6.1. & 6.2. SR 03-08-1999 - Laserfiche WebLink

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~ (e) . Pursuant to the terms of the Mortgage and Note, Buyer's payment to Sellers and Seller's delivery of partial releases of the Mortgage and for portions of the Property, shall occur following the sale of any portion of the Property to a third party upon payment to the Seller of the Adjusted Release Price as defined in the Note. (f) Within thirty (30) days from the date Buyer closes on the sale },A of the property, or any portion thereof, to a third party, and 'n.dEIII( ~a.s~~en paid in full for said sale, Buyer shall pay Seller _111 (). · percent ($p%) of the net proceeds from the sale of each o<Mi portion of the property in excess of the pro rate portion of each parties share of the development costs for the property sold. (g) For purposes of paragraph 4(e), Buyer's Development Costs shall be actual, if known, and otherwise reasonably estimated. 5. Square Footage. For purposes of calculating the purchase price, square footage shall not be reduced by any claim or allegation that a part of the lands and premises described in Exhibit A is defined by any city, state or federal government entity, agency or authority as a wetland, public water or sensitive ground water area. The parties agree that the City of Elk River , is the appropriate authority to determine and define such wetland, public water or sensitive ground water area, and that if any part of the lands and premises described in Exhibit A is so identified that the Buyer in developing drainage of said land for the purposes of its development will undertake to negotiate the elimination or minimization of such area. Only in the event of a catastrophic and unexpected results from such efforts will the effect thereof become a factor modifying the provisions of this Agreement, and then only to the extent, determined by a neutral arbitrator after examining evidence submitted by the parties. . 6. Contingencies. The obligations of Buyer under this Agreement are contingent upon the following: (a) (b) (c) . The representations and warranties of Sellers contained in this Agreement must be true now and on the date of closing as if made on the closing, unless waived by Buyer; Buyer is satisfied in its sole discretion with a Phase I hazardous waste and environmental review ("Assess1,11ent") of the Property, together with a physical inspection and investigation of the Property ("Inspection"); As soon as possible, Sellers shall deliver to Buyer, any survey of the Property in Sellers' possession; (d) The securing by Buver of the uncondi tional approvals of all city, county, state and federal licenses, permits, plat approvals, development agreement(s) and other approvals necessary for Buyer to construct a retail development on the Property; -5-