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agreed that if Seller fails to provide such notice, Seller shall be deemed to have elected not to cure any such objections. In such event, or if Seller shall fail to provide any such notice to Buyer, Buyer shall have until tliktten (3410) days after the last day of the Election Period within which to either (a) waive Buyer's objections in writing and accept title to the Property subject to the matters which Seller has been unable or unwilling to cure; or (b) terminate this Agreement in writing and the Earnest Money shall be returned to Buyer and neither Seller nor Buyer shall have any further obligation hereunder, except as to those obligations provided for herein which are stated to survive termination of this Agreement. If Buyer does not so waive such objections in writing or so terminate this Agreement in writing Buyer shall be deemed to have waived Buyer's objections and accepted the Property subject to the matters which Seller has been unable or unwilling to eliminate and such accepted exceptions shall be included in the term "Permitted Exceptions". 4.4 Policy. At Closing, Seller will cause Title to furnish to Buyer a suitably marked up Title Commitment initialed by Title or a proforma title policy undertaking to issue the Policy in the form required by the Title Commitment as approved by Buyer and otherwise in accordance with this Agreement. ARTICLE 5 COSTS AND FEES CONCERNING DEVELOPMENT OF PROPERTY. 5.1 Seller's Plat Obligations. Not late than Ccptcmbcr 1, 2012, Sclla vri i prepare and oubniit an apl' ioation the City aypirow". of a plat of the Z Property (the "Pat"). The Mat nazi plat the Property as a separate lot id must dedicate a right of way or easement for a a - is street �c.�ti oac Rio the easterly boundary of the Property. Seller will use commercially ruzona le efforts to cause the City to submit the Mat sic the City's city council (thc "City Council") for preaninairy plat approwal and —final. Elrat approval on or heforc 5:00 Local Time (defined bJrovr) on the datc which is 150 days after the datc of this Agreement (thc "Contingency Date"). The parties acknowledge and agree that the City Council of the City of Ramsey and all other governmental authorities with jurisdiction have approved the plat of COR TWO (the "Plat")_ the subdivision in which the Property is located. A copy of the Plat is attached hereto as Exhibit C. The Plat will be recorded at the Closing of the earliest of Lot 3, 4 or 5 to close. 5.2 Construction Reimbursement Obligations. It is understood and agreed that the owner of Lot 3 will construct an access drive to serve Lots 3, 4 and 5, the plans for which have been approved by the City. At Closing, in addition to the Purchase Price, Buyer will pay to Seller that portion of the cost of construction of the access drive equal to a fraction of the cost of the entire access drive, the numerator of which is the number of square feet of the access drive lying on Lot 35 and the denominator of which is the total number of square feet of the access drive lying on Lots 3, 4 and 5, as evidenced by sheet C2.1 of the approved site plans dated July 25, 2012, and the cost of construction of any and all utilities extended to the site as part of that common construction equal to a fraction of the cost of the entire utility improvements, the numerator of which is the portion of the utilities serving Lot 3. and the denominator being the total cost of the utility improvements. An engineers opinion of probable construction costs are attached as Exhibit D. The provisions of this Section shall survive the Closing__ 5.3 Fees. It is understood and agreed that the City's ordinances impose various fees and charges that are payable upon the approval of a fmal plat. Attached ,zz EKkibit C is a description of the fees and chargoz that -uiii be payable when tho Chat iz�appoved and an estimate of the amount of the fees and chargoz attrhxabe the Property (the "Platting Fccs"). Buyer is responsible for the payment of the Pkttting Fees, and Seller is responsible for the payment of the fees or chargoz that are payable upon the approval of tho Plat that aro attrib ab e to portions of the property owned by Seller in the development 84959-004\ 1571749.doc 3