Terms & Conditions:
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By completing this transaction, you (“Optionee”) are purchasing an option to buy the Property on the terms and conditions specified herein (“Option”) from Hang Your Hat Properties LLC, a Minnesota limited liability company (“Owner”). The “Property” is the real property that Optionee has selected as a part of the checkout process, as more specifically described in the listing for the Property contained on this website.
Optionee hereby acknowledges and agrees that Optionee has no other right, title, or interest to or claim against the Property except as specified in this Option.
Definitions
The term “Payments” means any and all Documentation Fees (as specified in the checkout process), as well as the Option Fee associated with Optionee’s purchase of this Option.
The term “Option Fee” means the amount that Optionee pays in consideration for this Option (as specified in the checkout process).
The term “Execution Date” means the date upon which Optionee pays the Payments via the checkout process.
The term “Purchase and Sale Agreement” means a purchase and sale agreement wherein Optionee purchases from Owner the Property, in all-cash, for the “cash discount” price specified in the Property listing on this Website. A sample Purchase and Sale Agreement is available for review here: the sample Purchase and Sale Agreement is provided for reference purposes only and does not contain all of the terms and conditions that the final Purchase and Sale Agreement will contain. Owner will provide Optionee with the final Purchase and Sale Agreement no later than three calendar days following the Execution Date, as applicable.
The term “Land Sale Contract” means a contract in which Optionee agrees, as a purchaser of the Property, to purchase the Property for the “term price” specified in the Property listing on this website, for monthly payments and on other terms and conditions as specified in the Land Sale Contract. A sample Land Sale Contract is available for review here: the sample contract is provided for reference purposes only and does not contain all of the terms and conditions that the final Land Sale Contract will contain. Owner will provide Optionee with the final Land Sale Contract no later than three calendar days following the Execution Date, as applicable.
Exercise of the Option
To exercise the Option, if at all, Optionee must fully execute either a final Purchase and Sale Agreement or a final Land Sale Contract for the Property on or before 7 calendar days following the Execution Date. Optionee may exercise the Option only with respect to the entire Property, and nothing contained herein will be construed as permitting Optionee to purchase less or more than all of the Property. If Optionee fails for any reason to exercise the Option in the manner set forth herein, Optionee will have no further claim against or interest in the Property or any of the Payments, and Owner will retain the Payments as consideration for the granting of this Option. In the event of the failure to exercise the Option, Optionee will provide the Owner with any instruments that Owner reasonably deems necessary for the purpose of removing any cloud on title to the Property that is attributable to the grant or existence of the Option. Neither this Option nor any memorandum thereof may be recorded in any way.
If Optionee exercises the Option according to the terms specified herein, then the Option Fee paid by Optionee will be credited against the Purchase Price (as that term is defined in either the final Purchase and Sale Agreement or final Land Sale Contract, as applicable) at Closing (as that term is defined in either the final Purchase and Sale Agreement or final Land Sale Contract, as applicable).
Amount of Acreage
Although Owner believes that the Property contains approximately the number of acres specified in the relevant listing on this website, neither party considers the precise amount of acreage contained in the Property to be material to the purchase or sale of the Property except for the limited purpose of determining the purchase price as set forth in the final Purchase and Sales Agreement or final Land Sale Contract, as appropriate. On exercise of the Option, the parties’ obligations under this Option will not be avoided due to any determination that the Property in fact contains less than the number of specified acres.
Remedies
Optionee. If Owner breaches any term or provision of this Option, regardless of whether the breach occurs before or after Optionee exercises the Option, then Optionee, as its exclusive remedy and in lieu of any other relief, will be entitled to terminate this Option by receiving a refund of Payments paid by Optionee. Optionee expressly waives the right to pursue any remedy at law or in equity against Owner, including without limitation the right of specific performance and any action for damages. Notwithstanding anything to the contrary contained herein, Optionee agrees that Owner’s liability for any default under this Option shall be limited to the amount of the Payments. Optionee acknowledges (1) the adequacy of this exclusive remedy, and (2) that this limitation of remedies is an essential part of this Option from the perspective of Owner. Optionee and Owner have established the foregoing remedy in favor of Optionee because of the difficulty and inconvenience of ascertaining the actual damages Optionee may suffer as a result of a breach of this Option by Owner.
Owner. If Optionee breaches any term or provision of this Option, regardless of whether the breach occurs before or after Optionee exercises the Option (or if Optionee fails to properly exercise the Option, as specified above), then Owner, as its exclusive remedy and in lieu of any other relief, will be entitled to terminate this Option by retaining all Payments paid by Optionee. Owner acknowledges (1) the adequacy of this exclusive remedy, and (2) that this limitation of remedies is an essential part of this Option from the perspective of Optionee. Optionee and Owner have established the foregoing remedy in favor of Owner because of the difficulty and inconvenience of ascertaining the actual damages Owner may suffer as a result of a breach of this Option by Optionee.
Other Remedies. The limitations on remedies set forth above do not apply to any cause of action accruing as set forth in the final Purchase and Sale Agreement or final Land Sale Contract, as applicable.
Miscellaneous
Failure by Owner or Optionee to enforce any right under this Option will not be deemed to be a waiver of that right or of any other right.
The terms, covenants, and conditions herein contained are binding on and inure to the benefit of the heirs, successors, and assigns of Owner and Optionee: provided, however, Optionee may not assign its interest in this Option Agreement and the Property to any person or entity without Owner’s express written consent. Owner may assign its interest in this Option and the Property to any person or entity. If an assignee assumes the obligations of any party hereunder, then the assignor will have no further liability with respect to any breach of this Option occurring after the date of assignment.
This Option contains the entire agreement of the parties with respect to the Property and supersedes all prior written and oral negotiations and agreements with respect to the Property. Any modifications, changes, additions, or deletions to this Option must be approved by Owner and Optionee in writing.
Optionee acknowledges that it has been advised to retain independent counsel in connection with this transaction and that it has had adequate opportunity to do so before executing the Option.
This Option is governed by the laws of Oregon. If a court of competent jurisdiction holds any portion of this Option to be void or unenforceable as written, Owner and Optionee intend that (1) that portion of this Option be enforced to the extent permitted by law and (2) the balance of this Option remain in full force and effect.
Time is of the essence of this Option.
Each person executing this Option on behalf of Owner and Optionee, respectively, warrants his or her authority to do so.
For Oregon properties:
THE PROPERTY DESCRIBED IN THIS INSTRUMENT MAY NOT BE WITHIN A FIRE PROTECTION DISTRICT PROTECTING STRUCTURES. THE PROPERTY IS SUBJECT TO LAND USE LAWS AND REGULATIONS THAT, IN FARM OR FOREST ZONES, MAY NOT AUTHORIZE CONSTRUCTION OR SITING OF A RESIDENCE AND THAT LIMIT LAWSUITS AGAINST FARMING OR FOREST PRACTICES, AS DEFINED IN ORS 30.930, IN ALL ZONES. BEFORE SIGNING OR ACCEPTING THIS INSTRUMENT, THE PERSON TRANSFERRING FEE TITLE SHOULD INQUIRE ABOUT THE PERSON’S RIGHTS, IF ANY, UNDER ORS 195.300, ORS 195.301, AND ORS 195.305 TO 195.336 AND OREGON LAWS 2007, CHAPTER 424, SECTIONS 5 TO 11, OREGON LAWS 2009, CHAPTER 855, SECTIONS 2 TO 9 AND 17, AND OREGON LAWS 2010, CHAPTER 8, SECTIONS 2 TO 7. BEFORE SIGNING OR ACCEPTING THIS INSTRUMENT, THE PERSON ACQUIRING FEE TITLE TO THE PROPERTY SHOULD CHECK WITH THE APPROPRIATE CITY OR COUNTY PLANNING DEPARTMENT TO VERIFY THAT THE UNIT OF LAND BEING TRANSFERRED IS A LAWFULLY ESTABLISHED LOT OR PARCEL, AS DEFINED IN ORS 92.010 OR ORS 215.010, TO VERIFY THE APPROVED USES OF THE LOT OR PARCEL, TO VERIFY THE EXISTENCE OF FIRE PROTECTION FOR STRUCTURES AND TO INQUIRE ABOUT THE RIGHTS OF NEIGHBORING PROPERTY OWNERS, IF ANY, UNDER ORS 195.300, ORS 195.301 AND ORS 195.305 TO 195.336 AND OREGON LAWS 2007, CHAPTER 424, SECTIONS 5 TO 11, OREGON LAWS 2009, CHAPTER 855, SECTIONS 2 TO 9 AND 17, AND OREGON LAWS 2010, CHAPTER 8, SECTIONS 2 TO 7.
Nothing contained herein operates to prevent or limit the right of Owner to disclose the terms of this Option or any other information relating to it in conjunction with any litigation, land use proceeding, or other proceeding instituted with respect to this Option or the Property or as may be mandated by applicable law.
The parties agree to act in good faith and with fair dealing with one another in the execution, performance, and implementation of the terms and provisions of this Option.
