View the PDF version Google Docs PDF Viewer
CONTINGENT ASSIGNMENT AGREEMENT
'rhis Contingent Assignment Agree:ment ("Agreement"), b:y and het'wee~. Adelaide Pointe
QOZB, LLC .('.'Adelaide" or "Bo:rrower") and ChoiceOne Bank ('ChoiceOhe;, or ''Lender'') is
ma'de onDecen1her 12, 2023 (the "Effective nate")on the terJ'.l1s and eondi.tions setfotth below.
RACE.GROUND
In orde1; to ,secure a loan enternd into by Adelaide, and Ohoice.On,e on. V'!Awlh t~ ' 20"!:1
fc>l' the construction of a boat stprage· buildhig; Adel aide wishes to assign and OhoiceOne
wishes to ac.cept 1:!.11 assignment of the limit.ed rights an.d l'esponsibilities p.ertaining to· the
use of City propercy for the purpose· of using a cer:tai.1,1 ho.at la~nch. (the "Boat Launch")
adjacent to a ce'l:tain dry boat storage buildi.ng on Adelaide. property (the "Boat Storage
.Building"), pursuant to the terms of the ·eooperative Developme.n t and Use Agreen:ient. The
exe1·ds.e.of such rights by Cho~ceOne shall be contingent upon the default of Adelaide. under
the terms of'the loan document.s.
NOW 'rHEREFORE, in con$ideration of the promises apd the. r'espective an:d. mutual
agteeme·nts ·contained herein, said part~es·h ereby ag1~ee as.follow$:
1. 'Purpose~ This Assignment fa made for valuable consider.ati.o n r~ceived to .s.e cur~ the ·
payment ·o f .Borrower's debt to Lende1· under the loan documents . and to secure the
performance of Borrower's o];)ligatiolis under the d:ocu·ments.
2.- Assign·m eht~ BorroWei.', contingent on the defaul~ descdbed in Pin·agra'ph 3 of this
A:greerrtent,. assigns andtransfers:to Lende1: the limited rights ·and re&ponsibilities of the use
of the Bo~t Launch, a~ set forth· in ·Paragraph 2 .:of the Cooperative Development and Use
Agre.emen.t, in the name of tbe B,orrower. Such assignment shall onlr be effective for the:
owner ·of the Boat Storage Building.
'Such assignment does no.t alter; and is subject to, the rights, re~ponsioilitie$, rerii¢clies, and
obligations h~ld by Adelaide or City under the tei.'rhs of the Cooper•ative Development and
I
Use Agre·e meht as a wl:'ole. If such a:ssignm~nt itself results in any alteration of the
responsibilities and obli,·atio11°s under the terms of the .Cooperative Development and Use
Agreeme:n t as ,a whole ~eld .by Borrower or Le_n der, such alteration must be specifically
approved,. in writing, b/J City, prior to the. vesting of any :dghts in Lender
. as an assignee.
. - If
the Cooperative Devel9pmelit" and Use J\~reernent is-t~rmin~~d or expires, this assignment
!
is· voicled. f _!
3. Contingent c"on default. B"orrower agrees that the assighment· described in
Paragi·aph -2· of thi4 Agreement, whfoh is ·limited tQ the use of the Boat Lautich, shall
automatic_a lly a·ssign and ti·ansfer to Lender upon a: default und,er the. loan documents that
I
continues beyond/ he cure :pei."iod for such a default, upon written notice to Borrower: aftei·
S"\.tch a ·defm,i1t, aefci. when Le.n der become$ the owner of the Boat Storage Building.
/
4. Status ~f the Cooperative Use Agreement. Bohowe_r wafrants to Lender- that.the
.
GooperativeUs·e Agreementis in,ef:fect; that Borr.o\.\l'erhas not ai,,sign~d, pledged, transferred-,
01· otherwi&e e,-ic111n be;red t_h e Coopei'ative Use A~1.-eement ·or Bqn:ower's rights ot: interests in
that agreeme.nt; and that no party to the Cooperative Development-and Use Ag-r eeme11t is in
default under that agreement ~)!:cept as previously disclo·sed ih writin~ to Lender.
5. Tr~nsferability. Lender 111ay assign its h:q1ited.rights to tlie lise of t_
he Boat Launch,
asset forth in this Agi"eement, to,a subsequent buyer of the. Boat Storage Bi.tilding. Such
-assignment shall only vest wheh s1ich sale·'is closed and the buyei:- beGomes_the owner· of the
Boat Storage Building. In tile ·event that Lender does hot assign its limited r1ghts t.o a
subsequent -buyer of the Boat Storage·B uild.ing and such buyer in fact become_s the owner of
the Boat Storage B'uilclif.Jg, thisA_greement_is terminated.
.{:!. Notices~ -All notices undl:ir this Agreement shall be effective upon .r eceipt ~nd shall
l;re addJ.·€!s~ed as fpllows:
To Borrower:
Adelaide
Addrei,s
To Lender:
Choic'eOne
Addtess
To dit~:
City-of Muskegon
Attn:· City Manager
933" Terrace Street
Muskegon, MI 49,14·0
With copy· tp:
Parmentei.· Law
Attn: City Attorney
601 Terrace Stteet
Mm~kegon, fyl1 49440
7. Miscellaneous..
(a) Binding effect.. This Agreement shall pind the_Le.o der and Borrower' a'nd their
respective as?igns .
.(b) Ftill ex~cution. This Agreement requires the signl:j.tµre·ofthe l,1:nder and BQrrower;
a-nd the consent-of City. Until ftiQyexecuted, this Ag1·e.e ment is of no binding·fowe or
effect and, if not fully executed, this·Agrl:)ei:pent is void.
(:c ) Governing iaw. This Agreement shall by governed by_, and interpreted in
accordance.with, the laws of the State .o fMichigan.
(d) Counterparts. This Agreement may :be e4ecuteq. in. counterparts,. and each set df
d;t,1ly deliv(;:!req. identical cmu,nterparts which includes all sigm,1tori.~s; sh~-Ulie deemed
tobe. one original document.
(e) Electronic signatures. Electronic copies of the signed Agreenientshl;l.11 constitute a
· valid, enforceable a_gTeement.
(f). Effective date. This..Agreement ~s effective.
. as. of. .the Effective
. Date, defined above..
The foregoing Agree1nent is accepted and agre()d to:
BORROWER LENDER
GhoiceOne
Nam ..>-'>'- ~~
Title Cbt'<2r-
Date -s- \d-~~
ACKNOWLEDGEMENT AND AGREEMENT TO
CONTINGENT ASSIGNMENT
1. Acknowledgement. City, under the Cooperative Development and Use Agreement
subject to the above Contingent Assignment Agreement ("Agreement"), acknowledges and
consents to the preceding Agreement. This acknowledgement is effective as of the Effective
Date of the Agreement.
2. Recognition of Lender. City agrees that, on notification to City by Lender, if there
has been a default of the loan between Adelaide and ChoiceOne and that Lender has elected
to exercise its rights under that Agreement, City will recognize Lender as the holder of the
rights described in this Agreement.
3. Agreements of City. City agrees, after the Effective Date of the Agreement, as
follows:
(a) City shall notify Lender in writing of any default by Borrower under the
Cooperative Development and Use Agreement.
(b) City recognizes that, under this subsection, Lender may cure any such default of
Borrower under the Cooperative Development and Use Agreement, subject to the
timeliness requirements set forth therein.
CITY
Date: March 14, 2024