CCP 01-13-2009 (3) - Laserfiche WebLink

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EXHIBIT M (cont'd) (b) Not later than six years after the date of this Agreement, MT must provide written notice to the City that the Wye Track has not been constructed on the Repurchase Tract. MT's written notice must include a survey of the Repurchase Tract that identifies the Repurchase Tract and Access Tract boundaries and the respective areas of the Repurchase Tract and Access Tract (rounded to the next highest one-hundredth of a square foot), provides a legal description of the Repurchase Tract and Access Tract, and includes a certification that no portion of the Repurchase Tract is located within feet of the Team Track. MT's written notice must identify all efforts that MT has made to market the Repurchase Tract to third parties, if any, and must include copies of all environmental reports as referenced at Section 9 below. MT's notice must demand that the City repurchase the Repurchase Tract as required by this Agreement. 3. Purchase. Provided that MT shall timely make written demand on the City, City, in consideration of the covenants and agreements of MT, shall pay to MT as and for the purchase price (the "Purchase Price") of the Repurchase Tract a sum equal to $3.35 per square foot of the Repurchase Tract, which shall be due and payable at closing subject to deductions hereinafter described, and subject to the adjustments contemplated by Sections 5 and 13. 4. Deed. It is agreed that a Quit Claim Deed executed and delivered by MT to City at the Closing Date (accompanied by all customary affidavits and certificates) will convey fee simple title to the Repurchase Property, together with an appurtenant easement for reasonable ingress and egress over and across the Access Tract, and shall be subject only to the following exceptions: (a) Building zoning and platting laws, ordinances and state and federal regulations; (b) Reservation of any minerals or mineral rights to the State of Minnesota; (c) Encumbrances of record at the time that the City conveyed title to the Subject Property to MT. Said Deed shall be accompanied by all required well disclosure and sewer system disclosures. 5. Taxes and Special Assessments. MT shall pay all real estate taxes, interest and penalties, if any, and all installments of special assessments relating to the Repurchase Tract due and payable in all years prior to the year of Closing. Real estate taxes and installments of special assessments relating to the Repurchase Tract due and payable in the year of Closing will be prorated between the parties as of the date of Closing. The real estate taxes and special assessments allocable to the Repurchase Tract shall be determined by multiplying the fair market value of land only (as set forth on the Subject Property tax statement) times a fraction, the numerator of which is the land area of the Repurchase Tract expressed in square feet and the denominator of which is 40,103 square feet. 6. Preliminary Inspection. City shall have the right, from and after MT's written demand to repurchase, to enter upon the Subject Property for the purpose of taking soil tests, borings, making surveys and maps and performing other preliminary inspection work, provided, 333479v20 JMP NE136-221 M-2