Laserfiche WebLink
affecting the Premises, all past due taxes and assessments of any kind <br />constituting a lien against the Premises, all mechanics' or similar liens, <br />and all judgments and attachments which have become a lien against the <br />Premises; and provided further that Seller may use the Purchase Price or any <br />portion thereof to cure any such defects which may be cured by instruments <br />recorded on the Date of Closing, or later if arrangements are made which are <br />satisfactory to the Title Company and to Buyer), Seller shall, at any time <br />before the end of said 30-day period, so notify Buyer, and .Buyer shall, <br />within ten days after Seller has given said notice, notify Seller that it <br />shall either, (i) waive said defect(s) and~proceed to closing pursuant to <br />section 4 hereof, or (ii) terminate this Agreement, and upon Seller's <br />receipt of notice of termination the Deposit shall be refunded to Buyer and <br />this Agreement shall become null'and'void, and neither party shall be liable <br />to the other for costs of damages or otherwise except as otherwise expressly <br />provided herein. <br /> <br />6. Additional Closing Conditions. <br /> <br /> (a) The obligation of Buyer to consummate this transaction is <br />subject to and conditioned upon Seller providing to Buyer prior to the <br />Date of Closing an opinion from the Law Director of the Seller to the <br />effect that from and after the Date of Closing the Premises will be <br />permitted to be legally operated and designated under the zoning codes <br />and ordinances of Seller as a so-called "prior non-conforming use" and <br />the proposed parking operations of Buyer will not be disturbed; <br />further, that Seller shall provide such other evidence or opinions as <br />Lender shall reasonably require. <br /> <br /> (b) The obligation of Seller to consummate this transaction is <br />subject to and conditioned upon Seller obtaining the approval of the <br />City Council of the City of Lakewood to the terms and conditions <br />contained in this Agreement with sixty (60) days from the Effective <br />Date. <br /> <br /> 7. Representations and Warranties of Seller. Seller makes the <br />following representations and warranties, to the best of its knowledge after <br />due inquiry and inspection: <br /> <br /> (a) Seller is a municipal corporation, duly organized, validly <br />existing, and in good standing under the laws of the State of Ohio. <br /> <br /> (b) Seller has all requisite power and authority to execute <br />and deliver this Agreement and to carry out its obligations hereunder <br />and the transactions contemplated hereby. This Agreement has been, <br />and the documents contemplated hereby will be, duly executed and <br />delivered by Seller and constitutes the Seller's legal, valid, and <br />binding obligation enforceable against Seller in accordance with its <br />terms. The consummation by Seller of the sale of the Premises is not <br />in violation of or in conflict with, nor does it constitute a default <br /> <br />1014/RNS <br /> <br />3 <br /> <br /> <br />