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PRELIMINARY DEVELOPMENT AGREEMENT THIS AGREEMENT is made and entered into as of the day of May, 2008, by and between the CITY OF LITTLE CANADA, MINNESOTA (the "City ") and ABDO MARKETHOUSE, LLC ( "Developer "). RECITALS A. The City desires to develop certain real property consisting of two parcels of land legally described as Lot 1, Block 1 and Lot 1, Block 2 of the Melancon Addition Plat to the City of Little Canada, Minnesota consisting of approximately 41,713 and 18,160 square feet respectively that are located in the vicinity of the north east quadrant of the intersection of Rice Street and Minnesota State Highway 36 and depicted on Exhibit A attached hereto (the " Property "). B. The purpose of this Agreement is to set forth the understanding between the City and the Developer with respect to the Property. TERMS AND CONDITIONS NOW, THEREFORE, in consideration of the mutual undertakings herein expressed, the City and the Redeveloper agree as follows: 1. Development Project. The Developer shall endeavor to create a development project on the Property that is aesthetically pleasing while also establishing a positive image for the community at this key location. The Developer acknowledges the City's desire to have both parcels developed concurrently, with complimentary structures and uses. 2. Exclusive Rights. For One Dollar and other valuable consideration, the receipt of which is hereby acknowledged by City, Developer shall have the exclusive right to work with the City to market the property, prepare development proposals, and attempt to finalize a Development Agreement for the Property for the period commencing on the date of this Agreement and terminating 180 days after the date of this Agreement (the "Predevelopment Period "). During the Predevelopment Period the City shall not provide, or enter into an agreement for the provision of any development rights or any financial assistance to a third party in connection with any proposed development of the Property. 3. City Approval. The Developer acknowledges and agrees that the City reserves any and all rights to approve, modify, or deny any proposal submitted by Developer for the Property based on the sole discretion of the City Council of Little Canada. Developer also acknowledges that the City relative to any project the Developer may propose has made no guarantee of approval. Developer shall have no claim for damages or reimbursement for time and expenses incurred in attempting to secure approval for a project on the Property.