HomeMy WebLinkAboutRES.2099.09-06-2005BILL NO. 05-201
RESOLUTION NO. an
A RESOLUTION AUTHORIZING THE CITY MANAGER TO
EXECUTE AN ESCROW AGREEMENT WITH DALHOUSIE,
L.L.C., AND MONTGOMERY BANK FOR THE
HIGHLANDS AT DALHOUSIE PHASE III
SUBDIVISION, IN THE CITY OF CAPE GIRARDEAU,
MISSOURI
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF CAPE
GIRARDEAU, MISSOURI, AS FOLLOWS:
ARTICLE 1. The City Manager, for and on behalf of the City
of Cape Girardeau, Missouri, is hereby authorized to execute an
Escrow Agreement with Dalhousie, L.L.C., and Montgomery Bank for
The Highlands at Dalhousie Phase III Subdivision. A copy of
said Agreement is attached to this Resolution and made a part
hereof.
PASSED AND ADOPTED THIS 6-h DAY OF 20_.
Gayle L rjConrad, City Clerk
eay WKnudt-son, Mayor
ESCROW AGREEMENT
This Escrow Agreement made and entered into this ?6f day of AtIAU154 2005, by and
between Dalhousie. LLC a Corporation
organized and existing under the laws of the State of Missouri having its
principal office and place of business at 605 North Main Street, Cape Girardeau, Missouri ,
hereinafter called Developer, and hereinafter referred to as Escrow Agent and the City of Cape
Girardeau, Missouri, a municipal corporation, hereinafter referred to as City.
WITNESSETH:
WHEREAS, the Developer is the owner of The Highlands at Dalhousie, Phase III , a
proposed subdivision located within the City of Cape Girardeau, Missouri, and has submitted to the City
improvement plans and specifications which have been approved by the City and has submitted a final
plat with request that said plat and the plans and specifications for the improvements in the Proposed
Subdivision, be accepted and approved by the City, and
WHEREAS, Developer proposes to meet the ordinance requirements of the City with respect to
the posting of this Escrow Agreement prior to the approval by the City of the plat proposed for said
subdivision,
NOW, THEREFORE, In consideration of the foregoing and of the mutual promises and
agreements contained herein the parties to this Escrow Agreement stipulate and agree as follows:
1. Developer is the owner of The Highlands at Dalhousie, Phase III
subdivision, hereinafter referred to as the "Proposed Subdivision", and has submitted to the City its plat of
said Proposed Subdivision and requested approval of same the City has heretofore approved the
improvement plans and specifications of the Proposed Subdivision.
2. An Irrevocable Letter of Credit has been issued for the cost of the improvements in said
Proposed Subdivision by AVAf orA-ct t 844 W-4, hereinafter referred to as "Financial Institution".
The Irrevocable Letter of Credit, copy of which is labeled Exhibit "A" and is attached to this Escrow
Agreement and made a part hereof as though fully set out herein, has been placed in the possession of
Escrow Agent. Said Irrevocable Letter of Credit is a commitment to the Developer from the Financial
Institution that it will serve as the primary lender for the development of the Proposed Subdivision and
commits itself for enough funds to complete the improvements in the Proposed Subdivision.
3. A copy of the most recent financial statement of the Financial Institution is submitted for
the purpose of guaranteeing to the City that the Financial Institution as the issuer of the Letter of Credit to
the Developer has sufficient resources with which to uphold its guarantee.
4. The Escrow Agent agrees to hold the original of the Letter of Credit issued by the
Financial Institution subject to the provisions of this Agreement and the ordinances of the City of Cape
Girardeau, as they may appertain to the provisions of the Escrow Agreement. The Escrow Agent agrees
that it will set up a special escrow account subject to audit by the City in which all funds made available
by the Financial Institution for the improvements in the Proposed Subdivision, will be deposited. The
Escrow Agent may release all such funds to the Developer only for the purpose of completing the
improvements in the Proposed Subdivision.
5. The Escrow Agent shall not release more than ninety-five percent (95%) of all funds
deposited with him as Escrow Agent by the Financial Institution for the improvements in the Proposed
Subdivision except on the approval of the Administrative Officer of the City and until the City Council is
satisfied that the improvements for the development of the Proposed Subdivision have been completed in
accordance with the plat and the improvement plans and specifications of the Proposed Subdivision and
the Ordinances of the City of Cape Girardeau. The City Council agrees that it will not unreasonably
prevent the release of the final five percent (5%) of the sums deposited with the Escrow Agent.
6. The City may from time to time partially release the Escrow Agent from all or any part of
its obligations and shall do so by written notification from the City's Administrative Officer.
7. Upon approval by the City through its Administrative Officer for the release of all funds
held by the Escrow Agent, this agreement shall be terminated and the Developer and the Escrow Agent
shall be released from any further obligation to the City insofar as the provisions of this Escrow
Agreement are concerned.
8. In the event of the failure or refusal or inability of the Escrow Agent to serve as
determined by the Administrative Officer of said City, the City shall appoint a substitute who will have the
same responsibilities as the Escrow Agent named herein.
9. If, after two (2) years from the date of this agreement, all the improvements reflected by
the approved improvement plans and specifications have not been completed, the City may require the
Escrow Agent to remit to the City cash or negotiable instruments constituting the balance of the escrow
account required to complete the improvements.
10. This Escrow Agreement shall not in any fashion be construed to limit the powers, rights,
or duties of City, but said agreement shall be construed in the light of the applicable ordinances of the
City of Cape Girardeau, Missouri, regarding the subdivision of lands.
11. No part of this agreement may be assigned by the Escrow Agent or the Developer
without first obtaining the express written consent of such assignment by the City, but the City agrees not
to unreasonably withhold such consent.
IN WITNESS WHEREOF, the parties have executed this instrument in triplicate as of the day and
year first herein written.
l
[Signature]
Cuff h16�c�r��
[Typed Name & Office of Signer]�G,,
J:Seal]
[Seal]
ATTEST:
Gayle L. Conrad, City Clerk
DEVELOPER
�a ( L )..L_
[Typed Name of Developer]
Sign
ature]
iJ .l `� c—I 1 � 41 M �S tel. V :✓`a . � �' . `� 'V h Ci f ✓ ly
[Typed Name & Office of Signer]
ESCR 11�%O o, �w�.F. Jti•Iq
a�t."
7/75, -
[ i ature pp
[Typed Name & Office of Signer]
101111 1
CITY OF CAPE GIRARDEAU, MISSOURI
Douglas K. Leslie, City Manager
STATE OF MISSOURI
ss.
COUNTY OF CAPE GIRARDEAU )
O is � day of 2�before me personally appeared
e_!We known to be the person described in and who executed
the foregoingrinstrument, and acknowledged that he executed the same as his free act and deed.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal at my office
in said County and State the day and year first above written.
[Notary Public Signature]
My Commission Expires: Lel�j e_" I �2L
// [Typed Name of Notary Public]
lfJ
Debbie Profilet
Notary Public Notary Seal
STATE OF MISSOURI ) STATE OF MISSOURI
) ss. Cape Girardeau County
COUNTY OF CAPE GIRARDEAU ) My Commission Expires 6/19/2007
Ont isL 11
day of 20a:5_, before me personally appeared
t e known to be the person described in and who executed
oregoing instrument, a cknowledged that he executed the same
as his free act and deed.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal at my office
in said County and State the day and year first above written.
[Notary Public Si4Kature]
IVIy Commission Expires: f
[Typed Name of Notary Public]
Debbie Profilet
Notary Public Notary Seal,
STATE OF MISSOURI
STATE OF MISSOURI ) Cape Girardeau County
) ss. My Commission Expires 6/19/2007
COUNTY OF CAPE GIRARDEAU )
On this day of , 20 , before me appeared Douglas K. Leslie,
to me personally known, who, being by me duly sworn, did say that he is the City Manager of the City of
Cape Girardeau, Missouri, a Municipal Corporation of the State of Missouri, and that the seal affixed to
the foregoing instrument is the seal of said City and that the said instrument was signed and sealed in
behalf of said City by authority of its City Council and acknowledged said instrument to be the free act
and deed of said City.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal, at my
office in Cape Girardeau, Missouri, the day and year first above written.
LaDonna Laub, Notary Public
My Commission Expires:
August 4, 2007
FROM: 6A.4k- W.#4 •
[Financiaffnstituticni
ZoZ1 B►•eadk►-ate
[Address]
i'�aUsf 3/, 2-
[Date]
[Date]
TO: LA -C
[Customer -Developer] sl
-
[Address]
AND
City of Cape Girardeau, Missouri - Beneficiary
City Hall, P. 0. Box 617
Cape Girardeau, Missouri 63702-0617
IRREVOCABLE LETTER OF CREDIT
We hereby establish our irrev cafjle lett of credit in your favor up to the aggregate
amount of _Nl.//ie�t Str�►. At,* =; co ars ($37111oeo ) available upon your demand and
u on the approval of Beneficiary - City bf tape Girardeau for the cost of developing f4i L4.Ir.�_
Subdivision according to the final plat and improvement plans ahb specifications
as approved by the City of Cape Girardeau on , 20 . If you do not complete the
improvements as specified within two (2) years, Beneficiary - City of Cape Girardeau may, pursuant to the
procedures in the Ordinances of the City of Cape Girardeau, draw the balance of your account required to
complete said improvements.
FINANCIAL INSTITUTION
LA 64AI4
[Ty e Fi nci Institution]
[Seal]
VSiatu j
;i M1 L i ►v► bR tc q - /1 e ('6�c-Q Pr e s�'�
[Typed Name & Offi a of Signer]
,Accepted this day of 2005—
CUSTOMER-DEVELOPER
L, LLL
[Typed Name of ustomer eveloper]
[S al]
[Si ture]
[Typed Name & Office of Signer],, z.-
CITY
Approved pursuant to Council action this day of
[Seal]
STATE OF MISSOURI )
) ss.
COUNTY OF CAPE GIRARDEAU )
20
City of Cape Girardeau, Missouri
Douglas K. Leslie, City Manager
n thi ' day of 20C�,. before me personally appeared
( Ot e known to be the person described in and who executed
regoing instrument, and knowledged that he executed the same as his free act and deed.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal at my office
in said County and State the day and year first above written.
2
Qlary Public Signature]
My Commission Expires: � yl�—� 71, (/, - eLhl i(!E:_ ' , 71�_
[ Typed Name of Notary Public]
Debbie Profilet
Notary Public Notary Seal
STATE OF MISSOURI
STATE OF MISSOURI ) Cape Girardeau County
ss.
My Commission Expires 6/19/2007
COUNTY OF CAPE GIRARDEAU )
On thisday of 20� before me personally appeared to me
known to be the person described in and ho executed the foregoing instrument, and acknowledged that
he executed the same as his free act and deed.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal at my office
in said County and State the day and year first above written.
My Commission Expires:
[Notaaryy,Public / Signature]
[ Typed Name of Notary Public]
Debbie Profilat
Notary Public Notary Seal
STATE OF MISSOURI
Cape Girardeau County
My Commission Expires 6/19/2007
STATE OF MISSOURI )
) ss.
COUNTY OF CAPE GIRARDEAU )
On this day of , 20 , before me appeared Douglas K. Leslie, to me
personally known, who, being by me duly sworn, did say that he is the Interim City Manager of the City of Cape
Girardeau, Missouri, a Municipal Corporation of the State of Missouri, and that the seal affixed to the foregoing
instrument is the seal of said City and that the said instrument was signed and sealed in behalf of said City by
authority of its City Council and acknowledged said instrument to be the free act and deed of said City.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official sea!, at my office in
Cape Girardeau, Missouri, the day and year first above written.
LaDonna Laub, Notary Public
My Commission Expires:
August 4, 2007