HomeMy WebLinkAboutWaterloo Crossroads Development, LLC - First Amendment to Private Development Agreement - 9.2.2025 Prepared By: Ryan L.Haaland,Fredrikson& Byron P.A., 1601 Golden Aspen Dr.,Ste. 108,Ames,IA 50010;
(515)242-8900
Return&Tax Docs To: Waterloo Crossroads Development,LLC, 1535 SW Market St.,Suite 200,Ankeny,Iowa
50023
FIRST AMENDMENT
TO THE
AGREEMENT FOR PRIVATE DEVELOPMENT
BY AND BETWEEN
THE CITY OF WATERLOO, IOWA
AND
WATERLOO CROSSROADS DEVELOPMENT,LLC
THIS FIRST AMENDMENT ("Amendment") to that certain Agreement for Private
Development by and between the CITY OF WATERLOO, IOWA ("City") and WATERLOO
CROSSROADS DEVELOPMENT, LLC,an Iowa limited liability company ("Developer"),dated
November 18, 2024 ('Agreement"), is made on or as of Stekr.. , 2025, by and
between the City and the Developer.
WITNESSETH:
WHEREAS, pursuant to the Agreement, the Developer agreed to construct certain
Minimum Improvements, consisting of the redevelopment of certain real property located within
the Crossroads Waterloo Urban Renewal Area; and
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WHEREAS, pursuant to the Agreement, the City agreed to provide certain incentive
payments to the Developer, described as the Redevelopment Grants and the Additional
Development Grants; and
WHEREAS,the Developer has requested to increase the maximum amount payable to the
Developer as the Redevelopment Grants by up to$4,000,000 and the City has agreed to amend the
Agreement,as set forth in this Amendment.
NOW THEREFORE, it is agreed by the City and Developer:
1. Definitions. All capitalized words used herein and not specifically defined shall
have the same definitions as in the Agreement. However, the definition of"Bonds" set forth
Section 1-B.1 of the Agreement is hereby replaced with the following:
Bonds means the taxable, general obligation, urban renewal bonds, notes, or other
indebtedness to be issued by the City for the sole purpose of funding the payment
of the Redevelopment Grants to Developer,secured by a City debt service levy but
expected to be repaid with Tax Increments. The aggregate principal amount of the
Bonds for the Redevelopment Grants will not exceed $24,000,000, the aggregate
principal amount of the Bonds for the Additional Development grants will not
exceed $20,000,000, and will depend on a variety of factors, such as the costs of
the Minimum Improvements,anticipated deposits in the reinvestment project fund,
actual Bond sale terms, the timing of the sale, inclusion of capitalized interest, as
necessary, and other factors. Developer recognizes and agrees that the number of
series of Bonds and amounts of such Bonds will necessarily change according to
the City's borrowing decisions and other due diligence factors to be considered at
the City's sole discretion.
2. Condition Precedent. Section 1-A.1(a)shall be deleted in its entirety and replaced
with the following:
Developer's acquisition of the full right, title, and interest in that portion of the
Development Property known as Crossroads Mall Property(as noted in Exhibit A),
within one hundred twenty (120)days of the Commencement Date.
3. Demolition. Section 3.1(b) shall be deleted in its entirety and replaced with the
following;
Subject to Unavoidable Delays,Developer shall cause the Demolition to commence
on or before December 1,2026 and to be completed on or before December 1,2029,
unless otherwise agreed upon by the parties. Time lost as a result of Unavoidable
Delays shall be added to extend these dates by a number of days equal to the number
of days lost as a result of Unavoidable Delays.
4. Construction of Minimum Improvements. Section 3.2(c) shall be deleted in its
entirety and replaced with the following:
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Subject to Unavoidable Delays, Developer shall commence construction of the
Minimum Improvements on or before February 1, 2028. Subject to Unavoidable
Delays, Developer shall cause the Minimum Improvements to be completed, as
evidenced by issuance of a certificate of occupancy for each building included as
part of the Minimum Improvements, on or before December 1, 2041 unless
otherwise agreed upon by the parties. Time lost as a result of Unavoidable Delays
shall be added to extend these dates by a number of days equal to the number of
days lost as a result of Unavoidable Delays.
5. Redevelopment Grant Disbursements. The final sentence of Section 5.2(b)shall
be amended to read: The last day that Developer may submit a Disbursement Request to the City
for a Redevelopment Grant will be December 1, 2036.
6. Additional Development Grants. The final sentence of Section 6.1(a) shall be
amended to read: The last day that Developer may submit a Disbursement Request to the City for
a Redevelopment Grant will be December 1, 2036.
7. Termination Date. Section 9.8 shall be deleted in its entirety and replaced with the
following: This Agreement shall terminate and be of no further force or effect on and after
December 1, 2041, unless the Agreement is terminated earlier by the other terms of this
Agreement.
8. Commencement Date. The term "Commencement Date" means the date of this
Amendment, which shall be the date the last party signs this Amendment.
9. No Further Modifications. Except as modified by this Amendment,all covenants,
agreements, terms, and conditions of the Agreement shall remain in full force and effect and are
hereby in all respects ratified and affirmed.
10. Counterparts. This Amendment may be executed in two or more counterparts,
each of which together shall be deemed an original, but all of which together shall constitute one
and the same instrument.
IN WITNESS WHEREOF,the City has caused this Amendment to be duly executed in its
name and behalf by its Mayor and its seal to be hereunto duly affixed and attested by its City Clerk
and Developer have caused this Amendment to be duly executed in its name and behalf by its
authorized representatives,all on or as of the day first above written.
[Signature pages follow]
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(SEAL) CITY OF WATERLOO, IOWA
By: -1'0`--
Quentin M. Hart, Mayor
ATTEST:
By:
Kelley Felchle, GI Clerk
STATE OF IOWA )
) SS
COUNTY OF BLACK HAWK )
On this LI day of i 4 , 2025, before me a Notary Public
in and for said State, personally appear Quentin M. Hart and Kelley Felchle, to me personally
known, who being duly sworn,did say that they are the Mayor and City Clerk, respectively, of the
City of Waterloo, Iowa, a Municipality 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 Municipality, and that said
instrument was signed and sealed on behalf of said Municipality 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 Municipality by it voluntarily executed.
AA( •
o"F s� BRITNi C Pi.::' 'NS
COMMISSION NO.845529
"" Notary4' and the State of Iowa
*man* MY COMMISSION EXPIRES
IOWA JANUARY 27,2026
[Signature page to Amendment—Ci Paterloo]
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WATERLOO CROSSROADS
DEVELOPMENT, LLC,
an Iowa limited liability company
By: `/J�
BJ Stokesbary, Ma
STATE OF IOWA )
) SS
COUNTY OF
This record acknowledged before me on S ✓C( ,2025 by BJ Stokesbary as
the Manager of Waterloo Crossroads Development, L1C.
Notary Public in and for said state
KLARISA HARTEMA � '
4 Commission Number 820331 My commission expires:
My Commission Expires
/Owt► September 28,2028
•
[Signature page to Amendment— Waterloo Crossroads Development, LLC]
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Exhibit A
The Development Property is described as consisting of all that certain parcel or parcels of
land located in the City of Waterloo, County of Black Hawk, State of Iowa, more particularly
described as follows:
Real property in the City of Waterloo, County of Black Hawk, State of Iowa, described as
follows: Lots 1 and 2 in Crossroads Plat No. 7, Waterloo, Black Hawk County,Iowa.
AND
A part of the East Fractional One-half of Section 2,Township 88 North, Range 13 West of the
Fifth Principal Meridian in the City of Waterloo, Iowa, bounded as follows:
Commencing at the intersection of the southwesterly right-of-way line of U.S. Highway 218 with
the east line of said Section 2, said right-of-way line being 60 feet normally distant southwesterly
from the center line of U.S. Highway 218; thence North 35°20' West,along said southwesterly
right-of-way line a distance of 494.43 feet; thence South 54°40' West,a distance of 425 feet to
the point of beginning; thence North 35°20' West,a distance of 558.57 feet;thence westerly
along a curve concave southerly, having a radius of 179.87 feet, a distance of 301.59 feet;thence
South 48°36'West, a distance of 560.26 feet; thence South 35°20'East, a distance of 758.22 feet;
thence North 54°40' East,a distance of 156 feet;thence South 35°20'East, a distance of 5.00
feet;thence North 54°40'East, a distance of 600 feet; thence North 35°20' West, a distance of 85
feet to the point of beginning. The southwesterly right-of-way line of U.S. Highway 218 is
assumed to bear North 35°20' West,and said southwesterly right-of-way line intersects the east
line of said Section 2 at a point 799.77 feet north of the southeast corner of the North One-half of
the Southeast Quarter of said Section 2.1
Lot 3 in Crossroads Plat No. 7, Waterloo, Black Hawk County,Iowa;
And
That part of the East Frl. '/2 of Section 2, Township 88 North, Range 13 West of the 5t11 P.M.,
Black Hawk County, Iowa,described as follows:
Commencing at the intersection of the Sw-ly right-of-way line of U.S. Highway No. 218 with the
East line of said Section 2, said right-of-way line being 60 feet normally distant SW-ly from the
center line of U.S. Highway No. 218;thence North 35°20' West,along said SW-ly right-of-way
line, 494.43 feet; thence South 54°40 West,425 feet;thence South 35°20' East,442.31 feet;
thence SE-1y along a curve concave SW-1y having a radius of 470.96 feet, 103.57 feet to the
point of beginning;thence South 54°40' West, 321.21 feet;thence South 128.7 feet; thence South
54°40' West, 100 feet;thence South 23.14 feet;thence South 77°52'32"East, 342.92 feet; thence
East 44.96 feet; thence North 285.45 feet; thence NW-ly along a curve concave SW-Iy having a
radios of 470.96 feet, 186.86 feet to the point of beginning;
Crossroads Mall Property
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