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DECLARATION OF RESTRICTIONS RECITALS , 2012 THIS DECLARATION OF RESTRICTIONS ( "Declaration ") is executed by The Housing and Redevelopment Authority in and for the City of Ramsey, Minnesota, a public body politic and corporate under the laws of the state of Minnesota (the "HRA "). WHEREAS, the HRA is the owner of the real estate legally described on the attached Exhibit A (the "Subject Property "); WHEREAS, the HRA intends to sell portions of the Subject Property to third parties for development in the manner consistent with the zoning and subdivision ordinances of the City of Ramsey, Minnesota; and WHEREAS, the HRA believes the restrictions set forth in this Declaration will protect and preserve the value, quality and character of the Subject Property and any Additional Real Estate (defined below) that is subsequently subjected to the terms of this Declaration pursuant to the provisions of Section 2 below; 1. Declaration of Restriction. The HRA hereby declares that no portion of the Subject Property may be developed or used as or for any of the following uses: (a) a bar or tavern, except in connection with a primary use as a restaurant; (b) an outdoor amusement park or center (excluding a public community center); (c) a carnival (excluding annual or special events sponsored or run by the City); (d) a disco or other dance hall (excluding a restaurant or bar restaurant with incidental dancing); (e) a funeral parlor /home; (f) a flea market; (g) a massage parlor other than medical facilities and facilities offering spa and massage services and related items and services that is similar in operation to a "Massage Envy;" (h) a warehouse or processing or rendering plant; (i) a manufacturing or industrial facility; (j) an establishment selling new or used cars, trailer or mobile homes; (k) the sale or display of pornographic or "adult" materials including but not limited to adult risque or gag items; (1) pornographic or "adult" live entertainment; or (m) a store selling medicinal marijuana (whether consisting of live plants, seeds, or processed or harvested portions of the marijuana plant) or drug paraphernalia. 2. Amendment. The Declaration may not be amended unless the fee owners of all of the lots, outlots, CIC units or other "legal parcels," as defined below, which, from time to time, make up the Subject Property (each a "Parcel ") join in the execution of the amendment; provided, however, (a) this Declaration may be amended to subject "Additional Real Estate," as defined in Section 3, to the terms of this Declaration pursuant to the provisions of Section 3; and 4430229v5 NOW, THEREFORE, the HRA hereby declares as follows: DECLARATIONS