Laserfiche WebLink
n. This Agreement has been duly executed and delivered by Seller and constitutes a <br />valid and binding obligation of Seller enforceable in accordance with its terms. <br />o. This agreement satisfies any and all timing requirements for the exercise of the <br />option to purchase as further stated In Exhibit B. <br />S. Purchaser's Warranties and Representations. Purchaser warrants and represents to <br />Seller that as of the Effective Date and as of the date of Closing: <br />a. * Purchaser has the right, legal capacity, power, and authority to enter into this <br />Agreement and to purchase the Property from Seller pursuant to the terms and <br />provisions hereof. The execution of this Agreement by Purchaser, the performance <br />by Purchaser of its obligations hereunder, and the purchase contemplated hereby <br />do not require any further action by Purchaser or the consent of any third party. <br />b. This Agreement has been duly executed and delivered by Purchaser and constitutes <br />a valid and binding obligation of Purchaser enforceable in accordance with its terms. <br />6. Title and Title Exceptions. Within five (5) business days of the date of this Agreement, <br />Seller will deliver to Purchaser copies of all title Information in possession of or available to Seller, <br />Including but not limited to: title insurance policies, attorney's opinions of title, recorded and <br />unrecorded surveys, real estate tax records, covenants, deeds, easements, leases, and notes and deeds <br />of trust relating to the Property. Seller further authorizes (1) any attorney presently or previously <br />representing Seller to release and disclose any title insurance policy in such attorney's file to Purchaser <br />and both Purchaser's and Seller's agents and attorneys, and (2) the Property's title insurer or its agent to <br />release and disclose all materials in the Property's title insurer's (or title insurer's agent's) file to <br />Purchaser and both Purchaser's and Seller's agents and attorneys. No later than fifteen (15) days prior <br />to closing, Purchaser shall examine title to the Property and furnish Seller with a written statement of <br />objections affecting the marketability of said title. Seller shall have until Closing (as hereinafter defined) <br />to satisfy all valid objections, and if Seller fails to satisfy such valid objections by Closing, then Purchaser <br />at Purchaser's sole election, may either (a) declare this Agreement null and void and no party shall have <br />any further rights, duties or liabilities hereunder, and the Earnest Money will be returned to Purchaser, <br />or (b) elect to close the transaction contemplated hereby without regard to the exceptions. Marketable <br />title as used herein shall mean title which a title insurance company licensed to do business in the <br />jurisdiction in which the Property is located will insure at its regular rates, subject only to standard <br />exceptions and the matters referred to herein. <br />7. Inspection. Purchaser, and Purchaser's agents and representatives, at Purchaser's sole <br />expense, and at reasonable times prior to Closing shall have the right to enter upon the Property for the <br />purpose of inspecting, examining and surveying the Property and conducting environmental tests of the <br />Property. Purchaser assumes all responsibility for Purchaser's acts and the acts of Purchaser's agents <br />and representatives in exercising the rights provided under this paragraph and agrees to indemnify, <br />defend and hold Seller harmless from and against any and all liability, damage, loss, cost and expense <br />(including but not limited to attorney fees and expenses and costs of litigation) resulting therefrom. <br />S. Closing. The Closing of this transaction shall be held on or before May 30, 2018. Closing <br />shall occur at the office of Purchaser's counsel. Seller acknowledges and agrees that the timing of the <br />Closing will need to be coordinated with the closing of bonds by the Purchaser. Seller shall make <br />reasonable efforts to schedule Closing is such a way as to accommodate the bond closing as well. At <br />Closing, subject to the conditions hereafter stated, Seller shall deliver to Purchaser a General Warranty <br />