HRA PACKET 02082022 - Laserfiche WebLink

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2.Consideration for HRA Parcel. Lowry Retail agrees to pay $515,216.00 (the “HRA Parcel Purchase Price”) for the HRA Parcel, at Closing. Lowry Retail and the HRA shall equally split (50/50) the costs for soil correction related expenses incurred by Lowry Retail or Bremer in the development of the HRA Parcel. The HRA participation for soil correction expenses shall be capped at $60,000.00, which shall be escrowed out of the sale proceeds by the HRA with the Title Company. 3.Consideration for Bremer Parcel. HRA agrees to pay One Hundred Forty-five Thousand Eighty and no/100 Dollars ($145,080.00) (or $10.40 per square foot, to be confirmed and adjusted by an ALTA survey, if any) (the “Bremer Parcel Purchase Price”), for the Bremer Parcel at Closing. 4.Timing of Closing. Subject to the following paragraphs of this Section 4, the closing of the conveyances referenced in Section 1 hereof (the “Closing”) shall occur within thirty (30) days after the end or earlier mutual waiver of the Due Diligence Period (as extended, if applicable), as described in Section 5 below. The Closing hereunder shall coincide with the closing of the sale of the Bremer Parcel and the Redevelopment Property by Bremer to Lowry Multifamily pursuant to the Interstate/Bremer Purchase Agreement (the “Interstate Purchase”). Accordingly, each party’s obligation to complete the Closing hereunder shall be conditioned upon the simultaneous closing of the Interstate Purchase, and if the Interstate/Bremer Purchase Agreement is terminated or the Interstate Purchase does not close on the date of Closing, then either party shall have the right to terminate this Agreement by written notice to the other at any time before Closing, whereupon neither party shall have any further rights or liabilities hereunder, except as expressly set forth below. Interstate agrees to provide at least 30 days’ prior written notice to HRA of the closing date for the Interstate Purchase (“Closing Notice”), which Closing Notice shall (i) confirm the date of Closing, calculated as provided above, (ii) be deemed a waiver of Interstate’s Due Diligence Period (if not already expired or waived), and (iii) automatically shorten HRA’s Due Diligence Period (if not already expired or waived) such that it shall expire on the 10th day after delivery of the Closing Notice (or, with respect to the HRA’s environmental diligence on the Bremer Parcel, the HRA’s Due Diligence Period shall expire no later than five (5) business days after receipt of a Phase I environmental site assessment with respect to the Bremer Parcel if the HRA so elects to obtain the same). Interstate also agrees to provide written notice to HRA of any (i) termination of or (ii) notice of default issued under, the Interstate/Bremer Purchase Agreement. 5.Conditions to Purchase of Parcels by each party. The buyer of each Parcel shall have a period of ninety (90) days from the Effective Date (the “Due Diligence Period”) (unless a different time period is provided below) to satisfy or waive the following conditions, at the buyer’s sole discretion: (a)Satisfaction as to economic feasibility and financing of the purchase of the Parcel for the buyer’s intended use (which for purposes of this Agreement, means the Node Project or the New Bremer Project, as applicable); (b)Review and acceptance of any environmental and/or property documentation provided by the seller; 2 2483256.v4