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CITY OF GEM LAKE
<br />RE90LUTION NO.2445-04.
<br />24 JANUARY 2005
<br />A Resolution authorizing execution acid delivery of documents that supplement and
<br />amend certain doeutiteats executed and delivered by theCity-bf Gem Lake with respect
<br />to the issuance.of certain revenue obligations by the City of Get" Lake. to finance tite
<br />.acquisition, construction, and equipping.of the Boulders. Apartments Project
<br />WH EREAS, pursuant to the.ternis.of an Indenture of Trust, dated as of. April 1, 2002 (the Indenture"), by and between the City
<br />of Gem Lake, Minnesota.(the "City") and U.S. Bank National Association; as trustee (the"Trustee"),.the City previously issued
<br />its: (i) Senior Housing Revenue Bonds (Boulders Apartments Project) SiMes.2002A (tile "Series 2002A Bonds")-, in the original
<br />ag;;regate principal amount of $&,1:30;000; (ii) Taxable Senior Housing RevenueBbnds (Boulders Apattments Project),.Series
<br />2002B (the "Series 2002B Bonds'); in the original .aggregate principal amount of $225,000; and(iii) Suliordinate Seitior Housing
<br />Revenue Note (Boulders Apartments Pmject),.Series 2002C (the "Series 2002(Z Note"'), in the original .aggregate principal
<br />amount of S378,000. The Series 2002A Bonds; Series 2002B. Bonds; and Series 2002C Note are hereinafter referred to
<br />col lectively as the."Bonds." The.City loaned the proceeds derived from the sale of the Bonds to Boulder Senior Living, LLC,.
<br />minliesotalimited. liability company (tile "Borrower"),whose sole member is J.A. WedumFoundation,aMittnesotanonproftt
<br />corporation ("WOwn"), oursuantto the terms of a Loan Agreement,.dated as. of April 1,:2002 (the "Loan Agreement" ),between
<br />the City and the Borrower. The.. Borrower applied'the proceeds of such loan to finatice :a portion of the costs of acquisition,
<br />construction and equipping of a ninety-three: (93) unit multifamily rental housing facility for senior residents; known as the
<br />Boulders Apartments Project (die." Project"); and
<br />WHEREAS, in order to facilitate tile. transfer by Wedum of its sole membership interest in the Borrower to Northcountry
<br />Cooperative Foundation, a Miuiiesota.nottoroftt corporation ('Northcountry");.the Borrower leas requested..that. the City approve
<br />hi6diftcatiohito the-litdenture, the Loan Agreement, and the Declaratioti.of CoVenants and Restrictions, dated April 29, 2002 (the
<br />"Declaration"),. of &e Borrower, in accordance %vial thelerins and conditions of the Indenture; now, therefore be it
<br />RPSOLVED by the City Council _of the City Of Gem 1 ake,.Raiusey County, Minnesota...as follows:.
<br />j 1. That the following documents are hereby approved in substantially the forms on file with the City on the .date liereoP4
<br />(.i) the First Supplemental Indenture of Trust, dated on or after February .1, 2005 (the "Supplemental indenture"), between the. City
<br />Mid the Trustee (ii) the.First Amendtnent..to. Loan Agreement, dated on or a*fter.>=ebrumy 1, 2.Q05 (the "Amendment to Loan
<br />Aggreement"),between tite City and the Borrower. and (iii) the Amended and Restated Declaratioh.of!Covenants.and Restrictions,
<br />elated onor alter February 1, 2005 (the "Amended Declaration''); of the Borrower; And,
<br />2. That the. Mayor and City. C.lerkofthe.Cityare hereby authorized and directed to execute. and deliveron behalf gftim City
<br />the Supplemental Indenture, the Amendment to Loan Agreement, :and the: Amended Declaration, with such necessary or
<br />appropriate variations, omissions; and additions as do not:adverWy aMettkiCity, as. the.Mayor in his discretion.shall determine.
<br />Tht execution thereof by the Mayor and. the City Clerk shall be. conclusive evidence of final. approval of the terms of such
<br />doct,inients. In the event that the Mayorand City Clerk or either of them is not available, such documents maybe signed by any,
<br />(Aher-tnember.of the City .Council..on behalf of the City; and,
<br />3. The Mayor and -City Clerk .are ]hereby further authorized to execute and deliver, on behalf of the City, such other
<br />documents and certificates asare. required.by Kennedv &Graven, Chartered, as boitd counsel, or as are necessary or appropriate
<br />in connection with the.execution and delivery of the documents. described herein.
<br />'rhe foregoing.Resolutiott was offered by Councilor Watson and was supported b , Councilor 8osnk and was
<br />declared adowed based Won the fo.11owins voter
<br />NAME
<br />EMJEOTT
<br />WATSON.
<br />13QSAw
<br />RASM°.USSEN
<br />SCHILLING '
<br />VOTE;
<br />1Nav
<br />Aye
<br />Aye
<br />Aye
<br />Aye
<br />
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