RES 24-49 - Laserfiche WebLink

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"Subordination Agreements"), a form of which is presented to the City Council. 1.03. The City, Developer and the Company wish to amend and restate the Development Assistance Agreement to update certain terms of the Agreement to provide additional security to the City and have presented a form of the Amended and Restated Development Assistance Agreement is presented to the City Council (the "Amended and Restated Agreement"). Section 2. Development Documents A 2proved. 2.01. The City hereby approves the assignment of the Purchase Agreement to the Developer, the Subordination Agreements and the Amended and Restated Agreement substantially in accordance with the terms set forth in the forms presented to the City Council, together with any related documents necessary in connection therewith, including without limitation all documents, exhibits, certifications or consents referenced in or attached to the Subordination Agreements and the Amended and Restated Agreement, including, but not limited to, the Purchase Price Note, the Assessment Agreement, the Personal Guaranty, the Corporate Guaranty and the Mortgages (all as defined in the Amended and Restated Agreement) (collectively, the "Development Documents"), and hereby authorizes City Administrator to negotiate the final term thereof and, in their discretion and at such time as they may deem appropriate, to execute the Development Documents on behalf of the City, and to carry out, on behalf of the City, the City's obligations thereunder when all conditions precedent thereto have been satisfied. 2.02. The approval hereby given to the Development Documents includes approval of such additional details therein as may be necessary and appropriate and such modifications thereof, deletions therefrom and additions thereto as may be necessary and appropriate and approved by legal counsel to the City and by the City Administrator and the Mayor; and said officers are hereby authorized to approve said changes on behalf of the City. The execution of any instrument by the appropriate officers of the City herein authorized shall be conclusive evidence of the approval of such document in accordance with the terms hereof. This Resolution shall not constitute an offer and the Development Documents shall not be effective until the date of execution thereof as provided herein. In the event of absence or disability of the officers, any of the documents authorized by this Resolution to be executed may be executed without further act or authorization of the City Council by any duly designated acting official, or by such other officer or officers of the City Council as, in the opinion of the City Attorney, may act in their behalf. 2.03. Upon execution and delivery of the Development Documents, the officers and employees of the City are hereby authorized and directed to take or cause to be taken such actions as may be necessary on behalf of the City to implement the Development Documents. 1IIIIE1 11 NAWR�