12-12-2022 Council Packet - Laserfiche WebLink

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ASSIGNMENT AND ASSUMPTION OF DEVELOPMENT AGREEMENT THIS ASSIGNMENT AND ASSUMPTION OF DEVELOPMENT AGREEMENT (“Assignment”) is made as of _______________, 2022 (the “Effective Date”), between Pine Corner Properties, LLC, a Minnesota limited liability company (“Assignor”) and [Certified Holdings, LLC, a Delaware limited liability company] (“Assignee”). Preliminary Statement of Facts Assignor agrees to sell to Assignee, and Assignee agrees to purchase from Assignor, all rights, title and interest in that certain real property located in Hennepin County, Minnesota, legally described on attached Exhibit A (the “Property”). The Property is subject to a certain Development Agreement (collectively, as amended, “Development Agreement”) among the City of Orono, a Minnesota municipal corporation (the “City”) and Ryan Companies US, Inc., a Minnesota corporation (“Developer”), dated December 5, 2007, filed December 27, 2007, with the Office of the Registrar of Titles for Hennepin County, Minnesota (“Registrar”) as Document No. 4457476 and recorded December 27, 2007 with the Office of the County Recorder for Hennepin County, Minnesota (“Recorder”) as Document No. 9079458, as amended by a Second Amendment to Development Agreement dated September 26, 2011, filed December 30, 2011, with the Registrar as Document No. T4914548 and recorded December 30, 2011 with the Recorder as Document No. A9732423 (the “First Amendment), as amended by an Amendment to Development Agreement dated March 6, 2014, filed March 28, 2014 with the Registrar as Document No. T05161145 and recorded April 24, 2014 with the Recorder as Document No. A10073102 (“Second Amendment”), and as amended by a Fourth Amendment to Development Agreement dated September 9, 2014, filed September 22, 2014 with the Registrar as Document No. T05201445 and recorded September 23, 2014 with the Recorder as Document No. A10120033 (the “Fourth Amendment”). In the Fourth Amendment, Developer assigned, and Assignor assumed, certain rights, interests and obligations related to the Property, including without limitation the obligation to post with the City a letter of credit in the amount of $154,025.79 (the “LOC”).