CC - Agendas - City Council - SPECIAL - 6/23/2009 (3)

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(B) On or before the Scheduled Closing Date, Buyer shall deposit with Escrow Agent, for delivery to Seller at the Closing, (i) the sum of Four Hundred Twenty Thousand and 00/100 Dollars ($420,000.00), plus or minus any additional or lesser amount due and payable as a result of the Purchased Parcel exceeding or being less than fourteen (14) acres, in cash or certified funds or by wire. Buyer shall specify to Title Company the method of disbursement of funds. (C) All real property taxes and assessments shall be prorated as of the Closing Date on the latest information available to the Escrow Agent. All Escrow fees and all other closing costs shall be charged to and paid by Buyer. If any tax or assessments affects the property and any additional land not a part of the Purchased Parcel, only that portion of the tax or assessment attributable to the Purchased Parcel shall be prorated between Buyer and Seller, and the remainder of said tax or assessment shall remain the sole obligation of the Seller. The determination of the portion of the tax or assessment attributable to the Purchased Parcel shall take into account the value of improvements (if any) made to the property and/or any other property covered by the tax bill to properly account for differences in the valuation of, and resulting tax or assessment levied against the Purchased Parcel covered by the bill. 13. BROKERS' COMMISSIONS. Buyer and Seller warrant, each to the other, that, there are no fees or commissions owing to any broker or other party for bringing about the sale contemplated hereunder. If any other person shall assert a claim to a fee, commission or other compensation on account of alleged employment as a broker or finder or for performance of services as a broker or finder in connection with this transaction, the party hereto under whom the broker or finder is claiming shall indemnify and hold harmless the other party against and from any such claim and all costs, expenses and liabilities incurred in connection with such claim or any action or proceeding brought thereon (including, but without limitation, counsel and witness fees and court costs in defending against such claim). 14. NOTICES. All notices, requests and other communications hereunder shall be given in writing and either (i) personally served on the party to whom it is given, or (ii) mailed by registered or certified mail, postage prepaid, return receipt requested, or (iii) sent by private overnight courier such as Federal Express or Airborne, or (iv) sent by facsimile to the number set forth below, as long as such facsimile transmission is confirmed as received by the transmission equipment, and is followed the next business day by another permissible means of notice hereunder, addressed as follows: 10