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ASSIGNMENT AND ASSUMPTION OF CONTRACT OF PRIVATE DEVELOPMENT AND
<br /> ASSIGNMENT OF TIF NOTE
<br /> THIS ASSIGNMENT AND ASSUMPTION OF CONTRACT OF PRIVATE DEVELOPMENT
<br /> AND ASSIGNMENT OF TIF NOTE,made as of ,2023 (the"Assignment"), is between the
<br /> LINO LAKES ECONOMIC DEVELOPMENT AUTHORITY, MINNESOTA, a public body corporate
<br /> and politic of the State of Minnesota (the "Authority"), AX LINO LAKES L.P., a Delaware limited
<br /> partnership (the "Assignor"), and OIVF III CLEARWATER, LLC, a Delaware limited liability company
<br /> (the"Assignee").
<br /> RECITALS
<br /> The Authority,United Properties Development LLC,a Minnesota limited liability company("United
<br /> Properties"), and Distribution Alternatives, Inc., a Minnesota corporation (the "Tenant"), entered into the
<br /> Contract for Private Development,dated July 25,2016,between the Authority,United Properties and Tenant,
<br /> recorded in the Office of County Recorder of Anoka County, Minnesota on November 1, 2016 as Document
<br /> No. 2153796.001, as assigned pursuant to the Assignment and Assumption of Contract for Private
<br /> Development and Assignment of TIF Note, dated December 20, 2017 (collectively,the"Contract"),between
<br /> the Authority, United Properties, as assignor, and AX Lino Lakes L.P., a Delaware limited partnership("AX
<br /> Lino Lakes"),as assignee,recorded in the Office of County Recorder of Anoka County,Minnesota on January
<br /> 2, 2018 as Document No. 2189877.004,regarding the development of an approximately 400,000 square foot
<br /> warehouse and distribution facility with related office space and other improvements to be constructed on
<br /> property legally described in EXHIBIT A attached hereto(the"Land")for use by the Tenant in its distribution
<br /> business(the"Minimum Improvements"),and in turn the Authority issued its Tax Increment Revenue Note,
<br /> Series 2017(the"TIF Note"), in the original aggregate principal amount of$1,200,000,to reimburse United
<br /> Properties for certain public improvements and site preparation costs. The TIF Note was subsequently assigned
<br /> to the Assignor.
<br /> The Assignor desires to assign to the Assignee all of its interest in the Contract and the TIF Note
<br /> and its rights and obligations under the Contract, and the Assignee desires to assume such interest in the
<br /> Contract and the TIF Note and the rights and obligations under the Contract.
<br /> NOW, THEREFORE, for good and valuable consideration,the receipt and sufficiency of which is
<br /> hereby acknowledged,the parties agree as follows:
<br /> 1. Definitions. All capitalized terms not defined herein shall have the meanings given such
<br /> terms in the Contract.
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