|
subject, (ix) the availability of any utilities to the Property or any portion thereof
<br />including, without limitation, water, sewage, gas and electric and including the utility
<br />availability capacities allocated to the Property by the relevant governmental or
<br />regulatory authority, (x) usages of adjoining property, (xi) access to the Property or any
<br />portion thereof, (xii) the value, compliance with the plans and specifications, size,
<br />location, age, use, design, quality, description, durability, structural integrity, operation,
<br />leasing, title to, or physical or financial condition of the Property or any portion thereof,
<br />or any income, expenses, charges, liens, encumbrances, rightsor claims on or affecting or
<br />pertaining to the Property or any part thereof, (xiii) the potential for further development
<br />of the Property, or (xiv) the merchantability of the Property or fitness of the Property for
<br />any particular purpose (Corporation affirming that Corporation has not relied on City’s
<br />skill or judgment to select or furnish the Property for any particular purpose, and that City
<br />makes no warranty that the Property is fit for any particular purpose).
<br />(c)Corporation agrees that prior to the expiration of the Inspection Period it
<br />will have the opportunity to examine and investigate the Property and that, in purchasing
<br />the Property, Corporation will rely solely upon its independent examination, study,
<br />inspection and knowledge of the Property, and Corporation is relying solely upon its own
<br />examination, study, inspection, and, except for representations and warranties specifically
<br />set forth herein and, except for the special warranties of title set forth in the special
<br />warranty deed, knowledge of the Property and Corporation’s determination of the value
<br />of the Property and uses to which the Property may be put, and not on any information
<br />provided or to be provided by City.
<br />(d)The provisions of this Section 8 shall survive the termination of this
<br />Agreement and the Closing.
<br />Compliance with Tex. Loc. Govt. Code §272.001.
<br /> 9. Corporation understands and
<br />acknowledges that City is selling the Property to Corporation in Corporation’s capacity as an
<br />independent foundation pursuant to Tex. Loc. Gov’t Code §272.001 without conducting an
<br />auction or soliciting competitive bids, but subject to the requirement that the Property be
<br />developed in accordance with the Restriction Agreement. Corporation agrees that the resale of
<br />the Property to Developer shall be subject to the Restriction Agreement, which Developer must
<br />sign at Closing and which shall be recorded along with the Special Warranty Deed.
<br />Conditions of Closing.
<br /> 10. Closing on this Agreement is expressly conditioned on
<br />and subject to the following:
<br />(a)The closing of the sale of the Property by Corporation to Developer
<br />concurrently with the Closing of this Agreement.
<br />(b)Developer signing, acknowledging and delivering to Title Company for
<br />recording at Closing the Restriction Agreement.
<br />Remedies.
<br /> 11. If a party hereto defaults, the non-defaulting party’s sole remedy shall
<br />be to terminate this Agreement by providing written notice to the defaulting party.
<br />PURCHASE AND SALE AGREEMENT: CITY OF LA PORTE TO
<br />LA PORTE DEVELOPMENTCORPORATION – PAGE 6
<br />
<br />
|