HomeMy WebLinkAboutR-2019-094 Trail Easement and Temporary Construction Easement Humphreys Fund I Reit, LLC RESOLUTION NO. R-2019-094
A RESOLUTION ACCEPTING A TRAIL EASEMENT AND TEMPORARY
CONSTRUCTION EASEMENT FROM HUMPHREYS FUND I REIT, LLC
BE IT RESOLVED BY THE BOARD OF ALDERMEN OF THE CITY OF RIVERSIDE,
MISSOURI AS FOLLOWS:
THAT the Riverside Board of Aldermen (`Board') hereby approves and accepts the Trail
Easement document and the Temporary Construction Easement document, in substantially the
form attached hereto, from Humphreys Fund I REIT, LLC, and authorizes the Mayor to execute
such easement document on behalf of the City; and
FURTHER THAT the Mayor, the City Administrator, the City Clerk and other appropriate
City officials are hereby authorized to take any and all actions as may be deemed necessary or
convenient to carry out and comply with the intent of this Resolution and to execute and deliver
for and on behalf of the City all certificates, instruments, agreements and other documents, as
may be necessary or convenient to perform all matters herein authorized, including recording the
Trail Easement, and the Temporary Construction Easement, with the Platte County Recorder of
Deeds.
PASSED AND ADOPTED by the Board of Aldermen of the City of Riverside,
Missouri, the day of f k a'�2019.
Ma§ar Kathleen L. Rose
ATTEST: ` ;. .
Rob "Kincaid.- r Clerk
Recorded in Platte County, Missouri
Recording Date/Time: 08/0712019 at 03:52:55 PM
instr Number: 2019009508
ill �ER�Op�''.t
Book: 1316 Page: 386. �•' ' '•°F�o;
Type: DE ESMT Q: •N
Pages: 7
Fee: $42.00S
I IIIIII VIII IIIIII IIII IIIIII IIIiI I IIIIIIIII F���N,��'�`gg`\`
Grantor: HUMPHREYS FUND I REIT LLC Gloria Boyer, '
Grantee: RIVERSIDE MISSOURI CITY OF Recorder of Deeds
Recording Cover Sheet
Title of Document: Trail Easement
Date of Document: Su r l 6, 2019
Grantor(s): Humphreys Fund I REIT, LLC
Grantee's Name City of Riverside,Missouri
and Address: 2950 NW Vivion Road
Riverside, Missouri 64150
Legal Description: See Exhibit A.
After recording, please return to:
City of Riverside
Attn: Noel Challis
2950 NW Vivion Road
Riverside, Missouri 64150
1
TRAIL EASEMENT
THIS AGREEMENT, made this ( day of -Tw`'`/ , 2019, by and
between Humphreys Fund I REIT, LLC, owner of the property herein described, hereinafter
known as "Grantor", and the City of Riverside, Missouri, a municipal corporation, hereinafter
known as "Grantee".
WITNESSETH, that the Grantor, in consideration of the sum of Ten ($10.00) Dollars and other
good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
does by these presents grant, bargain, sell, convey, and confirm unto said Grantee, its successors
and assigns, a Trail Easement over, under and through the following described real estate being
and situated in the County of Platte, and the State of Missouri, to-wit:
See Exhibit A.
Grant of Easement for Trail Facilities
Grantee shall have the right to lay out, construct, develop, operate, maintain, identify, bridge,
repair,remove or relocate a meandering trail path,to be located within the Trail Easement;to make
topographical changes within the Trail Easement for the necessity and convenience of locating the
trail and to protect the trail from erosion by the use of bridges, steps, water diversion structures or
special trail surface covers or other appropriate measures;to post signs marking the trail footpath;
to manage vegetation through selective planting or removal of trees or exotic or nuisance plant
species, in order to maintain and enhance the scenic, natural and ecological value of the Trail
Easement; mow, cut or remove soil, rock or vegetation; apply gravel, crushed stone, wood chips
or paving, or other means of creating the trail surface (if any) and/or identifying the trail's path.
These construction and maintenance activities may include vehicular use.
Grant of Easement for Public Access
Grantee shall have the right to make available to the public a perpetual easement and right-of-way
over the Trail Easement and the right to use trail facilities for the purposes of walking,jogging,
running,bicycling and like activities,but specifically excluding all motorized vehicles except i) as
authorized by Grantee for maintenance, management, police and emergency purposes, or ii)
power-driven mobility devices for use by persons who have mobility impairments. Grantee shall
have the right to regulate public access to, and activities within, the Trail Easement, provided
further that Grantee shall have the right to prohibit public access and use from time to time as
deemed necessary by Grantee through the installation of gates or other obstructions; and to limit
access by or exclude the public by appropriate means from any portion of the Trail Easement.
No Obstruction
Grantor shall not construct or place temporary or permanent buildings, gates, signage or other
structures upon the Trail Easement or obstruct Grantee's right of passage on the trail within the
Trail Easement Area, provided however, that nothing shall prohibit Grantor from otherwise
developing Grantor's property in accordance with regular City development regulations. Grantor
shall have the right, but not the obligation, to perform maintenance and repairs to the Trail
Easement Area in the event that Grantee fails to correct any deficiencies or perform any repairs
2
B-Dink 1316 PaLge 386
within thirty(3 0)days of written notice thereof by Grantor and/or Grantor's tenant,or immediately
in the case of an imminent danger to persons or property or a condition that jeopardizes the
continuance of business operations on Grantor's property.
Indemnity
To the extent permitted by law, Grantee hereby agrees to indemnify and hold Grantor and/or
Grantor's tenant(s)harmless from any loss,cost,damage or expense(including,without limitation,
court costs and attorneys' fees)to the extent arising from, out of or in any manner connected with
the acts or omissions of Grantee in exercising the rights and obligations granted and set forth
herein.
Binding Covenant
The easement granted herein shall constitute an easement running with the land in perpetuity and
shall burden the lands described above.
Termination
In the event that Grantee determines that the Trail Easement is no longer needed or desirable,
Grantee may terminate said Easement by written release instrument duly signed by Grantee and
fully acknowledged, and recorded in the land records of Platte County, Missouri. This Trail
Easement may only be modified or amended by written instrument executed by the parties(or their
successors in interest) and recorded in the land records of Platte County, Missouri.
IN WITNESS WHEREOF,the said Grantor has caused these presents to be signed this �fl "day
of N 52019.
GRANTOR:
HUMPHREYS FUND I REIT, LLC,
a Delaware limited liability company
By: kwic, 4�4t��
% V Q 0 -
Printed Name: Kirk Humphreys
Title: Chief Executive Officer
3
1316 Pa-g a 386
GRANTEE:
CITY OF RIVERSIDE, MISSOURI
By:
Printed Name: Kathleen L. Rose
Title: Mayor
— _ - is .� `.• 1 1
eA
1
.ATTEST: _
M
Robin Kivcai4 ity Clerk
, •f , (a;2'`,. ..
4
���c•E 1=�16 PaLge 386
STATE OF )
ss.
COUNTY )
ON THIS 1$4day of QLNC ,2019,before me personally appeared Kirk Humphreys, Chief
Executive Officer of IYmphreFund I REIT, LLC, a Delaware limited liability company,to me
known to be the person described in and who executed the foregoing instrument on behalf of said
limited liability company and acknowledged to me that she/he executed the same with authority
on its behalf.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my seal at my office
in Q1gCgZ y0 County,the day and year last above written.
(SEAL) ,,,.���IIV% 17'T��
V,
.-'140T
,
1#00018628"1
/'+ 1
a'kEXP.11120120: Printed Name: Gker%c%o►U-t P-4 Ove
9 X fie:
Notary Public in and for said State
(pk)a c rrj Q y
Commissioned in Count
My Commission Expires:
5
STATE OF MISSOURI )
ss:
COUNTY OF PLATTE )
ON THIS It— day of 2019,before me,personally appeared the honorable
Kathleen L.Rose to me personally known,who being by me duly sworn,did say that she is the
Mayor of the City of Riverside, Missouri, a Missouri municipality, and that said instrument
was signed on behalf of said City of Riverside,Missouri by authority of its Board of Aldermen,
and Mayor Rose acknowledged said instrument to be the free act and deed of said City of
Riverside,Missouri.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my seal at my
office in [cL'tQ-1 County, the day and year last above written.
(SEAL) '
PUS',, ROBIN L.KINCAID
My Commissbn Expires
March 8,2023 Printed Name: Robin Mricaid
'Er i Clinton County Notary Public in and for said State
Commission#15390631 Commissioned in Platte County
My Commission Expires:1&" --g,
6
1316 P-q.g a 386
Exhibit A
All that part of Lot 2, Quik Trip Store Number 170R, a subdivision of land in Riverside,
Platte County, Missouri, lying 20.00 feet each side of the following described Centerline:
commencing at the Northwest corner of said Lot 2; thence South 89 degrees 01 minutes 25
seconds East along the North line of said Lot 2, a distance of 70.58 feet,to the Point of
Beginning of the Centerline herein to be described;thence South 35 degrees 01 minutes 22
seconds East, a distance of 70.44 feet;thence Southeasterly along a curve to the Right,being
tangent to the last described course, having a radius of 100.00 feet, an arc distance of 97.21
feet;thence South 20 degrees 40 minutes 36 seconds West, a distance of 18.82 feet;thence
Southeasterly along a curve to the Left, being tangent to the last described course, having a
radius of 60.00 feet, an are distance of 31.85 feet;thence South 09 degrees 44 minutes 29
seconds East a distance of 23.76 feet;thence Southeasterly along a curve to the Right, having
a radius of 60.00 feet, an are distance of 22.96 feet;thence South 12 degrees 10 minutes 58
seconds East, a distance of 143.79 feet to the South line of Said Lot 2, also being the Point of
Termination.The outer limits of said Easement are to be extended or shortened to intersect
the property lines.
7
J �
Recorded in Platte County, Missouri
Recording Date/Time: 08 /07/2019 at 03:52:55 PM
instr Number: 2019009509 � o,�R 0P
Poo-
Book: 1316 Page: 387 0
Type: DE ESMT �� •'•N=
Pages: S ; • . • •
Fee: $36.008
III IN III IIIIIIII III I VIII VIII IIIIII I VIII I I wouN•rr,
�''��.�r�i� �'�`'Y``V1V►�
I
Grantor: HUMPHREYS FUND I REIT LLC filaria Boyer, +"
Grantee: RIVERSIDE MISSOURI CITY OF Recorder of Deeds
Recording Cover Sheet
Title of Document: Temporary Construction Easement
Date of Document: VA L _4, 2019
Grantor(s): Humphreys Fund I REIT,LLC
Grantee's Name City of Riverside, Missouri
and Address: 2950 NW Vivion Road
Riverside, Missouri 64150
Legal Description: See Exhibit A.
After recording, please return to:
City of Riverside
Attn: Noel Challis
2950 NW Vivion Road
Riverside, Missouri 64150
1
TEMPORARY CONSTRUCTION EASEMENT
THIS AGREEMENT, made this 19'day of .TK&_y , 2019, by
and between Humphreys Fund I REIT, LLC, owner of the property herein described,
hereinafter known as"Grantor", and the City of Riverside, Missouri, a municipal corporation,
hereinafter known as"Grantee".
WITNESSETH,that the Grantor,in consideration of the sum of Ten($10.00)Dollars and other
good and valuable consideration,the receipt and sufficiency of which is hereby acknowledged,
does by these presents grant, bargain, sell, convey, and confirm unto said Grantee, its
successors and assigns, a Temporary Construction Easement in conjunction with the
construction of a trail, including but not limited to, landscaping, grading and sloping; the
storage of materials; the operation of equipment; and the movement of a working force on,
over, along, across, and under the following described real estate being and situated in the
County of Platte, and the State of Missouri, to-wit:
See Exhibit A.
This temporary construction easement shall expire upon the earlier of(a)the date of completion
of the improvements related to the trail, or(b) eight (8) months from the date of its execution.
Grantee shall restore the ground insofar as practicable to its original condition, after
construction of said trail, or any subsequent maintenance or repair operations.
Grantee shall cause Grantor and Grantor's tenant, QuikTrip Corporation, to be included as
additional insureds on its construction contractor's insurance as to all claims, damages, or
actions arising out of the work on Grantor's property. Further, to the extent permitted by law,
Grantee shall be responsible for, and shall indemnify Grantor and/or QuikTrip Corporation
against any claim or loss incurred, or physical damage to the Grantor's property or the
improvements thereon,to the extent resulting from the construction, maintenance, or repair of
or otherwise in connection with,the easement granted herewith.
IN WITNESS WHEREOF,the said Grantor has caused these presents to be signed this 10
day of rr.[l, , 2019.
2
GRANTOR:
HUNPHREYS FUND I REIT,LLC,
a Delaware limited liability company
By: lit r-
IV
Printed Name: Kirk Humphreys
Title: Chief Executive Officer
STATE OF )
ss.
COUNTY )
ON THIS AI�Nay of ,2019,before me personally appeared Kirk Humphreys,Chief
Executive Officer of Humphrs Fund I REIT,LLC,a Delaware limited liability company,to me
known to be the person described in and who executed the foregoing instrument on behalf of said
limited liability company and acknowledged to me that she/he executed the same with authority
on its behalf.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my seal at my office in
p
J<ja60 rr-,CX County, the day and year last above written.
(SEAL)`` Pt
p`fAl2yti02 a
(,;;�� Printed Name: (�le186281 Sn r�
3 ;FJ(P.1�1 2120.¢
N • Notary Public in and for said State
9,F pu6���P�°� Commissioned in "14-11p r�County
'fill I im%
My Commission Expires:
3
. Y
GRANTEE:
CITY OF RIVERSIDE,MISSOURI
By:
Printed Name:Kathleen L.Rose
Title: Mayor
.ATTEST: --e J0
- r
�:Rbbin Kincaid; City.Clerk
.1'v ;
STATE OF MISSOURI )
ss:
COUNTY OF PLATTE )
ON THIS (p day of 2019,before me,personally appeared the honorable
Kathleen L.Rose to me personally own,who being by me duly sworn, did say that she is the
Mayor of the City of Riverside, Missouri, a Missouri municipality, and that said instrument
was signed on behalf of said City of Riverside,Missouri by authority of its Board of Aldermen,
and Mayor Rose acknowledged said instrument to be the free act and deed of said City of
Riverside, Missouri.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my seal at my
office in County,the day and year last above written.
(SEAL), ROBIN L.KINCAID
• •: March B,2023 Printed Name: rinKincaid
.SEAL
9� � 3t Notary Public in and for said State
CoavWssioCommissioned in Platte County
My Commission Expires: Q g ,
4
1 116 pa-g e 387
Exhibit A
Lot 2, QUIKTRIP STORE NO. 170R, a subdivision in Riverside, Platte County, Missouri.
5
Recorded In Platte County, Missouri
Recording Date/Time: 08/07/2019 at 03:52:55 PM
Instr Number: 2019009510
Book: 1316 Page: 388 °°P�•'• '•���e=
Type: DT SUB Q�'• •'•N
Pages: 6
Fee: $39.00 S
NT'1 �'�g�`�
III IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII ..�������
Grantor: MIDFIRST BANK Glorle Boyer,
Grantee: RIVERSIDE MISSOURI CITY OF Recorder of Deeds
Recording Cover Sheet
Title of Document: Subordination
Date of Document: OL 2-0 , 2019
Grantor(s): MidFirst Bank
Grantee's Name City of Riverside,Missouri
and Address: 2950 NW Vivion Road
Riverside, Missouri 64150
Legal Description: See Exhibit A.
After recording, please return to:
City of Riverside
Attn: Noel Challis
2950 NW Vivion Road
Riverside, Missouri 64150
1
1935311.1:613505:02662
SUBORDINATION
WHEREAS, MIDFIRST BANK, a federally chartered savings association (together
with each and every successor and assignee, herein called the "Grantor"), acting as
administrative agent for itself and for the benefit of the several banks, financial institutions
and other entities from time to time parties to the Loan Agreement (as defined herein)
(collectively, the "Lenders"), is the holder of deeds of trusts or other security instruments
and/or amendments and restatements thereof dated and filed with the Recorder of Deeds for
Platte County, Missouri as described on Schedule I attached hereto (collectively referred to
herein as the "Deed of Trust") covering the real property and improvements described on
Exhibit "A" attached hereto (the "Property"), executed in various counterparts and delivered
to Grantor by the HUMPHREYS FUND I, LLC, an Oklahoma limited liability company
(formerly known as The Humphreys Fund, LLC) ("Humphreys Fund I"), to secure payment
of all indebtedness owed or to be owing to the Grantor and Lenders including, without
limitation, the indebtedness described in that certain Amended and Restated Revolving Loan
Agreement dated June 1, 2015, by and between the Grantor, Lenders and Humphreys Fund I
(as amended, restated, supplemented, or otherwise modified from time to time, the "Loan
Agreement") and evidenced by those certain Promissory Notes dated as of June 1, 2015 in
the aggregate principal amount of$75,000,000.00 made by Grantor in favor of each of the
Lenders (the"Notes"); and
WHEREAS, Humphreys Fund I has conveyed the Property to HUMPHREYS FUND
I REIT, LLC, a Delaware limited liability company("Humphreys Fund I REIT"), pursuant to
that certain Warranty Deed dated as of December 31, 2018, and recorded on January 3, 2019
with the Recorder of Deeds for Platte County, Missouri, in Book 23342, Page 3042; and
WHEREAS, Humphreys Fund I REIT has assumed the obligations of Humphreys
Fund I (i) described in the Loan Agreement and evidenced by the Notes pursuant to that
certain Assumption Agreement and First Amendment to Second Amended and Restated
Revolving Loan Agreement dated as of December 31, 2018 and (ii) described in the Deed of
Trust pursuant to that certain Assignment, Assumption and Modification of Deed of Trust,
Assignment of Rents, Security Agreement and Fixture Filing dated as of December 31, 2018
and further described on Schedule I attached hereto; and
WHEREAS, the fee owner of the Property, Humphreys Fund I REIT, desires to grant
to the City of Riverside, Missouri, a certain trail easement across a portion of the Property
more specifically described on Exhibit`B" attached hereto (the"Trail Easement").
NOW, THEREFORE, for and in consideration of the benefits to accrue to the
above-described land by acceptance of the Trail Easement by the City of Riverside, Grantor
expressly subordinates all right, title, and interest in and to that portion of said premises
described and covered by the Deed of Trust, to the interest of the City of Riverside in the
Trail Easement with the intent that the Trail Easement shall be prior and superior to the lien
of the Deed of Trust hereinabove described.
[Signature Page Follows]
2
1935311.1:613505:02662
IN WITNESS WHEREOF, the parties have caused this Subordination Agreement to be
signed this b day of52019.
MidFirst Bank, a federally chartered savings
association, as administrative agent
By:
Nam : Pa 'enhard
Title: First Senior Vice President
STATE OF OKLAHOMA )
ss.
COUNTY OF OKLAHOMA )
ON THIS 26day of J' 01Ly ; 2019, before me, the undersigned, personally appeared
Paul Lienhard, First Senior Vice President of MidFirst Bank, a federally chartered savings
association,as administrative agent for the Lenders,personally known to me,or proved to me on
the basis of satisfactory evidence, to be the individual whose name is subscribed to the within
instrument and acknowledged to me that she/he executed the same in her/his capacity on behalf
of MidFirst Bank, and that by her/his signature in the instrument, the individual executed the
inst- ��,�Etit!►►a►p►��
10"
#93003038
_ , 0 Notary Public
N ' 3/29/21
res: q
OF
3
1935311.1:613505:02662
Bc:)Col k 1316 P aL g a 388
SCHEDULE I
Deed of Trust, Assignment of Rents, Security Agreement and Fixture Filing
Filing Office RecordinigryDate „ BooklPage andlAgr
„ Docuriient Number
Platte County, Missouri December 3, 2015 Book 1253/Page 503
First Amendment to Deed of Trust,Assignment of Rents, Security Agreement and Fixture
Filing
ing Officy s :p °RecordngkDate Bool?age and
l
Doci%ment er-1,111
Platte County, Missouri October 5, 2018 Instrument No. 2018013342;
Book 1303, Page 293
Assignment,Assumption and Modification of Deed of Trust,Assignment of Rents, Security
Agreement and Fixture Filing
Filing Qffic Records g Date BooklPage andlar�
� s
Document.Number
�a amu.
Platte County, Missouri January 3, 2019 Instrument No. 2019000073;
Book 1306, Page 996
END OF SCHEDULE I
r
4
1935311.1:613505:02662
Exhibit A
Lots 1 and 2, QUIKTRIP STORE No. 170R, a subdivision in Riverside, Platte County,
Missouri.
Street Address of Property
4600 NW Gateway Drive
Riverside, Missouri 64150
5
1935311.1:613505:02662
Bk 1316 P g e 38 SO
e
Exhibit B
All that part of Lot 2, Quik Trip Store Number 170R, a subdivision of land in Riverside,
Platte County, Missouri, lying 20.00 feet each side of the following described Centerline:
commencing at the Northwest corner of said Lot 2; thence South 89 degrees 01 minutes 25
seconds East along the North line of said Lot 2, a distance of 70.58 feet, to the Point of
Beginning of the Centerline herein to be described; thence South 35 degrees 01 minutes 22
seconds East, a distance of 70.44 feet; thence Southeasterly along a curve to the Right, being
tangent to the last described course, having a radius of 100.00 feet, an are distance of 97.21
feet; thence South 20 degrees 40 minutes 36 seconds West, a distance of 18.82 feet; thence
Southeasterly along a curve to the Left, being tangent to the last described course, having a
radius of 60.00 feet, an arc distance of 31.85 feet; thence South 09 degrees 44 minutes 29
seconds East a distance of 23.76 feet; thence Southeasterly along a curve to the Right, having
a radius of 60.00 feet, an arc distance of 22.96 feet; thence South 12 degrees 10 minutes 58
seconds East, a distance of 143.79 feet to the South line of Said Lot 2, also being the Point of
Termination. The outer limits of said Easement are to be extended or shortened to intersect
the property lines.
6
1935311.1:613505:02662