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HomeMy WebLinkAboutFDP - CITY HALL SALE CLOSING DOCS (EXECUTED) 7.31.2025American Land litle Association File No./Esaow No.: Print Date& Time: Offimr/Esaow Officer: Settlement Location: Property Address: Borrower: Seller: Lender: Settlement Date: Disbursement Date: Seller 25070858 Meridian Title Company ALTA Universal ID 1044832 423 17th street Rock Island, II 61201 July 31, 2025 at 09:57·AM Meridian litle Company 423 17th Street Rock Island, IL 61201 100 E 4th St Waterloo, IA 50703 Oty of Waterloo, Iowa A)p CD, LLC July 31, 2025 July 31, 2025 Desoiption Debit Credit $ 6,200,000.00 $ 200,000.00 Finandal Sale Price of Property Deposit Excess Deposit Pro rations/ Adjustments Loan Charges to Other Loan Charges Impounds Al TA Settlement Statement -Combined Adopted 05-01~2015 B01TOwer/Buyer Debit Credit $6,200,000.00 $ 200,000.00 ______________ T_it-'--'le""""Ch~a....,rg..._es ___ &_E_sa_• _ow __ /_S_e_ttt_e_m_e_n_tCll_a....,rg __ es ___________ ____.l $7,750.00 $ 500.00 $ 300.00 $2,550.00 $1,675.00 copyright 2015 American land Trtfe Amdation All rights re9:Nai litle -Owners Title Insurance to Meridian litle Cnmpany coverage: $ 6,200,000.00 Premium: $ 7,750.00 lilie-Settlement Fee to Mertdian litle company lltle -Search Fee to Meridian lltle Company litle -25070872 Premium to Meridian Title &Search Foo Company litfe -25070871 Premium to Meridian litle &Search Fee Company $ 500.00 (25070858.PFD/25070858/14) Printed on 07/31/25 at09:57·AM Debit $ 2,500,445.41 $2,087,347.90 $ 541,699.54 $ 132,493.00 $ 121,656.00 $10,332.30 $175.00 $ 200.00 Seller Credit $ 5,617,043.35 $ 6,200,000.00 $ 582,956.65 $ 6,200,000.00 $ 6,200,000.00 Copyright 2015 American Land Title Ass)ciation All rights re:ave:1 ALTA Settlement Statement Combined -Continued Borrower/Buyer Debit Government Remtding and Transfer Charges Rocording Fees to County Recorder $ 32.00 Dee::f :$32.00 Mortgage:$0.00 State tax/stamps to County Recorder Payoffs Payoff of Rrst Mortgage to Bank of Loan Farmington Bank of Farmington Loan Payoff $ 2,500,445.41 As of 08/01/25 Include additional interest for -1 Days @ Pa-Diem/Day Prus 1 Extra Days Payoff of Second Mortgage to State Bank of Loan Graymont State Bank of Graymont Loan Payoff $ 2,087,347.90 As of 08/01/25 Include additional interest for M1 Days@ Per Diem/Day Plus 1 Extra Days Payoff State Bank of Graymont Loan Payoff As of 08/01/25 to State Bank of Graymont $ 541,699.54 Include additional interest for -1 Days @ Per Diem/Day Plus 1 Extra Days Misoollaneous Incoming R.mds from Qty of Waterloo Sold Taxes to Brack Hawk Co Oetk Black Ha\Nk County Oeri< 2024 taxes to Black Hawk C.ounty Treasurer Black Hawk County Treasurer 2025 tax prorate to Qty of Waterloo 7 /1/25w7 /24/25 Wire out fees to Meridian litle Company Additional recon:ting fees to Meridian litle Company Subtotals Balance Due FROM Balance Due TO TOTALS $ 6,200,532.00 Credit $ 6,200,000.00 $ 532.00 $ 6,200,532.00 (25070858,PFD/25070858/14) Print:Ed on 07/31/25 at 09:57·AM ALTA Settlement Statement Combined~ Continued Seller Borrower/Buyer Debit Credit Debit Credit Acknowledgement We/I have carefully reviewed the AL TA Settlement Statement and find It to be a true and accurate statement of al receipts and disbursements made on my account or by me in this transaction and further certify that I have received a copy of the AL TA Settlement Statement Well authorize Merk.lian Trtle Company to cause the funds to be disbursed i1 accordance with this statement. APPROVED /lS TO FORM: Oty of Waterloo, Iowa BY:D~ FDP CD, j - /~, Copyright 2015 American Land Trt:le Ass:x:iation All rights re:a-voo (25070858.PFD/25070858/14) Priotro on 07/31/25 at 09:S7·AM Return To: City of Waterloo, Iowa, 715 Mulberry Street, Waterloo, IA 50703 Taxpayer: City of Waterloo, Iowa, 715 Mulberry Street, Waterloo, IA 50703 Preparer: Justin A. Teitle, 2550 Middle Rd, Ste 604, Bettendorf, IA 52722, Tel: 563-345-4100 ;ttr~~'l.'A.'.I~ i 9 I i ~ ~.JI l~: .s• oil:' ~bcrxt\: WARRANTY DEED (CORPORATE/BUSINESS ENTITY GRANTOR) For the consideration of One Dollar(s) and other valuable consideration, FDP CD, LLC, a limited liability company organized and existing under the laws of Iowa, does hereby Convey to City of Waterloo, Iowa, a municipal corporation organized and existing under the laws of Iowa, the following described real estate in Black Hawk County, Iowa: Tract 1: Lot 9, except the Northwesterly 40 feet in width thereof, Block 3, in the Original Plat on the East side of the Cedar River, in the City of Waterloo, Black Hawk County, Iowa. Tract 2: The Northwest 40 feet of Lot 9, Block 3, in the Original Plat on the East side of the Cedar River, in the City of Waterloo, Black Hawk County, Iowa. Tract 3: The Southeasterly 55 feet of Lot 10, Block 3, in the Original Plat on the East side of the Cedar River, in the City of Waterloo, Black Hawk County, Iowa. Tract 4: That part of vacated Water Street lying between the Southeasterly line of Fourth Street and the Northwesterly line of Fifth Street as established by extending the Northwesterly and the Southeasterly line of Block 3, in the Original Plat on the East side of the Cedar River, in the City of Waterloo, Black Hawk County, Iowa. Tract 5: All that part of a tract ofland in the fractional block opposite Block 3 between Water Street and the Cedar River and between Fourth Street and Fifth Street, Original Plat East Waterloo, Iowa, which is described as follows: Commencing at the most Southerly comer of Block 3, Original Plat of East Waterloo, Black Hawk County, Iowa; thence Southwesterly along the Southeasterly line of said Block 3 extended 49 .5 feet to the Easterly comer of fractional block opposite said Block 3 and the point of beginning: thence continuing southwesterly 104.92 feet along said extension, said line being the Northwesterly line of 5th Street; thence Northwesterly parallel with Water Street, 83.5 feet; thence Northeasterly parallel with 5th Street, 38.0 feet; thence Northwesterly parallel with Water Street, 23.0 feet; thence Northeasterly parallel with 5th Street, 66.92 feet to the Southwest line of Water Street; thence Southeasterly along said line, 106.50 feet to the point of beginning, except that part lying within the following described parcel: Commencing at the point of intersection of the extension of the Northwest line of Block 3, Original Plat of East Waterloo and the Southwest line of Water Street; thence North 48 degrees, 15 minutes West, 3 .10 feet to the extension of the Southeast line of Fourth Street Bridge, said Southeast line of the bridge being parallel to and 28.5 feet from the center line of said concrete bridge; thence Southwesterly 78.25 feet along said Southeast line of the bridge to the Southwesterly face of the old stone wall connecting the bridge and the foundation of the old Mill Company building; thence along the Southwest face of the wall connecting the bridge with the Mill Company building to the Westerly comer of the old Mill Building, said point being South 41 degrees 27 minutes West, 89.85 feet and North 47 degrees 49 minutes West 2.0 feet from the place ofbeginning; thence South 4 7 degrees 49 minutes East 62.0 along the line of the old Mill Company building to the intersection with the River Front line as established by decree of the District Court of Black Hawk County; thence South 45 degrees 36 minutes East 138.6 feet along said River Front line to the point of intersection of said line with the North line of a certain private alley deeded to the Com Belt Telephone Company in 61 TLD 119, said point being 106.5 feet Northwest of Fifth Street and 96.67 feet from Water Street; thence North 41 degrees 29 minutes East, 96.67 feet parallel with the Northwest line of Fifth Street, to the Southwesterly line of Water Street; thence North 48 degrees 15 minutes West, 198.6 feet to the point of beginning. Tract 6: All that part of a tract of land in the fractional block opposite Block 3 between Water Street and the Cedar River and between Fourth Street and Fifth Street, Original Plat East Waterloo, Iowa, which is described as follows: Commencing at the point of intersection of the extension of the Northwest line of Block 3, Original Plat of East Waterloo and the Southwest line of Water Street; thence North 48 degrees, 15 minutes West, 3 .10 feet to the extension of the Southeast line of Fourth Street Bridge, said Southeast line of the bridge being parallel to and 28.5 feet from the center line of said concrete bridge; thence Southwesterly 78.25 feet along said Southeast line of the bridge to the Southwesterly face of the old stone wall connecting the bridge and the foundation of the old Mill Company building; thence along the Southwest face of the wall ©The Iowa State Bar Association 2025 IowaDocs® Form No. 335, Warranty Deed -Corporation/Business Entity Grantor Revised June 2022 connecting the bridge with the Mill Company building to the Westerly comer of the old Mill Building, said point being South 41 degrees 27 minutes West, 89.85 feet and North 47 degrees 49 minutes West 2.0 feet from the place of beginning; thence South 4 7 degrees 49 minutes East 62.0 along the line of the old Mill Company building to the intersection with the River Front line as established by decree of the District Court of Black Hawk County; thence South 45 degrees 36 minutes East 138.6 feet along said River Front line to the point of intersection of said line with the North line of a certain private alley deeded to the Com Belt Telephone Company in 61 TLD 119, said point being 106.5 feet Northwest of Fifth Street and 96.67 feet from Water Street; thence North 41 degrees 29 minutes East, 96.67 feet parallel with the Northeast line of Fifth Street, to the Southwesterly line of Water Street; thence North 48 degrees 15 minutes West, 198.6 feet to the point of beginning, that lies within the following described parcel: Commencing at the most Southerly comer of Block 3, Original Plat of East Waterloo, Black Hawk County, Iowa; thence Southwesterly along the Southeasterly line of said Block 3 extended, 49 .5 feet to the Easterly comer of fractional block opposite said Block 3 and the point of beginning: thence continuing southwesterly 104.92 feet along said extension, said line being the Northwesterly line of 5th Street; thence Northwesterly parallel with Water Street, 83.5 feet; thence Northeasterly parallel with 5th Street, 38.0 feet; thence Northwesterly parallel with Water Street, 23.0 feet; thence Northeasterly parallel with 5th Street, 66.92 feet to the Southwest line of Water Street; thence Southeasterly along said line, 106.50 feet to the point of beginning. Tract 7: The Northwesterly eighty and five tenths (80.5) feet of Lot Ten (10), Block Three (3), Original Plat on the east side of the Cedar River in the City of Waterloo, Black Hawk County, Iowa. Tract 8: The Northwesterly thirteen and sixty-six hundredths (13.66) feet of the Southeasterly sixty-eight and sixty-six hundredths (68.66) feet of Lot Ten (10), Block Three (3), Original Plat on the east side of Cedar River in City of Waterloo, Black Hawk County, Iowa. There is no known private burial site, well, solid waste disposal site, underground storage tank, hazardous waste, or private sewage disposal system on the property as described in Iowa Code Section 558.69, and therefore the transaction is exempt from the requirement to submit a groundwater hazard statement. The grantor hereby covenants with grantees, and successors in interest, that it holds the real estate by title in fee simple; that it has good and lawful authority to sell and convey the real estate; that the real estate is free and clear of all liens and encumbrances, except as may be above stated; and it covenants to Warrant and Defend the real estate against the lawful claims of all ©The Iowa State Bar Association 2025 IowaDocs® Form No. 335, Warranty Deed-Corporation/Business Entity Grantor Revised June 2022 persons, except as may be above stated. Words and phrases herein, including acknowledgment hereof, shall be construed as in the singular or plural number, according to the context. Dated: FDP CD, LLC, an Iowa limited liability company ~ y---+r------------- -Rodney A. Blackwell, Manager STATEOF_~-""r-~---_· ____ ,COUNTY OF µ.::;JU. This record was acknowledged before me on -2"'--+-f _'.3_1_/_~_if ________ _ by Rodney A. Blackwell, as Manager, of FOP CD, L~ty company. ©The Iowa State Bar Association 2025 IowaDocs® Sign Form No. 335, Warranty Deed -Corporation/Business Entity Grantor Revised June 2022 Prepared by: Justin A. Teitle, 2550 Middle Rd, Ste 604~ Bettendorf, IA 52722, Ph: 563-345-4100 Return to: Justin A. Teitle, 2550 Middle Rd, Ste 604, Bettendorf, IA 52722 ASSIGNMENT AND ASSUMPTION OF DEVELOPMENT AGREEMENT This Assignment and Assumption of Development Agreement (the "Agreemenf1) is entered into as of July 31, 2025, by and between FOP CD, L.L.C. (the "Company"), and WCH DEV, L.L.C. ("WCH"), and WLA DEV, L.L.C. (''WLA"), and consented to by the City of Waterloo, Iowa (the "City"). RECITALS A. On December 2, 2024, the Company and City entered into a Development Agreement concerning urban renewal project activities in an area known as the Downtown Waterloo Urban Renewal and Redevelopment Area rurban Renewat Area"). B. Company has determined it is desirable to assign its rights and obrigations under the Development Agreement related to 622 Mulberry Street to WLA, DEV, L.L.C., an Iowa Limited Liability CompanyJ and its rights and obligations under the Development Agreement related to 715 Mulberry Street to WCH, DEV., L.L.C. an Iowa Limited Liability Company. C. WLA, DEV1 L.L.C. and WCH, DEV., L.L.C, respectively, desire to accept Company's assignment of rights and obligaUons, and furthermore agree to be bound by each term and provision of the Development Agreement as though each of them were an original party to the Development Agreement. D. City wishes to approve the assignment of the rights under the Development Agreement in furtherance of the goals of the Urban Renewal Area. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows: 1. Assignment of Rights. FOP CD, L.L.C., hereby assigns and transfers its rights and obligations under the Agreement as those rights and obligations relate to the real estate located at 622 Mulberry Street, Waterloo, Iowa, unto WLA DEV, L.L.C. FOP CD, L.L.C., hereby assigns and transfers its rights and obligations under the Agreement as those rights relate to the real estate located at 715 Mulberry Street, Waterloo, Iowa, unto WCH DEV, L.L.C. 2. Rights and Obligations upon Transfer. WLA DEV, L.L.C. and WCH, DEV., L.L.C. respectively, shall have the same rights and obligations as Company and each agrees to be bound by the terms and provisions of the Development Agreement, and City shall also have the same rights and responsibilities with respect to WLA DEV, LL.C. and WCH DEV, L.L.C, respectively. 3. Consent by City. City hereby consents to and approves the assignments contained herein. 4. Acceptance of Assignment. WLA DEV, LL.C., and WCH DEV, L.L.C., hereby each accept the rights assigned, and the obligations they have, respectivelyJ under the Development Agreement, and furthermore agree to be bound by each term and provision of the Development Agreement. 5. Counterparts. This Agreement may be executed in multiple counterparts, each of which shalt be deemed an original and all of which, taken together, shall constitute one and the same instrument. 6. Entire Agreement. This Agreement, together with the exhibits attached hereto, constitutes the entire agreement of the parties and supersedes an prior or contemporaneous negotiations, discussions, understandings, or agreements. whether oraf or written, with respect to the subject matter hereof. [signatures on next page] 2 IN WITNESS WHEREOF, the parties have executed this Assignment and Assumption of Development Agreement by their duly authorized representatives as of the date first set forth above. t : Rodney A. Blackwell, Its Manager WCH DEV, L.L.C . ~ Rodney A. Blackwell, Its Manager 3 WLA DEV, L.L.C . • ~-- By: Rodney A. Blackwell, Its Manager CITY OF WATERLOO, IOWA By:f1.1~· Quentin M. Hart, Mayor Atte EXHIBIT 0 A" Legal Description of Properties Phase 622 Property Original Plat Waterloo East, Lots 1 an~ 4, Block 28, except Southwest 28 feet of Lot 4. Phase 715 Property Original Plat Waterloo East, Lots 1 through 10, Block 40. APPLICATION AND AFFIDAVIT FOR REDEMPTION OF REAL ESTATE SOLD FOR TAXES District 940001 Parcel No. 891325108005 Amount of Redemption 132,493.00 State of llinois ) ) ss. County of Rock Island ) I, the undersigned, hereby request that the Blackhawk County Treasurer issue , as directed by me, a Certificate of Redemption from tax sale of the above-numbered parcel of property located in Blackhawk County. The undersigned hereby agrees to indemnify and ho ld harmless the Blackhawk County Treasurer from any damages sustained because of such redemption. To satisfy the Treasurer that I have an interest in the property itself sufficient to give me a right to redeem it upon payment of the proper amount, I do depose and certify under penalty of perjury that I am, or the party on whose behalf I am acting is: 1. XX The Titleholder of Record. 2._The person in whose name the parcel was/is taxed. 3 ._A person in possession of the parcel. 4._A mortgage with a lien on the parcel. 5 ._A vendor of the parcel under a recorded contract of sale. 6. A lessor with a recorded lease or recorded memorandum of a lease. 7 ._Any other person who has an interest of record. 8._A person who acquired an interest in or possession of the parcel subsequent to the filing of the notice of expiration of the right of redemption ( only on Certificates after April 24,95) If box 7 or 8, brief description of interest in the parcel: _____________ _ FOP, CD LLC ;.r: -=- Person or entity to redeem (print) .,,.. Rodney Blackwell Signature 201 n Harrison , Apt 402, Davenport, IA 52801 Managing Member -----------------Address Title, or capacity if agent, attorney or personal representative 563-650-0127 Phone number 31st owa '20 25 ---------- • OFFICIAL SEAL TRINIDAD JOHN LEON Notary P~bli.c, State of Illinois Comm1ss1on No. 977786 My Commission Expires . September 13, 2025 . COMMERCIAL LEASE AGREEMENT BETWEEN WCH DEV, LLC AND CITY OF WATERLOO THIS COMMERCIAL LEASE AGREEMENT (this "Lease~' or this "Agreement's) is. entered into as of this 31st day of July, 2025, between WCH DEV, LLC ('~Landlord''), and City of Waterloo, Iowa ("Tenant" or "City"). RECITALS A. Landlord is the owner of land and improvements thereon commonly known and numbered as 715 Mulberry Street, Waterloo, Iowa, consisting of land and a building previously occupied in its entirety by Tenant (the "Leased Premises"). B. Landlord desires to lease the Leased Premises to Tenant, and Tenant desires to lease the Leased Premises from Landlord upon the mutual covenants and conditions set forth in this Agreement. AGREEMENT NOW, THEREFORE, in consideration of the foregoing introduction and recitals, which are incmporated herein by reference, the following mutual covenants and conditions, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant hereby agree as follows: 1. Term of Agreement. Landlord hereby leases the Leased Premises to Tenant, and Tenant hereby leases the same from Landlord, for a term beginning July 31, 2025, and ending May 31, 2026 (the "Term"). The Term shall be at the rental amount set forth in Section 2 herein. Tenant shall have possession at the beginning of the Initial Term. Tenant shall have the right to extend the Term (the "Extended Term'') on a month-to-month basis by up to three (3) months at Tenant's option. Each month comprising the Extended Term shall be at the rental amount set forth in Section 2 herein. In order to extend the Term to continue from June 1, 2026, to June 30, 2026, Tenant shall give notice to Landlord no later than April 1, 2026. In order to extend the Term to continue from July I, 2026, to July 31, 2026, Tenant shall give notice to Landlord no later than May 1, 2026. In order to extend the Term to include August 1, 2026, to August 31, 2026, Tenant shall give notice to La11dlord no later than June 1, 2026. 2. Rental Amount. a. Tenant shall pay to Landlord rent in the total amount of $1.00 for the Term, For each month comprising of the Extended Term, Tenant shall pay to Landlord monthly rent in the amount of $1.00. The rental payment in the total amount of $1.00 for the Term shalI be paid no later than 30 days from the date that this Lease is signed by both parties. The $1.00 rental payment for each month comprising the Extended Term shall be paid no later than the 1st of each such month. 3. Security Deposit. Tenant shall not be required to provide a security deposit. 4. Termination. Tenant shall have the right to terminate this Lease at any time during the Term ( or extended Term) by giving notice to Landlord of at least 30 days. Landlord shall have the right to Terminate this Lease in the event of default by Tenant which remains uncured after fifteen (15) days notice from Landlord. Otherwise~ the Lease shall Terminate at the end of the Term (or extended Term) unless amended in writing by the parties hereto. 5. Use. Tenant shall use the Leased Premises substantially for the purposes for which it was used immediately prior to the transfer of the Leased Premises to Landlord. Any other use shall require written approval of Landlord. Tenant agrees that the Leased Premises shall not be used for any illegal purpose or unauthorized use. Tenant shall not bring or permit to be brought or kept in or on the Leased Premises or elsewhere on the Leased Premises any hazardous, toxic, flammable, combustible or explosive fluid, material, chemical or substance, including without limitation any item defined as hazardous pursuant to applicable federal and state environmental laws, 6. Utilities and Services. Except where otherwise agreed> Tenant shall pay all charges for water, sewer, gas, electricity, telephone, janitorial, internet, communication and any other services and utilities used by Tenant on the Leased Premises during the term of this Lease unless otherwise expressly agreed in writing by Landlord. Tenant shall also be solely responsible for the cost of general maintenance and upkeep of the premises, including but not limited to lawn and landscape, snow/ice removal. Tenant agrees at a minimum, to generally maintain the Leased Premises in the manner and using such services, including its own labor, as was done during the time immediately prior to Tenant's transfer of the Leased Premises to Landlord. 7. Repairs. Tenant agrees to take possession of the Premises in as-is, where-is condition, and Landlord makes no representation or warranty as to the condition thereof. During the Term of this Lease, Tenant shall, at Tenant's expense, make all necessary repairs to the Leased Premises. Repairs shall include such items as routine repairs of floors, walls, ceilings, and other parts of the Leased Premises damaged or wom through normal occupancy, including sewer, plumbing, pipes, electrical, major mechanical systems or the roof, subject to the obligations of the parties otherwise set forth in this Lease. 8. Alterations and Improvements; Signage. Tenant shall not following make additions, improvements, or replacements of or to all or any part of the Leased Premises, except with the prior written consent of Landlord. All such approved improvements shall be performed by a contractor which is licensed and bonded. All construction plans and drawings shall be approved by Landlord prior to any work being performed. 9. Sublease and Assignment. Tenant shall not sublease or assign, in whole or in part, any portion of the Leased Premises without Landlordts consent, which consent shall not be umeasonably withheld. 10. Property Taxes. LandlOl'd shall pay all general real estate taxes and installments of special assessments coming due during the Lease term on the Leased Premises. 11. Entry. Landlord shall have the l'ight to enter upon the Leased Premises at 1·easonable hours to inspect the same, provided Landlord shall not thereby unreasonably interfere 2 with Tenant's business on the Leased P1·emises. Landlord may bring such persons as deemed necessary for the purposes of showing the Leased Premises, planning for future renovations or any reason consistent with its obligations under the Development Agreement entered into between the parties hereto, as amended from time to time. 12. Indemnification. To the fullest extent permitted by law, Tenant shall indemnify and hold harmless Landlord and its agents, representatives, officers, officials, and employees shall (Landlord and any such person being herein called an "Indemnified Party''), for, from and against any and all losses> claims, damages, liabilities, costs and expenses (including, but not limited to, reasonable attorneys' fees, court costs and the costs of appellate proceedings) to which any such Indemnified Party may become subject, under any theory of liability whatsoever ("Claims") to the extent that such Claims (or actions in respect thereof) are caused by the negligent acts, gross negligence, recklessness or intentional misconduct of the Tenant, its officers, employees, agents, or any tier of subcontractor in connection with this Agreement. The amount and type of insurance coverage requirements set forth below will in no way be construed as limiting the scope of the indemnity in this Section. 13. Insurance. A. Tenant shall maintain "occurrenceH form comprehensive general liability insurance with an unimpaired limit of not less than $1,000,000 for each occurrence and a $2,000,000 General Aggregate Limit. The policy shall cover liability arising from premises, operations, independent contrnctors, products .. completed operations, personal injury and advertising injury. Coverage under the policy will be at least as broad as ISO policy form CG 00 010 93 or equivalent thereof: including but not limited to, separation of insured,s clause. To the fullest extent allowed by law, for claims arising out of the performance of this Agreement., Landlord and its agents., representatives, officers, officials, and employees shall be added as an Additional Insured. Tenant shall provide proof of such coverage to Landlord within seven ( 30) days of execution of this Lease. B, Tenant shall be responsible, at its expense, for fire and extended coverage insurance on all of its personal property, including removable trade fixtures, located in the Leased· Premises. If the Leased Premises or any other part of the Leased Premises is damaged by fire or other casualty resulting from any act or negligence of Tenant or any of Tenant's agents, employees, subcontractors, or invitees, rent shall not be diminished or abated while such damages are under repair, and Tenant shall be responsible for the costs of repair not covered by insurance. 14. Damage and Destruction. Subject to Section 12 herein, if the Leased Premises or any part thereof 01· any appurtenance thereto is so damaged by fire, casualty or structural defects that the same cannot be used for Tenant's purposes, then Tenant shall have the right within ninety (90) days following damage to elect by notice to Landlord to terminate this Lease as of the date of such damage. In the event of minor damage to anr part of the Leased Premises, and if such damage does not render the Leased Premises unusable for Tenant's purposes, Tenant shall promptly repair such damage at the cost of Tenant, unless such damage was caused by Landlord, its agents, employees or contractors. Tenant shall be relievec:l from paying rent and other charges during any time that the Leased Premises are inoperable or unfit for occupancy, or use, in whole or in part, for Tenant's purposes. Rentals and other charges paid in advance for any such periods shall be credited on the next ensuing payments, if any, but if no further payments are to be made, any such 3 advan~e payments shall be refunded to Tenant. 15. Default. If default shall at any time be made by Tenant in the payment of rent when due to Landlord as herein provided, and if said default shall continue for fifteen (15) days after written notice thereof shall have been given to Tenant, or if default shall be made in any of the other covenants or conditions to be kept, observed and performed by Tenant, and such default shall continue for fifteen (15) days after notice thereof in writing to Tenant by Landlord without correction thereof, Landlord may declare the term of this Lease ended and terminated by giving Tenant written notice of such intention, and if possession of the Leased Premises is not surrendered, Landlord may reenter said premises. Landlord shall have, in addition to the remedy above provided, any other right or remedy available to Landlord on account of any Tenant default, either in law or equity. Landlord shall use reasonable effo1ts to mitigate its damages. 16. Surrender of Leased Premises. Tenant shall, at the expiration or other termination of this Lease, remove all of Tenant's furniture, furnishings and equipment from the leased premises, either inside or outside the Leased Premises. Tenant shall deliver to the Landlord the Leased Premises and all keys, fobs, cards, codes and locks thereto, along with any other means of entry, and other fixtures connected therewith, and all alterations and additions made to or upon the Leased Premises, in good condition. In the event of the Tenant's failure to remove any of Tenant's property from the premises, following ten (10) days notice to Tenant, Landlord is hereby authorized, without liability to Tenant for loss or damage thereto, and at the sole risk of Tenant, to remove and store any of the property at Tenant's expense, to retain same under Landlord's control, or to sell at public or private sale, without notice, any or all of the property not so removed and retain the net proceeds of such sale, or to destroy such property. 17. Notices and Requests. Any notice or other communication required or pe1111itted to be given under this Agreement shall be in writing and shall be deemed to have been duly given if (A) delivered to the party at the address set forth below, (B) deposited in the U.S. Mail, registered or certified, return receipt requested, to the address set forth below or (C) given to a recognized and reputable overnight delivery service, to the address set forth below: If to Tenant: If to Landlord: City of Waterloo 715 Mulberry Street Waterloo, Iowa 50703 WCHDEV,LLC 201 North Harrison Street, Suite 402 Davenport, Iowa 52801 or at such other address, and to the attention of such other person or officer, as any party may designate in writing by notice duly given pursuant to this subsection. Notices shall be deemed received (A) when delivered to the party, (B) three business days after being placed in the U.S. Mail} propedy addressed, with sufficient postage or (C) the following business day after being given to a recognized overnight delivery service, with the person giving the notice paying all required charges and instructing the delivery service to deliver on the following business day. If a copy of a notice is also given to a party's counsel or other recipient) the provisions above governing the date on which a notice is deemed to have been received by a party shall mean and refe1· to the date on which the party, and not its counsel or other recipient to which a copy of the notice may be sent, is deemed to 4 have received the notice. 18. Applicable Law; Venue. This Agreement shall be governed by the laws of the State of Iowa, and suit pertaining to this Agreement may be brought only in courts in Blackhawk County, Iowa. 19. Amendments, Modifications; New Lease. This Agreement may be modified only by a written amendment signed by persons duly authorized to enter into contracts on behalf of Landlord and Tenant. The parties anticipate entering into an amendment or modification of this Lease to extend its duration by a certain number of months. Any such amendment or modification must be approved by the City Council of the City of Waterloo, Iowa. The monthly rental amount owed by the Tenant under any amendment or modification of this Lease shall not exceed $20,000.00 per month. Any lease for the Leased Premises entered into between Tenant and Landlord or Landlord's successors or assigns after the date that this instant Lease is signed shall not contain a monthly rental amount exceeding $20,000.00 per month. 20. Provisions Required by Law. Each and every provision of law and any clause required by law to be in this Agreement will be read and enforced as though it were included herein and, if through mistake or otherwise any such provision is not inserted, or is not correctly inserted, then upon the application of either party, this Agreement will promptly be physically amended to make such insertion or correction. • 21. Severability. The provisions of this Agreement are severable to the extent that any provision or application held to be invalid by a court of competent jurisdiction shall not affect any other provision or application of this Agreement which may remain in effect without the invalid provision or application. 22. Entire Agreement Interpretation; Parol Evidence. This Agreement represents the entire agreement of the parties with respect to its subject matter, and all previous agreements, whether oral or written, entered into prior to this Agreement are hereby revoked and superseded by this Agreement. No representations, warranties, inducements or oral agreements have been made by any of the parties except as expressly set forth herein, or in any other.contemporaneous written agreement executed for the pUl'poses of car1ying out the provisions of this Agreement. This Agreement shall be constmed and interpreted according to its plain meaning, and no presumption shall be deemed to apply in favor of or against the party drafting this Agreement. The parties acknowledge and agree that each has had the opportunity to seek and utilize legal counsel in the drafting of, review of, and entry into this Agreement. 23. Rights and Remedies. No provision in this Agreement shall be construed, expressly or by implication, as waiver by Landlord of any existing or future right and/or remedy available by law in the event of any claim of default or breach of this Agreement. The failure of Landlord to insist upon the strict performance of any term or condition of this Agreement or to exercise or delay the exercise of any right or remedy provided in this Agreement, or by law, or Landlord's acceptance of and payment for services, shall not release Tenant from any responsibilities or obligations imposed by this Agreem.ent or by law, and shall not be deemed a waiver of any right of Landlord to insist upon the strict performance of this Agreement. 24. Attorneys' Fees. In the event either party brings any action for any relief, 5 declaratory or otherwise, arising out of this Agreement or on account of any breach or default hereof, the prevailing party shall be entitled to receive from the other party reasonable attorneys' fees and reasonable litigation costs and expenses, determined by the court. [SIGNATURES ON FOLLOWING PAGES] 6 IN WITNESS WHEREOF, the parties have executed this Agreement by their duly authorized representatives as of the date first set forth above. CITY OF WATERLOO, IOWA Quentin M. Hart, Mayor Attest. +--~~~;;q_~~::...=:,_.:::;___ 1ty er 7 WCH DEV, LLC. Rodney A. Blackwell its Managing Member Prepared by: Austin J. McMahon, Lange & McMahon. PLC 222 1st St. E., Independence, Iowa 50644; 319-334-4488 Return to: Justin A. Teitle, 2550 Middle Road, Suite 604, Bettendorf, IA 52722 Taxpayer: WCH DEV, LLC, 201 N. Harrison, Suite 402, Davenport, IA 52801 SPECIAL WARRANTY DEED For the consideration of$1.00Dollar(s) and othei' valuable consideration, the City of Waterloo, Iowa, does hereby convey to WCH DEV, L.L.C., the following described real estate it1 Black Hawk County, Iowa: Original Plat Waterloo East, Lots I through 10, Block 40. This deed is exempt according to Iowa Code§ 428A.1(2) and Iowa Code§ 428A.2(6).There is no known private burial site, well, solid waste disposal site, underground storage tank, hazardous waste, or private sewage disposal system on the property as described in Iowa Code section 558.69, and therefore the transaction is exempt from the reqitirement to submit a groundwater hazard statement. The grantor hereby covenants with grantees, and successors in interest, to warrant and defend the real estate against the lawful claims of all persons claiming by, through, or under it, except as may be stated above. Words and phrases herein, including acknowledgment hereof, shall be construed as in the singular or plural number, and as masculine or feminine gender, according to the context. CITY OF WATERLOO, IOWA (Grantor) By: Quentin M. Hart STATE OF IOWA } COUNTY OF BLACK HAWK } Acknowledged before me on • . ~ 2025, by Quentin M. Hart and Kelley Felchle, Mayor and City Clerk, respectively,ofth City of Waterloo, lo\1rJ:L;,.--- Prepared by: Austin J. McMahon, Lange & McMahon, PLC 222 1st St. E .• Independence, Iowa 50644; 319-334-4488 Return to: Justin A. Teitle, 2550 Middle Road, Suite 604, Bettendort IA 52722 Taxpayer: WLA DEV, LLC, 20 I N. Harrison, Suite 402, Davenport, IA 52801 SPECIAL WARRANTY DEED For the consideration of $1.00 Dollar(s) and other valuable consideration, the City of Waterloo, Iowa, does hereby convey to WLA DEV, L.L.C., the foJlowing described real estate in Black Hawk County, Iowa: Original Plat Wa(erloo East, Lots 1 and 4, Block 28, except Southwest 28 feet of Lot 4. This deed is exempt according to Iowa Code§ 428A.1(2) and Iowa Code§ 428A.2(6).There is no known private burial site, wel1, solid waste disposal site, underground storage tank, hazardous waste, or private sewage disposal system on the property as described in Iowa Code section 558.69, and therefore the transaction is exempt from the requirement to submit a groundwater hazard statement The grantor hereby covenants with g1·antees, and.successors in interest,.to warrant and defend the real estate against the lawful claims of all persons claiming by, through, or under it, except as may be stated above. Words and phrases herein, including acknowledgmenthereof, shall be construed as in the singular or plural number, and as masculine or feminine gender, according to the context. CITY OF WATERLOO, IOWA (Grantor) By: Quentin M. Hart STATE OF IOWA } COUNTYOFBLACKHAWK } Acknowledged before me on _:::::.;;:~c::::;,:;f------..aL 2025, by Quentin M. Hatt and Kelley Felchle, Mayor and City Clerk, respectively, of th City of Waterloo, Iov~~- BILL OF SALE This Bill of Sale is entered into as of Jul/~-, 2025, by and between FOP CD, L.L.C. (the "Company"), and the City of Waterloo, Iowa (the "City"). For one dollar and other good and valuable consideration acknowledged, the Company herby agrees to transfer to City all rights of the Company in the following assets located at 715 Mulberry Street, Waterloo, Iowa 50703: Communications tower with an approximate height of 230' to the top of the support structure, with a height of 255' to the top of the highest antenna appurtenance, with each face of the tower having a width of 23' at the base of the tower. All attached antenna arrays and equipment affixed to the tower. All fencing, trees and vegetation the base of the tower, All equipment specifically serving the tower, which includes a 12' x 20' equipment shelter building. All generators serving the tower and its equipment. The transfer shall take effect immediately upon execution of this Bill of Sale by both parties. Upon signing this Bill of Sale, the above-mentioned Assets shall belong exclusively to the City, and the Company shall have no further responsibility for, liability for or interest in said Assets. The Company makes no warranties, express, iplied or otherwise, concerning the condition of the equipment or its functionality, and both parties acknowledge that City is solely responsible for all costs, expenses and liability associated with the assets transferred herein. IN WITNESS WHEREOF, the parties have executed this Bill of Sale by their duly authorized representatives as of the date first set forth above. CITY OF WATERLOO, IOWA By: ~~-- By: Rodney A. Blackwell, Quentin M. Hart, Mayor Its Manager EASEMENT AGREEMENT Recorder's Cover Sheet Preparer Information: Justin A. Teitle, 2550 Middle Rd, Ste 604, Bettendorf, IA 52722, Phone:563-345•4100 Taxpayer Information: WCH DEV, LLC, 201 N. Harrison St., Suite 402, Davenpo11, IA 52801 Return Document To: Justin A. Teitle, 2550 Middle Rd, Ste 604, Bettendorf, IA 52722 Grantors: WCH DEV, LLC Grantees: City of Waterloo Document or instrument number of previously recorded documents: ___ _ COMMUNICATIONS TOWER EASEMENT AGREEMENT This Communications Tower Easement Agreement (the "Agreement',) is made and effective as ofthe)fJrday of July, 2025, (the"Effective Date"), by and between WCH DEV, L.L.C., an Iowa Limited Liability Company ("WCH" or "Company"), and the City of Waterloo, a municipal corporation ("City"), together the "Parties," each a "Party". This Agreement related to real estate located at 715 Mulberry Street in Waterloo, Iowa ("Property"). WITNESSETH: 1. Dermitions. "Applicable Law'' means any applicable federal, state or local act, law, statute, ordinance, building code, rule, regulation or pe1mit, or any order~ judgment, consent or approval of any Governmental Authority havingjurisdiction over the Parties or this Agreement. "Cable Space" means the space on the Property for the installation, use, operation, modification, repair, replacement, monitoring and maintenance of wires, cables, fiber/T-1, conduits, pipes running between and among the Equipment Space, Tower Space and/or public right of way, and to all necessary electrical, fiber and telephone utility sources located on the Property. "Equipment Space" means the ground space where cabinets, generators, cabling,_ conduit, backhaul fiber, electrical feeds and similar supporting communications equipment are located. "Governmental Authority" means any: (i) federal, state, county, municipal, tribal or other local government and any political subdivision thereof having jurisdiction over the Parties or this Agreement; (ii) any court or administrative tribunal exercising proper jurisdiction; or (iii) any other governmental, quasi-governmental, self-regulatory, judicial, public or statutory instrumentality, authority, body, agency, bureau or entity of competent jurisdiction. "Installation" means the installation of City's Equipment at the Premises. "Property" means that certain parcel of real property upon which the Tower and Ground Space are located. "Tower" means the structure located on the Property upon which City's antennas, radios, and related communication equipment are mounted, but does not include the ground space used for the placement of cabinets, generators, cabling, conduit, backhaul fiber, electrical feeds and similar supporting communications equipment are located. ''Tower Space" means that portion of the Tower designated for use by the City for the installation, use, operation, modification, repair, replacement, monitoring and maintenance of antennas, radios, cables/coax, nodes, and/or related equipment, which will be comprised of a radiation center with a minimum of five (5) feet in each vertical direction of separation from adjacent occupants on the Tower. (This space left intentionally blank) 2. Premises, Termt Rent and Contingencies. • 2.1 Premises. WCH has the right to grant the rights set forth in this Agreement as they pertain to the Property, as more particulal'ly described in Exhibit A. attached to and incorporated herein. In consideration of the obligations of WCH and City set fo11h herein, WCH grants a permanent and perpetual easement to City, in: (i) a poi1ion of Tower Space located on the Property for the use of City's Equipment in the Tower Space; (ii) a po11io11 of space ("Ground Space") for Citf s use as Equipment Space; and (iii) additional space on the Property to be used as Cable Space. The Tower Space, Ground Space, Equipment Space and Cable Space are collectively referred to as the "Premises'' and are located on the portions of the Property legalJy described as Exhibit B, attached to and incorpomted herein. 2.2 Easement Limited to City .. Reversion. This Agreement shall be effective as of the Effective Date, and is intended to run with the land in favor of City unless revoked} cancelled or modified in writing by the pat1ies or WCWs assigns. The easement rights granted by this Agreement are limited to City's exercise, and are not assignable to any person or entity. In the event City ceases to own ot operate the Tower, this Agreement shall terminate, and the City's rights hereunder shall revett to WCH. In such case, the provisions of the Agreement which grant remedies to WCH against City for breach of any obligations, or for indemnification, shall survive the tei-mination. 2.3 Contingencies. The Parties acknowledge and agree that City's ability to lawfully use the Premises is contingent upon City having all certificates, pennits, approvals and other authorizations that may be required by any Governmental Authority in accordance with Applicable Law ( collectively, the "Governmental Approvals"), City wiU endeavor to obtain all Governmental Appmvals, if any, promptly following the Effective Date. WCH hel'eby authorizes City to file and submit for Governmental Approvals, at City's sole cost and expense. WCH shaH: (i) cooperate with City in City's efforts to obtain such Governmental Approvals; (ii) promptly execute and deliver any and all documents necessary to obtain and maintain Government Approvals. lf, following the Commencement Date, and through no fault of City~ any Governmental Approval issued to City is canceled, exph-es, lapses or is otherwise withdrawn or te1minated by the applicable Governmental Authority~ then City shall have the right to terminate this Agreement upon ninety (90) days' written Notice to WCH without penalty or fmther obligation to WCH, its employees, officers, agents or lendets. 3. Use, Access and InstaJlation. 3.1 City's Permitted Use. WCH agrees that City may use the Ptemises for the purpose of the installation, operation> and management of a telecommunicntions facility, including, without limitation 1 antennas, nodes,wires, cables, conduits} piping, electrical and utility lines, and other !'elated equipment or personal property (coHectively, "City's Equipment"), which shall include the right, subject to Section 3.3 below, to replace, repair, add, or otherwise modify City's Equipment or any portion thereof and the frequencies over which Citf s Equipment operates ("City's Permitte<I Use,,), 3.2 Access. The Parties acknowledge and agree that commencing on the Effective Date and continuing throughout the. Term, City, its employees, agents and contractors shall have unrestricted access to the Premises 24 hours per day, 7 days pet week. Furthet", WCH grants to City: (i) the right of ingress and egress to the Property and the Premises; (ii) access to the Property from all public streets within and bordering the Property; and (iii) access to the Property from any and all public rigltt-of- way(s) adjacent to the Property and the Premises. City shall ► at all times when accessing the property, take steps to minimize interruption of other business taking place upon the Property, including but not limited to WCH's own maintenance a11d repairs~ and shall abide by WCWs rules and policies concerning the real estate, which \VCH may provide in writing from time to time in its sole discretion. 2 For extended work on the Premises which is anticipated to be ongoing for more than 48 hours, City shall notify \VCH in advance, and work in good faith to accommodate WCH's reasonable requests to schedule such wotk so as to minimize interruptions. 3.3 Changes to Citts Equipment. Following the Effective Date, City shall be permitted to: (i) modify or add additional frequencies or technologies; and (ii) replace, modify or add equipment within the Premises (as long as doing so does not cause a material adverse effect on the structural integrity of the Tower); in either case, without incurring any increase in the then-current Rent or other modification of the terms and conditions set fotih in this Agreement. 4. Utilities, Liens and Taxes. 4.1 Utilities. City shaH be solely responsible for cost of the electl'ica] utilities used to power City's Equipment. City may, but is not obligated to, have its own utility meter installed in a mutually agreed upon location, at City's expense, and will i-equest thatCitts utility usage is billed directly to City by the app1icable utility company. If separate metel'ing is not commercially reasonable (as determined by City), then City may install a utility sub meter on WCH's main utility meter, which \VCH shall read and bill to City on a monthly basis (without mat·k-up) for City's uti1ityconsumption and provide City with documentation to substantiate all invoiced amounts. If City installs a sub meter, then City's actual utility usage charges sltaU be paid by City to WCH (each without mark-up) within sixty (60) days following City's receipt of an undisputed invoice and documentation substantiating all invoiced amounts. WCH grants to City and its utility providers non-exclusiveeasement(s)forutilities, including, without limitation, fiber optic cabling and electrical power as may be reasonably necessary for utilization of City's Equipment at the Premises ("Easement"). The Patties acknowledge and agree that independent third~party pmviders of utility services, including but not limited to, fiber, gas, electric and telephone, may utilize the Easements for City's required purposes, If required by any such third .. party provider, WCH agrees to execute a separate 1'ecordable document or other reasonable documentation evidencing such rights without the payment of additional consideration. In the event that the existing electric, gas, telephone, cable or fiber utility sources located on the Property are insufficlent for City's Permitted Use, \VCH ag1·ees to grant City and/or the applicable thit'd-party utility or fiber provider the right, at City's sole cost and expense, to install such utilities on, over and/or under the Property as is necessary for City's Permitted Use, provided that the location of such utilities s11all be mutually agreed upon by WCH and City prior to the commencement of installation thereof. The Easements are depicted on the drawings attached hereto and incorporated herein as Exhibit B. 4.2 Liens. City will use commercially reasonable effmts to prevent any lien from attaching to the Propetfy or any part thereof. If any Hen is filed purporting to be for la bot or material furnished or to be furnished at the request of City, then City shall do all acts necessary to discharge such lien by payment, satisfaction or posting of bond within ninety (90) days of receipt of Notice of the same from WCH; provided, that City may contest any such lien if City provides WCH with cash or a letter of credit in the amount of said lien as security for its payment within such ninety (90) day period, and thereafter diligently contests such lien. In the event City fai1s to deposit the aforementioned secul'ity with WCH and fails to pay any lien claim after entry of final judgment in favor of the claimant, then WCH shall have the right to expend all sums reasonably necessary to discharge the lien claim, and such amounts, including attorney fees, shall be reimbursed by City immediately upon demand by WCH. 4.3 Real Estate Taxes. WCH shal I pay all Taxes that accrue against the Property and/or Tower. 3 S. lnterfe1·euce and Stl'llctu1·e Damage. 5.1 Interference. City agl'ees to use commercially reasonable efforts to ensure that Citis Equipment does not cause measurable Interference (as defined below) with the electronic equipment, operations of, or other telecommunications equipment installed at the Property as of the Effective Date. Following the Effective Date, City agrees not to install or to permit others to instaU any strncture or equipment which would block or otherwise interfere with any electronic equipment, operntions of, or other telecommunications equipment installed at the Property then existing or which WCH or any of its tenants has begun to install (whether such blockage or interference is in the form of an emission, radiation, induction, harmonic, a. physical barriet or otherwise C'Interference ►')). If Interference continues for a period more than seventy .. two (72) hours following a Party's receipt of notification thereof, City shall cease operating and/or relocate the source of Interference or to reduce the power sufficiently to minimize the Interference until such Interference can be remedied. The Parties acknowledge and agree that there will not be an adequate remedy at law for noncompliance with the provisions of this Section 5.1, and therefore either Party shaH have the right to equitable remedies, including, without limitation, injunctive relief and specific performance. 5.2 Structure Unfit For City's Pel'mitted Use. In the eventthat all or a substantial portion of the Tower is destrnyed, damaged or otherwise unfit for City's occupancy in accol'danco with the City's Permitted Use (as determined by City in its reasonable discretion) and the Tower cannot be restored, or rebuilt, by City within ninety (90) days to a condition which is fit for City's occupancy in accordance with the City,s Permitted Use (as determined by City in its reasonable discretion), then City may elect to immediately terminate this Agreement by written Notice to WCH without penalty or further obligation to WCH, its employees, officers, agents or lenders. City shall inform WCH whether City intends to rebuild, repair or replace the Tower as soon as possible under the circumstances, but in al I cases within ten ( I 0) days following City's discove1y of such condition. In the event City does not elect to terminate this Agreement, then City shall promptly commence and diligently pursue to completion the restoration or repair of the Tower in accordance with prevailing tower industry standards, at City's sole cost and expense. If such restoration or repair cannot 1·easonably be undertaken without moving City,s Equipment, then, at City's sole cost and expense, City may remove City's Equipment from the Tower, thereafter replacing City's Equipment on the Tower as soon as reasonably possible, 6. Maintenance and Repair Obligations. 6.1 City Maintenance of the Towe1-. City represents and warrants that (i) its operation of the Tower and Property (exclusive of City's Equipment), including, without limitation, any required or advisable lighting systems> currently complies with, and will be maintained at all times in accordance with, all Applicable Laws. City shall at all times throughout the Teim maintain, at its so1e cost and expense, the Tower and the Property, including, without limitation, the lighting systems, transmission lines> equipment and building(s) in good operating condition, and that (ii) the Towe1· is stmcturally sound as oftbe Effective Date, and meets all code requirements and regulations, and that City shall inspect the structural integrity of the Tower as recommended by industry standards for similar structures of its age and kind, and make such repairs as ne-0essary to maintain structural integrity. 6.2 City Maintenance of Citis Equipment. City assumes sole responsibility for the maintenance, repair and/or replacement of City's Equipment, except as set forth in Section 6.1. City agrees to perform all maintenance, repair 01· replacement of City's Equipment ('<City Maintenauce,,) in accordance with Applicable Law, and in a good and workmanlike manner. City acknowledges and agrees that City shall not be permitted to conduct City Maintenance in a manner that would materially 4 increase the size of the Premises. 7. Cessation of Use. 7 .1 Election Not to Utilize Towe1-. In the event City determines at any time that it no longer intends to utilize the Towel', Tower Space, Equipment Space and Ground Space, the City shall, at City's sole expense, following advance notice to WCH, remove the Tower and aH of City's Equipment, and the City shall repair any damage to the Premises or the Property caused by the removal of City's Equipment. 7.2 Failure to Utilize Tower. [n the event that City ceases to actively utilize the Tower for a period of one yeat·, the City shall, at City's sole expense, following advance notice to WCH, remove the Tower and all of City's Equipment, and the City shall repair any damage to the Premises or the Property caused by the removal of City's Equipment. 8. Default, Remedies and Termination, 8.1 Default. If any one()) or more of the foJlowing events (each, an "Event of Default'•) occurs during the Term, then the non-defaulting Party may elect one or more of the remedies set forth below in this Section 8 or seek any other remedy available at law or in equity: (a) a Prufy's faiJme to make any payment required by this Agreement within thirty (3 0) days after such Party's receipt of written Notice fr0111 the other Party of such failure to pay; (b) failure by either Party to observe or perform any of the covenants or other provisions of this Agreement to which either Party is bound by this Agreement where such failure: (1) continues for a pel'iod of thirty (30) days after w1·itten Notice thereof from the non~defaulting Party, provided, however, that if tµe event for which the Notice is given is of a nature that may not be reasonably cut·ed within said thirty (30) day period, then such Party shall not be in default for so long as such Party commences to cure the failure within the thirty (30) day period and diligently pursues it to conclusion; and/or (2) based upon City's reasonable detennination) materia1ly affects City's ability to transmit or receive ,vireless comnnmications sigtials to or from the· Premises; (c) either Party files a petitioh in bankrnptcy or insolvency or for reorganization or arrangement under the bankruptcy laws of the United States or under any insolvency act ofany state, or admits the material a Hegations of any such petition by answer or otherwise, or is dissolved or makes an assignment for the benefit of oteditoi-s; and/or ( d) involuntary proceedings under any such bankruptcy law or insolvency act or for the dissolution of either Party are instituted against either Party, or a receiver or trustee is appointed for all or substantially all of the property of either Party, and such proceeding is not dismissed, or such receivet·ship 01· trusteeship vacated within sixty (60) days after such institution or appointment. 8.2 Remedies and Termination. Upon the occurrence of any uncured Event of Default, the non-defaulting Party may thereafter terminate this Agreement immediately upon written Notice to the other Pmiy without prejudice to any other remedies the non-defaulting Party may have at law or in equity. Further, City sha I have the right, but not the obligation, to terminate this Agreement without further liability upon thirty (30) days prior written Notice to WCH due to any one or more of the following~ (i) changes in Applicable Law which prohibit Ol' adversely affect City's ability to operate City's Equipment at the Premises; (ii) City, in its sole discretionJ detel'mines that City's Permitted Use of the Premises is obsolete or unnecessary; (iii) WCH or a third party installs any structure, equipment, or other item on the Structure, Property or an adjacent property, which blocks, hinders, limits, or prevents City from being able to use the City Equipment forCitfs Permitted Use. 5 9. Limitation of Liability and Indemnification. 9.1 Limitation of Liability. EXCEPT FOR EACH PARTY'S INDEMNIFICATION OBLIGATIONS SET FORTH BELOW IN nns SECTION 9, NEITHER PARTY NOR ANY OF ITS AGENTS, CONTRACTORS OR EMPLOYEES, SHALL BE LIABLE TO THE OTHER PARTY OR ANY PERSON CLAIMING THROUGH THAT PARTY FOR ANY EXEMPLARY, SPECIAL, INClDENTAL OR CONSEQUENTIAL DAMAGES FOR ANY CAUSE WHATSOEVER, INCLUDING, WITHOUT LIMITATION, CLAIMS CAUSED BY OR RESULTING FROM THE NEGLlGENCE, GROSS NEGLIGENCE OR WlLLFUL MISCONDUCT OF THAT PARTY, ITS AGENTS, CONTRACTORS OR EMPLOYEES. ' 9.2 City,s Indemnity. Except to the extent caused by the breach of this Agreement by WCH or the acts ot omissions of WCH., its officers~ agents, employees, contractors, or any other person or entity for whom WCH is legally responsible, City shall defend, indemnify and hold WCH and its officers, directors, shal'eholders, employees, agents and representatives hal'mless from and against any and all claims, demands, litigation, sett]ements, judgments, damages, Habilities., costs and expenses (including, without limitation, reasonable attorneys' fees) arising directly or indirectly out of: (i) any act Ol' omission of City, its officers, agents, employees~ contractors, or any other person or entity for whom City is legally responsible; or (ii) a breach of any representation, warranty or covenant of City contained or incorporated in this Agreement. City's obligations under this Section 9.2 shall survive the termination of this Agreement for two (2) years. 9.3 WCH's Indemnity. Except to the extent caused by the breach of this Agreement by City or the acts or omissions of City, its officers, agents, employees, contractors, or any other person or entity for whom City is legally responsible, WCH shall defend, indemnify and hold City, its officers., directors, shareholders, employees, agents and representatives harmless from and against any and alJ claims, demands, litigation, settlements, judgments, damages, liabilities, costs and expenses (including, without limitation, reasonable attorneys' fees) arising directly or indirectly out of: (i) any act or omission of WCH, its officers, agents, employees, contractors or any other person or entity for whom WCH is legally responsible; (ii) a breach of any representation, waiwnty or covenant of WCH contained 01· incorporated in this Agreement. WCH's obligations under this Section 9.3 shall survive the termination of this Agreement for two (2) years. 9.4 Indemnification Procedure. The Pai-ty seeking indemnification (the "Indemnified Party'') shaU promptly send Notice to the Party from whom indemnification is being sought (the Hindemnifying Party,,) of the claim or suit for which indemnification is sought. The Indemnified Party shall not make any admission as to liability or agree to any settlement of 01· compromise any claim without the prior Wl'itten consent of the Indem11ifying Party. The Indemnified Party shall, at the Indemnifying Party's request and expense, give the Indemnifying Party all reasonable assistance in connection with such negotiations and litigation. 10. Insurance. l 0.1 WCH Obligations. Throughout the Term, WCH shall maintain, at WCH's sole cost and expense, the following insurance coverage: (i) Commercial General Liability of not less than $1,000,000 per occurrence and $2,000,000 aggregate; and (ii) such other insumnce policies as may be deemed normal and customary for substantially similar prope1ties, including, without limitation, coverage for loss of rent. AU such policies shall be endorsed to include City as an additional insured. Subject to the policy minimums set forth above ill this Section I 0.1 i the insurance required of WCH hereunder may be maintained by a blanket or master policy that includes properties other than the Property. 6 10.2 City Obligations. Thmughout the Term> City shall maintain, at City's sole cost and expense, the following insurance coverage: (i) workers> compensation insurance with no less than the minimum limits required by Applicable Law; (ii) employer's liability insurnnce with such limits as required by Applicable Law; and (iii) Commercial General Liability with a minimtm1 limit of $1,000,000 per occurrence and $2,000,000 aggregate. All such policies shall be endorsed to include WCH as additional insured. 10 .3 Insurance Requirements. All policies requb·ed to be maintained by this Section 10 shall be issued by insurers that are licensed to do business in the state in which the Property are located, and (2) rated A-or better by Best's Key Rating Guide. 10.4 Waiver of Subrogation. To the fullest extent permitted by law, \VCH and City for themselves and any and all parties claiming under or through them, including, without Hmitationj their respective insurers, hereby mutually release and discharge each other and theother1 s Affiliates, and their respective officers, directors, shareholders~ agents, employees, contractors, and/or any other person or entity for whom a Party is legally responsible from any clajms for damage to any person or to the Premises or any other real or personal property that are or are claimed to have been caused by or result from risks insured against under any insurance policies carried by the waiving party and in force at the time of such damage and hereby waive any right of subrogation that might otherwise exist in or accrne to any person on account thereof. All policies required to be carried by either Party herein shall contain an endorsemenfin favor of the other Party waiving the insurance company's righfof subrogation against such other Party. THIS RELEASE SHALL APPLY EVEN IF THE LOSS OR DAMAGE IS CAUSED BY THEFAULT ORNEGLIGENCE OF A PARTY HERETO OREY ANY PERSON FOR WHICH SUCH PARTY rs RESPONSIBLE. EACH PARTY AGREES TO NOTIFY ITS INSURANCE CARRIBR(S) OF THIS PROVISION. 11. Representations and Warranties. WCH represents, warrants and covenants that: (a) WCH has good and sufficient title and interest to the Premises) whether by ownership, license, lease or otherwise and has the right to grant the rights set forth in this Agreement; (b) there ate no liens,judgments or other title matters materially and adversely affecting WCH}s title to or interest in tl1e Property; ( c) there are no covenants> easements or restrictions that prevent the use of the Premises for City's Permitted Use; (d) in the event a third party other than WCH owns or controls any rights toJ or WCH subleases any portion of the Property~ WCH has obtained aH rights necessary to enter into this Agreement; and (e) WCH has not and shall not cause, knowingly permit or, fail to remediate in accordance with Applicable Law (at WCH's sole cost and expense) any haza1'.dous substance (as such phrase is defined by the Comprehensive Environmental Response, Compensation and Liability Act, 42 USC §9601 et seq. ("Hazardous Substance")) to be placed, stored, treated, released, spilled, transported or disposed of . on, under, at or from the Property in violation of any applicable environmental laws during the term of this Agreement. WCH understands and agrees that notwithstanding anything contained in this Agreement to the contraty, in no event shall City have any liability wl1atsoever with respect to any Hazardous Substance that was 011 1 about, adjacent to, under or near the Propetiy pl'ior to the Effective Date> or that was generated, possessed, used, stored, t"eleased, spilled, treated, transp01ted, manufactured, refined, handled, produced or disposed of on, about, adjacent to, under or near the Propel'ty by: (l) WCI-I> its agents, employees, contractors or invitees; or (2) any third party who is not an employee, agent> contractor or invitee of City. City and WCH each represent, warmnt and covenant to the other Party that; (i) it is a duly constituted ot'ganization (corporation, limited partnership> Hmited liability company, partnership> non•profit corporation, etc.) in good standing in its State of organization and qualified to do business in the State in which the Premises is located to the extent required by Applicable Law; (ii) it has filed all forms, reports, fees and other documents necessary to materially comply with Applicable Laws as and when due; (iii) 7 it has all rights, power and authority necessary to enter into and to execute and deliver this Agreement and to perform its obligations (and in the case of WCH grant any rights) hereunder; (iv) neither the execution and delivery of this Agreement, no1· the consummation of tl1e transactions contemplated hereby or theteby will violate any constitution, statute, regulation, rule, injunction; judgment, order, decree, i-uling, charge~ or othet· restriction of any government, govemmental agency, or court to which it or any of its Affiliates at'e subject; and (v) the fransaction contemplated by this Agreement does not require the consent of any other party, will not result in a breach of or default under any third party agreement, and will not otherwise cause any such third party agreement to cease to be legal~ valid, binding, enforceable and in full force and effect. 12. Miscellaneous, 12.I Assignment. WCH may assign or otherwise transfer any of its rights or obligations under this Agreement to any third party without the prior written approval of City. City may not assign or otherwise transfer any of its rights or obligations under this Agreement to any third party without the prior written approval of City. Any proposed lease of the Tower by Cjty shall be subject to WCH's approval in its sole discretion. 12.2 Rights Upon Sale of Premises or Tower. Should WCH, at any time dut'ing the Term, sell or transfer all or any part of the Pt·emises or the Tower thereon toa purohasei-or transferee other than City, such transfer shall be subject to this Agreement, but upon closing of the transfer WCH shall be released from all obligations under this Agreement. 12.3 Subordination and Non-Disturbance. At WCH's option, this Agt·eement shall be subordinate to any mortgage, deed of trust, or other security agreement ( each a "Mortgage'~) by WCI-I which, from time to time, may encumber all or part of the Property; provided, however, the lender under eve1y such Mortgage shall, in the event of a foreclosure of WCH's interest, recognize the validity of this Agreement and City's right to remain in occupancy of and have access to the Premises, as long as no Event of Default by City exists under this Agreement. If the Property is encumbered by a Mortgage as of the Effective Date, then WCH shall, promptly following City's request, obtain and furnish to City a non-disturbance agreement, in recordable form, foi-each such Mortgage. If WCH defaults in any payment or othet pel'formance obligations under any Mortgage encumber fog the Property, City may, at its option (but without any obligation), cure or correct such default and, upon doing sos City: (a) shall be subrogated to any and all rights, titles, liens~ and/or equities of the holders of such Mortgage; and (b) may offset the full amount against any amount owed by City to WCI-I under this Agreement. 12.4 Condemnation. If all or any portion of the Premises is condemned, taken by a Governmental Authority or otherwise approptiated by the exercise of the right of eminent domain or a deed or conveyance in lieu of emlnent domain ( each, a "Taking"), either Pa1ty hereto shall have the dght, but not the obligation, to terminate this ,f\.greement immediately upon Notice to the other Party. If either Party elects to tem1inate this Agreeme'nt, this Agreement shalt ten11inate as of said date. If this Agreement is not terminated as herein provided, then it shall continue in full force and effect, and WCI-I shall, within a reasonable time after possession is physically taken by the condemning authority restore the remaining portion of the Premises to render it reasonably suitable for the uses permitted by this Agreement. In no event shall such restoration require WCI-I to restore tlie Tower or any of the City Equipment. Notwithstanding the foregoing, WCH shall not be obligated to expend an amount greater than the pl'oceeds received from the condemning authority less all expenses reasonably incurred in connection therewith (including attorneys, fees) for the restoration. All compensation awarded in connection with a Taking shall be the property of WCH. 8 12.5 Recording. This Agreement shall be recorded with the Black Hawk County Recotder's Office following execution. 12.6 Force Maieure. Notwithstanding anything to the contraty in this Agreement, neither Party shall be liable to the other Party for nonperformance or delay in· performance of any of its obligations under this Agreement due to causes beyond its reasonable contt·ol, including, without limitation, strikes, lockouts, pandemics, labor troubles~ acts of God, accidents, technical failure governmental restrictions, insurrections, dots, enemy act, war, civil commotion, fire, explosion, flood, windsto1m, earthquake, natnml disaster or othet casualty ("Force Majeure''). Upon the occurrence of a Force Majeure condition, the affected Party shaJI immediately notify the other Party with as much detail as possible and shall promptly inform the other Party of any fm1her developments. Immediately after the Force Majeure event is removed or abates, the affected Patty shall perform such obligations with all due speed. Neither Party shall be deemed in default of this Agreement to the extent that a delay Ol' other bl'each is due to or related to a Force Majeure event. If such Force Majeure event prevents the affected Party from performing its obligations under this Agreement, in whole or in part~ for a period of forty~ five ( 45) or mol'e days, then the other Party may terminate this Ag1·eeinent jmmediately upon Notice to the affected Party. 12.7 Successors and Assigns. The respective rights anq obligations provided. in this Agreement shall bind and shall i11Ul'e to the benefit of the Parties hereto, their successors and permitted assigns. No rights however, shall inm·e to the benefit of any assignee, unless such assignment shall have been made in accordance with Section 12.1 of this Agreement. 12.8 Governing Law and Construction. This Agreement shall be construed 1 governed and enforced in accordance with the laws oflowa. WCH and City acknowledge and agree that they and their counsel have reviewed, or have been given a reasonable opportunity to review. this Agreement and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or any amendments hereto. 12.9 Person; Gender; Number; Section Headings. As used in this Agreement, the word "person" means and includes, where appi-opriate, an individual, corporation, pattnership or other entity; the plural shall be substituted for the singular, and the singular for the plural, where appropriate; and words ofany gender shall include any other gender. The section and paragraph headings contained in this Agreement are solely for reference purposes, and shall not affect in any way the meaning or interpretation of this Agl'eement. 12.10 Severability. Each provision of this Agreement shall be construed as separable and divisible from every other provision and the enforceability of any one provision shaH not limit the enforceability, in whole or in pati, of any other provision. h1 the eveut that a court or administrative body of competent jurisdiction holds any provision of this Agreement to be invalid, illegal, void or less than fully enforceable as to time, scope or otherwise, such provision shall be constmed by limiting and reducing it so that such provision is valid) legal and fully enforceable while preserving to the greatest extent permissible the original intent of the parties; the remaining terms and conditions of this Agreement shall not be affected by such alteration, and shall remain in full force and effect. I 2.11 Waiver. It is agreed that, except as expressly set forth in this Agreement, the rights and remedies herein provided in case of default or breach by either WCH or City are cumulative and shall not affect in any manner any 0th.el' remedies that the non-breaching Party may have by reason of such default or breach. The exercise of any right 01· remedy herein provided shall be without prejudice to the right to exercise any other right or remedy provided herein., at law, in equity or otherwise. 9 12.12 Notice. Unless explicitly set forth to the contrary herein, all notices or requests that are required or pe1mitted to be given pursuant to this Agreement must be given in writing and must be sent by facsimile transmission), by email (sole]y in the case of notices or requests sentto WCH), or byfirst- class certified mail, postage prepaid, 01· by overnight courier service, charges prepaid, to the party to be notified, addressed to such party at the address(es)) email address(es) or fax number(s) set fotih below, or such other address(es), email address(es) or fax number(s) as such Party may have substituted by written notice (given in accordance with this Section 12.12) to the other Party ("Notice"). The sending of such Notice to the proper email address without rejection (in the case of email transmission), the sending of such Notice with confirmation of receipt of the complete transmission (in the cftse of facsimile transmission) or the receipt of such Notice (in the case of delivery by first-class certified mail or by overnight couder service) will constitute the giving thereof. TO WCH BY MAIL: WCHDEV, L.L.C. 201 N. Harrison Street, Suite 402 Davenport, IA 5280 l TO WCH BY FAX: 563w324-0359 TO WCH BY EMAIL; mdblackwell@yahoo.com TO CITY BY MAIL: Community Planning and Development City of Waterloo, Iowa 715 Mulberry Street Waterloo, Iowa 50703 Phone: (319) 291-4366 TO CITY BY FAX: (319)291-4262 TO CITY BY EMAIL: noeJ.anderson@waterloo-ia.org tim.anclera@waterloo-ia.org 12.13 Entire Agreement. This Agt·eement sets forth the entire, final and complete understanding between the Pa1ties hereto relevant to the subject matter of this Agreement> and it supersedes and replaces aH previous understandings or agreements, written, oral, or implied, relevant to the subject matter of this Agreement made or existing before the date -0f this Agreement. Except as expressly provided by this Agreement, no waiver or modification of any of the terms or conditions of this Agreement shall be effective unless in writing and signed by both Parties. Any provision of this Agreement that logically would be expected to survive termination or expiration, shall survive fo1• a reasonable time period under the circumstances, whether or not specifically provided in this Agreement. 12.14 • Compliance with Law. Each Party shall, with respect to its actions and/or inactions pursuant to and in connection with this Agreement, comply with all applicable statutes, laws, rules, ordinances, codes and governmental or quasi-governmental otders or regulations (in each case, whether federal, state 1 local or otherwise) and all amendments thereto, now enacted or hereafter promulgated. 12.15 Counterpaits. This Agreement may be executed in any number of identical counterparts and, as so executed, shall constitute one agreement, binding on all the Parties hereto, notwithstanding that al1 the Parties are not signatories to the original or the same cotmterpat1. Execution of this Agreement by facsimile or electronic signature shaU be effective to create a binding agreement and, if requested> WCH and City agree to exchange originar signed counterparts in their possession. 12.16 Attorneys' Fees. If an action is brought by either Party for breach of any covenant and/or to enforce or interpret any provision of this Agreement, the prevailing Party shall be entitled to recover its costs, expenses and reasonable attomeys, fees, both at trial and on appeal, in addition to all other sums allowed by law. 12.17 Incorporation of Exhibits. All exhibits referenced herein and attached hereto are hereby incorporated herein in their entirety by this reference. [Remainder of page i11tentio11ally left blank. Signature page follows.] I 1 IN WITNESS WHEREOF, the Patties have caused .their duly authorized representatives to execute this Agreement as of the Effective Date. CITY OF WATERLOO, IOWA By: f) Quentin Hart, Mayor Attes ~ STATE OF --::------,.,F-=----) ) ss. COUNTY OF ~ Acknowledged before me on July 24, 2025, STATE OF IOWA ) ) ss. BLACK HA WK COUNTY ) Rodney A. Blackwell Managing Member . Blackwell as Manager. OFFICIAL SEAL TRINIDAD JOHN LEON Notary Public, State of Illinois Commission No. 977786 My Commission Expires September 13, 2025 Acknowledged before me on July ~2025, by Quentin Hart and Kelley Felchle as Mayor and City Clerk, respectively, of the City of Waterloo, Iowa. ,,,_ .. ~IA(.S' BRITNI C PERKINS ~ A t COMMISSION NO. 845529 * Ji:ffl\71 * MY COMMISSION EXPIRES !OWA JANUARY 27, 2026 12 EXHIBIT A LEGAL DESCRIPTION OF PROPERTY PropertyAddress: 715 Mulberry Street1 Waterloo, Iowa Parcel Identification Number: 0602923130002 Legal Description of the Property; Original Plat Waterloo East, Lots 1 through 10, Block 40 13 Index Legend Location Lots 5, 81 and 91 Block 40 Description: Origlnar Plat of Waterloo East of the Cadar River Waterloo, Jowa Request on Proprietor; Surveyor: Surveyor Company: Return To: Noel Anderson, City of Waterloo City of Watorloo, Iowa WIiiiam W. castle Clty of Waterloo Engfneerlng Department 715 Mulberry Street, Waterloo. IA 50703 715 Mulberry St, Waterloo, IA 50703 291-4312 Exhibit B Plat of Easement Lots 5, 8, and 9J Block 40, Original Plat of Waterloo East of the Cedar River; City of Waterloo, Black Hawk County, Iowa EASEMENT DESCRIPTION: An easement for access, construction, and maintenance of a communications tower and associated appurtenances over, under, across, and upon the Southeasterly 53 feet of Lot 9, the Southeasterly 53 feet of Lot 8, and the Southeasterly 53 feet of the Southwesterly 40 feet of Lot 5, all In Block 40, Original Plat of Waterloo, East of the Cedar River, Ctty of Waterloo, Slack Hawk County, Iowa. NELY UNI; LOTS LOT5 BLOCK40 NELYi.lN'a LOTS LOT8 B_LOCK40. EX. BLOO. 715 MVLBERRYST, h'ELY LINE LOT g LOT9 BLOCK40 S!A'I.YLINE ELOOl<40 EX DRIVEWAY A?PROACH (531 EX. DRIVEWAY/ PARKUIGLOT H'1'AO';ERFCC ~ ~ ~ ~ TOR MULBERRY STREET PU.TIED eo' PUBUCROW Survey NotGs: i ~ I I-liH g; g ! Cl)~ Q. I ~8 S (0 .. U) ~§ 'I"" -LIS D. I \__·savoM; BLOCK<IO ii ~ I htteb'/ Uftll/ Nl !his sumyfng d«um&'IIWU p,-epated and ll\a tel.sled swny won: was p,erktrr.ed by ma 01 ur.der my d!~ ~rl0/1815-\l~sloo and tl&l l a.--n a o..t,, llcl!nsed 1. The S&arillos .$h4wn on tns SUMiy a'$ dsrlvfd fl'om GPS observatkm ui!ng tho ~t,'il 8'.«e .Ft11m Coof(flr.a1' Syst,m, Noclll ZOllll, NAO &3 (20t1}. 2. All olmen~s &•1l In US S!JM!y feat ard dedtml.J 11'-~r«f. PRE ~~~---I WiUlim W, Cai.tit, Pl.8 Date Pfat Legend: • f~nd M¢nlllie/1( Ll~,:,ns-o N11mbir 1G716 My Ut~nse RenWi"al Date Is December ~1, :z~2lS. Pago orshnl$ ,:,overtd by this $UI: City of Waterloo Engineering Department 715 Mulberry Street. Waterloo, Iowa 50703 Phone: (319) 291-4312 Fax: (319) 291-4262 St!l 5/6· x 2◄' R«>ar Y(/SllfG 0 (;;ip ''IQWiP 187 ~• 111 . .., Rcc«d PM~e!Oenf 1121~ F:~ld tl,e1uu.•11nenl Drawn By: WNC Seate: 1""' 50' Field Work Date: 5-14•202S Date Dra\vn: 5•15•2025 15 30 Sheet No. 1011·