Resolution 2007-29 - Laserfiche WebLink

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requested by Purchaser, but not before Closing, take those steps necessary to eliminate all consumptive use of water on the Irrigated Property and elsewhere as may be required by a court or other tribunal of competent jurisdiction as a condition of any change of the Water Rights to any use or location desired by the Purchaser or its successors and assigns. Seller agrees to secure, execute and deliver to Purchaser the Restrictive Dry-up Covenant; Warranty of First Right of Dry-up Credit; and Agreement to Assist (the "Covenant")) in the form of Exhibit E attached hereto and incorporated herein. The Covenant shall be executed by all parties, including Seller, encumbrancers, lienholders and previous owners who may have a record interest in the Water Rights. Seller also agrees to be bound by the terms of the Covenant to the extent said Covenant obligates or constrains Seller in any way, either now or in the future. Seller acknowledges that said Covenant is a covenant running with the Irrigated Property and the Water Rights, and is binding upon Seller and upon all parties having any right, title, or interest in the Irrigated Property or Water Rights, or any part thereof, their heirs, successors, and assigns. 15. Possession of the Property shall be delivered to Purchaser on the date and time of closing. Prior to June 25, 2007, Sener shall at its expense remove from the Property any items of personal property not listed on Exhibit C, including, but not limited to, items such as materials stored outside and furniture and personal effects in the house, not listed on Exhibit C. On or before June 30, 2007, Purchaser may inspect the Property to determine if all items of personal property not listed on Exhibit C have been removed. If Seller shall determine that any items of personal property not listed on Exhibit C remain on the Property after June 25, 2007, Purchaser shall provide a written notice to Seller on or before July 7, 2007, notifying Seller specifically what items of personal property need to be removed prior to closing. If Purchaser does not provide such notice to Seller on or before July 7, 2007, then Purchaser waives any right to require Seller to remove any personal property from the Property or charge Seller for any such removal as provided below. Any items of personal property not listed on Exhibit C and remaining on the Property at the time of delivery of possession to the Purchaser, which Purchaser specifically advised Seller to remove pursuant to the notice referred to above, or which were placed on the Property after such notice shall, at Purchaser's election, be removed at Seller's expense or shall become the sole property of the Purchaser and, if Purchaser elects the latter, Seller shall execute a Bill of Sale and any other documents necessary to vest title in such personal property in the Purchaser. 16. Purchaser acknowledges and agrees that the Property, including but not limited to the house, barn, fences and other improvements on the Property, are being sold in their "as is" physical condition and the Seller shall have no obligation to repair or correct any physical conditions of Property, including but not limited to the house, barn, fences or other improvements on the Property, in connection with the sale thert:of to Purchaser. The foregoing shall not limit the rights of Purchaser to terminate this Contract as provided herein or the obligation of Seller to remove personal property as provided herein. 17. Time is ofthe essence hereof. Accordingly: 7