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WHEREAS, it is the intent of the parties that this Agreement will set forth the rights and obligations of the parties with regard to construction, apportionment of costs and use of the parking lot and the service drive accessing the parking lot and adjacent baseball fields from Meredith's existing west parking lot and Victoria Street. It'is further the intention of the parties to clear up any overlapping of the two leases given by the School District to both the City and to Meredith and to further provide that all obligations to pay real estate taxes on this parcel are the obligations of Meredith alone. NOW, THEREFORE, IT IS HEREBY AGREED by and between the parties as follows: 1. Construction of Parkinq Lot and Service Road. The City will let bids to a responsible contractor to construct a seventy (70) stall parking lot on the east side of Meredith's building located at 934 Woodhill Drive and a service drive connecting the parking lot on the west side of Meredith's Woodhill Drive building, the new parking lot and Victoria Street. Specifications will be to the City's standard specifications for such parking lots ~nd service drives, subject to the approval by Meredith. Attached as Exhibit "C" is a drawing of the proposed parking lot and service road. 2. Cost of Construction. The City will pay a proportionate share of the cost of construction of the parking lot equal to fifty percent (50%) of the cost of constructing the first thirty (30) parking stalls and Meredith will pay fifty percent (50%) of the cost of construction of such first thirty (30) stalls. Meredith will also pay one hundred percent (100%) of the construction cost of the remaining forty (40) stalls of the parking lot. 2