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PURCHASE AGREEMENT <br />PURCHASE AGREEMENT, made this Z day of November, 2005, by and <br />between the CITY OF LITTLE CANADA, a Minnesota municipal corporation ( "Seller ") and <br />TOPC, LLC, a Minnesota Limited Liability Company ( "Buyer "). <br />RECITALS: <br />A. Seller desires to sell and Buyer desires to purchase certain real estate situated in <br />Ramsey County, Minnesota, described as: PIN #07- 29 -22 -43 -0003, the legal description of <br />which is represented by Seller to be: <br />That part of the West one -half of the Southeast quarter of Section 7, Township 29, <br />North, Range 22 West, lying west of the westerly right of way line of the <br />Minneapolis, St. Paul and Sault Ste. Marie Railway Company as now located and <br />established and southerly of the southerly right of way line of Trunk Highway No. <br />36 as now located and established; which lies northerly and easterly of the <br />following described line: <br />Beginning at a point on the South line of Rosedale Avenue distant 133 feet <br />westerly of its intersection with the north and south quarter line of said Section 7; <br />thence run east on the south line of Rosedale Avenue and its easterly extension <br />for 166 feet; thence deflect to the right at an angle of 45 degrees 00 minutes 00 <br />seconds and run southeasterly to an intersection with a line run parallel with and <br />distant 60 feet northwesterly of the northwesterly right of way line of said <br />Minneapolis, St. Paul and Sault Ste. Marie Railway Company; thence run <br />southwesterly on said 60 foot parallel line to its intersection with a line run <br />parallel with and distant 33 feet north of the south line of said Section 7, and there <br />terminating, (the "Real Estate "), and <br />B. The exact legal description of the Real Estate will govern as determined <br />by such surveys and title examinations as are necessary, and <br />C. The parties desire to set forth their agreement by this written instrument. <br />NOW THEREFORE, in consideration of the foregoing Recitals, the mutual covenants <br />and promises made herein, and for other good and valuable consideration, it is hereby agreed as <br />follows: <br />1. SALE AND PURCHASE. Seller agrees to sell and Buyer agrees to purchase <br />from Seller the Real Estate pursuant to the terms and conditions of this Agreement. Seller shall <br />also provide Buyer with an easement over an. area generally described as being East of the <br />vacated road but westerly of the panhandle of the adjoining real estate owned by Seller for use <br />by Buyer as a storm water retention pond (see Schedule 1 attached hereto). <br />- 1 6 - <br />