Letter Of Intent For The Purchase And Sale Of Property Template (Page 3 of 8) in pdf

Letter of Intent | 45

or other interests in any aforesaid water or water rights and/or flood rights, and/or in any irrigation

or ditch companies; (v) any and all wells, pumps, casing, tubing, pipes, pipelines, electric power lines,

tanks, dams, weirs and other diversion works, ditches, acequias, headgates, turnouts and other equip-

ment, facilities, and property associated, used or useful in connection with any aforesaid water rights

and/or flood rights and claims to and applications for such water rights and/or flood rights; and (vi)

and any and all rents, income, profits, proceeds and products of and from any of the property de-

scribed in this Section (1)(c) (collectively, the “Water Rights”).

2. letter inspection Period. From the date this Letter is fully executed (the “Letter Effective Date”),

Buyer shall have a thirty (30)-day period within which to commence a due diligence investigation of the

Property (the “Letter Inspection Period”). Seller and Buyer agree to the following during the Letter Inspec-

tion Period and beyond, as specified below:

a. Within five (5) business days of the Letter Effective Date, Buyer shall deposit into escrow with the Title

Company (defined below), as escrow agent, a deposit of ____________________ and 00/100 Dollars

($__________) (“Letter Deposit”) to be applied toward the Agreement Deposit defined below upon ex-

ecution of the Purchase Agreement. Seller may retain the Letter Deposit of ____________________

and 00/100 Dollars ($__________) (i) in the event the parties, though proceeding in good faith, are

nonetheless unable to negotiate and execute a definitive Purchase Agreement, as independent con-

sideration of Seller entering this Letter or (ii) in the event, in failing to execute a definitive Purchase

Agreement, Buyer has not acted in good faith, as Seller’s sole and exclusive remedy, as liquidated dam-

ages, Seller’s actual damages being difficult, if not impossible, to ascertain. Buyer may obtain a return

of the Letter Deposit of ____________________ and 00/100 Dollars ($__________), in the event, in

failing to execute a definitive Purchase Agreement, Seller has not acted in good faith, as Buyer’s sole

and exclusive remedy, as liquidated damages, Buyer’s actual damages being difficult, if not impossible,

to ascertain.

b. Seller shall provide to Buyer, at Seller’s cost, within one (1) day of the Letter Effective Date all docu-

ments pertinent to the Property, including, without limitation, the following, among others (collectively,

the “Letter Inspection Documents”):

i. A current commitment of _________________________________ issued through its

____________________, New Mexico office and through ______________________________

___ in ____________________, New Mexico, in combination (collectively, the “Title Company”)

on NM Form 6 (ALTA Form Rev. 6-17-06) (the “Commitment”), the form prescribed at N.M. Ad-

min. Code §13.14.18.19 of the New Mexico Title Insurance Rules, N.M. Admin. Code §13.14.1.1

et seq. (“Title Insurance Rules”), for issuance of an Owner’s ALTA policy of title insurance on NM

Form 1 (ALTA Form Rev. 6-17-06), the form prescribed and set forth in the Title Insurance rules at

N.M.Admin. Code §13.14.18.14 (“Owner’s Policy”), together with copies of the vesting deeds and

all documents cited in Schedule B-I and B-II of the Commitment;

ii. All plats of any of the Property, including, without limitation, survey plats;

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