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Agmt16 Butler Realty III, LLC
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Agmt16 Butler Realty III, LLC
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Last modified
2/8/2017 1:02:03 PM
Creation date
10/26/2016 3:36:12 PM
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Agreement
Contractor Name
Butler Realty III, LLC
PROJECT NAME
Purchase and sale of remnant properties 1629 Main St 053-341-010 and 053-341-040
RMP File Number
304
Date
10/26/2016
Reso Ref
15529
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Buyer the amendment to the Title Documents, and the parties shall follow the objection <br />procedures outlined hereinabove in connection with any such objections by Buyer. <br />(ii) conduct any and all non-destructive inspections, <br />investigations, tests and studies with respect to the City Property as Buyer may elect to <br />make or maintain. The cost of any such inspections, tests and/or studies shall be bome <br />by Buyer. <br />During the Inspection Period, Buyer and Buyer's employees, agents, contractors, <br />subcontractors and consultants (collectively, "Buyer's Representatives") shall have the <br />right to enter upon the City Property, at reasonable times during ordinary business hours <br />upon notice to City of at least one business day priorto entry, to perform such inspections, <br />investigations, tests and studies. Buyer, in performing its inspections, investigations, <br />tests and studies hereunder shall not unreasonably interfere with the operation of the City <br />Property, and agrees to coordinate its activities on the City Property with City in advance <br />to avoid any such interference. Following any such tests or inspections, Buyer agrees to <br />promptly return any portions of the City Property damaged or altered by Buyer during <br />such tests or inspections to substantially the same condition which existed prior to such <br />test or inspection. <br />Buyer shall indemnify, defend and hold City and the City Property harmless from <br />any and all claims, damages or liabilities arising out of or resulting from the entry onto or <br />activities upon the City Property by Buyer or Buyer's Representatives or liens arising from <br />Buyer's due diligence review of the City Property. Prior to any entry onto the City Property <br />by any of Buyer's Representatives, Buyer shall deliver to City an endorsement to a <br />commercial general liability insurance policy which evidences that such Buyer's <br />Representative is carrying a commercial general liability insurance policy with a financially <br />responsible insurance company acceptable to City, covering the activities of such Buyer's <br />Representative on or upon the City Property. Such endorsement shall evidence that such <br />insurance policy shall have a per occurrence limit of at least One Million Dollars <br />($1,000,000) and an aggregate limit of at least Three Million Dollars ($3,000,000), shall <br />name City as an additional insured, and shall be primary and non-contributing with any <br />other insurance, self-insurance orjoint self-insurance available to City. The terms of this <br />subsection shall survive the Closing and termination of this Agreement; and <br />(iii) prior to the end of the Inspection Period, Buyer may <br />deliver a written notice to the City of its disapproval of a condition on the City Property <br />(provided, however, the parties agree that objections to the Title Documents shall be <br />governed by the procedures set forth above in Section 6.1(a)(i)), at which time this <br />Agreement shall terminate, the Deposit shall revert to Buyer, and the Parties shall have <br />no further obligations or rights to one another under this Agreement, unless otherwise <br />specifically stated. <br />(b) Title Insurance. Title shall be evidenced by Escrow Holder's <br />title insurance underwriter ("Title Company") issuing its standard American Land Title <br />Association ("ALTA") Owner's Policy of Title Insurance (2006) to Buyer in an amount <br />equal to the Purchase Price, showing title to the City Property vested in Buyer, subject <br />OAK #4848-2211-8201 v3 <br />Page 5 of 29 <br />ATTY/AGR/2016.297/BUTLER MAIN STREET PURCHASE & SALE AGREEMENT FOR 4 REMNANT PROPERTIES <br />REV: 10-10-16 VR <br />
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