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EXHIBIT A MEMORANDUM OF UNDERSTANDING between Cuyahoga County Planning Commission and Mayfield Village This Memorandum of Understanding (MOU) is entered into on this day of 2017 (the "Effective Date', by and between the Cuyahoga County Planning Commission (hereinafter referred to as "County Planning', a county planning commission established pursuant to the Ohio Revised Code §713.22, located at 2079 East Stn Street, Suite 5-300 Cleveland, Ohio 44115 and Mayfield Village, Ohio (hereinafter referred to as "Mayfield Village', a municipal corporation, located at 6622 Wilson Mills Road, Mayfield Village, Ohio 44143 for the purpose of establishing and achieving various goals and objectives relating to the Mayfield Village Master Plan (hereinafter referred to as the "Master Plan'. WHEREAS, County Planning and Mayfield Village desire to enter into a memorandum agreement in which they will work together to accomplish the goals and objectives of the Master Plan set forth in the Scope of Work; and WHEREAS, County Planning and Mayfield Village desire to enter an understanding setting out all working arrangements necessary to complete the Master Plan. NOW, THEREFORE, it is mutually agreed by and between County Planning and Mayfield Village as follows: Purpose and Scope. This Memorandum of Understanding is intended to provide the cornerstone and structure for the development of a Master Plan for Mayfield Village, Ohio as outlined in the Scope of Work. The Scope of Work is attached hereto as Attachment "A." Attachment "A" is incorporated herein and made a part hereof as if fully rewritten herein. Objective. County Planning and Mayfield Village shall endeavor to work together to develop and establish processes, roles, responsibilities, tasks and deliverables that will result in the development of a comprehensive Master Plan for Mayfield Village. Obligation of the Parties. It is the desire and the wish of County Planning and Mayfield Village that this MOU not be a formal contract or indenture, but rather an agreement between the parties to work together in such a manner that would promote the genuine atmosphere of collaboration and partnership necessary to prepare the Master Plan. Master Plan Timeline. The Master Plan Timeline is attached hereto as Attachment "B." Attachment "B" is incorporated herein and made a part hereof as if fully rewritten herein. The Master Plan Timeline may be extended by mutual agreement of the parties hereto in writing. Effective Date and Term. The term of this MOU shall be for the period beginning on the effective date written herein above and ending on the earlier of the completion of the Scope of Work or June 30, 2018. This MOU may be extended by mutual agreement of the parties hereto in writing.