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City Council Resolution 2011-96CITY OF MONTICELLO WRIGHT COUNTY, MINNESOTA EDA RESOLUTION NO. 2011-96 APPROVING A LOAN AGREEMENT BETWEEN THE CITY OF MONTICELLO ECONOMIC DEVELOPMENT AUTHORITY AND JACOBSON VETERINARY PROPERTIES LLC BE IT RESOLVED, that the Board of Commissioners ("Board") of the City of Monticello Economic Development Authority, Monticello, Minnesota (the "Authority" or "Holder") as follows: Section 1. Recitals. 1.01. The Authority and Jacobson Veterinary Properties LLC (the "Borrower") desire to enter into a loan agreement (the "Loan Agreement") for a GMEF Loan to be used for the acquisition of certain real property in the City of Monticello as described in Exhibit A hereto (the "Property") in order to construct a veterinary clinic thereon. 1.02. Pursuant to the Loan Agreement, the Authority will loan to the Borrower the sum of $50,000 (the "Loan"), evidenced by a promissory note (the "Note") and a mortgage (the "Mortgage"), to be executed and delivered to the Authority by the Borrower. 1.03. The terms of the Loan Agreement and Note shall conform to the Amended GMEF Guidelines approved by the Authority on , 2009, including a term of the loan of three years, and a fixed interest rate of 3.0%. Section 2. Loan Agreement and Note Authorized. 2.01. The Authority hereby authorizes and directs Authority staff and consultants to negotiate and prepare the Loan Agreement and Note as provided herein, and authorizes execution of the Loan Agreement and all documents prepared in connection therewith. APPROVED BY the Board of Commissioners of the City of Monticello Economic Development Authority this 14th day of September, 2011. ,0�- 146 President ATTEST: EXHIBIT A Property A-1 LOAN AGREEMENT This Loan Agreement ("Agreement") is made this 14th day of September, 2011, between Jacobson Veterinary Properties LLC, a Minnesota limited liability company ("Borrower") and the City of Monticello Economic Development Authority ("Lender"), a public body corporate and politic under the laws of Minnesota. RFCTTAT.0 A. In consideration for the loan contemplated by this Agreement, Borrower is executing and delivering to Lender this Loan Agreement. B. Lender agrees to loan to Borrower the maximum amount of $50,000 to pay a portion of the costs ("Project Costs") related to the acquisition and improvement of property located in the City of Monticello, Minnesota (the "City") and legally described at Exhibit A hereto ("Property"). ACCORDINGLY, to induce Lender to make the Loan to Borrower, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. The Loan Amount. Subject to and upon the terms and conditions of this Agreement, Lender agrees to loan to Borrower the sum of Fifty Thousand and no/100ths Dollars ($50,000), or so much thereof as is disbursed to Borrower in accordance with this Agreement ("Loan"). The Loan shall be evidenced by a promissory note ("Note") payable by Borrower to Lender and substantially in the form of Exhibit B attached to this Agreement, which shall be dated as of the date of this Agreement. Proceeds of the Loan shall be disbursed in accordance with Section 3 hereof. 2. Repayment of Loan. The Loan shall be repaid with interest as follows: (a) Interest at the rate of three percent (3%) per annum shall accrue from the Loan Closing Date (as hereinafter defined) until the Loan is repaid in full. (b) Payments of principal and interest shall commence on January 1, 2012 (the "Initial Payment Date") and continue on the first day of each and every month thereafter until paid in full. Such payments shall fully amortize the principal and interest over three (3) years, and the final unpaid balance of principal and interest shall be due and payable on the first day of the thirty-sixth (3 h) month following the Initial Payment Date. 3. Disbursement of Loan Proceeds. (a) The Loan proceeds shall be paid to Borrower simultaneously with closing on the acquisition of the Property by the Borrower ("Loan Closing Date"). (b) The following events shall be conditions precedent to the payment of the Loan proceeds to Borrower on the Loan Closing Date: 391640v2 MNI MN325-23 (i) Borrower having executed and delivered to Lender, prior to the Loan Closing Date and without expense to Lender, executed copies of this Agreement and the Note, and Borrower further having caused to be executed and delivered to Lender a mortgage in substantially the form set forth hereto at Exhibit C (the "Mortgage"); (ii) Borrower having provided evidence of satisfactory to Lender of the purchase price payable on the Property; (iii) Borrower having provided evidence satisfactory to Lender that Borrower has established a separate accounting system for the exclusive purpose of recording the receipt and expenditure of the Loan proceeds; and (iv) Borrower having paid $500 to Lender as a loan origination fee; and (v) Borrower having paid to Lender the full amount of the legal fees incurred by Lender in the negotiation and preparation of this Agreement and any other agreement or instrument securing the Loan. 4. Representations and Warranties. Borrower represents and warrants to Lender that: (a) Borrower is duly authorized and empowered to execute, deliver, and perform this Agreement and to borrow money from Lender. (b) The execution and delivery of this Agreement, and the perfonnance by Borrower of its obligations hereunder, do not and will not violate or conflict with any provision of law and do not and will not violate or conflict with, or cause any default or event of default to occur under, any agreement binding upon Borrower. (c) The execution and delivery of this Agreement has been duly approved by all necessary action of Borrower, and this Agreement has in fact been duly executed and delivered by Borrower and constitutes its lawful and binding obligation, legally enforceable against it. (d) Borrower warrants that it shall keep and maintain books, records, and other documents relating directly to the receipt and disbursements of Loan proceeds and that any duly authorized representative of Lender shall, at all reasonable times, have access to and the right to inspect, copy, audit, and examine all such books, records, and other documents of Borrower pertaining to the Loan until the completion of all closeout procedures and the final settlement and conclusion of all issues arising out of this Loan. (e) Borrower warrants that it has fiilly complied with all applicable state and federal laws pertaining to its business and will continue to comply throughout the terms of this Agreement. If at any time Borrower receives notice of noncompliance from any governmental entity, Borrower agrees to take any necessary action to comply with the state 391640v2 MM MN325-23 2 or federal law in question. (f) Borrower warrants that it will use the proceeds of the Loan made by Lender solely for the Project Costs. (g) Borrower warrants that it will not create, permit to be created, or allow to exist any liens, charges, or encumbrances prior to the obligation created by this Loan Agreement, except as otherwise authorized in writing by Lender. 5. Event of Default by Borrower. The following shall be Events of Default under this Agreement: (a) failure to pay any principal or interest on the Loan when due; (b) any representation or warranty made by Borrower herein or in any document, instrument, or certificate given in connection with this Agreement, the Note, or the Mortgage is false when made; (c) Borrower fails to pay its debts as they become due, makes an assignment for the benefit of its creditors, admits in writing its inability to pay its debts as they become due, files a petition under any chapter of the Federal Bankruptcy Code or any similar law, state or federal, now or hereafter existing, becomes "insolvent" as that term is generally defined under the Federal Bankruptcy Code, files an answer admitting insolvency or inability to pay its debts as they become due in any involuntary bankruptcy case commenced against it, or fails to obtain a dismissal of such case within thirty (30) days after its commencement or convert the case from one chapter of the Federal Bankruptcy Code to another chapter, or be the subject of an order for relief in such bankruptcy case, or be adjudged a bankrupt or insolvent, or has a custodian, trustee, or receiver appointed for, or has any court take jurisdiction of its property, or any part thereof, in any proceeding for the purpose of reorganization, arrangement, dissolution, or liquidation, and such custodian, trustee, or receiver is not discharged, or such jurisdiction is not relinquished, vacated, or stayed within thirty (30) days of the appointment; (d) a garnishment summons or writ of attaclunent is issued against or served upon Lender for the attachment of any property of Borrower in Lender's possession or any indebtedness owing to Borrower, unless appropriate papers are filed by Borrower contesting the same within thirty (30) days after the date of such service or such shorter period of time as may be reasonable in the circumstances; (e) any breach or failure of Borrower to perfonn any other term or condition of this Agreement not specifically described as an Event of Default in this Agreement and such breach or failure continues for a period of thirty (3 0) days after Lender has given written notice to Borrower specifying such default or breach, unless Lender agrees in writing to an extension of such time prior to its expiration; provided, however, if the failure stated in the notice cannot be corrected within the applicable period, Lender will not unreasonably withhold its consent to an extension of such time if corrective action is instituted by 39164Ov2 MNI MN325-23 Borrower within the applicable period and is being diligently pursued until the Default is corrected, but no such extension shall be given for an Event of Default that can be cured by the payment of money (i.e., payment of taxes, insurance premiums, or other amounts required to be paid hereunder); (f) any breach by Borrower of any other agreement between Borrower, and Lender, or the City of Monticello, Minnesota. 6. Lender's Remedies upon Borrower's Default. Upon an Event of Default by Borrower and after provision by Lender of written notice, Lender shall have the right to exercise any or all of the following remedies (and any other rights and remedies available to it): (a) declare the principal amount of the Loan and any accrued interest thereon to be immediately due and payable upon providing written notice to Borrower; (b) suspend its performance under this Loan Agreement; (c) take any action provided for at law to enforce compliance by Borrower with the terms of this Agreement and the Note; (d) exercise its rights under the Mortgage. In addition to any other amounts due on the Loan, and without waiving any other right of Lender under any this Agreement or any other instrument securing the Loan applicable documents, Borrower shall pay to Lender a late fee of $250 for any payment not received in full by Lender within 30 calendar days of the date on which it is due. Furthermore, interest will continue to accrue on any amount due until the date on which it is paid to Lender, and all such interest will be due and payable at the same time as the amount on which it has accrued. 7. Lender's Costs of Enforcement of Agreement. If an Event of Default has occurred as provided herein, then upon demand by Lender, Borrower shall pay or reimburse Lender for all expenses, including all attorneys fees and expenses incurred by Lender in connection with the enforcement of this Agreement and the Note, or in connection with the protection or enforcement of the interests and collateral security of Lender in any litigation or bankruptcy or insolvency proceeding or in any action or proceeding relating in any way to the transactions contemplated by this Agreement. 8. Indemnification. (a) Borrower shall and does hereby agree to indemnify against and to hold Lender, and its officers, agents, and employees, harmless of and from any and all liability, loss, or damage that it may incur under or by reason of this Agreement, and of and from any and all claims and demands whatsoever that may be asserted against Lender by reason of any alleged obligations or undertakings on its part to perform or discharge any of the tenns, covenants, or agreements contained herein. 39164M MNI MN325-23 4 (b) Should Lender, or its officers, agents, or employees incur any such liability or be required to defend against any claims or demands pursuant to this Section, or should a judgment be entered against Lender, the amount thereof, including costs, expenses, and attorneys fees, shall bear interest thereon at the rate then in effect on the Note, shall be secured hereby, shall be added to the Loan, and Borrower shall reimburse Lender for the same immediately upon demand, and upon the failure of Borrower to do so, Lender may declare the Loan immediately due and payable. (c) This indemnification and hold harmless provision shall survive the execution, delivery, and perfonnance of this Agreement and the creation and payment of any indebtedness to Lender. Borrower waives notice of the acceptance of this Agreement by Lender. (d) Nothing in this Agreement shall constitute a waiver of or limitation on any immunity from or limitation on liability to which Borrower is entitled under law. 9. Miscellaneous. (a) Waiver. The perfonnance or observance of any promise or condition set forth in this Agreement may be waived, amended, or modified only by a writing signed by Borrower and Lender. No delay in the exercise of any power, right, or remedy operates as a waiver thereof, nor shall any single or partial exercise of any other power, right, or remedy. (b) Assi nent. This Agreement shall be binding upon Borrower and its successors and assigns and shall inure to the benefit of Lender and its successors and assigns. All rights and powers specifically conferred upon Lender may be transferred or delegated by Lender to any of its successors and assigns. Borrower's rights and obligations under this Agreement may be assigned only when such assignment is approved in writing by Lender. (c) Governing Law. This Agreement is made and shall be governed in all respects by the laws of the state of Minnesota. Any disputes, controversies, or claims arising out of this Agreement shall be heard in the state or federal courts of Minnesota, and all parties to this Agreement waive any objection to the jurisdiction of these courts, whether based on convenience or otherwise. (d) Severability. If any provision or application of this Agreement is held unlawful or unenforceable in any respect, such illegality or unenforceability shall not affect other provisions or applications that can be given effect, and this Agreement shall be construed as if the unlawful or unenforceable provision or application had never been contained herein or prescribed hereby. (e) Notice. All notices required hereunder shall be given by depositing in the U.S. mail, postage prepaid, certified mail, return receipt requested, to the following addresses (or such other addresses as either party may notify the other): 39164M MNI MN325-23 5 To Lender: City of Monticello Economic Development Authority 505 Walnut Street Suite 1 Monticello, MN 55362 Attn: Executive Director To Borrower: Jacobson Veterinary Properties LLC 1260 S. Cedar Street Monticello, MN 55362 (f) Termination. If the Loan is not disbursed pursuant to this Agreement by December 31, 2011, this Agreement shall terminate and neither party shall have any further obligation to the other, except that if the Loan is not disbursed because Borrower has failed to use its best efforts to comply with the conditions set forth in Section 3 of this Agreement then Borrower shall pay to Lender all reasonable attorneys fees, costs, and expenses incurred by Lender in connection with this Agreement and the Note. (g) Entire Agreement. This Agreement, together with the Exhibits hereto, which are incorporated by reference, constitutes the complete and exclusive statement of all mutual understandings between the parties with respect to this Agreement, superseding all prior or contemporaneous proposals, communications, and understandings, whether oral or written, concerning the Loan. (h) Headings. The headings appearing at the beginning of the several sections contained in this Agreement have been inserted for identification and reference purposes only and shall not be used in the construction and interpretation of this Agreement. 39164Ov2 MNI MN325-23 6 IN WITNESS WHEREOF, this Agreement has been duly executed and delivered by the proper officers thereunto duly authorized on the day and year first written above. CITY OF MONTICELLO ECONOMIC DEVELOPMENT AUTHORITY President ' 41,By: �. Executive D' ector (SIGNATURE PAGE TO LOAN AGREEMENT - CITY OF MONTICELLO ECONOMIC DEVELOPMENT AUTHORITY] 39164Ov2 MNI MN325-23 7 JACOBSON VETERINARY PROPERTIES LLC l By( Title: L9' i Cc�'�' [SIGNATURE PAGE TO LOAN AGREEMENT - JACOBSON VETERINARY PROPERTIES LLC] 391640v2 MNI MN325-23 EXHIBIT A LEGAL DESCRIPTION That property located in the City of Monticello, Wright County, Minnesota and legally described as follows. Lot 1, Block 1, Monticello Business Center 6t1i Addition 39164Ov2 MNI NIN325-23 A-1 EXHIBIT B PROMISSORY NOTE -$50,000- -3.0%- 2011 Jacobson Veterinary Properties LLC, a Minnesota limited liability company ("Maker"), for value received, hereby promises to pay to the City of Monticello Economic Development Authority, a public body corporate and politic under the laws of Minnesota or its assigns (Authority and any assigns are collectively referred to herein as "Holder"), at its designated principal office or such other place as the Holder may designate in writing, the principal sum of Fifty Thousand and no/100ths Dollars ($50,000) or so much thereof as may be advanced under this Note, with interest as hereinafter provided, in any coin or currency that at the time or times of payment is legal tender for the payment of private debts in the United States of America. The principal of and interest on this Note are payable in installments due as follows: 1. Interest at the rate of three percent (3.0%) per annum shall accrue from the Loan Closing Date, as defined in the loan agreement of even date between Borrower and Lender ("Loan Agreement") until the Loan is repaid in full. 2. Payinents of principal and interest shall commence on Janary 1, 2012 (the "Initial Payment Date") and continue on the first day of each and every month thereafter until paid in full. Such payments shall fiilly amortize the principal and interest over three (3) years; and the final payment of unpaid principal and interest shall be due and payable on the first day of the thirty-sixth (36t) month following the Initial Payment Date. 3. The Maker shall have the right to prepay the principal of this Note, in whole or in part, on any date a principal and interest payment is due and payable. 4. This Note is given pursuant to the Loan Agreement and a mortgage of even date herewith delivered by Borrower. If any such security is found to be invalid for whatever reason, such invalidity shall constitute an Event of Default hereunder. All of the agreements, conditions, covenants, provisions, and stipulations contained in the Loan Agreement, the Mortgage, or any other instrument securing this Note are hereby made a part of this Note to the same extent and with the same force and effect as if they were Lilly set forth herein. It is agreed that time is of the essence of this Note. If an Event of Default occurs under the Loan Agreement, the Mortgage, or any other instrument securing this Note, then the Holder of this Note may at its right and option, without notice, declare immediately due and payable the principal balance of this Note and interest accrued thereon, together with reasonable attorneys fees and expenses incurred by the Holder of this Note in collecting or enforcing payment hereof, whether by lawsuit or otherwise, and all other sums due hereunder or any instrument securing this Note. The Maker of this Note agrees that the Holder- of this Note may, without notice to and without affecting 39164Ov2 MNI MN325-23 B-1 the liability of the Maker, accept additional or substitute security for this Note, or release any security or any party liable for this Note or extend or renew this Note. 5. The remedies of the Holder of this Note as provided herein, and in the Loan Agreement, the Mortgage, or any other instrument securing this Note shall be cumulative and concurrent and may be pursued singly, successively, or together, and, at the sole discretion of the Holder of this Note, may be exercised as often as occasion therefor shall occur; and the failure to exercise any such right or remedy shall in no event be construed as a waiver or release thereof. The Holder of this Note shall not be deemed, by any act of omission or commission, to have waived any of its rights or remedies hereunder unless such waiver is in writing and signed by the Holder and then only to the extent specifically set forth in the writing. A waiver with reference to one event shall not be construed as continuing or as a bar to or waiver of any right or remedy as to a subsequent event. This Note may not be amended, modified, or changed except only by an instrument in writing signed by the party against whom enforcement of any such amendment, modifications, or change is sought. 6. If any tern of this Note, or the application thereof to any person or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Note, or the application of such term to persons or circumstances other than those to which it is invalid or unenforceable shall not be affected thereby, and each tern of this Note shall be valid and enforceable to the fullest extent pennitted by law. 7. It is intended that this Note is made with reference to and shall be construed as a Minnesota contract and is governed by the laws thereof. Any disputes, controversies, or claims arising out of this Agreement shall be heard in the state or federal courts of Minnesota, and all parties to this Agreement waive any objection to the jurisdiction of these courts, whether based on convenience or otherwise. 8. The perfonnance or observance of any promise or condition set forth in this Note may be waived, amended, or modified only by a writing signed by the Maker and the Holder. No delay in the exercise of any power, right, or remedy operates as a waiver thereof, nor shall any single or partial exercise of any other power, right, or remedy. 9. IT IS HEREBY CERTIFIED AND RECITED that all conditions, acts, and things required to exist, happen, and be perfonned precedent to or in the issuance of this Note do exist, have happened, and have been perfonned in regular and due fonn as required by law. [REST OF THE PAGE INTENTIONALLY LEFT BLANK] 39164M MNI MN325-23 B-2 IN WITNESS WHEREOF, the Maker has caused this Note to be duly executed as of the day of , 2011. JACOBSON VETERINARY PROPERTIES LLC By�r Title: , %. ,' i [SIGNATURE PAGE FOR PROMISSORY NOTE -JACOBSON VETERINARY PROPERTIES LLCM 391640v2 MNI NIN325-23 B-3 EXHIBIT C MORTGAGE MORTGAGE MORTGAGE REGISTRY TAX DUE HEREON: -$5000.00- THIS INDENTURE, Made this day of , 2011 between Jacobson Veterinary Properties LLC, a Minnesota limited liability company, Mortgagor, and City of Monticello Economic Development Authority, Mortgagee, WITNESSETH, That Mortgagor, in consideration of and to secure Mortgagor's promissory note of even date herewith (the Note) of the loan of the sum of FIFTY THOUSAND AND 00/100 DOLLARS to Mortgagor, in hand paid by Mortgagee, the receipt whereof is hereby acknowledged by Mortgagor, does hereby convey unto Mortgagee, forever, real property in Wright County, Minnesota, described as follows: Lot I. Block 1, Monticello Business Center 6t1' Addition together with all hereditaments and appurtenances belonging thereto (the Property). TO HAVE AND TO HOLD THE SAME, to Mortgagee forever. Mortgagor covenants with Mortgagee as follows: That Mortgagor is lawfully seized of the Property and has good right to convey the same; that the Property is free from all encumbrances, except a first mortgage in favor of US Bank securing a loan of no more than $ ; that Mortgagee shall quietly enjoy and possess the same; and that Mortgagor will warranty and defend the title to the same against all lawful claims not hereinbefore specifically excepted. PROVIDED, NEVERTHELESS, That if Mortgagor shall pay or cause to be paid to Mortgagee the sum of Fifty Thousand and 00/100 DOLLARS, according to the ten -ns of the Note, the final payment being due and payable on the date and with interest at the rate provided in the Note, and shall pay or cause to be repaid to Mortgagee, at the tunes and with interest as specified, all sums advanced in protecting the lien of this Mortgage, in payment of taxes on the Property and assessments payable therewith, insurance premiums covering buildings thereon, 391640v2 MN1 MN325-23 C-1 principal or interest on any prior liens, expenses and attorneys fees herein provided for and sums advanced for any other purpose authorized herein, and shall keep and perform all the covenants and agreements herein contained, then this Mortgage shall be null and void, and shall be released at Mortgagor's expense. AND MORTGAGOR covenants with Mortgagee as follows: 1. to pay or cause to be paid the principal sum of money and interest as specified in the Note; 2. to pay all taxes and assessments now due or that may hereafter become liens against the Property before penalty attaches thereto; 3. to keep all buildings, improvements and fixtures now or later located on or a part of the Property insured against loss by fire, extended coverage perils, vandalism, malicious mischief and, if applicable, steam boiler explosion, for at least the amount of Fifty Thousand and 00/100 Dollars at all tunes while any amount remains unpaid under this Mortgage. If any of the buildings, improvements or fixtures are located in a federally designated flood prone area, and if flood insurance is available for that area, Mortgagor shall procure and maintain flood insurance in amounts reasonably satisfactory to Mortgagee. Each insurance policy shall contain a loss payable clause in favor of Mortgagee affording all rights and privileges customarily provided under the so-called standard mortgage clause. In the event of damage to the Property by fire or other casualty Mortgagor shall promptly give notice of such damage to Mortgagee and the insurance company. The insurance shall be issued by an insurance company or companies licensed to do business in the State of Minnesota and acceptable to Mortgagee. The insurance policies shall provide for not less than ten days written notice to Mortgagee before cancellation, non -renewal, termination, or change in coverage, and Mortgagor shall deliver to Mortgagee a duplicate original or certificate of such insurance policies; 4. to pay or cause to be paid, when due, both principal and interest of all prior liens or encumbrances, if any, and to keep the Property free and clear of all other prior liens or encumbrances; 5. to commit or permit no waste on the Property and to keep it in good repair; 6. to complete forthwith any improvements which may hereafter be under course of construction on the Property; and 7. to pay any other expenses and attorneys fees incurred by Mortgagee by reason of litigation with any third party for the protection of the lien of this Mortgage. In case of Mortgagor's failure to pay or cause to be paid said taxes and assessments, prior liens or encumbrances, expenses and attorneys fees as above specified, or to insure or to cause to be insured said building, improvements, and fixtures and deliver or cause to be delivered the policies as aforesaid, Mortgagee may pay such taxes, assessments, prior liens, expenses and attorneys fees and interest thereon, or obtain such insurance, and the sums so paid shall bear interest from the date of such payment at the same rate set forth in the Note, and shall be impressed as an additional lien upon the Property and be immediately due and payable from Mortgagor to Mortgagee and this Mortgage shall from date thereof secure the repayment of such advances with interest. 391640v2 MNI MN325-23 C-2 In case of default in any of the foregoing covenants, Mortgagor confers upon the Mortgagee the option of declaring the unpaid balance of the Note, and the interest accrued thereon, together with all sums advanced hereunder, immediately due and payable without notice, and hereby authorizes and empowers Mortgagee to foreclose this Mortgage by judicial proceedings or to sell the Property at public auction and convey the salve to the purchaser in fee simple in accordance with the statute, an out of the moneys arising from such sale to retain all sums secured hereby, with interest and all legal costs and charges of such foreclosure and the maximum attorneys fees permitted by law, which costs, charges and fees Mortgagor agrees to pay. The terms of this Mortgage shall run with the Property and bind the parties hereto and their successors in interest. [REST OF PAGE INTENTIONALLY BLANK] 391640v2 MNI MN325-23 C_3 IN TESTIMONY WHEREOF, Mortgagor has hereunto set its hand the day and year first above written. JACOBSON VETERINARY PROPERTIES LLC Bye � Its S r ci -ice STATE OF MINNESOTA ) ) ss. COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this N day of �$�' �, 2011, by, the L;,k,�,� ,,,, of Jacobson Veterinary Properties LLC, a Minnesota limited liability company, on behalf of the company. �1fiA`fI R -E OF PERSON TAKING ACKNOWLEDGMENT NOTARIAL STAMP OR SEAL (OR OTHER TITLE OR RANK) of - P0000000.000 DEBRA A. WARD This document drafted by: — NOTARY PUBLIC - MINNESOTA Comttis�ai tes Jit. 31, 2015 My 6cpfl Kennedy &Graven, Chartered (MNI) 470 US Bank Plaza Minneapolis, MN 55402 FAILURE TO RECORD OR FILE THIS MORTGAGE MAY AFFECT THE PRIORITY OF THIS MORTGAGE 391640v2 MNI MN325-23 C-4 CERTIFICATION STATE OF MINNESOTA COUNTY OF WRIGHT I hereby certify that the foregoing is a true and correct copy of Resolution #2011-96, which was duly passed, adopted and approved by the Monticello Economic Development Authority at their scheduled meeting on September 14, 2011, and recorded in minutes of said meetings. Notary Public:�`%� l Date: (STAMP) KERRY T. BURRI r NOTARY PUBLIC - MINNESOTA {:• My Commission Expires Jan. 31, 2015 391681v1 MNI MN325-23