Laserfiche WebLink
A DENDUM <br /> (CORPORATE/FLORIDA) <br /> A. At the same time that Seller submits the closing documents required byparagraph 9. of this Agreement, Seller shall also <br /> submit the following to Purchaser: o <br /> I . Corporate resolution which authorizes the sale of the Property to Purchaser in accordance with the provisions of <br /> this Agreement and a certificate of incumbency, <br /> 2. Certificate of good standing from the Secretary of State of the State of Florida, and <br /> 3 . Copy of proposed opinion of counsel as required by paragraph B . below. <br /> B• As a material inducement to Purchaser entering into this Agreement and to consummate the transaction contemplated <br /> herein, Seller covenants, represents and warrants to Purchaser as follows : <br /> L The execution of this Agreement and the performance by it of the various terms and conditions hereof, including, <br /> without limitation, the execution ofall agreements, notices and other documents hereunder, have been duly authorized <br /> by the requisite corporate authority of Seller. <br /> 2. Seller is a corporation duly organized, validly existing and in good standing under the laws of the State ofFlorida <br /> and is duly qualified to own real property in the State of Florida. <br /> 3 . This Agreement, when executed and delivered, will be valid and legally binding upon Seller and enforceable in <br /> accordance with its terms and neither the execution of this Agreement and the other instruments to be executed <br /> hereunder by Seller, nor the performance by it of the various terms and conditions hereto will violate the Articles of <br /> Incorporation or By-Laws of Seller. <br /> At the closing, Seller shall deliver to Purchaser an opinion of counsel to the effect that the covenants, representations and <br /> warranties contained above in this paragraph B . are true and correct as of the closing date. In rendering the foregoing opinion, <br /> such counsel may rely as to factual matters upon certificates of other documents furnished by partners, officers, officials and <br /> other counsel of Seller, and upon such other documents and data as such partners, officers, officials and counsel may deem <br /> appropriate. <br /> SELLER <br /> FELLMERE DEVELOPMENT CORPORATION, INC. , <br /> a Florida corporation <br /> XtIts# <br /> Name: CHARLES W. HOYMAN, JR.. <br /> Treasurer, Director <br /> Witness as to Seller ' <br /> �'e& & �� <br /> � 4 /4 (CORPORATE SEAL) <br /> F.E.I.D. No. <br /> 11A <br /> Date signed by Seller <br /> uA <br /> 16 <br /> January 16 , 2008 <br /> 07 - 030 - FF7 <br />