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Council Packet - 12/30/2019
THE CITY COUNCIL OF THE CITY OF WATERLOO, IOWA, REGULAR SESSION TO BE HELD AT THE HAROLD E. GETTY COUNCIL CHAMBERS Monday, December 30, 2019 5:30 PM CITY OF WATERLOO GOALS 1. Support the creation of new, livable wage jobs through a balanced economic development approach of assisting existing businesses, fostering start-ups, attracting new employers and cultivating an adequate workforce. 2. Implement a Community Policing strategy that creates a safe environment in Waterloo. 3. Reduce the City's property tax levies through a responsible balance of cost reduction in City operations and increases in taxable property valuations to ensure that Waterloo is a competitive, affordable, and livable city. 4. Enhance the image of Waterloo and the City to residents and businesses inside and outside of the community. General Rules for Public Participation 1. At the chair/presider's discretion, you may address an item on the current agenda by stepping to the podium, and after recognition by the chair/presider, state your name, address and group affiliation (if appropriate) and speak clearly into the microphone. 2. You may speak one (1) time per item for a maximum of five (5) minutes as long as you have registered with the City Clerk's office no later than 4:00 p.m. on the day of the Council Meeting. If not registered with the City Clerk's office you may speak one (1) time per item for a maximum of three (3) minutes. 3. If there is a hearing scheduled as part of an agenda item, the chair/presider will allow everyone who wishes to address the council, using the same participation guidelines found in these "general rules". 4. Although not required by city code of ordinances, oral presentations may be allowed at the chair/presider's (usually the Mayor or Mayor Pro Tem) discretion. The "oral presentations" section of the agenda is your opportunity to address items not on the agenda. You may speak one (1) time for a maximum of five (5) minutes as long as you have registered with the City Clerk's office no later than 4:00 p.m. on the day of the Council Meeting. If not registered with the City Clerk's office a speaker may speak to one (1) issue per meeting for a maximum of three (3) minutes. Official action cannot be taken by the Council at that time, but may be placed on a future agenda or referred to the appropriate department. 5. Keep comments germane and refrain from personal, impertinent or slanderous remarks. 6. Questions concerning these rules or any agenda item may be directed to the Clerk's Office at 291-4323. 7. Citizens are encouraged to register with the Clerk's Office by 4:00 p.m. on Monday of the day of the City Council meeting to appear before the City Council (may also register by phone). Registered speakers will be given first priority. Page 1 of 242 Roll Call. Prayer or Moment of Silence Pledge of Allegiance Jamie Knutson, City Engineer Agenda, as proposed or amended. Minutes of December 16, 2019, Regular Session, as proposed. ORAL PRESENTATIONS Iowa Code Chapter 21 gives the public the right to attend council meetings but it does not require cities to allow public participation except during public hearings. The City of Waterloo encourages the public to participate during the Oral Presentations by following the rules listed on the front of the agenda. 1. Consent Agenda: (The following items will be acted upon by voice vote on a single motion without separate discussion, unless someone from the council or public requests that a specific item be considered separately.) A. Resolution to approve the following: 1. Bills Payment, Finance Committee Invoice Summary Report, a copy of which is on file in the office of the City Clerk. 2. Resolution setting date of public hearing as January 13, 2020, to approve the request by Reg Drew Investments, LLC, to vacate a portion of Fairview Avenue and alleys in Campbell's Addition, subject to the retention of a drainage and utility easement over, under and upon a portion of Fairview Avenue, and instruct the City Clerk to publish notice. Submitted By: Noel Anderson, Community Planning and Development Director 3. Resolution setting date of public hearing as January 13, 2020, to approve the request by the City of Waterloo to vacate approximately 16,500 square feet of Bluff Street right-of-way, located between W. 6th Street and W. 7th Street, and instruct the City Clerk to publish notice. Submitted By: Noel Anderson, Community Planning and Development Director B. Motion to approve the following: 1. TRAVEL REQUESTS a. JB Bolger, Golf Manager Class/Meeting: Iowa Turfgrass Conference and Tradeshow Destination: Altoona, IA Dates: January 8, 2020 Page 2 of 242 Amount not to exceed: $150 b. Brad VanderWerff, Golf Superintendent Class/Meeting: Iowa Turfgrass Conference and Tradeshow Destination: Altoona, IA Dates: January 8-9, 2020 Amount not to exceed: $195 c. Bob Jorgensen, Golf Superintendent Class/Meeting: Iowa Turfgrass Conference and Tradeshow Destination: Altoona, IA Dates: January 8-9, 2020 Amount not to exceed: $195 2. LIQUOR LICENSES a. Anton's Volks Haus, 324 E. 4th Street Class: C Liquor w/Outdoor Service New Application Includes Sunday Expiration Date: 12/19/20 b. Ari'z, LLC, 504 Sycamore Street *6 month* Class: C Liquor New Application Includes Sunday Expiration Date: 5/14/20 c. Carlos O'Kelly's Mexican Cafe', 2060 Sovia Drive Class: C Liquor w/Outdoor Service and Catering Renewal Application Includes Sunday Expiration Date: 12/30/20 d. Curt's, 32 Lafayette Street Class: C Liquor w/Outdoor Service Renewal Application Includes Sunday Expiration Date: 12/31/20 e. Galleria De Paco & Coffee Shop, 622 Commercial Street Class: B Wine / C Liquor Renewal Application Does not include Sunday Expiration Date: 12/19/20 f. Hy-Vee Gas #2, 2221 Logan Avenue Class: C Beer Renewal Application Includes Sunday Expiration Date: 1/2/21 Hy-Vee Food & Drugstore #3, 1422 Flammang Drive *Ownership Update* Class: E Liquor New Application Includes Sunday g. Page 3 of 242 Expiration Date: 2/9/20 h. New Star Liquor, 1625 W. 4th Street Class: B Wine / C Beer / E Liquor Renewal Application Includes Sunday Expiration Date: 12/10/20 i. Trucker Bar, 1915 Bourland Avenue Class: C Liquor Renewal Application Includes Sunday Expiration Date: 12/12/20 j. XO Food & Liquor, 428 Franklin Street Class: E Liquor Renewal Application Includes Sunday Expiration Date: 12/14/20 3. APPOINTMENTS a. John Chiles Board/Commission: Main Street Waterloo Redevelopment Authority Expiration Date: December 31, 2020 New Appointment b. Liz O'Malley Board/Commission: Main Street Waterloo Redevelopment Authority Expiration Date: December 31, 2020 New Appointment c. Terry Pearson Stevens Board/Commission: Historic Preservation Commission Expiration Date: December 9, 2022 Re -Appointment 4. Fireworks Display at the Hippodrome for the Hairball Concert on January 10, 2020 from approximately 9:15 p.m. to 11:15 p.m. Submitted By: 5. Recommendation of appointment of Greg Svoboda to the position of Downtown Area Maintenance Foreman, effective December 31, 2019. Submitted By: Paul Huting, Leisure Services Director PUBLIC HEARINGS 2. Request by Fred Rose, L.C., for a Site Plan Amendment to the "M-2,P" Planned Industrial District to allow for the construction of a new 14,300 square foot airport hangar, located east of 2790 Livingston Lane. Motion to receive and file proof of publication of notice of public hearing. HOLD HEARING - No comments on file. Motion to close hearing and receive and file oral and written comments and recommendation of approval of Planning, Programming and Zoning Commission. Motion to receive, file, consider, and pass for the first time an ordinance amending Page 4 of 242 Ordinance No. 5079, as amended, City of Waterloo Zoning Ordinance, by amending the Official Zoning Map referred to in Section 10-4-4, to approve a request by Fred Rose, L.C. for a Site Plan Amendment to the "M-2,P" Planned Industrial District, to allow for the construction of a 14,300 square foot airport hangar, located east of 2790 Livingston Lane. Motion to suspend the rules. Motion to consider and pass for the second and third times and adopt said ordinance. Submitted By: Noel Anderson, Community Planning and Development Director 3. Hangar and Ground Site Lease Agreement with Osprey Aviation, LLC, for property located east of 2790 Livingston Lane, in the amount of $365.15 per month, for a term ending December 31, 2059. Motion to receive and file proof of publication of notice of public hearing. HOLD HEARING - No comments on file. Motion to close hearing and receive and file oral and written comments. Resolution approving Lease Agreement with Osprey Aviation, LLC, for property located east of 2790 Livingston Lane, for the ground lease of 35,055 square feet with a lease rate of $365.15 per month, for a term ending December 31, 2059, and authorizing the Mayor and City Clerk to execute said documents. Submitted By: Noel Anderson, Community Planning and Development Director 4. Request by PWS Holdings 19 IA, LLC, to vacate, sell and convey a portion of City right-of-way located at the northwest corner of Falls Avenue and Stephan Avenue, in the amount of $1.00, subject to the retention of a utility easement over, under and upon the area to be vacated, along with a Development and Minimum Assessment Agreement for the construction of a new commercial building. Motion to receive and file proof of publication of notice of public hearing. HOLD HEARING - No comments on file. Motion to close hearing and receive and file oral and written comments, and recommendation of approval of the Planning, Programming and Zoning Commission. Motion to receive, file, consider and pass for the first time an ordinance approving a request by PWS Holdings 19 IA, LLC, to vacate a portion of City right-of-way, subject to the retention of a utility easement over, under and upon the area to be vacated, located at the northwest corner of Falls Avenue and Stephan Avenue. Motion to suspend the rules. Motion to consider and pass for the second and third times and adopt said ordinance. Resolution authorizing sale and conveyance of a portion of City owned right-of-way, subject to the retention of a utility easement over, under and upon the area to be vacated to PWS Holdings 19 IA, LLC, in the amount of $1.00, and authorizing the Mayor to execute said documents. Resolution approving a Development Agreement and Minimum Assessment Agreement with PWS Holdings 19 IA, LLC, for property located at the northwest corner of Falls Avenue and Stephan Avenue, and authorizing the Mayor and City Clerk to execute said document. Submitted By: Noel Anderson, Community Planning and Development Director 5. FY 2020 3200 block of W. Airline Highway Sanitary Sewer, Contract No. 979. Motion to receive and file proof of publication of notice of public hearing. HOLD HEARING - No comments on file. Motion to close hearing and receive and file oral and written comments. Page 5 of 242 Resolution confirming approval of plans, specifications, form of contract, etc. Resolution authorizing to proceed. Motion to receive, file and instruct City Clerk to read bids and refer to City Engineer for review. Submitted By: Matt Schindel, Associate Engineer 6. Reallocation of Unspent Proceeds of the General Obligation Bonds, Series 2016A in an amount not to exceed $550,000. Motion to receive and file proof of publication of notice of public hearing. HOLD HEARING - No comments on file. Motion to close hearing and receive and file oral and written comments. Resolution instituting proceedings to take additional action and approving the reallocation of certain unspent proceeds of the General Obligation Bonds, Series 2016A, of the City of Waterloo, Iowa. Submitted By: Michelle Weidner, Chief Financial Officer RESOLUTIONS 7. Resolution approving an Amendment to the Lease Agreement with the State of Iowa, represented by the Iowa Armory Board, amending the timeline of lease renewal to five (5) 20-year terms, for property located north of 3106 Airport Boulevard, and authorizing the Mayor and City Clerk to execute said documents. Submitted By: Noel Anderson, Community Planning and Development Director 8. Resolution approving the Economic Development Assistance Contract with Lincoln Savings Bank, of Waterloo, Iowa and the Iowa Economic Development Authority, for High Quality Jobs Program -Tax Credit Component incentives, and authorizing the Mayor and City Clerk to execute said document. Submitted By: Noel Anderson, Community Planning and Development Director 9. Motion approving Final Quantity Summary for a net decrease of $153,274.73, in conjunction with the FY 2019 Asphalt Overlay Program, Contract No. 964, and authorizing the Mayor and City Clerk to execute said document. Submitted By: Wayne Castle, PLS, PE, Associate Engineer 10. Resolution approving Completion of Project and Recommendation of Acceptance of Work for work performed by Aspro, Inc., of Waterloo, Iowa, in the amount of $3,294,708.70, in conjunction with the FY 2019 Asphalt Overlay Program, Contract No. 964, and receive and file a two-year maintenance bond. Submitted By: Jamie Knutson, PE, City Engineer 11. Motion approving Final Quantity Summary for a net decrease of $468,198.36 in conjunction with the FY 2018 Street Reconstruction Program, Contract No. 944, and authorizing the Mayor and City Clerk to execute said document. Submitted By: Dennis Gentz, PE, Assistant City Engineer 12. Resolution approving Completion of Project and Recommendation of Acceptance of Work, for work performed by Aspro, Inc., of Waterloo, Iowa, in the amount of $6,732,945.86, in conjunction with the FY 2018 Street Reconstruction Program, Page 6 of 242 Contract No. 944, and receive and file a two-year maintenance bond. Submitted By: Jamie Knutson, PE, City Engineer 13. Resolution approving award of bid to Tricon General Construction, Inc., of Dubuque, Iowa, in the amount of $3,808,500, and approving the contract, bonds, and certificate of insurance in conjunction with the FY 2020 Virden Creek Levee Improvements, Contract No. 947, and authorizing the Mayor and City Clerk to execute said documents. Submitted By: Wayne Castle, PLS, PE, Associate Engineer 14. Resolution approving construction plans for sanitary sewer serving the FY 2020 Lot 2, Brock 3rd Addition Sanitary Sewer Extension, Contract 986, as submitted by Wayne Claassen Engineering and Surveying, of Waterloo, Iowa, and Sewage Treatment Agreement, DNR Form 29 (Nov 00) with the Department of Natural Resources, and the final acceptance of construction plans, subject to the review and acceptance by the Department of Natural Resources, and authorizing the Mayor to execute said documents. Submitted By: Jamie Knutson, PE, City Engineer 15. Resolution accepting Quit Claim Deed from Chicago, Central and Pacific Railroad Company with regards to the spur line crossing on Broadway Street. Submitted By: Wayne Castle, PLS, PE, Associate Engineer 16. Resolution approving a Professional Services Agreement, in an amount not to exceed $8,000, with HR Green of Cedar Rapids, Iowa, for the creation of redevelopment options for the Chamberlain area and immediate surrounding areas, and authorizing the Mayor to execute said documents. Submitted By: Noel Anderson, Community Planning and Development Director 17. Resolution approving a Professional Services agreement with HR Green of Cedar Rapids, Iowa, in an amount not to exceed, $3,000, for a final environmental cleanup report of the former CMC site, currently Public Works building, and authorizing the Mayor to execute said document. Submitted By: Noel Anderson, Community Planning and Development Director 18. Resolution approving a Development Agreement with Osprey Aviation, LLC, for the development of an approximate 14,300 square foot airport hangar through a lease agreement, with a tax rebate amount of 90 percent for years one through five, 85 percent for years six through ten, 80 percent for years eleven through fifteen and 50 percent for years sixteen through twenty, with a minimum assessment of $1.1 million, and authorizing the Mayor and City Clerk to execute said documents. Submitted By: Noel Anderson, Community Planning and Development Director 19. Resolution approving an Acquisition Contract and accepting a deed from T&S Properties Management II, LLC, in the amount of $54,311.46, to acquire 2,708 square feet of right-of-way and 4,722 square feet of temporary easement, and reimbursement for loss of 1,150 square feet of concrete parking for the Downing-Ansborough Widening Project, located at 1315-1325 Ansborough Avenue, and authorizing the Mayor and City Clerk to execute said documents. Submitted By: Noel Anderson, Community Planning and Development Director Page 7 of 242 20. Resolution approving an agreement with UniFirst Corporation of Grundy Center, Iowa, for a period of three (3) years, to provide laundry service for Waterloo Fire Rescue, and authorizing the Mayor and City Clerk to execute said document. Submitted By: Pat Treloar, Fire Chief ORDINANCES 21. An ordinance amending the City of Waterloo Code of Ordinances by amending various sections of Chapters 1, 2, and 3 of Title 1, Administration. Motion to receive, file, consider, and pass for the second time an ordinance amending the City of Waterloo Code of Ordinances, by repealing the definition of "Gender" in Chapter 1, Official City Code, Section 1-1-2, Rules of Construction, Definitions, and Chapter 2, Municipal Charter and Seal, Section 1-2-2, Municipal Seal, and Chapter 3, General Penalty, Section 1-3-1 General Penalty, and Chapter 3, General Penalty, Section 1-3-2, Municipal Infractions, Subsection E, Administrative Fees, all of Title 1, Administration, in their entirety and enacting in lieu thereof a new definition of "Gender" in Chapter 1, Official City Code, Section 1-1-2, Rules of Construction, Definitions, and Chapter 2 Municipal Charter and Seal, Section 1-2-2 Municipal Seal, and Chapter 3 General Penalty Section 1-3-1 General Penalty, all of Title 1, Administration. Motion to suspend the rules. Motion to consider and pass for the third time and adopt said ordinance. Submitted By: Kelley Felchle, City Clerk ADJOURNMENT Motion to adjourn. Kelley Felchle City Clerk MEETINGS 5:10 p.m. Finance Committee, Harold E. Getty Council Chambers 5:25 p.m. Special Meeting, Harold E .Getty Council Chambers PUBLIC INFORMATION 1. Board of Adjustment minutes of September 24, 2019. 2. Airport Board Meeting minutes of November 26, 2019. 3. Community Development Board Meeting minutes of November 2019. Page 8 of 242 CITY OF WATERLOO Council Communication Minutes of December 16, 2019, Regular Session, as proposed. City Council Meeting: 12/30/2019 Prepared: REVIEWERS: Department Reviewer Action Date Clerk Office Higby, Nancy Approved 12/17/2019 - 9:32 AM ATTACHMENTS: Description Type ❑ Minutes of 12/16/19 Backup Material Submitted by: Submitted By: Page 9 of 242 December 16, 2019 The Council of the City of Waterloo, Iowa, met in Regular Session at Harold E. Getty Council Chambers, Waterloo, Iowa, at 5:30 p.m., on Monday, December 16, 2019. Mayor Quentin Hart in the Chair. Roll Call: Jacobs, Morrissey, Feuss, Klein, Amos, Schmitt, and Juon. Prayer or Moment of Silence. Pledge of Allegiance: Bruce Jacobs, Ward 2 Council Member 157192 - Juon/Schmitt that the Agenda, as amended, Item 2, to correct language of motion to read "vacate 7,445 square feet of street right-of-way adjacent to 3070 West Airline Highway", for the Regular Session on Monday, December 16, 2019, at 5:30 p.m., be accepted and approved. Voice vote -Ayes: Seven. Motion carried. 157193 - Juon/Schmitt that the Minutes, as proposed, for the Regular Session on Monday, December 9, 2019, at 5:30 p.m., be accepted and approved. Voice vote -Ayes: Seven. Motion carried. Waterloo Fire Rescue Civilian Commendation for Steppin Field. Mayor Hart recognized Dan Trelka for his service as Chief of Police. ORAL PRESENTATIONS David Dryer, 3145 W. 4th Street, questioned if the city purchased item six on the consent agenda. He commented that he is concerned that a burglary investigation is ongoing in the Rainbow/Greenhill Road area and questioned if the city is looking into crime in the Byron Avenue area. Mayor Hart explained that the Byron Avenue area is getting extra attention from police and code enforcement. Todd Obadal, 124 Amity Drive, read Article 19 of the Declaration of Human Rights. He commented that he posted on Facebook comments alluding to the city and Steve Hoambrecker having a quid pro quo benefit. He stated that he has not received an answer about concrete plugging a pipe that causes a backup on 9th and Locke. Jamie Knutson, City Engineer, explained that the original sanitary sewer in the cross section between 8th and 9th was constructed in 1953. At some point between 1953 and 2017 when the city televised that line,staff found the plug, blocking the overflow between 8th Street and 9th Street. Engineering does not have records showing when the plug was installed. It could have been done in 1954, it could have been 2016. The plug stops the flow of sanitary sewer from going from 8th Street to 9th Street. The sewer on 8th Street does not have plugs. It still functions just like the day it was installed. Nothing is blocking the pipe running down 8th Street. The only plug is the overflow between 8th and 9th. Waste Management Services removed the plug this summer and installed a knife valve on that line. So now, rather than it being a solid plug from 8th to 9th, the city can allow some amount of sewer to go between 8th and 9th Street. This way staff can control how much sewer goes to 9th Street. He explained that he spoke with Randy Bennett in the spring of 2019 and first became aware of the plug. Randy was able to get his crews out and remove the plug. Again, this is a plug between 8th and 9th. Not on 8th Street, it's an overflow between the two. Mayor Hart asked if the levels are being monitored. Jamie Knutson stated that question would be more for Waste Management, but would assume that when there are heavy rains they would open that up enough to allow as much as they feel is safe to go over to 9th Street rather than putting a pump there and then pumping raw sewage directly into Dry Run Creek. Mr. Morrissey questioned where the agreement is with the Ramada Hotel. He made a correction about a statement he made last week that the 657A meeting on dilapidated housing is not a public meeting when he stated in the meeting last week that it was public. He requested an update on the Page 10 of 242 December 16, 2019 Page 2 All In Grocers project, and raised further questions about the electric charging stations that are being installed by MidAmerican Energy. Michelle Weidner, Chief Financial Officer, explained that the development agreement with Makenda, LLC has been signed and the property sale closed in November. Construction fencing is up and demolition has begun. Noel Anderson, Community Planning and Development Director, provided an update on the All In Grocers project. He also provided a brief explanation of the options for the city to assume the charging stations after three years. Mr. Schmitt questioned the fee for semi-annual fire inspection. Pat Treloar, Fire Chief, explained the fee structure. Mr. Schmitt questioned if the city is still in a lawsuit with Edwin Leslie. Michelle Weidner explained that the lawsuit is open and currently has no direct bearing on the ownership of the hotel. 157194 - Juon/Schmitt that the above oral comments be received and placed on file. Voice vote -Ayes: Seven. Motion carried. CONSENT AGENDA 157195 - Juon/Schmitt that the following items on the consent agenda be received, placed on file and approved: a. Resolutions to approve the following: 1. Resolution approving Finance Committee Invoice Summary Report, dated December 16, 2019, in the amount of $1,463,646.17, a copy of which is on file in the City Clerk's office, together with recommendation of approval of the Finance Committee. Resolution adopted and upon approval by Mayor assigned No. 2019-945. 2. Resolution approving cancellation of assessments for properties listed on Exhibit A, and authorize City Clerk to notify Black Hawk County Treasurer of said cancellation. Resolution adopted and upon approval by Mayor assigned No. 2019-946. 3. Resolution approving preliminary specifications, bid documents, etc., setting date of bid opening as January 9, 2020 and date of public hearing as January 13, 2020, for the purchase of one (1) 2020 4 WD, 3/4 ton, crew cab pickup truck for the Waterloo Fire Rescue, and instruct City Clerk to publish said notice. Resolution adopted and upon approval by Mayor assigned No. 2019-947. 4. Resolution approving preliminary specifications, bid documents, etc., setting date of bid opening as January 9, 2020 and date of public hearing as January 13, 2020, for the purchase of one (1) 2020 or newer backhoe with 4-wheel drive for the Sewer Department, and instruct City Clerk to publish said notice. Resolution adopted and upon approval by Mayor assigned No. 2019-948. 5. Resolution approving preliminary plans, specifications, bid documents, etc., setting date of bid opening as January 23, 2020 and date of public hearing as January 27, 2020, in conjunction with the 2020 Wastewater Treatment Plant Biosolids Modifications, Contract No. 994, and instruct City Clerk to publish said notice. Page 11 of 242 December 16, 2019 Page 3 1. 2. Resolution adopted and upon approval by Mayor assigned No. 2019-949. 6. Resolution setting date of public hearing as December 30, 2019 to vacate, sell and convey a portion of City right-of-way, with the retention of a utility easement, located at the northwest corner of Falls Avenue and Stephan Avenue, to PWS Holdings 19 IA, LLC, in the amount of $1.00, and approving a Development Agreement and Minimum Assessment Agreement for the construction of a new commercial building, and authorize the City Clerk to publish notice. Resolution adopted and upon approval by Mayor assigned No. 2019-950. 7. Resolution setting a date of public hearing as December 30, 2019, to approve a Hangar and Ground Site Lease Agreement with Osprey Aviation, LLC, for property located east of 2790 Livingston Lane, in the amount of $365.15 per month, for a term ending December 31, 2059, and instruct the City Clerk to publish notice. Resolution adopted and upon approval by Mayor assigned No. 2019-951. b. Motion to approve the following: a. a. b. Travel Requests Name & Title of Personnel Class/Meeting Destination Date(s) Amount not to Exceed Sgt. Hoelscher FAA Drone Testing Waterloo, IA 12/5/2019 $160 Approved Beer, Liquor, and Wine Applications Name & Address of Business Class New or Renewal Expiration Date Includes Sunday King Star, 2035 E. Mitchell Avenue B Native Wine / C Renewal 1/19/2021 x _Beer Single Speed Brewing Company, 325 Commercial C Liquor w/Outdoor Service / Brew Club _ Renewal 12/31/2020 x Street 3. Mayor Hart's recommendation of the following appointments: Appointee Board/Commission Expiration Date New or Re -Appointment Steven Carignan Cultural and Arts Commission December 31, 2022 Re -Appointment Doug Castenson Cultural and Arts Commission December 31, 2022 Re -Appointment Cheryl Banks Ferguson Cultural and Arts Commission December 31, 2022 Re -Appointment April Leadley Board of Adjustment December 8, 2024 Re -Appointment Roll call vote -Ayes: Six. Abstain: One (Jacobs on item 1.A.6). Motion carried. PUBLIC HEARINGS 157196 - Schmitt/Amos that proof of publication of notice of public hearing on request by the City of Waterloo to vacate 7,445 square feet of street right-of-way adjacent to 3070 West Airline Highway, as published in the Waterloo Courier on December 6, 2019, be received and placed on file. Voice vote -Ayes: Seven. Motion carried. This being the time and place of public hearing, the Mayor called for written and oral comments and there were none. Page 12 of 242 December 16, 2019 Page 4 157197 - Schmitt/Amos that the hearing be closed, and recommendation of approval of the Planning, Programming and Zoning Commission, be received and placed on file. Voice vote -Ayes: Seven. Motion carried. 157198 - Schmitt/Amos that "an ordinance approving a request by the City of Waterloo to vacate 7,445 square feet of street right-of-way adjacent to Airline Highway adjacent to 3070 West Airline Highway, subject to an easement for utilities being maintained over, under, and upon the vacated area", be received, placed on file, considered and passed for the first time. Roll call vote -Ayes: Seven. Motion carried. 157199 - Schmitt/Amos that rules requiring ordinances to be considered and voted for passage at two prior meetings be suspended. Roll call vote -Ayes: Seven. Motion carried. 157200 - Schmitt/Amos that "an ordinance approving a request by the City of Waterloo to vacate 7,445 square feet of street right-of-way adjacent to Airline Highway adjacent to 3070 West Airline Highway, subject to an easement for utilities being maintained over, under, and upon the vacated area", be considered and passed for the second and third times and adopted. Roll call vote -Ayes: Seven. Motion carried. Ordinance adopted and upon approval by Mayor assigned No. 5531. 157201 - Morrissey/Feuss that proof of publication of notice of public hearing on FY 2020 Virden Creek Levee Improvements, Contract No. 947, as published in the Waterloo Courier on December 2, 2019, be received and placed on file. Voice vote -Ayes: Seven. Motion carried. This being the time and place of public hearing, the Mayor called for written and oral comments and there were none. 157202 - Morrissey/Feuss that the hearing be closed. Voice vote -Ayes: Seven. Motion carried. 157203 - Morrissey/Feuss that "Resolution confirming approval of plans, specifications, form of contract, etc.", be adopted. Roll -call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2019-952. 157204 - Morrissey/Feuss that "Resolution authorizing to proceed", be adopted. Roll -call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2019-953. 157205 - Morrissey/Feuss Motion to receive and file and instruct City Clerk to read bids and refer to City Engineer for review. Estimate $4,280,758.65 Bidder SeBid ur ty Bid Amount Peterson Contractors, Inc. Reinbeck, IA 5% $4,736,289.53 Page 13 of 242 December 16, 2019 Page 5 Iowa Bridge & Culvert, LC Washington, IA o 5 /o $5,076,445.99 Larson Construction Co., Inc. Independence, IA 5% $4,451,767.00 WRH, Inc. Amana, IA 5% $4,244,743.72 Tricon Construction Group Dubuque, IA 5% $3,808,500.00 Voice vote -Ayes: Seven. Motion carried. 157206 - Amos/Morrissey that proof of publication of notice of public hearing on the purchase of two 2020 Fairway Mowers, as published in the Waterloo Courier on December 6, 2019, be received and placed on file. Voice vote -Ayes: Seven. Motion carried. This being the time and place of public hearing, the Mayor called for written and oral comments and there were none. 157207 - Amos/Morrissey that the hearing be closed. Voice vote -Ayes: Seven. Motion carried. 157208 - Amos/Morrissey that "Resolution confirming approval of specifications, bid documents, form of contract, etc.", be adopted. Roll -call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2019-954. 157209 - Amos/Morrissey that "Resolution authorizing to proceed", be adopted. Roll -call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2019-955. 157210 - Amos/Morrissey Motion to receive and file and instruct City Clerk to read bids. Estimate: $89,000 Bidder Bid Amount TurfWerks Johnston, IA $44 529.00 Horst Distributing, Inc. Chilton, WI S58,900.00 Kansas Golf & Turf Lenexa, KS S58,518.00 Voice vote -Ayes: Seven. Motion carried. 157211 - Amos/Morrissey that "Resolution awarding bid to TurfWerks of Johnston, Iowa, in the amount of $79,498, and authorizing the Mayor to execute said documents", be adopted. Roll -call vote -Ayes: Seven. Motion carried. Paul Huting, Leisure Services Director, provided an explanation for the difference in the bid amount and award of bid. Page 14 of 242 December 16, 2019 Page 6 Resolution adopted and upon approval by Mayor assigned No. 2019-956. 157212 - Amos/Morrissey that proof of publication of notice of public hearing on Leisure Services 2020 Request for Facility Services, as published in the Waterloo Courier on December 6, 2019, be received and placed on file. Voice vote -Ayes: Seven. Motion carried. This being the time and place of public hearing, the Mayor called for written and oral comments and there were none. 157213 - Amos/Morrissey that the hearing be closed. Voice vote -Ayes: Seven. Motion carried. 157214 - Amos/Morrissey that "Resolution confirming approval of specifications, bid documents, form of contract etc.", be adopted. Roll -call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2019-957. 157215 - Amos/Morrissey that "Resolution authorizing to proceed", be adopted. Roll -call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2019-958. 157216 - Amos/Morrissey Motion to receive and file and instruct City Clerk to read bids. Bidder Bid Amount Cintas Weekly Bid: $297.38 City Laundry Weekly Bid: $549.10 Unifirst Weekly Bid: $397.72 Aramark Weekly Bid: $240.90 Voice vote -Ayes: Seven. Motion carried. 157217 - Amos/Morrissey that "Resolution awarding contract to Unifirst of Grundy Center, Iowa, and authorizing the Mayor to execute said document", be adopted. Roll -call vote -Ayes: Seven. Motion carried. Mr. Schmitt questioned why the bid is not being awarded to the lowest bidder. Paul Huting, Leisure Services Director, explained that it is being awarded to the lowest responsive and responsible bidder. Resolution adopted and upon approval by Mayor assigned No. 2019-959. RESOLUTIONS 157218 - Schmitt/Morrissey that "Resolution approving a City of Waterloo Merit Pay and Performance Evaluation Policy", be adopted. Roll call vote -Ayes: Six. Nays: One (Morrissey). Motion carried. Page 15 of 242 December 16, 2019 Page 7 David Dryer, 3145 W. 4th Street, commented that he read the proposal and commented that he believes the policy reads that it guarantees employees a raise. He questioned what amount of a raise each employee would receive. He questioned if the salary in Appendix A includes benefits. Lance Dunn, Human Resources Director, explained that the percentage of increase is not available at this time and that the process of determining that amount remains unchanged from previous years. John Sherbon, 1715 Robin Road, questioned if the wage package in Appendix A includes benefits. Lance Dunn explained that Appendix A does not include benefits. 157219 - Morrissey/Feuss To postpone until January 13, 2020. Roll call vote -Ayes: Three. Nays: Four (Jacobs, Kline, Schmitt, and Juon). Motion failed. Mayor Hart asked if there was an expectation from staff during the delay. Mr. Morrissey explained his concerns and that he'd also like new council to have an opportunity to vote on the issue. Mr. Schmitt commented that council has been asking to move to performance pay for over 12 years. He believes that it is not a perfect document but that it is a good starting point. He stated that this needs to move forward and be adopted and fine-tuned in the future. Mrs. Juon commented that this policy has been talked about for a long time and she does not share any of the stated concerns. She explained that she will support moving forward so that staff have time to implement. Mr. Amos commented that during the work session a two week delay was requested and he supports giving the additional time to address those concerns. Mrs. Kline commented that she supports the resolution as it is as and questions why any remaining concerns weren't brought up earlier and resolved prior to tonight's vote. Mr. Feuss explained that sometimes new information is learned that leads to legitimate questions even after seeking information privately and stated that he supports delaying the vote. Mr. Morrissey commented that the original work session was short and he did not get a chance to get all of his questions answered. Mrs. Kline commented that council business continues regardless of who is sitting on the council. Mayor Hart thanked the staff members for the hours of hard work and due diligence. Resolution adopted and upon approval by Mayor assigned No. 2019-960. 157220 - Kline/Amos that "Resolution awarding bid to Bill Colwell Ford of Hudson, Iowa, in the amount of $32,492, for the purchase of one (1) 2020 4WD, 3/4 ton crew cab pickup truck", be adopted. Roll call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2019-961. 157221 - Kline/Amos that "Resolution approving Agreement with the Iowa Department of Transportation for Iowa's Transportation Alternatives Program Funding, in the amount of eighty percent of eligible project costs up to $459,000, with the City paying the balance in conjunction with the FY 2021 Cedar River Marina and Recreational Trail Enhancements, Contract No. 1011, and authorizing the Mayor and City Clerk to execute said document", be adopted. Roll call vote -Ayes: Seven. Motion carried. Page 16 of 242 December 16, 2019 Page 8 David Dryer, 3145 W. 4th Street, questioned if this is for the proposed new marina and stated that a marina is not worth building without dredging the river. Jamie Knutson, City Engineer, explained that a marina will be part of the TechWorks project and there will be trail along the levy with concrete boat slips designed for canoes and kayaks. Some dredging along the edge will be performed to provide additional depth for boating when the dam is up and the possibility for tie -offs for pontoons as well. Resolution adopted and upon approval by Mayor assigned No. 2019-962. 157222 - Kline/Amos that "Resolution approving Agreement with the Iowa Department of Transportation for Iowa's Transportation Alternatives Program Funding, in the amount of eighty percent of eligible project costs up to $474,000 with the City paying the balance, in conjunction with the FY 2021 E. Shaulis Road Trail Extension - Phase II, Contract No. 1012, and authorizing the Mayor and City Clerk to execute said document", be adopted. Roll call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2019-963. 157223 - Feuss/Morrissey that "Resolution approving the Economic Development Assistance Contract with Warren Transport Inc., of Waterloo, Iowa and the Iowa Economic Development Authority for High Quality Jobs Program -Tax Credit Component incentives, and authorizing the Mayor and City Clerk to execute said document", be adopted. Roll call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2019-964. 157224 - Feuss/Morrissey that "Resolution approving a Real Estate Purchase Agreement with Hawthorne Properties, in the amount of $95,250 plus up to $5,000 in closing costs, to acquire 725 Glenwood Street and 915 Linden Avenue, and authorizing the Mayor and City Clerk to execute said documents", be adopted. Roll call vote -Ayes: Seven. Motion carried. David Dryer, 3145 W. 4th Street, asked if there was a definite purpose for the purchase of these two properties. Noel Anderson explained that these two properties are directly abutting the public works building that will allow for further expansion of the facilities. Resolution adopted and upon approval by Mayor assigned No. 2019-965. 157225 - Feuss/Morrissey that "Resolution approving a Professional Services Agreement with Amy Wienands Real Estate for the sale of 219 Newell Street, in an amount not to exceed $4,695, and authorizing the Mayor to execute said document", be adopted. Roll call vote -Ayes: Seven. Motion carried. Mr. Schmitt questioned a discrepancy in the amount stated in the resolution and the documentation attached. Noel Anderson explained the discrepancy. Resolution adopted and upon approval by Mayor assigned No. 2019-966. 157226 - Feuss/Morrissey that "Resolution concurring with the determination of the City Planner that the proposed change to an approved site plan within the "S-1" Shopping Center District for the installation of eight (8) Supercharging Stations by Tesla Motors, Inc., located at Hy-Vee Grocery Store, 1422 Flammang Page 17 of 242 December 16, 2019 Page 9 Drive, is minor and shall be approved as a Minor Site Plan Amendment", be adopted. Roll call vote - Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2019-967. ORDINANCES 157227 - Morrissey/Feuss that "an ordinance amending the City of Waterloo Code of Ordinances, by repealing the definition of "Gender" in Chapter 1, Official City Code, Section 1-1-2, Rules of Construction, Definitions, and Chapter 2, Municipal Charter and Seal, Section 1-2-2, Municipal Seal, and Chapter 3, General Penalty, Section 1-3-1 General Penalty, and Chapter 3, General Penalty, Section 1-3-2, Municipal Infractions, Subsection E, Administrative Fees, all of Title 1, Administration, in their entirety and enacting in lieu thereof a new definition of "Gender" in Chapter 1, Official City Code, Section 1-1-2, Rules of Construction, Definitions, and Chapter 2 Municipal Charter and Seal, Section 1-2-2 Municipal Seal, and Chapter 3 General Penalty Section 1-3-1 General Penalty, all of Title 1, Administration", be received, placed on file, considered and passed for the first time. Roll call vote - Ayes: Seven. Motion carried. Mrs. Kline questioned the reason for the amendment. Kelley Felchle, City Clerk clarified the amendment. 157228 - Morrissey/Feuss that rules requiring ordinances to be considered and voted for passage at two prior meetings be suspended. Roll call vote -Ayes: Four. Nays: Three (Feuss, Kline, and Schmitt). Motion failed. OTHER COUNCIL BUSINESS 157229 - Amos/Morrissey that Change Order No. 3, from Boomerang Corporation of Anamosa, Iowa, for a net increase of $10,000, in conjunction with the Waterloo Waste Water Treatment Plant Flow Equalization Facility Overflow Connection to Satellite Project, Contract No. 880, be received, placed on file and approved. Voice vote -Ayes: Seven. Motion carried. 157230 - Amos/Morrissey that Change Order No. 8, from Lodge Construction of Clarksville, Iowa, for a net increase of $7,490, in conjunction with the Waterloo Waste Water Treatment Plant 2018 Remedial Actions Phase IIIB, Contract No. 949, be received, placed on file and approved. Voice vote -Ayes: Seven. Motion carried. ADJOURNMENT 157231 - Morrissey/Juon that the Council adjourn at 6:45 p.m. Voice vote -Ayes: Seven. Motion carried. Kelley Felchle City Clerk Page 18 of 242 CITY OF WATERLOO Council Communication Resolution setting date of public hearing as January 13, 2020, to approve the request by Reg Drew Investments, LLC, to vacate a portion of Fairview Avenue and alleys in Campbell's Addition, subject to the retention of a drainage and utility easement over, under and upon a portion of Fairview Avenue, and instruct the City Clerk to publish notice. City Council Meeting: 12/30/2019 Prepared: 12/17/2019 REVIEWERS: Department Reviewer Action Date Planning & Zoning Schroeder, Aric Approved 12/16/2019 - 4:25 PM Clerk Office Higby, Nancy Approved 12/17/2019 - 12:22 PM ATTACHMENTS: Description Type ❑ Staff Report Backup Material ❑ Overview Map Backup Material ❑ Aerial Map Backup Material ❑ Application Backup Material ❑ Pictures Backup Material SUBJECT: Submitted by: Recommended Action: Summary Statement: Resolution setting date of public hearing as January 13, 2020, to approve the request by Reg Drew Investments, LLC, to vacate a portion of Fairview Avenue and alleys in Campbell's Addition, subject to the retention of a drainage and utility easement over, under and upon a portion of Fairview Avenue, and instruct the City Clerk to publish notice. Submitted By: Noel Anderson, Community Planning and Development Director Re -approve with the retention of a drainage and utility easement over, under and upon the portion of Fairview Avenue located south of Clark Street (previous approval just retained a "utility" easement). Transmitted is a request to set the date of public hearing as January 13, 2020 to approve the request by Reg Drew Investments LLC to vacate a portion of Fairview Avenue and Alleys in Campbell's Addition, subject to the retention of a drainage and utility easement over, under and upon a portion of F airview Avenue. This was initially approved by the City Council on August 19, 2019 by Ordinance No. 5510. The Ordinance will need to be rescinded and reapproved as it called out the retention of a utility easement over a portion of Fairview Avenue, but it should have called out a "drainage" and utility easement. At their July 2, 2019 meeting the Planning and Zoning Commission again recommended approval of the vacate request. Page 19 of 242 There are no known utilities in the areas to be vacated, but there is plans for storm water drainage improvements in the portion of Fairview Avenue south of Clark Street, therefore an easement will need to be maintained over that portion of the vacate area. The portion of the alley adjacent to Huff Rentals at 118 Clark St will be vacated but not conveyed at this time, as an agreement for acquisition is worked out with that adjoining property owner. Expenditure Required: None Source of Funds: N/A Policy Issue: Right -of -Way Description — Fairview Avenue and Alleys vacate: Legal Descriptions: The Fifteen foot (15') north -south alley as platted in Campbell's Addition lying adjacent to Lots 8, 9 and 10 of said Addition; the Fifteen foot (15') north -south alley as platted in Campbell's Addition lying adjacent to Lots 11 thru 21 of said Addition; the Fifteen foot (15') east -west alley as platted in Campbell's Addition lying adjacent to Lots 20 thru 26 of said Addition; the Thirty foot (30') Fairview Avenue as platted in Campbell's Addition lying Northerly of an Easterly extension of the South line of Lot 10 of said Addition; and the Thirty foot (30') Fairview Avenue as platted in Campbell's Addition lying Southerly of an Easterly extension of the North line of Lot 11 of said Addition, all in the City of Waterloo, Black Hawk County, Iowa, subject to the retention of a drainage and utility easement over, under and upon the Thirty foot (30') Fairview Avenue as platted in Campbell's Addition lying Southerly of an Easterly extension of the North line of Lot 11 of said Addition. Page 20 of 242 July 2, 2019 REQUEST: APPLICANT(S): GENERAL DESCRIPTION: IMPACT ON NEIGHBORHOOD & SURROUNDING LAND USE: VEHICULAR & PEDESTRIAN TRAFFIC CONDITIONS: RELATIONSHIP TO RECREATIONAL TRAIL PLAN and COMPLETE STREETS POLICY. ZONING HISTORY FOR SITE AND IMMEDIATE VICINITY: BUFFERS REQUIRED/ NEEDED: DRAINAGE: DEVELOPMENT Request by Reg Drew Investments, LLC to vacate a portion of Fairview Avenue, and the alleys located in Campbell's Addition, located adjacent to 139 Clark Street Reg Drew Investments LLC 139 Clark Street Waterloo Iowa 50703 The applicant is requesting to vacate a portion of Fairview Avenue and the alleys located in the Campbell's Addition located adjacent to 139 Clark Street. The request to vacate the alleys and Fairview Avenue would not have a negative impact on the surrounding neighborhood as they have never been used, would dead end at the Canadian National Railroad tracks to the south and private property to the north, and is in an industrial area made up largely of salvage yards and storage. The request to vacate the alleyways would not appear to have a negative impact on vehicular or pedestrian traffic conditions. There are no sidewalks in the area. There are no recreational trails in the area of the request and there are no current plans for sidewalks or trails in the area. The site has been zoned "M-1" Industrial District since the adoption of the Zoning Ordinance in 1969. North — Salvage Yards zoned "M-1" Light Industrial District. South — Vacant Land, Canadian National Railroad and Broadway Street zoned "M-1" Light Industrial District. East — Industrial Development zoned "M-2" Heavy Industrial District. West — Industrial Development, Vacant Land and Canadian National Railroad zoned "M-1" Light Industrial District. The request would not require any buffering by ordinance standards. The proposed vacate of the alleys would not appear to have a negative impact on drainage. Storm water improvements are planned within Fairview Avenue and Clark Street which would improve drainage conditions in the area. An easement for drainage and utilities would need to be retained over vacated Fairview Avenue. The area to be vacated is principally industrial with structures Vacate- Fairview and alleys of Campbell's Addition located adjacent to 139 Clark Street F ege21 of 242 July 2, 2019 HISTORY: FLOODPLAIN: PUBLIC /OPEN SPACES/ SCHOOLS: UTILITIES: WATER, SANITARY SEWER, STORM SEWER, ETC. RELATIONSHIP TO COMPREHENSIVE LAND USE PLAN: STAFF ANALYSIS — ZONING ORDINANCE: STAFF ANALYSIS — SUBDIVISION ORDINANCE: STAFF built between 1903 to present with a majority built between 1960's to present. This area is located in Zone X: Protected by levee as indicated by the Flood Insurance Rate Map No. 1900025 0188F George Washington Carver Middle School is located approximately'/4 mile to the Northeast. There are no known utilities located along in the alleys proposed to be vacated but there are overhead utilities located along the Fairview Avenue. A utility and drainage easement will need to be retained along the entire portion and width of Fairview Avenue to access those utilities and future storm water improvements. The Future Land Use Map designates the area as Industrial, and this request would be in compliance with such designation. The site is located within the Primary Growth Area as designated on the Growth Area Map within the Comprehensive Plan. The request to vacate Fairview Avenue and the two alley ways would not appear to negatively affect the area or traffic conditions. Clark Street is currently a dead end and Fairview Avenue has never been completed. The area is currently industrial made up mostly of salvage yards and storage uses. On August 4, 2009 Pauline Company made a similar request but also requested the vacation of Clark Street. At that time the Planning Programming and Zoning Commission approved the request to vacate the alleys but denied the request to vacate Clark Street and Fairview. This vacate request originally came before the commission on June 6, 2017. At that time the Planning, Programming and Zoning Commission voted to recommend approval of the vacate request. However, that request was tied to a Special Permit request for a salvage yard by the applicant which was subsequently denied by the Board of Adjustment on January 23, 2018. The vacate request was never sent to city council as the applicant decided what his next steps would be. The applicant has decided to proceed with the vacate request although he does not intend to use the property for a salvage yard. There would be no platting required in relation to the request. Vacate- Fairview and alleys of Campbell's Addition located adjacent to 139 Clark Street If/ege of 242 July 2, 2019 RECOMMENDATION: Therefore, staff recommends the request to vacate Fairview Avenue, and the alleys of Campbell's Addition comprising of approximately 33494 sf be approved for the following reasons: 1. The request to vacate would not appear to have a negative impact on the surrounding area, and would help prompt infill development. 2. The request to vacate would not appear to have a negative impact on vehicular or pedestrian traffic in the area. Subject to: 1. Retention of easement for drainage and utilities would need to be retained over vacated Fairview Avenue south of Clark Avenue. Vacate- Fairview and alleys of Campbell's Addition located adjacent to 139 Clark Street F ege Z33 of 242 City of Waterloo Planning, Programming and Zoning Commission June 6, 2017 ■ Rr1r ,R+PI R2/C=Z R-4 JOSEPHINE ST. R-2u, JCI-Z 1 9P't?IJNAI 1 R`4 IK 111111 THOR L2-Viil DAOWCO CT 1 11 111 11 ■■ ii 1111111 :Iy64Y.PL $III11111Ru1;R=PJ 1'n 11111111 ,. �7d.F.Y 11111111=I111111 III I 1 L C_1;CCZ'T FFTI:; NA d1- IZ 1111h- wii w1111111 Cedar River IIIII j iJ 1111111111 111111I 1111111 ry0 IC: R-3 ■ C-P R-4 C C-2 R-3 1111-■ '4— =MEM MI MI= MN _MEM EN — — ■■ ■ M-2 "IL C�1,C-Z 11111 I7Tf1 TTTTT-1 111111111111111111 11 11111 111h IIIII I I IIH m o Cedar River Th 111111111 I I I I I A I I I I I I I I l 1-11111111 111 R= H ,CRZ V Ik 111111 E 11111� I C;? _ =-Z C-1 —T— NM — — -- I■ 1�, 1 : 11111115 I� -.1441 1111 4111 L Tr C-2,C-Z 93.Y.1�J • A/ III C-P A MMiMMMMmNMMMMM — - -p mMmM mMM -7- - R=4 C-P R-4 • -- -- -- =- =- mw Rum im — — ■■ - II - M-1 C-2 L - - - - MM =III R=3 M-1 I z 11 ■IMN JI 139 Clark Street Vacate Request Reg Drew Investments, LLC Page 24 of 242 City of Waterloo Planning, Programming and Zoning Commission July 9, 2019 139 Clark Street Area to be Vacated but not conveyed Legend Vacate - Not Convey Area to be Vacated 139 Clark Street Vacate Request Reg Drew Investments, LLC Page 25 of 242 City of Waterloo Planning & Zoning Department 715 Mulberry Street, Waterloo, Iowa 50703 (319) 291-4366 /Offer to Vacate and Purchase City Right -of -Way ❑ Request to Vacate Easement, Vacate Sidewalk, or Encroachment Agreement ❑ Sale of City -Owned Property Applicant: ddress: (3 `i CI t, r j< Phone No.: 3 t 1 - 231 -20i5 General Description of Property to Vacated (i.e.- alley between A St. & 13 St., South of C St.): l Z Legal description of area to be conveyed, vacated, or encroached: 1. A non-refundable filing fee(s) shall be made as follows (checks payable to City of Waterloo): • Right-of-way vacation — One Hundred Seventy Five Dollar ($175.00) Filing Fee • Easement or sidewalk vacation — Seventy Five Dollar ($75.00) Filing Fee • Encroachment — One Hundred Dollar ($100.00) Filling Fee • Sale of city -owned property not required to be vacated — No Fee • Any request not meeting the Sale of Property Policy — One Hundred Dollar ($100.00) Fee 2. Offer Price*[Note: If the offer price meets the Sale of Property Policy (see attached) the request will not be required to be reviewed by the Building & Grounds Committee.] • Asking price (see attached Sale of Property Policy for how calculated): • Deductions • May decrease price by 50% for area located within an easement: • May decrease price for the City tax that will be collected on the land within 5 yrs (8 yrs inside of the CURA): • Costs (surveying & misc., demolition, remove of curbs, etc): Asking price — Deductions = Value of Property: Offer Price for Entire Area: - v0 Note: The above information is a summary of the Sale of Property Policy (see attached). All requests to vacate and purchase City right-of-way must be accompanied by a signed "Intent to Vacate" form for each abutting property to the area to be vacated. Any request that fails to meet the Sale of Property Policy shall not be forwarded to the Building and Grounds Committee or City Council. Any such applicant shall need to request review to Building and Grounds through a City Council member. 3. Publication and Recording Fees*: At the time a buyer(s) has been selected, all publication costs and recording fees must be paid by the applicant. Applicant shall be responsible for collecting from other buyers. 4. Easement*: The following easement shall be retained: 5. Other: Please provide a site plan and/or aerial photo of the area to be vacated if the request involves additional construction as the reason for the request. Applicant Date *Not required for easement vacates sidewalk vacates or Encroachment Agreements Page 26 of 242 Vacate Request — Adjacent to 139 Clark Street Looking to the east of 139 Clark Street at an alley that is requested to be vacated. Looking west down Clark Street. Looking southeast towards a portion of Fairview Avenue requested to be vacated. Looking at the alley to the south of 118 Clark Street that is requested to be vacated. Page 27 of 242 CITY OF WATERLOO Council Communication Resolution setting date of public hearing as January 13, 2020, to approve the request by the City of Waterloo to vacate approximately 16,500 square feet of Bluff Street right-of-way, located between W. 6th Street and W. 7th Street, and instruct the City Clerk to publish notice. City Council Meeting: 12/30/2019 Prepared: 12/18/2019 REVIEWERS: Department Reviewer Action Date Planning & Zoning Schroeder, Aric Approved 12/18/2019 - 9:32 AM Clerk Office Higby, Nancy Approved 12/18/2019 - 10:37 AM ATTACHMENTS: Description Type ❑ Council Packet Cover Memo SUBJECT: Submitted by: Resolution setting date of public hearing as January 13, 2020, to approve the request by the City of Waterloo to vacate approximately 16,500 square feet of Bluff Street right-of-way, located between W. 6th Street and W. 7th Street, and instruct the City Clerk to publish notice. Submitted By: Noel Anderson, Community Planning and Development Director Recommended Action: Approval Transmitted is a request to set the date of public hearing as January 13,2020 to approve the Request by the City of Waterloo to vacate approximately Summary Statement: 16,500 square feet of Bluff Street right of way located between W 6th Street and W 7th Street, and instruct the City Clerk to publish notice. Expenditure Required: None Source of Funds: N/A Policy Issue: Right -of -Way Alternative: N/A The request to vacate the portion of Bluff Street would appear to properly identify the use of the area as parking for the abutting buildings at 321 West 6th Street and 817 Bluff Street. The vacate will help for future redevelopment of the property. The request to vacate would not appear to have a negative impact on vehicular traffic in the area as there is an adjacent frontage road for traffic Page 28 of 242 movement, and the trail will remain in the right-of-way of the frontage road. Background Information: The US 218 trail is located across the southern border of the area to be vacated. The site has been zoned "C-3" Central Business District since the adoption of the Zoning Ordinance in 1969. North — Commercial buildings zoned "C-3" Central Business District. South — Highway 218 East — First Church of the Open Bible zoned "M-1" Light Industrial District. West —Stoner's Radiator Shop zoned "C-3" Central Business District. The request would not require any buffering by ordinance standards. The proposed vacate would not appear to have a negative impact on drainage. Located on the fringe of Downtown Waterloo, the commercial businesses in the area were developed between 1921 (older two story brick building) to 1988 (small metal building) and the church in 1988. With the railroad line coming through in immediate vicinity, it is a mixed use area of development. This area is not located in a flood plain as indicated by the Flood Insurance Rate Map No. 1900025 0302F There are no schools or park spaces in the immediate vicinity of the requested area. There is green space in the middle of the Highway 218 design, and there is parking under the highway viaduct of over 200 stalls one block to the southwest. There are sewer lines (both sanitary and storm) in the area to be vacated. An easement will be retained over the entire portion to be vacated. The Future Land Use Map designates the area as Commercial, and this request would be in compliance with such designation as it would help for the future redevelopment of the site. The request to vacate Bluff Street would not appear to negatively affect the area or traffic conditions. The role of Bluff was greatly diminished with the construction of US Highway 218 into an expressway in the 1990's. All buildings on the southwest side of Bluff were demolished for the highway construction, and the buildings on the north side of Bluff abut up to the right- of-way area, but have been used for parking due to the new Highway 218 frontage road system. Several sections of the street have already been vacated in the area, including the section between West 7rth and West 8th immediately to the southeast of the requested area (Ordinance No. 3507 in 1987). There would be no platting required in relation to the request. The City will complete a plat of survey to properly describe the area to be vacated, and delineate the line. Therefore, staff recommends the request to vacate 16,500 square feet of Bluff Street be approved for the following reasons: 1. The request to vacate would not appear to have a negative impact on the surrounding area. 2. The request to vacate would not appear to have a negative impact on vehicular or pedestrian traffic conditions in the area. Page 29 of 242 Legal Descriptions: 3. The request to vacate would help for redevelopment of the abutting site(s) and properly classify the land use for the current use of land as parking. Subject to the following condition: 1. That an easement be retained over the entire portion to be vacated. Parcel "N" Description: That portion of platted Bluff Street, lying southwesterly of Block 47, Original Plat of Waterloo West of the Cedar River, City of Waterloo, Black Hawk County, Iowa, being more particularly described as follows: Beginning at the southeasterly corner of Block 47, Original Plat of Waterloo West of the Cedar River: thence South 41°43'31" West 53.00 feet along the southwesterly extension of the southeasterly line of said Block 47; thence North 49°03'O1" West 302.82 feet parallel with the southwesterly line of said Block 47 to the southwesterly extension of the northwesterly line of said Block 47; thence North 41 ° 16'28" East 53.00 feet along said southwesterly extension of the northwesterly line of Block 47 to the southwesterly corner of said Block 47; thence South 49°03'O1" East 302.79 feet along the southwesterly line of said Block 47 to the point of beginning, containing 16,049 square feet, subject to an easement for public utilities over, under, upon, and across the described parcel. The south line of Block 47, Original Plat of Waterloo West of the Cedar River is assumed to bear South 49°03'O1" East for the purpose of this description. Page 30 of 242 May 7, 2019 REQUEST: Request by the City of Waterloo to vacate approximately 16,500 square feet of Bluff Street right of way located between W 6th Street and W 7th Street. APPLICANT(S): City of Waterloo, 715 Mulberry Street, Waterloo, Iowa 50703 GENERAL The applicant is requesting to vacate a portion of Bluff Street DESCRIPTION: located between W 6th Street and W 7th Street. IMPACT ON The request to vacate the portion of Bluff Street would appear NEIGHBORHOOD & to properly identify the use of the area as parking for the SURROUNDING abutting buildings at 321 West 6th Street and 817 Bluff Street. LAND USE: The vacate will help for future redevelopment of the property. VEHICULAR & The request to vacate would not appear to have a negative PEDESTRIAN impact on vehicular traffic in the area as there is an adjacent TRAFFIC frontage road for traffic movement, and the trail will remain in CONDITIONS: the right-of-way of the frontage road. RELATIONSHIP TO The US 218 trail is located across the southern border of the RECREATIONAL area to be vacated. TRAIL PLAN and COMPLETE STREETS POLICY. ZONING HISTORY FOR SITE AND IMMEDIATE VICINITY: The site has been zoned "C-3" Central Business District since the adoption of the Zoning Ordinance in 1969. North — Commercial buildings zoned "C-3" Central Business District. South — Highway 218 East — First Church of the Open Bible zoned "M-1" Light Industrial District. West —Stoner's Radiator Shop zoned "C-3" Central Business District. BUFFERS The request would not require any buffering by ordinance REQUIRED/ NEEDED: standards. DRAINAGE: DEVELOPMENT HISTORY: FLOODPLAIN: PUBLIC /OPEN Vacate- Bluff Street 6th to 7th Street The proposed vacate would not appear to have a negative impact on drainage. Located on the fringe of Downtown Waterloo, the commercial businesses in the area were developed between 1921 (older two story brick building) to 1988 (small metal building) and the church in 1988. With the railroad line coming through in immediate vicinity, it is a mixed use area of development. This area is not located in a flood plain as indicated by the Flood Insurance Rate Map No. 1900025 0302F There are no schools or park spaces in the immediate vicinity Page 1 of 3 Page 31 of 242 May 7, 2019 SPACES/ SCHOOLS: UTILITIES: WATER, SANITARY SEWER, STORM SEWER, ETC. RELATIONSHIP TO COMPREHENSIVE LAND USE PLAN: STAFF ANALYSIS — ZONING ORDINANCE: STAFF ANALYSIS — SUBDIVISION ORDINANCE: STAFF RECOMMENDATION: of the requested area. There is green space in the middle of the Highway 218 design, and there is parking under the highway viaduct of over 200 stalls one block to the southwest. There are sewer lines (both sanitary and storm) in the area to be vacated. An easement will be retained over the entire portion to be vacated. The Future Land Use Map designates the area as Commercial, and this request would be in compliance with such designation as it would help for the future redevelopment of the site. The request to vacate Bluff Street would not appear to negatively affect the area or traffic conditions. The role of Bluff was greatly diminished with the construction of US Highway 218 into an expressway in the 1990's. All buildings on the southwest side of Bluff were demolished for the highway construction, and the buildings on the north side of Bluff abut up to the right-of-way area, but have been used for parking due to the new Highway 218 frontage road system. Several sections of the street have already been vacated in the area, including the section between West 7rth and West 8th immediately to the southeast of the requested area (Ordinance No. 3507 in 1987). There would be no platting required in relation to the request. The City will complete a plat of survey to properly describe the area to be vacated, and delineate the line. Therefore, staff recommends the request to vacate 16,500 square feet of Bluff Street be approved for the following reasons: 1. The request to vacate would not appear to have a negative impact on the surrounding area. 2. The request to vacate would not appear to have a negative impact on vehicular or pedestrian traffic conditions in the area. 3. The request to vacate would help for redevelopment of the abutting site(s) and properly classify the land use for the current use of land as parking. Subject to the following condition: 1. That an easement be retained over the entire portion to be vacated. Vacate- Bluff Street 6th to 7th Street Page 2 of 3 Page 32 of 242 City of Waterloo Planning, Programming and Zoning Commission May 7, 2019 OP`E — WESTF�E� I C-P M-2 M-2,P Mom'--2�-2 "' M-i�,�J� �5�y W WASH/NGTQNST �u N IVERS/TY I AVE �, DAVE•, � z �. �9 m40 c~i0 CZW •CY—z—p >— Q 0 w R-1, C=r � R-P -1,C-Z PLEA SANTST—R-1, R, P1, R1 � , C-Z BERTCH AVE Fco - I 0 2 FOREST-AVE 0 I R=2 :--r—I— HAWTHORNE AVE IAVEBYRONAVE 0 I BYROI O O z R-3 cn VINE ST 0 -<=3 0) cr GOURTLAND ST- ti 0) z— J M-1 M'2` 3 -y \<s>,A:: N_\ ,\I),,c;"<)P/C>4 s' j`cam s° NC5 'Sse\ C BERTCH AVE co 0 FOREST-AVE 0 0 C-2 z HAWTHORNE AVE L - OREGON ST BYRON AVE Bluff Stree from 6th to 7th Vacate City of Waterloo Page 33 of 242 City of Waterloo Planning, Programming and Zoning Commission May 7, 2019 Bluff from 6th to 7th Vacate Request City of Waterloo Page 34 of 242 Index Legend Location Description: Portion of platted Bluff Street adjacent to blk 47 Original Plat of Waterloo West of the Cedar River, City of Waterloo, Iowa Req u esto r: Proprietor: Surveyor: Surveyor Company: Return To: Noel Anderson, City of Waterloo City of Waterloo William W. Castle City of Waterloo Engineering Department 715 Mulberry Street, Waterloo, IA 50703 715 Mulberry St, Waterloo, IA 50703 291-4312 Plat of Survey Parcel `rN" of the NE 1/4, Sec. 26, T89N, R 13 W, City of Waterloo, Black Hawk County, Iowa Parcel "N" Description: That portion of platted Bluff Street, lying southwesterly of Black 47, Original Plat of Waterloo West of the Cedar River, City of Waterloo, Black Hawk County, Iowa, being more particularly described as follows: Beginning at the southeasterly corner of Block 47, Original Plat of Waterloo West of the Cedar River: thence South 41 °43'31" West 53.00 feet along the southwesterly extension of the southeasterly line of said Block 47; thence North 49°03'01" West 302,82 feet parallel with the southwesterly line of said Block 47 to the southwesterly extension of the northwesterly line of said Block 47; thence North 41 °16'28" East 53.00 feet along said southwesterly extension of the northwesterly line of Block 47 to the southwesterly corner of said Block 47; thence South 49°03'01" East 302.79 feet along the southwesterly line of said Block 47 to the point of beginning, containing 16,049 square feet, subject to an easement for public utilities over, under, upon, and across the described parcel. The south line of Block 47, Original Plat of Waterloo West of the Cedar River is assumed to bear South 49°03'01" East for the purpose of this description. This Plat or Sub ion has en reviewed by City +F City Survey Notes: 1. The Bearings shown on this survey are derived from GPS observations using the Iowa State Plane Coordinate System, North Zone, NAD 83 (2011). 2. All dimensions are in US Survey feet and decimals thereof. 3. Parcel letter "N" assigned by the Black Hawk County Auditor's Offce on May 20, 2019. I hereby certify that this surveying document was prepared and the related survey work was performed by me or under my direct personal supervision and that I am a duly licensed Land Surveyor under the laws of the tate of Iowa. /1/ William W. Castle, PLS License Number 19715 My License Renewal Date is December 31, 2019. Pages or sheets covered by this seal : Z °F Z Daf{e lam or designee Date City of Waterloo Engineering Department 715 Mulberry Street, Waterloo, Iowa 50703 Phone: (319) 291-4312 Fax: (319) 291-4262 Drawn By: WWC Scale: Field Work Date: 04-24-19 & 5-25-19 Date Drawn: 05-28-2019 Sheet No. 1 of Plat of Survey Parcel "N" of the NE 1/4, Sec. 26, T89N, R13W, City of Waterloo, Black Hawk County, Iowa 28.91'' {28.85') (S 49°03'47" E) 20' (19.98') (N 41°16'28" E)' 20.00' 5$ {20.00') (S 49°03'47" E) 60' Block 37, Original Plat of Waterloo West of the Cedar River 50' 60' 60' 60' 61.5' $ (61,18') IS 48°58'24" E) 46.13' $ (40.25') (S 48'58'24" E) 0 0 5 Fd. #4 rebar w1 yellow ID zap "Iowa - 7811" /Fd. #4 rebar wl yellow ID cap ei "Iowa-7811" 6 Jefferson St 80' ROW 60' 60' \ Block 47, Original Plat of Waterloo West of the Cedar River 4 3 2 Fd. 112" bar wlout ID cap 1.55' north of alley line (274.18') (S 49°04'32" E) 60' 101.10.'' (101.09') (S 49°03'47" E) Fd. #4 rebar wlout ID cap & bent top Replaced wl#5 rebar w/blue ID Cap "Iowa - 19715" 7 20' Public Alley Fd. #4 rebar w/orange ID cap "Iowa 6505" 12Q'P121.43 "{121.43') 60' P 60.55' ' (60.47') (S 49°03'19" E) 8 Fd. 1-1/2" bar Fd. 1" pinch pipe ea 20' (19.85') (N 42'11'32" E) 120' P 121.10°4 {121.15') IS 49°04'32" E) Fd. #4 rebar w/orange ID cap "Iowa 6505" 115'P116.43'% {116.45') 9 Fd. 1" open pipe Fd, #4 rebar w/damaged orange ID cap 65'? 65.28' a (65.28') (S 48°59'21" E) 10 65' p 64.96'% (64.91') Corners fall in colored concrete. Cut "X" as witness corner in regular concrete 2.0' feet west of corner on west extension of line. Set #5 rebar with blue cap on line 5.0' east of comer. 300' P 302.82' % (302.79' S 49°03'01" E) 1 Fd. 1" pinch pipe Parcel "N" Platted Bluff St 80' ROW 300' P (302.82' N 49°03'01 " W) v iV 60' 60' 60' 60' Block 19, Original Plat of Waterloo West of the Cedar River 66' Fd. 1" open pipe 465 O r POB Survey Notes: 1. The Bearings shown on this survey are derived from GPS observations using the Iowa State Plane Coordinate System, North Zone, NAD 83 (2011). 2. All dimensions are in LIS Survey feet and decimals thereof. 3. Parcel Letter "N" assigned by the Black Hawk County Auditor's Office on May 20, 2019. 4. Surveyed area of Parcel "N": 16,049 SF 5. P - Platted measurement; % - Measurement per survey at Book 311 Pg 602; $ - Measurement per survey at CLD 625 Pg 773 Plat Legend: ✓ Found Monument 0 Set 5/8" x 24" Rebar w/Blue Cap "Iowa - 19715" • Cut "X" in concrete, found or set 123.45' Record Measurement (123.45') Field Measurement 0 30 60 Scale: 1 inch = 60 feet City of Waterloo Engineering Department 715 Mulberry Street, Waterloo, Iowa 50703 Phone: (319) 291-4312 Fax: (319) 291-4262 Drawn By: WWC Scale: 1" = 60' Field Work Date: 04-24-19 & 05-25-19 Date Drawn: 05-28-2019 Sheet No. 2 of 2 PagP6 nT242 Bluff Street Vacate Looking southeast along Bluff street and Washington Street. Looking from 6th Street alogn the former Johnstone Supply Building. nluwn FluedrDFt Yung Arena Looking northwest along Bluff Street toward 6th Street. Looking along Bluff from 7th Street. Page 37 of 242 City of Waterloo Planning & Zoning Department 715 Mulberry Street, Waterloo, Iowa 50703 (319) 291-4366 Offer to Vacate and Purchase City Right -of -Way ❑ Request to Vacate Easement, Vacate Sidewalk, or Encroachment Agreement ❑ Sale of City -Owned Property Applican y ,i/ frikt&V Address: 7/5 1/Z4ZaWe7 Phone No.: e9/- 4./ 3 6 General Description of Property to Vacated (i.e.- alley between A St. & B St., South of C St.): Legal description of area to be conveyed, vacated, or encroached: 1. A non-refundable filing fee(s) shall be made as follows (checks payable to City of Waterloo): Right-of-way vacation — One Hundred Seventy Five Dollar ( -7-5;@0'Iing Fee • Easement or sidewalk vacation — Seventy Five Dollar ($75.00) Filing Fee • Encroachment One Hundred Dollar ($100.00) Filling Fee • Sale of city -owned property not required to be vacated — No Fee • Any request not meeting the Sale of Property Policy — One Hundred Dollar ($100.00) Fee 2. Offer Price*[Note: If the offer price meets the Sale of Property Policy (see attached) the request will not be required to be reviewed by the Building & Grounds Committee.] • Asking price (see attached Sale of Property Policy for how calculated): • Deductions • May decrease price by 50% for area located within an easement • May decrease price for the City tax that will be collected on the land within 5 yrs (8 yrs inside of the CURA): • Costs (surveying & mist., demolition, remove of curbs, etc): Asking price — Deductions = Value of Property: Offer Price for Entire Area: Note: The above information is a summary of the Sale of Property Policy (see attached). All requests to vacate and purchase City right-of-way must be accompanied by a signed "intent to Vacate" form for each abutting property to the area to be vacated. Any request that fails to meet the Sale of Property Policy shall not be forwarded to the Building and Grounds Committee or City Council. Any such applicant shall need to request review to Building and Grounds through a City Council member. 3. Publication and Recording Fees*: At the time a buyer(s) has been selected, all publication costs and recording fees must be paid by the applicant. Applicant shall be responsible for collecting from other buyers. 4. Easement*: The following easement shall be retained: 5. Other: Please provide a site plan and/or aerial photo of the area to be vacated if the request involves additional co istruct IUt re +' for the request. Applicant I//Z /Zoici Date *Not required for easement vacates sidewalk vacates or Encroachment Agreements Page 38 of 242 CITY OF WATERLOO Council Communication Recommendation of appointment of Greg Svoboda to the position of Downtown Area Maintenance Foreman, effective December 31, 2019. City Council Meeting: 12/30/2019 Prepared: 12/17/2019 REVIEWERS: Department Reviewer Action Date Leisure Services Huting, Paul Approved 12/17/2019 - 12:30 PM Clerk Office Higby, Nancy Approved 12/17/2019 - 12:42 PM ATTACHMENTS: Description Type ❑ DAM Foreman Pers. Requisition Cover Memo SUBJECT: Submitted by: Recommended Action: Summary Statement: Expenditure Required: Source of Funds: Policy Issue: Background Information: Recommendation of appointment of Greg Svoboda to the position of Downtown Area Maintenance Foreman, effective December 31, 2019. Submitted By: Paul Huting,Leisure Services Director Recommend Approval of appointment. The Personnel Requisition Committee approved filling this position 10/9/19. The Civil Service List was certified 12/13/19. Annual Salary: $65,624 Benefits: $28,697 Since this is a promotional appointment, and the appointee is currently being paid out of classification to do the job, there will be no additional expenditures until the vacant Downtown Maintenance II position is filled. 4110 Downtown Area Maintenance Budget utilizing a combination of General Fund and Road Use Fund This appointment would support the City of Waterloo Plan: Strategy 1.7 - Seek ways to create a live, work, learn, and play environment with amenities that attract and retain population in Waterloo Strategy 4.5 - Maintain facilities that support quality of place. The Downtown Area Maintenance Foreman position is a critical leadership position for the Downtown Area Maintenance operations. This is a working foreman that will coordinate crew activities and also complete labor tasks such as mowing, trimming, weeding, cleaning, applying chemicals, removing Page 39 of 242 snow, maintaining equipment, repairing irrigation systems, assisting with downtown event preparations, and many other duties as assigned. Page 40 of 242 PERSONNEL REQUISITION FORMtCEIVFD OCT 0 2019 Check as applicable: Li To start recruiting or civil service process and/or L To fill a vacancy ❑ Active Civil Service List Expires: A proposed job description and questionnaire must accompany this form at time of submission to Human Resources. **************:1*:t***i**********air,4,4*****9r*****************9c********{*************?c*************'1E*** Position Title: Downtown Area Maintenance Foreman Department: Leisure Services Reports To: GoIf7Downtown Manager Work Location: Downtown . Catilil�?rlettl Stxtirs; ® Regular Full Time ❑ Temporary Full Time from to ❑ Regular Part Time ❑ Temporary Part Time from to ❑ Regular 7-Month ❑ Intern/Co-op Student from to Type of Position: Recommended Recruitment Sources: Civil Service Position: ►/ Yes D No 3 Internal Posting Only Bargaining Position: ® Yes [i No ❑ Internal Posting and External Advertising Bargaining Group: 177 Non -bargaining Position: ❑ Yes ❑ No Complete the following if the requisition is to fill a vacancy: ❑ New Position or ® Replacement Position for: Steve Bearbower.D,A.M.Foreman _ (Specify name and title of former incumbent) If replacement, former incumbent: ® Retired/Resigned/Terminated ❑ Transferred ❑ Promoted Date incumbent terminated employment: 12/16/19 Date of final payout: 1/3/20 Anticipated start date: 1/6/20 No. of hours/week: 40 Work schedule: M,F 7:00nnr-:3:30pm Justification of need for position: This is a critical leadership position for the Downtown Area Maintenance operations. This is a working Forman position that will coordinate crew activities and also complete labor tasks such as mowing, trimming, weeding, cleaning, chemical application, snow removal, equipment maintenance, irrigation repair and many other duties as assigned. What are the likely consequences if the position is not filled? Properties services by this crew will fall into a state of disrepair. APPROVALS Annual salary requirements: $65,624.00 Hourly Rate: $31.55 Benefits: $28,697.00 (Payroll taxes, pension, health ins.- assuming family) Is position budgeted for this and future FYs? ® Yes ❑ No If no, how will position be funded? Approved subject to the following conditions: ti{riititlr ))epatIntent !'c rnci lit Chief nancialOf'ficer 4011 f t ` Date Date mittee Chairperson Date Human Resources Cot Created 6/30/2017 Human Resources Director Date Page 41 of 242 PERSONNEL REQUISITION Downtown Area Maintenance Foreman The following questions are provided as guidelines to assist you in developing your rational for the position of Downtown Area Maintenance Foreman in the Leisure Services Department. Depending upon your situation, some questions may or may not apply. Please provide written responses to these questions as part of your preparation for meeting with the Mayor. (1) What are the key job responsibilities of this position? The Downtown Area Maintenance Foreman coordinates all aspects of crew activities and supervises both full and part time staff. This is a working foreman position that involves both supervision and labor performed simultaneously. Daily labor tasks will include mowing, trimming, weeding, cleaning, chemical application, snow/ice removal, and other tasks tied to sound operational maintenance of a busy and vibrant downtown district. (2) Can the job responsibilities of this position be assigned to other employees within the department? If no, why not'? No. Numerous labor-intensive River Renaissance properties have come on-line in recent years and heavy usage of these facilities requires very frequent maintenance. All other departmental staff is overwhelmed trying to keep up with their current assignments. (3) How is the work of this position being accomplished now? Current Foreman Steve Bearbower does not retire until 12/16/19. (4) Are the filled positions in your department currently being utilized to their maximum potential? Yes. (5) How would filling this position meet the needs of your department or the City on either a short-term basis (if temporary position) or a long-term basis (if a regular position)? Filling this position will allow the City to be compliant with State requirements dictating that Vision Iowa Projects be adequately maintained. By utilizing full time employment we are able to demand the most highly skilled and qualified workers to accomplish these goals. Page 42 of 242 (6) What cost savings or revenues, if any, would your department or the City realize if this position is filled? The cost savings for this position are not up -front. They will be realized in the long term when projects that were completed fifteen or twenty years ago are still in good condition and not in need of costly repair or replacement. (7) If you are paying overtime or comp time within your department to accomplish this work now, how much overtime or comp time has been paid out or earned that is directly attributable to this position and over what period of time? N/A as this is a replacement after a retirement. (8) How has the work load or demands of your department changed in comparison to your staffing levels over the past three fiscal years? Provide statistics if possible. Heavily used facilities within the Downtown River Renaissance Area have increased the workload dramatically over recent years. Examples of those facilities include: • Marks Park: Sanitizing play surface, daily emptying trash receptacles, picking up litter, dirty diapers, etc. • Riverloop Amphitheatre: Has to be hand mowed, string trimmed, repair irrigation heads next to the trail that are run over by events vehicles, chemical and fertilizer applications to turf, trim and weed native grass beds. • Upper Plaza & Arts Mall: adjacent to Phelps Youth Pavilion- Power washing grease off of concrete after events, fixing irrigation in planters, weeding native grass and shrub beds. • Riverloop Trail System: Sweeping trails of broken glass, cleaning off debris after high water events- does not need to be flooding to cover trails under bridges, painting over graffiti on floodwalls, snow removal. • Parking Lots: As more buildings have been demolished and turned into parking lots more resources are needed to maintain them. Sign and Traffic Department used to complete snow removal, now we do all our own including salt application. • Main Street Waterloo: Assistance with events and initiatives. • City Wide Festivals and Events: Downtown Crew does more and more assisting with events setup such as My Waterloo Days, Irish Fest, Cedar Valley Pride Fest, BBQ Loo, Mayors Fun Run, and Center for the Arts outdoor events. • Cedar Valley Sportsplex: Large facility with lots of additional planters, native grass beds, turf areas, and parking lots requiring sweeping and snow removal. Page 43 of 242 A second Downtown Area Maintenance II Position was approved and filled in summer 2017 and has been filled ever since. This creates a full time crew of three employees. In a typical summer usually two seasonal positions are also filled if qualified individuals can be identified. (9) If this position is not filled, what affect will it have on your department? What work will not get done? What costs will you incur? Please be as specific as possible. The long term affect of not adequately staffing the Downtown Area Maintenance Crew will be deterioration of both new and existing facilities. Examples would include needing to replace decorative vegetation species, replacing park fixtures, and having to pay contractors to perform repairs that should be completed by City staff Neglected properties tend to collect more litter and graffiti and are generally less utilized by citizens and visitors. Vision Iowa Grant requirements regarding maintaining funded projects will not be met without maintaining staff levels. (10) How do you cover the responsibilities for this position whenever the incumbent is out on vacation? Crew instructions would typically be given directly by the Golf/Downtown Area Maintenance Manager but labor tasks completed by this position would not be completed until the incumbent has returned from vacation. Depending on the details of the situation another full time staff member may be temporarily appointed Foreman and receive Foreman pay while the incumbent is not at work. (11) Is it possible that the City could outsource this position to an outside agency? If so, what savings, if any, would the City realize as a result of this change? This position is needed to supervise and work with a crew that is already in place. Due to the immense amount of equipment, knowledge, and training necessary to properly maintain all locations within this district it is not feasible to outsource this work. Facilities that utilize contractors to perform landscaping work such as Five Sullivan Brothers Convention Center have expressed frustration that their properties are not as well maintained as the locations that are cared for by City staff (12) How would you rank this position in terms of its contribution to City business in comparison with other positions reporting to you? This position is especially critical given that it is a leadership position for a very busy crew. This position also has close ties to the tourism industry in Waterloo. Groomed and well -maintained facilities like Riverloop Amphitheatre, Marks Park, the Arts Mall, and Expo Plaza can be utilized to attract new visitors and the revenue Page 44 of 242 that comes along with these guests. A vibrant downtown district is important for both private retailers and the City of Waterloo. (13) How does this position impact the Goals and Objectives for the City adopted by the City Council? Filling this position will help the City provide the best possible leisure activities for our citizens and visitors to our City. The City Council has made improving and maintaining the downtown area a top priority in recent years and has invested many millions of dollars to revitalize downtown Waterloo. More specifically filling this position aligns with the City of Waterloo Strategic Plan 2017-2022 goal #1 by providing a livable wage job and goal # 4.5 "Maintain and develop community services and city facilities that support quality of place." Page 45 of 242 DOWNTOWN AREA MAINTENANCE FOREMAN DEPARTMENT SALARY FLSA CIVIL SERVICE BARGAINING UNIT LEISURE SERVICES tf'r NIaboviek NON-EXEMPT INCLUDED MUNICIPAL EIVIPLOYEES LOCAL /77 GENERAL STATEMENT OF DUTIES Working foreman responsible for the maintenance operations of the landscape and hardscape for the W4Wiloo River --area; downtown parks and public places. Under the general direction of the Golf Manager, but often working independently and with minimum supervision, supervises temporary seasonaland regular employees. EXAMPLES OF ESSENTIAL FUNCTIONS (Illustrative Only) These functions .are considered essential for successful performance in this job classification. Responsible for daily maintenance operations and productivity of maintenance employees including receiving and transmitting assignments; organizing projects, ensuring job completion and making required. reports. 2. Operates and maintains .specialized tuif equipment and irrigation system. 3. Applies pesticides, insecticides and other. chemicals in the care of landscape turf and vegetation. 4. Diagnoses and treats turf insect and disease problems. 5. Adjusts and repairs equipment, operates string triinnaers, blower/vacs and sweepers. 6. Rakes turf, sweeps walks and bike trails, picks up litter and trash. 7. Operates turf maintenance equipment either riding or on foot. 8. Performs landscape and hardscape. maintenance on uneven ground and while public is present. 9. Works in trenches to perform irrigation system repairs; confined space entry when working in water pits and manholes for . irrigation system. 10. Shovels and plows snow; operates INkli sweeper/vacuunts, and garbage trucks for litter collection. 11, Participates in department preventive maintenance program for vehicles and equipment. 12. Responds to questions from the public concerning downtown area maintenance. 13. Directs the work activities of temporary seasonal ands employees as assigned. f4/ v 14. Prepares written records and reports. 15. Works independently and with others with minimum supervision. 16. Attends work regularly at the designated place and time. May be assigned to evening and weekend work. 17. Works outdoors in all weather conditions; works near moving vehicles and equipment; operates equipment and tools that cause vibration; exposed to pesticides, insecticides and other chemicals; noise level is often loud. Page 46 of 242 18. Workload varies and may be repetitive. 19. .Performs all work duties and activities in accordance with City policies, procedures, and OSHA, City and Leisure Services safety rules and regulations. 20. Performs all other related duties as assigned. REQUIRED KNOWLEDGE & ABILITIES 1. Knowledge of and ability to diagnose and treat turf insect and disease problems. 2. Thorough knowledge of the techniques and principles of turf and landscape management and maintenance 3. Thorough knowledge of installation and maintenance of irrigation systems, including pluming and electrical work. 4: Knowledge of occupational hazards and safety procedures of turf and landscape maintenance work. 5. Ability to operate turf maintenance equipment such as riding mower, tractor, loader, chemical sprayer and other specialized turf equipment for four to six hours at a time. 6. Ability to instruct, train and supervise regular and temporary seasonal ernployees. 7. Ability to express ideas orally and in writing, 8, Ability to understand chemical hazard labels and keep chemical application records. 9. Ability to exercise independent judgment in completion of assigned projects. 10. Ability to observe and enforce appropriate safety precautions. 11. Ability to respond to questions and comments from members of the public tactfully and politely. 12. Ability to work independently with minimum .supervision. 13. Ability to communicate effectively and maintain working relationships with coworkers, supervisors, elected officials and the public,. 14. .Ability to work with people from a broad variety of social, economic, racial, ethnic, cultural and educational backgrounds, ACCEPTABLE EXPERIENCE & TRAINING 1. Bachelor's Degree from an accredited college or university with major course work in turf management, horticulture or a closely related field with minimum two years supervisory experience in turf management OR graduation from a two-year horticulture program with minimum four years supervisory experience in turf management OR high school graduation/G.E.D. with minimum six years supervisory experience hi turf and landscape management OR any equivalent combination of education and experience that provides the knowledge, skills and abilities necessary to perform the work. 2, Iowa Class A Commercial Driver's License and good driving record based on City of Waterloo insurability criteria. Loss of license or conviction for .DWI, reckless driving or other major moving violation will result in layoff, leave without pay or termination, Four or more citations for moving violations within a three-year period or three or more citations for: moving violations within a one-year periodwill be reviewed on a case -by -case basis .and continued employment will depend on insurability. Two or more at -fault accidents within a three-year period while driving a City vehicle may result in disciplinary action up to and including termination, "fO61,tp 11 ck k: Page 47 of 242 3. Possess and maintain an Iowa Pesticide Applicator's License. Failure to maintain this license may result in disciplinary action up to and including termination. ESSENTIAL PHYSICAL ABILITIES The following physical abilities are required with or without accommodation. 1. Sufficient strength and flexibility to perform assigned tasks. 2. Sufficient speech and hearing that permits the employee to communicate effectively with coworkers and members of the public. 3. Sufficient depth perception, distance and peripheral vision to safely operate vehicles and equipment in all weather conditions; sufficient color vision to observe and diagnose turf diseases; dexterity to safely operate powered and manual tools and equipment; sufficient hearing to understand verbal instructions, respond to questions from the public and diagnose equipment malfunctions. 4. Sufficient personal mobility that permits the employee to operate a variety of motorized and manual park maintenance equipment safely in all types of weather. MISCELLANEOUS 1. Must wear personal protective equipment such as safety shoes, safety glasses, hearing protection, gloves, protective clothing and respirator. 2. Must submit to Department of Transportation requirements including post - accident, reasonable suspicion, random and return-to-duty/follow-up alcohol and drug testing. 3. Must submit to Civil Service examination procedures including a panel interview. WORK SCHEDULE Work schedule is based on an 8-hour day/40 hour week. Actual shift start time and days worked may vary depending on event schedule and season. Work schedule may occasionally include weekends, evenings or holidays. Half-hour unpaid lunch break, Minimal overtime. DOWNTOWN AREA MAINTENANCE FOREMAN PROMO DESCRIPTION 06 November 2006 Page 48 of 242 CITY OF WATERLOO Council Communication Request by Fred Rose, L.C., for a Site Plan Amendment to the "M-2,P" Planned Industrial District to allow for the construction of a new 14,300 square foot airport hangar, located east of 2790 Livingston Lane. City Council Meeting: 12/30/2019 Prepared: 11/24/2019 REVIEWERS: Department Reviewer Action Date Planning & Zoning Schroeder, Aric Approved 12/18/2019 - 10:19 AM Clerk Office Even, LeAnn Approved 12/18/2019 - 11:25 AM ATTACHMENTS: Description Type ❑ Staff Report Cover Memo ❑ Overview Map Cover Memo o Aerial Map Cover Memo ❑ Site Plan Cover Memo ❑ Floor Plan Cover Memo o Airport Hangar Elevations Cover Memo ❑ Lease Legal Description Cover Memo ❑ Pictures Cover Memo ❑ Plat Map Cover Memo o Application Cover Memo SUBJECT: Submitted by: Motion to receive and file proof of publication of notice of public hearing. HOLD HEARING - No comments on file. Motion to close hearing and receive and file oral and written comments and recommendation of approval of Planning, Programming and Zoning Commission. Motion to receive, file, consider, and pass for the first time an ordinance amending Ordinance No. 5079, as amended, City of Waterloo Zoning Ordinance, by amending the Official Zoning Map referred to in Section 10- 4-4, to approve a request by Fred Rose, L.C. for a Site Plan Amendment to the "M-2,P" Planned Industrial District, to allow for the construction of a 14,300 square foot airport hangar, located east of 2790 Livingston Lane. Motion to suspend the rules. Motion to consider and pass for the second and third times and adopt said ordinance. Submitted By: Noel Anderson, Community Planning and Development Director Recommended Action: Approval Transmitted herewith is a Request by Fred Rose, L.C. for a Site Plan Page 49 of 242 Summary Statement: Expenditure Required: Source of Funds: Policy Issue: Alternative: Background Information: Amendment to the "M-2,P" Planned Industrial District to allow for the construction of a 14,300 SF Airport Hangar located east of 2790 Livingston Lane. None N/A Strategy 1.3: Ensure that development -ready sites exist and realistic, meaningful incentives are defined to attract new businesses and support existing business expansions. N/A The applicant is requesting to construct a new 14,300 SF Airport Hangar on property zoned "M-2,P" Planned Industrial District located east of 2790 Livingston Lane. The request to construct an airport hanger would not appear to have a negative impact upon the surrounding area as it would appear to be compatible with other industrial and commercial development in the area. The site plan notes elevation contours, neighboring tracks of land, lot dimensions, hanger location, and road access. It will be necessary that a storm water detention plan is submitted, as well as a SWPPP to the Engineering Department for review and approval. The proposed request would not appear to have a negative impact upon drainage in the area. The proposed Site Plan Amendment area is designated as Zone C on the Waterloo Airport Land Use and Height Overlay Map. The maximum elevation/height of the structure allowed at the Airport Hanger site is 993 feet and the base elevation of the site is only 885 feet. The height of the hanger is 29 feet and the base elevation plus the hanger height is only 914 feet, which is 79 feet less than what is the height maximum for the site. In addition no impacts are anticipated regarding the proposed land use for the building of an Airport Hanger and the proposed building is considered a compatible use in the the City of Waterloo Airport Land Use and Height Overlay Zoning Ordinance. Therefore all conditions are met The Planning and Zoning Commission unanimously approved the site plan amendment at their regular meeting on December 3, 2019. Therefore, staff recommends that the request for a Site Plan Amendment in the "M-2,P" Planned Manufacturing District, be approved for the following reasons: 1. The request is in conformance with the Comprehensive Plan and Future Land Use Map for this area. 2. The request would not appear to have a negative impact on Page 50 of 242 traffic conditions in the area. Legal Descriptions: 3. The request would appear to have a positive impact upon the surrounding area by infusing private investment into and airport related use at the Waterloo Regional Airport. And with the following conditions(s): 1. That the final site plan meets all applicable city codes, regulations, etc. including, but not limited to, landscaping, drainage, setbacks ,etc. LEASE AREA DESCRIPTION: Part of the Northwest Quarter of Section 4, Township 89 North, Range 13 West of the 5th Principal Meridian, City of Waterloo, Black Hawk County, Iowa, and more particularly described as follows: Commencing at the intersection of the Northerly Right of Way line of Betsworth Drive and the Westerly Right of Way line of Airport Boulevard; Thence North 67°00' 10" East (assumed bearing), 139.97 feet along the Northerly Right -of -Way line of said Betsworth Drive to the Easterly Right of Way line of Airport Boulevard; Thence North 58°47'49" East, 985.78 feet to the Point of Beginning; Thence North 13° 14' 31" West, 202.00 feet; Thence North 76°45'29" East, 154.00 feet; Thence South 13°14'31" East, 91.87 feet; Thence North 76°45'29" East, 68.85 feet; Thence South 13°14'31" East, 57.33 feet; Thence South 76°45'29" West, 68.85 feet; Thence South 13°14'31" East, 52.81 feet; Thence South 76°45'29" West, 154.00 feet to the Point of Beginning; containing 0.80 acre (35,055 SW. FT.), subject to other leases and easements of record. Page 51 of 242 December 30, 2019 REQUEST: APPLICANT(S): Owner: GENERAL DESCRIPTION: SURROUNDING LAND USES AND IMPACT ON NEIGHBORHOOD: VEHICULAR & PEDESTRIAN TRAFFIC CONDITIONS: RELATIONSHIP TO RECREATIONAL TRAIL PLAN AND COMPLETE STREETS POLICY: ZONING HISTORY FOR SITE AND IMMEDIATE VICINITY: BUFFERS/ SCREENING/ LANDSCAPING REQUIRED: DRAINAGE: DEVELOPMENT HISTORY: Request by Fred Rose, L.C. for a Site Plan Amendment to the "M- 2,P" Planned Industrial District to allow for the construction of a 14,300 SF Airport Hangar located east of 2790 Livingston Lane. Fred Rose, L.C., 7103 Chancellor, Suite 100, Cedar Falls, IA 50613 City of Waterloo, 715 Mulberry Street, Waterloo, IA 50703 The applicant is requesting to construct a new 14,300 SF airport hangar on City of Waterloo owned property at the Waterloo Regional Airport. The request to construct an airport hanger would not appear to have a negative impact upon the surrounding area as it would appear to be compatible with other industrial and commercial development in the area. The proposed Site Plan Amendment would not appear to have a negative impact upon vehicular or pedestrian traffic conditions in the area. The site is served by Betsworth Drive which is a local road and Airport Boulevard which is a collector. There are no trails or sidewalks in the immediate project area. The area in question has been zoned "M-2,P" Planned Industrial District since March 13, 1995, when the land was rezoned from "A-1" Agricultural District to allow for industrial and commercial development on the site. Surrounding land uses and their zoning designations are as follows: North — Hangar 4 and Airport, zoned "M-2,P" Planned Industrial District. South — Vacant Land, zoned "M-2,P" Planned Industrial District. East —Airport, zoned "M-2,P" Planned Industrial District. West — Parking and Airport, zoned "M-2,P" Planned Industrial District. No buffers are needed regarding this request. The applicant will need to submit and execute a landscaping plan for the site during the building permit approval process. It will be necessary that a storm water detention plan is submitted, as well as a SWPPP to the Engineering Department for review and approval. The proposed request would not appear to have a negative impact upon drainage in the area. The surrounding area is mostly vacant land, hangers, or runways to the north, south, and east. Land to the west consists of the SPA East of 2790 Livingston Lane Page 1 of Page 52 of 242 December 30, 2019 FLOODPLAIN: PUBLIC /OPEN SPACES/ SCHOOLS: Waterloo Regional Airport with buildings constructed from the 1950's to the 2000's. None of the property is located in the 100-year flood plain as indicated by the Federal Insurance Administration's Flood Insurance Rate Map, Community Number 190025 0167F, dated July 18, 2011. Lincoln Elementary School is located 2.6 miles to the southeast, George Washington Carver Academy is located 3.43 miles to the southeast, and East High School is located 4.76 miles to the southeast. George Wyth State Park is located 0.5 miles to the south of the site. UTILITIES: WATER, There is an 8" sewer line that connects to the project site and 10" SANITARY SEWER, storm sewer underneath Betsworth Drive. In addition there is a 12" STORM SEWER, ETC. sewer line and 18" Storm sewer along Airport Boulevard. It should also be noted that the water lines are owned by the airport and not the Waterloo Water Works. The applicant will have to work with the airport to tie into their water main and work with Mid -American Energy to relocate existing power lines. There are multiple utilities located within the area of the proposed building that will need to be relocated as part of the project. RELATIONSHIP TO The Future Land Use Map designates this area to the North, East, COMPREHENSIVE and West as Parks, Open Spaces, Hospitals, Government Facility, LAND USE PLAN: Public Areas, and Government Facilities. Land to the south is designated as Industrial. The proposed site plan amendment would be in conformance with the Comprehensive Plan and Future Land Use Map for this area. STAFF ANALYSIS — The applicant is requesting to construct a 14,300 SF Airport ZONING Hangar. The area in question is zoned "M-2,P" Planned Industrial ORDINANCE: District, and this zoning is designed to permit the establishment of industrial parks and to provide for the orderly planned growth of industries on large tracts of land and allowing for greater flexibility and diversification of land uses and building locations. It is also intended that such industrial parks be developed to maximize the potentials of industrial areas and at the same time minimize any adverse effect upon adjacent properties in other zoning districts. The Zoning Ordinance requires 1 space for every 2 persons employed at the facility which is anticipated to only be 2 employees at the maximum. The site currently has a large hard surfaced area that can address parking needs. The site plan notes elevation contours, neighboring tracks of land, lot dimensions, hanger location, and road access. The Planning and Zoning Commission unanimously approved the Site Plan Amendment request at their regular meeting on December 3, 2019. STAFF ANALYSIS — A plat will not need to be submitted for this area as part of this SPA East of 2790 Livingston Lane Page 2 of Page 53 of 242 December 30, 2019 SUBDIVISION request, as the area will remain in the ownership at the City of ORDINANCE: Waterloo and leased to the applicant. The City will own the hanger once the lease period expires. AIRPORT LAND USE AND HEIGHT OVERLAY DISTRICT TECHNICAL REVIEW COMMITTEE The proposed Site Plan Amendment area is designated as Zone C on the Waterloo Airport Land Use and Height Overlay Map. The maximum elevation/height of the structure allowed at the Airport Hanger site is 993 feet and the base elevation of the site is only 885 feet. The height of the hanger is 29 feet and the base elevation plus the hanger height is only 914 feet, which is 79 feet less than what is the height maximum for the site. In addition no impacts are anticipated regarding the proposed land use for the building of an Airport Hanger and the proposed building is considered a compatible use in the City of Waterloo Airport Land Use and Height Overlay Zoning Ordinance. Therefore all conditions are met. Lori Glover with Black Hawk County Emergency Management asked if there has been any coordination with the Federal Aviation Administration (FAA). Hyberger noted that the applicant has been working with Waterloo Airport Director Keith Kaspari and Alex Bower with Fehr Graham to address all FAA concerns and obtain all necessary FAA approvals for the project. Chris Ferguson with the Waterloo Fire Department noted that the building may need to be sprinkled as well. STAFF Therefore, staff recommends that the request for a Site Plan RECOMMENDATION: Amendment in the "M-2,P" Planned Manufacturing District, be approved for the following reasons: 1. The request is in conformance with the Comprehensive Plan and Future Land Use Map for this area. 2. The request would not appear to have a negative impact on traffic conditions in the area. 3. The request would appear to have a positive impact upon the surrounding area by infusing private investment into and airport related use at the Waterloo Regional Airport. And with the following conditions(s): 1. That the final site plan meets all applicable city codes, regulations, etc. including, but not limited to, landscaping, drainage, setbacks ,etc. SPA East of 2790 Livingston Lane Page 3 of Page 54 of 242 City of Waterloo City Council December 3o, 2019 W. WASHINGTON ST C-Z GERopINE RD A-1 AIRPORT BLVD WAIRLINE HWY M-1 \eR0 qp '4ys LA -1 A=1 0 A-1 W.•BIG ROCK RD M-1 M-2 M-2 East of 2790 Livingston Lane Site Plan Amendment to "M-2,P" Fred Rose L.C. Page 55 of 242 [ City of Waterloo City Council December 3o, 2019 Location of Proposed Airplane Hanger East of 2790 Livingston Lane Site Plan Amendment to "M-2,P" Fred Rose L.C. The Rose Companies FRED RQSH, L.C. air ARCfIIT[CTUR[ DEVELOPER FRED ROSE, LLC ADDRESS 7103 CHANCELLOR DRIVE, SUITE 100 CEDAR FALLS, IOWA 50613 P# 319.266.1110 ARCHITECT DAN LEVI, AIA FIRM LEVI ARCHITECTURE ADDRESS 7103 CHANCELLOR DRIVE, SUITE 100 CEDAR FALLS, IOWA 50613 P# 319.277.5636 DESIGN MANAGER ALEX J. BOWER ABOWER©FEHR-GRAHAM.COM DESIGN PROFESSIONAL NATHAN P. KASS, PE, PLS FIRM FEHR GRAHAM ADDRESS 200 5TH AVENUE SE, SUITE 100 CEDAR RAPIDS, IA 52401 P# 319.294.6909 30 0 s 30 N 60 90 FEET • i0-rn PROPOSED LEASE BOUNDARY vt 111 �I- — 0 154.00' al 15' _u— 130' 0 0 GPI c-P o ooccZN:5() PROPOSED ROLLER GATE 154.00' co T N 01 80.05' EXISTING HANGAR 4 L f L N O N N 68.85 X X 52.18' II II II II II II • 68' S GN I I 1 64.4' PROPOSED FUEL STORAGE a a NOTES: 1. RUNWAY PROTECTION ZONE ELEVATIONS ARE BASED ON MAP PREPARED BY INRCOG DATED FEBRUARY 2016. 2. IMPROVEMENT AREA IS WITHIN ZONE C, TRANSITIONAL SURFACE. THIS ZONE TAPERS ELEVATION AT 1'Vt/7'Hz. CORPORATE AIRCRAFT HANGAR CONCEPTUAL DRAWING WATERLOO REGIONAL AIRPORT (ALO) WATERLOO, IOWA November 26, 2019 E'.'RGR/'HAM ENGINEERING & ENVIRONMENTAL ILLINOIS IOWA WISCONSIN G:\C3D\19\19-902\19-902 Design.dwg, FG—Concept — 30 (2) PLOT DATE: 11/26/19 Page 57 of 242 © 2019 FEHR GRAHAV -7 Zvi ARCH IT[CIUR[ P.O. Box 1240 Cedar Falls, IA 50613 319.277.5636 319.277.5639fax www.leviarchitecture.com © Copyright 2019 Drawings & specifications, ideas, designs, & arrangements represented are & shall remain the property of the architect Sc no part shall be copied or disclosed to others or used in connection with any work or project other than the specified project for which they have been prepared without the written consent of the architect. Visual contact with these drawings & specifications shall constitute conclusive evidence of acceptance of these restrictions. 319.266.1091 fax 319.266.1110 www.designbuildrose.com ILI— cz L. U L. c co Q }, 0_ a) ° co o c2-0 C0 Q o u L. p o 0-0 0 cl 0 0 cn L.— (i) C13 0 O ctl c'3 0 o 0_ A2.0 Date: Nov. 13, 2019 fLOOR PLAN Scale: 1/8" = 1 -0" Page 58 of 242 ROOF COPING, TYP. $TOP OF EAVE +29.-0" A in TOP OF WINDOW +24'-0" ALUM. CLERESTORY WINDOW FRAMING EXTERIOR WALL LIGHT, TYP. STYLWALL PANELS, TYP. INSUL. 10'x8' OVERHEAD DOOR $ FINISHED FLOOR +0'-0" CONC. FOOTING & FOUNDATION, TYP. ROOF COPING, TYP. $TOP OF EAVE +29'-0" ? TOP OF WINDOW Y+24.-0" ALUM. CLERESTORY WINDOW FRAMING STYLWALL PANELS, TYP. ob FINISHED FLOOR +0'-O" CONC. FOOTING & FOUNDATION, TYP. 111111 IIM1IIINIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII11 INSUL. GALV. H.M. DOOR & FRAME W/ CONC. STOOP, TYP. [AST [LEVATION HYDRAULIC 80'x24' OVERHEAD DOOR OVERHEAD DOOR SUPPORT TRUSS Scale: 3/32" = 1'-0" WEST [LEVATION T ARCilliiCTURE P.O. Box 1240 Cedar Falls, IA 50613 319.277.5636 319.277.56391ax www.leviarchitecture.com ©Copyright 2019 Drowings & , ed designs, & orrangemspecificolioents rs,eprideosesent ore & shdl remain the property of the architect & no port shall be copied or disclosed to others or used in connection with any work ar project other than the specified project for which they hove been prepared without the written consent thchit. Yoawith Theseof drawings & specisualfications shallt constieartute conclusive evidencecntct of acceptance of These restrictions. Waterloo, Iowa Proposed Exterior Elevations A3.O Date: Nov. 19, 2019 Page 59 of 2 sale: 3/32" = 1'-0" ROOF COPING, TYP. 4 TOP OF EAVE +29.-0" TOP OF WINDOW +24'-0" ALUM. CLERESTORY WINDOW FRAMING EXTERIOR WALL LIGHT, TYP. STYLWALL PANELS, TYP. ‘-Pr FINISHED FLOOR Y +0'-0" CONC. FOOTING & FOUNDATION, TYP. II V V 0 0 0 0 V I I Y I II V I I III -.� �,� \i `NSUL. 12'x 10' O.H. DOOR \ ` INSUL. GALV. H.M. DOOR & FRAME W/ CONC. STOOP, TYP. ALUM. WINDOW FRAMING ALUM. WINDOW FRAMING $OUTU [LEVATION Scale: 3/32" = 1'-0" TOPOFEAVE VIIIIIIIIVIIIIIIIIIIIIIIIIIIVIIVIIIIIIIIIIIIIIIIIIIIIIIIVIIVIIVIIIIII YIIYIIYIIIIIIVIIVIIIIIIIIIIIIIIIIIIIIIIIIIIIVIIVIIIIIIIIIIIIIIIIIIIIIIIIIIIVIIIIIIIIIIIIIIIIIVIIYIIIIIVIIIIIIIIIIIIIIVIIIIIYIIIIIVII 4 +29.-0" TOP OF WINDOW 1 l +24.-0" ALUM. CLERESTORY WINDOW FRAMING STYLWALL PANELS, TYP. FINISHED FLOOR _, +0 0 a i_ J EXTERIOR WALL/ LIGHT, TYP \ ._ CONC. FOOTING & FOUNDATION, TYP. INSUL. GALV. H.M. DOOR & FRAME W/ CONC. STOOP, TYP. NORTH ELEVATION INSUL. 12'x10' 0.H. DOOR + INSUL. GALV. H.M. DOOR & FRAME W/ CONC. STOOP, TYP. J P.O. Box 1240 Cedar Falls, IA 50613 319.277.5636 319.277.56391ax www.leviarchitecture.com ©Copyright 2019 Drawings & specifications, ideas, designs, & arrangements represented are & shall remain the property of the architect & no part shall be copied or disclosed to others or used in connection with any work a project other than the specified project for which they hove been prepared without the written consent of the architect. Visual contact with these drawings & specifications shall constitute conclusive evidence of acceptance of These restrictions. Waterloo, Iowa Proposed Exterior Elevations A3.1 Date: Nov. 19, 2019 ScP'age 60 of2,W" — 1' 0„ LEASE EXHIBIT LEASE AREA DESCRIPTION: PART OF THE NORTHWEST QUARTER OF SECTION 4, TOWNSHIP 89 NORTH, RANGE 13 WEST OF THE 5TH PRINCIPAL MERIDIAN, CITY OF WATERLOO, BLACK HAWK COUNTY, IOWA, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE INTERSECTION OF THE NORTHERLY RIGHT OF WAY LINE OF BETSWORTH DRIVE AND THE WESTERLY RIGHT OF WAY LINE OF AIRPORT BOULEVARD; THENCE NORTH 67°00'10" EAST (ASSUMED BEARING), 139.97 FEET ALONG THE NORTHERLY RIGHT-OF-WAY LINE OF SAID BETSWORTH DRIVE TO THE EASTERLY RIGHT OF WAY LINE OF AIRPORT BOULEVARD; THENCE NORTH 58°47'49" EAST, 985.78 FEET TO THE POINT OF BEGINNING; THENCE NORTH 13°14'31" WEST, 202.00 FEET; THENCE NORTH 76°45'29" EAST, 154.00 FEET; THENCE SOUTH 13°14'31" EAST, 91.87 FEET; THENCE NORTH 76°45'29" EAST, 68.85 FEET; THENCE SOUTH 13°14'31" EAST, 57.33 FEET; THENCE SOUTH 76°45'29" WEST, 68.85 FEET; THENCE SOUTH 13°14'31" EAST, 52.81 FEET; THENCE SOUTH 76°45'29" WEST, 154.00 FEET TO THE POINT OF BEGINNING; CONTAINING 0.80 ACRE (35,055 SW. FT.), SUBJECT TO OTHER LEASES AND EASEMENTS OF RECORD. LEGEND • FOUND IRON PIN AND CAP NO. 8033 CALCULATED POSITION LEASE BOUNDARY S E APPROXIMATE SECTION LINE 200 0 200 FEET 11 11 GRAPHIC SCALE IN FEET `G:\C3D\19\19-902\19-902 Corp Hangar2.dwg, FG-11x8.5 PLOT DATE: 11/26/19 C/ POINT OF BEGINNING 64 LEASE AREA 0.80 ACRE 35,055 SF 6 45' 29 N QP S 13°14'31" E 91.87' N 76°45'29" E 68.85' S 13'14'31" E 57.33' S 76°45'29" W 68.85' S 1314'31" E 52.81' 11/26/2019 FEHR GRAAM ENGINEERING & ENVIRONMENTAL © 2019 FEHR GRAHAM Page 61 of 242 ILLINOIS IOWA WISCONSIN Hanger — East of 2790 Livingston Lane Looking north from Betsworth Drive. Looking northwest toward the Waterloo Airport Control Tower. Looking south from the north side of the proposed location of the hanger. Looking southeast from the proposed location of the hanger. Page 62 of 242 SF -SW -NW 4-89-13 3 Slkl0' �E G� G ARP Page 63 of 242 MIDPORT AMERICA PARES PLAT NO, 1 TRACT D APPLICATION SITE PLAN AMENDMENT TO A "R-P", "M-P", "C-P", "B-P", "S-1" OR "C-Z" DISTRICT CITY OF WATERLOO PLANNING, PROGRAMMING, AND ZONING COMMISSION, WATERLOO, IOWA 319.291.4366 New or Overall Amendment X Individual Building Minor change (c eck one) (Minor Change must be approved by staff) 1. APPLICATION INFORMATION: l a. Applicant's name (please print): �I�- � a! a 1--, . e_ Address: 7(03 e. kaa.4c.•L...� rSttir. (oc:phone: 317 —g(o( l ocl'ax: City: e State: Zip: 3 (13 b. Status of plicant: (a) Owner (b) Other X (CHECK ONE):if other explain: +1.f rawq@ ' fi a le c. Property owner" name if different than above (please print): Address: e„r' Q r6� GO G o c s Phone: Fax: City: State: Zip: 2. PROPERTY INFORMATION: a. General location of site plan to be amended: fast 4-4:7.19 «.i vt.a b. Legal description of property or portion to be amended: c. Dimensions of proposed site plan amendment: j war rsf /� P L a w d. Area of proposed site plan amendment: 3 it (+7 cLs e c{ a v r� e. Current zoning: hi `3) f. Reason(s) for site plan amen ment and proposed use(s) of property: ("Ls (4 alp 1 i b eX 130' -' i '! p c bII►• -c g. Conditions (if any) agree to (does riot affect existing conditions unless specifies): h. Other pertinent information (use reverse side if necessary): Please Note: If applicant is not the owner of the property, the signature of the owner must be secured. If it is the intent to subdivide (split) any land, vacant or improved in conjunction with this request it must go through a platting process (separate from site plan amendment request). The filing fee of $200 (for new or overall amendment), $100 (for individual Building), or $0 (for minor change) (payable to the City of Waterloo) is required. This fee is non-refundable. Under no condition shall said sum or any part thereof be refunded for failure of said amendment to be enacted into law. Any major change in any of the information given will require that the request go back through the process, with a new filing fee. If the request is denied no new petition covering the same or portion of the same property shall be filed with or considered by the Planning, Programming, and Zoning Commission until four (4) months have elapsed from the date of denial by the Waterloo City Council. The undersigned certify under oath and under the penalties of perjury that all information on this request and submitted along with it is true and correct. All information submitted will be used by the Waterloo Planning, Programming, and Zoning Commission and the Waterloo City Council in making their decision. The undersigned authorize City Zoning Officials to enter the property in question in regards to the request. ",igna re of App cantV°'9 ate Signature of Owner Date Page 64 of 242 CITY OF WATERLOO Council Communication Hangar and Ground Site Lease Agreement with Osprey Aviation, LLC, for property located east of 2790 Livingston Lane, in the amount of $365.15 per month, for a term ending December 31, 2059. City Council Meeting: 12/30/2019 Prepared: 12/18/2019 REVIEWERS: Department Planning & Zoning Clerk Office ATTACHMENTS: Description ❑ Agreement ❑ Map SUBJECT: Submitted by: Recommended Action: S ummary S tatement: Expenditure Required: Reviewer Schroeder, Aric Even, LeAnn Action Approved Approved Type Backup Material Backup Material Date 12/18/2019 - 10:21 AM 12/18/2019 - 11:18 AM Motion to receive and file proof of publication of notice of public hearing. HOLD HEARING - No comments on file. Motion to close hearing and receive and file oral and written comments. Resolution approving Lease Agreement with Osprey Aviation, LLC, for property located east of 2790 Livingston Lane, for the ground lease of 35,055 square feet with a lease rate of $365.15 per month, for a term ending December 31, 2059, and authorizing the Mayor and City Clerk to execute said documents. Submitted By: Noel Anderson, Community Planning and Development Director Approval. Osprey Aviation is proposing to construct a hangar at the Waterloo Regional Airport. The lease proposed is for is for leasing land for the hangar to sit upon. The lease rate is $365.15 per month ($0.125 per square foot per year - 35,055 SF= $4,381.80 per year). There are two- 5-year extension options on the lease. The hangar will be utilized for private aircraft stroage and private aircraft maintenance. There will also be a Fuel Flowage Fee imposed by the Airport Operator if the tenant installs a self -fueling station for the sole purpose of fueling company aircraft. None Page 65 of 242 Source of Funds: Policy Issue: Legal Descriptions: N/A Land Use LEASE AREA DESCRIPTION: Part of the Northwest Quarter of Section 4, Township 89 North, Range 13 West of the 5th Principal Meridian, City of Waterloo, Black Hawk County, Iowa, and more particularly described as follows: Commencing at the intersection of the Northerly Right of Way line of Betsworth Drive and the Westerly Right of Way line of Airport Boulevard; Thence North 67°00' 10" East (assumed bearing), 139.97 feet along the Northerly Right -of -Way line of said Betsworth Drive to the Easterly Right of Way line of Airport Boulevard; Thence North 58°47'49" East, 985.78 feet to the Point of Beginning; Thence North 13° 14' 31" West, 202.00 feet; Thence North 76°45'29" East, 154.00 feet; Thence South 13°14'31" East, 91.87 feet; Thence North 76°45'29" East, 68.85 feet; Thence South 13°14'31" East, 57.33 feet; Thence South 76°45'29" West, 68.85 feet; Thence South 13°14'31" East, 52.81 feet; Thence South 76°45'29" West, 154.00 feet to the Point of Beginning; containing 0.80 acre (35,055 SW. FT.), subject to other leases and easements of record. Page 66 of 242 WATERLOO REGIONAL AIRPORT CRUISE A NEVV ALTITUDE and OSPREY AVIATION, LLC Hangar and Ground Site Lease Agreement Effective Date: January 1, 2020 Page 67 of 242 TABLE OF CONTENTS Page ARTICLE 1 - PREMISES 1 ARTICLE 2 - OBJECTIVES AND PURPOSE OF LEASE 1 Section 2.01 Use of Premises. 1 Section 2.02 Prohibited Uses. 2 Section 2.03 Conduct of Operations on Premises. 2 ARTICLE 3 - TERM AND COMPENSATION 3 Section 3.01 Initial Term 3 Section 3.02 Rent 3 Section 3.03 Options to Renew. 3 Section 3.04 Future Adjustments of Rents and Fees. 4 Section 3.05 Holding Over 4 Section 3.06 Late Charges 4 Section 3.07 Surrender of Possession 4 Section 3.08 Chronic Late Payment 5 Section 3.09 Dishonored Checks. 5 Section 3.10 Application of Payment 5 ARTICLE 4 - OPERATOR'S FUTURE CONSTRUCTION REQUIREMENT 5 Section 4.01 Requirements for Improvements on Premises 5 Section 4.02 Initial Construction Dates 5 Section 4.03 Approvals of Construction Plans 6 Section 4.04 Extension of Utilities or Special Facilities. 6 Section 4.05 Construction of Additional or Future Facilities 6 Section 4.06 Alterations or Repairs to Premises. 6 Section 4.07 Lien Indemnification. 6 Section 4.08 Cost of Construction and Alterations. 7 Section 4.09 As -Built Drawings 7 Section 4.10 Security Interest on Leasehold Improvements for Construction. 7 Section 4.11 Ownership of Improvements. 8 Section 4.12 Performance Bonds — Construction Guarantee. 8 i Page 68 of 242 ARTICLE 5 - OBLIGATIONS OF OPERATOR 9 Section 5.01 Net Lease 9 Section 5.02 Maintenance and Operation 9 Section 5.03 Utilities. 10 Section 5.04 Trash, Garbage, Etc. 10 Section 5.05 Signs. 10 Section 5.06 Non -Discrimination 10 Section 5.07 Observance of Statutes and Regulations. 11 Section 5.08 Hazard Lights. 11 Section 5.09 Airport Security 11 ARTICLE 6 - OBLIGATIONS OF THE AIRPORT 11 Section 6.01 Operation as a Public Airport 11 Section 6.02 Ingress and Egress. 12 Section 6.03 Snow Removal Operation and Turf Maintenance 12 ARTICLE 7 — AIRPORT'S RESERVATIONS 12 Section 7.01 Improvement, Relocation or Removal of Structure. 12 Section 7.02 Airfield Operations 12 Section 7.03 Inspection of Premises 12 ARTICLE 8 - INDEMNITY AND INSURANCE 13 Section 8.01 Indemnification. 13 Section 8.02 Insurance. 13 Section 8.03 Environmental Impairment 14 Section 8.04 Fire and Extended Coverage Insurance. 14 Section 8.05 Waiver of Subrogation 14 Section 8.06 Application of Insurance Proceeds. 15 Section 8.07 Performance Bonds. 15 Section 8.08 Destruction of Premises (Uninsured Cause) 15 ARTICLE 9 - CANCELLATION BY THE AIRPORT 15 Section 9.01 Events of Default by Operator 15 ii Page 69 of 242 Section 9.02 Remedies for Operator's Default. 16 ARTICLE 10 - CANCELLATION BY OPERATOR FOR EVENTS OF DEFAULT BY AIRPORT 17 Section 10.01 Event of Default by Airport 17 Section 10.02 Remedies for Airport's Default. 18 ARTICLE 11 - RIGHTS UNDER TERMINATION Section 11.01 Fixed Improvements Section 11.02 Personal Property. 18 18 18 ARTICLE 12 - ASSIGNMENT AND SUBLETTING 19 Section 12.01 Assignment 19 ARTICLE 13 - QUIET ENJOYMENT 19 ARTICLE 14 - Section Section Section Section Section Section Section Section Section Section Section Section Section Section Section Section Section Section GENERAL PROVISIONS 19 14.01 Non -Interference with Operations of Airport 19 14.02 Attorney's Fees. 19 14.03 Taxes and Special Assessments. 20 14.04 Right to Contest 20 14.05 License, Fees and Permits. 20 14.06 Non -Exclusive Rights 20 14.07 Paragraph Headings 20 14.08 Interpretations 20 14.09 Non -Waiver. 20 14.10 Severability 21 14.11 Binding Effect. 21 14.12 No Partnership. 21 14.13 Duty to be Reasonable 21 14.14 Notices 21 14.15 Entire Agreement. 21 14.16 No Construction Against Drafting Party. 22 14.17 Third -Party Beneficiaries. 22 14.18 Authorization and Execution 22 iii Page 70 of 242 THE CITY OF WATERLOO — WATERLOO REGIONAL AIRPORT and OSPREY AVIATION, LLC LEASE SUMMARY TYPE OF AGREEMENT Hangar and Ground Site Lease Agreement TENANT Osprey Aviation, LLC REPRESENTATIVE(S) Michael L. Peterson NOTICE ADDRESS 1710 Adams Street, Cedar Falls, IA 50613; Office: 266-1731; Mobile: 319-290-1732 EFFECTIVE DATE January 1, 2020 TERM 40 years, with two (2) five (5) year option periods thereafter RENEWAL OPTIONS Operator has an option to further extend the lease agreement beyond the full 40-year term. Operator's option shall extend to no greater than two (2) five (5) vear option periods. TERMINATION DATE Initial Term: December 31, 2059 LEASEHOLD / ASSIGNED PREMISES Ground Site: TBD pending final construction drawings INITIAL RENTAL RATE Ground Rent - $365.15 per month ($0.125 per s.f. per year- 35,055 s.f. = $4,381.80 per yr.). RENTAL ADJUSTMENT Adjusted by CPI, Midwest Region every five years OTHER FEES, RATES AND CHARGES A Fuel Flowage Fee (FFF) will be imposed by the Airport Operator if the tenant installs a self -fueling station for the sole purpose of fueling company aircraft. Fuel Flowage Fee, at Cents per Gallon, will be the same FFF as the Operator imposes on other aviation tenants as part of the Airport's Standard Rates and Charges. AUTHORIZED USE(S) Private aircraft storage and private aircraft maintenance. Note: This summary is presented as a reference of the agreement information at the time of execution. If there is a discrepancy between the information contained in this summary and the requirements contained in the remainder of the agreement, the requirements as stated in the remainder of the agreement will prevail. iv Page 71 of 242 City of Waterloo, Iowa and Waterloo Regional Airport AND OSPREY AVIATION, LLC Ground Site Lease Agreement THIS GROUND SITE LEASE AND DEVELOPMENT AGREEMENT (hereinafter referred to as the "Agreement", is entered into on , 2020, to be effective as of the Effective Date stated in Section 3.01, by and between the City of Waterloo, Iowa, c/o Waterloo Regional Airport (hereinafter referred to as the "Airport"), and OSPREY AVIATION, LLC, an Iowa Limited Liability Company (hereinafter referred to as the "Operator"). WITNESSETH: In consideration of the lease of certain real property and the covenants and agreements contained herein, the parties agree as follows: ARTICLE 1 PREMISES 1. The Airport hereby leases to Operator, for its and its Affiliates' (as defined herein) exclusive use as specifically authorized herein, and for no other use except as agreed to, and authorized herein, a tract(s) of land for construction of a hangar building as described below and located at the Waterloo Regional Airport (the "Airport"), on a plot of land containing approximately 35,055 square feet (154' x 202' and 68.85' x 57.33'), as shown on Exhibits A, B, & C attached hereto and incorporated herein by reference (the "Premises"). ARTICLE 2 OBJECTIVES AND PURPOSE OF LEASE Section 2.01 Use of Premises 1. The Operator's use of the Premises, including building[s] and facilities constructed thereon, is limited to the private storage and maintenance of Operator's and its Affiliates' aircraft, and those uses incidental thereto, in accordance with the Airport Rules & Regulations. For the purpose of this Agreement, the term "Affiliates" shall include any entity under the common control of Osprey Aviation, LLC. 2. The Operator and its Affiliates, in addition to the use of the Premises, shall be entitled to the general use, in common with others, of all Airport facilities made available for use to the general public except as may be otherwise hereinafter provided. 3. For the purpose of this Agreement, "Airport facilities" shall include runways, taxiways, ramps, aircraft and automobile parking areas, roadways, sidewalks, navigation and navigational aids, lighting facilities, terminal facilities, aircraft fueling facilities or other areas of the Airport, that have been constructed at Airport's expense for the benefit of the Operator, Operator's tenants, and the general public. Provided, however, that the use of the above -mentioned airport facilities, by the Operator, shall be subject to their full compliance with such rules and regulations as now exist or may hereafter be enacted by the Airport. Operator understands and agrees that approved uses of Airport facilities are also subject to the payment of such fees and charges, including, but not limited to, landing fees, fuel flowage fees, airfield access charges, commissions on gross receipts, or ground site rents, if any, as may be established from time to time by the Airport for 1 Page 72 of 242 the maintenance, operation or replacement of the Airport, and Airport related facilities, with the parties' intent being that Operator be treated no differently from other users of Airport. The Airport will provide the Operator with notice and an opportunity to comment prior to implementation of any such new fees, and charges. 4. The aircraft maintenance permitted on the Premises is maintenance that can routinely be performed by the Operator and its Affiliates, employees of the Operator and its Affiliates, or persons contracted by the Operator and its Affiliates to perform warranty or specialty work, having the required licenses, certificates and permits to perform the work. Referenced maintenance shall be accomplished in accordance with all applicable building and fire codes and Airport Rules and Regulations / Minimum Standards. Section 2.02 Prohibited Uses The following activities are expressly prohibited: 1. The Operator may not use any part of the Premises or the improvements located thereon for any aviation or non -aviation activity or purpose, other than as expressly set forth and authorized in Section 2.01, unless such use is approved, in writing, by the Airport. 2. Operator may not offer commercial aeronautical services to the public from the Premises. 3. The Operator will not block the taxiways, runways or aircraft ramps or store aircraft upon taxiways or grass areas of the Airport. 4. The operation of automobiles, trucks, or other vehicles in the Air Operations Areas (AOA) of the Airport is prohibited, without approval of the Airport. 5. The Operator, if constructing a self -fueling station, shall not undertake fueling operations for non - company aircraft, or retail fuel to non -company aircraft. Said self -fueling station shall be used only by Operator or employees of the Operator. 6. Any other activity not specifically authorized by this Agreement. Section 2.03 Conduct of Operations an Premises In its exercise and carrying out of the rights, privileges, duties, and obligations granted herein, and in its use of the Premises, Operator hereby obligates itself, and agrees to obligate all of its sub -lessees and/or occupants, to the following requirements and regulations: 1. Operator shall not consent to any unlawful use of the Premises, nor permit any such unlawful use thereof. 2. Operator agrees that all local, federal and state ordinances and laws will be observed in its use and occupancy of the Premises, including the rules and regulations of the federal and state aeronautical authorities and the local governing authorities. 3. Operator shall comply with all Airport rules, regulations and ordinances as they now exist or may hereafter be amended or adopted. 4. The operations of Operator, its sub -lessees, employees, invitees and those doing business with it, shall conduct all activities in an orderly and proper manner so as not to annoy, disturb or be offensive to others at the Airport. The Airport shall have the right to complain to Operator as to the demeanor, conduct and appearance of Operator's employees, sub -lessees, invitees and those doing business with it, and as to its and/or their failure to utilize said facilities at times, and in the manner, and according to the standards, mandated by the Airport, whereupon Operator will 2 Page 73 of 242 tak2Oall steps reasonably necessary to remove the cause of the complaint and bring the operations and services into compliance with such standards as promptly as possible. 5. Operator shall comply with all rules and regulations of the local and/or state fire marshal in the conduct of its operations on the Premises. 6. Operator shall abide by all environmental laws, rules and regulations contained in the Rules and Regulations as are applicable to Operator's activities. 7. Operator shall be responsible for the payment of water, gas and sewer charges and electric current, telephone service and other utilities utilized or consumed on the Premises and shall separately meter same. 8. Operator may have coin -operated telephones in the building[s] on the Premises, and may have any other reasonably appropriate vending machines as Operator deems necessary and appropriate on the Premises without having to secure the written consent of Airport. 9. Operator shall not use or permit the Premises to be used for the sale to its employees or to the public of any goods or services not directly related to those activities authorized in this Agreement. The Airport reserves the right to further develop its land and to lease the same for any lawful purpose whatsoever or to provide any services it deems necessary or desirable in its sole and absolute discretion, for the public, regardless of the desires or views of Operator, and without interference or hindrance. ARTICLE 3 TERM AND COMPENSATION Section 3.01 Initial Term The initial term of this Agreement shall be for forty (40) years, effective January 1, 2020 (the "Effective Date"), and terminating at 11:59 p.m. on December 31, 2059, subject to earlier termination as provided herein. Section 3.02 Rent 1. Ground Site Rent. In addition to financing all improvements and development of the Premises, the Operator shall pay an annual ground rent of $4,381.80, which is equal to $0.125 per square foot for 35,055 square feet of improved ground site. Said agreed rent shall be paid in advance monthly on the first day of each month in twelve (12) equal installments of $365.15. Rent is subject to adjustment as set forth in Section 3.04. 2. Payments. All payments are to be made at the office of the Waterloo Regional Airport, 2790 Livingston Lane, Waterloo, Iowa 50701. Payments are due on or before the first day of each month, starting the first month following the month in which an occupancy permit is first issued to Operator. Section 3.03 Options to Renew 1. Operator shall have the option to renew this Agreement for two (2) additional five (5) year (sixty (60) month) periods, provided that Operator is not then in default of this Agreement. The Operator may exercise its option to renew this Agreement by giving the Airport written notice of Operator's desire to renew at least one hundred eighty (180) days prior to the expiration of the Initial Term and the first renewal term, as applicable. 3 Page 74 of 242 2. Upon termination of this Agreement, through default or lapse of time, all fixed improvements to the Premises shall, automatically and without payment of any compensation, become property of the City of Waterloo / Airport as detailed in Article 11. Section 3.04 Future Adjustnmcnts of Rents and Fees As of the fifth anniversary of the Effective Date, and every five years thereafter, the annual rental payment shall be adjusted to reflect changes in economic conditions by multiplying the rental by a fraction, the denominator of which is the Consumer Price Index All Urban Consumers, All Cities, non - seasonally adjusted, (CPI, Midwest Region) 1982-1984 = 100, published by the Bureau of Labor Statistics of the United States Department of Labor (the "Index") for the third month preceding the Effective Date and the numerator of which is the Index for the third month immediately preceding the beginning of each fifth year. In no event shall the Operator's rental obligation be reduced below the rent that is initially established by this Agreement. Should the United States Government revise its price index at any time, the parties hereto will follow such suggestions as the Government may issue for making an arithmetical changeover from one index to another. Should the price index be wholly discontinued, then its successor or the most nearly comparable successor index thereof, adjusted back to the date that is three (3) months prior to the date of this Agreement, shall be used. Section 3.05 Holding Over If Operator holds possession of the Premises after the expiration or termination of the Term, including any renewal term, by lapse of time or otherwise, Operator shall become a tenant at sufferance upon all of the terms contained herein, except as to Lease Term and Rent. During such holdover period, Operator shall pay to the Airport a monthly rental equivalent to one hundred fifty percent (150%) of the Rent payable by Operator to the Airport with respect to the last month of the Lease Term. The monthly rent payable for such holdover period shall in no event be construed as a penalty or as liquidated damages for such retention of possession. Without limiting the foregoing, Operator hereby agrees to indemnify, defend and hold harmless the Airport, its officials, agents, contractors and employees, from and against any and all claims, liabilities, actions, losses, damages (including without limitation, direct, indirect, incidental and consequential) and expenses (including, without limitation, court costs and reasonable attorneys' fees) asserted against or sustained by any such party and arising from or by reason of such retention of possession, which obligations shall survive the expiration or termination of the Lease Term. Nothing herein shall be construed as requiring Airport to allow Operator to hold over, and doing so shall not be a waiver of any of Airport's rights at termination. Section 3.06 Late Charges The Operator shall pay to the Airport a late charge equal to 1.5% per month on all rent and fee charges which are 30 days past due. Said late charge shall commence on the past due amount from the date said payment was due and shall be computed to the date the past due amount is paid. This shall be in addition to, and in no way alters, any other rights reserved to the Airport, or existing in the Airport by virtue of the laws of the State of Iowa, or by the terms of this Agreement. Section 3.07 Surrender of Possession At the expiration of the term of this Agreement, including any renewal term(s), whether by lapse of time or otherwise, Operator shall promptly and peacefully surrender the Premises to the Airport in the condition in which it was received, subject to those improvements as outlined in Article 4 below and reasonable wear. 4 Page 75 of 242 Section 3.08 Clirunic Late Payment Airport may also terminate this Agreement for the reason that Operator is chronically late with rental payments. Chronic late payments are defined as making a rental payment more than ten (10) days after the due date on three (3) or more occasions during any consecutive 12-month period during the term of this Agreement. Section 3.09 Dishonored Checks If Operator makes a payment due under this Agreement with a check or other payment method that has been returned/dishonored by the bank, Operator shall pay a $20.00 administrative fee to Airport and shall also reimburse Airport for any fees charged to Airport by its bank (collectively, "Dishonored Funds Fees"), payable with the next rental payment due after receipt of Airport's written demand for such fee. This amount is in addition to the "Late Fee". Dishonored Funds Fees shall be deemed additional rent. Section 3.10 Application of Payment Money paid by Operator to Airport shall be applied first to interest, second to court costs legally chargeable to Operator, third to attorney fees chargeable to Operator, fourth to outstanding repair bills that are the responsibility of the Operator, and fifth toward rent. ARTICLE 4 OPERATOR'S CONSTRUCTION REQUIREMENTS Section 4.01 Requirements for Improvements on Premises Unless otherwise agreed by the Airport, Operator shall, at its sole expense, construct on the Premises, as provided in Sections of this Article 4, such buildings, structures, fencing, roadways, utility lines, additions, and improvements as are necessary in furtherance of the purposes set forth in Article 2, and the Operator shall install herein and thereon such equipment and facilities as the Operator or the Airport may deem necessary or desirable. Provided, however, that no building, structure, fencing, roadway, utility lines, addition or improvement of any nature shall be made or installed by the Operator without the prior written consent of the Airport as herein provided. The Operator shall provide to Airport, upon written request, with proof that funds necessary to complete construction of the improvements have been irrevocably dedicated to such construction. All improvements constructed under this Agreement shall be in accordance with all applicable laws, rules, regulations and ordinances. Section 4.02 Initial Construction Dates Construction of the initially approved Operator Improvements, which are more fully described in Exhibit D attached hereto and fully incorporated herein by reference, on the Premises shall begin no later than 120 days from the date the City / Airport approves such construction, and shall be completed no later than 12 months from the date of such approvals, or a date as mutually agreed to by Airport and Operator in writing. Operator shall be responsible, at its own expense, to demolish any structures or other improvements on the Premises that obstruct or interfere with approved Operator Improvements, to properly abate any asbestos or other Hazardous Materials as defined in Section 8.03, and to properly and safely dispose of demolition materials, including but not limited to hazardous materials, away from the Airport. In the event Operator shall fail to begin construction within the initial 120-day period, Airport shall have the right to terminate construction authorization and this Agreement, through written notice. In the event 5 Page 76 of 242 Operator shall fail to complete construction within the 12-month construction period, Airport shall have the right to terminate this Agreement through written notice, after filing a claim against the performance bond provided in accordance with Section 4.12 in order to fund the completion of the construction. Even if this Agreement is terminated for non-performance, Operator shall remain obligated to pay any unpaid rent or other charges. Section 4.03 Approvals of Construction Plans The Operator covenants and agrees that prior to the preparation of detailed construction plans, specifications and architectural renderings of any such building, structure, roadway, addition or improvement, it shall first submit plans showing the general site plan, design and character of improvements and their locations, including drainage and roadways to the Airport for approval. The Airport agrees to review such plans within 30 days of receipt from the Operator. The Operator covenants and agrees that prior to the installation or construction of any present and future building, roadway, structure, addition or improvement on the Premises, it shall first submit to the Airport / City Planning and Zoning, for final approval, final detailed construction plans and specifications and architectural renderings prepared by registered architects and engineers, and that all construction will be in accordance with such plans and specifications, and all other applicable rules, regulations, laws and ordinances. Section 4.04 Extension of Utilities or Special Facilities The Operator shall contract, and extend, at its sole expense, all necessary utility, electrical, water, sewer and other lines needed to service any hangars and buildings initially constructed or constructed in the future by the Operator on the Premises. Airport will cooperate with relocation of utilities and related easements as necessary. The Operator shall construct for the Premises, at its expense, connecting roadways and taxiways to the existing roadway and taxiway systems. All utility extensions, relocations, and other construction shall be undertaken by Operator at its own expense and in accordance with all applicable City Codes and ordinances. Section 4.05 Construction of Additional or Future Facilities The Operator has the right to construct additional buildings or facilities on the Premises. Prior to such construction, the Operator agrees to submit to the Airport for approval, final plans, specifications and architectural renderings prepared by registered architects and engineers, and comply with all other requirements of Section 4.03. The use of additional or future facilities shall also be subject to the terms and conditions hereof. Section 4.06 Alterations or Repairs to Premises The Operator shall not construct, install, remove and/or modify external or structural portions of the buildings constructed upon the Premises without the prior written approval of the Airport. The Operator shall submit for approval by the Airport, its plans and specifications for any proposed project and shall comply with all applicable code requirements and such other conditions considered by the Airport to be necessary. The Operator can make internal improvements to the Premises without the Airport's consent as long as said changes meet all applicable Code requirements. Section 4.07 Lien Indemnification Operator shall keep the Premises and the building(s) free from liens arising out of any work performed and/or materials ordered, or from any obligations incurred by Operator. In the event any person or corporation shall, as a result of construction work being performed by or for the Operator, attempt to 6 Page 77 of 242 assess a lien against the Premises, the Operator shall hold the Airport harmless from such claim, including the cost of defense. Section 4.08 Cost of Construction and Alterations Within thirty (30) days of completion of the construction or alterations, the Operator shall present to the Airport for examination and approval a sworn statement of the construction and/or alteration costs. Construction and/or alteration costs for the purpose of this Section are hereby defined as all money paid by the Operator for actual site preparation, construction or alteration, including architectural and engineering costs plus pertinent fees in connection therewith. In the event that the Operator makes further improvements or alterations on the Premises, the use thereof shall be enjoyed by the Operator during the term hereof without the additional rental therefor. Section 4.09 As -Built Drawings Within one -hundred eighty (180) days following completion of any future construction by the Operator and any subsequent additions, alterations or improvements, the Operator shall present to the Airport a complete set of "As -Built" drawings including, but not limited to, architectural renderings, specifications, plumbing, and electrical plans. Section 4.10 Security Interest on Leasehold Improvements for Construction Operator is not authorized to initiate a security interest in property or facilities financed and constructed by the Airport. Operator shall have the right to place a security interest, hereinafter referred to as "the mortgage," upon, and for, improvements financed by the Operator on the Premises only and shall not encumber or be a lien upon the land. All of the Operator rights and obligations under this Agreement shall inure to the benefit of such mortgagee named in said mortgage ("the Lender") and its assignees. The rights granted in this Section 4.10 are contingent upon Operator providing the Airport with copies of the signed loan documents, if applicable, and security agreements, and the name, address and mailing address of the Lender for purposes of providing any notices thereto. The Lender named in such a mortgage shall have the following rights and shall be subject to the following duties: 1. The term of the mortgage may not exceed the Initial Term of this Agreement detailed in 3.01. 2. In the case of a default by the Operator under the terms of the mortgage against Operator's building, the Lender shall have the right to assume the rights, benefits, duties and obligations granted and imposed upon the Operator under the terms of this Agreement, including the obligation to pay all delinquencies in rent or other obligations of the Operator. Such Lender shall have the right to assign its interest in this Agreement to a third party with the Airport's approval, which will not be unreasonably withheld, provided that such assignee meets all of the requirements of this Agreement and possesses the financial and managerial experience to perform the commercial activities and to pay the rents specified in this Agreement. 3. Any Lender acquiring ownership and possession of the building(s) located upon the Premises shall have a reasonable period of time, not to exceed 30 days, to provide or arrange for providing all the services that are required to be provided of the Operator under the terms of this Agreement, or a tenant that is otherwise satisfactory to the Airport. 7 Page 78 of 242 4. All notices required by Section 14.14 hereof to be given by Airport to Operator shall also be given to Lender at the same time and in the same manner. Upon receipt of such notice, Lender shall have the same rights as Operator to correct any default. 5. Within ten (10) days after Operator's request, Airport shall deliver an Estoppel Certificate, a declaration to any person designated by Operator: a. Ratifying this Agreement; b. Stating the commencement and termination date and the rent commencement date; and c. Certifying: • That this Agreement is in full force and effect has not been, to the knowledge of the Airport, assigned, modified, supplemented or amended (except by such writings as shall be stated); • That all conditions under this Agreement to be performed by Operator have been satisfied (stating exceptions, if any); • No defenses or offsets against the enforcement of this Agreement by Operator exist (or stating those claimed); • The date to which rent has been paid, and such other information as Operator reasonably requires. Section 4.11 Ownership of Improvements For the initial term and any extension or renewal term as may be agreed to, any building, or other improvements to Premises, constructed and paid for by the Operator shall be owned by the Airport, subject to this Agreement, and may be encumbered by a security interest for construction funding only as provided for in Section 4.10 hereof. No other lien or encumbrance shall be permitted except as provided for in Section 4.10 hereof other than by lien of the Airport on account of default by the Operator in payment of sums required to be paid to the Airport under the terms of this Agreement. Any building or other improvements constructed and paid for by the Airport shall remain the property of the Airport. During the entire term of this Agreement, which is an initial term of forty (40) years and includes two (2) five (5) year options to renew, the Operator is obligated to pay ground rent only and is not obligated to pay rent on the buildings and improvements erected and installed by Operator. If, upon expiration of the total term of fifty (50) years, Operator's occupancy is extended by mutual agreement of the parties, it is intended that Operator will pay ground and building rent and other sums as may be provided for herein. However, should this Agreement not be extended by Operator as provided herein, Operator shall no longer have the right to sublet, assign, mortgage, or otherwise encumber the Premises or the buildings and improvements erected thereon. Following such termination at the end of the initial term, any further lease of the Premises by the Airport to any other party shall be based upon the Fair Market Rental Value (FMV) of the land and buildings on the Premises according to the Airport's then applicable leasing policies. Section 4.12 Perforntance Bonds — Construction Guarantee 8 Page 79 of 242 For the initial and any future construction funded by the Operator, Operator shall, before commencing construction, cause a surety bond or another form of security acceptable to the Airport to be issued in the amount equal to 100% of the building(s) and site development construction costs, that assures that the funds to cover the cost of the project are irrevocably set aside and available to the Airport to complete the improvement to Airport -owned property should the Operator fail to do so. ARTICLE 5 OBLIGATIONS OF OPERATOR Section 5.01 Net Lease The use and occupancy of the Premises by the Operator will be without cost or expense to the Airport. The Operator shall not use any facilities for any residential purposes. Additionally, it shall be the sole responsibility of the Operator to maintain, repair and operate the entirety of the Premises, and any approved improvements and facilities constructed thereon, at the Operator's sole cost and expense. Section 5.02 Maintenance and Operation The Operator shall maintain the Premises at all times in a safe, neat and clean condition free of weeds, rubbish, or any unsightly growths or accumulations of any nature whatsoever. The Operator shall repair all damage to the Premises caused by its employees, patrons, or its operation thereon; shall maintain and repair all equipment thereon, including any buildings and improvements; and shall repaint the buildings as necessary. 1. Upon occupancy, the Operator shall be responsible for and perform all maintenance, including but not limited to: a. Janitorial services, providing janitorial supplies, window washing, rubbish, and trash removal. b. Supply and replacement of light bulbs in and on all buildings and the Premises, obstruction lights and replacement of all glass in building, including plate glass. c. Cleaning of stoppages in plumbing fixtures, drain lines and septic system to the first manhole outside the Premises. d. Replacement of floor coverings. e. Maintenance of all building and overhead doors and door operating systems including weather stripping and glass replacement. f. Building interior and exterior maintenance, including painting, repairing and replacement. Repair or replacement of equipment and utilities to include electrical, mechanical and plumbing in all buildings, including but not limited to air conditioning and heating equipment. All repairs to electrical and mechanical equipment are to be made by licensed personnel. Other repairs are to be made by craftsmen skilled in work done and performing such work regularly as a trade or career. h. The Operator shall perform all maintenance on the Premises or Operator -constructed structures, pavements and equipment and utilities to the point where connected to the g• Page 80 of 242 main source of supply or the first manhole outside of the Premises or to the utility corridor. i. The Operator shall advise the Airport, and obtain the Airport's consent in writing, before making changes involving structural changes to buildings or Premises. The Operator is responsible for maintaining electric loads within the designed capacity of the system. Prior to any change desired by the Operator in the electrical loading which would exceed such capacity, written consent shall be obtained from the Director of Aviation of the Airport. J. k. The Operator shall provide and maintain hand fire extinguishers for the interior of all buildings, shop, parking, storage, and ramp areas in accordance with applicable fire and safety codes. 1. The Operator shall during the term of this Agreement, comply with all applicable Federal Aviation Regulations, to include, but not be limited to FAR Part 77 (Airspace) and applicable lighting of the structure so as not to inhibit aircraft operations. 2. The Operator, upon written notice by the Airport to the Operator, shall be required to perform maintenance. If said maintenance is not undertaken by the Operator within thirty (30) days after receipt of written notice, the Airport shall have the right to enter upon the Premises and the buildings and improvements constructed thereon, and perform the necessary maintenance, the cost of which shall be borne by the Operator as additional rent, which shall be paid by the Operator to the Airport in full within ten (10) days after the same has been billed. Section 5.03 Utilities The Operator shall assume and pay for all costs or charges for utility services, including water, gas, electrical, sewer, telephone, and other utilities, furnished to the Operator during the term hereof. Provided, however, that the Operator shall have the right to connect to any and all storm and sanitary sewers and water and utility outlets at its own cost and expense for the Premises, any future improvements; and, the Operator shall pay for any and all service charges incurred therefore. Section 5.04 Trash, Garbage, Etc. The Operator shall collect, store and properly handle and dispose of, away from the Airport, all trash, garbage, hazardous materials and other refuse caused as a result of its operations. The Operator shall provide and use suitable covered metal receptacles (dumpsters) for all such garbage, trash, and other refuse. Receptacles shall not be located on the aviation side of the Operator's facilities unless advance approval is obtained by the Director of Aviation. The piling of boxes, cartons, barrels, pallets, debris, or similar items in an unattractive or unsafe manner, on or about the Premises, shall not be permitted. Section 5.05 Signs The Operator shall not erect, maintain, or display upon the outside of any improvements on the Premises any billboards or advertising signs without prior written approval by the Airport. Section 5.06 Non -Discrimination 10 Page 81 of 242 The Operator, for itself, its personal representatives, successors in interest, and assigns, as part of the consideration hereof, does hereby covenant and agree that (A) no person on the grounds of race, color, or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of the Premises; (B) that in the construction of any improvements on, over, or under such land and the furnishing of services thereon no persons on the grounds of race, color or national origin shall be excluded from participation in, denied the benefits of or otherwise be subjected to discrimination; (C) that the Operator shall use the Premises in compliance with all other requirements imposed by or pursuant to Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally -assisted programs of the Department of Transportation, Effectuation of Title VI of the Civil Rights Act of 1964, and Transportation, and said Regulations may be amended, to the extent that said requirements are applicable, as a matter of law, to the Operator. With respect to the Premises, the Operator agrees to furnish services on a fair, equal and not unjustly discriminatory basis to all users thereof, and to charge fair, reasonable and not unjustly discriminatory prices for each unit or service, if applicable; Provided, that the Operator may be allowed to make reasonable and nondiscriminatory discounts, rebates, or other similar types of price reductions to volume purchasers. Section 5.07 Observance of Statutes anti Regulations The granting of this Agreement and its acceptance by the Operator is conditioned upon the right to use the Airport facilities in common with others authorized to do so, provided, however, that the Operator shall observe and comply with any and all requirements of the constituted public authorities and with all federal, state, or local statutes, ordinances, regulations and standards applicable to the Operator for its use of the Premises, including but not limited to, rules and regulations or standards promulgated from time to time by the Airport for the administration of the Airport. Section 5.08 Hazard Lights The Operator shall, at its expense, provide and maintain hazard lights on any future structure erected by the Operator on the Premises, if required by the Airport and Federal Aviation Administration regulations. Any hazard lights so required shall comply with the specifications and standards established for such installations by the FAA. Section 5.09 Airport Security The Operator recognizes the Airport's required compliance with Federal Aviation Regulations and the Department of Homeland Security, concerning airport security requirements and agrees to comply with the TSA-approved Airport Security Plan as it relates to its use of the Premises and the Airport's public facilities. If Airport receives any notice of violation or other disciplinary correspondence or document for the uncontrolled or unauthorized access by members of the public that do not have a business requirement to access the air operations area (AOA) for this area of the Airport, and if Airport receives any civil penalty caused solely by Operator's neglect to maintain a secure perimeter, Operator shall reimburse Airport for any civil penalty imposed by the Department of Homeland Security, the Transportation Security Administration, or other governing authority. ARTICLE 6 OBLIGATIONS OF THE AIRPORT Section 6.01 Operation as a Public Airport 11 Page 82 of 242 The Airport covenants and agrees that at all times it will operate and maintain the Airport facilities, as a public airport consistent with, and pursuant to, the "Sponsor's Assurances" given by the Airport to the United States Government under the Federal Airport Act. Section 6.02 Ingress and Egress Upon paying the rental prescribed herein, and performing the covenants of this Agreement, the Operator shall have the right of ingress to, and egress from, the Premises for the Operator, its officers, employees, agents, servants, customers, vendors, suppliers, patrons, and invitees over the roadway serving the area of the Premises. Airport roadways shall be used jointly with other tenants of the Airport, and the Operator shall not interfere with the rights and privileges of other persons or firms using said facilities and shall be subject to such weight and type of use restrictions as the Airport deems necessary. Section 6.03 Snow Removal Operations and Turf Maintenance The Airport shall be responsible for all snow removal operations on the Premises and auto parking areas, if any, in its use. The Airport shall also perform turf maintenance during the non -winter seasons. Combined, the Airport shall do so in a manner which does not interfere with tenant operations or damage property. ARTICLE 7 AIRPORT'S RESERVATIONS Section 7.01 Improvements, Relocation or Removal of Structure The Airport, in its sole discretion, reserves the right to further develop or improve the Aircraft Operating Area (AOA), and other portions of the Airport, including the right to remove or relocate any structure on the Airport, as it sees fit, and to take any action it considers necessary to protect the aerial approaches of the Airport against obstructions, together with the right to prevent the Operator from erecting, or permitting to be erected, any buildings or other structure on the Airport which, in the opinion of the Airport, would limit the usefulness of the Airport or constitute a hazard to aircraft. In the event the Airport requires the Premises for expansion, improvements, or development of the airport, the Airport reserves the right, on a twelve (12) month notice, at no cost to the Operator, to relocate or replace the Operator's improvements, in substantially similar form at another generally comparable location on the Airport grounds. It is understood that the Operator is fulfilling an FAA air traffic control function and that any such relocation will be accomplished with no delay or discontinuance of service to the flying public. This Agreement shall be amended to include any such new ground site. All other Agreement terms shall remain in full force and effect. In the event of such relocation or replacement, the Airport agrees to suspend rental during any period such improvements are unusable. Section 7.02 Airfield Operations There is hereby reserved to the Airport, its successors and assigns, for the use and benefit of the public, a free and unrestricted right of flight for the passage of aircraft in the airspace above the surface of the Premises, together with the right to cause in said airspace such noise as may be inherent in the operation of aircraft, now known of hereafter used for navigation of or flight in the air, using said airspace or landing at, taking off from, or operating on or about the Airport. Section 7.03 Inspection of Premises 12 Page 83 of 242 The Airport, through its duly authorized agent, shall have at any reasonable time with prior notice, the full and unrestricted right to enter the Premises for the purpose of periodic inspection for fire protection, maintenance and to investigate compliance with the terms of this Agreement. ARTICLE 8 INDEMNITY AND INSURANCE Section 8.01 Indemnification 1. The Operator agrees to indemnify, save, hold harmless and defend the Airport, its officials, agents and employees, its successors and assigns, individually or collectively, from and against all liability for any claims and actions and all reasonable expenses incidental to the investigation and defense thereof, in any way arising out of or resulting from any acts, omissions or negligence of the Operator, its agents, employees, licensees, successors and assigns, or those under its control; in, on or about Premises or upon Premises; or in connection with its use and occupancy of Premises or use of the Airport; PROVIDED, HOWEVER, that the Operator shall not be liable for any injury, damage, or loss to the extent occasioned by the negligence or willful misconduct of the Airport, its agents or employees. When knowledge of any action becomes known by the Operator or the Airport, they shall give prompt written notice to the other party. 2. The Operator shall indemnify, save, hold harmless, and defend the Airport, its agents and employees, its successors and assigns, individually or collectively, from and against all liability for any claims and actions and all expenses or fines incidental to the investigation and defense thereof, in any way arising from or based upon the violation of any federal, state, or municipal laws, statutes, ordinances or regulations by the Operator's agents, employees, licensees, successors and assigns, or those under its control. The Operator shall not be liable for any claims, actions and expenses or fines, incidental to the investigation and defense thereof, in any way arising from or based upon violation of any federal, state, or municipal laws, statutes, ordinances, or regulations by the Airport, its agents, employees, licensees, successors and assigns, or those under its control. Section 8.02 Insurance 1. Without limiting the Operator's obligation to indemnify the Airport, the Operator shall provide, pay for, and maintain in force at all times during the term of this Agreement a policy of comprehensive general liability insurance to protect against bodily injury liability and property damage in an aggregate amount of not less than $2,000,000.00 per occurrence; a policy of comprehensive automobile liability insurance in a combined single limit of not less than $2,000,000.00; and statutory workers compensation insurance. Before Operator enters into possession of the Premises, and promptly upon renewal of any policy, it shall furnish the Airport, as evidence that such insurance is in force, a certified copy of the insurance certificate(s) including the City of Waterloo, Iowa and the Waterloo Regional Airport as additional insureds on a primary and non-contributory basis. Said policies shall be in a form and content satisfactory to the Airport and shall provide for thirty (30) days' advance written notice to the Airport prior to the cancellation of or any material change in such policies. 2. Neither the Airport nor its agents shall be responsible for the theft of or damage to any personal property of Operator or its guests or invitees, for damage, loss or destruction of personal property of Operator or of Operator's guests or invitees because of fire, water, acts or omissions of third parties or any cause whatsoever unless caused by the negligent acts of Airport of its agents. 13 Page 84 of 242 Operator shall procure and maintain, at its own expense, insurance covering Operator's personal property and to the fullest extent possible without violating any such insurance coverage, Operator waives all claims and subrogation rights against Airport arising out of any loss of or damage to any personal property owned by or in the possession or control of Operator. Each party also releases the other party from any other liability for loss, damage or injury caused by fire or other casualty for which insurance is carried by the insured party to the extent of any recovery by the insured under such insurance policy, other than as set forth in Section 8.04 and 8.05 below. Section 8.03 Environmental Impairment 1. The Operator will comply with any environmental regulations affecting its operations throughout the term of this Agreement, including furnishing of insurance or other security against environmental impairment risks as required by the Airport. 2. Operator shall defend, indemnify, protect, and hold the Airport harmless from and after the date of this Agreement from and against any and all claims, costs, fines, judgments, and liabilities, including attorney fees and costs, arising out of or in connection with the presence, storage, use, or disposal of Hazardous Materials or contaminants in, on, under, or about the Premises caused by the acts, omissions, or negligence of Operator or Operator's agents, employees, business invitees, contractors, or subcontractors. To the extent permitted by applicable law, the Airport shall indemnify and hold Operator harmless from and against any and all claims, costs, fines, judgments, and liabilities, including attorney fees and costs, arising out of or in connection with Hazardous Materials or contaminants that are present in, on, under, or about the Premises as of the time that Operator, its agents or contractors, enter into possession of the Premises. The Airport represents that as of the date of this Agreement, the Airport has no knowledge and is not aware of any Hazardous Materials or contaminants in, under or about the Premises. Operator's obligations under this paragraph shall survive the expiration or earlier termination of the term of this Agreement. For purposes of this Agreement, Hazardous Materials means any flammables, explosives, radioactive materials, petroleum or petroleum byproducts, minerals, metals, chemical substances, asbestos or asbestos -containing materials, hazardous or toxic substances, or any other materials or wastes as are presently defined in or regulated under federal or state environmental laws, and the Airport's Rules and Regulations. Section 8.04 Fire and Extended Coverage Insurance The Operator shall, at its expense, procure and keep in force at all times during the term of this Agreement with a company suitable to the Airport, insurance on the building(s) and other improvements on the Premises against loss and damage by fire, aircraft and extended coverage perils. This coverage shall include covering the building, aircraft and contents from Acts of God, flood, tornado, high wind conditions, snowloads or snow and ice coverage, lightning, or other adverse weather conditions not listed above. The Operator shall furnish evidence of insurance at lease inception and annually upon renewal of coverage. Insurance shall name the City of Waterloo, Iowa and the Waterloo Regional Airport as additional insureds. Section 8.05 Waiver of Subrogation Operator and Airport, each for itself and its respective successors and assigns (including, without limitation, any person, firm or corporation which may become subrogated to any of its rights) waives any 14 Page 85 of 242 and all rights and claims for recovery against the other party, and its officials, officers, board members, employees, agents and assigns, or any of them, on account of any loss or damage to any of its property located on the Premises insured under any valid and collectible insurance policies, to the extent of any recovery collectible under such insurance policies. Each insurance policy carried by a party and insuring all or any part of such property must provide that the insurance company waive all right of recovery by way of subrogation against the other party. Section 8.06 Application of Insurance Proceeds If the building or improvements located upon the Premises shall be partially or totally destroyed or damaged, the Operator and the Airport, within thirty (30) days of the damage shall decide whether or not to proceed with restoration. If the Airport and the Operator elect not to restore the same to their previous condition, the Airport shall be entitled to receive the proceeds of insurance payable by reason of such loss and to apply the entire proceeds to the cleanup of the Premises, except those proceeds identified to cover the loss of Operator's personal property contained within the Premises. The Agreement shall then be canceled. If the damage results from an insurable cause and if the Airport elects to have the Operator restore Premises with reasonable promptness, or the Airport and Operator decide to construct the new building(s) on another site, the Operator shall be entitled to receive and apply the entire proceeds of any insurance covering such loss to said restoration, including applicable site clean-up, in which event this Agreement shall be appropriately amended as necessary and continue in full force and effect. Section 8.07 Performance Bonds In the event of any damage or loss, the Operator shall cause a surety bond to be issued in the amount of 100% of the rebuilding and site redevelopment construction costs, prior to the beginning of any reconstruction and repairs financed by the Operator for the restoration of Premises that is over and above insurance proceeds, in accordance with Section 8.05 above, or another form of security acceptable to the Airport that assures that the funds to cover the cost of the project are irrevocably set aside and available to the Airport to complete the improvement to Airport -owned property should the Operator fail to do so. Section 8.08 Destruction of Premises (Uninsured Cause) In the event of damage to or destruction or loss of the building or buildings by an uninsured cause, Operator and the Airport shall decide, within thirty (30) days of the event, whether Operator will repair, restore, rebuild, or raze said building or buildings. Within sixty (60) days of the event, Operator shall initiate restoration or razing activities and complete those activities within one hundred twenty (120) days of the event unless otherwise agreed by the Airport. In the event Operator fails to take action as noted above, Airport shall have the right to raze the building(s) and return the site to its original condition. Operator shall be liable for reimbursing the Airport for all costs incurred. ARTICLE 9 CANCELLATION BY THE AIRPORT Section 9.01 Events of Default by Operator Each of the following events shall constitute an "Event of Default by Operator": 1. Operator fails to pay rentals, fees and charges when due, and such default continues for a period of ten (10) days after receipt of written notice from the Airport that such non-payment constitutes an event of default. 2. Operator fails after receipt of written notice from the Airport to keep, perform or observe any term, covenant or condition of this Agreement, other than as set forth in paragraph 1 (above) and such failure continues for thirty (30) days after such receipt, or if by its nature such event of 15 Page 86 of 242 default by Operator cannot be cured within such thirty (30) day period, Operator fails to commence to cure or remove such event of default by the Operator within said thirty (30) days and to cure or remove same as promptly as reasonably practicable. 3. Operator abandons the Premises. Operator's intent not to re -occupy the Premises may be presumed upon expiration of ten (10) days after receipt of written notice from the Airport that it believes in good faith that Operator has abandoned the Premises. 4. Operator shall become insolvent, shall take the benefit of any present or future insolvency statute, shall make a general assignment for the benefit of creditors, shall file a voluntary petition in bankruptcy or a petition or answer seeking a reorganization or the readjustment of its indebtedness under the federal bankruptcy laws or under any other law or statute of the United States or of any state thereof, or shall consent to the appointment of a receiver, trustee, or liquidation of all or substantially all of its property. 5. An order for relief shall be entered at the request of Operator or any of its creditors under the federal bankruptcy or reorganization laws or under any law or statute of the United States or any state thereof. 6. A petition under any part of the federal bankruptcy laws or an action under any present or future insolvency law or statute shall be filed against the Operator and shall not be dismissed within thirty (30) days after the filing thereof. 7. By or pursuant to, or under, any legislative act, resolution or rule, or any order of decree of any court or governmental board or agency, an officer, receiver, trustee or liquidator shall take possession or control of all or substantially all of the property of Operator and such possession or control shall continue in effect for a period of fifteen (15) days. 8. Operator shall become a company in dissolution, or voluntarily or involuntarily forfeit its company charter, other than through merger with a successor entity. 9. The rights of the Operator hereunder shall be transferred to, pass to, or devolve upon, by operation of law or otherwise, any other person, firm, corporation or other entity, as a result of any bankruptcy, insolvency, trusteeship, liquidation or other proceedings or occurrence described in Sections 3 through 7 above. Section 9.02 Remedies for Operator's Default 1. Upon the occurrence of an "Event of Default by the Operator", Operator shall remain liable to the Airport for all arrearages of rentals, fees or charges payable hereunder and for all preceding breach(es) of any term, covenant or condition herein contained. The Airport, in addition to the right of termination, and to any other rights or remedies it may have at law or in equity, shall have the right of re-entry and may remove all Operator's persons and property from the Premises. Upon any such removal, Operator's property may be stored in a public warehouse or elsewhere at the cost of, and for the account of, the Operator. Should the Airport elect to re-enter as herein provided, or should it take possession pursuant to legal proceedings or pursuant to any notice provided by law, it may, at any time subsequent to an "Event of Default by the Operator", either terminate this Agreement or re -let the Premises and any improvements thereon, or any part thereof, for such term or terms (which may be for a term extending beyond the term of this Agreement) at such rentals, fees and charges, and upon such other terms and conditions, as the Airport, in its sole discretion, may deem advisable, with the right to make alterations, repairs or improvements on said Premises. No re-entry or re -letting of the Premises by the Airport shall be construed as an election of the Airport's part to terminate this Agreement, unless a written notice of such intention is given to the Operator. In re -letting the Premises, the Airport shall make a good faith effort to obtain terms and conditions no less favorable to itself than those contained herein and otherwise seek to mitigate any damage it may suffer as a result of the "Event of Default by the Operator". 16 Page 87 of 242 2. Unless the Airport elects to terminate this Agreement, the Operator shall remain liable for and promptly pay all rentals, fees and charges accruing hereunder until termination of this Agreement at the expiration date set forth herein. 3. In the event that the Airport re -lets the Premises, rentals, fees and charges received by the Airport from such re -letting shall be applied: first, to the payment of any obligation or indebtedness other than rentals, fees and charges due hereunder from the Operator to the Airport; second, to the payment of any cost of such re -letting; third, to the payment of rentals, fees and charges due and unpaid hereunder; and, the residue, if any, shall be held by the Airport and applied in payment of future rentals, fees and charges as the same may become due and payable hereunder. Should that portion of such rentals, fees and charges received from such re -letting applied to the payment of rentals, fees and charges due hereunder be less than the rentals, fees and charges payable during the applicable period, Operator shall pay such deficiency to the Airport. The Operator shall also pay to the Airport, as soon as ascertained, any costs and expenses incurred by such re -letting not covered by the rentals, fees and charges received from such re -letting. 4. Notwithstanding anything to the contrary in this Agreement, if a dispute arises between the Airport and Operator with respect to any obligation or alleged obligation of the Operator to make payment(s) to the Airport, the payment(s) under protest by the Operator of the amount claimed by the Operator to be due shall not waive any of the Operator's rights, and if any court or other body having jurisdiction determines all, or any part, of the protested payment was not due, then the Airport shall as promptly as reasonably practicable reimburse the Operator any amount determined as not due plus interest on such amount at the rate of 12% per annum. 5. Operator shall pay to the Airport all reasonable costs, fees (including attorneys & accountants) and expenses incurred by the Airport in the exercise of any remedy upon an event of default by the Operator. 6. All remedies available to Airport are cumulative and no one remedy will be exclusive of another remedy conferred by law or this Agreement. ARTICLE 10 CANCELLATION BY OPERATOR FOR EVENTS OF DEFAULT BY AIRPORT Section.10.01 Event of Default by Airport Each of the following events shall constitute an "Event of Default by Airport": 1. The Airport fails, after receipt of written notice from Operator, to keep, perform or observe any term, covenant or condition herein contained to be kept, performed or observed by the Airport and such failure continues for thirty (30) days; or, if, by its nature, such "Event of Default by Airport" cannot be cured within such thirty (30) day period, the Airport fails to commence to cure or remove such "Event of Default by Airport" within said thirty (30) days and to cure or remove the same as promptly as reasonably practicable. 2. The Airport closes the Airport to flights in general or to the flights of the Operator, for reasons other than weather, acts of God or other reasons beyond its control, and fails to reopen the Airport to such flights within sixty (60) days of such closure, and such closure negatively affects the Operator's use of Premises. 17 Page 88 of 242 3. The Airport is permanently closed by act of any federal, state or local government agency having competent jurisdiction. 4. The Operator is unable to use the Airport for a period of at least sixty (60) days due to any law or any order, rule or regulation of any appropriate governmental Airport having jurisdiction over the operations of the Airport, or any court of competent jurisdiction issues an injunction in any way preventing or restraining the use of the Airport, or any part thereof, for airport purposes, and such injunction remains in force for a period of at least sixty (60) days and such situation negatively affects the Operator's use of Premises. 5. The United States Government or any authorized agency of the same (by executive order or otherwise) assumes the operation, control or use of the Airport and its facilities in such a manner as to substantially restrict Operator from conducting its operations, and such restrictions shall continue for a period of at least sixty (60) days. Section 10.02 Remedies for Airport's Defaults Upon the occurrence of an "Event of Default by Airport", the Operator shall have the right to suspend or terminate this Agreement, and all rentals, fees and charges payable by Operator under this Agreement shall abate during a period of suspension or shall terminate, as the case may be. In the event that Operator's operations at Airport should be substantially restricted by action of any governmental agency having jurisdiction thereof, then Operator shall, in addition to the rights of termination herein granted, have the right to a suspension of this Agreement, or part thereof, and abatement of an equitable proportion of the payments due hereunder, from the time of giving written notice of such election until such restrictions shall have been remedied and normal operations restored. In addition to its remedy of termination, the Operator shall be entitled to all other remedies available to it by law or equity. Airport shall pay to the Operator all reasonable costs, fees (including attorneys & accountants) and expenses incurred by the Operator in the exercise of any remedy upon an event of default by the Airport. ARTICLE 11 RIGHTS UNDER TERMINATION Section 11.01 Fixed Improvements It is the intent of this Agreement that any buildings, leasehold improvements, alterations and items affixed thereto, that are constructed and paid for by the Operator shall be and remain the property of the Operator during the entire term (initial term and renewal terms) of this Agreement. Upon termination of this Agreement, title to all buildings and leasehold improvements to or upon the Premises shall, without payment of compensation, automatically and irrevocably pass to the Airport, and the Operator shall have no further rights under this Agreement nor shall it have any interest in the Premises, buildings or improvements, constructed thereon. Section 11.02 Personal Property Upon termination of this Agreement, the Operator shall remove all personal property, and items not affixed, from the Premises within thirty (30) days after said termination. If the Operator fails to remove said personal property, then said personal property shall be deemed abandoned and title thereto shall, without payment of compensation, automatically and irrevocably pass to City / Airport and, at the sole option of City / Airport, such personal property may thereafter be removed by the Airport at Operator's expense, if applicable. 18 Page 89 of 242 ARTICLE 12 ASSIGNMENT AND SUBLETTING Section 12.01 Assignment The Operator shall not assign or sublet this Agreement, or any part hereof, in any manner whatsoever, or assign any of the operating privileges recited herein, without the prior written consent of the Airport and under such terms and conditions as Airport may impose, which shall not be unreasonably withheld, delayed, or conditioned. The term "assignment" includes, without limitation, a transfer of a majority in interest of the ownership of Operator or transfer by operation of law. Provided, however, in the event the Airport approves such assignment, Operator shall remain liable to the Airport for the remainder of the term of this Agreement to pay to the Airport any portion of the rental and fees provided for herein upon failure of the assignee to pay the same when due. Said assignee shall not assign said Agreement except with the prior written approval of the Airport and the Operator herein, and any assignment by the Operator to any third party shall contain a clause to this effect. The Airport reserves the right to require assignee, as a condition to Airport's consent to assignment, to enter into a new lease agreement, if the then legal and operational requirements of the Airport, including Rules and Regulations, require changes relating to such items as the commercial operating Airport, additional or changes to the uses of leased property, or changes in term or conditions of the land lease. ARTICLE 13 QUIET ENJOYMENT The Airport covenants that the Operator, upon payment of the rentals reserved herein and the performance of each and every one of the covenants, agreements and conditions on the part of the Operator to be observed and performed, shall and may, peaceably and quietly, have, hold and enjoy the Premises for the term of this Agreement, free from molestation, or disturbance. ARTICLE 14 GENERAL PROVISIONS Section 14.01 Non -Interference with Operations of Airport The Operator, by accepting this Agreement, expressly agrees for itself, its successors and assigns, that it will not make use of the Premises in any manner which might interfere with the landing and taking off of aircraft at the Airport or otherwise constitute a hazard. In the event the aforesaid covenant is breached, the Airport reserves the right, exercisable without notice, to enter upon the Premises hereby leased and cause the abatement of such interference at the expense of the Operator. The Airport shall maintain and keep in repair the Airport landing areas, including taxiways and aircraft parking aprons, and shall have the right to direct and control all activities of the Operator in this regard. Section 14.02 Attorney's Fees In any action brought by either party for the enforcement of the obligations of the other party, the prevailing party shall be entitled to recover interest and its reasonable attorney's fees. 19 Page 90 of 242 Section 14.03 Taxes and Special Assessments The Operator shall pay any and all leasehold interest tax assessed on said Premises and all personal property taxes which may be levied and assessed against equipment, merchandise, or other personal property belonging to the Operator located on the Premises, or other permitted portions of the Airport. The Operator shall pay all real estate taxes attributed to the Operator's leasehold interest and all other real estate taxes which may be levied and assessed which are attributed to the Operator's leasehold interest in the Premises. The Operator shall pay all sales or use taxes and assessments, license fees or other charges of any kind or nature, without exception, levied or assessed, arising out of the activities conducted on, and/or the occupancy of, the Premises. Section 14.04 Right to Contest The Operator shall have the right to contest the validity or amount of any tax, assessment or charge, lien or claim of any kind in with respect to the Premises. Operator shall, if the Airport requires the same in writing and if the taxes or other assessments have not been paid under protest or otherwise escrowed or provided for, furnish reasonable security for the payment of all liability, costs and expenses at the end of the litigation, and Operator, so long as the matter shall remain undetermined by final judgment, shall not be considered in default hereunder by the nonpayment thereof; provided however, that Operator shall not, under these provisions, permit the Premises or any buildings or improvements situated thereon, to be sold or forfeited, and failure by the Operator to do what is necessary to prevent any such sale or forfeiture within ten (10) days from the publication or receipt of notice for sale or forfeiture, shall be deemed to be a default hereunder, and the Airport may, at its option, pay any such sum as may be required to avoid the sale or forfeiture and seek reimbursement for its cost from the Operator or ownership of the buildings or improvements involved. Section 14.05 License, Fees and Permits The Operator shall obtain, pay for and maintain in effect all licenses, permits, fees or other authorization or charges as required under federal, state or local laws and regulations insofar as they are necessary to comply with the requirements of this Agreement and the privileges extended hereunder. Section 14.06 Non -Exclusive Rights It is hereby specifically understood and agreed between the parties that nothing herein contained shall be construed as granting or authorizing the granting of exclusive rights to the Operator or others, as defined in Section 308 of the Federal Aviation Act of 1958, as amended. Section 14.07 Paragraph Headings The Section paragraph headings contained herein are for convenience in reference only and are not intended to define or limit the scope of any of the provision of this Agreement. Section 14.08 Interpretations This Agreement shall be interpreted in accordance with the laws of the State of Iowa. Section 14.09 Non -Waiver No waiver by City / Airport of any agreement, condition or provision contained in this Agreement will be valid or binding unless expressed in writing and signed by the City / Airport. The waiver by Airport of any agreement, condition or provision contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any other agreement, condition or provision contained in this Agreement, nor will any custom or practice that may grow up between the parties in the administration of the terms of this Agreement be construed to waive or to lessen the right of Airport to insist upon the 20 Page 91 of 242 performance by Operator in strict accordance with the terms of this Agreement. The subsequent acceptance of rent by Airport will not be needed to be a waiver of any preceding breach by Operator of any agreement, condition or provision of this Agreement, other than the failure of Operator to pay the particular rent so accepted, regardless of Airport's knowledge of such preceding breach at the time of acceptance of such rent. Section 14.10 Severabilitg If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each other term and provision of this Agreement shall be valid and enforced to the fullest extent permitted by law. Section 14.11 Binclint Effect This Agreement, including all of its covenants, terms, provisions and conditions, shall be binding upon, and inure to the benefit of, the parties hereto and their respective heirs, successors and assigns. Section 14.12 No Partnership Nothing contained in this Agreement shall be deemed to create the relationship of principal and agent or of a partnership or joint venture or any relationship between the Airport and Operator other than the relationship of the Airport and Operator. Section 14.13 Duty to be Reasonable Wherever in this Agreement the Airport is to give its consent, approval or otherwise exercise discretion in judgment, such consent, approval or judgment discretion shall not be unreasonably exercised or unreasonably withheld. Section 14.14 Notices Any notice under this Agreement shall be in writing and shall be delivered in person, by overnight air courier service, or by United States certified mail, postage prepaid, and addressed to: If to Landlord, to: If to Tenant, to: Waterloo Regional Airport Attn: Director of Aviation 2790 Livingston Lane Waterloo, Iowa 50703 OSPREY AVIATION, LLC Attention: Michael L. Peterson 1720 Adams Street Cedar Falls, Iowa 50613 Delivery of notice shall be deemed to occur (i) on the date of delivery when delivered in person, (ii) 1 business day following deposit for overnight delivery to an overnight air courier service which guarantees next day delivery, or (iii) 3 business days following the date of deposit if mailed by United States certified mail, postage prepaid. Notice sent by certified mail that is refused shall still be deemed valid. All parties shall give the other prompt notice of any change in address, and until such notice any party may rely on the most recent addresses furnished. Neither party shall designate more than two addresses to receive notices. Section 14.15 Entire Agreement This Hangar and Ground Site Lease Agreement constitutes the entire agreement between the parties. 21 Page 92 of 242 There are no verbal or written agreements between the parties that are to be considered a part of this Agreement unless they have been specifically enumerated herein and this Agreement supersedes all prior or other agreements, understandings, and representations. This Agreement may be amended solely by a written instrument, signed by all parties. Section 14.16 No Construction Against Drafting Party Airport and Operator acknowledge that each of them and their counsel have had an opportunity to review this Agreement and that this Agreement will not be construed against Airport merely because Airport has prepared it. Section 14.17 Third -Party Beneficiaries It is specifically understood and agreed that no person shall be a third -party beneficiary hereunder, and that none of the provisions of this Agreement shall be for the benefit of, or be enforceable by, anyone other than the parties hereto, and that only the parties hereto and their permitted assignees shall have rights hereunder. Section 14.18 Authorization and Execution By its execution hereof, Operator and the Airport warrant that all necessary corporate action has been taken with regard to the authorization and execution of this Agreement and that the individual(s) execution of this Hangar and Ground Site Lease Agreement on behalf of Operator are is/are duly authorized to do so. Whoever signs this Agreement on behalf of Operator and the Airport hereby confirms that they have the appropriate Authority and have been so authorized to execute this Agreement on behalf of Operator and City / Airport, respectively. IN WITNESS WHEREOF, the parties have caused this Hangar and Ground Site Lease Agreement to be executed on their behalf by their duly authorized officers.: City of Waterloo, Iowa OSPREY AVIATION, LLC, an Iowa Limited Liability Company By: By: Quentin M. Hart Michael L. Peterson Mayor Manager Witness: Witness: By: By: Name: Kelley Felchle Name: Title: City Clerk Title: 22 Page 93 of 242 LEASE EXHIBIT LEASE AREA DESCRIPTION: PART OF THE NORTHWEST QUARTER OF SECTION 4, TOWNSHIP 89 NORTH, RANGE 13 WEST OF THE 5TH PRINCIPAL MERIDIAN, CITY OF WATERLOO, BLACK HAWK COUNTY, IOWA, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE INTERSECTION OF THE NORTHERLY RIGHT OF WAY LINE OF BETSWORTH DRIVE AND THE WESTERLY RIGHT OF WAY LINE OF AIRPORT BOULEVARD; THENCE NORTH 67°00'10" EAST (ASSUMED BEARING), 139.97 FEET ALONG THE NORTHERLY RIGHT-OF-WAY LINE OF SAID BETSWORTH DRIVE TO THE EASTERLY RIGHT OF WAY LINE OF AIRPORT BOULEVARD; THENCE NORTH 58°47'49" EAST, 985.78 FEET TO THE POINT OF BEGINNING; THENCE NORTH 13°14'31" WEST, 202.00 FEET; THENCE NORTH 76°45'29" EAST, 154.00 FEET; THENCE SOUTH 13°14'31" EAST, 91.87 FEET; THENCE NORTH 76°45'29" EAST, 68.85 FEET; THENCE SOUTH 13°14'31" EAST, 57.33 FEET; THENCE SOUTH 76°45'29" WEST, 68.85 FEET; THENCE SOUTH 13°14'31" EAST, 52.81 FEET; THENCE SOUTH 76°45'29" WEST, 154.00 FEET TO THE POINT OF BEGINNING; CONTAINING 0.80 ACRE (35,055 SW. FT.), SUBJECT TO OTHER LEASES AND EASEMENTS OF RECORD. LEGEND • FOUND IRON PIN AND CAP NO. 8033 CALCULATED POSITION LEASE BOUNDARY S E APPROXIMATE SECTION LINE 200 0 200 FEET 11 11 GRAPHIC SCALE IN FEET `G:\C3D\19\19-902\19-902 Corp Hangar2.dwg, FG-11x8.5 PLOT DATE: 11/26/19 C/ POINT OF BEGINNING 64 LEASE AREA 0.80 ACRE 35,055 SF 6 45' 29 N QP S 13°14'31" E 91.87' N 76°45'29" E 68.85' S 13'14'31" E 57.33' S 76°45'29" W 68.85' S 1314'31" E 52.81' 11/26/2019 FEHR GRAAM ENGINEERING & ENVIRONMENTAL © 2019 FEHR GRAHAM Page 94 of 242 ILLINOIS IOWA WISCONSIN CITY OF WATERLOO Council Communication Request by PWS Holdings 19 IA, LLC, to vacate, sell and convey a portion of City right-of-way located at the northwest corner of Falls Avenue and Stephan Avenue, in the amount of $1.00, subject to the retention of a utility easement over, under and upon the area to be vacated, along with a Development and Minimum Assessment Agreement for the construction of a new commercial building. City Council Meeting: 12/30/2019 Prepared: 12/16/2019 REVIEWERS: Department Reviewer Action Date Planning & Zoning Schroeder, Aric Approved 12/18/2019 - 10:38 AM Clerk Office Even, LeAnn Approved 12/18/2019 - 11:44 AM ATTACHMENTS: Description Type ❑ Development Agreement Cover Memo ❑ Map Cover Memo o Staff Report Cover Memo ❑ Overview Map Cover Memo o Aerial Map Cover Memo ❑ Plat and Application Cover Memo ❑ Pictures Cover Memo SUBJECT: Motion to receive and file proof of publication of notice of public hearing. HOLD HEARING - No comments on file. Motion to close hearing and receive and file oral and written comments, and recommendation of approval of the Planning, Programming and Zoning Commission. Motion to receive, file, consider and pass for the first time an ordinance approving a request by PWS Holdings 19 IA, LLC, to vacate a portion of City right-of-way, subject to the retention of a utility easement over, under and upon the area to be vacated, located at the northwest corner of Falls Avenue and Stephan Avenue. Motion to suspend the rules. Motion to consider and pass for the second and third times and adopt said ordinance. Resolution authorizing sale and conveyance of a portion of City owned right- of-way, subject to the retention of a utility easement over, under and upon the area to be vacated to PWS Holdings 19 IA, LLC, in the amount of $1.00, and authorizing the Mayor to execute said documents. Resolution approving a Development Agreement and Minimum Assessment Agreement with PWS Holdings 19 IA, LLC, for property located at the northwest corner of Falls Avenue and Stephan Avenue, and authorizing the Mayor and City Clerk to execute said document. Submitted By: Noel Anderson, Community Planning and Development Page 95 of 242 Submitted by: Director Recommended Action: Summary Statement: Expenditure Required: Source of Funds: Policy Issue: Background Information: Legal Descriptions: Approval with the retention of a utility easement over, under and upon the vacate area. Transmitted is a request to vacate, sell and convey a portion of City right-of- way, with the retention of a utility easement, located at the northwest comer of Falls Avenue and Stephan Avenue, to PWS Holdings 19 IA, LLC, in the amount of $1.00, and approving a Development Agreement and Minimum Assessment Agreement for the construction of a new commercial building. PWS Holding 19 IA, LLC demolished the former Hardees restaurant that was located at 3110 University Avenue to clear the land for the construction of a new 5,230 square foot, $2.4 million dollar commercial building. They have requested to vacate excess right-of-way directly adjacent to their property to add it to the land they already own to have more space for the new development. The land in question was acquired for highway purposes and the City followed Iowa Code 306.22 to dispose the property and offered the land back to the original and adjacent property owners. The original and adjacent property owners did not express any interest in purchasing the right-of-way. The land is not utilized and vacating it would not appear to be an issue as it is not needed for any current or future road purposes. There are several utilities located within the vacate area, so a utility easement will need to be retained over the vacate area. None N/A Economic Development Legal Description of Vacate Area: A PART OF SOUTHEAST 1/4 OF SECTION 21, TOWNSHIP 89 NORTH, RANGE 13 WEST OF THE 5TH P.M., CITY OF WATERLOO, BLACK HAWK COUNTY, IOWA, DESCRIBED AS FOLLOWS: BEGINNING AT THE POINT OF INTERSECTION OF THE NORTH LINE OF FALLS AVENUE AND THE WEST LINE OF STEPHEN AVENUE AS ORIGINALLY ESTABLISHED; THENCE NORTH 0°15'49" EAST ALONG SAID WEST LINE, A DISTANCE OF 166.92 FEET; THENCE SOUTH 21°05'05" EAST, 64.32 FEET; THENCE SOUTH 30°07'30" EAST, 78.97 FEET; THENCE SOUTH 30°35'41" EAST, 42.62 FEET; THENCE SOUTH 21° 39' 15" WEST, 19.87 FEET; THENCE SOUTHWESTERLY ALONG A CURVE CONCAVE SOUTHEASTERLY WHOSE RADIUS IS 303.52 FEET, WHOSE LENGTH IS 58.65 FEET AND WHOSE CHORD BEARS SOUTH 66°31'32" WEST, 58.56 FEET; THENCE SOUTH 60°59'23" Page 96 of 242 WEST, 53.75 FEET; THENCE WESTERLY ALONG A CURVE CONCAVE SOUTHERLY WHOSE RADIUS IS 2,961.60 FEET, WHOSE LENGTH IS 130.99 FEET AND WHOSE CHORD BEARS NORTH 58°48'58" WEST, 130.98 FEET; THENCE NORTH 61°15'23" WEST, 59.91 FEET; THENCE NORTH 0°07'51" EAST, 10.22 FEET; THENCE EASTERLY ALONG A CURVE CONCAVE NORTHERLY WHOSE RADIUS IS 1008.80 FEET, WHOSE LENGTH IS 192.07 FEET AND WHOSE CHORD BEARS SOUTH 77°40'59" EAST, 191.78 FEET TO THE POINT OF BEGINNING, CONTAINING 0.38 ACRES (16,475 SQUARE FEET) MORE OR LESS, SUBJECT TO THE RETENTION OF A UTILITY EASEMENT OVER, UNDER AND UPON THE ABOVE DESCRIBED AREA. Page 97 of 242 Proparer: Christopher S. Wendiand, P.O. Box 596, Waterloo, Iowa 50704 (319) 234-5701 After recording, return to Commynity Planning & Development, 715 Mulberry Street Waterloo, IA 50703. DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered into as of , by and between PWS Holdings 19 IA, LLC ("Company"), and the City of Waterloo, Iowa ("City"). RECITALS A. Company is willing and able to finance and construct a building and related improvements on property located at 3110 University Avenue, Waterloo, Iowa (the "Company Site"), legally described as set forth on Exhibit "A" attached hereto, B. 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. City believes that the development of the Company Site and the Property (defined below) is in the best interests of the City and in accordance with the public purposes and provisions of the applicable State and local laws and requirements under which the project has been undertaken and is being assisted. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows: 1. Sale of Property; Title. Subject to the terms hereof, City shall convey to Company for the sum of $1.00 (the "Purchase Price") the real property described on Exhibit "A" attached hereto (the "Property"). The parties acknowledge that the Property is comprised of excess road right-of-way that must be vacated and that must also be handled under the processes required by Iowa Code § 306.22 et seq. City will not convey title to the vacated right-of-way until all processes required by law have been completed. Conveyance shall be by quit claim deed, free and clear of all encumbrances Page 98 of 242 arising by or through City except: (a) easements, servitudes, conditions and restrictions of record; (b) current and future real estate real property taxes and assessments subject to the agreements made herein; (c) general utility and right-of-way easements serving the Property; and (d) restrictions imposed by the City zoning ordinances and other applicable law. City shall have no duty to convey title to Company until Company delivers to City reasonable and satisfactory proof of financial ability to undertake and carry on the Project (defined below), which may take the form of a lending commitment letter. Company may, at its own expense, obtain whatever form of title evidence it desires. If title is unmarketable or subject to matters not acceptable to Company, and if City does not remedy or remove such objectionable matters in timely fashion following written notice of such objections from Company, Company may terminate this Agreement. City shall provide any title documents it has in its possession, including any abstracts, to assist in title review. 2. Improvements by Company. Company shall construct on the Company Site and the Property a commercial building of no less than 5,230 square feet, and related parking, landscaping, and other improvements to the buildings and grounds (collectively, the "improvements"). The Company Site and the Property are collectively referred to as the "Project Site". The Improvements shall be constructed in accordance with the terms of this Agreement, all applicable City, state, and federal building codes and shall comply with all applicable City ordinances and other applicable law. Parking shall meet City's minimum requirements based on building use, occupancy, and future intended development on the Project Site. Company shall submit specific building designs and site plans for City review and approval before the commencement of construction. Company will use its best efforts to obtain, or cause to be obtained, in a timely manner, all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all applicable local, state, and federal laws and regulations which must be obtained or met before the Improvements may be lawfully constructed. The Project Site, the Improvements, and all site preparation and development -related work to make the Project Site usable for Company's purposes as contemplated by this Agreement are collectively referred to as the "Project". 3. Timeliness of Construction; Possibility of Reverter. The parties agree that Company's commitment to cause the Project to be undertaken and to construct the Improvements in a timely manner constitutes a material inducement for the City to extend the development incentives provided for in this Agreement, including but not limited to its commitment to convey the Property to Company, and that without said commitment City would not have done so. Subject to Unavoidable Delays (defined below), Company must obtain a building permit and begin construction of the Improvements within six (6) months from the date of that it receives title to the Property from City (the "Project Start Date"), and construction of Improvements must be Substantially Completed within twelve (12) months after commencement (the "Project Completion Date"). For purposes of this Agreement, "Substantially Completed" means the date on which the Improvements have been completed to the extent necessary for the City to issue a certificate of occupancy relating thereto. 2 Page 99 of 242 If Company has not begun construction of the Improvements before the Project Start Date, City may terminate this Agreement as set forth in Section 14, title to the Property shall revert to City, and City shall have no further obligation hereunder. If construction has not begun by the Project Start Date but the development of the Project is still imminent, the City Council may, but shall not be required to, grant an extension of the Project Completion Date. If construction has commenced within the required period or any extended period and is stopped and/or delayed as a result of an act of God, war, civil disturbance, court order, labor dispute, fire, or other cause beyond the reasonable control of Company (each of the foregoing is an "Unavoidable Delay"), then time lost as a result of Unavoidable Delays shall be added to extend the Project Completion Date by a number of days equal to the number of days lost as a result of Unavoidable Delays, and thereafter if construction is not completed within the allowed period of extension, City may terminate this Agreement as set forth in Section 14, title to the Property shall revert to City, and City shall have no further obligation hereunder. 4. Reverter of Title; Indemnity. In the event of any reverter of title, Company agrees that it shall, at its own expense, promptly execute all documents, including but not limited to a special warranty deed, or take such other actions as the City may reasonably request to effectuate said reverter and to deliver to City title to the Property that is free and clear of any lien, claim, charge, security interest, mortgage or encumbrance (collectively, "Liens") arising by or through Company. Company shall pay in full, so as to discharge or satisfy, all Liens on or against the Property. Appointment of Attorney in Fact: If Company fails to deliver such documents, including but not limited to a special warranty deed, to City within thirty (30) days after written demand by City, then City shall be authorized to execute, on Company's behalf and as its attorney - in -fact, the special warranty deed required by this Section, and for such limited purpose Company does hereby constitute and appoint City as its attorney -in -fact. Company further agrees that it shall indemnify City and hold it harmless with respect to any demand, claim, cause of action, damage, cost, expense, liability or injury made, suffered, or incurred as a result of or in connection with the Project, or Company's failure to carry on or complete same, or any Lien or Liens on or against the Property of any type or nature whatsoever that attaches to the Property by virtue of Company's ownership of same. If City files suit to enforce the terms of this Agreement and prevails in such suit, then Company shall be liable for all legal expenses, including but not limited to reasonable attorneys' fees, incurred by City. Company's duties of indemnity pursuant to this Section shall survive the expiration, termination or cancellation of this Agreement for any reason. 5. Utilities. Company will be responsible for extending water, sewer, telephone, telecommunications, electricity, gas and other utility services to any location on the Project Site and for payment of any associated connection fees. 6. Reserved. 3 Page 100 of 242 7, 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 levied upon or assessed or placed against the Project Site. Company further agrees that, prior to the date set forth in Section 2 of the Minimum Assessment Agreement (the "MAA") attached hereto as Exhibit "B", it will not seek or cause a reduction in the assessed valuation for the Project Site as improved pursuant to this Agreement, which shall be fixed for assessment purposes, below the aggregate amount of $2,400,000.00 ("Minimum Actual Value"), through: (i) willful destruction of the Project Site (other than any demolition that may be authorized herein), Improvements, or any part of either; (ii) a request to the assessor of Black Hawk County; or (iii) 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 the MAA to City concurrently with execution and delivery of this Agreement. 8. No Encumbrances; Limited Exception. Until completion of the Improvements, Company agrees that it shall not create, incur, or suffer to exist any Liens on the Property, other than such mortgage or mortgages as may be reasonably necessary to finance Company's completion of the Improvements and of which Company notifies City before Company executes any such mortgage. Company may not mortgage the Property or any part thereof for any purpose except in connection with financing of the Improvements. 9. 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. 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 the financial ability to observe all of the terms to be performed by Company under this Agreement. 10. Additional Covenants of Company. In addition to the other promises, covenants and agreements of Company as provided elsewhere in this Agreement, Company agrees as follows: A. The Project Site will have a taxable value as set forth in the MAA, and Company agrees that the minimum actual value of the Project Site and completed Improvements as stated in the MAA will be a reasonable estimate of the actual value of the Project Site and Improvements for ad valorem property tax purposes. Company agrees that it will spend enough in construction of the 4 Page 101 of 242 Improvements that, when combined with the value of the Project Site and related site improvements, will equal or exceed the assessor's minimum actual value for the Project Site and Improvements as set forth in the MAA. B. Until termination of the MAA, Company will maintain, preserve and keep the Project Site, including but not limited to the Improvements, in good repair and working order, ordinary wear and tear excepted, and from time to time will make all necessary repairs, replacements, renewals and additions. C. Company shall pay, or cause to be paid, when due, all real property taxes and assessments payable with respect to any and all parts of the Project Site. Company agrees that (1) it will not seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute or regulation relating to the taxation of real property included within the Project Site that is determined by any tax official to be applicable to the Project Site or to Company, or raise the inapplicability or constitutionality of any such tax statute or regulation as a defense in any proceedings of any type or nature, including but not limited to delinquent tax proceedings, and (2) it will not seek any tax deferral, credit or abatement, either presently or prospectively authorized under Iowa Code Chapter 403 or 404, or any other state law, of the taxation of real property included within the Project Site. 11. 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. 12. Representations and Warranties of Company. Company hereby represents and warrants as follows: A. It 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. B. It has all requisite power and authority to own and operate its properties, to carry on its business as now conducted and as presently proposed to be conducted, and to enter into and perform its obligations under this Agreement. C. This Agreement has been duly and validly authorized, executed and delivered by Company and, assuming due authorization, execution and 5 Page 102 of 242 delivery by the other parties hereto, is in full force and effect and is a valid and legally binding instrument of Company that is enforceable in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, reorganization or other laws relating to or affecting creditors' rights generally. D. The execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, and the fulfillment of or compliance with the terms and conditions of this Agreement are not prevented by, limited by, in conflict with, or result in a violation or breach of, the terms, conditions or provisions of the articles of organization or operating agreement of Company or of any contractual restriction, evidence of indebtedness, agreement or instrument of whatever nature to which Company is now a party or by which it or its property is bound, nor do they constitute a default under any of the foregoing. E. There are no actions, suits or proceedings pending or threatened against or affecting Company in any court or before any arbitrator or before or by any governmental body in which there is a reasonable possibility of an adverse decision which could materially adversely affect the business (present or prospective), financial position, or results of operations of Company or which in any manner raises any questions affecting the validity of the Agreement or Company's ability to perform its obligations under this Agreement. 13. Default. The following shall be "Events of Default" under this Agreement, and the term "Event of Default" shall mean any one or more of the following events that continues beyond any applicable cure periods: A. Failure by Company to cause the construction of the Improvements to be commenced and completed pursuant to the terms, conditions and limitations of this Agreement; B. Transfer by Company of any interest (either directly or indirectly) in the Improvements, the Property, or this Agreement, without the prior written consent of City; C. Failure by any party hereto to substantially observe or perform any covenant, condition, obligation or agreement on its part to be observed or performed under this Agreement or the MAA; D. Any representation or warranty made by Company in this Agreement, or made by Company in any written statement or certificate furnished by Company pursuant to this Agreement, shall prove to have been incorrect, incomplete or misleading in any material respect on or as of the date of the issuance or making thereof. 6 Page 103 of 242 14. Remedies. A. Default by Company. Whenever any Event of Default in respect of Company occurs and is continuing, the City may terminate this Agreement. Before exercising such remedy, City shall give 30 days' written notice to Company of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or the Event of Default cannot reasonably be cured within 30 days and Company shall not have provided assurances reasonably satisfactory to the City that the Event of Default will be cured as soon as reasonably possible. Upon termination, City may exercise any and all remedies available at law, equity, contract or otherwise for recovery of any sums paid by City to Company before the date of termination or to recover ownership of the Property as set forth in this Agreement. B. Default by City. Whenever any Event of Default in respect of Company occurs and is continuing, Company may take such action against City to require it to specifically perform its obligations hereunder. Before exercising such remedy, Company shall give 30 days' written notice to City of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or if the Event of Default cannot reasonably be cured within 30 days and City shall not have provided assurances reasonably satisfactory to the Company that the Event of Default will be cured as soon as reasonably possible. C. Remedies under this Agreement shall be cumulative and in addition to any other right or remedy given under this Agreement or existing at law or in equity or by statute. Waiver as to any particular default, or delay or omission in exercising any right or power accruing upon any default, shall not be construed as a waiver of any other or any subsequent default and shall not impair any such right or power. 15. Indemnification. Company hereby releases City, its elected officials, officers, employees, and agents (collectively, the "indemnified parties") from, covenants and agrees that the indemnified parties shall not be liable for, and agrees to indemnify, defend and hold harmless the indemnified parties against, any loss or damage to property or any injury to or death of any person occurring at or about the Project Site or resulting from any defect in the Improvements. The indemnified parties shall not be liable for any damage or injury to the persons or property of Company or its directors, officers, employees, contractors or agents, or any other person who may be about the Project Site or the Improvements, due to any act of negligence or willful misconduct of any person, other than any act of negligence or willful misconduct on the part of any such indemnified party or its officers, employees or agents. The provisions of this Section shall survive the expiration or termination of this Agreement. 16. Materiality of Company's Promises, Covenants, Representations, and Warranties. Each and every promise, covenant, representation, and warranty set 7 Page 104 of 242 forth in this Agreement on the part of Company to be 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. Upon breach of any promise or covenant, or in the event of the incorrectness or falsity of any representation or warranty, 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. 17. Performance by City. Company acknowledges and agrees that all of the obligations of City under this Agreement shall be subject to, and performed by City in accordance with, all applicable statutory, common law or constitutional provisions and procedures consistent with City's lawful authority. All covenants, stipulations, promises, agreements and obligations of City contained in this Agreement shall be deemed to be the covenants, stipulations, promises, agreements and obligations of City and not of any governing body member, officer, employee or agent of City in the individual capacity of such person. 18. No Third -Party Beneficiaries. No rights or privileges of any party hereto shall inure to the benefit of any contractor, subcontractor, material supplier, or any other person or entity, and no such contractor, subcontractor, material supplier, or other person or entity shall be deemed to be a third -party beneficiary of any of the provisions of this Agreement. 19. 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, fax number 319-291 -4571, Attention: Mayor, with copies to the City Attorney and the Community Planning and Development Director. (b) if to Company, at 4265 45th Street S., Suite 200, Fargo, ND 58104, Attention: President. 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 transmission was successful. A party may change the address for giving notice by any method set forth in this Section. 8 Page 105 of 242 20. 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. 21. 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. 22. Severability; Reformation, 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. 23. 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. 24. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 25. 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. 26. Entire Agreement. This Agreement, together with the exhibits attached hereto, 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. 27. Time of Essence. Time is of the essence of this Agreement. IN WITNESS WHEREOF, the parties have executed this Development Agreement by their duly authorized representatives as of the date first set forth above. 9 Page 106 of 242 CITY OF WATERLOO, IOWA PWS HOLDINGS 19 IA, LLC By: By: Quentin M. Hart, Mayor Kai Christianson, President Attest: Kelley Felchle, City Clerk 10 Page 107 of 242 EXHIBIT "A" PROJECT SITE DESCRIPTION Legal Description of Property: A PART OF SOUTHEAST 1/4 OF SECTION 21, TOWNSHIP 89 NORTH, RANGE 13 WEST OF THE 5TH P.M., CITY OF WATERLOO, BLACK HAWK COUNTY, IOWA, DESCRIBED AS FOLLOWS: BEGINNING AT THE POINT OF INTERSECTION OF THE NORTH LINE OF FALLS AVENUE AND THE WEST LINE OF STEPHEN AVENUE AS ORIGINALLY ESTABLISHED; THENCE NORTH 0°15'49" EAST ALONG SAID WEST LINE, A DISTANCE OF 166.92 FEET; THENCE SOUTH 21°05'05" EAST, 64.32 FEET; THENCE SOUTH 30°07'30" EAST, 78.97 FEET; THENCE SOUTH 30°35'41" EAST, 42.62 FEET; THENCE SOUTH 21° 39' 15" WEST, 19.87 FEET; THENCE SOUTHWESTERLY ALONG A CURVE CONCAVE SOUTHEASTERLY WHOSE RADIUS IS 303.52 FEET, WHOSE LENGTH IS 58.65 FEET AND WHOSE CHORD BEARS SOUTH 66°31'32" WEST, 58.56 FEET; THENCE SOUTH 60°59'23" WEST, 53.75 FEET; THENCE WESTERLY ALONG A CURVE CONCAVE SOUTHERLY WHOSE RADIUS IS 2,961.60 FEET, WHOSE LENGTH IS 130.99 FEET AND WHOSE CHORD BEARS NORTH 58°48'58" WEST, 130.98 FEET; THENCE NORTH 61°15'23" WEST, 59.91 FEET; THENCE NORTH 0°07'51" EAST, 10.22 FEET; THENCE EASTERLY ALONG A CURVE CONCAVE NORTHERLY WHOSE RADIUS IS 1008.80 FEET, WHOSE LENGTH IS 192.07 FEET AND WHOSE CHORD BEARS SOUTH 77°40'59" EAST, 191.78 FEET TO THE POINT OF BEGINNING, CONTAINING 0.38 ACRES (16,475 SQUARE FEET) MORE OR LESS, SUBJECT TO THE RETENTION OF A UTILITY EASEMENT OVER, UNDER AND UPON THE ABOVE DESCRIBED AREA. Legal Description of Company Site: Tract I: A part of the Southwest Quarter of the Southeast Quarter of Section No. 21 in Township No. 89 North, Range No. 13 West of the Fifth Principal Meridian, in Black Hawk County, Iowa, described as follows: Commencing at the point of Intersection of the North line of Falls Avenue, as now established, with the West line of Stephan Avenue , as now established, said point being 30 feet due West of the West line of Lot No. 43 in Hansen -Noble Addition, in the City of Waterloo, Iowa; running thence North along the West line of said Stephan Avenue a distance of 260 feet; thence West at right angles a distance of 168 feet; thence South along a line that is parallel with the West line of said Stephan Avenue to the North line of Falls Avenue, as now established; thence Easterly along the Northerly line of Falls Avenue to the Point of Beginning; EXCEPT that part thereof conveyed to the City of Waterloo, Iowa, for Road Purposes by deed to City of Waterloo, dated July 15, 1950 and filed for record August 24, 1950, in the Recorder's Office, Black Hawk County, lowa, recorded in Book 108 of Land Deeds, on Page 247; AND Re -Described by Survey dated April 10, 1980, by Wayne Claassen, as follows: A part of the Southwest Quarter of the Southeast Quarter of Section 21 in Township 89 North, Range 13 West of the Fifth Principal Meridian in the City of Waterloo, Black Hawk County, Iowa, described as follows: Beginning at the point of intersection of the North line of Falls Avenue and the West line of Stephen Avenue as both streets are presently located: said point being 60 feet West of the Original West line of Lot 43 in Hansen -Noble Addition; thence North 00 degrees 00" East 258.51 feet along the West line of Stephen Avenue; thence South 89 degrees 56' West 138.23 feet; thence South 00 degrees 05'30" East 232.34 feet to the North line of Falls Avenue; thence Southeasterly along a 1008.8 foot radius curve, concave Northerly, having a chord length 140.3 feet, said chord bearing South 79 degrees 18'1 0" East to the point of beginning; AND Note: The West line of Stephen Avenue is assumed to bear N 00 degrees 00' E. Page 108 of 242 Tract ll: A part of the Southwest Quarter of the Southeast Quarter of Section No. 21 in Township No. 89 North, Range No. 13 West of the Fifth Principal Meridian, in the City of Waterloo, Black Hawk County, Iowa, described as follows: Commencing at the point of intersection of the North line of Falls Avenue and the West line of Stephan Avenue as both Streets are presently located; said point being 60 feet West of the original West line of Lot 43 in "Hansen -Noble Addition", in Black Hawk County, Iowa; thence North 00 degrees 00" East 258.51 feet along the West line of Stephan Avenue; thence South 89 degrees 56' West 138.23 feet along the North line of the Parcel of land described in Warranty Deed recorded in Book No. 109 of land deeds at Page No. 297, to the point of beginning of the tract herein described; thence South 00 degrees 05'30" East, along the West line of said parcel, 232.34 feet to the North line of U.S. Highway No. 218; thence Northwesterly, along the North line of said Highway on a 1008.8 foot radius curve, concave Northerly, having a chord length of 52.26 feet, said chord bearing North 73 degrees 37' West; thence North 00 degrees 00' East 217.54 feet; thence North 89 degrees 56' 49.77 feet to the point of beginning; AND Note: The West line of Stephan Avenue is assumed to bear North 00 degrees 00' East. Tract 111: A Non-exclusive Cross Access Easement for ingress in, to upon and over the following described real estate, as described below, created by Cross Driveway Easement Agreement executed by and between Hardee's Food Systems, Inc., and The Boatyard, Inc., dated May 16, 1980 and filed for record May 16, 1980, in the Recorder's Office, Black Hawk County, Iowa, recorded in Book 6 of Easements at Page 770; A part of the Southeast Quarter of Section 21 in Township 89 North, Range 13 West of the 5th P.M., in the City of Waterloo, Black Hawk County, Iowa, Beginning at the point of intersection of a line which is 188 feet normally distant Westerly of and parallel with the West line of Stephan Avenue as presently established (said West line being 60 feet West of the original West line of Lot 43 in Hansen -Noble Addition) and the Northerly line of U.S. Highway No. 218, thence North 35 feet parallel with said Stephan Avenue, thence Southwesterly to a point on the Northerly line of said U.S. Highway 218 which is 15 feet Northwesterly of the Point of Beginning, as measured along said Westerly Highway line, thence Southeasterly to the point of beginning; all situated in Black Hawk County, Iowa. 2 Page 109 of 242 EXHIBIT "B" MINIMUM ASSESSMENT AGREEMENT This Minimum Assessment Agreement (the "Agreement") is entered into as of by and among the CITY OF WATERLOO, IOWA ("City"), PWS HOLDINGS 19 IA, LLC ("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 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 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 $2,400,000.00 ("Minimum Actual Value") until termination of this Agreement. The parties hereto agree that construction of the Improvements will be substantially completed before December 31, 2020. If they are not, then the parties agree to execute an amendment to this Agreement that will extend the dates specified in Section 2 below. 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, 2027, 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 Page 110 of 242 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. Nothing herein shall limit the discretion of the Assessor to assign at any time an actual value to the land and Improvements in excess of the Minimum Actual Value. 3. Company agrees that it will not seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute or regulation relating to the taxation of real property included within the Project Site that is determined by any tax official to be applicable to the Project Site or to Company, or raise the inapplicability or constitutionality of any such tax statute or regulation as a defense in any proceedings. 4. 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. 5. Neither the preambles nor provisions of this Agreement are intended to, or shall be construed as, modifying the terms of the Development Agreement. 6. 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 PWS HOLDINGS 19 + .LLC By: By: Quentin M. Hart, Mayor -vin Christians sent Attest: Kelley Felchle, City Clerk STATE OF IOWA ) ss. COUNTY OF BLACK HAWK On this day of , before me, a Notary Public in and for the State of Iowa, personally appeared Quentin M. 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 2 Page 111 of 242 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. Notary Public STATE OF Nor- 06--KOkt-- ) ) ss. COUNTY OF ea- 5 g ) Subscribed and sworn to before me on p-ember 9, 01 q , by Kevin Christianson as President of PWS Holdings 19 IA, LLC. 4 KRISTIE WIESE 1 Notary Public 1 State of North Dakota My Commission Expires October 17, 2022 Notary Public ,,, 3 Page 112 of 242 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 and building upon completion of the development shall not be less than Two Million Four Hundred Thousand Dollars ($2,400,000.00) in the aggregate, until termination of this Minimum Assessment Agreement pursuant to the terms hereof. Assessor for Black Hawk County, Iowa Date STATE OF IOWA COUNTY OF BLACK HAWK Subscribed and sworn to before me on , by T.J. Koenigsfeld, Assessor for Black Hawk County, Iowa. Notary Public Page 113 of 242 City of Waterloo Planning, Programming and Zoning Commission July 23, 2019 Adjacent to 3110 University Right -of -Way Vacate Tanner Brandt 50 25 0 50 IringlIIIiTIFe7 2 July 23, 2019 REQUEST: PWS Holdings 19 IA, LLC request to vacate a 0.38 acre portion of City right-of-way between Falls Avenue, University Avenue, and Stephan Avenue, located adjacent to 3110 University Avenue. APPLICANT(S): PWS Holdings 19 IA, LLC, 4265 45th St. S, STE 200, Fargo, ND 58104 GENERAL The applicant is requesting to vacate a 0.38 acre portion of DESCRIPTION: City right-of-way between Falls Avenue, University Avenue, and Stephan Avenue, located adjacent to 3110 University Avenue. IMPACT ON The request to vacate a 0.38 acre portion of City right-of-way NEIGHBORHOOD & adjacent to 3110 University Avenue would not have a negative SURROUNDING impact on the surrounding neighborhood. LAND USE: VEHICULAR & The request to vacate 0.38 acre portion of City right-of-way PEDESTRIAN would not appear to have a negative impact on vehicular or TRAFFIC pedestrian traffic conditions. CONDITIONS: RELATIONSHIP TO The Greenhill trail is located approximately a 1/2 to the east of RECREATIONAL the vacate area. Sidewalks are located on the north side of TRAIL PLAN and University Avenue and north side of Falls Avenue. COMPLETE STREETS POLICY. ZONING HISTORY FOR SITE AND IMMEDIATE VICINITY: The site has been zoned "C-2" Commercial District since the adoption of the Zoning Ordinance in 1969. North — Homes and Commercial Businesses, zoned "C-2" Commercial District and "R-3" Multiple Residence District. South — University Avenue and Commercial Businesses, zoned "C-1, CZ" Conditional Zoning Commercial District and "C-2" Commercial District. East — Homes and Commercial Businesses, zoned "C-2" Commercial District and "R-2" One and Two Family Residence District. West — Homes and Commercial Businesses, zoned "C-2" Commercial District and "R-2" One and Two Family Residence District. BUFFERS The request would not require any buffering by ordinance REQUIRED/ NEEDED: standards. DRAINAGE: The proposed vacate of a 0.38 acre portion of City right-of- way would not appear to have a negative impact on drainage in the area. DEVELOPMENT The area to be vacated is nearby commercial and residential Vacate- Adjacent to 3110 University Avenue Page 1 of 3 Page 115 of 242 July 23, 2019 HISTORY: FLOODPLAIN: PUBLIC /OPEN SPACES/ SCHOOLS: UTILITIES: WATER, SANITARY SEWER, STORM SEWER, ETC. RELATIONSHIP TO COMPREHENSIVE LAND USE PLAN: STAFF ANALYSIS — ZONING ORDINANCE: STAFF ANALYSIS — SUBDIVISION ORDINANCE: STAFF RECOMMENDATION: structures with commercial structures built between 1980 to present and homes built in between the 1960 and present. This area is not located in a special flood hazard area as indicated by the Flood Insurance Rate Map No. 1900025 0169F. There are no parks or open spaces in the immediate vicinity. Fred Becker Elementary is 1,300 feet to the southwest and Central Middle School is 3,000 feet to the southwest of the project site. There are known utilities located within the vacate area. Therefore the retention of an easement for utilities would need to be retained over the 0.38 portion of City right-of-way to be vacated. There is also 18" storm sewer and 8" sanitary sewer underneath University Avenue and 4" drain tile and a 8" sewer line underneath Stephan Avenue. The Future Land Use Map designates the area as commercial, and this request would be in compliance with such designation. The site is located within the Primary Growth Area as designated on the Growth Area Map within the Comprehensive Plan. The request to vacate a 0.38 acre portion of City Right -of -Way will help assist with the redevelopment of the site for economic development purposes. In addition the vacate will not negatively impact vehicular traffic at the site. There would be no platting required in relation to the request. Therefore, staff recommends the request to vacate a 0.38 acre portion of City right-of-way adjacent to 3110 University Avenue be approved for the following reasons: 1. The request to vacate would not appear to have a negative impact on the surrounding area, and would help prompt infill development. 2. The request to vacate would not appear to have a negative impact on vehicular or pedestrian traffic in the area. Subject to: 1. Retention of easement for utilities would need to be retained over the 0.38 acre portion of City Right -of -Way being vacated. Vacate- Adjacent to 3110 University Avenue Page 2 of 3 Page 116 of 242 July 23, 2019 Vacate -Adjacent to 3110 University Avenue Page 3 of 3 Page 117 of 242 City of Waterloo Planning, Programming and Zoning Commission July 23, 2019 JR RD R-3 IIS CR * z -4 A-1 FIELD ST NORRIS CT / o g ao LEASAN ADDISON' VALLEY DR * CT* MAYNARD °AVE —1R-2 R-2 C-Z— R-4 J W R-4 FLOWR ST MAXINE AVE R-3 C2. C-Z RUSH ST GARDEN AVE * HUNTINGTON RD KUMMIN KU MAYNARD AVE GARDEN AVE R-3 C-1,C- BAUCH ST STRATFORD AVE HARTMAN cc Z 0 x YNARD AVE UPTON ANSBOkwOUGH AyVE �N 9 o r U BIIVIARK AVE * p* 4000 J F , 1 r JANNEY ROI A0 R-3 • R-3,C�Z C-2 C-2, C-Z ATH ON A-1 R=2;C-Z MAXINE N SHADY LN / FALLS AVE DOWNING AVE ORIOLE AVE Adjacent to 3110 University Right of Way Vacate Tanner Brandt Page 118 of 242 City of Waterloo Planning, Programming and Zoning Commission July 23, 2019 Adjacent to 3110 University Right -of -Way Vacate Tanner Brandt 50 25 0 50 2 City of Waterloo Planning & Zoning Department 715 Mulberry Street, Waterloo, Iowa 50703 (319) 291-4366 Offer to Vacate and Purchase City Right -of -Way U Request to Vacate Easement, Vacate Sidewalk, or Encroachment Agreement ❑ Sale of City -Owned Property Applicant: It ( gl/,t'/id1 Address:V26 � .% $ Pe261).i (4 PhoneNo.: I J —2/ General Description of Property to Vacated (i.e.- alley between A St. & B St., South of C St.): (OW (&c — d 1.11 )/] - f9/1F ®f 2/10 VI I e 5I �y,21/ei1Gl., -t1/ G() Fa I is Iv, Vr'WeW3/1 615-1e/g170 kr& Legal description of area to be conveyed, vacated, or encroached: 1. A non-refundable filing fee(s) shall be made as follows (checks payable to City of Waterloo): • Right-of-way vacation — One Hundred Seventy Five Dollar ($175.00) Filing Fee • Easement or sidewalk vacation — Seventy Five Dollar ($75.00) Filing Fee • Encroachment — One Hundred Dollar ($100.00) Filling Fee • Sale of city -owned property not required to be vacated — No Fee • Any request not meeting the Sale of Property Policy — One Hundred Dollar ($100.00) Fee 2. Offer Price*[Note: If the offer price meets the Sale of Property Policy (see attached) the request will not be required to be reviewed by the Building & Grounds Committee.] • Asking price (see attached Sale of Property Policy for how calculated): • Deductions • May decrease price by 50% for area located within an easement: • May decrease price for the City tax that will be collected on the land within 5 yrs (8 yrs inside of the CURA): • Costs (surveying & misc., demolition, remove of curbs, etc): Asking price — Deductions = Value of Property: Offer Price for Entire Area: Note: The above information is a summary of the Sale of Property Policy (see attached). All requests to vacate and purchase City right-of-way must be accompanied by a signed 'Intent to Vacate" form for each abutting property to the area to be vacated. Any request that fails to meet the Sale of Property Policy shall not be forwarded to the Building and Grounds Committee or City Council. Any such applicant shall need to request review to Building and Grounds through a City Council member. 3. Publication and Recording Fees*: At the time a buyer(s) has been selected, all publication costs and recording fees must be paid by the applicant. Applicant shall be responsible for collecting from other buyers. 4. Easement*: The following easement shall be retained: 5. Other: Please provide a site plan and/or aerial photo of the area to be vacated if the request involves additional construction as the reason for the request. Applicant Date *Not required for easement vacates sidewalk vacates or Encroachment Agreements Page 120 of 242 INDEX LEGEND SURVEYOR'S NAME / RETURN TO! SNYDER & ASSOCIATES, INC. 5005 BOWLING STREET SW, SUITE A CEDAR RAPIDS, IA 52404 319-362-9394 SERVICE PROVIDED BY: SNYDER & ASSOCIATES, INC. SURVEY LOCATED! SOUTHEAST 1/4 SEC. 21-89-13 REQUESTED BY: PACES LODGING CORPORATION VACATION EXHIBIT PROPERTY DESCRIPTION A PART OF SOUTHEAST 1/4 OF SECTION 21, TOWNSHIP 89 NORTH, RANGE 13 WEST OF THE 5TH P.M., CITY OF WATERLOO, BLACK HAWK COUNTY, IOWA, DESCRIBED AS FOLLOWS: BEGINNING AT THE POINT OF INTERSECTION OF THE NORTH LINE OF FALLS AVENUE AND THE WEST LINE OF STEPHEN AVENUE AS ORIGINALLY ESTABLISHED; THENCE NORTH 0'15'49" EAST ALONG SAID WEST, A DISTANCE OF 166.92 FEET; THENCE SOUTH 21°05'05" EAST, 64.32 FEET; THENCE SOUTH 30°07'30" EAST, 78.97 FEET; THENCE SOUTH 30°35'41" EAST, 42.62 FEET; THENCE SOUTHWESTERLY ALONG A CURVE CONCAVE SOUTHEASTERLY WHOSE RADIUS IS 303.52 FEET, WHOSE LENGTH IS 58.65 FEET AND WHOSE CHORD BEARS SOUTH 66°31'32" WEST, 58.56 FEET; THENCE SOUTH 60°59'23" WEST, 53.75 FEET; THENCE WESTERLY ALONG A CURVE CONCAVE SOUTHERLY WHOSE RADIUS IS 2,961.60 FEET, WHOSE LENGTH IS 130.99 FEET AND WHOSE CHORD BEARS NORTH 58°48'58" WEST, 130.98 FEET; THENCE NORTH 61°15'23" WEST, 59.91 FEET; THENCE NORTH 0°07'51" EAST, 10.22 FEET; THENCE EASTERLY ALONG A CURVE CONCAVE NORTHERLY WHOSE RADIUS IS 1008.80 FEET, WHOSE LENGTH IS 192.07 FEET AND WHOSE CHORD BEARS SOUTH 77°40'59" EAST, 191.78 FEET TO THE POINT OF BEGINNING, CONTAINING 0.38 ACRES (16,475 SQUARE FEET) MORE OR LESS, SUBJECT TO ANY AND ALL EASEMENTS OF RECORD. LEGEND DATE OF SURVEY Survey Found Set 07/15/2019 Section Corner A 6 1/2" Reber, <Color> Cop °xxxxx • o OWNER (Unless Otherwise Noted) ROW Rail = 4G PROPERTIES LLC Calculated Point + Plotted Distonce P Recorded Bearing & Distance M Recorded As R DeedDistance p Calculated Distance C Centerline erline OgNI Section Line 1/4 Section Line 1/4 1/4 Section Line Easement Line VACATION EXHIBIT SHEET 1 OF 2 PART OF THE WEST 1/2 SOUTHEAST 1/4 SEC. 21-89-13 PN. 1190368 S&ASSOCIATES SNYDER 2727 S.W. SNYDER BLVD. ANKENY, IA 50023 (515) 964-2020 FLD 8K: PG: DATE: 07/15/19 PM/TECH: EJM rwwy 'c aZgal..onkft.zxa.rv.. cv«_rm ...w maxi..°u°mreaxerosu.y'ugowiin�Ciro''�' Page 121 of 242 VACATION EXHIBIT CURVE TABLE CURVE NO. DELTA RADIUS L-6-‹ Cl 10° 54' 28" LT 1,008.80' C2 11° 04' 17" LT 303.52' C3 2° 32' 03" LT 2,961.60' ARC LENGTH TANGENT CHORD BEARING/DISTANCE 192.07' 96.33' S 77° 40' 59" E 191.78' 58.65' 29.42' S 66° 31' 32" W 58.56' 130.99' 65.50' N 58° 48' 58" W 130.98' Fnd 11/2" Pinch Pipe Fnd 1 1/2" Pinch Pipe Fnd 1/2" Iron Rod With Yellow Plastic Cap Cap Illegible Fnd 1/2" Iron Rod With Yellow 2Plastic Cap .8033 Proposed Sidewalk To be Constructed as Port of Woterloo Controct No. 933 LINE TABLE LINE NO. BEARING L-1 L-2 L-3 L-4 L-5 L-6 S 21° 05' 05" E S 30° 07' 30" E S 30° 35' 41" E S 60° 59' 23" W N 61° 15' 23" W N 0° 07' 51" E DISTANCE 64.32' 78.97' 42.62' 53.75' 59.91' 10.22' c c a r Point of Beginning S 21° 39' 1 5" W 19.87' 46 �gLE PNP0�` N 25 45 Fnd 1/2" Iron Rod 44 24 23 Fnd 1/2" Iron Rod 22 Fnd 1/2" Iron Rod 10' Fall�Av_P L --- FALLS AVENUE c),?`-g-C 60 SCALE (FEET) VACATION EXHIBIT SHEET 2 OF 2 PART OF THE WEST 1/2 SOUTHEAST 1/4 SEC. 21-89-13 PN. 1190368 6 &ASSOCIATES SNYDER 2727 S.W. SNYDER BLVD. ANKENY, IA 50023 (515) 964-2020 FLD 8K: PG: DATE: 07/15/19 PM/TECH: EJM Y\ -Vr'Miq V,e_2atAnbNe.Bl V V4ej,ct.2°A\IU.gX6W\LvsyMB0.M!>LY20B,,,UM� Page 122 of 242 Vacate — Adjacent to 3110 University Looking north along Stephan Avenue. Looking north toward the intersection of Falls Avenue and University Avenue. Looking west along University Avenue. Looking west along University Avenue. Page 123 of 242 Looking east toward Falls Avenue. Looking east toward Falls Avenue. Looking northeast from University Avenue. Looking southeast from the parking lot. Page 124 of 242 CITY OF WATERLOO Council Communication FY 2020 3200 block of W. Airline Highway Sanitary Sewer, Contract No. 979. City Council Meeting: 12/30/2019 Prepared: 12/18/2019 REVIEWERS: Department Reviewer Action Date Engineering Knutson, Jamie Approved 12/18/2019 - 10:37 AM Clerk Office Even, LeAnn Approved 12/18/2019 - 11:15 AM ATTACHMENTS: Description Type ❑ Bid Tabulation Backup Material SUBJECT: Submitted by: Expenditure Required: Source of Funds: Motion to receive and file proof of publication of notice of public hearing. HOLD HEARING - No comments on file. Motion to close hearing and receive and file oral and written comments. Resolution confirming approval of plans, specifications, form of contract, etc. Resolution authorizing to proceed. Motion to receive, file and instruct City Clerk to read bids and refer to City Engineer for review. Submitted By: Matt Schindel, Associate Engineer Page 125 of 242 FY2020 Sanitary Sewer 3200 Block of W. Airline Hwy Contract No. 979 Bid Tab: December 19, 2019 Estimate: $157,830.75 Bidder Bid Security Total Bid Amount Vieth Construction Corporation Cedar Falls, IA o 5 /o $171,263.50 Dave Schmitt Construction Co., Inc. Cedar Rapids, IA 5% $185,730.10 J&K Contracting, LLC Urbandale, IA 5% $176,424.00 Boomerang Corp. Anamosa, IA 5% $377,777.00 Lodge Construction, Inc. Clarksville, IA 5% $235,731.00 Peterson Contractors, Inc. Reinbeck, IA 5% $154,204.00 Page 126 of 242 CITY OF WATERLOO Council Communication Reallocation of Unspent Proceeds of the General Obligation Bonds, Series 2016A in an amount not to exceed $550,000. City Council Meeting: 12/30/2019 Prepared: 12/13/2019 REVIEWERS: Department Reviewer Action Date Finance Weidner, Michelle Approved 12/18/2019 - 12:28 PM Clerk Office Even, LeAnn Approved 12/18/2019 - 12:33 PM ATTACHMENTS: Description Realloc Unspent Proceeds of 2016A Bonds for Dam Rprs SUBJECT: Submitted by: Summary Statement: Expenditure Required: Source of Funds: Alternative: Type Cover Memo Motion to receive and file proof of publication of notice of public hearing. HOLD HEARING - No comments on file. Motion to close hearing and receive and file oral and written comments. Resolution instituting proceedings to take additional action and approving the reallocation of certain unspent proceeds of the General Obligation Bonds, Series 2016A, of the City of Waterloo, Iowa. Submitted By: Michelle Weidner, Chief Financial Officer This reallocation will provide funding needed to complete repairs to the Fourth Street Bladder Dam. We are requesting an amount not to exceed $550,000 to cover construction, design and related costs for the repairs. Bond funds. Alternatives would be to sell new bonds or not proceed with the project. Page 127 of 242 Mayor QUENTIN HART COUNCIL MEMBERS MARGARET KLEIN Ward 1 BRUCE JACOBS Ward 2 PATRICK MORRISSEY Ward 3 JEROME AMOS, JR. Ward 4 RAY FEUSS Ward 5 SHARON NON At -Large STEVE SCHMITT At -Large CITY OF WATERLOO, IOWA CITY CLERK AND FINANCE DEPARTMENT KELLEY FELCHLE • City Clerk MICHELLE WEIDNER, CPA • Chief Financial Officer Council Communication City Council Meeting: December 30, 2019 Prepared: December 4, 2019 Dept. Head Signature: Michelle Weidner, Chief Financial Officer Number of Attachments: None SUBJECT: Funding for Dam Repairs Submitted by: Michelle Weidner, Chief Financial Officer Recommended City Council Action: Reallocation of Unspent Proceeds of the General Obligation Bonds, Series 2016A in an amount not to exceed $550,000. Motion to receive and file proof of publication of notice of public hearing. HOLD HEARING - No comments on file. Motion to close hearing and receive and file oral and written comments. Resolution instituting proceedings to take additional action. Summary Statement: This reallocation will provide funding needed to complete repairs to the Fourth Street Bladder Dam. Expenditure Required: Not to exceed $550,000 to cover construction, design and related costs for the repairs. Source of Funds: Bond funds. Policy Issue: None. Alternative: Alternatives would be to sell new bonds or not proceed with the project. Background Information: N/A WE'RE WORKING FOR YOU! An Equal Opportunity/Affirmative Action Employer Page 128 of 242 CITY OF WATERLOO Council Communication Resolution approving an Amendment to the Lease Agreement with the State of Iowa, represented by the Iowa Armory Board, amending the timeline of lease renewal to five (5) 20-year terms, for property located north of 3106 Airport Boulevard, and authorizing the Mayor and City Clerk to execute said documents. City Council Meeting: 12/30/2019 Prepared: 12/18/2019 REVIEWERS: Department Planning & Zoning Clerk Office ATTACHMENTS: Description ❑ Map of Lease area ❑ Agreement SUBJECT: Submitted by: Recommended Action: Summary Statement: Expenditure Required: Source of Funds: Policy Issue: Reviewer Schroeder, Aric Even, LeAnn Action Approved Approved Type Backup Material Backup Material Date 12/18/2019 - 10:49 AM 12/18/2019 - 11:49 AM Resolution approving an Amendment to the Lease Agreement with the State of Iowa, represented by the Iowa Armory Board, amending the timeline of lease renewal to five (5) 20-year terms, for property located north of 3106 Airport Boulevard, and authorizing the Mayor and City Clerk to execute said documents. Submitted By: Noel Anderson, Community Planning and Development Director Approval. The National Guard is looking to expand their footprint in Waterloo. The City of Waterloo has owned land adjacent to their site since 1997 and has been leasing a portion of that land to the National Guard since 2006. With the space the National Guard will be constructing additional buildings and will also have more space for truck parking/maneuvering. The new facilities will also allow for additional training to take place in Waterloo for surrounding National Guard units. None N/A Land Use Lease Area Description: PARCEL 1: TRACT A, WATERLOO, BLACK and PARCEL 2: TRACT B, MIDPORT AMERICA PLAT NO.1, CITY OF HAWK COUNTY, STATE OF IOWA. MIDPORT AMERICA PLAT NO.1, CITY OF Page 129 of 242 Legal Descriptions: WATERLOO, BLACK HAWK COUNTY, STATE OF IOWA,EXCEPT: That part of said Tract "B" lying North of a line which begins at a point on the East line of Tract "B" which is Four Hundred Twenty (420.0) feet South of the Northeast comer of said Tract "B", thence N90°00'00"W Seven Hundred Ninety (790.0) feet to the West line of said Tract "B" and point of termination. ALSO except: The North 100 feet of the West 360 feet of that part of said Tract "B" lying south of the parcel shown on the Plat of Survey recorded in City Lot Deed Book 665, at Page 403, in the records of the Black Hawk County Recorder. Page 130 of 242 Cit11 of Waterloo, Iowa N W-4>E S Page 131 of 242 AMENDMENT #1 to LEASE AGREEMENT for CITY -OWNED PROPERTY This Amendment made and entered into this day of , 20 , by and between the City of Waterloo, Iowa (hereinafter referred to as "Lessor"), and the Armory Board, State of Iowa (hereinafter referred to as "Lessee"). Whereas, the Lessee entered into a Lease Agreement with Lessor which is dated the 26th day of August, 2019, hereinafter referred to as the "Lease Agreement"; Now, therefore, for and in consideration of the covenants and agreements contained in the Lease Agreement, it is hereby agreed by and between the parties to amend the Lease Agreement as follows: 1. Effective on and after August 26, 2019, Sections 2 and 3 are deleted in their entirety and replaced as follows: 2. INITIAL TERM. The term of this Agreement shall be for a period of twenty (20) years commencing on the first day of March, 2020 and ending on the last day of February, 2040. Lessee shall have the option to renew this Agreement as provided in Section 3, or otherwise by mutual written agreement of the parties. 3. OPTION TO RENEW. So long as Lessee is not in default under the terms and provisions of this Agreement, Lessee shall have the right and option, at its sole discretion, to renew this Agreement for four successive twenty-year terms ("Option Terms") with the same terms and upon the same covenants, conditions and provisions provided in this Agreement. Lessee shall exercise such option, if at all, by giving written notice to Lessor not less than thirty (30) days prior to the expiration of the existing term. 2. Except as specifically amended herein, the terms and conditions of the Lease Agreement remain unchanged and in full force and effect. Terms and phrases not defined in the Amendment shall have the meaning ascribed to them in the Lease Agreement. Page 132 of 242 CITY OF WATERLOO: ARMORY BOARD, STATE OF IOWA: APPROVED BY: By: Mayor State Quartermaster ATTEST: City Clerk State of Iowa ) ): ss: County of Black Hawk ) This instrument was acknowledged before me on , 2019, by Quentin Hart as Mayor of the City of Waterloo and by Kelley Felchle as City Clerk of the City of Waterloo. State of Iowa ): ss: County of Polk Notary Public This instrument was acknowledged before me on , 2019, by Gary A. Freese as State Quartermaster of the Armory Board, State of Iowa. Notary Public Page 133 of 242 CITY OF WATERLOO Council Communication Resolution approving the Economic Development Assistance Contract with Lincoln Savings Bank, of Waterloo, Iowa and the Iowa Economic Development Authority, for High Quality Jobs Program -Tax Credit Component incentives, and authorizing the Mayor and City Clerk to execute said document. City Council Meeting: 12/30/2019 Prepared: 12/18/2019 REVIEWERS: Department Reviewer Action Date Planning & Zoning Schroeder, Aric Approved 12/18/2019 - 10:52 AM Clerk Office Even, LeAnn Approved 12/18/2019 - 11:56 AM ATTACHMENTS: Description Type ❑ Economic Development Assistance Contract Backup Material SUBJECT: Submitted by: Recommended Action: Summary Statement: Expenditure Required: Source of Funds: Policy Issue: Resolution approving the Economic Development Assistance Contract with Lincoln Savings Bank, of Waterloo, Iowa and the Iowa Economic Development Authority, for High Quality Jobs Program -Tax Credit Component incentives, and authorizing the Mayor and City Clerk to execute said document. Submitted By: Noel Anderson, Community Planning and Development Director Adopt a resolution to approve the contract. The High Quality Jobs program provides qualifying businesses tax credits and direct financial assistance to off -set some of the costs incurred to locate, expand or modernize an Iowa facility. To qualify for this very flexible assistance package that includes loans, forgivable loans, tax credits, exemptions and/ or refunds, eligible businesses must meet certain wage threshold requirements. Visit wage requirements to view the requirements for wage thresholds. None N/A Policies 1, 3, and 4 in the Strategic Plan dealing with Economic Development. Alternative: NA Eligibility Requirements: • A business must meet wage thresholds requirements. • Actual award amounts will be based on the business's level of need; Page 134 of 242 Background Information: the quality of the jobs; the percentage of created or retained jobs defined as high -quality; and the economic impact of the project. • Created jobs must pay at least 100 percent of the qualifying wage threshold at the start of the project and 120 percent of the qualifying wage threshold by project completion and through the project maintenance period unless in a distressed area. • Retained jobs must pay at least 120 percent of the qualifying wage threshold throughout the project completion and maintenance periods. • The business must provide a sufficient benefits package to all full time employees that includes at least one of the following: o Business pays 80 percent of medical and dental premiums for single coverage plans, OR o Business pays 50 percent of medical and dental premiums for family coverage plans, OR o Business pays for some level of medical and dental coverage and provides the monetary equivalent value through other employee benefits. Tax Incentives: • The State's refundable research activities credit may be increased while the business is participating in the program. • A local property tax exemption of up to 100 percent of the value added to the property to a period not to exceed 20 years may be available. • An investment tax credit equal to a percentage of the qualifying investment, amortized over five years. This tax credit is earned when the corresponding asset is placed in service and can be carried forward for up to seven additional years or until depleted, whichever occurs first. • A refund of state sales, service or use taxes paid to contractors or subcontractors during construction. • For distribution center projects, a refund of sales and use taxes paid on racks, shelving, and conveyor equipment. • To assure your addition/expansion can benefit from this program, businesses must apply prior to the beginning of the project. Legal Descriptions: N/A Page 135 of 242 ECONOMIC DEVELOPMENT ASSISTANCE CONTRACT BY LINCOLN SAVINGS BANK, THE CITY OF WATERLOO, AND THE IOWA ECONOMIC DEVELOPMENT AUTHORITY CONTRACT NUMBER: 20-HQJP-016 Page 136 of 242 TABLE OF CONTENTS ARTICLE 1: CONTRACT DURATION ARTICLE 2: DEFINITIONS ARTICLE 3: AWARD TERMS ARTICLE 4: CONDITIONS TO DISBURSEMENT OF FUNDS AND ISSUANCE OF TAX CREDIT NUMBER; DISBURSEMENT TERMS ARTICLE 5: SECURITY REQUIREMENTS ARTICLE 6: REPRESENTATIONS AND WARRANTIES ARTICLE 7: COVENANTS OF THE RECIPIENT ARTICLE 8: COVENANTS OF THE COMMUNITY ARTICLE 9: EVENTS OF DEFAULT; NOTICE AND OPPORTUNITY TO CURE; AND REMEDIES AVAILABLE TO IEDA ARTICLE 10: MISCELLANEOUS CONTRACT EXHIBITS Exhibit A - Recipient's Financial Assistance Application (on file with IEDA), Application # BFAA-000258 Exhibit B-1 High Quality Jobs Program - Tax Credit Special Conditions Conditions Exhibit C - Description of the Project and Award Budget Exhibit D - Job Obligations Exhibit E - Reserved Exhibit F - Reserved Contract # 20-HQJP-016 - 2 - FnnApproved 10'2018 Page 137 of 242 Economic Development Assistance Contract RECIPIENT: COMMUNITY: CONTRACT NUMBER: AWARD DATE: AWARD AMT. — TAX INCENTIVES LINCOLN SAVINGS BANK CITY OF WATERLOO 20-HQJP-016 NOVEMBER 22, 2019 $957,500 This ECONOMIC DEVELOPMENT ASSISTANCE CONTRACT (Contract) is made as of the Contract Effective Date by the Iowa Economic Development Authority (IEDA or Authority), 1963 Bell Avenue, Suite 200, Des Moines, IA 50315, and Lincoln Savings Bank (Recipient), 508 Main Street, Reinbeck, IA 50669 and the City of Waterloo (Community), 715 Mulberry Street, Waterloo, IA 50703. WHEREAS, the Recipient submitted an application to IEDA requesting assistance in financing its Project as more fully described in Exhibit C, Description of the Project and Award Budget (the Project); and WHEREAS, the Iowa Economic Development Authority Board (IEDA Board) awarded the Recipient assistance for the Project from the funding sources identified herein (collectively, the Award), all of which are subject to the terms and conditions set forth herein; and NOW THEREFORE, in consideration of the mutual promises contained herein and intending to be legally bound, the Recipient, the Community and IEDA agree to the following terms: Contract # 20-HQJP-016 - 3 - Fmt Approved 10'2018 Page 138 of 242 ARTICLE 1: CONTRACT DURATION This Contract shall be in effect on the Contract Effective Date and shall remain in effect until after completion of each of the following: (a) Through Project Completion Date. Through the Project Completion Period and for a reasonable period of time after Project Completion Date during which IEDA will conduct Project closeout procedures to verify that the Project was completed in compliance with Contract requirements. (b) Through Maintenance Period Completion Date and Contract Closeout. Through the Maintenance Period Completion Date and for a reasonable period of time after Maintenance Period Completion Date during which IEDA will conduct closeout procedures to verify that the Project was maintained in compliance with Contract requirements. (c) Repayment or Payment Obligation. Until all outstanding amounts due to IEDA, if any, are received by IEDA or all outstanding obligations to IEDA are satisfied in full. (d) Contract End Date. Until IEDA has completed Contract closeout procedures and provided Recipient and Community with written Notice of Final Contract Closeout. This Contract shall terminate as of the date stated in the written Notice of Final Contract Closeout. Such date shall be the Contract End Date. ARTICLE 2: DEFINITIONS The following terms apply to this Contract: "Affiliate" means any entity to which any of the following applies: a. Directly, indirectly, or constructively controls another entity. b. Is directly, indirectly or constructively controlled by another entity. c. Is subject to the control of a common entity. A common entity is one which owns directly or individually more than ten percent of the voting securities of the entity. "Award" means any and all assistance provided by IEDA for the Project under this Contract. "Award Date" means the date first stated in this Contract and is the date the IEDA Board approved the award of financial assistance to the Recipient for the Project. "Award Funds" means the cash that is provided by IEDA for this Project as Project Completion Assistance, including loans. "Base Employment Level" means the number of Full -Time Equivalent positions as established by IEDA and Recipient using Recipient's payroll records, as of the date Recipient applied for Tax Incentives or Project Completion Assistance. The number of jobs Recipient has pledged to create and retain shall be in addition to the Base Employment Level. "Benefits" means nonwage compensation provided to an employee. Benefits include medical and dental insurance plans, pension, retirement, and profit-sharing plans, child care services, life insurance coverage, vision insurance coverage, and disability insurance coverage. "Brownfield site" means an abandoned, idled, or underutilized property where expansion or redevelopment is complicated by real or perceived environmental contamination. A brownfield site includes property contiguous with the site on which the property is located. A brownfield site does not include property which has been placed, or is proposed for placement, on the national priorities list established Contract # 20-HQJP-016 - 4 - Fint Approved 10; 2018 Page 139 of 242 pursuant to the federal Comprehensive Environmental Response, Compensation, and Liability Act, 42, U.S.C. 9601 et seq. In order to administer similar programs in a similar manner, the IEDA will attempt to apply this definition in substantially the same way as similar definitions are applied by the Brownfield Advisory Council established in Iowa code section 15.294 and may consult members of the council or other staff as necessary. "Contract Effective Date" means the latest date on the signature page of this Contract. "Contract End Date" means the date stated in the Notice of Final Contract Closeout issued by IEDA pursuant to Article 1. "Created Job" means a new, permanent, Full -Time Equivalent (FTE) position added to Recipient's payroll in excess of the Base Employment Level at the time of application for Tax Incentives or Project Completion Assistance. "Full -Time Equivalent job, " "FTE, " or "full-time" means the employment of one person: 1. For 8 hours per day for a 5-day, 40-hour workweek for 52 weeks per year, including paid holidays, vacations and other paid leave; or 2. The number of hours or days per week, including paid holidays, vacations and other paid leave, currently established by schedule, custom, or otherwise, as constituting a week of full-time work for the kind of service an individual performs for an employing unit, provided that the number of hours per week is at least 32 hours per week for 52 weeks per year including paid holidays, vacations, and other paid leave. For purposes of this definition, "employment of one person" means the employment of one natural person and does not include "job sharing" or any other means of aggregation or combination of hours worked by more than one natural person. "Grayfield site" means a property meeting all of the following requirements: a. The property has been developed and has infrastructure in place, but the property's current use is outdated or prevents a better or more efficient use of the property. Such property includes vacant, blighted, obsolete, or otherwise underutilized property. b. The property's improvements and infrastructure are at least twenty-five years old and one or more of the following conditions exists: (1) Thirty percent or more of a building located on the property that is available for occupancy has been vacant or unoccupied for a period of twelve months or more. (2) The assessed value of the improvements on the property has decreased by twenty-five percent or m ore. (3) The property is currently being used as a parking lot. (4) The improvements on the property no longer exist. c. The Authority will attempt to apply this definition in substantially the same manner as similar definitions are applied by the Brownfield Advisory Council established in Iowa code section 15.294. "Job Obligations" means the jobs that must be created or retained as a result of receipt of state or federal financial assistance, Project Completion Assistance, or Tax Incentives from IEDA and that are required to meet the Qualifying Wage Threshold requirements. Recipient's Job Obligations are specified in Exhibit D of this Contract. Jobs that do not meet the Qualifying Wage Threshold requirements shall not be counted toward Recipient's job creation or job retention obligations contained in Exhibit D. The Job Obligations in Exhibit D include Recipient's Base Employment Level and the number of new jobs required to be created above the Base Employment Level. If the Project is a Modernization Project, the Job Obligations will not include Created or Retained Jobs but he Recipient will be required to maintain the Base Employment Leve. Contract # 20-HQJP-016 - 5 - Fmt Approved 10,2018 Page 140 of 242 "Laborshed Wage" means the Qualifying Wage Threshold applicable to Recipient's Project as calculated pursuant to rule 261 IAC 173.2 and 261 IAC chapter 174 and as specified in Exhibit D of this Contract. "Loan" means an Award of assistance with the requirement that the Award be repaid with term, interest rate, and other conditions specified as part of the conditions of the Award. "Loan" includes deferred loans, forgivable loans, and float loans. A "deferred loan" is one for which the payment for principal, interest, or both, is not required for some specified period. A "forgivable loan" is one for which repayment is eliminated in part or entirely if the borrower satisfies specified conditions. A "float loan" means a short-term loan, not to exceed 30 months, made from obligated but unexpended moneys. "Maintenance Period" means the period of time between the Project Completion Date and the Maintenance Period Completion Date. The Project must be maintained in Iowa for this period of time. "Maintenance Period Completion Date" means the date on which the Maintenance Period ends. The specific date on which the Maintenance Period ends is identified in Exhibit D. "Modernization Project" means a Project in which no high quality jobs are created or retained but economic activity is furthered by the qualifying investment and will result in increased skills and wages for the current employees. "Person" means as defined in Article 6.1(g) of this Contract. "Project" means the description of the work and activities to be completed by the Recipient as outlined in Exhibit C - Description of the Project and Award Budget. "Project Completion Assistance" means financial assistance or technical assistance provided to an eligible business in order to facilitate the start-up, location, modernization, or expansion of the business in this state and provided in an expedient manner to ensure the successful completion of the start-up location, modernization, or expansion project. "Project Completion Date" means the date by which the Recipient of incentives or assistance has agreed to meet all the terms and obligations contained in this Contract. The Project Completion Date will be a date by which the project must be completed, all incented jobs must be created or retained, and all other applicable requirements must be met. The specific date on which the project completion period ends is identified in Exhibit D. "Project Completion Period" means the period of time between the Award Date and the Project Completion Date. "Qualing Jobs" are those Created or Retained Jobs that meet or exceed the Qualifying Wage Threshold Requirement established to qualify for program funding for the programs providing assistance to this Project. "Qualifying Wage Threshold" means the Laborshed Wage as calculated by IEDA pursuant to statute and rule for each program under which financial assistance or Tax Incentives for this Project are awarded. The Qualifying Wage Threshold Requirement for this Project is outlined in Exhibit D, Job Obligations. "Recipient's Employment Base" means the number of jobs as stated in Exhibit D — Job Obligations that the Recipient and IEDA have established as the Base Employment Level for this Project. The number of jobs the Recipient has pledged to create shall be in addition to the Recipient's Employment Base. "Retained Job" means an existing job that meets the Qualifying Wage Threshold Requirements and Contract # 20-HQJP-016 - 6 - Fmt Approved 102018 Page 141 of 242 would be eliminated or moved to another state if the Project did not proceed in Iowa. "Sufficient Benefits" means that Recipient offers to each Full -Time Equivalent permanent position a benefits package that meets one of the following: 1. Recipient pays 80 percent of the premium costs for a standard medical plan for single employee coverage with the maximum deductible specified for this project in Exhibit D; or 2. Recipient pays 50 percent of the premium costs for a standard medical plan for employee family coverage with the maximum deductible specified for this project in Exhibit D; or 3. Recipient provides medical coverage and pays the monetary equivalent of paragraph "1" or "2" above in supplemental employee benefits. Benefits counted toward monetary equivalent could include medical coverage, dental coverage, vision insurance, life insurance, pension, retirement, 401k, profit sharing, disability insurance, and child care services. "Tax Incentives" means the tax credits, refunds, or exemptions IEDA has awarded for this Project as detailed in Article 3. "Total Project Cost" means the cost incurred by the Recipient to complete the Project as described in Exhibit C. ARTICLE 3: AWARD TERMS 3.1 Total Award Amount. The IEDA Board has approved an Award to the Community and Recipient from the funding sources and in the maximum amounts shown below: TAX INCENTIVES FORM MAXIMUM AMOUNT High Quality Jobs Program Tax Incentives $ 957,500 TOTAL STATE TAX INCENTIVES: $ 957,500 3.2 Terms and Conditions of Award. The terms and conditions of the Award shall be as described in this Contract and the following incorporated exhibit(s): Exhibit B-1 High Quality Jobs Program — Tax Credit Component Special Conditions ARTICLE 4: CONDITIONS TO AWARD; DISBURSEMENT AND ISSUANCE TERMS 4.1 Reserved. 4.2 Tax Incentives —Conditions to Issuance of Tax Credit Number. (a) Tax Credit Number Required to Claim Incentives. Recipient shall not claim the Tax Incentives described in Article 3 until IEDA has issued a tax credit number for this Project and Recipient has undertaken the activities described in this Contract and the applicable law to be eligible for such Tax Incentives. (b) Issuance of Tax Credit Number. Upon satisfaction of the conditions described herein, IEDA will issue a tax credit number to the Recipient for this Project. The tax credit number shall be used in preparing any claims for Tax Incentives. Contract # 20-HQJP-016 - 7 - Fmt Approved 10/2018 Page 142 of 242 (c) Conditions to Issuance of Tax Credit Number. The obligation of IEDA to issue a tax credit number shall be subject to the conditions precedent described in Article 4. (d) Documents Submitted. IEDA shall have received the documents described in section 4.3, properly executed and completed, and approved by IEDA as to form and substance, prior to issuing any tax credit number. 4.3 Documents required. (a) Contract. Fully executed Contract. (b) Incorporation Documents. Copies of the Articles of Incorporation or the Articles of Organization, whichever is appropriate, of the Recipient, certified in each instance by its secretary or assistant secretary. (c) Certificate of Existence; Certificate of Authority. A certificate of existence for the Recipient from the State of incorporation or organization, whichever is appropriate, and a certificate of authority authorizing the Recipient to conduct business in the state of Iowa, if it is not organized or incorporated in Iowa. (d) Results of Lien and Tax Search and Documentation of Satisfactory Credit History. Financing statement, tax and judgment lien search results, in the Recipient's state of incorporation or organization, against the Recipient and/or the property serving as the Recipient's security under this Contract, and documentation of satisfactory credit history of the Recipient and guarantors, as applicable, with no judgments or unsatisfied liens or similar adverse credit actions. (e) Other Required Documents. Such other contracts, instruments, documents, certificates and opinions as IEDA may reasonably request. (f) Solid or Hazardous Waste Audit. To comply with Iowa Code section 15A.1(3)"b," if the Recipient generates solid or hazardous waste, it must either: a) submit a copy of the Recipient's existing in-house plan to reduce the amount of waste and safely dispose of the waste based on an in-house audit conducted within the past 3 years; or b) submit an outline of a plan to be developed in-house; or c) submit documentation that the Recipient has authorized the Iowa Department of Natural Resources or Iowa Waste Reduction Center to conduct the audit. (g) Release Form — Confidential Tax Information. A signed Authorization for Release of Confidential State Tax Information form to permit IEDA to receive the Recipient's state tax information directly from the Iowa Department of Revenue for the purpose of evaluation and administration of Tax Incentives and other state financial assistance programs. (h) Project Financial Commitments. The Recipient shall have submitted documentation acceptable to IEDA from the funding sources identified in Exhibit A committing to the specified financial involvement in the Project and received the IEDA's approval of the documentation. The documentation shall include the amount, terms and conditions of the financial commitment, as well as any applicable schedules and may include agreements and resolutions to that effect. (i) State Building Code Bureau Approval. If any part of the Award proceeds will be used for the construction of new buildings and if any of the following applies: 1. The building or structure is located in a governmental subdivision which has not adopted a local building code; or Contract # 20-HQJP-016 - 8 - Fmt Approved 10i2018 Page 143 of 242 2. The building or structure is located in a governmental subdivision which has adopted a building code, but the building code is not enforced; or 3. Bidding for construction shall not be conducted prior to obtaining written approval of the final plans by the State Building Code Bureau of the Iowa Department of Public Safety. 4.4 Suspension, Reduction or Delay of Award. Any one or more of the following shall be grounds for IEDA to suspend, delay or reduce the amount of disbursement of Award Funds or delay the issuance of a tax credit number or receipt of Tax Incentives: (a) Suspected event of default. If IEDA believes an event of default has occurred, IEDA has the discretion to temporarily suspend or delay disbursement or issuance of the Award Funds or Tax Incentives while the suspected event of default is being investigated or resolved. (b) Unremedied event of default. Upon the occurrence of an Event of Default, as defined in this Contract, by the Recipient, IEDA may suspend payment or issuance of the Award to the Recipient until such time as the default has been cured. (c) Layoff closure or relocation. In the event the Recipient experiences a layoff within the state of Iowa, relocates, closes any of its Iowa facilities or for Modernization Projects, reduces its Base Employment Level, IEDA has the discretion to reduce or eliminate some or all of the Award. (d) Reduction, discontinuance or alteration of state funding/programs. Any termination, reduction, or delay of funds or Tax Incentives available due, in whole or in part, to (i) lack of, reduction in, or a deappropriation of revenues or Tax Incentives previously appropriated or authorized for this Contract, or (ii) any other reason beyond the IEDA's control may, in the IEDA's discretion, result in the suspension, reduction or delay of Award Fund or authorization or issuance of Tax Incentives to the Recipient. 4.5 Closing Cost Fee. Upon execution of the contract and prior to the issuance of a tax credit number or the disbursement of Award Funds, an eligible business shall remit to the Authority a one-time compliance cost fee in the amount of $500. ARTICLE 5: RESERVED. ARTICLE 6: REPRESENTATIONS AND WARRANTIES 6.1 Representations of Recipient. The Recipient represents and warrants to IEDA as follows: (a) Organization and Qualifications. The Recipient is duly organized, validly existing and in good standing under the state of its incorporation or organization, whichever is appropriate, and is authorized to conduct business in the state of Iowa. The Recipient has full and adequate power to own its property and conduct its business as now conducted, and is duly licensed or qualified and in good standing in each jurisdiction in which the nature of the business conducted by it or the nature of the property owned or leased by it requires such licensing or qualifying, except where the failure to so qualify would not have a material adverse effect on the Recipient's ability to perform its obligations hereunder. (b) Authority and Validity of Obligations. The Recipient has full right and authority to enter into this Contract. The person signing this Contract has full authority on behalf of Recipient to execute this Contract and issue, execute or otherwise secure or deliver any documents or obligations required under this Contract on behalf of the Recipient, and to perform, or cause to be performed, each and all of the obligations under Contract # 20-HQJP-016 - 9 - Fmt Approved 10/2018 Page 144 of 242 the Contract. The Contract delivered by the Recipient has been duly authorized, executed and delivered by the Recipient and constitutes the valid and binding obligations of the Recipient and is enforceable against it in accordance with its terms. This Contract and related documents do not contravene any provision of law or any judgment, injunction, order, or decree binding upon the Recipient or any provision of the corporate governance documents of the Recipient, nor does this Contract contravene or constitute a default under any covenant, indenture or contract of or affecting the Recipient or any of its properties. (c) Affiliates. The Recipient has no Affiliates involved with the Project on the Contract Effective Date. (d) Financial Reports. The balance sheet of the Recipient furnished to IEDA fairly presents its financial condition as of said date and is in conformity with Generally Accepted Accounting Principles (GAAP) applied on a consistent basis. The Recipient has no contingent liabilities which are material to it, other than as indicated on such financial statements or, with respect to future periods, on the financial statements furnished to IEDA. (e) No Material Adverse Change. Since the Award Date, there has been no change or the Recipient foresees no change in the condition (financial or otherwise) of the Recipient or the prospects of the Recipient, except those occurring in the ordinary course of business, none of which individually or in the aggregate has been materially adverse. To the knowledge of the Recipient, there has been no material adverse change in the condition of the Recipient, financial or otherwise, or the prospects of the Recipient. (f) Full Disclosure; Recipient's Financial Assistance Application. The statements and other information furnished to the IEDA by Recipient in its Financial Assistance Application and in connection with the negotiation of this Contract do not contain any untrue statements of a material fact or omit a material fact necessary to make the material statements contained herein or therein not misleading. The IEDA acknowledges that, as to any projections furnished to the IEDA, the Recipient only represents that the same were prepared on the basis of information and estimates it believed to be reasonable. (g) Trademarks, Franchises and Licenses. The Recipient owns, possesses, or has the right to use all necessary patents, licenses, franchises, trademarks, trade names, trade styles, copyrights, trade secrets, knowhow and confidential commercial and proprietary information to conduct its business as now conducted, without known conflict with any patent, license, franchise, trademark, trade name, trade style, copyright or other proprietary right of any other Person. As used in this Contract, "Person" means an individual, partnership, corporation, association, trust, unincorporated organization or any other entity or organization, including a government or agency or political subdivision thereof. (h) Governmental Authority and Licensing. The Recipient has received all licenses, permits, and approvals of all Federal, state, local, and foreign governmental authorities, if any, necessary to conduct its business, in each case where the failure to obtain or maintain the same could reasonably be expected to have a material adverse effect. No investigation or proceeding which, if adversely determined, could reasonably be expected to result in revocation or denial of any material license, permit, or approval is pending or, to the knowledge of the Recipient, threatened. (i) Litigation and Other Controversies. There is no litigation or governmental proceeding pending, nor to the knowledge of the Recipient, threatened, against the Recipient which, if adversely determined would result in any material adverse change in the financial condition, properties, business or operations of the Recipient, nor is the Recipient aware of any existing basis for any such litigation or governmental proceeding. (j) Good Title. The Recipient has good and defensible title to or valid leasehold interests in all of its property involved with the Project including, without limitation, the Secured Property if real property is a Contract # 20-HQJP-016 - 10 - Fmt Approved 10/2018 Page 145 of 242 security for this Contract reflected on the most recent balance sheets furnished to the IEDA, except for sales of assets in the ordinary course of business. (k) Taxes. All tax returns the Recipient is required to file in any jurisdiction have, in fact, been filed, and all taxes, assessments, fees and other governmental charges upon the Recipient or upon any of its property, income or franchises, which are shown to be due and payable in such returns, have been paid, except such taxes, assessments, fees and governmental charges, if any, which are being contested in good faith and by appropriate proceedings which prevent enforcement of the matter under contest and as to which adequate reserves established in accordance with GAAP have been provided. The Recipient knows of no proposed additional tax assessment against it for which adequate provisions in accordance with GAAP have not been made on its accounts. Adequate provisions in accordance with GAAP for taxes on the books of the Recipient have been made for all open years, and for their current fiscal period. (1) Other Contracts. The Recipient is not in default under the terms or any covenant, indenture or contract of or affecting the Recipient's business or any of its properties, which default, if uncured, would have a material adverse effect on its financial condition, properties, business or operations. (m) No Event of Default. No Event of Default, as defined in Article 9, has occurred or is continuing. (n) Compliance with Laws. The Recipient is in compliance with the requirements of all federal, state and local laws, rules and regulations applicable to or pertaining to the business operations of the Recipient and laws and regulations establishing quality criteria and standards for air, water, land and toxic or hazardous wastes or substances, non-compliance with which could have a material adverse effect on the financial condition, properties, business or operations of the Recipient. The Recipient has not received notice that its operations are not in compliance with any of the requirements of applicable federal, state or local environmental or health and safety statutes and regulations or are the subject of any governmental investigation evaluating whether any remedial action is needed to respond to a release of any toxic or hazardous waste or substance into the environment, which non-compliance or remedial action could have a material adverse effect on the financial condition, properties, business or operations of the Recipient. (o) Effective Date of Representations and Warranties. The warranties and representations of this Article are made as of the Contract Effective Date and shall be deemed to be renewed and restated by the Recipient at the time each request for disbursement of Award Funds is submitted to IEDA or each time Tax Incentives are claimed by the Recipient. 6.2 Representations of Community. (a) Local Approvals Received; Authority and Validity of Obligations. The Community has secured all necessary local approvals and has full right and authority to enter into this Contract. The person signing this Contract has full authority on behalf of the Community to: 1. Sign this Contract, and 2. Perform each and all of the Community's obligations under this Contract. The Contract delivered by the Community has been duly authorized, executed and delivered by the Community and constitutes the valid and binding obligations of the Community and is enforceable against it in accordance with its terms. This Contract and related documents do not contravene any provision of law or any judgment, injunction, order or decree binding upon the Community or contravene or constitute a default under any covenant, indenture or contract of or affecting the Community or any of its properties. (b) Local Commitment. The Community represents that there are legally enforceable commitments in Contract # 20-HQJP-016 - 11 - Fmt Approved 10/2018 Page 146 of 242 place for the Community local commitment identified for the Project in Exhibit C -Description of the Project and Award Budget. (c) No Material Adverse Change. Since the Award Date, there has been no material adverse change in the Community's ability to perform its obligations under this Contract. (d) Full Disclosure; Community's Financial Assistance Application. The statements and other information furnished to the IEDA by the Community in the Financial Assistance Application and in connection with the negotiation of this Contract do not contain any untrue statements of a material fact or omit a material fact necessary to make the material statements contained herein or therein not misleading. The IEDA acknowledges that, as to any projections furnished to the IEDA, the Community only represents that the same were prepared on the basis of information and estimates it believed to be reasonable. (e) Governmental Authority and Licensing. The Community has received all licenses, permits, and approvals of all federal, state, local, and foreign governmental authorities, if any, necessary to perform its obligations under this Contract. No investigation or proceeding which, if adversely determined, could reasonably be expected to result in revocation or denial of any material license, permit, or approval is pending or, to the knowledge of the Community, threatened. (f) Litigation and Other Controversies. There is no litigation or governmental proceeding pending, nor to the knowledge of the Community, threatened, against the Community which, if adversely determined would result in any material adverse change in the Community's ability to perform under this Contract, nor is the Community aware of any existing basis for any such litigation or governmental proceeding. (g) No Event of Default. No Event of Default by the Community, as defined in Article 9, has occurred or is continuing. (h) Compliance with Laws. The Community is in compliance with the requirements of all federal, state and local laws, rules and regulations applicable to or pertaining to the operations of the Community and laws and regulations establishing quality criteria and standards for air, water, land and toxic or hazardous wastes or substances, non-compliance with which could have a material adverse effect on the financial condition, properties, business or operations of the Community in relation to the Community's ability to perform its obligations under this contract. The Community has not received notice that its operations are not in compliance with any of the requirements of applicable federal, state or local environmental or health and safety statutes and regulations or are the subject of any governmental investigation evaluating whether any remedial action is needed to respond to a release of any toxic or hazardous waste or substance into the environment, which non-compliance or remedial action could have a material adverse effect on the financial condition, properties, business or operations of the Community in relation to the Community's ability to perform its obligations under this contract. (i) Effective Date of Representations and Warranties. The warranties and representations of this Article are made as of the Contract Effective Date. ARTICLE 7: COVENANTS OF THE RECIPIENT For the duration of this Contract, the Recipient covenants to IEDA as follows: 7.1 Project Performance Obligations. (a) Use Award Funds only for Project. The Recipient shall use the Award Funds only for the Project and for the activities described in Exhibit C -Description of the Project and Award Budget and this Contract. Use of the Award Funds shall conform to the Budget for the Project as detailed in Exhibit C -Description Contract # 20-HQJP-016 - 12 - Fmt Approved 10'2018 Page 147 of 242 of the Project and Award Budget. The Recipient represents that there are legally enforceable commitments in place from the funding sources identified for the Project in Exhibit C -Description of the Project and Award Budget. (b) Meet and Maintain Eligibility Requirements. Recipient shall continue to meet and maintain all statutory eligibility requirements for the funding sources providing assistance under this Contract. (c) Project Time Period. This Contract covers the Project time period from the Award Date through the Maintenance Period Completion Date. Recipient shall complete and maintain the Project within the Project time period shown below: COMPLIANCE MEASUREMENT POINT COMPLIANCE MEASUREMENT POINT Award Date Project Completion Period Project Completion Date Maintenance Period Maintenance Period Completion Date Contract Closeout "Award Date" is "Project "Project "Maintenance "Maintenance Period IEDA will conduct the date first Completion Completion Date" is Period" is the Completion Date" is Contract Closeout stated in this Period" is the the date defined in period of time the date defined in procedures after all Contract and is period of time Exhibit D by which between the Exhibit D on which events described in the date the between the Award the Recipient must Project the Maintenance Article 1 have been IEDA Board Date and the complete the Completion Period ends. met. approved the Project Completion Project. Date and the awarding of Date. Maintenance At this point, IEDA "Contract End Date" financial At this point, IEDA Period will review the Project is the date stated in assistance to the will review the Completion to verify that it was IEDA's written Recipient for the Project to verify Date. The maintained in Notice of Final Project. compliance with Project must be compliance with Contract Closeout Contract terms and maintained in Contract terms and that is issued obligations. Iowa for this period of time. obligations. pursuant to Article 1. (d) Complete Project by Project Completion Date. By the Project Completion Date, Recipient shall complete the Project, make the total investment it pledged for the Project and in accordance with the Award Budget as detailed in Exhibit C - Description of the Project and Award Budget, and comply with all other performance requirements described in this Contract. (e) Total Project Costs. By the Project Completion Date, Recipient shall have completed the Project with a Total Project Cost as detailed in Exhibit C - Description of the Project and Award Budget. (f) Maintain Project through Maintenance Period Completion Date. Recipient shall maintain the Project through the Maintenance Period Completion Date. (g) Maintain Project in Iowa During Contract Period. The Recipient shall at all times preserve and maintain its existence as a corporation in good standing and maintain the Project in Iowa. The Recipient will preserve and keep in force and effect all licenses, permits, franchises, approvals, patents, trademarks, trade names, trade styles, copyrights and other proprietary rights necessary to the proper conduct of its respective business. 7.2 Taxes and Insurance. (a) Pay Taxes and Assessments. The Recipient shall duly pay and discharge all taxes, rates, assessments, fees, and governmental charges upon or against its properties, in each case before the same Contract # 20-HQJP-016 - 13 - Fmt Approved 10/2018 Page 148 of 242 become delinquent and before penalties accrue thereon, unless and to the extent that the same are being contested in good faith and by appropriate proceedings and adequate reserves are provided therefore. (b) Maintain Insurance. The Recipient shall insure and keep insured in good and responsible insurance companies all insurable property owned by it which is of a character usually insured by Persons similarly situated and operating like properties against loss or damage from such hazards or risks as are insured by Persons similarly situated and operating like properties, and the Recipient shall insure such other hazards and risks, including employers' and public liability risks in good and responsible insurance companies as and to the extent usually insured by Persons similarly situated and conducting similar business. The Recipient will, upon request of IEDA, furnish a certificate setting forth in summary form the nature and extent of the insurance maintained pursuant to this Article. 7.3 Preserve Project and Protect Security. (a) Maintenance of Properties. The Recipient shall maintain, preserve and keep its properties in good repair, working order and condition, ordinary wear and tear excepted, and will from time to time make all needful and proper repairs, renewals, replacements, additions and betterments thereto so that at all times the efficiency thereof shall be fully preserved and maintained in accordance with prudent business practices. (b) Restrictions on Security. If Security is required pursuant to Article 5 of this Contract, the Recipient shall not, without prior written disclosure to IEDA and prior written consent of IEDA, which shall not be unreasonably withheld, directly or indirectly: 1. Sell, transfer, convey, assign, encumber or otherwise dispose of any of the Secured Property for this Project. 2. Place or permit any restrictions, covenants or any similar limitations on the Secured Property or in the Security Documents for the Project. 3. Remove from the Project site or the State all or any part of the Secured Property. 4. Create, incur or permit to exist any lien of any kind on the Secured Property. 7.4 Recipient Changes. (a) No Changes in Recipient Operations. The Recipient shall not materially change the Project or the nature of the business and activities being conducted or proposed to be conducted by Recipient, as described in the Recipient's approved Financial Assistance Application, Exhibit A of this Contract, unless approved in writing by IEDA prior to the change. (b) Changes in Recipient Ownership, Structure and Control. The Recipient shall not materially change the ownership, structure, or control of the business if it would adversely affect the Project. This includes, but is not limited to, entering into any merger or consolidation with any person, firm or corporation or permitting substantial distribution, liquidation or other disposal of assets directly associated with the Project. Recipient shall provide IEDA with advance notice of any proposed changes in ownership, structure or control. The materiality of the change and whether the change adversely affects the Project shall be as reasonably determined by IEDA. 7.5 Required Reports. (a) Review of Reports. The Recipient shall prepare, sign and submit required reports, in the form and content required by IEDA, as specified in this Contract. Contract # 20-HQJP-016 - 14 - Fmt Approved 10 2018 Page 149 of 242 (b) Reports. The Recipient shall prepare, sign and submit the following reports to the IEDA throughout the Contract period: Report Due Date Annual Project Status Report July 31st for the period ending June 30th The Annual Project Status Report will collect information from the Recipient about the status of the Project. End of Project Report Within 30 days of Project Completion Date The End of Project Report will collect information from the Recipient about the completed Project. End of Maintenance Period Report Within 30 days of the end of the Maintenance Period Completion Date The End of Maintenance Period Report will collect information from the Recipient's continued maintenance of the Project. (c) Additional Reports, Financial Statements as Requested by IEDA. The IEDA reserves the right to require more frequent submission of reports if, in the opinion of the IEDA, more frequent submissions would provide needed information about Recipient's Project performance, or if necessary in order to meet requests from the Iowa General Assembly, the Department of Management or the Governor's office. At the request of IEDA, Recipient shall submit its annual financial statements completed by an independent CPA, or other financial statements including, but not limited to, income, expense, and retained earnings statements. 7.6 Compliance with Laws. (a) State, local and federal laws. Recipient shall comply in all material respects with the requirements of all applicable federal, state and local laws, rules, regulations and orders. (b) Environmental laws. Recipient shall comply in all material respects with all applicable environmental, hazardous waste or substance, toxic substance and underground storage laws and regulations, and the Recipient shall obtain any permits or licenses and shall acquire or construct any buildings, improvements, fixtures, equipment or its property required by reason of any applicable environmental, hazardous waste or substance, toxic substance or underground storage laws or regulations. (c) Nondiscrimination laws. Recipient shall comply in all material respects with all applicable federal, state, and local laws, rules, ordinances, regulations and orders applicable to the prevention of discrimination in employment, including the administrative rules of the Iowa Department of Management and the Iowa Civil Rights Commission which pertain to equal employment opportunity and affirmative action. (d) Worker rights and safety. The Recipient shall comply in all material respects with all applicable federal, state and local laws, rules, ordinances, regulations and orders applicable to worker rights and worker safety. (e) Immigration laws. Recipient shall only employ individuals legally authorized to work in this State. Contract # 20-HQJP-016 - 15 - Fmt Approved 10i2018 Page 150 of 242 In addition to any and all other applicable penalties provided by current law, all or a portion of the Award is subject to recapture by IEDA if Recipient is found to employ individuals not legally authorized to work in the State of Iowa. (f) Compliance with IEDA's Administrative Rules. Recipient shall comply with IEDA's administrative rules for the programs under which assistance is provided to the Project and rules governing administration of this Contract. 7.7 Inspection and Audit. The Recipient shall permit the IEDA and its duly authorized representatives, at such reasonable times and reasonable intervals as the IEDA may designate, to: (a) Conduct site visits and inspect the Project. (b) Audit financial records related to the Project. (c) Examine and make copies of the books of accounts and other financial records of the Recipient related to the Project. (d) Discuss the affairs, finances and accounts of the Recipient with, and to be advised as to the same by, its officers, and independent public accountants. By this provision, the Recipient authorizes such accountants to discuss with the IEDA and the IEDA' s duly authorized representatives the finances and affairs of the Recipient. 7.8 Maintenance and Retention of Records. (a) Maintain Accounting Records. The Recipient is required to maintain its books, records and all other evidence pertaining to this Contract in accordance with GAAP and such other procedures specified by IEDA. (b) Access to Records. Records to verify compliance with the terms of this Contract shall be available at all times, and made available to IEDA and its designees at places and times designated by IEDA, for the duration of this Contract and any extensions thereof. Recipient shall make its records available to: (i) IEDA; (ii) IEDA's internal or external auditors, agents and designees; (iii) the Auditor of the State of Iowa; (iv) the Attorney General of the State of Iowa; (v) the Iowa Division of Criminal Investigations and any other applicable law enforcement agencies. (c) Records Retention Period. Recipient shall retain the records for a period of three (3) years from the Contract End Date, unless the records are the subject of an audit, investigation, or administrative or legal proceeding. In those instances, the records shall be retained until the audit, investigation or proceeding has been resolved. 7.9 Required Notices from Recipient to IEDA. (a) Notice of Major Changes. Recipient shall provide IEDA with written notice within thirty (30) days of the occurrence of: (a) any event that has a material adverse effect on Recipient's ability to complete the Project in accordance with the terms of this Contract; (b) the termination of the business conducted at the Project; (c) a material modification of the nature of the business conducted at the Project; and (d) the transfer of the Project or any material interest in the Project in connection with financing or refinancing the Project. (b) Notice of Proceedings. Without limiting Section 7.9(a), Recipient shall promptly provide IEDA with written notice within ten (10) days of the occurrence of any claims, lawsuits, bankruptcy proceedings, or other proceedings brought against Recipient that have a material adverse effect on Recipient's ability to Contract # 20-HQJP-016 - 16 - Fmt Approved 10 2018 Page 151 of 242 complete the Project in accordance with the terms of this Contract. 7.10 Indemnification. The Recipient shall indemnify, defend and hold harmless the IEDA; the State of Iowa; its departments, divisions, agencies, sections, commissions, officers, employees and agents from and against all losses, liabilities, penalties, fines, damages and claims ,including taxes, and all related costs and expenses ,including reasonable attorneys' fees and disbursements and costs of investigation, litigation, settlement, judgments, interest and penalties, arising from or in connection with any of the following: (a) Any claim, demand, action, citation or legal proceeding arising out of or resulting from the Project; (b) Any claim, demand, action, citation or legal proceeding arising out of or resulting from a breach by the Recipient of any representation, warranty or covenant made by the Recipient in this Contract; (c) Any claim, demand, action, citation or legal proceeding arising out of or related to occurrences that the Recipient is required to insure against as provided for in this Contract; and (d) Any claim, demand, action, citation or legal proceeding which results from an act or omission of the Recipient or any of its agents in its or their capacity as an employer of a person. 7.11 Repayment of Unallowable Costs. Recipient shall repay any Award received or realized that is determined by IEDA, its auditors, agents or designees, the Auditor of the State of Iowa, or similar authorized governmental entity to be unallowable under the terms of this Contract. 7.12 Ongoing Fees Based on Claims. For the duration of this Contract and for as long as Recipient claims or applies for benefits against its Iowa tax liability under this Contract, Recipient shall remit to the Authority a compliance cost fee equal to one-half of 1 percent of the value of the Tax Incentives claimed pursuant to this Contract. The fee shall be due and payable upon filing the Recipient's annual tax return for each tax year in which the Recipient claims Tax Incentives under this Contract. ARTICLE 8: COVENANTS OF THE COMMUNITY For the duration of this Contract, the Community covenants to IEDA as follows: 8.1 Local Match. The Community shall provide the local financial assistance for the Project as described in Exhibit C, Project Description and Award Budget. 8.2 Notice to IEDA. In the event the Community becomes aware of any material alteration in the Project, initiation of any investigation or proceeding involving the Project, any change in the Recipient's ownership, structure or operation, or any other similar occurrence, the Community shall promptly provide written notice to IEDA. ARTICLE 9: DEFAULTS AND REMEDIES 9.1 Default by Recipient. An unremedied Event of Default may result in termination of this Contract and repayment of all or a portion of the Award Funds disbursed to Recipient and the value of the Tax Incentives actually received, plus applicable default interest and costs. (a) Events of Default Any one or more of the following shall constitute an "Event of Default" under this Contract: 1. Nonpayment. Failure to make a payment when due of any Loan or other payment required by Contract # 20-HQJP-016 - 17 - Fmt Approved 10,2018 Page 152 of 242 this Contract whether by lapse of time, acceleration or otherwise; or 2. Noncompliance with Covenants. Default in the observance or performance of any covenant set forth in Article 7, for more than twenty (20) business days; or 3. Noncompliance with Security Documents. Default in the observance or performance of any term of any Security Document if required in Article 5 beyond any applicable grace period set forth therein; or 4. Noncompliance with Contract. Default in the observance or performance of any other provision of this Contract; or 5. Material Misrepresentation. Any representation or warranty made by the Recipient in this Contract or in any statement or certificate furnished by it pursuant to this Contract, or made in Exhibit A, Recipient's Financial Assistance Application, or in connection with any of the above, proves untrue in any material respect as of the date of the issuance or making thereof; or 6. Security Deficiencies. Any of the Security Documents that represent the Security pledged by Recipient to secure this Contract fails for any reason to create a valid and perfected priority security interest in favor of the IEDA; or 7. Judgment. Any judgment or judgments, writ or writs or warrant or warrants of attachment, or any similar process or processes entered or filed against the Recipient or against any of its property and remains unvacated, unbonded or unstayed for a period of 30 days which materially and adversely affects Recipient's ability to perform its obligations under this Contract; or 8. Adverse Change in Financial Condition. Any change occurs in the financial condition of the Recipient which would have a material adverse effect on the ability of the Recipient to perform under this Contract; or 9. Bankruptcy or Similar Proceedings Initiated. Either the Recipient shall (i) have entered involuntarily against it an order for relief under the United States Bankruptcy Code, as amended, (ii) not pay, or admit in writing its inability to pay, its debts generally as they become due, (iii) make an assignment for the benefit of creditors, (iv) apply for, seek, consent to, or acquiesce in, the appointment of a receiver, custodian, trustee, examiner, liquidator or similar official for it or any substantial part of its property, (v) commence any proceeding seeking to have entered against it an order for relief under the United States Bankruptcy Code as amended, to adjudicate it insolvent, or seeking dissolution, winding up, liquidation, reorganization, arrangement, adjustment or composition of it or its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors or fail to file an answer or other pleading denying the material allegations of any such proceeding filed against it, or (vi) fail to contest in good faith any appointments or proceeding described below; or 10. Appointment of Officials. A custodian, receiver, trustee, examiner, liquidator or similar official is appointed for either the Recipient or any substantial part of any of its respective property, or a proceeding described above is commenced against the Recipient and such appointment continues undischarged or such proceeding continues undismissed or unstayed for a period of sixty (60) days; or 11. Insecurity. IEDA in good faith deems itself insecure and reasonably believes, after consideration of all the facts and circumstances then existing, that the prospect of payment and satisfaction of the obligations under this Contract, or the performance of or observance of the covenants in this Contract, is or will be materially impaired; or 12. Failure to Submit Required Reports. The Recipient fails to submit complete reports by the Contract # 20-HQJP-016 - 18 - Fmt Approved 10/2018 Page 153 of 242 required due dates as outlined in Article 7; or 13. Layoffs, Relocation or Closure. The Recipient or any Affiliate experiences a layoff or relocates or closes any of its facilities within the state of Iowa. For Modernization Projects, a reduction in the Bse Employment Level; or 14. Hiring workers not authorized to work in state. The Recipient fails to only employ only individuals legally authorized to work in the state of Iowa. If Recipient is found to knowingly employ individuals not legally authorized to work in the state of Iowa then, in addition to any and all other applicable penalties provided by current law, all or a portion of the assistance received is subject to repayment; or 15. Failure to Maintain Program Eligibility Requirements. Recipient fails to maintain a statutory eligibility requirement for a program providing assistance under this Contract. (b) Notice of Default and Opportunity to Cure. If IEDA has reasonable cause to believe that an Event of Default has occurred under this Contract, IEDA shall issue a written Notice of Default to the Recipient setting forth the nature of the alleged default in reasonable specificity and providing therein a reasonable period of time, which shall not be fewer than thirty (30) days from the date of the Notice of Default, during which the Recipient shall have an opportunity to cure, provided that cure is possible and feasible. (c) Remedies Available to IEDA. When an Event of Default has occurred and is not cured within the required time period, IEDA may, after written notice to Recipient: 1. Terminate this Contract. 2. Suspend or reduce pending and future disbursements. 3. Declare immediately due and payable without further demand, presentment, protest or notice of any kind the principal and any accrued interest on any outstanding Promissory Notes issued pursuant to this Contract, including both principal and interest and all fees, charges and other amounts payable under this Contract. 4. Require repayment of all or a portion of Award Funds disbursed. 5. Revoke or reduce authorized Tax Incentives. 6. Require full repayment of all or a portion of the value of Tax Incentives received. (d) Reserved. (e) Default Interest Rate. If an Event of Default occurs and remains uncured, a default interest rate of 6% shall apply to repayment of amounts due under this Contract. The default interest rate shall accrue from the first date Award Funds are disbursed or Tax Incentives are received. (f) Expenses. The Recipient agrees to pay to the IEDA all expenses reasonably incurred or paid by IEDA, including reasonable attorneys' fees and court costs, in connection with any Default or Event of Default by the Recipient or in connection with the enforcement of any of the terms of this Contract. 9.2 Default by Community. An unremedied Event of Default may result in termination of this Contract and repayment by Community of all or a portion of the pledged local match, plus applicable default interest and costs. Contract # 20-HQJP-016 - 19 - Fmt Approved 10/2018 Page 154 of 242 (a) Events of Default. Any one or more of the following shall constitute an "Event of Default by Community" under this Contract: 1. Noncompliance with Covenants. Default in the observance or performance of any covenants of the Community set forth in Article 8, for more than five (5) business days; or 2. Material Misrepresentation. Any representation or warranty made by the Community in this Contract or in any statement or certificate furnished by it pursuant to this Contract, or made by Community in Exhibit A, Recipient's Financial Assistance Application, or in connection with any of the above, proves untrue in any material respect as of the date of the issuance or making thereof. (b) Notice of Default and Opportunity to Cure. If IEDA has reasonable cause to believe that an Event of Default has occurred under this Contract, IEDA shall issue a written Notice of Default to the Community setting forth the nature of the alleged default in reasonable specificity and providing therein a reasonable period of time, which shall not be fewer than thirty (30) days from the date of the Notice of Default, during which the Community shall have an opportunity to cure, provided that cure is possible and feasible. (c) Remedies Available to IEDA. When an Event of Default by Community has occurred and is not cured within the required time period, IEDA may, after written notice to Community: 1. Suspend or reduce pending and future disbursements to Community. 2. Require payment by Community of the amount of local financial assistance pledged to the Project but not provided. (d) Expenses. The Community agrees to pay to the IEDA all expenses reasonably incurred or paid by IEDA including reasonable attorneys' fees and court costs, in connection with any Default or Event of Default by the Community or in connection with the enforcement of any of the terms of this Contract. ARTICLE 10: MISCELLANEOUS. 10.1 Choice of Law and Forum; Governing Law. (a) In the event any action or proceeding of a quasi-judicial or judicial nature is commenced arising out of or relating to this Contract, such action or proceeding shall be brought in Des Moines, Iowa, in the Iowa District Court for Polk County, if such court has jurisdiction. If, such court lacks jurisdiction and jurisdiction lies only in a United States District Court, the matter shall be commenced in the United States District Court for the Southern District of Iowa, Central Division. (b) This provision shall not be construed as waiving any immunity to suit or liability, in state or federal court, which may be available to the IEDA, the State of Iowa or its members, officers, employees or agents. (c) This Contract and the rights and duties of the parties hereto shall be governed by, and construed in accordance with, the internal laws of the State of Iowa without giving effect to any conflict of law principles that may require the application of the laws of another jurisdiction. 10.2 Contract Amendments. Neither this Contract nor any documents incorporated by reference in connection with this Contract, may be changed, waived, discharged or terminated orally, except as provided below: (a) Writing required. The Contract may only be amended if done so in writing and signed by all the parties. Examples of situations requiring an amendment include, but are not limited to, time extensions, Contract # 20-HQJP-016 - 20 - FmtApproved 10.2018 Page 155 of 242 budget revisions, and significant alterations of existing activities or beneficiaries. (b) IEDA review. Requests to amend this Contract shall be processed by IEDA in compliance with the IEDA's rules and procedures applicable to contract amendments. 10.3 Notices. Except as otherwise specified herein, all notices hereunder shall be in writing, including, without limitation by fax, and shall be given to the relevant party at its address, e-mail address, or fax number set forth below, or such other address, e-mail address, or fax number as such party may hereafter specify by notice to the other parties provided by United States mail, by fax or by other telecommunication device capable of creating a written record of such notice and its receipt. Notices hereunder shall be addressed: To the Recipient at: Lincoln Savings Bank Andrea Devore 508 Main Street Reinbeck, IA 50669 E-mail: devore@mylsb.com Telephone: 319.788.6441 To the IEDA at: Iowa Economic Development Authority Compliance 1963 Bell Avenue, Suite 200 Des Moines, Iowa 50315 Attention: Business Development - Compliance E-mail: Compliance@iowaeda.com Telephone: 515.348.6200 Facsimile: 877.631.7575 To the Community at: City of Waterloo Noel Anderson 715 Mulberry Street Waterloo, IA 50703 E-mail: noel.anderson@waterloo-ia.org Telephone: 319.291.4366 Each such notice, request or other communication shall be effective (i) if given by e-mail, when such e- mail is transmitted to the e-mail address specified in this Article and a confirmation of such e-mail has been received by the sender, (ii) if given by mail, five (5) days after such communication is deposited in the mail, certified or registered with return receipt requested, addressed as aforesaid or (iii) if given by any other means, when delivered at the addresses specified in this Article. 10.4 Headings. Article headings used in this Contract are for convenience of reference only and are not a part of this Contract for any other purpose. 10.5 Final Authority. The IEDA shall have the authority to reasonably assess whether the Recipient has complied with the terms of this Contract. Any IEDA determinations with respect to compliance with the provisions of this Contract shall be deemed final determinations pursuant to Iowa Code Chapter 17A, Contract # 20-HQJP-016 - 21 - Fmt Approved 10/2018 Page 156 of 242 Iowa Administrative Procedure Act. 10.6 Waivers. No waiver by IEDA of any default hereunder shall operate as a waiver of any other default or of the same default on any future occasion. No delay on the part of the IEDA in exercising any right or remedy hereunder shall operate as a waiver thereof. No single or partial exercise of any right or remedy by IEDA shall preclude future exercise thereof or the exercise of any other right or remedy. 10.7 Counterparts. This Contract may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute but one and the same instrument. 10.8 Survival of Representations. All representations and warranties made herein or in any other Contract document or in certificates given pursuant hereto or thereto shall survive the execution and delivery of this Contract and the other Contract documents and shall continue in full force and effect with respect to the date as of which they were made until all of Recipient's obligations or liabilities under this Contract have been satisfied. 10.9 Severability of Provisions. Any provision of this Contract which is unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provision in any other jurisdiction. In the event any provision of this Contract is held to be unenforceable as written, but enforceable if modified, then such provision shall be deemed to be amended to such extent as to be enforceable and it shall be enforced to that extent. All rights, remedies and powers provided in this Contract or any other Contract document may be exercised only to the extent that the exercise thereof does not violate any applicable mandatory provisions of law, and all the provisions of this Contract and any other Contract document are intended to be subject to all applicable mandatory provisions of law which may be controlling and to be limited to the extent necessary so that they will not render this Contract or any other Contract document invalid or unenforceable. 10.10 Successors and Assigns. This Contract shall be binding upon the Recipient and IEDA and their respective successors and assigns, and shall inure to the benefit of the IEDA and Recipient and their successors and assigns. 10.11 Nonassignment. This Contract shall not be assigned, in whole or in part, by Recipient unless approved in writing by IEDA. Any attempt by Recipient to assign this Contract other than as permitted herein shall be null and void. 10.12 Termination. This Contract can be terminated under any of the following circumstances: (a) Agreement of the Parties. Upon written agreement of the Recipient, the Community and IEDA. (b) Unremedied Event of Default. As a result of the Recipient's or Community's unremedied Event of Default pursuant to Article 9. (c) Termination or reduction in funding to IEDA. As a result of the termination or reduction of funding to IEDA as provided in Article 4.4(c). 10.13 Documents Incorporated by Reference. The following documents are incorporated by reference and considered an integral part of this Contract: 1. Exhibit A - 2. Exhibit B-1 Contract # 20-HQJP-016 Recipient's Financial Assistance Application (on file with IEDA), Application # BFAA-000258 High -Quality Jobs Program — Tax Credit Component Special Conditions - 22 - Fmt Approved 102018 Page 157 of 242 3. Exhibit C - Description of the Project and Award Budget 4. Exhibit D - Job Obligations 5. Exhibit E- Reserved 6. Exhibit F - Reserved 10.14 Order of Priority. In the case of any inconsistency or conflict between the specific provisions of this document and the exhibits, the following order of priority shall control: 1. Article 1 - 10 of this Contract. 2. Exhibit A - Recipient's Financial Assistance Application (on file with IEDA), Application # BFAA-000258 3. Exhibit B-1 High -Quality Jobs Program — Tax Credit Component Special Conditions 4. Exhibit C - Description of the Project and Award Budget 5. Exhibit D - Job Obligations 6. Exhibit E - Reserved 7. Exhibit F - Reserved 10.15 Integration. This Contract contains the entire agreement between the Parties relating to the Project. Any representations that may have been made before or after signing this Contract, which are not contained herein, are nonbinding, void and of no effect. None of the Parties has relied on any such prior representation in entering into this Contract. -This space intentionally left blank, signature page follows - Contract # 20-HQJP-016 - 23 - Fmt Approved 10/2018 Page 158 of 242 IN WITNESS WHEREOF in consideration of the mutual covenants set forth above and for other good and valuable consideration, the receipt, adequacy and legal sufficiency of which are hereby acknowledged, the parties have entered into this Contract and have caused their duly authorized representatives to execute this Contract, effective as of the latest date stated below (Contract Effective Date). FOR IEDA: FOR RECIPIENT: BY: BY: Deborah V. Durham, Director Signature Typed Name and Title Date Date FOR THE COMMUNITY: BY: Signature Typed Name and Title Date Contract # 20-HQJP-016 - 24 - Fmt Approved 10.2018 Page 159 of 242 LIST OF EXHIBITS Exhibit A - Recipient's Financial Assistance Application (on file with IEDA), Application # BFAA-000258 Exhibit B-1 High Quality Jobs Program — Tax Credit Component Special Conditions Exhibit C - Description of the Project and Award Budget Exhibit D - Job Obligations Exhibit E - Reserved Exhibit F - Reserved Contract # 20-HQJP-016 - 25 - Fmt Approved 10'2018 Page 160 of 242 EXHIBIT B —1 High Quality Jobs Program — Tax Credit Component Special Conditions to Contract # 20-HQJP-016 The following additional terms shall apply to the Contract: SECTION 1: ADDITIONAL DEFINITIONS. The following additional terms are defined in this Contract as follows: "Capital Investment" means the investment spent on depreciable assets. The minimum Capital Investment required for this Project is as stated in Section 2 of this Exhibit. The allowable categories of expenditures for purposes of calculating Capital Investment are described in IEDA's administrative rule 261 IAC 174.10. "Investment Qualifying for the Tax Credit" means new investment directly related to jobs created or retained by the start-up, location, expansion or modernization for this Project. "Qualifying Investment"means the statutorily -required minimum investment amount that must be made and maintained by the Recipient to receive High Quality Jobs Program Tax Incentives for this Project. This amount is as stated in Section 2 of this Exhibit. Not all expenditures count toward meeting the required Qualifying Investment. The categories of expenditures that can be included for purposes of meeting and maintaining statutorily -required investment requirements are described in 261 IAC 174.10. "Economically Distressed Area" means a county that ranks among the bottom 33 of all Iowa counties, as measured by either the average monthly unemployment level for the most recent 12-month period or the average annualized unemployment level for the most recent five-year period. SECTION 2: TERMS AND CONDITIONS OF THE AWARD 2.1 Award. The Recipient is awarded the following Tax Incentives through the High Quality Jobs Program, based on the minimum investment requirements described herein: $957,500. 2.2 Minimum Investment Requirements. As a condition of receiving Tax Incentives, the Recipient shall meet the following minimum investment requirements: (a) Capital Investment. $ 18,305,000 (b) Qualifying Investment. $ 17,435,000 (c) Investment Qualifying for Tax Credits. $ 16,360,000 2.3 Additional Tax Incentives. The Recipient is eligible for additional incentives pursuant to Iowa Code section 15.326, et. seq. The following Tax Incentives, in the maximum amounts shown for each authorized incentive, are also available to the Recipient: Contract # 20-HQJP-016 Exhibit B-1, Page 1 F'mtApproved 10,2018 Page 161 of 242 Authorized Incentives Included in Award Maximum Amt. Refund of Sales, Service, and Use Taxes. ❑ Yes $ 357,000 ❑ No Refund of Sales Taxes Attributable to Racks, Shelving, and Conveyor Equipment. ❑ Yes $ 0 1 No Corporate Tax Credit For Certain Sales Taxes Paid ❑ Yes $ 0 By Third Party Developer. ►1 No Investment Tax Credit (4%) $ 600,500 12 Yes ❑ No Research Activities Credit. ❑ Yes $ 0 /1 No Local Property Tax Exemption Provided by ❑ Yes $ 0 Community /1 No 2.4 Conditions for Authorized Incentives. The Recipient is responsible to seek these additional incentives through processes described in the applicable statutes and corresponding administrative rules, ordinances and procedures. The following conditions shall apply to the incentives described in section 2.3 of this Exhibit. (a) Refund Of Sales, Service And Use Taxes Paid To Contractors Or Subcontractors. The Recipient is eligible for a refund of sales, service and use taxes paid to contractors and subcontractors as authorized in Iowa Code section 15.331A (2011 Supplement). 1. The Recipient may apply for a refund of the sales and use taxes paid under Iowa Code chapters 422 and 423 for gas, electricity, water or sewer utility services, goods, wares, or merchandise, or on services rendered, furnished, or performed to or for a contractor or subcontractor and used in the fulfillment of a written contract relating to the construction or equipping of a facility of the Recipient. 2. Taxes attributable to intangible property and furniture and furnishings shall not be refunded. 3. To receive a refund of the sales, service and use taxes paid to contractors or subcontractors, the Recipient must: i. Inform the Iowa Department of Revenue (IDR) within two weeks of the Project Completion Date. ii. Make an application to IDR within one year after the Project Completion Date. (b) Reserved. (c) Reserved. Contract # 20-HQJP-016 Exhibit B-1, Page 2 Fmt Approved 10'2018 Page 162 of 242 (d) Investment Tax Credit. (e) (f) 1. The Recipient may claim an investment tax credit as provided in lowa Code section 15.333. Such credit may be claimed for a portion of the Qualifying Expenditures, as defined below in subparagraph (3), directly related to Job Obligations, as described in Exhibit D, of the start-up or location, expansion, or modernization of the business under this program. The credit shall be earned when the qualifying asset is placed in service. The Recipient shall not claim more than the amount authorized for this incentive as stated above and in Article 3 of the Contract. Any credit in excess of the tax liability for the tax year may be credited to the tax liability for the following seven years or until depleted, whichever occurs first. 2. The tax credit shall be amortized equally over a five-year period as specified below: January 1, 2019 —December 31, 2019 $ 120,100 January 1, 2020 — December 31, 2020 $ 120,100 January 1, 2021 — December 31, 2021 $ 120,100 January 1, 2022 — December 31, 2022 $ 120,100 January 1, 2023 — December 31, 2023 $ 120,100 3. Only Qualifying Expenditures are eligible for the investment tax credit. For purposes of this benefit, "Qualifying Expenditures" means: i. The purchase price of real property and any buildings and structures located on the real property. ii. The cost of improvements made to real property which is used in operation of the business. iii. The costs of machinery and equipment, as defined in Iowa Code section 427A.1(1) "e" and "j" purchased for use in the operation of the business and for which the purchase price may have been depreciated in accordance with GAAP. 4. If the Project includes leasing of new construction or major renovation of an existing building, the annual base rent paid to a third -party developer by Recipient must be for a period equal to the term of the lease agreement but cannot exceed the maximum term of the agreement, provided the cumulative cost of the base rent payments for that period does not exceed the cost of the land or the third -party developer's costs to build or renovate the building for the Recipient. Limitations to annual base rent shall only be considered when the Project includes the construction of a new building or the major renovation of an existing building. The Recipient shall enter into a lease agreement with the third -party developer for a minimum of five years. Reserved. Reserved. SECTION 3: ADDITIONAL COVENANTS In addition to the Covenants described in Article 7 of the Contract, the Recipient shall be bound to the additional covenants: Contract # 20-HQJP-016 Exhibit B-1, Page 3 Fmt Approved 10 2018 Page 163 of 242 3.1 Job Obligations. By the Project Completion Date, the Recipient shall create and/or retain the number of FTE Created Jobs and Retained Jobs included in, for Retained Jobs, and above, for Created Jobs, the Recipient's Base Employment Level, as detailed in Exhibit D — Job Obligations, and maintain the jobs through the Maintenance Period. 3.2 Wage Obligations. The Qualifying Wage Threshold rates specific to this Contract that must be met are stated in Exhibit D, Job Obligations. By the Project Completion Date and through the Maintenance Completion Period Date, the Recipient shall: (a) For Projects in Economically Distressed Areas or at a designated Grayfield Site, the Qualifying Wage Threshold requirement applicable to all phases of the Project is 100% of the Qualifying Wage Threshold. (b) For Projects at a designated Brownfield Site, the Qualifying Wage Threshold requirement applicable to all phases of the Project is 90% of the Qualifying Wage Threshold. (c) For all other Projects: 1. For the Created Jobs, pay 100% of the Qualifying Wage Threshold at the start of the Project Completion Period, at least 120% of the Qualifying Wage Threshold by the Project Completion Date, and at least 120% of the Qualifying Wage Threshold until the Maintenance Period Completion Date. 2. For the Retained Jobs, pay at least 120% of the Qualifying Wage Threshold throughout both the Project Completion Period and the Maintenance Period. 3.3 Provide Sufficient Benefits. The Recipient shall provide Sufficient Benefits to all employees included as part of the job and wage obligations. SECTION 4: ADDITIONAL DEFAULT PROVISIONS In addition to the default provisions included in Article 9 of the Contract, the following default provisions shall apply: 4.1 Repayment of Tax Incentives Received - High Quality Jobs Program. IDR is the state agency responsible for collecting the value of any Tax Incentives received in violation of the terms of this Contract. The Community is the party responsible for collecting the value of the local tax incentives received in violation of this Contract. IEDA will determine if the Recipient has met the terms of this Contract. If there is an unremedied Event of Default, IEDA will provide written notice to IDR and the Community. Calculation of the amount owed may be based on a sliding scale in certain circumstances and may include interest assessed by IDR. Those circumstances are as follows: (a) Failure to Meet Job Obligations by Project Completion Date. If the Recipient does not meet its Job Obligations as detailed in Exhibit D, Job Obligations by the Project Completion Date, the repayment amount shall be the same proportion as the amount of the shortfall in created jobs. For example, if the business creates 50 percent of the jobs required, the business shall repay 50 percent of the incentives received. For Modernization Projects, Recipient shall maintain the Base Employment Level. Any job loss may result in a proportional reduction or repayment of incentives received. Upon repayment of the amount due, IEDA will reduce the Recipient's Job Obligations. The reduced Job Obligations must be maintained through the Maintenance Period Completion Date. Contract # 20-HQJP-016 Exhibit B-1, Page 4 Fmt Approved 10/2018 Page 164 of 242 (b) Job shortfall at Maintenance Period Completion Date. If the Recipient does not maintain its adjusted Job Obligations through the Maintenance Period Completion Date, Recipient shall repay an additional percentage of the Tax Incentives it has received. The amount to be repaid will be calculated as described in subsection (a) above. (c) Qualifying Investment. If the Business does not meet its Qualifying Investment requirement as defined in Section 2 of this Exhibit, the repayment amount shall be the same proportion as the amount of the shortfall in required Qualifying Investment. For example, if the business meets 75 percent of the amount of required capital investment, the business shall repay 25 percent of the amount of the incentives received. (d) Less than Total Project Cost at Project Completion Date. If the Recipient does not complete the Project with a Total Project Cost as stated in Exhibit C, Project Description and Award Budget, by the Project Completion Date Recipient shall repay a portion of the Tax Incentives received. For example, if the Recipient's required Total Project Cost is 10% less than pledged, 10% of the value of the Tax Incentives received, plus any interest assessed by IDR, must be repaid. (e) Repayment Amount If Shortfall in Job Obligations, Qualifying Investment and/or Less Than Total Project Cost. If the Recipient experiences a shortfall in two or more of its requirements related to Job Obligations, Qualifying Investment, or the Total Project Cost, IEDA will calculate the percentage owed for the Recipient's failure to meet each of the requirements. The higher of these amounts shall be the amount Recipient shall repay to IDR. (f) Selling, Disposing, or Razing of Property. If, within five years of purchase, the Recipient sells, disposes of, razes, or otherwise renders unusable all or a part of the land, building, or other existing structures for which an investment tax credit was claimed, the income tax liability of the Recipient for the year in which all or part of the property is sold, disposed of, razed, or otherwise rendered unusable shall be increased by one of the following amounts, plus any interest assessed by IDR: 1. 100% of the tax credit claimed if the property ceases to be approved for the tax credit within one full year after being placed in service. 2. 80% of the tax credit claimed if the property ceases to be approved for the tax credit within two full years after being placed in service. 3. 60% of the tax credit claimed if the property ceases to be approved for the tax credit within three full years after being placed in service. 4. 40% of the tax credit claimed if the property ceases to be approved for the tax credit within four full years after being placed in service. 5. 20% of the tax credit claimed if the property ceases to be approved for the tax credit within five full years after being placed in service. - End of Exhibit B — 1 - Contract # 20-HQJP-016 Exhibit B-1, Page 5 FmtApproved 10'2018 Page 165 of 242 DESCRIPTION OF THE PROJECT AND AWARD BUDGET (EXHIBIT C) Name of Recipient: Lincoln Savings Bank Name of Community: City of Waterloo Contract Number: 20-HQJP-016 PROJECT DESCRIPTION Lincoln Savings Bank will acquire and renovate the 4th and 5th floors of the Techworks 1 Building. AWARD BUDGET SOURCE OF FUNDS AMOUNT FORM USE OF FUNDS COST IEDA Programs *Land Acquisition HQJP Tax Credit 1See Below *Site Preparation *Building Acquisition City of Waterloo $550,000 Grant *Building Construction Business $17,755,000 Internal financing *Building Remodeling $16,250,000 Lease Payments *Mfg Machinery and Equipment *Other Machinery and Equipment $870,000 Racking, Shelving, etc. *Computer Hardware $110,000 Computer Software *Furniture and Fixtures $1,075,000 Working Capital Research and Development Job Training *included as capital investment if awarded tax credit program Total $18,305,000 Total $18,305,000 57,500 estimated benefit value OTHER FUNDING SOURCE OF FUNDS TOTAL AMOUNT FORM/TERM USED AS MATCH TIF Rebate Tax Rebate $3,237,066 70% over 20 years YES 260E Job Training In -Kind Contributions RISE RED Other Page 166 of 242 EXHIBIT D — JOB OBLIGATIONS Recipient: Lincoln Savings Bank Community: City of Waterloo Contract Number: 20-HQJP-016 This Project has been awarded Project Completion Assistance and Tax Incentives from the High Quality Jobs Program (HQJP) — Tax Credit Component. The chart below outline the contractual job obligations related to this Project. Data in the "Employment Base" column has been verified by IEDA and reflects the employment characteristics of the facility receiving funding before this award was made. Jobs to be retained as a part of this Project must be included in these calculations. Data in the "Jobs To Be Created" column outlines the new full-time jobs (including their wage characteristics) that must be added to the employment base and, if applicable, statewide employment base as a result of this award. At the Project Completion Date and through the Maintenance Period Completion Date, the Recipient must achieve, at a minimum, the numbers found in the "Total Job Obligations" column. HQJP JOB OBLIGATIONS Project Completion Date: November 30, 2022 Maintenance Period Completion Date: November 30, 2024 Employment Base Jobs To Be Created Total Job Obligations Total employment at project location 306 49 355 Average wage of total employment at project location $28.72 Qualifying Laborshed Wage threshold requirement (per hr) $18.49 (100%) Number of jobs at or above qualifying wage 210 40 250 Average Wage of jobs at or above qualifying wage $33.43 Notes re: Job Obligations 1. When determining the number of jobs at or above the qualifying wage, wages will include only the regular hourly rate that serves as the base level of compensation. The wage will not include nonregular forms of compensation such as bonuses, unusual overtime pay, commissions, stock options, pension, retirement or death benefits, unemployment benefits or other insurance, or other fringe benefits. 2. Employment Base includes 0 "Retained Jobs". 3. Employment Base includes all F 1L's in Iowa. The project proposes to move 130 existing employees from other Lincoln Savings Bank locations to this new location, in addition to creating 49 new full time positions. If the Recipient uses or proposes to use a non-standard work week (8 hours a day, 5 days a week, 52 weeks a year including holidays, vacation and other paid leave), check the box below and describe that alternative schedule. The alternative schedule must meet the requirements of 261 IAC 173.2.) If the box is not checked or if no alternative schedule is provided, IEDA will consider "Full-time Equivalent (FTE) Job" to mean the employment of one person for 8 hours per day for a 5-day, 40-hour workweek for 52 weeks per year, including paid holidays, vacations and other paid leave. ❑ The Recipient shall use an alternative work week for purposes of its employees described in the Contract. The alternative work week is as follows: [description]. Sufficient Benefits Deductible Requirements Recipient shall provide Sufficient Benefits with a maximum deductible of $1,700 for single coverage or $3,750 for family coverage. Page 167 of 242 CITY OF WATERLOO Council Communication Motion approving Final Quantity Summary for a net decrease of $153,274.73, in conjunction with the FY 2019 Asphalt Overlay Program, Contract No. 964, and authorizing the Mayor and City Clerk to execute said document. City Council Meeting: 12/30/2019 Prepared: 12/18/2019 REVIEWERS: Department Reviewer Action Date Engineering Knutson, Jamie Approved 12/18/2019 - 10:37 AM Clerk Office Even, LeAnn Approved 12/18/2019 - 11:45 AM ATTACHMENTS: Description Type ❑ Cont 964_Final Qty Summary Cover Memo SUBJECT: Submitted by: Summary Statement: Source of Funds: Motion approving Final Quantity Summary for a net decrease of $153,274.73, in conjunction with the FY 2019 Asphalt Overlay Program, Contract No. 964, and authorizing the Mayor and City Clerk to execute said document. Submitted By: Wayne Castle, PLS, PE, Associate Engineer This is the accumulated amount of adjustments from original to final quantities that were determined necessary during the construction of the project, which results in a net decrease to the total project cost. Local Option Sales Tax. Page 168 of 242 CITY OF WATERLOO, IOWA FINAL QUANTITY ADJUSTMENT PROJECT: F.Y. 2019 ASPHALT OVERLAY PROGRAM CONTRACT NO. 964 Date Prepared: December 11, 2019 AMOUNT: $153,274.73 DECREASE TO: ASPRO, INC. , Contractor You are hereby ordered to perform the following extra work on your contract dated May 6, 2019. A. Description of extra work to be done: Adjust original construction quantities to actual construction quantities. B. Reason for ordering extra work: As -built quantities varied for some bid items C. Settlement for cost of extra work to be made as follows: Compensation already made to contractor through bid items. See attached summary. TOTAL DECREASE $153,274.73 BY: ASPRO, INC Mayor ATTEST: Date CONTRACTOR BY4 2 V �z� J /)//,,/l 7 Date City Clerk TITLE: /'!l i'S 1szk' ni--T Date APPROVED: ity Engineer ate// FINAL QTY. ADJ. Cont # 964 Sheet 1 of 2 Page 169 of 2a 2 FY 2018 OVERLAY PROGRAM Contract No. 964 FINAL Period: 30 days after protect acceptance Did Item Bid Item Description Units Original old auermity Final quantity quantity Difference Aspro Unit Price Aspro Unit Price Extended Increase/Decrease 1 RAILROAD PROTECTIVE UASILIIY INSURANCE, CR RAILROAD L5 lA 1.00 0.0 $ 5,000.00 $ 5,D00.00 I $ - 2 TOPSOIL REMOVAL FROM PARKING, EARTHWORK 5Y 62.0 219.00 157.0 $ 50.00 $ 10,950.00 I $ 7,850.00 3 STORM SEWER 10"TRUSS LF 5.0 - -5.0 $ 16500 $ _ _ $ (925.00) 4 SUBDRAIN OUTLETS AND CONNECTIONS, CMP, 6 INCH EACH 2.0 - -2,0 $ 350.00 $ - $ (700.00) 5 CONNECTION TO EXISTING INTAKE, MANHOLE OR p1PE EAcH 1.0 0,0 -1.0 $ 1,850.00 $ - $ (1,850.00) 6 REMOVE MANHOLE OR INTAKE, STORM EACH 1.0 0.0 -1.0 $ 1,275.00 $ - $ (1,275.00) 7 INTAKE,SW-509, REMOVE AND REPLACE TOP ONLY EACH 3.0 0.0 -3.0 $ 5,225.00 $ - -$ (15,675.00) 8 INTAKE, SW-509 EACH 1.0 0.0 -1.0 $ 7,250.00 $ - $ (7,250.00) 9 INLET,E-1-C, REMOVE AND REPLACE BOXOUT EACH 1.0 1.0 0.0 $ I,895.00 $ 1,895.00 $ - 30 FURNISH AND INSTALL MANHOLE RING AND COVER EACH 3.0 1,0 -2,0 $ 1,200A0 $ 1,200.00 $ (2,400.00) 11 GSTING EXFENTION RING {INLET) EACH 2.0 0.0 -2.0 $ 250.00 $ - $ (500,00) 12 CASTING EXTENTION RING (MANHOLE] EACH 104.0 114.0 10.0 $ 650.00 $ 74,100.00 $ 6,500.06 13 REMOVE AND REPLACE MANHOLEBO%OUT EACH 13.0 2.11 -11.0 $ 1,825.00 $ 3,650.00 $ (20,075.00) 14 PAVEMENT, HMA 1.5", STANDARD TRAFFIC(ST) SURFACE, 1/2" MIX, PG 58-285, 75% CR., NO FRICTION REGD. TON 960.84 1106.0 145.2 $ 129.00 $ 142,674.00 $ 18,725.64 15 PAVEMENT, HMA, 3.0", STANDARD TRAFFIC(ST) INTERMEDIATE, 1f2' MIS, PG 58-285, 60% CR. TON 1,368.07 1123.1 -245.0 $ 127.70 $ 143,41732 $ (31,21.15.22) 16 HMA PAVEMENT SAMPLES AND TESTING F5 1.0 1,0 0A $ 9,850.00 $ 9,850.00 $ 17 REMOVALDF SIDEWALK AND DRIVEWAY Sr 6,698.7 6399.8 -298.9 $ 4.85 $ 31,039.03 $ (1,449.67) 18 SIDEWALK, PCC C-4, 41NCH, C-4 SF 3,330.1 3384.6 54.5 $ 6.25 $ 21,153.75 $ 340.63 19 SIDEWALK, PCC C-4, 61NCH PEDESTIAN RAMP, C-4 SF 3,086.5 3245.5 159.0 $ 7.85 $ 25,477.18 $ 1,248.15 20 DETECTABLE WARNING SF 578.0 476.0 -102.0 $ 42.0D $ 19,992.00 $ (4,284.00) 21 CURB AND GUTTER, 24 IN WIDE, IQS INCH THICK, PCC C-4, REMOVE AND REPLACE LF 688.4 627.8 -606 $ 48.00 $ 30,134.40 $ (7,906.80) 22 CURD AND GUTTER, 241N WIDE, 32 INCH THICK, PCC C-4, REMOVE AND REPLACE LF 27.6 0.0 -27,6 $ 60,00 $ - $ (1,656.00) 23 SURFACE PATCH TON 115.0 4.1 -110.9 $ 256.0D $ 1,022.50 $ (27,727.50) 24 CRACK AND SEAT SY 63,788.0 63788.0 0.0 $ 3.44 $ 219,436.72 $ - 25 MILL WEDGE EACH 40.0 56.0 16.0 $ 2,606.00 $ 145,606.00 $ 41,60D.00 26 PAINTED PAVEMENTMARKINGS,SOLVENT/WATERBOURNE STA 733.43 515.4 -218.1 $ 55.00 $ 26,345.90 $ (11,992.75) 27 PRECUT SYMBOLS AND LENGENDS EACH 14.0 16.0 2.0 $ 500.00 $ 8,000.00 $ 1,000,00 28 TEMPORARYTRAFFIC CONTROL L$ 18 1.0 0.0 $ 134,760.00 $ 134,760.00 $ - 29 IIYDRAULICSEEDING, SEEDING, FERTILIZING AND MULCHING SY 62.0 0.0 -62.0 5 10.00 $ - $ (620.00) 1001 PAVEMENT SCARIFICATION SY 401.3 937.7 536.4 $ 6.95 $ 6,517.02 $ 3,727.98 1002 CURB AND GUTTER, 24 IN WIDE, 7.5 INCHTHICK,PCC C-4, REMOVE AND REPLACE LF 71.7 71.7 OA $ 60.00 $ 4,302.00 $ - 1003 DRIVEWAY, 5INCH, PCC C-4, REMOVE AND REPLACE SY 28.3 28.3 0.0 $ 62.25 $ 1,761.66 $ - 1004 TEMPORARY TRAFFIC CONTROL -SUNSET ROAD L5 1.0 1.0 0.0 $ 500.00 $ 500.00 $ - 2001 PAVEMENT, HMA 1.5", STANDARD TRAFFIC (HT) SURFACE, 1f2" MIS, PG 58-285, 75% CR., NO FRICTION REDD. TON 7,195.0 7480.14 285.1 $ 132.68 $ 992,464.98 $ 37,832.38 2002 PAVEMENT, HMA, 3.0", STANDARD TRAFFIC (HT) INTERMEDIATE, 1/2" MIX, PG 58-285, 60% CR. TON 10,360.0 9298.0 -1,062.0 $ 131.38 $ 1,221,571.24 $ (139,525,56) 3001 INTAKE, SW-509, REPAIR TOP ONLY EACH 4.0 4.0 0,0 $ 2,475,00 $ 9,900.00 $ BID ITEMS TOTAL $ 3,294,709.70 $ (153,274.73) PAYMENTS: TOTAL PAYEST1MATE#1 $ 383,239.07 PAY ESTIMATE/2 $ 45,087,73 PAY ESTMATE.13 $ 5,391.25 PAY ESTIMATE V4 $ 169,199.37 PAY ESTIMATE#5 $ 1,226,434.23 PAY ESTIMATE#6 5 31,753.50 PAY ESTIMATE#7 5 23,880.76 PAYESTIMATE#8 5 664,719,44 PAY ESTIMATE/9 5 538,208.91 PAY ESTIMATE#10 $ 44,058.9E RETAINAGE 5 164,735.44 TOTAL PAYMENTS $ 3,214,708,70 CHANGE ORDERS: TOTAL CHANGE ORDER#1 5 9,352.72 CHANGEORDER#2 S 64,602.40 CHANGE ORDER#3 $ 9,900.00 CHANGE ORDER TOTAL $ 83,B65.12 ORIGINAL CONTRACT AMOUNT $ 3,364,128.31 CHANGE ORDERS TOTAL $ 83,865.12 FINAL OUANTRY SUMMARY FINAL CONTRACT AMOUNT $ (153,274.73) 5 3,214,708.7G FINALOTY. ADJ. Cant. 8958 Page 170 eet 2 oof f 2 242 Sh CITY OF WATERLOO Council Communication Resolution approving Completion of Project and Recommendation of Acceptance of Work for work performed by Aspro, Inc., of Waterloo, Iowa, in the amount of $3,294,708.70, in conjunction with the FY 2019 Asphalt Overlay Program, Contract No. 964, and receive and file a two-year maintenance bond. City Council Meeting: 12/30/2019 Prepared: 12/18/2019 REVIEWERS: Department Reviewer Action Date Engineering Knutson, Jamie Approved 12/18/2019 - 10:38 AM Clerk Office Even, LeAnn Approved 12/18/2019 - 11:52 AM SUBJECT: Submitted by: Summary Statement: Source of Funds: Resolution approving Completion of Project and Recommendation of Acceptance of Work for work performed by Aspro, Inc., of Waterloo, Iowa, in the amount of $3,294,708.70, in conjunction with the FY 2019 Asphalt Overlay Program, Contract No. 964, and receive and file a two-year maintenance bond. Submitted By: Jamie Knutson, PE, City Engineer Aspro, Inc. has completed the above referenced project in accordance with the plans and specifications. Transmitted also to the Clerk's Office is the Maintenance Bond that guarantees to remedy any defects in workmanship or materials that may develop in said work within a period of two (2) years from the date of the acceptance of the work under said contract. Local Option Sales Tax Page 171 of 242 CITY OF WATERLOO Council Communication Motion approving Final Quantity Summary for a net decrease of $468,198.36 in conjunction with the FY 2018 Street Reconstruction Program, Contract No. 944, and authorizing the Mayor and City Clerk to execute said document. City Council Meeting: 12/30/2019 Prepared: 12/18/2019 REVIEWERS: Department Reviewer Action Date Engineering Knutson, Jamie Approved 12/18/2019 - 10:55 AM Clerk Office Even, LeAnn Approved 12/18/2019 - 11:46 AM ATTACHMENTS: Description Type ❑ Final Quantity Summary #944 Backup Material SUBJECT: Submitted by: Summary Statement: Source of Funds: Motion approving Final Quantity Summary for a net decrease of $468,198.36 in conjunction with the FY 2018 Street Reconstruction Program, Contract No. 944, and authorizing the Mayor and City Clerk to execute said document. Submitted By: Dennis Gentz, PE, Assistant City Engineer This is the accumulated amount of adjustments from original to final quantities that were determined necessary during the construction of the project, which results in a net decrease to the total project cost. Local Option Sales Tax. Page 172 of 242 CITY OF WATERLOO, IOWA FINAL QUANTITY ADJUSTMENT PROJECT: F.Y. 2018 STREET RECONSTRUCTION PROGRAM CONTRACT NO. 944 Date Prepared: December 18, 2019 AMOUNT: $468,198.36 DECREASE TO: ASPRO, INC. , Contractor You are hereby ordered to perform the following extra work on your contract dated April 16, 2018. A. Description of extra work to be done: Adjust original construction quantities to actual construction quantities. B. Reason for ordering extra work: As -built quantities varied for some bid items C. Settlement for cost of extra work to be made as follows: Compensation already made to contractor through bid items. See attached summary. TOTAL DECREASE $468,198.36 BY: ASPRO, INC Mayor Date CONTRACTOR ATTEST: City Clerk BYE id 2 /.A//e9p7 Date TITLE: /7/QJ,,J e c472, Date APPROVED: City Engineer a//a8.4/' FINAL QTY. ADJ. Cont #k4 Sheet 1 of 1 Page 173 of 242 F.Y. 2018 STREET RECONSTRUCTION PROGRAM - CONTRACT NO. 944 FINAL QUANTITY SUMMARY UNIT ASPRO PLAN FINAL INCR/DECR INCR/DECR DIVISION I BASE BID - SECTION II UNIT $ QUANTITY QUANTITY QUANTITY AMOUNT 61 STORM SEWER, 2000D, 36" LF $129.50 80.00 0.00 (80.00) ($10,360.00) 62 STORM SEWER, 2000D, 30" LF $120.00 42.00 14.00 (28.00) ($3,360.00) 63 STORM SEWER, 2000D, 24" LF $65.00 308.00 294.00 (14.00) ($910.00) ($6,156.60) 64 STORM SEWER, 2000D, 21" LF $99.30 62.00 0.00 (62.00) 65 STORM SEWER, 2000D, 18" LF $56.00 536.00 548.50 12.50 $700.00 66 STORM SEWER, 2000D, 15" LF $45.50 523.00 334.50 (188.50) ($8,576.75) 67 STORM SEWER, 2000D, 12" LF $44.00 2,310.90 2,297.00 (13.90) ($611.60) 68 STORM MANHOLE, SW-401, 48" EACH $4,100.00 15.00 19.00 4.00 $16,400.00 69 STORM MANHOLE, SW-401, 60" EACH $6,200.00 2.00 4.00 2.00 $12,400.00 70 STORM MANHOLE, SW-406 EACH $4,850.00 14.00 6.00 (8.00) ($38,800.00) 71 OPEN SIDED AREA INTAKE, SW-513 EACH $6,850.00 1.00 0.00 (1.00) ($6,850.00) $1,050.00 72 REMOVE EXISTING STRUCTURE EACH $525.00 60.00 62.00 2.00 73 TYPE E-1-C INLET EACH $2 575.00 36.00 32.00 (4.00) ($10,300.00) 74 TYPE E-2-C INLET EACH $3,550.00 23.00 25.00 2.00 $7,100.00 75 TYPE E-3-C INLET EACH $5,075.00 4.00 3.00 (1.00) ($5,075.00) $4,500.00 76 SW-507, REMOVE AND REPLACE SPECIAL SHAPING EACH $1,500.00 1.00 4.00 3.00 77 REM/REPL INLET BOXOUT, E-1-C EACH $1,095.00 11.00 10.00 (1.00) ($1,095.00) $0.00 78 REM/REPL INLET BOXOUT, E-2-C EACH $1,445.00 8.00 8.00 0.00 79 TAP AND COLLAR STRUCTURE OR PIPE EACH $1,375.00 2.00 6.00 4.00 $5,500.00 80 INSULATE EXISTING COPPER WATER SERVICE EACH $985.00 7.00 0.00 (7.00) ($6,895.00) 81 FURNISH AND INSTALL MANHOLE RING AND COVER EACH $875.00 5.00 0.00 (5.00) ($4,375.00) 82 FURNISH AND INSTALL SW-603 TYPE Q GRATE EACH $1,500.00 1.00 1.00 0.00 $0.00 83 STORM WATER PROTECTION FOR STRUCTURES EACH $485.00 88.00 80.00 (8.00) ($3,880.00) 84 REMOVE STORM PIPE LESS OR EQUAL TO 36" LF $12.50 690.00 512.00 (178.00) ($2,225.00) 5001 ADD ON FOR MODIFIED E-3-C LS $1,800.00 1.00 1.00 0.00 $0.00 5002 STORM MANHOLE, SW-406, MATERIAL LS $1,200.00 1.00 1.00 0.00 $0.00 5003 MODIFIED SW-402 LS $1,500.00 1.00 1.00 0.00 $0.00 5004 STORM SEWER, DIP, 12" LS $1,000.00 1.00 1.00 0.00 $0.00 5005 ADD ON FOR MODIFIED E-1-C LS $1,320.00 1.00 1.00 0.00 $0.00 TOTAL BASE BID - DIVISION I SECTION II ($61,819.95) BID ITEM DESCRIPTION UNIT ASPRO PLAN FINAL INCR/DECR INCR/DECR DIVISION I BASE BID - SECTION III UNIT $ QUANTITY QUANTITY QUANTITY AMOUNT 85 RECONSTRUCT SANITARY SEWER, 15" LF $80.00 676.00 684.50 8.50 $680.00 86 RECONSTRUCT SANITARY SEWER, 12" LF $75.00 699.60 598.50 (101.10 ($7,582.50) 87 RECONSTRUCT SANITARY SEWER, 10" LF $65.00 1,312.00 1,665.50 353.50 $22,977.50 88 RECONSTRUCT SANITARY SEWER, 8" LF $70.00 1,871.00 1,823.50 (47.50) ($3,325.00) 89 REMOVE AND REPLACE SANITARY SEWER, 8" LF $250.00 15.00 0.00 (15.00) ($3,750.00) 90 SANITARY SEWER SERVICE, 6" LF $43.20 1,885.00 2,009.00 124.00 $5,356.80 91 STANDARD SANITARY MANHOLE, SW-301, 48" EACH $4,300.00 23.00 25.00 2.00 $8,600.00 92 STANDARD SANITARY DROP MANHOLE, SW-301 48" EACH $9,000.00 1.00 1.00 0.00 $0.00 93 REMOVE EXISTING STRUCTURE, SANITARY MANHOLE EACH $490.00 14.00 17.00 3.00 $1,470.00 94 FURNISH AND INSTALL MANHOLE RING AND COVER EACH $775.00 3.00 0.00 (3.00) ($2,325.00) 95 TAP AND COLLAR SANITARY MANHOLE EACH $3 000.00 1.00 0.00 (1.00) ($3,000.00) $400.00 96 ABANDON SANITARY SEWER, 10" LF $20.00 280.00 300.00 20.00 97 MAJOR ADJUSTMENT SANITARY MANHOLE EACH $3 500.00 3.00 0.00 (3.00) ($10,500.00) ($2,408.00) 98 TRACE SANITARY SEWER SERVICE EACH $344.00 11.00 4.00 (7.00) 99 DYE TEST INVESTIGATION EACH $70.00 26.00 8.00 (18.00) ($1,260.00) 100 UNDERGROUND INVESTIGATION -SANITARY EACH $426.00 8.00 6.00 (2.00) ($852.00) 58 PRAIRIE FIRE FLOWERING CRABAPPLE, 2.5" DIA CALIPER EACH $140.00 35.00 36.00 1.00 $140.00 59 TREE DRAINAGE WELLS EACH $85.00 35.00 36.00 1.00 $85.00 3001 1213 MANSON SANITARY SERVICE LS $13,796.00 1.00 1.00 0.00 $0.00 4001 WASTE SOIL DISPOSAL FROM KINGBARD TREE PITS LOAD $82.50 18.00 18.00 0.00 $0.00 4002 TOPSOIL FOR KINGBARD TREE PITS LOAD $110.00 10.00 10.00 0.00 $0.00 4003 ADDITIONAL LABOR/EQUIPMENT FOR KINGBARD TREE PITS HOUR $66.00 29.00 29.00 0.00 $0.00 TOTAL BASE BID - DIVISION I SECTION III $4,706.80 Page - 2 12/1Page 174 of 242 1:42 PM Page - 3 F.Y. 2018 STREET RECONSTRUCTION PROGRAM --- CONTRACT NO. 944 FINAL QUANTITY SUMMARY BID ITEM DESCRIPTION UNIT ASPRO PLAN FINAL INCR/DECR INCR/DECR ALTERNATE A UNIT $ QUANTITY QUANTITY QUANTITY AMOUNT 1A 2", HMA STANDARD TRAFFIC(ST) SURFACE, 1/2" MIX, PG 58-28S, 75% CR., NO FRICTION REQD. SY $11.00 49,715.10 49,707.20 (7.90) ($86.90) 2A 2.5", HMA STANDARD TRAFFIC(ST) INTERMEDIATE, 1/2" MIX PG 58-28S, 60% CR. SY $13.30 48,004.00 47,916.10 (87.90) ($1,169.07) 3A 4", HMA STANDARD TRAFFIC(ST) INTERMEDIATE, 1/2" MIX, PG 58-28S, 60% CR. SY $22.25 1,711.10 1,711.10 0.00 $0.00 4A 3", HMA STANDARD TRAFFIC(ST) BASE, 3/4" MIX, PG 58-28S, 60% CR. SY $15.00 49,715.10 49,627.20 (87.90) ($1,318.50) 5A CURB AND GUTTER, PCC, C-4, 24" WIDE, 7 1/2" THICK LF $15.50 35,202.80 35,611.70 408.90 $6,337.95 6A CURB AND GUTTER, PCC, C-4, 24" WIDE, 9" THICK LF $17.50 1,343.00 1,491.00 148.00 $2,590.00 7A COLD WEATHER CONCRETE PROTECTION SY $5.25 3,835.00 2,086.30 (1,748.70) ($9,180.68) 8A LINSEED OIL TREATMENT SY $5.50 3,285.00 1,580.00 (1,705.00) ($9,377.50) $0.00 9A PAVEMENT SAMPLES AND TESTING LS $7,000.00 1.00 1.00 0.00 10A EXCAVATION CY $11.25 23,030.00 22,631.20 (8.80) ($4,486.50) ($16,691.20) TOTAL ALTERNATE A DIVISION II - WATER MAIN Item No. Description ASPRO PLAN FINAL INCR/DECR INCR/DECR UNIT UNIT $ QUANTITY QUANTITY QUANTITY AMOUNT 1 Ductile iron water main, 6-inch dia., Class 52, with nitrile gaskets LF $67.95 1,371.00 1,327.00 (44.00) ($2,989.80) 2 Ductile iron water main removal LF $11.35 1,276.00 1,185.00 (91.00) ($1,032.85) 3 Gate valve and box, 6-inch dia. EACH $1,600.00 8.00 7.00 (1.00) ($1,600.00) 4 Tee (locking), 6-inch x 6-inch dia. EACH $700.00 2.00 2.00 0.00 $0.00 5 Cap or Plug, 6-inch dia. EACH $350.00 3.00 0.00 (3.00) ($1,050.00) $560.00 6 Megalugs, 6-inch dia. EACH $140.00 17.00 21.00 4.00 7 Concrete thrust blocking EACH $495.00 7.00 3.00 (4.00) ($1,980.00) 8 Hydrant removal EACH $810.00 5.00 6.00 1.00 $810.00 9 Hydrant assembly EACH $5,750.00 5.00 5.00 0.00 $0.00 10 Bend, 6-inch dia., any degree EACH $350.00 2.00 5.00 3.00 $1,050.00 11 Sleeve, 6-inch dia. EACH $340.00 3.00 2.00 (1.00) ($340.00) ($3,887.00) 12 Temporary PVC water main LF $23.00 1,410.00 1,241.00 (169.00) 13 Removal of PVC water main connections EACH $1 695.00 2.00 2.00 0.00 $0.00 _ 14 3/4" short side water service EACH $1,050.00 21.00 21.00 0.00 $0.00 15 3/4" long side water services EACH $1,350.00 8.00 7.00 (1.00) ($1,350.00) 16 Temporary water main drive over protection EACH $695.00 20.00 17.00 (3.00) ($2,085.00) WWW CO #1 Tie-in to existing water main (negotiated) LUMP SUM $2,250.00 1.00 1.00 0.00 $0.00 WWW CO #2 1" long side water services (negotiated) EACH $1,850.00 1.00 1.00 0.00 $0.00 Total amount -Division II ($13,894.65) DIVISION III - RAVENWOOD STORM SEWER RAVENWOOD RAVENWOOD BID ITEM DESCRIPTION UNIT ASPRO STORM SEWER STORM SEWER INCR/DECR INCR/DECR ALTERNATE B UNIT $ PLAN QTY FINAL QTY QUANTITY AMOUNT 1 CLEARING AND GRUBBING UNIT $50.00 160.00 160.00 0.00 $0.00 2 TOPSOIL, 4" SY $8.50 160.00 0.00 (160.00) ($1,360.00) 3 HYDROSEED SY $2.00 190.00 328.20 138.20 $276.40 4 STORM SEWER, 2000D, 12" LF $58.85 72.00 72.00 0.00 $0.00 5 TAP AND COLLAR STRUCTURE OR PIPE EACH $1,500.00 1.00 0.00 (1.00) ($1,500.00) 6 REMOVE STORM PIPE LESS OR EQUAL TO 36" LF $30.00 10.00 0.00 (10.00) ($300.00) 7 CIRCULAR AREA INTAKE, SW-512 EACH $2,250.00 1.00 1.00 0.00 $0.00 T TOTAL DIVISION III ($2,883.60) TOTAL DECREASE ($468,198.36) ORIGINAL CONTTRACT AMOUNT $7,168,904.23 CHANGE ORDER NO. 1 $2,475.00 CHANGE ORDER NO. 2 $550.00 WATERLOO WATER WORKS CHANGE ORDER $4,100.00 CHANGE ORDER NO. 3 $13,796.00 CHANGE ORDER NO. 4 $4,499.00 CHANGE ORDER NO. 5 $6,820.00 QUANTITY ADJUSTMENT ($468,198.36) FINAL CONTRACT AMOUNT $6,732,945.86 PAY ESTIMATES 1-26 $6,396,298.57 RETAINAGE 12/P'101167 175 242 $336,647.29 AMOUNT PAID CONTRACTOR of $6,732,945.86 1:42 PM wA Page - 1 F.Y. 2018 STREET RECONSTRUCTION PROGRAM - CONTRACT NO. 944 FINAL QUANTITY SUMMARY BID ITEM DESCRIPTION UNIT ASPRO PLAN FINAL INCR/DECR INCR/DECR UNIT $ QUANTITY QUANTITY QUANTITY AMOUNT DIVISION I BASE BID - SECTION I 1 CONSTRUCT, MAINTAIN, REMOVE TEMPORARY ACCESS & RESTORE SY $65.00 785.00 553.70 (231.301 56.80 ($15,034.50) $2,272.00 2 MISC. CURB AND GUTTER, PCC, 6", C-4 LF $40.00 6.20 63.00 3 REM/REP MISC. PCC, 7", C-4 SY $60.50 10.50 12.80 2.30 $139.15 4 REM/REP MISC. PCC, 6", C-4 SY $50.00 40.00 0.00 (40.001 ($2,000.00) 5 REM/REP CURB AND GUTTER, PCC, 7.5", C-4 LF $42.50 22.20 87.10 64.90 $2,758.25 6 REM/REP MISC.HMA,7 1/2" SY $114.80 19.60 51.10 31.50 $3,616.20 7 REMOVE AND REPLACE 3" HMA/6" PCC, C-4 SY $169.30 16.00 22.20 6.20 $1,049.66 8 REMOVE AND REPLACE 4.5" HMA/6" PCC, M-4 SY $174.80 128.10 39.10 89.00 $15 557.20 9 REMOVE/REPLACE MISC. SEALCOAT W/ 2" HMA SY $52.85 396.40 250.20 (146.20) ($7,726.67) 10 HMA DRIVEWAY APPROACH TON $200.00 3.00 3.42 0.42 $84.00 11 DRIVEWAY APPROACH AND S/W, 6" PCC, C-4 SY $46.75 1,205.70 1,209.30 3.60 $168.30 12 DRIVEWAY APPROACH AND S/W, 5" PCC, C-4 SY $46.25 3,235.10 3,615.30 380.20 $17,584.25 13 SIDEWALK, 4" PCC, C-4 SY $44.75 912.80 1,025.70 112.90 $5,052.28 14 PEDESTRIAN RAMP, PCC SIDEWALK, 6" PCC, C-4 SY $47.50 718.90 851.00 132.10 $6,274.75 15 PEDESTRIAN RAMP DETECTABLE WARNING SURFACE SF $39.35 1,095.80 1,103.20 7.40 $291.19 16 COMBINED RETAINING WALL -SIDEWALK MI-221 CY $1,150.00 7.00 4.93 (2.07) ($2,380.50) 17 CONCRETE PAVEMENT REMOVAL SY $4.65 50,410.30 50,430.60 20.30 $94.40 18 ASPHALT PAVEMENT REMOVAL SY $4.25 7,330.80 7,330.80 0.00 $0.00 19 SIDEWALK AND DRIVEWAY REMOVAL SY $4.65 5,209.70 5,248.60 38.90 $180.88 20 SIDEWALK REMOVAL SY $11.25 894.40 858.60 (35.80) ($402.75) 21 SAW CUT LF $6.00 3,396.50 4,082.70 686.20 $4,117.20 22 WOVEN GEOTEXTILE SY $3.50 46,109.70 19,752.00 (26,357.70) ($92,251.95) ($230,923.66) ($768.13) 23 MODIFIED SUBBASE TON $21.65 51,854.00 41,187.78 (10,666.22) 24 RECYLED ASPHALT PAVING TON $62.50 20.00 7.71 (12.29) 25 ROADSTONE, 3/4" TON $48.00 34.50 36.11 1.61 $77.28 26 DRAIN TILE, 6" LF $8.50 24,625.00 23,273.00 (1,352.00) ($11,492.00) ($5,368.00) ($320.00) $0.00 27 DRAIN TILE, 4" LF $8.00 8,611.00 7,940.00 (671.00) 28 DRAIN TILE STUB, 4" LF $8.00 1,450.00 1,410.00 (40.00) 29 DRAIN TILE TAP AND COLLAR EACH $650.00 27.00 27.00 0.00 30 SUBDRAIN OUTLET EACH $300.00 104.00 116.00 12.00 $3,600.00 31 CONVERT WATER VALVE MANHOLE TO ROADBOX EACH $525.00 22.00 21.00 (1.00) ($525.00) 32 WATER SERVICE CORPORATION, 3/4" EACH $65.00 33.00 2.00 (31.00) ($2,015.00) 33 WATER SERVICE CURB STOP, 3/4" EACH $164.00 33.00 15.00 (18.00) ($2,952.00) 34 WATER SERVICE PAVE BOX, 3/4" EACH $164.00 33.00 16.00 (17.00) ($2,788.00) 35 COPPER WATER SERVICE, 3/4" LF $21.00 969.00 587.00 (382.00) ($8,022.00) 36 WATER SERVICE TAP, 3/4'"' EACH $85.00 1.00 0.00 (1.00) ($85.00) 37 WATER SERVICE CORPORATION, 1" EACH $86.00 5.00 0.00 (5.00) ($430.00) 38 WATER SERVICE CURB STOP, 1" EACH $165.00 5.00 0.00 (5.00) ($825.00) 39 WATER SERVICE PAVE BOX 1" EACH $165.00 5.00 0.00 (5.00) ($825.00) ($2,875.00) 40 COPPER WATER SERVICE, 1" LF $23.00 125.00 0.00 (125.00) 41 WATER SERVICE KILL EACH $345.00 31.00 27.00 (4.00) ($1,380.001 ($2,076.00) 42 LOWER WATER SERVICE, 3/4" OR 1" EACH $692.00 4.00 1.00 (3.00) 43 UNDERGROUND INVESTIGATION -WATER EACH $305.00 13.00 19.00 6.00 $1 830.00 44 TOPSOIL, 4" SY $8.50 14,811.40 17,576.90 2,765.50 $23,506.75 45 HYDROSEED SY $1.62 26,923.50 30,048.70 3,125.20 $5,062.82 46 TOPSOIL REMOVAL FROM PARKING, EARTHWORK SY $10.50 10,091.10 5,665.50 (4,425.60) ($46,468.80) 47 WOOD EXCELSIOR MAT SY $2.25 25.00 0.00 (25.00) ($56.25) 48 REMOVAL OF STEEL GUARDRAIL LF $8.00 26.00 26.00 0.00 $0.00 49 STEEL BEAM GUARDRAIL LF $45.00 56.25 56.25 0.00 $0.00 50 STEEL BEAM GUARDRAIL END ANCHOR, W BEAM, BA-203 EACH $2,700.00 1.00 1.00 0.00 $0.00 51 STEEL BEAM GUARDRAIL FLARED END TERMINAL, BA-206 EACH $3,200.00 1.00 1.00 0.00 $0.00 52 CONSTRUCTION SURVEY LS $57,500.00 1.00 1.00 0.00 $0.00 53 TRAFFIC CONTROL LS $35,000.00 1.00 1.00 0.00 $0.00 54 DETOUR ROUTE - BALTIMORE ST. LS $3,000.00 1.00 1.00 0.00 $0.00 55 DETOUR ROUTE - MOBILE ST. LS $3,000.00 1.00 1.00 0.00 $0.00 56 PAINTED PAVEMENT MARKING, WATER BASED STA $50.00 24.68 23.97 (0.71) ($35.50) 57 PERMANENT ROAD CLOSURE URBAN SI-182 EACH $2,500.00 1.00 1.00 0.00 $0.00 CONT 921 HYDROSEED E. MITCHELL (1503.7), W. 9TH (1819.7) PROGRESS (517.3) = 3840.7 SY $1.26 0.00 3,840.70 3,840.70 $4,839.28 0.00 $0.00 60 REMOVE/REPLACE LANDSCAPING AT PEOPLE'S SQUARE LS $2,293.00 1.00 0.00 (1100) ($2,293.00) 1001 GUARDRAIL POSTS STEEL W/ BA-210 ADAPTOR EACH $825.00 3.00 0.00 (3.00) ($2,475.00) 2001 DIRECTIONAL SIGNS - COVENANT HOSPITAL EACH $137.50 4.00 5.00 1.00 $137.50 TOTAL BASE BID - DIVISION I SECTION I t2Pepe 7R t942 ($377,615.77) 1:42 PM CITY OF WATERLOO Council Communication Resolution approving Completion of Project and Recommendation of Acceptance of Work, for work performed by Aspro, Inc., of Waterloo, Iowa, in the amount of $6,732,945.86, in conjunction with the FY 2018 Street Reconstruction Program, Contract No. 944, and receive and file a two-year maintenance bond. City Council Meeting: 12/30/2019 Prepared: 12/18/2019 REVIEWERS: Department Reviewer Action Date Engineering Knutson, Jamie Rejected 12/18/2019 - 10:41 AM Engineering Ross, Tracia Approved 12/18/2019 - 10:48 AM Engineering Knutson, Jamie Approved 12/18/2019 - 10:55 AM Clerk Office Even, LeAnn Approved 12/18/2019 - 11:53 AM SUBJECT: Submitted by: Summary Statement: Source of Funds: Resolution approving Completion of Project and Recommendation of Acceptance of Work, for work performed by Aspro, Inc., of Waterloo, Iowa, in the amount of $6,732,945.86, in conjunction with the FY 2018 Street Reconstruction Program, Contract No. 944, and receive and file a two-year maintenance bond. Submitted By: Jamie Knutson, PE, City Engineer Aspro, Inc. has completed the above referenced project in accordance with the plans and specifications. Transmitted also to the Clerk's Office is the Maintenance Bond that guarantees to remedy any defects in workmanship or materials that may develop in said work within a period of two (2) years from the date of the acceptance of the work under said contract. Local Option Sales Tax Page 177 of 242 CITY OF WATERLOO Council Communication Resolution approving award of bid to Tricon General Construction, Inc., of Dubuque, Iowa, in the amount of $3,808,500, and approving the contract, bonds, and certificate of insurance in conjunction with the FY 2020 Virden Creek Levee Improvements, Contract No. 947, and authorizing the Mayor and City Clerk to execute said documents. City Council Meeting: 12/30/2019 Prepared: 12/18/2019 REVIEWERS: Department Reviewer Action Date Engineering Knutson, Jamie Approved 12/18/2019 - 10:56 AM Clerk Office Even, LeAnn Approved 12/18/2019 - 11:50 AM SUBJECT: Resolution approving award of bid to Tricon General Construction, Inc., of Dubuque, Iowa, in the amount of $3,808,500, and approving the contract, bonds, and certificate of insurance in conjunction with the FY 2020 Virden Creek Levee Improvements, Contract No. 947, and authorizing the Mayor and City Clerk to execute said documents. Submitted by: Submitted By: Wayne Castle, PLS, PE, Associate Engineer Source of Funds: GO Bonds Page 178 of 242 CITY OF WATERLOO Council Communication Resolution approving construction plans for sanitary sewer serving the FY 2020 Lot 2, Brock 3rd Addition Sanitary Sewer Extension, Contract 986, as submitted by Wayne Claassen Engineering and Surveying, of Waterloo, Iowa, and Sewage Treatment Agreement, DNR Form 29 (Nov 00) with the Department of Natural Resources, and the final acceptance of construction plans, subject to the review and acceptance by the Department of Natural Resources, and authorizing the Mayor to execute said documents. City Council Meeting: 12/30/2019 Prepared: 12/18/2019 REVIEWERS: Department Reviewer Action Date Engineering Knutson, Jamie Approved 12/18/2019 - 11:16 AM Clerk Office Even, LeAnn Approved 12/18/2019 - 11:54 AM SUBJECT: Submitted by: Summary Statement: Background Information: Resolution approving construction plans for sanitary sewer serving the FY 2020 Lot 2, Brock 3rd Addition Sanitary Sewer Extension, Contract 986, as submitted by Wayne Claassen Engineering and Surveying, of Waterloo, Iowa, and Sewage Treatment Agreement, DNR Form 29 (Nov 00) with the Department of Natural Resources, and the final acceptance of construction plans, subject to the review and acceptance by the Department of Natural Resources, and authorizing the Mayor to execute said documents. Submitted By: Jamie Knutson, PE, City Engineer These construction plans have been reviewed by the Engineering Department. They appear to meet current design standards and specifications, therefore they are recommended for approval by the City Council. Page 179 of 242 CITY OF WATERLOO Council Communication Resolution accepting Quit Claim Deed from Chicago, Central and Pacific Railroad Company with regards to the spur line crossing on Broadway Street. City Council Meeting: 12/30/2019 Prepared: 12/18/2019 REVIEWERS: Department Reviewer Action Engineering Even, LeAnn Approved Date 12/18/2019 - 12:38 PM Resolution accepting Quit Claim Deed from Chicago, Central and Pacific SUBJECT: Railroad Company with regards to the spur line crossing on Broadway Street. Submitted by: Submitted By: Wayne Castle, PLS, PE, Associate Engineer The spur line has been removed except for this crossing. The business that Background Information: used it went out of business years ago and the line has not been in use. The railroad is not responsible for it and the City will be removing it to improve the condition of the roadway. Page 180 of 242 CITY OF WATERLOO Council Communication Resolution approving a Professional Services Agreement, in an amount not to exceed $8,000, with HR Green of Cedar Rapids, Iowa, for the creation of redevelopment options for the Chamberlain area and immediate surrounding areas, and authorizing the Mayor to execute said documents. City Council Meeting: 12/30/2019 Prepared: 12/18/2019 REVIEWERS: Department Planning & Zoning Clerk Office Reviewer Schroeder, Aric Even, LeAnn Action Approved Approved ATTACHMENTS: Description Type ❑ HR Green Chamb Agreement Cover Memo SUBJECT: Submitted by: Recommended Action: Summary Statement: Expenditure Required: Source of Funds: Policy Issue: Alternative: Background Information: Legal Descriptions: Date 12/18/2019 - 1:00 PM 12/18/2019 - 4:49 PM Resolution approving a Professional Services Agreement, in an amount not to exceed $8,000, with HR Green of Cedar Rapids, Iowa, for the creation of redevelopment options for the Chamberlain area and immediate surrounding areas, and authorizing the Mayor to execute said documents. Submitted By: Noel Anderson, Community Planning and Development Director Adopt resolution The City continues to look at options for redevelopment and reuse of the Chamberlain site - and this agreement will allow HR Green to properly create options that would work with potential environmental concerns in the area, work with abutting land uses in the area, and create compatible development options. Up to $8,000 Bond funds Brownfield redevelopment Not approve The City has been working on the redevelopment of the former Chamberlain site for over 20 years with federal grants for demolition of vacant buildings. We have been working with EPA for environmental cleanup of the site, and are now looking at redevelopment options for the area. NA Page 181 of 242 IH RGreen„ Simple Scope Short Form Agreement Project: Chamberlain Redevelopment Client: City of Waterloo Contact: Noel Anderson Project No: 170121.01 Phase No(s).: N/A Date: 12/06112019 Title: Community Planning and Development Director Address: 715 Mulberry Street City/State/Zip: Waterloo, IA 50703 Phone/Fax No. 319-291-4366 The CLIENT agrees to employ HR Green, Inc. (COMPANY) to perform the following services: Initial Project Coordination Meetings: COMPANY to participate in phone conferences and in -person meetings related to initial Chamberlain redevelopment planning exercises as requested by CLIENT. Meetings hosted November 27, 2019 and as scheduled for December 10, 2019 by the CLIENT, are designed to gather preliminary feedback from various departments including the Mayor's Office, Community Planning and Development, and Leisure Services on potential reuse strategies for the former Chamberlain site, Gates Golf Course, and immediate surrounding areas. This part of the Scope Agreement is not intended to generate a specific work product other than what is specified in the scope of work. Future immediate work: COMPANY anticipates that the information collected during this phase of the assignment will be used to prepare a future Professional Services Agreement (PSA) with CLIENT with an emphasis on moving forward with a design proiect for the former Chamberlain property and adjacent area. COMPANY has retained Paul Miller Design, Inc. as part of this referenced effort. COMPANY will work with the CLIENT and project team to take further steps; however, effort will be limited to the constraints of the budget. Items may include: • Coordination with Paul Miller • Additional in -person meetings, phone conferences, communication with the CLIENT and project team • Researching site information and identifying task items necessary to move project forward. • Initial land plan sketch to confirm direction for the project and so scope items can be finalized and based on a vision direction The CLIENT agrees to pay COMPANY for the above scope of services: Time & Material, Not to Exceed in the amount of $8,000 Version2.0 12172018 Page 182 of 242 HRGreen,: ❑ Reimbursable Expenses Included ® Sub- Consultant Services Included ❑ Prepayment Required for Services to Commence Short Form Agreement Charnberlain Redevelopment 170121.01 12/06/2019 Page 2 of 3 Copy To: ® Accounting El TERMS AND CONDITIONS Services provided by COMPANY under this Agreement will be performed in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing at the same time and in the same or similar locality. Nothing contained in this Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either the CLIENT or the COMPANY. COMPANY's services under this Agreement are being performed solely for the CLIENT's benefit, and no other party or entity shall have any claim against COMPANY because of this Agreement or the performance or nonperformance of services hereunder. The CLIENT and COMPANY agree to require a similar provision in all contracts with contractors, subcontractors, sub -consultants, vendors and other entities involved in this project to carry out the intent of this provision. In an effort to resolve any conflicts that arise during the design or construction of the project or following the completion of the project, the CLIENT and COMPANY agree that all disputes between them arising out of or relating to this Agreement shall be submitted to non -binding mediation unless the parties mutually agree otherwise. The CLIENT and COMPANY further agree to include a similar mediation provision in all agreements with independent contractors and consultants retained for the project and to require all independent contractors and consultants also to include a similar mediation provision in all agreements with subcontractors, sub -consultants, suppliers or fabricators so retained, thereby providing for mediation as the primary method for dispute resolution between the parties to those agreements. If litigation arises for purposes of collecting fees or expenses due under this Agreement, the Court in such litigation shall award reasonable costs and expenses, including attorney fees, to the party justly entitled thereto. In awarding attorney fees, the Court shall not be bound by any Court fee schedule, but shall, in the interest of justice, award the full amount of costs, expenses, and attorney fees paid or incurred in good faith. All reports, plans, specifications, field data, field notes, laboratory test data, calculations, estimates and other documents including all documents on electronic media prepared by COMPANY as instruments of service shall remain the property of COMPANY. All project documents including, but not limited to, plans and specifications furnished by COMPANY under this project are intended for use on this project only. Any reuse, without specific written verification or adoption by COMPANY, shall be at the CLIENT's sole risk, and CLIENT shall defend, indemnify and hold harmless COMPANY from all claims, damages and expenses including attorney's fees arising out of or resulting therefrom. Under no circumstances shall delivery of electronic files for use by the CLIENT be deemed a sale by the COMPANY, and the COMPANY makes no warranties, either expressed or implied, of merchantability and fitness for any particular purpose. In no event shall the COMPANY be liable for indirect or consequential damages as a result of the CLIENT's use or reuse of the electronic files. Because electronic file information can be easily altered, corrupted, or modified by other parties, either intentionally or inadvertently, without notice or indication, COMPANY reserves the right to remove itself from ownership and/or involvement in the material from each electronic medium not held in its possession, CLIENT shall retain copies of the work performed by COMPANY in electronic form only for information and use by CLIENT for the specific purpose for which COMPANY was engaged. Said material shall not be used by CLIENT or transferred to any other party, for use in other projects, additions to this project, or any other purpose for which the material was not strictly intended by COMPANY without COMPANY's expressed written permission. Any unauthorized use or reuse or modifications of this Verslon2.0 12172018 Page 183 of 242 RGreen Short Form Agreement Chamberlain Redevelopment 170121.01 12/06/2019 Page 3 of 3 material shall be at CLIENT'S sole risk. Furthermore, the CLIENT agrees to defend, indemnify, and hold COMPANY harmless from all claims, injuries, damages, losses, expenses, and attorney's fees arising out of the modification or reuse of these materials. The CLIENT agrees that the General Contractor is solely responsible for job site safety, and warrants that this intent shall be made evident in the CLIENT's Agreement with the General Contractor. The CLIENT also agrees that the CLIENT, COMPANY and COMPANY's consultants shall be indemnified and shall be made additional insureds on the General Contractor's and all subcontractor's general liability policies on a primary and non-contributory basis. The CLIENT shall make no claim for professional negligence, either directly or in a third party claim, against COMPANY unless the CLIENT has first provided COMPANY with a written certification executed by an independent design professional currently practicing in the same discipline as COMPANY and licensed in the State in which the claim arises. The CLIENT agrees, to the fullest extent permitted by law, to limit the liability of COMPANY and COMPANY's officers, directors, partners, employees, shareholders, owners and sub -consultants to the CLIENT for any and all claims, losses, costs, damages of any nature whatsoever or claims expenses from any cause or causes, including attorneys' fees and costs and expert witness fees and costs, so that the total aggregate liability of COMPANY and its officers, directors, partners, employees, shareholders, owners and sub -consultants to all those named shall not exceed $ 10,000, It is intended that this limitation apply to any and all liability or cause of action however alleged or arising, unless otherwise prohibited by law. Invoices for COMPANY's services shall be submitted, on a monthly basis. Invoices shall be due and payable upon receipt. If any invoice is not paid within 15 days, COMPANY may, without waiving any claim or right against the CLIENT, and without liability whatsoever to the CLIENT suspend or terminate the performance of services. The retainer shall be credited on the final invoice. Accounts unpaid 30 days after the invoice date may be subject to a monthly service charge of 1.5% (or the maximum legal rate) on the unpaid balance. In the event any portion of an account remains unpaid 60 days after the billing, COMPANY may institute collection action and the CLIENT shall pay all costs of collection, including reasonable attorney's fees. The COMPANY is not a Municipal Advisor registered with the Security and Exchange Commission (SEC) as defined in the Dodd -Frank Wall Street Reform and Consumer Protection Act. When the CLIENT is a municipal entity as defined by said Act, and the CLIENT requires project financing information for the services performed under this AGREEMENT, the CLIENT will provide the COMPANY with a letter detailing who their independent registered municipal advisor is and that the CLIENT will rely on the advice of such advisor. A sample letter can be provided to the CLIENT upon request. This agreement is approved and accepted by the CLIENT and COMPANY upon both parties signing and dating the agreement. Services will not begin until COMPANY receives a signed agreement. The effective date of the agreement shall be the last date entered below. City of Waterloo HR GREEN, INC. 8710 Earhart Lane SW Cedar Rapids, IA 52404 319-841-4000 Accepted by: Approved b Printed/ Printed/ Typed Name: Typed Name: James E. Halverson Title: Title: Vice President Date: Date: 12/6/19 Version2.0 1.2172018 Page 184 of 242 CITY OF WATERLOO Council Communication Resolution approving a Professional Services agreement with HR Green of Cedar Rapids, Iowa, in an amount not to exceed, $3,000, for a final environmental cleanup report of the former CMC site, currently Public Works building, and authorizing the Mayor to execute said document. City Council Meeting: 12/30/2019 Prepared: 12/18/2019 REVIEWERS: Department Reviewer Action Date Planning & Zoning Schroeder, Aric Approved 12/18/2019 - 1:00 PM Clerk Office Even, LeAnn Approved 12/18/2019 - 4:53 PM ATTACHMENTS: Description Type ❑ Final Report CMC Cover Memo SUBJECT: Submitted by: Resolution approving a Professional Services agreement with HR Green of Cedar Rapids, Iowa, in an amount not to exceed, $3,000, for a final environmental cleanup report of the former CMC site, currently Public Works building, and authorizing the Mayor to execute said document. Submitted By: Noel Anderson, Community Planning and Development Director Recommended Action: Adopt resolution The City previously acquired the former CMC site, demolished buildings, had some environmental cleanup through State and EPA brownfield grants, Summary Statement: for the redevelopment of the Public Works Building. One item for the environmental cleanup was a final report after a number of years of monitoring, and this agreement will work to finalize that work. Expenditure Required: up to $3,000 Source of Funds: Bond funds Policy Issue: Brownfield cleanup Alternative: Not approve Background Information: The City acquired the former CMC site through a donation - but had many expenses for the cleanup and redevelopment of the site through demolition and environmental cleanup. When the Vision Iowa funds from the State of Iowa came ($5 million) it was decided to put the new Public Works Building on the site. We are now at the tail end of the environmental work with several years of monitoring the site. This final report to DNR will work to finalize this work Page 185 of 242 at site. Legal Descriptions: NA Page 186 of 242 HRGreen o Simple Scope Short Form Agreement Project: Former CMC Cleanup Report Client: City of Waterloo Contact: Noel Anderson Project No: 191748 Phase No(s).: N/A Date: 12/2/19 Title: Community Planning and Development Director Address: 715 Mulberry Street City/State/Zip: Waterloo, IA 50703 Phone/Fax No. 319-291-4366 The CLIENT agrees to employ HR Green, Inc. (COMPANY) to perform the following services: COMPANY will complete the final cleanup report for the former Construction Machinery Company site, on behalf of the CLIENT, as required by the Iowa Department of Natural Resources (IDNR) Land Recycling Program. No new data or sample collection or other information will be collected as part of this report composition. Should any additional information be needed, COMPANY will submit an amendment to this Agreement to address outstanding needs of the report. COMPANY will coordinate efforts with IDNR's Project Manager for the site on behalf of the CLIENT. The CLIENT agrees to pay COMPANY for the above scope of services: Time & Material, Not to Exceed in the amount of $3,000 ❑ Reimbursable Expenses Included ❑ Sub- Consultant Services Included ❑ Prepayment Required for Services to Commence Copy To: • Accounting TERMS AND CONDITIONS Services provided by COMPANY under this Agreement will be performed in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing at the same time and in the same or similar locality. Version2.0 12172018 Page 187 of 242 HRGreen® Short Form Agreement Former CMC Cleanup Report 191748 12/2/19 Page 2 of 3 Nothing contained in this Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either the CLIENT or the COMPANY. COMPANY'S services under this Agreement are being performed solely for the CLIENT's benefit, and no other party or entity shall have any claim against COMPANY because of this Agreement or the performance or nonperformance of services hereunder. The CLIENT and COMPANY agree to require a similar provision in all contracts with contractors, subcontractors, sub -consultants, vendors and other entities involved in this project to carry out the intent of this provision. In an effort to resolve any conflicts that arise during the design or construction of the project or following the completion of the project, the CLIENT and COMPANY agree that all disputes between them arising out of or relating to this Agreement shall be submitted to non -binding mediation unless the parties mutually agree otherwise. The CLIENT and COMPANY further agree to include a similar mediation provision in all agreements with independent contractors and consultants retained for the project and to require all independent contractors and consultants also to include a similar mediation provision in all agreements with subcontractors, sub -consultants, suppliers or fabricators so retained, thereby providing for mediation as the primary method for dispute resolution between the parties to those agreements. If litigation arises for purposes of collecting fees or expenses due under this Agreement, the Court in such litigation shall award reasonable costs and expenses, including attorney fees, to the party justly entitled thereto. In awarding attorney fees, the Court shall not be bound by any Court fee schedule, but shall, in the interest of justice, award the full amount of costs, expenses, and attorney fees paid or incurred in good faith. All reports, plans, specifications, field data, field notes, laboratory test data, calculations, estimates and other documents including all documents on electronic media prepared by COMPANY as instruments of service shall remain the property of COMPANY. All project documents including, but not limited to, plans and specifications furnished by COMPANY under this project are intended for use on this project only. Any reuse, without specific written verification or adoption by COMPANY, shall be at the CLIENT's sole risk, and CLIENT shall defend, indemnify and hold harmless COMPANY from all claims, damages and expenses including attorney's fees arising out of or resulting therefrom. Under no circumstances shall delivery of electronic files for use by the CLIENT be deemed a sale by the COMPANY, and the COMPANY makes no warranties, either expressed or implied, of merchantability and fitness for any particular purpose. In no event shall the COMPANY be liable for indirect or consequential damages as a result of the CLIENT's use or reuse of the electronic files. Because electronic file information can be easily altered, corrupted, or modified by other parties, either intentionally or inadvertently, without notice or indication, COMPANY reserves the right to remove itself from ownership and/or involvement in the material from each electronic medium not held in its possession. CLIENT shall retain copies of the work performed by COMPANY in electronic form only for information and use by CLIENT for the specific purpose for which COMPANY was engaged. Said material shall not be used by CLIENT or transferred to any other party, for use in other projects, additions to this project, or any other purpose for which the material was not strictly intended by COMPANY without COMPANY's expressed written permission. Any unauthorized use or reuse or modifications of this material shall be at CLIENT'S sole risk. Furthermore, the CLIENT agrees to defend, indemnify, and hold COMPANY harmless from all claims, injuries, damages, losses, expenses, and attorney's fees arising out of the modification or reuse of these materials. The CLIENT agrees that the General Contractor is solely responsible for job site safety, and warrants that this intent shall be made evident in the CLIENTS Agreement with the General Contractor. The CLIENT also agrees that the CLIENT, COMPANY and COMPANY's consultants shall be indemnified and shall be made additional insureds on the General Contractor's and all subcontractor's general liability policies on a primary and non-contributory basis. The CLIENT shall make no claim for professional negligence, either directly or in a third party claim, against COMPANY unless the CLIENT has first provided COMPANY with a written certification Executed by an independent design professional currently practicing in the same discipline as COMPANY and licensed in the State in which the claim arises. The CLIENT agrees, to the fullest extent permitted by law, to limit the liability of COMPANY and COMPANY's officers, directors, partners, employees, shareholders, owners and sub -consultants to the CLIENT for any and all claims, losses, costs, damages of any nature whatsoever or claims expenses from any cause or causes, including attorneys' fees and costs and expert witness fees and costs, so that the total aggregate liability of COMPANY and its officers, directors, partners, employees, shareholders, owners and sub -consultants to all those named shall not exceed $ 10,000. It is intended that this limitation apply to any and all liability or cause of action however alleged or arising, unless otherwise prohibited by law. Invoices for COMPANY's services shall be submitted, on a monthly basis. Invoices shall be due and payable upon receipt. If any invoice is not paid within 15 days, COMPANY may, without waiving any claim or right against the CLIENT, and without liability whatsoever to the CLIENT suspend or terminate the performance of services. The retainer shall be Version2.0 12172018 Page 188 of 242 H(RGreen,„ Short Form Agreement Former CMC Cleanup Report 191748 12/2/19 Page 3 of 3 credited on the final invoice. Accounts unpaid 30 days after the invoice date may be subject to a monthly service charge of 1.5% (or the maximum legal rate) on the unpaid balance. In the event any portion of an account remains unpaid 60 days after the billing, COMPANY may institute collection action and the CLIENT shall pay all costs of collection, including reasonable attorney's fees. I he COMPANY is not a Municipal Advisor registered with the security and Exchange Commission (SEG) as defined in the Dodd -Frank Wall Street Reform and Consumer Protection Act. When the CLIENT is a municipal entity as defined by said Act, and the CLIENT requires project financing information for the services performed under this AGREEMENT, the CLIENT will provide the COMPANY with a letter detailing who their independent registered municipal advisor is and that the CLIENT will rely on the advice of such advisor. A sample letter can be provided to the CLIENT upon request. This agreement is approved and accepted by the CLIENT and COMPANY upon both parties signing and dating the agreement. Services will not begin until COMPANY receives a signed agreement. The effective date of the agreement shall be the last date entered below. City of Waterloo Accepted by: Printed/ Typed Name: Title: Date: Version2.0 12172018 HR GREEN, INC. 8710 Earhardt Lane SW Cedar Rapids, IA 52424 319-841-4000 Approved by: Printed/ Typed Name: Title: V Date: /2/07 Page 189 of 242 CITY OF WATERLOO Council Communication Resolution approving a Development Agreement with Osprey Aviation, LLC, for the development of an approximate 14,300 square foot airport hangar through a lease agreement, with a tax rebate amount of 90 percent for years one through five, 85 percent for years six through ten, 80 percent for years eleven through fifteen and 50 percent for years sixteen through twenty, with a minimum assessment of $1.1 million, and authorizing the Mayor and City Clerk to execute said documents. City Council Meeting: 12/30/2019 Prepared: 12/18/2019 REVIEWERS: Department Reviewer Action Date Planning & Zoning Schroeder, Aric Approved 12/18/2019 - 2:17 PM Clerk Office Even, LeAnn Approved 12/18/2019 - 4:56 PM ATTACHMENTS: Description Type ❑ DA Hanagr Peterson Cover Memo SUBJECT: Submitted by: Resolution approving a Development Agreement with Osprey Aviation, LLC, for the development of an approximate 14,300 square foot airport hangar through a lease agreement, with a tax rebate amount of 90 percent for years one through five, 85 percent for years six through ten, 80 percent for years eleven through fifteen and 50 percent for years sixteen through twenty, with a minimum assessment of $1.1 million, and authorizing the Mayor and City Clerk to execute said documents. Submitted By: Noel Anderson, Community Planning and Development Director Recommended Action: Adopt resolution The City is continuing to see new private investment in the Waterloo Regional Airport with a second hangar now proposed. This hangar location would be on the eastern side of the airport terminal area, and would be Summary Statement: 14,300 sq. ft. in size. Similar to the previous hangar, the City is offering rebates for the development of the hangar, and the lease agreement would make the hangar the property of the Airport after 50 years. Expenditure Required: None Source of Funds: NA Policy Issue: Economic Development Alternative: Not approve Page 190 of 242 Background Information: The City continues to work to gain additional airport activity at the Waterloo Regional Airport. This infusion of private investment will work to create additional airport activity, as well as opening up hangar space for additional aircraft at the airport. It also creates taxable value on land otherwise owned by City and not paying any taxes. Legal Descriptions: See lease agreement Page 191 of 242 Prepared by Richard R. Morris, PO Box 178, Waterloo, IA 50704 Phone (319) 234-1766 DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered into as of , 2020 by and between Osprey Aviation, LLC (the "Company") 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, and the City further believes that the project is in the vital and best interests of the City and that the project and such incentives are in accordance with the public purposes and provisions of applicable State and local laws and requirements under which the project has been undertaken and is being assisted. B. Company is willing and able to finance and construct buildings and related improvements on property located in the East Waterloo Unified Urban Renewal and Redevelopment Plan Area, formerly known as the Airport Area Development Plan area, and described on Exhibit "A" attached hereto (the "Property"). AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows: 1. Long -Term Lease. The Property is located within an area known as the Waterloo Regional Airport, and consequently City is unable to convey title to the Property to any third party. Within 30 days after the date of this Agreement, the parties will enter into a ground lease for a term of up to 50 years (including renewal options), substantially in the form attached hereto as Exhibit "B" (the "Lease"). Page 192 of 242 2. Improvements by Company. Company shall construct on the Property at least one airplane hangar of no less than 14,300 square feet, and related parking, landscaping, and other improvements to the building and grounds (collectively, the "Improvements"). Company agrees that the Improvements shall be constructed in accordance with the terms of this Agreement, the Lease, the Urban Renewal Plan, and all applicable City, state, and federal building codes and shall comply with all applicable City ordinances and other applicable law. Company will use its best efforts to obtain, or cause to be obtained, in a timely manner, all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all applicable local, state, and federal laws and regulations which must be obtained or met before the Improvements may be lawfully constructed. The Property, the Improvements, and all site preparation and development -related work to make the Property usable for Company's purposes as contemplated by this Agreement are collectively referred to as the "Project". 3. Timeliness of Construction; Possibility of Cancellation. The parties agree that Company's commitment to undertake the Project and to construct the Improvements in a timely manner constitutes a material inducement for the City to extend the development incentives provided for in this Agreement, including but not limited to its commitment to convey the Property to Company, and that without said commitment City would not have done so. Company must obtain a building permit and begin construction by April 1, 2020 (the "Project Start Date") and substantially complete construction within twelve (12) months thereafter (the "Project Completion Date"). If Company has not, in good faith, begun the construction of the Improvements by the Project Start Date, then at City's option City may cancel the Lease; provided, however, that if construction has not begun by the Project Start Date but the development of the Project is still imminent, the City Council may, but shall not be required to, consent to 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 after the end of said extended period the City may elect to cancel the Lease. If Company determines at any time that the Project is not economically feasible, then after giving thirty (30) days' advance written notice to City, Company may cancel the Lease, and thereupon neither party shall have any further obligation under this Agreement except as expressly provided. If development has commenced by the Project Start Date or any extended period and is stopped and/or delayed as a result of an act of God, war, civil disturbance, court order, labor dispute, fire, or other cause beyond the reasonable control of Company, the requirement that construction is to be completed by the Project Completion Date shall be tolled for a period of time equal to the period of such stoppage or delay, and thereafter if construction is not completed within the allowed period of extension, City may elect to cancel the Lease. Any cancellation of the Lease by either party shall be effective upon delivery of written notice to the other party. In connection with any Lease cancellation, City may choose to terminate this Agreement, in which case City shall have no further obligation hereunder. 4. Indemnity upon Cancellation. In the event of any Lease cancellation, Company agrees that the Property shall be free and clear of any lien, claim, charge, security interest, mortgage or encumbrance (collectively, "Liens") arising by or through 2 Page 193 of 242 Company. Company shall pay in full, so as to discharge or satisfy, all Liens on or against the Property. Company further 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 or Liens on or against the Property of any type or nature whatsoever that attaches to the Property by virtue of Company's leasehold interest or the Project. If City files suit to enforce the terms of this Section and prevails in such suit, then Company shall be liable for all legal expenses, including but not limited to reasonable attorneys' fees, incurred by City. Company's duties of indemnity pursuant to this Section shall survive the expiration, termination or cancellation of this Agreement for any reason. 5. No Encumbrances; Limited Exception. Until completion of the Improvements, Company agrees that it shall not create, incur, or suffer to exist any Liens on the Property, other than such mortgage or mortgages as may be reasonably necessary to finance Company's completion of the Improvements and of which Company notifies City before Company executes any such mortgage. Company may not mortgage the Property or any part thereof for any purpose except in connection with financing of the Improvements. 6. Utilities. Company will be responsible for extending water, sewer, telephone, telecommunications, electricity, gas and other utility services to any location on the Property and for payment of any associated connection fees. 7. Minimum Assessment Agreement. Company acknowledges and agrees that it will pay when due all taxes and assessments, general or special, and all other charges whatsoever levied upon or assessed or placed against the Property. Company further agrees that prior to the date set forth in Section 2 of the Minimum Assessment Agreement (the "MAA") attached hereto as Exhibit "C" it will not seek or cause a reduction in the taxable valuation for the Property as improved pursuant to this Agreement, which shall be fixed for assessment purposes, below the amount of $ (the "Minimum Actual Value"), through: (i) either; willful destruction of the Property, the Improvements, or any part of (ii) a request to the assessor of Black Hawk County; or (iii) 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 execute and deliver the MAA concurrently with execution and delivery of this Agreement. 8. Tax Rebates. Provided that Company has completed the Improvements as set forth herein and has executed the Minimum Assessment Agreement as set forth above, City agrees to rebate property tax (with the exceptions noted below) as follows: 3 Page 194 of 242 Year One through Year Five Year Six through Year Ten Year Eleven through Year Fifteen Year Sixteen through Year Twenty 90% rebate each year 85% rebate each year 80% rebate each year 50% rebate each year for any taxable value over $0. 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 or otherwise satisfactory to City, or the rebate shall be forfeited. 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. The first year of in which a rebate may be given ("Year One") shall be the first full year for which the assessment is based upon the completed value of the Improvements, and not based on a prior year for which the assessment is based solely upon (x) the value of the Property or upon (y) the value of the Property and a partial value of the Improvements due to partial completion of the Improvements or a partial tax year. 9. Flowage Fees. It is understood that Company may construct a fuel tank as part of its project on the Property that is the subject matter of this Development Agreement and the separate Hangar and Ground Site Lease Agreement. It is understood that Company shall pay to City a flowage fee of $.07 (Seven Cents) per gallon of fuel it receives and uses through its fuel tank at the site location of its hangar as set forth in the lease agreement. The Company and the City may enter into a separate flowage agreement to compensate Company for the improvements necessary at the Airport Property for the hangar to be constructed which improvements are necessary in any regard with respect to the Airport Property of the City. 10. Option for Second Phase. Company shall have the option to enter into a future development agreement with the City that provides for the same schedule of rebates as those set forth herein, for an additional phase of improvements, provided that such improvements are in good faith scheduled to begin construction no later than December 31, 2028. Improvements may be either an expansion of the building to be constructed under this Agreement or a new stand-alone building, but in either case of comparable building size and assessed value. Company shall exercise this option by providing written notice to the City, including proposed plans, no later than July 1, 2028. 11. Additional Covenants of Company. In addition to the other promises, covenants and agreements of Company as provided elsewhere in this Agreement, Company agrees as follows: 4 Page 195 of 242 A. Company agrees during construction of the Improvements and thereafter until the MAA termination date to maintain, as applicable, builder's risk, property damage, and liability insurance coverages with respect to the Improvements in such amounts as are customarily carried by like organizations engaged in activities of comparable size and liability exposure, and shall provide evidence of such coverages to the City upon request. B. Until substantial completion of the Improvements, Company shall make such reports to City, in such detail and at such times as may be reasonably requested by City, as to the actual progress of Company with respect to construction of the Improvements. C. The Property will have a taxable value as set forth in the MAA, and Company agrees that the minimum actual value of the Property and completed Improvements as stated in the MAA will be a reasonable estimate of the actual value of the Property and Improvements for ad valorem property tax purposes. Company agrees that it will spend enough in construction of the Improvements that, when combined with the value of the Property and related site improvements, will equal or exceed the assessor's minimum actual value for the Property and Improvements as set forth in the MAA. D. Until termination of the MAA, Company will maintain, preserve and keep the Property, including but not limited to the Improvements, in good repair and working order, ordinary wear and tear excepted, and from time to time will make all necessary repairs, replacements, renewals and additions. E. Company shall pay, or cause to be paid, when due, all real property taxes and assessments payable with respect to any and all parts of the Property. Company agrees that (1) it will not seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute or regulation relating to the taxation of real property included within the Property that is determined by any tax official to be applicable to the Property or to Company, or raise the inapplicability or constitutionality of any such tax statute or regulation as a defense in any proceedings of any type or nature, including but not limited to delinquent tax proceedings, and (2) it will not seek any tax deferral, credit or abatement, either presently or prospectively authorized under Iowa Code Chapter 403 or 404, or any other state law, of the taxation of real property included within the Property. 12. 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. 5 Page 196 of 242 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. 13. Representations and Warranties of Company. Company hereby represents and warrants as follows: A. It 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. B. It has all requisite power and authority to own and operate its properties, to carry on its business as now conducted and as presently proposed to be conducted, and to enter into and perform its obligations under this Agreement. C. This Agreement has been duly and validly authorized, executed and delivered by Company and, assuming due authorization, execution and delivery by the other parties hereto, is in full force and effect and is a valid and legally binding instrument of Company that is enforceable in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, reorganization or other laws relating to or affecting creditors' rights generally. D. The execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, and the fulfillment of or compliance with the terms and conditions of this Agreement are not prevented by, limited by, in conflict with, or result in a violation or breach of, the terms, conditions or provisions of the articles of organization or operating agreement of Company or of any contractual restriction, evidence of indebtedness, agreement or instrument of whatever nature to which Company is now a party or by which it or its property is bound, nor do they constitute a default under any of the foregoing. E. There are no actions, suits or proceedings pending or threatened against or affecting Company in any court or before any arbitrator or before or by any governmental body in which there is a reasonable possibility of an adverse decision which could materially adversely affect the business (present or prospective), financial position, or results of operations of Company or which in any manner raises any questions affecting the validity of the Agreement or Company's ability to perform its obligations under this Agreement. 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 this Agreement shall be deemed canceled and shall be null and void. 6 Page 197 of 242 15. 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. 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 the financial ability to observe all of the terms to be performed by Company under this Agreement. 16. 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 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. Upon breach of any promise or covenant, or in the event of the incorrectness or falsity of any representation or warranty, 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. 17. Indemnification and Releases. A. Company hereby releases City, its elected officials, officers, employees, and agents (collectively, the "indemnified parties") from, covenants and agrees that the indemnified parties shall not be liable for, and agrees to indemnify, defend and hold harmless the indemnified parties against, any loss or damage to property or any injury to or death of any person occurring at or about the Property or resulting from any defect in the Improvements. The indemnified parties shall not be liable for any damage or injury to the persons or property of Company or its directors, officers, employees, contractors or agents, or any other person who may be about the Property or the Improvements, due to any act of negligence or willful misconduct of any person, other than any act of negligence or willful misconduct on the part of any such indemnified party or its officers, employees or agents. B. Except for any willful misrepresentation, any willful misconduct, or any unlawful act of the indemnified parties, Company agrees to protect and defend the indemnified parties, now or forever, and further agrees to hold the indemnified parties harmless, from any claim, demand, suit, action or other proceedings or any type or nature whatsoever by any person or entity whatsoever that arises or purportedly arises from (1) any violation of any agreement or condition of this Agreement (except with respect to any suit, action, demand or other proceeding brought by Company against the City to enforce its rights under this Agreement), or (2) the acquisition and condition of the Property and the construction, installation, ownership, and operation of the Improvements, or (3) any hazardous substance or environmental contamination located in or on the Property, but only to the extent such liability has not been previously transferred to and accepted by the City in writing. 7 Page 198 of 242 C. The provisions of this Section shall survive the expiration or termination of this Agreement. 18. Default. The following shall be "Events of Default" under this Agreement, and the term "Event of Default" shall mean any one or more of the following events that continues beyond any applicable cure periods: A. Failure by Company to cause the construction of the Improvements to be commenced and completed pursuant to the terms, conditions and limitations of this Agreement; B. Transfer by Company of any interest (either directly or indirectly) in the Improvements, the Property, or this Agreement, without the prior written consent of City; C. Failure by Company to pay, before delinquency, all ad valorem property taxes levied on or against the Property; D. Failure by any party hereto to substantially observe or perform any covenant, condition, obligation or agreement on its part to be observed or performed under this Agreement, the Lease or the MAA; E. Company (1) files any petition in bankruptcy or for any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under the federal bankruptcy law or any similar state law; (2) makes an assignment for the benefit of its creditors; (3) admits in writing its inability to pay its debts generally as they become due; (4) is adjudicated a bankrupt or insolvent; or if a petition or answer proposing the adjudication of Company as a bankrupt or its reorganization under any present or future federal bankruptcy act or any similar federal or state law shall be filed in any court and such petition or answer shall not be discharged or denied within ninety (90) days after the filing thereof; or a receiver, trustee or liquidator of Company, or part thereof, shall be appointed in any proceedings brought against Company and shall not be discharged within ninety (90) days after such appointment, or if Company shall consent to or acquiesce in such appointment; or (5) defaults under any mortgage applicable to the Property. F. Any representation or warranty made by Company in this Agreement, or made by Company in any written statement or certificate furnished by Company pursuant to this Agreement, shall prove to have been incorrect, incomplete or misleading in any material respect on or as of the date of the issuance or making thereof. 8 Page 199 of 242 19. Remedies. A. Default by Company. Whenever any Event of Default in respect of Company occurs and is continuing, the City may terminate this Agreement and have no further obligation to Company hereunder. Before exercising such remedy, City shall give 30 days' written notice to Company of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or the Event of Default cannot reasonably be cured within 30 days and Company shall not have provided assurances reasonably satisfactory to the City that the Event of Default will be cured as soon as reasonably possible. Upon termination, City may exercise any and all remedies available at law, equity, contract or otherwise for recovery of any sums paid by City to Company before the date of termination or to recover ownership of the Property as set forth in this Agreement. B. Default by City. Whenever any Event of Default in respect of Company occurs and is continuing, Company may take such action against City to require it to specifically perform its obligations hereunder. Before exercising such remedy, Company shall give 30 days' written notice to City of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or if the Event of Default cannot reasonably be cured within 30 days and City shall not have provided assurances reasonably satisfactory to the Company that the Event of Default will be cured as soon as reasonably possible. C. Remedies under this Agreement shall be cumulative and in addition to any other right or remedy given under this Agreement or existing at law or in equity or by statute. Waiver as to any particular default, or delay or omission in exercising any right or power accruing upon any default, shall not be construed as a waiver of any other or any subsequent default and shall not impair any such right or power. 20. Performance by City. Company acknowledges and agrees that all of the obligations of City under this Agreement shall be subject to, and performed by City in accordance with, all applicable statutory, common law or constitutional provisions and procedures consistent with City's lawful authority. All covenants, stipulations, promises, agreements and obligations of City contained in this Agreement shall be deemed to be the covenants, stipulations, promises, agreements and obligations of City and not of any governing body member, officer, employee or agent of City in the individual capacity of such person. 21. No Third -Party Beneficiaries. No rights or privileges of any party hereto shall inure to the benefit of any contractor, subcontractor, material supplier, or any other person or entity, and no such contractor, subcontractor, material supplier, or other person or entity shall be deemed to be a third -party beneficiary of any of the provisions of this Agreement. 9 Page 200 of 242 22. 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 1710 Adams Street, Cedar Falls, Iowa 50613, Attention: Manager. 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 transmission was successful. A party may change the address for giving notice by any method set forth in this section. 23. 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. 24. 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 a written instrument signed by the parties. Any waiver by any party of any default by another party shall not affect or impair any rights arising from any subsequent or other default. 25. Severability; Reformation. 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. 26. 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. 10 Page 201 of 242 27. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 28. 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. 29. Entire Agreement. This Agreement, together with the exhibits attached hereto, 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. 30. Time of Essence. Time is of the essence of this Agreement. IN WITNESS WHEREOF, the parties have executed this Development Agreement by their duly authorized representatives as of the date first set forth above. CITY OF WATERLOO, IOWA OSPREY AVIATION, LLC By: By: Quentin Hart, Mayor Michael L. Peterson, Manager Attest: Kelley Felchle, City Clerk PERSONAL GUARANTY. The undersigned members and/or managers of Company hereby agree for themselves and their heirs, personal representatives, and assigns, to unconditionally guarantee to City, its successors and assigns, the full and prompt performance by Company, its successors and assigns, of all promises and covenants on the part of Company to be performed pursuant to the foregoing Agreement, including but not limited to the duties of indemnity set forth therein, if any. Liability of guarantors hereunder is joint and several. Michael L. Peterson 11 Page 202 of 242 EXHIBIT "A" Description of Property See attached "Lease Exhibit." Page 203 of 242 EXHIBIT "B" Ground Lease See attached. Page 204 of 242 EXHIBIT "C" MINIMUM ASSESSMENT AGREEMENT This Minimum Assessment Agreement (the "Agreement") is entered into as of , by and among the CITY OF WATERLOO, IOWA ("City"), OSPREY AVIATION, LLC ("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 East Waterloo Unified Urban Renewal and Redevelopment Plan Area, formerly known as the Airport Area Development 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, the minimum actual 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 $ (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, . If it is not, then the parties agree to execute an amendment to this Agreement that will extend the dates specified in Section 2 below. 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, . 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 Page 205 of 242 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. Nothing herein shall limit the discretion of the Assessor to assign at any time an actual value to the land and Improvements in excess of the Minimum Actual Value. 3. Company agrees that it will not seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute or regulation relating to the taxation of real property included within the Property that is determined by any tax official to be applicable to the Property or to Company, or raise the inapplicability or constitutionality of any such tax statute or regulation as a defense in any proceedings. 4. 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. 5. Neither the preambles nor provisions of this Agreement are intended to, or shall be construed as, modifying the terms of the Development Agreement. 6. 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. IN WITNESS WHEREOF, the parties have executed this Minimum Assessment Agreement by their duly authorized representatives as of the date first set forth above. CITY OF WATERLOO, IOWA OSPREY AVIATION, LLC By: By: Quentin Hart, Mayor Michael L. Peterson, Manager Attest: Kelley Felchle, City Clerk STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) On this day of , 2020, before me, a Notary Public in and for the State of Iowa, personally appeared 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 2 Page 206 of 242 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. Notary Public STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) Subscribed and sworn to before me on , 2020 by Michael L. Peterson as Manager of Osprey Aviation, LLC. Notary Public 3 Page 207 of 242 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 Hundred Thousand and 00/100 Dollars ($ ) until termination of this Minimum Assessment Agreement pursuant to the terms hereof. STATE OF IOWA ) ss. COUNTY OF BLACK HAWK Assessor for Black Hawk County, Iowa Date Subscribed and sworn to before me on 2020 by T.J. Koenigsfeld, Assessor for Black Hawk County, Iowa. Notary Public Page 208 of 242 CITY OF WATERLOO Council Communication Resolution approving an Acquisition Contract and accepting a deed from T&S Properties Management II, LLC, in the amount of $54,311.46, to acquire 2,708 square feet of right-of-way and 4,722 square feet of temporary easement, and reimbursement for loss of 1,150 square feet of concrete parking for the Downing- Ansborough Widening Project, located at 1315-1325 Ansborough Avenue, and authorizing the Mayor and City Clerk to execute said documents. City Council Meeting: 12/30/2019 Prepared: 12/27/2019 REVIEWERS: Department Reviewer Action Date Planning & Zoning Schroeder, Aric Approved 12/27/2019 - 11:35 AM Clerk Office Even, LeAnn Approved 12/27/2019 - 11:43 AM ATTACHMENTS: Description Type ❑ Acquisition Contract Backup Material SUBJECT: Resolution approving an Acquisition Contract and accepting a deed from T&S Properties Management II, LLC, in the amount of $54,311.46, to acquire 2,708 square feet of right-of-way and 4,722 square feet of temporary easement, and reimbursement for loss of 1,150 square feet of concrete parking for the Downing-Ansborough Widening Project, located at 1315- 1325 Ansborough Avenue, and authorizing the Mayor and City Clerk to execute said documents. Submitted by: Submitted By: Noel Anderson, Community Planning and Development Director Recommended Action: Approval The City of Waterloo is making intersection improvements at the intersection of Downing Avenue and Ansborough Avenue, and needs to acquire some additional right-of-way and a temporary construction easement from the property at the southeast corner of the intersection at 1315-1325 Ansborough Avenue. The City had an appraisal completed for the acquisition and it Summary Statement: provided a value of $41,000. The applicant also had the area to be acquired appraised, and it provided a value of $54,311.46. The property owner has agreed to sell the property for the $54,311.46 and was not willing to accept a lower offer. The purchase price of $54,311.46 is broken down as follows: 1) fee title acquisition for 2,708 sf, $38,453.60, 2) temp easement for 4,722 sf, $10,057.86, and 3) loss of concrete parking for 1,150 sf, $5,800.00. Expenditure Required: $54,311.46 Source of Funds: ICAAP grant (80%) and Traffic Operations GO bonds (20%) Page 209 of 242 Policy Issue: Acquisition for intersection and infrastructure improvements Alternative: Legal Descriptions: Alternatives would include not proceeding with the project and returning the grant funds, or proceeding with condemnation proceedings, which would significantly delay the project and may not result in any significant differences in valuation. PARCEL DESCRIPTION: ACQUISITION PLAT PART OF THE LOT 8 OF AUDITOR'S PLAT OF PART OF MEADOWDALE IN THE CITY OF WATERLOO, BLACK HAWK COUNTY, IOWA COMMENCING AT THE NORTHEAST CORNER OF THE WEST 66 FEET OF LOT 7 IN SAID MEADOWDALE; THENCE, SOUTH 89°05'46" WEST, 152.34 FEET ON THE SOUTH RIGHT OF WAY LINE OF DOWNING AVENUE TO THE POINT OF BEGINNING; THENCE, SOUTH 0°29'02" EAST, 3.00 FEET; THENCE, SOUTH 89°05'46" WEST, 22.76 FEET; THENCE, SOUTH 0°29'02" EAST, 105.00 FEET; THENCE, SOUTH 2°18'10" WEST, 159.25 FEET; THENCE, SOUTH 0°29'02" EAST, 30.00 FEET TO THE SOUTH LINE OF LOT 8; THENCE, SOUTH 89°30'58" WEST, 4.00 FEET ON SAID SOUTH LINE OF LOT 8 TO THE EAST RIGHT OF WAY LINE OF ANSBOROUGH AVENUE; THENCE, NORTH 0°29'02" WEST, 296.98 FEET ON SAID EAST RIGHT OF WAY LINE TO THE NORTHWEST CORNER OF SAID LOT 8; THENCE, NORTH 89°05'46" EAST, 34.50 FEET ON THE NORTH LINE OF SAID LOT 8 TO THE POINT OF BEGINNING; DESCRIBED PARCEL CONTAINS 2,708 SQUARE FEET. PARCEL DESCRIPTION: TEMPORARY EASEMENT PART OF THE LOT 8 OF AUDITOR'S PLAT OF PART OF MEADOWDALE IN THE CITY OF WATERLOO, BLACK HAWK COUNTY, IOWA COMMENCING AT THE NORTHEAST CORNER OF THE WEST 66 FEET OF LOT 7 IN SAID ADDITION; THENCE, SOUTH 89°05'46" WEST, 152.34 FEET ON THE SOUTH RIGHT OF WAY LINE OF DOWNING AVENUE; THENCE, SOUTH 0°29'02" EAST, 3.00 FEET; THENCE, SOUTH 89°05'46" WEST, 12.76 FEET TO THE POINT OF BEGINNING; THENCE, SOUTH 0°29'02" EAST, 105.00 FEET; THENCE, SOUTH 2°18'10" WEST, 50.15 FEET; THENCE, NORTH 89°01'00" EAST, 20.00 FEET; THENCE, SOUTH 0°31'57" EAST, 81.00 FEET; Page 210 of 242 THENCE, SOUTH THENCE, SOUTH THENCE, SOUTH LINE OF LOT 8; THENCE, SOUTH LINE OF LOT 8; THENCE, NORTH THENCE, NORTH THENCE, NORTH THENCE, NORTH BEGINNING; 89°36'34" WEST, 24.00 FEET; 2°18'10" WEST, 28.22 FEET; 0°29'02" EAST, 29.76 FEET TO THE SOUTH 89°30'58" WEST, 10.00 FEET ON SAID SOUTH 0° 29' 02" WEST, 30.00 FEET; 2°18' 10" EAST, 159.25 FEET; 0°29'02" WEST, 105.00 FEET; 89°05'46" EAST, 10.00 FEET TO THE POINT OF DESCRIBED PARCEL CONTAINS 4,722 SQUARE FEET. Page 211 of 242 ACQUISITION CONTRACT THIS ACQUISITION CONTRACT (the "Contract") is entered into as of , by and between T&S Properties Management II, LLC ("Seller"), and City of Waterloo, Iowa, ("Buyer"). 1. Seller agrees to sell to Buyer, and Buyer agrees to buy, the following real estate and/or easement interests (the "Property"), described as: See Exhibit "A" attached hereto, City of Waterloo, State of Iowa, which includes the improvements and other fixtures thereon. The Property also includes, if applicable, all estates, rights, title and interests, including all easements, and all advertising devices and the right to erect such devices as are located thereon. 2. Possession of the Property is the essence of this Contract, and Buyer may enter and assume full use and enjoyment of the premises per the terms of this Contract. Seller grants Buyer the immediate right to enter the Property for the purpose of gathering survey and soil data. 3. The Purchase Price shall be $ 54,311.46, broken down as follows: Fee title for 2,708 sf Temp. easement for 4,722 sf Loss of concrete parking for 1,150 sf $38,453.60 10,057.86 5,800.00 4. Possession of the Property shall be delivered to Buyer at closing, which shall occur on a date to be determined by the parties hereafter, but in any event after the approval of title by Buyer and satisfaction or waiver of contingencies, if any. No later than the closing date, Seller shall remove from the Property all of its personal property, trash, and debris of any type that is not a structure or a fixture. Within said time Seller shall also remove all hazardous materials and/or substances from the Property on or above the ground surface, including but not limited to barrels, cans, or bottles of any kind. 5. In undertaking the street improvement project (the "Project") to which this Contract relates, Buyer will maintain access to Ansborough Avenue for Seller and its tenants across the Property by keeping half of the entrance open for vehicular traffic. 6. Seller warrants that there are no tenants on the Property holding under a lease or otherwise in possession. 7. This Contract shall apply to and bind the legal successors in interest of the Seller, and Seller agrees to pay ail encumbrances, claims, liens and assessments against the Property, including all taxes and special assessments prorated to the closing date as required by Section 427.2 of the Code of Iowa, and agrees to warrant merchantable title. Names and addresses of lienholders are: (a) First Security Bank & Trust Company of Charles City, Iowa; (b) Black Hawk County, Iowa, for taxes 8. Seller also grants to Buyer a temporary easement as described on Exhibit "B" attached hereto, for purposes of allowing Buyer, its employees, contractors and agents, a right of entry in, upon and onto the Property for but not limited to surveying, grading, storing materials and equipment, and providing access during construction of the intersection improvements project and facilities appurtenant thereto. The temporary easement shall terminate upon the earlier of 12 months from the initiation of construction on the Property by Buyer or acceptance of project improvements by the Waterloo city council. 9. Seller will furnish and deliver to Buyer an abstract of title for update at Buyer's expense, to be continued to a date within thirty (30) days before the closing date, showing merchantable title to the Property in Seller in conformity with this Contract, Iowa law, and title standards of the Iowa State Bar Association. Page 212 of 242 Seller agrees to obtain court approval of this Contract, if requested by the Buyer, if title to the Property becomes an asset of any estate, trust, conservatorship or guardianship. Seller agrees to pay court approval costs and all other costs necessary to transfer the Property to the Buyer. Seller shall convey the Property to Buyer by warranty deed, free and clear of all liens, restrictions, and encumbrances except as provided in this Contract. 10. Each party agrees to indemnify and hold harmless the other party, its managers, officers, officials, employees, contractors and agents, from and against any claims, demands, causes of action, costs, expenses, damages or liabilities of any type or nature whatsoever, including but not limited to reasonable attorneys' fees and expenses, arising from or in connection with the negligent acts or omissions of the indemnifying party, its managers, officers, officials, employees, contractors or agents upon or about the Property until completion of the Project. 11. If the Seller holds title to the Property in joint tenancy with full rights of survivorship and not as tenants in common at the time of this Contract, Buyer will pay any remaining proceeds to the survivor of that joint tenancy and will accept title solely from that survivor, provided the joint tenancy has not been destroyed by operation of law or acts of the Seller. 12. This Contract shall become effective only upon acceptance and approval of the Contract by the City Council of the City of Waterloo. 13. This Contract, together with the exhibits and attachments attached hereto, constitutes the entire agreement between Buyer and Seller, and there is no agreement to do or not to do any act or deed except as specifically provided herein. This Contract may be modified only in a written instrument signed by both parties. Time is of the essence of this Contract. WHEREFORE, the parties have entered into this Acquisition Contract by their duly authorized representatives as of the date first set forth above. [signatures on next page] 2 Page 213 of 242 T&S Properties Management II, LLC By: AC`'"' i Title: ( rAvvu2.-1Y CITY AP P' OVA ► OMM ks, City Planning Staff (Date) Approved by: (Mayor) Attest: (City Clerk) Date approved: 3 Page 214 of 242 Location: Requeslar: Proprietor: Surveyor: Surveyor Company: Return To: Lot Auditor's Plat of 1Vieadowdale City of Waterloo City of Waterloo Engineering Department T & S Properties Management II, L.L.C. Jimmy D. Rose Anent Design Anent Design 625 32nd Avenue SW Cedar Rapids. IA52404 amentmal(a.gmailconl N 0 15 J0 SCALE: 1 30' 60 PARCEL DESCRIPTION PARCEL DESCRIPTION: ACQUISHION PLAT PA RT OF THE LOT 8 OF AUDITOR'S PLAT OF PART OF MEADOWOALE IN THE CITY OF WATERLOO. BLACK HAWK COUNTY, IOWA COMMENCING AT THE NORTHEAST CORNER OF THE WEST 66 FEET OF LOT 7 IN SAID MEADOWDALE: THENCE, SOUTH 89°05'46" WEST, 152.34 FEET ON THE SOUTH RIGHT OF WAY LINE OF DOWNING AVENUETO THE POINT OF BEGINNING; THENCE, SOUTH 0°23'02" EAST, 3.00 FEET: THENCE, SOUTH 89°05'46" WEST, 22.76 FEET: THENCE, SOUTH 0°2702" EAST, 105.00 FEET; THENCE. SOUTH 2°18' 10" WEST, 159.25 FEET; THENCE, SOUTH 0°29'02" EAST, 30.00 FEET TO THE SOUTH LINE OF LOT 8; THENCE, SOUTH 89°39'58" WEST, 4.00 FEET ON SAIL) SOUTH LINE OF LO1 8 TO THE EAST RIGHT OF WAY LINE OF ANSBOROUGH AVENUE; THENCE. NORTH 0°29'02" WEST, 296.98 FEET ON SAID EAST RIGHT OF WAY LINE TO THE NORTHWEST CORNER OF SA1D LOT 8; THENCE, NORTH 89°05'46" EAST, 34.50 FEET ON THE NORTH LINE OF SAID LOT 8 TO THE POINT OF BEGINNING: DESCRIBED PARCEL CONTAINS 2,708 SQUARE FEET. LEGEND 7f1 0 (R) P.O.B. P.O.C. PROPOSED RIGHT-OF-WAY ACQUISITION PARCEL BOUNDARY SET Z" DIA. REBAR W/ ALUM GAP#113D2 FOUND MONUMENT RECORD DIMENSION POINT OF BEGINNING POINT OF COMMENCEMENT NOTES: 1. DISTANCES IN FEET AND DECIMALS THEREOF. 2. BEARINGS SHOWN ARE BASED ON THE IOWA STATE PLANE COORDINATE SYSTEM, NORTH ZONE (NADB3) 3. FIELD WORK COMPLETED 3/20/2019 OWNER T & S PROPERTIES MANAGEMENT II, LLC 4127 TEENA DRIVE CEDAR FAU..S, IOWA 50613 PREPARED FOR CITY OF WATERLOO ENGINEERING DEPARTMENT ANSBOROUGH AVE./DOWNING AVE. ROADWAY IMPROVEMENTS CITY OF WATERLOO # TOF-284 IDOT #STP—A-8155(757)-86-07 SURVEYOR AMENT DESIGN JIMMY D. ROSE 625 32ND AVENUE SW CEDAR RAPIDS, IA 52404 EXISTING R.O.W. LINE RIGHT-OF-WAY ACQUISITION PLAT PART OF LOT 8 AUDITOR'S PLAT OF MEADOWDALE CITY OF WATERLOO, SLACK HAWK COUNTY, IOWA DOWNING AVENUE (66' R.O,W) 5 89'05'46" W (187.1') P.O.C. NE COR OF WWEST86' OF LOT 7 LOT 8 AUDITOR'S PEAT OF PART OF AIEADOWOALE PIN 8913-27-151-051 PROPOSED R.O.W. LINE T & S PROPERTIES MANAGEMENT 8. LLC WARRANTY DEED DOC 83009.03708 LINE TABLE S 0°29'02" E S 89°05'46" W S 0°29'02" E S 89°30'58" W N 89°05'46" E 5.00' SOUTH LINE LOT 8 (117.45') LOT 9 EXISTING ROW LINE 3.00' 22.76' 30.00' 4.00' 34.50' I HEREBY CERTFY VAT TBIS LAIRD SURVEYING DOCUMENT WAS PREPARED MIS 7HE MATED SURVEY 0DRK WAS PERFORMED Bf LIE DR UNDER to DIRECT PERSONAL SUP!'Ry51O11 AND THAT 1 Au A DULY (AND SDRVEYDR UNDER THE 4A9 Or THE STATE OE Mi. R 110.11SOD ?tc % /6,, 2o/ 9 MY LICENSE RENEWAL DATE IS DECEMBER 31, 27718 ENTIRE SHENHS5%4t IS COVERED BY THIS sr,4L MESS SPECHIED HELON, rid RIGHT-OF-WAY ACQUISITION 1315-1325 ANSSOROUGHAVENUE LOT 8AUDITORS PLAT OF61E4OOWDALE cIbvc.w,ie EWMYN9p1 NfIM1IRI lllSi41l1r. OPAWNITH LJR Evyy. Apiil 16, 9:n6am , ,oEHHv: JOR FE62 REVISION DESCRIPNOEE DA1E Page 215 of 242 AMENT DESIGN CEDAR RAPIDS, IOWA (319-378--1401) EXHIBIT SHEET 2 OF 2 REV/BY: DATE ACQUISITION PLAT FOR THE CITY OF WATERLOO, IOWA ADDRESS OF SURVEY: 1315--1325 ANSBOROUGH AVENUE WATERLOO, IOWA, 50701 PROJECT PARCEL NO. OWNER: T & S PROPERTIES MANAGEMENT II, LLC 4127 DEENA DRIVE CEDAR FALLS, IA 50613 PARCEL NO. 8913-27-151-051 PARCEL DESCRIPTION: ACQUISITION PLAT PART OF THE LOT 8 OF AUDITOR'S PLAT OF PART OF MEADOWDALE IN THE CITY OF WATERLOO, BLACK HAWK COUNTY, IOWA COMMENCING AT THE NORTHEAST CORNER OF THE WEST 66 FEET OF LOT 7 IN SAID MEADOWDALE; THENCE, SOUTH 89°05'46" WEST, 152.34 FEET ON THE SOUTH RIGHT OF WAY LINE OF DOWNING AVENUE TO THE POINT OF BEGINNING; THENCE, SOUTH 0°29'02" EAST, 3.00 FEET; THENCE, SOUTH 89°05'46" WEST, 22.76 FEET; THENCE, SOUTH 0°29'02" EAST, 105.00 FEET; THENCE, SOUTH 2°18' 10" WEST, 159.25 FEET; THENCE, SOUTH 0°29'02" EAST, 30.00 FEET TO THE SOUTH LINE OF LOT 8; THENCE, SOUTH 89°30'58" WEST, 4.00 FEET ON SAID SOUTH LINE OF LOT 8 TO THE EAST RIGHT OF WAY LINE OF ANSBOROUGH AVENUE; THENCE, NORTH 0°29'02" WEST, 296.98 FEET ON SAID EAST RIGHT OF WAY LINE TO THE NORTHWEST CORNER OF SAID LOT 8; THENCE, NORTH 89°05'46" EAST, 34.50 FEET ON THE NORTH LINE OF SAID LOT 8 TO THE POINT OF BEGINNING; DESCRIBED PARCEL CONTAINS 2,708 SQUARE FEET. Page 2 of 2 Page 216 of 242 TEMPORARY EASEMENT FOR CONSTRUCTION EXHIBIT 0 15 30 SCALE: 1"= 30' 60 PART OF LOT 8 AUDITORS PLAT OF MEADOWDALE CITY OF WATERLOO. BLACK HAWK COUNTY, IOWA PARCEL DESCRIPTION PART OF THE LOT 8 OF AUDITOR'S PLAT OF PART OF MEADO W DALE IN THE CITY OF WATERLOO, BLACK HAWK COUNTY, IOWA COMMENCING AT THE NORTHEAST CORNER OF THE WEST 66 FEET OF LOT 7 IN SAID ADDITION: THENCE, SOUTH 89°05'46" WEST, 152.34 FEET ON THE SOUTH RIGHT OF WAY LINE. OF DOWNING AVENUE: THENCE. SOUTH 0°29'02' EAST, 3.00 FEET: THENCE. SOUTH 89°05'46" WEST. 12.76 FEET TO THE POINT OE BEGINNING: THENCE, SOUTH 0'29'02" EAST, 105.00 FEET: THENCE, SOUTH 2'18'10" WEST, 50.15 FEET; THENCE, NORTH 89°01'00" EAST, 20.00 FEET; THENCE. SOUTH 0'31'57" FAST. 81.00 FEET: THENCE. SOUTH 89'36'34" WEST, 24.00 FEET: THENCE, SOUTH 2°18'10" WEST, 28.22 FEET: THENCE, SOUTH 0°29'02" EAST, 29.76 FEEL TO THE SOUTH LINE OF LOT 8: THENCE. SOUTH 89'30'58" WEST, 10.00 FEET ON SAID SOU1H LINE OE LOT 8: THENCE, NORTH 0°29' 02" WEST. 30.00 FEET; THENCE. NORTH 2°1810" EAST, 159.25 FEET: THENCE, NORTH 0°29'02" WEST. 105.00 FEET: THENCE, NORTH 89°05'46" EAST, 10.00 FEET TO THE POINT OF BEGINNING; DESCRIBED PARCEL CONTAINS 4,722 SQUARE. FEET. LINE TABLE 1S 0°29'02" E 5 89°05`46" W N 89°01'00" E S 89°36'34' W E S 2'18'10" W S 0°28'02" E 5 89°30'58" W N 0°29'02" W N 89°05'40" E LEGEND • P.O.B. P.O.C. 3.00' 12.76' 20.00' 24.00' 28.22' 29.76' 10.00' 30.00' 10.00' PROPOSED TEMPORARY EASEMENT PARCEL BOUNDARY FOUND MONUMENT POINT OF BEGINNING POINT OF COMMENCEMENT NOTES: 1. DISTANCES IN FEET AND DECIMALS THEREOF. 2. BEARINGS SHOWN ARE BASED ON THE IOWA STATE PLANE COORDINATE SYSTEM. NORTH ZONE (NADB3) 3. FIELD WORK COMPLETED 3/30/2019 OWNER T & S PROPERTIES MANAGEMENT IL LLC 4127 TEENA DRIVE CEDAR FALLS, IOWA 50613 SURVEYOR AMENT DESIGN JIMMY D. ROSE 625 32ND AVENUE SW CEDAR RAPIDS, IOWA 52404 mei "4 TEMPORARY EASEMENT 1315-1325 ANSHOROLIGH AVENUE LOT 8AUDITOR'S MAT OFMEADOW DALE PREPARED FOR CITY OF WATERLOO ENGINEERING DEPARTMENT ANSBOROUGH AVE./DOWNING AVE. ROADWAY IMPROVEMENTS CITY OF WATERLOO # TOF-284 IDOT #STP-A-8155(757)-86-07 Ament 0 S 10 N: PROPOSED R.O.W. LINE E13,. h.-4 �,IF Ibl w.,uanua FL Bo 03 0, 0 N DOWNING AVENUE (66' R.0.W) %'o 5 89°05`46" W 152.34' P.O.B. LOT AUDITOR'S PLAT OF PART OF MEADOWDALE PIN S913-27-151-951 PROPOSED TEMPORARY EASEMENT T 8 5 PROPERTIES MANAGEMENT II, LLC WARRANTY DEED DOC 0.809-99798 r SOUTH LINE LOT 8 LOT 9 LJR wPDovLo er: JDR March 29, 10:88arn P.O.C. NE GOR OF WEST 66' OF LOT 7 NO. B[Vls]ON DESCRIPTION DATE Page 217 of 242 AMENT DESIGN CEDAR RAPIDS, IOWA (319-378-1401) EXHIBIT SHEET 2 OF 2 REV/BY: DATE TEMPORARY EASEMENT EXHIBIT FOR THE CITY OF WATERLOO, IOWA ADDRESS OF SURVEY: 1315--1325 ANSBOROUGH AVENUE WATERLOO, IOWA, 50701 PROJECT PARCEL NO. OWNER: T & S PROPERTIES MANAGEMENT II, LLC 4127 DEENA DRIVE CEDAR FALLS, IA 50613 PARCEL NO. 8913-27-151-051 PARCEL DESCRIPTION: TEMPORARY EASEMENT PART OF THE LOT 8 OF AUDITOR'S PLAT OF PART OF MEADOWDALE IN THE CITY OF WATERLOO, BLACK HAWK COUNTY, IOWA COMMENCING AT THE NORTHEAST CORNER OF THE WEST 66 FEET OF LOT 7 IN SAID ADDITION; THENCE, SOUTH 89°05'46" WEST, 152.34 FEET ON THE SOUTH RIGHT OF WAY LINE OF DOWNING AVENUE; THENCE, SOUTH 0°29'02" EAST, 3.00 FEET; THENCE, SOUTH 89°05'46" WEST, 12.76 FEET TO THE POINT OF BEGINNING; THENCE, SOUTH 0°29'02" EAST, 105.00 FEET; THENCE, SOUTH 2°18' 10" WEST, 50.15 FEET; THENCE, NORTH 89°01'00" EAST, 20.00 FEET; THENCE, SOUTH 0°31'57" EAST, 81.00 FEET; THENCE, SOUTH 89°36'34" WEST, 24.00 FEET; THENCE, SOUTH 2°18' 10" WEST, 28.22 FEET; THENCE, SOUTH 0°29'02" EAST, 29.76 FEET TO THE SOUTH LINE OF LOT 8; THENCE, SOUTH 89°30'58" WEST, 10.00 FEET ON SAID SOUTH LINE OF LOT 8; THENCE, NORTH 0° 29' 02" WEST, 30.00 FEET; THENCE, NORTH 2°18' 10" EAST, 159.25 FEET; THENCE, NORTH 0°29'02" WEST, 105.00 FEET; THENCE, NORTH 89°05'46" EAST, 10.00 FEET TO THE POINT OF BEGINNING; DESCRIBED PARCEL CONTAINS 4,722 SQUARE FEET. Page 2 of 2 Page 218 of 242 CITY OF WATERLOO Council Communication Resolution approving an agreement with UniFirst Corporation of Grundy Center, Iowa, for a period of three (3) years, to provide laundry service for Waterloo Fire Rescue, and authorizing the Mayor and City Clerk to execute said document. City Council Meeting: 12/30/2019 Prepared: 12/20/2019 REVIEWERS: Department Fire Rescue Clerk Office Reviewer Treloar, Pat Even, LeAnn Action Approved Approved ATTACHMENTS: Description Type ❑ UniFirst Cover Memo SUBJECT: Submitted by: Recommended Action: Summary Statement: Date 12/20/2019 - 3:12 PM 12/20/2019 - 5:58 PM Resolution approving an agreement with UniFirst Corporation of Grundy Center, Iowa, for a period of three (3) years, to provide laundry service for Waterloo Fire Rescue, and authorizing the Mayor and City Clerk to execute said document. Submitted By: Pat Treloar, Fire Chief approve We received two bids from vendors to provide laundry services to WFR. UniFirst was low bid with an approximate weekly cost of $325.00. Page 219 of 242 BID SHEET Enter bid price per unit below. Price Per Unit Inventory Maintenance Bar Mops $ 0.05 2% @ $0.95 Dishtowels $ 0.05 2% @ $0.95 Bath Towels $ 0.18 2% @ $0,95 Shop Rags $ 0.03 2% @ $0.75 Laundry Bag $ 0.05 N/A Bag Stand $ 0.05 N/A Inventory Maintenance Fees -if the bidder utilizes an inventory maintenance fee it must be declared separate from the price per unit listed above. We will not pay a separate delivery charge. If you require a delivery charge, you must build that charge into the price per unit bid above. Contract Length- 36 month contract with a 2.5% price increase annually. If both parties agree, the length of contract may be extended. THE CITY RESERVES THE RIGHT TO REJECT ANY AND ALL PROPOSALS AMENDMENT: Initial delivery will include full towel inventory. Weekly towel delivery quantities will be based on previous week's turn in quantity. Waterloo Fire and Rescue reserves the right to change quantities at any time throughout the life of the agreement, COMPANY NAME: UniFirst Corporation COMPANY ADDRESS: 804 W 5th Street — Borden Business Pk. CONTACT NAME: Jennifer McKenna, Sales Manager CONTACT PHONE NUMBER: Office: (319) 824-3174 Cell: (319) 239-1484 CONTACT EMAIL: Jennifer mckenna uniflrst.com Signed: Date: 1210 Page 220 of 242 CITY OF WATERLOO Council Communication An ordinance amending the City of Waterloo Code of Ordinances by amending various sections of Chapters 1, 2, and 3 of Title 1, Administration. City Council Meeting: 12/30/2019 Prepared: 12/10/2019 REVIEWERS: Department Reviewer Action Date Water Works Felchle, Kelley Approved 12/10/2019 - 1:21 PM ATTACHMENTS: Description Type ❑ Ordinance as proposed Backup Material ❑ Edits to Chapters 1-3 Backup Material SUBJECT: Motion to receive, file, consider, and pass for the second time an ordinance amending the City of Waterloo Code of Ordinances, by repealing the defmition of "Gender" in Chapter 1, Official City Code, Section 1-1-2, Rules of Construction, Defmitions, and Chapter 2, Municipal Charter and Seal, Section 1-2-2, Municipal Seal, and Chapter 3, General Penalty, Section 1-3-1 General Penalty, and Chapter 3, General Penalty, Section 1-3-2, Municipal Infractions, Subsection E, Administrative Fees, all of Title 1, Administration, in their entirety and enacting in lieu thereof a new defmition of "Gender" in Chapter 1, Official City Code, Section 1-1-2, Rules of Construction, Defmitions, and Chapter 2 Municipal Charter and Seal, Section 1-2-2 Municipal Seal, and Chapter 3 General Penalty Section 1-3-1 General Penalty, all of Title 1, Administration. Motion to suspend the rules. Motion to consider and pass for the third time and adopt said ordinance. Submitted by: Submitted By: Kelley Felchle, City Clerk Recommended Action: Approval. S ummary S tatement: This ordinance is the first of a series of ordinances reflecting changes that council has reviewed, through a series of work sessions, to Title 1 of the city code. Additional ordinances on Chapters 4, 5, and 6 will come to council in January. Page 221 of 242 Prepared by Kelley Felchle, City Clerk, City of Waterloo, 715 Mulberry Street, Waterloo, IA 50703, (319) 291-4323. ORDINANCE NO. XXXX AN ORDINANCE AMENDING THE CODE OF ORDINANCES OF THE CITY OF WATERLOO, IOWA, BY REPEALING THE DEFINITION OF "GENDER" IN CHAPTER 1, OFFICIAL CITY CODE, SECTION 1-1-2, RULES OF CONSTRUCTION, DEFINITIONS, AND CHAPTER 2, MUNICIPAL CHARTER AND SEAL, SECTION 1-2-2, MUNICIPAL SEAL, AND CHAPTER 3, GENERAL PENALTY, SECTION 1-3-1 GENERAL PENALTY, AND CHAPTER 3, GENERAL PENALTY, SECTION 1-3-2, MUNICIPAL INFRACTIONS, SUBSECTION E, ADMINISTRATIVE FEES, ALL OF TITLE 1, ADMINISTRATION, IN THEIR ENTIRETY AND ENACTING IN LIEU THEREOF A NEW DEFINITION OF "GENDER" IN CHAPTER 1, OFFICIAL CITY CODE, SECTION 1-1-2, RULES OF CONSTRUCTION, DEFINITIONS, AND CHAPTER 2 MUNICIPAL CHARTER AND SEAL, SECTION 1-2-2 MUNICIPAL SEAL, AND CHAPTER 3 GENERAL PENALTY SECTION 1-3-1 GENERAL PENALTY, ALL OF TITLE 1, ADMINISTRATION. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF WATERLOO, IOWA AS FOLLOWS: That the definition of "Gender" in Section 1-1-2, Rules of Construction, Definitions, of Chapter 1, Official City Code, of Title 1, Administration, is hereby repealed with the definition set forth below enacted in lieu thereof: GENDER: Words importing the masculine gender shall be extended to females. That Section 1-2-2, Municipal Seal, of Chapter 2, Municipal Seal, of Title 1, Administration, is hereby repealed in its entirety with the section set forth below enacted in lieu thereof, as follows: 1-2-2: MUNICIPAL SEAL: A seal, having in the center the words "WATERLOO, IOWA", and around the margin the words "City Seal", be and the same is hereby declared to be the common seal of the city. The city clerk shall procure such a seal, have the custody of the seal, and cause it to be affixed to all transcripts, orders, or certificates, which it may be necessary or proper to authenticate. That Section 1-3-1, General Penalty, of Chapter 3, General Penalty, of Title 1, Administration, is hereby repealed in its entirety, with the section set forth below enacted in lieu thereof, as follows: 1-3-1: GENERAL PENALTY: The doing of any act prohibited or declared to be unlawful or a misdemeanor by this code, or the omission or failure to perform any act or duty required by this code is, unless another penalty is specified, punishable by a fine not to exceed the maximum fine and term for imprisonment for a simple misdemeanor under Section 903.1(1)(a) of Iowa Code. Page 222 of 242 Ordinance No. XXXX Page 2 That Section 1-3-2, Municipal Infractions, Subsection E, Administrative Fees, of Title 1, Administration, is hereby repealed in its entirety. INTRODUCED: PASSED 1st CONSIDERATION: PASSED 2nd CONSIDERATION: PASSED 3rd CONSIDERATION: PASSED AND ADOPTED this th day of 20. Quentin Hart, Mayor ATTEST: Kelley Felchle City Clerk Page 223 of 242 CHAPTER 1 OFFICIAL CITY CODE 1-1-1: CODE DESIGNATED: 1-1-2: RULES OF CONSTRUCTION, DEFINITIONS: 1-1-3: CATCHLINES: 1-1-4: EFFECT OF REPEALS: 1-1-5: ALTERING 1'HE CODE: 1-1-6: AMENDMENTS TO CODE: 1-1-7: SEVERABILITY: 1-1-1: CODE DESIGNATED: The ordinances embraced in the following titles, chapters and sections constitute and are designated the CITY CODE OF THE CITY OF WATERLOO, IOWA, and may be so cited. (1970 Code, § 1-1) 1-1-2: RULES OF CONSTRUCTION, DEFINITIONS: In the construction of this code, the following rules shall be observed, unless such construction would be inconsistent with the manifest intent of the city council or repugnant to the context of the provisions: CITY: The city of Waterloo, Iowa, and extended to its several officers, agents and employees. CITY ATTORNEY: The chief legal officer of the city, and includes the city solicitor. CITY CLERK: The city clerk of the city. COMPUTING TIME; HOLIDAYS: In computing time, the first day shall be excluded and the last included, unless the last day falls on Sunday, in which case the time prescribed shall be extended so as to include the whole of the following Monday; provided that, whenever the last day for the commencement of any action or proceedings, the filing of any pleading or motion in a pending action or proceedings or the perfecting or filing of any appeal from the decision of any court, board, commission or official falls on a Saturday, a Sunday or any recognized legal holiday, the time therefor shall be extended to include the next day which is not a Saturday, Sunday or such legal holiday. COUNTY: The county of Black Hawk in the state of Iowa. DELEGATION OF AUTHORITY: Whenever a provision appears requiring an officer of the city to do some act or make certain inspections, it is to be construed to authorize the officer to designate, delegate and authorize subordinates to perform the required act or make the required inspection unless the terms of the provision or section designate otherwise. GENDER: Words importing the masculine gender e shall ma} -be extended to females. DRAFT DATE - 5/31/2019 2 Page 224 of 242 JOINT AUTHORITY: Words giving a joint authority to three (3) or more public officers or other persons shall be construed as giving such authority to a majority of them, unless it is otherwise expressed. LAND, REAL ESTATE: The word "land" and phrases "real estate" and "real property" include land, tenements, hereditaments and all rights thereto and interest therein, equitable as well as legal. MONTH, YEAR: The word "month" means a calendar month and the word "year" means a calendar year. NUMBER: Words incorporating the singular number may be extended to several persons or things, and words importing the plural number may be applied to one person or thing. OATH OR AFFIRMATION: The word "oath" includes affirmations in all cases where an affirmation may be substituted for an oath, and in like cases the word "swear" includes "affirm". OFFICIALS, BOARDS, COMMISSIONS, ETC.: Whenever reference is made to officials, boards and commissions by title only, i.e., "council", "clerk", "the mayor" etc., they shall be deemed to refer to the officials, boards and commissions of the city of Waterloo. OR, AND: "Or" may be read "and", and "and" may be read "or" if the sense requires it. PERSON: Includes and is applied to corporations, associations, clubs, societies, firms, partnerships, municipalities and bodies politic and corporate as well as to individuals. PERSONAL PROPERTY: Includes money, goods, chattels, evidences of debt and things in action. PROPERTY: Includes real and personal property. STATE: The state of Iowa. TENSE: Words used in the present or past tense include the future as well as the present and past. WORDS AND PHRASES: Words and phrases shall be construed according to the context and the approved usage of the language; technical words and phrases, and such others as may have acquired a peculiar and appropriate meaning in law, shall be construed according to such meaning. WRI I 1 EN, IN WRITING: Any mode of representing words and letters in general use, except that signatures, when required, must be made by the writing or mark of the person. (1970 Code, § 1-2; amd. 2001 Code) DRAFT DATE - 5/31/2019 Page 225 of 242 1-1-3: CATCHLINES: Unless set out in the body of the section itself, the catchlines of the several sections and/or subsections of this code do not constitute any part of the law, and are intended merely to indicate, explain, supplement or clarify the contents of a section and/or subsection. (1970 Code, § 1-3) 1-1-4: EFFECT OF REPEALS: The repeal of an ordinance does not revive an ordinance previously repealed, nor affect any rights which have accrued, any duty imposed or any proceedings commenced under or by virtue of the ordinance repealed. (1970 Code, § 1-5) 1-1-5: ALTERING THE CODE: It is unlawful for any person to change or amend, by additions or deletions, any part or portion of this code, or to insert or delete pages, or portions thereof, or to alter or tamper with such code in any manner whatsoever which will cause the law of the city to be misrepresented thereby. (1970 Code, § 1-6) 1-1-6: AMENDMENTS TO CODE: All ordinances passed subsequent to this code which amend, repeal or in any way affect this code, may be numbered in accordance with the numbering system of this code and printed for inclusion herein. When subsequent ordinances repeal any chapter, section or subsection or any portion thereof, such repealed portions may be excluded from this code by omission from reprinted pages. The subsequent ordinances, as numbered and printed, or omitted in the case of repeal, shall be prima facie evidence of such subsequent ordinances until such time as this code and subsequent ordinances numbered or omitted are readopted as a new code. Amendments to any of the provisions of this code may be made by amending such provisions by specific reference to the section number of this code in substantially the following language: "That section of the city code of Waterloo, Iowa, is hereby amended to read as follows:...". The new provision shall then be set out in full as desired. In the event a new section not heretofore existing in this code is to be added, the following language may be used: "That the city code, city of Waterloo, Iowa, is hereby amended by adding a section, to be numbered , which said section reads as follows:...". The new section shall then be set out in full as desired. (Ord. 3522, 1-25-1988; amd. Ord. 3855, 4-13-1992) 1-1-7: SEVERABILITY: The sections, paragraphs, sentences, clauses and phrases of this code are severable, and if any phrase, clause, sentence, paragraph or section of this code shall be declared invalid, unenforceable or unconstitutional by the valid judgment or decree of a court of competent DRAFT DATE - 5/31/2019 4 Page 226 of 242 jurisdiction, such invalidity, unenforceability or unconstitutionality shall not affect any of the remaining phrases, clauses, sentences, paragraphs and sections of this code. (1970 Code, § 1-4) CHAPTER 2 MUNICIPAL CHARTER AND SEAL 1-2-1: MUNICIPAL CHARTER: 1-2-2: MUNICIPAL SEAL: 1-2-1: MUNICIPAL CHARTER: A. Purpose: The purpose of this section is to provide for a charter embodying the form of government existing on July 24, 1972. B. Citing Charter: This section may be cited as the CHARTER OF THE CITY OF WATERLOO, IOWA. C. Form of Government: The form of government of the city is the mayor -council form of government. D. Powers and Duties: The city council and mayor and other city officers have such powers and shall perform such duties as are authorized or required by state law and by the ordinances, resolutions, rules and regulations of the city. E. Number and Term of Council: The city council shall consist of two (2) councilpersons elected at large and one councilperson from each of the five (5) wards as established by ordinance, elected to hold office as follows: 1. In the election to be held in 1993, the councilpersons from wards one, three and five shall be elected for a term of four (4) years. The councilpersons from wards two and four shall be elected for a term of two (2) years. The at -large councilperson who receives the highest number of votes is elected for a four (4) year term; the other is elected to a two (2) year term. 2. Thereafter, each councilperson shall be elected for a term of four (4) years. F. Term of Mayor: The mayor is elected for a term of two (2) years. G. Copies on File: The city clerk shall keep an official copy of this charter on file with the official records of the city clerk, shall immediately file a copy with the secretary of the state of Iowa, and shall keep copies of the charter available at the city clerk's office for public inspection. (Ord. 2603, 8-14-1972; amd. Ord. 3856, 4-13-1992) DRAFT DATE - 5/31/2019 Page 227 of 242 1-2-2: MUNICIPAL SEAL: A seal, having in the center the words "WATERLOO, IOWA", and around the margin the words "City Seal", be and the same is hereby declared to be the common seal of the city. The city clerk shall procure such a seal, and the mayor shall have the custody of the seal, and cause it to be affixed to all transcripts, orders or certificates, which it may be necessary or proper to authenticate. (Rev. Ord. 1188, Comp. 1941, p. S-9) CHAPTER 3 GENERAL PENALTY 1-3-1: GENERAL PENALTY: 1-3-2: MUNICIPAL INFRACTIONS: 1-3-1: GENERAL PENALTY: The doing of any act prohibited or declared to be unlawful or a misdemeanor by this code, or the omission or failure to perform any act or duty required by this code is, unless another penalty is specified, punishable by a fine not to exceed the maximum fine and term for imprisonment for a simple misdemeanor under Section 903.1(1)(a) of Iowa Code.in a sum net -exceeding -five 2999) 1-3-2: MUNICIPAL INFRACTIONS: A. Definitions: As used in this section, or with reference hereto, the following words and terms shall have the meaning ascribed thereto: MUNICIPAL INFRACTION: The doing of any act prohibited or declared to be unlawful, an offense or a misdemeanor, by this code or any ordinance or code hereby adopted by reference, or omission or failure to perform any act or duty requested by this code or any ordinance or code herein adopted by reference.- A violation shall not be a municipal infraction if it is a felony, an aggravated misdemeanor or a serious misdemeanor under state law or if the violation is a simple misdemeanor under Iowa Code chapters 687 through 747. A municipal infraction is punishable by civil penalty as provided herein. OFFICER: Any employee or official authorized to enforce this code of the city of Waterloo. REPEAT OFFENSE: A recurring violation of the same section of this code. B. Adoption of Iowa Code On Municipal Infractions: Iowa Code section 364.22, municipal infractions, is hereby adopted by reference, in its entirety. All amendments to Iowa Code section 364.22 shall automatically modify this section. (Ord. 4920, 7-14-2008) DRAFT DATE - 5/31 /2019 6 Page 228 of 242 C. Penalties: The civil penalties for municipal infractions will be in line with maximums allowed by state law. (Ord. 5133, 10-1-2012) D. Notice of Violation: Any act constituting a municipal infraction under this code may be initially charged upon simple notice of violation. The city may serve a notice of violation upon a party charged with an act constituting a municipal infraction either by delivering said notice personally or by certified mail to the parry's last known address. A person who admits the reported violation may remit payment of the penalty to the city and perform any other act required to be performed, and in such event the person charged shall not be further prosecuted by issuance of a municipal infraction citation and will not be assessed any costs or other expenses for such violation. The city shall retain all penalties thus collected. If the person charged denies the reported violation or fails to timely perform any act required to be performed by the notice of violation, a civil municipal infraction citation shall be served in the manner prescribed by the applicable provision(s) of this code. Nothing in this section imposes a duty on the city or any officer to initially charge any act or all acts constituting a municipal infraction upon simple notice of violation, and the officer charged with enforcement may initially issue a civil municipal infraction citation seeking a civil penalty with or without additional relief. (Ord. 4920, 7-14- 2008) E. Administrative Fees: If an officer of the code enforcement division is required in the same ..f one hundred d„ lla.... ( 100 00) will be charged to the p uddre of the a nd/or .. of the p porty a shown by the ord.. of the enforcement officer in the same calendar year in respect of the same property. (Ord. 5212, 1 28 281-4) CHAPTER 4 ROLES AND DECORUM OF ELECTED OFFICIALS 1-4-1: ROLE OF MAYOR AND COUNCIL: 1-4-2: COUNCIL MEMBER COMMUNICATIONS WITH CITY EMPLOYEES: 1-4-3: COUNCIL MEMBERS AND THE EMPLOYEE DISCIPLINARY PROCESS: 1-4-4: COUNCIL MEETING DECORUM: 1-4-5: SPEAKING DURING PUBLIC MEETINGS: DRAFT DATE - 5/31/2019 7 Page 229 of 242 CITY OF WATERLOO Council Communication Board of Adjustment minutes of September 24, 2019. City Council Meeting: 12/30/2019 Prepared: 12/13/2019 REVIEWERS: Department Reviewer Action Date Planning & Zoning Schroeder, Aric Approved 12/16/2019 - 3:21 PM Clerk Office Higby, Nancy Approved 12/17/2019 - 12:22 PM ATTACHMENTS: Description Type ❑ BOA 9/24/19 minutes Cover Memo SUBJECT: Board of Adjustment minutes of September 24, 2019. Submitted by: Submitted By: Page 230 of 242 MINUTES OF THE WATERLOO BOARD OF ADJUSTMENT REGULAR MEETING HELD ON SEPTEMBER 24, 2019 IN THE HAROLD E. GETTY COUNCIL CHAMBERS, CITY HALL Chairperson Condon called the regular meeting of the Waterloo Board of Adjustment to order at 4:00 p.m. Board members in attendance were: Brad Condon, April Leadley, John Beckman, and John Chiles. Board members absent were Jeri Thornsberry. Staff in attendance were: Aric Schroeder, John Dornoff and Chris Western. I. Approval of the September 24, 2019 agenda. It was moved by Beckman and seconded by Chiles to approve the agenda as submitted. Motion carried unanimously. II. Approval of the Minutes of the Regular Meeting on, August 27, 2019. It was moved by Beckman, seconded by Chiles to approve the minutes of the August 27, 2019 Regular Meeting. Motion carried unanimously with one correction. Condon asked that the board request for a letter from the City Engineer be submitted to the file explaining the decision to allow the 3" asphalt and 2"gravel base be added to the motion for approval for the request by Mark Rust for a variance to the parking requirements to allow for an off premise parking lot and a variance to the minimum set back requirements to allow for the construction of a 55' x 43' x 40' asphalt parking lot with a O'setback, 5' less than is required and a variance to allow for a parking lot to be 3" thick and have a 2"gravel base when the minimum requirement is 4" asphalt and 6"gravel base in an "M-1 "Light Industrial District, located at 1828 Commercial Street. III. Decision Items 1. Request by Shiloh Baptist Church for a Special Permit and Variance to expand a legal non -conforming use to allow for the construction of a 24' X 36' Pole Building in an "A-1" Agricultural District located at 3525 Sager Avenue. Western gave staff the report that recommended approval of the request. Western stated that the request would be in conformance with the Comprehensive Plan and Future Land Use Map for this area. The request would not appear to have a negative impact upon the surrounding area. The request would not appear to have a negative impact upon pedestrian or vehicular traffic conditions in the area. Condon asked why the removal of the existing metal sheds was not listed as a condition. Western stated that it could be added as a condition. Rick Mott the applicant's representative stated that the existing buildings will be removed and the new building built in their location. It was moved by Leadley, seconded by Chiles to approve the request by Shiloh Baptist Church for a Special Permit and Variance to expand a legal non -conforming use to allow for the construction of a 24' X 36' Pole Building in an "A-1" Agricultural District located at 3525 Sager Avenue with the condition that the existing metal storage buildings be removed. Motion carried unanimously. 2. Request by Signs by Tomorrow for a variance to the sign regulations to allow for the installation of two 17 square feet wall mounted signs and a 21 square feet wall mounted sign for a total of 55 square feet, 44.4 square feet more than the 10.6 square feet allowed in an "R-4" Multiple Family Residence District located at 128 Plaza Circle. Page 231 of 242 BOARD OF ADJUSTMENT September 24, 2019 Minutes Western gave the staff report that recommended approval of the request. Western stated That there appears to be a lack of reasonable return as the property's narrow frontage severely limits the ability to provide adequate signage for the agencies located within the new building and denial of the request could deny the owner reasonable use of the property. There would appear to be some uniqueness to the request, as the new building sits approximately 232' south of West Ridgeway Avenue at the dead end of Plaza Circle severely limiting its visibility to potential clients and the lack of street frontage severely limits the amount of adequate wall signage to effectively direct clients to the various agencies. The request would not appear to have a negative impact on the area but would be compatible with surrounding uses and would appear to be a compatible infill development project. Staff has heard no objections to the request. Condon and Beckman asked if there was already a sign on the building and if it was in compliance. Western stated that there was one existing sign that was out of compliance. Beckman asked if the signs face the north. Condon stated that they would. It was moved by Beckman, seconded by Chiles to approve the request by Signs by Tomorrow for a variance to the sign regulations to allow for the installation of two 17 square feet wall mounted signs and a 21 square feet wall mounted sign for a total of 55 square feet, 44.4 square feet more than the 10.6 square feet allowed in an "R-4" Multiple Residence District located at 128 Plaza Circle. Motion carried unanimously. 3. Request by Jeff and Luann Woodward for a variance to the accessory structure requirements to allow for the construction of 24' x 24' (576 square feet) detached garage with a 2' rear yard setback, 1 foot less than the minimum 3' rear yard setback required, and a 1' foot side yard setback, 2' less than the minimum 3' setback required in a in an "R-2" One and Two Family Residence District located at 1520 East Ridgeway Avenue. Western gave staff report that recommended approval of the request. Western stated that the he request would not appear to have a negative impact upon the surrounding area. The request would not appear to have a negative impact upon traffic conditions. There would appear to be uniqueness to the request, as there is an existing garage that was built in 1951 that does not meet the side or rear yard setbacks with no known negative effects on the area. There have been no objections to the request. Condon asked if there is a concrete drive to the existing garage. Western stated that there was not. The applicant Jeff Woodward stated that there would only be a 4' wide apron and approach. Beckman asked if the applicant planned to drive across the lawn to get to the garage. The applicant replied yes, but the new garage would primarily be used for storage of a boat, riding mower and various other items. Beckman asked how the applicant would get the boat in and out. The applicant stated he uses a riding mower to pull the boat out to ridgeway. Chiles recommended approval with the condition that the existing garage be demolished. It was moved by Chiles, seconded by Leadley to approve the request by Jeff and Luann Woodward for a variance to the accessory structure requirements to allow for the construction of 24' x 24' (576 square feet) detached garage with a 2' rear yard setback, 1 foot less than the minimum 3' rear yard setback required, and a 1' foot side yard setback, 2' less than the minimum 3'setback required in a in an "R-2" One and Two Family Residence District located at 1520 East Ridgeway Avenue; with the condition that the existing garage is demolished. Motion carried unanimously. 2 Page 232 of 242 BOARD OF ADJUSTMENT September 24, 2019 Minutes 4. Request by Joe Minard for a variance to the average front yard setback requirement to allow for the construction of a new home with a 30' front yard setback, 17.5' past the average setback requirement of 47.5', in an "R-1" One and Two Family Residence District located at 5045 Mercedes Bend. Dornhoff gave the staff report that recommended approval of the request. Dornoff stated that the building will meet the requirements of the "R-1" One and Two Family Residence District along with the building setback set by the original developer that platted the land. The Planning Department told the applicant that a 30-foot setback would be allowed, and signed off on the building permit in error. There is a 50-foot rear yard setback that makes it difficult to build a home if the full 47.5-foot average front yard setback was required. The property is unique given the curve at Mercedes Bend making it difficult to calculate an average setback. Condon stated that it did not look like the home to the south had a 45' setback but looked much closer. Dornoff mentioned that since the home to the south is on a curve it makes it difficult to calculate the front yard setback. Condon asked if there were any objections from the surrounding neighborhood, and visually the property to the north is the only one that would have their line of sight effected. Dornooff stated he received a call from a resident who simply asked what the variance was for and had no objections to the request. Beckman asked for clarification. Schroeder explained that within the 50' rear yard setback the foot print of the home would have had to be significantly smaller to meet the front and rear yard setbacks or variances would have been needed. Condon stated that the 50' rear yard setback is a platting decision not a zoning requirement and that a re -plat would have been needed to change it. Schroeder confirmed. Condon's further explained that the applicant would have had to get sign -offs from all home owners in the subdivision to change the 50' rear yard setback. Beckman went on to clarify that the proposed foot print of the home would not have met either the front yard average or the 50' rear yard platted Building Line. Schroeder confirmed Beckman's understanding of the request. Condon stated that if the 50' platted building line was not met it would not be a zoning issue but a platting issue. Mike Young attorney for the applicant spoke in favor of the request stating that this is an unfortunate situation but is a perfect example for why we have the Board of Adjustment and respectfully requests approval of the variance. Councilman Bruce Jacobs spoke in favor of the request stating that the home was put in the best location possible, it fits in with the neighborhood particularly being on the curve portion of Mercedes Bend and that it's unfortunate that construction is already begun and asked that the board approve the request. Randy Vandersee, co -developer of the development addressed the board stating that the home is in the best location and he didn't think anyone cares about the setback since it meets the 30' minimum front yard setback. Leadley asked if the setback was from the front of the garage or the wall of the house. Western stated that it is measured from the front of the garage. Schroeder added that it is measured from the furthest protrusion of the property which in this case is from the garage. Wesley Bro the owner of the property addressed the board stating that his family took a lot of care in submitting necessary information when applying for a building permit and that it was very discouraging to find out the home needed a variance after construction began. Also, to have to change the foot print at this point would be devastating to his family and encouraged the Board to approve the request. Beckman 3 Page 233 of 242 BOARD OF ADJUSTMENT September 24, 2019 Minutes asked the owner what square footage of the home was. The owner stated that the home is a little over 2,000 square feet including the garage. Condon asked if there was any discussions with the neighbor to the north. The owner stated that he had not and that he felt that the concern in his opinion would be with visibility from the rear of the home and not the front. Vandersee stated that although the neighbor to the north lost some visibility in the front yard they maintained a great view in the rear and that everyone hangs out in the rear of their homes and not the front. It was moved by Beckman, seconded by Leadley to approve the request by Joe Minard for a variance to the average front yard setback requirement to allow for the construction of a new home with a 30' front yard setback, 17.5' past the average setback requirement of 47.5', in an "R-1" One and Two Family Residence District located at 5045 Mercedes Bend. Motion Carried unanimously. III. Discussion There were no discussion items. IV. Adjournment It was moved by Beckman, seconded by Chiles to adjourn the meeting at 4:55 p.m. Motion carried unanimously. Sincerely, aelea,%EW' W Westtea Christopher W. Western Planner II/Brownfield Coordinator 4 Page 234 of 242 CITY OF WATERLOO Council Communication Airport Board Meeting minutes of November 26, 2019. City Council Meeting: 12/30/2019 Prepared: 12/17/2019 REVIEWERS: Department Reviewer Action Airport Higby, Nancy Approved ATTACHMENTS: Description Type ❑ Airport Board Meeting Minutes, November 26, 2019 Cover Memo Date 12/18/2019 - 12:01 PM SUBJECT: Airport Board Meeting minutes of November 26. 2019. Submitted by: Submitted By: Keith Kaspari, Airport Director Page 235 of 242 MINUTES WATERLOO REGIONAL AIRPORT BOARD Tuesday, November 26, 2019 L ROLL CALL Vice Chair Scott Voigt called the meeting to order at 12:02 p.m. Board Members Present: Cary Darrah, Chuck Needham, Gwenne Berry and Scott Voigt. Hugh Field joined the meeting at 12:10. Board Members Absent: Arlene Humble City Officials Present: Adrienne Miller, Planning Dept. Airport Staff Present: Keith Kaspari, Airport Director and Sheila Combs, Airport Bookkeeper. Other Attendees: Doug Schindel, AECOM; Tim Newton, Livingston Aviation local pilots: Joel Harris, Lynn Moller and Dennis Hansen; and, Brad Mattear, Frequent Flyer. IL AGENDA AS RECEIVED OR AMENDED There were no changes to the agenda. III. PUBLIC COMMENTS Joel Harris asked to defer public comments to when items of interest are reached on agenda. IV. REPORTS A. Airport Director Mr. Voigt asked about Air Traffic Operations (ATO's) on Runway 6/24, and asked if traffic is tracked on all runways. Mr. Kaspari responded that to date, only ATO's are counted by ATC personnel, yet Staff will request additional ATO activity from the Tower Manager for the other four runway ends. Mr. Voigt requested more information on the discrepancies identified by the FAA's Airport inspector during Waterloo's 2019 Certification and Safety Inspection. 1 Page 236 of 242 Mr. Kaspari stated the discrepancies identified were minor in nature, such as: ➢ A badger hole that was not filled in; ➢ A painted runway marking that was 18" too short; ➢ One of Livingston's fuel trucks that needed to have a fire extinguisher on both the left and right side — in contrast with two extinguishers located on the left and right side of the rear of the truck; and, ➢ Faded runway sign panels. Mr. Kaspari stated he will ask for a waiver on the sign panels to allow us to replace all taxiways signs for this taxiway as part of one element of a larger project for the Taxiway Bravo pavement and edge lighting rehabilitation project scheduled for the summer of 2020 as the cost to replace each guidance sign panel exceeds $400.00. Mr. Newton stated that the fuel truck in question has had the fire extinguishers in the same place for many years, and that has never been a discrepancy during past FAA inspections. Mr. Voigt asked for an explanation on how FAA transitioning out of their leased space in the Terminal could take from 6 months to up to three years. Mr. Kaspari replied in that this prospective schedule to complete their relocation was relayed to him from the FAA's Real Estate office in Fort Worth, Texas. Mr. Field asked if the Board had seen copies of the Community Response letter to the USDOT regarding the Essential Air Service bid from American Airlines. Mr. Kaspari replied that the final draft will be going out this afternoon and he will copy all Board members. B. Monthly Planning & Development Report —N/A C. Legislative Information — N/A D. Misc. Monthly Airport Reports Reviewed and discussed YTD budget, AA Performance and Fares. Fares are not at all competitive with CID. Mr. Newton stated that AA would have had to take four additional mechanical delays if he and his wife, Amanda, had not become contracted to and certified to work on AA aircraft. 2 Page 237 of 242 In each of these cases, they were able to come over, make repairs and get the planes out on time. Mr. Kaspari asked how the new mechanic was doing and Mr. Newton replied he is doing well and should also be certified to work on AA aircraft soon. Mrs. Berry moved that reports be received and placed on file, seconded by Mrs. Darrah. Ayes: 4. Motion carried. V. BOARD APPROVAL A. Approval of Minutes of the October 22, 2019 Regular Meeting Mr. Needham moved that the minutes of the October 22, 2019 meeting be approved, seconded by Mr. Voigt. Ayes: 4. Motion carried. B. Motion to Receive and File October 2019 Expenses Mr. Needham moved that the October 2019 expenses be received and filed, seconded by Mr. Voigt. Ayes: 4. Motion carried. VL OLD BUSINESS A. New Hangar Development Update — A -Line ALO, LLC Mr. Kaspari stated that construction is well underway. B. Update: New Hangar Development — Osprey Aviation Mr. Kaspari provided comment that he has received another request to build a private aircraft hangar and referred to the handouts showing the proposed 14,200 square foot hangar on the east side of the airfield and located south of Hangar 4. The proposal includes a 12,000 to 15,000 gallon self -fueling station. Board members discussed that this is disappointing as it will take away from Livingston's fuel sales. Mr. Kaspari stated that FAA requires they be allowed to put. in a self -fueling site if they desired. Mr. Voigt stated that they will have to pay us a fuel flowage fee, just like Livingston currently provides. Other issues discussed included possible water drainage issues (developer will likely be required to install drain tile) and that changes to the perimeter fence and gates will be at the developer's cost. As proposed, the ground lease should generate $4,120.00 annually. Mr. Field asked if there was a motion supporting this project. None was offered. 3 Page 238 of 242 VII. NEW BUSINESS A. Airport Staff and Current Numbers of Personnel Assigned to the Department Mr. Kaspari stated that he is working with Human Resources to reclassify the Airport Bookkeeper position to Financial Analyst. Mr. Kaspari provided additional comment that he would like to add a fourth Operations Specialist (former Maintenance Technician) position, and will be doing so during upcoming budget discussions B. Short and Long -Term Airside Development Mr. Kaspari stated that Consultant interviews have been completed and that AECOM has been reselected as the Airport Engineering Consultant. Board discussed upcoming airfield projects, especially how runway repairs will affect flight schedules. Mr. Kaspari stated that staging of repair work will be crucial and night work will likely be necessary. C. Short and Long -Term Landside Development Board discussed upcoming projects on the landside; snow removal operations and historical problems. D. Short and Long -Term Scheduled Air Service Development / Air Service MRGs Mr. Kaspari stated that the Air Service Working Group has been raising funds for an Air Service Consultant in addition to a Minimum Revenue Guarantee (MRG) for increased air service but probably won't be able to fully fund the required amount, and while previously requested during the 2020 CIP meetings, it is be very difficult for the City to justify use of GO bonds to assist the city in arriving at an MRG level that could guarantee additional frequencies of service. E. Decision on the Future of Runway 6-24 Mr. Field stated that he had spoken with the Mayor regarding the city street department helping to paint the runway but had not gotten a response. Mr. Voigt stated he had contacted painting companies who quoted $2,500 - $5,000 to stripe and repaint the numbers on the runway. F. Future Financial Plan for Runway 12/30 Rehabilitation (12/31 Magnetic Variance) Mr. Kaspari stated that we are close to needing to change Runway Approach markings (aka Runway Designation Markings (Numbers) due to a magnetic shift. 4 Page 239 of 242 Mr. Kaspari continued that he is not sure of required timing for making these changes but hopefully we can coordinate necessary changes with runway rehabilitation projects with the project identified for FY-2021. If required to proceed with a renumbering of all runways, this would be extremely costly for the City of Waterloo to advance the cost of removal and repainting of four of six runway approach ends, removal of all painted Surface Painted or Thermal Plastic Hold Short Markings; and, all airfield guidance and location signs. Staff would of course request federal FAA funds to complete this project. G. Future Width of Primary Runway 12/30 via February 2011 Airport Master Plan & FAA -Approved Airport Layout Plan. Mr. Kaspari replied that the FAA may require in the future that the width of the Primary Runway (12/30) be reduced from 150-feet wide to 100-feet wide if it requires full reconstruction, due to ALO's dominant aircraft is now the Embraer 50- seat Regional Jet flown by American Airlines, and not the Boeing 737 series or McDonnell Douglas DC-9 / MD-90 as identified in the 2011 Airport Master Plan. For Waterloo to retain a runway width of 150-feet, ALO would need to secure 500- annual air traffic operations with the above larger class of aircraft, whereby Mr. Kaspari recommended that to retain the 150-feet would require City Officials requesting the support of our Members of Congress. H. Positioning Airport for Future Special Projects with FAA Supplemental Funding or Iowa DOT's Aviation Bureau. Mr. Kaspari stated that supplemental funding is available for special projects and that we would be wise to position ourselves to take advantage of these funds; however we would have to be able to provide the city match of 10% or $100,000 for every $1,000,000 of FAA funding that would be requested. VIII. STAFF AND BOARD MEMBER COMMENT Mr. Kaspari asked if December 17th would work for our next meeting, since the 4th Tuesday of December is Christmas Eve. Most in attendance said they would be available. Mr. Kaspari stated he will be in touch on the schedule. IX. ADJOURNMENT Mr. Voi.gt moved that the meeting be adjourned at 1:37 p.m., seconded by Mrs. Berry. Ayes: 4. Motion carried. Respectfully submitted, Hugh M. Field, Chairperson 5 Page 240 of 242 CITY OF WATERLOO Council Communication Community Development Board Meeting minutes of November 2019. City Council Meeting: 12/30/2019 Prepared: 12/18/2019 REVIEWERS: Department Reviewer Action Date Community Development Jones, Rudy Approved 12/18/2019 - 10:19 AM Clerk Office Higby, Nancy Approved 12/18/2019 - 12:01 PM ATTACHMENTS: Description Type ❑ November 2019 Board Minutes Cover Memo SUBJECT: Community Development Board Meeting minutes of November 2019. Submitted by: Submitted By:Rudy D. Jones, Community Development Director Recommended Action: approval Page 241 of 242 MINUTES COMMUNITY DEVELOPMENT BOARD MEETING November 19, 2019 The regular meeting of the Community Development Board was held in the council chambers at City Hall at 715 Mulberry Street, Waterloo, Iowa at 4:00 p.m. on Tuesday, November 19, 2019. Members present: Cody Leistikow, Felicia Carter, Cam Campbell, and Angela Weekley Members absent: John Chiles Also present: Rudy D. Jones, Community Development Director; Anita Rousselow, Administrative Secretary; Angie Fordyce, Community Development Coordinator; Diane Bedore, Jesse Cosby Center; Joni Hansen, Hospitality House; Dave Mueterthus, Black Hawk Grundy Mental Health; Jackie Preston, Pathways; Jenni Quigley, Peoples Clinic; Shannon Frost, Volunteer and Tim Langas, Volunteer A. APPROVAL OF THE AGENDA FOR NOVEMBER 19, 2019 Acting Chairperson Cody Leistikow asked for a motion to approve the agenda. It was moved by Weekley and seconded by Campbell to approve the agenda. Motion Carried. B. APPROVAL OF THE MINUTES FOR THE REGULAR MEETING ON SEPTEMBER 17, 2019 AND OCTOBER 15, 2019 Acting Chairperson Cody Leistikow asked for a motion to approve the minutes. It was moved by Weekley and seconded by Carter to approve the minutes for September and October 2019. Motion Carried. C. OLD BUSINESS 1. Staff Updates and Training Jones communicated to the board that our Intake Specialist -Jenna Northey has been with us for two months now and working out well and that the Housing Rehab Specialist should be hired before the next board meeting. At that time we should be at full staff 2. Lead Grant Update D. NEW BUSINESS 1. Guest Speaker- Joni Hansen Joni and several other partners from the area discussed the need for a building and/or funding for a warming shelter for the homeless population. Staff from Pathways, Peoples Clinic, Jesse Cosby Center, and Black Hawk Grundy Mental Health explained the hindrances that each organization has in dealing with and combating homelessness. 2. Endorse Rehabilitation Contracts for September and October 2019 Acting Chairperson Cody Leistikow asked for a motion to approve the contracts. It was moved by Campbell and seconded by Weekley to approve the contracts for September and October 2019 3. Neighborhood Services No report. 4 Subcommittee selections Weekley and Leistikow communicated that they would be interested in serving on the subcommittee for the FY21 application approval process. An email will be sent out to see if John Chiles is interested in serving on the committee again this year. A tentative date that is convenient for the subcommittee will be set up during the week of January 6th E. DISCUSSION ITEMS 1. Informational meeting held on November 12 Staff talked briefly about the upcoming funding cycle and Fordyce explained that no more than 15% of the City's annual entitlement (including last year's program income) may be allocated for public service projects/activities. ADJOURN MEETING Acting Chairperson Cody Leistikow asked for a motion to adjourn the meeting. Motion to adjourn was made by Carter and Weekley seconded that motion. Meeting adj u.urned. Respectfully submitted, Board Secretary Page 242 of 242