13-2023 - Authorize lease with LCSC for 12900 Madison

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be paid by Seller. (e) Any fee charged by the Escrow Agent other than the cost of title guarantee or title insurance required by this Agreement shall be paid by Seller and Buyer in equal proportions. (D Each party shall pay its own attorneys' fees. 2.06. Security for Buyer's Performance. For the purpose of securing the performance of Buyer under the terms and provisions of this Agreement, Buyer shall deliver to Escrow Agent within ten (10) calendar days from the Effective Date , the sutra of $10,000.00, the down payment, which shall be paid to Seller in the event Buyer breaches this Agreement as provided in Paragraph 5.02 hereof. At closing, the down payment shall be paid over to the Seller and applied to the cash portion of the purchase price, provided, however, that in the event the Buyer shall have given written notice to the Escrow Agent that one or more of the conditions to its obligations set forth in Paragraph 2.02 have not been met, or, in the opinion of Buyer, cannot be satisfied in the manner and as provided for in this Agreement, the down payment shall be forthwith returned by the Escrow Agent to Buyer. The provisions of this Section 2.06 shall survive closing and/or the termination of this Agreement. 2.07. Time and Place of Closing. Closing shall be made to complete the sale of the Property pursuant to this Agreement at the offices of the Escrow Agent, within thirty (30) calendar days after the expiration of the Inspection Period, as may be extended pursuant to Section 2.02(d) hereof, unless extended by mutual agreement of the parties. 2.08 As -Is Conveyance; Form of Deed. Buyer agrees that, upon the closing, Buyer shall be deemed to have accepted the property in its then existing condition, "as is, where is and with all faults" without representation or warranty of any kind or nature by Seller except as expressly set forth in this agreement or the transfer documents. At closing, Seller shall make, execute and deliver to Buyer a recordable limited warranty deed, conveying the Property to Buyer free and clear of all liens and encumbrances except any encumbrances permitted under Section 2.02(a), those hatters expressly excepted hereinabove, real estate taxes and assessments which shall be paid and/or prorated as provided herein, and the restrictions set forth on attached Exhibit "B". A form of the deed is attached hereto as Exhibit "C". ARTICLE 3, REPRESENTATIONS AND WARRANTIES 3.01. Warranties of Seller. Seller hereby represents and warrants to Buyer as follows: (a) There are no parties in possession of any part of said property as lessees, tenants at sufferance, or trespassers; (b) To Seller's knowledge, which knowledge is limited to the Trustees signing this Agreement in their fiduciary capacity only, Seller has complied with all applicable laws, ordinances, regulations, statutes, rules, and restrictions relating to said Property, or any part thereof; (c) As of the effective date of this agreement, the Seller has not received any notices of violation of any laws, rules, regulations and ordinances related to wetlands, the American with Disabilities Act, or environmental obligations. (01430183-{ )