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HomeMy Public PortalAboutr 22-159�Rnofufiou of # e Pozoug4 of (gartt -r l No. #22 -159 Dale of Adoption July 21, 2022 RESOLUTION OF THE BOROUGH OF CARTERET AUTHORIZING THE TRANSFER OF THE PROJECT LOCATED AT 36 WASHINGTON AVENUE FROM CARTERET LOFTS URBAN RENEWAL, LLC TO LIVING CARTERET URBAN RENEWAL, LLC, VILLA CARTERET URBAN RENEWAL, LLC AND RK CARTERET URBAN RENEWAL, LLC, AS TENANTS IN COMMON WHEREAS, on September 18, 2018, the Borough and Carteret Lofts Urban Renewal, LLC (the "Redeveloper") entered into that certain redevelopment agreement (the "Redevelopment Agreement ") for a mixed use project on real property commonly known as 36 Washington Avenue, Carteret, New Jersey and identified on the tax maps of the Borough as Block 6502, Lot 1 (the "Project"); and WHEREAS, in 2019 the Borough and the Redeveloper entered into that certain financial agreement (the "Financial Agreement" and together with the Redevelopment Agreement, the "Agreements ") whereby the Borough granted a tax exemption to the Redeveloper for the Project; and WHEREAS, the Redeveloper is seeking to transfer the Project "and assign the Agreements to Living Carteret Urban Renewal, LLC, Villa Carteret Urban Renewal, LLC and RK Carteret Urban Renewal, LLC, as tenants in common (collectively, the "Assignee "); and ' WHEREAS, Redeveloper and the Assignee have requested the Borough's consent to the transfer of the Project and the assignment and asmnption of the Agreements; and WHEREAS, the Borough desires to approve the transfer of the Project from the Redeveloper to the Assignee and to enter into that certain Assignment and Assumption Agreement in the form attached hereto as Exhibit A. NOW, THEREFORE, BE IT RESOLVED as follows: Section 1. The Borough hereby consents to and approves of the transfer of the Project from the Redeveloper to the Assignee. Section 2. The Assignment and Assumption Agreement is hereby authorized to be executed and delivered on behalf of Lire Borough by either the Mayor, Chief Financial Officer or Director of Law (each an "Authorized Officer "), in substantially the form attached hereto, with such changes as an Authorized Officer, in its respective sole discretion, after consultation with such counsel and any advisors to the Borough (collectively, the "Borough Consultants "), as such Authorized: Officer deems necessary, desirable or convenient in such Authorized Officer's sole discretion. Section 3. The Borough Clerk is hereby authorized and directed, upon the execution of each of the Assignment and Assumption Agreement in accordance with the terms of Section 2 hereof, to attest to the Authorized Officer's execution of the Assignment and Assumption Agreement and is hereby further authorized and directed to thereupon affix the seal of the Borough. EXHIBIT A FORM OF ASSIGNMENT AND ASSUMPTION AGREEMENT No. #22 -159 PAGE 2 of 2 Section 4. The Authorized Officers are each hereby further authorized to perform any act, execute or acknowledge and deliver any other document, instrument, agreement, deed or certificate, which the Authorized Officer, after consultation with the Borough Consultants, deems necessary, desirable or convenient and the Borough Clerk is hereby further authorized and directed to attest to such execution or acknowledgement and to affix the seal of the Borough to any such document, instrument or certificate. Section 5. All actions of the Authorized Officers and the Borough Consultants taken prior to the date of adoption hereof in connection herewith are hereby ratified and approved. Section 6. Upon the adoption hereof, the Borough Clerk shall forward certified* copies of this resolution to Matthew C. Karrenberg, Esq., DeCotiis, EitzPatrick, Cole & Giblin, LLP, Special Redevelopment Counsel to the Borough. Adopted this 21" day of July, 2022 and certified as a true copy of the original on July 22, 2022. CARMELA POGORZELSKI, RMC Municipal Clerk RECORD Or COUNCIL VOTE COUNCILMAN YES NO NV A.B. COUNCILMAN YES NO NV A,B, BELLINO X JOIIAL X DIAZ X DINASCIO X NAPLES X X- Indicate Vote AB- Absent NV -Not Vining XOR- Indicates Vote to Overrule Veto Adopted at a meeting of the Municipal Council J ly 21, 2 22