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the parcel(s)for which a certificate of occupancy was not obtained. <br /> 7. CONTINGENCIES. In addition to all other requirements and contingencies by the Buyer and <br /> Seller herein, Buyer's obligation to acquire the Property and the Purchase Price of$1.00 is <br /> contingent on the following: <br /> a. Satisfactory review of the underwriting by the Seller demonstrating the need of financial <br /> assistance in the form of a land write down of$434,511. <br /> b. City Council approval and execution of a Tax Increment Financing Agreement between the <br /> Seller and Buyer and or its assigns. <br /> c. City Council approval of Business Subsidy for Buyer and or its assigns. <br /> d. Hotel feasibility study supporting a viable market in the City of Ramsey, Developer <br /> obtaining surveys, environmental and geotechnical reports, wetland studies and such other items <br /> Developer determines to be necessary to build and operate the proposed hotel. <br /> e. Seller's approval of a replat of the Property. <br /> f. Buyer and Seller entering into a Development Agreement on such terms as are satisfactory <br /> to Buyer; <br /> g. Any shared access easement(s)between the Property and any adjacent property required by <br /> Seller is in existence or has been obtained <br /> Agreement <br /> 1. AMENDMENT APPROVAL. Buyer and Seller hereby approve this First Amendment to <br /> Purchase Agreement as modified by the above Recitals, which are hereby incorporated herein. <br /> 2. REMAINING TERMS. All other provisions of the Purchase Agreement remain unchanged <br /> except to the extent inconsistent with the terms of this First Amendment to Purchase Agreement. <br /> The terms used in this First Amendment to Purchase Agreement have the same meaning as in <br /> the Purchase Agreement. <br /> SELLER: City of Ramsey, a Minnesota municipal corporation <br /> By: Dated: , 2023 <br /> Mark E. Kuzma, Mayor <br /> By: Dated: 52023 <br /> Brian Hagen, City Administrator <br /> BUYER(ASSIGNOR): THE SCHIEBOUT FAMILY LIMITED PARTNERSHIP, LLLP <br /> By: Dated: , 2023 <br /> Emily Allegra, Partner <br /> Page 2 of 4 <br />