R2006-40 AUTHORIZING AGREEMENT WITH GMRI, INC.

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, � � SCROW AGREEMENT HIS ESCROW AGREEM NT (this "Agreement") is entered into as of the �day of , 2006, by and among MRI, INC., a Florida corporation ("GMRI"), CITY OF D CATUR, ILLINOIS ("City"), and DECATUR TITLE COMPANY, L.L.C. ("Escrow Agent"). RECITALS A. Pursuant to the terms of �n Agreement for Purchase and Sale of Real Estate (the �� Purchase Agreement ) dated effective as of March 23, 2006, City has agreed to sell to , GMRI and GMRI has agr�d to buy from City certain real estate located in Decatur, Macon County, Illinois (" MRI Property"). Capitalized terms used herein but not defined shall have the same eanings set forth in the Purchase Agreement. B. The Purchase Agreement re uires City to perform the Post Closing Work, at its sole cost. C. City and GMRI desire to es ablish an escrow account with Escrow Agent in which funds will be deposited at the Cl' sing for the Post Closing Work. Escrow Agent agrees to serve as Escrow Agent in ac�ordance with the terms and conditions set forth herein. AGREEMENT: NOW, THEREFORE, in c nsideration of the premises and the agreements contained herein, and other good and valua le consideration, the receipt and sufficiency of which are hereby acknowledged, the parties h reby agree as follows: 1. Creation of Escro . City and GMRI hereby appoint Escrow Agent as escrow agent for the purposes herein set orth, and Escrow Agent hereby accepts such appointment. Escrow Agent shall establish a interest-bearing money market account (the "Escrow Account"). City hereby deposits the sum of $248,234.29 for the Post Closing Work (the "Escrowed Funds") into the Escrov�Account. 2. Construction. City will complete the Post Closing Work in accordance with Rider Part C of the Purchase Agr ement. Completion occurs upon (i) GMRI's receipt of an original certification, signed and se led by Phillip W. Cochran, a licensed engineer, certifying to GMRI that the Post Closing Wo k has been completed in accordance with the Purchase Agreement ("Engineer's Certifica ion") and (ii) acceptance by GMRI, not to be unreasonably withheld. City shall not allow an mechanic's or materialman's liens to be filed against the ' GMRI Property in connection wit the Post Closing Work; if any are filed, City will take appropriate steps so that a bond is is ued to remove the potential cloud on title. 3. Escrow Period. Thi� Escrow Agreement shall terminate upon completion of the Post Closing Work and disburseme t of funds for the Post Closing Work("Final Completion"). � Escrow Agreement(Post Closing Work)— age 1 —c2 Decatur,IL � Job No.06G0023