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Notices may be sent by certified mail or e-mail. Notices are effective two business days <br />after they are mailed via certified mail, return receipt requested or, if delivered in any <br />other manner, when the party to whom the notice is directed actually receives the notice. <br />If delivered at the Closing, a notice shall be deemed given when hand -delivered to the <br />party's representative at the Closing. The business addresses of the parties are as follows: <br />Seller: <br />Buyer: <br />City Administrator <br />City of Ramsey <br />7550 Sunwood Drive N.W. <br />Ramsey, MN 55303 <br />Email: pbrama@cityoframsey.com <br />OGA Acquisitions, LLC <br />2932 Foster Creighton Drive <br />Nashville, TN 37214 <br />Email: boman@oman-gibson.com <br />With a copy to: <br />John R. Haynes, Esq. <br />Bradley Arant Boult Cummings, LLP <br />1600 Division Street, Suite 700 <br />Nashville, Tennessee 37203 <br />E-mail: jhaynes@babc.com <br />Notices not given in the manner or within the time limits set forth in this Agreement are <br />of no effect and may be disregarded by the party to whom they are directed. <br />14. CLOSING. This transaction shall close on the date that is fifteen (15) days after Buyer <br />delivers a Notice to Proceed to Seller (the "Outside Closing Date") or on such earlier date <br />as Seller and Buyer may establish by mutual, written agreement. The Closing shall take <br />place at the offices of the Escrow Agent, or at some other place as the parties may <br />mutually agree prior to such date. At the option of either Party, the executed closing <br />documents, Purchase Price and closing costs may be deposited with the Escrow Agent <br />and disbursed by the Escrow Agent pursuant to avoid the necessity for a Closing at which <br />the Parties are present. <br />a. Conditions to Closing. As a condition to Buyer's obligation to close, (i) all of <br />Seller's representations and warranties shall be true and correct as of the Closing <br />Date, (ii) Seller shall have performed all of its obligations under this Agreement, <br />(iii) no condemnation or eminent domain affecting the Property or access to the <br />Property shall have occurred or be threatened, (iv) the title company shall be <br />irrevocably and unconditionally be prepared to issue its final title policy to Buyer <br />pursuant to the Title Commitment, subject only to the Permitted Exceptions and <br />free from the standard exceptions with all endorsements that Buyer shall request <br />