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06-9830r RESOLUTION NO. 9830 RESOLUTION APPROVING SECOND AMENDMENT TO ESCROW AGREEMENT WHEREAS, on or about July 27,2005, the Housing Authority in and for the City of Richfield (the "Authority") and Ryan Companies US, Inc. ("Ryan") entered into a Contract for Private Development (the "Contract") calling for the redevelopment of certain tracts of land all as fully described in the Contract; and WHEREAS, the Contract was amended by First Amendment dated June 30, 2006, by Second Amendment dated July 21,2006, and Third Amendment dated August 16, 2006; and WHEREAS, on or about June 30, 2006, the HRA, Ryan and the City of Richfield did enter into an escrow agreement (the "Escrow Agreement") providing for the delivery into escrow of certain instruments and documents to be held in escrow and thereafter delivered all in accordance with the terms of the Escrow Agreement; and WHEREAS, on or about July 21, 2006, the Escrow Agreement was amended by First Amendment on or about July 21,2006. WHEREAS, events subsequent to the Escrow Agreement have occurred that require the amendments to the Escrow Agreement for the project to move forward; and WHEREAS, the parties desire to address such matters though certain amendments to the Escrow Agreement; and WHEREAS, the City Council has reviewed and is familiar with the proposed amendment to the Escrow Agreement entitled: Second Amendment to the Escrow Agreement ("Second Amendment"), and is satisfied that the terms thereof carry out the intentions of the parties, and are necessary and appropriate for the Development. NOW THEREFORE, BE IT RESOLVED by the City Council of the City of Richfield, Minnesota as follows: The Second amendment is hereby in all respects approved. Upon completion of such modifications, the Mayor and City Manager are authorized and directed on behalf of the City Council, after consultation with legal counsel, to take all steps and do all things necessary to effectuate the provision of the Second Amendment. Adopted by the City Council of the City of Richfield, Minnesota this 26h day of September 2006. \ 1. 2. ATTEST: ~