|
ASSIGNMENT AND ASSUMPTION OF
<br /> REGULATORY AGREEMENT
<br /> THIS ASSIGNMENT AND ASSUMPTION, dated as of June 1, 2010, is made by and
<br /> between the City of Arden Hills, Minnesota (the "Prior Issuer"), the City of Spring Park,
<br /> Minnesota (the "Issuer"), U.S. Bank Trust National Association, now known as U.S. Bank
<br /> National Association(the "Trustee"), and Bremer Bank, National Association(the "Lender").
<br /> RECITALS
<br /> WHEREAS, the Prior Issuer and the Trustee have previously entered into that certain
<br /> Regulatory Agreement dated as of September 1, 1999 with Mill-Pond, Inc., now known as
<br /> Presbyterian Homes Mill Pond Care Center, Inc. (the "Owner"), filed with the Office of the
<br /> County Recorder of Polk County, Iowa, on October, 1999 as document number 030891 (the
<br /> "Regulatory Agreement"), with respect to that certain 49-unit multifamily rental housing
<br /> development located in the City of Ankeny, Iowa, known as Mill Pond Care Center, on the site
<br /> described in Exhibit A attached hereto (the "Project"); and
<br /> WHEREAS, a portion of the proceeds of the Prior Issuer's $7,161,000 Health Care and
<br /> Housing Revenue Bonds (Presbyterian Homes of Arden Hills, Inc. Project), Series 1999B (the
<br /> "Prior Bonds") were used by the Owner to acquire the Project; and
<br /> WHEREAS, the Owner proposes to refinance the Project with a portion of the proceeds
<br /> of the Issuer's $281000,000 Multifamily Housing and Health Care Revenue Note (PHS/Lake
<br /> _
<br /> Minnetonka Campus Project), Series 2010 (the "Bonds"), which will be purchased by the Lender
<br /> and the Prior Bonds will be refunded and redeemed; and
<br /> WHEREAS, the Prior Issuer and the Trustee desire to assign and the Issuer and the
<br /> Lender desire to assume their respective rights, benefits, and obligations under the Regulator
<br /> t) y
<br /> Agreement upon the issuance of the Bonds and the redemption of the Prior Bonds.
<br /> NOW, THEREFORE, in consideration of the mutual premises and covenants hereinafter
<br /> set forth, and of other valuable consideration, the Prior Issuer, the Issuer, the Trustee, and the
<br /> Lender hereby agree as follows:
<br /> 1. Assig gMent by the Prior Issuer. The Prior Issuer hereby assigns all of its rights,
<br /> interests, and obligations under the Regulatory Agreement to the Issuer.
<br /> 2. Assignment by the Trustee. The Trustee hereby assigns all of its rights, interests,
<br /> and obligations under the Regulatory Agreement to the Lender.
<br /> 3. Assumption by the Issuer. The Issuer hereby assumes all of the rights, interests,
<br /> and obligations of the Prior Issuer under the Regulatory Agreement.
<br /> 4. Assumption by the Lender. The Lender hereby assumes all of the rights, interests,
<br /> and obligations of the Trustee under the Regulatory Agreement.
<br /> 25042160
<br />
|