CCP 12-15-1997 - Laserfiche WebLink

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------------ , -. Memorandum - Purchase and Sale Agreement, Welsh Development Company, LLC I Page Two December 12, 1997 -- Description Total City Welsh I. Total Purchase Price $408,640 I 2. Less "Remaining Portion" (per build out schedule) ( 85,255) $ 85,255 $85,255 I forgivable contingent receivable liability 3. Less Gas Piping Removal ( 4,060) I 4. Less Water Piping Removal ( 8.270) 5. Net Payable at Closing $311,115 I 6. Subject to further reductions for: I a. Kem Milling Foundation Possible Documented Removal ( 61,405) City Actual Costs I Reimbursement b. Exterior Brick Updates Possible Documented ~ Phase II, III & IV (200.000) City Actual Costs Reimbursement I 7. Lowest Possible Sales Price $ 49.710 Ongoing Negotiations I As the City Council is aware, negotiations with Welsh have continued as late as one week ago. The change in site plans, discovery from construction and financing requirements have caused I many issues to be brought to the table. During this time, Welsh representatives raised the issue of not having sufficient financing to deliver $311,115 in cash or certified check at closing. They proposed having an immediate write down to $49,710 at the time of closing. City representatives I objected to this proposal as the leverage of having Welsh perform on a not to exceed basis with respect to both the foundation removal ($61,405) and the brick upgrade $200,000) would be I gone. The Council might recall that the approvals granted for additional assistance were based upon some stringent "not to exceed" language. The basic issue of contention was trying to develop language acceptable to both parties which incorporated the intentions of the City I Council. Current Purchase Price I As a result, staff negotiated additional language under Section 2 of the agreement which meets the spirit of the original purchase price and addresses both parties' concerns. This language is -- based on the following: I