12-19-2012 Council Agenda - Laserfiche WebLink

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15. Contingencies and Conditions Precedent. This Agreement shall be subject to the following contingencies or conditions precedent: a. Environmental and Soils Investigation. Purchaser shall have the right to enter the property for the purpose of conducting environmental and soils evaluations of its choosing by parties acceptable to Purchaser. This must be done prior to the closing date. Purchaser shall make arrangements for any such investigations and Purchaser shall pay the cost associated with same. Prior to closing, Purchaser shall obtain such report(s), and within five (5) days after receipt of such report(s) terminate this Agreement if the report(s) reveals a material condition affecting the property which is unacceptable to the Purchaser in Purchaser's sole discretion. In the event that this Purchase Agreement is terminated pursuant to the foregoing contingencies and conditions precedent, all earnest money, together with accrued interest, shall be promptly refunded to the Purchaser and Purchaser shall execute a termination statement or quit claim deed upon the request of Seller or Seller's agent. 16. Notice. Any notice required herein shall be in writing and delivered personally or mailed certified via certified nail, return receipt requested, to the addresses set forth below: Seller: Purchaser: Larry Horning DC, Inc. 5070 N 3501 Street Milwaukee, WI 53209 City of Little Canada Attn: City Administrator 515 Little Canada Road East 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. Possession. Seller shall grant possession of the Property to Purchaser at the date of closing, with the understanding stated below that the Purchaser shall allow the Seller to continue occupancy until January 31, 2013 under the terms of an Occupancy Agreement. 18. Closing. The closing of the purchase and sale contemplated by this Agreement (the "Closing ") shall occur on or before December 31, 2012 (the "Closing Date "). The closing date may be extended by mutual agreement. The closing shall take place at the office of the Company that provides the Title Commitment, or at such other place as may be agreed to. Page 6 of 9 H: \.Ioclli \Correspondence \.noel 2 012 \Donovan Construction Purchase Agreement - Attorney Reviewed - 12.12.12.doc 7