Item B - Hospital Update - Laserfiche WebLink

Metadata

Thumbnails

Annotations

the Easement Agreement will be negotiated and the RFR and the Easement Agreement finalized and signed by both parties by the end of the later of the Purchaser's Certificate Period or the Seller's Financing Period; otherwise, this Agreement shall be null and void, and neither party shall have any further rights or obligations hereunder to the other except as provided herein, unless a written extension is executed by both parties. 7. SELLER'S ALTERNATE SITE AND RELOCATION FEASIBILITY PERIOD. Seller shall have a period of time (the "Seller's Due Diligence Period") commencing on the date of this Agreement and expiring 240 days later to conduct its feasibility studies with respect to alternate sites and building and relocation costs to determine whether or not Seller can identify a suitable alternate site and whether or not the construction and relocation costs related thereto are satisfactory in all respects to Seller. In the event, and at any time, Seller determines that either the alternate site or the construction and relocation costs in connection with relocating to the alternate site are not satisfactory to Seller for any reason, Seller shall have the right to terminate this Agreement in which event neither party shall have any further rights or obligations hereunder to the other except as provided herein. In addition Seller shall have up to twelve months ("Seller's Financing Period") from the date of this Agreement in which to obtain all approvals and financing for its alternate site, its improvement and all related relocation costs. Such approvals may include a public vote authorizing part or all of the financing, at Seller's discretion. In the event that during Seller's Financing Period Seller is unable to obtain all such approvals and financing on terms and conditions acceptable to Seller or an Easement Agreement, Contract of Sale, Lease, RFR, and Sale of Riparian Land to the City of Eugene have not been negotiated, finalized and signed acceptable to Seller, Seller shall have the right to terminate this Agreement in which event neither party shall have any further rights or obligations hereunder to the other, except as provided herein. 8. P[IRCHASER'S INSPECTION PERIOD. Purchaser shall have a period of time to conduct its feasibility studies of the Property commencing on the date of this Agreement and expiring on the latter to occur of (i) 240 days after the date of the Agreement (the "Purchaser's Inspection Period") or (ii) the date Purchaser obtains all licenses necessary for the operation by Purchaser of the contemplated acute care hospital to be built on the Property (including, without limitation, a final, unconditional and unappealable certificate of need for such use and operation) but not to exceed twelve months from the date of this Agreement ("Purchaser's Certificate Period"). In the event Purchaser determines that the Property is not satisfactory to Purchaser within Purchaser's Inspection Period for any reason, or in the event that during the Purchaser's Certificate Period, Purchaser is unable to obtain all licenses and/or the certificate of need or an Easement Agreement, Contract of Sale, Lease and RFR have not been negotiated, finalized and signed acceptable to Purchaser, Purchaser shall have the right to terminate this Agreement in which event neither party shall have any further rights or obligations thereunder to the other, except as provided herein. 9. ENTRY AND INDEMNITY. Seller hereby agrees to provide Purchaser and its agents or consultants with reasonable access to the Property and to copies of all studies and reports in the Seller's possession concerning the Property. In connection with any entry by Purchaser, or its agents, employees or contractors onto the Property, Purchaser shall L:\CMO\2004 Council Agendas\M041206\S041206B.doc