Laserfiche WebLink
4.1 Seller is indefeasibly seized of marketable, fee simple title to the Property, and is the sole <br />owner of and has good right, title, and authority to convey and transfer the Property which is the <br />subject matter of this Agreement, free and clear of all liens and encumbrances. <br />4.2 From and after the Effective Date of this Agreement, Seller shall take no action which <br />would impair or otherwise affect title to any portion of the Property, and shall record no <br />documents in the Public Records which would affect title to the Property, without the prior written <br />consent of the County. <br />4.3 There are no existing or pending special assessments affecting the Property, which are or <br />may be assessed by any governmental authority, water or sewer authority, school district, <br />drainage district or any other special taxing district. <br />5. Default. <br />5.1 In the event the County shall fail to perform any of its obligations hereunder, the Seller <br />shall, at its sole option, be entitled to: (i) terminate this Agreement by written notice delivered to <br />the County at or prior to the Closing Date and thereupon neither the Seller nor any other person <br />or party shall have any claim for specific performance, damages, or otherwise against the <br />County; or (ii) waive the County's default and proceed to Closing. <br />5.2 In the event the Seller shall fail to perform any of its obligations hereunder, the County <br />shall, at its sole option, be entitled to: (i) terminate this Agreement by written notice delivered to <br />the Seller at or prior to the Closing Date and thereupon neither the County nor any other person <br />or party shall have any claim for specific performance, damages or otherwise against the Seller; <br />or (ii) obtain specific performance of the terms and conditions hereof; or (iii) waive the Seller's <br />default and proceed to Closing: <br />6. Closing. <br />6.1 The closing of the transaction contemplated herein ("Closing" and "Closing Date") shall <br />take place within 60 days following the Effective Date of this Agreement. The parties agree that <br />the Closing shall be as follows: <br />(a) The Seller shall execute and deliver to the County a warranty deed conveying marketable <br />title to the Property, free and clear of all liens and encumbrances and in the condition required by <br />paragraph 3. <br />(b) The Seller shall have removed all of its personal property and equipment from the <br />Property and Seller shall deliver possession of the Property to County vacant and in the same or <br />better condition that existed at the Effective Date hereof. <br />(c) If Seller is obligated to discharge any encumbrances at or prior to Closing and fails to do <br />so, County may use a portion of Purchase Price funds to satisfy the encumbrances. <br />-2- <br />