Agenda - Council - 01/10/2006 - Laserfiche WebLink

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14. NO PARK DESIGNATION. In the event the CITY determines the City Property has been dedicated to the public as park or a restriction of record exists limiting the use of the City Property to park purposes, this Agreement shall be null and void. IV. GENERAL 1. ENTIRE AGREEMENT. This Agreement? any attached exhibits and any addenda or amendments signed by the parties, shall constitute the entire Agreement between CITY and R.H., and supersedes any other written or oral agreements between CITY and R.H. This Agreement can be modified only in writing signed by CITY and R.H. 2006. CLOSING DATE. The Closing Date or Closing shall be on or before March 27, 3. CITY'S CLOSING DOCUMENTS. On the Closing Date, CITY shall execute and/or deliver to R.H. the following (collectively, "CITY'S Closing Documents"): bo Co A Warranty Deed, in form reasonable and satisfactory to R.H., conveying the Property to R.H., free and clear of all encumbrances hereafter defined, and including a covenant of further assurances; An Affidavit of Seller by CITY indicating that on the Closing Date there are no outstanding, unsatisfied .judgments, tax liens, or bankruptcies against or involving CITY or the City 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 City Property, together with whatever standard owner's affidavit and/or indemnity (ALTA Form) which may be required by Title Company to issue an Owner's Policy of Title Insurance with the standard exceptions waived; An executed certification as to the location of any wells on the City Property in accordance with the laws of the State of Minnesota; and Ail other documents reasonably determined by R.H. to be necessary to transfer the City Property to R.H. free and clear of encumbrances. 4. R.H.'S CLOSING DOCUMENTS. On the Closing Date, R.H. will execute, and/or deliver to CITY a cashier's check made payable to CITY for the Purchase Price., and if necessary, any additional legal documents required to convey the Access Rights 5. CONTROLLING LAW. This Agreement shall be govemed by and interpreted in accordance with the laws of the State of Minnesota. 6. MODIFICATION. This Agreement cannot be altered, amended, changed, waived, terminated or modified in any respect or particular unless the same shall be in writing and signed by or on behalf of the parties hereto. Waivers of any term or condition of this Agreement must be in writing signed by the party against whom such waiver is sought to be enforced. This Agreement contains the entire understanding between CITY and R.H. with respect to the transaction 5 -195-