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Home My WebLink AboutCouncil Packet - 8/4/2025 CITYOF q4 u TERLOO IOWA THE CITY COUNCIL OF WATERLOO, IOWA REGULAR SESSION TO BE HELD AT Harold E. Getty Council Chambers Monday, August 4, 2025 5:30 PM CITY OF WATERLOO COMMUNITY VISION PLAN 1. Fly the W: To develop a sense of pride and relationship between residents and the City of Waterloo, and then leverage that pride to communicate the City's attributes to external audiences. 2. Elevate Housing: Redevelop, renovate, or improve 800 residences in Waterloo in eight years by providing access to capital. 3. Celebrate and Connect Neighborhoods: To leverage Waterloo's rich tradition of neighborhoods by celebrating and connecting them with the community and region at large. 4. Waterloo Works: Grow a diverse and skilled workforce in Waterloo that connects people and employers for mutual growth. 5. Crossroads Doubledown: Re-energize the Crossroads Mall area into a sports/recreation-themed gravitational center. 6. Power Up Downtown: Keep Waterloo's core downtown evolving to meet the needs of future generations, supporting and showcasing arts and cultural opportunities and creating an experience like no other. 7. Sportstown USA: To generate excitement, develop youth, and drive investment and economic impact from year-round visitors. 8. Community of Opportunity: Eliminate barriers that keep Waterloo residents, and the community as a whole, from reaching its true potential, creating an equitable, thriving, and sustainable community for future generations. Waterloo is a Community of Opportunity, where everyone can prosper. GENERAL RULES FOR PUBLIC PARTICIPATION REGULAR SESSION AGENDA A. Iowa Code Chapter 21 gives the public the right to attend council meetings, but it does not require cities to allow public participation except during public hearings. The public is required to follow the rules listed in this article when speaking during any meeting of the city council. B. At the presiding officer's discretion, individuals may address the presiding officer by stepping to the podium, and after recognition by the presiding officer, shall state their Page 1 of 412 name, address, and group affiliation, if appropriate, and speak clearly into the microphone. C. Comments shall be germane and refrain from personal, impertinent, or slanderous remarks. D. Cell phones and electronic devices shall be set to silent prior to the start of the meeting. RULES FOR PUBLIC COMMENT SECTION OF THE AGENDA A. Individuals shall speak one (1) time on only one (1) issue for a maximum of three (3) minutes During the public comment section of the agenda. The public shall not be required to pre-register to speak during public comment. Individuals shall only speak on matters not listed on the regular agenda for that date. Any matter presented shall be directed to the presiding officer and addressed, if necessary, after the meeting. B. Council members may speak during public comment portion of the agenda after the public has finished speaking C. City staff shall not be required to provide an immediate answer to a matter presented during a council meeting unless it specifically pertains to an item on the agenda RULES FOR PUBLIC COMMENT DURING PUBLIC HEARINGS Individuals may speak during the public comment portion of a scheduled public hearing for a maximum of three (3) minutes or may submit written comments to the city clerk by four o'clock (4:00) P.M. on the day of the public hearing. Groups of citizens with similar viewpoints are encouraged to select a representative to share the viewpoint of the group. RULES FOR PUBLIC COMMENT DURING AGENDA ITEMS At the discretion of the presiding officer, individuals may speak for a maximum of three (3) minutes when the council discusses agenda items. This section does not apply to businesses or parties directly involved in agenda items. Roll Call. Prayer or Moment of Silence. Pledge of Allegiance, Nia Wilder, Ward 3 Council member. Approval of Agenda, as proposed or amended. Approval of Minutes of the July 21, 2025, regular council session, as proposed or amended. PUBLIC COMMENTS Iowa Code Chapter 21 gives the public the right to attend council meetings but it does not require cities to allow public participation except during public hearings. The City of Waterloo encourages the public to participate during the Oral Presentations by following the rules listed on the front of the agenda. CONSENT AGENDA Page 2 of 412 The consent agenda is reserved for routine resolutions and motions, acted upon by roll call vote on a single motion without discussion. Council shall either vote yea or nay when the roll is called. Council members may request that an item be removed from the consent agenda and considered separately. Such a request does not require a second. The public shall be prohibited from requesting that items listed on the consent agenda be removed and considered separately. The public may contact council members with questions regarding consent agenda items. 1-4A-16(A)(8). 1. Bills Payment, Finance Committee Invoice Summary Report, a copy of which is on file in the office of the City Clerk. 2. Resolution setting date of public hearing as August 18, 2025, to approve a rezone request by the City of Waterloo to rezone approximately 0.15 acres of land from "R-2, C-Z" Conditional Zoning District to "R-2" One and Two Family Residence District west of 207 Hope Avenue, and instruct the City Clerk to publish notice. 3. Resolution setting date of public hearing as August 18, 2025, for the sale and conveyance of approximately 0.20 acres of city-owned property, located northeast of 326 West 14th Street, in the amount of$1.00, to 5 Bees, LLC, including a Development and Minimum Assessment Agreement, for the construction of a 2,560 square foot commercial building, with an approximate value of$178,000.00 and options for additional land, and instruct the City Clerk to publish notice. 4. Resolution setting date of Public Hearing as August 18, 2025, to authorize the sale and conveyance of city-owned property located south of 427 Iowa Street, to Iowa Heartland Habitat for Humanity, in the amount of$1.00, for the rehabilitation of 427 Iowa Street in the Walnut Neighborhood, including a Development Agreement, and instruct the City Clerk to publish notice. 5. Resolution setting date of public hearing as August 18, 2025, for the sale and conveyance of approximately 0.19 acres of city-owned property, located west of 720 Upton Avenue, in the amount of$5,000.00, to Half Dozen Properties, LLC, with a Development Agreement, for the construction of a twin home having an approximate value of$320,000.00, and an infill incentive grant of$10,000.00, and instruct the City Clerk to publish notice. 6. Resolution approving submission of Traffic Safety Improvement grant application in the amount of$251,000.00, for signalization of NB US 63 (1st Street) and Sycamore Street intersection. 7. Resolution approving submission of Iowa DOT Traffic Safety grant application in the amount of$50,000.00, for temporary traffic signals. 8. Resolution approving submission of an Iowa DOT Traffic Safety Improvement Program grant application in the amount of$37,000.00 for a combination traffic signal mast-arm pole and the addition of a left turn lane for eastbound traffic on Broadway Street at Burton Avenue. 9. Resolution approving the award of hotel/motel tax council discretionary funds to Waterloo Leisure Services in the amount of$15,000.00, for the FY 2026 Golf Marketing Campaign. 10. Resolution approving the award of hotel/motel tax council discretionary funds to Waterloo Page 3 of 412 Leisure Services in the amount of$15,000.00, for the FY 2026 SportsPlex Marketing Campaign. 11. Resolution approving Acknowledgment/Settlement Agreement for Tobacco Violation -First Offense with Kwik Star#380, 506 W. 9th Street, and acceptance of a civil penalty in the amount of$300.00, and authorizing the Mayor and City Clerk to execute said document. 12. Resolution approving Acknowledgment/Settlement Agreement for Tobacco Violation - First Offense with Neighborhood Mart, 2100 Lafayette Street, and acceptance of a civil penalty in the amount of$300.00, and authorizing the Mayor and City Clerk to execute said document. 13. Resolution approving Acknowledgment/Settlement Agreement for Tobacco Violation - First Offense with Express Mart, 2027 Falls Avenue, and acceptance of a civil penalty in the amount of$300.00, and authorizing the Mayor and City Clerk to execute said document. 14. Communication from the Waste Management Services Department on the notice of the conclusion of employment of Julianna Henrich, Administrative Secretary, effective July 18, 2025, with recommendation of approval of payout of$3,112.18 for unused benefits. 15. Motion to approve an Exception to Burning Yard Waste Application by Cedar Valley Soccer Complex, to burn native grass within the 21 acres of park complex located generally at 3238 Dewitt Road, between October 20, 2025, and December 31, 2025, weather permitting. 16. Motion to approve Final Quantity Summary with Cedar Valley Corporation, LLC, of Waterloo, Iowa, for a net decrease of$200,165.68, in conjunction with the FY 2024 Broadway Street Reconstruction Project, Contract No. 1095, and authorizing the Mayor to execute said document. 17. Resolution approving Completion of Project and Recommendation of Acceptance of Work for work performed by Cedar Valley Corporation, LLC, of Waterloo, Iowa, in the amount of $5,170,968.34, in conjunction with the FY 2024 Broadway Street Reconstruction Project, Contract No. 1095, and receive and file a two-year maintenance bond. 18. Communication from the Police Department on the notice of the conclusion of employment of Keaton Northup, Police Officer/Detective, effective June 27, 2025, with recommendation of approval of payout of$31, 342.86 for unused benefits. 19. Motion to receive and file Airport Board minutes of June 18, 2025. 20. Motion to receive and file Grout Museum funding reports of May 2025 and June 2025. 21. Cigarette/Tobacco/Nicotine/Vapor Permits Metro Mart 1, 3201 W. 4th Street. (Retail Tobacco) Metro Mart 4, 2332 Falls Avenue. (Retail Tobacco) Vape Time, 325 Franklin Street. (Device Permit) 22. Liquor Licenses a. BJ's Bar& Billiards, 110 Ida Street, Class C w/Outdoor Service and Sunday Sales (Renewal) Exp: 07/29/2026. b. Cedar Valley Pride Fest, 300 4th Street, Class C w/Sunday Sales (New) Exp: 08/24/2025. Page 4 of 412 c. Izumi Sushi and Hiabchi, 941 East San Marnan Drive, Class C w/Sunday Sales (New) Exp: 04.14.2026 d. Riverloop Expo Plaza, 400 Jefferson Street, Class C w/Outdoor Service and Sunday Sales (New) Exp: 08/12/2025. e. Waterloo Fraternal Order of Eagles, Class F w/Outdoor Service and Sunday Sales (Renewal) Exp: 07/14/2026. PUBLIC HEARINGS 1. FYE 2026 Budget Amendment. Motion to receive and file proof of publication of notice of public hearing. HOLD HEARING - No comments on file. Motion to close hearing and receive and file oral and written comments. Resolution approving FYE 2026 Budget Amendment. Submitted by: Bridgett Wood, Finance Director 2. Request by Malcolm Cleope to rezone approximately 0.27 acres of land from "C-2" Commercial District to "C-2, C-Z" Conditional Zoning District to allow an aquaculture shrimp farming wholesale business located at 2625 Falls Avenue. Motion to receive and file proof of publication of notice of public hearing. HOLD HEARING - No comments on file. Motion to close the hearing and receive and file oral and written comments and recommendation of approval of the Planning, Programming and Zoning Commission. Motion to receive, file, consider, and pass for the first time an ordinance amending Ordinance No. 5079, as amended, City of Waterloo Zoning Ordinance, by amending the Official Zoning Map referred to in Section 10-4-4, approving a request by Mann Road Storage, LLC for a rezone of approximately 0.27 acres of land from "C-2" Commercial District to "C-2, C-Z" Conditional Zoning District to allow an aquaculture shrimp farming wholesale business located at 2625 Falls Avenue. Motion to suspend the rules. Motion to consider and pass for the second and third times and adopt the ordinance. Submitted by: Noel Anderson, Community Planning and Development Director 3. Request by the City of Waterloo to vacate two 10-foot drainage easements on Lots 4 and 5 of Warp 2nd Addition in the "M-2,P" Planned Industrial District located at and adjacent to 4050 Leversee Road. Motion to receive and file proof of publication of notice of public hearing. HOLD HEARING - No comments on file. Motion to close the hearing and receive and file oral and written comments, and recommendation of approval of the Planning, Programming and Zoning Commission. Motion to receive, file and consider and pass for the first time an ordinance approving a request by the City of Waterloo to vacate two 10-foot drainage easements on Lots 4 and 5 of Warp 2nd Addition in the "M-2,P" Planned Industrial District located at and adjacent to 4050 Leversee Road. Motion to suspend the rules. Motion to consider and pass for the second and third times and adopt said ordinance. Submitted by: Noel Anderson, Community Planning and Development Director Page 5 of 412 RESOLUTIONS 1. Resolution approving a variance to the requirements of the Subdivision Ordinance in Section 11-3-2 Preliminary Plats and Section 11-3-3 Final Plats, relating to the approval of the Minor Plat of Austin's Plat, a two-lot commercial subdivision in the "C-P" Planned Commercial District located east of 122 Black Hawk Road. Submitted by: Noel Anderson, Community Planning and Development Director 2. Resolution approving the request by the City of Waterloo for the Minor Plat of Austin's Plat, a two-lot commercial subdivision in the "C-P" Planned Commercial District located east of 122 Black Hawk Road. Submitted by: Noel Anderson, Community Planning and Development Director 3. Request by Harold-Reicks Surveying on behalf of Gregory H. Steffen for the minor plat of Parcels C & D in the "R-2" One and Two Family Residence District located southeast of 4192 Logan Avenue. Submitted by: Noel Anderson, Community Planning and Development Director 4. Resolution approving a Development Agreement with 3350 University Avenue, LLC, for tax exemptions for the rehab of an existing building into fifty-eight multiple family units, with a $5,000.00 infill incentive for each unit totaling $290,000.00, with a minimum assessed value of$2,500,000.00, located at 3350 University Avenue, which is within the Consolidated Urban Revitalization Area, and authorizing the Mayor and City Clerk to execute said document. Submitted by: Noel Anderson, Community Planning and Development Director 5. Resolution approving an amendment to the Development and Minimum Assessment Agreement with FDP OC, LLC, originally approved on October 1, 2024, for the City to acquire a portion of the property located at 503 Commercial Street for future downtown development, and authorizing the Mayor and City Clerk to execute said document. Submitted by: Noel Anderson, Community Planning and Development Director 6. Resolution approving a temporary access easement agreement with McDonald's USA, LLC, located at and adjacent to 2222 Logan Avenue, and authorizing the Mayor and City Clerk to execute said document. Submitted by: Noel Anderson, Community Planning and Development Director 7. Resolution approving a temporary easement agreement in the amount of$197.00 with C and S Properties, LLC, located at 1018 La Porte Road, in conjunction with the La Porte Road Phase II Reconstruction Project, and authorizing the Mayor and City Clerk to execute said documents. Submitted by: Noel Anderson, Community Planning and Development Director 8. Request by Michele N. Isom (formerly known as Michele N. Clark) for an Encroachment Agreement to allow for a fence on city-owned right-of-way in the "R-2" One and Two Family Residence District located north of 760 Cloverdale Avenue on Lucas Street, and authorizing Page 6 of 412 the Mayor and City Clerk to execute said document. Submitted by: Noel Anderson, Community Planning and Development Director 9. Resolution approving a Development and Minimum Assessment Agreement with Crossroads Square Partners, LC, for the rehabilitation and other building improvements with a minimum assessed value of$5,800,000.00, ten years of percent tax rebates at a graduated scale, located at 1820 East Ridgeway Avenue, and authorizing the Mayor and City Clerk to execute said document. Submitted by: Noel Anderson, Community Planning and Development Director 10. Resolution approving a first amendment to the Development Agreement with Midwest Development Company, to amend the timeline of completion for three single-family homes and to allow for the construction of a total of thirteen single-family homes and five duplexes, located in the Lincolnshire Addition subdivision, and authorizing the Mayor and City Clerk to execute said document. Submitted by: Noel Anderson, Community Planning and Development Director 11. Resolution approving a Development Agreement and Minimum Assessment Agreement with Camelot Apartments Partners LC, for the rehabilitation and other building improvements with a minimum assessed value of$5,800,000.00, ten years of percent tax rebates at a graduated scale, located at 1650 Camelot Drive, and authorizing the Mayor and City Clerk to execute said document. Submitted by: Noel Anderson, Community Planning and Development Director 12. Resolution approving Supplemental Agreement No. 2 with AECOM, of Waterloo, Iowa, in the amount of$147,300.00, in conjunction with the FY 2026 Ansborough Avenue and Highway 20 Improvements, Contract No. 1136, and authorizing the Mayor and City Clerk to execute said document. Submitted by: Jamie Knutson, City Engineer 13. Resolution approving a Construction-Related Services Agreement with AECOM Technical Services, Inc., of Waterloo, Iowa, in the amount of$168,500.00, in conjunction with the Replacement of Passenger Boarding Bridge Project, FAA AIP 3-19-0094-057-2025, and authorizing the Mayor to execute said document. Submitted by: Steven Kjergaard, Director of Aviation 14. Resolution approving Amendment No. 1 to the Professional Services Agreement for Construction-Related Services with AECOM Technical Services, Inc., of Waterloo, Iowa, for a zero-dollar change, moving funds from AECOM to subcontractor, Braun Intertec, in conjunction with the Pavement Rehabilitation Project, FAA AIP No. 3-19-0094-053 and 3- 19-0094-056, and authorizing the Mayor and City Clerk to execute said document. Submitted by: Steven Kjergaard, Director of Aviation OTHER COUNCIL BUSINESS 1. Hearing and Order Assessing $300.00 civil penalty to BP Fuel dba Star Mart, 127 Jefferson Page 7 of 412 Street, Waterloo, Iowa 50701, for sale of tobacco to minor violation-first offense. Submitted by: Martin Petersen, City Attorney 2. Hearing and Order Assessing $300.00 civil penalty to Family Dollar, 1608 University Avenue, Waterloo, Iowa 50701, for sale of tobacco to minor violation-first offense Submitted by: Martin Petersen, City Attorney 3. Hearing and Order Assessing $300.00 civil penalty to Casey's General Store, 1604 LaPorte Road, Waterloo, Iowa 50702, for sale of tobacco to minor-first offense. Submitted by: Martin Petersen, City Attorney 4. Hearing and Order Assessing $300.00 civil penalty to Casey's General Store, 1900 W. Ridgeway Avenue, Waterloo, Iowa 50701, for sale of tobacco to minor-first offense. Submitted by: Martin Petersen, City Attorney 5. Hearing and Order Assessing $300.00 civil penalty to R Smoke Plus, 3821 University Avenue, Waterloo, Iowa 50701, for sale of tobacco to minor-first offense. Submitted by: Martin Petersen, City Attorney 6. Hearing and Order Assessing $300.00 civil penalty to R Smoke Plus, 3620 Kimball Avenue, Waterloo, Iowa 50701, for sale of tobacco to minor-first offense. Submitted by: Martin Petersen, City Attorney 7. Hearing and Order Assessing $300.00 civil penalty to Prime Mart#5, 508 Broadway Street, Waterloo, Iowa 50703, for sale of tobacco to minor-first offense. Submitted by: Martin Petersen, City Attorney 8. Hearing and Order Assessing $300.00 civil penalty to Casey's General Store, #2866, 51 E. Tower Park Drive, Waterloo, Iowa 50701, for sale of tobacco to minor-first offense. Submitted by: Martin Petersen, City Attorney 9. Hearing and Order Assessing $300.00 civil penalty to Kingstar, 2035 E. Mitchell Avenue, Waterloo, Iowa 50702, for sale of tobacco to minor-first offense. Submitted by: Martin Petersen, City Attorney ADJOURNMENT Motion to adjourn. Kelley Felchle City Clerk Page 8 of 412 July 21, 2025 The City Council of the City of Waterloo, Iowa, met in Regular Session at Harold E. Getty Council Chambers, Waterloo, Iowa, at 5:30 PM, on Monday, July 21, 2025. Roll Call. Mayor Pro Tem Ray Feuss in the Chair. Roll Call: Mr. Boesen, Mr. Nichols, Ms. Creighton- Smith Mr. Chiles, Mr. Simon and Mr. Feuss. Ms. Wilder was absent. Prayer or Moment of Silence. Pledge of Allegiance, Steve Simon, At-Large Council Member. Approval of Agenda as proposed or amended. Nichols/Chiles that the agenda as proposed be approved. Voice vote-Ayes: Six. Motion carried. Approval of Minutes of the July 7, 2025, regular council session, as proposed or amended. Nichols/Chiles that the minutes of July 7, 2025, Regular Session, as proposed be approved. Voice vote-Ayes: Six. Motion carried. PUBLIC COMMENTS The following individuals commented on various subjects. Mary Potter, Grout Museum Aaron Stacey Roberts, 411 Almond David Dryer, 3145 W. 4th Street Star Rube, 512 Mulberry Street and Main Street Waterloo Mr. Chiles commented that this coming Saturday, he and Mr. Boesen will hold their Ward 1 and Ward 2 office hours for citizens at Sidecar Coffee on Ridgeway. Feuss/Chiles to reconsider Items 7 and 12 from the July 7, 2025 council meeting. Roll Call vote-Ayes: Four. Motion carried. Nays: Boesen and Simon. Motion carried. Nichols/Creighton-Smith to close public comments. Voice vote-Ayes: Six. Motion carried. CONSENT AGENDA Nichols/Chiles that the following items on the consent agenda be received and placed on file, including the payment of bills for July 14, 2025, in the amount of$5,063,034.08 and July 21, 2025, in the amount of$10,760,784.11, be received and placed on file. Roll Call vote-Ayes: Six. Motion Page 1 of 11 Page 9 of 412 carried. Mr. Boesen requested to consider consent agenda items 11 and 12 separately. Bills Payment, Finance Committee Invoice Summary Report, a copy of which is on file in the office of the City Clerk. Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-406. Resolution setting date of public hearing as August 4, 2025, for an amendment to the FYE 2026 Budget, and direct the City Clerk to publish notice. Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-407. Resolution re-setting date of public hearing as August 4, 2025, to approve a vacate request by the City of Waterloo to vacate a 20-foot drainage easement on Lots 4 and 5 of Warp 2nd Addition in the "M-2,P" Planned Industrial District located at and adjacent to 4050 Leversee Road, and instruct the City Clerk to publish notice. Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-408. Resolution setting date of public hearing as August 4, 2025, to approve a rezone request by Malcolm Cleope to rezone approximately 0.27 acres of land from "C-2" Commercial District to "C-2, C-Z" Conditional Zoning District to allow for an aquaculture shrimp farming wholesale business located at 2625 Falls Avenue, and instruct the City Clerk to publish notice. Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-409. Resolution approving award of bid to BBB FLOW CO. DBA USTDW, of Walford, Iowa, in the amount of $205,950.00, approving the contract, bond and certificate of insurance, in conjunction with the FY 2025 Prefabricated Shelter, Contract No. 1113, and authorizing the Mayor and City Clerk to execute said document. Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-410. Resolution accepting FAA AIP Grant No. 3-19-0094-058-2025, in the amount of$93,670.00, for Update Pavement Maintenance Management System, and authorizing the Mayor and City Attorney to execute said document. Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-411. Resolution accepting FAA AIP Grant No. 3-19-0094-057-2025, in the amount of $2,205,204.00, for Replacement of Passenger Boarding Bridge and Fixed Walkway and Remark Terminal Apron, and authorizing the Mayor and City Attorney to execute said document. Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor Page 2 of 11 Page 10 of 412 assigned No. 2025-412. Resolution to accept the Community Development Block Grant award with the Iowa Department of Economic Development, Contract No. 20-CVE 016 in an amount not to exceed $126,500.00, and authorizing the Mayor to execute said document. Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-413. Motion to approve Change Order No. 2 with Peters Construction Corporation of Waterloo, Iowa, for a total increase of $23,567.78, in conjunction with the FY 2024 Byrnes Aquatic Center, Contract No. 1077, and authorizing the Mayor to execute said document. Motion to approve Change Order No. 05 with Peterson Contractors, Inc., of Reinbeck, Iowa, for a net increase of$25,143.00, in conjunction with FY 2024 La Porte Road Improvements, Phase I Prosect, Contract No. 1016, DOT Contract No. STBG-SWAP-8155(760)--SG-07, and authorizing the Mayor and City Clerk to execute said document. Motion to approve Change Order No. 08 with Peterson Contractors, Inc., of Reinbeck, Iowa, for a net increase of $25,236.39, in conjunction with FY 2022 Park Avenue Bridge Replacement Protect, Contract No. 1013, DOT Contract No. BRM-CHBP-8155(771)--NB-07, and authorizing the Mayor and City Clerk to execute said document. This item was removed to discuss separately. Motion to approve Change Order No. 07 with Peterson Contractors, Inc., of Reinbeck, Iowa, for a net increase of $45,232.12, in conjunction with FY 2022 Park Avenue Bridge Replacement Project, Contract No. 1013, DOT Contract No. BRM-CHBP-8155(771)--NB-07, and authorizing the Mayor and City Clerk to execute said document. This item was removed to discuss separately. Motion to approve Recycling Yard License applications as listed in Exhibit A. Communication from the Police Department on the notice of the conclusion of employment of Gregory Erie, Police Sergeant, effective June 30, 2025, with recommendation of approval of Payout of$15,968.16 for unused benefits. Camerion Campbell, Board/Commission: Community Development Board, Expiration Date: June 18, 2028, fRenewall. Motion to approve appointment of Aaron McClelland to the position of Assistant Police Chief in the Waterloo Police Department, effective July 22, 2025. Page 3 of 11 Page 11 of 412 Lisa Munoz, Board/Commission: Human Rights, Expiration Date: January 18, 2028, [Renewal]. Leisure Services Commission Board minutes of May 13, 2025. Liquor Licenses a. Benevolent & Protective Order of Elks#290, 407 E. Park Avenue, Class C w/Outdoor Service and Sunday Sales (Renewal) Exp:06/30/2026. b. Brenda's Park Road Inn, 306 Park Road, Classs C w/Sunday Sales (Renewal) Exp: 08/08/2026. c. Cedar Ridge Distillery, 306 E. 4th Street, Class C w/Sunday Sales (New) Exp:08/05/2025 d. Chaser's Pub, 3005 University Avenue, Class C w/Outdoor Service and Sunday Sales (Renewal) Exp:07/07/2026. e. Kwik Star#723, 707 Broadway Street, Class B w/Sunday Sales (Renewal) Exp: 07/21/2026. f. Kwik Star #723, 707 Broadway Street, Class B w/Sunday Sales (Premises Updates) Exp: 07/21/2026. g. Kwik Star #724, 1105 Cedar Bend Street, Class B w/Sunday Sales (Renewal) Exp: 07/21/2026. h. Kwik Star#724, 1105 Cedar Bend Street, Class B w/Sunday Sales (Premises Updates) Exp: 07/21/2026. i. Kwik Star#732, 324 Fletcher Avenue, Class B w/Sunday Sales (Renewal) Exp: 07/21/2026. j. Kwik Star #732, 324 Fletcher Avenue, Class B w/Sunday Sales (Premises Updates) Exp: 07/21/2026. k. Kwik Star#569, 875 Fisher Drive, Class B, w/Sunday Sales (Renewal) Exp: 08/27/2026. I. Light House Lounge, 1307 W. 5th Street, Class C w/Sunday Sales (Renewal) Exp: 06/28/2026. m. Maple Lanes, 2608 University Avenue, Class C w/Outdoor Service and Sunday Sales (Renewal) Exp:07/22/2026. n. Studio 13 Waterloo, 304 W. 4th Street, Class C w/Outdoor Service and Sunday Sales (New) Exp:07/31/2026. o. Yesway Store #1022, 1976 Franklin Street, Class E w/Sunday Sales (Renewal) Exp: 07/12/2026. Cigarette/Tobacco/Nicotine/Vapor Permits a. Bamboo Ridge Campground, Inc., 4550 LaPorte Road. (Retail Tobacco) b. Behar Bar, 312 W. 4th Street. (Retail Tobacco) c. BJ's Sports & Billards, 110 Ida Street. (Retail Tobacco) d. Cork's Grocery, 1956 Lafayette Street. (Retail Tobacco) e. Express Mart, 2027 Falls Avenue. (Retail Tobacco) f. Family Dollar Stores #30944, 2206 Kimball Avenue. (Retail Tobacco) g. New Star Fletcher, 315 Fletcher Avenue. (Retail Tobacco) Page 4 of 11 Page 12 of 412 Bonds. Item No. 11 Boesen/Simon to approve Change Order No. 08 with Peterson Contractors, Inc., of Reinbeck, Iowa, for a net increase of $25,236.39, in conjunction with FY 2022 Park Avenue Bridge Replacement Project, Contract No. 1013, DOT Contract No. BRM-CHBP-8155 (771)--NB-07, and authorizing the Mayor and City Clerk to execute said document. Roll Call vote-Ayes: Six. Motion carried. Mr. Boesen requested an overview of these two items because they look very similar. Jamie Knutson, City Engineer, shared that these are to install the city standard light poles on both the Park and 11 th Street Bridge. The 11 th Street Bridge is the less expensive one. He explained that when this project was bid we were unable to get our poles put into the bid at the time, so after the fact, they were able to work with the DOT and open change orders to do so. The purpose was to make them match the other poles in the city so that if something happened to them, they could be swapped out easily. Mr. Simon questioned whose error it was to not include it in the original bid. Jamie Knutson explained that it was no one's error. It was because the city poles could not be added to the bidding because it was a DOT letting, and they required generic bid items. Item No. 12 Boesen/Simon to approve Change Order No. 07 with Peterson Contractors, Inc., of Reinbeck, Iowa, for a net increase of $45,232.12, in conjunction with FY 2022 Park Avenue Bridge Replacement Project, Contract No. 1013, DOT Contract No. BRM-CHBP-8155 (771)--NB-07, and authorizing the Mayor and City Clerk to execute said document. Roll Call vote-Ayes: Six. Motion carried. PUBLIC HEARINGS Asbestos Abatement Services, Contract AB-2025-07-09P. Chiles/Nichols to receive and file proof of publication of notice of public hearing. Voice vote-Ayes: Six. Motion carried. This being the time and place of the public hearing, the Mayor called for written and oral comments and there were none. Chiles/Nichols to close hearing. Voice vote-Ayes: Six. Motion carried. Chiles/Nichols Resolution confirming approval of plans, specifications, form of contract, etc., and authorizing to Page 5 of 11 Page 13 of 412 proceed. Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-414. Chiles/Nichols to receive, file, and instruct the City Clerk to read bids. Voice vote-Ayes: Six. Motion carried. Engineer's Estimate: $40,000.00 All Star Environmental, LLC - 5% - $41,772.00 Site Services, Inc., Algona, IA - 5% - $49,600.00 Advanced Environmental Testing & Abatement, Inc., Waterloo, IA - 5% - $34,940.00 Chiles/Nichols Resolution approving award of bid to Advanced Environmental, Inc. of Waterloo, Iowa, in the amount of$34,940.00, in conjunction with Asbestos Abatement Services, Contract AB-2025-07- 09P, for properties located at 1712 E 4th Street, 708 Mobile Street, 127 Newell Street, 418-420 Courtland Street, 227 Ricker Street, 406 Randall Street, 718 W 2nd Street, and 411 Logan Avenue, and authorizing the Mayor and City Clerk to execute said document. Roll Call vote- Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025- 415. Request by Cedar River Contractors on behalf of K-W Electric for a Site Plan Amendment for the construction of a 29,900 manufacturing warehouse and office building located east of 180 WARP Drive. Nichols/Chiles to receive and file proof of publication of notice of public hearing. Voice vote-Ayes: Six. Motion carried. This being the time and place of the public hearing, the Mayor called for written and oral comments and there were none. Nichols/Chiles to close public hearing and receive and file recommendation of approval of the Planning, Programming and Zoning Commission. Voice vote-Ayes: Six. Motion carried. Nichols/Chiles to receive, file, consider and pass for the first time an Ordinance amendment to Ordinance No. 5079, as amended, City of Waterloo Zoning Ordinance, by amending the Official Zoning Map referred to in Section 10-4-4, approving a Site Plan Amendment request by Cedar River Contractors on behalf of K-W Electric for the construction of a 29,900 manufacturing warehouse and office building located east of 180 WARP Drive. Roll Call vote-Ayes: Six. Motion carried. Nichols/Chiles to suspend the rules. Roll Call vote-Ayes: Six. Motion carried. Nichols/Chiles to consider and pass for the second and third times and adopt ordinance. Roll Call vote-Ayes: Six. Motion carried. Ordinance adopted and upon approval by Mayor assigned No. 5800. Request by the City of Waterloo to rezone approximately 0.19 acres from "C-2" Commercial Page 6 of 11 Page 14 of 412 District to "R-3" Multiple Residence District to allow Iowa Heartland Habitat for Humanity to split two lots into three, but maintain a single zoning on the three lots located at 512 Almond Street. Boesen/Nichols to receive and file proof of publication of notice of public hearing. Voice vote-Ayes: Six. Motion carried. This being the time and place of the public hearing, the Mayor called for written and oral comments and there were none. Boesen/Nichols to close the hearing and receive and file recommendation of approval of the Planning, Programming and Zoning Commission. Voice vote-Ayes: Six. Motion carried. Boesen/Nichols to receive, file, consider, and pass for the first time an ordinance amending Ordinance No. 5079, as amended, City of Waterloo Zoning Ordinance, by amending the Official Zoning Map referred to in Section 10-4-4, approving a request by the City of Waterloo to rezone approximately 0.19 acres from "C-2" Commercial District to "R-3" Multiple Residence District to allow Iowa Heartland Habitat for Humanity to split two lots into three, but maintain a single zoning on the three lots located at 512 Almond Street. Roll Call vote-Ayes: Six. Motion carried. Mr. Boesen commented that he supports this change and that we should support Habitat for Humanity in any way we can. Boesen/Nichols to suspend the rules. Roll Call vote-Ayes: Six. Motion carried. Boesen/Nichols to consider and pass for the second and third times and adopt the ordinance. Roll Call vote- Ayes: Six. Motion carried. Ordinance adopted and upon approval by Mayor assigned No. 5801. Request by the City of Waterloo to vacate a twenty-foot drainage easement on Lots 4 and 5 of Warp 2nd Addition in the "M-2,P" Planned Industrial District located at and adjacent to 4050 Leversee Road. Mr. Nichols commented that the hearing was canceled. RESOLUTIONS Resolution approving a Permanent Easement Agreement in the amount of $10,184.00, a temporary easement agreement in the amount of $790.00, and reimbursement for pavement removal in the amount of $6,628.00, totaling a lust compensation amount of $17,602.00, with JP Management Corp, located at 1224 La Porte Road, in conjunction with the La Porte Road Phase II Reconstruction Project, and authorizing the Mayor and City Clerk to execute said documents. Nichols/Chiles Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor Page 7 of 11 Page 15 of 412 assigned No. 2025-416. Resolution approving a Development Agreement with 3 Stooges, LLC, for the construction of an 8,200 square-foot commercial building, and construction of a future 8,200 square-foot building with a minimum assessed value of $1,000,00.00, with seven years of fifty percent tax rebates, and a land acquisition grant of $604,612.80, located south of 2661 Geraldine Road, and authorizing the Mayor and City Clerk to execute said document. Nichols/Chiles Roll Call vote-Ayes: Five. Nays: One (Boesen). Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-417. David Dryer, 3145 W. 4th Street, questioned why the city continues to make this type of development agreement. Mr. Boesen commented that he is not in favor of buying the lots and giving them away for one dollar. Mr. Simon shared that he is in favor of development but not for the amount of money we put up front and the large, long-term tax abatements. Mr. Chiles questioned why the grant amount was so high. Noel Anderson, Community Planning and Development Director, provided an overview of the project. Mr. Chiles clarified that $604,000 of work has been put into this project already. Council members continued to discuss the development agreement with 3 Stooges, LLC. with Noel Anderson. Resolution authorizing sponsorship of the High Quality Jobs Tax Credit Application with the Iowa Economic Development Authority, for International Paper Company, for the addition of up to seventy-two jobs associated with their new business at 3230 Leversee Road, and rescind Resolution No. 2025-044 in its entirety. Chiles/Nichols Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-418. David Dryer, 3145 W. 4th Street, questioned why the number of jobs has decreased and if we would still give the same amount of money. Noel Anderson, Community Planning and Development Director, provided an overview of the application. Resolution approving a Development Agreement with RAP, LLC, for the construction of a 4,200 square foot commercial building with a minimum assessed value of $273,000.00, located south of 3135 Marnie Avenue, and authorizing the Mayor and City Clerk to execute said document. Chiles/Nichols Page 8 of 11 Page 16 of 412 Roll Call vote-Ayes: Five. Nays: Two (Boesen and Simon). Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-419. David Dryer, 3145 W. 4th Street, commented that this habit of giving away property is a never- ending battle that needs to stop. Mr. Boesen commented that he was not in favor of the agenda item and explained the incentives that he did not agree with. Resolution approving two Memorandums of Understanding with the Iowa Northland Regional Council of Governments, in the amount of $29,000.00, for preparation of grant writing and administration of an Economic Development Administration Public Works and Economic Adjustment Assistance grant for a water detention basin in the Waterloo Air and Rail Park, and authorizing the Mayor and City Clerk to execute said documents. Chiles/Nichols Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-420. Resolution approving a Professional Service Agreement with AECOM of Waterloo, Iowa, in conjunction with an Emergency Building Inspection of the building at 325 West Park Avenue in Waterloo, Iowa, which had a portion of the Southeast wall collapse and needed an "emergency building inspection" to provide the City of Waterloo with recommendations for building rehabilitation or demolition of the existing structure, in addition to verify public safety. Boesen/Nichols Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-421. Resolution approving construction plans for grading, paving, and utilities serving the San Marnan Business Park 1st Addition - Phase 2, as submitted by the Clapsaddle-Garber Associates, Inc., Sewage Treatment Agreement, DNR Form 29 (Nov 00) with the Department of Natural Resources, and final acceptance of construction plans subject to the review and acceptance by the Department of Natural Resources, and authorizing the Mayor to execute said documents. Boesen/Nichols Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-422. Resolution approving Supplemental Agreement No. 1, to a Professional Services Agreement with Foth Infrastructure and Environment, LLC, originally executed March 17, 2025, in an amount not to exceed $541,131.00, in conjunction with the FY 2026 Katoski Drive and Huntington Road Reconstruction, Contract No. 1123, and authorizing the Mayor to execute said document. Boesen/Nichols Roll Call vote-Ayes: Five. Nays: One (Simon). Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-423. Forest Dillavou, 1725 Huntington Road, commented that the citizens of Waterloo should have Page 9 of 11 Page 17 of 412 an idea of how much the city plans to spend on these roundabouts. He explained that this area is one of the wettest areas in Waterloo and, with more roundabouts and concrete, there will be nowhere for the water to go and that part of Waterloo will end up flooding. Jamie Knutson, City Engineer, explained that two weeks ago council approved an agreement with the Waterloo School District to pay for their portion at an approximately 60/40 split, and the city's portion will come from local option dollars. He further explained that there will actually be a net decrease in pavement and addressed concerns about water retention management. Mr. Boesen questioned how much the schools would pay for this project. Jamie Knutson commented that until we get into the final design, there will be approximately a 60/40 split with the school paying 60 percent. Council members continued to discuss water run-off concerns with Jamie Knutson. Resolution approving a Professional Services Agreement with Bolton & Menk of Oakdale, Minnesota, in the amount of $9,500.00, in conjunction with the Rental Car Quick Turnaround Facility Concept Development Prosect, and authorizing the Director of Aviation to execute said document. Chiles/Boesen Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-424. Mr. Chiles shared his support of the work that Director Kjergaard's is doing at the airport. Resolution approving an Agreement with Routeware, Inc., of Portland, Oregon, in the monthly amount of $2,725.38 for 36 months, in conjunction with the ReCollect Software Program, and authorizing the Mayor to execute said document. Chiles/Boesen Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-425. Mr. Simon questioned the number of current app users. Randy Bennett, Public Works Division Manager, shared that to-date, 76.3% of people are using the app in comparison to the web, and there have been 848 calendar downloads so far this calendar year. Mr. Boesen shared that his is pleased with the system and hopes more people sign up. Resolution approving the Audit Engagement Letter with BerganKDV for the fiscal year ending June 30, 2025, and authorizing the Mayor to execute said document. Chiles/Boesen Roll Call vote-Ayes: Six. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-426. ADJOURNMENT Page 10 of 11 Page 18 of 412 Chiles/Nichols that the council adjourn at 6:35 p.m. Voice vote-Ayes: Six. Motion carried. Kelley Felchle City Clerk Page 11 of 11 Page 19 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Resolution setting date of public hearing as August 18, 2025, to approve a rezone request by the City of Waterloo to rezone approximately 0.15 acres of land from "R-2, C-Z" Conditional Zoning District to "R-2" One and Two Family Residence District west of 207 Hope Avenue, and instruct the City Clerk to publish notice. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION The applicant is requesting to rezone approximately 0.15 acres of land from "R-2, C-Z" Conditional Zoning District to "R-2" One and Two Family Residence District. This rezone is being done in an effort to clean up the zoning throughout the city by getting rid of a conditional zoning district that is no longer needed. The conditional zoning was approved to allow for a motorcycle repair business from the garage of the house that used to be located on the lot. The house that used to be on the area in question was demolished between the end of 2010 and the beginning of 2011 to become part of Logan Avenue/Highway 63 and its right-of-way. NEIGHBORHOOD IMPACT The proposal would not appear to have a negative impact on the surrounding area as the area is street right-of-way, and that use will not be changing. DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS A public hearing was held by the Planning, Programing and Zoning Commission on July 8, 2025, and notice was sent to property owners within 250 feet. SOURCE OF EXPENDITURES _ N/A Page 20 of 412 ALTERNATIVE ACTION LEGAL DESCRIPTION Gates Park Place, lot 10 block 1 except west 2 feet. ATTACHMENTS 1. Overview Map - W. of 207 Hope 2. Staff Report - w of 207 Hope Ave Rezone R-2, C-Z to R-2 3. 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III I --- ------ __ -.�� _ =11M�I _IM NINON West Of 207 Hope Rezone 1 ' 1 "R-211 City of Waterloo July 8,2025 REQUEST: Request by the City of Waterloo to rezone approximately 0.15 acres of land from"R-2, C-Z" Conditional Zoning District to "R-2"One and Two Family Residence District west of 207 Hope Avenue. APPLICANT(S): City of Waterloo, 715 Mulberry St,Waterloo, IA 50703 GENERAL The applicant is requesting to rezone a piece of land to get rid of the DESCRIPTION: conditional zoning as it is no longer needed because it is currently street right-of-way. IMPACT ON The proposal would not appear to have a negative impact on the NEIGHBORHOOD & surrounding area as the area is street right-of-way, and that use will not be SURROUNDING LAND changing. USE: VEHICULAR& The request would not appear to have a negative impact on vehicular or PEDESTRIAN pedestrian traffic in the area as the property in question is currently street TRAFFIC right-of-way along Logan Avenue (Highway 63). Logan Avenue is CONDITIONS: classified as a principal arterial. RELATIONSHIP TO There is a sidewalk running through the site in question. RECREATIONAL TRAIL PLAN AND COMPLETE STREETS POLICY: ZONING HISTORY The area is zoned"R-2, C-Z" Conditional Zoning District and has been FOR SITE AND zoned as such since February 2, 1998, when it was zoned from "R-2" One IMMEDIATE and Two Family Residence District. Surrounding land uses and their VICINITY: zoning are as follows: North—Land in Logan Avenue right-of-way zoned"R-2" One and Two Family Residence District. South—Residential homes zoned"R-2" One and Two Family Residence District. East—Residential homes zoned"R-2" One and Two Family Residence District. West—Residential homes zoned"R-2" One and Two Family Residence District. BUFFERS/ No buffers are required for this request. SCREENING REQUIRED: DRAINAGE: Drainage is not required for this request. DEVELOPMENT The area is composed mostly of single-family homes and Logan Avenue HISTORY: (Highway 63). The surrounding homes were built from 1912 through the 1950's. The properties that became part of Logan Avenue/Highway 63 street right-of-way had the structures on them demolished or relocated between 2010 and 2011. West of 207 Hope Avenue,R-2,C-Z to R-2 Page 23 of 412 1 a. 4� r r ;#t y , .. tip. 5v�i July 8,2025 5�. Orr 777 Picture 3:Home at 207 Hope Avenue (home not impacted by the request). FLOODPLAIN: The property is located in zone X (protected by levee) according to the 2024 FEMA Floodplain Maps. PUBLIC /OPEN George Washington Carver Academy is located within a quarter mile to SPACES/ SCHOOLS: the northwest of the site in question. Gates Park is a quarter mile to the east of the site in question. UTILITIES: WATER, There is a 36" storm sewer, a 12"water main, and a 12" sanitary main line SANITARY SEWER, along Logan Avenue. There are above ground power lines running along STORM SEWER, ETC: the alley to the east of the area in question. RELATIONSHIP TO The Future Land Use Map designates this lot in question as "Low Density COMPREHENSIVE Residential."The request is in conformance with the Future Land Use LAND USE PLAN: Map and Comprehensive Plan. STAFF ANALYSIS — The applicant is requesting to rezone approximately 0.15 acres of land ZONING ORDINANCE: from"R-2, C-Z" Conditional Zoning District to "R-2" One and Two Family Residence District. This rezone is being done in an effort to clean up the zoning throughout the city by getting rid of a conditional zoning district that is no longer needed. The conditional zoning was approved to allow for a motorcycle repair business from the garage of the house that used to be located on the lot. West of 207 Hope Avenue,R-2,C-Z to R-2 Page 25 of 412 July 8,2025 The house that used to be on the area in question was demolished between the end of 2010 and the beginning of 2011 to become part of Logan Avenue/Highway 63 and its right-of-way. TECHNICAL REVIEW The Technical Review Committee had no concerns with this request. COMMITTEE: STAFF ANALYSIS— The applicant is not planning to subdivide the property. SUBDIVISION ORDINANCE: STAFF Therefore, staff recommends that the request by the City of Waterloo to RECOMMENDATION: rezone approximately 0.15 acres of land from "R-2, C-Z" Conditional Zoning District to "R-2" One and Two Family Residence District west of 207 Hope Avenue be approved the following reasons: 1. The conditional zoning is no longer needed. 2. The request would appear to be in conformance with The Future Land Use Map, and will clean up the Zoning Map. West of 207 Hope Avenue,R-2,C-Z to R-2 Page 26 of 412 City of Waterloo Planning, Programming and Zoning Commission July 8, 2025 Area to be rezoned a 0 x 63 W ARLINGTON ST — — — — — — — E ARLINGTON ST [207 Hope Avenue Sources:Esri Torr Tom,Garmin,FAO,NOAA,USGS,©OpenStreetMap contributors,and the GIS User Community N West of 207 Hope Avenue w E Rezone from "R-2, C-Z" to "R-2" s City of Waterloo CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Resolution setting date of public hearing as August 18, 2025, for the sale and conveyance of approximately 0.20 acres of city-owned property, located northeast of 326 West 14th Street, in the amount of $1.00, to 5 Bees, LLC, including a Development and Minimum Assessment Agreement, for the construction of a 2,560 square foot commercial building, with an approximate value of $178,000.00 and options for additional land, and instruct the City Clerk to publish notice. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION Transmitted is a resolution to set the date of public hearing as August 18, 2025, for the sale and conveyance of approximately 0.20 acres of city-owned property, located northeast of 326 West 14th Street, in the amount of $1.00, to 5 Bees, LLC, with a Development Agreement and Minimum Assessment Agreement, for the construction of 2,560 square foot commercial building, with an approximate value of $178,000.00, and options for additional land, and instruct the City Clerk to publish notice. The developer also has options on two additional parcels of land described in Exhibit A-1 and Exhibit A-2 of the development agreement. The city already owns the land described in Exhibit A-1, and if the land in Exhibit A-2 is acquired by the city, the company has the option to purchase the second property. The developer will utilize the Consolidated Urban Revitalization Area for tax abatement incentives. NEIGHBORHOOD IMPACT A new building was constructed to the northwest of this property in 2023, and this new building will continue redevelopment of this area and be a good infill project. All necessary utilities are in place, and the new building will help to increase property values in this area. DATA, ANALYSIS, AND STRATEGIES Economic development and land use. IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION Page 28 of 412 COMMUNITY ENGAGEMENT METHODS Public hearing for the sale and conveyance of city-owned property. SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION Land being conveyed for new building: The Northeasterly One-half of Lots 9 and 10 and the Northeasterly 2 feet of the Southwesterly One- half of Lot 9 in Block 56 in Anthony Baker's Addition to the City of Waterloo, in Black Hawk County, Iowa. (Also known as Assessor Parcel No: 8913-25-377-006) Option One Property The Southwesterly 35 feet of Lots Nos. 9 and 10 in Block No. 56 in Anthony Baker's Addition to the City of Waterloo, Black Hawk County, Iowa. (Also known as Assessor Parcel No: Parcel No. 8913-25-377-008) Option Two Property The Southeasterly one-half of Lots nos. Nine (9) and Ten (10), except the Southwesterly Thirty-Five (35) feet thereof and except the Northeasterly Two (2) feet of the Southwesterly one-half of said lot No. Nine (9) in Block No. Fifty-Six (56) in Anthony Baker's Addition to the Village of Waterloo, in Black Hawk County, Iowa. Commonly known as: 326 W. 14th Street (Also known as Assessor Parcel No: 8913-25-377-007) ATTACHMENTS 1. Development Agreement 2. Aerial Map Page 29 of 412 1 Prepared b Austin J.McMahon Lange.&McMahon.PLC 222 151 St.E, Independence,1A 50614 319 3344488 DEVELOPMENT AGREEMENT This Development Agreement(the"Agreement") is entered into as of , 2025 by and between 5 Bees, LLC (the "Company") and the City of Waterloo, Iowa (the "City"). RECITALS A. Company is willing and able to undertake, or cause to be undertaken, the financing and construction of a building and related improvements on the property described in Exhibit A ("Property")., B. City considers economic development within the City a benefit to the community and is willing for the overall good and welfare of the community to provide financial incentives so as to encourage that goal, and the City further believes that the project is in the vital and best interests of the City and that the project and such incentives are in accordance with the public purposes and provisions of applicable State and local laws and requirements under which the project has been undertaken and is being assisted AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows: 1. Sale of Property; Title. Subject to the terms hereof, City shall convey the Property to Company in its as-is condition for the sum of $1.00 (the "Purchase Price"). Conveyance shall be by special warranty deed, free and clear of all encumbrances arising by or through City except: (a) easements, servitudes, conditions and restrictions of record; (b) general utility and right-of-way easements sending the Property; and (c) restrictions imposed by the City zoning ordinances and other applicable law. City makes no representation or warranty as to the condition of the Property or its suitability for Company's purposes, Company is responsible to conduct its own due diligence and Page 30 of 412 inspections. City shall have no duty to convey title to Company until Company delivers to City reasonable and satisfactory proof of financial ability to undertake and carry on the Improvements (defined below), which may take the form of a lending commitment letter. Company shall, at its own expense, prepare an updated abstract of title, or in lieu thereof Company may, at its own expense, obtain whatever form of title evidence it desires. City shall provide any title documents it has in its possession, including any abstracts, to assist in title review. If title is unmarketable or subject to matters not acceptable to Company, and if City does not remedy or remove such objectionable matters in timely fashion following written notice of such objections from Company, Company may terminate this Agreement without further obligation and return the abstract of title to City. 2. Improvements by Company. Company shall construct a 40' x 64' (2,560 square foot) building as well as related landscaping, storm water detention, paving, signage and parking improvements (collectively, the "Improvements"). Company agrees that the Improvements shall be constructed in accordance with the terms of this Agreement, the urban revitalization plan applicable to the Property, and all applicable City, state, and federal building codes and shall comply with all applicable City ordinances and other applicable law. City may require that Company submit specific building designs and site plans for City review and approval. Company will use its best efforts to obtain, or cause to be obtained, in a timely manner, all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all applicable local, state, and federal laws and regulations which must be obtained or met before the Improvements may be lawfully constructed. The Property, the Improvements, and all development-related work to make the Property usable for Company's purposes as contemplated by this Agreement are collectively referred to as the "Project." City agrees to reasonably cooperate with Company in order to obtain financing for the Project, including, but not limited to, consenting to Company's mortgage of the Property in order to secure said financing. 3. Timeliness of Construction; Possibility of Termination. The parties agree that Company's commitment to undertake the Project and to construct the Improvements in a timely manner constitutes a material inducement for the City to offer the incentives provided for in this Agreement, and that without said commitment City would not do so. A. Deadlines to commence and complete. Company must begin construction of the Improvements within six(6) months after the date of this Agreement and Substantially Complete construction within fourteen (14) months after the date of this Agreement (the "Completion Deadline"). For purposes of this Agreement, "Substantially Complete" means the date on which the Improvements have been completed to the extent necessary for City to issue a certificate of occupancy relating thereto and City has also verified that any Project element for which no permit was necessary has been Substantially Completed. All deadlines are subject to Unavoidable Delays as defined in paragraph B below. B. Events triggering termination. If Company does not Substantially Complete construction of the Improvements on the schedule stated above, then City may terminate this Agreement as set forth in Section 11, and City shall then have no further obligation under this Agreement. In any circumstance where Company's progress on the Project fails to meet the schedule stated above, then City's Community Planning and Development Director may, but shall not be required to, 2 Page 31 of 412 consent to an extension of time of up to six (6) months for the construction of the Improvements, and if an extension is granted but construction of the Improvements has not begun within such extended period, then any further time extensions will require consent of the City Council. If development has commenced within the required period, as the same may be extended, and is subsequently stopped or delayed as a result of an act of God, war, civil disturbance, court order, labor dispute, fire, City's delay in issuing to Company a necessary permit for the Improvements or the certificate of occupancy with such delay being wholly caused by the City, or other cause beyond the reasonable control of Company (each an "Unavoidable Delay"), the requirement that construction be completed by the Completion Deadline shall be tolled for a period of time equal to the period of Unavoidable Delay. 4. Utilities. Company will be responsible for extending water, sewer, telephone, telecommunications, electricity, gas and other utility services, if any, to the Property and for payment of any associated connection fees. 5. Minimum Assessment Agreement. Company acknowledges and agrees that it will pay when due all taxes and assessments, general or special, and all other charges whatsoever levied upon or assessed or placed against the Property. Company further agrees that prior to the date set forth in Section 2 of the Minimum Assessment Agreement (the °MAA") attached hereto as Exhibit °B" it will not seek or cause a reduction in the taxable valuation for the Property as improved pursuant to this Agreement, which shall be fixed for assessment purposes, below the amount of$178,000.00 (the "Minimum Actual Value"), through: (a) willful destruction of the Property, the Improvements, or any part of either; (b) a request to the assessor of Black Hawk County; or (c) any proceedings, whether administrative, legal, or equitable, with any administrative body or court within the City, Black Hawk County, the State of Iowa, or the federal government. Company agrees to execute and deliver the MAA concurrently with its execution and delivery of this Agreement. 6. City Incentives. City agrees to provide the following incentives in support of the Project: A. Tax Abatement. Because the Property is located in a designated Consolidated Urban Revitalization Area (CURA), the Property is eligible for tax exemption consistent with and to the extent provided for in Iowa law, provided that Company meets all requirements to qualify for such exemption. 7. Purchase Rights - Assessor Parcel No. 8913-25-377-008. As an additional incentive in furtherance of the Project, the City is the current owner of the property described in Exhibit A-1, and the City confers onto Company an Option to Purchase and Right of First Refusal with respect to the same as follows: 3 Page 32 of 412 A. Option for Additional Land. For a period of 7 years from the date of this Agreement, provided that Company is not in default under the terms of this Agreement, Company shall have an option to purchase the real property described in Exhibit "A- 1" attached hereto (the "A-1 Option Property") for the sum of$1.00. In connection with the exercise of such option, Company shall enter into a development agreement and minimum assessment agreement with respect to an expansion or new project on the A-1 Option Property that is comparable in scale to other projects on similarly sized parcels in the Urban Renewal Area. The parties agree that a project on the A-1 Option Property will be entitled to incentives commensurate with the project as prescribed by City development policies, up to substantially the same incentives that are provided for the Project under this Agreement. The option may be exercised at any time on or before the seventh (7t') anniversary of the date of this Agreement by delivery of written notice of exercise to City. Within ten (10) days following delivery of the option notice, the parties shall execute a written purchase agreement in form acceptable to City, which purchase agreement shall require, among other things, that Closing shall occur on a date to be agreed upon by the parties following delivery of the option exercise notice, which date shall be within sixty (60) days of delivery of said notice. B. Right of First Refusal. For a period of 7 years from the date of this Agreement, provided that Company is not in default under the terms of this Agreement, Company shall also have a right of first refusal with respect to the A-1 Option Property. Upon receipt of written notice from City that includes the terms and conditions of a bona fide third-party offer for all or any portion of the A-1 Option Property, Company shall have a period of fifteen (15) days in which to exercise its right of first refusal to purchase the subject portion of the Option Property, on the same terms and conditions as are set forth in the offer, with a purchase price of $1.00. Company shall exercise the right by delivery of written notice to City, and thereafter Company and City shall act with diligence to close on said transaction and to execute any related documents required by the offer. 8. Purchase Rights - Assessor Parcel No. 8913-25-377-007. As an additional incentive in furtherance of the Project, in the event that the City acquires the property described in Exhibit A-2, Company shall have an Option to Purchase and Right of First Refusal with respect to,the same as follows: A. Option for Additional Land. In the event that the City acquires ownership of the A-2 Option Property, and provided that Company is not in default of this Agreement, Company shall have an option to purchase the real property described in Exhibit °A-2" attached hereto (the °A-2 Property" or the "A-2 Option Property") for the sum of$1.00. In connection with the exercise of such option, Company shall enter into a development agreement and minimum assessment agreement with respect to an expansion or new project on the A-2 Option Property that is comparable in scale to other projects on similarly sized parcels in the Urban Renewal Area. The parties agree that a project on the A-2 Option Property will be entitled to incentives commensurate with the project as prescribed by City development policies, up to substantially the same incentives that are provided for the Project under this Agreement. The option may be exercised at any time within seven (7)years of the date of the City's acquisition of the A-2 Option Property by delivery of written notice of exercise to City. Within ten 4 Page 33 of 412 (10) days following delivery of the option notice, the parties shall execute a written purchase agreement in form acceptable to City, which purchase agreement shall require, among other things, that Closing shall occur on a date to be agreed upon by the parties following delivery of the option exercise notice, which date shall be within sixty (60) days of delivery of said notice. B. Right of First Refusal. In the event that the City acquires ownership of the A-2 Option Property, and provided that Company is not in default of this Agreement, Company shall also have a right of first refusal with respect to the A-2 Option Property for a period of seven (7) years from the date that City acquired ownership of the A-2 Option Property. Upon receipt of written notice from City that includes the terms and conditions of a bona fide third-party offer for all or any portion of the A-2 Option Property, Company shall have a period of fifteen (15) days in which to exercise its right of first refusal to purchase the subject portion of the A-2 Option Property, on the same terms and conditions as are set forth in the offer, with a purchase price of$1.00. Company shall exercise the right by delivery of written notice to City, and thereafter Company and City shall act with diligence to close on said transaction and to execute any related documents required by the offer. 7. Additional Covenants of Company. In addition to the other promises, covenants and agreements of Company as provided elsewhere in this Agreement, Company agrees as follows with respect to the Improvements: A. Company agrees during construction of the Improvements and thereafter until the MAA termination date to maintain, as applicable, builder's risk, property damage, and liability insurance coverages with respect to the Improvements in such amounts as are customarily carried by like organizations engaged in activities of comparable size and liability exposure, and shall provide evidence of such coverages to the City upon request. B. Until the Improvements are Substantially Completed, Company shall make such reports to City, in such detail and at such times as may be reasonably requested by City, as to the actual progress of Company with respect to construction of the Improvements. C. During construction of the Improvements and thereafter until the MAA termination date, Company will cooperate fully with the City in resolution of any traffic, parking, trash removal or public safety problems which may arise in connection with the construction and operation of the Improvements. D. Company will comply with all applicable land development laws and City and county ordinances, and all laws, rules and regulations relating to its businesses, other than laws, rules and regulations where the failure to comply with the same or the sanctions and penalties resulting therefrom, would not have a material adverse effect on the business, property, operations, or condition, financial or otherwise, of Company. E. Until the MAA termination date, Company will maintain, preserve and keep the Property, including but not limited to the Improvements, in good repair and 5 Page 34 of 412 working order, ordinary wear and tear excepted, and from time to time will make all necessary repairs, replacements, renewals and additions. F. The Property will have a taxable value as set forth in the MAA and any amendments thereto, and Company agrees that the minimum actual value of the Property and completed Improvements as stated in the MAA and any amendments thereto will be a reasonable estimate of the actual value of the Property and Improvements for ad valorem property tax purposes. Company agrees that it will spend enough in construction of the Improvements that,when combined with the value of the Property and related site improvements, will equal or exceed the assessor's minimum actual value for the Property and Improvements as set forth in the MAA and any amendments thereto. G. Until the MAA termination date Company agrees that (1) it will not undertake, in any other municipality in Black Hawk County, the construction or rehabilitation of any commercial property as a primary location for Company's business operations of the type to be conducted on the Property, and (2) it will make no conveyance, lease or other transfer of the Property or any interest therein that would cause the Property or any part thereof to be classified as exempt from taxation or subject to centralized assessment or taxation by the State of Iowa. H. Company shall pay, or cause to be paid, when due, all real property taxes and assessments payable with respect to any and all parts of the Property conveyed to it. Company agrees that (1) it will not seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute or regulation relating to the taxation of real property included within the Property that is determined by any tax official to be applicable to the Property or to Company, or raise the inapplicability or constitutionality of any such tax statute or regulation as a defense in any proceedings of any type or nature, including but not limited to delinquent tax proceedings, and (2) it will not seek any tax deferral, credit or abatement, either presently or prospectively authorized under Iowa Code Chapter 403 or 404, or any other state law, of the taxation of real property included within the Property. 9. Representations and Warranties of City. City hereby represents and warrants as follows: A. City is not prohibited from consummating the transaction contemplated in this Agreement by any law, regulation, agreement, instrument, restriction, order or judgment. B. Each person who executes and delivers this Agreement and all documents to be delivered hereunder is and shall be authorized to do so on behalf of City. 10. Representations and Warranties of Company. Company hereby represents and warrants as follows: A. It has all requisite power and authority to own and operate its properties, to carry on its business as now conducted and as presently proposed to be conducted, and to enter into and perform its obligations under this Agreement. 6 Page 35 of 412 B. This Agreement has been duly and validly executed and delivered by Company and, assuming due authorization, execution and delivery by the other parties hereto, is in full force and effect and is a valid and legally binding instrument of Company that is enforceable in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, reorganization or other laws relating to or affecting creditors' rights generally. C. The execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, and the fulfillment of or compliance with the terms and conditions of this Agreement are not prevented by, limited by, in conflict with, or result in a violation or breach of, the terms, conditions or provisions of any contractual restriction, evidence of indebtedness, agreement or instrument of whatever nature to which Company is now a party or by which it or its property is bound, nor do they constitute a default under any of the foregoing. D. There are no actions, suits or proceedings pending or threatened against or affecting Company in any court or before any arbitrator or before or by any governmental body in which there is a reasonable possibility of an adverse decision which could materially adversely affect the business (present or prospective), financial position, or results of operations of Company or which in any manner raises any questions affecting the validity of the Agreement or Company's ability to perform its obligations under this Agreement. E. The financing commitments, which Company will proceed with due diligence to obtain, to finance the construction of the Improvements will be sufficient to enable Company to successfully complete construction of the Improvements as contemplated in this Agreement, subject to additional costs incurred due to Unavoidable Delays. 11. Indemnification. Company hereby releases City, its elected officials, officers, employees, and agents (collectively, the "indemnified parties") from, covenants and agrees that the indemnified parties shall not be liable for, and agrees to indemnify, defend and hold harmless the indemnified parties against, any loss or damage to property or any injury to or death of any person occurring at or about the Property. The indemnified parties shall not be liable for any damage or injury to the persons or property of Company or its members, managers, employees, contractors or agents, or any other person who may be about the Property or the Improvements, due to any act of negligence or willful misconduct of any person, other than any act of negligence or willful misconduct on the part of any such indemnified party or its officers, employees or agents. The provisions of this Section shall survive the expiration or termination of this Agreement. 12. Default. The following shall be "Events of Default" under this Agreement, and the term "Event of Default" shall mean any one or more of the following events that continues beyond any applicable cure periods: A. Failure by Company to cause the construction of the Improvements to be commenced and completed pursuant to the terms, conditions and limitations of this Agreement; 7 Page 36 of 412 B. Failure by Company to pay, before delinquency, all ad valorem property taxes levied on or against any of the Property; C. Failure by any party hereto to substantially observe or perform any covenant, condition, obligation or agreement on its part to be observed or performed under this Agreement; D. Company (1) files any petition in bankruptcy or for any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under the federal bankruptcy law or any similar state law; (2) makes an assignment for the benefit of its creditors; (3) admits in writing its inability to pay its debts generally as they become due; (4) is adjudicated a bankrupt or insolvent; or if a petition or answer proposing the adjudication of Company as a bankrupt or its reorganization under any present or future federal bankruptcy act or any similar federal or state law shall be filed in any court and such petition or answer shall not be discharged or denied within ninety (90) days after the filing thereof; or a receiver, trustee or liquidator of Company, or part thereof, shall be appointed in any proceedings brought against Company and shall not be discharged within ninety (90) days after such appointment, or if Company shall consent to or acquiesce in such appointment; or(5) defaults under any mortgage applicable to any of Property. E. Any representation or warranty made by Company in this Agreement, or made by Company in any written statement or certificate furnished by Company pursuant to this Agreement, shall prove to have been incorrect, incomplete or misleading in any material respect on or as of the date of the issuance or making thereof. 13. Remedies. A. Default by Company. Whenever any Event of Default in respect of Company occurs and is continuing, the City may terminate this Agreement. Before exercising such remedy, City shall give 30 days' written notice to Company of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or the Event of Default cannot reasonably be cured within 30 days and Company shall not have provided assurances reasonably satisfactory to the City that the Event of Default will be cured as soon as reasonably possible. Upon termination, City may exercise any and all remedies available at law, equity, contract or otherwise for recovery of any sums paid by City to Company, if any, before the date of termination as set forth in this Agreement. B. Default by City. Whenever any Event of Default in respect of City occurs and is continuing, Company may take such action against City to require it to specifically perform its obligations hereunder. Before exercising such remedy, Company shall give 30 days' written notice to City of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or if the Event of Default cannot reasonably be cured within 30 days and City shall not have provided assurances reasonably satisfactory to the Company that the Event of Default will be cured as soon as reasonably possible. 8 Page 37 of 412 C. Remedies under this Agreement shall be cumulative and in addition to any other right or remedy given under this Agreement or existing at law or in equity or by statute. Waiver as to any particular default, or delay or omission in exercising any right or power accruing upon any default, shall not be construed as a waiver of any other or any subsequent default and shall not impair any such right or power. 14. Materiality of Company's Promises, Covenants, Representations, and Warranties. Each and every promise, covenant, representation, and warranty set forth in this Agreement on the part of Company to be performed is a material term of this Agreement, and each and every such promise, covenant, representation, and warranty constitutes a material inducement for City to enter this Agreement. Company acknowledges that without such promises, covenants, representations, and warranties, City would not have entered this Agreement. Upon breach of any promise or covenant, or in the event of the incorrectness or falsity of any representation or warranty, City may, at its sole option and in addition to any other right or remedy available to it, terminate this Agreement and declare it null and void. 15. Performance by City. Company acknowledges and agrees that all of the obligations of City under this Agreement shall be subject to, and performed by City in accordance with, all applicable statutory, common law or constitutional provisions and procedures consistent with City's lawful authority. All covenants, stipulations, promises, agreements and obligations of City contained in this Agreement shall be deemed to be the covenants, stipulations, promises, agreements and obligations of City and not of any governing body member, officer, employee or agent of City in the individual capacity of such person. 16. No Third-Party Beneficiaries. No rights or privileges of any party hereto shall inure to the benefit of any contractor, subcontractor, material supplier, or any other person or entity, and no such contractor, subcontractor, material supplier, or other person or entity shall be deemed to be a third-party beneficiary of any of the provisions of this Agreement. 17. Notices. Any notice under this Agreement shall be in writing and shall be delivered in person, by overnight air courier service, by United States registered or certified mail, postage prepaid, or by facsimile (with an additional copy delivered by one of the foregoing means), and addressed: (a) if to City, at 715 Mulberry Street, Waterloo, Iowa 50703, facsimile number 319-291-4571, Attention: Mayor, with copies to the City Attorney and the Community Planning and Development Director. (b) if to Company, at Jonathan Brundrett, P.O. Box 655, Waterloo, IA 50704 Delivery of notice shall be deemed to occur (i) on the date of delivery when delivered in person, (ii) one (1) business day following deposit for overnight delivery to an overnight air courier service which guarantees next day delivery, (iii) three (3) business days following the date of deposit if mailed by United States registered or certified mail, postage prepaid, or (iv) when transmitted by facsimile so long as the sender obtains written electronic confirmation 9 Page 38 of 412 from the sending facsimile machine that such transmission was successful. A party may change the address for giving notice by any method set forth in this Section. 18. No Joint Venture. Nothing in this Agreement shall, or shall be deemed or construed to, create or constitute any joint venture, partnership, agency, employment, or any other relationship between the City and Company nor to create any liability for one party with respect to the liabilities or obligations of the other party or any other person. 19. Amendment, Modification, and Waiver. No amendment, modification, or waiver of any condition, provision, or term of this Agreement shall be valid or of any effect unless made in writing, signed by the party or parties to be bound or by the duly authorized representative of same, and specifying with particularity the extent and nature of the amendment, modification, or waiver. Any waiver by any party of any default by another party shall not affect or impair any rights arising from any subsequent default. 20. Severability; Reformation. Each provision, section, sentence, clause, phrase, and word of this Agreement is intended to be severable. If any portion of this Agreement shall be deemed invalid or unenforceable, whether in whole or in part, the offending provision or part thereof shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall not be affected thereby and shall continue in full force and effect. If, for any reason, a court finds that any portion of this Agreement is invalid or unenforceable as written, but that by limiting such provision or portion thereof it would become valid and enforceable, then such provision or portion thereof shall be deemed to be written, and shall be construed and enforced, as so limited. 21. Captions. All captions, headings, or titles in the paragraphs or sections of this Agreement are inserted only as a matter of convenience and/or reference, and they shall in no way be construed as limiting, extending, or describing either the scope or intent of this Agreement or of any provisions hereof. 22. Interpretation. This Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been prepared by counsel for one of the parties, it being recognized that the parties hereto and their respective attorneys have contributed substantially and materially to the preparation of each and every provision of this Agreement. 23. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 24. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute one and the same instrument. 25. Entire Agreement. This Agreement, together with the exhibits attached hereto, constitutes the entire agreement of the parties and supersedes all prior or contemporaneous negotiations, discussions, understandings, or agreements, whether oral or written, with respect to the subject matter hereof. 26. Time of Essence. Time is of the essence of this Agreement. 10 Page 39 of 412 CITY OF WATERLOO, IOWA 5 BEES, LLC By: By; Quentin M. Hart, Mayor a�1Atr%tAO ZC V mVcc1T Attest: Title: i4ri*4�wfj Amher Kelley Felchle, City Clerk f'. Page 40 of 412 EXHIBIT "A" Description of Propertx The Northeasterly One-half of Lots 9 and 10 and the Northeasterly 2 feet of the Southwesterly One-half of Lot 9 in Block 56 in Anthony Baker's Addition to the City of Waterloo, in Black Hawk County, Iowa. (Also known as Assessor Parcel No: 8913-25-377-006) Page 41 of 412 EXHIBIT A-1 Description of Property The Southwesterly 35 feet of Lots Nos. 9 and 10 in Block No. 56 in Anthony Baker's Addition to the City of Waterloo, Black Hawk County, Iowa. (Also known as Assessor Parcel No: Parcel No. 8913-25-377-008) l I E 2 Page 42 of 412 EXHIBIT A-2 Description of Property The Southeasterly one-half of Lots nos. Nine (9) and Ten (10), except the Southwesterly Thirty-Five (35) feet thereof and except the Northeasterly Two (2) feet of the Southwesterly one-half of said lot No. Nine (9) in Block No. Fifty-Six (56) in Anthony Baker's Addition to the Village of Waterloo, in Black Hawk County, Iowa. Commonly known as: 326 W. 14ffi Street (Also known as Assessor Parcel No: 8913-25377-007) 3 Page 43 of 412 EXHIBIT "B" MINIMUM ASSESSMENT AGREEMENT This Minimum Assessment Agreement (the "Agreement") is entered into as of , 2025, by and among the CITY OF WATERLOO, IOWA ("City"), 5 BEES LLC ("Company"), and the COUNTY ASSESSOR of the City of Waterloo, Iowa ("Assessor"). WITNESSETH: WHEREAS, on or before the date hereof the City and Company have entered into a development agreement (the "Development Agreement") regarding certain real property (the "Property"), described in Exhibit "A" thereto, located in the City; and WHEREAS, it is contemplated that pursuant to the Development Agreement, the Company will undertake the development of a property within a designated urban revitalization area of the City, including the construction of certain improvements as described in the Development Agreement (the "Minimum Improvements") on the Property (the "Project"); and WHEREAS, pursuant to Iowa Code § 404.3C, the City and the Company desire to establish a minimum actual value for the Property and the Minimum Improvements to be constructed thereon by Company pursuant to the Development Agreement, which shall be effective upon substantial completion of the Project and from then until this Agreement is terminated pursuant to the terms herein and which is intended to reflect the minimum actual value of the land and buildings as to the Project only; and WHEREAS, the City and the Assessor have reviewed the preliminary plans and specifications for the Minimum Improvements which the parties contemplate will be erected as a part of the Project. NOW, THEREFORE, the parties hereto, in consideration of the promises, covenants, and agreements made by each other, do hereby agree as follows: 1. Upon substantial completion of construction of the Minimum Improvements by Company, the minimum actual taxable value which shall be fixed for assessment purposes for the Property and Minimum Improvements to be constructed thereon by Company as a part of the Project shall not be less than $178,000.00 (the "Minimum Actual Value") until termination of this Agreement. The parties hereto agree that construction of the Minimum Improvements will be substantially completed by the date set forth in the Development Agreement, and in any case if the Minimum Improvements are not substantially completed by July 31, 2026 the parties agree to execute an amendment to this Agreement that will extend the date specified in Section 2 below. 2. The Minimum Actual Value herein established shall be of no further force and effect, and this Minimum Assessment Agreement shall terminate, on December 31, 2035. The Minimum Actual Value shall be maintained during such period regardless of: (a) any failure to complete the Minimum Improvements; (b) destruction of all or any portion of the Minimum Improvements; (c) diminution in value of the -Property or the Minimum 4 Page 44 of 412 Improvements; or (d) any other circumstance, whether known or unknown and whether now existing or hereafter occurring. 3. Company shall pay, or cause to be paid, when due, all real property taxes and assessments payable with respect to all and any parts of the Property and the Minimum Improvements pursuant to the provisions of this Agreement and the Development Agreement. Such tax payments shall be made without regard to any loss, complete or partial, to the Property or the Minimum Improvements, any interruption in, or discontinuance of, the use, occupancy, ownership or operation of the Property or the Minimum Improvements by Company or any other matter or thing which for any reason interferes with, prevents or renders burdensome the use or occupancy of the Property or the Minimum Improvements. 4. Company agrees that its obligation to make the tax payments required hereby, to pay the other sums provided for herein, and to perform and observe its other agreements contained in this Agreement shall be absolute and unconditional Obligations of Company (not limited to the statutory remedies for unpaid taxes) and that Company shall not be entitled to any abatement or diminution thereof, or set off therefrom, nor to any early termination of this Agreement for any reason whatsoever. 5. Nothing herein shall be deemed to waive the Company's rights under Iowa Code § 404.3C to contest that portion of any actual value assignment made by the Assessor in excess of the Minimum Actual Value established herein. In no event, however, shall the Company seek or cause the reduction of the actual value assigned below the Minimum Actual Value established herein during the term of this Agreement. Nothing herein shall limit the discretion of the Assessor to assign at any time an actual value to the land and Minimum Improvements in excess of the Minimum Actual Value. 6. Company agrees that during the term of this Agreement it will not: (a) seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute relating to the taxation of property contained as a part of the Property or the Minimum Improvements determined by any tax official to be applicable to the Property or the Minimum Improvements, or raise the inapplicability or constitutionality of any such tax statute as a defense in any proceedings, including delinquent tax proceedings; or (b) seek any tax deferral, credit or abatement, either presently or prospectively authorized under Iowa Code Chapter 403 or 404, or any other state law, of the taxation of real property, including improvements and fixtures thereon, contained in the Property or the Minimum Improvements; or (c) request the Assessor to reduce the Minimum Actual Value; or (d) appeal to the board of review of the city, county, state or to the Director of Revenue of the State of Iowa to reduce the Minimum Actual Value; or (e) cause a reduction in the actual value or the Minimum Actual Value through any other proceedings. 5 Page 45 of 412 7. This Agreement shall be promptly recorded by the City with the Recorder of Black Hawk County, Iowa. The City shall pay all costs of recording. 8. Neither the preambles nor provisions of this Agreement are intended to, or shall be construed as, modifying the terms of the Development Agreement. 9. Each provision, section, sentence, clause, phrase, and word of this Agreement is intended to be severable. If any portion of this Agreement shall be deemed invalid or unenforceable, whether in whole or in part, the offending provision or part thereof shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall not be affected thereby and shall continue in full force and effect. If, for any reason, a court finds that any portion of this Agreement is invalid or unenforceable as written, but that by limiting such provision or portion thereof it would become valid and enforceable, then such provision or portion thereof shall be deemed to be written, and shall be construed and enforced, as so limited. 10. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties, including but not limited to future owners of the Project property. IN WITNESS WHEREOF, the parties have executed this Minimum Assessment Agreement by their duly authorized representatives as of the date first set forth above. [signatures on next page] 6 Page 46 of 412 CITY OF WATERLOO, IOWA 5 BEES, LLC By: By: Quentin Hart, Mayor 4Jothan Brundrett By: Title: rOem beK Kelley Felchle, City Clerk STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) On this day of , 2025, before me, a Notary Public in and for the State of Iowa, personally appeared Quentin Hart and Kelley Felchle, to me personally known, who being duly sworn, did say that they are the Mayor and City Clerk, respectively, of the City of Waterloo, Iowa, a municipal corporation, created and existing under the laws of the State of Iowa, and that the seal affixed to the foregoing instrument is the seal of said municipal corporation, and that said instrument was signed and sealed on behalf of said municipal corporation by authority and resolution of its City Council, and said Mayor and City Clerk acknowledged said instrument to be the free act and deed of said municipal corporation by it and by them voluntarily executed. Notary Public STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) Subscribed and sworn to before me on cla44 2# 2025 by NArn4PV4 t'Z.utinee r t'_ _ as (title) of 5 Bees, LLC. TIM ANDERA COMMISSION NO.7725118 w coMMissioN E"I Notary Pbbfic rowA APRIL 11,2027 Page 47 of 412 CERTIFICATION OF ASSESSOR The undersigned, having reviewed the plans and specifications for the Minimum Improvements to be constructed and the market value assigned to the land upon which the Minimum Improvements are to be constructed for the development, and being of the opinion that the minimum market value contained in the foregoing Minimum Assessment Agreement appears reasonable, hereby certifies as follows: The undersigned Assessor, being legally responsible for the assessment of the property described in the foregoing Minimum Assessment Agreement upon completion of the improvements to be made on it, certifies that the actual value assigned to the land and improvements upon completion shall not be less than One Hundred Seventy-Eight Thousand and 001100 Dollars ($178,000.00) until termination of this Minimum Assessment Agreement pursuant to the terms hereof, subject to adjustment as provided in said agreement. Assessor for Black Hawk County, Iowa Date STATE OF IOWA ) ) SS. COUNTY OF BLACK HAWK ) Subscribed and sworn to before me on , 2025 by T.J. Koenigsfeld, Assessor for Black Hawk County, Iowa. Notary Public Page 48 of 412 New building on lot outlined in Yellow. Option one lot outlined in Blue, and second option lot outlined in Green Akti rr. 4 { int J!' 1' a Page 49 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Resolution setting date of Public Hearing as August 18, 2025, to authorize the sale and conveyance of city-owned property located south of 427 Iowa Street, to Iowa Heartland Habitat for Humanity, in the amount of $1.00, for the rehabilitation of 427 Iowa Street in the Walnut Neighborhood, including a Development Agreement, and instruct the City Clerk to publish notice. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION The City of Waterloo acquired the property south of 427 Iowa Street through tax sale. The property includes the addition to 427 Iowa Street. 427 Iowa Street is owned by Iowa Heartland Habitat for Humanity and is being rehabilitated. The property to the south with the addition is being requested to be sold and conveyed to Iowa Heartland Habitat for Humanity to allow for the rehabilitation of the entire home and for the home to be sold to a Habitat family when complete. NEIGHBORHOOD IMPACT The request would appear to have a positive impact on the neighborhood as the sale and conveyance will help to rehabilitate a dilapidated home in the Walnut Neighborhood. DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION Page 50 of 412 LEGAL DESCRIPTION Parcel No. 8913-24-163-009 Legal Description South 22 feet of the North 63 feet of Lot 18, Block 29, Railroad Addition to Waterloo, Iowa. ATTACHMENTS 1. 427 Iowa - Habitat D.A. - 891324163009 Page 51 of 412 Preparer: Austin J. McMahon, Lange& McMahon, PLC, 222 151 St. E., Independence, IA (319)234-5701 After recording, return to Community Planning&Development, 715 Mulberry Street, Waterloo, IA 50703. DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered into as of 2025, by and between Iowa Heartland Habitat for Humanity ("Company"), and the City of Waterloo, Iowa ("City"). RECITALS A. Company owns the real property locally known as 427 Iowa Street and City owns Parcel No. 8913-24-163-009 (as described in Exhibit A) upon which is situated an addition to the structure already existing on 427 Iowa Street (collectively, the "Property"). The Property is located within the Urban Renewal Area. B. Company is willing and able to finance rehabilitation, development, or improvements ("Improvements" or "Project") as provided in this Agreement on the Property, and the City is willing to convey ownership of Parcel No. 8913-24-163-009 to Company for that purpose. C. City considers development within the City a benefit to the community and is willing for the overall good and welfare of the community to provide financial incentives so as to encourage that goal. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows: 1. Sale of Property; Title. Subject to the terms hereof, City shall convey Parcel No. 8913-24-163-009 to Company for the sum of $1.00 (the "Purchase Price") within six (6) months of the date of this Agreement. Conveyance shall be by quit claim deed. 2. Improvements by Company. Company acknowledges that it has had a reasonable opportunity to inspect the Property and to conduct other due diligence related to the Project. Company agrees to accept the Parcel No. 8913-24-163-009 in its "as is" condition, without any warranty from City, expressed or implied, as to the condition of the Page 52 of 412 Parcel No. 8913-24-163-009, its marketability, or its fitness for any particular purpose. At its own cost Company shall renovate, rehabilitate, or otherwise improve the existing structure on the Property to create a single-family dwelling to a finished state, including sidewalk, and shall be responsible for removal of all construction debris, proper leveling or shaping of groundscape, and grassing and/or landscaping (construction and finishing as so described are referred to collectively as the "Improvements" or the "Project"). The Improvements shall be constructed in accordance with the terms of this Agreement, all applicable City, state, and federal building codes, and shall comply with all applicable City ordinances and other applicable law. Company shall submit specific plans, building designs, and site plans for City review and approval before the undertaking the Improvements and shall not substantially deviate from such plans, specifications, or designs. Company will use its best efforts to obtain, or cause to be obtained, in a timely manner, all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all applicable local, state, and federal laws and regulations which must be obtained or met before the Improvements may be lawfully constructed. 3. Timeliness of Construction; Possibility of Reverter. The parties agree that Company's commitment to cause the Project to be undertaken and to perform the Improvements in a timely manner constitutes a material inducement for the City to convey the Parcel No. 8913-24-163-009 to Company and to extend the incentives provided for in this Agreement, and that without said commitment City would not do so. A. Deadlines to commence and complete. Subject to Unavoidable Delays (defined below), Company must obtain a building permit and begin renovation of the dwelling within four (4) months from the date of this Agreement (the "Commencement Date") and must Substantially Complete construction within fourteen (14) months thereafter (the "Completion Deadline"). For purposes of this Agreement, "Substantially Complete" means that the Improvements have been completed to the extent necessary for the City to issue a certificate of occupancy relating thereto and the City has verified that Project elements for which no permit was necessary have been substantially completed. All deadlines are subject to Unavoidable Delays as defined in paragraph B below. The City's Community Planning and Development Director may, but shall not be required to, consent to an extension of time of up to six (6) months for the construction of any phase of the Improvements. Any additional or longer time extensions will require consent of the City Council. B. Events triggering termination and/or reverter of title. If Company does not begin or Substantially Complete construction of the Improvements on the schedule(s) stated above, subject to Unavoidable Delays, then City may terminate this Agreement as set forth in Section 12, and City shall then have no further obligation to Company under this Agreement. If development has commenced within the required period, as the same may be extended, and is subsequently stopped or delayed as a result of an act of God, war, civil disturbance, court order, labor dispute, fire, or other cause beyond the reasonable control of Company(each an "Unavoidable Delay"), the requirement that construction be completed by the Completion Deadline shall be tolled for a period of time equal to the period of Unavoidable Delay. As promptly as possible, Company shall notify City in writing 2 Page 53 of 412 of the occurrence of any Unavoidable Delay and shall again notify City in writing when the Unavoidable Delay has ended. If City terminates this Agreement as provided in Section 12, City shall have no further obligations to Company under this Agreement, including but not limited to any legal or equitable obligation to reimburse Company for any costs expended by Company with respect to the Project Property or to compensate Company for any value added to the Project Property by any Improvements. In connection with termination of the Agreement as set forth herein, City may demand reconveyance of the Target Property in addition to exercising any other available remedies. 4. Reverter of Title; Indemnity. In the event of any reverter of title pursuant to Section 3, Company agrees that it shall, at its own expense, promptly execute all documents, including but not limited to a special warranty deed, or take such other actions as the City may reasonably request to effectuate said reverter and to deliver to City title to the Target Property free and clear of any lien, claim, charge, security interest, mortgage or encumbrance (collectively, "Liens") arising by or through Company. Company shall pay in full, so as to discharge or satisfy, all Liens on or against the Target Property. In connection with any reverter of title, Company shall not be entitled to a refund of the Purchase Price. Appointment of Attorney in Fact: If Company fails to deliver such documents, including but not limited to a special warranty deed, to City within thirty (30) days after written demand by City, then City shall be authorized to execute, on Company's behalf and as its attorney-in-fact, the special warranty deed or other documents required by this Section, and for such limited purpose Company does hereby constitute and appoint City as its attorney-in-fact. Company further agrees that it shall indemnify City and hold it harmless with respect to any demand, claim, cause of action, damage, cost, expense, liability or injury made, suffered, or incurred as a result of or in connection with the Project, or Company's failure to carry on or complete same, or any Lien or Liens on or against the Target Property of any type or nature whatsoever that attaches to the Target Property by virtue of Company's ownership of same. If City files suit to enforce the terms of this Agreement and prevails in such suit, then Company shall be liable for all legal expenses, including but not limited to reasonable attorneys' fees, incurred by City. Company's duties of indemnity pursuant to this Section shall survive the expiration, termination or cancellation of this Agreement for any reason. 5. Utilities. To the extent applicable, Company will be responsible for extending water, sewer, telephone, telecommunications, electricity, gas and other utility services from street right of way to any location on the Project Property and for payment of any associated connection fees. 6. No Encumbrances; Limited Exception. Until the Improvements are Substantially Completed, Company agrees that it shall not create, incur, or suffer to exist any Liens on the Target Property, other than such mortgage or mortgages as may be reasonably necessary to finance Company's completion of the Improvements and of which Company notifies City before Company executes any such mortgage. Company may not mortgage the Target Property or any part thereof for any purpose except in connection with financing of the Improvements. Any other mortgage shall be void. 3 Page 54 of 412 7. No Assignment or Conveyance. Company agrees that it will not sell, convey, assign or otherwise transfer its interest in the Target Property prior to completion of the Project, whether in whole or in part, to any other person or entity without the prior written consent of City. Reasonable grounds for the City to withhold its consent shall include but are not limited to the inability of the proposed transferee to demonstrate to the City's satisfaction that it has the financial ability to observe all of the terms to be performed by Company under this Agreement. 8. Additional Covenants of Company. In addition to the other promises, covenants and agreements of Company as provided elsewhere in this Agreement, Company agrees as follows: A. Until the Improvements have been Substantially Completed, Company shall make such reports to City, in such detail and at such times as may be reasonably requested by City, as to the actual progress of Company with respect to construction of the Improvements. B. Company will comply with all applicable land development laws and City and county ordinances, and all laws, rules and regulations relating to its businesses, other than laws, rules and regulations where the failure to comply with the same, or where the sanctions and penalties resulting therefrom, would not have a material adverse effect on the business, property, operations, or condition, financial or otherwise, of Company. C. Company will cooperate fully with the City in resolution of any traffic, parking, trash removal or public safety problems which may arise in connection with the construction and operation of the Improvements. 9. Representations and Warranties of City. City hereby represents and warrants as follows: A. City is not prohibited from consummating the transaction contemplated in this Agreement by any law, regulation, agreement, instrument, restriction, order or judgment. B. Each person who executes and delivers this Agreement and all documents to be delivered hereunder is and shall be authorized to do so on behalf of City. 10. Representations and Warranties of Company. Company hereby represents and warrants as follows: A. It is duly organized, validly existing, and in good standing under the laws of the state of its organization and is duly qualified and in good standing under the laws of the State of Iowa. 4 Page 55 of 412 B. It has all requisite power and authority to own and operate its properties, to carry on its business as now conducted and as presently proposed to be conducted, and to enter into and perform its obligations under this Agreement. C. This Agreement has been duly and validly authorized, executed and delivered by Company and, assuming due authorization, execution and delivery by the other parties hereto, is in full force and effect and is a valid and legally binding instrument of Company that is enforceable in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, reorganization or other laws relating to or affecting creditors' rights generally. D. The execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, and the fulfillment of or compliance with the terms and conditions of this Agreement are not prevented by, limited by, in conflict with, or result in a violation or breach of, the terms, conditions or provisions of the articles of organization or operating agreement of Company or of any contractual restriction, evidence of indebtedness, agreement or instrument of whatever nature to which Company is now a party or by which it or its property is bound, nor do they constitute a default under any of the foregoing. E. There are no actions, suits or proceedings pending or threatened against or affecting Company in any court or before any arbitrator or before or by any governmental body in which there is a reasonable possibility of an adverse decision which could materially adversely affect the business (present or prospective), financial position, or results of operations of Company or which in any manner raises any questions affecting the validity of the Agreement or Company's ability to perform its obligations under this Agreement. 11. Default. The following shall be "Events of Default" under this Agreement, and the term "Event of Default" shall mean any one or more of the following events that continues beyond any applicable cure periods: A. Failure by Company to cause the Improvements to be commenced and completed pursuant to the terms, conditions and limitations of this Agreement; B. Transfer by Company of any interest (either directly or indirectly) in the Improvements, the Target Property, or this Agreement, without the prior written consent of City, except as expressly authorized by this Agreement; C. Failure by any party hereto to substantially observe or perform any covenant, condition, obligation or agreement on its part to be observed or performed under this Agreement; D. Company (1) files any petition in bankruptcy or for any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under the federal bankruptcy law or any similar state law; (2) makes an assignment for the benefit of its creditors; (3) admits in writing its inability to pay 5 Page 56 of 412 its debts generally as they become due; (4) is adjudicated a bankrupt or insolvent; or if a petition or answer proposing the adjudication of Company as a bankrupt or its reorganization under any present or future federal bankruptcy act or any similar federal or state law shall be filed in any court and such petition or answer shall not be discharged or denied within ninety (90) days after the filing thereof; or a receiver, trustee or liquidator of Company, or part thereof, shall be appointed in any proceedings brought against Company and shall not be discharged within ninety (90) days after such appointment, or if Company shall consent to or acquiesce in such appointment; or (5) defaults under any mortgage applicable to the Target Property; or E. Any representation or warranty made by Company in this Agreement, or made by Company in any written statement or certificate furnished by Company pursuant to this Agreement, shall prove to have been incorrect, incomplete or misleading in any material respect on or as of the date of the issuance or making thereof. 12. Remedies. A. Default by Company. Whenever any Event of Default in respect of Company occurs and is continuing, the City may terminate this Agreement. Before exercising such remedy, City shall give 30 days' written notice to Company of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or the Event of Default cannot reasonably be cured within 30 days and Company shall not have provided assurances reasonably satisfactory to the City that the Event of Default will be cured as soon as reasonably possible. Upon termination, City may exercise any and all remedies available at law, equity, contract or otherwise for recovery of any sums paid by City to Company before the date of termination or to recover ownership of the Target Property as set forth in this Agreement. B. Default by City. Whenever any Event of Default in respect of City occurs and is continuing, Company may take such action against City to require it to specifically perform its obligations hereunder. Before exercising such remedy, Company shall give 30 days' written notice to City of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or if the Event of Default cannot reasonably be cured within 30 days and City shall not have provided assurances reasonably satisfactory to the Company that the Event of Default will be cured as soon as reasonably possible. C. Remedies under this Agreement shall be cumulative and in addition to any other right or remedy given under this Agreement or existing at law or in equity or by statute. Waiver as to any particular default, or delay or omission in exercising any right or power accruing upon any default, shall not be construed as a waiver of any other or any subsequent default and shall not impair any such right or power. 6 Page 57 of 412 13. Indemnification and Releases. A. Company hereby releases City, its elected officials, officers, employees, and agents (collectively, the "indemnified parties") from, covenants and agrees that the indemnified parties shall not be liable for, and agrees to indemnify, defend and hold harmless the indemnified parties against, any loss or damage to property or any injury to or death of any person occurring at or about the Project Property arising after Company's acquisition of the Target Property or resulting from any defect in the Improvements. The indemnified parties shall not be liable for any damage or injury to the persons or property of Company or its directors, officers, employees, contractors or agents, or any other person who may be on or about the Project Property or the Improvements, due to any act of negligence or willful misconduct of any person, other than any act of negligence or willful misconduct on the part of any such indemnified party or its officers, employees or agents. B. Except for any willful misrepresentation, any willful misconduct, or any unlawful act of the indemnified parties, Company agrees to protect and defend the indemnified parties, now or forever, and further agrees to hold the indemnified parties harmless, from any claim, demand, suit, action or other proceedings or any type or nature whatsoever, by any person or entity whatsoever that arises or purportedly arises from (1) any violation of any agreement or condition of this Agreement (except with respect to any suit, action, demand or other proceeding brought by Company against the City to enforce its rights under this Agreement), or (2) the acquisition and condition of the Target Property and the construction, installation, ownership, and operation of the Improvements, or (3) otherwise as a result of or in connection with the Project or Company's failure to carry on or complete same. C. The indemnification obligations under this Section shall include attorneys' fees and expenses incurred by any indemnified party. The provisions of this Section shall survive the expiration or termination of this Agreement. 14. Materiality of Company's Promises, Covenants, Representations, and Warranties. Each and every promise, covenant, representation, and warranty set forth in this Agreement on the part of Company to be performed is a material term of this Agreement, and each and every such promise, covenant, representation, and warranty constitutes a material inducement for City to enter this Agreement. Company acknowledges that without such promises, covenants, representations, and warranties, City would not have entered this Agreement. Upon breach of any promise or covenant, or in the event of the incorrectness or falsity of any representation or warranty, City may, at its sole option and in addition to any other right or remedy available to it, terminate this Agreement and declare it null and void. 15. Performance by City. Company acknowledges and agrees that all of the obligations of City under this Agreement shall be subject to, and performed by City in accordance with, all applicable statutory, common law or constitutional provisions and procedures consistent with City's lawful authority. All covenants, stipulations, promises, 7 Page 58 of 412 agreements and obligations of City contained in this Agreement shall be deemed to be the covenants, stipulations, promises, agreements and obligations of City and not of any governing body member, officer, employee or agent of City in the individual capacity of such person. 16. No Third-Party Beneficiaries. No rights or privileges of any party hereto shall inure to the benefit of any contractor, subcontractor, material supplier, or any other person or entity, and no such contractor, subcontractor, material supplier, or other person or entity shall be deemed to be a third-party beneficiary of any of the provisions of this Agreement. 17. Notices. Any notice under this Agreement shall be in writing and shall be delivered in person, by overnight air courier service, by United States registered or certified mail, postage prepaid, or by facsimile (with an additional copy delivered by one of the foregoing means), and addressed: (a) if to City, at 715 Mulberry Street, Waterloo, Iowa 50703, Attention: Mayor, with copies to the Community Planning and Development Director. (b) if to Company, at 803 W. 5t" Street, Waterloo, Iowa 50702, Attention: Executive Director. Delivery of notice shall be deemed to occur (i) on the date of delivery when delivered in person, (ii) one (1) business day following deposit for overnight delivery to an overnight air courier service which guarantees next day delivery, or (iii) three (3) business days following the date of deposit if mailed by United States registered or certified mail, postage prepaid. A party may change the address for giving notice by any method set forth in this Section. 18. No Joint Venture. Nothing in this Agreement shall, or shall be deemed or construed to, create or constitute any joint venture, partnership, agency, employment, or any other relationship between the City and Company nor to create any liability for one party with respect to the liabilities or obligations of the other party or any other person. 19. Amendment, Modification, and Waiver. No amendment, modification, or waiver of any condition, provision, or term of this Agreement shall be valid or of any effect unless made in writing, signed by the party or parties to be bound or by the duly authorized representative of same, and specifying with particularity the extent and nature of the amendment, modification, or waiver. Any waiver by any party of any default by another party shall not affect or impair any rights arising from any subsequent default. 20. Severability; Reformation. Each provision, section, sentence, clause, phrase, and word of this Agreement is intended to be severable. If any portion of this Agreement shall be deemed invalid or unenforceable, whether in whole or in part, the offending provision or part thereof shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall not be affected thereby and shall continue in full force and effect. If, for any reason, a court finds that any portion of this Agreement is invalid or unenforceable as written, but that by limiting such provision or portion thereof 8 Page 59 of 412 it would become valid and enforceable, then such provision or portion thereof shall be deemed to be written, and shall be construed and enforced, as so limited. 21. Interpretation. This Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been prepared by counsel for one of the parties, it being recognized that the parties hereto and their respective attorneys have contributed substantially and materially to the preparation of each and every provision of this Agreement. 22. Captions. All captions, headings, or titles in the paragraphs or sections of this Agreement are inserted only as a matter of convenience and/or reference, and they shall in no way be construed as limiting, extending, or describing either the scope or intent of this Agreement or of any provisions hereof. 23. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 24. Counterparts. This Agreement may be executed in one or more counterparts, each of which, including signed counterparts delivered by facsimile or other electronic means, shall be deemed an original and all of which, taken together, shall constitute one and the same instrument. 25. Entire Agreement. This Agreement, together with the exhibits attached hereto, constitutes the entire agreement of the parties and supersedes all prior or contemporaneous negotiations, discussions, understandings, or agreements, whether oral or written, with respect to the subject matter hereof. 26. Time of Essence. Time is of the essence of this Agreement. 9 Page 60 of 412 IN WITNESS WHEREOF, the parties have executed this Development Agreement by their duly authorized representatives as of the date first set forth above. CITY OF WATERLOO, IOWA IOWA HEARTLAND HABITAT FOR HUMANITY By: By: Quentin Hart, Mayor Ali Parrish, Executive Director Date: Date: Attest: Kelley Felchle, City Clerk 10 Page 61 of 412 EXHIBIT A Description of Parcel No. 8913-24-163-009 South 22 feet of the North 63 feet of Lot 18, Block 29, Railroad Addition to Waterloo, Iowa. Page 62 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Resolution setting date of public hearing as August 18, 2025, for the sale and conveyance of approximately 0.19 acres of city-owned property, located west of 720 Upton Avenue, in the amount of $5,000.00, to Half Dozen Properties, LLC, with a Development Agreement, for the construction of a twin home having an approximate value of $320,000.00, and an infill incentive grant of $10,000.00, and instruct the City Clerk to publish notice. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION Transmitted is a request to set the date of public hearing as August 18, 2025, for the sale and conveyance of approximately 0.19 acres of city-owned property, located west of 720 Upton Avenue, in the amount of$5,000.00, to Half Dozen Properties, LLC, with a Development Agreement, for the construction of a twin home having an approximate value of $320,000.00, and instruct the City Clerk to publish notice. Each unit will be 1,190 square feet and have a 312 square foot attached garage, with vinyl siding, and shake style siding above the front door entries. The building is being constructed as slab on grad, and the dividing wall will be 10", which would allow each unit to be sold off separately. Each unit qualifies for a $5,000.00 infill incentive grant, and upon substantial completion of the dwellings, $10,000.00 will be paid to the developer. Also, when the dwellings are completed, the purchase price of $5,000.00 will be refunded back to the developer. The new structure will be built on Parcel D as shown on the attached plat of survey. NEIGHBORHOOD IMPACT Construciton of the new duplex is a good infill development project and will put a non-property tax paying parcel on the tax rolls. DATA, ANALYSIS, AND STRATEGIES Housing, land use and economic development. This new duplex also aligns with the Elev8 Housing goals adopted by the city council. IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION Page 63 of 412 COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION A survey of Parcel "D" of the Northwest Quarter (NW 1/4) of Section 22, Township 89 North (T89N), Range 13 West (R13W) of the Fifth Principal Meridian (5th PM), being a portion of Lot B, Hummel Addition, City of Waterloo, Black Hawk County, State of Iowa, and being more particularly described as follows: Commencing at the southeast corner of Lot 8, Hummel Addition; thence South 89°11'56" West along the south line of said Lot 8 16.00 feet to the point of beginning; thence continuing South 89°11'56" West along the south line of said Lot 8 83.52 feet to the northerly extension of the east line of the alley lying between Lots 1 through 11 and 61 through 71 in First Addition to Galloway; thence North 01 005'27" West along said northerly extension 99.99 feet; thence North 89°08'31" East 85.30 feet to the west line of the East 16 feet of said Lot B; thence South 00°04'18" East along the said west line of the East 16 feet 100.08 feet to the point of beginning containing 8,444 square feet (0.19 acres) ATTACHMENTS 1. Development Agreement 2. Exhibit B to DA - Housing Plans 3. Plat of Survey 4. Aerial Map Page 64 of 412 Preparer: Tim Andera, City of Waterloo, 715 Mulberry St.,Waterloo, Iowa 50703 (319)291-4366 After recording, return to Community Planning&Development, 715 Mulberry Street, Waterloo, IA 50703. DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered into as of , 2025 by and between Half Dozen Properties, LLC ("Company"), and the City of Waterloo, Iowa ("City"). RECITALS A. Company is willing and able to finance and construct a duplex dwelling and related improvements on property located in the City of Waterloo as an infill lot in an established residential neighborhood, as described on Exhibit "A" attached hereto (the "Property"). B. City considers infill residential development within the City a benefit to the community and is willing for the overall good and welfare of the community to provide financial incentives to encourage that goal. City believes that such development is in the vital and best interests of the City and in accordance with the public purposes and provisions of the applicable State and local laws and requirements under which the Project (defined below) is being undertaken and is being assisted. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows- 1. ollows:1. Sale of Property; Title. Subject to the terms of this Agreement, City shall convey the Property to Company for the sum of $5,000.00 (the "Purchase Price"). Conveyance by City shall be by quit claim deed, free and clear of all encumbrances arising by or through City except: (a) easements, servitudes, conditions and restrictions of record; (b) current and future real estate real property taxes and assessments subject to the agreements made herein; (c) general utility and right-of-way easements serving the Property; and (d) restrictions imposed by the City zoning ordinances and other applicable law. Company shall, at its own expense, prepare an updated abstract of title, or in lieu thereof Company may, at its own expense, obtain whatever form of title evidence it desires. If title is unmarketable or subject to matters not acceptable to 1 Page 65 of 412 Company, and if City does not remedy or remove such objectionable matters in timely fashion following written notice of such objections from Company, Company may terminate this Agreement. City shall provide any title documents it has in its possession, including any abstracts, to assist in title review. 2. Improvements by Company. Company shall construct at its own expense on the Property one (1) duplex home as further described and depicted in Exhibit "B" attached hereto, consisting of no less than 1,190 square feet of living area with an attached garage of no less than 312 square feet on each side, and having an estimated value of $320,000.00 upon completion. The Improvements shall be completed to a finished state, including installation of paved driveway, installation of a fence along the entire length of the rear yard bordering drainageway, removal of all construction debris, proper leveling or shaping of groundscape and grassing and/or landscaping (construction and finishing as so described are referred to as the "Improvements"). The Improvements shall be constructed in accordance with the terms of this Agreement, all applicable City, state, and federal building codes and shall comply with all applicable City ordinances and other applicable law. Company shall submit specific building designs and site plans for City review and approval before the commencement of construction and shall not substantially deviate from such plans, specifications or designs. Company will use its best efforts to obtain, or cause to be obtained, in a timely manner, all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all applicable local, state, and federal laws and regulations which must be obtained or met before the Improvements may be lawfully constructed. The Property, the Improvements, and all site preparation and development-related work to be undertaken and completed by Company under this Agreement are collectively referred to as the "Project". 3. Timeliness of Construction; Possibility of Reverter. The parties agree that Company's commitment to cause the Project to be undertaken and to construct the Improvements in a timely manner constitutes a material inducement for the City to extend the incentives provided for in this Agreement, and that without said commitment City would not have done so. Subject to Unavoidable Delays (defined below), Company must commence construction of the Improvements within six (6) months after the date of this Agreement and must Substantially Complete construction no later than fourteen (14) months after the date of this Agreement (the "Completion Deadline"). For purposes of this Agreement, "Substantially Complete" means the date on which the Improvements have been completed to the extent necessary for the City to issue a certificate of occupancy relating thereto and the City has verified that any Project element for which no permit was necessary has been Substantially Completed. If Company has not constructed the Improvements within the required period or any extended period, then City may terminate this Agreement as set forth in Section 14, title to the Property shall revert to the City, and City shall have no further obligation hereunder; provided, however, that if construction has not begun within the stated period but the development of the Project is still imminent, the City's Community Planning and Development Director may, but shall not be required to, consent to an extension of time of up to six (6) months for the construction of the Improvements. Any 2 Page 66 of 412 further time extensions will require consent of the City Council. If construction has commenced within the required period or any extended period and is stopped and/or delayed as a result of an act of God, war, civil disturbance, court order, labor dispute, fire, or other cause beyond the reasonable control of Company (each of the foregoing is an "Unavoidable Delay"), then time lost as a result of Unavoidable Delays shall be added to extend the Completion Deadlines by a number of days equal to the number of days lost as a result of Unavoidable Delays, and thereafter if construction is not completed within the allowed period of extension, City may terminate this Agreement as set forth in Section 14, title to the Property shall revert to City, and City shall have no further obligation hereunder with respect thereto. If City terminates this Agreement, Company shall not be entitled to a refund of the Purchase Price, whether in whole or in part. 4. Reverter of Title; Indemnity. In the event of any reverter of title, Company agrees that it shall, at its own expense, promptly execute all documents, including but not limited to a special warranty deed, or take such other actions as the City may reasonably request to effectuate said reverter and to deliver to City title to the Property that is free and clear of any lien, claim, charge, security interest, mortgage, encumbrance or past-due or currently due property taxes (collectively, "Liens") arising by or through Company. Company shall pay in full, so as to discharge or satisfy, all Liens on or against the Property. Appointment of Attorney in Fact: If Company fails to deliver such documents, including but not limited to a special warranty deed, to City within thirty (30) days after written demand by City, then City shall be authorized to execute, on Company's behalf and as its attorney-in-fact, the special warranty deed required by this Section, and for such limited purpose Company does hereby irrevocably constitute and appoint City as its attorney-in-fact. Company further agrees that it shall indemnify City and hold it harmless with respect to any demand, claim, cause of action, damage, cost, expense, liability or injury made, suffered, or incurred as a result of or in connection with the Project, or Company's failure to carry on or complete same, or any Lien or Liens on or against the Property of any type or nature whatsoever that attach to the Property by virtue of Company's ownership of same. If City files suit to enforce the terms of this Agreement and prevails in such suit, then Company shall be liable for all legal expenses, including but not limited to reasonable attorneys' fees, incurred by City. Company's duties of indemnity pursuant to this Section shall survive the expiration, termination or cancellation of this Agreement for any reason. 5. Utilities. Company will be responsible for extending water, sewer, telephone, telecommunications, electricity, gas and other utility services from street right of way to any location on the Property and for payment of any associated connection fees. 3 Page 67 of 412 6. Incentives. To aid in the Project, City will provide the following incentives: A. Infill Housing Grant. As provided in the City's infill housing policy, City will pay Company a grant of$10,000.00 (the "Infill Grant") within ninety (90) days after Improvements have been verified by City as Substantially Completed. B. Refund of Purchase Price. City will refund the Purchase Price to Company in full on the same terms as its payment of the Infill Grant. C. Partial Tax Exemption. Because the Property is in a designated Consolidated Urban Revitalization Area (CURA), the Property is eligible for tax exemption consistent with and to the extent provided for in Iowa law and City ordinance, provided that Company or its successor in title meets all requirements to qualify for such exemption. 7. Additional Covenants of Company. In addition to the other promises, covenants and agreements of Company as provided elsewhere in this Agreement, Company agrees as follows: A. Until the Improvements have been Substantially Completed, Company shall make such reports to City, in such detail and at such times as may be reasonably requested by City, as to the actual progress of Company with respect to construction of the Improvements. B. Company will comply with all applicable land development laws and City and county ordinances, and all laws, rules and regulations relating to its businesses, other than laws, rules and regulations where the failure to comply with the same, or where the sanctions and penalties resulting therefrom, would not have a material adverse effect on the business, property, operations, or condition, financial or otherwise, of Company. C. Company will cooperate fully with the City in resolution of any traffic, parking, trash removal or public safety problems which may arise in connection with the construction and operation of the Improvements. 8. No Encumbrances; Limited Exception. Until completion of the Improvements, Company agrees that it shall not create, incur, or suffer to exist any Liens on the Property, other than such mortgage or mortgages as may be reasonably necessary to finance Company's completion of the Improvements and of which Company notifies City before Company executes any such mortgage. Company may not mortgage the Property or any part thereof for any purpose except in connection with financing of the Improvements. 9. No Assignment or Conveyance. Company agrees that it will not sell, convey, assign or otherwise transfer its interest in the Property prior to completion of the Project thereon, whether in whole or in part, to any other person or entity without the prior written consent of City. Reasonable grounds for the City to withhold its consent 4 Page 68 of 412 shall include but are not limited to the inability of the proposed transferee to demonstrate to the City's satisfaction that it has the financial ability to observe all of the terms to be performed by Company under this Agreement. 10. Representations and Warranties of City. City hereby represents and warrants as follows: A. City is not prohibited from consummating the transaction contemplated in this Agreement by any law, regulation, agreement, instrument, restriction, order or judgment. B. Each person who executes and delivers this Agreement and all documents to be delivered hereunder is and shall be authorized to do so on behalf of City. 11. Representations and Warranties of Company. Company hereby represents and warrants as follows: A. It is duly organized, validly existing, and in good standing under the laws of the state of its organization and is duly qualified and in good standing under the laws of the State of Iowa. B. It has all requisite power and authority to own and operate its properties, to carry on its business as now conducted and as presently proposed to be conducted, and to enter into and perform its obligations under this Agreement. C. This Agreement has been duly and validly authorized, executed and delivered by Company and, assuming due authorization, execution and delivery by the other parties hereto, is in full force and effect and is a valid and legally binding instrument of Company that is enforceable in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, reorganization or other laws relating to or affecting creditors' rights generally. D. The execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, and the fulfillment of or compliance with the terms and conditions of this Agreement are not prevented by, limited by, in conflict with, or result in a violation or breach of, the terms, conditions or provisions of the articles of organization or operating agreement of Company or of any contractual restriction, evidence of indebtedness, agreement or instrument of whatever nature to which Company is now a party or by which it or its property is bound, nor do they constitute a default under any of the foregoing. E. There are no actions, suits or proceedings pending or threatened against or affecting Company in any court or before any arbitrator or before or by any governmental body in which there is a reasonable possibility of an adverse decision which could materially adversely affect the business (present or prospective), financial position, or results of operations of Company or which in 5 Page 69 of 412 any manner raises any questions affecting the validity of the Agreement or Company's ability to perform its obligations under this Agreement. 12. Indemnification and Releases. A. Company hereby releases City, its elected officials, officers, employees, and agents (collectively, the "indemnified parties") from, covenants and agrees that the indemnified parties shall not be liable for, and agrees to indemnify, defend and hold harmless the indemnified parties against, any loss or damage to property or any injury to or death of any person occurring at or about the Property or resulting from any defect in the Improvements. The indemnified parties shall not be liable for any damage or injury to the persons or property of Company or its employees, contractors or agents, or any other person who may be about any of the Property or the Improvements, due to any act of negligence or willful misconduct of any person, other than any act of negligence or willful misconduct on the part of any such indemnified party or its officers, employees or agents. B. Except for any willful misrepresentation, any willful misconduct, or any unlawful act of the indemnified parties, Company agrees to protect and defend the indemnified parties, now or forever, and further agrees to hold the indemnified parties harmless, from any claim, demand, suit, action or other proceedings or any type or nature whatsoever, by any person or entity whatsoever that arises or purportedly arises from (1) any violation of any agreement or condition of this Agreement (except with respect to any suit, action, demand or other proceeding brought by Company against the City to enforce its rights under this Agreement), or (2) the construction, installation, ownership, and operation of the Improvements, or (3) otherwise as a result of or in connection with the Project or Company's failure to carry on or complete same. C. The indemnification obligations under this Section shall include attorneys' fees and expenses incurred by any indemnified part. The provisions of this Section shall survive the expiration or termination of this Agreement. 13. Default. The following shall be "Events of Default" under this Agreement, and the term "Event of Default" shall mean any one or more of the following events that continues beyond any applicable cure periods: A. Failure by Company to cause the construction of the Improvements on the Property to be commenced and completed pursuant to the terms, conditions and limitations of this Agreement; B. Transfer by Company of any interest (either directly or indirectly) in the Improvements or this Agreement, without the prior written consent of City; 6 Page 70 of 412 C. Failure by any party hereto to substantially observe or perform any covenant, condition, obligation or agreement on its part to be observed or performed under this Agreement; D. Company (1) files any petition in bankruptcy or for any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under the federal bankruptcy law or any similar state law; (2) makes an assignment for the benefit of its creditors; (3) admits in writing its inability to pay its debts generally as they become due; (4) is adjudicated a bankrupt or insolvent; or if a petition or answer proposing the adjudication of Company as a bankrupt or its reorganization under any present or future federal bankruptcy act or any similar federal or state law shall be filed in any court and such petition or answer shall not be discharged or denied within ninety (90) days after the filing thereof; or a receiver, trustee or liquidator of Company, or part thereof, shall be appointed in any proceedings brought against Company and shall not be discharged within ninety (90) days after such appointment, or if Company shall consent to or acquiesce in such appointment; or (5) defaults under any mortgage applicable to the Property. E. Any representation or warranty made by Company in this Agreement, or made by Company in any written statement or certificate furnished by Company pursuant to this Agreement, shall prove to have been incorrect, incomplete or misleading in any material respect on or as of the date of the issuance or making thereof. 14. Remedies. A. Default by Company. Whenever any Event of Default in respect of Company occurs and is continuing, the City may terminate this Agreement, in whole or in part. Before exercising such remedy, City shall give 30 days' written notice to Company of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or the Event of Default cannot reasonably be cured within 30 days and Company shall not have provided assurances reasonably satisfactory to the City that the Event of Default will be cured as soon as reasonably possible. Upon termination, City may exercise any and all remedies available at law, equity, contract or otherwise for recovery of any sums paid by City to Company before the date of termination. B. Default bV City. Whenever any Event of Default in respect of Company occurs and is continuing, Company may take such action against City to require it to specifically perform its obligations hereunder. Before exercising such remedy, Company shall give 30 days' written notice to City of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or if the Event of Default cannot reasonably be cured within 30 days and City shall not have provided assurances reasonably satisfactory to the Company that the Event of Default will be cured as soon as reasonably possible. 7 Page 71 of 412 C. Remedies under this Agreement shall be cumulative and in addition to any other right or remedy given under this Agreement or existing at law or in equity or by statute. Waiver as to any particular default, or delay or omission in exercising any right or power accruing upon any default, shall not be construed as a waiver of any other or any subsequent default and shall not impair any such right or power. 15. Materiality of Company's Promises, Covenants, Representations, and Warranties. Each and every promise, covenant, representation, and warranty set forth in this Agreement on the part of Company to be performed is a material term of this Agreement, and each and every such promise, covenant, representation, and warranty constitutes a material inducement for City to enter this Agreement. Company acknowledges that without such promises, covenants, representations, and warranties, City would not have entered this Agreement. Upon breach of any promise or covenant, or in the event of the incorrectness or falsity of any representation or warranty, City may, at its sole option and in addition to any other right or remedy available to it, terminate this Agreement and declare it null and void. 16. Performance by City. Company acknowledges and agrees that all of the obligations of City under this Agreement shall be subject to, and performed by City in accordance with, all applicable statutory, common law or constitutional provisions and procedures consistent with City's lawful authority. All covenants, stipulations, promises, agreements and obligations of City contained in this Agreement shall be deemed to be the covenants, stipulations, promises, agreements and obligations of City and not of any governing body member, officer, employee or agent of City in the individual capacity of such person. 17. No Third-Party Beneficiaries. No rights or privileges of any party hereto shall inure to the benefit of any contractor, subcontractor, material supplier, or any other person or entity, and no such contractor, subcontractor, material supplier, or other person or entity shall be deemed to be a third-party beneficiary of any of the provisions of this Agreement. 18. Notices. Any notice under this Agreement shall be in writing and shall be delivered in person, by overnight air courier service, by United States registered or certified mail, postage prepaid, or by facsimile (with an additional copy delivered by one of the foregoing means), and addressed: (a) if to City, at 715 Mulberry Street, Waterloo, Iowa 50703, fax number 319-291-4571, Attention: Mayor, with copies to the City Attorney and the Community Planning and Development Director. (b) if to Company, at 151 Periwinkle Way, Waterloo, IA 50701 , Attention: Levi Sires, Manager. 8 Page 72 of 412 Delivery of notice shall be deemed to occur (i) on the date of delivery when delivered in person, (ii) one (1) business day following deposit for overnight delivery to an overnight air courier service which guarantees next day delivery, (iii) three (3) business days following the date of deposit if mailed by United States registered or certified mail, postage prepaid, or (iv) when transmitted by facsimile so long as the sender obtains written electronic confirmation from the sending facsimile machine that such transmission was successful. A party may change the address for giving notice by any method set forth in this Section. 19. No Joint Venture. Nothing in this Agreement shall, or shall be deemed or construed to, create or constitute any joint venture, partnership, agency, employment, or any other relationship between the City and Company nor to create any liability for one party with respect to the liabilities or obligations of the other party or any other person. 20. Amendment, Modification, and Waiver. No amendment, modification, or waiver of any condition, provision, or term of this Agreement shall be valid or of any effect unless made in writing, signed by the party or parties to be bound or by the duly authorized representative of same, and specifying with particularity the extent and nature of the amendment, modification, or waiver. Any waiver by any party of any default by another party shall not affect or impair any rights arising from any subsequent default. 21. Severability; Reformation. Each provision, section, sentence, clause, phrase, and word of this Agreement is intended to be severable. If any portion of this Agreement shall be deemed invalid or unenforceable, whether in whole or in part, the offending provision or part thereof shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall not be affected thereby and shall continue in full force and effect. If a court finds that any portion of this Agreement is invalid or unenforceable as written, but that by limiting such provision or portion thereof it would become valid and enforceable, then such provision or portion thereof shall be deemed to be written, and shall be construed and enforced, as so limited. 22. Captions. All captions, headings, or titles in the paragraphs or sections of this Agreement are inserted only as a matter of convenience and/or reference, and they shall in no way be construed as limiting, extending, or describing either the scope or intent of this Agreement or of any provisions hereof. 23. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 24. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute one and the same instrument. 25. Entire Agreement. This Agreement, together with the exhibits attached hereto, if any, constitutes the entire agreement of the parties and supersedes all prior or 9 Page 73 of 412 contemporaneous negotiations, discussions, understandings, or agreements, whether oral or written, with respect to the subject matter hereof. 26. Time of Essence. Time is of the essence of this Agreement. IN WITNESS WHEREOF, the parties have executed this Development Agreement by their duly authorized representatives as of the date first set forth above. CITY OF WATERLOO, IOWA HALF DOZEN PROPERTIES, LLC By: By: Quentin M. Hart, Mayor Levi Sires, Manager Attest: Kelley Felchle, City Clerk 10 Page 74 of 412 PERSONAL GUARANTY. The undersigned members and/or managers of Company hereby agree for themselves and their heirs, personal representatives, and assigns, to unconditionally guarantee to City, its successors and assigns, the full and prompt performance by Company, its successors and assigns, of all promises and covenants on the part of Company to be performed pursuant to the foregoing Agreement, including but not limited to the duties of indemnity set forth therein, if any. Liability of guarantors hereunder is joint and several. Levi Sires 11 Page 75 of 412 EXHIBIT "A" Description of Property A survey of Parcel "D" of the Northwest Quarter (NW 1/4) of Section 22, Township 89 North (T89N), Range 13 West (R1 3W) of the Fifth Principal Meridian (5th PM), being a portion of Lot B, Hummel Addition, City of Waterloo, Black Hawk County, State of Iowa, and being more particularly described as follows: Commencing at the southeast corner of Lot 8, Hummel Addition; thence South 89011'56" West along the south line of said Lot 8 16.00 feet to the point of beginning; thence continuing South 89011'56" West along the south line of said Lot 8 83.52 feet to the northerly extension of the east line of the alley lying between Lots 1 through 11 and 61 through 71 in First Addition to Galloway; thence North 01 005'27" West along said northerly extension 99.99 feet; thence North 89°08'31" East 85.30 feet to the west line of the East 16 feet of said Lot B; thence South 00004'18" East along the said west line of the East 16 feet 100.08 feet to the point of beginning containing 8,444 square feet (0.19 acres) 1 Page 76 of 412 EXHIBIT "B" House Plans See attached. 1 Page 77 of 412 **NOTES** Exhibit "6" BUILDERS Ceiling Height: 8'1 -1 /8" unless otherwise noted FOR BIDDING PURPOSES ONLY! ~ � Please contact Builders Select SELECT for FINAL prints before Newingthe Ced4ru4/ley See window schedule for ROIs �y � construction/ordering of materials. W1thau411tyanddmgw4tenjIs' TY WALL in See cabinetry details per cabinet supplier PAR5/8"DW Q1/,-'FIREWALL 2120 Main Street 2 x 4 STUD TO EXTEND Cedar Falls,IA 5/8"DW TO ROOF 319-266-2668 1/2"AIR GAP 5 MIN.FIRE 5/8"DW PLYWOOD 2 x 4 STUD EACH SIDE OF 5/8"DW / PARTY WALL CUSTOMER: Os/8/�{SSi„ 73'-0" 36'-1" 36'-l" 10" PATIO PATIO 6-0" 13'-4" 10'-0" 14'-8" 10'-0" 13'-0" 6-0" X W 5-0"x 4'-0" 5-0"x 5-0" 6'-0" 6-0" 5-0"x 5'-0" 5-0"x 4'-0" J 11'-1" 21'-11'/2' 2'-0" 2'O" 21'-11 Yz" w 3/2 BEDROOM 2 11'-0" EATI G s'-11vz' 11'-0" 2'-0" BEDROOM #2 _ Q 31 I LIVING ROOM I LIVING ROOM I w I" �IT " I LU7-41/2" '-8'/z' I^ I 3'-8'/s' 7-41/2" J O I KITCHE a a KITCHENI I 2._4., - � 5'-0"-- ---5'-8'/z'---- J 13'-6'/" 13'-6'/z" L-----5'-8'/z---- - 5�_0„ o n 2-3 4'/i' 3'4, 2'_8 WALKIN 3-4 4h WALKIN 0 0 C o \ I m o \ M 7 o LAU RY - ? - 13'-1" 13'-1" - _ �O _ LA DRY b ti[n n o 7 -1' 4'-8Yz' 4'0" o ° 4 0" 4'-8'/s" T 1" 2'-6" 6" B TH 3'-0" BAT aosET b START DATE: CLOSET 01-20-2025 `o 5'-2" s'-2"n 6'-7Yz 1 CAR GARAGE 1 CAR GARAGE 0 MECH. MECH. LAST UPDATED: 5'-5" 5'-s" 05-16-2025 iv M M04 - 05-29-2025 c O \ ^ Q N P� L 4'-0" � 4'-o" 8--1 b 8--l" --------------------------- -------------------------- 9'-8'/V 9'-8'/" ENTRY o 0 ENTRY BE #1 BEDROOM #1 3`0„ 13'_1" 1 13'-1" 3`0„ _ 12'1" O 2'-6"x4'-0" J= 2'-6"x4'-0" O DRAWING TYPE (, V 5.0'x4'_0' 9.0„ 9._01 5'-o"x4'-0' MAIN FLOOR PLAN UNITA 6'-6" 6'-6" 2'-6" 4'-6" 2'-8'/s" 6'-9%" 6'-7" 6'-7" 6'-9'/s" 2'-8'/2' 4'-6" 2'-6" 6-6" 6-6 UNIT B 13'-0" 9'-8'/2' 9'-8Yz' 13'-0" C�/�f 1190 S . FT. 3'� 1190 S . FT. THESESE ECT ARE BY TENDED BUILDERS SELECT FOR USE BY BUILDERS WHO ARE 1 O" ACKNOWLEDGEABLE AND EXPERIENCED FLOOR PLAN 23-0 13'-1 13'-1 23-0' N NO-CONSTRUCTIONCOENDPRACICE FLOOR PLAN LD RSSDCT IS NOT A LI ENSED PRACTICES. BUILD DERSSELECTISNOT I LICENSED CLAIMES 27'_7" BUILDERSRANTIE SPECIFICALLY DIS—MES NO 312 SQ. FT. ANYWARITYFOR NYEINAND ORSHEREINORO 31 2 ( FT. RESPONSIBILITY STRUCTION ANYERRORSHEREINER FOR 73-o L J MPROPEROOFTHESEPLANS.. THE USER GARAGE 36-1" 36'-1" GARAGE t0" DRAWN BY: 73'-0" Janean Page 78 of 412 Exhibit "B" Continued FOR BIDDING PURPOSES ONLY! BUILDERS Please contact Builders Select SELECT for FINAL prints before Newingthe Cedarualley construction/ordering of materials. With au411tyBn!/d7gM4teNa/S" 2120 Main Street Cedar Falls,IA 319-266-2668 CUSTOMER: 73'-0" o, o oa o oa o 0 0 0 0 0 .........-•-•--•-•-•----•-•-•--•-•-•-•--•-•-•--•-•-•-•--•-•-•----•-•-•--•-•-•----•-•-•--•-•-•-•--- W J LU W z J 0 ON SLAB ON SLAB o � O (V V V START DATE: 01-20-2025 LAST UPDATED: 05-16-2025 05-29-2025 o. ....... .................................. ................................. . .. -•--............ . . ...................................... ................................................................................. ...................................... 13'-0" 9'-8Y" 27-7" 9'-8Yz" 13'-0" 29'-6" 14'-0" 29'-6" DRAWING TYPE 73'-0" FOUNDATION THESE PLANS ARE INTENDED BY BUILDERS SELECT FOR USE BY BUILDERS WHO ARE ACKNOWLEDGEABLE AND EXPERIENCED IN NOR MALCONSTRUCTION STANDARDS, STATE AND LOCAL CODES AND PRACTICES. BUILDERS SELECT IS NOT A LICENSED ARCHITECT. BUILDERS SELECT SPECIFICALLY DISCLAIMES ANY WARRANTIES HEREIN AND ASSUMES NO RESPONSIBILITY FOR ANY ERRORS HEREIN OR FOR IMPROPER CONSTRUCTION BY THE USER OF THESE PLANS. DRAWN BY: Janean Page 79 of 412 Exhibit "B" Continued BUILDERS 4/12 4/12 FOR BIDDING PURPOSES ONLY! Please contact Builders Select SELECT for FINAL prints before '5emny the cwit v?lley construction/ordering of materials. th au46tyBwkjmyM4temjls" - - - - - - - - - - 2120 Main Street IZ Cedar Falls,IA I! 319-266-26688 r, CUSTOMER: 00CID ® ®®®® ®®®® ® 13'-0" 9'-8%" 13'-4'/" 13'-4%" 9'-8Y" 13'-0" X 10" w 73'-0" v J f ZoNT ELEVATION w ::D LL - - - - z 0 J � DO — 10" START DATE: 01-20-2025 iZEAP, C-LLVATION LAST UPDATED: 2 05-16-2025 05-29-2025 8/12 12 r\ 4 8/12 CO DRAWING TYPE ELEVATIONS ON SLAB 42'-0" LEFT LLEV,�TioN00 THESE PLANS ARE YBUILBUILDERS SELECT FOR USE BY BUILDERS WHO ARE ACKNOWLEDGEABLE AND EXPERIENCED IN NORMALCNSTANDARDS. SLATE AND LOCALAL CODE AND PRACTICES. BUILD ERSSELECTISSPE ILICENSEDCLAIMES BUILDERSRANTI SPECIFICALLY ASSUME ENS 42-0 RESPANYONSIBILITY HEREIN AND ASSUMESNO RESPIMPROPER FOR ANY ERRORS HEREIN OR FOR IMPROPERCF STRUTHEE TION PLAN, THE USER OF THEE PLANS. Zk flT ELEVATION DRAWN BY: Janean Page 80 of 412 Exhibit "B" ContinuedBUILDERS FOR BIDDING PURPOSES ONLY! Please contact Builders Select SELECT for FINAL prints before Newingthe Cedv,V711ey ROOF PITCH PER PLAN construction/ordering of materials. With au411tyBn//dmgM4teNa/s" ROOF CAP FINISH MATERIAL 2120 Main Street 15#FELT&ICE GUARD 5'FROM GUTTER R49 ATTIC INSULATION 1/2"OSB ROOF SHEATHING W/CLIPS PROPER VENTS AT EAVE Cedar Falls,IA TRUSS SYSTEM PER MANUFACTURER TRUSSES 2'OC 319-266-2668 DRIP EDGE ALUMINUM SOFFIT/FASCIA 5/8"OR 1/2" GUTTER ~ NO SAG DRYWALL@ CEILING CUSTOMER: 2 x 6 FASCIA R21 WALL INSULATION EXTERIOR SIDING 1/2"DRYWALL TYVEK HOMEWRAP -LL 7/16"WALL SHEATHING 2 X 6 STUDS 16"OC EGRESS AS REQUIRED TEMPERED AS REQUIRED 2 x 6 TREATED BOTTOM SILL PLATE SILL SEAL aruaie°PER i�. ANCHOR BOLTS ~ 4"MIN.REINFORCED • R CONCRETE SLAB 2"FOAM GRADE TO BE DETERMINED ° MOISTURE BARRIER 8"CONCRETE ~ 4"MIN.COMPACTED GRAVEL DRAIN MATERIAL W 16"x 8"CONCRETE FOOTING w/REBAR ~ • J 1/2"REBAR W1. WALL SECTION - NOT TO SCALE � � /^) 0 V v \/� 7W r-—-—-—-—-—-—-- --—-—-—-—-—-—-- / I w O TRAY CEILING I TRAY CEILING 1 0 J BUILT INTO TRUSS I BUILT INTO TRUSS I I I I L-------------J L-------- J 4/ 12 4/ 12 START DATE: 01-20-2025 LAST UPDATED: 05-16-2025 05-29-2025 51, 4/ 12 4/ 12 \8/12 LSE GABLE FALSE GABLE DRAWING TYPE ROOF /8/12 8/12 8/12 OVERVIEW O THESE PLANS ARE INTENDED BY BUILDERS SELECT FOR USE BY BUILDERS WHO ARE (V ACKNOWLEDGEABLE AND EXPERIENCED IN NORMALCONSTRUCTION STANDARDS, STATE AND LOCAL CODES AND PRACTICES. BUILDERS SELECT IS NOT A LICENSED ARCHITECT. BUILDERS SELECT SPECIFICALLY DISCLAIMES ANY WARRANTIES HEREIN AND ASSUMES NO RESPONSIBILITY FOR ANY ERRORS HEREIN OR FOR IMPROPER CONSTRUCTION BY THE USER OF THESE PLANS. DRAWN BY: Janean Page 81 of 412 Index Legend Location Parcels "C" & "D" NW 114 Description: Section 22, T89N, R13W City of Waterloo, Iowa Requestor: Noel Anderson, City of Waterloo Proprietor: City of Waterloo, Iowa Surveyor: William W. Castle Surveyor City of Waterloo Engineering Department Company: 715 Mulberry Street, Waterloo, IA 50703 Return To: 715 Mulberry St, Waterloo, IA 50703 291-4312 Plat of Survey Parcels "C"& "D', Northwest Quarter, Section 22, Township 89 North, Range 13 West of the 5th PM, City of Waterloo, Black Hawk County, Iowa Legal Description, Parcel "C": A survey of Parcel"C"of the Northwest Quarter(NW 1/4)of Section 22,Township 89 North(T89N),Range 13 West(R13W)of the Fifth Principal Meridian(5th PM),being a portion of Lots A and B,Hummel Addition,City of Waterloo,Black Hawk County,State of Iowa,and being more particularly described as follows: Commencing at the southeast corner of Lot B,Hummel Addition;thence South 89°11'56"West along the south line of said Lot B 16.00 feet to the west line of the East 16 feet of said Lot 8 and also being the southeast corner of Parcel"D"of the Northwest Quarter(NW 1/4)of Section 22; thence continuing South 89°11'56"West along the south lines of said Lot B and said Parcel"D"83.52 feet to the point of beginning;thence continuing South 89"11'56"West along the south line of Lots 8 and A of Hummel Addition 82.81 feet to the current east right-of-way of Ansborough Avenue;thence North 00'01'56"West along said east right-of-way fine 285.64 feet to an angle point;thence North 59°11'32"East along said east right-of-way line 76.64 feet to a line 11 feet east of and parallel with the west line of said Lot B,Hummel Addition;thence South 00°06'05"West along said parallel line 223.99 feet;thence North 89°08'31"East 15.69 feet to the northerly extension of the east line of the alley lying between Lots 1 through 11 and Lots 61 through 71 in First Addition to Galloway;thence South 01°05'27"East along said northerly extension 99.99 feet to the point of beginning containing 21,608 square feet(0.50 acres). Legal Description, Parcel "D": A survey of Parcel"D"of the Northwest Quarter(NW 1/4)of Section 22,Township 89 North(T89N),Range 13 West(R13W)of the Fifth Principal Meridian(5th PM),being a portion of Lot B,Hummel Addition,City of Waterloo,Black Hawk County,State of Iowa,and being more particularly described as follows: Commencing at the southeast corner of Lot B,Hummel Addition;thence South 89"11'56"West along the south line of said Lot B 16.00 feet to the point of beginning;thence continuing South 89"11'56"West along the south line of said Lot B 83.52 feet to the northerly extension of the east line of the alley lying between Lots 1 through 11 and 61 through 71 in First Addition to Galloway;thence North 01`05'27"West along said northerly extension 99.99 feet;thence North 89°08'31"East 85.30 feet to the west line of the East 16 feet of said Lot B;thence South 00'04'18"East along the said west line of the East 16 feet 100.08 feet to the point of beginning containing 8,444 square feet(0.19 acres). Parcels"C"and Parcel"D"described above represent a partition of the parcel(except the east 16 feet thereof in even width)first described in an agreement recorded as Doc.No.2018-14847,next described in an Agreement Amendment recorded as Doc.No.2020-19656,then in a Warranty Deed recorded as Doc. No.2020-19657,and last described in an Agreement Termination recorded as Doc.No.2022-4298 all in the retards of the Black Hawk County Recorder's Office. This Plat or Subdivision s been reviewed by City of Water /��oz3 ity Planner or designer a ate I hereby certify that this surveying document was prepared Survey Notes: �gSlO NqLC�, and the related survey work was performed by me or under 1. The Bearings shown on this survey are derived from GPS �O�•e°°••°e• 7iyO my direct personal supervision and that I am a duly licensed observations using the Iowa State Plane Coordinate System,North Q • WILLIAM o tri end Surveygr t laws of the State of Iowa. Zone,NAD 83(2011). oG r/fir/ 2. All dimensions are in US Survey feet and decimals thereof. C • W' ° /��hpZ3 3. Parcel letters"C"&"D"assigned by the Black Hawk County • CASTLE ° us • • m Auditor's Plat Room on July 24,2023. t)�°• 93775 ;�� William W.Castle,PLS Date 4. Parcel"C"area: 21,608 square feet(0.50 acres). *• °*� License Number 19715 S. Parcel"D"area:8,444 square feet(0.19 acres). 10 W A My License Renewal Date is December 31,2023. 1 Pages or sheets covered by this seal: fn JJ City of Waterloo Engineering Department Drawn By: WWC Scale: Sheet No. 715 Mulberry Street, Waterloo, Iowa 50703 Field Work Date: 6-22, 7-11, 7-21-2023 1 of 3 Phone: (319) 291-4312 Fax: (319) 291-4262 Date Drawn:7-27-2023 — — age 82 ot 412 William W.Castle,PLS City of Waterloo Engineering Department 715 Mulberry St,Waterloo,IA 507U3 (319)291-4312 Plat of Survey Parcels "C"& "D'; Northwest Quarter, Section 22, Township 89 North, Range 13 West of the 5th PM, City of Waterloo, Black Hawk County, Iowa Plat Legend: • Found Monument 0 20 40 O Set 518"x 24"Rebar w/Blue Cap"Iowa-19715" ® Cut"X"in concrete,found or set Scale:1 inch=40 feet A Found section comer monument A Set section comer monument 123.46 Record Measurement 1123.45,E Field Measurement �I #A Per Survey CLD Book 639 Page 563 #0 Per Parcel Rezoning Request description presented to the City of Waterloo Planning and 2o'p"`I/ip Zoning Commission on September 1,2015. 6. l _ Ro LyF�T FD.REBAR WIALUMINUM CAP "IA DOT ROW' WEST LINE (TYPICAL UNLESS LOT B NOTED) _ 11' m ] d-^ J a' 1 N 1I LOT 8 N - LOTS LOTA w HUMMEL ! o HUMMEL o ADDITION z c u� ADDITION M IZ r`n w to j > m p V Iti WEST LINE EAST LINE D Ur tp Lo LOT B LOT B J uJ CO C 4 w GO W ii PLATTED 10' _ o -r rr PUBLIC ALLEY wr z N o PARCEL C r c 21,608 SF Z 0.50 AC ° Z LL- S 89°25'28"E 116.68,A O (N 89°08'31"E 116.99') (N 89°08'31"E) ($5.30') (N 8(16.00 E) WEST LINE LOT A S 89025'28"E I TO B EXCEPTION OF EAST (N 89°08"31" E 15.69') m 16 FEET PER DOC. 16' r, NO.2018-14847 d o Obi G? lJJ o 17 0 W 3: M PARCEL "D"' � q LOT 7 - a 00 - N �- 8444 SF o Q N r o "' 0.19 AC p M0 N d C U ) " O 0 t7 G (n W 114 CORNER Z PO " SEC.22,T89N,R13W N PARCEL DB SURVEY NAIL IN HMA (S 89'11'56"W) PER USPLSCC DOC. N 89e 25'28"W 82.9T$ (S 89°11'56"W) 2020-8452 (S 89°11'56"W 82.81') (83.52') p0B�' N 89°25'28"W 98.94's POC PARCELS (N 00°46'04"E) PARCEL"C" (S 89°11'56"W 99.52') "C"&"D" (30.38') S 89°25'28"E 181.91'A FD.1"PINCHED (S 89°11'56"W 182.33') UPTON AVENUE PIPE I 60'PUBLIC ROW (N 89°11'56"E) NORTH EXTENSION OF (49.71') EAST ALLEY LINE I City of Waterloo Engineering Department Drawn By: WWC Scale: 1" =40' Sheet No. 715 Mulberry Street, Waterloo, Iowa 50703 Field Work Date: 6-22, 7-11, 7-21-2023 2 of 3 Phone: (319) 291-4312 Fax: (319) 291-4262 Date Drawn:7-27-2023 — — Page 83 of 412 William W.Castle,PLS City of Waterloo Engineering Department 715 Mulberry St,Waterloo,IA 50703 (319)291-4312 Plat of Survey Parcels "C"& "D", Northeast Quarter, Section 22, Township 89 North, Range 13 West of the 5th PM, City of Waterloo, Black Hawk County, Iowa N 60'38'58">=76.67 A'B \ 0 40 80 r WEST LINE LOT B �^� (N 59-11-32"E 76.64) �� Scale:1 inch=80 feet LOT M'4)"VAI? HUMMEL 2Q P RD TREE, LOT A m ADDITION 1 pow HUMMEL ¢-C> ST LINE 1 ADDITION M NL T B Ul Z ° C4 ( 8 7 6 5 in ( HARRY HUMMEL'S 1 a. (� N W SUBDIVISION OF LOT Lto Ld 6 00 g, 1 C, HUMMEL ADDITION cv J c N (N 89°08'31" ] o -j !� V t7(N (15.69') (N 89°08'31"E 16.00') a Q c � 9°08'31"E) S 01°33'52"W 100.02'A•e © Z Q. (85.30') (S 89°08'31"E 100.10') .. y [ I } (S 00°04'18"E 10DA8') WEST LINE r~ LOT " c PARCEL a, 1 2 3 4 1 'r "D" 16 FOOT EXCEPTION PER DOC.NO.2018-14$47 Q [ [ L Z POC PARCELS"C"&"D"FD.1"PINCHED PIPE FD.#5 REBAR (S 89011'56"W) (S 89011'56"W) (S 89011'56"W) WIALUMINUM CAP16.00' 1A DOT ROW" ($2.81') (83.527 CAP (16.00.) UPTON AVENUE (TYPICALUNLESS �' 196'c(195.82') 60'PUBLIC ROW 4'05t7' (N 88°54'32"E) 120' FD.314" 16'o(16.2T) OPEN PIPE LO FD.1" 71 LO LO m 72 FD.#4 REBARPINCHED PIPE WIYELLOW ID CAP "IOWA-8033" 73 70 u, u� LP 3 >- 69 Q 74 LU a 14 L 68 p W 75 LU s 76 v LR 5 Lo LO6!c+j V CV LU f1] Z � �o z Wa 77 o a 1 6 wQ 66 ti Lu p �� Q Q o � Q 0 1 7 65 'C-'-) Q 78 Q ' U- o FD.#5 REBAR 64 b 0 79 8 WIRED CAP "IOWA-12088" Plat Legend: • Found Monument SQ O Set 5/8"x 24"Rebar wlBlue Cap"Iowa- 9 m 63 v 19715" `r ua'i N ® Cut"X"in concrete,found or set U A Found section tamer monument N81 v 62 81 Q Set section comer monument o 123.45, Record Measurement (123.45') Field Measurement c( ,) #B Per SurveyCLD Book 639 Page 563 16' 15.96 61 9 82 # Per Parcel Rezoning Request description o 11 FD 1" presented to the City of Waterloo � 120' OPEN PIPE Planning and Zoning Commission on 105.55' September 1,2095. FD.1" 136'c(136.85') STRATFORD AVENUE #` Per First Addition to Galloway Plat OPEN PIPE (N 68'55'02"E) 60'PUBLIC ROW City of Waterloo Engineering Department Drawn By: WWC Scale: 1" = 80` Sheet No. 715 Mulberry Street, Waterloo, Iowa 50703 Field Work Date: 6-22, 7-11, 7-21-20233 of 3 Phone: (319) 291-4312 Fax: (319) 291-4262 Date Drawn:7-24-2023 .-.,. — age b2t OT 4'12 Property outlined in Yellow 17 'I.1F'' wLYNA RJ]AVE. i.,.' + _ '•{ y gyp, a _ .k- . TON a 71 6w ir. Y LIPTON J1ft�UN11PTC7N !1J�N, UPFON IIPTON UPTON AVEC SAVE.` AVE AVE. FW : AVE. AVE, J Page 85 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Randy Bennett, Public Works Division Manager August 4, 2025 Traffic Operations Department AGENDA ITEM TITLE Resolution approving submission of Traffic Safety Improvement grant application in the amount of $251,000.00, for signalization of NB US 63 (1st Street) and Sycamore Street intersection. RECOMMENDED COUNCIL ACTION Approve Resolution SUMMARY STATEMENT AND BACKGROUND INFORMATION This 2-way stop-controlled intersection is experiencing a lot of accidents. Many of the accidents are injury-related crashes. There is a pattern of right-angle accidents. Most collisions occur when a driver departs from one of the stop signs. Traffic signals could drastically reduce the number of accidents. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES Traffic Safety Grant Funds ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS Page 86 of 412 1. 1 st & Sycamore application Page 87 of 412 Rev. 07/23 IOWA DOT Application for SITE-SPECIFIC TSIP FUNDS GENERAL INFORMATION DATE: 7/31/25 Traffic Signalization of 1St St (US63) and Sycamore Street Location / Title of Project Intersection Applicant City of Waterloo — Traffic Operations Department Contact Person Tina Schellhorn Title Associate Traffic Engineer Complete Mailing Address 625 Glenwood St. Waterloo, Iowa 50703 Phone (319)291-4440 E-Mail Tina.Schellhorn@waterloo-ia.org (Area Code) If more than one highway authority is involved in this project, please indicate and fill in the information below (use additional sheets if necessary). Co-Applicant(s) Contact Person Title Complete Mailing Address Phone E-Mail (Area Code) PLEASE COMPLETE THE FOLLOWING PROJECT INFORMATION: Funding Amount Total Safety Cost $ 251,000 Total Project Cost $ 251,000 Safety Funds Requested $ 251,000 Additional Project Safety Documentation (when available): ❑ Project information sheet(s) or"Risk Score">50% from County/City's Local Road Safety Plan ❑ FHWA SS4A Safety Action Plan or similar comprehensive transportation safety plan ❑ Iowa DOT TEAP Study or similar analysis and concept ❑ Project intersection or segment with High or Medium PCR Level (PCR-All or PCR-Severe) from the Iowa DOT Potential for Crash Reduction (PCR) web-based map tool https://per.iowadot.gov/ . � SI_125461 US63 & Sycamore St ❑ ® High Medium ❑ ❑ Page 88 of 412 Rev. 07/23 APPLICATION CERTIFICATION FOR PUBLIC AGENCY To the best of my knowledge and belief, all information included in this application is true and accurate, including the commitment of all physical and financial resources. This application has been duly authorized by the participating public agency(ies). I understand the attached resolution(s), where applicable, binds the participating public agency(ies) to assume responsibility for any additional funds, if required, to complete the project. In addition, the participating public agency(ies) agrees to maintain any new or improved public streets or roadways for a minimum of five years. I understand that, although this information is sufficient to secure a commitment of funds, a firm contract between the applicant and the Department of Transportation is required prior to the authorization of funds. Representing the Signed: Signature Date Signed Printed Name Attest: Signature Date Signed Printed Name Page 89 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Randy Bennett, Public Works Division Manager August 4, 2025 Traffic Operations Department AGENDA ITEM TITLE Resolution approving submission of Iowa DOT Traffic Safety grant application in the amount of $50,000.00, for temporary traffic signals. RECOMMENDED COUNCIL ACTION Approve resolution. SUMMARY STATEMENT AND BACKGROUND INFORMATION In work zones, traditional traffic control methods can be limited in effectiveness, and expose personnel to live traffic. Portable temporary traffic signals can reduce the risk to both workers and motorists by providing consistent, automated, and highly visible control of alternating one-way traffic or lane closures. Compliance with work zone directives can improve efficiency and safe traffic movement. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES Grant funds. ALTERNATIVE ACTION LEGAL DESCRIPTION Page 90 of 412 ATTACHMENTS 1. Temp Sig application form Page 91 of 412 C410WADOT Application for TRAFFIC CONTROL DEVICE TSIP FUNDS GENERAL INFORMATION DATE: 7/31/2025 Location / Title of Project Waterloo — Temporary Traffic Control Device Applicant Waterloo Traffic Operations Contact Person Tina Schellhorn Title Associate Traffic Engineer Complete Mailing Address 625 Glenwood St. Waterloo, Iowa 50703 Phone (319)291-4440 E-Mail Tina.Schellhorn@waterloo-ia.org (Area Code) If more than one highway authority is involved in this project, please indicate and fill in the information below (use additional sheets if necessary). Co-Applicant(s) Contact Person Title Complete Mailing Address Phone E-Mail (Area Code) PLEASE COMPLETE THE FOLLOWING PROJECT INFORMATION: Funding Amount Total Safety Cost $ 61,075 Total Project Cost $ 61,075 Safety Funds Requested $ 50,000 Additional Project Safety Documentation (when available): ❑ Project information sheet(s) or"Risk Score">50% from County/City's Local Road Safety Plan ❑ FHWA SS4A Safety Action Plan or similar comprehensive transportation safety plan ❑ Iowa DOT TEAP Study or similar analysis and concept ❑ Project intersection or segment with High or Medium PCR Level (PCR-All or PCR-Severe)from the Iowa DOT Potential for Crash Reduction (PCR) web-based map tool https:Hper.iowadot.gov/ ❑ ❑ ❑ ❑ Page 92 of 412 APPLICATION CERTIFICATION FOR PUBLIC AGENCY To the best of my knowledge and belief, all information included in this application is true and accurate, including the commitment of all physical and financial resources. This application has been duly authorized by the participating public agency(ies). I understand the attached resolution(s), where applicable, binds the participating public agency(ies) to assume responsibility for any additional funds, if required, to complete the project. In addition, the participating public agency(ies) agrees to maintain any new or improved public streets or roadways for a minimum of five years. I understand that, although this information is sufficient to secure a commitment of funds, a firm contract between the applicant and the Department of Transportation is required prior to the authorization of funds. Representing the Signed: Signature Date Signed Printed Name Attest: Signature Date Signed Printed Name Page 93 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Randy Bennett, Public Works Division Manager August 4, 2025 Traffic Operations Department AGENDA ITEM TITLE Resolution approving submission of an Iowa DOT Traffic Safety Improvement Program grant application in the amount of$37,000.00 for a combination traffic signal mast-arm pole and the addition of a left turn lane for eastbound traffic on Broadway Street at Burton Avenue. RECOMMENDED COUNCIL ACTION Approve Resolution. SUMMARY STATEMENT AND BACKGROUND INFORMATION To construct a left turn lane for EB Broadway traffic. Also, the existing mast arm pole needs to be removed. The existing arm will no longer be of adequate length; therefore, a new pole is needed. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES Grant Funds ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS Page 94 of 412 1. Broadwy & Burton application form Page 95 of 412 C410WADOT Application for SITE-SPECIFIC TSIP FUNDS GENERAL INFORMATION DATE: 7/31/25 Location / Title of Project Burton & Parker Left Turn Lane Mast Arm Applicant City of Waterloo — Traffic Operations Department Contact Person Tina Schellhorn Title Associate Traffic Engineer Complete Mailing Address 625 Glenwood St Waterloo, Iowa 50703 Phone (319)291-4440 E-Mail Tina.schelIhorn@waterloo-ia.org (Area Code) If more than one highway authority is involved in this project, please indicate and fill in the information below (use additional sheets if necessary). Co-Applicant(s) Contact Person Title Complete Mailing Address Phone E-Mail (Area Code) PLEASE COMPLETE THE FOLLOWING PROJECT INFORMATION: Funding Amount Total Safety Cost $ 37,000 Total Project Cost $ Safety Funds Requested $ 37,000 Additional Project Safety Documentation (when available): ❑ Project information sheet(s) or"Risk Score">50% from County/City's Local Road Safety Plan ❑ FHWA SS4A Safety Action Plan or similar comprehensive transportation safety plan ❑ Iowa DOT TEAP Study or similar analysis and concept ❑ Project intersection or segment with High or Medium PCR Level (PCR-All or PCR-Severe)from the Iowa DOT Potential for Crash Reduction (PCR) web-based map tool https:Hper.iowadot.gov/ Potential for Crash Reduction (PCR) Information �ntersection ID WCR- PCR- 90 or Segment ID (1234) High � Medium value value 2849 Broadway Street and Burton Avenue ® ❑ high negliga ble ❑ ❑ Page 96 of 412 APPLICATION CERTIFICATION FOR PUBLIC AGENCY To the best of my knowledge and belief, all information included in this application is true and accurate, including the commitment of all physical and financial resources. This application has been duly authorized by the participating public agency(ies). I understand the attached resolution(s), where applicable, binds the participating public agency(ies) to assume responsibility for any additional funds, if required, to complete the project. In addition, the participating public agency(ies) agrees to maintain any new or improved public streets or roadways for a minimum of five years. I understand that, although this information is sufficient to secure a commitment of funds, a firm contract between the applicant and the Department of Transportation is required prior to the authorization of funds. Representing the Signed: Signature Date Signed Printed Name Attest: Signature Date Signed Printed Name Page 97 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Finance Department August 4, 2025 AGENDA ITEM TITLE Resolution approving the award of hotel/motel tax council discretionary funds to Waterloo Leisure Services in the amount of$15,000.00, for the FY 2026 Golf Marketing Campaign. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. FY26 Golf Hotel Motel App Page 98 of 412 C11TY OF �/O��TERL4O Community of Opportunity Waterloo City Council Discretionary Hotel-Motel Grant Application The City of Waterloo is offering grants to non-profit entities for projects and community events that support tourism, quality of life and which bring people to Waterloo's downtown area. Grant funds are made possible through Hotel/Motel tax funds received by the City of Waterloo. City Ordinance states 10% of the revenues generated from the Hotel-Motel Tax can be used as discretionary dollars of the City Council to enhance projects that support several defined areas. To apply, please complete the following application and send the original plus four complete copies to: City of Waterloo Finance Dept., City Hall, 715 Mulberry St., Waterloo, Iowa, 50703. Incomplete applications will be returned. 1. General Information (It is highly recommended that applications be typewritten. Use a separate sheet of paper, if necessary): Name of organization Waterloo Leisure Services Name of facility/project 202$ Golf Marketing Campaign Contact person JB Bolger Email James.Bolger@waterloo-ia.org Address of organization or person completing application: Street 1101 Campbell Avenue City Waterloo State IA Zip 50701 Phone 291-4370 Fax: 291-4297 2. Please describe your project in detail a) Explain the project as though you were telling a complete stranger. b) Please be specific how the grant monies will be used in the overall project. Awarded funds will be utilized to cover costs for a wide variety of advertisements. Currently Waterloo Leisure Services utilizes cable TV commercials, over-the-air TV commercials (KWWL), radio spots, and a variety of print publications including those which are regionally distributed. Page 99 of 412 r. j. 3. What is the mission of your organization? i The City of Waterloo Leisure Services Commission is dedicated to improving the quality of life for all citizens by providing the best possible recreational activities, special events, facilities, and services that encourage lifelong learning, fitness and fun. The Commission strives to provide an enjoyable outdoor environment with top quality parks, preserves, golf courses, recreational trails, and a healthy urban forest resource. 4. How long has your organization been in existence? The City of Waterloo has provided public golf for over 100 years. Iry Warren Golf Course (originally Byrnes Park) was opened in 1908. The next course to open was Gates Park Golf Course in 1928, and finally South Hills Golf Course in 1974. 6. How many staff members and/or volunteers are involved in this organization and the project? The City of Waterloo employs nine full time golf maintenance employees, several administrative staff that assist with golf operations, and numerous seasonal staff that assist with maintenance and course operations. Starters at all courses are volunteers. Additionally the City contracts with two full time PGA Professionals and they hire additional full and part time seasonal staff. k G. Please indicate all the categories that your projects supports: X Category 1 — Supports tourism and heads on beds E' X Category 2 — Supports and assists community events ❑ Category 3 — Brings people downtown X Category 4 — Supports Waterloo quality of life 7. Please provide a detailed description of your project, together with a statement of how your project fits into one or more of the above listed 4 categories. Waterloo's three municipal golf courses regularly serve out of town guests. They attract visitors from out of town for a variety of reasons including the value, quality, and variety of golfing experiences provided. Many community organizations chose one of Waterloo's municipal golf courses to host fundraising tournaments, outings, or banquets. Examples would include: • East High School Athletics Fundraiser Outing- Gates Park Golf Course • LOVE Inc.- Iry Warren Golf Course United Way Outing- South Hills Golf Course Page 100 of 412 i Supporting quality of life for the citizens of Waterloo is by far the biggest contribution Waterloo Golf provides the community. We pride ourselves on being able to offer safe, healthy, and affordable opportunities for exercise and leisure enjoyment for all who are interested. This includes one of the strongest junior programs in the state of Iowa featuring a $10 Junior Morning Pass that allows youth to play for the entire summer for one low rate! 8. If your project has or will continue for more than one year, please explain your plans for financial sustainability. NIA 9. Give an estimate of how you plan to measure the success of the project. The best way to measure success of this project is to monitor the number of rounds played at the Waterloo courses. Additional factors such as weather also have a major impact on the number of rounds played. 10. Describe specifically how the proposed project will be marketed. Awarded funds will be utilized for the sole purpose of marketing the City of Waterloo Golf Courses. 11. Please provide a detailed description of the budget. Please include information about additional funding sources, income and how the hotellmotel tax grant fits into the overall budget. The overall investment to implement the 2025 Golf Marketing Campaign is $18,000. Our request for hotel/motel funds is $15,000 with the remainder of funds coming ` from the City of Waterloo Golf general operating budget. i' 12. Please include in your submitted materials: K Tax exempt status • W-9 form 13. We ask that you will submit a single page final report detailing the results of your project one month after the completion of the project. If you do not submit your final report within a month after completion you will not be eligible for further funding. • Were your intended goals for the project met? Please provide details. • How were the funds spent? Please be specific. ��s@'s*stk*icirieicicdcF��>F9e9co@�:$eex4edeFknFickic�kkickisk* cc�*Fivicdc*vY�eF9eoF�t�:�xx9:K�ex49: efr�ic'eFeF*F*9t��isxh�Flric Page 101 of 412 BUDGET SUMMARY: Total Project Cost $ 18,000.00 Additional Funding Sources $ 3,000.00 In-Kind Services $ HoteVMotel Tax Grant Request $ 15,000.00 Please note: Additional Funding Sources,In-Kind Services and Hotel/Motel Tax Grant Request must equal Total Project Cost. I have reviewed this Application for Hotel/Motel Grant Funds from the City of Waterloo. The information contained in this application plus any attachment(s) is accurate and complete to the best of my knowledge. The Hotel/Motel Tax Grant Funds are to be used for the express purpose as stated in the Grant Application. I, the undersigned, fully understand that if this program/project does not transpire, Waterloo City Council's recommendation for funding will be withdrawn and my organization will be responsible for refunding any portion of funds already received. JB Bolger 7/15125 Signature of Applicant Date 1 I Page 102 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Finance Department August 4, 2025 AGENDA ITEM TITLE Resolution approving the award of hotel/motel tax council discretionary funds to Waterloo Leisure Services in the amount of$15,000.00, for the FY 2026 SportsPlex Marketing Campaign. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. FY 26 SportsPlex Hotel Motel App Page 103 of 412 CITY OF ZJ k!/��7ERL00 Community of Opportunity Waterloo City Council Discretionary Hotel-Motel Grant Application The City of Waterloo is offering grants to non-profit entities for projects and community events that support tourism, quality of life and which bring people to Waterloo's downtown area. Grant funds are made possible through Hotel/Motel tax funds received by the City of Waterloo. City Ordinance states 10% of the revenues generated from the Hotel-Motel Tax can 2e used as discretionary dollars of the City Council to enhance projects that support several defined areas. To apply, please complete the following application and send the original plus four complete copies to: City of Waterloo Finance Dept., City Hall, 715 Mulberry St., Waterloo, Iowa, 50703. Incomplete applications will be returned. 1. General Information (It is highly recommended that applications be typewritten. Use a separate sheet of paper, if necessary): Name of organization Waterloo Leisure Services Name of facility/project Cedar Valley SportsPlex Marketing Plan Contact person Bob Etringer Email bob.etrin_ger(a),waterloo-ia.org Address of organization or person completing application: Street 300 Jefferson Street City Waterloo State IA Zip 50701 Phone 291-0165 Fax: 2. Please describe your project in detail a) Explain the project as though you were telling a complete stranger. b) Please be specific how the grant monies will be used in the overall project. Awarded funds will be utilized to cover costs for a wide variety of advertisements. Currently the Cedar Valley SportsPlex utilizes cable TV commercials, over-the-air TV commercials. Page 104 of 412 3. What is the mission of your organization? The City of Waterloo Leisure Services Commission is dedicated to improving the quality of life for all citizens by providing the best possible recreational activities, special events, facilities, and services that encourage lifelong learning, fitness and fun. The Commission strives to provide an enjoyable outdoor environment with top quality parks, preserves, golf courses, recreational trails, and a healthy urban forest resource. 4. How long has your organization been in existence? 1904 5. How many staff members and/or volunteers are involved in this organization and the project? The Waterloo Leisure Services Department benefits our community on numerous fronts. The Department is responsible for offering a wide range of recreational programming to members from all ages and ethnicities throughout Waterloo and the greater Cedar Valley. In addition, the Department is responsible for the maintenance and operations of three quality 18-hole golf courses, the 3,000 seat Young Arena, an extensive community park system and a Northwoods League Baseball Stadium. Through all of the above-mentioned sources, the Department is responsible for providing recreational activities and spaces to a large percentage of our population. The opening of the Cedar Valley SportsPlex has allowed our department to be able to greatly expand programming we offer our citizenry, as well as host events and tournaments that have brought a substantial amount of visitors from outside the Cedar Valley. 6. Please indicate all the categories that your projects supports. X Category 1 — Supports tourism and heads on beds X Category 2 — Supports and assists community events X Category 3 — Brings people downtown X Category 4 — Supports Waterloo quality of life 7. Please provide a detailed description of your project, together with a statement of how your project fits into one or more of the above listed 4 categories. Supports tourism and heads on beds The Cedar Valley SportsPlex has become a regional draw for indoor sports tournaments of all kinds. With four basketball/volleyball courts and a large expanse Page 105 of 412 of Field Turf, another in the region does not match this facility. While the vision is to primarily serve our community, the goal is to have these facilities booked with tournaments that are regional in the scope on weekends. Supports and assists in community events The Cedar Valley SportsPlex supports community events primarily by offering a new, state of the art venue for hosting. Brings people downtown The Cedar Valley SportsPlex is located in the heart of downtown Waterloo. A facility of this nature helps draw critical mass to the area that is striving to help downtown businesses thrive. Whether they are SportsPlex members from within the Cedar Valley or tournament participants from around the region, individuals have been drawn to the downtown area to utilize the SportsPlex. Supports Waterloo quality of life The Cedar Valley SportsPlex greatly enhances the quality of life in Waterloo. We are very fortunate to have facilities that are second to none when it comes to outdoor activities. However, as we all know, Iowa winters can become quite long. A facility like the SportsPlex affords residents of all ages the opportunity to recreate straight through those long winter months. 8. If your project has or will continue for more than one year, please explain your plans for financial sustainability. The Cedar Valley SportsPlex will be a fixture of the downtown landscape for years to come. The project will be sustained by a combination of user fees, rental fees and activity registrations. 9. Give an estimate of how you plan to measure the success of the project. We plan to measure the success both by tracking user numbers while also tracking the financials of the operation. Benchmarks have been set that indicate where both of these items need to reach and we will continually strive to achieve these goals. 10. Describe specifically how the proposed project will be marketed. The purpose of this application is to maintain an extensive television marketing plan by focusing heavily on big sporting events that have large viewership in the fall and winter, which coincides with our peak time to recruit and retain members. Page 106 of 412 11. Please provide a detailed description of the budget. Please include information about additional funding sources, income and how the hotel/motel tax grant fits into the overall budget. Revenues: Hotel/Motel Tax Grant Request $15,000.00 Expenses: On Media $15,000.00 12. Please include in your submitted materials: • Tax exempt status • W-9 form 13. We ask that you will submit a single page final report detailing the results of your project one month after the completion of the project. If you do not submit your final report within a month after completion, you will not be eligible for further funding. • Were your intended goals for the project met? Please provide details. • How were the funds spent? Please be specific. X XnXxKXXKxxX9ex XXXXXXXX>e�rxxxcx>enxx'eKxx�exx�exxiexxxxxxxxxxxxx3e Xie sexxirx'exkxe ie fe ie de ie ie ie iexie e it de it ie BUDGET SUMMARY: Total Project Cost 17,000.00 Additional Funding Sources $ 2,000.00_ In-Kind Services $ Hotel/Motel Tax Grant Request $ 1.5,000.00 Please note: Additional Funding Sonrees,In-Kind Services and Hotel/Motel Tax Grant Request durst equal Total Project Cost. I have reviewed this Application for Hotel/Motel Grant Funds from the City of Waterloo. The information contained in this application plus any attaclunent(s) is accurate and complete to the best of my knowledge. The Hotel/Motel Tax Grant Funds are to be used for the express purpose as stated in the Grant Application. I, the undersigned, frilly understand that if this program/project does not transpire, Waterloo City Council's recommendation for fiinding will be withdrawn and my organization will be responsible for refunding any portion of fiends already received. qw- —W15&-11-1 Signa re of 4PIlealit Date Page 107 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Martin Petersen, City Attorney August 4, 2025 Legal Department Department AGENDA ITEM TITLE Resolution approving Acknowledgment/Settlement Agreement for Tobacco Violation -First Offense with Kwik Star#380, 506 W. 9th Street, and acceptance of a civil penalty in the amount of $300.00, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION Resolution approving Acknowledgment/Settlement Agreement for Tobacco Violation - First Offense with Kwik Star#380, 506 W. 9th Street, Waterloo, Iowa 50702, and acceptance of a civil penalty in the amount of$300.00, and authorizing the Mayor and City Clerk to execute said document. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION Page 108 of 412 ATTACHMENTS 1. Tobacco Violation-1 st-Kwik Star#380, 506 W. 9th Street, Waterloo, Iowa 50702 Page 109 of 412 BEFORE THE WATERLOO CITY COUNCIL IN RE: KWIK STAR#380 ORDER ACCEPTING 506 W. 9TH STREET ACKNOWLEDGMENT/SETTLEMENT WATERLOO, IOWA 50702 AGREEMENT—FIRST VIOLATION On this 4th day August, 2025, in lieu of a public hearing on the matter, the Waterloo City Council approves the attached Acknowledgment/Settlement Agreement between the above- captioned permittee and the City of Waterloo. Therefore, the Waterloo City Council FINDS that the above-captioned permittee has remitted to the City of Waterloo a civil penalty in the amount of Three Hundred Dollars ($300.00). Be advised that this sanction will count as a First Violation of Iowa Code §453A.2(1), pursuant to Iowa Code §453A.22(2)(a). IT IS, THEREFORE, ORDERED that the judgment in this matter is hereby satisfied. Quentin Hart, Mayor ATTEST: ey Felc , ity Clerk CITY OF WATERL005 IOWA CITY ATTORNEY'S OFFICE 715 Mulberry Street • Waterloo,IA 50703 • (319)291-4327 Fax(319)291-4286 • • June 27, 2025 Kwik Star#380 506 W. 91h Street Waterloo, Iowa 50702 Re: Kwik Star#380, 506 W. 9`11 Street,Waterloo, Iowa Tobacco Volation-First Offense Dear Owner: The City of Waterloo has scheduled a hearing before the Waterloo City Council on the 4th day of August, 2025 at 5:30 p.m., in the Waterloo City Council Chambers, Second Floor, City Hall, 715 Mulberry Street,Waterloo, Iowa, 50703. The hearing complaint, which has been filed against you, is attached. If you or your representative fail to appear at this hearing, a decision may be rendered against you. You have the opportunity to be heard at this hearing and to be represented by an attorney at your own expense regarding the mandatory $300.00 civil penalty prescribed by Iowa Code §453A.22(2)(a) for the violation of§453A.2(1), selling, giving, or otherwise supplying any tobacco, tobacco products, or cigarettes to any person under twenty-one years of age. If you wish to settle this case in lieu of the public hearing, you may complete the attached Acknowledgment/Settlement Agreement, returning the original copy, properly signed and dated, to Martin M. Petersen, Waterloo City Attorney, 715 Mulberry Street, Waterloo, Iowa, 50703, no later than July 21, 2025 prior to the August 4, 2025 council meeting. With this Acknowledgment/Settlement Agreement, you must include a check in the amount of$300.00 made payable to the City of Waterloo. This will satisfy the penalty for a First Violation under Iowa Code §453A.22(2) and this will conclude the matter. If you have any questions, you may reach me at (319) 291-4327. If you have obtained representation by an attorney in this matter, the attorney should contact me. Sincerely, Aw_t4� Martin M. Petersen Waterloo City Attorney mmp:sda Enclosures:Hearin Com laint.Acknowledgment/Settlement Agreement (IN WEBSITE:www.eiryofwaterlooiowa.com WE'RE WORKING FOR YOU An Equal Opportunity/AtiirmativeAction Employer Page 110 of 412 IN RE: KWIK STAR#380 ACKNOWLEDGMENT/ 506 W. 9T11 STREET SETTLEMENT AGREEMENT WATEROO, IOWA 50702 FIRST VIOLATION ' I (we)hereby knowingly and voluntarily acknowledge that we have received the Notice of Hearing and the Complaint in the above case. I (we)hereby knowingly and voluntarily acknowledge the facts and allegations contained in the Complaint, attached hereto and incorporated herein by reference, and knowingly and voluntarily admit that the same are true and correct. I (we)hereby knowingly and voluntarily waive hearing, and submit to the statutory penalties prescribed by Iowa law. I (we) understand that this penalty will count as an official "First Violation"of Iowa Code §453A.2 pursuant to Iowa Code §453A.22. I (we) have enclosed a check for the amount of$300.00 made payable to the City of Waterloo to settle the above- referenced complaint. The above-captioned permit holder hereby waives all jurisdictional claims. KWIK STAR 4380 (506 W. 911' Street, Waterloo, IA 50702) �54v# ? R �� (Signature of Owner) Date: NOTE: This must be signed by an individual cigarette permittee, or in the case of another business entity,by individual(s)who have authority to bind the entity. If you decide to sign this ACKNOWLEDGMENT/SETTLEMENT AGREEMENT and waive your appearance at a hearing, return this document,properly signed and dated, along with your$300.00 check made payable to the City of Waterloo, should be returned to: Martin M.Petersen,Waterloo City Attorney, 715 Mulberry Street,Waterloo, Iowa,50703. THIS MUST BE RETURNED NO LATER THAN JULY 21,2025. Page 111 of 412 KWIK TRIP INC Page 1 PO Box 2107 1626 OAK ST LA GROSSE,WI 54603 Vendor # 100007261 Check Date 07/10/2025 Check Number 2021476 Invoice Date Amount Discount Paid M20250708CJC 07/08/2025 300.00 0,00 300,00 Total 300.00 0.00 300.00 Vendor Number 100007261 Check Number 2021476 PNC BANK N.A.001 KWIK TRIP INC 504FIRST AVENUE PITTSBURG,PA N� ;2422476 PO Box 2107 " ' 15219 1626 OAK ST 60-IG2 DATE 07/10/2025 LA CROSSE WI 54603 433 Void After 180 Days PAY;,:,-:'THREE HUNDRED AND 00 /100 DOLLARS AMOUNT$***********300.00'' To IOWA ALCOHOLIC BtVtll ADIVISION OR 1918 SE HULSIZER OF ANKENY IA 50021 - Authorized Signature �_ snNnruai-ins a reor�u nnci:crouNo-�a;��n coNrnrs nnicro�Rinrrw�� r2021446v r:043301627i: 10422483 ? Dn Page 112 of 412 IN RE: KWIK STAR#380 HEARING COMPLAINT 506 W. 9TH STREET FIRST VIOLATION WATERLOO, IOWA 50702 The City of Waterloo hereby makes the following complaint against the above-named permittee: 1. Iowa Code §453A.2(1)provides that a person shall not"sell, give, or otherwise supply any tobacco, tobacco products, or cigarettes to any person under twenty-one years of age." 2. Iowa Code §453A.22(2)(a) provides that if a permit holder or employee of a permit holder has violated Iowa Code §453A.2(1), the permit holder shall be assessed a civil penalty of Three Hundred Dollars ($300.00) for a first violation of Iowa Code §453A.2(1). 3. On or about May 14, 2025, the permittee or an employee of the permittee sold cigarettes or tobacco products to a person under twenty-one years of age. A copy of the Compliance Check and/or Criminal Conviction is attached and incorporated herein. 4. Therefore; in accordance with Iowa law, the City Attorney requests the Waterloo City Council find a violation of the above-referenced section of Iowa Code Chapter 453A and assess a civil penalty in the amount of Three Hundred Dollars ($300.00) against Kwik Star##380, 506 W. 9th Street, Waterloo, Iowa 50702. Martin M. Petersen Waterloo City Attorney Page 113 of 412 Rev.122 Case Number IOWA INCIDENT REPORT CawW25Num376 ber WATERLOO POLICE DEPARTMENT Datad7lme of Report 715 MULBERRY ST 511412425 17:26 Hrs WATERLOO,IA 50703 Status zaww 41-ACTIVE (319)291-4340 SUMMARY County Rapart Typo ORI Number BLACK HAWK-07 0-INITIAL INCIDENT IA0070300 Is Date and Time of Incident Date or Upper Data Incident Tlme or Upper-nmo Incident Known? Yes Lower Data Range 0511412025 Range Lower Tlme Range 17:10 Hrs. I Runge Hrs. Day of Weak Incident Occurred Exceptionally Cleared Date Cleared Exceptionally WEDNESDAY INCIDENT REPORTED BY Was incident Reported Reporting Uctim's Name-Last First Middle Suffix by a Victim? NO Sequence No. FRANA ANDREA Business Name(If Incident was Reported by a Busln=) Address 715 MULBERRY ST City State Zip Cada Home/Cell Phone Work Phone WATERLOO IA 50703 (319)291-4340 OFFENSE 001 Seq.No, Ordinance Coda Suction UCR Offense Code 001 STATE 453A.2(1) ALL OTHER OFFENSES-90Z ChargosfOffenso AttomplodlComploted EMPLOYEE PROVIDING TOBACCOIVAPOR PRODUCT TO PERSON UNDER 21-1ST OFF C-COMPLETED Type of Criminal Activity(up to 3) D-DISTRIBUTINGISELLING Type of Weapon/Force Involved(up to 3) Gang Information(up to 2) No.of Promises Entered Method of Entry Offender Suspected Of Using(up to 3) LOCATION OF OFFENSE Location Typo X Coordinate Y Coordinate 07-CONVENIENCE STORE 554426.375 4704273.5 Literal Description WEST STH ST VICTIM 001 Typo of Victim Sequence No. BuslnossiorganlzattonlStatelCountylMunkdpality Name S-SOCIETYIPUBLIC 001 Address City State Zip Code Phone VICTIM CONNECTED TO UCR OFFENSE CODES UCR Offense Code 1 UCR Offense Code 2 ALL OTHER OFFENSES-90Z UCR Offense Code 3 UCR Offanse Code 4 UCR Offonse Code 5 UCR ONonso Code 6 UCR Offense Code 7 VCR Offense Code 8 UCR Offense Code 9 UCR Offonso Code 10 ADDITIONAL OFFENSE CIRCUMSTANCE INFO Aggravated Assault/Homicide Circumstances(up to 2) Additional Juotiflablo Homicide Circumstancos END OFFENSE 001 OFFENDER 001 Typo of Offender Sequence No. NIBRS Offense Sequence Numbers Lesser Offense Sequence Numbers 01-Offander 001 001 Name-Last First Middle Suffix STEWART AMANDA ANNA MARIE Allas(os) Address City State Zip Code Home Phone 216 HAMMOND AVENUE WATERLOO IA 50702 (319)883-3900 DOB Known? DOB Ago or Lower Ago Range Uppor Aga Range SSN Rosident Status YES 01/25/1980 45 485-96-2218 R-RESIDENT Pr[rttodAt WATERLOO POLICE DEPARTMENT 6/27/2025 3:14 AM pow 1 Forma: W2"40376 Page 114 of 412 Driver's.Llcon*G-Number State Gondor Holght Walght Eye Color Halr Color 665WW3628 IA F-FEMALE 5.08" 200 LBS BLUE-BLU BROWN-BRO Skin Tone Race Ethnicity MEDIUM-MED W-WHITE IU-UNKNOWN Scars/Marks/Tatteos Offender Present When Officer Arrived? YES Typo o1 Injury(up to 5) EMPLOYMENT OR SCHOOL INFO Employer or Schc6 Oocupatlon KWIK STAR CLERK Address city State Zip Cade Work Phone 506 W 9TH STREET WATERLOO IA $0701 ARREST INFO Offondor Arrested? Arrest Trans.Booking No. Type of Arrest Arrest Mato Arrost Time NQ Hr. Associated Offenso Sequence No. Miranda By Miranda Date Miranda Time Hrs. Arrostoo Condition Arrestee Armed With(up to 2) Place of Blrth Multiple Arrostoo Indicator AcI tonal Inddents Cleared JUVENILE INFO Parent/GuardianCentacted? Namo-Last First Middle Suffix Address City State Zip Code Home Phone Work Phone uvonllo Arrostee DIsposltlon END OFFENDER 001 OFFICER'S INVESTIGATIVE NOTES On Wednesday, May 14,2025,Officers with the Waterloo Police Department were conducting tobacco compliance checks. Officers with the use of an underage Cl went into Kwik Star#380,located at 506 W 9th Street The Cl approached the store cleric,who is listed as the offender and asked for a pack of Newport short cigarettes_ The Offender sold the cigarettes to the Cl without asking for an ID or an age. Officers spoke with the offender who admitted to not checking how old she was. The offender advised she had see the Cl in the store before. The cigarettes were seized from the business and tagged into property as evidence. A seizure notice was served on the offender for the cigarettes as well as paperwork for selling tobacco to a minor, Case closed. OFFICER omplalnontlRoporting Party Signature oporting Omcer Badge Number upervlsor Badgo Numbor FRANA ANDREA B3644 RASMUSSEN,MICHAEL R3640 dao Takon?(Chock All That Apply) Evidence Seized? Photos Takon? 4-BODY CAMERA ES NO Incident Assigned To DETECTIVES Printed At: WATERLOO POLICE DEPARTMENT 6/27/2025 3:14AM Pugs 2 Form#: W25-040376 Page 115 of 412 IN THE IOWA DISTRICT COURT IN AND FOR This Complaint and Affidavit is to be: BLACK HAWKCOUNTY ® Filed with Court Clerk(cc:CA) ❑ Submitted to County Attomey Form Number W25-040376 ❑ Filed with JCO-Defendant is a Juvenile Arrest Date:051/4/2025 THE STATE OF IOWA VS. OFFENDER Last First Middle Suffix STEWART AMANDA ANN MARIE AddressCity State Zip Code 216 HAMMOND AVE WATERLOO IA 50701 DL# State DI-Class IDLEndorsements DL Restrictions 665WW3628 IA 0 Date of Birth Gender Race Ethnicity 01/25/1980 FEMALE WHITE-W NOT OF HISPANIC ORIGIN-N Height Weight Eye Color Hair Color 5'07" 225 LBS BLUE-BLU BROWN-BRO OFFENSE State County Local Code Section Crime Description ® Ll El 453A.2(7) PROVIDING TOBACCO TO A PERSON UNDER 21-1ST OFFENSE Speed lin Zone Class $MMS Serious P.I. F-1 Fatal Accident ❑ Civil Damage Assessment El Other I] Location Type 07-CONVENIENCE STORE Literal Description 506 WEST STH ST Address City State I Zip Code WATERLOO Is Date and Time of Incident Known? Incident Date or Low Range Upper Date Range Incident Time or Low Range Upper Time Range YES 05!'1412025 117:05 STATUS OF OFFENDERIJUVENILE ❑ TAKEN INTO CUSTODY CUSTODY ® SUMMONS TO APPEAR (Citation Issued) WARRANT REQUESTED Ej NO CONTACT ORDER El RELEASED TO ❑ REQUESTED PARENTIGUARDIAN NARRATIVE Narrative of Offense Committed On or about the above stated date and time,the Defendant did unlawfully sell, give or otherwise supply tobacco,tobacco products,alternative nicotine products,vapor products,or cigarettes to a person under twenty one years of age SUMMONS I promise to appear in said court at said time and place. Court Date 0512712025 Court Time 9:00 AM Signature of Defendant In the Court At BLACK HAWK COUNTY COURTHOUSE 316 EAST FIFTH STREET,WATERLOO 50703 PdntedAt WATERLOO POLICE DEPARTMENT 6!2712025 3:14 AM Page 1 of 2 _ Form M. W25-040376 Page 116 of 412 AFFIDAVIT STATE OF IOWA, BLACK HAWK COUNTY I,the undersigned,being duly sworn,state that all facts contained in this Complaint and Affidavit,known by me or told to me by other reliable persons form the basis for my belief that the defendant committed this crime State all facts and persons relied upon supporting elements of alleged.crime On Wednesday, May 14,2025,at approximately 1705 hrs,Officers were conducting underage tobacco compliance checks on Waterloo businesses. At around this time,Officers sent an under age confidential informant(CI)into the Kwik Star at 506 W 9th St. The under aged Cl approached the clerk working the counter, identified as the defendant,and asked for a package of Newport shorts cigarettes. The defendant did not ask for an ID or age of the under age Cl,rang up the sale,and started to make change of the cash given to her by the Cl to complete the sale. The C[left the store and the defendant was contacted by this Officer who advised that she had just sold to an under age person. Z4— RASMUSSEN,MICHAEL R3640 Signature of Complainant or Officer,Officer Name&Number GENERAL PROBABLE CAUSE Defendant implicated 02-CAUGHT IN ACT,08-CRIME OBSERVED BY OFFICERS Operating Motor Vehicle in County Other Physical Evidence Attempted To Inflict Injury STATE OF IOWA, BLACK HAWK COUNTY p iA( Subscribed and sworn to before me by the person(s)signing the Complaint and Affidavit(s)on 05/14/2025 �' �' Notary Name STEVEN BOSE Signature of Verifying Party Q Z 6o + 0 Commission Number 85297$ �+�— tow, My Commission Expires 01103/2027 ® Peace Officer Notary Prosecuting Attomey PrfntudAt WATERLOO P OLICE DEPARTMENT 6/27/2025 3:14 AM Page 2 of 2 Form#: W25-040376 Page 117 of 412 6127125,9:53 AM Trial Court Search Iowa Courts Online Electronic Docket Search Results - _-- Help Record Search Back [ Print All Pages 1 Home New Search Trial Court Case Details [ ummary] Parties [Long Title] [Filings] Property/Lis Pendens [Criminal Charges/DiS nagJud; Exhibits [Financial] [Bonds] Service Returns Traffic Details :r;; C�egsrerN Summary Title: STATE OF IOWA VS STEWART,AMANDA ANN MARIE -� Case: 01071 SMCR262342 (BLACK HAWK) .Qriginating County rested BLACK HAWK 05/20/2025 Disposition Reopened Disposition Status Date Date Microfilm Ref GUILTY 05/27/2025 PLEA/DEFAULT Charges Speedy Trial: Qitginal ffense Adjudication Adjudication °ant Charge Date charge lass Adjudication rge la s 01 PROVIDING 05/14/2025 SIMPLE GUILTY- PROVIDING SIMPLE TOBACCO TO A MISDEMEANOR NEGOTIATED/VOLUN TOBACCO TO A MISDEMEANOR PERSON UNDER PLEA PERSON UNDER 21-1ST OFFENSE 21-1ST OFFENSE CN=John Q Public,Q=JUDICIAL Logan Regis ret ret For exclusive use by the Iowa Courts ©State of Iowa, All Rights Reserved https://www.iowacourts.state.ia.uslESAWebAppfTlndexFrm 111 Page 118 of 412 6127/25,9:53 AM Trial Court Search Iowa Courts Online Electronic Docket Search Results — ----- _ Help Record Search BackPrint Al] Pages 7 Home New Search Trial Court Case Details [Summary_l Parties Long Title] [Eilingfl Property/Lis Pendens [Criminal ChargeslDis os dmj Jud; Exhibits [Financial] $onds] Service Retums Traffic Details Financials Title: STATE OF IOWA VS STEWART,AMANDA ANN MARIE Case: 01071 SMCR262342 (BLACK HAWK) Citation Number: ulmrnary_ Qrig Paid Due COSTS 60.00 0.00 60.00 FINE 150.00 0.00 150.00 SURCHARGE 22.50 0.00 22.50 RESTITUTION 0.00 0.00 0.00 OTHER 0.00 0.00 0.00 $232.50 $0.00 $232.50 Add to Cart Review Cart SUPPORT/ALIMONY NIA 0.00 NIA GN=John Q Public,O=JUDICIAL Logon I Register For exclusive use by the Iowa Courts ©State of Iowa, All Rights Reserved https://www.[owacourts.state.ia.us/ESAWebApp/TindexFrm 1 f1 Page 119 of 412 E-FILED SMCR262342 -2025 MAY 27 09:32 AM BLACK HAWK CLERK OF DISTRICT COURT Page 1 of 2 IN THE IOWA DISTRICT COURT FOR BLACK HAWK COUNTY STATE OF IOWA, 01071 SMCR262342 Plaintiff(s), VS. ORDER OF DISPOSITION AMANDA ANN MARIE STEWART, Defendant(s) 453A.2(1) - PROVIDING TOBACCO TO A PERSON UNDER 21-1 ST OFFENSE The defendant appears and pleads guilty. As to the charge of PROVIDING TOBACCO TO A PERSON UNDER 21-1ST OFFENSE the court orders that the defendant pay a fine of$150.00. In addition, the defendant shall pay all applicable surcharges and the court cost of this case. Payment is due in full this date and becomes delinquent after 30 days. These sums can be paid at any office of the clerk of court or online at www.iowacourts.gov. The Defendant is authorized to satisfy financial obligations herein through a plan of payment of $50.00 every 30 days and every 30 days thereafter until paid in full. The first payment is due within 30 days of today's date. Payments can be made in person at any Clerk of Court office (Black Hawk County Clerk of Court at 316 E. 5th Street, Waterloo, IA 50703), mailing a payment to any Clerk of Court office and placing the case number in the memo line of any check or money order, online at www.iowacourts.gov, or by calling (515) 348-4788 to make a payment over the telephone. Bond, if any, exonerated. A copy of this order was provided to the defendant by the court. The Court finds probable cause to believe that an offense has been committed and the Defendant committed the offense. Page 120 of 412 E-FILED SMCR262342-2025 MAY 27 09:32 AM BLACK HAWK CLERK OF ICT COURT Page 2 of 2 State of Iowa Courts Case Number Case Title SMCR262342 STATE OF IOWA VS STEWART, AMANDA ANN MARIE Type: ORDER OF DISPOSITION So Ordered f 1 Andrew Abbott,Magistrate First rud1C1al District of Iowa Electronically signed on 2025-05-27 04:32:24 Page 121 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Martin Petersen, City Attorney August 4, 2025 Legal Department Department AGENDA ITEM TITLE Resolution approving Acknowledgment/Settlement Agreement for Tobacco Violation - First Offense with Neighborhood Mart, 2100 Lafayette Street, and acceptance of a civil penalty in the amount of $300.00, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. Tobacco Violation-1st Neighborhood Mart, 2100 Lafayette Street, Waterloo, Iowa 50703 Page 122 of 412 BEFORE THE WATERLOO CITY COUNCIL IN RE: NEIGHBORHOOD MART ORDER ACCEPTING 2100 LAFAYETTE STREET ACKNOWLEDGMENT/SETTLEMENT WATERLOO, IOWA 50703 AGREEMENT—FIRST VIOLATION On this 4th day August, 2025, in lieu of a public hearing on the matter, the Waterloo City Council approves the attached Acknowledgment/Settlement Agreement between the above- captioned permittee and the City of Waterloo. Therefore,the Waterloo City Council FINDS that the above-captioned permittee has remitted to the City of Waterloo a civil penalty in the amount of Three Hundred Dollars ($300.00). Be advised that this sanction will count as a First Violation of Iowa Code §453A.2(1), pursuant to Iowa Code §453A.22(2)(a). IT IS, THEREFORE, ORDERED that the judgment in this matter is hereby satisfied. Quentin Hart, Mayor ATTEST: Ke ley Fel le, City Clerk Page 123 of 412 CITY OF WATERLOO , IOWA CITY ATTORNEY'S OFFICE 715 Mulberry Street • Waterloo,IA 50703 • (319)291-4327 Fax(319)291-4286 June 27, 2025 low Neighborhood Mart 2100 Lafayette Street Waterloo, Iowa 50703 Re: Neighborhood Mart, 2100 Lafayette Street, Waterloo, Iowa Tobacco Volation-First Offense Dear Owner: The City of Waterloo has scheduled a hearing before the Waterloo City Council on the 4th day of August, 2025 at 5:30 p.m., in the Waterloo City Council Chambers, Second Floor, City Hall, 715 Mulberry Street, Waterloo, Iowa, 50703. The hearing complaint, which has been filed against you, is attached. If you or your representative fail to appear at this hearing, a decision may be rendered against you. You have the opportunity to be heard at this hearing and to be represented by an attorney at your own expense regarding the mandatory $300.00 civil penalty prescribed by Iowa Code §453A.22(2)(a) for the violation of§453A.2(1), selling, giving, or otherwise supplying any tobacco, tobacco products, or cigarettes to any person under twenty-one years of age. If you wish to settle this case in lieu of the public hearing, you may complete the attached Acknowledgment/Settlement Agreement, returning the original copy, properly signed and dated, to Martin M. Petersen, Waterloo City Attorney, 715 Mulberry Street, Waterloo, Iowa, 50703, no later than July 21, 2025 prior to the August 4, 2025 council meeting. With this Acknowledgment/Settlement Agreement, you must include a check in the amount of$300.00 made payable to the City of Waterloo. This will satisfy the penalty for a First Violation under Iowa Code §453A.22(2) and this will conclude the matter. If you have any questions, you may reach me at (319) 291-4327. If you have obtained representation by an attorney in this matter, the attorney should contact me. Sincerely, Martin M. Petersen Waterloo City Attorney mmp.sda Enclosures: Hearing Complaint,Acknowledgment/Settlement Agreement CITY WEBSITE:www.cityofwaterlooiowa.com WE'RE WORKING FOR YOU! An Equal Opportunity/Affirmative Action Employer Page 124 of 412 �o 1 �° �m �3 N U)z O p "' © mCO un cn oz -,a n Co r.ri wD m z 6W ' Ln Ln ru / u-J O Ln .3 LW w �a ID r ru � a 17:7 E7 cn a I Page 125 of 412 IN RE: NEIGHBORHOOD MART ACKNOWLEDGMENT/ 2100 LAFAYETTE STREET SETTLEMENT AGREEMENT WATERLOO, IOWA 50703 FIRST VIOLATION I (we) hereby knowingly and voluntarily acknowledge that we have received the Notice of Hearing and the Complaint in the above case. I (we) hereby knowingly and voluntarily acknowledge the facts and allegations contained in the Complaint, attached hereto and incorporated herein by reference, and knowingly and voluntarily admit that the same are true and correct. I (we) hereby knowingly and voluntarily waive hearing, and submit to the statutory penalties prescribed by Iowa law. I (we) understand that this penalty will count as an official "First Violation" of Iowa Code §453A.2 pursuant to Iowa Code §453A.22. I (we) have enclosed a check for the amount of$300.00 made payable to the City of Waterloo to settle the above- referenced complaint. The above-captioned permit holder hereby waives all jurisdictional claims. NEIGHBORHOOD MART (2100 Lafayette Street, Waterloo, Iowa 50703) 411 (Signature of Owner) Date(DVeZU NOTE: This must be signed by an individual cigarette permittee, or in the case of another business entity, by individual(s) who have authority to bind the entity. If you decide to sign this ACKNOWLEDGMENT/SETTLEMENT AGREEMENT and waive your appearance at a hearing, return this document, properly signed and dated, along with your $300.00 check made payable to the City of Waterloo, should be returned to: Martin M. Petersen, Waterloo City Attorney, 715 Mulberry Street, Waterloo, Iowa, 50703. THIS MUST BE RETURNED NO LATER THAN JULY 21, 2025. Page 126 of 412 IN RE: NEIGHBORHOOD MART HEARING COMPLAINT 2100 LAFAYETTE STREET FIRST VIOLATION WATERLOO, IOWA 50703 The City of Waterloo hereby makes the following complaint against the above-named permittee: 1. Iowa Code §453A.2(1)provides that a person shall not"sell, give, or otherwise supply any tobacco, tobacco products, or cigarettes to any person under twenty-one years of age." 2. Iowa Code §453A.22(2)(a)provides that if a permit holder or employee of a permit holder has violated Iowa Code §453A.2(1), the permit holder shall be assessed a civil penalty of Three Hundred Dollars ($300.00) for a first violation of Iowa Code §453A_2(1). 3. On or about May 17, 2025, the permittee or an employee of the permittee sold cigarettes or tobacco products to a person under twenty-one years of age. A copy of the Compliance Check and/or Criminal Conviction is attached and incorporated herein. 4. Therefore, in accordance with Iowa law,the City Attorney requests the Waterloo City Council find a violation of the above-referenced section of Iowa Code Chapter 453A and assess a civil penalty in the amount of Three Hundred Dollars ($300.00) against Neighborhood Mart, 2100 Lafayette Street, Waterloo, Iowa 50703. Martin M. Petersen Waterloo City Attorney Page 127 of 412 Re°•'2�2� °" IOWA INCIDENT REPORT Case Number W25-02s-oa1242a6 WATERLOO POLICE DEPARTMENT Daterfime of Report 715 MULBERRY ST 5/17/2025 0$:53 Hrs IOWA WATERLOO,IA 50703 Status (319)291-4340 03-CLEARED BY ARREST SUMMARY County Report Typo CRI Number BLACK HAWK-07 0-INITIAL INCIDENT IA0070300 Is Date and Time of Incident Date or Upper Date IncidentTim or Uppor Time Incident Known? Yes Lowor Dato Range 05/17/2025 Range Lower Time Range 08:42 Hrs. Range Hrs. Day of Weok Incident Occurred Excoptionally Cleared Date Cleared Exceptonally SATURDAY INCIDENT REPORTED BY Was Incident Reported Reporting Victim's Name-Last First Middle Suffix by a Victim? NO Sequence No. CHRISTENSEN KATELYN Business Name(If Incident was Reported by a Business) Address 715 MULBERRY ST City State Zip Cade me/Cell Phone Work Ahone WATERLOO IA 5070Hv 3 (319)291.4340 OFFENSE 001 Seq.No. ordinance Godo Section UCR Offense Code 001 STATE 453A.2(2) ALL OTHER OFFENSES-90Z ChargeslOffonse AttomptedlComplated PERSON UNDER 21 USING TOBACCO/VAPOR PRODUCT IST OFF C-COMPLETED Typo of Cominal AclMzy(up to 3) Typo of WeaponlFcrce Involved(up to 3) Gang Information(up to 2) No.of Premises Erie 77 Method of Entry Offender Suspected of Using(up to 3) 1 N-_NO FORCE LOCATION OF OFFENSE Location Typo X Coordinate Y Coordinate 07-CONVENIENCE STORE 555938.562 4704618 Lateral OoscrEption 2100 LAFAYETTE ST VICTIM 001 Typo of Vlertim Sequenco No. Bus]nosslOrganizationlStatefCountylMuniclpality Name S-SOCIETYIPUBLIC 001 Address City State Zip Code Phone WATERLOO U1 50702 VICTIM CONNECTED TO UCR OFFENSE CODES UCR Offonse Code 1 UCR Offense Code 2 ALL OTHER OFFENSES-90Z UCR Offense Code 3 UCR Offense Code 4 UCR Offenso Cade 5 UCR Offense Coda 6 UCR Offense Cade 7 UCR Cffonse Coda 8 UCR Offense Coda 9 UCR Offonse Code 10 ADDITIONAL OFFENSE CIRCUMSTANCE INFO Aggravated AssauitfHamlcida Circumstances(up 10 2) Additlonal Justifiable Homicide Circumstances END OFFENSE 001 OFFENDER 001 Typa of Offender Soquence No. NIERS Offense Sequence NumbersLesser Offense Sequence Numbers 01-Offender 001 001 Name-Last Ffrst Middle Suffix BAILEY LESLIE LEANN Allas(es) Address City State Zip Code Homo Phone 226 FELDT AVE EVANSDALE IA 50707 (319)300-0703 DOB Known? DOB Ago or Lower Ago Range Upper Ago Range SSN Resident Status YES 07/08/1987 37 483-11-4055 U-UNKNOWN Frintod At WATERLOO POLICE DEPARTMENT 6/27/2025 3:10 AM Page 'I Farm R: W25-041246 Page 128 of 412 IN THE IOWA DISTRICT COURT IN AND FOR This Complaint and Affidavit is to be: BLACK HAWKCOUNTY ® Filed with Court Clerk(cc:CA) ❑ Submitted to County Attorney Form Number.W25-041246 ❑ Filed with JCO-Defendant is a Juvenile Arrest Date:0511712025 THE STATE OF IOWA VS. OFFENDER Last First Middle Suffix BAILEY LESLIE LEANN Address City State Zip Code 226 FELDT AVE WATERLOO IA 50707 DL# State DL Class DL Endorsements DL Restrictions 806ZZ4490 IA Ic B Date of Birth Gender Race Ethnicity 07108/1987 FEMALE WHITE-W NOT OF HISPANIC ORIGIN-N Height Weight Eye Color Hair Color 5'07" 140 LBS BLUE-BLU BROWN-BRO OFFENSE State County Local Code Section Crime Description ® ❑ ❑ 453A.2(1) PROVIDING TOBACCO TO A PERSON UNDER 21-1ST OFFENSE Speed in Zone Class SMMS Serious P.i. E] Fatal Accident ElCivil Damage Assessment El Other ❑ Location Type 07-CONVENIENCE STORE Literal Description 2100 LAFAYETTE ST Address City State Zip Code WATERLOO Is Date and Time of Incident Known? Incident Date or Low Range Upper Date Range Incident Time or Law Range Upper Time Range YES 05/17/2025 08:45 STATUS OF OFFENDERIJUVENILE ❑ TAKEN INTO CUSTODY CUSTODY ® SUMMONS TO APPEAR (Citation Issued) 11 WARRANT REQUESTED ❑ NO CONTACT ORDER ❑ RELEASED TO REQUESTED PARENTIGUARDIAN NARRATIVE Narrative of Offense Committed On or about the above stated date and time,the Defendant did unlawfully sell,give or otherwise supply tobacco,tobacco products,alternative nicotine products,vapor products, or cigarettes to a person under twenty one years of age SUMMONS I promise to appear in said court at said time and place. Court Date 06/0312025 Signature of Defendant- r CourtTime 9:00 AM In the CourtAt BLACK HAWK COUNTY COURTHOUSE 316 EAST FIFTH STREET,WATERLOO 50703 Printad,At. WATERLOO POLICE DEPARTMENT 6/27/2025 3:1D AM Popo 1 of 2 FOM#: W25-041246 Page 129 of 412 6/27125,9:57 AM Trial Court Search Iowa Courts Online Electronic Docket Search Results Help � Pdnt All Pages Home Record Search Back New Search Trial Court Case Details [Summary_] Parties [Long_ jt_1c] [Ejjjng� Property/Lis Pendens [Criminal ChIrggaQjj�pgs.ition] Jud; Exhibits [Eliaacia [bonds] Service Returns Traffic Details Jj BegrxjerN Financials Title: STATE OF IOWA VS BAILEY, LESLIE LEANN Case. 01071 SMCR262341 (BLACK HAWK) Citation Number: Summary Qng Paid Due COSTS 60.00 0.00 60.00 FINE 135.00 0.00 135.00 SURCHARGE 20.25 0.00 20.25 RESTITUTION 0.00 0.00 0.00 OTHER 0.00 0.00 0.00 $215.25 S0.00 $215.25 Add to Cart Review Cart SUPPORT/ALIMONY N/A 0.00 N/A CN=John Q Public,O=JUDICIAL Logon I Register] For exclusive use by the Iowa Courts 0 State of Iowa, All Rights Reserved https://www.lowacourts.state.1a.us/F=SAWebApp/TindexFrm Page 130 of 412 6/27/25,9:57 AM Trial Court Search Iowa Courts Online Electronic Docket Search Results Help- Record Search Back F-PrintAll Pages Home New Search Trial Court Case Details [Summary_] Parties [Long Title] [Filings] Property Charges/Disposition]ition] Jud; Prope— !is Pendens [Criminal ChL _qL_ Exhibits [Financial] [BoD&] Service Returns Traffic Details :;r!: &9L�Ier Summary Title: STATE OF IOWA VS BAILEY, LESLIE LEANN M Case: 01071 SMCR262341 (BLACK HAWK) Originating-Cgunty Created BLACK HAWK 05/20/2025 Disposition Reopened Disposition Status Date Date t— Microfilm Ref GUILTY 06/19/2025 PLEA/DEFAULT Charges Speedy Trial: Original Jginal Offense Charge Class Adjudication Adjudication Adjudication Charge Date Charge class 01 PROVIDING 05/17/2025 SIMPLE GUILTY- PROVIDING SIMPLE TOBACCO TO A MISDEMEANOR NEGOTIATED/VOLUN TOBACCO TO A MISDEMEANOR PERSON UNDER PLEA PERSON UNDER 21-1ST OFFENSE 21-IST OFFENSE CN=John 0 Public,O=JUDICIAL Reister 11 For exclusive use by the Iowa Courts Q State of Iowa, All Rights Reserved https.,//www.iowacourts.state.ia.us/ESAWebAPP/TindexFrm III ........... Page 131 of 412 E-FILED SMCR262341 -2025 JUN 19 09:08 AM BLACK HAWK CLERK OF DISTRICT COURT Page 1 of 2 IN THE IOWA DISTRICT COURT FOR BLACK HAWK COUNTY STATE OF IOWA Plaintiff Case No: 01071 SMCR262341 vs LESLIE LEANN BAILEY ORDER Defendant The Court is in receipt of Defendant's verbal plea of GUILTY to the following: Charge: 01 - 453A.2(1) - PROVIDING TOBACCO TO A PERSON UNDER 21-1 ST OFFENSE The Court accepts Defendant's plea and assesses the following penalty: Fine amount $135.00 plus surcharge and court cost. Defendant shall make payments of no less than $50.00 per month starting no later than 30 days from the filing date of this order. The judgment shall be paid at the office of any Clerk of CourtY online at www.iowacourts.gov or by phone with the Statewide Payment Center by calling (515)348-4788. Defendant has acknowledged the ability to pay Category B Restitution. Any outstanding warrant is hereby withdrawn and any bond posted shall be released. The Defendant received a copy of this order from the Court. Clerk to notify parties of record. Dated this 19th day of June, 2025. Page 132 of 412 E-FILED SMCR262341 -2025 JUN 19 09:08 AM BLACK HAWK CLERK OF ICT COURT Page 2 of 2 �rrl dy State of Iowa Courts Case Number Case Title SMCR262341 STATE OF IOWA VS BAILEY, LESLIE LEANN Type: ORDER OF DISPOSITION So Ordered Rick Lubber,Magistrate First Judicial District of Iowa Electronically sued on 2025-06-19 09:08:35 ............ .. .... ..... .. Page 133 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Martin Petersen, City Attorney August 4, 2025 Legal Department Department AGENDA ITEM TITLE Resolution approving Acknowledgment/Settlement Agreement for Tobacco Violation - First Offense with Express Mart, 2027 Falls Avenue, and acceptance of a civil penalty in the amount of $300.00, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION Resolution approving Acknowledgment/Settlement Agreement for Tobacco Violation - First Offense with Express Mart, 2027 Falls Avenue, Waterloo, Iowa 50701, and acceptance of a civil penalty in the amount of $300.00, and authorizing the Mayor and City Clerk to execute said document. SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION Page 134 of 412 ATTACHMENTS 1. Tobacco Violation-1st Offene-Express Mart Page 135 of 412 BEFORE THE WATERLOO CITY COUNCIL IN RE: EXPRESS MART ORDER ACCEPTING 2027 FALLS AVENUE ACKNOWLEDGMENT/SETTLEMENT WATERLOO, IOWA 50701 AGREEMENT—FIRST VIOLATION On this 4th day August, 2025, in lieu of a public hearing on the matter, the Waterloo City Council approves the attached Acknowledgment/Settlement Agreement between the above- captioned permittee and the City of Waterloo. Therefore, the Waterloo City Council FINDS that the above-captioned permittee has remitted to the City of Waterloo a civil penalty in the amount of Three Hundred Dollars ($300.00). Be advised that this sanction will count as a First Violation of Iowa Code §453A.2(1), pursuant to Iowa Code §453A.22(2)(a). IT IS, THEREFORE, ORDERED that the judgment in this matter is hereby satisfied. Quentin Hart, Mayor ATTEST: el ey Felch City Clerk CITY OF WATERL005 IOWA CITY ATTORNEY'S OFFICE 715 Mulberry Street • Waterloo,1A 50703 (319)291-4327 Fax(319)291-4286 • June 27, 2025 Express Mart 2027 Falls Avenue Waterloo, Iowa 50701 Re: Express Mart, 2027 Falls Avenue, Waterloo, Iowa Tobacco Volation-First Offense Dear Owner: The City of Waterloo has scheduled a hearing before the Waterloo City Council on the 4�h day of August, 2025 at 5:30 p.m., in the Waterloo City Council Chambers, Second Floor, City Hall, 715 Mulberry Street, Waterloo, Iowa, 50703. The hearing complaint, which has been filed against you, is attached. If you or your representative fail to appear at this hearing, a decision may be rendered against you. You have the opportunity to be heard at this hearing and to be represented by an attorney at your own expense regarding the mandatory $300.00 civil penalty prescribed by Iowa Code §453A.22(2)(a) for the violation of§453A.2(1), selling, giving, or otherwise supplying any tobacco, tobacco products, or cigarettes to any person under twenty-one years of age. If you wish to settle this case in lieu of the public hearing, you may complete the attached Acknowledgment/Settlement Agreement,returning the original copy, properly signed and dated, to Martin M. Petersen, Waterloo City Attorney, 71.5 Mulberry Street, Waterloo, Iowa, 50703, no later than July 21, 2025 prior to the August 4, 2025 council meeting. With this Acknowledgment/Settlement Agreement, you must include a check in the amount of$300.00 made payable to the City of Waterloo. This will satisfy the penalty for a First Violation under Iowa Code §453A.22(2) and this will conclude the matter. If you have any questions, you may reach me at (319) 291-4327. If you have obtained representation by an attorney in this matter, the attorney should contact me. Sincerely, -likllle�� Martin M. Petersen Waterloo City Attorney mmp:sda EncIosures: Heari 'RnVAi1,%N9Xd�$AVYAM M fiffl6ement WE'RE WORKING FOR YOU! An Equal Opportunity/ASilrmativeActlon Employer Page 136 of 412 ae. � F� O 08o t mm 14 m �8 �� "n 0C,an� c'om-I ry r 03 ❑ W m Lf t CZ3 a !. m o N i Mk CO LD A �i G—lity F-1— D.I.1b on nock Page 137 of 412 IN RE: EXPRESS MART ACKNOWLEDGMENT/ 2027 FALLS AVENUE SETTLEMENT AGREEMENT WATEROO, IOWA 50701 FIRST VIOLATION I (we) hereby knowingly and voluntarily acknowledge that we have received the Notice of Hearing and the Complaint in the above case. I (we)hereby knowingly and voluntarily acknowledge the facts and allegations contained in the Complaint, attached hereto and incorporated herein by reference, and knowingly and voluntarily admit that the same are true and correct. I (we) hereby knowingly and voluntarily waive hearing, and submit to the statutory penalties prescribed by Iowa law. I (we)understand that this penalty will count as an official "First Violation" of Iowa Code §453A.2 pursuant to Iowa Code 5453A.22. I (we) have enclosed a check for the amount of$300.00 made payable to the City of Waterloo to settle the above- referenced complaint. The above-captioned permit holder hereby waives all jurisdictional claims. t.yCP,VESS MART C —1 Ikoy (Si re of Owner) Date: 0 7J-1 Y,la- NOTE: a-NOTE: This must be signed by an individual cigarette permittee, or in the case of another business entity, by individual(s) who have authority to bind the entity. If you decide to sign this ACKNOWLEDGMENT/SETTLEMENT AGREEMENT and waive your appearance at a hearing, return this document, properly signed and dated, along with your $300.00 check made payable to the City of Waterloo, should be returned to: Martin M. Petersen, Waterloo City Attorney, 715 Mulberry Street, Waterloo, Iowa, 50703. THIS MUST BE RETURNED NO LATER THAN JULY 21, 2025. Page 138 of 412 l PL GE 4' 4 Comp lance Check Form FY 2025 Retailer: Address: State: ZIP: :000 Ot Results (check one): Unable#a Complete �lnbleto aopip`lete'ti(e"Gdmp��anee Cheek(choelc one}` ti „ a ` N �ht app�lcabie The Qsta �ishien�iasValyepini4, Uti 'E does riot sell tobacco Date Checked: CJS Compliant Q. It rnatva oicb�ina or'vapr' r ctuCtS ` ` L �Cmlt sttiksVerrfled,by City Clerk or Cbulity Auditor r Time Checked: Non-Compliant t ;Theostablcsh`rentnolorSgexholdsavalia,Tob�cu,�Ieenaf�ke Clerk Information: Male Female ❑ Nrcofine orl�apoPrpduaf Permt4 (Name(only required if Non-Compliant) tcFte estblishent,i5 ouf of Business, Y ' First Name: Middle Initial, ci�Th�ogsfablis�haQnt rs des��rated as ad 1'tlti�a�trs�actor� r C1I foYE,�x Last Name: .�(��ca_-_ Case#k:VU. ' _ :'r�«"#��satisf�ctor��diir�ri��raS�tenf�ed��bY ll]R p,C,`f lf�ve�tJg�torf •'Trooper con Udted.a'ti aCk Itro>a b bf t1¢premises f have issued a criminal citation to the clerk listed above for selling �+ ....:j tobacco,alternative nicotine or vapor products to a person under ' •Exp�anatlon:,s Cegtiir�d in�am.,niei�ts�ed�orz t�alow age twenty-one. lava Code§453A.2(1). if Hope of af3vb`reasonppEy'write tfieasort atl explanatron on thiNiaaclr otl�ls form see pale 5or a reason list (NOTE:If the compliance check result is Non-Compliant,a citatlon most _ be issued before your department may receive Payment.) Trooper Information (trooper that conducted the compliance check) First Name: t `. �P Middle Initial: Last Name: a5rV t_ 44 — Badge: Department: Ptj I I C8 Confidential Informant (Cl) Cl Age: 16 ❑ 17 18 ❑ 19 ❑ 20 ❑ C!Gender: Male n Female Cl Number, ® (Last 4 digits of CJ's ID) Cl Race: White Asian/Pacife Islander ❑ Black ❑ American Indian/Alaskan Native ❑ Unknown ❑ Cl Ethnicity: Not of Hispanic Origin tkr Hispanic Origin ❑ Unkndwn ❑ Results of Attempted Purchase Attempted IRur cha a ltem: Cigarettes Smokeless Tobacco c Other Tobacco Product ❑ Vapor Product ❑ Alternative Nicotine Product ❑ F_!�qe Requested? Yes ❑ No _;,Reouested? Yes ❑ IVo Comments: Trooper Signature Page 139 of 412 IN RE: EXPRESS MART HEARING COMPLAINT 2027 FALLS AVENUE FIRST VIOLATION WATERLOO, IOWA 50701 The City of Waterloo hereby makes the following complaint against the above-named pennittee: 1. Iowa Code §453A.2(1) provides that a person shall not "sell, give, or otherwise supply any tobacco, tobacco products, or cigarettes to any person under twenty-one years of age." 2. Iowa Code §453A.22(2)(a)provides that if a permit holder or employee of a permit holder has violated Iowa Code §453A.2(1), the permit holder shall be assessed a civil penalty of Three Hundred Dollars ($300.00) for a first violation of Iowa Code §453A.2(1). 3. On or about April 8, 2025, the permittee or an employee of the permittee sold cigarettes or tobacco products to a person under twenty-one years of age. A copy of the Compliance Check and/or Criminal Conviction is attached and incorporated herein. 4. Therefore, in accordance with Iowa law, the City Attorney requests the Waterloo City Council find a violation of the above-referenced section of Iowa Code Chapter 453A and assess a civil penalty in the amount of Three Hundred Dollars ($300.00) against Express Mart, 2027 Falls Avenue, Waterloo, Iowa 50701. �V U Martin M. Petersen Waterloo City Attorney Page 140 of 412 IN RE: EXPRESS MART ACKNOWLEDGMENT/ 2027 FALLS AVENUE SETTLEMENT AGREEMENT WATEROO, IOWA 50701 FIRST VIOLATION I (we)hereby knowingly and voluntarily acknowledge that we have received the Notice of Hearing and the Complaint in the above case. I (we)hereby knowingly and voluntarily acknowledge the facts and allegations contained in the Complaint, attached hereto and incorporated herein by reference, and knowingly and voluntarily admit that the same are true and correct. I (we)hereby knowingly and voluntarily waive hearing, and submit to the statutory penalties prescribed by Iowa law. I (we)understand that this penalty will count as an official "First Violation" of Iowa Code §453A.2 pursuant to Iowa Code §453A.22. I (we)have enclosed a check for the amount of S300.00 made payable to the City of Waterloo to settle the above- referenced complaint. The above-captioned permit holder hereby waives all jurisdictional claims. EXPRESS MART (Signature of Owner) Date: NOTE: This must be signed by an individual cigarette permittee, or in the case of another business entity, by individual(s)who have authority to bind the entity. If you decide to sign this ACKNOWLEDGMENT/SETTLEMENT AGREEMENT and waive your appearance at a hearing, return this document, properly signed and dated, along with your $300.00 check made payable to the City of Waterloo, should be returned to: Martin M. Petersen,Waterloo City Attorney, 715 Mulberry Street, Waterloo,Iowa, 50703. THIS MUST BE RETURNED NO LATER THAN JULY 21,2025. Page 141 of 412 Cas Numbe Rev.121 , IOWA INCIDENT REPORT W255-02898 028987 W27 WATERLOO POLICE DEPARTMENT Datw7lmo of Report 715 MULBERRY ST 418/2025 17:46 Hrs zaww WATERLOO,IA 50703 Status ACTIVE (319)291-4340 SUMMARY County Report Type ORI Number BLACK HAWK-07 0-INITIAL INCIDENT IA0070300 Is Date and Time of Inddent Data or Upper Data Incident Time or Upper Time Inc€dent Known? Yes I Lager Date Range 04/0812025 Range Lower Time Range 17:28 Hrs. Range Hrs." Day of Week Incident Occurrod Exceptionally Ctoarod Date Cleared Exceptionally TUESDAY INCIDENT REPORTED BY Was Incident ReportedReponingVictim's Namo-Last First Middle Suffix by a Victim? NO Sequence No, JFRANA ANDREA Business Name(if Incidontwas Reported by a Business) Address 715 MULBERRY ST City State Zip Code Home/Coil Phone Work Phone WATERLOO IA 50703 (319)291-4340 OFFENSE 001 Seq.No. Ordinance j0pdo Section UOR Offernso Code 001 STATE 453A.2(1) ALL OTHER OFFENSES-90Z ChargoslOffonso AttemptodlComplotod EMPLOYEE PROVIDING TOBACCOIVAPOR PRODUCT TO PERSON UNDER 21-1ST OFF C-COMPLETED Typo of Cominal Activity(up to 3) O-DISTRIBUTINGlSELLING Type cf WoapordForoa Involved(up to 3) Gang Information(up to 2) No.of Promises Entered Method of Entry Offender Suspected of Using(up to 3) LOCATION OF OFFENSE Location Type X Coordmoto Y Coordinate 47-CONVENIENCE STORE 651606 4705467 Literal Doscription FALLS AVE VICTIM 001 Typo of Victim Sequence No. BUSinee-+lOrganizationlState/CountylMunldpality Name S-SOCIETYIPUBLIC 001 Address City State ZIP Code Phone VICTIM CONNECTED TO UCR OFFENSE CODES UCR Offense Code 1 UCR Offenso Cade 2 ALL OTHER OFFENSES-90Z UCR Offonso Cade 3 UCR Offense Code 4 UCR Offense Code 5 UCR Offonse Code 6 UCR Offense Code 7 UCR Offense Code 8 UCR Cffenso Code 9 UCR Offonse Code 10 ADDITIONAL OFFENSE CIRCUMSTANCE INFO Aggravatod Assault/Homicide Circumstances(up to 2) Addltional,ivstifiablo Homicide Circumstances END OFFENSE 001 OFFENDER 001 Typo of Offender Sequenco No. NIERS Offense Sequence Numbers Lesser Offense Sequence Numbers 09-Offender 009 009 Namo-Last First Middle Suffix TARIQ MUHAMMAD Alias(os) Address City State Zip Coda Home Phone 1017 3RD STREET, WATERLOO IA 50702 1936)443-9056 DOB Known? DDB Age or Lower Age Range Upper Ago Rango SSN Rosidont Status YES 03/30/1964 69 803-58-8673 R-RESIDENT PdnbodAt WATERLOO POLICE OEPARTMENT 6/27/2025 3:22 AM Papa 1 Form#,. W25.926987 Page 142 of 412 DrlvWs Llconso-Numbor State Gondar Holght I Wolght Eye Color Hair Color IA M-MALE 15-11" 1160LBS BROWN-BRO BLACK-BLK Skin Tone Raca Ethntdty U-UNKNOWN IU-UNKNOWN Scars/MarkslTattoas Offender Present canon Officer Arrived? YES Type of Injury(up to 5) EMPLOYMENT OR SCHOOL INFO Employer or School Occupatlon EXPRESS MART CLERK Address City Stato Zlp Coda Work Phone 2027 FALLS AVENUE WATERLOO IA 50701 ARREST INFO Offender Arrested? Arrest Trans.Booking No. Type of Arrest Arrast Data Arrest Time NO I Hrs. Assoclotod Offonso Soquonco No. Mdranda By Miranda Data MrandaTime Hrs. Arrostoo Condition Arrostoo Armed With(up to 2) Place of Birth Multiple Arrestee Indicator Additional Inddon%Cloared JUVENILE INFO Parorif/Guardian Contacted? Namv-Last First Middle Sutnx Address City - State Zip Code Home Phone Work Phone uvenflo Arrestee Dlsposltlon END OFFENDER 001 OFFICERS INVESTIGATIVE NOTES On Tuesday,April 8,2025,at approximately 1728 hours,Officers with the Waterloo Police Department were conducting tobacco compliance checks. Officers with the use of an underage Cl went into the Express Mart,located at 2027 Falls Avenue. The Cl approached the store cleric,who is listed a$the offender and asked for a pack of Newport shorts. The Offender sold the Cl the Newport shorts and providing the change in return. The Offender did not ask for the Ci's age or ID. The cigarettes were brought to the WPD,tagged and sent to the WPD Property Division. A seizure notice was completed and given to the offender. The offender was also served the paperwork for selling tobacco to a minor. Case closed, OFFICER mplalnanVRoporting Party Signature Roportirg Officer 18adge Numboruporvisor Badge Numbor FRANA ANDREA B3641 RASMUSSEN,MICHAEL R3640 deo Takon7(Chock All That Apply} Seized? Photes Taken? NO BODY CAMERA Evidence g Incoont Assigned To DETECTIVES PrintodAt WATERLOO POLICE DEPARTMENT 512712D25 3:22 AM Popo 2 FOrtaN: W25-028987 Page 143 of 412 IN THE IOWA DISTRICT COURT IN AND FOR BLACK HAWKCOUNTY This Complaint and Affidavit is to be: ® Filed with Court Clerk(cc:CA) ❑ Submitted to County Attorney Form Number:W25-028987 ❑ Filed with JCO-Defendant is a Juvenile Arrest Date:04108/2025 THE STATE OF IOWA vs. OFFENDER Last First Middle Suffix TARIQ IMUHAMMAD Address City state Zip Code 1017 W 3RD ST WATERLOO IA 50702 DL# State DL Class DL Endorsements DL Restrictions OT NONE Date of Birth Gender Race Ethnicity 0313011964 MALE UNKNOWN-U NOT OF HISPANIC ORIGIN-N Height Weight Eye Color Hair Calor 5.111. 160 LBS BROWN-SRO BLACK-BLK OFFENSE State County Local Code Section Crime Description Speed in zone ® ❑ ❑ 453A.2(1) PROVIDING TOBACCO TO A PERSON UNDER 21-1ST OFFENSE Class SMMS Serious P.I. El Fatal Accident ❑ Civil Damage Assessment El Other El Location Type Literal Description 2027 FALLS AVE Address City State I Zip Code WATERLOO Is Date and Time of Incident Known? Incident Date or Low Range Upper Date Range Incident Time or Low Range Upper Time Range YES 04/0812025 117:28 STATUS OF OFFENDER/JUVENILE ❑ TAKEN INTO CUSTODY CUSTODY ® SUMMONS TO APPEAR (Citation Issued) WARRANT REQUESTEDNO CONTACT ORDER El RELEASED TO ❑ ❑ REQUESTED PARENT/GUARDIAN NARRATIVE Narrative of Offense Committed On or about the above stated date and time,the Defendant did unlawfully sell,give or otherwise supply tobacco,tobacco products,alternative nicotine products,vapor products,or cigarettes to a person under twenty one years of age SUMMONS I promise to appear in said court at said time and place. Court Date 04122/2025 Siona*aue of Dete CourtTime 9:00 AM Signature of Defendant In the Court At BLACK HAWK COUNTY COURTHOUSE 316 EAST FIFTH STREET,WATERLOO 50703 PdnmdAt WATERLOO POLICE DEPARTMENT 6/27/2025 3:22 AM PaW 1 of 2 Forth. W25-028987 Page 144 of 412 AFFIDAVIT STATE OF IOWA, BLACK HAWK COUNTY I,the undersigned,being duly sworn,state that all facts contained in this Complaint and Affidavit,known by me or told to me by other reliable persons form the basis for my belief that the defendant committed this crime State all facts and persons relied upon supporting elements of alleged crime On Tuesday,April 8,2425,at approximately 1728 hours, Officers with the Waterloo Police Department conducted tobacco compliance checks. The defendant was the cashier at the Express Mart at 2027 Falls Ave. The under aged Cl asked the defendant for a package of Newport shorts. The defendant did not ask for the under age CI's birth date or an ID, The defendant then completed the transaction by starting to make change for the purchase when an Officer made contact with the defendant reference the violation. �.r RASMUSSEN,MICHAEL R3640 Signature of Complainant or Officer,Officer Name&Number GENERAL PROBABLE CAUSE Defendant Implicated 02-CAUGHT IN ACT,08-CRIME OBSERVED BY OFFICERS Operating Motor Vehicle in County Other Physical Evidence Attempted To Infiiet Injury STATE OF IOWA, BLACK HAWK COUNTY f JAZ Subscribed and sworn to before me by the person(s)signing the Complaint and Affidavit(s)on 04/08/2025 Notary Name STEVEN BOSE Signature of Verifying Party Q Z ° � Commission Number 852978 fO�iWA My Commission Expires 01103/2027 ® Peace Officer Notary Prosecuting Attomey PdntadAi WATERLOO POLICE DEPARTMENT 6127/2025 3;22 AM Papa 2 of 2 Form. W25-028987 Page 145 of 412 6127125,8:53 AM Trial Court Search Iowa Courts Online Electronic Docket Search Results . Help- Record Search Bach Print All Pages Home New Search Trial Court Case Details [Summary] Parties [LongTitle] [Filings] Property/Lis Pendens [Criminal Charges/Disposition] Jud; Exhibits [Financial] [Bonds] Service Returns Traffic Details Legisterly Financials Title: STATE OF IOWA VS TARIQ, MUHAMMAD Case: 01071 SMCR261659 (BLACK HAWK) Citation Number: A. ummary_ ,Qng Paid Due COSTS 60.00 60.00 0.00 FINE 135.00 135.00 0.00 SURCHARGE 20.25 20:25 0.00 RESTITUTION 0.00 0.00 0.00 OTHER 0.00 0.00 0.00 ........ _ $215.25 $215.25 $0.00 SUPPORDALIMONY N/A 0.00 N/A CN=John Q Public,0=JUDICIAL Logon I Register For exclusive use by the Iowa Courts ©State of Iowa, All Rights Reserved https:l/www.iowacourts.state.1a.us/ESAVVebApp/TlndexFTm V1 Page 146 of 412 E-FILED SMCR261659 -2025 APR 22 09:10 AM BLACK HAWK CLERK OF DISTRICT COURT Page 1 of 2 IN THE IOWA DISTRICT COURT FOR BLACK HAWK COUNTY STATE OF IOWA Plaintiff Case No: 01071 SMCR261659 vs MUHAMMAD TARIQ ORDER Defendant The Court is in receipt of Defendant's verbal plea of GUILTY to the following: Charge: 01 T 453A.2(1) - PROVIDING TOBACCO TO A PERSON UNDER 21-1 ST OFFENSE The Court accepts Defendant's plea and assesses the following penalty: Fine amount $135.00 plus surcharge and court cost. Defendant shall make payments of no less than $50.00 per month starting no later than 30 days from the filing date of this order. The judgment shall be paid at the office of any Clerk of Court, online at www.iowacourts.gov or by phone with the Statewide Payment Center by calling (515)348-4788. Defendant is advised failure to request a determination on reasonable ability to pay within 30 days of today waives all future claims regarding the Defendant's reasonable ability to pay, except as provided by Section 910.7. In the event Defendant files a request for determination of reasonable ability to pay, a complete financial affidavit as required by Iowa Code 910.2A shall be filed. Defendant has the right to be represented by counsel and any court appointed counsel shall continue to represent the Defendant. Any outstanding warrant is hereby withdrawn and any bond posted shall be released. The Defendant received a copy of this order from the Court. Clerk to notify parties of record. Dated this 22nd day of April, 2025. Page 147 of 412 E-FILED SMCR261659 -2025 APR 22 09:10 AM BLACK HAWK CLERK OF ICT COURT Page 2 of 2 a State of Iowa Courts Case Number Case Title SMCR261659 STATE OF IOWA VS TARIQ, MUHAMMAD Type: ORDER OF DISPOSITION So Ordered lcseph Martin,Magistrate RrsLJudicia4 District of Iowa Electronically signed on 2025-04-22 09:10:56 Page 148 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Lance Dunn, Human Resources Director August 4, 2025 Human Resources Department AGENDA ITEM TITLE Communication from the Waste Management Services Department on the notice of the conclusion of employment of Julianna Henrich, Administrative Secretary, effective July 18, 2025, with recommendation of approval of payout of $3,112.18 for unused benefits. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. J. HENRICH PAYOUT 8.4.2025 Page 149 of 412 Page 150 of 412 CITYOF << TERLD0 City Council Notice of Employment Severance IOWA Cortanurft of Oppwao t;r Today's Date: 7/15/2025 Department: Waste Management Services Effective Date: -5�}&Pee57/18/2025 Job Classification: Administrative Secretary/Waste Management Services Employment Date: 2112/2018 Employee Name: Julianna Henrich The employment with the named City of Waterloo employee has been severed by reason of [) Retired Disability Related 21 No ❑ Yes ❑ Resigned ❑ Termination ❑ Other In accordance with City Policy, it is requested to allow payment which consists of the following Benefits Total Hours (x}Hourly Rate Payout Vacation-Accrued 6542 $ 2750 $ 1.79905 Vacation-Current $ 2750 $ 35750 Usable Sick Leave 8 $ 27.50 25% $ 5500 Casual Hours 3:: 'S $ 2750 $ 90063 Camp Time Pay $ Unscheduled Leave $ Other Pay $ Total Comments Approved by / / Date — � �Human Resources Date 07/15/2025 Council Agenda Date Page 151 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Kelley Felchle, City Clerk August 4, 2025 City Clerk Department AGENDA ITEM TITLE Motion to approve an Exception to Burning Yard Waste Application by Cedar Valley Soccer Complex, to burn native grass within the 21 acres of park complex located generally at 3238 Dewitt Road, between October 20, 2025, and December 31, 2025, weather permitting. RECOMMENDED COUNCIL ACTION Approve SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS None Page 152 of 412 Page 153 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Jamie Knutson, City Engineer August 4, 2025 Engineering Department AGENDA ITEM TITLE Motion to approve Final Quantity Summary with Cedar Valley Corporation, LLC, of Waterloo, Iowa, for a net decrease of $200,165.68, in conjunction with the FY 2024 Broadway Street Reconstruction Project, Contract No. 1095, and authorizing the Mayor to execute said document. RECOMMENDED COUNCIL ACTION Approve Final Quantity Summary SUMMARY STATEMENT AND BACKGROUND INFORMATION This is the accumulated amount of adjustments from original to final quantities that were determined necessary during the construction of the project, which results in a net decrease in the total project cost. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. Final Quantity Summary - Signed Page 154 of 412 Page 155 of 412 CITY OF WATERLOO,IOWA FINAL QUANTITY SUMMARY PROJECT:F.Y. 2024 BROADWAY STREET RECONSTRUCTION PROJECT CONTRACT NO. 1095 Date Prepared: 07/21/2025 AMOUNT: $ 200165.68 Decrease TO: CEDAR VALLEY CORPORATION LLC. Contractor You are hereby ordered to make the following changes from the plans and specifications or perform the following extra work on your contract dated 03/18/2024. A. Description of change to be made or extra work to be done: Adjustment of original construction quantities to actual construction quantities. B. Reason for ordering change or extra work: As-Built quantities varied for some bid items due to necessity. C. Settlement for cost of work to be made as follows: Compensation is already made to the contractor through bid items.See attached summary. Total Net Decrease $200,165.68 CITY OF WATERLOO BY: CEDAR VA EY CORPORATION LLC. Mayor Date CONTRAC/ R BY: 7 zz � S- Date ATTEST: PRINTED NAME: rNNt✓ City Clerk Date TITLE: _�'e1el-e_f APPROVED: 7/23/2025 Ay Engineer Date Page 156 of 412 FINAL QUAN TY SUMMAAr FY 2024 BROADWAY STREET RECONSTRUCTION PROJECT CONTRACT NO.1095 BROADWAY ST INCREASE J DECREASE BID ITEM DESCRIPTION UNIT Ory UNITPRICE TOTALFINALQUANTITY INCREASE/DECREASE QUANTITY COST I-z-1 KlIIeNlRNIA I TOPSOIL,41NCHE5 ONSITE 57 305400 $ 0.75 305490 00 S 2 TOPSOIL,4 INCHE OFFSITE SY 5.4534 S 340 5453.0 0,0 S - 3 EXCAVATION,CLASS IS ROADWAY AND 80R160W CY 23-0 S 15.40 3471❑ 00 S 4 EXCAVATION,CLASS 10.WASTE CY 14.746.0 S 9.50 L474G0 04 S S EKEAVATION CULZ 10,BELOW GRADE CY 2,1040 S 42.m 260 -23800 S 907. 5 SUOGRADEPREPAAADON SY 615710 S 1.05 0.0 -61272.0 S 64,335 7 SUBBASE,MODIFIED 101NCH SY 7jJm.0 5 6-25 77.177.0 910 S 554.23 IL GIIANUIW SHOUIqgft,TYPE AINCHDEPTH SY 7 x87.0 S 4.75 244940 42070 S 19,98375 SUBTOTAL EARI111Vg%• 5 143,756.104 DP[174.a-RrmR 1110.RRR7R!-eTonl 9 STORM SEWER TRENCHED,RCP WOOD 18 INCH LF 279.1 $ 80.00 2700 -91 IO REMOVAL OF STORM SEWS$RCP,LESS THAN OR EQUAL TO 26 INCH IF 1990 5 20 00 139.❑ -400 5 6❑0.001 11 PIPE APRON,RCP.18 IN-DIA EACH 30 S 7-❑0❑.00 39 OD $ 12 FOOTING FOR CONCRETE PIPE APROR 18 INCH EACH 3A 5 1,750.m 3.0 00 S 13 ARE APROK94MR,is m01 EACH 3p $ 80090 3.0 00 5 14 SUBDRAIN,TYPE SP.6 INCH IF 217370 $ 1200 21574D -i6;D S 11,956001 I5 SU60RNN OUTLET TO MtXTURL 61RCIPERCH 7ID s GSOm 320 �.0 IZ600m! i6 SLeDRA1HOLTRET TO OTTCN,6RNCH EACH 19.0 5 650 DO 420 30 $ 5,95000 SURTOTAtSEIAMA7mDNAIHS-STORM. S 4.FH001 s P->sm�foa ia.LSl.11'YL fi0ail mmf 17 INTAKE SW 50.5 EACH 1.0 S B,SWm 1.0 4.0 $ 18 INTAKE.SW-507 EA�104 0 30 0.11 S 19 INTAKE,SW-512.24 INCH,WATERLOO IU40 A COVER ONLY EA0 E0 -30 S 7,300- 20 INTAKE,SW-517,24 MX H,SW40E TYPE 36 CASTING EA00 310 00 $ 21 SANITARY MANHOLE ADJUSTMENT,MINOR,SW-301 LY .00 20 0.6 $ 27 REMOVE INTAKE AND FLARED END SECTIONS,STORM EA .00 8.0 -2.0 S 100. SUNIMAL STRUCTURES FOR LVWA1>'AW STDRR SEWERS• PrmsF Am 7aoA7m 4NpI 23 PAVEMENT PCC 9INCH,C-SUD OR C3.CI-3 AGG 1 SY 1 d ❑ S 42-%1 636270 73.0 1 24 i PCC FAVEMENT SAMPLES AND TESTING I LS I L1 I 5 Sam OD I 12 00 115 25 CONCRETE WASHOUT is 1 1-2 15 2,00000 1 1] DO 1 S - s4Rarr YIAAILATASYp1 26 PAVEMENTREMOVAL I SY I 70,9280 S 7.75 709901 12.1 RF $ 33.77 27 MOVAl OF RAILROAD CROSSING LS 3.0 $ 7 .00 L.0 00 S - VMWAL SIMMAND 119PATEDWORK.1 3imAL nm1mR•-•ArmmTr>a>�.FRP TwEsc cwHRot 26 PA D PAVEMENT LCML%RNS.WATERBORNE SIA 394.32 Is 5500 51990 173.8 S 6.98638 29 PAINTED PAVEMENT MARKINGS,WATERBORNE,TEMPORARY STAMAWR 30 PRECUTWMBOLS AND LEGENDS EACH 600-00 140 0.031 PAVE74ENT MAJWWGS REMKWE❑ SIA 875,90 107-37 72.032 TEMPORARY TRAFFIC CONTROL LS .00 7.3 0.033 DIRECTIONAL SIGNS,PER DETAILS EACII 2W.m 118.0 140 S 2ADD.00 34 WttM CLOSURE EACH 250m 250 0,0 S TEMPORARY LANE SEPARATOR SYSTEM U 20.00 41" 140 S 280.00 SU870FA3 PAVEM9fT MAN00NG9 AND TRATFFC WKML 3AIL175 m444Re.-RT+R.R>a.m raRRFCvm 38 HYDRAULIC 6EED01 S(AT4W&AND M13LPIMG-TYPE I SY I 0 s 0-65 1 70017-7 34070.7 S 27,145.% 37 WARRANTY SIPLO $ 0.65 1 0.0 -90010 S S oa$ ale R I.vN11Ci 38 SILT FENCE.INSTALLATION V .D S 1.70 61310 •2460 S IS6.70 39 SILT FENCE,REMOVAL OF SEDIMENT u 9004 5 m 00 -9000 S 1700.00 40 SRT FERCF_REMOVAL OF OEYICE V 017-0 5 OSS 5131.0 •2460 S' 67.50 41 EROSION CONTROL MULCHING.HYDROMULCHING ST i�034.0 S 035 734610 y�S$.D $ L593.55 42 INLET FROTECT10ff DEMLE,INSTAL.IARON DR. EACH 4.0 5 1115.,00 DO AD S 740. 43PALET PROTECTOR DEVU-INSTAUATIO SURFALEUPUEO EACH (III S 65 AIL 120 60 S 5$0.00 44 INLET PROTECTION DEVICE,MAINTENANCE EACH 1017 S 5000 3.0 •7-9 S (35000 RKITOTAISTEW MARDWNIPSCAFMIG• $ 17_747.06 RzrTFttR ss-yrs.•••.•-- 45 CVR5TgOCT70N$URVEY LS 1 12 S momm 12 - 46 MOBILIZATION 7-5 LS S 2ALK0.00 I1 00 S 47 TEMPORARYACCES EXCAVAT PLAC MAINTAIN REMOVE AND RESTORE LS 1.000 -1.0 S 46 TOM...4 INCH HMA SY 1,493.6 IS 65.00 I 61L.6 •412.0 S {57,330. AATGTAtAlIBEEMAXEDAM• S 107030 Ta 11 101 PORTABLE OYMAW MESSAGE BOARD I CA/DAY I 11 S 270.00 6Lk 51A S 71.X0.00 CR FR P�@A 36D1 REO FIAM4%SiOLUE ROP SIGH LWWM G 6 S 1,76000 110 DA 5 CRAM{--06 4001 RAILROAD PROTECTIVE INSURANCE LS L 10150.00 LO 0.0 S 4002 TRAFFIC HANDHOLE REPLACEMENT G 1 5 11975.00 10 0,0 S cava olmm IS 5001 RAIL ROAD FLAGGING US L 5 7075.00 1.0 04 S 5002 INCEMIVE 1 15 1 $ 50,01DO.D0 UA 15.0 5 5003 PAVEMENTSMOOTHNESSDEDUCT N t5 I 1 $ 1375.007 10 QO S SUSTOTALCHANGEORDERS• S 1L,72003 70TAL PROJECT INCREASE DECREASE $ (200,165.681 ORRYONI CONTRACT AMOUNT IOVIMMI• S 457&57873 CHANGE OROERn /7 2014 S 7,410W [3[4IY6E 0ROFAR7 06 S 1/707073 CHANGEOMF% Kom CHANGE ORWR AI1/7004•S 6.925 W CITYOFWAnm0OAPPROVAJL C10W6E ORDER RS Ilt/1g200H}•6 59,100m FINAL QUANITTV SU3.AMY•S (00.165-66] TQTALCONQRACTAMOUNT.S 5171XM36 PAYMENTS TO CONTRACTOR ESTI MATES 345 j5 5,1717,16334 RETAINAGE.S 500DM COFT-RACIOR APPROVAL-CFDAR YAUIM LQB! TOTAL PAZ TO COWnV.CTOm.1 S.170.9W34 Page 157 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Jamie Knutson, City Engineer August 4, 2025 Engineering Department AGENDA ITEM TITLE Resolution approving Completion of Project and Recommendation of Acceptance of Work for work performed by Cedar Valley Corporation, LLC, of Waterloo, Iowa, in the amount of $5,170,968.34, in conjunction with the FY 2024 Broadway Street Reconstruction Project, Contract No. 1095, and receive and file a two-year maintenance bond. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS Page 158 of 412 1. Maintenance Bond 1095 Page 159 of 412 MAINTENANCE BOND Bond No. 19oo5ma ALL MEN BY THESE PRESENTS: That, Cedar Valley Corp.,LLC of Waterloo.IA as Principal,and the Liberty Mutual Insurance Company as Surety, are held and firmly bound unto City of Waterloo,Iowa in the penal sum of Five Million One Hundred Seventy Thousand Nine Hundred Sixty-elght&341100 ($ 5,170,968.34 ) Dollars,lawful money of the United States of America,for the payment of which,well and truly to be made, the Principal and Surety bind themselves,their and each of their heirs,executors,administrators, successors, and assigns,jointly and severally,firmly by these presents. Whereas the said Principal entered into a certain contract,with City of Waterloo,Iowa To furnish all the material and labor necessary for the construction of FY 2024 Broadway Street Reconstruction Project;Contract No.1095 in waterloo,Iowa In conformity with certain specifications;and Whereas a further condition of said contract is that the said Principal should furnish a bond in indemnity, guaranteeing to remedy any defects in workmanship or materials that may develop in said work within a period of two t21 years from date of acceptance of the work under said contract;and Whereas the said Liberty Mutual Insurance Company for a valuable consideration, has agreed to join with said Principal in such bond or guarantee,indemnifying said City of Waterloo,Iowa Now,therefore,the condition of this obligation is such,that if the said Principal shall,at his own cost and expense,remedy any and all defects that may develop in said work within the period of two(2) years from the date of date of acceptance of the work under said contract,by reason of bad workmanship or poor material used in the construction of said work and shall keep all work in continuous good repair during said period, and shall in all other respects, comply with all the terms and conditions of said contract with respect to maintenance and repair of said work,then this obligation to be null and void;otherwise,to be and remain in full force and virtue in law. In Witness whereof,we have hereunto set our hands and seals this 24th day of July 2025 . Cedar Valley Corp.,LLC Principal By: William C.Calderwood,Sr.Vice President Liberty Mutual Insurance Company Surer INS IJ B 1912. K a s Attorney-in-Facts �J S'r1C1lUT' *\ 175 Berkeley Street Address Boston,MA 02116 Page 160 of 412 Liberty POWER OF ATTORNEY Mutual® Liberty Mutual Insurance Company GertificateNo: 8213828-490058 SURETY The Ohio Casualty Insurance Company West American Insurance Company KNOWN ALL PERSONS BY THESE PRESENTS:That The Ohio Casualty Insurance Company is a corporation duly organized under the laws of the State of New Hampshire,that Liberty Mutual Insurance Company is a corporation duly organized under the laws of the State of Massachusetts,and West American Insurance Company is a corporation duly organized under the laws of the State of Indiana(herein collectively called the'Companies'),pursuant to and by authority herein set forth,does hereby name,constitule and appoint, Anne Crowner;Brian M.Deimert ;Craig E.Hansen;Dione R.Youn ;Gracc Dickinson;Jamie Gifford;Jay D.Freierntuth;John Cord;Kate Zanders;Sara Huston;Seth D. Rooker;Tim McCulloh;Zachary R.Fuller all of the city of Waukee state of fA each individually if there be more than one named,its true and lawful attorney-in-fact to make, execute,seal,acknowledge and deliver,for and on its behalf as surety and as its act and deed,any and all undertakings,bonds,recognizances and other surety obligations,in pursuance of these presents and shall be as binding upon the Companies as if they have been duly signed by the president and attested by the secretary of the Companies in their own proper persons. IN WITNESS WHEREOF;,thic Power of Attorney has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies have been affixed thereto this^ 16th day of_A ril 2025 Liberty Mutual Insurance Company 1NSit ��Y INSU a 1NSt/,Qq The Ohio Casualty Insurance Company �uPG° OJW�yn yo4G°RP°nor �y ��P°o�4Oaa,'L� West American insurance Company Zo °bm (3a 3 °b m a3 Fogs+ 2 1972 �+ 0 1919 0 1991 n t'4ACHU5 -0a HAM49`Ai 1 a1 Q'fs �9o Wui °IANP - 0 By: ro tv Nathan J.Zangerle,Assistant Secretary (o State of PENNSYWANIA - Z3 a) :County of MONTGOMERY ss a E 4 On this 161h day of April 2025 before me personally appeared Nathan J.Zangerle,who acknowledged himself to be the Assistant Secretary of liberty Mutual Insurance 0 n 5 Company,The Ohio Casualty Company,and West American Insurance Company,and that he,as such,being authorized so to do,execute the foregoing instrument for the purposes therein contained by signing on behalf of the corporations by himself as a duly authorized officer, j[) IN WITNESS WHEREOF,I have hereunto subscribed my name and affixed my notarial seal at Plymouth Meeting,Pennsylvania,on the day and year first above written. W 0-0 ��, PA&2 — L Q��`�aorttiE F� CKnmwvreaAh ofPemsyrranla-Notary Seal >,— t� Teresa steAa,N 1Nbrx ®f.I -- 0 2 of My conmissW explrees March 4.20MA B .C.(-�t� 0 a) %N Men"(,Men"(Comrrr�ss ',ia°Asso6a,;an of y eresT a Pasfella,Notary Public Q `0 �+ OTa ��. r '6 0 0 This Power of Attorney is made and executed pursuant to and by authority of the following By-laws and Authorizations of The Ohio Casualty Insurance Company, Liberty Mutual 15 0•� Insurance Company,and West American Insurance Company which resolutions are naw in full force and effect reading as follows: 0 m I tARTICLE IV-OFFICERS:Section 12.Power of Attorney. o T o Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President, and subject to such limitation as the Chairman or the President may prescribe,shall appoint such attorneys-in-fact,as may be necessary to act in behalf of the Corporation to make,execute,seal,acknowledge and deliver as surely m— any and all undertakings,bonds,reoognizances and other surety obligations.Such attomeys-in-fact,subject to the limitations set forth in their respective powers of attorney,shall c have full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation.When so executed, such 0 cu Zinstruments shall be as binding as if signed by the President and attested to by the Secretary.Any power or authority granted to any representative of attorney-in-fact under the provisions of this article may be revoked at any time by the Board,the Chairman,the President or by the officer or officers granting such power or authority. t0 CD— ARTICLE XIII-Execution of Contracts:Section 5.Surety Bonds and Undertakings. Any officer of the Company authorized for that purpose in writing by the chairman or the president,and subject to such limitations as the chairman or the president may prescribe, shall appoint such attomeys-in-fact,as may be necessary to act in behalf of the Company to make,execute,seal,acknowledge and deliver as surety any and all undertakings, bonds,recognizances and other surety obligations.Such attomeys-in-fact subject to the limitations set forth in their respective powers of attorney,shall have full power to bind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company.When so executed such instruments shall be as binding as if signed by the president and attested by the secretary. Certificate of Designation-The President of the Company,acting pursuant to the Bylaws of the Company,authorizes Nathan J.Zangerle, Assistant Secretary to appoint such attomeys-in-€act as may be necessary to act on behalf of the Company to make,execute,seal,acknowledge and deliver as surety any and all undertakings,bonds,fecognizances and other surety obligations. Authorization-By unanimous consent of the Company's Board of Directors,the Company consents that facsimile or mechanically reproduced signature of any assistant secretary of the Company,wherever appearing upon a certified copy of any power of attorney issued by the Company in connection with surety bonds,shall be valid and binding upon the Company with the same force and effect as though manually affixed. I,Renee C.Llewellyn,the undersigned,Assistant Secretary,The Ohio Casualty Insurance Company,Liberty Mutual Insurance Company,and West American Insurance Company do hereby certify that the original power of attorney of which the foregoing is a full,true and correct copy of the Power of Attorney executed by said Companies,is in full force and effect and has not been revoked. IN TESTIMONY WHEREOF,I have hereunto set my hand and affixed the seals of said Companies this 24th day of July 2025 . P�',!JSU,� ��SY lNSL �1NSURR .J 4onvogPr by yJ Goµ°°h4r `vP Go�eORAr QP j r b � �Q i � +m a3 Fofi 7572 0 0 1919 1991 A v '� �'t By: sActku$ .da5hnhis•'*'I`p�b�O M'°tnNP L 'Renee C.Llewellyn,Assistant Secretary LMS-12873 LMIC OCIC WArc Muia Co 42124 Page 161 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Lance Dunn, Human Resources Director August 4, 2025 Human Resources Department AGENDA ITEM TITLE Communication from the Police Department on the notice of the conclusion of employment of Keaton Northup, Police Officer/Detective, effective June 27, 2025, with recommendation of approval of payout of$31, 342.86 for unused benefits. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. NORTHUP PAYOUT 8.4.2025 Page 162 of 412 Page 163 of 412 CITY OF City Council q 1 Notice of LOO Employment IOWA Severance Community of Opportunity Today's Date: 6/24/2025 Department: Police Department Effective Date: 6/27/2025 Job Classification: Police Officer/Detective Employment Date: 2/15/2016 Employee Name: Keaton Northup The employment with the named City of Waterloo employee has been severed by reason of: ❑ Retired Disability Related ❑ No ❑ Yes El Resigned ❑ Termination ❑ Other In accordance with City Policy, it is requested to allow payment which consists of the following: Benefits Total Hours (x) Hourly Rate Payout Vacation-Accrued 140 $ 42.47 $ 5,945.80 Vacation-Current 160 $ 42.47 $ 6,795.20 Usable Sick Leave $ 42.47 25% $ - Casual Hours 0 $ 42.47 $ - Comp Time Pay 476.5 $ 42.47 $ 20,236.96 Unscheduled Leave -38.5 $ 42.47 $ (1,635.10) Other Pay $ - Total : . Comments Unscheduled was over used in 2024 showing a deduction in payout. Approved by Aaron McClelland Date 07/14/2025 Human Resources /14CO&I AJChe4 Date 07/14/2025 Council Agenda Date: Page 164 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Airport Department August 4, 2025 AGENDA ITEM TITLE Motion to receive and file Airport Board minutes of June 18, 2025. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. Airport Board Meeting Minutes of June 18, 2025 Page 165 of 412 MINUTES WATERLOO REGIONAL AIRPORT BOARD Wednesday,June 18,2025 I. ROLL CALL Vice Chair, Gwenne Berry, called the meeting to order at 12:03 p.rn. Board Members Present: Gwenne Berry, David Deeds, Arlene Humble, Katy Susong, Scott Cook, Chris Bering,and Scott Voigt(arrived late) City Officials Present: John Chiles, Council Liaison City Officials Absent: Ray Feuss, Council Liaison Airport Staff Present: Steven Kjergaard, Sheila Conibs Additional Attendees: Michelle Sweeney, AECOM; Martin Hoel, AOPA; Noel Anderson, Planning(TEAMS) it. AGENDA AS RECEIVED OR AMENDED Mrs. Susong moved approval of the agenda, seconded by Mrs. Humble. Ayes: 5. Motion carried. III. PUBLIC COMMENTS Martin Hoe] stated that the tenant badging procedure has gone well. IV. REPORTS A. Airport Director's Written Suininaiy La.i. Reviewed FAA projects. Mr. Kjergaard stated that FAA is questioning the rental of a temporary bridge during construction/installation of the new boarding bridge. They are working through that issue. l.a.ii. FAA states there is no discretionary funding available for the runway rehabilitation project, so that will remain on hold until funding is available. l.a.iii. I=AA grant for the pavement assessment project should be issued after July I,2025. l.b.i. Parking canopies are complete other than a few minor punch list items. The parking lot looks especially nice at night, with the new under-canopy lighting. Eb.ii. The security project is 85-95% complete. 1 Page 166 of 412 i.b.iii. Mr. Kjergaard brought the Board up to date on the Terminal Refresh project, and showed additional carpet samples. 4. Mr. Kjergaard stated there may be some EAS changes in current pending legislation, but they are not likely to pass. B. Miscellaneous Airport Reports Reviewed miscellaneous reports and discussed monthly stats. Enplanements are looping much better. Fares are higher this month than they have been in recent months, in comparison to CID. David Deeds will share these with Rachel from AA to see if they can be brought in line. V. BOARD APPROVAL A. Approval of Minutes of May 28, 2025 Meeting Mr. Deeds moved approval of the minutes of the May 28, 2025 meeting; seconded by Mr. Bering, Ayes: 6. Motion carried. B. Motion to Receive and File May 2025 Expenses Mrs. Humble moved that the May 2025 expenses be received and filed; seconded by Mr. Voigt. Ayes: 6. Motion carried. VI. OLD BUSINESS A. Airport Security Plan Update Mr. Kjergaard stated that all employees frorn Airport Administration and AvFlight have been fingerprinted, and some results have been received. Staff are working through the badge issuance process. VII. NEW BUSINESS A. Results of Leakage Study Mr. Kjergaard mentioned that the updated leakage study was included in the packet for everyone to review and discuss in detail during the July meeting. He stated that the total number of passengers is tip significantly from the prior study. B. Rental Car Facility Proposals Proposals were reviewed and representatives from Bolton-Monk answered questions regarding their submittal. Mrs. Berry moved Airport proceed with taking the Bolton-Menk proposal to Council for approval; seconded by Mrs. Humble. Ayes: 6. Motion carried. 2 Page 167 of 412 VIII. STAFF AND BOARD MEMBER COMMENT Mr. Kjergaard stated that new four-year terms were approved by Council for Mr. Voigt, Mrs. Berry and Mr. Bering. Mr. Cook asked where the discussion with the union currently stands regarding changing the Ops shifts. Mr. Kjergaard stated that the union rep has refused to respond to requests to discuss or negotiate. Mr. Chiles asked that Mr. Kjergaard contact him to arrange a meeting. IX. ADJOURNMENT Mrs. Susong moved the meeting be adjourned at 12:48 p.m.; seconded by Mrs. Humble, Ayes: G. Motion carried. Respectfu y submit d,- Cott Voigt, Chairperson 3 Page 168 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Finance Department August 4, 2025 AGENDA ITEM TITLE Motion to receive and file Grout Museum funding reports of May 2025 and June 2025. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. Contract Support City of Waterloo May 2025 2. Contract Support City of Waterloo June 2025 Page 169 of 412 Summary of Grout Museum Contracted Support through City of Waterloo 6/13/2025 Fiscal Year 2025 Budget Month of YTD FY 25 Operation Expenses: May-25 7/1/24-5/31/25 Support Budget Wages&Employee Benefits $ 35,578.76 $ 287,616.53 $ 316,805.40 Charge card fees (MCNISA) $ - $ 4,010.00 $ 4,010.00 Exhibit building and repairs $ $ 8,453.63 $ 13,947.60 Publications and Dues $ $ 4,400.00 $ 4,400.00 Travel $ 59.66 $ 2,130.00 $ 2,130.00 Office Supplies $ - $ 3,000.00 $ 3,000.00 Legal and Accounting Fees $ - $ 23,945.00 $ 23,945.00 Grout Insurance $ 3,699.49 $ 42,853.81 $ 53,890.00 Utilities-Gas, Electric, Phone $ 7,821.97 $ 120,000.00 $ 120,000.00 Postage-mailings and meter $ - $ 3,340.00 $ 3,340.00 Building Maintenance $ $ 17,000.00 $ 17,000.00 Janitorial and Kitchen supplies $ $ 7,500.00 $ 7,500.00 Grounds $ 1,377.45 $ 3,795.23 $ 7,000.00 Misc. Expenses $ - $ 500.00 $ 500.00 Equipment repairs&Computer Maintenance $ 339.94 $ 11,303.75 $ 12,000.00 Service Contracts-Building and Machines $ 3,205.73 $ 33,065.05 $ 35,532.00 Total Operating Expense $ 52,083.00 $ 572,913.00 $ 625,000.00 **These documents are unaudited and intended for Board Reporting purposes only. Page 170 of 412 Summary of Grout Museum Contracted Support through City of Waterloo 7/10/2025 Fiscal Year 2025 Budget Month of Quarterly YTD FY 25 Operation Expenses: Jun-25 4/1/25-6/30/25 7/1/24-6/30/25 Support Budget Wages&Employee Benefits $ 42,467.01 $ 100,698.41 $ 329,882.44 $ 316,805.40 Charge card fees (MCNISA) $ - $ 268.76 $ 4,010.00 $ 4,010.00 Exhibit building and repairs $ $ 1,654.30 $ 8,654.73 $ 13,947.60 Publications and Dues $ $ 170.50 $ 4,400.00 $ 4,400.00 Travel $ $ 349.46 $ 2,130.00 $ 2,130.00 Office Supplies $ $ - $ 3,000.00 $ 3,000.00 Legal and Accounting Fees $ $ - $ 23,945.00 $ 23,945.00 Grout Insurance $ 5,684.49 $ 13,083.47 $ 48,538.30 $ 53,890.00 Utilities-Gas, Electric, Phone $ - $ 26,486.45 $ 120,000.00 $ 120,000.00 Postage-mailings and meter $ $ 199.51 $ 3,340.00 $ 3,340.00 Building Maintenance $ $ - $ 17,000.00 $ 17,000.00 Janitorial and Kitchen supplies $ $ - $ 7,500.00 $ 7,500.00 Grounds $ 772.30 $ 2,399.74 $ 4,567.53 $ 7,000.00 Misc. Expenses $ - $ - $ 500.00 $ 500.00 Equipment repairs&Computer Maintenance $ 696.25 $ 3,185.13 $ 12,000.00 $ 12,000.00 Service Contracts-Building and Machines $ 2,466.95 $ 7,757.27 $ 35,532.00 $ 35,532.00 Total Operating Expense $ 52,087.00 $ 156,253.00 $ 625,000.00 $ 625,000.00 —These documents are unaudited and intended for Board Reporting purposes only. Page 171 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE City Clerk Department August 4, 2025 AGENDA ITEM TITLE Cigarette/Tobacco/Nicotine/Vapor Permits Metro Mart 1, 3201 W. 4th Street. (Retail Tobacco) Metro Mart 4, 2332 Falls Avenue. (Retail Tobacco) Vape Time, 325 Franklin Street. (Device Permit) RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS None Page 172 of 412 Page 173 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE City Clerk Department August 4, 2025 AGENDA ITEM TITLE Liquor Licenses a. BJ's Bar & Billiards, 110 Ida Street, Class C w/Outdoor Service and Sunday Sales (Renewal) Exp: 07/29/2026. b. Cedar Valley Pride Fest, 300 4th Street, Class C w/Sunday Sales (New) Exp: 08/24/2025. c. Izumi Sushi and Hiabchi, 941 East San Marnan Drive, Class C w/Sunday Sales (New) Exp: 04.14.2026 d. Riverloop Expo Plaza, 400 Jefferson Street, Class C w/Outdoor Service and Sunday Sales (New) Exp: 08/12/2025. e. Waterloo Fraternal Order of Eagles, Class F w/Outdoor Service and Sunday Sales (Renewal) Exp: 07/14/2026. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION Page 174 of 412 LEGAL DESCRIPTION ATTACHMENTS None Page 175 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Bridgett Wood, Finance Director August 4, 2025 Finance Department AGENDA ITEM TITLE FYE 2026 Budget Amendment. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION The City is required under state law to amend the budget prior to exceeding expenditures in any one of the nine program areas; public safety, public works, health and social services, culture and recreation, community and economic development, general government, debt service, capital projects and proprietary funds (sewer and sanitation). NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS Page 176 of 412 1. Budget Amendment FYE26 Memo to Mayor Council 2. PublicHearingNotice - Amendment 1 Page 177 of 412 -� 0* WA), A TF1 �Pwll, :. � o CITY OF WATERLOO 'd Finance Office Mayor QUENTIN TO: Mayor Hart HART City Council Members COUNCIL DATE: July 25, 2025 MEMBERS FROM: Bridgett Wood, Finance Director JOHN CHILES RE: Proposed Amendment to Budget for the fiscal year ending June 30, 2026 Ward 1 Enclosed is a proposed amendment to the budget for the fiscal year ending June 30, DAVE 2026, as published on July 22, 2025. The purpose of filing budget amendments is to B O ES E N comply with state law regarding expending city funds. The Code of Iowa requires that Ward 2 any of the nine budget program areas that are anticipated to exceed the amount originally appropriated be amended no later than May 31 of each fiscal year. The nine program NIA areas prescribed by Iowa Code include Public Safety, Public Works, Health and Social Services, Culture and Recreation, Community and Economic Development, General WILDER Ward 3 Government, Debt Service, Capital Projects, and Business Type/Enterprise activities. Highlights from amendment made include the following: BELINDA C R E I G HTO N a. In the Capital Projects program, expense incurred by TIF projects that were -SMITH, anticipated to be completed by June 30, 2025 but were carried over into the year Ward 4 ending June 30, 2026 RAY FEUSS Ward 5 The line on the budget amendment form titled Excess Revenues & Other Sources Over (Under) Expenditures/Transfers Out indicates that when the certified budget was filed, ROB we anticipated spending $32,362,761, more than we expected to collect in current year N I C H O LS revenue, primarily due to spending bond and grant funds received in prior fiscal years. This amendment increases the amount that expenses are anticipated to exceed revenues At-Large by an additional $27,530,600 to a total of$59,893,361. This is due to the use of bond STEVE funds sold in Fiscal 25,but the projects were not completed at the end of Fiscal 25. SIMON Since state law prohibits the City from spending more in any major program area than At-Large budgeted, we have budgeted generously with expenses. We do not anticipate that we will spend all amounts budgeted by June 30, 2026. If you have any questions about the information presented, please contact me. Page 178 of 412 NOTICE OF PUBLIC HEARING-AMENDMENT OF CURRENT BUDGET City of WATERLOO Fiscal Year July 1,2025-June 30,2026 The City of WATERLOO will conduct a public hearing for the purpose of amending the current budget for fiscal year ending June 30,2026 Meeting Date/Time:8/4/2025 05:30 PM Contact:Brid ett Wood Phone: 319 291-4323 Meeting Location:City Hall-Council Chambers 715 Mulberry St Waterloo, IA 50703 There will be no increase in taxes.Any residents or taxpayers will be heard for or against the proposed amendment at the time and place specified above.A detailed statement of:additional receipts,cash balances on hand at the close of the preceding fiscal year,and proposed disbursements,both past and anticipated,will be available at the hearing.Budget amendments are subject to protest. If protest petition requirements are met,the State Appeal Board will hold a local hearing.For more information,consult htt s://dom.iowa.gov/local-gov-appeals. Total Budget Current Total Budget After REVENUES&OTHER FINANCING SOURCES as Certified Amendment Current Amendment or Last Amended Taxes Levied on Property 1 51,959,620 0 51,959,620 Less:Uncollected Delinquent Taxes-Levy Year 2 0 0 0 Net Current Property Tax 3 51,959,620 0 51,959,620 Delinquent Property Tax Revenue 4 0 0 0 TIF Revenues 5 23,902,048 0 23,902,048 Other City Taxes 6 21,649,795 0 21,649,795 Licenses&Permits 7 1,514,520 0 1,514,520 Use of Money&Property 8 2,714,680 0 2,714,680 Intergovernmental 91 90,024,177 0 90,024,177 Charges for Service 10 40,278,007 0 40,278,007 Special Assessments 11 255,000 0 255,000 Miscellaneous 12 10,896,023 0 10,896,023 Other Financing Sources 13 13,090,000 0 13,090,000 Transfers In 14 41,706,846 0 41,706,846 Total Revenues&Other Sources 15 297,990,716 0 297,990,716 EXPENDITURES&OTHER FINANCING USES Public Safety 16 44,832,688 0 44,832,688 Public Works 17 41,569,377 0 41,569,377 Health and Social Services 18 407,651 0 407,651 Culture and Recreation 19 13,822,864 0 13,822,864 Community and Economic Development 20 25,247,197 0 25,247,197 General Government 211 13,382,614 0 13,382,614 Debt Service 22 19,066,712 0 19,066,712 Capital Projects 23 93,382,175 27,530,600 120,912,775 Total Government Activities Expenditures 24 251,711,278 27,530,600 279,241,878 Business Type/Enterprise 25 36,935,353 0 36,935,353 Total Gov Activities&Business Expenditures 26 288,646,631 27,530,600 316,177,231 Transfers Out 271 41,706,846 0 41,706,846 Total Expend itures/Transfers Out 28 330,353,477 27,530,600 357,884,077 Excess Revenues&Other Sources Over 29 -32,362,761 -27,530,600 -59,893,361 Under Expenditures/Transfers Out Beginning Fund Balance July 1,2025 30 123,583,006 01 123,583,006 Ending Fund Balance June 30,2026 1 311 91,220,245 -27,530,6001 63,689,645 Explanation of Changes:Budget for TIF projects that were not completed at the end of previous fiscal year 07/15/2025 02:48 PM Paae 1 of 1 Page 179 of 412 CITY OF ERLOO "v� '404 _T__ IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Request by Malcolm Cleope to rezone approximately 0.27 acres of land from "C-2" Commercial District to "C-2, C-Z" Conditional Zoning District to allow an aquaculture shrimp farming wholesale business located at 2625 Falls Avenue. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION The applicant is requesting to rezone approximately 0.27 acres of land from "C-2" Commercial District to "C-2, C-Z" Conditional Zoning District to allow an aquaculture shrimp farming wholesale business. The "C-2" Commercial District does allow for pet stores and aquariums, but it was deemed that an aquaculture farming business is a different use, especially considering that it would be a wholesale business operation. The proposed building addition would require a setback variance. On the June 24th, 2025 Board of Adjustment meeting, the board tabled the 3' side yard and 3' rear yard setback variance request to the Board of Adjustment meeting on July 22nd, 2025. NEIGHBORHOOD IMPACT The proposed rezone would not appear to have an impact on the surrounding neighborhood and land use. DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS A public hearing was held by the Planning, Programming, and Zoning Commission on July 8, 2025 and notice was sent to all property owners within 250 feet. The Commission recommended approval of the request 8-0. SOURCE OF EXPENDITURES Page 180 of 412 ALTERNATIVE ACTION LEGAL DESCRIPTION DOWNING PLACE LOT 5 BLOCK 3 LOT 6 BLOCK 3 ATTACHMENTS 1. 2625 Falls Avenue Rezone Packet Page 181 of 412 July 8,2025 REQUEST: Request by Malcolm Cleope to rezone approximately 0.27 acres of land from "C-2" Commercial District to "C-2, C-Z" Conditional Zoning District to allow an aquaculture shrimp farming wholesale business located at 2625 Falls Avenue. APPLICANT: Malcolm Cleope, 2625 Falls Avenue, Waterloo, Iowa, 50701 . GENERAL The applicant is requesting to rezone approximately 0.27 acres of DESCRIPTION: land from "C-2" Commercial District to "C-2, C-Z" Conditional Zoning District to allow an aquaculture shrimp farming wholesale business. IMPACT ON The proposed rezone would not appear to have an impact on the NEIGHBORHOOD & surrounding neighborhood and land use. SURROUNDING LAND USE: VEHICULAR & The proposed rezone would not appear to have an impact on PEDESTRIAN vehicular and pedestrian traffic as the rezoning is to accommodate TRAFFIC a wholesale aquaculture shrimp farming business. Therefore, it CONDITIONS: should not impact vehicular or pedestrian congestion since it is not a retail use. RELATIONSHIP TO There are no trails in the immediate vicinity. RECREATIONAL TRAIL PLAN: ZONING HISTORY The proposed rezoning area is currently zoned "C-2" Commercial FOR SITE AND District and has been zoned as such since 1969. Surrounding land IMMEDIATE VICINITY: uses and their zoning designations: North, East, South, & West — Commercial and Residential uses zoned "C-2" Commercial District. DEVELOPMENT Residential properties were built as early as 1929 through the HISTORY: 1940s and 1960s. Similarly, commercial uses have been built as early as the 1940s. BUFFERS/ No additional buffering or screening will be required. The proposed SCREENING: area is currently fenced. DRAINAGE: The proposed request would not appear to have a negative impact on drainage. FLOODPLAIN: The area to be rezoned is not in a special flood hazard area as established by the Federal Emergency Management Agency (FEMA) Flood Insurance Rate Map. PUBLIC /OPEN Fred Becker Elementary School is located 0.7 miles to the SPACES/ SCHOOLS: southwest. Galloway Park is located 0.5 miles to the north. C-2 to C-2,C-Z 2625 Falls Avenue Page 1 of 4 7 Page 182 of 412 July 8,2025 1 4 l THE �ecomnrne enour Picture 1: Looking at the front of 2625 Falls Avenue. '-' � iixG Gx011P p Picture 2: Looking at front of building. C-2 to C-2,C-Z 2625 Falls Avenue Page 2 of 4 0 Page 183 of 412 July 8,2025 Picture 3: Looking at rear of building along Thorndale Avenue. UTILITIES: WATER, There is 12" water main along Falls Avenue. SANITARY SEWER, STORM SEWER RELATIONSHIP TO The Future Land Use Map designates this area as Mixed COMPREHENSIVE Commercial: Medium to High Density Residential; Professional LAND USE PLAN: Offices; Neighborhood Commercial. The intended use would not be in conformance with the Future Land Use Map, hence the rezoning request. STAFF ANALYSIS — The applicant is requesting to rezone approximately 0.27 acres of ZONING land from "C-2" Commercial District to "C-2, C-Z" Conditional ORDINANCE: Zoning District to allow an aquaculture shrimp farming wholesale business. The "C-2" Commercial District does allow for pet stores and aquariums, but it was deemed that an aquaculture farming business is a different use, especially considering that it would be a wholesale business operation. The proposed building addition would require a setback variance. On the June 24th, 2025 Board of Adjustment meeting, the board tabled the 3' side yard and 3' rear yard setback variance request to the Board of Adjustment meeting on July 22nd, 2025. TECHNICAL REVIEW Engineering strongly recommends a building pre-construction COMMITTEE: meeting to coordinate a plan for sewer, stormwater, and other infrastructure prior to construction. Engineering would like to inform C-2 to C-2,C-Z 2625 Falls Avenue Page 3 of 4 9 Page 184 of 412 July 8,2025 the applicant that the limited amount of space, if a setback variance is approved, could lead to potential issues with implementing stormwater detention. Engineering would also recommend that the applicant further discuss their project with Waste Management regarding wastewater. STAFF ANALYSIS — SUBDIVISION The applicant is not proposing to subdivide the property. ORDINANCE: STAFF Therefore, staff recommends the request by Malcolm Cleope to RECOMMENDATION: rezone approximately 0.27 acres of land from "C-2" Commercial District to "C-2, C-Z" Conditional Zoning District to allow an aquaculture shrimp farming wholesale business located at 2625 Falls Avenue be approved for the following reasons: 1. The request would not appear to have a negative impact on the surrounding area. 2. The request would not appear to have a negative impact upon pedestrian and traffic conditions within the surrounding area. 3. The request is in conformance with the Comprehensive Plan and Future Land Use Map, which shows this area as Mixed Commercial. C-2 to C-2,C-Z 2625 Falls Avenue Page 4 of 4 10 Page 185 of 412 City of 1 ! Planning, Programming and Zoning Commission July 8, 202,5 I�III 111 ■� ■� �- �= ■ OEM ir ` 1 .� _� 111■ ��. ■ 1■1111 :. 1■ . 1■'= : �� = � �►►►►1► . � � 11111 11111 ■i ■� = ■ . ' 7rRAC8YD 01 • - .. >_ ■11111■ ��: �■ .� 2625 Falls Avenue 11111 . , Malcolm Cleope a Downing Place Lot 5 Blk 3 Lot 6 Blk 3 The Accounting Group, LLC Falls Ave 281311 sv M Building M 0 Phase 2 t Area C H Garage Phase 1 � Area B 40' 1" 00N Ln I Phase 1 M i Area A I 681411 10 Proposed 3 feet set back Total Area in sq feet for the project Phase 1 Area A-34' 5"x 68'4" = 2312 Phase 1 Area B -24' 1"x 28' 3" = 672 Phase 2 in Orange-28'3"x 41' 3" = 1148 Total Area before the 3 feet step back 4132 Required 20 feet step back from the fence Phase 1 in Yellow- 14' 5"x 48'4" = 672 Phase 1 in Yellow-21' 1" x 8' 3" = 168 Area left after the 20 feet set back 840 Area lost due to set back(4132-840) 3292 Propose area with the 3 feet step back in Gray Phase 1 in Yellow-31' 5"x 65'4" = 2015 Phase 1 in Yellow-21' 1"x 25' 3" = 525 Phase 2 in Orange-25'3"x 39' 3" = 975 Area after the 3 feet step back 3515 13 Page 188 of 412 r - _ r� 6 � M i Aw ALi i a. DOWNING PLACE LOT 51BLK 3 LOT 6 BLK 3 The Accounting Group, LLC—Owner June 9, 2025 City of Waterloo Planning and Zoning 715 Mulberry St Waterloo, IA 50703 1 am writing to request a setback variance for new construction and expansion of my existing building located at 2625 Falls Ave,Waterloo, IA 50701. The proposed addition and expansion to the building are inside our property fence area, outlined as follows: I intend to expand our existing building around the garage, as indicated by the colors in the sketch. For Phase 1 (highlighted in yellow),the expansion would extend from the garage facing Thorndale to the back side along the alley, to the side along the canal facing the parking lot of Community Motors Body shop. The total area under consideration is 4,132 sq.feet(total area Phase 1 and 2),which is all enclosed inside the fence. With the current zoning setback rules, I would lose about 3,292 sq. feet of productive area, leaving only 840 sq. feet for the business. An area of 840 sq.feet would not be economically feasible to even start the business. I am requesting a setback variance of 3 feet along the fence line that borders the property. This setback would position the new addition one yard away inside the fence, facing the alley and the side fence adjacent to the canal. With our proposed set back variance,the area would be 3,515 sq. ft. (Phase 1—2,540 sq.ft. and phase 2-975 sq. ft.) The proposed addition would not obstruct movement in the alley or along the side fence,which is adjacent to a large drainage canal. It would not cause traffic issues or interfere with any existing conditions. Additionally,the expansion would not impact future parking areas. It would barely be seen from Falls Ave. Furthermore,three neighboring property owners have similar setback variances for their buildings: the neighbor across Thorndale, BBS Real Estate Holding (formerly Kuennen's Motors, now Champion Motors), and a large storage rental facility owned by J &S Venture LLC near my building, and Midwest Janitorial on Falls Ave. All of these properties add to positive business growth in the Falls Ave district. Our building is currently used as an office for an Accounting and Tax practice. I am diversifying my business to add an agribusiness of raising shrimp. This is unique and called aquaculture farming. The shrimp are raised in tanks, similar to above-ground swimming pools. They grow for about 3 months,then harvested and sold. The shrimp business would start with 8 "pools", each having a size of 10 x 12. The process uses the RAS system in raising and maintaining the shrimp. RAS, Recirculating Aquaculture System, is a land-based fish farming system that continuously filters and reuses water, allowing for a controlled environment to raise shrimp. This method minimizes water use and helps manage waste, making it a sustainable option compared to traditional aquaculture methods. Waste from the operation is processed as fertilizer for home gardens or sold to local farmers. The proposed project is expected to generate an economic impact of between$150,000 and$275,000 to our local economy. The tanks would not fit if the building size was reduced to 840 sq. ft. (per the zoning ordinance). 15 Page 190 of 412 DOWNING PLACE LOT 5BLK 3 LOT 6 BLK 3 The Accounting Group, LLC—Owner The new construction would be a specialized building designed to replicate, if not perfectly duplicate,the living conditions required for shrimp, including factors such as pH levels, salinity,controlled temperature, and several other critical parameters. This unique facility would be specifically constructed for this purpose and could not be easily replicated in any existing building. Attempting to modify an existing structure to meet the shrimp's living conditions would involve significant renovations and substantial costs for upgrades. The success of shrimp farming using RAS relies significantly on maintaining optimal living conditions for the shrimp. By consistently meeting these conditions, we can promote tasty shrimp, healthy growth and maximum yield,which ultimately results in a more sustainable and profitable shrimp farming operation. After conducting a thorough cost analysis, it has been determined that constructing a new building is the most efficient and effective solution vs buying an existing building. The current size and area are well-suited to accommodate these requirements. Thank you for considering my request. I look forward to your favorable response, Respectfully, Malco Cleope Owner The Accounting Group, LLC 16 Page 191 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Request by the City of Waterloo to vacate two 10-foot drainage easements on Lots 4 and 5 of Warp 2nd Addition in the "M-2,P" Planned Industrial District located at and adjacent to 4050 Leversee Road. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION The request is to vacate two 10' drainage easements except for the west 60 feet on Lots 4 & 5 of WARP 2nd Addition located at and adjacent to 4050 Leversee Road. Vacating this easement would aid in future development of the above-mentioned lots. However, a drainage easement would be required to be dedicated at the time of development. If and when there is development or expansion, the site plan would be required to show a dedicated drainage easement. NEIGHBORHOOD IMPACT The request to vacate a drainage easement would not appear to have a negative impact on the surrounding neighborhood or land use. DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS A public hearing was held by the Planning, Programming, and Zoning Commission on June 10, 2025 and notice was sent to all property owners within 250 feet. SOURCE OF EXPENDITURES ALTERNATIVE ACTION Page 192 of 412 LEGAL DESCRIPTION The platted 10-foot drainage easement along the north line of Lot 4, and the platted 10-foot drainage easement along the south line of Lot 5, all in Waterloo Air and Rail Park 2nd Addition, City of Waterloo, Black Hawk County, Iowa. ATTACHMENTS 1. Two 10FT Drainage Easement Vacate 4050 Leversee Rd_Lots4&5 WARP 2ndAddition Page 193 of 412 June 10,2025 REQUEST: Request by the City of Waterloo to vacate two 10' drainage easements on Lots 4 & 5 of WARP 2nd Addition in the "M-2,P" Planned Industrial District located at and adjacent to 4050 Leversee Road. APPLICANT: City of Waterloo, 715 Mulberry Street, Waterloo, Iowa 50703 GENERAL The applicant is requesting to vacate a drainage easement that is DESCRIPTION: no longer needed. IMPACT ON The request to vacate a drainage easement would not appear to NEIGHBORHOOD & have a negative impact on the surrounding neighborhood or land SURROUNDING use. LAND USE: VEHICULAR & The request to vacate a drainage easement would not appear to PEDESTRIAN have a negative impact on vehicular or pedestrian traffic TRAFFIC movements in the area. CONDITIONS: RELATIONSHIP TO There are no sidewalks or trails along the lots in questions. RECREATIONAL TRAIL PLAN AND COMPLETE STREETS POLICY: ZONING HISTORY The area of the proposed vacate is zoned "M-2,P" Planned FOR SITE AND Industrial District and has been zoned as such since it was rezoned IMMEDIATE VICINITY: from "A-1"Agricultural District on September 20, 2010. Surrounding land uses and their zoning designations are as follows: North, East, South, and West— Zoned "M-2,P" Planned Industrial District with the Waterloo Regional Airport, a warehouse, and vacant lots in the immediate vicinity. DEVELOPMENT The warehouse has been there since 2023, and the airport has HISTORY: been around since the early 1940s. BUFFERS/ SCREENING No buffers or additional screening is needed with this request. REQUIRED: DRAINAGE: Vacation of the easement could have a negative effect on drainage, but the future developer would be required to dedicate an easement as a replacement to the current drainage easement vacation. FLOODPLAIN: No portion of the vacate area is located within a floodway or floodplain according to the 2024 FEMA Floodplain Maps. PUBLIC /OPEN The nearest open space is George Wyth State Park located 4.7 SPACES/ SCHOOLS: miles to the south. Vacate Easement adjacent to 4050 Leversee Road Page 1 of 4 Page 194 of 412 June 10,2025 Picture 1:Looking east from Leversee Road along the vacate area. Vacate Easement adjacent to 4050 Leversee Road Page 2 of 4 Page 195 of 412 June 10,2025 MOIR r .4k LM Al. Picture 2:Looking south toward existing building along 60-foot north-south easement UTILITIES: WATER, There is a 10' wide Utility Easement to the south of the lots in SANITARY SEWER, question and 60' wide Sanitary Sewer, Drainage, & Utility STORM SEWER, ETC Easement to the west of the lots in question along Leversee Road. There is also the 20' wide drainage easement on the lots in question, which is currently being requested to be vacated. RELATIONSHIP TO The Future Land Use Map designates the property as Industrial. COMPREHENSIVE This request is in conformance with the Future Land Use Map. LAND USE PLAN: STAFF ANALYSIS — The request is to vacate two 10' drainage easements except for the ZONING west 60 feet on Lots 4 & 5 of WARP 2nd Addition located at and ORDINANCE: adjacent to 4050 Leversee Road. Vacating this easement would aid in future development of the above-mentioned lots. However, a drainage easement would be required to be dedicated at the time of development. If and when there is development or expansion, the site plan would be required to show a dedicated drainage easement. TECHNICAL REVIEW There was no comments during Tech Review. COMMITTEE: Vacate Easement adjacent to 4050 Leversee Road Page 3 of 4 Page 196 of 412 June 10,2025 STAFF ANALYSIS — SUBDIVISION There is no platting required for this request. ORDINANCE: STAFF Therefore, the staff recommends that the request by the City of RECOMMENDATION: Waterloo to vacate a 20' drainage easement on Lots 4 & 5 of WARP 2nd Addition in the "M-2,P" Planned Industrial District located at and adjacent to 4050 Leversee Road, be approved for the following reasons: 1. The request would not appear to have a negative impact on the surrounding area. 2. The request would not appear to have a negative impact upon pedestrian and traffic conditions within the surrounding area. 3. The request would be in conformance with the Future Land Use Map. Subject to the following conditions: 1. A drainage easement being required to be dedicated at the time of development and shown in the site plan. Vacate Easement adjacent to 4050 Leversee Road Page 4 of 4 Page 197 of 412 I S 114 WNER z vim SEC710;132-90-13 I ! IAP IND I I ! FUTURE WATERLOO AIR II AND RAIL PARK ADDITION II I ! ff I I ------------------- .------------`-----'---- I50'2023'F1093.411 '---'-- -----_._---.__ ---- -' "� ------ ------ 941.31 s0T 830.15' 207 . TRACT•c• srDRhIWArER1 2.47 AC ,WNAGEMEITh o a!I to TR1A46ACD• SEOR1f11YAlERh1NiAGEI4ENT o I I I I LB - NO`20'23'W- --- ----------�-----�- 'I i !' l I __ __ --------------- ,04.96' ---- { ---- TRACT"B" -------------.----------- {{ I I I 102.45 972.52' � 1.49 AC =u 11 I I L°� 3 ! o f STDRhnYATEA o I I I ' { { �a _ j I hWIACEMEW �� I �I TRACT �I I ! { II a {'k ! ! z 1.36 AD II ; LOT 29 1 o I } _ �.- I 9.03 AC F0.[4 Rolf 28000' r 1 1 F I1?7s79 rrsa0o01 — _ _ I I Is 5yitio I—t0.D0 PUE --------N(F20L23 W---- .--- --�-- -- ---- - 636.15' ----�--- - ` I! I� I � 10.06'DRWt1AGE EASfh".ENT --� s � I E 4 fff eo 10.00'DRAI'IAGf EASRIPIT 1D.D7 PUE- -1 !I o I I I!! LOT 4 { I1 X53 I I{{ !Ig 0""",sLoTar o LOT 5 t 20.00 AC o LOT 2 �! W N r 7.57 AC 1 1 i o q oN p I I m 4.03 AC SSC I N rn m !I 41 ! OzS �N - 1 N II Il 4 I ! oN I ! { { ! 40.06'DRAYAGE EASEMENT— [1m3a33wso°9�1 ------- O'2D23'W -------- ----- 636.15' - II I lO.Cn f11E SOAOSTOWSMERWEVal -- —` r Il II PARCEL OF LAND OWNED BY ! I a[vruE I PARCEL OF LAND OWNED BY I I II ! ! d CITY OF WATERLOO ! CITY OF WATERLOO LOT I OS 4.96 AC M 1 {I I I v I I o f { ! w 11 g III I I Ia F I I 30.6'DMMGE EASEIGENT 6 w I LL1 111 ! POINT OF BEGINNING ij f a I II {lLw I II II — I - - - - - - �1L � — - - - - - - i �— ! — - - - - - - - - - -a - - - + - - — I T —I 1 977s3 __ --- - -- - �1 (69.01)11 — — 402.49' 1410.02' --- -�- ------ f --�----- ---- -- - _. .. - _ _..-- -- - --.----..--_-_-. ._.._..___-. 2 411'5__-._- _----�._--_�-.-_.....-___---_-------._----_--_-_---�.-_.-_-----_-_-_"�-- _-_---- `� _- .-_-- _._.._--_-_- _--..._.__..-_._...___._._-_ _ _ _ 305W - -- - a�03.1r _ 853. SY7CORIiEA -� t ------- Si`23'06" SECTIOY 32-90-13 d 4501'2372'5 2657.461 00 1Y 114 CORNER CO0 o LEVERSEE ROAD M RED 2'DISC SECTION 5-89-13 5Y 114 fOJER ¢o z a:/#8598 SECTION 32-90-13 ao LINE DATA k POINT 0 F CO M Id EN C EMENT WD2'DISC FND 112'REBAA N[a7 m 6/#8508 IV BPC#22259 q UNE NUMBER BEARING DISTANCE W a' 2 Li N89'02WE 33.DIY 0 'a E2 St'231017E 30.00' W 0 N012rz7E 30.01' $ L4 N89021WE 98454' BUILDING SETBACK NOTE: g LS NW02A9'E 9 CI& ALL REQUIRED SETBACKS SHALL BE Le IsID-2 91Y 20.94 DETERMINED THROUGH PLAN REVIEW PER CITY L7 Ne92tQVF 100.00' OF WATERLOO ZONING REGULATIONS. U SCALE:1'=100' 10, RRMUL4 Be OAIE 110. 1 RE1WI 8f DATE claRuddk-cutrravaz+n,lrc DESIGNED; - DATE: - YRMT IA. GRAPH SCAE 16 WATERLOO AIR AND RAIZ,PARK 2ND ADDITION 5623.5 °RAT"',- °"TE:- FINAL PLAT N3��'�^'�'�° 5r1EErhn, 0 I(0 2W 3(p CHECKED: -- DATE:- WATERLOO IOWA 2OF2 JAPPROVED: - DATE:- 7 Page 198 of 412 City of Waterloo Planning, Programming and Zoning Commission January 14, 2025 I i i i i i i i II ii ii ii Vacate Area ii ii ii ii �i I i i i 0 Cr w Or U-1 J 4050 Leversee Road i i i i i i HYPER DR I I I I I I Sources:Esri,TomTom,Garmin,FAO,NO ,USGS,©OpenStreetMap i contributors, nd the GIS User Community N 405o Leversee Road and adjacent w E Drainage Easement Vacate s City of Waterloo City of Waterloo Planning, Programming and Zoning Commission June lo, 2025 WARP DR w W co z W J M-2,P HYPER DR Sources:Esri,TomTom,Garmin,FAO,NOAH,USGS,©OpenStreetMap contributors,and the GIS User Community N 405o Leversee Road and adjacent w E Drainage Easement Vacate s City of Waterloo City of Waterloo Planning & Zoning °F w^TF 715 Mulberry Street,Waterloo,Iowa 50703 CITY OF A. ;4dWASMMA o (319) 291-4365 l J� WATERLOO ng R Zoning ❑ Offer to Vacate and Purchase City Right-of-Way d ° Request to Vacate Easement,Vacate Side�vallc,or s 7nt'� X Encroachment Agreement ❑ Sale of City-Owned Property Applicant(Business Name if Applicable:,�1/77/ pFv Complete Address:-11�j t~$`�'�`i S'�, vV n� ( Phone No.: 3�ej 14 So'�b3 Email: General Description of Property to Vacated(i.e.-alley between A St. &B St., South of C St.): ZD' "�R�klvf'rf Legal description of area to be conveyed,vacated, or encroached: 1. A non-refundable filing fee(s)shall be made as follows(checks payable to City of Waterloo): • Right-of-way vacation--One Hundred Seventy Five Dollar($175.00)Filing Fee • Easement or sidewalk vacation—Seventy Five Dollar($75.00)Filing Fee • Encroachment—One Hundred Dollar($100.00)Filling Fee • Sale of city-owned property not required to be vacated—No Fee • Any request not meeting the Sale of Property Policy—One Hundred Dollar($100.00)Fee 2. Offer Price*[Note: If the offer price meets the Sale of Property Policy(see attached)the request will not be required to be reviewed by the Building& Grounds Committee.] • Asking price(see attached Sale of Property Policy for how calculated): • Deductions • May decrease price by 50%for area located within an easement: • May decrease price for the City tax that will be collected on the land within 5 yrs(8 yrs inside of the CURA): • Costs(surveying&mist.,demolition,remove of curbs,etc): Asking price—Deductions=Value of Property: Offer Price for Entire Area: ]Mote: The above information is a summary of the Sale of Property Policy(see attached). All requests to vacate and purchase City right-of-way must be accompanied by a signed"Intent to Vacate"form for each abutting property to the area to be vacated. Any request that fails to meet the Sale of Property Policy shall not be forwarded to the Building and Grounds Committee or City Council.Any such applicant shall need to request review to Building and Grounds through a City Council member. PLEASE NOTE: The City of Waterloo will never ask you for electronic payment.We accept checks or cash only. Publication and Recording Fees*: At the time a buyer(s) has been selected,all publication costs and recording fees must be paid by the applicant. Applicant shall be responsible for collecting from other buyers. 3. Easement*: The following easement shall be retained: A 1 N w f t.� n lxJ 5fieN F 1ra�0'A;,, 4 er: Pie rovtde a site plan and/or aerial photo of the area to be vacated if the request involves Pedb.r5, ddition stIuction as the regfor the request. Applicant - Print Name Date *Not required for easement vacates sidewalk vacates or Encroachment Agreements Page 201 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Resolution approving a variance to the requirements of the Subdivision Ordinance in Section 11-3-2 Preliminary Plats and Section 11-3-3 Final Plats, relating to the approval of the Minor Plat of Austin's Plat, a two-lot commercial subdivision in the "C-P" Planned Commercial District located east of 122 Black Hawk Road. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION Resolution granting a variance to the requirements of the Subdivision Ordinance in Section 11-3-2 Preliminary Plats and Section 11-3-3 Final Plats, relating to the approval of the Minor Plat of Austin's Plat, a two-lot commercial subdivision in the "C-P" Planned Commercial District located east of 122 Black Hawk Road, to allow approval of the Plat of Survey that does not meet all requirements for a preliminary and final plat, but given the minor nature of the plat the additional information would not appear to be needed. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES N/A ALTERNATIVE ACTION Page 202 of 412 LEGAL DESCRIPTION ATTACHMENTS None Page 203 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Resolution approving the request by the City of Waterloo for the Minor Plat of Austin's Plat, a two-lot commercial subdivision in the "C-P" Planned Commercial District located east of 122 Black Hawk Road. RECOMMENDED COUNCIL ACTION _ Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION The applicant is requesting a minor plat to create two lots in the "C-P" District. The lots will be approximately 1.6 acres in size. The total area that will be platted is 2.85 acres. The lot will contain 2 new easements. One is a 20' wide sanitary sewer easement. The other is a 20' wide storm sewer easement. The property line closest to Black Hawk Creek will be 15' away from the toe of the flood levee. The Edison neighborhood is adjacent to the property in question, and was notified of this minor plat request. The Subdivision Ordinance requires that Plat submissions include such criteria as boundaries of property, proposed streets, easements, and widths of right-of-way, utility locations, contours as well as surrounding land uses. The plat does not contain all the details required, however given the minor nature of the split, the additional information would not appear to be needed, as the plat is in accordance with the intent of the subdivision ordinance. Criteria that are shown on the plat include utility locations, right-of-way widths, easements, boundaries, and nearby subdivisions. NEIGHBORHOOD IMPACT The request would not appear to have a negative impact on the surrounding area as it will be creating two commercial lots in an area zoned for commercial use, and because it is in the "C-P" zone, the need for buffering or screening will be looked at when a site plan amendment happens for this site. DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION Page 204 of 412 COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES N/A ALTERNATIVE ACTION LEGAL DESCRIPTION Part of Lot 44 of Auditor Rainbow's West Side Plat, City of Waterloo, County of Black Hawk, State of Iowa, more particularly described as follows. Commencing at the most Easterly corner of Lot 42 in said Auditor Rainbow's West Side Plat, also being the most Easterly corner of Parcel" B" of said Lot 42 that is shown on a Plat of Survey that is recorded in Miscellaneous Book 242, Page 671 in the Office of the Black Hawk County Recorder; thence South 59°52'00" East (assumed bearing for the purpose of this description) along the Southeasterly Prolongation of the Northeasterly line of Lot 42 and the Northeasterly line of Said Lot 44, a distance of 83.13 feet; thence South 30°08'00" West, 11.17 feet to the Point of Beginning; hence South 19°30'05" East 60.42 feet to a line that is 15.00 feet offset Westerly from the original toe of the flood levee; thence South 20017'57" West along said Westerly line, 107.11 feet; thence South 24°48'55" West along said Westerly line, 148.45 feet; thence South 31 °38'00" West along said Westerly line, 47.03 feet; thence South 22055' 15" West along said Westerly line, 29.56 feet; thence South 12°20'30" West along said Westerly line, 43.58 feet; thence South 21'00'04" West along said Westerly line, 70.79 feet to the present Northerly right-of-way line of University Avenue; thence North 88°46'10" West along the present Northerly right-of-way line of University Avenue, 477.74 feet to the present Southeasterly right-of-way line of Black Hawk Street; thence North 52051 '25" East along the present Southeasterly right-of-way line of Black Hawk Street, 301.05 feet; thence North 52'44' 41" East along the present Southeasterly right-of-way line of Black Hawk Street, 287.39 feet; thence Northeasterly along a 160.52-foot radius curve concave Southeasterly and having a 47.02-foot long chord bearing North 60059' 44" East, 47.18 feet (arc Length); thence North 69003' 13" East, 41.49 feet; thence Northeasterly along a 238.85-foot radius curve concave Northwesterly and having a 102.11-foot long chord bearing North 50051 '33" East, 102.91 feet (arc length) to the Point of Beginning. Containing 124,108 Square feet or 2.85 Acres. ATTACHMENTS 1. Staff Report- Minor Plat Austins plat 2. Overview Map - Austin's Plat 3. Aerial Map - Austin's Plat 4. Signed Austins Plat Sheet 1-updated 5. Packet Application Page 205 of 412 May 13,2025 REQUEST: Request by the City of Waterloo for the Minor Plat of Austin's Plat, a two-lot commercial subdivision in the "C-P"Planned Commercial District located east of 122 Black Hawk Road. APPLICANT(S): City of Waterloo, 715 Mulberry St. Waterloo, IA 50703 SURVEYOR: Aecom, 501 Sycamore Street, Suite 222,Waterloo, IA 50703 GENERAL The applicant is requesting to plat the property in question for the DESCRIPTION: purpose of creating two lots in the "C-P"Planned Commercial District. IMPACT ON The request would not appear to have a negative impact on the NEIGHBORHOOD & surrounding area as it will be creating two commercial lots in an area SURROUNDING LAND zoned for commercial use, and because it is in the "C-P"zone, the USE: need for buffering or screening will be looked at when a site plan amendment happens for this site. VEHICULAR& The request would not appear to have a negative impact on traffic or PEDESTRIAN pedestrian conditions in the area. The property is served by Black TRAFFIC Hawk Road, a local road. CONDITIONS AND There is a sidewalk along one side of Black Hawk Road.An additional COMPLETE STREETS sidewalk could be required along Black Hawk Road when a Site Plan POLICY: Amendment is required if it is determined that the use would generate a significant amount of pedestrian traffic.A sidewalk will be required in the deed of dedication along University Avenue. RECREATIONAL There is a trail located on the south side of University Avenue. TRAIL PLAN: ZONING HISTORY The site in question is zoned"C-P"Planned Commercial District and FOR SITE AND has been zoned as such since March 15, 2021,when it was rezoned IMMEDIATE from"A-1". The surrounding properties zoning and land uses are as VICINITY: follows: North: Industrial business, such as Aim Transportation Services and Masterbrand Cabinets, zoned"M-2" Heavy Industrial District. East: Black Hawk Creek, and Vacant land, zoned`B-P"Business Park District. South: University Avenue and Hope Martin Memorial Park, zoned "A-1"Agricultural District. West: Single family residences and commercial buildings, zoned"R- 2" One and Two Family Residence District, "C-P"Planned Commercial District, and"C-2" Commercial District BUFFERS REQUIRED/ No buffering would be required as part of this request. NEEDED: DRAINAGE: No drainage is required as part of this request, but will be required when development occurs on the lot. Minor Plat of Austin's Plat Page 206 of 412 May 13,2025 Picture 1: Looking southwest along Black Hawk Road toward University Avenue. 1 f: f r i k Picture 2: Looking southwest toward the intersection of Black Hawk Road and Paul Avenue. Minor Plat of Austin's Plat Page 207 of 412 May 13,2025 Picture 3: Looking • • • toward the Black Hawk Creek levee. x � . Picture 4: Looking northeast along Black Hawk Road toward vacated Falls Avenue. Minor Plat ofAustin's Plat 1 �/T aP� �� SYS•S `r ��I .4 r i�r� 4r.. [� � 3. ,r�. Page 0 i of 412 May 13,2025 gra Picture 5: Business at 122 Black Hawk • • Who—,, ryr Picture 6: �� sr �� `i y. w�f��Y'�T '�°��`��d �,�� J ' 1�'r�.yl �,C� 'ly♦ +.�� i t ✓ ` ". - r Looking northwest at businesses along Falls Avenue. Minor Plat ofAustin's Plat Page '• of 412 May 13,2025 DEVELOPMENT The homes by the property in question were built between 1914 and HISTORY: 1962. The commercial buildings were built between the 1950's and 1990's. FLOODPLAIN: The property is protected by a levee, as indicated by the Federal Insurance Administration's Flood Insurance Rate Map, Community number 190025 and Panel Number 0301F, dated July 18, 2011. PUBLIC/OPEN There are no schools in the nearby vicinity. The Hope Martin SPACES/SCHOOLS Memorial Park is directly south of the property. UTILITIES: WATER, There is a 21" sanitary sewer line on the property, as well as a 24" SANITARY SEWER, storm sewer line. Easements are being dedicated as part of the plat. STORM SEWER, ETC. Along Black Hawk Road there are storm sewer lines ranging from 21" to 18" in size. There is also a 21" sanitary sewer line and a 6"water main line. RELATIONSHIP TO The Future Land Use Map designates this site as Parks, Open Spaces, COMPREHENSIVE Schools, Hospitals, Government Facilities, Public areas, and Airports. LAND USE PLAN: The land was bought when flood protection improvements were occurring, and this land is not needed for flood protection. The Comprehensive Plan is designed to be a guide, not a blueprint for overall development and planning of the community. STAFF ANALYSIS— The applicant is requesting a minor plat to create two lots in the"C-P" ZONING ORDINANCE: District. The lots will be approximately 1.6 acres in size. The total area that will be platted is 2.85 acres. The lot will contain 2 new easements. One is a 20'wide sanitary sewer easement. The other is a 20'wide storm sewer easement. The property line closest to Black Hawk Creek will be 15' away from the toe of the flood levee. The Edison neighborhood is adjacent to the property in question, and was notified of this minor plat request. TECHNICAL REVIEW The Engineering department noted that a sidewalk along University COMMITTEE: Avenue should be required in the deed of dedication, and a sidewalk along Black Hawk Road could be decided later in the Site Plan Amendment process once that is needed. STAFF ANALYSIS — The Subdivision Ordinance requires that Plat submissions include SUBDIVISION such criteria as boundaries of property,proposed streets, easements, ORDINANCE: and widths of right-of-way, utility locations, contours as well as surrounding land uses. The plat does not contain all the details required, however given the minor nature of the split, the additional information would not appear to be needed, as the plat is in accordance with the intent of the subdivision ordinance. Criteria that are shown on the plat include utility locations, right-of-way widths, easements, boundaries, and nearby subdivisions. Minor Plat of Austin's Plat Page 210 of 412 May 13,2025 STAFF Therefore, staff recommends that the request by the City of Waterloo RECOMMENDATION: for the Minor Plat of Austin's Plat, a two-lot commercial subdivision in the "C-P"Planned Commercial District located east of 122 Black Hawk Road be approved for the following reasons: 1. The plat is in accordance with the intent of the Subdivision Ordinance. 2. The plat will create two buildable parcels for future growth. Minor Plat of Austin's Plat Page 211 of 412 City of Waterloo Planning, Programming and Zoning Commission May 13, 2025 ■ - � III � � Eklk I � - �� -- , . �� ►�� ,ice �� _ I�r.! t1► 11111111 1■■ Ili -„�■��.� - '��■; �_ D��i City of Waterloo City of Waterloo Planning, Programming and Zoning Commission May 13, 2025 Q <�s .JR-. ql'F O J� yP PJB 6; UNIVERSITYAVE Area to be platted Sources:Esri,TomTom,Garmin,FAO,NOAA,USGS,©OpenStreetMap contributors,and the GIS User Community N Austin's Plat w E Plat s City of Waterloo Austin' s Plat Cn 0nN -V A Part of Lot 44 Auditor Rainbow' s G ; 0 < v West Side Plat , City of Waterloo, v o -0rD a a County of Black, State of Iowa v a s O O m O (D m n N n h O Cn n M n n o Z u, Z ° ° OO O ° K ° rD Stones' Addition O o ro m c o A Replat of Part of ^� CL o o Rns Found CD _ < 3 A A m m o "Westfield" and "Vaughn Subdivision" �_ A FZ?bar/YellowRactic(gyp Can Not Fuad O © 2 Farce I "D" P I at 0 � < o a B 1"Rpe of Survey File oe O v 0 m rD °O Ln °O ° C 1"RnchR e 1 x 201 7-00004 03 9 x< C7 a' — ( < D D 1/2"F�barP F xcc e°Z G v Vo o g ° a E 9mal I"T"Post o /s L 6 7 /oJ< �_ n w L m o x 07 F 1"RnchRpe qFG xed v (D ° v rD X- A o G 1"R nch R pe Bent 4e rR o�� 7 �0°0�3 D n a o m �' H 1"RnchRpe �`y O ��oK, / 3 m ° a ° Ln 1 1/2"Febar not on Line Pa Ace l O �o^ e C �o a x` 1P cGDLn J 1"R pe Yel I ow R asti c Ca p No.3862 K 1/2"Febar Survey Plat rD 00 N o o rD Misc. Bk. 242, Part of 0 P.O.C. s2 c L 5/8"Fbbar/ID0TAum.C'a'p Page 671 Lot 42 See Note 9 � A � o o Ll! M 1/2'Febar/YellowRasticQpNo.8033 PcrBcel N N m C N P.O.B. U`1 ni Parcel N Part of Lot 42 F Auditor 05 o p H Rainbow's West Sideex Plat <e Sx /sew / O i � it°ry i ,: Original Toe M 3 © alf- New V_- of F I oo Levee + 2 0 100 200 O o i Austin's Plat Note: OI The P.O.C. (Point NO. 1 ) is the most / Lot 1 15' Offset from Easterly corner of Lot 42 in Auditor O 8 6,3256 S.F. © ;� Original Toe Rainbow's West Side Plat , also ti0 New of Flood Levee being the most Easterly corner SCALE 1" = 200' Hagerman Place J z0'wrae s+o_ of Parcel "B" of Lot 42 in Auditor W / k. 34 ti� $ems° Easement /' — _ Rainbow's West Side Plat b `La Part of Lot 2 ® 6 Recorded in Misc. Book 242 0 P O Lot 44 60,852 S.F. " Page 671 in the Office of the tiL auditor Rainbow's 09 Black Hawk Count Recorder West Side Plat y .....; sFo (D L Cn11 ocm 7 M Present SE' ly '•......... 0- R-O-W Line Black Hawk Road � Present N' ly E! S a N R-O-W Line ° University Avenue University Avenue " 3 N 210 R-O-W l m 3 N C:) 3 — � vEi 2 Area Table = Set 1/2" Rebar/YeIIow Plastic Cap No. 8505 Austin's Plat Square Feet Acres " N Lot 1 Minus Easements 110,366 2.54 Note: See Sheet 2 of 3 for Description and Bearing/Distance Tables Storm Sewer Easement 6,153 0.14 N E E See Sheet 3 of 3 for Easement Locations and Utilities Sanitary Sewer Easement 7,589 0.17 a Q Zoning is C-P N Total Area Lot 1 124,108 2.85 0 N � N � age o Austin' s Plat Part of Lot 44 Auditor Rainbow' s West Side Plat , City of Waterloo, County of Black, State of Iowa BEARING/DISTANCE AUSTIN'S PLAT 1 TO 2 S 59 52 ' 00 " E 83.13' 10 TO 11 N 88 46 10 " W 477.74' 2 TO 3 S 30 08 ' 00 " W 11.17' 11 TO 12 N 52 51 ' 25 " E 301.05' 3 TO 4 S 19 30 ' 05 " E 60.42' 12 TO 13 N 52 44 ' 41 " E 287.39' 4 TO 5 S 20 17 ' 57 " W 107.11' 13 TO 14 R=160.52' L=47.18' 5 TO 6 S 24 48 ' 55 " W 148.45' LC=N 60°59'44"E 47.02' 6 TO 7 S 31 38 ' 00 " W 47.03' 14 TO 15 N 69 ° 03 ' 13 " E 1 41.49' 7 TO 8 S 22 55 ' 15 " W 29.56' 15 TO 3 R=238.85' L=102.91' 8 TO 91 S 12 20 ' 30 " W 43.58' LC=N 50°51'33"E 102.11' 9 TO 101 S 21 00 ' 04 " W 70.79' BEARING/DISTANCE LOT 1 3 TO 4 S 19 30 ' 05 " E 60.42' 18 TO 12 N 52 51 ' 25 " E 1 15.94' 4 TO 5 S 20 17 ' 57 " W 107.11' 12 TO 13 N 52 44 ' 41 " E 1 287.39' 5 TO 6 S 24 48 ' 55 " W 148.45' 13 TO 14 R=160.52' L=47.18' 6 TO 7 S 31 38 ' 00 " W 47.03' LC=N 60°59'44"E 47.02' 7 TO 16 S 22 55 ' 15 " W 4.06' 14 TO 15 N 69 ° 03 ' 13 " E 1 41.49' 16 ITOI 171 N 83 27 ' 09 " W 1 262.52' 15 TO 3 R=238.85' L=102.91' 17 ITOI 181 N 59 15 ' 09 " W 1 39.75' LC=N 50°51'33"E 102.11' BEARING/DISTANCE LOT 2 10 TO 11 N 88 46 10 " W 477.74' 16 TO 8 S 22 55 15 " W 25.51' 11 TO 18 N 52 51 ' 25 " E 285.12' 8 TO 9 S 12 20 ' 30 " W 43.58' 18 TO 171 S 59 15 ' 09 " E 39.75' 9 TO 10 1 S 21 00 ' 04 " W 70.79' 17 TO 161 S 83 27 ' 09 " E 262.52 Description: Austin's Plat Part of Lot 44 of Auditor Rainbow's West Side Plat, City of Waterloo, County of Black Hawk, State of Iowa, more particularly described as follows. Commencing at the most Easterly corner of Lot 42 in said Auditor Rainbow's West Side Plat, also being the most Easterly corner of Parcel "B" of said Lot 42 that is shown on a Plat of Survey that is recorded in Miscellaneous Book 242, Page 671 in the Office of the Black Hawk County Recorder; thence South 59052'00" East (assumed bearing for the purpose of this description)along the Southeasterly Prolongation of the Northeasterly line of Lot 42 and the Northeasterly line of Said Lot 44, a distance of 83.13 feet; thence South 30008'00" West, 11.17 feet to the Point of Beginning; hence South 19030'05" East 60.42 feet to a line that is 15.00 feet offset Westerly from the original toe of the flood levee; thence South 20017'57" West along said Westerly line, 107.11 feet; thence South 24048'55" West along said Westerly line, 148.45 feet; thence South 31038'00" West along said Westerly line, 47.03 feet; thence South 22055'115" West along said Westerly line, 29.56 feet; thence South 12020'30" West along said Westerly line, 43.58 feet; thence South 21 000'04" West along said Westerly line, 70.79 feet to the present Northerly right-of-way line of University Avenue; thence North 88046'110" West along the present Northerly right-of-way line of University Avenue, 477.74 feet to the present Southeasterly right-of-way line of Black Hawk Street; thence North 52051'25" East along the present Southeasterly right-of-way line of Black Hawk Street, 301.05 feet; thence North 52044'41" East along the present Southeasterly right-of- way line of Black Hawk Street, 287.39 feet; thence Northeasterly along a 160.52-foot radius curve concave Southeasterly and having a 47.02-foot long chord bearing North 60059'44" East, 47.18 feet (arc Length); thence North 69003'113" East, 41.49 feet; thence Northeasterly along a 238.85-foot radius curve concave Northwesterly and having a 102.11-foot long chord bearing North 50051'33" East, 102.91 feet (arc length)to the Point of Beginning. Containing 124,108 Square feet or 2.85 Acres. A=COM Sheet 2 of 3 Page of 4-12 Austin' s Plat Part of Lot 44 Auditor Rainbow' s West Side Plat , City of Waterloo, County of Black, State of Iowa xL Easements and Utilities 0 J O -F03-------- Fiber Optic Line o� -sa -------- Sanitary Sewer -s..s.-------- Storm Sewer BEARING/DISTANCE NEW 20'WIDE - - -------- Water Line is q STORM SEWER EASEMENT - ° ---------- Gas Line A ITOI B I N 52 ° 51 ' 25 " E 263.53' O WV Water Valve \ \/ B TOC IN 52 51 ' 25 " E 21.59' ® Intake < // C TO DI S 59 15 ' 09 " E 39.75' Manhole DTOE S 83 27 ' 09 " E 262.52' Power Pole \ / E TO F I S 22 ° 55 ' 15 " W 20.85' 0 Property Pin Set F TOG N 83 27 ' 09 " W 260.93' ;� v G TO B N 59 15 ' 09 " W 52.17' Electric s Overhead BEARING/DISTANCE NEW 20'WIDE SANITARY SEWER EASEMENT - i !"i © CO A TO H N 52 51 ' 25 " E 301.05' \ Mme H TO I N 52 ° 44 ' 41 " E 15.74' i" Eose I TO J N 52 ° 44 ' 41 " E 80.79' e J TO K N 67 ° 04 ' 41 " E 349.72' _'' i 'i or y K TO L S 20 17 ' 57 " W 27.45' ,' !,"� �Sor Ori g i na l Toe L TO I S 67 ° 04 ' 41 " W 409.19' 6e, ----of F ood Levee -' Ne`� Austin's Plat / H (D Lot 1 15' Offset from 0 0 Original Toe of Flood Levee © New 20' Wide,,.=._ - —�_ Sewer Easementrm / F 0 60 120 SCALE 1" = 120' A WV,' University Avenue ACOM Sheet 3 of 3 Page of 4-12- i relz�_ o CITY OF WATERLOO PLANNING AND ZONING � • COMMISSION - REQUEST FOR PLATTING � PRELIMINARY OR MINOR 1.APPLICATION INFORMATION: {-(� 1 a. Applicant's Name—justness Name if Applicable(please print): Cti��1 0Vl��rDa Address: '7 Ig M+,l err SA. Phone: 3 IQ-?_6C_J--X1366 City: a cr rd6 State: Zip: 5-6 2D3 Email: b. Status of Applicant: (a)Owner (b)Other_(CHECK ONE):If other explain: c. Property Owner's Name if different than above(please print): Address: Phone: City: State: Zip: Email: 2.PREPARER INFORMATION: ``` a. Preparer's Business Name(please print): Avco Primary Pre arer's Name: /u:chart X K, f:" C_ Phone: E-mail: 3.PROPERTY INFORMATION: a. Name of Plat: Au51,n s b. General Location of Property: GA 12 Z 13 jccIIJ/< 4w c c. Area of Proposed Plat: 2 res d. Zoning District(s): C fJ 4.OTHER DOCUMENTATION: a. Preliminary Deed of Dedication(prefered but not required) b. Overall Street Plan(if applicable) c. Six(G)copies of the Preliminary Plat which are in conformance with Section 11-3-2 of the Subdivision Ord.(also submit a digital copy of the plat in PDF format) 5.PUBLIC IMPROVEMENTS a. Costs(estimated)for any public improvements: Total Cost Estimate Storm Sewer $ Sanitary Sewer $ Paving $ Land Dedicated $ TOTAL $ The Request Fee of$300+$10 per lot(payable to the City of Waterloo) is required. This fee is non-refundable. PLEASE NOTE: The City of Waterloo will never email you asking to pay via electronic means. The City of Waterloo Community Planning and Development only accepts checks or cash at our office. Under no condition shall said sum or any part thereof be refunded for failure of said request to be a proved. Any major change in any of the info n given will require that the request go back through the p ce ,with a new Request Fee. The undersig d cern under oath and under the penalties of perjury that al mfor, at on this request and submitted alo g with it s true and correct. Al] information submitted will be sed by e Waterloo Planning, • rant ' g and Zon' ommission and the Waterloo City cr i a ng t e' ision. The ttnde geed au h riz ity i fficials to enter the property in restion i -eg s to nest. Signature of Applicant Date Signature of Owner Date Page 217 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Request by Harold-Reicks Surveying on behalf of Gregory H. Steffen for the minor plat of Parcels C & D in the "R-2" One and Two Family Residence District located southeast of 4192 Logan Avenue. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION The applicant is requesting a minor plat to create two building lots in order to construct single-family homes. The property was rezoned by Ordinance 5569 in 2020 in order to construct a new single- family home in addition to the existing home on the property that was built in 1930. The Conditions of Zoning included a provision that the property owner would need to return to the Planning, Programming, and Zoning Commission and City Council for a Site Plan Amendment for additional homes which was approved by Ordinance 5785 on April 21, 2025. The proposed new home lots do meet the requirements of the "R-2" One and Two Family Residence District and they would be keeping with the Future Land Use Map which designates this area as Low Density Residential. The Planning, Programming, and Zoning Commission voted 8-0 to recommend approval of the request. NEIGHBORHOOD IMPACT The proposal would not appear to have a negative impact on the surrounding area. The area is currently made up of a storage business at the corner of Big Rock Road and Logan Avenue, residences, and agricultural. DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS Page 218 of 412 The item was presented to the Planning, Programming, and Zoning Commission at its July 8, 2025, meeting and was recommended for approval by a vote of 8-0. SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION Parcel C in the Southwest Quarter of the Southwest Quarter of Section 36, Township 90 North, Range 13 West of the 5th P.M., City of Waterloo, Black Hawk County, Iowa, and more particularly described as follows: Commencing at the Northwest Corner of said Quarter-Quarter Section; Thence South 00°58'49" East, 496.74 feet along the West Line of said Quarter-Quarter Section Line to the North Line of a Deed Description, as recorded in Document Number 2004-16236, on file in the Black Hawk County Recorder's Office, Waterloo, Iowa; Thence North 89°40'21" East, 348.04 feet along said North Line to the Northeast Corner thereof, also being the Point of Beginning; Thence continuing North 89°40'21" East, 145.15 feet along the Easterly Extension of said North Line; Thence South 00°58'49" East, 495.09 feet to the North Line of a Deed Description, as recorded in Document Number 2008-20124, on file in the Black Hawk County Recorder's Office, Waterloo, Iowa; Thence South 89°32'33" West, 34.77 feet along said North Line to the Northwest Corner thereof; Thence North 01'05'05" West, 33.47 feet along the East Line of a Deed Description, as recorded in Book 559, Page 464, on file in the Black Hawk County Recorder's Office, Waterloo, Iowa to the Northeast Corner thereof; Thence South 89°32'33" West, 109.84 feet along the North Line of said Deed Description to the Northwest Corner thereof; Thence North 01'02'21" West, 461.96 feet along the East Line of said Deed Description, as recorded in Document Number 2004-16236 to the Point of Beginning. Containing 1.56 Acre(s), subject to any easements recorded or unrecorded. Parcel D in the Southwest Quarter of the Southwest Quarter of Section 36, Township 90 North, Range 13 West of the 5th P.M., City of Waterloo, Black Hawk County, Iowa, and more particularly described as follows: Commencing at the Northwest Corner of said Quarter-Quarter Section; Thence South 00°58'49" East, 496.74 feet along the West Line of said Quarter-Quarter Section Line to the North Line of a Deed Description, as recorded in Document Number 2004-16236, on file in the Black Hawk County Recorder's Office, Waterloo, Iowa; Thence North 89°40'21" East, 493.19 feet along said North Line and the Easterly Extension thereof, to the Point of Beginning; Thence continuing North 89°40'21" East, 145.15 feet along said Easterly Extension to the East Line of Parcel A, as recorded in Document Number 2021-27284, on file in the Black Hawk County Recorder's Office, Waterloo, Iowa; Thence South 00°58'49" East, 494.77 feet along said East Line to the North Line of a Deed Description, as recorded in Document Number 2011-22996, on file in the Black Hawk County Recorder's Office, Waterloo, Iowa; Page 219 of 412 Thence South 89032'33" West, 145.15 feet along said North Line and the North Line of a Deed Description, as recorded in Document Number 2008-20142, on file in the Black Hawk County Recorder's Office, Waterloo, Iowa; Thence North 00°58'49" West, 495.09 feet to the Point of Beginning. Containing 1.65 Acre(s), subject to any easements recorded or unrecorded. ATTACHMENTS 1. Staff Report - SE of 4192 Logan 2. Overview Map - SE of 4192 Logan Avenue 3. Aerial Map - SE of 4192 Logan Avenue 4. Plat Page 220 of 412 July 8,2025 REQUEST: Request by Harold-Reicks Surveying on behalf of Gregory H. Steffen for the minor plat of Parcels C & D in the "R-2" One and Two Family Residence District located southeast of 4192 Logan Avenue. APPLICANT: Greg Steffen, 4192 Logan Avenue, Waterloo, Iowa 50703 GENERAL The applicant is requesting the minor plat of two lots in order to DESCRIPTION: construct single family homes. IMPACT ON The proposal would not appear to have a negative impact on the NEIGHBORHOOD & surrounding area. The area is currently made up of a storage SURROUNDING business at the corner of Big Rock Road and Logan Avenue, LAND USE: residences, and agricultural. VEHICULAR & The request would not appear to have a negative impact on PEDESTRIAN vehicular or pedestrian traffic movements in the area as the home TRAFFIC will be served by Logan Avenue/US Highway 63 which is classified CONDITIONS: as a Principal Arterial. RELATIONSHIP TO There is currently no sidewalks or trails in the area. There is long RECREATIONAL term plans for a trail along US Highway 63/Logan Avenue but it is TRAIL PLAN AND not currently budgeted. COMPLETE STREETS POLICY: ZONING HISTORY The area is zoned "R-2" One and Two Family Residence District FOR SITE AND and has been zoned as such since the adoption of Ordinance No. IMMEDIATE VICINITY: 5569 on August 17, 2020, which rezoned the property from "A-1" Agricultural District to "R-2". Surrounding land uses and their zoning are as follows: North — Residential and Agricultural zoned "R-2" One and Two Family Residence District and "A-1"Agricultural District. South — Residential and Commercial zoned "A-1"Agricultural District and "C-2" Commercial District. East —Agricultural zoned "A-1"Agricultural District. West — Residential, Logan Avenue, and Agricultural zoned "C-2" Commercial District and "A-1"Agricultural District. DEVELOPMENT Homes in the area were built between 1879 and 2021 and HISTORY: commercial properties built in 2006. BUFFERS/ No buffers would be required for this request. SCREENING REQUIRED: DRAINAGE: Platting the land would not appear to have a negative impact on drainage in the area. East of 4192 Logan Avenue—Minor Plat Page 1 of 4 Page 221 of 412 July 8,2025 Si s h Picture 1:New home that was built in 2021 to the north of the site to be platted. . IL _ w Picture 2:Area where the two homes are proposed to be built. East of 4192 Logan Avenue—Minor Plat Page 2 of 4 Page 222 of 412 July 8,2025 FLOODPLAIN: The property is not located in a special Flood Hazard Area as indicated by the Federal Insurance Administration's Flood Insurance Rate Map, Community Number 190025 and Panel Number 0187G, dated May 8, 2024. PUBLIC /OPEN There are no schools or open spaces located in the area. SPACES/ SCHOOLS: UTILITIES: WATER, There are no utilities currently in the area. The nearest utilities are SANITARY SEWER, located in Big Rock Road. The new homes will have to utilize a well STORM SEWER, ETC: and septic system but would be required to hook onto public sewer and water if it would become available in the future. RELATIONSHIP TO The Future Land Use Map designates this area as Low Density COMPREHENSIVE Residential. LAND USE PLAN: STAFF ANALYSIS — The applicant is requesting a minor plat to create two building lots ZONING in order to construct single-family homes. The property was ORDINANCE: rezoned by Ordinance 5569 in 2020 in order to construct a new single-family home in addition to the existing home on the property that was built in 1930. The Conditions of Zoning included a provision that the property owner would need to return to the Planning, Programming, and Zoning Commission and City Council for a Site Plan Amendment for additional homes which was approved by Ordinance 5785 on April 21, 2025. The proposed new home lots do meet the requirements of the "R- 2" One and Two Family Residence District and they would be keeping with the Future Land Use Map which designates this area as Low Density Residential. STAFF ANALYSIS — The plat does include a legal description, property lines: SUBDIVISION dimensions, date, certificate of survey, and proper lot sequence. ORDINANCE: While it does not meet all the requirements of the preliminary and final plat, given the minor nature of the plat, the additional information would not appear to be necessary. TECH REVIEW Iowa Department of Transportation emailed asking if there would NOTES: more development than these two homes and asked what was meant by a MUTCD sign to which Dornoff responded that additional development would require a full platting process and the extension of sewers which would be very expensive and emailed IDOT a sample of the sign which they said was satisfactory. IDOT also asked for verification that the driveway is currently addressed as 4192 Logan Avenue, to which Dornoff responded it was. East of 4192 Logan Avenue—Minor Plat Page 3 of 4 Page 223 of 412 July 8,2025 STAFF Therefore, staff recommends that the request by Harold-Reicks RECOMMENDATION: Surveying on behalf of Gregory H. Steffen for the minor plat of Parcels C & D in the "R-2" One and Two Family Residence District located southeast of 4192 Logan Avenue be approved for the following reasons: 1. The request would not appear to have a negative impact on traffic conditions in the area. 2. The request would not appear to have a negative impact upon the surrounding area with the conditions being met below. 3. Homes to the north are zoned "R-2" One and Two Family Residence District and the zoning to the south is "C-2" Commercial District. 4. The request will allow for two new single-family homes. 5. The request would appear to meet the intent of the Zoning Ordinance. With the following conditions: 1. That the homes be hooked up to sewer and water if they are extended to the area in the future. 2. That an approved directional sign be installed along Logan Avenue. East of 4192 Logan Avenue—Minor Plat Page 4 of 4 Page 224 of 412 City of Waterloo Planning, Programming and Zoning Commission July 8, 2025 R-2 A-1 R-2 63 W BIG ROCK RD E BIG ROCK RD C-2 R-4 0 C-1 R-1 A-1 R-1 LLd N Southeast of 4192 Logan Avenue w E Minor Plat s Harold-Reicks Surveying on behalf of Gregory H. Steffen City of Waterloo Planning, Programming and Zoning Commission July 8, 2025 4192 Logan Avenue Area to be Platted 63 W BIG ROCK RD E BIG'ROCKRD Sources:Esri,TomTom,Garmin,FAO,NOAA,USGS,©OpenStreetMap contributors,and the GIS User Community W+N Southeast of 4192 Logan Avenue E Minor Plat s Harold-Reicks Surveying on behalf of Gregory H. Steffen Index Legend Prepared by 8,Returned to:Isa$ah b!.Relcks,PLS 22468 HR5,LLC-2206 East Bremer Avenue,Waverly to 50$77 Proprietor:Gregory H.Steffen Requested By:Gregory H.Steffen County:Black Hawk - - - city:%Vatertoo Sec 6(s)i-Township-Range:36-T9Uf1.R13W Aliquot Part(S):SVI 1/4-SW 114 This Pfat has been reviewed by the Gty of Waterloo, Zoning Administrator for the City of Waledoo Date Plat ofsurvey Parcel C&Parcel D in the SW 114-SW 114 of Section 36-T90N-R13W, City of Waterloo,Black Hawk County,Iowa. 3- V. MARQirS 2[)5'7 I, R L.,_1 CNS RD€ 10 11 12 �g4 W - # ( a m CEDAR- WAFT 57 ti 1 CEDAR- WAPSF ROW srxow k 1 1 wwAnId)) �RE � •I 18 tl \I 18 15 H 13 i' elrtrtav L, --- Werttcto t T l V O N 8 l k - 1 14 AO E �, �'IJ,V19 24 ?2 f 1�1 26 U 9 t aR,iu,,Survey LocagiorrlmuRKV I t VZ -- �1� w,rmvroo � } N R1 3 W � LEGEND =Section Corner Found rv'r Map Not to Scafe hlap Courtesy of the Iowa Department of Transportation Q =Set 519.0 Rebar rY YPC PLS 22468 h1tP:11mvw,iawadot.govlmaps/ ® =Fd.518"0 Rebar w/YPC PLS 22468 Basis of Bearing; m The Coordinate Basis for this survey and the subsequent =Fd.1"0 Iron Pipe w Oasis of Beanng Is the Iowa State Plane Coordinate 0 =Fd.1"¢Pinched Iron Pipe o System North Zone(1401)Horizontal Contmf NAo 83 r (1996),Verl,cal Controi NAVD88(Geoid 03). =Fd.1"0 Iran Pipe 1•r/YPC PLS 3862 Control was acquired by localizing tato the =Fd.1/2"0 Recur vi/YPC PLS 9961 3 black Hawk County GPS Control System uOUzing Pcfrits s IIB,I19,123,124,12T,132,and 133.Projected from r ® =Fd,112.0 Rebar the crass of 118-133&119-132. (9f u Scale factor 1.0000938317 applied. =Fd.314.0 Pinched Iron npe g Projection Point: CADD Northing 3675756110' =Fd.11210 Rebar yr/OPC Pts 6505 p = _ Fasting=5241057..101' =Survey Boundary tine Notes: X17 =Existing Fence Line E see Sheet 1 for location Map. See Sheet 1-3 for Section Control&Survey details. - RPC,YPC,OPC,BPC=Red,Yeleow,grange,aloe PlastEc Cap N See Sheets 4for legal desrnptioas. tS' (0.00') =Recorded Dimension b Isurvey was completed on June 3,2025.=1 FB:Black Hawk 10,Pgs,44-46 h16L Project Number:2020-526 I hereby certify that this land surveying document was prepared and the related survey work was 3 �I I�IV, vela~, rrn performed by me or under my direct personal o �_® H�`��r_Re2C-/� G;;• '•.•,r� supervision and that I am a duly licensed Land ��", - -u��f �, y• tSAIAH fd.:7 Sybvlwyot-under the laws oP a State of Iowa. w f ;n p. REtCKS.,...: o-�, 22468 ;o � Isaiah M.Relcks pate: # New Hampton Waverly Ctearlake ''••••••' License number 22466 f 641-394-2715 319.483.5187 641-231-8092 t o yr n My license renewal date is December 31,2025. www.hrsurveytng.com Sheets covered by this seal: 1-4 Page 227 of 412 Plat of Survey Parcel C&Parcel D In the SW 1/4-SW 1/4 of Section 36-•T90N-R13W, City of waterloo,Black Hawk County,Iowa. MW Comer SWI/4-SW 1/4 Section 36-90-13 Fd.10 bronze Survey Mariner PLS 22468 Rec.Doc. ;12020-214461 N 89°41'05"E 2658.66' 2020.32' 1 311.12' 327.22' �• . 1 ! Section Une NE Comer Peed flescrfptlon 1 SE 1/4-SW 1/4 o Rec.Doc.A'2004^21411 oqp Section 36-90-13 6 oN Fd.5/8'0 Rebar . 140.()0' '0 aL Ef' w/2"O Alum.tap 311,10' z 00 � 1F � PLS 22468 266.62' l II6.59'-. 5(0 4ZL� Rec,Doc. 353.20' #2020-21442 o. t¢69°41'05°E 397.70' -�S N 89°41'0E 5' 353.26' -r $ --- ._.._.. �.. � :::::::::. o; 303.29' { f •i.:::'.' aio � 6ti 589°41'05"WJ ••.:�: NN 010 h NVQ] $O.OD' >: I':...•�: V] q�gyc._ n N n M$ Ingress-E9re5S N ••::H•: •5T' in z Easemeirt !`� E:..•:::. q- IDOT Right-of-way Plat ,'.�rPi ........: N 89°40'21"E Ret.Rk,to 547,Rg•716 0 __.,.1• ! 240.35' 4 493.19' z ` y 348.04' •.ab,ao`� 1 1• 3D3,44' ..� - a115.00'- 1813.44' 29 0' !( ! 1 nt of ' Aa 1iJ' N 89°40'21'E i o Polt oI Paint of ro aegfnning aeglnning i4A' Parcel C Parcel D S�4 .6] 1 �. --- -------------------- er�ac 16, 30 3 5" h w fh ----------- V t Ifj -- e(rU" a a z ili•le�l OtiS1 a � � 5 to Parcel C Parcel D N O v 589°32`3 °W 109.84' 5 85132'33'W4 ' 360.06' �. y 179.92' m j 19.63'- 4D` ;4 1 1zz___,V N th Ge r. m ca 4 44p� M qO - M 4O� (11 ry N N N N ci Q M p }+ U1 11 4� b � W �� q � � �i a M In Ss?4 �a0� n$r o a inn i3 -Nh, R b Fd,hionument m 1r" v y n no�-, 1.63'North of O P-� a x� " N ?., N ' Right-oi Way Une 3 3100ROW r N 89°40'21"E 1 w M. � 1 1 '109.90' r 119.99'�. 119.76' 120.00' 33.00` J 33.40' 1 33.00' 1 33.00' 1 33.00' 1 . .SecNoo Une - - 349.17` T --tog. I '+119.90'� -�119.E8' SW Comer '` eg Section 36-90-13 5 89°49'21`W 2651.16' S 1/4 Comer Fd.MAG Spike East gig Rack Road Sedion 36-90.13 § w/Sialntess SIM Fd,5/8'0 Rebar cg Washer PLS 22293 W/21O Atum.Cap o Rec.Doc. PtS 72468 02020-20854 Rec.Doc. 75' 75 1 0' 309' 82020-21443 I Q nI Scale-1 Inch=150 R. J H--w-&ew-kH Hurvcv_aa'r_a,-I=U East 6/? RYLJN/P..UA2V r'-V G9 X77.Phi aV-' 33tf�7 Sheet:2 Page 228 of 412 Plat of Survey Parcel C&Parcel D in the SW 1/4-SW 1/4 of Section 36-790N-R13 W, City of Waterloo,Slack Nawk County,Iowa. N 89'40'21'E 290.38' l145.!5' '•t 145.!5' Paint of Point of Beginning Beginning Paftel C Parcel D o o 16 m 5�e'18�6�y0• 0� — ,rst�,162 ,Ib.S --e, --- Parcel C Parcel D 5� 0 9°G Total Area.,1.96Acre(s)} Total Area 1.65Acre(s} ' P qts fys 3 4n q91, ry m � a 0 o e N d r w w �. lis 69°32'33°W 10-9.6-4' Fence is 6' North of . 70")5335,.47' 'WAroAerty Caraer 145.15'41 •S 89°32'33'W 179.92' q d 55y' Northo( to0- ptyon,, -j PCom� eeb Q�D1k7. �d0org96 g or � U O Sca$e-1[rich-60 R. f7erotd-F?Mcchw.Sro^yevow I=ng bast'Bramm,/7&em A%ll/avar)U 195657'7,P/0- SQ93 5f97 Sheet 3 Page 229 of 412 Plat of Survey Parcel C&Parcel D in the SW 1/4-SW 1/4 of Section 36-T90N-R13W, City of Waterloo,Black Hawk County,Iowa. Legal Description (s): Parcel C in the Southwest Quarter of the Southwest Quarter of Section 36,Township 90 North, Range 13 West of the 5th P.M.,City or Waterloo,Black Hawk County, Iowa,and more particularly described as follows: Commencing at the Northwest Corner of said Quarter-Quarter Section; Thence South 00058'49" East,496.74 feet along the West Line of said Quarter-Quarter Section Line to the North Line of a Deed Description,as recorded In Document Number 2004-16236,on file In the Black Hawk County Recorder's Office,Waterloo,Iowa; Thence North 89040'21"East,348.04 feet along said North Line to the Northeast Corner thereof,also being the Point of Beginning; Thence continuing North 89040'21" East, 145.15 feet along the Easterly Extension of said North Line; Thence South 0005B'49" East,495.09 feet to the North Line of a Deed Description,as recorded in Document Number 2008-20124,on file in the Black Hawk County Recorder's office,Waterloo,Iowa; Thence South 69032'33"West,34.77 feet along said North Line to the Northwest Corner thereof; Thence North 01005'05"West,33.47 feet along the East Line of a Deed Description,as recorded in Book 559,Page 464,on file in the Black Hawk County Recorder's office,Waterloo,Iowa to the Northeast Corner thereof; Thence South 89032'33"West,109.84 feet along the North Line of said Deed Description to the Northwest Corner thereof; Thence North 01002'21"West,461.96 feet along the East Line of said Deed Description,as recorded In Document Number 2004-16236 to the Point of Beginning. Containing 1.56 Acre(s),subject to any easements recorded or unrecorded. Parcel D in the Southwest Quarter of the Southwest Quarter of Section 36,Township 90 North, Range 13 West of the 5th P.M.,City of Waterloo, Black Hawk County,Iowa,and more particularly described as follows: Commencing at the Northwest Corner of said Quarter-Quarter Section; C Thence South 00058'49"East,496.74 feet along the West Line of said Quarter-Quarter Section Line to the North Line of a Deed Description,as recorded in Document Number 2004-16236,on file in the Black Hawk County Recorder's Office,Waterloo,Iowa; Thence North 89040121" East,493.19 feet along said North Line and the Easterly Extension thereof,to Cb the Point of Beginning; _ m Thence continuing North 89640'21"East,145.15 feet along said Easterly Extension to the East Line of g Parcel A,as recorded In Document Number 2021-27284,on file In the Black Hawk County Recorder's x Office,Waterloo,Iowa; Thence South 00058'49"East,494.77 feet along said East Line to the North Line of a Deed Description, as recorded In Document Number 2011-22996,on file in the Black Hawk County Recorder's office, 3 Waterloo,Iowa; o Thence South 89632'33"West,145.15 feet along said North Line and the North Line of a Deed y Description,as recorded in Document Number 2008-20142,on file In the black Hawk County Recorder's E Office,Waterloo,Iowa; 0 Thence North 00°58'49"West,495.09 feet to the Point of Beginning. d Containing 1.65 Acre(s),subject to any easements recorded or unrecorded. 5 o' 3 Note: The Bearings and Distances Indicated In this Legal Description are to the Monuments "Found or Set"as Indicated on the attached"Plat of Survey"and the calls along the courses _ in this Description are to those Monuments as Indicated, References are hereby made to the Recorded Documents as Indicated on this Plat of Survey. J Ha m,w-Hew*o -VeLArw =1005 East Efwvnw-Rvts'u&-&bva k�07 545577,Phi,47A��. 7 11 Sheet:4 LL Page 230 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Resolution approving a Development Agreement with 3350 University Avenue, LLC, for tax exemptions for the rehab of an existing building into fifty-eight multiple family units, with a $5,000.00 infill incentive for each unit totaling $290,000.00, with a minimum assessed value of$2,500,000.00, located at 3350 University Avenue, which is within the Consolidated Urban Revitalization Area, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION Transmitted is a request to approve a Development Agreement with 3350 University Avenue, LLC, for tax exemptions for the rehab of an existing building into 58 multiple family units, with a minimum assessed value of $2,500,000.00, located at 3350 University Avenue, which is within the Consolidated Urban Revitalization Area (CURA), and authorizing the Mayor and City Clerk to execute said document. State law has changed, and commercial uses receiving tax abatements through an urban renewal program now need to have a development agreement with a minimum assessment agreement approved by the governing body. Attached to this letter is a site plan and interior building plans. The developer is electing to go with the ten-year tax abatement schedule, and the percentages of tax abatement are noted in Section 6 of the development agreement. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS Page 231 of 412 SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION Lot 5, Ken's Addition, Waterloo, Iowa. ATTACHMENTS 1. Development Agreement 2. Building Layout and Site Plan Page 232 of 412 Prepared bV Austin J. McMahon, Lange&McMahon PLC, 222 1st St. E., Independence, IA 50644 (319)334 4488 DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered into as of , 2025 by and between 3350 University Avenue, LLC (the "Company") and the City of Waterloo, Iowa (the "City"). RECITALS A. Company is the owner of real property legally described as set forth on Exhibit "A" attached hereto (the "Property"), and Company is willing to undertake, or cause to be undertaken, the financing and construction of a building and related improvements on the Property as set forth or described in this Agreement. B. City considers economic development and affordable housing development within the City a benefit to the community and is willing for the overall good and welfare of the community to provide financial incentives to encourage that goal. City believes that such development is in the vital and best interests of the City and in accordance with the public purposes and provisions of the applicable State and local laws and requirements under which the Projects (defined below) have been undertaken and are being assisted. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows: 1. Improvements by Company. Company shall rehabilitate or develop the existing structure on the Property to create to a finished state a multi-family residential building containing fifty-eight (58) single-family dwelling units. The Improvements shall be completed to a finished state, including but not necessarily limited to, the removal of debris, installation of appropriate driveways or parking, sidewalks, stormwater control improvements, proper leveling or shaping of groundscape and grassing and/or landscaping (the aforementioned are collectively referred to herein as the "Improvements" or the "Project" as the case may be). Page 233 of 412 Company agrees that the Improvements shall be constructed in accordance with the terms of this Agreement, the urban revitalization plan applicable to the Property, and all applicable City, state, and federal building codes and shall comply with all applicable City ordinances and other applicable law. City may require that Company submit specific building designs and site plans for City review and approval. Company will use its best efforts to obtain, or cause to be obtained, in a timely manner, all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all applicable local, state, and federal laws and regulations which must be obtained or met before the Improvements may be lawfully constructed. The Property, the Improvements, and all development-related work to make the Property usable for Company's purposes as contemplated by this Agreement are collectively referred to as the "Project." 2. Construction Plans. Company agrees that it will cause the Improvements to be constructed on the Property in conformance with construction plans (the "Plans") that have been submitted to the City. Company agrees that the scope and scale of the Improvements to be constructed shall not be significantly less than the scope and scale of such Improvements as detailed and outlined in the Plans. If any material modification in the scope, scale or nature of the Plans is proposed, Company shall submit modified Plans (the "Modified Plans") to the City for review. Modified Plans shall be subject to approval by the City as provided in this Section. City shall approve the modified Plans in writing if: (a) the Modified Plans conform to the terms and conditions of this Agreement; (b) the Modified Plans conform to the terms and conditions of the urban renewal plan; (c) the Modified Plans conform to all applicable federal, state and local laws, ordinances, rules and regulations and City permit and design review requirements; (d) the Modified Plans are adequate for purposes of this Agreement to provide construction to provide for the construction of the Improvements, and (e) no Event of Default under the terms of this Agreement has occurred; provided, however, that any such approval of the Plans or Modified Plans pursuant to this Section shall constitute approval for the purposes of this Agreement only and shall not be deemed to constitute approval or waiver by the City with respect to any building, fire, zoning or other ordinances or regulations of the City, and shall not be deemed to be sufficient plans to serve as the basis for the issuance of a building permit if the Plans or Modified Plans are not as detailed or complete as the plans otherwise required for the issuance of a building permit. The Plans or Modified Plans must be rejected in writing by City within thirty (30) days of submission or shall be deemed to have been approved by the City. If City rejects the Plans or Modified Plans in whole or in part, Company shall submit new or corrected Plans or Modified Plans within thirty (30) days after receipt by Company of written notification of the rejection, accomplished by a written statement of the City specifying the respects in which Company's Plans or Modified Plans fail to conform to the requirements of this Section. The provisions of this Section relating to approval, rejection and resubmission of corrected Plans or Modified Plans shall continue to apply until they have been approved by the City, provided, however, that in any event Company shall submit Plans or Modified Plans which are approved by City prior to commencement of construction of additional or modified Improvements. Approval of the Plans or Modified Plans by the City shall not relieve Company of any obligation to comply with the terms and provisions of this Agreement, or the provision 2 Page 234 of 412 of applicable federal, state and local laws, ordinances and regulations, nor shall approval of the Plans or Modified Plans by City be deemed to constitute a waiver of any Event of Default. Approval of Plans or Modified Plans hereunder is solely for purposes of this Agreement and shall not constitute approval for any other City purpose nor subject the City to any liability for the Improvements as constructed. 3. Timeliness of Construction; Possibility of Termination. The parties agree that Company's commitment to undertake the Project and to construct the Improvements in a timely manner constitutes a material inducement for the City to offer the incentives provided for in this Agreement, and that without said commitment City would not do so. A. Deadlines to commence and complete. Company must commence construction of the Improvements within four (4) months after the date of this Agreement and Substantially Complete construction within eighteen (18) months after the date of this Agreement (the "Completion Deadline"). For purposes of this Agreement, "Substantially Complete" means the date on which the Improvements have been completed to the extent necessary for City to issue a certificate of occupancy relating thereto and City has also verified that any Project element for which no permit was necessary has been Substantially Completed. All deadlines are subject to Unavoidable Delays as defined in paragraph B below. B. Events triggering termination. If Company does not Substantially Complete construction of the Improvements on the schedule stated above, then City may terminate this Agreement, and City shall then have no further obligation under this Agreement. In any circumstance where Company's progress on the Project fails to meet the schedule stated above, then City's Community Planning and Development Director may, but shall not be required to, consent to an extension of time of up to six (6) months for the construction of the Improvements, and if an extension is granted but construction of the Improvements has not begun within such extended period, then any further time extensions will require consent of the City Council. If development has commenced within the required period, as the same may be extended, and is subsequently stopped or delayed as a result of an act of God, war, civil disturbance, court order, labor dispute, fire, or other cause beyond the reasonable control of Company (each an "Unavoidable Delay"), the requirement that construction be completed by the Completion Deadline shall be tolled for a period of time equal to the period of Unavoidable Delay. 4. Utilities. To the extent applicable, Company will be responsible for extending water, sewer, telephone, telecommunications, electricity, gas and other utility services to any location on the Property and for payment of any associated connection fees. 5. Minimum Assessment Agreement. Company acknowledges and agrees that it will pay when due all taxes and assessments, general or special, and all other charges whatsoever levied upon or assessed or placed against the Property. Company further agrees that prior to the date set forth in Section 2 of the Minimum Assessment 3 Page 235 of 412 Agreement (the "MAA") attached hereto as Exhibit "B" it will not seek or cause a reduction in the taxable valuation for the Property as improved pursuant to this Agreement, which shall be fixed for assessment purposes, below the amount of $2,500,000.00 (the "Minimum Actual Value"), through: (a) willful destruction of the Property, the Improvements, or any part of either; (b) a request to the assessor of Black Hawk County; or (c) any proceedings, whether administrative, legal, or equitable, with any administrative body or court within the City, Black Hawk County, the State of Iowa, or the federal government. Company agrees to execute and deliver the MAA concurrently with its execution and delivery of this Agreement. 6. City Incentives. City agrees to provide the following incentives in support of the Project: A. Tax Abatement. Because the Property is located in a designated Consolidated Urban Revitalization Area (CURA), the Property is eligible for tax exemption consistent with and to the extent provided for in Iowa law, provided that Company meets all requirements to qualify for such exemption. First Year: 80% Sixth Year: 40% Second Year: 70% Seventh Year: 30% Third Year: 60% Eighth Year: 30% Fourth Year: 50% Ninth Year: 20% Fifth Year: 40% Tenth Year: 20%+ B. Infill Housing Grant. As provided in the City's infill housing policy, City will pay Company a grant of$5,000.00 (the "Infill Grant") within ninety (90) days after Improvements have been verified by City as Substantially Completed. 7. Additional Covenants of Company. In addition to the other promises, covenants and agreements of Company as provided elsewhere in this Agreement, Company agrees as follows with respect to the Improvements: A. Company agrees during construction of the Improvements and thereafter until the MAA termination date to maintain, as applicable, builder's risk, property damage, and liability insurance coverages with respect to the Improvements in such amounts as are customarily carried by like organizations engaged in activities of comparable size and liability exposure, and shall provide evidence of such coverages to the City upon request. 4 Page 236 of 412 B. Until the Improvements are Substantially Completed, Company shall make such reports to City, in such detail and at such times as may be reasonably requested by City, as to the actual progress of Company with respect to construction of the Improvements. C. During construction of the Improvements and thereafter until the MAA termination date, Company will cooperate fully with the City in resolution of any traffic, parking, trash removal or public safety problems which may arise in connection with the construction and operation of the Improvements. D. Company will comply with all applicable land development laws and City and county ordinances, and all laws, rules and regulations relating to its businesses, other than laws, rules and regulations where the failure to comply with the same or the sanctions and penalties resulting therefrom, would not have a material adverse effect on the business, property, operations, or condition, financial or otherwise, of Company. E. Until the MAA termination date, Company will maintain, preserve and keep the Property, including but not limited to the Improvements, in good repair and working order, ordinary wear and tear excepted, and from time to time will make all necessary repairs, replacements, renewals and additions. F. The Property will have a taxable value as set forth in the MAA and any amendments thereto, and Company agrees that the minimum actual value of the Property and completed Improvements as stated in the MAA and any amendments thereto will be a reasonable estimate of the actual value of the Property and Improvements for ad valorem property tax purposes. Company agrees that it will spend enough in construction of the Improvements that, when combined with the value of the Property and related site improvements, will equal or exceed the assessor's minimum actual value for the Property and Improvements as set forth in the MAA and any amendments thereto. G. Until the MAA termination date Company agrees that (1) it will not undertake, in any other municipality in Black Hawk County, the construction or rehabilitation of any commercial property as a primary location for Company's business operations of the type to be conducted on the Property, and (2) it will make no conveyance, lease or other transfer of the Property or any interest therein that would cause the Property or any part thereof to be classified as exempt from taxation or subject to centralized assessment or taxation by the State of Iowa. H. Company shall pay, or cause to be paid, when due, all real property taxes and assessments payable with respect to any and all parts of the Property conveyed to it. Company agrees that (1) it will not seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute or regulation relating to the taxation of real property included within the Property that is determined by any tax official to be applicable to the Property or to Company, or raise the inapplicability or constitutionality of any such tax statute or regulation as 5 Page 237 of 412 a defense in any proceedings of any type or nature, including but not limited to delinquent tax proceedings, and (2) it will not seek any tax deferral, credit or abatement, either presently or prospectively authorized under Iowa Code Chapter 403 or 404, or any other state law, of the taxation of real property included within the Property. 8. Representations and Warranties of City. City hereby represents and warrants as follows: A. City is not prohibited from consummating the transaction contemplated in this Agreement by any law, regulation, agreement, instrument, restriction, order or judgment. B. Each person who executes and delivers this Agreement and all documents to be delivered hereunder is and shall be authorized to do so on behalf of City. 9. Representations and Warranties of Company. Company hereby represents and warrants as follows: A. It has all requisite power and authority to own and operate its properties, to carry on its business as now conducted and as presently proposed to be conducted, and to enter into and perform its obligations under this Agreement. B. This Agreement has been duly and validly executed and delivered by Company and, assuming due authorization, execution and delivery by the other parties hereto, is in full force and effect and is a valid and legally binding instrument of Company that is enforceable in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, reorganization or other laws relating to or affecting creditors' rights generally. C. The execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, and the fulfillment of or compliance with the terms and conditions of this Agreement are not prevented by, limited by, in conflict with, or result in a violation or breach of, the terms, conditions or provisions of any contractual restriction, evidence of indebtedness, agreement or instrument of whatever nature to which Company is now a party or by which it or its property is bound, nor do they constitute a default under any of the foregoing. D. There are no actions, suits or proceedings pending or threatened against or affecting Company in any court or before any arbitrator or before or by any governmental body in which there is a reasonable possibility of an adverse decision which could materially adversely affect the business (present or prospective), financial position, or results of operations of Company or which in any manner raises any questions affecting the validity of the Agreement or Company's ability to perform its obligations under this Agreement. 6 Page 238 of 412 E. The financing commitments, which Company will proceed with due diligence to obtain, to finance the construction of the Improvements will be sufficient to enable Company to successfully complete construction of the Improvements as contemplated in this Agreement, subject to additional costs incurred due to Unavoidable Delays. 10. Indemnification. Company hereby releases City, its elected officials, officers, employees, and agents (collectively, the "indemnified parties") from, covenants and agrees that the indemnified parties shall not be liable for, and agrees to indemnify, defend and hold harmless the indemnified parties against, any loss or damage to property or any injury to or death of any person occurring at or about the Property. The indemnified parties shall not be liable for any damage or injury to the persons or property of Company or its members, managers, employees, contractors or agents, or any other person who may be about the Property or the Improvements, due to any act of negligence or willful misconduct of any person, other than any act of negligence or willful misconduct on the part of any such indemnified party or its officers, employees or agents. The provisions of this Section shall survive the expiration or termination of this Agreement. 11. Default. The following shall be "Events of Default" under this Agreement, and the term "Event of Default" shall mean any one or more of the following events that continues beyond any applicable cure periods: A. Failure by Company to cause the construction of the Improvements to be commenced and completed pursuant to the terms, conditions and limitations of this Agreement; B. Failure by Company to pay, before delinquency, all ad valorem property taxes levied on or against any of the Property; C. Failure by any party hereto to substantially observe or perform any covenant, condition, obligation or agreement on its part to be observed or performed under this Agreement; D. Company (1) files any petition in bankruptcy or for any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under the federal bankruptcy law or any similar state law; (2) makes an assignment for the benefit of its creditors; (3) admits in writing its inability to pay its debts generally as they become due; (4) is adjudicated a bankrupt or insolvent; or if a petition or answer proposing the adjudication of Company as a bankrupt or its reorganization under any present or future federal bankruptcy act or any similar federal or state law shall be filed in any court and such petition or answer shall not be discharged or denied within ninety (90) days after the filing thereof; or a receiver, trustee or liquidator of Company, or part thereof, shall be appointed in any proceedings brought against Company and shall not be discharged within ninety (90) days after such appointment, or if Company shall consent to or acquiesce in such appointment; or (5) defaults under any mortgage applicable to any of Property. 7 Page 239 of 412 E. Any representation or warranty made by Company in this Agreement, or made by Company in any written statement or certificate furnished by Company pursuant to this Agreement, shall prove to have been incorrect, incomplete or misleading in any material respect on or as of the date of the issuance or making thereof. 12. Remedies. A. Default by Company. Whenever any Event of Default in respect of Company occurs and is continuing, the City may terminate this Agreement. Before exercising such remedy, City shall give 30 days' written notice to Company of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or the Event of Default cannot reasonably be cured within 30 days and Company shall not have provided assurances reasonably satisfactory to the City that the Event of Default will be cured as soon as reasonably possible. Upon termination, City may exercise any and all remedies available at law, equity, contract or otherwise for recovery of any sums paid by City to Company, if any, before the date of termination as set forth in this Agreement. B. Default by City. Whenever any Event of Default in respect of City occurs and is continuing, Company may take such action against City to require it to specifically perform its obligations hereunder. Before exercising such remedy, Company shall give 30 days' written notice to City of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or if the Event of Default cannot reasonably be cured within 30 days and City shall not have provided assurances reasonably satisfactory to the Company that the Event of Default will be cured as soon as reasonably possible. C. Remedies under this Agreement shall be cumulative and in addition to any other right or remedy given under this Agreement or existing at law or in equity or by statute. Waiver as to any particular default, or delay or omission in exercising any right or power accruing upon any default, shall not be construed as a waiver of any other or any subsequent default and shall not impair any such right or power. 13. Materiality of Company's Promises, Covenants, Representations, and Warranties. Each and every promise, covenant, representation, and warranty set forth in this Agreement on the part of Company to be performed is a material term of this Agreement, and each and every such promise, covenant, representation, and warranty constitutes a material inducement for City to enter this Agreement. Company acknowledges that without such promises, covenants, representations, and warranties, City would not have entered this Agreement. Upon breach of any promise or covenant, or in the event of the incorrectness or falsity of any representation or warranty, City may, at its sole option and in addition to any other right or remedy available to it, terminate this Agreement and declare it null and void. 8 Page 240 of 412 14. Performance by City. Company acknowledges and agrees that all of the obligations of City under this Agreement shall be subject to, and performed by City in accordance with, all applicable statutory, common law or constitutional provisions and procedures consistent with City's lawful authority. All covenants, stipulations, promises, agreements and obligations of City contained in this Agreement shall be deemed to be the covenants, stipulations, promises, agreements and obligations of City and not of any governing body member, officer, employee or agent of City in the individual capacity of such person. 15. Obligations Contingent. Each and every obligation of City under this Agreement is expressly made subject to and contingent upon City's completion of all procedures, hearings and approvals deemed necessary by City or its legal counsel for amendment of the urban renewal plan applicable to the Property and/or project area, all of which must be completed within 180 days from the date this Agreement is approved by the City council. If such completion does not occur, then any conveyance, benefit or incentive of any type provided by City hereunder within said 180-day period is subject to reverter of title, revocation, repayment or other appropriate action to restore such property, benefit or incentive to City, and Company agrees to cooperate diligently and in good faith with any reasonable request by City to effectuate the restoration of same, or failing such restoration Company agrees to be liable for same or for the fair value thereof, plus interest on any sums owing at the rate of 5% per annum commencing with the date of demand for payment, if said payment is not remitted to City within 30 days. 16. No Third-Party Beneficiaries. No rights or privileges of any party hereto shall inure to the benefit of any contractor, subcontractor, material supplier, or any other person or entity, and no such contractor, subcontractor, material supplier, or other person or entity shall be deemed to be a third-party beneficiary of any of the provisions of this Agreement. 17. Notices. Any notice under this Agreement shall be in writing and shall be delivered in person, by overnight air courier service, by United States registered or certified mail, postage prepaid, or by facsimile (with an additional copy delivered by one of the foregoing means), and addressed: (a) if to City, at 715 Mulberry Street, Waterloo, Iowa 50703, facsimile number 319-291-4571, Attention: Mayor, with copies to the City Attorney and the Community Planning and Development Director. (b) if to Company, at 616 Clay Street, Cedar Falls, Iowa 50613, ATTN: Brent Dahlstrom, with a copy to Eric W. Johnson, P.O. Box 178, Waterloo, Iowa 50704-0178. Delivery of notice shall be deemed to occur (i) on the date of delivery when delivered in person, (ii) one (1) business day following deposit for overnight delivery to an overnight air courier service which guarantees next day delivery, (iii) three (3) business days following the date of deposit if mailed by United States registered or certified mail, postage prepaid, or (iv) when transmitted by facsimile so long as the sender obtains written 9 Page 241 of 412 electronic confirmation from the sending facsimile machine that such transmission was successful. A party may change the address for giving notice by any method set forth in this Section. 18. No Joint Venture. Nothing in this Agreement shall, or shall be deemed or construed to, create or constitute any joint venture, partnership, agency, employment, or any other relationship between the City and Company nor to create any liability for one party with respect to the liabilities or obligations of the other party or any other person. 19. Amendment, Modification, and Waiver. No amendment, modification, or waiver of any condition, provision, or term of this Agreement shall be valid or of any effect unless made in writing, signed by the party or parties to be bound or by the duly authorized representative of same, and specifying with particularity the extent and nature of the amendment, modification, or waiver. Any waiver by any party of any default by another party shall not affect or impair any rights arising from any subsequent default. 20. Severability; Reformation. Each provision, section, sentence, clause, phrase, and word of this Agreement is intended to be severable. If any portion of this Agreement shall be deemed invalid or unenforceable, whether in whole or in part, the offending provision or part thereof shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall not be affected thereby and shall continue in full force and effect. If, for any reason, a court finds that any portion of this Agreement is invalid or unenforceable as written, but that by limiting such provision or portion thereof it would become valid and enforceable, then such provision or portion thereof shall be deemed to be written, and shall be construed and enforced, as so limited. 21. Captions. All captions, headings, or titles in the paragraphs or sections of this Agreement are inserted only as a matter of convenience and/or reference, and they shall in no way be construed as limiting, extending, or describing either the scope or intent of this Agreement or of any provisions hereof. 22. Interpretation. This Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been prepared by counsel for one of the parties, it being recognized that the parties hereto and their respective attorneys have contributed substantially and materially to the preparation of each and every provision of this Agreement. 23. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 24. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute one and the same instrument. 25. Entire Agreement. This Agreement, together with the exhibits attached hereto, constitutes the entire agreement of the parties and supersedes all prior or 10 Page 242 of 412 contemporaneous negotiations, discussions, understandings, or agreements, whether oral or written, with respect to the subject matter hereof. 26. Time of Essence. Time is of the essence of this Agreement. IN WITNESS WHEREOF, the parties have executed this Development Agreement by their duly authorized representatives as of the date first set forth above. CITY OF WATERLOO, IOWA 3350 UNIVERSITY AVENUE, LLC By: By: Quentin M. Hart, Mayor Brent Dahlstrom, Manager Attest: Kelley Felchle, City Clerk 11 Page 243 of 412 EXHIBIT "A" Legal Description of Property Lot 5, Ken's Addition, Waterloo, Iowa. 12 Page 244 of 412 EXHIBIT "B" MINIMUM ASSESSMENT AGREEMENT This Minimum Assessment Agreement (the "Agreement") is entered into as of 2025, by and among the City of Waterloo, Iowa ("City") 3350 University Avenue, LLC ("Company"), and the Black Hawk County Assessor of the City of Waterloo, Iowa ("Assessor"). WITNESSETH: WHEREAS, on or before the date hereof the City and Company have entered into a development agreement (the "Development Agreement") regarding certain real property (the "Property"), described in Exhibit "A" thereto, located in the City; and WHEREAS, it is contemplated that pursuant to the Development Agreement, the Company will undertake the development of a property within a designated urban revitalization area of the City, including the construction of certain improvements as described in the Development Agreement (the "Minimum Improvements") on the Property (the "Project"); and WHEREAS, pursuant to Iowa Code § 404.3C, the City and the Company desire to establish a minimum actual value for the Property and the Minimum Improvements to be constructed thereon by Company pursuant to the Development Agreement, which shall be effective upon substantial completion of the Project and from then until this Agreement is terminated pursuant to the terms herein and which is intended to reflect the minimum actual value of the land and buildings as to the Project only; and WHEREAS, the City and the Assessor have reviewed the preliminary plans and specifications for the Minimum Improvements which the parties contemplate will be erected as a part of the Project. NOW, THEREFORE, the parties hereto, in consideration of the promises, covenants, and agreements made by each other, do hereby agree as follows- 1. ollows:1. Upon substantial completion of construction of the Minimum Improvements by Company, the minimum actual taxable value which shall be fixed for assessment purposes for the Property and Minimum Improvements to be constructed thereon by Company as a part of the Project shall not be less than $2,500,000.00 (the "Minimum Actual Value") until termination of this Agreement. The parties hereto agree that construction of the Minimum Improvements will be substantially completed by the date 13 Page 245 of 412 set forth in the Development Agreement, and in any case if the Minimum Improvements are not substantially completed by December 31, 2026, the parties agree to execute an amendment to this Agreement that will extend the date specified in Section 2 below. 2. The Minimum Actual Value herein established shall be of no further force and effect, and this Minimum Assessment Agreement shall terminate, on December 31, 2036. The Minimum Actual Value shall be maintained during such period regardless of: (a) any failure to complete the Minimum Improvements; (b)destruction of all or any portion of the Minimum Improvements; (c) diminution in value of the Property or the Minimum Improvements; or (d) any other circumstance, whether known or unknown and whether now existing or hereafter occurring. 3. Company shall pay, or cause to be paid, when due, all real property taxes and assessments payable with respect to all and any parts of the Property and the Minimum Improvements pursuant to the provisions of this Agreement and the Development Agreement. Such tax payments shall be made without regard to any loss, complete or partial, to the Property or the Minimum Improvements, any interruption in, or discontinuance of, the use, occupancy, ownership or operation of the Property or the Minimum Improvements by Company or any other matter or thing which for any reason interferes with, prevents or renders burdensome the use or occupancy of the Property or the Minimum Improvements. 4. Company agrees that its obligation to make the tax payments required hereby, to pay the other sums provided for herein, and to perform and observe its other agreements contained in this Agreement shall be absolute and unconditional obligations of Company (not limited to the statutory remedies for unpaid taxes) and that Company shall not be entitled to any abatement or diminution thereof, or set off therefrom, nor to any early termination of this Agreement for any reason whatsoever. 5. Nothing herein shall be deemed to waive the Company's rights under Iowa Code § 404.3C to contest that portion of any actual value assignment made by the Assessor in excess of the Minimum Actual Value established herein. In no event, however, shall the Company seek or cause the reduction of the actual value assigned below the Minimum Actual Value established herein during the term of this Agreement. Nothing herein shall limit the discretion of the Assessor to assign at any time an actual value to the land and Minimum Improvements in excess of the Minimum Actual Value. 6. Company agrees that during the term of this Agreement it will not: (a) seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute relating to the taxation of property contained as a part of the Property or the Minimum Improvements determined by any tax official to be applicable to the Property or the Minimum Improvements, or raise the inapplicability or constitutionality of any such tax statute as a defense in any proceedings, including delinquent tax proceedings; or 14 Page 246 of 412 (b) seek any tax deferral, credit or abatement, either presently or prospectively authorized under Iowa Code Chapter 403 or 404, or any other state law, of the taxation of real property, including improvements and fixtures thereon, contained in the Property or the Minimum Improvements; or (c) request the Assessor to reduce the Minimum Actual Value; or (d) appeal to the board of review of the city, county, state or to the Director of Revenue of the State of Iowa to reduce the Minimum Actual Value; or (e) cause a reduction in the actual value or the Minimum Actual Value through any other proceedings. 7. This Agreement shall be promptly recorded by the City with the Recorder of Black Hawk County, Iowa. The City shall pay all costs of recording. 8. Neither the preambles nor provisions of this Agreement are intended to, or shall be construed as, modifying the terms of the Development Agreement. 9. Each provision, section, sentence, clause, phrase, and word of this Agreement is intended to be severable. If any portion of this Agreement shall be deemed invalid or unenforceable, whether in whole or in part, the offending provision or part thereof shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall not be affected thereby and shall continue in full force and effect. If, for any reason, a court finds that any portion of this Agreement is invalid or unenforceable as written, but that by limiting such provision or portion thereof it would become valid and enforceable, then such provision or portion thereof shall be deemed to be written, and shall be construed and enforced, as so limited. 10. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties, including but not limited to future owners of the Project property. IN WITNESS WHEREOF, the parties have executed this Minimum Assessment Agreement by their duly authorized representatives as of the date first set forth above. [signatures on next page] 15 Page 247 of 412 CITY OF WATERLOO, IOWA 3350 UNIVERSITY AVENUE, LLC By: By: Quentin Hart, Mayor Brent Dahlstrom, Manager By: Kelley Felchle, City Clerk STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) On this day of , 2025, before me, a Notary Public in and for the State of Iowa, personally appeared Quentin Hart and Kelley Felchle, to me personally known, who being duly sworn, did say that they are the Mayor and City Clerk, respectively, of the City of Waterloo, Iowa, a municipal corporation, created and existing under the laws of the State of Iowa, and that the seal affixed to the foregoing instrument is the seal of said municipal corporation, and that said instrument was signed and sealed on behalf of said municipal corporation by authority and resolution of its City Council, and said Mayor and City Clerk acknowledged said instrument to be the free act and deed of said municipal corporation by it and by them voluntarily executed. Notary Public STATE OF ) ) ss. COUNTY OF ) Subscribed and sworn to before me on 2025 by Brent Dahlstrom as Manager of 3350 University Avenue, LLC. Notary Public 16 Page 248 of 412 CERTIFICATION OF ASSESSOR The undersigned, having reviewed the plans and specifications for the Minimum Improvements to be constructed and the market value assigned to the land upon which the Minimum Improvements are to be constructed for the development, and being of the opinion that the minimum market value contained in the foregoing Minimum Assessment Agreement appears reasonable, hereby certifies as follows: The undersigned Assessor, being legally responsible for the assessment of the property described in the foregoing Minimum Assessment Agreement upon completion of the improvements to be made on it, certifies that the actual value assigned to the land and improvements upon completion shall not be less than Fourteen Million and 00/100 Dollars ($2,500,000.00) until termination of this Minimum Assessment Agreement pursuant to the terms hereof, subject to adjustment as provided in said agreement. Assessor for Black Hawk County, Iowa Date STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) Subscribed and sworn to before me on 2025 by T.J. Koenigsfeld, Assessor for Black Hawk County, Iowa. 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Curb Cut Frontage Road Page 252 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Resolution approving an amendment to the Development and Minimum Assessment Agreement with FDP OC, LLC, originally approved on October 1, 2024, for the City to acquire a portion of the property located at 503 Commercial Street for future downtown development, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION Transmitted is a resolution to approve an amendment to the Development Agreement and Minimum Assessment Agreement with FDP OC, LLC, originally approved on October 1, 2024, for the City to acquire a portion of the property located at 503 Commercial Street for future downtown development, and authorize the Mayor and City Clerk to execute said amendment. The amendment will change the City from merely helping with incentives for the removal and relocation of the metal building, to the City acquiring the site of the metal building on site, to give the City of Waterloo further opportunities for Downtown development in this location. The developer is also reducing the number of residential units from 78 to 70, reducing the infill housing incentive from $390,000.00 to $350,000.00, which is $5,000.00 per unit. Section C of the development agreement is being stricken, which related to the vacation of Cedar Street. NEIGHBORHOOD IMPACT Acquiring this additional property will open another downtown development site. DATA, ANALYSIS, AND STRATEGIES Economic development, downtown revitalization and land use. IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS _ The city council approved this development agreement on October 1, 2024. SOURCE OF EXPENDITURES Page 253 of 412 ALTERNATIVE ACTION LEGAL DESCRIPTION Property to be acquired: The northeasterly 132 feet of the following: That part of Mill Square In the Village (now City) of Waterloo, County of Black Hawk and State of Iowa, described as follows: All Lots Nos. 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18 and the Southwesterly 5 feet of Lot No. 34 (including that part of said lots vacated in 276 Misc 306) The Southwesterly 5 feet of the Northwesterly 58 1/2 feet of Lot No. 36 All of Lots Nos. 19, 20, 21, 22, 23 and 24, except the Southeasterly 20 feet thereof (now known as West Fourth Street) The Northwesterly 2 feet of Lot No. 5 All that part of the vacated alley in said Addition lying between West Fourth Street and Park Avenue. That part of the vacated alley running Southwesterly from Cedar Street (as now established) to the alley lying between West Fourth Street and Park Avenue. That part of Park Avenue described as follows: Commencing at the Southwesterly corner of Lot No 12, thence Northwesterly 20 feet along the Southwesterly line of Lot No. 12, if extended, thence Northeasterly parallel and 20 feet distant with the Northwesterly lines of Lots 12, 13, 14, 15, 16, 17, 18, the Southwesterly 5 feet of Lot No. 34, and the vacated alley along Park Avenue to a point on the Northeasterly line of the Southwesterly 5 feet of Lot No. 34, if extended, thence Southeasterly 20 feet to the Northwesterly line of Lot No. 34, thence Southwesterly along the Northwesterly line of said previously described lots and alley to the point of beginning. ATTACHMENTS 1. Amendment to Development Agreement 2. Exhibit C 3. Initial Development Agreement Page 254 of 412 AMENDMENT TO DEVELOPMENT AGREEMENT AND AMENDMENT TO MINIMUM ASSESSMENT AGREEMENT This Amendment to Development Agreement and Amendment to Minimum Assessmeint Agreement(the "Amendment") is entered into as of 202_, by and between FDP OC, LLC (the "Company") and the City of Waterloo, Iowa (the RECITALS A. Company and City are parties to that certain Development Agreement recorde with the Recorder of BIack Hawk County, Iowa, on October 1, 2024, as Document No. 2024 21130 (the "DA") concerning the development of property as described in said DA. B. Company and City are also parties to that certain Minimum Assessment Agreemen (the "MAA"), appended to the DA, and recorded with the Recorder of Black Hawk County, Iowa on October 1, 2024, as Document No. 2024-21130. C. The parties desire to amend and modify the terms of the DA and the MAA as se forth in this Amendment. NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the. parties agree as follows: I. Section 2 of the DA (titled "Improvements by Company") is hereby stricken and replaced with the following: 2. Improvements by Company. Company shall renovate the existing structure on the Property to create a multi-story, mixed-use building of approximately 70 apartments units on the ground floor and upper levels and a retail storefront on the ground floor, as well as related landscaping, storm water,paving, signage and below grade and at-grade parking improvements (collectively, the "Improvements"), in accordance with the Plans as provided in Section 3 Company agrees that the Improvements shall be constructed in accordance with the terms of this Agreement, the urban renewal plan applicable to the Property, and all applicable City, state, and federal building codes and shall comply with all applicable City ordinances and other applicable law City may require that Company submit spec 1 fl c building designs and site plans for City review and approval Company will use its best efforts to obtain, or cause to be obtained, in a timely manner, all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all applicable local, state, and federal laws and regulations which must be obtained or met before the Improvements may be lawfully constructed The Property, the Improvements, and all site preparation and development-related work to make any of the Property Page 255 of 412 usable for Company's purposes as contemplated by this Agreement are collectively referred to as the "Project." 2. The entirety of Section 6 of the DA is hereby stricken and replaced with the following: 6. City Activities to Aid Project. City agrees to undertake each of the following activities at its own expense: A. Grant. City will pay Company a grant of$5,000 00 for each apartment unit completed for a total incentive of$350,000.00, payable within 30 days after the Improvements have been Substantially Completed. B. Property Tax Rebates._City will pay property tax rebates to Company as set forth in Section 8 eneufabriElfiees bat sub-: 1= "' Street, its C. Relocation of Buildin . City will sell to Company for the sum of 00 a site of up to one (1) acre (the "Relocation Parcel") in the Northeast Industrial Park or an industrial subdivision at the Waterloo Regional Airport,to allow Company to relocate from the Property a steel-building addition of approximately 8,000 square feet Conveyance shall be by special warranty deed, free and clear of all encumbrances arising by or through City except (a) easements, servitudes, conditions and restrictions of record, (b) general utility and right-of-way easements serving the Relocation Parcel, and (c) restrictions imposed by the City zoning ordinances and other applicable law.The Relocation Parcel shall be sold in its "as is" condition, and City makes no representation or warranty as to the condition of the Relocation Parcel or its suitability for Company's purposes. Company is responsible to conduct its own due diligence and inspections Company shall, at its own expense, prepare an updated abstract of title, or in lieu thereof Company may, at its own expense, obtain whatever form of title evidence it desires. City shall provide any title documents it has in its possession, including any abstracts,to assist in title review. Within sixty (60) days after Company has substantially Completed construction of the relocated steel building upon the Relocation Parcel, City shall pay a$200,000.00 development grant to Company. D. Project Review and Assistance. The parties acknowledge and agreethat the that the Project will require Company to obtain various approvals from City of Waterloo and/or other applicable governmental authorities, including but not limited to zoning, site plan, building permit and other Page 256 of 412 approvals required or necessary for Company's proposed Improvements to the Property City will make planning, building, and engineering staff available for Project planning review and consultations in order to promote expeditious progress of the Project. E. Support for Applications. City agrees that it will cooperate in good faith with Company and, if necessary for program requirements, will sponsor Company applications for available tax credits and/or rebates and other available government funding, if Company chooses to make such application. The parties anticipate that Company may apply for federal and State of Iowa historic tax credits, brownfield/grayfield tax credits, workforce housing tax credits and other incentives. F. Reimbursement for Removal of Metal Panel. City agrees to reimburse the Company for up to 50% of total costs actually incurred by Company to remove the metal slipcover panels that cover the upper two stones of the former Courier Building. The parties agree that such costs equal $56,750 and that City's reimbursement payment to Company shall be $28,375 00. The City shall reimburse the Company within 30 days of the Company verifying full payment to third-party contractor for completed work. G. City Purchase. City shall purchase the northeasterly 132 feet of the Property (Exhibit A to Development Agreement), otherwise described as the northeasterly 132 feet of Parcel No. 891326236006, and graphically illustrated in Exhibit C that is appended to this Amendment. A formal legal description will be supplied prior to closing, and the Community Planning and Development Director is hereby authorized, without further approval by City Council, to execute an amendment supplying a formal legal description. The purchase price shall be $500,000.00. Conveyance shall be by general warranty deed, free and clear of all encumbrances except: (a) easements, servitudes, conditions, and restrictions of record; (b) general utility and right-of-way easements; and (c) restrictions imposed by the City zoning ordinances and other applicable law. Closing shall occur on a mutually agreeable closing date on or before sixty (60) days following the completion of the project, development, or improvements that are the subject of the Development Agreement and/or this Amendment. No less than fourteen (14) days prior to the Closing Date, Company shall, at its own expense, deliver to City an updated abstract of title to City. If title is unmarketable or subject to title matters not acceptable to the City, Company shall remedy or remove such objectionable matters in timely fashion at its own expense following written notice of such objections from City. Closing shall be delayed for such time as is necessary for Company to remedy or remove such objectionable matters. At closing, Company shall pay real estate taxes prorated to the closing date in accordance with the provisions of Iowa Code § 472.2, any unpaid real estate taxes payable in prior years, and any special assessments that are a lien on the Property as of closing or which can be verified to be owing as of the Page 257 of 41 closing date but are not yet certified as a lien. City Shall pay all subsequent real estate taxes and assessments. H. Option to Purchase. Provided that Company is not in default under the terms of the Development Agreement or this Amendment, Company shall have an option to purchase the property shown in Exhibit C for a period of sixty (60) months following the date that the City acquires the property described in Exhibit C ("Option Period"). The option purchase price shall be either: (i) a price that is mutually agreed upon by the parties; or in the event of a failure of the parties to mutually agree upon a price, then (ii) $500,000.00. Company's exercise of the option shall be by delivery written notice (the "Option Notice") to City. Within six (6) months following delivery of the Option Notice, the parties shall execute a development agreement for Company's project on the Property, which shall be on terms acceptable to the City. Closing shall occur on a date to be agreed upon by the parties following delivery of the Option Notice. Other terms and conditions of the Closing shall be as specified in a purchase agreement and/or development agreement. Unless expressly waived in writing by City, Company is required to enter into a development agreement with City as a condition of acquiring the property described in Exhibit C under this option to purchase. 1. Right of First Refusal. Whenever City is in receipt of a bona fide offer for the purchase of the property described in Exhibit C or any portion thereof during the Option Period; it shall promptly deliver to Company a copy of such offer. Company shall have fourteen (14) days from the date of delivery of said offer in which to exercise a right of first refusal to purchase the Property on the terms set forth in the offer. Developer shall exercise its right, if at all, by delivery of written notice to City within said 14-day period,to be followed by execution of a development agreement for Company's project on the property described by Exhibit C, which shall be on terms acceptable to City, including but not limited to the development, improvement, and/or use requirements. Unless expressly waived in writing by City, Company is required to enter into a development agreement with City as a condition of acquiring the property described in Exhibit C under this right of first refusal. J. Lease of Parkin S aces. Company shall still have the ability to lease parking spaces with tenants associated with the mixed use project during the entire duration of the Option to Purchase period. Company shall receive all income from the parking. 3. For clarification, Section 6(C) of the Original Development Agreement (titled "Street Vacate"), which is shown above in Paragraph 2 in language that is stricken through, shall be and is hereby stricken and not part of this Amendment. Page 258 of 412 4. For clarification, the time for Closing shall be measured from or commence as o the date of this Amendment, and the duration of the Option to Purchase and/or Right of Firs Refusal shall be measured from, or commence as of, the date of this Amendment. 5. Except as amended herein, the DA and the MAA shall continue unmodified in full force and effect. Terms capitalized in this Amendment but not defined herein shall ave th h meaning ascribed to them in the Agreement. This Amendment is binding on the parties and th respective successors, assigns,transferees, and legal representatives of each. This Amendment ma , be executed in counterparts, each of which shall be deemed an original and all of which, when taken together, shall constitute a single instrument. I IN WITNESS WHEREOF, the parties have executed this Amendment to Development Agreement and Amendment to Minimum Assessment Agreement as of the date first set forth above. FDP OC, LLC, By: Date Title: CITY OF WATERLOO, IOWA By: Quentin M. Hart, Mayor Date Attest: Kelley Felchle, City CIerk Page 259 of 41 Page 260 of 412 EXHIBIT C 1 a. + . 89132622904701 Qp . • .891326235001` Legend hep / Water Parcels Land Parcel '? + � Building Leased Land f' :9132622800 Condo Parcel Numbers — Lots d� l r 891326236006. .- a L0 'ts 891326234019 74 ft r Page 261 of 412 2024-21130 RECORDED: 10/01/2024 03:34:56 PM RECORDING FEE: $112.00 REVENUE TAX: $ COMBINED FEE: $112.00 SANDIE L. SMITH, RECORDER BLACK HAWK COUNTY, IOWA Prepared by Christopher S Wendland, P O Box 596,Waterloo, IA 50704 Phone(319)234-5701 DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered Into as of , 2024 by and between FDP OC, L L C (the "Company") and the City of Water& , Iowa (the "City") RECITALS A In furtherance of the objectives of Chapter 403 of the Code of Iowa, as amended (the "Urban Renewal Act"), City is engaged in carrying out urban renewal project activities in an area known as the Downtown Waterloo Urban Renewal and Redevelopment Area ("Urban Renewal Area") B Company is willing and able to finance and renovate existing structures and to construct new structures and related improvements on property legally described on Exhibit"A" attached hereto (the "Property") located in the Urban Renewal Area C City considers economic development within the City a benefit to the community and is willing for the overall good and welfare of the community to provide financial incentives so as to encourage that goal, and the City further believes that the project is in the vital and best interests of the City and that the project and such incentives are in accordance with the public purposes and provisions of applicable State and local laws and requirements under which the project has been undertaken and is being assisted AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows 1 Development Property. Company owns the Property Company will undertake the Project (defined below) upon the Property Page 262 of 425 2 Improvements by Company. Company shall renovate the existing structure on the Property to create a multi-story, mixed-use building of approximately 78 apartments units on the ground floor and upper levels and a retail storefront on the ground floor, as well as related landscaping, storm water, paving, signage and below- grade and at-grade parking improvements (collectively, the "Improvements"), in accordance with the Plans as provided in Section 3 Company agrees that the Improvements shall be constructed in accordance with the terms of this Agreement, the urban renewal plan applicable to the Property, and all applicable City, state, and federal building codes and shall comply with all applicable City ordinances and other applicable law City may require that Company submit specific building designs and site plans for City review and approval Company will use its best efforts to obtain, or cause to be obtained, in a timely manner, all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all applicable local, state, and federal laws and regulations which must be obtained or met before the Improvements may be lawfully constructed The Property, the Improvements, and all site preparation and development-related work to make any of the Property usable for Company's purposes as contemplated by this Agreement are collectively referred to as the "Project " 3 Construction Plans. Company agrees that it will cause the Improvements to be constructed on the Property in conformance with construction plans (the "Plans") that have been submitted to the City Company agrees that the scope and scale of the Improvements to be constructed shall not be significantly less than the scope and scale of such improvements as detailed and outlined in the Plans If any material modification in the scope, scale or nature of the Plans is proposed, Company shall submit modified Plans (the "Modified Plans") to the City for review Modified Plans shall be subject to approval by the City as provided in this Section City shall approve the modified Plans in writing if (a) the Modified Plans conform to the terms and conditions of this Agreement, (b) the Modified Plans conform to the terms and conditions of the urban renewal plan, (c) the Modified Plans conform to all applicable federal, state and local laws, ordinances, rules and regulations and City permit and design review requirements, (d) the Modified Plans are adequate for purposes of this Agreement to provide for the construction of the Improvements, and (e) no Event of Default under the terms of this Agreement has occurred, provided, however, that any such approval of the Plans or Modified Plans pursuant to this Section shall constitute approval for the purposes of this Agreement only and shall not be deemed to constitute approval or waiver by the City with respect to any building, fire, zoning or other ordinances or regulations of the City, and shall not be deemed to be sufficient plans to serve as the basis for the issuance of a building permit if the Plans or Modified Plans are not as detailed or complete as the plans otherwise required for the issuance of a building permit The Plans or Modified Plans must be refected in writing by City within thirty (30) days of submission or shall be deemed to have been approved by the City If City refects the Plans or Modified Plans in whole or in part, Company shall submit new or corrected Plans or Modified Plans within thirty (30) days after receipt by Company of written notification of the refection, accomplished by a written statement of the City 2 Page 263 of 412 specifying the respects in which Company's Plans or Modified Plans fail to conform to the requirements of this Section The provisions of this Section relating to approval, refection and resubmission of corrected Plans or Modified Plans shall continue to apply until they have been approved by the City, provided, however, that in any event Company shall submit Plans or Modified Plans which are approved by City prior to commencement of construction of additional or modified Improvements Approval of the Plans or Modified Plans by the City shall not relieve Company of any obligation to comply with the terms and provisions of this Agreement, or the provision of applicable federal, state and local laws, ordinances and regulations, nor shall approval of the Plans or Modified Plans by City be deemed to constitute a waiver of any Event of Default Approval of Plans or Modified Plans hereunder is solely for purposes of this Agreement and shall not constitute approval for any other City purpose nor subject the City to any liability for the Improvements as constructed 4 Timeliness of Construction; Possibility of Termination. The parties agree that Company's commitment to undertake the Project and to construct the Improvements in a timely manner constitutes a material inducement for the City to offer the incentives provided for in this Agreement, and that without said commitment City would not do so A Deadlines to commence and complete Company must obtain a building permit and begin construction of the Improvements within twelve (12) months after the date of this Agreement (the "Start Date") and Substantially Complete construction within thirty (30) months after the date of this Agreement (the "Completion Deadline") For purposes of this Agreement, "Substantially Complete" means the date on which the Improvements have been completed pursuant to the Plans or Modified Plans to the extent necessary for City to issue a certificate of occupancy relating thereto and City has also verified that any Project element for which no permit was necessary has been Substantially Completed All deadlines are subject to Unavoidable Delays as defined in paragraph B below B Events triggering termination If Company does not Substantially Complete construction of the Improvements on the schedule stated above, then City may terminate this Agreement as set forth in Section 18, and City shall then have no further obligation under this Agreement In any circumstance where Company's progress on the Project fails to meet the schedule stated above, then City's Community Planning and Development Director may, but shall not be required to, consent to an extension of time of up to six (6) months for the construction of the Improvements, and if an extension is granted but construction of the Improvements has not begun within such extended period, then any further time extensions will require consent of the City Council If development has commenced within the required period, as the same may be extended, and is subsequently stopped or delayed as a result of an act of God, war, civil disturbance, court order, labor dispute, fire, or other cause beyond the reasonable control of Company (each an "Unavoidable Delay"), the requirement 3 Page 264 of 412 that construction be completed by the Completion Deadline shall be tolled for a period of time equal to the period of Unavoidable Delay 5 Utilities. Company will be responsible for extending water, sewer, telephone, telecommunications, electricity, gas and other utility services to any location on the Property and for payment of any associated connection fees 6 City Activities to Aid Project. City agrees to undertake each of the following activities at its own expense A Grant City will pay Company a grant of$5,000 00 for each apartment unit completed for a total incentive of$390,000 00, payable within 30 days after the Improvements have been Substantially Completed B Property Tax Rebates City will pay property tax rebates to Company as set forth in Section 8 C Street Vacate If requested by Company during construction, City shall vacate Cedar Street to the extent depicted in a vacation survey to be prepared, and thereafter convey the vacated area to Company by quit claim deed for the sum of$1 00, free and clear of liens and encumbrances but subject to an easement for ingress and egress by the owner of adjacent real property at 10 W 4th Street, its employees, tenants, patrons, contractors and agents D Relocation of Building City will sell to Company for the sum of $1 00 a site of up to one (1) acre (the "Relocation Parcel") in the Northeast Industrial Park or an industrial subdivision at the Waterloo Regional Airport, to allow Company to relocate from the Property a steel-building addition of approximately 8,000 square feet Conveyance shall be by special warranty deed, free and clear of all encumbrances arising by or through City except (a) easements, servitudes, conditions and restrictions of record, (b) general utility and right-of-way easements serving the Relocation Parcel, and (c) restrictions imposed by the City zoning ordinances and other applicable law The Relocation Parcel shall be sold in its "as is" condition, and City makes no representation or warranty as to the condition of the Relocation Parcel or its suitability for Company's purposes Company is responsible to conduct its own due diligence and inspections Company shall, at its own expense, prepare an updated abstract of title, or in lieu thereof Company may, at its own expense, obtain whatever form of title evidence it desires City shall provide any title documents it has in its possession, including any abstracts, to assist in title review Within sixty (60) days after Company has Substantially Completed construction of the relocated steel building upon the Relocation Parcel, City shall pay a $200,000 00 development grant to Company E Project Review and Assistance The parties acknowledge and agree that the Project will require Company to obtain various approvals from the City of Waterloo and/or other applicable governmental authorities, including but 4 Page 265 of 412 not limited to zoning, site plan, building permit and other approvals required or necessary for Company's proposed Improvements to the Property City will make planning, building, and engineering staff available for Project planning review and consultations in order to promote expeditious progress of the Project F Support for Applications City agrees that it will cooperate in good faith with Company and, if necessary for program requirements, will sponsor Company applications for available tax credits and/or rebates and other available government funding, if Company chooses to make such application The parties anticipate that Company may apply for federal and State of Iowa historic tax credits, brownfield/grayfield tax credits, workforce housing tax credits and other incentives G Reimbursement for Removal of Metal Panel City agrees to reimburse the Company for up to 50% of total costs actually incurred by Company to remove the metal slipcover panels that cover the upper two stories of the former Courier Building The parties agree that such costs equal $56,750 and that City's reimbursement payment to Company shall be $28,375 00 The City shall reimburse the Company within 30 days of the Company verifying full payment to third-party contractor for completed work 7 Minimum Assessment Agreement. Company acknowledges and agrees that it will pay when due all taxes and assessments, general or special, and all other charges whatsoever levied upon or assessed or placed against the Property Company further agrees that prior to the date set forth in Section 2 of the Minimum Assessment Agreement (the "MAX) attached hereto as Exhibit "B" it will not seek or cause a reduction in the taxable valuation for the Property as improved pursuant to this Agreement, which shall be fixed for assessment purposes, below the amount of $7,500,000 00 (the "Minimum Actual Value"), through (a) willful destruction of the Property, the Improvements, or any part of either, (b) a request to the assessor of Black Hawk County, or (c) any proceedings, whether administrative, legal, or equitable, with any administrative body or court within the City, Black Hawk County, the State of Iowa, or the federal government Company agrees to execute and deliver the MAA concurrently with its execution and delivery of this Agreement 8 Tax Rebates. Provided that Company has completed Substantially Completed the Improvements before the Completion Deadline, and subject to the other terms of this Agreement, City agrees to rebate property tax (with the exceptions noted below) with respect to the Improvements, as follows 5 Page 266 of 412 Year One through Year Five 95% rebate each year Year Six through Year Ten 90% rebate each year Year Eleven through Year Fifteen 85% rebate each year for any taxable value added by the completed Improvements (each such payment is a "Rebate") over the initial base value of$1,000,000 00 Each Rebate is payable in respect of a given property tax fiscal year (a "Fiscal Year") only to the extent that (a) Company has actually paid general property taxes due and owing for such Fiscal Year and (b) the city council has made an appropriation for the payment of the Rebate To receive a Rebate for a given Fiscal Year, Company must, within twelve (12) months after the due date of the last installment of the property taxes for the respective Fiscal Year (i e , the "March Installment"), submit a completed Rebate request to City on the form provided by or otherwise satisfactory to City A failure to timely submit a request for a Rebate for a Fiscal Year will result in a forfeiture of the right to request a Rebate for such Fiscal Year City agrees to consider a completed application for a Rebate within sixty (60) days after submission of the application to City The taxable value of the Property as a result of the Improvements must be increased by a minimum of 10% and must increase the annual tax by a minimum of $500 00 Rebates shall not be paid based on any special assessment levy, debt service levy, or any other levy that is exempted from treatment as tax increment financing under the provisions of applicable law The first Fiscal Year in respect of which a Rebate may be given ("Year One") shall be the first full Fiscal Year for which the assessment is based upon the completed value of the Improvements and not based on a prior Fiscal Year for which the assessment is based solely upon (x) the value of the Property, or upon (y) the value of the Property and a partial value of the Improvements due to partial completion of such Improvements or a partial Fiscal Year As an example of the above provision, in the event all Improvements on the Property are Substantially Completed prior to January 1, 2027 and the Property and Improvements are assessed as fully completed based on the Plans, as may be revised, the property taxes that would be assessed based on the January 1, 2027 assessed value would be for the Fiscal Year ending June 30, 2029, with the taxes payable one- half by September 30, 2028 and one-half by March 31, 2029, then the first Rebate could be applied for after March 31, 2029 and prior to April 1, 2030 9 Limitations on Payment of Rebates. A Each payment of a Rebate is subject to annual appropriation by the city council each fiscal year City has no obligation to make any payments to Company as contemplated under this Agreement until the city council annually appropriates the funds necessary to make such payments The right of non- appropriation reserved to City in this paragraph is intended by the parties, and shall be construed at all times, so as to ensure that City's obligation to make future payments of Rebates shall not constitute a legal indebtedness of City within the meaning of any applicable constitutional or statutory debt limitation prior to the adoption of a budget which appropriates funds for the payment of that 6 Page 267 of 412 installment or amount In the event that any of the provisions of this Agreement are determined by a court of competent jurisdiction or by City's bond counsel to create, or result in the creation of, such a legal indebtedness of City, the enforcement of the said provision shall be suspended, and the Agreement shall at all times be construed and applied in such a manner as will preserve the foregoing intent of the parties, and no Event of Default by City shall be deemed to have occurred as a result thereof If any provision of this Agreement or the application thereof to any circumstance is so suspended, the suspension shall not affect other provisions of this Agreement which can be given effect without the suspended provision To this end the provisions of this Agreement are severable B Notwithstanding the provisions of Section 8 hereof, City shall have no obligation to make a payment of a Rebate to Company if at any time during the term hereof City fails to appropriate funds for payment, City receives an opinion from its legal counsel to the effect that the use of Tax Increments resulting from the Property and Improvements to fund a Rebate payment to Company, as contemplated under Section 8 above, is not, based on a change in applicable law or its interpretation since the date of this Agreement, authorized or otherwise an appropriate urban renewal activity permitted to be undertaken by City under the Urban Renewal Act or other applicable provisions of the Code, as then constituted or under controlling decision of any Iowa court having jurisdiction over the subject matter hereof, or City's ability to collect Tax Increment from the Improvements and Property is precluded or terminated by legislative changes to Iowa Code Chapter 403 Upon occurrence of any of the foregoing circum- stances, City shall promptly forward notice of the same to Company If the circumstances continue for a period during which two (2) annual Rebate payments would otherwise have been paid to Company under the terms of Section 8, then City may terminate this Agreement, without penalty or other liability to City, by written notice to Company C For purposes of this Agreement, "Tax Increments" shall mean the property tax revenues on the Improvements and Property received by and made available to City for deposit in an account maintained under this Agreement, the provisions of Iowa Code § 403 19 and the ordinance governing the Urban Renewal Plan 10 Conditions to City Funding. A The complete or initial funding by City of the Rebates and other Project commitments shall be deemed an agreement of the parties that the applicable conditions to disbursement of funds shall, as of the date of such funding, have been satisfied or waived If the conditions set forth in this Section are not satisfied at a Rebate disbursement date, this Agreement shall terminate unless a new disbursement date is established by amendment to this Agreement The termination of this Agreement shall be the sole remedy available to City or Company if, for whatever reason, a condition set forth in this Section is not 7 Page 268 of 412 satisfied at a Rebate payment date, it being understood that each party shall nonetheless incur costs and liabilities prior thereto for which they alone are responsible City and Company each expressly assumes all responsibility for the costs and liabilities they may each so incur prior to a Rebate payment date and agree to indemnify and hold each other harmless therefrom B It is recognized and agreed that the ability of the City to perform the obligations described in this Agreement, including but not limited to the Rebate payments, is subject to completion and satisfaction of certain separate city council actions and required legal proceedings relating to the expansion of a tax increment financing (TIF) district and amendment to the urban renewal plan, including the holding of public hearings on the same Further, all the obligations of City under this Agreement are subject to fulfillment, on or before each Rebate payment date, of each of the following conditions precedent (i) The representations and warranties made by Company in Section 13 shall be true and correct as of the Rebate disbursement date with the same force and effect as if made at such date (ii) Company shall be in material compliance with all the terms and provisions of this Agreement (iii) There has not been, as of the Rebate disbursement date, a substantial change for the worse in the financial resources and ability of Company, or a substantial decrease in the financing commitments secured by Company for construction of the Improvements, which change(s) makes it likely, in the reasonable judgment of the City, that Company will be unable to fulfill its covenants and obligations under this Agreement 11 Additional Covenants of Company. In addition to the other promises, covenants and agreements of Company as provided elsewhere in this Agreement, Company agrees as follows with respect to each phase of Improvements A Company agrees during construction of the Improvements and thereafter until the MAA termination date to maintain, as applicable, builder's risk, property damage, and liability insurance coverages with respect to the Improvements in such amounts as are customarily carried by like organizations engaged in activities of comparable size and liability exposure, and shall provide evidence of such coverages to the City upon request B Until the Improvements are Substantially Completed, Company shall make such reports to City, in such detail and at such times as may be reasonably requested by City, as to the actual progress of Company with respect to construction of the Improvements 8 Page 269 of 412 C During construction of the Improvements and thereafter until the MAA termination date Company will cooperate fully with the City in resolution of any traffic, parking, trash removal or public safety problems which may arise in connection with the construction and operation of the Improvements D Company will comply with all applicable land development laws and City and county ordinances, and all laws, rules and regulations relating to its businesses, other than laws, rules and regulations where the failure to comply with the same or the sanctions and penalties resulting therefrom, would not have a material adverse effect on the business, property, operations, or condition, financial or otherwise, of Company E Until the MAA termination date Company will maintain, preserve and keep the Property, including but not limited to the Improvements, in good repair and working order, ordinary wear and tear excepted, and from time to time will make all necessary repairs, replacements, renewals and additions F The Property will have a taxable value as set forth in the MAA and any amendments thereto, and Company agrees that the minimum actual value of the Property and completed Improvements as stated in the MAA and any amendments thereto will be a reasonable estimate of the actual value of the Property and Improvements for ad valorem property tax purposes Company agrees that it will spend enough in construction of the Improvements that, when combined with the value of the Property and related site improvements, will equal or exceed the assessor's minimum actual value for the Property and Improvements as set forth in the MAA and any amendments thereto G Until the MAA termination date Company agrees that it will make no conveyance, lease or other transfer of the Property or any interest therein that would cause the Property or any part thereof to be classified as exempt from taxation or subject to centralized assessment or taxation by the State of Iowa H Company shall pay, or cause to be paid, when due, all real property taxes and assessments payable with respect to any and all parts of the Property conveyed to it Company agrees that (1) it will not seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute or regulation relating to the taxation of real property included within the Property that is determined by any tax official to be applicable to the Property or to Company, or raise the inapplicability or constitutionality of any such tax statute or regulation as a defense in any proceedings of any type or nature, including but not limited to delinquent tax proceedings, and (2) it will not seek any tax deferral, credit or abatement, either presently or prospectively authorized under Iowa Code Chapter 403 or 404, or any other state law, of the taxation of real property included within the Property 12 Representations and Warranties of City. City hereby represents and warrants as follows 9 Page 270 of 412 A City is not prohibited from consummating the transaction contemplated in this Agreement by any law, regulation, agreement, instrument, restriction, order or judgment B Each person who executes and delivers this Agreement and all documents to be delivered hereunder is and shall be authorized to do so on behalf of City 13 Representations and Warranties of Company. Company hereby represents and warrants as follows A It has all requisite power and authority to own and operate its properties, to carry on its business as now conducted and as presently proposed to be conducted, and to enter into and perform its obligations under this Agreement B This Agreement has been duly and validly executed and delivered by Company and, assuming due authorization, execution and delivery by the other parties hereto, is in full force and effect and is a valid and legally binding instrument of Company that is enforceable in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, reorganization or other laws relating to or affecting creditors' rights generally C The execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, and the fulfillment of or compliance with the terms and conditions of this Agreement are not prevented by, limited by, in conflict with, or result in a violation or breach of, the terms, conditions or provisions of any contractual restriction, evidence of indebtedness, agreement or instrument of whatever nature to which Company is now a party or by which it or its property is bound, nor do they constitute a default under any of the foregoing D There are no actions, suits or proceedings pending or threatened against or affecting Company in any court or before any arbitrator or before or by any governmental body in which there is a reasonable possibility of an adverse decision which could materially adversely affect the business (present or prospective), financial position, or results of operations of Company or which in any manner raises any questions affecting the validity of the Agreement or Company's ability to perform its obligations under this Agreement E The financing commitments, which Company will proceed with due diligence to obtain, to finance the construction of the Improvements will be sufficient to enable Company to successfully complete construction of the Improvements as contemplated in this Agreement, subject to additional costs incurred due to Unavoidable Delays 10 Page 271 of 412 14 Indemnification and Releases. A Company hereby releases City, its elected officials, officers, employees, and agents (collectively, the "indemnified parties") from, covenants and agrees that the indemnified parties shall not be liable for, and agrees to indemnify, defend and hold harmless the indemnified parties against, any loss or damage to property or any injury to or death of any person occurring at or about the Property arising after Company's lease or acquisition of the same or resulting from any defect in the Improvements The indemnified parties shall not be liable for any damage or injury to the persons or property of Company or its directors, officers, employees, contractors or agents, or any other person who may be about the Property or the Improvements, due to any act of negligence or willful misconduct of any person, other than any act of negligence or willful misconduct on the part of any such indemnified party or its officers, employees or agents B Except for any willful misrepresentation, any willful misconduct, or any unlawful act of the indemnified parties, Company agrees to protect and defend the indemnified parties, now or forever, and further agrees to hold the indemnified parties harmless, from any claim, demand, suit, action or other proceedings or any type or nature whatsoever by any person or entity whatsoever that arises or purportedly arises from (1) any violation of any agreement or condition of this Agreement (except with respect to any suit, action, demand or other proceeding brought by Company against the City to enforce its rights under this Agreement), or (2) the acquisition and condition of the Property and the construction, installation, ownership, and operation of the Improvements, or (3) any hazardous substance or environmental contamination located in or on the Property C The provisions of this Section shall survive the expiration or termination of this Agreement 15 Obligations Contingent. Each and every obligation of City under this Agreement is expressly made subject to and contingent upon City's completion of all procedures, hearings and approvals deemed necessary by City or its legal counsel for amendment of the urban renewal plan applicable to the Property and/or Project area, all of which must be completed within 180 days from the date this Agreement is approved by the City council If such completion does not occur, then any conveyance, benefit or incentive of any type provided by City hereunder within said 180-day period is subject to reverter of title, revocation, repayment or other appropriate action to restore such property, benefit or incentive to City, and Company agrees to cooperate diligently and in good faith with any reasonable request by City to effectuate the restoration of same, or failing such restoration Company agrees to be liable for same or for the fair value thereof, plus interest on any sums owing at the rate of 5% per annum commencing with the date of demand for payment, if said payment is not remitted to City within 30 days 16 No Assignment or Conveyance. Company agrees that it will not sell, convey, assign or otherwise transfer its interest in the Property prior to completion of the 11 Page 272 of 412 Project, whether in whole or in part, to any other person or entity without the prior written consent of City Reasonable grounds for the City to withhold its consent shall include but are not limited to the inability of the proposed transferee to demonstrate to the City's satisfaction that it has the financial ability to observe all of the terms to be performed by Company under this Agreement Notwithstanding the foregoing, Company may mortgage the Property to a lender as security for financing of Project improvements, but for no other purpose 17 Default. The following shall be "Events of Default" under this Agreement, and the term "Event of Default" shall mean any one or more of the following events that continues beyond any applicable cure periods A Failure by Company to cause the construction of the Improvements to be commenced and completed pursuant to the terms, conditions and limitations of this Agreement, B Transfer by Company of any interest (either directly or indirectly) in the Improvements, any part of the Property, or this Agreement, without the prior written consent of City except as authorized by Section 16 or otherwise as security for financing of Project improvements, C Failure by Company to pay, before delinquency, all ad valorem property taxes levied on or against any of the Property, D Failure by any party hereto to substantially observe or perform any covenant, condition, obligation or agreement on its part to be observed or performed under this Agreement, E Company (1) files any petition in bankruptcy or for any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under the federal bankruptcy law or any similar state law, (2) makes an assignment for the benefit of its creditors, (3) admits in writing its inability to pay its debts generally as they become due, (4) is adjudicated a bankrupt or insolvent, or if a petition or answer proposing the adjudication of Company as a bankrupt or its reorganization under any present or future federal bankruptcy act or any similar federal or state law shall be filed in any court and such petition or answer shall not be discharged or denied within ninety (90) days after the filing thereof, or a receiver, trustee or liquidator of Company, or part thereof, shall be appointed in any proceedings brought against Company and shall not be discharged within ninety (90) days after such appointment, or if Company shall consent to or acquiesce in such appointment, or (5) defaults under any mortgage applicable to any of Property F Any representation or warranty made by Company in this Agreement, or made by Company in any written statement or certificate furnished by Company pursuant to this Agreement, shall prove to have been incorrect, 12 Page 273 of 412 incomplete or misleading in any material respect on or as of the date of the issuance or making thereof 18 Remedies. A Default by Company Whenever any Event of Default in respect of Company occurs and is continuing, the City may terminate this Agreement Before exercising such remedy, City shall give 30 days' written notice to Company of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or the Event of Default cannot reasonably be cured within 30 days and Company shall not have provided assurances reasonably satisfactory to the City that the Event of Default will be cured as soon as reasonably possible Upon termination, City may exercise any and all remedies available at law, equity, contract or otherwise for recovery of any sums paid by City to Company before the date of termination as set forth in this Agreement B Default by City Whenever any Event of Default in respect of City occurs and is continuing, Company may take such action against City to require it to specifically perform its obligations hereunder Before exercising such remedy, Company shall give 30 days' written notice to City of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or if the Event of Default cannot reasonably be cured within 30 days and City shall not have provided assurances reasonably satisfactory to the Company that the Event of Default will be cured as soon as reasonably possible C Remedies under this Agreement shall be cumulative and in addition to any other right or remedy given under this Agreement or existing at law or in equity or by statute Waiver as to any particular default, or delay or omission in exercising any right or power accruing upon any default, shall not be construed as a waiver of any other or any subsequent default and shall not impair any such right or power 19 Materiality of Company's Promises, Covenants, Representations, and Warranties. Each and every promise, covenant, representation, and warranty set forth in this Agreement on the part of Company to be performed is a material term of this Agreement, and each and every such promise, covenant, representation, and warranty constitutes a material inducement for City to enter this Agreement Company acknowledges that without such promises, covenants, representations, and warranties, City would not have entered this Agreement Upon breach of any promise or covenant, or in the event of the incorrectness or falsity of any representation or warranty, City may, at its sole option and in addition to any other right or remedy available to it, terminate this Agreement and declare it null and void 20 Performance by City. Company acknowledges and agrees that all of the obligations of City under this Agreement shall be subject to, and performed by City in 13 Page 274 of 412 accordance with, all applicable statutory, common law or constitutional provisions and procedures consistent with City's lawful authority All covenants, stipulations, promises, agreements and obligations of City contained in this Agreement shall be deemed to be the covenants, stipulations, promises, agreements and obligations of City and not of any governing body member, officer, employee or agent of City in the individual capacity of such person 21 No Third-Party Beneficiaries. No rights or privileges of any party hereto shall inure to the benefit of any contractor, subcontractor, material supplier, or any other person or entity, and no such contractor, subcontractor, material supplier, or other person or entity shall be deemed to be a third-party beneficiary of any of the provisions of this Agreement 22 Notices. Any notice under this Agreement shall be in writing and shall be delivered in person, by overnight air courier service, by United States registered or certified mail, postage prepaid, or by facsimile (with an additional copy delivered by one of the foregoing means), and addressed (a) if to City, at 715 Mulberry Street, Waterloo, Iowa 50703, facsimile number 319-291-4571, Attention Mayor, with copies to the City Attorney and the Community Planning and Development Director (b) if to Company, at P O Box 1634, Muscatine, Iowa 52761, email 1brad leya-r3composites com, with copy to Thomas J Pastrnak, Pastrnak Law Firm, P C , 313 West Third Street, Davenport, Iowa 52801, facsimile number 563-323-7739, email tpastrnak _pastrnak com Delivery of notice shall be deemed to occur (i) on the date of delivery when delivered in person, (ii) one (1) business day following deposit for overnight delivery to an overnight air courier service which guarantees next day delivery, (iii) four (4) business days following the date of deposit if mailed by United States registered or certified mail, postage prepaid, or (iv) when transmitted by facsimile so long as the sender obtains written electronic confirmation from the sending facsimile machine that such transmission was successful A party may change the address for giving notice by any method set forth in this Section 23 No Joint Venture. Nothing in this Agreement shall, or shall be deemed or construed to, create or constitute any point venture, partnership, agency, employment, or any other relationship between the City and Company nor to create any liability for one party with respect to the liabilities or obligations of the other party or any other person 24 Amendment, Modification, and Waiver. No amendment, modification, or waiver of any condition, provision, or term of this Agreement shall be valid or of any effect unless made in writing, signed by the party or parties to be bound or by the duly authorized representative of same, and specifying with particularity the extent and nature of the amendment, modification, or waiver Any waiver by any party of any 14 Page 275 of 412 default by another party shall not affect or impair any rights arising from any subsequent default 25 Severability; Reformation. Each provision, section, sentence, clause, phrase, and word of this Agreement is intended to be severable If any portion of this Agreement shall be deemed invalid or unenforceable, whether in whole or in part, the offending provision or part thereof shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall not be affected thereby and shall continue in full force and effect If, for any reason, a court finds that any portion of this Agreement is invalid or unenforceable as written, but that by limiting such provision or portion thereof it would become valid and enforceable, then such provision or portion thereof shall be deemed to be written, and shall be construed and enforced, as so limited 26 Captions. All captions, headings, or titles in the paragraphs or sections of this Agreement are inserted only as a matter of convenience and/or reference, and they shall in no way be construed as limiting, extending, or describing either the scope or intent of this Agreement or of any provisions hereof 27 Interpretation. This Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been prepared by counsel for one of the parties, it being recognized that the parties hereto and their respective attorneys have contributed substantially and materially to the preparation of each and every provision of this Agreement 28 Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives 29 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute one and the same instrument 30 Entire Agreement. This Agreement, together with the exhibits attached hereto, constitutes the entire agreement of the parties and supersedes all prior or contemporaneous negotiations, discussions, understandings, or agreements, whether oral or written, with respect to the subject matter hereof 31 Time of Essence. Time is of the essence of this Agreement IN WITNESS WHEREOF, the parties have executed this Development Agreement by their duly authorized representatives as of the date first set forth above [signatures on next page] 15 Page 276 of 412 CITY OF WATERLOO, IOWA FDP OC, L L C By By Quentin M Hart, Mayor�� Title Attest elley Felc e, City Clerk 16 Page 277 of 412 EXHIBIT "A" Legal Description of Property That part of Mill Square in the Village(now City) of Waterloo, County of Black Hawk and State of Iowa, described as follows All Lots Nos 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18 and the Southwesterly 5 feet of Lot No 34 (including that part of said lots vacated in 276 Misc 306) The Southwesterly 5 feet of the Northwesterly 58 1/2 feet of Lot No 36 All of Lots Nos 19, 20, 21, 22, 23 and 24, except the Southeasterly 20 feet thereof(now known as West Fourth Street) The Northwesterly 2 feet of Lot No 5 All that part of the vacated alley in said Addition lying between West Fourth Street and Park Avenue That part of the vacated alley running Southwesterly from Cedar Street(as now established)to the alley lying between West Fourth Street and Park Avenue That part of Park Avenue described as follows Commencing at the Southwesterly corner of Lot No 12, thence Northwesterly 20 feet along the Southwesterly line of Lot No 12, if extended, thence Northeasterly parallel and 20 feet distant with the Northwesterly lines of Lots 12, 13, 14, 15, 16, 17, 18, the Southwesterly 5 feet of Lot No 34, and the vacated alley along Park Avenue to a point on the Northeasterly line of the Southwesterly 5 feet of Lot No 34, if extended, thence Southeasterly 20 feet to the Northwesterly line of Lot No 34,thence Southwesterly along the Northwesterly line of said previously described lots and alley to the point of beginning Page 278 of 412 EXHIBIT "B" MINIMUM ASSESSMENT AGREEMENT This Minimum Assessment Agreement (the "Agreement") is entered into as of 2024, by and among the CITY OF WATERLOO, IOWA ("City"), FDP O , L L C ("Company"), and the COUNTY ASSESSOR of the City of Waterloo, Iowa ("Assessor") WITNESSETH WHEREAS, on or before the date hereof the City and Company have entered into a development agreement (the "Development Agreement") regarding certain real property (the "Property"), described in Exhibit "A" thereto, located in the City, and WHEREAS, it is contemplated that pursuant to the Development Agreement, the Company will undertake the development of an area within the City and within the Downtown Waterloo Urban Renewal and Redevelopment Plan area, including the construction of certain improvements as described in the Development Agreement (the "Minimum Improvements") on the Property (the "Project"), and WHEREAS, pursuant to Iowa Code § 403 6, as amended, the City and the Company desire to establish a minimum actual value for the Property and the Minimum Improvements to be constructed thereon by Company pursuant to the Development Agreement, which shall be effective upon substantial completion of the Project and from then until this Agreement is terminated pursuant to the terms herein and which is intended to reflect the minimum actual value of the land and buildings as to the Project only, and WHEREAS, the City and the Assessor have reviewed the preliminary plans and specifications for the Minimum Improvements which the parties contemplate will be erected as a part of the Project NOW, THEREFORE, the parties hereto, in consideration of the promises, covenants, and agreements made by each other, do hereby agree as follows 1 Upon substantial completion of construction of the Minimum Improvements by Company, the minimum actual taxable value which shall be fixed for assessment purposes for the Property and Minimum Improvements to be constructed thereon by Company as a part of the Project shall not be less than $7,500,000 00 (the "Minimum Actual Value") until termination of this Agreement The parties hereto agree that construction of the Minimum Improvements will be substantially completed by the date set forth in the Development Agreement, and in any case if the Minimum Improvements are not substantially completed by December 31, 2026 the parties agree to execute an amendment to this Agreement that will extend the date specified in Section 2 below Page 279 of 412 2 The Minimum Actual Value herein established shall be of no further force and effect, and this Minimum Assessment Agreement shall terminate, on December 31, 2060 The Minimum Actual Value shall be maintained during such period regardless of (a) any failure to complete the Minimum Improvements, (b) destruction of all or any portion of the Minimum Improvements, (c) diminution in value of the Property or the Minimum Improvements, or (d) any other circumstance, whether known or unknown and whether now existing or hereafter occurring 3 Company shall pay, or cause to be paid, when due, all real property taxes and assessments payable with respect to all and any parts of the Property and the Minimum Improvements pursuant to the provisions of this Agreement and the Development Agreement Such tax payments shall be made without regard to any loss, complete or partial, to the Property or the Minimum Improvements, any interruption in, or discontinuance of, the use, occupancy, ownership or operation of the Property or the Minimum Improvements by Company or any other matter or thing which for any reason interferes with, prevents or renders burdensome the use or occupancy of the Property or the Minimum Improvements 4 Company agrees that its obligation to make the tax payments required hereby, to pay the other sums provided for herein, and to perform and observe its other agreements contained in this Agreement shall be absolute and unconditional obligations of Company (not limited to the statutory remedies for unpaid taxes) and that Company shall not be entitled to any abatement or diminution thereof, or set off therefrom, nor to any early termination of this Agreement for any reason whatsoever 5 Nothing herein shall be deemed to waive the Company's rights under Iowa Code § 403 6, as amended, to contest that portion of any actual value assignment made by the Assessor in excess of the Minimum Actual Value established herein In no event, however, shall the Company seek or cause the reduction of the actual value assigned below the Minimum Actual Value established herein during the term of this Agreement Nothing herein shall limit the discretion of the Assessor to assign at any time an actual value to the land and Minimum Improvements in excess of the Minimum Actual Value 6 Company agrees that during the term of this Agreement it will not (a) seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute relating to the taxation of property contained as a part of the Property or the Minimum Improvements determined by any tax official to be applicable to the Property or the Minimum Improvements, or raise the inapplicability or constitutionality of any such tax statute as a defense in any proceedings, including delinquent tax proceedings, or (b) seek any tax deferral, credit or abatement, either presently or prospectively authorized under Iowa Code Chapter 403 or 404, or any other state law, of the taxation of real property, including improvements and fixtures thereon, contained in the Property or the Minimum Improvements, or 2 Page 280 of 412 (c) request the Assessor to reduce the Minimum Actual Value, or (d) appeal to the board of review of the city, county, state or to the Director of Revenue of the State of Iowa to reduce the Minimum Actual Value, or (e) cause a reduction in the actual value or the Minimum Actual Value through any other proceedings 7 This Agreement shall be promptly recorded by the City with the Recorder of Black Hawk County, Iowa The City shall pay all costs of recording 8 Neither the preambles nor provisions of this Agreement are intended to, or shall be construed as, modifying the terms of the Development Agreement 9 Each provision, section, sentence, clause, phrase, and word of this Agreement is intended to be severable If any portion of this Agreement shall be deemed invalid or unenforceable, whether in whole or in part, the offending provision or part thereof shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall not be affected thereby and shall continue in full force and effect If; for any reason, a court finds that any portion of this Agreement is invalid or unenforceable as written, but that by limiting such provision or portion thereof it would become valid and enforceable, then such provision or portion thereof shall be deemed to be written, and shall be construed and enforced, as so limited 10 This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties, including but not limited to future owners of the Project property IN WITNESS WHEREOF, the parties have executed this Minimum Assessment Agreement by their duly authorized representatives as of the date first set forth above [signatures on next page] 3 Page 281 of 412 CITY OF WATERLOO, IOWA FDP OC, L L C By # By Quentin Hart,'Mayor � Title By I�C� elley Felch , City Clerk STATE OF IOWA ) ) ss COUNTY OF BLACK HAWK ) On this ell day of , 2024, before me, a Notary Public in and for the State of Iowa, personal appeared Quentin Hart and Kelley Felchle, to me personally known, who being duly sworn, did say that they are the Mayor and City Clerk, respectively, of the City of Waterloo, Iowa, a municipal corporation, created and existing under the laws of the State of Iowa, and that the seal affixed to the foregoing instrument is the seal of said municipal corporation, and that said instrument was signed and sealed on behalf of said municipal corporation by authority and resolution of its City Council, and said Mayor and City Clerk acknowledged said instrument to be the free act and deed of said municipal corporation by it and by them voluntarily executed OpPAG BRITNI PERKINS blic Z COMMIS510N NO.845529 RSS IOWA' my JANU< Y 27 2020 ��' s� December 27, 2024 REBECCA SKAFIDAS STATE OF IOWA ) 2 �Commission Number 852915 ) ss owp MY Commission Expires COUNTY OF� �� ) Subscribed and sworn to before me on J u/�� 3 , 2024 by p Q2rver:TI /- aj-)r-y�i 0 2E t-7 9-x'1&-Jq.�f FDP OC, L L C e g►K ;ate Notary Public 4 Page 282 of 412 CERTIFICATION OF ASSESSOR The undersigned, having reviewed the plans and specifications for the Minimum Improvements to be constructed and the market value assigned to the land upon which the Minimum Improvements are to be constructed for the development, and being of the opinion that the minimum market value contained in the foregoing Minimum Assessment Agreement appears reasonable, hereby certifies as follows The undersigned Assessor, being legally responsible for the assessment of the property described in the foregoing Minimum Assessment Agreement, certifies that the actual value assigned to that land and improvements upon completion shall not be less than Seven Million Five Hundred Thousand and 00/100 Dollars ($7,500,000 00) until termination of this Minimum Assessment Agreement pursuant to the terms hereof, subject to adjustment as provided in said agreement sor fa lack Hawk County, Iowa L r 2 Date STATE OF IOWA ) ) ss COUNTY OF BLACK HAWK ) Subscribed and sworn to before me on 18 , 2024 by T J Koenigsfeld, Assessor for Black Hawk County, lolha ADRIENNE MILLER o® " CommissiorLNumber 809109 ,* My commission Expires N a ry Pub I i c 100 February 23,2027 Page 283 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Resolution approving a temporary access easement agreement with McDonald's USA, LLC, located at and adjacent to 2222 Logan Avenue, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION Tract F of North Crossing Fourth Addition, City of Waterloo, Black Hawk County, Iowa, and also that part of Tract B as illustrated and described in the appended Metes & Bounds Exhibit, to-wit: Part Of Tract B, North Crossing Fourth Addition, City of Waterloo, Black Hawk County, Iowa, as recorded in Document Number 2025-02083, and more particularly described as follows: Page 284 of 412 Beginning At The Southwest Corner Of Said Tract B; Thence North 0°49'42" West, 16.00 Feet Along The Westerly Line Of Said Tract B; Thence South 89038'25" West, 5.00 Feet Continuing Along Said Westerly Line Of Tract B; Thence North 0°49'42" West, 7.00 Continuing Along Said Westerly Line Of Tract B; Thence North 89038'25" East, 25.93 Feet Along A Line Parallel With And 23.00 Feet Normally Distant To The South Line Of Said Tract B; Thence South 29°09'53" East, 19.40 Feet; Thence North 89°38'25" East, 162.00 Feet Along A Line Parallel With And 6.00 Feet Normally Distant To The South Line Of Said Tract B To The East Line Thereof; Thence South 0°49'20" East, 6.00 Feet Along Said East Line Of Tract B To A Southeast Corner Of Said Tract B; Thence South 89°38'25" West, 192.14 Feet Along Said South Line Of Tract B To The Point Of Beginning; Containing 0.04 Acre{S), Subject To Any Easement Recorded Or Unrecorded ATTACHMENTS 1. Temporary Easement Agreement Page 285 of 412 Prepared by Tim Andera,City of Waterloo,Waterloo,IA 50703. Phone(319)291-4366 TEMPORARY ACCESS EASEMENT This Temporary Access Easement Agreement (the "Agreement") is entered into as of 2025 by and between City of Waterloo, Iowa ("Grantor") and McDonald's USA, LLC ("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 (the "Temporary Easement") in, to, upon, over, across, and beneath the real estate (the "Temporary Easement Premises") as set forth in Exhibit "A" attached hereto and by this reference made a part hereof. 2. Duration.Unless extended by the written mutual consent of Grantor and Grantee, the Temporary Easement shall continue in force and effect until the earlier of. (a) completion of the Improvements; or(b) July 31, 2026. 3. Purpose. The purpose of the Temporary Easement is to provide ingress and egress to the Grantee's commercial business property for Grantee, the employees and agents of Grantee, and customers of Grantee. 4. Grantor Duties and Privileges. Grantor grants and conveys the Temporary Easement Premises to Grantee "as is, where is" and without any representation or warranty as to the condition of same. Grantor shall have no duty to prepare the Temporary Easement Premises in any way for Grantee's use and shall otherwise have no further duty or obligation with respect to the Temporary Easement Premises. Grantor may mow or care for grasses and vegetation growing in the Temporary Easement Premises during the period of this Agreement, but may not conduct other activities upon the Temporary Easement Premises without the prior written consent of Grantee. Any activities of Grantor, its officers, employees, contractors or agents undertake on the Temporary Easement Premises during the term hereof shall be at their sole risk. Grantee hereby agrees to indemnify Grantor, its officials, officers, employees, contractors and agents, with respect to any and all claims for injuries,death,property damage,property loss or otherwise, arising from the acts or omissions of Grantee, its officers, employees, contractors or agents, on or about the Temporary Easement Premises during the term of this Agreement. Page 286 of 412 IN WITNESS WHEREOF,the parties have executed this Temporary Easement Agreement by their duly authorized representatives as of the date first set forth above. CITY OF WATERLOO,IOWA(Grantor) MCDONALD'S USA,LLC(Grantee) BY: Bv: Nadia Khan ._... _ .— Quentin M. Hart,Mavor Print Name Attest: Bv: Kelley Felchle..City Clerk Sign Name Senior Counsel-Director Title Date: July 15.2025 STATE OF IOWA } } ss. BLACK HAWK COUNTY } Acknowledged before me on 2025, by Quentin M. Hart and Kelley Felchle as Mavor and Citv Clerk.respectively.of the Citv of Waterloo.Iowa. Notary Public STATE OF I o7 } � ss. COUNTY OF } Acknowledged before me on .�/ 1 ,2025,by A { Q� on behalf of McDonald's USA. LLC_ ,-�mqw,a, A , Notary Public OFFICIAL SEAL Tamara L Salinas NOTARY PUBLIC,STATE OF ILLINOIS Commie W No,747534 CoffrOl Ion ExpI 14,2027 Page 287 of 412 EXHIBIT A Description of Temporary Easement Premises Tract F of North Crossing Fourth Addition, City of Waterloo, Black Hawk County,Iowa, and also that part of Tract B as illustrated and described in the appended Metes &Bounds Exhibit, to-wit: Part Of Tract B,North Crossing Fourth Addition,City of Waterloo,Black Hawk County,Iowa, as recorded in Document Number 2025-02083, and more particularly described as follows: Beginning At The Southwest Corner Of Said Tract B; Thence North 0"49'42" West, 16 .00 Feet Along The Westerly Line Of Said Tract B; Thence South 89"38'25" West, 5.00 Feet Continuing Along Said Westerly Line Of Tract B; Thence North 0"49'42 " West, 7.00 Continuing Along Said Westerly Line Of Tract B; Thence North 89"38'25" East, 25.93 Feet Along A Line Parallel With And 23.00 Feet Normally Distant To The South Line Of Said Tract B; Thence South 29'09'53"East, 19.40 Feet; Thence North 89"38'25"East, 162.00 Feet Along A Line Parallel With And 6.00 Feet Normally Distant To The South Line Of Said Tract B To The East Line Thereof; Thence South 0"49'20 " East, 6.00 Feet Along Said East Line Of Tract B To A Southeast Corner Of Said Tract B; Thence South 89"38'25" West, 192.14 Feet Along Said South Line Of Tract B To The Point Of Beginning; Containing 0.04 Acre IS), Subject To Any Easement Recorded Or Unrecorded Page 288 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Resolution approving a temporary easement agreement in the amount of $197.00 with C and S Properties, LLC, located at 1018 La Porte Road, in conjunction with the La Porte Road Phase II Reconstruction Project, and authorizing the Mayor and City Clerk to execute said documents. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION Resolution approving a temporary easement agreement in the amount of$197.00 with C and S Properties, LLC, located at 1018 La Porte Road, in conjunction with the La Porte Road Phase II Reconstruction Project, and authorizing the Mayor and City Clerk to execute said documents. The value of the temporary easement was based off 120 percent of the assessed value of the property per square foot. However, only ten percent of the full value is offered for the temporary easement because it expires NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION Page 289 of 412 ATTACHMENTS 1. Temporary Easement Agreement 2. Temporary Easement Diagram Page 290 of 412 Prepared by Tim Andera,City of Waterloo.Waterloo,IA 50703. Phone(319)291-4366 TEMPORARY EASEMENT AGREEMENT This Temporary Easement Agreement (the "Agreement") is entered into as of , 2025 by and between C and S Properties, LLC. ("Grantor"), and the City of Waterloo,Iowa("Grantee"). 1. Grant of Temporary Easement. In consideration of the mutual promises and covenants contained herein, and for other good and valuable consideration in the amount of$197.00,the receipt and sufficiency of which is hereby acknowledged Grantor does hereby grant and convey unto Grantee,and Grantee does hereby accept,a temporary easement for purposes relating to construction of the Improvements (the "Temporary Easement") in, to, upon, over, across, and beneath the real estate (the "Temporary Easement Premises") as set forth on Exhibit "A" attached hereto and by this reference made a part hereof. 2. Purpose. The Temporary Easement Premises is intended for use by Grantee, its employees, contractors and agents, to reconstruct La Porte Road, utility improvements,grading,seeding,and remove and replace the driveway onto La Porte Road (the "Improvements"). It is the intention of the parties that Grantee shall assume all responsibility for the construction of the Improvements adjacent to the Premises, and that Grantor shall have no liability relating to the Easement or the Improvements except as may arise from the Grantor's own negligent acts or omissions or willful misconduct. 3. Grantor Duties and Privileges. Grantor shall deliver possession of the Temporary Easement Premises to Grantee, ``as is,where is",without any representation or warranty as to the condition of same. Grantor shall have no duty to prepare the Temporary Easement Premises in any way for Grantee's use. Following transfer of possession of the Temporary Easement Premises, Grantor shall have no further duty or obligation with respect to same, except as set forth herein. Grantor may mow or care for grasses and vegetation growing in the Temporary Easement Premises during the period of this Agreement,but may not conduct other activities upon the Temporary Easement Premises without the prior written consent of Grantee. Grantor agrees that any activities that Grantor, its officers, employees, contractors or agents undertake on the Temporary Easement Premises during the term hereof shall be at their sole risk, and Grantor hereby agrees to indemnify Grantee, its officials, officers, employees, contractors and agents, Page 291 of 412 with respect to any and all claims for injuries, death, property damage, property loss or otherwise, arising from the acts or omissions of Grantor, its officers, employees, contractors or agents, on or about the Temporary Easement Premises during the term of this Agreement. IN WITNESS WHEREOF,the parties have executed this Temporary Easement Agreement by their duly authorized representatives as of the date first set forth above. C AND S PROPS S,L CITY OF WATERLOO,IOWA By: s By: Quentin M. Hart,Mayor Title: -� Attest: Kelley Felchle, City Clerk STATE OF T ) )ss. C OUVIX, COUNTY) Acknowledged before me on \bV , 2025, byas t�1 of C and S Properties LLC CRYSTAI.WiSENSACH z° COMMISSION NO.785374 rr MY COMMISSION EXPIRES pow At1Q11Sfi 04,2{ 8 N ary Mublic ,4 STATE OF IOWA ) ) ss. 1G$ITIdri BLACK HAWK COUNTY ) Acknowledged before me on , 2025, by Quentin M. Hart and Kelley Felchle as Mayor and City Clerk,respectively,of the City of Waterloo,Iowa. Notary Public Page 292 of 412 'i LPR217 C AND S PROPERTIES LC PARCEL ID: 891336402010 1018 LA PORTE RD TEMPORARY / EASEMENT F I j 205 SF ¢ t 0 z POWER POLE TO BE :5 REMOVED BY OTHERS j 0 PROTECT BOLLARDS m PROPOSED TEMP. EASEMENT X I PROTECT SIGN — — PROTECT POLE EXISTING ROW 41.0' o o ui ui POWER POLE TO BE PROTECT PROTECT PROTECT REMOVED BY OTHERS POLE POLE POLE FRONTAGE ROADREMOVAL T � PROPOSED WATER MAIN LA PORTE ROAD PROPOSED STORM _SEWER - FEET LEGEND RIGHT-OF-WAY/PROPERTY LINES ACQUISTION LINES PERM.EASEMENT LINES — — — — TEMP.EASEMENT LINES PARCEL 0 PERMANENT ACQUISITION L P R2 1 7 0 PERMANENT EASEMENT PHASE ANY PAVEMENT REMOVED WILL 0 TEMPORARY EASEMENT t - BE REPLACED IN-KIND UNLESS 2 OTHERWISE NOTED. Public Impact Diagram ` Com C AND S PROPERTIES LC �L=J La Porte Road Reconstruction J 04-10-25 Waterloo,Iowa 60736162 Page 293 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Request by Michele N. Isom (formerly known as Michele N. Clark) for an Encroachment Agreement to allow for a fence on city-owned right-of-way in the "R-2" One and Two Family Residence District located north of 760 Cloverdale Avenue on Lucas Street, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION The applicant is requesting an Encroachment Agreement to continue allowing a fence on city-owned right-of-way on Lucas Street. The current fence has been up since April, 2021. The portion of Lucas Street the fence is encroaching on is undeveloped. Therefore, the City does not object to the Encroachment Agreement until possible future development of Lucas Street and the adjacent wooded area. The fence does intrude on the utility easement present on the property in question. The site in question obtained Planning's sign-off for a fence permit on April 9, 2021, and submitted a Fence Over Easement form. The site plan indicated that the fence was to be located on the property line, but it was built within the cityowned right-of-way. Hence, an Encroachment Agreement is being requested to allow a fence to remain on the city-owned right-of-way of Lucas Street. NEIGHBORHOOD IMPACT The request for an Encroachment Agreement would not appear to have a negative impact on the surrounding neighborhood as the area is on the undeveloped portion of Lucas Street. DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS _ A public hearing was held by the Planning, Programming, and Zoning Commission on May 13, 2025 and notice was sent to all property owners within 250 feet. SOURCE OF EXPENDITURES Page 294 of 412 ALTERNATIVE ACTION LEGAL DESCRIPTION CLOVERDALE ACRES REPLAT NO 1 LOT 30 ATTACHMENTS 1. 760 Cloverdale Ave Civic Clerk Packet Page 295 of 412 May 13,2025 REQUEST: Request by Michele Isom (formerly known as Michele Clark) for an Encroachment Agreement to allow for a fence on city- owned right-of-way in the "R-2" One- and Two-Family Residence District located north of 760 Cloverdale Avenue on Lucas Street. APPLICANT(S): Michele Clark, 760 Cloverdale Avenue, Waterloo, IA 50703 GENERAL The applicant is requesting an Encroachment Agreement to DESCRIPTION: allow a fence to remain on the city owned right-of-way of Lucas Street. IMPACT ON The request for an Encroachment Agreement would not NEIGHBORHOOD & appear to have a negative impact on the surrounding SURROUNDING neighborhood as the area is on the undeveloped portion of LAND USE: Lucas Street. VEHICULAR & The request for an Encroachment Agreement would not PEDESTRIAN appear to have a negative impact on vehicular or pedestrian TRAFFIC traffic in the area since the fence is on the undeveloped CONDITIONS: portion of Lucas Street. If Lucas Street were ever extended in the future, the Encroachment Agreement can be terminated and the fence required to be removed. RELATIONSHIP TO The site is located at the corner of Cloverdale Avenue and RECREATIONAL Lucas Street with a sidewalk along both sides of Cloverdale TRAIL PLAN and Avenue, as well as both of Lucas Street, west of Cloverdale COMPLETE STREETS Avenue. POLICY. ZONING HISTORY The site is zoned "R-2" One and Two-Family Residence FOR SITE AND District and has been zoned as such since the adoption of our IMMEDIATE VICINITY: Ordinance in 1969. The surrounding land uses and their zoning are as follows: North, East, South, and West— Zoned "R-2" One- and Two- Family Residence District with single family homes. BUFFERS The request does not require any buffering according to REQUIRED/ NEEDED: ordinance standards. DRAINAGE: The proposed encroachment area would not appear to have a negative impact on drainage. DEVELOPMENT The area is composed of single-family homes constructed HISTORY: from the late 1970s and through the mid-1990s. The site in question was added to the area in 1994. FLOODPLAIN: The encroachment area is not located within a floodway or floodplain according to the 2024 FEMA Floodplain Maps. PUBLIC /OPEN Lincoln Elementary School is located approximately 1 .6 miles SPACES/ SCHOOLS: to the south, and Cedar Bend Park is located approximately 1.3 miles to the south of the encroachment area. Encroachment Agreement—N of 760 Cloverdale Ave Page 1 of 5 Page 296 of 412 xy �at2a i� 4 M. F 1 LIJ 1 1= 4 ' � f a t• r r� l May 13,2025 UTILITIES: WATER, There is an 8' wide utility easement on the east lot line of the SANITARY SEWER, property in question. STORM SEWER, ETC. RELATIONSHIP TO The request is in conformance with the Future Land Use Map COMPREHENSIVE as it designates this area as Low Density Residential. LAND-USE PLAN: STAFF ANALYSIS — The applicant is requesting an Encroachment Agreement to ZONING continue allowing a fence on city-owned right-of-way on Lucas ORDINANCE: Street. The current fence has been up since April, 2021 . The portion of Lucas Street the fence is encroaching on is undeveloped. Therefore, the City does not object to the Encroachment Agreement until possible future development of Lucas Street and the adjacent wooded area. The fence does intrude on the utility easement present on the property in question. The site in question obtained Planning's sign-off for a fence permit on April 9, 2021, and submitted a Fence Over Easement form. The site plan indicated that the fence was to be located on the property line, but it was built within the city- owned right-of-way. Hence, an Encroachment Agreement is being requested to allow a fence to remain on the city-owned right-of-way of Lucas Street. TECHNICAL REVIEW No comments. COMMITTEE: STAFF ANALYSIS — The applicant is not proposing to subdivide the property. SUBDIVISION ORDINANCE: STAFF RECOMMENDATION: Therefore, the staff recommends that the request by Michele Clark for an Encroachment Agreement to allow for a fence on city-owned right-of-way in the "R-2" One- and Two-Family Residence District located north of 760 Cloverdale Avenue on Lucas Street, be approved for the following reasons: 1. The request would not appear to have a negative impact on the surrounding area. 2. The request would not appear to have a negative impact on vehicular or pedestrian traffic in the area. 3. The proposed structure conforms with the Future Land Use Map. Subject to the following conditions: Encroachment Agreement—N of 760 Cloverdale Ave Page 4 of 5 Page 299 of 412 May 13,2025 1. A fully signed and executed Encroachment Agreement, which includes provisions for the maintenance of the fence by the applicants, access provisions through the fence to provide access to the right-of-way that will be located behind the fencing as well as access to the 8' utility easement located along the east property line of the property in question. 2. A signed and executed Fence Over Easement Form. Encroachment Agreement—N of 760 Cloverdale Ave Page 5 of 5 Page 300 of 412 City of Waterloo Planning, Programming and Zoning Commission May 13, 2025 '•� III � � _ , _ ��111 • •• �11 11111 11111111/ — 11111 11111111111 '7 11111 11111..... ` 111111111 7 Imo' - • i� ■III - � � - ■��=:. """"' ` �' ' '-: !,��■ �■.IIIIIIIIIIIIIIIIII ., � °""""""' j�j��■ `�:IIIIIIIIIIIIII _ ��■�=- :•,,,,,,,,,,,,, , _■_____ -�� 1111111111111111111 nuup„p„ uunu„ . - , i6111111111111111i n•,n„,,,nnME a n•,m� 1 - == 111111111 • .� . 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IIIIIIIII 111111 1111111" I■G I 1 �� nu.,I�� 11111111[�111111711 Encroachment76o Cloverdale Avenue City of Waterloo Planning, Programming and Zoning Commission May 13, 2025 Area of Encroachment LUCAS ST 760 Cloverdale Avenue R-2 Q Lu J LLI O U Sources:Esri,TomTom,Garmin,FAO, AOAA,USGS,©OpenStreetMap contributors,and the GIS User Community N 76o Cloverdale Avenue W+E Encroachment Agreement s Michele Clark City of Waterloo Planning & Zoning of !'!"tTF,p 715 Mulberry Street, Waterloo, Iowa 50703 .R CITY OF o (319) 291-4366 ( .r/ planning R zoning ❑ Offer to Vacate and Purchase City Right-of-Way �a ri Request to Vacate Easement,Vacate Sidewalk, or �S 7 a r�`� Encroachment Agreement ❑ Sale of City-Owned Property Applicant (Business Name if ppl'cable: y Complete Address. Phone No---I .. Email: General Description of Property to Vacated (i.e.- artey Between A St. & B St., South of C St.): �. -' . �L Legal description of area to be nveyed, vacated or encrold: I. A non-refundable 0 rug fee(ssrall be made as followwOcliecks payable to City of Waterloo): • Right-of-way vacation—One Hundred Seventy Five Dollar($175.00) Filing Fee Easement or sidewalk vacation—Seventy Five Dollar($75.00) Filing Fee • Encroachment—One Hundred Dollar(5100.00) Filling Fee • Sale of city-owned property not required to be vacated—No Fee • Any request not meeting the Sale of Property Policy—One Hundred Dollar($100.00) Fee ` 2. Offer Price*[Note: If the offer price meets the Sale of Property Policy(see attached) the request will not be required to be reviewed by the Building& Grounds Committee] • Asking price (see attached Sale of Property Policy for how calculated): • Deductions May decrease price by 50% for area located within an easement: + May decrease price for the City tax that will be collected on the land within 5 yrs (8 yrs inside of the CURA): • Costs (surveying&misc., demolition, remove of curbs, etc): Asking price—Deductions— Value of Property: Offer Price for Entire Area: Note: The above information is a summary of the Sale of Property Policy(see attached). All requests to vacate and purchase City right-of-way must be accompanied by a signed"Intent to Vacate"form for each abutting property to the area to be vacated. Any request that fails to meet the Sale of Property Policy shall not be forwarded to the Building and Grounds Committee or City Council.Any such applicant shall need to request review to Building and Grounds through a City Council member. 3. Publication and Recording Fees*: At the time a buyer(s) has been selected, all publication costs and recording fees must be paid by the applicant. Applicant sltall be responsible for collecting from other buyers. 4. Easement*: The following easement shall be retained: 5. Other: Please provide a site plan and/or aerial photo of the area to be vacated if the request involves additional construction as the reason for the request. 'Mul -3 b S1 Applicant Print Name ate *Not required for easement vacates sidewalk vacates or Encroachment Agreements Page 303 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Resolution approving a Development and Minimum Assessment Agreement with Crossroads Square Partners, LC, for the rehabilitation and other building improvements with a minimum assessed value of$5,800,000.00, ten years of percent tax rebates at a graduated scale, located at 1820 East Ridgeway Avenue, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION Transmitted is a request to approve a resolution for a Development Agreement and Minimum Assessment Agreement with Crossroads Square Partners, LC, for the rehabilitation and other building improvements with a minimum assessed value of$5,800,00.00, ten years of percent tax rebates at a graduated scale, located at 1820 East Ridgeway Avenue, and authorizing the Mayor and City Clerk to execute said document. As mentioned, the property tax rebates are for ten years with the first year being 80%, followed by 70%, 60%, 50%, 40%, 40%, 30%, 30%, 20% and 20%, and the building is located in the Crossroads Tax Increment Finance District. The structure currently serves as affordable senior living housing, and after the improvements are made, the use will remain unchanged. NEIGHBORHOOD IMPACT Improvements to the building will raise the assessed value by almost $2,600,000.00, strengthening property values in this area. DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES Page 304 of 412 ALTERNATIVE ACTION LEGAL DESCRIPTION A part of the Northeast Fractional Quarter of Section 2, Township 88 North, Range 13 West of the 5th P.M., in the City of Waterloo, Black Hawk County, Iowa, described as follows: Beginning at a point on the West line of the Northeast Fractional Quarter, 33 feet South of the Northwest comer of said Northeast Fractional Quarter; thence S 89°54'56" E along the South line of Ridgeway Avenue, 319.19 feet; thence S 0°2'45" W, 300 feet; thence N 89°54'56" W, 318.71 feet to the West line of said Northeast Fractional Quarter; thence N 0°2'43" W along the said West line, 300 feet to the point of beginning, except public roads and/or highways. NOTE: The West line of the Northeast Fractional Quarter is assumed to bear N 0°2'43" W. ATTACHMENTS 1. Development Agreement 2. Aerial Map Page 305 of 412 Prepared bV Christopher S.Wendland, P.O. Box 596,Waterloo, IA 50704 Phone (319)234-5701 DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered into as of August 2025, by and between Crossroads Square Partners, LP (the "Company") and the City of Waterloo, Iowa (the "City"). RECITALS A. In furtherance of the objectives of Chapter 403 of the Code of Iowa, as amended (the "Urban Renewal Act"), City is engaged in carrying out urban renewal project activities in an area known as the Crossroads Waterloo Urban Renewal and Redevelopment Area ("Urban Renewal Area"). B. Company is willing and able to finance and undertake renovation of existing structures and make related improvements on property legally described on Exhibit "A" attached hereto (the "Property") located in the Urban Renewal Area at 1820 E. Ridgeway Avenue. C. City considers economic development within the City a benefit to the community and is willing for the overall good and welfare of the community to provide financial incentives so as to encourage that goal, and the City further believes that the project is in the vital and best interests of the City and that the project and such incentives are in accordance with the public purposes and provisions of applicable State and local laws and requirements under which the project has been undertaken and is being assisted. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows: 1. Development Property. Company owns the Property and will undertake the Project (defined below) upon the Property. Page 306 of 412 2. Improvements by Company. Company shall (a) remove and properly dispose of all debris and unwanted furnishings, fixtures and other personal property from the Property, (b) rehabilitate the existing structures on the Property for affordable, senior-living apartment units, and (c) make other improvements to the building and grounds, including but not limited to parking, paving, streetscaping, and storm water improvements (collectively, the "Improvements"). All removal and disposal of asbestos or other hazardous materials, if any, shall strictly conform to applicable law, rule or ordinance governing the handling and disposal of such materials. The Improvements shall be constructed in accordance with the terms of this Agreement and with all applicable City, state, and federal building codes, and shall comply with all applicable City ordinances and other applicable law. Company will use its best efforts to obtain, or cause to be obtained, in a timely manner, all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all applicable local, state, and federal laws and regulations which must be obtained or met before the Improvements may be lawfully constructed. The Property, the Improvements, and all other work to make the project site usable for Company's purposes as contemplated by this Agreement are collectively referred to as the "Project." 3. Construction Plans. Company agrees that it will cause the Improvements to be constructed on the Property in conformance with construction plans (the "Plans") that have been submitted to the City. Company agrees that the scope and scale of the Improvements to be constructed shall not be significantly less than the scope and scale of such improvements as detailed and outlined in the Plans. If any material modification in the scope, scale or nature of the Plans is proposed, Company shall submit modified Plans (the "Modified Plans") to the City for review. Modified Plans shall be subject to approval by the City as provided in this Section. City shall approve the modified Plans in writing if: (a) the Modified Plans conform to the terms and conditions of this Agreement; (b) the Modified Plans conform to the terms and conditions of the urban renewal plan; (c) the Modified Plans conform to all applicable federal, state and local laws, ordinances, rules and regulations and City permit and design review requirements; (d) the Modified Plans are adequate for purposes of this Agreement to provide for the construction of the Improvements, and (e) no Event of Default under the terms of this Agreement has occurred; provided, however, that any such approval of the Plans or Modified Plans pursuant to this Section shall constitute approval for the purposes of this Agreement only and shall not be deemed to constitute approval or waiver by the City with respect to any building, fire, zoning or other ordinances or regulations of the City, and shall not be deemed to be sufficient plans to serve as the basis for the issuance of a building permit if the Plans or Modified Plans are not as detailed or complete as the plans otherwise required for the issuance of a building permit. The Plans or Modified Plans must be rejected in writing by City within thirty (30) days of submission or shall be deemed to have been approved by the City. If City rejects the Plans or Modified Plans in whole or in part, Company shall submit new or corrected Plans or Modified Plans within thirty (30) days after receipt by Company of written notification of the rejection, accomplished by a written statement of the City 2 Page 307 of 412 specifying the respects in which Company's Plans or Modified Plans fail to conform to the requirements of this Section. The provisions of this Section relating to approval, rejection and resubmission of corrected Plans or Modified Plans shall continue to apply until they have been approved by the City; provided, however, that in any event Company shall submit Plans or Modified Plans which are approved by City prior to commencement of construction of additional or modified Improvements. Approval of the Plans or Modified Plans by the City shall not relieve Company of any obligation to comply with the terms and provisions of this Agreement, or the provision of applicable federal, state and local laws, ordinances and regulations, nor shall approval of the Plans or Modified Plans by City be deemed to constitute a waiver of any Event of Default. Approval of Plans or Modified Plans hereunder is solely for purposes of this Agreement and shall not constitute approval for any other City purpose nor subject the City to any liability for the Improvements as constructed. 4. Timeliness of Construction; Possibility of Termination. The parties agree that Company's commitment to undertake the Project and to construct the Improvements in a timely manner constitutes a material inducement for the City to offer the incentives provided for in this Agreement, and that without said commitment City would not do so. A. Deadline to complete. Company must Substantially Complete rehabilitation of the buildings and all units within fourteen (14) months after the date of this Agreement (the "Project Completion Date"). For purposes of this Agreement, "Substantially Complete" means the date on which the Improvements have been completed pursuant to the Plans or Modified Plans to the extent necessary for City to issue a certificate of occupancy relating thereto and City has also verified that any Project element for which no permit was necessary has been Substantially Completed. All deadlines are subject to Unavoidable Delays as defined in paragraph B below. B. Events triggering termination. If Company does not Substantially Complete construction of the Improvements on the schedule stated above, then City may terminate this Agreement as set forth in Section 15, and City shall then have no further obligation under this Agreement. In any circumstance where Company's progress on the Project fails to meet the schedule stated above, then City's Community Planning and Development Director may, but shall not be required to, consent to an extension of time of up to six (6) months for the construction of the Improvements, and if an extension is granted but construction of the Improvements has not been Substantially Completed within such extended period, then any further time extensions will require consent of the City Council. If development is subsequently stopped or delayed as a result of an act of God, war, civil disturbance, court order, labor dispute, fire, or other cause beyond the reasonable control of Company (each an "Unavoidable Delay"), the requirement that construction be completed by the Completion Deadline shall be tolled for a period of time equal to the period of Unavoidable Delay. 3 Page 308 of 412 5. Minimum Assessment Agreement. Company acknowledges and agrees that it will pay when due all taxes and assessments, general or special, and all other charges whatsoever levied upon or assessed or placed against the Property. Company further agrees that prior to the date set forth in Section 2 of the Minimum Assessment Agreement (the "MAA") attached hereto as Exhibit "B" it will not seek or cause a reduction in the taxable valuation for the Property as improved pursuant to this Agreement, which shall be fixed for assessment purposes, below the amount of $5,800,000.00 (the "Minimum Actual Value"), through: (a) willful destruction of the Property, the Improvements, or any part of either; (b) a request to the assessor of Black Hawk County; or (c) any proceedings, whether administrative, legal, or equitable, with any administrative body or court within the City, Black Hawk County, the State of Iowa, or the federal government. Company agrees to execute and deliver the MAA concurrently with its execution and delivery of this Agreement. 6. Tax Rebates. Provided that Company has completed Substantially Completed the Improvements before the Completion Deadline, and subject to the other terms of this Agreement, City agrees to rebate property tax (with the exceptions noted below) with respect to the Improvements, as follows: Year One 80% rebate Year Two 70% rebate Year Three 60% rebate Year Four 50% rebate Year Five through Year Six 40% rebate each year Year Seven through Year Eight 30% rebate each year Year Nine Year Ten 20% rebate each year for any taxable value added by the completed Improvements (each such payment is a "Rebate") over the initial base value of$3,201,860.00. Each Rebate is payable in respect of a given property tax fiscal year (a "Fiscal Year") only to the extent that (a) Company has actually paid general property taxes due and owing for such Fiscal Year and (b) the city council has made an appropriation for the payment of the Rebate. To receive a Rebate for a given Fiscal Year, Company must, within twelve (12) months after the due date of the last installment of the property taxes for the respective Fiscal Year (i.e., the "March Installment"), submit a completed Rebate request to City on the form provided by or otherwise satisfactory to City. A failure to timely submit a request for a Rebate for a Fiscal Year will result in a forfeiture of the right to request a Rebate for such Fiscal Year. City agrees to consider a completed application for a Rebate within sixty (60) days after submission of the application to City. 4 Page 309 of 412 The taxable value of the Property as a result of the Improvements must be increased by a minimum of 10% and must increase the annual tax by a minimum of $500.00. Rebates shall not be paid based on any special assessment levy, debt service levy, or any other levy that is exempted from treatment as tax increment financing under the provisions of applicable law. The first Fiscal Year in respect of which a Rebate may be given ("Year One") shall be the first full Fiscal Year for which the assessment is based upon the completed value of the Improvements and not based on a prior Fiscal Year for which the assessment is based solely upon (x) the value of the Property, or upon (y) the value of the Property and a partial value of the Improvements due to partial completion of such Improvements or a partial Fiscal Year. As an example of the above provision, in the event all Improvements on the Property are Substantially Completed prior to January 1, 2026 and the Property and Improvements are assessed as fully completed based on the Plans, as may be revised, the property taxes that would be assessed based on the January 1, 2026 assessed value would be for the Fiscal Year ending June 30, 2028, with the taxes payable one- half by September 30, 2027 and one-half by March 31, 2028, then the first Rebate could be applied for after March 31, 2028 and prior to April 1, 2029. 7. Limitations on Payment of Rebates. A. Each payment of a Rebate is subject to annual appropriation by the city council each fiscal year. City has no obligation to make any payments to Company as contemplated under this Agreement until the city council annually appropriates the funds necessary to make such payments. The right of non- appropriation reserved to City in this paragraph is intended by the parties, and shall be construed at all times, so as to ensure that City's obligation to make future payments of Rebates shall not constitute a legal indebtedness of City within the meaning of any applicable constitutional or statutory debt limitation prior to the adoption of a budget which appropriates funds for the payment of that installment or amount. In the event that any of the provisions of this Agreement are determined by a court of competent jurisdiction or by City's bond counsel to create, or result in the creation of, such a legal indebtedness of City, the enforcement of the said provision shall be suspended, and the Agreement shall at all times be construed and applied in such a manner as will preserve the foregoing intent of the parties, and no Event of Default by City shall be deemed to have occurred as a result thereof. If any provision of this Agreement or the application thereof to any circumstance is so suspended, the suspension shall not affect other provisions of this Agreement which can be given effect without the suspended provision. To this end the provisions of this Agreement are severable. B. Notwithstanding the provisions of Section 6 hereof, City shall have no obligation to make a payment of a Rebate to Company if at any time during the term hereof City fails to appropriate funds for payment; City receives an opinion from its legal counsel to the effect that the use of Tax Increments resulting from the Property and Improvements to fund a Rebate payment to 5 Page 310 of 412 Company, as contemplated under Section 6 above, is not, based on a change in applicable law or its interpretation since the date of this Agreement, authorized or otherwise an appropriate urban renewal activity permitted to be undertaken by City under the Urban Renewal Act or other applicable provisions of the Code, as then constituted or under controlling decision of any Iowa court having jurisdiction over the subject matter hereof; or City's ability to collect Tax Increment from the Improvements and Property is precluded or terminated by legislative changes to Iowa Code Chapter 403. Upon occurrence of any of the foregoing circum- stances, City shall promptly forward notice of the same to Company. If the circumstances continue for a period during which two (2) annual Rebate payments would otherwise have been paid to Company under the terms of Section 6, then City may terminate this Agreement, without penalty or other liability to City, by written notice to Company. C. For purposes of this Agreement, "Tax Increments" shall mean the property tax revenues on the Improvements and Property received by and made available to City for deposit in an account maintained under this Agreement, the provisions of Iowa Code § 403.19 and the ordinance governing the Urban Renewal Plan. 8. Conditions to City Funding. A. The complete or initial funding by City of the Rebates and other Project commitments shall be deemed an agreement of the parties that the applicable conditions to disbursement of funds shall, as of the date of such funding, have been satisfied or waived. If the conditions set forth in this Section are not satisfied at a Rebate disbursement date, this Agreement shall terminate unless a new disbursement date is established by amendment to this Agreement. The termination of this Agreement shall be the sole remedy available to City or Company if, for whatever reason, a condition set forth in this Section is not satisfied at a Rebate payment date, it being understood that each party shall nonetheless incur costs and liabilities prior thereto for which they alone are responsible. City and Company each expressly assumes all responsibility for the costs and liabilities they may each so incur prior to a Rebate payment date and agree to indemnify and hold each other harmless therefrom. B. It is recognized and agreed that the ability of the City to perform the obligations described in this Agreement, including but not limited to the Rebate payments, is subject to completion and satisfaction of certain separate city council actions and required legal proceedings relating to amendment to the urban renewal plan, including the holding of public hearings on the same. Further, all the obligations of City under this Agreement are subject to fulfillment, on or before each Rebate payment date, of each of the following conditions precedent- 6 Page 311 of 412 (i) The representations and warranties made by Company in Section 11 shall be true and correct as of the Rebate disbursement date with the same force and effect as if made at such date. (ii) Company shall be in material compliance with all the terms and provisions of this Agreement. (iii) There has not been, as of the Rebate disbursement date, a substantial change for the worse in the financial resources and ability of Company, or a substantial decrease in the financing commitments secured by Company for construction of the Improvements, which change(s) makes it likely, in the reasonable judgment of the City, that Company will be unable to fulfill its covenants and obligations under this Agreement. 9. Additional Covenants of Company. In addition to the other promises, covenants and agreements of Company as provided elsewhere in this Agreement, Company agrees as follows with respect to each phase of Improvements: A. Company agrees during construction of the Improvements and thereafter until the MAA termination date to maintain, as applicable, builder's risk, property damage, and liability insurance coverages with respect to the Improvements in such amounts as are customarily carried by like organizations engaged in activities of comparable size and liability exposure, and shall provide evidence of such coverages to the City upon request. B. Until the Improvements are Substantially Completed, Company shall make such reports to City, in such detail and at such times as may be reasonably requested by City, as to the actual progress of Company with respect to construction of the Improvements. C. During construction of the Improvements and thereafter until the MAA termination date Company will cooperate fully with the City in resolution of any traffic, parking, trash removal or public safety problems which may arise in connection with the construction and operation of the Improvements. D. Company will comply with all applicable land development laws and City and county ordinances, and all laws, rules and regulations relating to its businesses, other than laws, rules and regulations where the failure to comply with the same or the sanctions and penalties resulting therefrom, would not have a material adverse effect on the business, property, operations, or condition, financial or otherwise, of Company. E. Until the MAA termination date Company will maintain, preserve and keep the Property, including but not limited to the Improvements, in good repair and working order, ordinary wear and tear excepted, and from time to time will make all necessary repairs, replacements, renewals and additions. 7 Page 312 of 412 F. The Property will have a taxable value as set forth in the MAA and any amendments thereto, and Company agrees that the minimum actual value of the Property and completed Improvements as stated in the MAA and any amendments thereto will be a reasonable estimate of the actual value of the Property and Improvements for ad valorem property tax purposes. Company agrees that it will spend enough in construction of the Improvements that, when combined with the value of the Property and related site improvements, will equal or exceed the assessor's minimum actual value for the Property and Improvements as set forth in the MAA and any amendments thereto. G. Until the MAA termination date Company agrees that it will make no conveyance, lease or other transfer of the Property or any interest therein that would cause the Property or any part thereof to be classified as exempt from taxation or subject to centralized assessment or taxation by the State of Iowa. H. Company shall pay, or cause to be paid, when due, all real property taxes and assessments payable with respect to any and all parts of the Property conveyed to it. Company agrees that (1) it will not seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute or regulation relating to the taxation of real property included within the Property that is determined by any tax official to be applicable to the Property or to Company, or raise the inapplicability or constitutionality of any such tax statute or regulation as a defense in any proceedings of any type or nature, including but not limited to delinquent tax proceedings, and (2) it will not seek any tax deferral, credit or abatement, either presently or prospectively authorized under Iowa Code Chapter 403 or 404, or any other state law, of the taxation of real property included within the Property. 10. Representations and Warranties of City. City hereby represents and warrants as follows: A. City is not prohibited from consummating the transaction contemplated in this Agreement by any law, regulation, agreement, instrument, restriction, order or judgment. B. Each person who executes and delivers this Agreement and all documents to be delivered hereunder is and shall be authorized to do so on behalf of City. 11. Representations and Warranties of Company. Company hereby represents and warrants as follows: A. It has all requisite power and authority to own and operate its properties, to carry on its business as now conducted and as presently proposed to be conducted, and to enter into and perform its obligations under this Agreement. 8 Page 313 of 412 B. This Agreement has been duly and validly executed and delivered by Company and, assuming due authorization, execution and delivery by the other parties hereto, is in full force and effect and is a valid and legally binding instrument of Company that is enforceable in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, reorganization or other laws relating to or affecting creditors' rights generally. C. The execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, and the fulfillment of or compliance with the terms and conditions of this Agreement are not prevented by, limited by, in conflict with, or result in a violation or breach of, the terms, conditions or provisions of any contractual restriction, evidence of indebtedness, agreement or instrument of whatever nature to which Company is now a party or by which it or its property is bound, nor do they constitute a default under any of the foregoing. D. There are no actions, suits or proceedings pending or threatened against or affecting Company in any court or before any arbitrator or before or by any governmental body in which there is a reasonable possibility of an adverse decision which could materially adversely affect the business (present or prospective), financial position, or results of operations of Company or which in any manner raises any questions affecting the validity of the Agreement or Company's ability to perform its obligations under this Agreement. E. The financing commitments which Company has obtained to finance the construction of the Improvements will be sufficient to enable Company to successfully complete construction of the Improvements as contemplated in this Agreement, subject to additional costs incurred due to Unavoidable Delays. 12. Indemnification and Releases. A. Company hereby releases City, its elected officials, officers, employees, and agents (collectively, the "indemnified parties") from, covenants and agrees that the indemnified parties shall not be liable for, and agrees to indemnify, defend and hold harmless the indemnified parties against, any loss or damage to property or any injury to or death of any person occurring at or about the Property arising after Company's lease or acquisition of the same or resulting from any defect in the Improvements. The indemnified parties shall not be liable for any damage or injury to the persons or property of Company or its directors, officers, employees, contractors or agents, or any other person who may be about the Property or the Improvements, due to any act of negligence or willful misconduct of any person, other than any act of negligence or willful misconduct on the part of any such indemnified party or its officers, employees or agents. B. Except for any willful misrepresentation, any willful misconduct, or any unlawful act of the indemnified parties, Company agrees to protect and defend the indemnified parties, now or forever, and further agrees to hold the 9 Page 314 of 412 indemnified parties harmless, from any claim, demand, suit, action or other proceedings or any type or nature whatsoever by any person or entity whatsoever that arises or purportedly arises from (1) any violation of any agreement or condition of this Agreement (except with respect to any suit, action, demand or other proceeding brought by Company against the City to enforce its rights under this Agreement), or (2) the acquisition and condition of the Property and the construction, installation, ownership, and operation of the Improvements, or (3) any hazardous substance or environmental contamination located in or on the Property. C. The provisions of this Section shall survive the expiration or termination of this Agreement. 13. Obligations Contingent. Each and every obligation of City under this Agreement is expressly made subject to and contingent upon City's completion of all procedures, hearings and approvals deemed necessary by City or its legal counsel for amendment of the urban renewal plan applicable to the Property and/or Project area, all of which must be completed within 180 days from the date this Agreement is approved by the City council. If such completion does not occur, then any conveyance, benefit or incentive of any type provided by City hereunder within said 180-day period is subject to reverter of title, revocation, repayment or other appropriate action to restore such property, benefit or incentive to City, and Company agrees to cooperate diligently and in good faith with any reasonable request by City to effectuate the restoration of same, or failing such restoration Company agrees to be liable for same or for the fair value thereof, plus interest on any sums owing at the rate of 5% per annum commencing with the date of demand for payment, if said payment is not remitted to City within 30 days. 14. Default. The following shall be "Events of Default" under this Agreement, and the term "Event of Default" shall mean any one or more of the following events that continues beyond any applicable cure periods: A. Failure by Company to cause the construction of the Improvements to be commenced and completed pursuant to the terms, conditions and limitations of this Agreement; B. (Reserved); C. Failure by Company to pay, before delinquency, all ad valorem property taxes levied on or against any of the Property; D. Failure by any party hereto to substantially observe or perform any covenant, condition, obligation or agreement on its part to be observed or performed under this Agreement; E. Company (1) files any petition in bankruptcy or for any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under the federal bankruptcy law or any similar state law; (2) 10 Page 315 of 412 makes an assignment for the benefit of its creditors; (3) admits in writing its inability to pay its debts generally as they become due; (4) is adjudicated a bankrupt or insolvent; or if a petition or answer proposing the adjudication of Company as a bankrupt or its reorganization under any present or future federal bankruptcy act or any similar federal or state law shall be filed in any court and such petition or answer shall not be discharged or denied within ninety (90) days after the filing thereof; or a receiver, trustee or liquidator of Company, or part thereof, shall be appointed in any proceedings brought against Company and shall not be discharged within ninety (90) days after such appointment, or if Company shall consent to or acquiesce in such appointment; or (5) defaults under any mortgage applicable to any of Property. F. Any representation or warranty made by Company in this Agreement, or made by Company in any written statement or certificate furnished by Company pursuant to this Agreement, shall prove to have been incorrect, incomplete or misleading in any material respect on or as of the date of the issuance or making thereof. 15. Remedies. A. Default by Company. Whenever any Event of Default in respect of Company occurs and is continuing, the City may terminate this Agreement. Before exercising such remedy, City shall give 30 days' written notice to Company of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or the Event of Default cannot reasonably be cured within 30 days and Company shall not have provided assurances reasonably satisfactory to the City that the Event of Default will be cured as soon as reasonably possible. Upon termination, City may exercise any and all remedies available at law, equity, contract or otherwise for recovery of any sums paid by City to Company before the date of termination as set forth in this Agreement. B. Default by City. Whenever any Event of Default in respect of City occurs and is continuing, Company may take such action against City to require it to specifically perform its obligations hereunder. Before exercising such remedy, Company shall give 30 days' written notice to City of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or if the Event of Default cannot reasonably be cured within 30 days and City shall not have provided assurances reasonably satisfactory to the Company that the Event of Default will be cured as soon as reasonably possible. C. Remedies under this Agreement shall be cumulative and in addition to any other right or remedy given under this Agreement or existing at law or in equity or by statute. Waiver as to any particular default, or delay or omission in exercising any right or power accruing upon any default, shall not be construed 11 Page 316 of 412 as a waiver of any other or any subsequent default and shall not impair any such right or power. 16. Materiality of Company's Promises, Covenants, Representations, and Warranties. Each and every promise, covenant, representation, and warranty set forth in this Agreement on the part of Company to be performed is a material term of this Agreement, and each and every such promise, covenant, representation, and warranty constitutes a material inducement for City to enter this Agreement. Company acknowledges that without such promises, covenants, representations, and warranties, City would not have entered this Agreement. Upon breach of any promise or covenant, or in the event of the incorrectness or falsity of any representation or warranty, City may, at its sole option and in addition to any other right or remedy available to it, terminate this Agreement and declare it null and void. 17. Performance by City. Company acknowledges and agrees that all of the obligations of City under this Agreement shall be subject to, and performed by City in accordance with, all applicable statutory, common law or constitutional provisions and procedures consistent with City's lawful authority. All covenants, stipulations, promises, agreements and obligations of City contained in this Agreement shall be deemed to be the covenants, stipulations, promises, agreements and obligations of City and not of any governing body member, officer, employee or agent of City in the individual capacity of such person. 18. No Third-Party Beneficiaries. No rights or privileges of any party hereto shall inure to the benefit of any contractor, subcontractor, material supplier, or any other person or entity, and no such contractor, subcontractor, material supplier, or other person or entity shall be deemed to be a third-party beneficiary of any of the provisions of this Agreement. 19. Notices. Any notice under this Agreement shall be in writing and shall be delivered in person, by overnight air courier service, by United States registered or certified mail, postage prepaid, or by facsimile (with an additional copy delivered by one of the foregoing means), and addressed: (a) if to City, at 715 Mulberry Street, Waterloo, Iowa 50703, facsimile number 319-291-4571, Attention: Mayor, with copies to the City Attorney and the Community Planning and Development Director. (b) if to Company, at 3625 Del Amo Blvd., Suite 392, Torrance, CA 90503, Attention: General Partner. Delivery of notice shall be deemed to occur (i) on the date of delivery when delivered in person, (ii) one (1) business day following deposit for overnight delivery to an overnight air courier service which guarantees next day delivery, (iii) three (3) business days following the date of deposit if mailed by United States registered or certified mail, postage prepaid, or (iv) when transmitted by facsimile so long as the sender obtains written electronic confirmation from the sending facsimile machine that such 12 Page 317 of 412 transmission was successful. A party may change the address for giving notice by any method set forth in this Section. 20. No Joint Venture. Nothing in this Agreement shall, or shall be deemed or construed to, create or constitute any joint venture, partnership, agency, employment, or any other relationship between the City and Company nor to create any liability for one party with respect to the liabilities or obligations of the other party or any other person. 21. Amendment, Modification, and Waiver. No amendment, modification, or waiver of any condition, provision, or term of this Agreement shall be valid or of any effect unless made in writing, signed by the party or parties to be bound or by the duly authorized representative of same, and specifying with particularity the extent and nature of the amendment, modification, or waiver. Any waiver by any party of any default by another party shall not affect or impair any rights arising from any subsequent default. 22. Severability; Reformation. Each provision, section, sentence, clause, phrase, and word of this Agreement is intended to be severable. If any portion of this Agreement shall be deemed invalid or unenforceable, whether in whole or in part, the offending provision or part thereof shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall not be affected thereby and shall continue in full force and effect. If, for any reason, a court finds that any portion of this Agreement is invalid or unenforceable as written, but that by limiting such provision or portion thereof it would become valid and enforceable, then such provision or portion thereof shall be deemed to be written, and shall be construed and enforced, as so limited. 23. Captions. All captions, headings, or titles in the paragraphs or sections of this Agreement are inserted only as a matter of convenience and/or reference, and they shall in no way be construed as limiting, extending, or describing either the scope or intent of this Agreement or of any provisions hereof. 24. Interpretation. This Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been prepared by counsel for one of the parties, it being recognized that the parties hereto and their respective attorneys have contributed substantially and materially to the preparation of each and every provision of this Agreement. 25. Governing Law; Litigation. This Agreement shall be governed by and construed and interpreted in accordance with the internal laws of the State of Iowa. The parties hereby agree and consent, with respect to any action to enforce or defend any claim, counterclaim, cross-claim, cause of action, or any matter arising from or in any way related to this Agreement or the transactions contemplated hereby, (a) to WAIVE ANY RIGHT TO A TRIAL BY JURY; (b) to submit to the exclusive jurisdiction of the Iowa District Court for Black Hawk County; and (c) to irrevocably waive, to the fullest extent possible, the defense of any inconvenient forum or improper venue to the maintenance of any such action or proceeding. 13 Page 318 of 412 26. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 27. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute one and the same instrument. 28. Entire Agreement. This Agreement, together with the exhibits attached hereto, constitutes the entire agreement of the parties and supersedes all prior or contemporaneous negotiations, discussions, understandings, or agreements, whether oral or written, with respect to the subject matter hereof. 29. Time of Essence. Time is of the essence of this Agreement. IN WITNESS WHEREOF, the parties have executed this Development Agreement by their duly authorized representatives as of the date first set forth above. [signatures on next page] 14 Page 319 of 412 CITY OF WATERLOO, IOWA CROSSROADS SQUARE PARTNERS, LP By: By: Quentin M. Hart, Mayor Matthew Segerdal, Managing Member of Huntley Witmer Development LLC, as Attest: Managing Member of Camelot Kelley Felchle, City Clerk Housing Management, LLC, as General Partner of Camelot Apartments Partners, LP 15 Page 320 of 412 EXHIBIT "A" Legal Description of Property A part of the Northeast Fractional Quarter of Section 2, Township 88 North, Range 13 West of the 5th P.M., in the City of Waterloo, Black Hawk County, Iowa, described as follows: Beginning at a point on the West line of the Northeast Fractional Quarter, 33 feet South of the Northwest comer of said Northeast Fractional Quarter; thence S 89°54'56" E along the South line of Ridgeway Avenue, 319.19 feet; thence S 0°2'45"W, 300 feet; thence N 89°54'56" W, 318.71 feet to the West line of said Northeast Fractional Quarter; thence N 0°2'43"W along the said West line, 300 feet to the point of beginning, except public roads and/or highways. NOTE: The West line of the Northeast Fractional Quarter is assumed to bear N 0°2'43"W. EXHIBIT "B" MINIMUM ASSESSMENT AGREEMENT This Minimum Assessment Agreement (the "Agreement") is entered into as of , by and among the City of Waterloo, Iowa ("City") and Crossroads Square Partners, LP ("Company"). WITNESSETH: WHEREAS, on or before the date hereof the City and Company have entered into a development agreement (the "Development Agreement") regarding certain real property (the "Property"), described in Exhibit "A" thereto, located in the City; and WHEREAS, it is contemplated that pursuant to the Development Agreement, the Company will undertake the development of an area within the City and within the Crossroads Waterloo Urban Renewal and Redevelopment Plan area, including the construction of certain improvements as described in the Development Agreement (the "Minimum Improvements") on the Property (the "Project"); and WHEREAS, pursuant to Iowa Code § 403.6, as amended, the City and the Company desire to establish a minimum actual value for the Property and the Minimum Improvements to be constructed thereon by Company pursuant to the Development Agreement, which shall be effective upon substantial completion of the Project and from then until this Agreement is terminated pursuant to the terms herein and which is intended to reflect the minimum actual value of the land and buildings as to the Project only; and WHEREAS, the City and the County Assessor of Black Hawk County, Iowa (the "Assessor") have reviewed the preliminary plans and specifications for the Minimum Improvements which the parties contemplate will be erected as a part of the Project. Page 321 of 412 NOW, THEREFORE, the parties hereto, in consideration of the promises, covenants, and agreements made by each other, do hereby agree as follows: 1. Upon substantial completion of construction of the Minimum Improvements by Company, the minimum actual taxable value which shall be fixed for assessment purposes for the Property and Minimum Improvements to be constructed thereon by Company as a part of the Project shall not be less than $5,800,000.00 (the "Minimum Actual Value") until termination of this Agreement. The parties hereto agree that construction of the Minimum Improvements will be substantially completed by the date set forth in the Development Agreement, and in any case if the Minimum Improvements are not substantially completed by December 31, 2026 the parties agree to execute an amendment to this Agreement that will extend the date specified in Section 2 below. 2. The Minimum Actual Value herein established shall be of no further force and effect, and this Minimum Assessment Agreement shall terminate, on December 31, 2038. The Minimum Actual Value shall be maintained during such period regardless of: (a) any failure to complete the Minimum Improvements; (b) destruction of all or any portion of the Minimum Improvements; (c) diminution in value of the Property or the Minimum Improvements; or (d) any other circumstance, whether known or unknown and whether now existing or hereafter occurring. 3. Company shall pay, or cause to be paid, when due, all real property taxes and assessments payable with respect to all and any parts of the Property and the Minimum Improvements pursuant to the provisions of this Agreement and the Development Agreement. Such tax payments shall be made without regard to any loss, complete or partial, to the Property or the Minimum Improvements, any interruption in, or discontinuance of, the use, occupancy, ownership or operation of the Property or the Minimum Improvements by Company or any other matter or thing which for any reason interferes with, prevents or renders burdensome the use or occupancy of the Property or the Minimum Improvements. 4. Company agrees that its obligation to make the tax payments required hereby, to pay the other sums provided for herein, and to perform and observe its other agreements contained in this Agreement shall be absolute and unconditional obligations of Company (not limited to the statutory remedies for unpaid taxes) and that Company shall not be entitled to any abatement or diminution thereof, or set off therefrom, nor to any early termination of this Agreement for any reason whatsoever. 5. Nothing herein shall be deemed to waive the Company's rights under Iowa Code § 403.6, as amended, to contest that portion of any actual value assignment made by the Assessor in excess of the Minimum Actual Value established herein. In no event, however, shall the Company seek or cause the reduction of the actual value assigned below the Minimum Actual Value established herein during the term of this Agreement. Nothing herein shall limit the discretion of the Assessor to assign at any time an actual value to the land and Minimum Improvements in excess of the Minimum Actual Value. 2 Page 322 of 412 6. Company agrees that during the term of this Agreement it will not: (a) seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute relating to the taxation of property contained as a part of the Property or the Minimum Improvements determined by any tax official to be applicable to the Property or the Minimum Improvements, or raise the inapplicability or constitutionality of any such tax statute as a defense in any proceedings, including delinquent tax proceedings; or (b) seek any tax deferral, credit or abatement, either presently or prospectively authorized under Iowa Code Chapter 403 or 404, or any other state law, of the taxation of real property, including improvements and fixtures thereon, contained in the Property or the Minimum Improvements; or (c) request the Assessor to reduce the Minimum Actual Value; or (d) appeal to the board of review of the city, county, state or to the Director of Revenue of the State of Iowa to reduce the Minimum Actual Value; or (e) cause a reduction in the actual value or the Minimum Actual Value through any other proceedings. 7. This Agreement shall be promptly recorded by the City with the Recorder of Black Hawk County, Iowa. The City shall pay all costs of recording. 8. Neither the preambles nor provisions of this Agreement are intended to, or shall be construed as, modifying the terms of the Development Agreement. 9. Each provision, section, sentence, clause, phrase, and word of this Agreement is intended to be severable. If any portion of this Agreement shall be deemed invalid or unenforceable, whether in whole or in part, the offending provision or part thereof shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall not be affected thereby and shall continue in full force and effect. If, for any reason, a court finds that any portion of this Agreement is invalid or unenforceable as written, but that by limiting such provision or portion thereof it would become valid and enforceable, then such provision or portion thereof shall be deemed to be written, and shall be construed and enforced, as so limited. 10. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties, including but not limited to future owners of the Project property. IN WITNESS WHEREOF, the parties have executed this Minimum Assessment Agreement by their duly authorized representatives as of the date first set forth above. [signatures on next page] 3 Page 323 of 412 CITY OF WATERLOO, IOWA CROSSROADS SQUARE PARTNERS, LP By: By: Quentin M. Hart, Mayor Matthew Segerdal, Managing Member of Huntley Witmer Development LLC, as Attest: Managing Member of Camelot Kelley Felchle, City Clerk Housing Management, LLC, as General Partner of Camelot Apartments Partners, LP STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) On this day of , before me, a Notary Public in and for the State of Iowa, personally appeared Quentin Hart and Kelley Felchle, to me personally known, who being duly sworn, did say that they are the Mayor and City Clerk, respectively, of the City of Waterloo, Iowa, a municipal corporation, created and existing under the laws of the State of Iowa, and that the seal affixed to the foregoing instrument is the seal of said municipal corporation, and that said instrument was signed and sealed on behalf of said municipal corporation by authority and resolution of its City Council, and said Mayor and City Clerk acknowledged said instrument to be the free act and deed of said municipal corporation by it and by them voluntarily executed. Notary Public 4 Page 324 of 412 STATE OF ) ) ss. COUNTY ) Subscribed and sworn to before me on by Matthew Segerdal, Managing Member of Huntley Witmer Development LLC, as Managing Member of Camelot Housing Management, LLC, as General Partner of Crossroads Square Partners, LP. Notary Public 5 Page 325 of 412 CERTIFICATION OF ASSESSOR The undersigned, having reviewed the plans and specifications for the Minimum Improvements to be constructed and the market value assigned to the land upon which the Minimum Improvements are to be constructed for the development, and being of the opinion that the minimum market value contained in the foregoing Minimum Assessment Agreement appears reasonable, hereby certifies as follows: The undersigned Assessor, being legally responsible for the assessment of the property described in the foregoing Minimum Assessment Agreement, certifies that the actual value assigned to that land and improvements upon completion shall not be less than Five Million Eight Hundred Thousand and 00/100 Dollars ($5,800,000.00) until termination of this Minimum Assessment Agreement pursuant to the terms hereof, subject to adjustment as provided in said agreement. Assessor for Black Hawk County, Iowa Date STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) Subscribed and sworn to before me on by T.J. Koenigsfeld, Assessor for Black Hawk County, Iowa. Notary Public Page 326 of 412 Property outlined in Yellow L'_JI—JI "As AFVV A E.RfDG1AVE. ...:. �, rti AWow low � ri-; T s: w ti E.Rrne17wnv m k-45-tx. I. . f ■ silt �- r �. i •�r' �— r� ti "Ali -a5237. Alternate IDrva Owner AddremCROSSROADS SQUARE PARTNERS LP Class M 3625 DELAMSO BLVD STE 392 Acreage Ws TORRANCE,CA 90503 061 Page 327 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Resolution approving a first amendment to the Development Agreement with Midwest Development Company, to amend the timeline of completion for three single-family homes and to allow for the construction of a total of thirteen single-family homes and five duplexes, located in the Lincolnshire Addition subdivision, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION The City of Waterloo entered into a Development Agreement with Midwest Development Co. on January 19, 2021 to allow Midwest Development Co to build 10 new single family homes and 7 duplexes in the new Lincolnshire Addition. The project provided more infill housing in Waterloo. The Development Agreement approved in 2021 gave the company 36 months to complete the homes and the City would provide a $5,000 infill housing grant for each unit built. Midwest Development Co. has constructed 10 single-family homes and 5 duplexes to date. The amended agreement allows for the company to build an additional 3 single family homes rather than an additional 2 duplexes. This change will allow for a total of 23 housing units to be built in the new subdivision, which is one less unit than what was originally approved in 2021. The timeline for construction of all units in the subdivision has expired, therefore Midwest Development Co. is requesting 14 months from the approval of this Development Agreement to construct the three single family homes. NEIGHBORHOOD IMPACT The request would appear to have a positive impact on the neighborhood as it provide additional infill housing on vacant parcels of land. DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION Page 328 of 412 COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES Bonds ALTERNATIVE ACTION LEGAL DESCRIPTION Lots 1-24 of Lincolnshire Addition, Waterloo, Black Hawk County, Iowa. ATTACHMENTS 1. Plat of Survey Parcel D 2. Plat of Survey Parcel E 3. Plat of Survey Parcel F 4. Midwest Development Co - DA 1st Amendment Lincolnshire Page 329 of 412 PLAT OF SURVEY INDEX LEGEND LOCATION: LOT 21&LOT 22,LINCOLNSHIRE ADDITION,PART OF THE FR'L NE1/4,SECTION 5,T88N,R13W PROPRIETOR: MIDWEST DEVELOPMENT CO REQUESTED BY: MIDWEST DEVELOPMENT CO PREPARED BY: CLAPSADDLE-GARBER ASSOCIATES,INC, RETURN TO: 5106 NORDIC DRIVE CEDAR FALLS,IOWA 50613 PHONE 319-266-0258 CGA@ CGAC O N S U LTANTS.CO M \ / FND 1" PINCHED PIPE SO c5'� 0 191P SPO "P Ov, Tse O \ ` 1 \SVO. C O�L4j�h \ O� h EASTERLY PROPERTY LINE LINCOLNSHIRE ADDITION LEGAL DESCRIPTION: COUNTY AUDITOR'S PARCEL LETTER'D', LOCATED IN LOT 21 AND PART OF LOT 22, LINCOLNSHIRE ADDITION AS RECORDED IN INSTRUMENT#2021-6861,IN THE NORTHEAST FRACTIONAL QUARTER(NEWA)OF SECTION FIVE(5),TOWNSHIP EIGHTY-NINE(89)NORTH, RANGE THIRTEEN(13)WEST OF THE 5TH P.M.,CITY OF WATERLOO,BLACK HAWK COUNTY, LEGEND:(MONUMENT SYMBOLS ARE ORIENTED TO THE NORTH) IOWA,MORE PARTICULARLY DESCRIBED AS FOLLOWS: o A PLSS CORNER(as noted) LOT 21 AND THE SOUTHWESTERLY 14.00 FEET OF LOT 22,ALL LOCATED IN SAID Z LINCOLNSHIRE ADDITION,CONTAINING 6,249 SQUARE FEET TOTAL. SUBJECT TO EASEMENTS O 1/2"REBAR W/YELLOW PLASTIC ID CAP#22634, AND RESTRICTIONS OF RECORD,IF ANY. UNLESS NOTED OTHERWISE. PLSS CORNER-1/2"DIAMETER x 30"IRON REBAR - FOR THE PURPOSE OF THIS SURVEY,THE SOUTHEASTERLY LINE OF SAID LINCOLNSHIRE w/ORANGE PLASTIC ID CAP(#17162) ADDITION WAS DETERMINED TO BEAR SOUTH 40058'55"WEST. w Ln 1/2"DIAMETER x 30"IRON REBAR WORANGE () = RECORDED AS PLASTIC ID CAP(#17162) PARCEL"D"SURVEY BLACK HAWK COUNTY,IOWA N I hereby certify that this land surveying document was prepared Ft. 8 and the related survey work was P\1�5 performed me or under ENSFF�y my direct pe sona supervision and that I am a duly Licensed • Professional Land Surveyor under the laws of the State of Iowa. -0 17162 it date J'° ° PN: 25-SB-0231 Travis R.Stewart,PLS SCALE 1"=40' S 70WA JQ Iowa License Number 17162 DATE OF SURVEY: 06-16-25 /Ob DRAWN BY: SJC 5 AL LAS My License Renewal Date is December 31,2025 FIELD CREW: KNW 0 40' Pages or sheets covered by this seal: THIS SHEET SHEET NO. 1 OF 1 J:\25-SB-0231\dwgs\2_Survey\5774-Plat of Survey Parcel D.dwg-Plat LEGL- 06-24-25-9:08am-trs246 Page 330 of 412 PLAT OF SURVEY INDEX LEGEND LOCATION: LOT 22&LOT 23,LINCOLNSHIRE ADDITION,PART OF THE FR'L NE1/4,SECTION 5,T88N,R13W PROPRIETOR: MIDWEST DEVELOPMENT CO REQUESTED BY: MIDWEST DEVELOPMENT CO PREPARED BY: CLAPSADDLE-GABBER ASSOCIATES,INC, RETURN TO: 5106 NORDIC DRIVE CEDAR FALLS,IOWA 50613 PHONE 319-266-0258 CGA@ CGAC O N S U LTANTS.CO M \ / FND 1" PINCHED PIPE SO c5'� 0 R � 00 Ab O QO Ci 6 Ab °o,bt tp .'q EASTERLY PROPERTY LINE LINCOLNSHIRE ADDITION LEGAL DESCRIPTION: COUNTY AUDITOR'S PARCEL LETTER'E', LOCATED IN PART OF LOT 22 AND PART OF LOT 23, LINCOLNSHIRE ADDITION AS RECORDED IN INSTRUMENT#2021-6861,IN THE NORTHEAST FRACTIONAL QUARTER(NEfrY4)OF SECTION FIVE(5),TOWNSHIP EIGHTY-NINE(89)NORTH, RANGE THIRTEEN(13)WEST OF THE 5TH P.M.,CITY OF WATERLOO,BLACK HAWK COUNTY, IOWA,MORE PARTICULARLY DESCRIBED AS FOLLOWS: LEGEND:(MONUMENT SYMBOLS ARE ORIENTED TO THE NORTH) THE NORTHEASTERLY 22.00 FEET OF LOT 22 AND THE SOUTHWESTERLY 28.00 FEET OF o A PLSS CORNER(as noted) z LOT 23,ALL LOCATED IN SAID LINCOLNSHIRE ADDITION,CONTAINING 6,249 SQUARE FEET D1/2"REBAR W/YELLOW PLASTIC ID CAP#22634, TOTAL. SUBJECT TO EASEMENTS AND RESTRICTIONS OF RECORD, IF ANY. UNLESS NOTED OTHERWISE. FOR THE PURPOSE OF THIS SURVEY,THE SOUTHEASTERLY LINE OF SAID LINCOLNSHIRE A PLSS CORNER-1/2"DIAMETER x 30"IRON REBAR ADDITION WAS DETERMINED TO BEAR SOUTH 40°58'55"WEST. w/ORANGE PLASTIC ID CAP(#17162) LU Ln 1/2"DIAMETER x 30"IRON REBAR w/ORANGE () = RECORDED AS PLASTIC ID CAP(#17162) PARCEL"E"SURVEY BLACK HAWK COUNTY,IOWA N I hereby certify that this land surveying document was prepared R. 8TFC and the related survey work was performed by me or under . Q �\CENSF y my direct personal supervision and that I am a duly Licensed Professional Land Surveyor under the laws of the State of Iowa. -0 17162 x date �0o ° PN: 25-SB-0231 SCALE 1"=40' J� Travis R.Stewart,PLS �d'S 70WA JQ Iowa License Number 17162 DATE OF SURVEY: 06-16-25 /Ob DRAWN BY: SJC 5 AL LAS My License Renewal Date is December 31,2025 FIELD CREW: KNW 0 40' Pages or sheets covered by this seal: THIS SHEET SHEET NO. 1 N 1 J:\25-SB-0231\dwgs\2_Survey\5774-Plat of Survey Parcel E.dwg-Plat LEGL- 06-24-25-9:10am-trs246 Page 331 of 412 PLAT OF SURVEY INDEX LEGEND LOCATION: LOT 23&LOT 24,LINCOLNSHIRE ADDITION,PART OF THE FR'L NEI/4,SECTION 5,T88N,R13W PROPRIETOR: MIDWEST DEVELOPMENT CO REQUESTED BY: MIDWEST DEVELOPMENT CO PREPARED BY: CLAPSADDLE-GARBER ASSOCIATES,INC, RETURN TO: 5106 NORDIC DRIVE CEDAR FALLS,IOWA 50613 PHONE 319-266-0258 CGA@CGACONSU LTANTS.COM AQP° \ / FND 1" PINCHED PIPE sa cs'J ° fV O sT �C3� Ci \ Q � Ap (-3 Q ° 90 A8 P h EASTERLY PROPERTY LINE LINCOLNSHIRE ADDITION LEGAL DESCRIPTION: COUNTY AUDITOR'S PARCEL LETTER'F', LOCATED IN A PART OF LOT 23 AND LOT 24, LINCOLNSHIRE ADDITION AS RECORDED IN INSTRUMENT#2021-6861,IN THE NORTHEAST FRACTIONAL QUARTER(NEfrY4)OF SECTION FIVE(5),TOWNSHIP EIGHTY-NINE(89)NORTH, RANGE THIRTEEN(13)WEST OF THE 5TH P.M.,CITY OF WATERLOO,BLACK HAWK COUNTY, LEGEND:(MONUMENT SYMBOLS ARE ORIENTED TO THE NORTH) IOWA,MORE PARTICULARLY DESCRIBED AS FOLLOWS: o A PLSS CORNER(as noted) LOT 24 AND THE NORTHEASTERLY 12.00 FEET OF LOT 23 AND LOT 24,ALL LOCATED IN SAID z LINCOLNSHIRE ADDITION,CONTAINING 6,498 SQUARE FEET TOTAL. SUBJECT TO EASEMENTS p 1/2"REBAR W/YELLOW PLASTIC ID CAP#22634, AND RESTRICTIONS OF RECORD,IF ANY. " UNLESS NOTED OTHERWISE. FOR THE PURPOSE OF THIS SURVEY,THE SOUTHEASTERLY LINE OF SAID LINCOLNSHIRE A PLSS CORNER-1/2"DIAMETER x 30"IRON REBAR ADDITION WAS DETERMINED TO BEAR SOUTH 40°58'55"WEST. w/ORANGE PLASTIC ID CAP(#17162) Lu `n 1/2"DIAMETER x 30"IRON REBAR w/ORANGE () = RECORDED AS PLASTIC ID CAP(#17162) PARCEL"F"SURVEY BLACK HAWK COUNTY,IOWA N I hereby certify that this land surveying document was prepared R. STF and the related survey work was performed by me or under . QJ �\CENSF �y my direct personal supervision and that I am a duly Licensed Professional Land Surveyor under the laws of the State of Iowa. 17162 cc date o ° PN: 25-SB-0231 Travis R.Stewart,PLS S, 70WA JQ Iowa License Number 17162 DATE OF SURVEY: 06-16-25 SCALE 1"=40' /ON 5 DRAWN BY: SJC AL LAS My License Renewal Date is December 31,2025 0 40' PFIELD CREW: KNW -1 1Pages or sheets covered by this seal: THIS SHEET SHEET NO. 1 OF 1 J:\25-SB-0231\dwgs\2_Survey\5774-Plat of Survey Parcel F.dwg-Plat LEGL- 06-24-25-9:1 lam-trs246 Page 332 of 412 Prepared by: Lexi Schneider 715 Mulberry Street, Waterloo, Iowa (319)291-4366 FIRST AMENDMENT TO DEVELOPMENT AGREEMENT This Amendment to Development Agreement (the "Amendment") is entered into as of , 2025, by and between the City of Waterloo, Iowa ("City") and Midwest Development Co.("Company"). RECITALS A. Company and City are parties to that certain Development Agreement dated January 19, 2021 (the "Agreement") concerning the development of property as described in the Agreement. The Agreement was filed in the records of the Black Hawk County Recorder on February 19,2021, as Doe.No. 2021-00017512. B. The parties desire to amend the Agreement on the terms set forth herein. NOW,THEREFORE, in consideration of the premises and of other consideration,the receipt and sufficiency of which is hereby acknowledged,the parties hereby agree to amend the Agreement as follows: 1. Paragraph B of the Recitals is hereby stricken in its entirety and substituted with an amended Paragraph B as follows: B. Developer is willing and able to finance and construct 13 single-family dwellings and 5 duplexes (23 total units) and related improvements on property located throughout the City of Waterloo, legally described as set forth on Exhibit "A" attached hereto(the"Property"). 2. Section I of the Agreement is hereby stricken in its entirety and substituted with an amended Section 1 as follows: 1. Improvements by Developer. Developer will construct 13 single- family dwellings and 5 duplexes (total of 23 units), valued at over $ 150, 000 each. The dwellings shall be completed to a finished state, including installation of driveway, removal of all construction debris, proper leveling or shaping of groundscape, and grassing and/ or landscaping and sidewalks constructed (home construction and Page 333 of 412 finishing as so described are referred to as the "Improvements"). The Property,the Improvements,and all site preparation and development-related work to make the Property usable for Developer's purposes as contemplated by this Agreement are collectively referred to as the " Project". All Improvements shall be constructed in accordance with all applicable City, state, and federal building codes and shall comply with all applicable City ordinances and other applicable law. 3. Subparagraph (a) of Section 2 of the Agreement is hereby stricken in its entirety and substituted with an amended subparagraph(a) as follows: a. Construction. Developer must begin construction of the Improvements within six (6) months (the "Start Deadline") after the date of this Amended Agreement and must substantially complete the Improvements within fourteen (14) months thereafter (the "Completion Deadline"). If Developer has not obtained a building permit and in good faith begun construction of the Improvements by the Start Deadline, then at City' s option this Agreement will be voided, but if construction is imminent the City Council may, but shall not be required to, consent to an extension of time to begin construction or,if appropriate,to complete construction, and if an extension is granted but construction has not been commenced or substantially completed, as applicable, within such extended period, then the Agreement shall be voided after the end of said extended period. 4. Except as amended herein,the Agreement shall continue unmodified in full force and effect. Terms capitalized in this Amendment but not defined herein shall have the meaning ascribed to them in the Agreement. This Amendment is binding on the parties and the respective successors, assigns, transferees and legal representatives of each. This Amendment may be executed in counterparts, each of which shall be deemed an original and all of which, when taken together, shall constitute a single instrument. IN WITNESS WHEREOF,the parties have executed this First Amendment to Development Agreement as of the date first set forth above. Midwest Dev opment Co. CITY OF WATERLOO, IOWA By: By: Hunter Skogman,6resident Land Acquisition Quentin M. Hart, Mayor By: Kelley Felchle, City Clerk 2 Page 334 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Noel Anderson, Community Planning and Development Director August 4, 2025 Planning & Zoning Department AGENDA ITEM TITLE Resolution approving a Development Agreement and Minimum Assessment Agreement with Camelot Apartments Partners LC, for the rehabilitation and other building improvements with a minimum assessed value of $5,800,000.00, ten years of percent tax rebates at a graduated scale, located at 1650 Camelot Drive, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION Transmitted is a request to approve a resolution for a Development Agreement and Minimum Assessment Agreement with Camelot Apartments Partners, LC, for the rehabilitation and other building improvements with a minimum assessed value of$5,800,00.00, ten years of percent tax rebates at a graduated scale, located at 1650 Camelot Drive, and authorizing the Mayor and City Clerk to execute said document. As mentioned, the property tax rebates are for ten years with the first year being 80%, followed by 70%, 60%, 50%, 40%, 40%, 30%, 30%, 20% and 20%, and the building is located in the Crossroads Tax Increment Finance District. The structure currently serves as affordable senior living housing, and after the improvements are made, the use will remain unchanged. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES Page 335 of 412 ALTERNATIVE ACTION LEGAL DESCRIPTION A part of the Northeast Fractional Quarter of Section 2, Township 88 North, Range 13 West of the 5th P.M., in the City of Waterloo, Black Hawk County, Iowa, described as follows: Commencing at the Southwest corner of said Northeast Fractional Quarter; thence Northerly along the West line of said Northeast Fractional Quarter, 1,063.83 feet to the point of beginning; thence Southeasterly along a curve concave Southwesterly and having a radius of 50 feet and a long chord bearing South 44 degrees 53 minutes 24 seconds East, 78.65 feet; thence South 89 degrees 54 minutes 56 seconds East, 268.23 feet; thence North 0 degrees 2 minutes 45 seconds East, 300 feet; thence North 89 degrees 54 minutes 56 seconds West, 318.71 feet to the West line of said Northeast Fractional Quarter; thence South 0 degrees 2 minutes 43 seconds East along said West line, 250 feet to the point of beginning, except public roads and/or highways. NOTE: The West line of the Northeast Fractional Quarter is assumed to bear North 0 degrees 2 minutes 43 seconds West. ATTACHMENTS 1. Development Agreement 2. Aerial Map Page 336 of 412 Prepared bV Christopher S.Wendland, P.O. Box 596,Waterloo, IA 50704 Phone (319)234-5701 DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered into as of August 2025, by and between Camelot Apartments Partners, LP (the "Company") and the City of Waterloo, Iowa (the "City"). RECITALS A. In furtherance of the objectives of Chapter 403 of the Code of Iowa, as amended (the "Urban Renewal Act"), City is engaged in carrying out urban renewal project activities in an area known as the Crossroads Waterloo Urban Renewal and Redevelopment Area ("Urban Renewal Area"). B. Company is willing and able to finance and undertake renovation of existing structures and make related improvements on property legally described on Exhibit "A" attached hereto (the "Property") located in the Urban Renewal Area at 1650 Camelot Drive. C. City considers economic development within the City a benefit to the community and is willing for the overall good and welfare of the community to provide financial incentives so as to encourage that goal, and the City further believes that the project is in the vital and best interests of the City and that the project and such incentives are in accordance with the public purposes and provisions of applicable State and local laws and requirements under which the project has been undertaken and is being assisted. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows: 1. Development Property. Company owns the Property and will undertake the Project (defined below) upon the Property. Page 337 of 412 2. Improvements by Company. Company shall (a) remove and properly dispose of all debris and unwanted furnishings, fixtures and other personal property from the Property, (b) rehabilitate the existing structures on the Property for affordable, senior-living apartment units, and (c) make other improvements to the building and grounds, including but not limited to parking, paving, streetscaping, and storm water improvements (collectively, the "Improvements"). All removal and disposal of asbestos or other hazardous materials, if any, shall strictly conform to applicable law, rule or ordinance governing the handling and disposal of such materials. The Improvements shall be constructed in accordance with the terms of this Agreement and with all applicable City, state, and federal building codes, and shall comply with all applicable City ordinances and other applicable law. Company will use its best efforts to obtain, or cause to be obtained, in a timely manner, all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all applicable local, state, and federal laws and regulations which must be obtained or met before the Improvements may be lawfully constructed. The Property, the Improvements, and all other work to make the project site usable for Company's purposes as contemplated by this Agreement are collectively referred to as the "Project." 3. Construction Plans. Company agrees that it will cause the Improvements to be constructed on the Property in conformance with construction plans (the "Plans") that have been submitted to the City. Company agrees that the scope and scale of the Improvements to be constructed shall not be significantly less than the scope and scale of such improvements as detailed and outlined in the Plans. If any material modification in the scope, scale or nature of the Plans is proposed, Company shall submit modified Plans (the "Modified Plans") to the City for review. Modified Plans shall be subject to approval by the City as provided in this Section. City shall approve the modified Plans in writing if: (a) the Modified Plans conform to the terms and conditions of this Agreement; (b) the Modified Plans conform to the terms and conditions of the urban renewal plan; (c) the Modified Plans conform to all applicable federal, state and local laws, ordinances, rules and regulations and City permit and design review requirements; (d) the Modified Plans are adequate for purposes of this Agreement to provide for the construction of the Improvements, and (e) no Event of Default under the terms of this Agreement has occurred; provided, however, that any such approval of the Plans or Modified Plans pursuant to this Section shall constitute approval for the purposes of this Agreement only and shall not be deemed to constitute approval or waiver by the City with respect to any building, fire, zoning or other ordinances or regulations of the City, and shall not be deemed to be sufficient plans to serve as the basis for the issuance of a building permit if the Plans or Modified Plans are not as detailed or complete as the plans otherwise required for the issuance of a building permit. The Plans or Modified Plans must be rejected in writing by City within thirty (30) days of submission or shall be deemed to have been approved by the City. If City rejects the Plans or Modified Plans in whole or in part, Company shall submit new or corrected Plans or Modified Plans within thirty (30) days after receipt by Company of written notification of the rejection, accomplished by a written statement of the City 2 Page 338 of 412 specifying the respects in which Company's Plans or Modified Plans fail to conform to the requirements of this Section. The provisions of this Section relating to approval, rejection and resubmission of corrected Plans or Modified Plans shall continue to apply until they have been approved by the City; provided, however, that in any event Company shall submit Plans or Modified Plans which are approved by City prior to commencement of construction of additional or modified Improvements. Approval of the Plans or Modified Plans by the City shall not relieve Company of any obligation to comply with the terms and provisions of this Agreement, or the provision of applicable federal, state and local laws, ordinances and regulations, nor shall approval of the Plans or Modified Plans by City be deemed to constitute a waiver of any Event of Default. Approval of Plans or Modified Plans hereunder is solely for purposes of this Agreement and shall not constitute approval for any other City purpose nor subject the City to any liability for the Improvements as constructed. 4. Timeliness of Construction; Possibility of Termination. The parties agree that Company's commitment to undertake the Project and to construct the Improvements in a timely manner constitutes a material inducement for the City to offer the incentives provided for in this Agreement, and that without said commitment City would not do so. A. Deadline to complete. Company must Substantially Complete rehabilitation of the buildings and all units within fourteen (14) months after the date of this Agreement (the "Project Completion Date"). For purposes of this Agreement, "Substantially Complete" means the date on which the Improvements have been completed pursuant to the Plans or Modified Plans to the extent necessary for City to issue a certificate of occupancy relating thereto and City has also verified that any Project element for which no permit was necessary has been Substantially Completed. All deadlines are subject to Unavoidable Delays as defined in paragraph B below. B. Events triggering termination. If Company does not Substantially Complete construction of the Improvements on the schedule stated above, then City may terminate this Agreement as set forth in Section 15, and City shall then have no further obligation under this Agreement. In any circumstance where Company's progress on the Project fails to meet the schedule stated above, then City's Community Planning and Development Director may, but shall not be required to, consent to an extension of time of up to six (6) months for the construction of the Improvements, and if an extension is granted but construction of the Improvements has not been Substantially Completed within such extended period, then any further time extensions will require consent of the City Council. If development is subsequently stopped or delayed as a result of an act of God, war, civil disturbance, court order, labor dispute, fire, or other cause beyond the reasonable control of Company (each an "Unavoidable Delay"), the requirement that construction be completed by the Completion Deadline shall be tolled for a period of time equal to the period of Unavoidable Delay. 3 Page 339 of 412 5. Minimum Assessment Agreement. Company acknowledges and agrees that it will pay when due all taxes and assessments, general or special, and all other charges whatsoever levied upon or assessed or placed against the Property. Company further agrees that prior to the date set forth in Section 2 of the Minimum Assessment Agreement (the "MAA") attached hereto as Exhibit "B" it will not seek or cause a reduction in the taxable valuation for the Property as improved pursuant to this Agreement, which shall be fixed for assessment purposes, below the amount of $5,800,000.00 (the "Minimum Actual Value"), through: (a) willful destruction of the Property, the Improvements, or any part of either; (b) a request to the assessor of Black Hawk County; or (c) any proceedings, whether administrative, legal, or equitable, with any administrative body or court within the City, Black Hawk County, the State of Iowa, or the federal government. Company agrees to execute and deliver the MAA concurrently with its execution and delivery of this Agreement. 6. Tax Rebates. Provided that Company has completed Substantially Completed the Improvements before the Completion Deadline, and subject to the other terms of this Agreement, City agrees to rebate property tax (with the exceptions noted below) with respect to the Improvements, as follows: Year One 80% rebate Year Two 70% rebate Year Three 60% rebate Year Four 50% rebate Year Five through Year Six 40% rebate each year Year Seven through Year Eight 30% rebate each year Year Nine Year Ten 20% rebate each year for any taxable value added by the completed Improvements (each such payment is a "Rebate") over the initial base value of$2,826,930.00. Each Rebate is payable in respect of a given property tax fiscal year (a "Fiscal Year") only to the extent that (a) Company has actually paid general property taxes due and owing for such Fiscal Year and (b) the city council has made an appropriation for the payment of the Rebate. To receive a Rebate for a given Fiscal Year, Company must, within twelve (12) months after the due date of the last installment of the property taxes for the respective Fiscal Year (i.e., the "March Installment"), submit a completed Rebate request to City on the form provided by or otherwise satisfactory to City. A failure to timely submit a request for a Rebate for a Fiscal Year will result in a forfeiture of the right to request a Rebate for such Fiscal Year. City agrees to consider a completed application for a Rebate within sixty (60) days after submission of the application to City. 4 Page 340 of 412 The taxable value of the Property as a result of the Improvements must be increased by a minimum of 10% and must increase the annual tax by a minimum of $500.00. Rebates shall not be paid based on any special assessment levy, debt service levy, or any other levy that is exempted from treatment as tax increment financing under the provisions of applicable law. The first Fiscal Year in respect of which a Rebate may be given ("Year One") shall be the first full Fiscal Year for which the assessment is based upon the completed value of the Improvements and not based on a prior Fiscal Year for which the assessment is based solely upon (x) the value of the Property, or upon (y) the value of the Property and a partial value of the Improvements due to partial completion of such Improvements or a partial Fiscal Year. As an example of the above provision, in the event all Improvements on the Property are Substantially Completed prior to January 1, 2027 and the Property and Improvements are assessed as fully completed based on the Plans, as may be revised, the property taxes that would be assessed based on the January 1, 2027 assessed value would be for the Fiscal Year ending June 30, 2029, with the taxes payable one- half by September 30, 2028 and one-half by March 31, 2029, then the first Rebate could be applied for after March 31, 2029 and prior to April 1, 2030. 7. Limitations on Payment of Rebates. A. Each payment of a Rebate is subject to annual appropriation by the city council each fiscal year. City has no obligation to make any payments to Company as contemplated under this Agreement until the city council annually appropriates the funds necessary to make such payments. The right of non- appropriation reserved to City in this paragraph is intended by the parties, and shall be construed at all times, so as to ensure that City's obligation to make future payments of Rebates shall not constitute a legal indebtedness of City within the meaning of any applicable constitutional or statutory debt limitation prior to the adoption of a budget which appropriates funds for the payment of that installment or amount. In the event that any of the provisions of this Agreement are determined by a court of competent jurisdiction or by City's bond counsel to create, or result in the creation of, such a legal indebtedness of City, the enforcement of the said provision shall be suspended, and the Agreement shall at all times be construed and applied in such a manner as will preserve the foregoing intent of the parties, and no Event of Default by City shall be deemed to have occurred as a result thereof. If any provision of this Agreement or the application thereof to any circumstance is so suspended, the suspension shall not affect other provisions of this Agreement which can be given effect without the suspended provision. To this end the provisions of this Agreement are severable. B. Notwithstanding the provisions of Section 6 hereof, City shall have no obligation to make a payment of a Rebate to Company if at any time during the term hereof City fails to appropriate funds for payment; City receives an opinion from its legal counsel to the effect that the use of Tax Increments resulting from the Property and Improvements to fund a Rebate payment to 5 Page 341 of 412 Company, as contemplated under Section 6 above, is not, based on a change in applicable law or its interpretation since the date of this Agreement, authorized or otherwise an appropriate urban renewal activity permitted to be undertaken by City under the Urban Renewal Act or other applicable provisions of the Code, as then constituted or under controlling decision of any Iowa court having jurisdiction over the subject matter hereof; or City's ability to collect Tax Increment from the Improvements and Property is precluded or terminated by legislative changes to Iowa Code Chapter 403. Upon occurrence of any of the foregoing circum- stances, City shall promptly forward notice of the same to Company. If the circumstances continue for a period during which two (2) annual Rebate payments would otherwise have been paid to Company under the terms of Section 6, then City may terminate this Agreement, without penalty or other liability to City, by written notice to Company. C. For purposes of this Agreement, "Tax Increments" shall mean the property tax revenues on the Improvements and Property received by and made available to City for deposit in an account maintained under this Agreement, the provisions of Iowa Code § 403.19 and the ordinance governing the Urban Renewal Plan. 8. Conditions to City Funding. A. The complete or initial funding by City of the Rebates and other Project commitments shall be deemed an agreement of the parties that the applicable conditions to disbursement of funds shall, as of the date of such funding, have been satisfied or waived. If the conditions set forth in this Section are not satisfied at a Rebate disbursement date, this Agreement shall terminate unless a new disbursement date is established by amendment to this Agreement. The termination of this Agreement shall be the sole remedy available to City or Company if, for whatever reason, a condition set forth in this Section is not satisfied at a Rebate payment date, it being understood that each party shall nonetheless incur costs and liabilities prior thereto for which they alone are responsible. City and Company each expressly assumes all responsibility for the costs and liabilities they may each so incur prior to a Rebate payment date and agree to indemnify and hold each other harmless therefrom. B. It is recognized and agreed that the ability of the City to perform the obligations described in this Agreement, including but not limited to the Rebate payments, is subject to completion and satisfaction of certain separate city council actions and required legal proceedings relating to amendment to the urban renewal plan, including the holding of public hearings on the same. Further, all the obligations of City under this Agreement are subject to fulfillment, on or before each Rebate payment date, of each of the following conditions precedent- 6 Page 342 of 412 (i) The representations and warranties made by Company in Section 11 shall be true and correct as of the Rebate disbursement date with the same force and effect as if made at such date. (ii) Company shall be in material compliance with all the terms and provisions of this Agreement. (iii) There has not been, as of the Rebate disbursement date, a substantial change for the worse in the financial resources and ability of Company, or a substantial decrease in the financing commitments secured by Company for construction of the Improvements, which change(s) makes it likely, in the reasonable judgment of the City, that Company will be unable to fulfill its covenants and obligations under this Agreement. 9. Additional Covenants of Company. In addition to the other promises, covenants and agreements of Company as provided elsewhere in this Agreement, Company agrees as follows with respect to each phase of Improvements: A. Company agrees during construction of the Improvements and thereafter until the MAA termination date to maintain, as applicable, builder's risk, property damage, and liability insurance coverages with respect to the Improvements in such amounts as are customarily carried by like organizations engaged in activities of comparable size and liability exposure, and shall provide evidence of such coverages to the City upon request. B. Until the Improvements are Substantially Completed, Company shall make such reports to City, in such detail and at such times as may be reasonably requested by City, as to the actual progress of Company with respect to construction of the Improvements. C. During construction of the Improvements and thereafter until the MAA termination date Company will cooperate fully with the City in resolution of any traffic, parking, trash removal or public safety problems which may arise in connection with the construction and operation of the Improvements. D. Company will comply with all applicable land development laws and City and county ordinances, and all laws, rules and regulations relating to its businesses, other than laws, rules and regulations where the failure to comply with the same or the sanctions and penalties resulting therefrom, would not have a material adverse effect on the business, property, operations, or condition, financial or otherwise, of Company. E. Until the MAA termination date Company will maintain, preserve and keep the Property, including but not limited to the Improvements, in good repair and working order, ordinary wear and tear excepted, and from time to time will make all necessary repairs, replacements, renewals and additions. 7 Page 343 of 412 F. The Property will have a taxable value as set forth in the MAA and any amendments thereto, and Company agrees that the minimum actual value of the Property and completed Improvements as stated in the MAA and any amendments thereto will be a reasonable estimate of the actual value of the Property and Improvements for ad valorem property tax purposes. Company agrees that it will spend enough in construction of the Improvements that, when combined with the value of the Property and related site improvements, will equal or exceed the assessor's minimum actual value for the Property and Improvements as set forth in the MAA and any amendments thereto. G. Until the MAA termination date Company agrees that it will make no conveyance, lease or other transfer of the Property or any interest therein that would cause the Property or any part thereof to be classified as exempt from taxation or subject to centralized assessment or taxation by the State of Iowa. H. Company shall pay, or cause to be paid, when due, all real property taxes and assessments payable with respect to any and all parts of the Property conveyed to it. Company agrees that (1) it will not seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute or regulation relating to the taxation of real property included within the Property that is determined by any tax official to be applicable to the Property or to Company, or raise the inapplicability or constitutionality of any such tax statute or regulation as a defense in any proceedings of any type or nature, including but not limited to delinquent tax proceedings, and (2) it will not seek any tax deferral, credit or abatement, either presently or prospectively authorized under Iowa Code Chapter 403 or 404, or any other state law, of the taxation of real property included within the Property. 10. Representations and Warranties of City. City hereby represents and warrants as follows: A. City is not prohibited from consummating the transaction contemplated in this Agreement by any law, regulation, agreement, instrument, restriction, order or judgment. B. Each person who executes and delivers this Agreement and all documents to be delivered hereunder is and shall be authorized to do so on behalf of City. 11. Representations and Warranties of Company. Company hereby represents and warrants as follows: A. It has all requisite power and authority to own and operate its properties, to carry on its business as now conducted and as presently proposed to be conducted, and to enter into and perform its obligations under this Agreement. 8 Page 344 of 412 B. This Agreement has been duly and validly executed and delivered by Company and, assuming due authorization, execution and delivery by the other parties hereto, is in full force and effect and is a valid and legally binding instrument of Company that is enforceable in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, reorganization or other laws relating to or affecting creditors' rights generally. C. The execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, and the fulfillment of or compliance with the terms and conditions of this Agreement are not prevented by, limited by, in conflict with, or result in a violation or breach of, the terms, conditions or provisions of any contractual restriction, evidence of indebtedness, agreement or instrument of whatever nature to which Company is now a party or by which it or its property is bound, nor do they constitute a default under any of the foregoing. D. There are no actions, suits or proceedings pending or threatened against or affecting Company in any court or before any arbitrator or before or by any governmental body in which there is a reasonable possibility of an adverse decision which could materially adversely affect the business (present or prospective), financial position, or results of operations of Company or which in any manner raises any questions affecting the validity of the Agreement or Company's ability to perform its obligations under this Agreement. E. The financing commitments which Company has obtained to finance the construction of the Improvements will be sufficient to enable Company to successfully complete construction of the Improvements as contemplated in this Agreement, subject to additional costs incurred due to Unavoidable Delays. 12. Indemnification and Releases. A. Company hereby releases City, its elected officials, officers, employees, and agents (collectively, the "indemnified parties") from, covenants and agrees that the indemnified parties shall not be liable for, and agrees to indemnify, defend and hold harmless the indemnified parties against, any loss or damage to property or any injury to or death of any person occurring at or about the Property arising after Company's lease or acquisition of the same or resulting from any defect in the Improvements. The indemnified parties shall not be liable for any damage or injury to the persons or property of Company or its directors, officers, employees, contractors or agents, or any other person who may be about the Property or the Improvements, due to any act of negligence or willful misconduct of any person, other than any act of negligence or willful misconduct on the part of any such indemnified party or its officers, employees or agents. B. Except for any willful misrepresentation, any willful misconduct, or any unlawful act of the indemnified parties, Company agrees to protect and defend the indemnified parties, now or forever, and further agrees to hold the 9 Page 345 of 412 indemnified parties harmless, from any claim, demand, suit, action or other proceedings or any type or nature whatsoever by any person or entity whatsoever that arises or purportedly arises from (1) any violation of any agreement or condition of this Agreement (except with respect to any suit, action, demand or other proceeding brought by Company against the City to enforce its rights under this Agreement), or (2) the acquisition and condition of the Property and the construction, installation, ownership, and operation of the Improvements, or (3) any hazardous substance or environmental contamination located in or on the Property. C. The provisions of this Section shall survive the expiration or termination of this Agreement. 13. Obligations Contingent. Each and every obligation of City under this Agreement is expressly made subject to and contingent upon City's completion of all procedures, hearings and approvals deemed necessary by City or its legal counsel for amendment of the urban renewal plan applicable to the Property and/or Project area, all of which must be completed within 180 days from the date this Agreement is approved by the City council. If such completion does not occur, then any conveyance, benefit or incentive of any type provided by City hereunder within said 180-day period is subject to reverter of title, revocation, repayment or other appropriate action to restore such property, benefit or incentive to City, and Company agrees to cooperate diligently and in good faith with any reasonable request by City to effectuate the restoration of same, or failing such restoration Company agrees to be liable for same or for the fair value thereof, plus interest on any sums owing at the rate of 5% per annum commencing with the date of demand for payment, if said payment is not remitted to City within 30 days. 14. Default. The following shall be "Events of Default" under this Agreement, and the term "Event of Default" shall mean any one or more of the following events that continues beyond any applicable cure periods: A. Failure by Company to cause the construction of the Improvements to be commenced and completed pursuant to the terms, conditions and limitations of this Agreement; B. (Reserved); C. Failure by Company to pay, before delinquency, all ad valorem property taxes levied on or against any of the Property; D. Failure by any party hereto to substantially observe or perform any covenant, condition, obligation or agreement on its part to be observed or performed under this Agreement; E. Company (1) files any petition in bankruptcy or for any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under the federal bankruptcy law or any similar state law; (2) 10 Page 346 of 412 makes an assignment for the benefit of its creditors; (3) admits in writing its inability to pay its debts generally as they become due; (4) is adjudicated a bankrupt or insolvent; or if a petition or answer proposing the adjudication of Company as a bankrupt or its reorganization under any present or future federal bankruptcy act or any similar federal or state law shall be filed in any court and such petition or answer shall not be discharged or denied within ninety (90) days after the filing thereof; or a receiver, trustee or liquidator of Company, or part thereof, shall be appointed in any proceedings brought against Company and shall not be discharged within ninety (90) days after such appointment, or if Company shall consent to or acquiesce in such appointment; or (5) defaults under any mortgage applicable to any of Property. F. Any representation or warranty made by Company in this Agreement, or made by Company in any written statement or certificate furnished by Company pursuant to this Agreement, shall prove to have been incorrect, incomplete or misleading in any material respect on or as of the date of the issuance or making thereof. 15. Remedies. A. Default by Company. Whenever any Event of Default in respect of Company occurs and is continuing, the City may terminate this Agreement. Before exercising such remedy, City shall give 30 days' written notice to Company of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or the Event of Default cannot reasonably be cured within 30 days and Company shall not have provided assurances reasonably satisfactory to the City that the Event of Default will be cured as soon as reasonably possible. Upon termination, City may exercise any and all remedies available at law, equity, contract or otherwise for recovery of any sums paid by City to Company before the date of termination as set forth in this Agreement. B. Default by City. Whenever any Event of Default in respect of City occurs and is continuing, Company may take such action against City to require it to specifically perform its obligations hereunder. Before exercising such remedy, Company shall give 30 days' written notice to City of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or if the Event of Default cannot reasonably be cured within 30 days and City shall not have provided assurances reasonably satisfactory to the Company that the Event of Default will be cured as soon as reasonably possible. C. Remedies under this Agreement shall be cumulative and in addition to any other right or remedy given under this Agreement or existing at law or in equity or by statute. Waiver as to any particular default, or delay or omission in exercising any right or power accruing upon any default, shall not be construed 11 Page 347 of 412 as a waiver of any other or any subsequent default and shall not impair any such right or power. 16. Materiality of Company's Promises, Covenants, Representations, and Warranties. Each and every promise, covenant, representation, and warranty set forth in this Agreement on the part of Company to be performed is a material term of this Agreement, and each and every such promise, covenant, representation, and warranty constitutes a material inducement for City to enter this Agreement. Company acknowledges that without such promises, covenants, representations, and warranties, City would not have entered this Agreement. Upon breach of any promise or covenant, or in the event of the incorrectness or falsity of any representation or warranty, City may, at its sole option and in addition to any other right or remedy available to it, terminate this Agreement and declare it null and void. 17. Performance by City. Company acknowledges and agrees that all of the obligations of City under this Agreement shall be subject to, and performed by City in accordance with, all applicable statutory, common law or constitutional provisions and procedures consistent with City's lawful authority. All covenants, stipulations, promises, agreements and obligations of City contained in this Agreement shall be deemed to be the covenants, stipulations, promises, agreements and obligations of City and not of any governing body member, officer, employee or agent of City in the individual capacity of such person. 18. No Third-Party Beneficiaries. No rights or privileges of any party hereto shall inure to the benefit of any contractor, subcontractor, material supplier, or any other person or entity, and no such contractor, subcontractor, material supplier, or other person or entity shall be deemed to be a third-party beneficiary of any of the provisions of this Agreement. 19. Notices. Any notice under this Agreement shall be in writing and shall be delivered in person, by overnight air courier service, by United States registered or certified mail, postage prepaid, or by facsimile (with an additional copy delivered by one of the foregoing means), and addressed: (a) if to City, at 715 Mulberry Street, Waterloo, Iowa 50703, facsimile number 319-291-4571, Attention: Mayor, with copies to the City Attorney and the Community Planning and Development Director. (b) if to Company, at 3625 Del Amo Blvd., Suite 392, Torrance, CA 90503, Attention: General Partner. Delivery of notice shall be deemed to occur (i) on the date of delivery when delivered in person, (ii) one (1) business day following deposit for overnight delivery to an overnight air courier service which guarantees next day delivery, (iii) three (3) business days following the date of deposit if mailed by United States registered or certified mail, postage prepaid, or (iv) when transmitted by facsimile so long as the sender obtains written electronic confirmation from the sending facsimile machine that such 12 Page 348 of 412 transmission was successful. A party may change the address for giving notice by any method set forth in this Section. 20. No Joint Venture. Nothing in this Agreement shall, or shall be deemed or construed to, create or constitute any joint venture, partnership, agency, employment, or any other relationship between the City and Company nor to create any liability for one party with respect to the liabilities or obligations of the other party or any other person. 21. Amendment, Modification, and Waiver. No amendment, modification, or waiver of any condition, provision, or term of this Agreement shall be valid or of any effect unless made in writing, signed by the party or parties to be bound or by the duly authorized representative of same, and specifying with particularity the extent and nature of the amendment, modification, or waiver. Any waiver by any party of any default by another party shall not affect or impair any rights arising from any subsequent default. 22. Severability; Reformation. Each provision, section, sentence, clause, phrase, and word of this Agreement is intended to be severable. If any portion of this Agreement shall be deemed invalid or unenforceable, whether in whole or in part, the offending provision or part thereof shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall not be affected thereby and shall continue in full force and effect. If, for any reason, a court finds that any portion of this Agreement is invalid or unenforceable as written, but that by limiting such provision or portion thereof it would become valid and enforceable, then such provision or portion thereof shall be deemed to be written, and shall be construed and enforced, as so limited. 23. Captions. All captions, headings, or titles in the paragraphs or sections of this Agreement are inserted only as a matter of convenience and/or reference, and they shall in no way be construed as limiting, extending, or describing either the scope or intent of this Agreement or of any provisions hereof. 24. Interpretation. This Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been prepared by counsel for one of the parties, it being recognized that the parties hereto and their respective attorneys have contributed substantially and materially to the preparation of each and every provision of this Agreement. 25. Governing Law; Litigation. This Agreement shall be governed by and construed and interpreted in accordance with the internal laws of the State of Iowa. The parties hereby agree and consent, with respect to any action to enforce or defend any claim, counterclaim, cross-claim, cause of action, or any matter arising from or in any way related to this Agreement or the transactions contemplated hereby, (a) to WAIVE ANY RIGHT TO A TRIAL BY JURY; (b) to submit to the exclusive jurisdiction of the Iowa District Court for Black Hawk County; and (c) to irrevocably waive, to the fullest extent possible, the defense of any inconvenient forum or improper venue to the maintenance of any such action or proceeding. 13 Page 349 of 412 26. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 27. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute one and the same instrument. 28. Entire Agreement. This Agreement, together with the exhibits attached hereto, constitutes the entire agreement of the parties and supersedes all prior or contemporaneous negotiations, discussions, understandings, or agreements, whether oral or written, with respect to the subject matter hereof. 29. Time of Essence. Time is of the essence of this Agreement. IN WITNESS WHEREOF, the parties have executed this Development Agreement by their duly authorized representatives as of the date first set forth above. [signatures on next page] 14 Page 350 of 412 CITY OF WATERLOO, IOWA CAMELOT APARTMENTS PARTNERS, LP By: By: Quentin M. Hart, Mayor Matthew Segerdal, Managing Member of Huntley Witmer Development LLC, as Attest: Managing Member of Camelot Kelley Felchle, City Clerk Housing Management, LLC, as General Partner of Camelot Apartments Partners, LP 15 Page 351 of 412 EXHIBIT "A" Legal Description of Property A part of the Northeast Fractional Quarter of Section 2, Township 88 North, Range 13 West of the 5th P.M., in the City of Waterloo, Black Hawk County, Iowa, described as follows: Commencing at the Southwest corner of said Northeast Fractional Quarter; thence Northerly along the West line of said Northeast Fractional Quarter, 1,063.83 feet to the point of beginning; thence Southeasterly along a curve concave Southwesterly and having a radius of 50 feet and a long chord bearing South 44 degrees 53 minutes 24 seconds East, 78.65 feet; thence South 89 degrees 54 minutes 56 seconds East, 268.23 feet; thence North 0 degrees 2 minutes 45 seconds East, 300 feet; thence North 89 degrees 54 minutes 56 seconds West, 318.71 feet to the West line of said Northeast Fractional Quarter; thence South 0 degrees 2 minutes 43 seconds East along said West line, 250 feet to the point of beginning, except public roads and/or highways. NOTE: The West line of the Northeast Fractional Quarter is assumed to bear North 0 degrees 2 minutes 43 seconds West. Page 352 of 412 EXHIBIT "B" MINIMUM ASSESSMENT AGREEMENT This Minimum Assessment Agreement (the "Agreement") is entered into as of , by and among the City of Waterloo, Iowa ("City") and Camelot Apartments Partners, LP ("Company"). WITNESSETH: WHEREAS, on or before the date hereof the City and Company have entered into a development agreement (the "Development Agreement") regarding certain real property (the "Property"), described in Exhibit "A" thereto, located in the City; and WHEREAS, it is contemplated that pursuant to the Development Agreement, the Company will undertake the development of an area within the City and within the Crossroads Waterloo Urban Renewal and Redevelopment Plan area, including the construction of certain improvements as described in the Development Agreement (the "Minimum Improvements") on the Property (the "Project"); and WHEREAS, pursuant to Iowa Code § 403.6, as amended, the City and the Company desire to establish a minimum actual value for the Property and the Minimum Improvements to be constructed thereon by Company pursuant to the Development Agreement, which shall be effective upon substantial completion of the Project and from then until this Agreement is terminated pursuant to the terms herein and which is intended to reflect the minimum actual value of the land and buildings as to the Project only; and WHEREAS, the City and the County Assessor of Black Hawk County, Iowa (the "Assessor") have reviewed the preliminary plans and specifications for the Minimum Improvements which the parties contemplate will be erected as a part of the Project. NOW, THEREFORE, the parties hereto, in consideration of the promises, covenants, and agreements made by each other, do hereby agree as follows- 1. ollows:1. Upon substantial completion of construction of the Minimum Improvements by Company, the minimum actual taxable value which shall be fixed for assessment purposes for the Property and Minimum Improvements to be constructed thereon by Company as a part of the Project shall not be less than $5,800,000.00 (the "Minimum Actual Value") until termination of this Agreement. The parties hereto agree that construction of the Minimum Improvements will be substantially completed by the date set forth in the Development Agreement, and in any case if the Minimum Improvements are not substantially completed by December 31, 2026 the parties agree to execute an amendment to this Agreement that will extend the date specified in Section 2 below. 2 Page 353 of 412 2. The Minimum Actual Value herein established shall be of no further force and effect, and this Minimum Assessment Agreement shall terminate, on December 31, 2037. The Minimum Actual Value shall be maintained during such period regardless of: (a) any failure to complete the Minimum Improvements; (b) destruction of all or any portion of the Minimum Improvements; (c) diminution in value of the Property or the Minimum Improvements; or (d) any other circumstance, whether known or unknown and whether now existing or hereafter occurring. 3. Company shall pay, or cause to be paid, when due, all real property taxes and assessments payable with respect to all and any parts of the Property and the Minimum Improvements pursuant to the provisions of this Agreement and the Development Agreement. Such tax payments shall be made without regard to any loss, complete or partial, to the Property or the Minimum Improvements, any interruption in, or discontinuance of, the use, occupancy, ownership or operation of the Property or the Minimum Improvements by Company or any other matter or thing which for any reason interferes with, prevents or renders burdensome the use or occupancy of the Property or the Minimum Improvements. 4. Company agrees that its obligation to make the tax payments required hereby, to pay the other sums provided for herein, and to perform and observe its other agreements contained in this Agreement shall be absolute and unconditional obligations of Company (not limited to the statutory remedies for unpaid taxes) and that Company shall not be entitled to any abatement or diminution thereof, or set off therefrom, nor to any early termination of this Agreement for any reason whatsoever. 5. Nothing herein shall be deemed to waive the Company's rights under Iowa Code § 403.6, as amended, to contest that portion of any actual value assignment made by the Assessor in excess of the Minimum Actual Value established herein. In no event, however, shall the Company seek or cause the reduction of the actual value assigned below the Minimum Actual Value established herein during the term of this Agreement. Nothing herein shall limit the discretion of the Assessor to assign at any time an actual value to the land and Minimum Improvements in excess of the Minimum Actual Value. 6. Company agrees that during the term of this Agreement it will not: (a) seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute relating to the taxation of property contained as a part of the Property or the Minimum Improvements determined by any tax official to be applicable to the Property or the Minimum Improvements, or raise the inapplicability or constitutionality of any such tax statute as a defense in any proceedings, including delinquent tax proceedings; or (b) seek any tax deferral, credit or abatement, either presently or prospectively authorized under Iowa Code Chapter 403 or 404, or any other state law, of the taxation of real property, including improvements and fixtures thereon, contained in the Property or the Minimum Improvements; or 3 Page 354 of 412 (c) request the Assessor to reduce the Minimum Actual Value; or (d) appeal to the board of review of the city, county, state or to the Director of Revenue of the State of Iowa to reduce the Minimum Actual Value; or (e) cause a reduction in the actual value or the Minimum Actual Value through any other proceedings. 7. This Agreement shall be promptly recorded by the City with the Recorder of Black Hawk County, Iowa. The City shall pay all costs of recording. 8. Neither the preambles nor provisions of this Agreement are intended to, or shall be construed as, modifying the terms of the Development Agreement. 9. Each provision, section, sentence, clause, phrase, and word of this Agreement is intended to be severable. If any portion of this Agreement shall be deemed invalid or unenforceable, whether in whole or in part, the offending provision or part thereof shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall not be affected thereby and shall continue in full force and effect. If, for any reason, a court finds that any portion of this Agreement is invalid or unenforceable as written, but that by limiting such provision or portion thereof it would become valid and enforceable, then such provision or portion thereof shall be deemed to be written, and shall be construed and enforced, as so limited. 10. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties, including but not limited to future owners of the Project property. IN WITNESS WHEREOF, the parties have executed this Minimum Assessment Agreement by their duly authorized representatives as of the date first set forth above. [signatures on next page] 4 Page 355 of 412 CITY OF WATERLOO, IOWA CAMELOT APARTMENTS PARTNERS, LP By: By: Quentin M. Hart, Mayor Matthew Segerdal, Managing Member of Huntley Witmer Development LLC, as Attest: Managing Member of Camelot Kelley Felchle, City Clerk Housing Management, LLC, as General Partner of Camelot Apartments Partners, LP STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) On this day of , before me, a Notary Public in and for the State of Iowa, personally appeared Quentin Hart and Kelley Felchle, to me personally known, who being duly sworn, did say that they are the Mayor and City Clerk, respectively, of the City of Waterloo, Iowa, a municipal corporation, created and existing under the laws of the State of Iowa, and that the seal affixed to the foregoing instrument is the seal of said municipal corporation, and that said instrument was signed and sealed on behalf of said municipal corporation by authority and resolution of its City Council, and said Mayor and City Clerk acknowledged said instrument to be the free act and deed of said municipal corporation by it and by them voluntarily executed. Notary Public 5 Page 356 of 412 STATE OF ) ) ss. COUNTY ) Subscribed and sworn to before me on by Matthew Segerdal, Managing Member of Huntley Witmer Development LLC, as Managing Member of Camelot Housing Management, LLC, as General Partner of Camelot Apartments Partners, LP. Notary Public 6 Page 357 of 412 CERTIFICATION OF ASSESSOR The undersigned, having reviewed the plans and specifications for the Minimum Improvements to be constructed and the market value assigned to the land upon which the Minimum Improvements are to be constructed for the development, and being of the opinion that the minimum market value contained in the foregoing Minimum Assessment Agreement appears reasonable, hereby certifies as follows: The undersigned Assessor, being legally responsible for the assessment of the property described in the foregoing Minimum Assessment Agreement, certifies that the actual value assigned to that land and improvements upon completion shall not be less than Five Million Eight Hundred Thousand and 00/100 Dollars ($5,800,000.00) until termination of this Minimum Assessment Agreement pursuant to the terms hereof, subject to adjustment as provided in said agreement. Assessor for Black Hawk County, Iowa Date STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) Subscribed and sworn to before me on by T.J. Koenigsfeld, Assessor for Black Hawk County, Iowa. Notary Public Page 358 of 412 Property outlined in Yellow AVF. •a %1111f1 E .-r. � .4,•'a!'t - �� • is"fie ��!ll � - - .". .! F ROAD + f •Ity fol t ` _r � i S WIT"i• _ { -* �r H to IN Fj �•� Z 1 # r. f , 7C2 Alternate Iarra Owner Address—AMELO1APARTMENT PARTNERS LP Class M 3625 DEL AMC BLVD SUE 392 LOT DR Acreage rra T€rRRANCE,CA 90503 9210001 U NPLATTE DWATERLOO WEST PT NE FRAC 1145EC2T88 R 13 COM ATTHE SW COROF5AID NE L'4TH N 4 DEG 02'43`W ALONG W LAN (Notre Not to be used on legal documents) Page 359 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Jamie Knutson, City Engineer August 4, 2025 Engineering Department AGENDA ITEM TITLE Resolution approving Supplemental Agreement No. 2 with AECOM, of Waterloo, Iowa, in the amount of $147,300.00, in conjunction with the FY 2026 Ansborough Avenue and Highway 20 Improvements, Contract No. 1136, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION Final design of road improvements at Ansborough Avenue to Hwy 20. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. SA2 WAT South Business Park Page 360 of 412 Page 361 of 412 �Com Page 1 SOUTH BUSINESS PARK ANSBOROUGH AVENUE ROUNDABOUT FINAL DESIGN SERVICES CITY OF WATERLOO, IOWA SUPPLEMENTAL AGREEMENT NO. 2 WHEREAS, a Professional Services Agreement was entered into between the City of Waterloo(Client), 715 Mulberry Street,Waterloo, Iowa,and AECOM Technical Services, Inc. (ATS), 501 Sycamore Street, Suite 222, Waterloo, Iowa, dated January 17, 2023, for preliminary engineering service for the South Business Park; and WHEREAS, the Client and ATS entered into Supplemental Agreement No. 1 for the South Business Park Platting and Final Design Services of roadway improvements along Ansborough Avenue dated July 1, 2024; and WHEREAS, the Client and ATS now desire to enter into Supplemental Agreement No. 2 for the South Business Park Final Design Services of roadway improvements for the Ansborough Avenue roundabout at the intersection with Highway 20 eastbound off-and on-ramps. NOW THEREFORE, it is mutually agreed to amend the original Professional Service Agreement as follows: I. PROJECT DESCRIPTION This project consists of the development of approximately 210 acres located in the southeast quadrant of the Highway 20 interchange with Ansborough Avenue for the proposed South Business Park in Waterloo, Iowa. The project will include grading, drainage, utilities, roadway and other construction typical of a large-sale development. The development area includes approximately 182 acres zoned Business Park (B-P) and 25 acres zoned Agriculture District (A-1). The project includes recommended improvements to the Highway 20 westbound off-ramp and Ansborough Avenue as proposed in the Traffic Impact Study, as well as the regional detention basin improvements, a sanitary sewer extension from north of Highway 20 to the Business Park, and a roundabout at the intersection of Ansborough Avenue and the eastbound off-and on-ramps. II. SCOPE OF SERVICES The Scope of Services will encompass and include work, services, materials, personnel and supplies necessary to provide final design of improvements for the Ansborough Avenue roundabout at the intersection of the Highway 20 off- and on-ramps. The Design Services will include topographic survey, grading plan development, and preparation of preliminary and final paving plans, to include improvements to the Ansborough Avenue roundabout at the Highway 20 eastbound off-and on-ramps. Ansborou-0 Avenue Roundabout Final Design Services The Scope of Services for the Ansborough Avenue Roundabout Final Design Services is further defined as follows: Geotechnical Engineering and Environmental Review(Tasks 1 —2) Geotechnical Engineering (Tasks 1 —2). The soil borings and geotechnical engineering activities will be completed by Terracon Consultants. The scope of geotechnical engineering activities is intended to provide the necessary design recommendations for the grading and paving of the project.The following tasks are included in this scope: Page 362 of 412 / L=Com Page 2 Task 1 — Soil Borings. Soil borings will be obtained to determine the subsurface conditions in the development. The number and depth of borings, as well as the number and type of samples obtained, will be sufficient to complete the geotechnical engineering and recommendations for the project. It is anticipated that 10 soil borings will be obtained along the proposed roundabout and regional detention basin at depths of 10 to 25 feet. Task 2—Geotechnical Engineering, Report, and Recommendations. The geotechnical engineering will include the necessary laboratory testing, classifications, and geotechnical engineering analysis required to develop the final geotechnical recommendations for the project. Improvements for Ansborough Avenue Roundabout(Tasks 3—37). These tasks include supplemental topographic survey and base mapping and development of the preliminary and final grading, paving and utility plans and specifications for the Ansborough Avenue Roundabout at the Highway 20 eastbound off- and on-ramps. Included in these tasks will be the typical cross sections, tabulations and quantities, final roadway plan and profile sheets, intersection details, storm sewer design and tabulations, pavement marking and signing, development of landscaping features and Business Park monument signage, construction cost estimate and technical specifications. These tasks will include work necessary to complete the final design, project plans and specifications, and printing the documents for an Iowa DOT letting. Supplemental Topographic Survey and Base Mapping (Tasks 3 — 5). These tasks include field surveys which will be completed to supplement the design phase. These tasks will include topographic survey of roadway improvements for the Ansborough Avenue Roundabout. Task 3— Project Control Task 4—Topographic Survey of Ansborough Avenue Roundabout Task 5—Base Mapping Preliminary Grading, Paving Plans, and Utility Plans (Tasks 6— 13) Task 6—Develop Preliminary Cost Estimates Task 7—Title and Legend Sheets (A Sheet) Task 8—Typical Sections and Details (B Sheets) Task 9— Plan and Profile Sheets Ansborough Ave Roundabout (D Sheets) Task 10— Plan and Profile Sheets Highway 20 Ramps (K Sheets) Task 11 — Preliminary Roundabout Geometry/Speed paths (L-Sheets) Task 12—Storm Sewer\ Detail Sheets (M Sheets) Task 13—Cross Section Sheets (W and Y Sheets) Preparation of Preliminary and Final Easements (Task 14) Task 14—Temporary Construction Easement Layouts (3 parcels) Final Grading, Paving Plans, and Utility Plans (Tasks 15—39) Task 15—Title and Legend Sheets (A Sheet) Task 16—Typical Sections and Details Sheets (B Sheets) Task 17— Bid Items and General Notes Sheets (C Sheets) a. Bid Item and Quantity Listing b. Estimate Reference Information C. General Notes Task 18—Tabulations and Quantities Sheets (C Sheets) Task 19—Plan and Profile Sheets Ansborough Avenue and Roundabout(D Sheets) Task 20—Plan and Profile Sheets Highway 20 Ramps (K Sheets) Task 21 —Geometric Layout Sheets (G Sheets) Page 363 of 412 �Com Page 3 Task 22—Required Landscaping Design (I Sheets) a. Standard Zoning Landscaping b. Monument Signage at Highway 20/Ansborough C. Monument Signage at Industrial Park Entrance (Dakota Dr) Task 23—Construction Staging and Traffic Control Sheets (J Sheets) Task 24— Intersection Details Sheets (L Sheets) Task 25—Storm Sewer Details Sheets (M Sheets) Task 26—Signing and Pavement Markings (N Sheets) Task 27—Street Lighting (P Sheets) Task 28— Erosion Control Sheets (RC Sheets) Task 29— Erosion Control Layout Sheets (RR Sheets) Task 30— Erosion Control Details Sheets (RU Sheets) Task 31 — Earthwork Tabulation (T Sheets) Task 32—Cross Sections (W Sheets) Task 33—Cross Sections Ramps (Y Sheets) Task 34—Quality Control Review Task 35—Final Revisions Task 36—Construction Cost Estimate Task 37—Specifications Task 38—Printing and Submittals Task 39—Field Review Project Administration and Meetings (Tasks 40 — 46). These tasks include project administration, project meetings with the City of Waterloo, coordination with McClure Engineering Company, utility coordination, Iowa DOT coordination, and approximately 12 meetings throughout the project development. These tasks also include pre-letting activities and general project administration. Task 40—Project Meetings (4) Task 41 —McClure Engineering Company Coordination Task 42— Iowa DOT Coordination Task 43—Utility Coordination: Electric, Gas Task 44—Permits: IDNR, IDOT, USACE, City of Waterloo Task 45—Pre-Letting Activities Task 46—Prosect Administration Construction-Related Services The scope of construction-related services will be determined at the time the services are needed and defined under a future amendment to this agreement. Construction-related services include construction staking, on-site field review, materials testing and contract administration during construction. Exclusions The following tasks are specifically excluded from this scope, but may be added by supplemental agreement if needed: • South Business Park Civil Site Design and Dakota Drive Extension to the East of Ansborough Avenue Preliminary and Final Design Page 364 of 412 �Com Page 4 III. COMPENSATION Compensation for the above services will be on an hourly basis in accordance with Part VI of the original agreement and shall be integrated with the fees in the original agreement. The estimated fee is Two Hundred Nineteen Thousand Eight Hundred Dollars ($219,800.00) and will not be exceeded without authorization from the Client. IV. In all other respects, the obligations of the Client and the Consultant shall remain as specified in the Professional Services Agreement dated January 17, 2023. IN WITNESS WHEREOF, the parties hereto have executed this Supplemental Agreement No. 2 as of the dates shown below: APPROVED FOR CITY OF WATERLOO APPROVED FOR AECOM TECHNICAL SERVICES, INC. By: By: #/W� a sz"�f� Printed Name: Quentin Hart Printed Name: Michelle Sweeney, PE, PTOE Title: Mayor Title: Associate Vice President Date: Date: 7/23/2025 L:\Secure—DCS\Administration\AGREE\SUPPLE\SA2 WAT South Business Park.docx Page 365 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Steven Kjergaard, Director of Aviation August 4, 2025 Airport Department AGENDA ITEM TITLE Resolution approving a Construction-Related Services Agreement with AECOM Technical Services, Inc., of Waterloo, Iowa, in the amount of $168,500.00, in conjunction with the Replacement of Passenger Boarding Bridge Project, FAA AIP 3-19-0094-057-2025, and authorizing the Mayor to execute said document. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES FAA AIP Grant (95%); PFC Revenue (5%) ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS Page 366 of 412 1. ALO TO#3 Passenger Boarding Bridge CRS - 30 May 2025 Page 367 of 412 AECOM 319-232-6531 tel PECOM 501 Sycamore Street Suite 222 Waterloo,Iowa 50703 www.aecom.com CONSTRUCTION-RELATED SERVICES (CRS) REPLACE PASSENGER BOARDING BRIDGE CONSTRUCT FIXED WALKWAY AND REMARK TERMINAL APRON WATERLOO REGIONAL AIRPORT WATERLOO, IOWA FAA AIP 3-19-0094-057 Project Description - See Attached Exhibit A, Scope of Services Scope of Services - See Attached Exhibit A, Scope of Services Compensation Compensation for services for this project shall be a cost-plus fixed fee not to exceed One Hundred Sixty-Eight Thousand Five Hundred Dollars ($168,500.00). See attached Exhibit B, Consultant Cost Summary. General Conditions Except as specifically amended by this Individual Project Agreement, Services shall be provided in accordance with the Professional Services Agreement for the Waterloo Regional Airport, entered between AECOM Technical Services, Inc. ("ATS") and the City of Waterloo ("Client') dated December 2, 2024. APPROVED: APPROVED: CITY OF WATERLOO, IOWA AECOM TECHNICAL SERVICES, INC. By By Quentin M. Hart, Mayor Michelle M. Sweeney, PE, PTOE Associate Vice President Date Date Page 368 of 412 AECOM Page 1 CONSTRUCTION-RELATED SERVICES (CRS) REPLACE PASSENGER BOARDING BRIDGE CONSTRUCT FIXED WALKWAY AND REMARK TERMINAL APRON WATERLOO REGIONAL AIRPORT WATERLOO, IOWA FAA AIP 3-19-0094-057 EXHIBIT A I. Project Description This project is the replacement of the only passenger aircraft boarding bridge at the Waterloo Regional Airport (Sponsor). The existing boarding bridge serves commercial service aircraft utilizing the airport. The boarding bridge allows for passenger boarding of aircraft during various weather conditions, including the Iowa weather extremes of heat and freezing weather, without requiring passengers to traverse outside of the terminal building. The bridge provides a climate-controlled environment and provides access to passengers, including ones with disabilities. The existing boarding bridge is more than 20 years in age. This model of bridge is no longer in production by the boarding bridge manufacturer and replacement parts are not readily available. The new passenger boarding bridge will replace the existing bridge and will be comprised of a tunnel section with a rotunda and telescoping bridge with conditioned air and a ground power unit. It is anticipated that design and construction of this project will be funded in part with federal funds received through the Federal Aviation Administration (FAA) Airport Improvement Program (AIP) Grant. II. Scope of Services The work to be performed by the Consultant shall encompass and include detailed work, services, materials, equipment and supplies necessary to provide construction-phase services. The design phase has been completed, and the project is currently in the bid phase. The construction-phase services shall be divided into the following tasks: 1. Assemble Construction Documents. This task consists of assisting the Sponsor in assembling the contract documents for execution by the Contractor and the Sponsor. 2. Issued for Construction Proiect Documents. This task consists of preparing eleven (11) sets of plans and project manuals issued for construction. a. FAA. One (1) electronic copy of the issued for construction set of plans and project manual. The plans will be half-size (11"x 17"). b. Sponsor. Two (2) hard-bound copies of the issued for construction set of plans and project manual (office file, project engineer, project construction observer and project surveyor). The plans will be half-size (11"x 17"). C. Consultant. Four (4) hard-bound copies of the issued for construction set of plans and project manual (office file, project engineer, project construction observer and project surveyor). The plans will be half-size (11"x 17"). Page 369 of 412 AECOM Page 2 d. Contractor. Five (5) hard-bound copies of the issued for construction set of plans and project manual. Four (4) sets will be half-size (11" x 17") and one set will be full-size (22"x 34"). 3. Preconstruction Conferences. This task consists of preparation of meeting agenda, attending and conducting a preconstruction conference for both projects with representatives of the Contractor, Sponsor, Consultant, FAA and affected utilities, preparing meeting minutes and distribution to the meeting attendees and critical organizations not represented at the meeting. The preconstruction conference will be attended by the Project Manager, Construction Engineer and the Resident Project Representative. 4. Construction Surveying. This task consists of establishing horizontal and vertical control for the project. In addition, this task includes checking the Contractor survey notes for accuracy and method of staking. Contractor's survey will be checked prior to beginning work in the area staked, and periodically for grade and alignment. The survey notes received from the Contractor will be organized, checked and filed for reference during the project. 5. Shop Drawings and Submittals. This task consists of reviewing the following shop drawings and other submittals from the Contractor as required by the contract documents for general conformance with the design concept of the project and general compliance with the information given in the contract documents. Submittals and shop drawings will also be reviewed for compliance with Build America, Buy America provisions of the contract. a. Pre-Manufactured Walkway b. Passenger Boarding Bridge c. Ground Power Unit d. Pre-Conditioned Air Units e. Electrical Wiring and Conduit f. Electrical Breakers g. Communications Cabling h. Closed Circuit TV Cameras i. Structural Concrete j. Crushed Aggregate Base Course k. Joint Sealant I. Runway and Taxiway Paint m. Reflective Media 6. Construction Assistance. This task consists of answering design interpretation questions from the Sponsor, Contractor, review staff and appropriate agencies. 7. Pay Applications and Reimbursement Forms. This task consists of preparing and processing monthly applications for payment to the Contractor and forwarding to the Sponsor for execution with recommendations for approval and payment. 8. Labor and Payroll Reports. This task consists of reviewing weekly labor and payroll reports for compliance with Davis-Bacon Act, conducting onsite employee interviews, conducting E.E.O. site inspections and completion of GSA Form 1445. It is anticipated that thirty onsite interviews for wage rate compliance will be conducted. Original documents will be submitted to the Sponsor at completion of project for storage. Page 370 of 412 AECOM Page 3 9. Testing of Materials. This task consists of providing field testing and materials testing in accordance with the project specifications. Braun Intertec will provide quality assurance testing as identified in the project specifications. 10. Engineer Site Visits. This task consists of the project manager and/or engineer conducting a total of four (4) periodic site visits to the construction site by design personnel at appropriate stages of construction to observe the progress, safety and quality of the construction. The engineer's representative will meet with the representatives of the Sponsor and the Consultant to discuss the project's progress and to identify areas of concern to facilitate the construction. For each engineer site visit, a detailed site visit memo shall be prepared summarizing the visit and submitted to the Sponsor. These site visits are separate from construction observation. 11. Change Orders. This task consists of coordinating with the Sponsor and Contractor in preparing and processing contract change orders. Change orders will be submitted to FAA for review and approval prior to their execution. 12. Factory Acceptance Testing. This task will include virtual site visits to the manufacturing facilities to review assembly for the passenger boarding bridge, the ground power unit and pre-conditioned air units. This task will include three (3) virtual meetings during assembly. 13. Construction Observation. This task consists of providing full-time field observation during construction to review the work of the Contractor to determine if the work is proceeding in general accordance with the contract documents and that completed work appears to conform to the contract documents. Also included in this task will be the monitoring of DBE participation in the project. Construction observation is based on providing one full-time, onsite resident project representative for five (5) hours per day for the onsite construction contract time of sixty (60) calendar days or forty-five (45) working days. Staffing requirements may be adjusted during the project in relation to the level of construction activity. 14. Weekly Construction Meetings. This task consists of meeting with the airport staff, tenants, and the Contractor for nine (9) weekly progress meetings throughout the construction phase of the project. The meeting is to discuss project status, safety, operations, construction issues and upcoming construction schedule. 15. Weekly Construction Reports. This task consists of preparation and the nine (9) weekly submittals of FAA Form 5370-1, Construction Progress and Inspection Report, to the Sponsor and FAA. Reports will be completed in accordance with the AIP Sponsor Guide. Weekly construction reports will not be completed during the shop drawing / submittal phase of the project. These weekly construction reports will be prepared only for the onsite construction period of sixty (60) calendar days. A summary of the testing conducted and test results in each week and in-progress construction photographs shall be attached to each weekly report. A similar report format may be used if approved by the FAA. 16. Non-Compliance Reporting. This task consists of reporting to the Sponsor work believed to be unsatisfactory, faulty or defective or does not conform to the contract documents, and advising the Sponsor of work that should be corrected or rejected. Page 371 of 412 AECOM Page 4 17. Contractor Modifications. This task consists of reviewing, evaluating and making recommendations to the Sponsor and FAA for consideration on suggestions for modifications that have been proposed by the Contractor. 18. Project Files. This task consists of maintaining files for correspondence, reports of the job conferences, shop drawings, and sample submissions, reproductions of original contract documents including addenda, change orders, field modifications, additional drawings issued subsequent to the execution of the contract, Engineer clarifications and interpretations of the contract documents, progress reports and other project-related documents. 19. Daily Reports. This task consists of the resident project representative keeping a diary, log book or report for those times onsite, recording hours on the job site; weather conditions; data relative to questions of extras or deductions; list of visiting officials and representatives of manufacturers, fabricators, suppliers and distributors; activities; decisions, observations in general and specific observations in more detail when necessary, as in the case of observing test procedures. As part of this task, weekly construction progress and inspection reports will be prepared and submitted to the FAA. 20. Punch List. This task consists of conducting a review of the project near completion and preparing a list of items punch list to be completed or corrected. 21. Final Review / Commissioning and Training. This task consists of performing a field observation of the completed project including commissioning of the passenger boarding bridge, ground power unit and pre-condition air units before a final application for payment is processed for the Contractor. 22. Project Closeout. This task consists of assisting the Sponsor with project completion and final closeout documentation from the Contractor for the FAA by providing the required documentation as identified in the Central Region Airports Division AIP Sponsor Guide Section 1600. a. Final Outlay Report—Standard Form SF-271 b. Federal Financial Report—Standard Form SF-425 C. Final Project Cost Summary d. Summary of DBE Utilization e. Final Construction Report 1) Brief Narrative of Work Accomplished 2) Summary of Key Milestone Dates 3) Contract Time, Including Explanation of Liquidated Damages (If Required) 4) Statement of Compliance With Contract Labor Provisions 5) Administrative Costs 6) Engineering Costs 7) Force Account (If Necessary) 8) Construction Costs 9) Build America, Buy America Provisions 10) Airfield Lighting Equipment 11) Construction Material Testing and Acceptance 12) Final Inspection Report/Record of Completion 13) Contractor's Final Statement of Completion 14) Project Photographs f. As-Built Record Drawings Page 372 of 412 AECOM Page 5 23. Record Drawings. This task consists of providing the Sponsor with a copy of Record Drawings of the construction plans for the project based on the construction observation records of the review staff and Contractor showing those changes made during construction considered significant. Two copies of the Record Drawings in electronic and reproducible format will be provided to the Sponsor. One electronic copy would be for the FAA. 24. Construction Administration. This task consists of construction administration and coordination of the project. Interoffice meetings, general day-to-day administrative responsibilities, and typing of interoffice memoranda and minutes of meetings are included in this task. L:\Secure_DCS\Administration\AGREE\PROF\ALO TO#3 Passenger Boarding Bridge CRS.doc Page 373 of 412 Exhibit B REPLACE PASSENGER BOARDING BRIDGE CONSTRUCT FIXED WALKWAY AND REMARK TERMINAL APRON Waterloo Regional Airport Waterloo, Iowa FAA AIP 3-19-0094-0057-2025 Construction-Related Services Consultant Cost Summary I. Direct Labor Cost Category Hours Rate/Hour Amount Senior Professional 68 $97.35 $6,619.80 Project Professional 316 $77.95 $24,632.20 Staff Professional 102 $59.15 $6,033.30 Professional 52 $37.60 $1,955.20 CADD Operator II 76 $38.35 $2,914.60 CADD Operator 1 0 $23.35 $0.00 Senior Technician 345 $47.20 $16,284.00 Technician 0 $35.45 $0.00 Project Support 112 $43.00 $4,816.00 $63,255.10 1071 II. Payroll Burden and Overhead Costs 121.28% $76,715.79 III. Direct Project Expenses Category Units Rate/Unit Amount Mileage 4000 0.700 2,800.00 Air Fare 1 700.00 700.00 Per Diem 3 60.00 180.00 Lodging 4 110.00 440.00 Rental Car 5 70.00 350.00 B/W Copies 5,000 0.06 300.00 Color Copies 3,000 0.22 660.00 Plan Copier 100 0.50 50.00 EDM Equipment 15.00 0.00 GPS Equipment 15.00 0.00 Miscellaneous, Other 1 1000 1,000.00 $6,480.00 IV. AECOM Estimated Actual Costs $146,450.89 Rounded $146,500.00 V. Subcontract Expense Braun Intertec-Testing Services $1,000.00 VI. Estimated Actual Costs $147,500.00 VII. Fixed Fee (15% of Items I & II) Rounded $21,000.00 VIII. Maximum Amount Payable $168,500.00 Page 374 of 412 Exhibit B REPLACE PASSENGER BOARDING BRIDGE CONSTRUCT FIXED WALKWAY AND REMARK TERMINAL APRON Waterloo Regional Airport Waterloo,Iowa FAA AIP 3-19-0094-0057-2025 Construction-Related Services Staff Hour Estimate Item Description Senior Project Staff CADD CADD Senior Project No. Prof Prof Prof Prof O erator II 0 erator I Technician Technician Su ort Totals 1 Assemble Construction Documents 4 4 8 2 Issued for Construction Project Documents 8 8 8 24 3 Pre-Construction Conference 4 8 12 4 Construction Surveying 2 8 10 5 Shop Drawings and Submittals 4 40 24 68 6 1 Construction Assistance 24 1 24 1 24 1 1 72 7 Pay Applications and Reimbursement Forms 24 24 8 Labor and Payroll Reports 8 24 32 9 Testing of Materials 16 16 10 Engineer Site Visits 8 60 24 0 92 11 Change Orders 0 12 Factory Acceptance Testing 24 24 13 Construction Observation 225 225 14 Weekly Construction Meetings 0 8 12 20 15 Weekly Construction Reports 16 16 16 Non-Compliance Reporting 16 16 32 17 Contractor Modifications 24 16 40 18 Project Files 24 24 19 Daily Reports 24 24 20 Punch List 4 24 16 44 21 Final Review/Commissioning and Training 8 40 16 64 22 Project Closeout 8 40 40 88 23 Record Drawings 16 24 40 24 Construction Administration 32 40 72 Total Design Services 68 316 102 52 76 0 345 0 112 1071 Page 375 of 412 EXHIBIT C FEDERAL CONTRACT PROVISIONS FOR A/E AGREEMENTS ALL REFERENCES MADE HEREIN TO "CONTRACTOR", "PRIME CONTRACTOR", "BIDDER", "OFFEROR", AND "APPLICANT" SHALL PERTAIN TO THE ARCHITECT/ENGINEER (A/E). ALL REFERENCES MADE HEREIN TO "SUBCONTRACTOR", "SUB-TIER CONTRACTOR" OR "LOWER TIER CONTRACTOR" SHALL PERTAIN TO ANY SUBCONSULTANT UNDER CONTRACT WITH THE A/E. ALL REFERENCES MADE HEREIN TO "SPONSOR" AND "OWNER" SHALL PERTAIN TO THE STATE, CITY, AIRPORT AUTHORITY OR OTHER PUBLIC ENTITY EXECUTING CONTRACTS WITH THE A/E. PROVISIONS APPLICABLE TO ALL CONTRACTS ACCESS TO RECORDS AND REPORTS............................................................................................................. 3 CIVIL RIGHTS—GENERAL............................................................................................................................... 3 CIVIL RIGHTS—TITLE VI ASSURANCES........................................................................................................... 3 PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT................................................................................................................ 6 FEDERAL FAIR LABOR STANDARDS ACT(FEDERAL MINIMUM WAGE).........................................................6 OCCUPATIONAL SAFETY AND HEALTH ACT OF 1970.................................................................................... 6 RIGHTTO INVENTIONS..................................................................................................................................6 SEISMICSAFETY.............................................................................................................................................7 TAX DELINQUENCY AND FELONY CONVICTIONS .......................................................................................... 7 TRADE RESTRICTION CERTIFICATION............................................................................................................ 7 VETERAN'S PREFERENCE............................................................................................................................... 8 PROVISIONS APPLICABLE TO CONTRACTS EXCEEDING $10,000 DISTRACTED DRIVING ...................................................................................................................................9 EQUAL EMPLOYMENT OPPORTUNITY (EEO)................................................................................................. 9 PROHIBITION OF SEGREGATED FACILITIES ................................................................................................. 10 TERMINATION OF CONTRACT..................................................................................................................... 11 Page 1 of 18 Updated May 24, 2023 Page 376 of 412 PROVISIONS APPLICABLE TO CONTRACTS EXCEEDING $25,000 DEBARMENT AND SUSPENSION.................................................................................................................. 12 PROVISIONS APPLICABLE TO CONTRACTS EXCEEDING $100,000 CONTRACT WORKHOURS AND SAFETY STANDARDS ACT REQUIREMENTS................................................ 13 LOBBYING AND INFLUENCING FEDERAL EMPLOYEES................................................................................. 14 PROVISIONS APPLICABLE TO CONTRACTS EXCEEDING $150,000 CLEAN AIR AND WATER POLLUTION CONTROL.......................................................................................... 15 PROVISIONS APPLICABLE TO CONTRACTS EXCEEDING $250,000 BREACH OF CONTRACT TERMS................................................................................................................... 15 DISADVANTAGED BUSINESS ENTERPRISE................................................................................................... 15 Page 2 of 18 Updated May 24, 2023 Page 377 of 412 PROVISIONS APPLICABLE TO ALL CONTRACTS ACCESS TO RECORDS AND REPORTS Reference: 2 CFR§ 200.334 2 CFR§ 200.337 FAA Order 5100.38 The Contractor must maintain an acceptable cost accounting system.The Contractor agrees to provide the Owner, the Federal Aviation Administration and the Comptroller General of the United States or any of their duly authorized representatives access to any books, documents, papers and records of the Contractor which are directly pertinent to the specific contract for the purpose of making audit, examination, excerpts and transcriptions.The Contractor agrees to maintain all books, records and reports required under this contract for a period of not less than three years after final payment is made and all pending matters are closed. CIVIL RIGHTS—GENERAL Reference: 49 USC§47123 In all its activities within the scope of its airport program,the Contractor agrees to comply with pertinent statutes, Executive Orders, and such rules as identified in Title VI List of Pertinent Nondiscrimination Acts and Authorities to ensure that no person shall, on the grounds of race, color, national origin (including limited English proficiency), creed, sex (including sexual orientation and gender identity), age, or disability be excluded from participating in any activity conducted with or benefiting from Federal assistance. This provision is in addition to that required by Title VI of the Civil Rights Act of 1964. CIVIL RIGHTS—TITLE VI ASSURANCES Reference: 49 USC§47123 FAA Order 1400.11 Title VI Solicitation Notice The Sponsor, in accordance with the provisions of Title VI of the Civil Rights Act of 1964(78 Stat. 252,42 USC §§ 2000d to 2000d-4) and the Regulations, hereby notifies all bidders or offerors that it will affirmatively ensure that for any contract entered into pursuant to this advertisement, disadvantaged business enterprises will be afforded full and fair opportunity to submit bids in response to this invitation and no businesses will be discriminated against on the grounds of race, color, national origin (including limited English proficiency), creed, sex(including sexual orientation and gender identity), age, or disability in consideration for an award. Title VI List of Pertinent Nondiscrimination Acts and Authorities During the performance of this contract,the Contractor,for itself, its assignees, and successors in interest (hereinafter referred to as the "Contractor") agrees to comply with the following non- discrimination statutes and authorities; including but not limited to: • Title VI of the Civil Rights Act of 1964(42 USC§ 2000d et seq., 78 stat. 252) (prohibits discrimination on the basis of race, color, national origin); Page 3 of 18 Updated May 24, 2023 Page 378 of 412 • 49 CFR part 21 (Non-discrimination in Federally-Assisted programs of the Department of Transportation—Effectuation of Title VI of the Civil Rights Act of 1964); • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 USC§ 4601) (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); • Section 504 of the Rehabilitation Act of 1973 (29 USC § 794 et seq.), as amended (prohibits discrimination on the basis of disability); and 49 CFR part 27 (Nondiscrimination on the Basis of Disability in Programs or Activities Receiving Federal Financial Assistance); • The Age Discrimination Act of 1975, as amended (42 USC § 6101 et seq.) (prohibits discrimination on the basis of age); • Airport and Airway Improvement Act of 1982 (49 USC§47123), as amended (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Rights Restoration Act of 1987 (PL 100-259) (broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964,the Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities"to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not); • Titles II and III of the Americans with Disabilities Act of 1990 (42 USC § 12101, et seq) (prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities) as implemented by U.S. Department of Transportation regulations at 49 CFR parts 37 and 38; • The Federal Aviation Administration's Nondiscrimination statute (49 USC§47123) (prohibits discrimination on the basis of race, color, national origin, and sex); • Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations (ensures nondiscrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations); • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency(LEP). To ensure compliance with Title VI,you must take reasonable steps to ensure that LEP persons have meaningful access to your programs [70 Fed. Reg. 74087 (2005)]; • Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 USC§ 1681, et seq). Nondiscrimination Requirements/Title VI Clauses for Compliance Compliance with Nondiscrimination Requirements: During the performance of this contract,the Contractor,for itself, its assignees, and successors in interest (hereinafter referred to as the "Contractor") agrees as follows: 1. Compliance with Regulations: The Contractor(hereinafter includes consultants)will comply with the Title VI List of Pertinent Nondiscrimination Acts and Authorities, as they may be Page 4 of 18 Updated May 24, 2023 Page 379 of 412 amended from time to time,which are herein incorporated by reference and made a part of this contract. 2. Nondiscrimination: The Contractor, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, national origin (including limited English proficiency), creed, sex(including sexual orientation and gender identity), age, or disability in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The Contractor will not participate directly or indirectly in the discrimination prohibited by the Nondiscrimination Acts and Authorities, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR part 21. 3. Solicitations for Subcontracts, including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding or negotiation made by the Contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the Contractor of the contractor's obligations under this contract and the Nondiscrimination Acts and Authorities on the grounds of race, color, or national origin. 4. Information and Reports: The Contractor will provide all information and reports required by the Acts, the Regulations, and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Sponsor or the Federal Aviation Administration to be pertinent to ascertain compliance with such Nondiscrimination Acts and Authorities and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish the information,the Contractor will so certify to the Sponsor or the Federal Aviation Administration, as appropriate, and will set forth what efforts it has made to obtain the information. 5. Sanctions for Noncompliance: In the event of a Contractor's noncompliance with the non- discrimination provisions of this contract, the Sponsor will impose such contract sanctions as it or the Federal Aviation Administration may determine to be appropriate, including, but not limited to: a. Withholding payments to the Contractor under the contract until the Contractor complies; and/or b. Cancelling, terminating, or suspending a contract, in whole or in part. 6. Incorporation of Provisions: The Contractor will include the provisions of paragraphs one through six in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, the Regulations, and directives issued pursuant thereto. The Contractor will take action with respect to any subcontract or procurement as the Sponsor or the Federal Aviation Administration may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the Contractor becomes involved in, or is threatened with litigation by a subcontractor, or supplier because of such direction,the Contractor may request the Sponsor to enter into any litigation to protect the interests of the Sponsor. In addition, the Contractor may request the United States to enter into the litigation to protect the interests of the United States. Page 5 of 18 Updated May 24, 2023 Page 380 of 412 PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT Reference: 2 CFR§ 200,Appendix II(K) 2CFR§ 200.216 Contractor and Subcontractor agree to comply with mandatory standards and policies relating to use and procurement of certain telecommunications and video surveillance services or equipment in compliance with the National Defense Authorization Act [Public Law 115-232 § 889(f)(1)]. FEDERAL FAIR LABOR STANDARDS ACT(FEDERAL MINIMUM WAGE) Reference: 29 USC§ 201, et seq 2 CFR§ 200.430 All contracts and subcontracts that result from this solicitation incorporate by reference the provisions of 29 CFR part 201, et seq, the Federal Fair Labor Standards Act (FLSA), with the same force and effect as if given in full text. The FLSA sets minimum wage, overtime pay, recordkeeping, and child labor standards for full and part-time workers. The Contractor has full responsibility to monitor compliance to the referenced statute or regulation. The Contractor must address any claims or disputes that arise from this requirement directly with the U.S. Department of Labor—Wage and Hour Division. OCCUPATIONAL SAFETY AND HEALTH ACT OF 1970 Reference: 20 CFR Part 1910 All contracts and subcontracts that result from this solicitation incorporate by reference the requirements of 29 CFR Part 1910 with the same force and effect as if given in full text. The employer must provide a work environment that is free from recognized hazards that may cause death or serious physical harm to the employee.The employer retains full responsibility to monitor its compliance and their subcontractor's compliance with the applicable requirements of the Occupational Safety and Health Act of 1970 (29 CFR Part 1910). The employer must address any claims or disputes that pertain to a referenced requirement directly with the U.S. Department of Labor—Occupational Safety and Health Administration. RIGHT TO INVENTIONS Reference: 2 CFR Part 200,Appendix II(F) 37 CFR Part 401 Contracts or agreements that include the performance of experimental, developmental, or research work must provide for the rights of the Federal Government and the Owner in any resulting invention as established by 37 CFR part 401, Rights to Inventions Made by Non-profit Organizations and Small Business Firms under Government Grants, Contracts, and Cooperative Agreements. This contract incorporates by reference the patent and inventions rights as specified within 37 CFR§401.14. Contractor must include this requirement in all sub-tier contracts involving experimental, developmental, or research work. Page 6 of 18 Updated May 24, 2023 Page 381 of 412 SEISMIC SAFETY Reference: 49 CFR Part 41 In the performance of design services, the Consultant agrees to furnish a building design and associated construction specification that conform to a building code standard that provides a level of seismic safety substantially equivalent to standards as established by the National Earthquake Hazards Reduction Program (NEHRP). Local building codes that model their building code after the current version of the International Building Code (IBC) meet the NEHRP equivalency level for seismic safety. At the conclusion of the design services, the Consultant agrees to furnish the Owner a "certification of compliance"that attests conformance of the building design and the construction specifications with the seismic standards of NEHRP or an equivalent building code. TAX DELINQUENCY AND FELONY CONVICTIONS Reference: Section 8113 of the Consolidated Appropriations Act, 2022 (Public Law 117-103) and similar provisions in subsequent appropriations acts DOT Order 4200.6—Appropriations Act Requirements for Procurement and Non- Procurement Regarding Tax Delinquency and Felony Convictions The Contractor certifies: 1) It is not a corporation that has any unpaid Federal tax liability that has been assessed,for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability. A tax delinquency is any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted, or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability. 2) It is not a corporation that was convicted of a criminal violation under any Federal law within the preceding 24 months. A felony conviction is a conviction within the preceding twenty four (24) months of a felony criminal violation under any Federal law and includes conviction of an offense defined in a section of the U.S. code that specifically classifies the offense as a felony and conviction of an offense that is classified as a felony under 18 USC § 3559. The Contractor agrees to incorporate the above certification in all lower tier subcontracts. TRADE RESTRICTION CERTIFICATION Reference: 49 USC§ 50104 49 CFR Part 30 By submission of an offer,the Offeror certifies that with respect to this solicitation and any resultant contract, the Offeror: 1) is not owned or controlled by one or more citizens of a foreign country included in the list of countries that discriminate against U.S. firms as published by the Office of the United States Trade Representative (USTR); 2) has not knowingly entered into any contract or subcontract for this project with a person that is a citizen or national of a foreign country included on the list of countries that discriminate against U.S. firms as published by the USTR; and Page 7 of 18 Updated May 24, 2023 Page 382 of 412 3) has not entered into any subcontract for any product to be used on the Federal project that is produced in a foreign country included on the list of countries that discriminate against U.S. firms published by the USTR. This certification concerns a matter within the jurisdiction of an agency of the United States of America and the making of a false,fictitious, or fraudulent certification may render the maker subject to prosecution under Title 18 USC§ 1001. The Offeror/Contractor must provide immediate written notice to the Owner if the Offeror/Contractor learns that its certification or that of a subcontractor was erroneous when submitted or has become erroneous by reason of changed circumstances. The Contractor must require subcontractors provide immediate written notice to the Contractor if at any time it learns that its certification was erroneous by reason of changed circumstances. Unless the restrictions of this clause are waived by the Secretary of Transportation in accordance with 49 CFR § 30.17, no contract shall be awarded to an Offeror or subcontractor: 1) who is owned or controlled by one or more citizens or nationals of a foreign country included on the list of countries that discriminate against U.S. firms published by the USTR; or 2) whose subcontractors are owned or controlled by one or more citizens or nationals of a foreign country on such USTR list; or 3) who incorporates in the public works project any product of a foreign country on such USTR list. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render, in good faith,the certification required by this provision. The knowledge and information of a contractor is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. The Offeror agrees that, if awarded a contract resulting from this solicitation, it will incorporate this provision for certification without modification in all lower tier subcontracts.The Contractor may rely on the certification of a prospective subcontractor that it is not a firm from a foreign country included on the list of countries that discriminate against U.S. firms as published by USTR, unless the Offeror has knowledge that the certification is erroneous. This certification is a material representation of fact upon which reliance was placed when making an award. If it is later determined that the Contractor or subcontractor knowingly rendered an erroneous certification, the Federal Aviation Administration (FAA) may direct through the Owner cancellation of the contract or subcontract for default at no cost to the Owner or the FAA. VETERAN'S PREFERENCE Reference: 49 USC§47112(c) In the employment of labor(excluding executive, administrative, and supervisory positions),the Contractor and all sub-tier contractors must give preference to covered veterans as defined within Title 49 United States Code Section 47112. Covered veterans include Vietnam-era veterans, Persian Gulf veterans, Afghanistan-Iraq war veterans, disabled veterans, and small business concerns (as defined by 15 USC§ 632) owned and controlled by disabled veterans. This preference only applies when there are covered veterans readily available and qualified to perform the work to which the employment relates. Page 8 of 18 Updated May 24, 2023 Page 383 of 412 PROVISIONS APPLICABLE TO CONTRACTS EXCEEDING$10,000 DISTRACTED DRIVING Reference: Executive Order 13513 DOT Order 3902.10 In accordance with Executive Order 13513, "Federal Leadership on Reducing Text Messaging While Driving", (10/1/2009) and DOT Order 3902.10, "Text Messaging While Driving", (12/30/2009),the Federal Aviation Administration encourages recipients of Federal grant funds to adopt and enforce safety policies that decrease crashes by distracted drivers, including policies to ban text messaging while driving when performing work related to a grant or subgrant. In support of this initiative,the Owner encourages the Contractor to promote policies and initiatives for its employees and other work personnel that decrease crashes by distracted drivers, including policies that ban text messaging while driving motor vehicles while performing work activities associated with the project. The Contractor must include the substance of this clause in all sub-tier contracts exceeding $10,000 that involve driving a motor vehicle in performance of work activities associated with the project. EQUAL EMPLOYMENT OPPORTUNITY(EEO) Reference: 2 CFR Part 200,Appendix II(C) 41 CFR § 60-1.4 41 CFR § 60-4.3 Executive Order 11246 Equal Opportunity Clause During the performance of this contract,the Contractor agrees as follows: (1) The Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin.The Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, sexual orientation, gender identify, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff, or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship.The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. (3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in Page 9 of 18 Updated May 24, 2023 Page 384 of 412 response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information. (4) The Contractor will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided by the agency contracting officer, advising the labor union or workers' representative of the Contractor's commitments under this section 202 of Executive Order 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (5) The Contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (6) The Contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (7) In the event of the Contractor's noncompliance with the nondiscrimination clauses of this contract or with any such rules, regulations, or orders,this contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (8) The Contractor will include the provisions of paragraphs (1)through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor.The Contractor will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a means of enforcing such provisions, including sanctions for noncompliance:Provided, however,that in the event the contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction,the Contractor may request the United States to enter into such litigation to protect the interests of the United States. PROHIBITION OF SEGREGATED FACILITIES Reference: 2 CFR Part 200,Appendix II(C) 41 CFR Part 60-1 (a) The Contractor agrees that it does not and will not maintain or provide for its employees any segregated facilities at any of its establishments, and that it does not and will not permit its employees to perform their services at any location under its control where segregated facilities are maintained. The Contractor agrees that a breach of this clause is a violation of the Equal Employment Opportunity clause in this contract. (b) "Segregated facilities," as used in this clause, means any waiting rooms, work areas, rest rooms and wash rooms, restaurants and other eating areas,time clocks, locker rooms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas,transportation, and housing facilities provided for employees that are segregated by explicit directive or are in fact Page 10 of 18 Updated May 24, 2023 Page 385 of 412 segregated on the basis of race, color, religion, sex, sexual orientation, gender identity, or national origin because of written or oral policies or employee custom. The term does not include separate or single-user rest rooms or necessary dressing or sleeping areas provided to assure privacy between the sexes. (c) The Contractor shall include this clause in every subcontract and purchase order that is subject to the Equal Employment Opportunity clause of this contract. TERMINATION OF CONTRACT Reference: 2 CFR Part 200,Appendix II(B) FAA Advisory Circular 150/5370-10, Section 80-09 Termination for Convenience(Professional Services) The Owner may, by written notice to the Consultant, terminate this Agreement for its convenience and without cause or default on the part of Consultant. Upon receipt of the notice of termination, except as explicitly directed by the Owner, the Contractor must immediately discontinue all services affected. Upon termination of the Agreement, the Consultant must deliver to the Owner all data, surveys, models, drawings, specifications, reports, maps, photographs, estimates, summaries, and other documents and materials prepared by the Engineer under this contract, whether complete or partially complete. Owner agrees to make just and equitable compensation to the Consultant for satisfactory work completed up through the date the Consultant receives the termination notice. Compensation will not include anticipated profit on non-performed services. Owner further agrees to hold Consultant harmless for errors or omissions in documents that are incomplete as a result of the termination action under this clause. Termination for Cause(Professional Services) Either party may terminate this Agreement for cause if the other party fails to fulfill its obligations that are essential to the completion of the work per the terms and conditions of the Agreement.The party initiating the termination action must allow the breaching party an opportunity to dispute or cure the breach. The terminating party must provide the breaching party seven (7) days advance written notice of its intent to terminate the Agreement.The notice must specify the nature and extent of the breach,the conditions necessary to cure the breach, and the effective date of the termination action. The rights and remedies in this clause are in addition to any other rights and remedies provided by law or under this agreement. a) Termination by Owner:The Owner may terminate this Agreement for cause in whole or in part, for the failure of the Consultant to: 1. Perform the services within the time specified in this contract or by Owner approved extension; 2. Make adequate progress so as to endanger satisfactory performance of the Project; or 3. Fulfill the obligations of the Agreement that are essential to the completion of the Project. Upon receipt of the notice of termination,the Consultant must immediately discontinue all services affected unless the notice directs otherwise. Upon termination of the Agreement,the Consultant Page 11 of 18 Updated May 24, 2023 Page 386 of 412 must deliver to the Owner all data, surveys, models, drawings, specifications, reports, maps, photographs, estimates, summaries, and other documents and materials prepared by the Engineer under this contract, whether complete or partially complete. Owner agrees to make just and equitable compensation to the Consultant for satisfactory work completed up through the date the Consultant receives the termination notice. Compensation will not include anticipated profit on non-performed services. Owner further agrees to hold Consultant harmless for errors or omissions in documents that are incomplete as a result of the termination action under this clause. If, after finalization of the termination action,the Owner determines the Consultant was not in default of the Agreement,the rights and obligations of the parties shall be the same as if the Owner issued the termination for the convenience of the Owner. b) Termination by Consultant:The Consultant may terminate this Agreement for cause in whole or in part, if the Owner: 1. Defaults on its obligations under this Agreement; 2. Fails to make payment to the Consultant in accordance with the terms of this Agreement; 3. Suspends the project for more than one hundred eighty(180) days due to reasons beyond the control of the Consultant. Upon receipt of a notice of termination from the Consultant, Owner agrees to cooperate with Consultant for the purpose of terminating the agreement or portion thereof, by mutual consent. If Owner and Consultant cannot reach mutual agreement on the termination settlement,the Consultant may,without prejudice to any rights and remedies it may have, proceed with terminating all or parts of this Agreement based upon the Owner's breach of the contract. In the event of termination due to Owner breach, the Consultant is entitled to invoice Owner and to receive full payment for all services performed or furnished in accordance with this Agreement and all justified reimbursable expenses incurred by the Consultant through the effective date of termination action. Owner agrees to hold Consultant harmless for errors or omissions in documents that are incomplete as a result of the termination action under this clause. PROVISIONS APPLICABLE TO CONTRACTS EXCEEDING$25,000 DEBARMENT AND SUSPENSION Reference: 2 CFR Part 180 (Subpart B) 2 CFR Part 200,Appendix II(H) 2 CFR Part 1200 DOT Order 4200.5 Executive Orders 12549 and 12689 Certification of Offeror/Bidder Regarding Debarment By submitting a bid/proposal under this solicitation,the bidder or offeror certifies that neither it nor its principals are presently debarred or suspended by any Federal department or agency from participation in this transaction. Page 12 of 18 Updated May 24, 2023 Page 387 of 412 Certification of Lower Tier Contractors Regarding Debarment The successful bidder, by administering each lower tier subcontract that exceeds $25,000 as a "covered transaction", must confirm each lower tier participant of a "covered transaction" under the project is not presently debarred or otherwise disqualified from participation in this federally- assisted project. The successful bidder will accomplish this by: 1. Checking the System for Award Management at website: http://www.sam.gov. 2. Collecting a certification statement similar to the Certification of Offeror/Bidder Regarding Debarment, above. 3. Inserting a clause or condition in the covered transaction with the lower tier contract. If the Federal Aviation Administration later determines that a lower tier participant failed to disclose to a higher tier participant that it was excluded or disqualified at the time it entered the covered transaction, the FAA may pursue any available remedies, including suspension and debarment of the non-compliant participant. PROVISIONS APPLICABLE TO CONTRACTS EXCEEDING$100,000 CONTRACT WORKHOURS AND SAFETY STANDARDS ACT REQUIREMENTS Reference: 2 CFR Part 200,Appendix II(E) 2 CFR§ 5.5(b) 40 USC§ 3702 40 USC§ 3704 1. Overtime Requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic, including watchmen and guards, in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. 2. Violation; Liability for Unpaid Wages; Liquidated Damages. In the event of any violation of the clause set forth in paragraph (1) of this clause,the Contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory),for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (1) of this clause, in the sum of$29 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (1) of this clause. 3. Withholding for Unpaid Wages and Liquidated Damages. The Federal Aviation Administration (FAA) or the Owner shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any Page 13 of 18 Updated May 24, 2023 Page 388 of 412 such contract or any other Federal contract with the same prime contractor, or any other federally- assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (2) of this clause. 4. Subcontractors. The Contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraphs (1) through (4) and also a clause requiring the subcontractor to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (1)through (4) of this clause. LOBBYING AND INFLUENCING FEDERAL EMPLOYEES Reference: 31 USC§ 1352—Byrd Anti-Lobbying Amendment 2 CFR Part 200,Appendix II(I) 49 CFR Part 20,Appendix A Certification Regarding Lobbying The Bidder or Offeror certifies by signing and submitting this bid or proposal, to the best of his or her knowledge and belief,that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the Bidder or Offeror,to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract,the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract,grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all sub-awards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all sub-recipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352,title 31, U.S. Code.Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. Page 14 of 18 Updated May 24, 2023 Page 389 of 412 PROVISIONS APPLICABLE TO CONTRACTS EXCEEDING$150,000 CLEAN AIR AND WATER POLLUTION CONTROL References: 2 CFR Part 200,Appendix II(G) 42 USC§ 7401, et seq 33 USC§ 1251, et seq Contractor agrees to comply with all applicable standards, orders, and regulations issued pursuant to the Clean Air Act (42 USC §§ 7401-7671q) and the Federal Water Pollution Control Act as amended (33 USC§§ 1251-1387).The Contractor agrees to report any violation to the Owner immediately upon discovery.The Owner assumes responsibility for notifying the Environmental Protection Agency(EPA) and the Federal Aviation Administration. The Contractor must include this requirement in all subcontracts that exceed $150,000. PROVISIONS APPLICABLE TO CONTRACTS EXCEEDING$250,000 BREACH OF CONTRACT TERMS Reference: 2 CFR§ 200 Appendix II(A) Any violation or breach of terms of this contract on the part of the Contractor or its subcontractors may result in the suspension or termination of this contract or such other action that may be necessary to enforce the rights of the parties of this agreement. Owner will provide Contractor written notice that describes the nature of the breach and corrective actions the Contractor must undertake in order to avoid termination of the contract. Owner reserves the right to withhold payments to Contractor until such time the Contractor corrects the breach or the Owner elects to terminate the contract.The Owner's notice will identify a specific date by which the Contractor must correct the breach. Owner may proceed with termination of the contract if the Contractor fails to correct the breach by the deadline indicated in the Owner's notice. The duties and obligations imposed by the Contract Documents and the rights and remedies available thereunder are in addition to, and not a limitation of, any duties, obligations, rights and remedies otherwise imposed or available by law. DISADVANTAGED BUSINESS ENTERPRISE Reference: 49 CFR Part 26 Solicitation Language (Solicitations that include a Contract Goal) Bid Information Submitted as a matter of responsiveness: The Owner's award of this contract is conditioned upon Bidder or Offeror satisfying the good faith effort requirements of 49 CFR § 26.53. As a condition of responsiveness, the Bidder or Offeror must submit the following information with its proposal on the forms provided herein: 1) The names and addresses of Disadvantaged Business Enterprise (DBE) firms that will participate in the contract; Page 15 of 18 Updated May 24, 2023 Page 390 of 412 2) A description of the work that each DBE firm will perform; 3) The dollar amount of the participation of each DBE firm listed under(1); 4) Written statement from Bidder or Offeror that attests their commitment to use the DBE firm(s) listed under (1)to meet the Owner's project goal; 5) Written confirmation from each listed DBE firm that it is participating in the contract in the kind and amount of work provided in the prime contractor's commitment; and 6) If Bidder or Offeror cannot meet the advertised project DBE goal, evidence of good faith efforts undertaken by the Bidder or Offeror as described in appendix A to 49 CFR part 26. The documentation of good faith efforts must include copies of each DBE and non-DBE subcontractor quote submitted to the bidder when a non-DBE subcontractor was selected over a DBE for work on the contract. Bid Information submitted as a matter of bidder responsibility: The Owner's award of this contract is conditioned upon Bidder or Offeror satisfying the good faith effort requirements of 49 CFR § 26.53. As a condition of responsibility, every Bidder or Offeror must submit the following information on the forms provided herein within five days after bid opening. 1) The names and addresses of Disadvantaged Business Enterprise (DBE) firms that will participate in the contract; 2) A description of the work that each DBE firm will perform; 3) The dollar amount of the participation of each DBE firm listed under(1); 4) Written statement from Bidder or Offeror that attests their commitment to use the DBE firm(s) listed under(1)to meet the Owner's project goal; 5) Written confirmation from each listed DBE firm that it is participating in the contract in the kind and amount of work provided in the prime contractor's commitment; and 6) If Bidder or Offeror cannot meet the advertised project DBE goal, evidence of good faith efforts undertaken by the Bidder or Offeror as described in appendix A to 49 CFR part 26. The documentation of good faith efforts must include copies of each DBE and non-DBE subcontractor quote submitted to the bidder when a non-DBE subcontractor was selected over a DBE for work on the contract. Solicitation Language (Race/Gender Neutral Means) The requirements of 49 CFR part 26 apply to this contract. It is the policy of the Owner to practice nondiscrimination based on race, color, sex, or national origin in the award or performance of this contract. The Owner encourages participation by all firms qualifying under this solicitation regardless of business size or ownership. Prime Contracts(Contracts Covered bV a DBE Program) Contract Assurance(49 CFR§26.13) The Contractor, subrecipient or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract.The Contractor shall carry out applicable requirements of 49 CFR part 26 in the award and administration of DOT-assisted contracts. Failure by the Contractor to carry out these requirements is a material breach of this contract, which may Page 16 of 18 Updated May 24, 2023 Page 391 of 412 result in the termination of this contract or such other remedy as the recipient deems appropriate, which may include, but is not limited to: 1) Withholding monthly progress payments; 2) Assessing sanctions; 3) Liquidated damages; and/or 4) Disqualifying the Contractor from future bidding as non-responsible. Prompt Payment(49 CFR§26.29) The prime contractor agrees to pay each subcontractor under this prime contract for satisfactory performance of its contract no later than thirty(30) calendar days from the receipt of each payment the prime contractor receives from Owner.The prime contractor agrees further to return retainage payments to each subcontractor within thirty (30) calendar days after the subcontractor's work is satisfactorily completed. Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval of the Owner.This clause applies to both DBE and non-DBE subcontractors. Termination of DBE Subcontracts(49 CFR§26.53(f)) The prime contractor must not terminate a DBE subcontractor listed in response to the above Solicitation Language(Solicitations that include a Contract Goal)section (or an approved substitute DBE firm) without prior written consent of Owner.This includes, but is not limited to, instances in which the prime contractor seeks to perform work originally designated for a DBE subcontractor with its own forces or those of an affiliate, a non-DBE firm, or with another DBE firm. The prime contractor shall utilize the specific DBEs listed to perform the work and supply the materials for which each is listed unless the contractor obtains written consent from the Owner. Unless the Owner's consent is provided,the prime contractor shall not be entitled to any payment for work or material unless it is performed or supplied by the listed DBE. The Owner may provide such written consent only if the Owner agrees,for reasons stated in the concurrence document,that the prime contractor has good cause to terminate the DBE firm. For purposes of this paragraph,good cause includes the circumstances listed in 49 CFR §26.53. Before transmitting to the Owner its request to terminate and/or substitute a DBE subcontractor, the prime contractor must give notice in writing to the DBE subcontractor, with a copy to the Owner, of its intent to request to terminate and/or substitute, and the reason for the request. The prime contractor must give the DBE five days to respond to the prime contractor's notice and advise the Owner and the contractor of the reasons, if any,why it objects to the proposed termination of its subcontract and why the Owner should not approve the prime contractor's action. If required in a particular case as a matter of public necessity(e.g., safety), the Owner may provide a response period shorter than five days. In addition to post-award terminations, the provisions of this section apply to preaward deletions of or substitutions for DBE firms put forward by offerors in negotiated procurements. Page 17 of 18 Updated May 24, 2023 Page 392 of 412 This Page Intentionally Left Blank Page 18 of 18 Updated May 24, 2023 Page 393 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Steven Kjergaard, Director of Aviation August 4, 2025 Airport Department AGENDA ITEM TITLE Resolution approving Amendment No. 1 to the Professional Services Agreement for Construction- Related Services with AECOM Technical Services, Inc., of Waterloo, Iowa, for a zero-dollar change, moving funds from AECOM to subcontractor, Braun Intertec, in conjunction with the Pavement Rehabilitation Project, FAA AIP No. 3-19-0094-053 and 3-19-0094-056, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION Page 394 of 412 ATTACHMENTS 1. ALO CRS Pavement Rehab Taxiway A West Amendment No. 1 Page 395 of 412 AL=Com CONSTRUCTION-RELATED SERVICES (CRS) PAVEMENT REHABILITATION RECONSTRUCTION TAXIWAY A WEST FAA AIP NO. 3-19-0094-053 FAA AIP NO. 3-19-0094-056 (BIL) WATERLOO REGIONAL AIRPORT WATERLOO, IOWA AMENDMENT NO. 1 WHEREAS, an Individual Project Agreement was entered into by the City of Waterloo (Client) and AECOM Technical Services, Inc. (ATS) dated May 1, 2023, for the Pavement Rehabilitation project; and WHEREAS, the Client and ATS now desire to enter into Amendment No. 1 to move funds for additional geotechnical subconsultant costs for Braun Intertec. NOW THEREFORE, it is mutually agreed to amend the original Individual Project Agreement as follows: I. Project Description —The project is described in the agreement for the above referenced project dated May 1, 2023. II. Scope of Services—There is no change in the Scope of Services from the agreement dated May 1,2023. This modification reallocates Six Thousand Three Hundred Eighty-Eight Dollars ($6,388.00) from ATS's budget to the subcontract expense for Braun Intertec to provide additional geotechnical services during the construction phase of the project. III. Compensation Compensation for services for this project will not change the cost-plus fixed fee of Four Hundred Twenty-Three Thousand ($423,000.00). See attached Revised Exhibit B, Consultant Cost Summary showing the funds being moved from ATS to Braun Intertec. IV. General Conditions Except as specifically amended by this Individual Project Agreement, services shall be provided in accordance with the Professional Services Agreement for the Waterloo Regional Airport, entered between AECOM Technical Services, Inc. ("ATS") and the City of Waterloo ("Client") dated February 4, 2020. APPROVED: APPROVED: CITY OF WATERLOO, IOWA AECOM TECHNICAL SERVICES, INC. By By OWz/e //( � �� Quentin M. Hart, Mayor Michelle M. Sweeney, PE, PTOE Associate Vice President Date Date July 1, 2025 L:\Secure_DCS\Administration\AGREE\SUPPLE\ALO CRS Pavement Rehab Taxiway A West Amendment No.1.docx Page 396 of 412 Revised Exhibit B Amendment 1 Pavement Rehabilitation / Reconstruct Taxiway A West Waterloo Regional Airport Waterloo, Iowa FAA AIP Project No. 3-19-0094-053/ FAA AIP Project No. 3-19-0094-056 (BIL) Construction Related Services Consultant Cost Summary I. Direct Labor Cost Category Hours Rate/Hour Amount Senior Professional 174 $99.80 $17,365.20 Project Professional 372 $76.65 $28,513.80 Staff Professional 198 $55.50 $10,989.00 Professional 104 $33.60 $3,494.40 CADD Operator II 52 $39.05 $2,030.60 CADD Operator 1 24 $26.30 $631.20 Senior Technician 1559 $44.70 $69,687.30 Technician 444 $31.60 $14,030.40 Project Support 166 $37.85 $6,283.10 $153,025.00 3093 11. Payroll Burden and Overhead Costs 123.50% $188,985.88 111. Direct Project Expenses Category Units Rate/Unit Amount Mileage 3900 0.655 2,554.50 Per Diem 0 50.00 0.00 Lodging 0 90.00 0.00 B/W Copies 3,000 0.06 180.00 Color Copies 500 0.22 110.00 Plan Copier 100 0.50 50.00 EDM Equipment 72 12.50 900.00 GPS Equipment 20 25.00 500.00 Miscellaneous, Other 1,000.00 $5,294.50 IV. AECOM Estimated Actual Costs $347,305.38 Rounded $347,300.00 V. Subcontract Expense Braun - Geotechnical Investigation $24,388.00 VI. Estimated Actual Costs $371,700.00 Vi 1. Fixed Fee (15% of Items I & 11) Rounded $51,300.00 Vill. Maximum Amount Payable $423,000.00 Page 397 of 412 CITY OF A T ERLOO IOWA COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Steven Kjergaard, Director of Aviation August 4, 2025 Airport Department AGENDA ITEM TITLE Resolution approving an agreement with Windcave Inc., of Phoenix, Arizona, for payment processing in conjunction with the installation of EMV credit card readers at Waterloo Regional Airport, and authorizing the Mayor to execute said document. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES Fees are paid out of Airport Operating Budget and include: $100 establishment fee; monthly fees vary based on type of card used and number of transactions. Stated monthly fees include $10 statement fee, $20 PCI-DSS (Payment Card Industry Data Security Standard) compliance fee, .75 batch fee and .10 authorization fee. ALTERNATIVE ACTION LEGAL DESCRIPTION Page 398 of 412 ATTACHMENTS 1. 138521 CityofWaterlooGatewayAgreement2025 Page 399 of 412 1 Windcave • • • for •cave Solution DATED this 24th day of July 2025 PARTIES WINDCAVE INC. (Windcave) Contact Details for Notices: Physical Address: 1601 N.7th St.,Suite 420,Phoenix,AZ 85006 Postal Address: PO Box 960,Phoenix AZ 85001 Email: contracts@windcave.com Phone:+1 213 378 1190 or+1 877 434 0003 CustlD: 138524 City of Waterloo I Waterloo Regional Airport (Merchant) Contact Details for Notices: Physical Address: 2790 Livingston Lane Waterloo,Iowa 50703 Postal Address: 2790 Livingston Lane Waterloo,Iowa 50703 Email: Sheila.Combs@WATERLOO-IA.ORG Phone: 319.291.4483 AGREEMENT 1. Windcave is a provider of real time payment processing solutions in the USA.Windcave has agreed to supply solutions to Customer in accordance with the terms and conditions set out in this Agreement. 2. This Agreement is structured in two parts,namely Part A(Specific Terms)and Part B(General Terms). Part A contains the specific terms relevant to each supply of solutions to Customer and may include one or more Schedules. Part B sets out Windcave's general terms and conditions which will apply to all supplies of solutions. 3. It is intended that further supplies of solutions may be made and will be governed by this Agreement by way of the parties signing a further Part A Schedule for each supply.The attached schedules,or any schedules completed and signed after the date of this Agreement but referring to this Agreement,are a part of this Agreement.All purchase orders between the parties are subject to this Agreement's terms. 4. Windcave grants to Customer a non-exclusive,non-transferable licence to use the Windcave Solution for the Term solely for the purposes of the Permitted Use.Customer must not sub-license,transfer,assign,rent or sell the Windcave Solution or the right to use the Windcave Solution. PAYMENT TERMS 1. Direct Debit:Customer will pay Windcave the Fees by direct debit on the 15th or 30th of the month. 2. Date for Payment of Establishment Fee:Customer will pay Windcave the Establishment Fee immediately when Windcave makes the Windcave Solution available to Customer. 3. Date for Payment of Monthly Fees and Additional Fees:Customer will pay Windcave the Monthly Fees and Additional Fees within 30 days of the date of Windcave's invoice for those Fees. 4. Additional Fees:Additional users to the Payment Manager can be set up,but will incur a onetime fee of$30.00. If Windcave needs to configure or change additional electronic merchant numbers on the Windcave Host,there is a fee of$100.00 per merchant account. 5. Fee Variations:Windcave shall have the right to vary the Fees enumerated in Part A of this Agreement during the Renewal Term of this Agreement by providing Customer at least 30 calendar days'written notice before or during the Renewal Term. Page 400 of 412 2 If Windcave exercises its right to modify the Fees,Customer shall thereafter have the right to terminate the Agreement with 30 days'written notice to Windcave within 60 days of Windcave's written notice that it is modifying the Fees. 6. Shipping&Restocking Costs:Customer will pay for the costs Windcave incurs in shipping and restocking the Goods for Customer. 7. Expedited Shipping Costs: If Customer requests that Windcave ship out Goods from Windcave's offices within 48 hours, Windcave will charge Customer a$100.00 expedite fee,in addition to the costs of shipping. If Customer requests that Windcave ship out a device from Windcave's offices within 24 hours,Windcave will charge a$250.00 expedite fee,in addition to the costs of shipping.Windcave does not warrant or guarantee that it will provide expedited shipping options to Customer. Expedited shipping requests should be provided to Windcave no later than 11:00 AM PST on Business Days. SUPPORT SERVICES 1. Online Help and General Support:Windcave will provide the Support Services to Customer as set out in Part B. SPECIAL CONDITIONS EXECUTION Signed for and on behalf of Signed for and on behalf of WINDCAVE INC. by: City of Waterloo by: Signature Signature Name/Title Name/Title Date Date PART A-SPECIFIC TERMS 1 —OVERAGE RATE PLAN Windcave enables Merchant access to the Windcave Host to process transactions via the Windcave Gateway to an Acquirer on the terms set out in the Agreement. 1. FEES AND TERM (a) Service Access Fees SERVICE PLAN MONTHLY FEE TRANSACTIONS INCLUDED PER MONTH ADDITIONAL TRANSACTIONS Gateway Services $0.00 0 $0.08 (b) Additional Fees ESTABLISHMENT FEE $100.00 (c) Initial Term:36 months (d) Renewal Term:36 months (e) Commencement Date:July 251h,2025 Last updated:26 May 2025 Wiki version 2 Global Schedules version 23 Page 401 of 412 3 2-Unattended SCHEDULE Windcave enables Merchant access to the Windcave Host to process transactions via the Windcave Gateway to an Acquirer on the terms set out in the Agreement. 1. FEES AND TERM (a) SAP Fee:$5.00 (b) Commencement Date:July 251h,2025 (c) Initial Term:36 months (d) Renewal Term:36 months PART B—GENERAL TERMS&CONDITIONS 1. Definitions and Interpretation (Not all defined terms are applicable to all Emergency Support Services means telephone support that Windcave may goods and services provided under the Agreement) provide(but is not obligated to provide unless it agrees to do so in a separate written 1.1 Definitions:In this Agreement,unless the context indicates otherwise: agreement) for emergency breakdowns resulting in repeated failures in the Acquirer means a bank or any financial institution or a card issuer of financial or transmission of Transactions and is available 24 hours a day,seven days a week by non-financial transactions which receives and transmits Transactions via the calling 310 670 7299 outside of Support Hours. If applicable,Windcave will use Windcave Solution; reasonable efforts to respond to any emergency phone call within 30 minutes of Agreement means this Agreement,including the Application Form,each of Part A receiving the support request; and its Schedule(s)and Part B,and any attachments that may be agreed between Fees means and includes each of the fees detailed in the Schedule(s)contained in the parties,as each may be amended in writing from time to time; Part A; Application Form means Customer's online the Windcave Solution application form Goods means the Goods and/or Devices(if any)recorded in Part A in one or more submitted to Windcave via the Windcave Website. Where no separate Part A is Schedules; entered into,the Application Form will constitute Part A of this Agreement for the Intellectual Property means registered and unregistered trade marks (including purposes of this Part B; logos and trade files), domain names, copyright, patents, petty patents, utility Business Day means any day of the week except Saturday,Sunday or a day on models, registered and unregistered designs, circuit layouts, rights in computer which banks are authorized or required to be closed in Arizona; software,databases and lists,Confidential Information,software(whether in object Chargeback means the procedure by which a sales record or other indicia of a card code or source code), and all other rights anywhere in the world resulting from transaction(or disputed portion thereof)is denied or returned to Acquirer or the card intellectual activity; issuer after it was entered into the appropriate settlement network for payment,in Payline Manager means Payline Portal which Customer is able to access by logging accordance with the rules of Visa,MasterCard or a similar card association("Rules"), onto the Windcave Website with an assigned username and password; for failing to comply with the Rules, including, without limitation by reason of PCI Standards means the Payment Card Industry standards, requirements and cardholder disputes,the liability for which is Customer's responsibility and Customer guidelines issued by the Payment Card Industry Data Security Council from time to agrees to pay. time including the Payment Card Industry Data Security Standard PIN Entry Device Commencement Date means the commencement date recorded in Part A in one or requirements and guidelines,and the Payment Application Data Security Standard; more Schedules; Such Commencement Date may be postponed in writing, at Permitted Use means the transmission to,and receipt from,an Acquirer of data Windcave's sole discretion, until the date Windcave receives a copy of the relating to Windcave Supported Transactions and expressly excludes, without Agreement countersigned by Customer. limitation,use for the processing of transactions of,or for the benefit of,any person Confidential Information means,in relation to either party,any information: other than Customer; (a) relating to the terms of this Agreement; Security Standards means each of: (b) relating directly or indirectly to research or development by,accounting (a) any data protection or data security standards issued by an Acquirer for,or the marketing of,the business of that party or its suppliers or which receives and accepts Windcave Supported Transactions from customers; Customer;and (c) disclosed by that party to the other party on the express basis that such (b) the PCI Standards; information is confidential;or Software means the software and other related Windcave products which: (d) which might reasonably be expected by the other party to be confidential (a) form part of the Windcave Solution;and in nature; (b) is owned or licensed by or developed by,or on behalf of,Windcave and Customer means the customer specified in this Agreement and where applicable supplied to Customer,including all upgrades,updates,alterations and includes its employees,contractors and agents. modifications and other changes to such software by or on behalf of Default Interest Rate means interest at the rate of 2%above the base lending rate Windcave from time to time,but excluding any third party software and charged by Windcave's bankers to Windcave from time to time; firmware forming part of,or supplied with,the Windcave Solution; Delivery takes place when the Customer receives the Goods from Windcave,or,in Special Conditions means the special conditions(if any)recorded in Part A in one the case of returns,when the Goods arrive at Windcave's premises; or more Schedules; Documentation means any user, training or system manuals for the Windcave Support Hours means the period from 8am to 9pm(PST)on any Business Day and Solution (whether in printed or electronic form) which describes and provides 9am to 5pm(PST)on non-Business Days; guidance on the use of the Windcave Solution (or any aspect of the Windcave Support Services means and includes: Solution); Last updated:26 May 2025 wild version 2 Global Schedules version 23 Page 402 of 412 4 (a) Online Help:from time to time Windcave may display Frequently Asked 3.1 Fees:Customer will pay Windcave the Fees without setoff or deduction within Questions and Answers on the Windcave Website; 30 days of the date of Windcave's invoice for those Fees. (b) General Support:enquiries may be sent to:support@windcave.com or 3.2 Taxes:Customer is responsible for all applicable taxes,duties and levies on made by telephone to 310 670 7299. Windcave will respond to such the rental, loan or purchase or sale of goods and services (other than enquiries during Support Hours; Windcave's income tax)assessed in connection with its use of the Windcave Term means the Initial Term recorded in Part A in one or more Schedules and Solution and the provision of services under this Agreement.To the extent that includes any Renewal Terms as recorded in Part A in one or more Schedules and any Fees paid by Customer under this Agreement exclude any taxes or duties defined in clause 2(b); payable in respect of the Goods or Services provided under this Agreement in Tokenized Data means data for which Windcave has substituted a sensitive data the jurisdiction where the payment is either made or received,where any such element with a non-sensitive equivalent that has no extrinsic or exploitable meaning taxes or duties are payable by Windcave,Customer agrees to pay to Windcave or value;and the amount of such taxes or duties in addition to any Fees owed under this Transaction means a message pair consisting of a message relating to a Windcave Agreement. Notwithstanding the foregoing, you may have obtained an Supported Transaction transmitted by Customer to an Acquirer through the exemption from relevant taxes or duties as of the time such taxes or duties are Windcave Solution and a response to that message from the Acquirer to Customer levied or assessed.In that case,you will have the right to provide to Windcave through the Windcave Solution; with evidence of any such exemption information,in which case Windcave will Windcave means Windcave Inc.,a California corporation with offices in Phoenix, use reasonable efforts to provide such invoicing documents as may enable Arizona; you to obtain a refund or credit for the amount so paid from any relevant Windcave Host means the host server known as Windcave Host to which Customer revenue authority if such a refund or credit is available. may be connected using the Software and which is in turn linked to an Acquirer to 3.3 Default Interest for Late Payment: Subject to Part B, clause 3.4(c)(ii), enable Windcave Supported Transactions to be processed in real time; Customer must pay Windcave interest at the Default Interest Rate on any Windcave Logo means the Windcave logo supplied (in electronic format) by overdue amounts under this Agreement,calculated daily from the due date Windcave to Customer(as may be updated from time to time by Windcave); until the actual date of payment. Windcave Solution means the solution provided by Windcave for the transmission 3.4 Disputed Invoices:Where Customer has reasonable grounds to dispute any of data relating to Windcave Supported Transactions between a Customer and an portion of any amount invoiced by Windcave to Customer under this Acquirer,incorporating the Software and including access(via the internet)to the Agreement(disputed portion): Windcave Host and the Support Services; (a) Customer will notify Windcave of such dispute and the grounds for such Windcave Supported Transactions means transactions from Customers: dispute within 5 Business Days of receiving the invoice; (a) accepting payment for goods and services by means of credit card,debit (b) any undisputed portion of the invoice will remain payable on the due card, prepaid card, gift card or any other means of payment which date for payment; Windcave agrees to support through the Windcave Solution from time (c) provided that Customer has complied with clause 3.4(a),Customer will to time; not be required to pay: (b) accepting loyalty cards,rewards cards,points cards,discount cards or (i) the disputed portion until the parties' dispute has been club cards;or resolved by agreement between the parties or in (c) providing services in relation to the sale and use of any of the cards accordance with Part B,clause 19.2;or referred to in paragraphs(a)and(b)above including the issue of such (ii) any interest under clause 3.3 on the disputed portion unless cards and the crediting or debiting of value to such cards;and the dispute is resolved with the effect that Customer is Windcave Website means the website maintained by Windcave and accessible by required to pay all(or part)of the disputed portion,in which Customer for viewing Transactions, data entry, refunding, report generating and case Customer will pay the interest on the disputed portion other features related to Transactions. (or that part of that disputed portion) in accordance with 1.2 Interpretation:In this Agreement,unless the context indicates otherwise: clause 3.3. Interest will be payable from the date that (a) the singular includes the plural and vice versa; payment would have been due under clause 3.1 but for the (b) clause and other headings are for ease of reference only and will not dispute until the date that disputed portion is paid to affect this Agreement's interpretation; Windcave in full. (c) the term includes or including(or any similar expression)is deemed 3.5 Termination and Suspension:If Customer does not timely pay Fees due and to be followed by the words without limitation; owing pursuant to this Agreement,Windcave may terminate this Agreement (d) references to a person include an individual, company, corporation, under Part B,Clause 12.2.Alternatively,Windcave may temporarily suspend partnership,firm,joint venture,association,trust,unincorporated body the provision of the Windcave Solution to Customer.Customer agrees that of persons,governmental or other regulatory body,authority or entity,in Windcave will have no liability for such termination or suspension. each case whether or not having a separate legal identity; 4. Mutual Responsibilities (e) any obligation not to do anything includes an obligation not to suffer, Each party represents and agrees: permit or cause that thing to be done; 4.1 Power and Authority:that it has full power and authority necessary to validly (f) all monetary amounts are stated exclusive of applicable taxes if any and enter into and perform all its obligations under this Agreement;and in US dollars;and 4.2 Requirements: to comply with the other party's reasonable security, (g) in the event of any inconsistency between the terms of any of the confidentiality and operational requirements of which it has been given following,they will have precedence in the descending order of priority reasonable notice. set out below: 5. Customer Responsibilities (i) Part A—Specific Terms and Schedules; Customer represents and agrees that it: (ii) Part B—General Terms and Conditions; 5.1 Suitability:has made,and will continue to make,its own assessment of the (iii) The Application Form. suitability, adequacy, compatibility and appropriateness of the Windcave 2. Term Solution for its purposes; 2.1 Initial Term:This Agreement commences on the Commencement Date and 5.2 Comply with Instructions: will comply with Windcave's restrictions, will continue for the Initial Term,unless earlier terminated under Part B,clause instructions and Documentation in relation to the use of the Windcave Solution, 12. including those set out in this Agreement; 2.2 Renewal: Upon expiry of the Initial Term,this Agreement will automatically 5.3 Use by Others:will ensure that only authorized persons use the Windcave continue for further periods of the number of consecutive months recorded in Solution and that the Windcave Solution is used only for the Permitted Use Part A in one or more Schedules(each such further period being a Renewal and as expressly authorized under this Agreement; Term)on the same terms and conditions unless either party gives the other 5.4 Responsibility for Use:will accept all responsibility for the reliance on and party not less than 3 months'notice in writing prior to the expiry of the Initial use of the Windcave Solution by Customer and its employees,contractors and Term or the then current Renewal Term that it does not wish this Agreement agents; to continue beyond the Initial Term or that Renewal Term as the case may be. 5.5 Obtain Equipment etc.:will obtain and maintain all equipment,software and 3. Payment services needed to enable it to receive and use the Windcave Solution; Last updated:26 May 2025 Wiki version 2 Global Schedules version 23 Page 403 of 412 5 5.6 Accurate Customer Information:warrants that all information provided by 7.2 Limitations on Warranties:To the fullest extent permitted by law,except as Customer to Windcave in the Application Form is accurate and correct,and expressly set out in this Agreement, Windcave disclaims and excludes all that Customer will notify Windcave in writing if such information changes or warranties, conditions, terms, representations or undertakings, whether ceases to be accurate in any way; express,implied,statutory or otherwise,including any condition or warranty of 5.7 Provide Sufficient Information:will ensure that sufficient information is given merchantability or fitness for a particular purpose.Windcave does not warrant to Windcave to enable Windcave to comply with its obligations under this that: Agreement and that such information is timely,complete and accurate; (a) the Windcave Solution,the Goods,the Software or the Documentation 5.8 Personal Information: acknowledges that any personal information will meet Customer's requirements;or concerning Customer or its personnel which is provided to Windcave by or on (b) the Windcave Solution,the Goods,the Software and the Documentation behalf of Customer may be: will be uninterrupted or error free,or that all errors will be corrected;or (a) used by Windcave for the purpose of providing the Windcave Solution, (c) that the Goods will be free of defects in design, materials or the Support Services and any other services to Customer;and workmanship or will comply with any applicable equipment (b) disclosed by Windcave to its affiliates and other services providers to manufacturer's or software developer's specifications. enable Windcave to provide the Windcave Solution, the Support Customer understands and acknowledges that an authorization obtained Services and any other services to Customer; through the Windcave Solution only confirms the availability of the cardholder's 5.9 Notify of Third Party Infringement:will immediately notify Windcave upon credit at the time of the authorization. It does not warrant that the person becoming aware of any third party infringing Windcave's Intellectual Property presenting the card is the rightful cardholder,nor is it an unconditional promise, rights in any manner; guarantee or representation by Acquirer, processor or Windcave that a 5.10 Responsible for Connecting to Windcave Host: is responsible for all transaction is or will be deemed valid and not subject to dispute, debit or charges and costs associated with connecting to the Windcave Host to operate chargeback. the Windcave Solution. Windcave will provide Customer with reasonable 7.3 Supply Warranty:Windcave warrants that the Goods to be delivered under technical information and Software necessary to enable Customer to connect this Agreement will be free from defects in workmanship(labour and parts to the Windcave Host; included,but transport excluded)during a warranty period commencing on the 5.11 Requisite Review of Payline Portal:Customer shall be required,on a daily Commencement Date and concluding twelve (12) calendar months later basis, to review with due care Customer's payline portal, established by ("Original Warranty Period").As to repaired or exchanged Goods,during the Windcave, to review Transactions for errors. If an error is discovered by Original Warranty Period here above mentioned,the warranty period on the Customer,Customer must notify Windcave in writing within three(3)Business exchanged or repaired Goods shall expire at the conclusion of the Original Days of the date an error occurs;provided,that Windcave will have no liability Warranty Period. With respect to Windcave's supply warranty: or obligations of any kind with respect to errors that are not reported to (a) Any defective Goods,underwarranty,shall be replaced or repaired,free Windcave within such three(3)Business Day period. In addition,Customer of charge,at Windcave's discretion(to the exclusion of compensation shall be required to,on a daily basis review with due care bank settlement files for any other damage),and the work shall be carried out at Windcave or to ensure deposits occur without error.If an error is discovered by Customer, its partner's or subcontractor's premises.Customer will pay the costs of Customer must notify Windcave in writing within three(3)Business Days of transport of the Goods(including insurance)to Windcave. the date an error occurs; provided, that Windcave will have no liability or (b) Windcave has the choice to repair the Goods with spare parts or new obligations of any kind with respect to errors that are not reported to Windcave parts. The defective elements, repaired, will become the property of within such three (3) Business Day period. Windcave's liability under this Windcave. Section 5.11 (Requisite Review of Payline Portal) of the Agreement is (c) The time when the Goods are repaired or unavailable during the governed by,and fully subject to,the terms of Section 10 of this Agreement. warranty period will not give rise to an extension of the warranty period 5.12 Comply with Law Generally:will comply with all relevant laws in its use of as set forth in this Section,subject to legal mandatory provisions. the Windcave Solution and carrying out its obligations under this Agreement. (d) Customer must return warranted Goods that are replaced subject to this 5.13 Improperly Deposited Funds:will return funds that Windcave deposits in warranty back to Windcave within 30 calendar days of replacement Customer's bank account(s) that do not rightfully belong to Customer Goods being shipped to Customer.Customer shall pay the shipping and ("Improperly Deposited Funds')without offset or delay.Customer will return all restocking fees to return the old,warranted Goods back to Windcave. Improperly Deposited Funds to Windcave within five(5)calendar days of a 7.4 Exclusions to Supply Warranty:Windcave will have no liability under the written request to do so by Windcave. If Customer fails to comply with the Supply Warranty described in Section 7.3 in respect of: terms of this Section, Windcave may immediately suspend services to (a) Defects,breakdowns,or malfunctions due to failure to properly follow Customer until Customer returns the Improperly Deposited Funds.Customer the installation process and instructions for use or an external cause to will be liable to Windcave for the Improperly Deposited Funds, and costs the Goods(including,but not limited to,shock,lightning fire,vandalism, incurred by Windcave in recovering the Improperly Deposited Funds. malicious action, contacts with various liquids or vermin or water 5.14 Return of Old Goods: For Goods that Customer ceases using for the damage of any nature, and inappropriate electric voltage); or Permitted Use("Unused Goods"),Customer will return such Unused Goods to modifications to the Goods made without the written approval of Windcave within 30 calendar days.Unused Goods include,but are not limited Windcave; or a lack of every day maintenance (as described in the to,Goods Customer has ceased using due to the Goods becoming obsolete, Documentation);or a lack of supervision or care;or improper storage or Goods that no longer operate,and Goods that are replaced per the warranty poor environmental conditions,particularly those related to temperature set forth in Part B,clause 7.3 of this Agreement.Customer will pay all shipping and hygrometry effects of variations of electric voltage from the electric and restocking fees and costs associated with returning the Unused Goods to network;or from the earth or repair work;or maintenance of the Goods Windcave. Alternatively, instead of returning Unused Goods to Windcave, by persons not authorized by Windcave; Customer may provide Windcave a secure destruction certificate evidencing (b) Damage due to insufficient or bad packaging of the Goods when that the Unused Goods were destroyed in compliance with the Security returned to Windcave; Standards within the same 30 calendar day period. (c) Wear and tear from normal use of the Goods and accessories; 6. Windcave's General Responsibilities (d) Communication problems related to an unsuitable environment, Windcave agrees that it will: including problems accessing the Internet, transmission faults, local 6.1 Good Faith:comply with all relevant laws and co-operate with Customer(and network faults, and modification of the parameters of the relevant Customer's service providers)in connection with the Windcave Solution; cellular network after sale of the Goods; 6.2 No Requirement to Decrypt Tokenized Data: be under no obligation to (e) Supply of new versions of Software.If,for example,Windcave produces decrypt and transmit Tokenized Data to Customer or any third party. new Software that is not necessary to fulfil its obligations under this 7.Windcave Warranties Agreement,Windcave is not required to make such Software available 7.1 Security Standards:Windcave confirms that Windcave will throughout the to Customer; term of this Agreement comply with the requirements of the Security (f) Malfunction due to the use of products or accessories that are non- Standards. compatible with the Goods; (g) Goods returned to Windcave without Windcave's prior consent or that Windcave has not had an opportunity to troubleshoot; Last updated:26 May 2025 Wiki version 2 Global Schedules version 23 Page 404 of 412 6 (h) Defects, breakdowns, or malfunctions due to obstructing material Customer for any purpose other than the Permitted Use,or any breach by being placed on or into the Goods.Examples of obstructing material Customer of the provisions of Part B,clause 16 will be deemed to be a material include,but is not limited to,paper,plastic,and metal objects. breach of this Agreement which is not reasonably capable of remedy. 8. Intellectual Property 12.4 Consequences: All Intellectual Property rights in the Windcave Solution,the Goods,the Software,the (a) Amounts owing at termination: If this Agreement is terminated by Documentation and any work or thing developed or created by or on behalf of Windcave for cause prior to the expiry of the Term,Customer must pay Windcave under or in connection with this Agreement(such work or thing being the unpaid balance of the Fees due under this Agreement and the cost Developed Works),are exclusively owned by Windcave(or Windcave's licensors or of Windcave's reasonable expenses resulting from Customer's breach suppliers). Customer acknowledges that there is no transfer of title, Intellectual of this Agreement. Property rights or ownership of: (b) Expiry or termination of this Agreement will not affect the rights or (a) the Windcave Solution,the Goods,the Software,the Documentation or obligations of the parties which have accrued prior to or accrue on any part thereof;or termination or which by their nature are intended to survive termination (b) any Developed Works; to Customer under this Agreement and (including Part B,clauses 3,5,7,8,9,10,this 12.4,13,16,17 and 19, Customer will not dispute Windcave's (or Windcave's licensors or togetherwith those clauses which are incidental to,and required in order suppliers)ownership of the property referred to in this clause 8. to give effect to,those clauses). 9. Indemnity 13. Confidentiality Customer indemnifies Windcave at all times against any liability, loss,damage or 13.1 Confidential Information:Each party will maintain as confidential at all times, cost(including attorney's fees)suffered or incurred by Windcave and all actions, and will not at any time,directly or indirectly: proceedings,claims or demands made against Windcave as a result of any negligent (a) disclose or permit to be disclosed to any person; act or omission or any breach of this Agreement by Customer, its personnel or (b) use for itself or to the detriment of the other party; agents. any Confidential Information of the other party except as,and then only to the 10. Liability extent: To the fullest extent permitted by applicable law: 1. required by law; 10.1 Remedy: Subject to clauses 10.2 and 10.3,Customer's sole and exclusive 2. that the information is already or becomes public knowledge, remedy for breach of any warranty or of any of Windcave's obligations under otherwise than as a result of a breach,by the receiving party,of this Agreement is (at Windcave's option) the supply or re-supply of the any provision of this Agreement; Windcave Solution,the Goods, the Software, or the Documentation or the 3. that the information is disclosed to the receiving party,without refund or waiver of Fees for the relevant part of the Windcave Solution,the restriction, by a third party and without any breach of Goods,the Software,or the Documentation which is the subject matter of,or confidentiality by the third party; directly related to,the breach. 4. that the information is developed independently by the receiving 10.2 Limitation:In no event will Windcave's total liability to Customer under this parry without reliance on any of the Confidential Information of the Agreement for any one or more defaults as described in clause 10.1 exceed other party; the amount paid by Customer to Windcave under this Agreement in the 3 5. authorized in writing by the other party;or months following execution of this Agreement. 6. reasonably required by this Agreement(and,without limiting the 10.3 Exclusion: In no event will Windcave be liable to Customer whether in effect of this clause,a party may disclose Confidential Information contract,tort(including negligence)or otherwise in respect of any: of the other party only to those of its officers, employees or 1. punitive,incidental,indirect or consequential damages,damages professional advisers on a"need to know"basis,as is reasonably for loss of profits, business interruption, loss of data, loss of required for the implementation of this Agreement). goodwill,arising out of,or in connection with,this Agreement,in 13.2 Windcave's Intellectual Property:Customer acknowledges and agrees that each case even if such party has been advised of the possibility of the computer programs, computer software, specifications, databases, such damages; images, designs, codes, and configurations, ("Software") contained in or 2. loss,damage,cost or expense suffered or incurred by Customer, utilized by the Equipment and Windcave's network are proprietary and to the extent this results from any act or omission by Customer;or confidential to Windcave and protected under United States copyright law. 3. any event described in Part B,clause 14(Force Majeure). Customer shall not copy,modify,adopt,translate,merge,reverse engineer, 11. Commercial Purpose decompile, or disassemble, the equipment or Software, or create any It is expressly acknowledged and agreed by Customer that the Windcave Solution, derivative works based on the Equipment,Windcave network or Software. the Goods, the Software and the Documentation are supplied to Customer for Without limiting the effect of clause 13.1,Customer will treat information about business and commercial purposes. Windcave's Intellectual Property as the Confidential Information of Windcave. 12. Termination 14. Force Majeure 12.1 Termination Upon Notice: 14.1 Customer acknowledges that Windcave relies on third-party providers in the (a) Windcave may terminate this Agreement at any time on not less than 3 delivery of its services, including, but not limited to,wireless data network months'prior written notice to Customer. providers,cellular radio service provided by third parties that is available only (b) Customer may terminate this Agreement at any time on not less than 3 when within the operating range of cellular systems,and cellular service is months'prior written notice to Windcave,provided: subject to transmissions limitations and dropped or interrupted transmissions. 1. During the Initial Term,Customer will be liable for the Fees for the Cellular service may be temporarily refused,limited,interrupted,or curtailed remainder of the Term,which,notwithstanding clause 3.1,shall because of government regulations or orders, atmospheric and/or be payable immediately on giving such notice; topographical conditions, and cellular system modifications, repairs, and 2. During any Renewal Term,Customer will be liable for the Fees for upgrades.Customer agrees that Windcave shall not be liable for,and to hold the remainder of the Term,which, notwithstanding clause 3.1, Windcave harmless for any losses, damages, or business interruptions shall be payable immediately on giving such notice. sustained as a result of interruptions caused by its wireless data network 12.2 Termination for Cause: Either party (the First Party) may terminate this providers or any other third-party provider. Agreement at any time and with immediate effect by written notice to the other 14.2 Neither party(the"Affected Party")shall be liable for any default or delay in party(Second Party)if the Second Party: the performance of its obligations under this Agreement if and to the extent (a) is in material breach of any of its obligations under this Agreement,and such default or delay is caused,directly or indirectly,by has failed to remedy the breach within 10 Business Days of receiving (a) fire,flood,elements of nature or other acts of God; written notice from the First Party to remedy the breach;or (b) any outbreak or escalation of hostilities,war,riots or civil disorders in (b) goes into voluntary or involuntary bankruptcy or liquidation or has a any country; receiver appointed;or (c) any act or omission of the other party or any government authority; (c) is unable to pay its debts as they fall due. (d) any labor disputes(whether or not employees'demands are reasonable 12.3 Breach of License Terms: Without limiting clause 12.2, any use of the or within the party's power to satisfy);or Windcave Solution, the Goods, the Software, or the Documentation by Last updated:26 May 2025 Wiki version 2 Global Schedules version 23 Page 405 of 412 7 (e) the nonperformance by a third party for any similar cause beyond the 16.6 Reverse Engineering: Customer must not,and must not permit any other reasonable control of such party,including without limitation,failures or person to, reverse assemble or decompile the whole or any part of the fluctuations in telecommunications or other equipment such as Software. described in clause 14.1. 16.7 No Third Party Use:Except as expressly provided for in this Agreement,the 14.3 In any such event, the Affected Party shall be excused from any further Customer must not provide, or otherwise make available, the Windcave performance and observance of the obligations so affected only for as long as Solution the Goods,the Software or the Documentation or any component such circumstances prevail and such party continues to use commercially thereof in any form to any person(a"Third Party")without the prior written reasonable efforts to recommence performance or observance as soon as consent of Windcave. If Windcave grants such consent, Customer must practicable,provided that: ensure that the Third Party complies with the provisions of clauses 8,13,15 (a) Notice:whenever the Affected Party becomes aware that such a result and 16(so far as those provisions relate to Customer)as if the Third Party has occurred or is likely to occur,the Affected Party will,as soon as were a party to this Agreement.Customer will be liable to Windcave for all acts practicable,notify the other party by written notice accordingly; or omissions of any Third Party in contravention of the provisions of clauses 8, (b) Continued Performance:each parry will continue to use commercially 13,15 and 16. reasonable efforts to perform its obligations as required under this 16.8 Installation:Customer will be responsible for,and all bear all costs associated Agreement;and with,the installation,operation,maintenance and support of the Goods. (c) No Deemed Acceptance of Extra Costs:neither party will be deemed to 16.9 Windcave Testing Prior to Launch:Prior to any permitted use of Windcave have accepted any liability to pay or share any extra costs which may products and/or Software by Customer or any third party,Windcave shall be be incurred by the other party in complying with this clause or otherwise entitled to test all Windcave products and Software that Customer purchases, resulting from such act,omission or failure;and rents, or intends to use for at least seven (7) Business Days("Pre-launch (d) Charges:this clause 14 will not apply in respect of Customer's obligation Testing").Such Pre-launch Testing shall also entitle Windcave to at least three to pay any charges or Fees payable under this Agreement. (3)Business Day to test transaction processing and settlement. 15. License 16.10 Labels:Customer will not remove or deface any labels affixed by Windcave 15.1 Grant of License: Windcave grants to Customer a non-exclusive, non- to the Goods.Customer will not affix any label to the Goods. transferable license to use the Windcave Solution,the Goods,the Software 17. Purchase and Use of Goods and the Documentation for the Term of this Agreement solely for the Permitted 17.1 Title: Title in any of the purchased Goods (excluding any Software and Use.Any other use or dealings with the Windcave Solution,the Goods,the firmware forming part of,or supplied with,the purchased Goods)will pass to Software or the Documentation without the prior written consent of Windcave Customer upon Customer making payment in full for those purchased Goods. will be a material breach of this Agreement.Except to the extent specifically 17.2 No Dealing or Modifying or Security Interests:The Goods are for use only authorized under this Agreement, Customer must not sub-license,transfer, in connection with the Windcave Solution. Customer must not sell,lend,lease, assign,rent or sell any of the Windcave Solution,the Goods,the Software or transfer, modify or otherwise deal with the purchased Goods without first the Documentation or the right to use the Windcave Solution,the Goods,the obtaining Windcave's written consent.Customer must not create,or allow to Software or the Documentation. be created,a security interest over the Goods. 15.2 Windcave Warranty: Windcave warrants that Windcave has the right and 17.3 Risk:Risk in any of the purchased Goods will pass to Customer upon delivery authority to grant to Customer the license set out at clause 15.1,in accordance of those purchased Goods to Customer. with the terms of this Agreement. 17.4 License to Software/Firmware:Customer will be licensed to use any third 16. Terms of Use party software and/or firmware forming part of,or supplied with,the purchased 16.1 Adequacy:Customer must satisfy itself as to the adequacy,appropriateness Goods on the relevant manufacturer's or software developer's license terms and compatibility of the Windcave Solution and/or the Goods for its (as supplied with the purchased Goods or otherwise notified by Windcave to requirements.Without limiting the foregoing,Customer acknowledges that it Customer).Customer must comply with all such license terms. has not relied on any statements or representations on the part of Windcave 17.5 Warranty: Windcave will repair or replace, at Windcave's option, faulty as to performance or functionality,verbal or otherwise,except as expressly purchased Goods for a period of 1 year commencing from the date the recorded in this Agreement. purchased Goods are delivered to Customer, reasonable wear and tear 16.2 Windcave Logo:If Customer uses a capture method for credit or debit card excepted. This warranty does not cover damage caused by the Customer or processing using a system which is not hosted by Windcave,Customer agrees otherwise occurring while in the Customer's possession; i.e. damage from to display the Windcave Logo in a readily visible position on the user interface liquids is not covered by this warranty. of Customer's system where the credit or debit card data is captured.The 17.6 Hold for Benefit of Customer:Where it is unable to pass to Customer any Windcave Logo must not be altered or used for any other purpose without the manufacturer's warranties in respect of any of the purchased Goods supplied prior written consent of Windcave. to Customer under this or any separate Agreement,Windcave will hold any 16.3 Compliance: If Customer is not compliant with one or more of the Security such warranties for the benefit of Customer. Standards,Customer must not capture or store any credit or debit card number 17.7 Recovery of Unpaid Retail Equipment:If Customer fails to pay Windcave in or expiry date locally on Customer's or a non-compliant third party's system. full for any purchased Goods which have been delivered,Windcave may enter 16.4 No Right to Copy, Alter or Modify: Customer may make a reasonable any premises where Windcave reasonably believes that the purchased Goods number of copies of the Software for backup and disaster recovery purposes may be located and Customer will provide all reasonable authority and only.Except for such back-up copies,Customer must not,and must not permit assistance to enable recovery of those purchased Goods by Windcave. any other person to,copy,reproduce,translate,adapt,vary,repair or modify Customer will be liable to Windcave for all costs incurred by Windcave in all or any part of the Windcave Solution, the Goods, the Software or the recovering the Goods. Documentation by any means or in any form without Windcave's prior written 17.8 Security Interest consent. (a) Customer grants to Windcave a security interest in the purchased 16.5 Permitted Use:Customer may not: Goods and their proceeds("collateral")and Customer acknowledges (a) use the Windcave Solution, the Goods, the Software or the that the granting of the security interest gives rise to remedies of Documentation for any purpose other than the Permitted Use;or repossession of the Goods in accordance with the Uniform Commercial (b) use the Software independently of the other components of the Code ("UCC") or otherwise where Windcave seeks to enforce its Windcave Solution unless Windcave has given prior written consent to security interest. This security interest will continue until the purchase do so. price plus accrued interest and any applicable taxes and costs are paid If this Agreement is terminated,Customer's right to use the Windcave Solution, in full. the Software and the Documentation will automatically terminate and (b) Customer agrees to store the purchased Goods separately and mark Customer must immediately remove all copies of the Software from its them so as to render them identifiable as being made from or with system(s)and return the Windcave Solution,the Goods,the Software and the purchased Goods which are the property of Windcave. Further, Documentation to Windcave Customer agrees to advise Windcave of the whereabouts of the purchased Goods and allow Windcave to inspect the purchased Goods. Last updated:26 May 2025 Wiki version 2 Global Schedules version 23 Page 406 of 412 8 (c) Customer will,at Windcave's request,promptly execute any documents, If the Customer fails to return the Goods within 14 Business Days of the provide all necessary information and do anything else required by end of the Agreement,Customer will pay Windcave the fair value of the Windcave to ensure that their security interest in the Goods is perfected Goods as at the completion of the Term;and in accordance with the UCC with such priority as Windcave requires. Q) Repossession:If Customer does not return the Goods when required Customer authorizes Windcave to file one or more financing statements hereunder,Windcave may(subject to compliance with applicable law) in the appropriate UCC filing offices in order to perfect Windcave's enter any premises where Windcave reasonably believes that the security interest. Goods may be located and Customer will provide all reasonable (d) Upon a default in the payment for purchased Goods,Windcave shall authority and assistance to enable recovery of those Goods by have the right from time to time to take possession of,and sell,redeem, Windcave. Customer will be liable to Windcave for costs incurred by assign,liquidate,transfer and deliver all or any part of the purchased Windcave in recovering the Goods. Goods or other collateral,at any brokers'board or exchange,or at public 18. Windcave Support Services or private sale or otherwise,at the option of Windcave,for cash or on 18.1 Support:Windcave will provide the Support Services to Customer. credit for future delivery,in such parcel or parcels and at such times and 18.2 Emergency Support Services and Other Services:Windcave may make places,and upon such terms and conditions as Windcave may deem available the Emergency Support Services.If Customer requires Emergency proper, and in connection therewith may grant options and impose Support Services and/or services additional to the Support Services Windcave reasonable conditions, all without (except as same are required by may,if it agrees to provide those services to Customer,charge Customer for applicable law and cannot be waived)advertisement or demand upon those services on a time and materials basis and on such other terms and or notice to Customer or any other person entitled to notice or right of conditions as may be agreed between the parties. stay,extension,moratorium,appraisal or redemption of Customer,all of 18.3 Alterations to Software:Windcave may,at its sole discretion,alter,upgrade, which are hereby expressly waived to the fullest extent permitted by update or change the Windcave Solution at any time during the Term of this applicable law;upon each such sale,Windcave,to the extent permitted Agreement. Customer acknowledges and agrees that, if Customer fails to by law,may purchase all or any of the collateral,free and clear of all promptly install all updates to any software forming part of the Windcave claims,rights of redemption and equities of Customer;and Windcave Solution supplied by Windcave in connection with this Agreement,Customer shall have all of the rights and remedies of a secured party under the may be unable to process Transactions and that: UCC and any other applicable law.To the extent required by applicable (a) Windcave will not be liable to Customer under this Agreement in respect law which cannot be waived,Windcave will give Customer notice of the of such inability;and time and place of any public sale or of the time after which any private (b) Windcave will be released from any obligation to supply the Support sale or other disposition of collateral is to be made,by sending notice at Services during any period which Customer has failed to install any such least 5 days before the time of sale or disposition,which Debtor agrees update. is reasonable. Windcave need not give such notice if not required by 18.4 Windcave Website:Customer acknowledges and agrees that Windcave may, the UCC or other applicable law. Windcave may allocate any monies it at its sole discretion, determine what information, data, features and receives to debts,charges and expenses in any priority. functionality is made available to Customer via the Windcave Website. (a) Customer agrees that Windcave may charge Customer for the costs of Customer agrees to comply with any terms that Windcave may specify in filing of any financing statement and all other costs associated with the relation to Customer's use of the Windcave Website. In the event of any perfection and, in case of a default in connection with payment for inconsistency between the terms and conditions of this Agreement and those purchased Goods,enforcement of the security interest. on the Windcave Website,the terms and conditions of this Agreement will 17.9 Use of Windcave Goods: Where Customer uses Windcave Goods, the apply to the extent of that inconsistency.Windcave will supply user names and following terms and conditions apply: passwords to enable authorized users of Customer to access the Windcave (b) Ownership: Legal and beneficial ownership of, and title to, the Website.Customer must keep such user names and passwords secure and Windcave Solution,the Goods,the Software and the Documentation made known only to authorized users and will be responsible for all use of the remains at all times with Windcave; Windcave Website through use of Customer's user names and passwords.If (c) Risk: Customer will bear the risk of, and be responsible for, all loss Customer breaches any term of this Agreement or the terms of use of the (including theft)of or damage to,the Goods from the time that they are Windcave Website, Windcave may disable Customer's user names and first delivered to Customer until the time that they are delivered back to passwords. Windcave; 18.5 Refunds:Customer authorizes Windcave to process repayment transactions (d) Maintain Goods: Customer must take reasonable steps to avoid to its patrons, who have previously made payment using the Windcave exposure of the Goods to excessive heat,dust and moisture,liquids and Solution,on a one-to-one matching basis("Refund Transactions").Customer electrical and physical shock; shall be solely responsible for auditing Refund Transactions and determining (e) License Terms:Customer must comply with all manufacturer's license that a one-to-one match is made between a transaction and its matching terms applicable to the Goods(as supplied with the Goods or otherwise Refund Transaction.Customer accepts all liability for Refund Transactions. notified by Windcave to Customer from time to time); Windcave shall not be liable for any losses or damages incurred as a result of (f) Theft,Seizure,Loss,Damage,Repairs:If for any reason the Goods a Refund Transaction. are stolen, seized, lost, damaged or require repairs, Customer must 18.6 Offline Mode:Customer authorizes Windcave to enable processing of credit immediately advise Windcave of the theft, seizure, loss, damage or cards offline in the event of an internet failure("Offline Mode"). In addition, repairs required. Customer must pay all costs and comply with Customer authorizes Windcave to enact service in Offline Mode until internet Windcave's directions in connection with replacing or recovering the service is restored for a maximum of 4 hours per event.Transactions in Offline Goods, repairing any damage or the replacing of any parts(fair wear Mode are capped at$50 dollars maximum per transaction per card and a and tear excepted).Customer must continue to pay the Fees while the maximum of 500 transactions processed per device per Offline Mode event. Goods are being replaced or repaired or,in the event of theft,seizure or Transactions in Offline Mode are also capped at$1,000 per device per Offline loss,while the Goods are missing.Windcave will not be liable for any Mode event.Customer and Windcave agree and acknowledge that Windcave loss or damage in relation to the unavailability of the Goods; is not liable for unsuccessful transactions that are a result of Offline Mode (g) No Dealing or Modifying or Security Interests:Customer must not transaction processing.Customer is responsible with acquiring approval from sell, lend, lease, transfer, modify or otherwise deal with the Goods its banking partner for operation of Offline Mode.Windcave is not liable if the without first obtaining Windcave's written consent.Customer must not terms of this Clause or the operation of Offline Mode causes Customer's create,or allow to be created,a security interest over the Goods; account to be downgraded, shut down, disrupted, or otherwise adversely (h) Inspection:Customer must allow Windcave to inspect the Goods at any impacted in any way. time during normal business hours,provided that Windcave first gives 19. General Customer not less than 2 Business Days notice; 19.1 Entire Agreement:This Agreement including all schedules hereto records the (i) Return of Goods:When this Agreement ends(either by completion of entire arrangement between the parties relating to all matters dealt with in this the Term or by way of termination), Customer will, at Customer's Agreement and supersedes all previous arrangements,whether written,oral expense, return the Goods, in good working order and undamaged or both,relating to such matters. condition(fair wear and tear excepted)to Windcave's place of business. Last updated:26 May 2025 Wiki version 2 Global Schedules version 23 Page 407 of 412 9 19.2 Disputes:The parties shall attempt in good faith to resolve any dispute arising 19.5 Assignment:Windcave may assign all or any of its rights and obligations out of or relating to this Agreement promptly by negotiation between under this Agreement to any person without Customer's consent.Customer executives who have authority to settle the controversy and who are at a higher may not transfer or assign any of its liabilities or rights under this Agreement level of management than the persons with direct responsibility for to any other person without Windcave's prior written consent(such consent administration of this Agreement.Any party may give the other party written not to be unreasonably withheld, provided Windcave is satisfied as to the notice of any dispute not resolved in the normal course of business.Within 15 suitability of the assignee and Customer pays to Windcave its reasonable days after delivery of the notice,the receiving party shall submit to the other a costs incurred in connection with the assignment). written response. The notice and response shall include with reasonable 19.6 Amendment: Except as expressly provided for in this Agreement, no particularity (a) a statement of each party's position and a summary of amendment to this Agreement will be valid unless recorded in writing and arguments supporting that position,and(b)the name and title of the executive signed by a duly authorized senior representative of each party. who will represent that party and of any other person who will accompany the 19.7 Governing Law and Jurisdiction:This Agreement is governed by the laws executive.Within 30 days after delivery of the notice,the executives of both of Arizona. Subject to the terms of clause 19.2,the parties submit to the parties shall meet at a mutually acceptable time and place. If the parties fail jurisdiction of the courts of the State of Arizona in respect of all matters relating to negotiate a resolution to a dispute within a reasonable time(not exceeding to this Agreement. 20 Business Days from formal notice of the dispute being given by one party 19.8 Remedies:The rights,powers and remedies provided in this Agreement are to the other), either party may require that the dispute be submitted to not exclusive of any rights,powers or remedies provided by law. mediation through JAMS,such mediation to take place in Phoenix,Arizona.A 19.9 Subcontracting:Windcave may appoint subcontractors to perform any of its mediator shall be selected by mutual agreement or through procedures obligations under this Agreement. provided by JAMS.In such case: 19.10 Counterparts and Copies:This Agreement may be signed in any number of (a) the mediator will not be acting as an expert or as an arbitrator; counterpart copies which, read together, will constitute one and the same (b) the mediator will determine the procedure and timetable for the document.Any facsimile copy of this agreement or copy of this agreement sent mediation;and via email in PDF format(including any facsimile copy or copy sent via email in (c) the parties will share equally the cost of the mediation. PDF format, of any document evidencing either party's signature of this All offers,promises,conduct and statements,whether oral or written,made in agreement)may be relied upon by the other party as if it were an original copy. the course of the negotiation by any of the parties,their agents,employees, This Agreement may be entered into on the basis of an exchange of such experts and attorneys are confidential, privileged and inadmissible for any facsimile or PDF copies. purpose,including impeachment,in arbitration or other proceeding involving 19.11 Notices:Any notice or other communication to be given under this Agreement the parties,provided that evidence that is otherwise admissible or discoverable must be in writing and must be served by one of the following means and in shall not be rendered inadmissible or non-discoverable as a result of its use in respect of each is deemed to have been served as described: the negotiation. (a) By personal delivery—when received by the party. Neither party may issue any legal proceedings (other than for urgent (b) By post by registered or ordinary mail—on the second working day interlocutory relief)relating to any dispute,unless that party has first taken all following the date of posting in the United States mail to the addressee's reasonable steps to comply with the dispute resolution process above.All registered office. applicable statutes of limitation and defenses based upon the passage of time (c) By email—when acknowledged by the party orally or by return email or shall be tolled while the procedures specified in this clause 19.2 above are otherwise in writing. pending and for 15 calendar days thereafter.The parties will take such action, The addresses for the parties for Notices shall be as set out on Page 1 of this if any,required to effectuate such tolling. Agreement or such other address as either party specifies by notice in writing 19.3 Waiver:No waiver of any breach,or failure to enforce any provision,of this to the other given in accordance with this clause 19.11. Agreement at any time by either party shall in any way limit or waive the right 19.12 Conflicts: In the event of any conflict or inconsistency between this of such party to subsequently enforce and compel strict compliance with the Agreement and the terms of a purchase order made by Customer to Windcave, provisions of this Agreement. this Agreement shall govern and control. 19.4 Severance: Any provision in this Agreement which is or becomes unenforceable,illegal or invalid for any reason shall be severed and shall not affect the enforceability,legality,validity or application of any other provision which shall remain in full force and effect. Last updated:26 May 2025 Wiki version 2 Global Schedules version 23 Page 408 of 412 10 Appendix 1 ("Appendix")—ACH Service 1) General a) This Appendix sets out the terms and conditions of ACH Service and applies if you have opted to use this service. In the event of any conflict between the terms of this Appendix and the Agreement,this Appendix will prevail to the extent that the subject matter concerns the ACH Service. b) ACH Service:ACH Service allows the Merchant to initiate debit and credit entries to the Merchant's customers'("End User")bank accounts via the ACH(Automated Clearing House)Network. c) Plaid Inc.:Windcave uses a third party Plaid Inc("Plaid"),a Delaware corporation,to provide the ACH Service.The Merchant's use of the ACH Service is subject to Plaid's terms and conditions"Plaid&End Client Agreement",available at https://plaid.com/documents/plaid end customer payments msa.pdf. d) Unless the context indicates otherwise,any capitalised words in this Appendix that are not otherwise specifically defined in this Appendix have the same meaning as defined in the Agreement. 2) ACH Service a) End User Consent:The Merchant must give notice to its End Users and obtain their consent to enable Plaid to process End User data in accordance with Plaid's End User Privacy Policy available here:https://r)laid.com/legal/#consumers. b) Restrictions: Unless Plaid specifically agrees otherwise in writing,the Merchant will not,and will not enable or assist any third-party to: i) attempt to reverse engineer,decompile,disassemble,or otherwise attempt to discover the source code,object code,or underlying structure,ideas,or algorithms of the Plaid services described at https://www.plaid.com("Plaid Services"); ii) modify,translate,or create derivative works based on the Plaid Services; iii) make the Plaid Services or information and data of Merchant's End Users provided to the Merchant via the Plaid Services(such information and data,the"Plaid-Provided Data")or any derivative work thereof available to,or use the Plaid Services or Plaid- Provided Data(or any derivative work thereof)for the benefit of,anyone other than the Merchant or End Users; iv) sell,resell, license,sublicense,distribute, rent,or lease any Plaid Services or Plaid-Provided Data(or any derivative work thereof) to any third-party,or include any Plaid Services or Plaid-Provided Data(or any derivative work thereof)in a service bureau,time- sharing,or equivalent offering; v) publicly disseminate information from any source regarding the performance of the Plaid Services or Plaid-Provided Data;or vi) attempt to create a substitute or similar service through use of,or access to,the Plaid Services or Plaid-Provided Data. Merchant will use the Plaid Services and Plaid-Provided Data only in compliance with: (1) the Merchant application,use case,and other restrictions agreed between Plaid and Windcave; (2) the Plaid developer policies(available at https://www.plaid.com/legal); (3) Plaid's applicable technical user documentation(available at https://www.plaid.com/docs);and (4) any agreements between Merchant and End Users(for clarity,including any privacy policy or statement). Notwithstanding anything to the contrary,as between Plaid and Merchant, Merchant accepts and assumes all responsibility for complying with all applicable laws and regulations in connection with Merchant's activities involving any Plaid Services, Plaid-Provided Data,or End User data. Merchant acknowledges and agrees that:(1)Plaid is neither a"consumer reporting agency"nor a"furnisher" of information to consumer reporting agencies under the Fair Credit Reporting Act("FCRA");and(11)the Plaid-Provided Data is not a "consumer report"under the FCRA. Merchant represents and warrants that it will not,and will not permit or enable any third party to,use the Plaid Services(including Plaid-Provided Data)as a or as part of a"consumer report"as that term is defined in the FCRA,or otherwise use the Plaid Services (including Plaid-Provided Data)such that the Plaid Services(including Plaid-Provided Data)would be deemed"consumer reports" under the FCRA. Notwithstanding anything to the contrary,the Merchant will be bound by and will only use the Plaid Services and Plaid-Provided Data in compliance with,the terms and conditions set forth in this Appendix. c) Privacy and Authorizations. Before any End User engages with Windcave products or services which include,are derived from,or incorporate the Plaid Services,the Merchant warrants and will ensure that it provides all notices and obtains all consents required under applicable law to enable Plaid to process End User data in accordance with Plaid's privacy policy(currently available at https://www.plaid.com/privacy). The Merchant will not:(i)make representations or other statements with respect to End User data that are contrary to or otherwise inconsistent with Plaid's privacy policy;or(ii)interfere with any independent efforts by Plaid to provide End User notice or obtain End User consent. d) DISCLAIMER; ENFORCEMENT. THE PLAID SERVICES, PLAID-PROVIDED DATA,AND ANY OTHER INFORMATION, SOFTWARE, PRODUCTS,SERVICES AND MATERIALS PROVIDED BY PLAID IN CONNECTION WITH THIS AGREEMENT ARE PROVIDED"AS IS." TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER PLAID NOR ITS AFFILIATES,SUPPLIERS, LICENSORS,OR DISTRIBUTORS MAKE ANY WARRANTY OF ANY KIND,WHETHER EXPRESS, IMPLIED,STATUTORY,OR OTHERWISE, INCLUDING,BUT NOT LIMITED TO,WARRANTIES OF MERCHANTABILITY,FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT,OR ANY WARRANTY THAT THE SERVICES ARE FREE FROM DEFECTS.WITHOUT LIMITING THE FOREGOING IN THIS SECTION(DISCLAIMER; ENFORCEMENT), NEITHER PLAID NOR ITS AFFILIATES,SUPPLIERS, LICENSORS,OR DISTRIBUTORS MAKE ANY REPRESENTATION OR WARRANTY AS TO THE PLAID-PROVIDED DATA THAT MAY BE OBTAINED FROM USE OF THE PLAID SERVICES OR THAT ANY PLAID SERVICES WILL BE UNINTERRUPT6DD,OR eR409 of 412 11 THAT ANY DATA PROVIDED BY OR THROUGH ANY PLAID SERVICES WILL BE TIMELY,ACCURATE,OR COMPLETE. PLAID WILL BE AN INTENDED THIRD-PARTY BENEFICIARY OF THE AGREEMENT BETWEEN WINDCAVE AND MERCHANT AND MAY DIRECTLY ENFORCE SUCH AGREEMENT AGAINST END CLIENT,WITHOUT WINDCAVES CONSENT OR PARTICIPATION, BUT SOLELY RELATING TO THE PLAID-PROVIDED DATA(INCLUDING FI DATA)AND PLAID SERVICES THAT ARE PROVIDED BY PLAID TO WINDCAVE OR MERCHANT. e) FI Data. Through Windcave or Plaid Services,the Merchant may have access to information about or of End Users provided to Plaid by a bank,financial institution,or other data source(each,as designated by Plaid,"FI",and such information,the"FI Data"). i) Merchant Obligations. (1) End User Consents. The Merchant will provide all notices to,and obtain all express consents from,each End User as required under applicable laws in connection with Merchant's use,storage,and other processing of any FI Data(such notices and consents,the"Express Consents"). Express Consents will be clear and conspicuous and will generally specify the categories of FI Data that Merchant will receive and how Merchant will use,store,and otherwise process FI Data,in addition to any other required disclosures under applicable laws. Merchant will maintain records(which may include technical logs,screenshots,versions of Express Consents obtained)sufficient to demonstrate End Client's compliance with this clause and will promptly provide such records to Plaid upon request. (2) Scope of Access. Merchant will only access FI Data for which it has obtained Express Consents from the End User for the use case reviewed and permitted by Plaid in writing and consented to by the applicable End User (such use case,the"Permitted Use Case"). For clarity,key factors Plaid will consider during its review of a potential Permitted Use Case include whether the use case is appropriate and useful to provide the End User with the Merchant application that the End User has enrolled in,whether the Merchant application provides a direct benefit to the End User,whether the use case directly supports the development of new or improved product features for the benefit of End Users,and the jurisdiction(s)in which the Merchant operates and/or stores FI Data. If Merchant possesses FI Data that exceeds the scope of the End User's Express Consents, Merchant will use industry-standard means to permanently and securely delete("Delete")such FI Data;provided that Merchant may retain such FI Data to the extent required by applicable laws. (3) Data Use. Merchant will use,store and otherwise process FI Data solely in accordance with the End User's Express Consents and applicable laws. (4) Data Disclosure. Merchant will not disclose,transfer,syndicate or distribute FI Data to any third party(including its Permitted Service Providers)("Data Sharing")except in each case with the End User's Express Consent and in accordance with applicable laws. Notwithstanding anything to the contrary, Merchant will not sell FI Data. (5) Data Deletion. Merchant will promptly Delete any FI Data upon request by the applicable End User;provided that Merchant may retain copies of FI Data solely to the extent required by applicable laws. (6) No Attribution. Merchant will not charge End Users any fees attributable to an FI for(a)access to its FI Data or (b)use of End User's account with an FI in connection with the Merchant application. In addition, Merchant will not publicize its receipt of FI Data from specific FIs under the Agreement or this clause 2(g)(FI Data). (7) No Other Access. During the term of the Agreement, Merchant will only access FI Data through the Plaid Services or another manner that uses the FI's authorized APIs. Merchant will not"screen scrape"data from FIs or collect an End User's log-on credentials for FI accounts,and will not otherwise knowingly obtain from a third party FI Data that was originally sourced through screen scraping an FI. Merchant will immediately Delete any such End User log-on credentials in its possession. Merchant will maintain records to demonstrate compliance with this clause(No Other Access). For the avoidance of doubt,nothing in this clause(No Other Access)will prohibit Merchant from engaging any third party to obtain services similar to the Plaid Services,provided that such third- party services enable Merchant's access to FI Data solely via the FI's authorized APIs. (8) Compliance with Laws. Merchant will comply with all applicable privacy,security,and other laws pertaining to FI Data. Merchant will not use,store,disclose,or otherwise process any FI Data for any purpose not permitted under applicable laws. (9) Information Security Program. Merchant will maintain a comprehensive written information security program approved by its senior management("Infosec Program"). The Infosec Program will include administrative, technical and physical measures designed to:(a)ensure the security of FI Data,(b)protect against unauthorized access to or use of FI Data and anticipated threats and hazards to FI Data and(c)ensure the proper disposal of FI Data. The Infosec Program will be appropriate to Merchant's risk profile and activities,the nature of the Merchant application,and the nature of the FI Data received by Merchant. In any event,the Infosec Program will meet or exceed applicable control objectives captured in industry standards and best practices,such as AICPA Trust Service Criteria for Security,NIST 800-53,or ISO 27002,and will comply with applicable laws. Merchant will use up-to-date antivirus software and anti-malware tools designed to prevent viruses,malware,and other malicious code in the Merchant application or on Merchant's systems. (10) Security Breach Obligations. Merchant will notify Windcave and Plaid promptly(and in any event within twelve (12)hours)via an email to legal(o)windcave.com and security@plaid.com,following Merchant becoming aware o§age 410 of 412 12 any Security Breach,providing a description of all known facts,the types of End Users affected,and any other information related to such Security Breach that Plaid may reasonably request. Merchant will reasonably cooperate with Plaid in investigating and remediating Security Breaches. Merchant will be responsible for the costs of investigating,mitigating,and remediating the Security Breach. "Security Breach"means any event that compromises the Merchant application or Merchant's systems or that does or reasonably could compromise the security,integrity or confidentiality of FI Data or result in the unauthorized use,disclosure,or loss of FI Data. (11) FI Confidential Information. If Plaid discloses to Merchant any confidential or proprietary materials of an FI pertaining to the provision of FI Data hereunder(such materials,"FI Confidential Information"),such materials will be subject to the same obligations that apply to Windcave's Confidential Information under the Agreement, which will in no event be less protective of such information than a reasonable standard of care. FI Confidential Information will also be subject to the same obligations as FI Data under this section(Merchant Obligations). (12) Oversight and Cooperation. Toward assessing Merchant's material compliance with this clause 2(g)(FI Data), Merchant will promptly provide all reasonably necessary information and cooperation requested by Plaid,an Fl,or any entity with examination,supervision,or other legal or regulatory authority over Plaid or an Fl. In the event that Plaid has a good faith reason to believe that Merchant is not in material compliance with this clause 2(g)(FI Data), Plaid will notify Merchant and,upon Plaid's request,Merchant will promptly provide sufficient documentation to demonstrate such material compliance. If the documentation provided by Merchant in accordance with the immediately prior sentence is insufficient(in Plaid's reasonable discretion)to demonstrate such material compliance,Merchant will submit to a third-party audit by a firm selected by Merchant from a list of audit firms reasonably approved by Plaid to verify such compliance. Plaid and FIs may also conduct technical or operational assessments of End Client,which will be subject to advance notice and will not occur more than once per year unless legally required and materially different in scope from a preceding audit. (13) Information Sharing. Where required by an FI or relevant to an Merchant's access or use of FI Data from that FI, Plaid may share with such FI certain information related to Merchant's compliance with this clause 2(g)(FI Data), including with respect to Merchant's Infosec Program. Plaid will use commercially reasonable efforts to require that such FI treat any such information in a confidential manner. (14) Insurance. Merchant will maintain insurance coverage appropriate to Merchant's risk profile and activities,the nature of the Merchant application,and the nature of the FI Data received by Merchant;provided that such coverage will be no less than industry standard and will include cybersecurity liability insurance. (15) Access Frequency. The parties acknowledge that as of the effective date of the Agreement,no guidelines regarding Merchant's frequency of"batch"pulls of FI Data(such guidelines,the"Guidelines')apply to Plaid end clients. Notwithstanding the foregoing in this paragraph:(1)Merchant will comply with any Guidelines provided in writing by Plaid(including via Windcave);and(2)Plaid and Windcave may enforce such Guidelines to the extent necessary in accordance with Plaid's standard practices,which may include throttling,suspension or termination of Merchant's access. ii) Suspension. Plaid may suspend Merchant's access to the Plaid Services or FI Data,in whole or in part,if Plaid determines or reasonably believes that:(a)Merchant has breached this clause 2(g)(FI Data);(b)Merchant's use of the Plaid Services or FI Data will or has materially violated an agreement between Plaid and an applicable FI;(c) Merchant's use of the Plaid Services or FI Data will or does pose a risk of material harm,including material reputational harm,to End Users,an FI,or the Plaid Services. In addition,an FI may suspend Merchant's access to FI Data with respect to such FI. Plaid will use commercially reasonable efforts to:(1)notify Windcave prior to any suspension described in this paragraph;(2)discuss with Windcave in good faith any such suspension;and(3)resume Merchant's access to the Plaid Services and FI Data as promptly as is practicable after the basis for such suspension is cured to Plaid's(and,as applicable,the relevant FI's)reasonable satisfaction. iii) Indemnity. Merchant will indemnify,defend and hold harmless each FI,Plaid,Windcave,and the affiliates of each of the foregoing from any claims,actions,suits,demands,losses,liabilities,damages(including taxes),costs,and expenses arising from or in connection with:(a)any Security Breach resulting in unauthorized disclosure of FI Data provided to Merchant hereunder;or(b)Merchant's unauthorized or improper use of FI Data provided to Merchant hereunder(including any unauthorized Data Sharing,transmission,access,display,storage,or loss). This clause (Indemnity)is not subject to any limitation of liabilities set forth in the Agreement. Each FI is a third-party beneficiary of this clause(Indemnity). iv) Modifications. Merchant acknowledges that continued access to FI Data provided by certain FIs may necessitate modifications to this clause 2(g)(FI Data)pertaining to all applicable Plaid end clients.Merchant will accept such modifications to continue accessing or using the Plaid Services with respect to such FIs. Plaid will use commercially reasonable efforts to notify Windcave of the modifications and the effective date of such modifications. If Merchant objects to the modifications,its exclusive remedy is to cease any and all access and use of the Plaid Services as it relates to the applicable FI(s). Continued access to or use of such Plaid Services after the effective date of such modifications to this clause 2(g)(FI Data)will constitute Merchant's acceptance of such modifications. Page 411 of 412 13 V) Miscellaneous. In the event of a conflict with any other agreement or provision(including other provisions within the Agreement),the terms and conditions of this clause 2(g)(FI Data)will govern and prevail. Capitalized terms used in this clause 2(g)(FI Data)and not otherwise defined will have the meanings ascribed to them in the Agreement. All provisions of this clause 2(g)(FI Data)will remain in force in the event of the termination or expiration of this clause 2(g) (FI Data)or the Agreement. 3) Suspension,Amendment or Termination a) Windcave may suspend or terminate the provision of ACH Services at its discretion without cause with immediate effect. b) Windcave may change or add to the terms of this Appendix at any time with immediate effect by giving notice to you. Page 412 of 412 OTHER COUNCI BUSINESS HEARINGS FOR RETAILER TOBACCO VIOLATIONS-FIRST OFFENSE 1. BP Fuel dba Star Mart-First Offense 127 Jefferson Street,Waterloo, Iowa Letter sent to Retailer June 30, 2025 Date of Violation: March 31, 2025 Clerk plead guilty and fined: April 9, 2025 2. Family Dollar-First Offense 1608 University Avenue, Waterloo, Iowa Letter sent to Retailer June 27, 2025 Clerk plead guilty and fined: April 8, 2025 3. Casey's General Store-First Offense 1604 Laporte Road,Waterloo, Iowa Letter sent to Retailer: June 27, 2025 Clerk plead guilty and fined: May 27, 2025 4. Casey's General Store-First Offense 1900 W. Ridgeway Avenue,Waterloo, Iowa Letter sent to Retailer: June 27, 2025 Clerk plead guilty and fined: May 13, 2025 5. R Smokes Plus-First Offense 3821 University Avenue, Waterloo, Iowa Letter sent to Retailer: June 27, 2025 Clerk plead guilty and fined: May 7, 2025 6. R Smokes plus-First Offense 3620 Kimball Avenue, Waterloo, Iowa Letter sent to Retailer: June 27, 2025 Clerk plead guilty and fined: April 29, 2025 7. Prime Mart#5-First Offense 508 Broadway Street, Waterloo,Iowa Letter sent to Retailer: June 27,2025 Clerk plead guilty and fined: June 19, 2025 8. Casey's General Store #2866-First Offense 51 E. Tower Park Drive, Waterloo, Iowa Letter sent to Retailer: June 27, 2025 Clerk plead guilty and fined: April 29, 2025 9. Kingstar-First Offense 2035 E. Mitchell Avenue,Waterloo, Iowa Letter sent to Retailer: June 27, 2025 Clerk plead guilty and fined: May 27,2025 The Retailers were given until July 21,2025 to admit to the violation and pay the civil penalty of$300.00. They also have the option of appearing for a hearing at the August 4th City Council Meeting. The above Retailers have not contacted the City, therefore a hearing must be held to assess the $300.00 civil penalty to each Retailer. The Retailer will then be given 30 days from August 4th to pay the civil penalty and, if not paid, will be suspended from selling tobacco products for a period of 14 days, in addition to owing the $300.00 civil penalty. RE: Tobacco Violation-1St Offense DATE: August 4, 2025 Please be advised that attached hereto is a payment from Express Mart, 2027 Falls Avenue, Waterloo, Iowa 50701. Please deposit this check into Account 010-11-1165- 3550, Payment Code P550, 11 GRT.0001. This is a $300.00 civil penalty for tobacco violation-first offense. BEFORE THE WATERLOO CITY COUNCIL IN RE: BP FUEL, dba STAR MART ORDER ASSESSING CIVL PENALTY- 127 JEFFERSON STREET FIRST OFFENSE WATERLOO, IOWA 50701 On this 4th day of August, 2025, after a public hearing on the matter, the Waterloo City Council finds that based upon evidence submitted by the City Attorney's Office, the above- captioned permittee committed a violation of Iowa Code §453A.2(1), selling, giving, or otherwise supplying any tobacco,tobacco products, or cigarettes to any person under twenty-one (21) years of age. THEREFORE, the Waterloo City Council hereby orders that a civil penalty be remitted by the above-captioned permittee, to the City of Waterloo, check made payable to City of Waterloo, on or before September 6, 2025 (30 days from the date of this Order). This sanction will count as a First Violation of Iowa Code §453A.2(1), pursuant to Iowa Code §453A.22(2)(a). Be advised that failure to pay the civil penalty by this date shall result in the automatic permit suspension for a period of fourteen(14) days in addition to the $300.00 fine. Quentin Hart, Mayor ATTEST: Kelley chle, City Clerk BEFORE THE WATERLOO CITY COUNCIL IN RE: FAMILY DOLLAR ORDER ASSESSING CIVL PENALTY- 1608 UNIVERSITY AVENUE FIRST OFFENSE WATERLOO, IOWA 50701 On this 4th day of August, 2025, after a public hearing on the matter, the Waterloo City Council finds that based upon evidence submitted by the City Attorney's Office, the above- captioned permittee committed a violation of Iowa Code §453A.2(1), selling, giving, or otherwise supplying any tobacco, tobacco products, or cigarettes to any person under twenty-one (21) years of age. THEREFORE, the Waterloo City Council hereby orders that a civil penalty be remitted by the above-captioned permittee, to the City of Waterloo, check made payable to City of Waterloo, on or before September 6, 2025 (30 days from the date of this Order). This sanction will count as a First Violation of Iowa Code §453A.2(1), pursuant to Iowa Code §453A.22(2)(a). Be advised that failure to pay the civil penalty by this date shall result in the automatic permit suspension for a period of fourteen (14) days in addition to the $300.00 fine. Lam . Quentin Hart, Mayor ATTEST: , ,/ ( Kelley ',chi; City Clerk BEFORE THE WATERLOO CITY COUNCIL IN RE: CASEY'S GENERAL STORE ORDER ASSESSING CIVL PENALTY- 1604 LAPORTE ROAD FIRST OFFENSE WATERLOO, IOWA 50702 On this 4th day of August, 2025, after a public hearing on the matter, the Waterloo City Council finds that based upon evidence submitted by the City Attorney's Office, the above- captioned permittee committed a violation of Iowa Code §453A.2(1), selling, giving, or otherwise supplying any tobacco, tobacco products, or cigarettes to any person under twenty-one (21) years of age. THEREFORE, the Waterloo City Council hereby orders that a civil penalty be remitted by the above-captioned permittee, to the City of Waterloo, check made payable to City of Waterloo, on or before September 6, 2025 (30 days from the date of this Order). This sanction will count as a First Violation of Iowa Code §453A.2(1),pursuant to Iowa Code §453A.22(2)(a). Be advised that failure to pay the civil penalty by this date shall result in the automatic permit suspension for a period of fourteen (14) days in addition to the $300.00 fine. ai2A• 41U00. Quentin Hart, Mayor ATTEST: Kelley F chle, City Clerk BEFORE THE WATERLOO CITY COUNCIL IN RE: CASEY'S GENERAL STORE ORDER ASSESSING CIVL PENALTY- 1900 W. RIDGEWAY AVENUE FIRST OFFENSE WATERLOO, IOWA 50701 On this 4th day of August, 2025, after a public hearing on the matter, the Waterloo City Council finds that based upon evidence submitted by the City Attorney's Office, the above- captioned permittee committed a violation of Iowa Code §453A.2(1), selling, giving, or otherwise supplying any tobacco, tobacco products, or cigarettes to any person under twenty-one (21)years of age. THEREFORE, the Waterloo City Council hereby orders that a civil penalty be remitted by the above-captioned permittee,to the City of Waterloo, check made payable to City of Waterloo, on or before September 6, 2025 (30 days from the date of this Order). This sanction will count as a First Violation of Iowa Code §453A.2(1), pursuant to Iowa Code §453A.22(2)(a). Be advised that failure to pay the civil penalty by this date shall result in the automatic permit suspension for a period of fourteen(14) days in addition to the$300.00 fine. IS2A5t>,- 4-1,4v--- Quentin Hart,Mayor ATTEST: elley F hle, City Clerk BEFORE THE WATERLOO CITY COUNCIL IN RE: R SMOKES PLUS ORDER ASSESSING CIVL PENALTY- 3821 UNIVERSITY AVENUE FIRST OFFENSE WATERLOO, IOWA 50701 On this 4th day of August, 2025, after a public hearing on the matter, the Waterloo City Council finds that based upon evidence submitted by the City Attorney's Office, the above- captioned permittee committed a violation of Iowa Code §453A.2(1), selling, giving, or otherwise supplying any tobacco,tobacco products, or cigarettes to any person under twenty-one (21) years of age. THEREFORE,the Waterloo City Council hereby orders that a civil penalty be remitted by the above-captioned permittee, to the City of Waterloo, check made payable to City of Waterloo, on or before September 6, 2025 (30 days from the date of this Order). This sanction will count as a First Violation of Iowa Code §453A.2(1),pursuant to Iowa Code §453A.22(2)(a). Be advised that failure to pay the civil penalty by this date shall result in the automatic permit suspension for a period of fourteen (14) days in addition to the $300.00 fine. Quentin Hart, Mayor ATTEST: U4441--- Kelley F le, City Clerk BEFORE THE WATERLOO CITY COUNCIL IN RE: R SMOKES PLUS ORDER ASSESSING CIVL PENALTY- 3620 KIMBALL AVENUE FIRST OFFENSE WATERLOO, IOWA 50701 On this 4th day of August, 2025, after a public hearing on the matter,the Waterloo City Council finds that based upon evidence submitted by the City Attorney's Office, the above- captioned permittee committed a violation of Iowa Code §453A.2(1), selling, giving, or otherwise supplying any tobacco, tobacco products, or cigarettes to any person under twenty-one (21)years of age. THEREFORE, the Waterloo City Council hereby orders that a civil penalty be remitted by the above-captioned permittee, to the City of Waterloo, check made payable to City of Waterloo, on or before September 6, 2025 (30 days from the date of this Order). This sanction will count as a First Violation of Iowa Code §453A.2(1), pursuant to Iowa Code §453A.22(2)(a). Be advised that failure to pay the civil penalty by this date shall result in the automatic permit suspension for a period of fourteen (14) days in addition to the$300.00 fine. aULStfi&t: Quentin Hart, Mayor ATTEST: 441‘ Kelley F chle, City Clerk BEFORE THE WATERLOO CITY COUNCIL IN RE: PRIME MART#5 ORDER ASSESSING CIVL PENALTY- 508 BROADWAY STREET FIRST OFFENSE WATERLOO, IOWA 50703 On this 4th day of August, 2025, after a public hearing on the matter, the Waterloo City Council finds that based upon evidence submitted by the City Attorney's Office, the above- captioned permittee committed a violation of Iowa Code §453A.2(1), selling, giving, or otherwise supplying any tobacco,tobacco products, or cigarettes to any person under twenty-one (21) years of age. THEREFORE, the Waterloo City Council hereby orders that a civil penalty be remitted by the above-captioned permittee, to the City of Waterloo, check made payable to City of Waterloo, on or before September 6, 2025 (30 days from the date of this Order). This sanction will count as a First Violation of Iowa Code §453A.2(1), pursuant to Iowa Code §453A.22(2)(a). Be advised that failure to pay the civil penalty by this date shall result in the automatic permit suspension for a period of fourteen (14) days in addition to the $300.00 fine. Quentin Hart, Mayor ATTEST: 4-46/ Kelley F le, City Clerk BEFORE THE WATERLOO CITY COUNCIL IN RE: CASEY'S GENERAL STORE#2866 ORDER ASSESSING CIVL PENALTY- 51 E. TOWER PARK DRIVE FIRST OFFENSE WATERLOO, IOWA 50701 On this 411'day of August, 2025, after a public hearing on the matter, the Waterloo City Council finds that based upon evidence submitted by the City Attorney's Office, the above- captioned permittee committed a violation of Iowa Code §453A.2(1), selling, giving, or otherwise supplying any tobacco, tobacco products, or cigarettes to any person under twenty-one (21) years of age. THEREFORE, the Waterloo City Council hereby orders that a civil penalty be remitted by the above-captioned permittee, to the City of Waterloo, check made payable to City of Waterloo, on or before September 6, 2025 (30 days from the date of this Order). This sanction will count as a First Violation of Iowa Code §453A.2(1), pursuant to Iowa Code §453A.22(2)(a). Be advised that failure to pay the civil penalty by this date shall result in the automatic permit suspension for a period of fourteen (14) days in addition to the $300.00 fine. Quentin Hart, Mayor ATTEST: • elley 'fchle, City Clerk BEFORE THE WATERLOO CITY COUNCIL IN RE: KINGSTAR ORDER ASSESSING CIVL PENALTY- 2035 E. MITCHELL AVENUE FIRST OFFENSE WATERLOO, IOWA 50702 On this 4th day of August, 2025, after a public hearing on the matter, the Waterloo City Council finds that based upon evidence submitted by the City Attorney's Office, the above- captioned permittee committed a violation of Iowa Code §453A.2(1), selling, giving, or otherwise supplying any tobacco, tobacco products, or cigarettes to any person under twenty-one (21) years of age. THEREFORE, the Waterloo City Council hereby orders that a civil penalty be remitted by the above-captioned permittee, to the City of Waterloo, check made payable to City of Waterloo, on or before September 6, 2025 (30 days from the date of this Order). This sanction will count as a First Violation of Iowa Code §453A.2(1), pursuant to Iowa Code §453A.22(2)(a). Be advised that failure to pay the civil penalty by this date shall result in the automatic permit suspension for a period of fourteen (14) days in addition to the$300.00 fine. Quentin Hart, Mayor ATTEST: e ley Fel e, City Clerk