HomeMy WebLinkAboutFDP_OC,_LLC_-_Amendment_to_DA_-_8.4.2025 Docusign Envelope ID:55842E20-D4D1-4961-8912-6E73E09D88F6
AMENDMENT TO DEVELOPMENT AGREEMENT
AND AMENDMENT TO MINIMUM ASSESSMENT AGREEMENT
This Amendment to Development Agreement and Amendment to Minimum Assessme t
Agreement(the "Amendment") is entered into as of August 4
202_, by and between FDP OC, LLC (the "Company") and the City of Waterloo, Iowa (th
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
Docusign Envelope ID:55842E20-D4D1-4961-8912-6E73E09D88F6
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
to be
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C. Relocation of Buildin . 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.
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
Docusign Envelope ID:55842E20-D4D1-4961-8912-6E73E09D88F6
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
Docusign Envelope ID:55842E20-D4D1-4961-8912-6E73E09D88F6
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.
Docusign Envelope ID:55842E20-D4D1-4961-8912-6E73E09D88F6
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 fuI
force and effect. Terms capitalized in this Amendment but not defined herein shall have
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 in
,
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
DocuSigned by:
By: � v' 8/4/2025
Quentin art, Mayor Date
Signed by:
k ", F"&
Attest: --FFEDBGQF_F_R("`"Ft
Kelley Felchle, City CIerk
Docusign Envelope ID:55842E20-D4D1-4961-8912-6E73E09D88F6