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t I REAL EST ATE PURCHASE AND SALE AGREEMENT TillS AGREEMENT, made this day of 1998, between the City of Moscow, a municipal corporation of the State ofldaho (hereinafter "Buyer"), 206 East Third Street, Moscow, Idaho 83843 agrees to purchase and Joe Mengelkamp and 440441 Helen Mengelkarnp, husband and wife (hereinafter "Seller") 3001 Union Town Road East, UnionTown, \1A 9917Q agree to sell the following-described real estate and improvements thereon (hereinafter "Premises") located in the County of Latah, State ofldaho: A legal description for a parcel of land located in Government Lot I of Section 30, T39N, R4WBM, and being more particularly described as follows: Beginning at the northeast corner of Government Lot I, thence along the east line of said Government Lot 1, South, !97.61 feet to the TRUE POINT OF BEGINNING. Thence continuing along said east line, South, 1096.51 feet to a point on the north right-of-way of Butte Road; Thence along said right-of-way, S 56°00'58" W, 36.18 feet; Thence leaving said right-of-way, North, 226.31 feet to a point on the centerline of an existing farm access road; Thence along said centerline the following courses: N 24° 10' 05" W, 21.41 feet; N 29° 58' 49" W, 93.43 feet; N 34° 47' 26" W, 119.06 feet; N 38° 48' 34" W, 185.98 feet; N 47° II' 58" W, 83.18 feet; N 54° 53' 38" W, 67.62 feet; N 67° 18' 10" W, 33.04 feet; N 80° II' 53" W, 30.5! feet; S 80 o 04' 51" W, 27.! 1 feet; Thence leaving said farm access road centerline, N 02' 16" E, 450.19 feet; Thence East, 3 71.99 feet to the TRUE POINT OF BEGINNING. Parcel contains 6.34 acres. SUBJECT TO AND TOGETIIER WITH a 30 foot wide access easement centered over the following described line: Beginning at the northeast corner of Government Lot I; thence South, 1294.11 feet along the east line of said Government Lot I to a point on the REAL ESTATE PURCHASE AND SALE AGREEMENT Page I of 5 ---PAGE BREAK--- northerly right-of-way of Butte Road; thence along said right-of-way, S 56° 00' 58" W, 18 09 feet to the TRUE POINT OF BEGINNING. Thence North, 182.77 feet; Thence N 24° 10' 05" W, 58.04 feet; Thence N 29° 58' 49" W, 93.43 feet; Thence N 34° 47' 26" W, 119 06 feet; Thence N 38° 48' 34" W, 185.98 feet; Thence N 47° 11' 58" W, 83.18 feet; Thence N 54° 53' 38" W, 67.62 feet; Thence N 67° 18' 10" W, 33.04 feet; Thence N 80° 11' 53"W, 30.51 feet; Thence S 80° 04' 51" W, 27.11 feet to the END OF THIS EASEMENT. ,140441 for development and use as a location of a police weapons training facility by the City of Moscow, Idaho; 1. As a condition to be met prior to the purchase of the Premises, all necessary rezoning of the Premises and the property retained by Seller from which Premises originates, special use permits, annexations and the like must be obtained on or before October I, 1999 to allow for the development, construction and use of a City police weapons training facility on the Premises. Buyer shall be responsible for obtaining all such necessary approvals, including the costs thereof, on or before October I, 1999, and shall exercise due diligence in obtaining such approvals. Should Buyer not obtain all such necessary approvals, this Agreement is void and all monies paid by Buyer to Seller shall be returned to Buyer on or before December I, 1999, notwithstanding any other provision of this Agreement. 2. Subject to paragraph I of this Agreement, Buyer hereby deposits earnest money and receipt is hereby acknowledged of Ten Thousand Dollars ($10,000). Earnest money shall be held in Trust by Seiler's agent If the funding for the total purchase price is not authorized by City Council on or before November 1, 1999, Seller shall retain the ten Thousand Dollars ($10,000) earnest money payment unless Buyer has not obtained all necessary rezoning of the Premises and the property retained by Seller from which Premises originates, special use permits, annexations and the like as set out in paragraph 1 of this Agreement. If Buyer has not been granted the all necessary rezoning of the Premises and the property retained by Seller from which Premises originates, special use permits, annexations and the like as set out in paragraph I of this Agreement, all monies paid by Buyer to Seller shall be returned to Buyer by Seller on or before December I, 1999. REAL ESTATE PURCHASE AND SALE AGREEMENT Page 2 of 5 ---PAGE BREAK--- 3. As a further condition of the purchase of the premises, funding for the total purchase price must be authorized by City Council on or before November I , 1999. Should funding not be authorized by City Council on or before November 1, 1999, all monies paid by Buyer to Seller pursuant to this Agreement, except for Ten Thousand Dollars ($10,000) earnest money paid to Seller by Buyer, shall be returned to Buyer within sixty (60) days from the first day of any budget year in which such funding is not forthcoming and this Agreement is void. 4. The total purchase price for the premises is Thirty Thousand Dollars ($30,000), payable in three roughly equal installments subject to paragraphs I , 2, and 3 of this Agreement. The first payment in the amount of Ten Thousand Dollars ($10,000), which is inclusive of the Ten Thousand Dollars ($10,000) earnest money described above in paragraph 2 of this Agreement, shall be made on or before the closing date. The second installment of Ten Thousand Dollars ($10,000) shall be paid on or before December I , 2000. The third and final installment shall be paid on or before November I , 200 I . 5. Title to the Premises is t o be conveyed by Warranty Deed, and is to be marketable and insurable except for rights reserved in federal patents, state or railroad deeds, building or use restrictions, building and zoning regulations and ordinances of any governmental unit, and rights-of-way and easements of record. There are no liens, encumbrances or defects which are to be discharged or assumed by Buyer, other than as described above, and title shall not be subject to any such liens or encumbrances or defects. 6. Seller shall, after removal of all contingencies set out in paragraphs I , 2 and 3 of this Agreement and at Buyer's expense, immediately apply for a preliminary commitment for a standard form Purchaser's policy of title insurance to be issued by Latah Title Insurance Company. Said preliminary commitment, and the title policy to be issued, shall contain no exceptions other than those provided for in said standard form and those noted in paragraph 5 of this Agreement. If title cannot be made so insurable prior to the closing date called for herein, unless Buyer elects in writing to waive such defects or encumbrances, this Agreement shall be terminated. 7. Environmental Matters. Seller covenants that it has not placed or brought onto the premises, nor permitted to be placed or brought onto the premises, hazardous substances [as defined by Section I 0 I (14) of the Comprehensive Environmental Response, Compensation and Liability Act of !980, as amended, 42 U.S.C. Section 9601(14)] or materials including, but not limited to, petroleum products, the removal of which is required or the maintenance of which is prohibited or penalized by any applicable local, state or federal law, ordinance, rule, regulation or requirement and, to the best knowledge of Seller, the Premises is free of all such hazardous substances and materials. REAL ESTATE PURCHASE AND SALE AGREEMENT Page 3 of5 440441 ---PAGE BREAK--- 8. It is hereby agreed that the "closing agent" for this Agreement shall be Latah Title Company. 9. Closing Date. Closing shall occur within thirty (30) days after the removal of all contingencies, but in no case later than November I , 1999. 10. On or before the closing date, Buyer and Seller shall deposit with the closing agent all funds and instruments necessary to complete the sale. The closing date shall be within thirty (30) days after the removal of all contingencies, but in no case later than November I, 1999. I I. Seller shall deliver possession to Buyer at time of closing. Closing means the date on which all documents are recorded and the sale proceeds are available to Seller. 12. Closing costs. Buyer shall pay all of the closing fees and costs except for any fees and costs voluntarily incurred by Seller, including attorney's fees. Buyer shall pay all title insurance costs. Taxes for the current year and insurance acceptable to Buyer shall be prorated as of closing, if applicable. 13. Should the Premises be materially damaged prior to closing this sale, this Agreement is voidable at the option of Buyer. 14. This Agreement, unless expressly stated otherwise herein, is the final Agreement and shall be binding upon the heirs, personal representatives, successors and assigns of the respective parties hereto. 15. The parties agree that should any provision of this Agreement be litigated in the future, venue for such litigation shall be with the District Court of the Second Judicial District of the State of Idaho, in and for the County of Latah. The prevailing party shall be entitled to attorney fees and costs. 16. Time is of the essence in the performance of this Agreement. REAL ESTATE PURCHASE AND SALE AGREEMENT Page 4 of 5 440441 ---PAGE BREAK--- BUYER: STATE OF IDAHO ) ) ss County of Latah ) 440441 SELLERS On this {f day of 1998, before me, the undersigned, a Notary in and for said State, personally appeared Joe Mengelkamp, known to me to be the person whose name is subscribed to the within statement and acknowledged to me that he executed the foregoing agreement. ' On this CJ/l day of bean ,beL , 1998, before me, the undersigned, a Notary in and for said State, personally appeared Helen Mengelkamp, known to me to be the person whose name is subscribed to the within statement and acknowledged to me that she executed the foregoing agreement. REAL ESTATE PURCHASE AND SALE AGREEMENT Page 5of 5