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COURTHOUSE SQUARE Preliminary Intergovernmental Agreement This Preliminary Intergovemmental Agreement is entered into between the Salem Area Mass Transit District ("District") and Marion County ("County"). P'URPOSE The purpose of this Agreement is to outline the preliminary terms for joint development by the Dis~t and County of the Courthouse Square project. This Agreement shall be the basis for a final intergovernmental agreement under ORS Chapter 190, to be executed upon approval of the final project design, approval from the Federal Transit Administration ("FTA"), and obligation of FTA funding. The parties understand that tlus Agreement is only a preliminary agreement and is subject to modification as conditions change. PROJECT The Courthouse Square project is intended to develop a permanent downtown transit center, a County service center, and private commercial retail/office space on the Senator Block, which is a downtown block in Salem, Oregon, bordered by Court, Church, Chemeketa and High Streets. The District and the County aze currently evaluating a proposal from a private developer to assist in the financing, design and construction of Courthouse Square. AGREEMENT To accomplish this joint project, the parties agree to the following: A. Countv Res[~onsibilities. The County shall bear principal responsibility to: a. Award and manage the contract with a private developer for the partial financing, design and construction of the Courthouse Square. b. Act as paying agent for project related services. 2. The County anticipates conveying title, a land lease, or air rights relating to County owned land in the Senator Block to the District as may be necessary in order for the District to develop and operate a transit center and related services. This conveyance is subject to agreement between the parties on the consideration to be provided. The conveyance shall occur after the parties secure a signed development agreement with the private developer, secure a11 federal approvals, and the parties execute a final intergovernmental agreement. 3. The County, under it's own authority, will clear tenants and occupants from it's buildings, and make such buildings ready for demolition according to time lines established for construction of the project. To the eztent required by applicable law, the County will comply with the provisions of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, 42 USC §4601 et seq. Page 1- INTERGOVERNMENrAI- AGREEMENT; Courthouse Square