Special Stipulations

Campbell & Brannon

The Special Stipulation language provided herein is the property of Campbell & Brannon and is solely for use by real estate agents in their normal course of business. The sharing of this language with any non-agent is strictly prohibited.

C&BSS1

Condominium Documentation

All parties acknowledge that lender, as part of the condominium approval, requires appropriate documentation including but not limited to the condo association bylaws and covenants and any amendments thereto, notices of special assessments, master insurance policies, financial statements including the most recent budget, and meeting minutes from the most recent [insert number] board meetings. As time is of the essence, Seller shall provide Buyer with any and all such aforementioned documentation and information within ___ days of binding agreement date. Should Seller fail to provide ALL of the above referenced documentation within ___ days of binding agreement date, Buyer shall have the right to terminate this Agreement with no penalty and a refund of all Earnest Money.

C&BSS2

Condominium Master Insurance Policy Coverage Protection for Buyer

All parties agree that this Agreement is expressly contingent upon Buyer’s lender obtaining conventional FNMA or Freddie Mac loan approval for the condominium (as to the condominium building as a whole and unrelated to Buyer’s individual loan qualification). Should this contingency not be satisfied by the Date of Closing, Buyer shall have the right to terminate this Agreement without penalty and with full refund of all Earnest Money.

C&BSS3

Condominium Questionnaire & Financing Contingency

This Agreement shall be contingent upon the condominium in which the unit is located being eligible for financing and approved by Buyer’s lender. If Buyer obtains written notice from Buyer’s lender indicating that (1) it is declining Buyer’s loan application because the condominium in which the unit is located is ineligible for financing or (2) Buyer’s lender is unable to determine whether the condominium in which the unit is located is eligible for financing because the association or management company for the condominium has not provided sufficient information (documents) for the lender to make such a determination; or (3) that the condominium’s master insurance policy does not meet the underwriting guidelines, then Buyer may terminate this Agreement by providing written notice to Seller, along with the notice from Buyer’s lender, within ____ days from receipt of documents. If Buyer timely provides such notice, then the Earnest Money shall be returned to Buyer. If Buyer does not timely provide such notice, then the contingency contained in this paragraph shall be waived and of no further force or effect. This contingency is applicable irrespective of whether there is any loan, financing, or all cash, contingency exhibit attached hereto and shall survive the expiration, wavier, or satisfaction of the same.

C&BSS4

Condo Document Delivery (With Due Diligence)

Within ___ days of the Binding Agreement Date, Seller shall provide Buyer with copies of the current legal and financial documents for ____________ Condominium Association, including but not limited to, the Declaration of Condominium and Covenants Rules and Restrictions, as well as any and all amendments thereto, the current By-Laws, the 20___ Budget, notices of proposed special assessments, and Meeting Minutes for the most recent ___ board meetings.

C&BSS5

Condo Document Delivery (No Due Diligence)

Within ___ days of the Binding Agreement Date, Seller shall provide Buyer with copies of the current legal and financial documents for ________Condominium Association, including but not limited to, the Declaration of Condominium and Covenants Rules and Restrictions, as well as any and all amendments thereto, the current By-Laws, the 20___ Budget, master insurance policy, notices of proposed special assessments, and Meeting Minutes for the most recent __ board meetings. For and in exchange of the sum $10.00 and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Buyer has the right to terminate this Agreement within 7 days of the Binding Agreement Date if all the documents described in this paragraph are not provided to Buyer or if Buyer deems anything in said documents to be unacceptable to Buyer.

C&BSS6

Condominium Contingency

All parties agree that should the lender not obtain lending approval of condominium (as to the condominium project as a whole and unrelated to Buyer’s loan qualification) by [INSERT CONTINGENCY DATE], Buyer may terminate with no penalty and Buyer shall be entitled to earnest money.

C&BSS7

Appraisal Gap Contingency

All parties hereby acknowledge that any Appraisal Contingency Clause is hereby amended to reflect the following terms: If any appraisal is for less than the purchase price, Buyer shall be responsible to deliver any additional funds needed for closing to satisfy the difference between the lower appraised value and the agreed upon purchase price of the Property up to an amount not to exceed $______________ (The Variance). Any difference in appraised value and the purchase price that is equal to or lesser than the Variance will not be grounds to terminate this Agreement. However, if the difference in appraised value and the purchase price is greater than the Variance, Buyer shall not later than ____ days from the Appraisal delivery date have the right to request that Seller reduce the sales price of the Property by submitting an Amendment to Sales Price (F713)(ATSP). Buyer and Seller are subject to the terms and timelines outlined in the Appraisal Contingency Clause of this Agreement. This stipulation, if conflicting with any exhibit, addendum, or preceding paragraph, shall control.

C&BSS8

Buyer Has Cash to Pay the Difference Between the Appraised Price of the Property and the Sales Price

Buyer warrants that Buyer has, in addition to the needed cash to close, sufficient funds to pay the difference, if any, between the appraised price of the Property and the Purchase Price. Buyer agrees to supply to Seller within ____ days of the Binding Agreement Date, with written evidence that Buyer has at least $_______________ in cash or assets that can easily be liquidated prior to closing to pay for the above amounts. An example of sufficient evidence would be the most recent account statement from a bank, brokerage firm or other financial or investment company (with the account number redacted) in the name of the Buyer showing the account balance.

C&BSS9

Seller Contingency for Purchasing Suitable New Property

All parties acknowledge and agree that Seller shall have a contingency period for their benefit for the purpose of allowing Seller to identify a suitable new property, go under contract and clear due diligence. If Seller does not clear the due diligence period on a new property of Seller’s choosing within ______ days from Binding Agreement Date, Seller may terminate this Agreement without penalty upon written notice to Buyer. Seller shall notify Buyer in writing upon going under contract on the suitable new property and any due diligence timeline associated with the new property contract. Should Seller exercise this right to Terminate, Buyer shall have ten (10) days after such notice is provided to submit to Seller receipts for reimbursement for any inspection, appraisal, survey, and/or any other purchase-related costs incurred by Buyer. Seller shall reimburse Buyer within ten days of delivery of such request for reimbursement with receipts. Notwithstanding this right to request reimbursement, the total amount reimbursed to Buyer from Seller for various inspections shall not exceed $___________. In the event Buyer did not incur any such purchase-related costs, there shall still be consideration for this Seller contingency given the shortage of homes available in the market and Buyer expressly acknowledges such value received in this Agreement. If Seller does not terminate this Agreement in writing prior to the contingency deadline stated above, such right to terminate shall expire and Seller shall be bound to sell the Property to Buyer. During the time period of this seller contingency, Buyer may terminate this Agreement without penalty for any reason and with full refund of Earnest Money. In the event Buyer terminates under this provision, Buyer shall be deemed to have waived Buyer’s right to any reimbursements.

C&BSS10

Purchase Contingency of Seller’s Replacement Property

All parties acknowledge and agree that the Seller’s obligation to complete the sale of the Property is contingent upon Seller, in Seller’s sole discretion, being satisfied with the results of the due diligence period for the property Seller is under contract to purchase known as _______________________(Seller’s Replacement Property). If, for any reason, Seller is not satisfied with the due diligence results of Seller’s Replacement Property or is otherwise unable to proceed with that purchase, Seller shall have the unilateral right to terminate this Contract by providing written notice to Buyer on or before ___________. Upon such termination, the Earnest Money shall be refunded to Buyer, and both parties shall be released from all further obligations under this Contract. If Seller does not exercise this right by the deadline, this contingency shall be deemed waived.

C&BSS11

Multiple Parcels Closing Contingency

All parties agree and acknowledge this contract is Contingent upon [Insert Property #1 Address and Parcel ID # here] and [Insert Property #2 Address and Parcel ID # here] Closing simultaneously, each referencing the other, not one without the other.

Authorized Signor for Entity

C&BSS12

All parties acknowledge that the Seller is [insert name of company here], and that [insert name of authorized signor here] is signing in his capacity as [insert capacity here - e.g., Manager, Member, Authorized Agent, etc.] on behalf of [insert name of company here],

Dual Agency: Client versus Customer

C&BSS13

In the event that Buyer wishes to make an offer on a property in which Broker is representing the owner thereof as Seller’s Broker, Buyer shall be deemed to be a customer of Broker, as that term is defined in the Georgia Brokerage Relationships in Real Estate Transactions Act, and Broker and Buyer will sign an ‘Agreement to Work with Buyer as a Customer’ (GAR F116).

F259 or F255 Special Stipulation

C&BSS14

The terms of this Exhibit shall control to the extent they differ from the terms of any Pre-Showing Compensation Agreement (GAR Form F258) signed by any of the parties signing this Exhibit. The terms of this Exhibit are applicable only to the specific transaction referenced above, and this Exhibit does not modify the terms of any brokerage engagement agreement between any of the parties with respect to any other transactions.

Authorization to Release Information

C&BSS15

Buyer/Seller authorizes Broker, and their Licensee, to release any settlement statements, disbursement summaries, closing documents, other documents and/or information related to or arising out of the transaction to the other party and to third parties related to the transaction, including but not limited to, underwriters, Buyer’s lender, closing attorney, title company, appraisers, insurance providers, utility companies, homeowner’s associations or their management companies, etc.

Due Diligence for Inspection Concern

C&BSS16

All parties agree that Buyer will have ____ days from the Binding Agreement Date to conduct an inspection of the property for the following limited item(s)______________. Should the inspection reveal a repair is needed for the above referenced item(s), Buyer will have the right to terminate the Purchase and Sale Agreement without penalty.

Due Diligence to Complete Survey*

C&BSS17

If Buyer orders a survey and the survey shows [______________________________________, ], Buyer will have the right to terminate the Purchase and Sale Agreement without penalty upon notice to Seller no later than ___ days after Binding Agreement Date.

* This stipulation can be modified for specific concerns. i.e. should the Buyer find you cannot build a pool of at least ___ size, should the Buyer find that they cannot build a detached garage, etc.

Broad Survey Concern

C&BSS18

Should Buyer obtain a recent survey of the property, Buyer shall have the right to terminate the Purchase and Sale Agreement without penalty and with full refund of all Earnest Money if in Buyer’s sole discretion any matters revealed by said survey are objectionable to Buyer. Buyer shall notify Seller of such termination for matters revealed by said survey no later than ___ days from Binding Agreement Date.

Specific Survey Concern

C&BSS19

To the best of Seller’s knowledge, there are no encroachments, easements, sewer lines, storm drainage lines, other utility lines not serving only the subject property, water buffers, flood zones, setback issues, shared driveways, areas of overlapping claims of ownership with neighbors, claims of adverse possession, vehicular access issues or boundary line disputes impacting the Property. Should the Buyer obtain a recent survey of the Property which reveals any such item, Buyer shall have the right to terminate the Purchase and Sale Agreement without penalty. Buyer shall notify Seller of such termination no later than ___ days from Binding Agreement Date.

Right to Request Specific Repairs

C&BSS20

This property is sold with the right to request repairs (F273) as outlined on Exhibit___. Said right to request repairs shall be limited to the following defects______________[insert particular concern].

Seller Contribution in Lieu of Repairs

C&BSS21

Seller shall use best efforts to complete the listed repairs at least __ days prior to Closing. Seller shall have all listed repairs completed by a licensed professional. Buyer shall have the right to have such repairs re-inspected to confirm all repairs are completed in a good and workmanlike manner as agreed upon; and shall be provided with all receipts, invoices, and documentation for agreed upon repairs by the aforementioned timeline. Moreover, should any repairs not be completed prior to Closing, Seller shall contribute $ _________ towards Buyer’s closing costs.

Seller Obligation to Repair Survives Closing

C&BSS22

Seller shall use best efforts to complete the listed repairs at least __ days prior to Closing. Buyer shall have the right to have such repairs re-inspected to confirm all repairs are completed in a good and workmanlike manner as agreed upon. Moreover, should any repairs not be completed prior to Closing, (the Remaining Repairs) said Remaining Repairs shall survive Closing and Seller shall remain obligated to insure the timely completion of such Remaining Repairs. Should Seller fail to reasonably pursue the timely completion of the Remaining Repairs, Seller shall be liable for the Buyer’s costs in completing such Remaining Repairs and attorney’s fees and costs associated with pursuit of reimbursement thereof.

Property Condition at Time of Possession (Temporary Occupancy)

C&BSS23

When Buyer takes possession of the Property, the Property will be in substantially the same condition (including conditions disclosed in the Seller’s Disclosure Statement) as the Offer date. This stipulation shall control over the normal wear and tear language include in the Temporary Occupancy Agreement for Seller After Closing Exhibit ___.

Security Deposit From Seller for Temporary Occupancy of Property After Closing (same as GAR SS416)

C&BSS43

Seller shall pay Buyer at Closing a Security Deposit of $_______________ (“Security Deposit”) which shall be held by Buyer to cover any damage done to the Property during the Temporary Occupancy Period (excluding normal wear and tear and damage existing in the Property prior to the Temporary Occupancy Period). Buyer shall send notice to Seller of any deductions for damage done to the Property for which Seller is responsible under this Exhibit. Buyer shall not deduct any amount from the security deposit without first providing Seller with notice of either a repair estimate for the cost to correct the damage or a receipt for such repair. The security deposit, or that portion remaining after permissible deductions, shall be returned to Seller within ten (10) days after possession of the Property has been returned to the Buyer at the following address of Seller after the end of the Temporary Occupancy Period or such other address of which Seller may give notice to Buyer.

***NOTE: Buyer may owe additional duties regarding the security deposit if the Property is professionally managed ruing the Temporary Occupancy Period or if Buyer owns multiple properties.***

Termite Retreat & Repair Bond

C&BSS24

Seller shall provide to buyer within ___ days of the binding agreement date a written wood infestation report prepared by a licensed Georgia pest control operator within the past 30 days. Seller shall provide to buyer a one year treat and repair bond dated from the day of closing (or transfer termite bond to buyer at the seller’s expense).

Radon Test Contingency

C&BSS25

All parties acknowledge and agree that this Agreement is contingent on the results of a Radon Test completed by [insert company name]. To ensure testing accuracy Seller will make sure all windows and doors are installed and closed for the duration of the test . If the results show a level of 4.0 pCi/I or above, the Buyer has the right to terminate this agreement without penalty up until Closing .

Home Warranty

C&BSS26

At Closing, Seller will provide Buyer a one (1) year home warranty not to exceed $ , from [insert company], at no cost to the Buyer.

As-Is Condition – Inspection Report Restrictions

C&BSS27

All parties acknowledge and agree that the Seller is generally unfamiliar with the Property’s condition and the Property is being sold 'as is'. Other than the latent defects disclosed, of which Seller is aware, Seller is unfamiliar with the condition of the Property. Buyer should utilize their due diligence period to have the Property inspected by a professional inspector to determine what defects, if any, exist in the property. All parties further acknowledge and agree that since the Property is being sold 'as is', Seller will not make any repairs to the Property or provide any additional monetary concessions. Buyer agrees not to provide or submit to Seller or Seller's Agent any inspection report or information about the condition of the Property or to discuss the contents of the same with Seller, Seller's Broker or any of the affiliated licensees of the Seller's Broker without the written permission of Seller. If Buyer breaches this stipulation, Seller shall have the right to terminate this Agreement.

Escrow Moneys for Repairs*

C&BSS28

All parties agree and acknowledge that $_______ of Seller proceeds will be held in escrow by [insert brokerage name here] for ____ days after closing to allow for (vendor name) to address [insert repair]. Once vendor has repaired any damage and vendor’s invoice has been paid in full, any excess escrowed proceeds shall be returned to Seller. Should the repair be incomplete at the expiration of the aforementioned escrow period, all escrowed funds shall be tendered to a vendor of Buyer’s choosing to complete the repairs. Parties agree to adhere to [insert brokerage name here] Escrow Agreement, whose terms shall override any conflicting terms herein.

*MUST VERIFY THIS OPTION IS POSSIBLE WITH [insert brokerage name here] PRIOR TO RELYING ON – Campbell & Brannon does not endorse the use of escrowing seller proceeds for the purpose of completing repairs on the Property post-closing. Furthermore, the Buyer’s lender may not approve holding back funds in escrow.

No Due Diligence & Earnest Money Delivery

C&BSS29

All parties acknowledge and agree that the Earnest Money recited herein shall immediately be irrevocably due upon all parties’ signatures hereto. Seller has justifiably relied on Buyer’s offer (including the material term of no due diligence) in accepting Buyer’s offer while foregoing other competing offers. Accordingly, should Buyer fail to deliver Earnest Money as provided herein, Buyer shall be liable to Seller for the Earnest Money and all costs and attorney’s fees of Seller in pursuing Earnest Money. Buyer’s failure to deliver Earnest Money shall NOT be a valid reason for Buyer to terminate this agreement and shall not absolve Buyer of any and all obligations hereunder.

Notice of Multiple Offers – Email Template

C&BSS30

a. The Listing Agent referenced below has received multiple offers for purchase of the following property:

b. PROPERTY ADDRESS: _________________________________________________

c. Notice is hereby given by Seller and Listing Agent of the above referenced Property of the following:

i. Multiple offers have been received for the purchase of the Property;

ii. The Seller wishes to give all interested parties the opportunity to submit their highest and best offer to purchase the Property.

iii. All offers should be submitted to the Listing Agent at the email address included below. Such offers should be submitted on the GAR Purchase and Sale Agreement in complete form including any necessary exhibits or attachments such that should the Seller sign the offer no further information would be required to form a legally binding Agreement between the parties.

iv. Only offers submitted to the Listing Agent at the email address shown below no later than (date)_________ at (time) __________ will be considered by the Seller.

d. Listing Agent Name: ______________________________________________________

e. Listing Agent Email: ______________________________________________________

Escalation Clause*

C&BSS31

In the event of multiple offers, Buyer agrees to pay $_________ more (contemplating Purchase Price and Buyer concessions (net)) than any other offer presented to the Seller with comparable terms and conditions so long as the other offer is an arm’s length transaction, and is presented to the Seller before the OFFER DEADLINE DATE. In no event shall Buyer pay more than $_________. Listing Agent shall notify the Selling Agent of the highest offer, and, upon receipt of such notice, Buyer shall execute an addendum to this offer reflecting the final purchase price and amount of Buyer concessions within ____ days. Buyer shall have the right, but not the obligation, to request that the Broker of the Listing Agent verbally confirm with the Broker of the Selling Agent such competing highest offer exists and is upon comparable terms and conditions. Comparable terms and conditions shall mean similar contingency requirements, similar requests for seller concessions, and ability to close in a similar time frame. This does not in any way bind or obligate the Buyer to counter upon receipt of any other offer. If the Property appraises for less than the Purchase Price but more than $_____ Buyer shall be deemed to have waived the appraisal contingency and shall fund the difference between the new loan amount and the Purchase Price.

*Campbell & Brannon STRONGLY discourages the use of escalation clauses in all negotiations.

Escalation Clause*

C&BSS32

In the event of multiple offers, Buyer agrees to increase the purchase price by more than $_______ over any other offer presented to the Seller with comparable terms and conditions (the Competing Offer), provided that:

i. The Competing Offer is an arm’s length transaction;

ii. The notice of Seller’s acceptance of Buyer’s offer is provided on or before the following date: ___________;

iii. The above referenced notice includes a copy of the Competing Offer;

iv. In no event shall Buyer pay more than $ _______________.

Upon receipt of the above, Buyer agrees to execute an addendum to this offer reflecting the increased final purchase price. A Competing Offer’s comparable terms and conditions shall mean similar financing contingency terms, similar time frames for closing, and similar requests for seller concessions and contribution to closing.

*Campbell & Brannon STRONGLY discourages the use of escalation clauses in all negotiations.

Seller’s Obligation Survives Closing

C&BSS33

The Purchase and Sale Agreement requires that the Seller complete the following prior to closing: _____________________. For and in exchange of ten dollars and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, it is agreed that these items may be completed within _____days after closing. It is the intent of the parties that these items shall survive closing until such time as said conditions are performed or fulfilled. Seller shall be liable to Buyer for any costs incurred in enforcing this provision.

Survival of Closing

C&BSS34

Notwithstanding anything else contained herein to the contrary, the parties specifically intend and agree that the following agreements, conditions, and stipulations shall survive the closing:

State of Emergency Shall Not Impact Closing Date

C&BSS35

Notwithstanding the Delays Caused by Emergencies provision in this Agreement (C.4.c.), the Closing Date shall remain as originally agreed upon and shall not be extended. This shall not impair the parties right (if any) to unilaterally extend the Closing for 8 days as provided for in this Agreement.

State of Emergency Provision Applicable Only With Notice

C&BSS36

Pursuant to the Delays Caused by Emergencies provision in this Agreement (C.4.c.), the extension of deadlines shall only apply, if prior to the end of the declared state of emergency, either party gives Notice to the other party of their election to extend the deadlines, including but not limited to the Closing Date. If neither party sends Notice to the other party of the election to extend the deadlines, the deadlines shall remain as previously agreed upon in the Agreement and any amendments thereto. The exercise of this extension shall not impair the parties right (if any) to unilaterally extend the Closing for 8 days as provided for in this Agreement.

State of Emergency Provision Deleted from Contract

C&BSS37

Section C.4.c. Delays Caused by Emergencies of this Agreement is hereby deleted and shall not be a part of this Agreement.

Current State of Emergency Does Not Apply

C&BSS38

Section C.4.c. Delays Caused by Emergencies of this Agreement shall NOT apply to the current state of emergency beginning on January 9th and running through January 19th. Neither party shall have the rights granted in this provision to an automatic extension of deadlines for contracts bound during the current state of emergency. Notwithstanding, Section C.4.c. shall remain in force in the event there is another state of emergency declared prior to the Closing Date.

Lease Post-Closing Stipulation

C&BSS39

Seller warrants that:

the lease attached hereto as Exhibit ____ to this agreement is complete, accurate and in full force and effect as of the Binding Agreement Date and has not been modified, amended or waived by Seller or Tenant; and neither Seller nor Tenant is in default of any provisions under the lease. This warranty shall survive the closing through the end and/or termination of the lease.
All parties agree that any Security Deposit being held by seller for the lease attached hereto as Exhibit ____ will be transferred to Buyer at the closing. Seller acknowledges that said Security Deposit will be debited from Seller’s proceeds at closing as a credit transfer to Buyer. Seller will give a best effort accounting of the property condition upon Tenant’s move in such that Buyer will be able to effectively determine the refund of Security Deposit upon move out.
All parties agree that the rent as shown on Exhibit ____ will be prorated at closing for the remainder of the current rental payment period.
Seller agrees to provide to attorney 1 day prior to closing an agreement signed by the seller and the tenant that is named on the attached lease that the tenant agrees to allow the security deposit to be transferred to and held by buyer. Such agreement shall be in the form as attached hereto as Exhibit ___.
Buyer hereby assumes and agrees to perform the obligations of the Seller/landlord under the lease from and after the date of closing and shall also sign the agreement referenced in 4 above related to such assumption.

Lease Transfer

C&BSS40

Seller warrants that: the lease attached hereto as Exhibit ____ to this agreement is complete, accurate and in full force and effect as of the Binding Agreement Date and has not been modified, amended or waived by Seller or Tenant; and neither Seller nor Tenant is in default of any provisions under the lease. This warranty shall survive the closing through the end and/or termination of the lease. Any Security Deposit being held by seller for the above referenced lease will be transferred to Buyer at the closing and the rent will be prorated at closing for the remainder of the current rental payment period. Seller acknowledges that said Security Deposit will be debited from Seller’s proceeds at closing as a credit transfer to Buyer. Seller will give a best effort accounting of the property condition upon Tenant’s move in such that Buyer will be able to effectively determine the refund of Security Deposit upon move out.

Expiration of Time

C&BSS41

All parties agree that the contract dated ____________ between __________ as Buyer and __________ as Seller, is a binding contract and neither party has the right to further counter the other party’s offer, regardless of the lapse of time or otherwise. Both parties agree that this contract is in full force and effect with all the terms stated being acceptable to all parties, even though the time period for acceptance did expire. All parties agree the binding agreement date and corresponding timeline for all contingencies to run shall be ____________.

Buyer Agrees to Pay Additional Cash to Seller at Closing

C&BSS42

In addition to the purchase price of the Property, Buyer shall pay Seller at Closing the sum of $_____ for Seller to use for any of Seller’s costs associated with this transaction, including, but not limited to, Seller’s attorney’s fees and costs to close, real estate compensations, fees paid to a community association for the clearance letter, Seller’s share of ad valorem real property taxes and any other costs Seller may have relating to this transaction.