CC - Agendas - City Council - SPECIAL - 6/23/2009 (3)

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its obligations hereunder. Immediately upon receipt of the Earnest Money Deposit, the Escrow Agent shall deposit the funds in a short-term interest-bearing account at a financial institution mutually acceptable to Buyer and Seller. The interest earned on such deposit shall accrue to the benefit of the Buyer, except in the event Seller becomes entitled to retain the Earnest Money Deposit by reason of Buyer's failure to perform, in which event said interest shall accrue to the benefit of the Seller. (2) The balance of the remaining purchase price in the sum of Four Hundred Twenty Thousand and 00/100 Dollars ($420,000.00), plus or minus any additional or lesser amount due and payable as a result of the Purchased Parcel exceeding or being less than fourteen (14) acres shall be paid to Escrow Agent for the benefit of Seller plus or minus pro-rations as hereinafter provided, in cash or certified funds or by wire, on or before the Scheduled Closing Date, unless the Scheduled Closing Date is extended by mutual agreement of the parties in which case the balance shall be paid to Escrow Agent on or before the agreed upon extended closing date. 5. EXAMINATION PERIOD. (A) Buyer shall have a period commencing on the date of Opening of Escrow and ending at 5:00 p.m. on the sixtieth (60th) day (Examination Period") during which to make its examination and investigation of the Purchased Parcel, and this Agreement is subject to and conditioned upon Buyer's approval of same in Buyer's sole and absolute discretion. Buyer's activities during the Examination Period shall include, without limitation, investigation of all aspects of the Purchased Parcel that Buyer deems advisable to confirm that the Purchased Parcel is suitable for Buyer's intended use. Further, the parties agree that in the event the environmental inspection to be conducted and paid for by Buyer indicates that any environmental issues or concerns may exist on the Purchased Parcel necessitating remediation, the parties agree that such amount as may be necessary to hold back from the sales price to cover the expenses of remediation shall be held back in escrow pending remediation by Seller. In the event that significant or substantial environmental concerns are discovered and either party believes the cost of remediation to be too substantial to continue with or to conduct such remediation, the parties agree that either party may rescind this agreement, and that all funds provided to Seller by Buyer for the purchase of the Purchased Parcel shall be refunded to Buyer and that any title and other real property interests conveyed by Seller to Buyer shall be reconveyed to Seller. (B) Within the Sixty (60) day examination period after the Opening of Escrow, Seller shall assist in and cooperate with Buyer obtaining information and documents and any real property information possessed by Seller to assist Buyer in obtaining and procuring, at Buyers' sole cost, a survey of the Purchased Parcel (the "Survey") prepared by an Arizona licensed civil engineer. The Survey shall be certified to Buyer, Seller and Escrow Agent and shall meet the minimum ALTA/ASCM standards for issuance by Escrow Agent of a standard coverage owner's policy of title insurance. The Survey shall contain a legal description of the 3