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Housing and Redevelopment Authority of the City of Ramsey <br />March 19, 2013 <br />Page 6 <br />any potential payment adjustment or the extent of any brokerage services performed by <br />Landform under the Agreement likely could be better addressed pursuant to a negotiated <br />settlement and a final work -out of the Agreement between the HRA and Landform. <br />Ultimately, this is the most practical advice that I can provide to the HRA regarding this <br />matter. Conducting extensive fact findings, audits, additional legal review and opinions, <br />or review as to the Agreement or Landform's performance under the Agreement only <br />leads to further expenditures by the HRA regarding this matter and a continued <br />relationship between the HRA and Landform. <br />As initially noted in this memorandum, the conclusions and opinions set forth above are the <br />result of my review of the above -noted documents, brief discussions with some of the involved <br />parties, and the limited facts available as to the actual performance of the Agreement. In light of <br />my conclusions concerning this matter, I would strongly encourage the HRA to attempt to enter <br />into a work -out type agreement with Landform to fully resolve and clearly define all outstanding <br />obligations and payments due between the parties and to reach a final termination of the <br />Agreement. <br />Sincere <br />Scott J. Rigg <br />Kennedy and Graven, Chartered <br />420721v1 SJR RAl25 -69 <br />