08-11-2004 Council Agenda - Laserfiche WebLink

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may have or may hereafter acquire in the Townhome Development Property, the Project or any insurance proceeds or condemnation awards with respect thereto, including, without limitation, (i) any rights of reversion, reentry or forfeiture of the Townhome Development Property available to the Agency under the Contract, and in particular, the right of re -entry described in paragraph 6.5 thereof, (ii) any right of reentry for breach of conditions subsequent under or pursuant to the "Agency Deed" or under or pursuant to any future deed which the Company may receive from the Agency with regard to the Mellgren Property ( "Mellgren Deed "), and (iii) any and all rights, Liens and interests under or pursuant to the Agency Mortgage, which Agency interest, liens and rights are and shall in all respects continue to be subordinate to the lien of the Mortgage notwithstanding the order of recording, date of execution and delivery, order of perfouuance or any other priority requirements which may otherwise exist. Notwithstanding anything to the contrary contained herein, the teens and provisions of the Assessment Agreement dated December 9, 2003, and recorded on January 14, 2004 as Ramsey County Recorder Document No. 3719505 ( "Assessment Agreement "), and the rights of the Agency thereunder, shall be and remain prior and superior to the lien of the Mortgage and shall survive a foreclosure thereof, and the Mortgagee, or any other person or entity which acquires title to the Townhome Development Property as a result of a foreclosure sale or Deed in Lieu of Foreclosure shall take title to the Townhome Development Property subject to the terms and provisions of the Assessment Agreement. 3. The Agency acknowledges receipt of copies of the TCF Loan Documents and further acknowledges that this Subordination Agreement, the TCF Loan Documents and the loan evidenced thereby are each hereby authorized, consented to and approved under the terms of the Contract. 4. The Agency hereby agrees that all rights of the Agency to approve or disapprove changes to the Construction Plans for the Project or any amendments thereto are set forth in the Contract, it being understood that this paragraph is limited solely to the rights and powers of the Agency acting in its capacity as the Economic Development Authority of the City of Little Canada and is not intended to limit the authority of the City of Little Canada to approve or disapprove the construction plans for the Project as provided in its city code and ordinances 5. If, prior to the Agency's issuance of "Certificates of Completion and Release ", as defined in the Contract, for all of the "Townhome Development Property," as defined in the Contract, the Company defaults under the Mortgage, the Mortgagee must, before commencing proceedings to foreclose the Mortgage, notify the Agency, in writing, of (a) the fact of the default; (b) the elements of the default; and (c) the actions required to cure the default. If the default entitles the Mortgagee to foreclose upon the "Townhome Development Property," as defined in the Contract or any part thereof, and if. under the Mortgage. the