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THIS AGREEMENT, made and entered as of this 26th day of April, 2005, by and <br />between the City of Ramsey, a Minnesota municipal corporation, having its principal office at <br />15153 Nowthen Boulevard Northwest, Ramsey, Minnesota (the "City"), and Martin Land <br />Management, L.L.C., a Minnesota Limited Liability Company, having its principal office at <br />2070 204th Lane NW, Cedar, MN 55011 (the "Developer"). <br />WITNESSETH: <br />WHEREAS, the City has created and established Development District No. 1 <br />("District") and Tax Increment Financing District No. 2 ("TIF District") pursuant to the authority <br />granted in Minnesota Statutes, Sections 469.124 through 469.134 and Sections 469.174 through <br />469.179; (collectively, "the Acts"); and <br />WHEREAS, pursuant to the Acts, the City has adopted a Development District Program <br />("Program") and a Tax Increment Financing Plan ("TIF Plan") to finance all or a portion of the <br />public development costs of the District; and <br />WHEREAS, in order to achieve the objectives of the Program and TIF Plan as <br />hereinafter defined and particularly to make land in the District available for development by <br />private enterprise for and in accordance with the Program, the City has determined to provide <br />substantial aid and assistance through the sale of bonds and other obligations to finance public <br />development costs in the District; and <br />WHEREAS, the Developer has proposed a development as hereinafter defined within <br />the District which the City has determined will promote and carry out the objectives for which <br />development in the District has been undertaken, will assist in carrying out the obligations of the <br />Program and TIF Plan, will be in the vital best interests of the City, and the health, safety, morals <br />and welfare of its residents, and is in accord with the public purposes and provisions of the <br />applicable state and local laws and requirements under which development in the District has <br />been undertaken and is being assisted; and <br />WHEREAS, the City intends to construct certain improvements listed in its capital <br />improvement program including, but not limited to, additional wells and water towers, using the <br />increments generated by the projects constructed in the Tax Increment Financing Districts; and <br />WHEREAS, the City intends to provide an inducement to Developer to acquire title to <br />the Development Property and to cause the initiation of construction of a combined <br />office/manufacturing/warehouse facility; and <br />WHEREAS, the requirements of the Business Subsidy Act, Minnesota Statutes, Section <br />116J.993 through 116J.995, apply to this Agreement (the "Business Subsidy Act"); and <br />WHEREAS, the City has adopted criteria for awarding business subsidies that comply <br />with the Business Subsidy Act, after a public hearing for which notice was published; and <br />WHEREAS, the Council has approved this Agreement as a subsidy agreement under the <br />Business Subsidy Act. <br />1 <br />