The West End Auction - Terms and Conditions
Terms of Auction Sale for The West End (Revision No. 1)
- Properties to be Auctioned. Jerrold Pedigo Realty, LLC ("JPR") shall sell the following properties, owned by West End Partners, LLC ("WEP"), at auction, to the highest and best bidder, on the terms and conditions hereinafter set forth (the "Auction"). The term "Properties" (or "Property", if used individually) means the following condominium units, reflected on the "Master Deed Establishing the West End (a condominium community)", of record in the Davidson County Register of Deeds at Instrument No. 20080401-0032619, including amendments thereto, owned by WEP: 201, 202, 203, 204, 205, 206, 207, 208, 301, 302, 303, 304, 305, 306, 307, 308, 401, 402, 403, 404, 405, 406, 407, 408, 501, 502, 503, 504, 505, 506, 507, 508, 601, 602, 603, 604, 605, 606, 607, 608, 803, 804, 805, 806, and 809. THIS AUCTION IS BEING CONDUCTED SUBJECT TO CONFIRMATION BY JPR AND WEP. JPR AND WEP RESERVE THE RIGHT TO REJECT ANY BID FOR ANY REASON WHATSOEVER. EACH BID AND EACH CONTRACT (SIGNED ONLY BY THE BUYER) SHALL NOT CONSTITUTE A BINDING CONTRACT UNLESS AND UNTIL THE CONTRACT HAS BEEN SIGNED BY BOTH WEP AND THE BUYER. THIS CONDITION SHALL GOVERN OVER ANY CONFLICTING OR INCONSISTENT STATEMENT OR PROVISION, AND CANNOT BE WAIVED OR MODIFIED. BUYER SHALL BEAR ALL RESPONSIBILITY FOR OBTAINING ANY AND ALL UPDATES AND REVISIONS TO THESE TERMS OF SALE PRIOR TO THE AUCTION.
- Time and Place. The Auction shall be conducted at 11:00 a.m. CST, on December 5, 2009, at The West End, 110 31st Avenue North, Nashville, Tennessee 37203. However, JPR reserves the right to alter the date and time of the Auction, or cancel the Auction, by agreement with WEP. All announcements made the day of the sale by JPR which conflict with this Notice, shall take precedence over any prior advertisements or announcements, including those contained in this Notice.
- Bidder Pre-Registration. In order to bid on Properties at the Auction, each bidder must (1) pre-register with JPR, on or before 5 p.m. on the day before the Auction; (2) present proof of immediately available funds, in the amount of $5,000, no later than 1 hour prior to the time established for the Auction; and (3) present proof of a means by which to pay the remaining earnest money, either through blank check in the name of the registered bidder, or immediately available funds. Only those persons listed on the bidder registration form, and who are in attendance at the Auction, shall be allowed to be included as a buyer on the purchase agreement. By pre-registering, and bidding at the Auction, each bidder agrees to the terms and conditions set forth herein, as well as those announced at the Auction. Notwithstanding the foregoing, JPR, in its sole and exclusive discretion, shall have the right and authority to allow persons to bid at the Auction who have not pre-registered with JPR as provided herein.
- Bidding; Calculation of Purchase Price. All Properties shall be auctioned and sold by the unit, to the highest bidder, with a buyer's premium of 10% added to the final winning bid to arrive at the purchase price. The Auction shall be conducted as follows: JPR shall open bidding for a Property. After bidding is opened, Bidders shall submit bids to JPR of the price they will pay to purchase that Property (the "Bid Price"). The "Purchase Price" for that Property shall be an amount equal to the Bid Price, plus an additional amount equal to 10% of the Bid Price (the "Buyer's Premium").
- Authority of JPR. JPR shall, in its sole and exclusive discretion, determine the minimum bid required to advance any current or previous bid. In the event of any dispute between bidders, JPR shall have the sole authority to determine the highest bidder, and shall have the right, on a case by case basis, to open the bidding up or consider bidding closed. JPR reserves the right to refuse admittance to, or to expel, anyone from the Auction premises for any reason.
- Parking Spaces.
- Each one bedroom and two bedroom unit purchased at the Auction shall include one assigned parking space in the garage. Each three bedroom unit sold at the Auction shall include two assigned parking spaces in the garage. The specific locations of these parking spaces are determined in WEP's sole and exclusive discretion.
- An additional 10 parking spaces will be offered to the buyers of the two bedroom units at the Auction, and shall be sold on a first come first serve basis, limited to 1 space per unit.
- Terms of Sale. Immediately following each round of bidding, the
highest bidder shall execute a form contract, provided by JPR, to consummate the sale (the "Contract") for the Purchase Price. The only blanks on the Contract shall be for "price", "unit(s)", and "buyer's name". All other terms of the Contract are nonnegotiable, and shall not be altered by JPR or the bidder. Each Contract signed by a bidder shall constitute an offer to purchase the specific Property. Each Contract shall be subject to owner confirmation, and WEP has reserved the exclusive right to accept or decline any sale. The Contract shall become binding and enforceable when signed by WEP. The terms of the sale shall be as follows:
- 2009 taxes, and all prior year's taxes due and owing at the time of closing, shall be paid by WEP.
- The closing shall take place on or before January 15, 2010, and shall be conducted by CorbettCrockett. Time is of the essence of the closing.
- At closing, WEP shall convey each Property to the buyer by a
fully executed special warranty deed in proper recordable form and with full covenants of warranty. The warranty deed shall be free and clear from any and all encumbrances, other than those items evidenced by the title search provided by WEP prior to the Auction. Possession shall be given with the deed.
- All Properties will be sold subject to all matters of record in the
Davidson County Register of Deeds (with the exception of existing deeds of trust which shall be released at closing), and all organization documents of the Homeowner's Association (which shall all be made available to the buyers at the Auction).
- WEP shall pay for the preparation of the deed, and for the
release of any encumbrance necessary to provide a clear title (subject to the foregoing). All other costs associated with closing shall be paid by the buyer.
- Title insurance, if required or purchased by buyer, shall be at
buyer's expense.
- No sale shall be subject to any contingencies, including financing
contingencies, appraisal contingencies, or inspection contingencies.
- In the event any buyer fails to close on their Contract, the
Earnest Money shall be forfeited to JPR, and WEP shall be allowed to sue for damages and specific performance.
- No furnishings present in a Property are included in the sale,
with the exception of those items listed on the "amenities" sheet at the Auction.
- Earnest Money. Upon execution of the Contract, all successful bidders
shall be required to pay earnest money equal to 5% of the Purchase Price to JPR, made payable to "Jerrold Pedigo Realty, LLC" (the "Earnest Money"). At least $5,000 of the earnest money must be in immediately available funds.
- The Earnest Money shall be placed into a non-interest bearing
escrow account, and shall only be disbursed as follows:
- Upon the closing of any Contract, the Earnest Money for
that contract shall be paid to JPR, as a portion of the Buyer's Premium. The remainder of the Buyer's Premium shall be paid to JPR from the proceeds of the closing.
- In the event any buyer fails to close on a Property, as
required by their Contract, the Earnest Money on that Property shall be paid to JPR.
- JPR, in its sole discretion, shall determine whether the funds
are "immediately available", and reserves the right to reject any bid to the extent it determines such funds are not "immediately available". JPR shall have the right to reject any bid as nonconforming if the Earnest Money is not provided strictly in accordance with these requirements. In the event any buyer fails or refuses to tender the Earnest Money, as provided herein, JPR shall be entitled to offer the sale to each successive next highest bidder, until a buyer is found.
- Inspections; Due Diligence. All bidders are encouraged to examine the
Properties, the documents of record in the Davidson County Register of Deeds, the Homeowner's Association documents, and the Contract, prior to the Auction. All bidders are responsible to do their own due diligence, and make their own independent evaluation of the Properties being sold. JPR represents WEP, and does not represent the buyers.
- Title Search. WEP has provided a title search for the Properties, evidencing marketable title and disclosing the recorded restrictions and encumbrances against the Property. This title search shall be made available to bidders prior to the Auction, and shall be made a part of the terms and conditions by which the purchaser accepts the Property or Properties.
- Real Estate Agents. Registered Agents (a) who produce a bidder that contracts to purchase 1 or more Properties at the Auction, and (b) whose bidder actually closes on 1 or more Properties, shall be entitled to payment of a commission at the closing, from JPR's commission, equal to 4% of the Bid Price, multiplied by the square footage of the Selected Properties. To become a "Registered Agent", an agent must (a) on or before 5 p.m. on the day before the Auction, register with JPR, which shall include the principal(s) and the agent executing JPR's Broker Participation Agreement; and (b) be a licensed real estate agent in the state of Tennessee, before the Tennessee Real Estate Commission.
- Flooring Allowance. A flooring allowance in the amount specified below shall be granted to the purchasers of the units listed below. WEP shall pay to install the flooring of the purchaser's choice, up to the amount of the allowance, and the remainder shall be borne by the purchaser. WEP, in its sole discretion, shall decide the amount of flooring that can be purchased based on the allowance.
Unit No. |
Flooring Allowance |
|
Unit No. |
Flooring Allowance |
202 |
$2,995.00 |
|
403 |
$3,150.00 |
203 |
$3,150.00 |
|
405 |
$3,394.00 |
204 |
$2,545.00 |
|
406 |
$3,986.00 |
205 |
$3,394.00 |
|
407 |
$3,818.00 |
206 |
$3,986.00 |
|
408 |
$3,015.00 |
207 |
$3,818.00 |
|
501 |
$4,658.00 |
301 |
$4,658.00 |
|
502 |
$2,995.00 |
302 |
$2,995.00 |
|
503 |
$3,150.00 |
303 |
$3,150.00 |
|
504 |
$2,545.00 |
304 |
$2,545.00 |
|
505 |
$3,394.00 |
305 |
$3,394.00 |
|
506 |
$3,986.00 |
306 |
$3,986.00 |
|
507 |
$3,818.00 |
307 |
$3,818.00 |
|
508 |
$3,015.00 |
308 |
$3,015.00 |
|
804 |
$1,790.00 |
401 |
$4,658.00 |
|
805 |
$1,850.00 |
402 |
$2,995.00 |
|
809 |
$1,800.00 |
Auction Company:
Jerrold Pedigo Realty, LLC
Attn: Jerrold Pedigo
1711 Old Fort Parkway
Suite A
Murfreesboro, TN 37129
(615) 896-3000
Owner:
West End Partners, LLC
7340 Cockrill Bend Boulevard Nashville, TN 37209
Closing Attorney:
CorbettCrockett
Suite 1050
American Center
3100 West End Avenue Nashville, TN 37203
(615) 383-0500
