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C O N T R A C T                                                    

 

 


PRESALE CONTRACT OF PURCHASE AND SALE OF REAL ESTATE No.____
Apt. No. _____ Section: _____ Floor: _____


This, _______ 2007, in the city of Sofia, Republic of Bulgaria, was executed the present Presale Contract of Purchase and Sale of Real Estate, in compliance with the provisions of Art.19 of the Obligations and Contracts Act, referred hereinafter as the 'Contract', by and between:
1. 'Select Apartments' Ltd. - city of Sofia, corporate file No.11196/2005, Reg. No.10, Batch 97652, Vol.1302, p.80, BULSTAT No.131503779, with address of registration and head office at city of Sofia, zh.k. 'Lyulin', No.10 '3005th' Str., represented by its Managing Director Plamen Nikolov Beninski, Personal ID number _____________, Personal ID Card No.____________, issued on ________, by he Ministry of Internal Affairs - Sofia, referred herein after for brevity as the Vendor,

and

2. ________________________________, Personal ID document No._________________, having residential address at: city/town of ________, No,___'________________' Str., referred herein after for brevity as the Buyer, in separate the 'Party' and jointly the 'Parties', was executed the present contract:

SECTION I
SUBJECT OF THE CONTRACT
Price and Terms of Payment

      Art.1. (1) The Vendor is obliged to built up and to provide for sale to the Buyer:
Apartment No. _____, Section ____, on the ____ (__________) residential floor of residential building in the process of construction, comprising: ___________ having total area of __________ sq.m (_______________ square meters), along with the corresponding to the built up area of the said site ideal parts of the community parts of the building, and the right of construction on the said Regulated Land Estate XXIV-268, qu.68 - with an area of 7,910 sq.m after Survey Sketch, and in compliance with the documents of property having an area of 8,550 sq.m, in quarter Knyazhevo, vicinity of 'Karpuzitsa', Municipal Region of 'Vitosha', in compliance with the Survey Plan of the city of Sofia, approved by Resolution No._____, It.______ to Certificate No.________ issued by the Metropolitan Municipal Council, which site the Vendor is obliged to built up in the form, in conformity with an approved architectural project and in compliance with Annex No.1, comprising inseparable part of the present contract, referred herein after in this contract as the 'Real Estate', at the total price of EUR _____ (_______________ Euro), after accrued V.A.T., payable onto the account of the Vendor:
            'Economic and Investment Bank', city of Sofia
a/c in EUR:
BIC: BUIB BG SF
IBAN: BG 33 BUIB 988814 9256 0000
either in cash at pay-office of the company, or payable in the following way: _____________________________________________

To Apartment No.____________:
1. First instalment (advance payment), comprising30% of the total price in compliance with Art.1, in the amount of EUR _____ (_______________ Euro), the Buyer shall pay to the Vendor within 7 (seven) days after the execution of the presale contract.
2. Second instalment - 50% of the total price in the amount of EUR _____ (_______________ Euro) - upon completion of level top of roof of the corresponding block. In case the sale is funded by a Bank at this stage shall be made transfer by notary deed of the real estate to the Buyer or to a stipulated by it legal entity. The Vendor shall notify the Buyer in writing about the authentication of level top of roof.
3. Third instalment - 10% of the total price in the amount of EUR _____ (_______________ Euro) - upon issuing of Act No.15 of the corresponding block - up to ____________.
4. Fourth instalment - 10% of the total price in the amount of EUR _____ (_______________ Euro) - upon issuing of Act No.16 of the corresponding block - up to____________.
(2) The Parties agree that the Vendor will transfer to the Buyer or to a stipulated by it legal entity the property rights on the real estates, subject of this contract, by a contract in the form of a Notary Deed, after the complete repayment by the Buyer to the Vendor of the sale price of the said real estate, in case the real estate is purchased without Bank funding.

SECTION II
OBLIGATIONS OF THE VENDOR

      Art.2. The Vendor is obliged:
            2.1. To build up within the agreed terms, in compliance with the approved projects, the real estates subject of the present contract.
            2.2.1. To transfer the property right to the real estates, by coming or sending an authorised by it person on the appointed by it date and time with a public notary, also stipulated by it for the execution of the deed transaction, as well as to present all the documents required in terms of the execution of the Notary Deed of Purchase and Sale of the Real Estate, on condition that the Buyer has performed all its obligations in compliance with Art.1, Para.1.
            2.2.2. To transfer the property right to the ideal parts of the terrain, on which the building is built, and of which the site is a part, in compliance with Art.1, corresponding to the built up area of site in compliance with Art.1, after completing its obligation on the above said item, the sale of all sites of the building and partition of the terrain in detached parcel, by coming or sending an authorised by it person on the appointed by it date and time with a public notary, also stipulated by it, for the execution of the deed transaction, as well as to submit all the documents required for the execution of the notary deed of purchase and sale, on condition that the Buyer has performed all its obligations in compliance with Art.1, Para.1 and has paid up the corresponding ideal parts of the terrain at the price agreed between the parties. The Parties came to an agreement that in case before the transfer of the property right by a notary deed, any legislative amendment is made as a result of which the transactions of land are regulated to be subject of tax levy, in compliance with the provisions of the Value Added Tax Act, the Buyer shall pay up the due V.A.T. accrued on the value of the land it acquires.
            2.3. To perform the construction of the building at roof quality, in compliance with the approved architectural and construction projects, and in conformity with Annex No.1 of the present contract.
            2.4. To deliver to the Buyer the assigned to it building site in compliance with the terms and provisions of this contract, within a term not later than 30thApr. 2009, at stage of completion of received 'Authorisation of Use'.
            2.5. To keep with the care of a good husband the site of the Buyer until its take-over.
            2.6. In carrying out its obligations on this contract the Vendor has the right to engage selected by it subcontractors, in connection with the works it is bearing liability to the Buyer.
            2.7. The Vendor hereby declares that onto the moment of execution of the present contract it has the right to sell the subject of the present presale contract. The Vendor hereby declares that onto the present moment there is established first in order mortgage in benefit of Economic and Investment Bank, and there are no special pledges to the real estates stipulated in details in Art.1 of the present contract. The Vendor hereby declares that onto the moment of the execution of the present contract there are no imposed interdictions, filed petitions of claims, established rights of use or any others of the kind, there are no submitted claims to rights and pretensions on the side of any third parties in terms of the property on the real estates, respectively on the building right, the real estate, respectively the building right is not subject to legal and other disputes and litigation and executive cases. It also declares that the Vendor has no unsettled debts on regulations and that the real estates have not been provided as a security to obligation relations, whereat in case of any of the above said circumstances in connection with the real estates the Vendor shall owe to the Buyer reimbursement of the received by it amounts in compliance with the present contract.
            2.8. To remedy on its account the occurred discrepancies within the Warranty Terms, anticipated in Regulation No.2 of 31stJuly 2003, of the Minister of the Regional Development and Public Works for setting in operation of construction sites in the Republic of Bulgaria, and the minimal warranty terms of completed construction and assembly works, facilities and construction sites, whereby the said warranty terms shall commence to be in force from the date of issuing an authorisation of use of the building. The stipulated legal warranty is invalid in case the defects are caused by improper operation of the real estates, as well as in case of natural disasters, or any other force majeur circumstances.
            2.9. To submit with the Buyer on demand copies of all the documents, certifying the property of the stipulated in Art.1 real estates, architectural projects, authorisations of building, and after issuing of Act Form 15 also authorisation of use of the building.
            2.10. To pay up all the costs spent on electric power supply, water supply, and other consumables, in connection with the maintenance of the real estates, until the moment of take-over of the property right, except for the costs spent on electric power supply in performing completion works on part of the Buyer.
            2.11. The Vendor reserves the right and the Buyer provides its consent during the whole term of enforcement of the present contract, to transfer completely or in parts the rights and the obligations on the present contract to any third party, on condition that the said third party declares that it will perform strictly and unconditionally the clauses of this contract.
            2.12. The Vendor has the right:
                  1. To make amendments in the investment project, concerning all the remaining sites in the building, except for the sites stipulated in Art.1, of the present contract, insofar the Buyer provides its exclusive consent to do so.
                  2. To an operative independence in performing the building to set the site in operation.

SECTION III
OBLIGATIONS OF THE BUYER

  Art.3. The Buyer is obliged:
            3.1. To pay up the sale price in the amount, agreed in Art.1, and in compliance with the terms and provisions stipulated in this contract. In this sum are included the costs of development, as well as the costs, spent on Building and Construction Works, within the scope and degree of completion, respectively additional completion works, in compliance with Annex No.1.
            3.2. To purchase the real estates under the terms and conditions stipulated in this contract, along with the ideal parts in compliance with Art.2.2.2, personally or by a legal entity, stipulated by it.
            3.3. To take-over the possession of the real estates and to execute a Take-over Certificate.
            3.4. To provide the required co-operation to the Vendor in the fulfilment of the obligations of take-over and authorisation of use of the building, in compliance with the provisions anticipated by the law, as well as to avoid to perform actions that impose any impediments to the Vendor in the fulfilment of its obligations.
            3.5. To provide to the Vendor the required co-operation in the fulfilment of the contract.
            3.6. To accept the performed building within 15 (fifteen) days' term after receiving the Invitation. At the take-over the Buyer has to make all the objections (if any) in terms of non-performed or badly performed works. The objections have to be made in writing and to be submitted with the Vendor. The remedy of the discrepancies shall be made at the expense of the Vendor, in case they are on its fault. In the event when the Buyer does not make any objections or does not execute the corresponding acts, stipulated by the currently enforced legislation, it will be considered that it has accepted the real estates, stipulated in Art.1, at good quality, and without any notices.
            3.7. In the event of establishing concealed discrepancies, the Buyer is obliged to notify immediately the Vendor about this.
            3.8. Not to transfer completely or in parts its rights and obligations on this contract to any third parties, without the exclusive consent in writing by the Vendor.
      Art.4. The Buyer has the right:
            4.1. To inspect the fulfilment of the assigned in compliance with this contract works, insofar it does not impose impediments to the Vendor.
            4.2. To request with the Vendor the fulfilment of the allowable by the law amendments in the interior architecture or the completion works at its site. This request has to be made before and prior the commencement of the building of this site. In the event when the amendments require partially new project to the real estate subject of this contract, the Buyer shall pay its issuing and legalisation. In the event when the requested amendments cause an increase in the value of the Building and Assembly Works, the Buyer shall due to the Vendor additional payment.
            4.3. To request with the Vendor access to the assigned to it by this contract site after its building to a rough construction with the objective of fulfilment on its part of the completion works, besides the contracted ones, insofar it imposes any impediments to the Vendor. The accession to the site and the conditions to do so are done by consent in writing of the Vendor, whereat concurrently with this the Buyer shall execute a Take-over Certificate evidencing the state, in which the site is delivered to it.
            4.4. In case of any changes in its bank account, the tax number, the address of correspondence or any other registration, it shall notify immediately the Vendor about this.
            4.5. Neither to change the facade, nor to undertake any actions that impede the functioning of the various facilities and communications,.
            4.6. The costs on the transfer of the property right on the stipulated in Art.1 of the present contract real estates local tax, notary charge, lawyers fee and charge of filing -shall be paid up by the Buyer.

SECTION IV
NON-FULFILMENT

      Art.5. In the event of unjustified rejection on part of the Buyer to execute final deed of the real estates stipulated in Art.1, including the case of not coming at the execution of the notary deed, after having appointed date and time to do so, the Vendor may repeal the contract by keeping the paid up on the execution of this contract advance payment (earnest). In case the Vendor does not repeal the contract, it may request for the presale contract to be announced as final deed on the authority of the provisions of Art.19, Para.3 of the Obligations and Contracts Act, whereat in this case the paid by the Buyer advance payment shall be kept by the Vendor as non-fulfilment, and shall not be included in the due sale price.
      Art.6. In the event of unjustified rejection on part of the Vendor to execute final deed of the real estates stipulated in Art.1, including the case of not coming at the execution of the notary deed, after having appointed date and time to do so, the Buyer may request for the presale contract to be announced as final deed on the authority of the provisions of Art.19, Para.3 of the Obligations and Contracts Act, as well as to submit claims of non-fulfilment with the Vendor against damages incurred due to the non-fulfilment in compliance with the general provisions.
      Art.7. In the event when the Buyer does not perform its obligations to pay advance payment on the date of execution of the present contract, the latter will not cause enforcement to the parties.
      Art.8. In the event delay on part of the Buyer to pay up the due amounts, having continued more than 60 (sixty) days, the Vendor has the right to discontinue unilaterally the contract by keeping as non-fulfilment the paid up advance payment (earnest), in compliance with the provisions of the present presale contract.
      Art.9. In the event of delay in the payment the Buyer shall due to the Vendor non-fulfilment in the amount of 0.05% (zero point null five) per cent on the amount of the due amount per each day of delay, however not exceeding 10% (ten percent) of the amount of the instalment in due
      Art.10. The Vendor shall bear no liability about any delays in the contracted terms and in securing the functioning of the various facilities or power supply, caused by reasons that are out of its reasonable control: administrative interdictions, failures in switching on the power supply systems, amendments in the legislation, as well as any other case of force majeur circumstances. The delivery terms of the real estate and the setting of the building in operation do not run during the period, in which have occurred the administrative impediments, and continue to run again from the moment of their removal.

SECTION V
GENERAL PROVISIONS TO THE PARTIES

      Art.11. In the event of non-fulfilment of the present contract on part of the Vendor or the Buyer, the correct party has the right to request its announcement as final deed on the authority of Art.19 of the Obligations and Contracts Act.
      Art.12. The correct party has the right to submit claims against the party in default about incurred damages and missed benefits, in an amount exceeding the agreed indemnities.

SECTION VI
MISCELLANEOUS

      Art.13. All types of completion works and materials except for the agreed ones, are subject to an additional agreement, and are not included in the contract price. In case the Buyer requests materials that are more expensive than the anticipated in the calculations, the said expenses shall be on its account, after deducting the costs of the agreed ones in the present contract..
      Art.14. The contract may be amended and supplemented only by consent of the parties.
      Art.15. All and any notices and notifications between the parties in connection with the present contract and to be valid shall be made in writing form, which will be considered as duly observed also in the event when sent by tfax.
The addresses of correspondence of the parties are as herein after:
For the Vendor: ____________________________                                  For the Buyer: _____________________________

      Art.16. All the disputes incurred in terms of this contract, or in connection with the Annexes issued in compliance with it, shall be arranged between the parties in amicable way. In the event a consent could not be achieved, the dispute shall be submitted for resolution with the court of jurisdiction.
      Art.17. The Parties on the present contract are obliged not to disclose with any third parties the information, exchanged at the time of the performed by them negotiations.

The present contract was issued in two identical copies - by one to each one of the parties, and was executed by them as herein after:

For the Vendor: ____________________________                                  For the Buyer: _____________________________

ANNEX No.1
to
PRESALE CONTRACT OF PURCHASE & SALE OF REAL ESTATE No.____

Apt. No. ________ Section: ________ Floor: ________

 

      This, _______ 2007, in the city of Sofia, Bulgaria, was executed the present presale contract of purchase and sale of real estate in compliance with the provisions of Art.19 of the Obligations and Contracts Act, referred hereinafter as the 'Contract', between:
1. _________________ - city/town _________, corporate file No.________, filed with _____________, having address of registration and head office at: city/town _______, '___________' Str., BULSTAT No.____________, represented by its Managing Director ___________ , Personal ID number ________________, Personal ID Card No._________________, issued on ________________,
referred herein after for brevity as the Vendor, and
2. _____________________, Personal ID document No._________________, having residential address at: city/town of ________, No,___'________________' Str., referred herein after for brevity as the Buyer, referred jointly as the 'Parties' and in separate as the 'Party', was executed the present Annex No.1 to the presale contract of purchase and sale of real estate.

I. DESCRIPTION OF THE REAL ESTATES

      Apartment No. _____, Section ____, on the ____ (__________) residential floor of residential building in the process of construction, comprising: ___________ having total area of __________ sq.m (_________________________) square meters, along with the corresponding to the built-up area of the said site ideal parts of the community parts of the building, referred herein after as the 'Real Estate'.

II. SCOPE AND TYPES OF BUILDING AND CONSTRUCTION WORKS AND DEGREE OF COMPLETION

      1. Community parts:
All community parts are entirely completed entry hall, on the staircase parapets and grounds - granite tiles; mounted lighting fixtures, mounted main electric switchboard, and set in operation, and supplied by electric power block; supplied facilities and equipment for elevator and set in operation after moving of the owners; mounted bell and intercom installations, installed lines and options to set up subsequently cable TV and Internet. The walls and the ceilings of the community premises are delivered on ground coat and latex (white in colour). Externally the building is heat insulated in compliance with the heat-exchange feasibility study and processed by decorative structural stucco-plaster, in compliance with the worked out architectural project. There is developed external network of gas-supply system. Mounted metal entry gate of the block with lock. Roof structure - furnished with heat insulation of the last slab. Vertical planning performed sidewalks, access paths, and landscaping.

      2. Sites:
Apartment: cement putty of the floor, walls and ceiling - ground coat, supplied with aluminium profiles and corner profiles at all problematic zones, bathrooms and toilet premises: only stucco-plaster, terraces on terra-cotta, joinery-work - windows PVC, glass-package, entry door - made of metal, laminated, with combination lock, interior doors - MDF. Performed heating and ventilation installation, central heating. Performed electric installation and mounted electric apartment switchboard and outputs to console switchboard. Performed water supply and sewerage network, by polypropylene and PVC, and mounted water-meters. Feasibility to coupling and installation of cable TV and computer network, developed intercom and bell installation. Performed gas-supply installation, without boiler and debit-meter.

      3. All the completion works that are not stipulated in the prior items may be performed on demand and the discretion the Buyer and will be subject to an Annex, attached with this contract.

      4. All the completion works are to be performed by using materials and quality assurance, complying with the Bulgarian State Standards.

      5. The present Annex comprises inseparable part of the presale contract of purchase and sale of apartment.

      The present Annex was issued in two identical copies - by one to each one of the parties, and was executed by them as herein after:

For the Vendor: ____________________________                                  For the Buyer: _____________________________