HomeMy WebLinkAboutCCMPacket2014-03-11ROLL CALL
INVOCATION
PLEDGE OF ALLEGIANCE -FIs. McCall Hutcheson, Clark Elementary 5`h Grader
ADDITIONSMELETIONS
REPORT: Wallace Park Project -- J. Hodges
I.
MINUTES
II.
MOTIONS
A. R & F Docu vents
III.
MUNICIPAL ORDERS
A. Personnel Actions
B. Law Enforcement Service Fee Grant — S. ERVIN ;
IV.
ORDINA.\ CES — ADOPTION
A. 2013 U.S. Bulletproof Vest Partnership Grant Award — ASST.
CHIEF GRIMES
B. Authorize Chane Order #1 forthe Ohio River Boat Launch
Project — R. MURPHY
C. Closure of a Portion of RidgewDDd from Topeka to Olympia —
R. MURPHY
D. Closure of a Portion of an Aller from Bethel toward Main Street I
— R. MURPHY
V.
ORDINANCES — INTRODUCTION
A. Authorize Contract for Compost Grind ina, — R. MURPHY
B. Purchase In -Car Cameras & Semer for Police Dept. — POLICE
CHIEF BARNHILL
C. Approvat of Deed and Assignment of Lease From IDA to City
and County for the MACCO Or-anlques BUtlding I
i
- CITY MGR PEDERSON
D. Interlocal Agreement between City, County & GPEDC for
Appointing GPEDC As Project Manager for Renovations to the
MACCO Organiques Building - CITY NIGR PEDERSON
VI.
CITY MAINAGER REPORT
VII.
MAYOR & COXLtiQSSIONER CO-WMENTS
VIII.
PUBLIC COMMENTS
IX.
EXECUTIVE SESSION
k1ARCH l L 201-1
I move that the following documents be received and filed:
DOCUMENTS
t. Certificates of Liability Insurance
a. Circle P Enterprises, LLC
b. Ivi P Lawson Construction, LLC
c. Wilkins Construction Company, Inc.
d. Ray Black & Son, Inc.
Agreements/Contracts:
a. Grant Agreement with the Office of Homeland Security for the acceptance of the
2013 Homeland Security Grant Award for Police Department Hand -Held Radios
(ORD # 2013-11-8096)
b. Hotel Development Agreement with Paducah Convention Hotel for the
construction of a hotel in Downtown Paducah (ORD # 2013-12-8108)
c. Mediation Agreement with Aquatic Renovation Systems for the Noble Park Pool
Rehabilitation Project (ORD # 2012-11-7993)
d. Change Order # l with Aquatic Renovation Systems for the Noble Park Pool
Rehabilitation Project (ORD # 2012-11-7993)
e. Communications System Agreement with Motorola Solutions for Hand-held
Radios for the Paducah Police Department (ORD 1#2014-02-8116)
f. Cooperation Agreement with The United States of America Department of the
Army for the Rehabilitation of a Federal Flood Control Work (ORD # 2013-01-
8110)
Agreement with The Federal Materials Company, LLC for the 201=4-201
Concrete Ready -Mix Contract (ORD # 201=1-02-$1 21)
h. Agreement with [CA Engineering, Inc. for professional inspection services for the
Greenway Trail Phase 11 Project (ORD # 2014-01-8120)
i. Agreement with the Professional Fire Fighters of Paducah. Local 168,
International Association of Firefighers for FY 201-1-2017 (ORD # 2014-02-
8119)
j. Agreement with The Paducah Police Department Bargaining Unit for FY 2014-
2017 (ORD # 2014-02-8118)
Paducah Water Works Financial Highlights for January 201 .4
4. Paducah Housing Authority Report on Examination of Financial Statements and
Supplemental Data for the year ended March 31, 2013
BIDS for Engineering -Public Works
COMPOST GRINDING OF TREE DEBRIS AND YARD WASTE
1. Central Paving Co.*
2. Agricycle, Inc.
3. Environmental Wood Recycling (Bid rejected)
'"denotes winning bid
CITY OF PADUCAH
March 11, 2014
Upon the recommendation of the City Manager, the Board of Commissioners of the
City of Paducah order that the personnel changes on the attached list be approved.
City Manager's Signature
Date
CITY OF PADUCAH
PERSONNEL ACTIONS
March 11, 2014
TERMINATIONS - FULL-TIME (FIT)
POSITION REASON EFFECTIVE DATE
POLICE OPERATIONS
Collins Jr, Henry Patrolman Resignation March 24, 2014
Agenda Action Form
Paducah City Commission
-Meeting Date: 1 1 ivtarch 2014
Short Title: 20t4-2015 Law Enforcement Service Fee (LSF) Grant Application
❑Ordinance ❑ Emergency ® ;\Municipal Order F-1Resolution F1 'Motion
Staff Work Bv: Captain Jason 1Me1rick, Sheryl Chino
Presentation By: Chief Brandon Barnhill, Steve Ervin
Baek2round Information: The Police Department desires to submit a Law
Enforcement Service Fee (LSF) Grant Application to the Kentuch? Justice Cabinet in order
to operate a one year DUI Enforcement Program.
The LSF program will reimburse the city for 100% of approved overtime personnel costs.
mileage up to 1.00 miles per eight (8) hour shift. The Department proposes to submit an
application for 150 hours of overtime for 11 officers at a rate of 556.00 per hour. The
Paducah Police Department is requesting $8,400 from the 2014-2015 LSF program. No
match is requited. The grant period «ill be July L 2014 to JLne 30, 2015.
If an award is offered it will be brought before the Commission for consideration. if the
Commission chooses to support this grant application, it must authorize and direct the Mayor
or i'vlavor's designee to sign all required grant application documents.
Goal: ❑Strong Economy ® Qualit)' Services❑ Vital Neighborhoods[] Restored Downtom tis
Funds Available
Account Name:
Account Number:
Project Number:
Staff Recommendation: Approval
Attachments:
Department Head Ciry Clerk City Manager
Finance
%tL'NICIP--\L ORDER NO.
A MUNICIPAL ORDER _AUTHORIZING THE LIAYOR TO EXECUTE AN
,APPLICATION .-SND .ALL DOCUMENTS NECESSARY" TO OBTAIN A 3014/2Ot5 LAW
ENFORCEMENT SERVICE FEE GRANT LNAN AMOUNT OP TO S8.400.00 FROM THE
KENTUCKY" JUSTICE CAB(.NET FOR THE PADUCAH POLICE DEPARTMENT TO
OPERATE A ONE-YEAR DUI ENFORCE,\,,IENT PROGRAM
BE IT ORDERED BY" TIME CITY OF PADUCAH. KENTUCKY:
SECTION I. The Mayor is Hereby authorized to execute an application and all
doCnnletab necessary to obtain a ?01-1/'_015 Law Enforcement Service Fee'2raiit in an arnoru1t up
to 58.400.00 from the Kentuckv Justice Cabinet for the Paducah Police Department to operue a
one-year DUI Enforcement ProLram.
SECTION _'. This order will he in full force and effect from and .atter the hate of
adoption
Ma% or
ATTEST
Tanimara S. Sanderson. City Clerk
,adopted bN the Board of Commissioners, March 11, 2014
Recorded by Tamrnara S_ Sanderson, City Clerk. %larch 11. ?014
?
'mo`�rants`police-?011- 01i 1a%k enforcement ser% ce tee '�1l 1
Agenda Action Form
Paducah City Commission
Meeting Date: 4 March 2014
Short Title: 2013 US Bulletproof Vest Partnership Grant
Ordinance ❑ Emergency �J Municipal Order ❑Resolution 'Motion
Staff `York By: Stacey Grimes, Sheryl Chino
Presentation By: Asst. Chief Stacey Grimes: Steve Ervin
Background Information: The U.S. Department of Justice (DOJ) Bulletproof Vest
Partnership Grant Program, an online application, provides a maximum 50% reimbursement for the
purchase of body armor for police. The City has received over 546,000 from this grant program in
the last several years.
This year the police department has been awarded $7,43.61 for the purchase of new Paraclete -
FLX-IIIA vests for the SWAT Team. The SWAT Team vests currently being used have reached the
end of their recommended life and the cost to replace these vests is S 1,336 each. This grant requires
a 50% match, therefore, matching funds in the amount of $7,435.61 will be provided through the
police department's 2014 Operating Budget. The total project cost is $14,87 1.22), The Commission
pre\.iously approved the submittal of the grant application under Municipal. Order 1723.
The grant requires authorization by the Paducah Cite Commission to allox-v the '110ayor to execute all grant
related documents.
Goal:❑ Strong Economy Quality Ser,,ices❑ Vital Neighborhoods❑ Restored Do«ntmns
Funds Available: Account Name: 2013 DOJ BVP
Project Number: PO0078 Finance
File #: 6.255
Account Number: 040-1616-321.23.07
CFDA Number: 16.607
Staff Recommendation: Approval
Department Head City Clerk Cit\. Manager
Agenda Action Form
Paducah City Commission
Meeting Date: February 28, 2014
Short Title: Authorize Change Order 91 with Jim Smith Contracting Co., LLC,
for the Ohio River Boat Launch Project
Ordinance ❑ Emergency ❑ Municipal Order rl Resolution ❑Motion
Staff Work By: Angela Weeks, EPW Proj Mgr
Presentation By: Rick Murphy, P.E., City Engineer -Public Works Director
Background Information:
On April 20, 2013, Ordinance #2013-04-8028 was adopted authorizing the Mayor to execute
a contract with Jim Smith Contracting Co., LLC, in the amount of $2,588,465.78 for
construction of the Ohio River Boat Launch Project. This Project was bid on a "Unit Price"
basis and NOT "Lump Sum." During construction of the Project, it was determined that
adjustments regarding various construction quantities were necessary.
Upon final reconciliation and tabulation of all construction items, the final contract amount
increased by $17,139.83 which is a 0.66 % increase above the original contract amount.
Therefore, the new contract price will be $2,605,605.61. The Contractor has completed all
items of the contract responsibilities and this reconciliation Change Order reflects all final
quantities utilized on the job site. The Project Account (PF0039) has sufficient funding to
cover this expense.
If approval is granted by the Board of Commissioners, this Change Order documentation will
be forwarded to the Kentucky Transportation Cabinet Office of Local Programs (KYTC-
OLP) for official execution by the required KYTC representatives as required by the FHWA
grant LPA process,
Goal: ❑Strong Economy ®Quality Services ❑Vital Neighborhoods ❑Rest d Downtowns
Funds Available: Account Name: Ohio River Boat Launch 2121 Zo !
Account Number: 040-3315-532-2307 PF0039 Finance
Staff Recommendation:
To adopt an Ordinance authorizing the Mayor to execute Charge Order 91 for the Ohio River
Boat Launch Project authorizing the contract to be increased by $17,139.83. Therefore, the
new contract price will be $2,605,605.61.
Attachments:
Original Ordinance, Change Order #1
1 2 c
Departp6ent H d
City Clerk
City Manager
Agenda Action Form
Paducah City Commission
Meeting Date: February 25, 2014
Short Title: Closure of a Portion of Ridgewood Street between Topeka Avenue
and Olympia Avenue
®Ordinance ❑ Emergency ❑ Municipal Order ❑ Resolution ❑ Motion
Staff Work By: Angela Weeks, Engr Proj Mgr
Presentation Bv: Rick Murphy, P.E., City Engineer -Public Works Director
Background Information:
The following adjacent property owners have submitted an executed application requesting that
a portion of Ridgewood Street between Topeka Avenue and Olympia Avenue closed:
• Higdon Development, Inc.
• David and Kristie Stuber
• Ronald and Shirley Hagan
• Charles and Linda Hayden
On February 17, 2014, the Planning Commission held a Publio. Hearing and made a positive
recommendation to the City Commission for this closure. All of the utility companies have
agreed to this closure with utility easements not being required.
Goal: ❑Strong Economy ❑Quality Services ®Vital Neighborhoods ❑Restored Dok nto%ns
Funds Available: Account Name: N%A
Account Number: Finance
Staff Recommendation:
To adopt an ordinance authorizing the closing of a portion of Ridgewood Street between
Topeka Avenue and Olympia Avenue be closed and authorizing the Mayor to execute the plat
and all necessary documents to complete the transfer of property to the adjacent property
owners.
Attachments:
Original Street Closure Application, Proposed Closure Plat, Public Hearing Notice, Planning
Corrunission Resolution
15
FA
Depart en H
City Clerk
City Manager
FA
Agenda Action Form
Paducah City Commission
Meeting Date: February 28, 2014
Short Title: Closure of a Portion of an Alley from Bethel Street toward Main
Street
®Ordinance ❑ Emergency ❑ Municipal Order ❑ Resolution ❑ Motion
Staff Work By: Angela Weeks, Engr Proj Nlgr
Presentation By: Rick Murphy, P.E., City Engineer -Public Works Director
Background Information:
The following adjacent property owners have submitted an executed application requesting that
a portion of a 15' Alley from Bethel Street 132' in a northerly direction toward Main Street be
closed:
.Fraternal Order of Eagles
Douglas and Sue Ingram
On February 17, 2014, the Planning Commission held a Public Hearing and made a positive
recommendation to the City Commission for this closure. All of the utility companies have
agreed to this closure with a 15'00' Public Sanitary Sewer Easement being required as shown
on the plat.
Goal: ❑Strong Economy ❑Quality Services ®Vita[ Neighborhoods ❑Restored Downtowns
Funds Available: Account Name: N/A
Account Number: Finance
Staff Recommendation:
To adopt an ordinance authorizing the closing of a portion of a t5' Alley from Bethel Street
toward Main Street be closed and authorizing the Mayor to execute the closure plat and all
necessary documents to complete the transfer of property to the adjacent property owners.
Attachments:
Original Street Closure Application, Proposed Closure Plat, Public Hearing Notice, Planning
Commission Resolution
Depa nt ead
City Clerk
City Manager
Agenda Action Form
Paducah City Commission
Meeting Date: March 11, 2014
Short Title: Compost Grinding of Tree Debris and Yard Waste Contract
®Ordinance ❑ Emergency E] Municipal Order ❑ Resolution ❑ Motion
Staff Work By: Angela Weeks, Engr-Pub Works Proi Mgr
Presentation By: Rick Murphy, P.E., City Engineer -Public Works Director
Background Information:
On March 6, 2014, sealed bids were opened and read aloud for the Compost Grinding of Tree
Debris and Yard Waste Contract. This contract requires the Contractor to periodically furnish
all equipment, operator, tools, transportation, supplies and items necessary on an as -needed
basis to grind and stack all accumulated tree debris and yard waste collected at the Compost
Facility at a contract hourly rate. Two responsive bids were submitted with Central Paving
Company of Paducah, Inc., submitting the lowest evaluated bid at an hourly rate of $524.00
per hour for this work. The contract time will be for the remaining portion of the 2014
calendar year with three optional one-year term renewals if both parties agree.
Goal: ❑Strong Economy ®Quality Services ®Vital Neighborhoods ❑Restored Downtowns
Funds Available: Account Name: Misc. Contractual / Rental3 7/,�j/
Equipment — Solid Waste Fund Finance /
Account Number: 050-2211-531-2401
Staff Recommendation:
To receive and file the bids and adopt an Ordinance authorizing the Mayor to enter into a
contract with Central Paving Company of Paducah, Inc., for Compost Grinding of Tree
Debris and Yard Waste at an hourly rate of $524.00 for the remaining portion of the 2014
calendar year, and to authorize the Mayor, subsequent to the recommendation of the City
Engineer -Public Works Director, the option to execute three optional one-year term renewals
upon the mutual agreement of both parties.
Attachments:
Bid, Bid Tab, Advertisement, proposed Contract
e
4/
Depa e H
City Clerk
City Manager
I
ORDINANCE NO. 3014 -3 -
Ali ORDINANCE ACCEPTING THE BID OF CENTRAL PAVING
COMPANY FOR COMPOST GRINDING OF TREE DEBRIS >,ND YARD WASTE.
AND AUTHORIZING THE tMAYOR TO EXECUTE A CONTR-XCT FOR SAME
BE IT ORDAINED BY THE CITY OF PADUCAH, KENTUCKY:
SECTION L The City of Paducah accepts the bid ofCentral Paving
Company for compost grinding of tree debris and yard waste in the amount of 5524.00
per hour for the remaining portion of the 2014 calendar year and with three optional one-
year term renewals. Said contract is in substantial compliance with bid specifications.
advertisement for bids, and bid of Central Paving Company dated March 6.'_014.
SECTION 2. The Mayor is hereby authorized to extcttte a contract
between the City of Paducah and Central Paving Company for compost grinding of tree
debris and yard waste as set out in Section l above. Further. the Mayor is authorized,
subsequent to the recommendation of the City Manager, the option to execute three
optional one-year term renewals upon mutual agreement of both parties.
SECTION 3. This expenditure shall be charged to the Miscellaneous
Contractual/Rental Equipment - Solid Waste Fund account.
SECTION 4, This ordinance shall be read on two separate days and will
become effective upon summary publication pursuant to KRS Chapter 424.
Mayor
ATTEST:
Tammara S. Sanderson. City Clerk
Introduced by the Board of Commissioners, klarch It. 2014
Adopted by the Board of Commissioners. March 25, 2014
Recorded by Tammara S. Sanderson. City Clerk, March 25. 3014
Published by the Paducah Sun.
\ord\p%%orks\contract-compost grinding 3-2014
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OWNER EVALUATION FORM
PAGE 1 OF 1
CITY OF PADUCAH, KENTUCKY
ENGINEERING -PUBLIC WORKS DEPARTMENT
OWNER EVALUATION FORM
PROJECT: Compost Grinding of Tree Debris and Yard Waste
DATE: 3 - -i' - I `i
BIDDER; I�reNTiA) P4.jv pa
Gradinq Criteria:
Evaluate the Bidder's Criteria on a rated value scale:
0 = the lowest value to 10 = the highest value for each item listed below.
Rating x Weighted Percent =Criterion Score
The Sum of all Criterion Scores shall be the Owner's basis of the Bidder's Overall Score.
GRADING CRITERIA
[NO-
CRITERIA ITEMS
RATING
VALUE (0- 10)
WEIGHTED -
PERCENT
CRITERION
SCORE
1.
Hourly Rate
16
40%
y0a
2.
Grinder HP
16
20%
a 00
3.
Grinder Screen Size
t o
20%
a o 0
4.
Stacker Height
I o
20%
aoo
5.
6.
7.
8.
9.
10.
BIDDER'S OVERALL TOTAL SCORE 1000
PREFERENCE TO KENTUCKY BIDDERS
1. Bidder is a resident of the following state: Ke k-ruc.IT_
2. If Bidder is a non-resident of the Commonwealth of Kentucky, indicate if any preference is given
by the resident's state:
3. Addition of any reciprocal preference for resident bidders:
C0330
OWNER EVALUATION FORM
PAGE 1 OF I
CITY OF PADUCAH, KENTUCKY
ENGINEERING -PUBLIC WORKS DEPARTMENT
OWNER EVALUATION FORM
PROJECT: Compost Grinding of Tree Debris and Yard Waste
DATE: _ 3 } Lj
BIDDER: j4Qric.vc.t,e :Lmc
Evaluate the Bidde>'s Criteria on a rated value scale:
0 = the lowest value to 10 = the highest value for each item listed below_
Rating x Weighted Percent = Criterion Score
The Sum of all Criterion Scores shalf be the Owner's basis of the Bidders Overall Some.
GRADING CRITERIA
NO.
CRITERIA ITEMS
RATING
VALUE (0-10)
WEIGHTED -
PERCENT
CRITERION
SCORE
1.
Hourly Rate
40%
aDO
2.
Grinder HP
I o
20%
aoo
3.
Grinder Screen Size
ld
20%
ao6
4.
Stacker Height
I
20%
a o0
5.
6.
7.
8.
9.
10,
BIDDER'S OVERALL TOTAL SCORE VQQ
PREFERENCE TO KENTUCKY BIDDERS
1. Bidder is a resident of the following state: N;55606
2. If Bidder is a non-resident of the Commonwealth of Kentucky, indicate if any preference is given
by the resident's state:
3. Addition of any reciprocal preference for resident bidders:
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AGREEMENT
Page i of 2
CITY OF PADUCAH, KENTUCKY
ENGINEERING -PUBLIC WORKS DEPARTMENT
AGREEMENTFOR
COMPOST GRINDING OF TREE DEBRIS AND YARD WASTE
THIS AGREEMENT, made this day of , 2014 by and between the CITY OF
PADUCAH, hereinafter called the OWNER, and CENTRAL PAVING COMPANY OF PADUCAH, INC.,
hereinafter called the CONTRACTOR, for the consideration hereinafter named, agree as follows:
ARTICLE 1, SCOPE OF WORK
The Contractor agrees to periodically furnish all equipment, operator, tools, transportation,
supplies and items necessary on an as -needed basis to grind all accumulated tree debris and yard waste
collected at the Compost Facility at the approved contract hourly rate. The Contractor will also be
required to stack the finished mulch product by utilizing a Stacking Conveyor. All work shall be
completed in accordance with the Specifications and the Addendum #1 prepared by the Owner.
Throughout the performance of this Contract, the Engineering -Public Works Department of the
City of Paducah shall, in all respects, be acting as both Engineer and agent for the Owner. All work done
by the Contractor shall be completed under the general supervision of the Engineer.
ARTICLE 2. CONTRACT TIME
This Agreement shall be binding upon the City and the Contractor, his partners, successors,
assigns, and legal representatives for remaining portion of the 2014 calendar year ending December 31,
2014. The term of the contract may be renewable for three additional one-year terms, ending at the end
of each calendar year on December 3151, upon the mutual agreement of both parties. The City Engineer -
Public Works Director, acting as agent for the Owner, shall determine, in his sole discretion, the Owner's
option to renew. Neither the City nor the Contractor shall have the right to assign, transfer, or sublet their
interests or obligations hereunder without consent of the other party.
ARTICLE 3. THE CONTRACT SUM
The Owner shall pay the Contractor for the performance of the Contract Five Hundred Twenty
Four Dollars and no cents ($524.00) per hour, as quoted in the Bid Proposal by the Contractor dated
March 6, 2014, and as approved by the Board of Commissioners on by Ordinance
2014 -
ARTICLE 4. PAYMENTS
The Contractor may submit a Request for Payment subsequent to satisfactory performance of
the required Work in accordance with all of the provisions thereof and upon approval by the Owner. The
Owner agrees to make Payment to the Contractor within Thirty (30) days after receipt of a properly
completed invoice. The Owner reserves the right to withhold any of all payments or portions thereof if
the Contractor fails to perform in accordance with the provisions of the contract.
Contract prices are firm and will not be altered during the Contract period. The Contractor
agrees that no minimum amount of purchase shall be required.
00500,
AGREEMENT
Page 2 of 2
ARTICLE 5. GOVERNING LAW
The Parties agree that this Agreement and any legal actions concerning its validity, interpretation
and performance shall be governed by the laws of the Commonwealth of Kentucky. The parties further
agree that the venue for any legal proceeding relating to this Agreement shall exclusively be in
McCracken County, Kentucky.
ARTICLE 6. THE CONTRACT DOCUMENTS
The Specifications and any Addendum that may have been issued are fully a part of this
Contract as if thereto attached or herein repeated.
IN WITNESS WHEREOF:
The parties hereto have executed this Agreement, the day and year first above written.
CENTRAL PAVING CO. OF PADUCAH, INC
BY _
TITLE
ADDRESS:
Post Office Box 3230
Paducah, Kentucky 42002-3230
CITY OF PADUCAH, KENTUCKY
BY
Gayle Kaler, Mayor
ADDRESS:
Post Office Box 2267
Paducah, Kentucky 42002-2267
Agenda Action Form
Paducah City Commission
Meeting Date: March 11, 2014
Short Title: Purchase In -Car Cameras and L3 Server Repairs
®Ordinance ❑ Emergency ❑ Municipal Order ❑ Resolution ❑ Motion
Staff Work By': Assistant Chief Stacey Grimes
Presentation By: Chief Brandon Barnhill
Background Information: Over the past several years, the police department has
equipped its marked police cruisers with in -car cameras. The cameras have
proven their worth time after time by providing evidence for court proceedings
and quelling complaints of alleged officer misconduct. Digital cameras have
slowly replaced the old VHS cameras. Content from the digital cameras is
downloaded directly to a dedicated server housed in the police department.
That server now is about seven years old and out of warranty, and in need of
replacement. We can purchase a new server, required software and installation
from L3, the manufacturer, for $15,102. Additionally, we would like to
purchase two in -car camera systems to replace the last two old VHS systems.
The two new systems will cost S 10,121. Both purchases are sole source from
L3 Communications: the cameras to match existing equipment, and the server
to coordinate with all the camera systems currently on the street.
Goal: ❑Strong Economy ® Quality Services[] Vital Neighborhoods❑ Restored Downtowns
Funds Available: Account Name: Electronic/Surveillance Equip.
Account Number: 001-1602-521-4215 Ft a %
Staff Recommendation: Approve the sole source purchase of two L3 in -car
camera systems and a new L3 server from L3 Communications for a total of
$25,223.
Attachments:
Department Head
City Clerk
City Manager
ORDNANCE NO. 2014 -3 -
AN ORDINANCE AUTHORIZING THE FINANCE DIRECTOR TO PAY L-3
COM,MUNICATIONS (NMOBELE VISION) FOR THE SOLE SOURCE PURCHASE OF
DIGITAL I` -CAR CAMERAS AND ,A NEW SERVER WITH REQUIRED SOFTWARE AND
INSTALLATION TO BE USED BY THE P.ADUCAH POLICE DEPARTMENT AND
.AU"rHORIZNG THE MAYOR TO EXECUTE .ALL DOCUMENTS RELATING TO SAME
WHEREAS. the Paducah Police Department purchased digital in -car cameras
from L-3 Communications (Mobile Vision) in February 2010: and
WHEREAS. the Police Department wishes to upgrade another two Patrol
Division vehicles with digital in -car cameras and purchase a new server t{ith required softv, are
and installation: and
WHEREAS. due to the previous purchase of the Police Department's cameras and
server used to download dis imi images are L-3 Communications (Mobile Vision) equipment a
mitten determination has been made by the City Manager that this is a sole source purchase
pursuant to Sec. 2-659 of the Code of Ordinances of the City of Paducah, Kentucky'.
BE IT ORDAINED BY THE CITY OF P:ADUCAH, KENTUCKY:
SECTION 1. That the Cin• of Paducah hereby authorizes the Finance Director to
make payment to L-3 Communications (Mobile Vision). in the amount of 525.223.00. for the
purchase of two digital in -car cameras, a new server. Software and installation to be Used by the
Paducah Police Department and authorizes the .Mayor to execute all documents relating to same.
SECTION 2. This expenditure will be charred to the Police
Equipment/Electronic/Surveillance account.
SECTION 3. This ordinance shall be read on t\e•o separate days and a ill become
effective upon summary publication pursuant to KRS Chapter 424.
\Iaror
,ATTEST:
Tammara S. Sanderson. City Clerk
Introduced by the Board of Commissioners. March 11. 2014
.Adopted by the Board of Commissioners, March 25. 2014
Recorded by Tammara S. Sanderson. City Clerk. vlarch 25. 201-1
Published by The Paducah Sun. _
erd'pohccldi;italin-car:amerasrserver 3.2014
170954
Agenda Action Form
Paducah City Commission
Meetina Date: March 11. 2014
Short Title: Authorizing the acquisition of real property located it 5455 Commerce Drive in
Paducah and the assumption of the obligations of Paducah McCracken County Industrial
Development Authority ("IDA") under a certain lease agreement dated May 31. 2013 with
Macco Organiques Corporation ("Macco").
❑ Ordinance ❑ Ernergencv X Municipal Order ❑ Resolution ❑ Mot 1011
Staff Work By: Jeff Pederson, City Manager
Presentation By: Jeff Pederson, City Manager
Backeround Information:
On April 10. 2013. City, McCracken County, GPEDC. Inc. and IDA entered into a
Memorandum of Understanding ("MOU") with Macco for the relocation and development of
an industrial/distribution facility at the spec building located at 5455 Commerce Drive. (the
"Project Site") in Paducah. Under the MOU. City and County each agreed to commit
S1.250.000 (total of S2.5 million) (the "Construction Allowance") for the construction of
certain renovations to the spec building and site preparation in order to make the site suitable
for occupation by Macco. Any cost in excess of the Construction Allowance shall be the
responsibility of Macco.
Originally the Project Site was owned by IDA. however. as a result of the Construction
Allowance commitment of City and County and the financing of same it is necessary for City
and County to own the Project Site. Therefore. IDA has executed a deed of convevance
conveying an undivided k,% interest in the Project Site to City and County. City needs to
accept this transfer.
The Project Site is currentl)' subject to a Lease Agreement entered into on Max- 31. 2013
between I.D.A. as lessor. and Macco, as lessee. As a result of the transfer of ownership from
IDA to CAN, and County. City and County need to assume the obligations of IDA under the
aforesaid lease agreement.
These transactions Further the public purpose of the City to achieve long-term economic
growth and employment opportunities for its citizens
Therefore. I seek approval from the City Commission to enter into and have the N—lawor
execute ( 1) the Deed of Conveyance from IDA to City and Count\-. in substantially the same
form attached hereto as Exhibit A: and (2) the Assignment Agreement from IDA. as assignor.
Amlda :action Farm
to City and County. collectively. as assignee. in substantially' the form attached hereto as
Fk h ihil R
Goal: XStI'ong Economy ❑ Quality Services❑ Vital Neighborhoods[:] Restored Do« nto\,\ rill
Funds Available: Accoulit Name.-
Account
ame:ACCOLlllt NUIIIbeI':
Finance
Staff Recommendatioll:
Attachments
Department Head Citi° Clerk City Manager
- isM}
ORDINANCE NO. 2014 -
AN ORDINANCE AUTHORIZING AND APPROVING THE
ACQUISI"CION OF REAL PROPERTY LOCATED AT 5455
COMMERCE DRIVE, PADUCAH, MCCRACKEN
COUNTY, KENTUCKY AND ASSUMPTION OF THE
LEASE AGREEMENT WITH MACCO ORGAN IQUES
CORPORATION, FOR THE I;V[PROVEMENT OF A PUB LIC
PROJECT
WHEREAS, the Board of Commissioners of the City of Paducah has determined that it is
necessary, appropriate, or in the best interest of the City for the City and ivlcCracken County, Kentucky
to each acquire an undivided one-half (1/2) interest in the real property located at 5455 Commerce
Drive, Paducah, McCracken County, Kentucky which is more particularly described on Exhibit "A,"
attached hereto (the "Property") and to assume the lease obligations of Paducah -McCracken County
Industrial Development Authority ('`IDA") under the Lease Agreement dated May 31, 2013 with
11vIACCO Oroaniques Corporation ("MACCO") for the Property, for purposes of economic development
(the "Public Project"): and
BE IT ORDAINED BY THE CITY OF PADUCAH, KENTUCKY:
SECTION 1. The Board of Commissioners of the City of Paducah hereby
approves and consents to the acquisition of an undivided one-half (1/2) interest in the Property
from IDA and the execution of an Assignment Agreement for the City's assumption of IRA's
rights. duties, and obligations under the existing Lease Agreement dated LN/lay 31, 2013 with
IkIACCO, fot- MACCO's use and occupancy of the Property. It is hereby found and determined
that the acquisition is public property to be used for the public purposes of the City. It is further
determined that the Mayor, on behalf of the City of Paducah, Kentucky, is hereby authorized to
execute the general warranty deed, the Assignment agreement and any other documents
necessary to accomplish and consummate the acquisition of the Property and assumption of the
lease
SECTION ?. 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 section. paragraph or
provision shall not affect any of the remaining provisions of this Ordinance.
SECTION 3. This 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 rneetincls open to the public, in full compliance with applicable legal requirements.
SECTION 4. All ordinances, resolutions, orders or parts thereof In conflict with the provlslo[ls
of this Ordinance are, to the extent of such conflict, hereby repealed and the provisions of this Ordinance
shall prevail and be given effect.
SECTION 5, This ordinance shall be read on two separate days and will become effective upoll
summary publication pursuant to KRS Chapter 424.
MAYOR
ATTEST
City Clerk
r
Introduced by the Board of Commissioners, , 2014.
Adopted by the Board of Commissioners,
Recorded by City Clerk.
Published by The Paducah Sun,
I
201=1:.
2014.
, 2014.
EXHIB IT "A"
BEING TRACT C, CONSISTING OF 10.2007 ACRES, IN
INDUSTRIAL PARK WEST, AS SHOWN ON THE WAIVER
OF SUBDIVISION PLAT AT INDUSTRIAL PARK WEST TO
CREATE NEW TRACT F AND REVISE TRACT C OF
RECORD IN PLAT SECTION "L." PAGE 1308, IN THE
MCCRACKEN COUNTY COURT CLERK'S OFFICE.
SUBJECT TO DECLARATION OF PROTECTIVE
COVENANTS AND RESTRICTIONS FOR INDUSTRIAL
PARK WEST OF RECORD IN DEED BOOK, 1186, PAGE 67.
AND RERECORDED IN DEED BOOK 1186, PAGE 643, IN
THE AFORESAID CLERK'S OFFICE.
BEING A PART OF THE SAME PROPERTY CONVEYED TO
PADUCAH-MCCRACKEN COUNTY INDUSTRIAL
DEVELOPMENT AUTHORITY, A KENTUCKY
CORPORATION. BY DEED DATED APRIL 25, 1997, OF
RECORD IN DEED BOOK 871. PAGE 672, IN THE
MCCRACKEN COUNTY COURT CLERK'S OFFICE.
M
DEED OF CONVEYANCE
TRIS DEED made and entered into this the day of
2014, by and between PADUCAH-MCCRACKEN COUNTY INDUSTRIAL DEVELOPMENT
AUTHORITY, a govermnental agency and instrumentality of the City of Paducah and the
County of McCracken, Kentucky, of P. 0. Box 1155, Paducah, Kentucky 42002-1155,
(hereinafter called 'Grantor") and CITY OF PADUCAH, KENTUCKY, a municipal corporation
of the second class existing under the laws of the Commonwealth of Kentucky, and a body
politic and corporate, whose address is Post Office Box 2267, Paducah, Kentucky 42002-2267,
and COLNITY OF MCCRACKEN, KENTUCKY, a body politic and corporate, of 301 South 6"'
Street, Paducah, KY 42003, (hereinafter collectively called "Grantees"),
WITNESSETH:
THAT FOR AND IN' CONSIDERATION of the sum of b 1.00, cash in hand paid
by the Grantees to the Grantor, the receipt of which is hereby acknoA.ledged, Grantor sold and
does by these presents grant, bargain, sell, alien and convey an undivided one-half (1'2) interest
unto each of the Grantees, their 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 C, CONSISTING OF 10.2007 .ACRES, IN
INDUSTRIAL PARK WEST, AS SHOWN ON THE W'AIVEIZ
OF SUBDIVISION PLAT AT INDUSTRIA1. PARK WEST TO
CRF ATE NEW TRACT F AND REVISE,', TRACT C OF
RECORD IN PLAT SECTION "L," PAGE 1308, IN THE
iv1CCR4CKEN COUNTY" COURT CLERK'S OFFICE,.
SUBJECT TO DECLARATION OF PROTECTIVE
COVENANTS AND RESTRICTIONS FOR INDU STRIAI-
PARK WEST OF RECORD IN DEED BOOK, 1186, PAGE 67,
AND RERECORDED N DEED BOOK 1186, PAGE 643, I\
THE AFORESAID CLERK'S OFFICE.
BENG A PART OF THE SAME PROPERTY CONVEYED TO
PADUCAH-MCCRACKEN COUNTY INDUSTRIAL
DEVELOP1vtENT AUTHORITY, A KENTUCKY
CORPORATION, BY DEED DATED APRIL 25, 1997, OF
RECORD IN DEED BOOK 871, PAGE 672, IN THE
MCCRACKEN COUNTY COURT CLERKS OFFICE.
TO HAVE AND TO HOLD the same, together with all improvements thereon
and all rights and appurtenances thereunto pertaining unto Grantees, each receiving an undivided
one-half (12) interest their successors and assigns forever, with Covenant of General Warranty,
except easements, covenants and restrictions of record.
Grantor 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: $373,000.00.
The recording of this deed is exempt from the real estate transfer tax pursuant to
KRS 142.050(7)(b).
N WITNESS WHEREOF, the Grantor and Grantees have hereunto set their
hands.
GRANTOR:
PADUCAH-MCCRACKEN COUNTY
INDUSTRIAL DEVELOPMENT AUTHORITY
Title 6keC= t
G R.a TEES:
CITY OF PADUCAH, KENTUCKY COUNTY OF IMCCRACKEN,
KENTUCKY
Title
-
STATE OF KENTUCKY
COUNTY OF NTCCRACKEN
Title
The foregoing instalment was sword and acknowledged before me this
day of �� rc�t�. r , 2014, by � -� �,ln�n;
Ujy-C �mL�. V\ (title} of Padticall-McCracken County IiidLIstrial Development _luthoi'ity, ou
said corporation, Gra-tilor,
vOT A q •'sJ'%yty commission expires
I D #
A t�
9� •'''•••-•''''� �, ti`OT� RY PUBLI , S` ATE AT LARGE
���rfj/FA l L
�NvIVOF KENTUCKY 1
COUNTY OF iVICCRACKEN
The foregoing instrument was sworn and acknowledged before me this
day o f ,
20t4, by
(title) of CITY OF PADUCAH, KENTUCKY; a municipal corporation of the
second class existing under the laws of the Commonwealth of Kentucky, and a body politic and
corporate, on behalf of said entity, Grantee.
'qty commission expires
NOTARY PUBLIC, STATE AT LARGE
STATE OF KENTUCKY
COUNTY OF MCCRACKEN
The foregoing instrument was swom and acknowledged before me this
2014, by
(title) of COLNTY OF iMCCRACKEL. KENTUCKY, a body politic
and corporate, on behalf of said body, Grantee.
day of
�tily commission expires
NOTARY PUBLIC, STATE AT LARGE
THIS INSTRU,IENT WAS PREPARED BY THE UNDERSIGNED WITHOUT THE BENEFIT
OF A TITLE EXAMINATION AND BASED UPON INFORNIATION SUPPLIED BY THE GR_aNTOR.
THE UNDERSIGNED ASSU'NIES NO RESPONSIBILITY FOR ITS ACCUR_NCY.
This instrument prepared by;
UUN(D"
DE TOS` & KEU LER, LLP
P. 0. Box 929
Paducah, KY 42002-0929
170147.doc
Send 2014 tax bill to:
GPEDC, Inc., as Project IManager
For City of Paducah and County of McCracken
P O Box l l 5 5
Paducah, KY 42002-1155
Sam
-kSSIGNNIENT AGREENIE\T
FOR VALUABLE CONSIDERATION, the receipt of which Is hereby
ucknu\k i:dged by the lmrtics hereto. PAD CAH-NICCP_kCKEN CO(
_JNTY II�ULSTR[A(.
DFA'FI.0PME'1_ AC Tl IORITY, a governmental agency and instrutventaliq of the City of
'aaueah tl,id the COMM or McCracken, Kentucky, {the "Assignor" herein}, dues hereby sell.
:r nslcr and assign unto CITY OF PADLCAH, KENTUCKY. a municipal corporation of the
second class existing under the laxvs of the Commonwealth of Kentucky, and a body politic and
COI'porate, 'ind COUNTY OF \/ICCRACKE\, KENTUCKY. a body politic and corporate
(co;lect:vely. the '.assigned" herein), all of Assignor's rights. title. InLerest,, \.\arranues,
ck)\,enant,, duties. obligations and uudet-takinQs under the followin, lease (hereinafter referred to
a; tic -Lease'•t:
• :� Lease Agreement dated \-lav 1, 201 executed betkve;:n .assignor (as Lessor)
and MACCO Orbaniques Corporation, (as Lesseel for the lease of the teal
property known as Tract C, consisting of 10.22007 acres, in Industrial Park t,;'est
Th:; fu!l text of the Lease is attached as Exhibit A to this Assignttient,
i he terntis I:ereol shall extenct to and shall be binding upon the parties hereto, and their respecm-e
I� ml repres,-watiVes• ;uccdssors and assiums.
DATED thi, _ . _ day of _ _ . 2014.
ASSIGNOR:
PA1)UCAH-i%-ICC CRACK EN COLLA FY
l'ND['Sl'RIAL DEVELONMENT AUTHORITY
Tit;e:
ASSIGNEE:
CITY OF PADUCAH, KENTUCKY
In
T'llI�-:
COL-NTY OF MCCRaCKEN, KENTUCKY
Bv.
Title:
Sl --ATE OF KENTUCKY
CUL -NT�" (DF MCCP--lCKEN
i -he foregoing instrument was sworn and i ckuowle ged before me this (Q day
o t , 2 01 , b� (� � i v � Y�
t title) of PADLC.I�I-\ICCR�CKEN COUNTY [INDUSTRIAL DEVELOP'N[ENT
AUTHORITY, a governmental agency and instrumentality of the City of Paclticah and the
C o Ln ztv o l M,: C rac ken, Kentucky, on behalf of said corporation, ;assignor.
-My commission expires
H.
✓
I C..
1!I(IUO���`
WL
NOT. RY PUBLIC.'STATE AT LARGE
STATE OF KENTUCKY
W[_'NT" ' OF \ICOR.-ICKEN
The l-oregoing iIISMI >aerlt Was s��o►'n and acknoMedged before me this
d CA v of ----- 20 t 4. by
(Jitle) of CITY OF PADUC AH, KENTUCKY, a municipal corporation of the
semid class existing under the laws of the Commomvealth of Kmmtickv, and a body politic and
or, behalf of said entity, .�kssiguee.
My commission
NOTARY PUBLIC, STATF AT LARGE
FATF OF KENTUCKY
CO[IXTY OF :-MCCRACKEN
[ he foregoing instrument vas sworn and acknoMedued before tyle this day oC
by _(title) of
C'Ot _�M_Y OF MCCR.=\CKFN, KENTUCKY, a body politic and corporate, on behalf of said
I?ocly.
illi' commission exptifk;s
NOTARY PUB LIC, STATE AT LARGE
lis instrument prepared by;
t
D 101��Tcc_ KCt 1 -Fly. LLP
P. O. Box 92-<)
Paducah, KY 4210C12-0929
EXHIBIT A
EE AT'r,-kcHyIEN'r
LEASE ACREENIENT
By and Between
PADUCAII-NICCRACKEN COUNT'S INDUSTRIAL. DEVELOPMENT AUTHORITV
Lessor
and
NI ACCO ORG ANIQUES CORPOR-XTION
Lessee
Dated as of:
May 31, 2013
Project Site: 5455 Commerce Drive
Paducah, Kentucky
LEASE AGREEMENT
This Lease Agreement (this "Lease"), made and entered into as of the 31st day of ;May.
2013. by and bemeen PADUCAIFI-i4ICCRACKEN COUNTY INDUSTRIAL
DEVELOPMENT AUTHORITY, a governmental agency and instrumentality of the City of
Paducah and the County of McCracken, Kentucky, (the "Le3sor"), with a principal mailine
address of Post Office Box 1155, Paducah, Kentucky 42002-1155, and MACCO
ORGANIQUES CORPORATION, a Kentucky corporation (the "Lessee"), with a principal
mailing address of 100 McArthur, Valleyfield, Quebec, Canada 76S 4M5, and a registered agent
address in Kentucky of 4965 US Highway 42, Suite 2500, Louisville, Kentucky 40222.
MCCRACKF,N COUNTY, KENTUCKY ("County"), with a principal mailing address of 300
South 7th Street, Paducah, Kentucky 42003; and CITY OF PADUCAH, KENTUCKY ("City"),
with a principal mailing address of Post Office Box 2267, Paducdi, Kentucky 42002-2267, join ul
this Lease for the purposes hereinafter set forth (Lessor, Lessee, City, and County may collectively
be referred to as the "Parties" and singularly be referred to as a "Party"),
WITNESSETH
WHEREAS, capitalized terms used and not otherwise defined in this preamble shall have
the respective meanings ascribed thereto in Section 1 of this Leaseset forth below; and
WHEREAS, the Lessor has a compelling public interest in fostering economic
development and promoting the development of a skilled workforce, all to the benefit of the
citizens and residents of the city of Paducah and the county of McCracken, Kentucky; and
WHEREAS, the Lessor owns the Building and has determined that it is in the best
interests of the City and the County, that Lessor or its assigns construct the Project
Improvements to the Building located on the Project Site utilizing the Constntction Allowance.
and that the Lessor rent the Building as improved and the Project Site (collectively, tile
"Premises") to Lessee for the purposes of locating, installing, equipping, operating and managing
an industrial/distribution facility and other lawful purposes, and the hiring and maintaining 40
new full-time employees at the Premises, all as more particularly set forth in the \IOU (the
"Project"), which will promote the public purpose of the Lessor and the City and the County; and
WHEREAS, the Lessee desires to rent the Premises from the Lessor for the rentals, and
upon the terms and conditions, hereinafter set forth; and
WHEREAS. it is appropriate at this time that this Lease be consummated by and between
the parties.
NOEL', 'THEREFORE, N CONSIDERATION OF THE FOREGOING PREIMISES, WHICH
ARE INCORPORATED AS A PART OF THIS LEASE, AND IN FURTHER
CONSIDERATION OF THE TERMS, COVENANTS AND CONDITIONS HEREIN SET
FORTH AND CONTAINED HEREIN AND IN THE iMOU, THE LESSOR AND THE
LESSEE MUTUALLY COVENANT .AND AGREE AS FOLLOWS:
SECTION I. Definitions.
Unless the context clearly indicates some other meaning, the following words and term -i
shall, for all purposes of this Lease, have the following meanings
".ddditional Rent" shall mean, collectively, all expenses, costs and disbursements of every
kind and nature in respect to or in connection with (i) the Project Improvements in excess of the
Construction Allowance, (ii) the Lessee Improvements, (iii) the operation, repair, replacement, and
maintenaxrce of the Premises, (iv) the insuring of the Premises as lierein provided, (v) all ad valorem
taxes assessed against the Premises, if any, and (v) any amounts payable pursuant to Sections 17 or
18 of this Lease.
"Authorized Officer" shall mewl, xvith respect to (i) the Lessor, the President/CEO and any
officer, agent or employees duly authorized by ordinance or resolution of the Lessor to perform the
act or sign the document in question, and (ii) the Lessee, the President and any other of its officers,
agents or employees duly authorized by resolution of the Lessee to perforin the act or sign the
document in question.
"Base Rent" shall mean the annual payments from Lessee to Lessor, as set forth in Section 3
of this Lease.
Building" shall mean that certain existing spec building as improved by the Project
Improvements located on the Project Site.
"City" shall mean the City of Paducah, Kentucky, a mimicipai corporation and political
subdivision of the Commonwealth of Kentucky.
"Construction Allowance" shall mean up to and not to exceed $2.5 million committed by
the City and the County pursuant to the i� M' for the construction of the Project Improvements on
the Project Site.
'County" shall meant the County of McCracken, Kentucky, a county and political
subdivision of the Conunonwealth of Kentucky.
"Employment Commitment " shall mean the corunitment of Lessee as set forth in Section B.
4 and Section C of the MOU in exchange for the Employment Connunitment Rent (as hereafter
defined) to hire and maintain a minimum of X10 new full -tithe employees on the Premises for either
(i) twenty-four (24) consecutive months during the Initial Term, or (ii) by the last twelve (12)
consecutive months of the Initial Term of thus Lease, for an average hourly salary of such
employees at the Premises being a minimum of $16.00 per hour, and which employees will be
provided with health insurance benefits to the extent available cruder applicable laws. rules and
regulations, including the .Patient Protection and Affordable Care Act (Public Law It t--1 18), at
commercially reasonable rates with an estimate of 501110 employer contribution.
"Event of Default" means an event described in Section 17 of this Lease,
"Interest Rate for .-Idvonces" means ten percent (10°i0) per annum.
"Lease" shall mea» this agreement dated as of Nfay 31, 20,3, by and between the Lessor and
the Lessee and the other Parties, as amended or supplemented from time to time in accordance with
the terms hereof.
"Lease Rental Pavnwnts" means Base Rent and Additional Rent, which constitute the
payments payable by the Lessee for and in consideration of the right to use the Premises.
"Lessee" shall mean 1,IACCO ORGAN[QUES CDRPOR.kT[ON , a Kentucky
corporation.
"Lessee Improvements- design, construction, installation, maintenance, repair, and
replacement of a spur track on the Project Site pursuant to plans and specifications approved by
Lessor and Lessee (the `Project Plans"), and a portion of the cost of which may be finrded from the
Constriction Allowance as contemplated by the NIOU.
"Lessor" shall mean the Paducah-\/IcCracken County Industrial Development Authority, a
governmental agency and instrumentality of the City of Paducah and the County of LNIcCracken,
Kentucky, its successors and assigns.
"MOL." shall mean that certain Memorandum of Understanding among the Lessor and the
Lessee relating to the Project, executed by the respective parties thereto on April 11, 2013, as the
same may be amended or supplemented from time to time in accordance wide its terms, and which
MOU is hereby- incorporated as a part of this Lease. The Parties hereby acknowledge and agree that
notwithstanding the terms of the preambles of the MOL', there is no subsequent agreement among
them regarding the matters contemplated by the MOU, and that the I10U is and shall be deemed to
be an enforceable agreement among them.
"Premises" shall mean, collectively, the Building, the Project fmprovements and the Project
Site.
"Project" shall mean the locating, installing, equipping, operating and managing an
industrial/distribution facility by Lessee, and the efforts of Lessee to meet the Employment
Commitment, all as more particularly set forth in this Lease and the MOU.
"Project Improvements" shall mean the renovation of the Building and site preparation of
the Project Site to create a space and environment reasonably suitable for the operation of the
Project as contemplated by the Project Plans. The renovation of the Building shall be designed
and completed in such nraruler and to such standards as to comply with state, local and federal
regulations applicable thereto.
"Project Site" shall mean the site on which the Building is located and the Project
Improvements and the Lessee buprovements are to be located and Lessee is to equip, operate and
rnanage the Project, which site is generally located at 3153 Commerce Drive, Paducah, McCracken
County, Kentucky, and is more particularly described in Exhibit A attached hereto.
SECTION2. Tenn, Renewal Perms.
In consideration of the representations, warranties, covenants and conditions set forth
herain, the Lessee hereby leases from the Lessor, and the Lessor hereby lets to the Lessee, the
Premises for a term of five (5) years (the "Term"), which Terrn shall commence on the date a
certificate of occupancy for the Premises has been issued by the appropriate governmental
authority (the "Commencement Date") (the "[nitial Term-).
Provided Lessee is not then in default under this Lease beyond any applicable grace or
curative period, the Term of this Lease may be renewed for up to tlu•ee (3} successive terms of
five (5) years each (each a "Renewal Term"). At the expiration of the Initial Term, this Lease
shall automatically renew for the first Renewal Term, unless either Lessor or Lessee provides
,written notice to the other Party of its intent not to renew this Lease at least sixty (60) days prior
to the expiration of the Initial Term. Thereafter Lessee may elect to extend the Term by
delivering written notice to Lessor at least sixty (60) days prior to the expiration of the first and
subsequent Renewal Terms. Each Renewal Term shall be subject to all covenants, terms,
conditions and obligations set forth and contained in this Lease, except for possible adjustments
in the amount of the Base Rent due during a Renewal Term as hereinafter provided.
SECTION 3. Rental.
During the Initial Terni, Lessee agrees to pay as Base Rent for the Premises the sum of
$ t,00 atuivally.
Provided that Lessee meets the Employment Commitment during the Initial Term and
each Renewal Term of this Lease, then the Base Rent payable during the initial and subsequent
Renewal Tetras shall remain $1.00 per year (the "Employee Commitment Rent"). In the event
Lessee fails to meet the Employment Commitment during the Initial Term or any Renewal Term
of this Lease, Lessee shall pay as atutual Base Rent during (lie following Renewal Term an
amount equal to the lesser of (i) market lease rates for comparable light industrial space in the
Paducah market as certified by three (3) local appraisers, one appraiser to be selected by each of
Lessor and Lessee, and the, third appraiser to be selected by the agreement of Lessor and Lessee,
or the other two appraisers in the event no agreement is so reached on the third appraiser by
Lessor and Lessee, or (ii) $3.00 per square feet x 60,000 square feet agreed area of the Building.
The Base Rent shall be paid in advance in equal annual installments on the first (i't) day of May
for each and every calendar year during each Renewal Term.
:additionally, during the Initial Tenn and each Renewal Term, Lessee shatl be responsible
and agrees to pay, all expenses and costs related to (i) the Project Improvements in excess of the
Construction Allowance, (ii) the Lessee Impro vem e tits, (iii) the operation; repair, replacement, and
maintenance of the Premises, (iv) the insuring of the Premises as required pursuant to this Lease, (v)
any ad valorem taxes assessed against the Premises, and (v) ani° amounts payable by Lessee
pursuant to Sections 17 or 18 of this Lease. ("Additional Rent"). Any such amounts due as
Additional Rent shall be paid by Lessee as the same become due and payable.
All Lease Rental Payments hereunder shall be made without notice, demand, setoff,
defense, deferment or deduction at the times and in the manner sat forth above.
SECTION -l. Use of the Premises.
The Premises shall be occupied and used by Lessee for the Project. Lessee shall not alter
or chane the use of the Premises without obtaining the prior written permission of Lessor,
which consent will not be unreasonably de[ayed, withheld or conditioned. \o use shall be made
or permitted of the Premises or any part thereof, nor any acts done which shall constitute a
nuisance, it being acknowledged, however, that the anticipated uses of the Project contemplated
by this NMOU and this Lease and which are otherwise in compliance with applicable zoning and
other laws, rules and regulations, shall not be deemed to be a nuisance.
Lessee shall use its best efforts to comply with all goveriunental rules, regulations,
ordinances, statutes and laws novv in force or which may hereafter be in force pertaining to the
Premises and to Lessee`s use thereof, provided, however, that during the Term of this Lease,
Lessor shall not consent to or permit any change in any zoning or and use regulations which
would render the use of the Premises for the Project unlaw-ful or as a conditional use. Should
Lessee inadvertently violate any of the same, Lessee shall, as soon as reasonably possible after
discovery of any such violation; take all measures reasonably necessary to comply with the law.
SECTION 5, Delivery of the Premises.
Pursuant to the N40U, the City and the County have committed to (i) fund the
Construction A] lowance in an amount up to and not to exceed $2,500,000.00 to be remitted by
Lessor, with Lessee's approval (which approval shall not be unreasonably delayed, withheld or
conditioned), in payment for the construction of the Project Improvements on the Project Site,
and (ii) cause, super -vise, and oversee, through its duly authorized agents, the design, construction
and completion of the Project Improvements in such manner and to such standards as to comply
with state, local and federal regulations applicable thereto and to create a space and environment
reasonably suitable for the operation of the Project. Lessee shall be solely responsible, at its own
cost, for the design and construction of the Project Improvements in excess of the Construction
Allowance. On the Commencement Date, Lessee shall accept the Premises, take possession of
the Premises, and open the Premises for operations. In the event Lessee does not open the
Premises for operations within six (6) months of the Commencement Date, Lessee agrees to pay
a monthly Base Rent of $5,000 each month until operations begin at which time the Base Rent
will return to $1.00 annually.
Upon the Commencement Date, Lessee shall accept the Premises in its existing condition
and state of repair. Lessee agrees that no representations, statements or warranties expressed or
implied have been made by or on behalf of Lessor in respect thereto except as contained in this
Lease. Except for the Project Improvements, Lessee agrees that Lessor shall not be obligated to
make any other improvements, alterations, or repairs to the Prenises.
When the Commencement Date has been determined, Lessec shall execute, acknowledge
and deliver to Lessor the written statement attached hereto as Exhibit B specifying the actual
Commencement Date.
Prior to the Commencement Date, Lessee shall be permitted reasonable access to the
Premises, after written notice, in order to complete the Lessee Improvements for which it is
responsible and to otherwise make approved improvements the Building and Premises, provided
that Lessee shall not interfere with the progress of construction conducted by Lessor (or its
assigns) or with its workmen in accordance with the Project Plans (provided, that Lessee shall be
permitted reasonable access to the Premises, in all instances to oversee the Project
Improvements). Lessor will not be liable for any injury resulting from Lessee's access to and
presence upon the Premises pursuant to this paragraph. If Lessee shall occupy the Premises prior
to the Commencement Date but not open for business, such occupancy by Lessee shall be
deemed to be that of a Lessee under all of the terms, covenants, and conditions of this Lease,
except that the obligation to pay the Lease Rental Payments shall not be due and payable until
the Commencement Date,
From and after the date of this Lease. each of Lessor and Lessee shall maintain builder's
risk insurance with regard to the Project Improvements and the Lessee Improvements,
respectively, conducted thereby as contemplated by this Lease. Further, from and after the date
of this Lease through the Commencement Date, Lessor shall, at its sole cost and expense, carry
and maintain for the mutual benefit of Lessor and Lessee, as their respective interests may
appear, a policy of fire and extended coverage insurance insuring the Building and Premises
against damage and destruction by all causes generally insured against in policies of fire and
extended coverage insurance written on properties in McCracken County, Kentucky including
earthquake and flood insurance for the replacement cost of the Project Improvements completed
by Lessor or its assigns prior to the Commencement Date, as determined by the insurance
company issuing such policy of insurance, with Lessor bearing the risk of loss during such
period. If a casualty occurs to the Premises prior to the Commencement Date, the proceeds of all
such insurance policies may be used by Lessor, if adequate, to restore the Building and the
Premises, unless Lessor elects, at its sole option to cancel this Lease within thirty (30) days after
the occurrence of any such casualty, in which event this Lease shall become void and of no
effect. If Lessor does not so cancel this Lease, Lessor shall rebuild the Building and restore the
Premises as soon as possible, in which event this Lease shall remain in full force and effect.
However, under no circumstances shall Lessee have any direct interest in any insurance proceeds
attributable to said casualty except as contemplated above.
SECTION 6. Release and Indemnification Covenants.
(a) Lessee will and hereby agrees to indemnify and save the Lessor harmless against
and from any or all claims, by or on behalf of any person, firm, co►3)oration or other legal entity,
and all liabilities, obligations, losses and damages whatsoever, and the expenses, penalties and
fees in connection therewith (including reasonable attorney's fees and expenses), arising from or
as a result of the occupancy or use of the Premises by Lessee, or tha operation or management of
the Project at the Premises during the Initial Term and each Renewal Tenn of this Lease
(collectively, "Lessee Indemnified Claims"), including, but not limited to: (i) any condition of
the Premises for which Lessee is responsible from and after the Commencement Date; (ii) any
act of negligence of the Lessee or of any of the agents, contractors or employees of Lessee, or
any violation of law by the Lessee or breach of any covenant or warranty by the Lessee
hereunder; (iii) any accident on the Premises resulting in damage to property or injury or death to
any person and not caused by the negligence or malfeasance of Lessor; (iv) the incurring of any
cost or expense in connection with the Project in excess of the Construction ,allowance; and (v)
the presence or alleged presence of any HazardoUS Substances (as hereafter defined) on, in or
Z
under the Premises arising from or as a result of the occupancy or use of the Premises by Lessee.
The Lessee will indemnify and save the Lessor harmless front any such Lessee Indemnified
Claims, or in connection with any action or proceeding brought thereon and, upon notice from
the Lessor. will defend or pay the cost of defending such indemnitee, in any such action or
proceeding,
(b) Lessor will and hereby agrees to indemnify and save the Lessee harmless against
and from anv or all claims, by or on behalf of any person, firm, corporation or other legal entity,
and all liabilities. obligations, losses and damages whatsoever, and the expenses, penalties and
fees in connection therewith (including reasonable attorney's fees and expenses), arising from or
as a result of the negligent acts or omissions of Lessor. its agents, contractors and employees, on
or with respect to the Premises during the Initial Terra and each Renewal Term of this Lease
(collectively, "Lessor Indemnified Claims"), including, but not limited to: (i) the presence or
alleged presence of any Hazardous Substances (as hereafter defined) on, in or under the Premises
as of the date of this Lease; (ii) any act of negligence of the Lessor or of any of the agents,
contractors or employees of Lessor, or any violation of law by the Lessor or breach of any
covenant or warranty by the Lessor hereunder; (iii) any accident resulting in damage to property
or injury or death to any person caused by or related to the negligent act or omission of Lessor,
its agents, contractors or employees; and (iv) any cost or expense in connection with the Project
which is to be paid from the Construction Allowance. The Lessor will indemnify and save the
Lessee harmless from any such Lessor Indemnified Claims, or in corulection with any action or
proceeding brought thereon and, upon notice from the Lessee, will defend or pay the cost of
defending such indemnitee, in any such action or proceeding.
The indemnification arising under this Section 6 will continue in full force and effect
notwithstanding the frill payment of all obligations under this Lease or the termination of this
Lease for any reason; provided, however, that nothing herein shall give rise to an obligation to
indemnify for any actions arming after the date of termination of this Lease.
SECTIO` 7. Insurance of Proiect.
On the Commencement Date and during the Initial Term and each Renewal Term of this
Lease, Lessee shall, at its sole cost and expense, carry and maintain for the mutual benefit of
itself and Lessor, as their respective interests may appear, a policy of fire and extended coverage
insurance insuring the Premises and the Lessee improvements and all additions, alterations, and
improvements to the same, against damage and destruction by all causes generally insured
against in policies of fire and extended coverage insurance written on properties in ivlcCracken
County, Kentucky including earthquake and Hood insurance for the replacement cost of the
Project Improvements, as determined by the insurance company issuing such policy Of insurance
but in no event shall the amount of such insurance be less than S9.0 million. Such policy of
insurance shall bear an endorsement to the effect that the insurer agrees to notify the Lessor not
less than thirty (30) days in advance of any modification or cancellation thereof. Such policy of
insurance shall be issued by an insurance company licensed to do business within the
Commonwealth of Kentucky and shall be in a form acceptable to Lessor. Lessee shall, upon
demand, provide evidence satisfactory to Lessor of the payment Of such premiums and of the
renewal of such policy of insurance. Further. Lessee shall maintain insurance coverage for the
contents of the Premises. Lessor will not be responsible for contents belonging to the Lessee or
7
any other party in the event of damage or loss.
Additionally, on the Commencement Date and during the Initial Term and each Renewal
Term of this Lease, Lessee shall, at its sole cost and expense. carry and maintain for the mutual
benefit of itself and Lessor, as their respective interests may appear, Public Liability Insurance,
with a combined single limit for bodily injury and property damage of not less than `S L0 Nfillion
(S 1,000,000), with a reputable insurance company licensed to do business in the Commonwealth
of Kentucky covering the Premises and the Lessee Improvements. Such policy of insurance
shall bear an endorsement to the effect that the insurer agrees to notify the Lessor not less than
thirty (30) days in advance of any modification or cancellation thereof. Such policy of insurance
shall be in a form acceptable to Lessor. Lessee shall, upon demand, provide evidence
satisfactory to Lessor of the payment of such premiums and of the renewal of such policy of
insurance. In addition, Lessee shall cause to be issued and shall maintain during the teen of this
Lease such Worker's Compensation and disability insurance as may, from time to time, be
required by applicable city, county, state or federal laws.
SECTION 8. Operation, -Maintenance and Repair of the Premises.
The Lessee agrees to take good care of the Premises, to maintain and repair the same at the
expense of the Lessee, to keep all of the Premises and the Lessee Improvements in good repair,
working order aitd first class condition, and to return the same in as good condition as when
received by the Lessee, ordinary wear and tear excepted. The Lessee further agrees to pay ariy and
all (i) improvement assessments of any kind whatsoever against the Premises hereby leased made
fi-onacid after the Commencement Date, (it) costs of collection of waste generated at the Premises;
(iii) landscaping maintenance and snow removal costs, (iv) costs of janitorial services, (v) utility
costs and charges, whether public or private, (vi) personal property taxes, if applicable, and (vii)
general real estate taxes, if applicable to the Premises. The Lessee Inas and does hereby covenant for
the benefit of the Lessor that it will accept custody, control, domination and possession of the
Premises on the Commencement Date, and, at all times during the terms of this Lease to either
operate, maintain and repair the Premises and the Lessee Improvements itself in accordance with the
terms of this Lease. Lessor shall have no obligation to maintain or repair the Premises.
SECTION 9. Lessee Improvements: Alteration ol,' Project: additional Improvements.
Lessee shall have the right from and after the date of this Lease to commence the Lessee
Improvements. Lessee shall also have and is hereby given the right, at its sole cost and expense.
to make such additions, changes and alterations in and to any part of the Building and the Project
Improvements as Lessee from time to time may deem necessary or advisable; provided,
however; Lessee shall not make any addition, change or alteration without the prior %witten
approval of Lessor, which approval will not be unreasonably dalayed, withheld or conditioned,
and which consent will be deemed given if any such request is not either approved or denied
«ith specificity by Lessor within thirty (30) business days after submission by Lessee. Any
denial of approval shall be accompanied by a detailed explanation of the conditions upon which
approval of such request shall be granted by Lessor. The Project Improvements, the Lessee
Improvements and all other additions, changes and alterations made by Lessee pursuant to the
authority of this Section 9 shall (a) be made in a workmanlike manner and in compliance with all
subdivision regulations, laws and ordinances applicable thereto, (b) when commenced. be
prosecuted to completion with due diligence without delay or abatement in Lessee's payment of
Lease Rental Payments due hereunder, subject to casualty, Force Majeure (as hereinafter
defined) and other matters beyond the control of Lessee, and (c) when completed, be deemed a
part of the Project Site and the separate and absolute property of Lessor: provided, however, that
trade fixtures and additions by Lessee to the Premises of fiunishings, machinery and equipment
purchased and installed by Lessee with its own funds (i.e., fitnds other than the Construction
Allowance) and not constituting the Project Improvements, the Lessee Improvements or repairs,
renewals, or replacements of items constituting a part of the Premises shall remain the property
of Lessee and may be removed by Lessee at any time during the term of this Lease; provided
further, however, that all such additional furnishings, machinery and equipment which remain on
the Project Site after the date falling sixty (60) days after the date of termination of this Lease
shall become the separate and absolute property of Lessor.
SECTION 10. No Hazardous Wastes.
From and after the Commencement Date, Lessee shall not cause or permit the release or
disposal of any Hazardous Substances (as hereafter defined) on or about the Premises, except for
normal and customary use and disposal of substances customarily used in cotunection with the
use of the Premises permitted under this Lease and used in accordance with all applicable laws,
titles and regulations, such as cleaning agents. For purposes of this Lease, "Hazardous
Substances" shall mean all substances, wastes and materials \which are defined as hazardous,
toxic or dangerous in, or the use of which is otherwise regulated by, the Comprehensive
Env ironmental!Environmental Response Compensation and Liability act of 1980, as amended,
42 USC Section 6901 et seq., and the Toxic Substance Control .let, as amended. 15 USE Section
2601 et seq. To the extent permitted by law, lessee shall indemnify, defend and hold Lessor
harmless tirom. and against any claims or liability, including reasonable attorneys' fees and costs.
arising out of or connected with Lessee's failure to comply with the terms of this Section 10,
which terms shall survive the expiration or earlier termination of this Lease.
SECTION 11. Utilities.
From and after the Commencement Date, Lessee shall pay all charges for utilities
(including gas, electric, water and telephone) furnished to the Premises during the Initial Term
anti each Renewal Tenn of this Lease. Lessor shall not be responsible for the quality, quantity,
interruption or failure ill the supply of any utility to the Premises when said supply is so affected
as a result of conditions beyond the control of Lessor.
SECTION 12. Damage or Destruction of the Protect Improvements.
In the event destruction, total or partial, shall ensue so as to make the, Project Improvements
unusable for the purposes for which the same is to be occupied, such damage or destruction shall
not relieve the Lessee of any obligations hereunder, but the Lessee agrees that it 4will be bound by
the terms of this Lease and will continue to pay the Lease Rental Payments. Provided, that the
proceeds of applicable insurance coverage will be applied. if adequate, to the rebuilding or repair of
the Project improvements unless otherwise agreed by Lessee and Lessor.
SECTION 0. Condemnation.
The tenn `'condemnation" as used in this Lease shall mean the exercise of the power of
eminent domain by any person, entity, body agency or authority, or private purchase in lieu of
cniim.nl domain, and the date of condemnation shall mean the qday on which the actual physical
taping of possession pursuant to the exercise of said power of eminent domain, or private
purchase in lieu thereof, occurs, or [he clam of settlement or compromise of the claim of the
parties thereto during the pendency of the exercise of said power, whichever first occurs.
In the event the entire Premises are condemned, or so much thereof that in Lessee's
reasonable judgment the Premises are no longer suitable for the continuation of the Project or its
businOss then being conducted therein, then, in zither event, this Lease shall terminate on the date
of condemnation. fn the event only a part of the Premises is condemned and, in Lessee's
reasonable judgment, the part not condemned remains reasonably suitabte for Lessee's continued
occupancy and conduct of the Project or its business thereon, this Lease shall, only as to the part
so taken, terminate on the date of condemnation, and the Lease Reatai Payments shall thereupon
be reduced proportionately for [lie area of the Premises taken.
Whether or not this Lease is terminated pursuant to this Section, Lessee shall have no
claim against Lessor or be entitled to any part or portion of the amount that may be paid or
awarded to Lessor as compensation andror damages for the condemnation of the Premises.
Lessee shall be entitled to seek to recover as against the condemnor, and Lessor shall have no
claim for or thereto, for the loss of the value of Lessee's leasehold interest, the Lessee's trade
fixtures and any removable structures and improvements erected and made by Lessee to or upon
the Premises which Lessee is entitled to remove at the expiration of this Lease, and for such
other claims available to Lessee under applicable lay. The foregoing notwithstanding and to the
extent permitted by law, the Parties agree not to initiate a condemnation of the whole of the
Premises during the Term of this Lease.
SECTION 1=1. Lessee to Have Exclusive Possession of the Premises.
DUring the terns of this Lease, the Lessee shall have fall possession, control and operation of
the Premises, and the Lessee agrees that it will. at its own expense, operate the same or cause the
same to be operated according to acceptable public standards and in such matiner as to promote and
preserve the public safety, health, convenience, lire protection and general welfare of the inhabitants
1.
of the City and the County, provided, that such covenant shall not create my right of access or claim
in favor of the general public in or to the Premises.
SECTION 15. Subordination And Attorrunent.
This Lease shall be subject to and subordinate and inferiar at all times to the lien of any
mortgage or other method of financing or refinancing now or hereafter existing against all or a
part of the Premises, and to all renewals, modifications, replacements, consolidations and
extensions of any of the foregoing, provided that the holder of any such indebtedness executes
and delivers to Lessee a subordination, non -disturbance and attorameat agreement providing that
Lessee's leasehold interest in the Premises shall not be disturbed for so long as Lessee is in
compliance with the terms of this Lease and which includes such other normal and customary
lut
provisions as are reasonably acceptable to Lessee. ,-attached'tereto and made a part hereof as
Exhibit C is a copy of a title insurance commitment which lists all matters of record to which
the Premises is subject as of \May 15, 201'$(the `Existing Title Matters"). Lessee shall execute
and deliver all documents reasonably requested by any mortgagee or security holder to effect
such subordination, non -disturbance and attornment. Lessee's failure to execute and deliver such
documents or instruments provided for in this Section l5 within ten (10) days after the receipt by
Lessee of a written request shall constitute a default under this Lease. (The cost and expense of a
title insurance policy shall be at the sole cost and expense of Lessee.)
If the holder of any mortgage or deed to secure debt shall hereafter succeed to the rights
of Lessor under this Lease, Lessee shall attorn to and recognize such successor as Lessee's lessor
under this Lease, and shall promptly execute and deliver any instrument that may be necessary to
evidence such attortunent. If any such successor requests such attornment, this Lease shall
continue in full force and effect as a direct lease between such successor; as lessor and Lessee,
subject to all of the terms, covenants and conditions of this Lease, regardless of whether Lessee
executes and delivers the instrument requested by such successor Lessor.
SECTION 16. Estoppel Certificates.
At any time, but not more often than twice in any calendar year, Lessee, on or before the
date specified in a written request therefor, trade by Lessor, which elate shall not be earlier than
ten (10) days from the making of such request, shall execute, acknowledge and deliver to Lessor
a certificate evidencing whether or not: (a) this Lease is in full force and effect: (b) this Lease has
been amended in any way; (c) there are any existing defaults hereunder to the knowledge of
Lessee and specifying the nature of such defaults if any; (d) the amount of the Lease Rental
Payments and the dates to which the Lease Rental Payments have been paid; and (e) the Project
Improvements to the Project Site required of Lessor have been made and accepted by Lessee.
Each certificate delivered pursuant to this Section may be relied on by any prospective purchaser
or transferee or the holder or prospective holder of any mortgage of the Premises or of Lessor's
interest hereunder.
SECTION 17. Default Provisions,
This Lease is made on condition that if (each of the following events being deenned an
"Event of Default" funder the provisions of this Lease):
(a) Lessee fails to punctually pay any Base Rent or Additional Rent as the same
becomes due and as provided in Sections 3 and 5 of this Lease, and such failure continues for ten
(10) days after written notice of such failure from Lessor; or
(b) Lessee shall fail to observe and perform any other agreement, term or condition
contained in this [.ease, and such failure or neglect continues unremedied for a period of thirty
(30) days after ",Titten notice thereof to Lessee, or if the default is of such a nature which cannot
be cured within such 30 -day period; Lessee shall have not commenced to cure the same within
such 30 -duty period and thereafter prosecute such cure to completion within sixty- (60) days; or
(c) Lessee shall fail to satisfy the Employment Commitment during the Initial. Term
of this Lease; or
(d) lessee shall fail to timely complete the Lessee Improvements in accordance with
Section 9 or the other provisions of this Lease;
(e) Lessee abandons or vacates the Premises for a period in excess of sixty (60)
consecutive days other than due to casualty or Force Majeure; or
(t) The Lessee shall. (i) admit in writing its inability to pay its debts generally as they
become due; (ii) have an order for relief entered in any case cotrrneneed by or against it under
the Federal bankruptcy laws, as now or hereafter in effect; (iii) commence a proceeding under
any other Federal or state bankruptcy, insolvency, reorganizath-)n or similar law, or have such a
proceeding commenced against it and either have an order of insolvency or reorganization
entered against it or have the proceeding remain undismissed and unstayed for ninety days; (iv)
make an assignment for the benefit of creditors; or (v) have a receiver or trustee appointed for it
or for the whole or any substantial part of its property;
then Lessor may take any one or more of the following remedial steps, in addition to all other
remedies available at law or equity:
(1) Declare all installments of Base Rent as well as any additional Rent for
the remainder of the then current Term to be immediately due and payable, whereupon
the same shall become immediately due and payable.
(ii) Lessor may then or at any tinme thereafter, and while such default shall
continue, give Lessee written notice of intention to terminate this Lease on a date
specified therein, which date shall not be earlier than ten (10) days after such notice is
given, and, if all defaults have not then been cured, on the date so specified, Lessee's
rights to possession of the Premises shall cease and this Lease shall thereupon be
terminated, and Lessor may re-enter and take possession of the Premises; and as an
alternative remedy Lessor may at Lessor's election, without terminating this Lease or the
term thereof, re-enter the Premises and take possession thereof. as agent for Lessee, and
having elected to re-enter and take possession of the Premises without terminating this
Lease or the term thereof, Lessor shall use reasonable diligence to relet the Premises, or
parts thereof for Lessee's account, for such term or terms and at such rental and upon
such other terms and conditions as Lessor may deem advisable, with the right to make
alterations and repairs to the Premises, and no such re-entry or taking of possession of the
Premises by Lessor shall be construed as an election on Lessor's part to terminate this
Lease, and no such re-entry or taking of possession by Lessor shall relieve Lessee of its
obligation to pay Base Rent or Additional Rent (at the time or times provided herein), or
of any of its other obligations under this Lease, all of which shall survive such re-entry or
taking of possession, and Lessee shall continue to pay the Base Rent and ;Additional Rent
provided for in this Lease until the end of the current term thereof and whether or not the
Premises shall have been relet, less the net proceeds, if any, of any reletting of the
Premises after deducting all of Lessor's reasonable expenses in connection with such
reletting, including without limitation all reasonable repossession costs, brokerage
12
commissions. 'legal expenses, expenses of employees, and reasonable costs and e\penses
of preparation for reletting including the reasonable cost of any alterations that may be
necessary in cotutection therewith. Any such reletting may be effected by private
negotiation and without public advertisement. Having elected to re-enter or take
possession of the Premises without terminating the tenn of this Lease, Lessor may, by
notice to Lessee given at any time thereafter while Lessee is in default in the payment of
Base Rent or Additional Rent or in the performance of any other obligation under this
Lease, elect to terminate this Lease on a date to be specified in such notice, which date
shall be not earlier than ten (10) days after the giving of such notice, and if all defaults
shall not have then been cured, on the date so specified, this Lease shall thereupon be
terminated, f f in accordance with any of the foregoing provisions of this Section 17,
Lessor shall have the right to elect to re-enter and take possession of the Premises, Lessor
may enter and expel Lessee and those claiming tlu-ough or under Lessee and remove the
property and effects of both or zither.
(iii) Lessor may at Lessor' election appoint a receiver or receivers of the
Premises and of all rents, revenues, issues, earnings, income, products and proceeds
thereof; with such powers as the court making such appointment shall confer. At the
request of Lessor, Lessee shall consent to the appointment ofany such receiver.
Notwithstanding the foregoing, if, by reason of Force Majeure, the Lessee is unable to
perform or observe any agreement, term or condition hereof which would give rise to an Event
of Default under this Section 17, the Lessee shall not be deemed in default during the
continuance of such inability. However, the Lessee shall promptly give notice to the Lessor of
the existence of an event of Force Majeure and shall use its commercially reasonable efforts to
remove the effects thereof; provided that the settlement of strikes or other industrial disturbances
involving employees of the Lessee shall be entirely within their disc-retion.
The term "Force IMajeure" as used in this Lease shall mean, without limitation, the acts of
God; strikes, or lockouts of the Lessee; acts of public enemies; orders or restraints of any kind of
the government of the United States of America or of the State or any of their departments,
agencies, political subdivisions or officials, or any civil or military authority; insurrections: civil
disturbances; riots; epidemics; landslides; lightning; earthquakes; fires; hurricanes; tornados;
storms; droughts; floods; an•ests; restraint of' government and people: explosions; breakage,
malfunction or accident to facilities, machinery, transmission pipes or canals; partial or entire
failure of utilities: shortages of labor, materials, supplies or transportation.
The declaration of an Event of Default and the exercise of remedies upon any such
declaration. shall be subject to any applicable limitations of Federal bankruptcy law affecting or
precluding that declaration or exercise during the pendency of or immediately following any
bankruptcy. liquidation or reorganization proceedings.
I'he provisions of this Section 17 are subject to the further litnitation that a declaration of
an Event of Default under this Section 17 by the Lessor may be waived or rescinded in writing
by the Lessor, provided that no such waiver or rescission shall e:(I; :ad to or affect any subsequent
or other default or impair any right consequent thereon.
1)
SECTION IS. Performance of Lessee's Obligations by Lessor.
If Lessee: shall fail to keep or perform any of its obligations as provided in this Lease in respect
of (a) maintenance of insurance, ("b) repairs and maintenance of the Project, (c) compliance with
leval or insurance requirements hereunder, (d) keeping the Premises lien free, or (e) the making
of any other payment or performance of any other obligation, then Lessor may (but shall not be
oblisated so to do) upon the continuance of such failure on Lessee's part for thirty (30) days after
written notice of such failure is given Lessee by Lessor, or such longer period as is necessary to
cure such failure which due to the nature thereof catutot be cured within such thirty (30) day
period (provided Lessee shall have initiated action to cure the def tilt within the thirty (30) day period).
and without waiving or releasing Lessee from any obligation hereunder, as an additional but not
exclusive remedy; snake any such payment or perforin any such obligation, and all sums so paid
by Lessor and all necessary incidental costs and expenses incurred by Lessor in performing such
obligation shall be deemed Additional Ren( and shall be paid to Lessor on demand with interest
thereon from the date of such payment at the Interest Rate for Advances, and if not so paid by
Lessee, Lessor shall have the same rights and remedies as provided for in Section 17 in the case
of default by Lessee in the payment of the Lease Rental Payments.
SECTION 19. Attorneys' Fees and Expenses.
Should a default under the provisions of this Lease occur and the non -defaulting Party employ
attorneys or incur other expenses for the enforcement of perfotn.ance of any other obligation of
the defaulting Party under this Lease, the defaulting Party shall on demand pay to the aon-
defaulting Party the reasonable fees of such attorneys and such other reasonable expenses so
incurred, provided that such attornev's fees shall be allowed only to the extent actually paid and
shall not be allowed to a salaried employee of the non -defaulting Party. If any such expenses
sought from Lessee are not so reimbursed, the amount thereof, together with interest thereon
frorn the date of demand for payment at the interest Rate for Advances, shall constitute
Additional Rent, and in any action brought to collect Lease Rental Payments, the Lessor shall be
entitled to seek the recovery of those expenses in such action.
SECTION 20. Lessor's Right of Entry.
Lessee shall have exclusive possession of the Premises front and after the
Commencement Date, and thereafter Lessor may from time to time enter the Premises during
normal business hours of Lessee and upon at least three (3) bu,ir,css days' prior writt;.n notice,
for any legitimate purposes related to Lessor's obligations under' this Lease and for purposes of
exhibiting the Premises to prospective purchasers or lessees.
SECTION 2 1. No Encumbrance.' Mortgage or Pledge of die Premises.
The Lessee will not directly create, incur, assume or suffer to exist any mortgage, pledge,
lien, charge, encumbrance or claim on or �Nlth respect to the Premises. Lessor will not hereafter
peniiit the Premises to be encumbered except by the Existing Title Matters.
14
SECTION 22. Subleasing of the Premises, Assignment. Lessee shall not Sublease, assivti,
transfer, or dispose of the Premises, or its interest under thii Lease, except to an affiliate or
subsidiary of Lessee or of \-IACCO Organiques Incorporated, without the prior written consent
of Lessor. Any consent by Lessor to any assignment subject to Lessor approval shall not
constitute a waiver of the necessity of such consent to any subsequent assignment. Each
Sublessee, assignee or transferee shall assume and be deemed to have assumed this Lease and
shall remain liable jointly and severally with Lessee for the payment of all Lease Rental
Payments and for the due performance of all the terms, covenants, conditions and agreements
herein contained on Lessee's part to be paid and performed for the Initial Tenn and each Renewal
Terns of this Lease. No sublease or assignment shall be binding on Lessor unless such sublessee,
assignee or Lessee shall deliver to Lessor a counterpart of saeh Sublease, assignment and an
instrument in recordable form which contains a covenant of assumption by the assignee or
sublessee. No assignment by Lessee shall relieve Lessee of its obligations hereunder unless
Lessor expressly so agrees in writing.
SECTION 23. Scope of the Agreement.
Except for the VIOU, this Lease is and shall be considered to be the only agreement
between the parties hereto as to the subject matter hereof, with the MOU and this Lease to be
read together in the interpretation of the terms of the relationship among tile. Parties. In the event
of any conflict between the express terms of the fMOU and this Lease regarding the lease,
improvement and use of the Premises, this Lease shall be controlling. Time is of the essence of
this Lease.
SECTION 24. Further Covenants of Lessee and Lessor.
In addition to all other covenants, stipulations, obligatiwis and agreements of the Lessee
contained in this Lease, the Lessee covenants and agrees to comply, at all times during the Initial
Term of this Lease and cacti Renewal Tenn, with the covenants and agreements of the Lessee set
forth in the "'IOU, the provisions of which are incorporated herein by reference as fully as if set
forth herein. In addition to ail other covenants, stipulations, obligations and agreements of the
Parties other than Lessee contained in this Lease, such Parties covenant and agree to comply, at
all times during the Initial Teml of this Lease and cacti Renewal "Perm, with the covenants and
agreements of such Parties set forth in the %IOU, the provisions of which are incorporated herein
by reference as fully as if set forth herein.
SECTION 25. Holding Oyer.
In the event Lessee shall, with Lessor's consent, hold over after the expiration of an
Initial 'herrn and each Renewal Tenn hereof (without renewal of the Terni), such holding over
shall be construed to be a tenancy from month-to-month and shall be governed by the other
terms, conditions and covenants contained in this Lease, except for Base Rent which Lessee shall
pay at market lease rates in the Paducah market as certified by three (3) local appraisers selected
as otherwise provided in Section 3 of this Lease.
15
SECTION 26. Binding Effect.
This Lease shall inure to the benefit of and shall be binding upon the Lessor and the
Lessee and their respective successors and assigns, subject, hoxt!ever, to the limitations Contained
herein.
SECTION 27. Amendments, Changes and Modifications.
This Lease may not be amended, changed, modified or altered, or any provision hereof
waived, without the written consent of the Lessor and the Lessee.
SECTION 28. Invalidity of Provisions of Lease.
If for any mason any provision hereof shall be detennined to be invalid or unenforceable.
the validity and effect of the other provisions hereof shall not be affected thereby.
SECTION 29. Captions.
The captions or headings herein shall. not be treated as a part of this Lease or as affecting
the true meaning of the provisions hereof.
SECTION 30. ExeCUtiotl of CoUtlterparts.
This Lease may be executed simultaneously in two or more counterparts, each of which
shall be deemed to be an original, but all of which together shall constitute one and the same
instrument.
SECTfON 3l, References to Attomevs' Fees.
Any covenant contained in this Lease to pay or to reimburse the payment of attorneys'
fees shall be construed to include reasonable attorneys' fees through all proceedings, including,
but not limited to, negotiations, administrative hearings, trials and appeals.
SECTION 32. Notices.
Except as otherwise specifically provided herein, the Lease Rental Payments and all
notices, approvals, consents, requests and other cotnmttnieations hereunder shall be in �,v1-iting
and shall be deemed to have been given when delivered, if hand delivered or sent by a nationally
recognized courier service, or three business day after postmarked if mailed by first class
registered or certified mail, postage prepaid, addressed, if to the Lessor, at Paducah -McCracken
County Industrial Development Authority, Post Office Box 1155, Paducah; Kentucky 42002-
1155, or 300 South Third Street, Paducah, Kentucky 42003, Attention: President and CEO, with
a copy to Denton & Keuler, LLP, 555 Jefferson Street, Suite 301. Paducah, Kentucky, 42001,
Attention: Lisa .K. Emmons; and if to the Lessee at _ Kentuckv
with copy to Macco Organiques Incorporated, a Canadian corporation, 100
Vlerlrtluir; Valleyfield, Quebec, Canada J6S 4N15, Attention: President. The Lessor and the
Lessee may, by notice given hereunder. designate any further or different addresses to which
subsequent notices, approvals, consents, requests or other corntuunications shall be sent or
r,
persons to whose attention the same shall be directed. but no such communication shall thereby
be required to be sent to more than three addresses.
SECTION 3 3. Governinia Law.
This Lease and the IOU shall be deemed to be contracts made under the laws of the
Cominonwealth cel' Kentucky and for all purposes shall be governed by and construed in
accordance with the laws of the Commonwealth of Kentucky. The parties hereby consent to the
exclusive jurisdiction of the state courts sitting in N,IcCraekan County, Kentucky and/or the
federal court for the Western District of Kentucky; Paducah Di,,-ision with respect to all matters
arising out of or related to this Lease.
SECTION 34. Surrender of the Premises upon Termination.
At the expiration or termination of this Lease for any reason, the Lessee shall surrender
the Premises in as good condition as it was at the Commencement Date, reasonable and ordinary
use, wear and tear excepted.
SECTION 35. RIGHTS RETAINED BY LESSOR TO [Z4IL SPUR SNITCH.
Lessor hereby retains for the benefit of Lessor, its invitees; agents, tenants, successors
and assigns, the right, at any time, to access and coruiect, without compensation to Lessee, to the
rail spur switch constructed by Lessee as a part of the Lessee Improvernents on the Project Site
for purposes of facilitating the construction of a rail spur on any property within Industrial Park
West or any other property owned by Lessor in the area. This right shall survive Lessee's
purchase of the Premises in accordance with Section 36 of this Lease and shall be contained
within arty such deed of conveyance from Lessor to Lessee.
SECTION 36. Lessee Right of First Refusal to Purchase Premises.
During the Term of this Lease, Lessee shall have a right of first refusal to purchase the
Premises, including the Building and the Project Improvements (the "Refusal Right"). Such
Refusal Right shalt be triggered by Lessor's receipt of a binding offer from a bona fide third -
party purchaser which has been accepted by Lessor subject to this Refusal Right (a "Bona Fide
Contract"), and Lessee must exercise the Refusal Right within thirty (30) days al=ter Lessee
receives a copy of such fully -executed Bona Fide Contract from Lessor. If Lessee exercises the
Refusal Right, Lessee shall purchase the Premises on the same terms and conditions as set forth
in the Bona Fide Contract, except that Lessee shall have a minimum of sixty (60) days after
exercise of the Refitsal Right to close such purchase. If Lessee does not exercise its aforesaid
right of first refusal within the time period provided, Lessee's tight of first refusal shall terminate,
in which event, Lessor shall be free to complete the sale. In the eVent of any default by Lessee
lieretmder, the Refusal Right shall immediately terminate.
[SIGNATURES APPFAR ON NEXT PAGE]
IN TESTEMONY «'HERE:M. the Parties h..<<:e caused this itistrument to be executed in
its name and cm its behalf bk- their Authorized Officers, effective as of the day and year first
above written,
LESSOR:
Paducah-tfMcCracken County Industria)
Dcvelopment Authority
By:—
Title- 'ani MOWU�t�l
COMMONWEALTH OF KENTUCKY )
) ss
COUNTY OF MCCRACKEN )
The forgoing instrument was sworn and acknowledged before me this �day of
2013. by _ i�J ndirvm) _
(title) of Paducah- cCrackcn County industrial Development Authority, a goverrunental agency
and instrumentality of the City of Paducah and the County of NreCracken, Kentucky, on behalf
of said entity; Lessor.
Vly commission expires
NUT .RY PUBLIQ STATE AT LARGE
�t 13
18
LESSEE:
Macco Organiques Corporation
By: _ U�4 ! �
Title; �,-t�cAlijwt"
PROVINCE STATE OF_QUEBCC
COUNTY OF CANADA
The foregoing instrument was sworn and acknowledged l3efore me this 31st day of May,
2013, by Robert Briscoe the President of Macco Orgmiques Corporation, a Kentucky
corporation, on behalf of said corporation, Uessee.
My commission expires
cowwISSIONLI'..-4�T[1� preG�d
e r
F!G 0ANNON, CPA, CAt
20
* 502
19
COUNTY:
tiICCRACKEN COON IN, KEN`T'UCKY
By:
COiVltil0NWEALTT�10 F KENTUCKY )
) Ss
COUNTY OF LICCR.ACKEN )
"f1let'e
JiogoinL iilstiument was S�varn and acknowledged before me tT ?� lay of
%��: , ?013, by _�//, 4Jr;
(title) of the C. Ouilty of tMeCracken, Kentucky, on belia.lf of said eutity.
Nly commission expires
`Z-.I-ARY PUBLA(/,, STATE AT LARGE
M
CITY;
CITY OF PADUCXH, KENTUCKY
COt)4MONWEALTH OF KENTUCKY )
) ss
Wt-NTY OF ytCCRACKEN )
The foregoing instrument was sworlipid acknow edge- before me this day of
, 2013, by M
(title) of the Vity of Paducah, Kentucky, on beha of said entity.
� 1
My commission exPires�.1
NOTARY P��j��$.TATE AT URGE
�t2 �i
21
EXH[S[T A
Project Site: 5455 Commerce Center
Paducah, Kentucky
BEING TRACT C, CONSISTING OF 10.2007 ACRES, IN
MUSTRIAL PARK WEST, AS SHOWN, ON ME WAIVER
OF SUBDIVISION PLAT AT INDUSTRIAL PARK WEST TO
CREATE NEW TRACT F AND REVISE TRACT C OF
RECORD N PLAT SECTION "L," PAGE 1308, IN THE
VICCRACKEN COUTNITY COURT C'LERK'S OFFICE.
SUBJECT TO DECL.ARA,riON OF PROTECTIVE
COVENANTS AND RESTRICTIONS FOR INDUSTRIAL
PARK WEST OF RECORD IN DEED BOOK, 1186, PAGE- 67,
AND RERECORDED N DEED BOOK 1186. PAGE 643, IN
THE AFORESAID CLERK'S OFFICE.
BEING A PART OF THE SAME PROPERTY CONVEYED TO
PADUCAH-NICCRACKEN COUNTY INDUS"TRIAL
DEVELOPMENT AUTHORITY, A KENTUCKY
CORPORATION, BY DEED DATED APRIL 25, 1997, OF
RECORD IN DEED BOOK 871, PAGE 672. IN THE
tMCCRACKEN COUNTY COURT CLERK'S OFFICE
Commencement Date Letter
[Date]
Macco Organiques Corporation
100 Vtc,NPhur
Valleyfield, Quebec, Canada J6S 4M5SRS
Attention: President
Re: Lease Agreement dated Mav 31, 20l 3, between Macco Organiclucs Corporation, a
Kentucky corporation ("Lessee") and Paducah-N[cCracken County Industrial
Development Authority ("Lessor")
Ladies and Gentlemen:
The purpose of this letter is to confirm the following:
(i) The Commencement Date for the referenced Lease Agreement
(ii) The Initial Term of the Lease e\,pires on
Please acknowledge your agreement with the provision, )I' this letter by signing the extra
copy of this letter and returning the same to the undersigned.
Ackno�v ledged and Agreed to By:
LESSEE: Ntacco Organiques Corporation
2 r
Date
23
Sincerely yours,
Paducah -McCracken County Industrial
Development Authority
By-.--
Title:
3y __
Title:
EXHIBIT C
Copy of Current Title Commitment
Deflecting Existing Title Natters
[Attached I
INFORMATION
The Title Insurance Commitment is a legal contract between you
and Ine Company. It is issued to show the basis on which we will
issue a Title insurance Policy to you. T`!e Policy will insure you
against certain risks to the land title, subject to the limitations
shovm to the Policy.
The Con'ipany will give you a sample of the Policy form, if you
ask.
This Policy contains an arbitration clause. Ali arbitrable matters
when the th4atter of Insurance is $2,000,000 or less shall be
arbitrated at the option of either the Company or you as the
exclusive remedy of the parties. You may review a copy of the
arbitration rules at hr c)://vrww.alta.org .
The Commitment is based on the land title as of the Commitment
Date. Any changes in the land title or the transaction may affect
the Commitment and the Policy.
The Commitment is subject to its Requirements, Exceptions and
Conditions,
THIS INFORMATION IS NOT PART OF `HE TITLL
INSURANCE COPA141 HENT. YOU SHOULD READ THE
COP, bIIT+iMENT VERY CAREFULLY.
If you have any questions about the Commitment, contact:
FIRST AMERICAN TITLE INSURANCE COMPANY
1 First American Way; Santa Ana, CA 92707,
TABLE OF CONTENTS
AGREEMENT TO ISSUE POLICY
CONDITIONS
SCHEDULE A Insert
1. Commitment Date
2. Policies to oe Issued, Amounts
and Proposed Insureds
3. Interest in the '_and and Owrer
a. Description of the lard
SCHEDULE B - REQUIREMENTS insert
SCHEDULE B-li - EXCEPTIONS Insert
AGREEMENT TO ISSUE POLICY
We agree to issue policy to you according to the terms of the Commitment. When we shote the policy amount and your name as the proposed
insured 'n Schedule A this Commitment becomes effective as of the Commitment Date shown in Schedule A.
If the Requirements shown in this Commitment have not been n1let w1hin six months after the Commitment Date, our obligation under this
Commitment vjill end. Aiso, our obligation under 'his Commitment will end when the Policy is issued and Ther our obligation to jou vJ11 be under the
Poky.
Our obligation under this Commitment is limited by the following:
• The Provisions in Schedule A.
• The Requirements in Schedule B -I.
• The Exceptions in Schedule B -II.
• The Conditions on Page 2
This Commitment is not valid without SCHEDULE A and Sections t and II of SCHEDULE B.
First American Title Insurance Company
lySGr,
�. oPPaR4 n
SEPUMBEB 2A• o
'r, b� • 1968
y+ •
44 ...... • i! - De. -Ills J Gilmore Timothy Kemp
far I F 010% - PFesident Secretar;
kThis _-ortmitnTeri :s ialid )r1; ::nen S-xedulea A ano 0 are 1'!acned)
Copyright 2006.2009 American Land Td le Associ atlon. All rights re se rJed. Thr use Of :n.s form s'e seiclad A: fA hGersey Inn AL -.A rran-ue•s i ;c.aJ ;tan jwg is s: the .Year _f jse.
All ether ;ses are O'ohi-.i;ed R=_printer Under icense 4rm the Amercan wand Title Assccla5on,
Forin 501 1000 (6/212010) Page 1 of 4 1 ALTA Plain Language Commitment '6.17-06}
e=, CONDITIONS
1 -i -,
.(a) "Mortgage' means mortgage deed of trust or other security instrument ;btblic Records" means title recurJs
-:y%, 'tat give constructive notice of matters sffecGny your title according to the state;tatites,vhera your ;and is located
The Exceptions in Schedule B — Section 11 may be amended to show ar+ydefcc!jer's or encumbrances that appear
for the first time in the public records or are created or attached beb✓✓een the ':omega ;; Date and the date on which all
of the Requirements (a) and (c) of Schedule 8 — Section I are met. We sha+l tz',,� r ,; liability to you because of this
amendment.
LATER DEFECTS
3. EXISTING DEFECTS
If any defects, liens or encumbrances existing at Commitment Date are rot ;ho:;'n +n Schedule 8. we may amend
Schedule B to show them. If we do amend Schedule B to show these defects, :rens or encumbrances, we shall be liable
to you according to Paragraph 4 below unless you knew of this information and &j ^ol :ell us .about it ir. writing.
4. LIMITATION OF OUR LIABILITY
Our only obligation is to issue to you the Policy referred to in this Commitment. Wteo you have .net its Requirements.
If we have any liability to you for any loss you incur because of an error in this Commitment. our liability will be limited to
your actual loss caused by your relying on this Commitment when you acted in good to+th tc:
or
Comply with the Requirements shown in Schedule B — Section I
E=liminate with our written consent any Exceptions shown in Schedt+;e 3_ Section +I.
We shall not be liable for more than the Policy Amount shown in Schedule A of;his Commitment ar•d our liability +s
subject to the terms of the Policy form to be issued to you.
5. CLAIMS MUST BE BASED ON THIS COMMITMENT
Any claim, whether or not based on negligence, which you may have against us �cncern+ng the title to the land must
be based on this Commitment and is subject to its terms.
A' rte. G:)Lli.(I-'.I' I _G
Sj,edula A
iii -St American Title Insurance Company
Sehedule a
1ssE1{n,�
Oft --.:e file NO: 0517 3,PN1
'`IZ:.: 5455 Conunercc Drive, Paducah, KY 42001
Conituitment D_lte: Ma% 13, ?013, at 3.30 A..M.
?. l'olicN, of Policies to be issued
(a) Owners 11L.)Iic�, ALTA Owners 6-17-06 -lmoullt of lasurance: STBD
Propoied Insured. Padu,; all-LI,:Cracken COurttV I11dUSIri31 Dcvelopmen _ uchorit1
>. 1 he estate. or {nt.1'est'In the land described in this Commiuue,tl is tee simple, and at the elfeel:x--
date hereof vested in. Paducah-\lcCracken COunty Industrial Development Auth0HfV
4. The !and referred to in this Commitment is described as fokot s:
See Description Attached
Denton Kculcr. LLP
r ,,
By
�L`dlori%ed SiL toil
`FOR COMPANY REFERENCE PURPOSE ONLY. NOT AN INSLKING PRC)VI.SI()\
TUIS CO-MMITNIENT IS FURNISHED BY F(RSI- AMERICAN' TITLL INSUR.ANCI: COMPANY OR ITS POLICI .AGE\T
SOLELY FOR THE (SSUANCE OFA POLICY OR POLICIES OF TITLE ISSt;RAVCF (.)I' FIRST A11E1ZI(.AN TITLE
I`SURA,\'CE COMPANY. THIS CONI:XITTSIENT rS NOT AN .ABSTRACT OR A.N 0111NION OF TITLE. LLIBII.IT1 I-NDER
PHIS CONIMITNIENT IS DEFINED BY AN'D LISIITED TO THE TERINIS .AND CONDIT(OvS OF THIS CO.%IN(ITNIEN T -kND
THE TITLF INSURANCE POLICY TO BE ISSt'ED, PERSON'S AND FNTITWES NOT' t.fSTED ABOVE AS PROPOSED
INSURED ARE NOT ENTITLED TO RELY UPON TEAS CONUN TIMENT FOR ANY PURPOSE. P[-F.\SF VISI'r
HTTP;N�i'AA'11",t IRS1.iS1.00�i WHERE PREMIUMS MAY BE CALCI:LATE.D ..AM) OTHER TITLE REI.A TED CIIARGFS
ARE LISTED.
M -T A COMM'', \{k... n -I' -:tel
SchAulz A
LEGAL DESCRIPTIUy
Being Tract C consisting of 10,2007 acres as shown ort the �Vail�-er of
ubdivinion at the Industrial Park West to create new Uract F and revise
Tract C of record in Plat Section L, page 1308, in the McCrackcr, Comfit}
COUrt Clerk's Office.
Being a part of the sante property conveyed to Paducah-ivlcCracken Comity
Industrial Development Authority by deed dated Apri 25, 1997, of record
in Deed Book 87 t, page 672. in the McCracken County Court Clerk's
0frrce.
--TA CO`I-MIT`E NT i6 17 U�
Schedule :\
2
First Aniet-lean Title Ciistirance Company
SCHEDULE LE B -- SECTION [
REQUIREMENTS
issuing Office File No: 05171')PM
T'lte following requirements insist be niet:
Pay the aCreed amounts for the interest in rhe land and/or (lie mortgage to be insured.
Pay tics the premiums, fees and charges for the policy.
Pay all taxes and;'or assessments. le% ted and assessed against the lard, which are due and payahle.
You must teff us ill writing the name of anyone not referred to in this Coninwi aew who will get an interest
in the land or who will make a loan on the land.
Documents, satisfactory to us, creating the interest in the land andior mortgage to be Insured, must Ilie
signed, delivered and recorded.
The undersianzd has exainined title to the subject property solely for the purpose of detcrmrnina the status
of ownership of the subject proper,-. The undersigned has not been requested to. and has not. zn.'aluated the
,mancial soundness of the borrower or the sufficiency of value of the property as collateral fol ani loan
and expressly disclaims any liability for the decision to enter into the loan, which decision is completely the
responsibility ')f tine institution making said lean.
if a policy is issued, a City of Paducah premium tax of 6% of the premium ti1UST BE collected in
addition io the premium.
The undersigned Itas examined title to the subject property solely for the purpose of determiniil'J
the status ofownership of the subject property. The undersigned has not been requested to.. and
has not, evaluated the financial soundness of the borrower or the sufficiency of value of the
property as collateral for any loon, and expressly disclaims any liability for the decisioi, to enter
into the loam, which decision is completely the responsibility of the institution making said loan.
The property :address referenced here, if any, %vas obtained tram the local property assessor's
office and is for informational purposes only. This exarnirier makes no certification as to the
accuracy of the property- address and disclaims anv liability for y'otir reliance upon same.
10. Produce satisfactory evidence that all corporate etattties and partnerships involved in the
conveyance of the insured property are duly organized and are In good standing in their state .}f
incorporation!registratioia and the State of Kentucky. Further, that the Board of Directors of any
corporation im-olved in this transaction approved by resolution. the sale or purchase of the �Lnsurcd
property for the consideration to be given along \,vith designating a person, persons or class of
Persons wh.o Cara execute the, documents and otherwise act on its behalf.
schtdu,L! 5 — Sectuu:
A1_'TA X70' -'f N 1 f Tt` (E;= [• �6-I'-)(j)
3
Fh-st Antet-icati Title hist atice Company
SCHEDULE S — SECTION 11
EXCEPTIONS
Issuirig Office FIle No. 05 1 -1 13PN I
An}' policy we issue Will have the following exceptions unless they are taken care or to our satisfaction.
1. (a) T"►xes or- assessments that are aot, shown -is existing liens by the records of any taxing authority that
levies taxes or assessniertts on real, property or, by the Public Records; (b) proceeditlgs by a public agency
that idly result in taxes or assessments, or notices ot" such proceedings; whether or not shown by the
records of such agency or by the Pu011c Records.
2. Any Facts, rights; interests or claims that are not shown by the Public Records but that could be asceilalned
by an mspectlon of the Land or that may be asserted by persons in possession in the Land.
3. c,ascit cmn , Iicns or CrlCLImbrances, or claims thereof, not shown b% the Public Kccords.
4. Any encr•oaclimettt; _mcumbrance, violation, variation, or adverse circimistances atiecting the Title that
WOUld be disclosed by an accurate and complete land survey of the Laird and riot ;howrt by thy: Pubiic
Records.
Any ritIrteraI or inIricral rights leased. granted or retained by' cttrreltt or prier ownzls
Subject to Protectk c covenants and Restrictions for Industrial Park Writ of record it,. Deed Book 1 l 86.
page: 67, and re-recorded in Deed Book 1186, page 643, in the IMCCtacken C01.111ty Court Clerk's Office.
Covenants; conditions, easements, and notes are set forth in Plat Section L, page 1305, in
the McCracken County Court Clerk's Office. Said plat reveals a 50` front minimtull
building litre and a 25` minimum building line along the east property line. A 50'
transmission line easemetlt runs along the rear of said traC•t and al 30' dratnaae and public
utility- casernctit runs along the boundary of Tracts C and F (65' on each tract). A 7.5'
t_ttility easemenI'M
IS also r'ns along (lie cast property linC.
The target tract. from which the above described property was taken is subject to an
easement dated March 2 1, 1977, in favor of Paducah Power System. Said easement is of
record in Deed Book 592, page 121, McCracken County Court Clerks Office. Said
easement is 125' across property.
The larger tract From 1,vhich the above described property was taken is subject to 1n
easement dated February 5. 1975, in favor of Kentucky Utilities. Said permit is of reco,d
in Deed Book 571, page 10, ti,IcCracken County Court Clerk's Office. Said easement is
50' across property .
I
l!). 1,11(e tamer tra'A from which the �ibove described property v,as lal:en is s*1 to A
general permit Mated lune 30, 1930, in Ca<jol- )C Southern 3eli f�:lcphone & Telegraph
Company Cor service across property, Said easement is of record in Deed Book i-/4,
page 261. McCracken Cc►untti' COU11 Clerk's Office,
I l . The tart4er tract Croin which the abov z described property vas taken is subizct to a
ge1leral pe) -mut dated June 2S, 1928, in favor of southern Bell Telephone & Telegraph
Company f'or clearance across said property. Said permit is oC record in Deers Book 165,
page 247, McCracken County Court Clerk's Office.
12. This prat?crty ]vas tax ex rnp( for the ?01 , tax year. Citi, state and county advalorem
taxes Cor 0l; are a lien assessed, not vet due and payable.
60-160.doc
jch�sula 3 - ��::tigri fi
ALl'A COLfMITNIE'T !?-,)6)
Declaration of Proteefive Covenants and Restrictions
Industrial Park 'Nest
THIS DECLr1RATION is made on this 15`" January, 2010 by PADUCAH-
MCCRACKEN COUNTY INDUSTRIAL DEVELOI'MFL T .k&1'I•IO12I'1'Y, (rhe
"Developer" or "PMIDA"), a governmental agency and instrumentalit`1 of the City of Paducah, and
County of McCracken, Kentucky, as the owner and developer of that certain real propei:ty located in
Paducah, ivlcCrackea County, State of Kentucky, known as Industrial Park West (the
Development).
wrrNESSETH:
WHEREAS, the Developer is the owner of certain real property located in Paducah,
McCracken, Kentucky, more particularly described on Exhibit A; and
WiIERf AS, the Developer has caused to bo developed aad continues to develop the
aforesaid real property as an industrial parte, known as Industrial Park West pursuant to the
public purpose of the City ofPaducah and Countyof McCracken ofenhancing economic
development and providing qualityjob opportunities for the citizens of Paducah, McCracken
County, and the Commonwealth of Kentucky;
WHEREAS, in order to establish a general plan for the improvement and development of
Industrial Park West, the Developer desires to subject the aforesaid real property to certain
conditions, restrictions, easements, and covenants, upon and subject to which the aforesaid real
property shall be held, transferred, sold, leased, conveyed, and occupied for the benefit of the
current owners and all future owners in Industrial Park West; and
WHEREAS, the imposition of the conditions, restrictions, tasetneitts, and covenants
contained in this Declaration was approved by the board of directors of the Developer on or
about Tanttaty 26, 2001, and on lanuary 15, 2010 authorized and directed the recording of these
conditions, restrictions, easements, and covenants in the McCracken County Court Clerk's
office; and
NOW, THEREFORE, the Developer hereby declares that the aroresaid real property, shall
be held by the Developer and each subsequent owner subject to the conditions, restrictions,
easements, and covenants contained in this Declaration which shall run with the land and be
binding upon all parties having any right, title or interest in the aforesaid real property, their
heirs, successors and assigns and shall inure to the benefit of the Developer and each subsequent
owner.
)i OGS- 644
1.0 I'MMITTED USES: Ad[ such real estate shall be used for manufacturing, corporate or
regional headquarters, and/or warehouse and distribution purposes. Factory retail outlets, if
products sold at retail are manufactured on th-. premises, are allowed as secondary operations to
the manufacturing purposes. In addition, educational and training facilities, day care centers for
children of employees, and/or other purposes directly related the operation of the facility or
human resources purposes are allowed contingent upon prior Written approval of the PMIDA.
1.2 HAZARDOUS OR ILLEGAL USES: No grantee, lessee or occupant shall utilize or allow
the utilization of such premises, or any portion thereof, for the manufacturing, storage or
distribution or sale of any products or items whicLi will increase fire hazards to adjoining
properties or for any purposes which constitute a nuisance or causes emissions or odors or bases
injurious to products manufactured or stored upon adjoining premises or premises within 500
feet of said properly, or for any purpose or use that violates the liws of the United States of
Ametica, the Corrimonwcaltli of Kentucky or appticahle city or county ordinances or resolutions.
1.3 EXCAVATION: No excavations or excavating work shall be permitted on any part of said
real estate except on such real estate inunediateiy prior to and dra-irng the constniclion of such
buildings and tangible unprovements or repairs. No soil, sand, gravel niitteral:,, aggregate or
earth roatecials shall be removed fforn said real estate except as part of such excavations made
for the purposes of constructing buildings and tangible improvements on said real estate.
1.4 OUTSIDE STORAGE: No materials, inventory, goods -in -progress, semi -manufactured
items, finished products, plant equipment, parts, rubbish, work iraterials or other personal
property shall be kept, stored, maintained or accumulated on anyprrrt of said real estate outside
of buildings erected thereon, in the public view. When necessary to store or keep materials in
the open, the lot area shall be fenced with a screening fence at lease six (6) feet high and storage
shall be limited to the rear two-thirds (2/3) of the property, except where prior written approval
of the Piv11DA is secured.
2.0 SETBACKS RIND GROUND AREA COVERAGE: The regulations, lot sizes, setbacks
and yard dimensions shall be in accordance with applicable zoning ordinance of the City of
Paducah and/or the County of McCracken except: (a). minimurn lot sizes shall be 3 acres; (b).
all structure shalt be set back at least fifty (50) feet from the right ofway (front setback) and
paving shall be twenty-five (25) feet from the right of way; (c). ito building shall be located
closer than twenty-five (25) feet to the rear and side lot lines and paving shall be no closer than
five (5) feet from the rear and side lot lines; (d). not more than fifty pc;cent 5035 of any lot shall
be covered by structure.
3.0 CONSTRUCTION iNIATER-LAi,S AND APPEARANCE: Front exterior wall shall be of
masonry concrete, glass, stucco or decorative concrete block or approved equivalent material,
unless all exterior walls are at least fifty percent (50%) composed o. the aforementioned
i materials. All gutters, coping, and metal trim shall be of sufftciett gage to eliminate unsightly
effects with age and all colored metal shall have a life expectancy o; twenty (20) years. No
galvanized sheet metal will be permitted.
2
0G9
3.1 APPROVAL BY PMIDA: All other types of construction not covered by the above
description must first be submitted and have written approval by the PM DA.
3.2 CONSTRUCTION SCHEDULES: The P\JUDA sliall have dw pokvcr tJ approve the
con;truc60n. sclledul.e of any development by gra.ntce or lessee, rlrty raritee or lessee taking title
or leasehold interest in any realty in the park shall begin construction within one (1) year of
closing on said real esta[e or execution of lease. Complotiof1 of;;ortstnrcfion shi-ill be
substantially iti accordance with the ptans and specifications approved by the PMEDA.
3.3 REFUSE CONTINERS; Refuse containers must be Located at the side or rear of the
building and screened.
3.4 111�ATING .AND COOLING TOWERS: All heating and cooling towers placed on the
roofs of'buildrngs shall b� screetled or eacloscd CI'om t1Ze street view so that they are
architecturally compatible with the rnain portion oftlie builcliug.
3.3 LOADING DOC;I<S AND TACILITES: Provisions for llatulling all freight, whether by
rail or truck, must be on those sides of any building which do tiot face a frontage street. All
loarlirig docks must be located at the rear or siders of the build] ags. Lcadirig Caci.lities shall- be
constructed so that no pant of the longest legal loading veliicic f�;;ing unloaded at any luaditig
dock, door or area will extend beyond the parcel bouadwry line, MI loading areas shall be
screened C'onl the street view.
3.6 PAMYNG: Employce, customer, owner or I:enatit parking kvill not be permitted on any
public street rrovv in existence, through or adjacent to the above described realty, Parking areas
must be paved with year round surface (asphal t or concre(e;). Paved and marked off-street
partdiary areas sufficient for all the automobiles .and trucks of any business and its etiiployees,
customers, visitors and other vehicle parking used in the conduct of the business shall be
provided on each parcel.
3.7 FRONT SETBACK PARKING: On all parcels barking in the front setback area shall be
limited to noncommercial vehicles only and shall not exceed 50')/, of the required mirlitnum front
setback areas.
3.8 AMOUNT OF PARKJNG:
manufacturing: One passenger car parking space shalt be pro ided for every 800 square
feet of building area.
warehouse/distribution: One passenger care parking space sliall be proviced for 5,000
square f -.et of gross floor area.
business & professionaI offices.- One passenger car parking space ;hail he provided for
every 250 square feet of gross floor area,
4.0 UNDERGROUND UTILt'riF.S: All electric power line, telephone lige, water pipe, gas
pipe, sewer pipe, or drainage pipe (other than rainwater leaders) shall be installed and maintained
O .10
below the surface of the ground, except for nreter connections. Exceptions should be approved
prior to construction by the PMMA.
4.1 UTILITY EASENIENTS: At utility easernents shall be kept free of all structures and
pemianeat plantings of trees, ground covers, or shrubs unless prior written approval is obtained
from the utility provider and MMIDA.
5.0 SITE iV1AINTENCE: Sites that are not improved or built upon shall be: maintained in a
clean and neat appearance by the property owner or lessee. All of said real estate and all
buildings, structures, improvements, appurtenances, signs, lawns, laludscaping, sidewalks,
driveways, parking areas, and entrances thereon must at all times he maintained in safe, clean
and good condition.
6.0 LANDSCAPING: The land of building lines shall be properly landscaped andl'or surfaced
for parking areas, shall be maintained by and at the expense of the grantee, lessee or occupant of
the premises. A mir<imtrm of Live percent (5%), or as approved by Clie PMIDA, of the property
not covered by buildings shall be lwidscapc.d in materials other that ground cover. Landscaping
should be used to enli.ance screening of objects unsightly form the street view, to break up
barking lots by adding ptmiting strips, grid to gcnerally lessen the severity of the appearance of
the lot and Parlc.
0.1 TYPIzPS OF LANDSCA-PING: In addition to trees, ground cover, and gardens, landscaping
may 1rncIud�, wlie re ap1)ropElia tr;, the use of walls, berms, screeLuing, terraces, fountains, pools,
ctc. The saving of Mshng vegz,tation, when possible, especially trees, is of prime irnpotlulce.
6.2 APPROVAL OF LANDSCAPING: Plans Cor both landscaping and parking areas must be
approved by the FNMA.
7.0 SIGNS.- All signs 'in the Park shall comply with the regulations of any federal, state, local or
other governmental authority now or tater created that lids jurisdiction. All signs, including their
sizes, graphics, colors and placement on lots and/or buildings must be approved by the HIDA
prior to erection or construction.
7.1 NUMBER OF SIGNS. One logo/em5tem!graphic sign that is flush mounted to a building
facade will be allowed in addition to one free-standing sign located in the front yard of the
building. If more than one tenant occupies a building, one muthple tenant identification sign evill
also be allowed. Internal directional signage on lots for the purposes of routing trucks, visitors,
customers will be allowed only with prior written approval of th,- PyICDA
7.2 INFOWATION ALLOWED: Sig -tis on any parcel shall be limited solely to those that
identify the name and type of business of the tenatut.
7.3 SIZE OF SIGN: "I?he size of the sign shall be in direct proportion to the size of the building
and the exposures to the roadway or street. The topmost point of any freestanding sign shall be
no higher than S feet above the finished parcel grade on which it stands and shall be no more the E 47
sixteen (16) feet in length. No suns shall obstruct the visions ofautornotive traffic.
7.4 TYPE OF SIGN: Signs shall be of a permanent nature. Neon, flashing signs, billboards,
advertising of products or services or containing other direct sales infornnat:on are prohibited.
No signs or advertising devises shall be mounted directly or painted on the exterior roof of any
building.
7.5 O'iT1:-il, R MEDIA: No devices such as flashing or rotating devices, phonographs, radios,
public address systems or sound productions or reproduction devices are permitted in advertising
or identifying the building.
8.0 RESUDI'VISION OF LOTS: No resubdivision of lots is allowed without prior written
approval of the PMIDA.
In the event there is any conflict between these covenants, conditions and provisions and the
zoning ordinances of the City of Paducah and/or the County of McCracken, such shall be
resolved in favor of the more restrictive provisions.
These restrictive covenants shalt be deemed for the benefit of the present and futura owners and
occupants of the Park and may be enforced at law or in equity by the Paducahi'McCracken
County Industrial Development Authority, incl any grantee, lessee or other occupant utilizing tine
facilities of the above-described realty and/or any other member of the general public. These
restrictive covenants shall be in full force and effect for a period of 50 years from the date
hereof, and unless altered, amended or terminated in writing by three-fourths of all grantees,
lessees or occupants of the above-described realty, the same shall be extended automatically for
another 50 years.
1lie effective date of this Declaration shall be January 26,200 1.
WITNESS the signatures of the Developer and subsequeritowners as ofthe date first
above written.
DEVELOPER:
PADUCAII-NICCR_8CKEN COUNT"
INDUSTRIAL DEVELOPMENT AUTHORITY
J
By
1
Title c /ilko
0,72 G"18
Have seen and agreed.
OWNERS:
CITY 0 { Ilk- - i COUNTY OF rVICCRACIal N, KENTUCKY
By By
Titles Title U Ca = 7, _
STATE OF KENTUCKY
COi1NTY OF McCRACKEN
The foregoing instntmenf was acknovrledned before me this day of > 2010, 6
A")- f? �/,n �,, , G' ; Z!_j (title), of the Paducah-INfcCracken County
Industrial Development Authority, on behalf of said entity.
My conunission expires �e �
I
Not y. Ptfblic, St�6t Large
STATE OF KENTUCKY
COUN PY OF McCRACKEN
The Coregoing instrument was acknowledged be fore me this /3 clay o f ry l , 20 t O, I) v
(title), of the City of Paducah, Kcimicky,
on behalf of said entity.
-. '•., qty coin onission expires
� . _ � �. ham- ;,� •�,c;�-ia�1�lF' :� .
j 3;j
'
Notary Public, State at Large
073
STATE OF KENTUCKY
COUNTY OF McCRACKEN )
The foregoing instrument was acknowledged before me this%3 day of 2010, by
L[l rr d �t=.L.nC,t.::hy Eof the County of y(cCracken,
,w-K4anfucky, on beha f of said entit
;, +�qr.,: •: y commission expires
Nocary Public, State at Large
r .
;j rumeni prepared by:
WVW-5511 �
DENTON & KEULER, LLP
P. O. Box 929
Paducah, KY 42002-0929
7
b:>0
074
EXHIBIT A
Industrial Park West
Parcel I
BEING A CERTALN TRACT OF LA -`D CONTAINING 192.3326 ACRES AS SET FORTH
ON THE PHASE ONE RIGHT OF WAY DEDICATION AND FNAL SUBDIVISION OF
THE PADUCAH-hfCCRACKEN COUNTY TNDUSTRIAL DEVELOPti1ENT ALTHORITY
PROPERTY OF RECORD IN PLAT SECTION "L," PAGE 648, IN THE NICCRACKEN
COLFNTY COURT CLERK'S OFFICE. SUBSEQUENTLY DESCRIBED .AS BEING
TRACTS A, A-1, B, AND C N INDUSTRIAL PARK WEST AS SET FORTH ON THE
PHASE U RIGHT OF WAY DEDICATION AND Fr AL SUBDIVISION OF THE
PADUCA I-N,ICCPU�CKEN COUNTY NDUSTRIAL DEVELOPNIENT AUTHORITY
PROPERTY OF RECORD IN PLAT SECTION "L," PAGE 1165, IN THE NfCCRACKEN
COUNTY COURT CLERK'S OFFICE.
BEING THE SAME PROPERTY CONVEYED TO PADUCAH-MCCRACKEN COL NIrY
INDUSTRIAL DEVELOPMENT AUTHORITY, A KENTUCKY CORPORATION, BY
DEEDS DATED JULY 2, 1997, OF RECORD IN DEED BOOK 875, PAGE 32, AND RE-
RL•COIZL7LD IN DEED BOOK 897, PAGE 307, AND DEED DATED APRIL 2S, 1997, OF
RECORD IN DEED BOOK 971, PAGE 672, N THE MCCRACKEN COUNTY COURT
CLERK'S OFFICE
Parcel it
BEING A CERTAIN TRACT OF LAND CONTAINING 16.386A ACRES AS SET FORTH ON
THE PT =kT OF ANNEXATION OF THE PADUCAH-tviCCRACKEN COUNTY
INDUSTRIAL DEVELOPIvfENT AUTHORITY PROPERTY OF RECOR-D IN PLAT
SECTION "L," PAGE 912, N THE ivtCCRACKEN COUNTY COURT CLERK'S Of:FTCE,
BEING THE SANIE PROPERTY CONVEYED TO PADUCAH-NICCRACKEN COUNTY
INDUSTRLAL DE.VELOPNIENT AUTHORITY, A KENTUCKY CORPORATION, BY
DEEDS DATED tifARCH 8, 2002, OF RECORD IN DEED BOOK 975, PAGE 313, DATED
AUGUST l9, 2002, OF RECORD IN DEED BOOK 987, PAGE 524, AND DA'Z'ED
SEPTEMBER 3,2M.2, OF RECORD IN DEED BOOK 989, PAGE 62, ALL OF RECORD TN
THE 11�fCCRACKEN COUNTY COURT CLERK'S OFFICE,
STAT?` OF KENNWOKY 1 SGT.
OF hicCRACKEN
I, Jef[Jerrell• Qark of Ino County Cour! Ict fhe Cou;,tyand Staie a'oresaia, do
�ti+fy' The! Ih0 ,o(c otng Ins, IM 01 wr hg
timet (ad cd for record on tho day a[
t 20 L�
ct I.1. o'acck. Ind t 1''3" r-#"0(fJ f me szrm ltgsltar
vnZ, i ois end J ierne,o;rq comb at t Ti fFcn in
G ven u,YJer rrrj hard ads day 'f
L— 2r7
JEFF) M I.,ClyPC
Dy �Z 1
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1709:8
Agenda Action Form
Paducah City Commission
\•leetin2 Date: March 11. 2014
Short Title: AUth0I"lZing Interlocal Cooperative Agreement with McCracken County and
GPEDC. Inc.. for construction of renovation to the spec building located at 5455 Commerce
Drive in Paducah. in connection With a public project to be leased to Macco Organiques
Corporation ("Macco").
❑ Ordinance ❑ Emergence X \lunicipal Order ❑ Resolution ❑ Motion
Staff NVork By: Jeff Pederson, City Manager
Presentation By: Jeff Pederson. City Manager
Background Information:
On April 10. 2013. Cite. McCracken County. GPEDC. Inc. and IDA entered into a
Memorandum of Understanding ("MOU") with Macco for the relocation and development of
an lndustnal/dlStrlblltlon facility at the spec building located at 5455 Commerce Drive. (the
'Project Site') in Paducah. Under the MOU. City and County each agreed to commit
51.250.000 (total of S2.5 million) (the -Construction Allowance") for the construction of
certain renovations to the spec building and site preparation (the "Project Improvements") in
order to make the site suitable for occupation by Macco. An} cost in excess of the Constr-uetion
Allokk ince shall be the responsibility of Macco.
Originally the Project Site was mvned by IDA. however. as a result of the Construction
Allowance commitment of City and COUllty and the financing of same Cite and County �k ill
own the Project Site. Further the City and County have assumed the obligations of IDA
under the Lease Agreement entered into on Mav 31. 2013 between IDA. as lessor. and
]vlacco. as lessee and subsequently° assigned by IDA to the Cityand Count. These
transactions further the public purpose of the Cite to achieve lona-term economic erow(h and
employment opportunities for its citizens.
Also pursuant to the NIOU and Lease. Cite and County are to super\ ise and oversee the
construction of the Project Improvements on the Project Site. In order to accomplish this
construction. Cite and COU11ty desire to enter into an Interlocal Cooperative Agreement with
GPEDC. Inc.. to ettabI1Sh their respective rights and duties in connection \+ ith the
construction of the Project improvements on the Project Site. all in accordance with the
Interlocal Act.
Therefore. 1 seek approval from the Cite Commission to enter into and have the \la\or
execute (1) the Interlocal Cooperative Agreement among Citx. Count. and GPEDC. Inc.. in
Agenda Action Form
substantialk the form attached hereto as Exhibit A.
Goal : XStmng EconomN- ❑ Quality Set-vlces❑ Vital Neighl orhoods❑ Restored Dori ntow ns
Funds Available: Account Mame:
Account Number: Finance
Staff Recommendation:
Attachments:
Department Head Cite Clerk Cit} N-Linager
I -osb
ORDINANCE NO. 2014 -
AN ORDINANCE OF THE CITY OF PADUCAH, KENTUCKY.
APPROVING AND AUTHORIZING THE EXECUTION OF AN
INTERLOCAL COOPERTIVE AGREEMENT AMONG THE CITY OF
PADUCAH, KENTUCKY, THE COUNTY OF ?vICCRACKEN,
KENTUCKY, AND G,P.E.D,C., INC.
WHEREAS. City and County are each owners of an undivided ',,z interest in certain a
spec building (the "Building") located at 5455 Commerce Drive (the "Project Site"). in Paducah,
McCracken County, Kentucky; and
WHEREAS. City and County have a compelling public interest in fostering economic
development, promoting the development of a skilled workforce, relieving conditions of
unemployment, replacing lost jobs, expanding local tax bases, and increasing general commerce,
all to the benefit of the citizens and residents of the city of Paducah and the county of
McCracken. Kentucky: and
WHEREAS. City and County have determined that in order to accomplish the public
purposes of City and County, it is desirable and necessary for City and County to construct the
Project Improvements to the Building located on the Project Site utilizing the Construction
Allowance funded by City and County, and that City and County shall lease the Building as
improved and the Project Site (collectively, the "Premises") to ,\/IACCO Organiques Corporation
(the ",Corporation") for the purposes of locating, installing, equipping, operating and managing
an industrial/distribution facility and the hiring and maintaining =40 new full-time employees at
the Premises ((lie "Project"), all as more particularly set forth in a certain Lease Agreement, as
the same may be amended or supplemented, dated May 31, '013. among the Corporation, as
lessee, and IDA, as lessor, and subsequently assigned to City and County, as lessors; and
WHEREAS, City, County, and GPEDC desire to enter into an agreement which sets forth
the common plan of construction that the City of Paducah, County of iVlcCrackern, and
G.P.E.D.C., Inc., ("GPEDC") will follow together to undertake the construction of Project
Improvements to the building and site situated at 5455 Commerce Drive, Paducah, McCracken
Comity. Kentucky in the most cost effective manner for a rental arrangement with MACCO
Organiques Corporation: and
WHEREAS, pursuant to Sections 65.210 to 65.300, inclusive, of the Kentucky Revised
Statutes, as amended (the "Interlocal Act"), the City and the County may join together to
accomplish what each may accomplish individually.
NOW THEREFORE, BE IT ORDAINED BY THE CITY COMMISSION OF THE
CITY OF PADUCAH, KENTUCKY, AS FOLLOWS:
Section 1. The City of Paducah. Kentucky, hereby approves the Interlocal Cooperative
Agreement between the City of Paducah. Kentucky, the County of McCracken. Kentucky. and
G.P.E.D.C. [lie. in substantially the form attached hereto as Exhibit A and made part hereof. It is
hereby found and determined that the Interlocal Cooperative .agreement furthers the public
purposes of the City and it is in the best interest of the citizens, residents and inhabitants of the
City that the City eater into the Interlocal Cooperative Agreement for the purposes therein
specified and the execution and delivery of the Interlocal Cooperative Agreement is hereby
authorized and approved. The Mayor is hereby authorized to execute the Interlocal Cooperative
agreement, together with such other aareements. instruments or certifications which may be
necessary to accomplish the transaction contemplated by the Interlocal Cooperative agreement
with such changes in the Interlocal Cooperative Agreement I10t 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 such
Interlocal Cooperative Agreement by such official.
Section ?. 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
section. paragraph or provision shall not affect any of the remaining provisions of this
Ordinance.
Section I Compliance With Open Meetings Laws. The City Commission hereby finds
aIld determines that all formal actions relative to the adoption of this Ordinance were taken In all
open meeting of this City Commission, and that all deliberations of this City Commission acid of
its committees, if anv. 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 Ordinance 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 publ icatio1l pursuant to KRS Chapter 424.
\dAYOR
,-ATTEST
City Clerk
IntrodClCd by the Board of Commissioners, , 2014
Adopted by the Board of Commissioners,
Recorded by City Clerk,
Published by The Paducah Sten,
3
, 2014
2014
, 2014
EXHIBIT A
TERLOC aL COOPERATIVE AGREEN-IE\
INTERLOCAL COOPERATION AGREEMENT
THIS INTERLOCAL COOPERATION AGREEMENT (this "agreement') made and
entered into as of the day of March 2014 by and between the CITY OF PADUCAH.
KENTUCKY ( "City"), the COUNTY OF McCRAC KEN, KENTUCKY ("County"). azld
G.P.E.D.C., INC., a Kentucky non-profit corporation, doing business under the assumed name of
Greater Paducah Economic Development Council, ("GPEDC").
WITNESSETH
WHEREAS, City and County are each owners of an undivided [/z interest in certain a
spec building (the "Building") located at ���� Commerce Drive (the '`Project Site"), in Paducah.
[McCracken County, Kentucky, which property is more particularly described in Exhibit a: and
WHEREAS, City and County have a compelling public interest in fostering CCOnomic
deve[op[nem, promoting the development of a skilled workforce, relieving conditions of
unemployment, replacing lost jobs, expanding local tax bases, and increasing general commerce,
all to the benefit of the citizens and residents of the city of Paducah and the county of
McCracken. Kentucky: and
WHEREAS, City and County have determined that in order to accomplish the public
purposes of City and County, it is desirable and necessary for City and County to construct the
Project Improvements to the Building located on the Project Site utilizing the CO1istlZlCt1011
Allowance funded by City and C011Ilty, and that City and COLInty shall lease the Building as
improved and the Project Site (collectively, the "Premises") to I ACCO Organiques Corporation
(the "Corporation") for the purposes Of locating, installing, Zquippino, operating and managing
all lndUstrial/distrbutl011 facility and the hiring and maintaining 40 new full-time employees at
the Premises (the "Project"), all as more particularly set forth in a certain Lease Agreement, as
the same may be amended Or supplemented, dated iNlay 31, 2013, among the Corporation. as
lessee, and IDA, as lessor, and subsequently assigned to City and County, as lessors {the
"Leasee) (terns not otherwise defined herein shall have the sande meaning as set forth in the Lease):
and
WHEREAS, pursuant to Sections 65.210 to 65.300. 111clusive, of the Kentucky Revised
Sta[Utes, as amended (the "Interlocal Act") City and County may join together to accomplish
what each may accomplish individually. an([
WHEREAS, as a result to the foregoing findings, City Ind County have determined that
it is advantageous and in the best interests of the inhabitants of the Cit} and the County that City
and County proceed together to undertake the construction of thz Project [mprovenlents in the
most cost effective manner pursuant to this agreement and the interloca[ Act: and
WHEREAS, City, County. and GPEDC nO%V wish LO establish their respecti�-e rights and
c[Llties in connection wide the constriction of the Project Irnpi-m-ements on the Project Site. all in
accordance with the Interlocal Act:
NMV. THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS
BETWEEN THE PARTIES, IT IS AGREED AS FOLLOWS -
t. DEFINITIONS
"BUILDING" shall mean that certain existing spec building as improved by the Project
Improvements located on the Project Site.
"CITY" means the City of Paducah, Kentucky acting by and through its City
Colnmissioll.
"CITY'S CONTRIBUTION" means the amount of S I.250,000 to be committed by City
for the Construction Allowance.
"CONSTRUCTION AGREEMENT" shall mean (i) the constriction agreements between
City, Countv, and contractor Or contractors selected by the Project Manager with respect to the
construction of the Project Improvements and (ii) all agreements related to the construction of the
Project Improvements.
"CONSTRUCTION ALLOWANCE" shall mean LIP to and not to exceed S2.5 million
committed by City and County pursuant to the IOU for the construction of the Project
Iniprov ements on the Project Site.
"CONSTRUCTION FUND" means the account established. by GPEDC into vvIlicll the
Contributions shall be deposited.
"CORPORATION" shall mean MACCO ORGANIQUES CORPORATION, a Kentuckv
corporat ion.
"COUNTY" means the County Of McCracken, Kentucky acting by and through its Fiscal
Court.
"COUNTY'S CONTRIBUTION" means the amount or S1.250.000 to be committed by
County for the Construction Allowance.
"GPEDC" shall meati the G.P.E.D.C., INC., doing business udder the assuIlled rlarne of
the Greater Paducah Economic Development Council. Inc., a Kentucky not-for-profit-
corporatiotl.
"LEASE" means the Lease Agreement dated May 3t, 2013 alnorlg the Corporation, as
lessee. and IDA. as lessor. �vhicll lease was subsequently assigned to City acid County. as lessors.
"INTERLOCAL ACT" means KRS 6.210 through 65.300,
"KRS" means the Kentucky Revised Statutes, as amended.
"PREMISES" shall mean, collectively-. the Building. the Project Improvements and the
Project Site.
"PROJECT" shall mean the locating, installing, equipping, operating and managing an
industrial/distribution facility by Lessee, and the efforts of Lessee to meet the Employment
Commitment, all as more particularly set forth in this Lease and the iVIOU.
"PROJECT [IMPROVEMENTS" shall mean the renovation of the Building and site
preparation of the Project Site to create a space and environment reasonably suitable for the
operation of the Project as contemplated by the Project Plans. The renovation of the Building shall
be designed and completed in such manner and to such standards as to comply with state, local and
federal regulations applicable thereto.
"PROJECT EVALUATOR" shall mean the authorized designee of Peck Flannery Grearn
Warren, Inc., a Kentucky corporation with a principal office located at 101 South 4`h Street,
Paducah, Kentucky 42001.
"PROJECT MANAGER" shall mean GPEDC.
"PROJECT SITE" shall mean the site on which the Building is located and the Project
Improvements and the Lessee Improvements are to be located and Lessee is to equip, operate and
manage the Project. which site is generally located at 5455 Commerce Drive, Paducah. ivicCracken
County, Kentucky, and is more particularly described in Exhibit .k attached hereto.
?. GENERAL CONSTRUCTION PLAN
It is the intention of the parties to this Agreement to set forth their respective rights and
duties in connection with the construction of the Project Improvements on the Project Site.
The Contributions of City and County shall be utilized to fund the Construction
Allowance. City and County shall timely deliver their respective Contribution to the Project
Manager. Upon receipt of the Contributions, the Project Manager shall place the Contributions
into a non-interest bearing account in federally insured institution (the "Construction Fund"), and
thereafter hold the Construction Fund, subject to the instructions and understandings as provided
under this Agreement.
The Construction Fund shall be remitted by the Project Manager to pay the costs of the
construction of the Project Improvements on the Project Site up to an amount not to exceed the
Construction Allowance. Pursuant to the Lease, the Corporation shall be responsible, at its own
cost, for the design and construction of the Project Improvement, in excess of the Construction
Allowance.
City and County shall cause, supervise, and oversee, through tine Project Manager, the
design, construction and completion of the Project Improvements in such manner and to such
standards as to comply with state. local and federal regulations applicable thereto and to create a
space and environment reasonably suitable for the operation of the Project. The Project Manager
may retain the professional services of a qualified Project Evaluator %vho shall assist the Project
Manager in administering the construction of the Project. and the remittance of the Construction
Fund. In relation thereto, the Project Evaluator shall have the right and authority to (i) inspect
the construction \,kork that has been provided oil the Project improvements. (ii) consult with the
9
contractor and iCs subcontractors and material providers on con�tructlon matters and costs, {iii)
verify that the Project Improvements are being constructed in accordance %vith the construction
plans and specifications. (iv) verify the costs of construction and the percelltage of completion of
construction, (v) approve or reject applications for payments, and (vi) perform any other activity
as directed by the Project %tanager on behalf of City and CoLinty.
The Premises is owned by City and County and is leased to the Company in accordance
with the Lease. City and County shall deliver possession of the Premises as improved to the
Company on the date a certificate of occupancy for the Premises has been issued by the
appropriate governmental authority (the "Commencement Date").
3. GPEDC TO ACT AS PROJECT MANAGER FOR ADMINISTRATION OF THIS
AGREEMENT AND CONSTRUCTION OF PROJECT IN MVEMENTS
In connection with the administration of this agreement and the construction of the
Project Improvements, City and County designate GPEDC as the Project Manager for all
purposes relating to the construction of the Project Improvements, including without limitation
the following:
(a) Review of the design of the Project Improvements
(b) Obtain competitive bids in accordance with the Kentucky %[ode[ Procurement
Code (KRS Chapter 45A), t1}e Procurement Code of the City of Paducah and all other
applicable legal requirements including. without limitation, prevailing wages, for the
construction work that is required for the construction of the Project Improvement,; and
award the contract to the responsible bidder who submits the responsive bid of the lowest
evaluated bid price as reasonably determined by the Project Manager after consultation with
the City %tanager and the County's Deputy Judge Executive.
(c) Negotiation of the Construction Agreement for the construction of the Project
Improvements in a tiinely and workmanlike manner that is in accordance with generally accepted
construction practices, which construction agreement shall be submitted to and approved by the
governing bodies of City and COMM
(d) Timely completion of the construction of the Project Improvements and obtaining
a certificate of occupancy for the Premises issued by the appropriate governmental authority
(e) Upon completion of the construction. Project Manager shall obtain final lien
waivers from the contractor and its subcontractors and material prop Lders which effectively
release their lien interests against the Premises.
(f) Performance of all other duties customarily incident to the foregoing provisions of
subparagraph (a), (b), (c), (d) and (e).
Actions heretofore taken by the Project Manager in such respects are expressly affirmed
and ratified by City and County.
4
4. APPLICATIONS TO THE PROJECT MANAGER FOR PAYINIEN'r OF
CONSTRUCTION COSTS.
The Construction Fund shall be disbursed by the Project Manager as follows:
(a) Written requests for payment of the costs of the Project Improvements payable
under the Construction Agreement in such amounts not to exceed the Construction Allowance
Shall be submitted to the Project Manager, subject to the provisions and restrictions of this
Section.
(b) All requests for payments shall be evidenced by a properly completed AIA
construction form 0702 (application and Certificate for Payment) that has been duly executed
by the contractor, and approved by the Corporation's architect. Requests for payments shall also
included interim mechanic and materialmen lien waivers that have been duly executed by the
contractor, and its subcontractors and material providers, which shall contain the amount of
payments received by each of them, and a lien waiver to the extent of those amounts.
(c) Upon receipt of a request for payment, the Project Manager shall submit a copy of
the request to the Project Evaluator for approval, The Project Evaluator shall review and
evaluate the construction costs and other information contained in the request and determine
whether the application is in conformance with the Construction Agreement. in the event the
Project Evaluator approves the application, the Project Evaluator shall submit the application to
the Project Manager for its review and acceptance.
(d) If the Project Evaluator approves the application, the Project Manager shall remit
the requisition out of the Construction Fund, provided, however, (i) the amounts requisitioned do
not exceed the Construction Allowance, (ii) there has not been filed with or served upon City.
County or the Project Nlanager notice of any lien or attachmentuport, or claim affecting the right
to receive payment of any of the amounts requisitioned and pa\'able to any of the persons, firms
or corporations named in such application which has not been released or will not be released
Simultaneously with such payment, and (iii) such requiSitioa contains no item representing
payment on account of any retained percentages of the colt of construction of the Project
Improvetnents which City and County are at the date of such requisition entitled to retain.
(e) The Project Evaluator shall reject an application (or any part thereof) for
nonconformance, incompleteness, inaccuracy, nonperformance of work, nonconforming work.
failure to perform, and other valid grounds. In the event tie Project Evaluator rejects an
application (or any part thereon, the Project Evaluator shall issue a written directive which sets
forth (i) the portion of the application that has been rejected. (ii) the grounds for the rejection.
and (iii) the portion of the request that has been approved for processing. The Project Manager
shall have final approval on all applications for payment. In the event, the Project !Manager
rejects any application (or any part thereon, the Project Manager shall comply with the rejection
procedure as set forth in this paragraph.
{f) An application rejected by the Project Evaluator or the Project Manager shall not
be paid until a cure or remedy is provided by the contractor and approved bytheProject
Evaluator and the Project Manager, whichever is applicable.
5
( g ) All reasonable costs and expenses incurred by the Project tManager as a result of
this Agreement, including without limitation attorney fees and cost of the Project Evaluator's
services, shall be paid Out Of the Construction Fund.
(h) The Project Manager shall keep and maintain complete and detailed records with
respect to the Construction Fund. Additionally, the Project Manager shall provide timely notice
of all remittances from the Construction Favid to the City Manager and the County's Deputy
Judge Executive. The notice shall include without limitation the request for payment and
Supporting documentation,
(i) At such time as all moneys due to be disbursed from the Construction Fund have
been so disbursed and paid, the balance ill such Construction Fund, if any. shall be transferred by
the Project Manager in accordance with the mutual written instructions of City and County.
5. ADMINISTRATION AND MANAGElv1ENT OF THE LEASE
In connection with the administration and management of the Lease. City and County
designates GPEDC as its agent for all purposes. Any rental payments resulting from the Lease,
if any. will be collected by GPEDC and held in a separate account, and paid out of the separate
account as directed by the joint written instructions of City and County.
6. DURAT[ON
This Aareement shall rernain in full force and effect for a period beginning on the
Effective Date of this Agreement and ending on the expiration or terntination of the Lease for
any reason.
7, MISCELLANEOUS
This Agreement shall be binding upon the parties hereto and upon their respective
permitted successors and transferees, No party shall assign this Agreement or any rights or
obligations hereunder.
This :agreement shall be govertned by and construed irn accordance with the laws of the
Commonwealth of Kentucky. The venue of any legal dispute shall be the McCracken Circuit
Court.
If one or more provisions of this Agreement, or the applicability of any such provisions
for any set of circumstances shall be determined to be invalid or ineffective for any reason, such
determination shall not affect the validity and enforceability of the remaining provisions of this
Agreement or the applicability of the provisions found to be invalid or ineffective for a specific
set of circumstances to other circumstances.
This Agreement may be amended or any of its terns modified only by a writterr
document authorized, executed and delivered by each of the parties hereto.
on
This Agreeii)ellt may be executed in one or more counterparts and �� hen each party hereto
has executed at least one counterpart, this Agreement shall become binding on all parties lid
Such Counterparts shall be cleemed to be one and the same document.
Notices made or given by either party in conllection with this Agreement must be in
writing to be effecti�'e. They shall be deemed given if deli\'erect personally (which includes
notices given by messenger) or, if delivered by U.S. mail.
EFFECTIVE DATE
This Agreement shall be effective on the date when this Agreement is executed by all
Llndel'sIynzd parties after the approval by governing body of each.
IN M/'ITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
by their duly authorized representatives as of.the date first above written.
attest:
City Clerk
Attest:
Fiscal Court Clerk
CITY OF PADUCAH, KENTUCKY, Authorized
by Action of the City Commission of the City oil
.2014
Mayor
COUNTY OF MCCRACKEN,
Authorized by Action of the Fiscal
County on , 2014
JLid(?e/ExecLlt1%e
7
KENTUCKY,
Court of the
The foregoiilo, instrument was prepared by:
Lisa H. Emmons
Denton & Kerner, LLP
Post Office Box 929
Paducah, Kentucky 42002-0929
G.P. E. D.C., INC.
By
Title:
Dated:
A
C01NIMONWEALTH OF KENTUCKY
OFFICE OF THE ATTORNEY GENERAL
700 CAPITAL AVENUE, SUITE 11.8
FRANKFORT, KENTUCKY 4 0 6 0 1- 3 4 4 9
(502) 696-5300
INTERLOCAL COOPERATION AGREEMENT
Renovation of Project Site for Industrial/Distribution Facility
Leased To iVIACCO OrganigLieti Corporation
between
McCracken County, Kentucky
City of Paducah, Kentucky and
G.P.E.D.C., INC.
APPROVED 2014
BY THE OFFICE OF TFIE ATTORNEY
GENERAL
M
Jack Con%vay, Attorney General
EXHIBIT A
Project Site: 5455 Commerce Center
Paducah, Kentucky
BEING TRACT C, CONSISTING OF 10.2007 ,-ACRES. IN
INDUSTRIAL PARK WEST, AS SHOWN ON THE WAIVER
OF SUBDIVISION PLAT AT INDUSTRIAL PXRK ``EST TO
CREATE NEW TRACT F AND REV ISE TRACT C OF
RECORD IN PLAT SECTION "L," PAGE 1308, IN THE
LNICCRAC KEN COUNTY COURT CLERK'S OFFICE.
SUBJECT "rO DECLARATION OF PROTECTIVE
COVENANTS AND RESTRICTIONS FOR INDUSTRIAL
PARK WEST OF RECORD IN DEED BOOK, 1186, PAGE 67,
AND RERECORDED IN DEED BOOK 1 186, PAGE 643. IN
THE AFORESAID CLERK'S OFFICE.
BEING THE SAME PROPERTY CONVEYEDTO CITY OF
PADUCAH, KENTUCKY AND COUNTY OF MCCRACKEN,
KENTUCKY BY DEED DATED iVIARCH , 2014. OF
RECORD IN DEED BOOK , PAGE . IN THE
t\/ICCRACKEN COUNTY COURT CLERK'S OFFICE