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EDA Resolution No. 2024-17 (Approving Amended-Restated Rustech GMEF Loan Agrmt)EDA RESOLUTION NO.2024-17 RESOLUTION APPROVING AN AMENDED AND RESTATED LOAN AGREEMENT AND RELATED DOCUMENTS BETWEEN THE CITY OF MONTICELLO ECONOMIC DEVELOPMENT AUTHORITY AND RUSTECH BREWING COMPANY LLC BE IT RESOLVED BY the Board of Commissioners ("Board") of the City of Monticello Economic Development Authority (the "Authority") as follows: Section 1. Recitals. 1.01. The Authority has previously entered into a Greater Monticello Enterprise Fund Loan Agreement dated July 12, 2017, with Rustech Brewing Company LLC (the "Borrower") for a loan in the principal amount of $75,000 (the "Loan") to pay a portion of the costs of certain equipment (the "Equipment") necessary for the operation of a microbrewery and tap room (the "Original Facility") located in the City of Monticello, Minnesota (the "City"), the terms and conditions of which were revised and restated in a Loan Agreement (the "Original Loan Agreement"), by and between Authority and the Borrower. 1.02. In addition, in 2017, to evidence the Loan, the Borrower executed a Promissory Note in the amount of $75,000 (the "Original Note"), and to secure the Loan, the Borrower executed a Security Agreement (the "Original Security Agreement") related to the Equipment, and William Francis Burt and Penny Layne Burt executed a Guaranty Agreement (the "Original Guaranty Agreement" and, together with the Original Loan Agreement, the Original Note and the Original Security Agreement, the "Original Loan Documents"). 1.03. In August 2024, the Borrower sold the Original Facility and moved the Equipment from the Original Facility, which constitutes an Event of Default under the Original Security Agreement (as defined therein). 1.04. Because the Borrower is current on Loan payments and the Borrower has committed to making a payment of $5,000 on the Loan on or before September 30, 2024, the Authority wishes to waive the Event of Default under the Original Security Agreement and amend and restate the Original Loan Documents as provided in an (i) Amended and Restated Loan Agreement (the "Loan Agreement"), (ii) an Amended and Restated Promissory Note (the "Note"), (iii) an Amended and Restated Security Agreement (the "Security Agreement") and (iv) an Amended and Restated Guaranty Agreement (the "Guaranty"). Section 2. Amended and Restated Loan Documents Approved. 2.01. The Authority hereby approves the Loan Agreement in substantially the form presented to the Board, including the Note, the Security Agreement and the Guaranty therein, together with any related documents necessary in connection therewith, including without 1 MN325\47\96921 Lv1 limitation all documents, exhibits, certifications, or consents referenced in or attached to the Loan Agreement (collectively, the "Amended and Restated Loan Documents"). 2.02. The Board hereby authorizes the President and Executive Director, in their discretion and at such time, if any, as they may deem appropriate, to execute the Amended and Restated Loan Documents on behalf of the Authority, and to carry out, on behalf of the Authority, the Authority's obligations thereunder when all conditions precedent thereto have been satisfied. The Amended and Restated Loan Documents shall be in substantially the form on file with the Authority and the approval hereby given to the Amended and Restated Loan Documents includes approval of such additional details therein as may be necessary and appropriate and such modifications thereof, deletions therefrom and additions thereto as may be necessary and appropriate and approved by legal counsel to the Authority and by the officers authorized herein to execute said documents prior to their execution; and said officers are hereby authorized to approve said changes on behalf of the Authority. The execution of any instrument by the appropriate officers of the Authority herein authorized shall be conclusive evidence of the approval of such document in accordance with the terms hereof. This resolution shall not constitute an offer and the Amended and Restated Loan Documents shall not be effective until the date of execution thereof as provided herein. 2.03. In the event of absence or disability of the officers, any of the documents authorized by this resolution to be executed may be executed without further act or authorization of the Board by any duly designated acting official, or by such other officer or officers of the Board as, in the opinion of the City Attorney, may act in their behalf. Upon execution and delivery of the Amended and Restated Loan Documents, the officers and employees of the Board are hereby authorized and directed to take or cause to be taken such actions as may be necessary on behalf of the Board to implement the Amended and Restated Loan Documents. Approved this 11 th day of September, 2024 by the Board of Commissioners of the City of Monticello Economic Development Authority. President ATTEST: MN325\47\96921 Lv1