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COPY <br /> AGREEMENT <br /> This Agreement is entered into this day of 2007, by and between <br /> Great River Energy, a Minnesota cooperative corporation, with its rincipal office at 17845 <br /> East Highway 10,Elk River,Minnesota 55330 (the Cooperative),and the City of Elk River,a <br /> political subdivision with its principal office at 13065 Orono Parkway NW, Elk River, <br /> Minnesota, 55330 (the City). <br /> WITNESSETH <br /> WHEREAS, the Cooperative wishes to develop and operate a 150-200 megawatt simple- <br /> cycle electric generation facility fueled primarily with natural gas with fuel-oil back-up (the <br /> Project) and a site under serious consideration is adjacent to GRE's existing 230 kV <br /> substation and RDF fired generating plant located in the City of Elk River in Sherburne <br /> County (the Property);and <br /> WHEREAS,the Cooperative has represented to the City that. <br /> A. The Project will provide significant electric reliability benefits to the City and the <br /> surrounding region. The project is environmentally benign as it will utilize <br /> natural gas as its primary fuel and it will operate for peaking or emergency power; <br /> and <br /> B. Prior to construction the Project will need to be granted a Certificate of Need <br /> and a Site Permit from the Minnesota Public Utilities Commission, and an Air <br /> Permit from the Minnesota Pollution Control Agency;and <br /> C. For the Project to be economically viable in the City, the Cooperative must have <br /> the Minnesota Legislature enact legislation (the Legislation) that would exempt <br /> electric generation equipment to be installed at the Property from taxation as <br /> personal property;and <br /> D. Even with the exemption contained in the Legislation, the Cooperative has <br /> projected that the Project.if constructed and operated, would generate taxes of <br /> approximately $310,000 annually attributable to the Project's real property and <br /> transmission and gas pipeline interconnections;and <br /> E. In order to maximize the probability of having the Legislation enacted, the <br /> Cooperative has requested and received a resolution of support for the Project <br /> from the City because without the resolution, the Legislature may not enact the <br /> Legislation;and <br /> F. Despite City support for the Project and Legislation, GRE may elect not to <br /> construct the Plant at the Property. <br /> WHEREAS, the City is willing to honor the Cooperative's request and provide support <br /> for the Legislation as set forth in this Agreement in consideration of the promises of the <br /> Company set forth herein. <br />