12-20-2017 Council Packet - Laserfiche WebLink

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3 2018 of all deadlines relative to the satisfaction of conditions established by the City in its resolution approving the Plat of Winter Estates and the resolution approving the PUD known as Winter Estates. If either Buyer or Seller defaults by failing to satisfy any of the Contingencies set forth above in this Paragraph 6, this Agreement may be terminated, at the option of either party by written notice to the non-defaulting party, at any time prior to the Closing Date. Upon termination by either party: (a) Buyer and Seller shall execute a recordable written termination of this Agreement, which shall include Buyer’s quit claim of any interest in and to the Property; (b) the Earnest Money and any interest accrued thereon shall be released to and retained by Seller; (c) Buyer’s rights in and to the Phase I and the Survey shall be automatically assigned to Seller and Buyer shall execute such assignment documents as may be necessary to confirm said assignment; and (d) upon fulfillment of (a), (b), and (c), neither party will have any further rights and obligations of indemnification set forth in Section 6, 15 , and 23. 7. Seller’s Closing Documents. On the Closing Date, Seller shall execute and/or deliver to Buyer the following (collectively “Seller’s Closing Documents”): (a) Deed. A Warranty Deed, in form reasonably satisfactory to Buyer, conveying the Property to Buyer, free and clear of all encumbrances, except Permitted Encumbrances. (b) Seller’s Affidavit. An Affidavit of Title by Seller indicating that on the Closing Date there are no outstanding, unsatisfied judgments, tax liens, or bankruptcies against or involving Seller or the Property; that there has been no skill, labor or material furnished to the Property for which payment has not been made or for which mechanic’s liens could be filed; and that there are no other unrecorded interests in the Property, together with whatever standard owner’s affidavit and/or indemnity (ALTA Form) which may be required by Title to issue an Owner’s Policy of Title Insurance with the standard exceptions other than survey waived. (c) FIRPTA Affidavit. A non-foreign affidavit, properly executed and in recordable form, containing such information as is required by IRC Section 144(b)(2) and its regulations. (d) Other Documents. All other documents reasonably determined by Buyer to be necessary to transfer the Property to Buyer free and clear of all encumbrances except the Permitted Encumbrances. 8. Buyer’s Closing Documents. On the Closing Date, Buyer will execute, deliver, and/or cause to be delivered to Seller the following (collectively “Buyer’s Closing Documents”): (a) Earnest Money. Buyer shall receive credit at Closing for all Earnest Money paid hereunder. (b) Purchase Price. The Purchase Price, by cash, or by funds and a form of satisfactory to Title, to be deposited in Title’s trust account delivered to Seller. (c) Title Documents. Such affidavits of Purchaser, Certificates of Value or other documents as may be reasonably required by Title in order to record the Seller’s Closing Documents and issue the Title Insurance Policy required by this Agreement. 9. Prorations. Seller and Buyer agree to the following prorations and allocation of costs regarding this Agreement: (a) Closing Fee. Seller and Buyer will each pay one-half of any reasonable and customary closing and escrow fee or charge imposed by Title, not to exceed $600.00. (b) Deed Tax. Seller shall pay all state deed tax regarding the Warranty Deed to be delivered by Seller under this Agreement.