R2005-08 AUTHORIZING AGREEMENT - Laserfiche WebLink

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I ' � �� (d) Seller shall execute, acknowiedge and deliver to Buyer such affidavits, resolutions and other documents which the Title Company shall reasonably require in order to issue the Title Policy described in Paragraph 7(f� below and to omit from such Title Policy all exceptions for judgments, bankruptcy, mechanic liens and similar items. (e) Seller shali deliver to Buyer sole and actual possession of the Property, free and clear of ail tenancies and parties in possession, with all underground storage tanks, catch basins and related piping, hydraulic lifts, above ground storage tanks, barrels, containers, tires, chemicals, paint, hazardous substances, and similar items, if any, removed from the Properry. Seller shall terminate all Leases and tenancies affecting the Properry as of the closing date. (f� At Seller's cost, Seller shall deliver to Buyer an Owner's Title Policy in the full amount of the Purchase Price in accordance with the Title Commitment approved by Buyer, without any intervening liens, encumbrances or exceptions. 8. Closing Adjustments. All real estate taxes shall be prorated as of the closing date, unless the parties enter into an escrow agreement, whereupon such taxes shall be prorated as of the date Seller delivers full possession of the Property to Buyer as required by such escrow agreement. If the closing date occurs before the tax rate is fixed for the current year, the apportionment of taxes due from each party shall be estimated on the basis of the tax rate for the preceding year as applied to the latest assessed valuation, with a reproration after closing as soon as the current year's taxes are fixed. Ali special assessments which are either (1) a lien on the Property as of the closing date or (2) aithough not yet a lien are attributable to public improvements for which work has been authorized prior to the closing date shall be paid by Seiler in full, even though such special assessments may be paid in installments. The Title Company shall charge to Seller and pay from the purchase price (a) the cost of all transfer taxes and revenue stamps required by law to be affixed to the Deed; (b) the cost of the Title Commitment and Policy; and (c) one-half of the fee charged by the Title Company for closing the sale. The Title Company shall charge to Buyer (a) one-half of the fee charged by the Title Company for closing the sale; (b) the fee for recording the Deed; and (c) the cost of the Survey. 9. Condemnation. If any of the Property is taken by Eminent Domain proceedings before the closing date or if any Eminent Domain proceedings against the Property are pending on the closing date, then Buyer may terminate this Contract by written notice to Seller. 10. Default. If the conditions precedent of this Contract are satisfied or waived by Buyer, and if Seller fails to consummate this Contract, for any reason other than the default of Buyer, then Buyer may enforce specific performance or seek other legal remedies. If Buyer shall default in the performance of its obligations under this Contract, then the sole remedy of Seller shall be to receive the earnest money as liquidated damages for all loss, damages and expenses suffered by Seller, including, without limitation, the loss of its bargain. 1 1. Realtor's Commission. If the sale under this Contract is completed, then at the closing Seller shall pay a real estate commission of$21,000.00, payable one-half('/2) to 4