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• Exhibit B) on or before the Date of Closing so that as of the Date of Closing Buyer, its
<br /> agents and contractors,will have access to the Property to begin construction of the
<br /> improvements according to the approved Plans;
<br /> k. Buyer and the fee owner of Lot 1, Block 1,NORTHSTAR BUSINESS
<br /> PARK, and Buyer and the fee owner of Lot 3,Block 1,NORTHSTAR BUSINESS
<br /> PARK, each having entered into a mutually agreeable easement and maintenance
<br /> agreement for joint access on the north boundary line of the Property and the south
<br /> boundary line of the Property, respectively. The proposed location of such easement
<br /> areas are depicted on Exhibit C to this Agreement. Buyer and Seller, as applicable, agree
<br /> to use commercially reasonable efforts and to act in good faith with such fee owners with
<br /> respect to the negotiation and execution of the foregoing easement agreements.
<br /> Buyer must use commercially reasonable efforts to satisfy the contingencies described in
<br /> Sections 18(a), 18(b) and 18(c) on or before September 26,2005. If Buyer does not satisfy one
<br /> or more of the contingencies described in Sections 18(a), 18(b) or 18(c) on or before September
<br /> 26, 2005, or if one or more of the contingencies described in Sections 18(d), 18(e), 18(f), 18(g),
<br /> 18(h), 18(i), 18(j) or 18(k) are not satisfied on or before September 30, 2005, Buyer may
<br /> terminate this Agreement pursuant to the procedures set forth in Section 23. If Buyer does not
<br /> notify Seller, in accordance with the requirements of Section 23, on or before September 26,
<br /> 2005, that Buyer is exercising one or more of the contingencies described in Sections 18(a),
<br /> 18(b) or 18(c), or if Buyer does not notify Seller, in accordance with the requirements in Section
<br /> • 23, on or before September 30, 2005, that Buyer is exercising one or more of the contingencies
<br /> described in Sections 18(d), 18(e), 18(f), 18(g), 18(h), 18 (i), 18(j) or 18(k), Buyer's right to
<br /> exercise the contingencies described in this Section 18 terminate, and the Parties must proceed
<br /> pursuant to the other provisions of this Agreement.
<br /> 19. Seller's Contingencies. Seller's obligations under this Agreement are contingent
<br /> on:
<br /> a. Seller's Board (i) determining that the sale contemplated by this
<br /> Agreement is in the best interest of the City of Elk River and its people and furthers
<br /> Seller's general plan of economic development; and(ii) adopting a resolution approving a
<br /> sale pursuant to the terms of this Agreement at a hearing called and held in accordance
<br /> with the requirements of Minnesota Statutes Section 469.105, Subd. 2;
<br /> b. No taxpayer filing an appeal within the twenty(20) day time period
<br /> described in Minnesota Statutes Section 469.105, Subd. 3;
<br /> c. Buyer having submitted and Seller having approved Plans pursuant to
<br /> Section 7; and
<br /> d. The City of Elk River having completed its grading of the Property
<br /> pursuant to the Preliminary Grading Plan for Northstar Business Park prepared by BDM
<br /> Consulting Engineers, PLC, dated July 19, 2005 (a copy of which is attached as Exhibit
<br /> • B), on or before the Date of Closing.
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