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1. During the term of this Agreement, or any mutually agreed extension thereof, the <br /> parties shall use their best efforts to attempt to negotiate and formulate a definitive redevelopment <br /> contract (hereinafter "Redevelopment Contract") which shall provide for the development of the <br /> Project and shall, at a minimum, contain the following: <br /> (a) Terms and conditions, including timing, upon which the City will lease or <br /> convey to the Developer the Project property on terms as may be necessary for the <br /> Developer to undertake and complete the Project; <br /> (b) Terms and conditions concerning the scope and timing of construction of <br /> the project by the Developer and of any public improvements to be constructed in <br /> connection with the Project; <br /> (c) Provision for reimbursement of actual out-of-pocket costs for a "not to <br /> exceed" amount to be mutually agreed upon among the parties, incurred by the City and <br /> EDA in evaluating the Project and carrying out the City's and EDA's obligation under <br /> this Agreement; and <br /> (d) Such other terms and conditions as may be agreed upon by the parties. <br /> 2. It is the intention of the parties that this Agreement: <br /> (a) shall document the present understandings and commitments of the parties; • <br /> and <br /> • <br /> (b) shall lead to negotiation and execution of a mutually satisfactory <br /> Redevelopment Contract and other related transaction documents for the Project prior to <br /> the termination date of this Agreement. <br /> ;. The Redevelopment Contract, together with any other agreements entered into <br /> between the parties hereto contemporaneous therewith, when executed, shall supersede all <br /> obligations of the parties hereunder and constitute the entire agreement between the parties hereto. <br /> 4. Unless otherwise extended by written agreement between the parties,negotiations <br /> hereunder shall continue for a period of one hundred twenty (120) days following execution <br /> hereof. If the Redevelopment Contract for the Project is not satisfactorily negotiated and <br /> executed within the period of this Agreement, as the came may be extended, the obligations of <br /> all parties to one another shall terminate and neither shall incur any obligation to any other, <br /> except as expressly provided herein. <br /> 5. During the term of this Agreement, the Developer shall: <br /> (a) provide to the City and EDA,within one hundred twenty (120)days of the <br /> execution of this Agreement, a preliminary design proposal and a cost analysis projection <br /> for the design and construction of the Project. The proposal shall show the location, size, • <br /> and nature of the Project, including floor plans, outline specifications, and other graphic <br /> or written explanations of the Project, shall be accompanied by a time schedule for all <br /> D3X127914 2 <br /> MU205-6 <br /> L/C 30Hd 0tE6LEEZt9'QI N3AVNO '8 AQ3NN3N°WO2Id ZS °0I L6-tt-9flV <br />