RES 16-19ZxGra ct of Minutes of Meeting of the
,City Council of the Cit,,,, of Elk River. Sherburne Cr&iFt
pursuant to due call and notice thereof, a regular meeting of the City Council of the City of F'11k
River, Minnesota, was duly held in the City Hall in the City of Y`Ilk River, on March 21, 2016,
commencing; at or after 6: 00 P.M.
The following members were present: Mayor John J. Dietz, Councilmembers Jerry Olsen,
Matt Westgaard, and Barbara Burandt
and the followi-ig were 2bsent:Councilmember Jennifer Wagner.
:Member Westward introduced the following resolution and moved its adoption:
ESOLUTION APPROVING AN ASSIGNMENT AND ASSUMPTION OF TAX
ABATEMENT AGREEMENT AND AN AMENDMENT TO TAX
ABATEMENT AGREEMENT
BE IT RESOLVED By the City ("ouncil (the "City Council") of the City of Elk River,
,Sherburne County, Minnesota (the "City") as follows:
Section 1. Background, fjndings.
(a) The City has entered into a Tax Abatement Agreei nerit dated September 14, 2016
(the "Abatement Agreement"), with E.rivision Company, LLC, a Minnesota limited liability
company, which was previously assigned to Invision 3, LLC, a Minnesota limited liability company
(the "Assignor"), and in connection therewith received a Mortgage, Security Agreement, Assignment
of Lcases and Rents, and F -fixture Financing; Statement dated September 14, 2016 (the "Mortgage")
from the Assignor in favor of the City and a Promissory Note dated September 14, 2016 (the
"Note").
476680vl JSB EL185-31
(b) The Assignor has requested that the City consent to (i) the transfer of Lots I and 2,
Block 2, Natures Edge Business Center Second Addition, Sherburne County, located in the City (the
"Property") and the Project (as defined in the Abatement Agreement) to Meritex Elk River, LLC
(the "Landlord"), (ii) the satisfaction of the Mortgage and the termination of the Note in accordance
with the terms thereof, (iii) an amendment to the Abatement Agreement to address insurance for the
Project pursuant to a First Amendment to AbatementAgreement by and between the City and the
Assignee (the "Amendment"), and (iv) the assignment of the Assignor's rights and obligations under
the Abatement Agreement to Sportech, Inc., (the "Assignee") pursuant to an Assignment and
.Assumption of Tax Abatement by and between the Assignor and the Assignee (the "Assignment
and Assumption Agreement").
Section 2. Approval of Transfer and.Agreements.
(a) The City hereby consents to the transfer the Property and the Project to the
Landlord, the satisfaction of the Mortgage and the termination of the Note in accordance with the
terms thereof, the Amendment, and the assignment of the Assignor's rights and obligations under
the Abatement Agreement to the Assignee pursuant to the Assignment and Assumption Agreement.
(b) The Assignment and Assumption Agreement and the Amendment are hereby
approved in substantially the forms submitted to the City, together with any related documents
necessary in connection therewith, including without limitation all documents referenced in or
attached to the Abatement Agreement (collectively, the "Development Documents") and the Mayor
and the City Clerk are hereby authorized and directed to execute the Development Documents on
behalf of the City and to carry out, on behalf of the City, the City's obligations thereunder.
(c) The approval hereby given to the Development 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 City 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
City. The execution of any instrument by the appropriate officers of the City herein authorized shall
be conclusive evidence of the approval of such document in accordance with the terms hereof. If.)
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 Council by any duly
designated acting official, or by such other officer or officers of the Council as, in the opinion of the
City Attorney, may act in their behalf.
4766800 JSB EL185.31
The motion for the adoption of the foregoing resolution was duly seconded by Mernber
ni sen .,and upon vote being taken thereon, the following voted i11 favor thereof:
Mayor Dietz, Councilmembers Olsen, Westgaard, and Burandt
and the foll0XV11-ig voted against: no one
whereupon said resolution -,vas declared duly passed and adopted.
Approved by the City Council of the City of F!"lk Diver this 2V day of I'darch, 2016,
yor LI/I
ATIT"ST:
City (idea -k
470680%] JSB E1-185-31