07-B Chamber Bldg Sales Agmt - Laserfiche WebLink

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associated with this transfer to the Chamber of the City's undivided interest, shall be deducted from said $200,000.00, provided said closing costs are reasonable and customary as associated with said transfer and sale. All costs of appraisals associated with said transactions shall be deducted from said $200,000.00. All costs of pro rated taxes attributable to the Chamber of Commerce in its ultimate sale shall be deducted from said $200,000.00. Any and all other reasonable closing costs associated with either transaction shall be deducted from said $200,000.00. The remainder of the $200,000.00, following the deduction of all costs associated with the ultimate sale of the Property, shall be applied as follows: (1) $60,000.00 to the City of Paris, to be used by the City of Paris in the construction of an adjacent parking lot to service the Depot building, the Depot park, and Heritage Hall; (2) The remaining $140,000.00 shall be applied by the Chamber first to defray any and all costs outstanding and incurred by the City of Paris with regard to the rehabilitation and reconstruction of the Depot building, such that said costs were not reimbursed by any grant funds received by the City of Paris from the Texas Department of Transportation or otherwise, and such that said costs were directly attributable to said project, and were eligible for reimbursement from the Chamber of Commerce in accordance with prior agreements between the City of Paris and the Chamber; and (3) After any and all costs associated with the original Depot project are reimbursed to the City of Paris, the remainder of the City's $60,000.00 (after construction of the above-referenced parking lot) and the remainder of the Chamber's $140,000.00 (after deduction of all reimbursements to the City of Paris for costs incurred in the Depot project) shall be applied to construction of improvements to the Depot structure and surrounding properties, including but not limited to, construction of parking lots, landscaping, curb and guttering along adjacent streets, drainage improvements, sewer and water improvements, construction of retaining walls or other similar structures, and any other improvements deemed necessary and appropriate by the Chamber of Commerce and the City of Paris. Deed. At closing, Seller shall deliver a General Warranty Deed to Buyer conveying fee simple title to the Seller's undivided three-tenths (3/10) interest, free and clear of all liens, claims, and encumbrances, except the following "permitted encumbrances": Page 3 of 8