Williston Woods Cooperative Housing Corporation

SUBSCRIPTION AGREEMENT

  1. SUBSCRIPTION AMOUNT

I/We, ______, subscribe for membership in Williston Woods Cooperative Housing Corporation (the ‘Corporation”), and hereby subscribe for and agree to purchase one (1) share of common stock in said Corporation having a par value of Two Thousand Five Hundred Dollars ($2,500.00). I/We understand that the cost of the share has been prepaid and that a share will be issued to us on the date of the closing on the home we intend to purchase and in which we intend to reside, located on the lot for which the street address is ______Road, Williston, VT05495

  1. DISCLOSURE DOCUMENTS

I/We hereby acknowledge receipt of copies of the following disclosure documents: Articles of Association, Bylaws of the Corporation, this Subscription Agreement, and the Proprietary Lease.

I/We acknowledge that I/We have read these disclosure documents, and, as applicable, hereby ratify and acknowledge all obligations imposed on me/us and my/our rights as set forth in set documents.

I/We further acknowledge that I/we have read and understand this Agreement as it details the risks of acquisition of my/our cooperative interest, including the risk resulting from a failure of a certain percentage of the lots of the Corporation to be occupied by Members.

  1. STOCK OWNERSHIP; LIMITED EQUITY COOPERATIVE

I/We understand that under the terms of the disclosure documents and Vermont law, the possessory interest evidenced by the Proprietary Lease is a part of and may not be severed from my/our cooperative interest evidenced by the share of common stock bought as set forth above. Accordingly, I/we understand that I/we am/are required to purchase one share of common stock of the Corporation in order to become a Member in the Corporation. By purchasing the share and executing the Proprietary Lease, I/we will enjoy all of the rights and privileges of membership in the Corporation, as detailed herein. I/We also understand that the terms and conditions of occupancy of my/our lot are detailed completely in the Proprietary Lease, a copy of which is attached hereto and incorporated by reference.

I/We also understand that this Corporation is set up as a limited equity cooperative, with certain restrictions as to the transfer of stock and assignment of the possessory interest. I/We agree to be bound by all of the restrictions and ratify the intent and purpose of this Corporation. I/We understand that a major purpose of the Corporation is to permit me/us and my/our fellow residents as members of the Corporation, to manage and control in a democratic, participatory process, our own living environment. I/We understand that the Corporation will have the right to control and oversee all aspects of management of the lots.

I/We understand and agree that the value of my/our share of Corporation stock, and my/our ability to sell or transfer the stock, and any legal rights relating to the stock, as well as my/our ability to assign or sublease my/our possessory interest in the lot, will always be governed by the Bylaws and Articles of Association of the Corporation, the determinations of the Corporation’s Board of Directors, the Proprietary Lease and Vermont law. I/We understand and agree that as presently provided by the Bylaws and Articles of Association of the Corporation, the value of my/our share of the Corporation’s stock will never be greater than the amount paid at the time of purchase. Furthermore, I/we understand and agree that transfer of the share in the Corporation will be subject to the Corporation’s approval of the proposed buyer.

  1. SUBORDINATION

I/We understand and agree that any rights of mine/ours created b this Agreement and the Proprietary Lease are subject and subordinate to the mortgage held by Vermont Federal Bank for the purchase of the Corporation’s property, and to the lien or any other mortgage and accompanying documents to be executed by the Corporation to a lending institution, and to any and all modification, consolidations, replacements, extensions and renewals thereof, and to any mortgage which may be at any time thereafter be placed on the property of the Corporation or any part thereof at the request of the Corporation.

  1. CANCELLATION RIGHTS
  1. By Subscriber: I/We may terminate this Agreement under the following conditions:
  2. By notifying the Corporation within ten (10) days of the date of my/our signing of this Agreement the I/we wish to withdraw from this Agreement whereupon the Agreement shall be cancelled;
  3. By my/our executor or administrator in the event of my/our death.

I/We acknowledge the receipt of this written explanation of my/our rights to terminate this Agreement.

  1. STATUATORY DISSOLUTION – RISK OF LOSS OF SHARE PRICE

I/We acknowledge and understand that one of the risks of my/our purchase of a cooperative interest pursuant to this Agreement is that the Corporation may have its election to be governed as a cooperative housing corporation under the provisions of Vermont law revoked if fewer than eighty percent (80%) of the occupied lots in the Corporation are occupied by members. In case of such dissolution, the corporate assets, including all funds paid for shares, shall be distributed on dissolution as provided in the Articles of Association. I/We acknowledge that on such dissolution, there is a risk that, after payment of debts and liabilities of the Corporation, there may be insufficient remaining funds to make a full distribution to each member in satisfaction of the purchase price of the member’s share.

  1. ORAL REPRESENTATIONS NOT TO BE RELIED UPON

All understandings and agreements made between the Corporation and me/us are contained in this Agreement and the disclosure documents. This Agreement and the disclosure documents will supersede any and all prior understandings and agreements and constitutes the entire agreement between the parties, and no oral representations or statements shall be considered a part thereof. This Agreement cannot be modified except in writing, signed by the Corporation and me/us.

  1. ASSIGNEMENT

I/We understand and agree that I/we may not transfer or give, nor attempt to transfer or give, in any way, to any other person or entity, my/our rights to this Subscription Agreement.

IN WITNESS WHEREOF, I/we execute this Subscription Agreement on ______, 200_

Subscriber: ______Subscriber: ______

______

Subscriber Address and Phone #:Subscriber Address and Phone #:

______Road______

Williston, VT05495______

Telephone: TBD______

APPROVED AND ACCEPTED:

Williston Woods Cooperative Housing Corporation

By: ______

President or Authorized Agent

Date: ______

Share Certificate # Issued: ______

Attachments:

  • Articles of Association
  • Bylaws
  • Proprietary Lease

WWCHC Subscription Agreement

Revision 08/1993

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