Agenda - Economic Development Authority - 05/24/2005

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Landlord Powers Act: Minnesota Statutes, Sections 469,090 through 469.1082 and Sections 469.00t through 469.047, and all powers granted to the Landlord therein. Lease: This Lease Agreement and all amendments thereto, ~et Proceeds: Any property insurance proceeds or condemnation award paid with respect to the Project, net of the expenses incurred in the collection thereof. Non-appropriation: The failure of the governing booty of Tenant to appropriate money for any Fiscal Year of Tenant sufficient for the continued performance and discharge by the Tenant of its obligations under this Lease (including Tenant's obligations to make Rental Payments hereunder); provided, that such Non-appropriation shall be deemed to exist and be effective hereunder only if declared in and evidenced by the passage of a resolution of said governing body specifically prohibiting Tenant from using any moneys to pay the Rental Payments due under th/s Lease for a designated upcoming Fiscal Year and al1 subsequent Fiscal Years. Payment Date: Any date on which a Rental Payment is requ/.red to be paid as provided in Section 5.1 and as shown on the attached Exhibit B.' Permitted Encumbrances: As of any particular time: (i) liens for taxes and assessments not then delinquent, or which Tenant may, pursuant to provisions of Section 7.3, permit to remain unpaid, (ii) this Lease, the Ground Lease, the Indenture and amendments hereto or thereto, (iii) Landlord's interest in the Project, 0v) any mechan/cis, laborer's, materialmen's, supplier's or vendor's lien or fight not filed or perfected in the manner prescribed by law, and any such lien which Tenant may, pursuant to Article VIII, permit to remain unpaid, (v) utility, access, and other easements and rights-of~way, restrictions, and exceptions affecting the Land existing as of the date hereof, (vi) such minor defects, irregular/ties, encumbrances,, easements, fights-of- way, and clouds on title as normally ex/st with respect to property similar in character to the Land and as do not in the aggregat& materially impair the property affected thereby for the purposes for which it was acquired, and (vii) building and zoning laws. Plans and Specifications: The plans and specifications for the Project as [n existence on the date of issuance of the Bonds and approve.d by the Tenant, together with any additions thereto or modifications thereof approved by all such parties. Project: The Project Improvements, the Project Equipment and the Land which are being leased or, as to the Land, subleased to the Tenant pursuant to this Lease and which are more fully described in the attached Exhibit A. 20 Project Costs or Cost of the Project or Cost: All costs of purchase, construction installation of the Project including the following: (a) fees and expenses of surveyors and engineers for estimates, surveys, soil borings and soil tests and other preIiminary investigations and items necessary for the commencement of construction, preparation of plans, drawings and specifications and supervision of Construction, as well as for the performance of all other dutie~ 9f surveyors and engineers in relation to the acquisition, construction, furnishing or equipping of the Project or the making of the Lease; 1763908vl 4