HomeMy WebLinkAbout1165 Developer Incentive Agreement BILL NO. 2012- 072 ORDINANCE NO.�
AN ORDINANCE AUTHORIZING THE CITY TO ENTER INTO A DEVELOPER INCENTIVE
AGREEMENT RELATING TO THE L-385 LEVEE REDEVELOPMENT PLAN
WHEREAS, pursuant to the Real Property Tax Increment Allocation Redevelopment Act,
Sections 99.800 — 99.865, Revised Statutes of Missouri, as amended ("TIF Act"), the City of
Riverside, Missouri ("City") after recommendation by the Tax Increment Financing Commission
of Riverside, Missouri ("TIF Commission"), approved the L-385 Levee Redevelopment Plan, as
amended ("Redevelopment Plan"), the Redevelopment Project I, the Redevelopment Project I
Area, the Redevelopment Project III, the Redevelopment Project Area I/III, and tax increment
financing for the Redevelopment Project I Area and the Redevelopment Project Area I/III; and
WHEREAS, the Redevelopment Plan, includes approximately 700 acres comprised of
33 parcels of developable property known as the ("Area"), and which was last amended through
passage of Resolution No. 2007-05-01 on May 23, 2007; and
WHEREAS, pursuant to the TIF Act, the City is authorized and empowered to convey
and dispose of the Property to achieve the objectives of the Redevelopment Plan; and
WHEREAS, the City has been working since the time of the adoption of the
Redevelopment Plan to provide for the efficient and orderly development, operation and
management of a retail/commercial/industrial development of the Area for the benefit of the
citizens of the City; and
WHEREAS, the City, the IDA, and UMB Bank, N.A., entered into that certain Financing
and Cooperation Agreement dated as of May 1, 2007 relating to the certain property (the
"Financing AgreemenY'); and
WHEREAS, the Financing Agreement requires that the IDA, upon request of the City,
sell the certain property subject to compliance with the Financing Agreement; and
WHEREAS, the City finished an extensive community-wide Master Planning process
that included the Area and was a combination of economic analysis, land use, infrastructure
planning and financing, design principles and guidelines, and community input; and
WHEREAS, on June 9, 2010, the City issued a Request for Proposals seeking
development proposals from developers to develop all or part of the Area; and
WHEREAS, the City received several proposals in response to the Request for
Proposals, including a proposal from Briarcliff Realty LLC to develop approximately 260 acres of
the Property generally bounded by Horizons Parkway on the west, Interstate 635 on the south
and east and the BNSF railroad line on the north ("Briarcliff Horizons Site"); and
WHEREAS, the City reviewed and evaluated the responses and determined that the
proposal from Briarcliff Reaity, LLC to develop the Briarcliff Horizons Site will best accomplish
the City's vision of development of its property and benefit the citizens of the City; and
WHEREAS, Briarcliff Realty, LLC ("Briarcliff Realty") and the City entered into that
certain Master Development Agreement dated May 10, 2011 (the "MDA"); and
WA 37360532
WHEREAS, Briarcliff Realty changed its name to BR NorthPoint, LLC and assigned all
its rights and obligations under the MDA (but not its rights and obligations under the MDA First
Amendment) to Briarcliff Horizons, LLC, an affiliated entity of Briarcliff Realty pursuant to
Section 12.5(b) of the MDA; and
WHEREAS, On or about February 13, 2012 Briarcliff Horizons, LLC filed articles of
amendment with the Missouri Secretary of State changing its name to Riverside Horizons, LLC
("Developer"); and
WHEREAS, the City wishes to provide an additional incentive to the Developer
WHEREAS, the City and the Developer desire to enter into the Developer Incentive
Agreement to provide additional incentive to the Developer to pursue and secure and develop
job growth within the Riverside Horizons Area, subject to the terms and conditions of such
Agreement; and
WHEREAS, the City has determined that the development the Riverside Horizons Area
as provided for in the Agreement, fulfills a public purpose and will further the growth of the City,
facilitate the development of the Riverside Horizons Area, improve the environment of the City,
increase the assessed valuation of the real estate situated within the City, increase the sales tax
revenues realized by the City, foster increased economic activity within the City, increase
employment opportunities within the City, enable the City to direct the development of the Area,
and otherwise be in the best interests of the City by furthering the health, safety, and welfare of
its residents and taxpayers.
NOW, THEREFOR, BE IT ORDAINED BY THE BOARD OF ALDERMEN OF THE CITY
OF RIVERSIDE, MISSOURI AS FOLLOWS:
SECTION 7- APPROVAL OF DEVELOPER INCENTIVE AGREEMENT. The
Developer Incentive Agreement is hereby approved in substantially the form presented with this
Ordinance (a copy of which document is on file with the City Clerk), and the City is hereby
authorized to enter into, execute and deliver such document with such changes therein as shall
be approved by the officials of the City executing such document, such officials' signatures
thereon being conclusive evidence of their approval and the City's approval thereof.
SECTION 2- AUTHORITY GRANTED. The Mayor, the City Administrator, the City
Attorney, and other appropriate City officials are hereby authorized to take any and all actions
as may be deemed necessary or convenient to carry out and comply with this Ordinance and to
execute and deliver for and on behalf of the City, the attached Developer Incentive Agreement
("Exhibit A") as herein authorized.
SECTION 3- FAILURE TO COMPLY. That failure to comply with all of the provisions
contained in this ordinance shall constitute violations of both this ordinance and the City's
Unified Development Ordinance.
SECTION 4- REPEAL OF ORDINANCES IN CONFLICT. All ordinances or parts of
ordinances in conflict with this ordinance are hereby repealed.
SECTION 5- SEVERABILITY CLAUSE. The provisions of this ordinance are severable
and if any provision hereof is declared invalid, unconstitutional, or unenforceable, such
determination shall not affect the validity of the remainder of this ordinance.
2 WA 3736053.2
SECTION 6- EFFECTIVE DATE. This ordinance shall be in full force and effect from
and after the date of its passage and approval.
BE IT REMEMBERED that the above was read two times by heading only, passed and
approved by a majority of the Board of Aldermen and APPROVED by the Mayor of the City of
Riverside Missouri this 5'" day of November, 2012.
�
yor Kathleen L. Rose
,
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Spe � egal ounsel
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EXHIBIT A
DEVELOPER INCENTIVE AGREEMENT
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AGREEMENT
THIS AGREEMENT ("AgreemenP') is made and entered into as ofNovember 5, 2012 ("Effective
Date"), by and between the CITY OF RIVERSIDE, MISSOURI, a ciry and political subdivision duly
organized and existing under the Constitution and laws of the State of Missouri ("CiTy"), and
RIVERSIDE HORIZONS, LLC a limited liability company duly organized and existing under the laws
of the State of Missouri ("Developer").
RECITALS
A. The City and the Developer previously entered into the Original Master Development
Agreement on May 10, 2011, to provide for the development of an approximately 260 acre tract of land
known as the East Side Horizons Site.
B. The City owns or controls that ceRain land which totals approximately 500 acres and is
commonly known as "Riverside Horizons".
C. The City approved a Redevelopment Plan known as the "City of Riverside L-385 Levee
Redevelopment Plan" that included Riverside Horizons ("the Area").
D. The City desires that the Developer recruit Qualified Companies to the Area, which will
fulfill a public purpose and will further the growth of the City, facilitate the development of the Area,
improve the environment of the City, increase the assessed valuation of the real estate situated within the
City, increase the tax revenues realized by the City, foster increased economic activity within the City,
increase employment opportunities within the City, enable the City to direct the development of Riverside
Horizons, and otherwise be in the best interests of the City by furthering the health, safety, and welfare of
its residents and taxpayers.
D. The Developer is experienced in business and industrial recruitment in the Kansas City
metropolitan area as well as land assemblage.
E. The City and the Developer desire to enter into this Agreement with respect to the
recruitment of Qualified Companies and the creation of New Jobs within, or contiguous with, the
Riverside Horizons Area.
AGREEMENT
Now, therefore, in consideration of the premises and promises contained herein and other good and
valuable consideration, the adequacy and sufficiency of which are hereby acknowledged, the parties agree
as follows:
1. Recitals Incorporated Hereia The Recitals set forth above in this Agreement are
incorporated into and made a part of this Agreement as if fully set forth in this Section 1.
2. Exhibits Inwrporated. The Exhibits to this Agreement are incorporated into and made
a part of this Agreement as if fully set forth in this Section 2.
3. Definitions. As used in this Agreement, certain words and terms shall have the meanings
as set forth below.
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(a) "Base" means the amount of payroll ta�ces collected, the base payroll and/or the number
of employees employed within the Riverside Horizons Area at the end of the State of Missouri's
fiscal year ending June 30, 2012;
(b) "Certification" means documentation provided by a Qualified Company including an
annual report of the number of jobs, total payroll and such other information as may be required by
the City to document a Qualified Company's Qualified Payroll;
(c) "Commencement of Operations" means the starting date for the Qualified Company's
first new employee at a Project Facility;
(d) "Full-Time Employee" means an employee of a Qualified Company that is scheduled to
work an average of at least thirty-five hours per week for a twelve-month period, and one for which
the Qualified Company offers health insurance and pays at least fifty percent of such insurance
premiums;
(e) "Riverside Horizons Area" means the area depicted in Exhibit A:
(� "New Investment" means the purchase or leasing of new tangible assets to be placed in
operation within the Riverside Horizons t Area, which will be directly related to the New Jobs;
(g) "New Job" means the number of Full-Time Employees located at the Qualified
Company's facility within the Riverside Horizons Area that exceeds the facility's Base employment.
An employee that spends less than fifty percent of the employee's work time at the faciliTy is still
considered to be located at a facility if the employee receives his or her directions and control from
that facility, is on the facility's payroll, one hundred percent of the employee's income from such
employment is Missouri income;
(h) "New Payroll" means the aggregate amount of annual taxable wages paid to the Full-
Time Employees, excluding owners, located at the Qualified Company's facility within the Riverside
Horizons Area that exceeds the Project Facility's Base Payroll;
(i) "Notice of intent" means a form developed by the City, completed by the Developer or
the Qualified Company, and submitted to the City which states the Qualified Company's intent to hire
new employees;
(j) "Qualified Company" means a firm, partnership, joint venture, association, private or
public corporation whether organized for profit or not, or headquarters of such entity registered to do
business in Missouri that is the owner or operator of a facility within the Riverside Horizons Area,
offers health insurance to all full-time employees of all facilities located in this state, and pays at Ieast
fifry percent of such insurance premiums, creates a New Investment, and the Developer provides
substantial assistance in marketing and securing such Qualified Company;
(k) "Qualified Payroll" means the annual new payroll for which a Qualified Company has
provided Certification to the City;
(1) "Project Facility" means the building used by a Qualified Company at which the new
jobs and new investment will be located. A project facility may include separate buildings that are
located within the Riverside Horizons Area;
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(m) "Project Facility Base Employment" means the greater of the number of full-time
employees located at the project facility on the date of the notice of intent or for the twebe-month
period prior to the date of the notice of intent, the average number of full-time employees bcated at
the project faciliTy In the event the project facility has not been in operation for a full twelve-month
period, the average number of full-time employees for the number of months the project facility has
been in operation prior to the date of the notice of intent;
(n) "Project Facility Base Payroll" means the total amount of taxable wages paid by the
qualified company to full-time employees of the qualified company located at the project facility in
the twelve months prior to the notice of intent, not including the payroll of the owners of the qualified
company unless the qualified company is participating in an employee stock ownership plan;
(o) "Incentive Period" means the time period that the incentive is provided to the
Developer;
(p) "Total Payroll" means the total amount of taxable wages of Full Time Employees
located at facilities within the L-385 Area.
4. Term and Horizons Duties. The City hereby retains the Developer, and the Developer
hereby accepts the same, upon the terms and conditions set forth in this Agreement.
4.1 Initial Term. This Agreement will commence on the Effective Date and will terminate
three (3) years from the Effective Date ("Initial Term"), unless the Agreement is renewed or
terminated under the provisions of this Section 4.
4.2 Renewal Term. Following the Initial Term, the Agreement may be renewed for one (1)
additional three (3) year period upon the mutual written agreement ofthe City and Developer.
4.3 Termination. Either party may terminate this Agreement for any reason or no reason at
all upon at least ninety (90) days prior written notice to the other party. Notwithstanding the
foregoing, the City may immediately terminate this Agreement and the Developer's rights hereunder
without further notice or liability to the Developer upon the occurrence of any of the following
events:
(a) The Developer applies for or consents to the appointment of a receiver, trustee or
liquidator or for all or a substantial part of the Developer's assets;
(b) The Developer files a voluntary petition in bankruptcy;
(c) The Developer admits in writing to the City its inability to pay its debts as they become
due;
(d) The Developer makes a general assignment of its assets for the benefit of its creditors;
(e) The Developer files a petition or an answer seeking reorganization or arrangement with
creditors or to take advantage of any insolvency law;
(� An order, judgment or decree is entered by any court of competent jurisdiction on the
application of a creditor adjudicating the Developer as bankrupt or insolvent or approving a petition
seeking reorganization of the Developer or appointing a receiver, trustee or liquidator for the
Developer for all or a substantial part of the Developer's assets, and such order, judgment or decree
continues in effect for more than sixty (60) days;
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(g) The Developer commits a misdemeanor involving moral turpitude or any felony.
In the event that City terminates this Agreement, City shall have no liability to the Developer;
provided, however, that no termination of this Agreement shall affect any amounts otherwise payable
to Developer hereunder with respect to any Qualified Company for which a Commencement of
Operations occurs prior to the effective date of such termination. No failure by City to assert its
rights to terminate °for cause" shall constitute a waiver of CiTy's rights or remedies with respect to
such event or any subsequent occurrence of any of the foregoing.
4.4 The Developer's Obligations. The Developer shall use its best efforts to recruit
Qualified Companies to the Horizons Project Area in accordance with ffie terms and conditions of the
master plan adopted by the Board of Aldermen and the CiTy, in compliance with all laws, ordinances,
rules and regulations of any governmental body having jurisdiction over the Horizons Project Area.
The Developer shall be responsible for performing the following services hereunder.
(a) The Developer shall deliver to CiTy, in a form acceptable to City, a monthly summary of
services provided in recruiting Qualified Companies to the Horizons Project Area.
(b) At least monthly, the Developer shall meet with City staff and the Board of Aldermen to
review the performance of its services provided under this Agreement.
4S Independent Contractor. The parties intend that the Developer's legal status with
respect to City shall be that of independent contractor. The parties expressly disclaim any intent to
create an agency relationship between the City and the Developer. Accordingly, the Developer shall
be an independent contractor with respect to its rights, duties and obligations under this Agreement.
5. Payments. The Developer shall receive as payment for securing a Qualified Company in
accordance with 5.1, 5.2 53 and 5.4 below within the Riverside Horizons Area which creates New
Payroll in excess of the Base annually
5.1 In consideration of the commencement of operations of a new Qualified Company with a
headquarters use, which shall be exclusively office and shall not contain any industrial use as
determined by the City, and which maintains two hundred fifty (250) or more jobs annually within the
Riverside Horizons Area with an average salary that exceeds one and one-half (1.5) times the Platte
County average salary as determined by the Missouri Depar[ment of Economic Development for
2012, the Developer shall, subject to the limitations of this Section 5, receive the following amounts:
(a) No later than September 30 of the calendar year immediately following Commencement
of Operations of the Qualified Company within the Riverside Horizons Area, and no later than
September 30 of the immediately succeeding four (4) calendar years thereafrer, an amount equal to
the ratio of $14,000 per $1,000,000 of the new payroll of the immediately preceding calendaz year;
and
(b) No later than September 30 of the calendar year immediately following the sixth (6`")
year immediately following the first five years immediately following the Commencement of
Operations of the new Qualified Company within the Riverside Horizons Area, and no later than
September 30 of the next four (4) calendaz years an amount equal to the ratio of $9,000 per
$1,000,000 of the new payroll of the immediately preceding calendar yeaz;
8 WA 37360531
5.2 In consideration of the Commencement of Operations of a new Qualified Company with
an office use which creates and maintains New Jobs within the Riverside Horizons Area with an
average salary that exceeds the Platte County average salary as determined by the Missouri
Department of Economic Development, the Developer, subject to the limitations of this Section 5,
shall receive the following amount:
(a) No later than September 30 of the calendar year immediately following Commencement
of Operations of the new Qualified Company within the Riverside Horizons Area, and no Iater than
September 30 of the calendar year every year thereafter, not to exceed four (4) calendaz years, an
amount equal to the ratio of $9,000 per $1,000,000 of the new payroll of the immediately preceding
calendar year; and
5.3 In consideration of the Commencement of Operations of a new Qualified Company with
an industrial use within the Riverside Horizons Area, the Developer, subject to the limitations of this
Section 5, shall receive the following amount:
(a) No later than September 30 of the calendar year immediately following Commencement
of Operations of the new Qualified Company within the Riverside Horizons Area, and no later than
September 30 of the calendar year every year thereafrer, not to exceed four (4) calendar years, an
amount equal to the ratio of $6,000 per $1,000,000 of the new payroll of the immediately preceding
calendaz year.
5.4 All payments made by the City to the Developer pursuant to Sections 5.1, 5.2 and/or 53,
shall be subject to the following conditions:
(a) All payments made by the City are subject to annual appropriation;
(b) All payments made by the City are subject to submission by the Qualified Company of
Certification of its payroll within the Riverside Horizons Area to the Missouri Department of
Economic Development and the City as required by the State or City;
(c) Developer shall not be entitled to payments for a particular Qualified Company in the
event such Qualified Company fails to meet the requirements described in Sections 5.1, 5.2 and/or
53.
(d) Developer acknowledges that other developers may enter into similar agreements with
the City within the Area, and the cap described in Enhibit B shall include any amounts such other
developers may be entitled to. In no event shall the Developer be entitled to any payments described
in this Agreement in excess of the amounts described in Exhibit B, or after the year 2024, regardless
of whether the applicable period described in Sections 5.1, 5.2 and/or 53 has been satisfied.
6. General Provisions
6.1 Power of the City. Notwithstanding anything set forth in this Agreement to the contrary,
no provision contained herein shall in any manner diminish or usurp the inherent rights and powers of
the City to act in its capacity as a public body. All financial obligations of the City pursuant to this
Agreement shall be subject to future appropriation in accordance with applicable local, state and
federal laws and requirements. Further, nothing herein shall relieve the Developer from complying
with all applicable local, state and federal laws and requirements.
9 WA 37360532
6.2 Time. Time is of the Essence in this Agreement. The parties will make every reasonable
effort to expedite the subject matters hereof and acknowledge that the successful performance of this
Agreement requires their continued cooperation.
6.3 Sovereign Immunity. Nothing in this Agreement shall constitute or be construed as a
waiver of the CiTy's govemmental or ofticial immunity of its o�cers or employees from liability or
suit pursuant to Section 537.600 RSMo.
6.4 Authorized Employees. The Developer acknowledges that Section 285.530, RSMo,
prohibits any business entity or employer from knowingly employing, hiring for employment, or
continuing to employ an unauthorized alien to perform work within the State of Missouri. The
Developer therefore covenants that it is not knowingly in violation of subsection 1 of Section
285.530, RSMo, and that it will not knowingly employ, hire for employment, or continue to employ
any unauthorized aliens to perform work on any project which is the subject of this Agreement, and
that its employees are lawfully eligible to work in the United States. The Developer will execute an
Immigration Law Compliance Affidavit in substantially the same form as attached hereto in E�ibit
V and will cause any person or entity performing work on the Infrastructure Project to confirm
compliance with Section 285.530(1) and execute an Immigration Law Compliance Affidavit.
6.5 Successors and Assigns.
(a) Binding Effect. This Agreement shall be binding on and shall inure to the benefit of the
parties named herein and their permitted successors and assigns.
(b) Assignment of Agreement or Duties. The rights, duties and obligations of the
Developer under this Agreement may not be assigned.
6.6 Notices. All notices, demands, consents, approvals, certificates and other
communications required by this Agreement to be given by any party hereunder shall be in writing
and shall be hand delivered or sent by United States first class mail, postage prepaid, addressed to the
appropriate party at its address set forth below, or at such other address as such party shall have last
designated by notice to the other. Notices, demands, consents, approvals, certificates and other
communications shall be deemed given when delivered or three days afrer mailing; provided,
however, that if any such notice or other communication shall also be sent before 5:00 p.m. Central
Time, on any Business Day by telecopy or fa�c machine, such notice shall be deemed given at the time
and on the date of machine transmittal and if sent after 5:00 p.m. Central Time, then on the next
Business Day if the sending party receives a written send verification on its machines and forwazds a
copy thereof with its mailed or courier delivered notice or communication.
In the case of the Developer, to:
Nathaniel Hagedorn
c/o Riverside Horizons, LLC
6300 North Revere Avenue, Suite 225
Kansas City, Missouri 64116
Facsimile: 816-888-7399
In the case of the City, to:
City of Riverside
City Hall
2950 NW Vivion Road
1 � W A 37360532
Riverside, Missouri 64150
Attention: City Adminislrator
Facsimile: 816-746-8349
With a copy to:
City of Riverside
City Hall
2950 NW Vivion Road
Riverside, Missouri 64150
Attention: City Attorney
F ac s i m i le: 816-746-8 3 49
6.7 Conflict of Interest. No member of the Board of Aldermen or any branch of the City's
government who has any power of review or approval of any of the Developer's undertakings, or of
the City's contracting for goods or services for the Riverside Horizons Area, shall participate in any
decisions relating thereto which affect that member's personal interests or the interests of any
corporation or partnership in which that member is directly or indirectly interested. Any person
having such interest shall immediately, upon knowledge of such possible conflict, disclose, in
writing, to the Board of Aldermen the nature of such interest and seek a determination by the Board
of Aldermen with respect to such interest and, in the meantime, shall not padicipate in any actions or
discussions relating to the activities herein proscribed.
6.8 Choice of Law. This Agreement shall be taken and deemed to have been fully executed,
made by the parties in, and governed by the laws of State of Missouri for all purposes and intents
without regard to conflict of law statutes.
6.9 CounterpaMs. This Agreement may be executed in multiple counterparts, each of which
shall constitute one and the same instrument.
6.10 Severability. In the event any term or provision of this Agreement is held to be
unenforceable by a court of competent jurisdiction, the remainder shall continue in full force and
effect, to the extent the remainder can be given effect without the invalid provision.
6.11 Representatives Not Personally Liable. No elected or appointed official, agent,
employee or representative of the City shall be personally liable to the Developer in the event of any
default or breach by any party under this Agreement, or for any amount which may become due to
any par[y or on any obligations under the terms of this Agreement.
6.12 Attorney's Fees. The City, on the one hand, and the Developer, on the other hand, each
shall be responsible for the fees and expenses of their respective legal counsel incurred in connection
with this Agreement and the transactions contemplated hereunder; provided, however, in any dispute
arising out of or relating to this Agreement, the prevailing party in any legal proceeding shall recover
from the non-prevailing party the prevailing party's reasonable attorney's fees.
6.13 Entire Agreement; Amendment. It is agreed and understood by the parties that this
Agreement embodies the entire understanding and represents the full and final agreement among the
parties with respect to the subject matter hereof and supersede any and all prior commitments,
agreements, discussions, representations, and understandings, whether written or oral, relating to the
subject matter hereof; that this Agreement may not be contradicted or varied by evidence of prior or
contemporaneous written or oral agreements or discussions of the parties, or subsequent oral
agreements or discussions of the paRies; that there are no oral agreements among the parties, and no
1 1 WA 37360532
representations, agreements or promises not set forth herein have been made. Without limiting the
foregoing, the Developer acknowledges that: (i) no promise or commitment has been made to it by or
on behalf of the City other than as set foRh in this Agreement; and (ii) except as otherwise expressly
provided herein, this Agreement supersedes and replaces any and all proposals, letters of intent and
approval and commitment letters relating to the subject matter hereof, none of which shall be
considered a part of this Agreement unless expressly incorporated into this Agreement. This
Agreement shall be amended only in writing and effective when signed by the parties.
(The remainder of this page is intentionally left blank.)
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IN WITNESS WHEREOF, the City and the Developer have caused this Agreement to be executed
in their respective names as of the date first above written.
APP VED AS TO FORM:
peci gal Counsel
mps n, City Attorney
"CITY" CITY OF RIVERSIDE, MISSOURI
By:
Kathleen L. Rose, Ma or
(SEAL). .
, A� ,
. � t;�
�
: Rqbi�s'�,'tttt,ell,.City Clerk
, � � ,
Counte i ned by Purchasing Agent:
.
,
Grego . Mills, Interim City Administr or
STATE OF MISSOURI
) SS.
COUNTY OF PLATTE )
,- t�(.
On this J day of � , 2012, before me appeazed Kathleen L. Rose, to me
personally known, who, being y me duly sworn, did say that she is the Mayor of the CITY OF
RIVERSIDE, MISSOURI, a political subdivision of the State of Missouri, and that the seal affixed to the
foregoing instrument is the seal of said City, and said instrument was signed and sealed in behalf of said
City by authority of its Board of Aldermen, and said individual acknowledged said instrument to be the
free act and deed of said City.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal in the County
and State aforesaid, the day and year first above writtenY� ��t-Gt�i.e�� ,
Notary P lic
My Commission Expires:��
ROBIN L. LITTRELL
Nohry Public-Notary Seal
State ol Micsour�. �say Counry
Co��rcnasiun d 11390°31
My Cor�miss-i���� Exp��es Ma� &, 2015 13 WA3736053.2
"DEVELOPER" RIVERSIDE HORIZONS, LLC, a Missouri
limited liability company:
By:
Name: Nathaniel Hage n
Title: Manager
STATE OF MISSOURI )
) SS.
COUNTY OF ,Q,a�k; )
On this g� day of 2012, before me appeared Nathaniel Hagedorn, to
me personally known, who, being by e duly sworn, did say that he is the Manager of Riverside
Horizons, LLC, a Missouri limited liability company, and that he is authorized to sign the instrument on
behalf of said company by authority of its members, and acknowledged to me that he executed the within
instrument as said company's free act and deed.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal in the County
and State aforesaid, the day and year first above written � .
e ` Z.-e �,
Notary Pi blic
My Commission Expires: 7i'I ���1 (�/ ���
� 0
� R081N L LITTRELL
Notary Public-Notary Seal
Siate ot Missouri, Ray County
Commission a 11390631
My Commission Ezpires Mar B. 2015 �
14 WA 37360532
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Exhibit B
Maximum Developer Inceutive
Year Maximum Developer
Incentive
2013 $235,000
2014 $581,388
2015 $651,879
2016 $678,274
2017 $745,858
2018 $756,675
2019 $767,562
2020 $778,518
2021 $789,543
2022 $800,637
2023 $868,673
2024 $770,592
1 Z WA 3775656.1