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Mr. Dave Potvin <br />January 11, 2002 <br />Page 5 <br /> <br />Standard billing terms are net ten days. A finance charge of 1.5 percent will be charged on all <br />unpaid balances outstanding more than 30 days. <br /> <br />REPORT PURPOSE <br /> <br />This proposal was prepared with the understanding that the results of our work will be used by <br />the client to evaluate feasibility opening a second Elk River liquor store and may be shared with <br />developers, lenders and other investors. Our report will be prepared for that purpose and will be <br />subject to the following qualifications: <br /> <br />· Our analysis will not ascertain the legal and regulatory requirements applicable to this <br /> project, including zoning, other state and local government regulations, permits and <br /> licenses. No effort will be made to determine the possible effect on the proposed project <br /> of present or future federal, state or local legislation, or any environmental or ecological <br /> matters. <br /> <br />· Our report and analysis will be based on estimates, assumptions and other information <br /> developed from research of the market, knowledge of the industry and discussions with <br /> the client. Some assumptions inevitably will not materialize and unanticipated events <br /> and circumstances may occur; therefore, actual results achieved will vary from the <br /> analysis. <br /> <br />· Our analysis will not evaluate management's effectiveness or be responsible for future <br /> marketing efforts and other management actions upon which actual results are dependent. <br /> <br />· Our report will be intended solely for the purpose described above and should not be used <br /> for any other purpose without our prior written permission. Permission for other use of <br /> the report will be granted only upon meeting company standards for the proposed use. <br /> <br />These qualifications will be included in our final report. If the report is used for purposes other <br />than specified above, we reserve the right to review the materials for proper use of our work. <br /> <br />ACCEPTANCE PROCEDURES <br /> <br />To indicate acceptance of the proposal, please sign a copy and return it to us together with your <br />check for the retainer as authorization to proceed with this engagement. <br /> <br />We appreciate the opportunity to submit this proposal and look forward to hearing from you <br />soon. If you have any questions, please call me at (612) 339-7000. <br /> <br />Accepted By: <br /> <br />Company: <br /> <br />Title: <br /> <br />Date: <br /> <br /> McComb Group, Ltd. <br /> <br />[, <br /> <br /> C b <br /> <br /> <br />