2017-05-24 CC Packet - Laserfiche WebLink

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d. Feasibility and Inspection. On or before the expiration of the Feasibility and Inspection Period, Buyer shall have determined, in its sole discretion, that it is satisfied with the results of any inspections, tests or examinations Buyer performs pursuant to and in accordance with Paragraph 5 above and that Buyer has obtained all permits and approvals necessary for Buyer's intended use of the property. e. 1031 Exchange Closing. The obligation of Buyer to close on the transaction contemplated hereby shall be conditioned upon the prior successful closing of the Exchange Property in accordance with the terms and provisions set forth in Paragraph 6. 8, Representations, Warranties and Covenants of Seller. Seller makes the following representations, warranties and covenants to Buyer: a. Pending Improvements. There are no public improvements which have been commenced or completed and for which assessment has been or may be levied against the Property, and Seller has no knowledge of any planned improvements which may result in assessment against the Property, except as may be disclosed by Seller to Buyer in writing within 10 days following the Effective Date. b. Pending Proceedings. There is no litigation, suit, arbitration, mediation, proceeding, claim or investigation, including without limitation any environmental, zoning or land use regulation proceeding, pending or threatened, against Seller or relating to any aspect of the Property which might create or result in a lien on, or otherwise have a material adverse impact on, the Property or any part thereof or interest therein; and there is presently no real estate tax protest or similar tax abatement proceeding pending with respect to the Property. C. Authority. Seller has full power and authority to enter into this Agreement and incur and perform its obligations hereunder. The undersigned representative of Seller is duly authorized to execute, deliver and perform this Agreement according to its terms on behalf of Seller. d. Non -Foreign Status. Seiler is not a "foreign person", "foreign partnership", "foreign trust" or "foreign estate" within the meaning of Section 1445 of the Internal Revenue Code of 1986, as amended. e. Other Documents. Neither the execution or delivery of this Purchase Agreement nor the consummation of the transactions contemplated hereby will result in any breach or violation of, or default under, (1) any ordinance, statute, or regulation, and (2) any judgment, decree, order, mortgage, lease, agreement, indenture or other instrument or document to which Seller is subject or a party to or by which the Property is bound. f. Condemnation. To the best of Seller's knowledge, there are no condemnation proceedings which are pending or threatened against all or any portion of the Real Property. 5 33