HomeMy WebLinkAbout2014-006 Quit Claim Propert to Argo Innovation Park Lot 6 IDA Resolution 2014-006
IDA
RESOLUTION NO. 2014-006
A RESOLUTION AUTHORIZING THE QUIT CLAIM OF CERTAIN
PROPERTY TO ARGO INNOVATION PARK LOT 6, L.L.C.; DIRECTING
UMB BANK, N.A. TO RELEASE SUCH PROPERTY FROM THE DEED
OF TRUST AND SECURITY AGREEMENT; AND AUTHORIZING OTHER
ACTIONS IN CONNECTION THEREWITH
Pursuant to the provisions of Chapter 349, RSMo., as amended, the Board of Directors
of The Industrial Development Authority of the City of Riverside, Missouri (the 'IDA"), hereby
adopts this Resolution and directs that this Resolution be filed with the official IDA minutes:
WHEREAS, the IDA issued its Industrial Development Revenue Bonds (Riverside
Horizons Infrastructure Project- City of Riverside, Missouri), Series 2007 in the principal amount
of$40,265,000 (the "Bonds"); and
WHEREAS, the City of Riverside, Missouri ("City"), the IDA, and UMB Bank, N.A.
("UMB"), entered into that certain Financing and Cooperation Agreement dated as of May 1,
2007 relating to the Bonds (the "Financing Agreement'); and
WHEREAS, the Financing Agreement requires that the IDA, upon direction of the City,
transfer and sell the Mortgaged Property (as defined in the Financing Agreement) to the City, in
whole or in part, in one or more transactions; and
WHEREAS, the IDA executed that certain Right of Way Deed, dated September 26,
2007, and recorded on October 4, 2007 in the office of the Platte County, Missouri Recorder of
Deeds as Document No. 2007 15794, in Book 1111, Page 854, deeding certain land to the City,
including the property legally described as follows, which is Mortgaged Property under the
Financing Agreement:
ALL THAT PART OF THE RIGHT OF WAY FOR HORIZONS PARKWAY IN
SECTION 5, TOWNSHIP 50, RANGE 33 IN RIVERSIDE, PLATTE COUNTY,
MISSOURI BOUNDED ON THE WEST BY THE WEST LINE OF SAID
SECTION 5, CONTAINING PART OF VAN DE POPULIER ROAD, ON THE
NORTH BY THE ELONGATION OF THE NORTH LINE OF LOT 6, ARGO
INNOVATION PARK, A SUBDIVISION IN RIVERSIDE, PLATTE COUNTY,
MISSOURI, ON THE EAST BY THE WESTERLY LINE OF HORIZONS
PARKWAY, AND ON THE SOUTH BY THE SOUTH LINE OF SAID SECTION 5,
TOWNSHIP 50, RANGE 33, SUBJECT TO THAT PART IN ROADS, containing
approximately 9981 square feet (the"Mortgaged Property"); and
WHEREAS, the City is considering a vacation of right of way (the "Vacation"), a portion
of which is over the Mortgaged Property, and, in the event of such Vacation, and upon release
(the 'Release") of the Mortgaged Property from that certain Deed of Trust and Security
Agreement, dated May 1, 2007, made by the IDA in favor of UMB Bank, N.A. (the "Deed of
Trust'), the City has, pursuant to Ordinance No. , a copy of which is presented with this
Resolution and is on file with the Secretary, directed the IDA to quit claim to Argo Innovation
Park Lot 6, L.L.0 any interest it may have in the Mortgaged Property, as well as additional
IDA Resolution 2014-006
property covered by such right of way (together with the Mortgaged Property, the "Quit Claim
Property"); and
WHEREAS, to accomplish the Release, payment of $4,990.50 (the "Release Price")
must be made to LIMB.
NOW THEREFORE, BE IT RESOLVED, by the Board of Directors of the Industrial
Development Authority of the City of Riverside, Missouri as follows:
Section 1. The IDA's conveyance of all right, title and interest in the Quit Claim
Property, conditioned upon the Vacation and upon the Release, is hereby approved.
Section 2. The Quit Claim Deed conveying all right, title and interest of the IDA in the
Quit Claim Property to Argo Innovation Park Lot 6, L.L.C. is hereby approved in the form
attached hereto and incorporated herein as Exhibit "A" (the "Deed") and the President and
Vice President are hereby authorized to enter into, execute and deliver and the Secretary and
the Assistant Secretary are hereby authorized to attest to, the Deed, such official's signature
thereon being conclusive evidence of his or her approval and the IDA's approval thereof.
Section 3. The Release Price shall be disbursed as provided in the Financing
Agreement. The IDA hereby requests and directs that UMB, upon receipt of the Release Price,
cause the release of the Mortgaged Property from the deed of trust lien on the Mortgaged
Property created as security for the Bonds pursuant to the Deed of Trust. Such release shall be
effectuated by execution and recording of a Partial Release in substantially the form attached
hereto and incorporated herein as Exhibit `B".
Section 4. The President, Vice-President, Secretary, Assistant Secretary and other
appropriate officers and agents of the IDA are hereby authorized to take such further actions
and execute such other documents as may be necessary or desirable to carry out and comply
with the intent of this Resolution.
Section 5. The Resolution shall be in full force and effect from and after its adoption.
ADOPTED THIS 28th DAY OF MAY, 2014.
This Resolution was adopted at the meeting of the Board of Directors of the IDA duly
called and held this date.
By:
Un-
Name:
Title:
A#LST:
Sarah Wa$ ecrE&riy
IDA Resolution 2014-006
EXHIBIT A
QUIT CLAIM DEED
IDA Resolution 2014-006
EXHIBIT B
PARTIAL RELEASE
Title of Document: PARTIAL RELEASE
Date of Document: June_, 2014
Grantor: LIMB BANK, N.A.
1010 Grand Blvd., 4" Floor
Kansas City, Missouri, 64106
Grantee: THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF
RIVERSIDE, MISSOURI
2950 NW Vivion Road
Riverside, Missouri 64150
and
THE CITY OF RIVERSIDE, MISSOURI
2950 NW Vivion Road
Riverside, Missouri 64150
Legal Description: See Exhibit A of Partial Release
Reference: BK1103PG315 BK1103PG316
Return Recorded Document to:
City of Riverside
Attn: Greg Mills
2950 NW Vivion Rd
Riverside, MO 64150
PARTIAL RELEASE
The City of Riverside, Missouri
and
The Industrial Development Authority of the City of Riverside, Missouri
THIS PARTIAL RELEASE is executed on the _ day of June, 2014 by UMB BANK,
N.A., a national association duly organized and existing under the laws of the United States of
America having a corporate trust office located at LIMB Bank, N.A., 1010 Grand Blvd., 4'h Floor,
Kansas City, Missouri 64106, Attention: Corporate Trust Department, and its successors and
assigns ("Mortgagee"), for the benefit of the CITY OF RIVERSIDE, MISSOURI, a fourth class
municipality of the State of Missouri having its principal office located at 2950 NW Vivion Road,
Riverside, Missouri 64150 ("City") and THE INDUSTRIAL DEVELOPMENT AUTHORITY OF
THE CITY OF RIVERSIDE, MISSOURI, a public corporation organized and existing under the
laws of the State of Missouri, having its principal office located at 2950 NW Vivion Road,
Riverside, Missouri 64150 ("Mortgagor").
RECITALS:
A. The Mortgagor issued its $30,265,000 Revenue Bonds (Riverside Horizons
Infrastructure Project - City of Riverside, Missouri) Series 2007A and $10,000,000 Revenue
Bonds (Riverside Horizons Infrastructure Project - City of Riverside, Missouri) Series 2007B
dated as of May 1, 2007 (the "Bonds").
B. In connection with the Bonds, Mortgagee and Mortgagor entered into a series of
security documents, including (but without limitation):
(i) A Financing and Cooperation Agreement dated May 1, 2007 between
Mortgagee, Mortgagor, and City; recorded May 9, 2007 in Book 1103 a Page 315 in the
office of the Recorder of Deeds, Platte County, Missouri ("Financing Agreement"); and
(ii) A Deed of Trust and Security Agreement dated May 1, 2007 whereby Mortgagor
granted a deed of trust lien on the property described therein ("Mortgaged Property") to
secure the payment of the Bonds, and any other amounts or obligations secured
thereby; recorded May 9, 2007 in Book 1103 at Page 316 in the office of the Recorder of
Deeds, Platte County, Missouri ("Deed of Trust').
C. Section 6.3 of the Financing Agreement set the minimum amount per square foot
which must be deposited with the Mortgagee with respect to a sale of all or any portion of the
Mortgaged Property at $.50 per square foot.
D. The City directed that the Mortgagor transfer 9981 square feet of the Mortgaged
Property, the legal description of such property being set forth on Exhibit A ('Released
Property') and Mortgagor, pursuant to a Quit Claim Deed, shall remise, release, and forever
quit claim all right, title and interest in the Released Property to Argo Innovation Park Lot 6,
L.L.C. upon the recording of this Partial Release.
E. Mortgagee has been paid the sum of Four Thousand Nine Hundred Ninety and
501100 Dollars ($4,990.50) for the Released Property ($.50 per square foot).
2
F. Pursuant to Section 6.5 of the Financing Agreement, Mortgagee shall release its
lien with respect to the Released Property.
NOW, THEREFORE, in consideration of these Recitals, the mutual benefits and
obligations accruing under this and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Mortgagee agrees as follows:
AGREEMENT
1. Mortgagee does hereby release its lien on the Released Property, the legal
description of which is described on Exhibit A attached hereto and made a part hereof. This is
a partial release of only the Released Property and shall not affect the remaining Mortgaged
Property or the indebtedness thereof on the Deed of Trust or Financing Agreement.
2. Notwithstanding the release of the lien on the Released Property, the Deed of
Trust, in the initial principal amount of $30,265,000 for the Series 2007A bonds and
$10,000,000 for the Series 2007B bonds from the Mortgagor to the Mortgagee shall remain in
full force and effect and any indemnities and other obligations under the Deed of Trust which, by
their terms, survive a release of the lien on the Released Property, shall remain in full force and
effect with respect to the non-released property and are not cancelled.
3. Furthermore, notwithstanding anything to the contrary contained herein, any and
all liens created against the Released Property in the Deed of Trust and/or the Financing
Agreement are released in their entirety and in all respects, Mortgagee shall have no continuing
rights, interests or privileges whatsoever with respect to the Released Property, or any portion
thereof, and Mortgagee shall have no rights of action, foreclosure, recourse or otherwise
whatsoever with respect to or against the Released Property, or any portion(s) thereof, from and
after the date hereof, including, without limitation, arising from any purported breach or default
by Mortgagor or its successors or assigns of any obligations that purport to have survived the
release made hereby.
IN WITNESS WHEREOF, Mortgagee hereby executes this instrument to be effective as
of the date first written above.
MORTGAGEE:
UMB BANK, N.A
By:
Name: Wendee I. Peres
Title: Vice-President
3
ACKNOWLEDGEMENT
STATE OF MISSOURI }
) SS.
COUNTY OF JACKSON }
On this, the day of May 2014, before me, the undersigned, a Notary Public
appeared Wendee I. Peres, who being before me duly sworn did say that she is a Vice
President of LIMB Bank, N.A., a national banking association organized under the laws of the
United States of America and that the seal affixed to the foregoing instrument is the seal of said
association, and that said instrument was signed and sealed on behalf of said association by
authority of its board of directors, and said official acknowledged said instrument to be executed
for the purposes therein stated and as the free act and deed of said association.
IN WITNESS WHEREOF, I hereunder set my hand and affixed my notary seal, the day
and year last above written.
Notary Public
My commission expires:
4
EXHIBIT A
LEGAL DESCRIPTION OF PROPERTY
ALL THAT PART OF THE RIGHT OF WAY FOR HORIZONS PARKWAY IN SECTION 5,
TOWNSHIP 50, RANGE 33 IN RIVERSIDE, PLATTE COUNTY, MISSOURI BOUNDED ON
THE WEST BY THE WEST LINE OF SAID SECTION 5, CONTAINING PART OF VAN DE
POPULIER ROAD, ON THE NORTH BY THE ELONGATION OF THE NORTH LINE OF LOT 6,
ARGO INNOVATION PARK, A SUBDIVISION IN RIVERSIDE, PLATTE COUNTY, MISSOURI,
ON THE EAST BY THE WESTERLY LINE OF HORIZONS PARKWAY, AND ON THE SOUTH
BY THE SOUTH LINE OF SAID SECTION 5, TOWNSHIP 50, RANGE 33, SUBJECT TO THAT
PART IN ROADS.
5
Title of Document: Quit Claim Deed
Date of Document: June_, 2014
Grantors: City of Riverside, Missouri; and
The Industrial Development Authority of the City of
Riverside, Missouri
Grantors'Address: 2950 N.W. Vivion Road
Riverside, Missouri, 64150
Grantee(s) Name and Address: Argo Innovation Park Lot 6, L.L.C.
7611 State Line Road
Suite 301
Kansas City, MO 64114
Legal Description/Address: See following page
Book and Page Reference: N/A
WA 5166765.1
QUIT CLAIM DEED
THIS DEED witnesseth that The Industrial Development Authority of the City of
Riverside, Missouri and the City of Riverside, Missouri ("Grantors"), for good and valuable
consideration, do by these presents REMISE, RELEASE and FOREVER QUITCLAIM unto Argo
Innovation Park Lot 6, L.L.C., whose mailing address is 7611 State Line Road, Suite 301,
Kansas City, MO 64114 ("Grantee'), its successors and assigns, the lots, tracts or parcels of
land, lying, being and situate in the County of Platte and State of Missouri as described as
follows:
ALL THAT PART OF THE RIGHT OF WAY FOR HORIZONS PARKWAY IN
SECTION 5, TOWNSHIP 50, RANGE 33 IN RIVERSIDE, PLATTE COUNTY,
MISSOURI BOUNDED ON THE WEST BY THE WEST LINE OF SAID
SECTION 5, CONTAINING PART OF VAN DE POPULIER ROAD, ON THE
NORTH BY THE ELONGATION OF THE NORTH LINE OF LOT 6, ARGO
INNOVATION PARK, A SUBDIVISION IN RIVERSIDE, PLATTE COUNTY,
MISSOURI, ON THE EAST BY THE WESTERLY LINE OF HORIZONS
PARKWAY, AND ON THE SOUTH BY THE SOUTH LINE OF SAID SECTION 5,
TOWNSHIP 50, RANGE 33, SUBJECT TO THAT PART IN ROADS; and
A TRACT OF LAND IN THE SOUTHEAST QUARTER OF SECTION 6,
TOWNSHIP 50N, RANGE 33W IN RIVERSIDE, PLATTE COUNTY, MISSOURI,
DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF THE SOUTHEAST QUARTER
OF SECTION 6; THENCE NORTH 89 DEGREES, 23 MINUTES, 44 SECONDS
WEST, ALONG THE SOUTH LINE OF THE SOUTHEAST QUARTER, 20.00
FEET TO THE EAST LINE OF LOT 6, "ARGO INNOVATION PARK" AS
RECORDED IN BK. 20, PG. 395; THENCE NORTH 00 DEGREES, 29
MINUTES, 11 SECONDS EAST, ALONG THE EAST LINE, 498.83 FEET TO
THE NORTHEAST CORNER OF LOT 6; THENCE SOUTH 89 DEGREES, 35
MINUTES, 34 SECONDS EAST, 20.00 FEET TO THE EAST LINE OF THE
SOUTHEAST QUARTER OF SECTION 6; THENCE SOUTH 00 DEGREES, 29
MINUTES, 11 SECONDS WEST, ALONG THE EAST LINE, 498.90 FEET, TO
THE POINT OF BEGINNING. NOW KNOWN AS THAT PART OF VAN DE
POPULIER ROAD LYING SOUTH OF 41ST STREET, AS SHOWN ON THE
RECORDED PLAT OF ARGO INNOVATION PARK, A SUBDIVISION IN
RIVERSIDE, PLATTE COUNTY, MISSOURI, ACCORDING TO THE
RECORDED PLAT THEREOF.
TO HAVE AND TO HOLD, the premises aforesaid, with all and singular the rights,
privileges, appurtenances and immunities thereto belonging or in any wise appertaining, unto
Grantee and its successors and assigns forever, so that neither Grantors nor their successors,
assigns nor any other person or persons, for them or in their name or behalf, shall or will
hereafter claim or demand any right or title to the said premises, or any part thereof, but they
and each of them shall, by these presents, be excluded and forever barred.
WA 5166765.1
It is the intent and purpose of this Deed that Grantors quit claim to Grantee any interest
that Grantors may have in the aforesaid premises resulting from the vacation of the Van de
Populier Right of Way by way of Ordinance No. _, approved and passed by the Board of
Aldermen of the City of Riverside, Missouri on June 3, 2014.
IN WITNESS WHEREOF, Grantors have caused these presents to be signed as of the
day and year first above written.
GRANTORS:
THE INDUSTRIAL DEVELOPMENT AUTHORITY
OF THE CITY OF RIVERSIDE, MISSOURI
L_6 :�--
By: .:
Name::
Title:
ATTEST:
By:
Sarah Wagner, S retary
THE CITY OF RIVERSIDE, MISSOURI
J
By: � /
Name: Kathleen L. Rose
Title: Mayor
a s
•ATTEST:
..Rob9n Li 11, Ierk
WA 5166765.1
ACKNOWLEDGEMENT
STATE OF MISSOURI )
) SS
COUNTY OF PLATTE )
ON THIS 9& day of June, 2014, before me, the undersigned, a Notary Public in and
for said county and state, personally appeared l_•&t O& to me personally known,
who being by me duly sworn, did say that he/she is the 2ces'&-ezk of The Industrial
Development Authority of the City of Riverside, Missouri, a public corporation duly organized
and existing under the laws of the state of Missouri, and that the seal affixed to the foregoing
instrument is the seal of said Authority, and that said instrument was signed and sealed in
behalf of said Authority by free act and deed of said Authority.
WITNESS my hand and official seal in the Coun y and State aforesaid, the day and year
first above written.
Notary PIgn
ublic ature
(Seal) `,,+�0`+�'PN IW�
G \ P acv rd •'�
Printed or Typed Name ' 7 _
Commission#11277184=_
My Commission Expires: tie{ -ZO\S Platte County 2
ACKNOWLEDGEMENT % iP-'•-Ota
OF Mk
4NII Ixp T`g\
STATE OF MISSOURI )
) SS
COUNTY OF PLATTE )
ON THIS_day of June, 2014, before me, the undersigned, a Notary Public in and for
said county and state, personally appeared Kathleen L. Rose, to me personally known, who
being by me duly sworn, did say that she is the Mayor of the City of Riverside, Missouri, a
municipal corporation duly organized and existing under the laws of the state of Missouri, and
that the seal affixed to the foregoing instrument is the seal of said municipality, and that
instrument was signed and sealed in behalf of said municipality by free act and deed of said
municipality.
WITNESS my hand and official seal in the County and State aforesaid, the day and year
first above written.
PH iWAG�*1
Pii•••.Fq
Notary Pub Igna re = �°
Commission#11277184=
(Seal) SCc�..'t\ = Platte County
Printed orTyped Name �Ota
.... ......0 �y
My Commission Expires:�� �,lc, oo�, \\
F Mlss ryo
5 ���s Z1 Exp res``."
WA 5166765.1