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EDA RES 26-06City of Elk — _ River City of Elk River Economic Development Authority Resolution 26-06 A Resolution approving loan agreement and related documents (Elk Dental Center Project) WHEREAS, the Board of Commissioners (the "Board") of the Economic Development Authority of the City of Elk River, Minnesota (the "EDA') has received a proposal from Karma Real Estate LLC, a Minnesota limited liability company, or an entity related thereto or affiliated therewith (the "Borrower"), that the EDA assist the Borrower with the renovation and expansion (the "Project") of certain real property in the City of Elk River, Minnesota (the "City") for use as a dental office by providing a loan to the Borrower in the amount of $74,999 (the "Loan") pursuant to the EDA's Microloan Program (the "Program"); and WHEREAS, proceeds of the Loan will be used by the Borrower to provide gap financing for the Project; and WHEREAS, the EDA has caused to be prepared a Loan Agreement (the "Loan Agreement") with the Borrower setting forth, among other things, the terms and conditions under which the EDA will make the Loan, a copy of which is on file with the Executive Director; and WHEREAS, the EDA believes that the provision of the Loan to the Borrower is in the vital and best interests of the City and the health, safety, morals, and welfare of its residents, and in accord with the public purposes and provisions of the applicable State of Minnesota and local laws and requirements. NOW THEREFORE, BE IT RESOLVED by the Board of Commissioners of the Economic Development Authority of the City of Elk River as follows: 1.01. The EDA hereby approves the Loan Agreement substantially in accordance with the terms set forth in the form presented to the Board, together with all related documents necessary in connection therewith, including without limitation, a promissory note from the Borrower evidencing the Loan, a mortgage providing the EDA with a second or third position security interest in the Project, and a corporate guaranty of EDC, P.L.L.C. doing business as Elk River Dental or such other corporate guarantor as approved by the Executive Director, (collectively, the "Loan Documents"), the President and Executive Director are hereby authorized and directed to negotiate the final terms thereof and, in their discretion and at such time as they may deem appropriate, to execute the Loan Documents to which the EDA is a parry on behalf of the EDA and to carry out, on behalf of the EDA, the EDA's obligations thereunder. 1.02. The approval hereby given to the Loan Documents includes approval of such additional details ,nerein 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 President and Executive Director prior to executing said documents; and said officers are hereby authorized to approve said changes on behalf of the EDA. The execution of any instrument bythe President and Executive Director shall be conclusive evidence of the approval of such document in accordance with the terms hereof This Resolution shall not constitute an offer and the Loan Documents shall not be effective until the date execution thereof as provided herein. In the event of absence or disability of said officers, any of the documents authorized bythis 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. 2.03. Upon execution and delivery of the Loan Documents, the officers and employees of the EDA are hereby authorized and directed to take or cause to be taken such actions as may be necessary on behalf of the EDA to implement the Loan Documents. Approved by the Board of Commissioners of the Economic Develop. ment Authority of the City of Elk River this 15 day of June, 2026. I , I A 11 estgaard, Pkeside ATTEST: Brent O'Neil, ExecutivNDirecto