HomeMy WebLinkAbout18-EDA-318EDA RESOLUTION NO. 18 -EDA -318
CITY OF MOUNDS VIEW
COUNTY OF RAMSEY
STATE OF MINNESOTA
A RESOLUTION AUTHORIZING THE PURCHASE OF REAL
PROPERTY AND APPROVING AN ASSIGNMENT OF AND
SECOND AMENDMENT TO PURCHASE AGREEMENT
WHEREAS, Dayaram & Sons, Ltd., a Minnesota business corporation (the "Owner"), is fee
owner of three parcels of real property (PID 17.30.23.14.0001, PID 17.30.23.14.0002, and PID
17.30.23.14.0003), all of which are located at 4889 Old Highway 8, Mounds View, Minnesota 55112
(the "Property"); and
WHEREAS, the Owner entered into that certain Purchase Agreement, dated May 3, 2017,
and that certain First Amendment to Purchase Agreement, dated May 28, 2018 (collectively, the
"Agreement"), with Newport Midwest, LLC, a Minnesota limited liability company ("Newport"),
whereby the Owner agreed to sell the Property to Newport following due diligence period that is
scheduled to expire on December 31, 2018; and
WHEREAS, Newport is no longer able to use the Property for its intended purpose and has
indicated a willingness to assign its rights under the Agreement to the Mounds View Economic
Development Authority (the "EDA"); and
WHEREAS, Minnesota Statues, Section 469.101 authorizes an economic development
authority to purchase real property; and
WHEREAS, the EDA desires to purchase the Property, as authorized in the aforementioned
statutory provision, through an assignment by Newport and assumption by the EDA of the various
rights and obligations of Newport contained in the Agreement; and
WHEREAS, section 15.8 of the Agreement provides, in part, that "[n]either parry shall be
entitled to assign or convey any interest in [the] Agreement to any third party, without first obtaining
the prior written consent of the other party"; and
WHEREAS, the Owner is willing to consent to the assignment of the Agreement by Newport
to the EDA; and
WHEREAS, to facilitate the EDA's purchase of the Property, the EDA proposes to enter
into an Assignment of and Second Amendment to Purchase Agreement (the "Assignment and
Amendment") between the EDA, the Owner, and Newport; and
WHEREAS, the EDA has followed any and all applicable statutory provisions and finds that
the purchase of the Property will fulfill the objectives, goals and mission of the EDA.
548262v2 DTA MU205-49
EDA Resolution No. 18 -EDA -318
Page 2
NOW THEREFORE, BE IT RESOLVED by the Mounds View Economic Development
Authority as follows:
The recitals set forth in the preamble to this Resolution are incorporated into this
Resolution as if fully set forth herein.
2. The EDA hereby approves the Assignment and Amendment in substantially the form
presented to the EDA on this date, including the purchase and acquisition of the
Property by the EDA, subject to modifications that do not alter the substance of the
transaction and that are approved by the EDA's attorney.
The President and Executive Director of the EDA are hereby authorized and directed to
execute the Assignment and Amendment for and on behalf of the EDA. The President,
Executive Director, staff and consultants of the EDA are hereby further authorized to
perform the EDA's obligations under the Assignment and Amendment, and to draft,
execute, and deliver any and all documents deemed necessary or convenient to carry out
the intentions of this Resolution, including the acquisition of real property contemplated
herein.
Adopted on the 27th day of December, 2018.
Carol A. Mueller, PresMent
Attest:
Nyl ilan d, Executive Director
(SEAL)