HomeMy WebLinkAbout1411 Taxable Industrial Revenue Bonds Horizons Industrial V 27,000,000 BILL NO. 2015-035 ORDINANCE NO. 1411
AN ORDINANCE AUTHORIZING THE CITY TO ISSUE ITS TAXABLE INDUSTRIAL
REVENUE BONDS (HORIZONS INDUSTRIAL V, LLC PROJECT), SERIES 2015 IN THE
MAXIMUM PRINCIPAL AMOUNT OF $27,000,000, FOR THE PURPOSE OF PROVIDING
FUNDS TO PAY THE COSTS OF ACQUIRING, CONSTRUCTING AND EQUIPPING A
FACILITY FOR AN INDUSTRIAL DEVELOPMENT PROJECT IN THE CITY; AND
AUTHORIZING THE CITY TO ENTER INTO CERTAIN AGREEMENTS AND TAKE CERTAIN
OTHER ACTIONS IN CONNECTION WITH THE ISSUANCE OF THE BONDS.
WHEREAS, the City of Riverside, Missouri, a fourth-class city and political subdivision of
the State of Missouri (the "City"), is authorized and empowered pursuant to the provisions of
Article VI, Section 27(b) of the Missouri Constitution, as amended, and Sections 100.010 through
100.200, inclusive, of the Revised Statutes of Missouri, as amended (RSMo) (collectively, the
"Act'), to purchase, construct, extend and improve certain projects (as defined in Section 100.010
RSMo) and to issue industrial development revenue bonds for the purpose of providing funds to
pay the costs of such projects and to lease or otherwise dispose of such projects to private
persons or corporations for manufacturing, commercial, warehousing and industrial development
purposes upon such terms and conditions as the City shall deem advisable; and
WHEREAS, Section 100.050 RSMo requires the City to prepare a plan in connection
with any industrial development project undertaken pursuant to the Act; and
WHEREAS, a Plan for an Industrial Development Project dated November 3, 2011 (the
"Plan") was prepared and distributed to the taxing jurisdictions along with notice of a public
hearing to be held by the City on December 6, 2011; and
WHEREAS, on December 6, 2011 the public hearing on the Plan was held by the City
and public comment was taken and then the Board of Aldermen adopted Ordinance No. 1088
approving the Plan; and
WHEREAS, the Board of Aldermen hereby finds and determines that it is desirable for
the improvement of the economic welfare and development of the City and within the public
purposes of the Act that the City issue its Taxable Industrial Revenue Bonds (Horizons
Industrial V, LLC Project), Series 2015, in an aggregate principal amount not to exceed
$27,000,000 (the "Bonds'), for the purpose of (a) acquiring land to be located at 4400 NW 41st
Street in Riverside, Missouri (the 'Project Site'), (b) leasing the Project Site and Project
Improvements (as hereinafter defined) to Horizons Industrial V, LLC, a Delaware limited liability
company (the 'Tenant") for the construction of an approximately 495,000 square foot industrial
distribution warehouse facility thereon, including the purchase and installation of equipment and
fixtures relating thereto (collectively, the 'Project Improvements'), and (c) paying a portion of the
costs of issuing the Bonds; and
WHEREAS, simultaneously with the issuance of the Bonds, the City will lease the
Leased Property (as defined in the hereinafter approved Lease) to the Tenant; and
WHEREAS, the Board of Aldermen further finds and determines that it is necessary and
desirable in connection with the issuance of the Bonds that the City enter into certain
documents and that the City take certain other actions and approve the execution of certain
other documents as herein provided;
NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF ALDERMEN OF THE
CITY OF RIVERSIDE, MISSOURI, AS FOLLOWS:
SECTION 7 - AUTHORIZATION OF THE BONDS. The City is hereby authorized to
issue and sell the Bonds as described in the recitals hereto for the purpose of providing funds to
pay the costs of the Project and to pay a portion of the costs of issuing the Bonds. The Bonds
shall be issued and secured pursuant to the Indenture and shall have such terms, provisions,
covenants and agreements as are set forth therein.
SECTION 2 - LIMITATION ON LIABILITY. The Bonds and the interest thereon shall be
limited and special revenue obligations of the City payable solely out of the rents, revenues and
receipts derived by the City from the Leased Property and the Lease Agreement and not from any
other fund or source of the City. Such payments, revenues and receipts shall be pledged and
assigned to the bond trustee named therein (the "Trustee") as security for the payment of the
Bonds as provided in the Indenture. The Bonds and the interest thereon shall not constitute
general obligations of the City or the State of Missouri (the "State"), and neither the City nor the
State shall be liable thereon. The Bonds shall not constitute an indebtedness within the meaning
of any constitutional or statutory debt limitation or restriction, and are not payable in any manner
by taxation.
SECTION 3 - AUTHORIZATION OF DOCUMENTS. The City is hereby authorized to
enter into the following documents (the "City Documents"), in substantially the forms presented
to and approved by the Board of Aldermen and attached to this Ordinance, with such changes
therein as are approved by the officials of the City executing the documents, such officials'
signatures thereon being conclusive evidence of their approval thereof:
(a) Trust Indenture dated as of the date set forth therein (the "Indenture'),
between the City and the Trustee, pursuant to which (1) the Bonds will be issued and (2)
the City will pledge the Leased Property and assign certain of the payments, revenues
and receipts received pursuant to the Lease Agreement to the Trustee for the benefit
and security of the owners of the Bonds upon the terms and conditions as set forth in the
Indenture.
(b) Lease Agreement dated as of the date set forth therein (the "Lease
Agreement"), between the City and the Tenant, under which the City will lease the
Leased Property to the Tenant, pursuant to the terms and conditions in the Lease
Agreement, in consideration of rental payments by Tenant that will be sufficient to pay
the principal of, premium, if any, and interest on the Bonds, including a Memorandum of
Lease Agreement providing notice of the Lease Agreement.
(c) Bond Purchase Agreement dated as of the date set forth therein, among
the City, the Tenant and the purchaser of the Bonds.
SECTION 4. CREATION OF BOND FUND. The City is hereby authorized to establish
with the Trustee pursuant to the Indenture, a special trust fund in the name of the City to be
designated the "City of Riverside, Missouri, Bond Fund — Horizons Industrial V, LLC Project"
and the City shall cause all sums required by the Indenture to be deposited therein and shall
create all accounts therein required by the Indenture.
-2-
SECTION 5 - EXECUTION OF DOCUMENTS. The Mayor is hereby authorized to
execute the Bonds and to deliver the Bonds to the Trustee for authentication for and on behalf
of and as the act and deed of the City in the manner provided in the Indenture. The Mayor is
hereby authorized to execute the City Documents and such other documents, certificates and
instruments as may be necessary or desirable to carry out and comply with the intent of this
Ordinance, for and on behalf of and as the act and deed of the City. The City Clerk is hereby
authorized to attest to and affix the seal of the City to the Bonds and the City Documents and
such other documents, certificates and instruments as may be necessary or desirable to carry
out and comply with the intent of this Ordinance.
SECTION 6 - FURTHER AUTHORITY. The City shall, and the officials, agents and
employees of the City are hereby authorized to, take such further action, and execute such
other documents, certificates and instruments as may be necessary or desirable to carry out
and comply with the intent of this Ordinance and to carry out, comply with and perform the
duties of the City with respect to the Bonds and the City Documents. The Mayor is hereby
authorized, throughout the term of the Lease Agreement, to execute all documents on behalf of
the City (including documents pertaining to the transfer of property) as may be required to carry
out and comply with the intent of this Ordinance, the Indenture and the Lease Agreement.
SECTION 7 - CONFLICTS. All ordinances or parts of ordinances in conflict herewith are
hereby repealed.
SECTION 8 - EFFECTIVE DATE. This Ordinance shall be in full force and effect from
and after 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 12th day of May, 2015.
w Ka leen L. Rose, Mayor
a
ATTEST:
Robin,Liiprell;Cit Clerk
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GILMOI,EBELL
816-221-1000 MAIN GILMORE&BELL PC ST. LOUIS
816-221-1018 FAX 2405 GRAND BOULEVARD,SUITE 1100 WICHITA
GILMOREBELL.COM KANSAS CITY,MISSOURI 64108-2521 OMAHA I LINCOLN
July 31,2015
•
Mr.Mike Duffy,Director of Community Development
City of Riverside,Missouri
2950 NW Vivion Road
Riverside,Missouri 64150
Re: $27,000,000 Taxable Industrial Revenue Bonds (Horizons Industrial V, LLC Project),
Series 2015 of the City of Riverside,Missouri
Dear Mike:
In connection with the above-referenced issue,enclosed please fmd the original of Owners Policy
No. L20153363B for your files.
If you have any questions,please do not hesitate to call.
Very truly yours,
/t6
Gary A. Anderson
GAA:plk
Encl.
OWNER'S POLICY OF TITLE INSURANCE
Issued by Fidelity National Title Insurance Company
Fidelity National Title POLICY NUMBER
Insurance Company
L20153363B
Any notice of claim and any other notice or statement in writing required to be given to the Company under this Policy must be given to the
Company at the address shown in Section 18 of the Conditions.
COVERED RISKS
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B, AND THE CONDITIONS,
Fidelity National Title Insurance Company,a California corporation(the"Company")insures,as of Date of Policy and,to the extent stated in Covered Risks 9 and 10,
after Date of Policy,against loss or damage,not exceeding the Amount of Insurance,sustained or incurred by the Insured by reason of:
1. Title being vested other than as stated in Schedule A.
2. Any defect in or lien or encumbrance on the Title.This Covered Risk includes but is not limited to insurance against loss from
(a) A defect in the Title caused by
(i) forgery,fraud,undue influence,duress,incompetency,incapacity,or impersonation;
(ii) failure of any person or Entity to have authorized a transfer or conveyance;
(iii) a document affecting Title not properly created,executed,witnessed,sealed,acknowledged,notarized,or delivered;
(iv) failure to perform those acts necessary to create a document by electronic means authorized by law;
(v) a document executed under a falsified,expired,or otherwise invalid power of attorney;
(vi) a document not properly filed,recorded,or indexed in the Public Records including failure to perform those acts by electronic means
authorized by law;or
(vii) a defective judicial or administrative proceeding.
(b) The lien of real estate taxes or assessments imposed on the Title by a governmental authority due or payable,but unpaid.
(c) Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and
complete land survey of the Land. The term "encroachment" includes encroachments of existing improvements located on the Land onto
adjoining land,and encroachments onto the Land of existing improvements located on adjoining land.
3. Unmarketable Title.
4. No right of access to and from the Land.
5. The violation or enforcement of any law,ordinance,permit,or governmental regulation(including those relating to building and zoning) restricting,
regulating,prohibiting,or relating to
(a) the occupancy,use,or enjoyment of the Land;
(b) the character,dimensions,or location of any improvement erected on the Land;
(c) the subdivision of land;or
(d) environmental protection
if a notice,describing any part of the Land, is recorded in the Public Records setting forth the violation or intention to enforce,but only to the extent of
the violation or enforcement referred to in that notice.
6. An enforcement action based on the exercise of a governmental police power not covered by Covered Risk 5 if a notice of the enforcement action,
describing any part of the Land,is recorded in the Public Records,but only to the extent of the enforcement referred to in that notice.
7. The exercise of the rights of eminent domain if a notice of the exercise,describing any part of the Land,is recorded in the Public Records.
8. Any taking by a governmental body that has occurred and is binding on the rights of a purchaser for value without Knowledge.
9. Title being vested other than as stated in Schedule A or being defective
(a) as a result of the avoidance in whole or in part,or from a court order providing an alternative remedy,of a transfer of all or any part of the title to
or any interest in the Land occurring prior to the transaction vesting Title as shown in Schedule A because that prior transfer constituted a
fraudulent or preferential transfer under federal bankruptcy,state insolvency,or similar creditors'rights laws; or
(b) because the instrument of transfer vesting Title as shown in Schedule A constitutes a preferential transfer under federal bankruptcy, state
insolvency,or similar creditors'rights laws by reason of the failure of its recording in the Public Records
(i) to be timely,or
(ii) to impart notice of its existence to a purchaser for value or to a judgment or lien creditor.
10. Any defect in or lien or encumbrance on the Title or other matter included in Covered Risks 1 through 9 that has been created or attached or has been filed
or recorded in the Public Records subsequent to Date of Policy and prior to the recording of the deed or other instrument of transfer in the Public Records
that vests Title as shown in Schedule A.
The Company will also pay the costs, attorneys' fees, and expenses incurred in defense of any matter insured against by this Policy, but only to the extent
provided in the Conditions.
IN WITNESS WHEREOF,the Company has caused this Policy to be signed with the facsimile signatures of its President and Secretary and sealed as required
by its By-Laws.
FIDELITY NATIONAL TITLE INSURANCE COMPANY
Countersigned and Valida By: l
it
;SEAL :
Authorized ature Attest. V
Secretary
•
ORIGINAL Valid Only if Schedules A and B are attached
ALTA Owner's Policy(06/17/06) MO-01080.995933-RAM-2730672-1--L20153363B
ams
Copyright American Land Title Association.All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in
good standing as of the date of use.All other uses are prohibited.Reprinted under license from the American Land Title Association
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys'fees, or
expenses that arise by reason of:
1. (a) Any law,ordinance,permit,or governmental regulation(including those relating to building and zoning)restricting, regulating, prohibiting,
or relating to
(i) the occupancy, use,or enjoyment of the Land;
(ii) the character,dimensions,or location of any improvement erected on the Land;
(iii) the subdivision of land;or
(iv) environmental protection;
or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the
coverage provided under Covered Risk 5.
(b) Any governmental police power. This Exclusion 1(b)does not modify or limit the coverage provided under Covered Risk 6.
2. Rights of eminent domain.This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or8.
3. Defects,liens,encumbrances,adverse claims,or othermatters
(a) created,suffered,assumed,or agreed to by the Insured Claimant;
(b) not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed
in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy;
(c) resulting in no loss or damage to the Insured Claimant;
(d) attaching or created subsequent to Date of Policy(however, this does not modify or limit the coverage provided under Covered Risk 9
and 10;or
(e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Title.
4. Any claim, by reason of the operation of federal bankruptcy,state insolvency, or similar creditors' rights laws,that the transaction vesting the Title
as shown in Schedule A, is
(a) a fraudulent conveyance or fraudulent transfer;or
(b) a preferential transfer for any reason not stated in Covered Risk 9 of this policy.
5. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and
the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A
CONDITIONS
1. DEFINITION OF TERMS
The following terms when used in this policy mean:
(a) "Amount of Insurance": The amount stated in Schedule A, as may be increased or decreased by endorsement to this policy, increased
by Section 8(b),or decreased by Sections 11 and 12 of these Conditions.
(b) "Date of Policy":The date designated as"Date of Policy"in ScheduleA.
(c) "Entity":A corporation,partnership,trust,limited liability company,or other similar legal entity.
(d) "Insured":The Insured named in ScheduleA.
(i) The term"Insured"also includes
(A) successors to the Title of the Insured by operation of law as distinguished from purchase,including heirs, devisees,
survivors,personal representatives,or next of kin;
(B) successors to an Insured by dissolution,merger,consolidation,distribution,orreorganization;
(C) successors to an Insured by its conversion to another kind of Entity;
(D) a grantee of an Insured under a deed delivered without payment of actual valuable consideration conveying the Title
(1) if the stock,shares,memberships,or other equity interests of the grantee are wholly-owned by the named Insured,
(2) if the grantee wholly owns the named Insured,
(3) if the grantee is wholly-owned by an affiliated Entity of the named Insured,provided the affiliated Entity and the named
Insured are both wholly-owned by the same person or Entity,or
(4) if the grantee is a trustee or beneficiary of a trust created by a written instrument established by the Insured named in
Schedule A for estate planning purposes.
(ii) With regard to(A), (B), (C),and(D) reserving, however, all rights and defenses as to any successor that the Company would have
had against any predecessor Insured.
(e) "Insured Claimant":An Insured claiming loss ordamage.
(f) "Knowledge"or"Known": Actual knowledge, not constructive knowledge or notice that may be imputed to an Insured by reason of the
Public Records or any other records that impart constructive notice of matters affecting the Title.
(g) "Land": The land described in Schedule A, and affixed improvements that by law constitute real property. The term "Land" does not
include any property beyond the lines of the area described in Schedule A, nor any right,title, interest,estate,or easement in abutting streets,
roads, avenues, alleys, lanes, ways, or waterways, but this does not modify or limit the extent that a right of access to and from the Land is
insured by this policy.
(h) "Mortgage": Mortgage,deed of trust, trust deed, or other security instrument, including one evidenced by electronic means authorized by
law.
(i) "Public Records": Records established under state statutes at Date of Policy for the purpose of imparting constructive notice of matters
relating to real property to purchasers for value and without Knowledge. With respect to Covered Risk 5(d), "Public Records" shall also
include environmental protection liens filed in the records of the clerk of the United States District Court for the district where the Land is
located.
(j) "Title":The estate or interest described in Schedule A.
(k) "Unmarketable Title": Title affected by an alleged or apparent matter that would permit a prospective purchaser or lessee of the Title or
lender on the Title to be released from the obligation to purchase, lease, or lend if there is a contractual condition requiring the delivery of
marketable title.
2. CONTINUATION OF INSURANCE
The coverage of this policy shall continue in force as of Date of Policy in favor of an Insured,but only so long as the Insured retains an estate or interest
in the Land, or holds an obligation secured by a purchase money Mortgage given by a purchaser from the Insured, or only so long as the Insured shall
have liability by reason of warranties in any transfer or conveyance of the Title.This policy shall not continue in force in favor of any purchaser from the
Insured of either(i)an estate or interest in the Land,or(ii)an obligation secured by a purchase money Mortgage given to the Insured.
ALTA Owner's Policy(06/17/06) MO-01080.995933-RAM-2730672-1--L20153363B
Copyright American Land Title Association.All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in
good standing as of the date of use.All other uses are prohibited.Reprinted under license from the American Land Title Association
CONDITIONS CONTINUED
3. NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT
The Insured shall notify the Company promptly in writing (i) in case of any litigation as set forth in Section 5(a) of these Conditions, (ii) in case
Knowledge shall come to an Insured hereunder of any claim of title or interest that is adverse to the Title, as insured, and that might cause loss or
damage for which the Company may be liable by virtue of this policy, or(iii)if the Title, as insured, is rejected as Unmarketable Title. If the Company is
prejudiced by the failure of the Insured Claimant to provide prompt notice, the Company's liability to the Insured Claimant under the policy shall be
reduced to the extent of the prejudice.
4. PROOF OF LOSS
In the event the Company is unable to determine the amount of loss or damage,the Company may,at its option, require as a condition of payment that
the Insured Claimant furnish a signed proof of loss. The proof of loss must describe the defect, lien, encumbrance, or other matter insured against by
this policy that constitutes the basis of loss or damage and shall state,to the extent possible,the basis of calculating the amount of the loss or damage.
5. DEFENSE AND PROSECUTION OF ACTIONS
(a) Upon written request by the Insured, and subject to the options contained in Section 7 of these Conditions,the Company,at its own cost
and without unreasonable delay, shall provide for the defense of an Insured in litigation in which any third party asserts a claim covered by this policy
adverse to the Insured. This obligation is limited to only those stated causes of action alleging matters insured against by this policy. The Company
shall have the right to select counsel of its choice(subject to the right of the Insured to object for reasonable cause)to represent the Insured as to those
stated causes of action. It shall not be liable for and will not pay the fees of any other counsel. The Company will not pay any fees, costs,or expenses
incurred by the Insured in the defense of those causes of action that allege matters not insured against by this policy.
(b) The Company shall have the right, in addition to the options contained in Section 7 of these Conditions, at its own cost, to institute and
prosecute any action or proceeding or to do any other act that in its opinion may be necessary or desirable to establish the Title, as insured, or to
prevent or reduce loss or damage to the Insured. The Company may take any appropriate action under the terms of this policy,whether or not it shall
be liable to the Insured. The exercise of these rights shall not be an admission of liability or waiver of any provision of this policy. If the Company
exercises its rights under this subsection, it must do sodiligently.
Whenever the Company brings an action or asserts a defense as required or permitted by this policy,the Company may pursue the litigation to a final
determination by a court of competent jurisdiction,and it expressly reserves the right, in its sole discretion,to appeal any adverse judgment or order.
6. DUTY OF INSURED CLAIMANT TO COOPERATE
(a) In all cases where this policy permits or requires the Company to prosecute or provide for the defense of any action or proceeding and
any appeals, the Insured shall secure to the Company the right to so prosecute or provide defense in the action or proceeding, including the right to
use, at its option, the name of the Insured for this purpose. Whenever requested by the Company,the Insured, at the Company's expense, shall give
the Company all reasonable aid(i)in securing evidence,obtaining witnesses, prosecuting or defending the action or proceeding,or effecting settlement,
and (ii)in any other lawful act that in the opinion of the Company may be necessary or desirable to establish the Title or any other matter as insured. If
the Company is prejudiced by the failure of the Insured to furnish the required cooperation, the Company's obligations to the Insured under the policy
shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation, with regard to the matter or matters requiring such
cooperation.
(b) The Company may reasonably require the Insured Claimant to submit to examination under oath by any authorized representative of the
Company and to produce for examination, inspection, and copying, at such reasonable times and places as may be designated by the authorized
representative of the Company, all records, in whatever medium maintained, including books, ledgers, checks, memoranda, correspondence, reports,
e-mails, disks, tapes, and videos whether bearing a date before or after Date of Policy, that reasonably pertain to the loss or damage. Further, if
requested by any authorized representative of the Company, the Insured Claimant shall grant its permission, in writing, for any authorized
representative of the Company to examine, inspect,and copy all of these records in the custody or control of a third party that reasonably pertain to the
loss or damage. All information designated as confidential by the Insured Claimant provided to the Company pursuant to this Section shall not be
disclosed to others unless, in the reasonable judgment of the Company, it is necessary in the administration of the claim. Failure of the Insured
Claimant to submit for examination under oath, produce any reasonably requested information, or grant permission to secure reasonably necessary
information from third parties as required in this subsection, unless prohibited by law or governmental regulation, shall terminate any liability of the
Company under this policy as to that claim.
7. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS;TERMINATION OF LIABILITY
In case of a claim under this policy,the Company shall have the following additional options:
(a) To Pay or Tender Payment of the Amount of Insurance.
To pay or tender payment of the Amount of Insurance under this policy together with any costs, attorneys'fees, and expenses incurred by the Insured
Claimant that were authorized by the Company up to the time of payment or tender of payment and that the Company is obligated to pay.
Upon the exercise by the Company of this option, all liability and obligations of the Company to the Insured under this policy, other than to make the
payment required in this subsection,shall terminate,including any liability or obligation to defend, prosecute,or continue any litigation.
(b) To Pay or Otherwise Settle With Parties Other Than the Insured or With the Insured Claimant.
(i) To pay or otherwise settle with other parties for or in the name of an Insured Claimant any claim insured against under this policy. In
addition, the Company will pay any costs, attorneys'fees, and expenses incurred by the Insured Claimant that were authorized by the Company up to
the time of payment and that the Company is obligated to pay;or
(ii) To pay or otherwise settle with the Insured Claimant the loss or damage provided for under this policy, together with any costs,
attorneys'fees, and expenses incurred by the Insured Claimant that were authorized by the Company up to the time of payment and that the Company
is obligated to pay.
Upon the exercise by the Company of either of the options provided for in subsections(b)(i)or(ii),the Company's obligations to the Insured under this
policy for the claimed loss or damage, other than the payments required to be made, shall terminate, including any liability or obligation to defend,
prosecute,or continue any litigation.
8. DETERMINATION AND EXTENT OF LIABILITY
This policy is a contract of indemnity against actual monetary loss or damage sustained or incurred by the Insured Claimant who has suffered loss or
damage by reason of matters insured against by this policy.
(a) The extent of liability of the Company for loss or damage under this policy shall not exceed the lesser of
(i) the Amount of Insurance; or
(ii) the difference between the value of the Title as insured and the value of the Title subject to the risk insured against by this policy.
(b) If the Company pursues its rights under Section 5 of these Conditions and is unsuccessful in establishing the Title,as insured,
(i) the Amount of Insurance shall be increased by 10%, and
(ii) the Insured Claimant shall have the right to have the loss or damage determined either as of the date the claim was made by the
Insured Claimant or as of the date it is settled and paid.
(c) In addition to the extent of liability under(a) and (b), the Company will also pay those costs, attorneys'fees, and expenses incurred in
accordance with Sections 5 and 7 of these Conditions.
ALTA Owner's Policy(06/17/06) MO-01080.995933-RAM-2730672-1--L20153363B
Copyright American Land Title Association.All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in ..
good standing as of the date of use.All other uses are prohibited.Reprinted under license from the American Land Title Association
CONDITIONS CONTINUED
9. LIMITATION OF LIABILITY
(a) If the Company establishes the Title, or removes the alleged defect, lien, or encumbrance,or cures the lack of a right of access to or from
the Land,or cures the claim of Unmarketable Title,all as insured, in a reasonably diligent manner by any method,including litigation and the completion
of any appeals, it shall have fully performed its obligations with respect to that matter and shall not be liable for any loss or damage caused to the
Insured.
(b) In the event of any litigation, including litigation by the Company or with the Company's consent, the Company shall have no liability for
loss or damage until there has been a final determination by a court of competent jurisdiction, and disposition of all appeals, adverse to the
Title,as insured.
(c) The Company shall not be liable for loss or damage to the Insured for liability voluntarily assumed by the Insured in settling any claim or
suit without the prior written consent of the Company.
10. REDUCTION OF INSURANCE; REDUCTION OR
TERMINATION OF LIABILITY
All payments under this policy,except payments made for costs,attorneys'fees,and expenses,shall reduce the Amount of Insurance by the amount of
the payment.
11. LIABILITY NONCUMULATIVE
The Amount of Insurance shall be reduced by any amount the Company pays under any policy insuring a Mortgage to which exception is taken in
Schedule B or to which the Insured has agreed, assumed, or taken subject, or which is executed by an Insured after Date of Policy and which is a
charge or lien on the Title,and the amount so paid shall be deemed a payment to the Insured under this policy.
12. PAYMENT OF LOSS
When liability and the extent of loss or damage have been definitely fixed in accordance with these Conditions,the payment shall be made within 30
days.
13.RIGHTS OF RECOVERY UPON PAYMENT OR SETTLEMENT
(a) Whenever the Company shall have settled and paid a claim under this policy, it shall be subrogated and entitled to the rights of the
Insured Claimant in the Title and all other rights and remedies in respect to the claim that the Insured Claimant has against any person or property, to
the extent of the amount of any loss, costs, attorneys'fees, and expenses paid by the Company. If requested by the Company, the Insured Claimant
shall execute documents to evidence the transfer to the Company of these rights and remedies. The Insured Claimant shall permit the Company to
sue, compromise, or settle in the name of the Insured Claimant and to use the name of the Insured Claimant in any transaction or litigation involving
these rights and remedies.
If a payment on account of a claim does not fully cover the loss of the Insured Claimant,the Company shall defer the exercise of its right to recover until
after the Insured Claimant shall have recovered its loss.
(b) The Company's right of subrogation includes the rights of the Insured to indemnities,guaranties,other policies of insurance, or bonds,
notwithstanding any terms or conditions contained in those instruments that address subrogation rights.
14.ARBITRATION(INAPPLICABLE IN KANSAS AND MISSOURI)
Either the Company or the Insured may demand that the claim or controversy shall be submitted to arbitration pursuant to the Title Insurance Arbitration
Rules of the American Land Title Association ("Rules"). Except as provided in the Rules, there shall be no joinder or consolidation with claims or
controversies of other persons.
Arbitrable matters may include, but are not limited to, any controversy or claim between the Company and the Insured arising out of or relating to this
policy, any service in connection with its issuance or the breach of a policy provision, or to any other controversy or claim.arising out of the transaction
giving rise to this policy.All arbitrable matters when the Amount of Insurance is $2,000,000 or less shall be arbitrated at the option of either the
Company or the Insured. All arbitrable matters when the Amount of Insurance is in excess of$2,000,000 shall be arbitrated only when agreed to by
both the Company and the Insured.Arbitration pursuant to this policy and under the Rules shall be binding upon the parties. Judgment upon the award
rendered by the Arbitrator(s)may be entered in any court of competent jurisdiction.
15.LIABILITY LIMITED TO THIS POLICY; POLICY ENTIRE CONTRACT
(a) This policy together with all endorsements, if any,attached to it by the Company is the entire policy and contract between the Insured and
the Company. In interpreting any provision of this policy,this policy shall be construed as awhole.
(b) Any claim of loss or damage that arises out of the status of the Title or by any action asserting such claim shall be restricted to this policy.
(c) Any amendment of or endorsement to this policy must be in writing and authenticated by an authorized person, or expressly incorporated
by Schedule A of this policy.
(d) Each endorsement to this policy issued at any time is made a part of this policy and is subject to all of its terms and provisions. Except
as the endorsement expressly states, it does not(i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsement, (iii)
extend the Date of Policy,or(iv)increase the Amount of Insurance.
16.SEVERABILITY
In the event any provision of this policy, in whole or in part, is held invalid or unenforceable under applicable law, the policy shall be deemed not to
include that provision or such part held to be invalid,but all other provisions shall remain in full force and effect.
17.CHOICE OF LAW;FORUM
(a) Choice of Law: The Insured acknowledges the Company has underwritten the risks covered by this policy and determined the premium
charged therefor in reliance upon the law affecting interests in real property and applicable to the interpretation, rights, remedies, or enforcement of
policies of title insurance of the jurisdiction where the Land is located.
Therefore, the court or an arbitrator shall apply the law of the jurisdiction where the Land is located to determine the validity of claims against the Title
that are adverse to the Insured and to interpret and enforce the terms of this policy. In neither case shall the court or arbitrator apply its conflicts of law
principles to determine the applicable law.
(b) Choice of Forum: Any litigation or other proceeding brought by the Insured against the Company must be filed only in a state or federal
court within the United States of America or its territories having appropriate jurisdiction.
18.NOTICES,WHERE SENT
Any notice of claim and any other notice or statement in writing required to be given to the Company under this Policy must be given to the
Company at:Claims Department,PO Box 45023,Jacksonville, Florida 32232-5023
ALTA Owner's Policy(06/17/06) MO-01080.995933-RAM-2730672-1--L20153363B
Copyright American Land Title Association.All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in
good standing as of the date of use.All other uses are prohibited.Reprinted under license from the American Land Title Association
Fidelity National Title
Insurance Company
SCHEDULE A
File No. L20153363B Policy No.: L20153363B
Address Reference: Riverside,MO
Amount of $100,000.00
Insurance:
Date of Policy: May 15, 2015 at 2:40:51 pm
1. Name of Insured:
City of Riverside
2. The estate or interest in the Land that is insured by this policy is:
Fee Simple and easement interest
3. Title is vested in:
City of Riverside
4. The Land referred to in this policy is described as follows:
SEE EXHIBIT A ATTACHED HERETO AND MADE A PART HEREOF
THIS POLICY VALID ONLY IF SCHEDULE B IS ATTACHED.
RC3
ALTA Owner's Policy(6/17/06) MO-01080.995933-RAM-2730672-1--L20153363B
11.111111111111
Copyright American Land Title Association.All rights reserved. The use of this Form is restricted to ALTA licensees and
ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from the
American Land Title Association
/Fidelity National Title
Insurance Company
File No. L20153363B Policy No.: L20153363B
EXHIBIT A
All of Lot 6,RIVERSIDE HORIZONS INDUSTRIAL V EAST,SECOND PLAT,a subdivision
In Riverside,Platte County,Missouri,according to the plat recorded December 8,2014 as Document No.
2014013715 in Platte Book 21 at Page 124.
Together with an easement of enjoyment in and to all Common Property,as said easement and common
property are established and defined by the Declaration of covenants,restrictions,easement,charges,
assessments and liens for Horizons Business Park/Planned Development District,recorded March 9,2012
as Document No. 2012003468 in Book 1187 at Page 286.
ALTA Owner's Policy(6/17/06) MO-01080.995933-RAM-2730672-1--L20153363B
Copyright American Land Title Association.All rights reserved. The use of this Form is restricted to ALTA licensees and
ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from the
American Land Title Association
Ui Fidelity National Title
HEN Insurance Company
File No. L20153363B Policy No.: L20153363B
SCHEDULE B
This policy does not insure against loss or damage,and the Company will not pay costs,
attorneys'fees or expenses that arise by reason of:
1. INTENTIONALLY DELETED
2. INTENTIONALLY DELETED
3. INTENTIONALLY DELETED
4. INTENTIONALLY DELETED
5. Any lien,or right to a lien,for services,labor,or material heretofore or hereafter furnished,
imposed by law and not shown by the public records.
6. INTENTIONALLY DELETED
7. The lien of real estate taxes or assessments imposed on the Title by a governmental
authority for 2015 and subsequent years,none now due and payable.
8. INTENTIONALLY DELETED
9. INTENTIONALLY DELETED
10. INTENTIONALLY DELETED
11. This policy does not insure that the tax exempt status will remain in effect after the
effective date of this policy,and retroactive assessments,penalties and interest arising due
to termination of the exempt status are hereby excepted from coverage.
12. INTENTIONALLY DELETED
13. INTENTIONALLY DELETED
•
ALTA Owner's Policy(6/17/06) MO-01080.995933-RAM-2730672-1--L20153363B
Copyright American Land Title Association.All rights reserved. The use of this Form is restricted to ALTA licensees and "'
ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from the
American Land Title Association
Fidelity National,Title'
Insurance umpan
File No.L20153363B Policy No.: L20153363B
SCHEDULE B(Continued)
14. INTENTIONALLY DELETED
15. INTENTIONALLY DELETED
16. The premises in question are located within the boundaries of Riverside-Quindaro Bend
Levee District of Platte County,Missouri established under various instruments the last of
which being recorded August 2, 1999 as Document No. 0013 897 in Book 911 at page 743,
and as Document No. 0013898 in Book 911 at Page 744, and may be subject to
assessments by reason thereof,and as amended by the instrument recorded as Document
No. 9431 in Book 929 at Page 115; Document No. 22249 in Book 959 at Page 913 and
Document No. 20976 in Book 982 at Page 939.
17. Terms and provisions of the Financing and Cooperation Agreement dated May 1,2007,
recorded May 9,2007,as Document No. 2007007219,in Book 1103 at Page 315 by and
between the City of Riverside,Missouri;The Industrial Development Authority of the City
of Riverside, Missouri and UMB Bank,N.A. (All Lots, Includes other property)
Assessments for TIF,PILOTS and or EATS as may pertain to the lands in question
notice of which is imparted by the above agreement.
18. Terms and provisions of Cooperation Agreement recorded July 6, 2006, as Document No.
11363, in Book 1085 at Page 515.
Assessments for TIF,PILOTS and or EATS as may pertain to the lands in question
notice of which is imparted by the above agreement.
19. Terms and provisions of the Warranty Deed by The City of Riverside,Missouri,grantor,to
The Industrial Development Authority of the City of Riverside,Missouri,grantee,filed
May 9, 2007 as Document No. 2007007218 in Book 1103 at Page 314,conveying the
lands in question and other property, to include:
Terms and provisions of unrecorded Chapter 353 Redevelopment Contract,the
existence of which is disclosed by county tax parcel information,including without
limitation liability,if any,for retroactive assessment of real estate taxes due to
violation of or withdrawal from said Contract.
ALTA Owner's Policy(6/17/06 MO-01080.995933-RAM-2730672-1--L20153363B
Copyright American Land Title Association.All rights reserved. The use of this Form is restricted to ALTA licensees and
ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from the
.1«.`
American Land Title Association
a Fidelity National Title
Insurance Company
File No.L20153363B Policy No.: L20153363B
SCHEDULE B(Continued)
Tax records show the subject property to be tax exempt as of the date of this
commitment.However,this exemption may not apply after the subject transaction.
Our policy when issued will contain the following exception:
"This policy does not insure that the tax exempt status will remain in effect after
the effective date of this policy,and retroactive assessments,penalties and interest
arising due to termination of the exempt status are hereby excepted from coverage."
Subject to rights of the public in roadways.
The premises in question are located within the boundaries of Parkville Special
Road District, and may be subject to assessments by reasonthereof.
The premises in question are located within the boundaries of Riverside-Quindaro
Bend Levee District of Platte County,Missouri,and may be subject to assessments
by reason thereof.
Terms and provisions of Cooperation Agreement recorded as Document No. 11363
in Book 1085 at Page 515.
Terms and provisions of Ordinance No. 2007-07 recorded as Document No. 1014
in Book 1097 at Page 131.
20. Terms and provisions of an Intergovernmental Cooperation Agreement between City of
Riverside,Missouri and the Southern Platte Fire Protection District,notice of which is
given by Ordinance No.2008-34 filed February 15,2011 as Document No.2011002104 in
Book 1170 at Page 563.
Brings the land in question under the jurisdiction of the City of Riverside,Missouri
for fire and emergency medical services and may thereby make the lands in
question subject to assessments therefore.
21. A utility easement(s)granted by The Industrial Development Authority of the City of
Riverside,Missouri,grantor,to the City of Riverside,a municipal corporation,and the
City of Kansas City,Missouri,a municipal corporation,grantees,recorded February 15,
ALTA Owner's Policy(6/17/06 MO-01080.995933-RAM-2730672-1--L20153363B
Copyright American Land Title Association.All rights reserved. The use of this Form is restricted to ALTA licensees and
ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from the
American Land Title Association
Fidelity National Title
Insurance Company
File No.L20153363B Policy No.: L20153363B
SCHEDULE B(Continued)
2012 as Document No. 2012002128 in Book 1185 at Page 948,captioned Sanitary Sewer
Utility Easement,for the location,construction,reconstruction,maintenance,operation
and repair of sanitary sewerage improvements and any and all appurtenances incidental
thereto in, under, upon, over and through the following described lands:
A 40 foot wide Sanitary Sewer Easement lying 20.00 feet on both sides of the
following described centerline and whose sidelines are lengthened or foreshortened
to terminate at their respective property lines,being all that part of the South half of
Section 5 and all that part of the North half of Fractional Section 8,all lying in
Township 50 North,Range 33 West,in the City of Riverside,Platte County,
Missouri, described as follows:
COMMENCING at the Northwest corner of the Northwest Quarter of Fractional
Section 8,Township 50 North,Range 33 West;thence South 88 degrees 52
minutes 10 seconds East along the North line of the Northwest Quarter of said
Fractional Section 8 a distance of 425.70 feet to a point on the East right of way
line of Van De Populier Road,(also known as Horizon Parkway);thence North 0
degrees 24 minutes 10 seconds East along the East right of way line of Van
DePopulier Road a distance of 314.11 feet to the POINT OF BEGINNING;thence
North 26 degrees 25 minutes 13 seconds East a distance of 178.04 feet to a point;
thence North 88 degrees 59 minutes 19 seconds East a distance of 486.24 feet to a
point;thence South 68 degrees 49 minutes 23 seconds East a distance of 500.00
feet to a point;thence South 68 degrees 05 minutes 05 seconds East a distance of
1929.69 feet to a point;thence North 55 degrees 34 minutes 31 seconds East a
distance of 156.19 feet to a point;thence North 21 degrees 54 minutes 55 seconds
East a distance of 489.96 feet to a point;thence North 79 degrees 59 minutes 41
seconds East a distance of 189.75 feet to the point of termination of said
centerline.(Domain Street-proposed Lot 7)
22. INTENTIONALLY DELETED
23. INTENTIONALLY DELETED
24. Terms and provisions of the Allocation of Benefits for Levee District Tax Assessments
Relating to the Riverside Quindaro Bend Levee District of Platte County,Missouri dated
ALTA Owner's Policy(6/17/06 MO-01080.995933-RAM-2730672-1--L20153363B
Copyright American Land Title Association.All rights reserved. The use of this Form is restricted to ALTA licensees and mom.
ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from the
American Land Title Association
Fidelity National Title
Insurance Company
File No.L20153363B Policy No.: L20153363B
SCHEDULE B(Continued)
February 7,2012,recorded February 15,2012,as Document No. 2012002130, in Book
1185 at Page950.
Provides notice of and allocates the share of assessments for levee benefits across
the lands in question,and for which exception is raised.
25. Easements and rights of way established by the recorded plat of RIVERSIDE HORIZONS
EAST FIRST PLAT,recorded March 9,2012,as Document No. 2012003467,in Plat
Book 21 at Page 10, and shown more fully below,and whereon the Industrial
Development Authority of the City of Riverside and the City of Riverside are shown as the
plat proprietors, to include:
An easement is hereby granted to Riverside,Missouri,for the purpose of locating,
constructing,operating,and maintaining facilities for water, gas,electricity,
sewage,telephone,cable tv,surface drainage,and grading,including,but not
limited to,underground pipes and conduits,pad mounted transformers, service
pedestals,any or all of them upon,over,under and along the strips of land
designated as utility easements(U/E),provided that the easement granted herein is
subject to any and all existing easements.Any utilities located within the
designated utility easements,by virtue of their existence,do hereby covenant,
consent,and agree that they shall be subordinate to said public right of way in the
event that additional public right of way is dedicated over the location of the utility
easement. Where other easements are designated for a particular purpose,the use
thereof shall be limited to that purpose only. All of the above easements shall be
kept free from any and all obstructions which would interfere with the construction
or reconstruction and proper,safe and continuous maintenance of the aforesaid
uses and specifically there shall not be built thereon or thereover any structure
(except driveways,paved areas,grass,shrubs and fences)nor shall there be any
obstruction to interfere with the agents and employees of Riverside,Missouri,and
its franchised utilities from going upon said easement and as much of the adjoining
lands as may be reasonably necessary in exercising the rights granted by the
easement.No excavation of fill shall be made or operation of any kind or nature
shall be performed which will reduce or increase the earth coverage over the
utilities above stated or the appurtenances thereto without a valid permit from the
department of public works as to utility easements and/or written approval of the
ALTA Owner's Policy(6/17/06 MO-01080.995933-RAM-2730672-1--L20153363B
mimmi
Copyright American Land Tide Association.All rights reserved. The use of this Form is restricted to ALTA licensees and
ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from the ,.
American Land Title Association
Fidelity National Title
��� Insurance Company
File No.L20153363B Policy No.: L20153363B
SCHEDULE B (Continued)
director of water services as to water main easements.
The owner hereby dedicates to the City all the streets,municipal use,easements
and required utilities shown on the subdivision plat.
26. Terms,provisions,covenants,restrictions and easements,established by and through the
Declaration of covenants,restrictions easements,charges assessments and liens for
Horizons Business Park/Planned Development District,recorded March 9,2012,as
Document No.2012003468,in Book 1187 at Page 286,omitting any covenants or
restrictions, if any,including but not limited to those based upon race,color,religion,sex,
sexual orientation,familial status,marital status,disability,handicap,national origin,
ancestry,or source of income,gender,gender identity,gender expression,medical
condition or genetic information,as set forth in applicable state or federal laws,except to
the extent that said covenant or restriction is permitted by applicable law. (All lots)
The above instrument, among other things,provides for:
The imposition of assessments, liens and special assessments by the Association,
The right of enforcement in the Association including but not limited to rights of
action,
The maintenance and management of common property,
The absolute and exclusive control of the Association by the City of Riverside,
Missouri and The Industrial Development Authority of the City of Riverside,
Missouri,
The use and handling of funds by the Association,
The conveyance of common property,
The use of conunon property,including but not limited to an easement of
enjoyment in and to all Common Property owned by the Association which shall be
appurtenant to every parcel,which are further subject to the rights of the
ALTA Owner's Policy(6/17/06 MO-01080.995933-RAM-2730672-1--L20153363B
Copyright American Land Title Association.All rights reserved. The use of this Form is restricted to ALTA licensees and
ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from the
American Land Title Association
Fidelity National Title
Insurance Company
File No.L20153363B Policy No.: L20153363B
SCHEDULE B(Continued)
Association,
The right to resend and amend the rules of the Association,
The right to approve any and all proposed uses, site plans and structures to be
constructed, and a Design Review Committee for such purposes,
A reservation unto the City of Riverside,Missouri and The Industrial Development
Authority of the City of Riverside,Missouri,of a right of entry as to the easement
areas of each parcel and to the public access and rights ofway,
To impose construction standards,
To renew the provisions of the Declaration and Association,
The incorporation of all terms and provisions of the Declaration into deeds of
conveyance whether or not set forth in such deeds ofconveyance,
That no provision creates a reverter,
That the rights of the Association are assignable,
That a violation of the terms and provisions of the Declaration shall not defeat or
render invalid the lien of any mortgage made in good faith and for value,though
any purchaser at foreclosure shall be bound by the terms and provisions of the
Declaration.
27. Terms and provisions of the Master Development Agreement dated May 10,2011,notice
of which is imparted by Declaration of covenants,restrictions easements,charges
assessments and liens for Horizons Business Park/Planned Development District,recorded
March 9,2012,as Document No.2012003468,in Book 1187 at Page 286,but which
master development agreement does not otherwise appear of record.
28. An easement(s)granted by The Industrial Development Authority of the City of Riverside,
Missouri,grantor,to Kansas City Power&Light Company,grantee,recorded November
ALTA Owner's Policy(6/17/06 MO-01080.995933-RAM-2730672-1--L20153363B
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ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from the
American Land Title Association 'Yr:
Fidelity National Title`
-nn Insurance Cumpans
File No.L20153363B Policy No.: L20153363B
SCHEDULE B(Continued)
8,2012 as Document No. 2012017098 in Book 1200 at Page 895 and re-recorded by
instrument filed November 8,2012 as Document No. 2013004638 in Book 1208 at Page
369, described as
the permanent right,privilege and perpetual easement to enter upon the lands of
Grantor,to survey,construct,erect,operate,patrol,inspect,maintain,modify,alter,
add wires,poles,cables,conduits,towers and pipes,repair,rebuild and remove,on,
under and over the easement described below and in and upon all streets,roadways
or highways abutting said lands,now or at any future time,for the transmission and
distribution of electric energy,and for communication purposes,and all
appurtenances and appliances necessary in connection therewith,together with the
right of ingress and egress to and from said lines of GRANTEE over the lands of
GRANTOR so that GRANTEE may go to and from said lines from the public
roads adjacent to GRANTORS lands,which said perpetual easement being over,
along, across and under the following:
A part of lots of Lots 2,3,5,6 and 7,RIVERSIDE HORIZONS EAST FIRST
PLAT,a subdivision in the City of Riverside,Platte County,Missouri,according to
the recorded plat thereof, described as follows:
The Southerly 5.00 feet of said Lots 2, 3, 5, 6 and 7.
and further providing for and subject to:
This easement and rights granted herein will at all times be considered subordinate
to any public right of way.
GRANTEE may erect and use gates in all fences which cross or which shall
hereinafter cross the route of said lines. GRANTEE is given the right to trim,cut
and clear away any trees, limbs and brush on or adjacent to the above-described
land now or at any future time whenever,in its judgment,such will interfere with
or endanger the construction,operation or maintenance of said lines. In exercising
its rights of ingress or egress GRANTEE shall,whenever practicable,use existing
roads or lands and shall repair any damage caused by its use thereof.All logs,
limbs,or brush cut or trimmed by GRANTEE shall be removed by GRANTEE
unless GRANTOR otherwise requests.
ALTA Owner's Policy(6/17/06 MO-01080.995933-RAM-2730672-1--L20153363B
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ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from the ,.
American Land Title Association
()Fidelity National Title
Insurance Company
File No.L20153363B Policy No.: L20153363B
SCHEDULE B(Continued)
It being the intention of the parties hereto that GRANTOR is hereby
granting the uses herein specified without divesting GRANTOR and heirs or
assigns of the right to cultivate, use and enjoy the above-described premises:
PROVIDED,however,such use shall not,in the judgment of said GRANTEE,
interfere with or endanger the construction,operation or maintenance of said lines,
and provided further that no building shall be constructed on the easement without
GRANTEE'
The lines and all facilities erected by GRANTEE are the personal property of
GRANTEE and title to said lines and facilities shall be and remain in said
GRANTEE.
(former Lots 6 & 7 and other property)
29. Easements,shown and or noted on the plat of RIVERSIDE HORIZONS INDUSTRIAL IV
EAST,a subdivision in Riverside,Platte County,Missouri,recorded February 25,2014 as
Document No. 2014001862 in Plat Book 21 at Page 87,whereon The Industrial
Development authority of the City of Riverside,Missouri and the City of Riverside,
Missouri are shown as proprietors,to include the following:
A five(5)foot electrical easement labeled KCPL/E along the southerly line of Lot
6 of said plat,
An easement is hereby granted to Riverside,Missouri and all public utilities,for
the purpose of locating,constructing,and maintaining facilities for water,gas,
electricity,sewage,telephone,cable tv,surface drainage,and grading,including,
but not limited to,underground pipes and conduits,pad mounted transformers,
service pedestals,any or all of them upon,over,under and along the strips of land
designated as utility easements(U/B),provided that the easement granted herein is
subject to any and all existing easements.Any utilities located within the
designated utility easements,by virtue of their existence,do hereby covenant,
consent,and agree that they shall be subordinate to said public right of way in the
event that additional public right of way is dedicated over the location of the utility
easement. Where other easements are designated for a particular purpose,the use
thereof shall be limited to that purpose only. All of the above easements shall be
ALTA Owner's Policy(6/17/06 MO-01080.995933-RAM-2730672-1--L20153363B
Copyright American Land Title Association.All rights reserved. The use of this Form is restricted to ALTA licensees and
ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from the
American Land Title Association " ``a
Fidelity National Title
Insurance Company
File No.L20153363B Policy No.: L20153363B
SCHEDULE B(Continued)
kept free from any and all obstructions which would interfere with the construction
or reconstruction and proper, safe and continuous maintenance of the aforesaid
uses and specifically there shall not be built thereon or thereover any structure
(except driveways,paved areas,grass, shrubs and fences)nor shall there be any
obstruction to interfere with the agents and employees of Riverside,Missouri,and
its franchised utilities from going upon said easement and as much of the adjoining
lands as may be reasonably necessary in exercising the rights granted by the
easement.
The Corrected Final Plat corrects that certain 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,recorded in the
office of the Platte County Recorder as Instrument Number 2014001525,Book 21
at Page 85.
30. Easements,shown and or noted on the plat of RIVERSIDE HORIZONS INDUSTRIAL V
EAST,a subdivision in Riverside,Platte County,Missouri,recorded September 22,2014
as Document No. 2014010508 in Plat Book 21 at Page 112,whereon The Industrial
Development Authority of the City of Riverside,Missouri,is shown as the proprietor,to
include the following:
An easement of 5 feet along the southerly line and a sanitary sewer easement along
a portion of the easterly line being 43.54 feet wide at the south line and decreasing
to a uniform width of which the dimension not being shown at a distance of 41.06
feet northeasterly from the western most line of the easement where it intersects the
south line of the plat and then along the east line of the plat 495.01 feet to a turn,
then turning northeasterly for a distance of 23.17 feet as measured along the
westerly line of said easement;
An easement is hereby granted to Riverside,Missouri and all public utilities,for
the purpose of locating,constructing,and maintaining facilities for water,gas,
electricity,sewage,telephone,cable tv,surface drainage,and grading,including,
but not limited to,underground pipes and conduits,pad mounted transformers,
service pedestals,any or all of them upon,over,under and along the strips of land
designated as utility easements(U/B),provided that the easement granted herein is
ALTA Owner's Policy(6/17/06 MO-01080.995933-RAM-2730672-1--L20153363B
MINIM
Copyright American Land Title Association.All rights reserved. The use of this Form is restricted to ALTA licensees and AittOlVe
ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from the
American Land Title Association
� Fidelity National Title
�, Insurance Company
File No.L20153363B Policy No.: L20153363B
SCHEDULE B(Continued)
subject to any and all existing easements.Any utilities located within the
designated utility easements,by virtue of their existence,do hereby covenant,
consent,and agree that they shall be subordinate to said public right of way in the
event that additional public right of way is dedicated over the location of the utility
easement. Where other easements are designated for a particular purpose,the use
thereof shall be limited to that purpose only. All of the above easements shall be
kept free from any and all obstructions which would interfere with the construction
or reconstruction and proper, safe and continuous maintenance of the aforesaid
uses and specifically there shall not be built thereon or thereover any structure
(except driveways,paved areas,grass,shrubs and fences)nor shall there be any
obstruction to interfere with the agents and employees of Riverside,Missouri,and
its franchised utilities from going upon said easement and as much of the adjoining
lands as may be reasonably necessary in exercising the rights granted by the
easement.
Said plat further states:Domain Street 100'R/W vacated with this Plat,however no
ordinance of vacation has been found of record;
To that end,the Company must be furnished,for recording,a duly introduced and
passed ordinance for the vacation of Domain Street.
31. Boundaries established by the plat of RIVERSIDE HORIZONS INDUSTRIAL V EAST,
SECOND PLAT,recorded December 8,2014,as Document No.2014013715 in Plat Book
21 at Page 124,
An easement of 5 feet along the southerly line and a sanitary sewer easement along
a portion of the easterly line being 43.54 feet wide at the south line and decreasing
to a uniform width of which the dimension not being shown at a distance of 41.06
feet northeasterly from the western most line of the easement where it intersects the
south line of the plat and then along the east line of the plat 495.01 feet to a turn,
then turning northeasterly for a distance of 23.17 feet as measured along the
westerly line of said easement;
An easement granted to Riverside,Missouri and all public utilities,for the purpose
of locating,constructing,and maintaining facilities for water,gas,electricity,
ALTA Owner's Policy(6/17/06 MO-01080.995933-RAM-2730672-1--L20153363B
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ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from the
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. Fidelity National Title
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File No.L20153363B Policy No.: L20153363B
SCHEDULE B(Continued)
sewage,telephone,cable tv,surface drainage,and grading, including,but not
limited to,underground pipes and conduits,pad mounted transformers,service
pedestals,any or all of them upon,over,under and along the strips of land
designated as utility easements(U/H),provided that the easement granted herein is
subject to any and all existing easements.Any utilities located within the
designated utility easements,by virtue of their existence,do hereby covenant,
consent,and agree that they shall be subordinate to said public right of way in the
event that additional public right of way is dedicated over the location ofthe utility
easement. Where other easements are designated for a particular purpose,the use
thereof shall be limited to that purpose only.All of the above easements shall be
kept free from any and all obstructions which would interfere with the construction
or reconstruction and proper,safe and continuous maintenance of the aforesaid
uses and specifically there shall not be built thereon or thereover any structure
(except driveways,paved areas,grass,shrubs and fences)nor shall there be any
obstruction to interfere with the agents and employees of Riverside,Missouri,and
its franchised utilities from going upon said easement and as much of the adjoining
lands as may be reasonably necessary in exercising the rights granted by the
easement.
32. An easement granted by The Industrial Development Authority of the City of Riverside,
Missouri,a public corporation,grantor,and Missouri-American Water Company,a
Missouri corporation,grantee,recorded November 24,2014 as Document No.
2014013163 in Book 1236 at Page 169,to construct,operate,maintain,reconstruct,
inspect and remove water main improvements and appurtenances thereto,as may be
required from time to time upon, over and under,the following lands described:
Waterline Easement
A 10 foot wide Waterline Easement lying 5.00 feet on both sides of the following
described centerline and whose sidelines are lengthened or foreshortened to
terminate at their respective property lines,being all that part of Lot 7,Riverside
Horizons Industrial V East Plat,in the city of Riverside,Platte County,Missouri,
described as follows:
COMMENCING at the Northeast corner of said Lot 7,thence North 68 degrees 05
minutes 05 seconds West along the North line of said Lot 7 a distance of 203.58
feet to the POINT OF BEGINNING;thence South 21 degree 44 minutes 45
ALTA Owner's Policy(6/17/06 MO-01080.995933-RAM-2730672-1--L20153363B
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ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from the
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°Fidelity National Title
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File No. L20153363B Policy No.: L20153363B
SCHEDULE B(Continued)
seconds West a distance of 8.41 feet;thence South 42 degrees 53 minutes 59
seconds East a distance of 194.34 feet;thence South 21 degrees 28 minutes 38
seconds West a distance of 122.88 feet;thence South 21 degrees 51 minutes 39
seconds West a distance of 251.20 feet;thence South 21 degrees 58 minutes 47
seconds West a distance of 406.61 feet to a point on the South line of said Lot 7,
also being the point of termination of said centerline;
Together with;the right and permission to clear,remove and keep the Property
cleared of trees,limbs,roots,signs,buildings, structures,and other obstructions
which in the reasonable opinion of GRANTEE might damage,endanger,or
interfere with the operation,maintenance,or safety of said lines,and to enter upon
the Property for access to said lines for the purpose of exercising the rights herein
granted at any time;
And subject to the provision:that GRANTOR shall otherwise have full and free
use of said Property, subject to the rights herein granted to GRANTEE;provided
that no operation or construction shall be performed or permitted by GRANTOR
on the Property which might damage,endanger or interfere with the operation,
maintenance or safety of said lines. GRANTOR agrees not to obstruct or interfere
with the normal use or maintenance of such pipe line or lines and any connections
to the pipe line. GRANTOR also agrees not to erect or cause to be erected any
building or structure within the easement area and shall not add or remove any fill
or ground cover in the easement area without the prior written approval of
GRANTEE.
And further that;the failure to enforce any right,restriction,condition,covenant or
agreement herein contained shall in no event be deemed a waiver of the right to do
so thereafter as to the same breach or as to one occurring prior or subsequent
thereto.
33. INTENTIONALLY DELETED
34. INTENTIONALLY DELETED
35. INTENTIONALLY DELETED
ALTA Owner's Policy(6/17/06 MO-01080.995933-RAM-2730672-1--L20153363B
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ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from the
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File No.L20153363B Policy No.: L20153363B
SCHEDULE B(Continued)
36. INTENTIONALLY DELETED
37. INTENTIONALLY DELETED
38. INTENTIONALLY DELETED
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46. Deed of Trust and Security Agreement dated May 4,2015,recorded May 15,2015 in Book
1243 at Page 931 granted by Horizons Industrial V,LLC,a Delaware limited liability
company to Kathy Thompson as Trustee for The Northwestern Mutual Life Insurance
Company which secures a debt in the amount of$14,350,000.00.
47. Absolute Assignment of Leases and Rents dated May 4,2015,recorded May 15,2015 in
Book 1243 at Page 932 granted by Horizons Industrial V,LLC,a Delaware limited liability
company to The Northwestern Mutual Life Insurance Company.
48. UCC Financing Statement filed May 15,2015 in Book 1243 at Page 933 granted by
Horizons Industrial V,LLC,a Delaware limited liability company,as debtor to The
Northwestern Mutual Life Insurance Company, as secured party.
49. Memorandum of Lease Agreement dated May 14,2015,recorded May 15,2015 in Book
ALTA Owner's Policy(6/17/06 MO-01080.995933-RAM-2730672-1--L20153363B
Copyright American Land Title Association.All rights reserved. The use of this Form is restricted to ALTA licensees and
ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from the
American Land Title Association
Fidelity National Title
Insurance Company
File No.L20153363B Policy No.: L20153363B
SCHEDULE B(Continued)
1243 at Page 935.
TITLE INSURANCE PREMIUM FOR OWNERS POLICY$625.00
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ALTA members in good standing as of the date of use.All other uses are prohibited.Reprinted under license from they'
American Land Title Association