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HomeMy WebLinkAbout1282 Replat of Lot 5 & 6 of Horizons East First Plat, Termination of Easement, Lease Agreements with Horizons Industrial IV BILL NO. 2014-010 ORDINANCE NO. /,2 AN ORDINANCE APPROVING A REPLAT OF LOT 5 AND LOT 6 OF RIVERSIDE HORIZONS EAST FIRST PLAT, ALL IN THE CITY OF RIVERSIDE, PLATTE COUNTY, MISSOURI, APPROVING A RELEASE AND TERMINATION OF EASEMENT FOR THE CROSS ACCESS EASEMENT AGREEMENT FOR PORTIONS OF LOT 5 AND LOT 6 OF RIVERSIDE HORIZONS EAST FIRST PLAT, AND AUTHORIZING THE CITY TO ENTER INTO A FIRST AMENDMENT OF LEASE AGREEMENT AND FIRST AMENDMENT OF MEMORANDUM OF LEASE AGREEMENT WITH HORIZONS INDUSTRIAL IV, LLC WHEREAS, pursuant to that certain Lease Agreement by and between the City of Riverside, Missouri (the "City ") and Horizons Industrial IV, LLC (the "Company ") dated October 4, 2013 (the "Lease "), the City leases to the Company all of Lot 5, Riverside Horizons East First Plat, a subdivision in Riverside, Platte County, Missouri, according to the recorded plat thereof, recorded March 9, 2012, as Document No. 2012003467, in Plat Book 21 at Page 10 ( "Lot 5 "); and WHEREAS, the City and the Company entered into a Memorandum of Lease Agreement dated October 4, 2013 (the "Memo of Lease ") and caused the same to be recorded on October 10, 2013, as Document No. 2013015928, in Plat Book 1219 at Page 617; and WHEREAS, pursuant to that certain Cross Access Easement Agreement dated September 23, 2013, and recorded October 1, 2013 as Document No. 2013015435 in Book 1219 at Page 125, the City and the Industrial Development Authority of the City of Riverside, Missouri (the "IDA ") each granted an easement (the "Easement ") to one another for the benefit of Lot 5 and Lot 6, Riverside Horizons East First Plat ( "Lot 6 ") over a portion of Lot 5 containing approximately 34,872 square feet (the "City Property ") and over a portion of Lot 6 containing approximately 56,666 square feet (the "Additional Property "), for mutual access over such properties; and WHEREAS, the City presently owns both the City Property and the Additional Property, the only two parcels benefited and burdened by the Easement, thereby making the Easement unnecessary; and WHEREAS, the Company desires to lease the Additional Property from City and the City desires to lease the Additional Property to the Company by adding the Additional Property to the property leased under the Lease, and the City and Company desire to amend the Lease and Memo of Lease in substantially the form attached hereto as Exhibit C to reflect the addition of the Additional Property to the Lease (the "Lease Amendment "); and WHEREAS, a replat of Lot 5 and Lot 6 is required to reconfigure the lot line between such lots to add the Additional Property to the existing Lot 5 as attached hereto as Exhibit B (the "Lot 5 and Lot 6 Replay); and WA 4796019.2 WHEREAS, the IDA submitted Application No. PC13 -28 (the "Application ") to the City's Planning Commission requesting approval of the Final Plat of Riverside Horizons Industrial IV East (a replat of Lots 5, 6 and 7, Riverside Horizons East First Plat, and Part of Vacated Domain Street, all in the City of Riverside, Platte County, Missouri) which included the changes to Lot 5 and Lot 6 contained in the Lot 5 and Lot 6 Replat (the "Final Plat "); and WHEREAS, the City's Planning Commission considered the Application on January 9, 2014 and rendered a report to the Board of Aldermen recommending that the Final Plat be approved; and WHEREAS, the Board of Alderman has determined that it is in the best interest of the City to approve the Lot 5 and Lot 6 Replat, to terminate the Easement, and for the City to enter into the Lease Amendment, all as set forth herein. NOW THEREFORE, BE IT ORDAINED BY THE BOARD OF ALDERMEN OF THE CITY OF RIVERSIDE, MISSOURI, AS FOLLOWS: SECTION 1— APPROVAL OF LOT 5 AND LOT 6 REPLAT. The Lot 5 and Lot 6 Replat, a true and correct copy of which is attached hereto and incorporated herein as Exhibit B, is hereby approved, reconfiguring the lot line between Lot 5 and Lot 6 and replatting the property legally described in Exhibit A. The Lot 5 and Lot 6 Replat shall be recorded in the office of the Recorder of Deeds, Platte County, Missouri. SECTION 2 — AUTHORIZATION OF LEASE AMENDMENT. The City is hereby authorized to enter into the Lease Amendment in substantially the form attached hereto as Exhibit C and to record same at the office of the Recorder of Deeds, Platte County, Missouri. SECTION 3 — APPROVAL OF RELEASE AND TERMINATION OF EASEMENT. The Release and Termination of Easement attached hereto and incorporated herein as Exhibit D (the "Release ") is hereby approved for the purpose of terminating the Easement. The Release shall be recorded in the office of the Recorder of Deeds, Platte County, Missouri. SECTION 4 — AUTHORITY GRANTED. The Mayor, City Administrator, Special Counsel to the City — Spencer Fane Britt & Browne LLP, and other appropriate officials and employees of the City are hereby authorized and directed to execute, attest to, and record the Lot 5 and Lot 6 Replat, the Lease Amendment, and the Release and to take such further action related thereto as is otherwise necessary or desirable to carry out and comply with the intent of this Ordinance. 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. SECTION 6 — EFFECTIVE DATE. This Ordinance shall be in full force and effect from and after the date of its passage and approval. 2 WA 4796019.2 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 28 day of January, 2014. ' ilinhe-4/00a. . Kathleen L. Rose, Mayor ATTEST: • robin Litttell; it)? Clerk Approved as to form: Sea P Pane Britt & Browne LLP Spe sel to the City By Joe Bednar 3 WA 4796019.2 Exhibit A All of Lots 5 and 6 RIVERSIDE HORIZONS EAST FIRST PLAT, a subdivision of land in the City of Riverside, Platte County, Missouri, according to the recorded plat thereof, more particularly described as follows: Beginning at the Northwest corner of said Lot 5, said point being on the Southerly right -of -way line of 43 Street, as it now exists; thence South 68° 05' 05" East, coincident with said Southerly right -of -way line 1,401.50 feet to the Northeast comer of said Lot 6; thence South 21° 54' 55" West, coincident with the Southeasterly line of said Lot 6, a distance of 871.79 feet to the Southeast corner thereof, said point being on the Northerly right -of -way line of 41 Street, as it now exists; thence North 68° 05' 05" West, coincident with said Northerly right -of -way line, 1401.50 feet to the Southwest comer of said Lot 5; thence North 21° 54' 55" East, coincident with the Northwest line of said Lot 5, a distance of 871.79 feet to the Point of Beginning, containing 1,221,813 square feet, or 28.049 acres, more or less. To be known as RIVERSIDE HORIZONS INDUSTRIAL IV EAST, a subdivision in Riverside, Platte County, Missouri. 4 WA 4796019.2 Exhibit B Lot 5 and Lot 6 Replat 5 WA 4796019.2 FINAL PLAT RIVERSIDE HORIZONS INDUSTRIAL IV EAST A REPLAT OF LOTS 5 AND 6, RIVERSIDE HORIZONS EAST FIRST PLAT, IN THE CITY OF RIVERSIDE, PLATTE COUNTY, MISSOURI liSSa ' sess.swass ass s earn. ......ass(saSeMaS sass ass ......................s.....4 . 4.....sts..............(s.....14.41.4. .„ Sr nes --'-'---„,„, - .. sassessassswspeaSssmrs................. A.. ,..,,,.. ,...,. , =LODZ wssa.alsom ) -w„ I . .---„, „ 444...44....asssaawys....s............... , Irkil . , : 4., ---...„ - .---- . SUMS was ...ea Saes. Rsidassi...................(ssas as.. was.......... sa. ..s....4. ass a .............. .. nrrassaness.4_aaa .... ', ............. (sr............PaSnasser...ssawsastans a...alas .....s.........r. 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Ra. 1 ....C.s.46215 1 190)117940 I .... . 4 Exhibit C First Amendment of Lease Agreement and First Amendment of Memorandum of Lease Agreement 6 WA 4796019.2 Recorded in Platte County,Missouri Recording Date/Time:03/03/2014 at 02:09:24 PM Instr Number:2014002068 11 Book: 1225 Page: 130 ,O�?".... '•°FFo; Type: DEAGMT g Pages:7 �•, :� Fee: (42.00 S "'�PooNr1.�S � Electronically Recorded Gioda Boyer Recorder of Deeds (Tbe above space is reserved for Recorder's Certification.) TITLE OF DOCUMENT: FIRST AMENDMENT TO LEASE AGREEMENT AND FIRST AMENDMENT OF MEMORANDUM OF LEASE AGREEMENT DATE OF DOCUMENT: F4-WItAL 2014 GRANTOR CITY OF RIVERSIDE,MISSOURI GRANTOR'S MAILING ADDRESS: 2950 N.W.Vivion Road Riverside,Missouri 64150 GRANTEE: HORIZONS INDUSTRIAL IV,LLC GRANTEE'S MAILING ADDRESS: C/o Northpoint Development 6300 N.Revere Drive,Suite 225 Kansas City,Missouri 64161 RETURN DOCUMENTS TO: Gary A.Anderson,Esq. Gilmore&Bell,P.C. 2405 Grand Boulevard,Suite 1100 Kansas City,Missouri 64108 LEGAL DESCRIPTION: See Exhibit A Chicago Title Company,LLC L2Y'I` wi (19931061MONpy100OWS49:6 i -------------------------------------------------------------------- (The above space is reserved for Recorder's Certification.) TITLE OF DOCUMENT: FIRST AMENDMENT TO LEASE AGREEMENT AND FIRST AMENDMENT OF MEMORANDUM OF LEASE AGREEMENT DATE OF DOCUMENT: 2014 GRANTOR: CITY OF RIVERSIDE,MISSOURI GRANTOR'S MAILING ADDRESS: 2950 N.W.Vivion Road Riverside,Missouri 64150 GRANTEE: HORIZONS INDUSTRIAL IV,LLC GRANTEE'S MAILING ADDRESS: c/o NorthPoint Development 6300 N.Revere Drive, Suite 225 Kansas City,Missouri 64161 RETURN DOCUMENTS TO: Gary A.Anderson,Esq. Gilmore&Bell,P.C. 2405 Grand Boulevard, Suite 1100 Kansas City,Missouri 64108 LEGAL DESCRIPTION: See Exhibit A C11cW Title Company,LLC L;%j 41 oo5 (1893/061180NDS/00814549;6) THIS FIRST AMENDMENT OF LEASE AGREEME U7 FIRS AMENDMENT OF MEMORANDUM OF LEASE AGREEMENT, dated as of Ft.(7RU 2014 (the "First Amendment"), between the CITY OF RIVERSIDE, MISSO a fo class city organized and existing under the laws of the State of Missouri (the "City'l, as lessor and grantor, and HORIZONS INDUSTRIAL IV,LLC, a Delaware limited liability company(the"Company"),as lessee; RECITALS: 1. The governing body of the City passed an ordinance (the "Ordinance") on October 2, 2013, authorizing the City to issue its Taxable Industrial Revenue Bonds (Horizons Industrial IV, LLC Project), Series 2013, in the maximum aggregate principal amount of$18,000,000 (the "Bonds"), for the purpose of(a) acquiring certain real property located at 4600 NW 41" Street in Riverside, Missouri (the "Project Site"),(b) leasing the Leased Property(as defined in the Lease)to the Company for the purpose of acquiring, constructing, installing and equipping an approximately 342,000 square foot industrial distribution warehouse facility, including land, buildings, structures, improvements, and fixtures (the "Project Improvements"), and(c)paying a portion of the costs of issuing the Bonds. 2. Pursuant to the Ordinance,the City entered into a Trust Indenture dated as of October 4, 2013 (the "Indenture") with BOKF, N.A., Kansas City, Missouri, as Trustee (the "Trustee"), for the purpose of issuing and securing the Bonds,as therein provided. 3. Pursuant to the Ordinance, the City entered into a Lease Agreement dated as of October 4,2013 (the"Lease") with the Company and leased the Project Site and the Project Improvements to the Company and notice of such Lease was evidenced by a Memorandum of Lease Agreement dated October 4,2013 between the City and the Company that was filed of record in Platte County, Missouri on October 10,2013 as Instrument Number 2013015928 In Book 1219 at Page 617(the"Memo of Lease'. 4. The City and Company desire to amend the legal description of the Project Site in the Lease and Memo of Lease pursuant to this First Amendment. NOW,THEREFORE, in consideration of the premises and the mutual representations,covenants and agreements herein contained,the City and the Company do hereby covenant and agree as follows: Section 1. Exhibit A of the Lease and the Memo of Lease is hereby deleted and the Exhibit A attached to this First Amendment is inserted in lieu thereof. Section 2. Except as otherwise provided in this First Amendment, the provisions of the Lease and the Memo of Lease are hereby ratified,approved and confirmed and incorporated herein. (1993/061 BONDS/00914549;6 IN WITNESS WHEREOF, the City and the Company hereto have caused this First Amendment to be executed all as of the date first above written. CITY OF RIVERSIDE,MISSOURI By: �� ' Mayor (Seal) A'T'TEST: . City Clerk ACKNOWLEDGMENT STATE OF MISSOURI ) SS. COUNTY OF PLATTE ) On this a�day of 2014, before me,the undersigned, a Notary Public, appeared KATHY ROSE and ROBIN LITTRELL, to me personally known, who, being by me duly sworn, did say that they are the Mayor and City Clerk of the CITY OF RIVERSIDE,MISSOURI, and that the seal affixed to the foregoing instrument is the corporate seal of said City, and that said instrument was signed and sealed by authority of its Board of Aldermen, and said officers acknowledged said instrument to be executed for the purposes therein stated and as 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 written. Name: Notary Public in and for said State (SEAL) My Commission Expires: r� '( �3r aC�j 0�Vq`o'e�Wp ." Commission#11277164= Platte County S-1 ;o, I -Pry S..S�J\\ Horizons Industrial IV,LLC Project a�rss n Exit 5^10 HORIZONS IINDuSTRIAL N,LLC, a Delaware limited liability company, as Company and Bondowner By: NORTHPOINT HOLDINGS,LLC, a Missouri limited liability company,a member By: Nathaniel Hage Its Managing Metter ACKNOWLEDGMENT STATE OF MISSOURI ) ss. COUNTY OF CLAY ) On this 3rd day ofrW!G 2014, before me, appeared Nathaniel Hagedom, to me personally known,who being duly sworn, Id say that he is the Manager of Northpoint Holdings,LLC,a Missouri limited liability company, a member of Horizons Industrial IV, LLC, a Delaware limited liability company(the"Company")and that the foregoing instrument was signed for the purposes therein contained on behalf of the Company and by authority of the Company; and he further acknowledged said instrument to be the free act and deed of the Company. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written. e Notary blit b-zahPib 9 Printed Name My Commission Expires: VI 1 o��T LIZABETH R. KNOPF Notary Public-Notary Seal STATE OF MISSOURI Clay County My Commission Expires Mar. 28, 2014 Commission # 10521575 11893/061BONDS/00814549;5 I S-2 Horizons Industrial N,LLC Project By: THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY a Wisconsin corporation, a member By: Northwestern Mutual Real Estate Investments, LLC, Praovro a Delaware limited liability company, its wholly-owned affiliate and authorized n.r oroc representative By: �j Name:Thomas D.Zale Its: Managing Director Attest: Name:Thomas O.Rabenn Its: Assistant Secretary (corporate seal) ACKNOWLEDGMENT STATE OF WISCONSIN ) )ss. COUNTY OF MILWAUKEE ) On this 3rd day of February,2014, before me, appeared Thomas D. Zale and Thomas O. Rabenn, to me personally known,who being duly sworn, did say and each for himself did say that the said Thomas D. Zale is the Managing Director and Thomas O. Rabenn is the Assistant Secretary of Northwestern Mutual Real Estate Investments, LLC, on behalf of The Northwestern Mutual Life Insurance Company, a Wisconsin corporation, a member of Horizons Industrial IV, LLC, a Delaware limited liability company and that said instrument was signed and sealed in behalf of said limited company,and the said Thomas D. Zale and Thomas O. Rabenn acknowledged said instrument to be the free act and deed of said limited liability company. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written. Notary Public Maria L. Iwinski Printed Name My Commission Expires: July 9,2017 �� \A 1. IbVj dpi�i OTg9/ 9 °U13 Gj �'fi�Q�t\NttSt�Q2 \ 11893/061/&ONDS/00814549.5 I S-3 Horizons Industrial IV,LLC Project The Trustee under the Indenture hereby consents to this First Amendment. BOKF,N.A. as Trustee By Keane .Dotson,Senior Vice President ACKNOWLEDGMENT STATE OF MISSOURI ) SS. COUNTY OF JACKSON ) On this I x', day of February, 2014, before me, the undersigned, a Notary Public, appeared KENNETH J. DOTSON, to me personally known, who, being by me duly sworn, did say that he is a Senior Vice President of BOKF,N.A.,and that said instrument was signed by authority of the association and said officer acknowledged said instrument to be executed for the purposes therein stated and as the free act and deed of said association. 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. I // Pweu L KW �k �e a .p aw No"Pvbk-NMy SNI Name: Fkmek L, C, S"a1 •CM CON" Notary Public in and for said State CwmdB"!1144SI37 (SEAL) my � Eq Jw 6.2015 My Commission Expires: I1893/061BONDS/00814549;6 I S-4 Horizons Industrial IV,LLC Project EXEIIBIT A PROJECT SITE All of Lot 5, RIVERSIDE HORIZONS INDUSTRIAL IV EAST (a Replat of Lots 5 and 6, Riverside Horizons East First Plat), a subdivision in the City of Riverside, Platte County, Missouri, according to the recorded plat thereof, recorded February 25, 2014, as Instrument No. 2014001862, in Plat Book 21, at Page 87. {I S93/061/65Fr5TRP/00624042;2 Exhibit D Release and Termination of Easement 7 WA 4796019.2 Recorded in Platte County, Missouri Recording Date/Time: 02/14/2014 at 09:22:09 AM Instr Number: 2014001526IfW/ Book: 1224 Page: 591 `�,��oPOE" o...;P _ Type: OR DR Pages: 3 Grantor: RIVERSIDE MISSOURI CITY OF Gloria BoyerJ' Grantee: RIVERSIDE MISSOURI CITY OF Recorder of Deeds (Space above reserved for Recorder of Deeds certification) Title of Document: Release and Termination of Easement Date of Document: January 2014 Grantor: City of Riverside, Missouri Grantee: City of Riverside, Missouri Grantee Mailing Address: 2950 NW Vivion Road, Riverside, Missouri 64150 Legal Description: See Page 1 of Release and Termination of Easement Reference Book and Page(s): Document No. 2013015435, Book 1219, Page 125 Y" s ) r_.t-P Bc,o k 1224 Page 591 RELEASE AND TERMINATION OF EASEMENT THIS RELEASE AND TERMINATION OF EASEMENT(this"Release and Termination") is made thisday of January, 2014, by the City of Riverside, Missouri, a fourth class city duly organized and existing under the laws of the state of Missouri, with a mailing address of 2950 NW Vivion Road, Riverside, Missouri 64150 (the "City"). This Release and Termination is made on the basis of the following facts,understandings and intentions: A. By that certain Cross Access Easement Agreement dated September 23, 2013, and recorded on October 1,2013 in the Office of the Recorder of Deeds for Platte County as Document No. 2013015435 in Book 1219 at Page 125,the City and the Industrial Development Authority of the City of Riverside, Missouri (the "IDA") each granted an easement (the `Basement') to one another over a portion of Lot 5 of Riverside Horizons East First Plat (the "City Property") and a portion of Lot 6 of Riverside Horizons East First Plat(the"IDA Property"),for mutual access over such property for the benefit of Lot 5 and Lot 6. B. The City Property is described in the Easement as follows: "A part of Lot 5, RIVERSIDE HORIZONS EAST FIRST PLAT, a subdivision in the City of Riverside, Platte County, Missouri, described as follows: The Southeast 40.00 feet of said Lot 5, containing 34,872 square feet, or 0.801 acres, more or less." C. The IDA Property is described in the Easement as follows: "A part of Lot 6, RIVERSIDE HORIZONS EAST FIRST PLAT, a subdivision in the City of Riverside, Platte County,Missouri,described as follows: The Northwest 65.00 feet of said Lot 6,containing 56,666 square feet, or 1.301 acres, more or less." D. The City presently owns both the City Property and the IDA Property,the only two parcels benefited and burdened by the Easement, thereby making the Easement unnecessary. E. The City desires to have the Easement released and terminated. NOW,THEREFORE,the City hereby releases and terminates the Easement and declares that the Easement shall have no further force and effect. This Release and Termination of Easement shall be binding on the City, its legal representatives, successors and assigns and all successors in title to the City Property and the IDA Property. IN WITNESS WHEREOF,the City has caused this Release and Termination to be executed under due authority on the day first above written. THE CITY OF RIVERSIDE, MISSOURI BY: done lnat tleen L. Rose,a or Bcnc� k 1 =4 Fe. ga_ 5'R1 STATE OF MISSOURI ) ss. COUNTY OF PLATTE ) On this as"day of January 2014,before me,the undersigned, a Notary Public in and for the County and State aforesaid, personally appeared Kathleen L. Rose, the Mayor of the City of Riverside, Missouri, a fourth class city duly organized and existing under the laws of the state of Missouri, known to me to be the person who executed the within instrument on behalf of said city and acknowledged to me that she executed the same for the purposes therein stated. IN WITNESS WHEREOF,I have hereunto set my hand and affixed my official seal,the day and year last above written. �� !`- �/i- �� \ NOTARY PUBLIC My Commission Expires: 'VI , ap/� r \ :NotVy BIN L.LITTRELL P011110olrxy Sal SItH 09",Cqy CouMy t"We#11B90631 MY "I t Mn 9.2015 2