2018-178A (2) - Laserfiche WebLink

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(a) Seller has good and marketable title to the Property, free and clear of all mortgages, liens, encumbrances, leases or tenancies, security interests, covenants, conditions, restrictions, rights- of-way, and easements (except for those to be retained by or conveyed to Seller or other utilities or entities), judgments or other matters except the Permitted Exceptions as defined herein. Notwithstanding the foregoing, there may exist one or more continuing licenses or other agreements affecting the property related to parking on or use of certain portions of the Property in conjunction with operation of the adjacent Historic Dodgertown property or stadium, and in conjunction with the adjacent 43rd Avenue roadway project, which licenses and/or agreements shall be either assigned or terminated prior to or at Closing. Such licenses include, but may not be limited to, license with Indian River County related to parking, license with MILB Vero Beach LLC related to signs, and temporary license with Florida Department of Transportation and/or Indian River County related to the 43rd Avenue roadway project. No agreement other than this Agreement concerning or restricting the sale of the Property is in effect, and no person or entity has any right or option to acquire the Property other than Buyer. (b) Except as set forth herein, Seller has not contracted for any services or employment and has made no commitments or obligations therefor which will bind Buyer as a successor in interest with respect to the Property and except as set forth herein, or in the Exhibits, Seller is not a party to any contracts affecting the Property which cannot be canceled upon not more than thirty (30) days' notice to the other parties thereto. (c) Except as set forth herein, no commitments have been made to any governmental authority, utility company, school board, church or other religious body, or any homeowners or homeowners' association, or to any other organization, group or individual relating to the Property which would impose an obligation upon Buyer or its successors or assigns to make any contributions or dedications of money or land or to construct, install or maintain any improvements of a public or private nature on or off the Property. Except as set forth herein, no governmental authority has imposed any requirement that any owner of the Property pay directly or indirectly any special fees or contributions or incur any expenses or obligations in connection with the ownership of the Property. Buyer understands that it may incur fees, contributions, or expenses in connection with any redevelopment of the Property. (d) No notices or requests have been received by Seller from any insurance company issuing any of the insurance policies affecting the Property which have not been complied with. Any notices or requests from any such insurance company received prior to the Closing Date shall be complied with by Seller prior to the Closing Date. (e) To the best of Seller's actual knowledge and belief, there are no pending or threatened condemnation or similar proceeding or assessment affecting the Property, or any part thereof. (f) Seller has received no notice of the intention of any public authority or other entity to take or use the Property or any part thereof. (g) Except for as otherwise described in Section (a) above, Seller is not a party or otherwise subject to any commitment, obligation, agreement, litigation, or other proceeding which would prevent Seller from completing the sale of the Property under this Agreement or knowingly adversely affect the value of the Property in the hands of Buyer. Seller has full psummate the transaction described in this Agreement, the execution and delivery pso Page 4 of 15 Buyer's Initials Seller's Initials