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assessments levied as of the date of this agreement. Seller represents that it has not <br />received a notice of a pending public improvement project from any assessing <br />authority. If a special assessment becomes pending after the date of this Agreement <br />and before the date of closing, Buyer may at its option: (a) assume payment of the <br />pending special assessment without adjustment to the Purchase Price; or (b) declare <br />this Agreement null and void by notice to Seller. <br />8. Closinz. <br />8.1. The closing shall take place at City Hall in the City of Mounds <br />View on or before February 28, 1994 or at such other time and place as may be <br />agreed to by the parties in writing ("Closing Date") . <br />8.2. On the Closing Date, Buyer shall deliver to Seller the Purchase <br />Price and Seller shall deliver to Buyer possession of the Property,- and shall <br />execute and/or deliver to Buyer: <br />a) A duly executed General Warranty Deed, conveying <br />marketable title to the Property to Buyer, subject only to: (i) building <br />and zoning laws, ordinances, state and federal regulations; and (ii) <br />easements, restrictions and reservations of record to which Buyer did <br />not object pursuant to Section 3 hereof. <br />b) A duly executed affidavit regarding partnership. <br />c) A receipt evidencing payment of real estate taxes for which <br />payment was due prior to the Closing Date. <br />.8.3. Seller shall pay at closing: (a) state deed tax applicable to the <br />transfer of the Property to Buyer; (b) conservation fee; (c) all recording <br />fees and charges relating to the filing of any instruments required to make <br />title marketable; and (d) title insurance fees, other than insurance policy <br />premiums. <br />8.4. Buyer shall pay at closing: (a) recording fees relating to the <br />filing of the Deed from Seller; and (b) title insurance premiums, if any, and <br />title company closing fee, if any. <br />9. Covenants, Representations and Warranties of Seller. <br />9.1. The signatories to this Agreement represent that they are <br />authorized to execute this Agreement on behalf of Seller. <br />9.2. Seller shall take no actions to encumber title to the Property <br />between the time Seller acquires the Property and the time the Deed is <br />delivered to Buyer. <br />9.3. 'Seller is not aware of any source of contamination existing on the <br />Property which would constitute a violation of any local, state or <br />environmental law, regulation or review procedure or which would give any <br />person a valid claim under the Minnesota Environmental Rights Act or the <br />federal Conference of Environmental Response, Compensation and Liability <br />Act. The foregoing is applicable only to the current actual knowledge of <br />JJT59371 <br />mln.25 -21 <br />