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<br />ECONOMIC DEVELOPMENT AUTHORITY
<br />oF TIrE CITY Or ELK RrVER
<br />COT'NTY OF SHERBURNE
<br />STATE OF MII\NESOTA
<br />RESOLUTION NO. 20.12
<br />RESOLUTION APPROVING SUBORDINATION AGREEMENT
<br />Section 1. Recitals.
<br />1.01 On September 13, 2013, the Board of Commissioners (the "Board") of the
<br />Economic Development Authority of the City of Elk River (the "EDA") heretofore provided a
<br />microloan in the amount of $74,999 (the "Original Loan") to Alan Arnold Corporation, a
<br />Minnesota corporation (referred to as "Borrower") which was secured by a corporate guarantee
<br />of Yankee Doodle Enterprises, LLC, a Minnesota limited liability company (the "Mortgagor"),
<br />pursuant to the EDA Energy Efficiency Improvement Program (the'?rogram"), pursuant to an
<br />Energy Efficiency Improvement Program Loan Agreement, dated Septernber 10, 2013 (the
<br />*2013 Loan Agreement"), between the Borrower and the EDA.
<br />1.02. On August 28,2018, the EDA provided an additional loan in the amount of
<br />$19,175.00 (the "I.{ew Loan" and together with the Original Loan, the "Loan") pursuant to the
<br />Program to the Borrower for a total loan amount of $59,657.91 in accordance with an Amended
<br />and Restated Energy Efficiency Improvement Program Loan Agreement, dated August 28,2018
<br />(the "series 2018 Loan Agreement and together with the Series 2013 Loan Agreement, the
<br />"Loan Agreement"), between the Borrower and the EDA, which amended and restated the Series
<br />2013 Loan Agreement.
<br />1.03. The Loan is secured bV (i) an Amended and Restated Mortgage and Assignment
<br />of Rents and Security Agreement and Fixture Financing Statement (the "Mortgeg€"), dated
<br />August 28,2018, provided by the Mortgagor in favor of the EDA; (ii) an Amended and Restated
<br />Promissory Note, dated August 28, 2018, from the Borrower to the EDA; (iii) a Security
<br />Agreement, dated September 10,2013, from Borrower to the Lender providing a security interest
<br />in certain equipment purchased with the proceeds of the Original Loan; (iv) a Personal Guaranty,
<br />dated August 28,2018, from Brian Brehmer to the EDA; (v) a Personal Guaranty, dated August
<br />28,2018, from Nancy Brehmer to the EDA; and (vi) a Personal Guaranty, dated August 28,
<br />2018, from Allen Meyer; and (vii) a Corporate Guaranty, dated August 28, 2018, from the
<br />Mortgagor to the EDA.
<br />1.04. The Borrower and the Mortgagor requested a loan from Byline Bank (the "Bank")
<br />in the amount of $474,000.00 and the Bank has required, as a condition to making the loan, that
<br />the Borrower and Mortgagor obtain from the EDA a Mortgage Subordination Agreement (the
<br />"Subordination Agreement") in favor of the Bank providing for the subordination of the
<br />Mortgage to the Bank's mortgage with respect to the additional financing, copies of which are on
<br />file with the Executive Director.
<br />NOW THEREFORE, BE IT RESOLVED by the Board of Commissioners (the "Board") of
<br />the Economic Development Authority ofthe City of Elk River (the "EDA") as follows:
<br />ELl85\5n693396.v1
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