HomeMy WebLinkAboutWaterloo Development Corporation-6/22/2015PROJECT FUNDING AGREEMENT
This Project Funding Agreement (the "Agreement") is entered into effective as of June
22, 2015, by and between Waterloo Development Corporation ("WDC") and the City of
Waterloo, Iowa ("City").
RECITALS
A. WDC and City have worked together, and intend to continue working together, on a
project to make certain enhancements to the Cedar River and lands abutting the river
(the "Project"). In connection with undertaking the Project, the WDC will enter into
certain contracts for conceptual level design of whitewater improvements along the
Cedar River.
B. The parties desire to enter this Agreement to express their continued desire to work
together for advancement of the Project on the terms set forth herein.
AGREEMENT
NOW, THEREFORE, in consideration of the mutual promises exchanged herein, and for
other consideration, the receipt and sufficiency of which is hereby acknowledged, the parties
agree as follows:
1. WDC Responsibility. The WDC has a professional services agreement for the
conceptual design of Whitewater Improvements along the Cedar River that the City is to
administer. The Waterloo Development Corporation will reimburse the City 100% of the costs
for the design using funds allocated to it from the Black Hawk County Gaming Association. The
WDC will comply with all other laws or regulations which may apply to its activities in carrying
out the Project; and will comply with all terms, covenants, and conditions of the Purchase
Contracts. WDC agrees to cooperate with the City in good faith on all future decisions regarding
Project design and specifications and to consult with the City from time to time regarding Project
status. The WDC will oversee all Project activities, will review and approve all requests for
payment from Project contractors, consultants, or others. Within thirty (30) days of receipt of any
payment request that it receives from the City, certifying that the City has made disbursements
for payment of the Design Contracts in an amount at least equal to the request, WDC will remit
payment to the City in the amount requested, provided that cumulative payments made to the
City in connection with the Design Contracts shall not, in the aggregate, exceed the Dedicated
Sum.
2. City Responsibility. City agrees to cooperate with WDC in good faith on all
future decisions regarding Project design and specifications and to consult with WDC from time
to time regarding Project status. City agrees to make all payments required under the contract in
timely fashion (subject to any contractual or other rights to audit, protest, or deny payment).
3. Notices. Any notice under this Agreement shall be in writing and shall be
delivered in person or by United States registered or certified mail, postage prepaid and
addressed:
WDC
Waterloo Development Corp.
10 W. 4th Street, Suite 310
Waterloo, Iowa 50701
Attn: Steven R. Lind
CITY
City of Waterloo, Iowa
715 Mulberry Street
Waterloo, Iowa 50703
Attn: Mayor
Delivery of notice shall be deemed to occur (i) on the date of delivery when delivered in person,
or (ii) three (3) business days following the date of deposit if mailed by United States registered
or certified mail, postage prepaid.
4. Miscellaneous Provisions. This Agreement is binding upon and shall inure to the
benefit of the parties and their respective successors and assigns. This Agreement is the entire
agreement between the parties pertaining to the subject matter hereof and supersedes all prior
understandings or agreements relating to the subject matter hereof, whether oral or written, and this
Agreement may not be modified except by the mutual written agreement of both parties. Time is
of the essence of this Agreement.
IN WITNESS WHEREOF, the parties have executed this Project Funding Agreement
by their duly authorized representatives as of the date first set forth above.
WATERLOO DEVELOPMENT
CORPORATION
CITY OF ATERLOO, IOWA
By: `,�� ��-` `. By:
Daniel B. Watters, President
2
rnest G. Clark, Mayor
Attest.
Suzy S ares, City Clerk