Agenda - Council - 02/09/2010 - Laserfiche WebLink

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10. BUYER'S REPRESENTATIONS AND WARRANTIES. BUYER represents and warrants that it has full right and authority to execute this Agreement and to execute and deliver all documents and instruments required of BUYER under the provisions of this Agreement. 1 1. BUYER'S .INDEMNITY. BUYER will indemnify SELLER, its successors and assigns, against, and will hold SELLER, its successors and assigns, harmless from, any expenses or damages, including reasonable attorneys' fees, that SELLER incurs because of the breach of any of the representations and warranties contained in Paragraph 11, whether such breach is discovered before or after closing. Each of the representation and warranties herein contained shall survive the Closing. Wherever herein a representation is made "to the best knowledge of BUYER", such representations is limited to the actual knowledge of BUYER. Consummation of this Agreement by SELLER with knowledge of any such breach by BUYER will not>constitute a waiver or release by SELLER of any claims due to such breach. 12. CLOSING. Closing shall be at .the office of Registered Abstractors Inc. Title Company ("Title"), 2115 3rd Avenue, Anoka, Minnesota 55303 or such other office as the BUYER and SELLER may hereafter agree.. Closing shall take`place on the date that is one hundred twenty (120) days from the date of this Agreement or such earlier date as the parties hereto may agree upon in writing (the "Closing ,Date"). On the Closing Date, SELLER shall execute and/or deliver to BUYER the following (collectively, "SELLER'S Closing Documents"): a. A warranty deed, cunvcying the Property to B hTYEIt, free and clear of all liens, security interests, ]cases, restrictions, charges and. encumbrances. b. A well certificate and/or a Sewage Treatment System Disclosure pursuant to Paragraphl0;k(5). c. If"tht; Propertycontains or contained a storage tank, an affidavit with respect thereto; as re~tiired by Minn. Stat. Section 116.48. d. A non-foreign aff davit. (FIRPTA affidavit) properly executed and in rect~rdable fora; containing such information as is required. by :I~RC Sectiarl 1445(h)(?1 and its regulations. e: An appropriate Federal Income Tax reporting form., if any is required. £ Such further affidavits of SELLER, certificates of value or other documents as niay be reasonably required by BUYER'S title company in order to record. the SELLER'S Closing Documents and issue BUYER the owner's title isuranee policy required by this Agreement. 13. EVIDENCE OF TITLE. Evidence of Title. Within ten (10) days after execution of this Agreement, SELLER shall furnish BUYER: a. A Registered Property Abstract, together with proper searches covering bankruptcy, federal and state judgments and tax liens, real estate taxes and special assessments.. 7