03-12-07 Item 8A, Preliminary Development Agreement for TCAAP

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FUNDING AND GUARANTY AGREEMENT 1.0 PARTIES. This Funding and Guaranty Agreement dated the 10th day of August, 2006 is entered into by and between the CITY OF ARDEN HillS, a Minnesota municipal corporation (the "City"); CRR, llC ("CRR"); RYAN COMPANIES, INC., a Minnesota corporation ("Ryan"); REHBEIN COMPANIES, INC., a Minnesota corporation ("Rehbein"). 2.0 RECITALS. A. The City is considering submitting the Offer to Purchase, attached and incorporated as Exhibit A to the United States of America, acting by and through the Government Services Administrator ("U.S. Government"). B. The City signed and submitted the Offer to Purchase to the U.S. Government on August 1, 2006. C. CRR wishes to develop the property described in the Offer to Purchase pursuant to the terms of a master development agreement which will be negotiated at a later date by the City and CRR. D. Rehbein and Ryan are the principals of CRR. 3.0 TERMS AND CONDITIONS. Now, therefore, the parties agree as follows: A. The City will not sign the Offer to Purchase unless CRR, Rehbein and Ryan unconditionally, jointly and severally agree to fund the earnest money provisions of the Offer to Purchase. B. In the event that the City executes and submits the Offer to Purchase, CRR agrees to fund the earnest money provisions as required pursuant to the terms and conditions of the Offer to Purchase. In this regard, the City agrees to tender its earnest money check to the US GDvernment upon receipt of a wire-transfer of funds in like amount to the City of Arden Hills bank account. C. In the event that the Offer to Purchase is executed, submitted and not thereafter rescinded pursuant to its terms, CRR agrees to assume the obligations of the City/Purchaser as described in the Offer to Purchase.