HomeMy WebLinkAbout2018-11-85561140,1341
ORDINANCE NO. 2018 —11-8556
AN ORDINANCE OF THE CITY OF PADUCAH, KENTUCKY, APPROVING
CORRECTIVE TRANSFERS OF REAL PROPERTY AND INTERESTS IN
REAL PROPERTY AMONG THE CITY OF PADUCAH, THE PADUCAH
MCCRACKEN COUNTY CONVENTION CENTER CORPORATION, JIM
SMITH CONTRACTING COMPANY, LLC, PADUCAH RIVERFRONT
HOTEL, LP, AND INDEPENDENCE BANK WITH RESPECT TO THE
DEVELOPMENT OF THE PADUCAH RIVERFRONT, A PUBLIC PROJECT;
AND AUTHORIZING THE EXECUTION OF VARIOUS DOCUMENTS TO
EFFECTUATE SAME
WHEREAS, the Board of Commissioners of the City of Paducah, Kentucky, have
determined that it is necessary, appropriate, and in the best interest of the City to generate,
revitalize, improve and generally enhance the Paducah Riverfront, a public project; and
WHEREAS, the City of Paducah, Kentucky ("City") owns some, but not all, of the
"Paducah Riverfront Property," which real property is generally situated North of the Paducah
floodwall between Madison and Campbell Streets; and
WHEREAS, the Paducah -McCracken County Convention Center Corporation
("PMCCC") owns some, but not all, of the Paducah Riverfront Property upon which the PMCCC
owns, operates and manages a publically owned convention and expo center, generally known as
the Paducah McCracken County Convention and Expo Center (the "Convention and Expo
Center"); and
WHEREAS, it has always been the intention of City and PMCCC, that PMCCC would
own that portion of the Paducah Riverfront Property upon which the Convention and Expo
Center is situated and that the City would own the remainder of the Paducah Riverfront Property;
and
WHEREAS, the City is also the owner of certain real property situated along and near
North 4a` Street and Executive Boulevard adjacent to the Convention and Expo Center, which
real property has been leased to Paducah Riverfront Hotel, LP, (the "Riverfront Hotel") for the
development and construction and subsequent management and operation of an upscale brand
hotel and parking lot, generally known as the "Holiday Inn Paducah Riverfront;" and
WHEREAS, the development, construction, and equipping of the Holiday Inn Paducah
Riverfront was financed through that certain Industrial Building Revenue Bonds, Series 2015, in
the aggregate principal amount of up to $12,000,000 ("Bonds") issued by the City and purchased
on November 1, 2015 by Independence Bank of Kentucky ("Lender"), which Bonds are secured
by certain Open -End Leasehold Mortgage, Security Agreement, Assignment and Agreement as
to Real Estate Matters dated as of November 1, encumbering and pledging the Riverfront Hotel's
leasehold interest in the Holiday Inn Paducah Riverfront;" and
WHEREAS, Jim Smith Contracting Company, LLC (the "Company") is the owner of
certain real property located North of 6a` Street between Park Avenue and Campbell Street and
adjacent to the Paducah Riverfront Property; and
WHEREAS, the predecessors to the Company and City have previously exchanged real
property for purposes of the improvement and extension of Campbell Street and Park Avenue,
which right of ways are maintained and controlled by City; and
WHEREAS, the boundaries of the Paducah Riverfront Property have been surveyed and
re-established by Waiver of Subdivision Plat for Julian Carroll Convention Center, of record in
Plat Section M, page 1260, and Waiver of Subdivision Plat for Midwest Terminal of record in
Plat Section M, Page 1261, all in the McCracken County Clerk's Office; and
WHEREAS, the aforesaid survey and Subdivision Plats have uncovered certain
mistakes in previous conveyances between City and PMCCC, City and Company, City and
Riverfront Hotel, and City and the Lender which fail to meet the intentions of the parties; and
WHEREAS, it is the desire among City, PMCCC, Riverfront Hotels, the Company, and
the Lender to correct these errors through the execution and delivery of various quitclaims deeds,
deeds of clarification, first amendments to leases, and modifications to security agreement so that
record ownership of the Paducah Riverfront Property shall be in conformity with the intention of
the parties as depicted on the aforesaid Subdivision Plats; and
NOW THEREFORE, BE IT ORDAINED BY THE CITY COMMISSION OF THE
CITY OF PADUCAH, KENTUCKY, AS FOLLOWS:
Section 1. Recitals and Authorization. The City hereby approves the following
corrective transfers of real property and documents in substantially the form attached hereto as
Exhibits Al through Al and made part hereof:
EXHIBIT
DOCUMENT
GRANTOR
GRANTEE
PROPERTY
A-1
Quitclaim Deed
PMCCC
City
Tract 3A of
Amendment to
and City
Bank
M-1260
A-2
Quitclaim Deed
PMCCC
City
Tract 4 of
Lease
M-1260
A-3
Deed of
City
City
Tract 1 of
Clarification
and City
Bank
M-1260
A-4
Deed of
City
City
Tract 3B of
Clarification
M-1260
A-5
Quitclaim Deed
City
PMCCC
Tract 2 of
Assignment of
Bank
M-1260
A-6
Quitclaim Deed
PMCCC
City
Tract 6 of
M-1261
A-7
Deed of
Company
City
Tract 3,6,7 of
Conveyance
M-1261
EXHIBIT
DOCUMENT
LESSEE/TENANT
LESSORILANDLORD
PROPERTY
A-8
First
Riverfront Hotel
City
Tract A & B
Amendment to
and City
Bank
of M-1260
Parking Site
Lease
A-9
First
Riverfront Hotel
City
Tract A of
Amendment to
and City
Bank
M-1260
Agreement of
Lease
EXHIBIT
DOCUMENT
MORTGAGOR
MORTGAGEE
PROPERTY
A-10
Modification of
Riverfront Hotel
Independence
Tract B of
Open -End
and City
Bank
M-1260
Leasehold
Mortgage
A-11
Modification of
Riverfront Hotel
Independence
Tract A of
Open -End
and City
Bank
M-1260
Leasehold
Mortgage
A712
Modification of
Riverfront Hotel
Independence
Tract A of
Assignment of
Bank
M-1260
Rents and Leases
It is further determined that it is necessary and desirable and in the best interest of the City to
enter into these corrective property transfers and documents for the purposes therein specified,
and the execution and delivery of each of the property transfers and documents as described
herein is hereby authorized and approved. The Mayor is hereby authorized to execute each of
the corrective property transfers and documents as described here with such changes not
inconsistent with this Ordinance and not substantially adverse to the City as may be approved by
the official executing the same on behalf of the City. The approval of such changes by said
official, and that such are not substantially adverse to the City, shall be conclusively evidenced
by the execution of the aforesaid transfers and documents. Further, the City hereby ratifies the
Mayor's execution of the Waiver of Subdivision Plat for the City of Paducah recorded in Plat
Section CABM, Page 1260.
Section 2. Severability. If any section, paragraph or provision of this Ordinance shall be
held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such
i' section, paragraph or provision shall not affect any of the remaining provisions of this
Ordinance.
Section 3. Compliance With Open Meetings Laws. The City Commission hereby finds
and determines that all formal actions relative to the adoption of this Ordinance were taken in an
open meeting of this City Commission, and that all deliberations of this City Commission and of
its committees, if any, which resulted in formal action, were in meetings open to the public, in
full compliance with applicable legal requirements.
Section 4. Conflicts. All ordinances, resolutions, orders or parts thereof in conflict with
the provisions of this Ordinance are, to the extent of such conflict, hereby repealed and the
provisions of this Order shall prevail and be given effect.
Section 5. Effective Date. This Ordinance shall be read on two separate days and
will become effective upon summary publication pursuant to KRS Chapter 424.
Mayor Brandi Harless
ATTEST:
City Clerk, Lindsa Parish
Introduced by the Board of Commissioners, October 23, 2018
Adopted by the Board of Commissioners, November 27, 2018
Recorded by Lindsay Parish, City Clerk, November 27, 2018
Published by The Paducah Sun, November 30, 2018
ORD\ENG\Transfer Riverfront Property Pursuant to Survey
Denton Law Firm, PLLC
EXHIBIT A-1
QUITCLAIM DEED FROM PMCCC TO CITY FOR TRACT 3A OF M-1260
See attachment.
EXHIBIT A-1
QUITCLAIM DEED
THIS QUITCLAIM DEED is made and entered into this _ day of
, 2018, by and between THE PADUCAH McCRACKEN COUNTY
CONVENTION CENTER CORPORATION, a non-profit Kentucky Corporation with its
principal place of business located at 128 Broadway, Paducah, Kentucky 42001 (hereinafter,
"Grantor") and CITY OF PADUCAH, KENTUCKY, a municipal corporation of the Home
Rule class existing under the laws of the Commonwealth of Kentucky, of P O Box 2267,
Paducah, Kentucky 42002-2267 (hereinafter "Grantee").
WITNESSETH
WHEREAS, the Grantor owns some, but not all, of that certain parcel of land identified
as Tract 3A on the Waiver of Subdivision Plat for Julian Carroll Convention Center, of record in
Plat Section M, page 1260, McCracken County Court Clerk's Office; and
WHEREAS, the Grantee owns some, but not all, of that certain parcel of land identified
as Tract 3A on the Waiver of Subdivision Plat for Julian Carroll Convention Center, of record in
Plat Section M, page 1260, McCracken County Court Clerk's Office; and
WHEREAS, it is the desire of the Grantor to convey to the Grantee any interest it may
possess in and to said Tract 3A.
NOW, THEREFORE, in and for the consideration of One Dollar and No/100 ($1.00) and
other good and valuable consideration, the receipt of which is acknowledged, the Grantor hereby
remises, releases and forever quitclaims, with no warranty whatsoever, unto the Grantee, its
successors and/or assigns, all of Grantor's right, title, interest or claim in and to the following -
described real estate, together with all improvements, appurtenances and rights thereunto
belonging, situated in McCracken County, Kentucky, to -wit:
Being Tract 3A, consisting of 1.864 acres, as depicted on the Waiver of
Subdivision Plat for Julian Carroll Convention Center of record in Plat Section M,
page 1260, McCracken County Court Clerk's Office.
Being part of same property conveyed to Paducah -McCracken County
Convention Center Corporation, by deed dated April 14, 2005, of record in Deed
Book 1064, page 565, and to City of Paducah, Kentucky, by deeds dated
December 23, 2009, of record in Deed Book 1181, page 35 and Deed Book 1181,
page 40, McCracken County Court Clerk's Office.
Also, Grantee claims title subject to the right of use of others in and to the thread
of the Ohio River as set forth on Plat Section M, page 516, in the aforesaid clerk's
office.
It is the intent of the Grantee to hold the title to the herein described real property
in fee simple.
TO HAVE AND TO HOLD the same, together with all improvements thereon and all
rights and appurtenances thereunto pertaining unto the Grantee, its successors and assigns,
forever.
Grantor and Grantee hereby swear and affirm, under penalty of perjury, that the
foregoing transfer of real property is made by gift, nominal consideration, or no consideration
and, further, that the estimated fair cash value for the property hereby transferred is:
$120,000.00.
IN WITNESS WHEREOF, the Grantor and Grantee have hereunto set their hands.
Paducah McCracken County Convention
Center Corporation
M.
STATE OF KENTUCKY )
) SS
COUNTY OF McCRACKEN )
City of Paducah, Kentucky
52
Title:
The foregoing instrument was sworn to and acknowledged before me this day of
2018, by ,
(title) of Paducah McCracken County Convention Center Corporation, a
non-profit Kentucky corporation, on behalf of said corporation, Grantor..
My commission expires:
Notary Public, State at Large
Notary ID #
STATE OF KENTUCKY )
) SS
COUNTY OF McCRACKEN )
The foregoing instrument was sworn to and acknowledged before me this day
of , 2018, by ,
(title) of City of Paducah, Kentucky, a municipal corporation of the
Home Rule class existing under the laws of the Commonwealth of Kentucky, on behalf of said
entity, Grantee.
My commission expires:
Notary Public, State at Large
Notary ID #
This instrument prepared by:
DENTON LAW FIRM, PLLC
P. O. Box 969
Paducah, KY 42002-0969
(270) 450-8253
212726
Send current year tax bill to:
City of Paducah
P O Box 2267
Paducah, KY 42002-2267
EXHIBIT A-2
QUITCLAIM DEED FROM PMCCC TO CITY FOR TRACT 4 OF M-1260
See attachment.
EXHIBIT A-2
QUITCLAIM DEED
THIS QUITCLAIM DEED is made and entered into this day of
, 2018, by and between THE PADUCAH McCRACKEN COUNTY
CONVENTION CENTER CORPORATION, a non-profit Kentucky Corporation with its
principal place of business located at 128 Broadway, Paducah, Kentucky 4200 1 (hereinafter,
"Grantor") and CITY OF PADUCAH, KENTUCKY, a municipal corporation of the Home
Rule class existing under the laws of the Commonwealth of Kentucky, of P O Box 2267,
Paducah, Kentucky 42002-2267 (hereinafter "Grantee").
WITNESSETH
THAT FOR AND IN CONSIDERATION of One Dollar and No/100 ($1.00) and other
good and valuable consideration, the receipt of which is acknowledged, the Grantor hereby
remises, releases and forever quitclaims, with no warranty whatsoever, unto the Grantee, its
successors and/or assigns, all of Grantor's right, title, interest or claim in and to the following -
described real estate, together with all improvements, appurtenances and rights thereunto
belonging, situated in McCracken County, Kentucky, to -wit:
Being Tract 4, consisting of 4.753 acres, as depicted on the Waiver of Subdivision
Plat for Julian Carroll Convention Center of record in Plat Section M, page 1260,
McCracken County Court Clerk's Office.
Being part of same property conveyed to Paducah -McCracken County
Convention Center Corporation, by deed dated April 14, 2005, of record in Deed
Book 1064, page 565, deed dated April 12, 2005, of record in Deed Book 1064,
page 561, McCracken County Court Clerk's Office.
It is the intent of the Grantee to hold the title to the herein described real property
in fee simple.
TO HAVE AND TO HOLD the same, together with all improvements thereon and all
rights and appurtenances thereunto pertaining unto the Grantee, its successors and assigns,
forever.
Grantor and Grantee hereby swear and affirm, under penalty of perjury, that the
foregoing transfer of real property is made by gift, nominal consideration, or no consideration
and, further, that the estimated fair cash value for the property hereby transferred is:
$304,000.00.
IN WITNESS WHEREOF, the Grantor and Grantee have hereunto set their
hands.
Paducah McCracken County Convention
Center Corporation
Title:
City of Paducah, Kentucky
STATE OF KENTUCKY )
COUNTY OF McCRACKEN )
The foregoing instrument was sworn to and acknowledged before me this day of
, 2018, by
(title) of Paducah McCracken County Convention Center Corporation, a
non-profit Kentucky corporation, on behalf of said corporation, Grantor.
My commission expires:
Notary Public, State at Large
Notary ID #
STATE OF KENTUCKY )
COUNTY OF McCRACKEN )
The foregoing instrument was sworn to and acknowledged before me this day
of , 2018, by ,
(title) of City of Paducah, Kentucky, a municipal corporation of the
Home Rule class existing under the laws of the Commonwealth of Kentucky, on behalf of said
entity, Grantee.
My commission expires:
Notary Public, State at Large
Notary ID #
This instrument prepared by:
DENTON LAW FIRM, PLLC
P. O. Box 969
Paducah, KY 42002-0969
(270) 450-8253
212732
Send current year tax bill to:
City of Paducah
P O Box 2267
Paducah, KY 42002-2267
EXHIBIT A-3
CITY DEED OF CLARIFICATION FOR TRACT I OF M-1260
See attachment.
EXHIBIT A-3
DEED OF CLARIFICATION
THIS DEED OF CLARIFICATION made and entered into this the day
of 12018, by and between CITY OF PADUCAH, KENTUCKY, a
municipal corporation of the Home Rule class, duly organized and existing under the laws of the
Commonwealth of Kentucky, of P.O. Box 2267, Paducah, Kentucky 42002-2267, the Grantor,
and LISA H. EMMONS, as Trustee for the purposes hereinafter set out, of 555 Jefferson Street,
Suite 301, Paducah, KY 42001, Grantee;
WITNESSETH:
WHEREAS, City of Paducah acquired certain parcels of real estate by deeds dated
December 23, 2009, of record in Deed Book 1181, page 35, and Deed Book 1181, page 40, in the
McCracken County Court Clerk's Office; and
WHEREAS, the boundaries of said parcels have been re-established by a Waiver
of Subdivision Plat for Julian Carroll Convention Center, of record in Plat Section M, page 1260,
McCracken County Court Clerk's Office; and
WHEREAS, the Grantor desires to clarify the description and ownership as to the
herein described real property; and
NOW, THEREFORE, in order to carry out such desire of the Grantor and in
consideration of the Grantor's desire that such be done and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged and for purposes of
clarifying ownership in and to the following described property, the Grantor hereby bargains,
sells and conveys unto the Grantee as Trustee in fee simple (for the purpose of executing a deed
back to City of Paducah, Kentucky, its successors and assigns forever, together with all
improvements, appurtenances and rights thereunto belonging) the following described property
lying and being in McCracken County, Kentucky and more particularly described as follows:
Being Tract 1, consisting of 14.734 acres, as depicted on the Waiver of Subdivision
Plat for Julian Carroll Convention Center of record in Plat Section M, page 1260,
McCracken County Court Clerk's Office.
Being part of same property conveyed to City of Paducah, Kentucky, by deeds dated
December 23, 2009, of record in Deed Book 1181, page 35 and Deed Book 1181,
page 40, McCracken County Court Clerk's Office. City of Paducah, Kentucky,
claims title, subject to the right ofuse by others, to the thread of the Ohio River as set
forth on Plat Section M, page 516, aforesaid clerk's office.
TO HAVE AND TO HOLD the above described property together with all of the
rights, privileges, appurtenances and improvements thereunto belonging unto the Grantee, as
Trustee for the purposes above described, with Covenant of Special Warranty of title, except
easements, covenants and restrictions of record.
n- -km i
THIS DEED OF CONVEYANCE made and entered into this the day of
2018, by and between Lisa H. Emmons, as Trustee for the
purpose hereinafter set out, of 555 Jefferson Street, Suite 301, Paducah, KY 42001, the Grantor,
and CITY OF PADUCAH, KENTUCKY, a municipal corporation of the Home Rule class, duly
organized and existing under the laws of the Commonwealth of Kentucky, of P.O. Box 2267,
Paducah, Kentucky 42002-2267, Grantee;
WITNESSETH:
WHEREAS, by a deed of conveyance heretofore executed from City of Paducah,
Kentucky, as Grantor, the herein described property was conveyed to Lisa H. Emmons as
Trustee, for the purpose of executing a deed back to Grantee, in order to clarify the description
and ownership of the property described herein; and
WHEREAS, the Grantor herein desires to fulfill said trust and do all acts
necessary therefore;
NOW, THEREFORE, in consideration of the foregoing facts and in and for
purposes of clarifying the description and ownership in and to the following described property,
the Grantor herein hereby bargains, sells and conveys unto the Grantee herein, its successors and
assigns forever, the following described property lying and being in McCracken County,
Kentucky, with all improvements, appurtenances and rights thereunto belonging, and more
particularly described as follows:
Being Tract 1, consisting of 14.734 acres, as depicted on the Waiver of Subdivision
Plat for Julian Carroll Convention Center of record in Plat Section M, page 1260,
McCracken County Court Clerk's Office.
Being part of same property conveyed to City of Paducah, Kentucky, by deeds dated
December 23, 2009, of record in Deed Book 1181, page 35 and Deed Book 1181,
page 40, McCracken County Court Clerk's Office. City of Paducah, Kentucky,
claims title, subject to the right of use by others, to the thread of the Ohio River as set
forth on Plat Section M, page 516, aforesaid clerk's office.
2
It is the intent of the Grantee to hold the title to the herein described real property in
fee simple.
TO HAVE AND TO HOLD the above described real property together with all
of the rights, privileges, appurtenances and improvements thereunto belonging unto the Grantee,
its successors and assigns forever, with covenant of Special Warranty, except easements,
covenants and restrictions of record.
Grantors and Grantees hereby swear and affirm, under penalty of perjury, that the
foregoing transfer of real property is made by gift, nominal consideration, or no consideration
and, further, that the estimated fair cash value for the property hereby transferred is: $943,000.00.
IN WITNESS WHEREOF, all of the parties to these two deeds of conveyance have
hereunto set their hands on this the date first above written.
CITY OF PADUCAH, KENTUCKY (Grantor)
LISA H. EMMONS, as TRUSTEE, Grantor
TITLE:
CITY OF PADUCAH, KENTUCKY (Grantee)
IED
LISA H. EMMONS, as TRUSTEE, Grantee
TITLE:
STATE OF KENTUCKY )
COUNTY OF MCCRACKEN )
The foregoing instrument was sworn and acknowledged before me this
day of , 2018, by ,
(title) of the City Paducah, Kentucky, a municipal corporation of the
Home Rule class, on behalf of said entity, Grantor and Grantee.
My commission expires
NOTARY PUBLIC, STATE AT LARGE
Notary ID#
3
STATE OF KENTUCKY )
COUNTY OF MCCRACKEN )
The foregoing instrument was sworn and acknowledged before me this _
day of , 2018, by Lisa H. Emmons, as Trustee, Grantee and Grantor.
My commission expires
This instrument prepared by:
DENTON LAW FIRM, PLLC
P. O. Box 969
Paducah, KY 42002-0969
212719
Send current tax bill to:
City of Paducah, Kentucky
P O Box 2267
Paducah, KY 42002-2267
NOTARY PUBLIC, STATE AT LARGE
Notary ID#
M
EXHIBIT A-4
CITY DEED OF CLARIFICATION FOR TRACT 313 OF M-1260
See attachment.
EXHIBIT A-4
DEED OF CLARIFICATION
THIS DEED OF CLARIFICATION made and entered into this the day
of 2018, by and between CITY OF PADUCAH, KENTUCKY, a
municipal corporation of the Home Rule class, duly organized and existing under the laws of the
Commonwealth of Kentucky, of P.O. Box 2267, Paducah, Kentucky 42002-2267, the Grantor,
and LISA H. EMMONS, as Trustee for the purposes hereinafter set out, of 555 Jefferson Street,
Suite 301, Paducah, KY 42001, Grantee;
WITNESSETH:
WHEREAS, City of Paducah acquired certain parcels of real estate by deeds dated
December 23, 2009, of record in Deed Book 1181, page 35, and Deed Book 1181, page 40, in the
McCracken County Court Clerk's Office; and
WHEREAS, the boundaries of said parcels have been re-established by a Waiver
of Subdivision Plat for Julian Carroll Convention Center, of record in Plat Section M, page 1260,
McCracken County Court Clerk's Office; and
WHEREAS, the Grantor claims title to the herein described property and desires
to clarify the description and ownership as to the herein described real property; and
NOW, THEREFORE, in order to carry out such desire of the Grantor and in
consideration of the Grantor's desire that such be done and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged and for purposes of
clarifying the description and ownership in and to the following described property, the Grantor
hereby bargains, sells and conveys unto the Grantee as Trustee in fee simple (for the purpose of
executing a deed back to City of Paducah, Kentucky, its successors and assigns forever, together
with all improvements, appurtenances and rights thereunto belonging) the following described
property lying and being in McCracken County, Kentucky and more particularly described as
follows:
Being Tract 313, consisting of 0.860 acres, as depicted on the Waiver of Subdivision
Plat for Julian Carroll Convention Center of record in Plat Section M, page 1260,
McCracken County Court Clerk's Office.
Being part of same property conveyed to City of Paducah, Kentucky, by deeds dated
December 23, 2009, of record in Deed Book 1181, page 35 and Deed Book 1181,
page 40, McCracken County Court Clerk's Office.
TO HAVE AND TO HOLD the above described property together with all of the
rights, privileges, appurtenances and improvements thereunto belonging unto the Grantee, as
Trustee for the purposes above described, with Covenant of Special Warranty of title, except
easements, covenants and restrictions of record.
AND
THIS DEED OF CONVEYANCE made and entered into this the day of
2018, by and between Lisa H. Emmons, as Trustee for the
purpose hereinafter set out, of 555 Jefferson Street, Suite 301, Paducah, KY 42001, the Grantor,
and CITY OF PADUCAH, KENTUCKY, a municipal corporation of the Home Rule class, duly
organized and existing under the laws of the Commonwealth of Kentucky, of P.O. Box 2267,
Paducah, Kentucky 42002-2267, Grantee;
WHEREAS, by a deed of conveyance heretofore executed from City of Paducah,
Kentucky, as Grantor, the herein described property was conveyed to Lisa H. Emmons as
Trustee, for the purpose of executing a deed back to Grantee, in order to clarify the description
and ownership of the property described herein; and
WHEREAS, the Grantor herein desires to fulfill said trust and do all acts
necessary therefore;
NOW, THEREFORE, in consideration of the foregoing facts and in and for
purposes of clarifying the description and ownership in and to the following described property,
the Grantor herein hereby bargains, sells and conveys unto the Grantee herein, its successors and
assigns forever, the following described property lying and being in McCracken County,
Kentucky, with all improvements, appurtenances and rights thereunto belonging and more
particularly described as follows:
Being Tract 3B, consisting of 0.860 acres, as depicted on the Waiver of Subdivision
Plat for Julian Carroll Convention Center of record in Plat Section M, page 1260,
McCracken County Court Clerk's Office.
Being part of same property conveyed to City of Paducah, Kentucky, by deeds dated
2
December 23, 2009, of record in Deed Book 1181, page 35 and Deed Book 1181,
page 40, McCracken County Court Clerk's Office.
It is the intent of the Grantee to hold title to the herein described real property in fee
simple.
TO HAVE AND TO HOLD the above described real property together with all
of the rights, privileges, appurtenances and improvements thereunto belonging unto the Grantee,
its successors and assigns forever, with covenant of Special Warranty, except easements,
covenants and restrictions of record.
Grantors and Grantees hereby swear and affirm, under penalty of perjury, that the
foregoing transfer of real property is made by gift, nominal consideration, or no consideration
and, further, that the estimated fair cash value for the property hereby transferred is: $55,000.00.
IN WITNESS WHEREOF, all of the parties to these two deeds of conveyance have
hereunto set their hands on this the date first above written.
CITY OF PADUCAH, KENTUCKY (Grantor)
:
LISA H. EMMONS, as TRUSTEE, Grantor
TITLE:
CITY OF PADUCAH, KENTUCKY (Grantee)
ME
LISA H. EMMONS, as TRUSTEE, Grantee
STATE OF KENTUCKY )
COUNTY OF MCCRACKEN )
The foregoing instrument was sworn and acknowledged before me this
day of , 2018, by ,
(title) of the City Paducah, Kentucky, a municipal corporation of the
Home Rule class, on behalf of said entity, Grantor and Grantee.
My commission expires
NOTARY PUBLIC, STATE AT LARGE
Notary ID#
3
STATE OF KENTUCKY )
COUNTY OF MCCRACKEN )
The foregoing instrument was sworn and acknowledged before me this _
day of , 2018, by Lisa H. Emmons, as Trustee, Grantee and Grantor.
My commission expires
This instrument prepared by:
DENTON LAW FIRM, PLLC
P. O. Box 969
Paducah, KY 42002-0969
212724
Send current tax bill to:
City of Paducah, Kentucky
P O Box 2267
Paducah, KY 42002-2267
NOTARY PUBLIC, STATE AT LARGE
Notary ID#
rd
EXHIBIT A-5
QUITCLAIM DEED FROM CITY TO PMCCC FOR TRACT 2 OF M-1260
See attachment.
EXHIBIT A-5
QUITCLAIM DEED
THIS QUITCLAIM DEED is made and entered into this day of
, 2018, by and between CITY OF PADUCAH, KENTUCKY, a municipal
corporation of the Home Rule class existing under the laws of the Commonwealth of Kentucky,
of P O Box 2267, Paducah, Kentucky 42002-2267 (hereinafter, "Grantor") and THE
PADUCAH McCRACKEN COUNTY CONVENTION CENTER CORPORATION, a non-
profit Kentucky Corporation with its principal place of business located at 128 Broadway,
Paducah, Kentucky 42001 (hereinafter "Grantee").
WITNESSETH
WHEREAS, the Grantor owns some, but not all, of that certain parcel of land identified
as Tract 2 on the Waiver of Subdivision Plat for Julian Carroll Convention Center, of record in
Plat Section M, page 1260, McCracken County Court Clerk's Office; and
WHEREAS, the Grantee owns some, but not all, of that certain parcel of land identified
as Tract 2 on the Waiver of Subdivision Plat for Julian Carroll Convention Center, of record in
Plat Section M, page 1260, McCracken County Court Clerk's Office; and
WHEREAS, it is the desire of the Grantor to convey to the Grantee any interest it may
possess in and to said Tract 2.
NOW, THEREFORE, in and for the consideration of One Dollar and No/100 ($1.00) and
other good and valuable consideration, the receipt of which is acknowledged, the Grantor hereby
remises, releases and forever quitclaims, with no warranty whatsoever, unto the Grantee, its
successors and/or assigns, all of Grantor's right, title, interest or claim in and to the following -
described real estate, together with all improvements, appurtenances and rights thereunto
belonging, situated in McCracken County, Kentucky, to -wit:
Being Tract 2, consisting of 9.236 acres, as depicted on the Waiver of Subdivision
Plat for Julian Carroll Convention Center of record in Plat Section M, page 1260,
McCracken County Court Clerk's Office.
Being part of same property conveyed to Paducah -McCracken County
Convention Center Corporation, by deed dated April 14, 2005, of record in Deed
Book 1064, page 565, deed dated April 12, 2005, of record in Deed Book 1064,
page 561, and deed dated December 15, 2010, of record in Deed Book 1203, page
240, McCracken County Court Clerk's Office. Also being a part of the same
property conveyed to City of Paducah, Kentucky, by deeds dated December 23,
2009, of record in Deed Book 1181, page 35 and Deed Book 1181, page 40,
McCracken County Court Clerk's Office.
TO HAVE AND TO HOLD the same, together with all improvements thereon and all
rights and appurtenances thereunto pertaining unto the Grantee, its successors and assigns,
forever.
Grantor and Grantee hereby swear and affirm, under penalty of perjury, that the
foregoing transfer of real property is made by gift, nominal consideration, or no consideration
and, father, that the estimated fair cash value for the property hereby transferred is:
$590,000.00.
IN WITNESS WHEREOF, the Grantor and Grantee have hereunto set their
hands.
City of Paducah, Kentucky
Lo
STATE OF KENTUCKY )
) SS
COUNTY OF McCRACKEN )
Paducah McCracken County Convention
Center Corporation
The foregoing instrument was sworn to and acknowledged before me this day
of , 2018, by ,
(title) of City of Paducah, Kentucky, a municipal corporation of the
Home Rule class existing under the laws of the Commonwealth of Kentucky, on behalf of said
entity, Grantor.
My commission expires:
Notary Public, State at Large
Notary ID #
STATE OF KENTUCKY )
) SS
COUNTY OF McCRACKEN )
The foregoing instrument was sworn to and acknowledged before me this day of
2018, by ,
(title) of Paducah McCracken County Convention Center Corporation, a
non-profit Kentucky corporation, on behalf of said corporation, Grantee..
My commission
Notary Public, State at Large
Notary ID #
This instrument prepared by:
DENTON LAW FIRM, PLLC
P. O. Box 969
Paducah, KY 42002-0969
(270) 450-8253
212727
Send current year tax bill to:
Paducah McCracken County Convention Center
128 Broadway
Paducah, KY 42001
EXHIBIT A-6
QUITCLAIM DEED FROM PMCCC TO CITY FOR TRACT 6 OF M-1261
See attachment.
EXHIBIT A-6
QUITCLAIM DEED
THIS QUITCLAIM DEED is made and entered into this _ day of
2018, by and between THE PADUCAH McCRACKEN COUNTY
CONVENTION CENTER CORPORATION, a non-profit Kentucky Corporation with its
principal place of business located at 128 Broadway, Paducah, Kentucky 42001 (hereinafter,
"Grantor") and CITY OF PADUCAH, KENTUCKY, a municipal corporation of the Home
Rule class existing under the laws of the Commonwealth of Kentucky, of P O Box 2267,
Paducah, Kentucky 42002-2267 (hereinafter "Grantee").
WITNESSETH
THAT FOR AND IN CONSIDERATION of One Dollar and No/100 ($1.00) and other
good and valuable consideration, the receipt of which is acknowledged, the Grantor hereby
remises, releases and forever quitclaims, with no warranty whatsoever, unto the Grantee, its
successors and/or assigns, all of Grantor's right, title, interest or claim in and to the following -
described real estate, together with all improvements, appurtenances and rights thereunto
belonging, situated in McCracken County, Kentucky, to -wit:
Being Tract 6, consisting of 0.2440 acres, as depicted on the Waiver of
Subdivision Plat for Midwest Terminal of record in Plat Section M, page 1261,
McCracken County Court Clerk's Office.
Being part of same property conveyed to Paducah -McCracken County
Convention Center Corporation, by deed dated April 12, 2005, of record in Deed
Book 1064, page 561, McCracken County Court Clerk's Office.
It is the intent of the Grantee to hold the title to the herein described real property
in fee simple.
TO HAVE AND TO HOLD the same, together with all improvements thereon and all
rights and appurtenances thereunto pertaining unto the Grantee, its successors and assigns,
forever.
Grantor and Grantee hereby swear and affirm, under penalty of perjury, that the
foregoing transfer of real property is made by gift, nominal consideration, or no consideration
and, further, that the estimated fair cash value for the property hereby transferred is: $500.00
IN WITNESS WHEREOF, the Grantor and Grantee have hereunto set their hands.
Paducah McCracken County Convention
Center Corporation
City of Paducah, Kentucky
C
Title: Title:
STATE OF KENTUCKY )
COUNTY OF McCRACKEN )
The foregoing instrument was sworn to and acknowledged before me this day
of , 2018, by
(title) of City of Paducah, Kentucky, a municipal corporation of the
Home Rule class existing under the laws of the Commonwealth of Kentucky, on behalf of said
entity, Grantee.
My commission expires:
Notary Public, State at Large
Notary ID #
This instrument prepared by:
DENTON LAW FIRM, PLLC
P. O. Box 969
Paducah, KY 42002-0969
(270) 450-8253
212902
Send current year tax bill to:
City of Paducah
P O Box 2267
Paducah, KY 42002-2267
EXHIBIT A-7
DEED OF CONVEYANCE FROM THE COMPANY TO CITY FOR
TRACTS 3, 6, & 7 OF M-1261
See attachment.
EXHIBIT A-7
DEED OF CONVEYANCE
THIS DEED made and entered into this the day of
2018, by and between JIM SMITH CONTRACTING COMPANY, LLC, a
Kentucky limited liability company, whose mailing address is 1108 Dover Road, Grand Rivers,
KY 42045, hereinafter called Grantor, and CITY OF PADUCAH, KENTUCKY, a municipal
corporation of the Home Rule class existing under the laws of the Commonwealth of Kentucky,
and a body politic and corporate, of P.O. Box 2267, Paducah, Kentucky 42002-2267, hereinafter
called Grantee;
WITNESSETH:
THAT FOR AND IN CONSIDERATION of the sum of $1.00, cash in hand paid
by the Grantee to the Grantor, the receipt of which is hereby acknowledged, and other good and
valuable consideration, Grantor sold and does by these presents grant, bargain, sell, alien and
convey unto the Grantee, its successors and assigns forever, together with all the improvements,
appurtenances and rights thereunto belonging, the following described property, lying and being
in McCracken County, Kentucky, and more particularly described as follows:
BEING TRACT 3, CONSISTING OF 0.0188 ACRES, TRACT 6, CONSISTING OF
0.2440 ACRES, AND TRACT 7, CONSISTING OF 0.0485 ACRES, AS
DEPICTED ON THE WAIVER OF SUBDIVISION PLAT FOR MIDWEST
TERMINAL OF RECORD IN PLAT SECTION M, PAGE 1261, MCCRACKEN
COUNTY COURT CLERK'S OFFICE.
BEING A PART OF THE SAME PROPERTY CONVEYED TO JIM SMITH
CONTRACTING COMPANY, LLC, A KENTUCKY LIMITED LIABILITY
COMPANY, BY DEED DATED MAY 31, 2009, OF RECORD IN DEED BOOK
1168, PAGE 27, MCCRACKEN COUNTY COURT CLERK'S OFFICE.
The intent of the Grantor is to convey the above described tracts in fee simple to
Grantee.
TO HAVE AND TO HOLD the same, together with all improvements thereon
and all rights and appurtenances thereunto pertaining unto Grantee, its successors and assigns
forever, with Covenant of General Warranty, except easements, covenants and restrictions of
record.
1
Grantor and Grantee hereby swear and affirm, under penalty of perjury, that the
foregoing transfer of real property is made by gift, nominal consideration, or no consideration
and, further, that the estimated fair cash value for the property hereby transferred is $12,500.00.
IN WITNESS WHEREOF, the Grantor and Grantee have hereunto set their hands.
JIM SMITH CONTRACTING COMPANY, LLC CITY OF PADUCAH, KENTUCKY
Title
STATE OF KENTUCKY )
COUNTY OF MCCRACKEN )
10
Title
The foregoing instrument was sworn and acknowledged before me this
day of 2018, by ,
(title) of Jim Smith Contracting Company, LLC, a Kentucky limited
liability company, on behalf of said company, Grantor.
My commission expires_
NOTARY PUBLIC, STATE AT LARGE
Notary ID#
STATE OF KENTUCKY)
COUNTY OF MCCRACKEN )
The foregoing instrument was sworn and acknowledged before me this day
of , 2018, by
(title), of City of Paducah, Kentucky, a municipal corporation of the home rule class existing
under the laws of the Commonwealth of Kentucky, and a body politic and corporate, Grantee.
My commission expires
This instrument prepared by:
DENTON LAW FIRM, PLLC
P. O. Box 969
Paducah, KY 42002-0969
212903
Send 2018 tax bill to:
City of Paducah
P O Box 2267
Paducah, KY 42002-2267
2
NOTARY PUBLIC, STATE AT LARGE
Notary ID#
EXHIBIT A-8
FIRST AMENDMENT TO PARKING SITE LEASE FROM CITY TO RIVERFRONT HOTEL
FOR TRACTS A & B OF M-1260
See attachment.
212910
Puking Site
EXHIBIT A-8
FIRST AMENDMENT TO PARKING SITE LEASE
THIS FIRST AMENDMENT TO PARKING SITE LEASE made and entered into on this
day of , 2018 (the "Effective Date") by and between PADUCAH
RIVERFRONT HOTEL LP, a Kentucky ULPA Limited Partnership, by and through its
General Partner, Paducah Hotel hic., a Kentucky corporation, having an address of 1401 Spring
Bank Drive, Building A, Suite 8, Owensboro, KY 42303, (hereinafter referred to as the
"Lessee"); CITY OF PADUCAH, KENTUCKY, a Kentucky home class city having an
address of 300 South 5h Street, PO Box 2267, Paducah, KY 42002-2267 (hereinafter referred to
as the "Lessor").
WITNESSETH:
WHEREAS, on November 1, 2015, the Lessor and the Lessee, entered into a Parking Site
Lease, which lease is of record in Deed Book 1311, page 214, McCracken County Court Clerk's
Office (the "Parking Site Lease"); and
WHEREAS, pursuant to the Parking Site Lease, and in furtherance of the
accomplishment of the public purposes of the Lessor, Lessor leased the parking site identified on
Exhibit B (the "Parking Site") of the Parking Site Lease to the Lessee; and
WHEREAS, a recent survey of the Parking Site was performed at the direction of the
Lessor and a new legal description has been prepared to more accurately describe the Parking
Site; and
WHEREAS, the Project Site identified in the Parking Site Lease was also surveyed and a
new legal description has been prepared to more accurately describe the Project Site; and
WHEREAS, the Lessor and Lessee now desire to amend Exhibit A and Exhibit B of the
Parking Site Lease to more accurately identify and describe the Project Site and the Parking Site.
NOW THEREFORE, for and in consideration of $1.00 cash in hand paid, the receipt and
sufficiency is hereby acknowledged by all parties, and the mutual covenants and conditions
contained herein the parties agree as follows:
1. Amendment to the Parking Site Lease. The Parking Site Lease is hereby modified
as follows:
(a) Exhibit A "Project Site" of the Parking Site Lease is deleted in its entirety and
replaced with the following:
Being Lease Tract A, containing 1.4650 acres, as depicted on the Waiver of
Subdivision Plat for Julian Carroll Convention Center, of record in Plat Section
M, page 1260, McCracken County Court Clerk's Office.
Previously described as follows:
Beginning at a found'/2-inch rebar and cap PLS 2547 being at the intersection of
the north right-of-way line of Executive Boulevard with the east right-of-way line
North Fourth Street, right-of-way line being 33.00 feet from their centerlines;
thence with said east right-of-way North 24 degrees 58 minutes 42 seconds West,
a distance of 316.50 feet to a calculated point being North 48 degrees 08 minutes
08 seconds West, a distance of 0.15 feet from a found mag nail and being the
south line of the City of Paducah property, as recorded in Deed Book 1181, at
Page 40 in the office of the McCracken County Clerk; thence serving said city
property North 64 degrees 56 minutes 23 seconds East, a distance of 155.25 feet
to a calculated point being South 71 degrees 24 minutes 23 seconds West, a
distance of 0.10 feet from a found '/2 -inch rebar; thence continuing to sever said
city property South 41 degrees 18 minutes 30 seconds East, a distance of 329.67
1
feet to a found %2 -inch rebar being in said north right-of-way line; thence with said
north right-of-way line south 64 degrees 56 minutes 23 seconds West, a distance
of 247.94 feet to the point of beginning and containing 1.465 acres.
Being a part of the same property conveyed to City of Paducah, Kentucky, by
deed dated March 29, 2010, of record in Deed Book 1185, page 732, all of record
in the McCracken County Court Clerk's Office.
(b) Exhibit B "Parking Site" of the Parking Site Lease is deleted in its entirety and
replaced with the following:
Being Lease Tract B, containing 44,881 square feet, as depicted on the Waiver of
Subdivision Plat for Julian Carroll Convention Center, of record in Plat Section
M, page 1260, McCracken County Court Clerk's Office.
Being a part of the same property conveyed to City of Paducah, Kentucky, by
deeds dated December 23, 2009, of record in Deed Book 1181, page 35 and Deed
Book 1181, page 40, and deed dated March 29, 2010, of record in Deed Book
1185, page 732, all of record in the McCracken County CourtClerk's Office.
2. Reaffirmation of the Parking Site Lease. Except for the modification set forth
herein, all other terms and provisions of the Parking Site Lease entered into between the parties
are expressly acknowledged, reaffirmed, and ratified by all parties hereto. All parties hereby
agree to perform in strict accordance with the terms and provisions as set forth under the Parking
Site Lease.
3. Miscellaneous Provisions. This Agreement shall be fully binding upon the parties
hereto and their successors, and assigns as of the Effective Date.
IN WITNESS WHEREOF, the parties have respectively caused this Agreement to be
- executed on the day and year first above written.
LESSEE:
PADUCAH RIVERFRONT HOTEL LP,
By: Paducah Hotel Inc., a Kentucky corporation,
Its General Partner
GLENN D. HIGDON
Title: President
M7.Wl"V
CITY OF PADUCAH, KENTUCKY
go
Title:
STATE OF KENTUCKY )
COUNTY OF
The foregoing instrument is acknowledged before me this day of
2018, by Glenn D. Higdon, President, of Paducah Hotel, Inc., a Kentucky corporation, as general
partner of Paducah Riverfront Hotel LP, on behalf of said limited partnership, Lessee.
Notary Public, State at Large
Notary ID #
My Commission expires:
STATE OF KENTUCKY )
COUNTY OF MCCRACKEN )
The foregoing instrument is acknowledged before me this day of
2018, by , (title) of City of
Paducah, Kentucky, on behalf of said municipal corporation, Lessor.
My Commission expires:
This document prepared by:
Denton Law Firm, PLLC
P. O. Box 969
Paducah, KY 42002-0969
212910.doc
Notary Public, State at Large Notary ID #
3
EXHIBIT A-9
FIRST AMENDMENT TO AGREEMENT OF LEASE FROM CITY TO RIVERFRONT
HOTEL FOR
TRACTS A OF M-1260
See attachment.
213368
Hotel
EXHIBIT A-9
FIRST AMENDMENT TO AGREEMENT OF LEASE
THIS FIRST AMENDMENT TO AGREEMENT OF LEASE made and entered into on
this day of 2018 (the "Effective Date") by and between PADUCAH
RIVERFRONT HOTEL LP, a Kentucky ULPA Limited Partnership, by and through its
General Partner, Paducah Hotel Inc., a Kentucky corporation, having an address of 1401 Spring
Bank Drive, Building A, Suite 8, Owensboro, KY 42303, (hereinafter referred to as the
"Tenant"); and CITY OF PADUCAH, KENTUCKY, a Kentucky home class city having an
address of 300 South 5a' Street, PO Box 2267, Paducah, KY 42002-2267 (hereinafter referred to
as the "Landlord").
WITNESSETH:
WHEREAS, on November 1, 2015, the Landlord and the Tenant, entered into an
Agreement of Lease, which lease is of record in Deed Book 1311, page 144, McCracken County
Court Clerk's Office (the "Agreement of Lease"); and
WHEREAS, pursuant to the Agreement of Lease, and in furtherance of the
accomplishment of the public purposes of the Landlord, Landlord leased the Project Site
identified on Exhibit B (the "Project Site") of the Agreement of Lease to the Tenant; and
WHEREAS, a recent survey of the Project Site was performed at the direction of the
Landlord and a new legal description has been prepared to more accurately describe the Project
Site; and
WHEREAS, the Landlord and Tenant now desire to amend Exhibit B of the Agreement
of Lease to more accurately identify and describe the Project Site.
NOW THEREFORE, for and in consideration of $1.00 cash in hand paid, the receipt and
sufficiency is hereby acknowledged by all parties, and the mutual covenants and conditions
contained herein the parties agree as follows:
1. Amendment to the Agreement of Lease. The Agreement of Lease is hereby
modified as follows:
Exhibit B "Project Site" of the Agreement of Lease is hereby modified as :
Project Site previously described as:
Beginning at a found I/2 -inch rebar and cap PLS 2547 being at the intersection of
the north right-of-way line of Executive Boulevard with the east right-of-way line
North Fourth Street, right-of-way line being 33.00 feet from their centerlines;
thence with said east right-of-way North 24 degrees 58 minutes 42 seconds West,
a distance of 316.50 feet to a calculated point being North 48 degrees 08 minutes
08 seconds West, a distance of 0.15 feet from a found mag nail and being the
south line of the City of Paducah property, as recorded in Deed Book 1181, at
Page 40 in the office of the McCracken County Clerk; thence serving said city
property North 64 degrees 56 minutes 23 seconds East, a distance of 155.25 feet
to a calculated point being South 71 degrees 24 minutes 23 seconds West, a
distance of 0.10 feet from a found 1/2 -inch rebar; thence continuing to sever said
city property South 41 degrees 18 minutes 30 seconds East, a distance of 329.67
feet to a found %2 -inch rebar being in said north right-of-way line; thence with said
north right-of-way line south 64 degrees 56 minutes 23 seconds West, a distance
of 247.94 feet to the point of beginning and containing 1.465 acres.
Project Site is now more accurately described as:
Being Lease Tract A, containing 1.4650 acres, as depicted on the Waiver of
Subdivision Plat for Julian Carroll Convention Center, of record in Plat Section
M, page 1260, McCracken County Court Clerk's Office.
Being a part of the same property conveyed to City of Paducah, Kentucky, by
deed dated March 29, 2010, of record in Deed Book 1185, page 732, all of record
in the McCracken County Court Clerk's Office.
2. Reaffirmation of the Agreement of Lease. Except for the modification set forth
herein, all other terms and provisions of the Agreement of Lease entered into between the parties
are expressly acknowledged, reaffirmed, and ratified by all parties hereto. All parties hereby
agree to perform in strict accordance with the terms and provisions as set forth under the
Agreement of Lease.
3. Miscellaneous Provisions. This Agreement shall be fully binding upon the parties
hereto and their successors, and assigns as of the Effective Date.
IN WITNESS WHEREOF, the parties have respectively caused this Agreement to be
executed on the day and year first above written.
TENANT:
PADUCAH RIVERFRONT HOTEL LP,
By: Paducah Hotel Inc., a Kentucky corporation,
Its General Partner
GLENN D. HIGDON
Title: President
LANDLORD:
CITY OF PADUCAH, KENTUCKY
Lo
Title:
STATE OF KENTUCKY )
COUNTY OF
The foregoing instrument is acknowledged before me this day of
2018, by Glenn D. Higdon, President, of Paducah Hotel, Inc., a Kentucky corporation, as general
partner of Paducah Riverfront Hotel LP, on behalf of said limited partnership, Tenant.
My Commission expires:
Notary Public, State at Large
Notary ID #
`a
STATE OF KENTUCKY )
COUNTY OF MCCRACKEN )
The foregoing instrument is acknowledged before me this day of
2018, by (title) of City of
Paducah, Kentucky, on behalf of said municipal corporation, Landlord.
My Commission expires:
This document prepared by:
Denton Law Firm, PLLC
P. O. Box 969
Paducah, KY 42002-0969
213368.doc
Notary Public, State at Large Notary ID #
3
213093
Parldng Site
EXHIBIT A-10
MODIFICATION OF OPEN-END LEASEHOLD MORTGAGE
THIS MODIFICATION OF OPEN-END LEASEHOLD MORTGAGE (this
"Modification") is made as of the day of 2018, by and between
PADUCAH RIVERFRONT HOTEL LP, a Kentucky ULPA Limited Partnership, by and
through its General Partner, Paducah Hotel Inc., a Kentucky corporation (the "Mortgagor"), as
Grantor, whose address is 1401 Spring Bank Drive, Building A, Suite 8, Owensboro, KY 42303,
and INDEPENDENCE BANK OF KENTUCKY, a Kentucky banking corporation, as Original
Purchaser and Grantee (the "Mortgagee").
RECITALS
WHEREAS, reference is hereby made to that certain Bond Purchase Agreement dated as
of November 1, 2015 (the "Bond Purchase Agreement") among the City of Paducah ("Issuer"),
the Grantor and the Grantee, as Original Purchaser (each as defined in the Bond Purchase
Agreement), the Grantee purchased the Industrial Building Revenue Bonds, Series 2015, in the
aggregate principal amount of up to $12,000,000 (the "Bonds") from the Issuer in order to
finance the acquisition, construction and equipping of a hotel in downtown Paducah, Kentucky
(the "Project");
WHEREAS, as a condition to the purchase of the Bonds, the Mortgagee required the
Mortgagor to enter into and grant to Mortgagee a certain Open -End Leasehold Mortgage dated as
of November 1, 2015 (the "Existing Mortgage"), which was recorded on November 4, 2015 in
Mortgage Book 1481, page 68 in the McCracken County Clerk's Office, encumbering and
pledging the Mortgagor's leasehold interest created by the Parking Site Lease dated November 1,
2015, (the "Parking Site Lease") by and between the Mortgagor and the Issuer, which parking
site was identified and described on Exhibit A of the Existing Mortgage;
WHEREAS, Mortgagor and Issuer have amended the Parking Site Lease pursuant to that
certain First Amendment to Parking Site Lease, dated as of 2018 (the "First
Amendment", and together with the Parking Site Lease, as the same may be further amended,
restated, modified or supplemented from time to time, the "Amended Parking Site Lease")
pursuant to which the parties have agreed to amend Exhibit B, "Parking Site" of the Lease to
more accurately identify and describe the Parking Site (as defined in the Amended Parking Site
Lease);
WHEREAS, Mortgagor and Mortgagee now wish to amend Exhibit A of the Mortgage to
more accurately identify and describe the Parking Site in the Existing Mortgage as set forth
below.
NOW, THEREFORE, for and in consideration of the sum of One and No/ 100ths Dollars
($1.00) and other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, Mortgagor and Mortgagee do hereby agree as follows:
AGREEMENT
1. Modification of Existing Mortgave. The Existing Mortgage is hereby modified as
follows:
Exhibit A "Parking Site" of the Existing Mortgage is deleted in its entirely and
replaced with the following:
Being Lease Tract B, containing 44,881 square feet, as depicted on the Waiver of
Subdivision Plat for Julian Carroll Convention Center, of record in Plat Section
M, page 1260, McCracken County Court Clerk's Office.
Being a part of the same property conveyed to City of Paducah, Kentucky, by
deeds dated December 23, 2009, of record in Deed Book 1181, page 35 and Deed
Book 1181, page 40, and deed dated March 29, 2010, of record in Deed Book
1185, page 732, all of record in the McCracken County Court Clerk's Office.
2. Ratification. Except as expressly set forth herein, Mortgagor covenants and agrees that
all of the terms, covenants, promises, warranties, representations and conditions of the Existing
Mortgage shall remain in full force and effect and are hereby ratified. Further, nothing contained
herein shall in any way impair the validity or priority of the Existing Mortgage.
3. Counterparts. This Modification may be executed in one or more counterparts, each of
which shall be deemed an original, and all of which together shall constitute one and the same
instrument.
4. Severability. To the extent any provision of this Modification may be deemed invalid
or unenforceable under any law, such provision shall be deemed void and inoperative and shall
not form part of this Modification, but the remainder of this Modification shall remain in full
force and effect. The parties hereto specifically declare that they would have entered into this
Modification if any such void provisions had been omitted herefrom.
5. Successors and Assigns. This Modification shall inure to the benefit of and be binding
upon the Mortgagor and the Mortgagee and their respective heirs, executors, legal
representatives, successors, successors -in -title, and assigns. Whenever a reference is made in
this Modification to "Mortgagor" or "Mortgagee," such reference shall be deemed to include a
reference to the heirs, executors, legal representatives, successors, successors -in -title and assigns
of the Mortgagor or the Mortgagee, as the case may be, but shall not imply any permission to
make or permit any transfer which is otherwise prohibited.
[Remainder of Page Intentionally Left Blank]
2
IN WITNESS WHEREOF, Mortgagor and Mortgagee have on the date set forth in the
acknowledgements hereto, effective as of the date first above written, caused this instrument to
be duly EXECUTED AND DELIVERED by authority duly given.
MORTGAGOR:
PADUCAH RIVERFRONT HOTEL LP,
By: Paducah Hotel Inc., a Kentucky corporation,
Its General Partner
By:
GLENN D. HIGDON
Title: President
MORTGAGEE:
INDEPENDENCE BANK OF KENTUCKY
Title:
STATE OF KENTUCKY )
COUNTY OF
The foregoing instrument is acknowledged before me this day of
2018, by Glenn D. Higdon, President, of Paducah Hotel, Inc., a Kentucky corporation, as general
partner of Paducah Riverfront Hotel LP, on behalf of said limited partnership, Mortgagor.
Notary Public, State at Large
Notary ID #
My Commission expires:
STATE OF KENTUCKY )
COUNTY OF MCCRACKEN )
The foregoing instrument is acknowledged before me this day of
2018, by (title) of
Independence Bank of Kentucky, a Kentucky banking corporation, Mortgagee.
My Commission expires:
Notary Public, State at Large
Notary ID #
3
This document prepared by:
Denton Law Firm, PLLC
P. O. Box 969
Paducah, KY 42002-0969
213093.doc
EXHIBIT A-10
MODIFICATION OF OPEN-END LEASEHOLD MORTGAGE FROM RIVERFRONT
HOTEL AND CITY TO LENDER
FOR TRACT B OF M-1260
See attachment.
EXHIBIT A-11
MODIFICATION OF OPEN-END LEASEHOLD MORTGAGE FROM RIVERFRONT
HOTEL AND CITY TO LENDER
FOR TRACT A OF M-1260
See attachment.
213144
Hotel
EXHIBIT A-11
MODIFICATION OF OPEN-END LEASEHOLD MORTGAGE
THIS MODIFICATION OF OPEN-END LEASEHOLD MORTGAGE, SECURITY
AGREEMENT, ASSIGNMENT AND AGREEMENT AS TO REAL ESTATE MATTERS (this
"Modification") is made as of the day of 2018, by and between
PADUCAH RIVERFRONT HOTEL LP, a Kentucky ULPA Limited Partnership, by and
through its General Partner, Paducah Hotel Inc., a Kentucky corporation (the "Mortgagor"), as
Grantor, whose address is 1401 Spring Bank Drive, Building A, Suite 8, Owensboro, KY 42303,
CITY OF PADUCAH, KENTUCKY, a municipal corporation and political subdivision of the
Commonwealth of Kentucky, (the "Issuer") of P O Box 2267, Paducah, KY 42002-2267; and
INDEPENDENCE BANK OF KENTUCKY, a Kentucky banking corporation, as Original
Purchaser and Grantee (the "Mortgagee").
RECITALS
WHEREAS, reference is hereby made to that certain Bond Purchase Agreement dated as
of November 1, 2015 (the "Bond Purchase Agreement") among the City of Paducah ("Issuer"),
the Grantor and the Grantee, as Original Purchaser (each as defined in the Bond Purchase
Agreement), the Grantee purchased the Industrial Building Revenue Bonds, Series 2015, in the
aggregate principal amount of up to $12,000,000 (the "Bonds") from the Issuer in order to
finance the acquisition, construction and equipping of a hotel in downtown Paducah, Kentucky
(the "Project");
WHEREAS, as a condition to the purchase of the Bonds, the Mortgagee required the
Mortgagor to enter into and grant to Mortgagee a certain Open -End Leasehold Mortgage,
Security Agreement, Assignment and Agreement as to Real Estate Matters dated as of November
1, 2015 (the "Existing Mortgage"), which was recorded on November 4, 2015 in Mortgage Book
1481, page 37 in the McCracken County Clerk's Office, encumbering and pledging the
Mortgagor's leasehold interest created by Agreement of Lease dated November 1, 2015, (the
"Lease") by and between the Mortgagor and the Issuer, which leased premises was identified and
described on Exhibit A of the Existing Mortgage;
WHEREAS, Mortgagor and Issuer have amended the Lease pursuant to that certain First
Amendment to Lease, dated as of 2018 (the "First Amendment", and together
with the Lease, as the same may be further amended, restated, modified or supplemented from
time to time, the "Amended Lease") pursuant to which the parties have agreed to amend Exhibit
B, "Project Site" of the Lease to more accurately identify and describe the Project Site (as
defined in the Amended Lease);
WHEREAS, Mortgagor and Mortgagee now wish to amend Exhibit B of the Mortgage to
more accurately identify and describe the Project Site in the Existing Mortgage as set forth
below.
NOW, THEREFORE, for and in consideration of the sum of One and No/ 100ths Dollars
($1.00) and other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, Mortgagor and Mortgagee do hereby agree as follows:
AGREEMENT
1. Modification of Existing Mortgage. The Existing Mortgage is hereby modified as
follows:
Exhibit B "Project Site" of the Existing Mortgage is hereby modified as follows:
Project Site previously described as:
Beginning at a found I/2 -inch rebar and cap PLS 2547 being at the intersection of
the north right-of-way line of Executive Boulevard with the east right-of-way line
North Fourth Street, right-of-way line being 33.00 feet from their centerlines;
thence with said east right-of-way North 24 degrees 58 minutes 42 seconds West,
a distance of 316.50 feet to a calculated point being North 48 degrees 08 minutes
08 seconds West, a distance of 0.15 feet from a found mag nail and being the
1
south line of the City of Paducah property, as recorded in Deed Book 1181, at
Page 40 in the office of the McCracken County Clerk; thence serving said city
property North 64 degrees 56 minutes 23 seconds East, a distance of 155.25 feet
to a calculated point being South 71 degrees 24 minutes 23 seconds West, a
distance of 0.10 feet from a found 'h -inch rebar; thence continuing to sever said
city property South 41 degrees 18 minutes 30 seconds East, a distance of 329.67
feet to a found %2 -inch rebar being in said north right-of-way line; thence with said
north right-of-way line south 64 degrees 56 minutes 23 seconds West, a distance
of 247.94 feet to the point of beginning and containing 1.465 acres.
Project Site is now more accurately described as :
Being Lease Tract A, containing 1.4650 acres, as depicted on the Waiver of
Subdivision Plat for Julian Carroll Convention Center, of record in Plat Section
M, page 1260, McCracken County Court Clerk's Office.
Being a part of the same property conveyed to City of Paducah, Kentucky, by
deed dated March 29, 2010, of record in Deed Book 1185, page 732, all of record
in the McCracken County Court Clerk's Office.
2. Ratification. Except as expressly set forth herein, Mortgagor covenants and agrees that
all of the terms, covenants, promises, warranties, representations and conditions of the Existing
Mortgage shall remain in full force and effect and are hereby ratified. Further, nothing contained
herein shall in any way impair the validity or priority of the Existing Mortgage.
3. Counterparts. This Modification may be executed in one or more counterparts, each of
which shall be deemed an original, and all of which together shall constitute one and the same
instrument.
4. Severability. To the extent any provision of this Modification may be deemed invalid
or unenforceable under any law, such provision shall be deemed void and inoperative and shall
not form part of this Modification, but the remainder of this Modification shall remain in full
force and effect. The parties hereto specifically declare that they would have entered into this
Modification if any such void provisions had been omitted herefrom.
5. Successors and Assigns. This Modification shall inure to the benefit of and be binding
upon the Mortgagor and the Mortgagee and their respective heirs, executors, legal
representatives, successors, successors -in -title, and assigns. Whenever a reference is made in
this Modification to "Mortgagor" or "Mortgagee," such reference shall be deemed to include a
reference to the heirs, executors, legal representatives, successors, successors -in -title and assigns
of the Mortgagor or the Mortgagee, as the case may be, but shall not imply any permission to
make or permit any transfer which is otherwise prohibited.
IN WITNESS WHEREOF, Mortgagor, Mortgagee and Issuer have on the date set forth
in the acknowledgements hereto, effective as of the date first above written, caused this
instrument to be duly EXECUTED AND DELIVERED by authority duly given.
I5 -07W 0XTMINI
PADUCAH RIVERFRONT HOTEL LP,
By: Paducah Hotel Inc., a Kentucky corporation,
Its General Partner
GLENN D. HIGDON
Title: President
MORTGAGEE:
INDEPENDENCE BANK OF KENTUCKY
By:
Title:
ISSUER:
CITY OF PADUCAH, KENTUCKY
By:
Title:
STATE OF KENTUCKY )
COUNTY OF
The foregoing instrument is acknowledged before me this day of
2018, by Glenn D. Higdon, President, of Paducah Hotel, Inc., a Kentucky corporation, as general
partner of Paducah Riverfront Hotel LP, on behalf of said limited partnership, Mortgagor.
Notary Public, State at Large
Notary ID #
My Commission expires:
STATE OF KENTUCKY )
COUNTY OF MCCRACKEN )
The foregoing instrument is acknowledged before me this day of
2018, by (title) of
Independence Bank of Kentucky, a Kentucky banking corporation, Mortgagee.
Notary Public, State at Large
Notary ID #
My Commission expires:
STATE OF KENTUCKY )
COUNTY OF MCCRACKEN )
The foregoing instrument is acknowledged before me this day of
2018, by , (title) of City of
Paducah, Kentucky, a municipal corporation of the Home Rule class existing under the laws of
the Commonwealth of Kentucky, on behalf of said entity, Issuer.
Notary Public, State at Large
Notary ID #
My Commission expires:
This document prepared by:
Denton Law Firm, PLLC
P. O. Box 969
Paducah, KY 42002-0969
213144.doc
EXHIBIT A-12
MODIFICATION OF ASSIGNMENT OF RENTS AND LEASES FROM RIVERFRONT
HOTEL TO LENDER
FOR TRACT A OF M-1260
See attachment.
214471
Hotel
EXHIBIT A-12
MODIFICATION OF ASSIGNMENT OF RENTS AND LEASES
THIS MODIFICATION OF ASSIGNMENT OF RENTS AND LEASES (this
"Modification") is made as of the day of , 2018, by and between
PADUCAH RIVERFRONT HOTEL LP, a Kentucky ULPA Limited Partnership, by and
through its General Partner, Paducah Hotel Inc., a Kentucky corporation (the "Tenant"), as
Grantor, whose address is 1401 Spring Bank Drive, Building A, Suite 8, Owensboro, KY 42303,
and INDEPENDENCE BANK OF KENTUCKY, a Kentucky banking corporation, as Original
Purchaser and Grantee (the "Original Purchaser").
RECITALS
WHEREAS, reference is hereby made to that certain Bond Purchase Agreement dated as
of November 1, 2015 (the "Bond Purchase Agreement") among the City of Paducah ("Issuer"),
the Tenant, as Grantor, and the Original Purchaser, as Grantee (each as defined in the Bond
Purchase Agreement), the Original Purchaser purchased the Industrial Building Revenue Bonds,
Series 2015, in the aggregate principal amount of up to $12,000,000 (the "Bonds") from the
Issuer in order to finance the acquisition, construction and equipping of a hotel in downtown
Paducah, Kentucky (the "Project");
WHEREAS, as a condition to the purchase of the Bonds, the Original Purchaser required
the Tenant to enter into and grant to the Original Purchaser a certain Assignment of Rents and
Leases dated as of November 1, 2015 (the "Existing Assignment"), which was recorded on
November 4, 2015 in Deed Book 1311, page 208 in the McCracken County Clerk's Office,
encumbering and pledging any existing leases, together any and all future leases affecting the
real estate described on Exhibit A (the "Property" or "Project Site") of the Existing Assignment;
WHEREAS, Tenant and Original Purchaser now wish to amend Exhibit A of the Existing
Assignment to more accurately identify and describe the Property or Project Site in the Existing
Assignment as set forth below.
NOW, THEREFORE, for and in consideration of the sum of One and No/l00ths Dollars
($1.00) and other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the Tenant and the Original Purchaser do hereby agree as follows:
I:CIT;i�lu I �1►Y Y
Modification of Existing Assignment. The Existing Assignment is hereby modified as
follows:
Exhibit A "Property" or "Project Site" of the Existing Assignment is hereby
modified as follows:
Property or Project Site previously described as:
Beginning at a found th-inch rebar and cap PLS 2547 being at the intersection of
the north right-of-way line of Executive Boulevard with the east right-of-way line
North Fourth Street, right-of-way line being 33.00 feet from their centerlines;
thence with said east right-of-way North 24 degrees 58 minutes 42 seconds West,
a distance of 316.50 feet to a calculated point being North 48 degrees 08 minutes
08 seconds West, a distance of 0.15 feet from a found mag nail and being the
south line of the City of Paducah property, as recorded in Deed Book 1181, at
Page 40 in the office of the McCracken County Clerk; thence serving said city
property North 64 degrees 56 minutes 23 seconds East, a distance of 155.25 feet
to a calculated point being South 71 degrees 24 minutes 23 seconds West, a
distance of 0.10 feet from a found %2 -inch rebar; thence continuing to sever said
city property South 41 degrees 18 minutes 30 seconds East, a distance of 329.67
feet to a found 'h -inch rebar being in said north right-of-way line; thence with said
north right-of-way line south 64 degrees 56 minutes 23 seconds West, a distance
of 247.94 feet to the point of beginning and containing 1.465 acres.
Property or Project Site is now more accurately described as :
STATE OF KENTUCKY )
COUNTY OF
The foregoing instrument is acknowledged before me this day of
2018, by Glenn D. Higdon, President, of Paducah Hotel, Inc., a Kentucky corporation, as general
partner of Paducah Riverfront Hotel LP, on behalf of said limited partnership, Tenant.
Notary Public, State at Large
Notary ID #
My Commission expires:
STATE OF KENTUCKY )
COUNTY OF MCCRACKEN )
The foregoing instrument is acknowledged before me this day of
2018, by I (title) of
Independence Bank of Kentucky, a Kentucky banking corporation, Original Purchaser.
My Commission expires:
This document prepared by:
Denton Law Firm, PLLC
P. O. Box 969
Paducah, KY 42002-0969
214471.doc
Notary Public, State at Large
Notary ID #
3