Resolution - #15-02-044 - 02/10/2015

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defined in the Development Agreement, as a remedy for certain defaults by F&C Apartments under the terms of the Development Agreement. WHEREAS, upon F&C Borrower's repayment of Note No. 2 in full, the City is obligated, under the terms of the Development Agreement, to issue the "TIF Note," as defined in the Development Agreement, to F&C Ramsey. WHEREAS, upon F&C Borrower's repayment of Note No. 1 and Note No. 2, in full, the City, both in its individual capacity and as successor -in -interest to the HRA, will be required to return the original Note No. 1 and the original Note No. 2 to F&C Borrower and to release, of record, the security interest which the HRA holds in the membership interest in F&C Borrower. WHEREAS, in Section 11.4 of the Development Agreement, F&C Apartments, as the successor to F&C Ramsey, covenants and agrees to lease not less than 50% of the apartment units in the Project to tenants whose family income is equal to or less than 130% of the median family income. Section 11.4 of the Development Agreement provides that after Note No. 2 has been repaid, in full, the City's and the HRA's sole remedy for a breach of Section 11.4 would be to terminate the "TIF Note." The First Amendment to Development Agreement deletes Section 11.4 from the Development Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF RAMSEY, ANOKA COUNTY, STATE OF MINNESOTA: 1) That the City Council, in its capacity as the governing body of the City and in its capacity as the successor -in -interest to the Board of the HRA, hereby authorizes the Mayor and City Administrator to execute and deliver the First Amendment to Development Agreement, in the form attached hereto as Exhibit A, to F&C Ramsey, F&C Borrower and F&C Apartments contemporaneously with F&C Borrower's repayment in full of Note No. 1 and Note No. 2, and authorizes the recording of the Amendment to Development Agreement in the Anoka County Land records. 2) That the City Council authorizes the Mayor and City Administrator to execute and deliver the TIF Note, as defined in the Development Agreement, in the original principal amount of $3,000,000 to F&C Ramsey, contemporaneously with F&C Borrower's payment, in full, of Loan No. 1 and Loan No. 2. 3) That the City Council, in its capacity as the governing body of the City and in its capacity as the successor -in -interest to the Board of the HRA, hereby authorizes and directs the Mayor and City Administrator to return the originals of Note No. 1 and Note No. 2 to F&C Borrower and to execute and deliver to F&C Borrower such documents and instruments as may be necessary to evidence the termination of the security interest granted to the HRA in the membership interests of F&C Borrower and the release of the other Loan Documents, all upon F&C Borrower's repayment, in full, of Note No. 1 and Note No. 2. The motion for the adoption of the foregoing resolution was duly seconded by Councilmember Johns, and upon vote being taken thereon, the following voted in favor thereof: Resolution #15-02-044 Page 2 of 3 6911974v1