Item A: West Broadway Memoranda of Understanding

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ATTACHMENT C KWG DRAFT Memorandum of Understanding This Memorandum of Understanding, made and entered into this ___ day of ___, 2007, is by and between the Urban Renewal Agency of the City of Eugene (“URA”) and KWG Development Partners, a joint venture between Foundation Real Estate Development, Inc.; KemperCo LLC; FLAG, LLC; and Innovative Construction Solutions, Inc. (“Developer”). URA and Developer are sometimes herein collectively referred to as the “Parties.” RECITALS A. URA owns or controls certain real property, consisting of approximately 3.9 acres, located in downtown Eugene, Oregon generally along West Broadway, between Willamette Street and Charnelton Street (“URA Property”). URA has acquired the URA Property (primarily by entering into a number of option agreements) and may assemble additional real property located near URA Property for purposes of redeveloping the entire West Broadway area (“West Broadway” or “Redevelopment Area”). The boundaries of the Redevelopment Area are depicted on Exhibit A. B. In conjunction with its redevelopment goals, URA issued a Request for Qualifications (“RFQ”), seeking responses from entities interested in acquiring the URA Property and redeveloping West Broadway. On February 9, 2007, Developer submitted a response to the RFQ. C. After considering all of the RFQ responses it received, URA selected Developer and Beam Development LLC (“Beam”) to jointly redevelop West Broadway in a cooperative fashion. D. URA and Developer wish to enter into this non-binding Memorandum of Understanding (“Memorandum”) to provide time for the negotiation of a Purchase and Sale Agreement (“Agreement”) between URA and Developer and to outline a public involvement process that will provide input to Developer’s proposed redevelopment project. Subsequent to a period of negotiation, the Agreement will be presented to the URA Board for review and approval.