Purchase And Sale Agreement Form Page 5
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233.
CLOSING.
3.1
Conditions.
The obligations of the parties to consummate the
Closing is subject to the following:
(a)
The Seller has delivered or causes to be delivered to the
Title Company, at or prior to the Closing, a good and sufficient Grant Deed (defined
below), properly executed and acknowledged by the Seller in favor of the Purchaser,
the delivery and recordation of which shall vest in the Purchaser fee title in and to the
Property.
(b)
The Title Company is prepared to deliver to the Purchaser a
standard coverage CLTA policy of title insurance in the amount of the Purchase Price
insuring fee title to the Property vested in the Purchaser free and clear of any liens,
encumbrances and interests, or other clouds on title except as shown on the Title
Company's preliminary title report, Order No. 20121566DN, dated November 6, 2012,
attached here to as Exhibit B, incorporated herein by this reference (the "Title Report").
(c)
The Purchaser has delivered or causes to be delivered to
the Title Company, at or prior to the Closing, the Purchase Price and all costs of Closing
required pursuant to Section 2.2.
(d)
The Seller has received any and all approvals required
under the Redevelopment Dissolution Statutes to convey the Property to the Purchaser,
as reasonably determined by the Seller.
3.2
Deed for Property. The Seller shall execute and deliver the grant
deed conveying good and marketable fee title to the Property (the "Grant Deed"),
substantially in the form attached hereto as Exhibit C, incorporated herein by this
reference, free from any and all liens or encumbrances, except those shown as
exceptions to title on the Title Report.
3.3
Closing. Closing shall occur within thirty (30) days of the date of
satisfaction of the condition described in Section 3.1(d). At and through the Closing, the
Title Company is authorized and directed to record the executed Grant Deed in the
official records of the County of Mendocino, and to release the entire Purchase Price to
the Seller. The date of recording of the Grant Deed conveying the Property from the
Seller to the Purchaser shall be the "Closing Date." The Closing may be extended by
mutual agreement of the Parties.
3.4
Other Documents. The Seller and the Purchaser shall execute and
deliver any and all other documents necessary for the Seller to convey fee interest
ownership of the Property to the Purchaser.
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