12-20-2006 Council Agenda - Laserfiche WebLink

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26. Right of Entry. Sellers hereby grant Buyer right of entry to the property prior to the date of closing after reasonable notice by Buyer to Sellers. 27. Construction. No provision of this Agreement shall be construed by any court or other judicial authority against either Sellers or Buyer by reason of any such party being deemed to have drafted or structured such provision. 28. Survival of Closing. All representations, warranties, agreements and indemnities contained in this Agreement shall survive the closing. 29. Entire Agreement. This Agreement constitutes the entire agreement of the parties relative to the sale of the Property. The parties acknowledge there exists no understanding or provisions relative to the sale of the Property except as set forth in this Agreement. This Agreement may not be changed, waived, discharged or terminated except in writing executed by Sellers and Buyer or canceled pursuant to statute. 30. Attorneys' Fees. If either party commences an action against the other to enforce any of the terms of this Agreement or because of the breach of the other party of any of the terms hereof, the losing or defaulting party shall pay to the prevailing party reasonable attorneys' fees, costs and expenses incurred in connection with the prosecution or defense of such action. 31. Contingencies. This sale is conditioned upon the following events occurring prior to closing. If all of them are not completed by April 1, 2006, then this agreement shall become null and void and all earnest money shall be returned to Buyer. However, Buyer may waive any of the following conditions if it is determined to be in Buyer's best interests as determined at their sole discretion. The conditions are as follows: 1. Acquisition of the entire property located at 2250 Rice Street that is currently occupied by Oasis Market. 2. Acquisition of property from 2260 Rice Street to facilitate the relocation of Viking Drive whereby a connection with Minnesota Avenue is created using the easterly 60 feet of the property at 2260 Rice Street. Determination of the adequacy of said acquisition is at Buyer's sole discretion. 3. Acquisition of easements or fee simple title from 85 Viking Drive West, if any. 4. Design of a satisfactory street alignment that relocates Viking Drive to Minnesota Avenue as determined in Buyer's sole discretion, and subject to any required approvals from the Minnesota Department of Transportation and Ramsey County Public Works. -;-