HomeMy WebLinkAbout1709 Termination of Lease Agreement with Velociti Inc. for Lot 8 Riverside Horizons East First Plat and Authorizing Other Actions BILL NO. 2020-007 ORDINANCE NO. 7 LW
AN ORDINANCE AUTHORIZING THE EXECUTION AND DELIVERY OF A LEASE
TERMINATION AGREEMENT BETWEEN THE CITY OF RIVERSIDE, MISSOURI AND
VELOCITI INC., FOR LOT 8, RIVERSIDE HORIZONS EAST FIRST PLAT AND AUTHORIZING
OTHER ACTIONS IN CONNECTION THEREWITH
WHEREAS, the City of Riverside, Missouri (the "City") and Velociti Inc., a Nevada corporation
("Velociti") are parties to that certain Land Lease dated effective June 3, 2019 (the "Lease"),
which Lease was approved pursuant to Ordinance 1662 and, covers certain real property
consisting of approximately 10.82 acres having the following legal description (the "Premises"):
Lot 8, Riverside Horizons East First Plat, a subdivision in Riverside, Platte
County, Missouri, according to the recorded plat thereof; and
WHEREAS, the City and Velociti have agreed upon an early termination of the Lease and
desire to enter into that certain Lease Termination Agreement attached hereto as Exhibit A and
incorporated herein (the "Termination"); and
WHEREAS, the Board of Aldermen find it to be in the best interests of the City, in order to
further the objectives of industrial and economic development within the City to terminate the
Lease and enter into and deliver the Termination as set forth herein.
NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF ALDERMEN OF THE CITY OF
RIVERSIDE, MISSOURI AS FOLLOWS:
SECTION 1. TERMINATION APPROVED. It is in the best interest of the City in order to further
the objectives of industrial and economic development within the City to APPROVE the
Termination, substantially in the form attached hereto as Exhibit A, and terminate the Lease.
SECTION 2. AUTHORITY GRANTED. The City hereby authorizes the Mayor of the City to
execute and deliver the Termination, consistent with the terms of this Ordinance and Missouri
law, and hereby authorizes the Mayor, the City Administrator, Special Counsel to the City and
other appropriate City officials to take any and all actions as may be deemed necessary or
convenient to carry out and comply with the intent of this Ordinance 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.
SECTION 3. EFFECTIVE DATE. This Ordinance shall be in full force and effect upon and after
its passage and approval.
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BE IT REMEMBERED that the above was read two times by heading only, PASSED AND
APPROVED by a majority of the Board of Aldermen, and APPROVED by the Mayor of the City
of Riverside, Missouri, this 17th day of March, 2020.
At�iBen L. Rose, Mayor
ATTEST•:b
Rbbin.:Kincaid=•Citi Clerk
Approved as to form:
Spencer Fane LLP,
Special Counsel to the City
By Joseph P. Bednar
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BE IT REMEMBERED that the above was read two times by heading only, PASSED AND
APPROVED by a majority of the Board of Aldermen, and APPROVED by the Mayor of the City
of Riverside, Missouri, this 17th day of March, 2020.
Robin Kincaid, City+'Clerk
•
Approved as to form:
r Fane LLP,
pecial nsel to the City
By Jose b Bednar
WA 14458594.1
EXHIBIT A
LEASE TERMINATION AGREEMENT
(see attached)
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LEASE 'NATION AGREEMENT
THIS LEASE TERMINATION AGREEMENT (this "Agreement") is made and
entered into as of March 17-41;2020 (the "Effective Date"), by and between the City of Riverside,
Missouri, a city and political subdivision duly organized and existing under the Constitution and
laws of the State of Missouri ("City"), and Velociti Inc., a Nevada corporation ("Lessee"), with
reference to the following circumstances:
A. City and Lessee are parties to that Land Lease commencing June 3, 2019 (the "Lease"),
whereby City leased to Lessee certain real property consisting of approximately 10.82 acres
having the following legal description (the "Premises"):
Lot 8, Riverside Horizons East First Plat, a subdivision in Riverside, Platte
County, Missouri, according to the recorded plat thereof
City and Lessee desires to terminate the Lease early, effective as of the Termination Date
(defined below), subject to the terms and conditions of this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants and promises
contained herein and other good and valuable consideration, the receipt and adequacy of which are
hereby acknowledged, the parties agree as follows:
1. Definitions. Capitalized terms used herein and not otherwise defined will have the
meanings given them in the Lease.
2. Lease Termination. City and Lessee hereby mutually terminate the Lease effective
as of March 31, 2020 (the "Termination Date") Lessee will remove any and all of its property
and equipment from the Premises on or before the Termination Date. As of the Termination Date,
City and Lessee will have no further responsibility or obligation to one another under the Lease,
except as provided in this Agreement and the provisions of the Lease which survive termination.
3. Indemnity. Lessee hereby acknowledges and agrees that the provisions set forth in
Section 12, Indemnity, of the Lease will survive the termination of the Lease.
4. Further Assurances. The parties each agree to promptly execute, acknowledge and
deliver to the other such further instruments and take such further actions as may be reasonably
required in order to carry out and effectuate the intent and purpose of this Agreement.
5. Binding Effect. This Agreement will inure to the benefit of and will be binding
upon the parties hereto and their respective successors and assigns.
6. Governing Law. This Agreement will be governed in all respects by the laws of
the State of Missouri, without regard to principles of conflict of law._
7. Entire Agreement; Counterparts This Agreement represents the entire agreement
and understanding between the parties with respect to the subject matter hereof, and there are no
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other agreements and understandings with respect to such subject matter. This Agreement may be
executed in multiple counterparts, each of which, individually, will be deemed and original, and
all of which, when taken together, shall constitute a single instrument. An electronic or facsimile
transmission of a signed counterpart of this Agreement will be sufficient to bind the party whose
signature appears thereon.
EXECUTED by the authorized representatives of each party hereto as of the Effective
Date.
"City"
City of Riverside, Missouri
By: 'ee�Jtb eLd��
hleen L. Rose, Mayor
"Lessee"
Velociti Inc.
By:
Print Name:
Title:
2
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other agreements and understandings with respect to such subject matter. This Agreement may be
executed in multiple counterparts, each of which, individually, will be deemed and original, and
all of which, when taken together, shall constitute a single ins I ent. An electronic or facsimile
smission of a signed counterpart of this Agreement will be sufficient to bind the party whose
signature appears thereon.
Date.
EXECUTED by the authorized representatives of each party hereto as of the Effective
"City"
City of Riverside, Missouri
tillecri L. Rose, Mayor
"Lessee"
Velociti Inc.
By:
Print Name: Tim S Kats
Title: VP/GM
2
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