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EXHIBIT A TOWER REDEVELOPMENT PROJECT COOPERATION AGREEMENT THIS COOPERATION AGREEMENT (the "Cooperation Agreement") is entered into as of the _______ day of __________.2000, by and between THE, CITY OF PORTSMOUTH, VIRGINIA, a political subdivision of the Commonwealth of Virginia (the "City") and the PORTSMOUTH REDEVELOPMENT AND HOUSING AUTHORITY, a political subdivision of the Commonwealth of Virginia ("PRHA"). RECITALS WHEREAS, PRHA, acting pursuant to the Virginia Housing Authorities Law, Chapter 1 of Title 36, Code of Virginia, has adopted a redevelopment plan entitled "Redevelopment Plan for the Tower Redevelopment Project" (the "Plan"); and WHEREAS, the City did on April 25, 2000 approve the Plan, which is now in full force and effect; and WHEREAS, the Plan is intended to eliminate blight and bring about the commercial redevelopment of properties within and around the area encompassed within the Plan; and WHEREAS, acting pursuant to the Plan, PRHA has entered into an agreement (the "Development Agreement'') with TCSE Realty Services, Inc. ("Developer") by which PRHA will assemble certain land and convey it to Developer for the purpose of bringing about development of a regional shopping center known in the trade as a "Value Center" or "Power Center" (the "Retail Project"); and WHEREAS, the Development Agreement is intended to bring about the redevelopment goals of the Plan and was entered into by PRHA for that public purpose; and WHEREAS, the Plan imposes certain financial obligations on PRHA which cannot be made without the financial backing of the City; and WHEREAS, the Plan also contains several contingencies which must be met in order for Developer to bring about development of the Retail ProJect, and some of those contingencies involve a combination of administrative support and regulatory approval or other action by the City; and -1-