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MEMORANDUM OF UNDERSTANDING This Memorandum of Understanding, made this __ day of August, 2003, by and between the City of Portsmouth, Virginia, a municipal corporation of the Commonwealth of Virginia, hereinafter "City", and the Virginia Sports Hall of Fame and Museum, Inc., a Virginia corporation, hereinafter "Hall of Fame". WHEREAS, the Hall of Fame intends to construct a new building on High Street in Portsmouth, Virginia, for the display of its exhibits and museum; and WHEREAS, the new facility in Portsmouth, Virginia, will enhance the Hall of Fame as an attraction for tourists to visit the City; and WHEREAS, the City agrees to participate in the funding for the construction of the new museum facility. NOW, THEREFORE, the City intends, subject to budget approvals as may from time to time be necessary to contribute the following amounts to the Hall of Fame: Beginning in the 2004-2005 budget year, the City will contribute Four Hundred Thousand Dollars and 00/00 ($400,000:00) per year for five (5) years, for a total contribution of Two Million and 00/00 Dollars ($2;000,000.00). In addition, beginning in the 2004-2005 budget year, the City will contribute Five Hundred Thousand and 00/00 Dollars ($500,000.00) per year for operation, maintenance, utilities and other similar expenses for the new museum facility. Provided, however, should the museum facility open to the public prior to the beginning of the 2004-2005 budget year, the City will pay the proportional amount of the Five Hundred Thousand and 00/00 ($500,000.00) prorated for the number of months remaining from the time of the opening to the beginning of the said budget year. CITY OF PORTSMOUTH, a municipal corporation ApprOved as to form and legality: By: C. W: McCoy, City Manager G. Timothy Oksman, City Attorney VIRGINIA SPORTS HALL OF FAME, a Virginia corporation By: president