2022-09-14 City Council Packet - Laserfiche WebLink

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Centerville Schifsky PA version 09092022-2 for Council Packet a copy of which is attached hereto and incorporat and a submitted Block 7 to Seller, a copy of which is attached hereto and incorporated herein as Exhibit C ; the terms and conditions of these Exhibits MOU and the Buyer RFP Response are incorporated into this Agreement by reference. Buyer and Seller agree to transfer the obligations and conditions set forth in this subparagraph into a future Developers Agreement between the parties. P. Indemnification. Closing. Seller will defend, indemnify, and hold Buyer harmless from any claims arising 4. CONDITIONS PRECEDENT. A. Pre-Closing Conditions. Unless otherwise set forth herein, the obligations of Buyer under this Agreement are expressly contingent upon the satisfaction of each of the following conditions to be satisfied or waived in sole discretion Pre- Sections 4.A(ii) or 17: (i) Due Diligence. Buyer may perform, at its sole cost and expense, examinations and inspections relative to the economic and physical feasibility of the Real Property as Buyer determines in its sole and absolute discretion, including, without limitation, engineering studies, wetland delineation, market analysis, financial feasibility analysis including the availability of financing, and Seller agrees to promptly provide Buyer with all readily available property information to assist igence, including without limitation the Documents. If such Tests reveal any condition or circumstances which Buyer Buyer has the right and option to terminate this Agreement by written notice delivered to Seller on or before the Condition Date as set forth herein, at which time the Earnest Money will be refunded to Buyer, and this Agreement will be of no further force or effect. (ii) Documents. Within five (5) days of the Effective Date, Seller will provide to Buyer all relevant documents in current possession, relevant to the Real Property, including, without limitation, any municipal or governmental approvals for the Real Property, any notices or correspondence from any governmental agency, resolutions, agendas, staff reports, studies, analysis, tax statements, permits, soil reports, environmental assessment, leases, surveys, appraisals, or any other documents relevant to the Real may review all records in possession subject to the Minnesota Data Practices Act. (iii) Construction Financing. Buyer determines that competitive lending sources are available for construction and permanent financing for use of the Real Property, under terms and conditions acceptable to Buyer in its sole and absolute discretion. 4