This particular form is widely used in residential real estate transactions throughout the Capital Region. After you have reviewed it, please specifically comment on the following:1. Paragraph 3 Items Included in Sale. Think about potential issues if you are the Buyer. Note the items are sold "as is". How does that affect you as a buyer? This category is also concerned with what personal property items are included. What are fixtures? Think. For example is a shed a fixture or is it personal property?

2. Paragraph 11 Inspections. Look at what the definition of what a major structural defect is. Are there loop holes in the definition? Example? Is toxic mold a structural issue?

3. Paragraph 12 Conditions Affecting Title & Paragrpah 13 Deed need to be considered together. What is a warranty deed, and what is a lien covenant? Section 13 of the New York State Lien Law will provide some guidance and is referenced in the Mini-Lecture.

For some bonus credit, tell me any other concerns you might have with this form. Clue: this form is far from perfect. Notice for example- no attorney fee reimbursement clause in the event of a lawsuit for breach of contract. What happens if you are the buyer and the bank appraisal value does not equal the price you are paying? do you still have to go forward with the tranasaction?

Q CAPITAL REGION MULTIPLE LISTING SERVICE, INC. E'I'p'u'it'dtt't STANDARD FORM CONTRACT FOR PURCHASE AND SALE OF REAL ESTATE muons THIS IS A LEGALLY BINDING CONTRACT. IF NOT FULLY UNDERSTOOD, WE RECOMMEND ALL PARTIES TO THE CONTRACT CONSULT AN ATTORNEY BEFORE SIGNING. 1. IDENTIFICATION OF PARTIES TO THE CONTRACT A. SELLER The Seller is residing at ' . (the word " alter" refers to each and all parties who have an ownership interest in the property). B. PURCHASER The Purchaser Is residing at (the word " urcIIaseF refers to each and all of those who signed below as Purchaser). 2. PROPERTY TO BE SOLD The property and improvements which the Seller Is agreeing to sell and which the Purchaser ls agreeing to purchase is known as ' - located tn the city. village or town of in County, State of New York. This property includes all the Seller's rights and privileges, if any. to all land. water. streets and roads annexed to. and on all sides of the property. The lot size of the property is approximately 3. ITEMS INCLUDED IN SALE Awnings Heating/Central Air Storm & Screen Doors Builtin Appliances & Cabinets Lighting Fixtures & Paddle Fans Storm Windows 8. Screens Built-in Closet Systems ' Plumbing Fixtures Smoke & Carbon Monoxide Detectors Drapery Rods 8. Curtain Rods Pumps Television Aerials 8: Satellite Dishes Electric Garage Door Opener(s) & Remotets) Securlty & Alarm System(s) Wall-to-Wall Carpeting, as placed Fencing Shades & Blinds Water Filters & Treatment Systems Fireplace Insert. Doors and/or Screen Shrubs. TreesI Plants The items listed above. if new in or on said premises. and owned by the Seller free from all liens and encumbrances. are included in the sale "as is". on the date of this offer, together with the following items: 4. ITEMS EXCLUDED FROM SALE The following Items are excluded from the sale 5. PURCHASE PRICE The purchase price is DOLLARS ($ W A. 35 deposit with this contract and held pursuant to paragraph 16 herein 3- $ additional deposit on 7 C. $ in cash, certied check. bank draft or attorney escrow account check at closing D. $ 6. MORTGAGE CONTINGENCY A. This Agreement Is contingent upon Purchaser obtaining approval of a El Conventional. El FHA or E) VA (it FHA or VA. see attached required addendum) or mortgage loan of $ for a term of not more than years at an initial El xed or El adjustable nominal interest rate not to exceed percent. Purchaser agrees to use diligent efforts to obtain said approval and shall apply for the mortgage loan within business days after the Seller has accepted this contract. Purchaser agrees to apply for such mortgage loan to at least one lending institution or licensed mortgage broker. Upon receipt of a written mortgage commitment or in the event Purchaser chooses to waive this mortgage contingency. Purchaser shall provide writing to of Purchaser's receipt of the mortgage commitment or of Purchaser's waiving of this contingency. Upon receipt of such notice this contingency shall be deemed waived or satisfied as the case may be. In the event notice as called for in the preceding sentence has not been received on or before , then either Purchaser or Seller may within five business days of such date terminate, or the parties may mutually agree to extend, this contract by written notice to Upon receipt of termination notice from either party, and in the case of notice by the Purchaser, proof of Purchaser's inability to obtain said mortgage approval, this agreement shall be cancelled, null and void and all deposits made hereunder shall be returned to the Purchaser. B. Seller's Contribution: At closing, as a credit toward prepaids, closing costs and/or points, Seller shall credit to Purchaser $ or % of the _ Purchase Price or O mortgage amount. Page 1 of 4 Purchaser's Initials Seller's Initials 1/1/2010 Produced with ZipForm@ by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zipLogix.com test 1 2010 7. MORTGAGE EXPENSE AND RECORDING FEES The Mortgage Recording Tax imposed on the mortgagor, mortgage and deed recording fees, expenses of drawing papers and any other expenses to be incurred in connection with procuring a mortgage, shall be paid by the Purchaser. 8. OTHER TERMS (if any) 9. TITLE AND SURVEY A [ 40-year abstract of title, tax search and any continuations thereof, or a _ fee title insurance policy, shall be obtained at the expense of L Purchaser or Seller. (If both boxes are checked, the option of whether an Abstract of Title or fee policy is provided shall be that of the party paying for same.) The Seller shall cooperate in providing any available survey, abstract of title or title insurance policy information, without cost to Purchaser. The Purchaser shall pay the cost of updating any such survey or the cost of a new survey. 10. CONDITIONS AFFECTING TITLE The Seller shall convey and the Purchaser shall accept the property subject to all covenants, conditions, restrictions and easements of record and zoning and environmental protection laws so long as the property is not in violation thereof and any of the foregoing does not prevent the intended use of the property for the purpose of ; also subject to any existing tenancies, any unpaid installments of street and other improvement assessments payable after the date of the transfer of title to the property, and any state of facts which an inspection and/or accurate survey may show, provided that nothing in this paragraph renders the title to the property unmarketable 11. DEED The property shall be transferred from Seller to Purchaser by means of a Warranty Deed, with Lien Covenant, or deed, furnished by the Seller. The deed and real property transfer gains tax affidavit will be properly prepared and signed so that it will be accepted for recording by the County Clerk in the County in which the property is located. If the Seller is transferring the property as an executor, administrator, trustee, committee, or conservator, the deed usual to such cases shall be accepted. 12. NEW YORK STATE TRANSFER TAX, ADDITIONAL TAX AND MORTGAGE SATISFACTION The Seller shall pay New York State Real Property Transfer Tax imposed by Section 1402 of the Tax Law and further agrees to pay the expenses of procuring and recording satisfactions of any existing mortgages. If applicable, the Purchaser shall pay the Additional Tax (a/k/a the "Mansion Tax" or "Luxury Tax") imposed by Section 1402-a of the Tax Law on transfers of $1,000,000 or more. 13. TAX AND OTHER ADJUSTMENTS The following, if any, shall be apportioned so that the Purchaser and Seller are assuming the expenses of the property and income14. 15. 16. to Purchaser. If the offer is accepted by the Seller. all deposits will be held in escrow by the Listing Broker and deposited into the Rents and security deposits. Seller shall assign to Purchaser all written leases and security deposits affecting the premises. Taxes, sewer. water. rents. and condominium or homeowner association fees Municipal assessment yearly installments except as set forth in item "10". Fuel. based upon fair market value at time of closing as conrmed by a certication provided by Seller's supplier. RIGHT OF INSPECTION AND ACCESS Purchaser and/or representative shall be given access to the property for any tests or inspections requlred by the terms of this contract upon reasonable notice to the Seller or a representative. Purchaser andlor a representative shall be given the right of _ inspection of the property. at a reasonable hour, within 48 hours prior to transfer of title. TRANSFER OF TITLEI'POSSESSION The transfer of title to the property from Seller to Purchaser will take place at the ofce of the lender's attorney If the Purchaser obtains a mortgage loan from a lending institution. Otherwise, the closing will be at the office of the attorney for the Seller. The closing will be on or before . Possession shall be granted upon transfer of title unless cthenrvise mutually agreed upon in writing signed by the parties. In compliance with regulation 175.23 of the NYS Department of State all real estate brokers involved in the sale are to be provided a copy of the nal HUD-1 or closing statement at transfer of title. DEPOSITS It is agreed that any deposits by the Purchaser are to be deposited with the Listing Broker at as part of the purchase price. If the Seller does not accept the Purchaser's offer. all deposits shall be returned PPFP Listing Broker's escrow account in the institution identied above, until the contingencies and terms have been met. The Purchaser will receive credit on the total amount of the deposit toward the purchase price. Broker shall then apply the total deposit to the brokerage tee. Any excess of deposit over and above the fee earned will go to the Seller. If the contingencies and terms contained herein cannot be resolved, or in the event of default by the Seller or the Purchaser. the deposits will be held by the Broker pending a resolution of the disposition of the deposits. If the broker holding the deposit determines. in its sole discretion, that sufficient progress is not being made toward a resolution of the dispute that broker may commence an interpleader action and pay the deposit monies Into Supreme court of the county where the property is located. The Broker's reasonable costs and expenses. Including attorney's fees. shall be paid from the deposit upon the resolution of the lnterpleader action and the remaining net proceeds of the deposit shall be disbursed to the prevailing claimant. In the event the deposit ls Insufcient to cover the broker's entitlement, the non-prevailing party shall pay the remaining balance. Page 2 of 4 Purchaser's Initials Seller's Initials 1/1/2010 Produced with leForrn hyzlchgix 13070 Fifteen Mlle Road, Fraser. Michigan 48026 Ward m: 1 2010 17. TIME PERIOD OF OFFER Purchaser and Seller understand and agree that. unless earlier withdrawn. this offer is good until am. pm. 19. . . and if not accepted by the Seller priorto that time, then this offer becomes null and void. . REAL ESTATE BROKER AND COOPERATING BROKER COMPENSATION REAL ESTATE BROKER: The Purchaser and Seller agree that and brought about the sale, and Seller agrees to pay the Brokerage commission as set forth in the listing agreement and Purchaser agrees to pay brokers' commission as set forth In the buyers broker agreement. if applicable. COOPERATING BROKER COMPENSATION: The Cooperating Broker shall be paid % of the purchase price or no ater than closmg. The amount paid shall be credited to the Purchaser as part of the purchase price and to the Seller as part of the commission due the listing broker. The Cooperating Broker agrees to apply this amount against its commission under any agency agreement with Purchaser. Nothing herein shall be deemed to have altered the agency relationships disclosed. ATTORNEY APPROVAL This agreement is contingent upon Purchaser and Seller obtaining approval of this agreement bv their attornev as to all matters. This agreement is contingent upon Purchaser and Seller obtaining approval of this agreement by their attorney as to all matters, without limitation. This contingency shall be deemed waived unless Purchaser's or Seller's attorney on behalf of their client notifies in writing, as called for in paragraph "23", of their disapproval of the agreement no later than . If Purchaser's or Seller's attorney so notifies, then this agreement shall be deemed cancelled, null and void, and all deposits shall be returned to the Purchaser. 20. CONDITION O The buildings on the premises are sold "as is" without warranty as to condition, and the Purchaser agrees to take title to the buildings "as is" in their present condition subject to reasonable use, wear, tear and natural deterioration between the date hereof and the closing of title: except that in the case of any destruction within the meaning of the provisions of Section 5-1311 of the General Obligations Law of the State of New York entitled Uniform Vendor and Purchaser Risk Act, " said section shall apply to this contract. 21. INSPECTIONS: This agreement is contingent upon all of the following provisions marked with the parties' initials. All those provisions marked with "NA" shall not apply. Purchaser/ Seller (Initial) STRUCTURAL INSPECTION: A determination, by a New York State licensed home inspector, registered architect or licensed engineer, or a third party who is or other qualified person, that the premises are free from any substantial structural, mechanical, electrical, plumbing, roof covering, water or sewer defects. The term substantial to refer to any individual repair which will reasonably cost over $1500 to correct The following buildings or items on the premises are excluded from this inspection: WOOD DESTROYING ORGANISMS (Pest, Termite Inspection): A determination by a Certified Exterminator or other + qualified professional that the premises are free from infestation or damage by wood destroying organisms. SEPTIC SYSTEM INSPECTION: A test of the septic system by a licensed professional engineer, licensed plumber, septic system contractor, County Health Department, or other qualified person indicating that the system is in working order. WELL WATER FLOW AND/OR QUALITY TESTS: (1) A potability water quality test to meet the standards of the New York State Department of Health to be performed by a New York State approved laboratory, (2) any chemical, metal, inorganic or other tests as the Purchaser may request, and (3) a flow test to be performed indicating a minimum flow of sufficient quantity to: (a) obtain mortgage financing on subject property; and/or to produce gallons per minute for hours RADON INSPECTION: The Purchaser may have the dwelling located on the property tested by a reputable service for the presence of radon gas. The Seller agrees to maintain a "closed house condition" during the test. "Closed-house condition" shall mean that the Seller shall keep the windows closed and minimize the number of times the exterior doors are opened and the time that they are left open. The Seller agrees to comply with all reasonable requirements of the testing service in connection with the test, provided such compliance shall be at no cost to the Seller. If the test reveals that the level of radon gas is four (4) picocuries per liter or higher, the presence of radon gas shall be deemed grounds for cancellation of the contract. All tests and/or inspections contemplated pursuant to this paragraph "21" shall be completed on or before and at Purchaser's expense, and shall be deemed waived unless Purchaser shall notify pursuant to paragraph "23" of this agreement, no later than of failure of any of these tests and/or inspections. If Purchaser so notifies, and further supplies written confirmation by a copy of the test results and/or inspection report(s), or letter(s) from inspector, then this entire agreement shall be deemed cancelled, null and void and all deposits made hereunder shall be returned to Purchaser or, at Purchaser's option, said cancellation may be deferred for a period of ten (10) days in order to provide the parties an opportunity to otherwise agree in writing. Page 3 of 4 Purchaser's Initials Seller's Initials 1/1/2010 Produced with ZipForm@ by zipLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zipLogix.com test 1 201022. ADDENDA AND MANDATED FORMS: The following attached addenda are a part of this Agreement. A. m w D F. 23. NOTICES All notices contemplated by this agreement shall be in writing, delivered by (a) certified or registered mail, return, receipt requested, postmarked no later than the required date; (b) by telecopier/facsimile transmitted by such date; or (c) by personal delivery by such date 24. ENTIRE AGREEMENT This contract contains all agreements of the parties hereto. There are no promises, agreements, terms, conditions, warranties, representations or statements other than contained herein. This agreement shall apply to and bind the heirs, legal representatives, successors and assigns of the respective parties. It may not be changed orally. The parties agree that the venue for any issues concerning this contract shall be the county in which the property is located. O (If checked) SUBJECT TO ATTACHED COUNTER OFFER, DATED Time Dated: Time Dated: Purchaser Seller Purchaser Seller Selling Broker Listing Broker The following is for informational purposes only: PLEASE COMPLETE Attorney for Purchaser: Attorney for Seller: Name: Name: Fax: Phone: Fax: Phone: Email Address: Email Address: Selling Agent: Listing Agent: Name/Firm: Name/Firm: Phone: Fax: Phone: Fax: Email Address: Email Address