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THIRD AMENDMENT <br />TO <br />PURCHASE AGREEMENT <br />This is the Third Amendment to the Purchase Agreement by and between the City of <br />Ramsey, a Minnesota municipal corporation ("Seller"), and RAMSEY HOTEL GROUP, <br />LLC, a Minnesota limited liability company ("Buyer"), assignee of Cobblestone Hotel <br />Development, LLC, dated , 2020. <br />Recitals <br />1. INSPECTION PERIOD. The Buyer desires to extend the Inspection Period pursuant to <br />Section 9.a of the Agreement from August 30, 2020 to August 3, 2021. <br />2. EFFECTIVE DATE. The Effective Date remains February 5, 2020. <br />3. CONTINGENCIES. In addition to all other requirements and contingencies by the Buyer <br />and Seller herein, the Purchase Price of $1.00 is contingent on the following: <br />a. Satisfactory review of the underwriting by the Seller demonstrating the need of financial <br />assistance in the form of a land write down of $311,020. <br />b. City Council approval and execution of a Tax Increment Financing Agreement between <br />the Seller and Buyer and or its assigns. <br />c. City Council approval of Business Subsidy for Buyer and or its assigns. <br />Agreement <br />1. EXTENSION. The Inspection Period granted pursuant to Section 9.a of the Agreement is <br />hereby extended to August 3, 2021. Section 9.a is hereby deleted in the entirety and replaced <br />with the following: <br />a. Except as otherwise provided in Section 6, Buyer shall have from the date that <br />Buyer deposits the Earnest Money with Escrow Agent to August 3, 2021 (the <br />"Inspection Period") to investigate the Property and determine, in Buyer's <br />sole judgment, whether (i) the condition ofthe Property is suitable to Buyer's <br />intended use; and (ii) Buyer will he able to obtain all governmental approvals <br />(including, but not limited to, approvals necessary to subdivide and re plat the <br />Property) and utilities necessary for Buyer's intended use of the Property. <br />Buyer acknowledges and agrees that Seller has not made any covenants, <br />representations or warranties regarding Buyer's ability to obtain governmental <br />approvals from the City of Ramsey or any other governmental entity. The City <br />of Ramsey will review, consider and act on any applications Buyer submits to <br />the City for governmental approvals in accordance with City Code. <br />Page 1 of 3 <br />