E.R. FERRER - LLC-2017 - Laserfiche WebLink

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TOTAL AMOUNT PAYABLE THROUGH THIS AGREEMENT $311,000.00 3. CONVEYANCE OF INTEREST IN REAL PROPERTY. Tenant -Seller agrees to execute a Quitclaim Deed in the same form as that attached hereto as Exhibit D in favor of Buyer ("Quitclaim Deed"), relinquishing, releasing, and forever quitclaiming to Buyer all right title and interest in and to the Tenancy Interest at the close of escrow. 4. Tenant -Seller will vacate the property no later than three (3) days after close of escrow, as set forth in the concurrent Purchase and Sale Agreement. Seller shall have removed all merchandise, inventory, equipment, personal property, and/or removable trade fixtures from the Property by said date. Any merchandise, inventory, equipment, personal property, and/or removable trade fixtures at the Property as of three days after close of escrow shall be deemed abandoned by Seller on that date.. 5. CONVEYANCE OF INTEREST IN IMPROVEMENTS. The Quitclaim Deed will also convey from Tenant -Seller to Buyer all of Tenant -Seller's interest in and to the Improvements and Movable Equipment, which conveyance shall be free and clear of all recorded and unrecorded encumbrances, liens, assessments, leases, and taxes. Unless otherwise provided, recording of the Quitclaim Deed and Closing (as defined below) of the transaction described herein shall be subject to Tenant -Seller's vacation of the Premises and proof of clear title to all said Improvements having been obtained and received by Buyer in accordance with Paragraphs 9 and 10 of this Agreement. 6. RECORDING. Recordation of any documents delivered through this Agreement is authorized if necessary or proper, upon acceptance by Buyer as described herein. 7. CERTIFICATION OF OWNERSHIP. To the best of Tenant -Seller's knowledge, Tenant -Seller hereby warrants and certifies under penalty of perjury that Tenant -Seller is the owner of the Improvements and that no document has been signed by or on behalf of Tenant -Seller for the purpose of creating any lien, encumbrance, or security interest in any of the Improvements, and that the Tenant -Seller does not know of any claim of lien, encumbrance, or other security interest therein, EXCEPT: (a) Trust Deeds on the Property, duly recorded; and (b) real and personal property taxes. 8. PERMISSION TO ENTER PREMISES. Tenant -Seller hereby grants Buyer or its authorized agent's permission to enter upon the Premises at all reasonable times prior to Closing of this transaction for the purpose of making necessary inspections, provided Buyer provides seven calendar days notice to Seller, and Seller agrees in writing that the inspection time proposed by Buyer will not unreasonably impair of affect Seller's operations at the Premises. 9. BULK SALE. In order to establish proof of clear title to the Improvements, Buyer may publish a Notice to Creditors pursuant to the Bulk Sales Law of the State of California and obtain a title report and/or a report from the Secretary of State's Office as to filings of security interests covering the Improvements. 10. CONFLICTING INTERESTS. In the event any conflicting claim of title or any security interest or lien of any kind is discovered or asserted as to any of the Improvements, Buyer shall, upon receiving notice or knowledge thereof, withhold an amount otherwise payable to Tenant -Seller as is reasonably necessary, in the sole opinion of Buyer, to protect Buyer against such claim of interest or lien. The withholding of such funds shall not prevent Closing of this transaction