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HomeMy WebLinkAbout2004-028 - Preliminary Development Agreement with Kessinger/Hunter & CompanyBILL N0.2004-28 ORDINANCE N0.2004-28 AN ORDINANCE APPROVING A PRELIMINARY DEVELOPMENT AGREEMENT BETWEEN THE CITY OF RIVERSIDE, MISSOURI AND KESSINGER/HUNTER & COMPANY RELATING TO THE L-385 LEVEE REDEVELOPMENT PLAN. WHEREAS, the City of Riverside, Missouri ("City"), after recommendation by the Tax Increment Financing Commission of Riverside, Missouri ("TIF Commission"), approved the L- 385 Levee Redevelopment Plan, as amended, classified the Redevelopment Area as a "blighted area" and designated it as a redevelopment area under the Act; and WHEREAS, the City is the owner of certain real property consisting of approximately 525 acres of land located in the Redevelopment Area, as more particularly described in the Development Agreement (defined below) (the "Redevelopment Property"); and WHEREAS, the City desires to provide for the efficient and orderly development, operation and management of a mixed used development on the Redevelopment Property; and WHEREAS, the City went through a detailed request for qualifications process and selected the Kessinger/Hunter & Company ("Developer") as developer subject to the execution of a mutually agreeable development agreement; and WHEREAS, the City and the Developer desire to enter into a Development Agreement to provide for the implementation of the Redevelopment Plan subject to the terms and conditions of such Agreement. NOW, THEREFORE, be it ordained by the Board of Aldermen of the City of Riverside, Missouri as follows:: 1. The Development Agreement is hereby approved in substantially the form presented with this Ordinance (a copy of which document is on file with the City Clerk), and the City is hereby authorized to enter into, execute and deliver such document with such changes therein as shall be approved by the officials of the City executing such documents, such officials' signatures thereon being conclusive evidence of their approval and the City's approval thereof: 2. The Mayor, the City Administrator, the Finance Officer and other appropriate officers, agents and employees of the City are hereby authorized to take such further actions and execute such other documents as maybe necessary or desirable to carry out and comply with the intent of this Ordinance, and to carry out, comply with and perform the duties of the City with respect to the Development Agreement. PASSED AND APPROVED, this ~ day of March, 2004. Attest: [seal} Lo se Rusick, ty Clerk ~ ~~ Betty B ~fi, Mayor e •~ t re PREL](MINARY DEVELOPMENT AGREEMENT THIS AGREBMBIVT is entered into as of April 1, 2004, by and between THE CITY OF RIVERSIDE, MISSOURI (the "City"), and RESSINGER Hi7NT'ER & COMPANY, a Missouri limited liability company, ("Developer"), the developer selected by the City to implement the redevelopment of the Redevelopment Properly pursuant to the L-383 Levee Redevelopment Plan, as amended, restated and supplemented, ("Redevelopment Plan") and pursuant to the terms and conditions of this Agreement. WHEREAS, the Board of Aldermen, after recommendation by the Tax Increment Financing .Commission of Riverside, Missouri ("1B? Commission"), classified the Redevelopment Area as a "blighted area" and designated it as a redevelopment area under the Act; approved the~Redevelopment Plan, the Redevelopment Project I, and Redevelopment Project I-Phases A, B, C, D, F, G, H, I, J, K, L and M; and adopted tax increment financing for each such project phase area. WHEREAS, there is approximately 1,000 undeveloped acres with the Redevelopment Area; and WHEREAS, the City is the owner of certain real property consisting of approximately 323 acres of land located in the Redevelopment Area, as more particularly described in Exlu'bit "A." attached hereto (the "Redevelopment Froperty'~; and WHEREAS, the City desires to provide for the efficient and orderly development, operation and management of a mixed use development on the Redevelopment Property, all in accordance with the Redevelopment Plan; and WHEREAS; the City went through a detailed request for qualifications process and selected Developer as developer subject to the execution of a mutually agreeable development agreement; and WHEREAS, the City and Developer desire to enter into this Agreement to provide for the implementation of the Redevelopment Plan subject to the terms and conditions of this Agreement and contingent upon the receipt of the State Assistance and amendment of the Redevelopment Plan. NOW, THEREFORE, for and inconsideration of the premises, and the mutual covenants herein contained, the City and Developer agree. as follows: L DEFINTfIONS A. DelSnitions 1.. a en "this Preliminary Developme~rt Agreement, as the same may be from time to time modified, amended or supplemented in writing by the parties hereto. 2. `Board of Aldermen." the governing body of the City. 3. "Certificate of Substantial Completion." a document substamially in the form of Exhibit "B", delivered by Developer to the City in accordance with this Agreement and evidencing the completion ova Redevelopment Project or a portion or phase thereof. 4. it "the City of Riverside, Missouri. 5. "Commencement Date." the actual date all agreements and exhibits are complet6d and attached to this Agreement and the State Assistance is approved. t .,. ,.. T~ n r` Y' 1 A 'i T II' 6. "Cooperation Agreement" means the Cooperation Agreement dated as of December 1, 2001, among the City, Platte County, Missouri, the Levee District and UMB Bank, N.A., as Trustee, as from time to time amended in accordance with the provisions thereof. 7. "Coon "Platte County, Missouri. 8. "Developer.". Kessinger Hunter & Company, a Missouri limited liability company, the developer selected to implement the Redevelopment Plan for the Redevelopment Property pursuant to this Agreement. 9. "Finance Officer." the financial officer of the City. 10. "Infrastnicture," the infrastructure needed for the Redevelopment Area, including interior roads, sewers, storm water, water and other utilities. 11. "Interchange." the interchange currently being designed, to be constructed at I- 635 and Van de Populier, and improvements to Van de Populier and Highway 9. 12. "Levee District." the Riverside Quindaro Bend Levee District of Platte County, Missouri. 13. "Levee District Bonds," the Missouri Development Finance Board Infrastructure Facilities Revenue Bonds (Riverside-Quindaro Bend Levee District of Platte County, Missouri L- 385 Project) Series 2001 issued on behalf of the Levee District in December 2001. 14. "Mixed Use Development," the retail, commercial and industrial development to be construed within the Redevelopment Property pursuant to this Agreement. 15. "Redevelopment Plan," the L-385 Levee Redevelopment Plan, as amended, restated and supplemented from time to time. 16. "Redevelopment Project I" or "Levee Project," the construction of the L-385 Levee being implemented by the Levee District, the U.S. Army Corps of Engineers and the City. 17. "Redevelopment Project I Area," the areas selected, from time to time, for Redevelopment Project I and phases thereof, the currently existing phases of the Redevelopment Project I are legally described in the Redevelopment Plan and maybe amended and supplemented from time to time. 18. "Redevelopment Property," the approximately 525 acres currently owned by the City, as further described on Exhibit "A", and all such property as maybe acquired within the Redevelopment Area in the future (i) by the City and added to this Agreement or (ii) by Developer. 19. "Reimbursable Project Costs," those Redevelopment Project Costs of Developer approved in writing by the City and added to this Agreement, plus reasonable fmancing costs approved by the City in writing, and all Redevelopment Project Costs, incurred by the City and the TIF Commission, all pursuant to the Redevelopment Plan. 20. "State Assistance." the State Supplemental Tax Increment Financing Assistance requested by the City for the Levee Project and the Infrastructure. 21. "TIF Bonds," means the City of Riverside, Missouri Tax Increment Revenue Bonds (L-385 Levee Project) Series 1998, Riverside, Missouri Tax Increment Revenue Bonds (L- 385 Levee Project) Series 1999; Riverside, Missouri Tax Increment Revenue Bonds (Ir385 r 'r ~ 1 t ~ n ~' t' t D '1 7~ I[' Levee Project) Series 2002; and City of Riverside, Missouri )1385 Levee Redevelopment Plan Tax Increment Revenue Bond Anticipation Notes (I,-385 Levee Project) Series 2003, as well as any and all bonds issued to refmance or refund any of the foregoing. 22. "TIF Commission," the Tax Increment Financing Commission of Riverside, Missouri. 23. "T1F Revenues." Payments in Lieu of Taxes and Economic Activity Taxes and to the extent actually received, New State Revenues. B. Items Incorporated in This Agreement. Terms used herein but not defined herein shall have the meaning set forth in the Redevelopment Plan. The provisions of the Redevelopment Plan, a copy of which is on file at the office of the City Clerk of the City, such ordinances adopted by the Board of Aldermen relating to the Redevelopment Plan, including but not limited to those which designate Redevelopment Projects and phases thereof, the provisions of the Act and the exhibits attached hereto are hereby incorporated herein by reference and made a part of this Agreement. II. REDEVELOPMENT AREA. A. Legal Description. The Redevelopment Area designated under the Redevelopment Plan and the phases of the Redevelopment Project I Area already designated are set forth in the Redevelopment Plan and are incorporated herein by reference. The Redevelopment Property, which is future potential Redevelopment Project Areas to be developed by Developer pursuant to this Agreement, is legally described in the attached Exhibit "A." B. Redevelopment Area and Redevelopment Project Area. The Redevelopment Area will be developed in multiple phases or redevelopment projects. Tax increment financing for each Redevelopment Project Area will become effective upon the approval thereof by Ordinance of the Board of Aldermen, provided, however, that the Redevelopment Plan maybe changed, modified and/or amended in accordance with the Act. III. REDEVELOPMENT PROJECTS. A. Redevelopment Projects. 1. GeneraUConditions. 1n accordance with the Act and subject to the terms and conditions of the Redevelopment Plan and this Agreement, and continge~ upon the approval of State Assistance, Developer, along or in conjunction with subdevelopers, shall construct or cause to be constructed within the Redevelopment Project Areas, the Redevelopment Projects or phases thereof consisting of a Mixed Use Development. Each portion of the Redevelopment Property shall first be designated as phases of Redevelopment Project 1, to the extent allowed by the Act and as needed to service the debt service on the TIF Bonds and the Levee District Bonds as provided in the Cooperation Agreement. Thereafter, T1F Revenues may be used for other Redevelopment Projects as allowed by the Act and under the Redevelopment Plan. 2. Additional Redevelopment Projects. (a) The infrastructure needs of the Redevelopment Area are great. These needs include the Levee Project, the Interchange, and the Infrastructure, the current estimate of which is set forth on Exhibit "C". (b) Developer hereby represents to the City that (i) the Redevelopment Area is a blighted area within the meaning of the Act, and (ii) the Redevelopment Area has not been subject to growth and development through investment by private enterprise, (iii) t .r .. , 1 t n tl' 1' l i 'T T 1[ Developer has performed studies and evaluations and believes that the Redevelopment Area would not reasonably be anticipated to be developed without the adoption of tax increment financing assistance for all of the Infrastructure, and (iv) but for the adoption of tax increment financing assistance and the approval of State Assistance the Redevelopment Area would not develop. (c) The City has approved the Levee Project and has requested State Assistance for the Levee Project and the Infrastructure. Developer's obligations hereunder are contingent upon the approval of the State Assistance and thereafter, the amendment of the Redevelopment Plan approving the Infrastructure as a redevelopment project pursuant to the Act and the Redevelopment Plan. The City and Developer will work together regarding these processes. 3. Investi atg ions. (a) Pursuant to the Investigations, Confidentiality and Escrow Agreement dated September 25, 2002 (including amendments, the "Investigations Agreement") between the City, Developer and Farmer's Exchange Bank, as escrow agent, Developer and/or the City have completed (a) surveys and preliminary examinations, (b) title examinations and review, (c) engineering, environmental, soils, drainage, traffic, zoning, infrastructure placement and other studies or investigations, and (d) other similar activities desired by Developer and related to the intended development of the Redevelopment Properly (collectively the "Investigations"). Developer confirms and agrees that the Investigations have not revealed any condition or circumstance relative to. the Redevelopment Property that is unacceptable to Developer other than the extraordinary costs of development. (b) Developer and the City have provided to each other complete and full copies of any and all reports, summaries, studies, and written conclusions and materials received by Developer and the City in connection with the Investigations, together with all supporting documentation, exhibits and schedules thereto. B. Development Schedule. 1. The goal of the parties is to develop the Redevelopment Property within 15 years. 2. The parties will work together to develop a mutually agreeable development schedule detailing acquisition, demolition, rehabilitation and construction activities. C. Target Determination Date. The parties will enter into a definitive agreement amplifying the matters set forth herein no later than May 31, 2004; provided, however, such agreement is anticipated to have exhibits which will thereafter need to be developed, finalized and attached to such agreement. Prior to the execution of the definitive agreement, either party may terminate this Agreement upon thirty (30) days prior written notice to the other party. If this Agreement is so terminated, each party shall be fully released from any further obligation. D. Amelioration of Existing Conditions. The undertakings under this Agreement are intended to ameliorate and/or eliminate those conditions which are the basis for eligibility and designation of the Redevelopment Property as a Blighted Area in accordance with the Redevelopment Plan. E. Certdicate of Substantial Completion. After the completion of each Redevelopment Project, or phase thereof, to be completed by Developer, Developer shall furnish to the City a Certificate of Substantial Completion. Thereafter, the City shall conduct an investigation, and if the City determines that Developer's Certification that such r .r ~ t t n P' i f ~ 'i T 1C phase of the Redevelopment Project has been completed in accordance with the provisions of the Redevelopment Plan and this Agreement, is accurate, then it shall accept the Certificate of Substantial Completion for such phase of the Redevelopment Project, If the City determines that such phase of the Redevelopment Project has not been completed in accordance with the provisions of the Redevelopment Plan and this Agreement, then the City, in writing, shall specify in detail the reason or reasons for denying its acceptance of the Certification. The acceptance of a Certificate of Substantial Completion by the City shall be required before funds can be disbursed to Developer for such phase pursuant to this Agreement. A Certificate of Substantial Completion shall constitute a conclusive determination of the satisfaction and termination of the covenants in this Agreement with respect to the obligations of Developer to construct that portion or phases of the Redevelopment Project so certified and accepted as substantially complete in accordance with the required Development Schedule. The Certificate of Substantial Completion shall be in substantially the form attached as Exhibit "B". 1V. TAX INCREMENT FINANCING REVENUES. A. Collectign/Payment. Payment in Lieu of Taxes and Economic Activity Taxes shall be collected and paid out pursuant to the Act and the Redevelopment Plan. Additionally, the City has submitted an Application for State Supplemental Tax Increment Financing Assistance. If appropriated and paid over, the City shall deposit such funds into the Special Allocation Fund for payment of Reimbursable Project Costs and/or the retirement of obligations issued to pay Reimbursable Project Costs, pursuant to the Redevelopment Plan. B. Documentation of Economic Activity Taws and New State Revenues. Following the designation of the Redevelopment Project Area, for as long as the Redevelopment Project Area is subject to tax increment financing, (i) Developer and all tenants, subtenants, licensees and others occupying or making retail sales from any part of the Redevelopment Property shall provide the information set forth in Exhibit "D": and (ii) Economic Activity Taxes and New State Revenues shall ba determined and deposited into the Economic Activity Account and the NSR Account within the Special Allocation Fund in accordance with the procedures set forth in Exhibit "F". C. Special Allocation Fund. The City established under the Redevelopment Plan and maintains the Special Allocation Fund which contains two separate segregated accounts and will contain a separate segregated account if New State Revenues are received. Payments in Lieu of Taxes are deposited iMo the PILOT Account within the Special Allocation Fund, Economic Activity Taxes are deposited into the Economic Activity Account within the Special Allocation Fund, and New State Revenues will be deposited into the NSR Account within the Special Allocation Fund. Payments in Lieu of Texas, Economic Activity Taxes, and New State Revenues so deposited and any interest earned on such deposits will be used for and pledged for the payment of Reimbursable Project Costs and obligations issued to pay Reimbursable Project Costs pursuant to the Redevelopment Plan, the Cooperation Agreement and this Agreement. D. Dishursements From Special Allocation Fund. All disbursements from the Special Allocation Fund will be made out of the two separate segregated accounts maintained within the Special Allocation Fund for Payments in Lieu of Taxes and Economic Activity Taxes. Additionally, disbursements will be made from the New State Revenues if and to the extent received. Such disbursements shall be made in the following manner and order of preference as set forth in the Redevelopment Plan and the Cooperation Agreement, with such application being as follows: 1. TIF Bonds issued for the Laves Project; 2. City Administrative Costs in administering the Redevelopment Plan; 3. Levee District Bonds (up to 2/3s of annual debt service); and 4. Infrastructure or obligations issued to finance hnfrastructure to the extent allowed under the Redevelopment Plan. V. FINANCING PLAN. A. Financing Components. I. It is the goal of both parties to ensure that the public financing vehicles be utilized to the greatest extent reasonably practicable to allow the Mixed Use Development to be competitive with other properties in the Kansas City Metropolitan area as it relates to construction and permanent financing on vertical development, operating costs to end-users and the marketability and saleability of the Redevelopment Property. The use of any additional assessments in the Financing Plan must be allocated at levels to maintain the Mixed Use Development's competitiveness. 2. The Financing Plan shall include three main components, (i) contribution, equity and revenue sharing ratios for the City and Developer, (ii) financing for the Interchange and the Infrastructure, and (iii) financing for the vertical development. 3. The Financing Plan may include such public financing vehicles as tax increment financing, neighborhood improvement district assessments, community improvement districts, transportation development district assessments and taxes and other special assessment vehicles. 4. The Financing Plan shall include a detailed description of the estimated costs of each element of the development, proposed sources of funding for such costs and a proposed method of allocating such costs among the parties and reimbursement thereof to the parties. B. T1F Revenues. I . Pavment of Project Costs-Obli ag tions. It is anticipated that Obligations will be ,issued to fund Infrastructure and the Interchange to the extent reasonably practicable. Developer covenants to cooperate and take all reasonable actions necessary to assist the City and its bond counsel, underwriters and financial advisors in the preparation of offering statements, private placement memoranda or other disclosure documents and all other documents necessary to market and sell the obligations, including disclosure of tenants or other owners of the property and the non-financial terms of the leases between Developer and such tenants. Such compliance obligation shall be a covenant running with the land, enforceable as if any subsequent transferee thereof were originally a party to and bound by this Agreement. 2. Pavment of Proiect Costs-"As Collected" Basis. To the extent not paid from Obligations, Reimbursable Project Costs may be reimbursed on an "as collected" basis. If Developer is requesting reimbursement, Developer shall submit to the City a Certificate of Reimbursable Project-Costs and Payment Request, in substantially the form attached as Exhibit "B"". This Certificate shall include itemized invoices, receipts and other information evidencing such costs and an engineer's certificate certifying that the costs submitted for reimbursement are Reimbursable Project Costs and that the Redevelopment Project or phase thereof has been properly constructed pursuant to the Redevelopment Plan and this Agreement. The City shall seek disbursements from the Special Allocation Fund immediately but not later than thirty (30) days after the City's approval of Developer's Payment Request. Notwithstanding such request or any other provision of this Agreement, Developer Reimbursable Project Costs are payable solely from available TIF Revenues in the Special Allocation Fund and from no other source. TIF Revenues are available only to the extent not needed or reasonably anticipated to be needed for TIF Bonds, Levee District Bond, obligations issued for the Interchange and the Infrastructure, or City and TIF Commission Reimbursable Project Costs. l .r ,. ~ i 1 ¶ ~, 1. I i .1 7 1[ VI. ASSIGNMENT OF DEVELOPER'S OBLIGATIONS. Developer shall not assign or transfer, in any manner, its rights or obligations hereunder, or under any other agreement entered into pursuant to this Agreement, in whole or in part, voluntarily or involuntarily, or by operation of law, to any other party without the express written consent of the City. This Agreement shall be binding upon and shall inure to the benefit of the parties and their respective heirs, personal representatives, permitted successors and assigns, as the case may be. VII. BREACH/DEFAULT/REMEDIES. A. Breach-Compliance. 1. Developer's Default. If Developer does not comply with the provisions of this Agreement, within the time limits and in the manner for the implementation of the Redevelopment Plan as herein stated, or shall do, or permit to be done anything contrary to, or fail or omit to do anything required of it by this Agreement or any agreement entered into pursuant to this Agreement or the Act, or shall be about so to do, permit to be done, or fail or omit to have done, then Developer shall be in default under this Agreement. If within 30 days after notice of such default by the City to Developer, Developer shall not have cured such default or commenced such cure and be diligently pursuing the same if such cure would reasonably take longer than said thirty (30) day period, then the City may pursue all legal and equitable remedies available to it as a result of Developer's default. 2. Ci Default. If the City defaults hereunder, and if within thirty (30) days after notice of such default by Developer to the City, the City shall not have cured such default or commenced such cure and be diligently pursuing the same if such cure would reasonably take longer than said thirty (30) day period, then Developer may pursue all legal and equitable remedies available to it as a result of the City's default. 3. Termination Prior to Commencement Date. Notwithstanding anything to the contrary contained in this Agreement, prior to the Commencement Date, either party may terminate this Agreement, without cause, upon thirty days prior written notice to the other party. B. Excusable Delays. Notwithstanding any provisions of this Agreement to the contrary, performance by a party shall not be deemed to be in default of this Agreement because of delays or temporary inability to proceed in whole or material part due to causes beyond the reasonable control and without the material fault of such party, including but not limited to, war, insurrection, strikes, lock-outs, riots, floods, earthquakes, foes, casualties, acts of God, embargoes, litigation, tornadoes or, unusually severe weather. With the written approval of the City, the time of performance hereunder shall be extended for the period of any excusable delays caused or resulting from the foregoing causes, which approval shall not be arbitrarily or unreasonably withheld, it being understood that Developer is entitled to such extensions upon presentation of reasonable evidence of the periods of such excusable delays. VIII. BOOKS AND RECORDS; RIGB:T TO AUDIT. A. Books and Records. Throughout the term of this Agreement, Developer and each subdeveloper shall keep and maintain, in accordance with sound accounting principles and practices, accurate and complete books, records and accounts of all contributions, capital improvements, revenues, deductions and expenses for purposes of calculating any and all amounts under this Agreement and any agreement entered into pursuant to this Agreement. Within ten days of request by the City, Developer and each subdeveloper agree to provide for inspection and copying by the City or its designated representatives, at a location in the metropolitan area of Kansas City, Missouri, such books, records, and accounts for the then current and three (3) immediately preceding calendar years. Such inspection shall take place Monday through Friday, 9:00 AM to 5:00 PM, holidays excluded. .. r •r ~ t ~ n >r' 1' 1 ~ 'T T 1G' B. Right to Audit. The City will, at any time and from time to time, have the right to cause an audit of Developer's operations under this Agreement and any and all agreements entered into pursuant to this Agreement for the than current or three (3) immediately preceding calendar years. Such audit shall ba made by a Certified Public Accountant of the City's selection. If such audit discloses that the calculation of any revenues or deductions under any such agreement previously provided to the City by Developer is understated (either intentionally or unintentionally) by a greater margin than five percent (5 %) for the period of review, then Developer will immediately pay to the City the cost of such audit; otherwise the cost of the audit will be paid by the City. In all events, Developer shall pay to the City the additional payments shown to be payable to the City by Developer. ]IX. NOTICE. Any notice required by this Agreement shall be deemed to be given if it is mailed by United States registered or certified mail, postage prepaid, or sent via a nationally recognized overnight delivery service or hand delivered and addressed as hereinafter specified. Any notice to the City shall be addressed to: Mayor City Administrator City of Riverside City of Riverside Riverside City Hall Riverside City Hall 2950 Vivion 2950 Vivion Riverside, Missouri 64150 Riverside, Missouri 64150 With a copy to Stephen Crystal, City Attorney Armstrong Teesdale LLP 2345 Grand, Suite 2000 Kansas City, Missouri 64108 Notices to Developer shall be addressed to: Kessinger Hunter 8c Company Attn: John DeHardt 2600 Grand Blvd., Suite 700 Kansas City, Missouri 64108 Each party shall have the right to specify that notice be addressed to any other address by giving to the other party ten (10) days' written notice thereof. X. REPRESENTATIONS AND INDEMNITY. Developer hereby represents and warrants it has full corporate power to execute and deliver and perform the terms and obligations of this Agreement and this Agreement has been duly and validly authorized by all necessary corporate proceedings. This Agreement constitutes the legal, valid and binding obligation of Developer, enforceable in accordance with its terms except insofar as the enforcement thereof maybe limited by applicable banlQUptcy, insolvency, reorganization, moratorium or other similar laws or equitable principles of general application. Developer agrees to indemnify and hold the City forever harmless from and against all liability, loss, demand, judgments or other expense (including, but not limited to, defense costs, expenses and reasonable attorney fees) imposed upon the City by reason of injuries or death of persons (including wrongful death) and damages to property caused during and because of Developer's use or occupancy of the Redevelopment Property or any actions ornon-actions of Developer, its officers, employees, agents, Subdevelopers, tenants or other representatives, including movement of vehicles, provided, however, that such indemnity will not apply as to any grossly negligent act or omission of City, its employees, agents, t 'r ~ i t n r' ~ r ~ .T r rr or representatives. Developer's obligation under this Section shall survive any termination, howsoever caused. XI. MISCELLANEOUS. A. Modification-Interpretation. The terms, conditions, and provisions of this Agreement can not be modified nor eliminated except in writing and by mutual agreement between the City and Developer consistent with the provisions of the Act. S. Effective Date. This Agreement shall become effective on the data of the actual execution hereof by the City and Developer, and shall remain in full force and effect until the completion of the Redevelopment Project and termination of tax increment financing with respect to all Redevelopment Project Areas unless terminated earlier pursuant to the terms hereof. C. Entire Agreement.This Agreement (including all exhibits hereto, which are incorporated into this Agreement by this reference), along with the Investigations Agreement, represent the entire agreement between the parties with respect to the subject matter hereof; provided, further, this Agreement in no way supercedes the Investigations Agreement. D. Applicability. This Agreement shall apply only to the Redevelopment Property. E. Headings. The headings and other captions of this Agreement are for convenience and reference only, and in no way define, limit, or describe the scope or intent of the contract or any provision hereof. F. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Missouri without regard to conflict of law statutes. G. Attorneys Fees. If either party fails to perform any of its obligations under this Agreement or if any dispute arises between the parties concerning the meaning or interpretation of any provision hereof, then the defaulting party or the party not prevailing in such dispute, as the case maybe, shall pay any and all reasonable costs and expenses incurred by the other party on account of such default and/or in enforcing or establishing its rights hereunder, including court costs (including costs of any trial or appeal therefrom), and reasonable attorneys' fees. H. Validity and Severability. It is the intention of the parties that the provisions of this Agreement shall be enforced to the fullest extent permissible under the laws and public policies of Missouri, and that the unenforceability (or modification to conform with such laws or public policies) of any provision hereof shall not render unenforceable, or impair, the remainder of this Agreement. Accordingly, if any provision of this Agreement shall be deemed invalid or unenforceable in whole or in part, this Agreement shall be deemed amended to delete or modify, in whole or in part, if necessary, the invalid or unenforceable provision or provisions, or portions thereof, and to alter the balance of this Agreement in order to render the same valid and enforceable. It is understood by the parties that Developer and the City can only be obligated to perform in the manner which the Act permits and that if the Act is judicially interpreted in such a way as to limit the ability of Developer and the City to perform such obligations enumerated herein, Developer or the City, as the case maybe, would have no recourse against Developer or the City. L Counterparts. This Agreement maybe executed in several counterparts, including facsimile copies, each of which shall be an original and all of which shall constitute but one and the same agreement. [The remainder of this page is left intentionally blank.] ~ .r .. ~ T ~ n ~, i' l i 'T T 1[' IN WITNESS WHEREOF, the parties have set their hands the day and year first above written. ATTEST: Secretary CITY OF RIVERSIDE, MISSOURI By: Betty B 6fi, Mayor KESSINGER HUNTER & COMPANY By: KHC, INC., its managing member gy. G~ ~~ Jo DeHardt, Vice-President STATE OF MISSOURI) ss. COUNTY OF PLATTE) S~ On this ~ day of ~ ~ ~ , 2004, before me, the undersigned, a Notary Public in and for the County and State afo esaid, came Betty Burch, Mayor of the City of Riverside, Missouri, a political subdivision of the State of Missouri, and Louise Rusick, City Clerk of Riverside, Missouri, who are personally known to me to be the same persons who executed, as such officials, the within instnuent on behalf of said municipality, and such persons duly acknowledged the execution of the same to be the act and deed of said municipality. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal, the day and year last above written. My Commission Expires: S"9 "~vv S use wilri~A~ts-vMS~n Notary Public -Notary Seal STATE OF MISSOURI) State of Missouri ss. County of Jackson COUNTY OF My Commission Exp. 05/09/2005 On this ~~day of , 2004, before me, the undersigned, a Notary Public in and for the County and State aforesa d, came John DeHardt, Vice-President of KHC, INC., the managing member of Kessinger Hunter & Company, who is personally known to me to be the same person who executed the within instrument on behalf of Kessinger Hunter & Company, -and such person duly acknowledged the execution of the same to be the act and deed of Kessinger Hunter & Company. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal, the day and year last above written. My Commission Expires: Dehra A. Jarrett Notary Public State of Missou~ .County of Jackson Tres ppr1123, 2004 My Commission Exp e~ NOTARY PUBLIC ~ .r ,. , i ~ ¶ r, 1 . t ~ .I T ~l. NOTICE OF DRAW FEBRUARY 15, 2004 Park Bank Attn: Brick J. Porter, President 12 East 1 a Street Pazkville, MO 64152 Re: Notice of Draw under the Investigation, Confidentiality and Escrow Agreement, dated September 25, 2002, between the City of Riverside, Park Bank, formerly Farmers Exchange Bank, and Kessinger/Hunter & Company (the "Agreement"). Dear Sir: The undersigned hereby request and direct Park Bank (formerly Farmers Exchange Bank) ("Escrow Agent") to pay from moneys in the Escrow Fund, pursuant to Section 3.4 of the Agreement, to the following payees the following amounts for the following Costs directly related to Investigations (as those terms are defined in the Agreement). PAYEE AMOUNT DESCRIPTION OF COSTS Cooper, Robertson & Partners $8,496.94 Investigation: Master Planning Services 311 West 43`~ Street -Invoice 9608 dated Mazch 28, 2003, New York, New York 10036 $2,841.37, Invoice 9716 dated May 1, 2003, $635.78, Invoice 9865 dated June 20, 2003, $4,755.06, and Invoice 9985 dated August 14, 2003, $264.73. Final Pa ment to Coo er Robertson. TOTAL $8 496.94 SEE ATTACHED Each of the undersigned hereby certifies that such payments will pay Costs directly related to Investigations pursuant to the Agreement. Owner: CITY OF RIVERSIDE By: Betty rch, Mayor Developer: I~ESSINGER/HUNTER & COMPANY J DeHazdt, Vice President MRR. 1.2004 9~13AM KESSINGER/HI~VTER KCC Cam', liobm'fAOn { Aa+chitaeEurs, U:'banDeelpn ~ 76~k~NoW Ibex 10Aa6 ~~ RI! ter m7 7tl4ks ~ ~ o~ N0.851 P.3 Augutst 14, 2003 Invoice Number: 9985 Project: 02072.00 ~88TNC}8R/$O1~'t8R & COMPANY ].5377 ~1tt$T 95th 3TR8HT LENBXA, RA, 66219 Attns btR. JAMb18 W. 4PElIT2$L 8ro~gct: RIVERSIDE $U6.PARR-PHA,S$ 1 For: r D o ~r~ b'or professional snrv~.cee rendered for the period May 30, 2003 through Juno 26, 2003 for the referenced project. Total taabor CR&P lteimbursab],e ezssa~s TRAV'$r,, M~7AL8 , LODC~IN(3 R$BRODVCTION T$L}ppHONFs Total Reimbursa~b~.ea Total This Invoice OUTBTANDTNf~ ZNV'OICEB Date 9608 03/28/2003 97.6 05/01/2003 986& 06/20/2003 Total Now Due $0.00 Amo,~ 1~2 eg1.37 635.78 $6,339.57 $8,816.72 ,45.39 a1e.78 o.s6 6 } 59,081.45 MRR. 1.2004 9~14AM KESSIHGE72/HUVTER KCC N0.851 P.4 `~ ~ Ooaper. EbberE~on ~ Partners aTClaiteo~ufe. arba+- Deeiyn m~~asawt mr~>mr Nho I6rk, Nna ibrk Coate 2~rtt m tie aaa 7C8~8~Nfi~gR/HWi'i'~R & COMPIIN7C 16377 W'88T 95th 8TR88T L$N8704, KA 68219 Attt3t MR. JAMEB W. oPEITZEL Juaa 20, 2003 Ixiv~oice N1lntber: 866 Prpject: 02072. Projeot~ RTVER8ID8 BUS. PARK-PHASE 1 r ~`Cr ~ For profeae'iorusl services x'endered for the period April 25, 2003 through May 29, 2003 ;Eor the rePerenaed pro sot. Dsea~iption PAR7.'NER 8G'OTT NEpoMAN SMPLOYEB RANDATnL MORTON Total LaQoor CR&P Reimbursable ExPeneei TRAVEL, M8AI,8, 7aODGINCI REPRODUCTION T~PHONE Total Reimburasbles Total This Invoice OUTSTANDING INVOIC'88 Irivoiae # Uate 9608 03/28/2003 9716 05/01/2003 Total Nowt Uue Hours Rate Atttoulit 1.44 250.00 360.00.~'~~ 14.00 _ 145.00 ~,,,~,Q~ QQf $2,390.00 2,941.81 2.66 5.1 $2,949.57 ~(~ l ' $5,339.57 Amount © 0 !!..~~'- ~2 841.37 ''1 '"a'S ~V X3,477.15 I ~L'd~ 0~ c~,~ ~., 58,816.72 --......_.h1RR. 1.2004 - 9r 14AM ~ KESSIN6ER/FILIVTER KCC N0.851 P.5 ~~ Cooper, IioBerpeon ~ Partrrm~ .Arak#ecRune, Ur~bart fJeatpea au WeK it Slh,ne Z6tspAoae !ra air nrr New ]BrV~s, Vero I6.~ roaw zilyRixm ~atee ~es~xa~/averx~, ~ aoasrA~rc 15377 WEBT 95t$ 8TR$ET L$N~iXAr KA 66219 Attrir MR. i7'AM$8 W. W82TZl~L 8rO j ect : RIVBtRBIDE 8U8 . PP1RK-P$AB$ 1 F'or ~Y 1, 2403 Invoice Nulgl7er: 9716 Project: 02o72.ao For pro~eeaional services rendered for the period February 28, 2403 through March 27, 2043 for the referenced project. Tots1 La}aor C1t&P Reimbursable Fasflenses R$PRODUCTION Totd1 Reimburaablea Total Thig Invaioe DUTSTAAfiTNd INVOICES 3;nvoice ~_ Date 96Q6 03/28/2443 Total Now Due ~a.oo ~~ 635.78 $636.78 X635.78 ,~~~ ~Z ,2,641.37 D o ~ ~ r .r .,, , 1 ~ ¶ ~, 1. r ~ •t r rr IN WITNESS WHEREOF, the parties have set their hands the day and year first above written. [ TTES~ / ~ CTTY OF RIVERSIDE, MISSOURI SEAL I , , By: _~ ~.cytc'~ Betty Burch, ayor KESSINGER HUNTER & COMPANY ATTEST: By: KHC, INC., its managing member Secretary John D ardt, Vice-President STATE OF MISSOURI) ss. COUNTY OF PLATTE) /~,~. On this ~ day of '/ t , 2004, before me, the undersigned, a Notary Public in and for the County and State of said, came Betty Burch, Mayor of the City of Riverside, Missouri, a political subdivision of the State of Missouri, and Louise Rusick, City Clerk of Riverside, Missouri, who are personally known to me to be the same persons who executed, as such officials, the within instrument on behalf of said municipality, and such persons duly acknowledged the execution of the same to be the act and deed of said municipality. IN WITNESS WHEREOF, I have hereunto set my hanc~~nd affixed m~ official seal, the day and year last above written. ~~ ~I- ^ ~~ NUtAKY Y Llt.; My Commission Expires: ~/ Cq yG~ Notary Publ~ -Notary Seal STATE OF MISSOURI) State of Mfssoutl Platte County ss. MyCommission Expires Dec. 21, 2005 COUNTY OF Qlk On this ~ day of ~~_, 2004, before me, the undersigned, a Notary Public in and for the County and State afor'l;said, came John DeHardt, Vice-President of KHC, INC., the managing member of Kessinger Hunter & Company, who is personally known to me to be the same person who executed the within instrument on behalf of Kessinger Hunter & Company, and such person duly acknowledged the execution of the same to be the act and deed of Kessinger Hunter & Company. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal, the day and year last above written. _ ~1.1 ~-I -~Wt~tl NOTARY PUBLIC My Coii~missioq Expires: Debra A:~Jarrett ,- Notary Public State of Missouri County Of Jackson My Commission Expires April 23, 2004 r -r ,.. T t n n. 1. ..r D "if T ~. EI~IIBIT A MAP AND LEGAL DESCRIPTION OF REDEVELOPMENT PROPERTY ~ .r .. , t ~ n n~ r t ~ •t ESTIIVIATEDREDEVELOPMF.NTPRnPFU~rvt~T eru~e~~ Tract Total Acres Net Property Levee District PROW 20 33.0 33 0 27 70.4 43.9 26.5 31 40.0 40 0 38 15.1 15.1 0 40 1.9 1.9 0 41 5.0 5.0 0 42 5.0 5.0 0 43 51.6 25.7 25.9 44 13.0 6.4 6.6 45 192.2 173.6 18.6 46 131.2 47.2 84 79 16.3 16.3 0 80 1.3 1.3 0 87 110.6 110.6 0 686.6 525 161.6 r •r •~ t i n r' r~ t a 't r rr Riverside Presentation ~~~I~TppY~NCNMM1~lldfltt]PER1Y ~ .r ,. , 1 ~ ¶ r. r , r ~ .1 r rr Ezhibit A-1 TRACT 20/42 Parcel I All that part of Lot 3 as shown in the plat of partition of real estate of George Roberts, deceased, recorded in Book Z at Page 119 in the Office of the Recorder of Deeds of Platte County, Missouri, in the East Half of Section 6, Township 50, Range 33 and lying South of the Right-of- Way of the Chicago, Burlington and Quincy Railroad Company EXCEPT part in the roadway. Parcel II All that part of the Northeast Quarter of Section 7, Township 50, Range 33, Riverside, Platte County, Missouri, bounded and described as follows: Beginning at a point 30 chains South of the Northeast corner of said Section 7, and running thence West 19.80 chains; thence South 2.5 chains; thence East 19.80 chains; thence North 2.50 chains to the place of beginning, EXCEPT part in roadway. 302856 Ezhibit A-2 TRACT 27 All of the Northeast Quarter of the Northwest Quarter of Section 7, Township 50, Range 33, and all of the Northwest Quarter of the Northwest Quarter of said Section 7, lying East of the East line of the Missouri River Levee Right-of--Way and described as follows: Beginning at the Northeast corner of said Quarter Quarter Section; thence Westerly (Azimuth 90 degrees 32 minutes 14 seconds) along the North line of said Quarter Quarter Section 973.92 feet to an iron pipe on the East line of said Right-of--Way; thence Southerly (Azimuth 17 degrees 47 minutes 56 seconds) 365.52 feet; thence Southerly (Azimuth 1 degree 19 minutes 45 seconds) 237.26 feet; thence Southerly (Azimuth 349 degrees 40 minutes 45 seconds) 601.64 feet; thence Southerly (Azimuth 342 degrees 13 minutes 45 seconds) 147.12 feet to an iron baron the South line of said Quarter Quarter Section; thence Easterly along the South line of said Quarter Quarter Section, 929.25 feet to the Southeast corner thereof; thence Northerly to the point of beguming, in Riverside, Platte County, Missouri. Subject to the rights of the public inroads. Less and except the following: The Permanent Right-of--Way in favor of the Riverside Quindaro Bend Levee District of Platte County, Missouri, described as follows: All that part of fractional Section 7, Township 50 North, Range 33 West, in the City of Riverside, Platte County, Missouri, being more particularly described as follows: Commencing at the Northeast Corner of the Northwest Quarter of said fractional Section 7, said point being marked by a 1-1/4 inch outside diameter iron pipe; thence North 89° 23' S5" West, along the North line of the Northwest Quarter of said fractional Section 7, a distance of 1,402.50 feet to the True Point of Beginning; thence South 00° 51' 21" West a distance of 238.68 feet; thence South 02° 14' 21" West a distance of 307.73 feet; thence South 00° 38' 34" West a distance of 714.73 feet; thence South 70° 58' 47" East a distance of 79.82 feet; thence South 89° 24' S5" East a distance of 93.17 feet; thence South 00° 38' 36" West a distance of 29.57 feet to a point on the South line of the Northeast Quarter of the Northwest Quarter of said fractional Section 7; thence North 89° 23' S5" West, along the South line of the Northeast Quarter of the Northwest Quarter of said fractional Section 7 and the Westerly prolongation thereof, a distance of 986.34 feet to a point on the East line of a 150.00 feet right-of--way of the Missouri River Levee as described in the Report of Commissioners for Quindaro Bend Drainage District in Circuit Court Book A-6, Page 110, and a Trustees Deed as described in Document Number 29531, in Book 351, Page 35, at the Platte County, Missouri, Recorder of Deeds Office; thence North 22° OS' 38" West, along the East line of said levee right-of-way, a distance of 88.75 feet; thence North 12° 59' 06" West, along the East line of said levee right-of--way, a distance of 147.93 feet; thence North 09° 47' 26" West, along the East line of said levee right-of-way, a distance of 587.72 feet; thence North 40° 14' 28" East, along the East line of a 150.00 feet right- of-way of the Missouri River Levee as described in a Trustees Deed in Document Number 302856 t 'r ~ ~ t ~° n r~ r~ r ~ 't r re 29531, Book 351, Page 35, at the Platte County, Missouri, Recorder of Deeds Office, a distance of 605.17 feet; thence North 41 ° 23' 28" East, along the East line of last said levee right-of--way, a distance of 60.74 feet; thence South 89° 23' S5" East, along the North line of the Northwest Quarter of said fractional Section 7, a distance of 577.09 feet to the True Point of Beginning. Containing 1,145,907.59 square feet or 26.3064 acres more or less. And: Commencing at the Northeast Corner of the Northwest Quarter of said fractional Section 7, said point being marked 1-1/4 inch outside diameter iron pipe; thence North 89° 23' S5" West, along the North line of the Northwest Quarter of said fractional Section 7, a distance of 2,175.96 feet to a point on the West line of a 150.00 feet right-of--way of the Missouri River Levee as described in a Trustees Deed in Document Number 29531, Book 351, Page 35, at the Platte County, Missouri, Recorder of Deeds Office, said point also being the True Point of Beginning; thence continuing North 89° 23' S5" West, along the North line of the Northwest Quarter of said fractional Section 7, a distance of 100.14 feet to a point on the East line of a 150.00 feet right-of-way of the Missouri River Levee as described in the Report of Commissioners for Quindaro Bend Drainage District in Circuit Court Book A-6, Page 110; thence South 15° 19' 47" West, along the East line of a 150.00 feet right-of--way of the Missouri River Levee as described in the Report of Commissioners for Quindaro Bend Drainage District in Circuit Court Book A-6, Page 110, a distance of 183.08 feet to a point on the West line of a 150.00 feet right-of--way of the Missouri River Levee as described in a Trustees Deed in Document Number 29531, Book 351, Page 35, at the Platte County, Missouri, Recorder of Deeds Office; thence North 40° 14' 28" East, along the West right-of--way line as described in said Trustees Deed, a distance of 229.93 feet to the True Point of Beginning. Containing 8,865.39 square feet or 0.2035 acres, more or less. The bearings used in this description are based upon the North line of the Northwest Quarter of said fractional Section 7 being North 89° 23' S5" West. But including the following described property subject to following described easement: The Flood Protection Levee Easement in favor of the Riverside Quindaro Bend Levee District of Platte County, Missouri, described as follows: All that part of fractional Section 7, Township 50 North, Range 33 West, in the City of Riverside, Platte County, Missouri, being more particularly described as follows: Commencing at the Northeast Corner of the Northwest Quarter of said fractional Section 7, said point being marked by a 1-1/4 inch outside diameter iron pipe; thence North 89° 23' S5" West, along the North line of the Northwest Quarter of said fractional Section 7, a distance of 1,027.27 feet to the True Point of Beginning; thence continuing North 89° 23' S5" West, along the North line of the Northwest Quarter of said fractional Section 7, a distance of 375.23 feet; thence South 00° 51' 21" West a distance of 238.68 feet; thence South 02° 14' 21" West a distance of 307.73 feet; thence South 00° 38' 34" West a distance of 714.73 feet; thence South 70° 58' 47" East a distance of 79.82 feet; thence South 89° 24' S5" East a distance of 93.17 feet; thence South 00° 38' 36" West a distance of 29.57 feet to a point on the South line of the Northeast Quarter of the 302856 r 'r ~ t t° n n' r r t 'r r rr Northwest Quarter of said fractional Section 7; thence South 89° 23' S5" East, along the South line of the Northeast Quarter of the Northwest Quarter of said fractional Section 7, a distance of 12.84 feet; thence North 00° 41' 17" East a distance of 252.05 feet; thence North 62° 29' S2" East a distance of 219.56 feet; thence North Ol° 11' 16" East a distance of 960.33 feet to the True Point of Beginning. Containing 430,279.01 square feet or 9.8778 acres, more or less. The bearings used in this description are based upon the North line of the Northwest Quarter of said fractional Section 7 being North 89° 23' S5" West. 302856 r .r t t~ n rt~ r r ~ •t Y rr Exhibit A-3 TRACT 38 Parcel I The East 14 acres of the Northeast Quarter of the Northeast Quarter of Section 7, Township 50, Range 33, in Riverside, Platte County, Missouri, described as follows: Beginning at the Northeast comer of said Section 7, thence West 455.64 feet, thence South 1,315.3 feet to the South line of said Quarter Quarter Section; thence East 455.64 feet to the Southeast comer of said Quarter Quarter Section; thence North 1,315.3 feet to the point of beginning, EXCEPT the North 323.8 feet thereof. Parcel II All of that part of the Northeast Quarter of Section 7, Township 50, Range 33, in Riverside, Platte County, Missouri, described as follows: Beginning on the North line of said Section 7,455.64 feet West of the Northeast comer thereof; thence West 195.27 feet; thence South 1,315.3 feet; thence East 195.27 feet; thence North to the point of beginning, EXCEPT the North 323.8 feet thereof. 302856 l .1" i I " n n' r' t ~ •T t rr Exhibit A-4 TRACT 40 All that part of the Northeast Quarter of Section 7, Township 50, Range 33, Riverside, Platte County, Missouri, described as follows: Beginning at a point 25 chains South and 19.80 chains West of the Northeast corner of said Section 7, thence South 2.50 chains; thence East 8 chains; thence North 2.50 chains; thence West 8 chains, to the point of beginning. 302856 r •r ~ t i~ n n ~ r ~ •t r rr Exhibit A-5 TRACT 41 All that part of the Northeast Quarter of Section 7, Township 50, Range 33, Riverside, Platte County, Missouri, bounded and described as follows: Beginning at a point 27.50 chains South of the Northeast corner of said Section 7 and running thence West 19.80 chains; thence South 2.50 chains; thence East 19.80 chains; thence North 2.50 chains to the point of beginning, EXCEPT part in roadway. 302856 ~ .r .. , i~ ,. r r~ ~ r v •r r rr Eabibit A-6 TRACTS 79 & 80 Parcel I A tract in the Southwest Quarter of Section 5 in Township 50 of Range 33, Riverside, Platte County, Missouri, described as follows: Beginning on the West line of said Section 5 at a point 1,987.7 feet North of the Southwest corner thereof; thence South and Easterly parallel with the right-of--way of the C.B.&Q. Railway 1,445.2 feet to the East line of the West half of the Southwest Quarter of said Section; thence South 330.3 feet; thence North 65 degrees 51 minutes West 1,445.2 feet to the West line of said Section; thence North 330.3 feet to the point of beginning. Parcel II A tract in the Northwest part of the Southwest Quarter of Section 5 in Township 50 of Range 33, described as follows: Beginning at a point 28.58 chains North and 2.90 chains East of the Southwest comer of Section 5 in Township 50 of Range 33, and running South 65 %s degrees East 18.72 chains; thence North 2.82 chains to C.B.&Q. Railroad, thence North 66 degrees West 18.78 chains along side of railroad right-of--way, thence South 3.16 chains to place of beginning, EXCEPT, the East one acre thereof; all in Riverside, Platte County, Missouri. Parcel III A tract in the Southwest Quarter of Section 5 in Township 50 of Range 33, Riverside, Platte County, Missouri, described as follows: Beginning at a point on the West line of said Southwest Quarter of Section 5 where said line intersects the Southerly right-of-way line of the Burlington Northern Raihnad, said point also being 2,185.91 feet North of the Southwest comer of said Southwest Quarter, thence South along said West line 198.21 feet, thence Southeasterly parallel with the Southerly line of said railroad 209.68 feet, thence North parallel with the West line of said Quarter Section 208.56 feet to the Southerly line of said railroad; thence Northwesterly along said Southerly line of railroad to the point of beginning. 302856 Exhibit A-7 TRACTS 87, 45, 46 Those parts of Section Five (5) and of Fractional Section Eight (8) all in Township Fifty (50) North, Range Thirty-three (33) West of the Fifth Principal Meridian, Riverside, Platte county, Missouri, described as follows: Commencing at the Southeast corner of said Section Five (5), being also the Northeast corner of said Fractional Section Eight (Frac. 8); thence North 89 degrees 20 minutes 00 seconds West along the South line of said Section Five (5) (which is also the North line of said Fractional Section Eight (Frac. 8) 1,160.00 feet to a True Point of Beginning, said point being on the Westerly Right-of--way line of highway designated Interstate Route #635, as condemned in the Circuit Court of Platte County, Missouri, in Suit No. C- 11021; thence from said true point of beginning South 0 degrees Ol minute 20 seconds East along said Westerly Right-of--way line 812.00 feet; thence Southeasterly along said Right-of-way being a curve to the left, having a radius of 3,019.93 feet, an arc distance of 631.8 feet; thence South 0 degrees 01 minute 20 seconds East 2,142.49 feet, more or less, to a meander comer on the Northerly or left bank of Missouri River as located on May 21, 1965, the date of the Certificate of Survey made by Robert L. Buford, Land Surveyor, as Job No. P-8037, thence (Southwesterly) upstream meandering said River bank, but with the low water line of said River as the boundazy, to a second meander corner of said River bank, which is the point of intersection thereof with the Southerly prolongation of the North-South .center line of said Fractional Section 8, said intersection point being 1,565.54 feet distant South 76 degrees 03 minutes 33 seconds West from the end of the last herein above described course; thence continuing upstream meandering said River bank, as same is located on the Certificate of Survey No. P-1224, made by Robert L. Buford, Land Surveyor, dated April 19, 1966, revised May 25, 1966, but with the low water line said River as the boundary to a third meander corner on said River bank which is the point of intersection thereof with the Southerly prolongation of the West line of said Fractional Section 8; thence North 0 degrees 12 minutes 26 seconds West along the Southerly prolongation of the West line of said Fractional Section Eight (frac. 8) and the West line thereof, 4,615.85 feet to its Northwest corner being also the Southwest corner of Section Five (5); thence North 0 degrees 02 minutes 56 seconds along the West line of said Section Five (5), 1,657.40 feet; thence South 65 degrees 56 minutes 26 seconds East 1,435.76 feet; thence North 0 degrees 03 minutes 07 seconds West 527.83 feet; thence South 65 degrees 55 minutes 20 seconds East 56.11 feet; thence Southeasterly along the azc of a circulaz curve to the left having a radius of 11,509.22 feet, and the last described course for its initial tangent 736.54 feet; thence South 69 degrees 35 minutes 20 seconds East, tangent to the curve in the previous course described 2,501.85 feet to the Westerly line of the Right-of--way Highway U.S. No. I-635; thence South 20 degrees 22 minutes 40 seconds West 251.80 feet; thence Southeasterly along said highway right-of-way line, (being the arc of a circulaz curve to the left having a radius of 2,994.90 feet, the last described course for its initial tangent, and a central angle of 4 degrees 44 minutes 42 seconds), 248.03 feet to the South line of said Section Five (5) being also the North line of said Fractional Section Eight (Frac. 8); thence North 89 degrees 20 minutes 00 seconds West along said Section line, 140.20 feet to the True Point of Beginning; together with all accretions thereto, but subject to erosion therefrom by said Missouri River; and ALSO EXCEPTING, therefrom land conveyed by Clyde 302856 J. Linde and Margaret Y. Linde to State of Missouri by Deed dated December 14, 1968, for Highway designated Interstate Route No. 635. ALSO EXCEPT, that part of Fractional Section 8, Township S0, Range 33 West of the Fifth Principal Meridian, Platte County, State of Missouri, described as follows: The West 300 feet of said Fractional Section 8 as measured at a right angle from the West line of said Fractional Section 8 that lies South of the Southetly line of Highway designated Interstate Route Number 635 as conveyed in deed dated December 14, 1968, from Clyde J. Linde and Margaret Y. Linde, Husband and Wife to State of Missouri and lies North of the left bank of the Missouri River. Less and except the following: 1. The Permanent Right-of--Way in favor of the Riverside Quindaro Bend Levee District of Platte County, Missouri, described as follows: All that part of fractional Section 8, Township 50 North, Range 33 West, in the City of Riverside, Platte County, Missouri, being more particularly described as follows: Commencing at the Northwest corner of the Northeast Quarter of said fractional Section 8, said point being marked by a 4 inch square concrete marker with a 1/2 inch iron bar in the middle; thence South 00° 25' 12" West, along the West line of the Northeast Quarter of said fractional Section 8, a distance of 1,503.00 feet to the True Point of Beginning; thence North 72° 11' 33" East a distance of 1,242.38 feet to a point on the West right-of-way line of Interstate Route 635; thence South 14° 30' 26" West, along the West right-of--way line of Interstate Route 635, a distance of 316.58 feet; thence South 37° 09' 46" West, along the Northwesterly right-of-way line of Interstate Route 635, a distance of 460.03 feet; thence South 51° 36' 49" West, along the Northwesterly right-of--way line of Interstate Route 635, a distance of 464.49 feet; thence South 71° 47' 04" West, along the North right-of--way line of Interstate Route 635, a distance of 473.55 feet; thence South 85° 13' 37" West, along the North right-of--way line of Interstate Route 635, a distance of 17.17 feet to a point on, the West line of the Northeast Quarter of said fractional Section 8; thence continuing South 85° 13' 37" West, along the North right-of--way line of Interstate Route 635, a distance of 146.57 feet; thence North 00° 11' 11" East a distance of 698.39 feet; thence North 73° 15' S0" East a distance of 155.75 feet to the True Point of Beginning. Containing 807,325.06 square feet or 18.5336 acres, more or less The bearings used in this description are based upon the West line of the Northeast Quarter of said fractional Section 8 being South 00° 25' 12" West and the North line of the Northeast Quarter of said fractional Section 8 being South 88° 47' S8" East. 2. The Permanent Right-of--Way in favor of the Riverside Quindaro Bend Levee District of Platte County, Missouri, described as follows: All that part of fractional Section 8, Township 50 North, Range 33 West, in the City of Riverside, Platte County, Missouri, being more particularly described as follows: Commencing at the Northwest corner of the East Half of said fractional Section 8, said point being marked by a 4 inch square concrete marker with a 1/2 inch iron bar in the middle; thence ~L~f? t _r ~ t t° n r' r r ~ .T r rr South 00° 25' 12" West, along the West line of the East Half of said fractional Section 8, a distance of 2,559.79 feet to a point on the South right-of-way line of Interstate Route 635, said point also being the True Point of Beginning; thence North 85° 09' 20" East, along the South right-of-way line of Interstate Route 635, a distance of 87.05 feet; thence South 21° 31' S2" East a distance of 51.54 feet; thence South 50° 40' S5" West a distance of 43.97 feet; thence South 20° 37' S4" East a distance of 74.81 feet; thence South 55° 11' 25" East a distance of 376.50 feet; thence North 71° 02' 25" East a distance of 1,108.03 -feet; thence South 68° 59' 35" East a distance of 71.39 feet to a point on a line that is 1,095.00 feet West of and parallel to the East line of the Northeast Quarter, and its Southerly prolongation thereof, of said Section 8; thence South 00° 30' 00" West, along a line that is 1,095.00 feet West of and parallel to the East line of the Northeast Quarter, and its Southerly prolongation thereof, of said Section 8, a distance of 1,133.84 feet to a meander point on the Northerly high bank of the Missouri River, thence, in a general Westerly direction, along the meandering of the North high bank of the Missouri River, but with the low water mark along said river as the boundary, the following twenty (20) described courses to a point on a line that is 300.00 feet East of and parallel to the Southerly prolongation of the West line of the Northwest Quarter of said Section 8; (1) thence South 83° 29' 11" West a distance of 92.62 feet; (2) thence South 67° 46' 13" West a distance of 255.84 feet; (3) thence South 45° 56' 13" West a distance of 119.85 feet; (4) thence South 82° 45' 45" West a distance of 206.02 feet; (5) thence South 66° 34' 38" West a distance of 234.72 feet; (6) thence North 79° 53' OS" West a distance of 108.42 feet; (7) thence South 80° 44' 10" West a distance of 94.63 feet; (8) thence South 54° 29' 18" West a distance of 163.91 feet; (9) thence South 82° 36' 04" West a distance of 443.59 feet; (10) thence South 83° 19' 35" West a distance of 213.01 feet; (11) thence South 66° 39' 21" West a distance of 259.49 feet; (12) thence South 88° 51' 19" West a distance of 190.64 feet; (13) thence South 60° 39' S7" West a distance of 104.94 feet; (14) thence North 83° Ol' 32" West a distance of 188.18 feet; (15) thence South 88° 57' 34" West a distance of 314.54 feet; (16) thence South 77° 11' 28" West a distance of 285.50 feet; (17) thence South 72° 54' 46" West a distance of 440.45 feet; (18) thence South 84° 14' 15" West a distance of 134.27 feet; (19) thence North 80° 32' 48" West a distance of 90.28 feet; (20) thence South 64° 07' 45" West a distance of 86.05 feet to a point on said line that is 300.00 feet East of and para11e1 to the Southerly prolongation of the West line of the Northwest Quarter of said Section 8; thence North 00° 19' 27" East, along said line that is 300.00 feet East of and parallel to the Southerly prolongation of the West line of the Northwest Quarter of said Section 8, a distance of 1,083.67 feet; thence North 81° 09' 33" East a distance of 195.37 feet; thence North 81° 46' 12" East a distance of 317.40 feet, thence North 82° 22' 40" East a distance of 285.44 feet; thence North 81° 43' 10" East a distance of 236.60 feet; thence North 77° 54' 36" East a distance of 244.04 feet; thence North 77° 48' 07" East a distance of 770.53 feet; thence North 75° 29' 14" East a distance of 461.52 feet; thence North 17° 50' 23" West a distance of 304.10 feet, thence South 720 27' 06" West a distance of 21.58 feet, thence North 17° 28' 23" West a distance of 41.20 feet; thence North 69° 47' 04" East a distance of 21.69 feet; thence North 17° 27' 22" West a distance of 33.32 feet; thence North 720 48' S3" West a distance of 45.49 feet; thence North 28° 30' 10" West a distance of 76.61 feet to a point on the South right-of-way line of Interstate Route 635; thence North 89° 17' 23" East, along the South right-of--way line of Interstate Route 635, a distance of 26.15 feet; thence North 85° 09' 20" East, along the South right-of--way line of Interstate Route 635, a distance of 29.83 feet to the True Point of Beginning, together with all accretions thereto, and subject to all erosion therefrom, along the Missouri 302656 t `~' i 1 n n' ~ t ~ 'i T l[ River, and together with all rights, interests, and land that lies between the high bank and the low water mark of said river. Containing 4,323,879.35 square feet or 99.2626 acres, more or less. Subject to 667,149.37 square feet or 15.3 156 acres, more or less, of which lies in part of an existing right-of-way per Report of Commissioners for Quindaro Bend Drainage District in Circuit Court Book A-6, Page 110, and a Trustees Deed as described in Document Number 29531, in Book 351, Page 35, at the Platte County, Missouri, Recorder of Deeds Office. The bearings used in this description are based upon West line of the East half of said fractional Section 8 being South 00° 25' 12" West. But including the following described properties subject to the described easement: a. The Temporary Construction Easement in favor of the Riverside Quindaro Bend Levee District of Platte County, Missouri, described as follows: All that part of fractional Section 8, Township 50 North, Range 33 West, in the City of Riverside, Platte County, Missouri, being more particularly described as follows: Commencing at the Northwest corner of the East Half of said fractional Section 8, said point being marked by a 4 inch square concrete marker with a 1/2 inch iron bar in the middle;.thence South 00° 25' 12" West, along the West line of the East Half of said fractional Section 8; a distance of 2,559.79 feet to a point on the South right-of--way line of Interstate Route 635; thence North 85° 09' 20" East, along the South right-of--way line of Interstate Route 635, a distance of 87.05 feet to the True Point of Beginning; thence South 21 ° 31' S2" East a distance of 51.54 feet; thence South 50° 40' S5" West a distance of 43.97 feet; thence South 20° 37' S4" East a distance of 74.81 feet; thence South 55° 11' 25" East a distance of 145.34 feet; thence North 71° 04' 42" East a distance of 1,152.45 feet; thence North 75° 39' 31" East a distance of 24.08 feet; thence North 82° 36' 07" East a distance of 122.36 feet; thence North 89° 09' 17" East a distance of 25.15 feet; thence South 86° 42' OS" East a distance of 45.69 feet; thence South 72° 28' 31" East a distance of 0.42 feet to a point on a line that is 1,095.00 feet West of and parallel to the East line of the Northeast Quarter, and its Southerly prolongation thereof, of said Section 8; thence North 00° 30' 00" East, along a line that is 1,095.00 feet West of and parallel to the East line of the Northeast Quarter, and its Southerly prolongation thereof, of said Section 8, a distance of 286.44 feet to a point on the Westerly right-of--way line of Interstate No. 69 and 169; thence North 38° 40' S0" West, along the Westerly right-of-way line of Interstate No. 69 and 169, a distance of 204.61 feet to a point on the South right-of--way line of Interstate Route 635; thence along the South right-of--way line of Interstate Route 635, around a curve to the right that is non- tangent to the last described course, having an initial tangent bearing of South 40° 56' 34" West, a central angle of 40° 10' 11 , a radius of 1,772.02 feet, an arc distance of 1,24235 feet; thence South 85° 09' 20" West, along the South right-of--way line of Interstate Route 635, a distance of 247.36 feet to the True Point of Beginning. Containing 352,561.32 square feet or 8.0937 acres, more or less. And: Commencing at the Northwest corner of the East Half of said fractional Section 8, said point 302856 r •r ~ t ~~ n r~ ~' r ~ '1 r rr being marked by a 4 inch square concrete marker with a 1/2 inch iron bar in the middle; thence South 00° 25' 12" West, along the West line of the East Half of said fractional Section 8, a distance of 2,559.79 feet to a point on the South right-of-wayline of Interstate Route 635; thence South 85° 09' 20" West, along the South right-of--way line of Interstate Route 635, a distance of 29.83 feet, thence South 89° 17' 23" West, along the South right-of--war line of Interstate Route 635, a distance of 26.15 feet to the True Point of Beginning; thence continuing South 89° 17' 23" West, along the South right-of--way line of Interstate Route 635, a distance of 22.61 feet, thence South 28° 30' 09" East a distance of 95.29 feet, thence South 72° 48' S6" East a distance of 43.14 feet; thence South 17° 27' 33" East a distance of 3.77 feet, thence South 69° 47' 04" West a distance of 21.69 feet; thence South 17° 28' 20" East a distance of 80.29 feet; thence North 72° 27' 44" East a distance of 21.55 feet, thence South 17° 51' 17" East a distance of 98.04 feet, thence North 71° 04' 32" East a distance of 20.13 feet, thence North 17° 50' 23" West a distance of 117.56 feet, thence South 72° 27' 06" West a distance of 21.58 feet, thence North 17° 28' 23" West a distance of 41.20 feet, thence North 69° 47' 04," East a distance o 21.69 feet; thence North 17° 27' 22" West a distance of 33.32 feet, thence North 72° 48' S3" West a distance of 45.49 feet, thence North 28° 30' 10" West a distance of 76.61 feet to the True Point of Beginning. Containing 7,226.69 square feet or 0.1659 acres, more or less. The bearings used in this description are based upon the West line of the East Half of said fractional Section 8 being South 00° 25' 12" West. b. The Flood Protection Levee Easement in favor of the Riverside Quindaro Bend Levee District of Platte County, Missouri, described as follows: All that part of fractional Section 8, Township 50 North, Range 33 West, in the City of Riverside, Platte County, Missouri, being more particularly described as follows: Commencing at the Northwest corner of the East Half of said fractional Section 8, said point being marked by a 4 inch square concrete marker with a 1/2 inch iron bar in the middle; thence South 00° 25' 12" West, along the West line of the East Half of said fractional Section 8, a distance of 2,559.79 feet to a point on the South right-of-way line of Interstate Route 635; thence North 85° 09' 20" East, along the South right-of-way line of Interstate Route 635 a distance of 87.05 feet; thence South 21 ° 31' S2" East a distance of 51.54 feet; thence South 50° 40' S5" West a distance of 43.97 feet; thence South 20° 37' S4" East a distance of 74.81 feet; thence South 55° 11' 25" East a distance of 145.34 feet to the True Point of Beginning; thence continuing South 55° 11' 25" East a distance of 231.16 feet; thence North 71° 02' 25" East a distance of 1,108.03 feet; thence South 68° 59' 35" East a distance of 71.39 feet to a point on a line that is 1,095.00 feet West of and parallel to the East line of the Northeast Quarter, and its Southerly prolongation thereof, of said Section 8; thence North 00° 30' 00" East, along a line that is 1,095.00 feet West of and parallel to the East line of the Northeast Quarter, and its Southerly prolongation thereof, of said Section 8, a distance of 190.60 feet; thence North 72 28' 31" West a distance of 0.42 feet; thence North 86°42' OS" West a distance of 45.69 feet; thence South 89° 09' 17" West a distance of 25.15 feet, thence South 82° 36' 07" West a distance of 122.36 feet; thence South 75° 39' 31" West a distance of 24.08 feet; thence South 71 ° 04' 42" West a distance of 1,152.45 feet to the True Point of Beginning. Containing 234,96 1.56 square feet or 5.3940 acres, more or less. 302856 f 'I' "' ' 1 I l t' 1' r ~ -r r rr And: Commencing at the Northwest corner of the East Half of said fractional Section 8, said point being marked by a 4 inch square concrete marker with a 1/2 inch iron baz in the middle; thence South 00° 25' 12" West, along the West line of the East Half of said fractional Section 8, a distance of 2559.79 feet to a point on the South right-of--way line of Interstate Route 635; thence South 85° 09' 20" West, along the South right-of--way line of Interstate Route 635, a distance of 29.83 feet; thence South 89° 17' 23" West, along the South right-of--way line of Interstate Route 635, a distance of 48.76 feet, thence South 28° 30' 09" East a distance of 95.29 feet, thence South 72° 48' S6" East a distance of 43.14 feet, thence South 17° 27' 33" East a distance of 3.77 feet, thence South 69° 47' 04" West a distance of 21.69 feet, thence South 17° 28' 20" East a distance of 80.29 feet; thence North 72° 27' 44" East a distance of 21.55 feet; thence South 17° 51' 17" East a distance of 98.04 feet to the True Point of Beginning, thence South 71 ° 04' 32" West a distance of 43.78 feet, thence South 89° 14' 30" West a distance of 43.45 feet, thence South 51 ° 48' Ol" West a distance of 54.90 feet, thence South 78° 07' 18" West a distance of 288.84 feet, thence North 39° 51' 08" West a distance of 208.59 feet; thence North 88° 13' 43" West a distance of 36.72 feet, thence South 78° 13' 11" West a distance of 881.57 feet, thence South 81 ° 53' 02" West a distance of 949.90 feet to a point on a line that is 300.00 feet East of and parallel to the Southerly prolongation of the West line of the Northwest Quarter of said Section 8; thence South 00° 19' 27" West, along a line that is 300.00 feet East of and parallel to the Southerly prolongation of the West line of the Northwest Quarter of said Section 8, a distance of 387.03 feet, thence North 81° 09' 33" East a distance of 195.37 feet, thence North 81° 46' 12" East a distance of 317.40 feet; thence North 82° 22' 40" East a distance of 285.44 feet; thence North 81 ° 43' 10" East a distance of 236.60 feet, thence North 77° 54' 36" East a distance of 244.04 feet, thence North 77° 48' 07" East a distance of 770.53 feet, thence North 75° 29' 14" East a distance of 461.52 feet; thence North 17° 50'23" West a distance of 186.54 feet, thence South 71 ° 04' 32" West a distance of 20.13 feet to the True Point of Beginning. Containing 833,723.92 square feet or 19.1397 acres, more or less. The bearings used in this description are based upon the West line of the East Half of said fractional Section 8 being South 00° 25' 12" West. c. The Temporary Construction Easement in favor of the Riverside Quindazo Bend Levee District of Platte County, Missouri, described as follows: All that part of fractional Section 8. Township 50 North, Range 33 West, in the City of Riverside, Platte County, Missouri, being more particulazly described as follows: Commencing at the Northeast corner of the Northwest Quarter of said fractional Section 8, said point being marked by a 4 inch squaze concrete marker with a 1/2 inch iron baz in the middle; thence South 00° 25' 12" West, along the East line of the Northwest Quarter of said fractional Section 8, a distance of 1,476.68 feet to the True Point of Beginning; thence South 72° 11' 33" West a distance of 8.00 feet; thence South 73° 15' S0" West a distance of 1,369.72 feet; thence South 73° 27' S1" West a distance of 1,360.91 feet to a point on the West line of the Northwest Quarter of said fractional Section 8 that is South 00° 19' 27" West a distance of 2,312.87 feet 302856 C .r ~ 1 I ° n T' ~' r ~ 't t rr from the Northwest corner of the Northwest Quarter of said fractional Section 8; thence South 00° 19' 27" West, along the West line of the Northwest Quarter of said fractional Section 8, a distance of 90.82 feet to a point on the North right-of-way line of Interstate Route 635; thence North 87° 55' 47" East, along the North right-of-way line of Interstate Route 635, a distance of 1,655.15 feet; thence North 87° 14' 15" East, along the North right-of--way line of Interstate Route 635, a distance of 644.30 feet; thence North 85° 13' 37" East, along the North right-of--way line of Interstate Route 635, a distance of 175.82 feet; thence North 00° 11' 11" East a distance of 698.39 feet; thence North 73° 15' S0" East a distance of 155.75 feet to a point on the East line of the Northwest Quarter of said fractional Section 8 that is South 00° 25' 12" West a distance of 1,503.00 feet from the Northeast corner of the Northwest Quarter of said fractional Section 8; thence North 72° 11' 33" East a distance of 1,242.38 feet to a point on the West right-of--way line of Interstate Route 635; thence North 14° 30' 26" East, alone the West right-of--way line of Interstate Route 635, a distance of 29.58 feet; thence South 72° 11' 33" West a distance of 1,249.96 feet to the True Point of Beginning. Containing 1,055,298.76 square feet or 24.2263 acres, more or less. The bearings used in this description are based upon the West line of the Northwest Quarter of said fractional Section 8 being South 00° 19' 27" West and the East line of the Northwest Quarter of said fractional Section 8 being South 00° 25' 12" West. 302856 r .r °, t t r n~ ~ r t •r r rr Ezbibit A-8 TRACTS 31 & 43 Parcel I All that part of Section 7, Township 50, Range 33, Platte County, Missouri, being bounded and described as follows: Beginning at the intersection of the South Right-of--Way line of Interstate Route 635, as now established, and the Southerly prolongation of the East line of Section 7; thence South 0 Degree 00 Minutes 47 Seconds East along said prolongation 1,187.13 feet to a point on the North Right-of--Way line of Quindaro Bend District Levee Right-of-Way; thence South 79 Degrees 23 Minutes 33 Seconds West along said North Right-of--Way line 1,347.92 feet to a point on the West line of the East Half of the Southeast Fractional Quarter of said Section 7, produced South; thence North 0 Degrees 47 Minutes 31 Seconds East along the Southerly prolongation of said West line 1,211.63 feet to the intersection of said line with the South Right- of-Way line of said Interstate Route 635; thence Northerly along said Right-of--Way line on a curve to the right, having a radius of 1,759.86 feet, an arc distance of 436.68 feet; thence North 80 Degrees 54 Minutes 44 Seconds East along said Right-of-Way line 311.02 feet; thence Northerly along said Right-of--Way line on a curve to the right, having a radius of 1,739:86 feet, an arc distance of 286.89 feet; thence North 86 Degrees 49 Minutes 40 Seconds East; continuing along said Right-of--Way line, 276.90 feet; thence South 0 Degrees 11 Minutes 44 Seconds East along said Right-of--Way line, 50.07 feet; thence North 86 Degrees 49 Minutes 40 Seconds East along said Right-of--Way line, 43.66 feet to the point of beginning, EXCEPT part roadway. Parcel II That part of Fractional Section 7, Township 50, Range 33, Platte County, Missouri described as follows: Beginning at the point of intersection of the Southerly line of the Quindaro Bend Levee Right-of--Way as located on the survey of Robert L. Buford, Job No. P-1362, dated July 13, 1966, with the Southerly prolongation of the East line of said Fractional Section 7; thence South 0 Degrees 12 Minutes 26 Seconds East along the Southerly prolongation of the East line of said Fractional Section 7, a distance 481.34 feet to the left bank of the Missouri River, as located July 13, 1966, the date of the aforesaid Buford Survey; thence in a Westerly direction meandering the left beak of said Missouri River, but with the low water line along said river as the boundary to the point of intersection thereof with the Southerly prolongation of the West line of the East Half of the East Half of said Fractional Section 7; thence North 0 Degrees 12 Minutes 26 Seconds West along said Southerly prolongation of the West line of the East Half of the East Half of said Fractional Section 7, a distance of 239.19 feet to the Southerly line of the Quindaro Bend Levee Right-of-Way, as located by the aforesaid Buford Survey; thence North 79 Degrees 11 Minutes 54 Seconds East along said levee Right-of--way line 1,324.88 feet to the point of beginning, EXCEPT part in roadway. Parcel III All of the Northwest Quarter of the Northeast Quarter of Section 7, Township 50, Range 33, 302836 t 'C "' i I P P' ~ r ~ 'r r rr Platte County, Missouri, EXCEPT a tract of land conveyed to Latta-Scholes, Incorporated in Book 348 at Page 421 and EXCEPT part in roadway. Less and except the following: The Permanent Right-of--Way in favor of the Riverside Quindazo Bend Levee District of Platte County, Missouri, described as follows: All that part of fractional Section 7, Township 50 North, Range 33 West, in the City of Riverside, Platte County, Missouri, being more particulazly described as follows: Commencing at the Southeast Corner of the Northeast Quarter of said fractional Section 7, said point being mazked by a 1/2 inch iron baz; thence South 00 19' 27" West, along the Southerly prolongation of the East line of the Northeast Quarter of said fractional Section 7, a distance of 560.18 feet to the True Point of Beginning; thence continuing South 00° 19' 27" West, along the Southerly prolongation of the East line of the Northeast Quarter of said fractional Section 7, a distance of 1,392.80 feet to a meander point on the Northerly high bank of the Missouri River; thence, in a general Westerly direction, along the meandering of the North high bank of the Missouri River, but with the low water mazk along said river as the boundary, the following four (4) described courses to a point on the Southerly prolongation of the West line of the East Half of the East Half of said Section 7; (1) thence South 86° 36' S3" West a distance of 335.08 feet; thence South 83° 37' 32" West a distance of 625.22 feet; thence North 81° 02' 09" West a distance of 190.92 feet; thence South 83° 39' S7" West a distance of 159.02 feet to a point on the Southerly prolongation of the West line of the East Half of the East Half of said Section 7; thence North 00° 19' 27" East, along the Southerly prolongation of the West line of the East Half of the East Half of said Section 7, a distance of 1,004.47; feet thence North 85° 56' 21" East a distance of 292.02 feet, thence North 86° 20' 23" East a distance of 533.75 feet; thence North 85° 57' 37" East a distance of 450.61 feet; thence North 16° 43' 47" East a distance of 90.87 feet; thence North 00° 45' 37" East a distance of 291.77 feet; thence North 87° 48' S3" East a distance of 1.22 feet to the True Point of Beginning, together with all accretions thereto, and subject to all erosion therefrom, along the Missouri River, and together with all rights, interests, and land that lies between the high bank and the low water mark of said river. Containing 1,328,997.73 square feet or 30.5096 acres, more or less. Subject to 198,692.19 squaze feet or 4.5613 acres, more or less, of which lies in part of an existing right-of-way per Report of Commissioners for Quindaro Bend Drainage District in Circuit Court Book A-6, Page 110, and a Trustees Deed as described in Document Number 29531, in Book 351, Page 35, at the Platte County, Missouri, Recorder of Deeds Office. The bearings used in this description are based upon the East line of said fractional Section 7 being South 00° 19' 27" West. But including the following described property subject to the following described easement: The Flood Protection Levee Easement in favor of the Riverside Quindaro Bend Levee District of Platte County, Missouri, described as follows: 302856 ~ .~. ., 1~ ~ n e~ ~ l ~ .1 r rr All that part of fractional Section 7, Township 50 North, Range 33 West, in the City of Riverside Platte County Missouri, being more particularly described as follows: Commencing at the Southeast Corner of the Northeast Quarter of said fractional Section 7, said point being marked by a %s inch iron bar, thence South 00° 19' 27" West, along the Southerly prolongation of the East line of the Northeast Quarter of said fractional Section 7, a distance of 551.86 feet to the True Point of Begmning; thence South 86° 17' S0" West a distance of 245.42 feet; thence South 86° 16' S6" West a distance of 440.29 feet; thence South 85° 50' 02" West a distance of 619.93 feet to a point on the Southerly prolongation of the West line of the East Half of the East Half of said Section 7; thence South 00° 19' 27" West, along the Southerly prolongation of the West line of the East Half of the East Half of said Section 7, a distance of 384.21 feet; thence North 85° 56' 21" East a distance of 292.02 feet; thence North 86° 20' 23" East a distance of 533.75 feet, thence North 85°57' 37" East a distance of 450.61 feet; thence North 16° 43' 47" East a distance of 90.87 feet; thence North 00° 45' 37" East a distance of 291.77 feet; thence North 87° 48' S3" East a distance of 1.22 feet to a point on the Southerly prolongation of the East line of the Northeast Quarter of said fractional Section 7; thence North 00° 19' 27" East, along the Southerly prolongation of the East line of the Northeast Quarter of said fractional Section 7, a distance of 8.32 feet to the True Point of Beginning. Containing 500,731.93 squaze feet or 11.4952 acres, more or less. The bearings used in this description are based upon the East line of said fractional Section 7 being South 00° 19' 27" West. 302856 r 'r .~ t ~° r n~ ~ r ~ •r r rr Ezhibit A-9 TRACTS 44 That part of Fractional Section 8, Township 50 North, Range 33 West of Fifth Principal Meridian, Platte County, State of Missouri, described as follows: The West 300 feet of said Fractional Section 8 as measured at a right angle from the West line of said Fractional Section 8 that lies South of the Southerly line of Highway designated Interstate Route Number 635 as conveyed in Deed dated December 14, 1968, from Clyde J. Linde and Margaret Y. Linde, husband and wife, to State of Missouri and lies North of the left bank of the Missouri River. Less and except the following: The Permanent Right-of--Way in favor of the Riverside Quindazo Bend Levee District of Platte County, Missouri, described as follows: All that part of fractional Section 8, Township 50 North, Range 33 West, in the City of Riverside, Platte County, Missouri, being more particularly described as follows: Commencing at the Southwest Corner of the Northwest Quarter of said fractional Section 8, said Point being marked by a 1/2 inch iron baz; thence South 00° 19' 27" West, along the Southerly prolongation of the West line of the Northwest Quarter of said fractional Section 8, a distance of 560.18 feet to the True Point of Beginning; thence continuing South 00° 19' 27" West, along the Southerly prolongation of the West line of the Northwest Quarter of said fractional Section 8, a distance of 1,392.80 feet to a meander point on the Northerly high bank of the Missouri River; thence, in a general Easterly direction, along the meandering of the North high bank of the Missouri River, but with the low water mark along said river as the boundary, the following two (2) described courses to a point on a line that is 300.00 feet East of and parallel to the Southerly prolongation of the West line of the Northwest Quarter of said Section 8; (1) thence North 86° 36' S3" East a distance of 42.77 feet, (2) thence South 82° 07' 41" East a distance of 259.57 feet to a point on a line that is 300.00 feet East of and parallel to the Southerly prolongation of the West line of the Northwest Quarter of said Section 8; thence North 00° 19' 27" East, along a line that is 300.00 feet East of and parallel to the Southerly prolongation of the West line of the Northwest Quarter of said Section 8, a distance of 1,083.67 feet; thence South 81 ° 09' 33" West a distance of 63.30 feet; thence South 81° 21' S1" West a distance of 100.86 feet; thence South 85° 57' 37" West a distance of 67.13 feet; thence North 15°58' S8" West a distance of 86.78 feet; thence North 00° 45' 37" East a distance of 290.21 feet; thence South 87° 48' S3" West a distance of 48.84 feet to the True Point of Beginning, together with all accretions thereto, and subject to all erosion therefrom, along the Missouri River, and together with all rights, interests, and land that lies between the high bank and the low water mark of said river. Containing 331,809.84 square feet or 7.6173 acres, more or less. Subject to 45,301.31 square feet or 1.0399 acres, more or less, of which lies in part of an existing right-of--way per Report of Commissioners for Qrrindaro Bend Drainage District in Circuit Court Book A-6, Page 110, and a Trustees Deed as described in Document Number 29531, in Book 351, Page 35, at the Platte County, Missouri, 302856 ~ .r ~ i I~ P n' ~ t ~ •t t rr Recorder of Deeds Office. The bearings used in this description are based upon the West line of said fractional Section 8 being South 00° 19' 27" West. But including the following described property subject to the following described easement: The Flood Protection Levee Easement in favor of the Riverside Quindaro Bend Levee District of Platte County, Missouri, described as follows: All that part of fractional Section 8, Township 50 North, Range 33 West, in the City of Riverside, Platte County, Missouri, being more particulazly described as follows: Commencing at the Southwest Corner of the Northwest Quarter of said fractional Section 8, said point being marked by a 1/2 inch iron baz; thence South 00° 19' 27" West, along the Southerly prolongation of the West line of the Northwest Quarter of said fractional Section 8, a distance of 551.86 feet to th°e True Point of Beginning; thence North 86° 17' S0" East a distance of 31.02 feet; thence North 84 Ol 53 East a distance of 101.58 feet; thence North 81° 53' 02" East a distance of 169.93 feet to a point on a line that is 300.00 feet East of and parallel to the Southerly prolongation of the West line of the Northwest Quarter of said Section 8; thence South 00° 19' 27" West, along a line that is 300.00 feet East of and parallel to the Southerly prolongation of the West line of the Northwest Quarter of said Section 8, a distance of 387.03 feet; thence South 81 ° 09' 33" West a distance of 63.30 feet; thence South 81° 21' S1" West a distance of 100.86 feet; thence South 85° 57' 37" West a distance of 67.13 feet; thence North 15° 58' S8" West a distance of 86.78 feet; thence North 00° 45' 37" East a distance of 290.21 feet; thence South 87° 48' S3" West a distance of 48.84 feet to a point on the Southerly prolongation of the West line of the Northwest Quarter of said Section 8; thence North 00° 19' 27" East, along the Southerly prolongation of the West line of the Northwest Quarter of said Section 8, a distance of 8.32 feet to the True Point of Beginning. Containing 97,290.94 square feet or 2.2335 acres, more or less. The bearings used in this description are based upon the West line of said fractional Section 8 being South 00° 19' 27" West. sozas6 1 .~ ,. i ' ¶ ~, , , r ~ 'T Y rr EXHIBIT B FORM OF CERTIFICATE OF SUBSTANTIAL COMPLETION CERTIFICATE OF SUBSTANTIAL COMPLETION The undersigned, KESSINGER HUNTER & COMPANY, a Missouri limited liability company (the "Developer"), pursuant to that certain Development Agreement dated as of _, 2004, between the City of Riverside, Missouri (the "City', and Developer (the "Agreement', hereby certifies to the City as follows: 1. That as of ___, ,the construction, repairs, rehabilitation and renovations work constituting the Redevelopment Project -Phase (as that term is defined in the Agreement) (the "Work") to be constructed upon the Redevelopment Project Area - Phase (a legal description of which is attached as Exhibit 1) has been substantially completed in accordance with the Agreement. 2. That the Work has been performed in a workmanlike manner . 3. The Work has been performed in accordance with the plans and specifications approved by the City. 4. This Certificate of Substantial Completion is accompanied by the project architect's or owner representative's certificate of substantial completion on AIA Form G-704 (or the substantial equivalent thereof), a copy of which is attached hereto as Appendix A and by this reference incorporated herein), certifying that the Redevelopment Project -Phase has been substantially completed in accordance with the Agreement. 5. This Certificate of Substantial Completion is being issued by Developer to the City in accordance with the Agreement to evidence Developer's satisfaction of all material obligations and covenants with respect to the construction of the Redevelopment Project -Phase 6. The acceptance in writing shall evidence the satisfaction of Developer's agreements and covenants to perform the Work. Upon such acceptance by the City, Developer may record this Certificate in the office of the County Recorder of Deeds. This Certificate is given without prejudice to any rights against third parties which exist as of the date hereof or which may subsequently come into being. Terms not otherwise defined herein shall have the meaning ascribed to such terms in the Agreement. IN WITNESS WHEREOF, the undersigned has hereunto set his/her hand this day of KESSINGER/HiJNTER & COMPANY By: Name: Title: ACCEPTED: CITY OF RIVERSIDE, MISSOURI By: Name: Title: STATE OF MISSOURI ) ss. COUNTY OF ) On this _ day of _ . 20_, before me, the undersigned, a Notary Public in an for the County and State aforesaid, came of the Kessinger Hunter & Company, who is personally known to me to be the same person who executed the within instrument on behalf of Kessinger Hunter & Company, and such persons duly acknowledged the execution of the same to be the act and deed of Kessinger Hunter & Company. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal, the day and year last above written. My Commission Expires: NOTARY PUBLIC STATE OF MISSOURI ) ss. COUNTY OF PLATTE ) On this _ day of . 20_, before me, the undersigned, a Notary Public in an for the County and State aforesaid, came of the City of Riverside, Missouri, a political subdivision of the State of Missouri, who is personally known to me to be the same person who executed, as such official, the within instnunent on behalf of said municipality, and such person duly acknowledged the execution of the same to be the act and deed of said municipality. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal, the day and year last above written. My Commission Expires: NOTARY PUBLIC EXHIBIT 1 to Certificate of Substantial Completion Legal Description of Redevelopment Project Area -Phase t 'C ~ i ~ ~ P ~. ,. r ~ •t t re EXHIBIT C ESTIMATED REDEVELOPMENT PROJECT COSTS SIZE OF REDEVELOPMENT AREA AND PROPERT Est. Acres Redevelopment Property 525 Developable acre a rotected by Levee 1000 ESTIMATED REDEVELOPMENT PROJECT COST Base Cost Cost + Debt Service LEVEE Total Cost $83 Million $126 Million Federal Share $44 Million $44 Million Remaining -Local $39 MiWon $82 MiWon INTERCHANGE/SITE ACCESS I-635 Interchange, MODOT ROW $9.9 Million Bridge over BNSFRR $10.9 Million MO-9 Highway improvements 5.2 Million Total Site Access Costs* * Includes 15% Engineering fees INFRASTRUCTURE Roads, curbs, utilities $53 Million $115 Million Site preparation 25 Million 54 Million Total Infrastructure $7.~1>ll $16~~ T .r ~ i 1 ~ 11 R' 1, r ~ •t r rr EXHIBIT D TIF REVENUE DOCUMENTATION OBLIGATIONS RELATING TO DOCUMENTATION OF TAX INCREMENT FINANCING REVENUES APPLY TO EVERY OWNER, TENANT, USER, LESSEE, PURCHASER, TRANSFEREE, LICENSEE, OR OTHER OCCUPIER OF ANY PORTION OF A REDEVELOPMENT PROJECT AREA OR PHASE THEREOF. From time to time, additional information may be required by the City of Riverside, Missouri or the Missouri Department of Economic Development for each business operating within the Redevelopment Area. ~ .r ~ i I ~ ~ n' 1 ' t ~ •T i rr THIS FORM MUST BE COMPLETED FOR ALL BUSINESSES OPERATING WITHIN A REDEVELOPMENT PROJECT AREA OR PHASES THEREOF UNDER THE L-385 LEVEE REDEVELOPMENT PLAN AND THE IlVFORMATION HEREIN MUST BE CURRENT AT ALL TIMESI. Business is being Expanded on Property, Number of Current at the Existing Business Full Time Part Time mnaua Number or1VEW Jobs that will be Created on the Property r Completion of the Proposed Project Flill Time Part Time ill any of these New Employees/Jobs be Relocated from Another anon of the Business within Missouri? Yes _ No f yes, Number ofEmployees/Jobs to be Relocated I'lill Time Part Time Relocatintc to Pronerty s Business Relocating to the Property from Another Location? Yes No yes, is the Relocation a complete relocation or a partial relocation f no, Skip the rest ofd. Partial Complete ddress of Location From Which Business is Relocating oust of Sales Taxes Generated at Prior Location Last Year f Partial Relocation, Estimated Sales Taxes that will Continue to be enerated by Portion of Business ~ T being Relocated to the edevelopment Area oust of Employee State Withholding Taxes withheld by Business last ear for All Employees at the Prior Location Partial Relocation, Amount of Withholding Attributed to Employees ing Relocating to Business in the Redevelopment Area PERIODIC INFORMATION REQUIItED FROM EACH BUSINESS OPERATING WITHIN ANY REDEVELOPMENT PROJECT AREA OR PHASE THEREOF erify and Confirm that ali of the information above is current and up to Yes No (If no, submit Y• updated information) ithin sixty (60) days of a sales tax payment, each "seller" within a oust of Sales Taxes Paid: evelopment Project Area or phase thereof shall present to the City entation attached: ocumentation of the type and amount of Economic Activity Taxes paid , l d c u mg actual tax returns, original sales records or similar specific i " " us ness records of the seller. c. ithin sixty (60) days of an employee withholding tax payment, each `employer" within a Redevelopment Project Area or phase thereof shall resent to the City documentation of the number of employees, the ages, amount of withholding and other employee information requested y the State in order for the City to qualify for State tax increment venues. f"I' ~ i 1 " n R' r ~ •t t re E7IIiIBIT E FORM OF CERTIFICATE OF REIIVIBURSABLE PROJECT COSTS AND PAYMENT REQUEST FOR DEVELOPER Certificate of Reimbursable Project Costs and Payment Request TO: City of Riverside, Missouri City Hall 2950 Vivion Riverside, Missouri 64150 Re: L-385 Levee Redevelopment Plan Terms not otherwise defined herein shall have the meaning ascribed to such terms in the Development Agreement dated as of _, 2004 (the "Agreement', between the City of Riverside, Missouri ("City") and Kessinger/Hunter 8c Company, a Missouri limited liability company (the "Developer'. In connection with said Agreement, the undersigned hereby states and certifies that: 1. Each item listed on the Cost Certification attached hereto as Schedule 1 is a Reimbursable Project Cost and was incurred in connection with the construction of the Redevelopment Project -Phase 2. The invoices, statements and other evidence of such costs attached to the Cost Certification are true, correct and complete copies of such documents. 3. These Reimbursable Project Costs have been paid by Developer and are reimbursable under the Agreement. 4. No item listed on the Cost Certification has been previously paid or reimbursed from money derived from the Special Allocation Fund nor has any part thereof been included in any other certificate previously filed with the City. 5. There has not been filed with or served upon Developer any notice of any lien, right of lien or attachment upon or claim affecting the right of any person, firm or corporation to receive payment of the amounts stated in this request, except to the extent any such lien is being contested in good faith. 6. All necessary permits and approvals required for the portion of the work for which this certificate relates have been issued and are in full force and effect. 7. All work for which payment or reimbursement is requested has been performed in a good and workmanlike manner and in accordance with the Agreement. 8. If any cost item to be reimbursed under this Certificate is deemed not to constitute a "redevelopment project cost" within the meaning of the Act and the Agreement, Developer t 'C "' ' i i " P 11' ~ t ~ '1 7 tC shall have the right to substitute other eligible Reimbursable Project Costs for payment hereunder; provided, however if there are not other eligible costs, Developer shall immediately repay such amount. 9. Developer is not in default or breach of any term or condition of the Agreement beyond the applicable cure period,. if any. Dated this day of _ KESSINGER HUNTER & COMPANY By: Name: Title: Approved for Payment this _ day CITY OF RIVERSIDE, MISSOURI By: Name: Title: r •r ~ •~ ~ t ~ ° n n~ r ~ r ~ •~ T ~ rr SCHEDULEI COST CERTIFICATION ATE OF AYEE OUNT ESCRIPTION OF REIlVIBURSABLE E''~T ROJECT COST OTAL EE ATTACHED DICES/STATEMENTS ~ .~. 1 ~ ,. ¶ n. .. r n •r t rr EXHIBIT F PROCEDURES REGARDING TAX INCREMENT FINANCING REVENUES 1. Documentation of Economic Activity Taxes and New State Revenues. No later than sixty (60) days following payment of any Economic Activity Taxes or New State Revenues, the taxpayer or its agent or representative shall present documentation of the type and amount of the Economic Activity Taxes or New State Revenues paid. The documentation presented must cleazly establish the type and amount of taxes paid and transactions which occurred which generated Economic Activity Taxes or New State Revenues, and may include actual tax returns, original sales records or similar specific business records or the taxpayer, its tenant and successors in interest. Developer (or its successor(s) in interest as an owner or owner(s) of the affected portion(s) of the Redevelopment Project Areas) shall require each "seller" (as that term is defined in Section 144.010(11) of the Missouri Revised Statutes, as amended) located within the Redevelopment Project Area to provide to the City the information set forth on Exhibit "D": Developer (or its successor(s) in interest as an owner or owner(s) of any portion(s) of the Redevelopment Property) shall also require any purchaser or transferee of real property and any lessee or other user of real property located within the Redevelopment Property to designate sales subject to sales taxes pursuant to Chapter 144 of the Revised Statutes of Missouri, as amended, and New State Revenues to be reported as originating from the Redevelopment Property to the fullest extent permitted by law (including the inclusion of a clause so providing in the leases of the Redevelopment Property). Developer shall satisfy this requirement by including the obligations set forth in this Section within any deed conveying a portion of the Redevelopment Property to, or any lease entered into with, any "seller" or employer of employees. Developer shall cause any purchaser or transferee of real property located within the Redevelopment Property, and any lessee or other user of real property located within the Redevelopment Property required to pay TIF Revenues, to timely fulfill such obligations as aze required by this Agreement. Developer shall cause such obligations to be covenants running with the land, which covenants shall be enforceable as if such purchaser, transferee, lessee, or other user of such real property were originally a party to and bound by this Agreement. 2. Certification by Board of Aldermen. The Board of Aldermen, following reasonable research and investigation, using independent consultants, accountants and counsel when appropriate, shall certify the nature and amount of Economic Activity Taxes payable by each Taxing District from which Economic Activity Taxes are due. 3. Presentation to Taxing Districts. The Board of Aldermen shall deliver by mail or hand delivery its certification of Economic Activity Taxes payable by each Taxing District to the governing body of each such Taxing District. 4. Deposit of Funds. The City Treasurer shall deposit the payments of Economic Activity Taxes received from the respective Taxing Districts in the Economic Activity Account in the Special Allocation Fund, to be utilized and expended in accordance with the Act, the Redevelopment Plan and this Agreement. r .r ~ t r n n~ r~ r ~ •t T rr