EDA Resolution 14-EDA-286 - Laserfiche WebLink

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documents related to the Property and in Seller's possession or control. C. Seller agrees that, if the Buyer's environmental investigation discloses the existence of any petroleum product or other pollutant, contaminant or hazardous substance on the Property which requires remediation under state or federal environmental laws or regulations, Seller: (i) at its expense, will perform the remediation to the satisfaction of the Minnesota Pollution Control Agency or other applicable regulatory authority, or (ii) if in Seller's judgment the Property can be more economically remediated without any improvements being located on the Property, terminate this Agreement. If remediation is undertaken but not completed prior to the date of closing, the Buyer may at its option(i)declare this Agreement null and void or(ii) proceed to closing and execute an agreement for remediation/indemnification and security (Remediation and Indemnification Agreement)as the Buyer may require. D. Seller hereby warrants to Buyer that during the time the Seller has owned the Property there have been no acts or occurrences upon the Property that have caused or could cause impurities in the subsoil or ground water of the Property or other adjacent properties. This warranty shall survive the closing of this transaction. E. Seller agrees to indemnify and hold harmless Buyer from any and all claims, causes of action, damages, losses, or costs (including reasonable attomey's fees) relating to impurities in the subsoil or groundwater of the Property or other adjacent properties which arise from or are caused by acts or occurrences upon the Property prior to Buyer taking possession of the same. This indemnity shall survive the closing of this transaction. 15. SURVIVAL OF REPRESENTATIONS AND WARRANTIES/NO MERGER: All of the representations, warranties, covenants and agreements of the parties hereto contained in this Agreement shall survive the closing of the transaction contemplated herein and the delivery of any documents provided for herein and shall not be merged into any other agreement. 16. RISK OF LOSS: Buyer is aware that the structures on the Property have been totally destroyed by a fire. Buyer is purchasing the property in its present condition and plans to raze any structures. 17. TIME OF ESSENCE: Time is of the essence in this Agreement. 18. CLOSING DATE AM) LOCATION: Upon any required approval by the City of Mounds View City Council, this Agreement for the sale of the above described Property shall be closed on October 30, 2014, or upon such other date agreed upon by the parties. The delivery of all papers and monies shall be made at the offices of the City of Mounds View/Mounds View City Hall and/or at the offices of a closer at the choosing of the City of Mounds View. If the closing date is changed, any and all costs, if prorated, shall be 449809v2 NKE M1J205-45 6