Res 2006-014 - Laserfiche WebLink

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I I I (b) Such evidence or documents as may reasonably be required by the Seller or the Title Company evidencing the capacity of Purchaser to close the transaction and the authority of the person or persons who are executing the various documents on behalf of the Purchaser in connection with the sale of the Property, and any other documents to be executed by Purchaser and necessary to close in accordance with this Agreement. Section 8.4 Adiustments and Prorations. Ad valorem taxes for the Property for the calendar year of Closing shall be prorated to the date of Closing, and the Purchaser shall receive a credit against the Purchase Price for the Seller's pro rata portion of such taxes. The Seller's pro rata portion of such taxes shall be based upon taxes actually assessed for the calendar year of Closing. If, for any reason, ad valorem taxes for the calendar year of Closing have not been assessed on the Property, such proration shall be estimated based upon ad valorem taxes for the immediately preceding calendar year and an appropriate adjustment shall be made between the parties when the taxes of the calendar year of Closing are assessed. Seller shall be responsible for ad valorem taxes on the Property for periods prior to the calendar year of Closing; provided, however, (i) if this sale or Purchaser's use of the Property after Closing results in the assessment of additional taxes for periods prior to Closing, Purchaser shall be responsible for the payment of such taxes, and (ii) if Seller's change in the use of the Property prior to Closing or denial of a special use valuation results in the assessment of additional taxes for periods prior to Closing, Seller shall be responsible for the payment of such taxes. The obligations in this paragraph shall not merge with the Deed to be delivered hereunder but shall survive the Closing. Section 8.5 Possession. Possession of the Property shall be delivered to Purchaser by Seller at the Closing free and clear of any rubbish and trash, subject only to the Permitted Exceptions. Section 8.6 Rf(porting Person. Each of Seller and Purchaser hereby designate the Title Company as the "Reporting Person" as such tenn is utilized in Section 6045 of the Code and regulations thereunder. Seller agrees to provide the Title Company with such information as may be required for the Title Company to file a Form 1099 or other required form relative to the Closing with the Internal Revenue Service. A copy of the filed Form 1099 or other filed fonn shall be provided to Seller and Purchaser simultaneously with its being provided to the Internal Revenue Service. Section 8.7 Costs and Exoenses. All costs and expenses in connection with the transaction contemplated by this Contract shall, except for the escrow fees which shall be shared equally by Purchaser and Seller and as otherwise expressly provided herein, be borne by Seller and Purchaser in the manner in which such costs and expenses are customarily allocated between the parties at closing of the purchase or sale of real property similar to the Property in the San Marcos, Texas area. -11-