HomeMy WebLinkAboutContract 2012 2463 {
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PURCHASE AGREEMENT
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THIS PURCHASE AGREEMENT (the "Agreement") is made and entered into this
day of eOk-,� , 2012 (the "Effective Date"), by and between Mady-Foss
Partnership, a Minnesota general partnership (referred to hereinafter as "Seller"), and Economic
Development Authority of the City of Columbia Heights, a public body corporate and politic
under the laws of the State of Minnesota(referred to hereinafter as"Buyer").
RECITALS
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A. Seller is the fee owner of certain real property located at 3927 Central Avenue t
N.E. in Cohunbia Heights, Minnesota, and legally described in Exhibit attached hereto and
incorporated herein by this reference(the"Property").
B. Buyer desires to purchase the Property and Seller is willing to sell the Property to
Buyer upon the terms and conditions set forth hereinafter.
AGREEMENT
NOW, THEREFORE, in consideration of the payments to be made hereunder and the
foregoing premises and the mutual covenants and agreements set forth herein,it is hereby agreed
as follows; i
1. RECITALS INCORPORATED. The foregoing recitals are incorporated as if
fully set forth herein.
2. SALE AND PURCHASE OF PROPERTY. Seller agrees to sell, and Buyer
agrees to purchase the Property legally described in Exhibit A. subject to and in accordance with
the provisions of this Agreement,. The purchase price ("Purchase Price") to be paid by Buyer to
Seller for the Property is Nine Hundred Five Thousand Dollars ($905,000). Upon execution of
this Agreement by all parties,Buyer will deposit with the title company,as escrow agent,Earnest
Money in the amount of$27,750, the sufficiency of which is acknowledged by Seller. Buyer
shall pay the remainder of the Purchase Price ($877,250) at Closing by check or wire transfer,
and Seller shall convey the Property to Buyer at Closing by Warranty Deed.
3. TITLE. Buyer shall be satisfied that title to the Property is good I
and marketable. No later than five (5) days after the Effective Date, Seller shall deliver to
Buyer, at Seller's sole cost and expense: (a) an abstract(s) covering the portions of the Property
that are not registered in the Torrens system, certified to date and including proper searches
covering bankruptcy, state and federal tax liens, judgments, unpaid assessments and pending {
assessments; (b) all leases relating to any portion of the Property; (c) copies of partnership
agreements and other documents confirming the authority of Seller to sell the Property; and (d)
any surveys of the Property which are in the possession or control of Seller. Within five (5)
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4422220 RJL CL205-36 i
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business days of receipt by Buyer of (a), (b), (c) and (d), Buyer shall order a commitment to
issue an ALTA Owner's title insurance policy(the"Title Commitment") for the Property issued
by Old Republic Title Insurance Company,400 Second Avenue South, Minneapolis, Minnesota.
(the "Title Company"), naming Buyer as the proposed owner/insured of the Property for the
insured amount of the Purchase Price, The cost of the Title Commitment and the premium shall
be paid by Buyer. Buyer shall pay the policy premium and the cost of any endorsements to the
title policy. The Title Commitment shall commit to insure marketable title in fee simple in i
Buyer, free and clear of all mechanics' liens, tax liens, judgments, questions of survey, I
unrecorded interests or rights of parties in possession and subject only to such matters or
exceptions to title as Buyer may approve pursuant to this Agreement. The Title Commitment
must be accompanied by legible copies of all title exceptions and Schedule B documents noted i
therein. Buyer will be allowed twenty (20) business days after receipt of the Title Commitment
and Buyer's survey for examination thereof and for making any objections to the marketability
of the title to the Property, said objections to be made by written notice or to be deemed waived.
If any objections are so made to the marketability of the title to the Property, Seller shall I
immediately commence and diligently endeavor to complete all actions necessary to cure such
objections and shall be allowed forty-five(45)days after the making of such objections by Buyer
to cure such objections and make the title to the Property good and marketable of record in Seller I
and to obtain and deliver to Buyer appropriate endorsements to the Title Commitment, indicating {
that any such objections have been cured. Pending the correction of the title, the Closing Date
and the payment hereunder required shall be postponed, but upon correction of the title and
within 15 days after written notice of such correction given by Seller to Buyer, Seller and Buyer
shall perform this Agreement according to its terms. If Seller refuses or fails to have such
additional objections cured or removed on or before Closing, Buyeremay, at its sole election,
either (a)terminate this Agreement without any liability on its pa (b) ure the objections and
Buyer's costs incurred in doing so shall be a credit toward t c ase Price at Closing; or I
(c)consummate the purchase and sale contemplated hereby and waive all uncorrected tit
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obiections,6 t frsn ..Pr ' " 1� [Gt�sthe t�- l� �twc�
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4. SURVEY omptly following receipt by Buyer of the title commitmen '
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Buyer shall, at Buyer's expense, order a survey of the Property by a registered land surveyor j
(the"Survey").
5. ENVIRONMENTAL REPORTS. Within five (5) days after the Effective
Date, Seller shall provide to Buyer copies of all environmental assessment reports, remediation
reports, geotechnical reports, governmental statutory or regulatory filings and reports, and all
other correspondence and other documentation regarding the environmental and geotechnical I
condition of the Property in the Seller's possession or control (the "Existing Environmental j
Reports"). Buyer may obtain, at Buyer's expense, a current environmental site assessment
(the `Buyer's Environmental Report"). The Existing Environmental Reports and Buyer's
Environmental Report are referred to hereinafter together as the"Environmental Reports".
6. INSPECTION. Buyer shall have the right to undertake inspections, tests, and
investigations of the Property for a period of ten (10) business days following the Effective
Date ("Inspection Period"). Provided Buyer gives Seller at least two business days' notice,
Seller shall provide Buyer with access to the Property without charge and at all reasonable times
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402222v9 RJL CL205-36
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completion of environmental, engineering, and such additional investigation and testing as is
deemed desirable by Buyer. In the event Closing (as hereinafter defined) does not occur for any
reason, Buyer shall repair and restore any damage to the Property caused by Buyer's testing and
shall return the Property to the same condition as existed prior to the testing.
7. REPRESENTATIONS OF SELLER. Seller hereby represents and warrants to
Buyer the following:
(a) Environmental Compliance. Seller has received no notice of and is not
aware of any violation related to the Property of applicable law, statute,
ordinance, rule, regulation, order or determination of any governmental
authority with respect to hazardous substances or of the presence of
hazardous substances in or on the Property, except as disclosed in any of the
Environmental Reports. For purposes hereof, "hazardous substances"means
any substance designated pursuant to the Clean Water Act, Title 33 U.S.C.
Section 1321, any element, compound, mixture, solution or substance
designated pursuant to the Comprehensive Environmental Response,
Compensation and Liability Act, Title 42 U.S.C. Section 9602, any
hazardous waste having the characteristics identified under or listed
pursuant to the Solid Waste Disposal Act, Title 42, U.S.C. Section 6921,
any toxic pollutant listed under Section 307(a) of the Clean Water Act,
Title 33 U.S.C. Section 1317(a), any hazardous air pollutant listed under
Section 112 of the Clean Air Act, Title 342 U.S.C. Section 7412, any
imminently hazardous chemical substance or mixture with respect to which
the Administrator of the Environmental Protection Agency has taken action
pursuant to Section 7 of the Toxic Substances Control Act, Title 15 U.S.C.
Section 2606 and any hazardous waste, hazardous substance, pollutant or
contaminant, as defined in the Minnesota Environmental Response and
Liability Act, Minnesota Statutes, Section 11513.02. The term also includes,
but is not limited to, polychlorinated biphenyls, asbestos, petroleum
products and various constituents of such products, urea formaldehyde and
related substances.
(b) Storage Tanks. Seller is not aware of any underground storage tanks
located on or in the Property except as disclosed in any of the
Environmental Reports.
(c) Pending Litigation. There is no condemnation or other litigation presently
pending or, to Seller's knowledge, under consideration by any party
affecting, directly or indirectly, the Property.
(d) Governmental Action. Seller has not received notice of any action, suit or
proceeding instituted by any person or entity against or affecting the
Property before any federal, state, municipal or other governmental
authority, including without limitation notice of any condemnation or taking
for any public right-of-way or utility.
402222v9 RJL CL205-36 3
(e) Authorization. Seller is the sole owner of the Property, and has the right,
power and capacity to enter into this Agreement, to consummate the
transactions contemplated hereby, and to comply with the terms, conditions,
and provisions hereof.
(f) Condition of Property. Except for notices from the Minnesota Pollution
Control Agency with respect to environmental contamination present on the
Property, Seller has received no notice, order or other communication from
any governmental body having jurisdiction over the Property requiring any
improvement to or alteration of the Property which has not been remedied,
and Seller agrees to give Buyer prompt written notice of any such
communication received on or prior to Closing Date.
(g) Underground Storage Tanks Affidavit. In the event that there are any
underground storage tanks on the Property, Seller agrees to file a storage
tank affidavit complying with Minnesota Statutes § 116.48, subd. 6, as
amended, prior to Closing.
(h) Wells/Septic Systems. Seller certifies and warrants that it is not aware of
the existence of any wells on the Property within the meaning of Minn. Stat.
§ 103I.005. Seller is not aware of any individual sewage treatment system
on the Property within the meaning of Minn. Stat. § 115.55.
(i) Right to Sell. Seller has not entered into any other unterminated contracts
for the sale of the Property, is not aware of any rights of first refusal or
options to purchase the Property, and consummation of the sale will not
violate the provisions of any governmental regulation or law applicable to
Seller, nor of any agreement or instrument by which Seller is bound.
(j) Parties in Possession. Seller covenants that there will be no tenants or
other parties in possession of the Property as of the Date of Closing, or
with the right to possession of the Property or any part thereof after the
Closing Date. At Closing, the Seller shall deliver to Buyer written evidence,
in form and content reasonably acceptable to Buyer,that there are no parties in
possession of a portion of the Property.
(k) Removal of Personal Property. Seller shall remove all personal property
and debris, if any, from the Property by the Closing Date.
8. RIGTS/DUTIES. At all times prior to Closing, Seller shall comply with the
following:
(a) Seller shall maintain the Property in the same condition as in existence on
the date hereof and shall comply at all times with all applicable codes and
ordinances.
402222v9 RJL CL205-36 4
(b) Seller shall continue to pay all real estate taxes and any installments of
special assessments certified thereto which become due and payable prior to
Closing.
(c) Seller shall not permit the storage, release or disposal of hazardous or toxic
substances or contaminants on the Property.
(d) Seller shall not encumber, permit liens to attach to, or convey any interest in
the Property to any other party.
(e) No permanent improvements shall be constructed on the Property without
Buyer's written consent.
(fl Seller shall pay all utilities due up to and including the Closing Date.
9. CONTINGENCIES TO CLOSING. Buyer's obligation to close shall be
subject to the following contingencies:
(a) Buyer's receipt at Closing of a satisfactorily marked-up Title Commitment
to issue an Owner's Title Insurance Policy meeting the requirements set
forth in Section 3 hereof as of the Closing Date.
(b) Seller's performance of each of its obligations under this Agreement.
(c) Seller's representations and warranties being true and correct in all matters
on and as of the Closing Date and Seller's delivery of a certificate (a"Bring
Down Certificate")to Buyer at Closing to such effect.
(d) Seller shall not have entered into any leases, license agreements or material
contracts for all or any portion of the Property, or constructed any
permanent improvements on the Property, without Buyer's consent.
(e) Buyer's satisfaction with the Survey to be obtained by Buyer under
Section 4.
(f} Buyer having determined, in its sole discretion after inspection of the
Property and the Environmental Reports under Section 3(c) and (d), that
environmental and soil conditions on the Property are satisfactory. This
contingency shall expire upon termination of the Inspection Period.
(g) Execution of a Letter of Understanding or Access Agreement by Buyer and
Gem Properties, LLC and Columbia Heights Rental, Inc. concerning
driveway access for the Columbia Heights Rental property located at 3901
Central Avenue NE, Columbia Heights, Minnesota ("Columbia Heights
Rental Property")following Closing ("Access Agreement").
402222v9 RJL CL205-36 5
(h) Execution by Gem Properties, LLC of a Right of First Refusal Agreement
("Right of First Refusal Agreement"), in form acceptable to the Executive
Director of the EDA, obligating Gem Properties, LLC, as owner of the
Columbia Heights Rental Property, to provide Buyer the right to purchase
the Columbia Heights Rental Property upon the same terms of purchase as
is offered to Gem Properties, LLC or other owner of the Columbia Heights
Rental Property in writing by any bona fide third party.
(i) The contingencies set forth in this Section 9 are solely for Buyer's benefit
and may be waived or enforced only by Buyer.
10. CONTROL OF PROPERTY, CONDEMNATION, CASUALTY LOSS.
(a) Seller's Risk of Loss. Until Closing, Seller shall have the full
responsibility and the entire liability for any and all damages or injury of
any kind whatsoever to the Property, and to any and all persons, whether
employees or otherwise, and all property from and connected to the
Property; except that Buyer shall be responsible for damages or injury
caused by Buyer or Buyer's representatives during Buyer's inspection and
testing of the Property.
(b) Condemnation. If the Property (or any part thereof) is threatened with
condemnation, or legal proceedings are commenced under the power of
eminent domain, Seller shall promptly notify Buyer of such fact in writing,
and furnish to Buyer as a part of said notice full copies of all pleadings,
correspondence and other documents and data pertaining thereto. Buyer
shall have the right, which must be exercised by Buyer on or before the
Closing, to (i)proceed to Closing with the Purchase Price of the Property
reduced by the amount of condemnation payments and awards payable to
Seller as a result of such condemnation or eminent domain proceedings; or
(ii) receive all such payments and awards, in which event the Purchase Price
shall remain the same, and Seiler shall assign to Buyer, and Buyer shall be
entitled to receive, all rights to the condemnation awards.
(c) Damage/Destruction. If, prior to Closing, the Property (or any part
thereof) is destroyed or damaged, Seller shall notify Buyer of such
destruction or damage, and Buyer shall then have the option to terminate
this Agreement or to proceed with the Closing.
11. CLOSING. Unless another date is mutually agreed upon in writing by the
parties, the Closing shall take place on the date that is ten (10) business days following the last to
occur of the following (the "Closing Date"): (a) written waiver by the Executive Director of
Buyer of any objections by Buyer to conditions of title, survey, or suitability and condition of the
Property; (b) vacation of the Property by Seller and any other occupants of the Property; and (c)
execution of the Access Agreement and Right of First Refusal Agreement. The closing of this
402222v9 RJL CL205-36 6
transaction (the "Closing") shall take place at the office of the Title Company, or another
location mutually agreeable to the parties. Possession of the Property shall be delivered on the
Closing Date.
12. SELLER'S CLOSING OBLIGATIONS. Each of the following shall be a
necessary precondition to Buyer's obligation to close hereunder:
(a) Seller's Deliveries. At or prior to the Closing, Seller shall execute,
acknowledge and/or deliver to Buyer, as appropriate, the following:
(i) A Warranty Deed conveying to Buyer marketable fee simple title to
the Property, subject only to the Permitted Encumbrances listed in
Exhibit B attached hereto and incorporated herein by this reference.
If there are no wells on the Property, the Warranty Deed shall include
the following statement: "Seller certifies that Seller does not know
of any wells on the described Real Property." If there are wells
located on the Property, Seller shall deliver a well disclosure
certificate as required by Minn. Stat. § 1031.235 disclosing the
location and status of all wells located on the Property and providing
such well disclosure documentation as required.
(ii) Bring Down Certificate confirming that Seller's representations and
warranties herein are still true and correct and/or have been satisfied.
(iii) Standard Form of Seller's Affidavit, in form and content acceptable
to Buyer and sufficient to permit the Title Company to delete from
the Title Commitment any exception regarding mechanic's liens,
rights of parties in possession and unrecorded interests.
(iv) Affidavit required pursuant to Section 1445 of the Internal Revenue
Code and/or the regulations relating thereto stating, under the
penalties of perjury, that (i)neither Seller nor any other party so
swearing is a foreign person, (ii)the U. S. taxpayer identification
number of Seller and such other parties, if any, and (iii) such other
information as may be required by regulations enacted by the U. S.
Department of the Treasury in connection with Section 1445 of the
Internal Revenue Code.
(v) Certificate of Real Estate Value required by the Minnesota
Department of Revenue.
(vi) Septic Disclosure Statements and well sealing certificates, if
applicable, in accordance with applicable law.
402222v4 RJL CL205-36 7
(vii) Such other documents as may be reasonably necessary or appropriate
to effect the consummation of the transaction contemplated in this
Agreement.
(b) Title Commitment. Buyer shall be satisfied with the marked-up Title
Commitment, which Title Commitment shall reflect that all of the standard
exceptions have been deleted, and shall show no exceptions except those
known and not objected to by Buyer as provided in Section 3.
(c) Leases/Material Contracts. Seller shall not have entered into any new or
amended lease or other contract affecting all or any part of the Property.
13. BUYER'S OBLIGATIONS AT CLOSING. At Closing, and subject to the
terms, conditions, contingencies and provisions hereof and the performance by Seller of its
obligations as set forth herein, the Buyer shall pay to Seller the remainder of the Purchase Price.
All sums paid by Buyer to Seller shall be credited against the Purchase Price.
14. CLOSING COSTS. The following costs and expenses shall be paid as follows
in connection with the Closing:
(a) Seller's Costs. Seller shall pay:
(i) The recording fee for recording all documents required to convey
marketable title to the Property.
(ii) The state deed tax.
(iii) One-half of the closing fee charged by the Title Company.
(b) Buyer's Costs. Buyer shall pay:
(i) One-half of the closing fee charged by Title Company.
(ii) The premium for the Owner's Title Policy.
(iii) Recording costs for the deed, including the conservation fee due
upon recording the deed.
(c) Legal Fees. Each party shall pay the fees and costs of their respective legal
counsel.
15. PRORATIONS. Real estate taxes, governmental use fees, area charges and the
like (collectively "Real Estate Taxes") due and payable in the year of Closing shall be prorated
between Seller and Buyer as of Closing Date, based upon a calendar year. Real Estate Taxes due
and payable in the years prior to the year of Closing shall be paid in full by Seller on or before
the Closing. Any Real Estate Taxes or special assessments which have been deferred and
402222v9 RJL CL205-36 8
become or will become due and payable as a result of the conveyance of the Property shall be
paid in full by Seller on or before the Closing. All other special assessments levied and pending
as of the date of Closing, including installments due in the year of Closing, shall be paid by
Seller at Closing. An assessment shall be deemed pending if the assessing authority has approved
the improvement which will result in the assessment and has entered into a contract to construct
the improvement.
16. BROKERAGE. Buyer and Seller each represent to the other that they are not
liable to any broker or agent with regard to the sale contemplated hereby. Seller agrees to
indemnify, defend and hold harmless the Buyer from brokerage fees and commissions and from
any claim made by any broker or sales agent or similar party for a commission due under the
terms of any agreement entered into by the Seller, including without limitation reasonable
attorneys' fees. Buyer agrees to indemnify, defend and hold harmless the Seller from brokerage
fees and commissions and from any claim made by any broker or sales agent or similar party for
a commission due under the terms of any agreement entered into by the Buyer, including without
limitation reasonable attorneys' fees.
17. DEFAULT.
(a) Seller's Default. In the event that Seller should fail to consummate the
transactions contemplated herein for any reason, except the default by
Buyer, Buyer may pursue any remedies available to it under Minnesota law,
including seeking specific performance of this Agreement and recovering
from Seller all costs, disbursement and attorneys' fees incurred in said
specific performance action.
(b) Buyer's Default. If Buyer should fail to consummate the transactions
contemplated herein for any reason, except the default by Seller, or the
failure of any of the contingencies or conditions to the Buyer's obligations
set forth herein, the Seller may pursue any remedies available to it under
Minnesota law, including seeking specific performance of this Agreement
and recovering from Buyer all costs, disbursement and attorneys' fees
incurred in said specific performance action.
18. MISCELLANEOUS. The following general provisions govern this Agreement.
(a) Time of Essence. Time is of the essence of this Agreement.
(b) Governing Law. This Agreement is made and executed under and in all
respects to be governed and construed by the laws of the State of
Minnesota.
(c) Notices. Any notice required to be given to Seller or Buyer pursuant to this
Agreement shall be in writing and shall be deemed duly given at the date of
delivery by messenger or by recognized overnight courier, or on the date of
mailing if sent by certified mail, return receipt requested, to the addresses
402222v9 RJL CL205-36 9
stated below. Any party, by notice given as aforesaid, may change the
address to which subsequent notices are to be sent.
If to Buyer: Columbia Heights Economic Development Authority
Attn: Executive Director
590—40th Avenue N.E.
Columbia Heights, MN 55421
And
Kennedy& Graven, Chartered
Attn. Robert J. Lindall.
470 U. S. Bank Plaza
200 South Sixth Street
Minneapolis, MN 55402
If to Seller: Mady-Foss Partnership
Attn: Douglas and Denise Foss
5530 Old Viking Boulevard N.W.
Anoka, MN 55303
and
Gem Properties, LLC
Attn: Mark Moser
3901 Central Avenue NE
Columbia Heights, MN 55421
(d) Buyer's Waiver Rights. Buyer, at its option, may waive any right
conferred upon the Buyer by this Agreement. Except as provided otherwise
herein, such waiver may be made by, and only by, giving Seiler written
notice specifically describing the right waived.
(e) Amendment. This Agreement shall be amended only by a written
instrument signed by Seller and Buyer.
(f) Construction. The captions and headings of the various sections of this
Agreement are for convenience only and are not to be construed as defining
or as limiting in any way the scope or intent of the provisions hereof.
Wherever the context requires or permits, the singular shall include the
plural, the plural shall include the singular and the masculine, feminine and
neuter shall be freely interchangeable.
(g) Assignment. Neither party shall have the right to assign its interest under
this Agreement, without first obtaining the consent of the other party.
(h) Invalidity. If for any reason any portion or section of this Agreement shall
be declared void and unenforceable by any court of law or equity it shall
only affect such particular portion or section of this Agreement and the
402222v9 RJL CL205-36 10
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'! binding upon the parties hereto.
(i) Counterparts. This Agreement may be executed in any number of
counterparts, all of which taken together shall constitute one and the same
instrument and either of the parties hereto may execute this Agreement by
signing any such counterpart.
(j) Merger/Survival. All prior understandings and agreements between the
parties are merged into this Agreement which alone fully and completely
expresses their agreement. All representations, covenants, obligations and
agreements contained herein shall survive the Closing and delivery of the
Warranty Deed by Seller.
IN WITNESS WHEREOF,the parties hereto have executed this Agreement on the date
set forth after their signature below:
SELLER:
MARY-FOSS PARTNERSHIP,a
Min esvta general tnersMP
By:
Denise Foss,a Partner
Date-
2012
,2012
By' 1
Do%F s,/aPar r I
Date: /!�/���3/ .. ,2012
GEM PROPERTIES,LLC
By: i
Mark Moser,Manager i
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Date:_ ,2012
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4022220 RJL CL205-36
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balance of this Agreement shall remain in full force and effect and shall be
binding upon the parties hereto.
(i) Counterparts. This Agreement may be executed in any number of
counterparts, all of which taken together shall constitute one and the same
instrument and either of the parties hereto may execute this Agreement by
signing any such counterpart.
(j) Merger/Survival. All prior understandings and agreements between the
parties are merged into this Agreement which alone fully and completely
expresses their agreement. All representations, covenants, obligations and
agreements contained herein shall survive the Closing and delivery of the
Warranty Deed by Seller.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
set forth after their signature below:
SELLER:
MADY-FOSS PARTNERSHIP, a
Minnesota general partnership
By:
Denise Foss, a Partner
Date: , 2012
By:
Douglas Foss, a Partner
Date: , 2012
GEM PROPERTIES,LLC
Mark Moser,Manager
Date: 12012
402222v9 RJL CL205-36 l
BUYER:
ECONOMIC DSEVELENT
AUaTHORI Y OF T E Cl Y OF
COLUMI3 HEI T
By. J2
ft-s--'Presi"dent
By: Azzz
Its Executive Director
Date: ' 2012
402222v9 RJL CL205-36 12
EXHIBIT A
Legal Description of the Property
C.Z File No. 2613612
Block 4,Wallows Rearrangement of Lots 33 arxJ 34,Block 6,Reservoir Hills,excepting therefrom however,the two
following clescritiod tracts:
Tract 1:
The North 330 feet thereof, )0
Tract 2;
Commencing at the Southwest corner of Block 4,Walton's Rearrangement of Lots 33 and 34,Block 6,Reservoir Hills;
thence Northerly along the West line of said Block 4,100 feet;thence Easterly parallel with the South line of sad Black 4,
163 feet;thence Southerly parallel with the-Webt line of said Block 4,IOU feet to a point within sold South boundary line;
thence Woelerly along the South line of said Sfock4,163 feet to the point of begInnfrig,according to the plot thereof on the
or of rocord In the office of the County Recorder,Anolis County,Minnew4,
402222v9 RJL CL205-36 A-1
EXHIBIT B
Permitted Encumbrances
402222v9 RJL CL205-36 B-1
EXHIBIT C
Well Disclosure Statement
402222v9 RJL CL205-36 C_1