Loading...
HomeMy WebLinkAbout20170807_HRAPacket HOUSING AND REHOUSING AND REDEVELOPMENT AUTHORIDEVELOPMENT AUTHORITTY AGENDAY AGENDA August 7,August 7, 20172017 6:30 PM6:30 PM City HallCity Hall Conference Room 1Conference Room 1 thth 590590 4040 Avenue NEAvenue NE Columbia Columbia Heights, MN 55421Heights, MN 55421 1.1.Call to OrderCall to Order 2.2.Roll Call Roll Call 3.3.Pledge of AllegiancePledge of Allegiance 4.4.Oath of Office Oath of Office Nick Novitsky Nick Novitsky CONSENT AGENDACONSENT AGENDA 5.5.Approve minutes of Approve minutes of February 13, 2017 February 13, 2017 Motion:Motion: Move to approve Consent Agenda as Move to approve Consent Agenda as presented.presented. BUSINESS ITEMSBUSINESS ITEMS 6.6.Authorize Interfund Transfer of Authorize Interfund Transfer of Park View Villa Fund 213 Park View Villa Fund 213 BalanceBalance Motion: Motion: Move to waive the reading of Resolutions Move to waive the reading of Resolutions 20172017--0303,, there being ample copies there being ample copies available to the public.available to the public. Motion:Motion: Move to approve Resolution 2017Move to approve Resolution 2017--0303, , a a resolution resolution authorizing an interfund authorizing an interfund transfer of a certain Housing and Redevelopment Authority Fundtransfer of a certain Housing and Redevelopment Authority Fund.. OTHER BUSINESSOTHER BUSINESS 7.7.AdjournAdjourn OATH OF COMMISSIONER OF OATH OF COMMISSIONER OF HOUSING AND REDEVELOPMENT HOUSING AND REDEVELOPMENT AUTHORITY AUTHORITY IN AND FOR IN AND FOR COLUMBIA HEIGHTS COLUMBIA HEIGHTS COLUMBIA HEIGHTS, MINNESOTACOLUMBIA HEIGHTS, MINNESOTA I, I, Nick NovitskyNick Novitsky, do solemnly swear that I will support the Constitution of the United States of , do solemnly swear that I will support the Constitution of the United States of America, the Constitution of the State of Minnesota, and will faithfully discharge the duties of America, the Constitution of the State of Minnesota, and will faithfully discharge the duties of the office of Commissioner of the the office of Commissioner of the Housing and Redevelopment Authority in and fHousing and Redevelopment Authority in and for the City of or the City of Columbia HeightsColumbia Heights, Minnesota, according to the law and to the best of my judgement and , Minnesota, according to the law and to the best of my judgement and ability, so help me God.ability, so help me God. I do further swear that I am, and was at the time of my appointment, a resident of Columbia I do further swear that I am, and was at the time of my appointment, a resident of Columbia Heights, Minnesota. Heights, Minnesota. (s)___________(s)_______________________________________ Subscribed and sworn before me this ________ day of __________, ______.Subscribed and sworn before me this ________ day of __________, ______. (s)_________________________(s)_________________________ Notary PublicNotary Public My Commission Expires:_________________________My Commission Expires:_________________________ HOUSING & REDEVELOPMENT AUTHORITYHOUSING & REDEVELOPMENT AUTHORITY MINUTES OF THE MEETINGMINUTES OF THE MEETING OF OF FEBRUARY 13FEBRUARY 13, 2017, 2017 1.1.Call to order Call to order The meeting was called to order by The meeting was called to order by Chair MurzynChair Murzynatat8:108:10pmpm.. 2.2.Roll CallRoll Call Members present: Members present: Donna Schmitt, Donna Schmitt, Bobby Williams, Bobby Williams, John Murzyn Jr.John Murzyn Jr., and , and Connie BuesgensConnie Buesgens.. Others Present: Executive Director Walt Fehst, Deputy Director Joe Hogeboom, Others Present: Executive Director Walt Fehst, Deputy Director Joe Hogeboom, andand HRA Attorney Martha IngramHRA Attorney Martha Ingram.. 3.3.Approve Minutes from August 1, 2016 and January 9, 2017.Approve Minutes from August 1, 2016 and January 9, 2017. Motion by Motion by Buesgens,Buesgens,seconseconded by Schmittded by Schmitt, to approve the minutes from August 1, 2016, to approve the minutes from August 1, 2016 and January 9, 2017 as presented. All ayes. MOTION PASSED.and January 9, 2017 as presented. All ayes. MOTION PASSED. BUSINESS ITEMBUSINESS ITEM 4.4.Amended and Restated Collateral Assignment of Note and Mortgage in Connection Amended and Restated Collateral Assignment of Note and Mortgage in Connection with the terms of Conveyance of Parkview Villawith the terms of Conveyance of Parkview Villa--Resolution 2017Resolution 2017--02.02. HRA Attorney Martha Ingram HRA Attorney Martha Ingram waswasppresent to discuss resent to discuss thethememorandummemorandumincluded in the packet included in the packet and copied below.and copied below. HRA staff regarding a request to correct a perceived error in the Collateral Assignment of Note HRA staff regarding a request to correct a perceived error in the Collateral Assignment of Note related to the sarelated to the sale of Parkview Villa. Attorney Ingram explainle of Parkview Villa. Attorney Ingram explained ed the situation, and the situation, and asked theasked the HRAHRAtotoconsiderconsiderapproval of Resolution 2017approval of Resolution 2017--02.02. Copy of the MemoCopy of the Memoand the Amended and Restated Collateral Assignment of Note and Mortgageand the Amended and Restated Collateral Assignment of Note and Mortgage:: MMEMORANDUMEMORANDUM To:To:Housing and RedevelopmHousing and Redevelopment Authority for Columbia Heights, Minnesota ent Authority for Columbia Heights, Minnesota From:From:Martha Ingram, Kennedy & GravenMartha Ingram, Kennedy & Graven Re:Re:Parkview Villa MattersParkview Villa Matters Date:Date:January 31, 2017January 31, 2017 On September 24, 2015, the Housing and Redevelopment Authority for Columbia Heights, On September 24, 2015, the Housing and Redevelopment Authority for Columbia Heights, he HUDhe HUD--supported multifamily rental housing facility known as supported multifamily rental housing facility known as purchase price for the Facility was deferred by means of a promissory note in the amount of purchase price for the Facility was deferred by means of a promissory note in the amount of $6,585,000 $6,585,000 limited partner, Parkview Limited Partnershilimited partner, Parkview Limited Partnershi 491940v1 MNI CL160491940v1 MNI CL160--8282 manages the Facility. The Aeon Note does not bear interest. However, the Partnership Note bears manages the Facility. The Aeon Note does not bear interest. However, the Partnership Note bears interest at the rate of 2.64% per annum.interest at the rate of 2.64% per annum. The Partnership Note is structured as a cashThe Partnership Note is structured as a cash--flow note and flow note and is subject to the terms of a Master is subject to the terms of a Master Subordination Agreement between Aeon, the Partnership, the Minnesota Housing Finance Agency, and Subordination Agreement between Aeon, the Partnership, the Minnesota Housing Finance Agency, and payments are only due andpayments are only due andpayable on the Partnership Note if there is sufficient Cash Flow (defined as the payable on the Partnership Note if there is sufficient Cash Flow (defined as the excess of any income to the Partnership remaining after Partnership expenses are made) after all required excess of any income to the Partnership remaining after Partnership expenses are made) after all required payments under all senior loans are made. To date, no Net Cash Flowpayments under all senior loans are made. To date, no Net Cash Flowhas been available to make interest has been available to make interest payments on the Partnership Note. payments on the Partnership Note. At the time Aeon executed the Aeon Note and Assignment, the stated intent of Aeon and the At the time Aeon executed the Aeon Note and Assignment, the stated intent of Aeon and the Partnership was that any interest payments actually made on the Partnership Note would be retPartnership was that any interest payments actually made on the Partnership Note would be retained by ained by Aeon and used to support services and operations benefiting the Facility, particularly Resident Aeon and used to support services and operations benefiting the Facility, particularly Resident --house support service team. According to an Aeon representative, Resident house support service team. According to an Aeon representative, Resident Connections provides community engagement and evictioConnections provides community engagement and eviction prevention services to residents of the n prevention services to residents of the Facility, as well as connections to community services. In addition to the support for Resident Facility, as well as connections to community services. In addition to the support for Resident Connections, interest payments would also potentially be used to support the general operations of the Connections, interest payments would also potentially be used to support the general operations of the Facility, suchFacility, suchas maintenance and repair and additional staffing needs. Aeon discussed this use of the as maintenance and repair and additional staffing needs. Aeon discussed this use of the hypothetical interest payments with Authority staff and legal counsel at the time the Facility was hypothetical interest payments with Authority staff and legal counsel at the time the Facility was conveyed.conveyed. and Kennedy & Graven with a request and Kennedy & Graven with a request to inform the Authority that as currently drafted, paragraph 7 of the Assignment provides that if and to the to inform the Authority that as currently drafted, paragraph 7 of the Assignment provides that if and to the extent that Aeon receives payments of interest under the Partnership Note, those payments will be held in extent that Aeon receives payments of interest under the Partnership Note, those payments will be held in trustrust for the benefit of the Authority, and will be paid over to the Authority to be applied to the principal t for the benefit of the Authority, and will be paid over to the Authority to be applied to the principal payable under the Aeon Note. Given the stated intent of Aeon to retain any interest payments from the payable under the Aeon Note. Given the stated intent of Aeon to retain any interest payments from the Partnership Note for the uses outlined above, cPartnership Note for the uses outlined above, counsel to Aeon believes that this provision was the result ounsel to Aeon believes that this provision was the result of an error in drafting of the Assignment. Counsel to Aeon has requested that the Authority agree to enter of an error in drafting of the Assignment. Counsel to Aeon has requested that the Authority agree to enter into an Amended and Restated Collateral Assignment of Note and Mortgage, which would modiinto an Amended and Restated Collateral Assignment of Note and Mortgage, which would modify the fy the language of paragraph 7 so that Aeon would be allowed to collect interest payments under the Partnership language of paragraph 7 so that Aeon would be allowed to collect interest payments under the Partnership Note as originally contemplated.Note as originally contemplated. The proposed Amended and Restated Collateral Assignment, with the proposed changes The proposed Amended and Restated Collateral Assignment, with the proposed changes highlighted in blue, is atthighlighted in blue, is attached as Exhibit A to this memo. The Board of Commissioners will be ached as Exhibit A to this memo. The Board of Commissioners will be requested to adopt a resolution approving the Amended and Restated Collateral Assignment at its meeting requested to adopt a resolution approving the Amended and Restated Collateral Assignment at its meeting on February 6, 2017.on February 6, 2017. If you have any questions about this matter, please do not heIf you have any questions about this matter, please do not hesitate to contact me at the number sitate to contact me at the number above.above. 491940v1 MNI CL160491940v1 MNI CL160--8282 Exhibit AExhibit A AMENDED AND RESTATEDAMENDED AND RESTATEDCOLLATERAL ASSIGNMENT COLLATERAL ASSIGNMENT OF NOTE and MORTGAGEOF NOTE and MORTGAGE THIS THIS AMENDED AND RESTATEDAMENDED AND RESTATEDCOLLATERAL ASSIGNMENT OF NOTE AND COLLATERAL ASSIGNMENT OF NOTE AND MORTGAGEMORTGAGE(the "Assignment") is (the "Assignment") is signed on this ____ day of February 2017, bsigned on this ____ day of February 2017, bututmade effective as of made effective as of the the 24th24thday of day of SeptemberSeptember, 2015, by AEON, a Minnesota nonprofit corporation (the "Borrower"), in favor , 2015, by AEON, a Minnesota nonprofit corporation (the "Borrower"), in favor of the of the HOUSING AND REDEVELOHOUSING AND REDEVELOPMENT AUTHORITY OF CPMENT AUTHORITY OF COLUMBIA HEIGHTS, OLUMBIA HEIGHTS, MINNESOTAMINNESOTA, a public body corporate and politic and political subd, a public body corporate and politic and political subdivision of the State of Minnesota ivision of the State of Minnesota (the "HRA").(the "HRA"). WHEREAS, Borrower has provided to HRA a certain Promissory Note dated as of September WHEREAS, Borrower has provided to HRA a certain Promissory Note dated as of September 2424,, 2015, pursuant to which Borrower promises to pay to HRA the principal sum of $6,585,000 in accordance 2015, pursuant to which Borrower promises to pay to HRA the principal sum of $6,585,000 in accordance with the terms twith the terms t; and; and WHEREASWHEREAS, to secure payment and performance of the obligations of Borrower under the Note, , to secure payment and performance of the obligations of Borrower under the Note, HRAHRAhas required that Borrower execute and deliver to has required that Borrower execute and deliver to HRAHRAthis Assignment to collaterally assign to this Assignment to collaterally assign to HRAHRABorrower's right, title and interestBorrower's right, title and interestin and to (a) that certain Promissory Note dated in and to (a) that certain Promissory Note dated September 24, September 24, 20152015, made by Parkview Limited Partnership, a Minnesota limited partnership ("Partnership") to the , made by Parkview Limited Partnership, a Minnesota limited partnership ("Partnership") to the order of Borrower in the original principal amount of order of Borrower in the original principal amount of $6,585,000 $6,585,000 (as it may be amended, rest(as it may be amended, restated, ated, replaced or otherwise modified from time to time, the "Partnership Note"); and (b) that certain Mortgage, replaced or otherwise modified from time to time, the "Partnership Note"); and (b) that certain Mortgage, dated dated September September 2424, 2015, 2015, executed and delivered by Partnership and filed for record on , executed and delivered by Partnership and filed for record on or about the date or about the date hereofhereof, with Anoka County Office of Re, with Anoka County Office of Registrar of Titles and Office of the Recorder, securing the gistrar of Titles and Office of the Recorder, securing the Partnership Note and covering, among other things, real estate legally described on Partnership Note and covering, among other things, real estate legally described on ExhibitExhibitAAattached attached hereto and hereby made a part hereof (as it may be amended, restated, replaced or otherwise mohereto and hereby made a part hereof (as it may be amended, restated, replaced or otherwise modified dified from time to time, the "Partnership Mortgage").from time to time, the "Partnership Mortgage"). NOW THEREFORENOW THEREFORE , in consideration of the foregoing, for and in consideration of the sum of , in consideration of the foregoing, for and in consideration of the sum of One Dollar ($1.00) and other good and valuable consideration, the receipt and sufficiency of which is One Dollar ($1.00) and other good and valuable consideration, the receipt and sufficiency of which is hereby achereby acknowledged, Borrower agrees as follows:knowledged, Borrower agrees as follows: 1.1.Collateral AssignmentCollateral Assignment. Borrower hereby collaterally assigns and transfers to . Borrower hereby collaterally assigns and transfers to HRAHRA, and , and grants a security interest in, all right, title and interest of Borrower in and to the Partnership Note and the grants a security interest in, all right, title and interest of Borrower in and to the Partnership Note and the Partnership MortgPartnership Mortgage (collectively, the "Pledged Documents"), including all cash, proceeds, interest or age (collectively, the "Pledged Documents"), including all cash, proceeds, interest or other income or property, accrued and hereafter accruing, received, receivable or otherwise distributed in other income or property, accrued and hereafter accruing, received, receivable or otherwise distributed in respect of, in exchange for or upon the sale or other dispositrespect of, in exchange for or upon the sale or other disposition of the Pledged Documents, for the ion of the Pledged Documents, for the purpose of securing the Note.purpose of securing the Note. 2.2.Performance of ObligationsPerformance of Obligations. Borrower agrees to promptly, faithfully and diligently . Borrower agrees to promptly, faithfully and diligently observe, perform and discharge each and every term, condition, obligation, covenant and agreement observe, perform and discharge each and every term, condition, obligation, covenant and agreement which which Borrower is now, or hereafter becomes, liable to observe, perform or discharge under this Borrower is now, or hereafter becomes, liable to observe, perform or discharge under this Assignment and the Pledged Documents; to give prompt written notice to Assignment and the Pledged Documents; to give prompt written notice to HRAHRAof any notice of default of any notice of default received by Borrower under the Pledged Documents on the part of anreceived by Borrower under the Pledged Documents on the part of any party thereunder, together with an y party thereunder, together with an accurate and complete copy of any such notice; and, at the sole cost and expense of Borrower, to enforce accurate and complete copy of any such notice; and, at the sole cost and expense of Borrower, to enforce or secure the performance of each and every obligation, covenant, condition and agreement to be or secure the performance of each and every obligation, covenant, condition and agreement to be performed by Partnperformed by Partnership under any of the Pledged Documents.ership under any of the Pledged Documents. 3.3.Actions Arising out of the Pledged DocumentsActions Arising out of the Pledged Documents. Borrower shall, at Borrower's sole cost . Borrower shall, at Borrower's sole cost and expense, appear in and defend any dispute, action or proceeding against Borrower or and expense, appear in and defend any dispute, action or proceeding against Borrower or HRAHRAarising arising under, growing out of or iunder, growing out of or in any manner connected with or affecting any of the Pledged Documents, or the n any manner connected with or affecting any of the Pledged Documents, or the obligations, duties or liabilities of Borrower or Partnership thereunder, and shall pay all costs and obligations, duties or liabilities of Borrower or Partnership thereunder, and shall pay all costs and expenses of expenses of HRAHRAappeal) in connection with any appeal) in connection with any such dispute, action or proceeding in which such dispute, action or proceeding in which HRAHRAmay appear or with respect to which it may otherwise may appear or with respect to which it may otherwise incur costs or expenses, whether or not incur costs or expenses, whether or not HRAHRAprevails therein.prevails therein. 491940v1 MNI CL160491940v1 MNI CL160--8282 4.4.Right to PerformRight to Perform. Should Borrower fail to make any paym. Should Borrower fail to make any payment or to do any act as ent or to do any act as herein provided, then herein provided, then HRAHRAmay, but without obligation to do so, without notice or demand to or upon may, but without obligation to do so, without notice or demand to or upon Borrower, and without releasing Borrower from any obligation hereof, make or do the same in such Borrower, and without releasing Borrower from any obligation hereof, make or do the same in such manner and to such extent as manner and to such extent as HRAHRAmamay deem necessary or desirable to protect the security hereof, y deem necessary or desirable to protect the security hereof, including specifically, without limiting its general powers, appearing in and defending any action or including specifically, without limiting its general powers, appearing in and defending any action or proceeding purporting to affect the security hereof or the rights or powers of proceeding purporting to affect the security hereof or the rights or powers of HRAHRA, and obse, and observing, rving, performing and discharging all or any of the obligations, covenants and agreements of Borrower in the performing and discharging all or any of the obligations, covenants and agreements of Borrower in the Pledged Documents. In exercising any such powers, Pledged Documents. In exercising any such powers, HRAHRAmay pay its costs and expenses, employ may pay its costs and expenses, employ counsel and incur and pay reasonable attorneys' fees counsel and incur and pay reasonable attorneys' fees (prior to trial, at trial and on appeal). Borrower (prior to trial, at trial and on appeal). Borrower hereby grants to hereby grants to HRAHRAan irrevocable power of attorney, coupled with an interest, to perform all of the acts an irrevocable power of attorney, coupled with an interest, to perform all of the acts and things provided for in this section as Borrower's agent and in Borrower's name.and things provided for in this section as Borrower's agent and in Borrower's name. 5.5.No ModificatNo Modification Without Consention Without Consent. Each of Borrower and Partnership agrees not to . Each of Borrower and Partnership agrees not to modify, amend, extend, waive, subordinate or in any manner alter the terms of either of the Partnership modify, amend, extend, waive, subordinate or in any manner alter the terms of either of the Partnership Note or the Partnership Mortgage, or reduce the indebtedness secured thereby; not tNote or the Partnership Mortgage, or reduce the indebtedness secured thereby; not to waive, excuse or o waive, excuse or condone any default by the other party under either of the Partnership Note or the Partnership Mortgage; condone any default by the other party under either of the Partnership Note or the Partnership Mortgage; and not to in any manner release or discharge the other party of or from any obligation, covenant, and not to in any manner release or discharge the other party of or from any obligation, covenant, condition or agreement by Partnercondition or agreement by Partnership or Borrower, as applicable, to be performed under either of the ship or Borrower, as applicable, to be performed under either of the Partnership Note or the Partnership Mortgage. Any attempt on the part of Borrower or Partnership to Partnership Note or the Partnership Mortgage. Any attempt on the part of Borrower or Partnership to exercise any such right, power or authority without the prior written consent of exercise any such right, power or authority without the prior written consent of HRAHRAsshall be a nullity and hall be a nullity and shall be a default hereunder.shall be a default hereunder. 6.6.Borrower's Representations, Warranties and CovenantsBorrower's Representations, Warranties and Covenants. Borrower represents and . Borrower represents and warrants to warrants to HRAHRAthat:that: a.a.Borrower has good right and lawful authority to grant, transfer, set over and assign Borrower has good right and lawful authority to grant, transfer, set over and assign the Pledged Documethe Pledged Documents to nts to HRAHRA.. b.b.This Assignment has been duly authorized, executed and delivered by and on behalf This Assignment has been duly authorized, executed and delivered by and on behalf of Borrower so as to constitute the valid and binding obligations of Borrower, enforceable in of Borrower so as to constitute the valid and binding obligations of Borrower, enforceable in accordance with the terms hereof.accordance with the terms hereof. c.c.Borrower has not performed or commBorrower has not performed or committed any act or executed any instrument, and itted any act or executed any instrument, and is not bound by any law, statute, regulation, order, pledge agreement,is not bound by any law, statute, regulation, order, pledge agreement,indenture, contract or indenture, contract or agreement, which might prevent agreement, which might prevent HRAHRAfrom operating under any of the terms and conditions from operating under any of the terms and conditions hereof, or which would limithereof, or which would limitHRAHRAin such operation.in such operation. d.d.Borrower has not executed or agreed to, shall not execute or agree to, and shall not Borrower has not executed or agreed to, shall not execute or agree to, and shall not permit to occur by operation of law any other assignment, alienation, pledge, encumbrance or permit to occur by operation of law any other assignment, alienation, pledge, encumbrance or transfer of any its of right, title or interest in, totransfer of any its of right, title or interest in, toor under any of the Pledged Documents. or under any of the Pledged Documents. e.e.The Pledged Documents are in full force and effect; neither of the Pledged The Pledged Documents are in full force and effect; neither of the Pledged Documents has been amended or modified; and there is no default by Borrower nor by Partnership Documents has been amended or modified; and there is no default by Borrower nor by Partnership now existing under any of the Pledged Documennow existing under any of the Pledged Documents, nor has any event occurred which, with the ts, nor has any event occurred which, with the passage of time and/or the giving of notice, would constitute a default thereunder.passage of time and/or the giving of notice, would constitute a default thereunder. f.f.Borrower has delivered or will deliver to Borrower has delivered or will deliver to HRAHRAfully executed originals of the Pledged fully executed originals of the Pledged Documents, and such documents have not Documents, and such documents have not been modified, amended or canceled.been modified, amended or canceled. g.g.The Pledged Documents each constitute a valid, genuine and legally enforceable The Pledged Documents each constitute a valid, genuine and legally enforceable obligation, subject to no defense, set off or counterclaim of Partnership.obligation, subject to no defense, set off or counterclaim of Partnership. 491940v1 MNI CL160491940v1 MNI CL160--8282 h.h.The Partnership Mortgage has been duly executed and delivered, andThe Partnership Mortgage has been duly executed and delivered, andwill be recorded or will be recorded or otherwise properly perfected in Anoka County, Minnesota.otherwise properly perfected in Anoka County, Minnesota. i.i.The outstanding principal balance on the Partnership Note as of the date hereof of is The outstanding principal balance on the Partnership Note as of the date hereof of is $6,585,000$6,585,000.. 7.7.Present AssignmentPresent Assignment. Subject to the terms and conditions set forth herein, this . Subject to the terms and conditions set forth herein, this is a is a perfected, absolute and present assignment by Borrower to perfected, absolute and present assignment by Borrower to HRAHRAof the Pledged Documents. During the of the Pledged Documents. During the pendency and effectiveness of this Assignment: pendency and effectiveness of this Assignment: (a) Borrower is permitted to collect and receive, as and (a) Borrower is permitted to collect and receive, as and when due and payable or otherwise, all paymentswhen due and payable or otherwise, all paymentsof interest due under the Partnership Note; and (b) of interest due under the Partnership Note; and (b) Borrower shall have no authority to collect or receive, as and when due and payable or otherwise, any Borrower shall have no authority to collect or receive, as and when due and payable or otherwise, any payments of principalpayments of principal, interest, interestor other sums or other sums duedueunder the Partnership Note under the Partnership Note other than payments of other than payments of iinterestnterest, and any and all such payments of principal , and any and all such payments of principal or other sums (other thanor other sums (other thaninterestinterest) or other sums) or other sumsif if and to the extent so received by Borrower shall be held in trust by Borrower for the benefit of and to the extent so received by Borrower shall be held in trust by Borrower for the benefit of HRAHRA, and , and shall be promptly paid over and delivered by Bshall be promptly paid over and delivered by Borrower to orrower to HRAHRAto be applied to the secured obligations. to be applied to the secured obligations. At any time after the occurrence and during the continuance of an Event of Default (as defined below), At any time after the occurrence and during the continuance of an Event of Default (as defined below), Borrower hereby authorizes and directs Partnership to pay amounts secured by the Partnership MoBorrower hereby authorizes and directs Partnership to pay amounts secured by the Partnership Mortgage rtgage directly to directly to HRAHRAin an amount up to the amount of the secured obligations. Failure of in an amount up to the amount of the secured obligations. Failure of HRAHRAto collect, or to collect, or discontinuance by discontinuance by HRAHRAfrom collecting, at any time, and from time to time, any amounts secured by the from collecting, at any time, and from time to time, any amounts secured by the Partnership Mortgage shall not in any mannPartnership Mortgage shall not in any manner affect the rights of er affect the rights of HRAHRAto thereafter collect the same. to thereafter collect the same. Borrower hereby authorizes Borrower hereby authorizes HRAHRAto file UCC financing statements and amendments to financing to file UCC financing statements and amendments to financing statements with respect to the Pledged Documents consistent with the terms of this Agreement in such statements with respect to the Pledged Documents consistent with the terms of this Agreement in such foform and substance as rm and substance as HRAHRA, in its sole discretion, may determine., in its sole discretion, may determine. 8.8.Events of DefaultEvents of Default. The occurrence of one or more of the following shall constitute an . The occurrence of one or more of the following shall constitute an "Event of Default" within the meaning of this Assignment, provided, however, that such event shall not "Event of Default" within the meaning of this Assignment, provided, however, that such event shall not bebean Event of Default unless and until written notice of such failure shall have been given to Borrower an Event of Default unless and until written notice of such failure shall have been given to Borrower and such failure shall not have been cured before expiration of (i)and such failure shall not have been cured before expiration of (i)the period of thirtythe period of thirty(30) days next (30) days next following the giving of such notice or (ii) if cufollowing the giving of such notice or (ii) if cure cannot reasonably be effected within such thirty (30) day re cannot reasonably be effected within such thirty (30) day period, then such longer period as shall be reasonably needed to cure such event if Borrower timely period, then such longer period as shall be reasonably needed to cure such event if Borrower timely commences cure and diligently prosecutes cure to completion:commences cure and diligently prosecutes cure to completion: a.a.Borrower shall fail to abide or obBorrower shall fail to abide or observe any term or condition of this Assignment, or any serve any term or condition of this Assignment, or any representation made by Borrower was materially false when made;representation made by Borrower was materially false when made; b.b.an event of default shall occur under the Note, or any of the other related documents an event of default shall occur under the Note, or any of the other related documents HRAHRAor Borrower shall otherwise fail to abide by the or Borrower shall otherwise fail to abide by the terms and conditions of any of the terms and conditions of any of the HRAHRALoan Documents;Loan Documents; c.c.a petition commencing a proceeding under the United States Bankruptcy Code or any a petition commencing a proceeding under the United States Bankruptcy Code or any similar state law is filed by or against Borrower; or a receiver, cussimilar state law is filed by or against Borrower; or a receiver, custodian, assignee, or trustee is appointed todian, assignee, or trustee is appointed for Borrower or any of their respective assets; orfor Borrower or any of their respective assets; or d.d.any third party seizes or pursues repossession, foreclosure, replevin or liquidation of any any third party seizes or pursues repossession, foreclosure, replevin or liquidation of any property of Borrower.property of Borrower. 9.9.HRAHRARights Upon DefaultRights Upon Default.. a.a.Upon or at any time afteUpon or at any time after the occurrence of any Event of Default under this Assignment, r the occurrence of any Event of Default under this Assignment, HRAHRAmay, at its option, but without obligation to do so, and without notice to or consent of Borrower, may, at its option, but without obligation to do so, and without notice to or consent of Borrower, sell, assign or transfer to itself or any third party purchaser all of Borrower's right, sell, assign or transfer to itself or any third party purchaser all of Borrower's right, title and interest in, to title and interest in, to 491940v1 MNI CL160491940v1 MNI CL160--8282 and under the Pledged Documents subject to the terms and conditions hereof; make, execute, enforce, and under the Pledged Documents subject to the terms and conditions hereof; make, execute, enforce, modify, alter, cancel, release or satisfy the Partnership Mortgage, in its own name or in the name of modify, alter, cancel, release or satisfy the Partnership Mortgage, in its own name or in the name of Borrower; and/or pursue all Borrower; and/or pursue all other remedies available at law or in equity, including all remedies available other remedies available at law or in equity, including all remedies available under the Uniform Commercial Code. Borrower shall in every way facilitate the transfer of its interests under the Uniform Commercial Code. Borrower shall in every way facilitate the transfer of its interests in, to and under the Partnership Mortgage and the proceeds of the Partnein, to and under the Partnership Mortgage and the proceeds of the Partnership Note, including without rship Note, including without limitation executing and recording any and all additional instruments necessary to evidence the transfer of limitation executing and recording any and all additional instruments necessary to evidence the transfer of the Pledged Documents. Borrower hereby grants to the Pledged Documents. Borrower hereby grants to HRAHRAan irrevocable power of attorney, coupled with an irrevocable power of attorney, coupled with an interest, to pan interest, to perform all of the acts and things provided in this section as Borrower's agent and in erform all of the acts and things provided in this section as Borrower's agent and in Borrower's name.Borrower's name. b.b.If any Event of Default shall occur, then If any Event of Default shall occur, then HRAHRAmay, at its option, declare the secured may, at its option, declare the secured obligations due and payable as set forth in the Note and other obligations due and payable as set forth in the Note and other HRAHRALoan Documents, and, in addition to Loan Documents, and, in addition to making available to making available to HRAHRAany remedies for default herein set forth, such Event of Default shall, at any remedies for default herein set forth, such Event of Default shall, at HRAHRA's 's option, constitute and be deemed to be an event of default under the Note and other option, constitute and be deemed to be an event of default under the Note and other HRAHRALoanLoan Documents, entitling Documents, entitling HHRARAto every and all rights and remedies therein contained, in addition to those to every and all rights and remedies therein contained, in addition to those rights and remedies herein set forth, without regard to the adequacy of security for the indebtedness rights and remedies herein set forth, without regard to the adequacy of security for the indebtedness secured hereby, the commission of waste or the insolvency of Borrower.secured hereby, the commission of waste or the insolvency of Borrower. 10.10.RelRelease Upon Payment in Fullease Upon Payment in Full. Upon the payment in full of the Note, this Assignment . Upon the payment in full of the Note, this Assignment shall become and be void and of no further effect and, upon request of Borrower, shall become and be void and of no further effect and, upon request of Borrower, HRAHRAshall execute a shall execute a release hereof or an assignment to Borrower of the Pledged Documents.release hereof or an assignment to Borrower of the Pledged Documents. 11.11.ConConstruction According to Applicable Lawstruction According to Applicable Law. All rights, powers and remedies provided . All rights, powers and remedies provided herein may be exercised only to the extent that the exercise thereof does not violate any applicable law, herein may be exercised only to the extent that the exercise thereof does not violate any applicable law, and they are intended to be limited to the extent necessary so that tand they are intended to be limited to the extent necessary so that they will not render this Assignment hey will not render this Assignment invalid, unenforceable or not entitled to be recorded, registered or filed under any applicable law. If any invalid, unenforceable or not entitled to be recorded, registered or filed under any applicable law. If any term of this Assignment shall be held to be invalid, illegal or unenforceable, the validity, legality and term of this Assignment shall be held to be invalid, illegal or unenforceable, the validity, legality and enforenforceability of the other terms hereof shall be in no way affected thereby. ceability of the other terms hereof shall be in no way affected thereby. HRAHRAshall be entitled to all shall be entitled to all rights and remedies available under this Assignment, under the Note, under the other rights and remedies available under this Assignment, under the Note, under the other HRAHRALoan Loan Documents, at law, in equity or under any statute in existeDocuments, at law, in equity or under any statute in existence now and/or at the time of exercise thereof, nce now and/or at the time of exercise thereof, even though such rights and remedies were not available on the date first above written, and all such even though such rights and remedies were not available on the date first above written, and all such rights and remedies may be exercised at any time and from time to time concurrently, separately, rights and remedies may be exercised at any time and from time to time concurrently, separately, successivsuccessively and in any order of preference, at HRA's sole discretion. ely and in any order of preference, at HRA's sole discretion. 12.12.Successors and AssignsSuccessors and Assigns. The covenants and agreements herein contained shall bind, and . The covenants and agreements herein contained shall bind, and the rights hereunder shall inure to, the respective successors and assigns of Borrower, Partnership and the rights hereunder shall inure to, the respective successors and assigns of Borrower, Partnership and HRHRAA.. 13.13.Additional SecurityAdditional Security. . HRAHRAshall not be required to resort first to the security of this shall not be required to resort first to the security of this Assignment or of any of the other Assignment or of any of the other HRAHRALoan Documents before resorting to the security of the other, and Loan Documents before resorting to the security of the other, and HRAHRAmay exercise its rights hereunder, under this Assignment may exercise its rights hereunder, under this Assignment and any of the other and any of the other HRAHRALoan Loan Documents concurrently or independently and in any order of preference; all rights and remedies of Documents concurrently or independently and in any order of preference; all rights and remedies of HRAHRA set forth herein, in the Note, any of the other set forth herein, in the Note, any of the other HRAHRALoan Documents, at law, in equity, under statute and Loan Documents, at law, in equity, under statute and by contract being by contract being cumulative. No failure by cumulative. No failure by HRAHRAto avail itself of any of the terms, covenants or to avail itself of any of the terms, covenants or conditions of this Assignment for any period of time shall be deemed to constitute a waiver thereof.conditions of this Assignment for any period of time shall be deemed to constitute a waiver thereof. 14.14.NoticesNotices. Any notice or other communication to any party in connection her. Any notice or other communication to any party in connection herewith shall be ewith shall be deemed to have been given on the date the same is deposited in the United States mail, registered or deemed to have been given on the date the same is deposited in the United States mail, registered or certified, return receipt requested, postage prepaid, or deposited with Federal Express, Airborne or certified, return receipt requested, postage prepaid, or deposited with Federal Express, Airborne or another reputable overnight carrier, adanother reputable overnight carrier, addressed to the party to which the notice is to be given at the address dressed to the party to which the notice is to be given at the address 491940v1 MNI CL160491940v1 MNI CL160--8282 specified below, or at such other address as such party shall have specified to the other party hereto in specified below, or at such other address as such party shall have specified to the other party hereto in writing and not less than ten (10) days prior to the effective date of the addrwriting and not less than ten (10) days prior to the effective date of the address change:ess change: To Borrower:To Borrower:AeonAeon Attn: Eric Schnell, Chief Operating OfficerAttn: Eric Schnell, Chief Operating Officer 901 North Third Street, Suite 150901 North Third Street, Suite 150 Minneapolis, MN 55401Minneapolis, MN 55401 With a copy to USBCDC:With a copy to USBCDC:U.S. Bancorp Community Development CorporationU.S. Bancorp Community Development Corporation Attn: Director of LIHTC Asset ManagementAttn: Director of LIHTC Asset Management 1307 Washingto1307 Washington Avenue, Suite 300n Avenue, Suite 300 St. Louis, Missouri 63103St. Louis, Missouri 63103 To HRA:To HRA:Columbia Heights HRAColumbia Heights HRA Attn: Executive DirectorAttn: Executive Director thth 590 40590 40Avenue NortheastAvenue Northeast Columbia Heights, Minnesota 55421Columbia Heights, Minnesota 55421 15.15.Governing Law; Waiver of Jury TrialGoverning Law; Waiver of Jury Trial. This Assignment, the rights of the parties . This Assignment, the rights of the parties hereunder andhereunder andthe interpretation hereof shall be governed by, and construed in accordance with, the laws the interpretation hereof shall be governed by, and construed in accordance with, the laws of the State of Minnesota, in all respects. Any disputes related to this Assignment or any of the other of the State of Minnesota, in all respects. Any disputes related to this Assignment or any of the other Loan Documents shall be resolved in either Hennepin County,Loan Documents shall be resolved in either Hennepin County,Minnesota or the United States District Minnesota or the United States District Court, District of Minnesota. THE PARTIES HEREBY WAIVE ANY RIGHT TO TRIAL BY JURY Court, District of Minnesota. THE PARTIES HEREBY WAIVE ANY RIGHT TO TRIAL BY JURY AND ANY RIGHT EACH MAY HAVE TO OBJECT TO PERSONAL JURISDICTION, ASSERT THE AND ANY RIGHT EACH MAY HAVE TO OBJECT TO PERSONAL JURISDICTION, ASSERT THE DOCTRINE OF FORUM NON CONVENIENS, OR OBJECT TO VENUE ON ADOCTRINE OF FORUM NON CONVENIENS, OR OBJECT TO VENUE ON ANY BASIS NY BASIS WHATSOEVER IN ANY ACTION ARISING FROM OR RELATING TO THIS ASSIGNMENT.WHATSOEVER IN ANY ACTION ARISING FROM OR RELATING TO THIS ASSIGNMENT. 16.16.Further AssurancesFurther Assurances. Borrower shall, at the request of HRA, at any time and from time to . Borrower shall, at the request of HRA, at any time and from time to time following the execution of this Assignment promptly execute and deliver, or cause ttime following the execution of this Assignment promptly execute and deliver, or cause to be executed o be executed and delivered, to HRA all such further documents and instruments and take all such further action as may and delivered, to HRA all such further documents and instruments and take all such further action as may be reasonably necessary or appropriate to confirm or carry out the provisions and intent of this be reasonably necessary or appropriate to confirm or carry out the provisions and intent of this Assignment.Assignment. 17.17.HeadingsHeadings. The headings or c. The headings or captions of the sections set forth herein are for convenience aptions of the sections set forth herein are for convenience only, are not a part of this Assignment and are not to be considered in interpreting this Assignment.only, are not a part of this Assignment and are not to be considered in interpreting this Assignment. 18.18.Recitals IncorporatedRecitals Incorporated. The recitals to this Assignment are incorporated into and . The recitals to this Assignment are incorporated into and constitute constitute an integral part of this Assignment. an integral part of this Assignment. 491940v1 MNI CL160491940v1 MNI CL160--8282 IN WITNESS WHEREOF,IN WITNESS WHEREOF, Borrower Borrower and HRA haveand HRA havecaused this caused this Amended and RestatedAmended and RestatedAssignment to Assignment to be duly executed as of the day and year first above written.be duly executed as of the day and year first above written. AEONAEON By By Caroline Horton, Chief Financial OfficerCaroline Horton, Chief Financial Officer STATE OSTATE OF MINNESOTAF MINNESOTA)) ) SS.) SS. COUNTY OF _________COUNTY OF _________)) The foregoing instrument was acknowledged before me this _____ day of The foregoing instrument was acknowledged before me this _____ day of February, 2017February, 2017, by , by Caroline Horton, the Chief Financial Officer of Aeon, a Minnesota nonprofit corporation, on behalf of the Caroline Horton, the Chief Financial Officer of Aeon, a Minnesota nonprofit corporation, on behalf of the corporation.corporation. Notary PublicNotary Public HOUSING AND REDEVELOHOUSING AND REDEVELOPMENT AUTHORITY OF PMENT AUTHORITY OF COLUMBIA HEIGHTS, MICOLUMBIA HEIGHTS, MINNESOTANNESOTA ByBy Its ChairIts Chair ByBy Its Executive DirectorIts Executive Director STATE OF MINNESOTASTATE OF MINNESOTA)) ) ss) ss COUNTY OF ANOKACOUNTY OF ANOKA)) On this ____ day of February, 2017, before me, a notary pubOn this ____ day of February, 2017, before me, a notary public within and for Anoka County, lic within and for Anoka County, personally appeared John Murzyn, Jr. and Walter Fehst, to me personally known who by me duly sworn, personally appeared John Murzyn, Jr. and Walter Fehst, to me personally known who by me duly sworn, did say that they are the Chair and Executive Director of the Housing and Redevelopment Authority of did say that they are the Chair and Executive Director of the Housing and Redevelopment Authority of Columbia Heights, MinnColumbia Heights, Minnesota, a public body corporate and politic under the laws of the State of esota, a public body corporate and politic under the laws of the State of behalf of said Authority; and said John Murzyn, Jr. and Walter Fehst acknowledged sabehalf of said Authority; and said John Murzyn, Jr. and Walter Fehst acknowledged said instrument to be id instrument to be the free act and deed of said Authoritythe free act and deed of said Authority.. 491940v1 MNI CL160491940v1 MNI CL160--8282 ACKNOWLEDGMENT OF PARKVIEW LIMITED PARTNERSHIPACKNOWLEDGMENT OF PARKVIEW LIMITED PARTNERSHIP Partnership hereby acknowledges, agrees with and consents to the foregoing Assignment and agrees to Partnership hereby acknowledges, agrees with and consents to the foregoing Assignment and agrees to comply with the covenants of the Partnershicomply with the covenants of the Partnership set forth in Section 5 of the Assignment. Partnership represents p set forth in Section 5 of the Assignment. Partnership represents and warrants to the Borrower and HRA that (a) this Assignment has been duly authorized, executed and and warrants to the Borrower and HRA that (a) this Assignment has been duly authorized, executed and delivered by and on behalf of Partnership so as to constitute the valid and binding agrdelivered by and on behalf of Partnership so as to constitute the valid and binding agreement of the Partnership, eement of the Partnership, enforceable in accordance with the terms hereof; (b) the Pledged Documents each constitute a valid, genuine enforceable in accordance with the terms hereof; (b) the Pledged Documents each constitute a valid, genuine and legally enforceable obligation of the Partnership, enforceable in accordance with its applicable terms; none and legally enforceable obligation of the Partnership, enforceable in accordance with its applicable terms; none of the Pof the Pledged Documents has been amended or modified; and, to its knowledge, there is no default by ledged Documents has been amended or modified; and, to its knowledge, there is no default by Borrower or by Partnership now existing under either of the Pledged Documents; and (c) the outstanding Borrower or by Partnership now existing under either of the Pledged Documents; and (c) the outstanding principal balance on the Partnership Note as of the date herprincipal balance on the Partnership Note as of the date hereof of is eof of is $6,585,000$6,585,000. Partnership hereby . Partnership hereby acknowledges that HRA is relying upon the foregoing in connection with HRA entering into certain HRA Loan acknowledges that HRA is relying upon the foregoing in connection with HRA entering into certain HRA Loan Documents with Borrower.Documents with Borrower. Signed on February ____, 2017 but madeSigned on February ____, 2017 but madeeffective as of September 24, 2015.effective as of September 24, 2015. PARTNPARTNERSHIP:ERSHIP: PARKVIEW LIMITED PARPARKVIEW LIMITED PARTNERSHIPTNERSHIP ,,a Minnesota a Minnesota limited partnershiplimited partnership By: Aeon, a Minnesota nonprofit corporationBy: Aeon, a Minnesota nonprofit corporation Its: General PartnerIts: General Partner By: By: Caroline Horton, Chief Financial OfficerCaroline Horton, Chief Financial Officer EEXHIBIT AXHIBIT A Legal DescriptionLegal Description Tract A:Tract A: ThatThatpart of the South 1/2 of Lot 13, lying Northwesterly of the following line: Beginning at the Northeast corner of part of the South 1/2 of Lot 13, lying Northwesterly of the following line: Beginning at the Northeast corner of the South 1/2 of Lot 13; thence Southwesterly to a point on the South line of said Lot 13, said point being 2 feet the South 1/2 of Lot 13; thence Southwesterly to a point on the South line of said Lot 13, said point being 2 feet Easterly of the Southwest CEasterly of the Southwest Corner of Lot 13; the South 241 feet of Lot 14; then south orner of Lot 13; the South 241 feet of Lot 14; then south 1/21/2of Lot 15; Lot 39 except the of Lot 15; Lot 39 except the West 30 feet thereof; Lots 40, 41, 42 and 43 and the West 1/2 of Lot 44, all in Block 5 Reservoir Hills, Columbia West 30 feet thereof; Lots 40, 41, 42 and 43 and the West 1/2 of Lot 44, all in Block 5 Reservoir Hills, Columbia Heights, Anoka County, MinnesotaHeights, Anoka County, Minnesota (Abstract)(Abstract) Tract Tract B:B: The East 40 feet of the South 1/2 of Lot 16, Block 5, Reservoir Hills, Columbia Heights, Anoka County, Minnesota.The East 40 feet of the South 1/2 of Lot 16, Block 5, Reservoir Hills, Columbia Heights, Anoka County, Minnesota. (Torrens)(Torrens) HRA MinutesHRA Minutes Page 10Page 10 February 13, 2017February 13, 2017 Questions from members:Questions from members: Commissioner Williams questioned whether or not the HRA Commissioner Williams questioned whether or not the HRA will still receive payment following the will still receive payment following the term of the loan. Attorney Ingram stated that HRA will receive payment from the loan, following the term of the loan. Attorney Ingram stated that HRA will receive payment from the loan, following the thirtythirty--year term. Ingram indicated that Aeon would likely refinance at that time, which would allow year term. Ingram indicated that Aeon would likely refinance at that time, which would allow repayment.repayment. ComCommissioner Buesgens questioned whether or not the loan bears interest. Attorney Ingram clarified missioner Buesgens questioned whether or not the loan bears interest. Attorney Ingram clarified that it does not.that it does not. Commissioner Williams questioned whether or not the City/HRA has received any funds to date for Commissioner Williams questioned whether or not the City/HRA has received any funds to date for the sale of the property. Executive Director the sale of the property. Executive Director Fehst stated the HRA did retain fund balances from the Fehst stated the HRA did retain fund balances from the Deputy Director Hogeboom noted that when the note matures in 30 years, HUD will have to also be Deputy Director Hogeboom noted that when the note matures in 30 years, HUD will have to also be MoMotion bytion byWilliamsWilliams, seconded by, seconded bySchmittSchmitt,,to waive the reading of Resolution 2017to waive the reading of Resolution 2017--02, there being 02, there being ample copies available to the public. ample copies available to the public. All ayes. MOTION PASSED.All ayes. MOTION PASSED. MoMotion bytion byWilliamsWilliams, seconded by, seconded bySchmittSchmitt,,to adopt Resolution 2017to adopt Resolution 2017--02, amend02, amending and restating the ing and restating the collateral assignment of note and mortgage in connection with the terms of tcollateral assignment of note and mortgage in connection with the terms of the conveyance of he conveyance of Parkview Villa. All ayes. MOTION PASSED.Parkview Villa. All ayes. MOTION PASSED. HRAHRARESOLUTION NO. RESOLUTION NO. 20172017--0202 RESOLUTION RESOLUTION APPROVING AN AMENDED AND RESTATED APPROVING AN AMENDED AND RESTATED COLLATERAL ASSIGNMENT OF COLLATERAL ASSIGNMENT OF NOTE AND MORTGAGE IN NOTE AND MORTGAGE IN CONNECTION WITH THE TERMS OF CONVEYANCE OF CONNECTION WITH THE TERMS OF CONVEYANCE OF PARKVIEW VILLA PARKVIEW VILLA BE IT RESOLVED BY the Board of Commissioners ("Board") of the BE IT RESOLVED BY the Board of Commissioners ("Board") of the Housing and RedHousing and Redevelopment evelopment AuthorityAuthorityof Columbia Heightsof Columbia Heights, Minnesota (the "Authority") as follows:, Minnesota (the "Authority") as follows: HRA MinutesHRA Minutes PagePage1111 February 13, 2017February 13, 2017 Section 1.Section 1.RecitalsRecitals.. 1.011.01..The The AuthorityAuthoritypreviously owned and operated a public housing facility known as previously owned and operated a public housing facility known as .. 1.021.02..The The AuthorityAuthorityand and execexecuted a certain uted a certain Amended and Restated Amended and Restated Purchase and DPurchase and DevelopmentevelopmentContractContract, dated as of , dated as of July 28, 2015July 28, 2015(the (the , pursuant to which the , pursuant to which the Authority conveyed the Facility to the Purchaser and received a Promissory Note for the payment of the Authority conveyed the Facility to the Purchaser and received a Promissory Note for the payment of the purchase price purchase price chaser, as well as a mortgage chaser, as well as a mortgage from the Partnership to the Purchaser.from the Partnership to the Purchaser. 1.03.1.03.Although the intent of the parties was to allow any interest payments under the Partnership Although the intent of the parties was to allow any interest payments under the Partnership Note to be retained by the Purchaser and used to pay operating and other costs of the FNote to be retained by the Purchaser and used to pay operating and other costs of the Facility, the terms of acility, the terms of the Assignment incorrectly provide that any interest due and payable under the Partnership Note shall be the Assignment incorrectly provide that any interest due and payable under the Partnership Note shall be held in trust by the Purchaser for the benefit of the Authority.held in trust by the Purchaser for the benefit of the Authority. 1.04.1.04.The Purchaser has requested that the Authority agree to aThe Purchaser has requested that the Authority agree to an Amended and Restated n Amended and Restated interest payments under the Partnership Note may be retained by the Purchaser and applied to interest payments under the Partnership Note may be retained by the Purchaser and applied to operating costs of the Facility.operating costs of the Facility.counsel has reviewed the Amended Assignment in the counsel has reviewed the Amended Assignment in the Section 2.Section 2.Amended AssignmentAmended AssignmentApprovedApproved.. 2.01.2.01.The Amended Assignment is hereby approved. The Amended Assignment is hereby approved. 2.02.2.02.The Chair and Executive DirectThe Chair and Executive Director are hereby authorized to execute on behalf of the or are hereby authorized to execute on behalf of the Authority the Amended Assignment in substantially the form presented to the Board, subject to changes Authority the Amended Assignment in substantially the form presented to the Board, subject to changes that do not materially alter the substance of the transaction and that are approved by the Chair and that do not materially alter the substance of the transaction and that are approved by the Chair and Executive Director, provided that execution of the Amended Assignment by such officials shall be Executive Director, provided that execution of the Amended Assignment by such officials shall be conclusive evidence of approvalconclusive evidence of approval.. Approved by the Board of Commissioners of the Housing and Redevelopment Authority for Columbia Approved by the Board of Commissioners of the Housing and Redevelopment Authority for Columbia Heights, Minnesota this 13th dHeights, Minnesota this 13th day of February, 2017.ay of February, 2017. ______________________________________________________________ ChairChair ATTEST:ATTEST: ________________________________________________________________ SecretarySecretary HRA MinutesHRA Minutes Page 12Page 12 February 13, 2017February 13, 2017 The meeting was adjourned atThe meeting was adjourned at8:308:30pm.pm. Respectfully submitted,Respectfully submitted, Joseph HogeboomJoseph Hogeboom Acting Acting SecretaSecretary ry AGENDA SECTIONAGENDA SECTION BUSINESSBUSINESS ITEMITEM ITEM NO.ITEM NO. 66 MEETING DATEMEETING DATE AUGUST 7AUGUST 7, 201, 20177 CITY CITY OF COLUMBIA HEIGHTS OF COLUMBIA HEIGHTS HOUSING AND REDEVELOHOUSING AND REDEVELOPMENT AUTHORITYPMENT AUTHORITY ITEM:ITEM:Authorize Interfund Transfer of Park View Villa Fund 213 BalanceAuthorize Interfund Transfer of Park View Villa Fund 213 Balance DEPARTMENT:DEPARTMENT: Community DevelopmentCommunity Development BYBY/D/DATEATE:: Keith DahlKeith Dahl, , July July 3131, 201, 20177 BYBY/D/DATEATE:: BACKGROUND:BACKGROUND: TThe Housing and Redevelopment Authority in and for Columbia Heights he Housing and Redevelopment Authority in and for Columbia Heights Parkview Villa, a senior housing facilityParkview Villa, a senior housing facility. . ThusThuscertain certain funds by resolution, not otherwise funds by resolution, not otherwise subject to external or internal restrictions, to the specified purpose of subject to external or internal restrictions, to the specified purpose of senior housingsenior housing. . Among those funds committed was Among those funds committed was the the Parkview Villa South Fund 213 (the Parkview Villa South Fund 213 (the . . In 2015, the HRA conveyed In 2015, the HRA conveyed Parkview Villa Parkview Villa to to a private a private operatoroperator,, and and since thensince then,, has ceasehas ceased all senior housing d all senior housing operations. Therefore,operations. Therefore, the City Council determined the City Council determined it it waswas no longer necessary to commit the PVV Fund no longer necessary to commit the PVV Fund toto the the management and operation of Parkview Villamanagement and operation of Parkview Villa. On July 10, 2017, the City Council adopted . On July 10, 2017, the City Council adopted Resolution 2017Resolution 2017--76, 76, a resolutioa resolution which effectively authorized a change to the fund balance designation of the PVV Fund from n which effectively authorized a change to the fund balance designation of the PVV Fund from senior housing to redevelopmentsenior housing to redevelopment, and recommended that the HRA , and recommended that the HRA transfer the entire PVV Fund balance in the transfer the entire PVV Fund balance in the amount of amount of $1,025,445 $1,025,445 to a Columbia Heights Economic Develto a Columbia Heights Economic Devel redevelopment activates. redevelopment activates. TheThe rresolution before the HRA for esolution before the HRA for approval approval consideration consideration would would authorize an interfund transfer ofauthorize an interfund transfer of the entire the entire PVV Fund balance PVV Fund balance to to the EDA Redevelopment Project Fund 408the EDA Redevelopment Project Fund 408. These funds would be used in . These funds would be used in connectionconnection with with the Commercial Revitalization Project initiated by the EDA the Commercial Revitalization Project initiated by the EDA earlier earlier this year, more specifically to purchase this year, more specifically to purchase nonconforming properties within the commercial corridors throughout the City.nonconforming properties within the commercial corridors throughout the City. STAFF RECOMMENDATION:STAFF RECOMMENDATION: Staff recommends approval of Resolution 2017Staff recommends approval of Resolution 2017--0303 as presentedas presented.. RECOMMENDED MOTION(S):RECOMMENDED MOTION(S): Motion: Motion: Move to waive the reading of Resolutions 2017Move to waive the reading of Resolutions 2017--03, there being ample copies available to the public.03, there being ample copies available to the public. Motion:Motion: Move to approve Resolution 2017Move to approve Resolution 2017--03, a resolution authorizing an interfund transfer of a certain 03, a resolution authorizing an interfund transfer of a certain Housing and Redevelopment Authority Fund.Housing and Redevelopment Authority Fund. ATTACHMENTS:ATTACHMENTS: 1.1.Resolution 201Resolution 20177--0303 ((11 page)page) City of Columbia Heights City of Columbia Heights HRAHRA LetterLetter RESOLUTION RESOLUTION NO. NO. 20120177--0303 A A RESOLUTION RESOLUTION AUTHORIZING AAUTHORIZING ANNINTERFUND TRANSFER OF INTERFUND TRANSFER OF A A CERTAIN CERTAIN HOUSING AND REDEVELOPMENT HOUSING AND REDEVELOPMENT AUTHORITY FUNDAUTHORITY FUND BE IT RESOLVEDBE IT RESOLVED,, By the By the Housing and Redevelopment Housing and Redevelopment Authority Authority in and for Columbia Heights in and for Columbia Heights HRAHRAas as follows:follows: WHEREAS,WHEREAS, on July 10, 2017, on July 10, 2017, Resolution No. 201Resolution No. 20177--7676, which , which changed the fund balance designation of Parkview Villa South Fund 213changed the fund balance designation of Parkview Villa South Fund 213 (the (the to to RedevelopmentRedevelopment; and; and WHEREAS,WHEREAS, the the HRAHRA has determined the purpose for which the PVV Fund was created has been satisfied and has determined the purpose for which the PVV Fund was created has been satisfied and expired, and therefore expired, and therefore it is no longer necessary and desirable to it is no longer necessary and desirable to maintain the maintain the PVV FPVV Fund balance; andund balance; and WHEREAS,WHEREAS, the City and the City and HRAHRA have determined it advantageous and costhave determined it advantageous and cost--eeffective to consolidate funds with ffective to consolidate funds with redundant purposes and to account for any given parcel of land held for resale under as few funds as possible; redundant purposes and to account for any given parcel of land held for resale under as few funds as possible; andand WHEREAS,WHEREAS, the the HRAHRA is authorized to is authorized to transfer certain transfer certain funds by resolution, and has determined that the PVV funds by resolution, and has determined that the PVV FFund und balance balance should be committed to economic should be committed to economic reredevelopment purposes carried out by the Columbia Heights development purposes carried out by the Columbia Heights Economic Development AuthorityEconomic Development Authority .. NOW, THEREFORE BE IT RESOLVEDNOW, THEREFORE BE IT RESOLVED,, by the Board of Commissioners of the by the Board of Commissioners of the Housing and Redevelopment Housing and Redevelopment Authority in Authority in and for Columbia Heights, thatand for Columbia Heights, that HRA authorizes the interfund transfer of the HRA authorizes the interfund transfer of the entire entire PVV FundPVV Fund balance in the estimated amount of $1,025,445 balance in the estimated amount of $1,025,445 to to the the EDA EDA Redevelopment Project Redevelopment Project Fund 408, effective upon Fund 408, effective upon the date of approval of this resolution; and the date of approval of this resolution; and BE IT FURTHERBE IT FURTHER RESOLVEDRESOLVED,, thatthat ththe Executive Director e Executive Director of the of the HRAHRA isis authorized to take all actions necessary to authorized to take all actions necessary to effecteffect the interfund transfer of the PVV Fund balance to EDA Redevelopment Project Fund 408, pursuant to the interfund transfer of the PVV Fund balance to EDA Redevelopment Project Fund 408, pursuant to this resolution.this resolution. ORDER OF ORDER OF HOUSING AND REDEVELOPMENT HOUSING AND REDEVELOPMENT AUTHORITYAUTHORITY Passed this _________ dayPassed this _________ day of ______________________, 201of ______________________, 20177 Offered by:Offered by: Seconded by:Seconded by: Roll Call:Roll Call: ChairChair Attest:Attest: Assistant Assistant SecretarySecretary Resolution Resolution 20120177--0303