Resolution No 10-2024 - Agreement to Authorize the Purchase of 1150 E. Mishawaka Ave. (Kelly’s Pub)

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Seller: With a copy to: Either Party may, by written notice, modify the address for future notices to such Party. 11. CLOSING A. Timing of Closing: Unless this Agreement is earlier terminated, the transfer of title contemplated by this Agreement (the "Closing") shall be held at the office of the Title Company on April 30, 2024, or such earlier or later date as mutually agreed by the Parties in writing (the "Closing Date"). B. Closing Procedure. At Closing, Buyer shall deliver the Purchase Price to Seller, conditioned on Seller's delivery of a warranty deed, executed by Land Contract Holder Daniel Sedam, in the form attached hereto as Exhibit C. conveying the Property to the Buyer, free and clear of all liens, encumbrances, title defects and exceptions other than Permitted Encumbrances, and the Title Company's delivery of the marked -up copy of the Title Commitment to Buyer in accordance with Section 6 above. C. Possession. Seller shall deliver possession of the Property to Buyer at Closing in the same condition as it existed on the Contract Date. D. Removal of Personal Property and Fixtures. Before the Possession Date, Seller will remove from the Property all personal property, including refuse and trash of any kind, and the following fixtures: (1) All forms of alcohol and food; and (2) All kitchen -related or bar -related fixtures Seller wishes to remove. All personal property and fixtures remaining at the Property after the Possession Date will be deemed abandoned by the Seller, and Buyer, in its sole discretion, may choose to exercise possession of and control over any such property. E. Closing Buyer shall pay the Title Company's closing fee and all recordation costs associated with the transaction contemplated in this Agreement. F. Seller's Due Dili eg nce. Seller acknowledges that Seller has conducted Seller's own due diligence and acknowledges that the Purchase Price is fair and reasonable and waives any right that Seller may have to contest or challenge the validity of compensation received under this Agreement.