CC PACKET 06252024 - Laserfiche WebLink

Home Browse Search

3 A04862911, in the Office of the County Recorder, Ramsey County, Minnesota, as amended by Amendment to Mortgage, Security Agreement, Fixture Financing Statement and Assignment of Leases and Rents dated April 5, 2024, recorded April 29, 2024, as Document No. A05023443, in the Office of the County Recorder, Ramsey County, Minnesota, as assigned by Construction Lender to Lender by that certain Assignment of Loan Documents, that certain Assignment of Mortgage, Security Agreement, Fixture Financing Statement and Assignment of Leases and Rents and that certain Allonge to Amended and Restated Real Estate Note, all of even date herewith, and as amended and restated by Amended and Restated Mortgage, Assignment of Leases and Rents, Fixture Filing and Security Agreement of even date herewith, recorded ___________, 2024 (as the same may be amended or restated from time to time, the “Mortgage”); and WHEREAS, to secure the obligations of the Phase I Owner to the Lender under the Loan Agreement, the Note, the Mortgage and the documents related thereto (collectively, the “Loan Documents”), the Lender has required, as an express condition to disbursement of the Loan, (a) that the Phase I Redeveloper and the Phase I Owner assign all of their rights under the Development Agreement (with respect to the Phase I Project only) to the Lender, (b) that the rights of the Authority under the Development Agreement with respect to the Phase I Project only be subordinated to the Mortgage, and (c) that the Authority agree to certain other matters, all as more fully contained herein. NOW THEREFORE, in consideration of the foregoing recitals and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows: 1.The Phase I Redeveloper and the Phase I Owner hereby assign to the Lender, and the Lender hereby accepts (subject to the terms of this Agreement), all of the Phase I Redeveloper’s and the Phase I Owner’s respective right, title and interest under and pursuant to the Development Agreement (with respect to the Phase I Project only) to secure all of the Phase I Owner’s obligations to the Lender under the Loan Documents. Notwithstanding anything to the contrary in the Development Agreement, including Section 4.3(c) of the Development Agreement, the Phase II Redeveloper and Owner shall be obligated in all respects to the performance of the Development Agreement with respect to the Phase II Project only and shall have no obligations with respect to the Phase I Project, and Phase I Redeveloper and the Phase I Owner shall be obligated in all respects to the performance of the Development Agreement with respect to the Phase I Project only and shall have no obligations with respect to the Phase II Project. 2.The Phase I Redeveloper and the Phase I Owner hereby represent and warrant that there have been no prior assignments of the Development Agreement by the Phase I Owner or Phase I Redeveloper, that, to the actual knowledge of the Phase I Owner and the actual knowledge of the Phase I Redeveloper, the Development Agreement is valid and enforceable agreements and that, to the actual knowledge of the Phase I Owner and the actual knowledge of the Phase I Redeveloper, neither the Authority, the Phase I Redeveloper nor the Phase I Owner, as applicable, is in default under the Development Agreement, and that, to the actual knowledge of the Phase I Owner and the actual knowledge of the Phase I Redeveloper, all covenants, conditions and agreements have been performed as required herein, except those not to be performed until after the date hereof. As used herein, the term “actual knowledge of the Phase I Owner” and any phrase or words of similar import shall be deemed to mean the actual knowledge of the Manager of Phase 81