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Annex C Contact to Sell

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CONTRACT TO SELL
LOCATION: Click here to enter text.
CONTRACT NO.: Click here to enter text.
LOT AREA: Click here to enter text. FLOOR AREA: Click here to enter text. BLK:Click here to enter
text. LOT: Click here to enter text. /PHASE: Click here to enter text.
UNIT DESIGN/MODEL: Click here to enter text.
CONTRACT PRICE: Click here to enter text.
DOWN PAYMENT: Click here to enter text.
BALANCE: Click here to enter text.
NO. OF YEARS TO PAY: Click here to enter text. MONTHLY: Click here to enter text.
KNOW ALL MEN BY THESE PRESENTS:
This Contract to Sell (herein referred to as the CONTRACT), made and entered into by
and between:
Click here to enter text. , a Corporation duly organized and existing under and by virtue
of the laws of the Republic of the Philippines, with principal place of business at Click here to
enter text. and represented in this act by its (position) Click here to enter text. , who is duly
authorized and empowered for this purpose, herein referred to as the SELLER;
- AND –

Click here to enter text. , Filipino, of legal age, single/married to Click here to enter text.
with address at Click here to enter text. , hereinafter referred to as the BUYER.
WITNESSETH THAT:
WHEREAS, the SELLER is the absolute and registered owner of a certain parcel of land,
consisting of Click here to enter text. (Click here to enter text.) square meters, more or less, and
covered by Transfer Certificate of Title No. Click here to enter text. of the Registry of Deeds for
Click here to enter text. and developed it as a subdivision with a housing project/condominium
project known as Click here to enter text. located at Click here to enter text., and more particularly
described as follows:
TRANSFER/CONDOMINIUM CERTIFICATE OF TITLE NO. Click here to enter text.
(Please provide the complete description)
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
WHEREAS, it is the intention of the SELLER to create a residential community where
the general welfare of its members is promoted and protected through covenants between the
SELLER and BUYER, stipulating the restrictions and limitations imposed as easements on the
land and which covenants are embodied on a Deed of Restriction, hereto attached as ANNEX
“A” and made an integral part hereof.
WHEREAS, the BUYER, has inspected the PROPERTY and finding the same suitable for
his/her/its intended use or purpose, and subject to certain terms and conditions herein
stipulated, has offered to purchase the same from the SELLER, who is willing to sell to the
BUYER, per the latter’s Application for Reservation dated Click here to enter text., a copy of
which is hereto attached as ANNEX “B” and made an integral part hereof.
WHEREAS, the SELLER, based on the representations of and the documents submitted
by the BUYER, has found the BUYER qualified, as well as, capable of and willing to pay for the
purchase of the subdivision lot and the housing/condominium unit and has accepted the
aforesaid offer;
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NOW THEREFORE, in consideration of the foregoing premises, the SELLER hereby
contracts and obligates itself to sell the subdivision lot and the housing unit
thereon/condominium unit as herein described to the BUYER, who likewise contracts and
obligates himself/herself/itself to purchase the same, under the following terms and
conditions:
1.
PROJECT. The project is located in Click here to enter text. , with model houses design,
described, identified as and named Click here to enter text. , each with its particular
specification, area, features, etc.
2.
PROPERTY. The BUYER agrees to buy the subdivision lot/condominium unit located at
the PROJECT, specifically described as Click here to enter text. , with a total area of
approximately Click here to enter text. (Click here to enter text.) square meters and with the
housing/condominium unit described as Click here to enter text. , with a floor area of Click here
to enter text. (Click here to enter text.) square meters.
3.
TOTAL CONTRACT PRICE AND MODES/MANNER OF PAYMENT. The total
consideration, or contract price for the PROPERTY, shall be Click here to enter text.
(Php Click here to enter text. ) Philippine Peso, which shall be paid in full by the BUYER to the
SELLER at the latter’s designated office, without the necessity of demand or the services of a
collector, in the following manner.
In the event of payment through in-house financing, construction of the house shall
commence and start upon Click here to enter text. percent full payment of the total contract
price. Completion and turnover of the house to the BUYER shall be made upon the full
payment of Click here to enter text. percent of the total contract price and payment of all
surcharges, penalties, accrued interest, taxes and other assessments on the property, etc., if
any.
3.1.

The BUYER agrees to pay the total Contract Price mentioned in Clause No. 3 in the
manner and under the followings terms and conditios;

3.2.

Deposit of Click here to enter text. (Click here to enter text.) which is hereby
acknowledged to have been received by the SELLER. This Deposit received on Click
here to enter text. is applied in part of the down payment herein below stated.

3.3.

Down payment of Click here to enter text. (Click here to enter text.) shall be paid on Click
here to enter text. and represents Click here to enter text. percent (Click here to enter
text.%) of the contract price and is net of any and all discounts, receipts in full of
which is hereby acknowledged upon this contract.

3.4.

The balance of Click here to enter text. (Click here to enter text.), with an interest rate of
Click here to enter text. (Click here to enter text.%) per annum accruing from the date
of this Contract or in monthly installments of Click here to enter text. (Click here to
enter text.) payable in Click here to enter text. (Click here to enter text.) years beginning
on Click here to enter text., and every Click here to enter text.th of the month thereafter
until full payment, payable on said due dates without need of further demand.

3.5.

Balloon Payment. Parties hereby agree that in the event the BUYER opts to make a
balloon payment, the following shall apply:
i.

If made within the Click here to enter text. to Click here to enter text. year of the
Contract Period, there shall be no interest on the principal amount.

ii.

If made after the Click here to enter text. year of the Contract Period, the
INTEREST RATE for the year when the balloon payment is made shall apply
in addition to the principal amount.

4.
APPLICATION AND ORDER OF PREFERENCE OF PAYMENT. All payments made by
the BUYER under this Contract shall be applied and accounted for in the following order:
4.1.

To all surcharges and/or penalties due and outstanding, if any, thence;

4.2.

To all accrued interest due and outstanding, if any, thence;
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4.3.

To all taxes and other assessments on the Property, as provided herein, if any, and

4.4.

To the outstanding balance of the principal of the total contract price.

5.
STATEMENT OF ACCOUNT. The SELLER shall, upon the BUYER’S request, furnish
the latter with periodic Statement of Accounts reflecting the application of all payments that the
BUYER has made under this Contract, which statements shall, however, be subject to a
reconciliation of records of the PARTIES. In the event of any discrepancy between the
statements and the records of payments of the PARTIES, and the actual applications of
payments appearing on the SELLER’s records, the statements shall be adjusted accordingly.
6.
PAYMENT OF INSTALLMENT. Any and all payments under this Contract shall be
made by the BUYER to the SELLER’s duly designated representative/assignee with its
principal place of business at Click here to enter text.. It is hereby agreed and expressly
understood that any and all payments made by the BUYER through the BUYER’s broker or
sales agent or any person other than the SELLER’s duly authorized representative/assignee,
shall be the sole risk and responsibility of the BUYER, and no receipt other than that of the
SELLER’s duly authorized representative/assignee, signed by the authorized signatory/ies of
the latter and issued by the said cashier, shall be recognized as evidence of payment to the
SELLER.
7.
PENALTY ON LATE PAYMENTS. In case the BUYER fails or refuses, for whatever
reason, to pay any of the installments stipulated in Clauses No. 3 & 3.4 above, on or before the
due date, the BUYER shall pay the SELLER, a penalty equivalent to Click here to enter text.
percent (Click here to enter text.%), cumulatively, of the unpaid installment for every month of
delay or a fraction thereof. This shall, however, be without prejudice to the cancellation of this
Contract under Clause No. 12.1 hereof in the event the proceedings for the enforcement of the
same have been instituted by the SELLER before the BUYER is able to fully pay the
outstanding obligation, including the penalty, thereon.
8.

POSSESSION OF PROPERTY. Upon the BUYER’s complete payment of Click here to
enter text. percent (Click here to enter text. %) of the Contract Price and the payment of any
penalties or interest, if any, and the unit is ready for occupancy, the BUYER may occupy the
property and is deemed to enjoy possession of the same. The BUYER shall from that time
onwards, assume full responsibility for the upkeep and maintenance of the PROPERTY and
liability for paying all taxes due and other assessments levied thereon, whether the BUYER
takes physical possession of and occupies the PROPERTY, the title/ownership shall remain
with the SELLER or its assignee, until after the total Contract Price and all interest, liquidated
damages, if any, taxes and assessment as provided here, have been fully paid by the BUYER.
8.1.

CERTIFICATE OF COMPLETION. The PARTIES agree that prior to the issuance by
the concerned government entity/ies concerned of the necessary permits, licenses,
including but not limited to the Certificate of Completion, and notwithstanding the
fact that the BUYER has already paid Click here to enter text.% of the purchase price
and notwithstanding further that the unit be ready for occupancy but the
development of the property is still ongoing, the parties agree that the BUYER may
not demand from the SELLER to provide electricity, other public utilities, and paved
roads, etc. until and after the necessary permits, licenses, Certificate of Completion
shall have been submitted to the SELLER. The BUYER may, subject to the written
consent of the SELLER, which consent shall not be unjustifiably withheld, be
permitted to install temporarily, electric and water connection, at the expense of the
BUYER. It is understood that the SELLER or any of its assignee, shall not be liable
for any damage caused by reason of or as a consequence of the temporary
connection.

8.2.

START OF CONTSTRUCTION. The PARTIES agree that upon completion by the
BUYER of Click here to enter text. percent (Click here to enter text. %) payment of the
Contract Price including any penalties or interest due if any, the SELLER shall start
constructing and building the PROPERTY.

9.
TAXES AND OTHER ASSESSMENT. The BUYER shall assume payments of the realty
taxes due, as well as special taxes and other charges, dues and assessments levied on the
PROPERTY, sales/mortgage redemption and fire and lightning insurance, commencing on the
calendar quarter immediately after the BUYER’s entitlement to the possession of the
PROPERTY as stipulated in Clause No. 8 hereof. In addition, the BUYER shall likewise
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shoulder all increases on any of the taxes, such as realty tax, value-added tax and similar
taxes and assessments on the PROPERTY, which might be enacted or promulgated after the
execution of this CONTRACT. In the event the BUYER refuses or fails, for whatever reason, to
pay any or all of the above taxes and other charges, premiums, dues and assessment within
the prescribed period of time, the SELLER may, at its option, advance payments of the same,
including the penalties, surcharges if any, subject to the full reimbursement by the BUYER of
the total amount advanced by the SELLER for reimbursement. Should the BUYER refuse or
fails for whatever reason to fully reimburse the SELLER for whatever amount the latter has
advanced for this purpose, the said amount shall be automatically included in the former’s
outstanding obligation as stipulated under Clause No. 3 here, which obligation shall be subject
to the same Click here to enter text. percent (Click here to enter text.%) by way of penalty as the
unpaid installments.
10.
DOCUMENTARY STAMP TAXES, TRANSFER FEES, REGISTRATION FEES,
ASSOCIATION DUES, PUBLIC UTILITIES AND OTHER CHARGES/OBLIGATIONS. The
PARTIES hereby agree that the following fees shall be for the account of the BUYER and are
excluded and are not included in the total purchase price: notarial fees, documentary stamp
taxes, fees on the annotation on the title/s, association dues, maintenance fees, security fees
and insurance for the housing unit, and public utility connection charges.
The PARTIES hereby agree that for the duration of this CONTRACT, any charges or
obligations arising from or in relation to the PROPERTY which are not covered here and are not
clearly for the account of the SELLER, shall be for the account of the BUYER.
11.
DEED OF ABSOLUTE SALE. The SELLER or its assignee shall execute the Deed of
Absolute Sale over the PROPERTY in favor of the BUYER, and deliver the title thereto and the
tax declaration immediately after the latter’s full and complete payment of the account and
obligations stipulated here. It is expressly understood that the SELLER shall not be under any
obligation to execute the Deed of Absolute Sale and deliver any document pertaining to the
PROPERTY to the BUYER until all of the latter’s obligations have been fully and satisfactorily
complied with.
11.1 The title, right and interest to be conveyed shall be subject to the provisions of BP 220
as amended, and it’s implementing rules and regulations, the Deed of Restrictions,
zoning regulations and other restrictions imposed by the government whether
national or local, which the BUYER agrees to be bound thereby.
12.
DEFAULT AND THE AUTOMATIC CANCELLATION OF CONTRACT FOR FAILURE TO
PAY ANY AMOUNT DUE.
12.1. Default shall take place upon the failure or delay of the BUYER to pay the amount
stated in Clause No. 3 or any installment due as stated in Clause No. 3.4, outside of
the grace period as provided here and also in accordance with Republic Act No. 6552.
12.2. Without prejudice to the rights of and other causes of action available to the SELLER
as stipulated here, it is agreed and expressly understood that, in the event the
BUYER fails or refuses, for whatever reason, to pay any of the monthly
amortizations, including the penalty thereon, as well as taxes and other charges,
dues and assessments payable as provided here and within the grace period
stipulated in Clause No. 13, the SELLER shall immediately send a notarized Notice of
Cancellation to the BUYER, and should the latter still fail or refuse, for whatever
reason, to settle the outstanding amount fully, within Click here to enter text. (Click
here to enter text.) days from the service of the Notice of Cancellation, this Contract
shall be considered automatically cancelled without need of judicial action or court
order. It is agreed and expressly understood, that the mere transmittal of the
notarized Notice of Cancellation by registered mail to the BUYER through the latter’s
address indicated here, shall be considered sufficient service of the notice, regardless
whether the same was actually received by the BUYER or not.
13.
GRACE PERIOD AND FORFEITURE OF PAYMENTS. In case of default, the BUYER
shall be entitled to the following grace periods, starting on the day after the payment of any
particular account is due, within which to fully settle the account, including the penalty for
late payment, before the SELLER sends the Notice of Cancellation, with the corresponding
treatment and disposition of all payments made by the BUYER under this Contract should it be
cancelled eventually.

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13.1. If the BUYER has, at the time of default, made the equivalent of less than twenty
four (24) months of installments, the BUYER shall have a grace period of sixty (60)
calendar days from the date the unpaid installment becomes due and payable. In
the event the Contract is cancelled under this condition, all payments made by the
BUYER including the reservation fee, shall be forfeited automatically, these being
considered as and shall become mere rentals on the PROPERTY.
13.2. If the BUYER has, at the time of default, paid the equivalent of at least twenty
four (24) monthly installments, the BUYER shall have a grace period of sixty (60)
calendar days for the first two (2) years of the equivalent installments, plus an
additional grace period of six (6) calendar days for every two (2) months of
equivalent installments thereafter. In the event this Contract is cancelled under this
condition, the SELLER shall refund to the BUYER the cash surrender value of all
payments, excluding the reservation fee, made by the BUYER which is equivalent to
fifty (50%) percent of the payments, minus all interest, penalties, surcharges and all
taxes and other assessments advanced by and all other financial obligations due to
the SELLER. The transmittal through registered mail of the Notice of Availability of
the cash surrender value to the BUYER shall be sufficient compliance of the
SELLER with this provision, regardless of whether or not the BUYER actually
receives the said Notice, or claims the check for the cash surrender value.
13.2.1. The PARTIES hereby agree that the amount to be refunded shall be collected
by the BUYER at the office of the SELLER in lump sum or in monthly
installments.
14.
FORFEITURE AND DISPOSITION OF THE PROPERTY AND ITS IMPROVEMENTS.
Regardless of the condition and the reason under which this Contract is cancelled, any and all
improvements introduced by the BUYER to the PROPERTY shall be forfeited by the SELLER as
payment for liquidated damages, without right to reimbursement or removal on the part of the
BUYER. In the event this Contract is cancelled, the SELLER is entitled to immediately take full
possession of the PROPERTY, together with all improvements thereon, without the need for any
judicial action or court order. For this purpose, the BUYER hereby appoints the SELLER as its
attorney-in-fact to take possession of the PROPERTY at the time, the BUYER shall be
considered as mere intruder and/or an unlawful detainer of the PROPERTY who lost any right,
interest or claim over it and its improvements. The SELLER shall have complete liberty to
dispose of and sell the PROPERTY or any of the improvements thereon to any party or entity as
if this Contract was never executed or entered into. In any of the above cases, the SELLER or
its authorized representative shall have the full rights to enter the PROPERTY and take
possession of it, and to take whatever action is due and warranted to protect its interests
thereon, and nothing that may be done or cause to be done by the BUYER shall in any way,
revoke or diminish these rights or deny the exercise by the SELLER of these rights.
15.
OTHER GROUNDS FOR THE CANCELLATION OF THIS CONTRACT. It is agreed and
expressly understood that should the BUYER, for any reason whatsoever, fail or refuse to
comply with any of the terms and conditions of this Contract including the terms and
conditions in the attached Deed of Restrictions, the SELLER reserves the exclusive right to
unilaterally cancel this Contract without need of judicial action or court order, through the
service of a Notice of Cancellation to the BUYER. In such case of cancellation, all payments
made by the BUYER and all improvements on the PROPERTY, shall be treated and disposed of
in accordance with the provisions of Clause Nos. 13, 13.1, 13.2, 13.2.1 and 15 hereof.
16.
RESTRICTIONS OF THE PROPERTY. The PROPERTY shall be covered by and subject
to the Deed of Restrictions for the PROJECT, a copy of which is attached here as Annex A
together with the following documents, pertaining to the PROJECT, are also made integral part
hereof:
16.1.

Rules and Regulations governing the Homeowners’/Village Association;

16.2.

Rules and Regulations governing the Election of Directors and Officers of the
Homeowners/Village Association;

16.3.

Rules and Regulations governing the use of the Community Facilities and Public
Areas;

16.4.

Rules and Regulations governing the construction of various structures;

16.5.

The sketch plan of the lot showing the area boundaries and dimensions and
other landmarks.
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The BUYER shall make it his/her/its obligation and duty, in the event the SELLER
fails, for whatever reason to furnish the BUYER with copies of any of the attachments in
this Contract, to ask for copies of the attachments from the SELLER.
16.6. The Deed of Restrictions shall be annotated on the title to the PROPERTY and
shall be valid and effective for fifty years from inscription. The BUYER shall, at all
times, faithfully comply with the conditions set forth in the Deed of Restrictions and
the above-cited ancillary documents, including all amendments thereon, as well as
other rules and regulations which the Homeowners/Village Association for the
PROJECT may effect or promulgate from time to time. Any violation of the BUYER of
any of the provisions of the Deed of Restrictions and its ancillary documents, its
amendments, and other rule or regulation of the PROJECT, shall be sufficient
ground for the cancellation of this Contract, as provided in Clause No. 16 unless,
such violation is covered by specific sanctions or penalties, as stipulated in the Deed
of Restrictions or ancillary documents, in which case, the said sanction or penalty
shall be enforced.
17.
PROHIBITION ON USE OF PROPERTY AS ACCESS OR RIGHT OF WAY. It is agreed
and expressly understood that the PROPERTY shall not in any way or under any circumstance
be used by the BUYER or allow any third party as access or right-of-way to any other
property/ies beyond or adjoining the PROJECT whether said property/ies is owned by the
BUYER or not. In case of violation of this section, the SELLER reserves the right to unilaterally
cancel this Contract under Clause No. 15 hereof.
18.
TRANSFER OF RIGHTS. The BUYER shall not in any way and under any
circumstances sell, assign, transfer, convey, cede or otherwise encumber his/her/its rights and
interests and or obligations over the PROPERTY under this Contract, without the written
consent and approval of the SELLER. Any sale, assignment, transfer, conveyance, cession or
encumbrance of the rights, interests, and or obligations by the BUYER may be allowed by the
SELLER only if the former fully updates his/her/its accounts by payment of all due and
outstanding amounts and if there is no violation of the terms and conditions of this Contract.
Any sale, assignment, transfer, conveyance, cession or encumbrance made by the BUYER in
violation of this provision shall be ipso facto null and void and shall have no binding effect on
the SELLER.
19.
DELIVERY OF THE LOT AND UNIT, DESIGN AND SPECIFICATION OF THE UNIT,
CONSTRUCTION OF THE UNIT AND UNAUTHORIZED IMPROVEMENTS ON THE
PROPERTY:
19.1. The construction of the Unit shall be in accordance with the presented plans
and specifications which the BUYER hereby represents to have been read,
examined, evaluated and understood by him/her/it before the signing of this
Contract. In case of controversy in the interpretation of the design, plans and
specifications or in the measurement of the unit, the interpretation of the plans,
design, specification and measurement made by the SELLER shall prevail. Any
furniture, fixture, accessory or equipment illustrated in any sales brochure or
prospectus and which may actually be found in the model units are not included in
the sale of the Property or in this Contract, unless otherwise specifically requested
for by the BUYER and agreed to by the SELLER in writing, to be included in the
Property. Model Units/Houses serve as visual marketing aids of the SELLER and its
interior design may be upgraded from time to time which design may or may not be
found on the PROPERTY.
All fixtures found in the bathroom, toilets, kitchen and all finishing materials tiles, parquet flooring etc., of the model house/unit are not included in the unit
subject matter of this Contract unless, specifically agreed upon by the PARTIES and
provided that such fixtures and finishing materials are still available commercially.
Any increase in the price of such fixture or finishing material shall be borne and
shall be for the account of the BUYER. In the event the agreed upon finishing
material or fixture is no longer available or cannot be found without great difficulty,
the BUYER agrees that the SELLER may on its discretion and even without any
notice to the BUYER, install a suitable substitute or replacement of the same quality
standard and class of finishing and fixtures, which substitute or replacement may
however, vary in size, color or specification from that agreed upon by the PARTIES.

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19.2. The approved building plan shall be the basis for the exterior and interior design
of the PROPERTY, among other things. The signature, initial, seal or thumb mark
of the BUYER on the approved building plan shall be deemed approval by the
BUYER of the design, etc., of the PROPERTY. The lack or absence of the BUYER’S
signature, initial, seal or thumb mark on the said plan print does not invalidate nor
shall it be a reason for the BUYER to change, deviate or alter the design etc., agreed
upon by the PARTIES.
19.3. The PARTIES agree that the materials, finishing and specifications, and the
blueprint/autocad print, as approved by the proper government agency such as the
City Engineering’s Office, shall be the exact materials and finishing specifications to
be used on the PROPERTY, except when any of the events as stated in Clause No.
29 on amendments on the project plans, Clause No. 21 on improvements required
by the government and Clause No. 29 on force majeure happens, then the
PURCHASER may be allowed to deviate from the materials, finishing specifications
and the approved blueprint/autocad as may be allowed by law, without incurring
any liability to the BUYER.
19.4. The schedule/list/table of specifications as to the materials and finishing to be
used on the PROPERTY shall be the basis for the materials and finishing to be used
on the PROPERTY barring any of the events happening as stated in Clause Nos. 20,
21 and 19. The signature, initial, seal or thumb mark of the BUYER on it shall be
deemed approval of the materials and finishing. However, the lack or absence of the
BUYER’S signature, initial, seal or thumb mark on the attached schedule/list/table
of specifications does not invalidate the attached schedule/list/table nor shall it be
a reason for the BUYER to change, deviate or alter the materials and finishing
agreed upon by the PARTIES. Any extraordinary increase in the price of the class,
type, grade of the materials and the finishing shall be borne and shall be for the
account of the BUYER, in accordance with Clause No. 26 on “Increase in the cost of
construction, materials labor and extraordinary inflation.”
19.5. Prior to the full payment of the contract price, the BUYER shall not introduce
any improvements on the PROPERTY or make any structural changes on the unit
minor or major, without the written consent of the SELLER. In the event of the
cancellation of this Contract, any improvements introduced by the BUYER approved
or not by the SELLER, shall belong to the SELLER, without any right of
reimbursement to the BUYER.
20.
AMENDMENTS ON THE PROJECT PLANS. In the event any government agency or
instrumentality authorized by law requires or approved any amendment to the designs and
plans for the PROJECT, the SELLER shall undertake and fully implement all works called for
under the revised designs and plans. In any such case, this Contract shall remain valid and
effective, regardless of whether the PROPERTY will be adversely affected by the said revisions
or not, except only when the area of the PROPERTY is changed as a result of such revisions, in
which case this Contract shall be amended but only to the extent of reflecting the change in the
area of the PROPERTY. Any change in the contract price resulting from the change in the area
of the PROPERTY shall be based on the unit price stipulated herein except when extraordinary
inflation has supervened then the corresponding increase in the value of the property shall be
the basis of the change in the contract price.
21.
IMPROVEMENTS REQUIRED BY THE GOVERNMENT. In the event any government
agency or other competent authorities require any specific improvements to be introduced on
the PROPERTY, the BUYER shall undertake the same at his/her/its own expense. In case the
BUYER fails or refuses for whatever reason to undertake the improvement, the SELLER shall
undertake it and charge the BUYER the cost of such improvement. Should the BUYER fail or
refuse to fully reimburse the SELLER for the cost of the improvement, the cost or amount shall
be incorporated into the principal balance payable here.
22.
MEMBERSHIP IN THE HOMEOWNERS’/VILLAGE ASSOCIATION. If at the time of
the execution of this Contract, the Homeowners’/Village Association for the PROJECT has been
established and existing, the BUYER shall become an automatic member of the said
association upon the BUYER’S execution or signing of this Contract and is required to pay the
prescribed membership fee. If the Association is not yet established at the time of the signing
of this Contract, the BUYER agrees to be a member thereof. The BUYER hereby agrees to
faithfully comply with and abide by the present as well as future, lawful rules and regulations
for the PROJECT of the Association. In case the SELLER is authorized by the Association to
collect the fees, dues and other assessments from members on its behalf, the BUYER shall pay
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the association dues and charges together with the installments under this Contract. In the
event the BUYER fails or refuses for whatever reason, to pay the association dues and charges,
the SELLER reserves the right to consider unpaid dues and charges part of the BUYER’S
obligation under this Contract and deduct the same from the BUYER’S installment payments.
23.
INVESTIGATION, INSPECTION OF THE PROPERTY BY THE PURCHASER AND
UNDERTAKING OF THE SELLER. The BUYER hereby acknowledges the fact that he/she/it
has completely investigated and inspected the PROPERTY and has found no squatter, tenant or
any unlawful occupant therein, and that he/she/it is fully satisfied with its condition, fitness
and value and has found the same suitable for his/her/its intended purpose.
After the BUYER or his/her/its representative has made the necessary investigation
and inspection of the property as provided here, the BUYER agrees not to make unscheduled
visits to the housing unit, nor interfere in any manner whatsoever with the construction of the
housing unit either by monitoring, supervising, etc., or communicating with any of the
SELLER/Developer’s staff, during the construction without the written consent of the
SELLER/DEVELOPER, stating the reason for such interference, inspection, or visit on the unit.
The BUYER further agrees that the SELLER/DEVELOPER shall not be liable for any
accident that may occur while the BUYER, his/her/its representative are within the premises
of the construction site or unit under construction. The BUYER hereby agrees to abide by any
rule or regulation the SELLER/DEVELOPER may issue and adopt from time to time in relation
to the visit or inspection by the BUYER of the housing unit while it is under construction. A
temporary pass shall be issued by the SELLER/DEVELOPER to the BUYER or his/her/its
representative for allowed visits or inspection which temporary pass shall be surrendered to the
SELLER’S office and issuing staff during business hours. Allowed visits or inspection may be
done only during reasonable business hours. No visit or inspection may be allowed after
business or office hours and holidays.
23.1 The SELLER shall notify the BUYER in writing, of the readiness of the PROPERTY for
inspection and for the purpose of securing the BUYER’S formal acceptance of the
PROPERTY. The BUYER shall signify his/her/its formal acceptance of the Property.
The failure of the BUYER to signify acceptance of the PROPERTY within Click here to
enter text. (Click here to enter text.) days from receipt of the notification will be
conclusively construed as acceptance of the PROPERTY. This acceptance whether
expressed or implied, transfers the risk of loss or damage to the Property to the
BUYER and all obligations, assessments, taxes etc., provided for here and in the
Deed of Restrictions, shall be for the account of the BUYER notwithstanding the fact
that title to the Property is retained by the SELLER pending the full and complete
payment of the purchase price and other monetary obligation of the BUYER to the
SELLER.
23.2 The SELLER warrants good and valid title to the PROPERTY and undertakes to
make any repairs on any defect of the housing unit due to its construction, within
the period of Click here to enter text. (Click here to enter text.) months from acceptance
by the BUYER, except repairs for loss or damage resulting from the acts of the
BUYER, his/her/its members of the family, relatives, guests, privies and
representatives, loss or damage resulting from ordinary wear and tear and loss or
damage due to any force majeure, acts of God etc., as enumerated in the provision
under the heading Force Majeure.
23.3 The SELLER undertakes to register at the BUYER’s expense, the DEED OF
ABSOLUTE SALE with the proper Register of Deeds in accordance with BP220.
24.
TITLE TO BODIES OF WATER ADJACENT TO THE PROPERTY. The SELLER hereby
retains all rights, claims, interest, title to and ownership over any river, creek, waterway,
whether flowing or dry, or any similar area adjacent to the property, if any.
25.
INCREASE IN THE COST OF CONSTRUCTION, MATERIALS, LABOR AND
EXTRAORDINARY INFLATION. In case the cost of the construction materials and labor, etc.,
of the housing unit escalates or increases to Click here to enter text. percent (Click here to enter
text. %) of the value of the currency at the time of the establishment of this obligation, the
BUYER agrees to pay the increase in the cost of the construction, materials and labor.

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8

In the event of extraordinary inflation occurring during the term of this Contract, any
unpaid amount or obligation of the BUYER shall be adjusted and increased in proportion to the
degree of such extraordinary inflation.
26.
ASSIGNMENT OF RECEIVABLES. It is hereby agreed and expressly understood that
the SELLER may, at any time, unilaterally assign its receivables or any portion thereof to any
third party without need of any notice to the BUYER. The BUYER undertakes to honor and
abide by the terms and conditions of the assignment to the third party, and further undertakes
to fulfill his obligations under this Contract to Sell, NHMFC’s Housing Loan Receivables
Purchase Program (HLRPP) Guidelines, including any and all amendatory and supplementary
circulars which may hereafter be promulgated and all documents filed in connection with the
assignment/transfer of the loan/receivables.
26.1 The BUYER agrees to be bound by the assignment of receivables and acknowledges
that the Original Transfer Certificate of Title (TCT)/Condominium Certificate of Title
(CCT) subject of the CTS shall be delivered by the DEVELOPER/ORIGINATOR to
NHMFC as security for the amounts to be paid/remitted by the DEVELOPER or
BUYER to NHMFC under the Deed of Assignment of Receivables with Recourse
(DARR) executed by and between the DEVELOPER/ORIGINATOR and NHMFC, the
HLRPP Guidelines and other contracts/documents filed/submitted in relation
thereto.
26.2 The BUYER agrees that the subject Original TCT/CCT shall only be released by
NHMFC upon full payment by the DEVELOPER/ORIGINATOR/BUYER, as the case
may be, of the full amount of the receivables/loan assigned (in addition to the
interest, penalties, premiums, and other charges, if any) in accordance with the
contracts/documents/Guidelines mentioned under No. 26.1.
26.3 The BUYER agrees to be bound by the failure of the DEVELOPER/ORIGINATOR to
pay/remit in favor of NHMFC any amount due to the latter by virtue of the
contracts/documents/Guidelines mentioned under No. 26.1.
27.
CONVERSION TO REAL ESTATE MORTGAGE. The BUYER consents to the conversion
of the Contract to Sell into a loan agreement with Real Estate Mortgage at the option of
SELLER, in which case the BUYER agrees to execute all documents/instruments as may be
proper/necessary for the purpose, and to comply with and be bounded by the terms and
conditions of the loan agreement and Real Estate Mortgage.
28.
DOCUMENTATION OF RECEIVABLE. In the following eventualities, the BUYER shall
pay the SELLER the corresponding fees/charges:
28.1

In case of loss by the BUYER of this Contract, the amount of Click here to enter
text. (Php Click here to enter text. ) shall be charged against the BUYER for a
certified copy of it;

28.2

In case of loss by the BUYER of the copy of the Deed of Restrictions for the
PROJECT or any of the ancillary documents hereof, the amount of Click here to
enter text. (Php Click here to enter text. ) shall be charged for a replacement copy;

28.3

In case of amendments to this Contract, if the amendment is introduced by the
BUYER, the amount of Click here to enter text. (Php Click here to enter text. ) shall
be charged against the BUYER for the documentation of such amendment;

28.4

In case of transfer of rights, the amount of Click here to enter text. (Php Click here
to enter text. ) shall be charged against the BUYER, per lot and per housing unit.

29.
FORCE MAJEURE. In the event of fire, earthquake, calamities, acts of God, acts of
terrorism, civil disturbance, imposition of government and economic controls/sanctions or any
other cause beyond the control of the SELLER, making it very difficult if not impossible for the
SELLER to comply with any of its obligation here, the PARTIES agree that the SELLER shall be
released from its obligation without any liability to the BUYER in accordance with the Civil
Code provisions on Force Majeure. However, if the conditions are such that the obligation of
the SELLER may still be made and be fulfilled except that delay may be incurred, the BUYER
agrees that he/she/it shall extend and grant the extension of time requested for by the
SELLER without any liability on the part of the SELLER.

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9

30.
NOTICE AND ADDRESS OF THE BUYER. Where demand or notice is required to be
given under this Contract, notice sent to the parties at the addresses specified and indicated in
this Contract by registered mail or by personal delivery shall be considered sufficient
compliance with the requirement of notice or demand. The address of the BUYER indicated
here shall be considered as the BUYER’S official postal address and all correspondence sent by
the SELLER to the BUYER shall through the said address bind the BUYER. It is the BUYER’S
obligation to inform the SELLER in writing immediately, of any change in his/her/its postal
address including the change of BUYER’S address in the event of his/her/its transfer to the
PROPERTY. Otherwise, the SELLER shall not be liable for the failure or inability of the BUYER
to receive or be served any correspondence/notice/mail matter to him/her/it.
31.
LOST CONTRACT. In the event the BUYER loses this Contract, the BUYER shall
immediately notify the SELLER in writing of such loss. The SELLER shall not be held liable for
any damage or adverse consequence arising out of the use by any third party of the lost copy of
this Contract.
32.
NO WAIVER OR RENUNCIATION OF RIGHTS. It is hereby agreed and expressly
understood that whatever forbearance or consideration the SELLER might grant to the BUYER
shall not be construed as waiver or renunciation or abandonment of any rights of the SELLER.
Neither may the BUYER use whatever forbearance or consideration that the SELLER may grant
or extend to the BUYER as an excuse for defaulting on his/her/its obligations or violating any
of the terms and conditions of this Contract and of the attached annexes.
33.
WARRANTIES OF THE BUYER. The BUYER warrants and makes manifest that this
Contract and all attachments state his/her/its entire agreement with the SELLER with respect
to the purchase and sale of the PROPERTY and this Contract was not procured through any
misrepresentation, or any statement, warranty or commitment not contained here. The BUYER
further warrants that he/she/it has thoroughly read and fully understands this entire Contract
or was read and, or translated to him/her/it by a person enjoying his/her/its confidence in a
language or dialect known and understood by him/her/it.
34.
ENTIRETY AND AMENDMENT OF THIS CONTRACT. This Contract including the
Annexes attached here embodies the entire agreement of the PARTIES. There are not terms,
conditions, and obligations, other than those contained here. This Contract supersedes all
previous communications, representations or agreements, either oral or written between the
PARTIES. No further amendments, alterations, or deletions to this Contract shall be valid
unless the same are reduced in writing and contained in separate document signed by the
PARTIES hereto or their duly authorized representatives.
35. EFFECTIVITY OF CONTRACT. This Contract shall be deemed valid and effective
commencing on Click here to enter text. and shall remain to be in full force and effect until all
obligations of both parties here stipulated have been fully complied with, or until otherwise
cancelled by the SELLER as provided here.
36.
JOINT AND SEVERAL OBLIGATION. If the BUYER consists of two or more persons, or
entities, any and all of their obligations contracted here and all warranties, statements,
representations and commitments made in connection with this Contract, whether such
warranties, statements, representations and commitments were made collectively or by anyone
of the said persons or entities, shall be deemed to have been made by said persons or entities
in their joint and several capacities.
37.
VENUE AND COSTS OF LITIGATION AND INDEMNITY FOR DAMAGES. It is hereby
agreed that, in case of litigation arising from this Contract, the venue for such litigation shall
be in the proper courts of Click here to enter text. or in the Housing and Land Use Regulatory
Board (HLURB) whichever has jurisdiction. Should the SELLER resort to litigation in order to
enforce any of the terms and conditions of this Contract to protect its rights and interests, the
BUYER shall be liable to the SELLER for the cost of suit, actual damages and attorney’s fees,
which in no case shall be less than Click here to enter text. ( Click here to enter text. ).
38.
AMICABLE SETTLEMENT. The PARTIES hereto agree that in the event of
disagreement and before recourse to the Court is made, they shall amicably settle their
differences by conducting dialogues and if possible and economically viable, they shall appoint
Click here to enter text. (Click here to enter text.) disinterested persons of known probity and
integrity in the community, one to be chosen by the SELLER, the other, by the BUYER, and the
third to be mutually chosen by the PARTIES, to mediate between them to the end that an
amicable settlement may be reached. Nothing in this section will prohibit either PARTY from
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10

recourse to the Court or the HLURB, if the out-of-court settlement proceeding has become
overly burdensome, biased or prejudiced, amounting to a deprivation of due process. Nothing
in this section will also prohibit either party from recourse to the Barangay Conciliation
proceeding, if applicable.
39.
SEPARABILITY CLAUSE. The parties hereby agree that should any clause, section or
provision in this Contract be judicially declared void, invalid or ineffective, for any reason
whatsoever, the validity of the remaining provisions shall not be affected and shall continue to
be binding upon the PARTIES, their successors-in-interests, heirs and assigns.
IN WITNESS WHEREOF, the PARTIES hereunto signed this Contract to Sell on Click
here to enter text. at Click here to enter text.,

Click here to enter text.

Click here to enter text.

BUYER

SELLER

With my marital consent:

By:

_________________________
BUYER's Spouse
(Signature over printed name)

_____________________________
(POSITION)
(Signature over printed name)

SIGNED IN THE PRESENCE OF:
____________________________
(Signature over printed name)
Witness

_______________________________
(Signature over printed name)
Witness
ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES)
__________________________________) S.S.
BEFORE ME, a Notary Public for and in ____________________, on this __th day of ___________,
20__, personally appeared the following:
Name
_______________________
_______________________
_______________________
_______________________

Competent Proof of Identity
_______________________
_______________________
_______________________
_______________________

Issued on/at; Valid until
________________________
________________________
________________________
________________________

known to me to be the same persons who executed the foregoing instrument consisting of
____________ (__) pages including this page where the Acknowledgment is written, which has
been signed by the parties and their witnesses on the left hand margin of every page and on the
signature page. The parties/signatories acknowledged that this constitutes their own free and
voluntary act and deed and that of the Corporation/s represented.
WITNESS MY HAND AND SEAL, on the date and at the place first above written.

Doc. No. ______;
Page No. ______;
Book No.______;
Series of ______.
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