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subsection (a) reasonably indicates the presence of hazardous materials, as defined in Section 5.14.8 <br /> hereof, then the Developer, in its sole discretion, shall have the right (i) to decline to accept conveyance of <br /> Phase II of the Development Property at Closing II, or (ii) to require the Municipality, at Municipality's <br /> cost, to further investigate the presence of, and/or remove or remediate, such hazardous materials or <br /> conditions in accordance with all applicable State and Federal laws. If the Municipality agrees, in <br /> writing, to further investigate the presence of, and/or remove and remediate, such hazardous materials and <br /> conditions, the date for Closing II shall be adjusted so as reasonably to allow such further investigation <br /> and/or removal or remediation to occur, and the absence of such hazardous materials and conditions, or <br /> the removal or remediation thereof, as certified by BWC or some other qualified person or firm <br /> satisfactory to Developer and Municipality, not less than thirty (30) days period to such new Closing I <br /> date shall fully satisfy any new Municipality duty or obligation hereunder with regard to hazardous <br /> materials or conditions. <br /> 3.13 Closing II (a) At Closing II, the Municipality shall deliver a warranty deed to the <br /> Developer. Title may be subject only to those matters to which title may be subject as provided in <br /> Section 3.9. The Municipality shall pay all general real estate taxes and special assessments due and <br /> owing on the date of Closing II, if any. <br /> (b) At Closing II, the Developer shall execute quit claim deeds ("Quit Claim Deeds II") <br /> conveying Phase II of the Development Property to the Municipality, said deeds to each convey a portion <br /> of Phase II intended to be used for the construction of a building as shown on the Construction Plans and <br /> such deeds to be held in escrow by the Escrow Agent. The Escrow Agent shall deliver the Quit Claim <br /> Deeds II to the Municipality in the event that the Developer fails to substantially complete Phase II of the <br /> Development Project within two (2) years of Closing II, as determined by the Construction Inspector in <br /> accordance with the provisions of Section 4.6 hereof, but otherwise shall deliver said Quit Claim Deeds II <br /> to the Developer; provided that, if a mortgage or other lien is recorded against Phase II of the <br /> Development Property, or any portion thereof, by agreement of the Developer in accordance with <br /> subsection (c) hereof and prior to the substantial completion of Phase II of the Development Project, the <br /> Escrow agent shall deliver the Quit Claim Deeds II to the Developer. <br /> (c) Prior to any agreement by the Developer to permit the placement and recording of any <br /> mortgage or other lien against any portion of Phase II of the Development Property to secure the <br /> fmancing of the construction of a building thereon, the Developer shall provide to the Municipality letters <br /> of credit, with a bank and in a form acceptable to the Municipality Attorney, in the amount of One <br /> Hundred Fifty Thousand Dollars ($150,000.00) for each such building. The letters of credit shall be so <br /> conditioned that the Municipality shall be able to draw upon or otherwise realize the same in the event <br /> that the Developer does not substantially complete Phase II of the Development Project within two (2) <br /> years of Closing II, as determined by the Construction Inspector. Each letter of credit may be reduced <br /> during the construction of the building to which it applies in proportion to the amount of construction <br /> completed, as approved by the Construction Inspector. <br /> (d) "Substantial completion", for the purposes of this Section, shall mean the completion <br /> of Phase II to the degree necessary to pernut the legal occupancy of not less than fifty per cent (50%) of <br /> the gross leasable space in said Phase II, as shown on the Concept Site Plan. <br /> (e) Notwithstanding the foregoing, if the Developer meets the criteria set forth in Section <br /> 3.11 for one of the two buildings in Phase II, it may close with respect to such portion of Phase II only <br /> and Closing II for the remaining portion of Phase II will be postponed until the criteria set forth in Section <br /> 3.11 with respect to such second building have been satisfied; provided that, such postponed Closing II <br /> 9 <br />