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SUBDIVISION AGREEMENT <br />APi GROUP TRAINING CENTER DEVELOPMENT <br />THIS AGREEMENT dated_, . 2014, by and between the CITY OF NEW <br />BRIGHTON, a Minnesota municipal corporation ( "City "), and APi Group Headquarters, LLC, <br />a Minnesota limited liability company ( "APi "). <br />RECITALS: <br />WHEREAS, APi is the fee owner of property located in the City of New Brighton, <br />County of Ramsey, State of Minnesota and legally described on attached Exhibit 1 (the <br />"Property "); and <br />WHEREAS, City and APi have entered into a Contract for Private Redevelopment dated <br />January 14, 2014 (the "Redevelopment Agreement ") for, among other things, redevelopment of <br />the Property; and <br />WHEREAS, the Redevelopment Agreement requires that the APi enter into this <br />Subdivision Agreement; and <br />WHEREAS, on July 22, 2014, the City Council passed Resolution No. 14 -063 approving <br />the Minor Subdivision of Lot 1, Block 3, Long Lake Landing and Resolution No. 14 -064 <br />conditionally approving the Site Plan (defined below) for development of a 1.94 acre parcel with <br />a 3 story, 45,000 SF training center and office building within the New Brighton Exchange <br />Redevelopment Area located at the northwest corner of Northwest Parkway and Old Highway 8 <br />NW (City Resolution No. 14 -063 and Resolution No. 14 -064 collectively referred to as "City <br />Resolutions "). <br />NOW, THEREFORE, it is hereby agreed by and between the City and the APi as <br />follows: <br />1. INCORPORATION. The above Recitals, the Redevelopment Agreement, the City <br />Resolutions, and all Exhibits attached to this Subdivision Agreement are a material part <br />of this Subdivision Agreement and are incorporated herein. <br />2. RIGHT TO PROCEED. Following execution of this Agreement, APi may commence <br />development of the Subject Property in conformance with the Site Plan, terms and <br />conditions contained herein and upon making application for a building permit, subject to <br />review and approval of the City. Developer acknowledges that if the Developer fails to <br />satisfy the conditions of this Agreement and such failure continues for a period of ten <br />(10) business days following written notice from the City, the City may withhold <br />issuance of any building permit, Certificate of Occupancy or protective inspections <br />necessary for construction and occupancy of the proposed development. The <br />development and use of the Subject Property shall, at all times, comply with this <br />Agreement, the City Resolutions, and all applicable local, state and federal rules and <br />regulations. All work contemplated herein shall be <br />