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CBRE <br />1900 LaSalle Plaza <br />800 LaSalle Avenue <br />Minneapolis; MN 55402 <br />+1 952 924 4600 <br />July 10, 2019 <br />BY ELECTRONIC MAIL <br />City of Ramsey <br />7550 Sunwood Drive NW <br />Ramsey, MN 55303 <br />Attention: Sean Sullivan and Kurt Ulrich <br />Re: Exclusive Sales Listing Agreement <br />Multiple Land Parcels, City of Ramsey, Minnesota ("Property") <br />Vacant Land Exhibit B <br />Dear Sean and Kurt, <br />Thank you for selecting CBRE, Inc. ("CBRE") to represent you. The terms of our engagement are contained <br />in this agreement ("Agreement"). <br />1. This Agreement shall terminate six months from August 1, 2019 ("Term"). <br />2. During the Term, you appoint us your exclusive agent with the right to list and market the Property <br />for sale and to negotiate agreements for the sale of the Property (which includes portions thereof). <br />If, during the Term, the Property is removed from the market because escrow is opened or an offer <br />to purchase the Property is accepted, and if the sale is not consummated for any reason, then the <br />Term will be extended by the longer of the number of days that (i) escrow was open or (ii) the <br />Property was removed from the market, but in no event more than 180 calendar days in the <br />aggregate. <br />3. We will commit the appropriate number of qualified and licensed professionals to this engagement. <br />Your "Listing Team" is comprised of Brian Pankratz. We will have the right to change members of <br />the Listing Team as necessary and appropriate. The Listing Team shall owe you duties of trust, <br />confidence and loyalty. <br />4. We will offer the Property at an initial listing price that is per separate agreement and Acceptable <br />to Owner, although the Property may be sold upon such other terms as you may agree. However, <br />it is your right to: (a) approve, modify, reject or disapprove any and all proposals and offers as well <br />as any prospective purchasers for the Property and (b) adjust the terms and conditions of any offer <br />made, including but not limited to, adjusting the Property's listing price. <br />5. We will work with you to create and implement a sales strategy for the Property, including <br />preparation of appropriate and customary marketing materials (such as an offering brochure). In <br />developing the strategy, we will rely on (without requirement to verify) any information provided to <br />us by you, your agents, affiliates and/or any of the Property's managers. However, we will not issue <br />any written marketing materials without your prior written approval. Further, you authorize us to <br />place one or more signs on the Property as we deem appropriate. <br />6. The success of this engagement relies, in part, on cooperation and communication between City <br />of Ramsey and CBRE Listing Team. Therefore, you agree to: (i) provide us with all available <br />information to assist us in marketing the Property; (ii) make CBRE Listing Team aware of all <br />inquiries regarding CBRE listed properties; and (iii) work with CBRE Listing Team to conduct <br />G:\ComDev\Economic Development Division\Properties\CBRE\Contract\2019 Review\Listing Agreement City of Ramsey 7.9.19 Clean.docx <br />