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HomeMy WebLinkAboutCrystal Distribution Services - Development Agreement - 08/14/2017(RECORDED)Prepared by Christopher S. Wendland, P.O. Box 596, Waterloo, IA 50704 i1111111uiuw11111wnmie11uioi11111uii 111 Doc ID 008296400015 Type GEN Recorded: 12/14/2017 at 12:05:01 PM Fee Amt: $87.00 Page 1 of 15 Black Hawk County Iowa SANDIE L. SMITH RECORDER Fi1e201 00010223 Phone (319) 234-5701 DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered into as of k.' , 2017 by and between Crystal Distribution Services, Inc. (the "Comp y") and the City of Waterloo, Iowa (the "City"). RECITALS A. City considers economic development within the City a benefit to the community and is willing for the overall good and welfare of the community to provide financial incentives so as to encourage that goal. B. Company is willing and able to finance and construct a building and related improvements on property that it owns, legally described on Exhibit "A" (the "Property"), located in the Rath Urban Renewal Pian area. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows: 1. Improvements by Company. Company shall construct on the Property a commercial/industrial building of no less than 50,000 square feet and shall make related parking, landscape, and other improvements to the building and grounds (the "Improvements"). The Improvements shall be constructed in accordance with all applicable City, state, and federal building codes and shall comply with all applicable City ordinances and other applicable law. The Improvements and all site preparation and development -related work as contemplated by this Agreement are collectively referred to as the "Project". 2. Project Assistance. City shall provide the following development assistance for the Project: A. Purchase of Company Property. Subject to the terms of this Agreement, City will purchase from Company the property currently owned by it 77 (OFF) a 15. at 70-90 Sycamore Street, Waterloo, consisting of assessor parcel nos. 8913-23- 476-001 and 8913-23-476-002 (the "Company Property"), legally described as set forth in Exhibit "B" attached hereto and located within the Downtown Waterloo Urban Renewal and Redevelopment Plan Area. Within ninety (90) days after the date of this Agreement, City will close on its purchase of the Company Property from Company for the sum of $1.00 (the "Purchase Price"). At closing Seller shall pay taxes prorated to the closing date in accordance with the provisions of Iowa Code § 427.2, any unpaid real estate taxes payable in prior years, and any special assessments that are a lien on the Property as of closing or which can be verified to be owing as of the closing date but are not yet certified as a lien. Buyer shall pay all subsequent real estate taxes and assessments. At closing on the sale of the Company Property, Company will enter into a lease of the Company Property so that it can continue its current activities through 2022. B. Development Grant. To assist Company in undertaking the Project, City will pay to Company an economic development grant in the amount of $640,000. 3. Timeliness of Construction. A. The parties agree that Company's commitment to construct the Improvements in timely fashion constitutes a material inducement for the City to purchase the Company Property and to provide the development grant, and that without Company's commitment City would not have agreed to make the incentives described in this Agreement available to Company. Company must substantially complete construction of the Improvements by June 30, 2018 (the "Completion Date"). B. Subject to subsection D below, if Company has not obtained a building permit and begun the Project work by October 31, 2017, (the "Commencement Date"), then at its sole option City may cancel this Agreement without further obligation by either party. C. If a building permit has not been obtained or Project work has not begun by the Commencement Date, but the development of the Project is still imminent, the City Council may, but shall not be required to, grant an extension of time for the construction of the Improvements, and if an extension is granted but construction of the Improvements has not begun within such extended period, then at its sole option City may cancel this Agreement without further obligation by either party. D. Notwithstanding the provisions of subsections B and C above, the City may not cancel this Agreement due to the Company's failure to obtain a building permit or begin the Project work by the Commencement Date if such failure is due to an Unavoidable Delay (as defined in subsection E below). In such circumstance, the requirement that the building permit and commencement of Project work occur by the Commencement Date shall be tolled for a period of time equal to the Unavoidable Delay. 2 E. If construction has commenced by the Commencement Date or extension thereof and is stopped and/or delayed as a result of an act of God, war, civil disturbance, court order, labor dispute, fire, weather, or other cause beyond the reasonable control of Company (an "Unavoidable Delay"), the requirement that construction is to be substantially completed by the Completion Date shall be tolled for a period of time (the "Tolled Period") equal to the period of the Unavoidable Delay, and thereafter if construction is not completed within the Tolled Period following the Completion Date, then at its sole option City may elect to require that Company repay to City all grant funds that City has theretofore paid to Company under Section 2.B. F. Upon written request of the Company after issuance of an occupancy permit for the Project, the City will furnish the Company with a Certificate of Completion in recordable form. Such Certificate of Completion shall be a conclusive determination of satisfactory termination of the covenants and conditions of this Agreement with respect to the obligations of the Company to cause construction of the Improvements. The Certificate of Completion may be recorded in the Black Hawk County Recorder's office at the Company's sole expense. If the City shall refuse or fail to provide a Certificate of Completion in accordance with the provisions of this Section, the City shall, within twenty (20) days after written request by the Company, provide to the Company a written statement indicating in adequate detail in what respects the Company has failed to complete the Improvements in accordance with the provisions of this Agreement, or is otherwise in default under the terms of this Agreement, and what measures or acts will be necessary, in the opinion of the City, for the Company to take or perform in order to obtain such Certificate of Completion. 4. Indemnity. Except with respect to any negligent acts or omissions or willful misconduct of City, Company agrees that it shall indemnify City and hold it harmless with respect to any demand, claim, cause of action, damage, or injury made, suffered, or incurred as a result of or in connection with the Project, Company's failure to carry on or complete same, or any lien, claim, charge, or encumbrance on or against the Company Property of any type or nature whatsoever which exists prior to the time the Company Property is conveyed to the City. If City files suit to enforce the terms of this Agreement and prevails in such suit, then Company shall be liable for all of City's legal expenses, including but not limited to reasonable attorneys' fees. Company's duties of indemnity pursuant to this Section shall survive the expiration, termination or cancellation of this Agreement for any reason. 5. Deed. Upon City's purchase of the Company Property, Company shall convey or cause to be conveyed fee simple title to the Company Property by warranty deed, free and clear of all encumbrances except: (a) easements, conditions, and restrictions of record; (b) current and future real property taxes and assessments subject to the agreements made herein; (c) general utility and right-of-way easements serving the Company Property; and (d) restrictions imposed by the City zoning ordinances and other applicable law. 3 6. Abstracting. No less than fourteen (14) days prior to the anticipated date of conveyance of the Company Property, Company shall, at its own expense, deliver to City an updated abstract of title. If title is unmarketable or subject to matters not acceptable to the City, Company shall remedy or remove such objectionable matters in timely fashion following written notice of such objections from City. 7. Water and Sewer. Company will be responsible for extending water and sewer service to any location on the Property and for payment of any associated connection fees. 8. Minimum Assessment Agreement. Company acknowledges and agrees that it will pay when due all taxes and assessments, general or special, and all other lawful charges whatsoever that are levied upon or assessed or placed against the Property. Company further agrees that, prior to the date set forth in Section 2 of Exhibit "C," it will not seek or cause a reduction in the taxable valuation for the Property, which shall be fixed for assessment purposes, below the amount of $9,040,170 ("Minimum Actual Value"), through: (1) willful destruction of the Property, Improvements, or any part of either; (ii) a request to the assessor of Black Hawk County; or (Hi) any proceedings, whether administrative, legal, or equitable, with any administrative body or court within the City, Black Hawk County, the State of Iowa, or the federal government. Company agrees to sign and deliver to City the agreement attached as Exhibit "C" concurrently with execution and delivery of this Agreement. The parties acknowledge that the Property consists of two tax assessment parcels, nos. 8913-25-261-022 and 8913-25-261-017, and that the Minimum Actual Value shall apply to both parcels together and may be allocated between the parcels in the discretion of the county assessor. 9. Tax Rebates. Provided that Company has completed the Improvements as set forth herein and has executed the Minimum Assessment Agreement as set forth in Section 8, City agrees to rebate property tax (with the exceptions noted below) as follows: Year One through Year Ten 85% Year Eleven 20% per year for taxes actually paid on any taxable value over the January 1, 2017 value of $3,971,520 for parcel no. 8913-25-261-022 and $68,650 for parcel no. 8913-25-261- 017. Rebates are payable in respect of a given year only to the extent that Company has actually paid general property taxes due and owing for such year. To receive rebates for a given year, Company must, within twelve (12) months after the tax payment due date, submit a completed rebate request to City on the form provided by 4 or otherwise satisfactory to City. Any rebate for which a request is not timely filed shall be forfeited. The first year in which a rebate may be given ("Year One") shall be the first full year for which the assessment is based on the completed value of the Improvements and not a prior year for which the assessment is based solely on the value of the land or on the value of the land and a partial value of the Improvements due to partial completion of the Improvements or a partial tax year. The taxable value of the Property as a result of the Improvements must be increased by a minimum of 10% and must increase the annual tax by a minimum of $500.00. This rebate program is not applicable to any special assessment levy, debt service levy, or any other levy that is exempted from treatment as tax increment financing under the provisions of applicable law. 10. Representations and Warranties of City. City hereby represents and warrants as follows: A. City is not prohibited from consummating the transaction contemplated in this Agreement by any law, regulation, agreement, instrument, restriction, order or judgment. B. Each person who executes and delivers this Agreement and all documents to be delivered hereunder is and shall be authorized to do so on behalf of City. 11. Representations and Warranties of Company. Company hereby represents and warrants as follows: A. Company is not prohibited from consummating the transaction contemplated in this Agreement by any law, regulation, agreement, instrument, restriction, order or judgment. B. Company is duly organized, validly existing, and in good standing under the laws of the state of its organization and is duly qualified and in good standing under the laws of the State of Iowa. C. Company has full right, title, and authority to execute and perform this Agreement and to consummate all of the transactions contemplated herein, and each person who executes and delivers this Agreement and all documents to be delivered to City hereunder is and shall be authorized to do so on behalf of Company. 12. No Assignment or Conveyance. Company agrees that it will not sell, convey, assign or otherwise transfer its interest in the Property prior to completion of the Project, whether in whole or in part, to any other person or entity without the prior written consent of City, which consent shall not be unreasonably withheld. Reasonable grounds for the City to withhold its consent shall include but are not limited to the inability of the proposed transferee to demonstrate to the City's satisfaction that it has 5 the financial ability to observe all of the terms to be performed by Company under this Agreement. 13. Materiality of Company's Promises, Covenants, Representations, and Warranties. Each and every promise, covenant, representation, and warranty set forth in this Agreement on the part of Company to be made or performed is a material term of this Agreement, and each and every such promise, covenant, representation, and warranty constitutes a material inducement for City to enter this Agreement. Company acknowledges that without such promises, covenants, representations, and warranties, City would not have entered this Agreement. In the event of the material incorrectness or falsity of any representation or warranty of Company, City may, at its sole option and in addition to any other right or remedy available to it, terminate this Agreement and declare it null and void. 14. Obligations Contingent. Each and every obligation of City under this Agreement is expressly made subject to and contingent upon City's completion of all procedures, hearings and approvals deemed necessary by City or its legal counsel for amendment of the urban renewal plan applicable to the Property and/or project area, all of which must be completed within 180 days from the date this Agreement is approved by the City council. If such completion does not occur, then any conveyance, benefit or incentive of any type provided by City hereunder within said 180 -day period is subject to reverter of title, revocation, repayment or other appropriate action to restore such property, benefit or incentive to City, and Company agrees to cooperate diligently and in good faith with any reasonable request by City to effectuate the restoration of same, or failing such restoration Company agrees to be liable for same or for the fair value thereof, plus interest on any sums owing at the rate of 10% per annum commencing with the date of demand for payment, if said payment is not remitted to City within 30 days. 15. Notices. Any notice under this Agreement shall be in writing and shall be delivered in person, by overnight air courier service, by United States registered or certified mail, postage prepaid, or by facsimile (with an additional copy delivered by one of the foregoing means), and addressed: (a) if to City, at 715 Mulberry Street, Waterloo, Iowa 50703, facsimile number 319-291-4571, Attention: Mayor, with copies to the City Attorney and the Community Planning and Development Director. (b) if to Company, at P.O. Box 1744, Waterloo, Iowa 50704, facsimile number , Attention: -Atm C,2, Delivery of notice shall be deemed to occur (i) on the date of delivery when delivered in person, (ii) one (1) business day following deposit for overnight delivery to an overnight air courier service which guarantees next day delivery, (iii) three (3) business days following the date of deposit if mailed by United States registered or certified mail, postage prepaid, or (iv) when transmitted by facsimile so long as the sender obtains written electronic confirmation from the sending facsimile machine that such 6 transmission was successful. A party may change the address for giving notice by any method set forth in this section. 16. No Joint Venture. Nothing in this Agreement shall, or shall be deemed or construed to, create or constitute any joint venture, partnership, agency, employment, or any other relationship between the City and Company nor to create any liability for one party with respect to the liabilities or obligations of the other party or any other person. 17. Amendment, Modification, and Waiver. No amendment, modification, or waiver of any condition, provision, or term of this Agreement shall be valid or of any effect unless made in writing, signed by the party or parties to be bound or by the duly authorized representative of same, and specifying with particularity the extent and nature of the amendment, modification, or waiver. Any waiver by any party of any default by another party shall not affect or impair any rights arising from any subsequent default. 18. Severability. Each provision, section, sentence, clause, phrase, and word of this Agreement is intended to be severable. If any portion of this Agreement shall be deemed invalid or unenforceable, whether in whole or in part, the offending provision or part thereof shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall not be affected thereby and shall continue in full force and effect. If, for any reason, a court finds that any portion of this Agreement is invalid or unenforceable as written, but that by limiting such provision or portion thereof it would become valid and enforceable, then such provision or portion thereof shall be deemed to be written, and shall be construed and enforced, as so limited. 19. Captions. All captions, headings, or titles in the paragraphs or sections of this Agreement are inserted only as a matter of convenience and/or reference, and they shall in no way be construed as limiting, extending, or describing either the scope or intent of this Agreement or of any provisions hereof. 20. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 21. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute one and the same instrument. 22. Entire Agreement. This Agreement constitutes the entire agreement of the parties and supersedes all prior or contemporaneous negotiations, discussions, understandings, or agreements, whether oral or written, with respect to the subject matter hereof. 23. Time of Essence. Time is of the essence of this Agreement. 7 IN WITNESS WHEREOF, the parties have executed this Development Agreement by their duly authorized representatives as of the date first set forth above. [signatures on next page] 8 CITY OF WATERLOO, IOWA By: Quentin Hart, Mayor Attest: elley Feld' le, City Clerk 9 CRYSTAL DISTRIBUTION SERVICES, INC. By: � f L Title: EXHIBIT "A" Legal Description of Property RIVERSIDE ADDITION PART BLK 5 BLK 9 AND VAC DIVISION ST ALSO THAT PART VAC RATH ST AND LOT 25 IN MORNING SIDE ADDITION ALSO THAT PART OF A CERTAIN PARCEL OF LAND LOC ALONG N BANK CEDAR RIVER BETWEEN ELM ST AND 18TH ST AND IN N 1/2 SE SEC 25 T 89 R 13 SAID PARCEL AS DESC IN CLD B 594 P 868 ALL OF THE ABOVE DESC AS FOL: BEG AT PT ON E LINE VAC ELM ST WHICH IS 143.94 FT S OF NW COR BLK 5 IN RIVERSIDE ADDN TH S 54 DEG 23 MIN 30 SEC E 594.07 FT TH S 35 DEG 37 MIN 40 SEC W 221.87 FT TH N 54 DEG 22 MIN 15 SEC W 272.70 FT TH S 34 DEG 04 MIN 40 SEC W 206.87 FT TO SLY LINE OF ABOVE MENTIONED PARCEL CLD 594-868 TH N 49 DEG 05 MIN 10 SEC W 233.64 FT ALONG SAID SLY LINE TO PT IN ELM STREET EXTENDED SAID PT BEING 25.7 FT E OF W LINE OF ELM ST AS MEAS RT ANG THERETO TH N 17 DEG 52 MIN 30 SEC E 80.06 FT (FORM DESC AS "NLY PAR WITH AND 25.7 FT DIST FROM SAID W LINE ELM ST 80 FT") TO RIVER FRONT IMPROVEMENT COMMISSION MONUMENT NO. 43 TH S 49 DEG 52 MIN 40 SEC E 37.07 FT ALONG RIVER FRONT COMMISSION LINE TO E LINE ELM ST TH N 17 DEG 51 MIN 50 SEC E 350.28 FT TO PT OF BEG THAT PART BLK 2 MORNING SIDE ADDN, THE VAC ALLEY WITHIN SAID BLK 2 AND VAC RATH ST LYING WITHIN THE FOL DESC BOUNDS: BEG AT PT ON NELY LINE SAID BLK 2 WHICH IS 79.83 FT NW MOST NELY COR SAID BLK 2 TH N 65 DEG 14 MIN 40 SEC W 361.62 FT ALONG SWLY LINE SYCAMORE ST TH S 35 DEG 37 MIN 40 SEC W 310.74 FT TH S 59 DEG 32 MIN 40 SEC E 508.11 FT TO PT 35 FT NORM DIST AND NWLY WLY LINE CONCRETE AVE AS PLATTED TH N 18 DEG 13 MIN 00 SEC E PAR SAID CONCRETE AVE 313.36 FT TH NWLY 72.84 FT ALONG A 50 FT RADIUS CURVE CONCAVE WLY HAVING A CHORD LENGTH 66.57 FT WHICH BEARS N 23 DEG 30 MIN 50 SEC W TO PT OF BEG ALSO AUDITORS MORNINGSIDE PLAT PART OF LOTS 1,2,3,4,5,6,7,8 AND 9 BLOCK 5 AND PART OF BLOCK 9 IN RIVERSIDE ADDITION AND PART OF VACATED DIVISION, RATH AND WATER STREETS DESC AS FOL COM AT A PT ON E LINE LOT 9 IN SAID AUDITOR'S MORNINGSIDE PLAT WHICH IS 570.19 FT S OF NE COR BLK 2 MORNINGSIDE ADDITION TH N 71 DEG 47 MIN 00 SEC W 35 FT TO PT OF BEG TH N 18 DEG 13 MIN 00 SEC E 216.24 FT ALONG A LINE WHICH IS 35 FT NORM DIST AND WLY OF W LINE VINTON ST TH N 59 DEG 32 MIN 40 SEC W 508.11 FT TH N 54 DEG 23 MIN 30 SEC W 31.10 FT TH S 35 DEG 37 MIN 40 SEC W 221.87 FT TH S 54 DEG 22 MIN 15 SEC E 406.20 FT TH S 71 DEG 47 MIN 00 SEC E 205.04 FT TO PT OF BEG. and THAT PART OF RIVERSIDE ADD BLK 9 VAC WATER ST AUDITORS MORNINGSIDE PLAT AND PART UNPLATTED SE 1/4 SEC 25 T 89 R 13 DESC AS FOL: COM AT A PT ON E LINE BLK 9 SAID AUDITORS MORNINGSIDE PLAT WHICH IS 570.19 FT SLY OF NE COR BLK 2 MORNINGSIDE ADD TH N 71 DEG 47 MIN W 35 FT TO PT OF BEG TH S 46 DEG 16 MIN 10 SEC W 308.30 FT TH N 51 DEG 54 MIN 50 SEC W 812.77 FT TH 34 DEG 04 MIN 40 SEC E 206.87 FT TH S 54 DEG 22 MIN 15 SEC E 272.70 FT TH CONT S 54 DEG 22 MIN 15 SEC E 406.20 FT TH S 71 DEG 47 MIN E 205.04 FT TO PT OF BEG EXC THAT PART OF PARCEL "C" AS REC MISC B 330 P 889 & ALL PARCEL "D" AS REC MISC B 341 P 149 DESC AS COM AT A PT ON E LINE LOT 9 AUDITORS MORNINGSIDE PLAT WHICH IS 570.19 FT SLY OF NE COR BLK 2 MORNINGSIDE ADD TH N 71 DEG 47 MIN W 35 FT TO PT OF BEG (SAID PT BEING MOST ELY COR SAID PARCEL "C") TH CONT N 71 DEG 47 MIN W 205.04 FT TH N 54 DEG 22 MIN 15 SEC W 406.20 FT TO MOST WLY COR PARCEL "B" AS REC MISC B 299 P 597 TH S 53 DEG 00 MIN 30 SEC E 453.91 FT TH S 73 DEG 22 MIN 15 SEC E 162.93 FT TH N 18 DEG 13 MIN 00 SEC E 20 FT TO PT OF BEG EXHIBIT "B" Legal Description of Leaseback Property VIRDENS ADD WATERLOO PART OF LOTS 1 & 2 BLK 1 ALSO PART OF BLK 1 MILL LOT DES AS FOL: BEG AT A PT ON NELY LINE LOT 1 VIRDENS ADD THAT IS 126' NWLY OF MOST ELY COR SAID LOT TH SWLY TO A PT ON SWLY LINE LOT 2 VIRDENS ADD THAT IS 126' NWLY OF MOST SLY COR LOT 2 TH NWLY ALONG SWLY LINE SAID LOT 2 & EXTENSION THEREOF A DIST OF 167.25' TH NELY 4.27' TO A PT 115.73' FROM SWLY LINE SYCAMORE ST TH NWLY 9.04' TO A PT THAT IS 8.5' PERPENDICULARLY DIST NELY FROM CENTER LINE ILLINOIS CENTRAL RR TH NWLY ALONG A LINE THAT IS PAR & 8.5' PERPENDICULARLY DIST NELY FROM CENTER LINE OF SAID TRACK A DIST OF 166.76' TH NELY ALONG A LINE THAT IS PAR WITH NWLY LINE OF LOT 1 &2 A DIST OF 14.7' TH NWLY IN A STRAIGHT LINE A DIST OF 63.8' TO A PT THAT IS 38.5' SWLY OF THE SWLY LINE OF SYCAMORE ST TH NELY ALONG A LINE THAT IS PERPENDICULAR TO SWLY LINE SYCAMORE ST A DIST OF 38.5' TH SELY ALONG SWLY LINE OF SYCAMORE ST TO THE PT OF BEG. and VIRDENS ADD WLOO SELY 126 FT LOTS 1 & 2 BLK 1. EXHIBIT "C" MINIMUM ASSESSMENT AGREEMENT This Minimum Assessment Agreement (the "Agreement") is entered into as of (Z‘0\14S\/ \‘'Sl , 2017, by and among the CITY OF WATERLOO, IOWA ("City"), Crystal Distribution Services, Inc. ("Company"), and the COUNTY ASSESSOR of the City of Waterloo, Iowa ("Assessor"). WITNESSETH: WHEREAS, on or before the date hereof the City and Company have entered into a development agreement (the "Development Agreement") regarding certain real property, described in Exhibit "A" thereto, located in the City; and WHEREAS, it is contemplated that pursuant to the Development Agreement, the Company will undertake the development of an area ("Project") within the City and within the Rath Urban Renewal Plan area; and WHEREAS, pursuant to Iowa Code § 403.6, as amended, the City and the Company desire to establish a minimum actual value for the land and the building(s) pursuant to this Agreement and applicable only to the Project, which shall be effective upon substantial completion of the Project and from then until this Agreement is terminated pursuant to the terms herein and which is intended to reflect the minimum actual value of the land and buildings as to the Project only; and WHEREAS, the City and the Assessor have reviewed the preliminary plans and specifications for the improvements (the "Improvements") which the parties contemplate will be erected as a part of the Project. NOW, THEREFORE, the parties hereto, in consideration of the promises, covenants, and agreements made by each other, do hereby agree as follows: 1. Upon substantial completion of construction of the Improvements by the Company, the minimum actual taxable value which shall be fixed for assessment purposes for the land and Improvements to be constructed thereon by the Company as a part of the Project shall not be less than $9,040,170.00 (the "Minimum Actual Value") until termination of this Agreement. The parties hereto agree that construction of the Improvements will be substantially completed on or before December 31, 2018. 2. The Minimum Actual Value herein established shall be of no further force and effect, and this Minimum Assessment Agreement shall terminate, on December 31, 2040. Nothing herein shall be deemed to waive the Company's rights under Iowa Code § 403.6, as amended, to contest that portion of any actual value assignment made by the Assessor in excess of the Minimum Actual Value established herein. In no event, however, shall the Company seek or cause the reduction of the actual value assigned below the Minimum Actual Value established herein during the term of this Agreement. 3. This Agreement shall be promptly recorded by the City with the Recorder of Black Hawk County, Iowa. The City shall pay all costs of recording. 4. Neither the preambles nor provisions of this Agreement are intended to, or shall be construed as, modifying the terms of the Development Agreement. 5. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties, including but not limited to future owners of the Project property. CITY OF WATERLOO, IOWA CRYSTAL DISTRIBUTION SERVICES, INC. By: l �j+ By: Title: nva4/1 By: Quentin Hart, Mayor Kelley Fel,, e, City Clerk STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) On this ` ' day of us`r , 2017, before me, a Notary Public in and for the State of Iowa, personally app ared Quentin Hart and Kelley Felchle, to me personally known, who being duly sworn, did say that they are the Mayor and City Clerk, respectively, of the City of Waterloo, Iowa, a municipal corporation, created and existing under the laws of the State of Iowa, and that the seal affixed to the foregoing instrument is the seal of said municipal corporation, and that said instrument was signed and sealed on behalf of said municipal corporation by authority and resolution of its City Council, and said Mayor and City Clerk acknowledged said instrument to be the free act and deed of said municipal corporation by it and by them voluntarily executed. NANCY HIGBY CGMMISSION NO.788229 MY COIVIVISB,ION EXPIRES 2 Nota STATE OF IOWA ) ) ss. BLACK HAWK COUNTY ) Subscri ed nd sworn to before me on heor �j , 2017, by Ateff j /ee as /, oF�VT" Distribution Services, Inc. *yr TIM ANDERA COMMISSION 140.772518 MY COMMISSION EXPIRES APRIL 11. 2018 3 1 of Crystal Notary Public CERTIFICATION OF ASSESSOR The undersigned, having reviewed the plans and specifications for the improvements to be constructed and the market value assigned to the land upon which the improvements are to be constructed for the development, and being of the opinion that the minimum market value contained in the foregoing Minimum Assessment Agreement appears reasonable, hereby certifies as follows: The undersigned Assessor, being legally responsible for the assessment of the property subject to the development, upon completion of improvements to be made on it and in accordance with the Minimum Assessment Agreement, certifies that the actual value assigned to such land, building and equipment upon completion of the development shall not be less than Nine Million Forty Thousand One Hundred Seventy Dollars ($9,040,170) in the aggregate, until termination of this Minimum Assessment Agreement pursuant to the terms hereof. sor for Black Hawk County, Iowa /Z -1 Date STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) Subscribed and sworn to before me on 1',2- I Lt - I"--1 , by T.J. Koenigsfeld, Assessor for Black Hawk County, Iowa. r,,$+� TARA JOHNSON Io S Commission Number 767467 X .VGA . My Commission Expires i �r Aoril 5, 2020 4