DEED OF SALE SECTIONAL TITLE UNIT FOR RETIRED … … · · 2017-12-12DEED OF SALE SECTIONAL...

St. Johannis Park of 37 Initial here _________________

DEED OF SALE SECTIONAL TITLE UNIT FOR RETIRED PERSONS

IN ST. JOHANNIS PARK

entered into between

COMDEV ST JOHANNIS (PTY) LTD

Reg. No. 2015/359761/07

herein represented by its director, Eric Owen Simons, who warrants being duly authorised hereto

of 3rd Floor Combined HQ, 4 Bridal Close, Tyger Falls Bellville, Western Cape, 7530

Email: [email protected]

(“hereinafter referred to as “the Seller”)

and

_______________________________________ ____________________________________

(ID/Reg. No.: __________________________ __________________________________)

of ______________________________________________________________________

________________________________________________________ (residential address)

email: ________________________; fax: _________________ ; tel. ___________________

Represented herein by ________________________________, who warrants being duly

authorised hereto (only applicable to juristic persons, trusts)

(hereinafter jointly and severally, if applicable, referred to as “the Purchaser”)

Re: Purchase of Unit No. __________________


CONTRACT SCHEDULE

1. PARTIES

1.1. Seller: Comdev St Johannis (Pty) Ltd (Registration No. 2015/359761/07) as per page 1 of this agreement

1.2. Purchaser: The person/entity stipulated on page 1 hereof.

1.3. Nominated Occupant and ID No. (where different from Purchaser):

1.4. Nominated Occupant’s Spouse and ID No. (Purchaser’s Spouse where Purchaser also an Occupant):

1.5. Purchaser’s Income Tax Number:

2. SUBJECT MATTER

Scheme Name: ST. JOHANNIS PARK

Unit: Unit No.: _________ Approx. Size (m2): __________

Parking Bay( s) allocated in terms of Section 27A

Parking bay no/ s. __________ Approx. size (m2): __________

Garage allocated in terms of Section 27A Garage No. __________ Approx. size (m2): __________

The Scheme is situated in the magisterial district of Bellville, Western Cape and is currently unbonded. The Seller will register a development bond with a financial institution over the Land, the capital and interest of which bond will be payable upon completion of the Development.

3. PURCHASE PRICE

3.1. Purchase Price: R

3.2. VAT thereon (if applicable): R

3.3. Total Purchase Price: R


3.4. Deposit within 7 (seven) days of signature by the Purchaser

R

3.5. Balance of Purchase Price on transfer R ______________________________ (to be secured as per clause 6.4 of the standard conditions)

3.6. Transfer fees:

Total Costs payable by Purchaser:

R ____________________________ R ____________________________

4. ESTIMATED OCCUPATION DATE _________________________ (Read with clause 7 of the standard conditions)

5. ESTIMATED TRANSFER DATE

6. ESTIMATED LEVY (EXCLUDING RATES) R per month calculated at R 15.93/m2, subject to final determination on completion of the Development (adjusted annually by SJO)

7. MORTGAGE BOND Yes No

Tick if not subject to a bond

If required, specify amount required R _________________________ (or such lesser amount as the Purchaser may accept)

Date by which bond must be granted: 45 days from the Signature Date or such extended date as the Seller may approve in terms of clause 35.1 of the standard conditions

8. SELLER ’S ATTORNEYS

8.1. Contact Details Hildebrand Attorneys The Penthouse Suite 10th Floor Valuta Trust Building 74 Shortmarket Street Cape Town 8001 Tel. 021 180 4100 Fax: 086 617 9521 Email: [email protected]

8.2. Trust Account Details Bank: Standard Bank Branch: Thibault Square Branch Code: 020 909 Trust Account No. 070 255 202 Ref. SJPark (unit no. ___)*

*Always quote the reference no. when making payment

mailto:[email protected]


9. SELLING AGENT

9.1. Name: Linette Teepe

9.2. Tel. 082 852 7632

9.3. Email: [email protected]

9.4. Commission: as per separate agreement between the Seller and the Selling Agent, payable by the Seller

10. OCCUPATIONAL RENTAL PAYABLE R ___________________________

11. REPRESENTATIONS AND PROMISES – made by the Seller/ its agent(s) not recorded in this Agreement which caused the Purchaser to enter into this Agreement

12. SPECIAL CONDITIONS

____________________________________________________________________________________________

____________________________________________________________________________________________

____________________________________________________________________________________________

____________________________________________________________________________________________

13. PERSONAL INFORMATION OF PURCHASER(S)

13.1. Purchaser’s postal address (if different to residential address): _________

___________________________________________________________________

13.2. Marital Status: In community Out of Community of Property

Accrual System Foreign Law(specify): ___________________________

13.3. Date & Place of Marriage: ________________________________________

13.4. If in community, full names of spouse: ______________________________

13.5. Nationality of Parties: ____________________ ___________________


Table of Contents

1 Consumer Protection Act ................................................................................................................ 7

2 Definitions and Interpretation .......................................................................................................... 8

3 Introduction ................................................................................................................................... 12

4 Suspensive Conditions in favour of the Seller .............................................................................. 13

5 Subject matter – Sale of Unit ........................................................................................................ 13

6 Purchase Price and Payment ........................................................................................................ 14

7 Possession & Delivery, Occupation & Occupational Rental, Risk & Benefit ..................................... 15

8 Transfer and allocation of the subject matter ................................................................................ 17

9 Statutory Approvals....................................................................................................................... 18

10 Sectional Plan and Extent of Section ............................................................................................ 18

11 Changes to Architectural Plans and Specifications and Finishes ................................................. 19

12 Transfer Date ................................................................................................................................ 20

13 Compliance Certificates ................................................................................................................ 20

14 Body Corporate Rules, Constitution and Compliance by Others .................................................. 20

15 Levies............................................................................................................................................ 21

16 Costs ............................................................................................................................................ 22

17 Conditions applicable pending transfer ...................................................................................... 22

18 Warranty of Quality ....................................................................................................................... 23

19 Rectification of faults and defects ................................................................................................... 24

20 Work in Progress, Risk and Indemnity .......................................................................................... 24

21 Title and municipal conditions ........................................................................................................... 25

22 Value Added Tax .......................................................................................................................... 26

23 Direct Marketing and Cooling Off .................................................................................................. 26

24 Breach........................................................................................................................................... 26

25 Inspection of Units ........................................................................................................................ 28

26 Notices and domicilia .................................................................................................................... 28

27 Selling agent's commission ........................................................................................................... 28

28 Managing Agent ............................................................................................................................ 29

29 Applicable Law/Jurisdiction/Costs................................................................................................. 29

30 Prescribed Information and restrictions in terms of Retired Persons Act...................................... 29

31 Servitudes ..................................................................................................................................... 32

32 Joint and several liability ............................................................................................................... 32

33 Company/close corporation/trust – to be formed and already formed .......................................... 32

34 Whole Agreement, Variation, Indulgences.................................................................................... 33

35 Mortgage Bond .............................................................................................................................. 33

36 Bond Originator ............................................................................................................................. 34

37 National Credit Act ........................................................................................................................ 35

38 Tax Affairs ..................................................................................................................................... 35

39 Offer and acceptance .................................................................................................................... 35

40 Resale of Units prior to Sale of all Units in the Development ....................................................... 36

41 Consent of Spouse ....................................................................................................................... 36

42 Severability ................................................................................................................................... 36


Annexure A: Architectural Plans

Annexure B: Schedule of Finishes and Specification

Annexure C: Site Development Plan including Parking Layout

Annexure D: Estimated Future Management Expenses and Future Levies

Annexure E: Services available to the Occupant

Annexure F: Conduct Rules, Management Rules and SJO Constitution


Conditions of Sale

1 Consumer Protection Act

1.1 The Parties confirm that this sale did not come about as a result of direct marketing by the Seller

and/or its agent/s but has been concluded as a result of consultative negotiations between the

parties. Should the Purchaser have been introduced to the Unit by means of direct marketing, the

Purchaser may cancel this Agreement by giving written notice to the Seller within 5 (five) days of

the Signature Date, without reason and without any penalty applying. This right is not available

after delivery of the Unit as stated in clause 23 below.

1.2 The Purchaser acknowledges that this Agreement contains certain provisions which:

(1) limit the risk or liability of the Seller; (2) constitute an assumption of risk or liability on the part of the Purchaser; (3) impose an obligation on the Purchaser to indemnify the Seller; and/ or

(4) constitute an acknowledgement of facts by the Purchaser.

1.3 The Purchaser’s attention is specifically drawn to these provisions, which are highlighted in bold text

in the agreement and listed below:

clauses 1.1, 1.4, 1.5, 3.4, 4.1, 5.4(2), 5.8, 5.9, 6.7, 7.1, 7.2, 7.3, 7.5, 7.8, 7.12,, 7.13, 7.15, 8.1, 8.6 to 8.8, 9, 10.1, 14.5, 14.8, 15.1, 16.2, 17.1(2), 17.1(4), 18.2, 18.4, 19.1, 19.5, 19.6, 20.3, 20.4, 21, 23.5, 23.6, 24.2, 24.3, 24.6, 24.8, 27.2, 27.3, 30.2(2), 30.2(9), 30.14, 31, 32, 33, 34.1, 34.2, 34.4, 35.4, 36.1, 36.3, 37.1, 37.2, 39 and 40.1.

1.4 By signing at the end of this document, the Purchaser acknowledges that the Seller has provided

sufficient time and opportunity for the Purchaser to receive and comprehend the nature

and effect of the provisions of this agreement.

1.5 In particular, the Purchaser hereby confirms:

(1) that this Agreement is in the official language of his or her choice; and

(2) having read the content of each and every page of this Agreement; and

(3) that the Purchaser fully understands and appreciates the meaning and significance of all

the Clauses, terms, conditions, provisions and/or covenants, especially the rights and

obligations arising out of this Agreement and unconditionally agrees to be bound

hereby; and

(4) and declares that the full extent of the Purchaser’s obligations and rights herein were

and have, where required, been explained to the Purchaser and that he has been given

the opportunity to obtain independent legal advice and make the necessary enquiries in

respect of the Subject Matter and all material aspects pertaining thereto and that the

Purchaser understands the legal nature and effect thereof and of this Agreement; and

(5) that the Purchaser is satisfied that all costs, expenses, fees, imposts, taxes, levies, duties,

charges and/or commissions have been disclosed and explained to him; and

(6) that the Purchaser fully understands the financial implications and costs of committing


himself as a consequence of entering into this Agreement and, to the extent applicable,

has sufficient or regular income or other financial means or resources to service any levy,

loan, interest or other fees, expenses and/or costs contemplated in this Agreement

and/or in the National Credit Act; and

(7) that all blank spaces have been correctly filled in or otherwise deleted; and

(8) that no undue pressure or inducement was brought to bear or made in agreeing to the

terms, conditions, provisions and / or covenants set out in or in signing this Agreement;

and

(9) that none of the terms, conditions, provisions and/or covenants set out in this

Agreement are unfair, unreasonable and/or unjust; and

(10) that he is aware that Section 29A, read with Section 2(2A), of the Alienation of Land Act

No. 68 of 1981 is not applicable as the purchase price exceeds R 250,000 (two hundred

and fifty thousand Rand); therefore he will NOT be entitled to revoke his offer made to

the Seller herein within 5 (five) Business Days of his Signature hereto, by giving the Seller

or the Selling Agent written notification thereof.

If you do not understand these terms or if you do not appreciate their

implication and effect, please ask for an explanation and do not sign the

agreement until the terms have been explained to your satisfaction.

2 Definitions and Interpretation

2.1 For the purpose of this Agreement, unless the context indicates otherwise

(1) Agreement or Agreement of Sale means the Contract Schedule, the Conditions of Sale and

all Annexures and Plans, each forming an integral part of this Agreement;

(2) Act means the Sectional Titles Act No. 95 of 1986 or any amendments thereof, and

Regulations promulgated in terms thereof;

(3) Architect means Hennie de Villiers Architects (Pty) Ltd, of 8 Langenhoven Street,

Durbanville 7550, appointed by the Seller to act as such from time to time in respect of the

Development or such other person or firm appointed by the Seller from time to time;

(4) Body Corporate means the controlling body of the Land and Buildings as contemplated in

terms of Section 36 of the Act whose functions shall be assigned to the SJO as set out

herein;

(5) Buildings mean the Units and all other buildings to be erected on the Land and forming part

of the Development;

(6) Common Property means those portions of land not forming part of any Section, (and/or

Exclusive Use Area) in the Development and constituted as Common Property in terms of


the Act;

(7) Completion Date means the date certified by the Architect on which the Unit is completed

and ready for beneficial occupation by the Purchaser or Occupant as the case may be;

(8) Constitution means the Constitution of the SJO as amended from time to time;

(9) Contract Schedule means the Contract Schedule to this Agreement;

(10) Defect means any material imperfection in the Unit that renders it less acceptable than

persons generally would be reasonably entitled to expect in the circumstances or any

characteristic of the Unit that renders it less useful, practicable or safe than persons

generally would be reasonably entitled to expect in the circumstances;

(11) Deposit means the deposit payable by the Purchaser as per clause 3.4 of the Contract

Schedule;

(12) Developer means the Seller or its nominees completing the Development from time to

time and includes its successors-in-title;

(13) Development means the proposed sectional title development on Erf 40229 Bellville, to be

known as ST. JOHANNIS PARK (in respect of which the Seller will open a Sectional Title

register at the Deeds Registry, Cape Town);

(14) Estimated Occupation Date means the estimated date of occupation of the Unit being the

date referred to in clause 4 of the Contract Schedule;

(15) Estimated Transfer Date means the estimated date of transfer of the Unit being the date

referred to in clause 5 of the Contract Schedule;

(16) Exclusive Use Area or Exclusive Use Areas means such part or parts of the Common

Property reserved for the exclusive use and enjoyment of the registered owner for the time

being of the Units, in terms of Section 27A of the Act in terms of the Rules of the Body

Corporate, including:

(a) the parking bay(s); and (b) the garage(s).

(17) Facilities mean the swimming pool, designated braai areas and common areas in St.

Johannis Gardens and St. Johannis Park, as well as any other facilities of the SJO which are

accessible to the Occupants and the residents in St. Johannis Gardens;

(18) Fault means a non-material imperfection in the unit which does not amount to a Defect as

defined in this Agreement;

(19) Floor Area in relation to a Section, means the floor area to the median line of the boundary

walls of the Section;

(20) Housing Development Scheme means jointly the St. Johannis Gardens and St. Johannis


Park housing developments for retired persons;

(21) Land Surveyor means the land surveyor appointed by the Seller to act as such from time to

time in respect of the Development;

(22) Land means Erf 40229 Bellville, situate in the City of Cape Town, Division Cape, Province of

the Western Cape, in extent: 6,572 (six five seven two) square metres, held by Deed of

Transfer No. T29309/2012;

(23) Levy means the contribution payable by the Purchaser to the body corporate as

contemplated in the Act and/or the Retired Persons Act;

(24) Managing Agent means the person or entity appointed by the Body Corporate to manage

the Development, failing which the SJO shall perform such functions;

(25) Occupant or Nominated Occupant means the person designated by the Purchaser to

occupy the Unit in terms of this Agreement and unless the context provides otherwise also

the spouse of such Occupant;

(26) Occupation Date means the date on which the Occupant takes physical occupation of the

Unit;

(27) Owners mean the owners of the Units;

(28) Participation Quota means in relation to a Section, the decimal fraction allocated thereto in

the Sectional Plan and which is calculated in terms of Section 32(1) of the Act;

(29) Plans mean the Architectural Plans when referring to the Unit, annexed as Annexure A;

(30) Prime Rate means a rate of interest per annum which is equal to the published minimum

lending rate of interest per annum, compounded monthly in arrears, charged by the four

major banks in South Africa on the unsecured overdrawn current accounts of their most

favoured corporate clients in the private sector from time to time;

(31) Property means the immovable property on which the Development will take place, and

on which property rates may be levied in accordance with any enabling legislation and for

the purposes hereof, any sectional title unit within the Development shall be deemed to be

rateable property;

(32) Purchase Price means the total purchase price for the Unit and the Exclusive Use Areas

attaching thereto as set out in clause 3 of the Contract Schedule;

(33) Purchaser means the purchaser of the Subject Matter as described in clause 1.2 of the

Contract Schedule, as well as its successors-in-title, heirs, executors, administrators or

assigns;

(34) Regulations mean the regulations promulgated under Section 55 of the Act from time to

time;

(35) Register means the sectional title register in respect of the Scheme to be opened in terms

of the Act;

(36) Resident Member means the members of the SJO who own life rights or sectional title units


in the housing developments of St. Johannis Gardens and St. Johannis Park respectively;

(37) Retired Persons Act means the Housing Development Schemes for Retired Persons Act No.

65 of 1988 and the Regulations thereto;

(38) Rules mean jointly the Conduct Rules and Management Rules which may be amended by

the Developer prior to registration of the Sectional Plan and transfer of the first unit;

(39) Schedule of Finishes and Specifications means the schedule of finishes and specification

annexed hereto as Annexure B;

(40) Scheme means the Land and Buildings forming the Sectional Title Scheme to be established

on the Land, which is to be known as ST. JOHANNIS PARK;

(41) Section means the section in the Development which is identified in the annexed Plans and

which will be shown as such on the Sectional Plan, which is sold and is to be transferred in

terms of this Agreement notwithstanding that the Sectional Plan relating thereto may not

yet be approved or registered;

(42) Sectional Plan means a draft sectional plan and/or a sectional plan approved by the

Surveyor-General;

(43) Seller means the Seller described in clause 1.1 of the Contract Schedule or its successor-in-

title, or assigns;

(44) Seller’s Attorneys mean the firm of attorneys specified in clause 8 of the Contract

Schedule;

(45) Selling Agent means the estate agent/s appointed by the Seller from time to time as

stipulated in clause 9 of the Contract Schedule;

(46) Signature Date means the date on which the Agreement was signed by the Seller or

Purchaser, as the case may be, signing last in time;

(47) St. Johannis Gardens means the housing development scheme for retired persons operated

by the SJO on the property adjoining the Land and offering life rights to Resident Members;

(48) St. Johannis Organisation (“SJO”) means the St. Johannis Organisation, a voluntary

organisation having a legal personality separate from that of its members with non-profit

organisation registration number 003 221, of 11 Frans Conradie Drive, Parow 7500;

(49) Subject Matter means:

(a) the Unit; and (b) where applicable the right of exclusive use of the Exclusive Use Areas,

as described in clause 2 of the Contract Schedule and finally to be described on the

Sectional Plan, read together with the Register.

(50) Total Floor Area means the total floor area of all units within the Development;

(51) Transfer Date means the date when the Unit is transferred into the name of the Purchaser;

(52) Unit means the unit purchased by the Purchaser and Units means all the units forming part

of the Development.


2.2 Words and expressions defined in the Act shall have the meanings therein defined and pending the

registration of the Sectional Plan in respect of the Property, shall apply mutatis mutandis (meaning:

with those things having been changed which need to be changed; the necessary changes having

been made) to the areas of which the Unit comprises.

2.3 Unless the context indicates otherwise, words in this Agreement importing any one gender shall

include the other, and words importing the singular shall include the plural and vice versa

(meaning: the other way around).

2.4 The headings to the clauses in this Agreement are inserted for reference purposes only and shall

not affect the interpretation of any of the provisions to which they relate.

2.5 Throughout this Agreement, unless stated otherwise, “days” shall be calendar days, including

Saturdays and Sundays but excluding any public holidays and shall be counted exclusive of the first

day and inclusive of the last day.

2.6 The Purchaser confirms that s/he has chosen English as the preferred language of this Agreement.

2.7 If any provision of this Agreement is in conflict or inconsistent with law, the invalidity of any such

provision shall not affect the validity of the remainder of the provisions contained herein.

2.8 Where figures are referred to in words and in numerals, if there is any conflict between the two,

the words shall prevail over the numerals.

2.9 When any number of days is prescribed in this Agreement, the same shall be calculated exclusively

of the first and inclusively of the last day unless the last day falls on a Saturday, Sunday or

proclaimed public holiday in the Republic of South Africa, in which event the last day will be the

next succeeding day which is not a Saturday, Sunday or public holiday. Unless the context indicates

otherwise, wherever a number of days is indicated, this shall be calendar days.

2.10 The provisions contained herein relating to rights of the SJO and the Seller’s Attorneys, constitute a

stipulation for the benefit of such party, even though such party is not a party to this Agreement,

and such party may be able to claim any benefit under this Agreement.

3 Introduction

3.1 The Seller will become the registered owner of the Land in terms of a Development Agreement concluded with the SJO in whose name the Land is currently registered.

3.2 The Seller intends to establish a sectional title scheme on the Land consisting of 46 (forty-six)

residential units, 10 (ten) of which will be houses and 36 (thirty-six) of which will be flats.

3.3 The Seller has agreed to sell to the Purchaser who has agreed to purchase a sectional title unit in

the Scheme comprising a Unit, together with the rights to the exclusive use of Exclusive Use Area/s,

if applicable, as described in the Contract Schedule (“the Subject Matter”), together with an

undivided share in the Common Property, subject to and upon the terms and conditions contained

in this Agreement.

3.4 The Development will be a housing development for retired persons in terms of the Retired

Persons Act, which restricts the right to occupy the Units to a Purchaser (or Nominated Occupant

if different from the Purchaser) who is at least 60 (sixty) years of age or such age as may be

stipulated by the SJO from time to time, together with such person’s spouse. A maximum of two

(2) persons may occupy each Unit.


3.5 Upon transfer of the Unit to the Purchaser, the Purchaser will become a member of the Body

Corporate and also a resident member of the SJO and thus bound by the Constitution.

3.6 The functions of the Body Corporate will be administered by the SJO in terms of Regulation 30 of

the Regulations to the Sectional Title Act, provided that they will be administered by the Seller in

terms of the Sectional Titles Act until the Body Corporate is registered at the Deeds Office.

4 Suspensive Conditions in favour of the Seller

4.1 This agreement is subject to the suspensive conditions that:

(1) all approvals necessary and requisite for the Development, in particular the Local

Authority’s written approval of the site development plan, the building plans and the

specification, are obtained within 3 months of fulfilment of 4.1(2) or such extended period

not exceeding a further 120 days as the Seller in its sole discretion may determine;

(2) the Seller achieving at least 70% (seventy percent) pre-sales in respect of the Units by 30

June 2016;

failing which this agreement will lapse and be null and void. The parties will in such event have no

claims against each other and each party must return whatever performance it has received from

the other party in terms of this Agreement.

4.2 Unless the Purchaser is advised in writing to the contrary prior to the dates referred to or

contemplated in clause 4.1 above, it will be assumed that the necessary conditions will have been

met.

4.3 It is recorded that the suspensive conditions contained in this Clause 4 are inserted solely for the

benefit of the Seller. The Seller may waive the benefit of these conditions by communicating such

waiver to the Purchaser in writing

5 Subject matter – Sale of Unit

5.1 The Seller sells and the Purchaser purchases the Subject Matter in accordance with the terms and

conditions set out in:

5.2 The Contract Schedule;

5.3 The Conditions of Sale; and

5.4 The Annexures;

all of which:

(1) form an integral part of the Agreement of Sale between the parties and are deemed to be

incorporated herein; and

(2) the Purchaser acknowledges having read and understood.

5.5 The exclusive use and enjoyment of the parking bay(s) and garage(s) shall be allocated to the

Purchaser in terms of Section 27A of the Act by the Rules of the Body Corporate.


5.6 Any optional items required by the Purchaser in the Unit, and the price at which the Seller shall

supply these items, shall be set out in writing if agreed upon with and signed off by the Seller:

(1) in the Contract Schedule and the Schedule of Finishes and Specifications, before the bond

application is made, if this Agreement is subject to a bond, and otherwise at any stage prior

to the Date of Completion;

(2) In a variation order once the bond application, if applicable, has already been made.

5.7 The Unit shall be built in accordance with the specifications. As will be seen from Schedule of

Finishes and Specifications, Annexure “B”, the specifications provide the finishing details of the Unit.

5.8 Since the Buildings will only be built in the future, it is possible that the specific materials or

equipment listed in the Schedule will not be easily available at the time that they are required. In this event the Seller shall be entitled to substitute the unavailable materials or equipment, without reference to the Purchaser, with replacement materials or equipment of equal or better quality.

5.9 As long as the replacement materials or equipment are of equal or better quality, the Purchaser shall

have no claim against the Seller in this regard.

6 Purchase Price and Payment

6.1 The Purchase Price of the Subject Matter shall be the amount specified in Clause 3.1 of the

Contract Schedule plus VAT if applicable as set out in 3.2.

6.2 The Purchaser shall pay the deposit specified in paragraph 3.4 of the Contract Schedule to the

Seller's Attorneys within 7 (seven) days of the date of signature by the Purchaser.

6.3 All monies paid by the Purchaser shall be held in trust by the Seller's Attorneys and invested in the

name of the Purchaser in terms of section 78(2A) of the Attorneys Act, 53 of 1979, with interest to

accrue to the Purchaser until the transfer date. The Purchaser acknowledges that the Seller’s

Attorneys require a signed mandate and compliance with the relevant provisions of the Financial

Intelligence Centre Act No. 31 of 2001, as amended, in this regard before any funds can be so

invested. The Seller and the Seller’s Attorneys will not be liable for any loss of interest or otherwise

on such amounts deposited where the aforesaid mandate is not furnished and compliance is not

completed.

6.4 The Purchaser shall pay the balance of the Purchase Price to the Seller’s Attorneys in cash or by

bank guaranteed cheque or EFT against registration of transfer of the Subject Matter in the deeds

office into the name of the Purchaser.

6.5 With regard to the balance of the Purchase Price, the Purchaser shall furnish the Seller’s Attorneys

with either:

(1) A payment guarantee providing for payment against registration of transfer of the Unit

into the name of the Purchaser and issued by a recognised commercial bank or other

financial institution on terms and in a form acceptable to the Seller:

(a) within 30 days after the Signature Date or such extended period as the Seller in

its sole discretion may in writing determine where no bond is being registered

over the Unit; and in all other cases

(b) within 30 days after the receipt of the pre-agreement or quotation as provided

for in clause 35 below, or such extended period as the Seller in its sole discretion


may in writing determine and subject to simultaneous registration of a mortgage

bond on the date of transfer, as provided for in clause 35 below; or

(2) proof of a cash payment into the trust account of the Seller’s Attorneys within 30 days after

the Signature Date or such extended period as the Seller in its sole discretion may in writing determine.

6.6 All amounts payable by the Purchaser in terms of this Agreement shall be paid to the Seller’s

Attorneys free of exchange or bank commission at Cape Town and without deduction or set off by

means of an electronic funds transfer (EFT), a cheque drawn by a recognised commercial bank or a

bank guaranteed cheque.

6.7 In the event of the rate at which VAT is chargeable being amended after the Signature Date and

in circumstances in which the amended rate will apply to this transaction, then the Purchase

Price shall be adjusted accordingly, the intention being that the Seller shall receive and retain the

same amount after payment of VAT regardless of the rate at which VAT is payable.

6.8 The Seller will receive the Purchase Price on the Date of Transfer provided that the Architect or Quantity

Surveyor has certified and furnished a copy of such certificate to the Purchaser (and provided the

Purchaser has received a copy of this Agreement) that the Development has been erected substantially

in accordance with any applicable officially approved building plans and town planning scheme and

applicable local authority by-laws and is sufficiently completed for the purposes of utilization of the Unit

concerned. The certificate is to be furnished to the Purchaser as close as possible to the Transfer Date,

which date shall not be later than two years from the Date of Signature. If the Certificate is not

furnished to the Purchaser by such time for any reason, the Purchaser may cancel the Agreement, in

which event Section 8 of the Retired Persons Act becomes applicable in respect of the return of

performances made each party and compensation for interest, reasonable expenses and occupation

benefits.

7 Possession & Delivery, Occupation & Occupational Rental, Risk & Benefit

7.1 It is recorded that the buildings are presently in the course of planning and/or construction.

Many factors will affect the date on which the Unit will be ready for beneficial occupation and for

this reason the Seller is not able to give the exact date on which this will occur. The

estimated completion date must therefore serve as a guideline only and does not bind the Seller

in any way. The Seller however does undertake to ensure that the Unit will be ready for

beneficial occupation within a reasonable period of time from the Signature Date.

7.2 The Seller shall give the Purchaser at least 30 (THIRTY) calendar days written notice of the

completion date of the Unit. As mentioned in the definitions to this agreement the completion

date is the date on which the Seller’s Architect certifies the Unit is ready for beneficial

occupation. On the occupation date, which shall be as near as possible to the Completion Date,

possession and occupation of the Unit shall be delivered to and taken by the Purchaser. Should

the Purchaser be unavailable to take delivery or refuse to do so on the Completion Date, then

delivery of the keys to the Unit to the estate agent shall amount to delivery to the Purchaser.

From this date the risk in and benefit of the Unit shall pass to the Purchaser. What this means

is that from this date the Purchaser shall be responsible if something happens to the Unit and

the Purchaser shall also be liable for occupational rent, levies and the cost of all municipal

services related to the Unit.

7.3 Should the Seller, for reasons beyond the Seller’s reasonable control, not be able to give

possession and occupation of the Unit on the Completion Date as notified, the Purchaser shall

take delivery, possession and occupation, on a further 5 days’ written notice and this date shall

then be the Occupation Date. In such circumstances the Purchaser shall have no claim of any


nature against the Seller for any loss or damage, whether direct or consequential.

7.4 Should the Developer and Purchaser disagree as to whether the Unit was/is sufficiently complete

for beneficial occupation then this dispute shall be referred to the Seller’s Architect for a

decision. Should there be any dispute about the Seller’s Architect’s decision the matter shall be

referred to an independent architect to be agreed upon between the Seller and the Purchaser,

failing agreement to be nominated by the SJO, who shall determine the issue as an expert and

not as an arbitrator and whose decision shall be final and binding on the Parties.

7.5 The Seller shall be entitled to refuse the Purchaser actual possession and occupation of the

Unit if the Purchaser has placed himself in breach of the Agreement. Such a breach may be the

failure not to have signed all transfer and bond documents or not to have paid all transfer and

bond registration costs or not having provided the payment guarantee (if applicable). In that

event the Purchaser shall still be deemed to have taken possession and occupation on the

Completion Date. The Purchaser shall therefore still be liable for all amounts due from that

date as if he had taken possession and occupation.

7.6 The Seller agrees to afford the Purchaser a reasonable opportunity to examine the Unit and for

this purpose the Purchaser, or a representative appointed by the Purchaser, shall inspect the

Unit with the Seller or a representative of the Seller on the Completion Date. This inspection

shall be to agree what faults and defects are present in the Section if any. Both parties shall

record these faults and defects in writing in a snag list and the Seller undertakes to remedy these

faults and defects within 3 (THREE) months of the Completion Date.

7.7 Delivery of the Unit shall also be deemed to have taken place on the Completion Date.

7.8 Occupation of the Unit and/or Exclusive Use Areas, if any, by the Purchaser or the Occupant

or his spouse or any other person shall not create a tenancy, and in the event of this Agreement

being cancelled all rights to the occupation of the Subject Matter shall lapse and the

Purchaser shall ensure that the Subject Matter is vacated forthwith.

7.9 Occupational rental is an amount which the Purchaser will pay to the Seller for the right to have

occupation of the Unit before the Purchaser becomes the registered owner of it and before the

Seller receives the purchase price.

7.10 Should registration of transfer of the Unit take place after the Completion Date, then from the

Completion Date until registration of transfer of the Unit and cession and allocation of the rights

to the Exclusive Use Areas, if applicable, into the name of the Purchaser, the Purchaser shall

pay occupational rental to the Seller in the amount set out in clause 10 of the Contract Schedule,

which occupational rental shall be paid monthly in advance to the Seller’s Attorneys, from the

Occupation Date to the date of transfer aforesaid and pro rata in respect of any portion of a month.

7.11 Should the Purchaser be in occupation of the Unit and/or the Exclusive Use Areas prior to the

date of transfer and should the Purchaser:

(1) fail to pay any amount in terms of this Agreement or sign any documents which the

Purchaser is required to sign in terms of this agreement; or

(2) commit any other breach of the provisions of this agreement;

(3) and fail to remedy such failure and/or breach within 7 (seven) days after receipt of a

written demand from the Seller's Attorneys to do so,

then the Purchaser shall pay interest on the Purchase Price set out in clause 3.3 of the Contract


Schedule at the rate of 3% per year above the Prime Rate for as long as such failure and/or breach

continues.

7.12 On the Occupation Date some portions of the Common Property and other sections in the

Building may be incomplete and that he may suffer inconvenience from ongoing building

operations.

7.13 The Purchaser shall have no claim whatsoever against the Seller by reason of any such

inconvenience nor be entitled to withhold any payments to the Seller, provided that the Seller

shall use its best endeavours to complete all aspects of the construction of the Buildings and the

completion of the Scheme as soon as possible after the Occupation Date.

7.14 The peaceful use and enjoyment of and access to the Unit and the Common Property may be

temporarily interrupted due to noise and dust caused, from time to time, during such building

operations.

7.15 The Purchaser shall have no claim whatsoever against the Seller, nor shall the Purchaser be

entitled to any reduction in the Total Purchase Price or interest thereon by reason of any such

inconvenience and/or interruption as referred to in clause 7.14 above. The Seller shall however

use all reasonable endeavours to procure that such inconvenience or interruption due to other

portions of the Buildings being incomplete at the Occupation Date is kept to a minimum.

8 Transfer and allocation of the subject matter

8.1 It is recorded that it will only be possible for the Seller to give transfer of the Unit to the Purchaser

upon the registration of the Sectional Plan of the Development, as provided for in section 12 of the

Act, and upon fulfilment of the Purchaser of all his obligations in terms of this agreement, including

the provision of the necessary guarantees and/or payment of the total Purchase Price and all

other amounts for which the Purchaser may be liable in terms hereof to the date of transfer

as provided herein.

8.2 The Seller accordingly undertakes to do everything reasonably possible to register the sectional

plan as soon as is legally possible. It is recorded that the sectional plans must be drawn by a Land

Surveyor which can only be done on completion of the Units. Thereafter these plans must be

approved by the Surveyor General and registered in the Deeds Office

8.3 Transfer of the Unit and cession of the exclusive use areas, if any, shall be effected by the Seller’s

Attorneys and shall be passed, subject to the sectional title register having being opened, as close

to the Completion Date as is practically possible, but in any event, no earlier than 5 days after the Completion Date.

8.4 Within four days of being requested to do so by the Seller’s Attorneys, the Purchaser

shall sign all such documents and furnish the Seller’s Attorneys with all such documents as may

be necessary or requisite for the purposes of the registration of transfer of the Unit and

cession/allocation of the parking bay/s and/or garages, if applicable.

8.5 Because the sale is not subject to transfer duty and no transfer duty will be payable, the Purchaser

irrevocably authorises the attorneys to sign declarations to the South African Revenue Service for

purposes of obtaining a Transfer Duty exemption certificate.

8.6 The Purchaser shall accept transfer of the Unit/s subject to all conditions, rules and servitudes benefiting or burdening the Unit, the Land and the Development whatsoever, irrespective of whether they exist at the time of signature of this Agreement by the Purchaser or whether they are imposed subsequently by any competent authority.


8.7 The Purchaser acknowledges and accepts that the Purchaser has purchased a Unit in a

development, where transfer to the Purchaser may take place simultaneously with transfer to

other purchasers in the development and where the municipality may not yet have captured the

new sectional units created in the development, as a result of which transfer of the Unit to the

Purchaser may be delayed. The Purchaser shall, despite a delay in transfer, be obliged to pay

occupational rental provided for in clause 10 of the Contract Schedule.

8.8 The Purchaser is aware that at the time of the opening of the Register or transfer of the Unit into

his name, it may not be possible simultaneously to allocate the rights to the Exclusive Use Areas

to the Purchaser in terms of the Rules of the Body Corporate, if applicable. In such an event, the

allocation of the rights to the Exclusive Use Areas, shall take place as soon as possible after the

opening of the Register and the definition “Transfer Date” shall be interpreted accordingly.

9 Statutory Approvals

The Purchaser is aware that the Unit forms part of a new development and as such the Seller is

relying on obtaining certain town planning, environmental and other statutory and regulatory

approvals before it will be in a position to transfer the Unit to the Purchaser. Specifically,

approval of the site development plan and architectural guidelines of the intended

development, of which the Unit forms part, are pending, and may be amended before being

finally approved. Should the required approvals not be obtained within a reasonable time, or

should the regulatory authorities require material amendments to the intended Development,

then the Seller will be entitled to cancel this Agreement on notice to the Purchaser, in which

event all monies paid by the Purchaser in terms of this Agreement will be repaid to him.

10 Sectional Plan and Extent of Section

10.1 The Purchaser acknowledges that that the Sectional Plan has not yet been approved and that

the exact boundaries of the Section forming part of the Unit shall be those shown on the

final approved Sectional Plan and will be substantially in accordance with those set out in the

Contract Schedule. The undivided share of the Common Property apportioned to the Section

shall be in accordance with the Participation Quota which is ultimately determined in terms

of the Act upon approval and registration of the Sectional Plan.

10.2 The Purchaser acknowledges that the extent of the Unit on the final Sectional Plan will be

measured by the Land Surveyor according to SAPOA guidelines, excluding the walls. The

extent on the Plans includes the wall measurements, which may result in a variance and the

Purchaser undertakes to accept transfer of the Unit as may be re-defined and re-numbered

in the Sectional Plan approved by the relevant Local Authority and the Surveyor General.

10.3 In addition, construction is not an exact science and that upon completion of the Units it might

be that the Section is either slightly bigger or slightly smaller than the sizes as recorded in this

Agreement.

10.4 The parties agree that a difference of 10% or less in the extent of the Section shall not amount to

a breach of the Agreement by the Seller and the Purchaser shall have no claim for compensation

for any such shortfall.

10.5 Should the Section be smaller than agreed and should the difference in extent be greater than 10%

the Purchaser shall not be entitled to cancel the agreement. The Purchaser shall however be entitled

to a proportionate reduction of the purchase price, calculated in accordance with this clause.


10.6 The reduction in purchase price shall be calculated by first establishing the value, per square metre, of

the unit by dividing the purchase price recorded in the Contract Schedule by the extent of the Section

as recorded in the Plans.

10.7 Secondly, the area by which the Section is smaller in extent (“the missing square meterage”) shall be

established.

10.8 The Seller shall be excused from paying compensation for the first 10% of missing square meterage,

for which the Seller has been excused of liability as set out above.

10.9 The remaining missing square meterage shall then be multiplied by the price per square meter as

established. The resulting amount shall then be deducted from the Purchase Price, or refunded to the

Purchaser by the Seller.

10.10 The extent of the section and the missing square meterage shall be established by the Seller’s

Architect or his nominee, duly appointed in writing. In the event of either party disputing the Seller’s

Architect’s determination of the missing square meterage, the measurement shall be carried out by

an independent architect, acting as expert and not as arbitrator, who shall be nominated by

agreement, failing which by the SJO, and whose decision shall be final and binding on the Parties.

11 Changes to Architectural Plans and Specifications and Finishes

11.1 It is the intention of the Seller to construct and provide the Unit materially in accordance with the Plans

together with the Schedule of Finishes and Specifications selected or chosen by the Purchaser for such

Unit. However, In the event of the Seller having to make changes to the Plans as a result of an

engineering, architectural, statutory, regulatory or other requirement imposed by the local authority

or any other governing or regulatory bodies, the Seller reserves the right and will be entitled, in its

discretion, to redesign the Unit or the layout of the Scheme pursuant to which event the Purchaser

will have no recourse to and/or against the Seller. Any material deviation will require the written

consent of the Purchaser.

11.2 In respect of the changes referred to in clause11.1, the Seller will be entitled to:

(1) substitute items of a similar standard and quality for any specified item referred to in

Annexure B provided they are aesthetically similar and similar in quality to the items being

replaced; and

(2) vary or change any of the dimensions, specifications or detailed design, including but not

limited to the materials, colours and layouts, as set out in Annexure B, provided such

changes do not materially affect the Development and/or the Unit, in which instance, a

certificate signed by the Architect certifying that such changes do not result in any material

change will be conclusive proof thereof and will be final and binding on the Parties; and

(3) vary the Plans and/or the floor plans of the Unit, if in the Seller’s discretion, such variance or

change is reasonably necessary to, amongst others,:

(a) meet any requirement of the local authorities and/or other governing or regulatory

bodies; and/or

(b) meet any special features of the Subject Matter; and/or

(c) meet any special impediments, such as water, sewer or electrical lines either above

or under the ground or within the Buildings; and/or

(d) obtain the approval of the Development, the Scheme and/or the opening of the

Sectional Title Register; and/or

(e) address and/or meet any technical and/or legal issues and/or reasons considered

necessary by the Architect, the engineers, the Land Surveyor and/or any local


authority or governing or regulatory bodies; and

(f) vary the electrical layout of the Unit; and

(4) vary the elevation and/or Floor Plans of the Buildings and/or the Common Property as a

result of or pursuant to an engineering, architectural, statutory, regulatory or other

requirement of any local authority or governing or regulatory bodies, whether of a technical

nature or otherwise; and

(5) vary the exact location of the exclusive use areas, if any.

11.3 The specifications and theme of the Unit may not necessarily be exactly or precisely the same as

those illustrated in any marketing or other material exhibited by or on behalf of the Seller.

11.4 Notwithstanding anything to the contrary, expressed or implied, if and to the extent any of the

materials, including but not limited to colour, style and /or design, used or to be used in the Schedule

of Finishes and Specifications as detailed in Annexure B, not being available for any reason

whatsoever, prior to or during the course of the construction then and in that event the Architect will,

after consultation with the Purchaser, choose another similar material, including but not limited to

colour, style and /or design, which is available. The choice of the Architect will be final and binding on

the Parties. Similarly, where any material, including but not limited to colour, style and /or design, is

not clearly specified or indicated in Annexure B or any extras, the Architect will have the right and

discretion to specify the material considered in the opinion of Architect to be the most suitable, in

which event the decision of the Architect will be final and binding on the Parties.

12 Transfer Date

Transfer of the Unit shall be passed by the Seller’s Attorneys as soon as possible after compliance by the Seller with all conditions imposed by all relevant authorities pertaining to the Development and once a Sectional Title Scheme has been registered in respect of St. Johannis Park.

13 Compliance Certificates

The Seller undertakes to provide the Purchaser before or on the Transfer Date with a valid

Certificate of Compliance in respect of the Unit, in terms of the Electrical Installation Regulations of

2009 under the Occupational Health and Safety Act, No 85 of 1993, as amended. The Seller

warrants that there will be no addition or alteration to the electrical installation on the Unit

subsequent to the issue of such certificate and prior to the transfer date. All costs incurred in the

obtaining of such certificate, including those for repairs or replacements required in order to issue

such certificate, shall be borne by the Seller. The Seller will similarly before the transfer date obtain

at its cost a gas certificate of compliance, if the Unit is fitted with a gas installation or appliance, as

well as a certificate of compliance with the City of Cape Town’s water bylaw of 2010.

14 Body Corporate Rules, Constitution and Compliance by Others

14.1 The Body Corporate Management and Conduct rules prescribed in Section 35 (2) of the Act, shall

not apply to the Development. The Purchaser will become a member of Body Corporate and the

SJO on the Transfer Date and be subject to the Conduct Rules and Constitution. The SJO will be

assigned the functions of the Body Corporate in terms of Regulation 30 of the regulations to the

Act.

14.2 The law requires the owners of Units in the Development to conduct themselves with consideration

for the rights of other owners and the body corporate itself and stipulates for the creation of rules

to ensure this. The rules also deal with procedural issues in the running of the body corporate / the


development.

14.3 These rules are therefore for the benefit of all the persons who will own units in the development

or live in the development.

14.4 The Purchaser undertakes to comply with these rules and ensure that any occupant of his unit also

complies.

14.5 The Purchaser acknowledges that he has read a copy of the rules and that he understands the

terms and conditions thereof.

14.6 The Purchaser will be obliged to get the written consent of the Body Corporate and SJO when it

sells the Unit and the next owner must also get consent if it in turn sells the Unit. The deeds office

will not transfer the Unit without these consents (See also Clause 21).

14.7 The limitations, restrictions and obligations contained herein, in the Constitution and the Conduct

Rules, as the case may be, on the Purchaser, apply equally to the Spouse and/or any other

Occupant or Person occupying the Unit under and/or by virtue of the Purchaser’s rights in Law,

including any lessee, trustee, liquidator, curator or the like.

14.8 The Purchaser must and will ensure and procure that any and all Occupants or Persons occupying

the Unit under and/or by virtue of this Agreement and/or the Purchaser’s rights in Law comply

with the Purchaser’s obligations hereunder and adhere, in every respect, to the Constitution and

the Conduct Rules, as the case may be.

15 Levies

Since, the Seller will be carrying out the obligations of the Body Corporate until it is established and will be bearing the costs associated with this, it is therefore agreed as follows:

15.1 From the Occupation Date the Purchaser shall be liable for the levy calculated in accordance with the

participation quota attributable to each unit, as if the Purchaser was the registered owner of the Unit

and as if the Body Corporate had already been established.

15.2 Pending the determination of the actual amount of such levies by the Body Corporate or the SJO, as

the case may be, the Purchaser shall from the Occupation Date pay an amount as shall be certified

by the Seller as being its bona fide [meaning: provided in good faith] estimate of such monthly

levies.

15.3 Such levies shall be paid to the Seller or its appointed agent until registration of transfer and

thereafter to the Body Corporate, monthly in advance on the first day of each and every calendar

month commencing from the Occupation Date. If the Occupation Date or (where payment is due to

the Body Corporate) the Transfer Date falls on any day other than the first day of a calendar month,

then the Purchaser shall be obliged on the Occupation Date/Transfer Date, where applicable) to

pay a pro rata share of the levies due for the calendar month on which the Occupation

Date/Transfer Date occurs.

15.4 For the sake of the Purchaser the Seller hereby explains that the levy payable to the body corporate is

allocated between the owners of units proportionately to the size of each unit. This allocation is called a

participation quota.


16 Costs

16.1 The Purchaser shall upon request of the Seller’s Attorneys pay all costs of the registration of

transfer of the Unit, cession of the garage and the allocation of the parking bay(s) (plus VAT on such

costs), conveyancing fees, bond fees, costs of all necessary affidavits and all other costs which have

to be incurred in order to comply with all acts and regulations relating to the conveyancing process.

16.2 Should the Purchaser be registering a bond over the Unit to finance any part of the purchase price, the

Purchaser shall, on demand, pay the costs of any such bond including the fees charged by the bank, and

attorneys’ bond registration fees. These amounts are not included as part of the costs of the

transaction in the Contract Schedule, as the Purchaser cannot be obligated to enter into a mortgage

agreement and the Seller will have no control over the fees that might be charged for the bond by the

bank or the attorneys who register the bond.

17 Conditions applicable pending transfer

The common property will be owned and controlled by a body corporate, whose functions will be assigned to the Management Committee of the SJO for and on behalf of all owners including the Purchaser. The body corporate will only be established once the first transfer of a Unit in the Development has occurred and the Seller shall from the Completion Date and until the date of the establishment of the body corporate bear the rights and obligations of the body corporate. In this regard, during the period from the completion date until date of transfer, the following conditions shall apply:

17.1 With effect from the Occupation Date of the Unit and pending registration of transfer of the Unit

and allocation of the exclusive use area(s) forming part of the Subject Matter, the following

conditions shall apply:

(1) save insofar as may be inconsistent with the provisions of this Agreement, the

provisions of Section 44(1) of the Act shall apply;

(2) the provisions of the Rules insofar as they cast any duty upon the owner or

occupier of a Unit, shall bind the Purchaser and be enforceable by the Seller;

(3) the Purchaser may not make any alterations or additions to the Unit and/or the

Exclusive Use Areas;

(4) the Purchaser shall be responsible for and pay to the Seller promptly and on demand all

municipal charges relating to the Unit for periods after the Occupation Date.

(5) the Purchaser shall maintain the Unit and the Exclusive Use Areas in good order and

condition.

17.2 Pending the establishment of the Body Corporate:

(1) the Seller shall insure the building and all improvements, fixtures and fittings in or upon

the Property for the full replacement value thereof against such risks as the Seller may

decide;

(2) the Seller shall maintain the Common Property, excluding the Exclusive Use Areas, and

keep same in a state of good and serviceable repair and in a neat, tidy and sanitary

condition;

(3) the Seller shall administer the Property and make all payments in respect of rates, taxes


and other imposts, electricity and water consumed upon the Common Property and all

other charges in connection with the Common Property. The Purchaser shall be liable for all

rates , taxes and levies levied on the Unit after the Occupation Date and shall refund the

Seller a pro rata share of all such rates, taxes and levies paid in advance by the Seller for

the period after the Occupation Date, which refund shall be paid on the Transfer Date.

18 Warranty of Quality

18.1 The Seller furnishes to the Purchaser a Warranty of Quality in respect of the Unit, including both latent

and patent defects, as set out in Section 56 of the Consumer Protection Act, Act 68 of 2008, and warrants that the Unit shall be:

(1) Reasonably suitable for the purpose for which it is generally intended;

(2) Of good quality, in good working order, and free of any defect;

(3) Usable and durable for a reasonable period of time, having regard to the use to which it will be

legally put and to all the surrounding circumstances of the supply;

(4) Compliant with any applicable standards set out under the Standards Act, Act 29 0f 1993, or

any other public regulation.

18.2 The aforementioned warranty in terms of the Consumer Protection Act shall be applicable for a period

of 6 months from the Completion Date.

18.3 The Seller also furnishes to the Purchaser the Standard Home Builders’ Warranty prescribed by the

National Home Builders Regulation Council as per section 13(1) of the Housing Consumers Protection Measures Act 95 of 1988, that the Subject Matter will be:

(1) constructed in a workmanlike manner; and

(2) fit for habitation; and

(3) constructed in accordance with-

(a) the NHBRC technical requirements; and

(b) the terms, plans and specifications of the materials to be used in the construction of

the Unit and the plans reflecting the dimensions and measurements of the Subject

Matter,

as approved by the relevant authority, as contemplated in section 13 of the Housing Consumers

Protection Measures Act;

and the Seller shall at its cost and upon demand by the Purchaser:

(4) rectify major structural defects in the Subject Matter within a period of no more than 5 (five)

years and 1 (one) day, calculated as from the Occupation Date, provided that these major

structural defects are notified to the Seller, in writing, by the Purchaser within that period; and

(5) rectify non-compliance with or deviation from the terms, plans and specifications of the

agreement or any deficiency related to design, workmanship or material notified to the home

builder by the Purchaser within a period 3 (three) months and 1 (one) day as from the

Occupation Date; and


(6) repair roof leaks attributable to workmanship, design or materials occurring and notified to the

Seller by the Purchaser within a period of 12 (twelve) months and 1 (one) day as from the

Occupation Date.

18.4 The Seller furnishes no further warranties in respect of the Unit and in all other respects the Unit is sold

without any further warrantees in respect of faults or defects as defined in this Agreement or the common law.

19 Rectification of faults and defects

19.1 The Seller shall, within a reasonable period of time, repair any faults and defects which occur in the

warranty period as set out above, subject however to those faults and defects being drawn to the

Seller’s attention in writing not later than within 14 days of the expiry of the warranty.

19.2 The Seller shall not be obligated to repair any damage, fault or defect which is the result of the

Purchaser’s actions or omissions or those of his visitors, co- inhabitants or any other person present in the Unit other than employees and agents of the Seller. The Seller shall not be obligated to repair any hairline settlement cracks which may occur, it being recorded that settlement is an inevitable part of the

construction process. Lastly, the Seller shall not be obligated to repair any damage, fault or defect arising from the Purchaser’s failure to adequately maintain the Unit or which results from wear and tear due to the occupation of the Unit.

19.3 Any defect or fault arising in or at the Unit must be drawn to the Seller’s attention in writing as soon as

it is reasonably evident. Failure to notify the Seller of a fault or defect as soon as it becomes evident may

result in further damage to the Unit which the Seller shall not be obligated to repair.

19.4 The Purchaser shall be obliged to give the Seller, its agents and contractors all access reasonably

required to remedy the patent or latent defects that are required to be remedied.

19.5 The Seller shall not be liable for any consequential loss or damage and the Purchaser hereby

waives any such claim.

19.6 In the event of a dispute as to whether the Seller is obliged to remedy any fault or defect, or if any

fault or defect has been attended to, a certificate by the Architect acting as expert and not arbitrator

shall be final and binding on both parties.

19.7 All undertakings hereby given to the Purchaser are personal to the Purchaser and cannot be

alienated or disposed of by the Purchaser in any way.

19.8 The Purchaser shall not be entitled to withhold, set off or retain any amounts owing by the

Purchaser to the Seller nor shall the Purchaser be entitled to withhold or abate payment of any

amount due to the Seller in terms of this Agreement, irrespective of any alleged claims in terms of

the Warranty of Quality.

20 Work in Progress, Risk and Indemnity

20.1 The Purchaser acknowledges that on the Completion Date the buildings in the Development may not all

be complete and that there may still be building and other related activities taking place on the

Development.

20.2 The Purchaser consents to such building work continuing until the Development is fully built and finally

completed.


20.3 The Purchaser acknowledges that the on-going building work will create a possible risk of damage to

property or serious injury or death to people.

20.4 The Purchaser voluntarily assumes these risks and indemnifies the Seller, its agents, employees,

contractors or sub-contractors and anyone acting for or controlled by the Seller, as well as the SJO, its

members, representatives and employees, against any claim for any loss or damages to property or

any injury to or death of any person which the Purchaser may sustain in or about the Land, the Unit

and/or the Buildings. These claims include any claim that may be made against the Seller and/or the

SJO by the Purchaser, any member of the Purchaser's family or the Purchaser's Occupier, invitees,

employees or agents for any loss or damage to property or injury to or death of a person suffered in or

about the Land, the Unit and / or the Building, howsoever caused. This indemnity shall however not be

binding if such damage or injury results from gross negligence of the Seller, his agents, employees,

contractors or sub-contractors or anyone acting for or controlled by the Seller.

After having had sufficient time to consider the matter I hereby confirm I have understood and accepted this risk.

Purchaser

21 Title and municipal conditions

21.1 The Purchaser shall accept transfer of the Unit and cession and allocation of the exclusive use

areas forming part of the Subject Matter as contemplated in clause 2 of the Contract Schedule,

subject to the Rules and all title conditions and servitudes benefiting or burdening the Property

including the Unit whether existing in the title deed or hereinafter imposed by any competent

authority or by the Seller.

21.2 In addition, The following special conditions imposed by Comdev St Johannnis (Pty) Ltd in its

favour and the favour of the Body Corporate, will be registered against the title deed of the Unit,

namely:

Restriction on Alienation: This Unit shall not be sold or alienated in any way (excluding the registration of a mortgage bond), whether by way of sale, exchange, donation, grant of an option or pre-emptive right, testamentary disposition or as a consequence of intestate succession, which includes the sale of shares in the case of a company, members interest in the case of a close corporation or the change of beneficiaries in the case of a trust, nor shall any transfer thereof be registered without the written consent of the Body Corporate and the SJO and only once such person who intends to acquire the Unit has undertaken to become and remain a member of the SJO and be bound by its constitution and the management rules of the Body Corporate. This Clause applies equally to the Purchaser’s Spouse and the Purchaser’s heirs, administrators, executors and assigns.

21.3 The Purchaser shall conform to any conservation and/or rationing program or scheme which may

be introduced, adopted or implemented by a sphere of government or relevant regulating body

by reducing his/her/the Occupant’s electricity consumption as required in terms of such program

of scheme.


22 Value Added Tax

It is agreed between the parties that:

22.1 all amounts to be paid by the Purchaser to the Seller in terms of this Deed of Sale are, unless stated

otherwise, exclusive of any Value Added Tax which may be attributable thereto;

22.2 the Purchaser shall be liable to pay all Value Added Tax on amounts payable in clause 22.1 above.

23 Direct Marketing and Cooling Off

23.1 In terms of section 16 of the Consumer Protection Act, if this transaction has resulted from direct

marketing the Purchaser has the right to cancel this agreement without reason or penalty by written notice within 5 business days after the agreement was concluded, or within 5 business days after delivery of the Unit.

23.2 The Seller is unable to accept the risk of cancellation without reason within 5 business days of

delivery as the success of the Development is dependent upon the enforceability of the agreements of sale and the transfer of the Units being passed to the Purchasers shortly after delivery.

23.3 This is because the Seller will have obtained development finance on the strength of binding pre-

sales. In addition, if the transaction is cancelled after delivery the Seller will be left to carry the holding costs of the Unit for an uncertain period whilst looking for a replacement purchaser. This has the potential to create substantial losses for the Seller and place the Development in jeopardy for other purchasers.

23.4 The Seller is therefore not prepared to enter into this agreement with any Purchaser if the

transaction has resulted from direct marketing.

23.5 The Purchaser therefore warrants that this transaction has not resulted from direct marketing and

the Seller enters into this transaction relying upon such a warranty.

23.6 If after delivery, the Purchaser is successful in cancelling this agreement by relying upon the right

of cancellation flowing from the direct marketing provisions of the Consumer Protection Act, the Purchaser shall be liable for the damages suffered by the Seller as a result thereof on the basis of the Purchaser’s breach of this warranty.

24 Breach

24.1 Should the Seller or the Purchaser, as the case may be (“the defaulting Party”):

(1) fail to pay any amount due by the defaulting Party in terms of this Agreement on due

date and remain in default for more than seven (7) days after being notified in writing

to do so by the other Party (“the aggrieved Party”); or

(2) commit any other breach of any of the provisions of this Agreement and fail to

remedy that breach within a period of seven (7) days after the receipt of written notice to

that effect by the other Party (“the aggrieved Party”); or

(3) commit a breach of any of the provisions of this Agreement at a time critical to the

registration procedure and fail to remedy that breach within 48 (forty-eight) hours after

receipt of a written notice to that effect by the other party ("the aggrieved Party");


then and in of these events, the aggrieved Party shall forthwith be entitled (but not obliged)

without prejudice to any other rights or remedies which the aggrieved Party may have in law,

including the right to claim damages:

(a) to cancel this Agreement and claim damages, without any further notice; or

(b) to claim immediate performance and/or payment of all the obligations of the

defaulting Party in terms of this Agreement, including immediate payment of the

balance of the Purchase Price of the Subject Matter in the event of the Purchaser being

the defaulting Party and otherwise all other outstanding obligations in terms hereof and to

claim damages.

24.2 Upon cancellation by virtue of default, and should the defaulting party have been the Purchaser, the

Seller shall be entitled to retain the deposit as reasonable pre-estimated damages, subject to the Conventional Penalty Act No. 15 of 1962 in addition to the further rights set out in the breach paragraph above. Upon cancellation in such instance, the Purchaser shall also be liable to the Seller’s Attorneys for any wasted conveyancing fees, calculated in terms of the guidelines of the Cape Law Society.

24.3 Upon cancellation by virtue of default, and should the defaulting party have been the Seller, the Seller

shall pay to the Purchaser an amount equal to the deposit paid by the Purchaser and the Purchaser shall be entitled to retain this amount as reasonable pre-estimated damages in addition to the further rights set out in the breach paragraph above.

24.4 Should the defaulting party be the Purchaser, and should the Purchaser dispute the Seller’s right to cancel

and remain in occupation of the Unit after date of cancellation, the Purchaser shall continue to pay the occupational rental, the municipal charges and the levy and any other amounts as if the Agreement had not been cancelled. The Seller shall be entitled to claim and accept payment of such amounts without prejudice to the Seller’s claim for cancellation and return of the possession of the Subject Matter to the Seller.

24.5 Should the aggrieved party elect not to exercise its right to cancel this Agreement but instead to institute

proceedings seeking an order that obligates the other party to perform in terms of this Agreement, that election by the aggrieved party will not be final and will not prevent the aggrieved party from exercising its right to cancel this Agreement at a later date based on the same instance of breach for which legal proceedings were instituted.

24.6 Notwithstanding the provisions of paragraph 24.1, neither party shall be entitled to cancel the

agreement after 7 days’ notice if the breach complained of is not reasonably capable of being remedied in the 7 day period. In such an event the notice placing the defaulting party on terms to perform shall only entitle the cancellation of the agreement if the period given to perform is reasonable in the circumstances.

24.7 In addition to 24.4, if the Purchaser, for any reason, fails, neglects, is unable and/or refuses to vacate the

Subject Matter after cancellation, the Seller will, in addition, be entitled to claim all damages flowing

from such Occupation and/or possession, including but not limited to

(1) the fair and reasonable costs of restoring the Subject Matter to the condition in which it was as

at and on the Occupation Date; and/or

(2) damages for holding over from the date on which the Agreement was cancelled to the date on

which the Subject Matter is restored to the Seller; and

(3) payment of an amount equivalent to all levies, rates and taxes and service charges and all

other amounts which the Seller has had to pay during the subsistence of the holding over;

(4) any loss of profits arising out of any subsequent sale, including the delay thereof, which the


Seller may prove.

24.8 If transfer of the Unit is delayed by the Purchaser for whatever reason, then the Purchaser shall

pay the Seller penalty interest on the Purchase Price at 3% (three per centum) above the Prime

Rate per year calculated from the date on which transfer ought to have been registered but for

such delay (as certified by the Seller’s Attorneys acting as experts) until the date of registration of

transfer thereof, both dates inclusive.

25 Inspection of Units

For such time as the Seller is still owed amounts in terms of this Agreement from the Purchaser, the Seller and/or the Seller's duly authorised representative shall be entitled to inspect the Unit at all reasonable times upon notice to the Purchaser or the Occupant, as the case may be.

26 Notices and domicilia

26.1 Each of the Parties chooses domicilium citandi et executandi (“domicilium”) [meaning: the service

address for notices, including legal notices and summonses] for the purposes of the giving of any

notice, the payment of any sum, the serving of any process and for any other purposes arising

from this Agreement at their respective addresses set forth on the first page of this Agreement.

26.2 Each of the Parties shall be entitled to change its domicilium in writing to any other address within

the Republic of South Africa and provided that it consists of or includes a physical address at

which process can be served or any notice given.

26.3 Any notice given and any payment made by a Party to any of the others (“the addressee”) which:

(1) is delivered by hand during the normal business hours of the addressee at the

addressee's domicilium for the time being shall be presumed, until the contrary is

proved by the addressee, to have been received by the addressee at the time of

delivery;

(2) is posted by prepaid registered post from an address within the Republic of South Africa

to the addressee at the addressee's domicilium for the time being shall be deemed to

have been received by the addressee on the fourth day after the date of posting.

(3) is sent by electronic mail to the addressee which shall be entitled be deemed to have

been received the first business day after it has been sent;

(4) is sent by facsimile to the addressee which shall be entitled be deemed to have been

received the first business day after it has been sent.

26.4 Notwithstanding anything to the contrary herein contained a written notice or communication

actually received by a party shall be an adequate written notice or communication to it

notwithstanding that it was not sent to or delivered at its chosen domicilium.

27 Selling agent's commission

27.1 The Seller shall pay the commission of the Selling Agent named in clause 9 of the Contract

Schedule. The commission shall be the amount as agreed between the Seller and the Selling Agent.


27.2 The Purchaser warrants that the Purchaser was not introduced to the Unit or the Property by any

agent other than the Selling Agent. The Purchaser indemnifies the Seller and holds it harmless

against all costs, charges, claims, demands, expenses, loss and damage which may be incurred,

made against or suffered by the Seller arising out of any breach of the aforesaid warranty.

27.3 In the event of this Agreement being cancelled as a consequence of a breach on the part of the

Purchaser, the Purchaser will be liable for payment of the commission due to the Selling Agent in

terms of clause 27.1.

27.4 The Selling Agent acknowledges that in the event of this Agreement not being proceeded with, for

any reason, by the Seller or the Purchaser, then and in such event the Seller shall not be liable to

the Selling Agent for any sales commission.

27.5 The provisions of this clause 27 are intended as a contract for the benefit of the Selling Agent and

may be enforced by the Selling Agent who accepts the benefits conferred on and agrees to the

terms hereof.

28 Managing Agent

28.1 The Seller may appoint and delegate any or all of its powers and duties in the management of the

development to the SJO as the managing agent, for a maximum period of 1 (ONE) year from the

date of the opening of the Sectional Title Register. This managing agent shall be entitled to exercise

all such powers as the Seller may determine.

28.2 Nothing in this clause shall, however, be interpreted to relieve the Seller of any of its obligations to

the Purchaser as set out in this agreement.

29 Applicable Law/Jurisdiction/Costs

29.1 This agreement is governed by South African law.

29.2 The Parties hereby consent in terms of Section 45 of the Magistrate’s Courts Act, No. 32 of 1944, as

amended, to the jurisdiction of any Magistrate’s Court having jurisdiction over its person under

Section 28 of that Act, notwithstanding that any action or proceeding arising out of this Agreement

would otherwise be beyond the jurisdiction of such court. Both Parties shall, however, have the

right to institute legal proceedings in any other court of competent jurisdiction and shall not be

prejudiced in any cost order awarded to such Party based on its choice of court.

29.3 The Party who is successful with their claim or their defence shall be entitled to recover from the

other party all legal costs incurred by the successful party in the legal proceedings on a scale as

between attorney and client plus VAT, if applicable and including collection commission as laid

down at the tariff rate applicable.

30 Prescribed Information and restrictions in terms of Retired Persons Act

30.1 The Purchaser confirms having chosen English as the language in which this agreement was to be drawn

up.

______________________________ _____________________________

Signature of the Purchaser Signature of the Purchaser


30.2 The following limitations other than already set out in this agreement apply to the Unit:

(1) The Purchaser may only sell the Unit to a person who qualifies as a retired person of at least

60(sixty) years of age, subject to the SJO being entitled to review the age limit, provided it

complies with the Retired Persons Act, or to a person who has nominated a designated

occupant of such age, approved by the SJO [all Occupants have to be of sufficient good health –

in the opinion of the SJO - to reside in the Units on their own subject to receiving such home

based care as the SJO in its discretion is reasonably comfortable to administer].

(2) When reselling the Unit an Exit Levy of 30% (thirty percent) of the difference between the net

selling price (selling price less estate agent’s fees) and the original purchase price paid when

acquiring the Unit (purchase price paid at the time excluding any other costs of purchaser and

transfer costs) will be payable by the Purchaser (or where applicable his successors in title

and/or assigns by agreement or law, including but not limited to heirs, beneficiaries, legatees

and each of the subsequent owners of the Unit) to the SJO. The purpose of the Exit Levy is to

stabilise the levy fund in respect of the Housing Development Scheme and finance larger

capital and maintenance projects of the SJO. The Exit Levy shall only be used in furtherance

of the objects of the SJO, including for purposes of paying expenses for which the SJO is

liable. The Exit Levy may not be distributed to the Members of the SJO or to the Owners. No

Exit Levy will apply during the first 48 (forty-eight) months from the Date of Completion of

the Unit. Any permanent structural improvements made by the Purchaser shall be added to

the original purchase price for purposes of the calculation of the Exit Levy, provided invoices

or other acceptable vouchers for these improvements are produced and the costs of the

improvements have been depreciated over a 15 year period.

(3) The Exit Levy also applies in the case where a Purchaser, who does not occupy the Unit

himself, nominates a new Occupant. In such instance, the net selling price shall be the market

value of the Unit as at the date of nomination of the new Occupant, as determined by the

Selling Agent, whose decision shall be final and binding on the Parties. This net selling price

shall then form the original purchase price for the future calculation of the Exit Levy.

(4) The Purchaser hereby irrevocably instructs the Attorney to pay the Exit Levy due by him to the

SJO from the proceeds of the sale on the transfer date in future.

(5) The Seller and/or the Seller’s Attorneys will not be required to endorse the title deed of the

Land and/or the Unit, as the case may be, to reflect that the Land and/or the Unit, as the case

may be, is and/or are subject to a housing development scheme as contemplated and

provided for in the Retired Persons Act and the Regulations thereto, the legal basis of the

Agreement being the alienation of immovable property.

(6) The Purchaser will be charged separately for any home-based care required as per the fee tariff

which may be applicable at the relevant point in time from the relevant service provider and

the information pertaining to the frail care unit and other facilities and services offered by the

SJO is contained in Annexure E. The Frail care facility operated by the SJO is not a hospital or

specialised geriatric unit as it is only capable of providing primary nursing care. No guarantee is

given that the frail care facility is capable of meeting the Occupant’s specific frail care needs

either now or in the future.

(7) The Purchaser agrees hereby that he shall become and remain a member of the SJO for as long

as he is the Owner of a Unit and that he shall be bound by the provisions of the Constitution,

the Conduct Rules and any separate rules as may be promulgated by the Body Corporate;

(8) The Purchaser shall not let out the Unit without the prior written consent of the SJO, except


to a Nominated Occupant or on a short-term basis in accordance with the Conduct Rules.

(9) Upon a resale of the Unit, the Purchaser acknowledges that:

(a) he may only appoint an estate agent accredited by the SJO to secure a prospective

purchaser for the Unit, unless he sells the Unit himself, without making use of the

services of an estate agent.

(b) the agreement of sale shall be concluded in terms of the standard written agreement of

sale as prepared and required by the SJO from time to time.

(c) he shall ensure that the prospective purchaser shall disclose in the agreement of sale all

information required by the SJO, including the full names and identity numbers of the

Nominated Occupier(s). No person other than a retired person (of 60 years of age or

older) and the spouse of the retired person of at least 60 years of age may occupy a

Unit) and furnish all such information as the SJO may reasonably require to ascertain

that the potential purchaser qualifies to occupy the Unit and is medically fit for this

purpose.

(d) the agreements of sale shall be subject to a suspensive condition that it must be

approved in writing by the SJO, failing which the agreement shall lapse.

(e) the transfer of the Unit shall be conducted by an attorney appointed by the SJO from

time to time in order to protect the interests of the SJO in such transaction.

(f) no transfer may be effected without the prior issuing of a levy clearance certificate

issued by the SJO, confirming that all levies are paid up to date, including up to the date

of the envisaged Transfer Date, that the seller of such Unit is not in breach of the

Constitution or the Conduct Rules, the Act or the Retired Persons Act and that the Exit

Levy has been secured to the SJO’s satisfaction.

30.3 Upon death of the Purchaser or survivor of the Purchaser and the Purchaser’s nominated spouse as

per the Contract Schedule where the spouse elects not to continue residing in the Unit or the

Occupant and Occupant’s spouse as per the Contract Schedule (if different from the Purchaser), the

Unit will have to be sold in accordance with the procedure set out herein and any further rules

promulgated by the SJO from time to time.

30.4 The housing interest hereby conferred to the Purchaser is ownership in a sectional title unit, which is

registrable in the Deeds Office.

30.5 The Land is currently bond free but will be bonded in respect of a development bond as set out in the

Contract Schedule, which bond will be cancelled on or before transfer of the last unit of the

Development.

30.6 The Conduct Rules and the Constitution, as well as the title deed regarding the Land can be inspected at

the offices of the SJO during office hours on any business day.

30.7 From the Occupation Date, the Purchaser shall be responsible for his own insurance requirements in

respect of the Unit, other than building insurance which the SJO will take out on behalf of the Body

Corporate.

30.8 There are currently no payment obligations in respect of the Land as endowment, betterment or

enhancement levy, development contribution or any similar imposition.

30.9 Each party bears its own costs in respect of the negotiation and drafting of this Agreement. The

Purchaser will be responsible for his own legal costs in consulting an attorney, professional or other

adviser on and/or in respect of this Agreement.


30.10 The estimated future expenses required by the Development for a period of 3 (three) years and the

estimated levies for a period of 2 (two) years from the date of signature, including a break-down of who

will be liable and how the levy is calculated are set out in Annexure D hereto.

30.11 100% of the Units are to be sold to retired persons as further qualified herein.

30.12 The management structure for the Development will be as per the Constitution. All Owners are Resident

Members and each Unit will have one vote in the general meetings of the SJO.

30.13 The Seller has no direct or indirect interest in the Managing Agent.

30.14 The Purchaser is entitled to seek relief from any competent court should in terms of Section 9 of the

Retired Persons Act he be able to prove any damages suffered as a result of non-compliance by the

Seller with sections 3 and 4(1) of the Retired Persons Act.

31 Servitudes

Certain parts of the Land and/or the Common Property may be subject to a servitude or right of way and other types of rights and/or restrictions reserved and/or registered in favour of the SJO, the members of St. Johannis Gardens and certain statutory bodies or Persons, including such servitudes or rights of way as may be required and/or necessary to give effect to the objectives of the Development. In order to enable the Seller to register the said servitudes, the Purchaser hereby grants the Seller an irrevocable power of attorney to convene and attend as the Purchaser's proxy any meeting at which the granting and registration of such servitudes is on the agenda.

32 Joint and several liability

Should this Agreement be signed by more than one person as Purchaser the obligations and liability

of all the signatories hereto shall be joint and several, meaning the purchasers shall each be fully

liable for all of the obligations of the Purchaser and these obligations shall not be able to be divided

between these purchasers.

33 Company/close corporation/trust – to be formed and already formed

33.1 Clauses 33.2 to 33.4 only apply if the Purchaser is acting on behalf of a company or close corporation

which will be formed and which will then be the Purchaser of the Unit.

33.2 In this event, the person signing this document shall be personally liable for all the obligations of the

Purchaser, as though he was the purchaser in his personal capacity if;

(1) the company or close corporation (as the case may be) on whose behalf he acts is not

incorporated (registered) within 45 (FORTY FIVE) days of date of signing of this document;

and/or

(2) if the company/close corporation fails to adopt and ratify this agreement within 7 (SEVEN)

days of date of incorporation (registration).

33.3 If the company/close corporation is incorporated and does ratify this agreement in time, the person

who signs this agreement shall remain liable to the Seller as surety for and co-principal debtor with

the company/close corporation for its obligations as Purchaser in terms of this Agreement, waiving of

the benefits of excussion and division.


33.4 What this means is that if the company / close corporation does not perform for any reason the Seller

shall be entitled to hold the person who signs this agreement fully liable for all the Purchaser’s

obligations in terms of the agreement, including the obligation to pay damages in the event that the

agreement is cancelled. The Seller shall also not have to proceed against the company or close

corporation first and the Seller may enforce the full agreement and/or claim for damages against the

signatory.

33.5 In the event of the Purchaser being a company or a close corporation or the trustees for the time

being of a trust or any other legal person already formed, the person who signs this agreement

for the Purchaser, by his signature hereto, binds himself to the Seller as surety and co-principal debtor in solidum for the Purchaser of all the Purchaser’s obligations in terms of this Agreement waiving the benefit of division and excussion.

33.6 What this means is that if the Purchaser does not perform for any reason the Seller shall be

entitled to hold the person who signs this agreement fully liable for all the Purchaser’s obligations in terms of the agreement, including the obligation to pay damages in the event that the agreement is cancelled. The Seller shall also not have to proceed against the company or close corporation or trustees first and the Seller may enforce the full agreement and/or claim for

damages against the signatory.

34 Whole Agreement, Variation, Indulgences

34.1 The Parties acknowledge that this Agreement represents the entire agreement between them

and that no other conditions, stipulations, warranties and/or representations whatsoever,

whether express or implied, have been made by either Party or their agents other than as set out

in this Agreement. The Purchaser warrants that no other representations or promises have been

made to him which has caused the Purchaser to enter into this Agreement other than those set

out in clause 11 of the Contract Schedule, if any.

34.2 No variation of this Agreement shall affect the terms hereof unless such variation shall be

reduced to writing under the hands of the Parties hereto.

34.3 No extension of time or indulgence granted (i.e. not strictly enforcing one’s rights in terms of this

Agreement) by either Party to the other shall have any effect on the rights of such Party in respect

of this Agreement, nor shall it in any way be regarded as a waiver of any rights in terms of this

Agreement, or creating a new or varied agreement.

34.4 Without detracting from the provisions of this Agreement, the Seller has and will have the right, at

any time in its discretion in future and from time to time, to enter into other similar or modified

contracts with other purchasers of Units in the Development. Any other contract concluded with

such purchasers which may differ completely, partially or essentially from this Agreement will be

deemed not to infringe upon this Agreement, and the Purchaser will not be entitled to rely on

novation, tacit consent on the part of the Seller and/or any other law entitling the Purchaser to

amend this Agreement in such instance.

35 Mortgage Bond

35.1 Should this sale be subject to and conditional upon the Purchaser being granted a mortgage

secured loan for the amount specified in clause 7 of the Contract Schedule from a financial

institution, such loan must be approved by no later than the date provided for in clause 7 of the

Contract Schedule or such extended period as the Seller in its sole discretion may

determine.


35.2 In the event that the Purchaser’s loan application is subject to the provisions of the National Credit

Act 34 of 2005, the suspensive condition pertaining to the Purchaser obtaining a mortgage bond

shall be deemed to be fulfilled upon receipt by the Purchaser of the bank's or financial institution’s

pre-agreement statement and quotation on the bank’s normal terms and conditions for a loan of

this nature which is being granted to a person of the class into which the Purchaser falls, in terms of

Section 92(2) of the National Credit Act to the effect that the application has been approved in

principle, notwithstanding the fact that such an approval is granted subject to the fulfilment of a

condition or conditions or subject to the reservation of the right by such a bank or other financial

institution to, at any time prior to payment of the proceeds of the loan to the Purchaser, withdraw

such approval.

35.3 The Seller and/or the Selling Agent are hereby authorised and furnished with the necessary

authority to assist the Purchaser by applying for a mortgage loan on behalf of the Purchaser. The

Purchaser undertakes to provide all the required documentation and information to enable the

application for the mortgage loan to be processed by the relevant financial institution.

Notwithstanding the assistance offered by the Seller and/or the Selling Agent, the Purchaser is

ultimately responsible to do everything reasonably possible to obtain the mortgage loan.

35.4 The Purchaser acknowledges that he is fully aware of the requirements of Banks or Financial

Institutions with regard to granting loans on the basis of income and commitments of a borrower

and the Purchaser warrants that his income is sufficient in relation to his commitments to meet

the requirements of the Bank or Financial Institution in this regard and having regard to the

amount of the loan to be applied for. The Purchaser furthermore warrants that he has and will

abide fully with all rules, regulations and/or notices published pursuant to and in terms of the

Financial Services Centre Act and the Exchange Control Regulations which may be applicable and

that he is currently and will as at and on the Transfer Date not be in default of any of his income

and/or other tax obligations to the South African Revenue Service or any local authority which

may or could delay the obtaining of any certificate or clearance or the transfer or the granting or

withdrawal of any loan finance, if applicable and knows of no impediments, on his side, which

could delay the transaction contemplated herein.

35.5 In the event that the condition in clause 35.1 is not fulfilled, this Agreement shall be of no force

and effect and neither Party shall have any claim against the other, except that:

(1) the Seller shall refund to the Purchaser the deposit referred to in clause 3.4 of the

Contract Schedule and any other part of the Purchase Price paid to the Seller, with

accrued interest, less any amount for which the Purchaser is liable in terms of this

Agreement up to such point in time.

(2) The Purchaser shall be obliged to immediately vacate the Unit, if occupation has taken place.

36 Bond Originator

36.1 In the interest of obtaining bond approval as soon as possible, the Purchaser will, where this

agreement is subject to the Purchaser obtaining mortgage loan finance, use the services of Elect

Property Trust No 7 t/a Combined Finance (“Combined Finance”) as a mortgage originator, and will

forward all documents required by Combined Finance for the submission of a mortgage bond

application with the major banks. This is to the benefit of the Purchaser because the system of

mortgage origination used by the Seller avoids delays and therefore reduces the price of the

Seller’s products.

36.2 The Seller will release the Purchaser’s contact details and the signed offer to purchase to Combined


Finance as part of the bond approval process. The Purchaser will then be contacted by Combined

Finance to obtain further required information.

36.3 Should the Purchaser fail to make use of the services of Combined Finance and obtain a bond from

another recognized financial institution, then the Purchaser shall pay a penalty which is 1% (one per

cent) of the Purchase Price before transfer and on demand from the Seller.

36.4 No penalty will be payable by the Purchaser where Combined Finance has failed to obtain a

mortgage bond for the Purchaser on terms acceptable to it. The Seller may upon request from the

Purchaser waive the Purchaser’s obligation to use Combined Finance in instances where it is in the

Seller’s opinion reasonable to do so, such as in the case of private bank clients who cannot obtain

bonds by use of mortgage originators.

37 National Credit Act

If this Agreement is subject to the National Credit Act 34 of 2005, the Purchaser warrants that:

37.1 once the mortgage loan is approved and the pre-agreement statement and quotation is

accepted, the Purchaser shall not do anything that may cause the Purchaser to become over-

indebted in terms of the National Credit Act or cause the bank to withdraw the bond approval;

37.2 the Purchaser shall not do anything between the date of acceptance of the pre-agreement

statement and quotation and registration of the mortgage bond which may cause the

Purchaser’s financial situation to deteriorate;

37.3 at the time of signature of this Agreement, the Purchaser is not:

(1) over-indebted and/or (2) subject to debt review and/or (3) subject to an administration order.

38 Tax Affairs

The Purchaser warrants that he is fully up to date with all his obligations to the South African Revenue Services and that he will remain so until the Unit/s is transferred to him. The purpose of this warranty is to ensure that there are no tax defaults that might delay the issuing of a transfer

duty receipt/exemption certificate from the South African Revenue Service or serve to cause the bank granting mortgage finance to the Purchaser [if applicable] to withdraw the mortgage finance offered.

39 Offer and acceptance

Once signed by the Purchaser and delivered to the Seller, this document shall constitute an offer to

purchase the Unit and the exclusive use area(s) and the offer shall not be capable of being

withdrawn and shall remain open for acceptance by the Seller for a period of fourteen (14)

calendar days after the date of signature thereof by the Purchaser. Should the Seller make a

counter offer, this will not amount to a refusal of the Purchaser’s offer and the Purchaser’s offer

shall at all times remain open for acceptance until withdrawn by the Purchaser after expiry of the

10 calendar days’ period.


40 Resale of Units prior to Sale of all Units in the Development

40.1 Until such time as the Seller has sold all the Units in the Development, the Purchaser is not

allowed to sell, cede rights in or in any way dispose of the Unit/s purchased in terms of this

Agreement, except in favour of the financial institution as a result of the Purchaser’s breach of

any the loan agreement with the financial institution pertaining to the Unit/s. The Seller may

however in its discretion give the Purchaser written authority to sell before the aforesaid date has

arrived.

40.2 The Purchaser shall ensure and warrants that any subsequent agreement relating to the sale,

alienation or disposal of the Unit prior to the date when all the Units in the Development have

been sold, shall contain this clause. Notwithstanding any such resale, alienation or disposal, the

Purchaser shall ensure that his guarantees (or finances) shall remain available and in place at all

times, and shall be obliged to take transfer of his Unit. The Purchaser shall not be entitled to pass

transfer to his purchaser simultaneously when taking transfer of his Unit.

41 Consent of Spouse

Should the Purchaser be married in community of property or according to the laws of a country

other than the Republic of South Africa or be in a spousal relationship in terms of which a joint

estate exists with the Purchaser’s partner (“the Purchaser’s spouse”), the Purchaser’s spouse shall

co-sign this agreement, hereby confirming that s/he accepts the purchase of the Unit, and, if a

mortgage bond is required, consents to the mortgage of the Unit.

42 Severability

If any provision of this Agreement is held to be invalid, illegal or unenforceable by a court of competent jurisdiction or arbitrator, the validity, legality and enforceability of the remaining provisions will in no way be affected or impaired thereby, and this Agreement will be of full force and effect. Any provision in this Agreement which is or may become illegal, invalid or unenforceable will be ineffective to the extent of such prohibition or unenforceability and will be treated as pro non scripto (meaning as if not written) and severed from the balance of this Agreement, without invalidating the remaining provisions of this Agreement or affecting the validity or enforceability of such provision.

Signed at __________________________ on this ____ day of _____________________ 20___. As Witnesses: 1. _______________________ ______________________________

For and on behalf of the PURCHASER

Name:

Capacity: who warrants being duly authorised

2. _______________________


Signed at __________________________ on this ____ day of _____________________ 20___. As Witnesses: 1. _______________________ ______________________________

For Comdev St Johannis (Pty) Ltd

Name:

Capacity: who warrants being duly authorised

2. _______________________ ACCEPTANCE BY THE SELLING AGENT

Signed at on the day of 20___.

_______________________________ For and on behalf of the SELLING AGENT who in terms of clause 16 of the standard conditions of sale hereby accepts the benefits under this agreement

Annexures

Annexure A: Architectural Plans

Annexure B: Schedule of Finishes and Specifications

Annexure C: Site Development Plan including Parking Layout

Annexure D: Estimated Future Management Expenses and Future Levies

Annexure E: Services and Facilities Offered by the SJO

Annexure F: Conduct Rules, Management Rules and SJO Constitution

DEED OF SALE SECTIONAL TITLE UNIT FOR RETIRED … … · · 2017-12-12DEED OF SALE SECTIONAL...

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