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Resolution 2219
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Resolution 2219
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7/8/2008 7:45:47 AM
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6/19/2008 4:42:57 PM
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<br />- <br /> <br />e e - <br /> <br /> <br /> <br /> <br /> <br /> <br />strictions and limitations thereof. This Note does not consti- <br />tute a charge against the general credit or taxing powers of <br />the City and does not grant to the owner or holder of this Note <br />any right to have the City levy any taxes or appropriate any <br />funds for the payment of the principal hereof or interest hereon, <br />nor is this Note a general obligation of the City or the indi- <br />vidual officers or agents thereof. This Note and interest hereon <br />are payable solely and only from the moneys received under the <br />Loan Agreement hereinafter mentioned, including the loan repay- <br />ments to be made by S-H Realty, a Minnesota general partnership <br />(the "Company") and from enforcement of the Mortgage, Assignment <br />of Rents and Guaranty Agreement hereinafter described. <br /> <br />This Note is a special obligation Note in the principal <br />amount of $712,000 which has been authorized by law to be issued <br />and has been issued for the purpose of funding a loan from the <br />City to the Company to finance the costs of constructing an <br />office-manufacturing facility in the City (the "Project") which <br />is to be leased to Scarp-Heilman Co., a Minnesota corporation <br />(the "Lessee") for use in its business. This Note is issued <br />pursuant to a Loan and Purchase Agreement (the "Loan Agreement") <br />by and among the City, the Company and First State Bank of New <br />Brighton (the "Lender") dated as of June 1, 1979, and a Bond <br />Resolution of the City duly adopted June 26, 1979. This Note is <br />secured by the Loan Agreement, the Bond Resolution, a Combination <br />Mortgage, Security Agreement and Fixture Financing Statement (the <br />"Mortgage") by the Company to the said Lender dated as of June 1, <br />1979, an Assignment of Lease and Rents dated as of June 1, 1979 <br />(the "Assignment of Rents") from the Company to the Lender, a <br />Guaranty Agreement dated as of June 1, 1979 (the "Guaranty <br />Agreement") from J. Daryl Scarp and George L. Heilman to the <br />Lender and an Escrow Agreement dated as of June 1, 1979, by and <br />among the City, the Company, the Lender and First State Bank of <br />New Brighton (the "Escrow Agreement") providing for the disburse- <br />ment of the proceeds of the Note for the costs of the Project, to <br />which Loan Agreement, Bond Resolution, Mortgage, Assignment of <br />Rents, Guaranty Agreement and Escrow Agreement and amendments <br />thereof reference is hereby made for a description and limitation <br />of the revenues and funds pledged and appropriated to the payment <br />of the Note, the nature and extent of the security thereby created, <br />the rights of the Holders of the Note, the rights, duties and im- <br />munities of the Company and the rights, immunities and obligations <br />of the City thereunder. Certified copies of the Bond Resolution <br />and executed counterparts of the Loan Agreement, Mortgage, Assign- <br />ment of Rents, Guaranty Agreement and Escrow Agreement are on file <br />at the office of the City Clerk. <br /> <br />In the event of a Determination of Taxability, as <br />defined in the Loan Agreement, the Note shall bear interest at <br />the rate of 11.00% per annum from the date from which interest <br />
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