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HomeMy WebLinkAboutGalactic Holdings LLC - Temporary Construction Easement Agreement - 2.21.2025Prepared by Christopher S. Wendland, 315 E. 5th Street, Waterloo, IA 50703. Phone (319) 234-5701 TEMPORARY CONSTRUCTION EASEMENT AGREEMENT This Temporary Construction Easement Agreement (the "Agreement") is entered into as ofJwiup 2,1 , 2025 by and between Galactic Holdings, LLC ("Grantor") and the City of Waterloo, IMva ("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, and across the real estate (the "Easement Premises") legally described as set forth on Exhibit "A" attached hereto and by this reference made a part hereof. Grantee shall not access or use any of Grantor's property located outside the Easement Premises for the purposes granted herein. 2. Term. The Temporary Easement shall expire automatically upon the earlier of conclusion of all construction, cleanup and demobilization activities upon the Easement Premises or April 1, 2026. Grantee shall have the right to extend the term past April 1, 2026 up to December 31, 2026 by payment of $400.00 per acre of the Easement Premises, which matches the cash rental income that Grantor would expect to otherwise receive from a tenant. Said sum shall be paid in full no later than April 3, 2026, regardless of the period after April 1, 2026 that Grantee actually makes use of the Easement Premises. 3. Purpose. Grantee, its employees, contractors and agents, may access and use the Temporary Easement to conduct activities reasonably necessary for the construction of public utilities infrastructure and other improvements (collectively, the "Improvements") on adjacent land that Grantee is purchasing from Grantor (the "City Property"). Grantee shall assume all responsibility for the construction of the Improvements on the City Property, and Grantor shall have no liability relating to the Temporary Easement or the Improvements except as may arise from the Grantor's own negligent acts or omissions or willful misconduct. 4. Grantor Duties and Privileges. Grantor shall deliver possession of the 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 Easement Premises in any way for Grantee's use. Following transfer of possession of the Easement Premises, Grantor shall have no further duty or obligation with respect to the Easement Premises, except as set forth herein. Grantor may mow grasses and vegetation growing in the Easement Premises, but may not conduct other activities upon the Easement Premises without the prior written consent of Grantee. Any entry upon the Easement Area by Grantor, its employees or agents for approved purposes will be at their sole risk. 5. Grantee Duties. A. Grantee shall exercise the rights and privileges granted hereunder at its own risk and expense, shall minimize the actual area of the Easement Premises to be disrupted by the work, shall locate and protect any existing underground and above- ground utility lines, and upon completion of the Improvements shall restore the Easement Premises according the standards stated in paragraph B below. Grantee shall comply with this Agreement and the requirements of all applicable laws and regulations, and shall obtain and comply with such licenses and permits as are required for Grantee's activities hereunder. Grantee shall require its contractor and construction agents to obtain and maintain in full force and effect all insurance required by law and such commercially reasonable insurance coverage as may be additionally required by Grantee to cover the risks associated with the construction activities hereunder. B. Grantee may place borrow material from the City Property onto the Easement Premises up to the grade of Van Miller Way. Material will be placed in a manner reasonably determined as to not increase the cost of future development and as will allow the parcel to be tillable until developed. City will first strip, salvage, and stock pile the Easement Premises top soil and then have the subgrade proof -rolled with a loaded tandem dump truck in the presence of the City Engineer (or his representative) to identify soft and yielding areas, over -excavate all such soft and yielding areas to a depth of 1 foot and replace with suitable material and geogrid, place the excavated material in 9" maximum loose thickness lifts, compact it to 95% of standard proctor density at -2 to +3% of optimum moisture, and re -spread top soil to uniform 6" thickness. Excess topsoil shall be left on site near the Van Miller Way right of way in a stockpile with maximum 3:1 slopes to allow for mowing and maintenance. Grantee shall seed, fertilize, and mulch all disturbed areas and install appropriate erosion control. 6. Liens. Grantee shall not cause any mechanic's lien or other lien to be filed against the Easement Premises, or any part thereof by reason of construction of the Improvements. If any such lien shall at any time be filed against Grantor or the Easement Premises, then Grantee shall cause the same to be discharged of record within thirty (30) days of the date that Grantee receives notice of the same. 7. Indemnification. Grantee agrees to defend, protect, indemnify and hold harmless Grantor from an against all claims, demands, liens, costs, losses, expenses and liabilities of any kind, including attorney's fees, arising out of or resulting from or related to the construction of the improvements on the Easement Premises. 8. Miscellaneous. This Agreement shall be binding on and inure to the benefit of the parties hereto and their respective successors and assigns. This Agreement may be executed in one or more counterparts, each of which, including counterparts signed 2 electronically or signed counterparts transmitted by electronic means, shall be deemed an original and all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the parties have executed this Temporary Construction Easement Agreement by their duly authorized representatives as of the date first set forth above. GALACTIC HOLDINGS, LLC By: Przes,d4- David Deeds, President STATE OF IOWA ) ss. BLACK HAWK COUNTY ) CITY OF WATERLOO, IOWA Acknowledged before me onleMiiirgy Galactic Holdings, LLC. "'4%TIM ANDERA r COMMISSION NO. 772518 * * MY COMMISSION EXPIRES /ow.. APRIL 11, 2027 STATE OF IOWA ) ss BLACK HAWK COUNTY ) • Acknowledged before me on1al - a ") , 2025 by Quentin Hart and Kelley Felchle as Mayor and City Clerk, respectiv 9 By: Quentin Hart, Mayor Attest: Kelley Fe1ch1e /City Clerk , 2025 by David Deeds as President of Notary Phblic kPp'" S BRITNI C PERKINS z A ➢ COMMISSION NO. 845529 * ,„, * MY COMMISSION EXPIRES IOWA JANUARY 27, 2026 of the City of Waterloo, Iowa. 3 ASSIGNMENT OF REAL ESTATE PURCHASE AGREEMENT This Assignment is entered into as of January , 2025, by and between Galactic Development Corp. ("Assignor") and Galactic Holdings, LLC ("Assignee"). Assignor is Seller under that certain Offer to Buy Real Estate and Acceptance dated October 7, 2024 (the "Agreement"), wherein City of Waterloo, Iowa is Buyer. For consideration received, Assignor does herby assign, transfer and convey to Assignee all of Assignor's rights under the Agreement to purchase the Property as defined therein, subject to all terms and conditions of the Agreement. Assignee hereby accepts such assignment. IN WITNESS WHEREOF, the parties have executed this Assignment by their duly authorized representatives as of the date first set forth above. ASSIGNOR Galactic Development Corp. de y B David Deeds, President ASSIGNEE Galactic Holdings, LLC By: David Deeds, President %es-, Consent to Assignment — The City of Waterloo, Iowa hereby consents to the foregoing Assignment. City of Waterloo, Iowa By: � _,�u i1�t, �j� �•o Quentin Hart, Mayor ' TEMORARY EASEMENT FOR STORM WATER DETENTION BASIN PART OF THE NORTHWEST THE NORTHWEST 1/4 1/4 OF AND PART OF THE NORTHEAST 1/4 OF THE NORTHWEST 1/4 ALL IN SECTION 8, TOWNSHIP 88 NORTH, RANGE 13 WEST OF THE 5TH P.M., OF WATERLOO, COUNTY OF BLACK HAWK, IOWA CITY STATE OF WATERLOO COUNTY CLUB NE CORNER OF THE ADDITION NORTHWEST 1M PART OF FOUND 1 IN PIPE FOUND t IN PIPE TRACT^" N. LINE OF E va e-1aw Nee`oaBVE —SUNNYSIDE SOUTH OM PLATS OF ADDITION oO n P.o.c. vpc 3ee2 _--'—... " -.W -._—_.... zesa<e ._. --_--____.__._ FOUND REBAR ... a°FEEEE eooK°vwiEiu - . I NwcoaNExoFTHE _ _LOT FOUND PI - `o*+ OPC xo.+sxw-"'- --__'- Description: Temporary Easement 8-135.13W FOUND PK NAIL Aparcel North 3W feet of the Northwest 1/4 of the o land situated In part of the ES151ING TICSOOKa3a, .`� PRESET NW Es u-- in 8, BFROM PAG[3as W. DRIVE cc TRAciA w. SAx �raRNN DRIVE (VAN MILLER Northwest 1/4 and let part of the Northwest 1/4 of the Northwest 1/4. all Section Township 88 North, Range 13 West of thesth P.M., City of Waterloo, County of Black ® W. snNNnaxnN DRIVE W. SAN NARNAN DRIVE Hawk. State of Iowa, more particularly described as follows. © O O ----_-----_------�-- --- -- Commencing at the Northwest corner of the Northwest 1/4 of said Section 8; thence a.G. EASEMENT `851308101001 eai3\ South 00'22'49" East (assumed bearing for the purpose of this description) along the !FOUND S/8 IN DOTALUM.REBAR 214.132 SQUARE FEET �pa a ACRES LY wuxE PART OF 191E N. 307 PART OF THE N. 30C OF THE NW 114 OF THE NW SEC. aas�aw < OF THENi1w THE tiw a West line of the NOrthwest 1/4 of said Section 8,atlistanteof 283.93fmt; thence North 89'3711" East. 67.95feet (69.5Ofeet record) to the present Easterly right-of-way line of O w.aTM STREET PART Or THE NE 1/4 OF THE NW1/4 West ath Street, being the Point of Beginning; thence North 41'28'24" East along the SEC. 835-+3w present Easterlyrightof-wayline of West 4th Street, 89.40feet to the present Southerly SEWEREASEMtENT E right-of-way line of West San Marnan Drive; thence North 86'52'S6" East along the EO820 v FILEpresent Southerly right-of-way line of West San Maman Drive, 545.53feet; thence NW pia SEC- Bae-tawPART OF THE South 24°4310' West, 143.12 feet; thenceSouth 00'08'5Y West, 83.21 feet; thence South 1S-S5'05' East, 336.32 feet to the present Northerly right-of-way line of U.S. 101003 � Highway20; thence North 67-1734-West along the present Northerlyrghtof-way line FOUND St IN REBAR of U.S. Highway 20, a distance of 688.26 feet to the present Easterly right-of-way line of Ipornwu. env 1- West 4th Street; thence North 00'22r49" West along the present Easterlyrightof-way teal ra N4.4One of West 4th Street, 174.36 feet to the Point of Beginning. u.:, xvnn -___. _ . Containing Acres 214,139 Square Feet of 4.92 PRESENT N'LY R-O-W LINE u.c. Hwt aB & oil .54 A 9 To ] x oo za +s w lzuc J EC.0438.13w v/III/ SEC. eee-taw //// 5T0.4. S. 3I a] 3O W 143.2E SW CORNER Or THE NORTHWEST 1M SECTION I t SE CORNER OF IN HEAD FROM EXISTING I DO. 22BeDatta .— _ _-__— _—_— —_.________—___—_—_—____.__.—.__--ec FOUND 1' PINCH 0 n ca 30 __-__ PIPE FROM EXISTING ---------------------- A_COM