Agenda - Council - 02/08/2005 - Laserfiche WebLink

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breach by CITY will not constitute a waiver or release by RIVER'S BEND of any claims due to such breach. 13. DEFAULT. If title is~mazl~etable or is corrected as provided herein, and RIVER'S BEND defaults in any of the agreements herein, CITY may terminate this Agreement and payments made hereunder may be retained by CITY. This provision shall not dephve either RIVER'S BEND or CITY of the right to recover damages for a breach of this Agreement or of the right of specific performance of this 'Agreement, provided this Agreement is not terminated, and further provided, as to specific performance, such action is commenced within six months after such right of action arises. 14. NOTICE TO RIVER':S BEND OF DNR REQUIREMENTS. The CITY does advise RIVER'S BEND that the CITY property is located in the CITY'S Scenic River Overlay District (the "Scenic District"). The Scenic District requires certain Department of Natural Resources ("DNR") aPProvals prior to anY development. The CITY makes no representations, warranties or guarantees of whatsoever nature to RIVER'S BEND as to the ability of the CITY Property to be developed as a result o£ its inclusion within the Scenic District. The CITY shall support any RIVER BEND'S application to the DNR for a Scenic River Overlay District for lot coverage restrictions and setback requirements and rezoning to multi family (Senior Housing Apartments) regarding development of the City Property. 15. TIME OF ESSENCE. Timeis of the essence in this Agreement. 16. POSSESSION. CITY shall dehver possession of the City Property to RIVER'S BEND not later than the Closing Date. VI, GENERAL 1. ENTIRE AGREEMENT. This Agreement, any attached exhibits and any addenda or amendments signed by the parties,I shall constitute the entire Agreement between CITY and RIVER'S BEND, and supersedes any other written or oral agreements between CITY and RIVER'S BEND. This Agreement! Can be modified only in writing signed by CITY and RIVER'S BEND 2. CITY COUNCIL APPROVAL. RIVER'S BEND acknowledges that the CITY is a municipal corporation.I This Agreement is contingent upon the Ramsey City Council's approval on or before March 1, 2005. In the event the City Council fails to give its approval on or before the 31st of March 1, 2005, this entire Agreement shall be null and void and all earnest money paid hereunder shall be returned to RIVER's BEND 3. CLOSING DATE. The Closing Date or Date of Closing shall be March 15, 2005. 4. CITY'S CLOSING DOCUMENTS. On the Closing Date, CITY shall execute and/or deliver to RIVER'S BEND the folloWing (collectively, "CITY'S Closing Documents"): 6