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DRAFT #3: 10/16%2006 <br />Clean <br />NORTH CAROLINA <br />ORANGE COUNTY <br />AGREEIVIENT OF INTENT <br />This Agreement of Intent for Construction Management at Risk Services and for <br />Purchase and Sale as to the Project (as hereinafter defined) and for Lease and Option to <br />Purchase as to the Auxiliary Project (as hereinafter defined) is made and entered into as <br />of this day of , 2006, by and bete-~een Telesis Construction <br />1Vlanagement, LLC, 1000 Corporate Drive, Suite 109, Hillsborough, NC 2727$, a North <br />Carolina Limited Liability Company ("TCM"} and Orange County, North Carolina, P.O. <br />Box 8181, Hillsborough, NC 27278, a body politic and corporate ("County"). <br />RECITALS <br />A. "TC1~1" is a contractor, licensed to do business in the State of North <br />Carolina and qualified to perform the construction manager at risk services described in <br />this Agreement in full compliance with North Carolina law. <br />B. TCM owns or will own certain Property described herein by Orange <br />County PIN upon «~•hich TCM will, as described herein, assist ~i~ith the design and <br />manage the construction of certain improvements (together with the Property, the <br />"Project"}. <br />C. County desires to contract ~i~ith TCM and other professionals identified <br />herein for the design, construction management and construction of the Project that is <br />described herein. <br />D. County desires to purchase as specified herein from TCI~-1, and TCA•I <br />desires to sell and convey to County, the Project in the manner described herein. <br />