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
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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
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Jill' . Ryan
ssione 1
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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.
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(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.
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(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;
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(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:
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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
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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
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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)
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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
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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
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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
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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
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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
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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.
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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.
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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.
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Exhibit D
RD Loan Documents
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