2010/08/18 Council Agenda Packet

tenant leases and service contracts covering the real property, including any and all security or damage deposits and prepaid rents thereunder. The Real Property, the remaining improvements on the Real Property, the tangible personal property, and the intangible personal property are collectively referred to in this Agreement as the "Property." 2. Purchase Price. Seller agrees to sell and Buyer agrees to purchase the Property on the terms and subject to the conditions set forth herein. The Purchase Price ("Purchase Price") for the Property shall be Three Hundred Ninety Thousand and no/100 Dollars ($390,000.00). The Purchase Price, less the credit for the Deposit paid under Section 3, shall be paid to Seller in cash through escrow upon closing. Buyer and Seller acknowledge that this transaction is being entered into under the imminent threat of the exercise of eminent domain by the City of Everett and that in order to avoid condemnation proceedings, Seller is agreeing to this negotiated sale of the Property. 3. Earnest Money Deposit. Within seven days after the date on which this Agreement is fully executed (the "Effective Date"), Buyer shall deposit with Closing Agent (as defined in Section 4.1) check or wire transfer of immediately available funds in the amount of One Hundred Sixty Thousand Dollars and no/100 ($160, 000.00) as an earnest money deposit (the "Deposit"). The Deposit shall be refundable if this Agreement is terminated; or in the event of damage prior to closing; or Seller default; or Seller's failure to cure exceptions to title that have been objected to by Buyer as set forth in Section 6. The Deposit shall be applied to the Purchase Price at Closing. In the event the Buyer fails, without legal excuse, to complete the purchase of the Property, the Deposit or a portion of the Deposit equal to five percent (5%) of the Purchase Price, whichever is less, shall be forfeited to the Seller as the sole and exclusive remedy available to the Seller for such failure. Seller Buyer 4. Closing. 4.1 Time for Closing. The sale shall be closed in the office of Rainier Title Company, 2722 Colby Ave #125, Everett, WA 98201 ("Closing Agent") on a business day selected by Buyer which shall be on or before November 30th, 2010. At least one (1) business day prior to closing, Buyer and Seller shall deposit in escrow with Closing Agent all instruments, documents and monies necessary to complete the sale in accordance with this Agreement. As used herein, "closing" or "date of closing" or "Closing Date" means the date on which all appropriate documents are recorded and proceeds of sale are available for disbursement to Seller. 13