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iii Buyer will, as soon as reasonably possible after the Closing Date, apply to the City of Ramsey any other governmental agencies for all "Permits" as defined in Section 14(b) necessary for Buyer's intended development of the Land, and Buyer will diligently pursue the acquisition of all such Permits. Buyer will pursue the acquisition of such Permits at Buyer's sole cost and expense. Seller agrees to cooperate with Buyer in the acquisition of such Permits, but Seller's obligation to cooperate does not obligate Seller to incur any cost or potential liability. 13. Inspections. At all times prior to the Date of Closing, Buyer and its employees, agents and contractors have the right, upon reasonable notice to Seller, to go upon the Land to inspect the Land and to determine the condition of the Land and the improvements located thereon, including specifically the presence or absence of hazardous substances, petroleum products and asbestos in, on or about the Land. Buyer acknowledges that Buyer is purchasing the Land in reliance on Buyer's inspection of the Land pursuant to this Section 13 and on Buyer's judgment regarding the sufficiency of such inspections. Buyer is not relying on any written or oral representations, warranties or statements that Seller or Seller's Agents have made other that the representations of Seller set forth in Section 11. 14. Buyer's Contingencies. Buyer's obligations under this Agreement are contingent on satisfaction of the contingency described in subsection (a) on or before the date sixty (60) days after the Effective Date and the satisfaction of the contingencies described in subsection (b), (c), (d) and (e) on or before the actual date of Closing. If the contingency described in subsection (a) is not satisfied on or before the date sixty (60) days after the Effective Date or if one or more of the contingencies described in subsections (b) (c), (d) and (e) are not satisfied on or before the actual date of closing, Buyer may terminate this Agreement pursuant to the provisions of Section 18. The contingency described in subsection (a) expires at the end of the 60t1i day following the Effective Date. If Buyer does not terminate this Agreement in accordance with Section 18 prior to the expiration of the contingency described in subsection (a) that contingency terminates and Buyer may no longer terminate this Agreement because of the failure of that contingency. Buyer's obligations under this Agreement are contingent on: a. Buyer's determination, in Buyer's reasonable discretion, based on Buyer's inspection of the Property and any other relevant information available to Buyer, that the physical condition of the Property, including but not limited to the Property's environmental condition and the soil conditions on the Property are acceptable to Buyer. b. Buyer's execution of the Development Agreement with the City of Ramsey pursuant to which the City of Ramsey agrees to provide Buyer with tax increment financing in an amount and on terms and conditions acceptable to Buyer in Buyer's sole and absolute discretion. c. Seller's title to the Land on the actual date of Closing not being subject to any covenants, conditions, restrictions, easements, liens or defects in marketability, other than Permitted Encumbrances. C-10 4937063v3