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B) Sellers represent to the Buyers that they provided to Buyers all environmental <br />reports that they have received that pertain to these properties. <br />(2) COVENANTS, REPRESENTATIONS, AND WARRANTIES OF SELLERS: <br />Seller hereby covenants, represents and warrants the following to the Buyer: <br />(a) Each party executing this contract has the full, unrestricted authority to make, <br />deliver, enter into the terms and conditions of this Contract and shall enter into <br />all documentation as required by Buyer's Title insurance company, as required <br />by the title insurance commitment that will be obtained by Buyer. <br />(b) Seller is not insolvent and is not the subject of any pending, threatened or <br />contemplated Bankruptcy, insolvency or other debtor relief proceedings. There <br />are no actions, suits or proceedings pending or threatened against, by, or <br />affecting the Sellers in any court or before any government agency relating to <br />ownership of or Sellers' ability to convey the property. <br />(3) DISCLOSURE: the laws of the State of Florida and the City Charter for the <br />City of Sunny Isles Beach requires full sworn and notarized disclosure as to all <br />parties in interest as to each Seller in this transaction. This disclosure must be <br />provided to Buyer within ten (10) days of effective date of Contract and shall <br />include the following information: <br />(a) Identity of property and name of owner <br />(b) Names and Addresses of each person or entity holding and <br />interest either as owner or shareholder of owner and <br />(c) For the corporate owner, the names and addresses of each <br />officer and director. <br />(4) SURVEY: Seller is providing Buyer with a copy of the existing survey on each <br />parcel. Seller will enlist the services of a licensed surveyor at its sole cost and <br />expense and will have the surveys properly certified and updated to satisfy all <br />closing requirements. <br />(5) COMMISSION APPROVAL: This Contract is contingent upon approval by the <br />City Commission of the City of Sunny Isles Beach at its Commission meeting to <br />be held on January 21, 1999. The effective date of this agreement shall be <br />January 21, 1999. <br />(6) F.D.O.T. CONTINGENCY: This Contract is expressly contingent upon <br />conveyance or approval by F.D.O.T. , Florida Department of Transportation of <br />the areas described below in Exhibit B attached hereto, located Just East and <br />West of the subject parcels, of the property as described in Exhibit A, with the <br />approval of FDOT and the Department of Environmental Resource <br />Management (DERM) of Dade County to allow construction of a parking <br />