4.7. SR 12-19-2016 - Laserfiche WebLink

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separate Closings. The Closing for Parcel 2, Parcel 3 and Parcel 4 shall occur 30 days after the expiration of Due Diligence Period; provided that any extension of the Closing under this subsection shall be only allowed for administrative issues or final city approvals as needed for any closing and shall not be greater than 10 days or upon such earlier date agreed upon by the parties. The Closing for Parcel 1 may be extended by Purchaser in the event that an eminent domain or related action has been initiated by Seller to attempt to obtain the fee interest in this parcel. Seller shall provide notice to Purchaser of the extension of the Closing for Parcell, the reasons for the extension, and an estimated date of Closing. The Closing for Parcel 1 may be extended by Purchaser for up to one year after expiration of Due Diligence Period if Seller is pursuing an eminent domain or related action to attempt to obtain the fee interest in these parcels. Seller shall use reasonable efforts to give at least 10 days' notice to Seller of the extended Closing for Parcel 1. This Closing may occur by deed and money escrow. 5.2 Seller's Obligations at Closing. At each Closing of a parcel of Property, Seller shall deliver to Purchaser a duly executed quit claim deed in recordable form, conveying to Purchaser fee simple marketable title to the parcel of the Property being conveyed to Purchaser and all rights appurtenant, free and clear of all mortgages, liens and encumbrances together with a seller's affidavit, FIRPTA affidavit, evidence as to the authority of the persons executing documents on behalf of Seller, well certificate and all other documents reasonably necessary to consummate the transaction contemplated by this Agreement. Seller shall also deliver possession of the parcel of Property being purchased to Purchaser at the Closing. 5.3 Purchaser's Obligations at Closing. At each Closing of a parcel of Property, Purchaser shall pay to Seller that portion of the Purchase Price for the parcel of Property being purchased as set forth in Section 1.2, as increased or decreased by prorations or adjustments set forth in this Agreement, and shall deliver to Seller all other documents reasonably necessary to consummate the transaction contemplated by this Agreement. Purchaser and Seller agree that the Earnest Money shall be delivered to Seller at the Closing of the first parcel of Property being purchased and applied towards payment of the Purchase Price for the first parcel. 5.4 Closing Costs. Seller and Purchaser agree to the payment of costs in connection with each Closing as follows: (a) Seller and Purchaser each will pay one-half of any reasonable and customary closing fees or charges imposed by the Title Company for the Closing; (b) Seller shall pay all state deed tax for the recording of the deed; (c) Seller shall pay the cost of recording all documents necessary to place record title in the condition warranted by Seller in this Agreement and Purchaser will pay the cost of recording the deed conveying the Property to Purchaser; and (d) any other costs required to be paid by Purchaser or Seller at Closing pursuant to this Agreement. ARTICLE 6 - REAL ESTATE TAXES AND SPECIAL ASSESSMENTS 6.1 Real Estate Taxes and Special Assessments. On or before the Closing, Seller shall pay all general real estate taxes for the parcel of the Property being purchased due and payable in years prior to the year of Closing. General real estate taxes for the parcel of the Property being purchased due and payable in the year of Closing shall be apportioned between Purchaser and Seller based on a 365 day calendar year as if Purchaser were vested with title to the Property on the Closing. Purchaser shall pay or assume all special assessments levied or pending against the Property as of the Closing. General real estate taxes for the parcel of the Property being purchased shall be calculated by uniformly allocating the general real estate taxes for the Property and the other property being subdivided that is retained by Seller on a square foot basis. Seller shall remain responsible for the payment of all general real estate taxes, all levied and pending special assessments and all deferred taxes for that portion of the property being subdivided that is retained by Seller. If required as a result of the subdivision, Purchaser Purchase Agreement Page 8 of 13 469680v2 SJS EL185-36