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5. The closing of the purchase and sale shall occur on_on/before March 31,2019 (Closing Date)at A <br /> To Be Determined location. The Closing Date and location may be changed by written consent of both <br /> parties. Upon payment of the balance of the purchase price, Seller will sign a fully executed Transaction <br /> Form to Withdraw Credits provided by BWSR,provide a copy of the Transaction Form to Withdraw Credits <br /> to the Buyer and forward the same to the BWSR along with the check for the withdrawal fee and stewardship <br /> fee. <br /> 6. Buyer has applied or will apply to the Minnehaha Creek Watershed District(Local Government Unit <br /> (LGU)or other regulatory authority)and U.S.Army Corps of Engineers for approval of a replacement plan <br /> utilizing the Credits as the means of replacing impacted wetlands. If the LOU has not approved the Buyer's <br /> application for a replacement plan utilizing the Credits by the Closing Date,and no postponement of the <br /> Closing Date has been agreed to by Buyer and Seller in writing,then either Buyer or Seller may cancel this <br /> Agreement by giving written notice to the other. In this case, Seller shall return Buyer's earnest money, and <br /> neither Buyer nor Seller shall have any further obligations under this Agreement. If the LOU has approved <br /> the replacement plan and the Seller is ready to proceed with the sale on the Closing Date,but Buyer fails to <br /> proceed,then the Seller may retain the earnest money as liquidated damages. <br /> ( 'i:t. e of eller) I (Date) (Signature of Buyer) (Date) <br /> Page 2 of 2 <br /> BWSR Example Purchase Agreement <br /> Updated July 14,2017 <br />