MOPR Notes:  This is an example of one presented to a VP landowner in about 8/05.




   This Option Agreemt, made & entered into this ___ day of ___, 2005, by & between Buyer & Seller, named & more particularly described below, whereby Seller hereby grants to Buyer, at any time during the Option Period, & any extension thereof, the exclusive right to purchase the subject property upon the terms & conditions as set out below:










Sansone Family Holding Co, LLC

120 SCentral Ave, Suite 500, Clayton, MO  63105





Period of Option:  The Option Period will commence on the full signing of this doc by both parties.  The Option Period shall end 1 yr from the date of signing unless otherwise extended as allowed hereunder.  Buyer shall have the right, but not the obligation, to extend this Option, upon the same terms & conditions as set out in the initial Option Term, for 6 add'l months, to commence upon the expiration of the preceding period.  Buyer shall exercise such extenstion by conveying notice to Seller not less than 15 days prior to the expiration of the existing term.  At the time of the notice of extension, Buyer shall deliver an add'l $250.00 to Seller.  Said add'l amt shall be applied to the purchase price or returned, in the same way as provided for the initial option amt. 


Option Amt & Paymt:  Simultaneously with the full signing of this doc, Buyer shall pay to Seller, the sum of $250.00 which shall be the Option amt.  Said amt shall be retained by Seller but shall be applied against the sale price if Buyer exercises its option & purchases the Property.  Notwithstanding the foregoing, if the purchase of the Property is not closed due to Seller's default, Seller shall immed return the Option amt to Buyer.

4. Contract for Sale of Property:  The parties shall, upon exercise of the Buyer's option, finalize a sale contract, which shall memorialize the terms set forth herein.  Failure to finalize such a contract after exercise of Buyer's option shall not abrogate the parties' Agreemt & the transaction shall close under the following terms: 


  a. Purchase Price - Buyer shall pay for the Property an amt equal to 200% of the appraised value of the Property as listed in


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the StLCnty Assessor's Ofc at the time Buyer exercises its option, reduced by any option monies previously paid to Seller by Buyer.

  b. Closing Date - Within 90 days following the exercise of the Buyer's option.
  c. Representations of Seller - Normal representations as to title, normal representations as to lack of presence of hazardous substances or materials & full authy & ability to convey the property.
  d.  Representations of Buyer - Authy & ability to acquire property.
  e. Condition of Property - As is.



Inspections & Contingency.  Buyer shall have during the entire Option Period, the complete ability, without interference from  Seller, to conduct inspections, surveys & tests to determine the appropriateness of the Property for Buyer's purpose.  The sale of the property is contingent on Buyer's satisfaction, in Buyer's sole discretion, with the appropriateness & feasibility of the Property for its intended purpose, & Buyer's satisfaction with all tests, investigations & surveys.  buyer may cancel this Option Agreemt for any reason. 


Exercise of Option:  Buyer shall exercise this Option by delivering written notice of such exercise to Seller within the Option Period.  Notice may be delivered by any means allowed in paragraph 10 so long as rcv'd by Seller within the Option Period. 


Title:  Buyer may order a title search on the Property.  If the title search discloses condition unacceptable to Buyer shall, {sic!} within 15 biz days thereafter, give notice in writing to Seller of any defects in or objections to the title as so evidenced, & Seller shall clear the title of the defects & objections so specified.


If Seller fails to clear title to the extent required by Buyer or to submit evidence of Seller's ability to do so prior to closing, then the closing shall be continued at Buyer's option for up to 180 days & Buyer may clear title to the extent so required & charge the cost of clearing of title to Seller or, at Buyer's option, Buyer may terminate the contract by giving Seller written notice at any time prior to the delayed closing.


Title to be conveyed shall be merchantable title, free & clear of all liens, encumbrances, restrictions, & esmts, except as designated in the Contract for Sale. 



Possession & Risk of Loss:  Seller shall continue in possession of the Property until closing & shall maintain the Property in its present condition, reasonable wear from ordinary use excepted.  Possession shall be transferred to Buyer at closing. 


Risk of loss from fire or other casualty to the Property shall be Seller's until transfer of possession.  Seller shall maintain adequate insurance against loss,


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including extended coverage, during such period.  All policies of insurance on the Property shall be transferred to Buyer at closing at Purchaser's option. 


Notices:  Any notice shall be given in writing to the party for whom it is intended in person or by registered mail at the addresses designated in paragraph 1, or such future adress as may be designated in writing.  Notice by registered mail shall be deemed rcv'd by the recipient upon any refusal to accept or upon notification from the Postal Svc of attempted delivery.


Assignmt & Succession:  This Option & the Contract resulting from its exercise shall bind & inure to the benefit of the heirs, administrators, executors, successors, & assigns of the respective parties.  All rights of Buyer under this Option may be assigned without restriction, but notice of each assignmt shall be given in writing to Seller.


Restriction on Sale:  Seller shall not, during the period of this Option sell, option, convey or otherwise assign its right, title, interest or possession of the Property without the prior written approval of the Buyer.  Any such sale, option, conveyance or assignmt shall be subject to & subordinate to the rights provided to Buyer herein.  Seller shall execute such docs, as Buyer deems necessary for recording purposes to give public notice of the existence of this Option.


Atty Fees:  If either party seeks to enforce its rights hereunder, the prevailing party shall be entitled to rcv, in addition to whatever relief it is otherwise entitled to, its atty fees & cost of litigation.


Governing Law:  The laws of the State of MO shall govern this doc & the provisions herein.


Memorandum of Option:  Seller shall execute a Memorandum reflecting the granting of this Option, which Buyer may record, at Buyer's cost.




Sansone Family Holding Co, LLC














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