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HomeMy WebLinkAboutItem 06.l Date: Item No. CONSENT TO ASSIGNMENT OF DEVELOPMENT CONTRACT INTERSTATE SOUTH LOGISTICS PARK THIRD ADDITION Proposed Action Staff recommends adoption of the following motion: Move to approve the consent of Assignment of Development Contract between SP Lakeville Development LLC, and First National Bank of Omaha. Overview SP Lakeville Development LLC, developer of Interstate South Logistics Park Third Addition for the Amazon project has entered into an Assignment of Development Contract with their lender First National Bank of Omaha. This agreement allows the lender to fulfill the requirements of the Development Contract that SP Lakeville Development LLC entered into with the City of Lakeville if there was ever an event of default on the part of the developer. Adoption of this motion will allow the City of Lakeville to consent to the Assignment of Development Contract. The City Attorney has reviewed and approved this Assignment of Development Contract. Staff recommends approval of the consent. Primary Issues to Consider • None Supporting Information • Assignment of Development Contract Financial Impact: $ Budgeted: Y☐ N☐ Source: Related Documents: (CIP, ERP, etc.): Envision Lakeville Community Values: Diversified Economic Development Report Completed by: David L. Olson, Community & Economic Development Director December 21, 2020 None ASSIGNMENT OF DEVELOPMENT CONTRACT THIS ASSIGNMENT OF DEVELOPMENT CONTRACT ("Assignment") is made and entered into as of November ll, 2020 ("Effective Date") by and between SP LAKEVILLE DEVELOPMENT, LLC, a Delaware limited liability company (the "Borrower"); and FIRST NATIONAL BANK OF OMAHA, a national banking association (the "Lender"). RECITALS A. Lender and Borrower are parties to that certain Building Loan Agreement dated as of the date hereof (the "Building Loan Agreement"), pursuant to which, among other things, Lender has agreed to lend to Borrower up to $74,389,981.00 (the "Loan") to finance construction of a to-be-built 750,000 leasable square foot industrial building, located on 73.80 acres of real property in Lakeville, Minnesota, and related improvements and related site improvements (the "Improvements") on certain land (the "Land") more particularly described in the Building Loan Agreement (the Land and the Improvements are sometimes hereinafter collectively referred to as the "Project"). B. In accordance with the Building Loan Agreement, Borrower has executed and delivered to Lender a Promissory Note dated as of the date hereof ("Note") in the original principal amount of $74,389,981.00, which Note is secured by, among other instruments, a Mortgage, Security Agreement, and Fixture Financing Statement dated as of the date hereof (the "Mortgage") encumbering the Project. The Building Loan Agreement, the Note, the Mortgage, this Assignment, and any other document or instrument evidencing or securing the Loan are sometimes hereafter collectively referred to as the "Loan Documents." C. Borrower, as Developer, and the City of Lakeville, a Minnesota municipal corporation (the "City") are parties to that certain Development Contract dated as of October 19, 2020 (the "Development Contract"), a true, correct and complete copy of which is attached hereto and made a part hereof as Exhibit A. D. Pursuant to the Development Contract, Borrower agrees to install certain public improvements as further described in the Development Contract. E. Lender will not advance funds pursuant to the Building Loan Agreement unless this Assignment is executed. Borrower desires to execute this Assignment, in accordance with and subject to the terms and conditions hereof, in order to induce Lender to advance funds pursuant to the Building Loan Agreement. F. Unless otherwise provided in this Assignment, all capitalized words and terms used herein shall have the same meanings ascribed to such words and terms as in the Building Loan Agreement. IN WITNESS WHEREOF, Borrower and Lender have executed this Assignment as of the Effective Date. LENDER: FIRST NATIONAL BANK OF OMAHA, a national banking association BORROWER: SP LAKEVILLE DEVELOPMENT, LLC, a Delaware limited liability company By: Scannell Properties Management, LLC, an Indiana limited liability compa;y, its manager By:----------­Marc D. Pfleging, Manager CONSENT TO ASSIGNMENT Pursuant to Section 40.L. of the Development Contract dated October 19, 2020, between the City of Lakeville, a Minnesota municipal corporation (the "City"), and SP Lakeville Development, LLC, a Delaware limited liability company ("Developer"), the City, by and through its City Council, hereby consents to the above Assignment of Development Contract and agrees to provide First National Bank of Omaha, as Lender, notice of any default by Developer under the Development Contract with a reasonable opportunity, but not obligation, to cure such default. CITY OF LAKEVILLE By: _____________ _ Douglas P. Anderson, Mayor By: _____________ _ Charlene Friedges, City Clerk IN WITNESS WHEREOF, Borrower and Lender have executed this Assignment as of the Effective Date. LENDER: FIRST NATIONAL BANK OF OMAHA, a national banking association By: ------------- Name: Title: -------------- BORROWER: SP LAKEVILLE DEVELOPMENT, LLC, a Delaware limited liability company By: Scannell Properties Management, LLC, an Indiana limited liability company, its manager By: �� Marc D. Pfleging, Manager CONSENT TO ASSIGNMENT Pursuant to Section 40.L. of the Development Contract dated October 19 2020, between the City of Lakeville, a Minnesota municipal corporation (the "City"), and SP Lakeville Development, LLC, a Delaware limited liability company ("Developer"), the City, by and through its City Council, hereby consents to the above Assignment of Development Contract and agrees to provide First National Bank of Omaha, as Lender, notice of any default by Developer under the Development Contract with a reasonable opportunity, but not obligation, to cure such default. CITY OF LAKEVILLE By: ____________ _Douglas P. Anderson, Mayor By: ___________ _Charlene Friedges, City Clerk EXHIBIT A Development Contract dated October 19, 2020, by and between SP Lakeville Development, LLC, a Delaware limited liability company, as Developer, and City of Lakeville, a Minnesota municipal corporation.