4.4. SR 08-07-2107 - Laserfiche WebLink

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charge the Sellers rent for the lease of the Property. The lease will be executed by the Buyer and the Sellers at closing. (b) Utilities. City water and sewer charges, electricity and natural gas charges, fuel oil and liquid petroleum gas shall be pro -rated between the parties as of the Closing Date. The Seller shall arrange for final readings as of the Closing Date. The Sellers shall be responsible for utility charges during the lease term. (c) Fixtures and Materials. The Sellers shall have the opportunity to salvage any fixtures or materials from the buildings on the Property provided that the building are left secure and provided that the removal does not create any hazardous conditions. The Sellers assume all risk in undertaking any salvage operations. The Sellers shall pay for all costs of salvage operations in full prior to closing and shall not permit the attachment of any lien or encumbrance on the Property as a result of this or other work thereon. (d) Personal Property and Debris. The Sellers must remove all debris and personal property not included in this sale, including, all window treatments, appliances, and furniture from the Property prior to the end of the lease term. The Buyer may inspect the Property in order to ensure that removal of all debris and personal property has been completed. (e) Escrow. In the event that removal of debris and personal property has not been completed by the Sellers by the end of the lease term, the Buyer may require that funds be retained from the purchase price for the Property as an escrow for payment of the estimated cost of debris and personal property removal and disposal charges. The Buyer may also require that funds be retained from the purchase price for payment of utility charges. The retained amount(s), less deductions provided for this in paragraph 8, will be delivered to the Sellers no later than 60 days following the Closing Date or delivery of possession, whichever is later. Said funds shall be held by Kennedy & Graven, Chartered, as Escrow Agent, pursuant to the terms of the Escrow Agreement attached here as Exhibit B. The provisions of this paragraph shall not merge with the deed and shall survive closing on the Property. (f) Amounts Due. The Buyer's ability to deduct amounts due under this paragraph from the retained escrow is not exclusive but is in addition to the Buyer's rights at law and equity to collect such amounts from the Sellers. The Sellers are responsible for the amounts due under this paragraph even if. (i) the Buyer neglects to deduct the amount from escrow; or (ii) the escrowed amount is insufficient to pay all amounts due under this paragraph 8. 9. Sellers' Warranties. The Sellers hereby represent and warrant to the: Buyer as of the Closing Date that: (a) Title. The Sellers have good, indefeasible and marketable fee simple title to the Property. (b) Condemnation. There is no pending or, to the actual knowledge of the Sellers, threatened condemnation or similar proceeding affecting the Property or any portion thereof, and the Sellers have no actual knowledge that any such action is contemplated. 503326v3 JSB EL185-52