HomeMy WebLinkAbout2012-005 IDA Resolution Covenants and Restrictions Horizons Business Park IDA Resolution 2012-005
IDA
RESOLUTION NO. 2012-005
A RESOLUTION APPROVING AND AUTHORIZING EXECUTION OF COVENANTS AND
RESTRICTIONS RELATED TO HORIZONS BUSINESS PARK
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 adopt this Resolution and direct that this Resolution be filed with the official
IDA minutes:
WHEREAS,The IDA desires to approve and adopt certain covenants, restrictions
easements, charges, assessments and liens for the Horizons Business Park and Planned
Development District;
NOW THEREFORE, BE IT RESOLVED, by the Board of Directors of the Industrial
Development Authority of the City of Riverside, Missouri as follows:
THAT the Declaration of Covenants, Restrictions, Easements, Charges, Assessments
and Liens for Horizons Business Park/Planned Development District("Declaration") in
substantially the same form as attached hereto as Exhibit A is hereby approved;
FURTHER THAT, the President or Vice President are hereby authorized to execute
and deliver such Declaration on behalf of the IDA, with such changes as are approved by the
officer executing such document, such execution being conclusive proof of such approval,
and the Secretary or Assistant Secretary are authorized to attest thereto;
FURTHER THAT the officers of the IDA are hereby authorized to take such further
actions and execute such additional documents and take such actions as are necessary or
desirable to effectuate the intent of this Resolution;
FURTHER THAT this Resolution shall be in full force and effect from and after its
adoption.
PASSED AND ADOPTED by the Industrial Development Authority and APPROVED
by the President of the Industrial Development Authority of the City of Riverside, Missouri, the
day of 2012.
ADOPTED THISDAY OF` 2012.
This Resolution was adopted at the mee ' of the Bo rd of Directors of the IDA duly
called and held this date.
Pamela J. Wratii, President
(SEAL)
ATTEST:
Secre ary
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Recorded in Platte County, Missouri
Recording Date/Time: 03/09/2012 at 03:59:54 PM —
Instr Number: 20120031468 """ m
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Book: 1187 Page: 286
Type: DE DEC
Pages: 39 ;¢: a
Fee: S138.00S
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Grantor: RIVERSIDE CITY OF Gloria Boyer,
Grantee: RIVERSIDE CITY OF Recorder of Deeds
WHEN RECORDED RETURN TO:
This instrument prepared by and when recorded return to:
City Administrator
City of Riverside, Missouri
2950 NW Vivion Road
Riverside,Missouri 64150
Title of Document: Declaration of covenants,restrictions, easements, charges, assessments
and liens for Horizons Business Park/Planned Development District
Date of Document: 2012
Grantor: City of Riverside, Missouri,
The Industrial Development Authority of the City of Riverside,
Missouri, and Riverside Horizons, LLC
Grantee: City of Riverside,Missouri,
The Industrial Development Authority of the City of Riverside,
Missouri, and Riverside Horizons, LLC
Grantee(s)Mailing 2950 NW Vivion Road, Riverside, MO 64150
Address:
Legal Description: Cxh�O A•
Reference Book
and Page(s):
1 WA 3365268.1
DECLARATION OF COVENANTS,RESTRICTIONS,EASEMENTS, CHARGES,
ASSESSMENTS AND LIENS FOR HORIZONS BUSINESS PARK/PLANNED
DEVELOPMENT DISTRICT
THIS DECLARATION OF COVENANTS, RESTRICTIONS, EASEMENTS, CHARGES, --
ASSESSMENTS AND LIENS FOR HORIZONS BUSINESS PARK/PLANNED "-
DEVELOPMENT DISTRICT(the "DECLARATION")is made this_day of February 2012,
by the City of Riverside, Missouri (hereinafter "City") with an address of 2950 NW Vivion
Road, Riverside, Missouri, The Industrial Development Authority of the City of Riverside, C>
Missouri ("IDA")with an address of 2950 NW Vivion Road, Riverside, Missouri, and Riverside
Horizons, LLC ("Developer") with an address of 6300 North Revere, Suite 225, Kansas City, co
Missouri 64151. Cn
WHEREAS, the IDA is the owner of certain hereinafter described real property located in
Platte County, Missouri; and
WHEREAS, the IDA and the City desire to create thereon an integrated business
development to be known as HORIZONS BUSINESS PARK containing diverse areas for, but
not limited to, any of(but not necessarily all of) the following uses: commercial, office, retail,
industrial and related uses as the same may, from time to time, be implemented in substantial
conformance with the governmental approvals therefor; and
WHEREAS, the City and the Developer entered into that certain Master Development
Agreement dated May 10,2011, as amended (the"MDA');
WHEREAS, the City intends to cause or has concurrently caused to be filed of record a
subdivision plat of the real property hereinafter described; and
WHEREAS, the IDA and the City desire to provide for the preservation of the values and
amenities in said business park and for the maintenance of common use areas, and, to this end,
desires to subject the real property hereinafter described to the covenants, restrictions, easements,
charges and liens hereinafter set forth; and
WHEREAS,the IDA and the City has deemed it desirable, for the efficient preservation
of the values and amenities of said business park, to create an association (the "Association") to
which should be delegated and assigned certain powers related to maintaining, administrating
and enforcing the covenants and restrictionsand collecting and disbursing the assessments and
charges hereinafter created; and
WHEREAS, the Association will incorporate under the laws of the State of Missouri, a
not-for-profit corporation for the purpose of exercising the functions herein described.
NOW, THEREFORE, the IDA, the City and the Developer hereby declare that the land
described in Exhibit "A" and depicted in Exhibit "B" shall be held, sold, used and conveyed
subject to the following covenants, restrictions, easements, charges, assessments and liens, all of
which are for the purpose of promoting the common good and general welfare of the all Owners
and thereby enhancing and protecting the value, desirability and attractiveness of such land.
2 WA 3365268.1
These covenants, restrictions, easements, charges, assessments and liens shall run with such land
and with the title to such land and shall be binding on all parties having or acquiring any right,
title or interest in such land or any part thereof, subject to the limitations herein provided, and
shall inure to the benefit of each Owner, its successors and assigns, the Association, and the City.
ARTICLE I
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Definitions
00
The following terms, when used in this Declaration or in any amendment thereto shall v
have the following meanings (except as otherwise expressly provided or unless the context 2?
otherwise requires): C)
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Section 1.01. Assessments. The term "Assessments" shall have the meaning specified co
in Article IV, and shall include Annual Assessments and Special Assessments as such terms are
defined in article IV.
Section 1.02. Association. "Association" shall mean and refer to the Horizons Business
Park Association, Inc., a not-for-profit Missouri corporation, or any successor thereof, charged
with the dudes and obligations set forth herein.
Section 1.03. Common Property. "Common Property" shall mean and refer to the
improved or unimproved real property in which the Association, the IDA and / or the City owns
an interest as designated for the common use and enjoyment of the Owners and /or the public at
large, as such areas may be depicted on the Plat. Such interest or interests may include, without
limitation,estates in fee, easements, leaseholds or licenses.
Section 1.04. DRC. "DRC" shall mean and refer to the Design Review Committee
which shall have the duties and functions specified in Article VII hereof.
Section 1.05. Declaration. "Declaration" shall mean and refer to this Declaration of
Covenants, Restrictions, Easements, Charges, Assessments and Liens, as the same may from
time to time be supplemented or amended in the manner prescribed herein.
Section 1.06. Developer. "Developer" shall mean and refer to Riverside Horizons,
LLC, a Missouri limited liability company, and its successors and assigns.
Section 1.07. Development Guidelines. "Development Guidelines" shall mean and
refer to the rules, regulations and policy statements adopted, promulgated, revised and amended
by the City and enforced by the DRC pursuant to Article VII of this Declaration.
Section 1.08. Development Period. "Development Period" shall mean and refer to the
period of time commencing upon the execution date hereof, and terminating upon the sale of the
last Parcel from the City and/or IDA to an Owner.
Section 1.09. Development Plan. "Development Plan" shall mean and refer to the IDA
and the City's plans for the development of the Horizons Business Park which, as of the date
hereof, contemplate commercial, office, retail, industrial and related uses and which plans may
3 WA 3365268.1
from time to time be amended, expanded, changed, abandoned or implemented and include the
Plat, and each and every plat, and all amendments thereto, which may be filed with respect to
any portion of the land within the Development Plan. The Development Plan is currently
described in the MDA and City Ordinance 1087, effective November 1,2011.
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Section 1.10. Easement Area. "Easement Area" shall mean that real property or
portion of real property described within an easement on the Plat, plats or maps filed or to be
filed for record in accordance with Development Plan, and from time to time by recorded
instrument, reserved for the easement purposes set forth in such instruments and as generally T
described in Article VIII hereof and including without limitation: access easement areas, public
access areas, drainage areas,trails and sidewalks. N
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Section 1.11. Member. "Member" shall mean and refer to every person or entity Q%
holding membership in the Association, as set forth in Article III.
Section 1.12. Owner. "Owner" shall mean and refer to any person or entity holding
record title to the fee interest of any Parcel. "Owner" shall not include a person having an
interest merely as security for the performance of an obligation.
Section 1.13. Parcel. "Parcel" shall mean and refer to any subdivided Lot on the Plat
and any other parcel of land, shown on the Plat or plats of any part of the Property, or any other
lot or parcel of land constituting part of the Property described in a deed from the City and / or
IDA or any subsequent Owner,which deed has been recorded in the Recorder of Deeds Office of
Platte County, Missouri, together with all permanent structural improvements thereon.
Notwithstanding the foregoing,Parcel shall not include any Common Property.
Section 1.14. Plat. "Plat' shall mean and refer to the subdivision plat or plats covering
the Property and recorded from time to time in the office of Recorder of Deeds for Platte County,
Missouri, together with all other plats thereafter recorded in respect of the Property.
Section 1.15. Property. "Property" shall mean and refer to that certain real property
described more particularly in Exhibit"A" attached hereto and made a part hereof and depicted
in Exhibit "B" attached hereto and made a part hereof. Property shall also include such
additional property as the IDA, the City and/or the Developer or its successors and assigns shall
add to the definition of Property for purposes of including such property within the scope of this
Declaration. The IDA, the City and / or the Developer or its successor or assign may add
property to the definition of Property for purposes of including such property within the scope of
this Declaration so long as such property is otherwise subject to the MDA.
Section 1.16. Restriction. "Restriction" shall mean and refer to any covenant,
restriction, easement, charge, assessment, lien or other obligation created or imposed by this
Declaration.
Section 1.17. Right of Action. "Right of Action" shall have the meaning specified in
Article XII hereof.
4 WA 3365268.1
Section 1.18. Structure. "Structure" shall mean and refer to: any thing or object, trees
and landscaping, the placement, size, shape, color, height and quality of which upon any Parcel
may affect, in the opinion of the DRC, the appearance of such Lot, including by way of
illustration and not limitation, any building or part thereof, garage, curbing, paving, wall, fence,
hedge, sign, appurtenance, or any temporary or permanent improvement to such Parcel.
X
Section 1.19. Tenant. "Tenant" shall mean any person or entity who occupies W-
building of an Owner as the named"lessee"under a written lease from an Owner.
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ARTICLE II �J
-v
Purpose 23
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Section 2.01. Purpose of Covenants. The purpose of this Declaration is to insq%
proper development and use of the Property, to protect the investment of each Owner agaiai
improper development and use of surrounding Parcels, to prevent the erection on the Property of
Structures built of improper design or materials, to encourage the erection of improvements at
appropriate locations, to prevent haphazard and inharmonious development, to secure and
maintain proper setbacks from streets and adequate spaces between structures and, in general to
provide for a high-type and quality of improvement of the Property in accordance with the
Development Plan.
ARTICLE III
Horizons Business Park Association
Section 3.01. Powers and Duties of the Association. The Association is being
organized to operate for the promotion of the common good and general welfare of the IDA,
City, Owners and Tenants and consistent therewith, to maintain and preserve the Common
Property, to administer and to enforce all covenants, restrictions, easements and charges
contained in the Declaration and all liens created herein, and to do and perform any and all acts
which may be necessary or proper for or incidental to the exercise of any of the express powers
(but not intended as affirmative obligations unless so stated) of the Association, including by
way of illustration and not obligation, unless so stated,or limited:
(a) Assessments. The Association may levy Assessments on the Owners and
enforce payment of such assessments, all in accordance with the provisions of the
Declaration set forth in Article 1V.
(b) Right of Enforcement. The Association shall have the power and
authority from time to time in its own name, on its own behalf or on behalf of any Owner
or Owners who consent thereto, to commence and maintain actions and suits to restrain
and enjoin any breach or threatened breach of the Declaration and to enforce, by
mandatory or prohibitive injunction or otherwise, all of the provisions hereof or to pursue
its Right of Action as provided in Article XII herein.
(c) Common Property. The Association may, subject to prior written
approval by the City which may be withheld by the City in the City's sole discretion,
plan, design, improve and construct on, the Common Property, including the Easement
5 WA 3365268.1
Areas, with, by way of example and not limitation or affirmative obligation, parks and ca
other open space, trees, flowers, other landscaping, fountains, benches, shelters, public x
sculpture, pedestrian pathways, ornamental walls, lighting systems for such pathways, _
bridges or underpasses for such pathways, private roadways, driveways, sidewalks and
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other facilities deemed necessary or desirable by the Association Board (collectively, the
"Common Property Improvements" which may be referred to herein with the Common
Property as the Common Property). The Association shall maintain, repair and replace O
the Common Property and the Common Property Improvements, provide adequate 1V
comprehensive insurance for the Common Property owned by the Association and tb
provide adequate liability insurance for any maintenance activities performed or caused
to he performed by the Association on the Common Property.
(d) Insurance. The Association shall obtain and keep in force such policies
of insurance and surety bonds, as are necessary to adequately insure and protect the
Common Property and the operations thereon and of the Association and as deemed by
the Association Board to be necessary and appropriate,provided that such insurance must
include adequate comprehensive insurance for the Common Property owned by the
Association and adequate liability insurance for any maintenance activities performed or
caused to be performed by the Association on the Common Property.
(e) Management of Improvements. The Association shall manage and
control for its Members all improvements within public right of ways and on the
Common Property, provided that such management and control of said improvements
shall at all times be subject to the rights of the City, Platte County and the State of
Missouri.
(f) Landscape Maintenance. The Association shall, subject to the approval
of the City, care for, spray, trim, protect, provide irrigation for, and replant, trees on all
streets, and on islands located therein, and on the Common Property; and shall care for,
irrigate, protect and replant shrubbery, re-sow grass and replace sod in the Common
Property.
(g) Maintenance of Vacant Property. The Association may mow, care for,
maintain and remove rubbish from vacant or unimproved Property (except those Parcels
on which construction has commenced), and do any other things necessary or desirable in
the judgment of the Association to keep any vacant and unimproved Property and the
parking areas in front of any Property neat in appearance and in good order. Nothing
herein shall exempt the Owner of the vacant Parcel from the maintenance obligations
imposed by this Declaration. The amount necessarily and actually expended for such
maintenance shall be a Special Assessment upon the Parcel of said Owner, shall be a lien
upon the tract of said Owner and shall be enforceable as other Assessments under Article
IV.
(h) Street Lighting. The Association shall, subject to the approval of the City
and after first obtaining any required permits, provide such lights as the Association may
deem advisable on streets and sidewalks, gateways, entrances, or other features, and on
6 WA 3365268.1
other Common Property or public property subject to the prior written approval of the
DRC.
(i) Snow Removal and Street Cleaning. To the extent not provided for by
the City,the Association may provide for the removal of snow from sidewalks and streets co
and the cleaning of streets, gutters, catch basins, sidewalks and pedestrian ways, and for , j
repair and maintenance of sewers, storm sewers and appurtenant drainage facilities. The
Association may also provide for snow removal from the Lots and Parcels and may bill p
the Owners for such service. IV
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6) Signs. The Association may erect and maintain signs after such signs are
approved in writing by the DRC and the City, as applicable. The Association may locate
such signs in accordance with the Horizons "PD" Regulations adopted on 1 November
2011, as amended and reserve to itself an easement for access to and maintenance of such
sign.
(k) Security Protection. The Association may employ duly qualified officers
for the purpose of providing such security protection as the Association Board may deem
necessary or desirable in addition to the protection rendered by public authorities.
(1) Acquisition of Real Estate. The Association may acquire and own
interests in such real estate as may be reasonably necessary to carry out the purpose of the
Association, pay taxes on real estate and facilities owned by it and pay such taxes as may
be assessed against the Common Property, if any.
Consistent with the foregoing, the Association is authorized to exercise all powers which a
corporation organized under the Not-For-Profit Corporation Law of Missouri may exercise.
Section 3.02. Membership in the Association.
(a) Each Owner (notwithstanding the size of the Parcel owned) shall be
entitled to one (1) Association member so long as the Owner remains an individual who
holds the Association Membership. Each Owner shall be entitled to one (1) vote in the
Association for each Parcel owned. The member must be an individual who, is either an
Owner or their designee, or if the Owner is or includes another individual, the Member
may be an individual who is a partner if the Owner is or includes a partnership, or an
officer of a corporation if the Owner is or includes a corporation, or a beneficiary of a
trust if the Owner is or includes a trust, or an Owner of an entity if the Owner is or
includes a person other than an individual, a partnership, a corporation or a trust.
Anything in this subsection to the contrary notwithstanding, where a Parcel is owned of
record in any manner of joint or common ownership, the joint or common Owners
thereof shall share among them the rights (including voting rights) given to an Owner
pursuant to this Declaration,which they shall be entitled to exercise as a whole,but not in
part, in whatever manner they shall jointly determine. With respect to voting rights in
particular, joint or common ownership of a Parcel shall entitle the Owners thereof to a
total of one (1)vote, to be exercised in whatever manner they shall jointly determine.
7 WA 3365268.1
(b) Subject to the provisions of this Section 3.02, once a Member has been
specified by an Owner, a successor Member may only be specified by such Owner upon o0
at least fifteen days' prior notice to the President of the Association; provided, however, x
the foregoing shall not impair the provisions of Section 3.02(c).
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(c) A Membership shall not be transferred, pledged or alienated in any way, -4
except as herein expressly provided. Subject to the provisions of Section 3.02(a), an c9
Association Membership shall automatically be transferred to a new Owner upon the C:)
transfer of the Parcel to which it appertains (and then only to such transferee),whether by coN
sale, intestate succession, testamentary disposition, foreclosure of a mortgage or other Cr,
legal process transferring fee simple title to such Parcel.
Section 3.03. Association Powers. The powers of the Association shall be vested in,
exercised by, and under the authority of the Members, and the affairs of the Association shall be
governed in accordance with the Association's Articles of Incorporation and By-Laws. The
members of the Association shall elect the board of directors, in which board there shall be
vested all of the power and authority to supervise, control, direct and manage the property,
affairs and activities of this Association. The rights, powers and privileges of the directors shall
be fixed in the bylaws. The number of members of the board of directors at any time shall not be
less than three (3) and shall be fixed by, or in the manner prescribed in, the bylaws, as amended
from time to time at any time after the adoption of the initial bylaws. Directors shall be elected,
removed or appointed in the manner and for the terms as provided in the bylaws, provided that
the City shall always be entitled to at least one (1) member of the board of directors.
Section 3.04. Suspension of Membership and Rights of Enjoyment. The Association
may suspend the voting rights of a Member who:
(a) is subject to a Right of Action by reason of having failed to take
reasonable steps to remedy a violation or breach of the Declaration within the number of
days specified in a written notice given by the Association after such violation or breach;
or
(b) has allowed any Assessment levied by the Association pursuant to this
Declaration to become delinquent; or
(c) has violated any rules and regulations adopted by the Association
governing the use and enjoyment of the Common Property or services thereon.
Such suspension shall be for the balance of the period in which the conditions set forth in
subsections (a) and (b)or(c) of this Section 3.04 exist.
Section 3.05. Termination of Membership. No Owner shall continue to be a Member
after he ceases to hold a qualifying interest in any Parcel.No Member may avoid his obligations
under this Declaration by declining to use Common Property, abandoning his Parcel, or by any
other act of abandonment or renunciation.
8 WA 3365268.1
Section 3.06. Limitation of Liability. No Member of the Association, officer of the ca
Association, or member of any committee of the Association, whether such committee is x
specifically described in this Declaration or hereafter created by the Association, shall be _
personally liable to any Owner, Member or Tenant or to any other party, including the Co
Association, for any damage, loss or prejudice suffered or claimed on account of any act, `t
omission, error or negligence of such Member, officer of the Association, committee member, A
any other representative or employee of the Association or of City, provided that such person O
has, upon the basis of such information as may be possessed by him, acted in good faith on �
behalf of the Association,without willfW or intentional misconduct. O�
Section 3.07. City and / or IDA's Control of the Association. Notwithstanding
anything in this Article III or elsewhere in this Declaration to the contrary, the City and/ or the
IDA shall have absolute and exclusive control over the Association, including appointment and
removal of the members of the Association Board and any and all officers of the Association,
until eighty percent(80%) of the Parcels in the Development Plan (as it exists from time to time)
have been sold to Owners. Until such time, only the City and /or the IDA shall be entitled to
exercise any and all powers of the Association. The City and / or the IDA's exercise of control
over the Association pursuant to this Article III, shall in no way obviate any Owner's obligations
under this Declaration, including without limitation payment of any Assessments.
ARTICLE IV
Imposition of Assessments and Liens Upon Property
Section 4.01. Covenants for Assessments and Creation of Liens. Each Owner,jointly
and severally, for its successors and assigns,by acceptance of a deed or other conveyance for any
Tract,whether or not the covenants contained herein shall be expressed in any such deed or other
conveyance,hereby covenants and agrees that:
(a) it will pay to the Association all Assessments which may or shall be levied
by the Association against the Parcel owned by it in each year or any part thereof;
(b) it shall be personally liable for all such Assessments which become due
while it is the Owner of each Parcel being assessed;
(c) all Assessments, together with the continuing obligation to pay each
Assessment assessed in all future years, together with all costs, expenses, interest and
reasonable attorney's fees incurred in the collection of delinquencies, shall become, upon
the filing of this Declaration, and thereafter remain, a charge against and be secured by a
continuing lien upon the Parcel of such Owner; and
(d) said charge and lien shall be superior to any and all other charges, liens or
encumbrances which may hereafter in any manner arise or be imposed upon the Parcel
whether arising from or imposed by judgment or decree or by any agreement, contract,
mortgage or other instruments,excepting only:
(i) purchase money mortgages or deeds of trust given to finance the
purchase of the Parcel and mortgages or deeds of trust to finance construction of
9 WA 3365268.1
improvements on the Parcel and mortgages or deeds of trust otherwise
encumbering the Parcel; provided, however, that this subordination to such
mortgages shall apply only to Assessments which have become due and payable OCA
prior to a sale or transfer of any Parcel on account of the foreclosure of any such
mortgage or on account of any other proceeding in lieu of foreclosure; such o
foreclosure sale or transfer in lieu of foreclosure shall not release such Parcel tv
from the lien of or relieve the new Owner, its successors and assigns from liability co
for any Assessments thereafter becoming due;and CA
(ii) such liens for taxes or other public charges as are made superior by
applicable law; provided, however, that this subordination to such liens shall
apply only to Assessments which have become due and payable prior to a sale or
transfer of any Parcel on account of the foreclosure of any such lien or on account
of any other proceeding in lieu of foreclosure; such foreclosure sale or transfer in
lieu of foreclosure shall not release such Parcel from the lien of or relieve the new
Owner, its successors and assigns from any liability for any Assessments
thereafter becoming due.
Nothing contained in this subsection (d) of Section 4.01 shall be construed so as to
constrain or impair the payment of funds realized from a foreclosure sale, to the extent of
any funds remaining after satisfaction of prior liens, in order of priority to holders of .
subordinated liens.
Section 4.02. Uniform Rate of Assessment.
(a) For the purpose of providing funds for the uses specified in Article V
hereof, the Association shall assess against the Parcel in each year, beginning with the
year in which it is necessary for the Association to maintain any Common Property, a
charge (referred to herein as "Assessment" or "Annual Assessment"), which shall be
uniform with respect to all Parcels. Assessments shall be levied in such amounts as
determined by the Association to provide funds sufficient to support the Association
Budget for each fiscal year of the Association. If the Association fails to approve a
budget as described above, a budget in the amount of the prior year's budget shall be
automatically deemed approved.
(b) The Property may be divided into districts by the Association for the
purpose of allocating maintenance assessments.
Section 4.03. Billing of Annual Assessments. At such time or times as the Association
Board may determine, the Association shall levy the Annual Assessment against each Parcel on a
pro rata basis based upon the square footage contained in each Parcel to the total square footage
contained in the Property (exclusive of the Common Property). The Association shall send a
written bill to each Owner stating the amount of the Annual Assessment imposed against each
Parcel owned by the Owner, the time period for payment thereof, and the interest rate to be
charged for late payments thereof. Each Annual Assessment shall be due and payable on a date
established by the Association and shall become delinquent on a date established by the
Association. The Association may establish payment procedures to allow payment of the Annual
10 WA 3365268.1
Assessment in increments during the year the Assessment is made,provided that this privilege is
extended to all Owners on an equal basis, and provided that reasonable notice is given of each x
payment date, of the interest to be charged for late payments, of the liens established by this
Declaration, and of the suspension of membership rights as a consequence of the failure to pay. '—
Section 4.04. Late Payments. b
v,
(a) The Association may from time to time establish or change the rate of N
interest which shall be charged for the payment after the delinquency date of any portion
of an Assessment, provided that such interest rate shall not exceed the lesser of eight an
percent (8 %) over the Base Rate or Prime Rate as announced by United Missouri Bank
of Kansas City, N.A. (or any successor thereto) as its base per annum lending rate, from
time to time, or the maximum interest rate permitted under the laws of the State of
Missouri and provided that reasonable notice of such charge is given to the Members.
(b) In the event of default in the payment of any one (1) or more installments
of the Annual Assessment established hereunder, the Association may declare any
remaining balance of said Annual Assessment at once due and payable.
(c) In the event that an Owner shall fail to fully pay the Assessment by the
delinquency date thereof, such unpaid amount shall become a binding personal obligation
of such Owner, and the Association shall have the right, pursuant to the provisions of
Section 12.03 hereof, to enforce the lien for Assessments imposed by Section 4.01. The
Association shall have the right and duty to take all appropriate actions and steps to
collect any such unpaid Assessments. Each delinquency shall constitute a separate basis
for a demand or claim of lien or liens, but any number of defaults may be included within
a single demand or claim of lien or liens on account of prior delinquencies and shall be
deemed to include subsequent delinquencies and amounts due on account thereof. The
Association may institute a suit to recover a money judgment for the same, together with
interest thereon and reasonable expenses of collection, including attorneys' fees, without
foreclosing or waiving the lien hereinbefore provided.
Section 4.05. Certificate of Payment. Upon written demand by an Owner, the
Association shall issue and furnish to such Owner, within a reasonable period of time, a written
certificate stating that all Assessments, including interest and costs (if any), have been paid with
respect to any Parcel owned by said Owner as of the date of such certificate, or if all
Assessments have not been paid, setting forth the amount then due and payable. The Association
may make a reasonable charge for the issuance of such certificate.
Any such certificate, when duly issued as herein provided, shall be conclusive and binding with
regard to any matter therein stated as between the Association and any bona fide purchaser or
encumbrancer of the Parcel in question.
Section 4.06. Special Assessments.
(a) In addition to the Annual Assessments authorized by Section 4.01 hereof,
the Association may levy in any year a Special Assessment for the purpose of defraying,
I l WA 3365268.1
in whole or in part, the cost of any construction or reconstruction, repair or replacement
of Common Property Improvements including any capital improvement upon the
Common Property, or the cost of any utility deemed necessary by the Association to
serve the Property including the necessary fixtures and personal property related thereto, `
or any unexpected cost or expense of the Association, as the Association may determine. CO
(b) A Special Assessment shall become effective upon written notice by the
Association. Billing of Special Assessments shall be handled according to the procedures O
set out in Section 4.03 hereof. N
00
(c) The Special Assessment shall be deemed to be approved by the Member
unless three-fourths (3/4) of the Members vote not to approve such Special Assessment.
(d) Any Parcels owned by the City or IDA shall not be subject to Special
Assessments unless the City or IDA otherwise agrees.
ARTICLE V
Use of Funds
Section 5.01. Purposes for which Funds May Be Used. The Association shall apply all
funds received by it pursuant to this Declaration and all other funds and property received by the
Association, including the proceeds of loans referred to in Sections 5.02 and 5.05 and the
accumulated funds referred to in Section 5.03,to the following:
(a) the operating costs and expenses of the Association;
(b) the planning, design, acquisition, improvement, construction, maintenance
and equipping of Common Property and Common Property Improvements;
(c) payment of all principal and interest when due on all loans made to the
Association pursuant to Section 5.02 hereof;
(d) payment of all real and personal property taxes and assessments, if any,
separately levied upon or assessed against the Association or any property owned by the
Association;
(c) payment of all premiums and charges for all polices of insurance or surety
bonds, as deemed by the Association to be necessary and appropriate, including but not
limited to workmen's compensation insurance, to the extent necessary to comply with
any applicable law and then current insurance practices, and indemnity, faithful
performance, fidelity and other bonds as the Association shall deem necessary,
appropriate or required to carry out the Association functions or to insure the Association
against any loss from malfeasance or dishonesty of any employee or other person charged
with the management or possession of any Association funds or property; and
12 WA 3365268.1
(f) the repair, improvements, construction, operation or extension of any
utility servicing the Property or any utility deemed reasonably necessary by the x
Association to service the Property. _.
Section 5.02. Section 5.02 Handling of Funds. In order to secure the repayment of Op
any and all sums borrowed by it from time to time, the Association is hereby granted the right b
and power: C-)
O
(a) to assign and pledge revenues received and to be received by it under any N
provision of this Declaration, including, but not limited to, the proceeds of the t�O
Assessments payable hereunder; and
(b) to enter into agreements with its lender(s) with respect to the collection
and disbursements of funds, including, but not limited to, agreements wherein the
Association covenants:
(i) to assess the Assessments on a given day in each year and subject
to the limitations specified in Article IV;
(ii) to establish sinking funds, other security deposits, and/ or a capital
equipment replacement fund;
(iii) to apply funds received by the Association to the payment of all
principal and interest when due on such loans or to apply the same to such
purpose after providing for costs of collection;
(iv) to establish such procedures as may be required by the lender(s),
but not inconsistent with the Declaration;
(v) to provide for the custody and safeguarding of all funds by the
Association; and
(vi) to negotiate and arrange the amount, terms and rate or rates of all
borrowing and the provisions of all agreements with lender(s).
Section 5.03. Accumulation of Funds Permitted. The Association shall not be
obligated to spend in any calendar year all the sums collected in such year by way of Annual
Assessments, or otherwise, and may carry forward, as surplus, any balances remaining; but the
Association shall be obligated to apply such surplus to reasonable reserves or the reduction of the
amount of the Annual Assessment in the succeeding year.
Section 5.04. Posting of Bond. The Association shall require that all persons or entities
who handle the Association funds or monies, which funds and monies shall be deposited in
federally insured banks or savings and loans, post bonds sufficient in amount to indemnify the
Association from any loss.
Section 5.05. Annual Budget and Advances by the City.
13 WA 3365268.1
(a) Not later than ninety (90) days prior to the end of each fiscal year for the
Association, the Association Board shall prepare an annual cash budget projecting w
anticipated expenses, cash receipts, and any other costs for the ensuing fiscal year (the x
"Association Budgee) which shall be submitted to the City for its review and approval.
Upon receipt of the Association Budget, if the City does not provide its approval with W
sixty (60) days, the budget shall be deemed approved by the City. The fiscal year for the --!
Association shall be the calendar year. The proposed Association Budget witl
automatically be approved unless three-fourths (3/4) of the Members vote not to approve O
such Association Budget. N
OD
(b) In the event the Association has failed to adopt a budget by the first day of
each fiscal year, the Association shall be deemed to have adopted a budget for such fiscal
year in accordance with the budget for the prior fiscal year.
(c) The City may, but is not obligated to, make cash advances to the
Association to eliminate any projected net cash flow deficit of the Association which
occur during the course of any fiscal year throughout the Development Period. Such cash
advances may be considered borrowings of the Association.
(d) If required by the City, all such advances shall be evidenced by
promissory notes of the Association to bear interest at the effective rate of interest being
paid by the City on its debentures or debt obligations.
ARTICLE VI
Common Property
Section 6.01. Conveyance of Common Property. The IDA and / or the City may
convey any interest it may have in the Common Property to the Association and, from time to
time, convey to the Association such certain other property as the IDA and / or the City may
determine in accordance with the Development Plan for the common use and enjoyment of the
Owners. Any deed of conveyance may contain appropriate restrictions and assurances that such
property shall be reserved for the common use and enjoyment of the Owners.
Section 6.02. Use of Common Property.
(a) Every Owner, by reason of such ownership, shall have a right and
easement of enjoyment in and to all Common Property owned by the Association, and
such easement shall be appurtenant to and shall pass with every Parcel upon transfer. All
Tenants who are not also Owners shall have a nontransferable privilege to use and enjoy
all Common Property owned by the Association for so long as they are a Tenant.
(b) All such rights, easements and privileges conferred under this Article VI
shall, however, be subject to the rights granted to the Association in accordance with this
Declaration to:
(i) establish, adopt, promulgate, amend and rescind reasonable rules
and regulations pertaining to the use, operation and maintenance of Common
14 WA 3365268.1
Property which shall enhance the preservation of such facilities, promote the
safety and convenience of the users thereof, and which shall serve to promote the
best interests of the Owners and the Horizons Business Park;
x
(ii) (ii) determine the use or uses to which Common Property
ca
owned by the Association may be put;
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(iii) borrow money for the purpose of acquiring, developing or
O
improving any Common Property including improvements thereon, and in aid N
thereof to mortgage the same,provided that the rights of any such mortgagee shall Oo
be subordinate to the rights, easements and privileges herein granted and assured; ON
provided, further, that any such mortgage shall be subject to the approval of three-
fourths (3/4) of the Members who are present in person or by proxy and voting at
an Association meeting at which a quorum is present or voting in a referendum
called for such purpose after the proper notice is given; and
(iv) apply for, accept and expend loans or grants from federal, state or
local governments and comply with any conditions required by such governments
in order to obtain such loans or grants including conditions relating to the use and
enjoyment of Common Property by the general public.
Section 6.03. Damage or Destruction of Common Property by Owner. In the event
any Common Property is damaged or destroyed by an Owner, Tenant or any of their guests,
tenants, licensees, or agents, such Owner does hereby authorize the Association to repair such
damaged areas. The Association shall repair such damaged area in a good and workmanlike
manner in conformance with the original plans and specifications of the area involved, or as the
area may have been modified or altered subsequently by the Association at the discretion of the
Association. The amount necessary and actually expended for such repairs shall be a Special
Assessment upon the Parcel of said Owner, shall be a lien upon the tract of said Owner and shall
be enforceable as other Assessments under Article N.
Section 6.04. Maintenance of Common Property. The Association shall maintain the
Common Property according to at least the same standard of maintenance required of Owners.
ARTICLE VII
Design Review Committee("DRC")
Section 7.01. The purpose of the DRC is to assure that all proposed uses and any
construction or alteration of any Structure which takes place on any Parcel or any other Property
shall be performed in conformity with the objective of high quality design and development as
set forth in the Development Plan. To carry out that purpose,the DRC shall have all of the rights,
powers and duties conferred upon it pursuant to the provisions of this Article VII, including the
right to approve any and all proposed uses, site plans and Structures to be constructed on the
Property. The DRC shall also have the right to approve or disapprove any and all proposed
external alterations or use changes for any Parcel or Common Property. The DRC will not do
15 WA 3365268.1
anything, however, which would prevent the Developer from fulfilling its obligations under the
Development Plan.
Section 7.02. Composition and Appointment. a�'c
(a) During the Development Period, the DRC shall be comprised of five (5)
members, three (3) members appointed by the Developer and two (2) members, 00
appointed by the City; thereafter, the DRC shall be comprised of five members; three (3)
members appointed by the Association Board and two (2) members, appointed by the O
City; the members of the DRC need not be Members or Owners. N
CD
(b) The rights, powers and privileges of the members of the DRC shall be tT
fixed in the Association bylaws. Members of the DRC may be appointed, replaced or
removed in the manner and for the terms as provided in the bylaws.
Section 7.03. Officers, Subcommittees and Compensation. The members of the DRC
shall appoint a Chairman and Secretary from among their number and may appoint from among
their number such other officers and subcommittees as they shall from time to time determine.
The members of the DRC shall not receive any compensation for their services to the DRC or the
Association.
Section 7.04. Operations of the DRC.
(a) The DRC shall adopt and promulgate and, as it deems appropriate, amend
the Development Guidelines as provided in Section 7.05 hereof and will, as required,
make findings, determinations, rulings and orders with respect to the conformity with
said Development Guidelines of plans and specifications to be submitted for approval to
the DRC as provided in Section 7.06 hereof. As required, the DRC shall issue permits,
authorizations or approvals pursuant to the directions and authorizations contained
herein. The initial Development Guidelines are attached as Exhibit C.
(b) Any three (3) or more of the members of the DRC may be authorized by
the DRC to exercise the full authority of the DRC with respect to the review of plans and
specifications pursuant to the provisions of this Article and with respect to all other
matters as may be specified by resolution of the DRC, except with respect to the adoption
or promulgation of the Development Guidelines. The unanimous action of three (3) or
more members of the DRC in issuing an approval based upon specified conditions or a
modification of any plans and specifications submitted under the provisions of this
Article, or in issuing an approval or disapproval of any permit or authorization, shall be
final and binding upon the DRC, subject, however, to an appeal to the DRC as a whole.
Any applicant for such approval, permit or authorization may, within thirty (30) days
after receipt of notice of any decision which he deems to be unsatisfactory, file a written
request to have the matter in question reviewed by the entire DRC. Upon filing of any
such request, the matter with respect to which such request was filed shall be submitted
to, and reviewed as soon as possible by, the entire DRC. Thereafter,the majority decision
of all members of the DRC with respect to such matter shall be final and binding.
16 WA 3365268.1
Section 7.05. Development Guidelines.
(a) As contemplated by and pursuant to the provisions of this Article VII, the
DRC may adopt, promulgate, amend, revoke and enforce design and development w
guidelines, hereafter referred to as the Development Guidelines, for the purposes of: x
(i) governing the form and content of plans and specifications to be
submitted for approval pursuant to the provisions of Section 7.06;
(ii) governing the procedure for such submission of plans and G
specifications;and N
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(iii) establishing policies, requirements, standards, restrictions and Cri
specifications with respect to the approval and disapproval of all proposed uses
and with respect to construction or alteration of any Structure on any Parcel,
Easement Area or Common Property owned by the Association.
(b) The DRC shall make a published copy of its current Development
Guidelines, readily available to Owners, which Guidelines shall include the Plan
Submission Procedure, Site Planning and Landscape Standards, and Design Standards.
Section 7.06. Submission of Plans and Specifications. No Structure shall be
commenced, erected, placed, moved onto or permitted to remain on any Parcel, nor shall any
existing Structure upon any Parcel be altered in any way which materially changes the exterior
appearance thereof, nor shall any new use be commenced, unless plans and specifications
(including a description of any proposed new use) therefor shall have been submitted to and
approved in writing by the DRC. Such plans and specifications submitted to the DRC shall be in
such form and shall contain such information as may be required by the DRC in the
Development Guidelines promulgated by the DRC pursuant to Section 7.05 of this Declaration.
No building or similar structure on any Parcel or Lot shall be constructed with exposed metal
sides.
Section 7.07. Approval of Plans and Specifications.Upon approval by the DRC of any
plans and specifications submitted hereunder, a copy of such plans and specifications, as
approved, shall be deposited as a permanent record with the DRC and a copy of such plans and
specifications bearing such approval in writing shall be returned to the applicant submitting the
same. Approval of any plans and specifications for use in connection with any Parcel or
Structure shall not be deemed a waiver of the DRC's right, in its discretion, to disapprove similar
plans and specifications or any of the features or elements included therein if such plans,
specifications, features or elements are subsequently submitted for use in connection with any
other Parcel or Structure. Approval of any such plans and specifications relating to any Parcel or
Structure, however, shall be furcal as to that Parcel and such approval may not be revoked or
rescinded thereafter, provided that there has been adherence to, and compliance with, such plans
and specifications, as approved, and any conditions attached to any such approval. The DRC, in
its discretion, is permitted to approve deviations from the Development Guidelines and from this
Declaration when, in its judgment, such deviations will result in a more beneficial use or will
otherwise promote the Development Plan. Such approval must be granted in writing and when
17 WA 3365268.1
the DRC approves and grants a deviation from this Declaration, such approved deviation shall
for all purposes amend this Declaration but only to the limited extent of such specifically
approved deviation. No approved deviation shall be deemed to act as a precedent in respect of
any other requests for approvals of deviations.
Section 7.08. Disapproval of Plans and Specifications. —
00
(a) The DRC shall have the right to disapprove any plans and specifications
submitted hereunder as determined by the DRC in its sole judgment and discretion for
failure of such plans or specifications to comply with this Declaration or the N
Development Guidelines, or for any other matter with respect to such submitted plans and OD
specifications, whether or not such matters are included in the Development Guidelines, Cn
if such matters, in the sole judgment and discretion of the DRC, would conflict with the
value and amenities of the Horizons Business Park/Planned Development District
established in the Development Plan and as may be set forth in this Declaration or the
Development Guidelines, or any other matter which, in the judgment of the DRC, would
render a proposed Structure or use inharmonious with the standards for Horizons
Business Park/Planned Development District as set forth in the Development Plan.
(b) In any case in which the DRC shall disapprove any plans and
specifications submitted hereunder, or shall approve the same only as modified or upon
specified conditions, such disapproval or qualified approval shall be accompanied by a
statement of the grounds upon which such action was based. In any such case the DRC
shall, if requested, make reasonable efforts to assist and advise the applicant in order that
an acceptable proposal may be prepared and submitted for approval.
(c) The approval or disapproval of plans and specifications by the DRC shall
not be construed as approval or disapproval of engineering decisions or of compliance of
such plans and specifications with zoning and building ordinances nor with any such
industry or governmental standards, rules, regulations and codes. It is the responsibility
of each Owner to employ properly qualified and, as applicable, licensed professionals to
design and construct its Structure. By approving or disapproving the plans and
specifications neither the DRC nor any member thereof assumes any liability or
responsibility therefor or for any defect in any Structure or part thereof constructed from
such plans and specifications.
Section 7.09. Failure to Act. In the event that the DRC shall fail to take action on any
complete set of plans and specifications as herein provided within ninety (90)business days after
receipt of"preliminary" plans and specifications or within ninety (90)business days after receipt
of"final'plans and specifications, together with the fees authorized by Section 7.12 hereof, and
such other requirements as called for by the Development Guidelines, the same shall be deemed
to have been approved as submitted, and no further action by the DRC shall be required for the
applicant to begin construction. Such approval shall be placed in writing on the plans and
specifications and shall be returned to the applicant.
Section 7.10. inspection Rights. After reasonable notice and at any reasonable time or
times, any agent of the Association or the DRC may enter upon any Parcel for the purpose of
18 WA 3365268.1
ascertaining whether the use or maintenance of such Parcel or the construction of any Structure
thereon is in compliance with the provisions hereof. Neither the Association, nor the DRC, nor
any agent thereof shall be deemed to have committed a trespass or other wrongful act solely by
reason of such entry or inspection,provided such inspection is carried out in accordance with the o�q
terms of this Section. .r
Section 7.11. Violations. If any Structure shall be erected, placed, maintained or altered pp
upon any Parcel, or any new use commenced on any Parcel, otherwise than in accordance with -.1
the plans and specifications approved by the DRC pursuant to this Declaration, such erection, L33
placement, maintenance or alteration shall be deemed to have been undertaken in violation of o
this Article and without the approval required herein. If in the opinion of the DRC, such ro
violation shall have occurred, the DRC shall notify the Association Board. if the Association Cn
Board shall agree with the determination of the DRC with respect to the violation, then upon
written notice of the violation to the Owner from the Association(which shall be deemed to have
been delivered if sent by certified or registered mail, return receipt requested, postage paid), any
such Structure so erected, placed, maintained or altered upon any Parcel in violation hereof shall
be removed or altered, and any such use shall be terminated, so as to extinguish such violation. if
the Owner of the Parcel upon which such violation exists shall not have taken reasonable steps
toward the removal or termination of the same within the time Specified in such notice, the
Association shall have the right to pursue its Right of Action as provided in Article XIII hereof
together with all remedies whether at law or in equity and whether specified herein or in Article
XII hereof, and including but not limited to the remedy of injunctive relief and obtaining a
monetary judgment for all costs,expenses, including reasonable attorneys' fees,and damages.
Section 7.12. Fees. As a means of defraying its expenses, the DRC may charge and
collect a reasonable and appropriate fee as established from time to time and published in the
Development Guidelines. The fees shall be made payable to the Association and shall be payable
at the time plans and specifications are submitted as a condition precedent for the review and
approval of such plans and specifications.
Section 7.13. City Approval. Nothing in this Article VII shall replace or otherwise
effect any of the City's independent approval or permitting procedures and requirements in
accordance with City code and no Structure shall be commended, erected, placed, moved onto or
permitted to remain on any Parcel, nor shall any existing Stru�ture upon any Parcel be altered in
any way which materially changes the exterior appearance thereof, nor shall any new use be
commenced, unless plans and specifications (including a description of any proposed new use)
therefor shall have been submitted to and approved in writing by the City.
ARTICLE VIII
Easements
Section 8.01. Common Property. The IDA, the City and the Association may maintain
the Easement Areas in accordance with this Declaration.
Section 8.02. Entry. The City and / or IDA reserves for itself, the City and the
Association,the right at all times to enter upon all parts of the Easement Areas of each Parcel for
any of the purposes for which said easements, public access or right-of-ways are reserved. The
19 WA 3365268.1
Association, its agents, designees, successors and assigns shall maintain the Easement Areas, and
shall be responsible for leaving each Easement Area in good repair and condition following any
work or activity within such Easement Area. m
x
Section 8.03. Disposition During Development Period. During the Development_
Period, the IDA and / or City may convey an Easement Area to a public authority or utility ep
company where such conveyance is required by the public authority or utility company as a.t
prerequisite to installing the utility facility on the Easement Area or where such conveyance is�
required by the public authority or utility company as a prerequisite to accepting ownership of c=)
the utility facility for operation and maintenance. N
OD
ARTICLE IX CN
Construction on Parcels
Section 9.01. Construction Standards. The DRC shall implement construction
standards for the construction of any improvements on any Parcel, which standards may include,
but shall not be limited to:
(a) No dumping or open burning of construction materials, waste or trash
shall occur on any building Parcel.
(b) Erosion control shall be provided on Parcels with steep grades. The DRC
may, at its sole discretion, require the Owner to place erosion control materials such as
straw bales or fencing on any portion of a Parcel that appears to be subject to erosion due
to construction activities.
(c) No changes in plans during the construction period will be permitted
without prior express written approval of the DRC.
(d) Excess excavation materials must be hauled away from the Parcel and
from the Property.
(e) Concrete suppliers and contractors shall clean their equipment only at
locations designated by the City for that purpose.
ARTICLE X
Duration and Amendment
Section 10.01. Duration. This Declaration and the Restrictions contained herein shall
run with, burden and bind the Property, shall inure to the benefit of and shall be enforceable by
the IDA and/or the City (during the Development Period), the Association and any Owner, their
respective legal representatives, heirs, successors and assigns, until January 1, 2023; after which
time the Declaration shall be automatically renewed for successive periods of ten (10) years
unless, prior to the commencement of any such renewal period, an instrument terminating this
Declaration and the Restrictions contained herein shall be executed by the Association and
recorded in the appropriate Office of the Recorder of Deeds or in such other place of recording
as may be appropriate at the time of the execution of such instrument, pursuant to a resolution to
20 WA 3365268.1
such effect approved in writing by one hundred percent (100%) of the total number of Members,
which resolution shall have been approved within six (6) months prior to January 1, 2023, or
prior to the end of any such ten(10)year extension period.
Section 10.02. Amendment.
(a) Except as hereinafter specifically provided, including as provided in m
Section 11.01, this Declaration may not be amended, terminated or modified in any v
respect except by recording an instrument executed by the Association and authorized by -0
the Members, subject of course to the rights, if any, of any lienholders of liens on the p
Property to consent to or approve of such amendment, termination or modification, tV
pursuant to a resolution to such effect approved in writing by not less than three-fourths C00
(3/4) of the total number of Members.
(b) Notwithstanding the foregoing, during the Development Period this
Declaration can be abolished, amended, modified or changed in whole or in part by the
City and / or the IDA in order to, among other things, correct deficiencies of this
Declaration as determined to exist by the City and/or the IDA and, to give effect to all of
the rights, obligations and duties created or contemplated herein.
ARTICLE XI
Enforcement
Section 11.01. Right of Action.
(a) In the event of a violation or breach of any Restriction contained in this
Declaration, the Association shall give written notice to the Owner setting forth in
reasonable detail the nature of such violation or breach and the specific action or actions
which shall be taken by the Owner to remedy such violation or breach. If the Owner shall
fail to take reasonable steps to remedy such violation or breach within the time limit
specified in the written notice, then the Association may pursue its Right of Action. The
term "Right of Action" as used herein, shall mean the right of the Association, through its
agents and employees, to enter at all reasonable times upon any Parcel as to which a
violation, breach or other condition to be remedied exists, and take the actions specified
in the notice to the Owner to abate, extinguish,remove or repair such violation, breach or
other condition which may exist thereon contrary to the provisions hereof. Such entry or
action, or both, shall not be deemed to be a trespass or wrongful act solely by reason of
such entry and such actions, provided such entry and such actions are carried out in
accordance with the provisions of this Section. All costs and expenses including
reasonable attorneys' fees incurred by the Association or on its behalf in enforcing such
Right of Action, shall be a binding personal obligation of such Owner enforceable at law,
as well as a lien on such Owner's Parcel enforceable pursuant to the provisions of Section
12.03 hereof. The lien provided under this Section shall not be valid against a bona fide
purchaser (or bona fide lienholder) of the Parcel in question unless a notice of such lien
shall have been filed in the appropriate office of the Recorder of Deeds prior to the
recordation of the deed in the said office (or lien instrument) conveying the Parcel in
question to such purchaser (or subjecting the same to such lien). "Right of Action" shall
21 WA 3365268.1
also mean and encompass the right to pursue all remedies herein specified and specified
in Sections 12.02 and 12.03,together with all remedies at law or in equity.
(b) During the Development Period, the City and / or the IDA may pursue its
Right of Action where in the sole judgment of the City and / or the IDA, the Association x
has failed to exercise its Right of Action to enforce the provisions of the Declaration and
has thereby jeopardized the performance of the obligations of the Developer pursuant to
the Development Plan. The City's and / or the IDA's Right of Action shall be subject to 03
the following limitations:
c�
(i) the City and / or the IDA shall give written notice to the
Association identifying the violation which City and/or the IDA seeks to correct Co
and the steps Association will take to remedy the condition; and
(ii) the City and / or the IDA may not commence to exercise its Right
of Action less than thirty (30) days nor more than sixty (60) days after giving
written notice to the Association.
Section 11.02. Specific Performance. Nothing contained herein shall be deemed to
affect or limit the rights of the IDA and / or the City (during the Development Period), the
Association, the Members, or the Owners, or any one of them, to enforce any of the terms,
covenants or conditions of this Declaration by appropriate judicial proceedings. However, the
City and / or the IDA hereby declare that it is impossible to measure in money the damages
which will accrue to a beneficiary hereof, its transferees, successors or assigns, by reason of a
violation of, or failure to perform any of the obligations provided by this Declaration. Therefore,
any beneficiary hereof shall be entitled to relief by way of injunction or specific performance, as
well as any other relief available at law or in equity, to enforce the provisions hereof In any and
all such actions, whether at law or in equity, any such beneficiary who is entitled to relief shall
also be entitled to recover all costs and expenses, including reasonable attorneys'fees,incurred in
enforcing such rights.
Section 11.03. Enforcement of Liens.
(a) The Association shall have a lien for Assessments, user fees and charges
(herein collectively, "Assessment" or "Assessments") as set forth in Section 4.01 hereof
and shall have a lien for the cost of exercising the Right of Action as set forth in Section
12.01 hereof. The amount which may be recovered by the Association shall include the
Assessment or costs, together with the cost of such enforcement proceedings, including
reasonable attorney's fees and interest. Suits to recover a money judgment for unpaid
Assessments shall be maintainable without foreclosing or waiving the lien provided for in
Section 4.01 hereof.
(b) If any demand for payment or claim of lien or liens is not paid when due
as provided in Section 4.05 hereof, the Association or its duly authorized representative
may thereafter elect to file and record a claim of lien on behalf of the Association against
the Parcel of the defaulting Owner in the appropriate Office of the Recorder of Deeds.
22 WA 3365268.1
Such claim of lien shall be executed and acknowledged by any officer of the Association
and shall contain substantially the following information:
,(i) the name of the delinquent Owner; x
(ii) the legal description and street address of the Parcel against which
Co
the claim of lien is made;
v
(iii) the total amount claimed to be due and owing for the amount of the
delinquency, interest thereon, collection costs and reasonable attorney's fees (with N
any proper offset allowed); 00
ON
(iv) that the claim of lien is made by the Association pursuant to this
Declaration; and
(v) that a lien is claimed against said Parcel in an amount equal to the
amount stated, together with all other amounts becoming due from time to time
in accordance with this Declaration.
(c) Upon such recordation of the duly executed original or copy of such a
claim of lien, the lien claimed therein shall immediately attach and become effective in
favor of the Association as a lien upon the Parcel against which such Assessment or cost
was levied. Such a lien shall have priority over all liens or claims created subsequent to
the recordation of the claim of lien thereof, except for tax liens for real property taxes and
assessments on any Parcel in favor of any municipal or other governmental unit and
except as provided in Section 4.01 hereof.
(d) Any such lien may be foreclosed by appropriate action at law or in the
manner provided by law for non-judicial foreclosure of mortgages and deeds of trusts or
in any other manner permitted by the laws of Missouri. The Association is hereby
authorized to appoint any attorney or any officer or director of the Association as trustee
for the purpose of conducting any non judicial sale in connection with non judicial
foreclosure of the Association's lien.
(e) The lien provided for herein shall be in favor of the Association and shall
be for the benefit of all other Owners and shall secure payment of all sums set forth in the
claim of lien, together with all sums becoming due and payable in accordance with this
Declaration after the date of recordation of said claim of lien.
(f) Upon the timely curing of any default for which a notice of claim of lien
was filed by the Association and the payment of all sums secured by the lien created by
the recordation of such claim of lien, the Association shall (upon payment by such Owner
of reasonable costs) cause an officer of the Association to file and record an appropriate
release of such claim of lien in the appropriate Office of the Recorder of Deeds.
23 WA 3365268.1
(g) No Owner may waive or otherwise escape liability for the Assessments
provided for in this Declaration by nonuse of the Common Area, or any part thereof, or co
any part of the Property, or abandonment of its Parcel.
(h) Notwithstanding anything contained in this Declaration to the contrary, no —
action may be brought to foreclose or otherwise realize on the lien created by recordation cc
of the claim of lien, until the expiration of thirty (30) days after a copy of said claim of .c
lien, showing the date of recordation thereof, has been mailed to the Owner of the Parcel �
which is described in such claim of lien. N
00
(i) Each Owner does hereby waive to the extent legally possible, all defenses C71
to any liens created pursuant to this Declaration,whether such liens are now in existence
or are created at any time in the future, and the benefit of any exemption laws of the State
of Missouri now in effect, or in effect from time to time hereafter.
Section 11.04. No Waiver. The failure of the City, the IDA, the Association, any
Owner, or its respective successors and assigns, to enforce this Declaration shall in no event be
considered a waiver of the right to do so thereafter as to a similar violation or breach occurring
prior or subsequent thereto.
Section 11.05. Additional Rules. The Association, and the DRC, each by a majority
vote, to the extent specifically provided herein, may adopt, amend, modify, promulgate and
rescind or revoke reasonable rules, regulations and procedures regarding the administration,
interpretation and enforcement of the provisions of this Declaration; for the DRC in particular,
this includes the right of modification, amendment, revocation or rescission of the Development
Guidelines. In so adopting, amending, modifying, promulgating, rescinding or revoking such
rules, regulations and procedures, or in making any finding, determination, ruling or order or in
carrying out any directive contained herein relating to the issuance of permits, authorizations,
approvals, rules or regulations, the Association and the DRC shall take into consideration the
best interests of the Owners and Tenants of the Property to the end that the Property shall be
preserved and maintained as a business park of high quality and shall seek to achieve the
development of the Property in accordance with the standards and objectives set forth in the
Development Plan.
Section 11.06. Incorporation of Provisions in Deeds.
(a) Each grantee, by accepting a deed to a Parcel, lease or other instrument
conveying any interest in any Parcel, whether or not such instrument incorporates or
refers to this Declaration, covenants for itself, its successors and assigns to observe,
perform and be bound by the Declaration and to incorporate this Declaration by reference
in any Deed or other conveyance of all or any portion of its interest in any real property
subject hereto.
This covenant, and any such covenant in any deed to any Parcel, may be specifically enforced
against the grantor or the grantee, or both.
24 WA 3365266.1
ARTICLE XII
Miscellaneous
W
PC
Section 12.01. No Reverter. No Restriction herein is intended to be, nor shall be
construed as, a condition subsequent or as creating a possibility of reverter.
co
Section 12.02. Invalidity. The determination by a court that any provision hereof is
invalid for any reason shall not affect the validity of any other provision hereof, and to the extent
that any term, covenant or condition contained in this Declaration is in conflict with any C:)
applicable laws, this Declaration shall be deemed to be amended so as to comply with applicable co
laws.
Section 12.03. Violation and Nuisance. Any act or omission whereby any provision of
this Declaration is violated in whole or in part is hereby declared to be a nuisance and may be
enjoined or abated, whether or not the relief sought is for negative or affirmative action, by the
City, the Association or any Owner.
Section 12.04. Violation of Law. Any violation of any federal, state, municipal or local
law, ordinance or regulation pertaining to the ownership, occupation or use of any of the
Property is hereby declared to be a violation of this Declaration and subject to any and all of the
enforcement procedures set forth herein.
Section 12.05. Remedies Cumulative. Each remedy set forth in this Declaration shall be
in addition to all remedies whether available at law or in equity and all such remedies,whether or
not set forth in this Declaration, shall be cumulative and not exclusive.
Section 12.06. Limitations. During the Development Period, the Association may not
use its resources nor take a public position in opposition to the general Development Plan or to
changes thereto proposed by the City.
Section 12.07. No Personal Liability. No member of the Association, officer of the
Association, member of the DRC, member of any committee of the Association, whether such
committee is specifically described in this Declaration or hereafter created by the Association,
the IDA or the City shall be personally liable to any Owner, Member, Tenant or to any other
party for any damage, loss or prejudice suffered or claimed on account of any act, (including any
oral representation regarding any aspect of a Parcel whatsoever), omission, error, failure to act,
or negligence of any such Association Member, officer or committee member of the Association,
the IDA, the City, or any Member of the DRC or any realtor representing the City and / or the
IDA in the sale of a Parcel and, further, neither the DRC nor any member thereof shall be liable
to the Association, any Owner or to any other party for any damage, loss or prejudice suffered by
or claimed on account of(a)the approval or disapproval of any plans, drawings or specifications,
whether or not defective, (b) the construction or performance of any work upon the Property, (c)
the execution and filing of any estoppel certificate,whether or not the facts therein are correct,or
(d) any other act, action or conduct of such committee. Such limitation of liability shall apply in
all cases, provided that such person has, on the basis of such information as may be possessed by
him, acted in good faith,without willful or intentional misconduct.
25 WA 3365268.1
Section 12.08. Assignability.
(a) The Association shall be empowered to assign its rights, or any part
thereof, to any successor public body, authority, agency, district or not-for-profit
corporation (hereinafter referred to as the "Successor Entity'), subject to the prior written
approval of the City and / or IDA, and upon such assignment the Successor Entity shall —
have those rights and be subject to those duties assigned thereby and shall be deemed to CQ
have agreed to be bound by the appropriate provisions hereof to the same extent as if the
Successor Entity had been an original party to the Declaration. Any such assignment shall c
be accepted by the Successor Entity under a written agreement pursuant to which the C'
Successor Entity expressly assumes the duties and obligations thereby assigned. M
ON
(b) If for any reason the Association shall cease to exist without having first
assigned its rights hereunder to a Successor Entity,the covenants, restrictions,easements,
charges and liens imposed hereunder shall nevertheless continue and any Owner may
petition a court of competent jurisdiction to have a trustee appointed for the purpose of
organizing a not-for-profit corporation and assigning the rights hereunder with the same
force and effect, and subject to the same conditions, as provided in this Section 13.08
with respect to an assignment and delegation to a Successor Entity.
(c) Any assignment or delegation of rights shall be approved by three-fourths
(3/4) of the Members voting in person or by proxy at an Association meeting at which a
quorum is present or voting in a referendum called for such purpose after proper notice is
given.
(d) The IDA and / or the City may, at its option, assign any or all or its rights
under this Declaration.
Section 12.09. Headings. The headings of the Articles and Sections hereof are for
convenience only and shall not affect the meaning or interpretation of the contents of this
Declaration.
Section 12.10. Gender. Throughout this Declaration, the masculine gender shall be
deemed to include the feminine and neuter,and the singular,the plural, and vice versa.
Section 12.11. Effect of Violation of Declaration on Mortgage. No violation of this
Declaration shall defeat or render invalid the lien of any mortgage made in good faith and for
value upon any portion of the Property; provided, however, that any mortgagee in possession or
any purchaser at any foreclosure sale or any person in a similar position shall be bound and
subject to this Declaration as fully as any other Owner of any portion of the Property.
Section 12.12. Delivery of Notices and Documents.
(a) Any written notice or other document addressed to the Association, the
DRC, the IDA or the City relating to or required or permitted by the Declaration may be
delivered either personally or by certified or registered mail, return receipt requested. If
26 WA 3365268.1
by certified or registered mail, it shall be deemed to have been given, delivered and
received three business days after deposit with the United States Postal Service.
(b) Any written notice or other document relating to or required or permitted
by the Declaration may be delivered to an Owner or Member either personally or by mail
unless other requirements are specifically made in any provision hereof. If by mail, it
shall be deemed to have been given, delivered and received seventy-two (72) hours after
a copy of same has been deposited in the United States mail, postage prepaid, addressed _
to such Owner or Member to the address last furnished by such Owner or Member to the Co
Association. Each Owner or Member shall file his correct mailing address with the -.1
Association, and shall promptly notify the Association in writing of any subsequent ems-)
change of address. Any notice given or required to be sent pursuant to this Section O
13.13(b) shall be deemed to have been properly given, unless other requirements are 1v
co
specifically made in any provision hereof, when mailed, postage prepaid, to the last
known address of the person to whom notice is to be given.
Section 12.13. Local Laws Not Superseded. This Declaration shall not be construed as
permitting any action prohibited by applicable zoning laws, or by the laws, rules or regulations
of any governmental body, or by any deed or lease. In the event of any conflict, the most
restrictive provision of such laws, rules, regulations, deeds, leases or this Declaration shall
govern and control.
City of Riverside,Missouri
By:
.. Kathleen L. Rose, Mayor
(SEAL2
-Attest:
O
Robin Littrell;City Clerk
The Industrial Development Authority of the
I Rive ide,Miss i
sident
Riverside Horizons, LLC
By: Riverside Horizons,LLC
Y:
Nathaniel Haged r , anager
27 WA 3318792.5
STATE OF MISSOURI )
) ss.
COUNTY OF PLATTE )
On this �day of k.Q 2012 before me personally appeared Kathleen L. x
Rose to me personally known,who being y me duly sworn did say that she is Mayor of the City
of Riverside, and that said instrument was signed in behalf of said City and she acknowledged to Oo
me that she executed the same as the free act and deed of said City. -4
—o
In Testimony Whereof, I have hereunto set my hand and affixed my official seal the day O
and year first above written. Not
00
SULA12�2
NOTARY PUALIC
My Commission Expires: °�pd�! NFq"'•,,
s N e�e:OJ;
'I Finn,••>lia�`
^Naalon ExV
28 WA 3318792.5
STATE OF MISSOURI )
) ss.
COUNTY OF PLATTE )
On this �\'day of 2012 before me personally appeared Pamela J. x
Darata to me personally known,who being 13y me duly sworn did say that she is President of the —
Industrial Development Authority of the City of Riverside,Missouri and that said instrument was
signed in behalf of said the Industrial Development Authority of the City of Riverside, Missouri J
and she acknowledged to me that she executed the same as the free act and deed of said the �
Industrial Development Authority of the City of Riverside,Missouri. O
N
In Testimony Whereof, I have hereunto set my hand and affixed my official seal the day co
and year first above written. M
`H�pnuul iry
���.```�pM WApti•,,, NOTARY PUB
My Commission Expires: g?o ry w--- p�%
'Canmisxton N 11277184=
�� V3 t�,� Platte County,
l, rY.r'.0'�.�1q`J�,b
'OigFOF'IM1850�.,5
�0t�°n Ezpuss��
29 WA 3316792.5
STATE OF C )
)ss.
COUNTY OF )
On this day of U 2012, before me, a Notary Public, personally z
appeared Nathaniel Hagedom, Managerside Horizons, LLC, known to me to be the
person described in and who executed the foregoing instrument, and acknowledged that he
co
executed the same as his free act and deed as Manager of Riverside Horizons, LLC, and that the �j
execution thereof was authorized by the board of directors of said corporation and acknowledged -0
execution of the foregoing instrument to be the free act and deed of said corporation. p
fV
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the Co
day and year last above written. Cn
34z";iD
Notary Public
My a
commission expires: `��a�P P'"N�WA ��o,�
� \�. )5
5 'tary I*'•'fie`�'%
n.
=c«r,m4lon*112771a4
H Putts County
�4tp�EYplros1��'13.
29 WA 3319792.5
EXHIBIT A
00
x
Legal Description
All that part of Tracts 45,46 and 87,all that part of Tracts 79 and 80 of Special Warranty Deed co
as Filed in Book 1103 at Page 314, and a One Acre tract of land as condemned in Circuit Court --o
Case 08AE-CV02339, all lying in the South half of Section 5 and the North half of Fractional
Section 8, Township 50 North,Range 33 West of the Fifth Principal Meridian, in the City of N
Riverside,Platte County, Missouri, described as follows: 00
COMMENCING at the Northeast corner of the Northeast Quarter of Fractional Section 8, M
Township 50 North, Range 33 West; thence North 88 degrees 48 minutes 08 seconds West along
the North line of the Northeast Quarter of said Fractional Section 8 a distance of 1177.60 feet to
a point on the West right of way line of Interstate Highway 635 as established in Book 317 at
Page 605, the POINT OF BEGINNING; thence South 13 degrees 47 minutes 52 seconds West
along the West right of way of Interstate Highway 635 as established in Book 317 at Page 605 a
distance of 977.72 feet to a point; thence South 14 degrees 30 minutes 44 seconds West along the
West right of way of Interstate Highway 635 as established in Book 317 at Page 605 a distance
of 147.14 feet to the point of intersection of the West right of way line of Interstate Highway 635
and the North line of the Levee right of way ownership as established in Book 957 at Page 142;
thence South 72 degrees 10 minutes 16 seconds West along the North line of the Levee right of
way ownership as established in Book 957 at Page 142 a distance of 1243.68 feet to a point;
thence South 73 degrees 15 minutes 38 seconds West along the North line of the Levee right of
way ownership as established in Book 957 at Page 142 a distance of 155.88 feet to the Northwest
comer thereof; thence South 0 degrees 10 minutes 28 seconds West along the West line of the
Levee right of way ownership as established in Book 957 at Page 142 a distance of 609.40 feet to
the point of intersection of the West line of the Levee right of way ownership as established in
Book 957 at Page 142 and the North right of way line of Interstate Highway 635 as established in
Book 1074 at Page 915; thence South 88 degrees 04 minutes 23 seconds West along the North
right of way line of Interstate Highway 635 as established in Book 1074 at Page 915 a distance
of 1324.21 feet to a point; thence North 80 degrees 42 minutes 25 seconds West along the North
right of way line of Interstate Highway 635 as established in Book 1074 at Page 915 a distance
of 873.99 feet to the point of intersection of the North right of way line of Interstate Highway
635 as established in Book 1074 at Page 915 and the East right of way line of Van De Populiere
Road as established in Book 1111 at Page 854; thence North 0 degrees 24 minutes 10 seconds
East along the East right of way line of Van De Populiere Road as established in Book 1111 at
Page 854 a distance of 117.35 feet to a point; thence in a Northeasterly direction along the East
right of way line of Van De Populiere Road as established in Book 1111 at Page 854 and along a
curve to the right,having a radius of 1060.00 feet, through a central angle of 15 degrees 35
minutes 39 seconds,an arc distance of 288.50 feet to a point; thence North 15 degrees 59
minutes 49 seconds East along the East right of way line of Van De Populiere Road as
established in Book 1111 at Page 854 a distance of 200.00 feet to a point;thence in a
Northeasterly direction along the East right of way line of Van De Populiere Road as established
in Book 1111 at Page 854 and along a curve to the left,having a radius of 1500.00 feet,through
a central angle of 15 degrees 35 minutes 39 seconds, an arc distance of 408.25 feet to a point;
thence North 0 degrees 24 minutes 10 seconds East along the East right of way line of Van De
Populiere Road as established in Book 1111 at Page 854 a distance of 228.24 feet to a point;
30 WA 3319792.5
thence South 89 degrees 35 minutes 50 seconds East along the East right of way line of Van De
Populiere Road as established in Book 1111 at Page 854 a distance of 110.00 feet to a point; cx7
thence North 0 degrees 24 minutes 10 seconds East along the East right of way line of Van De x
Populiere Road as established in Book 1 l 11 at Page 854 a distance of 195.00 feet to a point;
thence North 89 degrees 35 minutes 50 seconds West along the East right of way line of Van De co
Populiere Road as established in Book 1111 at Page 854 a distance of 120.00 feet to a point; _..f
thence North 0 degrees 24 minutes 10 seconds East along the East right of way line of Van De
Populiere Road as established in Book 1111 at Page 854 a distance of 1160.00 feet to a point; o
thence North 10 degrees 54 minutes 26 seconds West along the East right of way line of Van De �
Populiere Road as established in Book 1111 at Page 854 a distance of 101.98 feet to a point; to
thence North 0 degrees 24 minutes 10 seconds East along the East right of way line of Van De
Populiere Road as established in Book 1111 at Page 854 a distance of 625.00 feet to a point;
thence North 13 degrees 47 minutes 07 seconds East along the East right of way line of Van De
Populiere Road as established in Book 1111 at Page 854 a distance of 750.86 feet to a point on
the South right of way line of the Chicago, Burlington and Quincy Railroad; thence South 65
degrees 23 minutes 32 seconds East along the South right of way line of the Chicago, Burlington
and Quincy Railroad a distance of 859.90 feet to a point; thence in a Southeasterly direction
along the South right of way line of the Chicago, Burlington and Quincy Railroad and along a
curve to the left, having a radius of 11,509.22 feet, through a central angle of 3 degrees 40
minutes 00 seconds, an arc distance of 736.54 feet to a point; thence South 69 degrees 03
minutes 32 seconds East along the South right of way line of the Chicago, Burlington and
Quincy Railroad a distance of 2294.59 feet to a point on the West right of way of Interstate
Highway 635 as established in Book 317 at Page 605; thence South 13 degrees 47 minutes 52
seconds West along the West right of way of Interstate Highway 635 as established in Book 317
at Page 605 a distance of 557.15 feet to the POINT OF BEGINNING and containing 11,033,013
Square Feet or 253.283 Acres,more or less.
31 WA 3319792.5
i5aei Pill f 1
Riverside Horizons East First Plat
e anddivision in the Saatb 1/2 Seot/oa 5 end the N rM 1/2 F}a 41onei Sactioa 8 Z<
Toeashiy W Hardt Neage M Jest Cll7 of NheMde, Platte Cm iltl YL®o+ai O
4 Nr [Y
mow.._?` r _ _ rw.ti �_ �•���Rr
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'Or.tl.Ibw M«r M1[' r.r.r�yr.'.4r(•rr..�.wr.wr m�u.Yr) «w.w..w.w.tiww.
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Riverside Horizons East First Plat -
e =b&A . = the South 4/2 Section 5 and the Nma I/2 Z i
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Riverside Horizons East First Plat {{'
. .ubWm fan in res Some 1/2!sootlon 5 and the Nona I/z Ip Z: I
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Exhibit C
DRC Guidelines
Section 1. Maintenance Required by Owner.
(a) Each Owner shall keep its Parcel (including Easement Areas, if any), and all V
improvements therein or thereon, in good order and repair in accordance with the site plan
approved by the DRC, including,but not by way of limitation,the seeding, watering and mowing N
of all lawns, the pruning and cutting of all trees and shrubbery and the painting (or other
appropriate external care)of all buildings and other improvements, all in a manner and with such
frequency as is consistent with safety and good property management. Each Parcel shall have an
underground watering system for the watering of all landscaping. There is reserved to the
Association, its agents, successors, designees or assigns a "maintenance easement" on Property
lying between the foundation of any Structure on any Parcel and the property line of said Parcel
to permit the Association, its. agents, successors or assigns, at its election, to maintain said
Property at any reasonable hour. The Association shall have the right, after written notice to the
Owner of the affected Parcel as hereinafter provided,to remove trash or rubbish and to cut grass,
weeds and vegetation and to trim or prune any hedge or other planting that, in the opinion of the
Association, by reason of its location or height or the manner in which it is permitted to grow, is
detrimental to adjoining Property or is unattractive in appearance. The Association shall further
have the right to care for vacant and unimproved Property and to remove grass, weeds and
rubbish therefrom and to do any and all things necessary or desirable in the opinion of the
Association to keep such Property in neat and good order, all at the cost and expense of the
Owner. Such cost and expenses incurred by the Association shall be paid to the Association upon
demand and, if not paid within ten (10) days thereof, shall become a lien upon the Property
affected, equal in priority to the liens provided for in Article W hereof.
(b) The Association shall give fifteen (15) days' written notice to the Owner in
violation of this Restriction, setting forth the specific violation or breach and the action required
to be taken by the Owner to remedy such violation or breach; if, at the end of such time,
reasonable steps to accomplish such action have not been taken by the Owner, the Association
may pursue its rights as set out above and shall have such other remedies at law or in equity as
may then exist or as provided in Article XII hereof.
Section 2. Land Use and Building Type. Each of the Parcels shall be used solely for
commercial, office, retail, industrial hotel recreational and civic purposes. No building shall be
erected,altered, placed or permitted to remain on any Parcel unless it is an approved Structure by
the DRC and no previously approved Structure by the DRC shall be used for any purpose other
than that for which it was originally approved. The Developer and the City reserve the right to
restrict certain uses to certain portions of the Development.
Section 3. Landscape Restrictions. All open areas on any lot not used for storage,
parking, access roads and loading areas shall be suitably graded and drained and shall be seeded
and maintained in grass and shall be further landscaped with trees and shrubs so as to provide a
park-like setting for the buildings and to screen parking and road areas. Landscaped areas shall
33 WA 3365268.1
be properly maintained in a sightly and well-kept condition including such replanting and
replacement as is, from time to time required. No tree or shrubbery shall be maintained in such a
manner as to obstruct the view of vehicular traffic. The DRC may adopt and promulgate Hiles
and regulations regarding the removal of trees, landscaping or fence requirements between m
streets and parking areas or buildings, requirements of planting trees, preservation of trees and
other natural resources and wildlife to protect and encourage the preservation of the ecological
balance of the Property. Each Parcel must be sodded with approved grasses, except in areas to a)
be left in a natural state upon approval of the DRC and as shown on the site plan for the Parcel. v
�v
cr
Section 4. Building Locations. No building or other Structure shall be located on or c,
built on any Parcel nearer to the front Parcel line or nearer to the side street right-of-way line r,,)
than the minimum set back line shown on the Plat. Cd
tT
Section 5. Outside Storage and Equipment. No materials, equipment, supplies or
products shall be stored or permitted to remain on a Parcel outside a permanent structure without
the prior written approval of the Association. Outdoor storage shall be permitted only where
such storage is screened from view by a wall or other appropriate screen at least six feet in height
(with no stored material to extend above such wall or screen) and is confined to locations
approved by the Association. The provisions hereof shall apply also to the bulk storage of all
liquids, including fuel oil and petroleum products,and air conditioning equipment.
Section 6. Parking. Employee, customer, owner or tenant parking will not be
permitted on private streets or publicly dedicated streets in the Property, and it will be the
responsibility of the Owners, their successors or assigns, to provide such parking facilities on
their respective Parcels. The parking areas and drives for a Parcel or Lot shall be located as
shown on the Site Plan approved by the DRC, and such locations cannot be moved or altered
without approved by DRC in accordance with Article VII hereof. All parking areas and drives
shall be properly maintained by the Owner in a sightly and well-kept condition. The Association
may in its discretion further prohibit parking where the same constitutes a hazard or increases
congestion or inconvenience.
Section 7. Off-Street Loading. No loading docks may be on any street frontage
unless approved by the Association. Provision for handling all freight shall be on those sides of
any building which do not face on any street or proposed streets unless otherwise approved by
the Association. Loading docks and doors shall be screened by fences, walls or other appropriate
plantings as approved by the DRC.
Section 8. Uncompleted Structures. Commencement of construction of a Structure
shall not commence until the DRC has approved the final plans and specification for such
Structure.No Structure shall be permitted to stand with its exterior in an unfinished condition for
a period longer than twelve (12) months after commencement of construction. Extensions for
periods beyond twelve (12) months may be granted by the DRC in its sole discretion. In the
event of fire,windstorm or other damage, no Structure shall be permitted to remain in a damaged
condition for more than three (3) months. No Structure shall be occupied until completed
according to the plans and specifications approved by the DRC.
34 WA 3365268.1
Section 9. Structures. No Structure detached from the main building Structure on a
Parcel may be erected on any part of any Parcel without the consent of the DRC.
Section 10. Fences. No fences or walls shall be placed on any Parcel without
permission of the DRC and no approved fence or wall shall be erected or maintained in such a
manner as to obstruct the view of vehicular traffic. No wire or chain link fence shall be erected
on any Parcel. x
Section 11. Placement of Signs on Property. No sign, billboard or other advertising _
device of any nature shall be placed upon any Parcel, including property identification signs, co
except by the City and except as provided herein and as are approved by the DRC. The DRC r..l
may adopt and promulgate rules and regulations relating to signs which may be used within the
Property. If approved by the DRC as to color, location, nature, content, size and other O
characteristics, signs and other advertising devices may be erected and maintained upon any tv
portion of a Parcel. Nothing herein shall be deemed to allow any signage not approved by the co
City.
Section 12. Disposition of Trash and Other Debris. No Parcel shall be used or
maintained as a dumping ground for rubbish. No lumber, metals, bulk materials, refuse or trash
shall be kept, stored or allowed to accumulate on any Parcel, except building materials during the
course of construction, for any approved Structure, unless such materials are screened from view
in a manner approved by the DRC. During the course of construction, it shall be the
responsibility of each Owner to insure that construction sites are kept free of unsightly
accumulations of rubbish and scrap materials, and that construction materials, trailers, shacks
and the like are kept in a neat and orderly manner. No burning of any trash, leaves, grass or
weeds and no accumulation or storage of litter of any kind shall be permitted on any Parcel.
Trash receptacles and containers shall be stored and screened in such a manner that they cannot
be seen from adjacent and surrounding property. All such receptacles and containers shall be
kept in a clean and sanitary condition. The DRC may adopt and promulgate reasonable rules and
regulations relating to the manner of storage of trash receptacles and containers on the Property.
Section 13. Nuisances. No Owner may permit or allow any noxious or offensive
activity to be carried on upon any portion of its Property,nor shall anything be done thereon that
may be or become a nuisance or annoyance to any other Owners. No exterior lighting shall be
directed outside the boundaries of any Parcel but shall be directed so as to avoid glare and
excessive light spillage onto abutting or adjacent Property or Parcels. Exterior lighting shall
consist of concealed sources of illumination and shall maintain lighting levels consistent with the
recognized standards of the lighting industry for uses permitted hereby. Exterior lighting shall be
from white sources only. Upon notice from the Association that an exterior light is objectionable,
such Owner shall immediately shield such light in such a manner so that in the opinion of the
DRC such light is no longer objectionable. If shielding cannot be accomplished to the
satisfaction of the Association or the light continues to be objectionable, the Association may
require that such light be removed or replaced with a light that is not objectionable.
Section 14. Antennas, Poles and Projections. No facilities, including poles and
wires for the transmission of electricity, telephone messages, CATV signals and the like shall be
35 WA 3365268.1
placed or maintained above the surface of the ground or on top of any Structure on any Parcel,
and no external or outside antennas or satellite dishes shall be permitted on any Parcel or
Structures, unless approved by the DRC. No solar collectors of any kind or type shall be
maintained except with the pertnission of the DRC. No flag poles, poles, or standards shall be --
erected or maintained except with the prior written permission of the DRC. co
Section 15. Drainage. Drainage from a Parcel directly on to an adjoining Parcel as a
result of any construction activity or any change to the grade of any Parcel shall be prohibited N
and each Owner shall be required to maintain the Parcel, to provide for storm drainage, and to
construct and maintain the gutters and downspouts on any approved Structure to control such._Cm
drainage. The final grading on each Parcel shall not cause any adverse change (as determined
solely by the DRC)to the natural grade of such Parcel.
Section 16. Mining and Drilling. Unless permitted by the DRC, no Parcel or portion
thereof shall be used for any mining, boring, quarrying, drilling, removal of, or any other
exploitation of subsurface natural resources. Unless permitted by the DRC, No oil drilling, oil
development operation, oil refining, quarrying or mining operations of any kind shall be
permitted upon any Parcel, nor shall oil wells, tanks, tunnels, mineral excavations or shafts be
permitted upon any Parcel. Unless permitted by the DRC, no derrick or other Structure designed
for use in boring oil or natural gas shall be erected, maintained or permitted upon any Parcel.
The City and /or IDA shall have the option to reserve mineral rights to itself when conveying a
Lot or Parcel. Unless permitted by the DRC, no underground or above ground petroleum
product storage tank may be located on a Lot or Parcel.
Section 17. Placement of Pipelines. No water pipe, gas pipe, sewer pipe or drainage
pipe shall be installed or maintained on any Parcel above the surface of the ground, other than as
may be approved by the DRC, except at the point of connection of such pipe to a Structure.
Section 18. Laws and Ordinances. Each Owner shall promptly comply with all laws
and statutes, ordinances, rules and regulations of federal, state or municipal governments or
authorities applicable to use, occupancy, construction and maintenance of improvements upon
any Parcel.
36 WA 3365265.1