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Preliminary Redevelopment Agreement <br /> • <br /> This Preliminary Redevelopment Agreement (the "Agreement") is dated as of October <br /> 28, 2002; is by and between the Housing and Redevelopment Authority in and for the City of Elk <br /> River, Minnesota(the "HRA"), and MetroPlains Development, LLC, a Minnesota limited <br /> liability company("MetroPlains"); and provides as follows: <br /> 1. Recitals. <br /> (a) The HRA and the City of Elk River have been examining the need to <br /> revitalize and redevelop the City's downtown business district. <br /> (b) Pursuant to a recent "request for proposals" process, MetroPlains was <br /> selected by the HRA to work toward conceptualizing, designing and implementing one or <br /> more initial phases of the downtown revitalization project. At the present time, these <br /> initial phases of MetroPlains, should they prove feasible and acceptable in all other <br /> respects, are expected to entail mixed-use development, including residential and retail <br /> components (the "MetroPlains Project") and are expected to occur within but not <br /> necessarily to encompass entirely the shaded areas indicated on the attached Exhibit A <br /> (the "Exclusive Sites"). <br /> (c) The purpose of this Agreement is to provide a basic framework and certain <br /> • understandings for examining and possibly implementing the MetroPlains Project. The <br /> HRA and MetroPlains agree to work diligently and in good faith with each other to <br /> realize mutually satisfactory results of the kind envisioned hereby, without committing <br /> either party to a project which it does not find acceptable in its own judgment and <br /> discretion. <br /> 2. Terms of Agreement. <br /> (a) The term of this Agreement (the "Term") shall extend from the date hereof <br /> through May 1, 2003,upon which date this Agreement shall expire unless extended in <br /> writing by the parties in their sole and absolute discretion, respectively. Upon expiration <br /> of this Agreement, neither party shall have any right or obligation hereunder, except that <br /> the provisions of subparagraph(g)below respecting the use and final accounting of the <br /> $15,000 deposit described therein shall continue to apply in accordance with the terms <br /> thereof. <br /> (b) MetroPlains will proceed with due diligence to examine the feasibility of <br /> and develop, if possible, more specific plans and locations (within the Exclusive Sites) <br /> for the MetroPlains Project. MetroPlains will keep the HRA apprised from time to time <br /> of its progress in developing such plans. As those plans proceed, it is anticipated that the <br /> parties would work in good faith toward drafting a mutually acceptable definitive <br /> redevelopment agreement ("Redevelopment Agreement") respecting the terms and <br /> conditions and other specifics relating to the undertaking and completion of the <br /> • MetroPlains Project, including anticipated tax increment or other financial assistance <br /> 1457233v3 1 <br />