How to Structure Offer w/Contingencies for Commercial Development

[Joseph Sahar]

I have been in discussions with the listing broker to purchase a national historically registered building. We will need to do some MEP due diligence work to better understand what the renovation costs will be. This will costs thousands of dollars so if we do that work I want to make sure we have an agreement where I can purchase the property. How should I structure this option / offer agreement?How do I draft up an option / offer to purchase with significant contingencies so I do not get stuck purchasing a property that may not pencil in once we gather more information? I currently put contingencies on the following milestones:

Contingencies (able to achieve the following milestones)

• Site Planning
  • Base Map
  • Site Plan (End of 2021)
  • Conceptual Site Plan (Beginning 2022)
• Architecture
  • Feasibility Design (End of 2021)
  • Conceptual Design (March 2022)
• Entitlements & Permits
  • Pre-Application (Beginning 2022)
  • Application (mid-late 2022)
    • **Buyer Submits Refundable Deposit
  • Building Permit and Inspections (End of 2022)
  • Final Approval to Build for purposes of a banquet hall (End of 2022)
    • **Funding Land Acquisition
• General Contractor
  • Site and Civil Work (End of 2022)
  • Certificate of Occupancy (Late 2023)

Is this the correct approach or is there a better way to structure this offer to take on the least amount of risk?