11-13-2002 Council Agenda - Laserfiche WebLink

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6. Payment Terms. Upon Seller's full performance of Seller's obligations under this Agreement, Buyer must: a. tender $500,000.00 to Seller in cash, certified funds or wire transferred funds; and b. execute and deliver to Seller and cause The Village at Little Canada LLC to execute and deliver to Seller a $200,000 promissory note in the form attached as Exhibit C (the "Promissory Note "). Seller and The Village at Little Canada LLC are currently negotiating a development agreement for The Village at Little Canada LLC's development of residential townhomes on certain property adjacent to the Property (the "Townhome Development Agreement "). The Townhome Development Agreement will obligate The Village at Little Canada to execute and deliver to Seller a mortgage on the "Development Property," as defined in the Townhome Development Agreement, to secure The Village at Little Canada LLC's obligations under the Promissory Note. The Village at Little Canada LLC must deliver the mortgage to Seller and provide for the payment of the applicable mortgage registration tax contemporaneously with Seller's conveyance of the "Development Property," as defined in the Townhome Development Agreement, to The Village at Little Canada LLC. 7. Conveyance Terms. Upon Buyer's full performance of Buyer's obligations under this Agreement, Seller must Seller return the Letter of Credit to Buyer and execute and deliver to Buyer a Quit Claim Deed conveying fee title to the Property to Buyer subject only to: a. Building, zoning and subdivision statutes, laws, ordinances and regulations; b. Reservations of minerals or of mineral rights in favor of the State of Minnesota, if any; c. The lien of real estate taxes and special assessments not yet due and payable; and d. All covenants, conditions, restrictions, easements, encumbrances and other title matters ascertainable from a review of the applicable county land records as of April 14, 2002.2002, except for the Develo • ment Contract dated June 25 1986 and recorded June 30, 1986 as Document No. 2320078 which the Seller shall cause to be released, of record, on or before the Date of Closin • . (hereinafter, collectively, the "Permitted Encumbrances "). 8. Possession. Upon Buyer's full performance of Buyer's obligations under Section 9(b) below, Seller must deliver possession of the Property to Buyer. 9. Closing. The Parties shall meet at the offices of Briggs and Morgan Professional Association, 2200 First National Banlc Building, St. Paul, MN at 9:30 a.m. on January 15, 2003,a Business Dav, as defined in the Development Agreement, which is between Januar 10 1428339vRed V8 to V7; 11/1/02 2