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HomeMy WebLinkAboutEDA February 21, 2006 1685 CROSSTOWN BOULEVARD N,W, . ANDOVER, MINNESOTA 55304. (763) 755-5100 FAX (763) 755-8923 . WWW,CI.ANDOVER,MN,US ECONOMIC DEVELOPMENT AUTHORITY MEETING February 21,2006 6:00 p.m. Conference Rooms A & B AGENDA 1. Call to Order - 6:00 p.m. 2. Approval of Minutes (2/7/06 Regular Mtg.) 3. Review Letter of Intent (John Larkin & Joe Ruhland) 4. Verbal Update on Economic Development Activities 5. Other Business 6. Adjourn ~ 1685 CROSSTOWN BOULEVARD N.W. . ANDOVER, MINNESOTA 55304. (763) 755-5100 FAX (763) 755-8923 . WWW.CI.ANDOVER.MN.US TO: Economic Development Authority CC: Jim Dickinson, Executive Director FROM: Vicki V olk, City Clerk SUBJECT: Approval of Minutes DATE: February 21,2006 INTRODUCTION The following minutes were provided by staff for approval by the EDA: February 7, 2006 DISCUSSION Regular Meeting Attached are copies of the minutes for your review. ACTION REQUIRED The EDA is requested to approve the above minutes. Respectfully submitted, tL-L' ()~ Vicki V olk City Clerk DRAFT ANDOVER ECONOMIC DEVELOPMENT AUTHORITY MEETING FEBRUARY 7, 2006 - MINUTES A Meeting of the Andover Economic Development Authority was called to order by President Mike Gamache at 6:00 p.m., Tuesday, February 7, 2006 at the Andover City Hall, 1685 Crosstown Boulevard NW, Andover, Minnesota. Commissioners Present: Don Jacobson, Mike Knight, Ken Orttel, Julie Trude, Joyce Twistol Robert Nowak, Edward Schultz (Advisor to the EDA) Jim Dickinson, Executive Director Will Neumeister, Community Development Director Dave Berkowitz, City Engineer Others Commissioners Absent: Also Present: Approval of Minutes Motion by Jacobson, seconded by Knight to approve the minutes of January 17, 2006 as presented. Motion carried unartimously. Site Plan Review Mr. Neumeister presented the fmal drawing of Mr. Rudnicki's building noting that the lot split for the North 195 feet of Lot 5, Block 3 is going to the Planning and Zoning Commission at their next meeting. A Conditional Use Permit will be required to allow the zero lot line construction and that Conditional Use Permit will be going to the Planning Commission at the same time as the lot split. Retail laundry and dry cleaning has been put in the City Code. Mr. Neumeister also presented a colored drawing of the building noting that it has windows on three sides of the building. Commissioner Jacobson asked if the building on the property to the north would match architecturally. Mr. Neumeister explained that the building would look like a two-story office building. Staff will work with Mr. Casey to make sure the two buildings are in the same color tones. Commissioner Orttel asked what would happen if the buyer of the southern lot doesn't want a zero lot line. Mr. Neumeister stated that it wouldn't affect either site. EDA Meeting - February 7, 2006 Minutes - Page 2 Commissioner Knight asked if staff anticipates any problem selling the southern lot if it' s a zero lot line. Mr. Neumeister stated no. They are currently working with a couple of individuals to see if they want to purchase it. Mr. Neumeister explained that Mr. Rudnicki has provided adequate parking spaces. The driveway will be moved to the north to facilitate better traffic flow Mr. Rudnicki would like to have the EDA pay one-half of the cost of the sign on Bunker Lake Boulevard rather than having the cost based on the proportionate share basis. The EDA would be reimbursed when the last building goes in. He stated that they would construct the top portion of the sign and when the southern portion developed they could install their own light box on the sign. The pillars would be in place and the top portion of the sign would be built. If it were a restaurant they would be able to put their sign in the bottom. The sign would be 10 feet tall. Motion by Jacobson, seconded by Trude that we agree with the proposed plan as presented and the modifications to the purchase agreement. Motion carried unanimously. Appointment of Marv Dobbins Motion by Trude, seconded by Jacobson to appoint Mary Dobbins to act as the hearing examiner in the Mistelske case. Discussion: Mr. Dickinson noted that Barry Sullivan interviewed Ms. Dobbins and he, along with Bill Hawkins, are recommending her. Commissioner Twistol stated that she knows of Ms. Dobbins and feels she is very good. Motion carried unanimously. Verbal Update on Economic Development Activities Mr. Neumeister stated that in talking to the PCA and EPA they noted that there was a mistake made in the recording of the documents on the WDE site. There are no restrictions on the property and the EP A and PCA will make the necessary changes in the documents. Bruggeman and Pulte are going to be bringing in the preliminary plat and fmal plat for their property. They intend to build bigger units than originally proposed. Tony Howard's purchase agreement has the final changes being made. EDA Meeting February 7, 2006 - Minutes Page 3 Mr. Neumeister informed the EDA that he had a recent conversation regarding the former Play Ventures lot. The proposal is for a sports training facility and will be presented at the next EDA meeting. A meeting was held with an individual interested in the parcel north of Casey I and II for a business in the home building field with outdoor storage. Also interested in Andover Station North are a day care center and a funeral home. Development Area Bv Kottke's Mr. Berkowitz noted that there was discussion with Anoka County about closing off the entrance to Spur and moving it so they come in off of Grouse Street. The County didn't see this as a formal enough proposal and would not comment on it. They suggested that if Kottke's is planning to redevelop, that would be the time to bring in a more formal proposal. The consensus was that staff should not do anything more. Other Business Mr. Neumeister informed the EDA that the 4th Annual Business Appreciation Golf Outing is scheduled for Monday, June 19, 2006. Mr. Dickinson stated that staff members will be standing by some of the holes so they can network with the golfers. A hole in one proposal was presented. This would be done through the purchase of an insurance policy. The Commissioners didn't feel this was a good use of money. Motion by Jacobson, seconded by Orttel to adjourn. Motion carried unanimously. Meeting adjourned at 6:53 p.m. Respectfully submitted, Vicki V olk City Clerk @ 1685 CROSSTOWN BOULEVARD N,W, . ANDOVER, MINNESOTA 55304. (763) 755-5100 FAX (763) 755-8923. WWW.CI.ANDOVER.MN.US TO: EDA President and Board 0\ Jim Dickinson, Executive Directo~ Will Neumeister, Director of Community Development ~ CC: FROM: SUBJECT: Review Letter of Intent (John Larkin & Joe Ruhland) DATE: February 21,2006 INTRODUCTION The EDA is asked to review the newest "Letter of Intent" for purchase and development of a site in Andover Station North. DISCUSSION The subject site is located at the Northwest comer of Hanson and 139th Avenue. The "Letter of Intent" indicates that they would like to purchase the site and develop a practice and training facility for sports teams (baseball, football, soccer, lacrosse) and sports enthusiasts to receive individualized training. They also may develop a sports medicine and physical therapy area in the building as well as offices, meeting rooms and lecture rooms for larger presentations, The developers will be at the meeting to explain their proposal in further detail. Please review the attached "Letter of Intent" for details regarding their individual backgrounds and their proposal. In order to compare the new offer to what was previously submitted by Play Ventures of Minnesota the previous "Letter of Intent" has been attached. As you will recall, the EDA paid for a real estate appraisal last July for the subject property and the information in that report is considered confidential. If the EDA would like to review that information it is recommended that the EDA move to close the regular meeting and reconvene to an executive session to discuss the proposal and how it relates to the appraiser's valuations (copies will be made available if the executive session convenes). ACTION REOUESTED Please review the "Letter of Intent" and determine whether this proposal is acceptable. If the EDA would like to discuss the dollar amounts of the offer, it is advisable to close the regular session and reconvene to an executive session to discuss the offering price. Respectfully submitted, / Will Neumeister /.~ Attachments: Letter of Intent, Previous Proposalfrom Play Ventures, Location Map Cc: John Larkin, 17308 Roanoke St. NW, Andover, MN 55304 FEB-06-2006 11:42 AM T.FITZ INC. 763 862 4195 P.0/ //t..erre/t.. '. OFINT~r'(JOHtI t.Aft.J4tJ)-- Andover Economic Development Authority rio Mr. Will Neumeister. Director of Community Development City Of Andover, Minnesota 1685 Cro.ltown Blvd. Andover, Minnesota, 55304 RE: Possible purchase and intended use of; Lot #. I in the Andover Station North business development. To Whom It may Concern: My name is John Larlcin and My associate is Mr. Joe Ruhland, We are forming a new venture tentatively called: Andover Center Cor Excellence or A.C.E. (Setting The standard) for short. The services we Dlan on ofTeJ'ld2 at this oolnt wm indude: . Professional And Business Development Focus (Training) . Coaching and Mentoring workshops (with the availability of coaching suites) . Focused Individual baseball and softball coaching . Young Athlete Parenting Seminars and Training · Leadership and Positive Attitude Training . Indoor Practice facility adaptable to any team sport (Available to the Community) . Indoor and Outdoor monitored Batting cages . Sports Medicine Therapy and Injury Recovery Capabilities As Ioe would say," You are what you repeatedly do... Then excellence becomes habit." Proncrtv use and Bupdlnll! reauirements, Our cuITent plan for the 4.31 acre usable area would include a large open structure to be used as a practice and training space fur sports teams, (basebal~ football, soccer, lacrosse, etc). This would be adjacent to a series of indoor batting cages for walk-in batting practice and 2 to 4 individual instruction cages for specialized hitting and pitching instruction. These individual cages would include 4-point video analysis and a room or viewing area attached to each space. We would also like to include outdoor monitored batting cages for the warmer months, probably on the north side of the property. A separate area (or wing) for sports medicine and physical therapy is in the planning -z- FEB-06-2006 11:42 AM T.FITZ INC. 763 862 4195 P.0;z... //~ O-F 1"~A..-r1f I'~-.[;ftmf.jf _ __ ' , ",." IV ITJO'I't,'. \;,....IvIlN ' , :y stages. The office areas would include meeting spaces., a lecture hall or bisser room thr larger presentations and programs, and several smaller classrooms for workshops and classes. One other idea we had was to possibly add a combination coffee and sandwich shop on the comer, (because ofthe ball fields and park). I believe a &cility like this would be a good anchor for the area.. Pmoertv Purebase Pmooul We would like to submit this offer based on usable space, easement allowances, and contingent on a final plan, purchase agreement, and being able to secure adequate tinancins- 4.31 Acres 187,892 Square Feet x $2.S0 = $469,730.00 (buildable area) 2.54 Acres 110,467 Square Feet x $1.00 = $110,467.00 (property in casement) The total would be: $580,197.00 This is contingent on bank and financing approval. About UI Joe and I each have a long history in baseball and with coaching. lohn Larkin I had played division 1 College baseball in southern California and Colorado. And I have played ball and coached in the Mens SCDior Baseball League for 10 plus years, and one year of Town ball on a traveling team here in Minnesota. I currently own and operate a Security Systems business for nearly 11 years, SO I understand the commitment it takes to tackle such a project as this. My backround includes a degree in architectural design and engineering. general contracting, and many years in the security business. I have been a volunteer firefighter here in Andover for over 3 years. Joe Ruhland Joe previously spent seven years with Medtronic where he conducted leadership, Bales and management training across the eountIy. Last June Joc started YourTune Perfonnanee, LLC with a focus on not just 1nIining, but changing and impacting company cultures. The result includes happier employees, improved productivity, higher employee retention and increased revenues. Some ofbis clients inelude, St.lude Medical, Best Buy, and Nonh Memorial Medical Center. Joe is also certified in Emotional Intelligence, Strength-Based Performance and numerous other sales methodology programs. Previous to Medtronic, Joc's experience includes time with the New York Rangers organization as a PubllcIMedia Relations Director. Consulting with Team USA Hockey and several yeara in ndio md al.vision brosdcuting- Medtronic recroited loe to return to Minnesota after seeing hint deliver a motivation workshop in -3- FEB-06-2006 11:43 AM T.FITZ INC. 763 862 4195 P.03 '~U;.-r-J1=:1tot::: I N"f15Mf' ( CJoHtJ(;AI!.KJ~'-- Denver. His theme is always about setting a tone for success, whether it'. working with cardiologists and their practices or executives or BBles managers or c:oaching little league baseball. The prosrams Mr. Ruhland has developed will be an integral part of our format, and teaching principals. along with setting the standard. In Conclusion We look forward to meeting with the Andover Economic Development Authority, So we can further outline our plan and answer any questions The Authority may have. Thank You. lohn Larkin Date: Signature Joe Ruhland Date: Signature -~- !\ TION NORTH(w,:;;o~} Anoko County l/ofHnI."t (/1 CGI tMN!.Cot;ofth.Na/4 .... of $<<:. .u. 7. .l2 R. 24 - -----_.. SB9VB'39"E :> 115.00 118.57 " " -:IN NORTH 8 ori .~ 'u I I , I I , , , I I I I I I I I I I I I : I { I. I ' I~ I ~ ~ I . I ::t:1 ~ 'iXL 1 ~ ( Ill> - I , I~ 1.39TH ~ I ~ ) I uie ~ Ii) L.I"'IU.... I'''.I''J I ~ D 1 ~ ~~ I ~ 'lll: I ~ -- I r:::: ~t:f "Li.J :"I: ll')Jo..: .......... I a ..- ~(- I ~ (::)"l _..i I ~ ~~ 3 : ~ ~-~ I ~ ~.-;. " "'--- I ~ ,,- : : s 5_ ,,I ~~c- ~' ~~ v r ) -- I f)W" -, I r... J I 1: "-- I C :S 8 I I I I --WT gi~!~ ~ g l~.~ ~~ 2L " ~ v ~ ::l ;" ~I~ (~- ~- :1 " _J .... :; ~I- 5- - n~_ 9 10.:10..: ~~ ~~ ~~ " " ~~ ~~ ss ~~ " " ~~ H " " ;f;;S ~~ " " " " .... ~~ ~~ 2.'~_ _ L.- ) .:: )--- l_2 ~ I c ~ ..J ::> o a:I z o en ~ 't'" , ~- \.: ... ,} ~ ---- 264.340 Sq.rt. 6.07 Acre. . -- , -- \ \ ~.. .~ ,u --- t2~~ 8J -*- ...., ..- ..... :J tD , ./ '- , ./ ./ ,----.N. Ln. o( th. SD/4 pf t~ NC1/4 f --. - . s. Un_ o( th. NO/4 of th. NCI/4 :f~ ~ ~ ~~.~: ~ OUTLOT A 1111.5& L~N ~J OlIO ~IO ""Oi I {;~ ~- I 636.55 . . 589'06'J8-[ /_ --'__ 1 ,,~.! OUTLOT 892,OM -",FL- . I ! 2.11 Acre. -- ~ -. ________--'_L__"....---MA TCHUNE -------_ "- \ _......~SH Sh..t1 o( J~W-- ~:.-...~ .. 589"44"15- ...--- 636.48 -' 1 3 ....- -f;1- - - &A57 " OJr-rrAc:T Wt111 PIA\Y Vemurt'€511 Will Neumeister From: James Dickinson Sent: Tuesday, January 10, 2006 1:42 PM To: Will Neumeister Subject: FW: Andover Station North FYI l ---Original Message----- From: Darren B. Lazan [mailto:darren.lazan@landfonnmsp.com] Sent: Tuesday, January 10, 2006 12:10 PM To: James Dickinson Subject: Andover Station North Mr. Dickinson, We are in receipt of your last email regarding the Play Ventures proposal and appreciate the EDA's continued interest in our project. We continue to struggle with the environmental issues on this site, and hope to better quantify those impacts, but we remain interested in continuing discussions, We have met to review our options on this site and continue to consider this project, Unfortunately, one of the partners in this effort has been unable to meet and we have not been able to work on the financial aspects for several months, We hope to reconvene the parties in the next couple months to review our options and reply formally to your request. Thank you, Darren 8, Lazan, RLA, ASLA CEO, Principal Designer 510 First Avenue North, Suite 650 Minneapolis, MN 55403 Office: 612,252,9070 ext, 135 Direct: 612,638,0250 Cell: 612.221.8143 Fax: 612,252,9077 l .~t~ W""/iII LANDFORM Corporate Commercial. Commercial & Campus Design. Urban Design. Residential. Design Build NOTICE: All drawings, specifications, instruments of service, and other documents, data, or information of any kind, including all electronic files and data ('Documents') attached to or 'iinked' from this E-mail are protected by copyright pursuant to U,S, and international copyright laws, Your use of the Documents is controlled and restricted by the terms of use. By downloading the attached files or by accessing the links contained in this E-mail message, you are agreeing to the terms of use, COPYRIGHT@1994-2005LANDFORM ENGINEERING COMPANY, ALL RIGHTS RESERVED, . Landform Engineering Company doing business as Landform, 1/1012006 -6- // m ' II OKl6J NPJ.....- PL.AY V~1?/1t$ . ~rJJlll~-- January 13, 2005 Andover Economic Development Authority c/o Mr. James Dickinson City Administ:ra1or City of Andover, Minnesota 1685 Crosstown Boulevard Andover, MN 55304 Re: Purchase of property (the "Property") Within Andover Station North from The City of Andover, Minnesota (the "Seller"). Ladies and Gentlemen: This letter confirms our interest in purchasing from Seller a parcel ofland to be created within Andover Station North, an Andover EDA project, with a total of approximately four acres raw land, all on the following terms and conditions: Pa.rce1 Descriotion The parcel is located in the Northeast comer of Andover Station North adjacent to the proposed ballfield complex and the existing transmission line easement located along Hanson Boulevard. The site is incumbered by the Great River ;Energy easement and the conditions determined by the WDE site to the north. Purchase Price Because of the complexity and nature of the proposed site and the adjacent mixed uses, it is difficUlt to propose a price certB.in until such time as a detailed plan for access and cross-use easements can be complete<l However, we anticipate the proposed use would traditionally occupy approximately Four.(4) acres for the building and 'associated parking. We therefore propose a price based on~.~.Per square foot over 4 acres, or $435,600.00. -''7- II ' Pt.AY viN-r(j~ Ilr~Z:- Buyer assumes seller will provide and fund all remediation necessary to ready the site for the intended use. This includes, but is not limited to~ monitoring wells, soil remediation, soil replacement. and ventilation systeIPS. Buyer assumes seller will rough grade the site to the specifications mutm 11y agreed upon by both parties as part of the overall mass grading project. Building pad to be prepared to the buyers specifications for in-place fills, and suitable for standard foundation construction. Pavment of Purchase Price The Purchase Price, subject to adjustments, shall be payable by wire transfer of inimediately available funds at Closing. Earnest Monev WIthin two (2) buSiness days following the execution of the Purchase Agreement by both parties Purchaser will submit. by wire transfer of immediately available funds, an earnest money deposit $5,000 to the title company of the Purchasers choice to be held as an initial deposit in an interest-bearing account at the direction of Purchaser, with interest to be for the benefit of PUrchaser pending completion cifthe transaction or other termination , of the Purchase Agreement. Due Dilifence Purchaser will be afforded a. Due Diligence Period of 120 days from the date of delivery to Purchaser of the last of the Doc:uinents for InsPection listed on Exhibit A referred to below to conduct its due diligence investigations and inspections with respect to the Property (mcluding, without limitation, the economic performance of the Property, soil and environmental analysis, physical condition of the Property and engineering inspections, review of the Documents for Inspection, and such other investigations and inspections as Purchaser in its sole and absolute discretion may require). Purchaser may terminate the Purchase Agreement and receive a refund of the Earnest Money (together with interest accroed thereon) if as of the end of the Due Diligence Period, Purchaser is not satisfied, in its sole and absolute discretion, with the results of its investigations and inspections. -y- ''''PLAY V€NfU1!fi> If uf3~ Buyer assumes seller "ill provide and fund all remediation necessary to ready the site for the intended use. This includes, but is not limited to~ monitoring wells, soil remediation, soil replacement, and ventilation systems. . Buyer assumes, seller will rough grade the site to the specifications mutually agreed upon by both parties as part of the overall mass grading project. Building pad to be prepared to the buyers specifications for in-place fills, and suitable for standard foundation construction. Pavment of Purchase Price The Purchase Price. subject to adjustments, shall be payable by wire transfer of immediately available funds at Closing. Earnest Monev WIthin two (2) buSiness days following the execution of the Purchase Agreement by both parties Purchaser will submit, by wire transfer of immediately available funds, an earnest money deposit $5,000 to the title company of the Purchasers choice to be held as an initial deposit in an interest-bearing account at the direction ofPurcbaser. with interest to be for the benefit. ofPirrchaser pending completion of the transaction or other termination of the Purchase Agreement. Due Dilil!ence Purchaser will be afforded a' Due Diligence Period of 120 days from the date of delivery to Purchaser of the last of the Documents for InsPection listed on Exhibit A referred to below to conduct its due diligence investigations and inspections with respect to the Property (including. without limitation, the economic performance oftbe Property, soil and environmental analysis, physical condition oftbe Property and engineering inspections. review of the Documents for Inspection, and !>Uch other investigations and inspections as Purchaser in its sole and absolute discretion may require). Purchaser may terminate the Purchase Agreement and receive a refund of the Earnest Money (together with interest accrued thereon) if as of the end of the Due Diligence Period, Purchaser is not satisfied. in its sole and absolute discretion, with the results ofits investigations and inspections. -"f- ;/~ -- ~ ,-~" - "J~/.{3Y:~-VttJtv~-=-/~1~ Seller will deliver the Documents for Inspection to Purchaser within three (3) business days following the execution of the Purchase AgreemeD1. Purchaser and its consul~ and representatives will be afforded reasonable access to the Property and to Seller's books, records and files relating to the owner;;hip, development, mRintenance, mRTiReement and operation of the Property. TItle Seller will, at its cost, provide Purchaser with a current title commitment issued by Title Company (which Title Company shall be chosen by Purchaser), together with legi.ble copies of all documentS referenced therein. Seller will, at its cost, provide Purchaser with an updated survey of the Prpperty, which survey shall be current as-built, ALTAI ACSM Land Title Sutv'ey, prepared and certified by a registered land surveyor licensed in the state where the Property is located and certified to Purchaser, Purchaser's lender, if known. and Title Company, which certifi~on shall be that required by the AI;curacy Standards for Land Title Surveys in 1999, using the third of the three alternatives regarding the acc:ura.cy standards in the certification, and including Items I, 2, 3, 4, 6, 7, B,9, la, 11, 13, 14, 15 and 16 of Table A thereat: The cost of the owner's policy of title insurance to be issued by Purchaser shall be borne by Seller or Purchaser in accordance with custom and practice in the area in which the Property is located. Oosinl! and Prorations The closing will take place at W;OO am.. at the offices of Title C;ompany on the 120lh day after the satisfaction of the conditions precedent outlined in Exhibit B of this document (or, if such _ fh day is not a business day, the next following business day), or at such other time or place as may be agreed to in writing by the parties. -/d- '/ p[..AYVt;N"f7/U:~ II p-5 Confidentiality Each of the parties (and their respective agents and representatives) will keep the existence and-termS of this letter and the l'urcbase Agreement in strict confidence both before and after Closing, except in the course of conveying necessary information to third parties directly involved in the transaction (mcluding without limitl'ltion, in the case of Purchaser, ~ospective assignees of the Purchase Agreement. prospective partners of Purchaser and prospective lenders) and except as may be required by law or otherwise mnflll'll1y agreed upon in writing by the parties. Commissions Seller shall be solely responsible for the paYment of all commissions or fees payable to any real estate ageD1 or broker in connection with this transaction and shall indemnify Purchaser in connection therewith. Purchase Aueement Purchaser will deliver a draft Purchase Agreement to Seller as s(,>On as reasonably possible following the signing of this letter of IDteD1 by both parties. It is intended that the Purchase Agreement will be settled and executed by both parties as soon as reasonably possible after delivery of the draft to Seller. Assignment Seller understands and agrees that prior to the closing, the persons constituting Purchaser will assign their interest? in the PurchaSe Agreement to a Minnesota limited liability company in which the persons coilstituting Purchaser will eaCh own an interest. Intended Use The paili~owledge that the intended use of the property would be the construction of*. 50,000 sq,ft. indoor sports facility and Sports Grill with associated retail spaces.' The facility would bost primarily volleyball events with the ability to provide' space for other court activities or batting cages. The on-site Sports Grill. intended primarily to provide a family dining environment for the facility, and the entire community, would require a liquor license for on-site consumption of alcoholic beverages. -'-/1- //' . ." ,.,. ~t .(",.., ..,' 'J!..-V " .--- PUiY V~ ~. f . Non-Bindin~ Letter of Intent The parties acknowledge that t.his is a lettec of intent only and is not intended to create and does not create a binding or enforceable agreement between the parties, save and except for the provisions under the h~ri;ngs ConfidentiR lity and Non-Solicitation, which . are binding on the parties. Please confirm your agreement with the terms ofthis letter by signing and returning the enclosed duplicate copy. We look forward to working with you to complete this transaction Yours very truly, Play Ventures of Minnesotat ILC a to-be-formed Minnesota Limited Liability Company substantially owped and controlled by: -/2- -