7.2. EDSR 10-17-2022 - Laserfiche WebLink

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RESOLUTION NO. 22-04 RESOLUTION APPROVING A LOAN ASSUPTION AGREEMENT RELATING TO ORLUCK INDUSTRIES, INC. BE IT RESOLVED By the Board of Commissioners (the “Board”) of the Economic Development Authority of the City of Elk River, Minnesota (the “Authority”) as follows: Section 1. Background; Findings. (a) Pursuant to a Loan Agreement, dated as of July 17, 2018, between the Lender and the Orluck Industries, Inc., a Minnesota corporation (the “Assignor”), as amended by a First Amendment to Loan Agreement, dated as of April, 2020, between the Lender and the Assignor (together, the “Loan Agreement”), the Lender made a loan to the Assignor in the original principal amount of $200,000 (the “Loan”) for an expansion to its manufacturing business located at 13422 Business Center Drive, Elk River, Minnesota (the “Property”). (b) As security for the Loan, the Assignor delivered a the Promissory Note dated July 17, 2018, in the original principal amount of $200,000 in favor of Lender (the “Note”) and the Security Agreement, dated July 17, 2018, between Assignor and Lender (the “Security Agreement”). (c) Twin City Metal Works, LLC, a Minnesota limited liability company, intends to acquire certain property and assets of the Assignor including the Zeiss Contura Q2 Inspection Machine (SN 201304503763) and Okuma Genos M560V Machining Center (SN 195651) located at the Property (the “Security”) which provided security for the Loan. As part of the proposed acquisition, the Assignee has agreed to assume the Assignor’s Loan. (d) The Assignor and the Assignee have requested that the Authority consent to the assignment of the Assignor’s rights and obligations under Loan Agreement, Note, and the Security Agreement to the Assignee pursuant to a Loan Assumption Agreement by and between the Assignor and the Assignee with the consent of the Authority (the “Assignment Agreement”). The Loan will also continue to be secured by a personal guaranty from Mark Orluck. The Loan constitutes a business subsidy within the meaning of Minnesota Statutes, Section 116J.993 to 116J.995, as amended (the “Business Subsidy Act”), and the Assignment Agreement includes a “business subsidy agreement” as required under the Business Subsidy Act. Section 2. Approval of Assignment. (a) The Assignment Agreement as presented to the Authority, together with all related documents necessary in connection therewith (collectively, the “Loan Documents”) are hereby in all respects approved; and the President and Executive Director are hereby authorized and directed to