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c) <br /> <br />Resolution of Issues. Each will work in good faith with the other to resolve <br />any problems or disagreements that ar/se in the course of implementation of <br />this Memorandum. <br /> <br />d) <br /> <br />Developer Commitments and City Commitments. The City wilt designate <br />Ramsey Town Center, LLC as the master developer for the site, when <br />ownership of the site is conveyed to it. <br /> <br />e) <br /> <br />Public Improvements. The location and placement of pUblic improvements <br />shall be as approved in writing by Developer and City prior to the <br />commencement of construction by the Developer. <br /> <br />g) <br /> <br />Dedication of Easements and Rights-of-Way and Rights of Access. The <br />plans and plats referred in this Memorandum and to be required in the <br />Development-Agreement for commencement of construction of the initial <br />phase and for subsequent phases of Developer improvements shall show the <br />dedication of public easements and rights of way and rights of access, at no <br />cost to City. <br /> <br />Secondary Developers. The Developer may permit Secondary Developers to <br />p~trticipate in the development of Town Center provided that: <br /> <br />i. The secondary developer has otherwise been previously approved by the <br /> City; <br /> <br />ii. <br /> <br />nl. <br /> <br />All development undertaken by the secondary developer shall be in <br />accordance with the terms and conditions of the Development Agreement <br />and City Co3e; <br /> <br />The secondary developer agrees in writing to take no action in derogation <br />of the Developer's obligations under the Development Agreement. <br /> <br />h) <br /> <br />iv. The City will participate in the selection of the secondary developers. <br /> <br />Outstanding Issues. There are many issues that remain to be negotiated <br />between the parties. The issues include but are not limited to the following: <br /> <br />Infrastructure. The schedule and estimated cost of the Public <br />improvements needs to be determined. The parties must determine who <br />will be responsible for the costs of the public improvements before <br />development can commence. <br /> <br />ii. City Fees. City fees associated with the development .need to be <br /> determined, and assigned. <br /> <br /> 5) The Approval Process..The City and the Developer confmn their understanding that <br />the approval shall include, but not be limited to, the following: <br /> <br />5 <br /> <br />03-27-03 <br />121070977v4 820716 183 <br /> <br /> <br />