CC - Agendas - City Council - REGULAR - 3/23/2010

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upon Buyer's failure to perform, subject only to (a) the conditions of Section 4 hereof and (b) to performance by Seller of 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 Two Hundred and Two Thousand dollars ($202,000.000) shall be paid as follows: (a) Buyer shall pay the balance of Two Hundred and Two Thousand dollars ($202,000.000) to the 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. The balance shall not bear interest and shall be paid and disbursed to Seller on or before Close of Escrow during the City of Prescott's fiscal year 2009-2010. 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 ( ) day after the Opening of Escrow but not later than (the "Examination Period") during which to make its examination and investigation of the Property, 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 Property that Buyer deems advisable to confirm that the Property is suitable for Buyer's intended use B. Within the Sixty (60) day examination period after the Opening of Escrow, or such shorter time period as will allow the closing of escrow prior to 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 Property (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 an extended ALTA coverage owner's policy of title insurance. The Survey shall contain a complete and accurate legal description of the Property. In addition, Seller agrees to reasonably cooperate with Buyer during the Examination Period and to furnish Buyer such other documents, instruments and information in Seller's possession concerning the Property or its operation as Buyer may, from time to time, reasonably request. C. Following the Opening of Escrow, Buyer, its agents and employees may enter upon the Property at any time for the purpose of conducting any and all tests, 3