PURCHASE AGREEMENT FOR SHARE OF ELDERBERRY VILLAGE, L.L.C.
PREAMBLE:
The purpose of this document is for the non-profit developer, Elderberry Village, LLC
(hereinafter referred to as “Elderberry”) to set out its philosophy, provide for its financial needs
and to promote the timely completion of its buildings as soon as it is feasible.
Elderberry wishes to contribute to the quality of life in the community, provide for
ongoing improvements, make progress toward a more ecological footprint, live well and
responsibly on the planet, work toward energy independence and build funds and resources to
provide for the care of each other.
In doing so, Elderberry wants to establish for its Equity Members the requirements for
financing and timing of their home construction. During this process, Elderberry intends to be
flexible in meeting the needs of its Equity Members by designing a home and retirement plan
that works for each individual and therefore, retains the ability to make exceptions to the terms
of this Agreement after discussion with Elderberry’s Managers and as agreed upon by a
consensus of Elderberry Equity Members.
It is important that Equity Members understand and recognize that, over time, homes at
Elderberry are likely to be worth much more in market value than members will be able to
realize upon sale. This additional value (while not actually realized by either Elderberry or the
seller) remains in the community. Members may, over time, lose real economic purchasing
power as a result of not being able to receive full market value on their home.
As with all new developments, the final, complete, livable and attractive village and
landscape will be worth much more than the sum of the money expended to build it. This
increase traditionally belongs to the developer, but Elderberry members freely give, donate and
bequeath forever the increase in value resulting from completion of Elderberry to the
community.
Elderberry began with a raw site and members have freely contributed many community
work days, individual labor and unreimbursed expenses, and will continue to add improvements
and value over the years, therefore there may be an additional increase in value of the property.
This increase in value, created by Elderberry, shall belong to Elderberry and not to any
individual homeowners.
The increase in values at Elderberry will represent an enormous amount of "sweat equity"
with no specific accounting of individual contributions of time, labor and money. Elderberry
members will not recoup these personal contributions nor seek any financial return beyond the
basic equity adjusted for Cost of Living as defined herein. In the spirit of contributing to the
village Elderberry members agree that any increase resulting from their labors shall belong to the
community and not to any individual.
Elderberry members intend to live together and care for one another, to the extent of
members’ abilities, skills and individual inclination. Members recognize that everyone will have
different capacities for giving, have different needs and will receive different benefits from living
in Elderberry. The benefit that any one individual will receive is unpredictable but, all are
expected to benefit from living in a co-housing community far more than would be possible in an
assisted living facility or a traditional subdivision. Members’ donation of any increase in market
value of individual properties to the community is in recognition of these multiple and large
intangible benefits received.
WITNESSETH:
Elderberry and the undersigned wish to bind themselves, their successors and/or heirs
and assigns and to promote the aforementioned purposes and this PURCHASE AGREEMENT
FOR SHARE OF ELDERBERRY VILLAGE, L.L.C. (hereinafter referred to as “Agreement”),
is established this the ____ day of ______________, 201__, by Elderberry and the undersigned
individual(s) who shall be hereinafter collectively called “Equity Members” and these parties
agree as follows:
1. The following definitions shall apply to the Agreement:
“Equity Member” shall be an individual (or couple) who makes an equity
payment of a minimum of $10,000.00, has committed to initiating home construction
within the agreed timeframe (and no later than July 1, 2015) and who will have full voice
in community consensus decisions and complied with the terms in Paragraph 3;
“Initiation of home construction” shall be defined as when an Equity Member
signs a contract with a builder and such contract shall include starting construction no
later than six months from the date of the contract.
“Share” shall be defined as an ownership interest in Elderberry Village and the
complete terms and responsibilities as set out in this purchase Agreement.
2. Each Equity Member shall have individual ownership of a 24 ft. by 80 ft. deeded
lot and shared ownership with all other Equity Members and Elderberry of the
following anticipated amenities:
a. 2800 ft. common house (including kitchen, living room, dining room,
bathrooms, pantry, laundry, media room, two (2) multi-purpose rooms and
space to accommodate guests);
b. Community owned home for caregiver or other use;
c. Ten (10) acre property with old log home (two room rustic structure to be
renovated) and three (3) barns, and eleven (11) acre property owned jointly
with Potluck Community Farm; and
d. All community infrastructure, including but not limited to two (2) wells,
septic systems, water lines, power lines, road, parking, landscaping.
3. An Equity Member shall complete the following terms for purchasing a Share:
a. Make initial payment of
$10,000);
$____________ to Elderberry (minimum
b. Select the lot of their choosing from the available lots;
c. Commit to building a home at Elderberry, including negotiating with
Elderberry (and, if necessary, with the owner of any adjoining lot) an
anticipated date for the initiation of home construction;
d. Understand that Elderberry will consider various factors in agreeing to the
length of time that a lot can be held without initiating home construction,
including the number of members already living or planning to live at
Elderberry Village and the special circumstances of each Equity Member;
e. Initiate home construction on a lot within three (3) months of the time that
the owner of an adjacent lot decides to build or alternatively, the Equity
Member may choose a different lot from the available lots where adjoining
lots are not yet planned for construction;
f. If home will be built by Elderberry, make an additional down payment of
not less than 10% on the home to be constructed (down payment to be
negotiated at time of contract based on credit scores, risk assessment and
needs of the community) and either 1) make interest payments on the
construction loan during construction, or 2) fold interest payments into final
home purchase price;
g. Agree to abide by Restrictive Covenants concerning renting of the home
and entry fees for future buyers;
h. Agree to abide by Restrictive Covenants concerning limiting of
appreciation upon resale of home or lot, including but not limited to:
i. Elderberry Option to Purchase and determination of the sale price of
the home, and the retention by Elderberry of 75% of home or lot
appreciation over the Cost Basis upon sale.
ii. Entry fees on resale(s) or rental of the property ($10,000 for buyer;
$5,000 for renter; may be increased over time by consensus of
Elderberry members).
iii. Easements on front and back yards to accommodate water, sewer
and power lines, any other services, walkways and landscaping.
iv. Monthly dues (to be as low as possible to cover expenses;
currently estimated at $200/month) for payment of taxes, upkeep and
maintenance of common property, exterior maintenance of members’
homes, power, water, sewer and other services.
i. If payment is not made before, commit to paying the balance of the cost of
their Share ($______________) when the construction loan/mortgage is
secured or by _____day of _____________, 20___ whichever date is the
earlier; and
j. Understand that if Elderberry fails to meet its financial obligations or is
unable to complete the development of Elderberry Village, that some or all of
the Equity Member’s payment may be lost.
4. Elderberry agrees and commits to Equity Members that it shall abide to the
following terms:
a. Use funds from Equity Member payments solely for the development and
maintenance of Elderberry Village infrastructure;
b. Reserve the lot chosen by an Equity Member and consider it “sold”;
c. Include the Equity Member in all future decisions involving Elderberry
Village’s development;
d. Assist the Equity Member in coordinating the timing of construction; and
e. Apply Equity Member’s payments entirely to the cost of their Share.
5. Should an Equity Member decide to leave Elderberry after signing this
Agreement, any payment made shall be converted to a loan that will accrue interest
at one percent (1.00%) per annum until such time as Elderberry repays the loan
which shall be when sixteen (16) of the eighteen (18) homes have been issued
occupancy permits or at an earlier date if Elderberry so chooses.
6. This Agreement shall run with and be appurtenant to the land and shall be binding
upon the heirs, successors and assigns of each party.
7. Invalidation of any part of this Agreement by judgment or court order shall in no
way effect any of the other provisions which shall remain in full force and effect.
8. This Agreement contains the entire understanding of the parties and may only be
modified by written agreement of all parties hereto although it is expressly
understood that certain terms of this Agreement are designed to be flexible.
IN WITNESS WHEREOF, the parties have caused this instrument to be signed on the
day and year above written.
ELDERBERRY VILLAGE, LLC
A North Carolina Limited Liability Company
_____________________________(SEAL)
_____________________,Manager
STATE OF NORTH CAROLINA
COUNTY OF ________________
I,
, a Notary Public of the State and County aforesaid, certify that
________________________, being personally known to me did personally appear before me this day
and acknowledged that they are a Manager of Elderberry Village, LLC, A North Carolina Limited
Liability Company, and they, as Manager, being authorized to do so, voluntarily executed the foregoing
instrument, a Purchase Agreement For Share of Elderberry Village, L.L.C., on behalf of the limited
liability company for the purposes stated therein.
Witness my hand and official seal, this the
day of __________________, 201___.
_____________________________, Notary Public
My Commission Expires:
EQUITY MEMBER
________________________________(SEAL)________________________________(SEAL)
Printed
Name
________________________________
Printed
_____________________________
Name
STATE OF NORTH CAROLINA
COUNTY OF ________________
I,
, a Notary Public of the State and County aforesaid, certify
that____________________________________________________, either being personally known to
me or proven by satisfactory evidence (said evidence being North Carolina drivers licenses) did
personally appear before me this day and acknowledged the voluntary due execution of the foregoing
instrument, a Purchase Agreement For Share of Elderberry Village, L.L.C., for the purposes stated
therein.
Witness my hand and official seal, this the
day of ___________________, 201___.
______________________________,Notary Public
My Commission Expires: