4.12. SR 11-16-2015 - Laserfiche WebLink

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AGREEMENT THIS AGREEMENT("Agreement")is made as of the day of ,2015,by and among Envision Company, LLC, a Minnesota limited liability company ("Grantor"), Envision 3, LLC, a Minnesota limited liability company("Grantee")and Sportech,Inc.,a Minnesota corporation ("Company"). The Grantor,Grantee and Company may be referred to collectively as the"Parties"or individually as a"Party". RECITALS: (Rl) On or around September 14, 2015, the City of Elk River(the "City") sold and conveyed to Grantor (the "Sale") that certain real property legally described as Lots 1 and 2, Block 2, Nature's Edge Business Center, Second Addition, Elk River, Minnesota(the"Property"). (R2) As part of the Sale, Grantor and City entered into certain ancillary documents related therefo, including that certain Tax Abatement and Business Subsidy Agreement dated September 14, 2015 (collectively, the"City Abatement Agreement"). (R3) As further part of the Sale, Grantor and the County of Sherburne(the"County")entered into certain documents related thereto,including that certain Tax Abatement and Business Subsidy Agreement dated September 14,2015 (the"County Abatement Agreement"and together with the City Abatement Agreement as the"Abatement Agreements"). (R4) The Sale and execution of the Abatement Agreements was all related to Grantor's desire to develop the Property and construct a manufacturing facility(the"Facility")on the Property, which Facility would be leased to Company (the"Project"). (R5) Grantor now desires to transfer ownership of the Property to Grantee and Grantee is willing to accept the Property from Grantor, subject to the terms and conditions of this Agreement. NOW,THEREFORE,based on the mutual covenants contained herein and other good and valuable consideration, the sufficiency of which is hereby acknowledged, the Parties agree as follows: 1. Deed. Upon the execution of this Agreement and the satisfaction of the conditions precedent set forth in Section 6 below, Grantor agrees to execute a quit claim deed,in substantially the same form set forth in the attached Exhibit A,transferring ownership of the Property to Grantee (the"Transfer"). Grantor and Grantee acknowledge, agree and understand that the Transfer shall be subject to all mortgages and other encumbrances on the Property. 2. Lease. Contemporaneous with the Transfer, Grantee and Grantor shall enter a land lease,whereby Grantor leases the Property from Grantee in substantially the same form set forth in 1