CCP 06-02-2014 - Laserfiche WebLink

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Redevelopment Property or the Option Property ; and (b) promptly pay when due any third party costs associated with its inspection. Owner and Redeveloper, as the case may be, shall indemnify, protect, defend and hold the Indemnified Parties harmless from and against any and all losses, damages, claims, causes of action, judgments, damages, costs and expenses (including reasonable attorneys' fees and court costs) (collectively "Losses ") that any of the Indemnified Parties suffer or incur as a result of, or connected or related in any manner to any property damage or third parties claims directly resulting from the Owner's or Redeveloper's inspection of the Redevelopment Property or the Option Property as described in this Section 4.1(d); provided, however, that such indemnification obligations shall not extend to any existing conditions or environmental remediation or response actions required as a result of such entry, inspection or Intrusive Investigation, except to the extent any such condition was exacerbated as a result of such entry, inspection or Intrusive Investigation. (e) Wells. Any wells that are known to the City, whether abandoned or operating, are identified on attached Exhibit K. Any operating wells or landfill gas monitoring points as identified in the RAP that are not required or necessary for on -going monitoring activities shall be abandoned by the City, at its sole cost and expense, in accordance with Applicable Laws and in accordance with the terms of the Monitoring Easement Agreement. (f) Time of Conveyance. The Closing shall take place at the offices of the Title Company unless the parties mutually agree in writing that the Closing shall take place at another location. The Closing shall occur on the Closing Date. The Owner shall take possession of the Redevelopment Property on the Closing Date. (g) Taxes-, Special Assessments, Other Pro_ - Rations. Real estate taxes due and payable prior to the applicable year of Closing shall be paid by the City. Real estate taxes due and payable in the applicable year of Closing shall be allocated between the parties based on their respective period of ownership in the year of Closing. Real estate taxes due and payable in the years subsequent to the Closing shall be paid by the Owner. The City shall pay all special assessments deferred, pending or levied as of the Closing Date. The Owner shall pay all special assessments levied against the Redevelopment Property after the Closing Date. The Owner shall bear all costs of recording the Redevelopment Property Deed except as set forth below. The City shall pay the State deed tax due in connection with conveyance of the Redevelopment Property and shall pay the cost of recording any document necessary to place title in the condition described in this Agreement. The City and the Owner will each pay one -half of any reasonable and customary closing fee or charge imposed by any closing agent designated by the Title Company. Each party shall pay all sums in cleared funds on the Closing Date. (h) Plat; Covenants, Easements, and Land Use Approvals. The Redevelopment Property shall be conveyed using the platted legal description. The Redeveloper shall pay all costs for plats, replats, lot splits, preparation of restrictive covenants, easements and any other documentation necessary for the construction of the Minimum Improvements and all costs of recording any such documents. Redeveloper shall obtain and pay for any necessary subdivision, platting and any other documentation for the construction of the Minimum Improvements. 15