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EXCLUSIVE SALE LISTING AGREEMENT
<br /> This Exclusive Sale Listing Agreement("Agreement")is entered into on October 12,2016("Effective Date"),by and
<br /> between Welsh Companies,LLC d.b.a.Colliers International I Minneapolis—St.Paul("Colllers")and City of Centerville
<br /> as owner("Owner").
<br /> 1. Colliers as Exclusive Selling Agent. Owner hereby appoints Colliers as sole and exclusive agent for the sale of
<br /> the real property comprised of 1.69 acres located in Anoka County, Minnesota(the"Property')and legally described
<br /> on Exhibit A,attached hereto,with all improvements now or hereafter made on or to the real property. Owner agrees
<br /> to promptly disclose to Colliers any personal property to be included in the sale.
<br /> 2. Term and Extension. Commencing on the Effective Date and continuing through September 30,2017(the"Term").
<br /> If during the Term of this Agreement,an escrow is opened or negotiations involving the sale,transfer,or conveyance
<br /> of the Property have commenced or are continuing,then the Term of this Agreement shall be extended through the
<br /> termination of such negotiations or consummation of such transaction for a period not to exceed one-hundred and
<br /> eighty(180)days.
<br /> 3. Terms of Sale. The offering price of the Property shall be TBD Dollars($TBD),which shall be payable,at the option
<br /> of the purchaser, in cash or cash and assumption of any existing assumable ban.Any offer to purchase the Property
<br /> may contain normal and customary contingencies such as the purchaser's approval of a preliminary title report,survey,
<br /> soils test,feasibility study and existing leases. Other terms include the following:Cash or other terms agreeable to
<br /> Owner.
<br /> 4. Negotiations and Cooperation. All inquiries and offers which Owner receives shall be referred to Colliers and all
<br /> negotiations shall be conducted solely by Colliers or under its direction. Owner shall cooperate fully with Colliers and
<br /> shall provide Colliers access to the Property at all reasonable times.
<br /> 5. Advertising. Colliers is authorized to publish this listing or otherwise advertise the space in the Building and
<br /> promote the sales/leasing of such space by signs, circulars and mailings, and by engaging in other appropriate
<br /> forms of advertising,all of which shall be subject to the mutual agreement of Owner and Agent as to its extent,form
<br /> and content, and as to the sharing of the cost of such advertising. Owner understands and agrees that the
<br /> information contained in this Agreement or otherwise published for marketing purposes is not confidential,and will
<br /> be available to third parties, Including prospective tenants or purchasers, other members of Colliers who do not
<br /> represent Owner and who may represent prospective tenants or purchasers, and other parties granted access to
<br /> Owner's listing information.
<br /> 6. Cooperation With Other Brokers. Owner understands and agrees that Colliers may, when appropriate, solicit the
<br /> cooperation of other real estate brokers and, regardless of whether the cooperating broker is the broker of the
<br /> purchaser, Owner, neither or both, Colliers may pay them from commissions that are received by Colliers under the
<br /> terms of this Agreement.
<br /> 7. Commissions. Owner hereby agrees to pay a commission or commissions to Colliers in accordance with the Schedule
<br /> of Land Sale Commissions attached to this Agreement as Exhibit and by this reference made a part hereof,and in
<br /> accordance with the payment provisions set forth in Section 8 of this Agreement. Owner shall pay a commission to
<br /> Colliers upon the occurrence of one of the following events:
<br /> a) During the Term(i)Colliers,Owner, or any other person or entity procures a purchaser who is ready, willing
<br /> and able to purchase the Property on the terms set forth in Section 3 hereof,or on other terms acceptable to
<br /> Owner,or(ii)Owner,through any person or entity other than Colliers,enters into any other contract to transfer
<br /> or exchange the Property or any interest therein or grants an option to purchase the Property to any person or
<br /> entity;or
<br /> b) Within one hundred eighty(180)days after expiration of the Term,Owner sells or exchanges,or enters into
<br /> any contract to sell or exchange,the Property or any interest therein;or Owner grants an option to purchase
<br /> the Property; or negotiations commence and continue leading to the sale or exchange of, or an option to
<br /> purchase,the Property or any interest therein to any person or entity to whom Colliers submitted information
<br /> regarding the availability of the Property for sale or with whom Colliers negotiated or discussed potential terms
<br /> of such a sale,or any person or entity who submitted to Owner through Colliers a written offer to purchase the
<br /> Property(all"Prospective Purchasers"). Such commission shall be paid within ten (10)days after closing
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