11-24-2004 Council Agenda - Laserfiche WebLink

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Seller: Purchaser: City of Little Canada Attn: City Administrator 515 Little Canada Road East Little Canada, MN 55117 Blue Chip Properties, LLC 127 East County Road C Little Canada, MN 55117 Such notices, if mailed, are effective the earlier of upon actual receipt or two business days after the date of mailing. Any party may change its address for service of notice by giving written notice of such change to the other party, in the manner specified above, five (5) days prior to the effective date of such change. 17. Destruction. In the event the property is destroyed or substantially damaged, Seller shall assign to Purchaser Seller's right, title and interest in and to all insurance proceeds or award resulting from such destruction or taking at the closing. 18. Possession. Possession of the Property shall be granted by Seller to Purchaser at the date of closing. 19. Closing. The closing shall take place at the offices of C.I. Title, Inc. on or before December 31, 2004, unless otherwise agreed by Purchaser and Seller. At closing, Seller shall deliver to Purchaser, at Seller's expense, the documents specified in paragraph 5 of this Agreement. 20. Indemnification. Seller agrees to indemnify and hold Purchaser, its successors and assigns, harmless of and from any and all liabilities, claims, causes of action, penalties, demands and expenses of any kind or nature whatsoever (except those items which by this Agreement specifically become the obligation of Purchaser) arising out of resulting From, relating to, or incident to the Property up to and including the date of closing or which are in any way related to the ownership, maintenance or operation of the Property, and all expenses related thereto, including, without limitation, court costs and attorneys' fees, except to the extent caused by an act or omission of Purchaser, its agents, employees or contractors. Purchaser agrees to indemnify and hold Seller, its successors and assigns, harmless of and from any and all liabilities, claims, causes of action, penalties, demands and expenses (including attorneys' fees and costs) of any kind or nature whatsoever (except those items which by this Agreement specifically become the obligation of the Seller) arising out of activities of Purchaser, including Page 8of10 I- I:Voell-I \Conespondence\Joel 2004 \County Road 13 Purchase Agreement - Gordie Howe - 11.19.04.doc