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SALE OF FREE-
PRECEDENT III. and mentioned in the plan and schedule annexed to these presents. The property is freehold, except about 50 acres, more or less, which are copyhold of the manor of R., held in seven tenements, at the respective quit-rents. of, &c., being liable to a heriot and fines, and except about five acres, which are leasehold, for a term of years from Michaelmas, 18-, at a yearly rent of
4. Timber, crops, and iron fencing to be
taken at a
5. Vendor to
have use of stackyard, &c. till Ladyday.
6. Stipulations as to title,
2. The timber and other trees and underwood upon the property, and the fallows, half-fallows, dressings, halfdressings, and all seeds, sowings, and labour in laying down, manure, hop-poles, wattles, iron hurdles, and iron. wire fencing (except the iron-wire fencing forming the boundary between the park and the mansion, garden and grounds), and all implements and machinery belonging to the brick and tile yard, and also all other matters and things (if any) belonging to the vendor usually or by the custom of the country taken by an incoming from outgoing tenant, and also all tenant's fixtures in the mansion-house shall be paid for by the purchaser at a valuation to be made by two persons, one to be named by the vendor, and the other by the purchaser, or by an umpire to be appointed by the valuers; and if either party shall refuse or neglect, to name a valuer, or to notify it in writing to the other party, before the day of next, or if the valuer named by either party shall neglect or refuse to act, then the valuation shall be made. by the valuer (if duly notified as aforesaid) of the other party alone. The purchaser shall, however, be entitled to all plants, trees, and shrubs in the gardens surrounding the mansion, together with all garden tools, garden fencing, iron seats, and vases.
3. The vendor shall have the use of the stackyards, barns, and other farm buildings, up to Lady-day next.
4. The vendor will, at his own expense, within days after the date of these presents, deliver to the purchaser, or his solicitor, an abstract of the title to the said estate, subject to the following stipulations-namely, the
SALE OF FREE-
titles will commence (a), As to about acres of land, PRECEDENT III. called farm, with an indenture dated, &c. : As to the said freehold cottages, with an indenture dated, &c., being a conveyance from E. F. to G. H.: As to the said copyhold tenements, with surrenders thereof respectively to and admittances of I. K., in the year : And as
to the said leasehold land, with the indenture of lease dated, &c., under which the same is held by the vendor. The earlier titles, whether appearing by recital, covenant for production, or otherwise, or not appearing at all, and the lessor's title to the leasehold premises shall not be investigated or objected to.
HOLDS, AND LEASEHOLDS.
5. The purchaser shall not require the production, or 7.—and evidence any covenant for the production, nor make any objection on account of the non-production or insufficiency, or want of any covenant for the production of any muniments of title, dated more than thirty years ago, which are not in the vendor's possession, or which are of record; and every deed, copy of court roll, and document dated twenty years or upwards prior to the date of these presents, and also the said indenture of conveyance by the said E. F. to the said G. H. shall, unless the purchaser shall, at his own expense, prove the contrary, be accepted as conclusive evidence of everything recited, stated, or implied therein respectively.
6. The sale is made subject to all quit and other rents, and to all rights of the lord of the manor of and to all rights of way and water, and other easements affecting the premises, and any errors, mis-statements, or omissions in the said plan and schedule respectively, or any matters discoverable by actual inspection of the premises, shall not annul the sale, nor shall any compensation be made or allowed on either side in respect thereof, unless such error, mis-statement, or omission. shall amount to or affect six acres of land.
8. Sale made subject to existing rights, and no compensation
to be made for
7. The vendor shall not be required to distinguish, 9. Vendor not to
(a) As to conditions restrictive of the length of title which a purchaser may require, see Vol. i., p. 459.
be bound to identify parcels.
SALE OF FREE-
10. As to verification of ab
11. Limiting time for requisitions.
12. Power for vendor to annul
Stipulations that vendor may rescind contract.
or furnish any evidence as to the limits of the said manor of, or the nature of the said manorial rights, or any evidence not in his possession of the identity of the property sold with that described in the muniments of title, or any of them.
8. The purchaser shall bear the expense of the production and inspection of all deeds and documents not in the vendor's possession, wherever the same may be, and of obtaining and making all certified attested. office or other copies of or extracts from registers, deeds, wills, court rolls, proceedings at law, in equity, or in bankruptcy, and other documents, and of obtaining, making, and producing all declarations, information, or evidence not in the vendor's possession or knowledge, and whether required for the verification or completion of the abstract or title, or for any other purpose, and of all journeys, searches, and inquiries for or incidental to the above purposes, or any of them.
9. The purchaser shall send in writing to the office of Mr., the vendor's solicitor, at, within twentyone days after the delivery of the abstract, all his objections and requisitions (if any) in respect of the title, and of all matters appearing on these presents or on the abstract, and in this respect time shall be of the essence of the contract (b), and in default of such objections and requisitions (if none), and subject only to such if any, shall be deemed to have accepted the title. And if he
(b) The limitation of time within which objections may be taken to the title does not preclude a purchaser from subsequently making objections on account of matters not disclosed by the abstract: Warde v: Dixon, 28 L. J. 315, Ch. A stipulation that the vendor may annul the sale if the purchaser shall insist on an objection or requisition does not entitle the vendor to refuse to answer the requisition: Turpin v. Chambers, 29 Beav. 104. The stipulation in the text is therefore extended so as to protect him as far as possible from being put to expense or trouble in furnishing information; but a vendor may not, under any condition, however restrictive, rescind a contract, when he has not answered requisitions, nor attempted to remove objections: Greaves v. Wilson, 25 Beav. 290.
SALE OF FREE-
shall insist on any objection or requisition, or shall PRECEDENT III. require any information as to these presents, or as to the title, evidence of title, conveyance, or otherwise, which the vendor shall be unable, or on the ground of expense or otherwise shall be unwilling, to comply with, remove, sale if objection or furnish the vendor, may by notice in writing to be be made. given at any time to the purchaser or his solicitor, and notwithstanding any negotiation or litigation in respect of such objection or requisition, annul the sale on repayment to the purchaser of the deposit of £—, this day paid by the purchaser, with interest at four per cent. per annum, and without paying to the purchaser any costs or compensation whatever.
10. The purchaser having this day paid to the vendor a deposit of £of the said purchase-money, shall pay the sum of £- the balance of his purchase-money, and the value of the things to be taken at a valuation, as above provided on the day of - next (at the office aforesaid), to the vendor, or as he shall direct, and upon such payment the vendor and other necessary parties will execute proper assurances (c) of the property to the purchaser, such assurances and every other assurance and act (if any) which shall be required by the purchaser for getting in, surrendering, or releasing any outstanding estate or interest, to be prepared, made, done, and perfected by and at the expense of the purchaser, and every such assurance shall be left at the office aforesaid, for the vendor's perusal, at least days before the said day of
11. If from any cause whatever the not be completed on the said day of purchaser shall pay interest at the rate of
13. Acknow ledging payment
of deposit, and fixing time for completion.
14. Providing for payment of interest on purchase-money;
(c) The stipulation that the purchase-money shall be paid as the vendor shall direct, is meant to prevent a purchaser from requiring the personal presence of the vendor when the money is paid; but in the absence of special circumstances, the purchaser is entitled to require that the conveyance shall be executed in the presence of, and shall be attested by, his own solicitor: Viney v. Chaplin, 2 De G. & Jo. 468.
PRECEDENT III. per annum on the said balance of his purchase-money, and on the aforesaid value of the things to be taken at a valuation from that day until the completion of the purchase.
SALE OF FREE-
tion and delivery of possession.
16. Purchaser to covenant with
vendor for production of deeds.
17. If purchaser
Right to fruit falling before day fixed for completion.
12. The possession and receipt of the rents will be retained, and the outgoings will be discharged by the vendor, up to the said — day of next (d), and on the completion of his purchase the purchaser shall be entitled to such possession and receipt, and he shall discharge the outgoings as from that day, and if necessary such rents and outgoings shall be apportioned between the vendor and purchaser.
13. The vendor having entered into covenants for the production and furnishing copies of some of the muniments of title, the purchaser shall enter into covenants with the vendor for the same purpose, and for indemnifying him in respect of his said covenants, or in substitution for such last-mentioned covenants as the vendor's counsel shall require, every such covenant by the purchaser to be prepared by and at the expense of the vendor, and to be perused on behalf of, and executed by, the purchaser, at the expense of the purchaser.
14. If the purchaser shall fail or neglect to comply with the foregoing stipulations on his part, the vendor shall be at liberty to resell the property by public auction or private contract, and subject to the foregoing or any other reasonable conditions, and any deficiency in price which may happen on, and all expenses attending a resale, shall immediately afterwards be paid by the said purchaser to the vendor, and shall be recoverable as liquidated damages (e), AS WITNESS the hands of the said parties hereto the day and year first above written.
ADD a Schedule of Parcels and a receipt for the deposit.
(d) The vendor of a manor is entitled to fines, which may fall due between the date of the contract and the day fixed for completion, though they may not be paid till after that day: Cuddon v. Tite, 1 Giff. 395.
(e) As to paying liquidated damages, see infra, p. 28, n. (d).