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HomeMy WebLinkAbout2012-023 IDA Resolution Sell Argo Lot 5 to Northpoint IDA Resolution 2012-023 IDA RESOLUTION NO. 2012-023 A RESOLUTION AUTHORIZING THE SALE AND TRANSFER OF CERTAIN PROPERTY TO NORTHPOINT DEVELOPMENT, LLC; DIRECTING UMB BANK, AS TRUSTEE, TO RELEASE SUCH PROPERTY FROM THE DEED OF TRUST; AND AUTHORIZING OTHER ACTIONS IN CONNECTION THEREWITH (ARGO LOT 5). 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 issued its Industrial Development Revenue Bonds (Riverside Horizons Infrastructure Project- City of Riverside, Missouri), Series 2007 in the principal amount of$40,265,000 (the "Bonds"); and. WHEREAS, the City of Riverside, Missouri ("City"), the IDA, and UMB Bank, N.A., entered into that certain Financing and Cooperation Agreement dated as of May 1, 2007 relating to the Bonds (the "Financing Agreement"); and WHEREAS, the Financing Agreement requires that IDA, upon direction of the City, transfer and sell the Mortgaged Property (as defined in the Financing Agreement), in whole or in part, in one or more transactions; and WHEREAS, the City has, pursuant to Resolution R-2012-141, a copy of which is presented with this Resolution and is on file with the Secretary, directed the IDA to convey its interest in that certain portion of the Mortgaged Property, the legal description of such portion being: All of Lot 5, ARGO INNOVATION PARK a subdivision in the City of Riverside, Platte County, Missouri, subject to all easements and restrictions of record, (the "Property") to NorthPoint Development, LLC ("NorthPoint") upon compliance with the terms and conditions of the Financing Agreement; NOW THEREFORE, BE IT RESOLVED, by the Board of Directors of the Industrial Development Authority of the City of Riverside, Missouri as follows: Section 1. The IDA's conveyance of all right, title and interest in the Property to NorthPoint at the price of$600,000 plus such additional compensation and commitments contained in the Agreement of Purchase and Sale between the Industrial Development Authority of the City of Riverside, Missouri and NorthPoint Development, LLC attached hereto as Exhibit "A"is hereby approved. There are 344,547 +/-square feet within the Property. Section 2. The Special Warranty Deed conveying all right, title and interest of the IDA in the Property is hereby approved in substantially the form attached as Exhibit `B"and the IDA Resolution 2012-023 President and Vice President are hereby authorized to enter into, execute and deliver and the Secretary and the Assistant Secretary are hereby authorized to attest, such document with such changes therein as shall be approved by the official of the IDA executing such document, such official's signature thereon being conclusive evidence of his approval and the IDA's approval thereof. Section 3. The proceeds from the sale of the Property shall be disbursed as provided in the Financing Agreement. The IDA hereby requests and directs that LIMB Bank, as Trustee, upon receipt of$.50 per square foot ($172,273.50) to cause the release of the Property from the deed of trust lien on the Mortgage Property created as security for the Series 2007 Bonds. Section 4. The President, Vice-President, Secretary, Assistant Secretary and other appropriate officers and agents of the IDA are hereby authorized to take such further actions and execute such other documents as may be necessary or desirable to carry out and comply with the intent of this Resolution. Section 5. The Resolution shall be in full force and effect from and after its adoption. ADOPTED THIS (\ DAY OF V&66Qr 2012. This Resolution was adopted at the meeting of the Board of Directors of the IDA duly called and held this date. 1C ia L land Finley, President (SEAL) ATTEST: Secretary IDA Resolution 2012-024 EXHIBIT A LEGAL DESCRIPTION (the "Property") Part of the Northwest Quarter of Fractional Section 7,Township 50 North, Range 33 West, in the City of Riverside, Platte County, Missouri, described as follows: Commencing at the Northeast corner of said Northwest Quarter;thence South 00"20'45"West, coincident with the East line of said Northwest Quarter, 25.00 feet to the Point of Beginning; thence continuing South 00020'45"West, coincident with said East line, 324.77 feet;thence departing said East line, North 89"23'44"West, parallel with the North line of said Northwest Quarter, 1,408.32 feet to a point on the East line of the Levee right-of-way line as recorded as Document No. 19451, in Book 957, Page 142, by the Platte County Recorder of Deeds; thence North 02"14'31"West, coincident with said East right-of-way line, 111.13 feet; thence North 00'51'31" East, continuing along said East right-of-way line, 238.68 feet to a point on the North line of said Northwest Quarter; thence South 89°23'44" East, coincident with said North line, 1,352.50 feet to a point 50.00 feet West of the Northeast corner thereof; thence departing said North line, South 00"20'45"West, parallel with the East line of said Northwest Quarter, 25.00 feet;thence South 89"23'44" East, parallel with the North line of said Northwest Quarter, 50.00 feet to the Point of Beginning. AGREEMENT OF PURCHASE AND SALE BETWEEN INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE,MISSOURI("SELLER") AND NORTHPOINT DEVELOPMENT,LLC ("PURCHASER") THIS AGREEMENT OF PURCHASE AND SALE (this "Agreement") is made as of the Effective Date hereinafter defined by and between the INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI ("Seller"), and NORTHPOINT DEVELOPMENT, LLC, a Missouri limited liability company, and/or its assigns ("Purchaser"). In consideration of the agreements contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Seller and Purchaser hereby agree as follows: WHEREAS, Seller currently owns the real property described in Exhibit A hereto (the "Land') and wishes to sell the Land to Purchaser on the terms herein set forth, and Purchaser wishes to purchase the Land on the terms herein set forth; NOW, THEREFORE, in consideration of the premises, TEN AND NO/100 DOLLARS ($10.00) and other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged, and the mutual undertakings of the parties hereinafter set forth, it is hereby agreed by the parties as follows: ARTICLE I SALE AND PURCHASE 1.01 Sale and Purchase. Seller agrees to sell to Purchaser, and Purchaser agrees to purchase from Seller, the Land. The Purchase Price (the "Purchase Price") for the Land shall be Six Hundred Thousand Dollars($600,000.00). 1.02 Escrow Agent. An executed copy of this Agreement shall be delivered to Assured Quality Title Company, Attention: Don Rodgers, 1001 Walnut Street, Kansas City, Missouri 64106, phone number (816) 221-2880, fax number (816) 221-2884 (the "Escrow Agent"). No Earnest Money shall be required of Purchaser. ARTICLE H TITLE AND SURVEY DOCUMENTS 2.01 Title Commitment. Seller shall, within fifteen (15) days after the Effective Date, at Seller's sole cost and expense, cause to be prepared and furnished to Purchaser an updated title commitment for the Title Policy(the "Title Commitment") issued by Assured Quality Title Company(the "Title Insurer") showing Seller as the record title owner of the Land, by the terms of which the Escrow Agent, as agent for the Title Insurer, agrees to issue to or for Purchaser a standard ALTA form of owner's policy of title insurance (the "Title Policy") at the Closing with respect to the Land in the amount of the Purchase Price, insuring Purchaser's fee simple title to the Land to be good and indefeasible subject to the terns of such Title Policy and the exceptions specified therein, together with readily legible copies of all documents and plats, if any, which are referred to in the Title Commitment. Seller and Purchaser shall pay the expenses of obtaining the Title Policy as hereinafter provided. The Title Policy shall exclude all standard pre-printed exceptions. (PA)ocs/1893/001/ARG05/00657061;3} 1 2.02 Survey. Purchaser may, at Purchaser's sole cost and expense (but subject to reimbursement by Seller at the Closing), cause to be prepared and famished to Purchaser, Purchaser's legal counsel and the Escrow Agent, an ALTA survey(the "Survey") of the Land prepared by a surveyor of Purchaser's choosing(the "Surveyor")as of a date which is subsequent to the Effective Date. 2.03 Review of Title and Survey. Purchaser shall have a period of time (the "Title Review Period') commencing on the Effective Date and ending on ten (10) days prior to Closing in which to notify Seller in writing of any objections Purchaser has to any matters shown on the Title Commitment and the Survey. All objections raised by Purchaser in the manner herein provided are hereafter called "Objections." Seller shall have the option, but not the obligation, to remedy or remove all Objections (or agree irrevocably in writing to remedy or remove all such Objections at or prior to Closing) during the period of time (the "Cure Period') ending on the earlier of(a) the tenth(10th) business day after Seller's receipt of Purchaser's notice of such Objections, and (b) the business day immediately preceding the Closing Date. Except to the extent that Seller cures, or agrees in writing to cure, such Objections during the Cure Period, Seller shall be deemed to have elected not to cure such matters. In the event Seller is, or is deemed to be, unable or unwilling to remedy or cause the removal of any Objections (or agree irrevocably to do so at or prior to Closing) within the Cure Period, then either(i)this Agreement may be terminated in its entirety by or on behalf of Purchaser by giving Seller written notice to such effect during the period of time (the "Termination Period') ending on the earlier of(A)the tenth (10th) business day following the end of the Cure Period, and (B) the Closing Date, whereupon all parties hereto or mentioned herein shall be released and relieved of further obligations, liabilities or claims hereunder; or (ii) any such Objections may be waived by or on behalf of Purchaser, with Purchaser to be deemed to have waived such Objections if notice of termination is not given within the Termination Period. Any title encumbrances or exceptions which are set forth in the Title Commitment or Survey and to which Purchaser does not object on or prior to the last day of the Title Review Period (or which are thereafter waived or deemed to be waived by Purchaser) shall be deemed to be permitted exceptions (the "Permitted Exceptions")to the status of Seller's title to the Land. ARTICLE III CONDITIONS PRECEDENT TO CLOSING 3.01 Purchaser's Conditions Precedent. Purchaser's obligation to consummate the transaction contemplated herein is conditioned upon satisfaction of Seller's performance or compliance with all of Seller's covenants, agreements and obligations under this Agreement. 3.02 Seller's Conditions Precedent. Seller's obligation to consummate the transaction contemplated herein is conditioned upon satisfaction of each of the following conditions at or prior to the Closing, any one or more of which conditions precedent may be waived by Seller in Seller's sole discretion: (a) Representations and Warranties.None of the representations and warranties of Purchaser set forth in Section 3.03 of this Agreement shall be untrue or inaccurate; (b) Purchaser's Obligations. Purchaser shall have performed or complied with all of Purchaser's covenants,agreements and obligations under this Agreement;and (c) No Bankruptcy Proceeding. There shall not have been instituted by or against Purchaser any bankruptcy proceeding. (d) No Exercise of Right of First Refusal. Argo Development Company ("ADC") has elected to not exercise the right of first refusal to purchase the Land afforded ADC pursuant to that (P:/Dms/1893/001/AR005/00657061;3 1 2 certain Right of First Refusal Agreement between The City of Riverside, Missouri and ADC executed on December 14, 2010 and recorded December 14, 2010 in the office of the Recorder of Deed of Platte County,Missouri as Document No.2010016170 in Book 1167 at Page 579. 3.03 Purchaser's Covenants,Representations and Warranties. (a) Purchaser's Authority. This Agreement has been duly authorized by requisite action and is enforceable against Purchaser in accordance with its terms; neither the execution and delivery of this Agreement nor the consummation of the sale provided for herein will constitute a violation or breach by Purchaser of any provision of any agreement or other instrument to which Purchaser is a party or to which Purchaser may be subject although not a party, or will result in or constitute a violation or breach of any judgment, order, writ,junction or decree issued against or binding upon Purchaser; (b) No Pending Proceedings. Purchaser has no actual knowledge that there is any action, suit, proceeding or claim affecting Purchaser or relating to the authority of Purchaser to purchase the Land; and (c) Office of Foreign Assets Control (OFAC)Issues. (1) Purchaser represents and warrants that(A)Purchaser and each person or entity owning an interest in Purchaser (i) is not currently identified on the list of specially designated nationals and blocked persons subject to financial sanctions that is maintained by the U.S. Treasury Department, Office of Foreign Assets Control and any other similar list maintained by the Office of Foreign Assets Control (the "List"), and (ii) is not a person or entity with whom a citizen of the United States is prohibited to engage in transactions by any trade embargo, economic sanction, or other prohibition of United States law, regulation, or Executive Order of the President of the United States, (B) none of the funds or other assets of Purchaser constitute property of,or are beneficially owned, directly or indirectly, by any Purchaser Embargoed Person (as hereinafter defined), (C) no Purchaser Embargoed Person has any interest of any nature whatsoever in Purchaser (whether directly or indirectly), (D) Purchaser has implemented procedures, and will consistently apply those procedures, to ensure the foregoing representations and warranties remain true and correct at all times. The tern "Purchaser Embargoed Person" means any person, entity or government subject to trade restrictions under U.S. law, including but not limited to,the International Emergency Economic Powers Act, 50 U.S.C. §1701 et seg., the Trading with the Enemy Act, 50 U.S.C. App. 1 et seq., and any Executive Orders or regulations promulgated thereunder, with the result that the investment by Purchaser is prohibited by law or Purchaser is in violation of law. (2) Purchaser also shall require, and shall take reasonable measures to ensure compliance with the requirement, that no person who owns any other direct interest in Purchaser is or shall be listed on any of the Lists or is or shall be a Purchaser Embargoed Person. This Section shall not apply to any person to the extent that such person's interest in the Purchaser is through a U.S. Publicly- Traded Entity. (d) Development Covenant. Subject to the consummation of the purchase and sale transaction contemplated by this Agreement, Purchaser hereby covenants and agrees(a)to commence, or cause the commencement of, vertical construction on or before the second (2"d) anniversary of the Closing Date, and thereafter diligently pursue such construction to completion, of an industrial or office building having not less than one hundred thousand (100,000) square feet in adherence to the standards and regulations approved and adopted by Ordinance No. 1087 attached hereto as Exhibit B, and(b)pay to the City of Riverside, Missouri(the"City")on the third(3`d) anniversary of the Closing, and on the same (P:/D=0893/001/ARG05/00657061;3 I 3 day of each subsequent month, Eight Thousand Three Hundred Thirty-Three and 33/100 Dollars ($8,333.33) as a payment in lieu of taxes concerning the Land (each a "DC PILOT Payment"), unless such vertical construction has been completed before any such date upon which any such DC PILOT Payment becomes payable; provided, however, that in no event shall more than twenty-four (24) DC PILOT Payments be payable pursuant to this Paragraph;further provided, however, that in the event a building having less than one hundred thousand(100,000)square feet is constructed(but such building is constructed otherwise in compliance with the provisions of this Paragraph), then the amount of any DC PILOT Payments otherwise becoming payable after the completion of such construction shall be equal to the product of (i) Eight Thousand Three Hundred Thirty-Three and 33/100 Dollars ($8,333.33), multiplied by(ii)a fraction,the numerator of which is the square footage of such building as constructed, and the denominator of which is one hundred thousand(100,000). For example, in the event the Closing Date is October 15, 2012, and no building is constructed on the Land prior to October 15, 2017, then twenty-four (24) DC PILOT Payments of Eight Thousand Three Hundred Thirty-Three and 33/100 Dollars ($8,333.33) shall be payable, with the first such payment being payable on October 15, 2015, subsequent payments being payable on the fifteenth (15'h) day of each succeeding month, and the last payment being payable on September 15, 2017. Notwithstanding the forgoing, Purchaser shall not be required to perform any covenant or obligation set forth in this Paragraph so long as the performance or non-performance of the covenant or obligation is delayed, caused or prevented by an act of God, force majeure or by the City. An "act of God" or "force majeure" is defined for purposes of this Paragraph as strikes, lockouts, sitdowns, material or labor restrictions by any governmental authority, unusual transportation delays, riots, floods, washouts, explosions, earthquakes, fire, storms, weather (including wet grounds or inclement weather which prevents construction), acts of the public enemy, wars, insurrections and any other cause not reasonably within the control of Purchaser and which by the exercise of due diligence Purchaser is unable,wholly or in part,to prevent or overcome. ARTICLE IV CLOSING 4.01 Closing Date and Time. Provided that all of the conditions of this Agreement shall have theretofore been satisfied, the closing (the "Closing") of the purchase and sale of the Land shall be conducted at such time and location as shall be mutually agreeable to Seller and Purchaser; provided, however, that the Closing shall occur on or before October 15, 2012. The date on which the Closing actually occurs is referred to herein as the"Closing Date." 4.02 Seller's Closing Matters.At the Closing, Seller shall do the following: (a) Special Warranty Deed. Execute, acknowledge and deliver to Purchaser a special warranty deed(the "Deed')conveying to Purchaser good and indefeasible title in fee simple to the Land, subject to the Permitted Exceptions; (b) Non-foreign Person Affidavit. Execute and deliver an affidavit in form and substance reasonably satisfactory to Purchaser confirming that Seller is not a foreign person or entity within the meaning of Section 1445 of the Internal Revenue Code of 1986, as amended; (c) Evidence of Authority. Deliver to Purchaser such evidence of Seller's authority to consummate the sale of the Land as is contemplated in this Agreement or as Purchaser or the Escrow Agent may reasonably request; (d) Possession of the Land. Deliver possession of the Land to Purchaser; (PMms/1893/001/ARG05/00657061;31 4 (e) Owner's Title Policy. Deliver or cause the Title Insurer to commit to delivering the Title Policy; (1) Tax Certificates. Deliver tax certificates or other written evidence showing that there are no delinquent taxes,assessments or PILOTS affecting the Land as of the Closing Date; (g) Assignment of Contracts and Assignment of Leases. Deliver to Purchaser an absolute assignment of all Contracts concerning the Land entered into by Seller, if any;and (h) Other Documents. Execute, acknowledge where required and/or deliver any and all other items contemplated by the terns of this Agreement or reasonably required by Purchaser or its legal counsel or by the Escrow Agent. 4.03 Purchaser's Closing Matters.At the Closing,Purchaser shall do the following: (a) Purchase Price. Deliver the Purchase Price to the Escrow Agent by U. S. Federal Reserve System wire transfer or other immediately available good funds; (b) Evidence of Authority. Deliver such evidence of authority to close the purchase of the Land pursuant to this Agreement as Seller or the Escrow Agent reasonably requests;and (c) Other Items. Execute, acknowledge where required and/or deliver any and all other items contemplated by the terms of this Agreement or reasonably required by Seller or its legal counsel or by the Escrow Agent. 4.04 Closing Costs. Seller shall pay the premium for the Owner's Title Policy (including deletion of the standard exceptions set forth in Section 3.01), all recording charges for the Deed, all costs of the Title Policy, all costs of the Survey, and any special charges or assessments affecting the Land required to be paid prior to Closing to deliver unencumbered title to the Land to Purchaser. Purchaser shall pay all costs and expenses relating to Purchaser's financing, including any recording fees for Purchaser's security documents and the cost of any mortgagee or loan policy required by Purchaser's lender, and the cost of any endorsements or special coverages required by Purchaser to the Title Policy. Each party shall be responsible for the payment of its own attorneys'fees incurred in connection with this Agreement and all other expenses which such party incurs. The parties shall split any escrow fee and expenses charged by the Escrow Agent. 4.05 Proration.Prorations shall be made as follows as of 12:01 a.m. on the Closing Date: (a) Rents and Income. Collected rents and other income from the Land, if any, which are attributable to the period of time in which the Closing occurs shall be prorated between the parties as of the Closing, and Purchaser shall receive credit against the Purchase Price for the portion of such rents and other income which is attributable to the period after Closing. Delinquent rents shall not be prorated; provided, however, that, if Purchaser collects any delinquent rents or expense reimbursements after Closing, Purchaser agrees to pay to Seller any delinquent rents or expense reimbursements attributable to the period prior to the Closing Date after all rents or expense reimbursements attributable to the period from and after the Closing Date shall have been paid in full. (b) Current Ad Valorem Taxes. Real and personal property ad valorem taxes, assessments and PILOTS pertaining to the Land for the year in which the Closing occurs shall be prorated as of the Closing(collectively, "Taxes"), based upon actual days involved. Seller shall be responsible for all Taxes pertaining to the Land for any period prior to the Closing. Purchaser shall receive credit on the (P9Docs/1893/001/ARG05/00657061;3 1 5 amount of the cash payments to be made by Purchaser pursuant hereto for the prorated amount of such Taxes for the year of Closing which is chargeable to Seller. In connection with the proration of Taxes, if actual figures for the year of the Closing are not available at the Closing, an estimated,tentative proration of Taxes shall be made using most recent assessment and tax rate information available; provided, however, that, when the actual taxes for the year of the Closing are available, a corrected proration of taxes shall be made. If such Taxes for the year of the Closing increase over those for the preceding year, Seller shall pay to Purchaser a pro rata portion of such increase, computed to the Closing Date, and conversely, if such taxes for the year of the Closing decrease from those of the preceding year, Purchaser shall pay to Seller a pro rata portion of such decrease,computed to the Closing,with any such payment to be made within ten (10) days after notification by either parry that such adjustment is necessary. If all or part of the Land is located in a tax parcel for the year of Closing which includes property that is not within the Land, then the Taxes attributable to such tax parcel for the land value only and excluding the value of any improvements there for the year of Closing shall be allocated between the Land (or applicable portion thereof)and the other portions of such tax parcel on the basis of the percentages which the gross surface areas of the Land (or applicable portion thereof) and such other portions of such tax parcel represent of the total gross surface area of such tax parcel. If all or part of the Land is located in a tax parcel for the year of Closing which includes property that is not within the Land, and all Taxes attributable to such tax parcel shall not have been paid in full at or prior to the Closing Date, each of Seller and Purchaser shall be obligated to deposit in escrow with the Escrow Agent at Closing an amount equal to the Taxes estimated to be due with respect to their respective portions of such tax parcel for the entire year of Closing, which amounts will be held by Escrow Agent pursuant to an escrow agreement in form reasonably acceptable to Seller and Purchaser.This provision shall survive the Closing. (c) Other Taxes and Assessments. All Taxes to the Closing Date (including installments due after the Closing Date with respect to special assessments which are payable in installments) and all Taxes for periods prior to the tax year in which the Closing occurs shall be paid in full by Seller on or before the Closing Date. Seller shall be responsible for and indemnify Purchaser against any Taxes attributable to the period prior to the Closing Date, including, but not limited to, any Taxes deferred to subsequent years due to an exemption or special use valuation. (d) Post-Closing Adjustments. Seller shall, on or before the Closing, furnish to Purchaser and the Escrow Agent all information reasonably available to Seller that is necessary to compute the foregoing proration of Taxes.To the extent possible, the amount of any adjustment described in this section shall be estimated and paid at the Closing based upon the best information available to Purchaser and Seller at the time, and shall be adjusted as soon thereafter as may be reasonably practicable when final billings are available or when such amounts may be determined with reasonable certainty.The foregoing obligations shall survive the Closing, any other provision hereof to the contrary notwithstanding. ARTICLE V REMEDIES 5.01. Purchaser's Remedies. (a) Remedies for Failure to Close.In the event that Seller fails or refuses to convey the Land at Closing and Purchaser has satisfied all of Purchaser's obligations pursuant to this Agreement, deposited the Purchase Price with the Escrow Agent, and is prepared to proceed with Closing, Purchaser may exercise one of the following exclusive remedies: (a) terminate this Agreement by giving Seller written notice of such election prior to or at the Closing, and thereupon this Agreement shall terminate, and all parties hereto or mentioned herein shall be relieved and released of all further obligations, claims and liabilities hereunder; (b)to waive,prior to or at the Closing,the applicable objection or condition and (PlDoa/1893/001/ARG05/00657061;3} 6 proceed to the Closing of the transaction contemplated hereby in accordance with the remaining terns hereof, or(c) seek specific performance of Seller's obligation to convey the Land under this Agreement. Concurrently with the execution of this Agreement, Seller and Purchaser, at Purchaser's request, shall execute a memorandum of this Agreement that Purchaser will be entitled to record in the appropriate real property records of Platte County, Missouri, in order to give constructive notice of the existence of this Agreement. 5.02 Seller's Remedies. If Purchaser wrongfully fails or refuses to perform Purchaser's obligations pursuant to this Agreement, Seller not being in material default hereunder, Seller shall be entitled,as Seller's sole and exclusive remedy, to terminate this Agreement by written notice to Purchaser and seek actual damages from Purchaser. ARTICLE VI MISCELLANEOUS 6.01 Escrow Instructions.Intentionally Omitted. 6.02 Integration. This Agreement constitutes the entire and final expression of the agreement of the parties hereto and supersedes all prior agreements and understandings of the parties, either oral or written.There are no other agreements, oral or written,between the parties regarding the Land. 6.03 Modification. This Agreement can be amended only by written agreement signed by the parties hereto and by reference made a part hereof. 6.04 Binding Effect. This Agreement shall be binding upon and inure to the benefit of Seller and Purchaser,and their respective heirs,personal representatives, successors and assigns. 6.05 Notices. Any notice, communication, request, demand, reply or advice (severally and collectively referred to as "Notice") in this Agreement required or permitted to be given, made or accepted must be in writing. Notice may, unless otherwise specifically provided herein, be given or served (a) by depositing the same in a receptacle regularly maintained and serviced by the United States Postal Service, postage pre-paid, registered or certified, and addressed to the party to be notified, with return receipt requested, or (b) by delivering the same to such party, or an agent of such party, by commercial courier. Notice sent by registered or certified mail in the manner hereinabove described shall be effective on the earlier of the third (3rd) business day after such deposit or the actual receipt thereof. Notice given by commercial courier shall be effective on the date delivered to the other party. For the purposes of Notice,the addresses of the parties shall, until changed as provided below,be as follows: Seller: Industrial Development Authority of the City of Riverside,Missouri c/o The City of Riverside,Missouri Attention: Mayor City Hall 2950 NW Vivion Road Riverside, MO 64150 Purchaser: NorthPoint Development,LLC Attention: Nathaniel Hagedorn 6300 North Revere, Suite 225, Kansas City, Missouri 64151 (P:/Docs/18931001/ARG05/00657061;3 i 7 The parties hereto shall have the right from time to time to change their respective addresses, and each shall have the right to specify as its address any other address within the United States of America, by not less than ten(10)days'prior written notice to the other party. 6.06 Brokerage Commissions. Each party represents and warrants that no real estate brokerage commission fee is payable to any person or entity in connection with the transaction contemplated hereby, and each party shall indemnify, defend and hold the other party harmless from and against the payment of any commission or fee to any person or entity claiming, or alleging to claim, by, through or under the indemnifying party. 6.07 Time. Time is of the essence in all things pertaining to the performance of this Agreement. 6.08 Survival of Obligations. To the extent necessary to carry out the terms and provisions hereof, the terms, conditions, warranties, representations, obligations and rights set forth herein shall not be deemed terminated at the time of the Closing, nor shall they merge into the various documents executed and delivered at the time of the Closing. All representations and warranties by Seller in this Agreement (i) will expire one (1) year after the Closing Date as to matters for which Purchaser has not provided written notice to Seller within such period of time; and(ii)will expire as to all matters specified in any such written notice to the extent that such matters are not resolved or made the subject of litigation instituted prior to the expiration of three(3)years after the Closing Date. 6.09 APPLICABLE LAW; VENUE; WAIVER OF JURY TRIAL. THE LAWS OF THE STATE OF MISSOURI SHALL GOVERN THE CONSTRUCTION, ENFORCEMENT, INTERPRETATION AND VALIDITY OF THIS AGREEMENT. THE OBLIGATIONS OF THE PARTIES ARE PERFORMABLE, AND VENUE FOR ANY LEGAL ACTION ARISING OUT OF THIS AGREEMENT SHALL LIE, IN PLATTE COUNTY, MISSOURI. SELLER AND PURCHASER EACH HEREBY WAIVE THE RIGHT TO A TRIAL BY JURY IN ANY PROCEEDING ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. 6.10 Headings. The headings that have been used throughout this Agreement have been inserted for convenience of reference only and do not constitute matters to be construed in interpreting this Agreement. 6.11 Terminology. Words of any gender used in this Agreement shall be held and construed to include any other gender and words in the singular number shall be held to include the plural, and vice versa, unless the context requires otherwise. The words "herein," "hereof," "hereunder" and other similar compounds of the word "here"when used in this Agreement shall refer to the entire Agreement and not to any particular provision or section. The words "include" and "including" shall be deemed to be followed by the phrase "without limitation"unless otherwise qualified. 6.12 Construction of Agreement. This Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been prepared by legal counsel for one of the parties, it being recognized that both Seller and Purchaser have contributed substantially and materially to the preparation of this Agreement. 6.13 Severability. If any one or more of the provisions of this Agreement, or the applicability of any such provision to a specific situation, shall be held invalid or unenforceable, such provision shall be modified to the minimum extent necessary to make it or its application valid and enforceable, and the validity and enforceability of all other provisions of this Agreement and all other applications of any such provision shall not be affected thereby. (PMms/1893/001/ARG05/00657061;3} 8 6.14 Counterpart Execution. This Agreement may be executed in several counterparts, each of which shall be fully executed as an original and all of which together shall constitute one and the same instrument. 6.15 Further Acts.In addition to the acts recited in this Agreement to be performed by Seller and Purchaser, Seller and Purchaser agree to perform or cause to be performed at the Closing or after the Closing any and all such further acts as may be reasonably necessary to consummate the transactions contemplated hereby. 6.16 Litigation. In the event of litigation between the parties with respect to the Land, this Agreement, the performance of the obligations hereunder or the effect of a termination under this Agreement,the losing party shall pay all reasonable attorneys' fees and expenses and court costs incurred by the prevailing party in connection with such litigation. 6.17 Benefit. This Agreement is for the benefit only of the parties hereto or their respective heirs, personal representatives, successors and assigns, and no other person or entity shall be entitled to rely hereon,receive any benefit herefrom or enforce against any party hereto any provision hereof. 6.18 Assignment. Purchaser may assign this Agreement and all rights hereunder without restriction, provided that (i) Purchaser shall remain jointly and severally liable with the assignee for the obligations contained in this Agreement; (ii) Purchaser, and any assignee by accepting assignment of this Agreement, expressly agrees to defend and indemnify Seller from any litigation arising out of the assignment; (iii) written notice of the assignment, including the name of the assignee, is provided to Seller at three(3)business days prior to Closing. 6.19 Form of Instruments. Except as otherwise provided herein, all instruments to be furnished hereunder shall be prepared in such form as is reasonably acceptable to the party receiving such instrument. 6.20 Tenders of Performance.All tenders of performance shall be made at the Closing and at or before the time specified for the Closing. 6.21 Legal Holidays and Business Days. If any date herein set forth for the performance of any obligations by Seller or Purchaser or for the delivery of any instrument or notice as herein provided should be on a Saturday, Sunday or legal holiday, the compliance with such obligations or delivery shall be deemed acceptable on the next business day following such Saturday, Sunday or legal holiday.As used herein, the term "legal holiday" means any federal holiday for which financial institutions or post offices in Riverside, Missouri are generally closed for observance thereof. As used herein, the term "business day" shall mean a day which is not a Saturday, Sunday or legal holiday. 6.22 Nonwaiver. Except as otherwise specifically provided for hereunder, no party shall be deemed to have waived any of its rights hereunder unless such waiver is in writing and signed by the party waiving such right. Except as otherwise specifically provided for hereunder, no delay or omission by any party in exercising any right shall operate as a waiver of such right or of any other right. A waiver on any one occasion shall not be construed as a bar to, or waiver of, any right or remedy on any future occasion. Except as otherwise provided in Sections 5.01 and 5.02 hereof, all rights and remedies, whether evidenced hereby or by any other agreement, instrument or paper, will be cumulative and may be exercised separately or concurrently. 6.23 Effective Date; Acceptance. The effective date (the "Effective Date")of this Agreement shall be the date that the Escrow Agent receives and receipts one or more counterparts of this Agreement (PMoest18931001/ARo05/60657061;3} 9 that have been signed by both Seller and Purchaser. The execution hereof by Purchaser shall constitute an offer by Purchaser to Seller to purchase the Land on the terms and conditions herein stated, which must be accepted by Seller on or before 5:00 p.m., the City of Riverside, Missouri time, on the tenth (10th) business day (the "Acceptance Date") following the date set forth below Purchaser's signature hereto, by the execution hereof by Seller and the delivery of at least two fully-executed counterparts of same to the Escrow Agent on or before the Acceptance Date with instructions to deliver at least one fully executed copy thereof to Purchaser.If Purchaser's offer is not accepted in such manner by the Acceptance Date,the same shall be thereafter null and void. [Remainder ofpage left blank intentionally;signature page follows] (P:/Docs/1893/001/ARG05/00657061;3) 10 IN WITNESS WHEREOF,this Agreement has been duly executed in multiple counterparts(each of which is to be deemed an original for all purposes) by the parties hereto on the respective date appearing below each party's signature to be effective on the Effective Date herein specified. SELLER: INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE,MISSOURI n By: Name: Lmla .�tin�e� Title: r y C5tc�2 v — Date: oAuguft I 2012. PURCHASER: NORTHPOINT DEVELOPMENT, LLC By:4 Name: /fN�E�h�/fGbOaR.J Title: Aces/O tr->JT 16E0 Date: S �_,2012. ESCROW AGENT RECEIPTS The undersigned Escrow Agent acknowledges receipt of this Agreement of Sale and Purchase and agrees to be bound by the terms of this Agreement this day of August, 2012. ASSURED QUALITY TITLE COMPANY By: Name: Title: (P:/Does/1993/001/ARGOS/00657061;3} II EXHIBIT A LEGAL DESCRIPTION All of Lot 5,ARGO INNOVATION PARK,a subdivision in Riverside, Platte County,Missouri (P:Does/1893ro01/ARGO5100657061;3 12 EXHIBIT B DEVELOPMENT REGULATIONS See attached Ordinance No. 1087 attached hereto. {P}Dms/1893/001/ARGG5/00657061;3 13 BILL NO. 2011-035 ORDINANCE NO. /-Z AN ORDINANCE AUTHORIZING AND ADOPTING AN AMENDMENT TO THE PLANNED DEVELOPMENT DISTRICT ADOPTED BY ORDINANCE 2007-108, SUCH AMENDMENT TO APPLY TO THE BRIARCLIFF HORIZONS SITE AND SHALL BE KNOWN AS THE BRIARCLIFF HORIZONS PLANNED DEVELOPMENT DISTRICT. WHEREAS, the property described in Exhibit A attached hereto was rezoned as a part of a largertract of property in October of 2007 from °GP-I—General Planned Industrial District"to"PD— Planned Development District" and planned development standards governing development of the property were adopted at that time, all as set forth in Ordinance 2007-108; and WHEREAS, the City has entered Into a Master Development Agreement with Briarcliff Realty, LLC ( °Briarcliff Realty") to develop the property described in Exhibit A (the "Briarcliff Horizons Site");and WHEREAS, in connection with such development, Briarcliff Realty desires to modify the planned development standards governing development of the Briarcliff Horizons Site and has submitted an application was submitted to rezone the Briarcliff Horizons Site by modifying the details contained in the planned development standards approved by the Board of Aldermen contained in Ordinance 2007-108; and WHEREAS, at its meeting on September 22, 2011 the Planning Commission of the City of Riverside, Missouri conducted a public hearing wherein It reviewed and considered the request to amend the approved regulations for the Briarcliff Horizons Planned Development District("Briarcliff Horizons PD")and such public hearing was continued to October 27, 2011 for further evaluation nd consideration; and WHEREAS, the Planning Commission recommended approval of the rezoning application on October 27,2011 to the Board of Aldermen; and WHEREAS, the Board of Aldermen of the City of Riverside, Missouri at Its regular meeting of October 4, 2011 opened the public hearing for Briarcliff Horizons PD and immediately continued It to October 18, 2011, at which time the Board of Aldermen re-opened the public hearing and continued it to its regular meeting on November 1, 2011 at which time the recommendation of the Planning Commission was presented, the public hearing was held and the Board of Aldermen had an opportunity to consider the matter; and WHEREAS,the Board of Aldermen find adoption and approval of the Briarcliff Horizons PD to be in the City's best Interest and will promote the public health, safety and welfare; NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF ALDERMEN OF THE CITY OF RIVERSIDE, MISSOURI, AS FOLLOWS: Section 1 —Approval Of Zoning Amendment The Board of Aldermen approve the planned development amendment set forth in Exhibit B attached hereto for the Briarcliff Horizons Site, legally described in Exhibit A attached hereto. Such planned development amendment shall be known as the Briarcliff Horizons Planned Development District(Briarcliff Horizons PD). All development occurring on the Briarcliff Horizons Site shall adhere to the standards described in Exhibit B along with all other provisions set forth in the City Code and Unified Development Ordinance of the City of Riverside. Approval of the Briarcliff Horizons PD does not relieve the applicant from following all other applicable codes and laws of the City of Riverside or other governmental agency, nor does it relieve the applicant from submitting necessary site plans or applying for all necessary building permits, electrical permits, sign permits,or occupation licenses required by City Code. The standards set forth in the Briarcliff Horizons PD shall have precedence where such conditions are more restrictive than those set forth in City Code. Horizons"PD"Regulations A. Building Lines. There shall be no minimum front and rear setback requirements for the Planned Development. Building separation shall be a minimum of twenty (20) feet and separation of buildings will be required to meet minimum separation standards governed by the adopted building code of the City. Building setbacks shall be set by final development plan and where applicable final plat. B. Building Materials and Construction. All buildings and other structures within Horizons Business Park shall be constructed of attractive exterior sides of high quality materials including masonry,concrete,glass,and metal(when used in an incidental role). Specific materials which will be excluded include exposed(i)galvanized metal facades, (ii)nondecorative cinder or concrete block, and (iii) double T concrete panels. Exterior mechanical or electrical equipment, including,but not limited to,HVAC equipment shall be so placed or screened that the predominant design lines of the building or structure continue without visual distraction or interruption.If the function of the building or structure dictates placement of such equipment in such a manner or location that the building exterior walls themselves are unable to screen the equipment from view of adjacent existing or proposed streets or highways,they must be separately screened using materials compatible with the approved building materials with use of a an appropriately designed parapet wall and the height ofsuch screening shall be equal to the height of the equipment to be screened;or with acceptable landscaping. Accessory buildings, enclosures, appurtenant structures to, or extrusions from,any building or structure shall be of similar or compatible materials,design and construction. C. Building Material Colors. Color of materials used on the construction of all buildings, enclosures,and appurtenant structures shall be consistent throughout the entire development and will present a predominantly warm earth tone appearance. Exact color palette and materials will be approved by final development plan. D. Parking. Employee,customer,owner or tenant parking shall be the responsibility ofthe property owners and they shall provide all necessary parking facilities entirely on their property. Parking onprivate orpublic streets or highways within the subjectpropertyis expressly prohibited. All parking areas and drives and access shall be paved with an impervious surface equal to asphalt or concrete and maintained by the owner in a well-kept condition. Each parking space provided shall be designated by lines painted on the paved surfaces and shall be adequate in area,generally spaces will be sized nine feet Nvide by eighteen feet long(9'x 18')when a curb abuts and nine feet wide by twenty feet long(9' by 20')when not abutting a curb. For the office portion of the Planned Development,it shall be the general standard that no parking spaces,parking aisles or roadways,except the access way,shall be permitted within the front ten(10)feet of the front setback. If parking spaces are provided in front of the building a landscape buffer shall be provided as described in the landscaping section of the Planned Development. Three Park Entry Signs shall be permitted,each with a maximum sign face of thirty-six(36)sq.ft. Park Entry signs are allowable in the public right-of-way. 3. Park Directional Signs. Park Directional Signs shall be utilized to identify buildings address,name of business,and in appropriate cases logos ofthe company occupying. Each building shall be permitted to have a Park Directional Sign, each with a maximum sign face of twenty(20)sq.ft. 4. Building Facade Signs. Building Fagade Signs shall be attached to the building to identify individual businesses and shall be approved as a component of the Final Development Plan. Industrial Buildings-Each individual tenant may have a maximum of two(2)walls signs per building,with a maximum of one(1)sign per side ofbuilding. The maximum sign face per sign shall be one-hundred twenty(120)square feet,except for a building with a single tenant,the maximum sign face per sign shall be one-hundred fifty(150)square feet. For signs with one line of copy, the maximum letter height shall be sixty(60)inches per letter. For signs with two lines of copy,the maximum letter height shall be forty-eight(48)inches per letter. Office Buildings-Each building may have a maximum of two (2) building fagade signs. The total maximum sign faceper building shall be eighty(80)square feet,with no sign being larger than fifty(50)square feet. For signs with one line of copy,the maximum letter height shall be sixty(60)inches per letter. For signs with two lines of copy,the maximum letter height shall be forty-eight(48)inches per letter. 5. For Sale or Lease Signs. A temporary wood,metal, or plastic sign may be erected on a developed building site to offer the property for sale or lease. One(1)such sign,having a maximum area of thirty(30)square feet for buildings less than 50,000 square feet,thirty-five(35) square feet for buildings more than 50,000 square feet but less than 150,000 square feet,and sixty (60)square feet for buildings more than 150,000 square feet. 6. Temporary Signs.Paper signs,stickers,transfers,signs printed or affixed to, or visible through the windows,doors or exterior walls of a building or other signs of a temporary character or purpose,regardless of the composition of the sign or the materials used therefore,are expressly prohibited. 7. Construction Signs. A temporary wood,metal,or plastic sign will be allowed during the construction of a building project. Such signs may be either single or double faced with each face having a maximum area of fifty square feet for building sites,less than three(3)acres and eighty square feet for building sites of three (3) acres or more. All signs permitted under this provision will be removed immediately upon issuance of an occupancy permit for any building constructed on the site. H. Landscaping.All open areas on any building site not occupied by buildings,storage, parking,access roads and loading shall be suitably graded with a slope not to exceed 3:1 to allow for 3 square foot of parking lot islands. • Parking lot screening is encouraged where green space exists. Screening should be shrubs 3' in height not exceed 20%of the total frontage. Building Foundation:Building foundations should be landscaped at building entries and sides with groundcovers,shrubs and ornamental trees. The landscape development, having been installed, shall be maintained by Owner in a neat and adequate manner, which shall include the mowing of lawns, trimming of hedges, other such maintenance and watering including the installation of lawn irrigation on all sites.The landscaping shall be implemented and completed within six (6) months after certificate of occupancy of the building has been issued. I. Exterior Lighting, Lighting of buildings and public areas,such as parking,plazas, landscaping,fountains,sculptures,and walkways is required. All site lighting will be accomplished by using concealed source fixtures with a minimum average illumination in accordance with the requirements of the City ofRiverside,Missouri. All exterior lighting will be metal halide or white in color and constant in nature,specifically excluding traveling,flashing or intermittent illumination of any kind and must be so arranged or shielded as to avoid glare or reflection onto any adjacent existing or proposed streets,highways,ponds or building sites. Pole mounted fixtures will have a maximum pole height of thirty-two(32)feet,including the base. J. Underground Utilities Pipes,Etc No pipe,conduit,cable,line or the like for water, gas, sewage, drainage, steam, electricity, or any other energy or service shall.be installed or maintained upon any building site(outside of any building)above the surface of the ground. K. Fencing. All fencing on any building site shall be compatible with the building materials used in the construction ofthe major structure on said building site. All metal fencing shall •; be wrought iron like and shall be screened by landscaping from view from existing or proposed streets,highways and contiguous building sites. L. Animals. No livestock,poultry or other animals shall be kept on any part of the Park ! S Return Recorded Document to: City of Riverside Attn: Sarah Wagner 2950 NW Vivion Rd Riverside,MO 64150 Grantor: The Industrial Development Authority of the City of Riverside,Missouri 2950 NW Vivion Road,Riverside,MO 64150 Grantee: NorthPoint Development,LLC 6300 Revere—Suite 225,Kansas City,MO 64151 SPECIAL WARRANTY DEED THIS INDENTURE is made as of 2012 by The INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI, a public corporation organized and existing under the laws of the State of Missouri, as grantor ("Grantor'), with a mailing address of 2950 NW Vivion Road, Riverside, Missouri 64150 to NORTHPOINT DEVELOPMENT, LLC, a Missouri limited liability company, as grantee ("Grantee"), with mailing address of 6300 North Revere—Suite 225, Kansas City, Missouri 64151. WITNESSETH: THAT GRANTOR, in consideration of the sum of TEN AND NO/100 DOLLARS ($10.00) and other valuable consideration to it in hand paid by Grantee (the receipt of which is hereby acknowledged) does by these presents, BARGAIN and SELL, CONVEY and CONFIRM unto Grantee, its successors and assigns, the lots, tracts or parcels of land, lying, being and situate in the County of Platte and State of Missouri as described as follows: All of Lot 5, ARGO INNOVATION PARK, a subdivision in the City of Riverside, Platte County, Missouri, subject to all easements and restrictions of record, TO HAVE AND TO HOLD the premises aforesaid, with all and singular the rights privileges, appurtenances and immunities thereto belonging or in anywise appertaining unto Grantee and unto its successors and assigns forever, Grantor hereby covenanting that it is lawfully seized of an indefeasible estate in fee of the premises herein conveyed; that it has good right to convey the same; that said premises are free and clear from any encumbrance (except as referenced above) done or suffered by it; and that it will warrant and defend the title to said premises unto Grantee and unto its successors and assigns forever, against the lawful claims and demands of all persons whomsoever claiming under it except as above stated. IN WITNESS WHEREOF, Grantor has caused these presents to be signed as of the day and year first above written. THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THEJT-Y- OF RIVERSIDE MISSOURI P By: Leland Finley, President ATTEST: By: arah Wagner, Secre ACKNOWLEDGEMENT STATE OF MISSOURI ) ) SS COUNTY OF PLATTE ) ON THIS_day of 2012, before me, the undersigned, a Notary Public in and for said County and state, personally appeared Leland Finley, to me personally known, who being by me duly sworn, did say that he is the President of The Industrial Development Authority of the City of Riverside, Missouri, a public corporation duly organized and existing under the laws of the state of Missouri, and that the seal affixed to the foregoing instrument is the seal of said Authority, and that said instrument was signed and sealed in behalf of said Authority by free act and deed of said Authority. WITNESS my hand and official seal in the County and State aforesaid, the day and year first above written. `\\`aaumnuu '�P'H'... okary a� DF a a,'•.�No ary Public ignatuli oOnrmissn#11 o - �+ - (Seal) = t'18tteCounty 1843 CAC�L�f� �� N-'?o 4'rinted orTyped Name My Commission Expires: C1pverbow \'So9�„ss zP reSSpJ3ryo^y Return Recorded Document to: City of Riverside Attn: Sarah Wagner 2950 NW Vivion Rd Riverside,MO 64150 Grantor: The Industrial Development Authority of the City of Riverside,Missouri 2950 NW Vivion Road,Riverside,MO 64150 Grantee: Prairie Property,LLC 1100 Main St.,Suite 2121 Kansas City MO 64105 SPECIAL WARRANTY DEED THIS INDENTURE is made as of , 2012 by The INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI, a public corporation organized and existing under the laws of the State of Missouri, as grantor ("Grantor ), with a mailing address of 2950 NW Vivion Road, Riverside, Missouri 64150 to PRAIRIE PROPERTY, LLC, a Missouri limited liability company, as grantee ("Grantee"), with mailing address of 1100 Main St., Suite 2121, Kansas City Missouri 64105. WITNESSETH: THAT GRANTOR, in consideration of the sum of TEN AND NO/100 DOLLARS ($10.00) and other valuable consideration to it in hand paid by Grantee (the receipt of which is hereby acknowledged) does by these presents, BARGAIN and SELL, CONVEY and CONFIRM unto Grantee, its successors and assigns, the lots, tracts or parcels of land, lying, being and situate in the County of Platte and State of Missouri as described as follows: All of Lot 5, ARGO INNOVATION PARK, a subdivision in the City of Riverside, Platte County, Missouri, subject to all easements and restrictions of record, TO HAVE AND TO HOLD the premises aforesaid, With all and singular the rights privileges, appurtenances and immunities thereto belonging or in anywise appertaining unto Grantee and unto its successors and assigns forever, Grantor hereby covenanting that it is lawfully seized of an indefeasible estate in fee of the premises herein conveyed; that it has good right to convey the same; that said premises are free and clear from any encumbrance (except WA 3792981.1 as referenced above) done or suffered by it; and that it will warrant and defend the title to said premises unto Grantee and unto its successors and assigns forever, against the lawful claims and demands of all persons whomsoever claiming under it except as above stated. IN WITNESS WHEREOF, Grantor has caused these presents to be signed as of the day and year first above written. THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE MISSOURI r By: Leland Finley, President ATTEST: By: I Sarah Wagner, Secret ACKNOWLEDGEMENT STATE OF MISSOURI ) ) SS COUNTY OF PLATTE ) ON THIS _day of 2012, before me, the undersigned, a Notary Public in and for said County and state, personally appeared Leland Finley, to me personally known, who being by me duly sworn, did say that he is the President of The Industrial Development Authority of the City of Riverside, Missouri, a public corporation duly organized and existing under the laws of the state of Missouri, and that the seal affixed to the foregoing instrument is the seal of said Authority, and that said instrument was signed and sealed in behalf of said Authority by free act and deed of said Authority. WITNESS my hand and official seal in the County and State aforesaid, the day and year first above written. o0,gP AH /W4 C4oisry;64 ,G`�a;-Notary Public Signatur (Seal) p'a eco�ntj, = g,�9i� a es\. Printed or Typed Name My Commission Expires: � .ptiec- q'��ia P4, y seJ��Fxpires 11 1320 WA 3792981.1