08-22-2001 Council Agenda - Laserfiche WebLink

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licensed to practice in the state of Minnesota prepares. If a new survey is necessary, Buyer shall be responsible for the cost of the new survey. 6. Payment Terms. Upon Seller's full performance of Seller's obligations under this Agreement, Buyer shall tender the Purchase Price to Seller via certified check or wire transferred funds. 7. Conveyance Terms. Upon Buyer's full performance of Buyer's obligations under this Agreement, Seller shall execute and deliver to Buyer a Quit Claim Deed (the "Deed ") conveying all of Seller's right, title and interest in and to the Property subject to all covenants, conditions, restrictions, easements and other encumbrances of record as of the date of this Purchase Agreement; any covenants, conditions, restrictions, easements or other encumbrances created on or after the date of this Purchase Agreement with the written consent of Buyer; and the right of reverter described in this Section 7. Seller has disclosed to Buyer that the Project is the subject of an existing development agreement between Seller and RAB, L.L.C. (the "RAB Development Agreement "). The RAB Development Agreement granted RAB, L.L.C. a right to purchase the Property subject to RAB L.L.C.'s satisfaction of certain conditions precedent. The Seller represents to Buyer that RAB, L.L.C. has failed to satisfy one or more of the conditions precedent and is in default of the performance of its obligations under the RAB Development Agreement as a result of its failure to complete construction of certain minimum improvements on the Property on or before the construction completion date established in the RAB Development Agreement. Seller represents to Buyer that Seller is negotiating with RAB, L.L.C. to induce RAB, L.L.C. to execute a recordable termination agreement evidencing the termination of RAB L.L.C.'s right to acquire the Property. If Seller is unable to induce RAB, L.L.C. to execute the termination agreement or other recordable evidence of the termination of RAB, L.L.C.'s right to acquire the Property on or before ,August 31, 2001, Seller will commence and diligently prosecute a district court action seeking a court order evidencing the termination of RAB, L.L.C.'s right to purchase the Property. Seller has disclosed to Buyer that Arndt Business Forms, Inc. ("Arnett") has filed a Notice of Lis Pendens as Document No. 3392403 against the Property. Seller will attempt to induce Arnell to discharge said Lis Pendens prior to the Closing. If Seller is unable to induce Arnell to discharge the Lis Pendens, Seller will commence and diligently prosecute a district court action seeking a court order determining that the Lis Pendens is of no force and effect against the Property. The Quit Claim Deed shall reserve to Seller a right of reverter. Seller may exercise the right of reverter and terminate Buyer's interest in the Property if Buyer defaults in the performance of one or more of the following obligations of Buyer under the Development Agreement: 1316963v1 a. The obligation to commence construction of the Minimum Improvements on or before the Construction Commencement Date, as the same may be extended as a result of Unavailable Delay; b. The obligation to fully perform each of Buyer's obligations under any First Mortgage which Seller consents to pursuant to Section 9.2 of the Development Page 86