Reso 2009-1483 - Laserfiche WebLink

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Closing. The Deposit shall be credited against the Purchase Price at Closing, and shall be otherwise subject to the terms and conditions contained herein. 3. Purchase Price: Manner ofPavment. The purchase price (1IPurchase Pricell) to be paid by Purchaser to Seller for the Property shall be the sum of FOUR MILLION FIVE HUNDRED THOUSAND DOLLARS ($4,500,000.00), subject to credits, prorations and adjustments as provided in this Agreement. The Purchase Price shall be payable by Purchaser to Seller at the Closing. The Purchaser shall retain THREE HUNDRED NINETEEN THOUSAND DOLLARS ($319,000.00) from the purchase price in an escrow account for other fees incurred by Seller. If Seller does not incur such fees, the aforementioned amount shall be refunded to the Seller. The escrow account shall be an interest bearing account and any interest shall be payable to the Seller if the funds are refunded. 4. Title and Survey. (a) Within fifteen (15) days of the Effective Date (hereinafter defined), Purchaser shall obtain the following: (i) a title report issued by a title insurance company acceptable to Purchaser ellTitle Companyll) enabling a title agent selected by Purchaser to issue an ALTA Form B title insurance commitment (IICommitment") covering the Realty, whereby the Title Company agrees to issue an AL T A Form B owner's policy of title insurance (IITitle POlicyll) in the amount of the Purchase Price at Closing, subject only to the matters ("Acceptable Exceptions") which do not adversely affect marketability (as determined by the standards adopted by the Florida Bar) of title to the Realty or affect the ability of Purchaser to utilize the Property and develop the Property for municipal and public use purposes to the extent permitted by law cnProposed Improvementsll), and eii) hard copies of all exceptions to title set forth in the Commitment (collectively, the "Title Evidencell). Purchaser may select its own title agent. (b) Purchaser shall have the right, at its option, at Purchaser's sole cost and _______.__.._expense,. to_obtain .an_up.to.datesurvey_otthe.Realty_( certified_to_a. date. after.the.Effective_Date )________._ _ prepared in accordance with the minimum technical standards imposed by the Florida Board of Land Surveyors and signed under seal, which survey shall be certified to Purchaser and the Title Company (IISurveyll). If obtained by Purchaser, the Survey shall be considered as a part of the Title Evidence for purposes of this Paragraph 4. ( c) Purchaser shall review the Title Evidence and shall, within seven (7) days following receipt of the Title Evidence, notify Seller in writing ellTitle Objection Notice") of any matters in the Title Evidence adversely affecting the marketability (as determined by the standards adopted by the Florida Bar) of title to the Realty or affecting the ability of Purchaser to utilize the Property and develop the Proposed Improvements thereon ("Title Defectsll). Upon receipt of the Title Objection Notice, Seller shall use its good faith efforts to cure such Title Defects. In the event that Seller is unable to cure the Title Defects within fifteen (15) days of the Title Objection Notice (IITitle Cure Period") after good faith efforts to do so, Seller shall notify Purchaser in writing as to which Title Defects remain uncured on or before the end of the Title Cure Period and Purchaser, at Purchaser's option, may: (i) elect to accept title to the Property subject to the Title Defects without any adjustment to the Purchase Price (in which event the remaining Title Defects shall be deemed Acceptable Exceptions); (ii) terminate this Agreement by written notice thereof to Seller, whereupon this Agreement shall be terminated, and both Agreement of Purchase and Sale 16050 Collfns Ave. Page 2 of 13 ('\/r o 1#