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HomeMy WebLinkAbout2013-09-23 IDA PacketTHE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI Board of Directors Notice of Meeting Notice is hereby given that the Board of Directors of The Industrial Development Authority of the City of Riverside, Missouri will conduct a meeting at 6:00 p.m. on Monday, September 23, 2013, at the City Hall of Riverside, 2950 NW Vivion Road, Riverside, Missouri 64150. The tentative agenda of this meeting includes: 1. OPENING 2. ROLL CALL 3. APPROVAL OF MINUTES OF MEETINGS: May 23, 2013 4. NEW BUSINESS A. RESOLUTION 2013-011: A RESOLUTION AUTHORIZING THE SALE AND TRANSFER OF CERTAIN PROPERTY TO THE CITY OF RIVERSIDE, MISSOURI; DIRECTING UMB BANK, N.A., TO RELEASE SUCH PROPERTY FROM THE DEED OF TRUST AND SECURITY AGREEMENT; AUTHORIZING A CROSS ACCESS AGREEMENT FOR SUCH PROPERTY AND ADJACENT PROPERTY; AND AUTHORIZING OTHER ACTIONS IN CONNECTION THEREWITH (HORIZONS INDUSTRIAL IV). 5. ADJOURNMENT Posted by: Sarah Wagner Date: September 19, 2013 Time: 5:00 p.m. MINUTES REGULAR MEETING THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI Thursday, May 23, 2013 6:15 p.m. The Industrial Development Authority of the City of Riverside, Missouri, met in regular session at City Hall, 2950 NW Vivion Road, Riverside, Missouri. President Leland Finley called the meeting to order at 6:15 p.m. Answering roll call were Leland Finley, Harold Snoderley, Pam Darata, Bernie Bruns and Cy Houston. Also present were Planner Jackie Carlson, Community Development Assistant Sarah Wagner, Finance Director Donna Resz, SFBB Attorney Michael McKinley and North Point Representative Brent Miles. Approval of Minutes from Harold Snoderley moved to approve the minutes of May 13, 2013. May 13, 2013 Resolution 2013-009: A Resolution Authorizing the Sale and Transfer of Certain Property to Northpoint Development, LLC; Directing UMB Bank, as Trustee, to Release such Property from the Deed of Trust; and Authorizing Other Actions in Connection Therewith (Horizons Office 1) Resolution 2013-010: A Resolution Approving and Authorizing an Allocation of Levee District Assessments Agreement Together with the Execution and Delivery of Documents and Actions Relating Thereto (Riverside Horizons East First Plat) Adjournment Pam Darata seconded and the motion passed 5-0, President Leland Finley read Resolution 2013-009: A resolution authorizing the sale and transfer of certain property to North Point Development, LLC; Directing UMB Bank, as Trustee, to release such property from the Deed of Trust; and authorizing other actions in connection therewith (Horizons Office I). McKinley explained that this is connected to the replat. Harold Snoderley moved to approve Resolution 2013-009. Cy Houston seconded and the motion passed 5-0, Leland Finley read Resolution 2013-007: A resolution approving and authorizing an allocation of Levee District assessments agreements together with the execution and delivery of documents and actions relating thereto (Riverside Horizons East First Plat). McKinley gave an overview of the assessments. Pam Darata moved to approve Resolution 2013-010. Bernie Bruns seconded and the motion passed 5-0. Cy Houston moved to adjourn. Pain Darata seconded and the meeting was adjourned at 6:22 pm. IDA Resolution 2013-011 IDA RESOLUTION NO. 2013-011 A RESOLUTION AUTHORIZING THE SALE AND TRANSFER OF CERTAIN PROPERTY TO THE CITY OF RIVERSIDE, MISSOURI; DIRECTING UMB BANK, N.A. TO RELEASE SUCH PROPERTY FROM THE DEED OF TRUST AND SECURITY AGREEMENT; AUTHORIZING A CROSS ACCESS EASEMENT AGREEMENT FOR SUCH PROPERTY AND ADJACENT PROPERTY; AND AUTHORIZING OTHER ACTIONS IN CONNECTION THEREWITH (HORIZONS INDUSTRIAL IV). Pursuant to the provisions of Chapter 349, RSMo., as amended, the Board of Directors of The Industrial Development Authority of the City of Riverside, Missouri (the "IDA"), hereby adopt this Resolution and direct that this Resolution be filed with the official IDA minutes: WHEREAS, the IDA issued its Industrial Development Revenue Bonds (Riverside Horizons Infrastructure Project - City of Riverside, Missouri), Series 2007 in the principal amount of $40,265,000 (the "Bonds"); and WHEREAS, the City of Riverside, Missouri ("City"), the IDA, and UMB Bank, N.A., entered into that certain Financing and Cooperation Agreement dated as of May 1, 2007 relating to the Bonds (the "Financing Agreement"); and WHEREAS, the Financing Agreement requires that the IDA, upon direction of the City, transfer and sell the Mortgaged Property (as defined in the Financing Agreement) to the City, in whole or in part, in one or more transactions; and WHEREAS, the City has, pursuant to Ordinance No. 1248, a copy of which is presented with this Resolution and is on file with the Secretary, directed the IDA to convey to the City its interest in that certain portion of the Mortgaged Property comprising 610,252 +/- square feet, the legal description of such portion being: Lot 5, RIVERSIDE HORIZONS EAST FIRST PLAT, a subdivision in Riverside, Platte County, Missouri, according to the recorded plat thereof, recorded March 9, 2012, as Document No. 2012003467, in Plat Book 21 at Page 10 ("Lot 5"); and WHEREAS, Lot 5 is adjacent to Lot 6, RIVERSIDE HORIZONS EAST FIRST PLAT which is currently owned in fee simple by the IDA ("Lot 6"); and WHEREAS, subsequent to the transfer of Lot 5 to the City, the City and the IDA will require mutual access on, over, and across portions of Lot 5 and Lot 6. NOW THEREFORE, BE IT RESOLVED, by the Board of Directors of the Industrial Development Authority of the City of Riverside, Missouri as follows: Section 1. The IDA's conveyance of all right, title and interest in Lot 5 to the City at the price of Three Hundred Five Thousand One Hundred Twenty -Six and 00/100 Dollars ($305,126.00) (the "Sale Price") is hereby approved. 4524710_1 IDA Resolution 2013-011 Section 2. The Special Warranty Deed conveying all right, title and interest of the IDA in Lot 5 to the City for the Sale Price is hereby approved in the form attached hereto and incorporated herein as Exhibit "A" (the "Deed") and the President and Vice President are hereby authorized to enter into, execute and deliver and the Secretary and the Assistant Secretary are hereby authorized to attest, the Deed, such official's signature thereon being conclusive evidence of his or her approval and the IDA's approval thereof. Section 3. The proceeds from the sale of Lot 5 shall be disbursed as provided in the Financing Agreement. The IDA hereby requests and directs that UMB Bank, N.A., upon receipt of the Sale Price, cause the release of Lot 5 from the deed of trust lien on the Mortgage Property created as security for the Bonds pursuant to that certain Deed of Trust and Security Agreement, dated May 1, 2007, made by the IDA in favor of UMB Bank, N.A. Such release shall be effectuated by execution and recording of a Partial Release in substantially the form attached hereto and incorporated herein as Exhibit "B" (the "Release"). Section 4. The Cross Access Easement Agreement attached hereto and incorporated herein as Exhibit "C" (the "Easement") is hereby approved in order to provide for mutual access for the benefit of Lot 5 and Lot 6, to allow for pedestrian and vehicular ingress and egress in, to, upon, over and across portions of Lot 5 and Lot 6, and to set forth provisions for repair, maintenance, and replacement of the Access Drive (as such term is defined in the Easement). The President and Vice President are hereby authorized to enter into, execute and deliver and the Secretary and the Assistant Secretary are hereby authorized to attest, the Easement, such official's signature thereon being conclusive evidence of his or her approval and the IDA's approval thereof. Section 5. The Deed, then the Release, and then the Easement shall be recorded in the land records of Platte County, Missouri in the order so stated. Section 6. The President, Vice -President, Secretary, Assistant Secretary and other appropriate officers and agents of the IDA are hereby authorized to take such further actions and execute such other documents as may be necessary or desirable to carry out and comply with the intent of this Resolution. Section 7. The Resolution shall be in full force and effect from and after its adoption. ADOPTED THIS 23rd DAY OF SEPTEMBER, 2013. This Resolution was adopted at the meeting of the Board of Directors of the IDA duly called and held this date. Pamela Darata, Vice President (SEAL) ATTEST: Sarah Wagner, Secretary 4524710_1 IDA Resolution 2013-011 EXHIBIT A SPECIAL WARRANTY DEED THIS INDENTURE is made as of September 23, 2013 by THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI, a public corporation organized and existing under the laws of the State of Missouri, with a mailing address of 2950 NW Vivion Road, Riverside, Missouri 64150, as grantor ("GRANTOR"), to the CITY OF RIVERSIDE, MISSOURI, a fourth class city organized and existing under the laws of the State of Missouri, with a mailing address of 2950 NW Vivion Road, Riverside, Missouri 64150, as grantee ("GRANTEE"). WITNESSETH: THAT GRANTOR, in consideration of the sum of TEN AND NO/100 DOLLARS ($10.00) and other valuable consideration to it in hand paid by GRANTEE (the receipt and sufficiency of which is hereby acknowledged) does by these presents, SELL and CONVEY unto GRANTEE, its successors and assigns, the lots, tracts or parcels of land, lying, being and situate in the County of Platte and State of Missouri as described as follows: Lot 5, RIVERSIDE HORIZONS EAST FIRST PLAT, a subdivision in Riverside, Platte County, Missouri, according to the recorded plat thereof, recorded March 9, 2012, as Document No. 2012003467, in Plat Book 21 at Page 10. EXCEPT AND FURTHER SUBJECT TO: a. The subject property is conveyed subject to that certain Declaration of covenants, restrictions, easements, charges, assessments and liens for Horizons Business Park/Planned Development District, dated February 13, 2012 and recorded in the Office of the Recorder of Deeds of Platte County, under Document No. 2012003468, as may be heretofore and hereafter amended in accordance therewith, all of the provisions of which are specifically incorporated herein by reference thereto (herein the "Declaration"), and all of which GRANTEE accepts as covenants running with the land and binding at law as well as equity upon GRANTEE and its successors in title to the subject property, and the obligations of which GRANTEE, for itself and its successor in title, agrees to observe and perform. TO HAVE AND TO HOLD the premises aforesaid, with all and singular the rights privileges, appurtenances and immunities thereto belonging or in anywise appertaining unto GRANTEE and unto its successors and assigns forever, GRANTOR hereby covenanting that said premises are free and clear from any encumbrance (except as referenced above) done or suffered by it; and that it will warrant and defend the title to said premises unto GRANTEE and unto its successors and assigns forever, against the lawful claims and demands of all persons claiming under GRANTOR. IN WITNESS WHEREOF, Grantor has caused these presents to be signed as of the day and year first above written. GRANTOR: 4524710_1 IDA Resolution 2013-011 THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI By: Pamela Darata, Vice President ATTEST: By: Sarah Wagner, Secretary ACKNOWLEDGEMENT STATE OF MISSOURI ) SS COUNTY OF PLATTE ) ON THIS 23rd day of September, 2013, before me, the undersigned, a Notary Public in and for said County and state, personally appeared Pamela Darata, to me personally known, who being by me duly sworn, did say that she is the Vice President of The Industrial Development Authority of the City of Riverside, Missouri, a public corporation duly organized and existing under the laws of the state of Missouri, and that the seal affixed to the foregoing instrument is the seal of said Authority, and that said instrument was signed and sealed in behalf of said Authority by free act and deed of said Authority. WITNESS my hand and official seal in the County and State aforesaid, the day and year first above written. Notary Public Signature (Seal) Printed or Typed Name My Commission Expires: 4524710_1 IDA Resolution 2013-011 EXHIBIT B PARTIAL RELEASE The City of Riverside, Missouri and The Industrial Development Authority of the City of Riverside, Missouri THIS PARTIAL RELEASE is executed on the day of September, 2013 by UMB BANK, N.A., a national association duly organized and existing under the laws of the United States of America having a corporate trust office located at UMB Bank, N.A., 1010 Grand Blvd., 4th Floor, Kansas City, Missouri 64106, Attention: Corporate Trust Department, and its successors and assigns ("Mortgagee"), for the benefit of the CITY OF RIVERSIDE, MISSOURI, a fourth class municipality of the State of Missouri having its principal office located at 2950 NW Vivion Road, Riverside, Missouri 64150 ("City") and THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE City OF RIVERSIDE, MISSOURI, a public corporation organized and existing under the laws of the State of Missouri, having its principal office located at 2950 NW Vivion, Riverside, Missouri 64150 ("Mortgagor"). RECITALS: A. The mortgagor issued its $30,265,000 Revenue Bonds (Riverside Horizons Infrastructure Project - City of Riverside, Missouri) Series 2007A and $10,000,000 Revenue Bonds (Riverside Horizons Infrastructure Project - City of Riverside, Missouri) Series 2007B dated as of May 1, 2007 (the "Bonds"). B. In connection with the Bonds, Mortgagee and Mortgagor entered into a series of security documents, including (but without limitation): (i) A Financing and Cooperation Agreement dated May 1, 2007 between Mortgagee, Mortgagor, and City; recorded May 9, 2007 in Book 1103 a Page 315 in the office of the Recorder of Deeds, Platte County, Missouri ("Financing Agreement"). (ii) A Deed of Trust and Security Agreement dated May 1, 2007 whereby Mortgagor granted a deed of trust lien on the property described therein ("Mortgaged Property") to secure the payment of the Bonds, and any other amounts or obligations secured thereby; recorded May 9, 2007 in Book 1103 at Page 316 in the office of the Recorder of Deeds, Platte County, Missouri ("Mortgage"). C. Section 6.3 of the Financing Agreement set the minimum amount per square foot which must be deposited with the Mortgagee with respect to a sale of all or any portion of the Mortgaged Property at $.50 per square foot. D. The City directed that the Mortgagor sell 610,252 square feet of the Mortgaged Property, the legal description of such property being set forth on Exhibit A ("Released Property") and Mortgagor, pursuant to a Special Warranty Deed, has sold and transferred all right, title and interest in the Released Property to City. E. Mortgagee has been paid the sales price of Three Hundred Five Thousand One Hundred Twenty -Six and 00/100 Dollars ($305,126) for the Released Property ($.50 per square foot). 4524710_1 IDA Resolution 2013-011 F. Pursuant to Section 6.5 of the Financing Agreement, Mortgagee shall release its lien with respect to the Released Property. AGREEMENT NOW, THEREFORE, in consideration of these Recitals, the mutual benefits and obligations accruing under this and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Mortgagee agrees as follows: 1. Mortgagee does hereby release its lien on the Released Property, the legal description of which is described on Exhibit A attached hereto and made a part hereof. This is a partial release of only the Released Property and shall not affect the remaining Mortgaged Property or the indebtedness thereof on the Mortgage or Financing Agreement. 2. Notwithstanding the release of the lien on the Released Property, the Mortgage, in the initial principal amount of $30,265,000 for the Series 2007A bonds and $10,000,000 for the Series 2007B bonds from the Mortgagor to the Mortgagee shall remain in full force and effect and any indemnities and other obligations under the Mortgage which, by their terms, survive a release of the lien on the Released Property, shall remain in full force and effect with respect to the non -released property and are not cancelled. 3. Furthermore, notwithstanding anything to the contrary contained herein, any and all liens created against the Released Property in the Mortgage and/or the Financing Agreement are released in their entirety and in all respects, Mortgagee shall have no continuing rights, interests or privileges whatsoever with respect to the Released Property, or any portion thereof, and Mortgagee shall have no rights of action, foreclosure, recourse or otherwise whatsoever with respect to or against the Released Property, or any portions(s) thereof, from and after the date hereof, including, without limitation, arising from any purported breach or default by Mortgagor or its successors or assigns of any obligations that purport to have survived the release made hereby. IN WITNESS WHEREOF, Mortgagee hereby executes this instrument to be effective as of the date first written above. MORTGAGEE: UMB BANK, N.A By Name: Wendee I. Peres Title: Vice -President ACKNOWLEDGEMENT STATE OF MISSOURI } } SS. COUNTY OF JACKSON } 4524710_1 IDA Resolution 2013-011 On this, the day of September 2013, before me, the undersigned, a Notary Public appeared Wendee I. Peres, who being before me duly sworn did say that she is a Vice President of UMB Bank, N.A., a national banking association organized under the laws of the United States of America and that the seal affixed to the foregoing instrument is the seal of said association, and that said instrument was signed and sealed on behalf of said association by authority of its board of directors, and said official acknowledged said instrument to be executed for the purposes therein stated and as the free act and deed of said association. IN WITNESS WHEREOF, I hereunder set my hand and affixed my notary seal, the day and year last above written. Notary Public My commission expires: 4524710_1 IDA Resolution 2013-011 EXHIBIT C CROSS ACCESS EASEMENT AGREEMENT THIS CROSS ACCESS EASEMENT AGREEMENT (this "Agreement") is made this 24th day of September, 2013, by and between the City of Riverside, Missouri ("City") and the Industrial Development Authority of the City of Riverside, Missouri ("IDA") each having an address of 2950 NW Vivion Road, Riverside, Missouri 64150 as both Grantor and Grantee of the easements and rights described herein. RECITALS: A. IDA is the owner in fee simple of certain real property now legally described as Lot 6 of Riverside Horizons East First Plat ("Lot 6"), attached hereto as Exhibit B. B. City is the owner in fee simple of certain real property now legally described as Lot 5 of Riverside Horizons East First Plat ("Lot 5"), attached hereto as Exhibit A. C. IDA and City desire to enter into this Agreement in order to provide for mutual access for the benefit of Lot 5 and Lot 6 in accordance with the terms and provisions set forth in this Agreement with respect to Lots 5 and 6, Riverside Horizons East First Plat (the "Plat"). D. Lot 5 and Lot 6 may be collectively referred to herein as the "Lots", each owner of a Lot may be referred to as an "Owner" or a "Lot Owner" and the owners of the Lots may be collectively referred to herein as the "Owners" or the "Lot Owners". E. In connection with the Lot 5 Improvements, the Owner of Lot 5 will be paving not only a portion of Lot 5 as legally described on Exhibit A (the "Lot 5 Access Drive Easement Area") but also a portion of the Lot 6 as legally described on Exhibit B (the "Lot 6 Access Drive Easement Area"), and the Owner of Lot 5 and its invitees will be using the Lot 6 Access Drive Easement Area for maneuvering of trucks as they enter the parking area of Lot 5. AGREEMENT: NOW, THEREFORE, in consideration of the recitals, the covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, IDA and City grants as follows: Section 1. Recitals. The recitals set forth above are true and correct and are incorporated herein by reference. Section 2. Grant of Access Easements. (a) City as the Owner of Lot 5, hereby grants, declares and establishes to and for the benefit of IDA its successors and assigns, as an appurtenance to Lot 6, a perpetual, non- exclusive right and easement for pedestrian and vehicular ingress and egress in, to, upon, over and across a portion of Lot 5 as legally described on Exhibit A (the "Lot 5 Access Drive Easement Area"), to have and to hold such easement unto IDA, its successors and assigns, subject, however, to the terms of this Agreement. 4524710_1 IDA Resolution 2013-011 (b) IDA, as the Owner of Lot 6, hereby grants, declares and establishes to and for the benefit of City, its successors and assigns, as an appurtenance to Lot 5, a perpetual, non- exclusive right and easement for pedestrian and vehicular ingress and egress in, to, upon, over and across a portion of the Lot 6 as legally described on Exhibit B (the "Lot 6 Access Drive Easement Area"), to have and to hold such easement unto City, its successors and assigns, subject, however, to the terms of this Agreement. The Lot 5 Access Drive Easement Area and the Lot 6 Access Drive Easement Area will be collectively referred to herein as the "Access Drive" or the "Access Drive Easement Areas". (c) IDA, as the owner of Lot 6 and City, as the owner of Lot 5, hereby grants, declares and establishes to and for the benefit of City and IDA, and their successors and assigns, for the benefit of each of Lot 5 and Lot 6 and burdening each of Lot 5 and Lot 6 perpetual, non-exclusive rights of access for vehicular and pedestrian traffic across the Lots over only those the portions of Lots 5 and 6 that are designed and constructed for pedestrian and vehicular passage way and are generally open for such usage to allow access to Lot 5 and Lot 6 at those points which are from time to time open for pedestrian and vehicular access, ingress and egress between and across the Lots. No parking easements or rights are granted by this Agreement. No access, ingress or egress rights to any building or other improvements or structure constructed on a Lot is granted hereby. (d) The Owner of each of Lot 5 and/or Lot 6, may modify, restrict, alter or change any driveways providing access, ingress or egress on, over or across Lot 5 and Lot 6 without first obtaining the prior written consent of the owner of the other tract, provided that nothing shall allow either Owner of Lot 5 or Lot 6 to alter their respective portions of the Access Drive without the consent of the other. (e) The intent of this Section 2 is to allow the free vehicular and pedestrian access over and across the Access Drive from 41st and 43rd Street (as shown on the Plat) to and from Lot 5 and Lot 6. Accordingly, the Owners agree that no building, wall or other structural barrier of any kind may be located upon the Access Drive other than during periods of maintenance, repair or replacement. The Owners shall use best efforts to prevent vehicles or equipment to park or stand within the Access Drive. (f) Each Owner reserves the non-exclusive right to use such portions of the Access Drive as are located on such Owner's property for any purpose not inconsistent with the rights granted to the other Owners hereunder, including but not limited to the right to install subterranean utilities within the Access Drive. Each Owner shall provide fifteen (15) days advanced written notice to the non -installing Owner(s) about the intent of Owner to install subterranean utilities. Further, all such non-exclusive use of the Access Drive shall be done in such a manner as to limit and minimize interference with the use of the Access Drive by the non -installing Owner(s), and further the Owner performing any such work shall be responsible for all actual direct and indirect costs, expenses and losses associated with said installations, including but not limited to non -installing Owner's utility interruptions and landscaping disturbances, and further any damage to any non -installing Owner's property shall be promptly repaired at the sole cost and expense of the Owner performing any such work. Section 3. Grant of Access Easements for Construction. Each Owner hereby grants to the other Owner (the "Constructing Owner") an easement for access to the Access Drive Area on its Lot for purposes of constructing, developing, paving, installing and maintaining the Access Drive prior to buildings being constructed on both Lots, it being the intent of the Owners that the Constructing Owner may construct, develop, pave, install and maintain the Access 4524710_1 IDA Resolution 2013-011 Drive on its Lot and in the Access Drive Easement Area on the adjacent Lot (an "Adjacent Easement Area") when such Constructing Owner will have the need to utilize the Access Drive Easement Areas but such Access Drive has not been constructed or installed by the Owner of the adjacent Lot (the "Adjacent Owner") on the Adjacent Easement Area. In the event that a Constructing Owner constructs, develops, paves, installs or maintains the Access Drive in the Adjacent Easement Area, the Adjacent Owner agrees to reimburse the Constructing Owner for the costs and expenses incurred by the Constructing Owner for constructing, developing, paving, installing and maintaining the Access Drive in the Adjacent Easement Area (including all expenses incurred for labor (including the reasonable costs of salaries and other costs or fringe benefits of persons actually employed by the Constructing Owner to perform such work), services, equipment, supplies and materials used in performing such work), in the case of such construction on the Lot 5 Access Drive Easement Area, upon any sale or other transfer of Lot 5 and in the case of such construction on the Lot 6 Access Drive Easement Area, upon any sale or other transfer of Lot 6 by IDA to a third party other than City or Horizons Industrial IV, LLC (an intended third party beneficiary of this Agreement), or, if IDA first transfers Lot 6 to the City, upon any sale or other transfer of Lot 6 by City to a third party other than Horizons Industrial IV, LLC, and such costs and expenses, and any and all other fees and other costs recoverable by the paying Owner hereunder in connection therewith, shall be charged upon the Adjacent Owner's Lot and shall be secured by a lien upon such Lot in favor of the Constructing Owner, and upon any such sale or other transfer, the Constructing Owner may bring an action at law against the Adjacent Owner to enforce such personal obligation to reimburse the Constructing Owner for such costs and expenses, and such other fees and costs (including interest from the date of such sale or other transfer at the lesser of (a) fifteen percent (15%) per annum, and (b) the maximum rate of interest allowed under the laws of the State of Missouri), or to foreclose the lien against such Lot. Section 4. Damage to and Maintenance of Access Drive. Any damage to the Access Drive caused by a Lot Owner or its agents, employees, servants or invitees shall be repaired at the cost of such Lot Owner. (a) Except as set forth in the first sentence of this Section 4, the Owner of the Lot 5 Access Drive Easement Area shall be responsible for all maintenance, repair and replacement of the Lot 5 Access Drive Easement Area. Except as set forth in the first sentence of this Section 4, the Owner of the Lot 6 Access Drive Easement Area shall be responsible for all maintenance, repair and replacement of the Lot 2 Access Drive Easement Area. (b) Each Owner shall maintain its respective portion of the Access Drive at all times in good and clean condition and repair in a quality and condition comparable with similar commercial developments in Platte or Clay County, Missouri. Such maintenance ("Maintenance") shall include, without limitation, the following: (i) Maintaining, repairing and resurfacing, when necessary, all paved surfaces of the respective Access Drive Easement Areas in a level, smooth and evenly covered condition with the type of surfacing material originally installed or such substitute as shall in all respects be equal or superior in quality, use and durability; and restriping, when necessary. (ii) Removing all snow, papers, debris, filth and refuse and sweeping the area to the extent reasonably necessary to keep the Access Drive Easement Area in a clean and orderly condition. 4524710_1 IDA Resolution 2013-011 (iii) Maintaining, repairing and replacing, when necessary, all respective Access Drive Easement Area traffic directional signs, markers and lines. (iv) Operating, maintaining, repairing and replacing, when necessary, such artificial lighting facilities as shall be reasonably required along the respective Access Drive Easement Area. (v) Performing itself or contracting with a third party or parties to perform any of the services described herein. (c) During such time as a building has been constructed on only one of the Lots and only one Owner is using the Access Drive Easement Areas, the Owner of such developed Lot utilizing the Access Drive Easement Areas shall pay all costs of Maintenance whether on the Access Drive located on its Lot or on the portion of the Access Drive located on the adjacent Lot. Once a building is constructed on both Lots, all costs of maintenance and repair shall be as set out above in Section 4(a). Section 5. Right to Maintain the Access Drive. In the event any Owner fails to maintain the Access Drive Easement Area on its Lot (the "Defaulting Owner") in accordance with this Agreement, any other Owner may, upon thirty (30) days written notice to the Defaulting Owner, repair or maintain the Defaulting Owner's Access Drive Easement Area. Anything to the contrary in this Agreement notwithstanding, in the event that an emergency condition should exist because of the failure of a Defaulting Owner to perform any of its obligations in accordance with this Agreement, any other Owner may immediately repair such Owner's Access Drive Easement Area. For the purposes of the preceding sentence, the phrase "emergency condition" shall mean any condition constituting an immediate risk of injury to person or serious damage to property. In the event an Owner repairs the Defaulting Owner's Access Drive Easement Area, the Defaulting Owner, pursuant to this section shall, within thirty (30) days after being invoiced therefore, reimburse the paying Owner for the cost of the Defaulting Owner's Access Drive Maintenance costs incurred by the paying Owner in the repair of the Defaulting Owner's Access Drive Easement Area, including all expenses incurred for labor (including the reasonable costs of salaries and other costs or fringe benefits of persons actually employed by the paying Owner to perform such work), services, equipment, supplies and materials used in performing such obligations. In the event that the Defaulting Owner fails to reimburse the paying Owner for such cost within such period of thirty (30) days, then such costs, together with interest from the date of delinquency at the lesser of (a) fifteen percent (15%) per annum, and (b) the maximum rate of interest allowed under the laws of the State of Missouri, and any and all other fees and other costs recoverable by the paying Owner hereunder in connection therewith, shall be a charge upon the Lot of the Defaulting Owner and shall be secured by a lien upon such Lot in favor of the paying Owner, and the paying Owner may bring an action at law against the Defaulting Owner to enforce such personal obligation to reimburse the paying Owner for such costs, interest, and other fees and costs, or to foreclose the lien against such Lot. Section 6. Insurance. Each Owner shall obtain liability insurance to protect itself from the claims of other parties with regard to the use of the Access Drive in amounts deemed reasonable to protect themselves, and no Owner shall be obligated to include any other party as a named insured in such policies. Each Owner ("Indemnifying Party") shall indemnify the other Owners ("Indemnified Party") for all costs, expenses and damages sustained by the Indemnified Party as a result of the Indemnifying Party's failure to meet the Indemnifying Party's obligations under this Agreement. 4524710_1 IDA Resolution 2013-011 Section 7. Attorneys' Fees and Costs. If any legal action or other proceeding is brought for the enforcement of this Agreement, or because of an alleged dispute, breach or default in connection with any of the provisions of the Agreement, the prevailing party or parties shall be entitled to recover reasonable paralegal and attorneys' fees and other costs incurred in that action or proceeding, including those related to appeals in addition to any other relief to which it or they may be entitled. Section 8. Private Agreement. This Agreement does not and shall not be construed to grant any rights to the public in general. Section 9. Enforcement. Each party agrees to use all reasonable efforts to enforce the easements, rights and restrictions herein against its tenants, customers, licensees, guests and invitees, as applicable. Section 10. Binding Effect. The easements, rights and restrictions granted herein shall be appurtenant to and shall run with Lot 5 and Lot 6, as applicable, and shall be binding upon City and the IDA and their respective successors and assigns. Such easements, rights and restrictions shall inure to the benefit of City and IDA, as applicable, and its respective tenants, customers, invitees, licensees, successors and assigns. Section 11. Notices. All notices, demands and requests required or permitted to be given under this Agreement must be in writing and shall be deemed to have been given as of the date such notice is: (i) delivered to the party intended, (ii) delivered to the then designated address of the party intended, or (iii) rejected at the then designated address of the party intended, provided such notice was sent prepaid certified mail, return receipt requested or by overnight courier providing for delivery against receipt. The initial addresses of the parties shall be: If to IDA: Missouri If to City: The Industrial Development Authority of the City of Riverside, 2950 NW Vivion Road Riverside, Missouri 64150 The City of Riverside, Missouri 2950 NW Vivion Road Riverside, Missouri 64150 Section 12. Counterparts. This Agreement may be executed in multiple, separate counterparts. IN WITNESS WHEREOF, the parties hereto have executed this Agreement by authority duly given, as of the date first written above. The Industrial Development Authority of the City of Riverside, Missouri By: Pamela Darata, Vice President 4524710_1 ATTEST: Sarah Wagner, Secretary IDA Resolution 2013-011 The City of Riverside, Missouri By: Kathleen L. Rose, Mayor 4524710_1 IDA Resolution 2013-011 STATE OF MISSOURI ) ss COUNTY OF PLATTE ) On this day of September, 2013, before me appeared Pamela Darata, to me personally known, who, being by me duly sworn, did say that she is the Vice President of the Industrial Development Authority of the City of Riverside, Missouri and that said instrument was signed and sealed on behalf of said Authority, and said officer acknowledges said instrument to be executed for the purposes therein stated and as the free act and deed of said Industrial Development Authority of the City of Riverside, Missouri. Notary Public My commission expires: STATE OF MISSOURI ) ss COUNTY OF PLATTE ) ON THIS day of September, 2013, before me personally appeared Kathleen L. Rose, to me personally known, who being by me duly sworn, did say that she is the Mayor of the City of Riverside, Missouri, a municipal corporation duly organized and existing under the laws of the state of Missouri, and that the seal affixed to the foregoing instrument is the seal of said municipality, and that instrument was signed and sealed in behalf of said municipality by free act and deed of said municipality. Notary Public My commission expires: 4524710_1 IDA Resolution 2013-011 Exhibit A: Lot 5 0 M0' 2001 Exhibit A Access Easement S --D �-Re--- -i LOT 5 RIVERSIDE HORIZONS EAST FIRST PLAT 40' A/t LOT 6 A part of Lot 5, RIVERSIDE HORIZONS EAST FIRST PLAT, a subdivision in the City of Riverside, Platte County, Missouri, described as follows: The Southeast 45.00 feet of said Lot 5, containing 34,872 square feet, or 0.801 acres, more or less. Renaissance Infrastructure Consulting (r°I°C) 11490 Strang Line Road I Lemma, Kansas 66215 I (913) 317-9500 1 www.reninf us ucture.com 4524710_1 IDA Resolution 2013-011 Exhibit B: Lot 6 LOT 6 ❑'C7 , 41 LOT 6 f RIVERSIDE HORIZONS EAST FIRST PLAT Exhibit B Access Easement ■ 65' A/E 7-,,foeFT 0 100' 200' A part of Lot 6, RIVERSIDE HORIZONS EAST FIRST PLAT, a subdivision in the City of Riverside, Platte County, Missouri, described as follows; The Northwest 65.00 feet of said Lot 6, containing 56,666 square feet, or 1.301 acres, more or less. Renaissance Infrastructure VaN) Consulting (RotoC) 11490 Strang Line Road 1 Lenexa, Kansas 66215 1 (913) 3179500 1 www.rerdrifrastructure.com 4524710_1 For recording purposes only: COVER PAGE FOR RECORDING 1. Title of Document: Special Warranty Deed 2. Date of Document: September 23, 2013 3. Grantor Name and Address: THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI 2950 NW Vivion Road Riverside, Missouri 64150 4. Grantee Name and Address: CITY OF RIVERSIDE, MISSOURI 2950 NW Vivion Road Riverside, Missouri 64150 5. Legal Description/Address: On Page 1 6. Book and Page Reference: N/A PLEASE RETURN RECORDED DOCUMENT TO: City Administrator City of Riverside, Missouri 2950 NW Vivion Road Riverside, Missouri 64150 SPECIAL WARRANTY DEED THIS INDENTURE is made as of September 23, 2013 by THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI, a public corporation organized and existing under the laws of the State of Missouri, with a mailing address of 2950 NW Vivion Road, Riverside, Missouri 64150, as grantor ("GRANTOR"), to the CITY OF RIVERSIDE, MISSOURI, a fourth class city organized and existing under the laws of the State of Missouri, with a mailing address of 2950 NW Vivion Road, Riverside, Missouri 64150, as grantee ("GRANTEE"). WITNESSETH: THAT GRANTOR, in consideration of the sum of TEN AND NO/100 DOLLARS ($10.00) and other valuable consideration to it in hand paid by GRANTEE (the receipt and sufficiency of which is hereby acknowledged) does by these presents, SELL and CONVEY unto GRANTEE, its successors and assigns, the lots, tracts or parcels of land, lying, being and situate in the County of Platte and State of Missouri as described as follows: Lot 5, RIVERSIDE HORIZONS EAST FIRST PLAT, a subdivision in Riverside, Platte County, Missouri, according to the recorded plat thereof. EXCEPT AND FURTHER SUBJECT TO: a. The subject property is conveyed subject to that certain Declaration of covenants, restrictions, easements, charges, assessments and liens for Horizons Business Park/Planned Development District, dated February 13, 2012 and recorded in the Office of the Recorder of Deeds of Platte County, under Document No. 2012003468, as may be heretofore and hereafter amended in accordance therewith, all of the provisions of which are specifically incorporated herein by reference thereto (herein the "Declaration"), and all of which GRANTEE accepts as covenants running with the land and binding at law as well as equity upon GRANTEE and its successors in title to the subject property, and the obligations of which GRANTEE, for itself and its successor in title, agrees to observe and perform. TO HAVE AND TO HOLD the premises aforesaid, with all and singular the rights privileges, appurtenances and immunities thereto belonging or in anywise appertaining unto GRANTEE and unto its successors and assigns forever, GRANTOR hereby covenanting that said premises are free and clear from any encumbrance (except as referenced above) done or suffered by it; and that it will warrant and defend the title to said premises unto GRANTEE and unto its successors and assigns forever, against the lawful claims and demands of all persons claiming under GRANTOR. 1 IN WITNESS WHEREOF, Grantor has caused these presents to be signed as of the day and year first above written. GRANTOR: THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI By: Pamela Darata, Vice President ATTEST: By: Sarah Wagner, Secretary ACKNOWLEDGEMENT STATE OF MISSOURI ) SS COUNTY OF PLATTE ON THIS 23rd day of September, 2013, before me, the undersigned, a Notary Public in and for said County and state, personally appeared Pamela Darata, to me personally known, who being by me duly sworn, did say that she is the Vice President of The Industrial Development Authority of the City of Riverside, Missouri, a public corporation duly organized and existing under the laws of the state of Missouri, and that the seal affixed to the foregoing instrument is the seal of said Authority, and that said instrument was signed and sealed in behalf of said Authority by free act and deed of said Authority. WITNESS my hand and official seal in the County and State aforesaid, the day and year first above written. (Seal) My Commission Expires: 2 Notary Public Signature Printed or Typed Name For recording purposes only: Title of Document: Date of Document: Grantor(s): Cross Access Easement Agreement September 24, 2013 The City of Riverside, Missouri and the Industrial Development Authority of the City of Riverside, Missouri Grantee(s): The City of Riverside, Missouri and the Industrial Development Authority of the City of Riverside, Missouri Grantee(s) Mailing Address: 2950 NW Vivion Road, Riverside, Missouri 64150 Legal Description: Lots 5 and 6, Riverside Horizons East First Plat, Riverside, Missouri See Exhibits A and B for legal descriptions and depictions of the easements on Lots 5 and 6, respectively. Reference Book and Page(s): N/A PLEASE RETURN RECORDED DOCUMENT TO: City Administrator City of Riverside, Missouri 2950 NW Vivion Road Riverside, Missouri 64150 CROSS ACCESS EASEMENT AGREEMENT THIS CROSS ACCESS EASEMENT AGREEMENT (this "Agreement") is made this 24th day of September, 2013, by and between the City of Riverside, Missouri ("City") and the Industrial Development Authority of the City of Riverside, Missouri ("IDA") each having an address of 2950 NW Vivion Road, Riverside, Missouri 64150 as both Grantor and Grantee of the easements and rights described herein. RECITALS: A. IDA is the owner in fee simple of certain real property now legally described as Lot 6 of Riverside Horizons East First Plat ("Lot 6"), attached hereto as Exhibit B. B. City is the owner in fee simple of certain real property now legally described as Lot 5 of Riverside Horizons East First Plat ("Lot 5"), attached hereto as Exhibit A. C. IDA and City desire to enter into this Agreement in order to provide for mutual access for the benefit of Lot 5 and Lot 6 in accordance with the terms and provisions set forth in this Agreement with respect to Lots 5 and 6, Riverside Horizons East First Plat (the "Plat"). D. Lot 5 and Lot 6 may be collectively referred to herein as the "Lots", each owner of a Lot may be referred to as an "Owner" or a "Lot Owner" and the owners of the Lots may be collectively referred to herein as the "Owners" or the "Lot Owners". E. In connection with the Lot 5 Improvements, the Owner of Lot 5 will be paving not only a portion of Lot 5 as legally described on Exhibit A (the "Lot 5 Access Drive Easement Area") but also a portion of the Lot 6 as legally described on Exhibit B (the "Lot 6 Access Drive Easement Area"), and the Owner of Lot 5 and its invitees will be using the Lot 6 Access Drive Easement Area for maneuvering of trucks as they enter the parking area of Lot 5. AGREEMENT: NOW, THEREFORE, in consideration of the recitals, the covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, IDA and City grants as follows: Section 1. herein by reference. Recitals. The recitals set forth above are true and correct and are incorporated Section 2. Grant of Access Easements. (a) City as the Owner of Lot 5, hereby grants, declares and establishes to and for the benefit of IDA its successors and assigns, as an appurtenance to Lot 6, a perpetual, non-exclusive right and easement for pedestrian and vehicular ingress and egress in, to, upon, over and across a portion of Lot 5 as legally described on Exhibit A (the "Lot 5 Access Drive Easement Area"), to have and to hold such easement unto IDA, its successors and assigns, subject, however, to the terms of this Agreement. (b) IDA, as the Owner of Lot 6, hereby grants, declares and establishes to and for the benefit of City, its successors and assigns, as an appurtenance to Lot 5, a perpetual, non-exclusive right and easement for pedestrian and vehicular ingress and egress in, to, upon, over and across a portion of the Lot 6 as legally described on Exhibit B (the "Lot 6 Access Drive Easement Area"), to have and to hold such easement unto City, its successors and assigns, subject, however, to the terms of this Agreement. The Lot 5 Access Drive Easement Area and the Lot 6 Access Drive Easement Area will be collectively referred to herein as the "Access Drive" or the "Access Drive Easement Areas". (c) IDA, as the owner of Lot 6 and City, as the owner of Lot 5, hereby grants, declares and establishes to and for the benefit of City and IDA, and their successors and assigns, for the benefit of each of Lot 5 and Lot 6 and burdening each of Lot 5 and Lot 6 perpetual, non-exclusive rights of access for vehicular and pedestrian traffic across the Lots over only those the portions of Lots 5 and 6 that are designed and constructed for pedestrian and vehicular passage way and are generally open for such usage to allow access to Lot 5 and Lot 6 at those points which are from time to time open for pedestrian and vehicular access, ingress and egress between and across the Lots. No parking easements or rights are granted by this Agreement. No access, ingress or egress rights to any building or other improvements or structure constructed on a Lot is granted hereby. (d) The Owner of each of Lot 5 and/or Lot 6, may modify, restrict, alter or change any driveways providing access, ingress or egress on, over or across Lot 5 and Lot 6 without first obtaining the prior written consent of the owner of the other tract, provided that nothing shall allow either Owner of Lot 5 or Lot 6 to alter their respective portions of the Access Drive without the consent of the other. (e) The intent of this Section 2 is to allow the free vehicular and pedestrian access over and across the Access Drive from 415t and 43rd Street (as shown on the Plat) to and from Lot 5 and Lot 6. Accordingly, the Owners agree that no building, wall or other structural barrier of any kind may be located upon the Access Drive other than during periods of maintenance, repair or replacement. The Owners shall use best efforts to prevent vehicles or equipment to park or stand within the Access Drive. CO Each Owner reserves the non-exclusive right to use such portions of the Access Drive as are located on such Owner's property for any purpose not inconsistent with the rights granted to the other Owners hereunder, including but not limited to the right to install subterranean utilities within the Access Drive. Each Owner shall provide fifteen (15) days advanced written notice to the non -installing Owner(s) about the intent of Owner to install subterranean utilities. Further, all such non-exclusive use of the Access Drive shall be done in such a manner as to limit and minimize interference with the use of the Access Drive by the non -installing Owner(s), and further the Owner performing any such work shall be responsible for all actual direct and indirect costs, expenses and losses associated with said installations, including but not limited to non -installing Owner's utility interruptions and landscaping disturbances, and further any damage to any non -installing Owner's property shall be promptly repaired at the sole cost and expense of the Owner performing any such work. Section 3. Grant of Access Easements for Construction. Each Owner hereby grants to the other Owner (the "Constructing Owner") an easement for access to the Access Drive Area on its Lot for purposes of constructing, developing, paving, installing and maintaining the Access Drive prior to buildings being constructed on both Lots, it being the intent of the Owners that the Constructing Owner may construct, develop, pave, install and maintain the Access Drive on its Lot and in the Access Drive Easement Area on the adjacent Lot (an "Adjacent Easement Area") when such Constructing Owner will have the need to utilize the Access Drive Easement Areas but such Access Drive has not been constructed or installed by the Owner of the adjacent Lot (the "Adjacent Owner") on the Adjacent Easement Area. In the event that a Constructing Owner constructs, develops, paves, installs or maintains the Access Drive in the Adjacent Easement Area, the Adjacent Owner agrees to reimburse the Constructing Owner for the costs and expenses incurred by the Constructing Owner for constructing, developing, paving, installing and maintaining the Access Drive in the Adjacent Easement Area (including all expenses incurred for labor (including the reasonable costs of salaries and other costs or fringe benefits of persons actually employed by the Constructing Owner to perform such work), services, equipment, supplies and materials used in performing such work), in the case of such construction on the Lot 5 Access Drive Easement Area, upon any sale or other transfer of Lot 5 and in the case of such construction on the Lot 6 Access Drive Easement Area, upon any sale or other transfer of Lot 6 by IDA to a third party other than City or Horizons Industrial IV, LLC (an intended third party beneficiary of this Agreement), or, if IDA first transfers Lot 6 to the City, upon any sale or other transfer of Lot 6 by City to a third party other than Horizons Industrial IV, LLC, and such costs and expenses, and any and all other fees and other costs recoverable by the paying Owner hereunder in connection therewith, shall be charged upon the Adjacent Owner's Lot and shall be secured by a lien upon such Lot in favor of the Constructing Owner, and upon any such sale or other transfer, the Constructing Owner may bring an action at law against the Adjacent Owner to enforce such personal obligation to reimburse the Constructing Owner for such costs and expenses, and such other fees and costs (including interest from the date of such sale or other transfer at the lesser of (a) fifteen percent (15%) per annum, and (b) the maximum rate of interest allowed under the laws of the State of Missouri), or to foreclose the lien against such Lot. Section 4. Damage to and Maintenance of Access Drive. Any damage to the Access Drive caused by a Lot Owner or its agents, employees, servants or invitees shall be repaired at the cost of such Lot Owner. (a) Except as set forth in the first sentence of this Section 4, the Owner of the Lot 5 Access Drive Easement Area shall be responsible for all maintenance, repair and replacement of the Lot 5 Access Drive Easement Area. Except as set forth in the first sentence of this Section 4, the Owner of the Lot 6 Access Drive Easement Area shall be responsible for all maintenance, repair and replacement of the Lot 2 Access Drive Easement Area. (b) Each Owner shall maintain its respective portion of the Access Drive at all times in good and clean condition and repair in a quality and condition comparable with similar commercial developments in Platte or Clay County, Missouri. Such maintenance ("Maintenance") shall include, without limitation, the following: (i) Maintaining, repairing and resurfacing, when necessary, all paved surfaces of the respective Access Drive Easement Areas in a level, smooth and evenly covered condition with the type of surfacing material originally installed or such substitute as shall in all respects be equal or superior in quality, use and durability; and restriping, when necessary. (ii) Removing all snow, papers, debris, filth and refuse and sweeping the area to the extent reasonably necessary to keep the Access Drive Easement Area in a clean and orderly condition. (iii) Maintaining, repairing and replacing, when necessary, all respective Access Drive Easement Area traffic directional signs, markers and lines. (iv) Operating, maintaining, repairing and replacing, when necessary, such artificial lighting facilities as shall be reasonably required along the respective Access Drive Easement Area. (v) Performing itself or contracting with a third party or parties to perform any of the services described herein. (c) During such time as a building has been constructed on only one of the Lots and only one Owner is using the Access Drive Easement Areas, the Owner of such developed Lot utilizing the Access Drive Easement Areas shall pay all costs of Maintenance whether on the Access Drive located on its Lot or on the portion of the Access Drive located on the adjacent Lot. Once a building is constructed on both Lots, all costs of maintenance and repair shall be as set out above in Section 4(a). Section 5. Right to Maintain the Access Drive. In the event any Owner fails to maintain the Access Drive Easement Area on its Lot (the "Defaulting Owner") in accordance with this Agreement, any other Owner may, upon thirty (30) days written notice to the Defaulting Owner, repair or maintain the Defaulting Owner's Access Drive Easement Area. Anything to the contrary in this Agreement notwithstanding, in the event that an emergency condition should exist because of the failure of a Defaulting Owner to perform any of its obligations in accordance with this Agreement, any other Owner may immediately repair such Owner's Access Drive Easement Area. For the purposes of the preceding sentence, the phrase "emergency condition" shall mean any condition constituting an immediate risk of injury to person or serious damage to property. In the event an Owner repairs the Defaulting Owner's Access Drive Easement Area, the Defaulting Owner, pursuant to this section shall, within thirty (30) days after being invoiced therefore, reimburse the paying Owner for the cost of the Defaulting Owner's Access Drive Maintenance costs incurred by the paying Owner in the repair of the Defaulting Owner's Access Drive Easement Area, including all expenses incurred for labor (including the reasonable costs of salaries and other costs or fringe benefits of persons actually employed by the paying Owner to perform such work), services, equipment, supplies and materials used in performing such obligations. In the event that the Defaulting Owner fails to reimburse the paying Owner for such cost within such period of thirty (30) days, then such costs, together with interest from the date of delinquency at the lesser of (a) fifteen percent (15%) per annum, and (b) the maximum rate of interest allowed under the laws of the State of Missouri, and any and all other fees and other costs recoverable by the paying Owner hereunder in connection therewith, shall be a charge upon the Lot of the Defaulting Owner and shall be secured by a lien upon such Lot in favor of the paying Owner, and the paying Owner may bring an action at law against the Defaulting Owner to enforce such personal obligation to reimburse the paying Owner for such costs, interest, and other fees and costs, or to foreclose the lien against such Lot. Section 6. Insurance. Each Owner shall obtain liability insurance to protect itself from the claims of other parties with regard to the use of the Access Drive in amounts deemed reasonable to protect themselves, and no Owner shall be obligated to include any other party as a named insured in such policies. Each Owner ("Indemnifying Party") shall indemnify the other Owners ("Indemnified Party") for all costs, expenses and damages sustained by the Indemnified Party as a result of the Indemnifying Party's failure to meet the Indemnifying Party's obligations under this Agreement. Section 7. Attorneys' Fees and Costs. If any legal action or other proceeding is brought for the enforcement of this Agreement, or because of an alleged dispute, breach or default in connection with any of the provisions of the Agreement, the prevailing party or parties shall be entitled to recover reasonable paralegal and attorneys' fees and other costs incurred in that action or proceeding, including those related to appeals in addition to any other relief to which it or they may be entitled. Section 8. Private Agreement. This Agreement does not and shall not be construed to grant any rights to the public in general. Section 9. Enforcement. Each party agrees to use all reasonable efforts to enforce the easements, rights and restrictions herein against its tenants, customers, licensees, guests and invitees, as applicable. Section 10. Binding Effect. The easements, rights and restrictions granted herein shall be appurtenant to and shall run with Lot 5 and Lot 6, as applicable, and shall be binding upon City and the IDA and their respective successors and assigns. Such easements, rights and restrictions shall inure to the benefit of City and IDA, as applicable, and its respective tenants, customers, invitees, licensees, successors and assigns. Section 11. Notices. All notices, demands and requests required or permitted to be given under this Agreement must be in writing and shall be deemed to have been given as of the date such notice is: (i) delivered to the party intended, (ii) delivered to the then designated address of the party intended, or (iii) rejected at the then designated address of the party intended, provided such notice was sent prepaid certified mail, return receipt requested or by overnight courier providing for delivery against receipt. The initial addresses of the parties shall be: If to IDA: If to City: The Industrial Development Authority of the City of Riverside, Missouri 2950 NW Vivion Road Riverside, Missouri 64150 The City of Riverside, Missouri 2950 NW Vivion Road Riverside, Missouri 64150 Section 12. Counterparts. This Agreement may be executed in multiple, separate counterparts. IN WITNESS WHEREOF, the parties hereto have executed this Agreement by authority duly given, as of the date first written above. The Industrial Development Authority of the City of Riverside, Missouri By: Pamela Darata, Vice President ATTEST: Sarah Wagner, Secretary The City of Riverside, Missouri By: Kathleen L. Rose, Mayor ATTEST: Robin Littrell, City Clerk STATE OF MISSOURI ) ss COUNTY OF PLATTE ) On this day of September, 2013, before me appeared Pamela Darata, to me personally known, who, being by me duly sworn, did say that she is the Vice President of the Industrial Development Authority of the City of Riverside, Missouri and that said instrument was signed and sealed on behalf of said Authority, and said officer acknowledges said instrument to be executed for the purposes therein stated and as the free act and deed of said Industrial Development Authority of the City of Riverside, Missouri. Notary Public My commission expires: STATE OF MISSOURI ) ss COUNTY OF PLATTE ) ON THIS day of September, 2013, before me personally appeared Kathleen L. Rose, to me personally known, who being by me duly sworn, did say that she is the Mayor of the City of Riverside, Missouri, a municipal corporation duly organized and existing under the laws of the state of Missouri, and that the seal affixed to the foregoing instrument is the seal of said municipality, and that instrument was signed and sealed in behalf of said municipality by free act and deed of said municipality. Notary Public My commission expires: Exhibit A: Lot 5 Exhibit A Access Easement Stie F6-7. 100' 200' LOT 5 /RIVERSIDE HORIZONS EAST FIRST PLAT A part of Lot 5, RIVERSIDE HORIZONS EAST FIRST PLAT, a subdivision in the City of Riverside, Platte County, Missouri, described as follows: The Southeast 45.00 feet of said Lot 5, containing 34,872 square feet, or 0.801 acres, more or less. Renaissance Infrastructure Consulting (R I'C) 11490 Strang Line Road I Lenexa, Kansas 66215 1 1913) 317-9500 1 www.reninfrusnucture.com Exhibit B: Lot 6 LOT 6 41' ,� LOT 6 RIVERSIDE HORIZONS EAST FIRST PLOT Exhibit B Access Easement ■ 65' A/E rsT pRett..T 0 100' 200 A part of Lot 6, RIVERSIDE HORIZONS EAST FIRST PLAT, a subdivision in the City of Riverside, Platte County, Missouri, described as follows; The Northwest 65.00 feet of said Lot 6, containing 56,666 square feet, or 1.301 acres, more or less. Renaissance Infrastructure VaN) Consulting (RotoC) 11490 Strang Line Road 1 Lenexa, Kansas 66215 1 (913) 3179500 1 www.renirdrastructure.com