HomeMy WebLinkAboutIV.A. Second Amendment to Purchase Agreement - 11-30-22 cleanSECOND AMENDMENT TO PURCHASE AGREEMENT
THIS SECOND AMENDMENT TO PURCHASE AGREEMENT (this “Second
Amendment”) is entered into as of , 2022 (the “Effective Date”),
by and between the Hastings Economic Development and Redevelopment Authority, a public body
corporate and politic organized under the laws of Minnesota (“HEDRA”), and River City
Investments L. L. C., a Minnesota limited liability company (“Buyer”).
RECITALS
Recital No. 1. HEDRA and Buyer entered into a Purchase Agreement dated April 27,
2022, as amended by that certain First Amendment to Purchase Agreement dated August 11, 2022
(“First Amendment”) (collectively “Purchase Agreement”), for the purchase and sale of real
property identified in the Purchase Agreement.
Recital No. 2. Pursuant to the First Amendment, Buyer was required to demolish the
structures on the adjacent property prior to December 31, 2022.
Recital No. 3. HEDRA is no longer requiring the structures on the adjacent property
be demolished prior to December 31, 2022 but does not object to the extension of the Closing
Date, as agreed to in the First Amendment.
Recital No. 4. Recitals No. 3 and 4 to the First Amendment have no force and effect.
NOW, THEREFORE, in consideration of the mutual promises and covenants of each to
the other contained in this Second Amendment and other good and valuable consideration, receipt
of which is hereby acknowledged, the parties hereto do covenant and agree as follows:
1. The entire Purchase Agreement is hereby incorporated into this Second Amendment,
except as modified below.
2. Section 5.1(A)(18) shall be removed.
3. Section 5.2(D) shall be removed.
4. Except as provided for in the First Amendment and above, the terms and provisions of the
Purchase Agreement shall remain in full force and effect.
5. This Second Amendment and all disputes or controversies arising out of or relating to this
Second Amendment or the transactions contemplated hereby shall be governed by, and
construed in accordance with, the internal laws of the State of Minnesota, without regard
to the laws of any other jurisdiction that might be applied because of the conflicts of laws
principles of the State of Minnesota.
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6. Nothing contained herein shall be deemed a waiver by HEDRA of any governmental
immunity defenses, statutory or otherwise. Further, any and all claims brought by Buyer
or its successors or assigns, shall be subject to any governmental immunity defenses of
HEDRA and the maximum liability limits provided by Minnesota Statutes, Chapter 466.
7. This Second Amendment may be executed in two or more counterparts, all of which shall
be considered one and the same instrument and shall become effective when one or more
counterparts have been signed by the parties and delivered to the other parties.
8. This Second Amendment shall not be amended, modified or supplemented, except by a
written instrument signed by an authorized representative of each party.
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IN AGREEMENT, the parties hereto have hereunto set their hands as of the Effective
Date.
HEDRA:
HASTINGS ECONOMIC
DEVELOPMENT AND
REDEVELOPMENT AUTHORITY
By ________________________________
Bruce Goblirsch
Its President
By ________________________________
Eric Maass
Its Secretary
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BUYER:
RIVER CITY INVESTMENTS L. L. C.
By
Lucas Siewert
Its: Chief Manager