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3. Buyer will pay Seller a total of $_ _ for the Credits, as follows: <br />a) $_ _ as earnest money, to be paid when this Agreement is signed; and <br />b) The balance of $_ to be paid on the Closing Date listed below. <br />4. [❑ ] Buyer, [❑ ] Seller agrees to pay to a withdrawal fee of $_ _ to the State of Minnesota <br />based on the per credit fee of _ _for Bank Service Area _ _ and a stewardship fee of $_ <br />based on the per credit fee of $_ . At the Closing Date, [❑] Buyer, [❑ ] Seller will execute a check <br />made out for this amount, payable to the Board of Water and Soil Resources. <br />5. The closing of the purchase and sale shall occur on _ , 20 _ (Closing Date) at <br />The Closing Date and location may be changed by written consent of both parties. Upon payment of the <br />balance of the purchase price, Seller will sign a fully executed Transaction Form to Withdraw Credits <br />provided by BWSR, provide a copy of the Transaction Form to Withdraw Credits to the Buyer and forward <br />the same to the BWSR along with the check for the withdrawal fee and stewardship fee. <br />6. Buyer has applied or will apply to _ (Local Government Unit (LGU) or other regulatory <br />authority) for approval of a replacement plan utilizing the Credits as the means of replacing impacted <br />wetlands. If the LGU has not approved the Buyer's application for a replacement plan utilizing the Credits <br />by the Closing Date, and no postponement of the Closing Date has been agreed to by Buyer and Seller in <br />writing, then either Buyer or Seller may cancel this Agreement by giving written notice to the other. In this <br />case, Seller shall return Buyer's earnest money, and neither Buyer nor Seller shall have any further <br />obligations under this Agreement. If the LGU has approved the replacement plan and the Seller is ready to <br />proceed with the sale on the Closing Date, but Buyer fails to proceed, then the Seller may retain the earnest <br />money as liquidated damages. <br />(Signature of Seller) (Date) (Signature of Buyer) (Date) <br />Page 2 of 2 <br />BWSR Example Purchase Agreement <br />Updated July 14, 2017 <br />