Demolition work. In the event that, the UST Removal Work has been completed and Purchaser, on or before a date which is the later of (i) thirty (30) days prior to the Closing Date, or (ii) five (5) days after Purchaser has received the last of its Approvals, Purchaser (A) sends written notice to Seller requesting that the Demolition Work (as hereinafter defined) be performed by Seller as provided in this subsection (the “Demolition Notice”), and (B) delivers to the Title Company as additional ▇▇▇▇▇▇▇ Money to be held is escrow as provided in this Agreement the sum of $500,000.00 (which additional ▇▇▇▇▇▇▇ money shall be Nonrefundable ▇▇▇▇▇▇▇ Money and shall be applied to the Purchase Price due at Closing), then on or before a date which is ten (10) days before the Closing Date, Seller shall be responsible, at its sole cost and expense, for (i) remediating any asbestos or other Hazardous Materials present in the structures or other improvements located on the Land in compliance with all recommendations received from Terracon; (ii) razing and removing all structures, pavement, fixtures, surface improvements, trash, rubbish and debris on the Land, including without limitation, removal of the slab for the existing buildings on the Land; (iii) rough grading the Land to level conditions; and (iv) capping all utilities at the boundary of the Land. Completion of the items listed in clauses (i), (ii), (iii) and (iv) in the preceding sentence is collectively referred to herein as the “Demolition Work”. In the event the Demolition Notice is delivered by Purchaser on a date which is less than thirty (30) days prior to the then scheduled Closing Date, then the Closing Date shall be extended to date which is thirty (30) days after the date upon which the Demolition Notice was delivered to Seller (the “Demolition Notice Delivery Date”). In addition, if Seller has entered into the Demolition Contracts, has commenced the Demolition Work and has made commercially reasonable efforts to complete the Demolition Work, but has not completed the Demolition Work on or before the date which is thirty (30) days after the Demolition Notice Delivery Date, Seller shall have the right to extend the date by which the Demolition Work may be completed for up to thirty (30) days and, if Seller exercises such right, the Closing Date will be extended accordingly. Finally, if any underground storage tank, Hazardous Materials or any other items which must be removed from the Property under the requirements set out above with respect to the Demolition Work are discovered under any building located on the Property, an “Unanticipated Event” will be deemed to have occurred for purposes of this Agreement and the following shall apply: (i) Seller shall have the right to extend the date by which the Demolition Work may be completed for up to an additional sixty (60) days (in addition to the two 30-day periods referenced above) and if Seller exercises such right, the Closing Date will be extended accordingly; (ii) Seller will obtain a recommendation from Terracon as to the actions required to remediate the effects of the Unanticipated Event; and (iii) if the additional costs incurred or to be incurred by Seller as a result of the Unanticipated Event exceed $200,000.00, then Seller will have the right to deliver to Purchaser written notice of such excess costs (the “Excess Costs”) and thereafter Purchaser shall, within ten (10) days after the date of Seller’s delivery of the notice of Excess Costs to Purchaser, deliver to Seller a written notice pursuant to which Purchaser either (1) agrees to pay one-half (1/2) of the Excess Costs (in addition to the Purchase Price and all other sums required to be paid to Purchaser under this Agreement), or (2) terminates this Agreement, in which event $250,000.00 out of the Nonrefundable ▇▇▇▇▇▇▇ Money (the “Demolition Consideration”) will be delivered to Seller notwithstanding any provision in this Agreement to the contrary. If Purchaser fails to timely deliver the notice required to be delivered by Purchaser under clause (ii) of the immediately preceding sentence, then Purchaser will be deemed to have elected to pay one-half (1/2) of the Excess Costs and will thereafter be required to pay Purchaser’s one-half of all Excess Costs as and when the Excess Costs are incurred. In connection with performing the Demolition Work, Seller shall enter into one or more contracts for the Demolition Work (the “Demolition Contracts”), which Demolition Contracts shall require the contractors to maintain any and all right of way per City of Austin ordinances, perform the Demolition Work in a good and workmanlike manner in accordance with all applicable legal requirements, and to perform all other requirements that Seller and purchaser may agree to during the Feasibility Period. Upon final completion of the Demolition Work, Seller shall provide written notice to Purchaser of same, together with reasonable written evidence that the requirements of this Section 13(c) have been met. Purchaser shall have the right to inspect the Land and the materials provided by Seller to review Seller’s performance of the Demolition Work. In the event that Purchaser fails to deliver the Demolition Notice and/or the $500,000 in additional Nonrefundable ▇▇▇▇▇▇▇ Money described above in this Section 13(c), then the Purchase Price shall be reduced by $200,000. If Seller delivers the Demolition Notice and the $500,000 in additional Nonrefundable ▇▇▇▇▇▇▇ Money described above and Seller commences the Demolition Work but thereafter fails to complete the Demolition Work as required herein and Purchaser elects to waive the performance of the Demolition Work as a Closing Condition (as provided below), then the Purchase Price shall be reduced by an amount equal to the reasonable estimate of Purchaser’s contractor to complete the Demolition Work as required herein, and Purchaser shall accept the Property without the Demolition Work having been done as of the date of the Closing.
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Demolition work. In The Parties acknowledge that certain tenancies affecting the event that, Seller’s Land will delay the UST Removal Work has been completed and Purchaser, on or before a date which is the later completion of (i) thirty (30) days prior to the Closing Date, or (ii) five (5) days after Purchaser has received the last portions of its Approvals, Purchaser (A) sends written notice to Seller requesting that the Demolition Work (as hereinafter defined) be performed by Seller as provided in this subsection (the “Demolition Notice”), and (B) delivers to the Title Company as additional ▇▇▇▇▇▇▇ Money to be held is escrow as provided in this Agreement the sum of $500,000.00 (which additional ▇▇▇▇▇▇▇ money shall be Nonrefundable ▇▇▇▇▇▇▇ Money and shall be applied to the Purchase Price due at Closing), then on or before a date which is ten (10) days before the Closing Date, Seller shall be responsible, at its sole cost and expense, for (i) remediating any asbestos or other Hazardous Materials present in the structures or other improvements located on the Land in compliance with all recommendations received from Terracon; (ii) razing and removing all structures, pavement, fixtures, surface improvements, trash, rubbish and debris on the Land, including without limitation, removal of the slab for the existing buildings on the Land; (iii) rough grading the Land to level conditions; and (iv) capping all utilities at the boundary of the Land. Completion of the items listed in clauses (i), (ii), (iii) and (iv) in the preceding sentence is collectively referred to herein as the “Demolition Work”. In the event the Demolition Notice is delivered by Purchaser on a date which is less than thirty (30) days prior to the then scheduled Closing Date, then the Closing Date shall be extended to date which is thirty (30) days after beyond the date upon which the Demolition Notice was delivered to Seller (the “Demolition Notice Delivery Date”). In addition, if Seller has entered into the Demolition Contracts, has commenced the Demolition Work and has made commercially reasonable efforts to complete the Demolition Work, but has not completed the Demolition Work on or before the date which that is thirty (30) days after the Demolition Notice Delivery Date, Seller shall have the right to extend the date by which the Demolition Work may be completed for up to thirty (30) days and, if Seller exercises such right, the Closing Date will be extended accordingly. Finally, if any underground storage tank, Hazardous Materials or any other items which must be removed from the Property under the requirements set out above with respect to the Demolition Work are discovered under any building located on the Property, an “Unanticipated Event” will be deemed to have occurred for purposes of this Agreement and the following shall apply: (i) Seller shall have the right to extend the date by which the Demolition Work may be completed for up to an additional sixty (60) days (in addition to the two 30-day periods referenced above) after Closing, and if Seller exercises any such right, the Closing Date will be extended accordingly; (ii) Seller will obtain a recommendation from Terracon as to the actions required to remediate the effects instances are hereby deemed “excusable delays” under Section 5.6 of the Unanticipated Event; and Agreement. Seller’s obligation to complete the Demolition Work within sixty (iii) if the additional costs incurred or to be incurred by Seller as a result of the Unanticipated Event exceed $200,000.00, then Seller will have the right to deliver to Purchaser written notice of such excess costs (the “Excess Costs”) and thereafter Purchaser shall, within ten (1060) days after Closing shall be extended to allow Seller ninety (90) days after Seller comes into possession of any portion of the date of Seller’s delivery Land subject to such tenancies to complete any portion of the notice of Excess Costs Demolition Work related to Purchaser, deliver to Seller a written notice pursuant to which Purchaser either (1) agrees to pay one-half (1/2) such portion of the Excess Costs (in addition to the Purchase Price and all other sums required to be paid to Purchaser under this Agreement), or (2) terminates this Agreement, in which event $250,000.00 out of the Nonrefundable ▇▇▇▇▇▇▇ Money (the “Demolition Consideration”) will be delivered to Seller notwithstanding any provision in this Agreement to the contrarySeller’s Land. If Purchaser fails to timely deliver the notice required to be delivered by Purchaser under clause (ii) of the immediately preceding sentence, then Purchaser will be deemed to have elected to pay one-half (1/2) of the Excess Costs and will thereafter be required to pay PurchaserThe Parties acknowledge that Seller’s one-half of all Excess Costs as and when the Excess Costs are incurred. In connection with performing the Demolition Work, Seller shall enter into one or more contracts contractor for the Demolition Work currently estimates that the costs necessary to complete any Demolition Work that will not be completed as of Closing is (the “Demolition Contracts”including retainage) Eight Hundred Twenty Eight Thousand Four Hundred Sixty Two Dollars and Ninety Four Cents ($828,462.94), which Demolition Contracts with the components of such estimate set forth on Exhibit B of this Amendment. Accordingly, pursuant to Section 5.6 of the Agreement, Seller shall require escrow with the contractors to maintain Title Company Two Hundred Percent (200%) of such amount, or One Million Six Hundred Fifty Six Thousand Nine Hundred Twenty Five Dollars and Eighty Eight Cents ($1,656,925.88). Upon the completion of any and all right portion of way per City of Austin ordinances, perform the Demolition Work and payment in a good and workmanlike manner in accordance with all applicable legal requirements, and full to perform all other requirements that Seller and purchaser may agree to during the Feasibility Period. Upon final completion Seller’s contractor for such portion of the Demolition Work, Purchaser and Seller shall provide written notice hereby agree to Purchaser promptly direct the Title Company to release to Seller from such escrow an amount equal to Two Hundred Percent (200%) of same, together with reasonable written evidence that the requirements cost of this Section 13(c) have been met. Purchaser shall have the right to inspect the Land and the materials provided by Seller to review Seller’s performance such portion of the Demolition Work. In the event that Purchaser fails to deliver the Demolition Notice and/or the $500,000 in additional Nonrefundable ▇▇▇▇▇▇▇ Money described above in this Section 13(c), then the Purchase Price shall be reduced by $200,000. If Seller delivers the Demolition Notice and the $500,000 in additional Nonrefundable ▇▇▇▇▇▇▇ Money described above and Seller commences cost of completing the Demolition Work but thereafter fails exceeds the amount contemplated herein, Seller shall be responsible for any overage necessary to complete the Demolition Work as required herein and Purchaser elects Work. In the event that Seller fails to waive the performance complete any portion of the Demolition Work within sixty (60) days of Closing, or within ninety (90) days of coming into the possession of any portion of the Seller’s Land subject to a tenancy as a Closing Condition (contemplated herein, subject to excusable delays as provided below)contemplated in Section 5.6 of the Agreement, then the Purchase Price balance of the escrow shall be reduced by an amount equal released to Purchaser, and Seller shall be released from any obligation to the reasonable estimate of Purchaser’s contractor to complete the Demolition Work as required herein, and Purchaser shall accept the Property without the Demolition Work having been done as of the date of the ClosingWork.
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Demolition work. In the event that, the UST Removal Work has been completed and Purchaser, on or before a date which is the later of Within sixty (i) thirty (3060) days prior following the Effective Date, Seller shall commence or shall cause to be commenced, at Seller's cost and expense the demolition activities with respect to the Closing Date, or (ii) five (5) days after Purchaser has received portions of the last of its Approvals, Purchaser (A) sends written notice to Seller requesting that the Demolition Work (as hereinafter defined) be performed by Seller as provided in this subsection Property identified on Exhibit K (the “Demolition NoticeWork”), and (B) delivers to the Title Company as additional ▇▇▇▇▇▇▇ Money to be held is escrow as provided in this Agreement the sum of $500,000.00 (which additional ▇▇▇▇▇▇▇ money . The Demolition Work shall be Nonrefundable ▇▇▇▇▇▇▇ Money and shall be applied to the Purchase Price due at Closing), then on or before a date which is ten (10) days before the Closing Date, Seller shall be responsible, at its sole cost and expense, for minimum include (i) remediating the demolition and removal from the Property of any asbestos or other Hazardous Materials present in improvements and all alterations, fixtures, machinery and equipment located upon the structures or other improvements located portions of the Property identified on the Land in compliance with all recommendations received from Terracon; Exhibit K, (ii) razing and removing all structures, pavement, fixtures, surface improvements, trash, rubbish and debris on the Land, including without limitation, removal capping of any utility lines affected by the slab for the existing buildings on the LandDemolition Work; (iii) rough grading the Land to level conditionsremoval from the Property of all debris and refuse associated with the Demolition Work; and (iv) capping the restoration of all utilities at the boundary of the Land. Completion of the items listed in clauses (i), (ii), (iii) and (iv) in the preceding sentence is collectively referred to herein as the “Demolition Work”. In the event the Demolition Notice is delivered parcels affected by Purchaser on a date which is less than thirty (30) days prior to the then scheduled Closing Date, then the Closing Date shall be extended to date which is thirty (30) days after the date upon which the Demolition Notice was delivered to Seller (the “Demolition Notice Delivery Date”). In addition, if Seller has entered into the Demolition Contracts, has commenced the Demolition Work to a neat, orderly condition, consistent with all applicable laws (the "Demolition Work"). The Demolition Work shall be completed prior to Closing. Seller shall indemnify and has made commercially reasonable efforts hold Purchaser harmless from and against any and all claims, including all mechanics', materialman's or similar liens, arising under the Demolition Work. The Parties hereby acknowledge that Seller's obligation to complete the Demolition Work prior to Closing shall be subject to reasonable excusable delays for instances including, but not limited to, weather or instances in which Seller has not acquired title to the property underlying a portion of the Demolition Work in a time sufficient to allow completion of the Demolition Work prior to Closing. In that event that any portion of the Demolition Work is not complete prior to Closing, Seller agrees to deliver into escrow a sum that is two hundred percent (200%) of the costs of such portion of the Demolition Work, but as reasonably agreed by the Parties. If Seller has not completed any portion of the Demolition Work on or before the date which that is thirty (30) days after the Demolition Notice Delivery Date, Seller shall have the right to extend the date by which the Demolition Work may be completed for up to thirty (30) days and, if Seller exercises such right, the Closing Date will be extended accordingly. Finally, if any underground storage tank, Hazardous Materials or any other items which must be removed from the Property under the requirements set out above with respect to the Demolition Work are discovered under any building located on the Property, an “Unanticipated Event” will be deemed to have occurred for purposes of this Agreement and the following shall apply: (i) Seller shall have the right to extend the date by which the Demolition Work may be completed for up to an additional sixty (60) days (in addition to the two 30-day periods referenced above) and if Seller exercises such rightafter Closing, the Closing Date will sums in escrow pursuant to this Section shall be extended accordingly; (ii) Seller will obtain a recommendation from Terracon as to the actions required to remediate the effects of the Unanticipated Event; and (iii) if the additional costs incurred or to be incurred by Seller as a result of the Unanticipated Event exceed $200,000.00, then Seller will have the right to deliver to Purchaser written notice of such excess costs (the “Excess Costs”) and thereafter Purchaser shall, within ten (10) days after the date of Seller’s delivery of the notice of Excess Costs released to Purchaser, deliver to and Seller a written notice pursuant to which Purchaser either (1) agrees to pay one-half (1/2) shall be relieved of the Excess Costs (in addition to the Purchase Price and all other sums required to be paid to Purchaser its obligation under this Agreement), or (2) terminates this Agreement, in which event $250,000.00 out of the Nonrefundable ▇▇▇▇▇▇▇ Money (the “Demolition Consideration”) will be delivered to Seller notwithstanding any provision in this Agreement to the contrary. If Purchaser fails to timely deliver the notice required to be delivered by Purchaser under clause (ii) of the immediately preceding sentence, then Purchaser will be deemed to have elected to pay one-half (1/2) of the Excess Costs and will thereafter be required to pay Purchaser’s one-half of all Excess Costs as and when the Excess Costs are incurred. In connection with performing the Demolition Work, Seller shall enter into one or more contracts for the Demolition Work (the “Demolition Contracts”), which Demolition Contracts shall require the contractors to maintain any and all right of way per City of Austin ordinances, perform the Demolition Work in a good and workmanlike manner in accordance with all applicable legal requirements, and to perform all other requirements complete that Seller and purchaser may agree to during the Feasibility Period. Upon final completion of the Demolition Work, Seller shall provide written notice to Purchaser of same, together with reasonable written evidence that the requirements of this Section 13(c) have been met. Purchaser shall have the right to inspect the Land and the materials provided by Seller to review Seller’s performance portion of the Demolition Work. In the event that Purchaser fails to deliver the Demolition Notice and/or the $500,000 in additional Nonrefundable ▇▇▇▇▇▇▇ Money described above in this Section 13(c), then the Purchase Price shall be reduced by $200,000. If Seller delivers the Demolition Notice and the $500,000 in additional Nonrefundable ▇▇▇▇▇▇▇ Money described above and Seller commences the Demolition Work but thereafter fails to complete the Demolition Work as required herein and Purchaser elects to waive the performance of the Demolition Work as a Closing Condition (as provided below), then the Purchase Price shall be reduced by an amount equal to the reasonable estimate of Purchaser’s contractor to complete the Demolition Work as required herein, and Purchaser shall accept the Property without the Demolition Work having been done as of the date of the Closing.5.7
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Sources: Real Estate Purchase Agreement
Demolition work. In the event that, the UST Removal Work has been completed and Purchaser, on or before a date which is the later of Within sixty (i) thirty (3060) days prior following the Effective Date, Seller shall commence or shall cause to be commenced, at Seller's cost and expense the demolition activities with respect to the Closing Date, or (ii) five (5) days after Purchaser has received portions of the last of its Approvals, Purchaser (A) sends written notice to Seller requesting that the Demolition Work (as hereinafter defined) be performed by Seller as provided in this subsection Property identified on Exhibit K (the “Demolition NoticeWork”), and (B) delivers to the Title Company as additional ▇▇▇▇▇▇▇ Money to be held is escrow as provided in this Agreement the sum of $500,000.00 (which additional ▇▇▇▇▇▇▇ money . The Demolition Work shall be Nonrefundable ▇▇▇▇▇▇▇ Money and shall be applied to the Purchase Price due at Closing), then on or before a date which is ten (10) days before the Closing Date, Seller shall be responsible, at its sole cost and expense, for minimum include (i) remediating the demolition and removal from the Property of any asbestos or other Hazardous Materials present in improvements and all alterations, fixtures, machinery and equipment located upon the structures or other improvements located portions of the Property identified on the Land in compliance with all recommendations received from Terracon; Exhibit K, (ii) razing and removing all structures, pavement, fixtures, surface improvements, trash, rubbish and debris on the Land, including without limitation, removal capping of any utility lines affected by the slab for the existing buildings on the LandDemolition Work; (iii) rough grading the Land to level conditionsremoval from the Property of all debris and refuse associated with the Demolition Work; and (iv) capping the restoration of all utilities at the boundary of the Land. Completion of the items listed in clauses (i), (ii), (iii) and (iv) in the preceding sentence is collectively referred to herein as the “Demolition Work”. In the event the Demolition Notice is delivered parcels affected by Purchaser on a date which is less than thirty (30) days prior to the then scheduled Closing Date, then the Closing Date shall be extended to date which is thirty (30) days after the date upon which the Demolition Notice was delivered to Seller (the “Demolition Notice Delivery Date”). In addition, if Seller has entered into the Demolition Contracts, has commenced the Demolition Work to a neat, orderly condition, consistent with all applicable laws (the "Demolition Work"). The Demolition Work shall be completed prior to Closing. Seller shall indemnify and has made commercially reasonable efforts hold Purchaser harmless from and against any and all claims, including all mechanics', materialman's or similar liens, arising under the Demolition Work. The Parties hereby acknowledge that Seller's obligation to complete the Demolition Work prior to Closing shall be subject to reasonable excusable delays for instances including, but not limited to, weather or instances in which Seller has not acquired title to the property underlying a portion of the Demolition Work in a time sufficient to allow completion of the Demolition Work prior to Closing. In that event that any portion of the Demolition Work is not complete prior to Closing, Seller agrees to deliver into escrow a sum that is two hundred percent (200%) of the costs of such portion of the Demolition Work, but as reasonably agreed by the Parties. If Seller has not completed any portion of the Demolition Work on or before the date which that is thirty (30) days after the Demolition Notice Delivery Date, Seller shall have the right to extend the date by which the Demolition Work may be completed for up to thirty (30) days and, if Seller exercises such right, the Closing Date will be extended accordingly. Finally, if any underground storage tank, Hazardous Materials or any other items which must be removed from the Property under the requirements set out above with respect to the Demolition Work are discovered under any building located on the Property, an “Unanticipated Event” will be deemed to have occurred for purposes of this Agreement and the following shall apply: (i) Seller shall have the right to extend the date by which the Demolition Work may be completed for up to an additional sixty (60) days (in addition to the two 30-day periods referenced above) and if Seller exercises such rightafter Closing, the Closing Date will sums in escrow pursuant to this Section shall be extended accordingly; (ii) Seller will obtain a recommendation from Terracon as to the actions required to remediate the effects of the Unanticipated Event; and (iii) if the additional costs incurred or to be incurred by Seller as a result of the Unanticipated Event exceed $200,000.00, then Seller will have the right to deliver to Purchaser written notice of such excess costs (the “Excess Costs”) and thereafter Purchaser shall, within ten (10) days after the date of Seller’s delivery of the notice of Excess Costs released to Purchaser, deliver to and Seller a written notice pursuant to which Purchaser either (1) agrees to pay one-half (1/2) shall be relieved of the Excess Costs (in addition to the Purchase Price and all other sums required to be paid to Purchaser its obligation under this Agreement), or (2) terminates this Agreement, in which event $250,000.00 out of the Nonrefundable ▇▇▇▇▇▇▇ Money (the “Demolition Consideration”) will be delivered to Seller notwithstanding any provision in this Agreement to the contrary. If Purchaser fails to timely deliver the notice required to be delivered by Purchaser under clause (ii) of the immediately preceding sentence, then Purchaser will be deemed to have elected to pay one-half (1/2) of the Excess Costs and will thereafter be required to pay Purchaser’s one-half of all Excess Costs as and when the Excess Costs are incurred. In connection with performing the Demolition Work, Seller shall enter into one or more contracts for the Demolition Work (the “Demolition Contracts”), which Demolition Contracts shall require the contractors to maintain any and all right of way per City of Austin ordinances, perform the Demolition Work in a good and workmanlike manner in accordance with all applicable legal requirements, and to perform all other requirements complete that Seller and purchaser may agree to during the Feasibility Period. Upon final completion portion of the Demolition Work, Seller shall provide written notice to Purchaser of same, together with reasonable written evidence that the requirements of this Section 13(c) have been met. Purchaser shall have the right to inspect the Land and the materials provided by Seller to review Seller’s performance of the Demolition Work. In the event that Purchaser fails to deliver the Demolition Notice and/or the $500,000 in additional Nonrefundable ▇▇▇▇▇▇▇ Money described above in this Section 13(c), then the Purchase Price shall be reduced by $200,000. If Seller delivers the Demolition Notice and the $500,000 in additional Nonrefundable ▇▇▇▇▇▇▇ Money described above and Seller commences the Demolition Work but thereafter fails to complete the Demolition Work as required herein and Purchaser elects to waive the performance of the Demolition Work as a Closing Condition (as provided below), then the Purchase Price shall be reduced by an amount equal to the reasonable estimate of Purchaser’s contractor to complete the Demolition Work as required herein, and Purchaser shall accept the Property without the Demolition Work having been done as of the date of the Closing.
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