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HomeMy WebLinkAbout2009-004 IDA Resolution KCP&L EasementRESOLUTION N0.2009-004 A RESOLUTION APPROVING AN EASEMENT TO KANSAS CITY POWER & LIGHT; DIRECTING UMB BANK, AS TRUSTEE, TO SUBORDINATE THE DEED OF TRUST TO SAME; AND AUTHORIZING OTHER ACTIONS IN CONNECTION THEREWITH. 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 adopts this Resolution and directs 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"). 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"). WHEREAS, the IDA, pursuant to the Financing Agreement, is transferring, without chazge or cost, an easement to Kansas City Power & Light necessazy or desirable for utility improvements; WHEREAS, the Financing Agreement requires that the lien of the Deed of Trust be subordinated to such easement. NOW THEREFORE, BE IT RESOLVED, by the Board of Directors of The Industrial Development Authority of the City of Riverside, Missouri as follows: Section I. The IDA hereby ratifies and confirms the Easement from the IDA to Kansas City Power & Light Company, a copy of which is attached hereto as Exhibit A (the "Easement"), and the execution and recording of same. Section 2. The IDA hereby requests and directs that UMB Bank, as Trustee subordinate the lien of the Deed of Trust to the Easement and in connection therewith, the Subordination Agreement (the "Agreement") attached hereto as Exhibit B is approved. The President and the Vice-President of the IDA are hereby authorized and directed to execute the Agreement, in substantially the form attached hereto, with such changes as are approved by the officer executing such document, such execution being conclusive proof of such approval, for and on behalf of and as the act and deed of the IDA. The Secretary or the Assistant Secretary of the IDA aze hereby authorized and directed to attest to the Agreement. Section 3. All actions heretofore taken by the officers, authorized representatives and agents of the IDA in connection with the transaction contemplated by this Resolution are hereby ratified and confirmed, and 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 4. The Resolution shall be in full force and effect from and after its adoption. ADOPTED THIS 24`~ DAY OF JUNE, 2009. This Resolution was adopted at the meeting of the Boazd of Directors of the IDA duly called and held this date. (SEAL) ATTEST: e etary SUBORDINATION AGREEMENT THIS AGREEMENT is made as of this _ day of , 2009, between 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"), 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") for the benefit of the CITY OF RIVERSIDE, MISSOURI, a fourth class municipality of the State of Missouri, having an address of 2950 NW Vivion Road, Riverside, Missouri 64150, ("City") and KANSAS CITY POWER & LIGHT COMPANY, having an address of P.O. Box 418679, Kansas City, Missouri 64141 ("KCPL"). 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 The Industrial Development Authority of the City of Riverside, Missouri and UMB, / N.A., recorded May 9, 2007 in Book 1103 at 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. It is necessary that power be provided to certain property owned by the City in order for such property to be used in the manner desired by the City. D. In order that such power be provided it is necessary that Kansas City Power & Light obtain an easement on a portion of the Mortgaged Property ("Easement"), a copy of which is attached hereto as Exhibit A. E. Pursuant to the Financing Agreement, it is necessary that the Mortgagee subordinate its lien to such Easement. 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 mutually acknowledged, the parties agree as follows: ] . The Mortgagee, as the holder of the Mortgage, in the original principal amount of $30,265,000.00 for the Series 2007A bonds and $10,000,000.00 for the Series 2007B bonds, does hereby grant its consent to the Easement and does hereby subordinate the priority and superiority of the Mortgage and any Assignment of Mortgagee's interest in Leases or UCC-1 Financing Statements and similar documents given in connection therewith and all amendments to such documents, to the priority of the Easement. 2. Notwithstanding the foregoing, this subordination of Mortgagee's lien on the Easement shall not affect the remaining Mortgaged Property or the indebtedness thereof on the Mortgage or Financing Agreement. Mortgagee does not intend to subordinate its Mortgage or any other document evidencing, concerning or securing an indebtedness to Mortgagee to any other lien or encumbrance other than the aforementioned Easement. Furthermore, Mortgagee agrees that no foreclosure of the Mortgage or deed or conveyance in lieu thereof shall extinguish the Easement granted herein. 3. This Subordination Agreement shall be binding upon Mortgagor and Mortgagee and their respective successors and assigns. 4. Mortgagor and Mortgagee hereby agree to execute, acknowledge and deliver such further instruments as may be necessary or appropriate to effectuate the purpose of this subordination. 5. Except as specifically referenced herein, this Subordination Agreement shall not modify said Deed of Trust or any of the documents given by Mortgagees in connection therewith. 6. Each of the parties hereby represents that it has the capacity and authority to execute and deliver this Subordination Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Subordination Agreement to be executed as of the day and yeaz first above written. UMB BANK, N.A. By: Name: Brent W. Keep Title: Vice President MORTGAGEE ACKNOWLEDGEMENT STATE OF MISSOURI } } SS: COUNTY OF JACKSON } On this, the _ day of , 2009, before me, the undersigned, a Notary Public, appeazed Brent W. Keep, who being before me duly sworn did say that he 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: The undersigned Mortgagor does hereby consent and agree to the terms of this Subordination Agreement. THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, Name: ne Snyder Title: P si ent MORTGAGOR ATTEST: Henry, Secreta ACKNOWLEDGEMENT STATE OF MISSOURI } SS: COUNTY OF PLATTE } On this, the"day of June, 2009, before me, the undersigned, a Notary Public, appeazed Wayne Snyder, who being before me duly sworn did say that he is the President of THE INDUSTRIAL DEVELOPMENT AUTHORITY FO THE CITY OF RIVERSIDE, MISSOURI., a public corporation 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 corporation, and that said instrument was signed and sealed on behalf of said corporation 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 corporation. IN WITNESS WHEREOF, I hereunder set my hand and affixed my notary seal, the day and year last above written. ~ j f ~ ~! , l _' Notary Public My{{~~ommiss~oion ,e/xpires: ~ MyCornrMWonExpiret 20.2009 Corr... . ~ 05484 5' Q Exhibit A EASEMENT (SEE ATTACHED) EXHIBIT A EASEMENT (SEE ATTACHED) EASEMENT CONVEYANCE (CORPORATION) KNOW ALL MEN BY THESE PRESENTS, that on Hls ~ day W 2000, The Industdal Devabtnnent Authodty of the City of RNerslde, Mleaoud (Grantor) end KAN CI POWER & LIGHT COMPANY, (Grantee) a Mlsaoud kxxporefbn (KCPL), 1201 Walnut, Kansas City. Mlesoud, 84106. WITNESSETH: Grantor, N consldereUon of one dotter and aHer good and valuable corkddereUOn, the receipt and suffidency of whlcr are hereby acknowledged, does hereby gren6 bargain, sell, corwey end confirm unto KCPL, and umo tts akaxessore and assgns, a dght of way easamem over, along, across, and kauter Uw tootle hereinafter detedbad; Induding the rtght end prtvttage at any Ume and from Ume to Ume to solar on said dgM of way and erect, conatruc6 maintain, repair and relocate poise, wArea, guys, anchors, underground c~les, conduits, pad mcunled Vansformere and servloe pedestals, end all related appurtenances for the trenemlaslon end dlatdbuUon of elecMc energy and for KCPL communication pkaposes; Inchafing the rtgM and prtvtlege et arty tlme end from Ume b tlme to patrol said dghl of way and to cut, top, trim, and remove such Mush arM trees It arty on or adjacent to aeltl rtght of way, wfianever In KCPL's Judgment such will Imerfere vAlh or endanger He consWctlon, opereUan or maintenance of any appurtenances Hereon; ae[d dgM of way being over, along, across and under the foAowing described lends in He County of Platte and Ute Stale of Misaourl to-wN; ALL THAT PART OF THE SOUTHEAST QUARTER OF SECTION 5, TOWNSHIP 50 NORTH, RANGE 33 WEST, IN THE CITY OF RIVERSIDE, CLAY COUNTY, MISSOURI, MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE 50U1TiEAST CORNER OF SECTION 5-TSON- R33W; THENCE WEST ALONG THE SOUTH LINE OF THE SOUTHBAST QUARTER OF SAID SECTION 5, NORTH 88° 47' 46" WEST A DISTANCE OF 1178.03 FEET TO A POINT ON THE WEST RIGHT-OF-WAY LINE OF INTERSTATE 635; THENCE ALONG THE WEST RIGHT-OF-WAY LINE OF INTERSTATE 635 AND NO LONGER WITH THE SOUTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 5, NORTH 13° 47' 36" EAST A DISTANCE OF 170.77 FEET; THENCE NORTH 50° 26' 17" WEST NO LONGER WITH THE WEST RIGHT-OF-WAY 'LINE OF INTERSTATE 535 A DISTANCE OF 13.19 FEET TO THE POINT OF BEGIIVNING, POINT BBING THE CENTERLINE OF A 10.00 FOOT WIDE KANSAS CITY POWER AND LIGHT BASEMENT; THENCE NORTH 47° 18' 00" BAST A DISTANCE OF 8.45 FEET; THENCE NORTH 20°53' 06" WEST A DISTANCE OF 326.90 FEET; THENCE NORTH 63° 40' 27" WEST A DISTANCE OF 16.81 FEET TO A POINT OF TERMINATION. Grantor, Helr auccessore or assigns, may landacspe, use and enjoy He land above described, provltled ouch use shall rat in He Judgment o1 KCPL, Interfere vnH or endanger the canstrka:tlon, operetbn or maimenance of sold Ilnee, and provided further That no buildings shall be conaWcled on sold dght of way. This easement conveyance shall run w1H He land and shall ba binding upon He Grenlor, hiamer or their successore and assigns. TO HAVE AND 70 HOLD THE SAME, together with all appurtenances, necessary inddenla and ImmunlUea Hereunto belonging or In arty manner appertaining unto KCPL and unto hs auecesaore entl easlgna forever. IN W[TNESS WHEREOF, Grantorhas oxecuted this ay M nG~, ` AC(GVOWLEOGEMEKP State of ~ "JJ.J.n ~ ) j Ss. County of ~~~ ) On this ~, day of r'lJ~ ~~ 20Q~, before ma a Notary Pubtlc, appeared ~~ L~ C~2 °x~~~~ -° to me personally knovm to ba the person(a) ,~e.,.anan i~n~ w,~, .,,. eh. inrneninn inewment end aclmovAedoed that he/she executed the same es hlaRrer free act and deed. IN TESTIMONY WHEREOF, I have hereunto set my hand and eiflxed my oHidal seal fhe day and/~year eforeeald. Nolary Publlc~ L~t~v~n.r / My COmmisabn Expires: ~et"~~ ~~ ~p~\ Qtr Olr 3 T R County CON WMS By ValldatedBy File 2 017375 ALL THAT PART OF THE SOUTHEAST QUARTER OF SECTION 5, TOWNSHIP 50 NORTH, RANGE 33 WEST, IN THE CITY OF RIVERSIDE, PLATTE COUNTY, OVERHEAD POWER MISSOURI, MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER BU OF SECTION 5-75ON-R330, THENCE WEST ALONG SPL THE SOUTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 5, NORTH 88' 47- 46- WEST A DISTANCE OF 1178.03 FEET TO A POINT ON THE C:TpNNO���l� WEST THENCE RTA AY LINE OF INTERSTATE 635 ALONGOF INTERSTATE 635 AND NO LONGER WITH THE SOUTH L LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 5, NORTH 13' 47' 36" EAST A DISTANCE OF 170.77 FEET; THENCE NORTH 50' 26' 17' WEST NO LONGER WITH THE WEST RIGHT-OF-WAY LINE OF INTERSTATE EXISTING 635 A DISTANCE OF 13.19 FEET TO THE POINT OF EBEGINNING, POINT BEING THE CENTERLINE OF A SEC XISTING 10,00 FOOT WIDE KANSAS CITY POWER AND LIGHT EASEMENT; THENCE NORTH 47' 18' 00" EAST A BURIED POWER DISTANCE OF 8.45 FEET; THENCE NORTH 20'53' 06" N 63'40'27" W WEST A DISTANCE OF 326.90 FEET; THENCE NORTH 16.81' CENTERLINE 10.00 FOOT 63' 40' 27" WEST A DISTANCE OF 18.81 FEET TOA WIDE EASEMENT - POINT OF TERMINATION. THE ABOVE DESCRIBED TRACT OF LAND HAS 3,521 SQUARE FEET OR 0.08 BURIED POWER ACRES MORE OR LESS. I o EXISTING TRANSFORMER o. NNNkkk»t /lA�dT B 5� I (� r URoinn 06ME N 47'18'QO" E Iw so o foo 8.45 EXISTING BILLBOARD W POINT OF BEGINNING ( IN FEET ) R N 50'26'17" W 1319 COMMENCEMENT n SOUTHEAST CORNER POINT C.n SECTION 5-T50N-R33W O O N 86'47'46" W W 1178.03' (NOT TO SCALE) C) �4 GA RY{ S. ',%: cuooer�mlieaan . ' SMITFI i v ara�ev�s tEAMxq K,vuA9emos •�coni aaraas :; P1umb0; ;c ;- vorcanas-awl � '' Conttnental H�:�......l,its 9� i Xw ell �v 017375 Lus9 DELC -4 A 10:,,53MMcl,�� C""A COYER.Pt%T 1t �0.�iE'Cn0%' �7�5 Title of Document: SUBORDINATION AGREEMENT Date of Document --J (11. —2 a 2009 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 X THE CITY OF RIVERSIDE, MISSOURI 2950 NW Vivion Road p Riverside, Missouri 64150 --o (71O and W O KANSAS CITY POWER& LIGHT N P.O. Box 418679 Kansas City, Missouri 64141 Legal: See Exhibit A Reference: Return Recorded Document to Deborah A. Polk 2345 Grand, Suite 2000 Kansas City, MO 64108 �rrY. t-6>tis •s�o ctG��a " E.e. SUBORDINATION AGREEMENT THIS AGREEMENT is made as of this�jj day of JUU 2009, between 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"), 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") for the benefit of the CITY OF RIVERSIDE, MISSOURI, a fourth class municipality of the State of Missouri, having an address of 2950 NW Vivion Road, Riverside, Missouri 64150, ("City") and KANSAS CITY POWER & LIGHT COMPANY, having an address of P.O. Box 418679, Kansas City, Missouri 64141 ("KCPL"). 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): x (i) A Financing and Cooperation Agreement dated May 1, 2007 between The Industrial Development Authority of the City of Riverside, Missouri and UMB, / O N.A., recorded May 9, 2007 in Book 1103 at Page 315 in the office of the Recorder of Deeds, Platte County, Missouri ("Financing Agreement"). O W (ii) A Deed of Trust and Security Agreement, granting a deed of trust lien on the C) property described therein, ("Mortgaged Property") to secure the payment of the N 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. It is necessary that power be provided to certain property owned by the City in order for such property to be used in the manner desired by the City. D. In order that such power be provided it is necessary that Kansas City Power & Light obtain an easement on a portion of the Mortgaged Property ("Easement"), a copy of which is attached hereto as Exhibit A. E. Pursuant to the Financing Agreement, it is necessary that the Mortgagee subordinate its lien to such Easement. 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 mutually acknowledged, the parties agree as follows: 1. The Mortgagee, as the holder of the Mortgage, in the original principal amount of $30,265,000.00 for the Series 2007A bonds and $10,000,000.00 for the Series 2007B bonds, does hereby grant its consent to the Easement and does hereby subordinate the priority and superiority of the Mortgage and any Assignment of Mortgagee's interest in Leases or UCC-1 Financing Statements and similar documents given in connection therewith and all amendments to such documents, to the priority of the Easement. 2. Notwithstanding the foregoing, this subordination of Mortgagee's lien on the Easement shall not affect the remaining Mortgaged Property or the indebtedness thereof on the Mortgage or Financing Agreement. Mortgagee does not intend to subordinate its Mortgage or any other document evidencing, concerning or securing an indebtedness to Mortgagee to any other lien or encumbrance other than the aforementioned Easement. Furthermore, Mortgagee W agrees that no foreclosure of the Mortgage or deed or conveyance in lieu thereof shall extinguish the Easement granted herein. _ 01 3. This Subordination Agreement shall be binding upon Mortgagor and Mortgagee O and their respective successors and assigns. CI O 4. Mortgagor and Mortgagee hereby agree to execute, acknowledge and deliver such W further instruments as may be necessary or appropriate to effectuate the purpose of this O subordination. N 5. Except as specifically referenced herein, this Subordination Agreement shall not modify said Deed of Trust or any of the documents given by Mortgagees in connection therewith. 6. Each of the parties hereby represents that it has the capacity and authority to execute and deliver this Subordination Agreement. 2 IN WITNESS WHEREOF, the parties hereto have caused this Subordination Agreement to be executed as of the day and year first above written. UMB BANK, N.A. By: Name: rent W. Keep Title: Vice President MORTGAGEE ACKNOWLEDGEMENT STATE OF MISSOURI } } SS: COUNTY OF JACKSO } On this, theday of 2009, before me, the undersigned, a Notary Public, appeared Brent W. Kee who be' b fore me duly sworn did say that he is a Vice President of UMB Bank,N.A., a na ' nal ban ' g association organized under the laws of the United States u1 of America and that the seal affixed to the foregoing instrument is the seal of said association, O 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 O purposes therein stated and as the free act and deed of said association. W O N IN WITNESS WHEREOF, I hereunder se y hand and affixed my notary seal, the day and year last above written. Notary Pub is My commission expires: �pporyKu►tre�Mpycay�e 9Ti(TE OF MISSOURI Jackson County ' My Commission Expires: Feb.21,2011 Commission 0 07013629 3 The undersigned Mortgagor does hereby consent and agree to the terms of this Subordination Agreement. THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISS RI l� Name: VAne Snyder Title: Psi ent MORTGAGOR ATTEST: tapk Henry, Secreta CJ 1 O ACKNOWLEDGEMENT O W STATE OF MISSOURI } } SS: N COUNTY OF PLATTE } On this, the ��day of June, 2009, before me, the undersigned, a Notary Public, appeared Wayne Snyder, who being before me duly sworn did say that he is the President of THE INDUSTRIAL DEVELOPMENT AUTHORITY FO THE CITY OF RIVERSIDE, MISSOURI., a public corporation 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 corporation, and that said instrument was signed and sealed on behalf of said corporation 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 corporation. IN WITNESS WHEREOF, I hereunder set my hand and affixed my notar seal, the day and year last above written. !' Notary Public My/izommission expires: Skstoof IL [MyCommlWon Expires Ru�pp 28.2009 Com7' - , 0548415? 4 Exhibit A EASEMENT (SEE ATTACHED) m �c O -v O W O N