Reso 2009-1452 - Laserfiche WebLink

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acceptance shall be provided to Seller after the City Commission meeting at which this matter is presented for approval. The Closing shall be held at the office of the City of Sunny Isles Beach City Attorney's Office, located at 18070 Collins A venue, Fourth Floor, Sunny Isles Beach, Florida 33160, with Closing to occur no later than August 21, 2009 days following City Commission acceptance and approval at a duly called Commission meeting. At Closing, the following shall occur: (a) Seller shall execute and deliver to Purchaser the following documents with respect to the Property: (i) A statutory warranty deed ("Deed") subject only to the Acceptable Exceptions; (ii) A customary construction lien affidavit; (iii) An affidavit of exclusive possession of the Property being conveyed, subject to the Leashold rights of the then current tenants on the property. (iv) A non-foreign affidavit In a form reasonably acceptable to Purchaser; (v) Appropriate assignments or bills of sale transferring to Purchaser all personal property or property rights (including, but not limited to, the Documents) contemplated by this Agreement or reasonably requested by Purchaser in forms reasonably acceptable to Purchaser, free and clear of all liens, claims or encumbrances; (vi) If applicable, appropriate evidence of Seller's formation, existence and authority to sell and convey the Property; (vii) Affidavit from Seller disclosing each person having a legal or beneficial interest in Seller, and in any entity comprising Seller, in compliance with Section 286.23, Florida Statutes, as it may be amended from time to time; and (viii) Such other documents that the Title Company may reasonably require in connection with the issuance of the Title Policy to Purchaser and the delivery of good and marketable title to the Property from Seller to Purchaser as provided in this Agreement, including, but not limited to, an appropriate "gap" affidavit in order to delete the "gap" exception and such affidavits required for deletion of the matters of survey, unrecorded easements, parties in possession and construction lien exceptions otherwise appearing on the Title Policy. (b) Purchaser shall execute and/or deliver to Seller TWO MILLION ONE HUNDRED THOUSAND DOLLARS ($2,100,000.00) in addition to a promissory note with respect to the final payment of TWO MILLION SEVEN HUNDRED THOUSAND DOLLARS ($2,700,000.00) (subject to credits, prorations and adjustments). 8 J~A