Resolution 2002-27 - Laserfiche WebLink

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the Six Units to be free and clear of all liens, encumbrances, assessments, security interests and claims, except the Bonds and subject to the rules and regulations of the NCWCD and Subdistrict. A draft of the opinion letter proposed to be provided at closing shall be provided to Louisville at least fifteen days in advance of closing. If the opinion does not comply with the provisions of this Section, then Louisville. at its sole option, may complete the transaction notwithstanding such noncompliance or may, upon written notice to Superior, declare this Agreement terminated, ~vhereupon all earnest money and any other monies or things of value received hereunder shall be immediately returned to Louisville, and both parties shall be released herefrom. 2.10. Superior's Documents at Closing. At the time of closing and upon Louisville's compliance with the terms and provisions of this Agreement, Superior shall deliver: 2.10.1. A good and sufficient warranty deed and assignment acceptable to Louisville, property executed and acknowledged, conveying and assigning the Six Units to Louisville, including Superior's allocation in the Firming Project associated with such Six Units, and warranting that Superior holds full and complete title to the Six Units of Windy Gap Water free and clear from all liens, encumbrances, assessments, security interest and claims, whether asserted or unasserted, except the Bonds and subject to the rules and regulations of the NCWCD and Subdistrict. Superior shall further warrant that all payments required to the date of closing on the Bonds are current; 2.10.2. The certification described in Section 2.13 that the representations and warranties of Superior pursuant to Section 2.12 continue to be true and correct as of the date of closing; 2.10.3. The attomey's title opinion described in subsection 2.9.3 in the form required in such subsection; 2.10.4. All original approvals or consents, properly executed and acknowledged, that may be required by Louisville or Superior's creditor, or both, in order to transfer title to the Six Units to Louisville as contemplated under this Agreement; and 2.10.5. Such other documents as are necessary or customarily required to effect the transfer of the Six Units to Louisville and close a transaction of this type. 2.11. Louisville's Documents at Closing. At the time of closing and upon Superior's compliance with the terms and provisions of this Agreement, Louisville shall deliver: 2.11.1. The balance of the Purchase Price; 6