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ECONOMIC DEVELOPMENT AUTHORITY <br />OF THE CITY OF ELK RIVER <br />COUNTY OF SHERBURNE <br />STATE OF MINNESOTA <br />RESOLUTION NO.24-06 <br />RESOLUTION APPROVING A <br />MASTER AMENDMENT AGREEMENT <br />(DISTINCTIVE IRON PROJECT) <br />WHEREAS, on September 25, 2019, the Economic Development Authority of the City <br />of Elk River (the "EDA") provided a loan to Hemmer Companies L.L.C., a Minnesota limited <br />liability company (the "Borrower"), pursuant to the FDA's Microloan Program (the "Program") <br />in the amount of $126,000.00 (the "Original Loan") and on September 25, 2019, the EDA <br />provided an additional loan to the Borrower pursuant to the Program in the amount of S100,000 <br />(the "2019 Loan" and together with the Original Loan, the "Loan"). <br />WHEREAS, in connection with the 2019 Loan, the EDA and the Borrower amended and <br />restated the documents related to the Original Loan to account for the 2019 Loan and entered <br />into an Amended and Restated Loan Agreement, dated September 25, 2019 (the "Loan <br />Agreement"), between the Borrower and the EDA. <br />WHEREAS, the Loan was secured by (1) an Amended and Restated Promissory Note, <br />dated September 25, 2019 (the "Promissory Note"), froni Borrower to the EDA; (ii) an Amended <br />and Restated Security Agreement, dated September 25, 2019 (the "Security Agreement"), from <br />Distinctive Iron, LLC (the "Entity Guarantor"), in favor of the EDA providing the EDA with a <br />security interest in certain equipment (the "Equipment") owned by Distinctive Iron, LLC (the <br />"Entity Guarantor"); (111) an Amended and Restated Mortgage and Assignment of Rents and <br />Security Agreement and Fixture Financing Statement (the 'Mortgage"), executed by Borrower, <br />in favor of EDA, covering property located in the City of Elk River, Minnesota (the "City"); (iv) <br />a Personal Guaranty, dated September 25, 2019, from Cynthia Mae Hemmer & Steven Michael <br />Hemmer (the "Personal Guaranties); and (v) an Entity Guaranty, dated September 25, 2019 (the <br />"Entity Guaranty" and together with the Personal Guaranties, the "Guaranties"), from the Entity <br />Guarantor. The Loan matures on October 1, 2024 with a balloon payment due at maturity. <br />WHEREAS, the Board of Commissioners (the "Board") of the EDA has received a <br />request from the Bon-ower that the EDA extend the maturity date of the Loan by two years. <br />WHEREAS, the EDA has caused to be prepared the Master Amendment Agreement <br />which, among other things, amends the documents relating to the Loan to reflect the extension of <br />the maturity date, a copy of which is on file with the Executive Director. <br />NOW THEREFORE, BE IT RESOLVED by the Board of Commissioners of the Economic <br />Development Authority of the City of Elk River as follows: <br />1.01. The Master Amendment Agreement as presented to the EDA, together with all <br />related documents necessary in connection therewith (the "Loan Documents") is hereby in all <br />respects approved, in substantially the form on file with the City's Economic Development <br />ELI 85-3U977420.v] <br />