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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 fizrther rights, obligations, or liability <br />hereunder. <br />Section 2.4. Inspection. Developer, its agents and designees; are hereby granted the right, at <br />all reasonable times, to enter upon and inspect, analyze, and test the Development Property and its <br />various components for all reasonable purposes; including, but not limited to, investigations for the <br />presence of asbestos; PCBs and other hazardous substances, hazardous wastes; pollutants, or <br />contaminants on the Development Property. Developer shall pay for the cost of all investigations of <br />the Development Property which are ordered by Developer. Developer hereby agrees to indemnify <br />and hold City harmless from any claims, damage, costs, .and liability including, without limitation, <br />reasonable .attorney's fees, resulting from the entering upon the Development Property or the <br />performing of any of the analyses, tests, or inspections referred to in this Paragraph; however, <br />nothing contained herein shall be deemed to require Developer to indemnify or hold City harmless <br />from any liability for any environmental remediation which based upon Developer's tests or <br />inspections; .may be determined to be necessary, pursuant to applicable law or regulation. The <br />provisions of this Paragraph shall survive the closing or termination of this Agreement. <br />Section 2.5. Environmental Audit. 'The Developer may, at its sole expense, obtain a <br />currently .dated phase one environmental audit ("Environmental Audit") or .other additional <br />environmental audits as maybe reasonable or necessary for the Development Property. <br />Section 2.6. Obligations on Closing~Date. At the closing, City shall execute, where <br />appropriate, and deliver to Developer: <br />(a) A warranty deed ("Deed"), properly executed on behalf of City in recordable form, <br />conveying the Development Property. to Developer. The Deed shall contain the <br />following statement: "The City certifies that the City does not know of any wells on <br />.the described Development Property" unless City .delivers a well certificate <br />described in Subparagraph (e) hereof.. , <br />(b) All certificates, instruments, and other. documents necessary to permit the recording <br />of the Deed. <br />(c) A policy of title insurance issued- pursuant to the Title Commitment, subject to no <br />exceptions other than those. accepted by Developer pursuant to Section 2.3. hereof <br />together with those abstracts of title to any portion of the Development Property <br />which are in the City's possession 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. <br />(d) A standard. Seller's Affidavit with- respect to judgments, bankruptcies, tax liens, <br />mechanics liens', parties in possession, unrecorded interests, encroachment or <br />boundary line questions, and related matters, properly executed on behalf of City. <br />(e) Any well certificate required by M.S. § 1011.235. <br />(f) The Assessment Agreement. <br />(g) The Lien Agreement. <br />-222- <br />