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E'XE-IIR't T A TERM SHEET NEW BRIGHTON: NW QUADRANT: HAINES ACQUISITION The City of New Brighton ("Buyer") is willing to purchase the Property described on the attached Exhibit A (the "Property") from Grace M. Haines ("Seller") under the following terms and conditions: Disclaimer: This Term Sheet does not constitute an offer by the Buyer to buy or by the Seller to sell the Property. Either party has the right to terminate discussions or negotiations for any reason prior to signing a Purchase Agreement. All rights and obligations with respect to the Property shall only be as provided in a Purchase Agreement, which Agreement is subject to the approval by the Seller and by the Buyer's City Council. Purchase Price: $2,700,000 T enns: $100,000 earnest money to be deposited with the Title Company, as defined below. $2,600,000 at Closing, subject to the environmental credit, as defined below. Closing Date: The later of December 30, 2003 or 15 days after the expiration of the Due Diligence Period. Title: Seller to provide, at Seller's expense, a commitment for an ALTA Owners Policy of Title Insurance not subject to standard exceptions. Buyer shall pay the cost of the premium and all endorsements required by Buyer. The commitment shall be issued by a title company selected by Buyer and reasonably acceptable to Seller (the "Title Company"). Seller to convey fee title to the property free and clear of all liens and encumbrances and other matters affecting title, except the lien of real estate taxes and special assessments not yet due and payable, all building and zoning laws and ordinances, any easements, covenants, conditions and restrictions of record, and the existing leases, as defined below. Survey: Buyer shall obtain an AL T A survey of the Property in accordance with Buyer's survey requirements and which allows the Title Company to issue an owner's policy without exception for survey matters. Seller shall contribute up to, but not exceeding $2,000 toward the cost ofthe survey. Taxes: Real estate taxes shall be prorated as of Closing, with Seller to pay taxes prior to Closing and Buyer to pay taxes subsequent to Closing. Assessments: Seller shall pay all special assessments levied as of the date of the purchase agreement, and Buyer shall pay all special assessments pending as ofthe date ofthe purchase agreement or levied subsequent to the date of the purchase agreement.