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HomeMy WebLinkAboutR16-052 Castle Peak Senior Care Project Financing Commissioner Al i c-4grovedadoption s ofthe following resolution: BOARD OF COMMISSIONERS EAGLE COUNTY HOUSING AND DEVELOPMENT MrENT AUTHORITY RESOLUTION NO. 2016- v RESOLUTION AUTHORIZING ANY COMMISSIONER OF THE EAGLE COUNTY HOUSING AND DEVELOPMENT AUTHORITY TO EXECUTE DOCUMENTS ASSOCIATED WITH PERMANENT FINANCING FOR THE CASTLE PEAK SENIOR CARE PROJECT WHEREAS, Eagle County Housing and Development Authority ("ECHDA") is a statutory housing authority established pursuant to C.R.S. 29-4-501, et.seq.; and WHEREAS, ECHDA has all of the powers identified in C.R.S. 29-4-505 and those granted to a city housing authority in C.R.S. 29-4-201 et.seq.; and WHEREAS, the Eagle County Board of County Commissioners serves ex officio as the board of ECHDA; and WHEREAS, pursuant to C.R.S. 29-4-201 et. seq., ECHDA is authorized to participate in projects that create dwelling accommodations to persons who, by virtue of age or disability, have special housing needs or requirements that cannot reasonably be met by existing housing available within Eagle County, Colorado and other persons, without regard to income, as long as the Project substantially benefits persons of low income; and WHEREAS,Venturoni Surveys&Research Inc.,and the Economic Council of Eagle County,prepared a Housing Needs Assessment Update dated June 2012("Needs Assessment"); and WHEREAS, the Needs Assessment included a recommendation that ECHDA should "pursue the development of appropriate senior retirement housing options that can provide for the future housing and health care needs of the elderly population. These retirement housing options would free up existing housing units that can be used for workforce housing needs"; and WHEREAS, Castle Peak Senior Care,LLC ("Castle Peak") is currently constructing a senior living facility consisting of approximately forty-four (44) skilled nursing beds and approximately twenty (20) assisted living units to be located in Eagle, Colorado (hereinafter the "Castle Peak Senior Care Project" or"Project"); and WHEREAS,the development and construction of the Project will serve the needs of populations who, by virtue of age or disability, have special housing needs or requirements that cannot reasonably be met by existing housing available within the boundaries of ECHDA; and WHEREAS, the Project includes benefits for members of the public, including those of low and moderate income, and will provide needed housing and services for elderly and handicapped residents in Eagle County, Colorado; and j/V4a1(14//:, WHEREAS, by Resolution No. 2012-02 dated July 23, 2012, ECHDA was authorized and empowered to acquire, develop, construct, re-construct, finance, re-finance, invest in, own, operate, lease, manage, maintain, repair, sell, exchange and dispose of senior housing, continuum of care retirement housing and other housing types or stock that can provide for the future housing and health care needs of elderly, disabled and other special needs populations within Eagle County, Colorado; and WHEREAS,by ECHDA Resolution No. 2013-108, ECHDA as managing member of Senior Care Land Company LLC, authorized the contribution of approximately 3 acres of land now known as Lot 2, Eagle Ranch,Filing No. 29 according to the plat thereof,recorded June 5, 2015 at Reception Number 201510152 Eagle County, Colorado, (the"Land")to Castle Peak for the Project; and WHEREAS, by ECHDA Resolution No. 2015-016 ECHDA confirmed and authorized a total of Five Million Dollars ($5,000,000) for the development and construction of the Project in the form of a subordinate loan to Castle Peak; and WHEREAS, on or about June 11, 2015, Senior Care Land Company LLC transferred the Land to Castle Peak; and WHEREAS, on or about June 11,2015, Castle Peak closed on a subordinate loan from ECHDA, a subordinate loan from Augustana Care, a Minnesota non-profit corporation, and a construction loan and bridge loan from Alpine Bank all to fund the development and construction of the Project; and WHEREAS,the Project is approximately 80%complete and Castle Peak has the opportunity to close on permanent financing with a favorable interest rate; and WHEREAS, Castle Peak now desires to satisfy the Alpine Bank Construction Loan and obtain permanent financing for the Project from the United States of America, acting through the United States Department of Agriculture,Rural Housing Service("Rural Development"); and WHEREAS, closing on the permanent financing is anticipated to occur on or about June 20, 2016; and WHEREAS,ECHDA will sign a subordination agreement with Castle Peak, Augustana Care, Alpine Bank and Rural Development in connection with the closing substantially in the form attached as Exhibit A; and WHEREAS, in anticipation of the closing,the Board of Commissioners of ECHDA("Board") desires to grant any of the Eagle County Housing and Development Authority Commissioners the authority to execute all documents necessary for closing on the permanent financing associated with the Project. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF THE EAGLE COUNTY HOUSING AND DEVELOPMENT AUTHORITY: THAT, the Board hereby finds that the Project substantially supports ECHDA's mission to serve those individuals and families of low income as well as the elderly and handicapped in Eagle County, Colorado; and THAT, in connection with Castle Peak's development and construction of the Castle Peak Senior Care Project, the Board hereby authorizes and approves the re-subordination of ECHDA's loan in the original principal amount of Five Million and No/100 Dollars ($5,000,000) (the "ECHDA Loan")in favor of Castle Peak to finance Castle Peak's development and construction of the Castle Peak Senior Care Project; and THAT, the Board hereby authorizes and approves any Commissioner to execute and deliver a re-subordation of the ECHDA Loan and any other documents required for closing of the Project's permanent loan as approved by the Eagle County Attorney's Office. THAT, all actions previously taken and all agreements, documents and other instruments previously executed by ECHDA, both in its individual capacity and in its capacity as the sole member of Senior Care Land Company LLC, in each case in connection with the acquisition, development, financing, construction and/or disposition of the Castle Peak Senior Care Project are, in each case, hereby ratified, authorized, confirmed and approved in all respects. THAT, this Resolution is necessary for the health, safety and welfare of the people of Eagle County, Colorado. MOVED,READ AND ADOPTED by the Board of Commissioners of the Eagle County Housing and Development Authority, at its regular meeting held this jZ day of s] UL—t, , 2016. EAGLE COUNTY HOUSING AND V:ptegt DEVELOPMENT AUTHORITY, By and Through Its BOARD OF 1 COMMISSIONERS * ATTEST: %onud° 1 ' t '4^a i v By: , Clerk to the\Bioard anne McQueeney vi hair hair 41111f/2 //"/ Jill' . Ryan ssione 1 /L ! 1 , _ ,{ Ka y C indler-Henry Commiss oner Commissioner seconded adoption of the foregoing resolution. The roll having been called, the vote was as follows: Commissioner McQueeney " Commissioner Ryan I_ N Commissioner Chandler-Henry A This resolution passed by vote of the Board of Commissioners of the Eagle County Housing and Development Authority. EXHIBIT A RURAL DEVELOPMENT SUBORDINATION AND INTERCREDITOR AGREEMENT THIS AGREEMENT shall be effective as of , 2016 (the "Effective Date") and is made and entered into by and among Castle Peak Senior Care, LLC, a Minnesota non profit limited liability company authorized to do business in the State of Colorado, with offices located at 1425 — 10th Avenue, Suite 100, Minneapolis, Minnesota 55404-1395 and 135 Freestone Road, Eagle, Colorado 81631 ("Castle Peak"), Augustana Care, a Minnesota non profit corporation, with offices located at 1425 — 10th Avenue, Suite 100, Minneapolis, Minnesota 55404-1395 ("Augustana"), Eagle County Housing and Development Authority, a public body, corporate and politic, with offices located at 500 Broadway, PO Box 850, Eagle, Colorado 81631 ("ECHDA"), Alpine Bank, a Colorado banking corporation, with offices located at 205 Chambers Avenue, Eagle, Colorado 81631 ("Alpine"), and the United States of America, acting through the United States Department of Agriculture, Rural Housing Service, hereinafter referred to as Rural Development, with offices located at Denver Federal Center, Building 56, Room E-2300, Denver, Colorado 80225 ("RD"). RECITALS: A. Castle Peak has applied for and obtained certain loans and grants from RD, Alpine, ECHDA, and Augustana, and has used or will use the proceeds of such loans and grants to fund the construction of and permanent financing for a senior living facility located at 135 and 195 Freestone Road, Eagle, Colorado 81631 (the "Project"), which has been constructed on real property legally described as Lot 2, Eagle Ranch Filing No. 29, according to the Plat recorded June 5, 2015 at Reception Number 201510152 Eagle County, State of Colorado (the "Project Real Property"). B. Definitions: (1) "Augustana Subordinate Loan" — the loan from Augustana to Castle Peak in the original principal amount of One Million Seven Hundred Thousand and No/100 Dollars ($1,700,000.00) which has been used to fund the construction of the Project. Draft 052316 1 (2) "Augustana Subordinate Loan Documents" — Those documents listed in Exhibit A attached hereto and incorporated herein by reference, which evidence and secure the repayment of the Augustana Subordinate Loan. (3) "ECHDA Subordinate Loan" — A loan from ECHDA to Castle Peak in an original principal amount of Five Million and 00/100 Dollars ($5,000,000.00) which has been used to fund the construction of the Project. (4) "ECHDA Subordinate Loan Documents" — Those documents listed in Exhibit B attached hereto and incorporated herein by reference, which evidence and secure the repayment of ECHDA Subordinate Loan. (5) "Alpine Bridge Loan" — A loan from Alpine to Castle Peak in an original principal amount of One Million, Eight Hundred Thousand and No/100 Dollars ($1,800,000.00) to be used to provide bridge financing of the Project. (6) "Alpine Bridge Loan Documents" — Those documents listed in Exhibit C attached hereto and incorporated herein by reference, which evidence and secure the repayment of the Alpine Bridge Loan. (7) "RD Loan" - Loans from RD to Castle Peak in an aggregate original principal amount of Twelve Million, Five Hundred Twenty-four Thousand and No/100 Dollars ($12,524,000.00)that will be used to provide long term financing of the Project. (8) "RD Loan Documents" — Those documents listed in Exhibit D attached hereto and incorporated herein by reference, which evidence and secure the repayment of the RD Loan. (9) "Loans" — collectively, the Alpine Bridge Loan, RD Loan, the ECHDA Subordinate Loan, and the Augustana Subordinate Loan. (8) "Loan Documents" — collectively the Alpine Bridge Loan Documents, RD Loan Documents, ECHDA Subordinate Loan Documents, and the Augustana Subordinate Loan Documents. Draft 052316 2 (9) "Lenders"—collectively, Alpine, RD, ECHDA, and Augustana. (10) "Augustana ECHDA Intercreditor Agreement" — that certain Augustana ECHDA Subordination and Intercreditor Agreement between and among Augustana, ECHDA, and Castle Peak dated as of June 11, 2015, recorded on June 11, 2015 at Reception Number 201510660, Eagle County, Colorado. C. It is intended that the ECHDA Subordinate Loan, the Augustana Subordinate Loan, the Alpine Bridge Loan, and the RD Loan, together with their corresponding Loan Documents, and other documents referred to herein and the liens created thereby, shall have a certain order of priority. D. The parties hereto wish to specify how the terms and conditions contained in the Loan Documents shall be interpreted in the event of a conflict or inconsistency therein. NOW, THEREFORE, in consideration of one dollar ($1.00) and other good and valuable consideration, and in further consideration of the parties hereto making and entering into the Loans, the parties hereto hereby agree as follows: 1. Consent to Loans, Liens, and Encumbrances, and Restrictive Covenants If Any. The parties hereto agree and consent to the Loans and further agree that the liens, security interests, encumbrances, and restrictive covenants if any created by the Loan Documents shall be deemed to be permitted encumbrances under their respective Loan Documents. The parties hereto further agree to execute any and all documents that any party hereto may reasonably request in order to document that such liens, security interests, encumbrances, and restrictive covenants if any are permitted encumbrances under their respective Loan Documents. 2. Use of Documents. The parties hereto agree and consent to the use of the Loan Documents set forth in the exhibits attached hereto in conjunction with the Loan referenced in each exhibit. In addition, each party hereto, as to the Loan Documents that correspond to its Loan solely and exclusively insofar as said Loan Documents relate to the Project and the Project Real Property, does hereby covenant, warrant, consent and agree that: (i) on the effective date hereof, the described Loan Documents are all of the documents that the party has entered into regarding the corresponding Loan; (ii) on the effective date hereof, there are no documents relating to such Loan other than the described Loan Documents for such Loan; Draft 052316 3 (iii) it will not enter into any other document for such Loan or modify any existing Loan Document that would, in any case, (A) increase the indebtedness or interest rate of or under such Loan, (B) increase the payment frequency of amounts due and owing under any of the Loan Documents, or (C) otherwise have an adverse impact on RD or any other Lender, without, in each case, the prior written consent of the Lenders, as applicable; and (iv) any existing document or documents that may come into existence in the future to which a party hereto is or becomes a party or from which a party hereto obtains a benefit that is different from the benefits that the other parties hereto have received or will receive, and that is not listed in the Loan Documents set forth herein for such Loan, shall, as between RD on the one hand and Alpine, ECHDA, and Augustana, on the other, be of no force or effect until approved and consented to in writing by all of the parties hereto upon which such document has, or will have, an adverse effect, and upon such written approval, such document(s) shall be automatically considered to be included in the exhibit hereto setting forth the Loan Documents for such Loan. The other parties hereto shall execute any document that may reasonably be requested in order to include such document in such exhibit. The foregoing notwithstanding, subject to the requirements of Section 2(iii) immediately above and provided the same at all times remain subject and subordinate to the Loan Documents evidencing and/or securing the RD Loan, Alpine, ECHDA and Augustana may, without the prior written consent of RD, modify their respective Loan Documents and/or enter into new or additional Loan Documents with regard to their respective Loans, in each case in accordance with, and subject to the terms and conditions of, the Augustana ECHDA Intercreditor Agreement. 3. Subordination of Loans and Loan Documents. Except as specifically provided below, each party hereto agrees to the following priority for the provisions contained in the Loan Documents and any and all liens, encumbrances, and covenants created thereby and subordinates its respective Loan Documents and liens, encumbrances, and any covenants created thereby to those Loan Documents and liens, encumbrances, and restrictive covenants if any that are listed as having a priority over its Loan Documents and liens, encumbrances, and restrictive covenants if any created thereby, all solely with respect to the Project Real Property: Draft 052316 4 Loan Documents and Party to the Loan Documents Order of Priority Liens, Encumbrances, and and Holder of Liens, Restrictive Encumbrances, and Restrictive Covenants, if any, Created Covenants, if any, Created Thereby Thereby RD Loan Documents RD and Castle Peak First Alpine Bridge Loan Alpine and Castle Peak Second Documents ECHDA Subordinate ECHDA, Augustana, and Third, Loan Documents, Castle Peak subject to such intercredit:or Augustana Subordinate and subordination provisions Loan Documents, and between ECHDA and Augustana ECHDA Augustana as set forth in the Intercreditor Augustana ECHDA Agreement Intercreditor Agreement 4. Interpretation. The parties hereto are entering into and executing this Agreement in order to establish the subordination and priority of the Loan Documents and any liens, encumbrances, and restrictive covenants created thereby, and, accordingly, such parties hereby agree, understand, and acknowledge that the enforceability of this Agreement is not, and shall not be, restricted, limited, or impaired by the fact that not all of the parties hereto are signatories to each or any of the Loan Documents. 5. Control by Most Stringent Requirements. Notwithstanding the order of priority and subordinations granted herein or any provisions to the contrary contained herein, the parties hereto agree that if there are any inconsistencies contained herein or in the Loan Documents, the most stringent provision shall control, except that the provisions in the RD Loan Documents shall control over any inconsistent or conflicting provision in any other Loan Document. Subject to the Alpine Bridge Loan Documents, if there are any conflicting or inconsistent provisions in the Loan Documents evidencing and/or securing the ECHDA Loan on the one hand, and the Augustana Loan on the other, the Loan Documents evidencing and/or securing the ECHDA Loan shall govern and control, in each case in accordance with, and subject to the terms and conditions of, the Augustana ECHDA Intercreditor Agreement. 6. Absence of Events of Default and Compliance with Closing Requirements. Each party hereto states, represents, and warrants that as to its individual Loan, (i) such Loan has been duly closed, (ii) there are no Events of Default, or events that with the passage of time Draft 052316 5 could constitute an Event of Default, currently existing with respect to its Loan, and (iii) its Loan is in good standing. 7. Additional Provisions. A. No renewal, modification, or extension of time of payment of any indebtedness referred to herein, no releases or surrender of any security therefor, nor any delay or omission in exercising any right or remedy contained therein shall, in any event, impair or affect the subordination of the Loan Documents and the Loans created thereunder and/or rights and obligations of the parties hereunder. B. Any party hereto, in its sole discretion, may waive or release any right or option under the Loan Documents held by it and may exercise or refrain from exercising any right thereunder without the consent of any other party hereto. C. Except as specifically required in this Agreement, the parties waive notice of existence, or extension of time and payment of the loan documentation referred to herein and the indebtedness evidenced thereby, or the disbursement of any sums thereunder. D. Any application or use of funds advanced by any of the parties shall not impair the subordination provided herein. E. Each of the parties hereto waives any right to require marshaling of assets or to require any other party hereto to proceed against or exhaust any specific security for the indebtedness held by it and any defense arising out of the loss or of impairment of any right of subrogation through the lien of any of its respective Loan Documents. F. Each and every covenant, agreement, and other provisions hereof shall be binding upon each of the parties hereto and their successors and assigns and shall inure to the benefit of each of the parties hereto and their successors and assigns and, in particular, to any subsequent holder of the Loan Documents, including, in particular, any person or entity advancing any funds under the respective Loan Documents. G. This Agreement may be modified only by an instrument in writing executed by the parties hereto. No waiver, amendment, or modification by custom, usage, or by implication shall be effective unless in writing signed by the parties. This Agreement shall not be construed as Draft 052316 6 altering, amending, or modifying any of the terms and conditions of the Loan Documents referred to herein except as expressly set forth herein, including, without limitation, the subordination of priorities expressed herein. 8. Notices. All notices to be given by any party to the other under this Agreement shall be in writing and shall be deemed to have been given when delivered personally, or when deposited in the United States Mail, registered or certified postage prepaid, addressed to the party's address listed hereinabove or addressed to any such party at such other address as such party shall furnish subsequently by notice to the other parties. Any notice delivered personally to Castle Peak shall be delivered to the President and Chief Executive Officer of Castle Peak, and any notice delivered personally to any of the other parties to this Agreement shall be delivered to an officer of such party. Any notice delivered personally to Alpine shall be hand delivered to the Alpine location at 205 E. Chambers Ave., Eagle, Colorado to an officer. 9. Execution in Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original but all of which shall constitute one instrument. IN WITNESS WHEREOF, the parties hereto have executed this Rural Development Subordination and Intercreditor Agreement as of the Effective Date. (THE REMAINING PORTION OF THIS PAGE IS INTENTIONALLY LEFT BLANK) Draft 052316 7 Signature Page for Rural Development Subordination and Intercreditor Agreement Executed as of , 2016. CASTLE PEAK: Castle Peak Senior Care, LLC, a Minnesota non profit limited liability company By: Craig A. Kittelson Its: Vice President of Finance and Chief Financial Officer STATE OF MINNESOTA ) ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of , 2016 by Craig A. Kittelson, as Vice President of Finance and Chief Financial Officer of Castle Peak Senior Care, LLC, a Minnesota nonprofit limited liability company. Witness my hand and official seal. My Commission Expires: Notary Public Draft 052316 8 Signature Page for Rural Development Subordination and Intercreditor Agreement Executed as of , 2016. AUGUSTANA: Augustana Care, a Minnesota non profit corporation By: Timothy H. Tucker Its: President and Chief Executive Officer STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of 2016 by Timothy H. Tucker, as President/CEO of Augustana Care, a Minnesota nonprofit corporation. Witness my hand and official seal. My Commission Expires: Notary Public Draft 052316 9 Signature Page for Rural Development Subordination and Intercreditor Agreement Executed as of , 2016. ECHDA: Eagle County Housing and Development Authority, a public body, corporate and politic By: Jeanne McQueeney Its: Chair STATE OF COLORADO ) )ss. COUNTY OF EAGLE ) The foregoing instrument was acknowledged before me this day of , 2016 by Jeanne McQueeney, as Chair of Eagle County Housing and Development Authority, a public body, corporate and politic. Witness my hand and official seal. My Commission Expires: Notary Public Draft 052316 10 Signature Page for Rural Development Subordination and Intercreditor Agreement Executed as of , 2016. Alpine Bank, a Colorado banking corporation By: Its: Vice President STATE OF COLORADO ) )ss. COUNTY OF EAGLE ) The foregoing instrument was acknowledged before me this day of , 2016 by Grant Murphy, as Vice President of Alpine Bank, a Colorado banking corporation. Witness my hand and official seal. My Commission Expires: Notary Public Draft 052316 11 Signature Page for Rural Development Subordination and Intercreditor Agreement Executed as of , 2016. RD United States of America, acting through the United States Department of Agriculture, Rural Housing Service By: Its: STATE OF COLORADO ) )ss. COUNTY OF ) The foregoing instrument was acknowledged before me this day of , 2016 by , as of United States Department of Agriculture, Rural Housing Service. Witness my hand and official seal. My Commission Expires: Notary Public Draft 052316 12 Exhibit A Augustana Subordinate Loan Documents 1. Augustana Subordinate Loan Agreement. 2. Augustana Subordinate Note in the amount of$1,700,000. 3. Augustana Subordinate Deed of Trust from Borrower for the benefit of Lender, recorded in the Real Estate Records of the Clerk and Recorder of the County of Eagle, State of Colorado on June 11, 2015 at Reception No. 201510663. 4. UCC-1 Financing Statement from Borrower, as debtor, in favor of Lender, as secured party, recorded in the real property records of Eagle County, Colorado on June 11, 2015 at Reception No. 201510664. 5. UCC-1 Financing Statement from Borrower, as debtor, in favor of Lender, as secured party, filed on the Office of the Minnesota Secretary of State on June 11, 2015. 6. Augustana Assignment of Licenses, Permits and Contracts from Borrower to Lender. 7. ALTA Loan Policy TAAJ50037465*4 insuring Lender, dated June 11, 2015 in the amount of $1,700,00 issued by Land Title Guarantee Company ("Title Company"). 8. Certificate of the Secretary of the governing entity of Borrower certifying the resolutions of the governing body authorizing Borrower to borrow funds from Lender. 9. Evidence of Insurance on the Property, naming Lender as Mortgagee, Loss Payee, Additional Insured (or other) as required by Lender. Draft 052316 13 Exhibit B ECHDA Subordinate Loan Documents 1. ECHDA Subordinate Loan Agreement. 2. ECHDA Subordinate Note in the amount of$5,000,000. 3. ECHDA Subordinate Deed of Trust from Borrower for the benefit of Lender, recorded in the Real Estate Records of the Clerk and Recorder of the County of Eagle, State of Colorado on June 11, 2015 at Reception No. 201510661. 4. UCC-1 Financing Statement from Borrower, as debtor, in favor of Lender, as secured party, recorded in the real property records of Eagle County, Colorado on June 11, 2015 at Reception No. 201510662. 5. UCC-1 Financing Statement from Borrower, as debtor, in favor of Lender, as secured party, filed in the Office of the Minnesota Secretary of State on June 11, 2015. 6. ECHDA Assignment of Licenses, Permits and Contracts from Borrower to Lender. 7. ALTA Loan Policy TAAJ50037465*3 insuring Lender, dated June 11, 2015 in the amount of$5,000,000 issued by Land Title Guarantee Company("Title Company"). 8. Certificate of the Secretary of the governing entity of Borrower certifying the resolutions of the governing body authorizing Borrower to borrow funds from Lender. 9. Evidence of Insurance on the Property, naming Lender as Mortgagee, Loss Payee, Additional Insured(or other) as required by Lender. Draft 052316 14 Exhibit C Alpine Bridge Loan Documents 1. Limited Liability Company Resolution to Borrow/Grant Collateral. 2. Promissory Note in the principal amount of$1,800,000. 3. Bridge Loan Agreement 4. Bridge Deed of Trust,recorded in the real property records of Eagle County, Colorado on June 11, 2015 under Reception No. 201510657. 5. Commercial Security Agreement 6. UCC-1 Financing Statements from Borrower, as debtor, in favor of Lender, as secured party, recorded in the real property records of Eagle County, Colorado on June 11, 2015 under Reception No. 201510659. 7. UCC-1 Financing Statements from Borrower, as debtor, in favor of Lender, as u party, d on the Office Secretary of State on 8. ALTA sec red Loan Policy yo insuring Lenof derthe, Minnesota dated June Sec 11, 2015, in the amount of $1,800,000 issued by Land Title Guarantee Company("Title Company"). 9. Certificate of Borrower certifying the resolutions authorizing Borrower to borrow funds from Lender. 10. Evidence of Insurance on the Property, naming Lender as Mortgagee, Loss Payee, Additional Insured(or other) as required by Lender. 11. Corporate Resolution to Grant Collateral/Guarantee by Augustana Care 12. Commercial Guarantee by Augustana Care 13. Certificate of Augustana Care certifying the resolutions authorizing Augustana Care to enter into the Commercial Guarantee. Draft 052316 15 Exhibit D RD Loan Documents Draft 052316 16