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HomeMy WebLinkAbout2013-05-23 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 6:15 p.m. on Thursday, May 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 13, 2013 4. NEW BUSINESS A. 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 ONE). B. 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). 5. ADJOURNMENT Posted by: Sarah Wagner Date: May 22, 2013 Time: 12:00 p.m. MINUTES REGULAR MEETING THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI Thursday, May 13, 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, and Cy Houston. Bernie Bruns was absent. Also present were Planner Jackie Carlson, Community Development Assistant Sarah Wagner, SFBB Attorney Michael McKinley and North Point Representative Brent Miles. Approval of Minutes from Pam Darata moved to approve the minutes of April 9, 2013 as corrected. April 9, 2013 Resolution 2013-006: 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 West First Plat Resolution 2013-007: 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 West First Plat) Resolution 2013-008: A Resolution Approving and Authorizing Execution of the Final Plat of Horizons Office One Adjournment Harold Snoderley seconded and the motion passed 4-0. President Leland Finley read Resolution 2013-006: 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 West First Plat). McKinley explained that this was a redo of the assessments that was previously approved for Lot 27 and will actually lower the assessment. Cy Houston moved to approve Resolution 2013-006. Harold Snoderley seconded and the motion passed 4-0. 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 West First Plat). McKinley gave an overview of the assessments. Pam Darata moved to approve Resolution 2013-007. Harold Snoderley seconded and the motion passed 4-0. Leland Finley read Resolution 2013-008: A resolution approving and authorizing execution of the Final Plat of Horizons Office One. Brent Miles with North Point Development gave an overview of this project. Cy Houston moved to approve Resolution 2013-008. Pam Darata seconded and the motion passed 4-0. Pam Darata moved to adjourn. Harold Snoderley seconded and the meeting was adjourned at 6:30 pm. IDA Resolution 2013-009 IDA RESOLUTION NO. 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 ONE). Pursuant to the provisions of Chapter 349, RSMo., as amended, the Board of Directors of The Industrial Development Authority of the City of Riverside, Missouri (the "IDA"), hereby adopt this Resolution and direct that this Resolution be filed with the official IDA minutes: WHEREAS, the IDA issued its Industrial Development Revenue Bonds (Riverside Horizons Infrastructure Project - City of Riverside, Missouri), Series 2007 in the principal amount of $40,265,000 (the "Bonds"); and. WHEREAS, the City of Riverside, Missouri ("City"), the IDA, and UMB Bank, N.A., entered into that certain Financing and Cooperation Agreement dated as of May 1, 2007 relating to the Bonds (the "Financing Agreement"); and WHEREAS, the Financing Agreement requires that IDA, upon direction of the City, transfer and sell the Mortgaged Property (as defined in the Financing Agreement), in whole or in part, in one or more transactions; and WHEREAS, the City has, pursuant to Ordinance , a copy of which is presented with this Resolution and is on file with the Secretary, directed the IDA to convey its interest in that certain portion of the Mortgaged Property comprising 96,477 +/- square feet, the legal description of such portion being: All of HORIZONS OFFICE ONE, A REPLAT OF LOT 17, RIVERSIDE HORIZONS EAST FIRST PLAT, A SUBDIVISION IN THE CITY OF RIVERSIDE, PLATTE COUNTY, MISSOURI, subject to all easements and restrictions of record, (the "Property") to the City upon compliance with the terms and conditions of the Financing Agreement; NOW THEREFORE, BE IT RESOLVED, by the Board of Directors of the Industrial Development Authority of the City of Riverside, Missouri as follows: Section 1. The IDA's conveyance of all right, title and interest in the Property to the City at the price of $48,238.50 is hereby approved. There are 96,477 +/- square feet within the Property. Section 2. The Special Warranty Deed conveying all right, title and interest of the IDA to the City at the price of $48,238.50 in the Property is hereby approved in substantially the form attached as Exhibit "A" 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, such document with such changes therein as shall be approved by the official of the IDA Resolution 2013-009 IDA executing such document, such official's signature thereon being conclusive evidence of his approval and the IDA's approval thereof. Section 3. The proceeds from the sale of the Property shall be disbursed as provided in the Financing Agreement. The IDA hereby requests and directs that UMB Bank, as Trustee, upon receipt of $.50 per square foot ($48,238.50) to cause the release of the Property from the deed of trust lien on the Mortgage Property created as security for the Series 2007 Bonds. Section 4. The President, Vice -President, Secretary, Assistant Secretary and other appropriate officers and agents of the IDA are hereby authorized to take such further actions and execute such other documents as may be necessary or desirable to carry out and comply with the intent of this Resolution. Section 5. The Resolution shall be in full force and effect from and after its adoption. ADOPTED THIS DAY OF , 2013. This Resolution was adopted at the meeting of the Board of Directors of the IDA duly called and held this date. Leland Finley, President (SEAL) ATTEST: Secretary IDA Resolution 2013-009 EXHIBIT A FORM OF CONVEYANCE SPECIAL WARRANTY DEED THIS INDENTURE is made as of June _xxx_, 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, as grantor ("GRANTOR"), with a mailing address 2950 NW Vivion Road, Riverside, Missouri 64150, the CITY OF RIVERSIDE, MISSOURI, a fourth class city organized and existing under the laws of the State of Missouri, as grantee ("GRANTEE"), with a mailing address 2950 NW Vivion Road, Riverside, Missouri 64150. WITNESSETH: THAT GRANTOR, in consideration of the sum of TEN AND NO/100 DOLLARS ($10.00) and other valuable consideration to it in hand paid by GRANTEE (the receipt of which is hereby acknowledged) does by these presents, 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: All of HORIZONS OFFICE ONE, A REPLAT OF LOT 17, RIVERSIDE HORIZONS EAST FIRST PLAT, a subdivision in the City of Riverside, Platte County, Missouri, according to the recorded plat thereof, recorded as Document No. , in Plat Book at Page _. 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. IDA Resolution 2013-009 IN WITNESS WHEREOF, Grantor has caused these presents to be signed as of the day and year first above written. THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI By: Leland Finley, President ATTEST: By: Sarah Wagner, Secretary ACKNOWLEDGEMENT STATE OF MISSOURI SS COUNTY OF PLATTE ON THIS day of xxx , 2013, before me, the undersigned, a Notary Public in and for said County and state, personally appeared Leland Finley, to me personally known, who being by me duly sworn, did say that he is the President of The Industrial Development Authority of the City of Riverside, Missouri, a public corporation duly organized and existing under the laws of the state of Missouri, and that the seal affixed to the foregoing instrument is the seal of said Authority, and that said instrument was signed and sealed in behalf of said Authority by free act and deed of said Authority. WITNESS my hand and official seal in the County and State aforesaid, the day and year first above written. Notary Public Signature (Seal) Printed or Typed Name My Commission Expires: Title of Document: PARTIAL RELEASE Date of Document: , 2013 Grantor: UMB BANK, N.A. 1010 Grand Blvd., 4th Floor Kansas City, Missouri, 64106 Grantee: THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI 2950 NW Vivion Riverside, Missouri 64150 and THE CITY OF RIVERSIDE, MISSOURI 2950 NW Vivion Road Riverside, Missouri 64150 Location: All of Horizons Office One, a Replat of Lot 17 Riverside Horizons East First Plat, a subdivision in the City of Riverside, Platte County, Missouri Reference: BK1103PG315 BK1103PG316 Return Recorded Document to: City of Riverside Attn: Greg Mills 2950 NW Vivion Rd Riverside, MO 64150 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 , 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, whose address is 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") and the. 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 Corporation Agreement dated May 1, 2007 between The Industrial Development Authority of the City of Riverside, Missouri and UMB, N.A.; 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, granting a deed of trust lien on the Property described therein, ("Mortgaged Property") to secure the payment of the Series 2007 Bonds, and any other amounts or obligations secured thereby, dated May 1, 2007, and 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 96,477 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. E. Mortgagee has been paid the sales price of $.50 per square feet for the Released Property. 2 F. Pursuant to Section 6.5 of the Financing Agreement, it is necessary that the Mortgagee 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. 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 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 3 ACKNOWLEDGEMENT STATE OF MISSOURI } } SS. COUNTY OF JACKSON } On this, the day of 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. My commission expires: 4 Notary Public Exhibit A LEGAL DESCRIPTION OF PROPERTY All of Horizons Office One, a Replat of Lot 17 Riverside Horizons East First Plat, a subdivision in the City of Riverside, Platte County, Missouri 5 IDA RESOLUTION NO. 2013-010 IDA RESOLUTION NO. 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) WHEREAS, the Industrial Development Authority of the City of Riverside, Missouri ("Authority") owns certain property ("Property") in the Horizons development area that was originally assessed by the Riverside-Quindaro Bend Levee District ("Levee District") as set forth in Exhibit "A"; and WHEREAS, the Property has been subdivided into two or more smaller parcels and it is necessary to allocate the benefits afforded by the by the Levee District and assessments among the various smaller parcels and the Board of Directors finds it to be in the best interest of the Authority to allocate the benefits as set forth in Exhibit "A" attached hereto; NOW THEREFORE, BE IT RESOLVED BY THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI, AS FOLLOWS: THAT the President is hereby authorized to execute and deliver the Agreement Allocating Benefits for Levee District Assessments Relating to The Riverside Quindaro Bend Levee District of Platte County, Missouri by and between the Industrial Development Authority of the City of Riverside, Missouri and West Land in substantially the same form as attached hereto as Exhibit "A", with such changes as are approved by the officer executing such document, such execution being conclusive proof of such approval, the Assistant Secretary is authorized to attest thereto; FURTHER THAT the President and Assistant Secretary are hereby authorized to execute such additional documents and take such actions as are necessary or desirable to effectuate the intent of this Resolution; PASSED AND ADOPTED by the Industrial Development Authority and APPROVED by the President of the Industrial Development Authority of the City of Riverside, Missouri, the day of , 2013. Leland Finley, President ATTEST: Sarah Wagner, Assistant Secretary Title of Document: Agreement Allocating Benefits for Levee District Tax Assessments Relating to the Riverside Quindaro Bend Levee District of Platte County, Missouri. Date of Document: , 2013 Grantor: The Industrial Development Authority of the City of Riverside, Missouri Address: 2950 NW Vivion Road Riverside, MO 64150 Grantor: Address: The Industrial Development Authority of the City of Riverside, Missouri 2950 NW Vivion Road Riverside, MO 64150 Legal Description: See Page 1 RETURN RECORDED DOCUMENT TO CITY OF RIVERSIDE City of Riverside Attn: Sarah Wagner 2950 NW Vivion Road Riverside, MO 64150 (816)741-3993 1 AGREEMENT ALLOCATING BENEFITS FOR LEVEE DISTRICT TAX ASSESSMENTS RELATING TO THE RIVERSIDE QUINDARO BEND LEVEE DISTRICT OF PLATTE COUNTY, MISSOURI This Agreement is made as of , 2013 between THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI, a Missouri corporation ("IDA"), having an address of 2950 NW Vivion Road, Riverside, MO 64150 and HORIZONS WEST LAND, LLC, a Missouri limited liability company ("West Land"), having an address of 6300 NW Revere — Suite 225, Kansas City, MO 64151. Whereas, In The Matter of Riverside-Quindaro Bend Levee District Platte County, Missouri, Case No. 99 CC 00930, in the Circuit Court of Platte County, Missouri, Sixth Judicial District (the "Court"), benefits in the amount of $2,838,277 ("Benefits") were assessed against the property generally known in the Riverside-Quindaro Bend Levee District of Platte County, Missouri ("Levee District") as Tax Parcel No. 23-3.0-08-000-000-017-000 legally described as Lot 17, Riverside Horizons East First Plat, a subdivision in the City of Riverside, Platte County, Missouri ("Original Tract") which equals a percentage of the Levee District annual benefit assessments allocated to the Original Tract of 3.7817%; and Whereas, the Original Tract has been subdivided or split into two or more parcels in accordance with the Horizons Office One Plat, A Replat of Lot 17, Riverside Horizons East First Plat, a subdivision in the City of Riverside, Platte County, Missouri ("New Tracts"); and Whereas Levee District assesses annual debt service, maintenance and other taxes based upon the benefits assessed by the Court against each tract of land; and Whereas, the Levee District assesses annual debt service, maintenance and other taxes based upon the benefits assessed by the Court against each tract of land; and Whereas the parties desire to amend the allocation of Benefits and assessments of annual debt service, maintenance and other taxes based upon the benefits assessed by the Court against each tract of land as set forth in this Agreement; NOW THEREFORE, in consideration of the mutual covenants and premises contained in this Agreement, and other good and valuable consideration acknowledged by the parties, the parties agree as follows: 1. Legal Description of Original Tracts. The parties represent and warrant that the legal description for the Original Tracts is as follows: Lot 17, Riverside Horizons East First Plat, a subdivision in the City of Riverside, Platte County, Missouri. 2. Legal Description of New Tracts. The Original Tract were divided by the IDA into the New Tracts in accordance with the final plat of Horizons Office One, all are legally described in Exhibit "A" attached hereto and incorporated herein by reference. 3. Allocation of Benefits. 2 3.1 New Tracts. The parties hereby irrevocably agree that the Benefits shall be allocated from the Original Tracts and the Right of Way Tracts between the New Tracts as follows: New Lot #1: $245,696 (8.66% of the Original Tract resulting in a total % of the Levee District annual benefit assessments of 0.3274% allocated to New Lot 17-1). New Lot #2: $2,592,581 (91.34% of the Original Tract resulting in a total % of the Levee District annual benefit assessments of 3.4543% allocated to New Lot 17-2). 4. Running with the Land. The provisions of this Agreement shall be perpetual covenants running with the land and shall inure to the benefit of the Levee District, the parties and their respective successors and assigns, and be binding upon the parties and their respective successors, assigns, and grantees, including but without limitation, all subsequent owners of any parcel or property affected hereby and all persons claiming under or through them. 5. Representations and Warranties. Each of the parties to this Agreement hereby represents and warrants to the other that each person executing this document has the full power and authority to execute this document on behalf of the respective IDA and West Land and has the power and authority to legally bind the respective IDA and West Land as set forth herein. 6. Recording. Each of the parties to this Agreement consent to the filing of this Agreement in the Office of the Platte County Recorder of Deeds and that a copy of such recorded document shall be provided to the Levee District by IDA. 7. Reliance and Third Party Beneficiary. The Levee District shall be entitled to rely upon this Agreement in preparing its Tax Book and all other records for the current year and every year thereafter. The parties agree that the Levee District is an intended third party beneficiary of this Agreement and may irrevocably rely upon the terms and provisions of this Agreement. 8. Amendments. This Agreement may not be revoked, amended or modified except in a writing executed by the parties. Such amendment must be recorded of record and a fully executed and recorded copy of each and every amendment must be provided to the Levee District as required for this Agreement under Section 6 above. No amendment shall be effective as to the Levee District unless and until a fully executed and recorded copy of such amendment is provided to the Levee District. To be effective for any tax year, such fully executed and recorded amendment must be actually received by the Levee District no later than August 15 of such tax year. IN WITNESS WHEREOF, this Agreement has been executed by the duly authorized representatives of the parties as of the date first above written. THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI RIVERSIDE HORIZONS, LLC, a Missouri limited liability company By: By: 3 Name: Leland Finley Name: Nathaniel Hagedorn Title: President Title: Manager STATE OF MISSOURI ) ) ss. COUNTY OF PLATTE ) On this day of , 2013, before me appeared Nathaniel Hagedorn to me personally known, who, being by me duly sworn, did say that he is the Manager of NorthPoint Holdings, LLC, a Missouri limited liability company, and that said instrument was signed on behalf of said company, by authority of its members; and he acknowledged said instrument to be the free act and deed of said company. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal in the County and State aforesaid, the day and year first above written. Notary Public My Commission Expires: STATE OF MISSOURI ) ss. COUNTY OF PLATTE ) On this day of , 2013, before me appeared Leland Finley to me personally known, who, being by me duly sworn, did say that he is the President of The Industrial Development Authority of the City of Riverside, Missouri a corporation incorporated in the State of Missouri, and that said instrument was signed on behalf of said corporation by authority of its Board of Directors; and that he acknowledged said instrument to be the free act and deed of said corporation. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal in the County and State aforesaid, the day and year first above written. My Commission Expires: 5 Notary Public EXHIBIT "A" LEGAL DESCRIPTION OF NEW BENEFIT ASSESSMENT TRACTS NEW TRACTS LOT1 Lot 1 of Horizons Office One, a Replat of Lot 17, Riverside Horizons East First Plat, a subdivision of land in the City of Riverside, Platte County, Missouri. LOT2 Lot 2 of Horizons Office One, a Replat of Lot 17, Riverside Horizons East First Plat, a subdivision of land in the City of Riverside, Platte County, Missouri. 6