HomeMy WebLinkAbout1218 Developers Compensation for MDA BILL NO. 2012 -042 ORDINANCE NO. Ia I 8
AN ORDINANCE AUTHORIZING THE CITY TO ENTER INTO AN AGREEMENT RELATING
TO DEVELOPERS COMPENSATION PURSUANT TO THE MASTER DEVELOPMENT AND
DEVELOPER INCENTIVE AGREEMENTS
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 1
Area, the Redevelopment Project III, the Redevelopment Project Area 1 /111, and tax increment
financing for the Redevelopment Project !Area and the Redevelopment Project Area 1 /111; 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 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, 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 ( "Briarcliff Realty ") 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 Realty to develop the Briarcliff Horizons Site would best accomplish the
City's vision of development of its property and benefit the citizens of the City; and
WHEREAS, Briarcliff Realty, LLC and the City entered into that certain Master
Development Agreement dated May 10, 2011 (the "MDA "); and
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
WA 4315769.1
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, Pursuant to Section 12.5(b) of the MDA, Riverside Horizons, LLC, assigned
all of its duties and obligations under the MDA to construct and complete the public
infrastructure and other public improvements as set forth in the MDA to NorthPoint Development
LLC ( "NPD "); and
WHEREAS, for the purposes of this Agreement BRN, the Developer and NPD will be
referred to collectively herein as the "Developers "; and
WHEREAS, the City desires that the Developers 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;
and
WHEREAS, the Developers are experienced in business and industrial recruitment in
the Kansas City metropolitan area as well as land assemblage; and
WHEREAS, The City and the Developer previously entered into the MDA to provide for
the development of an approximately 260 acre tract of land known as the East Side Horizons
Site and to provide for a "Jobs Fund" as that term is used in Section 9.5 of said MDA; and
WHEREAS, the City and Briarcliff agreed to the First Amendment to the MDA ( "First
Amendment "), and the City adopted Ordinance No. 1081 on the 16 day of August, 2011, in
which a compensation structure was established between the City and Briarcliff related to the
value of construction and jobs created within certain areas of Horizons; and
WHEREAS, the Developer and the City entered into a Developer Incentive Agreement
( "DIA ") on or about the 5 day of November, 2012, which provided for the payment of certain
incentives based upon the satisfaction of certain conditions, as defined therein; and
WHEREAS, the City and the Developers desire to enter into an Agreement, attached
hereto as Exhibit A and incorporated herein, with respect to the satisfaction of certain of the
City's obligations in the payment of incentives and compensation for certain companies as
established pursuant to Section 9.5 of the MDA, the First Amendment and the DIA; and
WHEREAS, the City has determined that 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.
2 WA 4315769.1
NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF ALDERMEN OF THE
CITY OF RIVERSIDE, MISSOURI AS FOLLOWS:
SECTION 1 — BEST INTEREST OF THE CITY. The City, by and through its duly
elected Board of Aldermen, determines that the execution of the Agreement, attached hereto
and incorporated herein as "Exhibit A ", by and between the City, BR NorthPoint LLC ( "BRN "),
Riverside Horizons LLC ( "Developer"), and NorthPoint Development LLC ( "NPD "), (collectively
BRN, the Developer and NPD are referred to as the "Developers ") (collectively the Developers
and the City are referred to as the "Parties "), and the payment of Seven Hundred Thousand
Dollars ($700,000.00) to the Developers pursuant to the terms of 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.
SECTION 2 - APPROVAL OF DEVELOPER INCENTIVE AGREEMENT, PAYMENT OF
FUNDS AND AUTHORITY GRANTED. The Agreement is hereby approved in substantially the
form as presented with this Ordinance, and the City is hereby authorized to enter into, and the
Mayor to execute such Agreement.
SECTION 3 - AUTHORITY GRANTED. The Mayor, the City Administrator, the City
Attorney, Special Counsel to the City 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 consistent with law and ordinance and to execute and deliver for and on
behalf of the City, the attached Agreement ( "Exhibit A ") as herein authorized, and to further
upon execution of the Agreement by all of the Parties to the Agreement, make payment of
$700,000.00 to the Developers pursuant to the Agreement.
SECTION 4 - 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 5 - REPEAL OF ORDINANCES IN CONFLICT. All ordinances or parts of
ordinances in conflict with this ordinance are hereby repealed.
SECTION 6 - 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.
SECTION 7 - EFFECTIVE DATE. This ordinance shall be in full force and effect from
and after the date of its passage and approval.
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3 WA 4315769.1
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 11 day of June, 2013.
Mayor Kathleen L. Rose
e
ATTES . •• S.__ /
City Clerk
Approved as to form:
• • _ cer Fane Britt & Browne LLP,
by Jo- :ednar
•ecial C. nsel to the City Attorney
4 WA 4315769.1
EXHIBIT A
AGREEMENT
(remainder of page intentionally left blank)
5 WA 4315769.1
AGREEMENT
THIS AGREEMENT ( "Agreement ") is made and entered into as of this /f of June,
2013 ( "Effective Date "), by and between the CITY OF RIVERSIDE, MISSOURI, a city 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 ") and BR
NORTHPOINT, LLC a limited liability company duly organized and existing under the laws of
the State of Missouri ( "BRN "), and NORTHPOINT DEVELOPMENT, LLC a limited
liability company duly organized and existing under the laws of the State of Missouri ( "NPD "),
collectively the "PARTIES ".
RECITALS
A. The City of Riverside adopted the L -385 Levee Redevelopment Plan ( "L -385
Plan"), which includes approximately 700 acres comprised of 33 parcels of developable property
known as "Riverside Horizons ", and which was last amended through passage of Resolution No.
2007 -05 -01 on May 23, 2007; and
B. The City has been working since the time of the adoption of the L -385 Plan to
develop Riverside Horizons for the benefit of the health, safety and welfare of the citizens of the
City of Riverside.
C. The City finished an extensive community -wide Master Planning process that
included the Riverside Horizons Site and was a combination of economic analysis, land use,
infrastructure planning and financing, design principles and guidelines, and community input.
D. The City issued a Request for Proposals seeking development proposals from
developers to develop Riverside Horizons.
E. The City received several proposals in response to the Request for Proposals,
reviewed and evaluated the responses and determined that the proposal from Briarcliff Realty,
LLC ( "Briarcliff') to develop the Riverside Horizons Site would best accomplish the City's
vision of development of its property and benefit the citizens of the City of Riverside.
F. Briarcliff and the City entered into that certain Master Development Agreement
dated May 10, 2011 ( "MDA ").
G. Briarcliff changed its name to BR NorthPoint, LLC ("BRN") and assigned all of
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 pursuant to Section
12.5(b) of the MDA.
H. 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 ").
WA 4310129.1
4
I. Pursuant to Section 12.5(6) of the MDA, Riverside Horizons, LLC, assigned all of
its duties and obligations under the MDA to construct and complete the public infrastructure and
other public improvements as set forth in the MDA to NorthPoint Development LLC ( "NPD ").
J. For the purposes of this Agreement BRN, NPD and the Developer will be referred
to in the aggregate herein as the "Developers ".
K. The City desires that the Developers 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.
L. The Developers are experienced in business and industrial recruitment in the
Kansas City metropolitan area as well as land assemblage.
M. 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 and to provide for a "Jobs Fund" as that term is used in Section 9.5
of said MDA.
N. The City and Briarcliff agreed to the First Amendment to the MDA ( "First
Amendment "), and the City adopted Ordinance No. 1081 on the 16 day of August, 2011 in
which a compensation structure was established between the City and Briarcliff related to the
value of construction and jobs created within certain areas of Horizons.
O. Briarcliff assigned the rights and obligations of said First Amendment to BRN.
P. The Developer and the City entered into a Developer Incentive Agreement
( "DIA ") on or about the 5 day of November, 2012, which provided for the payment of certain
incentives based upon the satisfaction of certain conditions, as defined therein.
Q. The City and the Developers desire to enter into this Agreement with respect to
the satisfaction of certain of the City's obligations in the payment of incentives and bonuses for
certain companies as established in the MDA, the First Amendment and the DIA.
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. 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. The Developers served in an integral role in the recruitment and establishment of
business facilities in Horizons by the following companies: Premium Waters, Gallagher, Marlen
2 WA 4310129 .1
4
and the business entities that will occupy Horizons Office One (hereinafter referred to as the
"Companies ") which has and will result in the establishment of new quality jobs and 750,000 sq
ft of industrial office space and will result in the construction of 23,000 sq.ft. of office space
since the execution of the MDA.
3. The MDA, the First Amendment and the DIA provide for the establishment and
payment of certain bonuses, incentives and/or other compensation over a certain period of time,
upon the satisfaction of certain conditions related to the recruitment and establishment of
business facilities in Horizons for certain qualified companies as provided for therein
( "Compensation ").
4. The City and the Developers ( "PARTIES ") desire to enter into this Agreement to
satisfy all obligations of the City pursuant to Section 9.5 of the MDA, or the First Amendment of
the MDA or the DIA in regard to the payment of said Compensation for the recruitment of the
Companies.
5. The Parties agree that the City shall satisfy all obligations pursuant to Section 9.5
of the MDA, or the First Amendment of the MDA or the DIA due the Developers in regard to
Compensation for recruitment of, and establishment of business facilities for, the Companies,
and the First Amendment to the MDA shall be repealed by the same Ordinance through which
this Agreement is authorized and approved, upon payment of Seven Hundred Thousand Dollars
($700,000.00) ( "Payment ") to the Developers on or about July 30, 2013.
6. NPD shall provide consulting services such as marketing and economic impact
analysis services as described in Schedule 1 as requested by the City related the West Side of
Horizons for twelve (12) months from the date of the adoption of the Ordinance authorizing and
approving this Agreement at no additional cost.
7. The Parties agree that upon payment, no further Compensation is owed to the
Developers for recruitment of, and establishment of business facilities for, the Companies
pursuant to Section 9.5 of the MDA, the First Amendment of the MDA or the DIA. The Parties
further agree that in consideration of the payment and covenants and agreements contained
herein, Developers on behalf of themselves and any other person who might assert any claim
through them or on their behalf, completely RELEASES AND FOREVER DISCHARGES the
City, the mayor, the Board of Aldermen each in their individual and official capacity as well as
collectively, and the City's present and future insurers, officers, directors, agents, servants,
employees, parents, subsidiaries, affiliates, predecessors and successors in interest, and assigns
and all other persons, firms or corporations with whom any of the former have been, are now or
may hereafter be affiliated, of and from any and all past, present or future claims, demands,
obligations, actions, causes of action, rights, damages, costs, expenses and compensation of any
nature whatsoever, whether based on tort, contract, strict liability or other theory of recovery, and
whether for compensatory or punitive damages, known or unknown, which the Developers now
have, or which may hereafter accrue, or otherwise be acquired on account of or in any way
arising out of or relating to the payment of Compensation pursuant to Section 9.5 of the MDA,
the First Amendment, or the DIA.
3 WA 4310129.1
7.18 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 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 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.
10 Sovereign Immunity. Nothing in this Agreement shall constitute or be construed as a
waiver of the City's governmental or official immunity of its officers or employees from liability or suit
pursuant to Section 537.600 RSMo.
11 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
Developers under this Agreement may not be assigned.
12 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 after 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 fax 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 forwards a copy thereof with its
mailed or courier delivered notice or communication.
In the case of the Developers, 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
Riverside, Missouri 64150
Attention: City Administrator
Facsimile: 816- 746 -8349
With a copy to:
4 WA 43101229�1`'�j/
City of Riverside
City Hall
2950 NW Vivion Road
Riverside, Missouri 64150
Attention: City Attorney
Facsimile: 816 - 746 -8349
13 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.
14 Counterparts. This Agreement may be executed in multiple counterparts, each of which
shall constitute one and the same instrument.
15 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.
16 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
party or on any obligations under the terms of this Agreement.
17 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.
18 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 parties; that there are no oral agreements among the parties, and no 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 forth 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.
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5 WA 43101299
V
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.
APPROVED AS TO FORM
Ci airy
"CITY" CITY OF RIVERSIDE, MISSSOURI
k22 By: 4,E e,71/0 ' OU i
Kathleen L. Rose, Mayor
( SEAL) .
Attest: . '
— r ze
Robin Littrell, C ty Clerk
STATE OF MISSOURI )
) SS.
COUNTY OF PLATTE )
On this fi ll day of June, 2013, before me appeared Kathleen L. Rose, to me personally known,
who, being by 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 han. nd affixed my official seal in the County
and State aforesaid, the day and year first above written �
Notary 'ubli
My Commission Expires:Aba g a,p
ROBIN t,. UTTREU
Nasty PubIiC -Nouty Sal
State o11ru m& CM 001011y
Commission M 11300131
Cam Mlak Mr E int 1.3011
6 WA 4310129.1
"DEVELOPER" RIVERSIDE HORIZONS, LLC, a Mis • ri
limited iability co u • . y:
Name: Nathaniel Haged•
Title: Manager
STATE OF MISSOURI )
) SS.
COUNTY OF QleMe. )
On this I k day of June, 2013, before me appeared Nathaniel Hagedorn, to me
personally known, who, being by me 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 , 6,n,n. 1 r �
�'� ( •'+1 Notary Pu li
My Commission Expires: LIZABE7H R. KNOPF
YMrch pee, , aoi Np y Public-Notary Seal t A7CEI�OyF MISSOURI
My Eup Mar. 7 , 2014
Commission 1 (The remainder of this page is intentionally left blank.)
7 WA 4310129.1
"BRN" BR NorthPoint, LLC, a Missouri limited
liability compan :
By
Name: Nathaniel Ha! I
Title: Manager
STATE OF MISSOURI )
) SS.
COUNTY OF ?Ic>}a -e. )
On this 11 day ofJune, 2013, before me appeared Nathaniel Hagedorn, to me
personally known, who, being by me duly sworn, did say that he is the Manager of BR NorthPoint, 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 i I /
Notary Pu Ic
My Commission Expires:
Mar-J -no. 014 LIZABETH R. KNOPF
Notary Public -Notary Seal
STATE OF MISSOURI
Clay County
My Commission Expires Mar. 28, 2014
Commission # 10521575
(The remainder of this page is intentionally left blank.)
8 WA 4310129.1
"NPD" NorthPoint Development, LLC, a Missouri
limited liabili mp :
By:
N : Nathaniel gedorn
Title: Manager
STATE OF MISSOURI )
) SS.
COUNTY OF 91:, )
On this \ V day of '3,. ty*,p , , 2013, before me appeared Nathaniel Hagedorn,
to me personally known, who, being by me duly sworn, did say that he is the Manager of NorthPoint
Development, 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 aff my official seal in the
County and State aforesaid, the day and year first abov e v
(Jar
Notary Public
My Commission Expires: 'I
March �), ap/4 LIZABETH R. KNOPF
Notary Public - Notary Seal
STATE OF MISSOURI
Clay County
My Commission Expires Mar. 28, 2014
Commission # 10521575
9 WA 4310129.1
Schedule 1
SCOPE OF WORK
1. Scope of Services.
1.1 Marketing. NPD shall use its best efforts to position property owned by the City on the
west side of Horizosn Parkway for sale and/or development as provided herein. No
marketing expenses are anticipated at this time however all expenses of NPD associated with
marketing the Additional Property shall be paid by NPD unless approved by the City in
advance in writing.
1.2 Coordination of Development Opportunities. NPD shall use best efforts to assist the
City in negotiating with various users and assisting in the coordination of new development
opportunities with the City and other agencies as needed. NPD shall coordinate with City
staff to present each new development opportunity to the Mayor and Board of Aldermen in a
clear and concise way for the City's consideration. Materials prepared by NPD shall include,
but are not limited to the following:
• Background research on companies desiring to locate within the City;
• Economic return on investment analysis for locating, expanding and relocating
businesses; and
• An economic impact analysis of the proposed project based on the City's budget,
financial structure and property value data.
In no event shall the City have any obligation to accept any opportunity presented to the City
by NPD, nor shall the City incur any liability to NPD for rejecting any opportunity.
1.3 Third Party Land Assemblage and Analysis. NPD shall use its best efforts to analyze,
recommend and facilitate land assemblage as necessary to help coordinate new project
development opportunities. Further, NPD shall work with the City to investigate and review
existing landowner plans for development and redevelopment of non -City owned property.
NPD shall assist the City in evaluating any new project proposed by a landowner.
10 WA4310129.1