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EXHIBIT A <br />FORM OF DRAW REQUEST AND <br />DRAW REQUEST CERTIFICATION <br />F& C Ramsey, LLC, an Indiana limited liability company ( "Developer "), hereby certify <br />as follows (all terms not otherwise defined herein having the meanings set forth in the City Loan <br />Agreement ( "City Loan Agreement ") dated , 2010, between the Developer and the City <br />of Ramsey, Minnesota, a public body corporate and politic under the laws of Minnesota: <br />2695614v8 <br />12/17/10 <br />a. At the date hereof no suit or proceeding at law or in equity, and no notice <br />has been received that any investigation or proceeding of any governmental body has been <br />instituted or, to the knowledge of Developer, is threatened, which in either case could have a <br />material adverse effect on the financial condition or business operations of Developer. <br />b. At the date hereof, no default or event of default (other than any <br />attributable to City) under the City Loan Agreement or under any of the other Loan Documents <br />has occurred and is continuing, and no event has occurred which, upon the service of notice <br />and/or the lapse of time, would constitute an event of default thereunder, except the following: <br />c. The representations and warranties set forth in Article V of the City Loan <br />Agreement are hereby reaffirmed and restated, and Developer represents and warrants to City that <br />the same are true, correct and complete on the date hereof, except as to the following: <br />d. No material adverse change has occurred in the financial condition or in <br />the assets or liabilities of Developer from those set forth in the latest financial statements for each <br />furnished to City, except the following: <br />e. The progress of construction of the Project is such that it can be <br />completed on or before the Completion Date specified in the City Loan Agreement for the cost <br />originally represented to City, except for the following: <br />f. The City Loan, as of the date hereof, is in balance as required by the City <br />Loan Agreement, and the undisbursed proceeds of the City Loan, including the Advance <br />requested herein, together with undisbursed proceeds of Developer's loan from <br />are adequate and sufficient to pay for all labor, materials, <br />equipment, work, services and supplies necessary for the completion of the Minimum <br />Improvements to which such Advance relates, including the installation of all fixtures and <br />equipment required for the operation of the completed Project, except for the following increases <br />in the total cost of the Minimum Improvements: <br />g. The labor, materials, equipment, work, services and supplies described <br />herein have been performed upon or furnished to the Project in full accordance with the Plans, <br />which have not been amended except as expressly permitted by the City Loan Agreement. <br />h. There have been no changes in any estimated costs relating to the <br />completion of the Minimum Improvements from those set forth on the Construction Cost <br />C -16 <br />