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[Rese~^ved for Recording Information]
ASSIGMENT AND ASSUMPTION AGREEMENT
REGARDING CONTRACT FOR PRIVATE REDEVELOPMENT
This Assignment and Assumption Agreement (this "Agreement") is made as of
the day of November, 2008, by and among Columbia Heights COH, LLC, a
Minnesota limited liability company ("COH"), Lighthouse Acquisition Group, LLC, a
Minnesota limited liability company ("Lighthouse"), CH Real Estate, LLC, a Minnesota
I1m2tPd 1?ab2llt}r rnmr~apy ("r'Ii Real Estate"), The (~'ity of r'~li~m~,iia T-TPiglitc~ a rr~iipi~.ipal
corporation and political subdivision of the State of Minnesota (the "City"), and
Columbia Heights Economic Development Authority, a public body corporate and politic
and political subdivision of the State of Minnesota (the "Authority").
RECITALS
1. Pratt-Ordway, LLC, a Minnesota limited liability company, d/b/a Pratt-
Ordway Properties ("Pratt") entered into that certain Contract for Private Redevelopment
dated November 28, 2006, filed in the Office of the Anoka County Recorder on February
13, 2007, as Document No. 1991018.003, and in the Office of the Anoka County
Registrar of Titles on February 13, 2007, as Document No. 490641.003 (as amended, the
"Redevelopment Contract"), affecting certain real property situate in Anoka County,
Minnesota, and legally described on Exhibit A attached hereto and incorporated herein by
reference (the "Property").
2. Pratt assigned to COH and COH assumed all of Pratt°s obligations under
the Redevelopment Contract by that certain Assignment and Assumption Agreement
regarding Contract far Private Redevelopment dated January 26, 2007, as filed in the
Office of the Anoka County Recorder on February 13, 2007, as Document No.
1991018.009, and in the Office of the Anoka County Registrar of Titles on February 13,
2007, as Document No. 490641.009.
3. Lighthouse entered into that certain unrecorded purchase agreement to
acquire the Property from COH, and thereafter the City, the Authority, and Lighthouse
entered into that certain First Amendment to Contract for Private Redevelopment (the
"First Amendment") dated July 28, 2008, to be effective only upon the closing of the
purchase of the Property by Lighthouse or a new entity created by Lighthouse for the sole
purpose of owning and redeveloping the Property (the "New Entity"). A true and correct
copy of the First Amendment is attached hereto as Exhibit B and incorporated herein by
this reference. The First Amendment contemplates that upon the closing of the purchase
agreement on the Property, COH will assign all of its rights and interests in the
Redevelopment Contract as amended by the First Amendment to the New Entity and
upon such assignment, the New Entity will be the redeveloper under the Redevelopment
Contract as amended by the First Amendment. CH Real Estate is the intended "New
Entity" as contemplated by the First Amendment and this Agreement is being executed
for the purposes of evidencing the assignment of the Redevelopment Contract as
amended by the First Amendment to CH Real Estate, and assumption by CH Real Estate
of the Redevelopment Contract as amended by the First Amendment.
Contemporaneously herewith, COH is executing and delivering to CH Real Estate a
Warranty Deed for the Property and Lighthouse is executing to deliver to CH Real Estate
a Quit Claim Deed for the Property as part of the Closing under the above referenced
Purchase Agreement.
ASSIGNMENT AND ASSUMPTION
NO~x~, THEREFORE, In conslderatlon of the foregoing recitals and of the mutuai_
promises set forth below, the Parties agree as follows:
1. COH and Lighthouse hereby each assigns to CH Real Estate, and CH Real
Estate hereby assumes from COH and Lighthouse, all of the obligations of COH and
Lighthouse under the Redevelopment Contract as amended by the First Amendment.
2. The City and the Authority hereby consent to such assignment and
assumption and agree that all references in the Redevelopment Contract and the First
Amendment to "Redeveloper" or the "New Entity" shall mean and refer to CH Real
Estate.
[Remainder of this page left blank intentionally. Signature pages follow.
-2-
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on
the date and year first written above.
COH:
COLUMBIA HEIGHTS COH, LLC
By: 2TSP Investments, LLC
Its: Member
B rent hompson
Its: Chief Manager
STATE OF MINNESOTA )
)SS.
COUNTY OF HENNEPIN )
This instrument was acknowledged before me on November 18, 2008, by Brent D.
Thompson as Chief Manager of 2TSP Investments, LLC, as Member of Columbia
Heights COH, LLC, a Minnesota limited liability company, on behalf of the company.
Notary Public
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LIGHTHOUSE:
STATE OF MINNESOTA
)ss.
COITNTY OF /(2 )
This instrument was acknowledged before me on November / 2008, by Todd D.
Novacyzk, the Chief Manager, of Lighthouse Acquisition Group, LLC, a Mimlesota
limited liability company, on behalf of the company.
Notary Public
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CH REAL ESTATE:
CH REAL EST E, LLC
By:
Todd D. Novacyzk
Its: Chief Manager
STATE OF MINNESOTA
COUNTY OF Y~
}ss.
This instrument was acknowledged before me on November l 2008, by Todd. D.
Novacyzk, the Chief Manager of CH Real Estate, LLC, a Minnesota limited liability
company, on behalf of the company.
Notary Public
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CITY:
CITY OF COLUMBIA H~IGH,TS
Its: Council President-Tammera Diehm
STATE OF MINNESOTA )
)ss.
COUNTY OF ANOKA )
This instrument was acknowledged before me on November , 2008, by ~
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and C:_, w~~-~ _ ~; of The City of Columbia Heights, a municipal corporation and
political sub ivision of the State of Minnesota, on behalf of the corporation.
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Notary ublic
AUTHORITY:
COLUMBIA HEIGHTS
ECONOMIC DEVELOPMENT AUTHORITY
Its: EDA Secretary/Trea'~urer-Bruce zenberg
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By: ,,~~_~ 'o ~`~~~
Its: Executive Direct ~r- alter R ehst
STATE OF MINNESOTA }
}ss.
COUivTY OF ANOI~~~ }
This instrument was aclaZOwledged before me on November 2008, by
~~ ~~ ~ K_~1 ~ ~~ aild ~ ~ }`. the
Secretary/Treasurer an Executive Director of the Columbia Heights Economic
Development Authority, a public body corporate and politic and political subdivision of
the State of Minnesota, on behalf of the corporate a.1d politic.
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This Agreement Prepared By and When Recorded Return to:
Leonard, O'Brien, Spencer, Gale & Sayre, Ltd.
100 South Fifth Street, Suite 2500
Minneapolis, Minnesota 55402
Attn: Joseph J. Deuhs, Jr., Esq.
390429.2
EXHIBIT A
LEGAL DESCRIPTION
Parcel 1: Lot lA, Block 1, Hart Lake Addition, Anoka County, Minnesota.
(Abstract Property)
Parcel 2: Lot 1, Block 1, Hart Lake Addition, Anoka County, Minnesota.
(Torrens Property Certificate of Title No. 1107$4)
Parcel 3: Together with the appurtenant easements} contained in Document No.
1991018.010 (490641.010).
EXHIBIT B
FIRST AMENDMENT TO CONTRACT FOR PRIVATE REDEVELOPMENT