Agenda - Council - 06/27/2006 - Laserfiche WebLink

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both BUYER and SELLER in which event BUYER shall also pay the legal fees and expenses of SELLER in connection with such claim or proceeding. Neither BUYER nor SELLER shall settle any such claim without the consent of the other (which consent shall not be unreasonably withheld, conditioned or delayed), unless such settlement requires no admission of liability on the pan of the other and no assumption of any obligation or monetary payment for which SELLER has not been fully indemnified. 10. CLOSING. Closing shall be at the office of Registered Abstracters, Inc., 2115 ~ 3~ Avenue North, Anoka, Minnesota 55303, or such other office as the BUYER and SELLER may hereafter agree. Closing shall take place on or before July 31, 2006, or such earlier date as the parties hereto may agree upon (the "Closing Date"). On the Closing Date, BUYER shall deliver the Purchase Price to SELLER and SELLER shall execute and/or deliver to BUYER the following (collectively, "SELLER'S Closing Documents"): a. A warranty deed, conveying the Property to BLryER, free and clear of all liens, security interests, leases, restrictions, charges and encumbrances. b. A well certificate and/or a Sewage Treatment System Disclosure as required by Minnesota State law. e. If it is determined prior to Closing that the Property contains or contained a storage tank, an affidavit with respect thereto, as required by Minn. Stat. Section 116.48. d. A non-foreign affidavit, (FIRPTA affidavit) properly executed and in recordable form, containing st)ch information as is required by IRC Section 1445(b)(2) and its regulations. e. An appropriate Federal Income Tax reporting form, if any is required. f. Such further affidavits of SELLER, certificates of value or other documents as may be reasonably required by BUYER'S title company in order to record the SELLER'S Closing Documents and issue BUYER the owner's title insurance policy required by this Agreement. 11. EVIDENCE OF TITLE. Within ten (I0) days after acceptance of this Agreement, SELLER shall furnish BUYER a commitment for an ALTA owner's policy of title insurance covering the Property issued by Registered Abstracters Inc. 12. EXAMINATION OF TITLE. BUYER shall be allowed until the date twenty (20) days after receipt of such title evidence for examination of title and the making of any objections thereto, which objections shall be in writing or they will be deemed to be waived. If any objections are so made, SELLER shall be allowed until the Closing Date to make such title marketable, and SELLER shall use all reasonable efforts to make such title marketable. If said title is not marketable and is not so made by the Closing Date, as above provided, BUYER shall have the option off a. Declaring this Agreement null and void and receiving a refund from SELLER of all Earnest Money paid hereunder; or b. Waiving any defects in title and proceeding to close the transaction contemplated by this Agreement. 5 -361-