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DMS_US.364521141.1
<br />AMENDED AND RESTATED ASSIGNMENT AND
<br />SUBORDINATION OF DEVELOPMENT AGREEMENT
<br />THIS AMENDED AND RESTATED ASSIGNMENT AND SUBORDINATION OF
<br />DEVELOPMENT AGREEMENT (this “Agreement”), is made and entered into effective as of
<br />the ________ day of June, 2024, by and among the HOUSING AND REDEVELOPMENT
<br />AUTHORITY OF ST. ANTHONY VILLAGE, MINNESOTA, a public body corporate and politic
<br />and political subdivision of the State of Minnesota (the “Authority”); the CITY OF ST.
<br />ANTHONY VILLAGE, a Minnesota municipal corporation (the “City”); DORAN SLV, LLC, a
<br />Minnesota limited liability company (the “Phase I Redeveloper”); DORAN ST. ANTHONY, LLC,
<br />a Minnesota limited liability company (the “Phase I Owner”) and DORAN SLV II, LLC, a
<br />Minnesota limited liability company (the “Phase II Redeveloper and Owner”; and POEDF
<br />LEVERED A, LLC, a Delaware limited liability company (the “Lender”).
<br />W IT N E S S E TH:
<br />WHEREAS, the Authority, the City, and the Phase I Redeveloper have entered into that certain
<br />Contract for Private Development dated as of February 19, 2019, and filed of record in the office
<br />of the Ramsey County Recorder on March 17, 2020, as Document No. A04802554, as affected
<br />by City of St Anthony Village Resolution 19-093 approving Contract for Private Redevelopment
<br />Agreement with Doran SLV, LLC, recorded March 11, 2020, as Document No. A04801670, as
<br />affected by Housing and Redevelopment Authority of St. Anthony, Minnesota Resolution 19-05,
<br />a resolution approving Contract for Private Redevelopment and awarding the sale of, and
<br />providing the form, terms, covenants and directions for the issuance of its tax increment revenue
<br />notes to Doran SLV, LLC, recorded March 11, 2020, as Document No. A04801671, as amended
<br />by the unrecorded First Amendment to Contract for Private Redevelopment by and among the
<br />Authority, the City and Phase I Redeveloper dated June 2020 (the “First Amendment”), as
<br />affected by unrecorded City of St Anthony Village Resolution 20-054 approving the First
<br />Amendment, as affected by unrecorded Housing and Redevelopment Authority of St. Anthony,
<br />Minnesota Resolution 20-05, a resolution approving the First Amendment, as affected by the
<br />Assignment and Subordination of Development Agreement dated October 30, 2020, recorded
<br />February 11, 2021, as Document No. A04863728, as amended by the unrecorded Second
<br />Amendment to Contract for Private Redevelopment by and among the Authority, the City, Phase
<br />I Redeveloper, Phase I Owner and Phase II Redeveloper and Owner dated November 24, 2020
<br />(the “Second Amendment”), as affected by unrecorded City of St Anthony Village Resolution
<br />20-085 approving the Second Amendment, as affected by unrecorded Housing and
<br />Redevelopment Authority of St. Anthony, Minnesota Resolution 20-08, a resolution approving
<br />the Second Amendment, as affected by Amended and Restated Assignment and Subordination of
<br />Development Agreement, dated November 24, 2020, recorded May 7, 2021, as Document No.
<br />A04882387, as affected by unrecorded City of St Anthony Village Resolution 20-084 approving
<br />the Amended and Restated Assignment and Subordination of Development Agreement dated
<br />November 24, 2020, recorded May 7, 2021, as Document No. A04882387, as affected by
<br />unrecorded Housing and Redevelopment Authority of St. Anthony, Minnesota Resolution 20-07,
<br />a resolution approving the Amended and Restated Assignment and Subordination of
<br />Development Agreement, as affected by Amended and Restated Assignment of Subordination of
<br />Development Agreement and TIF Note dated November 24, 2020, recorded May 7, 2021, as
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