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WHEREAS, the Developer has indicated to the EDA that the Specialty Retail <br />Development component of the development will be completely privately financed and the <br />Developer does not anticipate requesting any business subsidies or other financial incentives <br />from the EDA or the city of Mounds View (the "City"); and <br />WHEREAS, the Developer has indicated that it may seek business subsidy assistance or <br />financial incentives from the City and/or the EDA to make the apartment and/or traditional retail <br />portion of the Development feasible; and <br />WHEREAS, the EDA will need to determine if various studies, as may be determined to <br />be reasonably necessary, should be conducted, including without limitation an environmental <br />impact or related study, an infrastructure feasibility study, an economic impact study, and any <br />other studies which are either required by law or deemed appropriate by the EDA and/or City; <br />and <br />WHEREAS, the EDA will continue to discuss and negotiate with the Developer <br />regarding the overall development of the Property; and <br />WHEREAS, the EDA are willing to discuss with the Developer any public subsidies <br />which may be available for the Development, however, nothing herein shall be interpreted as an <br />approval or guarantee of any future public financial assistance, including but not limited to tax <br />increment financing, tax abatement, business subsidies, or any other public assistance authorized <br />by law; and <br />WHEREAS, various ordinance, land use, zoning, and subdivision issues and actions <br />related to the Development and the Property are required to be approved by the City in order to <br />facilitate the Development by the Developer; and <br />WHEREAS, the EDA agrees to cooperate with the Developer to review and to assist the <br />Developer, where deemed appropriate by the EDA, with obtaining various ordinance, land use, <br />zoning, and subdivision approvals and actions related to the Development and the Property in <br />order to facilitate the Development by the Developer, provided that nothing herein shall be <br />interpreted as an approval or guarantee of any future land use, zoning, or other required City <br />approvals; and <br />WHEREAS, the EDA is willing to consider and the Developer is desirous to undertake <br />the Development if (i) a satisfactory agreement can be reached regarding the EDA's commitment <br />for public costs, if any, necessary for the Development; (ii) satisfactory mortgage and equity <br />financing, or adequate cash resources for the Development can be secured by Developer; and <br />(iii) the feasibility and soundness of the Development and other necessary preconditions have <br />been determined to the satisfaction of the parties. <br />NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants and <br />obligations set forth herein, the parties agree as follows: <br />2 <br />5112603 SJR MU205-46 <br />