Reso 2001-342 - Laserfiche WebLink

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Funds as a result of the environmental condition of the Property unless (a) Buyer timely exercises the Option in the manner required under this Agreement, subject to Seller's cure and remediation of any applicable Environmental Problem (as defined below), (b) on or prior to the end of the Inspection Period, Buyer delivers to Seller a notice stating that an Environmental Problem (as defined below) exists, together with a copy of a report prepared by an appropriately licensed independent geologist or engineer which determines that Hazardous Materials are present or are likely to be present on the Property which are required to be remediated under applicable Governmental Requirements and/or that conditions exist on the Property which are in violation of an applicable Governmental Requirement with respect to Hazardous Materials and that cost of completing such remediation and curing any such violations equals or exceeds five percent (5%) of the total Purchase Price (an "Environmental Problem"), and (c) Seller does not cure and remediate such Environmental Problem within ninety (90) days after the end of the Inspection Period and Buyer does not elect to close subject to such Environmental Problem as and when provided below. Time is of the essence for Buyer to notify Seller of any Environmental Problems as and when provided above and in the event Buyer does not do so, it shall have waived any and all objections to the environmental condition of the Property. In the event that Buyer timely notifies Seller of an Environmental Problem in the manner required above, Seller shall within fifteen (15) days thereafter notify Buyer either (i) that Seller has elected to cure and remediate as applicable, such Environmental Problem, in which event Seller shall be entitled to one or more adjournments of the Closing up to ninety (90) days in the aggregate in order to cure and remediate such Environmental Problem or (ii) that Seller has elected to terminate this Agreement, in which event this Agreement shall immediately terminate as provided below. If Seller elects to and does cure and remediate such Environmental Problem, then Seller shall provide written notice and evidence thereof to Buyer on or prior to ninety (90) days after the end of the Inspection Period, in which event the Closing shall occur ten (10) business days thereafter. If Seller elects to, but does not cure and remediate such Environmental Problem on or prior to ninety (90) days after the end of the Inspection Period or at any time prior thereto notifies Buyer that it will no longer attempt to do so, then this Agreement shall terminate five (5) business days thereafter unless Buyer notifies Seller that it has elected to accept the Property subject to the Environmental Problem, in which event the Closing shall occur ten (10) business days after delivery of such notice from Buyer. In the event that this Agreement shall terminate under any of the foregoing provisions of this paragraph, the Option Fee and all other Escrow Funds shall be paid forthwith to Buyer, as Buyer's sole remedy, whereupon this Agreement shall be terminated and the parties hereto shall be relieved of all further obligations and liabilities other than those that expressly survive termination ofthis Agreement. 4.3 Agreement with Lessee. During the Inspection Period, Buyer shall have the right to attempt to secure an acceptable agreement with Lessee for the continued operations of Tony Roma's Restaurant; provided that no such agreement shall take effect unless and until the Closing shall have occurred nor shall any such agreement bind or obligate or purport to bind or obligate Seller in any manner whatsoever. 4.4 Appraisals. Buyer shall have until the end of the Inspection Period to obtain two appraisals for the Property in accordance with Chapter 166, Florida Statutes. Buyer shall be entitled to consider the results of such appraisals in deciding whether to exercise the Option, but neither the results of such appraisals nor any failure of Buyer to obtain such I-MI/413923.3 6