04-11-2018 Council Packet - Laserfiche WebLink

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4 6. Closing. the closing of the purchase and sale contemplated by this Agreement (the "Closing") shall occur on the date which is not more than fifteen (15) business days after the Contingency Date or the date when Buyer shall give notice to Seller that the contingencies which are to have been satisfied on the Contingency Date have been waived or satisfied (the "Closing Date") and in no event later than June 30, 2018 unless such delay is caused by the Seller. In the event the closing occurs after June 30, 2018 unless such delay is caused by the Seller, Buyer shall pay an additional Twenty-five thousand dollars ($25,000) to offset the loss of property taxes in 2019. The closing shall take place at the office of Ancona Title or at such other place as may be agreed to. Seller agrees to deliver possession of the Property to Buyer on the Closing Date. 6.1 City Requirements. Buyer shall demolish the two buildings located on the 53 South Owasso property within 120 days of closing on the property. Buyer shall also construct a new building on the property of at least 15,000 square feet, subject to zoning approvals. Construction on said new building shall be completed and the building occupied no later than 6/30/2020. Failure to comply with this condition shall result in a $25,000 annual payment to the City for each calendar year until this condition is complied with effective for the 2020 calendar year. 7. Seller's Closing Documents. On the Closing Date, Seller shall execute and/or deliver to Buyer the following (collectively, "Seller's Closing Documents"): 7.1 Deed. A Limited Warranty Deed, in recordable form reasonably satisfactory to Buyer, conveying the Real Property to Buyer, free and clear of all encumbrances, except the Permitted Encumbrances. 7.2 Bill of Sale. A Warranty Bill of Sale, in form reasonably satisfactory to Buyer, conveying the Personal Property to Buyer, free and clear of all encumbrances, except the Permitted Encumbrances. 7.3 Assignment of Contracts, Permits and Warranties. An Assignment of Contracts, Permits, and Warranties, in form reasonably satisfactory to Buyer, conveying the Contracts, Permits and Warranties to Buyer, free and clear of all encumbrances, together with the consent of all parties having a right to consent to such Assignment. 7.4 Well Disclosure Certificate. A Well Disclosure Certificate indicating the location of wells located upon the Real Property to the best of Seller’s knowledge. 7.5 Bring-down Certificate. The Bring-down Certificate. 7.6 Seller's Affidavit. An Affidavit of Seller indicating that on the Closing Date (a) there are no outstanding, unsatisfied judgments, tax liens or bankruptcies against or involving Seller or the Real Property, (b) there has been no skill, labor or material furnished to the Real Property for which payment has not been made or for which mechanics' liens could be filed; and (c) there are no other unrecorded interests in the real Property, together with whatever standard owner's affidavit and/or indemnity (ALTA Form) which may be required by Title to issue the Policy described in Section 10 of this Agreement. 7.7 Original Documents. Original copies of the Contracts, the permits, the Warranties, the Plans and the Records if in the possession of Seller.