Letters for Acting for Purchaser (Purchase)

LETTERS FOR ACTING FOR PURCHASER (PURCHASE)

Letter to vendor's solicitors (acting for purchaser)

[

SUBJECT TO CONTRACT

BUT WITHOUT PREJUDICE TO

THE PROVISIONAL AGREEMENT

FOR SALE AND PURCHASE

]

Dear Sirs,

Re :[ ] (the "Property")

We act for the intending purchaser of the Property and understand that you act for the existing owner of the Property.

We enclose a copy of the [Provisional Sale and Purchase] [Preliminary] Agreement signed between your client and our client setting out the terms and conditions regarding the sale and purchase of the Property.

We should be grateful if you could kindly take your client's instructions and let us have your draft [Agreement for Sale and Purchase/Agreement for Sub-sale and Purchase] (in duplicate) together with all title deeds and documents in respect of the Property for our approval as soon as possible.

If, for any reason, the terms and conditions of the draft [Agreement for Sale and Purchase/Agreement for Sub-sale and Purchase] cannot be finalised and signed by both parties on the date specified in the [Provisional Sale and Purchase] [Preliminary] Agreement, we shall advise our client to fulfil his obligation by paying the balance of the deposit to you on the due date on condition that your client gives a written authority in the form attached.

In view of the case of Wong Chim Ying v. Cheng Kam Wing [1990] 2 HKLR 111, please answer the following enquiries :-

(a)Please state the full names of any persons in occupation of the Property other than the Vendor.

(b)If there are no such persons, please state this in the [Agreement for Sale and Purchase /Agreement for Sub-sale and Purchase], by including the following clause :-

"The Vendor hereby warrants and declares that the Property is and shall at completion be occupied by the Vendor alone".

(c)If there are such persons, please state their relationship with the Vendor.

Furthermore, we hereby request you to provide us with copies of the following on or before the date of signing of the [Agreement for Sale and Purchase /Agreement for Sub-sale and Purchase] :-

(a)the receipted rates and/or Government rent demand notes of the Property covering a period of not less than 6 months before the date of this letter;

(b)the management fees receipts of the Property covering a period of not less than 6 months before the date of this letter; and

(c)the receipt(s) of any management and other deposit(s) or fund(s) which are transferrable on completion of the sale and purchase of the Property.

Without prejudice to any rights and interests acquired by our client under the Provisional Sale and Purchase Agreement in respect of the Property that has been previously entered into between our respective clients, nothing contained in this letter or the draft Agreement for Sale and Purchase shall bind our client unless and until the same is signed by our client.

We look forward to hearing from you.

Yours faithfully,

WONG, FUNG & CO.

Encl.

To :

c/o WONG, FUNG & CO.

Solicitors

57th Floor, The Center

99 Queen's Road Central

Hong Kong

Dear Sir/Madam,

Re :[ ] (the "Property")

I/We refer to the [Provisional Sale and Purchase] [Preliminary] Agreement in respect of the sale of the Property to you dated [ ] and hereby appoint Messrs. [ ], Solicitors to be my/our solicitors.

I/We hereby authorise Messrs. [ ] to be my/our agent to receive all monies (including the balance of the deposit and the balance of purchase money) payable to me/us under the [Provisional Sale and Purchase] [Preliminary] Agreement.

Yours faithfully,

[ ]

Letter to management company (acting for purchaser)

[

]

Dear Sirs,

Re:[ ] (the "Property")

We act for [ ], the intending purchaser of the Property.

We write to inform you that our client has agreed to purchase the Property from the registered owner, [ ], and completion of the sale and purchase shall take place on [ ].

Please let us know whether there are any outstanding management and other fee(s) payable in respect of the Property and if there are any other payments especially repairing and/or renovation costs of the building payable on the part of the registered owner pursuant to the Deed of Mutual Covenant.

Please also let us know the amount of any management and other deposit(s) or fund(s) which are transferable on completion of the sale and purchase of the Property.

Thank you for your kind attention.

Yours faithfully,

WONG, FUNG & CO.

Letter to vendor's solicitors (acting for purchaser)

[

]

Dear Sirs,

Re :[ ] (the "Property")

We refer to our letter to you dated [].

We regret to note and would like to put on record that despite our said letter, we, up to the date hereof, still have not yet received the draft Agreement for Sale and Purchase from you. Please clarify whether your firm do have instructions to act for the Vendor.

Please note that pursuant to the Provisional Agreement for Sale and Purchase dated [] entered into by our respective clients (the "Provisional Agreement"), a formal Agreement for Sale and Purchase would have to be signed by our respective clients on or before [ ]and upon signing of the formal Agreement for sale and purchase, a further deposit of [HK$ ] would be payable by our client to yours.

In view of the recent case Cheung Yun Ho & Another v Wong Kwan Cheung & Another [1995] 2 HKLR 90, please let us have the draft Agreement for our approval on behalf of our client without any further delay and in any event not later than [ a.m. on 1997].

Meanwhile, all our client's rights and interest under the Provisional Agreement are hereby expressly reserved.

Nonetheless, we, without prejudice to any of our client's rights and interests under the Provisional Agreement, must stress that unless and until the formal Agreement is signed by our client, nothing contained in this letter or any of our previous correspondences shall bind our client.

Yours faithfully,

WONG, FUNG & CO.

Letter to vendor's solicitors (acting for purchaser)

[

]

Dear Sirs,

Re:[ ] (the "Property")

We refer to your letter to us dated [ ].

We enclose your draft [Agreement for Sale and Purchase/Agreement for Sub-sale and Purchase], with amendments suggested by us marked up in red.

Kindly take your client's instructions on our suggested amendments and send us the engrossment of the [Agreement for Sale and Purchase/Agreement for Sub-sale and Purchase] with our suggested amendments incorporated for our client's execution at your earliest convenience.

Please note that the amendments to your draft Agreement for Sale and Purchase are sent to you subject to any further amendments that our client may require.

Yours faithfully,

WONG, FUNG & CO.

Encl.

Letter to Vendor's solicitors (acting for purchaser)

[

]

Dear Sirs,

Re:[ ] (the "Property")

We refer to your letter to us dated [ ].

We enclose the following :-

(a)[Agreement for Sale and Purchase/Agreement for Sub-sale and Purchase] (in duplicate) relating to the Property duly signed by our client and attested by us; and

(b)Our cheque drawn in favour of [ ] for the sum of HK$[ ] being the further deposit payable on the signing of the [Agreement for Sale and Purchase/Agreement for Sub-sale and Purchase].

The cheque is sent to you subject to your undertaking :-

(a)not to release or part with the same unless and until the [Agreement for Sale and Purchase/Agreement for Sub-sale and Purchase] relating to the Property in favour of our client has been duly executed by all the parties concerned; and

(b)to return to us the counterpart [Agreement for Sale and Purchase/Agreement for Sub-sale and Purchase] duly signed by your client and attested by you within three (3) days from the date of this letter.

Yours faithfully,

WONG, FUNG & CO.

Encl.

We refer to our letter to you dated 28th January 1997 and the telephone conversation between your and our Mr. Kwan this afternoon.

Pursuant to Clause 2 (b) of the Provisional Agreement for Sale and Purchase dated 12th January 1997 entered into between our respective clients, we send you herewith our cheque for the sum of HK$240,000.00 drawn in favour of [ ] being the further deposit of the Property which is payable by our client to yours "upon signing of the formal sale and purchase agreement" subject to your firm's undertaking to deal with the said deposit in compliance with the terms of the said Provisional Agreement for Sale and Purchase.

Yours faithfully,

WONG, FUNG & CO.

Encl.

Letter to vendor's solicitors (acting for purchaser)

[

]

Dear Sirs,

Re: [ ] (the "Property")

We refer to our letter to you dated [ ].

The scheduled date for signing the [Agreement for Sale and Purchase/Agreement for Sub-sale and Purchase] in respect of the Property shall expire today and we are still unable to agree on its terms.

In order to show our client's sincerity in purchasing the Property, we enclose our cheque drawn in your favour for the sum of HK$[ ] to be held by you as stakeholders pending the settlement of the terms and the execution of the [Agreement for Sale and Purchase/Agreement for Sub-sale and Purchase] and, thereafter, to be held by the relevant party in accordance with the terms of the [Agreement for Sale and Purchase/Agreement for Sub-sale and Purchase].

Kindly acknowledge receipt.

Yours faithfully,

WONG, FUNG & CO.

Encl.

Letter to Vendor's solicitors (acting for purchaser)

[

]

Dear Sirs,

Re:[ ] (the "Property")

We refer to your letter to us dated [ ].

We enclose the [Agreement for Sale and Purchase/Agreement for Sub-sale and Purchase] (in duplicate) relating to the Property duly signed by our client and attested by us.

The cheque which we sent to you on [ ] is to be held by you subject to your undertaking :-

Yours faithfully,

WONG, FUNG & CO.

Encl.

Letter to vendor's solicitors (acting for purchaser)

[

]

Dear Sirs,

Re:[ ] (the "Property")

We refer to the above matter and enclose a copy letter dated [] from [], the management company of the Property, contents of which are self-explanatory.

Please arrange your client to settle the outstanding management fees [and the proportion of the costs of the remedial works] of the Property and let us have a certified true copy of the relevant receipts before completion.

Yours faithfully,

WONG, FUNG & CO.

Encl.

Letter to vendor's solicitors (acting for purchaser)

[

]

Dear Sirs,

Re:[ ] (the "Property")

We refer to the above matter.

We note that you have, up to the date hereof, still failed to provide us with the title deeds and documents of the Property for our perusal.

Please be reminded that completion of the sale and purchase of the Property is scheduled to take place on or before [ ].

In view of the imminent completion, please let us have the title deeds and documents in respect of the Property as soon as possible.

Yours faithfully,

WONG, FUNG & CO.

Letter to vendor's solicitors (acting for purchaser)

[

]

Dear Sirs,

Re:[ ] (the "Property")

We refer to the above matter.

We write to put on record that up to the date of this letter, you still have not provided us with the title deeds and documents of the Property for our perusal whereas completion of the sale and purchase of the Property is schedule to take place on or before [ ].

We would like to draw your attention to the very fact that there is an obligation on your client to give and show his title to the Property within a reasonable time before completion so as to enable our client to satisfy himself on the matter, get the money and to complete the transaction on the scheduled time (Active Keen Industries Limited v. Fok Chi-Keong).

In the circumstances, unless and until we have an opportunity to peruse the title deeds and documents and the requisitions thereto have been satisfactorily replied within a reasonable time before completion, we shall have no hesitation to advise our client on his rights including but not limited to rescind the Agreement for Sale and Purchase dated [ ] (the "Agreement") due to your client's repudiatory breach, namely, failure to discharge his duty to show a good title to our client before completion.

Meanwhile, all our client's rights under the Agreement are expressly reserved.

Please let us have the title deeds and documents of the Property without any further delay.

Yours faithfully,

WONG, FUNG & CO.

Letter to vendor's solicitors (acting for purchaser)

[

]

Dear Sirs,

Re:[ ] (the "Property")

We refer to our letter to you dated [].

As the completion of the Property is scheduled to take place shortly, we should be grateful if you could let us have your reply to our requisitions set out in our said letter at your earliest convenience.

Yours faithfully,

WONG, FUNG & CO.

Letter to vendor's solicitors (acting for purchaser)

[

]

Dear Sirs,

Re:[ ] (the "Property")

We refer to our letter to you dated [].

We would like to draw your attention to the very fact that there is an obligation on your client to answer requisitions and objections and such obligation must be discharge within a reasonable time to enable our client to satisfy himself on the matter, get the money ready so as to complete the transaction on the scheduled time (Active Keen Industries Limited v. Fok Chi-Keong).

If a vendor fails to answer the requisition adequately, the purchaser may be entitled to rescind and it is no excuse on the part of the vendor that he can actually give a good title but failure to answer the purchaser's requisitions satisfactorily (Kok Chong Ho v. Double Value Developments Limited, see also Active Keen Industries Limited v. Fok Chi-Keong).

In the circumstances, unless and until all the outstanding requisitions have been answered satisfactorily within a reasonable time before completion, we shall have no hesitation to advise our client on his rights including but not limited to rescind the Agreement for Sale and Purchase dated [ ] (the "Agreement") due to your client's repudiatory breach namely, failure to discharge his duty to show a good title to our client before completion.

Meanwhile, all our client's rights under the Agreement are expressly reserved.

We look forward to receiving your reply to our requisitions without any further delay.

Yours faithfully,

WONG, FUNG & CO.

Letter to vendor's solicitors (acting for purchaser)

[

]

Dear Sirs,

Re:[ ] (the "Property")

We refer to the above matter.

We are instructed by our client to propose that our client would like to [put forward / postpone] the completion of the sale and purchase of the Property from [ ] to [ ].

In this regard, please take your client's instructions and revert to us as soon as possible.

Yours faithfully,

WONG, FUNG & CO.

Letter to vendor's solicitors (acting for purchaser)

[

]

Dear Sirs,

Re:[ ] (the "Property")

We refer to our letter to you dated [] and the telephone conversation between your and our on .

We are instructed and would like to put on record that our respective clients have mutually agreed to [put forward / postpone] the completion of the sale and purchase of the Property to [ ].

Nonetheless, we must stress that, save and except the date of completion, all the terms and conditions in the Agreement for Sale and Purchase in respect of the Property dated [ ] entered into by our respective clients shall remain in full force and effect.

Yours faithfully,

WONG, FUNG & CO.

Letter to vendor's solicitors (acting for purchaser)

[

]

Dear Sirs,

Re:[ ] (the "Property")

We refer to the above matter and enclose the draft Assignment (in duplicate) and the draft Letter of Undertaking in respect of the Property for your approval. In order to enable you to approve the draft Assignment, we also enclose a copy of Assignment Memorial No.[ ] [and [Agreement for Sale and Purchase/Agreement for Sub-sale and Purchase] Memorial No.[ ]] for your reference.