3.7. SR 07-18-2011 - Laserfiche WebLink

Home Browse Search

CONSENT AND AGREEMENT The undersigned, City of Elk River, Minnesota, a Minnesota municipal corporation ("City"), hereby (i) consents, in accordance with Section 3.6 of the Abatement Agreement, to (A) the transfer of the Tax Abatement Property (as defined in the foregoing Assignment and Assumption of Tax Abatement and Business Subsidy Agreement) (the "Assignment and Assumption") by the Assignor named therein (the "Assignor") to the Assignee named therein (the "Assignee"), and (B) the execution and delivery by the Assignor and the Assignee of the Assignment and Assumption, and the terms and provisions thereof; (ii) agrees that in the event of any inconsistency between the terms and provisions of the Assignment and Assumption and the terms and provisions of the Abatement Agreement (as defined in the Assignment and Assumption), the terms and provisions of the Assignment and Assumption shall control; (iii) releases Assignor from all the Assumed Obligations as defined in the Assignment and Assumption; (iv) warrants, represents and certifies to the Assignee as follows: (A) The Abatement Agreement has not been modified or amended and is in full force and effect as of the date hereof; and (B) To the knowledge of the undersigned, there is no Event of Default in existence, nor is there in existence any state of facts or circumstances which, with the giving of notice or lapse of time or both, would constitute an Event of Default under the Abatement Agreement. City further covenants and agrees to and for the benefit of the Assignee as follows: (C) City will not enter into any modification or amendment of the Abatement Agreement that would affect the rights and interest of the Assignee under the Abatement Agreement or the Assumed Obligations (as defined in the Assignment and Assumption) unless such modification or amendment is entered into by Assignee. City will not enter into any agreement terminating the Abatement Agreement without the prior written consent of Assignee, unless such termination does not affect the rights and interests of the Assignee. (D) If the City delivers any notice, demand or other communication to the Developer under the Abatement Agreement that relates to or may affect the rights and interest of the Assignee under the Abatement Agreement or the Assumed Obligations, the City will deliver a copy of such notice, demand or communication to the Assignee in the manner set forth in Section 5.3 of the Abatement Agreement, addressed or delivered personally to the Assignee as follows: Wisconsin Label Corporation 2571 S. Hemlock Road Green Bay, WI 54229 Attn: 388743v2 JSB EL185-13