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<br />Document No. A04882388, as amended by the unrecorded Third Amendment to Contract for
<br />Private Redevelopment by and among the Authority, the City, Phase I Redeveloper, Phase I
<br />Owner and Phase II Redeveloper and Owner dated January 4, 2024 (the “Third Amendment”), as
<br />affected by unrecorded City of St Anthony Village Resolution _________ approving the Third
<br />Amendment, as affected by unrecorded Housing and Redevelopment Authority of St. Anthony,
<br />Minnesota Resolution _________, a resolution approving the Third Amendment, as affected by
<br />Memorandum of Unrecorded Agreements dated of even date herewith, recorded ___________,
<br />2024 (as amended, modified and supplemented from time to time, collectively the “Development
<br />Agreement”), pertaining to the development of certain real property located in the City of St.
<br />Anthony Village, Minnesota, and referred to therein as the “Redevelopment Property”;
<br />WHEREAS, the Phase I Owner is the fee owner of a portion of the Redevelopment
<br />Property legally described on Exhibit A (the "Phase I Project");
<br />WHEREAS, the Phase II Redeveloper and Owner is the fee owner of a portion of the
<br />Redevelopment Property legally described on Exhibit B (the "Phase II Project");
<br />WHEREAS, the Phase I Owner previously obtained a loan from Bremer Bank, National
<br />Association, a national banking association (the “Construction Lender”) pursuant to a Construction
<br />Loan Agreement dated October 30, 2020, as amended by that certain Amendment Agreement
<br />dated November 10, 2021, as amended by that certain Second Amendment Agreement dated April
<br />5, 2024, and in connection therewith issued that certain that certain Real Estate Note dated as of
<br />October 30, 2020 to Construction Lender in the original principal amount of $49,150,000.00, as
<br />amended by that certain Amendment to Real Estate Note dated as of February 17, 2023, as
<br />amended and restated in its entirety by that certain Amended and Restated Real Estate Note dated
<br />as of April 5, 2024, in the original principal amount of $49,146,909.63, as assigned by
<br />Construction Lender to Lender pursuant to that certain Assignment of Loan Documents, that
<br />certain Assignment of Mortgage, Security Agreement, Fixture Financing Statement and
<br />Assignment of Leases and Rents and that certain Allonge to Amended and Restated Real Estate
<br />Note, all dated as of the date hereof (as amended and assigned, the “Original Loan”);
<br />WHEREAS, the Original Loan is being refinanced and Lender is providing a loan to the
<br />Phase I Owner in the principal amount of $45,000,000.00 (the “Loan”), pursuant to the terms of
<br />that certain Amended and Restated Loan Agreement of even date herewith (as the same may be
<br />amended or restated from time to time, the “Loan Agreement”), executed by and among the Lender
<br />and the Phase I Owner; and
<br />WHEREAS, the Loan is evidenced by that certain Amended and Restated Secured
<br />Promissory Note of even date herewith executed by the Phase I Owner and payable to the order of
<br />Lender in the original principal amount of $45,000,000.00 (as may be amended or restated from
<br />time to time, collectively, the “Note”); and
<br />WHEREAS, the Note is secured by, among other things, that certain Mortgage, Security
<br />Agreement, Fixture Financing Statement and Assignment of Leases and Rents dated October 30,
<br />2020, as amended by Amendment to Mortgage, Security Agreement, Fixture Financing Statement
<br />and Assignment of Leases and Rents dated April 5, recorded February 8, 2021, as Document No.
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