Resolution 2013-44 - Laserfiche WebLink

Home Browse Search

In the event Purchaser does not close on the purchase of the Property pursuant to this Agreement, then prior to the Termination Date Purchaser shall cease its occupancy of the Property, remove any temporary improvements, leased or other equipment, or materials on the Property, and on the Termination Date, all fixed improvements on the Property shall become the property of the Seller. Purchaser shall promptly pay all outstanding contracts and obtain lien releases for work accomplished on the Property. Purchaser shall be reimbursed per the terms of this Agreement for any work related to the Scope of Work. Purchaser shall not be reimbursed for improvements related to Lot 3 or building, or for any temporary improvements unrelated to the Scope of Work. ARTICLE 5. THE CLOSING 5.1 The Closing. The Closing shall occur thirty (30) calendar days after the receipt of the Approvals but no later than two hundred forty (240) calendar days after the Effective Date. Closing shall take place at 10:00 a.m. at the offices of the Title Company in Boulder, Colorado (the "Closing Date ") or other date or time or other place as the parties may agree in writing. 5.2 Obligations of Seller at Closing. Seller shall have the following obligations at Closing: 5.2.1 Seller shall execute, have acknowledged and deliver to Purchaser a special warranty deed conveying title to Purchaser to the Property, excepting Lot 3 (defined in Section 9.16, below) subject only to the Permitted Exceptions free and clear of leases, tenancies and parties in possession. 5.2.2 Seller shall execute, have acknowledged and deliver to the Title Company a special warranty deed conveying title to Purchaser to Lot 3, subject only to the Permitted Exceptions free and clear of lease, tenancies and parties in possession, other than lease(s), tenancies and parties in possession pursuant to Section 4.3. The special warranty deed for Lot 3 shall be delivered to Purchaser and recorded only after Purchaser has completed the stabilization Scope of Work for the Grain Elevator structure and received written City Manager approval thereof. The Parties shall execute escrow instructions consistent with the foregoing or, in lieu thereof, shall arrange for a separate closing on Lot 3 at the time required under this Agreement, in which case all provisions of this Agreement concerning closing documents and the issuance of the Owner's Policy shall be construed to apply to each closing. 5.2.3 Seller shall cause the Title Company to deliver to Purchaser either: (a) a current Owner's Policy on the Property to be issued pursuant to the Commitment showing no lien, encumbrance or other restriction other than the Permitted Exceptions; or (b) an unqualified written commitment from the Title Company to deliver such an Owner's Policy. 5.2.4 Seller shall deliver to Purchaser an affidavit setting forth Seller's federal tax identification number and certification that it is not a "foreign person" within the meaning of the Internal Revenue Code. Page 9 of 24