07-23-2003 Council Agenda - Laserfiche WebLink

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(iii) At least thirty (30) days before the scheduled Closing Date, Buyer must have provided to Seller evidence that Buyer will have adequate financing to complete the development of the Minimum Improvements for the Property as required by the Development Agreement. (iv) On or before the Date of Closing, for purposes of the Development Agreement, Seller shall have approved Buyer's Construction Plans for the Minimum Improvements to be built on the Property. Seller may exercise one or more of the contingencies described in this Section 14(a) at any time on or before the Date of Closing. The procedures for Seller's exercise of the contingencies are set forth in Section 17 below. b. Buyer's Contingencies. Buyer's obligations under this Agreement are contingent on: (i) Seller's performance of its obligations under the Development Agreement relating to the Property; (ii) Within ninety days after the execution of this Purchase Agreement, Buyer shall have determined that the matters and conditions disclosed by the environmental and soil compaction investigations, reports and tests received or performed by Buyer pursuant to Section 22 will not materially and adversely affect the Project; (iii) At least thirty (30) days before the scheduled Closing Date, Buyer shall have received a commitment to finance the development costs of the Minimum Improvements to be built on the Property on reasonable terms; (iv) On or before the Date of Closing, for purposes of the Development Agreement, Seller shall have approved Buyer's Construction Plans for the Minimum Improvements to be built on the Property. Buyer may exercise the contingency described in Section 14(b)(i) at any time on or before the Date of Closing. Buyer may exercise the other contingencies described in Section 14(b) at any time on or before the date described in the applicable contingency. Buyer is deemed to have waived each contingency for which Buyer does not exercise that contingency on or before the date described above as to that contingency. Any increase of at least 5% in the total development costs reasonably expected to construct the Minimum Improvements 011 the Property as required by the Development Agreement would "materially adversely affect the Project" for purposes of this Section 14(b). The procedures for Buyer's exercise of the contingencies are set forth in Section 17 below. 15. Assignment. Buyer may not assign Buyer's rights and obligations under this Agreement to a third party without the written consent of Seller. Seller may grant or withhold Seller's consent to an Assignment at Seller's sole discretion. Notwithstanding the preceding two sentences, Buyer may assign this Agreement to an affiliate of Buyer without Seller's consent. An 1455685v2