2022-09-14 CC Packet - (Revised)

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Centerville Schifsky PA version 09092022-2 for Council Packet Closing.Iftherealestatetaxesandspecial assessment are estimated due to the subdivision of the Real Property a larger parcel(s), the real estate taxes and special assessments will be estimated on per square foot basis as reasonably agreed to between the Buyer and the Seller. B. State Deed Tax. Seller will pay any State Deed Tax necessary to record the Warranty Deed. C. Recording Costs. Buyer will pay the cost of recording the Warranty Deed, and Seller will pay the cost of recording all additional documents necessary to place record title in the condition warranted by Seller in this Agreement. The Buyer will pay the costs of recording all other documents. D. Other Costs. All operating costs of the Real Property will be allocated between Seller and Buyer as of the Closing Date, so that Seller pays that part of such operating costs payable before the Closing Date, and the Buyer pays that part of such operating costs payable from and after the Closing Date. Any closing costs not expressly allocated herein shall be allocated between Buyer and Seller in accordance with custom and practice in similar commercial real estate transactions in Anoka County, Minnesota. E. Closing Fee. Buyer will pay any closing fee charged by the Title Company at Closing. 9. OPERATION PRIOR TO CLOSING. During the period from the date of Seller's acceptance of this Agreement to the Closing Date (the "Executory Period"), Seller will operate and maintain the Real Property in the ordinary course of business in accordance with prudent, reasonable business standards, including the maintenance of adequate liability insurance Seller will execute no contracts, leases or other agreements regarding the Real Property during the Executory Period that are not terminable on or before the Closing Date, without the prior written consent of Buyer, which consent may be withheld by Buyer in its sole discretion. 10. DAMAGE. If, prior to the Closing Date, all or any part of the Real Property is substantially damaged by fire or other casualty, the elements or any other cause, the Seller will immediately give notice to Buyer of such fact and at Buyer's option (to be exercised within twenty (20) days after Seller's notice), this Agreement will terminate, in which event neither party will have any further obligations under this Agreement and the Earnest Money will be refunded to Buyer or Buyer may elect to Close, in which case Seller shall assign to Buyer all unused proceeds related to such damage. 11. NOTICES. All notices and demands given or required to be given by any party hereto to any other party shall be deemed to have been properly given if and when delivered in person, the next business day after being sent by reputable overnight commercial courier (e.g. U.P.S. or Federal Express), sent by facsimile (with verification of receipt) or three (3) business days after having been deposited in any U.S. Postal Service and sent by registered or certified mail, postage prepaid, addressed as follows (or sent to such other address as any party shall specify to the other party pursuant to the provisions of this Section): 12