HomeMy WebLinkAbout4.2c Resolution 2022-009 Consent to Assignment of Syndica PACITY OF COTTAGE GROVE, MINNESOTA
COTTAGE GROVE ECONOMIC DEVELOPMENT AUTHORITY
RESOLUTION 2022 – 009
A RESOLUTION CONSENTING TO THE ASSIGNMENT AND
ASSUMPTION OF THE PURCHASE AGREEMENT BY AND BETWEEN THE
COTTAGE GROVE ECONOMIC DEVELOPMENT AUTHORITY AND SYNDICA, LLP
WHEREAS, on February 8, 2022, by and through Resolution No. 2022-003,
following a public hearing, the Cottage Grove Economic Development Authority (“EDA or
Seller”) approved the sale of the following real property for redevelopment purposes to
Syndica, LLP, a North Dakota limited liability company (“Syndica”):
Outlot A, Glengrove Industrial Park 5th Addition
Abstract Property
PID 20.027.21.42.0009
AND
Lot 1, Block 1, Glengrove Industrial Park 5th Addition, Except the South 50 feet,
Washington County, Minnesota.
Abstract Property
PID 20.027.21.43.0011
(the “Property”); and
WHEREAS, also on February 8, 2022, by and through Resolution No. 2022-003,
the EDA approved the related Purchase Agreement dated February 16, 2022 (“Purchase
Agreement”); and
WHEREAS, pursuant to Section 16 of the Purchase Agreement, Syndica may,
with the consent of Seller, assign its interest in this Agreement to any entity which is
owned or controlled in whole or in part by Austin J. Morris and/or Benjamin N. Meland or
Syndica; and
WHEREAS, Syndica has formed Hemingway Industrial, LLC, a Delaware limited
liability company (“Hemingway”); and
WHEREAS, Syndica and Hemingway have entered into an Assignment and
Assumption of Purchase Agreement dated July 20, 2022, whereby the Purchase
Agreement is assigned and transferred to Hemingway and Hemingway assumes and
agrees to perform, from and after the date of assignment, all of the obligations of Syndica
under the Purchase Agreement; and
CITY OF COTTAGE GROVE, MINNESOTA
COTTAGE GROVE ECONOMIC DEVELOPMENT AUTHORITY
RESOLUTION 2022 – 009
WHEREAS, the EDA agrees to consent to the assignment and assumption of the
Purchase Agreement to Hemingway.
NOW THEREFORE BE IT RESOLVED by the Board of Commissioners of the
Cottage Grove Economic Development Authority, as follows:
1. Pursuant to Section 16 of the Purchase Agreement, the EDA consents to the
assignment and assumption of the Purchase Agreement from Syndica to
Hemingway.
2. The Consent and Release by EDA to the Assignment and Assumption of
Purchase Agreement is hereby approved and the appropriate officials are
authorized to take such action as to effectuate its execution and
implementation.
3. The required EDA representatives are authorized to execute the necessary
documents to transfer and convey title of the Property to Hemingway for
redevelopment purposes.
4. No additional public hearing is needed for the sale of the Property as
Hemingway is related to Syndica.
Adopted this 9th day of August, 2022.
Myron Bailey, President
Attest:
Jennifer Levitt, Executive Director