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08/04/16
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08/04/16
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9. INSPECTION PERIOD. <br /> a. Except as otherwise provided in Section 6, Buyer shall have from the Effective <br /> Dave until the date that is 180 days after the Effective Date (the "Inspection <br /> Period")to investigate the Property and determine whether its proposed build-to- <br /> suit project on the Property is feasible, financially and otherwise, in Buyer's sole <br /> judgment. Buyer acknowledges and agrees that Seller has not made any <br /> covenants, representations or warranties regarding Buyer's ability to obtain <br /> governmental approvals from the City of Ramsey or any other governmental <br /> entity. The City of Ramsey will review, consider and act on any applications <br /> Buyer submits to the City for governmental approvals in accordance with City <br /> Code. <br /> b. Buyer may extend the Inspection Period for up to two (2)periods of thirty(30) <br /> days each (each an "Extension Period")by delivering written notice of extension <br /> to Seller prior to the then current expiration of the Inspection Period and paying to <br /> the Escrow Agent Additional Earnest Money in the amount of Five Thousand and <br /> No/100 Dollars ($5000.00) (each such payment being referred to as "Additional <br /> Earnest Money"). The Additional Earnest Money shall apply to the Purchase <br /> Price and shall be deemed to be Earnest Money for all purposes; provided, that <br /> the Additional Earnest Money shall not be refundable except upon Seller's default <br /> or failure of any condition to closing set forth in Section 14 below. Upon exercise <br /> of each extension right, the defined term"Inspection Period" shall include the <br /> Extension Period. <br /> c. Buyer may, at any time on or before 5:00 p.m. on the last day of the Inspection <br /> Period, terminate the Agreement by written notice to Seller. In addition, this <br /> Agreement automatically terminates at 5:00 p.m. on the last day of the Inspection <br /> Period unless, prior to that time Buyer delivers a written notice of Buyer's <br /> intention to proceed(a"Notice to Proceed")to Seller. <br /> d. If, pursuant to Section 9(c) either Buyer terminates this Agreement or this <br /> Agreement is automatically terminated, the Escrow Agent must disburse the <br /> Earnest Money to Buyer and the Additional Earnest Money, if any, to Seller. <br /> 10. DEFINITIONS. As used in this Agreement: <br /> "Claim" or"Claims"means any and all liabilities, suits, claims, counterclaims, causes of <br /> action, demands, penalties, debts, obligations, promises, acts, fines,judgments, damages, <br /> consequential damages, losses, costs, and expenses of every kind (including without <br /> limitation any attorney's fees, consultant's fees, costs, remedial action costs, cleanup <br /> costs and expenses which may be related to any claims). <br /> "Environmental Law" means the Comprehensive Environmental Response, <br /> Compensation and Liability Act ("CERCLA"), 42 U.S.C. § 9601 et seq., the Resource <br /> Conservation and Recovery Act, 42 U.S.C. § 6901 et seq., the Federal Water Pollution <br />
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