Reso 2008-1328 - Laserfiche WebLink

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(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. (c) Authorization of the City Commission. Buyer shall have obtained authorization from the City Commission to enter into and execute this Agreement and consummate the transaction herein contemplated. 10. Condition of the Property. 10.1 "AS IS" Sale. As provided in Section 4 above, Buyer will have during the Inspection Period, the opportunity to investigate such matters pertaining 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 shall pay to Buyer any and all such insurance proceeds theretofore paid to Seller by reason thereof and Buyer shall purchase the Property for the full Purchase Price pursuant to this Agreement. 10.2 No Implied or Unwritten Representations. BUYER FURTHER ACKNOWLEDGES AND AGREES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 7 OF THIS AGREEMENT, SELLER HAS NOT, DOES NOT AND WILL NOT MAKE, AND HEREBY DISCLAIMS, ANY AND ALL WARRANTIES AND REPRESENTATIONS WITH RESPECT TO THE PROPERTY, WHETHER EXPRESS OR IMPLIED, OR ARISING BY OPERATION OF LAW, INCLUDING, BUT IN NO WAY LIMITED TO, ANY WARRANTY OF CONDITION, MERCHANTABILITY, HABITABILITY OR FITNESS FOR A PARTICULAR USE OR PURPOSE, OR WITH RESPECT TO THE VALUE, PROFITABILITY, MARKETABILITY OR ACREAGE OF THE PROPERTY. In entering into this Agreement, Buyer has not been induced by and has not relied upon any such representations, warranties or statements, whether express or implied, written or oral, made by Seller or any agent, employee or other representative of Seller or by any broker or any other person representing or purporting to represent Seller. The provisions of this section 10.2 shall survive Closing and any earlier termination of this Agreement. Option Agreement for Avila Condo. Assn. Property 11 C' I Ufrl ,