09-12-2007 Council Agenda - Laserfiche WebLink

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PURCHASE AGREEMENT THIS AGREEMENT is made as of this _SO day of April, 2007, between Twin Cities Stores, Inc., a Delaware corporation ( "Seller "), and the City of Little Canada, a Minnesota municipal corporation ( "Buyer "). In consideration of this Agreement, Seller and Buyer agree as follows: 1. Sale of Property. Seller agrees to sell to Buyer, and Buyer agrees to buy from Seller, the following property (collectively the "Property "). (a) Real Property. The real property and fixtures located 2250 Rice Street in Ramsey County, Minnesota and further identified by property identification number 07- 29 -22 -33 -0005 ( "Land "), together with all easements and rights benefiting or appurtenant to the Land (collectively the "Real Property "). (b) Leases. Seller's interests as lessor in all of the leases, if any, affecting the Property. 2, Purchase Price and Manner of Payment. The total purchase price ( "Purchase Price ") to be paid by Buyer to Seller for the Property shall be Eight Hundred Fifteen Thousand Dollars and 00 /xx ($815,000), which Purchase Price shall be payable in full by check on the Closing Date. 3. Buyer's Contingencies. The obligations of Buyer under this Agreement are contingent upon each of the following: (a) Representations and Warranties. The representations and warranties of Seller contained in this Agreement must be true now and on the Closing Date as if made on the Closing Date. (b) Title, Title to the Property shall be acceptable to Buyer in Buyer's reasonable discretion, in accordance with the requirements and terms of Section 7 below. (c) Performance of Seller's Obligations. As of the Closing Date (subject to the provisions of Subsection (f) below), Seller shall have performed all of the obligations required to be performed by Seller under this Agreement, as and when required by this Agreement. Included within the obligations of Seller under this Agreement shall be the following: (i) Seller shall allow Buyer, and Buyer's agents, access to the Property without charge and at all reasonable times upon prior notice to Seller for the purpose of Buyer's investigation and testing of the same. Buyer shall pay all costs and expenses of such investigation and testing. Buyer shall repair and restore any damage to the Property caused by or occurring as a result of Buyer's testing and shall defend, indemnify and hold Seller and the Property harmless from any loss or damage incurred by or any claims 3