Reso 2008-1241 - Laserfiche WebLink

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vehicles upon receiving the consent of the City. The Seller and the Buyer shall enter into a parking agreement. The parking agreement will provide that Seller will be able to park cars at no charge until the first to occur of (a) 90 days before the commencement of construction on the property, or (b) the City's submission of a building permit application for construction of improvements on the property. 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 thil1y (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 fUl1her 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) Buver'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. (c) Authorization of the Citv Commission. authorization from the City Commission to enter into and consummate the transaction herein contemplated. Buyer shall have obtained execute this Agreement and 10. Condition of the Propertv. 10.1 "AS IS" Sale. As provided in Section 4 above, Buyer will have during the Inspection Period, the opportunity to investigate such matters pel1aining to the Property and to inspect the Property to the extent that Buyer deems necessary. Accordingly, if Buyer exercises the Option, Buyer shall accept the Property in its "AS IS" condition on the Closing Date, "with all faults" and specifically and expressly without any reduction in the Purchase Price for any change in such condition for any reason subsequent to the date of this Agreement. Without limiting the generality of the foregoing, no destruction, damage or casualty to the Property or any part thereof shall in any way impair this Agreement nor relieve Buyer of its obligation to consummate this transaction. If, prior to the Closing, any part of the Property is damaged or destroyed, then, if Buyer exercises or has exercised the Option, at the Closing, Seller shall assign to Buyer all of Seller's rights to any and all insurance proceeds payable for such casualty and :l:~::, :::"::"'~::Y::':~:OI~:~ :~l ~":,~:~,,~:'~:::anc~ 11 proceeds thereto fore pll id to Se lll:son