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HomeMy WebLinkAbout2015-003 EDAR Commissioner Dan Ryan introduced the following resolution and moved its adoption: EDA RESOLUTION NO. 2015-03 RESOLUTION APPROVING A THIRD AMENDMENT TO DEVELOPMENT AGREEMENT, A SECOND AMENDMENT TO PURCHASE AGREEMENT, AND RELATED DOCUMENTS(SHINGLE CREEK CROSSING PROJECT) WHEREAS, Shingle Creek, LLC (the "Developer") has previously entered into a Development Agreement by and between the EDA and the Developer dated June 17, 2011 (the "Original Development Agreement"), as amended by a First Amendment to Development Agreement dated November 13, 2012 (the "First Amendment") and a Second Amendment to Development Agreement dated April 8, 2014 (the "Second Amendment" and, together with the Original Development Agreement and the First Amendment,the"Development Agreement"); and WHEREAS, the EDA and the Developer have proposed to further amend the Development Agreement to, among other things, acknowledge completion of sufficient additional improvements sufficient for forgiveness of 78% of the Additional Improvements Forgivable Loan (as defined in the Development Agreement) and extend the dates for completion of remaining required improvements (the "Development Agreement Amendment"); and WHEREAS, pursuant to the Development Agreement the EDA has issued the Tax Increment Revenue Note (Shingle Creek Crossing Project) in the amount of$2,300,000 (the "TIF Note") and certain changes in the Development Agreement Amendment have necessitated changes in the TIF Note (the"Amended and Restated TIF Note"); and WHEREAS, the Developer and the EDA have previously entered into a Purchase Agreement dated June 28, 2011, as amended(the "Purchase Agreement"); and WHEREAS,, the Purchase Agreement requires closing on the acquisition of the Land (as defined in the Purchase Agreement), no later than June 30, 2017 and the Developer has requested that EDA extend the required closing date to no later than December 31, 2018; and WHEREAS, the EDA and the Developer have proposed to amend the Purchase Agreement to provide for the later closing date (the "Purchase Agreement Amendment" and, together with the Development Agreement Amendment and the Amended and Restated TIF Note,the"Amendments"); and WHEREAS, as a condition to providing a loan to refinance the Developer's construction loan, the lender has required the Developer to (i) collaterally assign to the lender its rights under (i) the Purchase Agreement pursuant to a Collateral Assignment of Agreement of Purchase and Sale dated on or after the date hereof between the Developer and, the Lender with the consent of the EDA (the "Purchase Assignment") and (ii) collaterally assign the Development Agreement and pledge the Amended and Restated TIF Note pursuant to an Assignment of Development Agreement and Pledge of TIF Note dated on or after the date hereof between the Developer and the Lender with the consent of the EDA (the "TIF Assignment" and, together with the Purchase Assignment,the "Assignments"). EDA RESOLUTION NO. 2015-03 NOW, THEREFORE, BE IT RESOLVED by the Economic Development Authority in and for the City of Brooklyn Center as follows: 1. The Amendments and the Assignments 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 (collectively, the "Amendment Documents") and the President and the Executive Director are hereby authorized and directed to execute the Amendment Documents on behalf of the EDA and to carry out, on behalf of the EDA, the FDA's obligations thereunder. 2. The approval hereby given to the Amendment Documents 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. February 23, 2015 --jam ��r/✓�'�' Date President The motion for the adoption of the foregoing resolution was duly seconded by Commissioner April Graves and upon vote being taken thereon,the following voted in favor thereof: Tim Willson, April Graves, Lin Myszkowski, and Dan Ryan; and the following voted against the same: none; whereupon said resolution was declared duly passed and adopted.