5.0. 6.0. 7.0. EDSR 06-14-1999 - Laserfiche WebLink

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JUN a 41999 DO HE RTY 2800 Minnesota World Trade Center 3RUMBI,E. esMinnesota Seventh Street Saint Paul, 55101-4999 & BUTLER Telephone(651)265-4000 FAX(651)265-3900 PROFESSIONAL ASSOCIATION Attorneys at Law Writer's direct dial number: (651)265-4206 perroj@drblaw.com June 3, 1999 VIA FAX NO. 612/441-7425 AND U.S. MAIL Mr. Paul T. Steinman Director of Economic Development City of Elk River 13065 Orono Parkway P. O. Box 490 Elk River, MN 55330 Dear Mr. Steinman: 1111 In accordance with the request of the City of Elk River in its letter of May 18, 1999, we have prepared the following loan documentation: • Amended and Restated Promissory Note; • new Security Agreement; and • new Guaranty. Since the new corporation, Badger Die Casting, LLC, is executing a new Security Agreement,we should verify that the assets covered by the Security Agreement are free and clear of all other security interests. A UCC search should be performed on Badger Die Casting, LLC. Also, if the assets of Badger Die Casting were assets formerly owned by North Star Die Casting,we should also have a UCC search done on North Star to make sure that creditors of North Star do not have liens against assets that may now be owned by Badger Die Casting. Please note that we have attached the same schedule of equipment to the new Security Agreement as that which was attached to the 1998 Agreement. If this requires modification,please let us know. The letter from the City of Elk River makes reference to both the assumption of the 1998 Promissory Note and the drafting of a new Promissory Note. It seemed most expedient to prepare an Amended and Restated Note,incorporating the new payment terms and making it clear that the indebtedness 1111 evidenced by the Amended and Restated Note is the outstanding indebtedness under the 1998 Note. St.Paul•Minneapolis•Denver•San Ramon•Washington,D.C.