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until the Closing Date to cure such objections and make the title to the Development Property
<br />good and marketable of record in City and to obtain and deliver to Developer appropriate
<br />endorsements to the Commitment and an updated Survey indicating that any such objections
<br />have been cured. If not sooner satisfied, City shall satisfy any mortgages or other monetary liens
<br />against the Development Property at the closing. If the title to the Development Property, as
<br />evidenced by the Commitment together with any updating of the Commitment, is not made
<br />good and marketable of record in City on the Closing Date, Developer, at its option, may
<br />terminate this Agreement by giving written notice to City in which event this Agreement shall
<br />become null and void, and neither party shall have any further rights, obligations, or liability
<br />hereunder.
<br />
<br /> Section 2.4 Inspection. Developer, its agents and designees, are hereby granted the right,
<br />at all reasonable times, to enter upon and inspect, analyze, and test the Development Property
<br />and its various components for all reasonable purposes, including, but not limited to,
<br />investigations for the presence of asbestos, PCBs and other hazardous substances, hazardous
<br />wastes, pollutants, or contaminants on the Development Property. Developer shall pay for the
<br />cost of all investigations of the Development Property which are ordered by Developer.
<br />Developer hereby agrees to indemnify and hold City harmless from any claims, damage, costs,
<br />and liability including, without limitation, reasonable attorney's fees, resulting from the entering
<br />upon the Development Property or the performing of any of the analyses, tests, or inspections
<br />referred to in this Paragraph; however, nothing contained herein shall be deemed to require
<br />Developer to indemnify or hold City harmless from any liability for any environmental
<br />remediation which based upon Developer's tests or inspections, may be determined to be
<br />necessary, pursuant to applicable law or regulation. The provisions of this Paragraph shall
<br />survive the closing or termination of this Agreement.
<br />
<br /> Section 2.5 Environmental Audit. The Developer, at its sole expense, may obtain a
<br />phase one environmental audit ("Environmental Audit") of the Development Property.
<br />
<br /> Section 2.6 Obligations on Closing Date. At the closing, City shall execute, where
<br />appropriate, and deliver to Developer:
<br />
<br />(a)
<br />
<br />City in recordable form, with all applicable real property transfer taxes paid and
<br />deed stamps, if any, affixed thereto, conveying the Development Property to
<br />Developer. The Deed shall contain the following statement: "The City certifies
<br />that the City does not know of any wells on the described Development Property"
<br />unless City delivers a well certificate described in Subparagraph below.
<br />
<br />(b)
<br />
<br />All certificates, instruments, and other documents necessary to permit the
<br />recording of the Deed.
<br />
<br />(c)
<br />
<br />A policy of title insurance issued pursuant to the Commitment, subject to no
<br />exceptions other than those accepted by Developer pursuant to Section 2.3 hereof
<br />together with the abstracts of title to any portion of the Development Property
<br />which is abstract property and the owners' duplicate certificate of title to any
<br />portion of the Development Property which is registered property; provided,
<br />however, Developer shall pay the premium for the policy of title insurance.
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