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AMENDMENT TO PURCHASE AGREEMENT <br />AND <br />RIGHT OF ENTRY AGREEMENT <br />FOR THE VILLAGE AT LITTLE CANADA <br />THIS AGREEMENT is entered into as of the day of July, 2005, between the <br />Economic Development Authority of the City of Little Canada, a body corporate and politic <br />established under Minnesota Statutes Chapter 469 (the "EDA "), and The Village at Little <br />Canada LLC, a Minnesota limited liability company ( "Developer "). <br />RECITALS <br />A. The EDA is the owner of the real property depicted as Parcel 1 and Parcel 2 on <br />Exhibit A attached hereto (individually, "Parcel 1" and "Parcel 2 ", and collectively, the <br />"Property "). <br />B. Developer and the EDA have previously entered into a Purchase Agreement for <br />Parcel 1 (the "Parcel 1 Purchase Agreement "), a Purchase Agreement for Parcel 2, and a <br />Development Agreement (the "Development Agreement "), each dated as of December 9, 2003, <br />pursuant to which the EDA will convey the Property to Developer and Developer will construct <br />certain improvements on the Property. The Development Agreement has been amended <br />pursuant to the terms and conditions of a First Amendment to Development Agreement of even <br />date herewith. <br />C. The parties desire to amend the Parcel 1 Purchase Agreement by delaying the Date <br />of Closing (as defined therein). <br />D. Developer desires to enter onto the Property for purposes of commencing <br />construction on Parcel 1 and preparing for construction on Parcel 2. <br />E. The EDA has agreed to allow Developer to enter onto the Property for the <br />purposes described herein in accordance with the terms and conditions of this Agreement. <br />NOW, THEREFORE, in consideration of the mutual promises, covenants, <br />undertakings, and other consideration set forth in this Agreement, the parties agree as follows: <br />I. Amendment to Parcel 1 Purchase Agreement. The Date of Closing set forth in <br />Section 8 of the Parcel 1 Purchase Agreement shall be changed from December 31, 2004, to <br />, 2005. Notwithstanding the foregoing, if the parties elect not to close <br />prior to the platting of Parcels 1 and 2 in accordance with the plat attached hereto as Exhibit B <br />(the "Plat "), the parties agree that the closing will occur within 10 days after final approval of the <br />Plat by the City of Little Canada and the Ramsey County Surveyor. All other terms and <br />conditions of the Parcel 1 Purchase Agreement shall remain in full force and effect. <br />4 <br />