base on the consumer price index. With or without any
official declaration, a surpervening change in the value or
purchasing power of the Philippine Peso shall be deemed to exist
in case there is an increase or decrease of more the FIFTEEN
PERCEN (15%) in the Consumer Price Index (CPI) as set forth in
the figures released by the National Census and Statistics
Office or the Central Bank of the Philippines or by any office
or agency of the government. In such an occurrence, a
proportionate adjustment of the purchase price and/or the unpaid
balance or installment under this contract shall be affected.
5.
DELIVERY OF THE UNIT
a.)
Upon completion of the Unit(s), the VENDOR shall notify
the VENDEE for Turnover of the Unit in writing. If
VENDEE is not in default, possession of the UNIT shall be
delivered to him/her. Sixty (60) days after the receipt by
VENDEE of VENDOR’s written notice of Turnover of the UNIT, all
risk of loss or damage to the UNIT and obligations, assessments,
condominium dues and other related assessments provided for in
the Master Deed and in the Articles of Incorporation and By-Laws
of the Condominium Corporation shall be for the account of the
VENDEE.
b.)
VENDEE shall be deemed to have taken possession of the
UNIT in any of the following or analogous instances: (1)
VENDEE’s receipt of DEVELOPER’s notice of Turnover; (2) when
VENDEE actually occupies the UNIT; (3) when VENDEE commences to
introduce improvements, alternations, furnishing, etc.; (4) when
VENDEE takes or receives the keys to the UNIT.
c.)
The right of the Vendee to lease/rent his/her unit shall
be subject to the following restrictions provided under the
Master Deed with Declaration of Restrictions, and other
requirements imposed by the Vendor and/or Condominium
Corporation, as follows:
1.
Application for lease and Contract shall be prescribed by
the Vendee which shall first be presented to the Vendor and/or
Condominium Corporation for approval before the Vendee enter
into such contract;
2.
Vendee shall first clear his/her account with the Vendor
and/or Condominium corporation before the execution of the Lese
Contract;
3.
The provision of the Master Deed with Declaration of
Restrictions and the Rules and Regulations promulgated by the
vendor and/or Condominium Corporation shall form part of the
Contract of Lease.
4.
Vendee agrees to comply with the standard rate of rental
that may set by the VENDOR.
6.
CONDOMINIUM CORPORATION AND MANAGEMENT:
a)
VENDOR and its representatives and hereby authorized and
empowered to organize and Incorporate as LE MIRAGE DE MALATE
Condominium corporation hereinafter referred to as the
“CONDOMINIUM CORPORATION” for principal purpose of holding title
to all common or limited common areas in the PROJECT for the
common benefits of all unit owners.
b)
The VENDOR, in consideration of any sales contract or any
deed of conveyance that it may execute or has executed with any
unit buyer or with the condominium corporation involving the
property to be conveyed by the VENDOR, shall be deemed to have
been conferred, as it is hereby expressly conferred an
irrevocable Special Power of attorney from all buyers and from
the Condominium Corporation of LE MIRAGE DE MALATE, for a period
of five (5) years from turn over of the PROJECT, to exclusively
and/or unilaterally amend, modify or repeal the Master Deed with
Declaration of Restrictions. This power to amend, modify or
repeal the Master Deed shall be considered as incorporated in
all such contracts executed or to be executed by the VENDOR with
any unit buyer and be deemed an integral part thereof which
shall bind not only the unit buyers but also their respective
transferees, successors, assigns or subsequent right holders.
It is
hereby provided that in consideration of the VENDOR’s conveyance
to the properties covered by Transfer Certificate of Title
252662 in favor of Le Mirage de Malate Condominium
Corporation, the VENDOR is considered granted, as it is hereby
expressly granted an irrevocable special power of attorney, for
the whole period of five (5) years from turn-over of the
PROJECT, to represent all the units within the PROJECT with full
power and authority to vote the appurtenant or percentage
interests of all units in the said Condominium Corporation and
this power shall be considered as a limitation, restriction or
encumbrance running with the land so conveyed and all the
condominium units therein to be constructed and shall bind all
unit owners, their successors, transferees, assigns or right
holder. The non-exercise by the VENDOR of its rights herein
specified shall not be considered as a waiver or relinquishment
of such right and this power shall remain in full force and
effect for the whole period of five (5) years from turn-over of
the PROJECT and shall be binding to all unit owners.
c)
Membership in the CONDOMINIUM CORPORATION is necessary
appurtenance of the UNIT, VENDEE’s interest in the CONDOMINIUM
CORPORATION shall be equal to his/her/its appurtenance Unit
share in the PROJECT.
d)
Failure of the VENDEE to pay for water, electrical
charges or common and/or separate assessments imposed on his/her
UNIT for the period of two (2) months or more, shall authorize
the VENDOR or the CONDOMINIUM CORPORATION as the case may be,
without incurring any liability therefore, to automatically
disconnect said water and/or electrical facilities.
e)
Only unit owners in good standing are entitled to vote or
have voting rights in any meeting of the Condominium Corporation
when votation is called for. The voting rights of the owners
who are not in good standing and the amortizing buyers shall be
exercised by to the Condominium Corporation and to the VENDOR
respectively, until such time as the respective obligation to
the Condominium Corporation or to the VENDOR are fully complied
with. A unit owner in good standing is one who has fully paid
for his UNIT and who is up-to-date in the payment of Condominium
dues and other assessments made by the Condominium Corporation.
f)
VENDOR or the Condominium Corporation shall have the
authority to oversee manage and regulate the use and enjoyment
of the facilities existing in the PROJECT and to issue rules and
regulations for the purpose including impositions of penalties
for noncompliance which are binding upon the VENDE.
7.
ASSESSMENT AND EXPENSES.
a)
VENDEE shall pay Condominium dues or fees to finance
services for the comfort, security, sanitation, taxes, insurance
and common needs of Unit OWNERS in the PROJECT.
b)
Real taxes for the UNIT shall be borne and paid by the
VENDEE from and after the date he/she/it receives the notice of
completion of Unit.
c)
Documentary stamp taxes, transfer taxes, VAT,
registration fees and other expenses required to transfer title
to the UNIT shall be for the account of the VENDEE. Capital gain
tax shall be borne by the VENDOR.
d)
The interest of the VENDOR over the Unit, such as the
unpaid balance of the purchase price and unpaid advances shall
be superior to the lien arising from nonpayment assessment or
other liens and encumbrances as provided for in the Condominium
Act.
8.
TITLE AND THE OWNERSHIP OF THE UNIT.
a)
The VENDOR shall execute a Deed of Absolute Sale
conveying to the VENDEE it’s title, rights and interest in the
UNIT/s as soon as the following shall have been accomplished:
1.
Payment in full of the purchase and all interest,
penalties, other charges as not limited to telephone, cable,
electric water connections and deposit which may have accrued or
advanced by the VENDOR and all other obligations under this
Contract.
2.
Completion of the construction.
3.
Issuance by the Registry of Deeds of Manila of the
individual condominium certificates of title covering the units
in the PROJECT.
4.
Organization of a Condominium Corporation composed of
unit owners in the PROJECT.
5.
Payment to the condominium corporation of a member’s
contribution which shall be equivalent to at least three (3)
months of basic Condominium Corporation dues.
b)
The title, right and interest in a Unit shall be subject
to the provisions of the Condominium Act, the Master Deed and
Declaration of Restrictions, the Articles and By-Laws of the
Condominium Corporation and existing laws.
c)
In the event that the Deed of Absolute Sale is executed
prior to the settlement of Condominium Corporation dues,
electric and water deposits, insurance, and other advances/fees
as may be imposed/incurred due to VENDEE’s financing
requirements, the VENDOR shall not deliver the UNIT until such
time as all of VENDEE s payables are settled in full.
9.
ASSIGNMENT. The VENDEE may not assign, hypothecate this contract
or any right or interest there on or in the Unit without the
prior written consent of the VENDOR who reserves the option and
sole discretion to approve or disapprove any such assignment. In
case VENDOR decides to approve the assignment, VENDEE shall pay
the VENDOR a transfer fee in the amount of not less than Php
10,000.00
10
ENTIRE CONTRACT. This Contract of Sell constitutes and embodies
the entire agreement between the parties. No other terms and
condition, verbal or otherwise not herein agreed upon, unless
such change, extension, addition or alteration is in writing,
duly signed by both parties. VENDEE hereby appoints and
authorizes VENDOR as it’s his AGENT COUPLED WITH INTEREST to
caused the cancellation of the annotation of this Contract to
Sell on the Certificate of Title, in case VENDOR rescinds the
Contract due to VENDEE s default or violation of this Contract.
11.
DEFAULT PENALTY.
a.)
If VENDEE fails to pay the full downpayment,
any installment due, penalty, interest, taxes and assessment
thereon, if any, this Contract shall be automatically rescinded
thirty (30) days after service by the VENDOR to the VENDE of a
notarized NOTICE OF CANCELLATION OR RESCISSION. In such event,
any and all sums of money paid under this Contract together with
all the rights and interest to all the improvements made on the
premises shall be considered as liquidated damages, and
forfeited in favor of the VENDOR subject to the provisions of
Republic Act 6555 in relation to PD 957. The sending of
notarized NOTICE OF CANCELLATION OR RESCISSION by registered
mail to VENDEE s above address shall be deemed sufficient
service for the purpose, irrespective of whether or not it was
personally received by the VENDEE.
b.)
In case of cancellation or rescission of this Contract
for nonpayment, VENDOR is entitled to make immediate possession
of the UNIT together with the improvements thereon and should
the VENDEE shall be deemed a mere intruder or unlawful detainer,
without any right, title, interest of any kind or character to
said unit and improvements. The VENDOR shall be at liberty to
dispose of and sell said UNIT together with the improvement to
any other person in the same manner as if this contract had
never been executed or entered into.
12.
Should any condition arise beyond the control of the
VENDOR which renders the completion of the PROJECT impossible,
then the VENDOR may consider itself relieved from any and all
obligations arising from this agreement, provided it shall
reimburse to the VENDEE, WITHOUT interest, whatever sum it may
have received from the VENDEE under and by virtue of this
agreement. In such event, all constructions on the UNIT and the
PROJECT shall remain the property of the VENDOR.
13.
ASSIGNGMENT OF WARRANTIES. The VENDOR assigns to the
CONDOMINIUM CORPORATION, for the pro-rata benefits of all unit
owners, available warranties from contractors and/or suppliers.
The VENDOR has no other liability for warranty or similar claims
other than the obligation to assign such warranties from
contractors and/or suppliers.
12.
MISCELLANEOUS PROVISIONS.
a) The
VENDEE shall notify the VENDOR in writing of any damage in
his/her/its mailing address. Should VENDEE fail to do so,
his/her/its address stated in this Contract shall remain
his/her/its address for all purposes including but not limited
to the transmitting or service of all notices, court summons or
messages relating to this Contract and/or required law.
b)
Should any provision of this contract be declared unenforceable
or void, the other provisions shall not be affected and shall
remain valid and in full force and effect.
c)
VENDEE must accredit with the VENDOR his/her/its contractor for
the finishing works on the interiors of his/her/its UNIT. To
ensure the proper conduct of said works, VENDEE shall post a
cash bond of Php100, 000.00 before commencing with the works.
Said bond shall be turned upon completion of the construction,
after deducting costs for utilities, damage to common area units
and liability to third parties.
Manila,
Philippines ____________________, 200___.
BUILDERS
2000, INC.
(Vendor)
TIN :
Represented by
PAUL L.
GO
________________________
President
Vendee
Signed in
the Presence of :
________________________
__________________________
REPUBLIC
OF THE PHILIPPINES
) S.S.
BEFORE ME, a Notary Public for and in the City of _____________,
Philippines, this day of _________________, 200_____ personally
appeared, known to me to be the same persons who executed the
foregoing Contract to Sell and they acknowledged to me that the
same is their own free act and voluntary deed, as well as that
of the corporations they represent. Their Community Tax
Certificates are as follows :
1.
Builders 2000, Inc.
Represented by
2.
Paul L. Go
3.
This document consisting of seven (7) pages including this page
on which acknowledgement is written, refers to the sale a
condominium unit situated in Malate, Manila, and has been
signed by the parties and their instrumental witnesses on each
and every page thereof.
WITNESS MY HAND this _______ day of ______________ 200____.
Doc.
No. ______________
Page
No. ______________
Book
No. ______________
Series
of ______________
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