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HomeMy WebLinkAbout2012-020 EDAR Commissioner Kay Lasman introduced the following resolution and moved its adoption: EDA RESOLUTION NO. 2012-20 RESOLUTION APPROVING A COLLATERAL ASSIGNMENT OF PURCHASE AGREEMENT AND A SUBORDINATION AGREEMENT (SHINGLE CREEK CROSSING) BE IT RESOLVED By the Board of Commissioners (the "Board") of the Economic Development Authority of the City of Brooklyn Center("EDA") as follows: Section 1. Recitals. 1.01. Shingle Creek, LLC (the "Developer") has heretofore entered into a Development Agreement, as amended, by and between the EDA and the Developer dated June 17, 2011 (the"Development Agreement"). 1.02. In accordance with Section 6.5 of the Development Agreement the Developer has requested that the EDA subordinate the provisions of the Development Agreement to the documents executed in connection with the Construction Loan pursuant to that certain Subordination Agreement,dated on or after the date hereof,by and among the Developer,Ladder Capital Finance, LLC (the "Lender") and the EDA (the "Subordination Agreement"). 1.03. The Developer has heretofore entered into a Purchase Agreement by and between the EDA and the Developer dated June 28,2011,as amended(the"Purchase Agreement"). 1.04. Asa condition to making the Construction Loan,the Lender has required the Developer to assign its rights under the Purchase Agreement to the Lender pursuant to a Collateral Assignment of Purchase Agreement dated on or after the date hereof by and among the Developer, the Lender and the EDA (the "Assignment"). Section 2. EDA Approval; Further Proceedings. 2.01. The Assignment and the Subordination Agreement as presented to the Board are hereby in all respects approved, in substantially the forms submitted, together with any related documents necessary in connection therewith and the President and the Executive Director are hereby authorized and directed to execute the Assignment and the Subordination Agreement on behalf of the EDA. EDA RESOLUTION NO. 2012-20 2.02 The approval hereby given to the Assignment and the Subordination Agreement includes approval of such additional details therein as may be necessary and appropriate and such modifications thereof, deletions therefrom and additions thereto as may be necessary and appropriate and approved by legal counsel to the EDA and by the officers authorized herein to execute said documents prior to their execution;and said officers are hereby authorized to approve said changes on behalf of the EDA. The execution of any instrument by the appropriate officers of the EDA herein authorized shall be conclusive evidence of the approval of such document in accordance with the terms hereof. In the event of absence or disability of the officers, any of the documents authorized by this Resolution to be executed may be executed without further act or authorization of the Board by any duly designated acting official,or by such other officer or officers of the Board as,in the opinion of the City Attorney, may act in their behalf. Approved by the Board of Commissioners of the Economic Development Authority of the City of Brooklyn Center this 10th day of December, 2012. December 10, 2012 , ; ` Date President The motion for the adoption of the foregoing resolution was duly seconded by Commissioner Lin Myszkowski and upon vote being taken thereon, the following voted in favor thereof: Tim Willson, Carol Kleven, Kay Lasman, Lin Myszkowski, and Dan Ryan; and the following voted against the same: none; whereupon said resolution was declared duly passed and adopted.