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s r� v DOC# 3751786 PLANNED UNIT DEVELOPMENT AND SUBDIVISION AGREEMENT THIS AGREEMENT, (the 'PUD Agreement") is dated as of April 3Q ,. 2004, by and between them City of St. Anthony ("the CITY") anSt _Anthony Retail Development,LLC; a Minnesota limited liability company("the DEVELOPER"). RECITALS: A. Apache Redevelopment,LLC, a Minnesota limited liability company ("Master Developer"), the Housing and Redevelopment Authority of the City of St. Anthony, Minnesota, a Minnesota body corporate and politic (the "Authority") and the City of St. Anthony, Minnesota, a Minnesota statutory city (the "City")entered into that certain Redevelopment Agreement dated December 19, 2003 (the "Master Agreement") providing for the development of a unified,mixed use development, including new housing and commercial/retail development(the "Project") on certain real property located in the City of St. Anthony, Ramsey County, Minnesota and more particularly described in the Master Agreement. B. Pursuant to the Master Agreement, it was contemplated that Master Developer would subdivide the Project and sell or otherwise transfer portions of the Project to other parties to undertake the various elements of said Project, including, specifically, a portion for the "Commercial Element" (as defined in the Master Agreement)to the Developer herein for development of the Commercial Element of the Project. C. Pursuant to a certain Assignment and ssumption Agreement dated effective as of December 19, 2003 (the "Assignment"), Developer had assigned to it certain rights as to the development of the Commercial Element under the Master Agreement, and assumed certain obligations of the Master Developer as to the Commercial Element under the Master Agreement. D. Developer possesses all right,title and interest in and to the Commercial Element, and power and authority to undertake the Commercial Element,pursuant to the Master Agreement, and now desires to enter into this PUD Agreement with the City to set forth the specific terms and conditions under which the Commercial Element may be developed. NOW, THEREFORE,the parties hereby agree as follows: 1. Request for Planned Unit Development Approval The DEVELOPER has asked the CITY to approve the Final Development Plan of the Village at St. Anthony Planned Unit Development (the 'PUD") and the Plat containing approximately 142,000 square feet of discount retail space and approximately 89,800 square feet of retail space, and the Final Plat of Silver Lake Village (the 'Plat") COMME7,'CUA .PRM�TNFRA TITLE.LV 3�