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Council Packet - 3/4/2024
CITY OF &J�64TERLOO IOWA THE CITY COUNCIL OF WATERLOO, IOWA Regular Session TO BE HELD AT Harold E. Getty Council Chambers Monday, March 4, 2024 5:30 PM CITY OF WATERLOO COMMUNITY VISION PLAN 1. Fly the W: To develop a sense of pride and relationship between residents and the City of Waterloo, and then leverage that pride to communicate the City's attributes to external audiences. 2. Elevate Housing: Redevelop, renovate, or improve 800 residences in Waterloo in eight years by providing access to capital. 3. Celebrate and Connect Neighborhoods: To leverage Waterloo's rich tradition of neighborhoods by celebrating and connecting them with the community and region at large. 4. Waterloo Works: Grow a diverse and skilled workforce in Waterloo that connects people and employers for mutual growth. 5. Crossroads Doubledown: Re -energize the Crossroads Mall area into a sports/recreation-themed gravitational center. 6. Power Up Downtown: Keep Waterloo's core downtown evolving to meet the needs of future generations, supporting and showcasing arts and cultural opportunities and creating an experience like no other. 7. Sportstown USA: To generate excitement, develop youth, and drive investment and economic impact from year-round visitors. 8. Community of Opportunity: Eliminate barriers that keep Waterloo residents, and the community as a whole, from reaching its true potential, creating an equitable, thriving, and sustainable community for future generations. Waterloo is a Community of Opportunity, where everyone can prosper. GENERAL RULES FOR PUBLIC PARTICIPATION REGULAR SESSION AGENDA A. 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 public Page 1 of 429 is required to follow the rules listed in this article when speaking during any meeting of the city council. B. At the presiding officer's discretion, individuals may address the presiding officer by stepping to the podium, and after recognition by the presiding officer, shall state their name, address, and group affiliation, if appropriate, and speak clearly into the microphone. C. Comments shall be germane and refrain from personal, impertinent, or slanderous remarks. D. Cell phones and electronic devices shall be set to silent prior to the start of the meeting. RULES FOR PUBLIC COMMENT SECTION OF THE AGENDA A. Individuals shall speak one (1) time on only one (1) issue for a maximum of three (3) minutes During the public comment section of the agenda. The public shall not be required to pre -register to speak during public comment. Individuals shall only speak on matters not listed on the regular agenda for that date. Any matter presented shall be directed to the presiding officer and addressed, if necessary, after the meeting. B. Council members may speak during public comment portion of the agenda after the public has finished speaking C. City staff shall not be required to provide an immediate answer to a matter presented during a council meeting unless it specifically pertains to an item on the agenda RULES FOR PUBLIC COMMENT DURING PUBLIC HEARINGS Individuals may speak during the public comment portion of a scheduled public hearing for a maximum of three (3) minutes or may submit written comments to the city clerk by four o'clock (4:00) P.M. on the day of the public hearing. Groups of citizens with similar viewpoints are encouraged to select a representative to share the viewpoint of the group. RULES FOR PUBLIC COMMENT DURING AGENDA ITEMS At the discretion of the presiding officer, individuals may speak for a maximum of three (3) minutes when the council discusses agenda items. This section does not apply to businesses or parties directly involved in agenda items. Roll Call. Prayer or Moment of Silence. Pledge of Allegiance - Rob Nichols, At -Large Council Member Approval of Agenda as proposed or amended. Approval of Minutes of February 19, 2024, Regular Session and February 20, 2024, Page 2 of 429 Special Session, as presented. PUBLIC COMMENTS 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. CONSENT AGENDA The consent agenda is reserved for routine resolutions and motions, acted upon by roll call vote on a single motion without discussion. Council shall either vote yea or nay when the roll is called. Council members may request that an item be removed from the consent agenda and considered separately. Such a request does not require a second. The public shall be prohibited from requesting that items listed on the consent agenda be removed and considered separately. The public may contact council members with questions regarding consent agenda items. 1-4A-16(A)(8). 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 March 18, 2024, for the sale and conveyance of city -owned property located north of 216 Sunnyside Avenue, in the amount of $1.00, to Iowa Heartland Habitat for Humanity, including approval of a Development Agreement for the construction of a single-family home and a grant of $5,000.00 for infill housing development, and instruct the City Clerk to publish notice. 3. Resolution setting date of public hearing as March 18, 2024, for the sale and conveyance of city -owned property located at 215 Locust Street, in the amount of $5,000.00, to Marcelino Balion Perez, including a Development Agreement and Real Estate Contract, and instruct the City Clerk to publish notice. 4. Resolution setting date of the proposed levy public hearing as April 1, 2024, at 4:30 p.m. to approve the proposed levy rates as required by the state, and instruct the City Clerk to publish notice. 5. Resolution approving award of bid to KW Electric, Inc., of Cedar Falls, Iowa, in the amount of $46,074.00, approving the contract, bonds, and certificate of insurance, in conjunction with the Airport CARES Maintenance Grant, FAA AIP Project No. 3-19-0094-048, Miscellaneous Lighting Replacement Project, and authorizing the Mayor and City Clerk to execute said documents. 6. Motion to approve Final Quantity Summary, with K & W Electric, Inc., of Cedar Falls, Iowa, for a net increase of $307.90, in conjunction with the FY 2022 4th Street Bridge and Dam Lighting Project, Contract No. 1054, and authorizing the Mayor and City Clerk to execute said document. 7. Resolution approving Completion of Project and Recommendation of Acceptance of Work for work performed by K & W Electric, Inc., of Cedar Falls, Iowa, in the amount of $696,730.20, in conjunction with the FY 2022 4th Street Bridge and Dam Lighting Project, Contract No. 1054, and receive and file a two-year maintenance bond. Page 3 of 429 8. Resolution approving Acknowledgment/Settlement Agreement for Tobacco Violation - First Offense, with National Cigar Store, 617 Sycamore Street, Waterloo, Iowa 50703, and acceptance of a civil penalty in the amount of $300.00, and authorizing the Mayor and City Clerk to execute said document. 9. Resolution approving Acknowledgment/Settlement Agreement for Tobacco Violation - First Offense with Greenleaf Tobacco & E-Cigs, 1608 University Avenue, Suite B, Waterloo, Iowa 50701, and acceptance of a civil penalty in the amount of $300.00, and authorizing the Mayor and City Clerk to execute said document. 10. Resolution approving Acknowledgment/Settlement Agreement for Tobacco Violation - First Offense with Metro Mart #4, 2322 Falls Avenue, Waterloo, Iowa 50701,and acceptance of a civil penalty in the amount of $300.00, and authorizing the Mayor and City Clerk to execute said document. 11. Communication from the Street Department on the notice of the conclusion of employment of Gary Troutwine, Equipment Operator I, effective February 26, 2024, with recommendation of approval of payout of $1,052.64 for unused benefits. 12. Motion approving the appointment of Allen Guthart from the current Civil Service List to the position of Animal Control Officer in the Animal Control Department, effective March 5, 2024, pending pre -employment physical and drug testing. 13. Motion approving the appointment of Brian Wirtz from the current Civil Service List to the position of Chief Building Inspector in the Building Department, effective March 5, 2024. 14. Robert Welch, Board/Commission: Leisure Service Commission, Expiration Date: March 4, 2027 (New) 15. Motion to receive and file Leisure Services Commission Board minutes of November 14, 2023. 16. Motion to receive and file Leisure Services Commission Board minutes of January 9, 2024. 17. Motion to receive and file Airport Board minutes of December 19, 2023. 18. Liquor Licenses a. King Star, 2035 E. Mitchell Ave., Class B Alcohol w/Sunday Sales (Renewal) Exp: 1/19/2025. b. Fairfield Inn & Suites, 2134 La Porte Rd., Class B Alcohol w/Sunday Sales (Renewal) Exp: 2/12/2025. c. Sams Club #6514, 210 E. Tower Park Dr., Class E Alcohol w/Sunday Sales (Renewal) Exp: 2/28/2025. d. El Senor Tequila Nightclub, 118 E. 11th St., Class C Alcohol w/Sunday Sales (Renewal) Exp: 2/18/2025. e. The Comfort Zone, 213 E. 5th St., Class C Alcohol w/Sunday Sales (Renewal) Exp: 1/17/2025. f. Ari'z Restaurant & More, 205 W. 4th St., Class C Alcohol w/Outdoor Service and Sunday Sales (New) Exp: 1/23/2025. Page 4 of 429 PUBLIC HEARINGS 1. FY 2024 CIP Pipelining Phase IVB1, Contract No. 1102. Motion to receive and file proof of publication of notice of public hearing. HOLD HEARING - No comments on file. Motion to close the hearing and receive and file oral and written comments. Resolution confirming approval of specifications, bid documents, form of contract, etc., and authorizing to proceed. Motion to receive, file, and instruct the City Clerk to read the bids. Resolution approving award of bid to Municipal Pipe Tool Co., LLC of Hudson, Iowa, in the amount of $416,121.20, reserving the right to authorize part or all the work described in Alternate No. 1 for $117,607.00, approving the contract, bonds, and certificate of insurance, in conjunction with the FY 2024 CIP Pipelining Phase IVB1, Contract No. 1102, and authorizing the Mayor and City Clerk to execute said documents. Submitted by: Randy Bennett, Public Works Division Manager 2. 2024-2026 Right -of -Way Mowing Contract. Motion to receive and file proof of publication of notice of public hearing. HOLD HEARING - No comments on file. Resolution approving plans, specifications, form of contract etc., and authorizing to proceed. Motion to receive and file and instruct the City Clerk to read bids and refer to Leisure Services Director for review. Submitted by: Paul Huting, Leisure Services Director 3. General Obligation Bonds - ECP-1 - The issuance of not to exceed $4,200,000.00 General Obligation Bonds for essential corporate purposes. 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 for the issuance of not to exceed $4,200,000.00 General Obligation Bonds. Submitted by: Bridgett Wood, Finance Director 4. General Obligation Bonds - GCP-2 The issuance of not to exceed $700,000.00 in General Obligation Bonds for general corporate purposes. 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 for the issuance of not to exceed $700,000.00 General Obligation Bonds. Submitted by: Bridgett Wood, Finance Director 5. General Obligation Bonds - GCP-3 The issuance of not to exceed $700,000.00 in General Obligation Bonds for general corporate purposes. Motion to receive and file proof of publication of notice of public hearing. Page 5 of 429 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 for the issuance of not to exceed $700,000.00 General Obligation Bonds. Submitted by: Bridgett Wood, Finance Director 6. General Obligation Bonds - GCP-4 - The Issuance of not to exceed $700,000.00 General Obligation Bonds for essential 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 for the issuance of not to exceed $700,000.00 General Obligation Bonds. Submitted by: Bridgett Wood, Finance Director RESOLUTIONS 1. Resolution authorizing the issuance of General Obligation Bonds, Series 2024, and levying a tax for the payment thereof. Submitted by: Bridgett Wood, Finance Director 2. Resolution approving and authorizing a form of Loan and Disbursement Agreement by and between the City of Waterloo, Iowa, and the Iowa Finance Authority, and authorizing and providing for the issuance and securing the payment of $7,948,000.00 Sewer Revenue Capital Loan Notes, Series 2024A, of the City of Waterloo, Iowa, under the provisions of the Code of Iowa, and providing for a method of payment of said Notes; Approval of the Tax Exemption Certificate. Submitted by: Bridgett Wood, Finance Director 3. Resolution approving Amendment No. 1 to the Professional Services Agreement with HR Green, Inc., originally executed on March 1, 2021, in the increased amount of $20,000.00, in conjunction with the 2021 EPA Brownfields Hazardous Substances and Petroleum Assessment Grant. Submitted by: Noel Anderson, Community Planning and Development Director 4. Resolution approving a Temporary Construction Easement Agreement with Green Door Properties, LLC, located at 1420 West Donald Street, in the amount of $641.27, and an additional $1,000.00 for the removal of trees, for a total compensation amount of $1,641.27, in conjunction with the Titus Lift Station and Force Main Project, and authorizing Mayor and City Clerk to execute said document. Submitted by: Noel Anderson, Community Planning and Development Director 5. Resolution approving an amendment to the Development and Minimum Assessment Agreement with Camenzind Masonry, LLC, originally executed on August 15, 2022, in conjunction with a project located at 115 Warp Drive, to extend the completion date to October 31, 2024, and extending their Minimum Assessment date to December 31, 2034, Page 6 of 429 and authorizing the Mayor and City Clerk to execute said document. Submitted by: Noel Anderson, Community Planning and Development Director 6. Resolution approving the Real Estate Purchase Agreement with Dhani Re Investments, LLC, for property located at 310 Upland Drive, in the amount of $400,000.00 plus up to $2,000.00 in closing costs, and authorizing the Mayor and City Clerk to execute said document. Submitted by: Noel Anderson, Community Planning and Development Director 7. Resolution approving an amendment and extension to the Community Garden Agreement with the University of Northern Iowa Center for Energy and Environmental Education, to utilize an expanded designated portion of Highland Park as a community garden for growing vegetables, and authorizing the Mayor to execute said document. Submitted by: Paul Huting, Leisure Services Director 8. Resolution approving a Professional Services Agreement with Trane Technologies, in the amount not to exceed $100,000.00, for the replacement and installation of CO and CO/NO2 sensors and the interlocks with associated exhaust fans for the Public Works Building, and authorizing the Mayor to execute said document. Submitted by: Randy Bennett, Public Works Division Manager 9. Resolution approving a Federal -aid Agreement, Project No. HDP-8155(783)--71-07, with the Iowa Department of Transportation, in the amount of $2,711,900.00, in conjunction with the La Porte Road Improvements Project, and authorizing the Mayor and City Clerk to execute said document. Submitted by: Jamie Knutson, City Engineer 10. Resolution approving a Federal -aid Agreement, Project No. HDP-8155-(786)--71-07, with the Iowa Department of Transportation, in the amount of $2,830,500.00, in conjunction with the La Porte Road Improvements Project, and authorizing the Mayor and City Clerk to execute said document. Submitted by: Jamie Knutson, City Engineer 11. Resolution approving a Federal -aid Agreement, Project No. HDP-8155(775)--71-07, with the Iowa Department of Transportation, in the amount of $4,386,427.00, in conjunction with the La Porte Road Improvements Project, and authorizing the Mayor and City Clerk to execute said document. Submitted by: Jamie Knutson, City Engineer 12. Resolution approving a Professional Services Contract with Employee & Family Resources of Des Moines, Iowa, in the amount of $15,552.00, to continue to provide an Employee Assistance Program, and authorizing the Mayor to execute said document. Submitted by: Lance Dunn, Human Resources Director 13. Resolution approving an Amendment to the Development and Minimum Assessment Agreement with Airline Storage, LLC, originally approved June 20, 2022, to extend the date Page 7 of 429 to complete Phase Ito December 31, 2024, Phase II completion to December 31, 2025, and exercising the option for Phase II property on or before September 30, 2024, for property located at 3318 West Airline Highway, and authorizing the Mayor and City Clerk to execute said document. Submitted by: Noel Anderson, Community Planning and Development Director ADJOURNMENT Motion to adjourn. Kelley Felchle City Clerk Page 8 of 429 February 19, 2024 The City Council of the City of Waterloo, Iowa, met in Regular Session at Harold E. Getty Council Chambers, Waterloo, Iowa, at 5:30 PM, on Monday, February 19, 2024. Roll Call. Mayor Pro Tern Ray Feuss in the Chair. Roll Call: Mr. Boesen, Mr. Nichols, Ms. Creighton - Smith, Mr. Chiles, Mr. Simon, Ms. Wilder and Mr. Feuss. Prayer or Moment of Silence. Pledge of Allegiance. Approval of Agenda as proposed or amended. Nichols/Wilder that the agenda, as proposed, be approved. Voice vote -Ayes: Seven. Motion carried. Approval of Minutes of February 5, 2024, as proposed or amended. Nichols/Wilder that the minutes of February 5, 2024, Regular Session, as proposed, be approved. Voice vote - Ayes: Seven. Motion carried. PUBLIC COMMENTS The following individuals commented on various subjects. Mary Potter and Nick Erickson, Grout Museum; Bev Byford, 1045 Virginia Street; Coteel Kirk, No address provided; Michelle Feltes, 209 Mulberry Street; Kirk Howard, Hospitality House; George Meeks, 609 E. Donald Street; Brian Helmrichs, 325 E. Park; Amelia Gotera, no address provided; Charlie Grove, 1426 Shamrock Drive; Whitney Rissi, Waterloo Resident; Kyle Carcash, Greenbrier neighborhood; Erica Rissi, no address provided; Edwardo Cassanova, from California; Joe Gorton, 510 Wilshire; David Dryer, 3145 W. 4th Street. Mr. Boesen encouraged everyone to contact their federal elected officials to support the bill in congress. Ms. Wilder thanked all those who shared their comments. She questioned when the LED lighting on University would be working again. Jamie Knutson, City Engineer, shared that LED lighting has been an ongoing issue since they've been installed. He stated that he would keep council updated as we continue to work through the issue with the contractor. Ms. Creighton -Smith thanked everyone for speaking tonight. She shared that trucks are once Page 1 of 10 Page 9 of 429 again driving on Newell Street. She also requested to be part of the conversation for the sewer issue on Virginia Street Wilder/Nichols to close public comments. Voice vote -Ayes: Seven. Motion carried. CONSENT AGENDA Nichols/Wilder that the following items on the consent agenda be received and placed on file, including payment of bills for February 12, 2024, in the amount of $3,709,703.06, and February 19, 2024, in the amount of $1,455,749.54. Roll Call vote -Ayes: Seven. Motion carried. Mr. Simon abstained from Item No. 3 for business reasons. Bills Payment, Finance Committee Invoice Summary Report, a copy of which is on file in the office of the City Clerk. Resolution adopted and upon approval by Mayor assigned No. 2024-080. Resolution approving the request by Michael Scheffler, for tax exemptions on the construction of a new single family home valued at $300,000.00, for property located at 111 Coral Drive and located in the Consolidated Urban Revitalization Area (CURA). Resolution adopted and upon approval by Mayor assigned No. 2024-081. Resolution approving the request by Michael Vandello, for tax exemptions on improvements to office space valued at $401,091.00, for property located at 216 E. 4th Street and located in the Consolidated Urban Revitalization Area (CURA). Resolution adopted and upon approval by Mayor assigned No. 2024-082. Resolution approving the request by Sidney Gashi, for tax exemptions on the construction of a new twin home unit valued at $269,900.00, for property located at 4342 Mourning Dove Drive and located in the City Limits Urban Revitalization Area (CLURA). Resolution adopted and upon approval by Mayor assigned No. 2024-083. Resolution approving the request of Tammie Wayland for a waiver for an asphalt driveway located at 2512 Idaho Street, with elimination of the sidewalk section. Resolution adopted and upon approval by Mayor assigned No. 2024-084. Resolution approving preliminary plans, specifications, form of contract, bid documents, etc., setting the date of bid opening as February 29, 2024 and date of public hearing as March 4, 2024, in conjunction with the 2024-2026 Right -of -Way Mowing Contract, and instruct the City Clerk to publish notice. Resolution adopted and upon approval by Mayor assigned No. 2024-085. Resolution approving preliminary plans, specifications, form of contract, etc., setting date of bid opening as March 21, 2024, and date of public hearing as April 1, 2024, in conjunction with the FY 2025 and FY 2026 Complaint Mowing with Complaint Snow Removal Contract, and instruct the City Clerk to publish notice. Page 2 of 10 Page 10 of 429 Resolution adopted and upon approval by Mayor assigned No. 2024-086. Resolution approving preliminary plans, specifications, form of contract, etc., setting the date of bid opening as March 7, 2024, and date of public hearing as March 18, 2024, in conjunction with the FY 2024 Kingsley Avenue Reconstruction Project, Contract No. 1100, and instruct the City Clerk to publish notice. Resolution adopted and upon approval by Mayor assigned No. 2024-087. Resolution approving preliminary plans, specifications, form of contract, etc., setting the date of bid opening as March 7, 2024, and date of public hearing as March 18, 2024, in conjunction with the FY 2024 Broadway Street Reconstruction Project, Contract No. 1095, and instruct the City Clerk to publish notice. Resolution adopted and upon approval by Mayor assigned No. 2024-088. Resolution approving preliminary plans, specifications, form of contract, etc., setting the date of bid opening as March 14, 2024, and date of public hearing as March 18, 2024, in conjunction with the FY 2024 Asphalt Overlay Program, Contract No. 1099, and instruct the City Clerk to publish notice. Resolution adopted and upon approval by Mayor assigned No. 2024-089. Resolution approving Acknowledgment/Settlement Agreement with Hy-Vee, 2834 Ansborough Avenue, Waterloo, Iowa 50701, for tobacco violation -first offense, and acceptance of civil penalty in the sum of $300.00. Resolution adopted and upon approval by Mayor assigned No. 2024-090. Motion to approve Final Quantity Summary with Peterson Contractors, Inc. of Reinbeck, Iowa, for a net decrease of $16,950.00, in conjunction with the FY2023 Gates Park Pool Demolition, Contract No. 1053, and authorizing the Mayor and City Clerk to execute said document. Resolution approving Completion of Project and Recommendation of Acceptance of Work for work performed by Peterson Contractors, Inc., of Reinbeck, Iowa, in the amount of $113,434.00, in conjunction with the FY 2023 Gates Park Pool Demolition Project, Contract No.1053, and receive and file a two-year maintenance bond. Resolution adopted and upon approval by Mayor assigned No. 2024-091. Resolution approving cancellation of assessments for 1020 W. 3rd Street in the amount of $270.05, and 1712 Black Hawk Street in the amount of $180.68, and authorizing the City Clerk to notify Black Hawk County Treasurer of said cancellation. Resolution adopted and upon approval by Mayor assigned No. 2024-092. Resolution approving a Community Attraction and Tourism Grant Agreement No. 23-CAT-006, in the amount of $1,000,000.00, and authorizing required gap funding to complete the Transforming Gates and Byrnes Parks Project. Resolution adopted and upon approval by Mayor assigned No. 2024-093. Page 3 of 10 Page 11 of 429 Motion to receive and place on file the City of Waterloo the Annual Comprehensive Financial Report (ACFR) for the fiscal year ended June 30, 2023. Motion approving the appointment of Steven Kjergaard to the position of Director of Aviation in the Waterloo Airport Department, effective February 29, 2024. Motion approving the appointment of Barbara Reiter to the position of Administrative Secretary in the Traffic Operations Department, effective March 4, 2024, pending pre -employment physical and drug testing. Motion approving the appointment of Dawn Ward to the position of EMS Administrative Assistant in the Fire Department, effective February 26, 2024. Motion to approve the appointment of Daniel Baker from the current Civil Service List to the position of Engineer Assistant in the Engineering Department, effective February 20, 2024. Motion to approve the appointment of LeKeisha Veasley to the position of Housing Authority Director in the Housing Department effective March 4, 2024. Communication on the notice of the conclusion of employment of Wendy Bowman, Special Projects Coordinator, effective January 3, 2024, with recommendation of approval of payout of $3,953.57 for unused benefits. Communication from the Airport Department on the notice of the conclusion of employment of Keith Kaspari, Airport Director, effective January 26, 2024, with recommendation of approval of payout of $14,975.40 for unused benefits. Communication from the Community Development Department on the notice of the conclusion of employment of Anita Rousselow, Administrative Secretary, effective February 2, 2024, with recommendation of approval of payout of $2,021.01 for unused benefits. Communication from the Housing Authority Department on the notice of the conclusion of employment of Julie Dawson, Housing Authority Director, effective January 31, 2024, with recommendation of approval of payout of $10,538.56 for unused benefits. Page 4 of 10 Page 12 of 429 Communication from the Traffic Department on the notice of the conclusion of employment of Susan Holmes, Administrative Secretary, effective January 26, 2024, with recommendation of approval of payout of $9,797.34 for unused benefits. Matthew Gilbert Board/Commission: Historic Preservation Commission Expiration Date: February 6, 2026 (Amended Term) Terry Pearson Stevens Board/Commission: Historic Preservation Commission Expiration Date: February 6, 2026 (Amended Term) Ed Ottesen Board/Commission: Historic Preservation Commission Expiration Date: February 6, 2026 (Amended Term) Liquor Licenses a. Babes Tap, 210 Division St., Class C Alcohol w/Sunday Sales (Renewal) Exp: 3/14/2025. b. Cedar Valley Fish Market, 218 Division St., Special Class C Alcohol w/Sunday Sales (Renewal) Exp: 1/25/2025. c. ML Golf -Gates Park Golf Course, 820 E. Donald St., Class C Alcohol w/Outdoor Service and Sunday Sales (Renewal) Exp: 2/28/2025. d. Prime Mart, 3535 Marigold Dr., Class E Alcohol w/Sunday Sales (Renewal) Exp: 1/19/2025. e. Elitte Cafe' Bar, 1108 Jefferson St., Class C Alcohol w/Sunday Sales (Renewal) Exp: 2/7/2025. f. Hy-Vee Market Cafe' #3, 1422 Flammang D., Class C Alcohol w/Catering and Sunday Sales (Renewal) Exp: 3/15/2025. g. Buzz's Bar, 1016 Maynard Ave., Class C Alcohol w/Outdoor Service and Sunday Sales (Renewal) Exp: 3/14/2025. h. Crossroads Cinema, 2450 Crossroads Blvd., Class C Alcohol w/Sunday Sales (Renewal) Exp: 3/14/2025. i. Danny's On Donald, 1125 W. Donald St., Class C Alcohol w/Outdoor Service and Sunday Sales (Renewal) Exp: 10/4/2024. j. Laid Back Social Club, 501 Independence Av., Class C Alcohol w/Sunday Sales (Renewal) Exp: 2/21/2025. k. ML Golf -Iry Warren Memorial Golf Course, 1000 Fletcher Ave., Class C Alcohol w/Outdoor Service and Sunday Sales (Renewal) Exp: 2/28/2025. I. ML Golf -South Hills Golf Course, 1830 E. Shaulis Rd., Class C Alcohol w/Outdoor Service and Sunday Sales (Renewal) Exp: 2/28/2025. m. SingleSpeed Brewing, 325 Commercial St., Class C Alcohol w/Outdoor Service, Catering and Sunday Sales (Renewal) Exp: 12/31/2024. n. Sycamore Convenience, 617-619 Sycamore St., Class E Alcohol w/Sunday Sales (Renewal) Exp: 3/11/2025. o. Tokyo Japanese Steakhouse, 1931 Sears St., Class C Alcohol w/Outdoor Service and Page 5 of 10 Page 13 of 429 Sunday Sales (Renewal) Exp: 2/13/2025. p. Local Bar Hop, 708 Commercial St., Class C Alcohol w/Outdoor Service and Sunday Sale (New) Exp: 1/31/2025. Motion to approve a Cigarette/Tobacco/ Nicotine/Vapor Permit Application for The Spot III, 117 E. San Marnan Drive. PUBLIC HEARINGS Issuance of not to exceed $8,500,000.00 Sewer Revenue Capital Loan Notes, Series 2024A (State of Iowa Revolving Fund Loan). Boesen/Chiles to receive and file proof of publication of notice of public hearing. Voice vote -Ayes: Seven. Motion carried. This being the time and place of the public hearing, the Mayor called for written and oral comments and there were none. Boesen/Chiles to close the hearing. Voice vote -Ayes: Seven. Motion carried. Boesen/Chiles Resolution Instituting Proceedings to Take Additional Action for the Issuance of not to exceed $8,500,000.00 Sewer Revenue Capital Loan Notes, Series 2024A (State of Iowa Revolving Fund Loan). Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2024-094. Request by Turnkey Associates on behalf of the House of Hope to rezone 0.28 acres from "R- 4" Multiple Residence District to "C-1" Neighborhood Commercial District to allow for the construction of a 6,200 square foot office building addition located southwest of 845 West 4th Street. Nichols/Wilder to receive and file proof of publication of notice of public hearing. Voice vote -Ayes: Seven. Motion carried. This being the time and place of the public hearing, the Mayor called for written and oral comments and there were none. Nichols/Wilder to close hearing and receive and file recommendations of approval of the Planning, Programming and Zoning Commission. Voice vote -Ayes: Seven. Motion carried. Nichols/Wilder Page 6 of 10 Page 14 of 429 to receive, file and consider and pass for the first time an ordinance approving a request by Turnkey Associates, on behalf of House of Hope, to rezone 0.28 acres from "R-4" Multiple Residence District to "C-1" Neighborhood Commercial District to allow for the construction of a 6,200 square foot office building addition located southwest of 845 West 4th Street. Roll Call vote -Ayes: Seven. Motion carried. Nichols/Wilder to suspend the rules. Roll Call vote -Ayes: Seven. Motion carried. Nichols/Wilder to receive, file, consider and pass for the second and third times and adopt the ordinance. Roll Call vote -Ayes: Seven. Motion carried. Ordinance adopted and upon approval by Mayor assigned No. 5751. Sale and conveyance of city -owned property to NADROJ Realty, LLC, in the amount of $1.00, with a Development and Minimum Assessment Agreement in the amount of $1,800,000.00, for the construction of an industrial building of approximately 46,000 square feet, and a future option on Lot 2, Waterloo Air and Rail Park 1st Addition, located south of 115 Warp Drive. Wilder/Nichols to receive and file proof of publication of notice of public hearing. Voice vote -Ayes: Seven. Motion carried. This being the time and place of the public hearing, the Mayor called for written and oral comments and there were none. Wilder/Nichols to close hearing. Voice vote -Ayes: Seven. Motion carried. Wilder/Nichols Resolution approving the sale and conveyance of city -owned property, located south of 115 Warp Drive, to NADROJ Realty, LLC, in the amount of $1.00, and authorizing the Mayor and City Clerk to execute said documents. Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2024-095. Wilder/Nichols Resolution approving a Development and Minimum Assessment Agreement with NADROJ Realty, LLC, for the construction of a new building of approximately 46,000 square feet, with a minimum assessed value of $1,800,000.00 and property tax rebate schedule of five years at fifty percent, and authorizing the Mayor and City Clerk to execute said document. Roll Call vote - Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2024-096. Sale and conveyance of city -owned property located east of 408 Florence Street in three parts, in the amount of $70.00 plus publishing and recording costs for each part, including a part to Jorge Garcia Villa, a part to Jose Guzman and Elvia Ramirez and a part to Catalina and Paulino Sanchez. Chiles/Wilder Page 7 of 10 Page 15 of 429 to receive and file proof of publication of notice of public hearing. Voice vote -Ayes: Seven. Motion carried. This being the time and place of the public hearing, the Mayor called for written and oral comments and there were none. Chiles/Wilder to close hearing. Voice vote -Ayes: Seven. Motion carried. Chiles/Wilder Resolution approving the sale and conveyance of city -owned property located east of 408 Florence Street in three parts, in the amount of $70.00 plus publishing and recording costs for each part, including a part to Jorge Garcia Villa, a part to Jose Guzman and Elvia Ramirez and a part to Catalina and Paulino Sanchez and authorizing the Mayor and City Clerk to execute said documents. Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2024-097. Mr. Chiles an Mr. Boesen commented that they support this resolution. Request by Jayson Vaughn to vacate an eight -foot by eight -inch utility easement to allow for the construction of an accessory structure in the "R-2" One and Two Family Residence District located at 109 Oak Ridge Road. Boesen/Nichols to receive and file proof of publication of notice of public hearing. Voice vote -Ayes: Seven. Motion carried. This being the time and place of the public hearing, the Mayor called for written and oral comments and there were none. Boesen/Nichols to close hearing, and receive and file recommendation of approval of the Planning, Programming and Zoning Commission. Voice vote -Ayes: Seven. Motion carried. Boesen/Nichols to receive, file and consider and pass for the first time an ordinance approving a request by Jayson Vaughn to vacate an eight -foot by eight inch utility easement to allow for the construction of an accessory structure in the "R-2" One and Two Family Residence District located at 109 Oak Ridge Road. Roll Call vote -Ayes: Seven. Motion carried. Boesen/Nichols to suspend the rules. Roll Call vote -Ayes: Seven. Motion carried. Boesen/Nichols to consider and pass for the second and third times and adopt said ordinance. Roll Call vote - Ayes: Seven. Motion carried. Ordinance adopted and upon approval by Mayor assigned No. 5752. RESOLUTIONS Page 8 of 10 Page 16 of 429 Resolution of the City of Waterloo, Iowa, authorizing official banking signatures. Chiles/Wilder Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2024-098. Resolution approving a request by JSA Development for an Encroachment Agreement to allow for the installation of decorative lights along the public sidewalk along East Park Avenue in the "C-2" Commercial District at 425 Franklin Street. Chiles/Wilder Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2024-099. Resolution approving the Real Estate Purchase Agreement with Zachary Beschorner for property located at 1103 Commercial Street, in the amount of $45,920.00 plus up to $2,000.00 in closing costs, and authorizing the Mayor and City Clerk to execute said document. Chiles/Wilder Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2024-100. Resolution approving a Purchase Agreement with Landscape Forms, Inc., of Kalamazoo, Michigan, in the amount of $51,179.46 in conjunction with the FY 2024 Gates Park Renovation Amenities purchase, and authorizing the Mayor to execute said documents. Creighton-Smith/Nichols Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2024-101. Resolution approving a Professional Service Agreement with Terracon Consultants of Cedar Falls, Iowa, in conjunction with construction observation and materials testing, with a cost estimate of $6,692.50, in conjunction with the FY 2024 Byrnes Aquatic Center, Contract No. 1077, and authorizing the Mayor to execute said documents. Creighton-Smith/Nichols Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2024-102. Resolution approving changes to the City Travel and Meeting Policy, effective February 20, 2024. Creighton-Smith/Nichols Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2024-103. Resolution amending a Letter of Intent originally executed on August 10, 2023, with Trillium Transportation Fuels, LLC, of Houston, Texas, for a second extension of ninety days with no additional charge, for the design, construction, and operation of a renewable natural gas project at the City Waste Water Treatment plant and anaerobic lagoon, and authorizing the Mayor to execute said document. Nichols/Wilder Page 9 of 10 Page 17 of 429 Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2024-104. Ms. Creighton -Smith questioned the need for a 90 day extension. Randy Bennett, Public Works Division Manager, provided an update on the need for the 90 day extension. Resolution approving Amendment No. 3 to the Professional Services Agreement originally executed December 8, 2022, with Strand Associates Inc., of Madison, Wisconsin, for bidding - related services associated with the Third Party Renewable Natural Gas Project, and authorizing the Mayor to execute said document. Nichols/Wilder Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2024-105. Resolution approving a Real Estate Purchase Agreement with Nationstar Mortgage, LLC, and a deed to sell real property to the City of Waterloo, in the amount of $22,000.00, including closing costs and fees, located at 233 Gable Street and authorizing the Mayor to execute said documents. Nichols/Wilder Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2024-106. CLOSED SESSION Closed Session on the purchase of real estate pursuant to Iowa Code Section 21.5(1)(j). Wilder/Creighton-Smith to adjourn to an executive session at 6:47 p.m. to discuss the purchase of real estate pursuant to Iowa Code Section 21.5(1)(j). Roll Call vote -Ayes: Seven. Motion carried. to adjourn from an executive session at 7:03 p.m. Voice vote -Ayes: Seven. Motion carried. ADJOURNMENT Wilder/Creighton-Smith that the council adjourn at 7:03 p.m. Voice vote -Ayes: Seven. Motion carried. Kelley Felchle City Clerk Page 10 of 10 Page 18 of 429 February 20, 2024 Roll Call. The Council of the City of Waterloo, Iowa, met in a special session via Zoom at 3:00 p.m., on Tuesday, February 20, 2024. Mayor Quentin Hart in the Chair. Mr. Boesen, Mr. Nichols, Ms. Creighton -Smith, Mr. Simon and Mr. Feuss. Absent: Mr. Chiles and Ms. Wilder. Approval of Agenda Boesen/Nichols that the agenda as proposed, be approved. Voice vote -Ayes: Five. Motion carried. OTHER COUNCIL BUSINESS Motion approving appointment of Angie Hickok to the position of Youth Pavilion Manager in the Culture & Arts Department, effective February 21, 2024. Nichols/Creighton-Smith Roll Call vote -Ayes: Five. Motion carried. ADJOURNMENT Nichols/Creighton-Smith that the council adjourn at 3:03 p.m. Voice vote -Ayes: Five. Motion carried. Kelley Felchle City Clerk Page 1 of 1 Page 19 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution setting date of public hearing as March 18, 2024, for the sale and conveyance of city - owned property located north of 216 Sunnyside Avenue, in the amount of $1.00, to Iowa Heartland Habitat for Humanity, including approval of a Development Agreement for the construction of a single- family home and a grant of $5,000.00 for infill housing development, and instruct the City Clerk to publish notice. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION The City of Waterloo took possession of two homes located at 208 & 212 Sunnyside Avenue. They have been demolished and Iowa Heartland Habitat for Humanity plans to construct one single family home on the two lots. NEIGHBORHOOD IMPACT Redevelopment of the lot would have a positive impact on the Church Row neighborhood. DATA, ANALYSIS, AND STRATEGIES Infill Development IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS Sale of the City owned lot would be considered by Council through the public hearing process which requires public notice of the hearing. SOURCE OF EXPENDITURES N/A ALTERNATIVE ACTION Not approve LEGAL DESCRIPTION Page 20 of 429 North 35 feet in width of the South 70 feet in width of Lot 5, Block 2, "Oak Lawn Addition" in Waterloo, Iowa and part of the street adjoining said lot described as: Commencing at a point on the East line of said Lot 5, 35 feet North of the southeast corner of said Lot; thence East 3 feet; thence North parallel with the East line of said Lot 35 feet; thence West 3 feet to the East line of said Lot; thence South to the place of beginning. And South 35 feet of Lot 5 in Block 2 in "Oak Lawn Addition" in Waterloo, Iowa, and a part of the vacated street adjoining described as flows: Beginning at the Southeast corner of said Lot; thence East 3 feet; thence North parallel with the East line of said Lot 35 feet; thence West 3 feet to the East line of said Lot; thence South along said East line 35 feet to the point of beginning. ATTACHMENTS 1. Habitat DA for 208-212 Sunnyside 2-14-24 2. Sunnyside Lots Map Page 21 of 429 Preparer: Christopher S. Wendland, P.O. Box 596, Waterloo, Iowa 50704 (319) 234-5701 After recording, return to Community Planning & Development, 715 Mulberry Street, Waterloo, IA 50703. DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered into as of , by and between Iowa Heartland Habitat for Humanity ("Company"), and the City of Waterloo, Iowa ("City"). RECITALS A. City owns real property in the 200 block of Sunnyside Avenue, Waterloo, Iowa (the "Property"), which is legally described as set forth on Exhibit "A" attached hereto. Company desires to undertake a project on the Property. B. City considers 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. 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 the Property to Company for the sum of $1.00 (the "Purchase Price"). Conveyance shall be by quit claim deed, free and clear of all encumbrances 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. 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 without further obligation. City shall provide any title documents it has in its possession, including any abstracts, to assist in title review. Page 22 of 429 2. Improvements by Company. Company acknowledges that it has had a reasonable opportunity to inspect the Property and to conduct other due diligence related to the Project. Company agrees to accept the Property in its "AS IS" condition, without any warranty from City, expressed or implied, as to the condition of the Property, its marketability, or its fitness for any particular purpose. At its own cost Company shall renovate the existing structure to create a single-family dwelling to a finished state, including sidewalk, garage and driveway, and shall be responsible for removal of all construction debris, proper leveling or shaping of groundscape, and grassing and/or landscaping (construction and finishing as so described are referred to collectively as the "Improvements"). 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. Company shall submit specific plans, building designs and site plans for City review and approval before the commencement of construction and shall not substantially deviate from such plans, specifications or designs. 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 be undertaken and completed by Company under 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 convey the Property to Company and to extend the incentives provided for in this Agreement, and that without said commitment City would not do so. A. Deadlines to commence and complete. Subject to Unavoidable Delays (defined below), Company must obtain a building permit and begin renovation of the dwelling within four (4) months after receiving title to the Property (the "Project Start Date") and must Substantially Complete construction by June 30, 2027 (the "Completion Deadline"). For purposes of this Agreement, "Substantially Complete" 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 and the City has verified that Project elements for which no permit was necessary have been substantially completed. All deadlines are subject to Unavoidable Delays as defined in paragraph B below. The City's Community Planning and Development Director may, but shall not be required to, consent to an extension of time of up to six (6) months for the construction of any phase of the Improvements. Any additional or longer time extensions will require consent of the City Council. 2 Page 23 of 429 B. Events triggering termination and/or reverter of title. If Company does not begin or Substantially Complete construction of the Improvements on the schedule(s) stated above, subject to Unavoidable Delays, then City may terminate this Agreement as set forth in Section 13, and City shall then have no further obligation to Company under this Agreement. If development has commenced within the required period, as the same may be extended, and is subsequently stopped 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 an "Unavoidable Delay"), the requirement that construction be completed by the Completion Deadline shall be tolled for a period of time equal to the period of Unavoidable Delay. As promptly as possible, Company shall notify City in writing of the occurrence of any Unavoidable Delay and shall again notify City in writing when the Unavoidable Delay has ended. If City terminates this Agreement as provided in Section 13, City shall have no further obligations to Company under this Agreement, including but not limited to any legal or equitable obligation to reimburse Company for any costs expended by Company with respect to the Project or to compensate Company for any value added to the Property by any Improvements. In connection with termination of the Agreement as set forth herein, City may demand reconveyance of the Property in addition to exercising any other available remedies. 4. Reverter of Title; Indemnity. In the event of any reverter of title pursuant to Section 3, 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 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. In connection with any reverter of title, Company shall not be entitled to a refund of the Purchase Price. 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 or other documents 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 3 Page 24 of 429 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 from street right of way to any location on the Property and for payment of any associated connection fees. 6. City Incentives. To aid the Project, City agrees to provide the following assistance: A. Infill Housing Grant. As provided in the City's infill housing policy, City will pay Company a grant of $5,000.00 within thirty (30) days after Company has Substantially Completed the Improvements and has obtain final inspection on all permits obtained for the Project. 7. No Encumbrances; Limited Exception. Until the Improvements are Substantially Completed, 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. Any other mortgage shall be void. 8. 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. 9. 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. Until the Improvements have been Substantially Completed, 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. B. Company will comply with all applicable land development laws and City and county ordinances, and all laws, rules and regulations relating to its businesses, other than laws, rules and regulations where the failure to comply with the same, or where the sanctions and penalties resulting therefrom, would 4 Page 25 of 429 not have a material adverse effect on the business, property, operations, or condition, financial or otherwise, of Company. C. Company will cooperate fully with the City in resolution of any traffic, parking, trash removal or public safety problems which may arise in connection with the construction and operation of the Improvements. 10. Representations and Warranties of City. City hereby represents and warrants as follows: A. City is not prohibited from consummating the transaction contemplated in this Agreement by any law, regulation, agreement, instrument, restriction, order or judgment. B. Each person who executes and delivers this Agreement and all documents to be delivered hereunder is and shall be authorized to do so on behalf of City. 11. Representations and Warranties of Company. Company hereby represents and warrants as follows: A. 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. 5 Page 26 of 429 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. 12. 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 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, except as expressly authorized by this Agreement; 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; D. 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; or E. 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 27 of 429 13. 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 City 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. 14. 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 arising after Company's acquisition of same 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 on or 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. 7 Page 28 of 429 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) otherwise as a result of or in connection with the Project or Company's failure to carry on or complete same. C. The indemnification obligations under this Section shall include attorneys' fees and expenses incurred by any indemnified party. The provisions of this Section shall survive the expiration or termination of this Agreement. 15. 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. 16. 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. 17. 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. 18. 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 8 Page 29 of 429 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, Attention: Mayor, with copies to the Community Planning and Development Director. (b) if to Company, at 803 W. 5th Street, Waterloo, Iowa 50702, Attention: Executive Director. 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, or (iii) three (3) business days following the date of deposit if mailed by United States registered or certified mail, postage prepaid. A party may change the address for giving notice by any method set forth in this Section. 19. 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. 20. 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. 21. 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. 22. Interpretation. This Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been prepared by counsel for one of the parties, it being recognized that the parties hereto and their respective attorneys have contributed substantially and materially to the preparation of each and every provision of this Agreement. 9 Page 30 of 429 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, including signed counterparts delivered by facsimile or other electronic means, 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. CITY OF WATERLOO, IOWA IOWA HEARTLAND HABITAT FOR HUMANITY By: By: Quentin Hart, Mayor Ali Parrish, Executive Director Attest: Kelley Felchle, City Clerk 10 Page 31 of 429 EXHIBIT "A" Property Description North 35 feet in width of the South 70 feet in width of Lot 5, Block 2, "Oak Lawn Addition" in Waterloo, Iowa and part of the street adjoining said lot described as: Commencing at a point on the East line of said Lot 5, 35 feet North of the southeast corner of said Lot; thence East 3 feet; thence North parallel with the East line of said Lot 35 feet; thence West 3 feet to the East line of said Lot; thence South to the place of beginning. And South 35 feet of Lot 5 in Block 2 in "Oak Lawn Addition" in Waterloo, Iowa, and a part of the vacated street adjoining described as flows: Beginning at the Southeast corner of said Lot; thence East 3 feet; thence North parallel with the East line of said Lot 35 feet; thence West 3 feet to the East line of said Lot; thence South along said East line 35 feet to the point of beginning. Page 32 of 429 Cali of Waterloo, Iowa PaaA 33 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution setting date of public hearing as March 18, 2024, for the sale and conveyance of city - owned property located at 215 Locust Street, in the amount of $5,000.00, to Marcelino Balion Perez, including a Development Agreement and Real Estate Contract, and instruct the City Clerk to publish notice. RECOMMENDED COUNCIL ACTION approval SUMMARY STATEMENT AND BACKGROUND INFORMATION The City of Waterloo obtained title to 215 Locust Street by 657A court action. The home was deemed to be in adequate condition that it could be rehabilitated, and Mr. Perez has submitted a proposal to rehab the property. The Planning Department is recommending that we move forward with the proposal, which includes acquisition of the property for $5,000 and rehabilitation of the home with an estimated cost of improvements of $58,618. The sale is proposed by Real Estate Contract, and the property would not be deeded until completion of the improvements. The development agreement provides for Mr. Perez to obtain a building permit and begin renovation within 4 months of execution of the Contract, and substantially complete the rehabilitation within 14 months of execution of the Contract. NEIGHBORHOOD IMPACT This request will have a positive impact on the neighborhood by elimination of the blighted home, which had been abandoned and become dilapidated. DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES N/A Page 34 of 429 ALTERNATIVE ACTION LEGAL DESCRIPTION The Southeasterly 38 feet of Lots 8 and 9 in Block 9 in "Whitney's Subdivision" in Waterloo, Iowa. ATTACHMENTS 1 Perez infill DA and Contract 215 Locust developer signed 2. 215 Locust St Aerial 3. 215 Locust St Detailed Assessor Report 4. Estimate_ Project Plan - 215 Locust Page 35 of 429 Preparer: Christopher S. Wendland,P.O. Box 596, Waterloo, Iowa 50704 (319) 234-5701 After recording, return to Community Planning & Development, 715 Mulberry Street, Waterloo, IA 50703. DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered into as of , 2023, by and between Marcelino Bailon Perez("Developer"), and the City of Waterloo, Iowa ("City"). RECITALS Developer is willing and able to finance and rehabilitate an existing property located at 215 Locust Street, Waterloo, Iowa (the "Property"), legally described as set forth on Exhibit "A" attached hereto. City considers 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 rehabilitation of the Property 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 sell the Property to Developer on contract (the "Contract") for the sum of $5,000.00 (the "Purchase Price"). Other terms of sale shall be as set forth in the Contract, the form of which is attached hereto as Exhibit "B." 2. Improvements by Developer. Developer acknowledges that it has had a reasonable opportunity to inspect the Property and to conduct other due diligence related to the Project. Developer agrees to accept the Property in its "AS IS condition, without any warranty from City, expressed or implied, as to the condition of the Page 36 of 429 Property, its marketability, or its fitness for any particular purpose. At its own cost Developer shall (a) remove and properly dispose of all debris and unwanted personal property from the dwelling, (b) renovate the existing structure to a finished state for single-family residential purposes, and (c) make other improvements to the buildings and grounds, including but not limited to sidewalk, and shall be responsible for removal of all construction debris, proper leveling or shaping of groundscape, and grassing and/or landscaping (construction and finishing as so described are referred to collectively as the "Improvements"). 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. Developer shall submit specific plans, building designs and site plans for City review and approval before the commencement of construction and shall not substantially deviate from such plans, specifications or designs. Developer 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 (net before the Improvements may be lawfully constructed. The Property, the Improvements, and all other work to make the project site usable for Developer's purposes as contemplated by this Agreement are collectively referred to as the "Project." 3. Timeliness of Construction; Possibility of Contract Forfeiture. The parties agree that Developer's commitment to cause the Project to be undertaken and to renovate the Property and complete the Improvements in a timely manner constitutes a material inducement for the City to sell the Property to Developer and to extend the incentives provided for in this Agreement, and that without said commitment City would not do so. A. Deadlines to commence and complete. Subject to Unavoidable Delays (defined below), Developer must obtain a building permit and begin renovation of the dwelling within four (4) months after Contract execution (the "Start Date") and must Substantially Complete rehabilitation within fourteen (14) months after Contract execution (the "Completion Deadline"). For purposes of this Agreement, "Substantially Complete" 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 and the City has verified that Project elements for which no permit was necessary have been Substantially Completed. All deadlines are subject to Unavoidable Delays as defined in paragraph B below. The City's Community Planning and Development Director may, but shall not be required to, consent to an extension of time of up to six (6) months for construction of the Improvements. Any additional or longer time extensions will require consent of the City Council. B. Events triggering termination and/or Contract forfeiture. If Developer does not begin or Substantially Complete construction of the Improvements on the schedule(s) stated above, subject to Unavoidable Delays, Page 37 of 429 then City may terminate this Agreement as set forth in Section 12, and City shall then have no further obligation to Developer under this Agreement. If development has commenced within the required period, as the same may be extended, and is subsequently stopped 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 Developer (each an "Unavoidable Delay"), the requirement that construction be completed by the Completion Deadline shall be toiled for a period of time equal to the period of Unavoidable Delay. As promptly as possible, Developer shall notify City in writing of the occurrence of any Unavoidable Delay and shall again notify City in writing when the Unavoidable Delay has ended. If City terminates this Agreement as provided in Section 12, City shall have no further obligations to Developer under this Agreement, including but not limited to any legal or equitable obligation to reimburse Developer for any costs expended by Developer with respect to the Project or to compensate Developer for any value added to the Property by any Improvements. In connection with termination of the Agreement as set forth herein, City may forfeit the Contract in addition to exercising any other available remedies. 4. Utilities. Developer will be responsible for obtaining or extending water, sewer, telephone, telecommunications, electricity, gas and other utility services from street right of way to any location on the Property and for payment of any associated connection fees and costs of usage after the Contract date. 5. City Incentives. To aid the Project, City agrees to provide the following assistance: A. Partial Purchase Price Refund. Within thirty (30) days after Developer has Substantially Completed the Improvements and has obtained final inspection on all permits obtained for the Project, City will refund the Purchase Price to Developer. B. Grant. Concurrently with refund of the Purchase Price pursuant to paragraph A above, City will make a $5,000.00 infill housing incentive grant to Developer. 6. No Encumbrances; Limited Exception. Until the Improvements are Substantially Completed, Developer 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 Developer's completion of the Improvements and of which Developer notifies City before Developer executes any such mortgage. Developer may not mortgage the Property or any part thereof for any purpose except in connection with financing of the Improvements. Any other mortgage shall be void. 7. No Assignment or Conveyance. Developer agrees that it will not sell, convey, assign or otherwise transfer its interest in the Contract or the Property prior to 3 Page 38 of 429 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 Developer under this Agreement. 8. Additional Covenants of Developer. In addition to the other promises, covenants and agreements of Developer as provided elsewhere in this Agreement, Developer agrees as follows: A. Until the Improvements have been Substantially Completed, Developer 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 Developer with respect to construction of the Improvements. B. Developer will comply with all applicable land development laws and City and county ordinances, and all laws, rules and regulations relating to its businesses, other than laws, rules and regulations where the failure to come'+ with the same, or where the sanctions and penalties resulting therefrom, would not have a material adverse effect on the business, property, operations, or condition, financial or otherwise, of Developer. C. Developer will cooperate fully with the City in resolution of any traffic, parking, trash removal or public safety problems which may arise in connection with the construction and operation of the Improvements. 9. 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. 10. Representations and Warranties of Developer. Developer hereby represents and warrants as follows: A. 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. Page 39 of 429 B. This Agreement has been duly and validly authorized, executed and delivered by Developer 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 Developer 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. C. 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, any contractual restriction, evidence of indebtedness, agreement or instrument of whatever nature to which Developer is now a party or by which it or its property is bound, nor do they constitute a default under any of the foregoing. D. There are no actions, suits or proceedings pending or threatened against or affecting Developer 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) or financial position of Developer or which in any manner raises any questions affecting the validity of the Agreement or Developer's ability to perform its obligations under this Agreement. 11. 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 Developer to cause the Improvements to be commenced and completed pursuant to the terms, conditions and limitations of this Agreement; B. Transfer by Developer of any interest (either directly or indirectly) in the Improvements, the Property, or this Agreement, without the prior written consent of City, except as expressly authorized by this Agreement; 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; D. Any representation or warranty made by Developer. in this Agreement, or made by Developer in any written statement or certificate furnished by Developer 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; Page 40 of 429 E. Developer (1)files any petition iDbankruptcy O[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 Developer 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 Developer, or part thereof, shall be appointed in any proceedings brought against Developer and shall not be discharged within ninety (90) days after such appointment, or if Developer shall consent to or acquiesce in such appointment; or (5) defaults under any mortgage applicable to the Property; or F Any representation 0rwarranty made bxDeveloper inthis Agreement, or made by Developer in any written statement Orcertificate furnished by Developer 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 o[making thereof. 12. Remedies. A. Default bvDeveloper. Whenever any Event pfDefault in respect of Developer occurs and is continuing, the City may terminate this Agreement. Before exercising iGiOg such n8nOedV. City shall give 30 days' written notice to Developer 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 b8cured within 30 days and Developer shall not have provided @SSVr8Dces reasonably satisfactory tO the City that the Event Of Default will `ba cured @nsoon aSreasonably possible. Upon termination, City may exercise any and all remedies available at law, eqUity, contract or otherwise to recover ownership Of the p[Op8rtV as set forth in this Agreement. B. Default byCity. Whenever any Event OfDefault iDrespect UfCity 0CcUrS and is continuing, Developer may take such action against City to require ittOspecifically perform its obligations hereunder. Before exercising such remedy, Developer shall gjV8 30 days' written notice to City Dfthe 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 30days and City shall not have provided assurances reasonably satisfactory tO the Developer that the Event of Default will be cured as soon as reasonably possible. C. Remedies under this Agreement shall becumulative and inaddition to any other right or remedy given under this Agreement or existing at law or in 6 Page 41 of 429 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. 13. Indemnification and Releases. A. Developer 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 arising after the Contract date 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 Developer or its employees, contractors or agents, or any other person who may be on or 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, Developer 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 Developer 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) otherwise as a result of or in connection with the Project or Developer's failure to carry on or complete same. C. The indemnification obligations under this Section shall include attorneys' fees and expenses incurred by any indemnified party. The provisions of this Section shall survive the expiration or termination of this Agreement. 14. Materiality of Developer's Promises, Covenants, Representations, and Warranties. Each and every promise, covenant, representation, and warranty set forth in this Agreement on the part of Developer 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. Developer 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 7 Page 42 of 429 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. 15. Performance by City. Developer 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. 16. 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. 17. 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 Developer, at 22325 Mapes Road, Perris, California 92570. 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) four (4) 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. 18. 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 Developer nor to create any liability for one party with respect to the liabilities or obligations of the other party or any other person. 19. 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 Page 43 of 429 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. 20. 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. 21. Interpretation. This Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been prepared by counsel for one of the parties, it being recognized that the parties hereto and their respective attorneys have contributed substantially and materially to the preparation of each and every provision of this Agreement. 22. 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. 23. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 24. Counterparts. This Agreement may be executed in one or more counterparts, each of which, including signed counterparts delivered by facsimile or other electronic means, shall be deemed an original and all of which, taken together, shall constitute one and the same instrument. 25. 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. 26. 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. Page 44 of 429 CITY OF WATERLOO, IOWA By: Quentin Hart, Mayor Attest: Kelley Felchie, City Clerk 10 Page 45 of 429 EXHIBIT "A" Property Description The Southeasterly 38 feet of Lots 8 and 9 in Block 9 in "Whitney's Subdivision" in Waterloo, Iowa. Page 46 of 429 EXHIBIT "B" Form of Contract See attached. Page 47 of 429 Prepared by: Christopher S. Wendland, P.O. Box 596, Waterloo, IA, 50704. 319-234-5701 Taxpayer address: Marcolino Bailon Perez; 22325 Mapes Road,'Perris, CA 92570 REAL ESTATE CONTRACT This Real Estate Contract (the "Contract"), made and entered into as of 0 2/ 1 , 2024, by and between City of Waterloo, Iowa ("Seller") and Marceilno Bailon Perez ("Buyer"): WITNESSETH, that the Seller sells to the Buyer and the Buyer purchases the following described real estate (the "Property") situated in Black Hawk County, State of Iowa, to -wit: The Southeasterly 38 feet of Lots 8 and 9 in Block 9 in "Whitney's Subdivision" in Waterloo, Iowa. SUBJECT TO (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 iaVV. INCLUDED in this sale, if located in or on the Property and if owned by Seller, are all equipment, machinery, fixtures, trade fixtures, and all other fixtures not hereinafter specifically reserved by Seller in writing. 1. THE TOTAL PURCHASE PRICE for the Property is Five Thousand and 00/100 Dollars ($5090.000), payable to Seller at the address designated by Seller from time to time, as follows: (a) Four Thousand Nine Hundred Ninety -Nine Dollars ($4,999.00) upon execution of this Contract. (b) The balance of the purchase price will be due and payable in full on or before/?ugust' i, 2025. 2. POSSESSION is to be given Buyer on the date of execution of this Contract by both parties. Seller represents that there are no other parties currently in possession. 3. TAXES AND ASSESSMENTS. The Property is currently exempt from property taxes. Buyer will pay all future general property taxes and special assessments prior to becoming delinquent. 4. INSURANCE. From and after delivery of possession, Buyer shall provide fire and extended coverage insurance on said premises at least equal to $30,000 n a company acceptable to Seller, all policies to protect the interest of both parties hereto as their interests may appear. Buyer shall promptly provide to Seller a certificate of insurance naming Seller as an additional insured. 5. RENTS. Intentionally omitted. 6. TITLE. At the time of final payment hereunder, the Seller shall convey the Property to the Buyer by QUIT CLAIM DEED. Buyer shah be responsible; at its sole cost and expense, to obtain whatever evidence of title that it desires. 7. CARE OF PROPERTY. No improvements placed upon the Property, or now thereon, shall be removed or destroyed until final payment is made, nor shall the Buyer commit waste of the Property. Buyer shall be solely Page 48 of 429 responsible, without claim or recourse to Seller, for any repairs, maintenance, or upkeep that may be necessary in connection with their occupancy and for all costs of utilities and other services to the Property. 8. ADVANCEMENT BY SELLER. If Buyer fails to pay such taxes, special assessments, or insurance as above agreed, Seller may, but need not, pay such taxes, special assessments, insurance, and all sums so expended shall be due and payable on demand; or such sums so expended may, at the election of Seller, be added to the principal amount due hereunder and bear interest until paid at the highest legal rate allowable or 12%o per annum, whichever is less, compounded monthly. 9. JOINT TENANCY PRESERVED. Intentionally omitted. 10. ADDITIONAL TERMS. The parties further agree as follows: (a) Seller does not make, and has not made, any representation or warranty concerning the Property or its condition or fitness for use for any particular purpose. The Property is sold to Buyer "AS IS." (b) Buyer may not sell, transfer or assign its interest in this Contract without the prior written consent of Seller. (c) Property is subject to the terms of a certain Development Agreement between the parties. (e) Included in the sale and purchase at no additional consideration are all equipment, fixtures, inventory and other personal property of any type or nature that is located in or upon the Property, all of which are sold to Buyer "AS IS." (f) Buyer acknowledges that it has had a full and fair opportunity to enter upon and inspect the Property and/or to have the Property inspected by contractors of its own choosing. 11. TIME IS OF THE ESSENCE of this Contract. Failure promptly to assert rights of Seller hereunder shall not, however, be a waiver of such rights or a waiver of any existing or subsequent default. 12. DEFAULT. if the Buyer fails to perform any of the terms of this Contract, the Seller may forfeit this Contract as provided by Iowa law governing the forfeiture of real estate contracts, and if this Contract is forfeited, Buyer shall thereafter be considered as a tenant holding over after termination of a lease. Upon completion of such forfeiture, all sums previously paid Seller hereunder and all improvements placed on the Property by Buyer shall become the absolute property of Seller as liquidated damages for the breach of this Contract and as rent for the premises. In the event of compliance with the terms of the notice of forfeiture of this Contract, Buyer shall pay the cost of serving said notice. 13. ACCELERATION. If Buyer fails for thirty days to perform any one or more of the terms of this Contract, the Seller may, without further notice, declare the entire amount of the balance unpaid hereunder immediately due and payable; and thereafter, at the option of the Seller, this Contract may be foreclosed and a receiver may be appointed to take charge of said premises and collect the rents and profits therefrom to be applied as may be directed by the Court, and Buyer agrees to pay reasonable attorney fees therefor. 14. PERSONAL PROPERTY. If this Contract includes the sale of any personal property, then in the event of the forfeiture or foreclosure of this Contract, the personalty shall be considered indivisible from the real estate above described; and any such termination of Buyer's rights in said real estate shall concurrently operate as the forfeiture or foreclosure hereof against all such personal property. 15. MORTGAGE BY SELLER. Intentionally omitted. 16. CERTIFICATION. Buyer and Seller each certify that they are not acting, directly or indirectly, for or on behalf of any person, group, entity or nation named by any Executive Order or the United States Treasury Department as a terrorist, "Specially Designated National and Blocked Person" or any other banned or blocked person, entity, nation or transaction pursuant to any law, order, rule or regulation that is enforced or administered by the Office of Foreign Assets Control; and are not engaged in this transaction, directly or indirectly on behalf of, any such person, group, entity or nation. Each party hereby agrees to defend, indemnify and hold harmless the other party from and against any and all claims, damages, losses, risks, liabilities and expenses (including attorney's fees and costs) arising from or related to my breach of the foregoing certification. 17. BUYER'S RIGHTS UNDER ENCUMBRANCE. Seller shall pay all interest and principal on all encumbrance of the Property created or suffered by Seller when the same become due, and in the event of a failure 2 Page 49 of 429 on Seller's part to make any such payment before it becomes delinquent, Buyer may pay the same and receive credit hereon for the amount so paid. If Buyer is acquiring the Property from an equity holder, rather than from a titleholder, or in event there is a mortgage against the Property, then, in either of those events, Buyer hereby reserves the right, if reasonably necessary for his protection, to split the payments pro rata among the interested payees. 18. GENERAL TERMS; CONSTRUCTION. This Contract shall be binding upon the heirs, personal representatives, successors and assigns of the respective parties hereto. It represents the entire agreement of the parties and may not be amended without the express written consent of both parties. The singular masculine gender is used to refer to the parties in this Contract. Such terms shall be construed to include the feminine and neuter genders and the plural number, if applicable. 19. COUNTERPARTS. This Contract may be executed in any umb= o counterparts, all of which, taken together, shall constitute one and the same instrument. SELLER BUYER City of Waterloo, Iowa By: Quentin Hart, Mayor Marcelin Attest: Kelley Felchle, City Clerk STATE OF IOWA ) ss. BLACK HAWK COUNTY ) On this day of , 2024, 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 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 [acknowledgments continue on next page] 3 Page 50 of 429 STATE OF CALIFORNIA ) )'ss. 1-2 I % tirsic COUNTY This record was acknowledged before me on a Zi , 2024, by Marcelino Bailon Perez. •-rmstcr") Notary Public J. M. MORTENSEN COMM. ,#2370576 z Notary ;Public California Riverside County tiComm. Eres Aug22_2025t 4 Page 51 of 429 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of 2rive,c'st d-e On 32,/I0/ZLk personally appeared before me, 3 A Nlo r Ae h s e i. he d4-c-, Pc. h I l 1, (here insert name and title of the officer) 45cvl, la-r• rpe r e Z_ who proved to me on the basis of satisfactory evidence to be the person( whose names 40•r is/ark subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her/COhis/her/CO authorized capacity(iesl, and that by his/he signature( on the instrument the persons-); or the entity upon behalf of which the person acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. J. M. MORTENSEN COMM. #2370576 z Notary Public . California c Riverside County Comm. Ex • es •. 22. 2025 WITNESS my hand and official seal. Signature -c-TVPLM c AJNeN cLA Cs{ }r QG n c-�- (Seal) T Page 52 of 429 Citti of Waterloo, Iowa III Page 53 of 1129 Black Hawk County, IA Summary Parcel ID Alternate ID Property Address Sec/Twp/Rng Brief Tax Description Deed Book/Page Contract Book/Page Adjusted CSR Pts Class District School District 891326184013 215 LOCUST ST WATERLOO IA 50701 N/A WHITNEYS SUBDIVISION SE 38 FT LOT 8 BLK 9 SE 38 FT LOT 9 BLK 9 (Note: Not to be used on legal documents) 202400006672 (11/20/2023) 0 R - Residential (Note: This is for assessment purposes only. Not to be used for zoning.) 940001- WATERLOO CITY/WATERLOO SCE! WATERLOO COMM UNITY SCHOOLS Neighborhood Neighborhood CWTLO-03 Owner information Deed CITY OF WATERLOO 715 MULBERRY ST WATERLOO IA 50703 Address Change Form Mall To CITY OF WATERLOO 715 MULBERRY ST WATERLOO IA 50703 Link to the Address Change Form Sales Date Seller Buyer 10/5/2023 KUBALEK,JAMES PEREZ BAILON,MARCELINO 5/3/2019 DYSART HOLDINGS LLC KU BALEK,JAM ES 3/18/2019 THOMA,MICHAEL 7/22/2010 WILKEN INVESTMENTS LLC 3/3/2008 NOVASTAR MORTGAGE INC 4/11/2007 8O05E,ELIZABETH Show Deed/Contract Show Deed/Contract DYSART HOLDINGS LLC THOMA,MICHAEL WILKEN INVESTMENTS LLC NOVASTAR MORTGAGE INC Recording 2024- 00005305 2019- 00016485 2019- 00013884 2011- 00001525 2008- 00018184 2007-024432 Sale Condition - NUTC OTHER WITH EXPLANATION SALE WITH CONSIDERATION PAID FOR REAL PROPERTY OF $10,000 OR LESS FORECLOSURES, FORFEITURES, SHERIFFS AND TAX SALES, ORTRANSFERS ... SALES WITH CONSIDERATION (SELLING PRICE) OF $10,000 OR LESS - 09/11 SALES $10,000 OR LESS (LINE 3 OF THE DECLARATION OF VALUE) - PRIOR 09 SHERIFF OR TAX SALE- PRIOR 09 Land Lot Dimensions Regular Lot: 38.00 x 110.00 Lot Area O.10Acres;4,180 SF (Note: Land sizes used for assessment purposes only. This is not a survey of the property) Residental Dwellings Type Deed Contract Deed Deed Deed Deed Multi Parcel Amount $10,000,00 $5,900.00 $341.00 $5,000.00 $6,500.00 $47,332.00 Page 54 of 429 Residential Dwelling Occupancy Single -Family / Owner Occupied Style 2 Story Frame Architectural Style N/A Year Built 1904 Exterior Material Vinyl Total Gross Living Area 1,344 SF Attic Type Floor &Stairs; Number of Rooms 8 above; 0 below Number of Bedrooms 5 above; 0 below Basement Area Type Full Basement Area 672 Basement Finished Area Plumbing 1 Standard Bath; 1 Toilet Room (1/2 Bath); 1 Sink; Central Air No Heat Yes Fireplaces Porches 1S Frame Enclosed (144 SF); Decks Additions Ga rages Permits Permit i Date Description Amount WA 14837 12/31/2023 Int-Remodel 6,000 WA 14831 12/31/2023 Roof 3,100 FC 11/28/2023 Misc 0 WA 07897 06/22/2021 Demo/Rmvl 0 Valuation 2023 2022 2021 2020 2019 Classification Residential Residential Residential Residential Residential + Assessed Land Value $5,240 $5,240 $5,240 $5,240 $5,240 + Assessed Improvement Value $0 $0 $0 $0 $0 + Assessed Dwelling Value $21,260 $17,580 $18,880 $20,980 $20,980 Gross Assessed Value $26,500 $22,820 $24,120 $26,220 $26,220 - Exempt Value $0 $0 $0 $0 $0 Net Assessed Value $26,500 $22,820 $24,120 $26,220 $26,220 Taxation 2022 2021 2020 2019 Pay 2023-2024 Pay 2022-2023 Pay 2021-2022 Pay 2020-2021 + Taxable Land Value $2,864 $2,836 $2,956 $2,886 + Taxable Improvement Value $0 $0 $0 $0 + Taxable Dwelling Value $9,607 $10,220 $11,835 $11,555 Gross Taxable Value $12,471 $13,056 $14,791 $14,441 Military Exemption $0 $0 $0 $0 = Net Taxable Value $12,471 $13,056 $14,791 $14,441 x Levy Rate (per $1000 of value) 40.18730 39.49908 40.15223 40.46092 = Gross Taxes Due $501.18 $515.70 $593.89 $584.30 - Ag Land Credit $0.00 $0.00 $0.00 $0.00 - Family Farm Credit $0.00 $0.00 $0.00 $0.00 - Homestead Credit $0.00 $0.00 $0.00 $0.00 - Disabled and Senior Citizens Credit $0.00 $0.00 $0.00 $0.00 - Business Property Credit $0.00 $0.00 $0.00 $0.00 • NetTaxes Due $501.18 $515.70 $593.89 $584.30 Tax History Year Due Date Amount Paid Date Pald Receipt 2022 March2024 $251 Yes 8/25/2023 551080 September2023 $251 Yes 8/25/2023 2021 March 2023 $4 Yes 4/21/2023 416146 September 2022 $27 Yes 4/21/2023 2021 March 2023 $258 Yes 8/25/2023 416146 September 2022 $258 Yes 8/25/2023 2021 March2023 $15 Yes 8/25/2023 416146 September2022 $16 Yes 8/25/2023 2021 March 2023 $0 No 416146 September 2022 $4 Yes 4/21/2023 Page 55 of 429 Year Due Date Amount Paid Date Paid Receipt 2020 March 2022 $0 No 373037 September 2021 $4 Yes 4/4/2022 2020 March 2022 $4 Yes 4/4/2022 373037 September 2021 $31 Yes 4/4/2022 2020 March 2022 $297 Yes 4/4/2022 373037 September2021 $297 Yes 4/4/2022 2019 March2021 $292 Yes 3/12/2021 230785 September 2020 $292 Yes 11/18/2020 2019 March 2021 $0 No 230785 September 2020 $4 Yes 10/22/2020 2019 March 2021 $0 No 230785 September2020 $3 Yes 11/6/2020 2018 March 2020 September 2019 2017 March 2019 September 2018 2017 March 2019 September 2018 Pay Property Taxes Click here to pay property taxes for this parcel. Photos Sketches Sketch by wrnv.camavision.com $295 Yes 7/17/2020 051039 $295 Yes 9/27/2019 $292 Yes 4/5/2019 051039 $0 No $4 Yes 4/5/2019 051039 $0 No 28 2S B A FR (MAIN) (672] 24 1S FR EP 8 ]144] 18 Page 56 of 429 Ma p Polling Location View Polling Location Recent Sales In Area Sale date range: From: 02/20/2021 Sales by Neighborhood Sales by Subdivision 1500 11 Feet To: 02 / 20/2024 Sales by Distance Homestead Tax Credit and Exemption Apply Online for the Homestead Tax Credit and Exemption Military Service Tax Exemption Application Apply Online for the Military Service Tax Exemption No data available for the following modules: Agricultural Land/CSR, Commercial Buildings, Agricultural Buildings, Yard Extras, Exemptions, Tax Sale Certificate, Special Assessments, Board of Review Petition. I he mops and data available for access at this websito are provided "as is" without warranty or any representation of accuracy, timeliness, or completeness. I User Privacy Policy I GDPR Privacy Notice Last Data Upload: 2/20/2024, 12:36:49 AM (:urlt<ict Ua Schneider GEOSPATIAL Page 57 of 429 From: MPAC Mechanical Inc. To: ARIC SCHROEDER Subject: Re: Project Plan - 215 Locust Date: Tuesday, February 13, 2024 4:08:32 PM Attachments: image001.jpq image002.joq image003.jpq CAUTION: This email originated from outside the City of Waterloo email system. Do not click links or open unexpected attachments unless you recognize the sender and know the content is safe. Good afternoon Aric, here is the breakdown for the cost on the home project. R13 insulation will be used for 1,920sq ft. of the home including parts and labor (4 hours) two workers it's about $2,054.00. R38 insulation will be used for the attic 529sq ft. including parts and labor (8 hours) for two workers is $1,215.00. For drywall we'll be utilizing 1/2in. USG sheetrock brand for 3,000sq ft. Adding parts and labor (4 full days) it will be $5,049.00. Kitchen is an estimated $7,200 including labor. Roofing, it will be shingle roof with an estimate of $20,400 and will be using a local company. Heating and air conditioning will be a local company as well and they quoted $17,000.00. Lighting will be LED lighting at an estimated cost of $3,600.00 with parts and labor. Plumbing will be $2,500.00. Overall estimated project is $58,618.00. Let me know if you have any questions or may need anything else. Plumbing $2,500.00 Lighting $3,600.00 Insulation $3,269.00 Drywall $5,049.00 Kitchen $7,200.00 Heating & Air conditioning $17,000.00 Roofing $20,000.00 Estimated Total $58,618.00 Thank you On Tue, Feb 13, 2024 at 11:09 AM ARIC SCHROEDER <ARIC.SCHROEDER@waterloo- ia.org> wrote: Sounds good. Thanks, Page 58 of 429 CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Finance Department March 4, 2024 AGENDA ITEM TITLE Resolution setting date of the proposed levy public hearing as April 1, 2024, at 4:30 p.m. to approve the proposed levy rates as required by the state, and instruct the City Clerk to publish notice. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. Waterloo Proposed Levy Publication Notice for FY25 Page 59 of 429 2/29/24, 11:19 AM Local Government Property Valuation System CITY NAME: NOTICE OF PUBLIC HEARING - CITY OF WATERLOO - PROPOSED PROPERTY TAX LEVY WATERLOO Fiscal Year July 1, 2024 - June 30, 2025 CITY #: 07-054 The City Council will conduct a public hearing on the proposed Fiscal Year City property tax levy as follows: Meeting Date: 4/1/2024 Meeting Time: 04:30 PM Meeting Location: City Hall - Council Chambers 715 Mulberry St Waterloo, IA 50703 At the public hearing any resident or taxpayer may present objections to, or arguments in favor of the proposed tax levy. After the hearing of the proposed tax levy, the City Council will publish notice and hold a hearing on the proposed city budget. City Website (if available) https://www.cityofwaterlooiowa.com/ City Telephone Number (319) 291-4323 Iowa Department of Management Current Year Certified Property Tax 2023 - 2024 Budget Year Effective Property Tax 2024 - 2025 Budget Year Proposed Property Tax 2024 - 2025 Taxable Valuations for Non -Debt Service 2,232,148,093 2,239,667,489 2,239,667,489 Consolidated General Fund 19,888,440 19,888,440 19,955,437 Operation & Maintenance of Public Transit 1,412,012 1,412,012 1,575,315 Aviation Authority 0 0 0 Liability, Property & Self Insurance 2,198,264 2,198,264 2,451,316 Support of Local Emergency Mgmt. Comm. 107,857 107,857 87,369 Unified Law Enforcement 0 0 0 Police & Fire Retirement 4,617,109 4,617,109 4,870,314 FICA & IPERS (If at General Fund Limit) 2,264,001 2,264,001 2,446,434 Other Employee Benefits 7,296,267 7,296,267 11,624,927 Capital Projects (Capital Improv. Reserve) 0 0 0 Taxable Value for Debt Service 2,621,210,136 2,860,061,688 2,860,061,688 Debt Service 7,347,304 7,347,304 9,160,606 CITY REGULAR TOTAL PROPERTY TAX 45,131,254 45,131,254 52,171,718 CITY REGULAR TAX RATE 19.73019 19.43927 22.40718 Taxable Value for City Ag Land 15,870,059 14,957,216 14,957,216 Ag Land 47,670 47,670 44,928 CITY AG LAND TAX RATE 3.00375 3.18709 3.00375 Tax Rate Comparison -Current VS. Proposed Residential property with an Actual/Assessed Value of $100,000 Current Year Certified 2023/2024 Budget Year Proposed 2024/2025 Percent Change City Regular Resident 1,078 1,038 -3.71 Commercial property with an Actual/Assessed Value of $100,000 Current Year Certified 2023/2024 Budget Year Proposed 2024/2025 Percent Change City Regular Commercial 1,078 1,038 -3.71 Note: Actual/Assessed Valuation is multiplied by a Rollback Percentage to get to the Taxable Valuation to calculate Property Taxes. Res dental and Commercial properties have the same Rollback Percentage at $100,000 Actual/Assessed Valuation. Reasons for tax increase if proposed exceeds the current: Increased personnel costs, Increases in Commodities/Contractual costs, including ambulance service fees, workers compensation insurance, liability insurance, and MET. Less Increases in revenue, including interest, ambulance revenue, grant funds, etc. https://dom-localgov.iowa.gov/budget-renderer?id=17204 Page 60 of 21/9 2/29/24, 11:19 AM Local Government Property Valuation System https://dom-localgov.iowa.gov/budget-renderer?id=17204 Page 61 of //9 CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Sheila Combs, Administrative Secretary Airport Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving award of bid to KW Electric, Inc., of Cedar Falls, Iowa, in the amount of $46,074.00, approving the contract, bonds, and certificate of insurance, in conjunction with the Airport CARES Maintenance Grant, FAA AIP Project No. 3-19-0094-048, Miscellaneous Lighting Replacement Project, and authorizing the Mayor and City Clerk to execute said documents. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS Page 62 of 429 1. Bid Tabulation - Airport CARES Maintenance Grant Lighting Replacement Project 2. K&W Contract - FAA AIP 3-19-0094-048 - Misc Lighting Page 63 of 429 Airport CARES Maintenance Grant, FAA AIP Project No. 3-19-0094-048, Miscellaneous Lighting Replacement Project Estimate: $65,000.00 February 22, 2024 Bidder Bid Amount KW Electric, Inc. Cedar Falls, Iowa $46,074.00 Page 64 of 429 CONTRACT FOR MISCELLANEOUS LIGHTING REPLACEMENT FAA AIP 3-19-0094-048 AT THE WATERLOO REGIONAL AIRPORT WATERLOO, IOWA THIS AGREEMENT, made and entered into this day of , 2024, by and between the Waterloo Regional Airport for the City of Waterloo, Black Hawk County, Iowa, hereinafter referred to as the "Owner" and K&W Electric Inc. a corporation organized and existing under the laws of the State of Iowa, hereinafter referred to as the "Contractor." WITNESSETH: That the Contractor for and in consideration of Forty -Six Thousand Seventy Four and No/100 Dollars ($46,074.00), based on the unit bid prices payable as set forth in the Specifications constituting a part of this Contract, hereby agrees to construct in accordance with the Plans, Specifications and Special Provisions therefore, and in the location designated on the Plans, the various items of work awarded said Contractor on the day of , 2024, as follows, being numbered one (1) through three (3) as shown in schedule of prices bid in the attached Proposal which is a part of this Contract. Said Specifications and Plans are hereby made a part of and the basis of this Agreement and a true copy of said Plans and Specifications is now with the Waterloo Regional Airport in the office of the Director of Aviation, Waterloo, Iowa, under date of February 15, 2024. 1. That in consideration of the foregoing, the Owner hereby agrees to pay the Contractor promptly and according to the requirements of the Specifications, the amounts set forth, subject to the conditions as set forth in the Specifications. 2. That it is understood that the parties named herein are the only persons interested in this Contract and principals. 3. That the Contractor has examined the site of the proposed work, Specifications, Special Provisions and Contract Documents in order that he might become familiar with the character, quality, and quantity of the work to be performed, the materials to be furnished and the requirements of the Specifications, Special Provisions and Contract Documents. 4. It is hereby further agreed that any reference herein to the "Contract" shall include all "Contract Documents" for the Waterloo Regional Airport, FAA Project No. 3-19-0094-048 Miscellaneous Lighting Replacement and said "Contract Documents" are hereby made a part of this agreement as fully as if set out at length herein, and that this contract is limited to the items in the proposal as signed by the "Contractor" and included in the "Contract Documents." 6. That the Contractor shall not commence any work to be performed under this Contract until he has obtained from responsible insurance companies, all insurance required, as set forth in the General Provisions and that the Contractor shall maintain this insurance in full force and effect until the work to be performed under this Contract has been accepted by the Owner. 7. That the Contractor shall not start working on any alterations requiring a supplemental agreement until the agreement setting forth the adjusted price shall be executed by the Owner and the Contractor. 8. That the Contractor, at all times, shall observe and comply with all federal, state, territory or possession and local laws, codes, ordinances and regulations in any manner affecting the conduct of the work, and the Contractor and his surety shall indemnify and save harmless the Owner and all his officers, Engineer, agents and servants against claims or liability arising from or based on the violation of any such law, ordinance, deregulation, order or decree, whether by himself or his employees. FAA AIP #3-19-0094-048 C-1 Miscellaneous Lighting Replacement Contract Waterloo Regional Airport - 60675091 Page 65 of 429 9. That it is further understood and agreed by the parties to this Contract that the above work shall be commenced within 10 days after "Instructions to Offerors" and shall be completed according to the terms of the entire contract by April 12, 2024. Failure to complete within the allotted time will result in assessment of liquidated damages in the amount of $500.00 per calendar day for each day in excess of the authorized contract time. 10. The Contractor and Owner understand and agree that time is of essence for completion of the Work and that the Owner will suffer additional expense and financial loss if said work is not completed within the authorized Contract Time. Furthermore, the Contractor and Owner recognize and understand the difficulty, delay, and expense in establishing the exact amount of actual financial loss and additional expense. Accordingly, in place of requiring such proof, the Contractor expressly agrees to pay the Owner as liquidated damages the non -penal sum of $500.00 per day for each calendar day required in excess of the authorized Contract Time for the overall contract. Furthermore, the Contractor understands and agrees that: a. the Owner has the right to deduct from any moneys due the Contractor, the amount of said liquidated damages. b. the Owner has the right to recover the amount of said liquidated damages from the Contractor, Surety, or both. 11. The Contractor understands and agrees that all certifications made by the Contractor within the Proposal shall apply under this Agreement as if fully rewritten herein. The Contractor further certifies the following: a. Certification of Eligibility (29 CFR Part 5.5) (1) By entering into this contract, the Contractor certifies that neither he or she nor any person or firm who has an interest in the Contractor's firm is a person or firm ineligible to be awarded Government contracts by virtue of Section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1); (2) No part of this contract shall be subcontracted to any person or firm ineligible for award of a Government contract by virtue of Section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(l); (3) The penalty for making false statements is prescribed in the U.S. Criminal Code 18 U.S.C. b. Certification of Non -Segregated Facilities (41 CFR Part 60-1.8) The federally assisted construction Contractor certifies that it does not maintain or provide, for its employees, any segregated facilities at any of its establishments and that it does not permit its employees to perform their services at any location, under its control, where segregated facilities are maintained. The Bidder certifies that it will not maintain or provide, for its employees, segregated facilities at any of its establishments and that it will not permit its employees to perform their services at any location under its control where segregated facilities are maintained. The Bidder agrees that a breach of this certification is a violation of the Equal Opportunity Clause, which is to be incorporated in the contract. As used in this certification, the term "segregated facilities" means any waiting rooms, work areas, restrooms, and washrooms, restaurants and other eating areas, timeclocks, locker rooms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities provided for employees which are segregated on the basis of race, color, religion, or national origin because of habit, local custom, or any other reason. The Bidder agrees that (except where it has obtained identical certifications from proposed subcontractors for specific time periods) it will obtain identical certifications from proposed subcontractors prior to the award of subcontracts exceeding $10,000 which are not exempt from the provisions of the Equal Opportunity Clause and that it will retain such certifications in its files. 12. It is further understood that any action in court against the Contractor or sureties on his bond because of damage to property or individuals by said Contractor or his workmen, or because of the violation of any provisions of the Specifications, or on account of the failure of said Contractor to fully comply with these provisions, shall be brought in the District Court of the State of Iowa in and for Black Hawk County. 13. Second Party shall maintain all work done hereunder in good order for a period of 12 months from and after the date it is accepted by the Waterloo Regional Airport, City of Waterloo, Iowa, which maintenance shall be without FAA AIP #3-19-0094-048 C-2 Miscellaneous Lighting Replacement Contract Waterloo Regional Airport - 60675091 Page 66 of 429 expense to First Party or the abutting property. In the event of the failure or default of Second Party to remedy any or all defects appearing in said work within a period of 12 months from the date of its acceptance by said Board and after having been given ten (10) days' notice so to do by registered letter deposited in the United States Post Office in said City, addressed to said Contractor at the address herein given, then First Party may proceed to remedy such defects and the cost and expenses thereof may be recovered from said Second Party by action brought in any court of competent jurisdiction, but such suit may be brought in the District Court of Black Hawk County, Iowa. IN WITNESS WHEREOF, the parties hereto have set their hands for the purpose herein expressed to this and three other instruments of like tenor, as of the day of , 2024. CITY OF WATERLOO By Mayor ATTEST: Secretary CONTRACTOR K&W Electric Inc. By Firm Name gria► D®1ir+eS Signature Pres Ide t I121 Li +n,co(r.. S+. Witness 471)thttle4Wenta/ Witness Title C'eeec r F.l(S .1.69' 66413 Business Address FAA AIP #3-19-0094-048 C-3 Miscellaneous Lighting Replacement Contract Waterloo Regional Airport - 60675091 Page 67 of 429 PAGE INTENTIONALLY LEFT BLANK FAA AIP #3-19-0094-048 C-4 Miscellaneous Lighting Replacement Contract Waterloo Regional Airport - 60675091 Page 68 of 429 Waterloo Regional Airport 2790 Livingston Lane Waterloo, IA 50703 Gentlemen: Revised Per Addendum No. I — 2/16/2024 PROPOSAL FORM FOR MISCELLANEOUS LIGHTING REPLACEMENT FAA AIP 3-19-0094-048 AT THE WATERLOO REGIONAL AIRPORT WATERLOO, IOWA I. The undersigned, being or roratior lxisting under the laws of the State of d W c , a Partnership consisting of the following partners: , having familiarized (himself) (themselves) (itself) with the existing conditions on the project area affecting the cost of the work, and with all the contract documents listed in the Table of Contents and Addenda (if any), as prepared by the City Engineer of the City of Waterloo now on file in the office of the City Clerk, City Hall, Waterloo, Iowa, hereby proposes to furnish all supervision, technical personnel, labor, materials, machinery, tools, appurtenances, equipment, and services, including utility and transportation services required to construct and complete this Miscellaneous Lighting Replacement -- FAA AIP 3-19-0094-048, all in accordance with the above -listed documents and for the unit prices for work in place for the following items and quantities: 2. The extent of the work involved in FAA 3-19-0094-048 Miscellaneous Lighting Replacement is as follows: a. SRE Building: Replace twenty-two (22) HID high -bay fixtures with LED high -bay fixtures. Replace two (2) fluorescent strip fixtures with LED strips. b. ARFF Building: Demolish existing ceiling and fluorescent fixtures. Provide nine (9) LED high -bay fixtures and luminaire receptacles. Connect LED lighting to existing branch circuity. Existing circuitry may be utilized to the maximum extent practical. Provide one (I) fan box for future ceiling fan. c. Hangar I & 2: Replace forty (40) high -bay fixtures with LED high -bay fixtures. Provide luminaire receptacles for each fixture and connect into the existing branch circuitry. Existing circuity may be utilized to the maximum extent practical. breakers-feeding4he-lighting-sirettit� 3. The undersigned, in compliance with your Invitation for Bids dated A I IS/ '-) , hereby proposes to do the work called for in said Contract and Specifications and Addendum Nos. I and to furnish all materials, tools, labor and all appliances and appurtenances necessary for the said work at the following rates and prices: FAA All' 3-19-0094-048 P-I Miscellaneous Lighting Replacement AECOM Project 1160675091 Waterloo Regional Airport - 60675091 Page 69 of 429 Revised Per Addendum No. 1-2/16/2024 ITEMIZED PROPOSAL WATERLOO REGIONAL AIRPORT WATERLOO, IOWA PROJECT: • MISCELLANEOUS LIGHTING REPLACEMENT FAA A1P PROJECT NO. 3-19-0094-048 ITEM NO. DESCRIPTION UNIT ESTIMATED QUANTITY UNIT QUOTE PRICE TOTAL QUOTE PRICE 1 SRC LED HIGH BAY REPLACEMENT LS 1.0 $ �a 3 y� °o 1r do $ / 3yz— 2 ARFF CEILING AND LIGHT REVISIONS ES 1.0 oo $ /D) 9 0 o0 $ / D0 et /6 3 REPLACEMENT HANGAR 1& 2 LED LIGHTING LS 1.0 $ I $ �° $ o° ,?2, 8A,2. TOTAL BASE BID $ /(j) 0'-7 y °t ADD . LTERNATE, Nn 1 4 SRC BR CIRCUIT 1 4-4) S N/A S N/A TERN � r, ' . I S N/A 4. The undersigned understands that the above quantities of work to be done are approximate only and are intended principally to serve as a guide in evaluating the bids. All quantities are subject to increase or decrease and are to be performed at the unit prices stipulated herein. 5. It is understood that the schedule of minimum wage rates, as established by the Secretary of Labor and included in the Specifications, are to govern on this project, and the undersigned certifies that he has examined this schedule of wage rates and that the prices bid are based on such established wage rates. 6. The bidder shall make good faith efforts, as defined in Appendix A of 49 CFR Part 26, Regulations of the Office of the Secretary of Transportation, to subcontract zero (0%) percent of the dollar value of the prime contract to small business concerns owned and controlled by socially and economically disadvantaged individuals (DBE). Individuals who are rebuttably presumed to be socially and economically disadvantaged include women, Blacks, Hispanics, Native Americans, Asian -Pacific Americans, and Asian -Indian Americans. The apparent successful competitor will be required to submit information concerning the DBE's that will participate in the contract. The information will include the name and address of each DBE, a description of the work to be performed by each named firm, and the dollar value of the contract. If the bidder fails to achieve the contract goal stated herein, it will be required to provide documentation demonstrating that it made good faith efforts in attempting to do so. In the event that the apparent successful competitor for this solicitation qualified as a DBE, the contract goal shall be deemed to have been met. A bid that fails to meet these requirements will be considered nonresponsive. 7. The undersigned certifies that he does not maintain or provide for his employees any segregated facilities at any of his establishments, and that he does not permit his employees to perform their services at any location, under his control, where segregated facilities are maintained. The undersigned certifies further that he will not maintain or provide for his employees any segregated facilities at any of his establishments, and that he will not permit his employees to perform their services at any location, under his control, where segregated facilities are maintained. The undersigned agrees that a breach of this certification is a violation of the equal opportunity clause in this contract. As used in this certification, the term "segregated facilities" means any waiting rooms, work areas, restrooms and washrooms, restaurants and other eating areas, timecloeks, locker rooms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities provided for employees which are segregated by explicit directive or are in fact segregated on the basis of race, color, religion, or national origin, because of habit, local custom, or any other reason. The undersigned agrees that (except where he has obtained identical certifications from proposed subcontractors for specific time periods) he will obtain identical certifications from proposed subcontractors prior to the award of subcontracts exceeding $10,000 which are not exempt from the provisions of the equal opportunity clause, and that he will retain such certifications in his files. FAA A1P 3-19-0094-048 P-2 Miscellaneous Lighting Replacement AECOM Project 460675091 \Vateriao Regional Airport - 60675091 Page 70 of 429 8. The undersigned understands, award of contract is contingent upon receipt of project funding from the Federal Aviation Administration. If funding is not received, the project will be postponed. 9. The undersigned further agrees that if awarded the Contract, he will commence the work within ten (10) calendar days after the receipt of a "Notice to Proceed" and that he will substantially complete all work according to the terms of the entire contract by April 12, 2024. An extension of time may be allowed when extra or additional work is ordered by the Engineer. 10. The undersigned agrees that within 30 days after award of this contract, the Contractor/Subcontractor shall file a compliance report (Standard Form 100) if s/he has not submitted a complete compliance report within 12 months proceeding the date of award. This report is required if the Contractor/Subcontractor meets all of the following conditions: a. Contractors/Subcontractors are not exempt based on 41 CFR 60-1,5. b. Has 50 or more employees. c. Is a prime contractor or first tier subcontractor. d. There is a contract, subcontract, or purchase order amounting to $50,000 or more. 11. To satisfy Clear Air and Water Pollution Control Requirements on all Construction Contracts and Subcontracts exceeding $100,000.00 Contractors and Subcontractors agree: a. That any facility to be used in the performance of the Contract or to benefit from the Contract is not listed on the Environmental Protection Agency (EPA) List of Violating Facilities. b. To comply with all the requirements of Section 306 of the Clean Air Act (42 USC 1857(h)), and Section 508 of the Clean Water Act (33 USC 1368), Executive Order 11738, and Environmental Protection Regulations (40 CFR Part (15)). c. That as a condition for award of a Contract he shall notify the awarding official of the receipt of any communication from EPA indicating that a facility to be utilized for performance of or benefit from the Contract is under consideration to be listed on the EPA List of Violating Facilities. d. To include or cause to be included in any Contract or Subcontract which exceeds $100,000.00 the aforementioned criteria and requirements. 12. The contractor, by submission of this offer and/or execution of a contract, certifies that it: a, is not owned or controlled by one or more citizens or nationals of a foreign country included in the list of countries that discriminate against U.S. firms published by the Office of the United States trade Representative (USTR). b, has not knowingly entered into any contract or subcontract for this project with a contractor that is a citizen or national of a foreign country on said list or is owned or controlled directly or indirectly by one or more citizens or nationals of a foreign country on said list. c. has not procured any product nor subcontracted for the supply of any product for use on the project that is produced in a foreign country on said list. Unless the restrictions of this clause are waived by the Secretary of Transportation in accordance with 49 CFR 30.17, no contract shall be awarded to a contractor or subcontractor who is unable to certify to the above. If the contractor knowingly procures or subcontracts for the supply of any product or service of a foreign country on the said list for use on the project, the Federal Aviation Administration may direct, through the sponsor, cancellation of the contract at no cost to the Government. FAA AIP 3-19-0094-048 P-3 Miscellaneous Lighting Replacement AECOM Project #60675091 Waterloo Regional Airport - 60675091 Page 71 of 429 Further, the contractor agrees that, if awarded a contract resulting from this solicitation, it will incorporate this provision for certification without modification in each contract and in all lower tier subcontracts. The contractor may rely upon the certification of a prospective subcontractor unless it has knowledge that the certification is erroneous, The contractor shall provide immediate written notice to the sponsor if the contractor learns that its certification or that of a subcontractor was erroneous when submitted or has become erroneous by reason of changed circumstances, The subcontractor agrees to provide immediate written notice to the contractor, if at any time it learns that its certification was erroneous by reason of changed circumstances. This certification is a material representation of fact upon which reliance was placed when making the award. If it is later determined that the contractor or subcontractor knowingly rendered an erroneous certification, the Federal Aviation Administration may direct, through the sponsor, cancellation of the contract or subcontract for default at no cost to the Government. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render, in good faith, the certification required by this provision. The knowledge and information of a contractor is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. This certification concerns a matter within the jurisdiction of an agency of the United States of America and the making of a false, fictitious, or fraudulent certification may render the maker subject to prosecution under Title 18, United States Code, Section 1001. 13. The bidder/offeror certifies, by submission of this proposal or acceptance of this contract, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency. It further agrees by submitting this proposal that it will include this clause without modification in all lower tier transactions, solicitations, proposals, contracts, and subcontracts. Where the bidder/offer/contractor or any lower tier participant is unable to certify this statement, it shall attach an explanation to this solicitation/proposal. 14. By entering into this contract, the contractor certifies that neither it (nor he or she) nor any person or firm who has an interest in the contractor's firm is a person or firm ineligible to be awarded Government contracts by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR 5,12(a)(I), 15, No part of this contract shall be subcontracted to any person or firm ineligible for award of a Government contract by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1). 16. The undersigned hereby declares that the only parties interested in this Proposal are named herein, that this Proposal is made without collusion with any other person, firm, or corporation, that no member of the Council, Waterloo Regional Airport or agent of the City of Waterloo, Iowa, is directly or indirectly financially interested in this bid, 17. Contractor certifies that all employees employed by Contractor or any subcontractor working on behalf of the Contractor are in compliance with the Immigration Reform Control Act of 1986 (IRCA) and indemnifies the Owner and holds harmless Owner for any violations of IRCA as a result of the Contractor's employees or his subcontractor's employees working on behalf of the Contractor on the Owner's project. 18. The undersigned certifies, to the best of his or her knowledge and belief, that: a. No Federal appropriated funds shall be paid, by or on behalf of the Contractor, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a member of Congress in Congress in connection with the making of any Federal grant and the amendment or modification of any Federal grant. b. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a member of Congress, an FAA AlP 3-19-0094-048 P-4 Miscellaneous Lighting Replacement AECOM Project N60675091 Waterloo Regional Airport - 60675091 Page 72 of 429 officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal grant, the Contractor shall complete and submit Standard Form-LLL, "Disclosure of Lobby Activities", in accordance with its instructions. c. The Undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly, This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $200,000 for each such failure, 19. BUY AMERICAN CERTIFICATE (Title 49 U.S.C. Chapter 501) As a condition of bid responsiveness, the bidder must how it intend to comply with the Buy American preferences established under Title 49 U.S.C. Section 50101. Bidder must complete the attached Buy American certification. If the bidder requests a permissible waiver to the Buy America requirements, the Bidder identified as with the successful bid must submit a formal waiver request and component cost calculation within the prescribed time identified on the Buy America certification. 20. Drug Free Workplace, Act of 1988. a. By submission of this offer, the offeror, if other than an individual, who is making an offer that equals or exceeds $25,000, certifies and agrees that with respect to all employees of the offeror to be employed under a contract resulting from this solicitation, it will --no later than 30 calendar days after contract award (unless a longer period is agreed to in writing, for contracts of 30 calendar days or more performance duration;) or as soon as possible for contracts of less than 30 calendar clays performance duration, but in any case, by a date prior to when performance is expected to be completed -- (I) Publish a statement notifying such employees that the unlawful manufacturer, distribution, dispensing, possession, or use of a controlled substance is prohibited in the Contractor's workplace and specifying the actions that will be taken against employees for violations of such prohibition. (2) Establish an on -going drug -free awareness program to inform such employees about -- (a) The dangers of drug abuse in the workplace. (b) The Contractor's policy of maintaining a drug -free workplace. (c) Any available drug counseling, rehabilitation, and employee assistance programs; and (d) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace. Provide all employees engaged in performance of the contract with a copy of the statement required by subparagraph a. (I) of this provision. (4) Notify such employees in writing in the statement required by subparagraph a.(I) of this provision that, as a condition of continued employment on the contract resulting from this solicitation, the employee will -- (a) Abide by the terms of the statement; and (b) Notify the employer in writing of the employee's conviction under a criminal drug statute for a violation occurring in the workplace no later than 5 calendar days after such conviction, (5) Notify the Contracting Officer in writing within 10 calendar days after receiving notice under subdivision a. (4) (b) of this provision, from an employee or otherwise receiving actual notice of such conviction. The notice shall include the position title of the employee; and (6) Within 30 calendar days after receiving notice under subdivision a.(4)(b) of this provision of a conviction, take one of the following actions with respect to any employee who is convicted of a drug abuse violation occurring in the workplace. (3) FAA Ali' 3-19-0094-048 P-5 Miscellaneous Lighting Replacement AECOM Project t160675091 Waterloo Regional Airport - 60675091 Page 73 of 429 (7) Take appropriate personnel action against such employee, up to and including termination; or Require such employee to satisfactorily participate in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency. Make a good faith effort to maintain a drug -free workplace through implementation of subparagraphs a. (I) through a. (6) of this provision. b. By submission of its offer, the offeror, if an individual who is making an offer of any dollar value, certifies and agrees that other offeror will not engage in the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance in the performance of the contract resulting from this solicitation. (a) (b) c. Failure of the offeror to provide the certification required by paragraphs a. orb, of this provision, renders the offeror unqualified and ineligible for award, [See FAR 9.104-1(g) and 19.602-1a.(2)(a)]. d. In addition to other remedies available to the Government, the certification in paragraphs a. or b. of this provision concerns a matter within the jurisdiction of an agency of the United States and the making of a false, fictitious, or fraudulent certification may render the maker subject to prosecution under title 18, United States Code, Section 1001. 21. Attachment to This Bid. The following documents are attached to and made a part of this Bid: a. Non -Collusion Affidavit of Prime Bidder. b. Statement of Intent Non -Discrimination and Equal Opportunity Statement. c. Buy American Certification Statement, d. Synopsis of Experience Record, (IDOT Certification may be substituted.) e. Completed DBE forms "Utilization Statement" and "Letter of Intent." 22. The Bidder shall indicate whether the bid is submitted by a/an: ❑ Individual, Sole Proprietorship ❑ Partnership Corporation ❑ Joint -venture: all parties must join -in and execute all documents ❑ Other Respectfully submitted, By Bidder 8r". J eVr-Z Signature Title itceI. 54. Address CeACw- S1 .rs - SO(DI "5 (Include Zip Code) 314 -- 2-7 7 - o y /S Telephone No. FAA AlP 3-19-0094-048 P-6 Miscellaneous Lighting Replacement AECOM Project #60675091 Waterloo Regional Airport - 60675091 Page 74 of 429 NON -COLLUSION AFFIDAVIT OF PRIME BIDDER State of TO W Dl ) )ss County of 8 C a C,K 446,m1 ) B r i & . DeV » i eS , being first duly sworn, deposes and says that: (1) He is (Owner, Partneefficer Representative, or Agent) of I64' Lri E/�e%r, G �►�C . , the Bidder that has submitted the attached Bid: (2) He is fully informed respecting the preparation and contents of the attached bid and of all pertinent circumstances respecting such bid. (3) Such bid is genuine and is not a collusive or sham bid. (4) Neither the said Bidder nor any of its officers, partners, owners, agents, representatives, employees or parties in interest, including this affiant, has in any way colluded, conspired, connived or agreed, directly or indirectly, with any other Bidder, firm or person to submit a collusive or sham bid in connection with the Contract for which the attached bid has been submitted or to refrain from bidding in connection with such Contract, or has in any manner, directly or indirectly, sought by agreement or collusion or communication or conference with any other Bidder, firm or person to fix the price or prices in the attached bid or of any other Bidder, or, to fix any overhead, profit or cost element of the bid price or the bid price of any other Bidder, or to secure through any collusion, conspiracy, connivance, or unlawful agreement any advantage against the City of Waterloo, Iowa, or any person interested in the proposed Contract; and (5) The price or prices quoted in the attached bid are fair and proper and are not tainted by any collusion, conspiracy, connivance, or unlawful agreement on the part of the Bidder or any of its agents, representatives, owners, employees, or parties in interest, including this affiant. Subscribed and sworn to before me this ,2 ! 5 t- day of qinnr r., , 2Q `A Title My Commission,4xpires 10ANNA M. onomil, m 0e!cn Nwit or 7(.6 7? (Signed) Title Pies ! d e FAA AlP 3-19-0094-048 AECOM Project 460675091 P-7 Miscellaneous Lighting Replacement Waterloo Regional Airport - 60675091 Page 75 of 429 NON -COLLUSION AFFIDAVIT OF SUBCONTRACTOR (To Be Submitted After Bid But Prior to Award) State of )ss County of ) , being first duly sworn, deposes and says that: (1) He is (Owner, Partner, Officer, Representative, or Agent) of , the Bidder that has submitted the attached Bid: (2) He is fully informed respecting the preparation and contents of the attached bid and of all pertinent circumstances respecting such bid. (3) Such bid is genuine and is not a collusive or sham bid. (4) Neither the said Bidder nor any of its officers, partners, owners, agents, representatives, employees or parties in interest, including this affiant, has in any way colluded, conspired, connived or agreed, directly or indirectly, with any other Bidder, firm or person to submit a collusive or sham bid in connection with the Contract for which the attached bid has been submitted or to refrain from bidding in connection with such Contract, or has in any manner, directly or indirectly, sought by agreement or collusion or communication or conference with any other Bidder, firm or person to fix the price or prices in the attached bid or of any other Bidder, or, to fix any overhead, profit or cost element of the bid price or the bid price of any other Bidder, or to secure through any collusion, conspiracy, connivance, or unlawful agreement any advantage against the City of Waterloo, Iowa, or any person interested in the proposed Contract; and (5) The price or prices quoted in the attached bid are fair and proper and are not tainted by any collusion, conspiracy, connivance, or unlawful agreement on the part of the Bidder or any of its agents, representatives, owners, employees, or parties in interest, including this affiant. (Signed) Title Subscribed and sworn to before me this day of , 20_. Title My Commission Expires , 20_. FAA All' 3-19-0094-048 P-8 Miscellaneous Lighting Replacement AOCOM Project #60675091 Waterloo Regional Airport - 60675091 Page 76 of 429 STATEMENT OF INTENT NONDISCRIMINATION AND EQUAL OPPORTUNITY STATEMENT The Contractor does hereby certify to the Waterloo Regional Airport, that no person shall, in any way, be favored or discriminated against because of his race, political or religious opinions and affiliations, national origins, sex, age, sexual orientation, gender identity, disability, color, creed, marital status, employee union or association membership or office herein, If selected as the successful bidder, this contractor hereby agrees to file either a nondiscrimination and equal opportunity statement and/or an Affirmative Action Program. Improvements to the Waterloo Regional Airport consisting of Miscellaneous Lighting Replacement FAA AIP Project No. 3-19-0094-048 ff.4-''tec4r t �tnC. COMPANY EXECUTIVE OFFICER AFFIRMATIVE ACTION OFFICER ADDRESS OF THE AFFIRMATIVE ACTION OFFICER Hal L?t- col, S÷. CCd t v- Fo { is 1 � So & 13 PHONE NUMBER 3 i of — .2 7 7 - is - FAA ALP 3-19-0094.048 l'-9 Miscellaneous Lighting Replacement AECOM Project 860675091 Waterloo Regional Airport - 60675091 Page 77 of 429 Name of Bidder SYNOPSIS OF EXPERIENCE RECORD (This synopsis must accompany Proposal Form.) j.i.-4) I eG'I-►' c 'Cv�cY Business Address 1121 U.%to I". GeelAv- Fo. II,S t TA- 504 13 Individual ( ) Partnership ( ) Corporation pp (Check One.) Construction successfully completed within past five years similar in size, scope, and difficulty of construction to the work bid upon. Name of Owner Name of Project I i i A- ✓r\ bo 14-0,,.a # 31.ED 2 /VLC_ /ttcEfre7 J41).w L Ci) 3 _s LED 4 4rnp I., /4071-ar U/, a C.. Dul f LCD 5 2yd Loy1s���s tvovre Ise_ L I 2 3 7 Number of Contract Days Allowed for Above Projects 7 4 5 " 7 (Signed) Location of Project W4,1-en -100 61/e4-evif oe) Amount of Contract on .25� 7a-- ,k7737d� Lelwd-e."t 3I,+5e �2. WA. to vv 5lI 2,57) Actual Number of Days to Complete above Project O K. @,.- Pam.- • �-� 0 (By) "Sr jet, J-e Vr-ie$ (TITLE) Date Name of Company FAA AIP 3-19-0094-048 P- l0 Miscellaneous Lighting Replacement AECOM Project I/60675091 Waterloo Regional Airport - 60675091 Page 78 of 429 UTILIZATION STATEMENT Disadvantage Business Enterprise The undersigned bidder/offeror has satisfied the requirements ofthe bid specification in the following manner. (Please mark the appropriate box) The bidder/offeror is committed to a minimum of 0% DBE utilization on this contract. © The bidder/offeror, while unable to meet the DBE goal of %, hereby commits to a minimum of % DBE utilization on this contract and also submits documentation, as an attachment demonstrating good faith efforts (GFE). The undersigned hereby further assures that the information included herein is true and correct, and that the DBE firm(s) listed herein have agreed to perform a commercially useful function in the work items noted for each firm. The undersigned further understands that no changes to this statement may be made without prior approval from the Civil Right Staff of the Federal Aviation Administration. Kd • ecf rim . vtC. Bidder's/Of eror's Finn Name Signature z/azf2q Date DBE UTILIZATION SUMMARY Contract Amount DBE Amount Contract Percentage DBE Prime Contractor $ x 1.00 T $ D 0 % DBE Subcontractor x 1,00 = $ % DBE Supplier $ x 0.60 = $ % DBE Manufacturer $ x 1.00 = $ % Total Amount DBE DBE Goal $ 0 % Note: If the total proposed DBE participation is less than the established DBE goal, Bidder must provide written documentation of the good faith efforts as required by 49 CFR Part 26. FAA AlP 3-19-0094-048 P-11 Miscellaneous Lighting Replacement AECOM Project tl60675091 Waterloo Regional Airport - 60675091 Page 79 of 429 LETTER OF INTENT Disadvantage Business Enterprise (This page shall be submitted for each DBE firm) Bidder/Offer Name: Address: City: State: Zip: DBE Firm: DBE Contact Person: DBE Certifying Agency: Classification: DBE Firm: Address: City: State: Zip: Name: Phone: ( ) Expiration Date: Each DBE Firm shall submit evidence (such as a photocopy) of their certification status. El Prime Contractor ❑Manufacturer ❑Subcontractor ❑Joint Venture ❑Supplier Work items) to be performed by DBE Description of Wort em _ '\ Quantity Total i it\', y The bidder/offeror is committed to u(iliziove-named DBE firm for the work described above. The estimated participation is as follows: DBE contract amount: $ Percent of total contract: % AFFIRMATION: The above -named DBE firm affirms that it will perform the portion of the contract for the estimated dollar value as stated above. By: (Siguo sre1�S Ats ie (Ttrte) Note: In the event the bidder/offeror does not receive award of the prime contract, any and all representations in this Letter of Intent and Affirmation shall be null and void. FAA AIP 3-19-0094.048 P-I2 Miscellaneous Lighting Replacement AECOM Project 1160675091 Waterloo Regional Airport - 60675091 Page 80 of 429 BUY AMERICAN CERTIFICATION FORM FOR TOTAL FACILITY (Building projects such as Terminal, SRE, ARFF, etc.) As a matter of bid responsiveness, the Bidder or Offeror must complete, sign, date, and submit this certification statement with their proposal. The Bidder or Offeror must indicate how they intend to comply with 49 USC § 50101 by selecting one of the following certification statements. These statements are mutually exclusive. Bidder must select one or the other (i.e. not both) by inserting a checkmark (✓) or the letter "X". l-` The Bidder or Offeror hereby certifies that it will comply with 49 USC. 50101 by: a) Only installing steel and manufactured products produced in the United States, or; b) Installing manufactured products for which the FAA has issued a waiver as indicated by inclusion on the current FAA Nationwide Buy American Waivers Issued listing, or; c) Installing products listed as an Excepted Article, Material or Supply in Federal Acquisition Regulation Subpart 25.108. By selecting this certification statement, the Bidder or Offeror agrees: 1. To provide to the Owner evidence that documents the source and origin of the steel and manufactured product. 2. To faithfully comply with providing US domestic products. 3. To refrain from seeking a waiver request after establishment of the contract, unless extenuating circumstances emerge that the FAA determines justified. ❑ The Bidder or Offeror hereby certifies it cannot comply with the 100% Buy American Preferences of 49 USC § 50101(a) but may qualify for either a Type III or Type IV waiver under 49 USC § 50101(b). By selecting this certification statement, the apparent Bidder or Offeror with the apparent low bid agrees: 1. To the submit to the Owner within 15 calendar days of the bid opening, a formal waiver request and required documentation that support the type of waiver being requested. 2. That failure to submit the required documentation within the specified timeframe is cause for a non -responsive determination may results in rejection of the proposal. 3. To faithfully comply with providing US domestic products at or above the approved US domestic content percentage as approved by the FAA. 4. To furnish US domestic product for any waiver request that the FAA rejects. 5. To refrain from seeking a waiver request after establishment of the contract, unless extenuating circumstances emerge that the FAA determines justified. Required Documentation Type III Waiver — The cost of components and subcomponents produced in the United States is more that 60% of the cost of all components and subcomponents of the "facility". The required documentation for a Type III waiver is: a) Listing of all manufactured products that are not comprised of 100% US domestic content (Excludes products listed on the FAA Nationwide Buy American Waivers Issued listing and products excluded by Federal Acquisition Regulation Subpart 25.108; products of unknown origin must be considered as non -domestic products in their entirety). b) Cost of non -domestic components and subcomponents, excluding labor costs associated with final assembly and installation at project location. FAA MP 3-I9-009,1-048 P-13 Miscellaneous Lighting Replacement AECOM Project I/60675091 Waterloo Regional Airport - 60675091 Page 81 of 429 c) Percentage of non -domestic component and subcomponent cost as compared to total "facility" component and subcomponent costs, excluding labor costs associated with final assembly and installation at project location. Type IV Waiver — Total cost of project using US domestic source product exceeds the total project cost using non -domestic product by 25%. The required documentation for a Type IV of waiver is: a) Detailed cost information for total project using US domestic product. b) Detailed cost information for total project using non -domestic product. False Statements: Per 49 USC § 47126, this certification concerns a matter within the jurisdiction of the Federal Aviation Administration and the making of a false, fictitious or fraudulent certification may render the maker subject to prosecution under Title 18, United States Code, 0/22 / Date Signature k L.) -61 P cs +'CC_� �^Cd ,4' ^ s i d e Company Name Title FAA A1P 3-19-0094-048 P-14 Miscellaneous Lighting Replacement AECOM Project 1160675091 Waterloo Regional Airport - 60675091 Page 82 of 429 CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Jamie Knutson, City Engineer Engineering Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Motion to approve Final Quantity Summary, with K & W Electric, Inc., of Cedar Falls, Iowa, for a net increase of $307.90, in conjunction with the FY 2022 4th Street Bridge and Dam Lighting Project, Contract No. 1054, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. #1054 SIGNED FINAL QTY ADJUSTMENT Page 83 of 429 Page 84 of 429 CITY OF WATERLOO, IOWA FINAL QUANTITY ADJUSTMENT PROJECT: FY 2022 41" STREET BRIDGE & DAM LIGHTING PROJECT, CONTRACT NO. 1054 DATE PREPARED: FEBRUARY 9, 2024 AMOUNT: $307.9 INCREASE TO: K & W ELECTRIC, INC , CONTRACTOR YOU ARE HEREBY ORDERED TO MAKE THE FOLLOWING CHANGES FROM THE PLANS AND SPECIFICATIONS OR PERFORM THE FOLLOWING EXTRA WORK ON YOUR CONTRACT DATED AUGUST 1, 2022 . A. DESCRIPTION OF CHANGE TO BE MADE OR EXTRA WORK TO BE DONE: ADJUST CONSTRUCTION QUANTITIES TO ACTUAL CONSTRUCTION QUANTITIES. B. REASON FOR ORDERING CHANGE OR EXTRA WORK: AS -BUILT QUANTITIES VARIED FOR SOME BID ITEMS. C. SETTLEMENT FOR COST OF WORK TO BE MADE AS FOLLOWS: COMPENSATION ALREADY MADE TO CONTRACTOR THROUGH BID ITEMS. TOTAL INCREASE $307.9 BY: K & W ELECTRI , IN MAYOR DATE CONTRACT Q ATTEST: CITY CLERK DATE BY: TITLE: APPROVED: TY ENGf 1 i3bli DATE `k a /9 .7/ DA E Page 85 of 429 CITY OF WATERLOO For: City of Waterloo F.Y. 2022 CONTRACT NO. 1054 715 Mulberry St. FINAL QUANTITY ADJUSTMENT Waterloo, IA 50703 Bid Item Description Original Bid Quantity Unit Contractor Unit Price Total Original Bid Price Final Quantity Total Contract Price Quantity Difference Increase/ Decrease in Price 1 On -site Topsoil 31.000 CY $ 32.00 $ 992.00 31.000 $ 992.00 0.000 $ - 2 Class 10, Excavation 9.000 CY $ 60.00 $ 540.00 9.000 $ 540.00 0.000 $ - 3 Curb & Gutter 40.000 LF $ 52.50 $ 2,100.00 40.000 $ 2,100.00 0.000 $ - 4 PCC Side Standard 29.000 SY $ 85.00 $ 2,465.00 7.640 $ 649.40 -21.360 $ (1,815.64 $ - 5 PCC Side Dark Gray 44.400 SY $ 190.00 $ 8,436.00 44.400 $ 8,436.00 0.000 6 PCC Side Tan 183.200 SY $ 190.00 $ 34,808.00 191.000 $ 36,290.00 7.800 $ 1,482.00 7 Detectable Warnings 16.000 SY $ 65.00 $ 1,040.00 16.000 $ 1,040.00 0.000 $ - 8 Remove Sidewalk 212.600 SY $ 38.00 $ 8,078.80 212.600 $ 8,078.80 0.000 $ - 9 Remove Cub/Gutter 40.000 LF $ 11.00 $ 440.00 40.000 $ 440.00 0.000 $ - 10 Remove Trees 1.000 EA $ 2,200.00 $ 2,200.00 1.000 $ 2,200.00 0.000 $ - 11 Traffic Control 1.000 LS $ 11,500.00 $ 11,500.00 1.000 $ 11,500.00 0.000 $ - 12 Wattles Installation 162.000 LF $ 4.00 $ 648.00 162.000 $ 648.00 0.000 $ - 13 Wattles Removal 162.000 LF $ 2.25 $ 364.50 162.000 $ 364.50 0.000 $ - 14 Inlet Device Install 1.000 EA $ 320.00 $ 320.00 1.000 $ 320.00 0.000 $ - 15 Inlet Device Maintena 1.000 EA $ 160.00 $ 160.00 1.000 $ 160.00 0.000 $ - 16 Sod 1,284.000 SF $ 2.50 $ 3,210.00 2,900.000 $ 7,250.00 1,616.000 $ 4,040.00 16A Watering 25.000 MGAL $ 320.00 $ 8,000.00 9.000 $ 2,880.00 -16.000 $ (5,120.00) 17 Retaining Wall/Sidew 4.700 CY $ 1,550.00 $ 7,285.00 8.730 $ 13,531.50 4.030 $ 6,246.50 17A Ped Railing 28.000 LF $ 225.00 $ 6,300.00 28.000 $ 6,300.00 0.000 $ - 18 Litter Receptacles 1.000 EA $ 300.00 $ 300.00 1.000 $ 300.00 0.000 $ - 19 Benches 2.000 EA $ 500.00 $ 1,000.00 2.000 $ 1,000.00 0.000 $ - 20 Colic Drilled Shaft 6.000 EA $ 28,850.00 $ 173,100.00 6.000 $ 173,100.00 0.000 $ - 21 Mobilization 1.000 LS $ 75,000.00 $ 75,000.00 1.000 $ 75,000.00 0.000 $ - 22 Remove Type A Sign 5.000 EA $ 75.00 $ 375.00 5.000 $ 375.00 0.000 $ - 23 Install Type A Sign 5.000 EA $ 200.00 $ 1,000.00 5.000 $ 1,000.00 0.000 $ - 24 Manhole Adjustment 1.000 EA $ 525.00 $ 525.00 $ - -1.000 $ (525.00) 25 Fiberglass Handhole 4.000 EA $ 2,750.00 $ 11,000.00 4.000 $ 11,000.00 0.000 $ - 26 100A MCB Load Cntr 1.000 EA $ 1,750.00 $ 1,750.00 1.000 $ 1,750.00 0.000 $ - 27 15A-1P Breaker 15.000 EA $ 50.00 $ 750.00 15.000 $ 750.00 0.000 $ - 28 20A-1P Breaker 1.000 EA $ 50.00 $ 50.00 1.000 $ 50.00 0.000 $ - 29 25A-1P Breaker 2.000 EA $ 50.00 $ 100.00 2.000 $ 100.00 0.000 $ - 30 30A-1P Breaker 2.000 EA $ 50.00 $ 100.00 2.000 $ 100.00 0.000 $ - 31 CBX-ST Box Install 12.000 EA $ 125.00 $ 1,500.00 12.000 $ 1,500.00 0.000 $ - 32 CBX-DS Box Install 9.000 EA $ 125.00 $ 1,125.00 9.000 $ 1,125.00 0.000 $ - 33 CBX 100 Box Install 2.000 EA $ 125.00 $ 250.00 2.000 $ 250.00 0.000 $ - 34 Main Controller 1.000 EA $ 1,500.00 $ 1,500.00 1.000 $ 1,500.00 0.000 $ - 35 Wireless Transceiver 9.000 EA $ 1,000.00 $ 9,000.00 5.000 $ 5,000.00 -4.000 $ (4,000.00) 36 POE Injector 6.000 EA $ 350.00 $ 2,100.00 6.000 $ 2,100.00 0.000 $ - 37 Type LBL Fixture 98.000 EA $ 250.00 $ 24,500.00 98.000 $ 24,500.00 0.000 $ - 38 RGB Points of Light 10.000 EA $ 500.00 $ 5,000.00 10.000 $ 5,000.00 0.000 $ - 39 Gotham ICO Lights 24.000 EA $ 400.00 $ 9,600.00 24.000 $ 9,600.00 0.000 $ - 40 Type LBX Fixtures 37.000 EA $ 250.00 $ 9,250.00 37.000 $ 9,250.00 0.000 $ - 41 Type LOG Fixtures 286.000 EA $ 200.00 $ 57,200.00 286.000 $ 57,200.00 0.000 $ - 42 Type LBS Fixtures 16.000 EA $ 250.00 $ 4,000.00 16.000 $ 4,000.00 0.000 $ - 43 Type LBM Fixtures 16.000 EA $ 250.00 $ 4,000.00 16.000 $ 4,000.00 0.000 $ - 44 Weather Jnct. Boxes 220.000 EA $ 400.00 $ 88,000.00 220.000 $ 88,000.00 0.000 $ - 45 Ethernet Cable 2,060.000 LF $ 6.00 $ 12,360.00 2,060.000 $ 12,360.00 0.000 $ - 46 Electrical Circuits 4,380.000 LF $ 30.00 $ 131,400.00 4,380.000 $ 131,400.00 0.000 $ - 47 Fiber Run 350.000 LF $ 23.00 $ 8,050.00 350.000 $ 8,050.00 0.000 $ - 48 Tower Structure Instal 1.000 LS $ 8,000.00 $ 8,000.00 1.000 $ 8,000.00 0.000 $ - 49 Cascade Structure 1.000 LS $ 9,000.00 $ 9,000.00 1.000 $ 9,000.00 0.000 $ - CHANGE ORDERS Totals $ 749,772.30 $ 750,080.20 $ 307.90 CO# 1 Cost Reductions 1.000 LS $ (102,300.00) $ (102,300.00) CO# 2 Add Cameras 1.000 LS $ 44,950.00 $ 44,950.00 CO# 3 Add Antenna 1.000 LS $ 4,000.00 $ 4,000.00 FINAL AMOUNT CHANGE ORDER TOTAL $ (53,350.00) Original Contract Amount $ 749,772.30 Change Order Total $ (53,350.00) Revised Contract Amount $ 696,422.30 Final Quantity Summary $ 307.90 Final Contract Amount $ 696,730.20 Page 86 of 429 CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Jamie Knutson, City Engineer Engineering Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving Completion of Project and Recommendation of Acceptance of Work for work performed by K & W Electric, Inc., of Cedar Falls, Iowa, in the amount of $696,730.20, in conjunction with the FY 2022 4th Street Bridge and Dam Lighting Project, Contract No. 1054, and receive and file a two-year maintenance bond. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS Page 87 of 429 None Page 88 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Marty Petersen, City Attorney Legal Department Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving Acknowledgment/Settlement Agreement for Tobacco Violation - First Offense, with National Cigar Store, 617 Sycamore Street, Waterloo, Iowa 50703, and acceptance of a civil penalty in the amount of $300.00, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION Approve Acknowledgment/Settlement and civil penalty for $300.00 for tobacco violation -first offense. SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS Page 89 of 429 1. Cigar Store Order Page 90 of 429 BEFORE THE WATERLOO CITY COUNCIL IN RE: NATIONAL CIGAR STORE ORDER ACCEPTING 617 SYCAMORE STREET ACKNOWLEDGMENT/SETTLEMENT WATERLOO, IOWA 50703 AGREEMENT —FIRST VIOLATION On this day of March, 2024, in lieu of a public hearing on the matter, the Waterloo City Council approves the attached Acknowledgment/Settlement Agreement between the above -captioned permittee and the City of Waterloo. Therefore, the Waterloo City Council FINDS that the above -captioned permittee has remitted to the City of Waterloo a civil penalty in the amount of Three Hundred Dollars ($300.00). Be advised that this sanction will count as a First Violation of Iowa Code §453A.2(1), pursuant to Iowa Code §453A.22(2)(a). IT IS, THEREFORE, ORDERED that the judgment in this matter is hereby satisfied. Quentin Hart, Mayor ATTEST: Kelley Felchle, City Clerk Page 91 of 429 Page 92 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Marty Petersen, City Attorney Legal Department Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving Acknowledgment/Settlement Agreement for Tobacco Violation - First Offense with Greenleaf Tobacco & E-Cigs, 1608 University Avenue, Suite B, Waterloo, Iowa 50701, and acceptance of a civil penalty in the amount of $300.00, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION Approve Acknowledgment/Settlement Agreement and accept $300.00 civl penalty for first offense tobacco violation of Greenleaf Tobacco & E-cigs, 1608 University Avenue, Suite B, Waterloo, Iowa 50701. Have Mayor and City Clerk execute attached Order. SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION Page 93 of 429 ATTACHMENTS 1. Greenleaf Tobacco & E-cigs Order Page 94 of 429 BEFORE THE WATERLOO CITY COUNCIL IN RE: GREENLEAF TOBACCO & E-CIGS ORDER ACCEPTING 1608 UNIVERSITY AVE., SUITE B ACKNOWLEDGMENT/SETTLEMENT WATERLOO, IOWA 50701 AGREEMENT —FIRST VIOLATION On this 4th day March, 2024, in lieu of a public hearing on the matter, the Waterloo City Council approves the attached Acknowledgment/Settlement Agreement between the above - captioned permittee and the City of Waterloo. Therefore, the Waterloo City Council FINDS that the above -captioned permittee has remitted to the City of Waterloo a civil penalty in the amount of Three Hundred Dollars ($300.00). Be advised that this sanction will count as a First Violation of Iowa Code §453A.2(1), pursuant to Iowa Code §453A.22(2)(a). IT IS, THEREFORE, ORDERED that the judgment in this matter is hereby satisfied. Quentin Hart, Mayor ATTEST: Kelley Felchle, City Clerk Page 95 of 429 Page 96 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Marty Petersen, City Attorney Legal Department Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving Acknowledgment/Settlement Agreement for Tobacco Violation - First Offense with Metro Mart #4, 2322 Falls Avenue, Waterloo, Iowa 50701,and acceptance of a civil penalty in the amount of $300.00, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION Approve Acknowledgment/Settlement Agreement and receipt of $300.00 civil penalty from Metro Mart #4, 2332 Falls Avenue, Waterloo, Iowa 50701. Have Mayor and City Clerk sign Order. SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS Page 97 of 429 1. Metro Mart #4-Order Page 98 of 429 BEFORE THE WATERLOO CITY COUNCIL IN RE: METRO MART #4 ORDER ACCEPTING 2332 FALLS AVENUE ACKNOWLEDGMENT/SETTLEMENT WATERLOO, IOWA 50701 AGREEMENT —FIRST VIOLATION On this day of March, 2024, in lieu of a public hearing on the matter, the Waterloo City Council approves the attached Acknowledgment/Settlement Agreement between the above -captioned permittee and the City of Waterloo. Therefore, the Waterloo City Council FINDS that the above -captioned permittee has remitted to the City of Waterloo a civil penalty in the amount of Three Hundred Dollars ($300.00). Be advised that this action will count as a First Violation of Iowa Code Section 453A.2(1), pursuant to Iowa Code Section 453A.22(2)(a). IT IS, THEREFORE, ORDERED that the judgment in this matter is hereby satisfied. Mayor Quentin Hart ATTEST: Kelley Felchle, City Clerk Page 99 of 429 Page 100 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Lance Dunn, Human Resources Director Human Resources Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Communication from the Street Department on the notice of the conclusion of employment of Gary Troutwine, Equipment Operator I, effective February 26, 2024, with recommendation of approval of payout of $1,052.64 for unused benefits. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. TROUTWINE PAYOUT 3.4.2024 Page 101 of 429 Page 102 of 429 CITY OF TERLOO 1OWA Co unity of pportunity Today's Date: 2/2/2024 Effective Date: 2/26/2024 Employment Date: 10/15/2013 Department: Job Classification: Employee Name: City Council Notice of Employment Severance Street Department Equipment Operator I Gary E. Troutwine The employment with the named City of Waterloo employee has been severed by reason of: 0 Retired Disability Related ❑ No ❑ Yes ❑ Resigned ❑ Termination ❑ Other In accordance with City Policy, it is requested to allow payment which consists of the following: Benefits Vacation -Accrued Vacation -Current Usable Sick Leave (25%) Casual Hours Comp Time Pay Unscheduled Leave Other Pay Comments Approved by Human Resources Total Hours (x) Hourly Rate 36 $ 29.24 0 $ 0 $ 0 $ O $ O $ 0 $ Payout 1,052.64 Total Payment $ 1,052.64 Council Agenda Date: Date 21 Date: 02/02/2024 Page 103 of 429 CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Randy Bennett, Public Works Division Manager Public Works Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Motion approving the appointment of Allen Guthart from the current Civil Service List to the position of Animal Control Officer in the Animal Control Department, effective March 5, 2024, pending pre- employment physical and drug testing. RECOMMENDED COUNCIL ACTION Requesting approval of FT Animal Control Officer. SUMMARY STATEMENT AND BACKGROUND INFORMATION Hiring FT AC Officer to replace Brian Boesen who resigned. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES 525-17-2400 ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. ANIMAL CONTROL OFFICER- REPLACEMENT 12.2023 Page 104 of 429 Page 105 of 429 Check as applicable: PERSONNEL REQUISITION FORM To start recruiting or civil service process and/or El To fill a vacancy [11 Active Civil Service List Expires: A proposed job description and questionnaire must accompany this for Human Resources. at time of submission to ********************************************** *** ************ ******** ********* * ** * Position Title; Animal Control Officer Department: Animal Control — Public Works Reports To: Safety Compliance Director / PW Coordinator Work Location:625 Glenwood Street Employment Status: Type of Position: Civil Service Position: Bargaining Position: Bargaining Group: #238 Non -bargaining Position: Regular Full Time El Regular Part Time Ej Regular 7-Month Yes ONo Yes No Dyes No Temporary Full Time from to Temporary Part Time from to Intern/Co-op Student from to Recommended Recruitment Sources: Internal Posting Only Internal Posting and External Advertising 111 ******************************************************** *********************** Complete the following if the requisition is to fill a vacancy: El New Position or Replacement Position for; Brian Boesen, AC Officer - Resigned (Specify name and title of former incumbent) If replacement, former incumbent: Retired/Resigned/Terminated D Transferred 0 Promoted Date incumbent terminated employment: 12/1/2023 Date of final payout: I ,2-.1 214 12-' Anticipated start date: ASAP No. of hours/week: 40 Work schedule: 7:00 am - 4:00 pm Justification of need for position: AC Officer provides animal control services to the residents of Waterloo. What are the likely consequences if the position is not filled? Animal Control services will not be provided to the residents of Waterloo. APPROVALS -4/4-t /./_p/I-30 Annual salary requirements: 53,393.60 Hourly Rate: 25.67 Benefits: t (Payroll taxes, pension, health ins.- assist ing family) Is position budgeted for this and future FYs? @ Yes 111 No If no, how will position be funded? ppro'ed subject to the following conditions: Submitting Department Head Date (Sw+tt No,"1511 12/15/2023 1207 PM EST Chief Financial Officer 12-a F.Z1/5$ SIB 12/18/2023 1047 AM EST Date Human Resources Committee Chairperson Date Created 6/30/2017 otierduz 9-tit'( TI'Cr5E'O 12/1412023 0239 PM EST Mayor DLA-V,V, '5510. 12/14/2023 0506 PM EST Date Human Resources Director Date Page 106 of 429 PERSONNEL REQUISITION ANIMAL CONTROL OFFICER The following questions are provided as guidelines to assist you in developing your rational for the position of Animal Control Officer in the Public Works 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? Answering emergency calls from PD and Dispatch Center involving animals, handling and investigating dog attacks, picking up of DOAs, answering barking dog complaints, too many animals and unsanitary conditions, dogs running at large, investigate cruelty cases and dog fighting. Pick up of confined, stray dogs and cats. Animal Bites — following up on quarantine and licensing. Issue warnings and citations. Release animals to owners — collecting proper fees, micro chipping animals. (2) Can the job responsibilities of this position be assigned to other employees within the department? If no, why not? Some of the complaint calls could be handled by other employees; however, emergency calls. along with all field work requires an experienced and trained animal control officer. (3) How is the work of this position being accomplished now? 1 - Full-time officer and 1 part-time officer (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)? Animal control duties would be handled and answered properly for the residents of Waterloo. Complaint calls and requests for assistance by PD would be answered promptly. (6) What cost savings or revenues, if any, would your department or the City realize if this position is filled? This is a service provided to the residents of Waterloo and is a cost center rather than a revenue generating department. Additional AC Officers will allow for shorter response times, allow more officers to respond to more calls and to allow officers to have a more proactive approach rather than a reactive approach with residents. Page 107 of 429 (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? Overtime has been paid and comp earned because of workload, Additional officers will help alleviate the need for excessive OT. (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. (9) Call volume and the demand for services have increased; however, retaining staff has been difficult due to demands of position and staffing hours of 24/7/365. 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. If this position is not filled, the City will not be able to provide Animal Control Services to the residents of Waterloo and the City will need to seek an agreement with an outside agency to provide these services. (10) How do you cover the responsibilities for this position whenever the incumbent is out on vacation? The remaining officer covers emergency calls only. (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? A one year contract with Cedar Bend Humane Society would cost approximately $625,000 - $660,000 which would not be a cost savings to the residents of Waterloo. (12) How would you rank this position in terms of its contribution to City business in comparison with other positions reporting to you? Animal Control is a key component of the Public Works Department and fulfills a crucial role for the citizens of Waterloo — as is each department within PW (ie. Streets, Sanitation, Traffic, etc.) (13) How does this position impact the Goals and Objectives for the City adopted by the City Council? Animal Control is a vital part of the health and safety of the citizens of Waterloo. Note: Forward completed questionnaire to Human Resources Depa erit with original copy of Personnel Requisition form. Page 108 of 429 CITY OF TERLOO Community of Opportunity DEPARTMENT SALARY FLSA PUBLIC WORKS $24.67, WITH $1.00 INCREASE AFTER 6 MO NON-EXEMPT CIVIL SERVICE BARGAINING UNIT INCLUDED TEAMSTER LOCAL #238 GENERAL STATEMENT OF DUTIES Patrols and enforces city codes and ordinances, in addition to state codes, regarding animal care and control. Catches and impounds stray animals and issues written warnings and citations. Work is performed under the general direction of the Safety and Compliance Director and Public Works Coordinator, but significant leeway is granted for the exercise of independent judgment and initiative. No supervisory responsibility. EXAMPLES OF ESSENTIAL FUNCTIONS (Illustrative only) These functions are considered essential for successful performance in this job classification. 1. Investigates animal control and cruelty complaints; assists the public in resolving animal control problems in their area. 2. Advises general public of applicable animal control ordinances and issues citations as necessary; appears at court hearings to present evidence and testimony. 3. Patrols and impounds animals at large; picks up sick, injured or dead domestic animals from streets and roadways; responds to reports of sick/injured or dead wild animals. 4. Works in cooperation with and responds to assistance calls from law enforcement agencies when animals are involved. 5. Delivers pets to veterinarians for medical care as necessary. 6. Drives assigned vehicle and 'maintains vehicle in good, clean working order. 7. Investigates animal bites. Enforces and monitors animal quarantines to ensure compliance. 8. Participates in regular or special training and education programs to gain new ideas and information leading to greater efficiency and effectiveness in performance of duties. 9. Works outdoors in all weather conditions. Duties require a considerable amount of physical activity; contact with dust, dirt, noise and animals that may have diseases. 10. Attends meetings and civic events to promote City of Waterloo Animal Control and explain their services. Page 109 of 429 11. Compiles reports, performs data entry and completes forms on personal computer using Elements software. 12. Interacts with citizens and advises residents of city ordinances. 13. Works independently and with others with minimum supervision. 14. Practices good public relations and maintains professional composure in all phases of job responsibilities including traumatic incidents and high profile cases. 15. Attends work regularly at the designated place and time; works on -call as needed to provide evening, weekend and holiday coverage for animal control calls. 16. Performs all work duties and activities in accordance with City policies, procedures, and OSHA safety rules and regulations. 17. Performs all other related duties as assigned. 18. Maintains confidentiality related to all aspects of position. REQUIRED KNOWLEDGE, SKILLS, AND ABILITIES 1. Knowledge of and ability to apply proper safety precautions to work safely with and around unlicensed, stray and uncontrollable animals. 2. Knowledge of humane handling, treatment and care of animals; knowledge of symptoms and behavior associated with rabies and other common animal diseases. 3. Knowledge of and ability to maneuver devices utilized in capturing animals. 4. Ability to maintain composure when working with animals that may be uncontrollable and dangerous. 5. Ability to assess animal behavior and make effective decisions regarding handling and capturing animals. 6. Ability to learn and apply applicable sections of State, City and County codes and ordinances. 7. Ability to deal with the public in a courteous and tactful manner, especially in times of crisis. 8. Knowledge of the characteristics and appearances of common breed of dogs, cats and other domestic animals. 9. Knowledge of basic animal physical well-being; ability to handle all types of animals sometimes under adverse conditions. 10. Ability to operate a personal computer to enter data or research animal information. 11. Ability to operate the following equipment and tools - truck or van, rifle, catch pole, live trap and microchip scanner. 12. Ability to use independent judgment based on well -established standards and procedures in a variety of settings, circumstances and situations. 13. Ability to plan, organize and complete all job assignments in a timely and efficient manner. 15. Ability to work cooperatively and to maintain effective working relationships with coworkers, law enforcement, the media, government officials and the public. 16. Ability to work with people from a broad variety of social, economic, racial, ethnic, cultural and educational backgrounds. ACCEPTABLE EXPERIENCE & TRAINING 1. Graduation from high school/GED. • 2. One year experience in animal control or in a closely related field OR Certification as an animal control officer from a recognized academy or the National Animal Control Association Page 110 of 429 OR Any equivalent combination of experience and training that provides the knowledge, skills and abilities necessary to perform the essential functions of the position. 3. Experience in the care and handling of animals. 4. Experience working with the public and in a complaint -oriented work setting. 5. Computer and data entry experience. 6. Will be required to obtain/maintain Animal Control Certification from the National Animal Control Association within 6 months of hire. 7. Iowa Driver's License and good driving record based on City of Waterloo driver performance criteria. ESSENTIAL PHYSCIAL ABILITIES The following physical abilities are required with or without accommodation. 1. Sufficient vision including color vision, depth perception and peripheral vision in order to identify markings and colors of animals and to chase down and capture stray, uncontrollable or dangerous animals. 2. Sufficient speech and hearing that permits the employee to respond to questions from the public, law enforcement and coworkers in person, by radio or on the telephone. 3. Sufficient personal mobility that permits the employee to safely operate a truck, move from one location to another within the City, perform duties related to controlling, capturing and caring for animals. 4. Sufficient manual dexterity that permits the employee to operate a personal computer, use rifle, catch pole, live trap, and microchip scanner and perform other administrative and technical duties; sufficient coordination to maneuver a net, rope or other devices utilized in the capture of animals. 5. Sufficient strength and agility to move and control resistant or immobilized animals unassisted. 6. Ability to run, kneel, bend, crouch, stoop, climb and reach as needed in pursuit of animals. This may entail pursuit through shrubbery, ditches, residential yards, and neighborhoods. 7. Ability to clean and inspect firearm. Maintain target practice skills. 8. Ability to lift 50 pounds. 9. Ability to lift, pick up, carry, and/or drag injured or deceased animals. 10. Ability to crawl in confined areas. MISCELLANEOUS 1. Must comply with City of Waterloo Residency Policy for Critical Employees (physically reside within 30-mile radius of Waterloo City Hall - will be given reasonable compliance period as determined by department head). Must maintain a local telephone number in order to be contacted during emergencies. 2. Following a conditional offer of employment, the City of Waterloo requires a physical examination and a drug test by a physician of the City's choice to determine if an applicant is capable of performing the essential functions of the position. 3. The City of Waterloo reserves the right to conduct a background investigation including employment and criminal history checks on any applicant being considered for this position. 4. Must submit to Civil Service examination procedures including a panel interview. Page 111 of 429 WORK SCHEDULE Will be assigned a shift that is 7:00 am — 4:00 pm or 8:00 am — 5:00 pm. Will generally work Monday - Friday. Will be required to respond to emergency calls on weekends, evenings, and holidays. Occasional overtime as scheduled or needed. Will be on -call every third week in addition to normal work schedule for emergencies only. Employees hired in this job classification may be cross -utilized in other City departments in emergency and non -emergency situations as determined by the workload. Consequently, hours of work, including starting and ending times, work schedule, rest periods, work duties etc. will vary depending on the department to which the employee is assigned. EXAMINATION INFORMATION All qualified candidates who apply by the deadline date will be required to appear before an interview panel consisting of a minimum of three people who have expertise in the areas being tested. An individual must receive a minimum average score of sixty points out of one hundred to achieve a passing score on the interview. Applicants will also be required to complete a Personal Safety Questionnaire. The top applicants, as ranked by their scores on the interview and Personal Safety Questionnaire, will be the individuals placed on the certified list. Applicants who qualify as outlined and are full time regular employees of the City of Waterloo shall have one additional point per full year of employment up to a maximum of five points added to their final score. Honorably discharged men and women from the armed forces of the United States who qualify per provisions of Chapter 35 of the Code of Iowa and who are citizens and residents of the United States shall have five additional points added to their final score upon submission of their DD214 or ten points added if they were awarded a Purple Heart or have a service connected disability. Employment is contingent on possession of a good driving record based on City of Waterloo driver performance criteria and passing a post job offer physical and drug test. Failure to pass these tests will result in withdrawal of the employment offer. ORAL EXAMINATION DATE All qualified candidates who apply by the deadline date will be notified of the time, place and date of the oral examination. ANIMAL CONTROL OFFICER 2023 A.A./E.E.O. Minority, female & disabled individuals are encouraged to apply. Page 112 of 429 CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Greg Ahlhelm, Building Offical Building Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Motion approving the appointment of Brian Wirtz from the current Civil Service List to the position of Chief Building Inspector in the Building Department, effective March 5, 2024. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. Personnel Requisition Form 2. Chief Building Inspector Job Description Page 113 of 429 3. Chief Plumbing Inspector Requistion Page 114 of 429 PERSONNEL REQUISITION FORM Check as applicable: To start recruiting or civil service process and/or x❑ To fill a vacancy fl Active Civil Service List Expires: A proposed job description and questionnaire must accompany this form at time of submission to Human Resources. **************************************************************veil********************************** Position Title: Chief Building Inspector Department: Building Reports To: Building Official Work Location: City Hall Employment Status: •x❑ 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: Civil Service Position: Bargaining Position: Bargaining Group: I Non -bargaining Position: x❑ Yes x❑ Yes ❑ Yes Recommended Recruitment Sources: ❑ No ❑ Internal Posting Only ❑ No x❑ Internal Posting and External Advertising No Complete the following if the requisition is to fill a vacancy; ® New Position or x❑ Replacement Position for: Bob Ball (SpecifY name and title of former incumbent) If replacement, former incumbent: x❑ Retired/Resigned/Terminated ❑ Transferred ❑ Promoted Date incumbent terminated employment: Date of final payout: 2.40 Anticipated stark date:J''ik7 No. ofhours/week: 40 Work schedule: 7:30 AM -4:00 PM Justification of need for position: This position monitors all other inspectors positions at the end of each commercial and residential.project. What are the likely consequences if the position is not filled? We would not have anyone available to perform building inspections for commercial projects and new residential dwellings. APPROVALS Annual salary requirements: Hourly Rate: 35.00 Benefits: (Payroll taxes, pension, health ins.- assuming fanrity) Is position budgeted for this and future FYs? x❑ Yes ❑ No If no, how will position be funded? Approved subject to the following conditions: obirl4lltrig Department Head . ( ri4at. 7,0e, (' 52JISSO2312 Or All EST Z-3 Date Chief Financial Officer Gy i~e�5 12+15.2i,23 10.4r A+3 E81 Date Human Resources Committee Chairperson Dale Created 6f30l2017 Quertliii Part 121162E1302 03012 EST Mayor L� vwe t L4 fT.S- 1�. 12,142123 P505 Pt! EST Date Human Resources Director Dale Page 115 of 429 CITY OF (WATERLOO IOWA Community of Oppar Moo,n CIVIL SERVICE NOTICE CITY OF WATERLOO, IOWA OPEN EXAMINATION CHIEF BUILDING INSPECTOR DEPARTMENT BUILDING INSPECTIONS/MAINTENANCE SALARY $34.00, WITH $1.00 INCREASE AFTER 6 MO NON-EXEMPT FLSA CIVIL SERVICE INCLUDED BARGAINING UNIT CONSTRUCTION & PUBLIC EMPLOYEES LIMA Local #177 GENERAL STATEMENT OF DUTIES Skilled technical position, under the general direction of the Building Official responsible for performing onsite inspections of new and existing residential and commercial buildings to secure compliance with City of Waterloo ordinances and regulations governing the construction, remodeling and repair of buildings with the aptitude to be certified in mechanical, electrical, plumbing and building inspections. Duties include but are not limited to the following: examines the plans and specifications for construction alterations and repairs; performs intermediate and final inspections of residential and commercial businesses, public and private buildings for conformance with safety standards, laws and ordinances including inspecting the condition of the foundation before footings are poured; checks work on required permits to see that work complies with ordinances and regulations and recommends methods for improvement and/or corrective actions; assists citizens and contractors in answering questions concerning the remodeling and repair of houses and commercial buildings; investigates complaints regarding violations of the building code and issues written or verbal orders for corrections of violations of City ordinances; investigates complaints relative to zoning violations and issues written notices; inspects old and dangerous buildings which may be subject to condemnation; gives technical advice to other municipal inspectors; performs combination inspections on residential and light commercial projects including plumbing, electrical, and heating; performs building inspections in unincorporated Black Hawk County; prepares reports and maintains records of work performed; performs other types of inspections as assigned by Building Official to include but not be limited to enforcement of Advertising and Signs Ordinance, Division 7 of the Handicapped Code, and the International Building Code; other duties as assigned. EXAMPLES OF ESSENTIAL FUNCTIONS (Illustrative only) These functions are considered essential for successful performance in this job classification. 1. Ability to stoop, kneel, squat, climb, or bend/crouch sometimes in cramped or difficult to reach areas. 2. Required to move physically from one City facility or work site to another by walking and/or driving a vehicle. 3. Required to work from flat surface roof up to twenty-four (24) feet in the air. 4. Able to walk on uneven ground. 5. Required to work outdoors in all types of weather extremes for extended periods of time. Working environment may be dry/dusty, slippery/wet, hot/cold, excessively noisy, low visibility, mechanical and electrical hazards may be present; atmosphere may contain dust and fumes. 6. Required to possess color vision necessary to identify color -coded plumbing installations. 7. Required to possess depth perception and peripheral vision while driving, climbing, walking, carrying, or standing. 8. Ability to hear, understand and carry out written and verbal instructions and to respond verbally to questions from supervisors, coworkers, contractors, and members of the public. 9. Ability to read and write the English language, to hear, see and communicate with coworkers, contractors, members of the public and public officials. 10. Able to work safely around moving machinery; able to work safely in busy traffic areas and construction areas. 11. Ability to observe and enforce appropriate safety precautions. 12. Required to wear personal protective equipment such as safety shoes, safety eyewear, safety vest, hearing protection. 13. Ability to assess complex mechanical problems involved in building, plumbing, electrical and heating/air conditioning operations. 14. Required to use independent judgement to recognize and solve problems as they apply to City ordinances. 15. Decision making ability in reference to Code enforcement. 16. Ability to work independently and with others with minimum supervision. 17. Regular attendance on the job and at the work site is required. MINIMUM QUALIFICATIONS 1. High school diploma or GED. 2. At least ten (10) years of experience in building construction, remodeling and repair. 3. Considerable knowledge of standard practices, tools, and terminology in all phases of the building trade. 4. Knowledge of inspection procedures and practices related to residential and commercial construction. 5. Must be certified in building inspection through the International Code Council (ICC) within one year of employment; must be certified in residential combination inspection through ICC within one year of employment; must be certified in light commercial combination inspection within two years of employment. Failure to obtain these certifications may result in termination of employment. 6. Ability to consult with homeowners and contractors on the job and sufficient interpersonal skills to communicate effectively while performing inspection duties. 7. Ability to learn typing and computer input skills. 8. Able to read and work from blueprints, plans and diagrams. 9. Satisfactory driving record based on the City of Waterloo driving record point system. Employment is contingent on a satisfactory driving record. Page 117 of 429 10. Upon employment, must not be directly or indirectly engaged in the construction, remodeling, or repair of any structure within the City limits of Waterloo, Iowa or unincorporated Black Hawk County, or receiving compensation from the same. 11. Following a conditional offer of employment, the City of Waterloo reserves the right to require a physical examination by a physician of the City's choice including a drug profile screen, to determine if an applicant is capable of performing the essential functions of this job classification. 12. Required to submit to Civil Service examination procedures including oral interview testing. WORK SCHEDULE Generally 7:30-4:00 Monday through Friday. Hours may vary based on flexible scheduling or needs of the department. EXAMINATION INFORMATION All qualified candidates who apply by the deadline date will be required to appear before an interview panel consisting of a minimum of three people who have expertise in the areas being tested. An individual must receive a minimum average score of sixty points out of one hundred to achieve a passing score on the interview. The top applicants, as ranked by their scores on the interview, will be the individuals placed on the certified list. Applicants who qualify as outlined and are full time regular employees of the City of Waterloo shall have one additional point per full year of employment up to a maximum of five points added to their final score. Honorably discharged men and women from the armed forces of the United States who qualify per provisions of Chapter 35 of the Code of Iowa and who are citizens and residents of the United States shall have five additional points added to their final score upon submission of their DD214 or ten points added if they were awarded a Purple Heart or have a service connected disability. Employment is contingent on possession of a good driving record based on City of Waterloo driver performance criteria and passing a post job offer physical and drug test. ORAL EXAMINATION DATE All qualified candidates who apply by the deadline date will be notified of the time, place and date of the oral examination. CHIEF BUILDING INSPECTOR 2023 A.A.IE.E.O. Minority, female & disabled individuals are encouraged to apply. Page 118 of 429 PERSONNEL REQUISITION Chief Building Inspector The following questions are provided as guidelines to assist you in developing your rational for the position of Chief Building Inspector in the Building 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? Inspect All new commercial and residential projects in the City of Waterloo and Black Hawk County as needed. (2) Can the job responsibilities of this position be assigned to other employees within the department? If no, why not? No. It requires a specific skill set related to all types of construction. (3) How is the work of this position being accomplished now? Position is currently filled. This individual will be retiring at the end of this year. (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)? It is a required position. (6) What cost savings or revenues, if any, would your department or the City realize if this position is filled? Inspections provide revenue for the city. (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? NA, Page 119 of 429 (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. This position consistently average around 1,600 annually. (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. This position requires a specific knowledge in commercial and residential construction that needs to be maintained. (10) How do you cover the responsibilities for this position whenever the incumbent is out on vacation? We have a combination inspector that has trained with the Chief Building Inspector who can follow up in his absence. (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? No. This person needs to be in the office with constant communication with all inspectors including the fire department. (12) How would you rank this position in terms of its contribution to City business in comparison with other positions reporting to you? At the top. (13) How does this position impact the Goals and Objectives for the City adopted by the City Council? It keeps commercial and residential projects moving forward which promotes growth within the city. Page 120 of 429 CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Mayor Department March 4, 2024 AGENDA ITEM TITLE Robert Welch, Board/Commission: Leisure Service Commission, Expiration Date: March 4, 2027 (New) RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. Boards and Commissions Application - Robert Welch Page 121 of 429 CITY OF WATERLOO, IOWA RECEIVED MAR 1 8 2022 BOARDS & COMMISSIONS APPLICATION Date:0311812022 I, Robert Welch (Name) 1 Civil Service Commission Home Phone: 352-514-5143 , request to be appointed to (state preference): 2. /Jj7/1ne rvio -6- Cell Phone: 352-514-5143 Email Addressrwelch@teamtricounty.org Work Phone:319-240-6325 Home Address216 lovejoy ave EmployerTri-County Head Start Employer Address531 Commercial St Suite 7 Zip Code50701 TitleExecutive Director Zip Code50701 How long have you resided in Waterloo? 3 _ yrs Email address: rwelch@teamtricounty.org teamtricounty.org List current membership in organizations and offices held: Provost academic advising council National Association of Student Personnel Administration; National Academic Advising Association National Association for the Education of Young Children; Job Corp Board Member; Association for Supervision and Curriculum Development I am available for meetings: f A.M. V P.M. D Noon 0 Evenings El ✓ 0 I am available to serve on a Board/Commission the entire year: s@Yes No If no, list months not able to serve: Briefly explain your qualifications for appointment to a designated Board/Commission: I have sat on and presently sit on a variety of Boards and Committees. I also understand the recruitment and retention process of employees, as well as the appeals process for bargining and non-bargining employees. Additional information and comments that may not be evident from information already on this form: References (include phone numbers): Robert Smith 319-230-7917; Dr. Shuaib Meacham 319-505-7456 Jean Richardson 319-290-0995 I understand this application does not bind me to accept an appointment should it be offered, nor does it guarantee an appointment to a Board/Commission. If selected, I will be available to attend appropriate training sessions. This-applica io wil remain valid and on file for one calendar year from above date. Signature J d -fib 1 - 0-kiM 51q G` ��,a -/Likgil1� 1 Rev zrb zarzoza } Page 122 of 429 CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Leisure Services Department March 4, 2024 AGENDA ITEM TITLE Motion to receive and file Leisure Services Commission Board minutes of November 14, 2023. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. Board Minutes 11-14-2023 Page 123 of 429 MINUTES WATERLOO LEISURE SERVICES COMMISSION TUESDAY, November 14, 2023 300 Jefferson Street The meeting was held in the conference room at 1101 Campbell Avenue. The meeting was called to order at 730am. Present: Council Liaison Dave Boesen, Jessica Rucker, Ellen Vanderloo, Tom Powers, Tom Christensen, Allison Richter, Bob Bamsey Staff: Paul Huting, Chris Dolan, Travis Nichols, JB Bolger, Todd Derifield Absent: Tim Moses, Bob Etringer Tom Christensen called for approval of the agenda. Ellen Vanderloo motioned to approve the agenda, second by Bob Bamsey Ayes: All Nays: None Tom Christensen called for motion for the approval of the October 10, 2023 meeting minutes. Motion by Tom Powers to approve meeting minutes, second by Allison Richter. Ayes: All Nays: None Tom Christensen called for approval of the October bills. Motion by Bob Bamsey, second by Ellen Vanderloo to approve October bills. Ayes: All Nays: None RIVERFRONT STADIUM IMPROVEMENTS PLAN This is informational for the board. A meeting was held November 8th with representatives of the Waterloo Bucks, Commission Jessica Rucker and Leisure Services staff to discuss a report from AECOM on proposed stadium improvements and the potential renewal of the stadium lease. PROFESSIONAL SERVICES AGREEMENT WITH AECOM FOR BYRNES AQUATIC CENTER Reviewed documents for approval of a contract for construction staking, field review, material testing and limited construction administration for the Byrnes Park Aquatic Center. The $325,000 compensation is a not to exceed amount and will likely be a somewhat smaller amount based on actual hours provided. Discussion was held. Bob Bamsey made a motion to recommend City Council approve the agreement with AECOM, second by Tom Powers Ayes: all Nayes: none UPDATE ON TRANSFORMING GATES AND BYRNES PARKS This is informational for the board. Paul provided a project budget recap on the Gates Byrnes Park Project. WARD 1 RESIDENTS MEETING Ward 1 Residents will be meeting at Byrnes Park on Saturday, December 2, 2023. STAFF UPDATES Sports and SportsPlex — Bob Etringer Paul reported the field turf is done and is be used. The first WWF event was held at the sportsplex and was well received. Memberships are increasing. Page 124 of 429 Forestry — Todd Derifield Forestry crew finished removing trees and vegetation around the 6 bridges that will be replaced along the Sergeant Road Trail. The crews have also started to trim Oak trees. The trimming of Oak trees is not advisable during the growing season due to the possibility of spreading the disease Oak Wilt. Forestry On -Call system used during non- working hours for tree related issues ended at the end of October for the year. Crew members cycle thru On -Call status from May 1 to Oct. 31 each year when the leaves are on the trees and storms and/or high winds are common. Forestry crew members can still be called in during the winter months for emergencies after hours, but they are not standing by and ready for that call. Young Arena — Chris Dolan Black Hawks will continue Thanksgiving tradition game vs Cedar Rapids @7:05 pm. Preparation continues for the Battle of Waterloo High School Wrestling Tournament December 14-16. The Cedar Valley Figure skating show will be on Sunday December 10. The Warhawks High School team has started their season November 11 -12 vs Des Moines. The Waterloo Adult Hockey Association winter season has started and will continue through March. Construction, Projects — Travis Nichols The park restrooms and water in the parks are shut down and closed for the season. The center docks have been removed at the boathouse. We have switched to the winter garbage route which is 2-3 days a week compared to 5 days a week. We have removed 50-60% of garbage cans in the parks and only have them on hard surfaced areas and parking lots. The crew continues to do weekly park inspections that are used to create maintenance repair lists. The crew installed three memorial benches at Greenbelt Lake. The Greenbelt Lake Project is moving along with the installation of the kiosk and shelter started last week. The Edison shelter has been installed and the crew is working on pouring concrete today. Park, Golf and Downtown Area — JB Bolger A YouTube video was shown of a conceptual rendering of a historical monument honoring the former school at Edison Park. The monument would use pieces from the school that were salvaged during demolition. The Commission was asked to share any input they had with staff as this is the first look at the rendering. No funding has been identified as of yet for the project. The architect has estimated the cost at $50,000. We have started making season tickets for the 2024 golf season. Irrigation and potable water lines have been blown out at all locations with the exception of the South Hills irrigation system which will be blown out later this week. The golf rounds report attached to the Board packet looks really good. Favorable fall weather has helped boost rounds. The next regular Leisure Services Commission Meeting will be held Tuesday, December 12, 2023. Ellen will not be able to attend. Motion made by Bob Bamsey to adjourn the meeting, second by Jessica Rucker. Tom Ciristensen adjourned the meeting at 8:35am. Jessica Rucker, Secretary 174 Date Page 125 of 429 CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Leisure Services Department March 4, 2024 AGENDA ITEM TITLE Motion to receive and file Leisure Services Commission Board minutes of January 9, 2024. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. Board Minutes 1-09-2024 Page 126 of 429 MINUTES WATERLOO LEISURE SERVICES COMMISSION TUESDAY, January 9, 2024 300 Jefferson Street Due to the weather, the meeting was held by zoom meeting, with person to person available at the 1101 Campbell Avenue office. The meeting was called to order at 7:30am. Present: Council Liaison Dave Boesen, Jessica Rucker, Ellen Vanderloo, Tom Powers, Toni Christensen, Allison Richter, Tim Moses Staff: Paul Huting, Chris Dolan, Travis Nichols, JB Bolger, Todd Derifield, Courtney Jackson Absent: Bob Etringer, Nia Wilder, Bob Bamsey Torn Christensen called for approval of the agenda. Motion by Tom Powers to approve the agenda, second by Jessica Rucker. Ayes: All Nays: None Tom Christensen called for motion for the approval of the November 11, 2023 meeting minutes. A meeting was not held in December 2023. Motion by Ellen Vanderloo to approve meeting minutes, second by Tom Powers. Ayes: All Nays: None Tom Christensen called for approval of the November and December bills. Motion by Ellen Vanderloo, second by Jessica Rucker to approve November and December bills. Ayes: All Nays: None UPDATE ON FYE 2025 BUDGET PROCESS This is informational for the board. Personal Services budget information for Leisure Services has been submitted. Further updates will be provided at the February meeting. UPDATE ON TRANSFORMING GATES AND BYRNES PARKS This is informational for the board. Paul provided an updated project presentation with photos and budget recap on the Gates Byrnes Park Project. SPORTSPLEX IMPROVEMENT UPDATE Informational for the board. Waterloo Development Corporation has issued a check for the purchase of a new infrared sauna for the SportsPlex. Courtney Jackson provided an overview of the sauna plans and answered questions. WDC has also provided funding for the sandblasting and repainting of the canopy structure at the SportsPlex front entrance. BOARD MEMBER TERMS This is informational for the board. The current list of board members and their terms was provided. There will be two openings beginning March 1, 2024. Nia Wilder and Dave Boesen will both serve as City Council Liaison members in 2024. STAFF UPDATES Sports and SportsPlex — Courtney Jackson The SportsPlex has been extremely busy. The first of the year increase has been noted in memberships. Facility rentals have been very busy, with rentals booked every weekend. Page 127 of 429 Forestry — Todd Derifield With the news of the Waterloo's High Schools merging and moving to Central, Waterloo Waterworks is exploring the option of adding another water main to that neighborhoods water system by installing a main through the Greenbelt from Martin Road to Katoski to Central. This is approximately 1/2 mile stretch through the Greenbelt. Our concern here is that we do not want to damage our riparian zone ecosystem so with the help of Clausen Engineering the waterworks is evaluating the option of boring the line under the Greenbelt and the Black Hawk Creek. We feel confident that if the line is directionally bored in there would be minimal impact to the Katoski Greenbelt. Forestry crews have been working on trims and removals along the city street right of way. Young Arena — Chris Dolan The Battle of Waterloo Wrestling Tournament took place at Young Arena December 14- 16.The girls had 24 teams participating and the boys had 32 teams. There were over 4,000 fans in attendance throughout the 3 days. The Waterloo Black Hawks are currently in 4th place in the West division. The Black Hawks are 4th out of 16 teams in attendance, averaging 2,600 fans per game. Public Skating sessions during the Holiday break were well attended. We have added 70 new pairs of rental skates increasing our inventory to 350 pairs. Construction, Projects — Travis Nichols The construction crew continues to do the season winter garbage route. During the holidays we see an increase in garbage waste, tvs, boxes, etc. left in the parks. The crew has transitioned to inside work. They did some small projects at Young Arena, finished a wall repair at Gates Pro Shop and replaced a rebound wall outside at the Tennis Center. They continue to do park inspections and general maintenance. The Gates and Byrnes projects we discussed earlier. The Greenbelt project is almost complete with the limestone park sign, small portion of concrete and dirt work remaining. The signage for the kiosk was installed yesterday if anyone wants to check it out. The Edison project is nearing completion with electrical and plumbing remaining this spring. We did receive another CDBG for a half basketball court at Edison. Leisure Services applied for two more CDBG's for Elks Park (shelter) and Furgerson Field Park (asphalt overlay on basketball courts). Park, Golf and Downtown Area — JB Bolger The crews are grooming cross country ski trails today at Iry Warren. They will be out this morning with the roller/compactor to pack down the base of the trail and make sure that the snow does not blow away with the forecasted high winds and then we will be back out likely tomorrow to re -groom that base and provide a nice skiing surface. We will create the same routes on the course as we did last year. South Hills Golf Course was open through Thursday, January 41h. The end of season rounds report reflected the good weather we had for last golfing season. The Downtown crew assisted with some holiday decoration installations and with the Waterloo Lights the Night public event. All crews will be busy moving snow for the next few days. The next regular Leisure Services Commission Meeting will be held Tuesday, February 13, 2024. Bob Bamsey will not be able to attend. Motion made by Tom Powers to adjourn the meeting, second by Tim Moses. Toni Christensen adjourned the meeting at 8:10am. Page 128 of 429 Jessica Ruc er Secretary Date Page 129 of 429 CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Airport Department March 4, 2024 AGENDA ITEM TITLE Motion to receive and file Airport Board minutes of December 19, 2023. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. Airport Board Minutes of December 19, 2023 Page 130 of 429 MINUTES WATERLOO REGIONAL AIRPORT BOARD Tuesday, December 19, 2023 ROLL CALL Chair, Scott Voigt, called the meeting to order at I2:02 p.m. Board Members Present: Scott Voigt, Gwenne Berry (Zoom), Chris Bering, Cary Darrah, Arlene Humble, David Deeds, Todd Holcomb. City Officials Present: John Chiles, Ray Feuss (Zoom), Council Liaisons; Adrienne Miller and Noel Anderson (Zoom), Planning; Mayor Hart (Zoom).. Airport Staff Present: Keith Kaspari; Sheila Combs. Additional Attendees: Doug Schindel and David Hughes, AECOM; Tim Sieber (Zoom), Volaire Aviation; Steve Hodgens and Bethany Case (Zoom), Advance Aviation; Bob Petersen (Livingston); Keith Arehart and Krystal Elrod, (FAA-ATCT). IL AGENDA AS RECEIVED OR AMENDED III. PUBLIC COMMENTS None. IV. REPORTS A. Airport Director No discussion. B. Legislative Information — See IPAA Legislative Update for November No discussion. C. Misc. Monthly Airport Reports Mr. Kaspari pointed out that the airline operating performance for November was less than satisfactory, commented that he is hopeful December's performance will be better. He also stated that fares are not very competitive. Mr. Sieber stated that he will reach out to American Airlines regarding fares. V. BOARD APPROVAL A. Approval of Minutes of the November 22, 2023 Meeting Mrs. Darrah moved approval of the minutes of the November 22, 2023 meeting, seconded by Mrs. Humble. Ayes: 6. Motion carried. 1 Page 131 of 429 B. Motion to Receive and File November 2023 Expenses Mr. Deeds moved that the November 2023 expenses be received and filed, seconded by Mrs. Darrah. Ayes: 6. Motion carried. VI. OLD BUSINESS A. Board Update: New ALO Airport Security Program Mr. Kaspari stated that revisions have been made and chapters sent back to TSA for review. He is meeting with ASC (Aviation Security Consulting) tomorrow on I.D. Badging and Credentialing. He also stated that he is getting frustrated by the lack of response from CEC regarding the current access control system capabilities, in order to decide if a new system will be required. B. Board Update: Status for the Completion of: Hangar No. 4 / Paving / HVAC / and Camera Projects. Mr. Kaspari stated that all of these projects are in the final stages. C. Board Update: Status of the Airport Parking Lot Canopy Project Mr. Kaspari stated that the CRS Agreement with AECOM has been approved by City Council. D. Board Update: Grant Amendment No. 3 — Grant No. 46 Mr. Kaspari stated that the final grant amendment to AIP Grant No. 46 has been approved, final drawdown has been made and this grant has been closed out. E. Board Update: Outcome of November 15, 2023 / FY-24 FAA Safety and Certification Inspection Mr. Kaspari stated that the runway threshold item has been assigned to the FAA SSC Manager for correction. Also, the final pieces of fire gear for our newest ARFF employee were received last week. F. Board Update: Iowa National Guard — AASF _ PFOS/PFOA Sampling & Testing / Future Right of Entry Mr. Kaspari asked for Board approval to sign the Right of Entry Document. Mr. Bering asked about information from Grand Rapids (MI) on this subject matter. Mr. Kaspari stated that he hasn't made that connection. He will reach out to them and wait until he speaks with someone there to sign the document. Mr. Schindel offered to check with AECOM Environmental Engineers in DC who are already working on this and report back to the Board. Mr. Deeds moved approval of having AECOM look into this matter and come back to the January 2024 meeting with a recommendation; seconded by Mrs. Darrah. Ayes: 6. Motion carried. 2 Page 132 of 429 VII. NEW BUSINESS A. Board Discussion: USDOT/EAS 2023 / 2024 Review of Bids Received Tim Sieber, Volaire Aviation, reviewed the bids received from Boutique Air, Sun Country Airlines and American Airlines. Board discussion followed. Mrs. Darrah moved to recommend that we remain with American Airlines and use Volaire Aviation to craft the community response letter to the USDOT, seconded by Mrs. Humble. Ayes: 6. Motion carried. B. Board Update: CY-2024 Marketing Campaign for Airport and Airline Steve Hodgens led discussion and gave an overview of the marketing plan for CY-2024. C. Board Discussion: Renewal of Marketing Contract with Advance Aviation/Advance Media Approved for a 3+1+1 Agreement Effective 1/1/2024 — 12/31/2028. D. Board Discussion: Kingfisher Aviation, L.C. — Update of Hangar Fire Protection Sprinkler System Kingfisher is working on quotes. Item moved to the January 2024 meeting. E. Board Discussion: Cost of Annual Parking Permit for Frequent Airport Users / Passengers Moved by Mr. Deeds, seconded by Mrs. Humble, to table this item until the new Airport Director is hired. F. Board Update: Airport Department Personnel Mr. Kaspari stated the HR Department has received applicants for the Airport Director's position, whereby he has been asked to review and provide comment. Mr. Kaspari believes HR is working to schedule phone interviews — followed up with in -person interviews fairly quickly. VIII. STAFF AND BOARD MEMBER COMMENT None. IX. ADJOURNMENT Hearing no objections, Mr. Voigt adjourned the meeting at I.48 p.m. Respect r� ly su nitted, h. rpers 3 Page 133 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE City Clerk Department March 4, 2024 AGENDA ITEM TITLE Liquor Licenses a. King Star, 2035 E. Mitchell Ave., Class B Alcohol w/Sunday Sales (Renewal) Exp: 1/19/2025. b. Fairfield Inn & Suites, 2134 La Porte Rd., Class B Alcohol w/Sunday Sales (Renewal) Exp: 2/12/2025. c. Sams Club #6514, 210 E. Tower Park Dr., Class E Alcohol w/Sunday Sales (Renewal) Exp: 2/28/2025. d. El Senor Tequila Nightclub, 118 E. 11th St., Class C Alcohol w/Sunday Sales (Renewal) Exp: 2/18/2025. e. The Comfort Zone, 213 E. 5th St., Class C Alcohol w/Sunday Sales (Renewal) Exp: 1/17/2025. f. Ari'z Restaurant & More, 205 W. 4th St., Class C Alcohol w/Outdoor Service and Sunday Sales (New) Exp: 1/23/2025. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES Page 134 of 429 ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS None Page 135 of 429 CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Randy Bennett, Public Works Division Manager Waste Management Department AGENDA ITEM TITLE FY 2024 CIP Pipelining Phase IVB1, Contract No. 1102. RECOMMENDED COUNCIL ACTION APPROVAL MEETING DATE March 4, 2024 SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. Letter of Recommendation FY 2024 CIPP PH IVB1 2. Bid Tab 3. Engineering Bid Estimate Page 136 of 429 4. 02.29.2024 FY 2024 CIPP Phase IVB1, Contract No. 1102 5. Engineering Bid Tab FY 2024 CIPP PH IVB1 BID TAB Page 137 of 429 AECOM February 29, 2024 Mr. Jesse Gaherty Water Pollution Control Facility 3505 Easton Avenue Waterloo, Iowa 50702 Subject: FY 2024 CIP Pipelining Phase IVB1 Letter of Recommendation City of Waterloo, Iowa City Contract No. 1102 AECOM #60721823 Dear Jesse, AECOM 501 Sycamore Street Suite 222 Waterloo, Iowa 50703 www.aecom.com 319-232-6531 tel 319-232-0271 fax AECOM reviewed the bids submitted for the FY 2024 CIP Pipelining Phase IVB1 project for the City of Waterloo, Iowa, on February 29, 2024. The low bidder (Base Bid), Municipal Pipe Tool Co., LLC, of Hudson, Iowa, has met the requirements of the Instructions to Bidders. A bid tabulation is attached for review. AECOM recommends awarding the contract to Municipal Pipe Tool Co., LLC, of Hudson, Iowa, for the Base Bid of $416,121.20. Also we recommend reserving the right to authorize part or all the work described in Alternate No. 1 for the cost of $117,607.00. Yours sincerely, Christopher G. Oelkers, PE Enclosure: FY 2024 CIP Pipelining Phase IVB1 Bid Tab Dated 02/29/2024 L:\DCS\Projects\WTR\60721823_FY_2024_CIPP\600_Construction_Support\605_Bidding\20240229 FY 2024 CIPP PH IVB1 Recommendation.docx Page 138 of 429 Bid Tabulation FY 2024 CIPP PHASE IVB1 City of Waterloo City Contract No. 1102 AECOM Proj. No. 60721823 Thursday, February 29, 2024 A:COM Engineers Estimate Municipal Pipe Tool Co LLC Insituform Technologies USA, LLC Item Description Unit Quantity Unit Price Total Price Unit Price Total Price Unit Price Total Price BASE BID 1 8" Diameter CIP Pipe Lining LF 5,101.0 $ 28.18 $ 143,720.68 $ 31.00 $ 158,131.00 $ 33.31 $ 169,914.31 2 10" Diameter CIP Pipe Lining LF 1,585.0 $ 33.93 $ 53,771.13 $ 41.00 $ 64,985.00 $ 36.16 $ 57,313.60 3 12" Diameter CIP Pipe Lining LF 911.0 $ 50.60 $ 46,096.60 $ 43.60 $ 39,719.60 $ 45.90 $ 41,814.90 4 Lateral Reinstatement EA 189.0 $ 74.75 $ 14,127.75 $ 75.00 $ 14,175.00 $ 69.24 $ 13,086.36 5 3-FT Lateral Grouting EA 189.0 $ 517.50 $ 97,807.50 $ 475.00 $ 89,775.00 $ 858.74 $ 162,301.86 6 Pipe Televising - 8" LF 10,202.0 $ 1.15 $ 11,732.30 $ 1.00 $ 10,202.00 $ 3.85 $ 39,277.70 7 Pipe Televising - 10" LF 3,170.0 $ 1.15 $ 3,645.50 $ 1.00 $ 3,170.00 $ 3.85 $ 12,204.50 8 Pipe Televising - 12" LF 1,822.0 $ 1.15 $ 2,095.30 $ 1.00 $ 1,822.00 $ 3.86 $ 7,032.92 9 Type A Pipe Cleaning - 8" LF 5,101.0 $ 3.22 $ 16,425.22 $ 2.80 $ 14,282.80 $ 6.16 $ 31,422.16 10 Type A Pipe Cleaning - 10" LF 1,585.0 $ 3.22 $ 5,103.70 $ 2.80 $ 4,438.00 $ 6.18 $ 9,795.30 11 Type A Pipe Cleaning - 12" LF 911.0 $ 3.22 $ 2,933.42 $ 2.80 $ 2,550.80 $ 6.19 $ 5,639.09 12 Type C Root Removal - 8"-10" LF 3,343.0 $ 1.44 $ 4,805.56 $ 1.25 $ 4,178.75 $ 10.59 $ 35,402.37 13 Type C Root Removal - 12"-15" LF 455.0 $ 1.44 $ 654.06 $ 1.25 $ 568.75 $ 10.36 $ 4,713.80 14 Type D Lumberjack - 8"-10" LF 3,343.0 $ 1.44 $ 4,805.56 $ 1.25 $ 4,178.75 $ 15.41 $ 51,515.63 15 Type D Lumberjack - 12"-15" LF 455.0 $ 1.44 $ 654.06 $ 1.25 $ 568.75 $ 15.45 $ 7,029.75 16 Protruding Taps Removal EA 45.0 $ 287.50 $ 12,937.50 $ 75.00 $ 3,375.00 $ 308.23 $ 13,870.35 Base Bid Total $ 421,315.84 $ 416,121.20 $ 662,334.60 BID ALTERNATE NO. 1 101 8" Diameter CIP Pipe Lining LF 2,540.0 $ 28.18 $ 71,564.50 $ 31.00 $ 78,740.00 $ 28.13 $ 71,450.20 102 Lateral Reinstatement EA 40.0 $ 74.75 $ 2,990.00 $ 75.00 $ 3,000.00 $ 47.39 $ 1,895.60 103 3-FT Lateral Grouting EA 40.0 $ 517.50 $ 20,700.00 $ 475.00 $ 19,000.00 $ 879.24 $ 35,169.60 104 Pipe Televising - 8" LF 5,080.0 $ 1.15 $ 5,842.00 $ 1.00 $ 5,080.00 $ 3.86 $ 19,608.80 105 Type A Pipe Cleaning - 8" LF 2,540.0 $ 3.22 $ 8,178.80 $ 2.80 $ 7,112.00 $ 6.15 $ 15,621.00 106 Type C Root Removal - 8"-10" LF 1,270.0 $ 1.44 $ 1,825.63 $ 1.25 $ 1,587.50 $ 10.27 $ 13,042.90 107 Type D Lumberjack - 8"-10" LF 1,270.0 $ 1.44 $ 1,825.63 $ 1.25 $ 1,587.50 $ 15.44 $ 19,608.80 108 Protruding Taps Removal EA 20.0 $ 287.50 $ 5,750.00 $ 75.00 $ 1,500.00 $ 308.62 $ 6,172.40 I Bid Alternate No. 1 Total $ 118,676.55 $ 117,607.00 $ 182,569.30 Project Total I $ 539,992.39 $ 533,728.20 $ 844,903.90 ADDITIONAL CLEANING RATES 201 Type A Pipe Cleaning - 8" HR 50.0 $ - $ - $ 525.00 $ 462.35 202 Type A Pipe Cleaning - 10" HR 50.0 $ - $ - $ 525.00 $ 462.35 203 Type A Pipe Cleaning - 12" HR 50.0 $ - $ - $ 525.00 $ 462.35 204 Type C Root Removal - 8"-10" HR 50.0 $ - $ - $ 675.00 $ 462.35 205 Type C Root Removal - 12"-15" HR 50.0 $ - $ - $ 675.00 $ 462.35 206 Type D Lumberjack - 8"-10" HR 50.0 $ - $ - $ 675.00 $ 462.35 207 Type D Lumberjack - 12"-15" HR 50.0 $ - $ - $ 675.00 $ 462.35 Page 139 of 429 FY2024 CIP PIPELINING PHASE IVB1 Contract No. 1102 Estimate: $ Bidder Bid Security Bid Amount 5% 5% Page 140 of 429 Engineers Probable Cost of Construction FY 2024 CIPP PHASE IVB1 City of Waterloo City Contract No. 1102 AECOM Proj. No. 60721823 Thursday, January 11, 2024 A=COM Engineers Estimate Average Item Description Unit Estimated Quantity Unit Price Total Price BASE BID IVA3 + 15% 1 8" Diameter CIP Pipe Lining LF 5,101.0 $ 28.18 $ 143,720.68 2 10" Diameter CIP Pipe Lining LF 1,585.0 $ 33.93 $ 53,771.13 3 12" Diameter CIP Pipe Lining LF 911.0 $ 50.60 $ 46,096.60 4 Lateral Reinstatement EA 189 $ 74.75 $ 14,127.75 5 3-FT Lateral Grouting EA 189.0 $ 517.50 $ 97,807.50 6 Pipe Televising - 8" LF 10,202.0 $ 1.15 $ 11,732.30 7 Pipe Televising - 10" LF 3,170.0 $ 1.15 $ 3,645.50 8 Pipe Televising - 12" LF 1,822.0 $ 1.15 $ 2,095.30 9 Type A Pipe Cleaning - 8" LF 5,101.0 $ 3.22 $ 16,425.22 10 Type A Pipe Cleaning - 10" LF 1,585.0 $ 3.22 $ 5,103.70 11 Type A Pipe Cleaning - 12" LF 911.0 $ 3.22 $ 2,933.42 12 Type C Root Removal - 8"-10" LF 3,343.0 $ 1.44 $ 4,805.56 13 Type C Root Removal - 12"-15" LF 455.0 $ 1.44 $ 654.06 14 Type D Lumberjack - 8"-10" LF 3,343.0 $ 1.44 $ 4,805.56 15 Type D Lumberjack - 12"-15" LF 455.0 $ 1.44 $ 654.06 16 Protruding Taps Removal EA 45.0 $ 287.50 $ 12,937.50 BASE BID TOTAL I $ 421,315.84 BID ALTERNATE NO. 1 101 8" Diameter CIP Pipe Lining LF 2,117.0 $ 28.18 $ 59,646.48 102 Lateral Reinstatement EA 28 $ 74.75 $ 2,093.00 103 3-FT Lateral Grouting EA 28.0 $ 517.50 $ 14,490.00 104 Pipe Televising - 8" LF 4,234.0 $ 1.15 $ 4,869.10 105 Type A Pipe Cleaning - 8" LF 2,117.0 $ 3.22 $ 6,816.74 106 Type C Root Removal - 8"-10" LF 1,058.0 $ 1.44 $ 1,520.88 107 Type D Lumberjack - 8"-10" LF 1,058.0 $ 1.44 $ 1,520.88 108 Protruding Taps Removal EA 20.0 $ 287.50 $ 5,750.00 BID ALTERNATE NO. 1 TOTAL I $ 96,707.07 PROJECT TOTAL I $ 518,022.91 Item Description Unit Estimated Quantity Unit Price Total Price ADDITIONAL CLEANING RATES 201 Type A Pipe Cleaning - 8" HR 50.0 $ - 202 Type A Pipe Cleaning - 10" HR 50.0 $ - 203 Type A Pipe Cleaning - 12" HR 50.0 $ - 204 Type C Root Removal - 8"-10" HR 50.0 $ - 205 Type C Root Removal - 12"-15" HR 50.0 $ - 206 Type D Lumberjack - 8"-10" HR 50.0 $ - 207 Type D Lumberjack - 12"-15" HR 50.0 $ - 208 Type A Pipe Cleaning - 10" HR 50.0 $ - 209 Type C Root Removal - 8"-10" HR 50.0 $ - 210 Type D Lumberjack - 8"-10" HR 50.0 $ - 211 Type D Lumberjack - 12"-15" HR 50.0 $ - Page 141 of 429 FY 2024 CIPP Phase IVB1, Contract No. 1102 Project No. 60721823 Engineering Estimate: Base Bid: $421,315.84 Bid Alternate 1: $96,707.07 Total Bid Estimate: $518,022.91 Bidder Bid Security Base Bid Amount Bid Alternate 1 Insituform Technologies, US, LLC Chesterfield, MO 5% $662,334.60 $182,569.30 Municipal Pipe Tool, Co., LLC Hudson, IA 5% $416,121.20 $117,607.00 Page 142 of 429 Bid Tabulation FY 2024 CIPP PHASE IVB1 City of Waterloo City Contract No. 1102 AECOM Proj. No. 60721823 Thursday, February 29, 2024 A:COM Engineers Estimate Municipal Pipe Tool Co LLC Insituform Technologies USA, LLC Item Description Unit Quantity Unit Price Total Price Unit Price Total Price Unit Price Total Price BASE BID 1 8" Diameter CIP Pipe Lining LF 5,101.0 $ 28.18 $ 143,720.68 $ 31.00 $ 158,131.00 $ 33.31 $ 169,914.31 2 10" Diameter CIP Pipe Lining LF 1,585.0 $ 33.93 $ 53,771.13 $ 41.00 $ 64,985.00 $ 36.16 $ 57,313.60 3 12" Diameter CIP Pipe Lining LF 911.0 $ 50.60 $ 46,096.60 $ 43.60 $ 39,719.60 $ 45.90 $ 41,814.90 4 Lateral Reinstatement EA 189.0 $ 74.75 $ 14,127.75 $ 75.00 $ 14,175.00 $ 69.24 $ 13,086.36 5 3-FT Lateral Grouting EA 189.0 $ 517.50 $ 97,807.50 $ 475.00 $ 89,775.00 $ 858.74 $ 162,301.86 6 Pipe Televising - 8" LF 10,202.0 $ 1.15 $ 11,732.30 $ 1.00 $ 10,202.00 $ 3.85 $ 39,277.70 7 Pipe Televising - 10" LF 3,170.0 $ 1.15 $ 3,645.50 $ 1.00 $ 3,170.00 $ 3.85 $ 12,204.50 8 Pipe Televising - 12" LF 1,822.0 $ 1.15 $ 2,095.30 $ 1.00 $ 1,822.00 $ 3.86 $ 7,032.92 9 Type A Pipe Cleaning - 8" LF 5,101.0 $ 3.22 $ 16,425.22 $ 2.80 $ 14,282.80 $ 6.16 $ 31,422.16 10 Type A Pipe Cleaning - 10" LF 1,585.0 $ 3.22 $ 5,103.70 $ 2.80 $ 4,438.00 $ 6.18 $ 9,795.30 11 Type A Pipe Cleaning - 12" LF 911.0 $ 3.22 $ 2,933.42 $ 2.80 $ 2,550.80 $ 6.19 $ 5,639.09 12 Type C Root Removal - 8"-10" LF 3,343.0 $ 1.44 $ 4,805.56 $ 1.25 $ 4,178.75 $ 10.59 $ 35,402.37 13 Type C Root Removal - 12"-15" LF 455.0 $ 1.44 $ 654.06 $ 1.25 $ 568.75 $ 10.36 $ 4,713.80 14 Type D Lumberjack - 8"-10" LF 3,343.0 $ 1.44 $ 4,805.56 $ 1.25 $ 4,178.75 $ 15.41 $ 51,515.63 15 Type D Lumberjack - 12"-15" LF 455.0 $ 1.44 $ 654.06 $ 1.25 $ 568.75 $ 15.45 $ 7,029.75 16 Protruding Taps Removal EA 45.0 $ 287.50 $ 12,937.50 $ 75.00 $ 3,375.00 $ 308.23 $ 13,870.35 Base Bid Total $ 421,315.84 $ 416,121.20 $ 662,334.60 BID ALTERNATE NO. 1 101 8" Diameter CIP Pipe Lining LF 2,540.0 $ 28.18 $ 71,564.50 $ 31.00 $ 78,740.00 $ 28.13 $ 71,450.20 102 Lateral Reinstatement EA 40.0 $ 74.75 $ 2,990.00 $ 75.00 $ 3,000.00 $ 47.39 $ 1,895.60 103 3-FT Lateral Grouting EA 40.0 $ 517.50 $ 20,700.00 $ 475.00 $ 19,000.00 $ 879.24 $ 35,169.60 104 Pipe Televising - 8" LF 5,080.0 $ 1.15 $ 5,842.00 $ 1.00 $ 5,080.00 $ 3.86 $ 19,608.80 105 Type A Pipe Cleaning - 8" LF 2,540.0 $ 3.22 $ 8,178.80 $ 2.80 $ 7,112.00 $ 6.15 $ 15,621.00 106 Type C Root Removal - 8"-10" LF 1,270.0 $ 1.44 $ 1,825.63 $ 1.25 $ 1,587.50 $ 10.27 $ 13,042.90 107 Type D Lumberjack - 8"-10" LF 1,270.0 $ 1.44 $ 1,825.63 $ 1.25 $ 1,587.50 $ 15.44 $ 19,608.80 108 Protruding Taps Removal EA 20.0 $ 287.50 $ 5,750.00 $ 75.00 $ 1,500.00 $ 308.62 $ 6,172.40 I Bid Alternate No. 1 Total $ 118,676.55 $ 117,607.00 $ 182,569.30 Project Total I $ 539,992.39 $ 533,728.20 $ 844,903.90 ADDITIONAL CLEANING RATES 201 Type A Pipe Cleaning - 8" HR 50.0 $ - $ - $ 525.00 $ 462.35 202 Type A Pipe Cleaning - 10" HR 50.0 $ - $ - $ 525.00 $ 462.35 203 Type A Pipe Cleaning - 12" HR 50.0 $ - $ - $ 525.00 $ 462.35 204 Type C Root Removal - 8"-10" HR 50.0 $ - $ - $ 675.00 $ 462.35 205 Type C Root Removal - 12"-15" HR 50.0 $ - $ - $ 675.00 $ 462.35 206 Type D Lumberjack - 8"-10" HR 50.0 $ - $ - $ 675.00 $ 462.35 207 Type D Lumberjack - 12"-15" HR 50.0 $ - $ - $ 675.00 $ 462.35 Page 143 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Paul Huting, Leisure Services Director Leisure Services Department AGENDA ITEM TITLE 2024-2026 Right -of -Way Mowing Contract. RECOMMENDED COUNCIL ACTION Approve Contract(s) MEETING DATE March 4, 2024 SUMMARY STATEMENT AND BACKGROUND INFORMATION The City of Waterloo utilizes contractors to mow many of the City's right of ways including the following: - San Marnan Drive - US Hwy 218 - US Hwy 20 overpasses - Greenhill Road - University Ave - Martin Luther King Jr. Drive - Broadway Street - Dubuque Road - US Hwy 63/ Logan Ave. including Hanover St. - Crossroads Blvd. - Carriage Hill Drive Drainage Ditch Pricing for this contract will be honored for three years including the 2024-2026 mowing seasons. Leisure Services has been using private mowing contractors to mow these right of way areas for 30+ years. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS Page 144 of 429 SOURCE OF EXPENDITURES 4100-1390 Contracted Services Estimates: Option A: $59.00/acre Option B: $60.00/acre Option C: $59.00/acre Option D: $115/acre Option E: $700.00/mowing ALTERNATIVE ACTION Purchase more mowing and transport equipment, hire more City maintenance employees and mow these areas "in-house." LEGAL DESCRIPTION ATTACHMENTS 1. 2024 Contract Mowing Bid Documents 2. 2024 Contract for ROW 3. 2.29.24 -- 2024-2026 Right-of-way Mowing Contract Page 145 of 429 CITY OF WATERLOO LEISURE SERVICES COMMISSION 2024-2026 RIGHT-OF-WAY MOWING The Waterloo Leisure Services Commission is seeking bids for 2024-2026 RIGHT-OF-WAY MOWING. BID REQUEST Sealed bids are due 1:00pm, Thursday, February 29, 2024, to the City Clerk at her office at City Hall, 715 Mulberry Street, Waterloo, IA 50703. Bids must be submitted on the Waterloo Leisure Services Bid Form. Bids will be opened in the City Council Chambers in City Hall, Waterloo, Iowa on Thursday, February 29, 2024, at 1:00pm. Public hearing on the project will be conducted Monday March 4, 2024 at the regularly scheduled 5:30pm City Council Meeting in the second floor Council Chambers. The City of Waterloo reserves the right to reject any and/or all bids. When submitting bid, please note on the lower, left-hand corner of envelope: Waterloo Leisure Services Commission 2024-2026 RIGHT-OF-WAY MOWING All work to meet City of Waterloo codes. Questions, please contact JB Bolger, Park Superintendent, at Leisure Services, 291-4370, Monday through Friday 7:00 a.m. to 4:00 p.m. Page 146 of 429 CITY OF WATERLOO, IOWA LEISURE SERVICES COMMISSION NOTICE OF PUBLIC HEARING On Proposed Specifications and the NOTICE TO BIDDERS for 2024-2026 RIGHT-OF-WAY MOWING RECEIVING OF BIDS Sealed proposals will be received by the City Clerk of the City of Waterloo, Iowa, at her office in City Hall, Waterloo, Iowa, on Thursday, February 29, 2024, until 1:00pm., for the 2024-2026 RIGHT-OF-WAY MOWING as described in the plans and specifications now on file in the City Clerk's office and the Waterloo Leisure Services Commission office. OPENING OF BIDS All proposals received for the 2024-2026 RIGHT-OF-WAY MOWING will be opened in City Council Chambers, second floor at City Hall, Waterloo, Iowa, on February 29, 2024, at 1:00 p.m., and the proposals will be referred to the Waterloo Leisure Services Commission for recommendation of award. PUBLIC HEARING Notice is hereby given that the Waterloo City Council will conduct a public hearing on the proposed specifications and form of contract for the 2024-2026 RIGHT-OF-WAY MOWING at 5:30 p.m. on Monday, March 4, 2024. The contract documents are on file in the City Clerk's office, 715 Mulberry St. and the Waterloo Leisure Services Commission office, 1101 Campbell Ave., Waterloo, Iowa, for public examination. Any person interested may file written objection with the City Clerk before the date set for the hearing or appear and make objection at the meeting. SCOPE OF WORK The Contractor shall provide all labor and materials necessary to mow the designated right-of-way areas in accordance with these plans and specifications. CONTRACT PERIOD The period of time covered under this proposed contract shall be the 2024-2026 growing season (approximately May lst to October 15th each year). Page 147 of 429 PROPOSALS SUBMITTED All bids must be submitted on forms supplied by the Waterloo Leisure Services Commission. The bidder shall bid on a per unit price (WITH EACH "Option" treated as a separate unit) as shown on the Bid Form. Each unit should be bid as a stand-alone item and not merely as a component of a total bid package that includes all options together. BID SECURITY REQUIRED All bids must be accompanied, in a separate envelope, by a certified or cashier's check drawn on an Iowa bank chartered under the laws of the United States, or a certified share draft drawn on a Credit Union in Iowa chartered under the laws of the United States, or a bid bond payable to the City of Waterloo, Iowa, in the sum of Three Thousand Dollars ($3,000.00), which certified check, certified share draft, or bid bond will be held as security that the Bidder will enter into a Contract for the mowing work and will furnish the required bonds, and in case the successful bidder shall fail or refuse to enter into the Contract and furnish the required bonds, the bid security may be retained by said City as agreed liquidated damages. If Bid Bond is used, it must be signed by both the bidder and the surety or the surety's agent. Signature of surety's agent must be supported by accompanying Power of Attorney. CONTRACT AWARD The Leisure Services Commission has divided the mowing contract into three (3) areas as indicated on the Bid Form. Each is severable from the others and may be the subject of a separate contract. The City shall award one or more Contracts to the responsible Bidder(s) whose bid, conforming to the Specifications and without regard to whether the bid is made on a per -Option or a total basis, is most advantageous to the City and the Waterloo Leisure Services Commission, price and other factors considered. The City reserves the right to award a contract for any single Option, any combination of Options, or all Options together. The intention is not to award the contract at the time of bid opening, but to award the contract after review of bids and bidder information by the City and Waterloo Leisure Services Commission such that the award is made within thirty (30) days after bid opening. The City reserves the right to waive any and all parts of a specific bid. AFFIRMATIVE ACTION PROGRAM The successful Bidder and any subcontractors will be required to execute and have approved an Affirmative Actions Program or Update before beginning work on the project, if they have been awarded an aggregate of $10,000 in city projects during the current calendar year. METHOD OF PAYMENT TO CONTRACTOR Payment to the contractor for services performed shall be paid on a monthly basis. Payments shall be based on the actual number of acres mowed the previous period. A detailed bill of completed work must be received by the Waterloo Leisure Services Commission before payment can be made. Actual number of acres mowed must agree with numbers recorded by the Leisure Services Commission. Page 148 of 429 Published pursuant to the provision of Division VI of Chapter 384 the City Code of Iowa and upon order of the City Council of said Waterloo, Iowa, on the day of , 2024 City of Waterloo, Iowa, Kelley Felchle, City Clerk Page 149 of 429 CITY OF WATERLOO, IOWA Waterloo Leisure Services INSTRUCTION TO BIDDERS I. EXPLANATIONS TO BIDDERS Any explanation desired by a bidder regarding the meaning or interpretation of the Notice to Bidders, Plans, Specifications, etc., must be requested in writing and with sufficient time allowed for a reply to reach bidders before submission of their bids. Any interpretation made will be in the form of an amendment of the Notice to Bidders, Plans, Specifications, etc., and will be furnished to all prospective bidders. Its receipt by the bidder must be acknowledged in the space provided on the Proposal Form or by letter or telegram received before the time set for opening of bids. Oral explanations or instructions given before the award of the contract will not be binding. II. PROPOSALS SUBMITTED All bids must be submitted on forms supplied by Waterloo Leisure Services. Before submitting a bid, each bidder shall carefully examine the drawings (if any), read the specifications and all other contract documents and visit the site of the work. Each bidder shall be fully informed, prior to the bidding, as to all existing conditions and limitations under which the work is to be performed and shall include in this bid a sum to cover the cost of all items necessary to perform the work as set forth in the contract documents. No allowance will be made to any bidder because of lack of such examination or knowledge. The submission of a bid shall be construed as conclusive evidence that the bidder has made such examination. The bidder's attention is directed to the fact that all applicable state laws, municipal ordinances and the rules and regulations of all authorities having jurisdiction over the project shall apply to the Contract throughout and they shall be deemed to be included in the Contract the same as though herein written out in full. III. LATE BIDS AND MODIFICATIONS OR WITHDRAWALS Bids and modifications or withdrawals thereof received at the office designated in the Notice to Bidders after the exact time set for closing of bids will not be considered. However, a modification which is received from an otherwise successful bidder, and which makes the terms of the bid more favorable to the City, will be considered at any time it is received and may thereafter be accepted. Bids may be withdrawn by written or telegraphic request received from bidders prior to the time set for closing of bids. IV. PUBLIC OPENING OF BIDS Bids will be publicly opened at the specified time and place for opening in the Notice to Bidders. Their content will be made public for the information of bidders and others interested who may be present either in person or by representative. Page 150 of 429 V. COLLUSIVE AGREEMENTS A. Each bidder submitting a bid shall execute and include with the bid, a Non -Collusion Affidavit in the form herein provided, to the effect that he has not colluded with any other person, firm, or corporation in regard to any bid submitted. B. Each bidder submitting a bid shall have each proposed subcontractor, if any, execute and include with the bid, a Non -Collusion Affidavit in the form herein provided, to the effect that he has not colluded with any other person, firm, or corporation in regard to any bid submitted. Before executing any subcontract, the successful bidder shall submit the name of any proposed subcontractor for approval by the City. VI. MBEIWBE CONTRACT COMPLIANCE PROGRAM All Bidders have the responsibility to comply with the City of Waterloo MBE/WBE Contract Compliance Program. City of Waterloo Contract Compliance: Rudy D. Jones, Director Community Development Board 620 Mulberry Street Suite 202 Waterloo, Iowa 50703 (319) 291-4429 VII. EMPLOYMENT AND BUSINESS OPPORTUNITY To the greatest extent feasible, suppliers, subcontractors, and low income workers owning businesses or living in the Waterloo area must be given priority in supplying materials, bidding for subcontract work, or applying for employment by the contractor on this project. Opportunities for training and for employment arising in connection with this project, shall to the greatest extent feasible be made available to lower income persons residing in the project area. The Contract area is the City of Waterloo. The City of Waterloo will require the contractor to document his efforts in securing lower income workers living in the project area and in purchasing supplies from, and awarding subcontracts to, businesses owned by persons residing in the project area. VIII. STATEMENT OF BIDDER'S QUALIFICATIONS Each Bidder shall, upon request of the Waterloo Leisure Services, submit on the form furnished a statement of the Bidder's qualifications, his/her experience record in completing the type of project proposed, and equipment available for the work contemplated; and when requested, a detailed financial statement. The Waterloo Leisure Services Department shall have the right to take such steps as it deems necessary to determine the ability of the Bidder to perform obligations under the Contract; and the Bidder shall furnish the Waterloo Leisure Services all such information and data for this purpose as it may request. The right is reserved to reject any bid where an investigation of the available evidence or information does not satisfy the Waterloo Leisure Services that the Bidder is qualified to carry out properly the terms of the Contract. Page 151 of 429 IX. CERTIFICATE OF INSURANCE A. Subsequent to the award and within ten (10) days after the prescribed forms are presented for signature, the successful bidder shall execute and deliver to the City, an agreement in the form included in the contract documents in such number of copies as the City, may require. B. The successful bidder shall, within the period specified in paragraph "A" above, furnish a certificate of insurance for approval in amounts of not less than the amounts specified in the General Conditions. The certificate of insurance shall be furnished in such number of copies as the City of Waterloo may require. The City of Waterloo shall be named as an "Additional Named Insured." The contractor shall similarly submit his subcontractor's certificates of insurance in the amounts for approval before each commences work. The contractor shall carry or require that there be Worker's Compensation insurance for all his employees and those of his subcontractors engaged in work at the site, in accordance with State Worker's Compensation Laws. C. The failure of the successful bidder to execute such agreement and to supply the required insurance within ten (10) days after the prescribed forms are presented for signature, or within such extended period as the City, may grant, based upon reasons determined sufficient by the City, may either award the contract to the next lowest responsible bidder or re -advertise for bids, and may charge against the bidder the difference between the amount of the bid and the amount for which a contract for the work is subsequently executed, irrespective of whether the amount thus due exceeds the amount of the bid guaranty. If a more favorable bid is received by re -advertising, the defaulting bidder shall have no claim against the City or Waterloo Leisure Services for a refund. X. SEVERABILITY Either party may choose to terminate this contract or agreement by providing written notice during the month of January. Page 152 of 429 CITY OF WATERLOO, IOWA Waterloo Leisure Services GENERAL CONDITIONS Definitions Whenever used in any of the Contract Documents, these terms shall be defined as follows: Contract - means the Contract or Agreement executed by and between the City of Waterloo and the Contractor. Owner or Local Public Agency (LPA) - means the Waterloo Leisure Services. Contractor - means the person, firm or corporation entering into the Contract with the City of Waterloo, to maintain City of Waterloo Right Of Ways and/or properties as described in the Specifications provided. Contract Documents - means and shall include the following: Executed Contract or Agreement, Addenda (if any), Invitation for Bids, Instructions to Bidders, Signed copy of Bid, General Conditions, Special Conditions, Specifications, and (Plans or Drawings when required). Superintendence by Contractor Except where the Contractor is an individual and gives personal superintendence to the work, the Contractor shall provide a competent superintendent, satisfactory to the Waterloo Leisure Services/City of Waterloo, on the work site at all times during working hours with full authority of the Contractor. The Contractor shall also provide an adequate staff to properly coordinate and expedite the work. The Contractor shall lay out and be responsible for all work executed under this Contract. The Contractor shall verify all figures and elevations before proceeding with the work and will be held responsible for any error resulting from failure to do so. Other Contracts The City of Waterloo may award or may have awarded other Contracts for additional work, and the Contractor shall cooperate fully with other Contractors, by scheduling work under this Contract with that to be performed under other Contracts as may be directed by the Waterloo Leisure Services/City of Waterloo. The Contractor shall not commit or permit any act which will interfere with the performance of work by any other Contractor as scheduled. Page 153 of 429 Fitting and Coordination of the Work The Contractor shall be responsible for the proper fitting of all work and for the coordination of the operations of all Subcontractors engaged upon this Contract. The Contractor shall be prepared to guarantee to each Subcontractor the locations and measurements which they may require for the fitting of their work to all surrounding work. Care of Work The Contractor shall be responsible for all damages to person or property that occur as a result of negligence in connection with the execution of work and shall be reasonable for the proper care and protection of all materials delivered and work performed until completion and final acceptance by the Waterloo Leisure Services. The Contractor shall avoid damage to existing trees, shrubs, turf, sidewalks, streets, curbs, pavements, structures, and utilities except those which are to be replaced or removed. Any damage caused by the Contractor's operation shall be completely repaired at no expense to the Owner. General Requirements The Contractor shall be responsible for being informed as to all existing conditions and limitations under which the work is to be performed. No extra allowance will be made because of lack of such examination or knowledge. The Contractor shall not disturb existing walks, drives, parking areas, trees, shrubs, or turf areas outside the limits of the project. If disturbed, these items shall be replaced by the Contractor at no cost to the Owner. Trees and shrubs located in or near the project area shall be protected by the Contractor from damage by workers and mowing equipment. This protection shall be formed by creating a one foot clear zone radius around all trees and shrubs. This clear zone may be created by chemical application of properly applied non -selective herbicide or by use of string trimmers. Herbicide application is permissible only after providing a copy of the applicators current State of Iowa Commercial Pesticide Applicators License and a copy of the chemical label proposed to be used to Waterloo Leisure Services Staff If using a string trimmer care shall be taken not to damage trees with this tool. Permits and Codes The Contractor shall give all notices required by, and comply with all applicable municipal and state laws, ordinances and codes. Page 154 of 429 Liability Insurance The Contractor shall carry liability insurance which shall save the City harmless and protect the public and any person from injury sustained by the reason of the prosecution of the work or the handling or storing of materials therefore, and said Contractor shall also carry insurance which shall meet the requirements of the Iowa Worker's Compensation Law. Before the work shall be started on this contract, the Contractor shall furnish the City Clerk/Finance Manager with proper affidavit or affidavits executed by representatives of duly qualified insurance companies, evidencing that said insurance company or companies have issued liability insurance policies, effective during the life of the contract, or for a period of at least ten (10) days following the filing of written notice of cancellation, protecting the public and any person from injuries or damages sustained by reason of carrying on the work involved in the contract. The affidavit shall specifically evidence the following forms of insurance protection: a. Public liability insurance covering all operations performed by persons directly employed by the Contractor. b. Public liability insurance covering all operations performed by any subcontractor to whom a portion of the work may have been assigned. c. Public liability insurance covering all work upon the project performed by any independent contractor working under the direction of either the principal contractor or a subcontractor. d. Motor vehicle bodily injury liability insurance and property damage liability insurance on all motor vehicles employed on the work, whether owned by the contractor or by other persons, firms, or corporations. e. The minimum protection shall be as follows: Comprehensive General Liability Insurance Bodily Injury(including wrongful death) Aggregate, Products and Completed Operations Property Damage Comp. Auto Bodily Injury Property Damage $5,000,000.00 per person $5,000,000.00 $5,000,000.00 per accident $5,000,000.00 per person $5,000,000.00 per occurrence The Contractor shall have the City of Waterloo, Iowa, named as an "Additional Named Insured" in the amount of $5,000,000.00 liability for bodily injury (including wrongful death) and property damage. A certificate or a policy, if requested, shall be filed with the Owner. All certificates and/or policies of insurance furnished by the Contractor to be filed with the City Clerk/Finance Manager shall include the name and address of the agency issuing the same. It shall be required that the City Clerk/Finance Manager be notified by registered mail of the cancellation or expiration of the above insurance. Removal of Debris, Cleaning, Etc. The Contractor shall periodically, or as directed during the progress of the work, remove and legally dispose of all surplus excavated material and debris, and keep the project area reasonably clean. Upon completion of the work the Contractor shall remove all temporary construction facilities, debris and unused materials provided for the work and put the whole site of the work in a neat and clean condition. Page 155 of 429 CITY OF WATERLOO, IOWA WATERLOO LEISURE SERVICES COMMISSION SPECIFICATIONS for 2024-2026 RIGHT-OF-WAY MOWING THREE YEAR CONTRACT The specifications listed below and the details of these bid documents shall be in place for three mowing seasons. The bidder shall honor their price for each bid item for the 2024, 2025, and 2026 mowing seasons. SCOPE OF WORK The Contractor shall provide all labor and material necessary to mow the designated right-of-way and other turf areas in accordance with these specifications. MOWING LOCATIONS The following are the locations to be mowed. Included in the mowing areas are medians, shoulders, ditches, frontage, and water detention and drainage areas. The acreages listed are approximate only and shall be verified by the bidder. The Leisure Services Commission reserves the right to modify and verify actual acreages mowed throughout the season. Budget constraints and actual growing conditions may impact actual number of mowings allowed. UNIVERSITY AVE: DUE TO THE ADDITION OF MANY NEW TREES AND THIN/ESTABLISHING TURF- CONTRACTOR MUST USE ONLY REAR -WHEEL STEER- OUTFRONT STYLE MOWERS ON UNIVESITY AVE. EXAMPLES OF THIS EQUIPMENT ARE: • JOHN DEERE 1580 • TORO GROUNDSMASTER 3200/3300 ANY MOWER USING ZERO TURN TECHNOLOGY IS EXPRESSLY FORBIDEN TO BE USED IN THE UNIVERSITY AVE CORRIDOOR. Broadway St. (22 acres) Parker St. to Airport Blvd. Dubuque Road (8.2 acres) Nevada St. to Evansdale city limits San Marnan Dr. (36.6 Acres) West 4th to Texas St. US 218 corridor (69.7 acres) US 63 interchange to San Marnan Dr. Highway 20 overpasses (7 acres) Hammond Ave., Kimball Ave., Ansborough Ave., W.4th St. Martin Luther King Jr. Dr. (23 acres) Franklin St. to Idaho Police Training Center (2.6 acres) Martin Luther King & Elk Run Rd Greenhill Road (28 acres) Cedar Falls city limits to US 218 interchange University Avenue (14.5 acres) Midway Dr. to US 63 Logan Ave/ HWY 63 (9.1 acres) Medians and public right of way Newell Street to Ralston Road including Hanover Street right of way between road and RR Tracks. SITE CLEAN-UP Prior to each mowing the Contractor shall remove all trash and debris including paper, tree branches, rocks, and other portable objects. All trash and debris shall be legally disposed of, off site, at no additional expense to the Leisure Services Commission. Additionally, the contractor shall be responsible for cleaning up and repairing all damage created by snow plow & snow removal operations. This Page 156 of 429 includes adding soil and seeding damaged areas as needed. Downed tree branches need to be removed before each mowing, do not pile them adjacent to trees and leave behind. To include the responsibility for legally disposing of animal carcasses by contacting the City of Waterloo Animal Control Office at 319-883-0797. SCHEDULING OF WORK Areas to be mowed shall be divided into categories for type and frequency of mowing. The listed schedules are for bid purposes only. The Leisure Services Commission may add or delete mowing of areas based on growing conditions and budget considerations. The following right-of-way areas shall be mowed on a by -weekly basis from approximately May 1st to October 15 (maximum 12 mowings). 1) Greenhill Road (28 acres) 2) San Marnan Dr. (36.6 acres) Medians, north & south frontage from West 4th to Texas St. 3) University Ave. (14.5 acres) NOTE: Expanded 1.5 acres from the last contract to include mowing in and around Northstar Community Services water detention basin. 4) US 218 corridor —(69.7 acres) US 63 interchange to San Marnan Dr. 5) Martin Luther King Jr. Dr. (23 acres from Franklin St. to Idaho St.) 6) Logan Ave/ HWY 63 North (9.1 acres Newell St. to Ralston Rd.) NOTE: Homeowner on the Southwest corner of the Parker/Logan intersection will complete the mowing in the right of way in front of their home. This portion of the contract is expanded one acre from the last contract to include mowing the right of way along Hanover Street adjacent to the rail road tracks. 7) Crossroads Blvd (2 acres) The following right-of-way areas shall be mowed on a biweekly basis from approximately Mayl to June 15, and monthly from June 15 to October 15, for a maximum of 8 mowings based on growing conditions and budget restraints. 1) Broadway St (22 acres) 2) Dubuque Rd. (8.2 acres) 3) Hwy 20 overpasses (7 acres) The following location shall be mowed on a weekly basis from approximately May 1 to June 15. 1) Police Training Center (2.6 acres Martin Luther King & Elk Run Rd.) The following location shall be mowed on a monthly basis from approximately May 1 to October 15. 1) Carriage Hill Drive Drainage Ditch (0.5 acres est) Page 157 of 429 GRASS CUTTING Grass shall be cut to an even height of four inches (3"). Grass cutting shall be accomplished in a manner so as not to result in scalping, bunching, rutting, uneven or rough cutting. All scalping, bunching, rutting or uneven cutting shall be promptly remedied by the Contractor to the satisfaction of the Leisure Services Commission with no additional cost to the Leisure Services Commission. Grass clippings shall not be blown onto road surfaces in accordance with applicable laws and City ordinances. In areas such as narrow medians clippings shall be bagged or mulched straight down. Ultimately clippings may not land and stay on any road surfaces. TRIMMING Along with each mowing, the Contractor shall trim around trees, shrubs, poles, fences, and other objects to match the height and appearance of the surrounding vegetation. Vegetation growing over curbs and into roadways and sidewalk edges shall be trimmed. This shall include trimming around any additional plant materials that may be installed as new landscaping. Use of herbicides to reduce trimming requirements will be allowed with prior authorization from the Leisure Services Commission and applied by qualified state approved person with commercial applicator license. Copy of applicators current license must be provided to the Leisure Services Commission before any such application be completed. DAMAGE PROTECTION The Contractor shall avoid damage to existing sidewalks, streets, curbs, pavements, structures, signs, mailboxes, fences, benches, utilities, and other fixtures. Any damage caused by the Contractor shall be completely repaired at no additional cost to the Leisure Services Commission. All work shall be done in a manner so as not to result in damage to trees or shrubs. At no time shall any mowing or trimming equipment come in contact with any tree or shrub. Any tree or shrub damaged by the Contractor shall be replaced at the direction of the City Forester with no additional cost to the Leisure Services Commission. The Contractor shall avoid damage to turfgrass and underlying soil and grade. Any rutting and related turf loss and erosion damage shall be promptly remedied by the Contractor to the satisfaction of the Leisure Services Commission with no additional cost to the Leisure Services Commission. The Contractor shall take all necessary precautions to protect pedestrians and motorists from personal injury and property damage. All equipment safety guards shall remain intact and serviceable. The Contractor shall carry liability insurance as detailed in the GENERAL CONDITIONS to cover any damage claims. REQUIRED EQUIPMENT The Contractor shall have sufficient and proper equipment to perform all work in a safe and timely manner. Types of equipment REQUIRED for this contract: Line trimmers Walk -behind mowers Bagging/ mulching mowers Four wheel drive slope running tractor/mower MINUMUM (3) Commercial outfront rotary mowers- 72" or larger deck MINUMUM (3) Utility tractors with Landpride or comparable 14 to 22' tow -behind finish mowers Page 158 of 429 ZERO TURN EQUIPMENT IS NOT ALLOWED ON UNIVERSITY AVE OR FOR MOWING IN ANY AREAS AROUND TREES. MUST USE REAR WHEEL STEER COMMERCIAL OUTFRONT MOWERS SUCH AS JOHN DEERE 1580 OR TORO 3200/3300. Equipment listed on the Bid Form will be reviewed by Leisure Services Commission to determine whether it is adequate for this mowing contract. IF REQUESTED THE BIDDER WILL BE REQUIRED TO PRODUCE REQUIRED EQUIPMENT FLEET FOR REVIEW AT THE LEISURE SERVICES OFFICE-1101 CAMPBELL AVE. WATERLOO, IOWA 50701. WATERLOO LEISURE SERVICES STAFF WILL NOT TRAVEL OUTSIDE CITY LIMITS TO CONDUCT REQUIRED EQUIPMENT FLEET REVIEWS. Page 159 of 429 NON -COLLUSION AFFIDAVIT OF PRIME BIDDER State of ) ) County of ) , being first duly sworn, deposes and says that: 1. He is (Owner), (Partner), (Officer), (Representative), or (Agent) of , the Bidder that has submitted the attached Bid; 2. He is fully informed respecting the preparation and contents of the attached Bid and of all pertinent circumstances respecting such Bid; 3. Such Bid is genuine and is not a collusive or sham Bid; 4. Neither the said Bidder nor any of its officers, partners, owners, agents, representatives, employees, or parties in interest, including this affiant, has in any way colluded, conspired, connived or agreed, directly or indirectly, with any other Bidder, firm or person to submit a collusive or sham Bid in connection with the Contract for which the attached Bid has been submitted or to refrain from bidding in connection with such Contract, or has in any manner, directly or indirectly, sought by agreement or collusion or communication or conference with any other Bidder, firm or person to fix the price or prices in the attached Bid or of any other Bidder, or, to fix any overhead, profit or cost element of the bid price or the bid price of any other Bidder, or to secure through any collusion, conspiracy, connivance, or unlawful agreement any advantage against the City of Waterloo, Iowa, or any person interested in the Proposed Contract; and 5. The price or prices quoted in the attached Bid are fair and proper and are not tainted by any collusion, conspiracy, connivance or unlawful agreement on the part of the Bidder or any of its agents, representatives, owners, employees, or parties in interest, including this affiant. Signature Title S wirs,cv'i,Ue cL c c& s-war'w to- before/ itt,e/ tl clay of , 2024. S 14n,cut tve' rim My e cpi e4- Page 160 of 429 NON -COLLUSION AFFIDAVIT OF SUBCONTRACTOR State of ) County of ) , being first duly sworn, deposes and says that: 1. He is (Owner), (Partner), (Officer), (Representative), or (Agent) of hereinafter referred to as the "Subcontractor"; 2. He is fully informed respecting the preparation and contents of the subcontractor's proposal submitted by the subcontractor to , contract pertaining to the 2024-2026 RIGHT-OF-WAY MOWING CONTRACT in Waterloo, Black Hawk County, Iowa; 3. Such subcontractor's proposal is genuine and is not a collusive or sham proposal; 4. Neither the subcontractor nor any of its officers, partners, owners, agents, representatives, employees, or parties in interest, including this affiant, has in any way colluded, conspired, connived or agreed, directly or indirectly, with any other bidder, firm or person to submit a collusive or sham proposal in connection with such contract or to refrain from submitting a proposal in connection with such contract, or has in any manner, directly or indirectly, sought by unlawful agreement or connivance with any other bidder, firm or person to fix the price or prices in said subcontractor's proposal, or to fix any overhead, profit or cost element of the price of prices in said subcontractor's proposal, or to secure through collusion, conspiracy, connivance or unlawful agreement any advantage against the City of Waterloo, Iowa, or any person interested in the proposed Contract; 5. The price or prices quoted in the subcontractor's proposal are fair and proper and are not tainted by any collusion, conspiracy, connivance or unlawful agreement on the part of the bidder or any of its agents, representatives, owners, employees, or parties in interest, including this affiant. Signature Title S wb-s-cv'%b-ec7 curtdi worn/ to- lrefo-re' wi e/ thi% clay of , 2024. Su 'wttwre' Titles My e ixes/ Page 161 of 429 EQUAL OPPORTUNITY CLAUSE (As provided in Executive Order No. 11246) All contractors, subcontractors, vendors and suppliers of goods and services doing business with the City and value of said business equals or exceeds ten thousand dollars ($10,000.00) annually agree as follows: 1. The contractor, subcontractor, vendor and supplier of goods and services will not discriminate against any employee or applicant for employment because of race, color, creed, sex, national origin, economic status, age, mental or physical handicap, political opinions or affiliations. The contractor, subcontractor, vendor and supplier will develop an Affirmative Action program to ensure that applicants are employed and that employees are treated during employment without regard to their race, creed, color, sex, national origin, religion, economic status, age, mental or physical disability, political opinions or affiliations. Such actions shall include but not be limited to the following: a. Employment b. Upgrading c. Demotion or Transfer d. Recruitment and Advertising e. Layoff or Termination f. Rates of Pay or Other Forms of Compensation g. Selection for Training Including Apprenticeship. 2. The contractor, subcontractor, vendor and supplier of goods and services will, in all solicitations or advertisements for employees, state that all qualified applicants will receive consideration for employment without regard to race, creed, color, sex, national origin, religion, economic status, age, mental or physical disabilities, political opinion or affiliations. 3. The contractor, subcontractor, vendor and supplier or his/her collective bargaining representative will send to each labor union or representative of workers which he/she has a collective bargaining agreement or other contract or understanding, a notice advising said labor union or workers' representative of the contractor's commitment under this section. 4. The contractor, subcontractor, vendor and supplier of goods and services will comply with all published rules, regulations, directives, and order of the City of Waterloo Affirmative Action Program Contract Compliance Provisions. 5. The contractor, subcontractor vendor and supplier of goods and services will furnish and file compliance reports within such time and upon such forms as provided by the Affirmative Action Officer. Said forms will elicit information as to the policies, procedures, patterns, and practices of each subcontractor as well as the contractor himself/herself and said subcontractor, vendor and supplier will permit access to his/her employment books, records and accounts to the City's Affirmative Action Officer, for the purpose of investigation to ascertain compliance with this contract and with rules and regulations of the City's Affirmative Action Program — Contract Compliance Provisions relative to Resolution No. 24664. 6. In the event of the contractor's non-compliance with the non-discrimination clauses of this contract or with any of such rules, regulations and orders, this contract may be canceled, terminated or suspended in whole or in part and the contractor may be declared ineligible for further contracts in accordance with procedures authorized by the City Council. Page 162 of 429 7. The contractor, subcontractor, vendor and supplier of goods and services will include, or incorporate by reference, the provisions of the non-discrimination clause in every contract, subcontract or purchase order unless exempted by the rules, regulations or orders of the City's Affirmative Action Program, and will provide in every subcontract, or purchase order that said provisions will be binding upon each contractor, subcontractor, or supplier. 8. We, the undersigned, recognize that we are morally and legally committed to non-discrimination in employment. Any person who applies for employment with our company will not be discriminated against because of race, creed, color, sex, national origin, economic status, age, mental or physical disabilities. Signed: Appropriate Official Title Date Page 163 of 429 STATEMENT OF BIDDER'S QUALIFICATIONS (To be submitted by the Bidder only upon request of the City of Waterloo, Iowa.) All questions shall be answered and the data given must be clear and comprehensive. This statement must be notarized. If necessary, questions may be answered on separate attached sheets. The Bidder may submit any additional information desired. 1. Name of Bidder. 2. Permanent main office address. 3. When organized. 4. If a corporation, where incorporated. 5. How many years have you been engaged in the contracting business under your present firm or trade name? 6. Contracts on hand: (Schedule these showing amount of each contract and the appropriate anticipated dates of completion.) 7. General character of work performed by your company. 8. Have you ever failed to complete any work awarded to you? If so, where and why? 9. Have you ever defaulted on a contract? If so, where and why? 10. List the more important projects recently completed by your company, stating the approximate cost for each, and the month and year completed. 11. List your major equipment available for the contract. 12. Experience in landscape work similar in importance to the project. 13. Background and experience of the principal members of your organization, including the officers. 14. Credit available: $ 15. Give Bank reference: 16. Will you, upon request, fill out a detailed financial statement and furnish any other information that may be required by the City of Waterloo, Iowa? 17. The undersigned hereby authorizes and requests any person, firm, or corporation to furnish any information requested by the City of Waterloo, Iowa, in verification of the recitals comprising this Statement of Bidder's Qualifications. STATEMENT OF BIDDERS QUALIFICATIONS PAGE 1 OF 2 Page 164 of 429 Dated this day of , 20 State of ) ) ss County of ) Name of Bidder By: Title: , being duly sworn deposes and says that she/he is of Name of Organization and that the answers to the foregoing questions and all statements therein contained are true and correct. Subscribed and sworn to before me this day of , 20 Notary Public My commission expires , 20 STATEMENT OF BIDDER'S QUALIFICATIONS PAGE 2 OF 2 Page 165 of 429 BID BOND KNOW ALL MEN BY THESE PRESENTS, that we, as Principal, and as Surety are held and firmly bound unto the City of Waterloo, Iowa, hereinafter called "OWNER". In the penal sum dollar s ($ ) lawful money of the United States, for the payment of which sum will and truly be made, we bind ourselves, our heirs, executors, administrators, and successors, jointly and severally, firmly by these presents. The condition of this obligation is such that whereas the Principal has submitted the accompanying bid dated the day of , 20, for NOW, THEREFORE, a) If said Bid shall be rejected, or in the alternate, b) If said Bid shall be accepted and the Principal shall execute and deliver a contract in the form specified and shall furnish a bond for his faithful performance of said contract, and for the payment of all persons performing labor or furnishing materials in connection therewith, and shall in all other respects perform the agreement created by the acceptance of said Bid, Then this obligation shall be void, otherwise the same shall remain in force and effect; it being expressly understood and agreed that the liability of the Surety for any and all claims hereunder shall, in no event, exceed the penal amount of this obligation as herein stated. By virtue of statutory authority, the full amount of this bid bond shall be forfeited to the Owner in liquidation of damages sustained in the event that the Principal fails to execute the contract and provide the bond as provided in the specifications or by law. The Surety, for value received, hereby stipulates and agrees that the obligations of said Surety and its bond shall be in no way impaired or affected by any extension of the time within which the Owner may accept such Bid or execute such contract; and said Surety does hereby waive notice of any such extension. IN WITNESS WHEREOF, the Principal and the Surety, have hereunto set their hands and seals, and such of them as are corporations, have caused their corporate seals to be hereto affixed and these presents to be signed by their proper officers this day of , A.D. 20 Witness Principal By Surety (Seal) (Title) (Seal) By Witness Attorney -In -Fact Page 166 of 429 BIDDER: CITY OF WATERLOO, IOWA WATERLOO LEISURE SERVICES COMMISSION BID FORM for 2024-2026 RIGHT-OF-WAY MOWING ADDRESS: COMPANY NAME PHONE: ( ) 1. The undersigned, being a Corporation existing under the laws of the State of , a Partnership consisting of the following partners: having been familiarized with the existing conditions on the project area affecting the cost of the work, and with all the Contract Documents now on file in the offices of the City Clerk, City Hall, Waterloo, Iowa, and the Waterloo Leisure Services Commission, 1101 Campbell Ave., Waterloo, Iowa, hereby proposes to furnish all supervision, technical personnel, labor, materials, machinery, tools, equipment, and services, including utility and transportation services required to complete the proposed RIGHT-OF- WAY MOWING, in accordance with the contract documents and for the unit price in place for the following amount: OPTION A: provide all mowing services for: • Broadway St. (22 acres) Parker St. to Airport Blvd. • Dubuque Road (8.2 acres) Nevada St. to Evansdale city limits • San Marnan Dr. (36.6 acres) W.4th St. to Texas St. • US 218 corridor (69.7 acres) US 63 interchange to San Marnan Dr. • Highway 20 overpasses (7 acres) Hammond Ave., Kimball Ave., Ansborough Ave., W.4th St. • Martin Luther King Jr. Dr. (23 acres) Franklin St. to Idaho. • Police Training Center (2.6 acres) Martin Luther King & Elk Run Rd. Total 169.1 acres Price Per Acre: dollars ($ OPTION B: provide all specified mowing services for • University Ave. (14.5 acres) and • Greenhill Road (28 acres) Total 42.5 acres Price Per Acre: dollars ($ ) ) Page 167 of 429 OPTION C: provide all specified mowing services for Logan Ave/Hwy 63 (9.1 acres) Price Per Acre: dollars($ ) OPTION D: provide all specified mowing services for Crossroads Blvd (2 acres) Price Per Acre: dollars($ OPTION E: provide all specified mowing services for Carriage Hill Drive Drainage Ditch (0.5 acres est.) Price Per MOWING: dollars($ ) 2. It is understood that the quantities set forth are approximate only and subject to variation and that the unit price for the work done shall govern the actual payment to the Contractor. 3. In submitting this bid, the Bidder understands that the City reserves the right to reject any or all bids and to award one or more contracts for a single Option, all Options together, or any combination of Options. If written notice of acceptance of this Bid is mailed or delivered to the undersigned within thirty (30) days after Bid Opening, of at any time thereafter before this bid is withdrawn, the undersigned agrees to execute and deliver an agreement in the prescribed form and furnish the required certificate of insurance within ten (10) days after the agreement is presented for signature, and start work within ten (10) days after "Notice to Proceed" is issued. 4. Security in the sum of dollars ($ ) in the form of , is submitted herewith in accordance with NOTICE TO BIDDERS. 5. Attached is a Non -Collusion Affidavit of Prime Contractor. 6. The Bidder is prepared to submit a financial and experience statement upon request. 7. The Prime Contractor and Subcontractor(s), which have performed an aggregate of $10,000.00 in work for the City in the current calendar year, are prepared to submit an AAP or Update and an EOC, within ten (10) days of notification that the bid submitted is lowest and acceptable. 8. The Bidder has received the following Addendum or Addenda: Addendum No. Date: / / 9. The Bidder shall list the MBE/WBE subcontractors, amount of subcontracts and bid items listed on the City of Waterloo Minority and /or Women Business Pre -bid Contract Information Form submitted with Page 168 of 429 this Bid Form. The apparent low bidder shall submit a list of all other subcontractor(s) to be used on this project to the City of Waterloo by 5:00 p.m. the business day following the day bids on this project are due along with the Non -collusion Affidavits of ALL Subcontractor(s). The subcontractors listed on this proposal and/or submitted to the Contract Compliance Officer cannot be changed except for the following reasons. 1. The City of Waterloo does not approve the subcontractors. 2. The subcontractors submit in writing that they cannot fulfill their subcontracts 10. The Bidder shall list all equipment available for this project: 11. The Bidder has filled in all blanks on this proposal. Those blanks not applicable are marked "none" or "NA". 12. The bidder has attached all applicable forms. 13. The owner reserves the right to select alternatives, delete line items, and/or to reduce quantities prior to the Award of Contract due to budgetary limitations. SIGNED: DATE: / / Name and Title Page 169 of 429 CITY OF WATERLOO, IOWA WATERLOO LEISURE SERVICES COMMISSION CONTRACT for 2024-2026 RIGHT-OF-WAY MOWING This Contract for Right -of -Way Mowing (the "Contract") is made and entered into on , by and between the City of Waterloo, Iowa (the "City"), and . (the "Contractor"). This contract covers the mowing seasons in calendar year 2024-2026. WITNESSETH: 1. The Contractor shall furnish all supervision, technical personnel, labor, materials, supplies and equipment to perform all work required for the Contract work as described in the Specifications and shown on the Plans. 2. The Contract Documents shall consist of the following: a. This Contract b. Notice of Hearing c. Instruction to Bidders d. Signed copy of Bid e. General Conditions f. Specifications g. Plans These documents form the Contract Documents and are all fully incorporated as a part of this Contract as if attached to this Contract or set forth in full herein. 3. The Contractor agrees to commence the work within ten (10) days after the City issues a "Notice to Proceed" and to complete the work within the given time frame. Time is of the essence in the performance of duties under this Contract. 4. The Contractor agrees to comply with and obey all ordinances of the City of Waterloo, Iowa, relating to the obstruction of streets and alleys, keeping open passageways for water and traffic, and maintaining proper and sufficient barricades with lights and signals during all hours of darkness. 5. Except as to any negligence of City, its officials, officers, employees or agents, in the performance of any duty under this Contract, and to the extent not covered by insurance maintained by Contractor, Contractor agrees to defend and indemnify City, its officials, officers, employees and agents, and to hold same harmless, from and against any and all claims, demands, causes of action, losses, costs, or liabilities whatsoever, including but limited to reasonable attorneys' fees and expenses, arising from or in connection with the acts or omissions of Contractor in performing the work contemplated by this Contract. 6. Contractor shall be responsible for all damage to public or private property. If public or private property is damaged by Contractor and is not repaired in a timely manner as determined by City, Mowing Contract - Page 1 of 4 Page 170 of 429 City has the option of having the damage repaired at the Contractor's expense, to be reimbursed to the City or withheld from future payments to Contractor hereunder. 7. The Contractor shall have no cause of action against the City on account of delays and prosecution of work, but if the work is delayed by the City, the Contractor may have extra time for the completion of the job as was lost by reason of the delay caused by the City. 8. The City, at its sole discretion and without waiving any claims or rights, may allow for partial payment for the work included on an invoice for which all services have not been delivered or accepted. The City may withhold payment for reasons including, but not limited to, the following: unsatisfactory job performance or progress, defective work, disputed work, failure to comply with material provisions of the Contract, third -party claims filed or reasonable evidence that a claim will be filed, or other reasonable cause. 9. In the event that Contractor defaults in the performance or observance of any covenant, agreement or obligation set forth in this Contract, and if such default remains uncured for a period of seven (7) days after notice thereof shall have been given by City to Contractor, then City may declare that Contractor is in default hereunder and may terminate this Contract by delivery to Contractor of written notice of termination, and/or take whatever other action at law or in equity may be necessary or desirable to enforce the obligations and covenants of Contractor hereunder. Contractor shall be entitled to only one such notice, and in connection with any subsequent breach then City may terminate this Contract upon seven (7) days' advance written notice. In the event of termination, the Contractor shall be compensated for all services performed through termination date. No delay in enforcing the provisions hereof as to any breach or violation shall impair, damage or waive the right of City to enforce the same or to obtain relief against or recover for the continuation or repetition of such breach or violation or any similar breach or violation thereof at any later time or times. In the event that City prevails against Contractor in a suit or other enforcement action hereunder, Contractor agrees to pay the reasonable attorneys' fees and expenses incurred by City. 10. In addition to paragraph 7 above, this Contract may be terminated at any time, in whole or in part, upon the mutual written agreement of the parties. City may also choose to terminate this Contract at any time by delivering to Contractor twenty-one (21) days' advance written notice of termination. 11. Contractor may not assign, delegate or subcontract any of its duties hereunder without the prior written consent of City. 12. Any notice under this Contract shall be in writing and shall be delivered in person or by United States registered or certified mail, postage prepaid and addressed: City Contractor City of Waterloo, Iowa 715 Mulberry St. Waterloo, Iowa 50703 Attn: City Clerk Delivery of notice shall be deemed to occur (i) on the date of delivery when delivered in person, or (ii) three (3) business days following the date of deposit if mailed as stated above. 13. Nothing in this Contract shall, or shall be deemed or construed to, create or constitute any joint venture, partnership, agency, employment, or any other relationship between the parties nor, except Mowing Contract - Page 2 of 4 Page 171 of 429 as expressly set forth herein, to create any liability for one party with respect to the liabilities or obligations of the other party or any other person. Contractor is an independent contractor. 14. This Contract shall be binding upon and inure to the benefit of the parties and the respective successors and assigns of each. 15. In the event any provision of this Contract is held invalid, illegal, or unenforceable, whether in whole or in part, the remaining provisions of this Contract shall not be affected thereby and shall continue in full force and effect. If, for any reason, a court finds that any provision of this Contract is invalid, illegal, or unenforceable as written, but that by limiting such provision it would become valid, legal, and enforceable, then such provision shall be deemed to be written and shall be construed and enforced as so limited. 16. This Contract, together with the Contract Documents, constitutes the entire agreement between the parties pertaining to the subject matter hereof. This Contract may not be modified or amended except by the mutual written agreement of the parties. 17. In consideration of the full compliance on the part of the Contractor with all the provisions, stipulations and conditions hereof, or contained in the various instruments made a part of this Contract by reference, and upon completion and acceptance of the work, the City agrees to pay the Contractor as set forth on Exhibit "A" attached hereto. IN WITNESS WHEREOF, the parties have executed this Contract for Right -of -Way Mowing by their duly authorized representatives as of the date first set forth above. CITY OF WATERLOO, IOWA CONTRACTOR Mayor City Clerk Exhibit A- Rates By: Title: Mowing Contract - Page 3 of 4 Page 172 of 429 Option A: Price per acre: dollars ($ ) Option B: Price per acre: dollars ($ Option C: Price per acre: dollars ($ Option D: Price per acre: Option E: Price per mowing: dollars ($ dollars ($ ) Mowing Contract - Page 4 of 4 Page 173 of 429 CITY OF WATERLOO LEISURE SERVICES COMMISSION BID TAB 2024-2026 RIGHT-OF-WAY MOWING Bid Opening February 29, 2024. NAME & ADDRESS BID OPTION A (per acre) BID OPTION B (per acre) BID OPTION C (per acre) BID OPTION D (per acre) BID OPTION E (per mowing) BID SECURITY Professional Lawn Care Waterloo, IA $86.75 $82.50 $89.75 $376.50 $774.80 5% Adams Outdoor Contracting, Inc. (B&B Lawn Care) $79.99 $97.99 $79.99 $249.99 $799.99 5% Page 174 of 429 CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Bridgett Wood, Finance Director Finance Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE General Obligation Bonds - ECP-1 - The issuance of not to exceed $4,200,000.00 General Obligation Bonds for essential corporate purposes. RECOMMENDED COUNCIL ACTION Approve SUMMARY STATEMENT AND BACKGROUND INFORMATION ECP-1 - Not to exceed $4,200,000 General Obligation Bonds, for the essential corporate purposes, in order to provide funds to pay the costs of the acquisition, improvement and installation of traffic control devices, signage equipment and software, fixtures, equipment and improvements, including but not limited to traffic signal, pavement markings, traffic safety, fiber optics installation, street light fixtures, connections and facilities, and cameras; the acquisition of vehicles and equipment for the Police and Fire Departments; the acquisition of vehicles and equipment for the street, zoning, public works and sign and traffic departments; the rehabilitation and improvement of City parks and the acquisition, repair and replacement of facilities, equipment and improvements commonly found in City parks; the removal, replacement and planting of trees in parks, streetscapes, and public grounds; the construction, reconstruction and repairing of street, sidewalk, skywalk, trail, alley, public ground, marketplace, bridges, pedestrian underpasses and overpasses, and intersection improvements; the acquisition, construction and improvement of real and personal property useful for the protection of property from floods or high waters, including flood control, levees, embankments, waterway, storm water and drainage improvements; the removal or replacement of dead or diseased trees; the acquisition and demolition of dangerous or dilapidated buildings, structures or properties, or funding housing assistance; the reconstruction and improvement of dams; acquiring, developing and improving of a geographic computer data base system suitable for automated mapping and facilities management; the reconstruction and improvement of the city airport; acquisition of communication equipment and other emergency services communication equipment and systems, and has considered the extent of objections received from residents or property owners as to the proposed issuance of Bonds; and following action is now considered to be in the best interests of the City and residents thereof. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES Page 175 of 429 IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. Waterloo (168) - PDF Letter of Instruction Hearing -Pre -Levy 2024 GO BONDS (02313534x7F7E1) 2. Waterloo (168) - Hearing Proceedings ECP-1 2024 GO BONDS (02312035x7F7E1) Page 176 of 429 AHLERS COONEY ATTORNEY S February 21, 2024 VIA E-MAIL Kelley Felchle City Clerk 715 Mulberry Waterloo, Iowa 50703 Re: Waterloo, Iowa - General Obligation Bonds Dear Kelley: Ahlers & Cooney, P.C. Attorneys at Law 100 Court Avenue, Suite 600 Des Moines, Iowa 50309-2231 Phone: 515-243-7611 Fax: 515-243-2149 www.ahlerslaw.com Kristin B. Cooper 515.246.0330 kcooper@ahlerslaw.com Included with this letter are proceedings for the day of the public hearing on the issuance of the above -mentioned Bonds (March 4, 2024). Notice must have been published before the public hearing. The proceedings begin with the opening of the public hearing and the receipt of any oral or written objections from any resident or property owner regarding the proposed issuance of the Bonds. If any objections are received, please attach a summary of those objections to the proceedings. After the public hearing, if the Council decides not to abandon the proposal to issue the Bonds, the enclosed resolution taking additional action on the issuance should be adopted. Please note that the proceedings have been prepared on the basis that no petition will be filed asking that the question of issuing the Bonds be submitted to the qualified electors of the City. If a valid petition is filed please notify us as soon as possible since the enclosed proceedings will have to be revised to either abandon the proposal to issue the Bonds or direct the County Commissioner to call a special election. The Council is required by statute to adopt the enclosed resolution at the hearing, or an adjournment thereof. If necessary to adjourn, the minutes are written to accommodate that action. If the Council decides to abandon the proposal to issue said Bonds, then the form of resolution included in these proceedings should not be adopted. We would suggest that, in this event, a motion merely be adopted to the effect that such bond proposal is abandoned. Also attached are proceedings to authorize a pre -levy for General Obligation Bonds that will be issued after the budget filing deadline, also for adoption at the March 4, 2024 meeting. This resolution imposes a levy for the Fiscal Year beginning July 1, 2024 and ending June 30, WISHARD & BAILY - 1888; GUERNSEY & BAILY- 1893; BAILY & STIPP - 1901; STIPP, PERRY, BANNISTER & STARZINGER - 1914; BANNISTER, CARPENTER, AHLERS & COONEY - 1950; AHLERS, COONEY, DORWEILER, ALLBEE, HAYNIE & SMITH - 1974; AHLERS, COONEY, DORWEILER, HAYNIE, SMITH & ALLBEE, P.C. -1990 Page 177 of 429 February 21, 2024 Page 2 2025 in the amount of $742,855. The amount should be included in the budget or in an amended budget. It is essential that the Resolution be adopted and filed with the County Auditor prior to April 15, 2024. However, to be included in the certified budget, the Resolution should be adopted and filed prior to certification of the budget. In addition, new Iowa Code section 24.2A (created by Division X of HF 718) requires the County Auditor to mail to all taxpayers by March 20 notice of proposed tax levies and revenues. The Department of Management (DOM) is requesting public bodies upload all anticipated property tax estimates to the DOM software by March 5 (though the statute requires submission by March 15). Appeal to District Court. Section 384.25 of the Code of Iowa, provides that any resident or property owner of the City may appeal the decision to take additional action to issue the Bonds, to the District Court of a county in which any part of the city is located, within 15 days after such additional action is taken, but that the additional action is final and conclusive unless the court finds that the Council exceeded its authority. In the event an appeal is filed, please let us know as soon as possible. Please send an executed copy of the proceedings filled in as the original to our office. We would also appreciate electronic scans. Please let me know if you have any questions. Very truly yours, Ahlers & Cooney, P.C. Kristin Billingsley Cooper FOR THE FIRM KBC:seb Enclosures cc: LeAnn Even, Deputy City Clerk, City of Waterloo (via email w/ encl.) Bridgett Wood, Finance Manager, City of Waterloo (via email w/ encl.) Kim Bahr, Financial Analyst, City of Waterloo (via email w/ encl.) Randy Bennett, Public Works Division Manager (via email w/ encl.) Noel Anderson, Planning and Zoning Director, City of Waterloo (via email w/ encl.) Nancy Higby, Administrative Secretary, City of Waterloo (via email w/encl.) Maggie Burger/Charlotte Nielsen, Speer Financial (via email w/encl.) 02312103\11310-149 Page 178 of 429 ITEMS TO INCLUDE ON AGENDA FOR MARCH 4, 2024 CITY OF WATERLOO, IOWA Not to Exceed $4,200,000 General Obligation Bonds (ECP-1) • Public hearing on the issuance. • Resolution instituting proceedings to take additional action. NOTICE MUST BE GIVEN PURSUANT TO IOWA CODE CHAPTER 21 AND THE LOCAL RULES OF THE CITY. Page 179 of 429 March 4, 2024 The City Council of the City of Waterloo, State of Iowa, met in session, in the Council Chambers, City Hall, 715 Mulberry Street, Waterloo, Iowa, at .M., on the above date. There were present Mayor Quentin Hart, in the chair, and the following named Council Members: Absent: Vacant: 1 Page 180 of 429 The Mayor announced that this was the time and place for the public hearing and meeting on the matter of the issuance of not to exceed $4,200,000 General Obligation Bonds, in order to provide funds to pay the costs of the acquisition, improvement and installation of traffic control devices, signage equipment and software, fixtures, equipment and improvements, including but not limited to traffic signal, pavement markings, traffic safety, fiber optics installation, street light fixtures, connections and facilities, and cameras; the acquisition of vehicles and equipment for the Police and Fire Departments; the acquisition of vehicles and equipment for the street, zoning, public works and sign and traffic departments; the rehabilitation and improvement of City parks and the acquisition, repair and replacement of facilities, equipment and improvements commonly found in City parks; the removal, replacement and planting of trees in parks, streetscapes, and public grounds; the construction, reconstruction and repairing of street, sidewalk, skywalk, trail, alley, public ground, marketplace, bridges, pedestrian underpasses and overpasses, and intersection improvements; the acquisition, construction and improvement of real and personal property useful for the protection of property from floods or high waters, including flood control, levees, embankments, waterway, storm water and drainage improvements; the removal or replacement of dead or diseased trees; the acquisition and demolition of dangerous or dilapidated buildings, structures or properties, or funding housing assistance; the reconstruction and improvement of dams; acquiring, developing and improving of a geographic computer data base system suitable for automated mapping and facilities management; the reconstruction and improvement of the city airport; acquisition of communication equipment and other emergency services communication equipment and systems, for essential corporate purposes, and that notice of the proposal to issue the Bonds had been published as provided by Section 384.25 of the Code of Iowa. The Mayor then asked the Clerk whether any written objections had been filed by any resident or property owner of the City to the issuance of the Bonds. The Clerk advised the Mayor and the Council that written objections had been filed. The Mayor then called for oral objections to the issuance of the Bonds and were made. Whereupon, the Mayor declared the time for receiving oral and written objections to be closed. (Attach here a summary of objections received or made, if any) Whereupon, the Mayor declared the hearing on the issuance of the Bonds to be closed. The Council then considered the proposed action and the extent of objections thereto. Whereupon, Council Member introduced and delivered to the Clerk the Resolution hereinafter set out entitled "RESOLUTION INSTITUTING PROCEEDINGS TO TAKE ADDITIONAL ACTION FOR THE ISSUANCE OF NOT TO EXCEED $4,200,000 GENERAL OBLIGATION BONDS", and moved: n that the Resolution be adopted. to ADJOURN and defer action on the Resolution and the proposal to institute proceedings for the issuance of bonds to the meeting to be held at .M. on the day of , 2024, at this place. 2 Page 181 of 429 Council Member seconded the motion. The roll was called and the vote was, AYES: NAYS: Whereupon, the Mayor declared the measure duly adopted. RESOLUTION INSTITUTING PROCEEDINGS TO TAKE ADDITIONAL ACTION FOR THE ISSUANCE OF NOT TO EXCEED $4,200,000 GENERAL OBLIGATION BONDS WHEREAS, pursuant to notice published as required by law, the City Council has held a public meeting and hearing upon the proposal to institute proceedings for the issuance of not to exceed $4,200,000 General Obligation Bonds, for the essential corporate purposes, in order to provide funds to pay the costs of the acquisition, improvement and installation of traffic control devices, signage equipment and software, fixtures, equipment and improvements, including but not limited to traffic signal, pavement markings, traffic safety, fiber optics installation, street light fixtures, connections and facilities, and cameras; the acquisition of vehicles and equipment for the Police and Fire Departments; the acquisition of vehicles and equipment for the street, zoning, public works and sign and traffic departments; the rehabilitation and improvement of City parks and the acquisition, repair and replacement of facilities, equipment and improvements commonly found in City parks; the removal, replacement and planting of trees in parks, streetscapes, and public grounds; the construction, reconstruction and repairing of street, sidewalk, skywalk, trail, alley, public ground, marketplace, bridges, pedestrian underpasses and overpasses, and intersection improvements; the acquisition, construction and improvement of real and personal property useful for the protection of property from floods or high waters, including flood control, levees, embankments, waterway, storm water and drainage improvements; the removal or replacement of dead or diseased trees; the acquisition and demolition of dangerous or dilapidated buildings, structures or properties, or funding housing assistance; the reconstruction and improvement of dams; acquiring, developing and improving of a geographic computer data base system suitable for automated mapping and facilities management; the reconstruction and improvement of the city airport; acquisition of communication equipment and other emergency services communication equipment and systems, and has considered the extent of objections received from residents or property owners as to the proposed issuance of Bonds; and following action is now considered to be in the best interests of the City and residents thereof. 3 Page 182 of 429 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WATERLOO, STATE OF IOWA: Section 1. That this Council does hereby institute proceedings and take additional action for the authorization and issuance in the manner required by law of not to exceed $4,200,000 General Obligation Bonds, for the foregoing essential corporate purposes. Section 2. This Resolution shall serve as a declaration of official intent under Treasury Regulation 1.150-2 and shall be maintained on file as a public record of such intent. It is reasonably expected that the general fund moneys may be advanced from time to time for capital expenditures which are to be paid from the proceeds of the above Bonds. The amounts so advanced shall be reimbursed from the proceeds of the Bonds not later than eighteen months after the initial payment of the capital expenditures or eighteen months after the property is placed in service. Such advancements shall not exceed the amount authorized in this Resolution unless the same are for preliminary expenditures or unless another declaration of intention is adopted. PASSED AND APPROVED this 4th day of March, 2024. ATTEST: Kelley Felchle, City Clerk Quentin Hart, Mayor 4 Page 183 of 429 STATE OF IOWA COUNTY OF BLACK HAWK CERTIFICATE ) ) SS ) I, the undersigned City Clerk of the City of Waterloo, State of Iowa, do hereby certify that attached is a true and complete copy of the portion of the records of the City showing proceedings of the Council, and the same is a true and complete copy of the action taken by the Council with respect to the matter at the meeting held on the date indicated in the attachment, which proceedings remain in full force and effect, and have not been amended or rescinded in any way; that meeting and all action thereat was duly and publicly held in accordance with a notice of meeting and tentative agenda, a copy of which was timely served on each member of the Council and posted on a bulletin board or other prominent place easily accessible to the public and clearly designated for that purpose at the principal office of the Council pursuant to the local rules of the Council and the provisions of Chapter 21, Code of Iowa, upon reasonable advance notice to the public and media at least twenty-four hours prior to the commencement of the meeting as required by law and with members of the public present in attendance; I further certify that the individuals named therein were on the date thereof duly and lawfully possessed of their respective City offices as indicated therein, that no Council vacancy existed except as may be stated in the proceedings, and that no controversy or litigation is pending, prayed or threatened involving the incorporation, organization, existence or boundaries of the City or the right of the individuals named therein as officers to their respective positions. WITNESS my hand and the seal of the Council hereto affixed this day of , 2024. (SEAL) 02312035\11310-168 Kelley Felchle, City Clerk, City of Waterloo, State of Iowa Page 184 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Bridgett Wood, Finance Director Finance Department AGENDA ITEM TITLE MEETING DATE March 4, 2024 General Obligation Bonds - GCP-2 The issuance of not to exceed $700,000.00 in General Obligation Bonds for general corporate purposes. RECOMMENDED COUNCIL ACTION Approve. SUMMARY STATEMENT AND BACKGROUND INFORMATION GCP-2 - Not to exceed $700,000 General Obligation Bonds, for general corporate purposes, in order to provide funds to pay the costs of the construction, reconstruction, improvement, renovation, and equipping of city building and facilities, including recreation buildings, fire stations, community centers, and other public buildings, and also including the acquisition and installation of security equipment for such city facilities; and the construction, reconstruction, improvement, renovation, and equipping of downtown parking ramps and garages; the acquisition and equipping of airport enterprises, and has considered the extent of objections received from residents or property owners as to the proposed issuance of Bonds; and no petition was filed calling for a referendum thereon. The following action is now considered to be in the best interests of the City and residents thereof. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION Page 185 of 429 LEGAL DESCRIPTION ATTACHMENTS 1. Waterloo (168) - PDF Letter of Instruction Hearing -Pre -Levy 2024 GO BONDS (02313534x7F7E1) 2. Waterloo (168) - Hearing Proceedings GCP-2 2024 GO BONDS (02312042x7F7E1) Page 186 of 429 AHLERS COONEY ATTORNEY S February 21, 2024 VIA E-MAIL Kelley Felchle City Clerk 715 Mulberry Waterloo, Iowa 50703 Re: Waterloo, Iowa - General Obligation Bonds Dear Kelley: Ahlers & Cooney, P.C. Attorneys at Law 100 Court Avenue, Suite 600 Des Moines, Iowa 50309-2231 Phone: 515-243-7611 Fax: 515-243-2149 www.ahlerslaw.com Kristin B. Cooper 515.246.0330 kcooper@ahlerslaw.com Included with this letter are proceedings for the day of the public hearing on the issuance of the above -mentioned Bonds (March 4, 2024). Notice must have been published before the public hearing. The proceedings begin with the opening of the public hearing and the receipt of any oral or written objections from any resident or property owner regarding the proposed issuance of the Bonds. If any objections are received, please attach a summary of those objections to the proceedings. After the public hearing, if the Council decides not to abandon the proposal to issue the Bonds, the enclosed resolution taking additional action on the issuance should be adopted. Please note that the proceedings have been prepared on the basis that no petition will be filed asking that the question of issuing the Bonds be submitted to the qualified electors of the City. If a valid petition is filed please notify us as soon as possible since the enclosed proceedings will have to be revised to either abandon the proposal to issue the Bonds or direct the County Commissioner to call a special election. The Council is required by statute to adopt the enclosed resolution at the hearing, or an adjournment thereof. If necessary to adjourn, the minutes are written to accommodate that action. If the Council decides to abandon the proposal to issue said Bonds, then the form of resolution included in these proceedings should not be adopted. We would suggest that, in this event, a motion merely be adopted to the effect that such bond proposal is abandoned. Also attached are proceedings to authorize a pre -levy for General Obligation Bonds that will be issued after the budget filing deadline, also for adoption at the March 4, 2024 meeting. This resolution imposes a levy for the Fiscal Year beginning July 1, 2024 and ending June 30, WISHARD & BAILY - 1888; GUERNSEY & BAILY- 1893; BAILY & STIPP - 1901; STIPP, PERRY, BANNISTER & STARZINGER - 1914; BANNISTER, CARPENTER, AHLERS & COONEY - 1950; AHLERS, COONEY, DORWEILER, ALLBEE, HAYNIE & SMITH - 1974; AHLERS, COONEY, DORWEILER, HAYNIE, SMITH & ALLBEE, P.C. -1990 Page 187 of 429 February 21, 2024 Page 2 2025 in the amount of $742,855. The amount should be included in the budget or in an amended budget. It is essential that the Resolution be adopted and filed with the County Auditor prior to April 15, 2024. However, to be included in the certified budget, the Resolution should be adopted and filed prior to certification of the budget. In addition, new Iowa Code section 24.2A (created by Division X of HF 718) requires the County Auditor to mail to all taxpayers by March 20 notice of proposed tax levies and revenues. The Department of Management (DOM) is requesting public bodies upload all anticipated property tax estimates to the DOM software by March 5 (though the statute requires submission by March 15). Appeal to District Court. Section 384.25 of the Code of Iowa, provides that any resident or property owner of the City may appeal the decision to take additional action to issue the Bonds, to the District Court of a county in which any part of the city is located, within 15 days after such additional action is taken, but that the additional action is final and conclusive unless the court finds that the Council exceeded its authority. In the event an appeal is filed, please let us know as soon as possible. Please send an executed copy of the proceedings filled in as the original to our office. We would also appreciate electronic scans. Please let me know if you have any questions. Very truly yours, Ahlers & Cooney, P.C. Kristin Billingsley Cooper FOR THE FIRM KBC:seb Enclosures cc: LeAnn Even, Deputy City Clerk, City of Waterloo (via email w/ encl.) Bridgett Wood, Finance Manager, City of Waterloo (via email w/ encl.) Kim Bahr, Financial Analyst, City of Waterloo (via email w/ encl.) Randy Bennett, Public Works Division Manager (via email w/ encl.) Noel Anderson, Planning and Zoning Director, City of Waterloo (via email w/ encl.) Nancy Higby, Administrative Secretary, City of Waterloo (via email w/encl.) Maggie Burger/Charlotte Nielsen, Speer Financial (via email w/encl.) 02312103\11310-149 Page 188 of 429 ITEMS TO INCLUDE ON AGENDA FOR MARCH 4, 2024 CITY OF WATERLOO, IOWA Not to Exceed $700,000 General Obligation Bonds (GCP-2) • Public hearing on the issuance. • Resolution instituting proceedings to take additional action. NOTICE MUST BE GIVEN PURSUANT TO IOWA CODE CHAPTER 21 AND THE LOCAL RULES OF THE CITY. Page 189 of 429 March 4, 2024 The City Council of the City of Waterloo, State of Iowa, met in session, in the Council Chambers, City Hall, 715 Mulberry Street, Waterloo, Iowa, at .M., on the above date. There were present Mayor Quentin Hart, in the chair, and the following named Council Members: Absent: Vacant: 1 Page 190 of 429 The Mayor announced that this was the time and place for the public hearing and meeting on the matter of the issuance of not to exceed $700,000 General Obligation Bonds, in order to provide funds to pay the costs of the construction, reconstruction, improvement, renovation, and equipping of city building and facilities, including recreation buildings, fire stations, community centers, and other public buildings, and also including the acquisition and installation of security equipment for such city facilities; and the construction, reconstruction, improvement, renovation, and equipping of downtown parking ramps and garages; the acquisition and equipping of airport enterprises, for general corporate purposes, and that notice of the proposal to issue the Bonds and the right to petition for an election had been published as provided by Section 384.26 of the Code of Iowa, and the Mayor then asked the City Clerk whether any petition had been filed in the Clerk's Office, in the manner provided by Section 362.4 of the Code of Iowa, and the Clerk reported that no such petition had been filed, requesting that the question of issuing the Bonds be submitted to the qualified electors of the City. The Mayor then asked the Clerk whether any written objections had been filed by any resident or property owner of the City to the issuance of the Bonds. The Clerk advised the Mayor and the Council that written objections had been filed. The Mayor then called for oral objections to the issuance of the Bonds and were made. Whereupon, the Mayor declared the time for receiving oral and written objections to be closed. (Attach here a summary of objections received or made, if any) Whereupon, the Mayor declared the hearing on the issuance of the Bonds to be closed. The Council then considered the proposed action and the extent of objections thereto. Whereupon, Council Member introduced and delivered to the Clerk the Resolution hereinafter set out entitled "RESOLUTION INSTITUTING PROCEEDINGS TO TAKE ADDITIONAL ACTION FOR THE ISSUANCE OF NOT TO EXCEED $700,000 GENERAL OBLIGATION BONDS", and moved: o o that the Resolution be adopted. to ADJOURN and defer action on the Resolution and the proposal to institute proceedings for the issuance of bonds to the meeting to be held at .M. on the day of , 2024, at this place. 2 Page 191 of 429 Council Member seconded the motion. The roll was called and the vote was, AYES: NAYS: Whereupon, the Mayor declared the measure duly adopted. RESOLUTION INSTITUTING PROCEEDINGS TO TAKE ADDITIONAL ACTION FOR THE ISSUANCE OF NOT TO EXCEED $700,000 GENERAL OBLIGATION BONDS WHEREAS, pursuant to notice published as required by law, the City Council has held a public meeting and hearing upon the proposal to institute proceedings for the issuance of not to exceed $700,000 General Obligation Bonds, for the general corporate purposes, in order to provide funds to pay the costs of the construction, reconstruction, improvement, renovation, and equipping of city building and facilities, including recreation buildings, fire stations, community centers, and other public buildings, and also including the acquisition and installation of security equipment for such city facilities; and the construction, reconstruction, improvement, renovation, and equipping of downtown parking ramps and garages; the acquisition and equipping of airport enterprises, and has considered the extent of objections received from residents or property owners as to the proposed issuance of Bonds; and no petition was filed calling for a referendum thereon. The following action is now considered to be in the best interests of the City and residents thereof. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WATERLOO, STATE OF IOWA: Section 1. That this Council does hereby institute proceedings and take additional action for the authorization and issuance in the manner required by law of not to exceed $700,000 General Obligation Bonds, for the foregoing general corporate purposes. Section 2. This Resolution shall serve as a declaration of official intent under Treasury Regulation 1.150-2 and shall be maintained on file as a public record of such intent. It is reasonably expected that the general fund moneys may be advanced from time to time for capital expenditures which are to be paid from the proceeds of the above Bonds. The amounts so advanced shall be reimbursed from the proceeds of the Bonds not later than eighteen months after the initial payment of the capital expenditures or eighteen months after the property is placed in service. Such advancements shall not exceed the amount authorized in this Resolution 3 Page 192 of 429 unless the same are for preliminary expenditures or unless another declaration of intention is adopted. PASSED AND APPROVED this 4th day of March, 2024. ATTEST: Kelley Felchle, City Clerk Quentin Hart, Mayor 4 Page 193 of 429 STATE OF IOWA COUNTY OF BLACK HAWK CERTIFICATE ) ) SS ) I, the undersigned City Clerk of the City of Waterloo, State of Iowa, do hereby certify that attached is a true and complete copy of the portion of the records of the City showing proceedings of the Council, and the same is a true and complete copy of the action taken by the Council with respect to the matter at the meeting held on the date indicated in the attachment, which proceedings remain in full force and effect, and have not been amended or rescinded in any way; that meeting and all action thereat was duly and publicly held in accordance with a notice of meeting and tentative agenda, a copy of which was timely served on each member of the Council and posted on a bulletin board or other prominent place easily accessible to the public and clearly designated for that purpose at the principal office of the Council pursuant to the local rules of the Council and the provisions of Chapter 21, Code of Iowa, upon reasonable advance notice to the public and media at least twenty-four hours prior to the commencement of the meeting as required by law and with members of the public present in attendance; I further certify that the individuals named therein were on the date thereof duly and lawfully possessed of their respective City offices as indicated therein, that no Council vacancy existed except as may be stated in the proceedings, and that no controversy or litigation is pending, prayed or threatened involving the incorporation, organization, existence or boundaries of the City or the right of the individuals named therein as officers to their respective positions. WITNESS my hand and the seal of the Council hereto affixed this day of , 2024. (SEAL) 02312042\11310-168 Kelley Felchle, City Clerk, City of Waterloo, State of Iowa Page 194 of 429 CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Bridgett Wood, Finance Director Finance Department AGENDA ITEM TITLE MEETING DATE March 4, 2024 General Obligation Bonds - GCP-3 The issuance of not to exceed $700,000.00 in General Obligation Bonds for general corporate purposes. RECOMMENDED COUNCIL ACTION Approve. SUMMARY STATEMENT AND BACKGROUND INFORMATION GCP-3 - Not to exceed $700,000 General Obligation Bonds, in order to provide funds to pay the costs of the construction, reconstruction, improvement, renovation, and equipping of city building and facilities, including recreation buildings such as the Veterans Memorial Hall and fire stations; the equipping of city hall and other public buildings with technology upgrades, including the acquisition and installation of information technology and data management systems, including network, back-up and recovery, connectivity infrastructure, software, computer systems and server equipment; the reconstruction, improvement, renovation and equipping of public works garages and facilities; the acquisition of vehicles for various city departments, including the parks and building inspection departments, for general corporate purposes NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION Page 195 of 429 LEGAL DESCRIPTION ATTACHMENTS 1. Waterloo (168) - PDF Letter of Instruction Hearing -Pre -Levy 2024 GO BONDS (02313534x7F7E1) 2. Waterloo (168) - Hearing Proceedings GCP-3 2024 GO BONDS (02312044x7F7E1) Page 196 of 429 AHLERS COONEY ATTORNEY S February 21, 2024 VIA E-MAIL Kelley Felchle City Clerk 715 Mulberry Waterloo, Iowa 50703 Re: Waterloo, Iowa - General Obligation Bonds Dear Kelley: Ahlers & Cooney, P.C. Attorneys at Law 100 Court Avenue, Suite 600 Des Moines, Iowa 50309-2231 Phone: 515-243-7611 Fax: 515-243-2149 www.ahlerslaw.com Kristin B. Cooper 515.246.0330 kcooper@ahlerslaw.com Included with this letter are proceedings for the day of the public hearing on the issuance of the above -mentioned Bonds (March 4, 2024). Notice must have been published before the public hearing. The proceedings begin with the opening of the public hearing and the receipt of any oral or written objections from any resident or property owner regarding the proposed issuance of the Bonds. If any objections are received, please attach a summary of those objections to the proceedings. After the public hearing, if the Council decides not to abandon the proposal to issue the Bonds, the enclosed resolution taking additional action on the issuance should be adopted. Please note that the proceedings have been prepared on the basis that no petition will be filed asking that the question of issuing the Bonds be submitted to the qualified electors of the City. If a valid petition is filed please notify us as soon as possible since the enclosed proceedings will have to be revised to either abandon the proposal to issue the Bonds or direct the County Commissioner to call a special election. The Council is required by statute to adopt the enclosed resolution at the hearing, or an adjournment thereof. If necessary to adjourn, the minutes are written to accommodate that action. If the Council decides to abandon the proposal to issue said Bonds, then the form of resolution included in these proceedings should not be adopted. We would suggest that, in this event, a motion merely be adopted to the effect that such bond proposal is abandoned. Also attached are proceedings to authorize a pre -levy for General Obligation Bonds that will be issued after the budget filing deadline, also for adoption at the March 4, 2024 meeting. This resolution imposes a levy for the Fiscal Year beginning July 1, 2024 and ending June 30, WISHARD & BAILY - 1888; GUERNSEY & BAILY- 1893; BAILY & STIPP - 1901; STIPP, PERRY, BANNISTER & STARZINGER - 1914; BANNISTER, CARPENTER, AHLERS & COONEY - 1950; AHLERS, COONEY, DORWEILER, ALLBEE, HAYNIE & SMITH - 1974; AHLERS, COONEY, DORWEILER, HAYNIE, SMITH & ALLBEE, P.C. -1990 Page 197 of 429 February 21, 2024 Page 2 2025 in the amount of $742,855. The amount should be included in the budget or in an amended budget. It is essential that the Resolution be adopted and filed with the County Auditor prior to April 15, 2024. However, to be included in the certified budget, the Resolution should be adopted and filed prior to certification of the budget. In addition, new Iowa Code section 24.2A (created by Division X of HF 718) requires the County Auditor to mail to all taxpayers by March 20 notice of proposed tax levies and revenues. The Department of Management (DOM) is requesting public bodies upload all anticipated property tax estimates to the DOM software by March 5 (though the statute requires submission by March 15). Appeal to District Court. Section 384.25 of the Code of Iowa, provides that any resident or property owner of the City may appeal the decision to take additional action to issue the Bonds, to the District Court of a county in which any part of the city is located, within 15 days after such additional action is taken, but that the additional action is final and conclusive unless the court finds that the Council exceeded its authority. In the event an appeal is filed, please let us know as soon as possible. Please send an executed copy of the proceedings filled in as the original to our office. We would also appreciate electronic scans. Please let me know if you have any questions. Very truly yours, Ahlers & Cooney, P.C. Kristin Billingsley Cooper FOR THE FIRM KBC:seb Enclosures cc: LeAnn Even, Deputy City Clerk, City of Waterloo (via email w/ encl.) Bridgett Wood, Finance Manager, City of Waterloo (via email w/ encl.) Kim Bahr, Financial Analyst, City of Waterloo (via email w/ encl.) Randy Bennett, Public Works Division Manager (via email w/ encl.) Noel Anderson, Planning and Zoning Director, City of Waterloo (via email w/ encl.) Nancy Higby, Administrative Secretary, City of Waterloo (via email w/encl.) Maggie Burger/Charlotte Nielsen, Speer Financial (via email w/encl.) 02312103\11310-149 Page 198 of 429 ITEMS TO INCLUDE ON AGENDA FOR MARCH 4, 2024 CITY OF WATERLOO, IOWA Not to Exceed $700,000 General Obligation Bonds (GCP-3) • Public hearing on the issuance. • Resolution instituting proceedings to take additional action. NOTICE MUST BE GIVEN PURSUANT TO IOWA CODE CHAPTER 21 AND THE LOCAL RULES OF THE CITY. Page 199 of 429 March 4, 2024 The City Council of the City of Waterloo, State of Iowa, met in session, in the Council Chambers, City Hall, 715 Mulberry Street, Waterloo, Iowa, at .M., on the above date. There were present Mayor Quentin Hart, in the chair, and the following named Council Members: Absent: Vacant: 1 Page 200 of 429 The Mayor announced that this was the time and place for the public hearing and meeting on the matter of the issuance of not to exceed $700,000 General Obligation Bonds, in order to provide funds to pay the costs of the construction, reconstruction, improvement, renovation, and equipping of city building and facilities, including recreation buildings such as the Veterans Memorial Hall and fire stations; the equipping of city hall and other public buildings with technology upgrades, including the acquisition and installation of information technology and data management systems, including network, back-up and recovery, connectivity infrastructure, software, computer systems and server equipment; the reconstruction, improvement, renovation and equipping of public works garages and facilities; the acquisition of vehicles for various city departments, including the parks and building inspection departments, for general corporate purposes, and that notice of the proposal to issue the Bonds and the right to petition for an election had been published as provided by Section 384.26 of the Code of Iowa, and the Mayor then asked the City Clerk whether any petition had been filed in the Clerk's Office, in the manner provided by Section 362.4 of the Code of Iowa, and the Clerk reported that no such petition had been filed, requesting that the question of issuing the Bonds be submitted to the qualified electors of the City. The Mayor then asked the Clerk whether any written objections had been filed by any resident or property owner of the City to the issuance of the Bonds. The Clerk advised the Mayor and the Council that written objections had been filed. The Mayor then called for oral objections to the issuance of the Bonds and were made. Whereupon, the Mayor declared the time for receiving oral and written objections to be closed. (Attach here a summary of objections received or made, if any) Whereupon, the Mayor declared the hearing on the issuance of the Bonds to be closed. The Council then considered the proposed action and the extent of objections thereto. Whereupon, Council Member introduced and delivered to the Clerk the Resolution hereinafter set out entitled "RESOLUTION INSTITUTING PROCEEDINGS TO TAKE ADDITIONAL ACTION FOR THE ISSUANCE OF NOT TO EXCEED $700,000 GENERAL OBLIGATION BONDS", and moved: n that the Resolution be adopted. to ADJOURN and defer action on the Resolution and the proposal to institute proceedings for the issuance of bonds to the meeting to be held at .M. on the day of , 2024, at this place. 2 Page 201 of 429 Council Member seconded the motion. The roll was called and the vote was, AYES: NAYS: Whereupon, the Mayor declared the measure duly adopted. RESOLUTION INSTITUTING PROCEEDINGS TO TAKE ADDITIONAL ACTION FOR THE ISSUANCE OF NOT TO EXCEED $700,000 GENERAL OBLIGATION BONDS WHEREAS, pursuant to notice published as required by law, the City Council has held a public meeting and hearing upon the proposal to institute proceedings for the issuance of not to exceed $700,000 General Obligation Bonds, for the general corporate purposes, in order to provide funds to pay the costs of the construction, reconstruction, improvement, renovation, and equipping of city building and facilities, including recreation buildings such as the Veterans Memorial Hall and fire stations; the equipping of city hall and other public buildings with technology upgrades, including the acquisition and installation of information technology and data management systems, including network, back-up and recovery, connectivity infrastructure, software, computer systems and server equipment; the reconstruction, improvement, renovation and equipping of public works garages and facilities; the acquisition of vehicles for various city departments, including the parks and building inspection departments, and has considered the extent of objections received from residents or property owners as to the proposed issuance of Bonds; and no petition was filed calling for a referendum thereon. The following action is now considered to be in the best interests of the City and residents thereof. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WATERLOO, STATE OF IOWA: Section 1. That this Council does hereby institute proceedings and take additional action for the authorization and issuance in the manner required by law of not to exceed $700,000 General Obligation Bonds, for the foregoing general corporate purposes. Section 2. This Resolution shall serve as a declaration of official intent under Treasury Regulation 1.150-2 and shall be maintained on file as a public record of such intent. It is reasonably expected that the general fund moneys may be advanced from time to time for capital expenditures which are to be paid from the proceeds of the above Bonds. The amounts so advanced shall be reimbursed from the proceeds of the Bonds not later than eighteen months after the initial payment of the capital expenditures or eighteen months after the property is 3 Page 202 of 429 placed in service. Such advancements shall not exceed the amount authorized in this Resolution unless the same are for preliminary expenditures or unless another declaration of intention is adopted. PASSED AND APPROVED this 4th day of March, 2024. ATTEST: Kelley Felchle, City Clerk Quentin Hart, Mayor 4 Page 203 of 429 STATE OF IOWA COUNTY OF BLACK HAWK CERTIFICATE ) ) SS ) I, the undersigned City Clerk of the City of Waterloo, State of Iowa, do hereby certify that attached is a true and complete copy of the portion of the records of the City showing proceedings of the Council, and the same is a true and complete copy of the action taken by the Council with respect to the matter at the meeting held on the date indicated in the attachment, which proceedings remain in full force and effect, and have not been amended or rescinded in any way; that meeting and all action thereat was duly and publicly held in accordance with a notice of meeting and tentative agenda, a copy of which was timely served on each member of the Council and posted on a bulletin board or other prominent place easily accessible to the public and clearly designated for that purpose at the principal office of the Council pursuant to the local rules of the Council and the provisions of Chapter 21, Code of Iowa, upon reasonable advance notice to the public and media at least twenty-four hours prior to the commencement of the meeting as required by law and with members of the public present in attendance; I further certify that the individuals named therein were on the date thereof duly and lawfully possessed of their respective City offices as indicated therein, that no Council vacancy existed except as may be stated in the proceedings, and that no controversy or litigation is pending, prayed or threatened involving the incorporation, organization, existence or boundaries of the City or the right of the individuals named therein as officers to their respective positions. WITNESS my hand and the seal of the Council hereto affixed this day of , 2024. (SEAL) 02312044\11310-168 Kelley Felchle, City Clerk, City of Waterloo, State of Iowa Page 204 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Bridgett Wood, Finance Director Finance Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE General Obligation Bonds - GCP-4 - The Issuance of not to exceed $700,000.00 General Obligation Bonds for essential RECOMMENDED COUNCIL ACTION Approve. SUMMARY STATEMENT AND BACKGROUND INFORMATION The issuance of not to exceed $700,000.00 General Obligation Bonds, in order to provide funds to pay the costs of the renovation, construction, improvement and equipping of recreation buildings and grounds, including the Center for the Arts, Dunsmore House, Riverfront Stadium, Young Arena, the golf course, the Cedar Valley Sportsplex, tennis courts and ball diamonds and other sports facilities, for general corporate purposes. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION Page 205 of 429 ATTACHMENTS 1 Waterloo (168) - PDF Letter of Instruction Hearing -Pre -Levy 2024 GO BONDS (02313534x7F7E1) 2. Waterloo (168) - Hearing Proceedings GCP-4 2024 GO BONDS (02312046x7F7E1) Page 206 of 429 AHLERS COONEY ATTORNEY S February 21, 2024 VIA E-MAIL Kelley Felchle City Clerk 715 Mulberry Waterloo, Iowa 50703 Re: Waterloo, Iowa - General Obligation Bonds Dear Kelley: Ahlers & Cooney, P.C. Attorneys at Law 100 Court Avenue, Suite 600 Des Moines, Iowa 50309-2231 Phone: 515-243-7611 Fax: 515-243-2149 www.ahlerslaw.com Kristin B. Cooper 515.246.0330 kcooper@ahlerslaw.com Included with this letter are proceedings for the day of the public hearing on the issuance of the above -mentioned Bonds (March 4, 2024). Notice must have been published before the public hearing. The proceedings begin with the opening of the public hearing and the receipt of any oral or written objections from any resident or property owner regarding the proposed issuance of the Bonds. If any objections are received, please attach a summary of those objections to the proceedings. After the public hearing, if the Council decides not to abandon the proposal to issue the Bonds, the enclosed resolution taking additional action on the issuance should be adopted. Please note that the proceedings have been prepared on the basis that no petition will be filed asking that the question of issuing the Bonds be submitted to the qualified electors of the City. If a valid petition is filed please notify us as soon as possible since the enclosed proceedings will have to be revised to either abandon the proposal to issue the Bonds or direct the County Commissioner to call a special election. The Council is required by statute to adopt the enclosed resolution at the hearing, or an adjournment thereof. If necessary to adjourn, the minutes are written to accommodate that action. If the Council decides to abandon the proposal to issue said Bonds, then the form of resolution included in these proceedings should not be adopted. We would suggest that, in this event, a motion merely be adopted to the effect that such bond proposal is abandoned. Also attached are proceedings to authorize a pre -levy for General Obligation Bonds that will be issued after the budget filing deadline, also for adoption at the March 4, 2024 meeting. This resolution imposes a levy for the Fiscal Year beginning July 1, 2024 and ending June 30, WISHARD & BAILY - 1888; GUERNSEY & BAILY- 1893; BAILY & STIPP - 1901; STIPP, PERRY, BANNISTER & STARZINGER - 1914; BANNISTER, CARPENTER, AHLERS & COONEY - 1950; AHLERS, COONEY, DORWEILER, ALLBEE, HAYNIE & SMITH - 1974; AHLERS, COONEY, DORWEILER, HAYNIE, SMITH & ALLBEE, P.C. -1990 Page 207 of 429 February 21, 2024 Page 2 2025 in the amount of $742,855. The amount should be included in the budget or in an amended budget. It is essential that the Resolution be adopted and filed with the County Auditor prior to April 15, 2024. However, to be included in the certified budget, the Resolution should be adopted and filed prior to certification of the budget. In addition, new Iowa Code section 24.2A (created by Division X of HF 718) requires the County Auditor to mail to all taxpayers by March 20 notice of proposed tax levies and revenues. The Department of Management (DOM) is requesting public bodies upload all anticipated property tax estimates to the DOM software by March 5 (though the statute requires submission by March 15). Appeal to District Court. Section 384.25 of the Code of Iowa, provides that any resident or property owner of the City may appeal the decision to take additional action to issue the Bonds, to the District Court of a county in which any part of the city is located, within 15 days after such additional action is taken, but that the additional action is final and conclusive unless the court finds that the Council exceeded its authority. In the event an appeal is filed, please let us know as soon as possible. Please send an executed copy of the proceedings filled in as the original to our office. We would also appreciate electronic scans. Please let me know if you have any questions. Very truly yours, Ahlers & Cooney, P.C. Kristin Billingsley Cooper FOR THE FIRM KBC:seb Enclosures cc: LeAnn Even, Deputy City Clerk, City of Waterloo (via email w/ encl.) Bridgett Wood, Finance Manager, City of Waterloo (via email w/ encl.) Kim Bahr, Financial Analyst, City of Waterloo (via email w/ encl.) Randy Bennett, Public Works Division Manager (via email w/ encl.) Noel Anderson, Planning and Zoning Director, City of Waterloo (via email w/ encl.) Nancy Higby, Administrative Secretary, City of Waterloo (via email w/encl.) Maggie Burger/Charlotte Nielsen, Speer Financial (via email w/encl.) 02312103\11310-149 Page 208 of 429 ITEMS TO INCLUDE ON AGENDA FOR MARCH 4, 2024 CITY OF WATERLOO, IOWA Not to Exceed $700,000 General Obligation Bonds (GCP-4) • Public hearing on the issuance. • Resolution instituting proceedings to take additional action. NOTICE MUST BE GIVEN PURSUANT TO IOWA CODE CHAPTER 21 AND THE LOCAL RULES OF THE CITY. Page 209 of 429 March 4, 2024 The City Council of the City of Waterloo, State of Iowa, met in session, in the Council Chambers, City Hall, 715 Mulberry Street, Waterloo, Iowa, at .M., on the above date. There were present Mayor Quentin Hart, in the chair, and the following named Council Members: Absent: Vacant: 1 Page 210 of 429 The Mayor announced that this was the time and place for the public hearing and meeting on the matter of the issuance of not to exceed $700,000 General Obligation Bonds, in order to provide funds to pay the costs of the renovation, construction, improvement and equipping of recreation buildings and grounds, including the Center for the Arts, Dunsmore House, Riverfront Stadium, Young Arena, the golf course, the Cedar Valley Sportsplex, tennis courts and ball diamonds and other sports facilities, for general corporate purposes, and that notice of the proposal to issue the Bonds and the right to petition for an election had been published as provided by Section 384.26 of the Code of Iowa, and the Mayor then asked the City Clerk whether any petition had been filed in the Clerk's Office, in the manner provided by Section 362.4 of the Code of Iowa, and the Clerk reported that no such petition had been filed, requesting that the question of issuing the Bonds be submitted to the qualified electors of the City. The Mayor then asked the Clerk whether any written objections had been filed by any resident or property owner of the City to the issuance of the Bonds. The Clerk advised the Mayor and the Council that written objections had been filed. The Mayor then called for oral objections to the issuance of the Bonds and were made. Whereupon, the Mayor declared the time for receiving oral and written objections to be closed. (Attach here a summary of objections received or made, if any) Whereupon, the Mayor declared the hearing on the issuance of the Bonds to be closed. The Council then considered the proposed action and the extent of objections thereto. Whereupon, Council Member introduced and delivered to the Clerk the Resolution hereinafter set out entitled "RESOLUTION INSTITUTING PROCEEDINGS TO TAKE ADDITIONAL ACTION FOR THE ISSUANCE OF NOT TO EXCEED $700,000 GENERAL OBLIGATION BONDS", and moved: o o that the Resolution be adopted. to ADJOURN and defer action on the Resolution and the proposal to institute proceedings for the issuance of bonds to the meeting to be held at .M. on the day of , 2024, at this place. 2 Page 211 of 429 Council Member seconded the motion. The roll was called and the vote was, AYES: NAYS: Whereupon, the Mayor declared the measure duly adopted. RESOLUTION INSTITUTING PROCEEDINGS TO TAKE ADDITIONAL ACTION FOR THE ISSUANCE OF NOT TO EXCEED $700,000 GENERAL OBLIGATION BONDS WHEREAS, pursuant to notice published as required by law, the City Council has held a public meeting and hearing upon the proposal to institute proceedings for the issuance of not to exceed $700,000 General Obligation Bonds, for the general corporate purposes, in order to provide funds to pay the costs of the renovation, construction, improvement and equipping of recreation buildings and grounds, including the Center for the Arts, Dunsmore House, Riverfront Stadium, Young Arena, the golf course, the Cedar Valley Sportsplex, tennis courts and ball diamonds and other sports facilities, and has considered the extent of objections received from residents or property owners as to the proposed issuance of Bonds; and no petition was filed calling for a referendum thereon. The following action is now considered to be in the best interests of the City and residents thereof. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WATERLOO, STATE OF IOWA: Section 1. That this Council does hereby institute proceedings and take additional action for the authorization and issuance in the manner required by law of not to exceed $700,000 General Obligation Bonds, for the foregoing general corporate purposes. Section 2. This Resolution shall serve as a declaration of official intent under Treasury Regulation 1.150-2 and shall be maintained on file as a public record of such intent. It is reasonably expected that the general fund moneys may be advanced from time to time for capital expenditures which are to be paid from the proceeds of the above Bonds. The amounts so advanced shall be reimbursed from the proceeds of the Bonds not later than eighteen months after the initial payment of the capital expenditures or eighteen months after the property is placed in service. Such advancements shall not exceed the amount authorized in this Resolution unless the same are for preliminary expenditures or unless another declaration of intention is adopted. 3 Page 212 of 429 PASSED AND APPROVED this 4th day of March, 2024. ATTEST: Kelley Felchle, City Clerk Quentin Hart, Mayor 4 Page 213 of 429 STATE OF IOWA COUNTY OF BLACK HAWK CERTIFICATE ) ) SS ) I, the undersigned City Clerk of the City of Waterloo, State of Iowa, do hereby certify that attached is a true and complete copy of the portion of the records of the City showing proceedings of the Council, and the same is a true and complete copy of the action taken by the Council with respect to the matter at the meeting held on the date indicated in the attachment, which proceedings remain in full force and effect, and have not been amended or rescinded in any way; that meeting and all action thereat was duly and publicly held in accordance with a notice of meeting and tentative agenda, a copy of which was timely served on each member of the Council and posted on a bulletin board or other prominent place easily accessible to the public and clearly designated for that purpose at the principal office of the Council pursuant to the local rules of the Council and the provisions of Chapter 21, Code of Iowa, upon reasonable advance notice to the public and media at least twenty-four hours prior to the commencement of the meeting as required by law and with members of the public present in attendance; I further certify that the individuals named therein were on the date thereof duly and lawfully possessed of their respective City offices as indicated therein, that no Council vacancy existed except as may be stated in the proceedings, and that no controversy or litigation is pending, prayed or threatened involving the incorporation, organization, existence or boundaries of the City or the right of the individuals named therein as officers to their respective positions. WITNESS my hand and the seal of the Council hereto affixed this day of , 2024. (SEAL) 02312044\11310-168 Kelley Felchle, City Clerk, City of Waterloo, State of Iowa Page 214 of 429 CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Bridgett Wood, Finance Director Finance Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution authorizing the issuance of General Obligation Bonds, Series 2024, and levying a tax for the payment thereof. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. Waterloo (168) - Pre -Levy Proceedings 2024 GO BONDS (02312073x7F7E1) Page 215 of 429 ITEMS TO INCLUDE ON AGENDA FOR MARCH 4, 2024 CITY OF WATERLOO, IOWA General Obligation Bonds, Series 2024 • Resolution authorizing the issuance and levying a tax for the payment thereof. NOTICE MUST BE GIVEN PURSUANT TO IOWA CODE CHAPTER 21 AND THE LOCAL RULES OF THE CITY. Page 216 of 429 March 4, 2024 The City Council of the City of Waterloo, State of Iowa, met in session, in the Council Chambers, City Hall, 715 Mulberry Street, Waterloo, Iowa, at .M., on the above date. There were present Mayor Quentin Hart, in the chair, and the following named Council Members: Absent: Vacant: 1 Page 217 of 429 Council Member introduced the following Resolution entitled "RESOLUTION AUTHORIZING THE ISSUANCE OF GENERAL OBLIGATION BONDS, SERIES 2024, AND LEVYING A TAX FOR THE PAYMENT THEREOF", and moved that the same be adopted. Council Member seconded the motion to adopt. The roll was called and the vote was, AYES: NAYS: Whereupon, the Mayor declared the Resolution duly adopted as follows: RESOLUTION AUTHORIZING THE ISSUANCE OF GENERAL OBLIGATION BONDS, SERIES 2024, AND LEVYING A TAX FOR THE PAYMENT THEREOF WHEREAS, the City of Waterloo, State of Iowa ("Issuer"), is a municipal corporation, organized and existing under the Constitution and laws of the State of Iowa, and is not affected by any special legislation; and WHEREAS, the Issuer is in need of funds to pay costs of the acquisition, improvement and installation of traffic control devices, signage equipment and software, fixtures, equipment and improvements, including but not limited to traffic signal, pavement markings, traffic safety, fiber optics installation, street light fixtures, connections and facilities, and cameras; the acquisition of vehicles and equipment for the Police and Fire Departments; the acquisition of vehicles and equipment for the street, zoning, public works and sign and traffic departments; the rehabilitation and improvement of City parks and the acquisition, repair and replacement of facilities, equipment and improvements commonly found in City parks; the removal, replacement and planting of trees in parks, streetscapes, and public grounds; the construction, reconstruction and repairing of street, sidewalk, skywalk, trail, alley, public ground, marketplace, bridges, pedestrian underpasses and overpasses, and intersection improvements; the acquisition, construction and improvement of real and personal property useful for the protection of property from floods or high waters, including flood control, levees, embankments, waterway, storm water and drainage improvements; the removal or replacement of dead or diseased trees; the acquisition and demolition of dangerous or dilapidated buildings, structures or properties, or funding housing assistance; the reconstruction and improvement of dams; acquiring, developing and improving of a geographic computer data base system suitable for automated mapping and facilities management; the reconstruction and improvement of the city airport; acquisition of communication equipment and other emergency services communication equipment and systems; the construction, reconstruction, improvement, renovation, and equipping of city 2 Page 218 of 429 building and facilities, including recreation buildings, fire stations, community centers, and other public buildings, and also including the acquisition and installation of security equipment for such city facilities; and the construction, reconstruction, improvement, renovation, and equipping of downtown parking ramps and garages; the acquisition and equipping of airport enterprises; the construction, reconstruction, improvement, renovation, and equipping of city building and facilities, including recreation buildings such as the Veterans Memorial Hall and fire stations; the equipping of city hall and other public buildings with technology upgrades, including the acquisition and installation of information technology and data management systems, including network, back-up and recovery, connectivity infrastructure, software, computer systems and server equipment; the reconstruction, improvement, renovation and equipping of public works garages and facilities; the acquisition of vehicles for various city departments, including the parks and building inspection departments; the renovation, construction, improvement and equipping of recreation buildings and grounds, including the Center for the Arts, Dunsmore House, Riverfront Stadium, Young Arena, the golf course, the Cedar Valley Sportsplex, tennis courts and ball diamonds and other sports facilities (the "Project"), and it is deemed necessary and advisable that General Obligation Bonds, Series 2024, in the amount of not to exceed $6,300,000 be issued; and WHEREAS, the City Council has taken such acts as are necessary to authorize issuance of the Bonds. NOW, THEREFORE, IT IS RESOLVED BY THE CITY COUNCIL OF THE CITY OF WATERLOO, STATE OF IOWA: Section 1. Authorization of the Issuance. General Obligation Bonds, Series 2024, in the amount of $6,000,000 shall be issued pursuant to the provisions of Iowa Code Sections 384.25, 384.26 and 384.28 for the purposes covered by the hearing. Section 2. Levy of Annual Tax. For the purpose of providing funds to pay the principal and interest as required under Chapter 76.2, there is levied for each future year the following direct annual tax upon all the taxable property in the City of Waterloo, State of Iowa, to wit: 3 Page 219 of 429 FISCAL YEAR (JULY 1 TO JUNE 30) AMOUNT YEAR OF COLLECTION $742,855.00 2024/2025 $742,612.50 2025/2026 $738,787.50 2026/2027 $743,925.00 2027/2028 $737,487.50 2028/2029 $740,012.50 2029/2030 $596,000.00 2030/2031 $593,750.00 2031/2032 $595,500.00 2032/2033 $596,000.00 2033/2034 $595,250.00 2034/2035 $593,250.00 2035/2036 Principal and interest coming due at any time when the proceeds of the tax on hand are insufficient to pay the amount due shall be promptly paid when due from current funds available for that purpose and reimbursement must be made. Section 3. Amendment of Levy of Annual Tax. Based upon the terms of the future sale of the Bonds to be issued, this Council will file an amendment to this Resolution ("Amended Resolution") with the County Auditor. Section 4. Filing. A certified copy of this Resolution shall be filed with the County Auditor of County of Black Hawk, State of Iowa, who shall, pursuant to Iowa Code Section 76.2, levy, assess and collect the tax in the same manner as other taxes and, when collected, these taxes shall be used only for the purpose of paying principal and interest on the Bonds. PASSED AND APPROVED this 4th day of March, 2024. ATTEST: Kelley Felchle, City Clerk Quentin Hart, Mayor 4 Page 220 of 429 STATE OF IOWA COUNTY OF BLACK HAWK CERTIFICATE ) ) SS ) I, the undersigned City Clerk of the City of Waterloo, State of Iowa, do hereby certify that attached is a true and complete copy of the portion of the records of the City showing proceedings of the Council, and the same is a true and complete copy of the action taken by the Council with respect to the matter at the meeting held on the date indicated in the attachment, which proceedings remain in full force and effect, and have not been amended or rescinded in any way; that meeting and all action thereat was duly and publicly held in accordance with a notice of meeting and tentative agenda, a copy of which was timely served on each member of the Council and posted on a bulletin board or other prominent place easily accessible to the public and clearly designated for that purpose at the principal office of the Council pursuant to the local rules of the Council and the provisions of Chapter 21, Code of Iowa, upon reasonable advance notice to the public and media at least twenty-four hours prior to the commencement of the meeting as required by law and with members of the public present in attendance; I further certify that the individuals named therein were on the date thereof duly and lawfully possessed of their respective City offices as indicated therein, that no Council vacancy existed except as may be stated in the proceedings, and that no controversy or litigation is pending, prayed or threatened involving the incorporation, organization, existence or boundaries of the City or the right of the individuals named therein as officers to their respective positions. WITNESS my hand and the seal of the Council hereto affixed this day of , 2024. (SEAL) Kelley Felchle, City Clerk, City of Waterloo, State of Iowa Page 221 of 429 COUNTY AUDITOR'S CERTIFICATE I, , County Auditor of Black Hawk County, State of Iowa, hereby certify that on the day of , 2024 there was filed in my office the Resolution of the City Council of the City of Waterloo, State of Iowa, adopted on the 4th day of March, 2024, such Resolution levying a tax for the purpose of paying principal and interest on General Obligation Bonds, Series 2024, and authorizing the issuance of the Bonds. (COUNTY SEAL) County Auditor of Black Hawk County, State of Iowa 02312073\11310-168 Page 222 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Bridgett Wood, Finance Director Finance Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving and authorizing a form of Loan and Disbursement Agreement by and between the City of Waterloo, Iowa, and the Iowa Finance Authority, and authorizing and providing for the issuance and securing the payment of $7,948,000.00 Sewer Revenue Capital Loan Notes, Series 2024A, of the City of Waterloo, Iowa, under the provisions of the Code of Iowa, and providing for a method of payment of said Notes; Approval of the Tax Exemption Certificate. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION Page 223 of 429 ATTACHMENTS 1 Waterloo (167) - PDF Letter of Instruction Issuance 2024A Sewer SRF (02312776x7F7E1) 2. Waterloo (167) - Authorizing Resolution 2024A Sewer SRF (02310579x7F7E1) 3. Waterloo (167) - Tax Exemption Certificate 2024A Sewer SRF (02311321 x7F7E1) 4. Waterloo (167) - Loan and Disbursement Agreement 2024A Sewer SRF (02310710x7F7E1) 5. Waterloo (167) - Delivery Certificate 2024A Sewer SRF (02310903x7F7E1) 6. Waterloo (167) - Transcript Certificate 2024A Sewer SRF (02310910x7F7E1) 7. Waterloo (167) - PDF 8038G 2024 SEWER SRF (02312810x7F7E1) 8. Waterloo (167) - PDF Form of Note 2024A Sewer SRF (02312827x7F7E1) Page 224 of 429 AHLERS COONEY ATTORNEYS February 20, 2024 VIA E-MAIL Kelley Felchle City Clerk 715 Mulberry Waterloo, Iowa 50703 Ahlers & Cooney, P.C. Attorneys at Law 100 Court Avenue, Suite 600 Des Moines, Iowa 50309-2231 Phone: 515-243-7611 Fax: 515-243-2149 www.ahlerslaw.com Kristin B. Cooper 515.246.0330 kcooper@ah lerslaw.com RE: Waterloo, Iowa - $7,948,000 Sewer Revenue Capital Loan Notes, Series 2024A (State of Iowa Revolving Fund Loan) (Titus Lift Station project) Dear Kelley: With this letter I am including a resolution approving and authorizing the form of Loan and Disbursement Agreement and authorizing the issuance of the above Note to the Iowa Finance Authority (the "Authority"). The resolution also incorporates by reference the form of the Tax Exemption Certificate and Loan and Disbursement Agreement. The Tax Exemption Certificate sets out in detail a number of facts, promises and obligations which must be met and agreed to by the City in order to maintain this Note as tax exempt. The Loan and Disbursement Agreement also sets forth a number of covenants and agreements on the part of the City with respect to the repayment of the Loan. I am also attaching the final closing certificates. The Transcript Certificate can be completed and dated as soon as final action has been taken. The Delivery Certificate should be executed but left undated. The original form of Note R-1 is attached and should be printed out and scanned to us along with the other documents. The Note should be manually signed by the Mayor and City Clerk on the lines indicated on page 3, the seal of the City should be impressed as indicated and the Treasurer should manually execute as the Registrar where indicated. The date of authentication and date of delivery should be left blank; both dates will be inserted as of the actual closing date of the Loan. The Tax Exemption Certificate is an important document and contains important information concerning the calculated yield on the Notes and a number of covenants and obligations on the part of the City. This certificate should be retained as a part of your permanent records. WISHARD & BAILY - 1888; GUERNSEY & BAILY- 1893; BAILY & STIPP - 1901; STIPP, PERRY, BANNISTER & STARZINGER - 1914; BANNISTER, CARPENTER, AHLERS & COONEY - 1950; AHLERS, COONEY, DORWEILER, ALLBEE, HAYNIE & SMITH - 1974; AHLERS, COONEY, DORWEILER, HAYNIE, SMITH & ALLBEE, P.C. -1990 Page 225 of 429 February 20, 2024 Page 2 Tax exemption is based in part upon the fact that the use of the facilities to be acquired by the City with the proceeds of the Loan will be for the benefit of the public and will not be used in the private trade or business of any business or non -tax-exempt entity. The properties acquired with the proceeds must not be sold or diverted to any private or nonpublic use unless the significance of that action is reviewed by bond counsel. We understand that the proceeds of the loan will be used for the purpose of paying costs of construction of certain improvements and extensions to the Municipal Sanitary Sewer System of the City. All of the financed facilities are expected to be owned by the City and used by the public generally, including industrial users. We understand that there are no contractual arrangements or agreements of any sort between the City and any contributing industry using the municipal system with respect to rates or use of any part of the system. We recognize that contributing industries using the system may be subject to additional surcharges above the current user charges, depending on the strength and volume of the waste they generate. However, any such surcharges must be imposed by virtue of City ordinances and apply to all entities meeting the standards set forth therein. No other charges or payments should be imposed or paid to the City by any contributing industry for wastewater treatment services or Project - related construction and acquisition activities beyond those mandated by ordinance for certain classes of users. These understandings are reflected in the Tax Exemption Certificate, so please let me know immediately if our understandings are not correct in any respect. In addition, the Tax Exemption Certificate sets forth the best knowledge and belief which the City has as of today concerning the timely expenditure of the proceeds as the City reasonably expects expenditures to occur. This Note is issued under the expectation that the City will be exempt from the requirement to rebate arbitrage earnings to the United States Government since you intend to spend the proceeds of the Note for construction purposes within two (2) years of issuance and meet the other requirements of the two-year expenditure exemption from the rebate regulations. There are a number of other general promises and commitments by the City to take or refrain from action, which are necessary to maintain the tax exemption of this Note. You should recognize that these promises and commitments are required of the City on an ongoing basis and that the possibility of some additional future action does exist. Also attached is IRS Form 8038-G -- Information Return for Tax Exempt Governmental Bond Issues. Please sign, do not date and return a hard copy with an original signature to our office for completion. We will send you a completed copy for your file at closing. Please send scans of all of the remaining documents. If you have any questions, please let us know. Page 226 of 429 February 20, 2024 Page 3 Very truly yours, Ahlers & Cooney, P.C. Kristin Billingsley Cooper FOR THE FIRM KBC:seb Enclosures cc: LeAnn Even, Deputy City Clerk, City of Waterloo (via email w/ encl.) Bridgett Wood, Finance Manager, City of Waterloo (via email w/ encl.) Kim Bahr, Financial Analyst, City of Waterloo (via email w/ encl.) Randy Bennett, Public Works Division Manager (via email w/ encl.) Nancy Higby, Administrative Secretary, City of Waterloo (via email w/encl.) Maggie Burger/Charlotte Nielsen, Speer Financial (via email w/encl.) 02310165\11310-167 Page 227 of 429 ITEMS TO INCLUDE ON AGENDA CITY OF WATERLOO, IOWA $7,948,000 Sewer Revenue Capital Loan Notes, Series 2024A. • Resolution approving and authorizing a form of Loan and Disbursement Agreement by and between the City of Waterloo, Iowa, and the Iowa Finance Authority, and authorizing and providing for the issuance and securing the payment of $7,948,000 Sewer Revenue Capital Loan Notes, Series 2024A, of the City of Waterloo, Iowa, under the provisions of the Code of Iowa, and providing for a method of payment of said Notes; Approval of the Tax Exemption Certificate. NOTICE MUST BE GIVEN PURSUANT TO IOWA CODE CHAPTER 21 AND THE LOCAL RULES OF THE CITY. Page 228 of 429 March 4, 2024 The City Council of the City of Waterloo, State of Iowa, met in session, in the Council Chambers, City Hall, 715 Mulberry Street, Waterloo, Iowa, at o'clock .M., on the above date. There were present Mayor Quentin Hart, in the chair, and the following named Council Members: Absent: Vacant: 1 Page 229 of 429 Council Member introduced the following Resolution entitled "A RESOLUTION APPROVING AND AUTHORIZING A FORM OF LOAN AND DISBURSEMENT AGREEMENT BY AND BETWEEN THE CITY OF WATERLOO, IOWA AND THE IOWA FINANCE AUTHORITY, AND AUTHORIZING AND PROVIDING FOR THE ISSUANCE AND SECURING THE PAYMENT OF $7,948,000 SEWER REVENUE CAPITAL LOAN NOTES, SERIES 2024A, OF THE CITY OF WATERLOO, IOWA, UNDER THE PROVISIONS OF THE CODE OF IOWA, AND PROVIDING FOR A METHOD OF PAYMENT OF SAID NOTES; APPROVAL OF THE TAX EXEMPTION CERTIFICATE", and moved its adoption. Council Member seconded the motion to adopt. The roll was called and the vote was: AYES: NAYS: Whereupon the Mayor declared the following Resolution duly adopted: Resolution No. A RESOLUTION APPROVING AND AUTHORIZING A FORM OF LOAN AND DISBURSEMENT AGREEMENT BY AND BETWEEN THE CITY OF WATERLOO, IOWA AND THE IOWA FINANCE AUTHORITY, AND AUTHORIZING AND PROVIDING FOR THE ISSUANCE AND SECURING THE PAYMENT OF $7,948,000 SEWER REVENUE CAPITAL LOAN NOTES, SERIES 2024A, OF THE CITY OF WATERLOO, IOWA, UNDER THE PROVISIONS OF THE CODE OF IOWA, AND PROVIDING FOR A METHOD OF PAYMENT OF SAID NOTES; APPROVAL OF THE TAX EXEMPTION CERTIFICATE WHEREAS, the City Council of the City of Waterloo, Iowa, sometimes hereinafter referred to as the "Issuer", has heretofore established charges, rates and rentals for services which are and will continue to be collected as system revenues of the municipal sewer system, sometimes hereinafter referred to as the "System", and said revenues are available for the payment of Sewer Revenue Capital Loan Notes, Series 2024A, subject to the following premises; and WHEREAS, the Issuer proposes to issue its Sewer Revenue Capital Loan Notes, Series 2024A, to the extent of $7,948,000, for the purpose of defraying the costs of the Project as set 2 Page 230 of 429 forth in Section 1 of this Resolution; and, it is deemed necessary and advisable and in the best interests of the City that a form of Loan and Disbursement Agreement by and between the City and the Iowa Finance Authority, be approved and authorized; and WHEREAS, there were previously issued $1,600,000 Taxable Sewer Revenue Capital Loan Notes, Series 2018, dated May 18, 2018; $2,077,000 Taxable Sewer Revenue Capital Loan Notes, Series 2019, dated April 19, 2019; $1,128,000 Taxable Sewer Revenue Capital Loan Notes, Series 2020A, dated September 4, 2020; $5,138,000 Taxable Sewer Revenue Capital Loan Notes, Series 2020B, dated September 4, 2020 (as amended on November 18, 2022 resulting in a $4,861,743.40 Taxable Sewer Revenue Capital Loan Note (Sponsored Project Amendment), Series 2022E); $19,186,000 Taxable Sewer Revenue Capital Loan Notes, Series 2020C, dated September 4, 2020; $8,105,000 Taxable Sewer Revenue Capital Loan Notes, Series 2022A, dated May 13, 2022; $4,202,000 Taxable Sewer Revenue Capital Loan Notes, Series 2022B, dated May 13, 2022; $1,036,000 Taxable Sewer Revenue Capital Loan Notes, Series 2022C, dated May 13, 2022; $1,068,000 Sewer Revenue Capital Loan Note, Series 2022D, dated November 18, 2022; $4,045,000 Sewer Revenue Capital Loan Notes, Series 2023B; and $1,014,000 Sewer Revenue Capital Loan Notes, Series 2023C, part of each of which remain outstanding and are a lien on the Net Revenues of the System (the "Outstanding Obligations"). WHEREAS, In the Prior Note Resolutions (as hereinafter defined) it is provided that additional revenue notes or bonds may be issued on a parity with the outstanding notes or bonds, for the costs of future improvements and extensions to the System, provided that there has been procured and placed on file with the City Clerk, a statement complying with the conditions and limitations therein imposed upon the issuance of said parity notes or bonds; and WHEREAS, the Original Purchaser of the current issue of Notes also purchased and holds the Outstanding Obligations issue and has waived any requirement in the resolution authorizing the Outstanding Obligations to obtain a "parity certificate" from an independent auditor, and hereby consents to the current issue on an equal parity to the Outstanding Obligations; and WHEREAS, the notice of intention of Issuer to take action for the issuance of not to exceed $7,948,000 Sewer Revenue Capital Loan Notes has heretofore been duly published, no objections to such proposed action have been filed, and the Issuer has held a public meeting and hearing upon the proposal to institute proceedings for the issuance of the Note, and is now authorized to proceed with said issuance. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WATERLOO, STATE OF IOWA: Section 1. Definitions. The following terms shall have the following meanings in this Resolution unless the text expressly or by necessary implication requires otherwise: 3 Page 231 of 429 • "Additional Obligations" shall mean any sewer revenue bonds or notes or other obligations issued on a parity with the Notes in accordance with the provisions of Section 21 hereof. • "Agreement" shall mean a Loan and Disbursement Agreement dated as of the Closing between the City and the Original Purchaser relating to the Loan made to the City under the Program. • " City Clerk" shall mean the City Clerk or such other officer of the successor Governing Body as shall be charged with substantially the same duties and responsibilities. • "Closing" shall mean the date of delivery of the Note to the Original Purchaser and the funding of the Loan. • "Corporate Seal" shall mean the official seal of Issuer adopted by the Governing Body. • "Fiscal Year" shall mean the twelve months' period beginning on July 1 of each year and ending on the last day of June of the following year, or any other consecutive twelve-month period adopted by the Governing Body or by law as the official accounting period of the System; provided, that the requirements of a fiscal year as expressed in this Resolution shall exclude any payment of principal or interest falling due on the first day of the fiscal year and include any payment of principal or interest falling due on the first day of the succeeding fiscal year. • "Governing Body" shall mean the City Council, or its successor in function with respect to the operation and control of the System. • "Independent Auditor" shall mean an independent firm of certified public accountants or the Auditor of State. • "Issuer" and "City" shall mean the City of Waterloo, Iowa. • "Loan" shall mean the principal amount allocated by the Original Purchaser to the City under the Program, equal in amount to the principal amount of the Notes. • "Net Revenues" shall mean gross earnings of the System after deduction of Current Expenses; "Current Expenses" shall mean and include the reasonable and necessary cost of operating, maintaining, repairing and insuring the System, including purchases at wholesale, if any, salaries, wages, and costs of materials and supplies, but excluding depreciation and principal of and interest on the Notes and any Parity Obligations or payments to the various funds established herein; capital costs, depreciation and interest or principal payments are not System expenses. 4 Page 232 of 429 • "Notes" or "Note" shall mean $7,948,000 Sewer Revenue Capital Loan Notes, Series 2024A, authorized to be issued by this Resolution. • "Original Purchaser" shall mean the Iowa Finance Authority, as the purchaser of the Notes from the Issuer at the time of their original issuance. • "Outstanding Obligations" shall mean: • Sewer Revenue Capital Loan Notes, Series 2023C, dated December 22, 2023, issued in accordance with a resolution dated December 4, 2023, $5,070.00 of which obligations are still outstanding and unpaid and remain a lien on the Net Revenues of the System; • Sewer Revenue Capital Loan Notes, Series 2023B, dated August 25, 2023, issued in accordance with a resolution dated August 7, 2023, $ $2,144,653.19 of which obligations are still outstanding and unpaid and remain a lien on the Net Revenues of the System; • Sewer Revenue Capital Loan Notes, Series 2022A, dated May 13, 2022, issued in accordance with a resolution dated April 18, 2022, $ $7,423,748.81 of which obligations are still outstanding and unpaid and remain a lien on the Net Revenues of the System; • Sewer Revenue Capital Loan Notes, Series 2022B, dated May 13, 2022, issued in accordance with a resolution dated April 18, 2022, $3,905,000 of which obligations are still outstanding and unpaid and remain a lien on the Net Revenues of the System; • Sewer Revenue Capital Loan Notes, Series 2022C, dated May 13, 2022, issued in accordance with a resolution dated April 18, 2022, $993,000 which obligations are still outstanding and unpaid and remain a lien on the Net Revenues of the System; • Sewer Revenue Capital Loan Notes, Series 2022D, dated December 16, 2022, issued in accordance with a resolution dated November 21, 2022, $1,010,880.32 of which obligations are still outstanding and unpaid and remain a lien on the Net Revenues of the System; • Sewer Revenue Capital Loan Note, Series 2020A, dated September 4, 2020, issued in accordance with a resolution dated August 10, 2020, $936,000 of which obligations are still outstanding and unpaid and remain a lien on the Net Revenues of the System; • Sewer Revenue Capital Loan Note, Series 2020B, dated September 4, 2020, issued in accordance with a resolution dated August 10, 2020, and amended on November 18, 2022 resulting in a Series 2022E Note, $4,610,000 of which obligations are still outstanding and unpaid and remain a lien on the Net Revenues of the System; • Sewer Revenue Capital Loan Note, Series 2020C, dated September 4, 2020, issued in accordance with a resolution dated August 10, 2020, $17,591,000 of which obligations are still outstanding and unpaid and remain a lien on the Net Revenues of the System; 5 Page 233 of 429 • Sewer Revenue Capital Loan Notes, Series 2019, dated April 19, 2019, issued in accordance with a resolution dated March 25, 2019; $1,112,000 of which obligations are still outstanding and unpaid and remain a lien on the Net Revenues of the System; and • Taxable Sewer Revenue Capital Loan Note, Series 2018 dated May 18, 2018, issued in accordance with a resolution dated April 30, 2018, $1,185,000 of which obligations are still outstanding and unpaid and remain a lien on the Net Revenues of the System. • "Parity Obligations" shall mean notes or bonds payable solely from the Net Revenues of the System on an equal basis with the Notes herein authorized to be issued and shall include Additional Obligations as authorized to be issued under the terms of this Resolution and the Outstanding Obligations. • "Paying Agent" shall mean the City Treasurer, or such successor as may be approved by Issuer as provided herein and who shall carry out the duties prescribed herein as Issuer's Agent to provide for the payment of principal of and interest on the Notes as the same shall become due. • "Permitted Investments" shall mean: ■ direct obligations of (including obligations issued or held in book entry form on the books of) the Department of the Treasury of the United States of America; ■ cash (insured at all times by the Federal Deposit Insurance Corporation or otherwise collateralized with obligations described in the above paragraph); ■ obligations of any of the following federal agencies which obligations represent full faith and credit of the United States of America, including: - Export - Import Bank - Farm Credit System Financial Assistance Corporation - USDA - Rural Development - General Services Administration - U.S. Maritime Administration - Small Business Administration - Government National Mortgage Association (GNMA) - U.S. Department of Housing & Urban Development (PHA's) - Federal Housing Administration ■ repurchase agreements whose underlying collateral consists of the investments set out above if the Issuer takes delivery of the collateral either directly or through an authorized custodian. Repurchase agreements do not include reverse repurchase agreements; 6 Page 234 of 429 ■ senior debt obligations rated "AAA" by Standard & Poor's Corporation (S&P) or "Aaa" by Moody's Investors Service Inc. (Moody's) issued by the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation; ■ U.S. dollar denominated deposit accounts, federal funds and banker's acceptances with domestic commercial banks which have a rating on their short- term certificates of deposit on the date of purchase of "A-1" or "A-1+" by S&P or "P-1" by Moody's and maturing no more than 360 days after the date of purchase (ratings on holding companies are not considered as the rating of the bank); ■ commercial paper which is rated at the time of purchase in the single highest classification, "A-1+" by S&P or "P-1" by Moody's and which matures not more than 270 days after the date of purchase; ■ investments in a money market fund rated "AAAm" or "AAAm-G" or better by S&P; • pre -refunded Municipal Obligations, defined as any bonds or other obligations of any state of the United States of America or of any agency, instrumentality or local governmental unit of any such state which are not callable at the option of the obligor prior to maturity or as to which irrevocable instructions have been given by the obligor to call on the date specified in the notice; and (a) which are rated, based on an irrevocable escrow account or fund (the "escrow"), in the highest rating category of S&P or Moody's or any successors thereto; or (b)(i) which are fully secured as to principal and interest and redemption premium, if any, by an escrow consisting only of cash or direct obligations of the Department of the Treasury of the United States of America, which escrow may be applied only to the payment of such principal of and interest and redemption premium, if any, on such bonds or other obligations on the maturity date or dates thereof or the specified redemption date or dates pursuant to such irrevocable instructions, as appropriate; and (ii) which escrow is sufficient, as verified by a nationally recognized independent certified public accountant, to pay principal of and interest and redemption premium, if any, on the bonds or other obligations described in this paragraph on the maturity date or dates specified in the irrevocable instructions referred to above, as appropriate; • tax exempt bonds as defined and permitted by section 148 of the Internal Revenue Code and applicable regulations and only if rated within the two highest classifications as established by at least one of the standard rating services approved by the superintendent of banking by rule adopted pursuant to chapter 17A Code of Iowa; • an investment contract rated within the two highest classifications as established by at least one of the standard rating services approved by the 7 Page 235 of 429 superintendent of banking by rule adopted pursuant to chapter 17A Code of Iowa; and ■ Iowa Public Agency Investment Trust. • "Prior Note Resolutions" shall mean the resolution of the City Council adopted on December 4, 2023, authorizing the issuance of the $1,014,000 Sewer Revenue Capital Loan Notes, Series 2023C dated December 22, 2023; the resolution of the City Council adopted on August 7, 2023, authorizing the issuance of the $4,045,000 Sewer Revenue Capital Loan Notes, Series 2023B dated August 25, 2023; the resolution of the City Council adopted on October 17, 2022, authorizing the issuance of the $4,861,743.40 Taxable Sewer Revenue Capital Loan Note (Sponsored Project Amendment), Series 2022E dated November 18, 2022; the resolution of the City Council adopted on November 21, 2022, authorizing the issuance of the $1,068,000 Sewer Revenue Capital Loan Notes, Series 2022D, dated December 16, 2022; the resolution of the City Council adopted on April 18, 2022, authorizing the issuance of the $1,036,000 Taxable Sewer Revenue Capital Loan Notes, Series 2022C dated May 13, 2022; the resolution of the City Council adopted $4,202,000 Taxable Sewer Revenue Capital Loan Notes, Series 2022B dated May 13, 2022; the resolution of the City Council adopted on April 18, 2022, authorizing the issuance of the Sewer Revenue Capital Loan Notes, Series 2022A, dated May 13, 2022; the resolution of the City Council adopted on April 18, 2022, authorizing the issuance of the Sewer Revenue Capital Loan Notes, Series 2022B, dated May 13, 2022; the resolution of the City Council adopted on April 18, 2022, authorizing the issuance of the Sewer Revenue Capital Loan Notes, Series 2022C, dated May 13, 2022; the resolution of the City Council adopted on August 10, 2020, authorizing the issuance of the Sewer Revenue Capital Loan Notes, Series 2020A, dated September 4, 2020; the resolution of the City Council adopted on August 10, 2020, authorizing the issuance of the Sewer Revenue Capital Loan Notes, Series 2020B, dated September 4, 2020; the resolution of the City Council adopted on August 10, 2020, authorizing the issuance of the Sewer Revenue Capital Loan Notes, Series 2020C, dated September 4, 2020; the resolution of the City Council adopted on April 30, 2018, authorizing the issuance of the Sewer Revenue Capital Loan Notes, Series 2018, dated May 18, 2018; and the resolution of the City Council adopted on March 25, 2019, authorizing the issuance of the Sewer Revenue Capital Loan Notes, Series 2019, dated April 19, 2019. • "Program" shall mean the Iowa Water Pollution Control Works Financing Program undertaken by the Original Purchaser. • "Project" shall mean the costs of acquisition, construction, reconstruction, extending, remodeling, improving, repairing and equipping all or part of the Municipal Sewer System, including those costs associated with including for the Titus Lift Station project. • "Project Fund" shall mean the Loan Account maintained under the Program for the benefit of the Issuer, into which the proceeds of the Loan and the Note shall be allocated and held until disbursed to pay Project costs. 8 Page 236 of 429 • "Rebate Fund" shall mean the fund so defined in and established pursuant to the Tax Exemption Certificate. • "Registrar" shall be the City Treasurer, or such successor as may be approved by Issuer as provided herein and who shall carry out the duties prescribed herein with respect to maintaining a register of the owners of the Notes. Unless otherwise specified, the Registrar shall also act as Transfer Agent for the Notes. • "System" shall mean the municipal sewer system utility of the Issuer and all properties of every nature hereinafter owned by the Issuer comprising part of or used as a part of the System, including all wastewater treatment facilities, including all wastewater treatment facilities, sanitary sewers, force mains, pumping stations and all related property and improvements and extensions made by Issuer while any of the Notes or Parity Obligations remain outstanding; all real and personal property; and all appurtenances, contracts, leases, franchises and other intangibles. • "Tax Exemption Certificate" shall mean the Tax Exemption Certificate executed by the Treasurer and delivered at the time of issuance and delivery of the Notes. • "Treasurer" shall mean the City Treasurer or such other officer as shall succeed to the same duties and responsibilities with respect to the recording and payment of the Notes issued hereunder. • "Yield Restricted" shall mean required to be invested at a yield that is not materially higher than the yield on the Notes under Section 148(a) of the Internal Revenue Code or regulations issued thereunder. Section 2. Authority. The Agreement and the Notes authorized by this Resolution shall be issued pursuant to Sections 384.24A and 384.83 of the Code of Iowa, and in compliance with all applicable provisions of the Constitution and laws of the State of Iowa. The Agreement shall be substantially in the form attached to this Resolution and is authorized to be executed and issued on behalf of the Issuer by the Mayor and attested by the City Clerk. Section 3. Authorization and Purpose. There are hereby authorized to be issued, negotiable, serial, fully registered Revenue Notes of the City of Waterloo, in the County of Black Hawk, Iowa, each to be designated as "Sewer Revenue Capital Loan Note, Series 2024A", in the aggregate amount of $7,948,000, for the purpose of paying costs of the Project. The City Council, pursuant to Sections 384.24A and 384.83 of the Code of Iowa, hereby finds and determines that it is necessary and advisable to issue said Notes authorized by the Agreement and this Resolution. Section 4. Source of Payment. The Notes herein authorized and Parity Obligations and the interest thereon shall be payable solely and only out of the Net Revenues of the System and shall be a first lien on the future Net Revenues of the System. The Notes shall not be general obligations of the Issuer nor shall they be payable in any manner by taxation and the Issuer shall 9 Page 237 of 429 be in no manner liable by reason of the failure of the said Net Revenues to be sufficient for the payment of the Notes. Section 5. Note Details. Sewer Revenue Capital Loan Notes, Series 2024A, of the City in the amount of $7,948,000, shall be issued to evidence the obligations of the Issuer under the Agreement pursuant to the provisions of Sections 384.24A and 384.83 of the Code of Iowa for the aforesaid purpose. The Notes shall be designated "SEWER REVENUE CAPITAL LOAN NOTE, SERIES 2024A", be dated the date of delivery, and bear interest at the rate of 2.430% per annum from the date of each advancement made under the Agreement, until payment thereof, at the office of the Paying Agent, said interest payable on June 1, 2024, and semi-annually thereafter on the 1st day of June and December in each year until maturity as set forth on the Debt Service Schedule attached to the Agreement as Exhibit A and incorporated herein by this reference. As set forth on said Debt Service Schedule, principal shall be payable on June 1, 2025 and annually thereafter on the 1st day of June in the amounts set forth therein until principal and interest are fully paid, except that the final installment of the entire balance of principal and interest, if not sooner paid, shall become due and payable on June 1, 2044. Notwithstanding the foregoing or any other provision hereof, principal and interest shall be payable as shown on said Debt Service Schedule until completion of the Project, at which time the final Debt Service Schedule shall be determined based upon actual advancements, final costs and completion of the Project, all as provided in the administrative rules governing the Program. Payment of principal and interest on the Notes shall at all times conform to said Debt Service Schedule and the rules of the Program. The Notes shall be executed by the manual or facsimile signature of the Mayor and attested by the manual or facsimile signature of the Clerk, and impressed or imprinted with the seal of the City and shall be fully registered as to both principal and interest as provided in this Resolution; principal, interest and premium, if any, shall be payable at the office of the Paying Agent by mailing of a check, wire transfer or automated clearing house system transfer to the registered owner of the Note. The Notes shall be in the denomination of $1,000 or multiples thereof and may at the request of the Original Purchaser be initially issued as a single Note in the denomination of $7,948,000 and numbered R-1. Section 6. Initiation Fee and Servicing Fee. In addition to the payment of principal of and interest on the Notes, the Issuer also agrees to pay the Initiation Fee and the Servicing Fee as defined and in accordance with the terms of the Agreement. Section 7. Redemption. The Notes are subject to optional redemption at a price of par plus accrued interest (i) on any date upon receipt of written consent of the Original Purchaser or (ii) in the event that all or substantially all of the Project is damaged or destroyed. Any optional redemption of the Notes may be made from any funds regardless of source, in whole or from time to time in part, in inverse order of maturity, by giving not less than thirty (30) days' notice of redemption by certified or registered mail to the Original Purchaser (or any other registered owner of the Note). The terms of redemption shall be par, plus accrued interest to date of call. The Notes are also subject to mandatory redemption as set forth in Section 5 of the Agreement. - 10 - Page 238 of 429 Section 8. Registration of Notes; Appointment of Registrar; Transfer; Ownership; Delivery; and Cancellation. (a) Registration. The ownership of Notes may be transferred only by the making of an entry upon the books kept for the registration and transfer of ownership of the Notes, and in no other way. The Treasurer is hereby appointed as Note Registrar under the terms of this Resolution. Registrar shall maintain the books of the Issuer for the registration of ownership of the Notes for the payment of principal of and interest on the Notes as provided in this Resolution. All Notes shall be negotiable as provided in Article 8 of the Uniform Commercial Code subject to the provisions for registration and transfer contained in the Notes and in this Resolution. (b) Transfer. The ownership of any Note may be transferred only upon the Registration Books kept for the registration and transfer of Notes and only upon surrender thereof at the office of the Registrar together with an assignment duly executed by the holder or his duly authorized attorney in fact in such form as shall be satisfactory to the Registrar, along with the address and social security number or federal employer identification number of such transferee (or, if registration is to be made in the name of multiple individuals, of all such transferees). In the event that the address of the registered owner of a Note (other than a registered owner which is the nominee of the broker or dealer in question) is that of a broker or dealer, there must be disclosed on the Registration Books the information pertaining to the registered owner required above. Upon the transfer of any such Note, a new fully registered Note, of any denomination or denominations permitted by this Resolution in aggregate principal amount equal to the unmatured and unredeemed principal amount of such transferred fully registered Note, and bearing interest at the same rate and maturing on the same date or dates shall be delivered by the Registrar. (c) Registration of Transferred Notes. In all cases of the transfer of the Notes, the Registrar shall register, at the earliest practicable time, on the Registration Books, the Notes, in accordance with the provisions of this Resolution. (d) Ownership. As to any Note, the person in whose name the ownership of the same shall be registered on the Registration Books of the Registrar shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of or on account of the principal of any such Notes and the premium, if any, and interest thereon shall be made only to or upon the order of the registered owner thereof or his legal representative. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Note, including the interest thereon, to the extent of the sum or sums so paid. (e) Cancellation. All Notes which have been redeemed shall not be reissued but shall be cancelled by the Registrar. All Notes which are cancelled by the Registrar shall be destroyed and a Certificate of the destruction thereof shall be furnished promptly to the Issuer; provided that if the Issuer shall so direct, the Registrar shall forward the cancelled Notes to the Issuer. -11- Page 239 of 429 (f) Non -Presentment of Notes. In the event any payment check, wire, or electronic transfer of funds representing payment of principal of or interest on the Notes is returned to the Paying Agent or if any note is not presented for payment of principal at the maturity or redemption date, if funds sufficient to pay such principal of or interest on Notes shall have been made available to the Paying Agent for the benefit of the owner thereof, all liability of the Issuer to the owner thereof for such interest or payment of such Notes shall forthwith cease, terminate and be completely discharged, and thereupon it shall be the duty of the Paying Agent to hold such funds, without liability for interest thereon, for the benefit of the owner of such Notes who shall thereafter be restricted exclusively to such funds for any claim of whatever nature on his part under this Resolution or on, or with respect to, such interest or Notes. The Paying Agent's obligation to hold such funds shall continue for a period equal to two years and six months following the date on which such interest or principal became due, whether at maturity, or at the date fixed for redemption thereof, or otherwise, at which time the Paying Agent shall surrender any remaining funds so held to the Issuer, whereupon any claim under this Resolution by the Owners of such interest or Notes of whatever nature shall be made upon the Issuer. Section 9. Reissuance of Mutilated, Destroyed, Stolen or Lost Notes. In case any outstanding Note shall become mutilated or be destroyed, stolen or lost, the Issuer shall at the request of Registrar authenticate and deliver a new Note of like tenor and amount as the Note so mutilated, destroyed, stolen or lost, in exchange and substitution for such mutilated Note to Registrar, upon surrender of such mutilated Note, or in lieu of and substitution for the Note destroyed, stolen or lost, upon filing with the Registrar evidence satisfactory to the Registrar and Issuer that such Note has been destroyed, stolen or lost and proof of ownership thereof, and upon furnishing the Registrar and Issuer with satisfactory indemnity and complying with such other reasonable regulations as the Issuer or its agent may prescribe and paying such expenses as the Issuer may incur in connection therewith. Section 10. Record Date. Payments of principal and interest, otherwise than upon full redemption, made in respect of any Note, shall be made to the registered holder thereof or to their designated Agent as the same appear on the books of the Registrar on the 15th day of the month preceding the payment date. All such payments shall fully discharge the obligations of the Issuer in respect of such Notes to the extent of the payments so made. Upon receipt of the final payment of principal, the holder of the Note shall surrender the Note to the Paying Agent. Section 11. Execution, Authentication and Delivery of the Notes. Upon the adoption of this Resolution, the Mayor and City Clerk shall execute the Notes by their manual or authorized signature and deliver the Notes to the Registrar, who shall authenticate the Notes and deliver the same to or upon order of the Original Purchaser. No Note shall be valid or obligatory for any purpose or shall be entitled to any right or benefit hereunder unless the Registrar shall duly endorse and execute on such Note a Certificate of Authentication substantially in the form of the Certificate herein set forth. Such Certificate upon any Note executed on behalf of the Issuer shall be conclusive evidence that the Note so authenticated has been duly issued under this Resolution and that the holder thereof is entitled to the benefits of this Resolution. - 12 - Page 240 of 429 Section 12. Right to Name Substitute Paying Agent or Registrar. Issuer reserves the right to name a substitute, successor Registrar or Paying Agent upon giving prompt written notice to each registered noteholder. Section 13. Form of Note. Notes shall be printed in substantial compliance with standards proposed by the American Standards Institute substantially in the form as follows: (6) (7) (6) (8) (1) (2) (3) (4) (5) (9) (9a) (10) (Continued on the back of this Bond) (11)(12)(13) (14) FIGURE 1 (Front) (15) - 13 - Page 241 of 429 (10) (Continued) (16) FIGURE 2 (Back) The text of the Notes to be located thereon at the item numbers shown shall be as follows: Item 1, figure 1 = "STATE OF IOWA" "COUNTY OF BLACK HAWK" " CITY OF WATERLOO" "SEWER REVENUE CAPITAL LOAN NOTE" - 14 - Page 242 of 429 "SERIES 2024A" Item 2, figure 1 = Rate: 2.430% Item 3, figure 1 = Final Maturity: Item 4, figure 1 = Note Date: Item 5, figure 1 = CUSIP # - N/A Item 6, figure 1 = "Registered" Item 7, figure 1 = Certificate No. R-1 Item 8, figure 1 = Principal Amount: Item 9, figure 1 = The City of Waterloo, Iowa, a municipal corporation organized and existing under and by virtue of the Constitution and laws of the State of Iowa (the "Issuer"), for value received, promises to pay from the source and as hereinafter provided, on the maturity date indicated above, to IOWA FINANCE AUTHORITY Item 10, figure 1 = or registered assigns, the principal sum of (principal amount written out) in lawful money of the United States of America, on the maturity dates and in the principal amounts set forth on the Debt Service Schedule attached hereto and incorporated herein by this reference, with interest on said sum from the date of each advancement made under a certain Loan and Disbursement Agreement dated as of the date hereof until paid at the rate of 2.430% per annum, payable on June 1, 2024, and semi-annually thereafter on the 1st day of June and December in each year. As set forth on said Debt Service Schedule, principal shall be payable on June 1, 2025 and annually thereafter on the first day of June in the amounts set forth therein until principal and interest are fully paid, except that the final installment of the entire balance of principal and interest, if not sooner paid, shall become due and payable on June 1, 2044. Notwithstanding the foregoing or any other provision hereof, principal and interest shall be payable as shown on said Debt Service Schedule until completion of the Project, at which time the final Debt Service Schedule shall be determined and attached hereto based upon actual advancements, final costs and completion of the Project, all as provided in the administrative rules governing the Iowa Water Pollution Control Works Financing Program. Payment of principal and interest of this Note shall at all times conform to said Debt Service Schedule and the rules of the Iowa Water Pollution Control Works Financing Program. Interest and principal shall be paid to the registered holder of the Note as shown on the records of ownership maintained by the Registrar as of the 15th day of the month next preceding such interest payment date. Interest shall be computed on the basis of a 360-day year of twelve 30-day months. This Note is issued pursuant to the provisions of Sections 384.24A and 384.83 of the Code of Iowa, for the purpose of paying costs of acquisition, construction, reconstruction, extending, remodeling, improving, repairing and equipping all or part of the Municipal Sewer System, including those costs associated with including for the Titus Lift Station project, and evidences amounts payable under a certain Loan and Disbursement Agreement dated as of the date hereof, in conformity to a Resolution of the City Council of the City duly passed and - 15 - Page 243 of 429 approved. For a complete statement of the revenues and funds from which and the conditions under which this Note is payable, a statement of the conditions under which additional notes or bonds of equal standing may be issued, and the general covenants and provisions pursuant to which this Note is issued, reference is made to the above -described Loan and Disbursement Agreement and Resolution. This Note is subject to optional redemption at a price of par plus accrued interest (i) on any date upon receipt of written consent of the Iowa Finance Authority or (ii) in the event that all or substantially all of the Project is damaged or destroyed. Any optional redemption of this Note may be made from any funds regardless of source, in whole or from time to time in part, in inverse order of maturity, by lot by giving thirty (30) days' notice of redemption by certified or registered mail, to the Iowa Finance Authority (or any other registered owner of the Note). This Note is also subject to mandatory redemption as set forth in Section 5 of the Agreement. Ownership of this Note may be transferred only by transfer upon the books kept for such purpose by the City Treasurer, Waterloo, Iowa, Iowa, the Registrar. Such transfer on the books shall occur only upon presentation and surrender of this Note at the office of the Registrar, together with an assignment duly executed by the owner hereof or his duly authorized attorney in the form as shall be satisfactory to the Registrar. Issuer reserves the right to substitute the Registrar and Paying Agent but shall, however, promptly give notice to registered Noteholders of such change. All Notes shall be negotiable as provided in Article 8 of the Uniform Commercial Code and subject to the provisions for registration and transfer contained in the Note Resolution. This Note and the series of which it forms a part, Outstanding Obligations ranking on a parity therewith and any Additional Obligations which may be hereafter issued and outstanding from time to time on a parity with said Notes, as provided in the Resolution and Loan and Disbursement Agreement of which notice is hereby given and which are hereby made a part hereof, are payable from and secured by a pledge of the Net Revenues of the municipal sewer system utility (the "System"), as defined and provided in said Resolution. There has heretofore been established and the City covenants and agrees that it will maintain just and equitable rates or charges for the use of and service rendered by said System in each year for the payment of the proper and reasonable expenses of operation and maintenance of said System and for the establishment of a sufficient sinking fund to meet the principal of and interest on this series of Notes, and other obligations ranking on a parity therewith, as the same become due. This Note is not payable in any manner by taxation and under no circumstances shall the City be in any manner liable by reason of the failure of said Net Revenues to be sufficient for the payment hereof. And it is hereby represented and certified that all acts, conditions and things requisite, according to the laws and Constitution of the State of Iowa, to exist, to be had, to be done, or to be performed precedent to the lawful issue of this Note, have been existent, had, done and performed as required by law. IN TESTIMONY WHEREOF, said City by its City Council has caused this Note to be signed by the manual or facsimile signature of its Mayor and attested by the manual or facsimile signature of its City Treasurer, with the seal of said City impressed hereon, and authenticated by - 16 - Page 244 of 429 the manual or facsimile signature of an authorized representative of the Registrar, the City Treasurer of the City of Waterloo, Iowa, all as of the day of 2024. Item 11, figure 1 = Date of authentication: Item 12, figure 1 = This is one of the Notes described in the within mentioned Resolution, as registered by the City Treasurer. Item 13, figure 1 CITY TREASURER By: Registrar = Registrar and Transfer Agent: City Treasurer Paying Agent: City Treasurer SEE REVERSE FOR CERTAIN DEFINITIONS Item 14, figure 1 = (Seal) Item 15, figure 1 = (Signature Block) CITY OF WATERLOO, STATE OF IOWA By: manual or facsimile Mayor ATTEST: By: manual or facsimile City Clerk Item 17, figure 2 = [Assignment Block] [Information Required for Registration] ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto (Social Security or Tax Identification No. ) the within Note and does hereby irrevocably constitute and appoint attorney in fact to transfer the said Note on the books kept for registration of the within Note, with full power of substitution in the premises. Dated: - 17 - Page 245 of 429 (Person(s) executing this Assignment sign(s) here) SIGNATURE ) GUARANTEED) IMPORTANT - READ CAREFULLY The signature(s) to this Power must correspond with the name(s) as written upon the face of the certificate(s) or bond(s) in every particular without alteration or enlargement or any change whatever. Signature guarantee must be provided in accordance with the prevailing standards and procedures of the Registrar and Transfer Agent. Such standards and procedures may require signature to be guaranteed by certain eligible guarantor institutions that participate in a recognized signature guarantee program. INFORMATION REQUIRED FOR REGISTRATION OF TRANSFER Name of Transferee(s) Address of Transferee(s) Social Security or Tax Identification Number of Transferee(s) Transferee is a(n): Individual* Corporation Partnership Trust *If the Note is to be registered in the names of multiple individual owners, the names of all such owners and one address and social security number must be provided. The following abbreviations, when used in the inscription on the face of this Note, shall be construed as though written out in full according to applicable laws or regulations: TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with rights of survivorship and not as tenants in common IA UNIF TRANS MIN ACT - Custodian (Cust) (Minor) Under Iowa Uniform Transfers to Minors Act (State) Section 14. Equality of Lien. The timely payment of principal of and interest on the Notes and Parity Obligations shall be secured equally and ratably by the Net Revenues of the System without priority by reason of number or time of sale or delivery; and the Net Revenues of - 18 - Page 246 of 429 the System are hereby irrevocably pledged to the timely payment of both principal and interest as the same become due. Section 15. Application of Note Proceeds - Project Fund. Proceeds of the Notes shall be credited to the Project Fund and expended therefrom for the purposes of issuance. Any amounts on hand in the Project Fund shall be available for the payment of the principal of or interest on the Notes at any time that other funds of the System shall be insufficient to the purpose, in which event such funds shall be repaid to the Project Fund at the earliest opportunity. Any balance on hand in the Project Fund and not immediately required for its purposes may be invested not inconsistent with limitations provided by law, the Internal Revenue Code and this Resolution. Section 16. User Rates. There has heretofore been established and published as required by law, just and equitable rates or charges for the use of the service rendered by the System. Said rates or charges shall be paid by the owner of each and every lot, parcel of real estate, or building that is connected with and uses the System, by or through any part of the System or that in any way uses or is served by the System. Any revenue paid and collected for the use of the System and its services by the Issuer or any department, agency or instrumentality of the Issuer shall be used and accounted for in the same manner as any other revenues derived from the operations of the System. Section 17. Application of Revenues. From and after the delivery of any Notes, and as long as any of the Notes or Parity Obligations shall be outstanding and unpaid either as to principal or as to interest, or until all of the Notes and Parity Obligations then outstanding shall have been discharged and satisfied in the manner provided in this Resolution, the entire income and revenues of the System shall be deposited as collected in a fund to be known as the Sewer Revenue Fund (the "Revenue Fund"), and shall be disbursed only as follows: The provisions in the Prior Note Resolutions, whereby there was created and is to be maintained a Sewer Revenue Note Principal and Interest Sinking Fund, and for the monthly payment into said fund from the future Net Revenues of the System such portion thereof as will be sufficient to meet the principal and interest of the Outstanding Obligations, are hereby ratified and confirmed, and all such provisions inure to and constitute the security for the payment of the principal and interest on Notes hereby authorized to be issued; provided, however, that the amounts to be set aside and paid into the Sewer Revenue Note Principal and Interest Sinking Fund in equal monthly installments from the earnings shall be sufficient to pay the principal and interest due each year, not only on the Outstanding Obligations, but also the principal and interest of the Notes herein authorized to be issued and to maintain a reserve therefor. Sections 17, 19 and 21 of the Prior Note Resolutions are hereby ratified, confirmed, adopted and incorporated herein as a part of this Resolution. Except as may be otherwise provided in the above Prior Note Resolutions, proceeds of the Notes or other funds may be invested in Permitted Investments. Nothing in this Resolution shall be construed to impair the rights vested in the Outstanding Obligations. The amounts herein required to be paid into the various funds named in this Section shall be inclusive of payments required in respect to the Outstanding Obligations. - 19 - Page 247 of 429 The provisions of the legislation authorizing the Outstanding Obligations and the provisions of this Resolution are to be construed wherever possible so that the same will not be in conflict. In the event such construction is not possible, the provisions of the resolution first adopted shall prevail until such time as the notes or bonds authorized by said resolution have been paid in full or otherwise satisfied as therein provided at which time the provisions of this Resolution shall again prevail. At such time as the Outstanding Obligations are paid and so long as the Notes or Parity Obligations remain outstanding and unpaid the same are discharged and satisfied in the manner provided in this Resolution, the entire income and revenues of the system shall be deposited and collected in a fund to be known as the Revenue Fund, and shall be disbursed only as follows: • Operation and Maintenance Fund. Money in the Revenue Fund shall first be disbursed to make deposits into a separate and special fund to pay current expenses. The fund shall be known as the Sewer Utility Operation and Maintenance Fund (the "Operation and Maintenance Fund"). There shall be deposited in the Operation and Maintenance Fund each month an amount sufficient to meet the current expenses of the month plus an amount equal to 1/12th of expenses payable on an annual basis such as insurance. After the first day of the month, further deposits may be made to this account from the Revenue Fund to the extent necessary to pay current expenses accrued and payable to the extent that funds are not available in the Surplus Fund. • Sinking Fund. Money in the Revenue Fund shall next be disbursed to make deposits into a separate and special fund to pay principal of and interest on the Notes and Parity Obligations. The fund shall be known as the Sewer Revenue Note Principal and Interest Sinking Fund (the "Sinking Fund"). The required amount to be deposited in the Sinking Fund in any month shall be an amount equal to 1/6th of the installment of interest coming due on the next interest payment date on the then outstanding Notes and Parity Obligations, plus 1/12th of the installment of principal coming due on such Notes on the next succeeding principal payment date until the full amount of such installment is on hand. If for any reason the amount on hand in the Sinking Fund exceeds the required amount, the excess shall forthwith be withdrawn and paid into the Revenue Fund. Money in the Sinking Fund shall be used solely for the purpose of paying principal of and interest on the Notes and Parity Obligations as the same shall become due and payable. • Subordinate Obligations. Money in the Revenue Fund may next be used to pay principal of and interest on (including reasonable reserves therefor) any other obligations which by their terms shall be payable from the revenues of the System, but subordinate to the Notes and Parity Obligations, and which have been issued for the purposes of extensions and improvements to the System or to retire the Notes or Parity Obligations in advance of maturity, or to pay for extraordinary repairs or replacements to the System. • Surplus Revenue. All money thereafter remaining in the Revenue Fund at the close of each month may be deposited in any of the funds created by this Resolution, to pay for extraordinary repairs or replacements to the System, or may be used to pay or redeem the Notes or Parity Obligations, any of them, or for any lawful purpose. - 20 - Page 248 of 429 Money in the Revenue Fund shall be allotted and paid into the various funds and accounts hereinbefore referred to in the order in which said funds are listed, on a cumulative basis on the 10th day of each month, or on the next succeeding business day when the 10th shall not be a business day; and if in any month the money in the Revenue Fund shall be insufficient to deposit or transfer the required amount in any of said funds or accounts, the deficiency shall be made up in the following month or months after payments into all funds and accounts enjoying a prior claim to the revenues shall have been met in full. Section 18. Investments. Moneys on hand in the Project Fund and all of the funds provided by this Resolution may be invested only in Permitted Investments or deposited in financial institutions which are members of the Federal Deposit Insurance Corporation, or its equivalent successor, and the deposits of which are insured thereby and all such deposits exceeding the maximum amount insured from time to time by FDIC or its equivalent successor in any one financial institution shall be continuously secured in compliance with Iowa Code chapter 12C, or otherwise by a valid pledge of direct obligations of the United States Government having an equivalent market value. All investments shall mature before the date on which the moneys are required for the purposes for which the fund was created or otherwise as herein provided. The provisions of this Section shall not be construed to require the Issuer to maintain separate accounts for the funds created by this Resolution. The Sinking Fund shall be segregated in a separate account but may be invested in the same manner as other funds of the Issuer but designated as a trust fund on the books and records of the Issuer. The Sinking Fund shall not be available for any other purposes other than those specified in this Resolution. All income derived from such investments shall be deposited in the Revenue Fund and shall be regarded as revenues of the System. Investments shall at any time necessary be liquidated and the proceeds thereof applied to the purpose for which the respective fund was created. Section 19. Covenants Regarding the Operation of the System. The Issuer hereby covenants and agrees with each and every holder of the Notes and Parity Obligations: (a) Maintenance and Efficiency. The Issuer will maintain the System in good condition and operate it in an efficient manner and at reasonable cost. (b) Sufficiency of Rates. On or before the beginning of each Fiscal Year the Governing Body will adopt or continue in effect rates for all services rendered by the System determined to be sufficient to produce Net Revenues for the next succeeding Fiscal Year which are (i) adequate to pay the principal and interest requirements thereof and to create or maintain the reserves as provided in this Resolution, and (ii) not less than 110 percent of the principal and interest requirements of the next succeeding Fiscal Year. No free use of the System by the Issuer or any department, agency or instrumentality of the Issuer shall be permitted except upon the determination of the Governing Body that -21 - Page 249 of 429 the rates and changes otherwise in effect are sufficient to provide Net Revenues at least equal to the requirements of this subsection. (c) Insurance. The Issuer shall maintain insurance for the benefit of the Noteholders on the insurable portions of the System of a kind and in an amount which normally would be carried by private companies engaged in a similar kind of business. The proceeds of any insurance, except public liability insurance, shall be used to repair or replace the part or parts of the System damaged or destroyed, or if not so used shall be placed in an improvement fund for the benefit of the System. (d) Accounting and Audits. The Issuer will cause to be kept proper books and accounts adapted to the System and in accordance with generally accepted accounting practices and will diligently act to cause the books and accounts to be audited and reported upon by an Independent Auditor and will provide copies of the audit report to the Department, all as provided in the Agreement. The Original Purchaser and holders of any of the Notes and Parity Obligations shall have at all reasonable times the right to inspect the System and the records, accounts and data of the Issuer relating thereto. (e) State Laws. The Issuer will faithfully and punctually perform all duties with reference to the System required by the Constitution and laws of the State of Iowa, including the making and collecting of reasonable and sufficient rates for services rendered by the System as above provided, and will segregate the revenues of the System and apply said revenues to the funds specified in this Resolution. (f) Property. The Issuer will not sell, lease, mortgage or in any manner dispose of the System, or any capital part thereof, including any and all extensions and additions that may be made thereto, until satisfaction and discharge of all of the Notes and Parity Obligations shall have been provided for in the manner provided in this Resolution; provided, however, this covenant shall not be construed to prevent the disposal by the Issuer of property which in the judgment of its Governing Body has become inexpedient or unprofitable to use in connection with the System, or if it is to the advantage of the System that other property of equal or higher value be substituted therefor, and provided further that the proceeds of the disposition of such property shall be placed in a revolving fund to be used in preference to other sources for capital improvements to the System. Any such proceeds of the disposition of property acquired with the proceeds of the Notes or Parity Obligations shall not be used to pay principal or interest on the Notes and Parity Obligations or for payments into the Sinking or Reserve Funds. (g) Fidelity Bond. That the Issuer shall maintain fidelity bond coverage in amounts which normally would be carried by private companies engaged in a similar kind of business on each officer or employee having custody of funds of the System. (h) Additional Charges. The Issuer will require proper connecting charges and/or other security for the payment of service charges. - 22 - Page 250 of 429 (i) Budget. The Governing Body of the Issuer shall approve and conduct operations pursuant to a system budget of revenues and current expenses for each Fiscal Year. Such budget shall take into account revenues and current expenses during the current and last preceding Fiscal Years. Copies of such budget and any amendments thereto shall be mailed to the Original Purchaser and to the Noteholders upon request. (j) Loan and Disbursement Agreement. The Issuer will comply with the terms and conditions of the Loan and Disbursement Agreement and perform as provided thereunder. Section 20. Remedies of Noteholders. Except as herein expressly limited the holder or holders of the Notes and Parity Obligations shall have and possess all the rights of action and remedies afforded by the common law, the Constitution and statutes of the State of Iowa, and of the United States of America, for the enforcement of payment of their Notes and interest thereon, and of the pledge of the Net Revenues made hereunder, and of all covenants of the Issuer hereunder. Section 21. Prior Lien and Parity Obligations. The Issuer will issue no other notes, bonds or obligations of any kind or nature payable from or enjoying a lien or claim on the property or Net Revenues of the System having priority over the Notes or Parity Obligations. Additional Obligations may be issued on a parity and equality of rank with the Notes with respect to the lien and claim of such Additional Obligations to the Net Revenues of the System and the money on deposit in the funds adopted by this Resolution, for the following purposes and under the following conditions, but not otherwise: (a) For the purpose of refunding any of the Notes or Parity Obligations which shall have matured or which shall mature not later than three months after the date of delivery of such refunding obligation and for the payment of which there shall be insufficient money in the Sinking Fund; (b) For the purpose of making extensions, additions, improvements or replacements to the System, or refunding any Outstanding Obligations, Parity Obligations or other obligations issued for such extensions, additions and improvements, if all of the following conditions shall have been met: (i) before any such Additional Obligations ranking on a parity are issued, there will have been procured and filed with the Clerk, a statement of an Independent Auditor, or independent municipal advisor, not a regular employee of the Issuer, reciting the opinion based upon necessary investigations that the Net Revenues of the System for the preceding Fiscal Year (with adjustments as hereinafter provided) were equal to at least 1.10 times the maximum amount that will be required in any Fiscal Year prior to the longest maturity of any of the then outstanding Notes or Parity Obligations for both principal of and interest on all Notes or Parity Obligations then outstanding which are payable from the Net - 23 - Page 251 of 429 Revenues of the System and the Additional Obligations then proposed to be issued. For the purpose of determining the Net Revenues of the System for the preceding Fiscal Year as aforesaid, the amount of the gross revenues for such year may be adjusted by an independent consulting engineer or by the Independent Auditor or Municipal Advisor, so as to reflect any changes in the amount of such revenues which would have resulted had any revision of the schedule of rates or charges imposed at or prior to the time of the issuance of any such Additional Obligations been in effect during all of such preceding Fiscal Year. (ii) the Additional Obligations must be payable as to principal and as to interest on the same month and day as the Notes herein authorized. (iii) for the purposes of this Section, principal and interest falling due on the first day of a Fiscal Year shall be deemed a requirement of the immediately preceding Fiscal Year. (iv) for the purposes of this Section, general obligation bonds or notes shall be refunded only upon a finding of necessity by the Governing Body and only to the extent the general obligation bonds or notes were issued or the proceeds thereof were expended for the System. (v) for purposes of this Section, "preceding Fiscal Year" shall be the most recently completed Fiscal Year for which audited financial statements prepared by a certified public accountant are issued and available, but in no event a Fiscal Year which ended more than eighteen months prior to the date of issuance of the Additional Obligations. Section 22. Disposition of Proceeds; Arbitrage Not Permitted. The Issuer reasonably expects and covenants that no use will be made of the proceeds from the issuance and sale of the Notes issued hereunder which will cause any of the Notes to be classified as arbitrage bonds within the meaning of Section 148(a) and (b) of the Internal Revenue Code of the United States, and that throughout the term of said Notes it will comply with the requirements of said statute and regulations issued thereunder. To the best knowledge and belief of the Issuer, there are no facts or circumstances that would materially change the foregoing statements or the conclusion that it is not expected that the proceeds of the Notes will be used in a manner that would cause the Notes to be arbitrage bonds. Without limiting the generality of the foregoing, the Issuer hereby agrees to comply with the provisions of the Tax Exemption Certificate and the provisions of the Tax Exemption Certificate are hereby incorporated by reference as part of this Resolution. The Treasurer is hereby directed to make and insert all calculations and determinations necessary to complete the Tax Exemption Certificate in all respects and to execute and deliver the Tax Exemption Certificate at issuance of the Notes to certify as to the reasonable expectations and covenants of the Issuer at that date. - 24 - Page 252 of 429 The Issuer covenants that it will treat as Yield Restricted any proceeds of the Notes remaining unexpended after three years from the issuance and any other funds required by the Tax Exemption Certificate to be so treated. If any investments are held with respect to the Notes and Parity Obligations, the Issuer shall treat the same for the purpose of restricted yield as held in proportion to the original principal amounts of each issue. The Issuer covenants that it will exceed any investment yield restriction provided in this Resolution only in the event that it shall first obtain an opinion of recognized bond counsel that the proposed investment action will not cause the Notes to be classified as arbitrage bonds under Section 148(a) and (b) the Internal Revenue Code or regulations issued thereunder. The Issuer covenants that it will proceed with due diligence to spend the proceeds of the Notes for the purpose set forth in this Resolution. The Issuer further covenants that it will make no change in the use of the proceeds available for the construction of facilities or change in the use of any portion of the facilities constructed therefrom by persons other than the Issuer or the general public unless it has obtained an opinion of bond counsel or a revenue ruling that the proposed project or use will not be of such character as to cause interest on any of the Notes not to be exempt from federal income taxes in the hands of holders other than substantial users of the project, under the provisions of Section 142(a) of the Internal Revenue Code of the United States, related statutes and regulations. Section 23. Additional Covenants, Representations and Warranties of the Issuer. The Issuer certifies and covenants with the purchasers and holders of the Notes from time to time outstanding that the Issuer through its officers, (a) will make such further specific covenants, representations and assurances as may be necessary or advisable; (b) comply with all representations, covenants and assurances contained in the Tax Exemption Certificate, which Tax Exemption Certificate shall constitute a part of the contract between the Issuer and the owners of the Notes; (c) consult with bond counsel (as defined in the Tax Exemption Certificate); (d) pay to the United States, as necessary, such sums of money representing required rebates of excess arbitrage profits relating to the Notes; (e) file such forms, statements and supporting documents as may be required and in a timely manner; and (f) if deemed necessary or advisable by its officers, to employ and pay fiscal agents, financial advisors, attorneys and other persons to assist the Issuer in such compliance. Section 24. Amendment of Resolution to Maintain Tax Exemption. This Resolution may be amended without the consent of any owner of the Notes if, in the opinion of bond counsel, such amendment is necessary to maintain tax exemption with respect to the Notes under applicable Federal law or regulations. Section 25. Discharge and Satisfaction of Notes. The covenants, liens and pledges entered into, created or imposed pursuant to this Resolution may be fully discharged and satisfied with respect to the Notes and Parity Obligations, or any of them, in any one or more of the following ways: - 25 - Page 253 of 429 (a) By paying the Notes or Parity Obligations when the same shall become due and payable; and (b) By depositing in trust with the Treasurer, or with a corporate trustee designated by the Governing Body, for the payment of said obligations and irrevocably appropriated exclusively to that purpose an amount in cash or direct obligations of the United States the maturities and income of which shall be sufficient to retire at maturity, or by redemption prior to maturity on a designated date upon which said obligations may be redeemed, all of such obligations outstanding at the time, together with the interest thereon to maturity or to the designated redemption date, premiums thereon, if any that maybe payable on the redemption of the same; provided that proper notice of redemption of all such obligations to be redeemed shall have been previously published or provisions shall have been made for such publication. Upon such payment or deposit of money or securities, or both, in the amount and manner provided by this Section, all liability of the Issuer with respect to the Notes or Obligations shall cease, determine and be completely discharged, and the holders thereof shall be entitled only to payment out of the money or securities so deposited. Section 26. Resolution a Contract. The provisions of this Resolution shall constitute a contract between the Issuer and the holder or holders of the Notes and Parity Obligations, and after the issuance of any of the Notes no change, variation or alteration of any kind in the provisions of this Resolution shall be made in any manner, except as provided in the next succeeding Section, until such time as all of the Notes and Parity Obligations, and interest due thereon, shall have been satisfied and discharged as provided in this Resolution. Section 27. Amendment of Resolution Without Consent. The Issuer may, without the consent of or notice to any of the holders of the Bonds and Parity Obligations, amend or supplement this Resolution for any one or more of the following purposes: (a) to cure any ambiguity, defect, omission or inconsistent provision in this Resolution or in the Notes or Parity Obligations; or to comply with any applicable provision of law or regulation of federal or state agencies; provided, however, that such action shall not materially adversely affect the interests of the holders of the Notes or Parity Obligations; (b) to change the terms or provisions of this Resolution to the extent necessary to prevent the interest on the Notes or Parity Obligations from being includable within the gross income of the holders thereof for federal income tax purposes; (c) to grant to or confer upon the holders of the Notes or Parity Obligations any additional rights, remedies, powers or authority that may lawfully be granted to or conferred upon the holders of the Notes; (d) to add to the covenants and agreements of the Issuer contained in this Resolution other covenants and agreements of, or conditions or restrictions upon, the - 26 - Page 254 of 429 Issuer or to surrender or eliminate any right or power reserved to or conferred upon the Issuer in this Resolution; or (e) to subject to the lien and pledge of this Resolution additional pledged revenues as may be permitted by law. Section 28. Amendment of Resolution Requiring Consent. This Resolution may be amended from time to time if such amendment shall have been consented to by holders of not less than two-thirds in principal amount of the Notes and Parity Obligations at any time outstanding (not including in any case any Notes which may then be held or owned by or for the account of the Issuer, but including such Refunding Obligations as may have been issued for the purpose of refunding any of such Notes if such Refunding Obligations shall not then be owned by the Issuer); but this Resolution may not be so amended in such manner as to: (a) Make any change in the maturity or interest rate of the Notes, or modify the terms of payment of principal of or interest on the Notes or any of them or impose any conditions with respect to such payment; (b) Materially affect the rights of the holders of less than all of the Notes and Parity Obligations then outstanding; and (c) Reduce the percentage of the principal amount of Notes, the consent of the holders of which is required to effect a further amendment. Whenever the Issuer shall propose to amend this Resolution under the provisions of this Section, it shall cause notice of the proposed amendment to be filed with the Original Purchaser and to be mailed by certified mail to each registered owner of any Note as shown by the records of the Registrar. Such notice shall set forth the nature of the proposed amendment and shall state that a copy of the proposed amendatory Resolution is on file in the office of the City Clerk. Whenever at any time within one year from the date of the mailing of said notice there shall be filed with the City Clerk an instrument or instruments executed by the holders of at least two-thirds in aggregate principal amount of the Notes then outstanding as in this Section defined, which instrument or instruments shall refer to the proposed amendatory Resolution described in said notice and shall specifically consent to and approve the adoption thereof, thereupon, but not otherwise, the Governing Body of the Issuer may adopt such amendatory Resolution and such Resolution shall become effective and binding upon the holders of all of the Notes and Parity Obligations. Any consent given by the holder of a Note pursuant to the provisions of this Section shall be irrevocable for a period of six months from the date of the instrument evidencing such consent and shall be conclusive and binding upon all future holders of the same Note during such period. Such consent may be revoked at any time after six months from the date of such instrument by the holder who gave such consent or by a successor in title by filing notice of such revocation with the City Clerk. - 27 - Page 255 of 429 The fact and date of the execution of any instrument under the provisions of this Section may be proved by the certificate of any officer in any jurisdiction who by the laws thereof is authorized to take acknowledgments of deeds within such jurisdiction that the person signing such instrument acknowledged before him the execution thereof, or may be proved by an affidavit of a witness to such execution sworn to before such officer. The amount and numbers of the Notes held by any person executing such instrument and the date of his holding the same may be proved by an affidavit by such person or by a certificate executed by an officer of a bank or trust company showing that on the date therein mentioned such person had on deposit with such bank or trust company the Notes described in such certificate. Notwithstanding anything in this Section to the contrary, the holder or holders of 100% of the Notes and Parity Obligations may consent to any amendment of this Resolution, or waive any notices required hereunder, on such terms and under such conditions as said holders shall determine to be appropriate. Section 29. Severability. If any section, paragraph, or provision of this Resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions. Section 30. Repeal of Conflicting Ordinances or Resolutions and Effective Date. All other Ordinances, Resolutions and orders, or parts thereof, in conflict with the provisions of this Resolution are, to the extent of such conflict, hereby repealed; and this Resolution shall be in effect from and after its adoption. Section 31. Rule of Construction. This Resolution and the terms and conditions of the Notes authorized hereby shall be construed whenever possible so as not to conflict with the terms and conditions of the Loan and Disbursement Agreement. In the event such construction is not possible, or in the event of any conflict or inconsistency between the terms hereof and those of the Loan and Disbursement Agreement, the terms of the Loan and Disbursement Agreement shall prevail and be given effect to the extent necessary to resolve any such conflict or inconsistency. - 28 - Page 256 of 429 PASSED AND APPROVED this 4th day of March, 2024. ATTEST: City Clerk Mayor - 29 - Page 257 of 429 STATE OF IOWA COUNTY OF BLACK HAWK CERTIFICATE ) ) SS ) I, the undersigned City Clerk of the City of Waterloo, State of Iowa, do hereby certify that attached is a true and complete copy of the portion of the records of the City showing proceedings of the Council, and the same is a true and complete copy of the action taken by the Council with respect to the matter at the meeting held on the date indicated in the attachment, which proceedings remain in full force and effect, and have not been amended or rescinded in any way; that meeting and all action thereat was duly and publicly held in accordance with a notice of meeting and tentative agenda, a copy of which was timely served on each member of the Council and posted on a bulletin board or other prominent place easily accessible to the public and clearly designated for that purpose at the principal office of the Council pursuant to the local rules of the Council and the provisions of Chapter 21, Code of Iowa, upon reasonable advance notice to the public and media at least twenty-four hours prior to the commencement of the meeting as required by law and with members of the public present in attendance; I further certify that the individuals named therein were on the date thereof duly and lawfully possessed of their respective City offices as indicated therein, that no Council vacancy existed except as may be stated in the proceedings, and that no controversy or litigation is pending, prayed or threatened involving the incorporation, organization, existence or boundaries of the City or the right of the individuals named therein as officers to their respective positions. WITNESS my hand and the seal of the Council hereto affixed this day of , 2024. City Clerk, City of Waterloo, State of Iowa (SEAL) 02310579\11310-167 Page 258 of 429 TAX EXEMPTION CERTIFICATE of CITY OF WATERLOO, COUNTY OF BLACK HAWK, STATE OF IOWA, ISSUER $7,948,000 Sewer Revenue Capital Loan Notes, Series 2024A This instrument was prepared by: Ahlers & Cooney, P.C. 100 Court Avenue, Suite 600 Des Moines, Iowa 50309 (515) 243-7611 1 Page 259 of 429 TAX EXEMPTION CERTIFICATE CITY OF WATERLOO, IOWA THIS TAX EXEMPTION CERTIFICATE made and entered into on March 22, 2024, by the City of Waterloo, State of Iowa (the "Issuer"). INTRODUCTION This Certificate is executed and delivered in connection with the issuance by the Issuer of its $7,948,000 Sewer Revenue Capital Loan Note, Series 2024A (the "Bonds"). The Bonds are issued pursuant to the provisions of the Resolution of the Issuer authorizing the issuance of the Bonds. Such Resolution provides that the covenants contained in this Certificate constitute a part of the Issuer's contract with the owners of the Bonds. The Issuer recognizes that under the Code (as defined below) the tax-exempt status of the interest received by the owners of the Bonds is dependent upon, among other things, the facts, circumstances, and reasonable expectations of the Issuer as to future facts not in existence at this time, as well as the observance of certain covenants in the future. The Issuer covenants that it will take such action with respect to the Bonds as may be required by the Code, and pertinent legal regulations issued thereunder in order to establish and maintain the tax-exempt status of the Bonds, including the observance of all specific covenants contained in the Resolution and this Certificate. ARTICLE I DEFINITIONS The following terms as used in this Certificate shall have the meanings set forth below. The terms defined in the Resolution shall retain the meanings set forth therein when used in this Certificate. Other terms used in this Certificate shall have the meanings set forth in the Code or in the Regulations. 2 Page 260 of 429 "Annual Debt Service" means the principal of and interest on the Bonds scheduled to be paid during a given Bond Year. "Bonds" means the $7,948,000 aggregate principal amount of a Sewer Revenue Capital Loan Note, Series 2024A, of the Issuer issued in registered form pursuant to the Resolution. "Bond Counsel" means Ahlers & Cooney, P.C., Des Moines, Iowa, or an attorney at law or a firm of attorneys of nationally recognized standing in matters pertaining to the tax-exempt status of interest on obligations issued by states and their political subdivisions, duly admitted to the practice of law before the highest court of any State of the United States of America. "Bond Fund" means the Sinking Fund described in the Resolution. "Bond Year", as defined in Regulation 1.148-1(b), means a one-year period beginning on the day after expiration of the preceding Bond Year. The first Bond Year shall be the one-year or shorter period beginning on the Closing Date and ending on a principal or interest payment date, unless Issuer selects another date. "Bond Yield" means that discount rate which produces an amount equal to the Issue Price of the Bonds when used in computing the present value of all payments of principal and interest to be paid on the Bonds, using semiannual compounding on a 360-day year as computed under Regulation 1.148-4. price. "Certificate" means this Tax Exemption Certificate. "Closing" means the delivery of the Bonds in exchange for the agreed upon purchase "Closing Date" means the date of Closing. "Code" means the Internal Revenue Code of 1986, as amended, and any statutes which replace or supplement the Internal Revenue Code of 1986. "Computation Date" means each five-year period from the Closing Date through the last day of the fifth and each succeeding fifth Bond Year. "Excess Earnings" means the amount earned on all Nonpurpose Investments minus the amount which would have been earned if such Nonpurpose Investments were invested at a rate equal to the Bond Yield, plus any income attributable to such excess. "Final Bond Retirement Date" means the date on which the Bonds are actually paid in full. "Governmental Obligations" means direct general obligations of, or obligations the timely payment of the principal of and interest on which is unconditionally guaranteed by the United States. 3 Page 261 of 429 "Gross Proceeds", as defined in Regulation 1.148-1(b), means any Proceeds of the Bonds and any replacement proceeds (as defined in Regulation 1.148-1(c)) of the Bonds. "Gross Proceeds Funds" means the Project Fund and any other fund or account held for the benefit of the owners of the Bonds or containing Gross Proceeds of the Bonds except the Bond Fund and the Rebate Fund. "Issue Price", as defined in Regulation 1.148-1(b), means the initial offering price of the Bonds to the public (not including bond houses, brokers or similar persons or organizations acting in the capacity of underwriters or wholesalers) at which price a substantial amount of the Bonds were sold to the public. The Purchasers have certified the Issue Price to be not more than 7,948,000. "Issuer" means the City of Waterloo, State of Iowa. "Minor Portion of the Bonds", as defined in Regulation 1.148-2(g), means the lesser of five (5) percent of Proceeds or $100,000. The Minor Portion of the Bonds is computed to be $100,000. "Nonpurpose Investments" means any investment property which is acquired with Gross Proceeds and is not acquired to carry out the governmental purpose of the Bonds, and may include but is not limited to U.S. Treasury bonds, corporate bonds, or certificates of deposit. "Proceeds", as defined in Regulation 1.148-1(b), means Sale Proceeds, investment proceeds and transferred proceeds of the Bonds. "Project" means the acquisition, construction, reconstruction, extending, remodeling, improving, repairing and equipping all or part of the Municipal Sewer System, including those costs associated with including for the Titus Lift Station project, as more fully described in the Resolution. "Project Fund" means the fund established in the Resolution. "Purchaser" means the Iowa Finance Authority, Des Moines, Iowa, constituting the initial purchaser of the Bonds from the Issuer. "Rebate Amount" means the amount computed as described in this Certificate. "Rebate Fund" means the fund to be created, if necessary, pursuant to this Certificate. "Rebate Payment Date" means a date chosen by the Issuer which is not more than 60 days following each Computation Date or the Final Bond Retirement Date. -4 Page 262 of 429 "Regulations" means the Income Tax Regulations, amendments and successor provisions promulgated by the Department of the Treasury under Sections 103, 148 and 149 of the Code, or other Sections of the Code relating to "arbitrage bonds", including without limitation Regulations 1.148-1 through 1.148-11, 1.149(b)-1, 1.149-d(1), 1.150-1 and 1.150-2. "Replacement Proceeds" include, but are not limited to, sinking funds, amounts that are pledged as security for an issue, and amounts that are replaced because of a sufficiently direct nexus to a governmental purpose of an issue. "Resolution" means the resolution of the Issuer adopted on March 4, 2024 authorizing the issuance of the Bonds. "Sale Proceeds", as defined in Regulation 1.148-1(b), means any amounts actually or constructively received from the sale of the Bonds, including amounts used to pay underwriter's discount or compensation and accrued interest other than pre -issuance accrued interest. "Sinking Fund" means the Bond Fund. "Tax Exempt Obligations" means bonds or other obligations the interest on which is excludable from the gross income of the owners thereof under Section 103 of the Code and include certain regulated investment companies, stock in tax-exempt mutual funds and demand deposit SLGS. "Taxable Obligations" means all investment property, obligations or securities other than Tax Exempt Obligations. "Verification Certificate" means the certificate attached to this Certificate as Exhibit A, establishing that the Purchaser will not reoffer or sell the Bonds to the public. ARTICLE II SPECIFIC CERTIFICATIONS, REPRESENTATIONS AND AGREEMENTS The Issuer hereby certifies, represents and agrees as follows: Section 2.1 Authority to Certify and Expectations (a) The undersigned officer of the Issuer along with other officers of the Issuer, are charged with the responsibility of issuing the Bonds. (b) This Certificate is being executed and delivered in part for the purposes specified in Section 1.148-2(b)(2) of the Regulations and is intended (among other purposes) to establish reasonable expectations of the Issuer at this time. 5 Page 263 of 429 (c) The Issuer has not been notified of any disqualification or proposed disqualification of it by the Commissioner of the Internal Revenue Service as a bond issuer which may certify bond issues under Section 1.148-2(b)(2) of the Regulations. (d) The certifications, representations and agreements set forth in this Article II are made on the basis of the facts, estimates and circumstances in existence on the date hereof, including the following: (1) with respect to amounts expected to be received from delivery of the Bonds, amounts actually received, (2) with respect to payments of amounts into various funds or accounts, review of the authorizations or directions for such payments made by the Issuer pursuant to the Resolution and this Certificate, (3) with respect to the Issue Price, the certifications of the Purchaser as set forth in the Verification Certificate, (4) with respect to expenditure of the Proceeds of the Bonds, actual expenditures and reasonable expectations of the Issuer as to when the Proceeds will be spent for purposes of the Project, (5) with respect to amounts reasonably required in a reserve fund, the expectations of the Issuer as to amounts necessary to provide for unforeseen financial difficulties, (6) with respect to Bond Yield, review of the Verification Certificate, and (7) with respect to the amount of governmental and Code Section 501(c)(3) bonds to be issued during the calendar year, the budgeting and present planning of Issuer. The Issuer has no reason to believe such facts, estimates or circumstances are untrue or incomplete in any material way. (e) To the best of the knowledge and belief of the undersigned officer of the Issuer, there are no facts, estimates or circumstances that would materially change the representations, certifications or agreements set forth in this Certificate, and the expectations herein set out are reasonable. (f) No arrangement exists under which the payment of principal or interest on the Bonds would be directly or indirectly guaranteed by the United States or any agency or instrumentality thereof. (g) After the expiration of any applicable temporary periods, and excluding investments in a bona fide debt service fund or reserve fund, not more than five percent (5%) of the Proceeds of the Bonds will be (a) used to make loans which are guaranteed by the United States or any agency or instrumentality thereof, or (b) invested in federally insured deposits or accounts. (h) The Issuer will file with the Internal Revenue Service in a timely fashion Form 8038-G, Information Return for Tax -Exempt Governmental Obligations, with respect to the Bonds and such other reports required to comply with the Code and applicable Regulations. (i) The Issuer will take no action which would cause the Bonds to become "private activity bonds" as defined in Section 141(a) of the Code, including any use of the Project by any person other than a governmental unit if such use will be as other than a member of the general public. None of the Proceeds of the Bonds will be used directly or indirectly to make or finance loans to any person other than a governmental unit. 6 Page 264 of 429 (j) The Issuer will make no change in the nature or purpose of the Project except as provided in Section 6.1 hereof (k) Except as provided in Section 6.1 hereof, the Issuer will not establish any sinking fund, bond fund, reserve fund, debt service fund or other fund reasonably expected to be used to pay debt service on the Bonds (other than the Bond Fund), exercise its option to redeem Bonds prior to maturity or effect a refunding of the Bonds. (1) No bonds or other obligations of the Issuer (1) were sold in the 15 days preceding the date of sale of the Bonds, (2) were sold or will be sold within the 15 days after the date of sale of the Bonds, (3) have been delivered in the past 15 days or (4) will be delivered in the next 15 days pursuant to a common plan of financing for the issuance of the Bonds and payable out of substantially the same source of revenues. (m) None of the Proceeds of the Bonds will be used directly or indirectly to replace funds of the Issuer used directly or indirectly to acquire obligations having a yield higher than the Bond Yield. (n) No portion of the Bonds will be issued for the purpose of investing such portion at a higher yield than the Bond Yield. (o) The Issuer does not expect that the Proceeds of the Bonds will be used in a manner that would cause them to be "arbitrage bonds" as defined in Section 148(a) of the Code. The Issuer does not expect that the Proceeds of the Bonds will be used in a manner that would cause the interest on the Bonds to be includable in the gross income of the owners of the Bonds under the Code. The Issuer will not intentionally use any portion of the Proceeds to acquire higher yielding investments. (p) The Issuer will not use the Proceeds of the Bonds to exploit the difference between tax-exempt and taxable interest rates to obtain a material financial advantage. (q) The Issuer has not issued more Bonds, issued the Bonds earlier, or allowed the Bonds to remain outstanding longer than is reasonably necessary to accomplish the governmental purposes of the Bonds. (r) The Issuer has not employed a device in connection with the issuance of the Bonds to obtain a material financial advantage (based on arbitrage) apart from savings attributable to lower interest rates. The Issuer will not realize any material financial advantage (based on arbitrage or otherwise) in connection with the issuance of the Bonds, or in connection with any transaction or series of transactions connected with the issuance of the Bonds, apart from savings attributable to lower interest rates. (s) The Bonds will not be Hedge Bonds as described in Section 149(g)(3) of the Code because the Issuer reasonably expects that it will meet the Expenditure Test set forth in Section 2.5(b) hereof and that not more than 50% of the Proceeds will be invested in Nonpurpose Investments having a substantially guaranteed yield for four or more years. 7 Page 265 of 429 Section 2.2 Receipts and Expenditures of Sale Proceeds Sale Proceeds received at Closing are expected to be deposited and expended as follows: (a) $54,490.00 representing costs of issuing the Bonds and the Initiation Fee for the Loan will be used within six months of the Closing Date to pay the costs of issuance of the Bonds (with any excess remaining on deposit in the Project Fund); and (b) $7,893,510.00 will be deposited into the Project Fund and will be used together with earnings thereon to pay the costs of the Project and will not exceed the amount necessary to accomplish the governmental purposes of the Bonds. Section 2.2A Reimbursement Bonds (a) Not later than 60 days after payment of Original Expenditures, the Issuer has adopted an Official Intent and has declared its intention to make a Reimbursement Allocation of Original Expenditures incurred in connection with Project Segment(s) from proceeds of the Reimbursement Bonds. (b) The Reimbursement Allocation will occur on or before the later of (i) eighteen months after the Original Expenditures are paid or (ii) eighteen months after the first Project Segment is placed in service, but in no event more than three years after the Original Expenditures are paid. (c) No other Reimbursement Allocation will be made except for Preliminary Expenditures. (d) The Reimbursement Allocation has not been undertaken to avoid, in whole or in part, arbitrage yield restrictions or arbitrage rebate requirements and will not employ an abusive arbitrage device under Regulation 1.148-10. (e) Within one year of the Closing Date, the Reimbursement Allocation will not be used in a manner that results in the creation of replacement proceeds, as defined in Regulation 1.148-1. (1) forth below: For purposes of Section 2.2A, the following terms shall have the meanings set (i) "Official Intent" means a declaration of intent described under Regulation 1.150-2 to reimburse Original Expenditures with the proceeds of the Bonds. (ii) "Original Expenditure" means an expenditure for a governmental purpose that is originally paid from a source other than the Reimbursement Bonds. 8 Page 266 of 429 (iii) "Preliminary Expenditures", as defined in Regulation 1.150-2(0(2), means architectural, engineering, surveying, soil tests, Reimbursement Bond issuance costs, and similar costs incurred prior to commencement of construction, rehabilitation or acquisition of a Project Segment which do not exceed 20% of the Issue Price of the portion of the Bonds that finances the Project Segment for which they were incurred. (iv) "Project Segment" means the costs, described in an Official Intent of the Issuer, incurred prior to the Closing Date to acquire, construct, or improve land, buildings or equipment excluding current operating expenses but including costs of issuing the Reimbursement Bonds. (v) "Reimbursement Allocation" means written evidence of the use of Reimbursement Bond proceeds to reimburse a fund of the Issuer for Original Expenditures paid or advanced prior to the Closing Date and incurred in connection with a Project Segment. (vi) "Reimbursement Bonds" means the portion of the Bonds which are allocated to reimburse the Original Expenditures paid prior to the Closing Date and incurred in connection with a Project Segment. Section 2.3 Purpose of Bonds The Issuer is issuing the Bonds to pay costs of the acquisition, construction, reconstruction, extending, remodeling, improving, repairing and equipping all or part of the Municipal Sewer System, including those costs associated with including for the Titus Lift Station project. Section 2.4 Facts Supporting Tax -Exemption Classification The Bonds are considered to be governmental bonds, not subject to the provisions of the alternate minimum tax. Proceeds of the Bonds will be used for the purpose of paying costs of construction of certain improvements and extensions to the Sewer System Utility of the City, including those costs associated with including for the Titus Lift Station project. All of the financed facilities are owned by the City and are expected to be used by the public generally, including industrial users. There are no contractual arrangements or agreements between the City and any contributing industry using the Sewer System Utility, and there are no other lease, management contract or other similar arrangements with respect to the Sewer System Utility. Contributing industries using the Sewer System Utility may be or become subject to additional surcharges above the current user charges, depending on the strength and volume of the waste they generate. All such surcharges, however, are or will be imposed by virtue of City ordinances applicable to all entities meeting the standards set forth therein. No other charges or payments will be imposed or paid to the City by any contributing industry for wastewater treatment services or Project -related construction and acquisition beyond those mandated by ordinance for certain classes of users. 9 Page 267 of 429 No amount of Proceeds of the Bonds is to be used directly or indirectly to make or finance loans to persons other than governmental units. Section 2.5 Facts Supporting Temporary Periods for Proceeds (a) Time Test. Not later than six months after the Closing Date, the Issuer will incur a substantial binding obligation to a third party to expend at least 5% of the net Sale Proceeds of the Bonds. (b) Expenditure Test. Not less than 85% of the net Sale Proceeds will be expended for Project costs, including the reimbursement of other funds expended to date, within a three- year temporary period from the Closing Date. (c) Due Diligence Test. Not later than six months after Closing, work on the Project will have commenced and will proceed with due diligence to completion. (d) Proceeds of the Bonds representing less than six months accrued interest on the Bonds will be spent within six months of this date to pay interest on the Bonds, and will be invested without restriction as to yield for a temporary period not in excess of six months. Section 2.6 Resolution Funds at Restricted or Unrestricted Yield (a) Proceeds of the Bonds will be held and accounted for in the manner provided in the Resolution. The Issuer has not and does not expect to create or establish any other bond fund, reserve fund, or similar fund or account for the Bonds. The Issuer has not and will not pledge any moneys or Taxable Obligations in order to pay debt service on the Bonds or restrict the use of such moneys or Taxable Obligations so as to give reasonable assurances of their availability for such purposes. (b) Any monies which are invested beyond a temporary period are expected to constitute less than a major portion of the Bonds or to be restricted for investment at a yield not greater than one -eighth of one percent above the Bond Yield. (c) The Issuer has established and will use the Bond Fund primarily to achieve a proper matching of revenues and debt service within each Bond Year and the Issuer will apply moneys deposited into the Bond Fund to pay the principal of and interest on the Bonds. Such Fund will be depleted at least once each Bond Year except for a reasonable carryover amount. The carryover amount will not exceed the greater of (1) one year's earnings on the Bond Fund or (2) one -twelfth of Annual Debt Service. The Issuer will spend moneys deposited from time to time into such fund within 13 months after the date of deposit. Revenues, intended to be used to pay debt service on the Bonds, will be deposited into the Bond Fund as set forth in the Resolution. The Issuer will spend interest earned on moneys in such fund not more than 12 months after receipt. Accordingly, the Issuer will treat the Bond Fund as a bona fide debt service fund as defined in Regulation 1.148-1(b). - 10 - Page 268 of 429 Investment of amounts on deposit in the Bond Fund will not be subject to arbitrage rebate requirements as the Bonds meet the safe harbor set forth in Regulation 1.148-3(k), because the average annual debt service on the Bonds will not exceed $2,500,000. (d) The Minor Portion of the Bonds will be invested without regard to yield. Section 2.7 Pertaining to Yields (a) The purchase price of all Taxable Obligations to which restrictions apply under this Certificate as to investment yield or rebate of Excess Earnings, if any, has been and shall be calculated using (i) the price taking into account discount, premium and accrued interest, as applicable, actually paid or (ii) the fair market value if less than the price actually paid and if such Taxable Obligations were not purchased directly from the United States Treasury. The Issuer will acquire all such Taxable Obligations directly from the United States Treasury or in an arm's length transaction without regard to any amounts paid to reduce the yield on such Taxable Obligations. The Issuer will not pay or permit the payment of any amounts (other than to the United States) to reduce the yield on any Taxable Obligations. Obligations pledged to the payment of debt service on the Bonds, or deposited into any reserve fund after they have been acquired by the Issuer will be treated as though they were acquired for their fair market value on the date of such pledge or deposit. Obligations on deposit in any reserve fund on the Closing Date shall be treated as if acquired for their fair market value on the Closing Date. (b) Qualified guarantees have not been used in computing yield. (c) The Bond Yield has been computed as not less than 2 430177 percent. This Bond Yield has been computed on the basis of a purchase price for the Bonds equal to the Issue Price. ARTICLE III REBATE Section 3.1 Records Sale Proceeds of the Bonds will be held and accounted for in the manner provided in the Resolution. The Issuer will maintain adequate records for funds created by the Resolution and this Certificate including all deposits, withdrawals, transfers from, transfers to, investments, reinvestments, sales, purchases, redemptions, liquidations and use of money or obligations until six years after the Final Bond Retirement Date. Section 3.2 Rebate Fund (a) In the Resolution, the Issuer has covenanted to pay to the United States the Rebate Amount, an amount equal to the Excess Earnings on the Gross Proceeds Funds, if any, at the times and in the manner required or permitted and subject to stated special rules and allowable exceptions or exemptions. -11- Page 269 of 429 (b) The Issuer may establish a fund pursuant to the Resolution and this Certificate which is herein referred to as the Rebate Fund. The Issuer will invest and expend amounts on deposit in the Rebate Fund in accordance with this Certificate. (c) Moneys in the Rebate Fund shall be held by the Issuer or its designee and, subject to Sections 3.4, 3.5 and 6.1 hereof, shall be held for future payment to the United States as contemplated under the provisions of this Certificate and shall not constitute part of the trust estate held for the benefit of the owners of the Bonds or the Issuer. (d) The Issuer will pay to the United States from legally available money of the Issuer (whether or not such available money is on deposit in any fund or account related to the Bonds) any amount which is required to be paid to the United States. Section 3.3 Exceptions to Rebate The Issuer reasonably expects that the Bonds are eligible for one or more exceptions from the arbitrage rebate rules set forth in the Regulations. If the Bonds are ineligible, or become ineligible, for an exception to the arbitrage rebate rules, the Issuer will comply with the provisions of this Article III. A description of the applicable rebate exception(s) is as follows: • Eighteen -Month Exception The Gross Proceeds of the Bonds are expected to be expended for the governmental purposes for which the Bonds were issued in accordance with the following schedule: 1) 15 percent spent within six months of the Closing Date; 2) 60 percent spent within one year of the Closing Date; 3) 100 percent spent within eighteen months of the Closing Date (subject to 5 percent retainage for not more than one year). In any event, the Issuer expects that the 5% reasonable retainage will be spent within 30 months of the Closing Date. For purposes of determining compliance with the six-month and twelve- month spending periods, the amount of investment earnings included shall be based on the Issuer's reasonable expectations that the average annual interest rate on investments will be not more than 6%. For purposes of determining compliance with the eighteen -month spending period, the amount of investment earnings included shall be based on actual earnings. If the Issuer fails to meet the foregoing expenditure schedule, the Issuer shall comply with the arbitrage rebate requirements of the Code. • Election to Treat as Construction Bonds. The Bonds qualify as a "construction issue" as defined in Section 148(f)(4)(C)(vi) of the Code. The Issuer reasonably expects that more than 75 percent of the "available construction proceeds" ("ACP") of the Bonds, as defined in Section 148(f)(4)(C)(vi) of the Code, will be used - 12 - Page 270 of 429 for construction expenditures and that not less than the following percentages of the available construction proceeds will be spent within the following periods: 1) 10 percent spent within six months of the Closing Date; 2) 45 percent spent within one year of the Closing Date; 3) 75 percent spent within eighteen months of the Closing Date; 4) 100 percent spent within two years of the Closing Date (subject to 5 percent retainage for not more than one year). In any event, the Issuer expects that the 5% reasonable retainage will be spent within a three-year period beginning on the Closing Date. A failure to spend an amount that does not exceed the lesser of (i) 3% of the issue price or (ii) $250,000, is disregarded if the Issuer exercises due diligence to complete the Project. • Election with respect to future earnings Pursuant to Section 1.148-7(f)(2) of the Regulations, the Issuer elects to use actual investment earnings of the ACP in determining compliance with the above schedule. If the Issuer fails to meet one of the foregoing expenditure schedules, the Issuer shall comply with the arbitrage rebate requirements of the Code. Section 3.4 Calculation of Rebate Amount (a) As soon after each Computation Date as practicable, the Issuer shall, if necessary, calculate and determine the Excess Earnings on the Gross Proceeds Funds (the "Rebate Amount"). All calculations and determinations with respect to the Rebate Amount will be made on the basis of actual facts as of the Computation Date and reasonable expectations as to future events. (b) If the Rebate Amount exceeds the amount currently on deposit in the Rebate Fund, the Issuer may deposit an amount in the Rebate Fund such that the balance in the Rebate Fund after such deposit equals the Rebate Amount. If the amount in the Rebate Fund exceeds the Rebate Amount, the Issuer may withdraw such excess amount provided that such withdrawal can be made from amounts originally transferred to the Rebate Fund and not from earnings thereon, which may not be transferred, and only if such withdrawal may be made without liquidating investments at a loss. Section 3.5 Rebate Requirements and the Bond Fund - 13 - Page 271 of 429 It is expected that the Bond Fund described in the Resolution and Section 2.6(c) of this Certificate will be treated as a bona fide debt service fund as defined in Regulation 1.148-1(b). As such, any amount earned during a Bond Year on the Bond Fund and amounts earned on such amounts, if allocated to the Bond Fund, will not be taken into account in calculating the Rebate Amount for the reasons outlined in Section 2.6(c) hereof. However, should the Bond Fund cease to be treated as a bona fide debt service fund, the Bond Fund will become subject to the rebate requirements set forth in Section 3.4 hereof. Section 3.6 Investment of the Rebate Fund (a) Immediately upon a transfer to the Rebate Fund, the Issuer may invest all amounts in the Rebate Fund not already invested and held in the Rebate Fund, to the extent possible, in (1) SLGS, such investments to be made at a yield of not more than one -eighth of one percent above the Bond Yield, (2) Tax Exempt Obligations, (3) direct obligations of the United States or (4) certificates of deposit of any bank or savings and loan association. All investments in the Rebate Fund shall be made to mature not later than the next Rebate Payment Date. (b) If the Issuer invests in SLGS, the Issuer shall file timely subscription forms for such securities (if required). To the extent possible, amounts received from maturing SLGS shall be reinvested immediately in zero yield SLGS maturing on or before the next Rebate Payment Date. Section 3.7 Payment to the United States (a) On each Rebate Payment Date, the Issuer will pay to the United States at least ninety percent (90%) of the Rebate Amount less a computation credit of $1,000 per Bond Year for which the payment is made. (b) The Issuer will pay to the United States not later than sixty (60) days after the Final Bond Retirement Date all the rebatable arbitrage as of such date and any income attributable to such rebatable arbitrage as described in Regulation 1.148-3(0(2). (c) If necessary, on each Rebate Payment Date, the Issuer will mail a check to the Internal Revenue Service Center, Ogden, UT 84201. Each payment shall be accompanied by a copy of Form 8038-T, Arbitrage Rebate, filed with respect to the Bonds or other information reporting form as is required to comply with the Code and applicable Regulations. Section 3.8 Records (a) The Issuer will keep and retain adequate records with respect to the Bonds, the Gross Proceeds Funds, the Bond Fund, and the Rebate Fund until six years after the Final Bond Retirement Date. Such records shall include descriptions of all calculations of amounts transferred to the Rebate Fund, if any, and descriptions of all calculations of amounts paid to the United States as required by this Certificate. Such records will also show all amounts earned on moneys invested in such funds, and the actual dates and amounts of all principal, interest and redemption premiums (if any) paid on the Bonds. - 14 - Page 272 of 429 (b) Records relating to the investments in such Funds shall completely describe all transfers, deposits, disbursements and earnings including: (i) a complete list of all investments and reinvestments of amounts in each such Fund including, if applicable, purchase price, purchase date, type of security, accrued interest paid, interest rate, dated date, principal amount, date of maturity, interest payment dates, date of liquidation, receipt upon liquidation, market value of such investment on the Final Bond Retirement Date if held by the Issuer on the Final Bond Retirement Date, and market value of the investment on the date pledged to the payment of the Bonds, the Closing Date if different from the purchase date. (ii) the amount and source of each payment to, and the amount, purpose and payee of each payment from, each such Fund. Section 3.9 Additional Payments The Issuer hereby agrees to pay to the United States from legally available money of the Issuer (whether or not such available money is on deposit in any fund or account related to the Bonds) any amount which is required to be paid to the United States, but which is not available in a fund related to the Bonds for transfer to the Rebate Fund or payment to the United States. ARTICLE IV INVESTMENT RESTRICTIONS Section 4.1 Avoidance of Prohibited Payments The Issuer will not enter into any transaction that reduces the amount required to be deposited into the Rebate Fund or paid to the United States because such transaction results in a smaller profit or a larger loss than would have resulted if the transaction had been at arm's length and had the Bond Yield not been relevant to either party. The Issuer will not invest or direct the investment of any funds in a manner which reduces an amount required to be paid to the United States because such transaction results in a small profit or larger loss than would have resulted if the transaction had been at arm's length and had the Bond Yield not been relevant to the Issuer. In particular, notwithstanding anything to the contrary contained herein or in the Resolution, the Issuer will not invest or direct the investment of any funds in a manner which would violate any provision of this Article IV. Section 4.2 Market Price Requirement (a) The Issuer will not purchase or direct the purchase of Taxable Obligations for more than the then available market price for such Taxable Obligations. The Issuer will not sell, liquidate or direct the sale or liquidation of Taxable Obligations for less than the then available market price. - 15 - Page 273 of 429 (b) For purposes of this Certificate, United States Treasury obligations purchased directly from the United States Treasury will be deemed to be purchased at the market price. Section 4.3 Investment in Certificates of Deposit (a) Notwithstanding anything to the contrary contained herein or in the Resolution, the Issuer will invest or direct the investment of funds on deposit in the Gross Proceeds Fund, the Bond Fund, and the Rebate Fund, in a certificate of deposit of a bank or savings bank which is permitted by law and by the Resolution only if (1) the price at which such certificate of deposit is purchased or sold is the bona fide bid price quoted by a dealer who maintains an active secondary market in certificates of deposit of the same type or (2) if there is no active secondary market in such certificates of deposit, the certificate of deposit must have a yield (A) as high or higher than the yield on comparable obligations traded on an active secondary market, as certified by a dealer who maintains such a market, and (B) as high or higher than the yield available on comparable obligations of the United States Treasury. (b) The certificate of deposit described in part 2(A) of paragraph 4.3(a) above must be executed by a dealer who maintains an active secondary market in comparable certificates of deposit and must be based on actual trades adjusted to reflect the size and term of that certificate of deposit and the stability and reputation of the bank or savings bank issuing the certificate of deposit. Section 4.4 Investment Pursuant to Investment Contracts and Agreements The Issuer will invest or direct the investment of funds on deposit in the Gross Proceeds Funds, the Bond Fund, and the Rebate Fund pursuant to an investment contract (including a repurchase agreement) only if all of the following requirements are satisfied: (a) The Issuer makes a bona fide solicitation for the purchase of the investment. A bona fide solicitation is a solicitation that satisfies all of the following requirements: (1) The bid specifications are in writing and are timely forwarded to potential providers. (2) The bid specifications include all material terms of the bid. A term is material if it may directly or indirectly affect the yield or the cost of the investment. (3) The bid specifications include a statement notifying potential providers that submission of a bid is a representation that the potential provider did not consult with any other potential provider about its bid, that the bid was determined without regard to any other formal or informal agreement that the potential provider has with the issuer or any other person (whether or not in connection with the Bonds), and that the bid is not being submitted solely as a courtesy to the issuer or any other person for purposes of satisfying the requirements of paragraph (d)(6)(iii)(B)(1) or (2) of section 1.148-5 of the Regulations. - 16 - Page 274 of 429 (4) The terms of the bid specifications are commercially reasonable. A term is commercially reasonable if there is a legitimate business purpose for the term other than to increase the purchase price or reduce the yield of the investment. (5) For purchases of guaranteed investment contracts only, the terms of the solicitation take into account the Issuer's reasonably expected deposit and drawdown schedule for the amounts to be invested. (6) All potential providers have an equal opportunity to bid and no potential provider is given the opportunity to review other bids (i.e., a last look) before providing a bid. (7) At least three reasonably competitive providers are solicited for bids. A reasonably competitive provider is a provider that has an established industry reputation as a competitive provider of the type of investments being purchased. (b) The bids received by the Issuer meet all of the following requirements: (1) The Issuer receives at least three bids from providers that the Issuer solicited under a bona fide solicitation meeting the requirements of paragraph (d)(6)(iii)(A) of section 1.148-5 of the Regulations and that do not have a material financial interest in the issue. A lead underwriter in a negotiated underwriting transaction is deemed to have a material financial interest in the issue until 15 days after the issue date of the issue. In addition, any entity acting as a financial advisor with respect to the purchase of the investment at the time the bid specifications are forwarded to potential providers has a material financial interest in the issue. A provider that is a related party to a provider that has a material financial interest in the issue is deemed to have a material financial interest in the issue. (2) At least one of the three bids described in paragraph (d)(6)(iii)(B)(1) of section 1.148-5 of the Regulations is from a reasonably competitive provider, within the meaning of paragraph (d)(6)(iii)(A)(7) of section 1.148-5 of the Regulations. (3) If the Issuer uses an agent to conduct the bidding process, the agent did not bid to provide the investment. (c) The winning bid meets the following requirements: (1) Guaranteed investment contracts. If the investment is a guaranteed investment contract, the winning bid is the highest yielding bona fide bid (determined net of any broker's fees). (2) Other investments. If the investment is not a guaranteed investment contract, the winning bid is the lowest cost bona fide bid (including any broker's fees). - 17 - Page 275 of 429 (d) The provider of the investments or the obligor on the guaranteed investment contract certifies the administrative costs that it pays (or expects to pay, if any) to third parties in connection with supplying the investment. (e) The Issuer will retain the following records with the bond documents until three years after the last outstanding bond is redeemed: (1) For purchases of guaranteed investment contracts, a copy of the contract, and for purchases of investments other than guaranteed investment contracts, the purchase agreement or confirmation. (2) The receipt or other record of the amount actually paid by the Issuer for the investments, including a record of any administrative costs paid by the Issuer, and the certification under paragraph (d)(6)(iii)(D) of section 1.148-5 of the Regulations. (3) For each bid that is submitted, the name of the person and entity submitting the bid, the time and date of the bid, and the bid results. (4) The bid solicitation form and, if the terms of the purchase agreement or the guaranteed investment contract deviated from the bid solicitation form or a submitted bid is modified, a brief statement explaining the deviation and stating the purpose for the deviation. (5) For purchases of investments other than guaranteed investment contracts, the cost of the most efficient portfolio of State and Local Government Series Securities, determined at the time that the bids were required to be submitted pursuant to the terms of the bid specifications. Section 4.5 Records The Issuer will maintain records of all purchases, sales, liquidations, investments, reinvestments, redemptions, disbursements, deposits, and transfers of amounts on deposit. Section 4.6 Investments to be Legal All investments required to be made pursuant to this Certificate shall be made to the extent permitted by law. In the event that any such investment is determined to be ultra vires, it shall be liquidated and the proceeds thereof shall be invested in a legal investment, provided that prior to reinvesting such proceeds, the Issuer shall obtain an opinion of Bond Counsel to the effect that such reinvestment will not cause the Bonds to become arbitrage bonds under Sections 103, 148, 149, or any other applicable provision of the Code. ARTICLE V - 18 - Page 276 of 429 GENERAL COVENANTS The Issuer hereby covenants to perform all acts within its power necessary to ensure that the reasonable expectations set forth in Article II hereof will be realized. The Issuer reasonably expects to comply with all covenants contained in this Certificate. ARTICLE VI AMENDMENTS AND ADDITIONAL AGREEMENTS Section 6.1 Opinion of Bond Counsel; Amendments The various provisions of this Certificate need not be observed and this Certificate may be amended or supplemented at any time by the Issuer if the Issuer receives an opinion or opinions of Bond Counsel that the failure to comply with such provisions will not cause any of the Bonds to become "arbitrage bonds" under the Code and that the terms of such amendment or supplement will not cause any of the Bonds to become "arbitrage bonds" under the Code, or otherwise cause interest on any of the Bonds to become includable in gross income for federal income tax purposes. Section 6.2 Additional Covenants, Agreements The Issuer hereby covenants to make, execute and enter into (and to take such actions, if any, as may be necessary to enable it to do so) such agreements as may be necessary to comply with any changes in law or regulations in order to preserve the tax-exempt status of the Bonds to the extent that it may lawfully do so. The Issuer further covenants (1) to impose such limitations on the investment or use of moneys or investments related to the Bonds, (2) to make such payments to the United States Treasury, (3) to maintain such records, (4) to perform such calculations, and (5) to perform such other lawful acts as may be necessary to preserve the tax- exempt status of the Bonds. Section 6.3 Amendments Except as otherwise provided in Section 6.1 hereof, all the rights, powers, duties and obligations of the Issuer shall be irrevocable and binding upon the Issuer and shall not be subject to amendment or modification by the Issuer. - 19 - Page 277 of 429 IN WITNESS WHEREOF, the Issuer has caused this Certificate to be executed by its duly authorized officer, all as of the day first above written. (SEAL) Finance Director/Treasurer, City of Waterloo, State of Iowa - 20 - Page 278 of 429 EXHIBIT A VERIFICATION CERTIFICATE OF THE PURCHASER The undersigned officer of the Iowa Finance Authority (the "Purchaser"), hereby certifies as follows: 1. The Purchaser and the City of Waterloo, Iowa (the "Issuer"), have entered into a Loan and Disbursement Agreement (the "Agreement"), providing for the purchase of a $7,948,000 Sewer Revenue Capital Loan Note, Series 2024A of the City dated as of the date of delivery (the "Notes"). 2. The Agreement is in full force and effect and has not been repealed, rescinded or amended. 3. The Purchaser hereby confirms that the Notes were purchased at par and will not be reoffered to the public, the terms of purchase being as follows: Price (% of par) (do not Principal Principal include Amount Amount Interest accrued Issued Sold Rate interest) $7,948,000 None 2.430% 100% IN WITNESS WHEREOF, the Purchaser has caused this Verification Certificate to be executed by its duly authorized officer this day of , 2024. IOWA FINANCE AUTHORITY By: Its: 02311321\11310-167 Page 279 of 429 LOAN AND DISBURSEMENT AGREEMENT $7,948,000 SEWER REVENUE CAPITAL LOAN NOTES, SERIES 2024A This Loan and Disbursement Agreement (the "Agreement") is made and entered into as of March 22, 2024, by and between the City of Waterloo, Iowa (the "Participant") and the Iowa Finance Authority, an agency and public instrumentality of the State of Iowa (the "Issuer"). WHEREAS, the Issuer, in cooperation with the Iowa Department of Natural Resources (the "Department"), is authorized to undertake the creation, administration and financing of the Iowa Water Pollution Control Works Financing Program (the "Program") established in the Code of Iowa, Sections 16.131 through 16.135 and Sections 455B.291 through 455B.299, including, among other things, the making of loans to Iowa municipalities for purposes of the Program; and WHEREAS, the Participant desires to participate in the Program as a means of financing all or part of the construction of certain wastewater treatment facilities serving the Participant and its residents; and WHEREAS, to assist in financing the Project (defined herein), the Issuer desires to make a loan to the Participant in the amount set forth in Section 2 hereof; NOW, THEREFORE, the parties agree as follows: Section 1. Definitions. In addition to other definitions set forth herein, the following terms as used in this Agreement shall, unless the context clearly requires otherwise, have the following meanings: (a) "Bonds" shall mean any State Revolving Fund Revenue Bonds that were or in the future are issued by the Issuer for the purpose of providing moneys to finance the Loan to the Participant. (b) "Code" shall mean the Internal Revenue Code of 1986, as amended, and all lawfully promulgated regulations thereunder. (c) "Project" shall mean the particular construction activities approved by the Department and being undertaken by the Participant with respect to its Wastewater Treatment System, as described in the Resolution. (d) "Regulations" shall mean the administrative rules of the Department relating to the Program, set forth in Title 567, Chapter 92 of the Iowa Administrative Code, and the administrative rules of the Issuer relating to the Program set forth in Title 265, Chapter 26 of the Iowa Administrative Code. 1 05/01/2020 Page 280 of 429 (e) "Resolution" shall mean the resolution of the City Council of the Participant providing for the authorization and issuance of the Revenue Bond, attached hereto as Exhibit B, adopted on March 4, 2024, approving and authorizing the execution of this Agreement and the issuance of the Revenue Bond (as defined herein). (f) "Wastewater Treatment System" shall mean the wastewater treatment system of the Participant, all facilities being used in conjunction therewith and all appurtenances and extensions thereto, including but not limited to the wastewater treatment system project which the Participant is financing under this Agreement. Section 2. Loan; Purchase of Revenue Bond. The Issuer agrees to purchase a duly authorized and issued sewer revenue bond or capital loan note of the Participant (the "Revenue Bond") in order to make a loan to the Participant, and will disburse proceeds as set forth herein. The Participant agrees to borrow and accept from the Issuer, a loan in the principal amount of $7,948,000 (the "Loan"). The Participant shall use the proceeds of the Loan strictly (a) to finance a portion of the costs of construction of the Project and (b), where applicable, to reimburse the Participant for a portion of the costs of the Project, which portion was paid or incurred in anticipation of reimbursement through the Program and which is eligible for such reimbursement under and pursuant to the Regulations and the Code. Section 3. Disbursements. Proceeds of the Loan shall be made available to the Participant in the form of one or more periodic disbursements as provided in this Section. The Issuer thereafter shall make disbursements of a portion of the Loan for payment of costs of the Project upon receipt of the following: (a) a completed payment request on a form acceptable to and available from the Issuer; (b) current construction payment estimates; (c) engineering service statements; (d) purchase orders or invoices for items not included within other contracts; and (e) evidence that the costs for which the disbursement is requested have been incurred. Solely with respect to the request for the final disbursement of proceeds of the Loan, the Participant shall submit to the Issuer (via the Department), in addition to items (a) through (e) above, a certification of completion and acceptance of the Project by the Participant or evidence of an acceptable settlement if the Project is subject to a dispute between the Participant and any contractor. 2 Page 281 of 429 Disbursements shall be made in a timely fashion following the receipt of the information as set forth above. Unless otherwise agreed to in writing by the Issuer, funds shall be payable to the Participant via automated clearinghouse system transfer to the account specified by the Participant. Section 4. Completion of Project. The Participant covenants and agrees (i) to exercise its best efforts in accordance with prudent wastewater treatment utility practices to complete the Project; and (ii) to provide from its own fiscal resources all monies, in excess of the total amount of Loan proceeds it receives under the Agreement, required to complete the Project. Section 5. Repayment of Loan; Issuance of Revenue Bonds. The Participant's obligation to repay the Loan and interest thereon shall be evidenced by the Revenue Bond in the principal amount of the Loan, complying in all material respects with the Regulations and being in substantially the form set forth in the Resolution, which Resolution is attached hereto as Exhibit B. The Revenue Bond shall be delivered to the Issuer as the original purchaser and registered holder thereof at the closing of the Loan. The Revenue Bond shall be accompanied by a legal opinion of bond counsel, in form satisfactory to the Issuer, to evidence the legality, security position and tax-exempt status of interest on the Revenue Bond. The parties agree that a payment of principal of or interest on the Revenue Bond shall be deemed to be a payment of the same on the Loan and a payment of principal of or interest on the Loan shall be deemed to be a payment of the same on the Revenue Bond. Unless otherwise agreed to in writing by the Issuer, all payments of principal and interest due under the Loan shall be made via automated clearinghouse transfer, from an account specified by the Participant. The Revenue Bond shall be dated the date of delivery to the Issuer, with interest and the Servicing Fee (together, the "Interest Rate" as set forth in Section 6 hereof) payable semiannually on June 1 and December 1 of each year (unless the resolution authorizing a previous series of outstanding bonds on a parity with the Revenue Bond requires interest to be paid on other interest payment dates, in which case such other dates shall apply) from the date of each disbursement of a part of the Loan from the Issuer to the Participant (which are initially expected to be on approximately the dates set forth on Exhibit A attached hereto and incorporated herein). The first repayment of principal of the Loan shall be due and payable not later than one year after substantial completion of the Project and payments of principal, interest and the Servicing Fee shall continue thereafter until the Loan is paid in full. Following the final disbursement of Loan proceeds to the Participant, Exhibit A shall be adjusted by the Issuer, with the approval of the Participant, based upon actual disbursements to the Participant under the Agreement. Such revised Exhibit A thereafter shall be deemed to be incorporated herein by reference and made a part hereof and shall supersede and replace that initially attached hereto and to the Revenue Bond. The Revenue Bond shall be subject to optional redemption by the Participant at a price of par plus accrued interest (i) on any date upon receipt of written consent by the Issuer, or (ii) in the event that all or substantially all of the Project is damaged or destroyed. Any such optional redemption of the Revenue Bond by the Participant may be made from any funds regardless of source, in whole or from time to time in part, upon not less than thirty (30) days' notice of redemption by e-mail, facsimile, certified or registered mail to the Issuer (or any other registered 3 Page 282 of 429 owner of the Revenue Bond). The Revenue Bond is also subject to mandatory redemption in the event the costs of the Project are less than initially projected, in which case the amount of the Loan shall be reduced to an amount equal to the actual Project costs disbursed. The Participant and the Issuer agree that following such adjustment, the principal amount due under the Revenue Bond shall be automatically reduced to equal the principal amount of the adjusted Loan. The Revenue Bond and the interest thereon and any additional obligations as may be hereafter issued and outstanding from time to time under the conditions set forth in the Resolution shall be payable solely and only from the Net Revenues (as defined in the Resolution) of the Wastewater Treatment System of the Participant, a sufficient portion of which has been and shall be ordered set aside and pledged for such purpose under the provisions of the Resolution. Neither this Agreement nor the Revenue Bond is a general obligation of the Participant, and under no circumstance shall the Participant be in any manner liable by reason of the failure of the aforesaid Net Revenues to be sufficient to pay the Revenue Bond and the interest thereon or to otherwise discharge the Participant's obligation hereunder. Section 6. Interest Rate, Initiation Fee and Servicing Fees. (a) The Participant agrees to pay to the Issuer, as additional consideration for the Loan, a loan initiation fee (the "Initiation Fee") equal to one-half of one percent (0.50%) of the amount of the Loan (but not to exceed $100,000.00) ($39,740.00), which shall be due and payable on the date of this Agreement. Unless the Issuer shall be otherwise notified by the Participant that the Participant intends to pay such Initiation Fee from other funds, and has received such other funds from the Participant on the date hereof, the Issuer shall be authorized to deduct the full amount of the Initiation Fee from the proceeds of the Loan being made hereunder, and such deduction by the Issuer shall be deemed to be an expenditure by the Participant of the Loan proceeds. (b) The Participant agrees to pay a Loan servicing fee (the "Servicing Fee") to the Issuer in an amount equal to 0.25% per annum of the principal amount of the Loan outstanding. The Servicing Fee shall be paid as described in Section 5 and Section 6(c) hereof (c) The Loan shall bear interest at 2.43% per annum (the "Rate"). As described in Section 5, payments hereunder shall be calculated based on the Rate plus the Servicing Fee (such 2.68%, the "Interest Rate"). Section 7. Compliance with Applicable Laws, Performance Under Loan Agreement; Rates. The Participant covenants and agrees (i) to comply with all applicable State of Iowa and federal laws, rules and regulations (including but not limited to the Regulations), judicial decisions, and executive orders in the performance of the Agreement and in the financing, construction, operation, maintenance and use of the Project and the Wastewater Treatment System; (ii) to maintain its Wastewater Treatment System in good repair, working order and operating condition; (iii) to cooperate with the Issuer in the observance and performance of their respective duties, covenants, obligations and agreements under the Agreement; (iv) to comply with all terms and conditions of the Resolution; and (v) to establish, levy and collect rents, rates and other charges for the products and services provided by its Wastewater Treatment System, which rents, rates and other charges shall be at least sufficient (A) to meet the operation and maintenance expenses of 4 Page 283 of 429 such Wastewater Treatment System, (B) to produce and maintain Net Revenues at a level not less than 110% of the amount of principal and interest on the Revenue Bond and any other obligations secured by a pledge of the Net Revenues falling due in the same year, (C) to comply with all covenants pertaining thereto contained in, and all other provisions of, any bond resolution, trust indenture or other security agreement, if any, relating to any bonds or other evidences of indebtedness issued or to be issued by the Participant, (D) to pay the debt service requirements on any bonds, notes or other evidences of indebtedness, whether now outstanding or incurred in the future, secured by such revenues or other receipts and issued to finance improvements to the Wastewater Treatment System and to make any other payments required by the laws of the State of Iowa, (E) to generate funds sufficient to fulfill the terms of all other contracts and agreements made by the Participant, including, without limitation, the Agreement and the Revenue Bond and (F) to pay all other amounts payable from or constituting a lien or charge on the operating revenues of its Wastewater Treatment System. Section 8. Exclusion of Interest from Gross Income. Unless otherwise agreed to by the Issuer in writing, the Participant covenants and agrees as follows: (a) The Participant shall not take any action or omit to take any action which would result in a loss of the exclusion of the interest on the Bonds from gross income for federal income taxation as that status is governed by Section 103(a) of the Code. (b) The Participant shall not take any action or omit to take any action, which action or omission would cause its Revenue Bond or the Bonds (assuming solely for this purpose that the proceeds of the Bonds loaned to the Participant represent all of the proceeds of the Bonds) to be "private activity bonds" within the meaning of Section 141(a) of the Code. Accordingly, unless the Participant receives the prior written approval of the Issuer, the Participant shall not (A) permit any of the proceeds of the Bonds loaned to the Participant or the Project financed with such proceeds to be used, either directly or indirectly, in any manner that would constitute "private business use" within the meaning of Section 141(b)(6) of the Code, taking into account for this purpose all such use by persons other than governmental units on an aggregate basis, (B) use, either directly or indirectly, any of the proceeds of the Bonds loaned to the Participant to make or finance loans to persons other than governmental units (as such term is used in Section 141(c) of the Code) or (C) use, either directly or indirectly, any of the proceeds of the Bonds loaned to the Participant to acquire any "non -governmental output property" within the meaning of Section 141(d)(2) of the Code. (c) The Participant shall not directly or indirectly use or permit the use of any proceeds of the Bonds (or amounts replaced with such proceeds) or any other funds or take any action or omit to take any action, which use or action or omission would (assuming solely for this purpose that the proceeds of the Bonds loaned to the Participant represent all of the proceeds of the Bonds) cause the Bonds to be "arbitrage bonds" within the meaning of Section 148(a) of the Code. 5 Page 284 of 429 (d) The Participant shall not directly or indirectly use or permit the use of any proceeds of the Bonds to pay the principal of or interest on any issue of State or local governmental obligations ("refinancing of indebtedness") unless the Participant shall establish to the satisfaction of the Issuer that such refinancing of indebtedness will not adversely affect the exclusion from gross income of interest on the Bonds for federal income tax purposes and the Participant delivers an opinion to such effect of bond counsel acceptable to the Issuer. (e) The Participant shall not directly or indirectly use or permit the use of any proceeds of the Bonds to reimburse the Participant for any portion of the cost of the Project unless such cost was paid or incurred by the Participant in anticipation of reimbursement from the proceeds of the Bonds or other State or local governmental borrowing in accordance with the Code, published rulings of the Internal Revenue Service and the Regulations. (f) The Participant shall not use the proceeds of the Bonds (assuming solely for this purpose that the proceeds of the Bonds loaned to the Participant represent all of the proceeds of the Bonds) in any manner which would cause the Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the Code or "hedge bonds" within the meaning of Section 149(g) of the Code. (g) The Participant shall comply with all provisions of the Code relating to the rebate of any profits from arbitrage attributable to the Participant, and shall indemnify and hold the Issuer harmless therefrom. Section 9. Insurance; Audits; Disposal of Property. The Participant covenants and agrees (a) to maintain insurance on, or to self -insure, the insurable portions of the Wastewater Treatment System of a kind and in an amount which normally would be carried by private companies engaged in a similar type of business, (b) to keep proper books and accounts adapted to the Wastewater Treatment System, showing the complete and correct entry of all transactions relating thereto, and to cause said books and accounts to be audited or examined by an independent auditor or the State Auditor (i) at such times and for such periods as may be required by the federal Single Audit Act of 1984, OMB Circular A-133 or State law, and (ii) at such other times and for such other periods as may be requested at any time and from time to time by the Issuer (which requests may require an audit to be performed for a period that would not otherwise be required to be audited under State law), and (c) unless the Participant has received a waiver and consent from the Issuer, it shall not sell, lease or in any manner dispose of the Wastewater Treatment System, or any capital part thereof, including any and all extensions and additions which may be made thereto, until the Revenue Bond shall have been paid in full or otherwise discharged as provided in the Resolution; provided, however, that the Participant may dispose of any property which in the judgment of its governing body is no longer useful or profitable to use in connection with the operation of the Wastewater Treatment System or essential to the continued operation thereof Section 10. Maintenance of Documents; Access. The Participant agrees to maintain its project accounts in accordance with generally accepted accounting principles ("GAAP") as issued 6 Page 285 of 429 by the Governmental Accounting Standards Board, including GAAP requirements relating to the reporting of infrastructure assets. The Participant agrees to permit the Issuer or its duly authorized representative access to all files and documents relating to the Project for purposes of conducting audits and reviews in accordance with any of the Regulations. Section 11. Continuing Disclosure. As a means of enabling the Issuer to comply with the "continuing disclosure" requirements set forth in Rule 15c2-12 (the "Rule") of the Securities and Exchange Commission, the Participant agrees, during the term of the Loan, but only upon written notification from the Issuer to the Participant that this Section 11 applies to such Participant for a particular fiscal year, to provide the Issuer with (i) the comprehensive audit report of the Participant, prepared and certified by an independent auditor or the State Auditor, or unaudited financial information if the audit is not available, not later than 180 days after the end of each fiscal year for which this section applies and (ii) such other information and operating data as the Issuer may reasonably request from time to time with respect to the Wastewater Treatment System, the Project or the Participant. The Participant hereby consents to the inclusion of all or any portion of the foregoing information and materials in a public filing made by the Issuer under the Rule. The Participant agrees to indemnify and hold harmless the Issuer, and its officers, directors, employees and agents from and against any and all claims, damages, losses, liabilities, reasonable costs and expenses whatsoever (including attorney fees) which such indemnified party may incur by reason of or in connection with the disclosure of information permitted under this Section; provided that no such indemnification shall be required for any claims, damages, losses, liabilities, costs or expenses to the extent, but only to the extent, caused by the willful misconduct or gross negligence of the Issuer in the disclosure of such information. Section 12. Events of Default. If any one or more of the following events occur, it is hereby defined as and declared to constitute an "Event of Default" under this Agreement: (a) Failure by the Participant to pay, or cause to be paid, any Loan repayment (including the Servicing Fee) required to be paid under this Agreement when due, which failure shall continue for a period of fifteen (15) days. (b) Failure by the Participant to make, or cause to be made, any required payments of principal, redemption premium, if any, and interest on any bonds, notes or other obligations of the Participant (other than the Loan and the Revenue Bond), the payment of which are secured by operating revenues of the Wastewater Treatment System. (c) Failure by the Participant to observe and perform any duty, covenant, obligation or agreement on its part to be observed or performed under the Agreement or the Resolution, other than the obligation to make Loan repayments, which failure shall continue for a period of thirty (30) days after written notice, specifying such failure and requesting that it be remedied, is given to the Participant by the Issuer, unless the Issuer 7 Page 286 of 429 shall agree in writing to an extension of such time prior to its expiration or the failure stated in such notice is correctable but cannot be corrected in the applicable period, in which case the Issuer may not unreasonably withhold its consent to an extension of such time up to one hundred twenty (120) days from the delivery of the written notice referred to above if corrective action is commenced by the Participant within the applicable period and diligently pursued until the Event of Default is corrected. Section 13. Remedies on Default. Whenever an Event of Default shall have occurred and be continuing, the Issuer shall have the right to take any action authorized under the Regulations, the Revenue Bond or this Agreement and to take whatever other action at law or equity may appear necessary or desirable to collect the amounts then due and thereafter to become due under the Agreement or to enforce the performance and observance of any duty, covenant, obligation or agreement of the Participant under the Agreement or the Resolution. Section 14. Amendments. This Agreement may not be amended, supplemented or modified except by a writing executed by all of the parties hereto. Section 15. Termination. The Participant understands and agrees that the Loan may be terminated at the option of the Issuer if construction of the Project has not commenced within one year of the date of execution of this Agreement, all as set forth in the Regulations. Section 16. Rule of Construction. This Agreement is executed pursuant to the provisions of Section 384.24A of the Code of Iowa and shall be read and construed as conforming to all provisions and requirements of that statute. In the event of any inconsistency or conflict between the terms and conditions of the Revenue Bond and this Agreement or the Regulations, the parties acknowledge and agree that the terms of this Agreement or the Regulations, as the case may be, shall take precedence over any such terms of the Revenue Bond and shall be controlling, and that the payment of principal and interest on the Loan shall at all times conform to the schedule set forth on Exhibit A, as adjusted, and the Regulations. Section 17. Federal Requirements. The Participant agrees to comply with all applicable federal requirements including, but not limited to, Davis -Bacon wage requirements and the requirements relating to the use of American iron and steel products. Section 18. Application of Uniform Electronic Transactions Act. The Issuer and the Participant agree this Agreement and all documents related thereto and referenced herein may be entered into and provided for pursuant to and in accordance with Chapter 554D of the Code of Iowa. 8 Page 287 of 429 IN WITNESS WHEREOF, we have hereunto affixed our signatures all as of the date first above written. Attest: Kelley Felchle, City Clerk CITY OF WATERLOO, IOWA By: Quentin Hart, Mayor [Participant Signature Page to LDA] Page 288 of 429 IN WITNESS WHEREOF, I have hereunto affixed my signature all as of the date first above written. IOWA FINANCE AUTHORITY By: Its: [IFA Signature Page to LDA] Page 289 of 429 EXHIBIT A ESTIMATED DISBURSEMENTS AND DEBT SERVICE REPAYMENT SCHEDULE Page 290 of 429 EXHIBIT B AUTHORIZATION/ISSUANCE RESOLUTION OF PARTICIPANT 02310710\11310-167 Page 291 of 429 DELIVERY CERTIFICATE We, the undersigned City officials, do hereby certify that we are the officers, respectively below indicated, of a municipal corporation in the State of Iowa, known as the City of Waterloo, Iowa; that in pursuance of the provisions of Sections 384.24A and 384.83, Code of Iowa, there have been heretofore lawfully authorized and this day by us lawfully executed, issued, caused to be registered and authenticated and delivered one fully registered Sewer Revenue Capital Loan Note, Series 2024A, of said City of Waterloo, Iowa, in the amount of $7,948,000, dated the date of delivery, bearing interest at the rate of 2.43% per annum set forth on the Debt Service Schedule attached hereto and incorporated herein by this reference. The Note has been executed with the manual signature of the Mayor and the manual signature of the Clerk of said City. The Note has been delivered to: Iowa Finance Authority of Des Moines, Iowa, and has been paid for in accordance with the terms of the contract of sale and at a price of par. We further certify that no controversy or litigation is pending, prayed or threatened involving the incorporation, organization, existence or boundaries of the City, or the titles of the undersigned officers to their respective positions, or the validity of the Note, or the pledge of the Net Revenues of the municipal sewer system, (the "System"), to the payment of the Note or the power and duty of the City to construct, own and operate its System as a revenue producing undertaking and to provide, charge and apply adequate rates and charges for the full and prompt payment of the principal and interest of the Note, and that none of the proceedings or authority for the issuance of the Note has been repealed, revoked, rescinded, or modified in any manner. We further certify that each of the officers whose signatures appear on the Note were in occupancy and possession of their respective offices at the time the Note was executed and do hereby adopt and affirm their signatures appearing in the Note. We further certify that the present financial condition of the City is as follows: Total sewer revenue bonded indebtedness, including above -mentioned Sewer Revenue Capital Loan Note $48,864,352.32 All other indebtedness of any kind, payable from Sewer Revenues $0 1 Page 292 of 429 IN WITNESS WHEREOF, we have hereunto affixed our hands at Waterloo, Iowa, this day of , 2024. Mayor City Clerk Finance Director (SEAL) 02310903\11310-167 2 Page 293 of 429 TRANSCRIPT CERTIFICATE I, the undersigned, being first duly sworn, do hereby depose and certify that I am the duly appointed, qualified and acting Clerk of the City of Waterloo, Iowa, and that as such Clerk I have in my possession or have access to the complete corporate records of said City and of its City Council and officials, and that I have carefully compared the transcript hereto attached with the aforesaid corporate records and that said transcript hereto attached is a true and complete copy of all the corporate records in relation to the authorization, issuance and disposition of a $7,948,000 Sewer Revenue Capital Loan Note, Series 2024A, of said City dated the date of delivery, and that said transcript hereto attached contains a true and complete statement of all the measures adopted and proceedings, acts and things had, done and performed up to the present time, in relation to the authorization, issuance and disposition of said Note, and that said City Council consists of a Mayor and seven (7) Council Members, and that said offices were duly and lawfully filled by the individuals listed in the attached transcript as of the dates and times referred to therein. I further certify that said City is and throughout the period of said proceedings has been governed under the Mayor/Council form of municipal government authorized by Chapter 372, Code of Iowa, under the provisions of its charter as recorded with the Secretary of State. I further certify that all meetings of the City Council of said City at which action was taken in connection with said Note were open to the public at all times in accordance with a notice of meeting and tentative agenda, a copy of which was timely served on each member of the City Council and was duly given at least twenty-four hours prior to the commencement of the meeting by notification of the communications media having requested such notice and posted on a bulletin board or other prominent place designated for the purpose and easily accessible to the public at the principal office of the City Council all pursuant to the provisions and in accordance with the conditions of the local rules of the City Council and Chapter 21, Code of Iowa. I further certify that no City officer or employee has any interest in the contract for the sale of the Note or any matter incidental thereto, according to my best knowledge and belief. WITNESS my hand and the seal of the City hereto attached this day of , 2024, at Waterloo, Iowa. (SEAL) City Clerk, City of Waterloo, State of Iowa 1 Page 294 of 429 Finally, the below stated officers whose signatures appear hereafter are now the duly qualified and acting officials of the City, possessed of the offices as designated below, to -wit: Mayor Quentin Hart (Original Signature) City Clerk Kelley Felchle (Original Signature) Finance Officer Bridgett Wood STATE OF IOWA COUNTY OF BLACK HAWK ) ) SS ) (Original Signature) Subscribed and sworn to before me by Quentin Hart, Kelley Felchle and Bridgett Wood on this day of , 2024. (SEAL) 02310910\11310-167 Notary Public in and for Black Hawk County, Iowa 2 Page 295 of 429 Form 8038-G (Rev. October 2021) Department of the Treasury Internal Revenue Service Part I Information Return for Tax -Exempt Governmental Bonds ► Under Internal Revenue Code section 149(e) ► See separate instructions. Caution: If the issue price is under $100,000, use Form 8038-GC. ► Go to www.irs.gov/F8038G for instructions and the latest information. OMB No. 1545-0047 Reporting Authority Check box if Amended Return ► ❑ 1 Issuer's name City of Waterloo, State of Iowa 2 Issuer's employer identification number (EIN) 3a Name of person (other than issuer) with whom the IRS may communicate about this return (see instructions) 3b Telephone number of other person shown on 3a 4 Number and street (or P.O. box if mail is not delivered to street address) 715 Mulberry Street Room/suite 5 Report number (For IRS Use Only) 13 6 City, town, or post office, state, and ZIP code Waterloo, Iowa 50703 7 Date of issue March 22, 2024 8 Name of issue $7,948,000 Sewer Revenue Capital Loan Notes, Series 2024A 9 CUSIP number None 10a Name and title of officer or other employee of the issuer whom the IRS may call for more information Bridgett Wood, Finance Director 10b Telephone number of officer or other employee shown on 10a 319-291-4323 Part II Type of Issue (Enter the issue price.) See the instructions and attach schedule. 11 Education 12 Health and hospital 13 Transportation 14 Public safety 15 Environment (including sewage bonds) 16 Housing 17 Utilities 18 Other. Describe ► 19a If bonds are TANs or RANs, check only box 19a b If bonds are BANs, check only box 19b 20 If bonds are in the form of a lease or installment sale, check box Part Ill ► ► ❑ ► ❑ Description of Bonds. Complete for the entire issue for which this form is being filed. 11 12 13 14 15 16 17 7,948,000 18 21 (a) Final maturity date (b) Issue price (c) Stated redemption price at maturity (d) Weighted average maturity (e) Yield 06/01/2044 $ 7,948,000 $ 7,948,000 11.566 years 2.430177 Part IV Uses of Proceeds of Bond Issue (including underwriters' discount) 22 Proceeds used for accrued interest 23 Issue price of entire issue (enter amount from line 21, column (b)) 24 Proceeds used for bond issuance costs (including underwriters' discount) 25 Proceeds used for credit enhancement 26 Proceeds allocated to reasonably required reserve or replacement fund 27 Proceeds used to refund prior tax-exempt bonds. Complete Part V . . 28 Proceeds used to refund prior taxable bonds. Complete Part V . . . 29 Total (add lines 24 through 28) 30 24 25 26 27 28 54,490.00 -0- -0- -0- -0- 22 23 -0- 7,948,000.00 Nonrefunding proceeds of the issue (subtract line 29 from line 23 and enter amount here) Part V 29 30 54,490.00 7,893,510.00 Description of Refunded Bonds. Complete this part only for refunding bonds. 31 Enter the remaining weighted average maturity of the tax-exempt bonds to be refunded . . 32 Enter the remaining weighted average maturity of the taxable bonds to be refunded . . . 33 Enter the last date on which the refunded tax-exempt bonds will be called (MM/DD/YYYY) . 34 Enter the date(s) the refunded bonds were issued ► (MM/DD/YYYY) ► ► 0.0000 years 0.0000 years For Paperwork Reduction Act Notice, see separate instructions. Cat. No. 63773S Form 8038-G (Rev. 10-2021) Page 296 of 429 Form 8038-G (Rev. 10-2021) Page 2 Part VI Miscellaneous 35 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) . . . . 35 -0- 36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract (GIC). See instructions 36a -0- b Enter the final maturity date of the GIC ► (MM/DD/YYYY) c Enter the name of the GIC provider ► - 37 Pooled financings: Enter the amount of the proceeds of this issue that are to be used to make loans to other governmental units 37 -0- 38a If this issue is a loan made from the proceeds of another tax-exempt issue, check box ► ❑✓ and enter the following information: b Enter the date of the master pool bond ► (MM/DD/YYYY) unknown c Enter the EIN of the issuer of the master pool bond ► 52-1699886 d Enter the name of the issuer of the master pool bond ► Iowa Finance Authority - see attached 39 If the issuer has designated the issue under section 265(b)(3)(B)(i)(III) (small issuer exception), check box . . ► ❑ 40 If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box ► ❑ 41a If the issuer has identified a hedge, check here ► ❑ and enter the following information: b Name of hedge provider ► - c Type of hedge ► - d Term of hedge ► - 42 If the issuer has superintegrated the hedge, check box ► ❑ 43 If the issuer has established written procedures to ensure that all nonqualified bonds of this issue are remediated according to the requirements under the Code and Regulations (see instructions), check box ► ❑✓ 44 If the issuer has established written procedures to monitor the requirements of section 148, check box ► ❑✓ 45a If some portion of the proceeds was used to reimburse expenditures, check here ► ❑ and enter the amount of reimbursement ► b Enter the date the official intent was adopted ► (MM/DD/YYYY) Under penalties of perjury, I declare that I have examined this return and accompanying schedules and statements, and to the best of my knowledge Sinature and belief, they are true, correct, and complete. I further declare that I consent to the IRS's disclosure of the issuer's return information, as necessary to g process this return, to the person that I have authorized above. and Consent Signature of issuer's authorized representative ' Bridgett Wood, Finance Director Date Type or print name and title Paid Preparer Use Only Print/Type preparer's name Kristin Billingsley Cooper Firm's name ► Ahlers & Cooney, P.0 Preparer's signature Firm's address ► 100 Court Avenue, Suite 600, Des Moines, Iowa 50309 Date Check ❑ if self -employe Firm's EIN ► Phone no. PTIN d P02001942 42-1323559 515-243-7611 Form 8038-G (Rev. 10-2021) Page 297 of 429 REGISTERED REGISTERED Certificate No. 1 Principal Amount $7,948,000 Interest Rate UNITED STATES OF AMERICA STATE OF IOWA COUNTY OF BLACK HAWK CITY OF WATERLOO SEWER REVENUE CAPITAL LOAN NOTE SERIES 2024A Final Maturity Date Note Date 2.430% June 1, 2044 March 22, 2024 The City of Waterloo, Iowa, a municipal corporation organized and existing under and by virtue of the Constitution and laws of the State of Iowa (the "Issuer"), for value received, promises to pay from the source and as hereinafter provided, on the maturity date indicated above, to IOWA FINANCE AUTHORITY or registered assigns, the principal sum of SEVEN MILLION NINE HUNDRED FORTY-EIGHT THOUSAND DOLLARS in lawful money of the United States of America, on the maturity dates and in the principal amounts set forth on the Debt Service Schedule attached hereto and incorporated herein by this reference, with interest on said sum from the date of each advancement made under a certain Loan and Disbursement Agreement dated as of the date hereof until paid at the rate of 2.430% per annum, payable on June 1, 2024, and semi-annually thereafter on the 1st day of June and December in each year. As set forth on said Debt Service Schedule, principal shall be payable on June 1, 2025 and annually thereafter on the first day of June in the amounts set forth therein until principal and interest are fully paid, except that the final installment of the entire balance of principal and interest, if not sooner paid, shall become due and payable on June 1, 2044. Notwithstanding the foregoing or any other provision hereof, principal and interest shall be payable as shown on said Debt Service Schedule until completion of the Project, at which time the final Debt Service Schedule shall be determined and attached hereto based upon actual advancements, final costs and completion of the Project, all as provided in the administrative rules governing the Iowa Water Pollution Control Works Financing Program. Payment of principal and interest of this Note shall at all times conform to said Debt Service Schedule and the rules of the Iowa Water Pollution Control Works Financing Program. Interest and principal shall be paid to the registered holder of the Note as shown on the records of ownership maintained by the Registrar as of the 15th day of the month next preceding such interest payment date. Interest shall be computed on the basis of a 360-day year of twelve 30-day months. This Note is issued pursuant to the provisions of Sections 384.24A and 384.83 of the Code of Iowa, for the purpose of paying costs of acquisition, construction, reconstruction, extending, remodeling, improving, repairing and equipping all or part of the Municipal Sewer System, including those costs associated with including for the Titus Lift Station project, and evidences amounts payable under a certain Loan and Disbursement Agreement dated as of the date hereof, in conformity to a Resolution of the City Council of the City duly passed and approved. For a complete statement of the revenues and funds from which and the conditions under which this Note is payable, a statement of the conditions under which additional notes or bonds of equal standing may be issued, and the general covenants and provisions pursuant to which this Note is issued, reference is made to the above -described Loan and Disbursement Agreement and Resolution. This Note is subject to optional redemption at a price of par plus accrued interest (i) on any date upon receipt of written consent of the Iowa Finance Authority or (ii) in the event that all or substantially all of the Project is damaged or destroyed. Any optional redemption of this Note may be made from any Page 298 of 429 funds regardless of source, in whole or from time to time in part, in inverse order of maturity, by lot by giving thirty (30) days' notice of redemption by certified or registered mail, to the Iowa Finance Authority (or any other registered owner of the Note). This Note is also subject to mandatory redemption as set forth in Section 5 of the Agreement. Ownership of this Note may be transferred only by transfer upon the books kept for such purpose by the City Treasurer, Waterloo, Iowa, Iowa, the Registrar. Such transfer on the books shall occur only upon presentation and surrender of this Note at the office of the Registrar, together with an assignment duly executed by the owner hereof or his duly authorized attorney in the form as shall be satisfactory to the Registrar. Issuer reserves the right to substitute the Registrar and Paying Agent but shall, however, promptly give notice to registered Noteholders of such change. All Notes shall be negotiable as provided in Article 8 of the Uniform Commercial Code and subject to the provisions for registration and transfer contained in the Note Resolution. This Note and the series of which it forms a part, Outstanding Obligations ranking on a parity therewith and any Additional Obligations which may be hereafter issued and outstanding from time to time on a parity with said Notes, as provided in the Resolution and Loan and Disbursement Agreement of which notice is hereby given and which are hereby made a part hereof, are payable from and secured by a pledge of the Net Revenues of the municipal sewer system utility (the "System"), as defined and provided in said Resolution. There has heretofore been established and the City covenants and agrees that it will maintain just and equitable rates or charges for the use of and service rendered by said System in each year for the payment of the proper and reasonable expenses of operation and maintenance of said System and for the establishment of a sufficient sinking fund to meet the principal of and interest on this series of Notes, and other obligations ranking on a parity therewith, as the same become due. This Note is not payable in any manner by taxation and under no circumstances shall the City be in any manner liable by reason of the failure of said Net Revenues to be sufficient for the payment hereof. And it is hereby represented and certified that all acts, conditions and things requisite, according to the laws and Constitution of the State of Iowa, to exist, to be had, to be done, or to be performed precedent to the lawful issue of this Note, have been existent, had, done and performed as required by law. IN TESTIMONY WHEREOF, said City by its City Council has caused this Note to be signed by the manual or facsimile signature of its Mayor and attested by the manual or facsimile signature of its City Treasurer, with the seal of said City impressed hereon, and authenticated by the manual or facsimile signature of an authorized representative of the Registrar, the City Treasurer of the City of Waterloo, Iowa, all as of the day of , 2024. Date of authentication: CITY OF WATERLOO, STATE OF IOWA This is one of the Notes described in the within mentioned Resolution, as registered by the City By: Treasurer Mayor CITY TREASURER, Registrar ATTEST: By: Registrar and Transfer Agent: City Treasurer City Treasurer Paying Agent: City Treasurer By: Authorized Signature (SEAL) Page 299 of 429 ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto (Social Security or Tax Identification No. ) the within Note and does hereby irrevocably constitute and appoint attorney in fact to transfer the said Note on the books kept for registration of the within Note, with full power of substitution in the premises. Dated: (Person(s) executing this Assignment sign(s) here) SIGNATURE ) GUARANTEED) IMPORTANT - READ CAREFULLY The signature(s) to this Power must correspond with the name(s) as written upon the face of the certificate(s) or Note(s) in every particular without alteration or enlargement or any change whatever. Signature guarantee must be provided in accordance with the prevailing standards and procedures of the Registrar and Transfer Agent. Such standards and procedures may require signature to be guaranteed by certain eligible guarantor institutions that participate in a recognized signature guarantee program. INFORMATION REQUIRED FOR REGISTRATION OF TRANSFER Name of Transferee(s) Address of Transferee(s) Social Security or Tax Identification Number of Transferee(s) Transferee is a(n): Individual* Corporation Partnership Trust *If the Note is to be registered in the names of multiple individual owners, the names of all such owners and one address and social security number must be provided. The following abbreviations, when used in the inscription on the face of this Note, shall be construed as though written out in full according to applicable laws or regulations: TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with rights of survivorship and not as tenants in common IA UNIF TRANS MIN ACT - Custodian (Cust) (Minor) Under Iowa Uniform Transfers to Minors Act (State) ADDITIONAL ABBREVIATIONS MAY ALSO BE USED THOUGH NOT IN THE ABOVE LIST 02311286\11310-167 Page 300 of 429 CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving Amendment No. 1 to the Professional Services Agreement with HR Green, Inc., originally executed on March 1, 2021, in the increased amount of $20,000.00, in conjunction with the 2021 EPA Brownfields Hazardous Substances and Petroleum Assessment Grant. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION The total authorized compensation after this Amendment, including the original Professional Services Agreement and all previous Amendments, is three hundred seventeen thousand and nine hundred dollars ($317,900.00). NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION Page 301 of 429 ATTACHMENTS 1. Amendment No. 1 Page 302 of 429 HRGreen© HR GREEN, INC. PROFESSIONAL SERVICES AGREEMENT AMENDMENT NO. 1 THIS AMENDMENT, made this 12th day of February, 2024 by and between the City of Waterloo, the CLIENT, and HR GREEN, INC. (hereafter "COMPANY"), for professional services concerning: 2021 EPA Brownfields Hazardous Substances and Petroleum Assessment Grant hereby amends the original Professional Services Agreement dated February 15, 2021 as follows: The CLIENT and COMPANY agree to amend the Scope of Services of the original Professional Services Agreement and previous amendments as follows: • Period of the US EPA Grant was extended by six months and then completed associated documentation including QPRs and meetings • Held additional meetings with property owners, reviewed non -eligible properties, and met on site with client (1812 Water Street) • Adjustment of non -contractual to contractual in the estimated amount of $1,155 • Completed extra mobilizations to properties to complete work within project schedule • Expedited work and laboratory results for Hard Court Center redevelopment schedule • Attended approximately five meetings with City, EPA, and the design and project professionals for redevelopment planning associated with Hard Court Center • Reviewed records provided by redevelopment team and provided documentation as requested and directed by City COMPANY Project Number: 200695 The CLIENT and COMPANY agree to amend other provisions of the original Professional Services Agreement and previous amendments as follows: No further changes at this time other than what is outlined above. In consideration for these services, the CLIENT AGREES to adjust the payment for services performed by COMPANY on the following basis: ® Per current rate schedule with a maximum fee to be increased by twenty thousand Dollars ($ 20,000) The total authorized compensation after this Amendment, including the original Professional Services Agreement and all previous Amendments, is three hundred seventeen thousand and nine hundred Dollars ($ 317,900.00) THIS AMENDMENT is subject to all provisions of the original Professional Services Agreement. THIS AMENDMENT, together with the original Professional Services Agreement and all previous amendments represents the entire and integrated AGREEMENT between the CLIENT and COMPANY. THIS AMENDMENT executed the day and year written above. Version2.0 12172018 Page 303 of 429 H RG reen Amendment 1 to Professional Services Agreement 2021 EPA Brownfields Hazardous Substances and Petroleum Assessment Grant 200695 Page 2 of 2 CITY OF WATERLOO HR GREEN, INC. By: Quentin Hart, Mayor By: Stacy Woodson, Vice President [filetag] Versionl.0 07012017 Page 304 of 429 CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving a Temporary Construction Easement Agreement with Green Door Properties, LLC, located at 1420 West Donald Street, in the amount of $641.27, and an additional $1,000.00 for the removal of trees, for a total compensation amount of $1,641.27, in conjunction with the Titus Lift Station and Force Main Project, and authorizing Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION The city is working with multiple property owners, which include Green Door Properties, LLC, owner of 1420 West Donald Street, on Titus Main Lift Station and Force Main Project. This project will create additional sanitary sewer capacity in the northwest part of the city and upgrading this line is part of the federal consent decree. The temporary easement is valued at $641.27, and trees that will be removed have a value by the City Forest of $1,000.00. The total compensation amount is $1,641.27, and it is being paid from the State Revolving Loan Fund. NEIGHBORHOOD IMPACT The temporary easement will not negatively impact the area, and it is needed to help create capacity improvements to comply with the federal consent decree. DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION Page 305 of 429 LEGAL DESCRIPTION A parcel of land situated in part of the Southeast 1/4 of the Southwest 1/4 of Section 10, Township 89 North, Range 13 West of the 5th P.M., City of Waterloo, County of Black Hawk, State of Iowa, more particularly described as follows: Commencing at the Southeast corner of the Southeast 1/4 of the Southwest 1/4 of said Section 10; thence North 01 ° (Degree) 07' (Minutes) 40" (Seconds) West (assumed bearing for the purpose of this description) along the East line of the Southeast 1/4 of the Southwest 1/4 of said Section 10, a distance of 794.11 feet to the Point of Beginning; thence North 49°14'50" West, 162.20 feet; thence North 40°41'02" East, 70.00 feet to the Southwesterly right of way line of Broadway Street; thence South 49°14'50" East along the Southwesterly right of way line of Broadway Street, 99.52 feet to the East line of the Southeast 1/4 of the Southwest 1/4 of said Section 10; thence South 01 °07' 40" East along the East line of the Southeast 1/4 of the Southwest 1/4 of said Section 10, a distance of 94.02 feet to the Point of Beginning. Containing 9,161 square feet. ATTACHMENTS 1 Temporary Construction Easement Agreement 2. Temporary Easement Exhibit 3. Aerial Photo of Temporary Easement Page 306 of 429 CITY OF kti WATERLOO J Planning & Zoning Prepared by: Noel Anderson, City of Waterloo, 715 Mulberry Street, Waterloo, IA 50703 — (319) 291-4366 TEMPORARY EASEMENT AGREEMENT 0 This Temporary Easement Agreement (the "Agreement") is entered into as of 202 by and between Green Door Properties LLC ("Grantor"), and the City of Waterloo, Iowa ("Grantee"). 1. Grant of Temporary Easement. In consideration of the mutual promises and covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged Grantor does hereby grant and convey unto Grantee, and Grantee does hereby accept, a temporary easement for purposes relating to construction of the Improvements (the "Temporary Easement") in, to, upon, over, across, and beneath the real estate (the "Temporary Easement Premises") as set forth on Exhibit "A" attached hereto and by this reference made a part hereof. The Temporary Easement shall expire upon conclusion of all construction, cleanup, and demobilization activities upon the Premises and adjacent land, or October 30, 2024, whichever occurs first. 2. Purpose. The Temporary Easement Premises is intended for use by Grantee, its employees, contractors and agents, to construct Titus Lift Station Improvement and Force Main project and make necessary utility improvements (the "Improvements"). It is the intention of the parties that Grantee shall assume all responsibility for the construction of the Improvements adjacent to the Premises, and that Grantor shall have no liability relating to the Easement or the Improvements except as may arise from the Grantor's own negligent acts or omissions or willful misconduct. 3. Grantor Duties and Privileges. Grantor shall deliver possession of the Temporary Easement Premises to Grantee, "as is, where is", without any representation or warranty as to the condition of same. Grantor shall have no duty to prepare the Temporary Easement Premises in any way for Grantee's use. Following transfer of possession of the Temporary Easement Premises, Grantor shall have no further duty or obligation with respect to same, except as set forth herein. Grantor may mow or care for grasses and vegetation growing in the Temporary Easement Premises during the period of this Agreement, but may not conduct other activities upon the Temporary Easement Premises without the prior written consent of Grantee. Grantor agrees that any activities that Grantor, its officers, employees, contractors or agents undertake on the Temporary Easement Premises during the term hereof shall be at their sole risk, and Grantor hereby agrees to indemnify Grantee, its officials, officers, employees, contractors and agents, with respect to any and all claims for injuries, death, property damage, property loss or otherwise, arising from the acts or omissions of Grantor, its officers, employees, contractors or agents, on or about the Temporary Easement Premises during the term of this Agreement. CITY OF WATERLOO Planning & Zoning IN WITNESS WHEREOF, the parties have executed this Temporary Easement Agreement by their duly authorized representatives as of the date first set forth above. Green Door Properties LLC CITY OF WATERLOO, IOWA By: /ram,(. LL a By: Quentin M. Hart, Mayor Its: ®, FO (am/ Attest: Kelley Felchle, City Clerk STATE OF IOWA ) ss. BLACK HAWK COUNTY Acknowledged before me on /9 , 202f, by 414,,/ /q v/ as (' 4 fizovve.t' for Green Door Properties LLC. TIM ANDERA COMMISSION NO. 772518 MY COMMISSION EXPIRES APRIL 11, 2024 STATE OF IOWA )ss. BLACK HAWK COUNTY ) Notary Public Acknowledged before me on , 202+T, by Quentin M. Hart and Kelley Felchle as Mayor and City Clerk, respectively, of the City of Waterloo, Iowa. Notary Public Index Legend Location: Part of the SE 1/4 of the SW 1/4ofSection 10,T89 N, R 13 W of the 5th P.M., City of Waterloo, County of Black Hawk, State of Iowa Requestor: City of Waterloo, Iowa Proprietor: Green Door Properties LLC Surveyor: Michael R. Fagle Company: AECOM Michael R. Fagle, 501 Sycamore Street, Suite 222, Waterloo, Iowa, 50703 Return To AECOM, mike.fagle@aecom.com - 319-232-6531 PREPARED BY: MICHAEL R. EAGLE, AECOM, 501 SYCAMORE STREET, SUITE 222, WATERLOO, IOWA, 50703, 319-232-6531 TEMPORARY EASEMENT IN THE NAME OF THE CITY OF WATERLOO, IOWA TITUS LIFT STATION AND FORCE MAIN CITY CONTRACT NO. 975 WATERLOO, IOWA PROJECT PARCEL 105 AREA TEMPORARY EASEMENT = 9161 SQUARE FEET SW'LY R.O.W LINE BROADWAY STREET 3 TEMPORARY EASEMENT FND. PK NAIL SE COR. SW 1/4 SEC.10-89-13W 0 50 100 150 200 SCALE IN FEET AECOM SEE SHEET 2 OF 2 FOR BEARING -DISTANCE TABLE AND DESCRIPTION FND. 1/2" REBAR NE COR. SE 1/4 SW 1/4 SEC.10-89-13W P.O.B. TE 09 O FND PINCHED PIPE E LINE OF THE SE 1/4 SW 1/4 SEC. 10-89-13W I hereby certify that this Land Surveying document was prepared by me or under my direct personal supervision and that I am a duly Licensed Land Surveyor undgr the/�law of he State of Iowa. �yVJI/l%y{QcYI/�(y 9-13-2022 MICHAEL R. FAGLE License number 8505 My license renewal date is December 31,2022 Pages or sheets covered by this seal: THIS SHEET Date SHEET 1 OF 2 rage 309 of 429 PREPARED BY: MICHAEL Re EAGLE, AECOM, 501 SYCAMORE STREET, SUITE 222, WATERLOO, IOWA, 50703, 319-232-6531 TEMPORARY EASEMENT IN THE NAME OF THE CITY OF WATERLOO, IOWA TITUS LIFT STATION AND FORCE MAIN C I TY CONTRACT NO . 075 WATERLOO, IOWA Description Temporary Easement Parcel 105: A parcel of land situated in part of the Southeast 1/4 of the Southwest 1/4 of Section 10, Township 89 North, Range 13 West of the 5th P.M., City of Waterloo, County of Black Hawk, State of Iowa, more particularly described as follows. Commencing at the Southeast corner of the Southeast 1/4 of the Southwest 1/4 of said Section 10; thence North 01° (Degree) 07' (Minutes) 40" (Seconds) West (assumed bearing for the purpose of this description) along the East line of the Southeast 1/4 of the Southwest 1/4 of said Section 10, a distance of 794.11 feet to the Point of Beginning; thence North 49°14'50" West, 162.20 feet; thence North 40°41'02" East, 70.00 feet to the Southwesterly right of way line of Broadway Street; thence South 49°14'50" East along the Southwesterly right of way line of Broadway Street, 99.52 feet to the East line of the Southeast 1/4 of the Southwest 1/4 of said Section 10; thence South 01°07'40" East along the East line of the Southeast 1/4 of the Southwest 1/4 of said Section 10, a distance of 94.02 feet to the Point of Beginning. Containing 9161 square feet. BEARING / DISTANCE TEMPORARY EASEMENT 1 TO 2 N 01 ° 07 40 " W 794.11 2 TO 3 N 49 ° 14 50 " W 162.20 3 TO 4 N 40 ° 41 02 " E 70.00 4 TO 5 S 49 ° 14 50 " E 99.52 5 TO 2 S 01 ° 07 40 " E 94.02 1 TO 6 N 01 ° 07 40 " W 1325.40 A=GOM SHEET 2 OF 2 pig � � n Of d29 prieior: 1pa ny: eyor: rn To ureen uwr rroperues LLL Michael R. Fagle AECOM Michael R. Fagle, 501 Sycamore Street, Suite 222, Waterloo, Iowa, 50703 AECOM, mike.fagle@aecom.com - 319-232-6531 'REPARED BYo M I CHAEL R. FAGLE, AECOM, 501 Sl 5D,M191-Q, STREET, SDI T'E 222, 5/^ TEMPORARY EASEMENT IN THE IME UE -HE CITY 0 TITUS LIFT S ATION AND FORCE MA CITY CON T .1. 11 NO . <- .5 WA 1 E.DUD , vJ' LY 'R . 0 .M INE BROAD -WAY TREET 1 R SEME. IEMPORARY EASEMENT 161 SQUARE E EE T FCC. PK NAIL SE COP. SW 1 !,1 SEC.10-89 13W 200 E;_,INE T.HE SSW .1'/4 SEC e''t`,40--89— 13W 0.1111111/1/1// ND • eby certify that this Land -St ment was prepared by me or'unc my direct ersona sup • is ion anc that I amh'age,aic d Sur andee the laws of t CITY OF ATERLOO J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving an amendment to the Development and Minimum Assessment Agreement with Camenzind Masonry, LLC, originally executed on August 15, 2022, in conjunction with a project located at 115 Warp Drive, to extend the completion date to October 31, 2024, and extending their Minimum Assessment date to December 31, 2034, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION The developer is requesting an extension for completion on their project until October 31, 2024. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION Page 312 of 429 ATTACHMENTS 1. Camenzind DA-MAA amendment 1.24 2. Camenzind Development Agreement (Leversee)Recorded Page 313 of 429 Prepared by Christopher S. Wendland, P.O. Box 596, Waterloo, IA 50703. 319-234-5701 AMENDMENT TO DEVELOPMENT AGREEMENT and AMENDMENT TO MINIMUM ASSESSMENT AGREEMENT This Amendment to Development Agreement and Amendment to Minimum Assessment Agreement (the "Amendment") is entered into as of , by and between the City of Waterloo, Iowa ("City") and Camenzind Masonry, LLC ("Company"). RECITALS A. Company and City are parties to that certain Development Agreement dated August 15, 2022 (the "Agreement") concerning the development of property as described in the Agreement and also parties to that certain Minimum Assessment Agreement of the same date (the "MAA"). The Agreement and MAA were filed together in the records of the Black Hawk County Recorder on September 22, 2022 as Doc. No. 2023-5042. B. The parties desire to amend the DA and MAA on the terms set forth herein. NOW, THEREFORE, in consideration of the premises and of other consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree to amend the Agreement as follows: 1. Section 5 of the DA is amended to state that the Completion Deadline is October 31, 2024. 2. Section 1 of the MAA is amended to strike "December 31, 2023" therefrom and to substitute "December 31, 2024" in its place. 3. Section 2 of the MAA is amended to strike "December 31, 2033" therefrom and to substitute "December 31, 2034" in its place. 4. Except as amended herein, the DA and the MAA shall continue unmodified in full force and effect. Terms capitalized in this Amendment but not defined herein shall have the meaning ascribed to them in the Agreement. This Amendment is binding on the parties and the respective successors, assigns, transferees and legal representatives of each. This Amendment may be executed in counterparts, each of which shall be deemed an original and all of which, when taken together, shall constitute a single instrument. Page 314 of 429 IN WITNESS WHEREOF, the parties have executed this Amendment to Development Agreement and Amendment to Minimum Assessment Agreement as of the date first set forth above. CAMENZIND MASONRY, LLC CITY OF WATERLOO, IOWA By: By: Michael Camenzind Quentin M. Hart, Mayor Managing Member By: Kelley Felchle, City Clerk STATE OF IOWA ) ss. BLACK HAWK COUNTY ) Acknowledged before me on , by Michael Camenzind as Managing Member of Camenzind Masonry, LLC. Notary Public STATE OF IOWA ) ss. BLACK HAWK COUNTY ) Acknowledged before me on , by Quentin M. Hart and Kelley Felchle, as Mayor and City Clerk, respectively, of the City of Waterloo, Iowa. Notary Public 2 Page 315 of 429 4411114411441114 IIIIIIIIIIIIIIIIIIIIll4Ill44IlIl4lIIIIIIIIIIIIIIIIllIl44411444I1 Doc ID: 011837600020 Type: GEN Recorded: 09/22/2022 at 03:38:06 PM Fee Act: $102.00 Page 1 of 20 Black Hawk County Iowa SANDIE L. SMITH RECORDER Fi1E2023-00005042 Prepared by Christopher S. Wendland, P.O. Box 596, Waterloo, IA 50704 Phone (3191234-5701 DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered into as of f-vAqus+- s 1 z-e2.2 , by and between Camenzind Masonry, LLC (the "Company") and tl'ie City of Waterloo, Iowa (the "City"). RECITALS A. In furtherance of the objectives of Chapter 403 of the Code of Iowa, 2015, as amended (the "Urban Renewal Act"), City is engaged in carrying out urban renewal project activities in an area known as the University Avenue Area Urban Renewal and Redevelopment Plan Area ("Urban Renewal Area"). 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 legally described on Exhibit "A" attached hereto (the "Property"). C. 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. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows: 0°1) Page 316 of 4 4) 1. Sale of Property; Title. Subject to the terms hereof, City shall convey the Property to Company for the sum of $1.00 (the "Purchase Price"). Conveyance shall be by quit claim deed, free and clear of all encumbrances arising by or through City except: (a) easements, servitudes, conditions and restrictions of record; (b) general utility and right-of-way easements serving the Property; and (c) 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 Improvements (defined below), which may take the form of a lending commitment letter. City shall, at its own expense, prepare an updated abstract of title, or in lieu thereof Company may, at its own expense, obtain whatever form of title evidence it desires, in which case City shall provide any title documents it has in its possession, including any abstracts, to assist in title review. 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 without further obligation and return the abstract of title to City. 2. Option Property. Company shall have the option to acquire the real property described on Exhibit "A-1" attached hereto (the "Option Property") on the terms set forth in this Section. To exercise said option, Company shall deliver written notice of exercise to City within three (3) years from the date of this Agreement, or said option shall lapse. Upon City's receipt of said notice, the parties shall negotiate a new development agreement with respect to said project, pursuant to which Company shall construct a commercial building and related improvements at an agreed minimum assessed value, supported by such development incentives to which the parties may agree, if any, including but not limited to Company's purchase of the Option Property from the City for the sum of $1.00, with abstract update to be paid for by City. 3. Improvements by Company. Company shall construct on the Property a commercial building of approximately 10,800 square feet for office and shop, and related landscaping, paving, signage and parking improvements (collectively, the "Improvements"). Company agrees that the Improvements shall be constructed in accordance with the terms of this Agreement, 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. City may require that Company submit specific building designs and site plans for City review and approval. 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 any of the Property usable for Company's purposes as contemplated by this Agreement are collectively referred to as the "Project". 4. Construction Plans. Company agrees that it will cause the Improvements to be constructed on the Property in conformance with construction plans (the "Plans") that have been submitted to the City. Company agrees that the scope and 2 Page 317 of 429 scale of the Improvements to be constructed shall not be significantly less than the scope and scale of the Improvements as detailed and outlined in the Plans. If any material modification in the scope, scale or nature of the Plans is proposed, Company shall submit modified Plans (the "Modified Plans") to the City for review. Modified Plans shall be subject to approval by the City as provided in this Section. City shall approve the modified Plans in writing if: (a) the Modified Plans conform to the terms and conditions of this Agreement; (b) the Modified Plans conform to the terms and conditions of the urban renewal plan; (c) the Modified Plans conform to all applicable federal, state and local laws, ordinances, rules and regulations and City permit and design review requirements; (d) the Modified Plans are adequate for purposes of this Agreement to provide for the construction of the Improvements, and (e) no Event of Default under the terms of this Agreement has occurred; provided, however, that any such approval of the Plans or Modified Plans pursuant to this Section shall constitute approval for the purposes of this Agreement only and shall not be deemed to constitute approval or waiver by the City with respect to any building, fire, zoning or other ordinances or regulations of the City, and shall not be deemed to be sufficient plans to serve as the basis for the issuance of a building permit if the Plans or Modified Plans are not as detailed or complete as the plans otherwise required for the issuance of a building permit. The Modified Plans must be rejected in writing by City within thirty (30) days of submission or shall be deemed to have been approved by the City. If City rejects the Modified Plans in whole or in part, Company shall submit new or corrected Modified Plans within thirty (30) days after receipt by Company of written notification of the rejection, accomplished by a written statement of the City specifying the respects in which Company's Modified Plans fail to conform to the requirements of this Section. The provisions of this Section relating to approval, rejection and resubmission of corrected Modified Plans shall continue to apply until the Modified Plans have been approved by the City; provided, however, that in any event Company shall submit Modified Plans which are approved by City prior to commencement of construction of the additional or modified Improvements. Approval of the Plans or Modified Plans by the City shall not relieve Company of any obligation to comply with the terms and provisions of this Agreement, or the provision of applicable federal, state and local laws, ordinances and regulations, nor shall approval of the Plans or Modified Plans by City be deemed to constitute a waiver of any Event of Default. Approval of Plans or Modified Plans hereunder is solely for purposes of this Agreement and shall not constitute approval for any other City purpose nor subject the City to any liability for the Improvements as constructed. 5. 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 incentives provided for in this Agreement, and that without said commitment City would not have done so. Subject to Unavoidable Delays (defined below), Company must commence construction of the Improvements within six (6) months after the date 3 Page 318 of 429 of this Agreement and must Substantially Complete construction no later than fourteen (14) months after the date of this Agreement (the "Completion Deadline"). For purposes of this Agreement, "Substantially Complete" 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 and the City has verified that any Project element for which no permit was necessary has been Substantially Completed. If Company has not constructed the Improvements within the required period or any extended period, then City may terminate this Agreement as set forth in Section 17, title to the Property shall revert to the City, and City shall have no further obligation hereunder; provided, however, that if construction has not begun within the stated period but the development of the Project is still imminent, the City's Community Planning and Development Director may, but shall not be required to, consent to an extension of time of up to six (6) months for the construction of the Improvements. Any further time extensions will require consent of the City Council. 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 Completion Deadlines 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 17, title to the Property shall revert to City, and City shall have no further obligation hereunder with respect thereto. If City terminates this Agreement, Company shall not be entitled to a refund of the Purchase Price, whether in whole or in part. 6. 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, free and clear of any lien, claim, charge, security interest, mortgage, encumbrance or past -due or currently due property taxes (collectively, "Liens") arising by or through Company. Concurrently with delivery of the deed, Company shall also deliver to City the abstract of title. 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 of 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, 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 ownership of same. If 4 Page 319 of 429 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. 7. No Encumbrances; Limited Exception. Until the Improvements are Substantially Completed, 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. 8. 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. 9. 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 "MAN') attached hereto as Exhibit "B" 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 $550,000.00 (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. 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. 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 5 Page 320 of 429 engaged in activities of comparable size and liability exposure, and shall provide evidence of such coverages to the City upon request. B. Until the Improvements are Substantially Completed, 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. Company will cooperate fully with the City in resolution of any traffic, parking, trash removal or public safety problems which may arise in connection with the construction and operation of the Improvements. D. Company will comply with all applicable land development laws and City and county ordinances, and all laws, rules and regulations relating to its businesses, other than laws, rules and regulations where the failure to comply with the same or the sanctions and penalties resulting therefrom, would not have a material adverse effect on the business, property, operations, or condition, financial or otherwise, of Company. E. The Property will have a taxable value as set forth in the MAA and any amendments thereto, and Company agrees that the minimum actual value of the Property, or applicable portion thereof, and completed Improvements as stated in the MAA and any amendments thereto will be a reasonable estimate of the actual value of the Property 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, or applicable portion thereof, and related site improvements, will equal or exceed the assessor's minimum actual value for the Property, or applicable portion thereof, and Improvements as set forth in the MAA and any amendments thereto. F. 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. G. Until termination of the MAA, Company agrees that (1) it will not undertake, in any other municipality in Black Hawk County, the construction or rehabilitation of any commercial property as a primary location for Company's business operations of the type to be conducted on the Property, and (2) it will make no conveyance, lease or other transfer of the Property or any interest therein that would cause the Property or any part thereof to be classified as exempt from taxation or subject to centralized assessment or taxation by the State of Iowa. H. 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 conveyed to it. Company agrees that (1) it will not seek administrative review or 6 Page 321 of 429 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. I. Special actions. No later than the date of conveyance of the Property, Company shall convey to City by special warranty deed the real property that is the subject of certain development agreements between the parties dated March 15, 2021, concerning the development of property described as Lots 2 and 5, Wagner Road Subdivision, City of Waterloo. Company shall also deliver to City the abstract of title for each of said lots. The foregoing actions are in compliance with Company's duties concerning reverter of title as set forth in each of said development agreements. 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, Company is not prohibited from consummating the transaction contemplated in this Agreement by any law, regulation, agreement, instrument, restriction, order or judgment. B. Company is duly organized, validly existing, and in good standing under the laws of the state of its organization and is duly qualified and in good standing under the laws of the State of Iowa. C. Company has full right, title, and authority to execute and perform this Agreement and to consummate all of the transactions contemplated herein, and each person who executes and delivers this Agreement and all documents to be delivered to City hereunder is and shall be authorized to do so on behalf of Company. 7 Page 322 of 429 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 bylaws 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. Assuming due authorization, execution and delivery by the other parties hereto, this Agreement 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. F. 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. 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 arising after Company's acquisition of the same 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 8 Page 323 of 429 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. C. The provisions of this Section shall survive the expiration or termination of 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 any conveyance, benefit or incentive of any type provided by City hereunder within said 180-day period is subject to reverter of title, revocation, repayment or other appropriate action to restore such property, benefit or incentive to City, and Company agrees to cooperate diligently and in good faith with any reasonable request by City to effectuate the restoration of same, or failing such restoration Company agrees to be liable for same or for the fair value thereof, plus interest on any sums owing at the rate of 5% per annum commencing with the date of demand for payment, if said payment is not remitted to City within 30 days. 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, except as permitted in accordance with Section 7 for security of financing for completion of the Improvements. 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. 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, any part of 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 any of the Property; 9 Page 324 of 429 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 or an 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 any of 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. 17. 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 or portion thereof as set forth in this Agreement. B. Default by City. Whenever any Event of Default in respect of City 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 10 Page 325 of 429 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. 18. 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. 19. 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. 20. 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. 21. 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 217 Rhey Street, Waterloo, Iowa 50703, Attention: Michael Camenzind. 11 Page 326 of 429 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. 22. 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. 23. 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. 24. 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. 25. 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. 26. Interpretation. This Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been prepared by counsel for one of the parties, it being recognized that the parties hereto and their respective attorneys have contributed substantially and materially to the preparation of each and every provision of this Agreement. 12 Page 327 of 429 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 multiple counterparts, each of which, including counterparts signed electronically or signed counterparts transmitted by facsimile or other electronic means, 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. [signatures on next page] 13 Page 328 of 429 CITY OF WATERLOO, IOWA By:-IAR Quentin M. Hart, Mayor Attest: Kelley Felc, City Clerk CAMENZIND MASONRY, LLC Bye/l/t/ _ 1 frilichael Camenzind Managing Member 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 hereuner is joint and several. 14 Page 329 of 429 EXHIBIT "A" Legal Description of Property The South 365 feet of the West 240 feet of Tract "B" of Waterloo Air and Rail Park 1 St Addition, City of Waterloo, Black Hawk County, Iowa. Page 330 of 429 EXHIBIT "A-1" Legal Description of Option Property The North 365 feet of the South 730 feet of the West 240 feet of Tract "B" of Waterloo Air and Rail Park 1st Addition, City of Waterloo, Black Hawk County, Iowa. Page 331 of 429 EXHIBIT'B" MINIMUM ASSESSMENT AGREEMENT This Minimum Assessment Agreement (the "Agreement") is entered into as of 41&kvst— is , znzz_ , by and among the CITY OF WATERLOO, IOWA ("City"), Camenzind Masonry, 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, (the "Property") 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 by the Company, the minimum actual taxable value which shall be fixed for assessment purposes for the land and Improvements to be constructed thereon by the Company as a part of the Project shall not be less than $550,000.00 (the "Minimum Actual Value") until termination of this Agreement. The parties hereto agree that construction of the Improvements will be substantially completed on or before the date set forth in the Agreement, but in any event not later than December 31, 2023. 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, 2033. Nothing herein shall be deemed to waive the Company's rights under Iowa Code Page 332 of 429 § 403.6, as amended, to contest that portion of any actual value assignment made by the Assessor in excess of the Minimum Actual Value established herein. In no event, however, shall the Company seek or cause the reduction of the actual value assigned below the Minimum Actual Value established herein during the term of this Agreement. 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 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 By: 1 By: Quentin M. Hart, Mayor Kelley FelcI4 City Clerk 2 CAMENZIND MASONRY, LLC B ichael Camenzind Managing Member Page 333 of 429 STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) -kh On this I I day of u c us't 267,1 , 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 existing under the laws of the State of Iowa, and that the seal affixed to the foregoing instrument is the seal of said municipal corporation, and that said instrument was signed and sealed on behalf of said municipal corporation by authority and resolution of its City Council, and said Mayor and City Clerk acknowledged said instrument to be the free act and deed of said municipal corporation by it and by them voluntarily executed, NANCY HIGBY COMMISSION NO.788229 MY COMMISSION EXPIRES STATE OF IOWA Notary blic ) ) ss. COUNTY OF BLACK HAWK ) Subscribed and sworn to before me on Qu :� st `I doD, by Michael Camenzind as Managing Member of Camenzind ason ry, LLC. BARBARA J KAYSER COMMISSION NO. 195095 MY MMISS1O 2025PIRES MARCH 2, 3 Page 334 of 429 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 Five Hundred Fifty Thousand Dollars ($550,000.00) until termination of this Minimum Assessment Agreement pursuant to the terms hereof. STATE OF IOWA ) ss. COUNTY OF BLACK HAWK ssor for Black Hawk County, Iowa q•- Z2- 22 Date Subscribed and sworn to before me on e ber A?„?.coa,by T.J Koenigsfeld, Assessor for Black Hawk County, Iowa. qP'";+ ADRIENNE MILLER COMMISSION NO.809109 it * MY COMMISSION EXPIRES �bw� FEBRUARY 23, 2024 Page 335 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving the Real Estate Purchase Agreement with Dhani Re Investments, LLC, for property located at 310 Upland Drive, in the amount of $400,000.00 plus up to $2,000.00 in closing costs, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION Approval of Purchase Agreement SUMMARY STATEMENT AND BACKGROUND INFORMATION The City of Waterloo is acquiring the property located at 310 Upland Drive for $400,000. The site has been vacant for years and the city will plan to demolish the building on site to open the site for redevelopment. NEIGHBORHOOD IMPACT The acquisition would have a positive impact on the neighborhood. The property has been vacant for years and will allow for redevelopment opportunities in the neighborhood after being demolished. DATA, ANALYSIS, AND STRATEGIES The City continues to work towards creating development opportunities throughout the City. This site is and is along the Highway 63 corridor and will allow for redevelopment in an area that has not seen redevelopment in recent years. IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES Martin Road TIF ALTERNATIVE ACTION Not Approve Purchase Agreement LEGAL DESCRIPTION Page 336 of 429 Lot 22 and the West 75 feet of Lot 23 in "Parkview Gardens" in the City of Waterloo, Black Hawk County, Iowa except those parts conveyed to the State of Iowa by deeds recorded in 418 Deeds 495 and 474 Deeds 575. Also Described as Park View Gardens, Waterloo, the West 75 feet of Lot 23, and all of Lot 22, except that part of Lots 22 and 23 which lies Northwesterly of line 100 feet normally distant Southeasterly of and parallel to the Center line of US Highway 63; situated in the County of Black Hawk and State of Iowa. ATTACHMENTS 1. Purchase Agreement 310 Upland 2. 310 Upland Drive Waterloo Page 337 of 429 REAL ESTATE PURCHASE AGREEMENT TO: Dhani Re Investments LLC ("Seller") FROM: City of Waterloo, Iowa ("Buyer") Buyer hereby offers to buy, and the Seller by its acceptance agrees to sell, the real property situated at 310 Upland Drive, Waterloo, Iowa, legally described as per the abstract of title; together with any easements and appurtenant servient estates, but subject to any reasonable easements of record for public utilities or roads, any zoning restrictions customary restrictive covenants and mineral reservations of record, if any, herein referred to as the "Property," upon the following terms and conditions: 1. PURCHASE PRICE. The Purchase Price shall be $400,000.00, due and payable in full at closing. 2. POSSESSION AND CLOSING. Possession of the Property shall be delivered to Buyer at closing. Closing shall occur at City Hall, 715 Mulberry Street, Waterloo, within ninety (90) days after approval of this Agreement by the Waterloo City Council, on a date mutually agreeable to the parties, subject to prior satisfaction or waiver of any conditions stated in this Agreement. 3. REAL ESTATE TAXES. Seller shall pay taxes prorated to the closing date in accordance with the provisions of Iowa Code § 427.2, and any unpaid real estate taxes payable in prior years, either paying Buyer, or giving Buyer a credit, for all of such taxes. Buyer shall pay all subsequent real estate taxes. 4. SPECIAL ASSESSMENTS. Seller shall pay at time of closing all installments of special assessments which are a Iien on the Property as of closing or which can be verified to be owing as of the closing date but are not yet certified as a lien. Buyer shall pay all other special assessments or installments. 5. RISK OF LOSS AND INSURANCE. Seller agrees to maintain existing insurance, if any, to the date of closing and shall bear the risk of loss or damage to the Property until the date of closing. In the event of substantial damage or destruction prior to closing, the Buyer shall have the option to complete the closing and receive insurance proceeds regardless of the extent of damages or to declare this Agreement null and void. 6. FIXTURES. Included with the Property shall be all fixtures that integrally belong to, are specifically adapted to or are a part of the real estate, whether attached or detached. The following items shall not be included: 7. CONDITION OF PROPERTY. The Property as of the date of this Agreement, including buildings, grounds, and all improvements, will be preserved by the Seller in its present condition until closing, ordinary wear and tear excepted. Seller sells the Property "AS IS" and makes no warranties, expressed or implied, as to the condition of the Property. Within 60 days after the acceptance of this Agreement, Buyer may, at its sole expense, have the property inspected by a person or persons of its choice to determine if there are any environmental or other deficiencies, and during such period Buyer may conduct other studies, Page 338 of 429 investigations and feasibility review. Seller shall cooperate in providing reasonable access to Buyer's inspectors. Within this same period, the Buyer may notify the Seller in writing of any deficiency. The Seller shall immediately notify the Buyer in writing of what steps, if any, the Seller will take to correct any deficiencies before closing. The Buyer shall then immediately in writing notify the Seller that (1) such steps are acceptable, in which case this Agreement, as so modified, shall be binding upon all parties; or (2) that such steps are not acceptable, in which case this Agreement shall be null and void, and any earnest money shall be returned to Buyer. 8. ABSTRACT AND TITLE. Seller shall, at its own expense, have the abstract of title continued through a date that is within 30 days of the closing, and shall deliver it to Buyer's attorney for examination. It shall show marketable title in Seller in conformity with this Agreement, Iowa law, and title standards of the Iowa State Bar Association. The Seller shall make every reasonable effort to promptly perfect the title. If closing is delayed due to Seller's inability to provide marketable title, this Agreement shall continue in force and effect until either party rescinds the Agreement after giving 10 days' written notice to the other party. The abstract shall become the property of Buyer when the Purchase Price is paid in full. Seller shall pay the costs of any additional abstracting and title work due to any act or omission of Seller, including transfers by or the death of Seller or its assignees. 9. SURVEY. Buyer may, at Buyer's expense, have the Property surveyed and certified by a registered land surveyor prior to closing if a survey is required by law. If the survey shows an encroachment on the Property or if any improvements located on the Property encroach on lands of others, the encroachments shall be treated as a title defect. 10. ENVIRONMENTAL MATTERS. A. Seller warrants to the best of its knowledge and belief that there are no abandoned wells, solid waste disposal sites, hazardous wastes or substances, or underground storage tanks located on the Property, the Property does not contain levels of radon gas, asbestos, or urea - formaldehyde foam insulation which require remediation under current governmental standards, and Seller has done nothing to contaminate the Property with hazardous wastes or substances. Seller warrants that the property is not subject to any local, state, or federal judicial or administrative action, investigation or order, as the case may be, regarding wells, solid waste disposal sites, hazardous wastes or substances, or underground storage tanks. Any other exceptions to the warranties set forth above are fully described here or on a separate addendum attached hereto: • B. Seller hereby represents that, to the best of its knowledge and belief, there is no active or abandoned septic tank or septic system on the property, except as described here: C. Buyer may, at Buyer's expense, have the Property inspected further for the existence of any hazardous materials, substances, or wastes, and may have a Phase I environmental 2 Page 339 of 429 assessment completed. Seller shall cooperate in providing reasonable access to Buyer's inspectors and engineers. Seller shall provide to Buyer a copy of any report or information in Seller's possession with respect to environmental assessment, investigation, testing or remediation. If hazardous materials, substances, or wastes are discovered on the Property, Buyer's obligation hereunder shall, unless waived by Buyer, be contingent upon the removal of such materials, substances, conditions or wastes or other resolution of the matter reasonably satisfactory to Buyer. However, in the event Seller is required to expend any sum in excess of $5,000 to remove any hazardous materials, substances, conditions or wastes, Seller shall have the option to cancel this transaction and refund to Buyer all earnest money paid and declare this Agreement null and void. The expense of any action necessary to remove or otherwise make safe any hazardous material, substances, conditions or waste shall be paid by Seller, subject to Seller's right to cancel this transaction as provided above. Notwithstanding the above, asbestos on the premises is not included in Seller's remediation duties as Buyer will remove same at its own expense in connection with demolition. 11. DEED. Upon payment of the Purchase Price, Seller shall convey the Property to Buyer by warranty deed, free and clear of all liens, restrictions, and encumbrances except as provided in this Agreement. General warranties of the title shall extend to the time of delivery of the deed excepting liens and encumbrances suffered or permitted by Buyer. 12. JOINT TENANCY IN PROCEEDS AND IN REAL ESTATE. Omitted. 13. JOINDER BY SELLER'S SPOUSE, Omitted. 14. STATEMENT AS TO LIENS. If Buyer intends to assume or take subject to a lien on the Property, Seller shall furnish Buyer with a written statement prior to closing from the holder of such lien, showing the correct balance due. 15. USE OF PURCHASE PRICE. At time of settlement, funds of the Purchase Price may be used to pay taxes and other liens and to acquire outstanding interests, if any, of others. 16. 1031 EXCHANGE. Omitted. 17. APPROVAL OF COURT. If the Property is an asset of any estate, trust, conservatorship, or receivership, this Agreement shall be subject to court approval, unless declared unnecessary by Buyer's attorney. If necessary, the appropriate fiduciary shall proceed promptly to a hearing for court approval. In that event a court officer's deed shall be used to convey title. 18, REMEDIES OF THE PARTIES. A. If Buyer fails to timely perform this Agreement, Seller may forfeit it as provided in the Iowa Code (Chapter 656), and all payments made shall be forfeited; or, at Seller's option, upon thirty days' written notice of intention to accelerate the payment of the entire balance because of Buyer's default (during which thirty days the default is not corrected), Seller may declare the entire balance immediately due and payable. Thereafter this Agreement may be foreclosed in equity and the Court may appoint a receiver. 3 Page 340 of 429 B. If Seller fails to timely perform this Agreement, Buyer has the right to have all payments made returned to it, or Buyer may require specific performance by Seller. C. Buyer and Seller are also entitled to utilize any and all other remedies or actions at law or in equity available to them, and the prevailing parties shall also be entitled to obtain judgment for costs and attorney fees. 19. NOTICE. Any notice under this Agreement shall be in writing and be deemed served when it is delivered by personal delivery or mailed by certified mail, addressed to the parties at the addresses given below. Seller: Dhani Re Investments LLC 2343 Logan Avenue Waterloo, IA 50703 Buyer: City of Waterloo 715 Mulberry Street Waterloo, IA 50703 Attn: Community Planning & Development Director 20. GENERAL PROVISIONS. In the performance of each part of this Agreement, time shall be of the essence. Failure to promptly assert rights herein shall not, however, be a waiver of such rights or a waiver of any existing or subsequent default. This Agreement shall apply to and bind the successors in interest of the parties. This Agreement shall survive the closing. This Agreement contains the entire agreement of the parties and shall not be amended except by a written instrument duly signed by Seller and Buyer. Paragraph headings are for convenience of reference and shall not limit or affect the meaning of this Agreement. Words and phrases herein shall be construed as in the singular or plural number, and as masculine, feminine or neuter gender according to the context. 21. NO REAL ESTATE AGENT OR BROKER. Neither party has used the service of a real estate agent or broker in connection with this transaction. 22. ADDITIONAL PROVISIONS. A. The parties acknowledge that Buyer is acquiring the Property for economic development purposes. Buyer's rights and duties under this Agreement are assignable to any person or entity that will further the economic development objectives contemplated by Buyer. B. Special contingencies to effectiveness of Agreement. Notwithstanding any signatures below by representatives of Buyer, this Agreement is expressly subject to approval by the city council of Buyer. 23. ENTIRE AGREEMENT. This Agreement represents the entire agreement between the parties, superseding all prior or contemporaneous understandings, negotiations, discussions, or agreements between the parties with respect to the subject matter hereof. 4 Page 341 of 429 24. ACCEPTANCE. When accepted, this Agreement shall become a binding contract. If not accepted by Seller on or before March 8, 2024, Buyer may retract this Agreement, and it shall then be null and void. Accepted by Seller Ace ?&i BUYER SELLER City of Waterloo, Iowa Dhani Re Investmts LLC By: Mayor Attest: City Clerk By Ma l naiig Member 5 Page 342 of 429 Cit11 of Waterloo, Iowa N W+E S Page 3113 of /129 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Paul Huting, Leisure Services Director Leisure Services Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving an amendment and extension to the Community Garden Agreement with the University of Northern Iowa Center for Energy and Environmental Education, to utilize an expanded designated portion of Highland Park as a community garden for growing vegetables, and authorizing the Mayor to execute said document. RECOMMENDED COUNCIL ACTION Recomend Council Approval of Agreement and Mayor Signature. SUMMARY STATEMENT AND BACKGROUND INFORMATION Last summer the University of Northern Iowa Center for Energy and Environmental Education in partnership with the Black Hawk County Health Department, Highland Neighborhood Association, Waterloo Leisure Services, and Waterloo Water Works had an immensely successful first year planting and growing a 0.8 acre garden in Highland Park. This group installed a water service and built and installed a tool shed at their own expense. This revised agreement extends the area to the East to make a new larger garden that is 1.8 acres in total. This revised agreement also extends the agreement expiration to December 31, 2024 with the option to extend two additional years beyond that if mutually agreeable. NEIGHBORHOOD IMPACT Highland Neighborhood Associaiton supports this project. DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION Page 344 of 429 LEGAL DESCRIPTION ATTACHMENTS 1. Community garden agt area extension (UNI-Highland) 2-06-24 Page 345 of 429 Community Garden Agreement Subject to the terms and conditions of this Community Garden Agreement (the "Agreement"), the City of Waterloo, Iowa ("City"), hereby grants a revocable license to the person(s) or non-profit entities identified below (individually or collectively, the "Licensee") to use the following described City -owned property or right-of-way (the "Premises"), solely for the purposes stated herein: A portion of Highland Park generally depicted on Exhibit "A" attached hereto. In consideration of the City's grant of a revocable license to use the Premises on the terms set forth in this Agreement, Licensee hereby agrees to the following terms and conditions: 1. Duration. This Agreement and the license granted hereunder shall be effective commencing the date of approval by the City as indicated below and continuing until and including December 31, 2024. The license granted herein is effective only for the period indicated above. This Agreement shall renew for up to two (2) additional terms of one-year each if Licensee delivers written notice of renewal to City by November 30 and City does not reject renewal in writing by the following January 31. 2. Use of Premises. Licensee shall use the Premises only for growing vegetables in connection with a program (the "Program") operated and overseen by Licensee. Licensee shall, in good faith and to the extent reasonably feasible, coordinate the Program with the Highland Neighborhood Association, Black Hawk County Health Department, and other organizations or agencies with a bona fide interest in community gardening. For purposes of this Agreement, persons participating in the Program as producers are "Participants." Produce is grown for personal consumption and may also be grown for sale. Licensee agrees that all produce sales will be conducted at local farmers' markets or other off -Premises locations. Licensee and the Participants may not use the Premises for any other purpose. Licensee shall be responsible to monitor proper use of the Premises. Program activities shall be conducted during daylight hours. 3. Improvements; Vehicles. No permanent or temporary structures, fences, buildings, vehicles or equipment shall be placed or parked on the Premises that are not consistent with a private, non- commercial vegetable or flower garden use, except that Participants may construct raised garden beds, fences and/or a small tool shed. The size and location of any shed and the height of fences shall be approved by City in advance. Other improvements shall require advance written consent from the City's Leisure Services Director or designee. Licensee may not install any other improvements on the Premises. All improvements of whatever type or nature that are left on the Premises at the end of the term hereof shall become the sole property of City, and Licensee shall not be entitled to any compensation for same. Notwithstanding the foregoing, by the end of the term of this Agreement Licensee shall remove all improvements made by Licensee or Participants, unless the City has agreed in writing that such improvements may remain in place. No motorized vehicles shall be parked on or otherwise used in connection with the Premises except when such vehicles are actually engaged in maintenance of the Premises. 4. Water. At its own expense and at a location to be approved in advance by City, Licensee shall install, or cause to be installed, a water meter pit and backflow prevention device. Licensee shall be responsible for all costs of water usage and shall terminate water service at end of season to ensure no freezing of pipes or equipment. 5. Maintenance of Premises; Trees. Licensee shall maintain the Premises in a reasonably safe, serviceable, clean and presentable condition, free of weeds, cuttings, and other debris. All Page 346 of 429 wastes shall be promptly removed from the Premises. At the end of each growing season, Licensee shall clean up the Premises. Licensee may plant trees and shrubs only with the advance written permission of the City's Leisure Services Director or designee. Trees or other permanent plantings shall become and remain the sole property of the City, without compensation to Licensee or Participants therefor, and may not be removed by Licensee or any other person without advance written permission from the City Planner or designee. 6. Use by Others; Non -Assignment. The rights granted hereunder are personal to Licensee. The parties anticipate that Licensee will permit Participants, subject to all terms and conditions of this Agreement, to use the Premises in a manner consistent with Program requirements and the purposes of this Agreement. Such use by Participants is permitted, but the rights granted to Licensee hereunder may not otherwise be assigned, transferred, sublet or sublicensed to any other person or entity without City's prior written consent. All permitted users are bound by the terms hereof, and any violation of applicable requirements or any breach of the terms hereof shall have the same effect as if violated or breached by Licensee itself. 7. Entry on Premises. City or its agents may enter upon the Premises at any time during the term hereof for the purpose of drilling test holes, making surveys, or accommodating public utilities relocation. When possible, City will attempt to provide advance notice to Licensee. 8. Legal Compliance. Licensee shall comply with all applicable federal, state, and local statutes, laws, rules, regulations, orders, and ordinances that may affect the Premises or Licensee's use thereof at any time during the term of this Agreement, including but not limited to ordinances governing noise and weed control. 9. Insurance. Before entering upon the Premises, Licensee shall provide to City a certificate showing proof of general liability insurance covering the activities of Licensee upon the Premises in the minimum amount of $1,000,000 each occurrence and $2,000,000 aggregate. Licensee shall keep such insurance in force during the term of this Agreement. Licensee's insurance shall name the City of Waterloo, Iowa as an additional insured. 10. Risk Allocation; Indemnity; Liability Waiver. Licensee takes the Premises in "as is" condition and uses the Premises at its sole risk. As against City, Licensee is solely responsible for all risks and liabilities to which any Participant may be exposed. Licensee agrees to indemnify, defend and hold harmless City, its officers, officials, employees, contractors and agents, from and against any and all claims, demands, causes of action, damages, injuries, losses, costs, fines, penalties, or liabilities whatsoever, including but not limited to attorneys' fees and expenses, whether in respect of the person or property of Licensee, a Participant, or anyone else, arising from or in connection with the acts or omissions of Licensee, any Participant, or any other invitee of Licensee or a Participant that relate in any way to use of the Premises. Without in any way limiting or modifying the foregoing indemnification provision, Licensee, for itself and on behalf of each Participant and any other person for whose acts Licensee may be liable, does hereby release, waive, discharge and covenant not to sue City, its officials, officers, employees, volunteers and agents, from or in relation to any and all claims, demands, actions, costs, expenses, and liabilities of any type or nature whatsoever, including but not limited to reasonable attorney's fees and expenses, arising out of or in any way connected with use of the Premises by Licensee, Participants or their invitees, that result in, but not limited to, physical or psychological injury, pain, suffering, illness, disfigurement, death, economic loss or property loss or damage. This Section shall survive the expiration or termination of this Agreement for any reason. 2 Page 347 of 429 11. No Warranty. City shall not prepare the Premises in any way for Licensee's use. Licensee takes the Premises in it "as is" condition. City makes no representation or warranty that the Premises is suitable for Licensee's use or any other purpose. Licensee is responsible to conduct its own investigations and due diligence. 12. Sole Responsibility. Except as expressly set forth in this Agreement, Licensee shall be solely responsible for all costs and expenses involved with the Program or otherwise for Licensee's use of the Premises. City shall provide no funding, services, labor, equipment or other support. 13. No Third -Party Beneficiaries. This Agreement is for the exclusive benefit of the parties hereto. No third party, including but not limited to any Participant, shall have any right, privilege, option or other benefit under or in connection with this Agreement. 14. Termination; Revocation. Licensee agrees that City may, at any time and for any reason, terminate this Agreement and revoke Licensee's rights hereunder upon sixty (60) days' advance written notice delivered to Licensee at its last -known address. In the event of such termination, Licensee agrees to waive and hereby does waive any and all demands or claims upon the City for damages to growing crops on the Premises and for loss or damage to any improvements that Licensee leaves upon the Premises at the end of said notice period. 15. General Terms. This Agreement is the entire agreement between the parties and may not be modified except by a written instrument signed by the parties. This Agreement is binding on the parties and the respective successors and assigns of each. IN WITNESS WHEREOF, the parties have entered into this Community Garden Agreement by their duly authorized representatives. Licensee Signature: University of Northern Iowa Center for Energy & Environmental Education By: Title: Contact name and address: Contact phone: Approved by: Title: Date: City of Waterloo, Iowa City contact: Jacob Geller, Natural Resources Technician, 319-291-4370 3 Page 348 of 429 Proposed Location of Highland Park Community Gardens (1.8 acres) - EXHIBIT A 4 Page 349 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Randy Bennett, Public Works Division Manager Public Works Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving a Professional Services Agreement with Trane Technologies, in the amount not to exceed $100,000.00, for the replacement and installation of CO and CO/NO2 sensors and the interlocks with associated exhaust fans for the Public Works Building, and authorizing the Mayor to execute said document. RECOMMENDED COUNCIL ACTION Requesting approval of agreement with Trane Technologies for CO and CO/NO2 sensors. SUMMARY STATEMENT AND BACKGROUND INFORMATION Some CO and CO/NO2 sensors have failed or out of calibration at the Public Works Building. Will need to replace and/or add additional sensors, calibrate and coordinate sensors with associated exhaust fans. Will connect sensors to the city's Enterprise Building Management system for monitoring and alarming. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES 525-15-5400-2117 ALTERNATIVE ACTION LEGAL DESCRIPTION Page 350 of 429 ATTACHMENTS 1. TG UL Toxic Gas CO-NO2 Sensor Datasheet 2. wcw_052003 3. wcw_002320 4. Waterloo Public Works CO NO2 proposal 02-26-2024 Page 351 of 429 TG UL Series Wall & Duct Dual Toxic Gas Sensor/Controller Analog and BACnet/Modbus protocol options Field replaceable sensing elements n�+ Standard LCD with intuitive set up menu AS� BACn0 Integrated LED indicators and audible alarm DESCRIPTION Senva TG Series sensors can be ordered as individual sensors or as any dual combination of CO/NO2/Propane/Methane sensor in a shared enclosure. The analog output model features 2 outputs that support daisy chain wiring - multiple sensors may be used in a parallel sequence (0-10V) for cost effective coverage of large areas. The unit can also act as a stand alone controller, utilizing the relay for exhaust fan operation or the output for direct control of a VFD. The BACnet/Modbus model supports BACnet MS/TP & Modbus network communication in one unit. Standard features include network auto - configuration, a programmable fan relay, LED indicators, integrated display and audible alarm. APPLICATIONS • Ensure adequate air flow in occupied spaces • Monitor multiple toxic gases with one mounted unit • Alert occupants of elevated gas levels • Directly control exhaust fans FEATURES Cost-effective dual gas sensing and control Integrated display, LED indicators, audible alarm Order as individual CO, NO2, Propane or Methane sensor, or specify any two sensing elements in one enclosure Flexibility of analog output model Menu selectable 0-5/10V, 1-5V and 4-20mA outputs (0- 1 OV default) Dual outputs support daisy chain wiring to cost-effective- ly sense and control large areas Versatility with BACnet/Modbus model Supports BACnet MS/TP and Modbus RTU networks Auto -configuration detects network baud rate, serial format, protocol type and self -addresses High reliability reduces call backs Temperature compensated elements for maximum accuracy UL2034 recognized electrochemical CO sensing element 7 year life expectancy on CO and NO2 elements Warning indicators alert occupants when element's lifecycle is near end for replacement 7-year limited warranty on electronics; 2-year on elements Removable terminal block Standard LCD and LED indicators Push button menu Field Replaceable for easy setup and Sensing Elements Audible alarm Easy to install Test mode speeds up field commissioning for verifying warning indicators and relay functions Push buttons and LCD to navigate setting parameters us 86 866-660-8864 fax 503-296-2529 www.senvainc.com PROUDLY MADE IN USA 7 year limited warranty Page 352 of 429 mrivAk AIR QUALITY ORDERING Pkg Out Gast Gas2 Temp Lid TG Package T W =Wall Mount M = Metal D = Duct Mount Output Type A = Analog B = BACnet/Modbus Gas T • e 1 C = Carbon Monoxide (CO) N = Nitrogen Dioxide (NO2) M = Methane (CH4) P = Propane (C3H8) GasT •e2 N = Nitrogen Dioxide (NO2) M = Methane (CH4) P = Propane (C3H8) X = No second gas Temperature Output A = None C =100Pt RTD D= 1000Pt RTD E=10KType 2 F=10KType 3 G=10kw/11k H = 3k I=2k2 J=1k8 Enclosure Lid Blank = Clear/Tinted S = Solid/Opaque W=All White Solid Replacement Elements TGS-CO-UL = Carbon Monoxide TGS-NO2-UL = Nitrogen Dioxide TGS-CH4-UL = Methane TGS-C3H8-UL = Propane Pair it with a fan relay See Senva pilot and power relays for ordering information. (1) One side of transformer secondary is connected to signal common. Dedicated transformer is recom- mended. No mains circuit connection allowed. In addition, it is required to use an isolated power supply that is certified by a national or international standard (i.e. UL). Use of a Class 2 LPS power supply or greater is required. (2) Carbon Monoxide full scale is 1000ppm. (3) Nitrogen Dioxide full scale is 30ppm SPECIFICATIONS Power Supply Analog Outputs BACnet/Modbus Fan Relay Alarm Relay (Analog model only) Display LEDs Audible Alarm Exposure CO Sensor Performance NO2 Sensor Performance Methane Sensor Performance Propane Sensor Performance Operating Environment Enclosure (Wall & Duct) Enclosure (Metal) Agency 2 programmable outputs CO output scaling NO2 output scaling Temperature output scaling Protocol RS-485 Baud Rates Fan relay characteristics CO fan relay setpoint NO2 fan relay setpoint Alarm relay characteristics CO alarm relay setpoint NO2 alarm relay setpoint 3-1/2 digit LCD Green, Yellow, Red 85dB Piezo transducer Type Accuracy Resolution Certifications Life expectancy Coverage Area Type Accuracy Resolution Life expectancy Coverage Area Type Detection Range Accuracy Resolution Life expectancy Coverage Area Type Detection Range Accuracy Resolution Life expectancy Coverage Area Temperature, continuous Humidity Max Elevation Material Dimensions Conduit Opening Rating Material & Enclosure Rating Dimensions Opening Mounting Rating Compliance 15-30VDC/24VAC"", 4W max, 160mA max. 0-10V (default), 0-5V, 1-5V and 4-20mA (menu select- able) 0-200ppm (default), 0-1000ppm (menu selectable) 0-10ppm (default), 0-30ppm (menu selectable) -20 to 85°C BACnet MS/TP, Modbus RTU, Modbus ASCII 9600, 19200, 38400, 57600, 76800, 115200 N.C. 1A@24/30VDC (50/60Hz) (no mains connection) 25ppm (default), 0-1000 ppm (menu selectable) 1 ppm (default), 0-30ppm (menu selectable) N.C. 1 A@24/30VDC (50/60Hz) (no mains conenction) 100ppm (default), 0-1000 ppm (menu selectable) 3ppm (default), 0-30ppm (menu selectable) Indicates CO ppm, NO2 ppm (menu selectable) Green = Normal, Yellow = Relay, Red = Alarm 30 minutes above alarm setpoint per UL2034 (menu selectable) Electrochemical ±5% of default range° ±5%of reading above 1 ppm UL2034 Listed Component >7 years 5000-7500 square feet Electrochemical ±5% of default range° ±5%of reading above 20ppm 0.1 ppm >7 years 5000-7500 square feet Catalytic 0-50% LEL (Lower Explosive Limit) 5% of range 1%LEL >5 years 5000 square feet Catalytic 0-50% LEL (Lower Explosive Limit) 5% of range 1%LEL >5 years 5000-7500 square feet -20 to 50°C 15-95% continuous, 0-95% intermittent 2000m ABS/Polycarbonate 4.0"h x 4.4"w x 2.1"d Tapped 1/2" NPT IP20 Powder coated steel/acrylic, NEMA 3R 5.0"h x 4.3"w x 2.25"d Dual air vents on bottom of enclosure Pre -drilled for 2x4" electrical box IP20 UL61010-1 Listed UL, cUL Aindna II' saiaas set )ixol Higher Reliability, Faster Installation, Superior Accuracy I Sense the digig-A51 � 29 PART NUMBER 052003 SOMLOGY ARRTINIRE ■0275/0725FT• TEMPERATURE CONTROL SYSTEM ZONE BUS/COMM LINE ABCDE0123456789 ! nk) OLI CABLE SPECIFICATIONS DESCRIPTION 18 AWG 1 Pair Tinned Copper Shielded, UL Listed C(UL)US CMP CONDUCTOR 18AWG (19X.0092) Tinned Copper INSULATION FEP COLOR CODE Black/White SHIELD Aluminum Mylar DRAIN WIRE 22 AWG 7 Strand Tinned Copper JACKET Low -Smoke PVC .018" JACKET COLOR Violet Jacket MARKING SMARTWIRE[TM] ABCDE 1 2 3 4 5 6 7 8 9 18 AWG C(UL)US CMP ROHS MADE IN THE USA OVERALL DIAMETER CABLE WEIGHT 24 Lbs/Mft. CAPACITANCE 25 pF/Ft. Nom. IMPEDANCE 57 Ohms TEMPERATURE RATING 75 C / 300 Volt .190" Nom. u JDUSTRY STANDARDS FLAME RATING Approved For Plenum Use Without Conduit Per NEC Article 800, NFPA 262 Flame Test AGENCY APPROVALS NEC Article 800; UL Listed C(UL)US CMP, RoHS Compliant, Made in the USA All specifications referenced are nominal measurements unless otherwise noted. WINDY CITY WIRE® CABLE & TECHNOLOGY PRODUCTS, LLC T 800.379.1 191 I www.smartwire.com I © Copyright 2014 Windy City Wire, Inc. I All rights reserved. Nage 354 of 429 PART NUMBER 002320 UL Listed and Rated Type CMP Multi -Conductor Shielded Plenum Cable RE62) ■0275/0725FT• SMARTWIREITMI DEVICE/ZONE A B C D E 0 1 2 3 4 5 6 7 8 9 `� SGLI TECHNOLOGY CABLE SPECIFICATIONS DESCRIPTION 18 AWG 2 twisted Conductors Bare Copper, Shielded Plenum, UL Listed C(UL)US CMP CONDUCTOR 18 (7/26 Bare Copper) INSULATION Low -Smoke PVC .008" COLOR CODE Black/White LAY LENGTH 2.5" LHL (4.8 TPF) SHIELD Aluminum Mylar DRAIN WIRE 24 AWG 7 Strand Tinned Copper JACKET Low -Smoke PVC .018" JACKET COLOR White Jacket MARKING SMARTWIRE DEVICE / ZONE A B C D E 0 1 2 3 4 5 6 7 8 9 18 AWG C(UL)US CMP ROHS MADE IN THE USA OVERALL DIAMETER .158" Nom. CABLE WEIGHT 21 Lbs/Mft. CAPACITANCE 68 pF/ft Nom. IMPEDANCE 28 Ohms TEMPERATURE RATING 0 C to 75 C / 300 Volt INDUSTRY STANDARDS FLAME RATING Approved For Plenum Use Without Conduit Per NFPA 262 Flame Test AGENCY APPROVALS NEC Article 800; UL Listed C(UL)US CMP, RoHs Compliant, Made in the USA All specifications referenced are nominal measurements unless otherwise noted. WINDY CITY WIRE T 800.379.1191 • windycitywire.com CO Windy City Wire, Cable Technology & Products, LLC. All rights reserved. Page :ibb OT 429 Trane Controls Proposal • TRANE® Controls Proposal For: City Of Waterloo 625 Glenwood Street Waterloo, IA 50703 Local Trane Office: Trane U.S. Inc. 1400 SE 19th, Suite 100 Grimes, IA 50111 Date: February 26, 2024 Local Trane Representative: Doug Stephens ES&C Sales Engineer E-mail: ddstephens@trane.com Cell: (319) 533-4052 Office Phone: (515) 270-0004 Proposal ID: 7636509 RTIf-12 {CV) -Quality Lah 1?AN- TECHNOLOGIES' © 2024 Trane Technologies. All Rights Reserved. Confidential and Proprietary Information of i(U,Sage� of 429 TRINE Trane Controls Proposal Executive Summary Trane is pleased to present a solution to help City Of Waterloo reach its performance goals and objectives. This proposed project will enhance your operation by helping you to optimize your resources, improve the comfort in your facility, and reduce energy costs. We appreciate the effort from City Of Waterloo to assist in the system analysis and business discussions. Because of your efforts, we were able to develop a proposal that offers solutions to your specific concerns, based on Trane system knowledge and application expertise. As your partner, Trane is committed to providing controls to achieve a comfortable building environment for the people who occupy the building. For the people who own, manage and maintain the building, Trane is committed to providing reliable building management systems and control products that improve system performance. Some key features and benefits City Of Waterloo should expect from this project are highlighted below. • Replace CO and CO/NO2 sensors that have failed or are out of calibration • Setup and checkout of CO and CO/NO2 sensors and the interlocks with associated exhaust fans. • Connect CO and CO/NO2 sensors to the City's updated Enterprise Building Management System for monitoring and alarming. • Option to control and monitor exhaust fans throughout the Public Works facility. Trane appreciates the opportunity to earn your business. This investment will provide City Of Waterloo with the capability and improve conditions in your facility as well as monitor/log toxic gas levels. We look forward to partnering with City Of Waterloo for all of your control products and service needs. I will be contacting you soon to discuss the proposal and to schedule the next steps. WE VALUE THE CONFIDENCE YOU HAVE PLACED IN TRANE AND LOOK FORWARD TO PARTNERING WITH YOU. Doug Stephens ES&C Sales Engineer, Trane U.S. Inc. 1RANE TEGH,OLOGICS Page 2 of 12 © 2024 Trane Technologies. All Rights Reserved. Confidential and Proprietary Information of ane 3b / Of 429 TRINE Prepared For: Randy Bennett Job Name: Waterloo Public Works CO NO2 Delivery Terms: Freight Allowed and Prepaid — F Sensors and Monitoring .O.B. Factory Date: February 23, 2024 Proposal ID: 7636509 Payment Terms: Net 30 Proposal Expiration Date: 30 Days Scope of Work "Scope of Work" and notations within are based on the following negotiated scope of work with Randy Bennett and the Public Works team and based on the site surveys performed on 2/6/2024. Controls Systems and Equipment • (15) Senva CO/NO2 Sensors with 2 adjustable alarm levels, Fan Relay and BACnet communications, metal enclosure • (6) Senva CO Sensors with 2 adjustable alarm levels, Fan Relay and BACnet communications, metal enclosure • Device licenses for Tracer SC Control System Services Included • Project Management • Engineered Controls Submittals and As -Built Drawings • Remove existing CO/NO2 and CO sensors. • Provide and install new CO/NO2 and CO sensors in same locations and connect to existing power and fan interlock wiring. • Complete setup and checkout operation of new CO/NO2 and CO sensors. Provide written documentation of startup and fan interlocks. • Mechanical and control interlock inspection on (3) existing Makeup Air units to verify proper operation of supply fans, dampers, burners, VFD's and control interlocks. Provide written documentation of unit operation and any deficiencies found. • Once BACnet communication wiring is installed complete tie-in to Tracer. o Discover BACnet devices on link and integrate them into Tracer. o Map CO/NO2 levels and alarm levels into Tracer. o Setup critical alarms for email routing. o Setup data logs. o Create CO/NO2 graphical dashboard with CO/NO2 levels on floor plans. Alarm levels will be indicated by normal = transparent, low alarm = yellow shading, high alarm = red shading. o Setup user accounts for Public Works staff as desired. • Owner/Operator Training session. • 1st Year Parts and Labor Warranty Services Not Included • Installation of Conduit, control wiring, power wiring (120 vac and 24 vac), communication wiring, mounting of relays and current switches, mounting of enclosures for programmable controllers. • LEED, or 3rd Party Commissioning, or Test and Balance assistance/support or HVAC equipment startup. • Trenching/backfilling, roof penetrations/sealant, underground conduit provisions, cutting, patching, painting, access doors, or demolition of any kind. 1RANE TECHNOLOGIES' Page 3 of 12 © 2024 Trane Technologies. All Rights Reserved. Confidential and Proprietary Information of fage43 8� of 429 TRINE • Repair or replacement of any equipment being controlled. • Ethernet drop and IP address. • Any temporary controls. Control System Devices Provided by Trane, Installed by Others • In Alternate #1: Trane will provide Symbio Programmable I/O controllers, controller enclosures, control power transformers, control relays, and current switches to be installed by others. Control System Clarifications and/or Exclusions • Trane's proposal is based on the original plans and sequence of operation dated 10/7/2011. Exact locations to be field verified. • Equipment order release and services rendered are dependent upon receipt of PO/Subcontract and credit approval. • The owner shall maintain a safe working environment for Trane employees and/or subcontractors. • Existing control power circuits/wiring and/or sensor wiring that meet code and control requirements may be reused. • Allowances for Liquidated or Consequential Damages of any kind are not included (per Trane Terms and Conditions). • Permits, Bonds, Fees, Demurrage or Storage Charges are not included. Provided and/or Installed by Others • Line Voltage power circuit(s)/junction(s) for DDC/Control Panel(s) and/or Device(s) are provided by others. • Provision/Installation/Commissioning of any Fire Alarm Systems, Fireman's Override Panel(s), Smoke Control System (and/or Smoke Detectors), Fire/Smoke or Smoke Damper/Actuators, Fire Dampers, Lighting Control Panels, Refrigerant Detection Systems, Security and Access Systems, Heat Trace, Water/Gas/Utility Metering, or any control scope of work which is not listed above, is not included/provided. • Provision/Installation/Commissioning of any standalone Automatic Temperature Control (ATC) thermostat type control, hardwired interlock control, repair/replacement of existing control/pneumatic system devices/panels, Thermostat Guards/Covers, or any control scope of work which is not listed above, is not included/provided. • Provision/Installation/Commissioning of any motor starters and/or variable frequency drives are not included. • Site ethernet connectivity shall be provided by the owner to ensure all necessary network conditions and requirements to ensure integrity of the customer's network and security. This connection process is provided to ensure proper integration with the customer's network infrastructure. Trane will require an IP address from the customer's IT department for each Trane Facility Infrastructure network device installed on the customer's network. Trane will provide the customer with a Mac address for each network device needed. • To ensure proactive service and facility issue resolutions, Trane requests VPN access to the facility infrastructure systems specifically associated with the systems being monitored and/or controlled by Trane's automation/monitoring system to provide support from our local and/or national Trane Intelligent Services staff. Use of TraneConnect fulfills this requirement. Base Bid Price Total Net Price (Excluding Sales Tax) $54,870.00 T?AN TECHNOLOGIES' Page 4 of 12 © 2024 Trane Technologies. All Rights Reserved. Confidential and Proprietary Information of fage43 9� of 429 Add Alternate Option #1 Controls Systems and Equipment • (4) Symbio Programmable I/O Controllers, enclosures with control power transformers, and expansion I/O as required. • (5) Control Relays for exhaust fan start/stop (EF-1, 2, 3, 8, 28) • (23) Current switches for exhaust fan run status monitoring (EF1 - 11, 13, 15, 16, 18, 19, 21, 23-26, 28, 29) Control System Services Included • Project Management • Engineered Controls Submittals and As -Built Drawings • Provide material above for installation by others. Trane will provide wiring diagrams and our project manager will complete a detailed walkthrough with the installing electrical contractor or City's electricians to lay out the installation. • Once installation is complete... o Discover Symbio controllers on BACnet link and integrate into Tracer o Map exhaust fan enable/disable and exhaust fan status points into Tracer. o Map fire alarm system status into Tracer, add to graphic, setup critical alarm notification. o Setup exhaust fan run schedules for fans that previously ran on timeclocks. o Setup exhaust fan alarms. o Setup data logs. o Add exhaust fan run indication and alarms on floor plan graphics. • 1st Year Parts and Labor Warranty Add Alternate #1 Price Total Net Price (Excluding Sales Tax) $29,200.00 Financial items not included • Applicable sales tax or use tax is excluded • Permits • Bid Bond • Payment and Performance Bond • Liquidated Damages • Demurrage or Storage Charges • Participation in OCIOP or CCIP Insurance Programs Respectfully submitted, Doug Stephens ES&C Sales Engineer Trane U.S. Inc. E-mail: ddstephens@trane.com Office Phone: (515) 270-0004 T?AN TECHNOLOGIES' Page 5 of 12 © 2024 Trane Technologies. All Rights Reserved. Confidential and Proprietary Information of fage43 0� of 429 ACCEPTANCE This proposal is subject to Customer's acceptance of the attached Trane Terms and Conditions (Installation). We value the confidence you have placed in Trane and look forward to working with you. Submitted By: Doug Stephens Cell: (319) 533-4052 Office: (515) 270-0004 Proposal Date: February 23, 2024 CUSTOMER ACCEPTANCE City Of Waterloo TRANE ACCEPTANCE Trane U.S. Inc. Authorized Representative Authorized Representative Printed Name Printed Name Title Title Purchase Order Acceptance Date: Signature Date 1?AN TECHNOLOGIES' Page 6 of 12 © 2024 Trane Technologies. All Rights Reserved. Confidential and Proprietary Information of Irane of.429 AIM TRANS TERMS AND CONDITIONS — COMMERCIAL INSTALLATION "Company" shall mean Trane U.S. Inc. for Work performed in the United States or Trane Canada ULC for Work performed in Canada. 1. Acceptance; Agreement. These terms and conditions are an integral part of Company's offer and form the basis of any agreement (the "Agreement") resulting from Company's proposal (the "Proposal") for the commercial goods and/or services described (the "Work"). COMPANY'S TERMS AND CONDITIONS AND EQUIPMENT PRICES ARE SUBJECT TO PERIODIC CHANGE OR AMENDMENT. The Proposal is subject to acceptance in writing by the party to whom this offer is made or an authorized agent ("Customer") delivered to Company within 30 days from the date of the Proposal. Prices in the Proposal are subject to change at any time upon notice to Customer. If Customer accepts the Proposal by placing an order, without the addition of any other terms and conditions of sale or any other modification, Customer's order shall be deemed acceptance of the Proposal subject to Company's terms and conditions. If Customer's order is expressly conditioned upon Company's acceptance or assent to terms and/or conditions other than those expressed herein, return of such order by Company with Company's terms and conditions attached or referenced serves as Company's notice of objection to Customer's terms and as Company's counteroffer to provide Work in accordance with the Proposal and the Company terms and conditions. If Customer does not reject or object in writing to Company within 10 days, Company's counteroffer will be deemed accepted. Notwithstanding anything to the contrary herein, Customer's acceptance of the Work by Company will in any event constitute an acceptance by Customer of Company's terms and conditions. This Agreement is subject to credit approval by Company. Upon disapproval of credit, Company may delay or suspend performance or, at its option, renegotiate prices and/or terms and conditions with Customer. If Company and Customer are unable to agree on such revisions, this Agreement shall be cancelled without any liability, other than Customer's obligation to pay for Work rendered by Company to the date of cancellation. 2. Connected Services. In addition to these terms and conditions, the Connected Services Terms of Service ("Connected Services Terms"), available at https://www.trane.com/TraneConnectedServicesTerms, as updated from time to time, are incorporated herein by reference and shall apply to the extent that Company provides Customer with Connected Services, as defined in the Connected Services Terms. 3. Title and Risk of Loss. All Equipment sales with destinations to Canada or the U.S. shall be made as follows: FOB Company's U.S. manufacturing facility or warehouse (full freight allowed). Title and risk of loss or damage to Equipment will pass to Customer upon tender of delivery of such to carrier at Company's U.S. manufacturing facility or warehouse. 4. Pricing and Taxes. Unless otherwise noted, the price in the Proposal includes standard ground transportation and, if required by law, all sales, consumer, use and similar taxes legally enacted as of the date hereof for equipment and material installed by Company. Tax exemption is contingent upon Customer furnishing appropriate certificates evidencing Customer's tax-exempt status. Company shall charge Customer additional costs for bonds agreed to be provided. Equipment sold on an uninstalled basis and any taxable labor/labour do not include sales tax and taxes will be added. Within thirty (30) days following Customer acceptance of the Proposal without addition of any other terms and conditions of sale or any modification, Customer shall provide notification of release for immediate production at Company's factory. Prices for Work are subject to change at any time prior to shipment to reflect any cost increases related to the manufacture, supply, and shipping of goods. This includes, but is not limited to, cost increases in raw materials, supplier components, labor, utilities, freight, logistics, wages and benefits, regulatory compliance, or any other event beyond Company's control. If such release is not received within 6 months after date of order receipt, Company reserves the right to cancel any order. If shipment is delayed due to Customer's actions, Company may also charge Customer storage fees. Company shall be entitled to equitable adjustments in the contract price to reflect any cost increases as set forth above and will provide notice to Customer prior to the date for which the increased price is to be in effect for the applicable customer contract. In no event will prices be decreased. 5. Exclusions from Work. Company's obligation is limited to the Work as defined and does not include any modifications to the Work site under the Americans With Disabilities Act or any other law or building code(s). In no event shall Company be required to perform work Company reasonably believes is outside of the defined Work without a written change order signed by Customer and Company. 6. Performance. Company shall perform the Work in accordance with industry standards generally applicable in the area under similar circumstances as of the time Company performs the Work. Company may refuse to perform any Work where working conditions could endanger property or put at risk the safety of persons. Unless otherwise agreed to by Customer and Company, at Customer's expense and before the Work begins, Customer will provide any necessary access platforms, catwalks to safely perform the Work in compliance with OSHA or state industrial safety regulations. 7. Payment. Customer shall pay Company's invoices within net 30 days of invoice date. Company may invoice Customer for all equipment or material furnished, whether delivered to the installation site or to an off -site storage facility and for all Work performed on -site or off -site. No retention shall be withheld from any payments except as expressly agreed in writing by Company, in which case retention shall be reduced per the contract documents and released no later than the date of substantial completion. Under no circumstances shall any retention be withheld for the equipment portion of the order. If payment is not received as required, Company may suspend performance and the time for completion shall be extended for a reasonable period of time not less than the period of suspension. Customer shall be liable to Company for all reasonable shutdown, standby and start-up costs as a result of the suspension. Company reserves the right to add to any account outstanding for more than 30 days a service charge equal to 1.5% of the principal amount due at the end of each month. Customer shall pay all costs (including attorneys' fees) incurred by Company in attempting to collect amounts due and otherwise enforcing these terms and conditions. If requested, Company will provide appropriate lien waivers upon receipt of payment. Customer agrees that, unless Customer makes payment in advance, Company will have a purchase money security interest in all equipment from Company to secure payment in full of all amounts due Company and its order for the equipment, together with these terms and conditions, form a security agreement. Customer shall keep the equipment free of all taxes and encumbrances, shall not remove the equipment from its original installation point and shall not assign or transfer any interest in the equipment until all payments due Company have been made. 8. Time for Completion. Except to the extent otherwise expressly agreed in writing signed by an authorized representative of Company, all dates provided by Company or its representatives for commencement, progress or completion are estimates only. While Company shall use commercially reasonable efforts to meet such estimated dates, Company shall not be responsible for any damages for its failure to do so. Delivery dates are approximate and not guaranteed. Company will use commercially reasonable efforts to deliver the Equipment on or before the estimated delivery date, will notify Customer if the estimated delivery dates cannot be honored, and will deliver the Equipment and services as soon as practicable thereafter. In no event will Company be liable for any damages or expenses caused by delays in delivery. 9. Access. Company and its subcontractors shall be provided access to the Work site during regular business hours, or such other hours as may be requested by Company and acceptable to the Work site' owner or tenant for the performance of the Work, including sufficient areas for staging, mobilization, and storage. Company's access to correct any emergency condition shall not be restricted. Customer grants to Company the right to remotely connect (via phone modem, internet or other agreed upon means) to Customer's building automation system (BAS) and or HVAC equipment to view, extract, or otherwise collect and retain data from the BAS, HVAC equipment, or other building systems, and to diagnose and remotely make repairs at Customer's request. 10. Completion. Notwithstanding any other term or condition herein, when Company informs Customer that the Work has been completed, Customer shall inspect the Work in the presence of Company's representative, and Customer shall either (a) accept the Work in its entirety in writing, or (b) accept the Work in part and specifically identify, in writing, any exception items. Customer agrees to re -inspect any and all excepted items as soon as Company informs Customer that all such excepted items have been completed. The initial acceptance inspection shall take place within ten (10) days from the date when Company informs Customer that the Work has been completed. Any subsequent re -inspection of excepted items shall take place within five (5) days from the date when Company informs Customer that the excepted items have been completed. Customer's failure to cooperate and complete any of said inspections within the required time limits shall constitute complete acceptance of the Work as of ten (10) days from date when Company informs Customer that the Work, or the excepted items, if applicable, has/have been completed. 11. Permits and Governmental Fees. Company shall secure (with Customer's assistance) and pay for building and other permits and governmental fees, licenses, and inspections necessary for proper performance and completion of the Work which are legally required when bids from Company's subcontractors are received, negotiations thereon concluded, or the effective date of a relevant Change Order, whichever is later. Customer is responsible for necessary approvals, easements, assessments and charges for construction, use or occupancy of permanent structures or for permanent changes to existing facilities. If the cost of such permits, fees, licenses and inspections are not included in the Proposal, Company will invoice Customer for such costs. 12. Utilities During Construction. Customer shall provide without charge to Company all water, heat, and utilities required for performance of the Work. 13. Concealed or Unknown Conditions. In the performance of the Work, if Company encounters conditions at the Work site that are (i) subsurface or otherwise concealed physical conditions that differ materially from those indicated on drawings expressly incorporated herein or (ii) unknown physical conditions of an unusual nature that differ materially from those conditions ordinarily found to exist and generally recognized as inherent in construction activities of the type and character as the Work, Company shall notify Customer of such conditions promptly, prior to significantly disturbing same. If such conditions differ materially and cause an increase in Company's cost of, or time required for, performance of any part of the Work, Company shall be entitled to, and Customer shall consent by Change Order to, an equitable adjustment in the Contract Price, contract time, or both. 14. Pre -Existing Conditions. Company is not liable for any claims, damages, losses, or expenses, arising from or related to conditions that existed in, on, or upon the Work site before the Commencement Date of this Agreement ("Pre -Existing Conditions"), including, without limitation, damages, losses, or expenses involving Pre -Existing Conditions of building envelope issues, mechanical issues, plumbing issues, and/or indoor air quality issues involving mold/mould and/or fungi. Company also is not liable for any claims, damages, losses, or expenses, arising from or related to work done by or services provided by individuals or entities that are not employed by or hired by Company. T?AN TECHNOLOGIES' Page 7 of 12 © 2024 Trane Technologies. All Rights Reserved. Confidential and Proprietary Information of �-age43 2 of 429 41M- TRANE 15. Asbestos and Hazardous Materials. Company's Work and other services in connection with this Agreement expressly excludes any identification, abatement, cleanup, control, disposal, removal or other work connected with asbestos, polychlorinated biphenyl ("PCB"), or other hazardous materials (hereinafter, collectively, "Hazardous Materials"). Customer warrants and represents that, except as set forth in a writing signed by Company, there are no Hazardous Materials on the Work site that will in any way affect Company's Work and Customer has disclosed to Company the existence and location of any Hazardous Materials in all areas within which Company will be performing the Work. Should Company become aware of or suspect the presence of Hazardous Materials, Company may immediately stop work in the affected area and shall notify Customer. Customer will be exclusively responsible for taking any and all action necessary to correct the condition in accordance with all applicable laws and regulations. Customer shall be exclusively responsible for and, to the fullest extent permitted by law, shall indemnify and hold harmless Company (including its employees, agents and subcontractors) from and against any loss, claim, liability, fees, penalties, injury (including death) or liability of any nature, and the payment thereof arising out of or relating to any Hazardous Materials on or about the Work site, not brought onto the Work site by Company. Company shall be required to resume performance of the Work in the affected area only in the absence of Hazardous Materials or when the affected area has been rendered harmless. In no event shall Company be obligated to transport or handle Hazardous Materials, provide any notices to any governmental agency, or examine the Work site for the presence of Hazardous Materials. 16. Force Majeure. Company's duty to perform under this Agreement is contingent upon the non-occurrence of an Event of Force Majeure. If Company shall be unable to carry out any material obligation under this Agreement due to an Event of Force Majeure, this Agreement shall at Company's election (i) remain in effect but Company's obligations shall be suspended until the uncontrollable event terminates or (ii) be terminated upon 10 days' notice to Customer, in which event Customer shall pay Company for all parts of the Work furnished to the date of termination. An "Event of Force Majeure" shall mean any cause or event beyond the control of Company. Without limiting the foregoing, "Event of Force Majeure" includes: acts of God; acts of terrorism, war or the public enemy; flood; earthquake; tornado; storm; fire; civil disobedience; pandemic insurrections; riots; labor/labour disputes; labor/labour or material shortages; sabotage; restraint by court order or public authority (whether valid or invalid), and action or non - action by or inability to obtain or keep in force the necessary governmental authorizations, permits, licenses, certificates or approvals if not caused by Company; and the requirements of any applicable government in any manner that diverts either the material or the finished product to the direct or indirect benefit of the government. 17. Customer's Breach. Each of the following events or conditions shall constitute a breach by Customer and shall give Company the right, without an election of remedies, to terminate this Agreement or suspend performance by delivery of written notice: (1) Any failure by Customer to pay amounts when due; or (2) any general assignment by Customer for the benefit of its creditors, or if Customer becomes bankrupt or insolvent or takes the benefit of any statute for bankrupt or insolvent debtors, or makes or proposes to make any proposal or arrangement with creditors, or if any steps are taken for the winding up or other termination of Customer or the liquidation of its assets, or if a trustee, receiver, or similar person is appointed over any of the assets or interests of Customer; (3) Any representation or warranty furnished by Customer in this Agreement is false or misleading in any material respect when made; or (4) Any failure by Customer to perform or comply with any material provision of this Agreement. Customer shall be liable to Company for all Work furnished to date and all damages sustained by Company (including lost profit and overhead) 18. Indemnity. To the fullest extent permitted by law, Company and Customer shall indemnify, defend and hold harmless each other from any and all claims, actions, costs, expenses, damages and liabilities, including reasonable attorneys' fees, resulting from death or bodily injury or damage to real or tangible personal property, to the extent caused by the negligence or misconduct of their respective employees or other authorized agents in connection with their activities within the scope of this Agreement. Neither party shall indemnify the other against claims, damages, expenses or liabilities to the extent attributable to the acts or omissions of the other party. If the parties are both at fault, the obligation to indemnify shall be proportional to their relative fault. The duty to indemnify will continue in full force and effect, notwithstanding the expiration or early termination hereof, with respect to any claims based on facts or conditions that occurred prior to expiration or termination. 19. Limitation of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY, IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT CONSEQUENTIAL, OR PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION BUSINESS INTERRUPTION, LOST DATA, LOST REVENUE, LOST PROFITS, LOST DOLLAR SAVINGS, OR LOST ENERGY USE SAVINGS, INCLUDING CONTAMINANTS LIABILITIES, EVEN IF A PARTY HAS BEEN ADVISED OF SUCH POSSIBLE DAMAGES OR IF SAME WERE REASONABLY FORESEEABLE AND REGARDLESS OF WHETHER THE CAUSE OF ACTION IS FRAMED IN CONTRACT, NEGLIGENCE, ANY OTHER TORT, WARRANTY, STRICT LIABILITY, OR PRODUCT LIABILITY). In no event will Company's liability in connection with the provision of products or services or otherwise under this Agreement exceed the entire amount paid to Company by Customer under this Agreement. 20. CONTAMINANTS LIABILITY The transmission of COVID-19 may occur in a variety of ways and circumstances, many of the aspects of which are currently not known. HVAC systems, products, services and other offerings have not been tested for their effectiveness in reducing the spread of COVID-19, including through the air in closed environments. IN NO EVENT WILL COMPANY BE LIABLE UNDER THIS AGREEMENT OR OTHERWISE FOR ANY INDEMNIFICATION, ACTION OR CLAIM, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR OTHERWISE, FOR ANY BODILY INJURY (INCLUDING DEATH), DAMAGE TO PROPERTY, OR ANY OTHER LIABILITIES, DAMAGES OR COSTS RELATED TO CONTAMINANTS (INCLUCING THE SPREAD, TRANSMISSION, MITIGATION, ELIMINATION, OR CONTAMINATION THEREOF) (COLLECTIVELY, "CONTAMINANT LIABILITIES") AND CUSTOMER HEREBY EXPRESSLY RELEASES COMPANY FROM ANY SUCH CONTAMINANTS LIABILITIES. 21. Patent Indemnity. Company shall protect and indemnify Customer from and against all claims, damages, judgments and loss arising from infringement or alleged infringement of any United States patent by any of the goods manufactured by Company and delivered hereunder, provided that in the event of suit or threat of suit for patent infringement, Company shall promptly be notified and given full opportunity to negotiate a settlement. Company does not warrant against infringement by reason of Customer's design of the articles or the use thereof in combination with other materials or in the operation of any process. In the event of litigation, Customer agrees to reasonably cooperate with Company. In connection with any proceeding under the provisions of this Section, all parties concerned shall be entitled to be represented by counsel at their own expense. 22. Limited Warranty. Company warrants for a period of 12 months from the date of substantial completion ("Warranty Period") commercial equipment manufactured and installed by Company against failure due to defects in material and manufacture and that the labor/labour furnished is warranted to have been properly performed (the "Limited Warranty"). Trane equipment sold on an uninstalled basis is warranted in accordance with Company's standard warranty for supplied equipment. Product manufactured by Company that includes required startup and is sold in North America will not be warranted by Company unless Company performs the product start-up. Substantial completion shall be the earlier of the date that the Work is sufficiently complete so that the Work can be utilized for its intended use or the date that Customer receives beneficial use of the Work. If such defect is discovered within the Warranty Period, Company will correct the defect or furnish replacement equipment (or, at its option, parts therefor) and, if said equipment was installed pursuant hereto, labor/labour associated with the replacement of parts or equipment not conforming to this Limited Warranty. Defects must be reported to Company within the Warranty Period. Exclusions from this Limited Warranty include damage or failure arising from: wear and tear; corrosion, erosion, deterioration; Customer's failure to follow the Company -provided maintenance plan; refrigerant not supplied by Company; and modifications made by others to Company's equipment. Company shall not be obligated to pay for the cost of lost refrigerant. Notwithstanding the foregoing, all warranties provided herein terminate upon termination or cancellation of this Agreement. No warranty liability whatsoever shall attach to Company until the Work has been paid for in full and then said liability shall be limited to the lesser of Company's cost to correct the defective Work and/or the purchase price of the equipment shown to be defective. Equipment, material and/or parts that are not manufactured by Company ("Third -Party Product(s)" are not warranted by Company and have such warranties as may be extended by the respective manufacturer. CUSTOMER UNDERSTANDS THAT COMPANY IS NOT THE MANUFACTURER OF ANY THIRD -PARTY PRODUCT(S) AND ANY WARRANTIES, CLAIMS, STATEMENTS, REPRESENTATIONS, OR SPECIFICATIONS ARE THOSE OF THE THIRD -PARTY MANUFACTURER, NOT COMPANY AND CUSTOMER IS NOT RELYING ON ANY WARRANTIES, CLAIMS, STATEMENTS, REPRESENTATIONS, OR SPECIFICATIONS REGARDING THE THIRD -PARTY PRODUCT THAT MAY BE PROVIDED BY COMPANY OR ITS AFFILIATES, WHETHER ORAL OR WRITTEN. THE WARRANTY AND LIABILITY SET FORTH IN THIS AGREEMENT ARE IN LIEU OF ALL OTHER WARRANTIES AND LIABILITIES, WHETHER IN CONTRACT OR IN NEGLIGENCE, EXPRESS OR IMPLIED, IN LAW OR IN FACT, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND/OR OTHERS ARISING FROM COURSE OF DEALING OR TRADE. COMPANY MAKES NO REPRESENTATION OR WARRANTY .OF ANY KIND, INCLUDING WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE. ADDITIONALLY, COMPANY MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND REGARDING PREVENTING, ELIMINATING, REDUCING OR INHIBITING ANY MOLD, FUNGUS, BACTERIA, VIRUS, MICROBIAL GROWTH, OR ANY OTHER CONTAMINANTS (INCLUDING COVID-19 OR ANY SIMILAR VIRUS) (COLLECTIVELY, "CONTAMINANTS"), WHETHER INVOLVING OR IN CONNECTION WITH EQUIPMENT, ANY COMPONENT THEREOF, SERVICES OR OTHERWISE. IN NO EVENT SHALL COMPANY HAVE ANY LIABILITY FOR THE PREVENTION, ELIMINATION, REDUCTION OR INHIBITION OF THE GROWTH OR SPREAD OF SUCH CONTAMINANTS INVOLVING OR IN CONNECTION WITH ANY EQUIPMENT, THIRD -PARTY PRODUCT, OR ANY COMPONENT THEREOF, SERVICES OR OTHERWISE AND CUSTOMER HEREBY SPECIFICALLY ACKNOWLDGES AND AGREES THERETO. 23. Insurance. Company agrees to maintain the following insurance while the Work is being performed with limits not less than shown below and will, upon request from Customer, provide a Certificate of evidencing the following coverage: Commercial General Liability $2,000,000 per occurrence Automobile Liability $2,000,000 CSL Workers Compensation Statutory Limits T?AN TECHNOLOGIES - Page 8 of 12 © 2024 Trane Technologies. All Rights Reserved. Confidential and Proprietary Information of �-an eLJ3 . of 429 TRANE If Customer has requested to be named as an additional insured under Company's insurance policy, Company will do so but only subject to Company's manuscript additional insured endorsement under its primary Commercial General Liability policies. In no event does Company waive its right of subrogation. 24. Commencement of Statutory Limitation Period. Except as to warranty claims, as may be applicable, any applicable statutes of limitation for acts or failures to act shall commence to run, and any alleged cause of action stemming therefrom shall be deemed to have accrued, in any and all events not later than the last date that Company or its subcontractors physically performed work on the project site. 25. General. Except as provided below, to the maximum extent provided by law, this Agreement is made and shall be interpreted and enforced in accordance with the laws of the state or province in which the Work is performed, without regard to choice of law principles which might otherwise call for the application of a different state's or province's law. Any dispute arising under or relating to this Agreement that is not disposed of by agreement shall be decided by litigation in a court of competent jurisdiction located in the state or province in which the Work is performed. Any action or suit arising out of or related to this Agreement must be commenced within one year after the cause of action has accrued. To the extent the Work site is owned and/or operated by any agency of the Federal Government, determination of any substantive issue of law shall be according to the Federal common law of Government contracts as enunciated and applied by Federal judicial bodies and boards of contract appeals of the Federal Government. This Agreement contains all of the agreements, representations and understandings of the parties and supersedes all previous understandings, commitments or agreements, oral or written, related to the subject matter hereof. This Agreement may not be amended, modified or terminated except by a writing signed by the parties hereto. No documents shall be incorporated herein by reference except to the extent Company is a signatory thereon. If any term or condition of this Agreement is invalid, illegal or incapable of being enforced by any rule of law, all other terms and conditions of this Agreement will nevertheless remain in full force and effect as long as the economic or legal substance of the transaction contemplated hereby is not affected in a manner adverse to any party hereto. Customer may not assign, transfer, or convey this Agreement, or any part hereof, or its right, title or interest herein, without the written consent of the Company. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of Customer's permitted successors and assigns. This Agreement may be executed in several counterparts, each of which when executed shall be deemed to be an original, but all together shall constitute but one and the same Agreement. A fully executed facsimile copy hereof or the several counterparts shall suffice as an original. 26. Equal Employment Opportunity/Affirmative Action Clause. Company is a federal contractor that complies fully with Executive Order 11246, as amended, and the applicable regulations contained in 41 C.F.R. Parts 60-1 through 60-60, 29 U.S.C. Section 793 and the applicable regulations contained in 41 C.F.R. Part 60-741; and 38 U.S.C. Section 4212 and the applicable regulations contained in 41 C.F.R. Part 60-250 Executive Order 13496 and Section 29 CFR 471, appendix A to subpart A, regarding the notice of employee rights in the United States and with Canadian Charter of Rights and Freedoms Schedule B to the Canada Act 1982 (U.K.) 1982, c. 11 and applicable Provincial Human Rights Codes and employment law in Canada. 27. U.S. Government Work. The following provision applies only to direct sales by Company to the US Government. The Parties acknowledge that all items or services ordered and delivered under this Agreement are Commercial Items as defined under Part 12 of the Federal Acquisition Regulation (FAR). In particular, Company agrees to be bound only by those Federal contracting clauses that apply to "commercial" suppliers and that are contained in FAR 52.212-5(e)(1). Company complies with 52.219-8 or 52.219-9 in its service and installation contracting business. The following provision applies only to indirect sales by Company to the US Government. As a Commercial Item Subcontractor, Company accepts only the following mandatory flow down provisions in effect as of the date of this subcontract: 52.203-19; 52.204-21; 52.204-23; 52.219-8; 52.222-21; 52.222-26; 52.222-35; 52.222-36; 52.222- 50; 52.225-26; 52.247-64. If the Work is in connection with a U.S. Government contract, Customer certifies that it has provided and will provide current, accurate, and complete information, representations and certifications to all government officials, including but not limited to the contracting officer and officials of the Small Business Administration, on all matters related to the prime contract, including but not limited to all aspects of its ownership, eligibility, and performance. Anything herein notwithstanding, Company will have no obligations to Customer unless and until Customer provides Company with a true, correct and complete executed copy of the prime contract. Upon request, Customer will provide copies to Company of all requested written communications with any government official related to the prime contract prior to or concurrent with the execution thereof, including but not limited to any communications related to Customer's ownership, eligibility or performance of the prime contract. Customer will obtain written authorization and approval from Company prior to providing any government official any information about Company's performance of the work that is the subject of the Proposal or this Agreement, other than the Proposal or this Agreement. 28. Limited Waiver of Sovereign Immunity. If Customer is an Indian tribe (in the U.S.) or a First Nation or Band Council (in Canada), Customer, whether acting in its capacity as a government, governmental entity, a duly organized corporate entity or otherwise, for itself and for its agents, successors, and assigns: (1) hereby provides this limited waiver of its sovereign immunity as to any damages, claims, lawsuit, or cause of action (herein "Action") brought against Customer by Company and arising or alleged to arise out of the furnishing by Company of any product or service under this Agreement, whether such Action is based in contract, tort, strict liability, civil liability or any other legal theory; (2) agrees that jurisdiction and venue for any such Action shall be proper and valid (a) if Customer is in the U.S., in any state or United States court located in the state in which Company is performing this Agreement or (b) if Customer is in Canada, in the superior court of the province or territory in which the work was performed; (3) expressly consents to such Action, and waives any objection to jurisdiction or venue; (4) waives any requirement of exhaustion of tribal court or administrative remedies for any Action arising out of or related to this Agreement; and (5) expressly acknowledges and agrees that Company is not subject to the jurisdiction of Customer's tribal court or any similar tribal forum, that Customer will not bring any action against Company in tribal court, and that Customer will not avail itself of any ruling or direction of the tribal court permitting or directing it to suspend its payment or other obligations under this Agreement. The individual signing on behalf of Customer warrants and represents that such individual is duly authorized to provide this waiver and enter into this Agreement and that this Agreement constitutes the valid and legally binding obligation of Customer, enforceable in accordance with its terms. 29. Building Automation Systems and Network Security. Customer and Trane acknowledge that Building Automation System (BAS) and connected networks security requires Customer and Trane to maintain certain cybersecurity obligations. Customer acknowledges that upon completion of installation and configuration of the BAS, the Customer maintains ownership of the BAS and the connected network equipment. Except for any applicable warranty obligations, Customer is solely responsible for the maintenance and security of the BAS and related networks and systems. In the event there is a service agreement between Trane and Customer, Trane will provide the services as set forth in the service agreement. In order to maintain a minimum level of security for the BAS, associated networks, network equipment and systems, Customer's cybersecurity responsibilities include without limitation: 1. Ensure that the BAS, networks, and network equipment are physically secure and not accessible to unauthorized personnel. 2. Ensure the BAS remains behind a secure firewall and properly segmented from all other customer networks and systems, especially those with sensitive information. 3. Keep all Inbound ports closed to any IP Addresses in the BAS. 4. Remove all forwarded inbound ports and IP Addresses to the BAS. 5. Maintain user login credentials and unique passwords, including the use of strong passwords and the removal of access for users who no longer require access. 6. Where remote access is desired, utilize a secure method such as Trane Connect Secure Remote Access or your own VPN. 7. For any Trane services requiring remote data transfer and/or remote user access, configure the BAS and related firewall(s) per instructions provided by Trane. This typically includes configuring Port 443 and associated firewall(s) for Outbound only. 8. Perform regular system maintenance to ensure that your BAS is properly secured, including regular software updates to your BAS and related network equipment (i.e., firewalls). Any and all claims, actions, losses, expenses, costs, damages, or liabilities of any nature due to Customer's failure to maintain BAS security responsibilities and/or industry standards for cybersecurity are the sole responsibility of the Customer. 1-26.251-10(0123) Supersedes 1-26.251-10(1221) T?AN TECHNOLOGIES' Page 9 of 12 © 2024 Trane Technologies. All Rights Reserved. Confidential and Proprietary Information of �-an e43S� of 429 TRINE SECURITY ADDENDUM This Addendum shall be applicable to the sale, installation and use of Trane equipment and the sale and provision of Trane services. "Trane" shall mean Trane U.S. Inc. for sales and services in the United States, or Trane Canada ULC for sales and services in Canada. 1. Definitions. All terms used in this Addendum shall have the meaning specified in the Agreement unless otherwise defined herein. For the purposes of this Addendum, the following terms are defined as follows: "Customer Data" means Customer account information as related to the Services only and does not include HVAC Machine Data or personal data. Trane does not require, nor shall Customer provide personal data to Trane under the Agreement. Such data is not required for Trane to provide its Equipment and/or Services to the Customer. "Equipment" shall have the meaning set forth in the Agreement. "HVAC Machine Data" means data generated and collected from the product or furnished service without manual entry. HVAC Machine Data is data relating to the physical measurements and operating conditions of a HVAC system, such as but not limited to, temperatures, humidity, pressure, HVAC equipment status. HVAC Machine Data does not include Personal Data and, for the purposes of this agreement, the names of users of Trane's controls products or hosted applications shall not be Personal Data, if any such user chooses to use his/her name(s) in the created accounts within the controls product (e.g., firstname.lastname@address.com). HVAC Machine Data may be used by Trane: (a) to provide better support services and/or products to users of its products and services; (b) to assess compliance with Trane terms and conditions; (c) for statistical or other analysis of the collective characteristics and behaviors of product and services users; (d) to backup user and other data or information and/or provide remote support and/or restoration; (e) to provide or undertake: engineering analysis; failure analysis; warranty analysis; energy analysis; predictive analysis; service analysis; product usage analysis; and/or other desirable analysis, including, but not limited to, histories or trends of any of the foregoing; and (f) to otherwise understand and respond to the needs of users of the product or furnished service. "Personal Data" means data and/or information that is owned or controlled by Customer, and that names or identifies, or is about a natural person, such as: (i) data that is explicitly defined as a regulated category of data under any data privacy laws applicable to Customer; (ii) non-public personal information ("NPI") or personal information ("PI"), such as national identification number, passport number, social security number, social insurance number, or driver's license number; (iii) health or medical information, such as insurance information, medical prognosis, diagnosis information, or genetic information; (iv) financial information, such as a policy number, credit card number, and/or bank account number; (v) personally identifying technical information (whether transmitted or stored in cookies, devices, or otherwise), such as IP address, MAC address, device identifier, International Mobile Equipment Identifier ("IMEI"), or advertising identifier; (vi) biometric information; and/or (vii) sensitive personal data, such as, race, religion, marital status, disability, gender, sexual orientation, geolocation, or mother's maiden name. "Security Incident" shall refer to (i) a compromise of any network, system, application or data in which Customer Data has been accessed or acquired by an unauthorized third party; (ii) any situation where Trane reasonably suspects that such compromise may have occurred; or (iii) any actual or reasonably suspected unauthorized or illegal Processing, loss, use, disclosure or acquisition of or access to any Customer Data. "Services" shall have the meaning set forth in the Agreement. 2. HVAC Machine Data; Access to Customer Extranet and Third Party Systems. If Customer grants Trane access to HVAC Machine Data via web portals or other non-public websites or extranet services on Customer's or a third party's website or system (each, an "Extranet"), Trane will comply with the following: a. Accounts. Trane will ensure that Trane's personnel use only the Extranet account(s) designated by Customer and will require Trane personnel to keep their access credentials confidential. b. Systems. Trane will access the Extranet only through computing or processing systems or applications running operating systems managed by Trane that include: (i) system network firewalls; (ii) centralized patch management; (iii) operating system appropriate anti-malware software; and (iv) for portable devices, full disk encryption. c. Restrictions. Unless otherwise approved by Customer in writing, Trane will not download, mirror or permanently store any HVAC Machine Data from any Extranet on any medium, including any machines, devices or servers. d. Account Termination. Trane will terminate the account of each of Trane's personnel in accordance with Trane's standard practices after any specific Trane personnel who has been authorized to access any Extranet (1) no longer needs access to HVAC Machine Data or (2) no longer qualifies as Trane personnel (e.g., the individual leaves Trane's employment). e. Third Party Systems. Trane will provide Customer prior notice before it uses any third party system that stores or may otherwise have access to HVAC Machine Data, unless (1) the data is encrypted and (2) the third party system will not have access to the decryption key or unencrypted "plain text" versions of the HVAC Machine Data. 3. Customer Data; Confidentiality. Trane shall keep confidential, and shall not access or use any Customer Data and information that is marked confidential or by its nature is considered confidential ("Customer Confidential Information") other than for the purpose of providing the Equipment and Services, and will disclose Customer Confidential Information only: (i) to Trane's employees and agents 1RANE TECH,i.LOGICS Page 10 of 12 © 2024 Trane Technologies. All Rights Reserved. Confidential and Proprietary Information of IagelJ . Of 429 TRINE who have a need to know to perform the Services, (ii) as expressly permitted or instructed by Customer, or (iii) to the minimum extent required to comply with applicable law, provided that Trane (1) provides Customer with prompt written notice prior to any such disclosure, and (2) reasonably cooperate with Customer to limit or prevent such disclosure. 4. Customer Data; Compliance with Laws. Trane agrees to comply with laws, regulations governmental requirements and industry standards and practices relating to Trane's processing of Customer Confidential Information (collectively, "Laws"). 5. Customer Data; Information Security Management. Trane agrees to establish and maintain an information security and privacy program, consistent with applicable HVAC equipment industry practices that complies with this Addendum and applicable Laws ("Information Security Program"). The Information Security Program shall include appropriate physical, technical and administrative safeguards, including any safeguards and controls agreed by the Parties in writing, sufficient to protect Customer systems, and Customer's Confidential Information from unauthorized access, destruction, use, modification or disclosure. The Information Security Program shall include appropriate, ongoing training and awareness programs designed to ensure that Trane's employees and agents, and others acting on Trane's, behalf are aware of and comply with the Information Security Program's policies, procedures, and protocols. 6. Monitoring. Trane shall monitor and, at regular intervals consistent with HVAC equipment industry practices, test and evaluate the effectiveness of its Information Security Program. Trane shall evaluate and promptly adjust its Information Security Program in light of the results of the testing and monitoring, any material changes to its operations or business arrangements, or any other facts or circumstances that Trane knows or reasonably should know may have a material impact on the security of Customer Confidential Information, Customer systems and Customer property. 7. Audits. Customer acknowledges and agrees that the Trane SOC2 audit report will be used to satisfy any and all audit/inspection requests/requirements by or on behalf of Customer. Trane will make its SOC2 audit report available to Customer upon request and with a signed nondisclosure agreement. 8. Information Security Contact. Trane's information security contact is Local Sales Office. 9. Security Incident Management. Trane shall notify Customer after the confirmation of a Security Incident that affects Customer Confidential Information, Customer systems and Customer property. The written notice shall summarize the nature and scope of the Security Incident and the corrective action already taken or planned. 10. Threat and Vulnerability Management. Trane regularly performs vulnerability scans and addresses detected vulnerabilities on a risk basis. Periodically, Trane engages third -parties to perform network vulnerability assessments and penetration testing. Vulnerabilities will be reported in accordance with Trane's cybersecurity vulnerability reported process. Trane periodically provides security updates and software upgrades. 11. Security Training and Awareness. New employees are required to complete security training as part of the new hire process and receive annual and targeted training (as needed and appropriate to their role) thereafter to help maintain compliance with Security Policies, as well as other corporate policies, such as the Trane Code of Conduct. This includes requiring Trane employees to annually re -acknowledge the Code of Conduct and other Trane policies as appropriate. Trane conducts periodic security awareness campaigns to educate personnel about their responsibilities and provide guidance to create and maintain a secure workplace. 12. Secure Disposal Policies. Policies, processes, and procedures regarding the disposal of tangible and intangible property containing Customer Confidential Information so that wherever possible, Customer Confidential Information cannot be practicably read or reconstructed. 13. Logical Access Controls. Trane employs internal monitoring and logging technology to help detect and prevent unauthorized access attempts to Trane's corporate networks and production systems. Trane's monitoring includes a review of changes affecting systems' handling authentication, authorization, and auditing, and privileged access to Trane production systems. Trane uses the principle of "least privilege" (meaning access denied unless specifically granted) for access to customer data. 14. Contingency Planning/Disaster Recovery. Trane will implement policies and procedures required to respond to an emergency or other occurrence (i.e. fire, vandalism, system failure, natural disaster) that could damage Customer Data or any system that contains Customer Data. Procedures include the following (i) data backups; and (ii) formal disaster recovery plan. Such disaster recovery plan is tested at least annually. 15. Return of Customer Data. If Trane is responsible for storing or receiving Customer Data, Trane shall, at Customer's sole discretion, deliver Customer Data to Customer in its preferred format within a commercially reasonable period of time following the expiration or earlier termination of the Agreement or, such earlier time as Customer requests, securely destroy or render unreadable or undecipherable each and every original and copy in every media of all Customer's Data in Trane's possession, custody or control no later than [90 days] after receipt of Customer's written instructions directing Trane to delete the Customer Data. 1RANE TEGH.OLOGICS Page 11 of 12 © 2024 Trane Technologies. All Rights Reserved. Confidential and Proprietary Information of Panel � Of 429 16. Background checks Trane shall take reasonable steps to ensure the reliability of its employees or other personnel having access to the Customer Data, including the conducting of appropriate background and/or verification checks in accordance with Trane policies. 17. DISCLAIMER OF WARRANTIES. EXCEPT FOR ANY APPLICABLE WARRANTIES IN THE AGREEMENT, THE SERVICES ARE PROVIDED "AS IS", WITH ALL FAULTS, AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT AS TO SUCH SERVICES SHALL BE WITH CUSTOMER. TRANE DISCLAIMS ANY AND ALL OTHER EXPRESS OR IMPLIED REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE SERVICES AND THE SERVICES PROVIDED HEREUNDER, INCLUDING ANY EXPRESS OR IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR THAT THE SERVICES WILL OPERATE ERROR -FREE OR UNINTERRUPTED OR RETURN/RESPONSE TO INQUIRIES WITHIN ANY SPECIFIC PERIOD OF TIME. November 2023 1RANE TEGH,OLOGICS Page 12 of 12 © 2024 Trane Technologies. All Rights Reserved. Confidential and Proprietary Information of fane�S / of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Jamie Knutson, City Engineer Engineering Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving a Federal -aid Agreement, Project No. HDP-8155(783)--71-07, with the Iowa Department of Transportation, in the amount of $2,711,900.00, in conjunction with the La Porte Road Improvements Project, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION PCC Pavement - Grade and Replace on La Porte Rd, from Bopp St N 0.5 miles to Plymouth Ave. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. HDP-8155(783)--71-07 2-24-STP-U-004 Page 368 of 429 Page 369 of 429 July 2022 IOWA DEPARTMENT OF TRANSPORTATION Federal -aid Agreement for a Surface Transportation Block Grant Program Project RECIPIENT: City of Waterloo Project No.: HDP-8155(783)--71-07 Iowa DOT Agreement No.: 2-24-STP-U-004 CFDA No. and Title: 20.205 Highway Planning and Construction This is an agreement between the City of Waterloo, Iowa (hereinafter referred to as the RECIPIENT) and the Iowa Department of Transportation (hereinafter referred to as the DEPARTMENT). Iowa Code Sections 306A.7 and 307.44 provide for the RECIPIENT and the DEPARTMENT to enter into agreements with each other for the purpose of financing transportation improvement projects on streets and highways in Iowa with Federal funds. Federal regulations require Federal funds to be administered by the DEPARTMENT. The RECIPIENT has received Federal funding through the Surface Transportation Block Grant (STBG) Program. STGB funds are available for construction, reconstruction, rehabilitation, resurfacing, restoration and operational or safety improvement projects on Federal -aid highways, bridges (as defined by the National Bridge Inspection Standards) on any public road, and several other types of projects, as specified in 23 U.S.C. 133(b). Federal -aid highways include all Federal Functional Classifications, except for rural minor collectors or local roads. Pursuant to the terms of this agreement, applicable statutes, and administrative rules, the DEPARTMENT agrees to provide STBG funding to the RECIPIENT for the authorized and approved costs for eligible items associated with the project. The RECIPIENT and the DEPARTMENT previously entered into the following agreement(s) for the following funding sources related to the above referenced project: Funding Source Agreement No. Project No. Full Execution Date RAISE 2-24-RAISE-001 N/A In Progress Under this agreement, the parties further agree as follows: 1. The RECIPIENT shall be the lead local governmental agency for carrying out the provisions of this agreement. 2. All notices required under this agreement shall be made in writing to the appropriate contact person. The DEPARTMENT's contact person will be the Local Systems Project Development Engineer, Jenifer Bates, and the Eastern Region Local Systems Field Engineer, Dillon Feldmann. The RECIPIENT's contact person shall be the City Engineer. 3. The RECIPIENT shall be responsible for the development and completion of the following described STBG project: PCC Pavement - Grade and Replace on La Porte Rd, from Bopp St N 0.5 miles to Plymouth Ave 4. Eligible project activities will be limited to actual construction costs. 5. Costs associated with work outside the eligible project construction limits, routine maintenance activities, operations, and monitoring expenses are not eligible. In addition, administrative costs, engineering, inspection, legal, right of way, utility relocations, activities necessary to comply with Federal and State environmental or permit requirements, and fees or interest associated with bonds or loans are not eligible. 6. The RECIPIENT shall receive reimbursement for costs of authorized and approved eligible project activities from STBG funds. The portion of the project costs reimbursed by STBG funds shall be limited to a maximum of either 80 percent of eligible costs or the amount of $2,711,900, as stipulated in the Page 370 of 429 Page 2 Iowa Northland Regional Council of Governments current Transportation Improvement Program (TIP) and approved in the current Statewide Transportation Improvement Program (STIP), whichever is less. 7. The RECIPIENT shall pay for all project costs not reimbursed with STBG funds. 8. If the project described in Section 3 drops out of the Iowa Northland Regional Council of Governments current TIP or the approved current STIP prior to obligation of Federal funds, and the RECIPIENT fails to reprogram the project in the appropriate TIP and STIP within 3 years, this agreement shall become null and void. 9. The RECIPIENT shall let the project for bids through the DEPARTMENT. 10. If any part of this agreement is found to be void and unenforceable, the remaining provisions of this agreement shall remain in effect. 11. It is the intent of both parties that no third -party beneficiaries be created by this agreement. 12. This agreement and the attached Exhibit 1 constitute the entire agreement between the DEPARTMENT and the RECIPIENT concerning this project. Representations made before the signing of this agreement are not binding, and neither party has relied upon conflicting representations in entering into this agreement. Any change or alteration to the terms of this agreement shall be made in the form of an addendum to this agreement. The addendum shall become effective only upon written approval of the DEPARTMENT and the RECIPIENT. IN WITNESS WHEREOF, each of the parties hereto has executed this agreement as of the date shown opposite its signature below. City Signature Block By Date , 20 Title of city official , certify that I am the City Clerk of Waterloo, and that , who signed said Agreement for and on behalf of the city was duly authorized to execute the same by virtue of a formal resolution duly passed and adopted by the city on the day of , 20 Signed Date , 20 City Clerk of Waterloo, Iowa IOWA DEPARTMENT OF TRANSPORTATION Highway Administration By Date , 20 Dillon Feldmann, P.E. Local Systems Field Engineer Eastern Region Page 371 of 429 Page 3 EXHIBIT 1 General Agreement Provisions for use of Federal Highway Funds on Non -primary Projects Unless otherwise specified in this agreement, the RECIPIENT shall be responsible for the following: 1. General Requirements. a. The RECIPIENT shall take the necessary actions to comply with applicable State and Federal laws and regulations. To assist the RECIPIENT, the DEPARTMENT has provided guidance in the Federal -aid Project Development Guide (Guide) and the Instructional Memorandums to Local Public Agencies (I.M.$) that are referenced by the Guide. Both are available on-line at: https://www.iowadot.gov/local systems/ publications/im/Ipa ims.htm. The RECIPIENT shall follow the applicable procedures and guidelines contained in the Guide and I.M.s in effect at the time project activities are conducted. b. In accordance with Title VI of the Civil Rights Act of 1964 and associated subsequent nondiscrimination laws, regulations, and executive orders, the RECIPIENT shall not discriminate against any person on the basis of race, color, national origin, sex, age, or disability. In accordance with Iowa Code Chapter 216, the RECIPIENT shall not discriminate against any person on the basis of race, color, creed, age, sex, sexual orientation, gender identity, national origin, religion, pregnancy, or disability. The RECIPIENT agrees to comply with the requirements outlined in I.M. 1.070, Title VI and Nondiscrimination Requirements, which includes the requirement to provide a copy of the Subrecipient's Title VI Plan or Agreement and Standard DOT Title VI Assurances to the Department. c. The RECIPIENT shall comply with the requirements of Title II of the Americans with Disabilities Act of 1990 (ADA), Section 504 of the Rehabilitation Act of 1973 (Section 504), the associated Code of Federal Regulations (CFR) that implement these laws, and the guidance provided in I.M. 1.080, ADA Requirements. When bicycle and/or pedestrian facilities are constructed, reconstructed, or altered, the RECIPIENT shall make such facilities compliant with the ADA and Section 504, which includes following the requirements set forth in Chapter 12A for sidewalks and Chapter 12B for Bicycle Facilities of the Iowa DOT Design Manual. d. To the extent allowable by law, the RECIPIENT agrees to indemnify, defend, and hold the DEPARTMENT harmless from any claim, action or liability arising out of the design, construction, maintenance, placement of traffic control devices, inspection, or use of this project. This agreement to indemnify, defend, and hold harmless applies to all aspects of the DEPARTMENT's application review and approval process, plan and construction reviews, and funding participation. e. As required by the 2 CFR 200.501 "Audit Requirements," a non -Federal entity expending $750,000 or more in Federal awards in a year shall have a single or program -specific audit conducted for that year in accordance with the provision of that part. Auditee responsibilities are addressed in Subpart F of 2 CFR 200. The Federal funds provided by this agreement shall be reported on the appropriate Schedule of Expenditures of Federal Awards (SEFA) using the Catalog of Federal Domestic Assistance (CFDA) number and title as shown on the first page of this agreement. If the RECIPIENT will pay initial project costs and request reimbursement from the DEPARTMENT, the RECIPIENT shall report this project on its SEFA. If the DEPARTMENT will pay initial project costs and then credit those accounts from which initial costs were paid, the DEPARTMENT will report this project on its SEFA. In this case, the RECIPIENT shall not report this project on its SEFA. f. The RECIPIENT shall supply the DEPARTMENT with all information required by the Federal Funding Accountability and Transparency Act of 2006 and 2 CFR Part 170. g. The RECIPIENT shall comply with the following Disadvantaged Business Enterprise (DBE) requirements: i. The RECIPIENT shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of any DOT -assisted contract or in the administration of its DBE program or the requirements of 49 CFR Part 26. The RECIPIENT shall take all necessary and reasonable steps under 49 CFR Part 26 to ensure nondiscrimination in the award and administration of DOT -assisted contracts. ii. The RECIPIENT shall comply with the requirements of I.M. 5.010, DBE Guidelines. Page 372 of 429 Page 4 iii. The DEPARTMENT's DBE program, as required by 49 CFR Part 26 and as approved by the Federal Highway Administration (FHWA), is incorporated by reference in this agreement. Implementation of this program is a legal obligation and failure to carry out its terms shall be treated as a violation of this agreement. Upon notification to the RECIPIENT of its failure to carry out its approved program, the DEPARTMENT may impose sanctions as provided for under Part 26 and may, in appropriate cases, refer the matter for enforcement under 18 U.S.C. 1001 and the Program Fraud Civil Remedies Act of 1986 (31 U.S.C. 3801 et seq.). h. Termination of funds. Notwithstanding anything in this agreement to the contrary, and subject to the limitations set forth below, the DEPARTMENT shall have the right to terminate this agreement without penalty and without any advance notice as a result of any of the following: 1) The Federal government, legislature or governor fail in the sole opinion of the DEPARTMENT to appropriate funds sufficient to allow the DEPARTMENT to either meet its obligations under this agreement or to operate as required and to fulfill its obligations under this agreement; or 2) If funds are de -appropriated, reduced, not allocated, or receipt of funds is delayed, or if any funds or revenues needed by the DEPARTMENT to make any payment hereunder are insufficient or unavailable for any other reason as determined by the DEPARTMENT in its sole discretion; or 3) If the DEPARTMENT's authorization to conduct its business or engage in activities or operations related to the subject matter of this agreement is withdrawn or materially altered or modified. The DEPARTMENT shall provide the RECIPIENT with written notice of termination pursuant to this section. 2. Programming. a. The RECIPIENT shall be responsible for including the project in the appropriate Regional Planning Affiliation (RPA) or Metropolitan Planning Organization (MPO) Transportation Improvement Program (TIP). The RECIPIENT shall also ensure that the appropriate RPA or MPO, through their TIP submittal to the DEPARTMENT, includes the project in the Statewide Transportation Improvement Program (STIP). If the project is not included in the appropriate fiscal year of the STIP, Federal funds cannot be authorized. b. Upon receipt of Federal Highway Administration (FHWA) authorization a Federal Award Identification Number (FAIN) will be assigned to this project by the FHWA based on a methodology that incorporates identifying information about the federal award such as the federal funding program code and the federal project number. This FAIN will be used to identify this project and award on the federal government's listing of financial assistance awards consistent with the Federal Funding Accountability and Transparency Act of 2006 (FFATA) at usaspending.gov. c. A period of performance for this federal funding award will be established at the time of FHWA authorization. The start date of the period of performance will be the FHWA authorization date. The project end date (PED) will be determined according to the methodology in I.M. 1.200, Federal Funds Management. Costs incurred before the start date or after the PED of the period of performance will not be eligible for reimbursement. 3. Design and Consultant Services a. The RECIPIENT shall be responsible for the design of the project, including all necessary plans, specifications, and estimates (PS&E). The project shall be designed in accordance with the design guidelines provided or referenced by the DEPARTMENT in the Guide and applicable I.M.s. 4. Environmental Requirements and other Agreements or Permits. a. The RECIPIENT shall take the appropriate actions and prepare the necessary documents to fulfill the FHWA requirements for project environmental studies including historical/cultural reviews and location approval. The RECIPIENT shall complete any mitigation agreed upon in the FHWA approval document. These procedures are set forth in I.M. 3.020, Concept Statement Instructions; 4.020, NEPA Process; 4.110 Threatened and Endangered Species; and 4.120, Cultural Resource Regulations. b. If farmland is to be acquired, whether for use as project right-of-way or permanent easement, the RECIPIENT shall follow the procedures in I.M. 4.170, Farmland Protection Policy Act. Page 373 of 429 Page 5 c. The RECIPIENT shall obtain project permits and approvals, when necessary, from the Iowa DEPARTMENT of Cultural Affairs (State Historical Society of Iowa; State Historic Preservation Officer), Iowa Department of Natural Resources, U.S. Coast Guard, U.S. Army Corps of Engineers, the DEPARTMENT, or other agencies as required. The RECIPIENT shall follow the procedures in I.M. 4.130, 404 Permit Process; 4.140, Storm Water Permits; 4.150 Iowa DNR Floodplain Permits and Regulations; 4.190, Highway Improvements in the Vicinity of Airports or Heliports; and 4.160, Asbestos Inspection, Removal, and Notification Requirements. d. In all contracts entered into by the RECIPIENT, and all subcontracts, in connection with this project that exceed $100,000, the RECIPIENT shall comply with the requirements of Section 114 of the Clean Air Act and Section 308 of the Federal Water Pollution Control Act, and all their regulations and guidelines. In such contracts, the RECIPIENT shall stipulate that any facility to be utilized in performance of or to benefit from this agreement is not listed on the Environmental Protection Agency (EPA) List of Violating Facilities or is under consideration to be listed. 5. Right -of -Way, Railroads and Utilities. a. The RECIPIENT shall acquire the project right-of-way, whether by lease, easement, or fee title, and shall provide relocation assistance benefits and payments in accordance with the procedures set forth in I.M. 3.600, Right -of -Way Acquisition, and the DEPARTMENT's Right of Way Bureau Local Public Agency Manual. The RECIPIENT shall contact the DEPARTMENT for assistance, as necessary, to ensure compliance with the required procedures, even though no Federal funds are used for right-of-way activities. If Federal -aid will not be used in the cost of acquiring right-of-way, acquisition activities may begin prior to FHWA Environmental Concurrence. However, such acquisitions cannot affect the National Environmental Policy Act (NEPA) decision making process. b. If a railroad crossing or railroad tracks are within or adjacent to the project limits, the RECIPIENT shall obtain agreements, easements, or permits as needed from the railroad. The RECIPIENT shall follow the procedures in I.M. 3.670, Work on Railroad Right -of -Way and I.M. 3.680, Federal -aid Projects Involving Railroads. c. The RECIPIENT shall comply with the Policy for Accommodating Utilities on City and County Federal -aid Highway Right of Way for projects on non -primary Federal -aid highways. For projects connecting to or involving some work inside the right-of-way for a primary highway, the RECIPIENT shall follow the DEPARTMENT's Policy for Accommodating Utilities on Primary Road System. The RECIPIENT should also use the procedures outlined in I.M. 3.640, Utility Accommodation and Coordination, as a guide to coordinating with utilities. 6. Contract Procurement. The following provisions apply only to projects involving physical construction or improvements to transportation facilities: a. The project plans, specifications, and cost estimate (PS&E) shall be prepared and certified by a professional engineer, architect, or landscape architect, as applicable, licensed in the State of Iowa. b. For projects let through the DEPARTMENT, the RECIPIENT shall be responsible for the following: i. Prepare and submit the PS&E and other contract documents to the DEPARTMENT for review and approval in accordance with I.M. 3.700, Check and Final Plans and I.M. 3.500, Bridge or Culvert Plans, as applicable. ii. The contract documents shall use the DEPARTMENT's Standard Specifications for Highway and Bridge Construction. Prior to their use in the PS&E, specifications developed by the RECIPIENT for individual construction items shall be approved by the DEPARTMENT. iii. Follow the procedures in I.M. 5.030, Iowa DOT Letting Process, to analyze the bids received, make a decision to either award a contract to the lowest responsive bidder or reject all bids, and if a contract is awarded, and execute the contract documents in Doc Express. Page 374 of 429 Page 6 c. For projects that are let locally by the RECIPIENT, the RECIPIENT shall follow the procedures in I.M. 5.120, Local Letting Process - Federal -aid. d. The RECIPIENT shall forward a completed Project Development Certification (Form 730002) to the DEPARTMENT in accordance with I.M. 3.710, Project Development Certification Instructions. The project shall not receive FHWA Authorization for construction or be advertised for bids until after the DEPARTMENT has reviewed and approved the Project Development Certification. e. If the RECIPIENT is a city, the RECIPIENT shall comply with the public hearing requirements of the Iowa Code section 26.12. f. The RECIPIENT shall not provide the contractor with notice to proceed until after receiving notice in Doc Express that the Iowa DOT has concurred in the contract award. 7. Construction. a. A full-time employee of the RECIPIENT shall serve as the person in responsible charge of the construction project. For cities that do not have any full-time employees, the mayor or city clerk will serve as the person in responsible charge, with assistance from the DEPARTMENT. b. Traffic control devices, signing, or pavement markings installed within the limits of this project shall conform to the "Manual on Uniform Traffic Control Devices for Streets and Highways" per 761 IAC Chapter 130. The safety of the general public shall be assured through the use of proper protective measures and devices such as fences, barricades, signs, flood lighting, and warning lights as necessary. c. For projects let through the DEPARTMENT, the project shall be constructed under the DEPARTMENT's Standard Specifications for Highway and Bridge Construction and the RECIPIENT shall comply with the procedures and responsibilities for materials testing according to the DEPARTMENT's Materials I.M.s. Available on-line at: http://www.iowadot.gov/erl/current/IM/navigation/nay.htm. d. For projects let locally, the RECIPIENT shall provide materials testing and certifications as required by the approved specifications. e. If the DEPARTMENT provides any materials testing services to the RECIPIENT, the DEPARTMENT will bill the RECIPIENT for such testing services according to its normal policy as per Materials I.M. 103, Inspection Services Provided to Counties, Cities, and Other State Agencies. f. The RECIPIENT shall follow the procedures in I.M. 6.000, Construction Inspection, and the DEPARTMENT's Construction Manual, as applicable, for conducting construction inspection activities. 8. Reimbursements. a. After costs have been incurred, the RECIPIENT shall submit to the DEPARTMENT periodic itemized claims for reimbursement for eligible project costs. Requests for reimbursement shall be made at least once every six months, but not more than bi-weekly. b. To ensure proper accounting of costs, reimbursement requests for costs incurred prior to June 30 shall be submitted to the DEPARTMENT by August 1. c. Reimbursement claims shall include a certification that all eligible project costs, for which reimbursement is requested, have been reviewed by an official or governing board of the RECIPIENT, are reasonable and proper, have been paid in full, and were completed in substantial compliance with the terms of this agreement. d. Reimbursement claims shall be submitted on forms identified by the Department along with all required supporting documentation. The DEPARTMENT will reimburse the RECIPIENT for properly documented and certified claims for eligible project costs. The DEPARTMENT may withhold up to 5% of the Federal share of construction costs or 5% of the total Federal funds available for the project, whichever is less. Reimbursement will be made either by State warrant or by crediting other accounts from which payment was initially made. If, upon final audit or review, the DEPARTMENT determines the RECIPIENT has been overpaid, the RECIPIENT shall reimburse the overpaid amount to the DEPARTMENT. After the final audit Page 375 of 429 Page 7 or review is complete and after the RECIPIENT has provided all required paperwork, the DEPARTMENT will release the Federal funds withheld. e. The total funds collected by the RECIPIENT for this project shall not exceed the total project costs. The total funds collected shall include any Federal or State funds received, any special assessments made by the RECIPIENT (exclusive of any associated interest or penalties) pursuant to Iowa Code Chapter 384 (cities) or Chapter 311 (counties), proceeds from the sale of excess right-of-way, and any other revenues generated by the project. The total project costs shall include all costs that can be directly attributed to the project. In the event that the total funds collected by the RECIPIENT do exceed the total project costs, the RECIPIENT shall either: i. In the case of special assessments, refund to the assessed property owners the excess special assessments collected (including interest and penalties associated with the amount of the excess), or ii. Refund to the DEPARTMENT all funds collected in excess of the total project costs (including interest and penalties associated with the amount of the excess) within 60 days of the receipt of any excess funds. In return, the DEPARTMENT will either credit reimbursement billings to the FHWA or credit the appropriate State fund account in the amount of refunds received from the RECIPIENT. 9. Project Close-out. a. Within 30 days of completion of construction or other activities authorized by this agreement, the RECIPIENT shall provide written notification to the DEPARTMENT. The RECIPIENT shall follow and request a final audit, in accordance with the procedures in I.M. 6.110, Final Review, Audit, and Close-out Procedures for Federal -aid, Federal -aid Swap, and Farm -to -Market Projects. Failure to comply with the procedures will result in loss of federal funds remaining to be reimbursed and the repayment of funds already reimbursed. The RECIPIENT may be suspended from receiving federal funds on future projects. b. For construction projects, the RECIPIENT shall provide a certification by a professional engineer, architect, or landscape architect as applicable, licensed in the State of Iowa, indicating the construction was completed in substantial compliance with the project plans and specifications. c. Final reimbursement of Federal funds shall be made only after the DEPARTMENT accepts the project as complete. d. The RECIPIENT shall maintain all books, documents, papers, accounting records, reports, and other evidence pertaining to costs incurred for the project. The RECIPIENT shall also make these materials available at all reasonable times for inspection by the DEPARTMENT, FHWA, or any authorized representatives of the Federal Government. Copies of these materials shall be furnished by the RECIPIENT if requested. Such documents shall be retained for at least 3 years from the date of FHWA approval of the final closure document. Upon receipt of FHWA approval of the final closure document, the DEPARTMENT will notify the RECIPIENT of the record retention date. e. The RECIPIENT shall maintain, or cause to be maintained, the completed improvement in a manner acceptable to the DEPARTMENT and the FHWA. Page 376 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Jamie Knutson, City Engineer Engineering Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving a Federal -aid Agreement, Project No. HDP-8155-(786)--71-07, with the Iowa Department of Transportation, in the amount of $2,830,500.00, in conjunction with the La Porte Road Improvements Project, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION PCC Pavement - Grade and Replace on La Porte Rd, from Plymouth Ave N 0.7 miles to US 218 Slip Ramp NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS Page 377 of 429 1. HDP-8155(786)--71-07 2-24-STP-U-003 Page 378 of 429 July 2022 IOWA DEPARTMENT OF TRANSPORTATION Federal -aid Agreement for a Surface Transportation Block Grant Program Project RECIPIENT: City of Waterloo Project No.: HDP-8155(786)--71-07 Iowa DOT Agreement No.: 2-24-STP-U-003 CFDA No. and Title: 20.205 Highway Planning and Construction This is an agreement between the City of Waterloo, Iowa (hereinafter referred to as the RECIPIENT) and the Iowa Department of Transportation (hereinafter referred to as the DEPARTMENT). Iowa Code Sections 306A.7 and 307.44 provide for the RECIPIENT and the DEPARTMENT to enter into agreements with each other for the purpose of financing transportation improvement projects on streets and highways in Iowa with Federal funds. Federal regulations require Federal funds to be administered by the DEPARTMENT. The RECIPIENT has received Federal funding through the Surface Transportation Block Grant (STBG) Program. STGB funds are available for construction, reconstruction, rehabilitation, resurfacing, restoration and operational or safety improvement projects on Federal -aid highways, bridges (as defined by the National Bridge Inspection Standards) on any public road, and several other types of projects, as specified in 23 U.S.C. 133(b). Federal -aid highways include all Federal Functional Classifications, except for rural minor collectors or local roads. Pursuant to the terms of this agreement, applicable statutes, and administrative rules, the DEPARTMENT agrees to provide STBG funding to the RECIPIENT for the authorized and approved costs for eligible items associated with the project. The RECIPIENT and the DEPARTMENT previously entered into the following agreement(s) for the following funding sources related to the above referenced project: Funding Source Agreement No. Project No. Full Execution Date RAISE 2-24-RAISE-001 N/A In Progress Under this agreement, the parties further agree as follows: 1. The RECIPIENT shall be the lead local governmental agency for carrying out the provisions of this agreement. 2. All notices required under this agreement shall be made in writing to the appropriate contact person. The DEPARTMENT's contact person will be the Local Systems Project Development Engineer, Jenifer Bates, and the Eastern Region Local Systems Field Engineer, Dillon Feldmann. The RECIPIENT's contact person shall be the City Engineer. 3. The RECIPIENT shall be responsible for the development and completion of the following described STBG project: PCC Pavement - Grade and Replace on La Porte Rd, from Plymouth Ave N 0.7 miles to US 218 Slip Ramp 4. Eligible project activities will be limited to actual construction costs. 5. Costs associated with work outside the eligible project construction limits, routine maintenance activities, operations, and monitoring expenses are not eligible. In addition, administrative costs, engineering, inspection, legal, right of way, utility relocations, activities necessary to comply with Federal and State environmental or permit requirements, and fees or interest associated with bonds or loans are not eligible. 6. The RECIPIENT shall receive reimbursement for costs of authorized and approved eligible project activities from STBG funds. The portion of the project costs reimbursed by STBG funds shall be limited to a maximum of either 80 percent of eligible costs or the amount of $2,830,500, as stipulated in the Page 379 of 429 Page 2 Iowa Northland Regional Council of Governments current Transportation Improvement Program (TIP) and approved in the current Statewide Transportation Improvement Program (STIP), whichever is less. 7. The RECIPIENT shall pay for all project costs not reimbursed with STBG funds. 8. If the project described in Section 3 drops out of the Iowa Northland Regional Council of Governments current TIP or the approved current STIP prior to obligation of Federal funds, and the RECIPIENT fails to reprogram the project in the appropriate TIP and STIP within 3 years, this agreement shall become null and void. 9. The RECIPIENT shall let the project for bids through the DEPARTMENT. 10. If any part of this agreement is found to be void and unenforceable, the remaining provisions of this agreement shall remain in effect. 11. It is the intent of both parties that no third -party beneficiaries be created by this agreement. 12. This agreement and the attached Exhibit 1 constitute the entire agreement between the DEPARTMENT and the RECIPIENT concerning this project. Representations made before the signing of this agreement are not binding, and neither party has relied upon conflicting representations in entering into this agreement. Any change or alteration to the terms of this agreement shall be made in the form of an addendum to this agreement. The addendum shall become effective only upon written approval of the DEPARTMENT and the RECIPIENT. IN WITNESS WHEREOF, each of the parties hereto has executed this agreement as of the date shown opposite its signature below. City Signature Block By Date , 20 Title of city official , certify that I am the City Clerk of Waterloo, and that , who signed said Agreement for and on behalf of the city was duly authorized to execute the same by virtue of a formal resolution duly passed and adopted by the city on the day of , 20 Signed Date , 20 City Clerk of Waterloo, Iowa IOWA DEPARTMENT OF TRANSPORTATION Highway Administration By Date , 20 Dillon Feldmann, P.E. Local Systems Field Engineer Eastern Region Page 380 of 429 Page 3 EXHIBIT 1 General Agreement Provisions for use of Federal Highway Funds on Non -primary Projects Unless otherwise specified in this agreement, the RECIPIENT shall be responsible for the following: 1. General Requirements. a. The RECIPIENT shall take the necessary actions to comply with applicable State and Federal laws and regulations. To assist the RECIPIENT, the DEPARTMENT has provided guidance in the Federal -aid Project Development Guide (Guide) and the Instructional Memorandums to Local Public Agencies (I.M.$) that are referenced by the Guide. Both are available on-line at: https://www.iowadot.gov/local systems/ publications/im/Ipa ims.htm. The RECIPIENT shall follow the applicable procedures and guidelines contained in the Guide and I.M.s in effect at the time project activities are conducted. b. In accordance with Title VI of the Civil Rights Act of 1964 and associated subsequent nondiscrimination laws, regulations, and executive orders, the RECIPIENT shall not discriminate against any person on the basis of race, color, national origin, sex, age, or disability. In accordance with Iowa Code Chapter 216, the RECIPIENT shall not discriminate against any person on the basis of race, color, creed, age, sex, sexual orientation, gender identity, national origin, religion, pregnancy, or disability. The RECIPIENT agrees to comply with the requirements outlined in I.M. 1.070, Title VI and Nondiscrimination Requirements, which includes the requirement to provide a copy of the Subrecipient's Title VI Plan or Agreement and Standard DOT Title VI Assurances to the Department. c. The RECIPIENT shall comply with the requirements of Title II of the Americans with Disabilities Act of 1990 (ADA), Section 504 of the Rehabilitation Act of 1973 (Section 504), the associated Code of Federal Regulations (CFR) that implement these laws, and the guidance provided in I.M. 1.080, ADA Requirements. When bicycle and/or pedestrian facilities are constructed, reconstructed, or altered, the RECIPIENT shall make such facilities compliant with the ADA and Section 504, which includes following the requirements set forth in Chapter 12A for sidewalks and Chapter 12B for Bicycle Facilities of the Iowa DOT Design Manual. d. To the extent allowable by law, the RECIPIENT agrees to indemnify, defend, and hold the DEPARTMENT harmless from any claim, action or liability arising out of the design, construction, maintenance, placement of traffic control devices, inspection, or use of this project. This agreement to indemnify, defend, and hold harmless applies to all aspects of the DEPARTMENT's application review and approval process, plan and construction reviews, and funding participation. e. As required by the 2 CFR 200.501 "Audit Requirements," a non -Federal entity expending $750,000 or more in Federal awards in a year shall have a single or program -specific audit conducted for that year in accordance with the provision of that part. Auditee responsibilities are addressed in Subpart F of 2 CFR 200. The Federal funds provided by this agreement shall be reported on the appropriate Schedule of Expenditures of Federal Awards (SEFA) using the Catalog of Federal Domestic Assistance (CFDA) number and title as shown on the first page of this agreement. If the RECIPIENT will pay initial project costs and request reimbursement from the DEPARTMENT, the RECIPIENT shall report this project on its SEFA. If the DEPARTMENT will pay initial project costs and then credit those accounts from which initial costs were paid, the DEPARTMENT will report this project on its SEFA. In this case, the RECIPIENT shall not report this project on its SEFA. f. The RECIPIENT shall supply the DEPARTMENT with all information required by the Federal Funding Accountability and Transparency Act of 2006 and 2 CFR Part 170. g. The RECIPIENT shall comply with the following Disadvantaged Business Enterprise (DBE) requirements: i. The RECIPIENT shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of any DOT -assisted contract or in the administration of its DBE program or the requirements of 49 CFR Part 26. The RECIPIENT shall take all necessary and reasonable steps under 49 CFR Part 26 to ensure nondiscrimination in the award and administration of DOT -assisted contracts. ii. The RECIPIENT shall comply with the requirements of I.M. 5.010, DBE Guidelines. Page 381 of 429 Page 4 iii. The DEPARTMENT's DBE program, as required by 49 CFR Part 26 and as approved by the Federal Highway Administration (FHWA), is incorporated by reference in this agreement. Implementation of this program is a legal obligation and failure to carry out its terms shall be treated as a violation of this agreement. Upon notification to the RECIPIENT of its failure to carry out its approved program, the DEPARTMENT may impose sanctions as provided for under Part 26 and may, in appropriate cases, refer the matter for enforcement under 18 U.S.C. 1001 and the Program Fraud Civil Remedies Act of 1986 (31 U.S.C. 3801 et seq.). h. Termination of funds. Notwithstanding anything in this agreement to the contrary, and subject to the limitations set forth below, the DEPARTMENT shall have the right to terminate this agreement without penalty and without any advance notice as a result of any of the following: 1) The Federal government, legislature or governor fail in the sole opinion of the DEPARTMENT to appropriate funds sufficient to allow the DEPARTMENT to either meet its obligations under this agreement or to operate as required and to fulfill its obligations under this agreement; or 2) If funds are de -appropriated, reduced, not allocated, or receipt of funds is delayed, or if any funds or revenues needed by the DEPARTMENT to make any payment hereunder are insufficient or unavailable for any other reason as determined by the DEPARTMENT in its sole discretion; or 3) If the DEPARTMENT's authorization to conduct its business or engage in activities or operations related to the subject matter of this agreement is withdrawn or materially altered or modified. The DEPARTMENT shall provide the RECIPIENT with written notice of termination pursuant to this section. 2. Programming. a. The RECIPIENT shall be responsible for including the project in the appropriate Regional Planning Affiliation (RPA) or Metropolitan Planning Organization (MPO) Transportation Improvement Program (TIP). The RECIPIENT shall also ensure that the appropriate RPA or MPO, through their TIP submittal to the DEPARTMENT, includes the project in the Statewide Transportation Improvement Program (STIP). If the project is not included in the appropriate fiscal year of the STIP, Federal funds cannot be authorized. b. Upon receipt of Federal Highway Administration (FHWA) authorization a Federal Award Identification Number (FAIN) will be assigned to this project by the FHWA based on a methodology that incorporates identifying information about the federal award such as the federal funding program code and the federal project number. This FAIN will be used to identify this project and award on the federal government's listing of financial assistance awards consistent with the Federal Funding Accountability and Transparency Act of 2006 (FFATA) at usaspending.gov. c. A period of performance for this federal funding award will be established at the time of FHWA authorization. The start date of the period of performance will be the FHWA authorization date. The project end date (PED) will be determined according to the methodology in I.M. 1.200, Federal Funds Management. Costs incurred before the start date or after the PED of the period of performance will not be eligible for reimbursement. 3. Design and Consultant Services a. The RECIPIENT shall be responsible for the design of the project, including all necessary plans, specifications, and estimates (PS&E). The project shall be designed in accordance with the design guidelines provided or referenced by the DEPARTMENT in the Guide and applicable I.M.s. 4. Environmental Requirements and other Agreements or Permits. a. The RECIPIENT shall take the appropriate actions and prepare the necessary documents to fulfill the FHWA requirements for project environmental studies including historical/cultural reviews and location approval. The RECIPIENT shall complete any mitigation agreed upon in the FHWA approval document. These procedures are set forth in I.M. 3.020, Concept Statement Instructions; 4.020, NEPA Process; 4.110 Threatened and Endangered Species; and 4.120, Cultural Resource Regulations. b. If farmland is to be acquired, whether for use as project right-of-way or permanent easement, the RECIPIENT shall follow the procedures in I.M. 4.170, Farmland Protection Policy Act. Page 382 of 429 Page 5 c. The RECIPIENT shall obtain project permits and approvals, when necessary, from the Iowa DEPARTMENT of Cultural Affairs (State Historical Society of Iowa; State Historic Preservation Officer), Iowa Department of Natural Resources, U.S. Coast Guard, U.S. Army Corps of Engineers, the DEPARTMENT, or other agencies as required. The RECIPIENT shall follow the procedures in I.M. 4.130, 404 Permit Process; 4.140, Storm Water Permits; 4.150 Iowa DNR Floodplain Permits and Regulations; 4.190, Highway Improvements in the Vicinity of Airports or Heliports; and 4.160, Asbestos Inspection, Removal, and Notification Requirements. d. In all contracts entered into by the RECIPIENT, and all subcontracts, in connection with this project that exceed $100,000, the RECIPIENT shall comply with the requirements of Section 114 of the Clean Air Act and Section 308 of the Federal Water Pollution Control Act, and all their regulations and guidelines. In such contracts, the RECIPIENT shall stipulate that any facility to be utilized in performance of or to benefit from this agreement is not listed on the Environmental Protection Agency (EPA) List of Violating Facilities or is under consideration to be listed. 5. Right -of -Way, Railroads and Utilities. a. The RECIPIENT shall acquire the project right-of-way, whether by lease, easement, or fee title, and shall provide relocation assistance benefits and payments in accordance with the procedures set forth in I.M. 3.600, Right -of -Way Acquisition, and the DEPARTMENT's Right of Way Bureau Local Public Agency Manual. The RECIPIENT shall contact the DEPARTMENT for assistance, as necessary, to ensure compliance with the required procedures, even though no Federal funds are used for right-of-way activities. If Federal -aid will not be used in the cost of acquiring right-of-way, acquisition activities may begin prior to FHWA Environmental Concurrence. However, such acquisitions cannot affect the National Environmental Policy Act (NEPA) decision making process. b. If a railroad crossing or railroad tracks are within or adjacent to the project limits, the RECIPIENT shall obtain agreements, easements, or permits as needed from the railroad. The RECIPIENT shall follow the procedures in I.M. 3.670, Work on Railroad Right -of -Way and I.M. 3.680, Federal -aid Projects Involving Railroads. c. The RECIPIENT shall comply with the Policy for Accommodating Utilities on City and County Federal -aid Highway Right of Way for projects on non -primary Federal -aid highways. For projects connecting to or involving some work inside the right-of-way for a primary highway, the RECIPIENT shall follow the DEPARTMENT's Policy for Accommodating Utilities on Primary Road System. The RECIPIENT should also use the procedures outlined in I.M. 3.640, Utility Accommodation and Coordination, as a guide to coordinating with utilities. 6. Contract Procurement. The following provisions apply only to projects involving physical construction or improvements to transportation facilities: a. The project plans, specifications, and cost estimate (PS&E) shall be prepared and certified by a professional engineer, architect, or landscape architect, as applicable, licensed in the State of Iowa. b. For projects let through the DEPARTMENT, the RECIPIENT shall be responsible for the following: i. Prepare and submit the PS&E and other contract documents to the DEPARTMENT for review and approval in accordance with I.M. 3.700, Check and Final Plans and I.M. 3.500, Bridge or Culvert Plans, as applicable. ii. The contract documents shall use the DEPARTMENT's Standard Specifications for Highway and Bridge Construction. Prior to their use in the PS&E, specifications developed by the RECIPIENT for individual construction items shall be approved by the DEPARTMENT. iii. Follow the procedures in I.M. 5.030, Iowa DOT Letting Process, to analyze the bids received, make a decision to either award a contract to the lowest responsive bidder or reject all bids, and if a contract is awarded, and execute the contract documents in Doc Express. Page 383 of 429 Page 6 c. For projects that are let locally by the RECIPIENT, the RECIPIENT shall follow the procedures in I.M. 5.120, Local Letting Process - Federal -aid. d. The RECIPIENT shall forward a completed Project Development Certification (Form 730002) to the DEPARTMENT in accordance with I.M. 3.710, Project Development Certification Instructions. The project shall not receive FHWA Authorization for construction or be advertised for bids until after the DEPARTMENT has reviewed and approved the Project Development Certification. e. If the RECIPIENT is a city, the RECIPIENT shall comply with the public hearing requirements of the Iowa Code section 26.12. f. The RECIPIENT shall not provide the contractor with notice to proceed until after receiving notice in Doc Express that the Iowa DOT has concurred in the contract award. 7. Construction. a. A full-time employee of the RECIPIENT shall serve as the person in responsible charge of the construction project. For cities that do not have any full-time employees, the mayor or city clerk will serve as the person in responsible charge, with assistance from the DEPARTMENT. b. Traffic control devices, signing, or pavement markings installed within the limits of this project shall conform to the "Manual on Uniform Traffic Control Devices for Streets and Highways" per 761 IAC Chapter 130. The safety of the general public shall be assured through the use of proper protective measures and devices such as fences, barricades, signs, flood lighting, and warning lights as necessary. c. For projects let through the DEPARTMENT, the project shall be constructed under the DEPARTMENT's Standard Specifications for Highway and Bridge Construction and the RECIPIENT shall comply with the procedures and responsibilities for materials testing according to the DEPARTMENT's Materials I.M.s. Available on-line at: http://www.iowadot.gov/erl/current/IM/navigation/nay.htm. d. For projects let locally, the RECIPIENT shall provide materials testing and certifications as required by the approved specifications. e. If the DEPARTMENT provides any materials testing services to the RECIPIENT, the DEPARTMENT will bill the RECIPIENT for such testing services according to its normal policy as per Materials I.M. 103, Inspection Services Provided to Counties, Cities, and Other State Agencies. f. The RECIPIENT shall follow the procedures in I.M. 6.000, Construction Inspection, and the DEPARTMENT's Construction Manual, as applicable, for conducting construction inspection activities. 8. Reimbursements. a. After costs have been incurred, the RECIPIENT shall submit to the DEPARTMENT periodic itemized claims for reimbursement for eligible project costs. Requests for reimbursement shall be made at least once every six months, but not more than bi-weekly. b. To ensure proper accounting of costs, reimbursement requests for costs incurred prior to June 30 shall be submitted to the DEPARTMENT by August 1. c. Reimbursement claims shall include a certification that all eligible project costs, for which reimbursement is requested, have been reviewed by an official or governing board of the RECIPIENT, are reasonable and proper, have been paid in full, and were completed in substantial compliance with the terms of this agreement. d. Reimbursement claims shall be submitted on forms identified by the Department along with all required supporting documentation. The DEPARTMENT will reimburse the RECIPIENT for properly documented and certified claims for eligible project costs. The DEPARTMENT may withhold up to 5% of the Federal share of construction costs or 5% of the total Federal funds available for the project, whichever is less. Reimbursement will be made either by State warrant or by crediting other accounts from which payment was initially made. If, upon final audit or review, the DEPARTMENT determines the RECIPIENT has been overpaid, the RECIPIENT shall reimburse the overpaid amount to the DEPARTMENT. After the final audit Page 384 of 429 Page 7 or review is complete and after the RECIPIENT has provided all required paperwork, the DEPARTMENT will release the Federal funds withheld. e. The total funds collected by the RECIPIENT for this project shall not exceed the total project costs. The total funds collected shall include any Federal or State funds received, any special assessments made by the RECIPIENT (exclusive of any associated interest or penalties) pursuant to Iowa Code Chapter 384 (cities) or Chapter 311 (counties), proceeds from the sale of excess right-of-way, and any other revenues generated by the project. The total project costs shall include all costs that can be directly attributed to the project. In the event that the total funds collected by the RECIPIENT do exceed the total project costs, the RECIPIENT shall either: i. In the case of special assessments, refund to the assessed property owners the excess special assessments collected (including interest and penalties associated with the amount of the excess), or ii. Refund to the DEPARTMENT all funds collected in excess of the total project costs (including interest and penalties associated with the amount of the excess) within 60 days of the receipt of any excess funds. In return, the DEPARTMENT will either credit reimbursement billings to the FHWA or credit the appropriate State fund account in the amount of refunds received from the RECIPIENT. 9. Project Close-out. a. Within 30 days of completion of construction or other activities authorized by this agreement, the RECIPIENT shall provide written notification to the DEPARTMENT. The RECIPIENT shall follow and request a final audit, in accordance with the procedures in I.M. 6.110, Final Review, Audit, and Close-out Procedures for Federal -aid, Federal -aid Swap, and Farm -to -Market Projects. Failure to comply with the procedures will result in loss of federal funds remaining to be reimbursed and the repayment of funds already reimbursed. The RECIPIENT may be suspended from receiving federal funds on future projects. b. For construction projects, the RECIPIENT shall provide a certification by a professional engineer, architect, or landscape architect as applicable, licensed in the State of Iowa, indicating the construction was completed in substantial compliance with the project plans and specifications. c. Final reimbursement of Federal funds shall be made only after the DEPARTMENT accepts the project as complete. d. The RECIPIENT shall maintain all books, documents, papers, accounting records, reports, and other evidence pertaining to costs incurred for the project. The RECIPIENT shall also make these materials available at all reasonable times for inspection by the DEPARTMENT, FHWA, or any authorized representatives of the Federal Government. Copies of these materials shall be furnished by the RECIPIENT if requested. Such documents shall be retained for at least 3 years from the date of FHWA approval of the final closure document. Upon receipt of FHWA approval of the final closure document, the DEPARTMENT will notify the RECIPIENT of the record retention date. e. The RECIPIENT shall maintain, or cause to be maintained, the completed improvement in a manner acceptable to the DEPARTMENT and the FHWA. Page 385 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Jamie Knutson, City Engineer Engineering Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving a Federal -aid Agreement, Project No. HDP-8155(775)--71-07, with the Iowa Department of Transportation, in the amount of $4,386,427.00, in conjunction with the La Porte Road Improvements Project, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION PCC Pavement - Grade and Replace on La Porte Rd, from E Shaulis Rd N 1.6 miles to Bopp St NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. HDP-8155(775)--71-07 2-24-STP-U-002 Page 386 of 429 Page 387 of 429 July 2022 IOWA DEPARTMENT OF TRANSPORTATION Federal -aid Agreement for a Surface Transportation Block Grant Program Project RECIPIENT: City of Waterloo Project No.: HDP-8155(775)--71-07 Iowa DOT Agreement No.: 2-24-STP-U-002 CFDA No. and Title: 20.205 Highway Planning and Construction This is an agreement between the City of Waterloo, Iowa (hereinafter referred to as the RECIPIENT) and the Iowa Department of Transportation (hereinafter referred to as the DEPARTMENT). Iowa Code Sections 306A.7 and 307.44 provide for the RECIPIENT and the DEPARTMENT to enter into agreements with each other for the purpose of financing transportation improvement projects on streets and highways in Iowa with Federal funds. Federal regulations require Federal funds to be administered by the DEPARTMENT. The RECIPIENT has received Federal funding through the Surface Transportation Block Grant (STBG) Program. STGB funds are available for construction, reconstruction, rehabilitation, resurfacing, restoration and operational or safety improvement projects on Federal -aid highways, bridges (as defined by the National Bridge Inspection Standards) on any public road, and several other types of projects, as specified in 23 U.S.C. 133(b). Federal -aid highways include all Federal Functional Classifications, except for rural minor collectors or local roads. Pursuant to the terms of this agreement, applicable statutes, and administrative rules, the DEPARTMENT agrees to provide STBG funding to the RECIPIENT for the authorized and approved costs for eligible items associated with the project. The RECIPIENT and the DEPARTMENT previously entered into the following agreement(s) for the following funding sources related to the above referenced project: Funding Source Agreement No. Project No. Full Execution Date RAISE 2-24-RAISE-001 N/A In Progress TAP N/A N/A In Progress Under this agreement, the parties further agree as follows: 1. The RECIPIENT shall be the lead local governmental agency for carrying out the provisions of this agreement. 2. All notices required under this agreement shall be made in writing to the appropriate contact person. The DEPARTMENT's contact person will be the Local Systems Project Development Engineer, Jenifer Bates, and the Eastern Region Local Systems Field Engineer, Dillon Feldmann. The RECIPIENT's contact person shall be the City Engineer. 3. The RECIPIENT shall be responsible for the development and completion of the following described STBG project: PCC Pavement - Grade and Replace - on La Porte Rd, from E Shaulis Rd N 1.6 miles to Bopp St 4. Eligible project activities will be limited to actual construction costs. 5. Costs associated with work outside the eligible project construction limits, routine maintenance activities, operations, and monitoring expenses are not eligible. In addition, administrative costs, engineering, inspection, legal, right of way, utility relocations, activities necessary to comply with Federal and State environmental or permit requirements, and fees or interest associated with bonds or loans are not eligible. 6. The RECIPIENT shall receive reimbursement for costs of authorized and approved eligible project activities from STBG funds. The portion of the project costs reimbursed by STBG funds shall be limited to a maximum of either 80 percent of eligible costs or the amount of $4,386,427, as stipulated in the Page 388 of 429 Page 2 Iowa Northland Regional Council of Governments current Transportation Improvement Program (TIP) and approved in the current Statewide Transportation Improvement Program (STIP), whichever is less. 7. The RECIPIENT shall pay for all project costs not reimbursed with STBG funds. 8. If the project described in Section 3 drops out of the Iowa Northland Regional Council of Governments current TIP or the approved current STIP prior to obligation of Federal funds, and the RECIPIENT fails to reprogram the project in the appropriate TIP and STIP within 3 years, this agreement shall become null and void. 9. The RECIPIENT shall let the project for bids through the DEPARTMENT. 10. If any part of this agreement is found to be void and unenforceable, the remaining provisions of this agreement shall remain in effect. 11. It is the intent of both parties that no third -party beneficiaries be created by this agreement. 12. This agreement and the attached Exhibit 1 constitute the entire agreement between the DEPARTMENT and the RECIPIENT concerning this project. Representations made before the signing of this agreement are not binding, and neither party has relied upon conflicting representations in entering into this agreement. Any change or alteration to the terms of this agreement shall be made in the form of an addendum to this agreement. The addendum shall become effective only upon written approval of the DEPARTMENT and the RECIPIENT. IN WITNESS WHEREOF, each of the parties hereto has executed this agreement as of the date shown opposite its signature below. City Signature Block By Date , 20 Title of city official , certify that I am the City Clerk of Waterloo, and that , who signed said Agreement for and on behalf of the city was duly authorized to execute the same by virtue of a formal resolution duly passed and adopted by the city on the day of , 20 Signed Date , 20 City Clerk of Waterloo, Iowa IOWA DEPARTMENT OF TRANSPORTATION Highway Administration By Date , 20 Dillon Feldmann, P.E. Local Systems Field Engineer Eastern Region Page 389 of 429 Page 3 EXHIBIT 1 General Agreement Provisions for use of Federal Highway Funds on Non -primary Projects Unless otherwise specified in this agreement, the RECIPIENT shall be responsible for the following: 1. General Requirements. a. The RECIPIENT shall take the necessary actions to comply with applicable State and Federal laws and regulations. To assist the RECIPIENT, the DEPARTMENT has provided guidance in the Federal -aid Project Development Guide (Guide) and the Instructional Memorandums to Local Public Agencies (I.M.$) that are referenced by the Guide. Both are available on-line at: https://www.iowadot.gov/local systems/ publications/im/Ipa ims.htm. The RECIPIENT shall follow the applicable procedures and guidelines contained in the Guide and I.M.s in effect at the time project activities are conducted. b. In accordance with Title VI of the Civil Rights Act of 1964 and associated subsequent nondiscrimination laws, regulations, and executive orders, the RECIPIENT shall not discriminate against any person on the basis of race, color, national origin, sex, age, or disability. In accordance with Iowa Code Chapter 216, the RECIPIENT shall not discriminate against any person on the basis of race, color, creed, age, sex, sexual orientation, gender identity, national origin, religion, pregnancy, or disability. The RECIPIENT agrees to comply with the requirements outlined in I.M. 1.070, Title VI and Nondiscrimination Requirements, which includes the requirement to provide a copy of the Subrecipient's Title VI Plan or Agreement and Standard DOT Title VI Assurances to the Department. c. The RECIPIENT shall comply with the requirements of Title II of the Americans with Disabilities Act of 1990 (ADA), Section 504 of the Rehabilitation Act of 1973 (Section 504), the associated Code of Federal Regulations (CFR) that implement these laws, and the guidance provided in I.M. 1.080, ADA Requirements. When bicycle and/or pedestrian facilities are constructed, reconstructed, or altered, the RECIPIENT shall make such facilities compliant with the ADA and Section 504, which includes following the requirements set forth in Chapter 12A for sidewalks and Chapter 12B for Bicycle Facilities of the Iowa DOT Design Manual. d. To the extent allowable by law, the RECIPIENT agrees to indemnify, defend, and hold the DEPARTMENT harmless from any claim, action or liability arising out of the design, construction, maintenance, placement of traffic control devices, inspection, or use of this project. This agreement to indemnify, defend, and hold harmless applies to all aspects of the DEPARTMENT's application review and approval process, plan and construction reviews, and funding participation. e. As required by the 2 CFR 200.501 "Audit Requirements," a non -Federal entity expending $750,000 or more in Federal awards in a year shall have a single or program -specific audit conducted for that year in accordance with the provision of that part. Auditee responsibilities are addressed in Subpart F of 2 CFR 200. The Federal funds provided by this agreement shall be reported on the appropriate Schedule of Expenditures of Federal Awards (SEFA) using the Catalog of Federal Domestic Assistance (CFDA) number and title as shown on the first page of this agreement. If the RECIPIENT will pay initial project costs and request reimbursement from the DEPARTMENT, the RECIPIENT shall report this project on its SEFA. If the DEPARTMENT will pay initial project costs and then credit those accounts from which initial costs were paid, the DEPARTMENT will report this project on its SEFA. In this case, the RECIPIENT shall not report this project on its SEFA. f. The RECIPIENT shall supply the DEPARTMENT with all information required by the Federal Funding Accountability and Transparency Act of 2006 and 2 CFR Part 170. g. The RECIPIENT shall comply with the following Disadvantaged Business Enterprise (DBE) requirements: i. The RECIPIENT shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of any DOT -assisted contract or in the administration of its DBE program or the requirements of 49 CFR Part 26. The RECIPIENT shall take all necessary and reasonable steps under 49 CFR Part 26 to ensure nondiscrimination in the award and administration of DOT -assisted contracts. ii. The RECIPIENT shall comply with the requirements of I.M. 5.010, DBE Guidelines. Page 390 of 429 Page 4 iii. The DEPARTMENT's DBE program, as required by 49 CFR Part 26 and as approved by the Federal Highway Administration (FHWA), is incorporated by reference in this agreement. Implementation of this program is a legal obligation and failure to carry out its terms shall be treated as a violation of this agreement. Upon notification to the RECIPIENT of its failure to carry out its approved program, the DEPARTMENT may impose sanctions as provided for under Part 26 and may, in appropriate cases, refer the matter for enforcement under 18 U.S.C. 1001 and the Program Fraud Civil Remedies Act of 1986 (31 U.S.C. 3801 et seq.). h. Termination of funds. Notwithstanding anything in this agreement to the contrary, and subject to the limitations set forth below, the DEPARTMENT shall have the right to terminate this agreement without penalty and without any advance notice as a result of any of the following: 1) The Federal government, legislature or governor fail in the sole opinion of the DEPARTMENT to appropriate funds sufficient to allow the DEPARTMENT to either meet its obligations under this agreement or to operate as required and to fulfill its obligations under this agreement; or 2) If funds are de -appropriated, reduced, not allocated, or receipt of funds is delayed, or if any funds or revenues needed by the DEPARTMENT to make any payment hereunder are insufficient or unavailable for any other reason as determined by the DEPARTMENT in its sole discretion; or 3) If the DEPARTMENT's authorization to conduct its business or engage in activities or operations related to the subject matter of this agreement is withdrawn or materially altered or modified. The DEPARTMENT shall provide the RECIPIENT with written notice of termination pursuant to this section. 2. Programming. a. The RECIPIENT shall be responsible for including the project in the appropriate Regional Planning Affiliation (RPA) or Metropolitan Planning Organization (MPO) Transportation Improvement Program (TIP). The RECIPIENT shall also ensure that the appropriate RPA or MPO, through their TIP submittal to the DEPARTMENT, includes the project in the Statewide Transportation Improvement Program (STIP). If the project is not included in the appropriate fiscal year of the STIP, Federal funds cannot be authorized. b. Upon receipt of Federal Highway Administration (FHWA) authorization a Federal Award Identification Number (FAIN) will be assigned to this project by the FHWA based on a methodology that incorporates identifying information about the federal award such as the federal funding program code and the federal project number. This FAIN will be used to identify this project and award on the federal government's listing of financial assistance awards consistent with the Federal Funding Accountability and Transparency Act of 2006 (FFATA) at usaspending.gov. c. A period of performance for this federal funding award will be established at the time of FHWA authorization. The start date of the period of performance will be the FHWA authorization date. The project end date (PED) will be determined according to the methodology in I.M. 1.200, Federal Funds Management. Costs incurred before the start date or after the PED of the period of performance will not be eligible for reimbursement. 3. Design and Consultant Services a. The RECIPIENT shall be responsible for the design of the project, including all necessary plans, specifications, and estimates (PS&E). The project shall be designed in accordance with the design guidelines provided or referenced by the DEPARTMENT in the Guide and applicable I.M.s. 4. Environmental Requirements and other Agreements or Permits. a. The RECIPIENT shall take the appropriate actions and prepare the necessary documents to fulfill the FHWA requirements for project environmental studies including historical/cultural reviews and location approval. The RECIPIENT shall complete any mitigation agreed upon in the FHWA approval document. These procedures are set forth in I.M. 3.020, Concept Statement Instructions; 4.020, NEPA Process; 4.110 Threatened and Endangered Species; and 4.120, Cultural Resource Regulations. b. If farmland is to be acquired, whether for use as project right-of-way or permanent easement, the RECIPIENT shall follow the procedures in I.M. 4.170, Farmland Protection Policy Act. Page 391 of 429 Page 5 c. The RECIPIENT shall obtain project permits and approvals, when necessary, from the Iowa DEPARTMENT of Cultural Affairs (State Historical Society of Iowa; State Historic Preservation Officer), Iowa Department of Natural Resources, U.S. Coast Guard, U.S. Army Corps of Engineers, the DEPARTMENT, or other agencies as required. The RECIPIENT shall follow the procedures in I.M. 4.130, 404 Permit Process; 4.140, Storm Water Permits; 4.150 Iowa DNR Floodplain Permits and Regulations; 4.190, Highway Improvements in the Vicinity of Airports or Heliports; and 4.160, Asbestos Inspection, Removal, and Notification Requirements. d. In all contracts entered into by the RECIPIENT, and all subcontracts, in connection with this project that exceed $100,000, the RECIPIENT shall comply with the requirements of Section 114 of the Clean Air Act and Section 308 of the Federal Water Pollution Control Act, and all their regulations and guidelines. In such contracts, the RECIPIENT shall stipulate that any facility to be utilized in performance of or to benefit from this agreement is not listed on the Environmental Protection Agency (EPA) List of Violating Facilities or is under consideration to be listed. 5. Right -of -Way, Railroads and Utilities. a. The RECIPIENT shall acquire the project right-of-way, whether by lease, easement, or fee title, and shall provide relocation assistance benefits and payments in accordance with the procedures set forth in I.M. 3.600, Right -of -Way Acquisition, and the DEPARTMENT's Right of Way Bureau Local Public Agency Manual. The RECIPIENT shall contact the DEPARTMENT for assistance, as necessary, to ensure compliance with the required procedures, even though no Federal funds are used for right-of-way activities. If Federal -aid will not be used in the cost of acquiring right-of-way, acquisition activities may begin prior to FHWA Environmental Concurrence. However, such acquisitions cannot affect the National Environmental Policy Act (NEPA) decision making process. b. If a railroad crossing or railroad tracks are within or adjacent to the project limits, the RECIPIENT shall obtain agreements, easements, or permits as needed from the railroad. The RECIPIENT shall follow the procedures in I.M. 3.670, Work on Railroad Right -of -Way and I.M. 3.680, Federal -aid Projects Involving Railroads. c. The RECIPIENT shall comply with the Policy for Accommodating Utilities on City and County Federal -aid Highway Right of Way for projects on non -primary Federal -aid highways. For projects connecting to or involving some work inside the right-of-way for a primary highway, the RECIPIENT shall follow the DEPARTMENT's Policy for Accommodating Utilities on Primary Road System. The RECIPIENT should also use the procedures outlined in I.M. 3.640, Utility Accommodation and Coordination, as a guide to coordinating with utilities. 6. Contract Procurement. The following provisions apply only to projects involving physical construction or improvements to transportation facilities: a. The project plans, specifications, and cost estimate (PS&E) shall be prepared and certified by a professional engineer, architect, or landscape architect, as applicable, licensed in the State of Iowa. b. For projects let through the DEPARTMENT, the RECIPIENT shall be responsible for the following: i. Prepare and submit the PS&E and other contract documents to the DEPARTMENT for review and approval in accordance with I.M. 3.700, Check and Final Plans and I.M. 3.500, Bridge or Culvert Plans, as applicable. ii. The contract documents shall use the DEPARTMENT's Standard Specifications for Highway and Bridge Construction. Prior to their use in the PS&E, specifications developed by the RECIPIENT for individual construction items shall be approved by the DEPARTMENT. iii. Follow the procedures in I.M. 5.030, Iowa DOT Letting Process, to analyze the bids received, make a decision to either award a contract to the lowest responsive bidder or reject all bids, and if a contract is awarded, and execute the contract documents in Doc Express. Page 392 of 429 Page 6 c. For projects that are let locally by the RECIPIENT, the RECIPIENT shall follow the procedures in I.M. 5.120, Local Letting Process - Federal -aid. d. The RECIPIENT shall forward a completed Project Development Certification (Form 730002) to the DEPARTMENT in accordance with I.M. 3.710, Project Development Certification Instructions. The project shall not receive FHWA Authorization for construction or be advertised for bids until after the DEPARTMENT has reviewed and approved the Project Development Certification. e. If the RECIPIENT is a city, the RECIPIENT shall comply with the public hearing requirements of the Iowa Code section 26.12. f. The RECIPIENT shall not provide the contractor with notice to proceed until after receiving notice in Doc Express that the Iowa DOT has concurred in the contract award. 7. Construction. a. A full-time employee of the RECIPIENT shall serve as the person in responsible charge of the construction project. For cities that do not have any full-time employees, the mayor or city clerk will serve as the person in responsible charge, with assistance from the DEPARTMENT. b. Traffic control devices, signing, or pavement markings installed within the limits of this project shall conform to the "Manual on Uniform Traffic Control Devices for Streets and Highways" per 761 IAC Chapter 130. The safety of the general public shall be assured through the use of proper protective measures and devices such as fences, barricades, signs, flood lighting, and warning lights as necessary. c. For projects let through the DEPARTMENT, the project shall be constructed under the DEPARTMENT's Standard Specifications for Highway and Bridge Construction and the RECIPIENT shall comply with the procedures and responsibilities for materials testing according to the DEPARTMENT's Materials I.M.s. Available on-line at: http://www.iowadot.gov/erl/current/IM/navigation/nay.htm. d. For projects let locally, the RECIPIENT shall provide materials testing and certifications as required by the approved specifications. e. If the DEPARTMENT provides any materials testing services to the RECIPIENT, the DEPARTMENT will bill the RECIPIENT for such testing services according to its normal policy as per Materials I.M. 103, Inspection Services Provided to Counties, Cities, and Other State Agencies. f. The RECIPIENT shall follow the procedures in I.M. 6.000, Construction Inspection, and the DEPARTMENT's Construction Manual, as applicable, for conducting construction inspection activities. 8. Reimbursements. a. After costs have been incurred, the RECIPIENT shall submit to the DEPARTMENT periodic itemized claims for reimbursement for eligible project costs. Requests for reimbursement shall be made at least once every six months, but not more than bi-weekly. b. To ensure proper accounting of costs, reimbursement requests for costs incurred prior to June 30 shall be submitted to the DEPARTMENT by August 1. c. Reimbursement claims shall include a certification that all eligible project costs, for which reimbursement is requested, have been reviewed by an official or governing board of the RECIPIENT, are reasonable and proper, have been paid in full, and were completed in substantial compliance with the terms of this agreement. d. Reimbursement claims shall be submitted on forms identified by the Department along with all required supporting documentation. The DEPARTMENT will reimburse the RECIPIENT for properly documented and certified claims for eligible project costs. The DEPARTMENT may withhold up to 5% of the Federal share of construction costs or 5% of the total Federal funds available for the project, whichever is less. Reimbursement will be made either by State warrant or by crediting other accounts from which payment was initially made. If, upon final audit or review, the DEPARTMENT determines the RECIPIENT has been overpaid, the RECIPIENT shall reimburse the overpaid amount to the DEPARTMENT. After the final audit Page 393 of 429 Page 7 or review is complete and after the RECIPIENT has provided all required paperwork, the DEPARTMENT will release the Federal funds withheld. e. The total funds collected by the RECIPIENT for this project shall not exceed the total project costs. The total funds collected shall include any Federal or State funds received, any special assessments made by the RECIPIENT (exclusive of any associated interest or penalties) pursuant to Iowa Code Chapter 384 (cities) or Chapter 311 (counties), proceeds from the sale of excess right-of-way, and any other revenues generated by the project. The total project costs shall include all costs that can be directly attributed to the project. In the event that the total funds collected by the RECIPIENT do exceed the total project costs, the RECIPIENT shall either: i. In the case of special assessments, refund to the assessed property owners the excess special assessments collected (including interest and penalties associated with the amount of the excess), or ii. Refund to the DEPARTMENT all funds collected in excess of the total project costs (including interest and penalties associated with the amount of the excess) within 60 days of the receipt of any excess funds. In return, the DEPARTMENT will either credit reimbursement billings to the FHWA or credit the appropriate State fund account in the amount of refunds received from the RECIPIENT. 9. Project Close-out. a. Within 30 days of completion of construction or other activities authorized by this agreement, the RECIPIENT shall provide written notification to the DEPARTMENT. The RECIPIENT shall follow and request a final audit, in accordance with the procedures in I.M. 6.110, Final Review, Audit, and Close-out Procedures for Federal -aid, Federal -aid Swap, and Farm -to -Market Projects. Failure to comply with the procedures will result in loss of federal funds remaining to be reimbursed and the repayment of funds already reimbursed. The RECIPIENT may be suspended from receiving federal funds on future projects. b. For construction projects, the RECIPIENT shall provide a certification by a professional engineer, architect, or landscape architect as applicable, licensed in the State of Iowa, indicating the construction was completed in substantial compliance with the project plans and specifications. c. Final reimbursement of Federal funds shall be made only after the DEPARTMENT accepts the project as complete. d. The RECIPIENT shall maintain all books, documents, papers, accounting records, reports, and other evidence pertaining to costs incurred for the project. The RECIPIENT shall also make these materials available at all reasonable times for inspection by the DEPARTMENT, FHWA, or any authorized representatives of the Federal Government. Copies of these materials shall be furnished by the RECIPIENT if requested. Such documents shall be retained for at least 3 years from the date of FHWA approval of the final closure document. Upon receipt of FHWA approval of the final closure document, the DEPARTMENT will notify the RECIPIENT of the record retention date. e. The RECIPIENT shall maintain, or cause to be maintained, the completed improvement in a manner acceptable to the DEPARTMENT and the FHWA. Page 394 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Lance Dunn, Human Resources Director Human Resources Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving a Professional Services Contract with Employee & Family Resources of Des Moines, Iowa, in the amount of $15,552.00, to continue to provide an Employee Assistance Program, and authorizing the Mayor to execute said document. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. City of Waterloo 2024 - 2025 EAP Contract Page 395 of 429 Page 396 of 429 EMPLOYEE C FRmll4 RESOURCES CONTRACTUAL AGREEMENT FOR EMPLOYEE ASSISTANCE PROGRAM THIS AGREEMENT for Employee Assistance Program (EAP) Services (hereafter "Agreement") is made by and between City of Waterloo (hereafter "Company") and Employee & Family Resources, Inc. (hereafter "EFR"). FOR CONSIDERATION of the mutual promises and covenants contained in this Agreement, Company and EFR agree as follows: 1. General. The purpose of this Agreement is to provide a company sponsored benefit that helps employees prevent or manage personal problems that can negatively impact their quality of life and workplace productivity. Company seeks to: 1) promote the health and wellbeing of its workforce; 2) retain valued employees; and 3) maintain a productive and efficient work environment. 2. Covered Persons. Unless otherwise stated, services provided by EFR pursuant to this Agreement are limited to Company employees and their family members (collectively "Covered Persons"). For purposes of this Agreement, "family member" means a person who is related to the employee by marriage: spouse, (including significant other cohabitant), blood, or adoption and who either lives with the employee or is a minor subject to the employee's legal custody. 3. Term. This Agreement shall be effective on April 1, 2024 (hereafter "Effective Date") and shall remain in effect until June 30, 2025. Thereafter, it shall be renewed for successive one-year periods unless either party gives a written termination notice to the other party at least thirty (30) days prior to the anniversary of the Effective Date. 4. Compensation and Payment. EFR shall be paid in advance, at the following applicable rates: EAP services for Covered Persons: $23.04 per employee, per year. Invoice: 4/01/2024 - 6/30/2024 for $3110.40, pro -rated for 3 months. Invoice: 7/01/2024 - 6/30/2025 for $12,441.60, annual amount. A. Census confirmation. Company confirms the first year census of 540 employees. Company agrees to provide the most current census annually sixty (60) days prior to the anniversary date and, upon request, agrees to provide EFR- approved documentation (e.g. current payroll report) to substantiate Company census. B. Rate guarantee. Rate is guaranteed for the duration of this initial Agreement term and in one year increments thereafter. C. Rate changes. If there is a change in any of the applicable Annual Rates after the initial Agreement term, EFR shall give written notice to the Company at least thirty (30) days prior to the change. Page 397 of 429 5. Manner of Payment of Service Fee. EFR shall be paid the Service Fee, in advance, on an annual basis as agreed upon by Company and EFR. 6. Services Provided. EFR agrees to provide the following services to Covered Persons at no charge to the Covered Persons: A. Program / Benefit Orientation / Training and Materials. a. Employee and Supervisory Orientation. Employee and supervisor orientation sessions to explain effective use of the benefit will be delivered in -person or via live and recorded webinars, PowerPoint presentations, or teleconference sessions. b. Promotional Materials. Information, materials and templates describing and promoting EFR services, including, but not necessarily limited to: posters, wallet cards, and brochures. c. Monthly Newsletter. Employee newsletter, "Real Life Solutions" and a quarterly management newsletter "Workplace Solutions" with topical articles and information will be delivered electronically on a monthly/quarterly basis to the designated Company person(s) for distribution. B. 24-Hour, 365 Day Nationwide Telephone Service. Access for Covered Persons to an EFR counselor via EFR's toll -free telephone number twenty-four (24) hours a day, seven (7) days a week. C. In -Person Assessment, Referral and Short-term Counseling. Up to three (3) sessions of in -person or virtual assessment, referral and/or short-term counseling sessions to be provided at no charge to the Covered Persons in a rolling calendar year. When clinically appropriate, additional sessions may be authorized. D. Telephonic Life Coaching Sessions. A covered person is eligible for up to three (3) life coaching sessions per contract year for issues such as improving time and/or stress management skills, work -life integration and personal growth. Health related topics and smoking cessation services are specifically excluded from life coaching. E. Work/Life Services. For each separate issue, consultations include: a. telephonic or in -person legal consultation with an EFR network attorney, b. telephonic financial consultation with an EFR network financial provider, c. telephonic eldercare resource referral with an EFR network eldercare provider, d. telephonic childcare resource referral with an EFR network childcare provider, where available, and e. telephonic ID theft resolution with an EFR network ID theft resolution counselor. F. EAP Website Access. All Covered Persons have access to EFR's EAP website resources (www.efr.org). Page 2 of 6 Page 398 of 429 G. Management Consultation. On -going telephonic consultation with Company managers, supervisors, and human resources staff regarding intervention with troubled employees, crisis response, and the management referral process. H. Crisis Response Services. Upon the request of Company managers, EFR will provide on -site group debriefings in the event of critical incidents that impact the workplace, including employee or family deaths, serious injuries, natural disasters, workplace changes, or similar traumatic events. I. Monthly Motivators/Quarterly Campaigns. EFR will provide, in electronic format, Monthly Motivators and Quarterly campaigns. J. Culture Audit. Assessment tool identifying company's needs and providing strategy to advance culture of wellness in the workplace. 7. Professional Qualifications of Staff. All assessment counselors, including affiliate providers, shall hold a Master's degree in a human service field, including but not limited to social work, mental health counseling, psychology, or marriage and family counseling. Special circumstances (e.g., geographical limitations) may at times warrant the use of staff that hold a Bachelor's degree and not a Master's degree; all such situations shall be carefully evaluated and the decision to proceed made with the client's best interest in mind. All providers shall be degreed and hold appropriate licensure and certification in their field of health, nutrition, coaching, mental health counseling, law or finance. 8. Assessment, Referral, and Short -Term Counseling. The assessment, referral and/or short- term counseling service referred to in Paragraph 6 is limited to: a. necessary consultation required to assess the probable cause of perceived difficulties; b. referral to professional service(s) qualified to provide treatment or long-term counseling for the probable cause identified; c. short-term counseling in such cases where EFR staff is professionally qualified, and referral for long-term counseling is not clinically indicated; and d. follow-up for Covered Persons who use these services. Company acknowledges that EFR identifies the probable cause of perceived difficulties and provides referral and/or short-term counseling services. EFR does not provide actual care or long-term treatment under this Agreement. If care or treatment is required, the individual Covered Person will be responsible for obtaining and paying for such care and treatment. Although EFR will refer Covered Persons to professional services deemed appropriate by EFR, EFR in no way warrants the effectiveness of any such care or treatment and shall have no liability whatsoever with respect to any such care ortreatment. 9. Additional Workplace Services. In addition to those specific services referred to in Paragraph 6 above, the Company may agree to contract with EFR for additional services as shall be made available by EFR. These services and the corresponding Service Fee for these services will be requested and approved by Company in advance. This could include onsite Workplace Trainings/Seminars/Education. 10. Maximum Number of Sessions. The maximum number of in -person counseling sessions that Covered Persons may receive for each separate cause of difficulties (hereafter Page 3 of 6 Page 399 of 429 "Maximum Number"), and not for each separate consequence arising from the same cause, is shown in Paragraph 6. The Maximum Number of sessions applies to each cause of difficulties and not each family member. Thus, each Covered Person within the same family may not receive the Maximum Number of sessions for each cause of difficulties. Instead, all Covered Persons within the same family together may receive the Maximum Number of sessions for each separate cause of difficulties. The number of sessions actually provided may be less than the Maximum Number if EFR determines in its sole discretion that the Covered Persons' needs for a particular cause of difficulties have been satisfied by fewer. 11. Records and Reports. EFR will maintain, and will require its agents to maintain, appropriate records regarding the services contemplated by this Agreement. Clinical records shall be maintained according to acceptable standards, including case notes on each case, protection from unauthorized access, and informed written consent required prior to release of records except as otherwise permitted under applicable State or Federal law. EFR shall provide Company annual statistical reports summarizing usage of EAP services. These reports are subject to the confidentiality provisions of Paragraph 13 below and will not list the names of persons using EAP services. 12. Independent Contractor Status. The parties to this Agreement intend that the relationship created by this Agreement is that of an independent contractor. No agent or employee of EFR shall be deemed to be an employee or agent of Company. The provisions of this Agreement shall not be deemed to create any partnership, joint venture, or agency relationship between the parties. Neither party has any power or authority to act on behalf of, represent, or bind the other party, except as specifically set forth in this Agreement. 13. Confidentiality. The parties understand and agree that the counselor -client relationships entered into as a result of this Agreement (including, without limitation, any evaluation, referral, and case management) are to be strictly confidential in accordance with all applicable Federal and State laws, including but not limited to the Health Insurance Portability and Accountability Act of 1996, as amended, and the rules and regulations promulgated thereunder. Company shall not request from EFR any information that would violate a Covered Person's constitutional rights, right of privacy of any counselor -client relationship, nor shall EFR give any confidential information to Company, its employees or agents or any third party without the express written approval of the Covered Person involved. 14. Non -Disclosure. EFR acknowledges that, during the course of its performance under this Agreement, EFR may become aware of certain proprietary, confidential, or trade sensitive information regarding Company, its employees, or agents that is not generally known to the public. Such information may include, but not necessarily be limited to: proposed acquisitions, mergers and consolidations; proposed promotions or demotions of employees; patent, copyright and trade mark rights; packaging, pricing and marketing techniques; and other similar information. EFR agrees not to disclose any such information to a third party without the express written approval of Company. 15. Insurance and Mutual Indemnification. EFR agrees to maintain commercially reasonable liability insurance coverage. EFR shall indemnify and hold Company harmless for any claims that arise from any acts and omissions of EFR under the terms of this Agreement. Company shall indemnify and hold EFR harmless for any claims not directly related to the provision of professional services as herein described, and shall notify EFR immediately upon receipt of any claim or demand which it receives allegedly related to any act or omission of EFR under the terms of this Agreement. Under no circumstances shall settlement be made without prior written approval of EFR. Page 4 of 6 Page 400 of 429 Subcontractors. EFR shall use commercially reasonable efforts to assure itself that any subcontractor engaged by EFR to perform any services pursuant to this Agreement shall adhere to all of the terms of this Agreement, including, without limitation, Paragraphs 13,14 and 15. 16. Default by EFR. If EFR fails to perform its obligations under the terms of this Agreement and such failure continues for a period of thirty (30) days after Company gives EFR a written notice stating the manner in which EFR is in non-compliance with this Agreement, Company may terminate this Agreement effective immediately by giving written notice to EFR, which shall be Company's sole remedy in the event of non-performance by EFR. If EFR is unable to perform its obligations under the terms of this Agreement due to acts of God, strike, war, or other similar reasons beyond EFR's control, then EFR's time for performance shall automatically be extended for the same period of time EFR was unable to perform due to the reason beyond EFR's control. 17. Non -Payment of Service Fee. If Company fails to timely pay the Service Fee to EFR, EFR may terminate this Agreement effective immediately by giving written notice to Company or may pursue any other remedy available at law or in equity or by statute. In the event EFR pursues legal action to collect all or any portion of the Service Fee, EFR shall be entitled to recover its collection costs, including, but not limited to, reasonable attorneys' fees. 18. Governing Law. The construction, interpretation and performance of this Agreement shall be governed by the laws of the State of Iowa. 19. Notices. Any notice required or permitted by this Agreement must be given in writing and shall be deemed given and received, if sent by United States Mail, with postage prepaid and addressed to the recipient party at the address set forth in this Agreement, three business days after deposited in the United States Mail. Either party may change its address by giving written notice in accordance with this paragraph. 20. Entire Agreement. This Agreement embodies the entire understanding between the parties with respect to the provision of EAP services, and supersedes and replaces all prior agreements, understandings, representations, and statements pertaining to this Agreement. 21. Modification. This Agreement may not be modified except by a written instrument signed by the party against whom enforcement of the modification is sought, and then only to the extent set forth in such written instrument. 22. Binding Effect. This Agreement shall be binding upon, and shall inure to the benefit of, the parties hereto and their respective successors and assigns. 23. Headings. The paragraph headings in this Agreement are for convenience only and shall not be used to limit or otherwise construe the provisions of this Agreement. Page 5 of 6 Page 401 of 429 CITY OF WATERLOO 715 Mulberry Street Waterloo, IA 50703 EMPLOYEE & FAMILY RESOURCES, INC. 505 5th Avenue, Suite 600 Des Moines, IA 50309 (signature) (signature) Mary McCarthy (printed name) (printed name) WPS Business Manager (title) (title) 1/30/2024 (date) (date) Page 6 of 6 Page 402 of 429 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE March 4, 2024 AGENDA ITEM TITLE Resolution approving an Amendment to the Development and Minimum Assessment Agreement with Airline Storage, LLC, originally approved June 20, 2022, to extend the date to complete Phase I to December 31, 2024, Phase II completion to December 31, 2025, and exercising the option for Phase II property on or before September 30, 2024, for property located at 3318 West Airline Highway, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION Transmitted is a request to approve an Amendment to Development Agreement and Minimum Assessment Agreement with Airline Storage, LLC, which was originally approved on June 20, 2022. The terms of the amendment extend the date to complete Phase Ito December 31, 2024, Phase II completion is extended to December 31, 2025 and exercising the option for Phase II city owned property is extended to on or before September 30, 2024. The first phase of the original agreement was to consist of two, 8,000 square foot buildings, but only one building has been constructed at this time. The developer is still wanting to build the second building, which is directly north of the one on site (see attached site plan), and the second phase also consists of two, 8,000 square foot buildings. The dates in the Minimum Assessment Agreement are also shown moving out one year. Staff feels the remainder of the project is imminent and approval of the amendment would keep this it moving forward. NEIGHBORHOOD IMPACT Approval of the amendment will allow an extra year to complete the remainder of Phases I and II. DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION Page 403 of 429 COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES N/A ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1 Amendment to Development Agreement 2. Original Development Agreement 3. Phased Development Site Plan Page 404 of 429 Prepared by Christopher S. Wendland, P.O. Box 596, Waterloo, IA 50703. 319-234-5701 AMENDMENT TO DEVELOPMENT AGREEMENT and AMENDMENT TO MINIMUM ASSESSMENT AGREEMENT This Amendment to Development Agreement and Amendment to Minimum Assessment Agreement (the "Amendment") is entered into as of , 2024 by and between the City of Waterloo, Iowa ("City") and Airline Storage, L.L.C. ("Company"). RECITALS A. Company and City are parties to that certain Development Agreement dated June 20, 2022 (the "Agreement") concerning the development of property as described in the Agreement and also parties to that certain Minimum Assessment Agreement of the same date (the "MAA"). The Agreement and MAA were filed together in the records of the Black Hawk County Recorder on July 27, 2022 as Doc. No. 2023- 1565. B. The parties desire to amend the DA and MAA on the terms set forth herein. NOW, THEREFORE, in consideration of the premises and of other consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree to amend the Agreement as follows: 1. Section 2.B of the DA is amended to strike "fourteen (14) months after the date of this Agreement" and to substitute in its place "September 30, 2024." 2. Section 5.A of the DA is amended to state that the Phase 1 Completion Deadline is December 31, 2024 and the Phase 2 Completion Deadline is December 31, 2025. 3. Section 1 of the MAA is amended to strike "December 31, 2023" therefrom and to substitute "December 31, 2024" in its place. 4. Section 2 of the MAA is amended to strike "December 31, 2033" therefrom and to substitute "December 31, 2034" in its place. 5. Except as amended herein, the DA and the MAA shall continue unmodified in full force and effect. Terms capitalized in this Amendment but not defined herein shall have the meaning ascribed to them in the Agreement. This Amendment is binding on the parties and the respective successors, assigns, transferees and legal representatives of each. This Page 405 of 429 Amendment may be executed in counterparts, each of which shall be deemed an original and all of which, when taken together, shall constitute a single instrument. IN WITNESS WHEREOF, the parties have executed this Amendment to Development Agreement and Amendment to Minimum Assessment Agreement as of the date first set forth above. AIRLINE STORAGE, L.L.C. By: CITY OF WATERLOO, IOWA By: Jo athanWoigt " Quentin M. Hart, Mayor M naging Member By: Kelley Felchle, City Clerk STATE OF IOWA BLACK HAWK COUNTY Acknowledged before me on fe.blA 2(0 , 2024 by Jonathan Voigt as Managing Member of Airline Storage, L.L.C. x .6t 100 EMILY SEUGA Commission Number 849716 My Commission Expires July 27, 2026 STATE OF IOWA ) ) ss. BLACK HAWK COUNTY ) Notary Publi Acknowledged before me on , 2024 by Quentin M. Hart and Kelley Felchle, as Mayor and City Clerk, respectively, of the City of Waterloo, Iowa. Notary Public 2 Page 406 of 429 Page 1 of 22 i111nmom111m11111111u111mm11111mmmm Doc ID 011801720022 Type GEN Recorded: 07/27/2022 at 04:26:14 PM Fee Amt: $112.00 Page 1 of 22 Black Hawk County Iowa SANDIE L. SMITH RECORDER Fi1e2023-00001565 Prepared by Christopher S. Wendland, P.O. Box 596, Waterloo, IA 50704 Phone (319) 234-5701 DEVELOPMENT AGREEMENT — Phased Development This Development Agreement (the "Agreement") is entered into as of Jury z., , 2022, by and between Airline Storage, L.L.C., LLC (the "Company") and the City of Waterloo, Iowa (the "City"). RECITALS A. In furtherance of the objectives of Chapter 403 of the Code of Iowa, 2015, as amended (the "Urban Renewal Act"), City is engaged in carrying out urban renewal project activities in an area known as the East Waterloo Area Urban Renewal and Redevelopment Plan Area, formerly known as the Airport Area Development Plan area (the "Urban Renewal Area"). B. Company is willing and able to finance and construct buildings and related improvements on property located in the Urban Renewal Area, and legally described on Exhibit "A" attached hereto (the "Project Property"). C. 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. AGREEMENT NOW, THEREFORE, in consideration of the a mutual covenants set forth herein, the parties agree as follows: Page 407 of 429 Page 2 of 22 1. Sale of Property; Title. Subject to the terms hereof, City shall convey to Company the Phase 1 Property described in Exhibit "A" for the sum of $1.00 (the "Purchase Price"). Conveyance shall be by quit claim deed, free and clear of all encumbrances arising by or through City except: (a) easements, servitudes, conditions and restrictions of record; (b) general utility and right-of-way easements serving the Phase 1 Property; and (c) 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 Phase 1 Improvements (defined below), which may take the form of a lending commitment letter. Company shall, at its own expense, prepare an updated abstract of title, or in lieu thereof Company may, at its own expense, obtain whatever form of title evidence it desires. City shall provide any title documents it has in its possession, including any abstracts, to assist in title review. 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 without further obligation and return the abstract of title to City. 2. Phased Development. The parties contemplate that Company will develop the Project Property (defined below) in phases, each of which is generally described as follows, although more detailed plans for each phase will be developed at one or more future dates: A. Phase 1. Two commercial buildings of approximately 8,000 square feet each (the "Phase 1 Improvements"). B. Phase 2. Two commercial buildings or addition(s) of 8,000 square feet each on the property described as "Phase 2 Property" on Exhibit "A" attached hereto. If Company desires to undertake Phase 2 improvements, it shall notify City in writing no later than fourteen (14) months after the date of this Agreement, and within 90 days thereafter City shall convey the Phase 2 Property to Company on the same terms set forth in Section 1 above (the "Phase 2 Improvements"). Improvements to the Project Property completed within the schedule established by Section 4 below will be eligible for the benefits provided for in this Agreement, and any Phase of the Improvements not completed within the prescribed period will not be eligible for said benefits. The Phase 1 Property and Phase 2 Property may be collectively referred to as the "Project Property." 3. Improvements by Company. Company shall construct on the Project Property the improvements described in Section 2 above, and related landscaping, paving, signage and parking improvements (collectively, the "Improvements"). Company agrees that the improvements shall be constructed in accordance with the terms of this Agreement, the Urban Renewal Plan, and all applicable City, state, and federal building codes and shall comply with all applicable City ordinances and other 2 Page 408 of 429 Page 3 of 22 applicable law. For each phase, City may require that Company submit specific building designs and site plans for City review and approval. 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 Property, the Improvements, and all site preparation and development -related work to make any of the Project Property usable for Company's purposes as contemplated by this Agreement are collectively referred to as the "Project". 4. Construction Plans. Company agrees that it will cause the Improve- ments to be constructed on the Property in conformance with construction plans (the "Plans") that have been submitted to the City. Company agrees that the scope and scale of the Improvements to be constructed shall not be significantly less than the scope and scale of the Improvements as detailed and outlined in the Plans. If any material modification in the scope, scale or nature of the Plans is proposed, Company shall submit modified Plans (the "Modified Plan") to the City for review. Modified Plans shall be subject to approval by the City as provided in this Section. City shall approve the modified Plans in writing if: (a) the Modified Plans conform to the terms and conditions of this Agreement; (b) the Modified Plans conform to the terms and conditions of the urban renewal plan; (c) the Modified Plans conform to all applicable federal, state and local laws, ordinances, rules and regulations and City permit and design review requirements; (d) the Modified Plans are adequate for purposes of this Agreement to provide for the construction of the Improvements, and (e) no Event of Default under the terms of this Agreement has occurred; provided, however, that any such approval of the Plans or Modified Plans pursuant to this Section shall constitute approval for the purposes of this Agreement only and shall not be deemed to constitute approval or waiver by the City with respect to any building, fire, zoning or other ordinances or regulations of the City, and shall not be deemed to be sufficient plans to serve as the basis for the issuance of a building permit if the Plans or Modified Plans are not as detailed or complete as the plans otherwise required for the issuance of a building permit. The Modified Plans must be rejected in writing by City within thirty (30) days of submission or shall be deemed to have been approved by the City. If City rejects the Modified Plans in whole or in part, Company shall submit new or corrected Modified Plans within thirty (30) days after receipt by Company of written notification of the rejection, accomplished by a written statement of the City specifying the respects in which Company's Modified Plans fail to conform to the requirements of this Section. The provisions of this Section relating to approval, rejection and resubmission of corrected Modified Plans shall continue to apply until the Modified Plans have been approved by the City; provided, however, that in any event Company shall submit Modified Plans which are approved by City prior to commencement of construction of the additional or modified Improvements. 3 Page 409 of 429 Page 4 of 22 Approval of the Plans or Modified Plans by the City shall not relieve Company of any obligation to comply with the terms and provisions of this Agreement, or the provision of applicable federal, state and local laws, ordinances and regulations, nor shall approval of the Plans or Modified Plans by City be deemed to constitute a waiver of any Event of Default. Approval of Plans or Modified Plans hereunder is solely for purposes of this Agreement and shall not constitute approval for any other City purpose nor subject the City to any liability for the Improvements as constructed. 5. Timeliness of Conveyance and Construction; Possibility of Reverter. 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 convey the Project Property, or to cause the Project Property to be conveyed, to Company and that without said commitment City would not do so. A. Deadlines to commence and complete. Subject to Unavoidable Delays (defined below), Company must obtain a building permit and begin construction on Phase 1 Improvements within four (4) months after the date of this Agreement (the "Phase 1 Start Date") and must complete construction within twelve (12) months after the date of this Agreement (the "Phase 1 Completion Deadline"). If Company desires to undertake the Phase 2 Improvements, it must complete construction of same within twelve (12) months after the date that City conveys the Phase 2 Property to Company (the "Phase 2 Completion Deadline"). For any phase, completion of construction shall be evidenced by issuance of an occupancy permit. B. Events triggering reverter of title. If, by the Phase 1 Start Date, Company has not in good faith begun construction of the Improvements upon the Phase 1 Property, then the City may terminate this Agreement following Company's failure to begin construction within thirty (30) days following written notice of default from City. If development has commenced by the Phase 1 Start Date or within any agreed period of extension, or with respect to Phase 2 such development has commenced, 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 such condition or event being an "Unavoidable Delay"), the requirement that construction is to be completed by the respective Phase Completion Deadline 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 the City may terminate this Agreement following Company's failure to diligently undertake construction within thirty (30) days following written notice of default from City. If at any time Company fails to diligently undertake construction and other activities necessary for completion of any given phase of Improvements, then City may terminate this Agreement following Company's failure to resume and diligently carry on, construction within thirty (30) days following written notice of default from City. City shall have no further obligations to Company under this Agreement if City terminates this Agreement as provided herein. 4 Page 410 of 429 Page 5 of 22 6. 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, as applicable, the Phase 1 Property or the Phase 2 Property that is free and clear of any lien, claim, charge, security interest, mortgage or encumbrance (collectively, "Liens") arising by or through Company. Concurrently with delivery of the deed, Company shall also deliver to City the abstract of title. Company shall pay in full, so as to discharge or satisfy, all Liens on or against the Phase 1 Property or the Phase 2 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 of 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, 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 Project Property of any type or nature whatsoever that attaches to the Project 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. 7. 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 Project 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 Project Property or any part thereof for any purpose except in connection with financing of the Improvements. 8. Utilities. Company will be responsible for extending water, sewer, telephone, telecommunications, electricity, gas and other utility services to any location on the Project Property and for payment of any associated connection fees. 9. 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 Phase 1 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 "B" it will not seek or cause a reduction in the taxable valuation for the Phase 1 Property as improved pursuant to this Agreement, which shall be fixed for assessment purposes, below the amount of $710,000.00 (the "Phase I Minimum Actual Value"), through: 5 Page 411 of 429 Page 6 of 22 (i) willful destruction of the Phase 1 Property, the Phase 1 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 execute and deliver the MAA concurrently with execution and delivery of this Agreement. In connection with construction of Phase 2 Improvements, the parties will execute and record an amendment to the MAA, or a new MAA governing the Phase 2 Property, for the purpose of increasing the Minimum Actual Value to an amount that reflects the value added by Phase 2 Improvements. The parties anticipate that each phase of Improvements shall have a minimum actual value of no less than $710,000.00. 10. Tax Rebates. Provided that Company has completed Phase 1 and Phase 2 Improvements before the respective Completion Deadline for each phase and has executed an amendment to the MAA as set forth in Section 9 above, City agrees to rebate property tax (with the exceptions noted below) with respect to both Phase 1 and Phase 2 Improvements, as follows: Year One through Year Five 50% rebate each year for any taxable value added by the completed Phase 1 and Phase 2 Improvements combined (each such payment is a "Rebate"). Each Rebate is payable in respect of a given property tax fiscal year (a "Fiscal Year") only to the extent that (a) Company has actually paid general property taxes due and owing for such Fiscal Year and (b) the city council has made an appropriation for the payment of the Rebate. To receive a Rebate for a given Fiscal Year, Company must, within twelve (12) months after the due date of the last installment of the property taxes for the respective Fiscal Year (i.e., the "March Installment"), submit a completed Rebate request to City on the form provided by or otherwise satisfactory to City. A failure to timely submit a request for a Rebate for a Fiscal Year will result in a forfeiture of the right to request a Rebate for such Fiscal Year. City agrees to consider a completed application for a Rebate within sixty (60) days after submission of the application to City. 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. Rebates shall not be paid based on 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 Fiscal Year in respect of which a Rebate may be given ("Year One") shall be the first full Fiscal Year for which the assessment is based upon the completed value of the combined Phase 1 and Phase 2 Improvements and not based on a prior Fiscal Year for which the assessment 6 Page 412 of 429 Page 7 of 22 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 such Improvements or a partial Fiscal Year. As an example of the above provision, in the event all Improvements on the Property are completed prior to January 1, 2025 and the Property and Improvements are assessed as fully completed based on the Plans, as may be revised, the property taxes that would be assessed based on the January 1, 2025 assessed value would be for the Fiscal Year ending June 30, 2027, with the taxes payable one-half by September 30, 2026 and one-half by March 31, 2027, then the first Rebate could be applied for after March 31, 2027 and prior to April 1, 2028. 11. Limitations on Payment of Rebates. A. Each payment of a Rebate is subject to annual appropriation by the city council each fiscal year. City has no obligation to make any payments to Company as contemplated under this Agreement until the city council annually appropriates the funds necessary to make such payments. The right of non - appropriation reserved to City in this paragraph is intended by the parties, and shall be construed at all times, so as to ensure that City's obligation to make future payments of Rebates shall not constitute a legal indebtedness of City within the meaning of any applicable constitutional or statutory debt limitation prior to the adoption of a budget which appropriates funds for the payment of that installment or amount. In the event that any of the provisions of this Agreement are determined by a court of competent jurisdiction or by City's bond counsel to create, or result in the creation of, such a legal indebtedness of City, the enforcement of the said provision shall be suspended, and the Agreement shall at all times be construed and applied in such a manner as will preserve the foregoing intent of the parties, and no Event of Default by City shall be deemed to have occurred as a result thereof. If any provision of this Agreement or the application thereof to any circumstance is so suspended, the suspension shall not affect other provisions of this Agreement which can be given effect without the suspended provision. To this end the provisions of this Agreement are severable. B. Notwithstanding the provisions of Section 10 hereof, City shall have no obligation to make a payment of a Rebate to Company if at any time during the term hereof City fails to appropriate funds for payment; City receives an opinion from its legal counsel to the effect that the use of Tax Increments resulting from the Property and Improvements to fund a Rebate payment to Company, as contemplated under Section 10 above, is not, based on a change in applicable law or its interpretation since the date of this Agreement, authorized or otherwise an appropriate urban renewal activity permitted to be undertaken by City under the Urban Renewal Act or other applicable provisions of the Code, as then constituted or under controlling decision of any Iowa court having jurisdiction over the subject matter hereof; or City's ability to collect Tax Increment from the Improvements and Property is precluded or terminated by legislative changes to 7 Page 413 of 429 Page 8 of 22 Iowa Code Chapter 403. Upon occurrence of any of the foregoing circum- stances, City shall promptly forward notice of the same to Company. If the circumstances continue for a period during which two (2) annual Rebate payments would otherwise have been paid to Company under the terms of Section 10, then City may terminate this Agreement, without penalty or other liability to City, by written notice to Company. C. For purposes of this Agreement, "Tax Increments" shall mean the property tax revenues on the Improvements and Property received by and made available to City for deposit in an account maintained under this Agreement, the provisions of Iowa Code § 403.19 and the ordinance governing the Urban Renewal Plan. 12. 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 with respect to each phase of Improvements: A. Company agrees during construction of the Improvements and thereafter until the MAA termination date(s) 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. Company will cooperate fully with the City in resolution of any traffic, parking, trash removal or public safety problems which may arise in connection with the construction and operation of the Improvements. D. Company will comply with all applicable land development laws and City and county ordinances, and all laws, rules and regulations relating to its businesses, other than laws, rules and regulations where the failure to comply with the same or the sanctions and penalties resulting therefrom, would not have a material adverse effect on the business, property, operations, or condition, financial or otherwise, of Company. E. The Project Property, or phase portion thereof, will have a taxable value as set forth in the MAA and any amendments thereto, and Company agrees that the minimum actual value of the Project Property and completed Improvements as stated in the MAA and any amendments thereto will be a reasonable estimate of the actual value of the Project Property and phase Improvements for ad valorem property tax purposes. Company agrees that it will spend enough in construction of the Improvements that, when combined with the 8 Page 414 of 429 Page 9 of 22 value of the Project Property and related site improvements, will equal or exceed the assessor's minimum actual value for the Project Property and Improvements as set forth in the MAA and any amendments thereto. F. Until termination of the MAA(s), Company will maintain, preserve and keep the Project 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. G. During the period that any Rebate is payable to Company under this Agreement, Company agrees that (1) it will not undertake, in any other municipality in Black Hawk County, the construction or rehabilitation of any commercial property as a primary location for Company's business operations of the type to be conducted on the Project Property, and (2) it will make no conveyance, lease or other transfer of the Project Property or any interest therein that would cause the Project Property or any part thereof to be classified as exempt from taxation or subject to centralized assessment or taxation by the State of Iowa. H. 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 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 Project Property that is determined by any tax official to be applicable to the Project 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 Project Property. 13. Conditions to CRy Funding. A. The complete or initial funding by City of the Rebates and other Project commitments shall be deemed an agreement of the parties that the applicable conditions to disbursement of funds shall, as of the date of such funding, have been satisfied or waived. If the conditions set forth in this Section are not satisfied at a Rebate disbursement date, this Agreement shall terminate unless a new disbursement date is established by amendment to this Agreement. The termination of this Agreement shall be the sole remedy available to City or Company if, for whatever reason, a condition set forth in this Section is not satisfied at a Rebate payment date, it being understood that each party shall nonetheless incur costs and liabilities prior thereto for which they alone are responsible. City and Company each expressly assumes all responsibility for the costs and liabilities they may each so incur prior to a Rebate payment date and agree to indemnify and hold each other harmless therefrom. 9 Page 415 of 429 Page 10 of 22 B. It is recognized and agreed that the ability of the City to perform the obligations described in this Agreement, including but not limited to the Rebate payments, is subject to completion and satisfaction of certain separate city council actions and required legal proceedings relating to the creation of a tax increment financing (TIE) district, including the holding of public hearings on the same. Further, all the obligations of City under this Agreement are subject to fulfillment, on or before each Rebate payment date, of each of the following conditions precedent: (i) The representations and warranties made by Company in Section 15 shall be true and correct as of the Rebate disbursement date with the same force and effect as if made at such date. (ii) Company shall be in material compliance with all the terms and provisions of this Agreement. (iii) There has not been, as of the Rebate disbursement date, a substantial change for the worse in the financial resources and ability of Company, or a substantial decrease in the financing commitments secured by Company for construction of the Improvements, which change(s) makes it likely, in the reasonable judgment of the City, that Company will be unable to fulfill its covenants and obligations under this Agreement. 14. 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. 15. Representations and Warranties of Company. Company hereby represents and warrants as follows: A. Company is not prohibited from consummating the transaction contemplated in this Agreement by any law, regulation, agreement, instrument, restriction, order or judgment. B. Company is duly organized, validly existing, and in good standing under the laws of the state of its organization and is duly qualified and in good standing under the laws of the State of Iowa. 10 Page 416 of 429 Page 11 of 22 C. Company has full right, title, and authority to execute and perform this Agreement and to consummate all of the transactions contemplated herein, and each person who executes and delivers this Agreement and all documents to be delivered to City hereunder is and shall be authorized to do so on behalf of Company. 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 bylaws 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. Assuming due authorization, execution and delivery by the other parties hereto, this Agreement 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. F. 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. 16. 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 Project 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 Project 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 11 Page 417 of 429 Page 12 of 22 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 Project Property and the construction, installation, ownership, and operation of the Improvements, or (3) any hazardous substance or environmental contamination located in or on the Project Property, but only to the extent such liability has not been previously transferred to and accepted by the City in writing. C. The provisions of this Section shall survive the expiration or termination of this Agreement. 17. Obligations Contingent. Each and every obligation of City under this Agreement is expressly made subject to and contingent upon City's completion of all procedures, hearings and approvals deemed necessary by City or its legal counsel for amendment of the urban renewal plan applicable to the Property and/or project area, all of which must be completed within 180 days from the date this Agreement is approved by the City council. If such completion does not occur, then any conveyance, benefit or incentive of any type provided by City hereunder within said 180-day period is subject to reverter of title, revocation, repayment or other appropriate action to restore such property, benefit or incentive to City, and Company agrees to cooperate diligently and in good faith with any reasonable request by City to effectuate the restoration of same, or failing such restoration Company agrees to be liable for same or for the fair value thereof, plus interest on any sums owing at the rate of 5% per annum commencing with the date of demand for payment, if said payment is not remitted to City within 30 days. 18. No Assignment or Conveyance. Company agrees that it will not sell, convey, assign or otherwise transfer its interest in the Project 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. 19. 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 Project Property, or this Agreement, without the prior written consent of City; 12 Page 418 of 429 Page 13 of 22 C. Failure by Company to pay, before delinquency, all ad valorem property taxes levied on or against any of the Project 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 or an 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 taw; (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 any of Project 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. 20. 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 Project Property or portion thereof 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 13 Page 419 of 429 Page 14 of 22 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. 21. 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. 22. 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. 23. 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. 24. 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: 14 Page 420 of 429 Page 15 of 22 (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 33 18 `J es of\AN- Attention: Managing Member. Vja=�'� �� ���oN. Sri 0 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. 25. 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. 26. 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. 27. 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. 28. 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. 29. Interpretation. This Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have 15 Page 421 of 429 Page 16 of 22 been prepared by counsel for one of the parties, it being recognized that the parties hereto and their respective attorneys have contributed substantially and materially to the preparation of each and every provision of this Agreement. 30. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 31. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute one and the same instrument. 32. 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. 33. 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. [signatures on next page] 16 Page 422 of 429 Page 17 of 22 CITY OF WATERLOO, IOWA By: Quentin M. Hart, May Airline Storage, L.L.C. By: i)--0 than Voigt Managing Member 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. °Y' cV Kelly Cunningham Jonat an Voigt 17 Page 423 of 429 Page 18 of 22 EXHIBIT "A" Legal Description of Project Property Phase 1 Property: Parcel being platted as Lot 1 of West Port, City of Waterloo, Black Hawk County, Iowa. Phase 2 Property: Parcel being platted as Lot 2 of West Port, City of Waterloo, Black Hawk County, Iowa. Page 424 of 429 Page 19 of 22 EXHIBIT "B" MINIMUM ASSESSMENT AGREEMENT _ This Minimum Assessment Agreement (the "Agreement") is entered into as of 2-© 2022, by and among the CITY OF WATERLOO, IOWA ("City"), Airline Sto age, L.L.C. ("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, (the "Property") 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 by the Company, the minimum actual taxable value which shall be fixed for assessment purposes for the land and Improvements to be constructed thereon by the Company as a part of the Project shall not be less than $710,000.00 (the "Minimum Actual Value") until termination of this Agreement. The parties hereto agree that construction of the Improvements will be substantially completed on or before the date set forth in the Agreement, but in any event not later than December 31, 2023. 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, 2033. Nothing herein shall be deemed to waive the Company's rights under Iowa Code Page 425 of 429 Page 20 of 22 § 403.6, as amended, to contest that portion of any actual value assignment made by the Assessor in excess of the Minimum Actual Value established herein. In no event, however, shall the Company seek or cause the reduction of the actual value assigned below the Minimum Actual Value established herein during the term of this Agreement. 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 By: Airline Storage, L.L.C. By: Quentin M. Hart, Mayor Jonathan Voigt Managing Member By: \ Kelley FelchlCity Clerk Page 426 of 429 Page 21 of 22 STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) On this '� day of , 2022, before me, a Notary Public in and for the State of Iowa, personally appeared Quentin M. Hart and Kelley Feichle, to me personally known, who being duly sworn, did say that they are the Mayor and City Clerk, respectively, of the City of Waterloo, Iowa, a municipal corporation, created and existing under the laws of the State of Iowa, and that the seal affixed to the foregoing instrument is the seal of said municipal corporation, and that said instrument was signed and sealed on behalf of said municipal corporation by authority and resolution of its City Council, and said Mayor and City Clerk acknowledged said instrument to be the free act and deed of said municipal corporation by it and by them voluntarily executed. NANCY HICBY COMMISSION NO.788229 MY C MIts1S21IXP�7 STATE OF IOWA COUNTY OF BLACK HAWK } ) ss. Subscribed and sworn to before me on MA, , 2022, by Jonathan Voigt as Managing Member of Airline Storage, L.L.C. ANGEL J COOPER COMMISSION NO. 779568 MYMSEXS 3 Page 427 of 429 Page 22 of 22 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 Seven Hundred Ten Thousand Dollars ($710,000.00) until termination of this Minimum Assessment Agreement pursuant to the terms hereof. Ass `s6r for Black Hawk County, Iowa Date STATE OF IOWA ) ss. COUNTY OF BLACK HAWK Subscribed and sworn to before me on Koenigsfeld, Assessor for Black Hawk County, low /OWN ADRIENNE MILLER COMMISSION NO. 809109 MY COMMISSION EXPIRES FEBRUARY 23, 2024 , 2022, by T.J. Page 428 of 429 : 507241wg:l5_ Shech15870-C200 (layout & Illllltlo:)-9,1,22.tleg -C200 - 09-09-22-4: 40 LF 12' RCP PIPE @ 1.00% REMOVE EXISTING > FENCE 1 PROPOSED 12" RCP APRON WI 10 TONS CLASS D RIP RAP N: 8861136.11 E:15458961.14 FL OUT: 660.50 PROPOSED SUBDRAIN OUTLET W/ RODENT GUARD AND 5 TONS CLASS DRIP RAP FL OUT: 860.50 PROPOSED 6' HOPE SUBDRAIN (TYP.) STM-201,'� 5;.w,i�__., vtC., .5_ r{',�,. f ic4r C1�.4" `C1"'I SW-401 (48in), T 0 ��: N:8661109.85 ;;s - C,, ST° :. 'fir , E:15458991.52 _ 1 ?�� `! 1 RIM: 884,69 _..,•,. Z �`tt .1,!- ice- - -' FL IN(S):861.00 --t %t_&n 'L. __ FL OUT (NW): B80.90- S Ic 11:16164, 1 islime, wilps -*TVA 8444 ill 1001: '41$4411 lite% iviajwila ..et di , 11-0101011 11-***We .011.14101101 f:�jf�j+4,� 1 01046110!�r 4 th 1"40*. Mks flls MO .1.1641164111.1111-144, !i` 1' L ...PROPOSED 6' HOP7 E SUBDRAIN TO BUILDING SUBDRAIN 208 LF 12' HDPE PIPE @ 1.00% II \\\\\\\\ STM-202 SW-512 (18 IN. TYPE 3 INTAKE), N:8860902.36 \E: 15458992.28 RIM. 866.03 FL OUT (N): 883.08 so TT%. a-V. en'..,.ss scer. ccc\.•m.rC[. RV:, 1 'r'C. -C',yns,... s.s.. �;is,+tj i ��.i-:1-, n ..:..........a.. •; s.... aa.ass.w: aaar.as.a�,aa•wy s..i:sa..11I 1 � :e"'' • • .{[: ' flu rI 1 ;j1 I FUTURE BUILDING : 2INCHSERVICE:;1 151` : m SANITARY SEWER • : SERVICE CLEANOUT ::: FE ... v.. KK,_J...L� spi FUTURE - - - DRIVEWAY + . * • . * SANITARY SEWER CLEANOIIL - ' WITH TRAFFIC RATED CASTING • + N: 8860923.86 E: 15458897.18 RIM = 866.95 FL= 858.85 •• 9 LF OF 2 INCH COPPER WATER SERVICE.: . • • •- • 2 INCH SERVICE , • , - PROPOSED BUILDING •CURB STOP : INSTALL FIRE HYDRANT • _1• •.• ASSEMBLY Wf VALVE. 6o CONNECT BUILDING ROOF DRAINS TO THEPROPOSED 6' HOPE BUILDING SUBDRAIN (TYP.) TRAFFIC CONTROL NOTES 1. ALL TRAFFIC CONTROL DEVICES & BARRIERS SHALL BE FURNISHED, ERECTED, MAINTAINED, & REMOVED BY THE CONTRACTOR. 2. PROPOSED CHANGES TO THE TRAFFIC CONTROL PLAN SHALL BE REVIEWED WITH THE ENGINEER BEFORE CHANGES ARE MADE. 3. ACCESS TO NEIGHBORING BUILDINGS SHALL BE MAINTAINED AT ALL TIMES. 4. ALL UTILITY WORK WITHIN THE PUBLIC R.O.W. SHALL CONFORM TO THE CITY OF WATERLOO STANDARDS & THE CURRENT EDITION OF THE MUTCD. 5. TWO-WAYTRAFFIC SHALL BE MAINTAINED AT ALL TIMES ALONG AIRLINE HWY. 6, THE CONTRACTOR SHALL USE CARE WHEN WORKING UNDER/OVER/AROUND ELECTRICAL LINES. 7. FLASHING OR STEADY BURN WARNING LIGHTS ARE REQUIRED ON TYPE II BARRICADES FOR OVERNIGHT CLOSURES. 8. WORK AREA MUST BE ENCLOSED WITH BARRICADES, FENCING, OR A COMBINATION OF THE TWO. GENERAL LAYOUT NOTES: 460 I .ff j 2 SERVICE. PLUG :•:•:•:•:•:: \\\\\\\\\\\\\\\\\\\\\\\\\\\\\ m m m : : FUTURE BUILDING :; SANITARY SEWER : , SERVICE CLEANOUT°'-r : .. -2'SERVICE PLUG, ;:::. ;.. I• I1...:1..a:a.:..:a.:...:�:..:a... a.�..•1.. _w ;t ...emu :o w-.. 61 LF OF 2 INCH COPPER ' , ` , ` _ _ 2 INCH SERVICE - - - � CURS STOP FUTURE " 35 LF OF 4' PVC DRIVEWAY SANITARY SEWER . . . + %. - SERVICE. MP.) 35LEOF4'PVC SANITARY SEWER : SERVICE. (TYP.} PVC 61 LF OF 2 INCH COPPER I WATER SERVICE. r9 LF OF 2 INCH COPPER WATER SERVICE. BOLLARDS (4) • • • • . . 2 IN/CH SERVICE PROPOSED 6' HOPE BUILDING SUBDRAIN MP.) 1. ALL WORK SHALL BE IN ACCORDANCE WITH OSHA CODES & STANDARDS. NOTHING INDICATED ON THESE DRAWINGS SHALL RELIEVE THE CONTRACTOR FROM COMPLYING WITH APPROPRIATE SAFETY REGULATIONS. 2. ALL DISTURBED AREAS SHALL BE SEEDED, FERTILIZED & MULCHED UNLESS OTHERWISE NOTED IN PLANS. REFER TO LANDSCAPING PLAN. 3. ANY DAMAGE TO THE PAVEMENT NOT SHOWN FOR REMOVAL ON THE PLANS DUE TO CONSTRUCTION ACTIVITIES SHALL BE REPAIRED AT THE CONTRACTORS EXPENSE. ALL EFFORTS SHALL BE MADE TO NOT DISTURB EXISTING PAVEMENT. 4. COORDINATE GAS, ELECTRIC, TELEPHONE, & FIBER OPTIC WITH RESPECTIVE UTILITY COMPANIES. 5. ALL CONSTRUCTION MATERIALS, DUMPSTERS, DETACHED TRAILERS, OR SIMILAR ITEMS ARE PROHIBITED ON PUBLIC STREETS OR WITHIN PUBLIC RIGHT-OF-WAY. 6. SEE ARCHITECTURAL PLANS FOR ACTUAL FOOTING DRAIN LOCATIONS TO TIE-IN TO THE PROPOSED STORM WATER SYSTEM. I. CONSTRUCTION NOTES: OINSTALL 6' DUCTILE IRON DOMESTIC WATER SERVICE WITH 8' VALVE. 6' DUCTILE IRON WATER SERVICE WILL BE REDUCED TO A 2' COPPER WATER SERVICE AT THE BUILDING PRIOR TO THE METER CONNECTION, ® LIVE TAP 6' DUCTILE IRON WATER SERVICE TO EXISTING 12° WATER MAIN PER WATERLOO WATER WORKS SPECIFICATIONS. INSTALL PRIVATE SANITARY SEWER SERVICES. SLOPE MUST BE 1% OR GREATER. CONNECT PRIVATE SANITARY SEWER SERVICE TO EXISTING SANITARY MAIN. FIELD VERIFY FLO WUNE AND SIZE PRIOR TO ORDERING PIPE. CONNECT ELECTRIC SERVICE TO NEAREST EXISTING POLE MOUNTED TRANSFORMER. COORDINATE WITH MIDAMERICAN . (FIELD VERIFY LOCATION) ro 5 I • • FES-302 12' RCP APRON, N: 8860695.99 1. E: 15458964.52 FL IN: 866.74 8 I 1 6' SANITARY SERVICE CONNECTION N: 8860701.52 E: 15458897.91 II I FES301 12° RCP APRON, N: 8860695.75 E: 15458834.28 FL OUT: 866.49 I I III eh DETAILS: ♦ • ♦ I I 130LF12''RCP PIPE @0.19% 1 s P INSTALL 1090 SY PCC PAVEMENT, 6' PCC/ 6' GRANULAR SUBBASE. INSTALL 498 SY PCC DRIVEWAY, 6' PCC/ 6' GRANULAR SUBBASE. d LIP INSTALL 800 SY OF 6' MODIFIED ROCK TURNAROUND AREA OVER 12' SUBGRADE PREP. CORE OUT SUBGRADE 24' x 40', 6" DEEP AND PLACE 107 SY OF MACADAM STONE. COVER AREA WITH GEO-GRID, OVERLAPPING EDGES 1 FOOT. SANITARY SEWER SERVICE CLEANOUT BOLLARD DETAIL DUMPSTER ENCLOSURE DETAIL WATER METER PIT HYDRANT ASSEMBLY C 0 CPAPRC SCALE 20' 4ry E4 REVISION EMU REVISION C1 CGA Cl.rys ti:e-OvierAssm..e*, Inc 5106 IN.55c Dma Ced,rFa . b... K613 Ph 319266-0255 DESIGNED: -- DATE - DRAWN: - DATE - CIIECKED: --- DATE: - APPROVED. - DATE: -- 3318 WEST AIRLINE HIGHWAY WATERLOO, IOWA OVERALL LAYOUT & UTILITIES PFDEECT 5870 SHEET NO. C.2000 Page 429 of 429