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SA 2017-001
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SA 2017-001
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EXHIBIT A TO EXHIBIT 4 <br />(d) Documents to Buyer. Escrow Holder shall deliver to Buyer the original <br />FIRPTA Certificate, the original California Exemption Certificate (as applicable), and a conformed <br />copy of each of the Deed as duly recorded among the official land records of the County of Orange, <br />the Natural Hazard Report, and each other document (or copies thereof) deposited into Escrow by <br />Seller pursuant hereto, including, without limitation, those documents referenced in Section 8. <br />(e) Title Company. Escrow Holder shall cause the Title Company to issue the <br />Buyer's Title Policy to Buyer. <br />(f) Closing Statement. Escrow Holder shall forward to both Buyer and Seller a <br />separate accounting of all funds received and disbursed for each party. <br />(g) Informational Reports, Escrow Holder shall file any information reports <br />required by Internal Revenue Code Section 6045(e), as amended. <br />(h) Possession. Possession of the Real Property shall be delivered to Buyer at the <br />Closing. <br />13. Representations and Warranti <br />(a) Seller's Representations and Warranties. In consideration of Buyer entering <br />into this Agreement and as an inducement to Buyer to purchase the Real Property, Seller makes the <br />following representations and warranties as of the Effective Date and as of the Closing, each of which is <br />material and is being relied upon by Buyer (and the truth and accuracy of which shall constitute a <br />condition precedent to Buyer's obligations hereunder), and all of which are material inducements to <br />Buyer to enter into this Agreement (and but for which Buyer would not have entered into this <br />Agreement) and shall survive Closing: <br />(i) Seller has the legal power, right and authority to enter into this <br />Agreement and the instruments referenced herein, and to consummate the transaction contemplated <br />subject to the approval of the Oversight Board and, as may be applicable,DOF. <br />(ii) Subject to the approval of the Oversight Board and, as may be <br />applicable, DOF, all requisite action (corporate, trust, partnership or otherwise) has been taken by <br />Seller in connection with entering into this Agreement and the instruments referenced herein; and, by <br />the Closing, all such necessary action will have been taken to authorize the consummation of the <br />transaction contemplated hereby. <br />(iii) Subject to the approval of the Oversight Board and, as may be <br />applicable, DOF, the individual executing this Agreement and the instruments referenced herein on <br />behalf of Seller has the legal power, right and actual authority to bind Seller to the terms and conditions <br />hereof and thereof. <br />(iv) Neither the execution or delivery of this Agreement or the documents <br />or instruments referenced herein, nor incurring the obligations set forth herein, nor the consummation of <br />the transaction contemplated herein, nor compliance with the terms of this Agreement or the documents <br />or instruments referenced herein or therein conflict with or result in the material breach of any terms, <br />14 <br />
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