Reso 2008-1213 - Laserfiche WebLink

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(b) Seller's Obligations. Seller shall have performed in all material respects all covenants, agreements, and obligations and complied in all material respects with all conditions required by this Agreement to be performed or complied with by Seller prior to Closing Date (as the same may be adjourned pursuant to this Agreement) subject to the 30-day extension provided in Section 9.1 above. (c) Possession. The Property shall be free and clear of any persons, tenants, or improvements of any kind on the Closing Date, except for Seller as set forth herein and for the improvements existing on the Effective Date. Notwithstanding the foregoing, any existing tenants shall be provided with the opportunity to remain on the property pursuant to the lease agreement between tenants and the seller. The lease agreement shall be terminated by the Seller prior to the expiration of the management agreement. This condition shall survive the Closing. 9.2 Conditions to Seller's Obligations. Each of the following events or occurrences (the "Seller's Conditions Precedent") shall be a Condition Precedent to Seller's obligation to close this transaction. If the Seller's Conditions Precedent have not been satisfied on or before the Closing Date (as the same may be adjourned pursuant to this Agreement), Buyer shall have thirty (30) days after Seller delivers to Buyer written notice of such unsatisfied Seller's Condition Precedent within which to satisfy the unsatisfactory condition and should Buyer not have done so within said 30-day period, Seller shall have the right to either (i) exercise any and all remedies available under this Agreement or at law or in equity, including terminating this Agreement and receiving and retaining all Escrow Funds, whereupon Buyer and Seller shall be relieved of all further obligations under this Agreement, except for those that expressly survive termination of this Agreement; or (ii) waive the condition and close. (a) Representations. The representations and warranties made by Buyer in this Agreement shall be true and correct in all material respects on the Closing Date subject to the 30-day extension provided in Section 9.2 above. (b) Buyer's Obligations. Buyer shall have performed in all material respects all covenants, agreements, and obligations and complied in all material respects with all conditions required by this Agreement to be performed or complied with by Buyer on or prior to Closing Date (as the same may be adjourned pursuant to this Agreement) subject to the 30-day extension provided in Section 9.2 above. The parties agree to execute a two (2) year property management agreement between Phyllis Goldman Trust and the City prior to Closing. Under the property management agreement, the City agrees to pay to a management fee of Five Hundred Thousand Dollars ($500,000.00) to Phyllis Goldman Trust to manage and operate the above-described property for a period of not less than two (2) years. This management fee shall be payable in monthly installments of $20,833.33. In return, the Phyllis Goldman Trust agrees to collect all rents and other income from the property on behalf the City and to handle all normal management obligations of property manager. Upon closing of the purchase by the City, all income derived from the property, shall be payable to the City and all expenses relating to the property shall be. paid by the City. Option Agreement for 287 Sunny Isles Blvd 10