Loading...
HomeMy WebLinkAbout01.05.2026 Council Regular Session PacketCITY OF �4iLTERLOO IOWA THECITY COUNCIL OF WATERLOO, IOWA REGULAR SESSION TO BE HELD AT Harold E. Getty Council Chambers Monday, January 5, 2026 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 359 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, Steve Schmitt, Ward 1 Council Member. Approval of Agenda as proposed or amended. Approval of minutes of the December 15, 2025, Regular Council Session, as proposed or amended. CONSENT AGENDA 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 Page 2 of 359 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 the date of public hearing as February 2, 2026, authorizing to acquire or condemn necessary property for right-of-way, permanent easements, and temporary easements related to the La Porte Road Reconstruction Phase III Project along La Porte Road, generally located south of East Ridgeway Avenue to Bopp Street, and instruct the City Clerk to publish notice. 3. Resolution approving Request for Qualifications to solicit proposals from experienced developers to design, construct, operate, and maintain systems and equipment to clean the City's lagoon gas to natural gas pipeline grade standards, and market the gas as a renewable natural gas product, including its environmental attributes. 4. Resolution approving Completion of Project and Recommendation of Acceptance of Work for work performed by Peters Construction of Waterloo, Iowa in the amount of $73,740.00, in conjunction with the IDOT CSVI Security Door Upgrades Project No. 91240ALO200, Contract No. 00005819, and receive and file a two-year maintenance bond. 5. Resolution authorizing fund transfer for FY26, as listed in Exhibit "A" as required by law. Submitted by: Bridgett Wood, Finance Director 6. Motion to approve the appointment of Jack Maus from the current Civil Service List to the position of Equipment Operator II in the Streets Department, effective January 6, 2026. 7. Derek Kimball, Board/Commission: Cultural & Arts Commission, Expiration Date: March 1, 2029, [New]. 8. Communication from the Library Department on the notice of the conclusion of employment of Keegan Little, Library Assistant, effective December 12, 2025, with recommendation of approval of payout of $2,464.88 for unused benefits. 9. Communication from the Sanitation Department on the notice of the conclusion of employment of Nick Rooff, Solid Waste Technician, effective December 1, 2025, with recommendation of approval of payout of $4,444.79 for unused benefits. 10. Communication from the Street Department on the notice of the conclusion of employment of Richard Felderman, Equipment Operator II, effective December 22, 2025, with recommendation of approval of payout of $6,759.96 for unused benefits. 11. Motion to receive and file Airport Board minutes of October 15, 2025. 12. Motion to receive and file Airport Board minutes of November 19, 2025. 13. Motion to receive and file Board of Adjustment minutes of October 28, 2025. 14. Motion to receive and file Historic Preservation Commission minutes of October 21, 2025. 15. Motion to receive and file Highway 218 Review and Design Commission minutes of May 28, Page 3 of 359 2025 and August 27, 2025. 16. Motion to receive and file Planning, Programming, and Zoning Commission minutes of October 14, 2025. 17. Liquor Licenses Golf Headquarters, 1850 W. Ridgeway Avenue, Class C w/Sunday Sales (Renewal) 02/05/2027. Mega Saver, 1976 Franklin Street, Class E w/Sunday Sales (Renewal) 11/11/2026. Single Speed Brewing Company, 325 Commercial Street, Class C w/Outdoor Service and Sunday Sales (Renewal) 12/31/2026. The King Mexican Bar & Grill, 2060 Sovia Drive, Class C w/Outdoor Service and Sunday Sales (Renewal) 11/16/2026. The Locker Room Lounge, 1918 Hawthorne Avenue, Class C w/Outdoor Service and Sunday Sales (Renewal) 12/31/2026. The Screaming Eagle, 228 E. 4th Street, Class C w/Outdoor Service and Sunday Sales (Renewal) 01/13/2027. The Slippery Pickle, 341 Fletcher Avenue, Class C w/Sunday Sales (Renewal) 11/14/2026. PUBLIC HEARINGS 1. Ground Lease Agreement with Waterloo Development Corporation for property located next to 250 Westfield 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. Resolution approving a 99-year Ground Lease Agreement with Waterloo Development Corporation for property located next to 250 Westfield Avenue, related to the Hardcourts development, and authorizing the Mayor to execute said document. Submitted by: Noel Anderson, Community Planning and Development Director RESOLUTIONS 1. Resolution of the City of Waterloo, Iowa, authorizing official banking signatures. Submitted by: Bridgett Wood, Finance Director 2. Resolution approving a Snapshot Audit Agreement with SpyGlass Group, LLC, for analysis of telecommunication service accounts to seek cost recovery, service elimination, and cost reduction recommendations, and authorizing the Mayor to execute said document. Submitted by: Bridgett Wood, Finance Director 3. Resolution approving the request by the City of Waterloo to dedicate a Sanitary Sewer Easement over the north 1,872 square foot of Parcel H in Government Lot 8, located to the east of 2123 Commercial Street. Submitted by: Noel Anderson, Community Planning and Development Director 4. Resolution approving a twenty -five-year Lease Agreement with an option for a ten-year renewal, with 205 E. 4th, LLC, to lease/manage the Park Avenue Parking Ramp, located at Page 4 of 359 310 E. Park Avenue, and authorizing the Mayor and City Clerk to execute said document. Submitted by: Noel Anderson, Community Planning and Development Director 5. Resolution approving a Development Agreement with Crossroads Realty, LLC with a Minimum Assessment Agreement of $430,000.00 for the construction of a 3,600 square - foot building located to the southeast of 221 W. 11th Street, and authorizing the Mayor and City Clerk to execute said document. Submitted by: Noel Anderson, Community Planning and Development Director 6. Resolution accepting and approving an Acquisition Contract and approving a Deed to Convey Real Property to the City of Waterloo, for a Partial Right -of -Way Acquisition Contract in the amount of $2,728.00, and a Temporary Easement Agreement in the amount of $1,523.00, for a total compensation amount of $4,251.00, with Pebble Hill, LLC, for the property located at 714 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 7. Resolution approving an Iowa Department of Transportation Federal -Aid Agreement for Transportation Alternatives Program (TAP) Project funds, in conjunction with the FY 2026 Sergeant Road Trail Repairs, Contract No. 1091, and authorizing the Mayor and City Clerk to execute said document. Submitted by: Jamie Knutson, City Engineer 8. Resolution approving an Agreement with Strand Associates, Inc., of Madison, Wisconsin, in an amount not to exceed $19,000.00 to provide design services, bidding -related services, and construction -related services for the 2025 Wastewater Treatment Plant Raw Wastewater Pumping Building Rehabilitation project, and authorizing the Mayor to execute said documents. Submitted by: Randy Bennett, Public Works Division Manager 9. Resolution approving a long-term Ground Lease Agreement with Grand Husk Solar of approximately 759 acres of Airport -owned property, in the amount of $50.00 per acre upon signing, $50.00 per acre per year through the development term, $350.00 per acre per year through the construction term, and $1,400.00 per acre per year through the production term, and authorizing the Mayor and City Clerk to execute said documents. Submitted by: Steven Kjergaard, Director of Aviation 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. ADJOURNMENT Motion to adjourn. Page 5 of 359 Kelley Felchle City Clerk Page 6 of 359 December 15, 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, December 15, 2025. Roll Call. Mayor Quentin Hart in the Chair. Roll Call: Mr. Boesen, Mr. Nichols, Ms. Creighton -Smith, Mr. Chiles, Mr. Simon, Ms. Wilder and Mr. Feuss. Prayer or Moment of Silence. Pledge of Allegiance, Nia Wilder, Ward 3 Council Member. Approval of Agenda as proposed or amended. Feuss/Nichols that the agenda as amended, Item No. 2 under Public Hearings, to remove the words,"up to $570,000.00 ($30,000 per unit), a grant of up to $95,000.00 ($5,000.00 per unit) for infill housing development for the addition of nineteen units" and replace with "$600,000.00" and remove Item No. 6, "Resolution approving a twenty -five-year Lease Agreement"; Remove Items No. 5, 6, and 17, under Resolutions, be approved. Voice vote -Ayes: Seven. Motion carried Approval of Minutes of the December 1, 2025, Regular Council Session, as proposed or amended. Feuss/Nichols that the minutes of the December 1, 2025, Regular Council Session, as proposed be approved. Voice vote -Ayes: Seven. Motion carried. PUBLIC COMMENTS The following individuals commented on various subjects. Memorial Hall Commission Members, Mel Wittwer, Randy Miller, David Grimm, Jim Lentfer and Heidi Warrington Sharina Sallis, 1427 Dearborn Ave.; Lori Dale, 1228 Independence Ave.; Willie Mae Wright, 327 Almond St.; LaTonya Graves, 607 E. Donald St.; Vickie Brown, 437 Charles St.; Debra Berry, Councilwoman Elect; Aaron Stacey Roberts, 411 Almond St.; Charles Daniel, 1461 Audubon Dr.; Cassandra Hart, 1940 Falcon Ridge; Beverly Cosby, 315 Wendell Ct.; Beau Bish Fuess/Wilder to recess at 6:08 p.m. Feuww/Wilder to reconvene at 6:10 p.m. Presentation of awards for Ray Feuss, Rob Nichols, Nia Wilder, and John Chiles, for their service as city council members. Page 1 of 11 Page 7 of 359 Feuss/Wilder to close public comment. Voice vote -Ayes: Seven. Motion carried. CONSENT AGENDA Feuss/Nichols that the following items on the consent agenda be received and placed on file, including the payment of bills for December 8, 2025, in the amount of $2,130,686.52, and December 15, 2025, in the amount of $4,239,640.19, be received and placed on file. Roll Call vote -Ayes: Seven. Motion carried. Bills Payment, Finance Committee Invoice Summary Report, a copy of which is on file in the office of the City Clerk. Resolution adopted and upon approval by Mayor assigned No. 2025-708. Resolution setting the date of hearing as January 5, 2026 approving a 99 year ground lease agreement with Waterloo Development Corporation for property located next to 250 Westfield Avenue, related to the Hardcourts development, and authorize City Clerk publish notice. Resolution adopted and upon approval by Mayor assigned No. 2025-709. Resolution authorizing the City Clerk to certify against property located at 508 Hope Avenue, Waterloo, Iowa, in the amount of $6,015.03, for unpaid Sewer, Storm Water, and Garbage Fees. Resolution adopted and upon approval by Mayor assigned No. 2025-710. Resolution approving award of hotel/motel tax council discretionary funds to the Waterloo Community Foundation for Waterloo Youth City Council in the amount of $25,000.00. Resolution adopted and upon approval by Mayor assigned No. 2025-711. Resolution approving a twelve-month extension with Lumen for internet circuit for phone lines at City Hall, and authorizing the Mayor to execute said document. Resolution adopted and upon approval by Mayor assigned No. 2025-712. Resolution approving Pay Application No.16 in the amount of $307,715.25, approving the completion of project and recommendation of acceptance of work and work performed by WRH, Inc, in conjunction with the Titus Lift Station and Force Main Project, and authorizing the Project Manager to execute said document. Resolution adopted and upon approval by Mayor assigned No. 2025-713. Motion to approve Final Quantity Summary with Peterson Contractors, Inc., of Reinbeck, Iowa, for a net increase of $39,825.00, in conjunction with the FY 2026 Airport Fence Relocation Project, Contract No. 1133, _ and authorizing the Mayor and City Clerk to execute said document. Resolution approving Completion of Project and Recommendation of Acceptance of Work for Page 2 of 11 Page 8 of 359 work performed by Peterson Contractors, Inc., of Reinbeck, Iowa, in the amount of $396,535.03, in conjunction with the FY 2026 Airport Fence Relocation Project, Contract No. 1133, and receive and file a two-year maintenance bond. Resolution adopted and upon approval by Mayor assigned No. 2025-714. Scott Wienands, Board/Commission: Water Works, Expiration Date: December 15, 2031, f Renewal]. Liquor Licenses Club Ambassador, 313 W. 5th Street, Class C w/Sunday Sales (Renewal) 12/15/2026. Dollar General #20584, 1650 Idaho Street, Class B w/Sunday Sales (Renewal)11/06/2026. Dollar General #7136, 66 East Tower Park Drive, Class B w/Sunday Sales (Renewal) 08/21/2026. Kwik Star #380, 506 W. 9th Street, Class B w/Sunday Sales (Renewal) 11/18/2026. Kwik Star #380, 506 W. 9th Street, Class B w/Sunday Sales (Premises Updates) 11/18/2026. PUBLIC HEARINGS Sale and conveyance of 1.04 acres of land east of 2123 Commercial Street to R&M Metals Properties, LLC, in the amount of $4,678.96. Nichols/Feuss to receive and file proof of publication of notice of public hearing. Voice vote -Ayes: Seven. 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/Feuss to close hearing. Voice vote -Ayes: Seven. Motion carried. Nichols/Feuss Resolution authorizing the sale and conveyance of 1.04 acres of City -owned property located east of 2123 Commercial Street to R&M Metals Properties, LLC, in the amount of $4,678.96, subject to the retention of a sanitary sewer easement over a portion of said property, and authorizing the Mayor and City Clerk to execute said documents. Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-715. Sale and conveyance of 217-221 W. 5th Street to The Battery Building, LLC, in the amount of $1.00. Feuss/Nichols to receive and file proof of publication of notice of public hearing. Voice vote -Ayes: Seven. Motion carried. Page 3 of 11 Page 9 of 359 This being the time and place of the public hearing, the Mayor called for written and oral comments. Representatives of The Battery Building, LLC, provided a presentation of the development proposal. Feuss/Nichols to close hearing and receive and file oral comments. Voice vote -Ayes: Seven. Motion carried. Feuss/Nichols Resolution authorizing the sale and conveyance of 217-221 W. 5th Street to The Battery Building, LLC, in the amount of $1.00, for the approximate $6.63 million rehabilitation of an approximately 16,700 square -foot three-story building, into residential and commercial space, and authorizing the Mayor and City Clerk to execute said documents. Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025- 716. Mr. Boesen questioned if it is common that the city would assume liability during emergency repairs; the plan for parking and the disbursement of grant funds. Noel Anderson, Community Planning and Development Director, provided clarification on liability, and explained the potential for parking options and the process of grant disbursement. Mr. Simon commented that he suspects that the cost of repairs will end up being higher. Feuss/Nichols Resolution approving a Development Agreement with The Battery Building, LLC, including reimbursement of Phase 1 emergency repairs up to $259,315, with a grant of $600,000.00 up housing development for the addition of nineteen units, and tax rebates of 15 years at 70%, and authorizing the Mayor and City Clerk to execute said document. Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-717. Sale and conveyance of approximately twelve -acres of city -owned property in the amount of $1.00 to Wahawk Power, LLC. Wilder/Feuss to receive and file proof of publication of notice of public hearing. Voice vote -Ayes: Seven. Motion carried. This being the time and place of the public hearing, the Mayor called for written and oral comments and there were none. Wilder/Feuss to close hearing. Voice vote -Ayes: Seven. Motion carried. Wilder/Feuss Resolution approving the sale and conveyance of city -owned property located north of 570 West Shaulis Road, to Wahawk Power, LLC, in the amount of $1.00, and authorizing the Mayor and City Clerk to execute said documents. Roll Call vote -Ayes: Seven. Motion carried. Page 4 of 11 Page 10 of 359 Resolution adopted and upon approval by Mayor assigned No. 2025-718. Mr. Boesen questioned the daily water usage and how waste would be treated. Jamie Knutson, City Engineer, explained that he could provide that information after he returns to his office to view the information he received. Michael Marcotte, Wahawk Power, explained that typically you would expect it to be anywhere between 43,000 to 230,000 gallons depending on the cooling system. He provided information on the treatment of waste. Wilder/Feuss Resolution approving a Development and Minimum Assessment Agreement with Wahawk Power, LLC, for the construction of a new 80,000-square-foot data center, with an accessory water treatment area and substation, with a minimum assessed value of $6,000,000.00 and tax rebates of ten years at fifty percent, and authorizing the Mayor and City Clerk to execute said document. Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-719. Sale and conveyance of approximately 4.22 acres of city -owned property, located southeast of 180 Warp Drive in the amount of $1.00, to RNK Investments, LLC. Boesen/Nichols to receive and file proof of publication of notice of public hearing. Voice vote -Ayes: Seven. 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 hearing. Voice vote -Ayes: Seven. Motion carried. Boesen/Nichols Resolution approving the sale and conveyance of city -owned property located southeast of 180 Warp Drive, to RNK Investments, LLC, in the amount of $1.00 and authorizing the Mayor and City Clerk to execute said documents. Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-720. Boesen/Nichols Resolution approving a Development and Minimum Assessment Agreement with RNK Investments, LLC, for the construction of a new 12,000-square-foot commercial building, and a future 12,000-square-foot expansion, with an approximate value of $1,500,000.00, and tax relates of five -years at fifty percent, and authorizing the Mayor and City Clerk to execute said document. Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-721. Site Plan Amendment by RNK Investments, LLC, for the construction of a 12,000-square-foot commercial building, and a future 12,000-square-foot expansion, located in the "M-2,P" Planned Industrial District located northeast of 4050 Leversee Road. Creighton-Smith/Wilder Page 5 of 11 Page 11 of 359 to receive and file proof of publication of notice of public hearing. Voice vote -Ayes: Seven. Motion carried. This being the time and place of the public hearing, the Mayor called for written and oral comments and there were none. Creighton-Smith/Wilder to close public hearing and receive and file recommendation of approval of the Planning, Programming and Zoning Commission. Voice vote -Ayes: Seven. Motion carried. Creighton-Smith/Wilder 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 RNK Investments, LLC, for the construction of a 12,000-square-foot commercial building, and a future 12,000- square-foot expansion, located in the "B-P" Business Park District located northeast of 4050 Leversee Road. Roll Call vote -Ayes: Seven. Motion carried. Creighton-Smith/Wilder to suspend the rules. Roll Call vote -Ayes: Seven. Motion carried. Creighton-Smith/Wilder to consider and pass for the second and third times and adopt the ordinance. Roll Call vote - Ayes: Seven. Motion carried. Ordinance adopted and upon approval by Mayor assigned No. 5820. Twenty -five-year Lease Agreement with an option for a ten-year renewal, with 205 E. 4th, LLC, to lease/manage the Park Avenue Parking Ramp, located at 310 E. Park Avenue. Feuss/Wilder to receive and file proof of publication of notice of public hearing. Voice vote -Ayes: Seven. Motion carried. This being the time and place of the public hearing, the Mayor called for written and oral comments and there were none. Feuss/Wilder to close hearing. Voice vote -Ayes: Seven. Motion carried. Resolution approving a twenty -five-year Lease Agreement with an option for a ten-year renewal, with 205 E. 4th, LLC, to lease/manage the Park Avenue Parking Ramp, located at 310 E. Park Avenue, and authorizing the Mayor and City Clerk to execute said document. Noel Anderson, Community Planning and Development Director, explained that the agreement is not yet finalized and they would like to postpone the action until the January 5, 2026 meeting. RESOLUTIONS Resolution approving a three-year agreement with Revize, LLC, for Web Content Accessibility Page 6 of 11 Page 12 of 359 Guidelines Compliance and Remediation Services in the amount of $3,000.00 per year with an opt out option after one year, and authorizing the Mayor to execute said document. Nichols/Creighton-Smith Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-722. Resolution approving wages and insurance for years four and five of the 2023-2028 Collective Bargaining Agreement with Waterloo Police Protective Association and International Association of Firefighters Local No. 66, and authorizing the Mayor and Human Resources Director to execute said documents. Nichols/Creighton-Smith Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-723. Resolution approving a revised fee schedule to increase fee for Required Satellite Sites for Recycling and Yard Waste Collection from $5.00 per month to $6.00 per month. Mr. Boesen questioned if the fee schedule could be revised for a stepped increase to lessen the impact on taxpayers. Sheila Steffen, Public Works Coordinator, explained that Randy Bennett and Scott Brunson had reviewed the numbers and proposed the $1.00 increment, but they did not indicate if a lesser amount would cover the deficit. She commented that she would bring the request back to them for their consideration if council would like to table the item. Boesen/Simon to table the item for the January 5, 2026, meeting. Roll Call -vote: Ayes. Five. Nays: Two (Creighton -Smith and Wilder). Motion carried. Resolution approving Supplemental Agreement No. 8 with AECOM Technical Services, Inc., of Waterloo, Iowa, in the amount of $150,000.00, in conjunction with the Planning and Engineering Services Agreement originally executed on September 8, 2015, and authorizing the Mayor to execute said document. Nichols/Creighton-Smith Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-724. Resolution approving Supplemental Agreement No. 1 with AECOM Technical Services, Inc., of Waterloo, Iowa, in the amount of $1,140,000.00, in conjunction with the Sanitary Sewer Improvements FY 2026 CIPP Phase VA Project Professional Services Agreement originally executed November 18, 2024, and authorizing the Mayor to execute said document. This item was tabled until the January 5, 2026 meeting, by amendment. Resolution approving a long-term Ground Lease Agreement with Grand Husk Solar of approximately 759 acres of Airport -owned property, in the amount of $50.00 per acre upon signing, $50.00 per acre per year through the development term, $350.00 per acre per year through the construction term, and $1,400.00 per acre per year through the production term, and authorizing the Mayor and City Clerk to execute said documents. Page 7 of 11 Page 13 of 359 This item was tabled until the January 5, 2026 meeting, by amendment. Resolution approving dedication of a permanent ingress/egress access easement by the City of Waterloo, on City property located between 700 and 714 La Porte Road, in conjunction with the La Porte Road Phase II Reconstruction Project. Wilder/Creighton-Smith Roll CaII vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-725. Resolution approving a Development Agreement with Iowa Heartland Habitat for Humanity, for the construction of one new single-family home located to the south of 210 Norimer Street, including an infill housing grant of $7,500.00, and authorizing the Mayor and City Clerk to execute said documents. Wilder/Creighton-Smith Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-726. Resolution accepting and approving an Acquisition Contract and approving a Deed to convey real property to the City of Waterloo for a partial right-of-way acquisition in the amount of $5,226.00; a Permanent Easement Agreement in the amount of $7,416.00; and a Temporary Easement Agreement in the amount of $358.00, for a total compensation amount of $13,000.00, with La Porte RE, LLC, for the property located at 1328 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. Feuss/Nichols Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-727. Resolution accepting and approving an Acquisition Contract and approving a Deed to convey real property to the City of Waterloo for a partial right-of-way acquisition in the amount of $35,653.00; a Permanent Easement Agreement in the amount of $1,550.00; and a Temporary Easement Agreement in the amount of $663.00, for a total compensation amount of $37,866.00, with McDonald's Corporation, for the property located at 1709 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. Feuss/Nichols Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-728. Resolution approving a Permanent Easement Agreement in the amount of $20,000.00, with Ruthanne E. Rooff, located at 1525 La Porte Road, in conjunction with the La Porte Road Phase II Reconstruction Project, and authorizing the Mayor and City Clerk to execute said document. Feuss/Nichols Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-729. Page 8 of 11 Page 14 of 359 Resolution accepting and approving an Acquisition Contract and approving a Deed to convey real property to the City of Waterloo for a partial right-of-way acquisition in the amount of $624.00; a Permanent Easement Agreement in the amount of $11,288.00, for a total compensation amount of $11,912.00, with CRV, Inc., for the property located at 1607 and 1621 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. Feuss/Nichols Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-730. Resolution approving an Amendment to a Development Agreement originally approved November 20, 2023, with The Martin Flats, LLC, for the rehabilitation of 319 E. 4th Street into commercial and residential space, changing the completion date to March 6, 2026, and authorizing the Mayor and City Clerk to execute said document. Boesen/N ichols Roll Call vote -Ayes: Six. Abstain: One (Wilder for business related). Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-731. Resolution approving an Amendment to the Development Agreement with Dhani RE Investments, LLC, originally approved on July 7, 2025, regarding property located at 512 North Barclay, to change the purchase price of the property from $15,000.00 to $5,000.00, and authorizing the Mayor and City Clerk to execute said document. Boesen/Nichols Roll Call vote -Ayes: None. Nays: Seven. Motion failed. Resolution No. 2025-732. Noel Anderson, Community Planning and Development Director, shared that the developer would like to withdraw his request, and will honor his original proposal. Resolution approving a Temporary Easement Agreement in the amount of $2,156.00; removal of 36.8 square -yards of asphalt paving, in the amount of $2,723.00, for a total compensation amount of $4,882.00, with Robert C. Krogh, located at 810 La Porte Road, in conjunction with the La Porte Road Phase II Reconstruction Project, and authorizing the Mayor and City Clerk to execute said document. Boesen/N ichols Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-733. Resolution accepting and approving an Acquisition Contract and approving a Deed to convey real property to the City of Waterloo for a partial right-of-way acquisition in the amount of $654.00, and a Temporary Easement Agreement in the amount of $584.00, for a total compensation amount of $1,238.00, with The Bowlers Group II, LLC, for the property located at 650 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. Boesen/N ichols Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-734. Page 9 of 11 Page 15 of 359 Resolution with HAA, LLC for the rehabilitation and restoration of 608 Jefferson Street, having a minimum assessed value of $614,640.00, including a Development and Minimum Assessment Agreement with a rebate schedule of fifteen -years at seventy percent, and a $60,000.00 grant each for substantial completion of Phases I and II, totaling $120,000.00, and authorizing the Mayor and City Clerk to execute said document. This item was removed by amendment. Resolution approving an amendment to the Development Agreement with KL Properties, LLC for tax rebates of eighty percent for years one and two, seventy-five percent for year three, and sixty percent for year four, on substantially completed improvements located at 3151 Titan Trail, and authorizing the Mayor and City Clerk to execute said document. Nichols/Creighton-Smith Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-735. Resolution approving a Development Agreement with Markkey Investments, LLC for tax rebates of four years at fifty percent, on substantially completed improvements located at 3135 Titan Trail, and authorizing the Mayor and City Clerk to execute said document. Nichols/Creighton-Smith Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-736 Resolution approving and accepting an Acquisition Contract with Hi Yield,LLC to sell real property to the City of Waterloo for development of the area, in the amount of $18,080.00, located to the northeast of 105 E. 9th Street, and authorizing the Mayor and City Clerk to execute said documents. Nichols/Creighton-Smith Roll Call vote -Ayes: Seven. Motion carried. Resolution adopted and upon approval by Mayor assigned No. 2025-737. ORDINANCES Amended and Restated South Waterloo Unified Urban Renewal and Redevelopment Plan. Feuss/Wilder to consider and pass for the third time and adopt an ordinance providing that the general property taxes levied and collected each year on all property located within the newly described Amended and Restated South Waterloo Unified Urban Renewal and Redevelopment Plan Area, in the City of Waterloo, County of Black Hawk, State of Iowa, by and for the benefit of the State of Iowa, City of Waterloo, County of Black Hawk, Waterloo Community School District and other taxing districts, be paid to a special fund for payment of principal and interest on loans, monies, advanced to and indebtedness, including bonds issued or to be issued, incurred by said City in connection with said Urban Renewal Project. Roll Call vote -Ayes: Seven. Motion carried. Ordinance adopted and upon approval by Mayor assigned No. 5821. ADJOURNMENT Page 10 of 11 Page 16 of 359 that the council adjourn at 7:07 p.m. Voice vote -Ayes: Seven. Motion carried. Kelley Felchle City Clerk Page 11 of 11 Page 17 of 359 CITY OF ATERLO 0 J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Resolution setting the date of public hearing as February 2, 2026, authorizing to acquire or condemn necessary property for right-of-way, permanent easements, and temporary easements related to the La Porte Road Reconstruction Phase III Project along La Porte Road, generally located south of East Ridgeway Avenue to Bopp Street, and instruct the City Clerk to publish notice. RECOMMENDED COUNCIL ACTION Approval. SUMMARY STATEMENT AND BACKGROUND INFORMATION The City of Waterloo is looking to move forward with La Porte Road Reconstruction Phase III, the reconstruction of La Porte Road between just south of East Ridgeway Avenue, southward to Bopp Street, which will include the need to acquire property from abutting property owners, including some right-of-way, permanent easements, and temporary easements. The project will include federal funding, and as a federal aid project, there are certain steps that have to be followed for the acquisition, including the holding of this public hearing, to which notice must be mailed to certain impacted property owners and notice must be published. Following the public hearing, the Council will then vote on whether to proceed with the project, to make a final selection of the location, to authorize funding for the public improvement project, and determine that there is a reasonable expectation the city will be able to achieve its public purpose, comply with all applicable standards, and obtain the necessary permits. If approved, the City of Waterloo will offer to purchase said property and easements from the property owners for no less than the fair market value of said property interests, and if negotiations are unsuccessful, then the City of Waterloo will acquire the property and easements in accordance with the condemnation procedures prescribed by Iowa Law. NEIGHBORHOOD IMPACT Reconstruction of the corridor would have a positive impact upon the surrounding commercial area, as the corridor was designed and built in the 1960s. The redesigned corridor will have underground utilities and streetscaping. DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION Page 18 of 359 COMMUNITY ENGAGEMENT METHODS Property owners along this section of the corridor will be invited to multiple public information meetings, with the first meeting being held on January 15, 2026. SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. Notice to Publish 2. Draft Resolution 3. Notice Letter (courtesy) Phase III Page 19 of 359 NOTICE OF PUBLIC HEARING FOR PROPOSED PUBLIC IMPROVEMENT Notice is hereby given that on February 2, 2026 at 5:30 p.m. in the council chambers in city hall in the City of Waterloo, Iowa, a public hearing will be held on the proposal to acquire ownership, to acquire permanent easements, and to acquire temporary easements for the La Porte Road Reconstruction Phase II Project. The subject properties are generally located on La Porte Road between just south of East Ridgeway Avenue to Bopp Street. The City of Waterloo may acquire part or all of the above -described property interests by condemnation. Following public hearing as described herein, the City of Waterloo will vote on whether to proceed with the project, to make final selection of the location, to authorize funding for the public improvement project, and determine that there is a reasonable expectation the city will be able to achieve its public purpose, comply with all applicable standards, and obtain the necessary permits. If approved, the City of Waterloo shall offer to purchase said property and easements from the property owners for no less than the fair market value of said property interests, and if negotiations are unsuccessful then the City of Waterloo shall acquire the property and easements in accordance with the condemnation procedures prescribed by Iowa law. You are also advised that Iowa law provides you with certain rights with respect to acquisition of your property or any interest therein. If applicable, relocation benefits may also be available to you. A statement of these rights is enclosed with this notice. Questions about the project should be directed to Tim Andera or Aric Schroeder, Planning and Zoning Department, 715 Mulberry Street, Waterloo, IA 50703, phone (319) 291-4366. Dated January 6, 2026 Kelley Felchle City Clerk Page 20 of 359 STATEMENT OF PROPERTY OWNER'S RIGHTS Just as the law grants certain entities the right to acquire private property, you as the owner of the property have certain rights. You have the right to: 1. Receive just compensation for the taking of property. (Iowa Constitution, Article I, section 18) 2. An offer to purchase which may not be less than the lowest appraisal of the fair market value of the property. (Iowa Code section 6B.45; Iowa Code section 6B.54) 3. Receive a copy of the appraisal, if an appraisal is required, upon which the acquiring agency's determination of just compensation is based not less than ten days before being contacted by the acquiring agency's acquisition agent. (Iowa Code section 6B.45) 4. An opportunity to accompany at least one appraiser of the acquiring agency who appraises your property when an appraisal is required. (Iowa Code section 6B.54) 5. Participate in good -faith negotiations with the acquiring agency before the acquiring agency begins condemnation proceedings. (Iowa Code section 6B.3) 6. A determination of just compensation by an impartial compensation commission and the right to appeal its award to the district court if you cannot agree on a purchase price with the acquiring agency. (Iowa Code section 6B.4; Iowa Code section 6B.7; Iowa Code section 6B.18) 7. A review by the compensation commission of the necessity for the condemnation if your property is agricultural land being condemned for industry. (Iowa Code section 6B.4A) 8. Payment of the agreed upon purchase price or, if condemned, a deposit of the compensation commission award before you are required to surrender possession of the property. (Iowa Code section 6B.25; Iowa Code section 6B.26; Iowa Code section 6B.54(11)) 9. Reimbursement for expenses incidental to transferring title to the acquiring agency. (Iowa Code section 6B.33; Iowa Code section 6B.54(10)) 10. Reimbursement of certain litigation expenses: (a) if the award of the compensation commissioners exceeds 110 percent of the acquiring agency's final offer before condemnation; and (b) if the award on appeal in court is more than the compensation commissioners' award. (Iowa Code section 6B.33) 11. At least 90 days' written notice to vacate occupied property. (Iowa Code section 6B.54(4)) 12. Relocation services and payments, if you are eligible to receive them, and the right to appeal your eligibility for and amount of the payments. (Iowa Code section 316.9; Iowa Code section 6B.42) The rights set out in this statement are not claimed to be a full and complete list or explanation of an owner's rights under the law. They are derived from Iowa Code chapters 6A, 6B and 316. For a more thorough presentation of an owner's rights, you should refer directly to the Iowa Code or contact an attorney of your choice. Page 21 of 359 RESOLUTION TO APPROVE CERTAIN ACTIONS WITH RESPECT TO THE LA PORTE ROAD RECONSTRUCTION PHASE III PROJECT, TO ESTABLISH THE AMOUNT OF JUST COMPENSATION FOR CERTAIN PROPERTY INTERESTS TO BE ACQUIRED FOR PROJECT PURPOSES, AND TO AUTHORIZE THE USE OF CONDEMNATION PROCEDURES FOR ACQUISITION OF SAID PROPERTY INTERESTS IN FURTHERANCE OF THE PROJECT OBJECTIVES. WHEREAS, the City of Waterloo desires to undertake a project for the improvement of existing La Porte Road, lying generally from just south of Plymouth Avenue to Hawthorne Avenue (the "Project"); and WHEREAS, on January 5, 2026, the City Council of the City of Waterloo set a date of public hearing on the proposed Project for February 2, 2026, and written notice of said hearing has been mailed to interested persons (none of whom are owners and record contract purchasers of "agricultural land" as defined by Iowa Code § 6A.21), and has been published in the manner required by law; and WHEREAS, the public hearing has been held and the City Council of the City of Waterloo has heard the testimony and evidence submitted by City planning staff and by members of the general public, and the City Council desires to make a final selection of the Project site location, to authorize funding for the Project, and to acquire the property interests necessary for the Project, whether fee title, permanent easements or temporary easements; and WHEREAS, the City Council of the City of Waterloo has discussed acquisition of certain properties in the Project area and determined that, due to the low fair market value of some of the parcel segments proposed for acquisition, it is appropriate to waive appraisals for such parcels and to adopt an alternate method for value determination based on assessed values, and the City of Waterloo desires to purchase the property interests necessary for the Project for the values as so determined or as determined by appraisal, as appropriate; and WHEREAS, in the event that good -faith efforts to negotiate the purchase of property interests is not successful, the City Council of the City of Waterloo desires to authorize the use of condemnation procedures under Iowa law to acquire the property interests by eminent domain. Page 22 of 359 NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF WATERLOO, IOWA, that the design and site location of the Project as presented to the Council shall be and hereby are selected as the final Project location and design, and public funding of Project improvements are hereby authorized. BE IT FURTHER RESOLVED that the City's Community Planning and Development Department is authorized to use the current assessed value for each parcel abutting the Project route that will not be appraised for determining the fair market value for the property interests to be acquired as necessary for the Project, including fee title interests, permanent easement interests and temporary easements, as applicable with respect to each such parcel, and the value as so determined by Department staff is determined to be the just compensation for acquisition of all such interests in and upon such properties that are reasonably necessary for the Project. BE IT FURTHER RESOLVED that the Community Planning and Development Department is authorized to incur such incidental costs, relocation costs, management costs, and other costs as may be reasonably necessary or required by law to assure payment of just compensation to the property owners and to assist in relocation and other expenses made necessary by the Project, if any. BE IT FURTHER RESOLVED that the City Council finds that the Project will constitute a public use, public purpose, or public improvement as contemplated by Iowa Code § 6A.22 and that, accordingly, the use of eminent domain to acquire the property interests is appropriate and authorized by law. BE IT FURTHER RESOLVED that, if efforts to negotiate a purchase of the property interests are unsuccessful, use of procedures prescribed by Chapters 6A and 6B of the Code of Iowa for condemnation of private property for public projects is hereby approved for condemnation of the property interests, it being the reasonable expectation of the City Council of the City of Waterloo that the public purpose of condemnation in support of the Project will be achieved and that the City of Waterloo in carrying out the purposes and intents of the Project will be able to comply with all applicable standards and to obtain all necessary permits. BE IT FURTHER RESOLVED that the offices of Community Planning and Development and the City Attorney are hereby authorized and directed to make use of condemnation procedures, in combination with such additional negotiations with the owners of the ownership interest in the properties or their authorized representatives as may be advisable in the circumstances, to set a date for hearing and to acquire the property interests in furtherance of the objectives of the Project. Page 23 of 359 PASSED AND ADOPTED this 2nd day of February, 2026. ATTEST: Kelley Felchle, City Clerk David Boesen, Mayor CERTIFICATE I, Kelley Felchle, City Clerk of the City of Waterloo, Iowa, do hereby certify that the preceding is a true and complete copy of Resolution No. as passed and adopted by the Council of the City of Waterloo, Iowa, on February 2, 2026. Page 24 of 359 ./ CITY OF `� `� WATERLOO Planning& Zoning 9 January 6, 2026 Dear Property Owner, 715 Mulberry St, Waterloo, IA 50703 9 Phone: (319) 291-4366 k. CITYOFWATERLOOIOWA.COM The City of Waterloo is proposing to commence a public improvement project, which includes the reconstruction of La Porte Road from just south of East Ridgeway Avenue to Bopp Street, and will include acquisitions of right-of-way (fee title) as well as both permanent and temporary easements. Properties acquired for the project will be used for roadway and utility right-of-way. A Public Hearing will be held by the City Council on Monday, February 2, 2026, in the Harold E. Getty Council Chambers on the second floor of City Hall, 715 Mulberry Street. If the above -described project is approved by the City Council, the City of Waterloo will be required to acquire property for the project improvement. Private property or portions of private property may have to be acquired for the project and may be acquired by purchase or condemnation. The City of Waterloo will attempt to purchase the required property by good faith negotiations, but may condemn those properties, which it is unable to purchase. The proposed location of the above -described public improvement is shown on a conceptual drawing, which is available for public inspection in the office of the Planning and Zoning Department at City Hall, 715 Mulberry Street. The City Council will also approve a preliminary or final route or site location of the proposed public improvement and make a finding that there is a reasonable expectation that the City will be able to achieve its public purpose, comply with all applicable standards, and obtain the necessary permits. Just as the law grants certain entities the right to acquire private property, you, as the owner of the property, have certain rights. Please see attached for a Statement of Rights. The City and consulting engineering firm will also be conducting a public information meeting on Thursday, January 15, 2026, from 4:00 p.m. to 6:30 p.m. at the Majestic Moon, 1955 Locke Avenue, Waterloo, Iowa (lower level) to gain feedback on the preliminary design and possible property impacts associated with the reconstruction project. If you have any questions on this matter, please contact Tim Andera or Aric Schroeder at the number and address listed above. Respectfully, Tim Andera, Economic Development Specialist CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Waste Management Department January 5, 2026 AGENDA ITEM TITLE Resolution approving Request for Qualifications to solicit proposals from experienced developers to design, construct, operate, and maintain systems and equipment to clean the City's lagoon gas to natural gas pipeline grade standards, and market the gas as a renewable natural gas product, including its environmental attributes. 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. RFQ for RNG Project - Development of Lagoon Renewable Natural Gas Project - Cover Memo Page 26 of 359 2. RFQ for RNG Project - Development of Lagoon Renewable Natural Gas Project Page 27 of 359 CITY �IJJTERLOO IOWA Community of Opportunity 715 Mulberry St, Waterloo, IA 50703 Phone: (319) 291-0141 Fax: CITYOFWATERLOOIOWA.COM Date: December 15, 2025 To: Waterloo Mayor and Council From: Brad Manahl, Treatment Operations Director, Waste Management Services RE: Request for Qualifications/Proposals for the Development of Renewable Natural Gas Background Discussion: The City of Waterloo, Waste Management Services, is seeking an investing partner and desires to issue a Request for Qualifications/Proposals for the Development of Renewable Natural Gas Products produced from biological breakdown of waste from the Anaerobic Lagoon. The investing partner required will need to have the experience to design, construct, operate and maintain systems to clean the City's Lagoon gas to natural gas pipeline standards and market the gas as a renewable natural gas product including its environmental attributes. The Cities goals in this potential project include the following major drivers: 1) Implement Renewable Natural Gas Project through a third -party developer at Anaerobic Lagoon that will provide equitable revenue for both parties. 2) Enter into a long-term agreement with the Developer to own, operate, and maintain the Renewable Natural Gas systems (RNG), to manage the RNG injection locations and to monetize the RNG to maximize revenue for both parties. 3) Capture the methane currently being emitted from City owned Anaerobic Lagoon and cleaning it to make RNG product would significantly reduce the City of Waterloo greenhouse gas emissions. This aligns with the City of Waterloo's strategic goals of establishing a community 24X7 Carbon -Free Electricity Goal for the City of Waterloo. Recommended Action: It is recommended approval of the resolution to seek Request for Qualification/Proposals for the Development of Renewable Natural Gas Products. City of Waterloo, Iowa REQUEST FOR QUALIFICATIONS/PROPOSALS FOR THE DEVELOPMENT OF LAGOON RENEWABLE NATURAL GAS PROJECT Issued on January 7, 2026 Submittal Deadline: 1 P.M. on February 26, 2026 Page 29 of 359 TABLE OF CONTENTS Page No. or Following REQUEST FOR QUALIFICATIONS/PROPOSALS TO DEVELOP LAGOON RENEWABLE NATURAL GAS PROJECT Section I. Introduction 1 Section II. Project Description 1 Section III. Scope of Work 3 Section IV. Facility Tour and Preproposal Meeting (Non -Mandatory) 6 Section V. Agreements 6 Section VI. Statement of Qualifications Requirements 7 Section VII. Confidentiality 9 Section VIII. Selection Process 9 APPENDICES APPENDIX A Lagoon Facility Figures APPENDIX B MidAmerican Gas Requirements APPENDIX C Lagoon Gas Data APPENDIX D Lagoon Gas Sample APPENDIX E Insurance Specifications APPENDIX F Existing City Air Permits APPENDIX G Anaerobic Lagoon Facilities Plan Page 30 of 359 REQUEST FOR QUALIFICATIONS/PROPOSALS TO DEVELOP LAGOON RENEWABLE NATURAL GAS PROJECT I. INTRODUCTION The City of Waterloo (City) is seeking an investing partner and is issuing this Request for Qualifications/Proposals (RFQ/RFP) to solicit proposals from experienced developers to design, construct, operate, and maintain systems and equipment to clean City's lagoon gas (LG) to natural gas pipeline grade standards and market the gas as a renewable natural gas product, including its environmental attributes. City anticipates the projects' environmental attributes will be marketed and sold as Renewable Identification Numbers (RINS) under the Renewable Fuel Standard (RFS) and/or as renewable natural gas (RNG) in available voluntary markets. Qualified developers are invited to submit a proposal in the format outlined in this RFQ/RFP. Strand Associates, Inc.' (Strand) assisted the City in the development of the RFP/RFQ, will assist the City with review of proposer submittals, and may provide construction -related services as authorized by the City, but is not the engineer of record. The selected developer will be the engineer of record. Appendices included are intended to demonstrate the minimum level of quality anticipated. City owns and operates an Anaerobic Lagoon that is used to pretreat wastewater from Tyson Food's pork slaughtering and processing facility. The lagoon has an effective volume of approximately 37.8 million gallons (MG). The influent flow at the facility is relatively consistent, with average monthly flows between 2021 and 2025 ranging between 2 MGD and 3 MGD. The lagoon consists of one cell with a surface area of approximately 5 acres and a depth of 30 feet. The lagoon collects gas using a high -density polyethylene (HDPE) gas collection floating cover, which is operated under a slight vacuum to pull gas from the lagoon to the flare. The lagoon was originally constructed in 1994. The cover was replaced in 2001 following a windstorm that damaged the original cover, however there is currently a project in the planning/design phase to provide improvements to the existing lagoon facilities including replacement of the cover, removal of grease and a portion settled solids from the lagoon, and rehabilitation of existing buildings, among other items. This lagoon improvements project is anticipated to bid in mid-2026 with construction completion anticipated for the end of 2028. A copy of the Facilities Plan detailing planned improvements to the lagoon is provided in Appendix G. All of the gas produced at this facility is currently flared. In the past, there was a third -party agreement to condition the LG for reuse in Tyson's boilers. That agreement is no longer active. From January 2023 through November 2025, the Lagoon produced an average of approximately 34.2 million cubic feet (MMCF) of LG on a monthly basis which was sent to a flare. Based on limited sampling data from 2016, average methane content is estimated to be 60 to 65%. Total production is estimated at 200,000 to 300,000 MMBTU annually. However, LG production is dependent on Tyson's operations, and gas production has changed markedly over the years. Accordingly, gas volume and composition may fluctuate over time in relation to the varying amounts and types of wastewater and other wastes contributed to the Lagoon from Tyson or other system users, and therefore City does not warrant the availability, quantity, quality, or suitability of the LG for any purpose. Historical LG data is provided in the Appendix C. II. PROJECT DESCRIPTION The intent of this RFQ/RFP is to solicit qualifications and proposals from qualified and competent RNG developers (Proposers), and to select one proposer (Developer) to form a partnership with the City that is mutually beneficial and maximizes the value of the LG generated at Lagoon facilities. Prepared by Strand Associates, Inc.° 1 R:\MAD\Documents\Specifications\Active\Waterloo, City of (IA)\4463.022.RFP.RAW\Specifications\!Waterloo Lagoon RNG RFQ.docx\122225 Page 31 of 359 City's goals include the following major drivers: 1. Implement RNG projects through a third -party developer at the Anaerobic Lagoon that provide equitable revenue for both parties. Developer will be responsible for the design, construction, operation, and maintenance of the facilities as noted herein, as well as for monetizing the RNG to maximize each party's revenue. 2. Enter into a long-term agreement with the Developer to own, operate, and maintain the RNG system, to manage the RNG injection locations in conjunction with the natural gas utility, and to monetize the RNG to maximize revenue for both parties. To this end, City issued this RFQ/RFP to select a Developer to provide the investment to design, construct, own, operate, and maintain a LG RNG system with the purpose to convert the "raw" LG to usable RNG that meets pipeline gas quality standards as defined in the Appendix. For the purposes of this RFQ/RFP, MidAmerican Energy (MAE) has been identified as a potential natural gas and electric utility to whom the Developer may consider marketing produced RNG. The natural gas utility information included in this RFQ/RFP is based on the Developer marketing produced RNG to MAE, however the Developer may propose to market RNG to another entity. Developer is responsible for reviewing and fully understanding the requirements of marketing RNG to MAE or other proposed entity, and incorporating these requirements into the submitted proposal. The Developer will be working with City staff, the City's engineering consultant(s), MAE, and others as it develops and delivers this project. City recognizes that the Developer will be assuming significant risk for its investment in which a significant return is expected. City, in turn, wishes to equitably maximize its revenue from entering into a project agreement with the Developer, and further desires to work with a Developer that can demonstrate other successful and similar projects, has an excellent safety and operational record, and provides all the skills and experience necessary to convert raw LG to RNG, as well as to market the RNG to convert the RNG to revenue for City. Significant selection criteria include, but are not limited to, the following items: • Financial ability to fund the development. • Safety and operational record. • RNG system design and implementation experience. • Operational skill and experience. • RNG marketing experience. • Revenue sharing model and anticipated revenue to City. • Available references for similar developments. • Schedule proposed and timing of beneficial usage. The tentative RFQ/RFP schedule is as follows: January 7, 2026 January 20, 2026 January 22, 2026 to February 5, 2026 February 12, 2026 February 19, 2026 February 26, 2026 Request for Qualifications/Proposals released Preproposal meeting - web -based (non -mandatory) Individual site visits by interested proposers 4:00 PM deadline for RFQ/RFP questions to City 4:00 PM addendum issued with summary of questions 1:00 PM RFQ/RFP response due Prepared by Strand Associates, Inc.° 2 R:\MAD\Documents\Specifications\Active\Waterloo, City of (IA)\4463.022.RFP.RAW\Specifications\!Waterloo Lagoon RNG RFQ.docx\122225 Page 32 of 359 March 12, 2026 Week of March 16, 2026 April 6, 2026 RFQ/RFP Committee review for a recommendation Committee follow-up interviews and questions to proposers (if needed) Selection of successful Proposer/Letter of Intent After City issues a Letter of Intent, the remaining schedule can be modified due to the actuality of the Project requirements such as regulatory issues, vendor supply, etc. Proposer will provide a Gantt Chart of its anticipated schedule from the date of the selection of successful Proposer as part of its proposal. The schedule will be based on the lagoon improvements project discussed in the Introduction. III. SCOPE OF WORK An agreement will be negotiated with the Developer. The scope of work pursuant to this RFQ/RFP includes the following provisions, and any other provisions agreed to during the agreement negotiation process. City and the Developer shall perform, but are not limited to, the following services and equipment for the efficient operation to maximize revenue from the development: Proposed City Responsibilities 1. City will make all produced LG available to Developer for conversion to RNG. Notice will be provided to the Developer if lagoon will be removed from service, or if there is a substantial modification to the industrial users who discharge wastewater to the lagoon. This amount may be increased, upon mutual agreement, as City expands the existing collection system or develops a new source of methane generation. Lagoon gas data has been included in Appendix C. An analysis of a previous gas sample from the lagoon has been included in Appendix D. 2. Lagoon Operations: City will maintain control of the operation and maintenance of the lagoon. This will include maintaining inlet feed to the Lagoon and could include hauling of high -strength waste feedstocks to increase LG. Data collected for the operation of the Lagoon will be shared with the Developer. 3. Site Access: Provide the Developer with an identified area for installation of its equipment required for the cleaning of the LG, as well as 24-hour and 7-day a week access to the site and utility easements on City property per a proposed ground lease agreement or equivalent. An overall site plan for the lagoon facility has been included in Appendix A. 4. Drawings, Operating Data, LG Analytical Data: City will provide all available gas flow graphs, building site, architectural, structural, mechanical, electrical, plumbing, telecommunications, fire protection, security drawings and specifications to the Developer. These drawings and specifications may not be complete or in an as -built condition. Developer will need to confirm the accuracy of drawings and specifications. 5. Compliance: City will maintain current National Pollutant Discharge Elimination System (NPDES) and air permits and assist Developer with permits as needed for construction and operation of the Project. Existing air permits held by the City for the Lagoon are included in Appendix F. Proposed Developer Scope of Work and Responsibilities 1. Financing: The Developer is required to develop a Project feasibility study and financial pro -forma for its own needs, and shall secure financing prior to the execution of a final contract with City. Prepared by Strand Associates, Inc.° 3 R:\MAD\Documents\Specifications\Active\Waterloo, City of (IA)\4463.022.RFP.RAW\Specifications\!Waterloo Lagoon RNG RFQ.docx\122225 Page 33 of 359 2. Gas Cleaning Equipment: The Developer will be responsible for purchasing, installing, owning, operating, and maintaining the equipment to convert raw LG to a high BTU RNG. The Developer is required to clean the gas to pipeline specifications as established by MAE. The Developer shall be responsible for obtaining access to the MAE natural gas pipeline(s) and for paying all up -front and ongoing costs assessed by MAE. Gas cleaning equipment shall be housed in a suitable enclosure unless outdoor installation is the standard for the equipment provided. 3. The Developer is required to submit draft design documents at approximately 30 percent, 60 percent, and 90 percent completion for review by City, and to meet with City to review the draft documents prior to installation. Final design documents are required to be stamped by an engineer licensed in the state of Iowa for the required engineering disciplines, including civil, electrical, and mechanical engineering, as required. City's approval will not be reasonably withheld. A copy of the final as-builts (paper copy and PDF) will be provided to City. The Developer is responsible for submitting the design documents to the Iowa Department of Natural Resources and other agencies having review authority, as required. At a minimum, applicable building codes, the Iowa Administrative Code, and National Fire Protection Association design standards (NFPA 820 and others) shall be followed. 4. MAE's natural gas specifications are included in Appendix B. Prior to injection, MAE will require an interconnection agreement and transportation agreement, as well as the construction of gas injection infrastructure. The Developer will be responsible for providing gas quality monitoring equipment to ensure gas meets MAE's specifications. The Developer shall deliver the gas at a pressure required by MAE and shall verify pressure requirements for gas delivery with MAE. The Developer will be responsible for coordinating with MAE on the natural gas specifications that the treated biogas shall have to meet for injection. MidAmerican's contact is Luke Wood, Business and Community Development Manager, MidAmerican Energy; (515) 281-2572; Iuke.wood@midamerican.com 5. At the end of the Agreement, or if either party terminates the Agreement per the conditions of the Agreement, City shall have an exclusive option to acquire the RNG and associated equipment. 6. Utilities: The Developer is responsible for the installation of all electrical, mechanical, process piping, data/communications, etc. within the confines of the Developer's leased area or easement. The electrical service shall be provided from a new utility service directly to the Developer's facilities, or, if capacity exists in City's electrical service, from City's electrical distribution gear provided power monitoring is provided. MAE is the electric utility provider at the facility. 7. Submittals: The Developer is responsible for submitting documentation of equipment and products for the City and the City's engineer to review. 8. Gas Safety Equipment: The Developer shall install new gas safety equipment at the Lagoon facility, as required, to provide a safe and complete gas system. The gas safety equipment shall remain in service at all times, even in the event of termination of Agreement. At the end of the Agreement, ownership of the biogas safety equipment will be turned over to City. 9. Lagoon Gas Piping: Aboveground gas piping shall be stainless steel. At end of the Agreement, ownership of the installed piping shall be turned over to City. 10. Lagoon Gas Compressors, Building, Controls, and Condensate Drip Trap: The Developer shall install compressors at the lagoon facility to pull gas from the lagoon to the RNG equipment. The gas collection piping at the lagoon shall be sloped to drain back to the lagoon. Compressors, condensate drip traps, and any associated controls will be housed within a building or suitable Prepared by Strand Associates, Inc.° 4 R:\MAD\Documents\Specifications\Active\Waterloo, City of (IA)\4463.022.RFP.RAW\Specifications\!Waterloo Lagoon RNG RFQ.docx\122225 Page 34 of 359 enclosure for the Developer's needs. At the end of the Agreement, City shall have exclusive option to acquire the building or enclosure, compressors, condensate traps, and associated appurtenances for a price equal to fair market value as determined by a third -party appraiser, minus any federal or state tax credits received by the Developer with respect to any or all of said assets. The parties will share equally in any appraisal costs. 11. Backup Power: Backup generation equipment shall be provided, as required, for the RNG equipment to allow continued operation of the RNG systems under a power loss of the main electrical service. 12. System Operation: The Developer will be responsible for the daily operation of the gas cleaning system and data management. City shall have access to view data related to RNG production, system pressures and operations, and energy usage, but shall not have the ability to make adjustments without authorization from the Developer. 13. Gas Sales: The Developer is required to establish transportation and delivery agreements for the produced RNG. If Developer proposes to market RNG to MAE, the Developer is required to meet the quality standards set by MAE in Appendix B. Other forms of RNG transport to a market are acceptable, but the Developer is required to provide details on the transport and end use. 14. Environmental Attributes: The Developer retains the rights of the environmental attributes of the RNG and is responsible for performing all work in accordance with Code of Federal Regulations (CFR) Title 40, Part 80 Subpart M—Renewable Fuel Standard (RFS), the Energy Independence and Security Act (EISA), and all state and local regulations. The gas produced from the Lagoon would likely be classified as an Advanced Biofuel (D5). If RNG is to be sold under the RFS program, the Developer will be required to conduct a third -party audit of the proposed Project for the registration of renewable credits. Other uses of the RNG are permissible, but the Developer is required to provide details on the end use and the usage of the environmental attributes of the gas. 15. Compliance: The Developer will be responsible for ensuring its operations meet federal, state and local laws, regulations and codes, including compliance with NEC, NFPA 820, and other NFPA requirements. The Developer is responsible for acquiring permits for its operations and activities as required. The Developer will provide gas data to City for use in air permitting reporting. 16. Standards: Selected Developer will follow the following standards for the work to be completed: a. Iowa Statewide Urban Design and Specifications (SUDAS). b. Iowa Administrative Code Chapter 567 Title IV —WASTEWATER TREATMENT AND DISPOSAL. c. 10 State Standards. d. Iowa Department of Transportation. e. NFPA 820—Standard for Fire Protection in Wastewater Treatment and Collection Facilities (Current Edition). f. NFPA 54—National Fuel Gas Code (Current Edition). g. National Electric Code (Current Edition). h. Local Codes, Regulations, and Standards. Prepared by Strand Associates, Inc.® 5 R:\MAD\Documents\Specifications\Active\Waterloo, City of (IA)\4463.022.RFP.RAW\Specifications\!Waterloo Lagoon RNG RFQ.docx\122225 Page 35 of 359 IV. FACILITY TOUR AND PREPROPOSAL MEETING (NON -MANDATORY) A facility tour for interested Proposers may be scheduled through Brad Manahl, Treatment Operations Supervisor, (319) 291-4553 or brad.manahl@waterloo-ia.org. Any requests for site access should be made at least 48 hours prior to the requested date (excluding weekends and holidays). During the tour, staff will provide access to the site for Proposers' review and investigations. Proposers may be granted access for additional data collection activities, at Proposer's expense. Tours and data collection activities must be completed by February 5, 2026. Any information or data provided during the site walk-throughs will not be considered part of this RFQ/RFP unless included in a follow-up addendum. Any available additional information will be provided via addendum. A non -mandatory preproposal meeting will be offered via Zoom as noted in Section II of this RFQ/RFP. The purpose of the meeting will be to review the RFQ/RFP requirements and to present preliminary project details. Attendees do not need to be registered as a Document holder to attend. V. AGREEMENTS It is anticipated the following legal documents will be utilized during the course of the development of this Project between City and the Developer. The Developer will be required to execute agreements for its operations. The Developer shall include the anticipated timing of each of these submittals in its proposal. 1. Confidentiality Agreement: As part of the negotiation process, City recognizes confidential information may be exchanged. To protect Developer during this process, it may propose a Confidentiality Agreement to City representatives to protect such information. This agreement will become void after the Development Agreement is executed or negotiations cease. 2. Ground Lease and Easement Agreement: The Developer will provide City the area dimensions required for the cleaning and support equipment and easements for utilities and access. If injecting into the pipeline, the Developer shall add the area required for the injection point to the ground lease. City will prepare a draft ground lease for review by the Developer. The proposed term for the ground lease is 10 years with annual renewals. Easements outside of the City's property will be the responsibility of the Developer, shall be transferable to successors/assigns, and copies shall be provided to City. 3. Development and Operations Agreement: The Developer will provide a base agreement with its proposal as a basis to begin the negotiation process. This agreement shall outline City's and Developer's responsibilities and compensation to City for the utilization of its LG. 4. Insurance Requirements: The Developer must obtain and maintain insurance specified in Appendix E. Proposers must provide confirmation that the requirements will be met. The insurance certificates can be supplied at a later date by the Developer. 5. Bonding Requirements: a. Developer shall provide a bid guarantee of no less than $300,000 with respect to the lagoon project. The bid guarantee shall consist of a firm commitment, such as a bid bond, certified check, or other negotiable instrument acceptable to City, as assurance that the Proposer will, upon City's acceptance of its bid, execute such contractual documents as may be required within the time specified. Prepared by Strand Associates, Inc.° 6 R:\MAD\Documents\Specifications\Active\Waterloo, City of (IA)\4463.022.RFP.RAW\Specifications\!Waterloo Lagoon RNG RFQ.docx\122225 Page 36 of 359 b. Developer will be required to furnish, at the time of the execution of the Development and Operations Agreement, a payment bond in an amount equal to one hundred percent (100%) of Developer's good -faith estimate of all costs of facility construction or upgrade, including but not limited to purchase and installation of materials, supplies and equipment (all such costs are "Project Costs"), said bond to be issued by a responsible surety acceptable to City. The bond shall guarantee the faithful payment as required by law for Project Costs incurred for or with respect to persons supplying labor and material in execution of the Project work. 6. Indemnification Requirements: To the fullest extent permitted by law, Developer shall indemnify and hold harmless the City and Strand, and the officers, directors, members, partners, employees, agents, and consultants from each and any of them, from losses, damages, costs, and judgements arising from third -party claims or actions relating to or resulting from the performance or furnishing of the project work. VI. STATEMENT OF QUALIFICATIONS AND PROPOSAL REQUIREMENTS Complete digital Documents are available at www.questcdn.com at no cost. Download the digital Documents by inputting Quest project number 10002661 on the website's project search page. Please contact QuestCDN.com at (952) 233-1632 or info@questcdn.com for assistance with free membership registration, downloading, and working with this digital Project information. All requests for clarification and questions relating to this RFQ/RFP may be submitted by e-mail, and responses will be provided in the form of an addendum issued per the schedule noted in Section II of this RFQ/RFP. Proposers are required to provide an e-mail address if they wish to receive addenda and other information electronically. Proposers are requested to designate whether they are a prime contractor, subcontractor, or supplier if they want this information posted on the Project Proposers List. Proposers shall submit qualifications/proposals to ensure proper evaluation of the firm's capabilities. Responses to this RFQ/RFP must be labeled as shown below: City Clerk City of Waterloo/City Hall 715 Mulberry Steet Waterloo, IA 50703 ATTN: DEVELOPMENT OF LAGOON RENEWABLE NATURAL GAS PROJECT SUBMITTAL One (1) hard copy and one (1) digital copy (USB flash drive) of the RFQ/RFP response must be submitted. Proposals shall be as brief as possible; extensive submittal of marketing materials and similar documents will not be favorably viewed. Late submittals will not be evaluated. The responses will be distributed to the review team for review and subsequent recommendation. The team consists of City of Waterloo staff and external independent technical consultants. Faxed /or emailed proposals will not be accepted. Proposals must contain, at the minimum, the following information and shall be organized in the following order: 1. Letter of Transmittal: The letter of transmittal should briefly express Proposer's interest in the Project, main point of contact, and the main location from which Proposer plans to deliver the Prepared by Strand Associates, Inc.° 7 R:\MAD\Documents\Specifications\Active\Waterloo, City of (IA)\4463.022.RFP.RAW\Specifications\!Waterloo Lagoon RNG RFQ.docx\122225 Page 37 of 359 project(s). Provide a clear and concise statement as to how Proposer will assist City to accomplish its objectives. 2. Proposed Team: Identify all firms anticipated to be on Proposer's team and the role that each firm will provide in each phase of the Project, including planning, design, gas contracting, construction, regulatory/compliance, and operations. 3. Profile of Key Staff: Provide identification and brief description of key staff that will be assigned to this Project, including project manager, lead design engineers, anticipated construction manager, and main operations staff. Include in the staff descriptions their technical training, technical abilities, experience with other projects of this nature, and their proposed responsibilities for the Project. Provide profiles of the prime firm and any subcontracted firms, including the office locations that will be involved in the Project. 4. Project Understanding: Provide Proposer's understanding of the work, critical aspects, and approach to the project. Provide a detailed project implementation plan including a project schedule with comprehensive list of steps required to reach completion. 5. Qualifications: Include information to demonstrate the requisite experience, skills, and resources necessary to complete projects of this type as identified in Section III —Scope of Work. This information shall include a listing of all RNG projects completed by the Proposer, including the project owner, volume of RNG, source of RNG, location where RNG was sold/utilized, Proposer's role and services provided, and contact information for the facility. Proposer shall specifically indicate which project team members (individuals and firms) were involved in the referenced projects. 6. Financial Resources: The financial viability of Proposer shall be demonstrated to provide assurance that Proposer, as well as any firm(s) involved in the Proposal, has adequate financial strength. Financial strength is an indicator of the likelihood that Proposer is able to carry out the responsibilities of the life of the contract. Each proposal must include the following financial information for each Proposer involved in the Proposal: a. Current audited financial statements, including balance sheet, income statement, and statement of cash flows for each party (If audited financial statements are not available, a listing of assets, liabilities, profit and loss statement and cash flow must be provided). b. You may be required to provide security. Acceptable security includes: a guaranty from a guarantor acceptable to City with an investment grade rating from S&P and/or Moody's or a letter of credit from a US bank with ratings of A- or higher from S&P and/or A3 from Moody's. 7. Financial Model: This section should include the financial model utilized for compensating City for its efforts to supply raw LG to Developer. If applicable, include details on how the Project will be registered under the RFS for the generation of RINS. Provide detailed financial pro -forma outlining modeled expenses and revenues, including market projections and anticipated revenue sharing with City over the first 5 years of operation. City's preferred compensation model is a gross or net revenue sharing option with the Developer, which includes sharing a percentage of all revenue with City. 8. Additional Cost Information: Proposer shall submit the following with the Proposal: Prepared by Strand Associates, Inc.° 8 R:\MAD\Documents\Specifications\Active\Waterloo, City of (IA)\4463.022.RFP.RAW\Specifications\!Waterloo Lagoon RNG RFQ.docx\122225 Page 38 of 359 a. A project equipment and materials list that includes manufacturers and model numbers (to the extent practical) for the RNG and other equipment, along with anticipated costs for each of these items (not installed). b. Anticipated total capital cost for the design and construction of the proposed facility. c. Anticipated manner and method of transferring assets from Developer to City, including assets that are to be turned over when construction is complete and assets that may be turned over later during the agreement because of default, end of agreement, or for other reason. 9. Technical Information: Include a detailed explanation of the proposed Project, methods of work, Proposer's efforts, assets to be employed, and vendors and partners required for each step in the process. Include a description of the marketing process and the end use(s) of the RNG. In this section, Proposer will provide a preliminary Gantt Chart outlining anticipated milestones and requirements for the Project starting at the execution of an agreement with City through year 5 of operation. 10. Sample Contracts: Proposer is to provide a sample confidentiality agreement (if applicable), a sample operations and maintenance agreement, and any other anticipated agreements or contracts required for the Project. VII. CONFIDENTIALITY Any requests for confidentiality will be subject to the provisions of the Iowa Public Records Law. City may request a waiver of any request for confidentiality. Any data that Proposer does not want disclosed to the public for any purpose or used by City, except for evaluation purposes, must have the title page marked with the following legend: "Use and Disclosure of Data The proposal includes data that shall not be disclosed outside of the City of Waterloo Review Team and shall not be duplicated, used or disclosed, in whole or in part, for any purpose other than to evaluate the proposal unless disclosure is required by law. However, if a contract is awarded to this offeror as a result of or in connection with the submission of this data, the City of Waterloo shall have the right to duplicate, use, or disclose the data to the extent provided in any resulting contract. This restriction does not limit the City of Waterloo's right to use information contained herein if obtained from any other source without restriction. The materials subject to this confidentiality provision are contained in pages [insert page and paragraph numbers.]" Each page or data sheet of Proposer wishes to restrict must be clearly marked with the following legend: "Use or disclosure of data contained on this [page, sheet] is subject to the restriction on the title page of this proposal." VIII. SELECTION PROCESS Selection Criteria All submittals will be reviewed based on written responses to the RFQ/RFP, including Proposer's qualifications, past project history, proposed financial model, key team members and sub -consultants, Prepared by Strand Associates, Inc.° 9 R:\MAD\Documents\Specifications\Active\Waterloo, City of (IA)\4463.022.RFP.RAW\Specifications\!Waterloo Lagoon RNG RFQ.docx\122225 Page 39 of 359 and other factors deemed important. Financial terms will not be the sole determining factor in the award. To determine the award, City will use a proposal evaluation method that will enable City to award a Contract to the Proposer offering services and experience that represents the best overall value to City and is otherwise deemed to be in the best interests of City. Award of contract shall be made to the most responsible and responsive proposal from a company whose proposal offers the greatest value to City with regard to the criteria detailed and the specifications set forth herein. City may schedule interviews and/or site visits with a limited number of Proposers, if needed. City staff recommendations will be subject to the City of Waterloo's City Council approval. All Proposers will be notified in writing regarding the results of the selection process. Reservations City reserves the right to reject any and all submittals; to waive formalities, technical requirements, irregularities and/or deficiencies; or to solicit for new or additional proposals if deemed to be in its best interests. City reserves the right to interview Proposers, if needed. City further reserves the right to defer acceptance of any proposal for a period not to exceed sixty (60) calendar days from the date of the deadline for receiving proposals. Proposer's Costs Any costs incurred on the part of Proposer for responding to this RFQ/RFP are the sole responsibility of Proposer. END OF RFQ/RFP (EXCEPT APPENDICES) Prepared by Strand Associates, Inc.° 10 R:\MAD\Documents\Specifications\Active\Waterloo, City of (IA)\4463.022.RFP.RAW\Specifications\!Waterloo Lagoon RNG RFQ.docx\122225 Page 40 of 359 APPENDIX A LAGOON FACILITY FIGURES Page 41 of 359 Path: H:\GIS\Projects\Iowa Projects\Location of Project Map.mxd c a - 9Z0Z/LZ/1.1. :elea WVL :8b:6:awl± Walnut Bend WNW Ja ne s: i l le —West-Folk AWKAccess Fisher Forest Fall> Access Black Hawk Park Dead Waterloo Mans Municipal lal�r�dch Airport Park Tonga Wyth State Park C dar-Falls University of Northern Iowa W Viking Industrial --Park PO pp ce SS 0 0.5 1 2 Miles Industrial Park Praire Lakes Park Hudson _ JCatoski Greenbelt Waterloo yMes Park BR EME R BLACK HAWK Crossroad Mall 27 �2.1 South Hills Golf Course Evar dale Anaerobic Lagoon Elk Fun HeMhis 61117e rt,ills LOCATION OF PROJECT ANAEROBIC LAGOON RNG PROJECT CITY OF WATERLOO BLACK HAWK COUNTY, IOWA h:qA 1 STRAND ASS0rlATEs-„ FIGURE 1 4463.022 Page 42 of 359 VMO1 `OO1H31VM OO1II31VM AO A110 S103rOHd SVO 1V IfliVN 31HVM3N321 N000V1 AO 1N31Nd013A3O 3H1 NO 11VSOdOHd HOd 1S3flO321 NVld 3IIS 111/213AO ONIISIX3 JOB NO.4463.022 SANITARY MANHOLE NO. GAS FLARE RAW WASTEWATER ma ww J J 0 O 2 = Z Z Qa N O GAS COMPRESSOR BUILDING iL J 0 O = d w Z Z < 1r O M w Q Z W m cn - o a1- FLOW SITE BOUNDARY cn 1r w 0 J Page 43 of 359 VMOI `OO1S31VM 0011I31VM AO A110 S103rOHd SVO 1tl21fliVN 31SVM3N311 NOO9V1 AO 1N31Nd013A3O 3H1 ?MA 1VS0d0Hd HOd 1S3flO3H S1N3IN3AOZIdINI 31IS NOO91/1 Z w I � r o o 1 �N APPENDIX A-3 JOB N0. 4463.022 Z O L Q U w Na 0 Z z_o z J 0 O cn 0 J z I- Q Z_ 0 ax 1- Z3 0 W wQ Z z o cc I- O 0 0 U Dog W I- 0 z <0-Z oo0 1.7 ROUTING SHALL BE DETERMINED o J 23 O O Z � Z } J~ Hx O 7WZ J~ 00 ZvJZ mop z �a et z OQ 0 OVWw- o z — a�O w o ¢005oz z M o 03 Q~ W0cKU` 000 w O00 O mZ mWwz J0)z m? to o LEI d J fN Z J p al CO w>OJ w Q O LJJ F m z O Z W N 0 J w U 0 OCJdO0 0E¢JLL w~ WI— -I �aoxJ �cn p0 < In =N¢ ¢0 LA(nZva)vxi(O-nLwv)�w Z Q m p w 0 CtO O M 0 O U J O _a W W 00 Z O Z <-J < F j o z 0 w 0 W D1-ZNWwc�WCTZ<LIW< J w W Z0Z0 a- 0 Z 0 w W o P X 0 p 0 F- ¢0 > w 0 -I wdp-D00 ULJWwZ0 MO NiW~Za.W.� wm D 0Z aoo Z W ¢oa¢ Q-0wpd(7wx Zp?ZZw}w= U)W Hp (n 0UN¢¢L_rW (nW < 1-Wl- W 0 J p Z 0 0 LA W 0 z wo w }0 (n U' 1-0NMU' dwm1--Q�>Z} dD 0dZ 0DWO 0O 0 W W Xw d p d¢ w w p W U d-] J L- w W> BY (I N• M 0 N O ( Page 44 of 359 VMOI `OO1H31VM 0011I31VM AO A110 31331'O21d SVO 1V Ifl1VN 318VM3N3H N000V1 AO 1N3Wd013A3O 3H1 NO 11VSOdOHd HOd 1S3fl0321 1f10AV1 11/f11d30NO3 OvOII SS333V M3N N00011 APPENDIX A JOB N0. 4463.022 Page 45 of 359 VMO1 `OO12131VM OO1 I31VM AO A110 103POMd SVO 1VHfliVN 318VM3N3N NOOOV1 AO 1N31Ald013A30 314.1. BOA 1VSOdO21d LOd 1S3flO321 OIIWW3H3S SS33O2Id NOO9V1 APPENDIX A-5 JOB N0. 4463.022 I f 1 Page 46 of 359 APPENDIX B MIDAMERICAN GAS REQUIREMENTS Page 47 of 359 Producer Quality Requirements for Gas Supplied Into MidAmerican's System 1. MidAmerican's gas quality standards that must be adhered to and by the Producer to MidAmerican are: Component Requirement Applicable Test Method (1) Continuous Monitoring (2) Quarterly Lab Analysis (3) Btu Content * Minimum 950 Btu/scf and maximum 1100 Btu/scf with final downstream blend within 5% of serving pipeline ASTM D3588 X X Methane Report in % by volume ASTM D7833 X X Ethane Report in % by volume ASTM D7833 X X Propane Report in % by volume ASTM D7833 X X Butane Report in % by volume ASTM D7833 X X Pentane Report in % by volume ASTM D7833 X X Hexane Plus Report in % by volume ASTM D7833 X X Carbon Dioxide <_ 2.0 % by volume ASTM D7833 X X Nitrogen <_ 2.0 % by volume ASTM D7833 X X Total Inerts (N2+CO2) <_ 4.0 % by volume ASTM D7833 X X Oxygen <_ 0.2 % by volume ASTM D7833 X X Water <_ 7.0 lbs./mmscf ASTM D5454 X X Hydrogen <_ 0.4 % by volume ASTM D7833 X X Hydrogen Sulfide <_ 0.25 grains/100scf ASTM D5504 X X Total Sulfur <_ 0.5 grains/100scf ASTM D3429 X X Gas Temperature >_ 40 degrees and <_ 120 degrees Fahrenheit X X Wobbe Index >_ 1200 and <_ 1400 ASTM D3588 X X Benzene <_ 0.15 ppmv ASTM D6420 X Bromodichloromethane <_ 0.15 ppmv ASTM D6420 X Carbon Disulfide <_ 0.15 ppmv ASTM D6420 X Chloroform <_ 0.15 ppmv ASTM D6420 X Methyl iso-Butyl ketone <_ 0.15 ppmv ASTM D6420 X Styrene <_ 0.15 ppmv ASTM D6420 X Tetrachloroethylene <_ 0.15 ppmv ASTM D6420 X 1 of 4 Page 48 of 359 Toluene <_ 0.15 ppmv ASTM D6420 X Bromoform <_ 0.15 ppmv ASTM D6420 X Vinyl acetate <_ 0.15 ppmv ASTM D6420 X Vinyl Chloride <_ 0.15 ppmv ASTM D6420 X Chloromethane <_ 0.15 ppmv ASTM D6420 X cis-1,2-Dichloroethene <_ 0.15 ppmv ASTM D6420 X Dibromochloromethane <_ 0.15 ppmv ASTM D6420 X 1,1-Dichloroethane <_ 0.15 ppmv ASTM D6420 X 1,2-Dichloropropane <_ 0.15 ppmv ASTM D6420 X Ethylbenzene <_ 0.15 ppmv ASTM D6420 X Ethyl chloride <_ 0.15 ppmv ASTM D6420 X Methylene chloride <_ 0.15 ppmv ASTM D6420 X 1,1,2,2- Tetrachloroethane <_ 0.15 ppmv ASTM D6420 X 1,1,1-Trichloroethane <_ 0.15 ppmv ASTM D6420 X 1,1,2-Trichloroethane <_ 0.15 ppmv ASTM D6420 X p-Xylene <_ 0.15 ppmv ASTM D6420 X Bromomethane <_ 0.15 ppmv ASTM D6420 X Carbon tetrachloride <_ 0.15 ppmv ASTM D6420 X Chlorobenzene <_ 0.15 ppmv ASTM D6420 X c-1,3-Dichloropropene <_ 0.15 ppmv ASTM D6420 X 1,2-Dichloroethane <_ 0.15 ppmv ASTM D6420 X 1,1-Dichloroethene <_ 0.15 ppmv ASTM D6420 X t-1,2-Dichloroethene <_ 0.15 ppmv ASTM D6420 X Methyl ethyl ketone <_ 0.15 ppmv ASTM D6420 X 2-Hexanone <_ 0.15 ppmv ASTM D6420 X t-1,3-Dichloropropene <_ 0.15 ppmv ASTM D6420 X Trichloroethene <_ 0.15 ppmv ASTM D6420 X m-Xylene <_ 0.15 ppmv ASTM D6420 X o-Xylene <_ 0.15 ppmv ASTM D6420 X Total Volatile Metals <_ 0.1 ppmv EPA 6020 X Total Silicon <_ 1.0 ppmv EPA 6020 X Siloxanes <_ 0.5 mg/m3 ASTM D8230 X Carbon Monoxide <_ 0.001 by volume ASTM D7833 X Ammonia** <_ 10 ppmv X** Mercury** <_ 0.01 fag/m3 ASTM D6350 X** Dust and Gum** <_ 1.0 pm Microscopic X** Biologicals** <_ 0.2 pm Microscopic X** * The calculation of injected therms shall be calculated by taking measured volume at the meter times the actual average Btu of the biogas injected ** Requires specialized sampling (1): Gas quality shall be tested in accordance with the testing method noted. (2): Gas quality shall be reported to MidAmerican by the Producer through continuous monitoring every 15 minutes. 2 of 4 Page 49 of 359 (3): Gas quality shall be reported to MidAmerican by the Producer via an Approved Laboratory. A laboratory analysis shall be provided prior to beginning injections and on a quarterly basis thereafter. Subsequent to the initial laboratory analysis, the quarterly laboratory analysis shall be taken during the months of March, June, September and December with the report provided to MidAmerican within 15 days of the following corresponding month. For example, a sample shall be taken during March and provided to MidAmerican by April 15. The laboratory analysis repeats on a quarterly basis each calendar year regardless of the initial injection date. 2. To qualify as Compatible RNG, Producer's Renewable Natural Gas shall meet the minimum quality requirements stated above and be comparable to and interchangeable with natural gas purchased from MidAmerican's normal suppliers. Producer shall provide MidAmerican with periodic gas quality values as determined by MidAmerican to ensure quality compliance. If the Compatible RNG becomes Non -Compatible RNG, MidAmerican may refuse or Shut -In the injections of RNG. Once MidAmerican has been notified that the RNG has become Non - Compatible RNG, the following actions will be taken: a) If the constituent(s) causing the Renewable Gas to become Non -Compatible RNG is continuously monitored, then the producer will have 60 minutes to correct the constituent(s) and meet the requirements. If the constituent(s) continues to fail the requirements after 60 minutes, then the plant will be Shut -In until constituents are brought back into range. If continuous monitoring becomes unavailable due to equipment malfunctions or communication issues, the producer will have 60 minutes to resolve. If continuous monitoring has not resumed after 60 minutes, then the plant will be Shut -In. b) If the constituent is monitored by quarterly laboratory analysis, then the Producer will immediately retest in an expedited manner If a subsequent lab analysis proving the exceedance(s) was corrected is not produced within two weeks, then the plant will be Shut - In. 3. MidAmerican may refuse or Shut -In the injections of Renewable Gas for the reasons noted below. Upon such refusal, MidAmerican will develop and provide a plan to Producer to curtail RNG injections until the applicable requirement is met or restored. a) MidAmerican may require Producer to appropriately blend the Renewable Gas to the extent reasonably necessary to protect downstream customers sensitive to Btu swings, even if said Renewable Gas is otherwise deemed Compatible RNG. b) The Renewable Gas does not have a third party marketer with sufficient downstream demand to receive the RNG. c) Reduced demand on MidAmerican's system. 4. Producer shall not knowingly supply Renewable Gas from a source defined as a hazardous waste in rules of the federal Environmental Protection Agency codified at 40 CFR § 261.3. Producer shall provide MidAmerican with annual calibration reports verifying all gas quality monitoring equipment is operating properly. Producer is responsible for any maintenance or repairs to the gas quality measuring equipment. Producer shall provide MidAmerican with local plant contact information and phone number for communicating with MidAmerican Gas Control on a 24 hour per day basis. MidAmerican 3 of 4 Page 50 of 359 Gas Control will communicate gas quality issues, telemetry alarms, emergency conditions, or the requirement to shut in the plant to this local plant contact. 4 of 4 Page 51 of 359 MIDAMERICAN ENERGY COMPANY. MIDAMERICAN ENERGY COMPANY Gas Tariff No. 2 Filed with the Iowa Utilities Board 2nd Substitute Original Sheet No. 151 RATE PRG — PRODUCERS OF RENEWABLE GAS TRANSPORTATION SERVICE AVAILABILITY Service under this rate schedule is available to Producers of Renewable Gas as those terms are defined herein that deliver Renewable Gas into the Company's natural gas system for use and consumption by the Company's gas Transportation Customer(s) located in Iowa or within the Company's FERC 7(f) Area as defined in this tariff. The Producer must contract with a Transportation Customer or third -party Agent to purchase and transport such produced gas on the Company's Distribution System. The Producer and Company shall enter into a mutually agreeable written Contract to define the specific terms of service under this rate schedule. The Producer shall be responsible for ensuring the Renewable Gas consistently meets all Company gas quality standards, as specified in the Contract, at the Delivery Point on the Company's Distribution System. Service under this rate schedule is available on a best efforts basis, and the quantity of Renewable Gas the Company will accept from the Producer each day may be limited, and is dependent on (a) the Company's ability to physically accept deliveries at the Delivery Point each day; (b) the ability of the Transportation Customer(s) purchasing the gas to consume the total quantities produced; and (c) the Renewable Gas meeting all applicable gas quality standards. Eligible Producers electing service under this rate schedule shall pay for all equipment necessary to effectuate deliveries at the point of interconnection, including, but not limited to, valves, separators, meters and telemetric equipment, quality measurement, odorization equipment and other equipment necessary to regulate and deliver gas at the interconnection point. Prior to commencement of service, the Producer must have Company -installed telemetric equipment in place to monitor daily injections. The Producer shall pay for computer programming changes, if any, required to add the Producer's new interconnection point and any billing system changes required. Such payments shall be considered Nonrefundable Contributions. All equipment installed shall remain the sole property of the Company unless otherwise negotiated in the Contract. Issued: June 6, 2024 Issued by: Arick R. Sears Sr. Vice President, Regulation and Government Affairs Effective: July 1, 2024 Page 52 of 359 MIDAMERICAN ENERGY COMPANY. MIDAMERICAN ENERGY COMPANY Gas Tariff No. 2 Filed with the Iowa Utilities Board 2nd Substitute Original Sheet No. 152 RATE PRG — PRODUCERS OF RENEWABLE GAS TRANSPORTATION SERVICE (continued) CHARACTER OF SERVICE The Delivery Point shall be the mutually agreed upon point of interconnection of the Producer's facilities into the Company's Distribution System. Renewable Gas delivered to the Company under this rate schedule shall be included in the daily nominations of the receiving Transportation Customer(s). The Producer shall deliver, and the gas Transportation Customer(s) shall receive and consume such Renewable Gas within the legal boundaries of the State of Iowa or within the Company's FERC 7(f) Area as defined in this tariff. The Company may further direct the delivery, receipt and/or consumption of such Renewable Gas consistent with the Company's FERC 7(f) Area through the applicable Contract. The Producer and consuming gas Transportation Customer(s) shall be served by the same pipeline. During a Critical Day or Operational Flow Order, the Company will have the right to restrict the availability of deliveries and receipts made under this rate schedule. In the event a restriction occurs, a Company representative will notify the Producer at such time. DEFINITIONS The definitions of all terms used in this rate shall be the same as used and/or defined in other sections of this Schedule of Rates on file with the Board. To the extent that a provision of this rate is inconsistent with the provisions in Gas Policies of the Company, the terms and conditions applicable to Transportation service shall be controlling. Company's FERC 7(f) Area means the area determined by the Federal Energy Regulatory Commission (FERC) to be exempt from its jurisdiction under 7(f) of the Natural Gas Act in its: • Docket Nos. CP86-688, CP89-655, CP95-264 and CP99-178, which is comprised of a portion of the Quad Cities area (Scott and a portion of Muscatine Counties, IA and a 14.75 mile, ten (10) inch diameter interstate pipeline corridor in Rock Island and Henry Counties, IL), the Company's remaining Illinois service territory, and Clinton, Jackson, and Dubuque Counties, IA; and • Docket Nos. CP-89-2002-000 and -001, and CP95-264-000 and -001, which is comprised of Sioux City, Iowa, and its environs and Woodbury County, Iowa and Yankton, Clay, Lincoln and Union counties in South Dakota. Issued: June 6, 2024 Issued by: Arick R. Sears Sr. Vice President, Regulation and Government Affairs Effective: July 1, 2024 Page 53 of 359 MIDAMERICAN ENERGY COMPANY. MIDAMERICAN ENERGY COMPANY Gas Tariff No. 2 Filed with the Iowa Utilities Board 2nd Substitute Original Sheet No. 153 RATE PRG — PRODUCERS OF RENEWABLE GAS TRANSPORTATION SERVICE (continued) DEFINITIONS (continued) Rates Contract means an agreement between the Producer and Company defining the specific terms of service under this rate. Producer means a company or its Agent that makes or processes Renewable Gas. Renewable Gas, also known as biomethane or cleaned biogas, means gas produced from agricultural or municipal waste that, with or without further processing, has characteristics (a) consistent with the provisions of all Company gas standards, and (b) that in the sole view of the Company does not otherwise pose a hazard to inclusion in the Company's distribution lines when co -mingled with natural gas. Demand Based Charges: Basic Service Charge: Negotiated per Delivery Point Meter Class Charge: Negotiated rate pursuant to the Contract Transportation Administration Negotiated rate pursuant to the Contract Charge: Demand Charge: Negotiated rate pursuant to the Contract Quality Monitoring Charge: Negotiated rate pursuant to the Contract Maintenance Charge: Negotiated rate pursuant to the Contract Commodity Based Charges: Commodity Charge: The rate for each Therm received by the Company on the Producer's behalf shall be the negotiated rate pursuant to the Contract Odorization Charge: Negotiated rate pursuant to the Contract Issued: June 6, 2024 Issued by: Arick R. Sears Sr. Vice President, Regulation and Government Affairs Effective: July 1, 2024 Page 54 of 359 MIDAMERICAN ENERGY COMPANY MIDAMERICAN ENERGY COMPANY Gas Tariff No. 2 Filed with the Iowa Utilities Board 2nd Substitute Original Sheet No. 154 RATE PRG — PRODUCERS OF RENEWABLE GAS TRANSPORTATION SERVICE (continued) MINIMUM CHARGE Negotiated rate pursuant to the Contract. RETENTION PERCENTAGE The retention percentage shall be per the terms negotiated in the Contract. BALANCING OPTIONS All balancing and cash -out provisions, in accordance with the approved Iowa Rates, will be applied to the receiving Transportation Customer(s). GENERAL TERMS AND CONDITIONS Except as provided herein and in the Contract under this rate schedule, all other provisions of the Company's Gas Transportation Tariff governing the transportation of natural gas shall apply. BOARD REVIEW The Company shall file all Contracts for service under this rate schedule with the IUB. These Contracts shall be filed confidentially and shall be for review purposes only, no action or approval shall be required by the Board. Issued: June 6, 2024 Issued by: Arick R. Sears Sr. Vice President, Regulation and Government Affairs Effective: July 1, 2024 Page 55 of 359 APPENDIX C LAGOON GAS DATA Page 56 of 359 .-I tO a N I. CO N CO - M M t0 - CO 0) 01 M 0 tO Il'I a M tO N I3 O N n N a .-I tO N .-I O (0 N 01 I3 CO a 0 01 a ill I3 uA t0 tO Ul 0 - 0 N tO 0 CO Al CO t0 a a N N e-I .-Y t0 to M N O Ol N t0 01 O O M 01 01 ul N N 01 N N t0 l0 N N a .-I CO t0 01 O N u) N l0 e-I e-I t0 O t0 O LD . r N t00 a CO Off) COCONi N a N l00 ,0 l.0 a a O0 c0'I tap In u0/ M 03 N 011 a O^ u0/ N 03 0 ua1 0 L.00 N 0 .N'I r l00 CON0 0 t00 t^O 0 VO1 toil N c�-I CON0NO N O0 T a a M IA to ul N a a a a a a a a a a a a a a a a a M a a a a a a a N N N N IN to tO t0 t0 t0 N N IA a IA N N IA t0 N CO It Average Lagoon Gas Flow Per Day (MCF) Total SO2 Emissions Rate (TONS) N 01 Cr 0 0 Flare Gas % Methane CO 01 N .-I 0 0 0 it n .-I N u1 CO M I3 N n ,0 .0 N 0 T CO 0 N r r t0 a N N O N .0 a I3 a tO 1l1 N M U1 01 t0 0 N M al 01 0 N N 0 0 0) t0 M I3 00 O 01 00 10 N 0 tf) u1 N 01 a at '0 M 01 N n a t0 CO M a 00 I,I, N M CO ul M N. NCO Ill al I3 t0 0 0. to N 01 I3 t0 ,4 t0 , 1 CO CO N N h ul .-I N CO CO 0 CA CO ul I3 co I3 CO CO 01 01 LA 01 .-I to CA ul 01 0 01 u1 O u1 ul CA CA 0 O h 0 00 M OD t0 N I3 n 01 O t0 C. .-1 IN . . . . . . . . . . . . . . . . . . . . . . . . . .ay .Mti .^-I tD 00 00 , .N-I ea -I , , , cN-I N , M .N-I N-I .a -I .M-I .. .M-I . .M-I N .M-I . M M-I . .a -I . .. . tD N N N O 00 . N .^-I .. .a -I . .^-I .. 00 O N N a c-I c-I .-i N N N N N N N N N Total Lagoon Gas Flow (MCF) Z' a a Z n a Z' Z 9 n a Z' c a N . m n > u 2 n V ry > m _ > u a n yo > u= n u m w> m n o> u g n u_> v> O Ii O. �- O O O 0) i t0) O. 2- O W 0 0) Ii a 2- O O N= ti Q i- 0) 0 0) 0) O. � ¢ � ¢ ti O z � � ¢ � ¢ ti O z O � ¢ � ¢ v1 O z � � ¢ � ¢ an O z o � ¢ � N N N N N N N N N N N N M M M M M M M M M M M M a a a a a a a a a N to to IA IA IA LA N IllN N LAt0 t0 LD lD lD t0 lD t0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Ol 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 � N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N Page 57 of 359 LA N N CO 01 CO LA rn up 6 0 a a l0 CO s Ot N 00 00 t00 0) CO00N CO00n 00 M 00 t0 N 0 0) l00 a- 0 N .9 N .00 CO M 00 0 a N Ill N .0-I CO M N O 01 a 00 01 CO CO CO 00 01 N 00 N 11N9 N 00 • a pp p. pp. yy. a .1 a O N a 001 N N 0 .-I 00 t0 CO 00)) M M O 0 a 0- a co 0001 00) N N M 0 .9 0 0 CO0. .-I O N N N 00 a '0 00 0) 0 N M Vl CO 00 0 ti N a N ill a 0 0) 0 a -I 0) CO 00 00 01 CO 01 01 01 0 t0 0 00 N Vl ill 0 ill 0 00 00 a co M M M M N M M N M M M .-I N M M M M M N .-I 0 CO Vl lD 0 CO 01 01 00 01 01 01 CO N ' M 1p O a 0 O ti I� u1 M 'I 'IN 0 N 0 0 0 N N M .y O 0 0 0 0 00 N el 0 tD N N CONN CO .-I 0 0 .-I .i .-I .i 0 .-I O O O O O O N M N .-I .-I .-I O O O .i 0 0 N M M N .y N N N N 000000000000000.7 47.7000000000...000000000000 0 0 0 0 0 0 rl .I .Y 0 0 0 0 0 O N N N 0 N N 0 0 0 0 0 0 0) 01 01 0 0 0 0 00 00 CO CO CO CO CO CO 0 0 0 0 00 l0 t0 l0 t0 l0 t0 t0 t0 l0 t0 00 CO 0 a a a a a a a a a CO CO CO CO CO CO .-I .ti .-I .-I .-I .y .-I .y .-I .-I M m N .-i .-I .-I N N N M M a M Ol M Ol M M M M a a' 00 O Cr 0 0 0 N CO 00 0 M M 0 a .-i O 00 00 00 tO aD t0 t0 0 tD 0 tO t0 tO aD t0 t0 O .-I I0 0 00 M 10 M 0 a 0 0 N .-I 0 0) .N-I .-I 0 IN CO t0 0 co 00 N N a M 0 01 .-I t0 t0 N 00 tO 0 0 0 00 N O 0 00 00 01 M 0 0 0 00 0 M 0 0 N a N a 0 .O-I 00 M 0 LA 00 001 N M ON t0D N N COaM N 0 0l Dal .0i .a -I 00) N O 001 O N a 0 0 M 0 t00 0000 0 00 0) t0 t00 00 N o N 00) 000 0 M .O-I .--I 0 CO 000 0 0 00 M 000 O N 0 N 00 O M N N h O 00 N M N .-i 0 0 0 0 tD 0 00 0 0 0 N 0 0 O 0 tD N N 14 0 00 M 0 0 0 N M N N N N N N N N N N N N N N M NNNN N N N N .-I M lO N N N N N M N N N N N N N na Z' :ttna Z' a9 Z 9 9a Z' na Z' a n > 8 _8 V ry v> ,?.0 8_ > 8 a u77 > 0) > m n > 8 u > 0)> m _ o> 8 5 n u m o' > m n > e 5 a - m 0) ¢ in 82 � 2 ¢ 2 ¢ vl O z 0 ¢- O 285 28 ¢ lD tO t0 tO LONNNNNNNNNNNN CO 00 CO CO CO CO CO 00 00 CO 00 CO 01 01 0) 0) 0) 0) 0) 0) 0) 0) 0) 0) 0 0 0 0 0 0 0 0 0 0 0 0 .i .i .-I .i .i .i a -I .-I .-I .-I .i .-I .i .-I .i a -I .-I a -I .-I .i .i .i .-I .i a -I .i a -I .-I .i .i .i .-I .i .i .i a -I .-I a -I N N N N N N N N N N N N N N N N N N O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O 00 O O O O O O • N N N N N N N N N NNNNINNINNNNNNNNN N N N N N N N N N N N N N N NNNNNN N NNNNN N N N N N N N Page 58 of 359 • o IN LA 0 00 001 N 0 N 00 n1 0 CO M. 0 CA O CO 00 n1 0 00 N .M-1 CA 000 00 M. N O CO N M CO 00 0 N 0 0^t Al N 0 e4 N O N 00 00 . . V 01 14 l0 00 - 00 N M 00 00 0) N N 01 00 V M 0- .-I 01 01 t0 I0 M M 1A 00 01 t0 N N N 00 t0 O 00 O N V t0 h 00 01 V M 001 0 .-I .1-1 - . 0 0 .. 01 0 M M N N N N .4. M N N L.0 .M-1 001 0 0 0011 .-1 0 - - N --I --1 .01 --I .1-1 .0-1 0 0 N .. N N --1 0011 0N0 0 0 e-I e-I rl e-I .-I e-I .-I e-I .-I rl e-I .-I e-I a -I e-I .-I e-I .-I rl e-I .-I e-I a -I e-I .-I 00 t0 O N O 01 N .4 M N 00 Ol O ./) N In .-I 4 00 ei Q M .ti 00 0 00 M O r N .1 M O M t0 00 t0 at al N M. i M N C O N R 0 00 00 O N a -I N ill M e-1 M N N 00 N L.-1 0 N N M tD t0 00 Al 00 M V t0 a -I 1- At 00 N 1- N 1- e-I O O O O O O 0 0 0 00 t00 0 N 101f O O 1111 000000000 0 0 l00 0 0 0 N 0 00 D 0 0 0 0 0 0 0 0 0 0 0 0 N 00 0 0 0 001 N N N M 01 01 00 a 4 0 N N 00 1- M 1- N 01 N .'-I O CO 0 01 1- 01 t0 a -I e-I V 0 M 1- e1 O N l0 0 M. M CO .0) M CO 0 M M M e-I rY e-1 e-I eY M .'-I N N N e-I eY e4 e-I rY N M N N M N N .0) ▪ N l00 IOI1 N M 0 CO 1AM1 0 CO 00 01 N COC,'l N 0) 0O 01 CO CO N 0 1- CA 0 0 0 N N 00 01 0 N 00 I/O 01 00 0 N a Al 01 tn0 00 CONN M 00 00 01 N t0 t0 t0 I- O co 00 0 N 1- 01 00 0 0 O 00 .-1 0 N .-I .-I N O 00 N M 00 .-1 O 0 .-1 00 1- V 0 01 M CO O 00 01 1- O M V N 01 a M 01 01 01 .-1 .-I ci Ot N N O M ci O 01 t0 t0 00 a N N tD N M 00 t0 1n 00 I/O 01 t0 M 01 M M M M M M M 01 M M a a a M M M a a a M M M M M M M M M M M M M M 01 M M M M M M M M M M N N M M .--I N N N N N N N N N N N N M M M M M M M M M M M M a 00 a 00 a a 00 a 00 a 00 00 N N N N NNNNN N NNNN N NNNNNNNN N N N N N N N N N N NNNNNNNNNNNNN N N N N 0000000000000000000000000000000000000000000000 N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N Page 59 of 359 Lagoon Detailed Gas Sampling for Methane and Oxygen Content Totals by Day Lagoon Gas Flow (MCF) Lagoon Gas (MMBTU) Methane (%) Oxygen (%) 1/1/2016 484.00 304.00 60.49 4.14 1/2/2016 430.00 248.00 56.60 4.85 1/3/2016 488.00 278.00 55.97 4.9 1/4/2016 421.00 229.00 53.79 4.98 1/5/2016 525.00 304.00 56.89 4.04 1/6/2016 553.0 329.0 58.29 3.76 1/7/2016 578.00 350.00 59.78 3.37 1/8/2016 604.00 376.00 61.45 2.81 1/9/2016 601.00 348.00 60.00 3.27 1/10/2016 524.00 295.00 56.10 4.56 1/11/2016 477.00 265.00 54.85 4.96 1/12/2016 554.00 326.00 57.82 4.22 1/13/2016 612.00 382.00 60.97 3.21 1/14/2016 623.0 395.00 62.08 2.89 1/15/2016 668.00 424.00 62.49 2.81 1/16/2016 698.00 438.00 62.00 2.95 1/17/2016 583.00 354.00 59.31 3.71 1/18/2016 492.00 290.00 57.84 4.28 1/19/2016 588.0 361.00 60.71 3.19 1/20/2016 609.00 388.0 62.19 2.71 1/21/2016 649.00 414.00 62.37 2.8 1/22/2016 681.00 430.00 62.29 2.94 1/23/2016 671.00 433 62.75 2.83 1/24/2016 581.00 359.00 60.71 3.31 1/25/2016 501.00 305.00 59.40 3.76 1/26/2016 574.00 362.00 62.28 2.97 1/27/2016 615.00 392.00 62.71 2.83 1/28/2016 625.00 398.00 62.70 2.86 1/29/2016 647.00 412.00 62.50 2.83 1/30/2016 642.00 411.00 62.85 2.76 1/31/2016 501.00 322.00 60.17 3.7 2/1/2016 478.00 276.00 57.95 4.4 2/2/2016 541.00 332.00 60.66 3.59 2/3/2016 437.00 258.00 58.36 4.16 2/4/2016 523.00 321.00 60.06 3.52 2/5/2016 584.00 362.00 62.25 3.02 2/6/2016 601.0 376.0 62.68 2.96 2/7/2016 564.00 352.00 60.64 3.57 2/8/2016 486.00 370.00 58.08 4.52 2/9/2016 502.00 308.00 59.51 4.27 2/10/2016 541.00 331.00 59.96 4.24 2/11/2016 576.00 352.00 61.03 4.06 4 of 5 Page 60 of 359 Totals by Day Lagoon Gas Flow (MCF) Lagoon Gas (MMBTU) Methane (%) Oxygen (%) 2/12/2016 584.00 356.00 61.01 4.14 2/13/2016 620.00 383.00 61.02 4.11 2/14/2016 476.0 285.00 57.91 4.95 2/15/2016 461.00 254.00 56.04 5.19 2/16/2016 527.00 316.00 59.27 4.23 2/17/2016 571.00 356.00 60.77 3.87 2/18/2016 620.00 389.00 61.94 3.6 2/19/2016 632.0 394.00 61.85 3.47 2/20/2016 640.00 412.0 62.67 3.21 2/21/2016 531.00 317.00 59.48 4.04 2/22/2016 481.00 264.00 56.37 4.74 2/23/2016 571.00 342 59.91 3.77 2/24/2016 631.00 389.00 61.14 3.37 2/25/2016 662.00 411.00 61.55 3.31 2/26/2016 656.00 409.00 61.61 3.36 2/27/2016 604.00 398.00 61.05 3.58 2/28/2016 442.00 267.00 57.46 4.51 2/29/2016 428.00 257.00 57.30 4.78 2/1/2017 883 581 64.55 3.44 2/2/2017 900 519 57.28 4.64 2/3/2017 903 514 55.9 4.92 2/4/2017 951 536 55.78 4.94 2/5/2017 796 453 56.32 4.83 2/6/2017 691 432 62.67 3.58 2/7/2017 867 584 66.08 2.9 2/8/2017 944 630 65.46 3.03 2/9/2017 1019 696 66.98 2.73 2/10/2017 978 684 68.65 2.4 2/11/2017 981 699 69.71 2.19 2/12/2017 561 378 63.67 3.37 2/13/2017 647 399 60.23 4.06 2/14/2017 846 568 65.89 2.94 2/15/2017 891 610 67.05 2.71 2/16/2017 915 636 68.14 2.5 2/17/2017 930 664 69.82 2.17 2/18/2017 973 695 69.86 2.16 2/19/2017 507 335 64.53 3.21 2/20/2017 610 367 59 4.3 2/21/2017 840 580 67.52 2.62 2/22/2017 893 633 69.38 2.25 2/23/2017 919 647 68.92 2.34 2/24/2017 920 641 68.22 2.48 2/25/2017 857 580 66.31 2.86 2/26/2017 777 515 64.88 3.14 2/27/2017 691 437 61.76 3.76 2/28/2017 867 618 69.7 2.19 5 of 5 Page 61 of 359 APPENDIX D LAGOON GAS SAMPLE Page 62 of 359 Centek Laboratories, LLC CLIENT: Unison Solutions Lab Order: C1609057 Project: Planergy-Waterloo Lab ID: C1609057-001A Analyses Result Date: 26-Sep-16 Client Sample ID: Raw Gas Tag Number: 12 Collection Date: 9/15/2016 Matrix: AIR **Limit Qual Units DF Date Analyzed FIELD PARAMETERS Tedlar Date Transfer 9/22/2016 12:10 BTU BY ASTM 3588 BTU Gross or HHV BTU Net or LHV FIXED GAS SERIES Carbon dioxide Carbon Monoxide Methane Nitrogen Oxygen SILOXANE SERIES Decamethylcyclopentasiloxane-D5 Decamethyltetrasiloxane-L4 H exa meth ylcyclotrisi loxa ne-D3 Hexamethyldisiloxane-L2 Octa methyl cyclotetras i loxan a-D4 Octamethyltrisiloxane-L3 Trimethyl silanol Surr: Bromofluorobenzene SULFURS SERIES BY TO-15 1-Propanethiol Carbon disulfide Carbonyl sulfide Dimethyl sulfide Ethyl mercaptan Hydrogen Sulfide Isopropyl mercaptan Methyl mercaptan Surr: Bromofluorobenzene VOC'S METHOD TO15 + TIC 1,1,1,2-Tetrachloroethane 1,1,1-Trichloroethane 1,1,2,2-Tetrachloroethane 1,1,2-Trichloroethane 1,1-Dichloroethane 1,1-Dichloroethene 1,2,3-Trimethylbenzene FLD STM 3588@14.73PSI 640 0 H BTU/cubic ft 580 0 H BTU/cubic ft 19.6 ND 62.9 13.6 3.64 ND ND ND ND ND ND 60 114 46 11 ND 170 69 760000 32 970 114 ND ND ND ND ND ND ND 40 40 40 40 4600 40 100 74.4-153 EPA METHOD 3C 1.90 H % 0.880 0.580 8.30 0.880 H H H H TO-15 20 H 20 H 20 H 20 H 20 H 20 H 20 H 49.7-136 ppbV ppbV ppbV ppbV ppbV ppbV ppbV %REC TO-15 40 H ppbV H,J ppbV H ppbV H ppbV H ppbV H ppbV H,J ppbV H ppbV %REC TO-15 20 H ppbV 20 H ppbV 20 H ppbV 20 H ppbV 20 H ppbV 20 H ppbV 20 H ppbV Analyst: 9/20/2016 Analyst: WD 9/20/2016 9/20/2016 Analyst: WD 9/20/2016 9/20/2016 9/20/2016 9/20/2016 9/20/2016 Analyst: WD 4 9/21/2016 7:05:00 PM 4 9/21/2016 7:05:00 PM 4 9/21/2016 7:05:00 PM 4 9/21/2016 7:05:00 PM 4 9/21/2016 7:05:00 PM 4 9/21/2016 7:05:00 PM 4 9/21/2016 7:05:00 PM 4 9/21/2016 7:05:00 PM Analyst: WD 4 9/21/2016 7:05:00 PM 4 9/21/2016 7:05:00 PM 4 9/21/2016 7:05:00 PM 4 9/21/2016 7:05:00 PM 4 9/21/2016 7:05:00 PM 460 9/22/2016 8:00:00 PM 4 9/21/2016 7:05:00 PM 10 9/21/2016 7:38:00 PM 4 9/21/2016 7:05:00 PM Analyst: WD 4 9/21/2016 9:58:00 PM 4 9/21/2016 9:58:00 PM 4 9/21/2016 9:58:00 PM 4 9/21/2016 9:58:00 PM 4 9/21/2016 9:58:00 PM 4 9/21/2016 9:58:00 PM 4 9/21/2016 9:58:00 PM Qualifiers: ** B H JN s Quantitation Limit Analyte detected in the associated Method Blank Holding times for preparation or analysis exceeded Non -routine analyte. Quantitation estimated. Spike Recovery outside accepted recovery limits E J ND Results reported are not blank corrected Estimated Value above quantitation range Analyte detected below quantitation limit Not Detected at the Limit of Detection Page 1 of 3 Page 63 of 359 Centek Laboratories, LLC Date: 26-Sep-16 CLIENT: Unison Solutions Client Sample ID: Raw Gas Lab Order: C1609057 Tag Number: 12 Project: Planergy-Waterloo Collection Date: 9/15/2016 Lab ID: C1609057-001A Matrix: AIR Analyses Result **Limit Qual Units DF Date Analyzed VOC'S METHOD TO15 + TIC TO-15 Analyst: WD 1,2,4-Trichlorobenzene ND 20 H ppbV 4 9/21/2016 9:58:00 PM 1,2,4-Trimethylbenzene ND 20 H ppbV 4 9/21/2016 9:58:00 PM 1,2-Dibromoethane ND 20 H ppbV 4 9/21/2016 9:58:00 PM 1,2-Dichlorobenzene ND 20 H ppbV 4 9/21/2016 9:58:00 PM 1,2-Dichloroethane ND 20 H ppbV 4 9/21/2016 9:58:00 PM 1,2-Dichloropropane ND 20 H ppbV 4 9/21/2016 9:58:00 PM 1,3,5-Trimethylbenzene ND 20 H ppbV 4 9/21/2016 9:58:00 PM 1,3-butadiene ND 20 H ppbV 4 9/21/2016 9:58:00 PM 1,3-Dichlorobenzene ND 20 H ppbV 4 9/21/2016 9:58:00 PM 1,4-Dichlorobenzene ND 20 H ppbV 4 9/21/2016 9:58:00 PM 1,4-Dioxane ND 40 H ppbV 4 9/21/2016 9:58:00 PM 2,2,4-trimethylpentane ND 20 H ppbV 4 9/21/2016 9:58:00 PM 2-Chlorotoluene ND 20 H ppbV 4 9/21/2016 9:58:00 PM 4-ethyltoluene ND 20 H ppbV 4 9/21/2016 9:58:00 PM Acetone 370 40 H ppbV 4 9/21/2016 9:58:00 PM Acrolein ND 20 H ppbV 4 9/21/2016 9:58:00 PM Ally! chloride ND 20 H ppbV 4 9/21/2016 9:58:00 PM Benzene ND 20 H ppbV 4 9/21/2016 9:58:00 PM Benzyl chloride ND 20 H ppbV 4 9/21/2016 9:58:00 PM Bromodichloromethane ND 20 H ppbV 4 9/21/2016 9:58:00 PM Bromoform ND 20 H ppbV 4 9/21/2016 9:58:00 PM Bromomethane ND 20 H ppbV 4 9/21/2016 9:58:00 PM Butane ND 20 H ppbV 4 9/21/2016 9:58:00 PM Carbon disulfide 20 20 H ppbV 4 9/21/2016 9:58:00 PM Carbon tetrachloride ND 20 H ppbV 4 9/21/2016 9:58:00 PM Chlorobenzene ND 20 H ppbV 4 9/21/2016 9:58:00 PM Chloroethane ND 20 H ppbV 4 9/21/2016 9:58:00 PM Chloroform ND 20 H ppbV 4 9/21/2016 9:58:00 PM Chloromethane ND 20 H ppbV 4 9/21/2016 9:58:00 PM cis-1,2-Dichloroethene ND 20 H ppbV 4 9/21/2016 9:58:00 PM cis-1,3-Dichloropropene ND 20 H ppbV 4 9/21/2016 9:58:00 PM Cumene ND 20 H ppbV 4 9/21/2016 9:58:00 PM Cyclohexane ND 20 H ppbV 4 9/21/2016 9:58:00 PM Dibromochloromethane ND 20 H ppbV 4 9/21/2016 9:58:00 PM Ethanol 49 20 H ppbV 4 9/21/2016 9:58:00 PM Ethyl acetate 13 40 H,J ppbV 4 9/21/2016 9:58:00 PM Ethylbenzene ND 20 H ppbV 4 9/21/2016 9:58:00 PM Freon 11 ND 20 H ppbV 4 9/21/2016 9:58:00 PM Freon 113 ND 20 H ppbV 4 9/21/2016 9:58:00 PM Freon 114 ND 20 H ppbV 4 9/21/2016 9:58:00 PM Qualifiers: ** Quantitation Limit Results reported are not blank corrected B Analyte detected in the associated Method Blank E Estimated Value above quantitation range H Holding times for preparation or analysis exceeded J Analyte detected below quantitation limit JN Non -routine analyte. Quantitation estimated. ND Not Detected at the Limit of Detection S Spike Recovery outside accepted recovery limits Page 2 of 3 Page 64 of 359 Centek Laboratories, LLC CLIENT: Unison Solutions Lab Order: C1609057 Project: Planergy-Waterloo Lab ID: C1609057-001A Analyses Result Date: 26-Sep-16 Client Sample ID: Raw Gas Tag Number: 12 Collection Date: 9/15/2016 Matrix: AIR **Limit Qual Units DF Date Analyzed VOC'S METHOD TO15 + TIC Freon 12 Heptane Hexachloro-1,3-butadiene Hexane Isopropyl alcohol m&p-Xylene Methyl Butyl Ketone Methyl Ethyl Ketone Methyl Isobutyl Ketone Methyl methacrylate Methyl tert-butyl ether Methylene chloride Nonane o-Xylene Pentane Propylbenzene Propylene Styrene t-Butyl alcohol Tetrachloroethylene Tetrahydrofuran Toluene trans-1,2-Dichloroethene trans-1,3-Dichloropropene Trichloroethene Vinyl acetate Vinyl Bromide Vinyl chloride Surr: Bromofluorobenzene TIC: Dimethyl sulfide TIC: Limonene TIC: Methanethiol TIC: Naphthalene, decahydro-, trans - TIC: Octane TIC: trans-Decalin, 2-methyl- TIC: Undecane TO-15 Analyst: WD ND 20 H ppbV 4 9/21/2016 9:58:00 PM 32 20 H ppbV 4 9/21/2016 9:58:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM 32 20 H ppbV 4 9/21/2016 9:58:00 PM 49 20 H ppbV 4 9/21/2016 9:58:00 PM ND 40 H ppbV 4 9/21/2016 9:58:00 PM ND 40 H ppbV 4 9/21/2016 9:58:00 PM 56 40 H ppbV 4 9/21/2016 9:58:00 PM ND 40 H ppbV 4 9/21/2016 9:58:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM 110 20 H ppbV 4 9/21/2016 9:58:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM 340 20 H ppbV 4 9/21/2016 9:58:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM 4900 460 H ppbV 92 9/22/2016 8:39:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM ND 20 H ppbV 4 9/21/2016 9:58:00 PM 98.5 61.2-140 %REC 4 9/21/2016 9:58:00 PM 180 0 JN ppbV 4 9/21/2016 9:58:00 PM 66 0 JN ppbV 4 9/21/2016 9:58:00 PM 640 0 JN ppbV 4 9/21/2016 9:58:00 PM 58 0 JN ppbV 4 9/21/2016 9:58:00 PM 61 0 JN ppbV 4 9/21/2016 9:58:00 PM 52 0 JN ppbV 4 9/21/2016 9:58:00 PM 74 0 JN ppbV 4 9/21/2016 9:58:00 PM Qualifiers: ** B H JN S Quantitation Limit Analyte detected in the associated Method Blank Holding times for preparation or analysis exceeded Non -routine analyte. Quantitation estimated. Spike Recovery outside accepted recovery limits E J ND Results reported are not blank corrected Estimated Value above quantitation range Analyte detected below quantitation limit Not Detected at the Limit of Detection Page 3 of 3 Page 65 of 359 APPENDIX E INSURANCE SPECIFICATIONS Page 66 of 359 APPENDIX E INSURANCE SPECIFICATIONS Developer shall meet the following insurance requirements: 1. Workers' Compensation coverage A per the statutory limits of the State of Iowa, with at least $500,000 in Employers' Liability. 2. Comprehensive General Liability (occurrence form), limits of liability $1,000,000 per occurrence and $2,000,000 in the aggregate for bodily injury property damage to include Premises/Operations; Products, Completed Operations and Contractual Liability; Contractual Liability and Contractual Indemnity (Hold harmless endorsement exactly as written in "insurance requirements" of specifications). 3. Automobile Liability: $1,000,000 each occurrence - owned/non-owned/hired automobiles included. 4. Excess Liability: $10,000,000 per occurrence to follow the primary coverages. 5. Professional Errors and Omissions Liability: $1,000,000 per occurrence and $2,000,000 in the aggregate. 6. The City and Strand must be named as an additional insured on the liability policies, and it must be stated on the certificate. Coverage shall be written on a primary and non-contributory basis and shall include a waiver of subrogation in favor of the City of Waterloo and Strand. 7. Other insurance as indicated: a. Liquor Liability - $1,000,000 b. Fire Legal Liability - $300,000 c. Employee Dishonesty Bond - $100,000 8. All such policies shall be in form and with insurance carriers acceptable to the City of Waterloo. Each such policy shall provide that thirty (30) days' prior written notice of cancellation must be given to City before cancellation of the policy will be effective. Seller will take all steps required to prevent all such insurance from lapsing or being canceled. Seller will submit a duly signed certificate of insurance issued by an insurer acceptable to City for the aforementioned insurance coverage. 9. Failure to procure or maintain required insurance program shall constitute a material breach of Agreement under which the City may immediately terminate the proposed Agreement. 1 of 1 Page 67 of 359 APPENDIX F EXISTING CITY AIR PERMITS Page 68 of 359 Air Quality Construction Permit Permit Number: 10-A-536-S3 Plant Number: 07-01-161 Company: Waterloo WPCF — Independence Ave. Contact Person: Brian Bowman Operations Director (319) 291-4553 Brian.bowman@waterloo-ia.org 3505 Easton Ave. Waterloo, IA 50702 Emission Point ID: 5-01 Responsible Party: Brian Bowman Operations Director Permitted Equipment Table 1— Emission Unit(s) and Control Equipment: EU ID 05 Description Maximum Rated Capacity Control Equipment Description and ID Biogas generation from a covered anaerobic lagoon 37.8 million gallons — lagoon volume 88,150 scf/hr biogas combusted Varec Open Flare (CE- 05) Equipment Location: 2749 Independence Ave. Waterloo, IA 50707 Issuance of this permit shall not relieve the owner or operator of the responsibility to comply fully with applicable provisions of the State Implementation Plan (SIP), and any other requirements of local, state, and federal law. Table 2 — Project Issuance Information Project Number Project Description Stack Testing Issuance Date 23-094 Modify Operating Limits and Emission Limits No 06/28/23 Under the Direction of the Director of the Department of Natural Resources ITC Page 69 of 359 Waterloo WPCF Waterloo, Iowa Biogas Flare #2 (EP-5-01) Page 2 of 10 (10-A-536-S3) PERMIT CONDITIONS 1. Emission Limits The owner or operator is required to report all emissions as required by law, regardless of whether a specific emission limit has been established in this permit. The following emission limits shall not be exceeded: Table 3 — Emission Limits Pollutant lb/hrl tons/yr2 Other Limits Reference/Basis Particulate Matter (PM) — State 1.03 NA 0.1 gr/dscf 567 IAC 23.3(2)"a" Opacity NA NA 40%4' 5 567 IAC 23.3(2)"d" Sulfur Dioxide (SO2) 49.03 83.06 500 ppmv 567 IAC 23.3(3)"e"' Synthetic Minor Title V Nitrogen Oxides (NOX) 3.973 NA NA NA Carbon Monoxide (CO) 21.63 80.0' 245.71bs/MMcf of biogas Synthetic Minor Title V ' The emission limit is expressed as the average of three runs. 2 The emission limit is based on a 12-month rolling total. 3 Emission limits established to limit the unit's potential to emit. 4 The emission limit is based on a six minute average. 5 An exceedance of the indicator opacity of 10% will require the owner or operator to promptly investigate the emission unit and make corrections to operations or equipment associated with the exceedance. If exceedances continue after the corrections, the Department may require additional proof to demonstrate compliance (e.g., stack testing). 6 The annual SO2 limit is established so that the facility is a synthetic minor source for Title V and is based on the recordkeeping in Condition 5. 7 The annual CO limit is based on the annual operating limit for biogas in Condition 5 and the limit of 245.7 lbs CO/MMcf of biogas. 2. Compliance Demonstration(s) If an initial stack test is specified in the "Compliance Demonstration" table, the owner or the owner's authorized agent shall demonstrate compliance with the emission limitations contained in Condition 1 (Emission Limits) within the applicable time period specified below: • Within 60 days after achieving the maximum production rate but not later than 180 days after the initial startup date of the proposed equipment for the addition of new equipment or the physical modification of existing equipment or control equipment. • Within 90 days of the issuance of this permit if there is no physical modification to any emission units or control equipment. If any additional stack testing beyond an initial test (i.e. quarterly, semi-annual, annual, etc.) is required in "Compliance Demonstration" table, the owner or the owner's authorized agent shall demonstrate compliance with the emission limitations contained in Condition 1 (Emission Limits) as specified in the "Compliance Demonstration Table." See Conditions 12.A.(4) and 12.B.(5) for notification and reporting requirements. If stack testing is required, the owner or the owner's authorized agent shall use the test method and run time listed in the "Compliance Demonstration" table unless another testing methodology is approved by the Department before testing. Page 70 of 359 Waterloo WPCF Waterloo, Iowa Biogas Flare #2 (EP-5-01) (10-A-536-S3) Table 4 - Compliance Demonstrations Page 3of10 Pollutant Compliance Frequency Methodology Test Run Time Test Method PM — State None NA 1 hour 40 CFR 60, Appendix A, Method 5 40 CFR 51 Appendix M Method 202 Opacity None NA 1 hour 40 CFR 60, Appendix A, Method 9 SO2 Analysis of biogas for H2S content See note 1 NA See note 1 NO. None NA 1 hour 40 CFR 60, Appendix A, Method 7E CO None NA 1 hour 40 CFR 60, Appendix A, Method 10 I Compliance with the hourly SO2 limit shall be determined by complying with the H2S limit of 3400 ppmv for the biogas burned in the flare. Testing shall be done in accordance with Condition 5.E. of the permit. Each emissions compliance test must be approved by the Department. Unless otherwise specified by the Department, each compliance test for an air pollutant, excluding opacity, shall consist of three separate runs. The arithmetic mean of three acceptable test runs shall apply for compliance, unless otherwise indicated by the Department. Opacity compliance tests shall consist of a minimum of three, 1-hour runs of observations. Opacity shall be determined as the average of any 24 consecutive, 15-second observations from the data set. The opacity observation duration and averaging time requirements apply unless otherwise specified by federal rule, specified in this permit, or granted prior written approval by the Department. In accordance with 567 IAC 25.1(7)"a": (1) At the Department's request, a pretest meeting shall be held not later than 15 days before the owner or operator conducts the compliance demonstration. A testing protocol shall be submitted to the Department no later than 15 days before the owner or operator conducts the compliance demonstration. Representatives from the Department shall attend this meeting, along with the owner and the testing firm, if any. It shall be the responsibility of the owner to coordinate and schedule the pretest meeting. (2) A representative of the Department shall be permitted to witness the stack tests. In order to allow a Department representative the opportunity to observe a stack test, each test must begin on a weekday, between the hours of 6 am to 6 pm. Alternative stack test times may be granted through written Department approval prior to testing. (3) The Department shall reserve the right to impose additional, different, or more detailed testing requirements. The owner shall be responsible for the installation and maintenance of test ports. The unit(s) being sampled shall be operated in a normal manner (i.e. not under startup or shutdown conditions) at (a) its maximum continuous production or operating rating as rated by the equipment manufacturer, which is listed on either the first page or Condition 3, Emission Point Characteristics, of this permit, or (b) a permitted rating listed elsewhere in this permit that is less than the maximum continuous production or operating rating as rated by the equipment manufacturer. If the compliance test is conducted at less than (a) or (b) above then the owner or operator shall either retest the unit(s) under the conditions of (a) or (b) above or the Department may require additional information or action to determine the unit(s) compliance status with applicable emission limits. This information or action includes, but is not limited to, a permit amendment, additional testing, continuous monitoring, and operating data. Page 71 of 359 Waterloo WPCF Biogas Flare #2 (EP-5-01) Page 4 of 10 Waterloo, Iowa (10-A-536-S3) 3. Emission Point Characteristics This emission point shall conform to the specifications listed in the table below. Table 5 — Emission Point Parameters Parameter Value Stack Height (feet from the ground) 16 Feet Discharge Style Vertical, unobstructed Stack Outlet Dimensions (inches) 6 inches Exhaust Temperature (°F) 1400°F Exhaust Flowrate (scfm) 10,000 scfm The temperature and flowrate are intended to be representative and characteristic of the design of the permitted emission point. The Department recognizes that the temperature and flow rate may vary with changes in the process and ambient conditions. If it is determined that any of the emission point characteristics above are different than the values stated, the owner or operator shall submit a request either by electronic mail or written correspondence to the Department within 30 days of the discovery to determine if a permit amendment is required, or submit a permit application requesting to amend the permit. 4. Federal Standards A. New Source Performance Standards (NSPS): This emission unit is not subject to any NSPS subparts at this time as there are no applicable subparts for its source category. NOTE: The absence of the inclusion of any NSPS requirements as part of this permit does not relieve the owner or operator from any obligation to comply with all applicable NSPS conditions. B. National Emission Standards for Hazardous Air Pollutants (NESHAP): This emission unit is not subject to any NESHAP subparts at this time as there are no applicable subparts for its source category. NOTE: The absence of the inclusion of any NESHAP requirements as part of this permit does not relieve the owner or operator from any obligation to comply with all applicable NESHAP conditions. Page 72 of 359 Waterloo WPCF Waterloo, Iowa Biogas Flare #2 (EP-5-01) Page 5 of 10 (10-A-536-S3) 5. Operating Requirements with Associated Monitoring and Recordkeeping Unless specified by any federal regulation, all records as required by this permit shall be available on -site for a minimum of two years and shall be available for inspection by the Department. Records shall be legible and maintained in an orderly manner. The operating requirements and associated recordkeeping for this permit shall be: A. Flare #2 (CE-05) is used to burn biogas generated by a wastewater lagoon. The flare (CE-05) shall be equipped with a continuous pilot to ignite the biogas. The pilot burner system shall be capable of operating at all times. The flare shall be operated and maintained in accordance with the recommendations of the manufacturer. B. The biogas generated by the wastewater lagoon shall be captured and vented to the flare at all times. The owner or operator shall maintain the cover on the lagoon in good condition at all times. (1) The owner or operator shall maintain a record of all periods when uncaptured biogas was emitted from the lagoon or when biogas was emitted from EP-05 without the pilot burner ignition system in operation. The owner or operator shall report these periods to the Department in accordance with Condition 12.B. of the permit. C. The total amount of biogas burned in Flare #2 (CE-05) shall not exceed 651 MMcf (million cubic feet) per any rolling 12-month period. (1) The owner or operator shall determine the amount of biogas burned daily in Flare #2 (CE-05). (2) The owner or operator shall maintain the following monthly records: a. The amount of biogas burned in Flare #2 (CE-05), in million cubic feet; and b. The rolling 12-month total amount of the biogas burned in Flare #2 (CE-05), in million cubic feet. D. The hydrogen sulfide content of the biogas combusted in Flare #2 (CE-05) shall not exceed 0.34% by volume (3400 ppmv). This limit applies at all times, including periods of startup, shutdown and malfunctions. E. The owner or operator shall measure and record on a monthly basis the hydrogen sulfide (H2S) concentration of the biogas burned in the flare (CE-05). For each gas sample taken, the owner or operator shall record the following information: the date the sample was collected, the name of the laboratory that performed the analysis, the method used to analyze the gas, and the hydrogen sulfide concentration in the parts per million by volume. Page 73 of 359 Waterloo WPCF Biogas Flare #2 (EP-5-01) Page 6 of 10 Waterloo, Iowa (10-A-536-S3) F. If a monthly H2S concentration of the biogas ever exceeds 3400 ppmv, the owner or operator shall determine the maximum hourly SO2 emission rate in the month from Flare #2 (CE-05) in pounds per hour. This shall be done by using the actual H2S concentration measured and the maximum hourly amount of biogas combusted in any hour in the month. The maximum amount of biogas burned in an hour shall be determined by dividing the maximum biogas combusted in any day in the month by 24. The equation in Condition S.F. shall then be used to determine the maximum hourly SO2 emission rate for the month. Based on this calculation, if the maximum hourly SO2 emissions exceeds 49.0 pounds per hour, the owner or operator shall submit a report to the Department in accordance with Condition 12.B. of this permit. ESO2 = (H2S/3400) x 556 x (CFgas/106) x 1/2000 Where: ESO2 = pounds of SO2 emitted H2S = measurement of H2S concentration in biogas in ppmv for the month 3400 = H2S permit limit in ppmv 556 = lbs SO2/106 cubic feet of biogas burned (emission factor based on 3400 ppmv H2S in biogas) CFgas = amount of biogas burned in Flare #2 in an hour (cubic feet) This calculation shall be done no later than 14 days from the end of the month. G. In order to show compliance with the SO2 emission limit of 83.0 tons per year, the owner or operator shall determine each month the following: (1) The amount of SO2 emissions from Flare #2 (CE-05) in tons. This shall be determined by using the following equation: ESO2 = (H2S/3400) x 556 x (CFgas/106) x 1/2000 Where: ESO2 = tons of SO2 emitted H2S = measurement of H2S concentration in biogas in ppmv for the month 3400 = H2S permit limit in ppmv 556 = lbs S02/106 cubic feet of biogas burned (emission factor based on 3400 ppmv H2S in biogas) CFgas = amount of biogas burned in Flare #2 in the month (cubic feet) (2) The rolling 12-month total amount of SO2 emissions from Flare #2 (CE-05) in tons. This calculation shall be done by no later than 14 days from the end of the month. H. If the rolling 12-month total amount of SO2 emissions from Flare #2 (CE-05) exceeds 66.0 tons per year, the owner or operator shall immediately begin keeping the following daily records: (1) The amount of SO2 emissions from Flare #2 (CE-05) in pounds or tons. (2) The 365-day rolling total of the amount of SO2 emissions from Flare #2 (CE-05) in tons. If daily usage records are not available for every day of the month, then the entire month's emissions must be included in the 365-day rolling total calculation until that month is outside the 365-day time period. Daily calculations for SO2 emissions shall continue until the 365-day rolling total of the amount of SO2 emissions from Flare #2 (CE-05) drops below 66.0 tons per year for the remainder of the current calendar month plus one additional calendar month. At that time, rolling daily calculations of SO2 emissions will cease per Condition S.H. of this permit. If the emissions once again exceed 66.0 tons, daily recordkeeping will be required per Condition S.H. of this permit. Page 74 of 359 Waterloo WPCF Biogas Flare #2 (EP-5-01) Page 7 of 10 Waterloo, Iowa (10-A-536-S3) I. The owner or operator shall develop an operating and maintenance plan for Flare #2 (CE-05) and the gas monitoring equipment, including a preventative maintenance schedule that is consistent with the manufacturer's instructions for routine and long-term maintenance. (1) The owner or operator shall maintain a record of all inspections and maintenance and any action resulting from the inspection and maintenance of Flare #2 (CE-05) and the gas monitoring equipment. 6. Continuous Monitoring Systems (CMS) No continuous monitoring systems are required at this time. 7. Department Review This permit is issued under the authority of 567 Iowa Administrative Code (IAC) 22.3. The proposed equipment covered by this permit has been evaluated for conformance with the emission limits in this permit; Iowa Code Chapter 455B; 567 IAC Chapters 20 — 35; and 40 Code of Federal Regulations (CFR) Parts 51, 52, 60, 61, and 63 and has the potential to comply. Unless stated elsewhere in this permit, any control equipment covered by this permit shall operate at all times when the emission unit(s) covered by this permit are in operation. This permit is issued based on information submitted by the applicant. Any misinformation, false statements or misrepresentations by the applicant or by the applicant's representative(s) shall cause this permit to be void. No review has been undertaken on the engineering aspects of the equipment or control equipment other than the potential of that equipment for reducing air contaminant emissions. The Department assumes no liability, directly or indirectly, for any loss due to damage to persons or property caused by, resulting from, or arising out of the design, installation, maintenance or operation of the proposed equipment. 8. Owner and Operator Responsibility This permit is for the construction and operation of specific emission unit(s), control equipment, and emission point as described in this permit and in the application for this permit. The permit holder, owner, and operator of the facility shall assure that the installation of the equipment listed in this permit conforms to the design in the application (i.e. type, maximum rated capacity, etc.). No person shall construct, install, reconstruct or alter this emission unit(s), control equipment, or emission point without the required amended permit. Any owner or operator of the specified emission unit(s), control equipment, or emission point, including any person who becomes an owner or operator subsequent to the date on which this permit is issued, is responsible for assuring that the installation, operation, and maintenance of the equipment listed in this permit is in compliance with the provisions of this permit and all other applicable requirements and that adequate operation and maintenance is provided to ensure that no condition of air pollution is created. 9. Transferability Unless the equipment is portable, this permit is not transferable from one location to another or from one piece of equipment to another. See Condition 12.A.(2) for notification requirements for relocating portable equipment [567 IAC 22.3(3)"f']. Page 75 of 359 Waterloo WPCF Waterloo, Iowa 10. Construction Biogas Flare #2 (EP-5-01) Page 8 of 10 (10-A-536-S3) A. General Requirements: It is the owner's responsibility to ensure that construction conforms to the final plans and specifications as submitted. In permit amendments, all provisions of the original permit remain in full force and effect unless they are specifically changed by the permit amendment. If a proposed project is not timely completed, the owner or operator shall seek a permit amendment in order to revert back to the most recent previous version of the permit. The previous, unchanged permit provisions are included in the amendment for your convenience only and are unappealable. This permit or amendment shall become void if any one of the following conditions occurs: (1) The construction or implementation of the proposed project, as it affects the emission point permitted herein, is not initiated within 18 months after the permit issuance date; or (2) The construction or implementation of the proposed project, as it affects the emission point permitted herein, is not completed within 36 months after the permit issuance date; or (3) The construction or implementation of the proposed project, as it affects the emission point permitted herein, is not completed within a time period specified elsewhere in this permit. B. Changes to Plans and Specifications: The owner or operator shall amend this permit or amendment prior to startup of the equipment if: (1) Any changes are made to the final plans and specifications submitted for the proposed project; or (2) This permit becomes void. Changes to the fmal plans and specifications shall include changes to plans and specifications for permitted equipment and control equipment and the specified operation thereof. C. Amended Permits: The owner or operator may continue to act under the provisions of the previous permit for the affected emission unit(s) and emission point, together with any previous amendment to the permit, until one of the following conditions occurs: (1) The proposed project authorized by this amendment is completed as it affects the emission unit(s) and emission point permitted herein; or (2) This current amendment becomes void. 11. Excess Emissions An incident of excess emissions other than as listed in 567 IAC 24.1(1) is a violation and may be subject to criminal penalties according to Iowa Code 455B.146A. If excess emissions are occurring, either the control equipment causing the excess shall be repaired in an expeditious manner, or the process generating the emissions shall be shut down within a reasonable period of time, as specified in 567 IAC 24.1. An incident of excess emissions shall be orally reported by telephone, electronic mail or in person to the appropriate field office within eight hours of, or at the start of, the first working day following the onset of the incident [See Permit Condition 12.B.(1)]. A written report of an incident of excess emissions shall be submitted as a follow-up to all required initial reports within seven days of the onset of the upset condition [See Permit Condition 12.B.(2)]. Page 76 of 359 Waterloo WPCF Waterloo, Iowa Biogas Flare #2 (EP-5-01) Page 9 of 10 (10-A-536-S3) 12. Notification, Reporting, and Recordkeeping A. The owner or operator shall furnish the Department the following written notifications: (1) In accordance with 567 IAC 22.3(3)"b": a. The date construction, installation, or alteration is initiated postmarked within 30 days following initiation of construction, installation, or alteration. b. The actual date of startup, postmarked within 15 days following the start of operation. (2) In accordance with 567 IAC 22.3(3)"f," when portable equipment for which a permit has been issued is to be transferred from one location to another, the Department shall be notified: a. At least 14 days before equipment relocation if the equipment will be located in a nonattainment area for the National Ambient Air Quality Standards (NAAQS) or a maintenance area for the NAAQS. b. At least 7 days before equipment relocation. (3) In accordance with 567 IAC 22.3(8), a new owner shall notify the Department of the transfer of equipment ownership within 30 days of the occurrence. The notification shall include the following information: • The date of ownership change; the name, address, and telephone number of the responsible official, the contact person, and the owner of the equipment both before and after the ownership change; and the construction permit number(s) of the equipment changing ownership. (4) Unless specified, in accordance with a federal regulation, the owner or the owner's authorized agent shall notify the Department in writing not less than thirty 30 days before a required test or performance evaluation of a continuous emission monitor [567 IAC 25.1(7)]. The notification shall include: • The time; the place; the name of the person who will conduct the tests; and other information as required by the Department. If the owner or operator does not provide timely notice to the Department, the Department shall not consider the test results or performance evaluation results to be a valid demonstration of compliance with the applicable rules or permit conditions. Upon written request, the Department may allow a notification period of less than 30 days. B. The owner or operator shall furnish the Department with the following reports: (1) In accordance with 567 IAC 24.1(2), an incident of excess emissions as defined in 567 IAC 20.2 shall be reported within eight hours or at the start of the first working day following the onset of the incident. The report may be made by electronic mail, in person or by telephone. (2) In accordance with 567 IAC 24.1(3), a written report of an incident of excess emissions as defined in 567 IAC 20.2 shall be submitted as a follow-up to all required initial reports to the Department within seven days of the onset of the upset condition. (3) Operation of this emission unit(s) or control equipment outside of those operating parameters specified in Permit Condition 5 in accordance to the schedule set forth in 567 IAC 24.1. (4) In accordance with 567 IAC 25.1(6), the owner or operator of any facility required to install a continuous monitoring system or systems shall provide quarterly reports to the Director, no later than 30 calendar days following the end of the calendar quarter, on forms provided by the Director. (5) In accordance with 567 IAC 25.1(7), a written compliance demonstration report for each compliance testing event, whether successful or not, postmarked no later than six weeks after the completion of the test period unless other regulations provide for other notification requirements. In that case, the more stringent reporting requirement shall be met. Page 77 of 359 Waterloo WPCF Biogas Flare #2 (EP-5-01) Page 10 of 10 Waterloo, Iowa (10-A-536-S3) C. All data, records, reports, documentation, construction plans, and calculations required under this permit shall be available at the plant during normal business hours for inspection and copying by federal, state, or local air pollution regulatory agencies and their authorized representatives, for a minimum of two (2) years from the date of recording unless otherwise required by another applicable law (i.e. NSPS, NESHAP, etc.). D. Information regarding this permit should be sent to the attention of the following individuals based on the type of information being submitted: change in ownership (Air Quality Bureau Records Center), permit correspondence (Construction Permit Supervisor), stack testing correspondence (Stack Test Coordinator), and reports and notifications (Compliance Unit Supervisor and DNR Field Office). The addresses are: Air Quality Bureau Iowa Department of Natural Resources 502 E. 9th St. Des Moines, IA 50319 Telephone: (515) 725-8200 Fax: (515) 725-9501 DNR Field Office 1 1101 Commercial Ct, Suite 10 Manchester, IA 52057 Telephone: (563) 927-2640 Fax: (563)927-2075 13. Appeal Rights All conditions within an original permit may be appealed, subject to the appeal rights set forth in 561 IAC Chapter 7. Amended conditions within a permit amendment may be appealed, subject to the appeal rights set forth in 561 IAC Chapter 7. In permit amendments, all provisions of the original permit remain in full force and effect unless they are specifically changed by the permit amendment. The previous, unchanged permit provisions are included in the amendment for your convenience only and are unappealable. 14. Permit History Table 6 — Permit History Permit No. Project No. Description Date Stack Testing 10-A-536 10-368 Permit As -Built Source 11/24/10 No 10-A-536-S1 11-461 Increase Hourly Operational Limitation 12/20/11 No 10-A-536-S2 17-211 Modify Operating Limit 01/26/18 No END OF PERMIT Page 78 of 359 APPENDIX G ANAEROBIC LAGOON FACILITIES PLAN Page 79 of 359 hel STRAND ASSOCIATES® Excellence in Engineerings"' Strand Associates, Inc.° 910 West Wingra Drive Madison, WI 53715 (P) 608.251.4843 www.strand.com November 24, 2025 Mr. Brad Manahl, Assistant Director/Treatment Operations Supervisor Waste Management Services 3505 Easton Avenue Waterloo, IA 50702 Re: Anaerobic Lagoon Facilities Plan (Plan) City of Waterloo, Iowa (City) Dear Brad, Enclosed is an electronic copy of the final Plan for the anaerobic lagoon project. Please call 608-251-4843 with questions. Sincerely, STRAND ASSOCIATES, INC.® Samuel K. Hocevar, P.E. Enclosure: Report SKH:sjl\R:\MAD\Documents\Reports\Archive\2025\Waterloo, IA\Anaerobic Lagoon Fac Plan.4463.019.SKH.Aug\Report\Report.docx\112425 Arizona I Illinois I Indiana I Iowa I Kentucky I Ohio I Tennessee I Texas I Wisconsh Page 80 of 359 Report for City of Waterloo, Iowa Anaerobic Lagoon Facilities Plan Prepared by: STRAND ASSOCIATES, INC.' 910 West Wingra Drive Madison, WI 53715 www.strand.com November 2025 heti STRAND ASSOCIATES® Excellence in Engineerings" Page 81 of 359 CERTIFICATION PAGE CITY OF WATERLOO, IOWA ANAEROBIC LAGOON FACILITIES PLAN `14., : SAMUEL K. �' "' HOCEVAR Z v . P29876 ' ,m >`' '� . .. ,..! IOW P SEAL hereby certify that this engineering document was prepared by me or under my direct personal supervision and that I am a duly licensed Professional Engineer under the laws of the State of Iowa. FOR STRAND ASSOCIATES, INC.® Samuel K. Hoceva, P.E. License Number P29876 My license renewal date is December 31, 2026 Report sections covered by this seal: All sections unless otherwise noted. Date Page 82 of 359 TABLE OF CONTENTS Page No. or Following ANAEROBIC LAGOON FACILITIES PLAN Introduction 1 Location of Study 1 Existing Facilities 1 Flow and Loading Data 5 Pretreatment Facility Deficiencies, Needs, and Implementation 12 TABLES Table 1 Anaerobic Lagoon Design Criteria 1 Table 2 Anaerobic Lagoon Influent Flow 6 Table 3 Anaerobic Lagoon Influent BOD Loading 6 Table 4 Anaerobic Lagoon Effluent BOD Loading 8 Table 5 Anaerobic Lagoon Gas Production 11 Table 6 Project Design Flow and Load to Anaerobic Lagoon 11 Table 7 OPCC 13 Table 8 Overall Project Schedule 13 FIGURES Figure 1 Location of Study 1 Figure 2 Overall Site Plan 1 Figure 3 Lagoon Cross Section 2 Figure 4 Concrete Pad and Hydrogen Sulfide Vessels 4 Figure 5 New Access Road Conceptual Design 5 Figure 6 Anaerobic Lagoon Influent Flow 7 Figure 7 Monthly Average Anaerobic Lagoon BOD Removal Efficiency 8 Figure 8 Anaerobic Lagoon Daily Influent Flow and BOD Removal Efficiency 9 Figure 9 Anaerobic Lagoon Daily Influent Flow and TSS Removal Efficiency 9 Figure 10 Anaerobic Lagoon Temperature Data 10 Page 83 of 359 City of Waterloo, Iowa Anaerobic Lagoon Facilities Plan INTRODUCTION The City of Waterloo, Iowa (City) owns and operates wastewater collection and treatment facilities that provide service to residences, businesses, industries, and public institutions within the City. Treatment facilities include the Easton Wastewater Treatment Plant (WWTP) and Satellite WWTP, located at 3505 Easton Avenue, as well as an anaerobic lagoon located at 2749 Independence Avenue (Figure 1). The purpose of this Anaerobic Lagoon Facilities Plan (Plan) is to develop an overall plan for upgrades to the anaerobic lagoon and associated equipment at the site. This Plan reviews the condition and capacity of the City's existing anaerobic lagoon. Where applicable, the Plan reviews compliance with the Iowa Administrative Code and other applicable design standards. A specific plan for modifications to the anaerobic lagoon is recommended and supported by an evaluation of monetary costs, environmental impacts, and other nonmonetary considerations. LOCATION OF STUDY The City is located in Black Hawk County in northeastern Iowa. The anaerobic lagoon, located in the northeast portion of the City, provides pretreatment of wastewater from a pork slaughtering and processing facility before discharging to the Satellite WWTP collection system. The location of this study consists of the existing anaerobic lagoon site and adjacent parcels owned by the City. Information on the size and capacity of existing facilities is based on information provided by the City and review of the existing drawings. EXISTING FACILITIES An overall view of the existing facility is shown in Figure 2. A. Influent Sewer Influent flow enters the site from the east via a 36-inch sewer. A lagoon bypass structure on the influent sewer allows influent flows to bypass the lagoon under unusual events. It is noted that typical loadings to the lagoon are greater than the total loads received at the Easton and Satellite WWTPs, and bypassing the lagoon for any length of time would likely cause overloading of the Easton and Satellite WWTPs. B. Raw Wastewater Pumping Station Following the lagoon bypass structure, influent flows into the Raw Wastewater Pumping Station. The pumping station was constructed in 2013 and consists of a bifurcated wet well and a valve vault. Four submersible pumps are used to pump raw wastewater to the lagoon. The influent sampler is located in an enclosure on the upper level of the pumping station. Samples are pulled from the combined flow from the pork slaughtering facility and hauled waste. Downstream of the pumping station, flow is metered in the flow monitoring manhole using a magnetic flow meter. Prepared by Strand Associates, Inc.® 1 R:\MAD\Documents\Reports\Archive\2025\Waterloo, IA\Anaerobic Lagoon Fac PIan.4463.019.SKH.Aug\Report\Report.docx\112425 Page 84 of 359 Path: S:\MAD\4400-4499\4463\004\Drawings\GIS\Figures\5 Mile 8x11.mxd 9Z0Z/1E/L :ele0 Wd 1,17.90:Z :ew!J olnut Bend WkW Lila IIIc Fall's Access Black Hawk Park Dead Mans IGsla d �nc n Park Waterloo Municipal Airport =oign Wyth State Park Cedar Falls University of Northern Iowa W Viking Industrial - - Park Popp Access 00.25).5 1 0 Miles Industrial Park Plane Lakes Park Hudson _Katoski Greenbelt 29 ymes Park BREMER BLACK HAWK U te° Gates Park Golf Course Red Carpet Golf Crossroad Mall South Hills Golf Course Evarsdale Ru0 Anaerobic Lagoon Elk Run H Ylhl. Raymond Map Source: Esri LOCATION OF STUDY ANAEROBIC LAGOON DESIGN PROJECT CITY OF WATERLOO BLACK HAWK COUNTY, IOWA STRAND ASSOCIATES' FIGURE 1 4463.019 Page 85 of 359 SNOISu3N 0 z J_ 7 b f n N W W 0 1— J Um Q) 000 VMOI 'ASNOOO MMVH113V1B 001831VM dO A11O S1N3W3AONdINI N000tl13I0O113VNV NVld 311S lltlil3AO 311S Page 86 of 359 City of Waterloo, Iowa Anaerobic Lagoon Facilities Plan C. Anaerobic Lagoon The City constructed the original lagoon in 1994, which has a surface area of approximately 5 acres, an average depth of 30 feet, and an effective volume of approximately 37.8 million gallons (MG). Design criteria are summarized in Table 1. Parameter Design Criteria Length (feet) 638 Width(feet) 349 Depth (feet) 30 Effective Volume (MG) 37.8 Freeboard (feet) 3 Surface Area at Maximum Depth (acres) 5.02 Length:Width Ratio 1.83 Inner Embankment Slope (H:V) 2.5:1 H:V=horizontal to vertical Table 1 Anaerobic Lagoon Design Criteria A majority of the operating volume of the lagoon is higher than the surrounding natural grade and is created by 25-foot earthen berms and concrete walls extending 4 feet above the top of the berms around the entire lagoon perimeter. Figure 3 shows a typical cross section of the lagoon wall. These concrete walls are used to anchor the floating high -density polyethylene (HDPE) gas collection cover and gas headers along with the HDPE liner for the bottom of the lagoon. I� EL 899.00 3/4° CHAMFER SS BATTEN ANCHOR 1° R SMOOTH NODE 2 CHAMFER •4•12° EW YE BOLTS AND CHAIN HDPE SUPPORT SLINGS 8° PERFORATED HDPE LG HEADER /-COVER WEIGHT PIPE MAX WL 895.00 4°0 X 30' LONG PERFORATED HOPE LG LATERALS (STRAPS NOT SHOWN) LINER PERIMETER ANCHOR WALL SECTION NTS 10-CSM-I Source: 1992 Industrial Pretreatment Facilities Drawing Set Figure 3 Lagoon Cross Section MIN WL 889.00 BOTTOM OF LAGOON EL 856D0 Prepared by Strand Associates, Inc.® 2 R:\MAD\Documents\Reports\Archive\2025\Waterloo, IA\Anaerobic Lagoon Fac Plan.4463.019.SKH.Aug\Report\Report.docx\112425 Page 87 of 359 City of Waterloo, Iowa Anaerobic Lagoon Facilities Plan The cover maintains truly anaerobic conditions in the lagoon and allows the lagoon to operate under negative pressure as biogas is continuously removed from the lagoon. The original cover was replaced in -kind without taking the lagoon out of service in 1999 after sustaining damage in a windstorm. The existing cover has leaks that allow air to enter the biogas, resulting in elevated oxygen and nitrogen concentrations. Stormwater collection trenches and pumps remove rainwater from the floating cover and discharge under the lagoon cover. The stormwater collection pumps are nearing the end of their useful life. Stormwater is also pumped off the lagoon cover manually by City staff, as necessary. No heating or mixing equipment is currently installed in the lagoon. There are eight sludge removal suction pipes installed around the perimeter of the lagoon, but the City reports that these pipes have never been successfully used to remove sludge. To date, the lagoon has never been taken offline for an extended period of time, and solids have accumulated at the bottom of the lagoon. Sludge has not been removed from the lagoon since it went into service in 1994, and a significant grease cap has formed at the surface under the cover. D. Effluent Pipe and Satellite Interceptor Effluent from the lagoon enters a valve pit on the west bank that contains an upturned pipe to control the lagoon operating level. Effluent flow is controlled using a pinch valve installed in the flow control manhole on the effluent line and measured using a magnetic flow meter installed in a downstream manhole before discharging to the Satellite Interceptor northwest of the lagoon. Settlement has been observed in the effluent line, and the valve needs to be replaced. The current layout of piping does not allow operators to bypass the effluent flow control valve or flow meter for maintenance. There is a concrete aeration tank structure west of the lagoon that was originally used to aerate the lagoon effluent using coarse bubble diffusers and blowers. However, effluent currently bypasses this tank. The aeration tank, diffusers, and blowers have not been in use for decades and are in disrepair. E. Gas Handling and Safety Equipment Gas produced in the lagoon is collected using perforated HDPE headers installed around the perimeter of the tank underneath the cover. The collected gas is conveyed through buried piping to the Gas Handling Building at the northeast corner of the site. Issues with the buried gas piping have been observed, including water accumulation in the piping. The existing gas handling equipment consists of two gas blowers, a gas flow meter, a waste gas burner, and gas safety equipment. All gas from the lagoon is currently flared. In 2021, there was an explosion in the Gas Handling Building that caused significant damage to the structure and equipment. The City conducted emergency repairs to provide a working system; however, the building and equipment are in need of additional rehabilitation and replacement, respectively. Prepared by Strand Associates, Inc.® 3 R:\MAD\Documents\Reports\Archive\2025\Waterloo, IA\Anaerobic Lagoon Fac Plan.4463.019.SKH.Aug\Report\Report.docx\112425 Page 88 of 359 City of Waterloo, Iowa Anaerobic Lagoon Facilities Plan F. Miscellaneous The following lists miscellaneous aspects of the facility that may be impacted by this project: • The Generator Building houses electrical power equipment and a generator to provide back-up power to select equipment on -site. • On the east end of the site, there is a large unused concrete pad that formerly housed gas conditioning equipment (Figure 4). Figure 4 Concrete Pad and Hydrogen Sulfide Vessels • The current access to the site is from Independence Avenue through a shared driveway with the Yard Waste Drop -Off site. The lagoon site is enclosed by a fence with manual gate access. As part of the facilities planning process, the addition of a second entrance road to the site from Martin Luther King Jr. Drive was screened for feasibility. Figure 5 shows a conceptual -level entrance road layout accounting for the railroad crossing adjacent to the site and stopping distances for the existing roadway. Coordination with local and state agencies, as well as development of a detailed site entrance road design will be accomplished during the detailed design phase to determine whether the access road will be included in the project. Costs for the new access road are included in this Plan. Prepared by Strand Associates, Inc.® 4 R:\MAD\Documents\Reports\Archive\2025\Waterloo, IA\Anaerobic Lagoon Fac PIan.4463.019.SKH.Aug\Report\Report.docx\112425 Page 89 of 359 City of Waterloo, Iowa Anaerobic Lagoon Facilities Plan Aerial Source: National Agriculture Imagery Program (NAIP) Figure 5 New Access Road Conceptual Layout FLOW AND LOADING DATA A. Influent Flows and Loads A summary of influent flows and biological oxygen demand (BOD) loading to the lagoon are presented in Tables 2 and 3 and Figure 6, respectively. The flows and loadings have remained relatively consistent during the 4.5-year analysis period, with slight variations from year to year. Prepared by Strand Associates, Inc.® 5 R:\MAD\Documents\Reports\Archive\2025\Waterloo, IA\Anaerobic Lagoon Fac PIan.4463.019.SKH.Aug\Report\Report.docx\112425 Page 90 of 359 City of Waterloo, Iowa Anaerobic Lagoon Facilities Plan Influent Flow (MGD) 2021 2022 2023 2024 2025 January 3.01 2.63 2.62 2.73 2.77 February 2.57 2.71 2.58 2.87 2.41 March 2.38 2.62 2.68 2.80 2.49 April 2.34 2.51 2.64 2.76 2.80 May 2.38 1.99 2.77 2.66 2.60 June 2.79 No Data 2.90 2.74 -- July 2.72 2.77 2.59 2.96 -- August 2.67 2.83 2.84 2.88 -- September 2.53 2.66 2.81 2.81 -- October 2.67 2.58 2.75 2.96 -- November 2.60 2.66 2.70 2.99 -- December 2.67 2.58 2.58 2.89 -- Average 2.61 2.60 2.71 2.84 2.61 30-Day Maximum 3.96 3.06 2.91 3.09 2.96 MGD=million gallons per day Table 2 Anaerobic Lagoon Influent Flow Influent BOD Load (Ib/day) 2021 2022 2023 2024 2025 January 50,446 57,491 63,758 59,337 42,066 February 40,162 58,188 69,046 57,333 42,132 March 40,138 61,701 63,116 49,554 36,912 April 35,871 58,489 59,932 74,049 46,300 May 30,764 31,028 62,884 43,385 35,707 June 41,971 No Data 92,039 53,862 -- July 38,930 56,220 56,378 50,641 -- August 42,332 63,929 48,667 65,114 -- September 44,067 68,092 46,262 53,133 -- October 56,896 61,040 42,655 45,214 -- November 53,093 75,465 53,171 53,535 -- December 56,810 65,186 57,466 46,096 -- Average 44,290 59,712 59,615 _ 54,271 40,623 30-Day Maximum 60,447 96,027 92,039 75,242 46,865 Ib/day=pounds per day Table 3 Anaerobic Lagoon Influent BOD Loading Prepared by Strand Associates, Inc.® 6 R:\MAD\Documents\Reports\Archive\2025\Waterloo, IA\Anaerobic Lagoon Fac Plan.4463.019.SKH.Aug\Report\Report.docx\112425 Page 91 of 359 City of Waterloo, Iowa Anaerobic Lagoon Facilities Plan 4.50 4.00 • • • • M •• • 3.50 111♦ •• • _ • ♦«••'• • 'Zl • • •• t •• : • ^ • • 3.00 •S • • 2 • f • 2.50 • • o ..• • • 2.00 •'• •:• • •.r•t•L�• •`•;• •I: } a • ••• Si' �• �%• •�; ;q• •tf.•.y�.tti• . 1.50 •• ...'• 1�• ••• •• •• • t • •�•:;• • •%`f~'.• • • .. • • % • 1.00 i' 6* 1 s;•; e�j•: • .•7 •:. ' •: 'lif;:ei ••• • 0.50 • • • • • • 1/1/2021 7/20/2021 2/5/2022 8/24/2022 3/12/2023 9/28/2023 4/15/2024 11/1/2024 5/20/2025 Daily Data Rolling Average • —30-Day Note: No flow data from May 3 to July 9, 2022. Figure 6 Anaerobic Lagoon Influent Flow B. Lagoon Performance The average lagoon influent and effluent flows from January 2021 to May 2025 are 2.69 and 3.13 MGD, respectively. Effluent BOD loadings to the lagoon averaged approximately 5,850 lb/day, and when compared to influent loading show an average BOD removal efficiency of approximately 90 percent. Effluent total suspended solids (TSS) loadings during this same period averaged approximately 8,350 lb/day and TSS removal efficiency of 75 percent. Lagoon effluent BOD loads, BOD removal efficiency, TSS removal efficiency, and lagoon temperature data during this period are presented in Table 4 and Figures 7 through 10. The lagoon continues to achieve very high BOD removal efficiencies that exceed typical performance in unmixed, unheated lagoons. This is especially notable because the lagoon has never been cleaned of settled sludge or floating grease. Prepared by Strand Associates, Inc.® 7 R:\MAD\Documents\Reports\Archive\2025\Waterloo, IA\Anaerobic Lagoon Fac PIan.4463.019.SKH.Aug\Report\Report.docx\112425 Page 92 of 359 City of Waterloo, Iowa Anaerobic Lagoon Facilities Plan Effluent BOD Load (lb/day) 2021 2022 2023 2024 2025 January 3,046 5,011 5,640 7,663 4,608 February 3,156 5,018 6,118 7,676 4,970 March 3,176 4,777 8,832 5,153 4,180 April 2,748 _ 5,568 10,269 5,214 4,398 May 2,481 4,925 9,409 6,023 3,247 June 3,730 5,503 11,654 5,818 -- July 3,780 4,562 8,360 7,070 -- August 4,321 5,385 6,564 8,426 -- September 3,857 5,841 6,826 6,342 -- October 4,336 5,837 5,626 6,053 -- November 5,043 6,393 6,806 6,321 -- December 5,079 6,479 10,733 5,196 -- Average 3,729 5,442 8,070 6,413 4,281 Table 4 Anaerobic Lagoon Effluent BOD Loading % BOD Removal 100% 95% 90% 85% 80% 75% 70% c. so F �a 5� et et et e, e>. e>. oe�eo eGer o 2021 -2022 2023 -2024 2025 Figure 7 Monthly Average Anaerobic Lagoon BOD Removal Efficiency Prepared by Strand Associates, Inc.® 8 R:\MAD\Documents\Reports\Archive\2025\Waterloo, IA\Anaerobic Lagoon Fac Plan.4463.019.SKH.Aug\Report\Report.docx\112425 Page 93 of 359 City of Waterloo, Iowa Anaerobic Lagoon Facilities Plan Influent Flow (MGD) 4.50 4.00 3.50 3.00 • 2.50 •• •• 2.00 • • • • 1.50 ••••• • • ••••i •••em. 1.00 .:• • ; •‘r • • ▪ i •/, ••• • 0.50 •J• • ij• • • •• • • •• • _ •• • • • • • • • • •• • ••. •• 4 •• •gj•'.a•tb • ••i•• • •�• • �••S�••• • a • •fie r. •1 •._ • ••'IJ••I •• • • • • • •i •,y� I •• ••i ••I• ••/• • ••� •� •• • • • • •• • • • • 120% % 100% 80% 60% 40% 20% 0% 1/1/2021 7/20/2021 2/5/2022 8/24/2022 3/12/2023 9/28/2023 4/15/2024 11/1/2024 5/20/2025 • Daily Influent Flow Data -30-Day Rolling Average Influent Flow • BOD Removal Efficiency Note: No flow data from May 3 to July 9, 2022. Figure 8 Anaerobic Lagoon Daily Influent Flow and BOD Removal Efficiency BOD Removal Efficiency 4.50 4.00 • • • •• 4•!it 0 3.00 • 1 * ty �„Q 3 2.50 • •• o • +� 2.00 T •• • • c D • •• • • 1.50 •• • •I ••••• •••� • •• . ; •L •♦ •• 1 •• • •1.00 ••••• •.•♦ �• • • • 0.50 / • • • •• • 44: 120% • • 100% 80% e • ,•I_•• • • • . •►, ••• • •• •I • • • • • .• • • + •• • • • • • • •• �' •• M •'i •r ••• •1• •i•• • . IL •is •%♦•,.•• i.••• .� j•:I •• ••• •I• •••• • • • • • • o • 60% 40% • 0% 1/1/2021 7/20/2021 2/5/2022 8/24/2022 3/12/2023 9/28/2023 4/15/2024 11/1/2024 5/20/2025 • Daily Influent Flow Data 30-Day Rolling Average Influent Flow • TSS Removal Efficiency Note: No flow data from May 3 to July 9, 2022. Figure 9 Anaerobic Lagoon Daily Influent Flow and TSS Removal Efficiency TSS Removal Efficiency Prepared by Strand Associates, Inc.® 9 R:\MAD\Documents\Reports\Archive\2025\Waterloo, IA\Anaerobic Lagoon Fac PIan.4463.019.SKH.Aug\Report\Report.docx\112425 Page 94 of 359 City of Waterloo, Iowa Anaerobic Lagoon Facilities Plan 110 • •• ••100 ••• ••• •• • • • • •••• • • • •••• • • • • • moo• • • • •• •• ••• •••S••: •• • •• • • • •• •• •••_• • • • rtz80 • •• •• • v• • • n. • • • E • 1170 •• • • 60 • • 50 —, —1 N N m m N N N N N (Ni cz 3 ra l6 = = = —. = C C C 6 f0 • Influemi t • Effluent °F=degrees Fahrenheit Figure 10 Anaerobic Lagoon Temperature Data • January-24 v v1 N N = (p Related to the grease removal, the City is aware that a large accumulation of grease exists on the east end of the lagoon where influent wastewater is discharged. Therefore, the high BOD "removal" efficiencies noted are a result of both degradation and accumulation. The City has attempted to collect samples of the grease and determine the extent of the grease accumulation (both area and depth). However, at best, the City will be able to provide a very high-level estimate of the amount of grease that has accumulated. In addition, the depth of the lagoon makes estimation of the settled sludge very difficult. The City has attempted to use a sludge judge to quantify the depth of the settled sludge with similar results as the grease quantification. C. Biocias Production The amount of gas collected and flared from the lagoon in the previous 2 years is summarized in Table 5. Prepared by Strand Associates, Inc.® 10 R:\MAD\Documents\Reports\Archive\2025\Waterloo, IA\Anaerobic Lagoon Fac PIan.4463.019.SKH.Aug\Report\Report.docx\112425 Page 95 of 359 City of Waterloo, Iowa Anaerobic Lagoon Facilities Plan Total Flared Gas (MCF) May 2023 31,526 June 2023 33,103 July 2023 30,176 August 2023 34,526 September 2023 34,009 October 2023 36,855 November 2023 36,572 December 2023 38,346 January 2024 34,890 February 2024 35,106 March 2024 37,053 April 2024 35,642 May 2024 36,154 June 2024 32,890 Average 34,535 MCF=thousand cubic feet Table 5 Anaerobic Lagoon Gas Production D. Design Flows and Loadings The current and design flows and loadings are shown in Table 6. No changes to the flows or loadings to the facility have been identified for the planning period. Therefore, it has been assumed that the current loadings to the lagoon remain relatively consistent over time. The current flows and loadings are less than the design loadings for the facility. Current Design* Flow (MGD) Average Day 2.67 6.6 Maximum Month 3.20 6.6 BOD (lb/day) Average Day 51,700 75,000 Maximum Month 74,100 -- TSS (Ib/day) Average Day 27,200 75,000 Maximum Month 44,500 -- *Source: Construction Permit Application, Schedule K3 (December 4, 1991) Table 6 Project Design Flow and Load to Anaerobic Lagoon Prepared by Strand Associates, Inc.® 11 R:\MAD\Documents\Reports\Archive\2025\Waterloo, IA\Anaerobic Lagoon Fac Plan.4463.019.SKH.Aug\Report\Report.docx\112425 Page 96 of 359 City of Waterloo, Iowa Anaerobic Lagoon Facilities Plan PRETREATMENT FACILITY DEFICIENCIES, NEEDS, AND IMPLEMENTATION The capacity of the existing pretreatment facilities is adequate to meet the anticipated future flows and loadings. Therefore, the deficiencies and needs at the facility are based on age and condition. The recommended Plan includes the following improvements: • Determine a new influent sampler and sampling location at the lagoon bypass structure. ■ Replace the lagoon cover and new gas collection piping and system. ■ Clean the lagoon to remove grease and a portion of the settled solids. • Rehabilitate the lagoon influent and effluent structures. • Modify the effluent piping and flow metering. • Install new gas piping and safety equipment. • Install new waste gas burner and controls. • Rehabilitate the Gas Blower Building and relocate the controls and operator spaces to the Generator Building. ■ Rehabilitate and repurpose the Generator Building to an Operations Building. • Install a new outdoor natural gas generator. • Demolish the out -of -service aeration facilities and appurtenances. • Construct a new site access road to Martin Luther King Jr. Drive, including key card access to the site by hauled waste services. The Opinion of Probable Capital Costs (OPCC) for the proposed improvements is summarized in Table 7. These costs are provided in 3rd Quarter 2025 dollars. Projecting these costs to the midpoint of construction (June 2027) at an annual inflation rate of 4.0 percent and considering technical services for design and construction results in a total project cost opinion of approximately 10.8 million. Prepared by Strand Associates, Inc.® 12 R:\MAD\Documents\Reports\Archive\2025\Waterloo, IA\Anaerobic Lagoon Fac PIan.4463.019.SKH.Aug\Report\Report.docx\112425 Page 97 of 359 City of Waterloo, Iowa Anaerobic Lagoon Facilities Plan Project Element OPCC Demolition $350,000 Buried Site Piping $150,000 Cover $700,000 Gas Safety Equipment $640,000 Process Gas Piping $830,000 Process Equipment _ $150,000 Sludge and Grease Removal $750,000 New Access Road $300,000 Structural Rehabilitation $460,000 Mechanical $190,000 Earthwork and Site Improvements $310,000 Electrical $1,350,000 Design Contingencies $1,240,000 Contractor General Conditions $1,110,000 Bidding and Construction Contingencies $850,000 Total OPCC $9,380,000 Technical Services $1,410,000 Total Project Cost $10,790,000 Note: 3rd Quarter 2025 Dollars Table 7 OPCC The anticipated project schedule is shown in Table 8. Project Phase Anticipated Completion Planning and Design May 2026 Bidding June 2026 Contract Award July 2026 Substantial Completion June 2028 Final Completion October 2028 Table 8 Overall Project Schedule Prepared by Strand Associates, Inc.® 13 R:\MAD\Documents\Reports\Archive\2025\Waterloo, IA\Anaerobic Lagoon Fac Plan.4463.019.SKH.Aug\Report\Report.docx\112425 Page 98 of 359 CITY OF ATERLO 0 J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Steven Kjergaard, Director of Aviation Airport Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Resolution approving Completion of Project and Recommendation of Acceptance of Work for work performed by Peters Construction of Waterloo, Iowa in the amount of $73,740.00, in conjunction with the IDOT CSVI Security Door Upgrades Project No. 91240AL0200, Contract No. 00005819, 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 99 of 359 1. SK121825.Completion 2. Peters Construction - Maintenance Bond - Security Doors Page 100 of 359 A E`OM Imagine it. AECOM Delivered. 500 SW 7th Street Des Moines IA, 50309 USA aecom.com December 18, 2025 Mr. Steven Kjergaard Director of Aviation Waterloo Regional Airport 2790 Livingston Lane Waterloo, IA 50703 SUBJECT: Terminal Security Upgrades (Security Door Upgrades) Waterloo Regional Airport Waterloo, Iowa CSVI Project No. 91240AL0200 Contract No. CNTRT-00005819 AECOM Project No. 60734402 Dear Mr. Kjergaard: By this letter, we hereby state: 1. We have made a pre -final review of the project on September 10, 2025 and a final review on October 16, 2025. We recommend acceptance. 2. To the best of our knowledge and belief, based on observations of AECOM, the contractor, Peters Construction Corporation, has performed the work in accordance with the contract requirements in effect for the above -referenced project. 3. The total cost of the completed work is $ 73,740.00. ,�otESsIoHq`,,,, '' Su?". :ems -:- W",DAVID B. : C ., r '— j HUGHES �Z - ,..)1 13037 „^v •' rowp """°,tii,,,tt ��" ` f I hereby certify that this engineering document was under my direct personal supervision and that I am Professional Engineer under the laws of the state of C' j±i t 1 c l "V prepared by me or a duly licensed Iowa. 12/15/2025 David B. Hughes License No. 13037 My license renewal date is December 31, 2027. Pages or sheets covered by this seal: Date Page 101 of 359 UNITED FIRE & CASUALTY COMPANY 118 Second Avenue SE, P.O. Box 73909 CEDAR RAPIDS, IOWA 52407-3909 MAINTENANCE BOND Bond Number 54261950 KNOW ALL BY THESE PRESENTS: That we Peters Construction Company of 901 Blackhawk Rd, Waterloo, IA 50701 as Principal , and UNITED FIRE & CASUALTY COMPANY, an Iowa corporation of Cedar Rapids, Iowa, and authorized to do business in the State of Iowa as Surety, are held and firmly bound unto Waterloo Regional Airport in the penal sum Seventy -Three Thousand Seven Hundred Forty and 00/100 Dollars of ($ 73.740.00 ) 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, and administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, the said Principal entered into a certain contract, dated February 17. 2025 to furnish all the material and labor necessary for the construction of IDOT CSVI Project, Contract No. CNTRT-00005819, Terminal Security Upgrades (SDU) in conformity with certain specifications; and WHEREAS, a further condition of said contract is that the said Principal should furnish a bond of indemnity, guaranteeing to remedy any defects in workmanship or materials that may develop in said work within a period of Two (2) years from the date of acceptance of the work under said contract and WHEREAS, the said UNITED FIRE & CASUALTY COMPANY, of Cedar Rapids, Iowa, for a valuable consideration, has agreed to join with said Principal in such bond or guarantee, indemnifying said Waterloo Regional Airport as aforesaid; NOW, THEREFORE, the Condition of This Obligation is Such, that if the said Principal does and shall, at his/her 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 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. SIGNED, AND DELIVERED this 16th day of December A.D., 2025. CONT0006 0101 Peters Construction Company Principal UNITED FIRE & CASUALTY COMPANY By Attomey-in-Fact E. A. von Harz Page 102 of 359 utg1�hSURANCE UNITED FIRE & CASUALTY COMPANY, CEDAR RAPIDS, IA IJNTTED FIRE & INDEMNITY COMPANY, WEBSTER, TX FINANCIAL PACIFIC INSURANCE COMPANY, LOS ANGELES, CA CERTIFIED COPY OF POWER OF ATTORNEY (original on file at Home Office of Company — See Certification) Inquiries: Surety Department 118 Second Ave SE Cedar Rapids, IA 52401 KNOW ALL PERSONS BY THESE PRESENTS, That United Fire & Casualty Company, a corporation duly organized and existing under the laws of the State of Iowa; United Fire & Indemnity Company, a corporation duly organized and existing under the laws of the State of Texas; and Financial Pacific Insurance Company, a corporation duly organized and existing under the laws of the State of California (herein collectively called the Companies), and having their corporate headquarters in Cedar Rapids, State of Iowa, does make, constitute and appoint GREG T. LA MAIR, JEFFREY R. BAKER, JOSEPH I. SCHMIT, E. A. VON HARZ, BRANDON HORBACH, COURTNEY MEYER, JULIANA BARTLETT, DANIEL M. MOLYNEAUX, LAURA J. ADAMS, LORI S. BURROUGHS, KAREN S. HARTSON, LAUREN MOSER, ERIC DESOUSA, STACY L. PAISLEY, EACH INDIVIDUALLY their true and lawful Attomey(s)-in-Fact with power and authority hereby conferred to sign, seal and execute in its behalf all lawful bonds, undertakings and other obligatory instruments of similar nature provided that no single obligation shall exceed $ 100, 000, 000. 00 and to bind the Companies thereby as fully and to the same extent as if such instruments were signed by the duly authorized officers of the Companies and all of the acts of said Attorney, pursuant to the authority hereby given and hereby ratified and confirmed. The Authority hereby granted is continuous and shall remain in full force and effect until revoked by United Fire & Casualty Company, United Fire & lndcnmity Company, and Financial Pacific Insurance Company. This Power of Attorney is made and executed pursuant to and by authority of the following bylaw duly adopted by the Boards of Directors of United Fire & Casualty Company, United Fire & Indemnity Company, and Financial Pacific Insurance Company. "Article VI — Surety Bonds and undertakings" Section 2, Appointment of Attorney -in -Fact. "the President or any Vice President, or any other officer of the Companies may, from time to time, appoint by written certificates attorneys -in -fact to act in behalf of the Companies in the execution of policies of insurance, bonds, undertakings and other obligatory instruments of like nature. The signature of any officer authorized hereby, and the Corporate seal, may he affixed by facsimile to any power of attorney or special power of attorney or certification of either authorized hereby: such signature .md seal, when so used, being adopted by the Companies as the original signature of such officer and the original seal of the Companies, to he valid and binding upon the Companies with the same force and effect as though manually affixed. Such attorneys -in -fact, subject to the limitations set of forth in their respective certificates of authority shall have full power to bind the Companies by their signature and execution of any such instnunents and to attach the seal the Companies thereto. the President or any Vice President, the Board of Directors or any other officer of the Companies may at any time revoke all power and authority previously given to any attorney -in -fact, 'ot'Hlllltt" fc.LYt•, h '. 47;11!111C111,5j1'•N State of Iowa, County of Linn, ss: On 16th day of July, 2024, before me personally came Kyanna M. Saylor to me known, who being by me duly sworn. did depose and say; that she resides in Cedar Rupuda. State of Iowa; that she is a Vice President of United Fine & Casualty Company, a Vice President of United Fire & Indemnity Company, and a Vice President of Financial Pacific Insurance Company the corporations described in and which executed the above instrument; that she knows the seal of said corporations; that the seal affixed to the said instrument is such corporate seal; that it was so affixed pursuant to authority given by the Board of Directors of said corporations and that she signed her name thereto pursuant to like authority, and acknowledges same to be the act and deed of said corporations. OL."A rm "4.6FTT°k. 5..E IN WITNESS WHEREOF, the COMPANIES have each caused these presents to be signed by its vice president and its corporate seal to be hereto affixed this 16t h day of July, 2024 UNITED FIRE & CASUALTY COMPANY UNITED FIRE & [NDEMNITY COMPANY FINANCIAL PACIFIC INSURANCE COMPANY By: a-/L Judith A. Jones Iowa Notarial Seal Commission number 173041 My Commission Expires 04/23/2027 Vice President Notary Public My commission expires: 04/23/2027 I, Many A. Bertsch, Assistant Secretary of United Fire & Casualty Company and Assistant Secretary of United Fire & Indemmity Company, and Assistant Secretary of Financial Pacific Insurance Company, do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit, and tine copy of the Section of the bylaws and resolutions of said Corporations as set forth in said Power of Attorney, with die ORIGINALS ON FILE IN THE HOME OFFICE OF SAID CORPORATIONS, and that the sane are correct transcripts thereof, and of the whole of the said originals, and that the said Power of Attorney has not been revoked and is now in hull force and effect. In testimony whereof I have hereunto subscribed my name and affixed the corporate seal of the said Corporations this 16th day of December , 20 25 elilll4yy ti �� �• , nw�` ,; BPOA0049 1217 tiypnlnr+Cr all.,rusuurprry� �aa l�,tiarM �'4 4rG,FJ eup,i; �3 ��yVLY 2� C 7? _ 15s5 2" r ,* R. 'mow �CIFQP to 44ai 1„ SV�ry1Hi1111i451�ir, By: °MA,/lii TC B1UJ Assistant Secretary, IIF&C & t[F&I & FPIC Page 103 of 359 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Bridgett Wood, Finance Director Finance Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Resolution authorizing fund transfer for FY26, as listed in Exhibit "A" as required by law. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION Transfer funds for airport property Parcel F sold to the City of Waterloo on Resolution 2025-678. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. Exhibit A - Fund Transfers Resolution Schedule FYE26-2 Page 104 of 359 City of Waterloo June 30, 2026 Fund Transfers TO FROM AMOUNT ADJUSTMENT FINAL PURPOSE ACTUAL Airport Fund Tax Increment Financing Fund $ 2,675,000.00 Transfer funds for airport property Parcel F sold to the City of Waterloo on Resolution $ 2,675,000.00 2025-678 $ 2,675,000.00 x TOTAL TRANSFERS $ 2,675,000.00 $ 2,675,000.00 $ - K:\Finance\Transfers - Fund, Employee Benefits, TIF Detail, Resolution Schedule, Other\Fund Transfers Resolution Schedule FYE26.xlsx Page 105 of 359 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Lance Dunn, Human Resources Director Human Resources Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Motion to approve the appointment of Jack Maus from the current Civil Service List to the position of Equipment Operator II in the Streets Department, effective January 6, 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 LEGAL DESCRIPTION ATTACHMENTS 1. EQUIPMENT_ OPERATOR_ II_11.2025 2. EO II (exp 10.26) Page 106 of 359 Page 107 of 359 Docusign Envelope ID: 03D37831-CD49-4B17-80B6-840FE037COBD SytbmiatgimgdI 5artment Head /34.41pat Wood Chief tnancta!Ffti ei• Signed by: PERSONNEL REQUISITION FORM Check as applicable: ❑ To start recruiting or civil service process and/or ® To fill a vacancy ® Active Civil Service List Expires: 11/2026 A proposed job description and questionnaire must accompany this form at time of submission to Human Resources. Position Title: Equipment Operator II Department: Street Department Reports To: Street Department Director Work Location: 625 Glenwood Ave Employment Status: /1 Regular Full Time ❑ Temporary Full Time from to ❑ Regular Part Time ❑ Temporary Part Time from to ❑ Regular 7-Month ❑ Intern/Co-op Student from to Type of Position: Civil Service Position: ® Yes Bargaining Position: ® Yes Bargaining Group: LOCAL 177 Non -bargaining Position: ❑ Yes ❑ No ENo x] No Recommended Recruitment Sources: ❑ Internal Posting Only ® Internal Posting and External Advertising ************************************************************************************************* Complete the following if the requisition is to fill a vacancy: ❑ New Position or ® Replacement Position for: Daniel Greer Equipment Operator II (Specif) name and title of former incumbent) If replacement. former incumbent: ❑ Retired/Resigned/Terminated [ Transferred ►1 Promoted Date incumbent terminated employment: Date of final payout: Anticipated start date: ASAP No. of hours/week: 40 Work schedule: 7a-3p Justification of need for position: Mr. Daniel Greer was promoted to Supervisor, and this will be to fill his vacancy as an Equipment Operator II. This position is responsible for carrying out day-to-day responsibilities for serving the Citizens of Waterloo. This includes road and street maintenance and maintaining the roadways during winter operations. What are the likely consequences if the position is not filled? Without this position it would have a negative impact on the department's ability to complete all necessary street repairs and snow removal operations. APPROVALS Annual salary requirements: $67.870.40 Hourly Rate: $32.63 Benefits: $106.231.38 (Payroll taxes. pension, health ins.- assuming family) Is position budgeted for this and future FYs? ® Yes ❑ No If no, how will position be funded? Approved subject to the following conditions: „,/9/- ate 11/13/2025 Date e—DocuSigned by: C .chit l-t-eurt D052cD78AAC81,10... Ma\ or Signed by: Waite VUi 11/13/2025 11/13/2025 Date Hu trmr*E d0f 6Pector Date Created 6/30/2017 t,lt.SS ��51EDB4C5641F.. 11/13/2025 Page 108 of 359 Docusign Envelope ID: 03D37831-CD49-4B17-80B6-840FE037COBD PERSONNEL REQUISITION STREET DEPARTMENT DIRECTOR The following questions are provided as guidelines to assist you in developing your rational for the position of Street Department Equipment Operator II in the Street Department. Depending upon your situation, some questions may or may not apply. Please provide written responses to these questions as part of your preparation for meeting with the Mayor. 1) What are the key job responsibilities of this position? The Street Department Equipment Operator II is responsible for carrying out day-to-day tasks within the Street Department. This includes street maintenance and repairs, alley and shoulder maintenance, participating in seal coating, along with winter snow control as well as other duties as assigned. 2) Can the job responsibilities of this position be assigned to other employees within the department? If no. why not? No. With the current amount of equipment and plow routes, the Street Department will need to be fully staffed for winter operations as well as summer maintenance to provide the best possible experience for the citizens of Waterloo. 3) How is the work of this position being accomplished now? The current responsibilities of this position are being delegated and shared among current crew member, however, if the position is not filled, plow routes will be unfilled and take longer overall to complete tasks. 4) Are the filled positions in your department currently being utilized to their maximum potential? Yes 5) How would filling this position meet the needs of your department or the City on either a short-term basis (if temporary position) or a long-term basis (if a regular position)? This position is necessary for the department to meet the departmental objectives, i.e a plow route being completed in a timely and efficient manner, as well as more crew to do more road maintenance during summer months. 6) What cost savings or revenues. if any, would your department or the City realize if this position is filled? No cost savings or increased revenues would be realized by this position. This is to fill vacancy in the department. 7) If you are paying overtime or comp time within your department to accomplish this work now, how much overtime or comp time has been paid out or earned that Page 109 of 359 Docusign Envelope ID: 03D37831-CD49-4B17-80B6-840FE037COBD is directly attributable to this position and over what period of time? The department pays overtime only as necessary. With winter, more overtime will have to be paid to complete the open route. 8) How has the work load or demands of your department changed in comparison to your staffing levels over the past three fiscal years? Provide statistics if possible. Over the last couple of years, we have been taking on more quantity and size of street maintenance projects such as 18th and Commercial reconstruction of the intersection as well as implementing significant paving/resurfacing practices. If this position is not filled. what affect will it have on your department? What work will not get done? What costs will you incur? Please be as specific as possible. Should these positions go unfilled. we will have not have the personnel resources to complete the demands and service expectations that the citizens have come to expect. If the position is not filled, we should expect to see unnecessary overtime being paid out especially during winter months and slowed maintenance of roads throughout the summer months. 10) How do you cover the responsibilities for this position whenever the incumbent is out on vacation? As any position, some jobs can't be completed with the timeliness expected of both the department and the customer. 11) Is it possible that the City could outsource this position to an outside agency? If so, what savings. if any, would the City realize as a result of this change? I don't believe it practical to outsource these duties as cost effective as doing it in house. 12) How would you rank this position in terms of its contribution to City business in comparison with other positions reporting to you? During snow emergencies, many businesses in town cannot operate without access to their businesses. The contribution of this position is critical to the overall objectives of the department. 13) How does this position impact the Goals and Objectives for the City adopted by the City Council? This position directly impacts the department's ability to develop a customer -centered service delivery approach and to keep moving in the direction of improved road maintenance that we strive for. Page 110 of 359 Docusign Envelope ID: 03D37831-CD49-4B17-80B6-840FE037COBD CITY OF }J'TERLOO IOWA Community of Opportunity CIVIL SERVICE NOTICE CITY OF WATERLOO, IOWA OPEN EXAMINATION EQUIPMENT OPERATOR II PUBLIC WORKS —STREET DEPARTMENT e an 11:00 p.m.- 7:OOa.m shift after trainin is g..,...N�. ... DEPARTMENT STREET SALARY $30.68, WITH $1.00 INCREASE AFTER 6 MO FLSA NON-EXEMPT CIVIL SERVICE INCLUDED BARGAINING UNIT MUNICIPAL EMPLOYEES LOCAL #177 GENERAL STATEMENT OF DUTIES Performs skilled construction and street maintenance involving the safe operation of mixer, reclaimer, rotomill, pulverizer/mixer, mechanical/vacuum sweeper, end loader, grader, vibratory roller, track/wheeled excavator and wheeled backhoe and Equipment Operator I equipment such as snowplow, dump truck, salt/sand truck and equipment requiring a class A CDL with air brakes and tanker endorsement. Equipment Operator I functions such as pothole patching, oiling, shoveling and raking asphalt, finishing concrete, setting concrete forms, directing traffic, erecting barricades, loading, hauling and plowing snow. The work is performed under the general direction of the Street Director and a Street Foreman. No supervisory responsibilities. EXAMPLES OF ESSENTIAL FUNCTIONS (Illustrative only) These functions are considered essential for successful performance in this job classification. 1. Operates mixer, reclaimer, rotomill, pulverizer/mixer, mechanical sweeper, end loader, grader, vibratory roller, track/wheeled excavator and wheeled backhoe and Equipment Operator I equipment such as snowplow, dump truck, salt/sand truck and equipment requiring a class A CDL with air brakes, and tanker endorsement. 2. Performs routine street repairs such as pothole patching and oiling, and general maintenance and labor duties such as shoveling and raking asphalt, finishing concrete, setting concrete forms, directing traffic and erecting barricades. 3. Assists in preparation for winter by erecting snow fence, installing plows, wings, spreaders on trucks and spraying anti -icing material. 4. Assists in loading, hauling and plowing snow and operating sand/salt trucks during snow emergencies. Page 111 of 359 Docusign Envelope ID: 03D37831-CD49-4B17-80B6-840FE037COBD 5. Participates in special service programs such as emergency storm damage clean up. 6. Assists in projects such as cleaning, mowing and maintenance of property. 7. Fills and sets sandbags, erects barricades and assists in monitoring flood pumps during flood emergencies. 8. Cleans roadside ditches of brush with weed trimming equipment or chain saw. 9. Washes vehicles, changes tires, plow blades, plow markers and general equipment and vehicle repairs. 10. General maintenance of city buildings including carpentry, plumbing, flooring, cleaning and painting. 11. Assists other departments as needed (Example would be mechanical work in the garage or picking up refuse in the Sanitation Department.) 12. Works in busy traffic areas, operating street maintenance equipment or on foot. 13. Performs street maintenance and repairs in trenches and on uneven ground. 14. Performs work of a repetitive nature and varied workload pace. 15. Works independently and with others with minimum supervision. 16. Attends work regularly at the designated place and time. 17. Works outside in all weather conditions; works near moving vehicles and equipment; operates equipment and tools that cause vibration; noise level is often loud; atmosphere may contain dust and fumes from traffic. 18. Performs all work duties and activities in accordance with City policies, procedures and OSHA, City and Public Works safety rules and regulations. 19. Performs all other related duties as assigned. REQUIRED KNOWLEDGE, SKILLS, AND ABILITIES 1. Knowledge of traffic and safety rules. 2. Ability to safely operate specified equipment as well as dump truck, snowplow, sand/salt truck, concrete saw, air hammer and other power and hand tools used in street construction and maintenance work. 3. Knowledge of occupational hazards associated with and the safety precautions necessary when working in busy traffic areas or extreme weather conditions. 4. Ability to learn the City street layout. 5. Ability to read street signs, chemical hazard labels and written directions of supervisors. 6. Ability to work alone when operating snow removal equipment. 7. Ability to complete daily work sheets whether written and/or the use of a computer, tablet, etc. 8. Ability to complete assigned work projects without direct supervision. 9. Ability to respond to questions and comments from the public tactfully and politely. 10. Ability to communicate effectively and maintain working relationships with other city employees, supervisors and the public. 11. Ability to work with people from a broad variety of social, economic, racial, ethnic and educational backgrounds. MISCELLANEOUS 1. Must wear personal protective equipment such as safety shoes, safety glasses, safety vest, hearing protection, gloves and hardhat. Page 112 of 359 Docusign Envelope ID: 03D37831-CD49-4B17-80B6-840FE037COBD 2. Must comply with City of Waterloo Residency Policy for Critical Employees (must live within 30- mile radius of Waterloo City Hall within period as determined by department head). Must maintain a local telephone number where can be contacted quickly. 3. Must submit to Department of Transportation requirements including pre -employment, post - accident, reasonable suspicion, random and return-to-duty/follow-up alcohol and drug testing. 4. The City of Waterloo reserves the right to conduct a background investigation including employment and criminal history checks on any applicant being considered for this position. 5. Must submit to and pass Civil Service examination procedures including an equipment test involving Street Department vehicles and equipment operated in this classification and a panel interview. ACCEPTABLE EXPERIENCE & TRAINING 1. High school diploma/GED. 2. Minimum two years of related street construction experience in all types of weather conditions. Experience must be verifiable. OR Any equivalent combination of education and experience that provides the knowledge, skills and abilities necessary to perform the essential functions of the position. 3. Valid Class A Commercial Driver's License with tanker and air brakes endorsements and good driving record based on City of Waterloo driver performance criteria. A candidate with any of the following will not be considered for employment: loss of license for any reason during the period of candidacy for employment, if the candidate remains without a valid, current license for the position when the City issues an offer of employment; Toss of license, plea of guilty, plea of no contest or its equivalent or conviction for OWI, reckless driving or other major moving violation within the previous five years; four or more citations for moving violations within the previous three-year period, excluding speeding violations of ten mph or less over the posted speed limit; three or more citations for moving violations within the previous one-year period. After appointment to the position, disciplinary action or continuing employment status may be reviewed for the following: four or more moving violations within the previous three years, three or more moving violations within the previous one year or loss of license or conviction for OWI, reckless driving or other major moving violation within the previous five years; two or more at - fault accidents within a three-year period while driving on City business; three or more at -fault accidents within a three-year period. An applicant's driving record will be reviewed prior to an offer of employment and at least annually after hire. ESSENTIAL PHYSICAL ABILITIES The following physical abilities are required with or without accommodation. 1. Sufficient strength to perform assigned tasks. 2. Sufficient physical and mental stamina, to work up to 16 hours during snow or other weather emergencies. 3. Sufficient speech and hearing that permits the employee to communicate effectively with coworkers in person or over a radio. 4. Sufficient color vision, depth perception, distance and peripheral vision to safely operate vehicles and equipment in all weather conditions. 5. Sufficient dexterity to safely operate powered and manual street maintenance tools. Page 113 of 359 Docusign Envelope ID: 03D37831-CD49-4B17-80B6-840FE037COBD 6. Sufficient hearing to understand verbal instructions, respond to questions from the public and hear traffic in work areas. 7 Sufficient personal mobility that permits the employee to operate required equipment safely in all types of weather and a variety of road conditions. 8. For applicants that meet the essential physical abilities standards, reasonable accommodations may be considered. WORK SCHEDULE Will be assigned a shift that is 7:00 a.m.-3:00 p.m. or 3:00 p.m.-11:00 p.m. or 11:00 p.m.-7:00 a.m. Will generally work Monday through Friday with twenty -minute paid lunch. Will be required to respond to emergency calls on weekends, evenings and holidays generally caused by weather. There may be significant overtime during severe snow emergencies or flooding. EQUIPMENT EXAMINATION All qualified applicants who apply by the deadline date will be required to participate in an equipment examination that will test skills in operating equipment used in this job classification. An applicant must receive a minimum of 80 out of 100 points to achieve a passing score on the equipment examination. The equipment examination will count 60% of the overall test score. ORAL EXAMINATION Those applicants who pass the equipment examination will be required to appear before an oral examination panel consisting of a minimum of three people who have expertise in the areas being tested. An applicant must receive a minimum average score of 60 points out of 100 to achieve a passing score on the oral examination. The oral examination will count 40% of the overall test score. The top applicants, as ranked by their scores as determined by combining 60% of the equipment examination score with 40% of the oral examination score will be the individuals placed on the certified list. Appointment is contingent on passing a physical examination including a drug test and possession of a good driving record based on the City of Waterloo driver performance criteria. Applicants who qualify as outlined and who are full-time regular employees of the City of Waterloo will have one additional point per full year of employment up to a maximum of five points added to their final score. Honorably discharged men and women from the military or naval forces of the United States who qualify per provisions of Chapter 35 of the Code of Iowa and who are citizens and residents of the United States shall have five additional points added to their final score upon submission of their DD214 or ten points added if they were awarded a Purple Heart or have a service -connected disability. A.A.1'E.E.O. Minority, female & disabled individuals are encouraged to apply. Equipment Operator II February 2025 Page 114 of 359 CITY OF 4VjATERLO 0 IOWA Community of Opportunity November 3, 2025 TO: Honorable Mayor & City Council 715 Mulberry St, Waterloo, IA 50703 9 Phone: (319) 291-4303 t• Fax: (319) 291-4569 a CITYOFWATERLOOIOWA.COM We, the members of the Civil Service Commission, certify the following list of applicants, who are eligible based upon the examination process as set forth by the Civil Service Commission for the appointment to the position of Equipment Operator II for the City of Waterloo, Iowa Public Works Street Department. This list shall be used to fill any vacancy in the Equipment Operator II classification from November 3, 2025 — November 3, 2026. Respectfully submitted, Dr. Bev Smith Date CERTIFIED LIST Haris Tricic Barkley Hill Jack Maus David Weber Dr. Robert Welch Date Marianne Kurtenbach Date *January 6, 2025 the Waterloo City Council voted to suspend the Civil Service hiring practices for entrance positions as allowed by the Iowa Administrative Code section 400.12A until January 6, 2026; therefore no signatures are required to certify this list. CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Mayor Department January 5, 2026 AGENDA ITEM TITLE Derek Kimball, Board/Commission: Cultural & Arts Commission, Expiration Date: March 1, 2029, [New]. 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. Boards and Commissions Application - Derek Kimball Page 116 of 359 CITY OF TERLOO CITY OF WATERLOO, IOWA COMTunityOfOQpOR�.Nity BOARDS & COMMISSIONS APPLICATION Date: , request to be appointed to (state preference): (Name) 1 2. Home Phone: Cell Phone: Work Phone: Email Address Home Address Zip Code Employer Title Employer Address Zip Code How long have you resided in Waterloo? yrs Email address: List current membership in organizations and offices held: am available for meetings: A.M. ❑ P.M. ❑ Noon ❑ Evenings I am available to serve on a Board/Commission the entire year: ®Yes ONo If no, list months not able to serve: Briefly explain your qualifications for appointment to a designated Board/Commission: Additional information and comments that may not be evident from information already on this form: References (include phone numbers): I understand this application does not bind me to accept an appointment should it be offered, nor does it guarantee an appointment to a Board/Commission. If selected, I will be available to attend appropriate training sessions. This application will remain valid and on file for one calendar year from above date. Signature Rev 02/20/2020 RETURN TO MAYOR'S OFFICE, 715 MULBERRY ST., WATERLOO, IA 50703 FAX 291-4286; EMAIL: mayors waterloo-ia.org; PHONE 291-4301 Page 117 of 359 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Lance Dunn, Human Resources Director Human Resources Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Communication from the Library Department on the notice of the conclusion of employment of Keegan Little, Library Assistant, effective December 12, 2025, with recommendation of approval of payout of $2,464.88 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. LITTLE PAYOUT 1.5.2026 Page 118 of 359 Page 119 of 359 CITY OF kt.14Lt �TERLOO IOWA Community of Opportunity Today's Date: 12/16/2025 Department: Library City Council Notice of Employment Severance Effective Date: 12/12/2025 Job Classification: Library Assistant Employment Date: 11/7/2022 Employee Name: Keegan Little The employment with the named City of Waterloo employee has been severed by reason of: ❑ Retired Disability Related ❑ No ❑ Yes ❑ Resigned LI 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 8 $ 28.01 $ 224.08 Vacation -Current 80 $ 28.01 $ 2,240.80 Usable Sick Leave 25% $ Casual Hours $ Comp Time Pay Unscheduled Leave $ Other Pay Comments Approved by Human Resources Total Payment $ 2,464.88 /(/GC.b& Date TV 1 tf / 2 j Date 12/17/2025 Council Agenda Date: Page 120 of 359 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Lance Dunn, Human Resources Director Human Resources Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Communication from the Sanitation Department on the notice of the conclusion of employment of Nick Rooff, Solid Waste Technician, effective December 1, 2025, with recommendation of approval of payout of $4,444.79 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. N. ROOFF PAYOUT 1.5.2026 Page 121 of 359 Page 122 of 359 CITY OF %V/ATERLOO IOWA Community of Opportunity City Council Notice of Employment Severance Today's Date: 12/8/2025 Department: PUBLIC WORKS SANITATION Effective Date: 12/1/2025 Job Classification: SOLID WASTE TECHNICIAN Employment Date: 8/8/2023 Employee Name: NICK ROOFF The employment with the named City of Waterloo employee has been severed by reason of: ❑ Retired Disability Related ❑ No ❑ Yes ❑ Resigned O Termination ❑ Other In accordance with City Policy, it is requested to allow payment which consists of the following: Benefits Vacation -Accrued Total Hours (x) Hourly Rate Payout 73.37 $ 31.97 $ 2,345.64 Vacation -Current $ Usable Sick Leave 32 $ 31.97 25% $ 255.76 Casual Hours 36 $ 31.97 $ 1,150.92 Comp Time Pay 21.66 $ 31.97 692.47 Unscheduled Leave $ Other Pay Comments Total Payment $ 4,444.79 Approved by Nicole Fischels Human Resources Ahti4 ?C�l_ Date / Z -- O Date 12/09/2025 Council Agenda Date: Page 123 of 359 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Lance Dunn, Human Resources Director Human Resources Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Communication from the Street Department on the notice of the conclusion of employment of Richard Felderman, Equipment Operator II, effective December 22, 2025, with recommendation of approval of payout of $6,759.96 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. FELDERMAN PAYOUT 1.5.2026 Page 124 of 359 Page 125 of 359 CITY OF kt40 IowA Community of Opportunity City Council Notice of Employment Severance Today's Date: 12/22/2025 Department: Street Department Effective Date: 12/22/2025 Job Classification: Equipment Operator II Employment Date: 11/3/1999 Employee Name: Felderman, Richard The employment with the named City of Waterloo employee has been severed by reason of: ❑ Retired Disability Related ❑ No ❑ Yes ❑ Resigned ▪ Termination LI Other In accordance with City Policy, it is requested to allow payment which consists of the following: Benefits Vacation -Accrued Total Hours (x) Hourly Rate Payout 195.07 $ 32.63 $ 6,365.13 Vacation -Current 0 Usable Sick Leave 8 $ 32.63 25% $ 65.26 Casual Hours 1 $ 32.63 32.63 Comp Time Pay 9.1 $ 32.63 296.93 Unscheduled Leave 0 $ Other Pay 0 Comments Approved by Human Resources Total Payment $ 6,759.96 Date Date 13_fD1.),s 12/22/2025 Council Agenda Date: Page 126 of 359 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Airport Department January 5, 2026 AGENDA ITEM TITLE Motion to receive and file Airport Board minutes of October 15, 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 Minutes of October 15, 2025 Page 127 of 359 MINUTES WATERLOO REGIONAL AIRPORT BOARD Wednesday, October 15, 2025 I. ROLL CALL Chair, David Deeds, called the meeting to order at 12:00 p.m. Board Members Present: Board Members Absent: City Officials Absent: Airport Staff Present: Additional Attendees: David Deeds, Katy Susong, Chris Bering, Scott Cook, Gwenne Berry, Scott Voigt Arlene Humble John Chiles and Ray Feuss, Council Liaisons Steven Kjergaard, Sheila Combs David Hughes, AECOM; Elliott Lindgren and John Goudreault, Bolton & Menk; Keith Kaspari, District Representative from Congresswoman Hinson's Office; Rob Green, Civil Air Patrol; Mike Murray, Panther Sports Properties II. AGENDA AS RECEIVED OR AMENDED Mr. Kjergaard requested the addition of item C under New Business, UNI Marketing Discussion. Moved by Mr. Voigt, seconded by Mr. Cook, to accept the agenda as amended. Ayes: S. Motion carried. III. PUBLIC COMMENTS Major Rob Green expressed his continued thanks for the classroom and office space for Civil Air Patrol. Keith Kaspari greeted the Board and announced his new position in Ashley Hinson's office. He stated that FAA Capital Funding should be issued by February 2026. IV. REPORTS A. Airport Director's Written Summa►y Mr. Kjergaard reviewed the information in his written report. Notice to proceed has been issued on the boarding bridge project. Lead times for equipment are increasing, so we should have a new bridge sometime in the next two years. 1 Page 128 of 359 AECOM finished work on the pavement assessment project today. Information will be compiled, and the report completed ASAP. Discussed updates on American Airlines/EAS status during the shutdown. Solar leases are moving forward for Council approval. EAS bids for the next cycle, beginning May 2026, were due October 14'1'. Sky West, as American Airlines, was the only bidder. They will continue to provide 13 trips per week to/from O'Hare on CRJ-700 or 900 aircraft (65 --- 76 seats) with first class, business plus and main seating. Volaire will draft our response letter, and will specify our wish for fares to align better with CID and request an earlier afternoon turnaround flight to better serve passengers. Mr. Kjergaard reviewed his October 9th meeting with FAA officials and stated that we may receive four grants to cover the runway intersection work (two AIP grants, each possibly with a companion IIJA grant), with the first one or two expected to be issued in the fall of 2026, and the remaining one or two issued in the spring of 2027. B. Miscellaneous Airport Reports Reviewed miscellaneous monthly reports and discussed September airline stats. V. BOARD APPROVAL A. Approval of Minutes of September 17, 2025 Meeting Mrs. Susong moved approval of the minutes of the September 17, 2025 meeting, seconded by Mr. Bering. Ayes: 5. Motion carried. B. Motion to Receive and File September 2025 Expenses Mrs. Berry moved that the September 2025 expenses be received and filed, seconded by Mr. Cook. Ayes: 5. Motion carried. VI. OLD BUSINESS VII. NEW BUSINESS A. Strategic Analysis Proposal Reviewed a proposal received from Bolton & Menk. Board consensus was that the goals discussion started earlier in 2025 needs to be completed (will plan to do this during the November meeting) before moving forward with any type of strategic analysis. 2 Page 129 of 359 B. Discussion of Proposal for Digital Signage in Terminal Mr. Kjergaard reviewed a proposal for a digital signage package from Daktronics and asked whether Board would be interested in moving forward with something like this. Discussion included whether the proposal could be downsized from the number of screens shown and whether someone with a graphics background would need to manage this. Mr. Kjergaard stated that we could partner with Waterloo Convention Center who would be willing to sell advertising and manage the signage. Mr. Deeds asked that this item be added to the goals discussion. C. UNI Marketing Discussion Mike Murray reviewed the proposal for marketing in the McCloud Center. Moved by Mrs. Berry, seconded by Mr. Cook, that Staff explore this proposal further and identify funding options. Ayes: 5. Motion carried. VIII. STAFF AND BOARD MEMBER COMMENT IX. ADJOURNMENT Mrs. Berry moved the meeting be adjourned at 1:06 p.m., seconded by Mr. Bering. Respectfully submitted, /7)V David Deeds, Chairperson 3 Page 130 of 359 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE Airport Department January 5, 2026 AGENDA ITEM TITLE Motion to receive and file Airport Board minutes of November 19, 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 Minutes of November 19, 2025 Page 131 of 359 MINUTES WATERLOO REGIONAL AIRPORT BOARD Wednesday, November 19th, 2025 I. ROLL CALL Chair, David Deeds, called the meeting to order at 12:02 p.m. Board Members Present: Board Members Absent: City Officials Absent: Airport Staff Present: Additional Attendees: David Deeds, Chris Bering, Arlene Humble, Gwenne Berry, Scott Voigt Scott Cook, Katy Susong John Chiles and Ray Feuss, Council Liaisons Steven Kjergaard Michelle Sweeny, AECOM; Elliott Lindgren, Bolton & Menk; Keith Kaspari, District Representative from Congresswoman Hinson's Office; Martin Hoel, AOPA II. AGENDA AS RECEIVED OR AMENDED Mr. Kjergaard requested the removal of item A under New Business, CIP Discussion. Moved by Mrs. Berry, seconded by Mrs. Humble, to accept the agenda as amended. Ayes: 4. Motion carried. III. PUBLIC COMMENTS Martin Hoel requested that the City Airport Board funding ordinance be looked at and updated. IV. REPORTS A. Airport Director's Written Summa►y Mr. Kjergaard requested question about the information in his written report and discussed the Airports Certification Inspection results. B. Miscellaneous Airport Reports Reviewed miscellaneous monthly reports and discussed October airline stats. 1 Page 132 of 359 V. BOARD APPROVAL A. Approval of Minutes of October 15, 2025 Meeting Mrs. Berry moved approval of the minutes of the October 15, 2025 meeting, seconded by Mr. Bering. Ayes: 4. Motion carried. B. Motion to Receive and File October 2025 Expenses Mrs. Humble moved that the October 2025 expenses be received and filed, seconded by Mr. Voigt. Ayes: 4. Motion carried. VI. OLD BUSINESS A. Goals Discussion Airport board discussed goals for the airport. Item discussed included; Emphasis on increasing enplanements to attract additional service. Discussion on EAS thresholds and potential for additional carriers. Marketing strategies to address public perception and awareness. General aviation development, hangar expansion, and event collaboration. Potential partnerships with local influencers and comtnunity events. Exploration of attracting based jets from Chicago for cost savings. PIanning for future grant opportunities and infrastructure development. VII. NEW BUSINESS VIII. STAFF AND BOARD MEMBER COMMENT IX. ADJOURNMENT Mrs. Humble moved the meeting be adjourned at 1:10 p.m., seconded by Mr. Bering. Ayes: 4. Motion carried. Respectfully submitted, 2 Page 133 of 359 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Motion to receive and file Board of Adjustment minutes of October 28, 2025. 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 ATTACHMENTS 1. October 28, 2025 BoA Minutes Page 134 of 359 CITY OF WATERLOO, IOWA BOARD OF ADJUSTMENT MINUTES REGULAR MEETING - 4:00 P.M., OCTOBER 28, 2025 The regular meeting of the City of Waterloo Board of Adjustment was called to order by Chairperson Beckman at 4:00 p.m., both in person and via Zoom, in the Harold E. Getty Council Chambers at Waterloo City Hall. Members present were: Craig Holdiman, Ras Smith, and John Beckman. Members absent were: Jeri Thornsberry and Tom Powers. Others present were Aric Schroeder, Adarsh Tummala, Joseph Geilman, and John Dornoff from the Planning Department and 12 citizens. Others present electronically were: Dave Boesen — City Council Ward 2. I. Approval of the Agenda It was moved by Holdiman and seconded by Smith to approve the amended agenda, removing items 5 & 6, and changes to the square footage numbers on item 7. Motion carried unanimously. II. Approval of the Minutes from the regular meeting on September 23, 2025. It was moved by Smith, seconded by Holdiman, to approve the amended minutes of the September 23, 2025, Board of Adjustment meeting to correct the date of the next meeting. Motion carried unanimously. III. Decision Items 1. Request by CMBA Architects on behalf of Hawkeye Community College for a Special Permit for the construction of an 8,000 square foot building for the Sustainable Construction Program and variance to the front yard setback to allow for a 35 foot setback, 15 feet less than the 50 feet required and a variance to the side yard setback to allow for a 10 foot side yard setback, 40 feet less than the 50 feet required in the "A-1" Agricultural District located at 6315 Hammond Avenue. Dornoff read the staff report recommending approval of the request with the following condition: that the final site plan meets all applicable city codes, regulations, etc., including, but not limited to, parking, landscaping, screening, drainage, etc., except as approved by the Board of Adjustments. Mike Thole, CMBA Architects was available to answer questions and stated that with all the projects going on at the campus the program which is growing needed additional space and this location made perfect sense. It was moved by Smith, seconded by Holdimanl to approve, per staff recommendation, the request by by CMBA Architects on behalf of Hawkeye Community College for a Special Permit for the construction of an 8,000 square foot building for the Sustainable Construction Program and variance to the front yard setback to allow for a 35 foot setback, 15 feet less than the 50 feet required and a variance to the side yard setback to allow for a 10 foot side yard setback, 40 feet less than the 50 feet required in the "A-1" Agricultural District located at 6315 Hammond Avenue with the following condition: that the final site plan meets all applicable city codes, regulations, etc., including, but not Page 135 of 359 City of Waterloo Board of Adjustment October 28, 2025 limited to, parking, landscaping, screening, drainage, etc., except as approved by the Board of Adjustments. Motion carried unanimously. 2. Request by the Cedar Bend Humane Society for a Special Permit for operations at the former Camp Run -A -Mutt in the "M-2, P" Planned Industrial District located at 3225 Airport Boulevard. Tummala read the staff report recommending approval of the request. Kristy Gardner, Executive Director of Cedar Bend Humane Society, stated that they need to expand, and this building is perfect as it is already set up for animals, and being that it is close to the main facility, it is perfect for adoption events and community outreach. Smith asked if this was for an uptick in need or an opportunity to expand services, to which Gardner responded both, and this will help with community outreach, such as low-cost vaccination clinics, dog training classes and this building will give more room to do those events. Smith stated he thinks it is an outstanding opportunity to help the organization expand its needed services and take advantage of the existing building. Beckman noted that the organization was approved for improvements at their main facility and questioned if those plans have been altered now to which Gardner responded that they would still like to do some of those changes because the old intake center is very old but this could reduce the capital outlay because instead of making changes for outreach to the main campus they can be shifted to this new building. Beckman asked for clarification on the events to be held at the building, to which Garder went over some examples. It was moved by Holdiman, seconded by Smith, to approve, per staff recommendation the request by the Cedar Bend Humane Society for a Special Permit for operations at the former Camp Run A Mutt in the "M-2, P" Planned Industrial District located at 3225 Airport Boulevard. Motion carried unanimously. 3. Request by Jodi Reyerson Physical Therapy for a Special Permit to allow for a Home Occupation in an accessory structure in the "R-2" One and Two Family Residence District located at 3027 Cedar Terrace Drive. Tummala read the staff report recommending approval of the request with the following condition: That Code Enforcement inspects the property in question 1-year from the date of approval. Beckman asked why the condition for Code Enforcement to inspect the property one year after approval was there, to which Tummala stated that it was added by the Planning, Programming, and Zoning Commission. Smith questioned the timeline for building the building; if it were not yet built, there would not seem to be a need for Code Enforcement to inspect, to which Tummala stated the applicants could speak of the timeline for the building, and noted that the condition was a general condition, not just for the accessory structure. -2 Page 136 of 359 City of Waterloo Board of Adjustment October 28, 2025 Holdiman noted that when he drove out there, it appeared that there were a lot of things, such as the cars, that could be housed in the garage once it is built, which would be an improvement to the property. Jody Reyerson Mika, 426 Ivanhoe Road, owner and operator of the physical therapy office, stated that their plan was to put everything that is outside currently into the new accessory structure and noted that they have removed a 24' X 24' accessory structure that was in need of repair, and that is why they are outside currently. Reyerson Mika further noted that her practice is a private, paid practice, so the previous concerns about high traffic and theft are not applicable, and she was shocked by that complaint. They plan to build the building this November and have already obtained the permit. Reyerson Mika stated that they aim to complete the building by the end of the year, so the POD and all other materials will be removed by then. They plan to build their home on the site and noted that her daughter and family are currently living in the building while renovating their own home. Smith asked if they had had Code Enforcement issues in the past and estimated the number of clients on a typical day, to which Reyerson Mika responded that her daughter and three children had been living there the previous year, and there were some overgrowth issues at that point also, and in a day she would see two to eight patients a day. Beckman noted that Black Hawk County shows that Robert Class owns the property, that your daughter is currently living in the house on the property and how is the structure going to be occupied, to which Reyerson Mika stated that her husband is Robert Class, and the new building will encompass garage space, her husband likes to work on his cars, and her business but there is no plans for her husband to have a business out of the building. Beckman asked how many years the applicant has owned the property, to which Class answered 15 years, and Reyerson Mika noted that they have been married for two years. Cindy Huffman, 184 Belle Street, stated that she is concerned about the neglect at the property and is happy they talked about Code Enforcement coming out later because the overgrowth on the property has been horrible from day 1, and they have owned the property for 15 years, and it looks as tacky as it does today. Huffman further stated that increased traffic and the introduction of strangers into the neighborhood may lead to a rise in the crime rate. Boesen stated he has a couple of concerns, one is that they are starting construction on something that doesn't have a variance yet, two, the plan is to tear the existing structure down with no timeline for the new structure, and the request is to approve a commercial building accessory to a residential structure but if the house is torn down there just a commercial structure because at Planning and Zoning there was no timeline to build the other house to which Schroeder responded that the building does not need a variance but the use of a home occupation in an accessory structure needs the Special Permit and the accessory structure is to code and can continue to be constructed and a Home Occupation does have to be accessory to a residential structure. Schroeder further stated that when they pull the permit to demolish the existing home, they will need to pull the permit for construction of the new home at the same time. Boesen asked what the timeline would be for them to start constructing the new home once the old one is demolished, to which Schroeder responded that they must start within six months and make continual progress. Beckman stated that he echoes the concern over the condition of the property, including the overgrowth and abandoned vehicles, causing it to put a scare on the rest of the neighborhood, and does not feel that a business on that side of Cedar Terrace is warranted, as it is all residential, and it does not fit. -3- Page 137 of 359 City of Waterloo Board of Adjustment October 28, 2025 Smith stated that there does not seem to be a substantive history of issues with the property with Code Enforcement, and if a place is not appealing for the people coming to the business, they are not going to come back, so it's a natural consequence of that, to which Schroeder responded that staff was not aware of any Code Enforcement issues before the site visit inspection after the application was filed therefore started having discussions on the some of the issues with the property and discussed it with the applicants on how they are going to rectify it. Holdiman reiterated that many of the materials that are currently stored on the property would be kept in the new building and would not be visible anymore, which would improve the property, but that does not address the overgrowth, to which Schroeder responded that the overgrowth will need to be taken care of. Beckman stated that they have had 15 years to maintain this property, and if it has been that long questions whether they will get it up to code and maintain it to which Schroeder responded that the applicant can discuss timelines for getting it taken care of but it will take all three members to vote yes on the item or it fails so the Board could look at tabeling the item to give more time to see what can be addressed. Smith asked if the applicant currently operates her business out of the Ivanhoe address or another location, to which Reyerson Mika responded that she operates her business in Cedar Falls, but pays $800 a month, which is one of the reasons she wants the home office, and that her type of practice lends itself well to an area like Cedar Terrace because they are coming to a quiet space. Reyerson Mika further noted that the vehicles are projects that her husband will be working on, so they won't be abandoned; they will be in the new accessory structure, and her business is a clean, beautiful place. Reyerson Mika further noted that when she met her husband three years ago, the property was in much worse shape than it is now. Holdiman asked if there would be any cars left outside, to which Reyerson Mika responded no. Beckman asked where Reyerson Mika's current business is located and what type of theory, to which she responded 415 State Street in Cedar Falls, and she works with people suffering from chronic pain and joint mobilization. Smith stated he did not see a consensus on the item, but noted that this is an opportunity to demonstrate that the property can be cleaned, and if you can still operate at the Cedar Falls location while you clean up, that would be beneficial and come back to the board with a cleaner slate and is going to recommend the item be tabled. Holdiman stated he agrees that the item should be tabled. It was moved by Smith, seconded by Holdiman, to table the request by Jodi Reyerson Physical Therapy for a Special Permit to allow for a Home Occupation in an accessory structure in the "R-2" One and Two Family Residence District located at 3027 Cedar Terrace Drive. Motion passed unanimously. 4. Request by Living Hope Baptist Church for a Special Permit to allow for the construction of a 32' X 48' accessory structure in the "B-P" Business Park District located at 827 Fisher Drive. Geilman read the staff report recommending approval of the request with the following conditions: 1) that the building materials used be changed to be compatible with the existing building on the lot and 2) -4 Page 138 of 359 City of Waterloo Board of Adjustment October 28, 2025 that the final site plan meets all applicable city codes, regulations, etc., including, but not limited to, parking, landscaping, screening, drainage, etc. Holdiman asked what kind of building materials they needed to ask for, to which Geilman answered either stucco or EIFS, and that their new site plan did show stucco, but the applicant stated that they would prefer to use steel, but noted that the roof is fine being metal. Holdiman asked if the Board made a motion, would it have to say Stucco or EIFS to which Geilman stated the Board could put that in the motion. Beckman asked what EIFS is to which Dornoff gave a brief explanation of the product. Smith stated it appears to be more of a requirement than a recommendation on the siding, to which Schroeder responded that yes, staff would recommend denial if the materials were not changed, although the applicants did agree to the materials at the Planning, Programming, and Zoning Commission meeting if required, but would still prefer to do the metal. Gene Swanson, 1825 Easton Avenue, Deacon and Chairman of Properties for Living Hope Baptist Church, stated the goal was to have this building to store their vehicles, enclosed trailers, and equipment. Swanson further stated that they were planning to use stucco panels to comply and would still like to use steel, noting that VGM has a steel building with colors that match and that their colors will match regardless of the materials used. Beckman noted that when this area was platted, it was platted as a professional business park, and it is important to maintain the integrity of the site to which Swanson responded he agrees and that is why they are willing to use stucco which would be in compliance with the area. Beckman further stated to the applicant that let's get away from steel, as that is not going to happen, and has agreed to use stucco. It was moved by Holdiman, seconded by Smith, to approve, per staff recommendation, the request by Living Hope Baptist Church for a Special Permit to allow for the construction of a 32' X 48' accessory structure in the "B-P" Business Park District located at 827 Fisher Drive with the following conditions: 1) that the building materials used be changed to be compatible with the existing building on the lot and 2) that the final site plan meets all applicable city codes, regulations, etc., including, but not limited to, parking, landscaping, screening, drainage, etc. Motion passed unanimously. 5. Request Arif Mustedanagic for a variance to the accessory structure square footage limit to allow for 1,224 square feet of detached accessory structures, 360 square feet more than the 864 square feet allowed, to allow for the construction of a second accessory structure of 468 square feet in the "R-1" One and Two Family Residence District located at 500 Wilshire Avenue. This item was withdrawn from the agenda. 6. Request by Kevin Rose for a variance to the accessory structure square footage limit to allow for 1,308 square feet of accessory structure, 108 square feet more than the 1,200 square feet allowed, to allow for the construction of a 480 square foot addition to an existing accessory structure in the "R-2" One and Two Family Residence District located at 300 Blowers Avenue. This item was withdrawn from the agenda. -5 Page 139 of 359 City of Waterloo Board of Adjustment October 28, 2025 7. Request by Evan William Sadler for a variance to the accessory structure square footage limit to allow for construction of a 3,400 square foot accessory structure for a total of 4,384 square feet of accessory structures, 2,584 square feet more than the 1,800 square feet allowed and a variance to the accessory structure height limit to allow for a height of 18.5 feet, 3.5 feet more than the 15 foot allowed in conjunction with a one story home in the "A-1" Agricultural District located at 3354 East Shaulis Road. Geilman read the staff report recommending approval of the request with the following condition: that the structure be built in the rear 50% of the lot. Beckman asked for verification on the numbers for the request. Evan Williams Sadler, 3354 East Shaulis Road, stated that since buying the property and fixing it up it has been his dream to build this accessory structure. Beckman asked what type of business Sadler runs, to which Sadler responded that it is a concrete business operated from West 14th and Commercial Streets. Beckman asked about the older shed and the lean-to that is attached to the existing detached garage, and questioned if they were staying, to which Sadler stated that the shed is going away, but the lean-to and detached garage will stay for now, although it will be torn down when they construct an attached garage in the future. Beckman asked if the new accessory structure would be used for any business equipment, to which Sadler stated no. Holdiman asked what the four items at the back of the lot that look like semi -trailers are, to which Sadler stated they are not semi -trailers but firewood holders. It was moved by Smith, seconded by Smith, to approve, per staff recommendation, the request by Evan William Sadler for a variance to the accessory structure square footage limit to allow for construction of a 3,400 square foot accessory structure for a total of 4,384 square feet of accessory structures, 2584 square feet more than the 1,800 square feet allowed and a variance to the accessory structure height limit to allow for a height of 18.5 feet, 3.5 feet more than the 15 foot allowed in conjunction with a one story home in the "A-1 "Agricultural District located at 3354 East Shaulis Road with the following condition: that the structure be built in the rear 50% of the lot. Motion passed unanimously. 8. Request by Our Saviors Lutheran Church for a variance to allow for an existing 768 square foot accessory structure without a primary structure in the "R-2" One and Two Family Residence District located west of 401 Harwood Avenue, to allow the church to sell the property. Dornoff read the staff report recommending approval of the request with the following condition: that a home is built on the lot within two years, or the garage is removed from the property. Beckman asked what variances would be needed for the new home, to which Dornoff responded that they will possibly need a variance for lot coverage and possibly setbacks, but that will depend on the house plans presented. -6 Page 140 of 359 City of Waterloo Board of Adjustment October 28, 2025 Todd Moline, 927 Lorraine Avenue, Congregational President of the church, went over the history of the property and noted that they no longer have a church transportation system due to insurance costs, so they no longer need the garage that held those vehicles; therefore, they are looking to sell the property and reduce maintenance costs. Beckman asked for confirmation that they had a buyer, to which Moline stated yes, and the buyer's real estate agent is present. Braidynn Bauman, 4835 Yellowstone Drive, real estate agent for the buyer, was available to answer questions. Beckman asked how solid the buyer is and when the transaction is closing, to which Bauman responded that they are very serious, they have renovated a lot of houses, but at this point, they are planning to sell their current house and build a house because they want to downscale, and closing is scheduled for Friday and it is a cash deal. It was moved by Holdiman, seconded by Smith, to approve, per staff recommendation, the request by Our Saviors Lutheran Church for a variance to allow for an existing 768 square foot accessory structure without a primary structure in the "R-2" One and Two Family Residence District located west of 401 Harwood Avenue, to allow the church to sell the property with the following condition: that a home is built on the lot within two years, or the garage is removed from the property. Motion passed unanimously. IV. Discussion The next meeting of the City of Waterloo Board of Adjustment will be held on November 25, 2025. Beckman asked when the 60 days are up for the Islamic Center, which was denied an extension of its temporary variance last month, to which Dornoff responded on November 30tn Beckman noted that RPM Motors was denied permission to keep their storage container, and it was supposed to be moved by today, but has not been yet, so when do citations start rolling out to which Schroeder stated they will be contacted with Code Enforcement. Beckman asked Schroeder at the next meeting to give a brief rundown on whether there is a shelf life on the decisions by the Board. It was moved by Holdiman and seconded by Smith to cancel the December meeting. Motion carried unanimously. V. Adjournment It was moved by Holdiman, seconded by Smith, to adjourn the meeting at 5.26 p.m. Motion carried unanimously. Respectfully submitted, John Dornoff, Planner II -7 Page 141 of 359 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Motion to receive and file Historic Preservation Commission minutes of October 21, 2025. 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 ATTACHMENTS 1. Historic Minutes 10-21-25 Page 142 of 359 WATERLOO HISTORIC PRESERVATION COMMISSION MINUTES REGULAR MEETING — October 21, 2025— 4:30 P.M. The meeting was held in the Mollenhoff Room at City Hall Chairperson Hedrick called the regular meeting of the City of Waterloo Historic Preservation Commission to order at 4:35 p.m. Commission Members present were: Nick Hedrick, Jared Hottle, Ed Ottesen, and Colleen Weliver. Commission Members present electronically were: Terry Stevens Commission Member(s) absent were: Ivan Valtchev, Matthew Gilbert, and Hector Salamanca Arroyo Others present were: Joseph Geilman- Planning Staff Approval ofAjienda Motion made by Stevens and seconded by Weliver to approve the agenda of the October 21, 2025 regular meeting. Approval of Minutes Motion made by Hottle and seconded by Stevens approve the minutes of the September 16, 2025 regular meeting. Motion carried unanimously. Oral Presentations No Report Hearings No Hearings Buildinji/Project Consultation No Consultations Reports 1. Main Street Ottesen noted that there were no design reviews. They did lose a staff member, an event coordinator, and are looking for a new person to fill that opening. There was a good turnout at the Notes in the District event. 2. Silos and Smokestacks No Report -1- Page 143 of 359 3. Grout Museum No Report 4. Highland Neighborhood Hedrick and Weliver noted that they are looking at the Veterans building to hold the Christmas party in. There will be a garden clean-up, and the neighborhood is still working on getting the historic lights painted and switched to LEDs. 5. Walnut Neighborhood It was noted that Habitat has done a lot of work in this neighborhood. Discussion Items/Possible Action Items 1. Dunsmore House Geilman noted that someone called, interested in purchasing the house, but that he does not expect anything to come from it. Ottesen stated that he did go to an architects' conference that explained some things about ADA requirements, and noted that the Dunsmore house might fall into some of the exemptions. 2. Collaborations No discussion 3. City -Owned Properties No discussion 4. Goals and Action Plan It was noted that the commission has done a couple of educational events this year and has recently had a work session with the City Council. Discussion Items Geilman noted that a meeting was held between the city, SHPO, and the EPA about the MOA. A draft of it should be coming to the commission soon. Adjournment Motion made by Hottle and seconded by Stevens to adjourn the meeting at 4:47 p.m. Motion carried unanimously. Respectfully submitted, Joseph Geilman Planner I -2- Page 144 of 359 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Motion to receive and file Highway 218 Review and Design Commission minutes of May 28, 2025 and August 27, 2025. 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 ATTACHMENTS 1. DRBMin 5-28-2025 2. DRBMin 8-27-2025 Page 145 of 359 Page 146 of 359 MINUTES HIGHWAY 218 DESIGN REVIEW BOARD REGULAR MEETING — 3:00 P.M. May 28, 2025 Zoom Meeting Tummala called the regular meeting of the Highway 218 Design Review Board to order at 3:00 p.m. on May 28, 2025 via Zoom. I. Roll Call The following members were present: Kory Carty, Jessica Rucker, Gina Jordan -Burg, Mark Kuiper, Chris Fischels, and Michelle Weber Members absent were: N/A Note: One vacancy Others present were: Aric Schroeder and Adarsh Tummala - Planning Staff, and Bill Failor — Applicants. II. Approval of the May 28, 2025 agenda. It was moved by Jordan -Burg and seconded by Kuiper to approve the agenda. Motion carried unanimously. III. Approval of the minutes from the Regular Meeting on February 18, 2025. It was moved by Carty and seconded by Jordan -Burg to approve the minutes from the regular meeting on February 18, 2025. Motion carried unanimously. IV. Decision Items Request by Failor-Hurley Construction on behalf of 5th Street Tire LLC for design approval of a building expansion, located at 500 W 5th St, in the "C-2" Commercial District. Tummala gave the staff report. Kuiper suggested continuing the existing green island and trees along Washington Street by increasing and expanding the proposed green island strip for beautification reasons. Failor rebutted that it would be a tight squeeze for that property. Rucker indicates through Google Street View that Kuiper's suggestion is possible. Schroeder clarifies that Kuiper's suggestion is to match the existing green island with trees, and an estimated 3 parking spaces will be 3 feet shorter. Fischels disagrees with Kuiper's suggestion and agrees with Failor that it would make maneuvering in the parking lot harder, expressing support for the proposal as presented and calling it a major upgrade for the area. Kuiper then suggested a green space peninsula with a tree on each end. Page 147 of 359 HIGHWAY 218 DESIGN REVIEW BOARD May 28, 2025 Carty rebuts by saying it would reduce and restrict the approach and that it would make people slow down to turn, which could cause traffic back up in this busy area. Kuiper counters by saying it is Highway 218 DRB's responsibility to foster expansion and beautification. Jordan -Burg raises concerns over potential sight and visibility issues, as Washington Street is a one- way street. Fischels is hesitant about Kuiper's suggestions, as they would decrease business space and, in general, are not helpful for building expansion. In addition, from the construction perspective, Fischels states it would increase costs. Kuiper disagrees and conveys that less pavement would result in lower costs. Failor adds that there would be maintenance issues. Rucker adds that the proposal and request demonstrates the effort for beautification through the proposed addition of a small green island. Carty further expresses that less pavement does not necessarily mean lower cost, and even if it did, the savings would be minimal, and that the costs of trees and landscaping are substantial. Fischels initiates a motion for approval. It was moved by Fischels and seconded by Carty to approve the request by Failor-Hurley Construction on behalf of 5th Street Tire LLC for design approval of a building expansion, located at 500 W 5th St in the "C-2" Commercial District with the following conditions: 1) that the masonry veneer would be required on the elevation facing the Highway 218 corridor, and 2) that the two storage containers be removed upon completion of the project Motion carried 5 to 1. V. Discussion Items VI. Adjournment It was moved by Jordan -Burg and seconded by Carty to adjourn the meeting at 3:33 pm. Motion carried unanimously. Respectfully submitted, Adarsh Tummala, Planner 1 Page 148 of 359 MINUTES HIGHWAY 218 DESIGN REVIEW BOARD REGULAR MEETING — 3:00 P.M. August 27, 2025 Zoom Meeting Tummala called the regular meeting of the Highway 218 Design Review Board to order at 3:00 p.m. on August 27, 2025 via Zoom. I. Roll Call The following members were present: Kory Carty, Jessica Rucker, Gina Jordan -Burg, Mark Kuiper, and Chris Fischels Members absent were: Michelle Weber Note: One vacancy Others present were: Adarsh Tummala - Planning Staff, and Jon Brundrett — Applicant. II. Approval of the August 27, 2025 agenda. It was moved by Carty and seconded by Kuiper to approve the agenda. Motion carried unanimously. III. Approval of the minutes from the Regular Meeting on May 28, 2025. It was moved by Carty and seconded by Fischels to approve the minutes from the regular meeting on May 28, 2025. Motion carried unanimously. IV. Decision Items Request by 5 Bees LLC for design approval of a 64' by 40' building, located on the vacant lot northeast of 326 West 14th Street, in the "M-1" Light Industrial District. Tummala read staff report Brundrett clarified that the building is black and copper, and not black and orange as mentioned in the staff report. Kuiper asked a question about why there is no landscaping along the side facing neighbors. Brundrett noted because of the existing house it is restricting the space to landscape. Kuiper further asked Brundrett about the thought process behind the choice of black and copper coloring. Brundrett explained that the monochromatic looked good and appeared to be more contemporary than traditional, like ones in Iowa City along Highway 218, and that it is a different color scheme compared to other development ventures. Carty expressed dissatisfaction with the choice of monotone black siding design and believed it should be broken by a different design element. Kuiper agreed with Carty that the singular monolith look is not up to aesthetic standards and questioned whether windows were required by the ordinance. Page 149 of 359 HIGHWAY 218 DESIGN REVIEW BOARD August 27, 2025 Rucker asked where in Iowa City similar looking buildings exist to which Brundrett provided the location and it confirmed by Rucker that they do exist. Fischels shared a visual from Google Maps, showing the visibility of the site in question to address building aesthetics. Tummala clarified that windows are not required by the ordinance. Carty responded it is within their purview to require windows according to the design guidelines, as it states that long monotonous facades are not acceptable, and allowing the design as submitted could set precedence. Brundrett clarified that he was unaware Kuiper reiterated that the design was not up to aesthetic standards and suggested requiring windows. Fischels agreed with Kuiper about requiring windows and added that 4 feet of wainscoting be considered as well. Kuiper and Rucker agreed that this would be an acceptable way to break up the monotone black siding. Carty agreed with displeasure with the color but stated everyone has their own taste for design. Jordan -Burg asked if the wainscoting should be contrasting and suggested it as an option. Kuiper and Fischels agreed with Jordan -Burg and believed it to be a reasonable requirement. Fischels further elaborated the windows requirement, suggesting that three or four windows be the requirement. Rucker agreed and mentioned that the Iowa City sites have windows and awnings. Carty suggested a window on the wall facing West 14th Street. Fischels suggested that there should be three windows on the south side facing 326 W 14th Street and Highway 218 and one window above the employee door or overhead door on the east side facing W 14th Street according to the site plan and reiterated 4 feet of wainscoting all around the building that is contrasting in color be required and that the applicant must submit a design plan reflecting these conditions. It was moved by Fischels and seconded by Carty to approve the request by 5 Bees LLC for a design approval of a 64' by 40' building, variance to allow a O'setback between the vehicle use area and exterior building wall, 5' less than the required, and variance to allow a 7' setback between the vehicle use area and City right-of-way, 1' less than the required, located on the vacant lot northeast of 326 West 14th Street, in the "M-1 "Light Industrial District with the following conditions: 1) that the site plan meets minimum parking requirements for its use. 2) that three windows on the south side, facing 326 W 14'h Street and Highway 218, and one window above the Page 150 of 359 HIGHWAY 218 DESIGN REVIEW BOARD August 27, 2025 employee door or overhead door on the east side, facing W 14th Street, are required, 3) that 4 feet of wainscoting all around the building that is contrasting in color to the primary color of the siding is required, and 4) that the applicant must submit a design plan reflecting the conditions regarding the windows and wainscoting requirements for final approval via email. Motion carried unanimously. Brundrett submitted the final design plan reflecting the required conditions on September 2, 2025. It was moved by Carty and seconded by Kuiper to approve the request by 5 Bees LLC for a final design approval of a 64' by 40' building, variance to allow a O'setback between the vehicle use area and exterior building wall, 5' less than the required, and variance to allow a 7' setback between the vehicle use area and City right-of-way, 1' less than the required, located on the vacant lot northeast of 326 West 14th Street, in the "M-1 "Light Industrial District with the following conditions: 1) that the site plan meets minimum parking requirements for its use, 2) that three windows on the south side, facing 326 W 14th Street and Highway 218, and one window above the employee door or overhead door on the east side, facing W 14th Street, are required, 3) that 4 feet of wainscoting all around the building that is contrasting in color to the primary color of the siding is required, and 4) that the applicant must submit a design plan reflecting the conditions regarding the windows and wainscoting requirements for final approval via email. Motion carried unanimously via email vote. V. Discussion Items Kuiper requested a time for all board members and Planning staff responsible for Highway 218 to meet to discuss implementation and enforcement of guidelines. Rucker added that this is good timing for meeting to address those concerns and asked to make those design guidelines available online. VI. Adjournment It was moved by Kuiper and seconded by Jordan -Burg to adjourn the meeting at 4:02 pm. Motion carried unanimously. Respectfully submitted, Adarsh Tummala, Planner 1 Page 151 of 359 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Motion to receive and file Planning, Programming, and Zoning Commission minutes of October 14, 2025. 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 ATTACHMENTS 1. October 14, 2025 P&Z Minutes Page 152 of 359 MINUTES CITY OF WATERLOO, IOWA PLANNING, PROGRAMMING, AND ZONING COMMISSION REGULAR MEETING - 4:00 P.M. OCTOBER 14, 2025 The regular meeting of the Waterloo Planning, Programming, and Zoning Commission was called to order by Chairperson Leistikow at 4:00 p.m. via Zoom and in person in the Harold E. Getty Council Chambers at Waterloo City Hall. Members present were: Cody Leistikow, Jessica Rucker, Eric Donat, Brandon Schoborg, Eric Poe, and Scott Voigt. Members present electronically were: Kristen Schaefer. Members absent were: Janelle Ewing and Phillip Shirk. Others present were: Rob Nichols — City Council Liaison; Aric Schroeder, Adarsh Tummala, Joseph Geilman, and John Dornoff — Planning Department; Jamie Knutson — City Engineer; and 16 citizens. Others present electronically: Dave Boesen — City Council Liaison, Noel Anderson - Community Planning and Development Director, and one citizen. I. Approval of the Agenda It was moved by Donat and seconded by Voigt to approve the agenda. Motion carried unanimously. II. Approval of the Minutes from the regular meeting on September 9, 2025. It was moved by Rucker and seconded by Schoborg to approve the minutes of the September 9, 2025, meeting. Motion carried unanimously. III. Oral Presentations There were no Oral Presentations. IV. New Business A. Hearings — Rezones/Site Plan Amendments 1. Request by Robson Homes to rezone approximately 37.07 acres from "R-3" Multiple Residence District to "R-3, R-P" Multiple Residence District located east of Omaha Avenue. It was moved by Schoborg and seconded by Poe to receive and place on file the statement of verification at 4: 02 p.m. Motion carried unanimously, and Leistikow declared the hearing open. Tummala read the staff report recommending approval of the request. Schoborg noted the Fire Department's comment about additional access for future development and asked whether that was for development beyond what was being approved today, to which Schroeder responded, yes. Voigt noted that the staff report states it would not negatively affect traffic conditions in the area and questioned how it would not be impacted. Schroeder responded that the traffic department did not express any concerns during the Technical Review Committee. Page 153 of 359 Planning and Zoning Commission October 14, 2025 Carolyn Carpenter, 717 Grindstone Circle, stated that one of their concerns is traffic. With one phase of Omaha done, traffic is worse, and with Mystic, there will be only two streets coming into the neighborhood. She feels that there should be another access out toward La Porte Road before there is a denser population, and is not sure what the next step in the process is, but is sure there are more people who want to be involved. Carpenter also wanted to know how the list was created, as it was far from comprehensive, to which Schroeder responded by explaining how the list was created by using the county information on property owners to make a list of all property owners within two hundred feet, and the next meeting will be a hearing by the City Council on November 3ra It was moved by Schoborg, seconded by Voigt, to close the public hearing. Motion carried unanimously. The hearing was closed at 4:16 p.m. It was moved by Schoborg and seconded by Donat to recommend approval of a request by Robson Homes to rezone approximately 37.07 acres from "R-3" Multiple Residence District to "R-3, R-P" Multiple Residence District located east of Omaha Avenue. Motion carried unanimously. 2. Request by Troy Morris, Jr. for a Site Plan Amendment to allow for a restaurant, ice cream shop, and sign shop in a former funeral home in the "S-1" Shopping Center District located at 3146 Kimball Avenue. It was moved by Poe and seconded by Voigt to receive and place on file the statement of verification at 4:16 p.m. Motion carried unanimously, and Leistikow declared the hearing open. Geilman read the staff report recommending approval of the request with the following condition: That there be no outside storage. Donat stated that he thought there was already a sandwich shop operating in that building, to which Schroeder responded that there is, that had been previously approved, and this action is for the rest of the building. Troy Morris, Jr., 3146 Kimball Avenue, was available to answer questions. Poe asked what was meant by 'sign shop,' to which Morris responded that it is not a manufacturing facility and that the intent is small directional and other print signage inside a building, such as ADA signage. Voigt noted that the site is short 17 spaces, but the neighbor has spaces available after 5 pm. However, the neighbor's letter does not say that. Morris responded that the neighbor does not care and that after 5 pm was part of the initial conversation back in February, but the neighbor does not care. Voigt stated that the neighbor requires a certain number of parking spaces, and questioned what is the required number of parking spaces and do the two add up to the required number, or will a variance be required? To which Schroeder responded that the property is zoned "S-1," which allows flexibility in the number of parking spaces, taking into account shared parking and different operating hours. Morris noted that the restaurant will not be open until 5 pm, and once it opens, the sandwich shop will be closed. -2- Page 154 of 359 Planning and Zoning Commission October 14, 2025 Voigt further stated that there is areas that are designated for storage and if that becomes another business then it could affect the needed parking to which Morris responded that the area has a roll up door and it will be used to park customer cars to put decals on their vehicles and keep them out of the weather to which Schroeder noted that depending on the change of use it could be considered minor and not have to come back through the site plan amendment process but if it would have a significant effect on parking it would need to come back through the process. Leistikow asked if the applicant had been struggling with parking, to which Morris responded no. Donat noted that during the Technical Review Committee, the Building Department stated that an architect will be needed, to which Morris responded that there is one on the project. Poe asked about the possibility of religious activities on the site, to which Morris responded that he doesn't want to say it will never happen, but the goal is to have a music center as part of the restaurant, and once a month, there might be a worship music night, but it will not be a church. Boesen noted that there is no concrete access between the two parking lots, and how will that be maintained during the winter when there are 18 inches of snow piled up, and there should be a permanent hard surface between the two parking lots, to which Morris stated his goal is to create a concrete sidewalk between the parking area. It was moved by Rucker, seconded by Donat, to close the public hearing. Motion carried unanimously. The hearing was closed at 4:34 p.m. It was moved by Poe and seconded by Schoborg to recommend approval of a request by Troy Morris, Jr for a Site Plan Amendment to allow for a restaurant, ice cream shop, and sign shop in a former funeral home in the "S-1 "Shopping Center District located at 3146 Kimball Avenue, with the following condition: that there will be no outside storage. Motion carried unanimously. 3. Request by Xcel Electric LLC for a Site Plan Amendment for the construction of a 4,000 square foot building in the "B-P" Business Park District located south of 3211 Titan Trail. It was moved by Rucker and seconded by Poe to receive and place on file the statement of verification at 4:36 p.m. Motion carried unanimously, and Leistikow declared the hearing open. Geilman read the staff report recommending approval of the request with the following conditions: 1) That the final site plan meets all applicable city codes, regulations, etc., including, but not limited to, parking, landscaping, drainage, etc. and 2) that additional aesthetically pleasing design elements are added to the building to keep the building in character with other buildings in the area, such as masonry block or EIFS systems on the buildings walls that face Titan Trail and Highway 63. Donat asked if the questions about the 25-foot easement and the additional aesthetically pleasing design elements could be addressed, to which Schroeder stated that the easement was not something that needed to be resolved, it was just a note that there is an easement there that will limit what they can do on the east side of the property and the updated plan regarding the aesthetically pleasing design issues. -3 Page 155 of 359 Planning and Zoning Commission October 14, 2025 Voigt stated he was abstaining from this item because he owns a building at Greyhound and Ridgeway, and built it 15 years ago, and at the time had to sign a development agreement with the city stating that his building had to be masonry and not metal, and was not the only one that was restricted to that. Now, 15 years later, it is being flooded with metal buildings, to which Schroeder responded that this area was developed over time with eight different subdivisions. Each subdivision has its own design standards, intended to provide more professional development at the north end and more industrial development at the south. Anderson noted that this is over 100 acres of land that was developed and is mostly zoned `B-P" Business Park District and "M-2, P" Planned Industrial District, and that the plan was always to have professional offices near Ridgeway and then transition to industrial and retail. Anderson further noted that the city has not developed any of this land, as Deer Creek Development did, and that Deer Creek Development drew up the Deed of Dedication and restrictive covenants, and decided to have different design guidelines near Ridgeway and in other areas. Leistikow stated that he is happy there is a condition requiring a more pleasing design. Haris Mumic, 1142 Columbus Drive, stated that they are currently operating out of a small garage and are looking to expand and call their own. It was moved by Rucker, seconded by Schaefer, to close the public hearing. Motion carried unanimously. The hearing was closed at 4:51 p.m. It was moved by Rucker and seconded by Schoborg to recommend approval of a request by Xcel Electric LLC for a Site Plan Amendment for the construction of a 4,000 square foot building in the "B-P" Business Park District located south of 3211 Titan Trail with the following conditions: 1) That the final site plan meets all applicable city codes, regulations, etc., including, but not limited to, parking, landscaping, drainage, etc. and 2) that additional aesthetically pleasing design elements are added to the building to keep the building in character with other buildings in the area, such as masonry block or EIFS systems on the buildings walls that face Titan Trail and Highway 63. Motion carried 6-0-1 (Voigt abstaining). B. Special Permits 1. Request by CMBA Architects on behalf of Hawkeye Community College for a Special Permit for the construction of an 8000 square foot building for the Sustainable Construction Program in the "A-1" Agricultural District located at 6315 Hammond Avenue. Dornoff read the staff report recommending approval of the request with the following condition: That the final site plan meets all applicable city codes, regulations, etc., including, but not limited to, parking, landscaping, screening, drainage, etc., except as approved by the Board of Adjustments. Alex Bower, 414 South, Robinson Engineering, stated that Hawkeye has outgrown the space they have, and this location fits the bill better than being directly on campus. It was moved by Schoborg and seconded by Poe to recommend approval of a request by CMBA Architects on behalf of Hawkeye Community College for a Special Permit for the construction of an 8000 square foot building for the Sustainable Construction Program in the "A-1" Agricultural District located at 6315 Hammond Avenue with the following condition: That the final site plan meets all -4 Page 156 of 359 Planning and Zoning Commission October 14, 2025 applicable city codes, regulations, etc., including, but not limited to, parking, landscaping, drainage, etc. Motion carried unanimously. 2. Request by the Cedar Bend Humane Society for a Special Permit for expanded Humane Society operations at the former Camp Run -A -Mutt property in the "M-2, P" Planned Industrial District located at 3225 Airport Boulevard. Tummala read the staff report recommending approval of the request. Voigt asked whether, when they say expansion, they mean expanding the building or the outside area, to which Schroeder responded no when they say expansion, they mean from their existing facility on Airline Highway to now also include this building. Kristy Gardner, Executive Director of Cedar Bend Humane Society, stated that this is a perfect building, as it is already set up for animals and will allow the Humane Society to continue its growth. Gardner explained the proposed use of the building. Leistikow asked whether there would be any increase in the number of animals outside, to which Gardner responded that there is already outdoor space and that animals will be walked, but overall, the inside of the building will be primarily used. Voigt asked why they needed a Special Permit when this building was already zoned for this use, to which Schroeder responded that they are a non-profit, which requires Special Permit approval. It was moved by Schoborg and seconded by Donat to recommend approval of a request by the Cedar Bend Humane Society for a Special Permit for expanded Humane Society operations at the former Camp Run A Mutt property in the "M-2, P" Planned Industrial District located at 3225 Airport Boulevard. Motion carried unanimously. 3. Request by Jodi Reyerson Physical Therapy for a Special Permit to allow for a Home Occupation in an accessory structure in the "R-2" One and Two Family Residence District located at 3027 Cedar Terrace Drive. Tummala read the staff report recommending approval of the request. Leistikow stated that part of the building will be used for commercial uses, so asked if there needs to be a hard surface parking area, to which Schroeder responded that, as the business will fall under the home occupation regulations, no, they will not be required to have to hard surface however the building department could require a single ADA space which would have to be hard surfaced. Jodi Reyerson, 426 Ivanhoe Road, was available to answer questions and stated that the Building Department has already indicated they will need an ADA-accessible bathroom and plan to have an approach out in front. Cynthia Huffman, 184 Belle Street, questioned who currently lives in the home, as this would put a business in the center of a residential neighborhood, and expressed concern about increased crime, commercial signage, more traffic, and noise. Huffman further noted that there are two offices, questioned what the other office was for, and noted the property's poor condition. -5 Page 157 of 359 Planning and Zoning Commission October 14, 2025 Leistikow stated that all the Commissioners live in the city, and they are always asking themselves, Is this something we would want to live next to and noted he would not mind moving next door to this type of use. Boesen asked whether they were tearing the house down, to which Reyerson stated that they plan to build a new home in the spring. Boesen also asked if staff notices multiple code enforcement issues, is that information relayed to the Code Enforcement office, to which Schroeder stated that generally, if there are issues, they will be discussed directly with the applicant, and may get Code Enforcement involved, and to which Tummala noted that he did leave a voicemail for the applicant about the issues. Reyerson stated that they have been working on fixing up the property and noted that she works two jobs. Schroeder noted that Code Enforcement does receive the packets. Donat asked if the Planning office and Code Enforcement work together, to which Schroeder stated yes. Schoborg stated that he feels that this is being done backwards, as they are putting in a business before the home, to which Schroeder responded that they would not be able to build the accessory structure with a business in it without the house and while this is a business it is considered a home base business and noted that if it were operating out of the home they would not even need the Special Permit but because they are proposing to operate out of the accessory structure the Special Permit is required. Schroeder further noted that, until the Ordinance was amended a few years ago, home occupations were not allowed in accessory structures at all; the Ordinance was revised to allow them with restrictions and the requirement for a Special Permit, while maintaining the minimum garage space requirement. Schoborg added a condition that Code Enforcement reviews the property to ensure it is being cleaned up. It was moved by Schoborg and seconded by Donat to recommend approval of a request by Jodi Reyerson Physical Therapy for a Special Permit to allow for a Home Occupation in an accessory structure in the "R-2" One and Two Family Residence District located at 3027 Cedar Terrace Drive with the following condition: that Code Enforcement reviews the property in one year to ensure it is being cleaned up. Motion carried unanimously. 4. Request by Living Hope Baptist Church for a Special Permit to allow for the construction of a 32' X 48' accessory structure in the "B-P" Business Park District located at 827 Fisher Drive. Geilman read the staff report recommending approval of the request with the following conditions: 1) That the building materials used be changed to be compatible with the existing building on the lot and 2) That the final site plan meets all applicable city codes, regulations, etc., including, but not limited to, parking, landscaping, screening, drainage, etc. Schoborg asked whether the information submitted today with the alternative design that meets the requirements staff are requiring, to which Schroeder stated that it does. Gene Swanson, 1825 Easton Avenue, Deacon of the Church, stated they could do the stucco and match the building's existing colors, but noted they would prefer to do metal. -6 Page 158 of 359 Planning and Zoning Commission October 14, 2025 Donat asked whether the staffs concerns had been addressed, to which Schoborg replied that, based on the information received today, it appears they are being addressed. Swanson stated that they requested steel siding because the VGM had steel siding and Kwik Star had vinyl siding. Donat asked whether the other concerns raised during the Tech Review Committee Meeting were resolved, to which Schroeder responded that they are not necessary concerns, but that comments such as the need for stamped plans let the applicant know that this will be required to get a building permit. Poe asked why the church has to get another Special Permit if they already have one, to which Schroeder responded that whenever a Special Permit property is making changes, they have to go through the process again to ensure it works for the area the church is in. It was moved by Schoborg and seconded by Donat to recommend approval of a request by Living Hope Baptist Church for a Special Permit to allow for the construction of a 32' X 48' accessory structure in the "B-P" Business Park District located at 827 Fisher Drive with the following conditions: 1) That the building materials used be changed to be compatible with the existing building on the lot to include stucco or EIFS, with colors to match the existing building and 2) That the final site plan meets all applicable city codes, regulations, etc. including, but not limited to, parking, landscaping, screening, drainage, etc. Motion carried unanimously. 5. Request by King's Cathedrals and Chapels for a Special Permit to allow for a religious facility in a commercial building in the "C-2" Commercial District located at 3345 University Avenue. Dornoff read the staff report recommending approval of the request with the following conditions: 1) A parking agreement with the owner of 935 Sheerer is submitted, providing for the use of a minimum of 78 parking stalls; 2) That a sidewalk be installed along the Sheerer Avenue frontage and 3) That the final site plan meets all applicable city codes, regulations, etc., including, but not limited to, landscaping, drainage, setback, etc. Leistikow asked what the threshold is for requiring sprinklers, to which Schroeder responded that he did not know, as that is a building code issue, but noted that having a multi -tenant building could trigger the requirement for sprinklers, which this one does, unless there is a proper firewall. Schoborg stated that the Commission would need occupancy to judge parking requirements, so it is impossible to approve or deny this request. Schroeder responded that tabling the request would be another option, but left it open to see if the applicant provided more information. Doug Bondwell, 4315 Granite Ridge Road, Cedar Falls, stated he is not the owner but does store equipment in the other side of the building, so the seller asked that he speak on their behalf and noted that the building has been vacant for 5 years, and he has done the lawn care and snow removal without pay for the last five years. Bondwell further stated that he hoped the Commission would allow them to be flexible, as the building is empty and the building across the street is empty, and the owners of the property across the street have no problem granting them an agreement to park there, so parking is not a concern. Bondwell asked if the sidewalk were installed by the city or the property owners, to which Schroeder responded that when a site is redeveloped and a condition for sidewalk is attached then its up to the -7- Page 159 of 359 Planning and Zoning Commission October 14, 2025 property owner to put it in, and Bondwell stated a sidewalk due to the grade would be around $25,000, and is there are no other sidewalks in the area. Bondwell further stated that the owner is an architect in Colorado, but not licensed in Iowa, so the owners have to pay for an architect to review the building and that the building has an occupancy of over 300 but the church says that there will only be 40 people attending to which Schroeder responds that the use determines the occupancy and this is considered an assembly use and is generally the most restrictive in determining occupancy. Donat noted that although only 40 people attend now, they will want the church to expand in the future, to which Schroeder responds that some churches do section off a portion of the building to reduce the occupancy requirement. Leistikow stated that this is something the applicants should look into, so the item may be tabled to ensure the changes needed do not cost the owner. Schroeder commented that to do any of the work, they will need an Iowa -licensed architect. If the owner is an architect, they may be able to get some drawings done and discuss with the building department to determine what is feasible, given the constraints. Leistikow also noted that the Commission can waive sidewalks if they do not go anywhere. Voigt stated that maybe the item should be tabled because there are a lot of unknowns, and that his firm was contacted to do the architectural drawings and told the applicant that there is a lot of work that would need to be done to convince the city to allow this building to be used as a church. It was moved by Schoborg and seconded by Donat to table the request by King's Cathedrals and Chapels for a Special Permit to allow for a religious facility in a commercial building in the "C-2" Commercial District located at 3345 University Avenue. Motion carried 6-0-1 (with Voigt abstaining). C. Plans and Studies 1. Request by the City of Waterloo for an amendment to the Martin Road Urban Renewal Development Plan and TIF District to reduce the area included therein (Amendment No. 7). Schroeder went over the request. Schoborg asked for confirmation that items 1 and 2 remove two properties from the TIF, but merging the two items under item 3 puts them back in to which Schroeder confirmed. Voigt asked whether these have to be approved by the City Council, to which Schroeder responded, yes, and they have been scheduled for a public hearing on November 3ra Leistikow stated that these items are more housekeeping and not significant changes. Schroeder noted that when a parcel is released and then put back in, it will have a new 20-year life span, and that when they are released, any increment they have now is also released and goes to all the taxing entities, and only new increment is captured by the TIF. It was moved by Schoborg and seconded by Rucker to recommend approval of a request by the City of Waterloo for an amendment to the Martin Road Urban Renewal Development Plan and TIF District to reduce the area included therein (Amendment No. 7) and determination that the request is in -8- Page 160 of 359 Planning and Zoning Commission October 14, 2025 conformance with the general plan for development of the municipality as a whole. Motion carried unanimously. 2. Request by the City of Waterloo for an amendment to the San Marnan Urban Renewal and Redevelopment Plan and TIF District to reduce the area included therein (Amendment No. 9). Schroeder went over the request. Item was discussed under C-1. It was moved by Schoborg and seconded by Rucker to recommend approval of a request by the City of Waterloo for an amendment to the San Marnan Urban Renewal and Redevelopment Plan and TIF District to reduce the area included therein (Amendment No. 9) and determination that the request is in conformance with the general plan for development of the municipality as a whole. Motion carried unanimously. 3. Request by the City of Waterloo to adopt the Amended and Restated South Waterloo Unified Urban Renewal and Redevelopment Plan (Merger of Martin and San Marnan). Schroeder went over the request. Item was discussed under C-1. It was moved by Schoborg and seconded by Rucker to recommend approval of a request by the City of Waterloo to adopt the Amended and Restated South Waterloo Unified Urban Renewal and Redevelopment Plan (Merger of Martin and San Marnan) and determination that the request is in conformance with the general plan for development of the municipality as a whole. Motion carried unanimously. 4. Request by the City of Waterloo for an amendment to the Downtown Waterloo Riverfront Urban Renewal and Redevelopment Plan and TIF District to enlarge the area included therein (2025 Amendment Area). Schroeder went over the request. There were no comments on this request. It was moved by Donat and seconded by Poe to recommend approval of a request by the City of Waterloo for an amendment to the Downtown Waterloo Riverfront Urban Renewal and Redevelopment Plan and TIF District to enlarge the area included therein (2025 Amendment Area) and determination that the request is in conformance with the general plan for development of the municipality as a whole. Motion carried unanimously. 5. Request by the City of Waterloo to adopt the Baltimore Fields Urban Renewal Plan and TIF District. -9 Page 161 of 359 Planning and Zoning Commission October 14, 2025 Schroeder went over the request and noted that several months ago, the City Council passed a new housing policy that includes the possibility of TIF districts, which Iowa Code also covers; however, they are more restrictive, limited to 10 years instead of 20 years, and what the TIF can pay for, and there is a low to moderate -income requirement. Leistikow asked how many years it had been since there was a school there, to which Schroeder responded that there had never been a school there, only ball fields. Schoborg asked if the low -to -moderate income requirement serves the people in this development, to which Schroeder responded that it can, but the city can decide to use it anywhere in the city. Donat asked what the percentage requirement was for low- to moderate -income households, to which Schroeder responded 48.6 percent, with the remaining funds paying for infrastructure costs and other improvement projects. Leistikow asked who controls the funds for low- to moderate -income households, to which Anderson responded that it will be up to the City Council, but the Planning Department can work with Community Development, Habitat for Humanity, and other qualified organizations. Leistikow asked how many residential TIF districts there are, to which Schroeder responded zero, and these are the first two being proposed. Leistikow asked if this is something to which the City Council is ready to hand to which Boesen stated that he can't comment on an agenda item that is going to be on the Council so not to sound biased one way or another but did ask when the 10 year period starts, is it when the houses are done or when the roads are in and houses are platted to which Schroeder responded that it will be when the City certify debt so can work with developers to wait to certify the debt when all the infrastructure is done so in a phased development may want to wait until all the phases are done. Boesen also stated that it should be noted that with residential TIFs, those houses do not qualify for CURA or CLURA, and asked Schroeder for confirmation, to which Schroeder confirmed and explained why. Donat noted that there are residential TIFs and commercial TIFs and asked what other kinds of TIFs there are, to which Schroeder stated there are Slum and Blight TIFs, which have no sunset, and an Economic Development TIF, which includes both commercial/industrial and residential. It was moved by Schoborg and seconded by Donat to recommend approval of a request by the City of Waterloo to adopt the Baltimore Fields Urban Renewal Plan and TIF District and determination that the request is in conformance with the general plan for development of the municipality as a whole. Motion carried unanimously. 6. Request by the City of Waterloo to adopt the Highland Meadows Urban Renewal Plan and TIF District. Schroeder went over the request. Schoborg asked whether staff expect many comments, to which Schroeder responded that they do. - 10 - Page 162 of 359 Planning and Zoning Commission October 14, 2025 Leistikow asked whether this could be applied to the Paradise Estates development, to which Schroeder responded that it has been relayed to that developer that the first phase is too late. Still, subsequent phases could qualify for a TIF. Boesen stated his biggest concern is that the rezone and the development agreement have not passed the City Council but are looking to pass the TIF to which Schroeder responded that development could happen without the rezone and the developer is asking for the rezone to accommodate better how they would like to layout the subdivision but if the rezone is denied, they can still move forward and it is stated that an Urban Renewal Plan should be created first before the development agreement but they have gone the other way with many requests. Boesen asked whether there was a time frame for when the rezone and development agreement would come before the City Council, to which Schroeder responded that the goal is to have it before the City Council on November 3rd to set the date of the public hearing, and to hold the actual public hearing on November 17th It was moved by Poe and seconded by Donal to recommend approval of a request by the City of Waterloo to adopt the Highland Meadows Urban Renewal Plan and TIF District and determination that the request is in conformance with the general plan for development of the municipality as a whole. Motion carried unanimously. V. Discussion The Commission discussed when the November Planning, Programming, and Zoning Commission should be held, given the Veterans' Day holiday and the elections the week before. The next meeting of the Planning, Programming, and Zoning Commission will be held on November 12, 2025. VI. Adjournment It was moved by Schoborg and seconded by Rucker to adjourn the meeting at 6:35 pm. Motion carried unanimously. Respectfully submitted, John Dornoff, Planner II -11- Page 163 of 359 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT MEETING DATE City Clerk Department January 5, 2026 AGENDA ITEM TITLE Liquor Licenses Golf Headquarters, 1850 W. Ridgeway Avenue, Class C w/Sunday Sales (Renewal) 02/05/2027 Mega Saver, 1976 Franklin Street, Class E w/Sunday Sales (Renewal) 11/11/2026. Single Speed Brewing Company, 325 Commercial Street, Class C w/Outdoor Service and Sunday Sales (Renewal) 12/31/2026. The King Mexican Bar & Grill, 2060 Sovia Drive, Class C w/Outdoor Service and Sunday Sales (Renewal) 11/16/2026. The Locker Room Lounge, 1918 Hawthorne Avenue, Class C w/Outdoor Service and Sunday Sales (Renewal) 12/31/2026. The Screaming Eagle, 228 E. 4th Street, Class C w/Outdoor Service and Sunday Sales (Renewal) 01/13/2027. The Slippery Pickle, 341 Fletcher Avenue, Class C w/Sunday Sales (Renewal) 11/14/2026. 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 164 of 359 LEGAL DESCRIPTION ATTACHMENTS None Page 165 of 359 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Ground Lease Agreement with Waterloo Development Corporation for property located next to 250 Westfield Avenue. RECOMMENDED COUNCIL ACTION Approval. SUMMARY STATEMENT AND BACKGROUND INFORMATION Transmitted is a resolution to approve a 99-year ground lease agreement from the date of approval, unless extended or terminated as provided by this Lease, with Waterloo Development Corporation for property located next to 250 Westfield Avenue; related to the Hardcourts development, and authorize the Mayor to execute said document. The city is going to retain ownership of the land, so this will be a building on leased land, and the lease rate is $1.00 per month over the 99-year term. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION Parcel "K" as shown in Plat of Survey Doc. No. 2024-08092, Parcel "L" as shown in Plat of Survey Doc. No. 2024-12702, and Parcel "J" as shown in Plat of Survey Doc. No. 2024-08091. Page 166 of 359 (Consisting of Tax Parcel No. 891323378026, Tax Parcel No. 891323378017, and part of Tax Parcel No. 891323378016) ATTACHMENTS 1. Ground Lease Agreement 2. Exhibit B 3. Parcel K Plat of Survey 4. Parcel L Plat of Survey 5. Parcel J Plat of Survey Page 167 of 359 GROUND LEASE This Ground Lease (the "Lease") is entered into as of , 2026 by and between City of Waterloo, Iowa, as lessor ("Lessor"), and Waterloo Development Corporation, an Iowa nonprofit corporation, as lessee ("Lessee"). WHEREAS, Lessor is the owner or will become the owner certain real property in Waterloo, Black Hawk County, Iowa, as described Exhibit "A" attached hereto (the "Land"); and WHEREAS, Lessee desires to lease the Land and related interests from Lessor for development, construction, maintenance and operation of an athletic facility (the "Facility"), and for other purposes incidental and related thereto (together with the Facility, the "Project"). NOW, THEREFORE, in consideration of the mutual covenants and agreements to be kept and performed by the parties as set forth in this Lease, the parties hereby agree as follows: 1. Lease and Term. Lessor hereby leases to Lessee, and Lessee hereby rents and leases from Lessor, subject to each and all of the terms and conditions set forth herein, the Land, together with all associated rights, easements and appurtenant estates, subject to any zoning and other ordinances, covenants of record, and easements of record for public utilities, roads, highways and other purposes (collectively, the "Premises"). The Lease term shall commence on , 2026, unless extended or sooner terminated as provided by this Lease, and shall expire at 11:59 p.m. on the ninety-ninth (99th) anniversary of the commencement date, unless extended or terminated as provided by this Lease. 1.1. Condition of Premises. Lessee accepts the Premises in its present, AS -IS condition. Lessee acknowledges that it has had sufficient opportunity to examine the Premises and obtain knowledge of the physical condition of the Premises, as well as the state of its title, zoning, covenants, present use, streets, curbs and access thereto. Lessor shall have no duty to make any improvements or repairs to the Premises, or otherwise to ready it in any way for Lessee's use. 1.2. Holdover. Lessee shall have no right to occupy the Premises or any portion thereof after the expiration or termination of this Lease or of Lessee's right to possession, without Lessor's prior written consent, which consent may be withheld in Lessor's sole and absolute discretion. Acceptance of any holdover rent shall not constitute a waiver by Lessor of any re-entry or other rights of Lessor provided for under this Lease or by law, nor shall it be deemed an extension or renewal of the term of this Lease without a written election thereof by Lessor. 1.3. Parcel J. Lessor is not currently the owner of record of Parcel "J" as shown in Plat of Survey Doc. No. 2024-08091. Resolution No. 2024-183, passed on April 1, 2024, approved a real property charitable donation of the land for which Parcel "J" consists of. Lessor will diligently pursue the execution and recording of an instrument of conveyance for Parcel "J." In the event that Parcel "J" is not conveyed to Lessor, the parties shall reasonably cooperate to amend this Lease, but each party reserves the right to terminate this Lease upon written notice to the other. Page 168 of 359 2. Rent. (a) Fixed Rent. The Lessee shall pay to the Lessor fixed rent for the Premises the amount of One Dollar ($1.00) per month, which shall be paid on the first day of each month during the term of this Lease. The fixed rent shall be payable at the office of the Lessor at the address on the signature page of this Lease or at such other place as is designated by the Lessor. (b) Additional Rent. For additional rent, the Lessee shall pay all costs and expenses of any kind or nature attributable to the Premises during the term of his lease. these costs and expenses shall include, but are not necessarily limited to, the following: utilities (that is, gas, water, electricity, and so forth); maintenance of the Premises, including, but not necessarily limited to, snow removal, sweeping of sidewalks, painting, window cleaning, glass replacement, repair and upkeep of heating, air conditioning, and ventilation systems, and repair and upkeep of plumbing and electrical systems; real estate taxes for the Premises, special assessments payable, which shall be prorated during the term of the Lease; all improvements placed on the Premises by the Lessee; and all insurance premiums relating to the Premises. The parties contemplate and understand that by the terms of this section, during the term of the Lease the Lessor will not incur any financial responsibility relating to the Premises that is not prepaid or reimbursed by the Lessee. 3. POSSESSION. Except as otherwise provided for by this Lease, the Lessor shall deliver possession of the Premises in the condition required by this Lease on or before the date specified for the commencement of the term of this Lease, subject to unavoidable delays beyond the Lessor's control. However, delivery of possession prior to the commencement date of this Lease shall not affect the expiration date of this Lease. If the Premises are not available to the Lessee for occupancy on the first day of the term, the Lessor shall not be liable to the Lessee for damages, but shall abate a pro rata part of the rent until the Premises are in the agreed condition at the commencement of the Lease term. 4. UNLAWFUL USE. The Lessee agrees not to commit or permit any act to be performed on the Premises or any omission to occur that will be in violation of any statute, regulation, or ordinance of any governmental body, that will increase the insurance rate on the building, or that will be in violation of any insurance policy carried on the Premises by the Lessor. The Lessee shall not disturb other occupants of the building by making any undue noise and shall not do or permit to be done in or about the Premises anything that will be dangerous to life or limb. 4.1. ENVIRONMENTAL PROVISIONS. For purposes of this Lease, hazardous substances shall be defined as any hazardous, toxic, or dangerous waste, substance (including, but not limited to, petroleum derivative substances or asbestos in any form that is or could become friable), or material defined as such, or for purposes of, any state, federal, or local environmental laws, regulations, decrees or ordinances, or in the Comprehensive Environmental Response Compensation and Liability Act, as amended, or in any so-called state or local "super fund,", "super lien," or cleanup lien law, or any other federal or state regulation, order, or decree relating to or imposing liability or standard of conduct concerning any such substances or material or any amendments or successor statutes thereto. Page 169 of 359 (a) Lessor's Representations. To the best of Lessor's knowledge after reasonable inquiry, Lessor represents and warrants as follows: (i) No claim, lawsuit, agency proceeding or other legal, quasi -legal, or administrative challenge has been brought concerning the property, the operating of the property, or the existence of any hazardous substances thereon during Lessor's period of ownership. (ii) Lessor has not used the property for any industrial or commercial operation that utilizes hazardous substances. Owner is not aware of any such prior use of the property. (iii) Lessor has not spilled, discharged, released, deposited, or emplaced any hazardous substance on the property, whether in containers or other impoundments, or directly in the lands or waters of the property. Lessor is not aware of any such substances in or on the property. (iv) Lessor has not installed or affixed any asbestos -containing materials in the structures on the property. (v) Lessor has not affixed or installed any electrical transformers, fluorescent light fixtures or other electrical equipment containing PCBs in the property. (vi) Lessor has not installed any storage tanks, barrels, sumps, impoundments, or other containers or equipment (movable or fixed) for the containment of hazardous substances in any part of the property. (vii) No governmental entity has served upon Lessor any notice claiming any violation of any statutes, ordinances, or regulations or noting the need for any repair, construction, alteration, or installation with respect to the property and hazardous substances or radon, requiring any change in the means or methods of those conducting operation thereon. (b) Response. The parties may wish to decide prior to the Lease on the appropriate cleanup and/or legal response in case of contamination. 5. LESSOR'S ACCESS. The Lessor, its employees, and its agents shall have the right to enter the Premises at all reasonable times for the purpose of inspecting, cleaning, repairing, altering, or improving the Premises or to exhibit the Premises to prospective tenants, purchasers, or others. Nothing in this section shall be interpreted to require the Lessor to perform any such acts unless the Lessor is required to do so by other provisions of this Lease. The Lessor shall also be permitted to enter the Premises for the purpose of posting notices of non -responsibility for alterations, additions, and repairs. 3 Page 170 of 359 6. IMPROVEMENTS, ALTERATIONS, AND REMODELING. The Lessee shall be permitted to perform the improvements, alterations, or remodeling on or to the Premises as set forth in Exhibit "B" attached to this Lease; provided, however, that they shall be done at the sole expense of the Lessee. Any other improvements, alterations, or remodeling shall be performed only with written consent of the Lessor. The Lessor shall not be permitted to make any improvements or alterations to the Premises without the written consent of the Lessee, except that the Lessee may make repairs to the Premises without the written consent of the Lessee in the event is reasonably appears that the Lessee has failed to make the repairs and the continued failure to make the repairs will result in a substantial diminution of the value of the Lessor's reversionary interest in the Premises. The cost of any such repairs made by the Lessor pursuant to this section may be charged to the Lessee as additional rent. 7. CARE OF PREMISES. All care, maintenance, and repair of the Premises shall be the sole responsibility of the Lessee and shall be performed at the discretion and expense of the Lessee. In the event that any such care, maintenance, or repair is performed by the Lessor or its designee, the Lessor shall be entitled to reimbursement for the expenses of the care, maintenance, or repair pursuant to the provisions contained in Section 2. 8. MANAGEMENT OF PREMISES. During the term of this Lease, the Lessee shall assume all management responsibilities and duties with respect to the Premises and any tenants of the Premises. The Lessee shall assume the right to collect and disperse as it deems appropriate all of the rents due from any tenants during the term of this Lease; provided, however, that in any dispersal the payment of rent pursuant to Section 2 shall be the Lessee's first priority. 9. WARRANTIES OF TITLE AND QUIET POSSESSION. The Lessor covenants that the Lessor has full right to make this Lease, and the Lessee shall have quiet and peaceful possession of the Premises during the term of this Lease as against the acts of all parties claiming title to or a right to the possession of the Premises. 10. ASSIGNMENT OR SUBLEASE. The Lessee may not assign or hypothecate this Lease or sublet the Premises or any part of them, whether by voluntary act, operation of law, or otherwise, without the prior written consent of the Lessor in each instance. Consent by the Lessor to one assignment of this Lease or to one sublease of the Premises shall not be a waiver of the Lessor's rights under this Lease to any subsequent assignment or sublease. The Lessor's rights to assign this Lease are and shall remain unqualified. No assignment shall release the Lessee of any of its obligations under this Lease. If the Lessee is a corporation, any transfer of this Lease through merger, consolidation, corporate reorganization, or liquidation or any transfer, hypothecation, or other change in ownership of the shares of voting stock of the Lessee resulting in a change in the present effective control of the Lessee by those persons or entities owning a majority of shares on the date of this Lease shall constitute an assignment of this Lease requiring the prior written consent of the Lessor. 4 Page 171 of 359 11. FIRE AND OTHER CASUALTY. If fire or other casualty renders the Premises untenantable, this Lease shall terminate immediately, and any prepayments of rent shall be refunded pro rata by the Lessor. However, if the Premises can be repaired within ninety (90) days from the date of the event, the Lessor may allow the Lease to remain in full effect by mailing to the Lessee notice of that choice in writing, within thirty (30) days after the damage or destruction occurs, but rent for the period during which the Premises are untenantable shall be abated pro rata. 12. INSURANCE. The Lessee has the responsibility to provide coverage of the Premises by hazard and public liability insurance policies. The hazard insurance policies shall insure the Premises against loss or damage by fire and other perils as required by law and extended coverage endorsements. Property damage shall be insured against in the amount of at least Three Million Dollars ($3,000,000.00). Public liability insurance shall provide coverage at least in the amount of Two Million Dollars ($2,000,000.00) per incident. The payment of the premiums for this insurance shall be made by the Lessee as additional rent. In the event the Lessee chooses to maintain the current policies, any prepaid premiums shall be prorated as of the commencement of this Lease. At the request of the Lessor, the Lessee shall provide proof of insurance coverage required by this section. 13. SURRENDER. On the last day of the term of this Lease or on the sooner termination of it, the Lessee shall peaceably surrender the Premises in good condition and repair, reasonable wear and tear excepted, consistent with the Lessee's duty to make repairs as provided in section 6. On or before the last day of the term of this Lease or its sooner termination, the Lessee shall at its expense, remove all of its equipment from the Premises. Any property not removed shall be deemed abandoned. All alterations, additions, and fixtures, other than the Lessee's equipment, that have been made or installed by either the Lessor or the Lessee on the Premises shall remain as the Lessor's property and shall be surrendered with the Premises as a part of them. If the Premises are not surrendered at the end of the term or the sooner termination of this Lease, the Lessee shall indemnify the Lessor against any loss or liability resulting from delay by the Lessee in surrendering the Premises, including, without limitation, claims by any succeeding tenant founded on the delay. The Lessee shall promptly surrender all keys for the Premises at the place then fixed for payment of rent and shall inform the Lessor of combinations on any locks and safes on the Premises. In no event shall the Lessee be deemed to have abandoned the Premises or this Lease during the term of this Lease unless the Lessee first obtains written permission of the Lessor. The provisions of this section shall survive the termination of this Lease. 14. HOLDING OVER. In the event that the Lessee remains in possession of the Premises after the expiration of this Lease without the execution of a new lease, it shall be deemed to occupy the Premises as a tenant from month to month, subject to all conditions, provisions, and obligations of this Lease insofar as they can be applicable to a month -to -month tenancy. 15. NONPAYMENT OF RENT; DEFAULT. On the occurrence of any of the following events, the Lessor shall have the option to declare this Lease forfeited and the terms 5 Page 172 of 359 ended and to reenter the Premises: (1) a rent payment from the Lessee to the Lessor is and remains unpaid in whole or in part for more than ten (10) days after it is due and payable; (2) the Lessee violates or defaults in any of the other covenants, agreements, stipulations, or conditions contained in this Lease and the violation or default continues for a period of thirty (30) days after written notice of the violation or default; or (3) the Lessee is adjudged bankrupt or files a petition in bankruptcy or for any arrangements under the bankruptcy code or becomes insolvent or has appointed a receiver of its property. 16. DEFAULT OF LESSOR. The Lessor shall not be deemed to be in default under this Lease until the Lessee has given the Lessor written notice specifying the nature of the default and the Lessor does not cure the default within thirty (3) days after the receipt of the notice or within such a reasonable time thereafter as may be necessary to cure the default where it is of a character that reasonably requires more than thirty (30) days to cure. 17. COVENANTS TO HOLD HARMLESS. Except in the case of negligence of the Lessor, its agents, or its employees, the Lessee agrees to save, hold harmless, and defend the Lessor against any liability for damages to any person or property in or about the Premises. The Lessor shall not be liable to the Lessee, its agents, employees, representatives, customers, or invitees for any person injury, death, or damage to property caused by theft, burglary, water, gas electricity, fire or any other cause, occurring on or about the Premises. All property kept, stored, or maintained in the Premises shall be so kept, store, or maintained at the sole risk of the Lessee. The Lessee agrees to promptly pay all sums of money with respect to labor, services, materials, supplies, or equipment furnished or alleged to have been furnished to the Lessee in or about the Premises. The provisions in this Section 17 shall be in addition to, and not a limitation of, the provisions in Section 4(b) of this Lease. 18. WAIVER OF SUBROGATION. The Lessor and the Lessee mutually waive as against each other any claim or cause of action for any loss, cost, damage, or expense as a result of the occurrence of perils covered by the Iowa Fire Insurance Policy and extended coverage endorsements. 19. MECHANIC'S LIENS. The Lessee agrees not to permit or allow any mechanic's or materialman's lien to be placed on the Lessor's interest in the Premises during the term of this Lease. However, if any such lien is place on the Lessor's interest, the Lessee shall take all steps necessary to see that it is removed within thirty (30) days of its being filed. The Lessee may contest the lien if the Lessee first posts a surety bond in favor of an insuring the Lessor in an amount equal to 125% of the amount of the lien. 20. NO PARTNERSHIP, JOINT VENTURE, OR FIDELITY RELATIONSHIP CREATED. Nothing contained in this Lease shall be interpreted as creating a partnership, joint venture, or relationship of principal and agent between the Lessor and the Lessee. The sole relationship created by this Lease is one of landlord and tenant. 21. CUMULATIVE RIGHTS. No right or remedy conferred on or reserved to the Lessor or the Lessee by this Lease is intended to be exclusive of any other right or remedy 6 Page 173 of 359 provided by law. Each shall be cumulative and in addition to every other right or remedy, given herein or elsewhere, or hereafter existing at law, in equity, or by statute. 22. REASONABLE CONSENT. Except as otherwise provided in Section 4(b) of this Lease, whenever the Lessor's or Lessee's approval or consent shall be required by this Lease, that approval or consent shall not be arbitrarily or unreasonably conditioned, delayed, or withheld, and it shall be deemed to have been given unless within twenty (20) days after the request for approval or consent, the Lessor or the Lessee, as appropriate, notifies the requesting party that the Lessor or the Lessee, as appropriate, is denying approval or consent, stating in the notice the reasonable ground for the denial that the Lessor or the Lessee, as appropriate, is denying approval or consent, stating in the notice the reasonable ground for the denial. 23. ATTORNEYS' FEES. If any action at law or in equity is brought in court to recover any rent due under this Lease, to recover damages suffered because of any breach of this Lease, to enforce or interpret any of the covenants, terms, or conditions of this Lease, or to recover possession of the Premises, the prevailing party shall be entitled to recovery from the other party, as part of the prevailing party's costs, its reasonable attorneys' fees, the amount of which shall be fixed by the court and shall be made part of any judgment or decree rendered. 24. FURTHER ASSURANCES. In addition to any other information that reasonably may be requested, either party shall certify, at any time and from time to time, by written instrument duly executed and acknowledged, to any person, firm, or corporation specified in the request, the following information: (1) the existence of any supplement or amendment to this Lease, and, if any, the substance or manner of supplement or amendment; (2) the validity, force, and effect of this Lease, according to its tenor as then constituted; (3) the existence of any default under the Lease; (4) the commencement and expiration dates of the term of the Lease. The certification shall be without charge and shall be furnished within ten (10) days after written request to do so. The certificate may be relied on by the party requesting it and by any other person, firm, or corporation to whom it may be exhibited and delivered. The contents of the certificate shall be binding on the party executing it. 25. NOTICES. All communications, demands, notices, or objections permitted or required to be given or served under this Lease shall be in writing and shall be deemed to have been duly given or served if delivered in person to the other party or its duly authorized agent or if deposited in the United States mail, postage prepaid, for mailing by certified or registered mail, return receipt requested, or if telegraphed, by prepaid telegram, and addressed to the other party to this Lease to the address set forth to that party's signature at the end of this Lease, or if to a person not a party to this Lease, to the address designated by a party to this Lease. Any party 7 Page 174 of 359 may change its address by giving notice in writing, stating its new address, to any other party in the manner described in this section. Commencing the tenth (loth) day after notice of a change of address is given, the newly designated address shall be that party's address for purposes of all communications, demands, notices, or objections permitted or required to be given or served under this Lease. 26. SUCCESSORS AND ASSIGNS. This Lease shall be binding and inure to the benefit of the parties to it and their respective assigns, executors, heirs, personal representatives, and successors. 27. SUBORDINATION. The Lessee agrees that at the Lessor's election this Lease shall be subordinate to any land lease, mortgages, or trust deeds that are now on or that may be placed on the Premises and to any and all advances to be made under those documents and to the interest conveyed by those documents and all renewals, replacements, and extensions of them. The Lessee appoints the Lessor as its attorney -in -fact to execute documents that may be required to accomplish this subordination. 28. AMENDMENT, MODIFICATION, OR WAIVER. No amendment, modification, or waiver of any condition, provision, or term of this Lease shall be valid or of any effect unless made in writing, signed by the party or parties to be bound or by its duly authorized representative, 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. 29. SEVERABLE PROVISIONS. Each provision, section, sentence, clause, phrase, and word of this Lease is intended to be severable. If any provision, section, sentence, clause, phrase, or word of this Lease is illegal or invalid for any reason, that illegality or invalidity shall not affect the validity of the remainder of this Lease. 30. ENTIRE AGREEMENT. This Lease contains the entire understanding of the parties to it with respect to the transaction contemplated by it and supersedes all prior agreements and understandings between the parties with respect to such subject matter. No representations, warranties, understandings, or promises, whether oral, implied, written, or otherwise, have been made by either party to this Lease to the other party unless expressly stated in this Lease or unless mutually agreed to in writing between the parties to this Lease after the date of this Lease. Neither party has relied on any verbal representations, agreements, or understandings not expressly set forth in this Lease. 31. CAPTIONS, HEADINGS, OR TITLES. All captions, headings, or titles in the paragraphs or sections of this Lease are inserted for convenience of reference only and shall not constitute a part of this Lease as a limitation or the scope of the particular paragraphs or sections to which they apply. 32. APPLICABLE LAW. This Lease shall be construed and enforced according to the laws of the state of Iowa. 8 Page 175 of 359 IN WITNESS WHEREOF, the parties hereto have executed this Ground Lease by their duly authorized representatives as of the date first written above. CITY OF WATERLOO, IOWA By: David Boesen, Mayor Attest: 9 WATERLOO DEVELOPMENT CORPORATION By: Name: Title: Page 176 of 359 EXHIBIT A Description of Land Parcel "K" as shown in Plat of Survey Doc. No. 2024-08092, Parcel "L" as shown in Plat of Survey Doc. No. 2024-12702, and Parcel "J" as shown in Plat of Survey Doc. No. 2024-08091. (Consisting of Tax Parcel No. 891323378026, Tax Parcel No. 891323378017, and part of Tax Parcel No. 891323378016) 10 Page 177 of 359 See the appended Exhibit B. EXHIBIT B Site Plan 11 Page 178 of 359 Exhibit "B" s i cp EXIST. PARCEL LINE 25' ROADWAY EASEMENT FUTURE DEVELOPMENT 1111111111111111111 FORMER JOHN DEERE BUILDING FOOTPRINT LOADING DOCK ACCESS PROPOSED ACQUISITION, TECHWORKS, 0.28 AC +/— OMR JOHN DEERE TRACTOR & ENGINE MUSEUM • WATERLOO TOJR\AV E\T CE\TE S TE CO\CEDT AUGUST 1 1 , 2023 } (10—YEAR STORM CAPACITY) JOHN DEERE UTILITY TUNNELS COM ST> ST RCIAL STREET WATERLOO TOURNAMENT CENTER BUILDING FFE = 848.5 PROPOSED MANHOLE PROPOSED FIRE HYDRANT TECHWORKS 1 EXIST. BURIED TANKS, PER RECORD DRAWINGS s>, v\ 0 PROPOSED WATER SERVICE PROPOSED 40' UTILITY AND ACCESS EASEMENT E ST> SL \\O\ RELOCATE HYDRANT • C0v — ST> 281 PARKING STALLS PROPOSED SANITARY SEWER SERVICE • _,6 PROPOSED 14' WALKWAY, WEST OF MARRIOTT PATIO 50 0 50 100 150 FEET f PROPOSED STORM SEWER EXIST. STORM WATER PUMP STATION 1 EXIST. TUNNEL PARTLY REMOVED FOR EXIST. BASIN REVISE EXIST. STORM WATER MANAGEMENT BASIN TO COMPLY WITH UPDATED STANDARDS PROPOSED ACQUISITION, FDP WTC LLC, 0.89 AC +/— FUTURE DEVELOPMENT REVISE EXIST. OUTLET CONTROL STRUCTURE FOR 100—YEAR STORM WATER MANAGEMENT PLUS WATER QUALITY RETENTION 0 W W FEHR GRAHAM ENGINEERING & ENVIRONMENTAL ILLI\0IS IOWA WISCONSIN G:\C3D\22\22-1363 Peters Waterloo Techworks\22-1363 Design.dwg, SITE CONCEPT AUGUST 10 J PLOT DATE: 8/13/23 © 2023 R GRA A Page 179 of 359 RECORDER'S INDEX COUNTY: BLACK HAWK SECTION: 23—T89N—R 13W QUARTER SECTION: SW1/4 CITY: WATERLOO SUBDIVISION: TECHWORKS ADDITION BLOCK: N/A LOT(S): PARCEL K IN PART OF PARCEL G, THAT PART OF LOT 1 OF TECHWORKS ADDITION PROPRIETOR: WATERLOO DEVELOPMENT CORPORATION AND TECH 1 COMMERCIAL CONDOMINIUM ASSOCIATION, INC. REQUESTED BY: CITY OF WATERLOO (NOEL ANDERSON) 1111111111111111111111111111111111111111111111111111111111111111111111111 Doc ID. 012052040002 Type GEN Recorded: 12/21/2023 at 11:17:33 AM Fee Amt: $12.00 Page 1 of 2 Black Hawk County Iowa SANDIE L. SMITH RECORDER Fi1e2024-00008092 PREPARED BY/RETURN TO: FEHR GRAHAM, 221 EAST MAIN ST., SUITE 301 MANCHESTER, IA 52057 — PH: 563.927.2060 FOR RECORDER'S USE ONLY PLAT OF SURVEY PARCEL K IN PART OF PARCEL G, THAT PART OF LOT 1 OF TECHWORKS ADDITION, IN THE SW1 /4 OF SECTION 23-T89N-R1 3W WATERLOO, BLACK HAWK COUNTY, IOWA LEGAL DESCRIPTION PARCEL K IN PART OF PARCEL G THAT PART LOT 1 OF TECHWORKS ADDITION, IN THE SOUTHWEST QUARTER OF SECTION 23, TOWNSHIP 89 NORTH, RANGE 13 WEST OF THE 5TH P.M., WATERLOO, BLACK HAWK COUNTY, IOWA, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHERLY CORNER OF PARCEL G RECORDED IN RECORDING INSTRUMENT #2020-00012244 ON FILE IN THE BLACK HAWK COUNTY RECORDER'S OFFICE, WATERLOO, IOWA; THENCE SOUTH 20'44'45" EAST (ASSUMED BEARING), 131.67 FEET ALONG NORTHERLY LINE OF SAID PARCEL G TO THE POINT OF BEGINNING; THENCE SOUTH 89'11'38" EAST, 150.10 FEET ALONG NORTHERLY LINE OF SAID PARCEL G; THENCE SOUTH 00'48'55" WEST, 93.53 FEET ALONG THE NORTHERLY LINE OF SAID PARCEL G; THENCE NORTH 89'11'38" WEST, 113.14 FEET ALONG A WESTERLY EXTENSION OF A NORTHERLY LINE OF SAID PARCEL G; THENCE NORTH 20'44'45" WEST, 100.56 FEET ALONG THE SOUTHEASTERLY EXTENSION OF A NORTHERLY LINE OF SAID PARCEL G TO THE POINT OF BEGINNING; CONTAINING 0.283 ACRE, SUBJECT TO EASEMENTS AND RESTRICTIONS OF RECORD. REFERENCE IS HEREBY MADE TO A PLAT OF SURVEY MADE BY DAVID L. SCHEIL, RECORDED AUGUST 4, 2006, IN RECORDING INSTRUMENT #2007003018; TO A FINAL PLAT MADE BY DAVID L. SCHEIL, RECORDED JULY 1, 2008 IN RECORDING INSTRUMENT #2009000007; TO A PLAT AND SURVEY MADE BY DAVID SCHEIL, RECORDED JANUARY 9, 2020, IN RECORDING INSTRUMENT #2020-00012244; ALL ON FILE 1N THE BLACK HAWK COUNTY RECORDER'S OFFICE, WATERLOO, IOWA. SURVEYOR: FEHR GRAHAM 221 EAST MAIN ST., SUITE 301 MANCHESTER, IA 52057 PROPRIETOR/OWNER: WATERLOO DEVELOPMENT CORPORATION TECH 1 COMMERCIAL CONDOMINIUM ASSOCIATION, INC. REQUESTED BY: CITY OF WATERLOO (NOEL ANDERSON) PROJECT LOCATION THIS PLAT OR SUBDIVISION HAS BEEN REVIEWED BY (CITY 0yj WATERLO SIGNATURE OF OF WATERLOO) ZONING ORDINANCE ADMINISTRATOR (a DATE LOCATION MAP NOT TO SCALE A♦ PL 1 NC.,„ y. sr ®HARRISCN Cjj23s1 mmusE N. +AU 4 � k UxIVER5m1VE 4% Sf - y \\ **.t, AYE rs" 44 / Br i ®♦yl `L`�� s® 26 sue' ��`�� I hereby certify that this land surveying document was prepared and the related survey work was performed by me or under my direct personal supervision and that I am a duly licensed Land Surveyor under the laws of the State of Iowa. 12- 21-20/3 Adam J. Recfper, P.L.S. Date License Number: 24627 My license renewal date is December 31, 2023. Sheets covered by this seal: SHEETS 1 THROUGH 2 FEHR GRAHAM ENGINEERING 8 ENVIRONMENTAL O 2023 FEHR GRAHAM ILLINOIS IOWA WISCONSIN r(G\ Drawing \C3D\22\22-1363\22-1363—Legal.dwg FLD BK: FEHR GRAHAM 2023—RECKER NO.1 PG: 52-53 SURVEY WAS COMPLETED ON: DECEMBER 1, 2023 JOB NUMBER: 23-1481 SHEET NUMBER: 1 of 2 era) Page 180 of 3g9 PREPARED BY/RETURN TO: FEHR GRAHAM, 221 EAST MAIN ST., SUITE 301 MANCHESTER, IA 52057 - PH: 563.927.2060 LOT 1 PLAT OF SURVEY PARCEL K IN PART OF PARCEL G, THAT PART OF LOT 1 OF TECKWORKS ADDITION, IN THE SW1 /4 OF SECTION 23-T89N-R1 3W WATERLOO, BLACK HAWK COUNTY, IOWA 25' ROADWAY EASEMENT POINT OF BEGINNING PARCEL K 0 0 PARCEL G pEEREM j0FINAL MUSEU UENT # C 000o94g7 N w e S ROADWAY EASEMENT AGREEMENT REC. INSTRUMENT #2009010204 LOT 1 (R S 89'58'00" W 150.10') S 89'11'38" E 150.10' PARCEL K 0.283 ACRE N 89'11'38" W 113.14' ovEY PLA PARCEL MET IN R2020 5p0012244 P�TpARGE UME T RE#2 0J003pj8 FINALwORKS TEApDITIOUMENT REC. p900p007 O (R S 89'58'00' W). S 89'11'38" E �X 146.79' LEGEND FOUND 1/2"0 REBAR W/RPC #16775 X FOUND CUT X SET 1/2"0 REBAR W/RPC #24627 SET CUT X SURVEY BOUNDARY EXISTING EASEMENT EXISTING PROPERTY LINE 80' (R) RPC RIGHT-OF-WAY WIDTH PREVIOUSLY RECORDED AS RED PLASTIC CAP 40' 20' 0 40' 1-1 GRAPHIC SCALE IN FEET SCALE: 1 "=40' FEHR GH ENGINEERING & ENVIRONMENTAL © 2023 FEHR GRAHAM ILLINOIS IOWA WISCONSIN JOB NUMBER: 23-1481 SHEET NUMBER: Paef1 Al of " 59 RECORDER'S INDEX COUNTY: BLACK HAWK SECTION: 23—T89 N—R 13W QUARTER SECTION: SW1/4 CITY: WATERLOO SUBDIVISION: TECHWORKS ADDITION BLOCK: N/A LOT(S): PARCEL L IN PART OF LOT 1 OF TECHWORKS ADDITION PROPRIETOR: CITY OF WATERLOO REQUESTED BY: CITY OF WATERLOO (NOEL ANDERSON) Number: 202400012702 Recorded: 4/16/2024 at 10:42:13.0 AM County Recording Fee: $17.00 Iowa E-Filing Fee: $3.32 Combined Fee: $20.32 Revenue Tax: Sandie L. Smith, RECORDER Black Hawk County, Iowa PREPARED BY/RETURN TO: FEHR GRAHAM, 221 EAST MAIN ST., SUITE 301 MANCHESTER, IA 52057 — PH: 563.927.2060 FOR RECORDER'S USE ONLY PLAT OF SURVEY PARCEL L IN PART OF LOT 1 O.F TECHWORKS ADDITION, IN THE SW1 /4 OF SECTION 23-T89N-R1 3W WATERLOO, BLACK HAWK COUNTY, IOWA LEGAL DESCRIPTION: PARCEL L IN PART OF LOT 1 OF TECHWORKS ADDITION, IN THE SOUTHWEST QUARTER OF SECTION 23, TOWNSHIP 89 NORTH, RANGE 13 WEST OF THE 5TH P.M., WATERLOO, BLACK HAWK COUNTY, IOWA, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEASTERLY CORNER OF PARCEL G RECORDED IN RECORDING INSTRUMENT #2020-00012244 ON FILE IN THE BLACK HAWK COUNTY RECORDER'S OFFICE, WATERLOO, IOWA; THENCE NORTHEASTERLY 512.60 FEET ALONG A 1824.05 FOOT RADIUS CURVE CONCAVE SOUTHEASTERLY, (SAID CURVE HAVING A LONG CHORD OF NORTH 78'13'55" EAST (ASSUMED BEARING), 510.92 FEET) ALONG NORTH LINE OF SAID LOT 1 AND SOUTHERLY RIGHT—OF—WAY LINE OF WEST COMMERCIAL STREET; THENCE SOUTH 11'12'19" EAST, 164.42 FEET; THENCE SOUTH 20'10'47" EAST, 169.97 FEET TO THE NORTHERLY LINE OF PARCEL J; THENCE SOUTH 69'49'13" WEST, 101.05 FEET ALONG SAID NORTHERLY LINE TO WESTERLY LINE OF SAID PARCEL J; THENCE SOUTH 19'25'15" EAST, 56.32 tttl ALONG SAID WESTERLY LINE TO THE NORTHERLY LINE OF PARCEL G; THENCE NORTH 66'58'41" WEST, 3.62 I•ttl ALONG SAID NORTHERLY LINE; THENCE NORTH 52'35'26" WEST, 64.03 FEET ALONG SAID NORTHERLY LINE; THENCE NORTHWESTERLY 126.83 FEET ALONG A 198.53 FOOT RADIUS CURVE CONCAVE SOUTHWESTERLY, (SAID CURVE HAVING A LONG CHORD OF NORTH 70'53'32" WEST, 124.68 FEET) ALONG SAID NORTHERLY LINE; THENCE NORTH 89'11'38" WEST, 146.79 FEET ALONG SAID NORTHERLY LINE; THENCE NORTH 00'48'55" EAST, 93.53 FEET ALONG SAID NORTHERLY LINE; THENCE NORTH 89'11'38" WEST, 150.10 FEET ALONG SAID NORTHERLY LINE; THENCE NORTH 20'44'45" WEST, 131.34 FEET ALONG SAID NORTHERLY LINE TO THE POINT OF BEGINNING; CONTAINING 3.172 ACRE, SUBJECT TO EASEMENTS AND RESTRICTIONS OF RECORD. REFERENCE IS HEREBY MADE TO A SURVEY AND PLAT MADE BY DAVID L. SCHEIL, RECORDED AUGUST 4, 2006, IN RECORDING INSTRUMENT #2007003018; TO A FINAL PLAT MADE BY DAVID L. SCHEIL, RECORDED JULY 1, 2008 IN RECORDING INSTRUMENT #2009000007; TO A SURVEY AND PLAT MADE BY DAVID SCHEIL, RECORDED JANUARY 9, 2020, IN RECORDING INSTRUMENT #2020-00012244; TO A SURVEY AND PLAT MADE BY GREGG E. SAMPSON, RECORDED MARCH 15, 2013, IN RECORDING INSTRUMENT #2013-00019092; TO A SURVEY AND PLAT MADE BY ADAM J. RECKER, RECORDED DECEMBER 21, 2023, IN RECORDING INSTRUMENT #2024-00008091; TO A SURVEY AND PLAT MADE BY ADAM J. RECKER, RECORDED DECEMBER 21, 2023, IN RECORDING INSTRUMENT #2024-00008092; ALL ON FILE IN THE BLACK HAWK COUNTY RECORDER'S OFFICE, WATERLOO, IOWA. THIS PLAT OR SUBDIVISION HAS BEEN REVIEWED BY (CITY 0 WAT SIGNATURE OF CITY OF WATERLOO) ZONING ORDINANCE ADMINISTRATOR DATE SURVEYOR: FEHR GRAHAM 221 EAST MAIN ST., SUITE 301 MANCHESTER, IA 52057 PROPRIETOR/OWNER: CITY OF WATERLOO REQUESTED BY: CITY OF WATERLOO (NOEL ANDERSON) LOCATION MAP NOT TO SCALE I hereby certify that this land surveying document was prepared and the related survey work was performed by me or under my direct personal supervision and that I am a duly licensed Land Surveyor under the laws of the State of Iowa. 4-e•2024' Adam J. Recker, P.L.S. Date License Number: 24627 My license renewal date is December 31, 2025. Sheets covered by this seal: SHEETS 1 THROUGH 3 FEHR GRAHAM ENGINEERING & ENVIRONMENTAL © 2024 FEHR GRAHAM ILLINOIS IOWA WISCONSIN (G\Drawing\C3D\22\22-1363\22-1363—Legal.dwg FLD BK: FEHR GRAHAM • 2023—RECKER NO.1 PG: 54-55 SURVEY WAS COMPLETED ON: APRIL 5, 2024 JOB NUMBER: 23-1481 SHEET NUMBER: 1 of 3 Page 182 of 359 PREPARED BY/RETURN TO: FEHR GRAHAM, 221 EAST MAIN ST., SUITE 301 MANCHESTER, IA 52057 - PH: 563.927.2060 5.2 PLAT OF SURVEY PARCEL L IN PART OF LOT 1 OF TECKWORKS ADDITION, IN THE SW1 /4 OF SECTION 23-T89N-R1 3W WATERLOO, BLACK HAWK COUNTY, IOWA 0 0 6l 156.20' 1- w z w w 0 �00 N }w�� a Z_ 0 0 W 0 0 < 2 U 0 00WN <KNk SEE SHEET 3 FOR LEGEND 60' 30' 0 60' GRAPHIC SCALE IN FEET SCALE: 1 "=60' 24 7. 60 91' N 0 yZ 7 O CC O a0= �rn - ¢ U ¢ CC PARGEL J 0)y}VO 0o:ZN0 (R N 20'17'51" W) Q o S 19'25'15" E ¢°'owl 56.32' Wm goo 0 w 0 CV 0 2 0 040 W 04 - N O � Z -I W ix 0 V' Z Wa a N 0 c4 0 0 N CCr Z-I 0 d 7 w W 0 • 0 0 ELW N o CC Z ak OW7-1- U N 0 Z W W W 0 Z CC O waFQ0 O (_lw0 zoa.cc? 0 co N 00'48'55" E 93.53' (R N 00'01'27" W) + PARpEL �MEN M SURVEY 0 co PI)T Z ▪ REp, INSp�ppg092 #2024. 7-" • 2044op„v"l 21.3 PARCEL G PARGEL F N � PO CO 0 ")N)w x NI 0 0 • - z 0 in o a M --1�00 m pa u0N') N Z Z 0 to 2 0 W 02 vN re Z PARCEL G FEHR ORA ILLINOIS IOWA WISCONSIN JOB NUMBER: 23-1481 ENGINEERING & ENVIRONMENTAL 2024 FEHR GRAHAM SHEET NUMBER: 2 of 3 Page 183 of 359 PREPARED BY/RETURN TO: FEHR GRAHAM, 221 EAST MAIN ST., SUITE 301 MANCHESTER, IA 52057 — PH: 563.927.2060 PLAT OF SURVEY PARCEL L IN PART OF LOT 1 OF TECKWORKS ADDITION, IN THE SW1 /4 OF SECTION 23-T89N-R13W WATERLOO, BLACK HAWK COUNTY, IOWA DETAIL "A" SCALE: 1 "=S' PARCEL L N 66'58'41" W 3.62' (R N 70'30'54" W 3.65') NW CORNER OF PARCEL J toCP , �. tO L PARCEL J <r nck b � Z t 0 SW CORNER OF PARCEL G PARCEL J LEGEND • FOUND 1/2"o REBAR W/RPC #16775 • FOUND 1/2"0 REBAR W/RPC #24627 X FOUND CUT X SET 1/2"0 REBAR W/RPC #24627 CALCULATED POSITION SURVEY BOUNDARY (R) RPC EXISTING PROPERTY LINE EXISTING EASEMENT RIGHT-OF-WAY WIDTH PREVIOUSLY RECORDED AS RED PLASTIC CAP Curve Table NUMBER ARC LENGTH RADIUS CHORD DIRECTION CHORD LENGTH Cl 1459.04' 1824.05' N 83'28'56" E 1420.45' C2 640.36' 1824.05' S 83'39'36" E 637.08' C3 512.60' 1824.05' N 78'13'55" E 510.92' C4 306.07' 1824.05' N 65'22'27" E 305.71' C5 126.83' 198.53' N 70'53'32" W 124.68' C6 508,46' 1799.05' N 78'17'27" E 506.77' FEHR GRAHAM ENGINEERING & ENVIRONMENTAL 2024 FEHR GRAHAM ILLINOIS IOWA WISCONSIN JOB NUMBER: 23-1481 SHEET NUMBER: 3 of 3 s Page 184 of 359 RECORDER'S INDEX Doc Recorded: Fee Black SANDIE Fi1e2024-00008091 1111111111111011111011131111111111131101110111111 ID Amt: 012052030002 Hawk L. 12/21/2023 $12.00 SMITH County Page Iowa RECORDER Type at 1 of 11:16:27 GEN 2 AM 1 COUNTY: BLACK HAWK SECTION: 23—T89N—R13W QUARTER SECTION: SW1/4 CITY: WATERLOO SUBDIVISION: TECHWORKS ADDITION BLOCK: N/A LOT(S): PARCEL J IN PART OF PARCEL F, THAT PART OF LOT 1 OF TECHWORKS ADDITION PROPRIETOR: FDP WTC LLC REQUESTED BY: CITY OF WATERLOO (NOEL ANDERSON) c PREPARED BY/RETURN TO: FEHR GRAHAM, 221 EAST MAIN ST., SUITE 301 MANCHESTER, IA 52057 - PH: 563.927.2060 J 0 w u) w 0 0 0 w 0 w PLAT OF SURVEY PARCEL J IN PART OF PARCEL F, THAT PART OF LOT 1 OF TECHWORKS ADDITION, IN THE SW1 /4 OF SECTION 23-T89N-R1 3W WATERLOO, BLACK HAWK COUNTY, IOWA LEGAL DESCRIPTION PARCEL J IN PART OF PARCEL F, THAT PART OF LOT 1 OF TECHWORKS ADDITION, IN THE SOUTHWEST QUARTER OF SECTION 23, TOWNSHIP B9 NORTH, RANGE 13 WEST OF THE 5TH P.M., WATERLOO, BLACK HAWK COUNTY, IOWA, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHERLY CORNER OF PARCEL F RECORDED IN RECORDING INSTRUMENT #2015-21270 ON FILE IN THE BLACK HAWK COUNTY RECORDER'S OFFICE, WATERLOO, IOWA; THENCE SOUTH 20'10'47" EAST (ASSUMED BEARING), 65.70 FEET ALONG EASTERLY LINE OF SAID PARCEL F; THENCE SOUTH 69'31'49" WEST, 249.20 FEET; THENCE SOUTH 69'51'02" WEST, 339.67 FEET TO THE EASTERLY LINE OF PARCEL G; THENCE NORTH 19'29'15" WEST, 66.79 FEET ALONG EASTERLY LINE OF PARCEL G AND WESTERLY LINE OF SAID PARCEL F TO THE NORTHERLY LINE OF SAID PARCEL F; THENCE NORTH 69'49'13" EAST, 588.06 FEET ALONG SAID NORTHERLY LINE TO THE POINT OF BEGINNING; CONTAINING 0.900 ACRE, SUBJECT TO EASEMENTS AND RESTRICTIONS OF RECORD. REFERENCE IS HEREBY MADE TO A PLAT OF SURVEY MADE BY DAVID L. SCHEIL, RECORDED AUGUST 4, 2006, IN RECORDING INSTRUMENT #2007003018; TO A FINAL PLAT MADE BY DAVID L. SCHEIL, RECORDED JULY 1, 2008 IN RECORDING INSTRUMENT #2009000007; TO A PLAT AND SURVEY MADE BY DAVID SCHEIL, RECORDED JANUARY 9, 2020, IN RECORDING INSTRUMENT #2020-00012244; TO A SURVEY AND PLAT MADE BY GREGG E. SAMPSON, RECORDED MARCH 15, 2013, IN RECORDING INSTRUMENT #2013-00019092; TO A SURVEY AND PLAT MADE BY DAVID SCHEIL, RECORDED FEBRUARY 28, 2022, IN RECORDING INSTRUMENT #2022-00017202; ALL ON FILE IN THE BLACK HAWK COUNTY RECORDER'S OFFICE, WATERLOO, IOWA. SURVEYOR: FEHR GRAHAM 221 EAST MAIN ST., SUITE 301 MANCHESTER, IA 52057 PROPRIETOR/OWNER: FDP WTC LLC REQUESTED BY: CITY OF WATERLOO (NOEL ANDERSON) THIS PLAT OR SUBDIVISI (CITY OF WATERLOO, PROJECT LOCATION N HAS BEEN REVIEWED BY SIGNATURE OF (CITY OF WATERLOO) ZONING ORDINANCE ADMINISTRATOR 3 LOCATION MAP NOT TO SCALE .X.41 , ..--, „ __,,,,, PL ' NCgrN ST E p J. / smin W SC ® • LA ,' ,. \\ �� , // UNIVERSITMVE g AVE TON „ ST / IS Gi IPEOR�I g 6 * 4.. \ 4 ,. 26 4IIK 54 I hereby certify that this land surveying document was prepared and the related survey work was performed by me or under my direct personal supervision and that I am a duly licensed Land Surveyor under the laws of the State of Iowa. d2-2I-2o23 Adam J. Recker, P.L.S. Date License Number: 24627 My license renewal date is December 31, 2023. Sheets covered by this seal: SHEETS 1 THROUGH 2 FEHR G" ENGINEERING & ENVIRONMENTAL © 2023 FEHR GRAHAM ILLINOIS IOWA WISCONSIN (G\Drawing\C3D\22\22-1363\22-1363—Legal.dwg FLD BK: FEHR GRAHAM 2023—RECKER NO.1 PG: 52-53 SURVEY WAS COMPLETED ON: DECEMBER 1, 2023 • JOB NUMBER: 23-1481 • SHEET NUMBER: P)0,9fi k of ` 5, NOTE: RECORDED BEARING AND DISTANCE FROM PARCEL G PLAT OF SURVEY RECORDED IN REC. INSTRUMENT #2020-12244 PREPARED BY/RETURN TO: FEHR GRAHAM, 221 EAST MAIN ST., SUITE 301 MANCHESTER, IA 52057 — PH: 563.927.2060 PLAT OF SURVEY PARCEL J IN PART OF PARCEL F, THAT PART OF LOT 1 OF TECKWORKS ADDITION, S 20'10'47" E 65.70' IN THE SW1 /4 OF SECTION 23—T89N—R13W (ASSUMED BEARING) WATERLOO, BLACK HAWK COUNTY, IOWA (R S 21'00'00" E 65.70') POINT OF ..) BEGINNING Ol,}Lj0 Q w llae U U PV)O Zz N n_,000 OR'O o-tz R Dre .PerOF w o Q z AMENDSURVEY F z RSR22EN T EC. 1N7 N R#2 of st N T OF SUAEY P� PANcERUMENT REG' 07p03018 FLAT INAHWOR 5 TEADDSIRUMENT REC' '09p00007 W ZJ> Q: VU) O N gaowo W N oL,°. O LuwLd O;oWD m Z O O O Wo Oo<W(n ZOQC? 0 O CO co LoT 1 KS TEApp ON i0 O co PARCEL J 0.900 ACRE 66.79' PARCEL F 56.32' ip,-(R 56.22') 10.47' N 19'29'15" W 112.72' ��►(R N 20'17'15" W 112.73') PARCEL G RVEY PST RCEL GNT PA STRUME REC2020-12244 r OF SUFEY � PARCEI-UMENT REC. INS00019092 #2013 60' 30' 0 60' 1-1 GRAPHIC SCALE IN FEET SCALE: 1"=60' LEGEND • FOUND 1/2"0 REBAR W/RPC #16775 X FOUND CUT X SET 1/2"0 REBAR W/RPC #24627 103 SET CUT X SURVEY BOUNDARY — — EXISTING EASEMENT EXISTING PROPERTY LINE 80' (R) RPC RIGHT—OF—WAY WIDTH PREVIOUSLY RECORDED AS RED PLASTIC CAP VEY PLA'PARCELRMEN r C. 1 5000 TRU7202 #20 FEHR GM ENGINEERING & ENVIRONMENTAL 0 2023 FEHR GRAHAM ILLINOIS IOWA WISCONSIN JOB NUMBER: 13-1000 SHEET NUMBER: Page 1236 of? 59 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Bridgett Wood, Finance Director Finance Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Resolution of the City of Waterloo, Iowa, authorizing official banking signatures. 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. 2026-XXX - 1.5.2026 - Official Banking Signers Page 187 of 359 Prepared by LeAnn M. Even, Deputy City Clerk, City of Waterloo, 715 Mulberry Street, Waterloo, IA 50703, (319) 291-4323. RESOLUTION NO. 2026-XXX RESOLUTION OF THE CITY OF WATERLOO, rowA AUTHORIZING OFFICIAL BANKING SIGNATURES. WHEREAS, accounts have been established in the name of the City of Waterloo, Iowa with Bank Iowa of Waterloo, IA, Community Bank & Trust of Waterloo, IA, Farmers State Bank of Waterloo, IA, First Security State Bank of Evansdale, IA, Great Western Bank of Waterloo, IA, Iowa Public Agency Investment Trust of Des Moines, IA, Trust Lincoln Savings Bank of Waterloo, IA, Heartland B & T of Waterloo, IA, Public Employees Credit Union of Waterloo, IA, Regions Bank of Waterloo, IA, Stifel Nicolaus & Company, Inc. of Waterloo, IA, UMB Bank (formerly Bankers Trust) of Des Moines, IA, US Bank of Waterloo, IA, Veridian Credit Union of Waterloo, IA, Wells Fargo Bank, N.A. of Waterloo, IA, wherein may be deposited any of the funds of the City of Waterloo whether represented by cash, check, note, or other evidences of debt, and from which deposit withdrawals may be made in the name of the City of Waterloo, Iowa by duly authorized officials of the city. NOW, THEREFORE, BE IT RESOVED BY THE CITY COUNCIL OF THE CITY OF WATERLOO IOWA, AS FOLLOWS: Section 1. Powers Granted: That the City Council of the City of Waterloo, Iowa hereby grants the officials named below the authority to sign on the City of Waterloo's financial accounts. Dave Boesen, Mayor Bridgett Wood, Finance Director Kim Bahr, Assistant Finance Director Emily Graham, Financial Analyst Meagan Visser, Financial Analyst Kelley Felchle, City Clerk LeAnn Even, Deputy Clerk Nancy Higby, Deputy Clerk Ryan Stuber, Clerk II Carrie Jackson, District General Manager for Oakview Group Jim Burbridge, Waterloo Convention Center General Manager from Oakview Group Section 2. That the City Council of the City of Waterloo, Iowa hereby grants the officials of the Waterloo Police Department named below the authority to sign only on the account designated as the Waterloo Police Department Property Account at Farmers State Bank. Michael Girsch Kelsey Gifford Ruth Muller Michelle Boesen Section 3. Accounts Payable and Payroll Checks: That the Mayor and the Financial Analysts names shall appear on accounts payable checks and payroll checks. Section 4. Previously Adopted Resolutions: Any resolution previously adopted by the City Council of the City of Waterloo, Iowa establishing authorized signers on the City of Waterloo's financial accounts is hereby rescinded. PASSED AND ADOPTED this 5th day of January 2026. Dave Boesen, Mayor Page 188 of 359 Resolution No. 2026-XXX Page 2 ATTEST: Kelley Felchle, City Clerk SEAL Page 189 of 359 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Bridgett Wood, Finance Director Finance Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Resolution approving a Snapshot Audit Agreement with SpyGlass Group, LLC, for analysis of telecommunication service accounts to seek cost recovery, service elimination, and cost reduction recommendations, and authorizing the Mayor to execute said document. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION SpyGlass will do an analysis of telecommunication service accounts (voice, data, internet, cloud services, and mobility/cellular) and will provide us with recommendations for cost recovery, service elimination, and cost reduction. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES The analysis is free of charge. However, if we implement any of their recommendations, then we would pay a fee to them for the services. The agreement has the fee structure laid out if we do decide to implement their suggestions. The cost for this would directly come from the costs recovered or saved for us from their suggestions. ALTERNATIVE ACTION LEGAL DESCRIPTION Page 190 of 359 ATTACHMENTS 1. City of Waterloo SpyGlass Snapshot Audit Agreement 2. SpyGlass Identity Deck 3. SnapShot Audit Checklist Page 191 of 359 SpyGlass Snapshot Audit Agreement This agreement, effective as of the later of the dates of signature below ("Effective Date"), is between City of Waterloo ("Company"), and The SpyGlass Group, LLC, an Ohio limited liability company ("Auditor"). 1. Primary Audit Services. Company is engaging Auditor as an independent contractor to analyze its primary telecommunications service accounts (Voice, Data, Internet, Cloud Services, SaaS Licensing, and Mobility) to seek cost recovery, service elimination and cost reduction recommendations. Company will provide Auditor with the materials required to perform its analysis and Auditor will conduct a Kickoff meeting with Company to review the materials provided and introduce Auditor's personnel assigned to the project. Auditor will deliver the recommendations to Company at a Summary of Findings meeting, implement recommendations that Company elects for Auditor to implement, and deliver a complete telecommunications inventory to Company. Upon completion of implementation, Auditor will conduct an Industry Benchmark Analysis ("IBA") Meeting to compare Company's spending and audit results against industry peers as well as all SpyGlass clients, officially bringing closure to the engagement. While Auditor is performing its analysis, Company will not make changes or perform internal cost reduction analysis with respect to provider accounts which Company has included within the scope of Auditor's review. 2. Fees. Company will pay Auditor the applicable fee set forth below ONLY for Auditor recommendations implemented within twelve (12) months of Auditor delivering the recommendation to Company: • 50% of any "Cost Recovery", as defined below • 12 times any "Service Elimination Savings", as defined below • 12 times any "Cost Reduction Savings", as defined below "Cost Recovery" is any refund, credit or compensation received by Company relating to past services or charges. "Service Elimination Savings" is any monthly cost reduction received by Company relating to cancellation of any service, including monthly usage cost reduction (calculated as the average of the last 2 months of usage costs associated with the cancelled service). "Cost Reduction Savings" is any monthly cost reduction received by Company relating to the modification, consolidation or negotiation of any service, account or contract, including post discount usage rate improvement (calculated as the (a) decrease in post discount per unit pricing realized by Company for any service, times (b) the average of Company's last two (2) months usage levels measured in such units for the modified service). 3. Invoicing and Payment. Fees for Cost Recovery are due as a one-time payment within 10 days of verification that Company has been issued the refund, credit or compensation resulting in such fees. Fees for Service Elimination Savings and Cost Reduction Savings are due as a one-time payment within 10 days of verification that the cancellation or other activity resulting in the Service Elimination Savings or Cost Reduction Savings has been completed. Auditor may issue separate invoices as different fees are earned. 4. Miscellaneous. This agreement is governed by the laws of the State of Iowa, without regard to principles of conflicts of law, and may be executed by facsimile and simultaneously in multiple counterparts. Company agrees that Auditor does not warranty the overall performance, Company satisfaction, or data accuracy of any telecommunications related carrier, provider, software manufacturer or vendor at any time whatsoever during or after the term of this agreement. Each person signing this agreement on behalf of a party represents that he or she has been duly authorized to sign this agreement and to bind the party on whose behalf this agreement is being signed by that signatory. In the event of any litigation, proceeding or legal action arising out of or relating to this agreement, the prevailing party in such action shall be entitled to recover its reasonable attorneys' fees, court costs, and other expenses incurred in connection with such dispute or legal action, in addition to any other relief granted. AUDITOR SHALL NOT BE LIABLE TO THE COMPANY FOR INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR BUSINESS INTERRUPTION, WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT OR OTHERWISE, EVEN IF EITHER PARTY HAS BEEN WARNED OF THE POSSIBILITY OF ANY SUCH LOSS OR DAMAGE IN ADVANCE. IN ADDITION, IN NO EVENT SHALL AUDITOR'S LIABILITY TO COMPANY EXCEED THE FEES ACTUALLY PAID BY COMPANY TO AUDITOR. IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the Effective Date. COMPANY AUDITOR City of Waterloo The SpyGlass Group, LLC Signature: Signature: Print Name: Print Name: Edward M. DeAngelo Date: Date: Page 192 of 359 SpyG lass Challenging the Technology Cost Status Quo Our robust technology expense audits are known for finding errors and inefficiencies in of engagements. Bill Lawrence, Executive Director of Key Accounts (440) 263-7333, wlawrence@spyglass.net Insights 30% Telecom contract optimization yields average savings of 15 to 30%. subscription/service optimization yields 10 to 25% based on CIO. The Motus Cost of Idle Assets report found that companies have anywhere from 10% - 15% of company -owned devices going unused. 18.6% According to the Tax Foundationtheextra taxes on cell phone bills have increased by nearly 4.5% in the last 10 years to a shocking 18.6%. Spyglass 37o A recent survey by CloudCheckrfound 93% of businesses face challenges with budgeting infrastructure cloud costs. Flexera noted, "organizations waste an average of about 35% of their cloud spend. 57% More than 57% have experienced a negative business impac- due to inefficient cloud cost management. Technology Experts The SpyGlass Grour Highly -personalized technology cost audit firm Over 20 years of experience Focused on reducing and recovering tech expenses Not a telecom provider or affiliated with tech vendors We don't sell technology hardware or service Results Driver. Country's largest database of middle market tech spend Historical information for voice, data, Internet, cloud services, and mobility pricing • Award -winning process, software, and culture smart eacu ture 4 Northeast Ohio TELEC(�MTECH tlu T�ooK T�PIOTELECOM BILLING AND REVENUE MANAGEMENT SOLUTION PROVIDERS - 2019 13,000+ Clients and Growing 1,800+ Audits in 2021-2022 $70M+ Identified Savings (2021-2022) SpyGlass 99% Audit Savings Success 80% Recovered Funds 20% Avg. Monthly Savings Our Customers INSURANCE rg1,01'1 INSURANCE COMPANIES SOFTWARE mn REAL ESTATE SOFTWARE "They were able to work with us to show us that maybe we didn't need as many PRIs as we were paying for. And they identified two of those that we didn't need, so that's $1,800 a month in savings." Christopher McNulty, CFO "The biggest surprise to me were things like dormant lines going from Asia or Australia back to the U.S. was somehow getting ported four different times. It was like $10,000 a month that ended up going to a VoIP solution." Roman Telerman, VP of Finance EDUCATION District 115 Y YORKVILLE PUBLIC SECTOR Spyglass "The big project they did for us generated a monthly savings amount of over $6,000 per month. I mean, $76,000 in annual savinc7 could mean two paraprofessionals that could help our special education students." Mindy Bradford, Director of Finance "We reduced or we found savings in the neighborhood of about $90,000. They found situations where the contracts had expired, and AT&T automatically raised their price to us. We really didn't know it." Ralph McBroom, Purchasing Our Analysis Recovery Improper tax or tariff applications Improper discount applications Incomplete order entries at&t Sep 2.Oct 1. 2017 Farm ialn &b 15 295 Ad Pao men! PlalFStmene5 Pal Due Pba.e Pao Irnmo !Mott ewer! Charges 141.1 A75113Y111 Du@ Z25.392,20 L1rrelr thxge1 burn Seu IN 11 el rt. riit 4i�YY: Ittd• 7 ■ }1t1 P11111 al l SFRkH 1.e1ir 479. W a1 sewir sareiv. 1-1177-, -5828 @-7111.89 -Wolof Go-Riet Char1F1 5,71E•11 R.1 30m 540• el*OB4r5sem 1s1-13 581E Pay7¢81LnsrI town 100. 4311.r11ao015 11YP 01l51 bo 1115 ▪ Carr[ -11 AL310 • _ TOm1314F�h Senlcr lac.! COPS @l 500 ONE! FEM 4r1 1 Enrlg.:1:1: SSyam 491ng Ipr wPE LI1n 9rk LJOlri w5t}&F FGpKe1EY11 Ming r omr 41.5n m. W 1G1 1P Slate 1E21 L Ordeal Utere,Ya1 ae(NCe lS0 FcC W 10 55 Ire Mr! F156l .1110 u I Sue 46ce0 Po'b Lee:! As1flL 7 urge. Totil Si now 1110110r Feet Tavel Rm. al 9nrker Service Elimination Dormant services Services associated with old locations Excessive services HILLMG ADDRESS h Wc..1ean LI,*q+me NuaM OMEN 1W _ - PROVE.EX Reif" ACCOUNT PIPORMIATION ,aaln rcaal•n N0.El- CWM#f Mfr.- Prneen. Liam. 910014 Rear00130.3,94 Stale aM F0. alE deli I LOCI TaaH TaiN Baca lM Sm xgse Nate r 1nini NW i0ae-00 2 ON PRI is. sou. C1n4 5130.00 1SDN PRI 1 31Vine 1U 110,a T1 52:: •1,S1001.0 $112C0 150N PR1 t TILCCN3 $26600 G0N PRIur Callrg 1130.00 100NPw -3,2 11000 n oz.r 11: 411 04 :a $11200 100 PM Ina T.,." _ :: Hee S211.100 1G/PN =anrg 113000 r1 vzm.101a7.vw.Le 111430 0I1e30s 5129.50 10.131 50.00 taco $129.99 SO CO 50 CO 10.00 $12999 50.03 50.50 m 00 1300 10.00 m06 54100 50 00 5000 54100 50 00 m Lin cow 53.37 00.00 50.00 m00 $5617 50 00 woo 50.00 50.00 1000 TPSa1 010 crape 11s1.P5 5130.00 510.00 5112 W 5151.e6 5130 00 510 OD 5112 W 545166 5150.00 1112.00 Loot DUD, tnr: LE63m: 365140914 hirdinder Epees. 51111111� ADD. 009.10119 l0eal Tell 019110 Lo Usage 562,50 562.30 7,5231.911 5e9921 117.30 51ema40-$63e0r .90094 003.9 54-30 50-01 10.00 5000 160: 53.00 W.00 10.00 50.00 53.0: VENLIOR manna Line Teu so Ann. Health Check 1 Unused / Excessive Lines mane nsce Spyglass Cost Reduction • Latest discounts and promotions • Plan optimization • Benchmark analysis 51a4n01 Pol0091 70111 5.elna.awnlll 10.co :..lI 01a5111e 1N0 51rm911 AR90510 15..111 PSewN0e0 I Sea DO moo 5:0001 Inu00 5+11 p0 5011 W S3300 W m00 1711/uo 51Tum 50000 tau Y1l.el.a ti.10a W 5020000 $0,0W II0 SR000 51106B0 t000 5000 SO00 5000 m00 S3300W SO% 1.1+100 Our Process Spyglass • • • Kickoff Analysis Summary of Finding Benchmark Sales Audit Implementation (2) Most recent months of technology Dissecting all fixed and variable costs Review of recommendations billing (Online Access) across all accounts • Recovery Letter of Agency Analyzing data from inventories, bills, • Service Elimination Schedule a Kickoff Meeting contracts, tariffs, and usage information • Cost Reduction :eo z. Mx. ILm Mr. 17 .tir■Lr 1ker.er.rMrknw 4a.kw stea. Lela 31..4e■ 4Ip4 near DE e.1...4.kde1.A■r.M MAP., Y 1116e eY ■ E....•• 11F.rra .4 W lr. ikarrrrnel■s+M .0 i r.r o..Mpielha rA.r...e/ 5121.1 rg.•m+DE rrvn a.insaw.lk.e.t.., r11.w I R`J.r.Hi"Mn. R1L...1.IM.R `+' ...r I.pprr 4.1 a—n+ RigMRre M. Mewl_,'. — d . 1rlr.■P •.p MAW. r[tM ■, . $Me.. PP a+rm. r.,reeo 3 .8 k.w M.O...�R1.ere.r. 1re1•818...plm .a.� Metrrw MI Mem. -▪ - a �J..F d.�, rrWe .kawarw aetr.i . ar.ra.r . — it rR 1 ✓ OIN• NM, —iP.._,. NMI 1NN4rTK rnggnM11.1, ▪ addlE66..a.r eL.P.EE .1allplrOL. M!Q L'L4M b tltllrtl i6 Td r�36I7 rnr 3P LASS By Mgning lili$ le Group. LLC and r.066U3 ac4:ounr perslIng older et! Idno drelence le establish electron) already e8I3b10 Iniarma7Wn j0r $ give atMdrklabdn requested doom §py,G1¢ee Group. 1 remnant Met I pemltulon and pdmt a Waled effect unlE i aM this Leiter- I Win Chem Inrormatgn Signing Employee Company Name Address C.ly. State Z,, Telephone SpyGlass SpyGlas SpyGlass Strategic Services Compares spend against the industry Compares recommendations against the industry Finalize project MAW Statue tensions sins xesinchos Dashboard My Team Malenala Nmk-on M.I.6 Inventones WmmmemdMon Summery Mcommendr Dashboard My Teen Metene33 Krek-tag Mewling Inventories Recommendation summery sewn RIMMbo.N MYTeem Material Kink-0/1 Meeting Inventonmm Remmma.detion Summary MoommendaInna Irdumhy 6enchma 10 g Recommendations Summary Savings $36,340.65 13 m Annual Savings Sa.ings OpparlunMasAvailable Recommendation Category AvErtis mg P. Listings Exce-smve Internet Long Distance rags Unused lynas VYYMess Features Excesnvp Lme Pricing Savings Potential Op. / Outstanding Elimination $,011 SD.00 $a OD $01216 Sa 00 8492.00 Cost Reductic $0..00 SO 00 MOOD Retro! Adjsstm. 85,e3a 30 013003 31s,87056 $5,e2ee2 Excessive Long Distance Pricing $4e2 og $7,569.00 $3,s3770 8242 an Smith Industries Dashboard Meet Your SpyGlass Team Mike Ferrell Vice President. IPM tom enwrprl,. -. Sara Mara Associate Diector,IPM ■ Carieig A WallerAccount Exec, d-Mallet Amanda Like wnroless Manager ■ stephaMeJuhsay SrMgr, Auditaaalymy • Recommendations Progress $704 Savings Opporn Savings Captured 95th Percentile Low Average Good Excellent ■ ■ ■ ■ Totai savings, 636,340.6e Smith In436a1M ® Industry Benchmark Analysis Sm. Industries Manufacturing $95,428.80 Prektudillinnual Si. Total Annual Spend $135,317.28 mosey state $131,336.44 meiay0ll 5155,053.68 Llierds Sample Size 84 Industry Slate 1831 n s/sense 14116 Recommendations 59 29 49.2% Total ImWemente4 lrercenmg e 73 1e 24.7% ,ton:try state Industry Stale Im3.wy slam 106 26 24.5% mu.0yAN n ua ns musWnu 73 19 n 26% Annual Savings Opportunity $43,896.48 46% gonads v 1 Compare, a*. r�u�,a�llvea firms p+14E.epp ..r.r.la PmvWer name Amcomt Humber i51 Page 198 of 359 Success Based We execute, you save - Our fees are 100% Success -Based We earn ONLY what we implement You decide what we implement No cost for Analysis No cost for Inventories No cost for Benchmark Spyglass 5O% Total Recovered Recovery We find $10,000 in faulty charges historically billed and already paid 2. We work with the provider to ensure a credit or payment is issued 3. We earn $5,000, half of the recovered funds 12x Forward Looking 1. Our analysis identifies $100 per month in unused services 2. We execute the cancelation of the unused services with the provider Monthly Savings ' We earn $1,200 ($100 monthly savings X 12 months) Next Steps Learn about our process in this short video. Spss Direct contact. Bill Lawrence Executive Director of Key Accounts 440.263.7333 1�1 wlawrence@spyglass.net Spyglass Corporate info. Connect with us. Q 25777 Detroit Road, Suite 400 lA Westlake, OH 44145 1.877.4.SPY.NOW 1.877.477.9669 1�1 Info@SpyGlass.net is,4100 www.SpyGlass.net The information shared is intended only for the person or entity to which it is addressed and may contain confidential and/or privileged materia Page 200 of 359 SpyGlass SpyGlass SnapShot Audit Checklist IMPORTANT: Online access is preferred for most of the billing types required to perform our audit. If electronic bills are provided, it is critical that all pages are included, front and back, including any supporting pages. Materials must be uploaded to the SpyGlass Secure Cloud Storage Service using the "Upload Materials Here" hyperlink contained in the email. Chrome, Edge, and Firefox are the preferred browsers for accessing the SpyGlass Secure Cloud Storage Service. ❑ LOA: One signed Letter of Agency that allows SpyGlass to access information from the carriers required to perform the audit. Additional LOAs from specific providers may be necessary as well. ❑ Network Services: Billing from the most recent two month period for all services at allocations. o Voice Services (Traditional telephone, VolP, SIP, PRI, Analog, etc.) o Internet Services (WAN, MPLS, Fiber, SD -Wan, etc.) o Data (Data Center, Co -Location, Disaster Recover, Fiber, etc.) o Cable Services ❑ Wireless/Mobile Services: Online portal access for wireless/mobile accounts. o Best: See step by step instructions provided for Verizon, AT&T, and T-Mobile online access. Important to complete steps for all logins or accounts you have (for example, some clients have multiple logins to Verizon Wireless and the different accounts are not linked). o Satisfactory: If client is unable to make online portal access available to SpyGlass, clients can upload six to nine months of system (portal) generated PDF invoices to the FTP link contained in the email for all wireless accounts. Access may eventually be needed to assist with implementation orders and activating savings. o Minimally Acceptable: Only If clients do not have online portal access established, upload invoices from the most recent two month period. SpyGlass will discuss establishing online access during the kickoff meeting. ❑ Cloud Services and Subscription/SaaS Licensing: Online access preferred or two months billing. o Cloud Computing Big Three (AWS, Microsoft Azure, Google Cloud) o Productivity Tools (Office 365, Google Workspace) o CRM / Marketing Automation (Salesforce, HubSpot, Marketo, Dynamics) o Accounting / ERP (Oracle, Quickbooks, Sage) o Collaboration Tools (Teams, Zoom, Slack, Skype, Blue Jeans) ❑ Vendor Contracts: Corresponding contracts that apply to the above services. ❑ Employee List: Listing of all active employees. Most clients will produce from internal HRIS. ❑ Accounting System Export: Report showing suppliers and account numbers coded to Technology, Telecommunications, or IT Services/Vendors. We will cross reference with materials received to help identify any missing materials to ensure a thorough analysis. Page 201 of 359 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Resolution approving the request by the City of Waterloo to dedicate a Sanitary Sewer Easement over the north 1,872 square foot of Parcel H in Government Lot 8, located to the east of 2123 Commercial Street. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION The Sale and Conveyance of Parcel H in Government Lot 8, in Section 25, Township 89 North, Range 13 West of the 5th Principal Meridian, City of Waterloo, County of Black Hawk, State of Iowa. to R&M Metals was approved on December 15, 2025. The City of Waterloo needs to retain an easement over the sanitary sewer line on the north end of the parcel. Therefore, the City is proposing to dedicate a 1,872 square foot easement on the north of the parcel, prior to the deeding of the parcel to R&M Metals. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION Page 202 of 359 An easement for sanitary sewer over, under, across, and upon that portion of Parcel "H" in Government Lot 8 of Section 25, Township 89 North, Range 13 West of the 5th Principal Meridian, City of Waterloo, Black Hawk County, State of Iowa, described as follows: That portion of Parcel "H" lying north of an Easterly extension of the south line of Lot 46, South Waterloo, an official plat in the City of Waterloo; Containing 1872 square feet. ATTACHMENTS 1. EASEMENT 2100 blk Commercial DRAFT Page 203 of 359 Index Legend Location Description: Requestor: Proprietor: Surveyor: Surveyor Company: Return To: Parcel H, Government Lot 8 Sec. 25, T89N, R13 W Waterloo, Iowa City of Waterloo City of Waterloo William W. Castle City of Waterloo Engineering Department 715 Mulberry Street, Waterloo, IA 50703 715 Mulberry St, Waterloo, IA 50703 291-4312 Plat of Sanitary Sewer Easement Parcel "H" in Government Lot 8, Sec. 25, T89N, R13W of the 5th PM City of Waterloo, Black Hawk County, Iowa Sanitary Sewer Easement Description: An easement for sanitary sewer over, under, across, and upon that portion of Parcel "H" in Government Lot 8 of Section 25, Township 89 North, Range 13 West of the 5th Principal Meridian, City of Waterloo, Black Hawk County, State of Iowa, described as follows: That portion of Parcel "H" lying north of an Easterly extension of the south line of Lot 46, South Waterloo, an official plat in the City of Waterloo; Containing 1872 square feet. Platted / Vacated West St 12 27 11 28 10 29 9 30 8 7 6 31 South Waterloo 33 _5_ 4 35 3 36 I 2 37 1 38 1) 0 ccs as 50 v 49 in 0) 48 • 47 • 46 45 644 401 ti 43 N CD- in42 z o 0 41 ▪ 40 c. E. 39 SW Corner Gov't Lot 8, Sec. 25, T89N, R13W Commercial St 60 foot Right -of -Way di Plat Legend: • Found Monument ♦ Found Section Corner Monument O Set 5/8" x 24" Rebar w/Blue Cap "Iowa - 19715" (123.45') Record Measurement 123.45' Field Measurement # Survey Doc. No. 2013-15559 0 50 100 Scale: 1 inch = 100 feet Sanitary Sewer Easement area Gov't Lot 8 Sec. 25, T89N, R13W Parcel "H" Gov't Lot 8 Sec. 25, T89N, R13W (208.00' S 88°43'20" W)# Rooffs Add. South line Gov't Lot 8, Sec. 25, T89N, R13W I hereby certify that this surveying document was prepared and the related survey work was performed by me or under my direct personal supervision and that I am a duly licensed Land Surveyor under the laws of the State of Iowa. PREL IMINARY William W. Castle, PLS Date License Number 19715 My License Renewal Date is December 31, 2025. Pages or sheets covered by this seal : Survey Notes: 1. The Bearings shown on this survey are derived from GPS observations using the Iowa State Plane Coordinate System, North Zone, NAD 83 (2011). 2. All dimensions are in US Survey feet and decimals thereof. 3. This easement based on the AECOM survey of Parcel "H" filed in the Black Hawk County Recorder's Office as Doc. #2013-15559. No field survey was completed in the creation of this document. 4. Easement area: 1872 square feet City of Waterloo Engineering Department 715 Mulberry Street, Waterloo, Iowa 50703 Phone: (319) 291-4312 Fax: (319) 291-4262 Drawn By: WWC Scale: 1" = 100' Field Work Date: Date Drawn:12-08-2025 Sheet No. 1 of 1 r1___ IAA _L ,1rl1 CITY OF J ,ATERLOO �. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Resolution approving a twenty -five-year Lease Agreement with an option for a ten-year renewal, with 205 E. 4th, LLC, to lease/manage the Park Avenue Parking Ramp, located at 310 E. Park Avenue, 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. Development Agreement (2) Page 205 of 359 Page 206 of 359 Prepared By: Austin J. McMahon, 222 1st St. E., Lange & McMahon, PLC 319-334-4488 DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered into as of lv U44'""'"- 2025 by and between 205 E 4th LLC (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 Downtown 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 in 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 has purchased the Property. Company will undertake the Project (defined below) upon the Property. 1 Page 207 of 359 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 structure on the Property to construct a up to 130 room, upper mid -scale or better national brand hotel, Class A commercial space and up to 25 market rate apartments and (c) make other improvements to the building and grounds, including but not limited to parking, streetscaping, storm water, paving and signage improvements (collectively, the "Improvements"). All removal and disposal of asbestos or other hazardous materials 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, shall comply with all applicable City ordinances and other applicable law, and shall be of a scope and scale as described in Company's plans submitted to City. 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 specifying the respects in which Company's Plans or Modified Plans fail to conform to the requirements of this Section. The 2 NO Page 208 of 359 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. City approval of the Plans or modified plans shall not be unreasonably withheld. 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 obtain a building permit and begin the work no later than twelve (12) months after the date of this Agreement (the "Start Date") and Substantially Complete rehabilitation of the buildings and all units within thirty-six (36) 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. One six (6) month extension to the Start Date and Substantially Complete Date timelines shall automatically be granted upon written request by the Company. B. Events triggering termination. If Company does not commence or Substantially Complete construction of the Improvements on the schedule stated above, then City may terminate this Agreement as set forth in Section 16, 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. 5. Utilities. Company will be responsible for extending water, sewer, telephone, telecommunications, electricity, gas and other utility services to any location on the 3 fo Page 209 of 359 Property and for payment of any associated connection fees. 6. City Activities to Aid Project. In addition to Rebates as provided herein, City will undertake the following activities to assist the Project: A. Annual Grant Payments. City shall make Annual Grant payments to Company in the total amount of Fourteen Million Dollars ($14,000,000.00), amortized over a ten (10) year period, with interest at the rate of eight and one-half percent (8.5%) per annum. The first Annual Grant payment shall be made on January 1, 2026, and additional Annual Grant payments shall be made each year thereafter on January 1 until paid in full. B. Parking. The parties shall cooperate to develop and enter into a written agreement with respect to needed repairs, maintenance, cost -sharing, and a lease arrangement that is conducive for the effective operation of the Project. C. Site Specific Accommodations. City grants the Company the right of use of up to 60 feet parking area adjacent to the property and located on the East 4th Street side of the building for use as a temporary drop off and pick up zone for property guests at no additional cost to the Company. City also grants an encroachment to the Company to construct an entrance canopy, at its option, from the property's East 4th Street entrance and up to 10 feet into the parking area on the west side of the street. City grants the right to the Company, at its option, to place landscaping and lighting enhancements on any and all elevations of the building and the adjoining sidewalks and alleys. City will not unreasonably withhold approval of other accommodations and enhancements not contemplated by this agreement. The design of improvements contemplated in this section will be subject to review and approval of the Main Street Waterloo Design Council which shall not be unreasonably withheld. 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 "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 $8,000,000.00 (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 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 and Abatement. The Company waives, and shall not receive, 4 Page 210 of 359 any tax rebates, and Company further waives, and shall not receive, any tax abatement in connection with this Agreement. 9. Additional Covenants of Company. In 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. However, in no event shall Company be required to submit a report more frequently than once every thirty (30) day period. 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 5 Page 211 of 359 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. Until the MAAtermination date, 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 C ity. 11. Representations and Warranties of Company. Company hereby represents and warrants as follows: A. 1t 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 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. 6 Page 212 of 359 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 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. F. 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. 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 Toss 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 conditions 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. 7 01-7 Page 213 of 359 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 90 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 90-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. 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. 15. Limitations on Payments of Grants. A. Each payment of a Grant 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 Grants 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 8 Page 214 of 359 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 any other term or provision of this Agreement, City shall have no obligation to make a payment of a Grant 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 Project Property and future taxable improvements upon the Project Property or from other properties in the Urban Renewal Area to fund a Grant payment to Company, as contemplated under any term or provision of this Agreement, 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 Project Property and future taxable improvements upon the Project Property or from other properties in the Urban Renewal Area is precluded or terminated by legislative changes to Iowa Code Chapter 403. Upon occurrence of any of the foregoing circumstances, City shall promptly forward notice of the same to Company, then either party may terminate this Agreement, without penalty or other liability, and the parties shall then negotiate a different arrangement to provide for City's payment of development costs to Company. C. For purposes of this Agreement, "Tax Increments" shall mean the property tax revenues on (i) the Project Property and future taxable improvements thereon and (ii) other properties in the Urban Renewal Area that are 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. 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 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 sell, convey, and transfer, without City consent, Property and/or Company's interest in this Agreement to any of Company's lenders for construction financing purposes. 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; 9 fr'2 Page 215 of 359 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 security for financing of Improvements or the Project; 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, 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 10 Page 216 of 359 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 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 215 E 4th Street, Waterloo, Iowa 50703, Attention: Managing Member. 11 of) Page 217 of 359 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. 23. 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. 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 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. Compliance with Laws. Company shall comply with all applicable federal, state, and local laws, statutes, ordinances, codes, rules, and regulations in connection with the design and construction of the Improvements and operation of the finished Project, including, but not limited to, the Americans with Disabilities Act of 1990 (ADA), as amended, and any implementing regulations, as well as all applicable building, zoning, environmental, labor, safety, and accessibility requirements. 27. 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. 28. 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. 12 Page 218 of 359 29. 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. 30. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 31. 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. 32. 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. 33. 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] 13 iiN Page 219 of 359 CITY OF WATERLOO, IOWA By: Quentin M. Hart, Mayor Attest: R Kelley Felchle ( ity Clerk 14 205 E 4TH LLC By: Managing Member Name: /` 4✓t'c Olif13, Page 220 of 359 EXHIBIT"A" Legal Description of Property LOT NOS. 9 AND 10; THE SOUTHWEST 38 FEET OF LOT No. 8; AND LOT NO. 7. EXCEPT THE NORTHEASTERLY 5 FEET THEREOF; ALL IN BLACK NO. 13 IN THE ORIGINAL PLAT ON THE EAST SIDE OF THE CEDAR RIVER. IN THE On OF WATERLOO. BLACK HAWK COUNTY, IOWA. 01v) Page 221 of 359 EXHIBIT"B" MINIMUM ASSESSMENT AGREEMENT Y - This Minimum Assessment Agreement (the "Agreement") is entered into as of /1/5 , 2025 by and among the CITY OF WATERLOO, IOWA ("City"), 205 E 4th LLC ("Co pany"), 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 Tess than Eight Million Dollars $8,000,000.00 (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 June 30, 2028 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, 2040. 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 Page 222 of 359 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 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 (c) request the Assessor to reduce the Minimum Actual Value; or (d) appeal to the board 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 Page 223 of 359 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] o Page 224 of 359 CITY OF WATERLOO, IOWA 205 E 4TH LLC By: Attest: -t7� * By: / UAfd"------ Quentin M. Hart, Mayor Ma aging Member Kelley Felch :, I y Clerk STATE OF IOWA )ss. COUNTY OF BLACK HAWK Name: Oct v,2 10,e e BRITNI C PERKINS COMMISSION NO. 845529 MY COMMISSION EXPIRES JANUARY 27, 2026 On this � day of (fVihtYK— , 202 `�, before me, a notary public in and for the State of Iowa, personally appeared Quentin M. Hart and Kelley Felchle, to me personally known, who being duly sworn ho 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 verfah executed. STATE OF COUNTY OF Subscribed and sworn before me on , by David Deeds as Managing Member of 205 4th LLC. Notary Public dr) Page 225 of 359 Page 226 of 359 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 Tess than Eight Million Dollars ($8,000,000.00) until termination of this Minimum Assessment Agreement pursuant to the terms hereof, subject to adjustment as provided in said agreement. Date Assessor for Black Hawk County, Iowa 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. ilm Page 227 of 359 CITY OF ATERLO 0 J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Resolution approving a Development Agreement with Crossroads Realty, LLC with a Minimum Assessment Agreement of $430,000.00 for the construction of a 3,600 square -foot building located to the southeast of 221 W. 11th Street, and authorizing the Mayor and City Clerk to execute said document. RECOMMENDED COUNCIL ACTION Approval SUMMARY STATEMENT AND BACKGROUND INFORMATION Crossroads Realty LLC is proposing to enter into a Development Agreement with the City of Waterloo to receive tax abatement for the construction of the 3,600 square foot building, as required by the State of Iowa Urban Revitalization code. NEIGHBORHOOD IMPACT _ The request would appear to have a positive impact on the neighborhood, as the building will provide more warehouse space for a growing business in an industrial part of Waterloo. DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION Lot No. 6 and a part of Lot No. 7, all in Block No. 59 in Anthony Bakers Addition to the Village (now Page 228 of 359 City) of Waterloo in Black Hawk County, Iowa, and a tract of land in the original plat on the west side of the Cedar River in the City of Waterloo, Black Hawk County, Iowa, adjoining said Lots, all lying within the following described boundaries: Beginning at a point on the southeasterly line of West Eleventh Street that is 70 feet Northeasterly of the intersection of the southeasterly line of West Eleventh Street and the Northeasterly line of Jefferson Street; thence Northeasterly along the Southeasterly line of West Eleventh Street 70 feet to the most Northerly corner of said Lots Nos. 6 and 7 thence southeasterly along the northeasterly line of said Lots Nos. 6 and 7 to the most Easterly corner of said Lot No. 7; thence Southwesterly along the Southeasterly line of said Lot No. 7 70 feet; thence Northwesterly along a line which is parallel with the Northeasterly line of Jefferson Street to the place of beginning. Also A part of Lot No. 7 in Block No. 59 in Anthony Bakers's Addition to the City of Waterloo, and a tract of land in the Original Plat on the West side of the Cedar River in the City of Waterloo, Black Hawk County, Iowa, adjoining said block bounded as follows: Beginning at the intersection of the Northeasterly line of Jefferson Street with the Southeasterly line of West Eleventh Street, thence Northeasterly along the Southeasterly line of West Eleventh Street a distance of 70 feet; thence Southeasterly parallel with the Northeasterly line of Jefferson Street 120 feet to the Southeasterly line of Lot No. 7; thence Southwesterly 70 feet along said Lot line and an extension thereof to the Northeasterly line of Jefferson Street; thence Northwesterly along Jefferson Stret 120 feet to the point of beginning. AND The Southeasterly One-half of Lot 8, Block 59, Anthony Baker's Addition to the City of Waterloo, Black Hawk County, Iowa. ATTACHMENTS 1 Steve Knight Signed DA 2. KNIGHT (steve)-ELEVATIONS (8-7-25) 3. KNIGHT (steve)-LAYOUT (8-7-25) 4. Knight Storage Civil Plan Set 9-10-25 signed Page 229 of 359 Prepared by Lexi Schneider, 715 Mulberry Street, Waterloo, EA 50703 Phone (319) 291-4366 DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered into as of , 2026 by and between Crossroads Realty 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 and able to finance and undertake rehabilitation improvements on the 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. Improvements by Company. Company shall construct a 3,600 square foot building (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 Page 230 of 359 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. 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 four (4) 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, 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. 3. 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. 4. 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 2 Page 231 of 359 shall be fixed for assessment purposes, below the amount of $430,000.00 (the "Minimum Actual Value"), through: either; (a) willful destruction of the Property, the Improvements, or any part of (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. 5. 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. 6. 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 3 Page 232 of 359 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 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. 7. 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. 4 Page 233 of 359 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. 8. 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. 9. 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 5 Page 234 of 359 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. 10. 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. 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. 11. 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 6 Page 235 of 359 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. 12. 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. 13. 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. 14. 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 7 Page 236 of 359 or entity shall be deemed to be a third -party beneficiary of any of the provisions of this Agreement. 15. 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, lows 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 Crossroads Realty LLC, 1304 Commercial Street, Waterloo, IA 50702 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. 16. 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. 17. 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. 18. 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. lf, 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. 8 Page 237 of 359 19. Captions. AU 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. 20. 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. 21. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 22. 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. 23. 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. 24. Time of Essence. Time is of the essence of this Agreement. [signatures on next page] 9 Page 238 of 359 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 Crossroads Realty LLC By: By: ,,SA.%/ Dave Boesen, Mayor Steve Knight Managing Member Attest: Kelley Felchle, City Clerk 10 Page 239 of 359 EXHIBIT "A" Legal Description of Property Lot No. 6 and a part of Lot No. 7, all in Block No. 59 in Anthony Bakers Addition to the Village (now City) of Waterloo in Black Hawk County, Iowa, and a tract of land in the original plat on the west side of the Cedar River in the City of Waterloo, Black Hawk County, Iowa, adjoining said Lots, all lying within the following described boundaries: Beginning at a point on the southeasterly line of West Eleventh Street that is 70 feet Northeasterly of the intersection of the southeasterly line of West Eleventh Street and the Northeasterly line of Jefferson Street; thence Northeasterly along the Southeasterly line of West Eleventh Street 70 feet to the most Northerly corner of said Lots Nos. 6 and 7 thence southeasterly along the northeasterly line of said Lots Nos. 6 and 7 to the most Easterly corner of said Lot No. 7; thence Southwesterly along the Southeasterly line of said Lot No. 7 70 feet; thence Northwesterly along a line which is parallel with the Northeasterly line of Jefferson Street to the place of beginning. Also A part of Lot No. 7 in Block No. 59 in Anthony Bakers's Addition to the City of Waterloo, and a tract of land in the Original Plat on the West side of the Cedar River in the City of Waterloo, Black Hawk County, Iowa, adjoining said block bounded as follows: Beginning at the intersection of the Northeasterly line of Jefferson Street with the Southeasterly line of West Eleventh Street, thence Northeasterly along the Southeasterly line of West Eleventh Street a distance of 70 feet; thence Southeasterly parallel with the Northeasterly line of Jefferson Street 120 feet to the Southeasterly line of Lot No. 7; thence Southwesterly 70 feet along said Lot line and an extension thereof to the Northeasterly line of Jefferson Street; thence Northwesterly along Jefferson Stret 120 feet to the point of beginning. AND The Southeasterly One-half of Lot 8, Block 59, Anthony Baker's Addition to the City of Waterloo, Black Hawk County, Iowa. Page 240 of 359 EXHIBIT "B" MINIMUM ASSESSMENT AGREEMENT This Minimum Assessment Agreement (the "Agreement") is entered into as of , 2026, by and among the CITY OF WATERLOO, IOWA ("City"), CROSSROADS REALTY 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 $430,000.00 (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, 2037 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, Page 241 of 359 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 (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 2 Page 242 of 359 (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. lf, 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 243 of 359 CITY OF WATERLOO, IOWA CROSSROADS REALTY LLC By: By: Dave Boesen, Mayor Steve Knight Managing Member By: Kelley Felchle, City Clerk STATE OF IOWA COUNTY OF BLACK HAWK ) ss. ) On this day of , 2026, before me, a Notary Public in and for the State of Iowa, personally appeared Dave Boesen 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 VeCe" Knight as Managing Member of Crossroads Realty LLC. LEXI SCHNEIDER COMMISSION NO. 869089 MY COMMISSION EXPIRES NOVEMBER 21, 2028 t3e0-'e of Notary Public , 2025 by Steve 4 Page 244 of 359 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 Four Hundred Thirty Thousand and 00/100 Dollars ($430,000.00) 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 COUNTY OF BLACK HAWK Subscribed and sworn to before me on , 2026 by T.J. Koenigsfeld, Assessor for Black Hawk County, Iowa. Notary Public Page 245 of 359 yNO, FOR O G'NS�UOj NGT FAR caNSTR VOT, STEEL ROOFING -- 4 12 PITCH FROST FOOTING FROST FOOTING UNDER O.H. DOORS UNDER O.H. DOORS 11 72'0" STEVE KNIGHT STORAGE BUILDING 50'-0" x 72'-0" -- NORTH ELEVATION 8525 - NOT FOR CONSTRUCTION - - NOT FOR CONSTRUCTION -- STEEL ROOFING - 4:12 PITCH ?R FROST FOOTING UNDER O.H. DOORS FROST FOOTING UNDER O.H. DOORS OPTIONAL FOR BUILD 8-6-25 ONC. FILLED PIPE G PROTECTION STEVE KNIGHT STORAGE BUILDING 50'-0" x 72'-0" -- SOUTH ELEVATION 12 4� O.H - NOT FOR CONSTRUCTION -- I 12 j4 STEEL SIDING DRAWING AS DEPICTED ON SHEET SIGNATURE: DATE SIGNATURE REQUIRED TO REMOVE WATER MARK 2-0' O.H OPTIONAL CONC. FILLED PIPE a FOR BUILDING P TECTION 1 50'_0" 1 50'-0" x 72'-0" -- EAST & WEST (gable) ELEVATIONS 8-6-25 STEVE KNIGHT STORAGE BUILDING I -- NOT FOR CONSTRUCTION -- Page 246 of 359 44'-6" TO PROPERTY LINE NORTH 1 rII 66" rII 6'-6" rII 6'-6" rII FROST FTG. Uf•�IER O.H. DOOR;-- ------ FROST FTG. Uf•�ER O.H. DOOR; ,----.• FROST FTG. Uf•�ER O.H.DOOR;---,------ FROST FTG. Uf•�ER O.H.DOOR,. ,----.• FROST FTG. UN ER O.H. DOOR; 421��� V � - 44 44 40 P. ,♦�� 41 4► ,♦., 1 m .40 'F w 11004 -14 44bN Li������ _ 7I V"�i Litt - _ _ _ LLi►® ®I ®I ®7lR�Li ®I ® ® 1L1�_i�-��I ®I ®I ,�.�4`t`+ 1 r ������I�O• ►�i�����iiiiie�' •OiO�00i �I�Oe� iA�A00A00Oi�- �e���ii��ii��' 6'-6" 6'-6" , 41 o-w- r. emu* `., If 4 Al ,s WALL with 1.♦,,STEEL ON ONE SIDE a1,4 ROOF TRUSSES ARE TO BE @ 6'-6' O.C. BAY #1 10'-0' x 8'-0" O.H. DOORS BAY #2 2 x 4 DIVIDE WALL with STEEL ON ONE SIDE (1 - HOUR FIRE RATED ROOF) BAY #6 ROOF TRUSSES ARE TO BE @ 6'-6" O.C. ROOF TRUSSES ARE TO BE @ 6'-6" O.C. BAY #3 2 x 4 DIVIDE WALL with STEEL ON 0 BAY #7 2 x 4 DIVIDE WALL with STEEL ON ONE SIDE C1 - HOUR FIRE RATED ROOF) BAY #8 ROOF TRUSSES ARE TO BE @ 6'-6" O.C. EXTERIOR WALL IS TO B A 1) HOUR FIRE WALL?01 -. WALL RETURN 6'-6" 8-6-25 1 6'-6" 2 x 4 DIVIDE WALL with STEEL ON ONE SIDE (typ.) 10.-0" x 8'-0" O.H. DOORS FROST FTG. UNDER O.H. DOOR - 1 13 -0" 6'-6" •FROST FTG. UNDER O.H. DOOR, - 1 13 -0" 'SOUTH 10'-0" x 8'-0" O.H. DOORS FROST FTG. UNDER O.H. DOOR, -- 1 EXTERIOR WALL IS T! A (1) HOUR FIRE WAL 4'-01 WALL RETURN 1 4-0 \ T-0" 'EAST 9,1' q TO PROPERTY LINE 50'-0" x 72'-0" -- BUILDING LAYOUT STEVE KNIGHT STORAGE BUILDING I -- NOT FOR CONSTRUCTION - -- NOT FOR CONSTRUCTION - FIRE DISTRICT 5'-0" to 10'-0" (1) HOUR FIRE WALL IS REQUIRED 6'-6" DRAWING AS DEPICTED ON SHEET SIGNATURE: DATE: SIGNATURE REQUIRED TO REMOVE WATER MARK VERIFY LOCATION & END USE OF BUILDING FOR PROPER DESIGN OF BUILDING COMPONETS: CONSTRUCTION TECHNIQUES, AND STRUCTURAL REQUIREMENTS CONFORMING TO ALL STATE & LOCAL CODES & ORDINANCES SHOULD BE VERIFIED BYA LICENSED ENGINEER OR ARCHITECT NOT FOR CCONSTRUCCTDON FOR 21D ONLY Page 247 of 359 CITY OF WATERLOO, IOWA BLACK HAWK COUNTY PLANS FOR BUILDING AND PARKING ADDITIONS SITE GRADING AND UTILITIES AT 1315 JEFFERSON STREET PREPARED BY VJ ENGINEERING / / V / / / / / 404 ' SITE LOCATION AK onnuad..cm MWEIMEEMENIMMEN itlipatMirlirEIME; LT IL Maim 6 mmatiliNE AVE LAND USE: TOTAL SITE AREA = 12,725 SQ FT EXISTING IMPERVIOUS AREA = 2,625 SQ FT TOTAL IMPERVIOUS AREA = 8,454 SQ FT SITE IS 66.4% IMPERVIOUS FINISHED FLOOR ELEVATION: FFE = 844.90 LEGEND E is*.ng Proposed — — 804.1NDARY MITE EASEMENT UNE — — PROPERTY UNE — - SEcnON/R,O,W, UNE SETBACK UNE -oa- --wo-- CONTOUR UNE - A - - A - ELECTRIC UNE -A- -A- FENCE LINE -'z - -=- FIBER UNE - G _ _. G _. GAS LINE -AA"- -='+- OVERHEAD UTILITY UNE -AAA,. -me - SANITARY SEWER UNE O —0— SILT FENCE UNE -'-'- --AT -- STORM SEWER UNE - ' - - T - TU-EPHOP✓"c UK - r. - - .. - IEEVASION UNE -AA, - '" -- WATER LANE AA 0 PROPERTY CORNER 0 0 BENCH MARK • • cowws:ors TREE O O DFOOUOUS TREE 0 GAS LMNNOLE 0 OS GAS VALVE O 0 SJWRARY LWIHOIE --,r MI 0 II STORM INTAKE O 0 STORM VAMHO&E m m TELEPHONE PEDESTAL ACrs Lb MITT POLE 0 TK WATER HYDRANT It • WATER SHUT OFF 0 00 WATER VALVE OWNER/APPLICANT: CROSSROADS REALTY LLC 1304 COMMERCIAL ST WATERLOO, IOWA 50702 SITE PLAN PREPARED BY: VJ ENGINEERING 1501 TECHNOLOGY PARKWAY SUITE 100, CEDAR FALLS, IOWA 50613 PROJECT SITE ADDRESS: 1315 JEFFERSON STREET WATERLOO, IOWA 50702 CURRENT ZONING: M-1 - LIGHT INDUSTRIAL DISTRICT INDEX OF SHEETS SHEET. NO. SHEET NAME REVISION DATE 1 COVER SHEET 2 EXISTING CONDITIONS 3 CIVIL SITE PLAN 4 CIVIL SITE DETAILS 5 STORM WATER POLLUTION PREVENTION PLAN NOTES: 1.) SCALE NOTED ON TITLE BLOCK RELATES TO FULL-SIZED PLOTS (22x34). 2.) CONTRACTOR SHALL CONTACT ENGINEER OF RECORD FOR CLARIFICATION PRIOR TO CONTINUING TO WORK IF DISCREPANCIES ARE FOUND IN PLAN SET. UTILITY STATEMENT THE UNDERGROUND UTILITIES SHOWN HAVE BEEN LOCATED FROM FIELD SURVEY INFORMATION AND EXISTING DRAWINGS. THE SURVEYOR MAKES NO GUARANTEE THAT THE UNDERGROUND UTILITIES SHOWN COMPRISE ALL SUCH UTILITIES IN THE AREA, EITHER IN SERVICE OR ABANDONED. THE SURVEYOR FURTHER DOES NOT WARRANT THAT THE UTILITIES SHOWN ARE IN THE EXACT LOCATION INDICATED ALTHOUGH HE DOES DECLARE THAT THEY ARE LOCATED AS ACCURATELY AS POSSIBLE FROM INFORMATION AVAILABLE, THE CONSTRUCTION OF THE SANITARY SEWER, STORM SEWER AND WATER SYSTEMS SHALL BE IN ACCORDANCE WITH THE STANDARD SPECIFICATIONS FOR MUNICIPAL IMPROVEMENTS WITHIN THE CITY NOR I H OF WATERLOO, IOWA, AND THE STATEWIDE URBAN DESIGNS AND SPECIFICATIONS (SUDAS), IOWA ONE CALL 800 ! 292-8989 you Ives Call u. alrofe ,TYU . as `\Oky15HIInUrOrYA,. / ii, Qom•• E.SS I •4� ' co . Licensed °•0 2 • 22647 : 1 tu • : DaniDl M. : z= >rT °° . Arends ° 'IV'•. f A °y`y``*.�` iiiiiiIrllmlpnt I hereby certify that this engineering document was prepared by me or under my direct personal supervision and that I am a duly licensed Professional Engineer under the laws of the State of Iowa. 1 /)%ram DANI R S, P.E. License number 22647 My license renewal date Is December 31, 2026 Pages or sheets covered by this seal: DATE ` W re U V • 1 7 OF 5 Scale 1 =20' Drawn SJL Reviewed DMA Date 2025.07.25 Revisions 2025.09.02 2025.09.10 (258059) Page 248 of 359 T)STHG RESAENTWL WATER SERVICE 10 BE ALL PO AT THE WATER WAIN_ ,,A JRMYSERVICE TO BE NALEOLNN SUBJECT PROPERTY, Lora / / / // J/ / // \ / , / // / ..' N \ / / / or/ , / \ / / / r / ,' \ / .�/ ./ / /\\\//rf"'\\�/ '% / U/y`\ / \ / / / / / ( ! / \ / / /l / 1r / i/ \\ + r -/ // f / / / /' /1 / / / // / / / / / / -,V / U < LUT6 / / '/ / \ \ / \ ExB>�, / ' ' / l / / S\ / / N / j/ / / ¢¢55 \ / / n / \ / / \ / O /f \h/ / / \ / / / \ / RIPCKS' \ / \ / A1JIfiA'NY SAAEIISAOOfTIO:J / / 6 3S / \ / / / I /\ :. f / / / / / / 11115 ` ILOTT _iq4,/ / o a, / / * / / \ / \'\ / / / ;/ DACC Pak ` ,\, / \ 3� REl'O1E Ili\ \EMI'rTl`JG\ ,` \`, / /\ \ / / `,\ ACC PATEx•EENr `L8 ' / \\ A V / / " \ /\ \\\fi 21 \ N. \ t \ \\ N. \\ ` / (\ / \/ \ \\ �i \ / / \ \ 5f \ \\ \ \ \ \\ ILx \ \ "\ \ \ Kip ` O/] \ \ \ T \ \ Jr \ \ \ \'''.,\ i ` \\ / \ i / / / / / / / / / / / / / 111 GENERAL DEMOLITION NOTES: 14 ALL ITEMS NOTED FOR REMOVAL SHALL BE INCLUDED IN THE CONTRACT FOR GENERAL CONSTRUCTION. 2.) LIMITS OF REMOVAL SHOWN ON DEMOLITION PLAN ARE APPROXIMATE. ACTUAL QUANTITIES MAY DIFFER DUE TO FIELD CONDITIONS. CONTRACTOR SHALL BE RESPONSIBLE FOR ALL DEMOLITION, REMOVAL AND RESTORATION WORK. 3.) CONTRACTOR SHALL BE RESPONSIBLE FOR REMOVING ALL NOTED MATERIALS FROM SITE AND DISPOSING OF THEM IN AN APPROVED METHOD. 4.) THE CONTRACTOR SHALL BE RESPONSIBLE FOR OBTAINING ANY REQUIRED PERMITS FOR DEMOLITION AND DISPOSAL BONDING AND PERMIT FEES SHALL BE THE CONTRACTOR'S RESPONSIBILITY. 5,) ITEMS NOTED FOR REMOVAL SHALL INCLUDE ANY UNDERGROUND COMPONENT INCLUDING, BUT NOT LIMITED TO: FOUNDATION, SLABS, TREE ROOTS, PIPES, WIRES, ANO ANY OTHER MATERIAL 6.) THE CONTRACTOR SHALL BE RESPONSIBLE FOR CUTTING AND PLUGGING EXISTING UTILITIES. IN THE CASE THAT THE CONTRACTOR 15 NOT ABLE TO CUT AND PLUG THE EXISTING UTILITY THEY SHALL BE REQUIRED TO COORDINATE WITH THE EXISTING UTILITY COMPANY. (ALL SERVICES MAY NOT BE SHOWN ON THIS DRAWING), 7.) BACKFILL EXCAVATIONS RESULTING FROM DEMOLITION SHALL MEET REQUIREMENTS PROVIDED BY GEO-TECHNICAL ENGINEER. 8.) THE CONTRACTOR SHALL SAW CUT EXISTING PAVEMENT TO PROVIDE A CLEAN EDGE (MATCH TO EXISTING SAW -CUTS WHEN POSSIBLE), 9.) UPON COMPLETION OF SITE DEMOLITION THE PROPERTY SHALL BE CLEAN, CLEAR, ANO DEVOID OF ALL NOTED ITEMS FOR REMOVAL. 10.) THIS IS NOT A CERTIFIED BOUNDARY SURVEY. BOUNDARY OF EXISTING SITE FOR CIVIL DESIGN ANO CONSTRUCTION COCOMENT USE. MISSING MONUMENTS WILL NOT BE RE -SET. FEMA INFORMATION: ZONE X FLOODPLAIN - PER FEMA PANEL 19013C0302F EFFECTIVE JULY 18, 2014 PROPERTY INFORMATION: LOT 8 OF BLOCK 59 OF ANTHONY BAKERS ADDITION; AND THE SOUTHEAST 30 FEET OF LOT 7, BLOCK 59 OF ANTHONY BAKERS ADDITION TO THE VILLAGE OF WATERLOO, BLACK HAWK COUNTY, IOWA. LEGEND EraYq PfcsoseA BOUNDARY UNE EMEND NS UNE PROPERTY UNE ---- SECTION/R.0.W. UNE SEIBHSC 1➢NE -11 - -w,- CONTOUR UNE - E - - E - ELECTRIC UNE -x- -,,- FENCE UNE - „ _ _ To _ Nun LINE ' --c-- OAS UNE o 0 -.0- OVERHEAD IJBLTTY LINE -u"- -Ew.- s4B1AHY SOWN LINE • -'-O-•• SILT MICE UNE _. _r - - sr _ STORM SEWER UNE - , - - r - TELEPHONE UNE - T• - - ,+ - TELEMON UNE -<-, - - -- WATER ME a 0 PROPERTY CORNER 0 • BENCH MN * • OOHFEROUS TREE O 0 DECOUDUs TREE O 0 CAS MANHOLE A Ft GAS VALVE 0 0 SO MARY OAN11011 a-- SIGN 0 CI STORM INTAKE O 0 s10Rm VAN'f{0LE 83 M TELEPHONE PEDE51x. TO, r0b UTILITY POLE 17T TK WATER HYDRANT "ir WATER slim- OFT Pi Pi WATER VALVE REMOVALS LEGEND REMOVE PCC SIDEWALK REMOVE PCC PAYDIENT NIL -DEPTH SAW LYIT DUCK PCC PAYMENT CURB AND GUTTER REMOVAL NORTH a oar IOWA ONE CALL 800 r 202-8989 CALL -BEFORE f YOU -010 1 (0 a a. CD - � n cCD 0 o w z Q • re CD • LC) C) W P•- r)3. l,,= 0e Drown SJL 1/eviewed DMA Dole 2025.07.25 Revisions (258059) Page 249 of 359 8'f] 45' 8 4 11TH STREET I t t !11 REMOVE S REPLACE LT. SO FT PCG CURS 1 PAVEMENT SI ST LOli41CT VL TEOTE EX 30'0 STORLSEWER ‘3 IFL EX39N3=BT62(VERAY N FIELD) FL 6'fl = 839.37 17 II + — — t S1 S ST I ST ST 8T ST RELIOVE b REPLACE IL 35 5S FT PCC SIDEWALK 'PROTECT UTILITY POLE 5i - i t. �5 6'S1 1 EST t PROTECT UTILITY POLE '�•� ( 1d0 LF.6'O HOPE@D.57Y. l r r I r r 1 r � ) CHECK ELEVATIONS OF EX UTLLITES FOR CONFLIGT PRIOR TO CONSTRUCTING STORM SEWER 1 I Q fu —3 r ) 1— —�, i 3 3 3 6-5T 6-ST EXISTING ACC REQUIRED STORAGE = 12r3 cU FT (TORAGE AVAILABLE L.5H330 = 1261 cU FT E REOUIRE0 VOY STORAGE "823 CU FT 3101 STOWAGE AMIABLE @ 642.61= 691 GU FT 0. 5T -05 7 17 ///I///.) I / I , a j —E t / / / / / / 11 ear Prs 11 W//2VV///(/(///rr// IS I ROUTE ALL SUBORALN TO DETENTION BASIN E—__J -J--J L—J 1 L—�/ / I / /' 97 I HETAL CLAD SINGLE SIO1,lY STORAGE BUM1DINo Is FE. ELEV. = 834-.93 , I / / I / d 12.6" 'ORAL GE SWALE ORAJNAGE SWALEr ` I F� / ROUTE -Iy/ ALL SllBDRAEITODETENTION 11BASH, I I I 11j I I/ I p --_„11 I // /lr/I// kr///✓�//A -//Y '///0°/(` 161 1:- y I. 11 01�T T ry I 1 qF I GRADE SERUM PREVENT Pi FLS8T FROM ALLEY 4 COTCIECT DOWNSPOUTS TO surror A$1 —I I — > ' 5 11. IA >/ .S -0323 5I ST -0 616 ST JEFFERSON STREET I Ex ECG soersh L j0 0� i o0 111 P 9 GENERAL SITE NOTES: 1.) DIh1ENSIONS AND RADII ARE REFERENCED TO THE BACK OF CURB OR EDGE OF PAVING UNLESS OTHERWISE NOTED. 2.) ALL DIMENSIONS TO BUILDING ARE REFERENCED TO THE OUTSIDE FACE OF STRUCTURE'S FACADE. 3.) BUILDING DIMENSIONS SHOWN ARE FOR REFERENCE PURPOSES ONLY. THE CONTRACTOR SHALL USE THE ARCHITECTURAL MD STRUCTURAL PLAN SET FOR EXACT BUILDING DIMENSIONS, 4.) ALL PROJECT COMPONENTS THAT FALL WITHIN THE PUBLIC RIGHT-OF-WAY SHALL CONFORM TO LOCAL AND/OR STATE SPECIFICATIONS AND REQUIREMENTS. 5.) ALL PROPOSED HANDICAP RAMPS, PARKING AREAS, ANO ACCESSIBLE ROUTES SHALL STRICTLY COMPLY WITH CURRENT LOCAL, STATE, AND FEDERAL REGULATIONS, INCLUDING BUT NOT NECESSARILY LIMITED TO THE ADA ACCESSIBILITY GUIDELINES (ADAAG), 6.) ALL ADA ACCESSIBLE ROUTES SHALL HAVE DETECTABLE WARNINGS INSTALLED AS REQUIRED BY THE ADAAG. DETECTABLE WARNINGS SHALL CONSIST OF RAISED TRUNCATED DOMES WITH CONTRAST VISUALLY WITH THE ADJOINING SURFACES. 7) CONTRACTOR SHALL SAW CUT EXISTING PAVEMENT TO PROVIDE A CLEAN, STRAIGHTJOINT ANO ENSURE POSITIVE DRAINAGE. 8.) ALL CONCRETE PAVEMENT SHALL HAVE JOINTS IN ACCORDANCE WITH ACI 330R.08, SECTION 3.7 AND APPENDIX C. CONTRACTION JOINTS SHALL 8E 114 OF THESLAB THICKNESS. ISOLATION JOINTS SHALL BE PLACED BETWEEN PAVEMENT AND FOUNDATIONS. INLETS, AND OTHER FIXED STRUCTURES. CONTRACTION JOINTS SHALL BE TOOL FINISHED AND SPACED AS FOLLOWS: CURBING: 10'-0' (MAX) SPACING SIDEWALKS: 5'-0' (MAX) SPACING VEHICULAR TRAFFIC AREAS: 24X CONCRETE PAVEMENT THICKNESS (FEET), 15'-0" (MAX) SPACING. REFER TO LOCAL SPECIFIC .7K)NS FOR WORK WITHIN PUBLIC RIGHT-OF-WAY. GENERAL GRADING, EARTHWORK, AND DRAINAGE NOTES: 7.) THE CONTRACTOR SHALL BE RESPONSIBLE FOR STRUCTURAL FILL MATERIALS IF SUITABLE /RATEmu_ IS NOT AVAILABLE ON SITE, TESTING OF SUITABLE MATERIAL SHALL DE THE CONTRACTOR'S RESPONSIBILITY. DISPOSAL OF ALL EXCESS OR UNSUITABLE MATERIALS SHALL BE THE RESPONSIBILITY OF THE CONTRACTOR AND AT THEIR EXPENSE. 2.) THE CONTRACTOR SHALL PROVIDE 8'OF TOPSOFL)MINIMU)M} IN ALL DISTURBED AREAS THAT ARE NOT TO BE PAVED. FINAL GRADES SHOULD BE SMOOTHLY FHNISHED AND ENSURE POSITIVE DRAINAGE. PRIOR TO RE -SPREADING, TOP SOIL SHALL BE SCREENED TO BE FREE OF SUBSOIL, DEBRIS. AND STONES. 3.) WHERE SHEET DRAINAGE FLOWS FROM LANDSCAPED AREAS ONTO PAVED AREAS, THE FINISHED GRADE OF THE LANDSCAPE AREA SHALL BE 112 INCH ABOVE THE TOP WHERE SHEET DRAINAGE FLOWS FROM PAVEMENT TO LANDSCAPED AREAS, THE FINISHED GRADE 1N THE LANDSCAPE AREA SHALL BE 1121NCH BELOW THE PAVEMENT. 4.) ALL SPOT ELEVATIONS INDICATE FINISHED GRADE, UNLESS OTHERWISE NOTE. 5.) PROVIDE POSITIVE DRAINAGE!NALL AREAS AND AWAY FROM ALL BUILDINGS, 6.) THE CONTRACTOR SHALL DETERMINE EXACT QUANTITIES OF CUTANOIOR FILL FOR ESTIMATING AND CONSTRUCTION. THE CONTRACTOR SHALL ALERT THE ENGINEER OF ANY EXCESSIVE CUT AND TOR FILL DISCOVERED DURING EARTHWORK OPERATIONS. 7.) THE CONTRACTOR SHALL ADJUST TOPS OF ALL STRUCTURES TO MATCH FINAL GRADE AS NEEOED. 8.) THE CONTRACTOR WILL BE RESPONSIBLE FOR ALL SAFETY REQUIREMENTS ON.SSTE, AS WELL AS THE PROTECTION OF ALL UTILITIES AND/OR STRUCTURES DURING EARTHWORK GRADING PROCEDURES. SITE KEYNOTES: n1 6" PCC PAVEMENT SECTION -REFER TO DETAIL ON SHEET 4 OF 5 2I] DETENTION BASIN OUTLET STRUCTURE -REFER TO DETAIL ON SHEET 4 OF 5 J RELOCATE 'NO PARKING" SIGN HATCH LEGEND EX NDC PAYEVENT PRO. PCC PRO. GRAVEL SET1) AND UULCH IOWA ONE CALL BOO r 292-0989 10,1,01 CFI,. BEFORE -YOU. Oln LEGEND Use.] ProvosL-0 BOUNDARY UNE 1ASEBEHT UNE --- PROPERTT Lair --' SECTION/R.O.W. UNE SETBACK UNE -, _' - -A. - CONTOUR UNE - e - D.ECDOC UNE .s- - • - FENCE UNE - ", - - A, - ROUT UNE - A- - A - PAS ONE -^",- --0"u- OVERHEAD Min" um --",- -1.v- SANITARY SEWER LINE -0- -O- 9.LT FTNCE LINE -:sr - - 1" - STORU SEWED LWE - T - - T TELEPHONE UNE - r" - - T" - TELENSION LANE - "A, - - - - WATER ONE ° 0 PROPERTY CORNER 0 0 BENCH LOANK * ♦ CORFERWS TREE 0 0 DECIDUOUS TREE ® m GAS 11ANHOLE A ITS cos v91VE ® 6 SANITARY MANHOLE -31- SIGN fl p STORU INTAKE 0 0 STORM MANHOLE m m TELEPHONE PEDESTAL 'O." RL LIMIT POLE 1,C :K WATER HYDRANT W 4/ WATER SHUT OFF F1 A WATER VALVE 1' r\ 3 %' Scale 1 "— 10' Drawn SJL Reviewed DMA Date 2025.07.25 Revisions (2580590 Page 250 of 359 EXIST. GRADE VARIES 5" PCC 6" MODIFIED SUBBASE COMPACTED SUBGRADE O4 TYPICAL PCC SECTION ANAL E. NIS AASHTO NO. 1 COARSE AGGREGATE 6' DEPTH [MOO EAIS1100 PAVEMENT (SOT CLASS 4 GEOTEXTRE OYHERE RED, BY SUBGRADE CONDITIONS) PROFILE PROVIDE SUFFICIENT AREA FOR CONSTRUCTION VEHICLE TURNS 50 ANN, PLAN EDGE OF PAVEMENT FAiE1FE MOTE THE STRUCTURES TINCKNESS 02ALE BE GOR8TA11LY MA NTAINE0 TO THE SPECIFIED DIMENSION BY ADDING ROCK, ASTOCKPILE OF ROCK SHALL BE. MAINTAINED O'1 THE SITE OR BE READILY ACCESSIBLE FOR THIS PURPOSE. AT THE END OP EACH Cf4a RUC BON 0AY, All SEDIMENT DEPOS REC 0`I PUBLK: ROADWAYS SHALL DE REMOVED AND RETURNED TO THE CO.•STRUCI10.N SRE. SYASHCG OF PUBLIC ROAO0AYS ISNIOTPERMIFTE0, ROCK CONSTRUCTION ENTRANCE NO SCALE INSTALL PARALLEL TO GROUND CONTOUR VARIABLE C20' FORA NORMAL 17 WIRE DITCH TYPICAL SILT FENCE DITCH CHECK INSTALL ".NIDO0'A EACH EIO OF AN INDIVIDUAL SECTION OF SILT FENCE, 200' MAX.LENGTH PER SECTION TYPICAL SILT FENCE INSTALLATION ON LONGITUDINAL SLOPES FLAN NEW BASIN RI5A = 843.00 TOP SOP_ 842.60 HOPE DULCET J FL€ 1.&( 04 22 6' STAND PIPE AND WATER QUALITY BASIN - TYPICAL SECTION SCALE-NTS T STEEL FENCE POST 4'-0' NV114031 WIRE OR CABLE TIES. SEE NOTE 5 ATTACHMENT TO POST SEE PLANS FOR SPACING -� SEE NOTE 2 SEE NOTE 1 SEE NOTE 4 GROUND LINE FABRIC r�fl0'N SEE NOTE 1 TYPICAL SILT FENCE INSTALLATION ON LONGITUDINAL SLOPES PROFILE VIEW 4' INSTALL 1'0. OR IF)CE CAP ORIFICE CAP DETAIL 6" STA.DF,PE MET 11ITH OBE ICE CAP (REFER PLAN SET FOR ATAAL ,FOF:2A11ON) TAP MO EX 3Y0 J STORY. SCA Tit GEI:FRA1 NOTES: INSTALL SETT FE:.0E ACCORD ,NO TO (DOT STANDARD ROAD PLANS RC-16 RC -TT AND AT THE LOCATIONS SHOWN C1 THE CONTRACT DOCUV HITS OR AS DIRECTED BY THE 82+201EER. 3, is 1SER71Fi17.OF FABRIC A 31NR13.3I3OF 6N. PEEP (FABRIC WAY BE FOLDED BELOW THE GROUND LC:EI 2_ COMPACT GROUND BY DRIVING ALONG EACH SIDE OF THE SET FENCERS REQUIRED 10 SLR EIGFSRLY SECURE THE FAERIG CI THE TRENCH TO PREVENT P1ICLOUS AND FLOW UNDER THE FENCE, 5. I.4 OITC6IES, EXTEND SILT FENCE OP SIDE SLOPE 50 THE AOTT00 ELEVAT ION AT THE E1:0 OF THE FENCE NSA h'C4111051 OF 21N. H.IGHER T41N THE TOP OF THE FENCE MI THE LOW PONT OF THE DITCII, 4. STEEL POSTS ARE TO BE EMBEDDED 20I.'+. 5. SECURE TOP OF E4G[IEERetiG FABRIC TO STEEL POSTS USING LYRE 04, PLASTIC RES (SCLB MP1). SEE NOTE 5 DETAILS OF SILT FENCE ON LONGITUDINAL SLOPES REDUCE POST SPACING-10 5'L" AT WATER CONCENTRATION AREAS, OR AS REQUIRED TO ADEDUATELY SUPPORT FENCE. Scale NTS Drawn 5JL Reviewed DMA Date 2025.07.25 Revisions J (258059) Page 251 of 359 r EROSION CONTROL NOTES: 1,) THE SWPPP PLAN IS CONSIDERED TO BE A LIVE DOCUMENT. THE CONTRACTOR SHALL BE RESPONSIBLE FOR DETERMINING THE LOCATION ON THE PROJECT SITE, INSTALLING. AND UPDATING LOCATION ON THIS PLAN OF THE THE FOLLOWING ITEMS: • SPILL KIT • STABILIZED CONSTRUCTION ENTRANCE • CONSTRUCTION MATERIALS AND EQUIPMENT STORAGE AREA • SOIL AND TOPSOIL STOCKPILE AREA • PORTABLE TOILETS- SHALL SE STAKED DOWN • WASTE DISPOSAL AREA • CONCRETE WASHOUT AREA 2,) EROSION AND SEDIhIENT CONTROLS SHALL BE INSTALLED, MAINTAINED, AND REMOVED IN ACCORDANCE WITH SUDAS SECTION 9040 ANO THE FOLLOWING FIGURES: • COMPOST BLANKET: FIGURE 9040.1.01 FILTER BERM AND FILTER SOCK: FIGURE S040.102 • WATTLE FIGURE 9040,105 SILT FENCE: FIGURE 9040.119 AND IDOT EC-201 STABILIZED CONSTRUCTION ENTRANCE: FIGURE 9340.120 INTAKE PROTECTION: TOOT STANDARD ROAD PLAN EC-204 3.) PRE -CONSTRUCTION STAGE SWPPP MANAGEMENT CONTROLS SHALL REMAIN THROUGH PROJECT COMPLETION. 4.) 1N THE EVENT OF AN INFILTRATION BASIN ON SITE, THE BASIN SHALL NOT BE USED FOR SFDIh1ENTATION PURPOSES DURING CONSTRUCTION. 5.) REFER TO GRADING PLAT) FOR PERMANENT DRAINAGE FEATURES ON SITE. 6.) ALL SLOPES 4:I AND STEEPER ARE REQUIRED TO USE SEED MATTING OR OTHER APPROVED METHODS (REFER TO SUDAS SECTION 9040 FOR THE APPROPRIATE APPLICATION). 7.) EMPLOYEE PARKING AND CONSTRUCTION STAGING AREAS SHALL BE STABILIZED DURING CONSTRUCTION (ROCK OR OTHER OWNER APPROVED METHOD). 8.) SITE STABILIZATION: DISTURBED AREAS THAT HAVE CEASED TEMPORARILY Oft PERMANENTLY (WHERE WORK WILL NOT RESUME FOR A PERIOD EXCEEDING 14 CALENDAR DAYS) SHALL BE STABILIZED IMMEDIATELY, ONCE WORK IS COMPLETED THE AREA SHALL RECEIVE FINAL STABILIZATION, 9.) CONCRETE WASHOUT AND OTHER NON -STORM RELATED WASTE WATER SHALL BE COLLECTED AND DISPOSED OF PROPERLY. 10.) CONTRACTOR SHALL BE RESPONSIBLE FOR REMOVING ALL EXCESS MATERIALS FROM THE SITE ANO DISPOSING OF THEM IN AN APPROVED MANNER AT THEIR EXPENSE. 15 LF 51T FENCE ?WATT / �. ' PORTABLE FE$TROOAI i T / / / / 1054 YD STABLIZED CONSTRUCTi0N ENTRANCE /\ / / \ / CPO / / / /- / / / / / / / / / / / / / / \ / 00500ETT i0051400T / / \/% 60 LF SILT FENCE 2 WATTLES 120 LF PAT FENCE/ %YATRES PRIOR TO SWALE NSTALLA11C11 / / / / / / / GENERAL SWPPP NOTES: 1.) EROSION AND SEDIMENT CONTROL PRACTICES SHALL CONFORM TO THE STANDARDS SET FORTH BY LOCAL, STATE, AND FEDERAL AUTHORITIES. 2,) THE SOIL EROSION CONTROLS SHALL BE INSPECTED WEEKLY AND WITHIN 24 HOURS OF ANYp25 INCH (OR GREATER) RAIN EVENT, A WRITTEN LOG OF THESE INSPECTIONS ANO IMPROVEMENTS TO SITE CONTROLS SHALL BE KEPT ON -SITE. THESE LOGS SHALL INCLUDE THE DATE OF INSPECTION. NAME OF INSPECTOR. OBSERVED WEATHER CONDITIONS, CORRECTNE ACTIONS TAKE TO CORRECT EXISTING PROBLEMS ANO THE DATE THAT THE ACTIONS TOOK PLACE. 3.) TEMPORARY 501L STABILIZATION SHALL OCCUR IMMEDIATELY AFTER ROUGH GRADING IF THE AREA IS TO REMAIN IDLE LONGER THAT 14 DAYS. ANY DISTURBED AREA THAT WILL NOT BE WORKED ON VIHT1IN THE NEXT 14 DAYS MUST BE SEEDED AND MULCHED. 4.) SITE CLEANUP WILL BE DONE IN A MANNER THAT ENSURES THAT EROSION CONTROL MEASURED ARE NOT DISTURBED. 5.) CONSTRUCTION ACTIVITIES SHALL BE SCHEDULED TO REDUCE THE AMOUNT OF DISTURBED AREA AT ANY POINT IN TIME. OPERATIONS SHALL BE SCHEDULED PRO PERFORMED ENSURING THAT PREVENTATIVE SOIL EROSION CONTROL MEASURES ARE IN PLACE PRIOR TO EXCAVATION IN CRITICAL AREAS. OPERATIONS SHALL BE SCHEDULED AND PERFORMED TO ENSURE TEMPORARY STABILIZATION MEASURES ARE IN PLACE IMMEDIATELY FOLLOWING BACKFILLING OPERATIONS. CONTRACTOR SHALL REDUCE EFFECTS OF STORM WATER BY USING BEST MANAGEMENT PRACTICES LAID OUT IN SUDAS SECTION 9040, 6,) TRENCHES FOR UNDERGROUND UTILITY LINES AND PIPES SHALL BE TEMPORARILY STABILIZED WITHIN 7 DAYS IF THEY ARE TO REMAIN INACTIVE FOR 14 DAYS. TRENCH DE -WATERING DEVICES SHALL DISCHARGE IN A MANNER THAT FILTERS 501L-LADEN WATER BEFORE DISCHARGING IT TO A RECEIVING DRAINAGE DITCH OR POND, 1F SEEDING, MULCHING OR OTHER EROSION AND SEDIMENT CONTROL MEASURES WERE PREVIOUSLY INSTALLED; THESE PROTECTNE MEASURES SHALL BE REINSTALLED. PIPELINES WIT1-1 JOINTS THAT ALLOW A MANUFACTURED LENGTH OF PIPE TO BE PLACED IN THE TRENCH WITH THE PIPE JOINT ASSEMBLED/MADE IN THE TRENCH REQUIRE AN OPEN PIPELINE TRENCH THAT IS ONLY SLIGHTLY LONGER THAN THE LENGTH OF THE PIPE BEING INSTALLED. THE TOTAL LENGTH OF EXCAVATED TRENCH OPEN AT ANY TIME SHOULD NOT BE GREATER THAN THE TOTAL LENGTH OF PIPELINE/UTILITY THAT CAN BE PLACED IN THE TRENCH AND BACKFILLED IN ONE WORKING DAY. NO MORE THAN 50 LINEAR FEET OF OPEN TRENCH SHOULD EXIST WHEN PIPELINENTILITY LINE INSTALLATION CEASES AT THE ENO OF THE WORK DAY. 7.) WHEN USING CONSTRUCTION EQUIPMENT PRECAUTIONS SHALL BE TAKEN TO ENSURE THAT THEY ARE NOT PROMOTING SOIL EROSION. 8.) SILT FENCE SHALL BE A MINIMUM 2 FEET FROM THE PROPERTY LINE IN ARFS WHERE WORK IS NEAR ADJACENT PROPERTIES. 9.) ALL DISTURBED AREAS SHALL BE PERMANENTLY STABILIZED IMMEDIATELY AFTER FINAL GRADING, EROSION CONTROL MEASURES SHALL BE MAINTAINED UNTIL PERMANENT STABILIZATION IS COMPLETED, AT 4VHICH POINT TEMPORARY MEASURES SHALL 0E REMOVED. PERMANENT VEGETATION IS A GROUND COVER THAT IS DENSE ENOUGH TO COVER BO%OF THE SOIL SURFACE AND MATURE ENOUGH TO SURVNE WINTER WEATHER CONDITIONS. 10.) THE CONTRACTOR IS RESPONSIBLE FOR ESTABLISHING A PERMANENT ON -SITE BENCHMARK PRIOR TO CLEARING, GRUBBING, AND/OR DEMOLITION ACTIVITIES. 11.) NO SOLID OR LIQUID WASTE SHALL BE DISCHARGED INTO THE STORM -WATER RUNOFF. 12.) SOLID, SANITARY, AND TOXIC WASH SHALL BE DISPOSED OF IN A PROPER MANNER IN ACCORDANCE WITH LOCAL, STATE, AND FEDERAL. REGULATIONS. BURNING, BURYING, POURING ONTO GROUND, OR INTO STORM SEWER ARE ALL PROHIBITED ACTIONS. ITEMS INCLUDE, BUT ARE NOT LIMITED TO SOLVENTS, PAINTS, STAINS, GASOLINE, DIESEL FUEL, USED MOTOR OIL, HYDRAULIC FLUID, ANTIFREEZE, CEMENT CURING COMPOUNDS AND OTHER SUCH TOXIC OR HAZARDOUS WASTE. 13.) WASH OUT OF READY -MIX CONCRETE TRUCKS SHOULD OCCUR IN THE DESIGNATED AREA WHERE THE WASHING CAN COLLECT AND BE DISPOSED OF PROPERLY WHEN IT HARDENS, 14.) THE GENERAL CONTRACTOR SHALL BE RESPONSIBLE FOR SUBMITTING NOTICE OF INTENT (NOI) AND NOTICE OF TERMINATION (NOT) AS REQUIRED OVINE IOWA DNR. CONSTRUCTION SEQUENCE: 1.) INSTALL SILT FENCE AND EXISTING INTAKE PROTECTION. 2.) INITIAL DEMOLITION. 3.) INSTALL FRANCHISE UTILITIES (GAS. ELECTRIC. TELEPHONE, CABLE TV, ETC.) 4.) FINAL GRADE SITE. 5.) INSTALL PAVEMENT, CURB, AND OTHER HARDSCAPES, 6.) ESTABLISH PERMANENT VEGETATION IN ALL DISTURBED AREAS. 7.) REMOVE ALL TEMPORARY EROSION AND SEDIMENT CONTROL DEVICES. LEGEND E•pvg Proposed — — BOUNDARY LANE FASEUENT LINE PROPERTY UNE - -- SECTION/R.O.W. LINE SETBACK UNE -Pr.- -01- CONTOUR LINE - L - - 1: - ELECTRIC LINE --z— —A— FII10E UNE - ro - - La - RDER UNE - ,_-o- CAS L51E .-•.u -pu- WDRHEA0 UMW UNE -...a- -nx- SANITARY SEWER LYRE - - SILT FENCE EP1E _.: _ - sr _ STORM SEWER UNE - ' - - T - TELEPHONE UNE - TM - -'• - FELEYIS10J1 UNE _,,, _ - n _ WATER LINE e 0 PROPERTY CORNER • • BENCH MARK • * CONIFEROUS TREE O 0 DECDUOUS TREE 0 0 GAS WAA1101E 15 64 CAS VANE 0 O SANITARY MANHOLE --y- SIGN _ ® D STORM INTAKE 0 0 STORM MANHOLE m m TELEPHONE PWESFAL 93/ Ls MUTT POLE IX SIC WATER MAW 8 WATER SHUT OFF 110 FL WATER VALVE LEGEND PCC PAVEVEHT GRAVEL PARKING LOT SEED AND MULCH (OR coy APPROVED HMO INLET PROTECTION 0 0 SILT FENCE/SIRAW WATTLE ]' COMPOST BLANKET NORTH N TH I 2,)' (65oggz) W Cl. CD El LJ h. CO V)LLo W z Q c o O A^1 J 00 1- F— Z U 0 V) CC w F— Z W la w N 4� (258059) Page 252 of 359 J CITY OF ATERLO 0 J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Noel Anderson, Community Planning and Development Director Planning & Zoning Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Resolution accepting and approving an Acquisition Contract and approving a Deed to Convey Real Property to the City of Waterloo, for a Partial Right -of -Way Acquisition Contract in the amount of $2,728.00, and a Temporary Easement Agreement in the amount of $1,523.00, for a total compensation amount of $4,251.00, with Pebble Hill, LLC, for the property located at 714 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 Transmitted is a resolution accepting and approving an Acquisition Contract and approving a Deed to Convey Real Property to the City of Waterloo, for a Partial Right -of -Way Acquisition Contract in the amount of $2,728.00, and a Temporary Easement Agreement in the amount of $1,523.00, for a total compensation amount of $4,251.00, with Pebble Hill, LLC, for the property located at 714 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 fee title acquisition is needed to provided rigth-of-way for the new roundabout that will be in front of the property NEIGHBORHOOD IMPACT Reconstruction of the corridor would have a positive impact upon the surrounding commercial area, as the corridor was designed and built in the1960s. The redesigned corridor will have underground utilities and streetscaping. DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS Property owners along the corridor have been invited to multiple public information meetings. Page 253 of 359 SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION RIGHT-OF-WAY ACQUISITION LEGAL DESCRIPTION: PART OF THE SOUTHWEST 1/4 OF THE NORTHEAST 1/4 OF SECTION 36, TOWNSHIP 89 NORTH, RANGE 13 WEST OF THE 5TH P.M., CITY OF WATERLOO, COUNTY OF BLACK HAWK, STATE OF IOWA, MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF THE SOUTHWEST 1/4 OF THE NORTHEAST 1/4 OF SAID SECTION 36; THENCE NORTH 01 '04'17" WEST (ASSUMED BEARING FOR THE PURPOSE OF THIS DESCRIPTION) ALONG THE EAST LINE OF THE SOUTHWEST 1/4 OF THE NORTHEAST 1/4 OF SAID SECTION 36, A DISTANCE OF 742.03 FEET (739.89 FEET RECORD); THENCE SOUTH 89°50'30" WEST, 99.97 FEET (100.00 FEET RECORD) TO A POINT ON THE WESTERLY RIGHT-OF-WAY LINE OF LA PORTE ROAD, BEING THE POINT OF BEGINNING; THENCE SOUTH 01 '37'51" EAST ALONG THE WESTERLY RIGHT-OF-WAY LINE OF LA PORTE ROAD, 45.47 FEET; THENCE NORTH 19°44'15" WEST, 48.25 FEET; THENCE NORTH 89°50'30" EAST, 15.00 FEET TO THE POINT OF BEGINNING. CONTAINING 341 SQUARE FEET. ATTACHMENTS 1. Acquisition Contract 2. Temporary Easement Agreement Page 254 of 359 ACQUISITION CONTRACT Parcel No.: 8913-36-253-006 - Pebble Hill, LLC PROJECT: La Porte Road Reconstruction Project (HDP-8155(787)--71-07) THIS ACQUISITION CONTRACT (the "Contract") is made and entered into as of 2026 by and between Pebble Hill, LLC ("Seller"), and City of Waterloo, Iowa, ("Buyer"). 1. Seller agrees to sell to Buyer, and Buyer agrees to buy, the following real estate interests (the "Property"), described as: See attached Exhibit "A", in the City of Waterloo, Black Hawk County, Iowa. The Property also includes, if applicable, all estates, rights, title and interests, including all easements, and all advertising devices and the right to erect such devices as are located thereon. 2. Possession of the Property is the essence of this Contract, and Buyer may enter and assume full use and enjoyment of the premises per the terms of this Contract. Seller may surrender possession of the Property or any part thereof prior to the time at which it has hereinafter agreed to do so and agrees to give Buyer ten (10) days notice of Seller's intention to do so by calling Buyer at (319) 291-4366. 3. The Purchase Price shall be $ 2,728.00 (See Attached Exhibit "B"). The Purchase Price shall be due and payable in full at closing, to be delivered to the Seller upon performance of Seller's obligations and satisfaction of Buyer's contingencies, if any. 4. Possession of the Property shall be delivered to Buyer at closing, which shall occur at a mutually agreeable date and time within sixty (60) days after the date this Contract is approved by the city council, but in any event after the approval of title by Buyer and satisfaction or waiver of contingencies, if any. No later than the closing date, Seller shall remove from the Property all of its personal property, trash, and debris of any type that is not a structure or a fixture. Within said time Seller shall also remove all hazardous materials and/or substances from the Property on or above the ground surface, including but not limited to barrels, cans, or bottles of any kind. Costs incurred by Buyer to remove any items left behind by Seller shall be set off against any expenses that Buyer agrees to reimburse to Seller under this Contract. 5. Seller warrants that there are no tenants on the Property except: 6. This Contract shall apply to and bind the legal successors in interest of the Seller, and Seller agrees to pay all encumbrances, claims, liens and assessments against the Property, including all taxes and special assessments payable until surrender of possession as required by Section 427.2 of the Code of Iowa, and agrees to warrant merchantable title. Names and addresses of lienholders are: (a) Black Hawk County, Iowa, for taxes. (b) Unknown until completion of abstract continuation 7. Buyer may include mortgagees, lienholders, encumbrances and taxing authorities as payees on warrants as contract payment. Seller will furnish and deliver to Buyer an abstract of title, continued by the Buyer, to a date within thirty (30) days before the closing date, showing merchantable title to the Property in Seller in conformity with this Contract, Iowa law, and title standards of the Iowa State Bar Association. Buyer agrees to pay costs of abstract continuation, or creation, as necessary. Buyer agrees to obtain court approval of this Contract, if requested by the Buyer, if title to the Property becomes an asset of any estate, trust, conservatorship or guardianship. Seller agrees to pay court approval costs and all other costs necessary to transfer the Property to the Buyer. Seller shall convey the Property to Buyer by warranty deed, free and clear of all liens, restrictions, and encumbrances except as provided in this Contract. 8. If the Seller holds title to the Property in joint tenancy with full rights of survivorship and not as tenants in common at the time of this Contract, Buyer will pay any remaining proceeds to the survivor of that joint tenancy and will accept title solely from that survivor, provided the joint tenancy has not been destroyed by operation of law or acts of the Seller. 9. Seller agrees to keep property hazard insurance coverage in force in a minimum amount equal to the Purchase Price, payable to all parties as their interests may appear, from the date of this Contract until delivery of the deed and possession. Buyer shall notify all insurance companies of this Contract. In case of loss or destruction of part or all of the Property from causes covered by the insurance, Seller agrees to accept the lump sum payment and to endorse the proceeds of any such insurance recovery to the Buyer. Seller hereby assigns the proceeds of any such insurance recovery to the Buyer, and Seller hereby assigns to Buyer any and all of Seller's rights under such insurance contract. 10. The Seller has agreed to sell the Property to the Buyer. Seller acknowledges if it fails to complete its duties of performance under this Contract, Buyer may exercise its power of eminent domain to acquire the Property, provided that the Property is deemed essential by the City Council to Page 255 of 359 keep the project moving forward, or Buyer may exercise other remedies available under applicable law. Buyer agrees to cooperate with Seller, at Seller's request and at no additional cost to Buyer, to have this transaction qualify as an involuntary conversion pursuant to § 1033 of the Internal Revenue Code. 11. This Contract shall become effective only upon the occurrence of each of the following two events: (a) acceptance and approval of the Contract by the City Council of the City of Waterloo, and (b) the environmental clearance of the Property in accordance with Phase I site assessment and recommended subsequent activities. Within 30 days after Seller's execution of this Contract, Seller shall disclose to Buyer all contamination of the Property by hazardous wastes and/or substances of which Seller has knowledge. 12. This Contract, together with the exhibits and attachments attached hereto, constitutes the entire agreement between Buyer and Seller, and there is no agreement to do or not to do any act or deed except as specifically provided herein. This Contract may be modified only in a writing signed by both parties. Time is of the essence of this Contract. WHEREFORE, the parties have entered this Acquisition Contract as of the date first set forth above. Pebble Hill, LLC SELLER'S ACKNOWLEDGMENT: STATE OF COUNTY, ss: Acknowledged before me on , by as of Pebble Hill, LLC. Notary Public APPROVAL RECOMMENDED BY: City Planning Staff (Date) APPROVED BY: ATTEST: (Mayor) (City Clerk) DATE APPROVED: BUYER'S ACKNOWLEDGMENT: STATE OF IOWA, BLACK HAWKCOUNTY, ss: Acknowledged before me on by Dave Boesen and Kelley Felchle as Mayor and City Clerk, respectively, of the City of Waterloo, Iowa. Notary Public 2 Page 256 of 359 INDEX LEGEND LOCATION: PART SW NE SEC 36 T 89 R 13 REQUESTOR: CITY OF WATERLOO, IOWA PROPRIETOR: PEBBLE HILL LLC SURVEYOR: MICHAEL R. FAGLE SURVEY PREPARED BY: RESPOND TO: AECOM 501 SYCAMORE STREET, SUITE 222 WATERLOO, IOWA 50703 PHONE 319-232-6531 MIKE.FAGLE@AECOM.COM Exhibit "A" RIGHT OF WAY ACQUISITION PLAT LA PORTE ROAD RECONSTRUCTION PROJECT HDP-8155(786)--71-07 WATERLOO, IOWA OWNER: PEBBLE HILL LLC OWNER ADDRESS: 720 W 20TH ST PITTSBURG KS 66762 PROPERTY ADDRESS: 714 LA PORTE RD WATERLOO, IA 50703 COUNTY PARCEL: 891336253006 PROJECT PARCEL : 222 FND. 1/2" REBAR BENT (115.7') N89°50'30"E 15.00' 0 to PROJECT PARCEL 222 N19°44'15"W 48.25' AQUISITION CONTAINS 341 SF PART SW. 1/4 NE 1/4 SEC 39-89-13W • W'LY R-O-W LINE LA PORTE ROAD S89°50'30"W 99.97' (100') POB S01°37'51"E 45.47' GVOH 1HOd `d-1 (115.7') S. LINE NE 1/4 SEC. 36-89-13W MICHAEL R. FAGLE 8505 I hereby certify that this Land Surveying document was prepared by me or under my direct personal supervision and that I am a duly Licensed Land Surveyor under the laws of the State of Iowa. MICHAEL R. FAGLE Date License number 8505 My license renewal date is December 31, 2026 Pages or sheets covered by this seal: SHEET 1 OF 2 & SHEET 2 OF 2 SE COR. SW 1/4 NE 1/4 SEC. 36-89-13W ESTABLISH CORNER FROM DOC. 2009-0001943 LEGEND: PARCEL OR LOT CORNER MONUMENT FOUND 0 SET 1/2" x 24" REBAR w/YELLOW PLASTIC ID CAP #8505 MEASURED DIMENSION RECORD DIMENSION SCALE IN FEET 0 40 REFERENCE DOCUMENT 2019-000091 80 AECOM 1"=40' SHEET 1 OF 2 Page 25 / of 35Y Exhibit "A" Continued RIGHT OF WAY ACQUISITION PLAT LA PORTE ROAD RECONSTRUCTION PROJECT HDP-8155(786)--71-07 WATERLOO, IOWA OWNER: PEBBLE HILL LLC COUNTY PARCEL: 891336253006 OWNER ADDRESS: 720 W 20TH ST PITTSBURG KS 66762 PROPERTY ADDRESS: 714 LA PORTE RD WATERLOO, IA 50703 PROJECT PARCEL : 222 DESCRIPTION: RIGHT-OF-WAY ACQUISITION PROJECT PARCEL 222 PART OF THE SOUTHWEST 1/4 OF THE NORTHEAST 1/4 OF SECTION 36, TOWNSHIP 89 NORTH, RANGE 13 WEST OF THE 5TH P.M., CITY OF WATERLOO, COUNTY OF BLACK HAWK, STATE OF IOWA, MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF THE SOUTHWEST 1/4 OF THE NORTHEAST 1/4 OF SAID SECTION 36; THENCE NORTH 01°04'17" WEST (ASSUMED BEARING FOR THE PURPOSE OF THIS DESCRIPTION) ALONG THE EAST LINE OF THE SOUTHWEST 1/4 OF THE NORTHEAST 1/4 OF SAID SECTION 36, A DISTANCE OF 742.03 FEET (739.89 FEET RECORD); THENCE SOUTH 89°50'30" WEST, 99.97 FEET (100.00 FEET RECORD) TO A POINT ON THE WESTERLY RIGHT-OF-WAY LINE OF LA PORTE ROAD, BEING THE POINT OF BEGINNING; THENCE SOUTH 01°37'51" EAST ALONG THE WESTERLY RIGHT-OF-WAY LINE OF LA PORTE ROAD, 45.47 FEET; THENCE NORTH 19°44'15" WEST, 48.25 FEET; THENCE NORTH 89°50'30" EAST, 15.00 FEET TO THE POINT OF BEGINNING. CONTAINING 341 SQUARE FEET. AECOM SHEET 2 OF 2 Page 258 of 359 EXHIBIT "B" Square Feet Price Fee title acquisition 341 $2,728.00 TOTAL $2,728.00 3 Page 259 of 359 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 , 2026 by and between Pebble Hill, 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, 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, repaving, etc. (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, 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, 1 Page 260 of 359 contractors or agents, on or about the Temporary Easement Premises during the term of this Agreement. 4. Building and Signage Protection Measures. Grantee will install two protective bollards on the west side of the Grantor's sign to protect it from vehicular traffic utilizing the temporary access drive, and bollards will remain after construction is completed. Grantee will install approximately 50 linear feet of concrete barriers parallel to the east side of the Grantor's building to protect it from vehicular traffic utilizing the temporary access drive, and concrete barriers will be removed after construction is completed. 5. Grantee Paving Responsibilities. Grantee will improve temporary access drive paving across Grantee's property known as Black Hawk County Parcel No. 8913-36-253-035, with a minimum of three (3) inches of Hot Mix Asphalt. 6. Temporary Access Easement. Grantor will an unobstructed temporary access easement as depicted on attached Exhibit "B", across their property for the cross flow of vehicular traffic to access nearby businesses. IN WITNESS WHEREOF, the parties have executed this Temporary Easement Agreement by their duly authorized representatives as of the date first set forth above. PEBBLE HILL, LLC CITY OF WATERLOO, IOWA By: By: Dave Boesen, Mayor Title: STATE OF ) ) ss COUNTY ) Attest: Kelley Felchle, City Clerk Acknowledged before me on , 202_, by as of Pebble Hill, LLC Notary Public 2 Page 261 of 359 STATE OF IOWA ) ) ss. BLACK HAWK COUNTY ) Acknowledged before me on , 2026, by Dave Boesen and Kelley Felchle as Mayor and City Clerk, respectively, of the City of Waterloo, Iowa. Notary Public 3 Page 262 of 359 Exhibit "A" / • • LPR222 PEBBLE HILL LLC PARCEL ID:891336253006 714 LA PORTE RD TEMPORARY PERMANENT r41: EASEMENTACQUISITION MNI 283�i " �� 341 SF i 105.7' REMOVE AND REINSTALL PARKING LOT 1 0 111 PROPOSED TEMP. EASEMENT PROTECT SIGN u. 2 0 o /-CURB & GUTTER 8. I 60.3' 45.5� \ \ A 1 \V •• \ !i` -PROPOSED PERM. ACQUISITION -iO4 POWER POLE TO BE REMOVED BYOTHERS 1 a• I PAVEMENT EXISTING ROW REMOVAL LEGEND RIGHT-OF-WAY/PROPERTY LINES ACQUISTION LINES PERM. EASEMENT LINES TEMP. EASEMENT LINES PERMANENT ACQUISITION PERMANENT EASEMENT TEMPORARY EASEMENT 166.0' PROPOSED ACCESS EASEMENT im.40 FRONTAGE ROAD REMOVAL Tgr LA PORTE ROAD 0 20 FEET PROPOSED STORM SEWER 0 ti BYRON AVENUE PROPOSED WATER -MAIN AECOM ANY PAVEMENT REMOVED WILL BE REPLACED IN -KIND UNLESS OTHERWISE NOTED. PARCEL LPR222 PHASE 2 Public Impact Diagram PEBBLE HILL LLC La Porte Road Reconstruction 05-08-25 Waterloo, Iowa 60736162 Page 263 of 359 k. • CLPR21� 4 STEELSMITH PROPERTIES LLC PARCEL ID: 891336253010 i• 11 1`• � 1911 E MITCHELL AVE \ \ \ \ -1 Rid 13 l\ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ PROPOSED ACCE5 \ \ ���� AECOM 05-09-25 LPR2202) STEELSMITH PROPERTIES LLC i PARCEL_ ID: 891336253009 820 LA PORTE RD CLPR2211) KROGH, ROBERT C PARCEL ID: 891336253008 810 LA PORTE RD -7c ---\7-- \ \PROPOSED ACCESS Public Impact Diagram SHARED ACCESS AGREEMENT La Porte Road Reconstruction Waterloo, Iowa LPR2222) PEBBLE HILL LLC 4p PARCEL ID:8913362530067, CITY OF WATERLOO PARCEL ID: 891336253035 f THE BOWLERS GROUL II LLC PARCEL ID:891336253003 '700 LA PORTE RD 714 LA PORTE RD •�\ \ \ \ \ \ 14, R PO OSED ACCESS� \ \ I� �� I3 LiL 60736162 (LPR224) THE BOWLERS GROUL II LLC PARCEL ID: 891336253002 650 LA PORTE RD Exhibit "B" Page 264 of 359 CITY OF ATERLO 0 J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Jamie Knutson, City Engineer Engineering Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Resolution approving an Iowa Department of Transportation Federal -Aid Agreement for Transportation Alternatives Program (TAP) Project funds, in conjunction with the FY 2026 Sergeant Road Trail Repairs, Contract No. 1091, 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 Page 265 of 359 1. 26-TAP-112 Funding Agreement Page 266 of 359 January 2023 IOWA DEPARTMENT OF TRANSPORTATION Federal -Aid Agreement for a Transportation Alternatives Program (TAP) Project Subrecipient: City of Waterloo Subrecipient Unique Entity Identifier: 830941576 Project Number(s): TAP-U-8155(788)--81-07 Iowa DOT Agreement Number: 26-TAP-112 The Subrecipient has received federal funding through the Transportation Alternatives Program (TAP), which is funded by the Transportation Alternatives Set -aside of the Surface Transportation Block Grant Program (TA Set -aside), as codified in Section 133(h) of Title 23, United States Code (U.S.C.), which are hereinafter referred to as TA Set -aside funds. The Catalog of Federal Domestic Assistance (CFDA) number and title for this funding is 20.205 Highway Planning and Construction. Pursuant to the terms of this agreement, applicable statutes, and administrative rules, the Department agrees to provide the funding named above to the Subrecipient for the authorized and approved costs for eligible items associated with the project. Under this agreement, the parties further agree as follows: 1. The Subrecipient shall be responsible for carrying out the provisions of this agreement. All notices required under this agreement shall be made in writing to the appropriate contact person. The Department's contact person shall be Susan Hollenkamp, Systems Planning Bureau, 800 Lincoln Way, Ames, Iowa 50010, 515-239-1810. The Subrecipient's contact person shall be Jamie Knutson, 715 Mulberry St, Waterloo, Iowa, 319-291-4312. 2. The Subrecipient shall be responsible for the development and completion of the following described project: In the city of Waterloo, On Sergeant Rd Trail BRs, from SW of W Shaulis Rd. NE 4.1 miles to NE of W 3rd St. 3. The Subrecipient shall receive reimbursement for costs of authorized and approved eligible project activities under the TAP program from TA Set -aside funds. The portion of the project costs reimbursed with TA Set -aside funds shall be limited to a maximum of either 80 percent of eligible costs (other than those reimbursed with other federal funds) or the amount listed ($465,233) in the Black Hawk County MPO current Transportation Improvement Program (TIP) and approved in the current Statewide Transportation Improvement Program (STIP), whichever is less. Eligible project activities will be as described in Section 133(h) of Title 23, United States Code (U.S.C.), and determined by the Department to be eligible. 1 Page 267 of 359 January 2023 4. Eligible project costs in excess of the amount reimbursed by the Department above will be considered the local contribution and may include cash, non -cash or approved state fund contributions, subject to Department approval. The local contribution must equal a minimum of 20 percent of eligible project costs. The subrecipient shall certify to the Department the value of any non -cash contribution to the project prior to it being incurred and in accordance with the procedures outlined in the applicable Instructional Memorandum to Local Public Agencies (I.M.$). The Department retains the sole authority to determine the eligibility and value of the Subrecipient's non -cash contribution for the purposes of this agreement. If the Subrecipient's total cash and non - cash contribution is determined by the Department to be less than that required by this agreement, the Subrecipient shall increase its cash contribution or the grant amount associated with this project shall be reduced accordingly. 5. The Subrecipient must have let the contract or have construction started within two years of October 1, 2025. If the Subrecipient does not do this, they will be in default for which the Department can revoke funding commitments. The Department may approve extensions of this agreement for periods up to six months upon receipt of a written request from the Subrecipient at least sixty (60) days prior to the deadline. 6. If the Subrecipient fails to perform any obligation under this agreement, the Department shall have the right, after first giving thirty (30) days written notice to the Subrecipient by certified mail return receipt requested, to declare any part or all of this agreement in default. The Subrecipient shall have thirty (30) days from date of mailing of the notice to cure the default. If the Recipient cures the default, the Subrecipient shall notify Department no later than five (5) days after cure or before the end of said thirty (30) day period given to cure the default. The Department may thereafter determine whether the default has, in fact, been cured, or whether the Subrecipient remains in default. 7. This agreement may be declared to be in default by the Department if the Department determines that the Subrecipient's application for funding contained inaccuracies, omissions, errors or misrepresentations; or if the Department determines that the project is not developed as described in the application and according to the requirements of this agreement. 8. In the event a default is not cured the Department may do any of the following: a) revoke funding commitments of funds loaned or granted by this agreement; b) seek repayment of funds loaned or granted by this agreement; or c) revoke funding commitments of funds loaned or granted by this agreement and also seek repayment of funds loaned or granted by this agreement. By signing this agreement the Subrecipient agrees to repay said funding if they are found to be in default. Repayment methods may include cash repayment, installment repayments with negotiable interest rates, or other methods as approved by the Department. 9. The Subrecipient shall comply with Exhibit 1, General Agreement Provisions for use of Federal Highway Funds on Non -primary Highways, which is attached hereto and by this reference is incorporated into this agreement. 2 Page 268 of 359 January 2023 10. The Subrecipient shall maintain, or cause to be maintained for the intended public use, the improvement for twenty (20) years from the completion date in a manner acceptable to the Department. 11. This agreement is not assignable without the prior written consent of the Department. 12. If any part of this agreement is found to be void and unenforceable, the remaining provisions of this agreement shall remain in effect. 13. It is the intent of both parties that no third -party beneficiaries be created by this agreement. 14. This agreement shall be executed and delivered in two or more copies, each of which so executed and delivered shall be deemed to be an original and shall constitute but one and the same agreement. 15. This agreement and the attached exhibit constitute the entire agreement between the Department and the Subrecipient concerning this project. Representations made before the signing of this agreement are not binding, and neither party has relied upon conflicting representations in entering into this agreement. Any change or alteration to the terms of this agreement shall be made in the form of an addendum to this agreement. The addendum shall become effective only upon written approval of the Department and the Subrecipient. 3 Page 269 of 359 January 2023 IN WITNESS WHEREOF, each of the parties hereto has executed this agreement as of the date shown opposite its signature below. SUBRECIPIENT: City of Waterloo By: Date Title: CERTIFICATION: I, , certify that I am the Clerk of the city, and that (Name of City Clerk) , who signed said Agreement for and on behalf of (Name of Mayor/Signer Above) the city was duly authorized to execute the same by virtue of a formal resolution duly passed and adopted by the city, on the day of Signed: City Clerk of Waterloo, Iowa. IOWA DEPARTMENT OF TRANSPORTATION Transportation Development Division 800 Lincoln Way, Ames, Iowa 50010 Tel. 515-239-1664 By: Date Deb Arp Grant Team Leader Local Systems Bureau 4 Page 270 of 359 January 2023 EXHIBIT 1 General Agreement Provisions for use of Federal Highway Funds on Non -primary Projects Unless otherwise specified in this agreement, the Subrecipient shall be responsible for the following: 1. General Requirements. a. The Subrecipient shall take the necessary actions to comply with applicable state and federal laws and regulations. To assist the Subrecipient, the Department has provided guidance in the Federal -aid Project Development Guide (Guide) and the Instructional Memorandums to Local Public Agencies (I.M.$) that are referenced by the Guide. Both are available on-line at: https://iowadot.gov/local_systems/im/Ipa-ims. The Subrecipient shall follow the applicable procedures and guidelines contained in the Guide and I.M.s in effect at the time project activities are conducted. b. In accordance with Title VI of the Civil Rights Act of 1964 and associated subsequent nondiscrimination laws, regulations, and executive orders, the Subrecipient shall not discriminate against any person on the basis of race, color, national origin, sex, age, or disability. In accordance with Iowa Code Chapter 216, the Subrecipient shall not discriminate against any person on the basis of race, color, creed, age, sex, sexual orientation, gender identity, national origin, religion, pregnancy, or disability. The Subrecipient agrees to comply with the requirements outlined in I.M. 1.070, Title VI and Nondiscrimination Requirements which includes the requirement to provide a copy of the Subrecipient's Title VI Plan or Agreement and Standard DOT Title VI Assurances to the Department. c. The Subrecipient shall comply with the requirements of Title II of the Americans with Disabilities Act of 1990 (ADA), Section 504 of the Rehabilitation Act of 1973 (Section 504), the associated Code of Federal Regulations (CFR) that implement these laws, and the guidance provided in I.M. 1.080, ADA Requirements. When bicycle and/or pedestrian facilities are constructed, reconstructed, or altered, the Subrecipient shall make such facilities compliant with the ADA and Section 504, which includes following the requirements set forth in Chapter 12A for sidewalks and Chapter 12B for Bicycle Facilities of the Iowa DOT Design Manual. d. To the extent allowable by law, the Subrecipient agrees to indemnify, defend, and hold the Department harmless from any claim, action or liability arising out of the design, construction, maintenance, placement of traffic control devices, inspection, or use of this project. This agreement to indemnify, defend, and hold harmless applies to all aspects of the Department's application review and approval process, plan and construction reviews, and funding participation. e. As required by 2 CFR 200.501 "Audit Requirements," a non-federal entity expending $750,000 or more in federal awards in a year shall have a single or program -specific audit conducted for that year in accordance with the provision of that part. Auditee responsibilities are addressed in Subpart F of 2 CFR 200. The federal funds provided by this agreement shall be reported on the appropriate Schedule of Expenditures of Federal Awards (SEFA) using the Catalog of Federal 5 Page 271 of 359 January 2023 Domestic Assistance (CFDA) number and title as shown in this agreement. If the Subrecipient will pay initial project costs and request reimbursement from the Department, the Subrecipient shall report this project on its SEFA. If the Department will pay initial project costs and then credit those accounts from which initial costs were paid, the Department will report this project on its SEFA. In this case, the Subrecipient shall not report this project on its SEFA. f. The Subrecipient shall supply the Department with all information required by the Federal Funding Accountability and Transparency Act of 2006 and 2 CFR Part 170. g. The Subrecipient shall comply with the following Disadvantaged Business Enterprise (DBE) requirements: i. The Subrecipient shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of any Department -assisted contract or in the administration of its DBE program or the requirements of 49 CFR Part 26. The Subrecipient shall take all necessary and reasonable steps under 49 CFR Part 26 to ensure nondiscrimination in the award and administration of Department -assisted contracts. ii. The Subrecipient shall comply with the requirements of I.M. 5.010, DBE Guidelines. iii. The Department's DBE program, as required by 49 CFR Part 26 and as approved by the Federal Highway Administration (FHWA), is incorporated by reference in this agreement. Implementation of this program is a legal obligation and failure to carry out its terms shall be treated as a violation of this agreement. Upon notification to the Subrecipient of its failure to carry out its approved program, the Department may impose sanctions as provided for under Part 26 and may, in appropriate cases, refer the matter for enforcement under 18 U.S.C. 1001 and the Program Fraud Civil Remedies Act of 1986 (31 U.S.C. 3801 et seq.). h. Termination of funds. Notwithstanding anything in this agreement to the contrary, and subject to the limitations set forth below, the Department shall have the right to terminate this agreement without penalty and without any advance notice as a result of any of the following: 1) The federal government, legislature or governor fail in the sole opinion of the Department to appropriate funds sufficient to allow the Department to either meet its obligations under this agreement or to operate as required and to fulfill its obligations under this agreement; or 2) If funds are de - appropriated, reduced, not allocated, or receipt of funds is delayed, or if any funds or revenues needed by the Department to make any payment hereunder are insufficient or unavailable for any other reason as determined by the Department in its sole discretion; or 3) If the Department's authorization to conduct its business or engage in activities or operations related to the subject matter of this agreement is withdrawn or materially altered or modified. The Department shall provide the Subrecipient with written notice of termination pursuant to this section. 6 Page 272 of 359 January 2023 2. Programming and Federal Authorization. a. The Subrecipient shall be responsible for including the project in the appropriate Regional Planning Affiliation (RPA) or Metropolitan Planning Organization (MPO) Transportation Improvement Program (TIP). The Subrecipient shall also ensure that the appropriate RPA or MPO, through their TIP submittal to the Department, includes the project in the Statewide Transportation Improvement Program (STIP). lithe project is not included in the appropriate fiscal year of the STIP, federal funds cannot be authorized. b. Before beginning any work for which federal funding reimbursement will be requested, the Subrecipient shall contact the Department to obtain the procedures necessary to secure FHWA authorization. The Subrecipient shall submit a written request for FHWA authorization to the Department. After reviewing the Subrecipient's request, the Department will forward the request to the FHWA for authorization and obligation of federal funds. The Department will notify the Subrecipient when FHWA authorization is obtained. The cost of work performed prior to FHWA authorization will not be reimbursed with federal funds. c. Upon receiving FHWA authorization, the Subrecipient must show federal aid funding activity to receive the programmed amount authorized for the project. If there is no funding activity for nine or more months after the previous activity, the remaining unused programmed amount will be de -obligated from the project and there will be no further federal aid reimbursement issued for the project. If the Subrecipient knows in advance that funding activity will not occur for the nine months, the Contract Administrator needs to be notified to determine if programming of funds can be adjusted or other options can be explored. d. Upon receipt of Federal Highway Administration (FHWA) authorization a Federal Award Identification Number (FAIN) will be assigned to this project by the FHWA based on a methodology that incorporates identifying information about the federal award such as the federal funding program code and the federal project number. This FAIN will be used to identify this project and award on the federal government's listing of financial assistance awards consistent with the Federal Funding Accountability and Transparency Act of 2006 (FFATA) at usaspending.gov. e. A period of performance for this federal funding award will be established at the time of FHWA authorization. The start date of the period of performance will be the FHWA authorization date. The project end date (PED) will be determined according to the methodology in I.M. 1.200, Federal Funds Management. Costs incurred before the start date or after the PED of the period of performance will not be eligible for reimbursement. 3. Federal Participation in Work Performed by Subrecipient Employees. a. If federal reimbursement will be requested for engineering, construction inspection, right-of-way acquisition or other services provided by employees of the Subrecipient, the Subrecipient shall follow the procedures in I.M. 3.330, Federal -aid Participation in In -House Services. 7 Page 273 of 359 January 2023 b. If federal reimbursement will be requested for construction performed by employees of the Subrecipient, the Subrecipient shall follow the procedures in I.M. 6.010, Federal -aid Construction by Local Agency Forces. c. If the Subrecipient desires to claim indirect costs associated with work performed by its employees, the Subrecipient shall prepare and submit to the Department an indirect cost rate proposal and related documentation in accordance with the requirements of 2 CFR 200. Before incurring any indirect costs, such indirect cost rate proposal shall be certified by the FHWA or the federal agency providing the largest amount of federal funds to the Subrecipient. If approved, the approved indirect cost rate shall be incorporated by means of an addendum to this agreement. 4. Design and Consultant Services a. The Subrecipient shall be responsible for the design of the project, including all necessary plans, specifications, and estimates (PS&E). The project shall be designed in accordance with the design guidelines provided or referenced by the Department in the Guide and applicable I.M.s. b. If the Subrecipient requests federal funds for consultant services, the Subrecipient and the Consultant shall prepare a contract for consultant services in accordance with 23 CFR Part 172. These regulations require a qualifications -based selection process. The Subrecipient shall follow the procedures for selecting and using consultants outlined in I.M. 3.310, Federal -aid Participation in Consultant Costs. 5. Environmental Requirements and other Agreements or Permits. a. The Subrecipient shall take the appropriate actions and prepare the necessary documents to fulfill the FHWA requirements for project environmental studies including historical/cultural reviews and location approval. The Subrecipient shall complete any mitigation agreed upon in the FHWA approval document. These procedures are set forth in I.M. 3.020, Concept Statement Instructions; 4.020, NEPA Process; 4.110, Threatened and Endangered Species; and 4.120, Cultural Resource Regulations. b. If farmland is to be acquired, whether for use as project right-of-way or permanent easement, the Subrecipient shall follow the procedures in I.M. 4.170, Farmland Protection Policy Act. c. The Subrecipient shall obtain project permits and approvals, when necessary, from the Iowa Department of Cultural Affairs (State Historical Society of Iowa; State Historic Preservation Officer), Iowa Department of Natural Resources, U.S. Coast Guard, U.S. Army Corps of Engineers, the Department, or other agencies as required. The Subrecipient shall follow the procedures in I.M. 4.130, 404 Permit Process; 4.140, Storm Water Permits; 4.150, Iowa DNR Floodplain Permits and Regulations; 4.160, Asbestos Inspection, Removal and Notification Requirements; and 4.190, Highway Improvements in the Vicinity of Airports or Heliports. d. In all contracts entered into by the Subrecipient, and all subcontracts, in connection with this project that exceed $100,000, the Subrecipient shall comply with the requirements of Section 8 Page 274 of 359 January 2023 114 of the Clean Air Act and Section 308 of the Federal Water Pollution Control Act, and all their regulations and guidelines. In such contracts, the Subrecipient shall stipulate that any facility to be utilized in performance of or to benefit from this agreement is not listed on the Environmental Protection Agency (EPA) List of Violating Facilities or is under consideration to be listed. 6. Right -of -Way, Railroads and Utilities. a. The Subrecipient shall acquire the project right-of-way, whether by lease, easement, or fee title, and shall provide relocation assistance benefits and payments in accordance with the procedures set forth in I.M. 3.600, Right -of -Way Acquisition, and the Department's Right of Way Bureau Local Public Agency Manual. The Subrecipient shall contact the Department for assistance, as necessary, to ensure compliance with the required procedures, even if no federal funds are used for right-of-way activities. The Subrecipient shall obtain environmental concurrence before acquiring any needed right-of-way. With prior approval, hardship and protective buying is possible. If the Subrecipient requests federal funding for right-of-way acquisition, the Subrecipient shall also obtain FHWA authorization before purchasing any needed right-of-way. b. If the project right-of-way is federally funded and if the actual construction is not undertaken by the close of the twentieth fiscal year following the fiscal year in which the federal funds were authorized, the Subrecipient shall repay the amount of federal funds reimbursed for right-of-way costs to the Department. c. If a railroad crossing or railroad tracks are within or adjacent to the project limits, the Subrecipient shall obtain agreements, easements, or permits as needed from the railroad. The Subrecipient shall follow the procedures in I.M. 3.670, Work on Railroad Right -of -Way, and I.M. 3.680, Federal -aid Projects Involving Railroads. d. The Subrecipient shall comply with the Policy for Accommodating Utilities on City and County Federal -aid Highway Right of Way for projects on non -primary federal -aid highways. For projects connecting to or involving some work inside the right-of-way for a primary highway, the Subrecipient shall follow the Department's Policy for Accommodating Utilities on Primary Road System. Certain utility relocation, alteration, adjustment, or removal costs to the Subrecipient for the project may be eligible for federal funding reimbursement. The Subrecipient should also use the procedures outlined in I.M. 3.640, Utility Accommodation and Coordination, as a guide to coordinating with utilities. e. If the Subrecipient desires federal reimbursement for utility costs, it shall submit a request for FHWA authorization prior to beginning any utility relocation work, in accordance with the procedures outlined in I.M. 3.650, Federal -aid Participation in Utility Relocations. 7. Construction Contract Procurement. The following provisions apply only to projects involving physical construction or improvements to transportation facilities: 9 Page 275 of 359 January 2023 a. The project plans, specifications, and cost estimate (PS&E) shall be prepared and certified by a professional engineer, architect, or landscape architect, as applicable, licensed in the State of Iowa. b. For projects let through the Department, the Subrecipient shall be responsible for the following: i. Prepare and submit the PS&E and other contract documents to the Department for review and approval in accordance with I.M. 3.700, Check and Final Plans and I.M. 3.500, Bridge or Culvert Plans, as applicable. ii. The contract documents shall use the Department's Standard Specifications for Highway and Bridge Construction. Prior to their use in the PS&E, specifications developed by the Subrecipient for individual construction items shall be approved by the Department. iii. Follow the procedures in I.M. 5.030, Iowa DOT Letting Process, to analyze the bids received, make a decision to either award a contract to the lowest responsive bidder or reject all bids, and if a contract is awarded, execute the contract documents in Doc Express. c. For projects that are let locally by the Subrecipient, the Subrecipient shall follow the procedures in I.M. 5.120, Local Letting Process, Federal -aid. d. The Subrecipient shall forward a completed Project Development Certification (Form 730002) to the Department in accordance with I.M. 5.050, Project Development Certification Instructions. The project shall not receive FHWA authorization for construction or be advertised for bids until after the Department has reviewed and approved the Project Development Certification. e. If the Subrecipient is a city, the Subrecipient shall comply with the public hearing requirements of the Iowa Code section 26.12. f. The Subrecipient shall not provide the contractor with notice to proceed until after receiving notice in Doc Express that the Department has concurred in the contract award. 8. Construction. a. A full-time employee of the Subrecipient shall serve as the person in responsible charge of the construction project. For cities that do not have any full-time employees, the mayor or city clerk will serve as the person in responsible charge, with assistance from the Department. b. Traffic control devices, signing, or pavement markings installed within the limits of this project shall conform to the "Manual on Uniform Traffic Control Devices for Streets and Highways" per 761 IAC Chapter 130. The safety of the general public shall be assured through the use of proper protective measures and devices such as fences, barricades, signs, flood lighting, and warning lights as necessary. c. For projects let through the Department, the project shall be constructed under the Department's Standard Specifications for Highway and Bridge Construction and the Subrecipient shall comply with the procedures and responsibilities for materials testing according to the 10 Page 276 of 359 January 2023 Department's Materials I.M.s applicable to the letting. Available on-line at: https://www.iowadot.gov/erl/index.html. d. For projects let locally, the Subrecipient shall provide materials testing and certifications as required by the approved specifications. e. If the Department provides any materials testing services to the Subrecipient, the Department will bill the Subrecipient for such testing services according to its normal policy as per Materials I.M. 103, Inspection Services Provided to Counties, Cities, and Other State Agencies. f. The Subrecipient shall follow the procedures in I.M. 6.000, Construction Inspection, and the Department's Construction Manual, as applicable, for conducting construction inspection activities. 9. Reimbursements. a. After costs have been incurred, the Subrecipient shall submit to the Department periodic itemized claims for reimbursement for eligible project costs. Requests for reimbursement shall be made at least once every six months but not more than bi-weekly. b. To ensure proper accounting of costs, reimbursement requests for costs incurred prior to June 30 shall be submitted to the Department by August 1. c. Reimbursement claims shall include a certification that all eligible project costs, for which reimbursement is requested, have been reviewed by an official or governing board of the Subrecipient, are reasonable and proper, have been paid in full, and were completed in substantial compliance with the terms of this agreement. d. Reimbursement claims shall be submitted on forms identified by the Department along with all required supporting documentation. The Department will reimburse the Subrecipient for properly documented and certified claims for eligible project costs. The Department may withhold up to 5% of the federal share of construction costs or 5% of the total federal funds available for the project, whichever is less. Reimbursement will be made either by state warrant or by crediting other accounts from which payment was initially made. If, upon final audit or review, the Department determines the Subrecipient has been overpaid, the Subrecipient shall reimburse the overpaid amount to the Department. After the final audit or review is complete and after the Subrecipient has provided all required paperwork, the Department will release the federal funds withheld. e. The total funds collected by the Subrecipient for this project shall not exceed the total project costs. The total funds collected shall include any federal or state funds received, any special assessments made by the Subrecipient (exclusive of any associated interest or penalties) pursuant to Iowa Code Chapter 384 (cities) or Chapter 311 (counties), proceeds from the sale of excess right-of-way, and any other revenues generated by the project. The total project costs shall include all costs that can be directly attributed to the project. In the event that the total 11 Page 277 of 359 January 2023 funds collected by the Subrecipient do exceed the total project costs, the Subrecipient shall either: i. in the case of special assessments, refund to the assessed property owners the excess special assessments collected (including interest and penalties associated with the amount of the excess), or ii. Refund to the Department all funds collected in excess of the total project costs (including interest and penalties associated with the amount of the excess) within 60 days of the receipt of any excess funds. In return, the Department will either credit reimbursement billings to the FHWA or credit the appropriate state fund account in the amount of refunds received from the Subrecipient. 10. Project Close-out. a. Within 30 days of completion of construction or other activities authorized by this agreement, the Subrecipient shall provide written notification to the Department and request a final audit, in accordance with the procedures in I.M. 6.110, Final Review, Audit, and Close-out Procedures for Federal -aid, Federal -aid Swap, and Farm -to -Market Projects. Failure to comply with the procedures will result in loss of federal funds remaining to be reimbursed and the repayment of funds already reimbursed. The Subrecipient may be suspended from receiving federal funds on future projects. b. For construction projects, the Subrecipient shall provide a certification by a professional engineer, architect, or landscape architect as applicable, licensed in the State of Iowa, indicating the construction was completed in substantial compliance with the project plans and specifications. c. Final reimbursement of federal funds shall be made only after the Department accepts the project as complete. d. The Subrecipient shall maintain all books, documents, papers, accounting records, reports, and other evidence pertaining to costs incurred for the project. The Subrecipient shall also make these materials available at all reasonable times for inspection by the Department, FHWA, or any authorized representatives of the federal government. Copies of these materials shall be furnished by the Subrecipient if requested. Such documents shall be retained for at least 3 years from the date of FHWA approval of the final closure document. Upon receipt of FHWA approval of the final closure document, the Department will notify the Subrecipient of the record retention date. e. The Subrecipient shall maintain, or cause to be maintained, the completed improvement in a manner acceptable to the Department and the FHWA. 12 Page 278 of 359 CITY OF ATERLO 0 J�. COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Randy Bennett, Public Works Division Manager Waste Management Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Resolution approving an Agreement with Strand Associates, Inc., of Madison, Wisconsin, in an amount not to exceed $19,000.00 to provide design services, bidding -related services, and construction -related services for the 2025 Wastewater Treatment Plant Raw Wastewater Pumping Building Rehabilitation project, and authorizing the Mayor to execute said documents. RECOMMENDED COUNCIL ACTION Approve Agreement with Strand Associates 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 279 of 359 1. STRAND - WWTP Raw Wastewater Pumping Buiding Rehabilitation Project 2. STRAND - MEMO - WWTP Raw Wastewater Pumping Building Rehabilitation Page 280 of 359 STRAND ASSOCIATES® Excellence in EngineeringsM Strand Associates, Inc? 910 West Wingra Drive Madison, WI 53715 (P) 608.251.4843 www.strand.com December 17, 2025 City of Waterloo, Iowa 715 Mulberry Street Waterloo, IA 50703 Attention: Mr. Dave Boesen, Mayor Re: Agreement for Design Services, Bidding -Related Services, and Construction -Related Services 2025 Wastewater Treatment Plant Raw Wastewater Pumping Building Rehabilitation This is an Agreement between the City of Waterloo, Iowa, hereinafter referred to as OWNER, and Strand Associates, Inc.®, hereinafter referred to as ENGINEER, to provide Design Services, Bidding -Related Services, and Construction -Related Services (Services) for the 2025 Wastewater Treatment Plant Raw Wastewater Pumping Building Rehabilitation project. This Agreement shall be in accordance with the following elements. Scope of Services ENGINEER will provide the following Services to OWNER. Design Services 1. Prepare structural and architectural drawings for the Raw Wastewater Pumping Building rehabilitation with technical specifications on the drawings for inclusion with OWNER -prepared Bidding Documents. Rehabilitation will include analysis and design of a support system for the second floor wall which has sheared at the bottom connection to the second floor slab. 2. Prepare a prebid opinion of probable construction cost for ENGINEER -designed elements and submit to OWNER. 3. Review draft structural and architectural drawings with OWNER; incorporate review comments, as appropriate; and submit two copies of the final structural and architectural drawings to OWNER for inclusion with OWNER -prepared Bidding Documents. Bidding -Related Services Prepare addenda and answer questions during bidding. Construction -Related Services 1. Provide construction contract administration Services including attendance at preconstruction conference, review of contractor's shop drawing submittals, review of up to six contractor's pay requests, attendance at up to two construction progress meetings, and participation in project closeout. KPB: sem\R:\MAD\ Documents\ Agreements\W\Waterloo, City of (IA)\W WTPRawW WPumpingBldgRehab.2025Wgr\4463.023.docx Arizona j Illinois I Indiana I Iowa I Kentucky I Ohio I Tennessee I Texas I Wisconsin Page 281 of 359 Strand Associates, Inc! City of Waterloo, Iowa Page 2 December 17, 2025 2. Provide resident project representative for part-time observation of construction consisting of up to two site visits. 3. Provide record drawings in electronic format from information compiled from contractor's records. ENGINEER is providing drafting Services only for record drawings based on the records presented to ENGINEER by contractor and OWNER. ENGINEER will not be liable for the accuracy of the record drawing information provided by contractor and OWNER. Service Elements Not Included The following services are not included in this. Agreement. If such services are required, they will be provided through an amendment to this Agreement or through a separate agreement. 1. Additional and Extended Services during construction made necessary by: a. Work damaged by fire or other cause during construction. b. A significant amount of defective or neglected work of any contractor. c. Prolongation of the time of the construction contract. d. Default by contractor under the construction contract. 2. Additional Site Visits and/or Meetings: Additional OWNER -required site visits or meetings. 3. Electrical/HVAC and Plumbing Design Services: Any services related to electrical/HVAC and plumbing design. 4. Geotechnical Engineering: Geotechnical engineering information will be required and provided through OWNER and OWNER's geotechnical consultant. 5. Preparation for and/or Appearance in Litigation on Behalf of OWNER: Any services related to litigation. 6. Review of Product Substitutions Proposed by Contractor: ENGINEER's cost for evaluating substitute products is not included. 7. Revising Designs, Drawings, Specifications, and Documents: Any services required after these items have been previously approved by state or federal regulatory agencies, because of a change in project scope or where such revisions are necessary to comply with changed state and federal regulations that are put in force after Services have been partially completed. 8. Services Furnished During Readvertisement for Bids, if Ordered by OWNER: If a Contract is not awarded pursuant to the original bids. 9. Unsolicited Media: Any services that include the review or analysis of unsolicited media including, but not limited to, photographs, videos, and drone footage provided by OWNER or contractors unless specifically requested and agreed to in writing. ENGINEER's use of electronic construction administration programs (e.g., e-builder, Newforma) is limited to the Scope of Services defined in this Agreement. ENGINEER is not responsible for the review of unsolicited media uploaded to these programs unless specifically requested and agreed to in writing. KPB:sem\R:\MAD\Documents\Agreements\W\Waterloo, City of (IA)\W WTPRawW WPumpingBldgRehab.2025Wgr\4463.023.docx www.strand.com Page 282 of 359 Strand Associates, Inc? City of Waterloo, Iowa Page 3 December 17, 2025 Compensation OWNER shall compensate ENGINEER for Services under this Agreement on an hourly rate basis plus expenses an estimated fee of $19,000 allocated as follows: Scope Item Design Services Bidding -Related Services Construction -Related Services Total Compensation $10,000 $ 1,500 $. 7,500 $19,000 Expenses incurred such as those for travel, meals, printing, postage, copies, computer, electronic communication, and long distance telephone calls will be billed at actual cost plus ten percent. Only sales taxes or other taxes on Services that are in effect at the time this Agreement is executed are included in the Compensation. If the tax laws are subsequently changed by legislation during the life of this Agreement, this Agreement will be adjusted to reflect the net change. The estimated fee for the Services is based on wage scale/hourly billing rates, adjusted annually on July 1, that anticipates the Services will be completed as indicated. Should the completion time be extended, it may be cause for an adjustment in the estimated fee that reflects any wage scale adjustments made. The estimated fee will not be exceeded without prior notice to and agreement by OWNER but may be adjusted for time delays, time extensions, amendments, or changes in the Scope of Services. Any adjustments will be negotiated based on ENGINEER's increase or decrease in costs caused by delays, extensions, amendments, or changes. Schedule Services will begin upon execution of this Agreement, which is anticipated the week of December 15, 2025. Services are scheduled for completion on October 30, 2026. Standard of Care The Standard of Care for all Services performed or furnished by ENGINEER under this Agreement will be the care and skill ordinarily used by members of ENGINEER's profession practicing under similar circumstances at the same time and in the same locality. ENGINEER makes no warranties, express or implied, under this Agreement or otherwise, in connection with ENGINEER's Services. OWNER's Responsibilities 1. Assist ENGINEER by placing at ENGINEER's disposal all available information pertinent to this project including previous reports, previous drawings and specifications, and any other data relative to the scope of this project. 2. Furnish to ENGINEER, as required by ENGINEER for performance of Services as part of this Agreement, data prepared by or services of others obtained or prepared by OWNER relative to the scope of this project, such as soil borings, probings and subsurface explorations, and laboratory tests and inspections of samples, all of which ENGINEER may rely upon in performing Services under this Agreement. 3. Provide access to and make all provisions for ENGINEER to enter upon public and private lands as required for ENGINEER to perform Services under this Agreement. KPB:sem\R:\MAD\Documents\Agreements \W\Waterloo, City of (IA)\W WTPRawW WPumpingBldgRehab.2025\Agr\4463.023.docx www.strand.com Page 283 of 359 Strand Associates, Inc! City of Waterloo, Iowa Page 4 December 17, 2025 4. Examine all reports, sketches, estimates, special provisions, drawings, and other documents presented by ENGINEER and render, in writing, decisions pertaining thereto within a reasonable time so as not to delay the performance of ENGINEER. 5. Provide all legal services as may be required for the development of this project. 6. Provide Bidding Documents and front end documents that require the contractor to name ENGINEER as an additional insured on contractor's General Liability and Automobile Liability insurance policies and to indemnify ENGINEER to the same extent that the contractor insures and indemnifies OWNER. 7. Pay all permit and plan review fees payable to regulatory agencies. Opinion of Probable Cost Any opinions of probable cost prepared by ENGINEER are supplied for general guidance of OWNER only. ENGINEER has no control over competitive bidding or market conditions and cannot guarantee the accuracy of such opinions as compared to contract bids or actual costs to OWNER. If OWNER requires more than general guidance, then OWNER agrees to obtain an independent cost estimate by others. Observation Services In furnishing observation services, ENGINEER's efforts will be directed toward determining for OWNER that the completed project will, in general, conform to the Contract Documents; but ENGINEER will not supervise, direct, or have control over the contractor's work and will not be responsible for the contractor's construction means, methods, techniques, sequences, procedures, or health and safety precautions or programs, or for the contractor's failure to perform the construction work in accordance with the Contract Documents. Payment Requests ENGINEER's review of Payment Requests from contractor(s) will not impose responsibility to determine that title to any of the work has passed to OWNER free and clear of any liens, claims, or other encumbrances. Any such service by ENGINEER will be provided through an amendment to this Agreement. Changes 1. OWNER may make changes within the general scope of this Agreement in the Services to be performed. If such changes cause an increase or decrease in ENGINEER's cost or time required for performance of any Services under this Agreement, an equitable adjustment will be made and this Agreement will be modified in writing accordingly. 2. No services for which additional compensation will be charged by ENGINEER will be furnished without the written authorization of OWNER. The fee established herein will not be exceeded without agreement by OWNER but may be adjusted for time delays, time extensions, amendments, or changes in the Scope of Services. 3. If there is a modification of Agency requirements relating to the Services to be performed under this Agreement subsequent to the date of execution of this Agreement, the increased or decreased cost of performance of the Services provided for in this Agreement will be reflected in an appropriate modification of this Agreement. KPB:senl\R \MAD\Documents\Agreements\W\Waterloo, City of (IA)\W WTPRawW WPumpingBldgRehab.2025\Ag 4463.023.docx www.strand.com Page 284 of 359 Strand Associates, Inc? City of Waterloo, Iowa Page 5 December 17, 2025 Extension of Services This Agreement may be extended for additional Services upon OWNER's authorization. Extension of Services will be provided for a lump sum or an hourly rate plus expenses. Payment OWNER shall make monthly payments to ENGINEER for Services performed in the preceding month based upon monthly invoices. Nonpayment 30 days after the date of receipt of invoice may, at ENGINEER's option, result in assessment of a 1 percent per month carrying charge on the unpaid balance. Nonpayment 45 days after the date of receipt of invoice may, at ENGINEER's option, result in suspension of Services upon five calendar days' notice to OWNER. ENGINEER will have no liability to OWNER, and OWNER agrees to make no claim for any delay or damage as a result of such suspension caused by any breach of this Agreement by OWNER. Upon receipt of payment in full of all outstanding sums due from OWNER, or curing of such other breach which caused ENGINEER to suspend Services, ENGINEER will resume Services and there will be an equitable adjustment to the remaining project schedule and compensation as a result of the suspension. Failure to make payments to ENGINEER is cause for termination upon two -week notice to OWNER. Termination This Agreement may be terminated with cause in whole or in part in writing by either party subject to a two -week notice and the right of the party being terminated to meet and discuss the termination before the termination takes place. ENGINEER will be paid for all completed or obligated Services up to the date of termination. Data Provided by Others ENGINEER is not responsible for the quality or accuracy of data nor for the methods used in the acquisition or development of any such data where such data is provided by or through OWNER, contractor, or others to ENGINEER and where ENGINEER's Services are to be based upon such data. Such data includes, but is not limited to, soil borings, groundwater data, chemical analyses, geotechnical testing, reports, calculations, designs, drawings, specifications, record drawings, contractor's marked -up drawings, and topographical surveys. Third -Party Beneficiaries Nothing contained in this Agreement creates a contractual relationship with or a cause of action in favor of a third party against either OWNER or ENGINEER. ENGINEER's Services under this Agreement are being performed solely for OWNER's benefit, and no other party or entity shall have any claim against ENGINEER because of this Agreement or the performance or nonperformance of Services hereunder. OWNER and ENGINEER agree to require a similar provision in all contracts with contractors, subcontractors, subconsultants, vendors, and other entities involved in this project to carry out the intent of this provision. Dispute Resolution Except as may be otherwise provided in this Agreement, all claims, counterclaims, disputes, and other matters in question between OWNER and ENGINEER arising out of or relating to this Agreement or the breach thereof will be decided first by mediation, if the parties mutually agree, or with a bench trial in a court of competent jurisdiction within the State of Iowa. KPB:sem\R:\MAD\Documents\Agreements\W\W aterloo, City of (IA)\W WTPItawW WPumpingBldgRehab.2025\Agr\4463.023.docx www.strand.com Page 285 of 359 Strand Associates, Inc! City of Waterloo, Iowa Page 6 December 17, 2025 Remedies Neither ENGINEER nor OWNER shall be liable to the other for special, indirect, punitive, or consequential damages for claims, disputes, or other matters in question arising out of this or relating to this Agreement. This mutual waiver is applicable, without limitation, due to either parry's termination of this Agreement. Terms and Conditions The terms and conditions of this Agreement will apply to the Services defined in the Scope of Services and represent the entire Agreement and supersede any prior proposals, Requests for Qualifications, or Agreements. OWNER -supplied purchase order is for processing payment only; terms and conditions on the purchase order shall not apply to these Services. IN WITNESS WHEREOF the parties hereto have made and executed this Agreement. ENGINEER: OWNER: STRAND ASSOCIATES, INC.® CITY OF WATERLOO, IOWA NI 2 r7/2S Jo ph . Bunker D to Dave Boesen Date Corporate Secretary Mayor KPB:sem\R:\WAD\Documents\Agreements\W\Waterloo, City of (IA)\W WTPRawW W PumpingBldgRehab.2025 Wgr\4463.023.docx www.strand.com Page 286 of 359 CITY OF �J�rERLoo IOWA Community of Opportunity 715 Mulberry St, Waterloo, IA 50703 9 Phone: (319) 291-0141 Fax: CITYOFWATERLOOIOWA.COM Date: January 5, 2026 To: Waterloo Mayor and Council From: Brad Manahl, Treatment Operations Director, Waste Management Services RE: Agreement for Design Services for Wastewater Treatment Plant Raw Wastewater Pumping Building Rehabilitation Background Discussion: This agreement will provide services to cover, design, bidding, and construction related services for a support system on the second -floor wall of the main Raw Wastewater (RWW) Pump Building. Currently the west wall of the RWW building has sheared at the bottom connection to the second -floor slab. This serves crucial part of treatment of grit removal at the Wastewater Plant. If the wall happens to fail, we would not be able to process forward flow through the treatment plant. Once supported, in the future we will plan to fix the wall permanently in another project at the wastewater treatment plant. Recommended Action: It is recommended approval of the Agreement for Design Services, Bidding - Related Services, and Construction -Related Services for Wastewater Treatment Plant Raw Wastewater Pumping Building Rehabilitation with Strand and Associates from Madison Wisconsin in the amount not to exceed $19,000 age CITY OF ATERLOO J COMMUNICATION TO THE WATERLOO CITY COUNCIL NAME AND DEPARTMENT Steven Kjergaard, Director of Aviation Airport Department MEETING DATE January 5, 2026 AGENDA ITEM TITLE Resolution approving a long-term Ground Lease Agreement with Grand Husk Solar of approximately 759 acres of Airport -owned property, in the amount of $50.00 per acre upon signing, $50.00 per acre per year through the development term, $350.00 per acre per year through the construction term, and $1,400.00 per acre per year through the production term, and authorizing the Mayor and City Clerk to execute said documents. RECOMMENDED COUNCIL ACTION SUMMARY STATEMENT AND BACKGROUND INFORMATION Proposed Lease Terms — Grand Husk Solar Initial Phase — Land Hold • Purpose: Ranger Power will be securing approvals for power distribution and interconnection. • Term: 5 years with two (2) optional one-year extensions. • Rate: $50 per acre per year. • Notes: The airport may continue to lease the property as farmland during this phase. Construction Phase • Term: 3 years. • Rate: $350 per acre per year. • Notes: During this phase, the airport will not be able to lease the land for farming or other uses. Production Phase • Term: 20 years with four (4) optional five-year extensions. • Rate: $1,400 per acre per year. • Increase: 2% annual escalation. Page 288 of 359 Financial and Operational Impact • This agreement positions the airport to become financially self-sufficient, requiring no tax dollars or TIF funding. • Current farm lease rate: $228 per acre per year (historical high: $330 per acre). • The airport previously had over 1,500 acres of farmed land and is currently below 1,000 acres The panels will be nonglare and they will provide a glare study prior to construction as well. Grand Husk Solar will be responsible for maintenance of the area from construction on and they have agreed to maintain the area to our wild management plan requirements. Grand Husk Solar will be responsible for removal of the solar farm at the end of the lease term. NEIGHBORHOOD IMPACT DATA, ANALYSIS, AND STRATEGIES IMPLEMENTATION, ACCOUNTABILITY, AND COMMUNICATION COMMUNITY ENGAGEMENT METHODS SOURCE OF EXPENDITURES ALTERNATIVE ACTION LEGAL DESCRIPTION ATTACHMENTS 1. Map 2. Grand Husk Solar - City of Waterloo - Lease Page 289 of 359 go-KW-614 'ON are WA .£/Q&{\4\&\\Z ////)/2/;ME5 /\/\ . ))§}(§ ` |§}[}\(\{$(\\ .E...a __;Mill (§$§{(\[(f55.a `/\$ ... ,;,,, AwEWA_:::_,;_ • • COND.-O-FAX STATE OOWI IN MC,. ),§.# U !fl115 Eg..e ) hi \§ O }[}5'}%§ CIN OL WATE0.LW LUTVOF WATEELOV )}§( §6§I||§ ](|[ §..,.,.,,.... Pa e2 90 of 359 LEASE AGREEMENT between Grand Husk Solar, LLC as Tenant dated and City of Waterloo as Owner Page 291 of 359 Additional Lease Rights Stand -Alone Lease Rights Nature of Lease Rights, Additional Lease Rights and Stand - Alone Lease Rights 12 Section 4.4 Separate Storage Leases 12 ARTICLE 5 PERMITTED USE; RIGHTS OF PARTIES; DEVELOPMENT PROGRESS 13 Permitted Use 13 No Required Construction or Production 13 ARTICLE 6 TENANT'S OBLIGATIONS 13 Compliance with Law 13 Location of Project and Care and Appearance 14 Fences and Gates 14 Operations 14 Payment of Claims 16 TABLE OF CONTENTS Page(s) ARTICLE 1 DEFINITIONS AND CONSTRUCTION 2 Section 1.1 Defined Terms 3 Section 1.2 Construction 8 ARTICLE 2 GRANT OF RIGHTS; TERM Section 2.1 Section 2.2 ARTICLE 3 RENT Section 3.1 Section 3.2 Section 3.3 Section 3.4 Section 3.5 Section 3.6 Section 3.7 Lease and Grant of Lease Rights Term of Lease Development Term Rent Construction Term Rent Production Term Rent Restoration Term Rent Payment Adjustments Crop Compensation, Pivot and Drip Irrigation, and CRP Payment Allocations ARTICLE 4 LEASE RIGHTS Section 4.1 Section 4.2 Section 4.3 Section 5.1 Section 5.2 Section 6.1 Section 6.2 Section 6.3 Section 6.4 Section 6.5 i 8 8 8 9 9 10 10 10 10 10 11 11 11 12 Page 292 of 359 Section 6.6 Section 6.7 ARTICLE 7 OWNER'S OBLIGATIONS Section 7.1 Section 7.2 Section 7.3 Section 7.4 Section 7.5 Section 7.6 Section 7.7 Section 7.8 Section 7.9 Section 7.10 ARTICLE 8 DEFAULT; REMEDIES; PROTECTION OF LENDERS Section 8.1 Section 8.2 Section 8.3 Section 8.4 ARTICLE 9 ASSIGNMENT AND SUBLETTING Section 9.1 Section 9.2 ARTICLE 10 GENERAL PROVISIONS Section 10.1 Section 10.2 Section 10.3 Section 10.4 Section 10.5 Section 10.6 Section 10.7 Section 10.8 Section 10.9 Section 10.10 Termination ii Restoration 16 Taxes 16 17 No Interference 17 Compliance with Obligations 18 Rights of Third Parties 19 No Ownership Rights 19 Cooperation 19 Setback Waiver 21 Confidentiality 21 Division of Lease 22 Estoppel Certificates 22 Representations and Warranties of Owner 22 23 Default 23 Owner's Right to Terminate for Monetary Default 24 Limitation on Remedies 25 Protection of Lenders 25 28 Right to Assign or Sublet 28 Right To Encumber 28 29 Insurance 29 Environmental Matters 29 Use of Water 30 Indemnity 31 Safety Measures; Waiver and Recognition 31 Casualty and Condemnation 32 Notices 33 Force Majeure 33 Meetings with Third Persons 34 34 Page 293 of 359 Section 10.11 Third Party Beneficiaries 34 Section 10.12 Attorneys' Fees 35 Section 10.13 Covenants Running With the Land 35 Section 10.14 Governing Law 35 Section 10.15 Memorandum 35 Section 10.16 Joint and Several Liability 35 Section 10.17 Binding on Partial Interests 35 Section 10.18 Savings Clause 35 Section 10.19 No Waiver 35 Section 10.20 Entire Agreement; Modifications; Conflicts 35 Section 10.21 Multiple Counterparts 36 Section 10.22 Provision of Copy of Lease 36 Section 10.23 Cooperation on Owner's Interest 36 Section 10.24 Limited Accessway 36 Section 10.25 Restricted Area 37 Page 294 of 359 LEASE AGREEMENT THIS LEASE AGREEMENT ("Agreement") is made, dated and effective as of (the "Effective Date"), and between the Owner ("Owner") and Tenant ("Tenant"), designated in the Basic Terms and Conditions below: Basic Terms and Conditions Effective Date of this Agreement: Owner: City of Waterloo Owner's Address: 715 Mulberry St., Waterloo, IA 50703 Tenant: Grand Husk Solar, LLC, a Delaware limited liability company Tenant's Address: 320 N. Sangamon Street, Suite 1025, Chicago, Illinois 60607 Property: 501.45 acres in the County of Black Hawk, Iowa as specifically described in Exhibit A. Length of Lease Term: The "Development Term" shall be a period of five (5) years from the Effective Date, with two (2) one (1)- year extension options (i.e., totaling up to seven (7) years if all options and extensions are exercised), all as set forth in Section 2.2(a). The "Construction Term" shall commence on the Construction Commencement Date and be for a period of up to three (3) years, all as set forth in Section 2.2(b). The Tenant may exercise an option to extend the term of the Lease through the Production Term by achieving the Generation Commencement Date. Should the Generation Commencement Date occur any time prior to the expiration of the Construction Term, the "Production Term" will automatically commence and continue, unless terminated earlier as provided herein, to a date which is twenty (20) years from the Generation Commencement Date, subject to four (4) extension terms of five (5) years each (i.e., totaling up to forty (40) years of Production Term if all options and extensions are exercised), all as provided in Section 2.2(c). The "Restoration Term" shall begin on the expiration or earlier termination of (a) the Construction Term, if it occurs and if construction has commenced, or (b) the Production Term, if Tenant does exercise an option to extend the term of the Lease through the Production Term, and shall Page 295 of 359 expire when Tenant completes the Restoration Obligations. Development Term Rent: One-time payment of $50.00 per acre subject to this Agreement (excluding the Restricted Area) to be paid by Tenant to Owner (the "Signing Fee"), as well as and to the extent applicable $50.00 per acre subject to this Agreement (excluding the Restricted Area) to be paid by Tenant to Owner at the end of each twelve (12) month period during the Development Term (the "Periodic Development Term Rent"), and if the Development Term is extended, a one-time payment for each extension of $30.00 per acre subject to this Agreement (excluding the Restricted Area) (the "Additional Development Term Rent" and together with the Signing Fee and Periodic Development Term Rent, the "Development Term Rent"). Development Term Rent is payable as required in Section 3.1. Construction Term Rent: If the Construction Commencement Date has occurred, then an annual payment of $350.00 per acre times the number of acres of the Property which Tenant's plans show will be enclosed by a fence to be constructed for the Project shall be paid by Tenant to Owner (the "Construction Term Rent"). Construction Term Rent is payable as required in Section 3.2. Production Term Rent: During the Production Term (if it occurs), Tenant will pay Owner for the first Lease Year an amount equal to $1,400.00 (the "Production Term Rent Multiplier") multiplied by the total number of acres of the Property which are enclosed by a fence constructed for the Project or which Tenant's plan show will be enclosed by a fence to be constructed for the Project. The Production Term Rent Multiplier shall increase by two percent (2%) per Lease Year during the Production Term. All of the foregoing shall be referred to as the "Production Term Rent". Restoration Term Rent: Tenant will not owe any amounts to Owner as rent during the Restoration Term. ARTICLE 1 DEFINITIONS AND CONSTRUCTION 2 Page 296 of 359 Section 1.1 Defined Terms. When used in this Agreement, the following capitalized terms shall have the definitions indicated: "Additional Lease Rights": Shall have the meaning set forth in Section 4.1. "Affiliate": any Person (i) who, directly or indirectly (including through one or more intermediaries), holds an equity interest in Tenant (a "Parent Company") or (ii) in which Tenant or a Parent Company, directly or indirectly (including through one or more intermediaries) holds an equity interest. "Agreement": This Lease Agreement (including the Lease and Lease Rights). "Award": Shall have the meaning set forth in Section 10.6(b). "CERCLA": Shall have the meaning set forth in Section 10.2(c). "Confidential Information": Shall have the meaning set forth in Section 7.7. "Construction Commencement Date": The earlier of: (a) the date Tenant provides written notice to Owner of the Construction Commencement Date; or (b) the date when Tenant commences the installation of vertical improvements for Solarpower Facilities for the Project on the Property and is diligently pursuing construction of the Project on the Property. For the avoidance of doubt, pre -construction studies, surveys, and development -related diligence shall not be considered construction commencement. "Construction Term": The period beginning on the Construction Commencement Date and terminating upon expiration or earlier termination as provided herein. "Construction Term Rent": Shall have the meaning set forth in the Basic Terms and Conditions. "County": The county in which the Property is situated. "Development Term": The period during which Tenant performs development activities, including but not limited to measuring the solar resource, obtaining permits, securing Tenant's position to interconnect into the grid, as more particularly defined in the Basic Terms and Conditions and Section 2.2(a). "Development Term Rent": Shall consist of the Signing Fee and, if applicable, the Periodic Development Term Rent and the Additional Development Term Rent, and have the meaning set forth in the Basic Terms and Conditions. "Effective Date": Shall have the meaning given in the first sentence of this Agreement. "Encumbrances": Any liens, encumbrances, covenants, conditions, reservations, restrictions, easements, leases, licenses, occupancies, tenancies, mineral rights, water rights or other matters affecting, relating to or encumbering the Property or any portion thereof. 3 Page 297 of 359 "Environmental Laws": Shall have the meaning set forth in Section 10.2(c). "Event of Default": Shall have the meaning set forth in Section 8.1. "Event of Force Majeure": Strikes, lockouts or other labor disturbances; delays in transportation; inability to secure labor or materials in the open market; acts of God or the elements, including fire, flood, washout, perils at sea, lightning, earthquake or accidents; conditions arising out of or attributable to acts of war, civil disturbances or riots; the effect of any Law; the failure of any governmental authority to issue any permit, entitlement, approval or authorization within a reasonable period of time after an application for the same has been submitted; the inability to sell electricity at commercially reasonable prices in the open market; orders of curtailment or suspension or cessation of transmission system operations by MISO; or any other matter or condition beyond the reasonable anticipation and control of the party in question, whether or not similar to the matters or conditions herein specifically enumerated; and (in the case of Tenant) while litigation contesting all or any portion of the right, title and interest of Owner in the Property and/or of Tenant under this Agreement shall be pending and not finally determined. "Expenses": Any and all expenses incurred in connection with investigating, defending or asserting any claim, action, suit or proceeding incident to any matter indemnified against hereunder (including, without limitation, court filing fees, court costs, arbitration fees or costs, witness fees, and reasonable fees and disbursements of legal counsel, investigators, expert witnesses, consultants, accountants and other professionals), and any and all losses, costs, obligations, liabilities, settlement payments, awards, judgments, fines, penalties, damages, expenses, deficiencies or other charges with respect thereto, but excluding in any event any Party's own (i.e., not damages claimed by a third party) lost profits and other special or consequential damages, which result from the indemnifiable events described herein. "Extension Date": Shall have the meaning set forth in Section 2.2(c). "Extension Term": Shall have the meaning set forth in Section 2.2(c). "Generation Commencement Date": The earlier of: (a) the date Tenant provides written notice to Owner of the Generation Commencement Date; or (b) the date on which any Solarpower Facilities that are being constructed on the Property have passed their initial performance tests and have begun to commercially deliver electricity into the transmission grid. "Hazardous Materials": Shall have the meaning set forth in Section 10.2(d). "Indemnified Party": Shall have the meaning set forth in Section 10.4. "Indemnifying Party": Shall have the meaning set forth in Section 10.4. "MISO": MISO, a Regional Transmission Organization. 4 Page 298 of 359 "Laws": All valid and applicable laws, statutes, ordinances, regulations, orders and assessments of any federal, state, county or local governmental authority with jurisdiction over the Project or the Property. "Lease": The Lease created by this Agreement. "Lease Rights": The following lease rights in, on, under, over, across, along and above the Property: (a) A right of access and of ingress to and egress from the Project, as well as a right for access to and from adjacent lands in the Project, in each case by means of any existing roads on the Property, and by such other roads as Tenant may construct on the Property from time to time at locations reasonably agreed between Tenant and Owner, for the benefit of and for purposes incidental to Operations on the Property, provided that Owner agrees to approve at least one road location to the Project; (b) The right to install, use, repair, improve, relocate, replace and remove Transmission Facilities to be placed in locations selected by Tenant. (c) A non-exclusive right for any audio, visual, view, light, shadow, noise, vibration, air turbulence, wake, electromagnetic or other effect of any kind or nature whatsoever resulting, directly or indirectly, from any Operations conducted, or Project owned, leased, operated or maintained by Tenant on the Property and on lands near the Property. (d) The right to use construction staging and laydown areas in locations reasonably agreed between Tenant and Owner for installing, using, repairing, improving, relocating, replacing, and removing the Project. (e) The exclusive right to study, develop and use the Property for converting solar energy into electrical energy and collecting and transmitting the electrical energy so converted. (f) The exclusive right to access, relocate and maintain the Project located on the Property. (g) The exclusive right to capture, use and convert unobstructed solar resources over and across the Property. (h) The right to subjacent and lateral support for the Project. Tenant acknowledges and agrees that the "Lease Rights" are subject to Tenant's compliance with all applicable Laws, including the securing of any required permits, licenses, or approvals, and that except as otherwise expressly set forth herein, Owner makes no representation or warranty concerning any applicable Laws or the ability to secure any permits, licenses, or approvals. 5 Page 299 of 359 "Lease Year": The period from the Generation Commencement Date through the December 31 of the calendar year in which the Generation Commencement Date occurs (which shall be deemed the first Lease Year), and each subsequent calendar year during the Production Term. "Lender": Any financial institution or other Person that from time to time provides secured financing for some or all of the Project or Operations, and any agent, security agent, collateral agent, indenture trustee, loan trustee, loan participant or participating or syndicated lenders involved in whole or in part in such financing, and their respective representatives, successors and assigns. "Lender's Lien": Shall have the meaning set forth in Section 9.2. "Monetary Default": Shall have the meaning set forth in Section 8.1. "Non -Monetary Default": Shall have the meaning set forth in Section 8.1. "Notice of Default": Shall have the meaning set forth in Section 8.1. "Operations": The activities which Tenant has the right to undertake pursuant to Section 5.1. "Owner": The legal owner of the Property described in the Basic Terms and Conditions and as further defined in Exhibit A. "Owner Nonrenewal Notice": Shall have the meaning set forth in Section 2.2(c). "Person": Any individual, corporation, partnership, joint venture, association, joint stock company, trust, trustee, estate, limited liability company, unincorporated organization, real estate investment trust, government or any agency or political subdivision thereof, or any other form of entity. "Production Term": The period beginning on the Generation Commencement Date and terminating upon expiration or earlier termination as provided herein. "Production Term Rent": Shall have the meaning set forth in the Basic Terms and Conditions. "Project": The Solarpower Facilities, Transmission Facilities, electric transformers, energy storage facilities, telecommunications equipment related to the Solarpower Facilities, roads, meteorological stations and solar energy measurement equipment (including pyranometers), maintenance, administrative and storage areas and buildings, reasonable signage and all related improvements and equipment, portions of which are located on the Property. "Property": The Property as described in the Basic Terms and Conditions. 6 Page 300 of 359 "Real Property Records": The official public records of the County or Counties in which deeds and other instruments affecting title to real property are required to be recorded to place third parties on constructive notice of them. "Rent": The Development Term Rent, Construction Term Rent, Production Term Rent, and Restoration Term Rent as described in Article 3. "Restoration Obligations": Tenant's obligation to (i) remove from the Property any part of the Project owned, installed or constructed by Tenant thereon except for roads, (ii) fill in and compact all trenches or other borings or excavations made by Tenant on the Property (excepting borrow pits and quarries), and (iii) leave the surface of the Property free from debris, as more particularly defined and described in Section 6.6. "Restoration Term": As more particularly defined in the Basic Terms and Conditions, Section 2.2(d), and Section 6.6, the period beginning on (a) the expiration or earlier termination of the Construction Term, if it occurs and if construction has commenced, or (b) if the Production Term commences, the expiration or earlier termination of the Production Term, and expiring when Tenant completes the Restoration Obligations "Restoration Term Rent": Shall have the meaning set forth in the Basic Teinis and Conditions. "Solar Panel": A photovoltaic generation unit which converts sunlight into electrical current which is included in the Solarpower Facilities. "Solarpower Facilities": Solar -powered electric generating facilities, including Solar Panels, other photovoltaic generating equipment and such other solar -powered generating equipment as reasonably determined by Tenant, related infrastructure and the ancillary improvements and equipment providing support or otherwise associated therewith, all of which is located on the Property and on any other real property included in the Project. "Stand -Alone Lease Right": Shall have the meaning set forth in Section 4.2. "Taking": Shall have the meaning set forth in Section 10.6(a). "Term": The Development Term, the Construction Term (if it becomes effective) the Production Term (if it becomes effective and including one or more Extension Terms if exercised), and the Restoration Term each as described in Section 2.2. "Town": The town in which the Property is situated. "Transmission Facilities": Underground and above -ground wires and cables, for the transmission of electrical energy and/or for communication purposes, and all necessary appliances and fixtures for use in connection with said wires and cables under, along, above and in or adjacent to the Property; and one or more substations or interconnection or switching facilities, together with all related or appropriate rights of way, on, along and in or adjacent to the Property. 7 Page 301 of 359 Section 1.2 Construction. In this Agreement, unless the context otherwise requires, the singular shall include the plural, the masculine shall include the feminine and neuter, and vice versa. The terms "include," "includes" and "including" shall be deemed to be followed by the words "without limitation." The term "year" refers to a calendar year, the term "month" refers to a calendar month, and any period measured by a "year" or a "month" from a reference date refers to the period beginning on such reference date and ending on the same date of the next succeeding calendar year or month, respectively, or, if no such date exists in the next succeeding calendar month, the last day of such next succeeding calendar month. References to a Section or Exhibit shall be references to a Section of, or Exhibit to, this Agreement unless specifically stated otherwise. A reference to a given agreement or instrument shall be a reference to that agreement or instrument as modified, amended, supplemented and restated through the date as of which such reference is made. The term "or" is not exclusive, the term "shall" is mandatory and the term "may" is permissive. Owner and Tenant acknowledge that each was actively involved in the negotiation and drafting of this Agreement and that no law or rule of construction shall be raised or used in which the provisions of this Agreement shall be construed in favor of or against either party because one is deemed to be the author thereof. Captions or titles used herein are for convenience of reference only and do not affect the meaning or intent hereof. ARTICLE 2 GRANT OF RIGHTS; TERM Section 2.1 Lease and Grant of Lease Rights. For the good and valuable consideration provided herein, the receipt and sufficiency of which are hereby acknowledged by Owner and Tenant, Owner hereby leases to Tenant, and Tenant leases from Owner, the Property, and Owner grants to Tenant the Lease Rights. Tenant acknowledges and agrees that the "Lease Rights" are subject to Tenant's compliance with all applicable Laws, including the securing of any required permits, licenses, or approvals, and that except as otherwise expressly set forth herein, Owner makes no representation or warranty concerning any applicable Laws or the ability to secure any permits, licenses, or approvals. Section 2.2 Term of Lease. The term of this Agreement shall consist of the Development Term plus, if it becomes effective, the Construction Term, plus, if it becomes effective, the Production Term, plus, if exercised, up to four (4) Extension Terms, plus, if it becomes effective, the Restoration Term. Prior to the expiration of the Development Term, Tenant shall have the option to extend the term of this Agreement through the Construction Term, exercise of such option by Tenant being made and evidenced solely by achievement of the Construction Commencement Date. Prior to the expiration of the Construction Term, Tenant shall have the option to extend the term of this Agreement through the Production Term, exercise of such option by Tenant being made and evidenced solely by achievement of the Generation Commencement Date. Notwithstanding any other provision of this Agreement (including any Lender protection provisions), if the Development Term or Construction Term of this Agreement expires in accordance with the terms of this Agreement, prior to the Generation Commencement Date occurring, this Agreement shall automatically terminate at the expiration of the Restoration Term, if applicable (a) The Development Term shall commence on the Effective Date and continue for a period of up to five (5) years, provided, however, that Tenant shall have the right to extend 8 Page 302 of 359 the Development Term two (2) times for an additional one (1) year each by delivering written notice of such extension to Owner at least thirty (30) days prior to the then -current expiration date of the Development Term, in the event Tenant extends the Development Term, Tenant shall owe the Additional Development Term Rent as set forth in Section 3.1. The Development Term shall, in all events, terminate on the Construction Commencement Date and the Construction Term shall commence. (b) The Construction Term shall commence on the Construction Commencement Date and continue for a period of up to three (3) years. The Construction Term shall, in all events, terminate on the Generation Commencement Date and the Production Term shall commence. (c) The Production Term, if it occurs, shall commence on the Generation Commencement Date and continue to the date that is twenty (20) years from the Generation Commencement Date, provided, however, that Tenant shall have the right to extend the Production Term by four (4) separately exercised periods of five (5) years each (each such five year period, an "Extension Term") if Tenant delivers written notice of such extension to Owner at least one hundred eighty (180) days prior to the then -current expiration date of the Production Term or the then -current expiration date of the Extension Term, as applicable (the "Extension Date"). The parties understand that the Production Term could total up to forty (40) years if all four (4) options for Extension Terms are exercised and this Agreement is not earlier terminated by Tenant in accordance with its terms. The parties intend that the Tenant not lose any option to extend an Extension Term through inadvertence or mistake. Accordingly, and notwithstanding the foregoing, if Tenant shall fail to exercise its renewal option for an Extension Term within such time period as set forth above, Tenant's right to exercise its option for an Extension Term shall nonetheless continue for an additional sixty (60) days following receipt of Owner's notice to Tenant and to any Lender of the failure of Tenant to timely exercise such option (the "Owner Nonrenewal Notice"),If either Tenant or Lender provides notice to Owner of its intent to exercise such option within such sixty (60) day period following receipt of the Owner Nonrenewal Notice, then such exercise by Tenant or Lender shall be deemed timely given. (d) The Restoration Term shall commence on the expiration or earlier termination of (i) the Construction Term, if it occurs and if construction has commenced, or (ii) the Production Term, if Tenant does exercise an option to extend the term of the Lease through the Production Term. The Restoration Term shall when Tenant completes the Restoration Obligations. ARTICLE 3 RENT Section 3.1 Development Term Rent. During the Development Term, Tenant shall pay to Owner the Development Term Rent in the amount provided for in the Basic Terms and Conditions. The Signing Fee is payable within forty-five (45) days from the Effective Date. Each payment of the Periodic Development Term Rent is payable within forty-five (45) days after the end of each 12-month period of the Development Term (for example, the first such 12-month period expiring 12 months after the Effective Date). If Tenant exercises an option to extend the Development Term for one (1) additional year, then the Additional Development Term Rent is 9 Page 303 of 359 payable within forty-five (45) days from the date when the additional one (1) year of the Development Term commences. Tenant shall have no obligation to make any payment to Owner otherwise required under this Agreement until Tenant has received from Owner a completed Internal Revenue Service Form W-9. Section 3.2 Construction Term Rent. During the Construction Term, if it occurs, Tenant shall pay to Owner the Construction Term Rent in the amount provided for in the Basic Terms and Conditions. The Construction Term Rent is payable within forty-five (45) days from the Construction Commencement Date and within forty-five (45) days from each annual anniversary thereof for the remainder of the Construction Term. If the Construction Commencement Date occurs during any one (1) year period in which Development Term Rent has been paid, including in a year in which Tenant has extended the Development Term, the Construction Term Rent shall be reduced by the prorated amount of the Development Term Rent or the Additional Development Term Rent, as applicable, for the remaining period for which Development Term Rent has been paid. For illustrative purposes only, if the Construction Commencement Date occurs six (6) months into the first year the Development Term is extended, the Construction Term Rent shall be reduced by a prorated amount that is equal to six (6) months of the Additional Development Term Rent. Section 3.3 Production Term Rent. (a) During the Production Term, if it occurs, Tenant shall pay to Owner the Production Term Rent for each Lease Year as provided for in the Basic Terms and Conditions. If the Generation Commencement Date occurs during any one (1) year period in which Construction Term Rent has been paid, the Production Term Rent shall be reduced by the prorated amount of the Construction Term Rent for the remaining period for which Construction Term Rent has been paid. For illustrative purposes only, if the Generation Commencement Date occurs six (6) months into the first year of the Construction Term, the Production Term Rent shall be reduced by a prorated amount that is equal to six (6) months of the Construction Term Rent. (b) Payment of Rent. The Production Term Rent shall be paid to Owner within thirty (30) days of the Generation Commencement Date. Subsequent Production Term Rent shall be paid annually within thirty (30) days of the first day of each Lease Year. Notwithstanding any of the foregoing, Tenant shall have no further liability to make any payments of Development Term Rent, Construction Term Rent or Production Term Rent under this Agreement following its termination or expiration. If the first or last Lease Year is less than an entire calendar year, the Production Term Rent shall be prorated for the applicable portion of such Lease Year. Section 3.4 Restoration Term Rent. Tenant shall not owe any amounts to Owner as rent during the Restoration Term. Section 3.5 Payment Adjustments. If Owner owns less than the full surface estate in all or any part of the Property, all payments required hereunder shall be reduced to the proportion that Owner's interest in the Property bears to the full surface estate in the Property, or any portion thereof. 10 Page 304 of 359 Section 3.6 Crop Compensation, Pivot and Drip Irrigation, and CRP. Tenant shall use its commercially reasonable efforts to avoid damaging Owner's existing cultivated land, pastureland and pivot or drip irrigation systems ("Irrigation System") if located on the Property. If Tenant's development of the Project: (a) damages or destroys any of Owner's crops or saw -log timber on such cultivated land, then Tenant shall reimburse Owner the fair market value for the year in which the crop damage occurred, as established by Multi -Peril Insurance historic yields for the ten (10) previous years, for any damage to or displacement of Owner's cultivated crops on the Property caused by Tenant, (b) damages or destroys any of Owner's pasture land, then Tenant will reseed the affected areas with grasses and/or natural vegetation in accordance with the reasonable and customary standards in the area for restoring and reseeding pastureland, or (c) damages or causes Owner to relocate the Irrigation System, the Tenant shall reimburse Owner for the fair market value, for the year in which the crop damage occurred, of the cost to relocate, repair or replace the Irrigation System, whichever cost is less. If Owner is a party to a Conservation Reserve Program contract ("CRP Contract") with the U.S. Department of Agriculture pursuant to 7 C.F.R. Part 1410 regarding the Property, then Owner shall provide Tenant with a true and complete copy of such CRP Contract, together with all amendments and modifications, and if applicable, Tenant shall reimburse Owner for (a) any rental payments, or portion thereof, Owner would have received from the U.S. Department of Agriculture but for locating the Project on the Property, and (b) the penalties and interest, if any (including for any past payments received by Owner that must be repaid by Owner), assessed by, the U.S. Department of Agriculture as a result of the location of the Project on the Property. Owner shall cooperate with Tenant in completing and submitting documents to obtain any exemptions allowed under the Conservation Reserve Program for the use of the Project on the portions of the Property covered by a CRP Contract. Section 3.6 shall not apply to Owner's cultivated land, pastureland, and Irrigation System(s) existing after the Construction Commencement Date or notice to Owner thereof. Section 3.7 Payment Allocations. Tenant shall make all payments due under this Agreement to Owner as provided below: City of Waterloo 715 Mulberry St. Waterloo, IA 50703 % of each payment: 100% For the avoidance of doubt, Tenant's failure to make payments pursuant to this Section 3.7 shall not constitute an Event of Default, so long as payment is made to Owner at the address provided in the Basic Terms and Conditions. Owner acknowledges and agrees that payment of all sums due under this Agreement pursuant to this Section 3.7 shall satisfy all requirements for the payment of Rent and other sums required to be made by Tenant under this Agreement. ARTICLE 4 LEASE RIGHTS Section 4.1 Additional Lease Rights. If Tenant wishes to obtain from Owner one or more lease rights on, over, across, along and/or above any real property that is owned or controlled 11 Page 305 of 359 by Owner and adjacent to the Property (each, an "Additional Lease Right"), in connection with, for the benefit of and for purposes incidental to the Project, including the right to install and maintain on such other real property (i) transmission lines and facilities, both overhead and underground, which carry electrical energy to and/or from the Project, (ii) communications lines and facilities, both overhead and underground, which carry communications to and/or from the Project, and/or (iii) metering equipment, substations, switching stations, solar energy measurement equipment and control, maintenance and administration buildings that benefit the Project, then upon request Owner shall grant to Tenant such a lease right in such location or locations as Tenant may reasonably request, provided that Tenant shall agree to pay to Owner a fee consistent with the Production Term Rent for the number of acres subject to such Additional Lease Right in addition to all other amounts payable by Tenant to Owner hereunder. Section 4.2 Stand -Alone Lease Rights. Owner acknowledges that commercial operation of the Project may require, from time to time during the Project's existence, additional lease rights in favor of certain third parties on the Property and on the real property that is owned by Owner and adjacent to the Property. Accordingly, if the independent system operator with jurisdiction over the system in which the Project operates, the transmission system owner or operator to whose transmission lines the Project interconnects, the phone or other communications provider, or the off -taker to whom output and/or renewable energy credits from the Project is to be sold, determines that one or more separate, stand-alone lease (each, a "Stand -Alone Lease Right") on, over, across, along and/or above the Property and any real property that is owned by Owner and adjacent to the Property, including the right to install and maintain on the Property (i) transmission lines and facilities, both overhead and underground, which carry electrical energy to and/or from the Project, (ii) communications lines and facilities, both overhead and underground, which carry communications to and/or from the Project, and/or (iii) metering equipment, substations, switching stations, solar energy measurement equipment and control, maintenance and administration buildings that benefit the Project, is reasonably required for the efficient and/or safe operation of the Project, then upon request Owner shall grant to such third party such an lease right in such location or locations as such party may reasonably request, provided that such party shall agree to pay to Owner a reasonable fee agreed to by Owner in advance for such lease right in addition to all other amounts payable by Tenant to Owner hereunder. Section 4.3 Nature of Lease Rights, Additional Lease Rights and Stand -Alone Lease Rights. Each Lease Right, Additional Lease Right and Stand -Alone Lease Right (i) shall be in the nature of and similar to the Lease Rights granted to Tenant under Section 2.1 and shall be in a form reasonably acceptable to Tenant and Owner, such Affiliate or the grantee of such lease rights as applicable (which form shall at a minimum include lender protective provisions comparable to those included herein), (ii) shall be a lease right in favor of Tenant or such other holder of such lease right, and (iii) shall, upon the granting thereof, be included within the meaning of the term "Lease Rights", except where otherwise stated or where the context otherwise requires. Each Lease Right, Additional Lease Right and Stand -Alone Lease Right shall inure to the benefit of and be binding upon Owner and the holder of such Lease Right, Additional Lease Right or Stand - Alone Lease Right, as the case may be, and their respective successors and assigns, and all persons claiming under them. 12 Page 306 of 359 Section 4.4 Separate Storage Leases. If Tenant from time to time so requests and provided that no uncured Event of Default then exists under this Agreement, Owner shall promptly execute and deliver to Tenant or an Affiliate selected by Tenant one (1) or more separate, independent lease agreements for separate and distinct battery energy storage projects to be located on the Property, which separate, independent lease agreements shall be on substantially the same terms and in substantially the same form as this Agreement. ARTICLE 5 PERMITTED USE; RIGHTS OF PARTIES; DEVELOPMENT PROGRESS Section 5.1 Permitted Use. Tenant shall use the Property solely for solar energy purposes, and Tenant shall also have the exclusive right to use the Property for solar energy purposes. "Solar energy purposes" means converting solar energy into electrical energy, and collecting, storing and transmitting the electrical energy so converted, together with any and all other activities related thereto, including (i) determining the feasibility of solar energy conversion on the Property, including studies on solar irradiance, light direction and other meteorological data and extracting soil samples, and all other testing, studies or sampling desired by Tenant; (ii) constructing, installing, using, replacing, relocating, controlling and removing from time to time, and maintaining and operating the Project; and (iii) undertaking any other activities, whether accomplished by Tenant or a third party authorized by Tenant, that Tenant reasonably determines are necessary, useful or appropriate to accomplish any of the foregoing, including the right to erect, construct, reconstruct, replace, relocate, remove, control, maintain and use Transmission Facilities from time to time in connection with the Project. Section 5.2 No Required Construction or Production. Nothing contained in this Agreement shall be construed as requiring Tenant (i) to undertake construction or installation or to alter or remove any part of the Project on the Property or elsewhere except for those requirements contained in Section 6.6 hereof, (ii) to continue operation of any part of the Project from time to time located on the Property or elsewhere or (iii) to generate or sell any minimum or maximized amount of electrical energy from the Property; and the decision if, when and to what extent that such construction and generation will occur shall be solely in Tenant's discretion. Owner acknowledges that Tenant has made no representations or warranties to Owner, including any regarding development of, or the likelihood of power generation from, the Property. ARTICLE 6 TENANT'S OBLIGATIONS Section 6.1 Compliance with Law. In conducting its Operations on the Property, Tenant shall comply in all material respects with all Laws; however, Tenant may contest the validity or applicability of any Law (including any property tax) to Tenant, the Project, the Operations, or any other activity or property of Tenant or Tenant's Affiliate, by appropriate legal proceedings brought in the name of Tenant or in the names of both Tenant and Owner where appropriate or required. Any such contest or proceeding, including any initiated by Tenant and maintained in the name of Owner, shall be controlled and directed by Tenant, but in consultation with Owner and at no cost to Owner, excepting proceedings which arise due to Owner's violation of any law. Tenant agrees 13 Page 307 of 359 to promptly reimburse Owner for any costs or fees (including reasonable attorney's fees) incurred by Owner in connection with this Section. Section 6.2 Location of Project and Care and Appearance. Tenant shall notify and reasonably consult with Owner regarding the location of the Project on the Property prior to the Construction Commencement Date; provided however, (i) such consultation is advisory only, (ii) Tenant shall not be restricted in any way from exercising Tenant's rights hereunder as a result of such consultation, and (iii) Tenant shall not be required to obtain Owner's approval or consent to the location of any part of the Project. Tenant shall bury all wires, cables and lines on the Property that are required to be buried at least twenty-four inches (24") below the surface of the Property. If such wires, cables, or lines become exposed at the surface or are not buried at least twenty-four inches (24") below the surface regardless of the cause, Tenant shall take all actions necessary to cause the wires, cables, and lines to be buried at least twenty-four inches (24") below the surface of the Property. Where commercially feasible, Tenant agrees to (x) install all overhead lines along existing transmission or utility easements and (y) bury collection cables and fiber optic cables either underneath or alongside newly -constructed roads. Tenant shall keep the Property clean and free of debris created by Tenant, its contractors, or others entering the Property at the request of Tenant. Tenant shall not use the Property for storage except for materials, construction equipment and vehicles directly associated with construction or maintenance of the Project on the Property or adjacent lands that are part of the Project and Tenant shall have the right to designate for use in this regard during the construction and development process (or at any time thereafter) such laydown yards or areas as it shall determine to be appropriate given the then current nature of the Operations. Tenant shall take commercially reasonable steps to maintain the grass on the Property in compliance with the Owner's wildlife hazard management plan at Tenant's sole cost and expense. Section 6.3 Fences and Gates. Tenant shall have the right to remove fences, gates, and cattle guards, but only as reasonably necessary to accommodate the Project; however, upon Owner's reasonable request, Tenant shall maintain, repair or replace any fences, gates, or cattle guards, damaged or removed in connection with Tenant's activities. Any fences, gates, or cattle guards repaired or replaced by Tenant shall be in conformance with the quality and style of the fences, gates, and cattle guards existing on, or if none are on then nearby, the Property. Fences removed from locations within the Property where Tenant has determined removal is necessary to avoid interference with its Operations, if replaced, shall be rebuilt by Tenant at its expense in other mutually agreeable locations and sufficient to withstand Tenant's uses for the Operations and of not less than the same style and quality installed by Owner elsewhere on the Property. Once completed, all replacement fences, gates and cattle guards shall be owned and maintained by Owner. If Tenant makes a new entrance through any existing fence, Tenant shall install a cattle guard sufficient to withstand Tenant's uses for the Operations and of not less than the same style and quality installed by Owner elsewhere on the Property. Tenant will reseed areas cleared by Tenant and used for lay -down or storage areas with the same types of grasses or crops found on adjacent tracts if Owner reasonably requests such reseeding. Section 6.4 Operations. During the Development Term, Tenant may access the Property following prior notice to the Owner (which notice may be oral), except in the event of an emergency, where no prior notice shall be required. During the Construction Term and the 14 Page 308 of 359 Production Term, Tenant shall have access to the Property twenty-four (24) hours a day, seven (7) days a week, without prior notice to Owner. Tenant and all Tenant personnel, and all personnel of third parties authorized to enter the Property by Tenant, shall follow the following rules while on the Property. Any individual who commits a third violation of these rules after receipt of written warning from Owner, may be fined in an amount not to exceed $500.00 per violation for each violation of these rules after receipt of written warning from Owner for the first and second violations. (a) All access gates shall remain padlocked at all times when not in use; all access gates, as well as all interior gates, shall remain closed at all times when not in use. (b) All personnel shall minimize, to the extent reasonably possible, the creation of dust and the introduction of noxious plants or vegetation to the Property. (c) At no time shall any of employees of Tenant, or any third parties authorized to enter the Property by Tenant bring any of the following onto the Property: (i) Weapons of any type, including but not limited to, guns, bows and arrows, or sling shots. (ii) Animal calling devices. (iii) Fishing equipment or nets. (iv) Dogs, cats or any other animals. (v) Alcoholic beverages. (vi) Illegal drugs or related paraphernalia. (d) Smoking is prohibited except in designated construction areas and in vehicles. Tenant will employ prudent precautions to prevent fires, including avoiding the build- up of plant material under vehicles. In the event a grass fire is started, Owner shall be promptly notified, as well as emergency personnel if necessary. Tenant agrees to pay to Owner a reasonable fee per acre for fire damage but not less than $50.00 per acre for fire damage to existing crops and/or pasture land (whether located on the Property or adjacent lands owned by Owner) that is caused by Tenant, its employees, contractors, agents or any individual allowed onto the Property by Tenant. Such payment shall be due and payable within thirty (30) days of such fire. Such payment shall in no way limit or waive Owner's right to obtain payment for fire damage to animals, structures, equipment or other things located on the Property, or lands adjacent to the Property. (e) Tenant shall keep the Property clean and free of all trash and litter which may emanate from Tenant or its employees, agents, contractors or invitees operations on the Property, and if Tenant does not do so within ten (10) days after written notice from Owner, Tenant agrees to pay Owner's reasonable costs of picking up such litter and trash either on the Property or adjacent lands. Under no circumstances will Tenant bury or burn any trash, debris or foreign material of any nature on the Property. 15 Page 309 of 359 (f) Tenant, its employees, contractors, agents and any individual allowed onto the Property by Tenant shall not bury, dump, spill or discharge any Hazardous Materials (as defined in Section 10.2), gasoline, oil, hydraulic fluid, fuel, paint or other foreign, toxic, or other waste substances on the Property. (g) No wood, plants, animals (dead or alive), artifact or any other item that was not originally brought onto the Property by Tenant's personnel will be removed from the Property. (h) The following speed limits shall be strictly observed while using roads on the Property: thirty-five (35) miles per hour during daylight; twenty-five (25) miles per hour after dark. Section 6.5 Payment of Claims. Tenant shall pay, when due, all claims for labor or materials furnished to or for Tenant at the Property, which claims are secured by any mechanic's or materialmen's lien against the Property; however, Tenant may contest such claims by appropriate legal proceedings brought in the name of Tenant or in the names of both Tenant and Owner where appropriate or required, so long as Tenant pays and satisfies any adverse judgment that may be rendered thereon before the enforcement thereof. Any such contest or proceeding, including any maintained in the name of Owner, shall be controlled and directed by Tenant. Section 6.6 Restoration. Subject to the rights of Lenders upon termination of this Agreement as provided herein, and subject to the rights of Lease Right holders as provided in Article 4, during the Restoration Term, Tenant shall complete the Restoration Obligations; provided however, the Restoration Obligations shall not include the replanting of trees, removing of access roads or regrading to existing conditions, and, as to any part of the Project located beneath the surface of the land, Tenant shall only be required to remove any part of the Project located beneath the surface of the land (such as, without limitation, footings and foundations) to a depth of twenty-four (24) inches below the surface of the land. Nothing contained in this Section shall be construed as precluding Tenant from taking any of the foregoing actions at any time during the Development Term, the Construction Term, or the Production Term. No less than thirty (30) days prior to the commencement of the Restoration Term, Tenant shall provide to Owner and maintain during the remainder of the Term one or more performance bonds, letters of credit, or another form of financial security in such type and amount determined in the Tenant's discretion, in each case in form and substance to secure Tenant's completion of the Restoration Obligations. The amount of any financial security maintained by Tenant pursuant to the prior sentence shall be reduced by the scrap and salvage value of the Project. In the event any federal, state, county or local governmental authority with jurisdiction over the Project or the Property requires bonding or other security securing decommissioning and the Restoration Obligations, then Tenant's satisfaction of those requirements shall satisfy all bonding or other security requirements under this Section 6.6. No less than thirty (30) days prior to the commencement of the Restoration Term, Tenant shall provide to Owner a decommissioning plan for Tenant's satisfaction of the Restoration Obligations. Section 6.7 Taxes. Tenant shall pay prior to delinquency any property taxes levied and assessed by any governmental authority upon any part of the Project placed on the Property by Tenant. Owner shall pay when due any taxes attributable to (a) improvements or facilities installed by Owner or others (excluding Tenant) on the Property and (b) the underlying value of the 16 Page 310 of 359 Property; provided, however, that if, following the Construction Commencement Date, the taxes against the underlying value of the Property are increased by reason of a change of use determination by a taxing entity (including roll -back taxes assessed up to five (5) years after termination or expiration of this Agreement, provided Owner uses good faith efforts to obtain agricultural exemptions, if applicable, during such time) or increased assessment of the Property resulting from Tenant's Operations or any part of the Project thereon, then Tenant shall pay the entire amount of such increase so attributable. Owner and Tenant agree that during the Development Term hereof, no change in Owner's agricultural activities on the Property is required by this Agreement. Owner shall submit any real property tax bill regarding the Property and/or the Project (and any other communication from any government authority regarding the same) to Tenant within thirty (30) days after Owner's receipt thereof from the taxing authority. If any taxes payable by Tenant hereunder are levied or assessed in the name of Owner as part of the real property taxes payable by Owner, then, within thirty (30) days after Owner submits the real property tax bill to Tenant, Tenant shall reimburse Owner for all such taxes payable by Tenant hereunder. Tenant's obligations hereunder are subject to Tenant's right to contest pursuant to Section 6.1 and hereunder. Tenant shall have the right, in its sole discretion, to contest by legal proceedings (which may be brought in the name(s) of Owner and/or Tenant where appropriate or required), the validity or amount of any assessments or taxes for which Tenant is responsible hereunder. Owner shall in all respects cooperate with Tenant in any such contest. ARTICLE 7 OWNER'S OBLIGATIONS Section 7.1 No Interference. (a) Among the Lease Rights granted and conveyed by Owner to Tenant is the exclusive right to the flow of sunshine and solar irradiation to and across the Property. Owner covenants that neither Owner nor any other Person (other than Tenant and Persons claiming through or under Tenant) shall obstruct or interfere with such Lease Right for the free flow of sunshine and solar irradiation throughout the entire area of the Property ("Irradiation Lease Right"), which shall consist of horizontally three hundred and sixty degrees (360°) from each point within the Property where the Project is or may be located at any time or from time to time to the boundaries of the Property, and vertically through all space above the surface of the Property. (b) Accordingly, neither Owner's activities nor the exercise of any rights hereafter given or granted by Owner to any other Person (whether exercised on the Property or elsewhere), shall materially interfere with Tenant's then -existing lease or other rights relating to (i) access by Tenant or its Affiliates or contractors to the Property or any lands in the vicinity of the Property used by Tenant in the Operations associated with the Project, (ii) Operations of Tenant or its Affiliates or contractors on the Property or on any lands owned by Owner in the vicinity of the Property, (iii) the exercise of Tenant's rights under this Agreement, or (iv) the undertaking of any other activities permitted by Tenant hereunder. (c) Without limiting the generality of the foregoing, for so long as this Agreement is in effect, Owner covenants that, to ensure the Irradiation Lease Right referenced in Section 7.1(a), neither Owner nor any other Person that has obtained rights either from Owner or any party claiming, directly or indirectly, under Owner, shall interfere with solar irradiation or 17 Page 311 of 359 light direction over the entire Property or any lands owned or controlled by Owner in the vicinity of the Property on which Tenant or any Affiliate thereof owns, leases, operates or maintains Solarpower Facilities, and Owner shall not plant trees or construct buildings or other improvements that will adversely affect the full Irradiation Lease Right, or engage in any other activity on the Property or elsewhere, that might cause a decrease in the output or efficiency of any of the Solarpower Facilities. The parties acknowledge and agree that the grant of the Irradiation Lease Right and the covenants by Owner contained in this Agreement are a material inducement for Tenant to enter into this Agreement, and each of the parties acknowledge and recognize that a violation of the terms hereof will cause irreparable damage to Tenant and Tenant may have no adequate remedy at law for such violation. Accordingly, each of the parties agrees that Tenant shall be entitled, as a matter of right, to an injunction from any court of competent jurisdiction restraining any violation of such covenants and to specifically enforce Tenant's exclusive right to the Irradiation Lease Right. This right to injunctive relief will be cumulative and in addition to whatever remedies Tenant may otherwise have at law. (d) In the event that Owner becomes a party to an oil and gas lease or sub- surface agreement or mineral interest lease or sub -surface agreement affecting the Property that is executed after the date hereof, Owner agrees to include surface use provisions in such oil and gas or mineral interest lease or surface agreement substantially as follows: Lessee agrees that its lease is subordinate and subject to all leases, lease rights and easements that are of record as of the date of this Lease. Further, lessee covenants and agrees that lessee shall take all reasonable actions to accommodate the use of the surface of the leased property by the surface owner or other persons or entities having rights of use of the surface of the leased property, regardless of whether such uses or rights of use arise before or after the date of this lease. Lessee shall not have the right to damage, relocate, or remove any surface structure or improvement, without the express written consent of the owner of such structure or improvement, regardless of when such surface structure or improvement was constructed or installed. Lessee acknowledges that lessor and third parties ("Energy Tenant, " whether one or more) may execute one or more agreements, contracts, leases, or easements affecting the leased property authorizing the operation of solar power projects for generating electricity and related facilities on the leased property. Lessee agrees to fully cooperate with any Energy Tenant with regard to the use of the leased property. Lessee agrees to fully compensate any Energy Tenant for any damage caused by lessee to the facilities or property of such Energy Tenant. Lessee shall not drill any well or perform any subsurface activity within 300 feet of any solar power generating unit located on the leased property. Section 7.2 Compliance with Obligations. Owner shall comply on a timely basis with all of its legal and contractual obligations with respect to the Property, including the payment before delinquency of property taxes that are attributable to the underlying value of the Property or improvements thereon not owned by Tenant. If Owner fails to do so, then, without limitation upon any other rights or remedies that Tenant may have at law or in equity, Tenant may (but shall 18 Page 312 of 359 not be obligated to) pay or otherwise satisfy any unpaid property taxes or other obligations of Owner which, if left unsatisfied, could delay, interfere with, impair or prevent Operations or the exercise of any of Tenant's other rights under this Agreement, or the financing of the Project; and Tenant shall thereupon be subrogated to the rights of the obligee of such obligations. Without limitation on any other rights or remedies available to Tenant, any sums so expended by Tenant shall, at Tenant's election, either be (i) immediately reimbursed to Tenant by Owner or (ii) offset against any Rent or other amounts then or thereafter due and payable to Owner under this Agreement. Section 7.3 Rights of Third Parties. (a) From and after the Effective Date, any right, title or interest created by Owner in favor of or granted to any third party shall be subject to (i) this Agreement and all of Tenant's rights, title and interests created hereby, (ii) any Lender's Lien then in existence on the leasehold estate created by this Agreement, (iii) Tenant's right to create a Lender's Lien and (iv) any and all documents executed or to be executed by Tenant in connection with this Agreement. (b) If at any time during the Term any Encumbrance to Owner's title to the Property which was created prior to the Effective Date is found, exists or is claimed to exist against the Property or any portion thereof, creates rights superior to those of Tenant, and Tenant in its sole discretion determines that the existence, use, operation, implementation or exercise of such Encumbrance could delay, interfere with, impair or prevent Operations or the exercise of any of Tenant's other rights under this Agreement or the financing of the Project, Tenant shall be entitled to seek to obtain a subordination, non -disturbance agreement, consent or other agreement, including a recognition agreement in favor of any Lender (in a form and containing provisions reasonably acceptable to Tenant or its Lenders) from the holder of such Encumbrance that will eliminate such risks for the benefit of Tenant, and Owner shall use its best efforts to assist Tenant in connection therewith. Section 7.4 No Ownership Rights. Owner acknowledges and agrees that (i) Tenant is and shall remain the exclusive owner and operator of the Project, which is Tenant's personal property and which shall not be deemed a fixture, (ii) Owner has no right or interest in or to the Project, (iii) Owner may not sell, lease, assign, mortgage, pledge or otherwise transfer, alienate or encumber the Project with the fee interest or leasehold or other rights in or to the Property or otherwise; and (iv) notwithstanding anything to the contrary herein, Tenant has the right to remove the Project and its other personal property from the Property at any time and from time to time, including upon the expiration or earlier termination of this Agreement, in accordance with Section 6.6. Without limiting the generality of the foregoing, Owner hereby waives any statutory or common law lien that it might otherwise have in or to the Project or any part thereof. Any and all solar resource data collected by or on behalf of Tenant after the Effective Date is the sole property of Tenant. The solar resource data shall be Confidential Information. Section 7.5 Cooperation. 19 Page 313 of 359 (a) Owner shall fully support and cooperate (and shall use reasonable efforts to cause any other Person with any other right, title or interest in the Property to cooperate) with Tenant in the conduct of its construction and Operations and in otherwise giving effect to the purpose and intent of this Agreement, including in Tenant's efforts to obtain from any governmental authority or any other Person any environmental impact review, permit, entitlement, approval, authorization or other rights necessary or convenient in connection with construction and Operations; and Owner shall (and shall use reasonable efforts to cause any such other Person to) promptly upon request, without demanding additional consideration therefor, execute, and, if appropriate, cause to be acknowledged and recorded, any map, application, permit or document that is reasonably requested by Tenant in connection therewith (as well as any amendment to this Agreement or any recordable memorandum executed in connection herewith for purposes of correcting or replacing property descriptions based on surveys or other relevant information obtained after the Effective Date, or making other non -substantive corrections, additions or substitutions). Without limiting the generality of the foregoing, in connection with any application by Tenant for a governmental permit, approval, authorization, entitlement or other consent, Owner agrees (and shall use reasonable efforts to cause any such other Person to agree) not to oppose, in any way, whether directly or indirectly, any such application or approval at any administrative, judicial or legislative level. Further, in the event of legal proceedings related to Tenant's use of the Property after the Effective Date, except those arising out of the interpretation and/or enforcement of the Agreement, Owner shall, in all respects, fully cooperate with Tenant in any such proceeding. Owner agrees that Tenant may provide the Memorandum of Lease Agreement in lieu of any affidavit by Owner or other form of Owner's consent (whether oral or written) that may be requested or required in connection with Tenant's efforts to obtain any environmental impact review, permit, entitlement, approval, authorization, agreement or other rights necessary or convenient in Tenant's discretion for the Project. (b) Owner shall, promptly after the Effective Date, make available to Tenant copies of any and all surveys that relate to the Property (to the extent such information relates directly to the proposed Project) to the extent that the same are in Owner's possession or under its control. Upon request from Tenant, Owner shall cooperate with Tenant's efforts to obtain subordination and/or non-interference agreements with the holders of any mineral interests or other parties having any surface rights to the Property. Owner shall provide Tenant with all information in Owner's possession reasonably required by Tenant to make contacts with such holders and to negotiate such agreements, including the names, addresses and phone numbers of contact persons and the locations of any other holder's or parry's equipment, improvements, or facilities located or proposed to be located on the Property. (c) Owner shall cooperate with Tenant in its development of the Project by avoiding the pasturing of animals on or near portions of the Property at which Tenant's construction, removal, maintenance or other similar activities are occurring. (d) Owner shall not obstruct passage along, into or from any road or area within the Property that is accessed in connection with the Operations, except that Owner may fence and gate such areas and gate roads if it provides the keys or combinations to Tenant for any gate locks. 20 Page 314 of 359 (e) Prior to the Construction Commencement Date, Owner shall remove any tangible personal property (e.g. goods, equipment, inventory, vehicles, trailers, farm implements, farm animals, parts/accessories, barrels/containers, discard/rubbish materials, etc.) from the Property. Section 7.6 Setback Waiver. To the extent that (i) Owner now or in the future owns or leases any land adjacent to the Property, or (ii) Tenant or any Affiliate thereof owns, leases or holds an easement over land adjacent to the Property and has installed or constructed or desires to install or construct any part of the Project on said land at and/or near the common boundary between the Property and said land, Owner hereby waives any and all setbacks and setback requirements, whether imposed by law or by any Person, including any setback requirements described in any applicable zoning ordinance or in any governmental entitlement or permit heretofore or hereafter issued to Tenant or such Affiliate. Further, if so requested by Tenant or any such Affiliate, Owner shall promptly, without demanding additional consideration thereof, execute, and if appropriate cause to be acknowledged and recorded, any setback waiver, setback elimination or other document or instrument required by any governmental authority or that Tenant or such Affiliate deems necessary or convenient to the obtaining of any entitlement or permit. Section 7.7 Confidentiality. Subject to any duties imposed by law by reason of recordation of the Memorandum of Lease Agreement, Owner shall hold in confidence, and shall require its principals, officers, employees, representatives and agents to hold in confidence, for the sole benefit of Tenant, (i) any accountings, (ii) all information pertaining to the Rent and to calculation of Rent payments (including the sale price of power), (iii) any other financial information provided by or on behalf of Tenant, (iv) any books, records, computer printouts, product designs or information regarding Tenant or an Affiliate thereof and (v) any information regarding resource assessment, energy output or availability from Operations on the Property (collectively, "Confidential Information"), whether disclosed by Tenant or an Affiliate thereof or discovered by Owner, unless such Confidential Information either (i) is in the public domain by reason of prior publication through no act or omission of Owner or its principals, officers, employees, representatives or agents, or (ii) was already known to Owner at the time of disclosure and which Owner is free to use or disclose without breach of any obligation to any Person. Owner shall not use any such Confidential Information for its own benefit, publish or otherwise disclose such Confidential Information to others, or permit the use of such Confidential Information by others for their benefit or to the detriment of Tenant. Notwithstanding the foregoing, Owner may disclose such information to (1) Owner's lenders, attorneys, accountants and other personal financial advisors, or (2) any prospective purchaser of the Property; provided that in making such disclosure Owner advises the party receiving the information of the confidentiality thereof and obtains the agreement of said party to abide by the confidentiality provisions above, and Owner shall be responsible to Tenant for any failure of any such third party to do so. Owner may also disclose such information pursuant to any lawful subpoena or court order, in which case Owner shall give Tenant sufficient advance notice of such proceedings to allow Tenant to oppose the issuance of the same (or, if this is not possible, as much notice as is practicable). Notwithstanding the foregoing, certain Laws, such as Iowa Code Chapter 22, may require the disclosure of certain information or materials otherwise classified as Confidential Information, and no provision of this Agreement shall be construed to preclude Owner from disclosing information or materials that is required to be disclosed pursuant to any Laws, including but not necessarily limited to Iowa Code 21 Page 315 of 359 Chapter 22; provided, however, that prior to such disclosure required pursuant to any Laws, Owner shall promptly notify Tenant in writing of the request for disclosure and provide Tenant with copies of all relevant documents related to the request for disclosure and allow Tenant to take any and all actions Tenant deems necessary and appropriate to protect its Confidential Information, including, but not limited to, intervening in any legal proceedings related to the disclosure of the Confidential Information. Section 7.8 Division of Lease. If Tenant from time to time so requests and provided that no uncured Event of Default then exists under this Agreement, Owner shall promptly divide the Agreement into two (2) or more separate, independent agreements for separate and distinct solar power projects by entering into two or more new agreements that provide Tenant with separate leasehold rights to different portions of the Property, as designated by Tenant. Each of such new agreements shall (i) contain the same terms and conditions as this Agreement (except for any requirements that have been fulfilled by Tenant prior to the execution of such new agreements), (ii) be for a term equal to the remaining Term, (iii) contain a grant to Tenant of rights similar to the Lease Rights, covering such portion or portions of the overall Property as Tenant may designate, (iv) require payment to Owner of only a proportionate amount of Rent, and (v) enjoy the same priority as this Agreement over any Encumbrance created by Owner. Further, in the event of an uncured Event of Default (as defined below) by the Tenant under any such new agreement, such default shall not affect, or cause a termination of, this Agreement or any other separate new agreement. Section 7.9 Estoppel Certificates. Owner shall, within twenty (20) days after request by Tenant or any Lender, execute and deliver an estoppel certificate substantially in the form of Exhibit D, attached hereto, (i) certifying (if true) that this Agreement is in full force and effect and has not been modified, (ii) certifying (if true) that to the best of Owner's knowledge there are no uncured Events of Default hereunder, and no condition or event exists which, with the passage of time, would become an Event of Default (or, if any uncured Events of Default or any such conditions or events exist, stating with particularity the nature thereof), (iii) certifying the status of any conditions subsequent provided in this Agreement and (iv) containing any other certifications as may reasonably be requested. Any such statements may be conclusively relied upon by Tenant and any existing or proposed Lender. The failure of Owner to deliver any estoppel certificate within such time shall be conclusive upon Owner that (i) this Agreement is in full force and effect and has not been modified, (ii) there are no uncured Events of Default by Tenant hereunder, and no conditions or events exist which, with the passage of time, would become an Event of Default, (iii) any conditions subsequent set forth in this Agreement have been satisfied (except to the extent that such satisfaction, by the terms of this Agreement, is not due to occur until a future date) and (iv) the other certifications so requested are in fact true and correct. Section 7.10 Representations and Warranties of Owner. Owner hereby represents and warrants to Tenant that, as of the Effective Date: (a) (i) Owner is the sole fee owner of the Property (or the lesser interest designated in the Basic Terms and Conditions, as the case may be), and Owner's ownership interest is subject to no Encumbrances or any agreements that could affect Tenant's use, possession or occupancy of the Property except those filed in the Real Property Records and those unrecorded 22 Page 316 of 359 tenancies, lease agreements, claims of lease, or other occupancies or rights of Possession as enumerated in Exhibit B hereto, true and correct copies of which have been provided to Tenant, (ii) each Person signing this Agreement on behalf of Owner is authorized to do so, (iii) Owner has the full and unrestricted legal power, right and authority to enter into this Agreement, to grant the Lease and the Lease Rights to Tenant and to perform its obligations hereunder, (iv) no other Person (including any spouse) is required to join in this Agreement in order for the same to be fully enforceable by Tenant and for Tenant to enjoy all the rights and benefits accorded to it hereunder, (v) this Agreement, the Lease and the Lease Rights are and will be in full force and effect, without the necessity of any consent of or joinder herein by any other Person, (vi) this Agreement constitutes the valid and binding obligation of Owner, and is enforceable in accordance with its terms and (vii) Owner is not the subject of any bankruptcy, insolvency or probate proceeding. (b) To the best of Owner's knowledge, neither this Agreement nor the Property or any portion thereof is in violation of any Law. Each parcel of the Property is a separate legal parcel which may be developed, leased and financed in compliance with applicable subdivision laws and all local ordinances adopted pursuant thereto. (c) To the best of Owner's knowledge, there are no pending or threatened actions, suits, claims, legal proceedings or any other proceedings affecting or that could affect the Property or any portion thereof, at law or in equity, before any court or governmental agency. (d) To the best of Owner's knowledge, there are no commitments or agreements with any governmental agency or public or private utility affecting the Property or any portion thereof that have not been disclosed by Owner to Tenant and listed on Exhibit B hereto. (e) To the best of Owner's knowledge, there are no other material adverse facts or conditions relating to the Property or any portion thereof that could delay, interfere with, impair or prevent Operations or the exercise of any of Tenant's other rights under this Agreement, the Lease or the Lease Rights, or the financing of the Project. (f) To the best of Owner's knowledge, the Property is not enrolled in any and does not benefit from any tax abatements, reduced tax assessments, or other tax programs that are reasonably expected to be lost as a result of the construction and operation of the Project on the Property, resulting in an increase in taxes assessed against the Property. (g) Notwithstanding any other term or provision of this Agreement, except as expressly set forth in this Agreement, Owner does not provide any warranty or representation with respect to the condition of the Property or its suitability for Tenant's desired uses, and Owner does not, and cannot, provide any warranty or representation that Tenant will be issued or obtain all required or necessary permits, licenses, or approvals as required under any Laws. Owner shall reasonably support and cooperate with efforts undertaken by Tenant to secure any such required or necessary permits, licenses, or approvals (see Section 7.5). ARTICLE 8 DEFAULT; REMEDIES; PROTECTION OF LENDERS Section 8.1 Default. 23 Page 317 of 359 (a) Except as qualified by Section 8.2 and 8_4, if Tenant fails to perform its obligations under this Agreement (an "Event of Default"), then Owner shall have the right to seek actual monetary damages, specific performance, and/or injunctive relief if Tenant shall have failed to cure such Event of Default, within thirty (30) days in the case of a Monetary Default or within one hundred twenty (120) days in the case of a Non -Monetary Default, after Tenant has received written notice from Owner stating with particularity the nature and extent of such Event of Default and each Lender has received a duplicate copy of such notice as required by Section 8.4 (a "Notice of Default"); provided, however, that, in the case of a Non -Monetary Default, if the nature or extent of the obligation or obligations is such that more than one hundred twenty (120) days are required in the exercise of commercially reasonable diligence for performance of such obligation(s), then Tenant shall not be in default if Tenant commences such performance within such one hundred twenty (120) day period and thereafter pursues the same to completion with commercially reasonable diligence. For purposes hereof, a "Monetary Default" means an Event of Default consisting of the failure to pay when due any Rent or other monetary obligation of Tenant to Owner under this Agreement and any other Event of Default is sometimes referred to herein as a "Non -Monetary Default." (b) Owner's failure to perform any one of the following shall constitute an event of default of Owner ("Owner Event of Default"): (i) failure of any representation or warranty made by Owner in this Agreement to be true and correct in all material respects at any time during the Term, or (ii) the failure to comply with any provision of this Agreement, and such failure shall continue uncured for thirty (30) days after notice thereof by Tenant, provided that Owner is using commercially reasonable efforts to pursue such cure and provided, further, if such failure is not capable of being cured within such period of thirty (30) days with the exercise of reasonable diligence, then such cure period shall be extended for an additional reasonable period of time so long as Owner is exercising commercially reasonable efforts to cure such failure. Upon the occurrence and during the continuation of an Owner Event of Default, Tenant: (i) shall have the right to pursue any and all remedies under this Agreement, at law or in equity and (ii) may terminate this Agreement. The failure to obtain any permit, license, or approval, as required by any Laws by Tenant, shall not be a default of Owner. Section 8.2 Owner's Right to Terminate for Monetary Default. (a) If and only if a Monetary Default shall occur, and such Monetary Default is not disputed in good faith by Tenant or a Lender through implementation of the escrow described in (b) below, then notwithstanding anything to the contrary contained in this Agreement, Owner may terminate this Agreement while such Monetary Default is still continuing if both of the following occur: (i) Tenant fails to cure the Monetary Default within thirty (30) days after receipt of the written Notice of Default from Owner (with a simultaneous duplicate copy to each Lender as set forth in Section 8.1(a) and Section 8.4), and then Tenant fails to cure the Monetary Default within thirty (30) days after receipt of a second Notice of Default from Owner (with a simultaneous duplicate copy to each Lender), which states in 14 point bold and all capitalized print at the top of the first page of the Notice of Default: 24 Page 318 of 359 NOTICE OF DEFAULT: FAILURE TO RESPOND COULD RESULT IN TERMINATION OF LEASE, and (ii) all Lenders fail to cure the Monetary Default within the forty five (45) day period permitted to them after receipt of their duplicate Notice of Default, all pursuant to Section 8.4. (b) If Owner alleges that a Monetary Default has occurred but Tenant or any Lender, in good faith, disputes Owner's contention, Tenant or such Lender may deposit the amount in controversy in escrow with any reputable third party escrow agent, or may interplead the same, which amount shall remain undistributed until final, non -appealable decision by a court of competent jurisdiction or agreement of the parties. (c) Upon termination of this Agreement in connection with a Monetary Default, Owner shall be entitled to pursue any and all remedies or relief provided under this Agreement or otherwise available to Owner under Iowa law, including but not limited to, any action of any kind to evict, eject, or remove the Tenant or any of its property or assets from the Property, including but not limited to specific performance, or for damages. The Restoration Obligations of Tenant shall survive termination of this Agreement on the basis of a Monetary Default and, without limiting this subsection (c), Owner shall be entitled to commence an action of any kind to seek recovery of damages or other relief in connection with Tenant's failure to perform its Restoration Obligations following a termination of this Agreement by Owner for a Monetary Default. Any remedies or relief available to Owner shall survive any termination of this Agreement. Section 8.3 Limitation on Remedies. Except as otherwise expressly set forth in this Section 8, at all times after the Construction Commencement Date, Owner shall not (and hereby waives the right to) seek or commence any action or proceeding involving ejectment, eviction, removal of the Project from the Property, or any other similar remedy or rescission or reformation of this Agreement, and Owner shall be limited to the remedies authorized in Section 8.1 and 8.2 based on the type of Event of Default (Monetary or Non -Monetary); to be clear, Owner may only terminate this Agreement for uncured Monetary Default in accordance with Section 8.2. Each of the parties hereby waives any right to recover consequential damages, indirect or special damages or lost profits. except as otherwise permitted by this Agreement, and further subject to the qualification that any damages that arise directly from a default with respect to an obligation of Tenant or Owner shall not be construed as being an item of consequential damages or an indirect or special item of damages. In any event, however, lost revenue or loss profits shall not be recoverable. Section 8.4 Protection of Lenders. (a) If Tenant has assigned, hypothecated, mortgaged or pledged all or any portion of its right, title or interest under this Agreement, in the Lease, in the Lease Rights and/or in any portion of the Project, it shall promptly give notice of the same (including the address of the Lender) to Owner, together with a general description of the interest transferred; provided, however that the failure to give such notice shall not constitute a default or Event of Default under this Agreement but rather shall only have the effect that Owner shall not be required to recognize 25 Page 319 of 359 or be bound by such assignment, hypothecation, mortgage or pledge (and all notice and other requirements in this Article 8 benefiting such Lender shall accordingly be inapplicable to Owner) until such notice shall have been given. (b) Every Lender shall have the right, but not the obligation, (i) to make any payments due under this Agreement, and (ii) to do any other act or thing that may be necessary or appropriate to be done in the performance and observance of the terms hereof All payments so made and all things so done and performed by any Lender shall be as effective to prevent or cure any Event of Default under this Agreement as they would have been if made, done and performed by Tenant, and Owner agrees to accept such performance, payment and cure. Owner agrees to accept such payment and performance, and authorizes the performing Lender (or its employees, agents, representatives or contractors) to enter upon the Property to complete such performance with all the rights, privileges and obligations of Tenant hereunder. (c) Owner agrees for the benefit of each Lender that it will not, without the prior consent of such Lender (which consent shall be given or withheld on the basis of the documents governing the relationship between such Lender and Tenant): (i) amend or modify, or take any action causing, consenting to or accepting the amendment or modification of this Agreement, if such amendment or modification would reduce the rights or remedies of such Lender hereunder or impair or reduce the security for any Lender's Lien, (ii) by agreement with Tenant, cancel, terminate or suspend this Agreement, the Lease or the Lease Rights or (iii) take any action causing, consenting to or accepting the cancellation, termination or suspension of this Agreement, the Lease or the Lease Rights. (d) Owner shall deliver to each Lender a duplicate copy of any and all Notices of Default that Owner may from time to time deliver to Tenant, and such copies shall be delivered to each such Lender at the same time such Notices of Default are delivered to Tenant. Failure to serve a copy of any such Notice of Default to any Lender shall render the Notice of Default to Tenant ineffective. (e) Upon Tenant's failure to cure any Event of Default within the time provided in Section 8.1, the Lenders shall have an additional forty five (45) days (running concurrently for each Lender) after the expiration of the time provided in Section 8.1 and Section 8.2 to cure such Event of Default. However, if such Event of Default is a Non -Monetary Default and cannot, in the exercise of commercially reasonable diligence, be cured within such additional forty-five (45) day period, then such Lenders shall have such additional time (running concurrently for each Lender) to cure such Event of Default as may be reasonably necessary using commercially reasonable diligence. Any Non -Monetary Default that cannot be cured by such Lenders shall nevertheless be deemed to have been cured and remedied if (i) on or before forty five (45) days after receiving the Notice of Default from Owner, any such Lender shall have acquired Tenant's then -remaining right, title and interest in the Property, or shall have commenced foreclosure or other appropriate proceedings for such purposes and shall be prosecuting such proceedings to completion with commercially reasonable diligence, (ii) any such Lender shall have fully cured within such forty five (45) day period any failure to perform any monetary obligations of Tenant hereunder and shall thereafter continue to perform such monetary obligations, and (iii) after obtaining Tenant's then -remaining right, title and interest in the Property, any such Lender 26 Page 320 of 359 commences performance of the non -monetary obligations of Tenant hereunder and thereafter pursues the same to completion with commercially reasonable diligence. All rights of Owner to terminate this Agreement as a result of the occurrence of a Monetary Default hereunder shall be expressly conditioned upon (i) each such Lender having first received a copy of the Notice of Default as and when provided in Section 8.4(d) and (ii) such Lenders having together failed to cure the Event of Default (or, in the case of a Non -Monetary Default, acquire possession of the Property or commence foreclosure or other appropriate proceedings) as set forth, and within the time specified, in this Section 8.4(e). (f) If any such Lender is prohibited by any process or injunction issued by, or by reason of any action of, any court having jurisdiction over any bankruptcy, reorganization, insolvency or other debtor -relief proceeding from commencing or prosecuting foreclosure or other appropriate proceedings, then the times specified in Section 8.4(e) for commencing or prosecuting such foreclosure or other proceedings shall be extended for the period of such prohibition; provided, however, that such Lender (or another Lender) shall have fully cured, within the time specified in Section 8.4(e), any failure to perform any monetary obligations of Tenant hereunder, and shall thereafter continue to perform such monetary obligations when and as due hereunder. (g) The transfer of Tenant's interest under this Agreement to any Lender and/or to one or more purchasers or tenants (i) at a foreclosure sale by judicial or nonjudicial foreclosure and sale, (ii) by a conveyance by Tenant in lieu of foreclosure or (iii) by any other assignment or conveyance, including by a Lender following foreclosure and sale, or as a result of any other legal proceeding, shall not require the consent of Owner, provided that such Lender and/or purchaser shall provide written notice to Owner of the transfer of Tenant's interest under this Agreement not later than thirty (30) days thereafter, and Owner agrees that upon such foreclosure, sale, conveyance, assignment or other proceeding, Owner shall recognize such Lender or such other purchaser(s) or Tenant(s) as the successor to Tenant under this Agreement; provided, however, that, subject to Section 8.4(i), such Lender or such purchaser or Tenant assumes the obligations of Tenant under this Agreement and pays all amounts in arrears due from Tenant to Owner hereunder. (h) Neither the bankruptcy nor the insolvency of Tenant shall be grounds for terminating this Agreement. If this Agreement is rejected by a trustee or debtor -in -possession in any bankruptcy or insolvency proceeding, or if this Agreement is terminated for any reason in connection therewith, and if, within sixty (60) days after receiving notice of such rejection or termination, any Lender shall so request, then, so long as such Lender has cured any Monetary Default and is making commercially reasonable efforts to cure any Non -Monetary Default as provided herein, Owner shall execute and deliver to such Lender or its designee a new agreement, which new agreement shall (i) be on the same terms and conditions as this Agreement (except for any requirements that have been fulfilled by Tenant prior to rejection or termination of this Agreement), (ii) be for a term equal to the remaining Term before giving effect to such rejection or termination, (iii) contain a lease of the portion of the Property in which such Lender had an interest on the date of such rejection or termination, (iv) contain a grant to the Lender of lease rights similar to the Lease Rights, covering such portion or portions of the overall Property as such Lender may designate, (v) require payment to Owner of only a proportionate amount of Rent, (vi) enjoy the same priority as this Agreement over any lien, Encumbrance or other interest created 27 Page 321 of 359 by Owner, and (vii) be executed within thirty (30) days after receipt by Owner of notice of the Lender's election to enter into a new agreement. (i) No Lender shall have any duty, obligation or liability under this Agreement prior to the time of its entry into physical possession of the Property or its commencement of performance of Tenant's obligations under this Agreement or under a new agreement entered into as provided in Section 8.4(h). If a Lender elects to perform Tenant's obligations under this Agreement or to enter into a new agreement as provided in Section 8.4(h), then such Lender shall not have any personal liability to Owner for the performance of such obligations, and the sole recourse of Owner in seeking the enforcement of such obligations shall be to such Lender's interest in the Project and under this Agreement. If a Lender assigns its interest in this Agreement or in a new agreement entered into pursuant to Section 8.4(h) to any Person, then, provided that such assignee assumes the obligations of Tenant (or such Lender, as the case may be) under this Agreement, such Lender shall be released from any further liability hereunder. (j) There shall be no merger of the Lease or the Lease Rights, or of the leasehold estate or interest created thereby, with the fee estate in the Property by reason of the fact that the Lease, the Lease Rights or said leasehold estate may be held, directly or indirectly, by or for the account of any Person who owns such fee estate or any interest therein, and no such merger shall occur unless and until all persons then having an interest in such fee estate and all persons (including any Lender) then having an interest in or under the Lease or the Lease Rights, shall join in a written instrument effecting such merger and duly record the same. (k) Without limitation as to Tenant's rights under Section 7.3(b), if there is an existing deed of trust, mortgage or similar security instrument or Encumbrance creating a lien against the Property (each a "Mortgage"), Owner agrees to promptly obtain from the holder of each such Mortgage (each, a "Mortgagee"), an executed subordination and non -disturbance agreement (an "SNDA") assuring Tenant, any holder of a sub -easement and/or a sublease, and their respective Lenders that notwithstanding any default by Owner, or any foreclosure or deed in lieu thereof, Tenant's (and its successors', assigns', sublessees', and subeasement holders') rights under this Agreement shall continue in full force and effect and their use and possession of the Property shall remain undisturbed in accordance with the provisions of this Agreement. Such SNDA will be in a form reasonably acceptable to Tenant, any holder of a subeasement and/or a sublease, and their respective Lenders, and, at Tenant's sole option, shall be in the form of a direct SNDA with a holder of a subeasement and/or sublease. ARTICLE 9 ASSIGNMENT AND SUBLETTING Section 9.1 Right to Assign or Sublet. Tenant may assign or sublet or apportion or grant subeasements in or to all or any of Tenant's right, title and interest under this Agreement, in the Lease and/or in the Lease Rights so long as written notice of such assignment is provided to Owner after such assignment is effective. Upon any assignment of all of Tenant's right, title and interest under this Agreement, in the Lease and in the Lease Rights, the assigning Tenant shall automatically (without the need for any writing) be released from all of its obligations and liability under this Agreement, except for liabilities that accrued prior to the date of such transfer. 28 Page 322 of 359 Section 9.2 Right To Encumber. Tenant may, at any time and from time to time, conditionally or unconditionally, without obtaining the consent of Owner, hypothecate, mortgage, grant or pledge all or any portion of Tenant's right, title or interest under this Agreement, in the Lease, in the Lease Rights and/or in any portion of the Project to any Lender as security for the repayment of any indebtedness and/or the performance of any obligation relating in whole or in part to the Project or Operations (a "Lender's Lien"). ARTICLE 10 GENERAL PROVISIONS Section 10.1 Insurance. Tenant shall obtain and keep in effect a broad form commercial general liability insurance policy (or its contemporary equivalent), including bodily injury and property damage coverage, with a limit of no less than Five Million Dollars ($5,000,000), during the Production Term, and no less than Two Million Dollars ($2,000,000), during the Development Term and the Construction Term, of combined single limit liability coverage per occurrence, accident or incident, with a commercially reasonable deductible. The Tenant shall cause the Owner to be named as an additional insured in such policy, and such policy shall be issued on a primary and non-contributory basis and Tenant shall deliver to the Owner a certificate of insurance evidencing said policy, which certificate shall provide that (i) the Owner shall be given notice of any cancellation or termination of such insurance in accordance with policy terms but not less than thirty (30) days and (ii) the insurer waives all rights of subrogation against Owner in connection with any loss or damage covered by such policy. Tenant may satisfy its insurance obligations under this Section 10.1 through individual insurance policy or policies, blanket insurance policies or through a program of self-insurance. Owner will carry commercial general liability insurance coverage covering Owner's indemnity obligations hereunder as well as occurrences, accidents and incidents resulting from Owner's actions on the Property that (1) occur from and after the Effective Date (regardless of when the claim is filed) and (2) result of bodily injury, personal injury or death to any Person and/or damage or destruction of property. Said insurance shall have a combined single limit of liability per occurrence of not less than one million dollars ($1,000,000) on a single limit / primary basis and not less than two million dollars ($2,000,000) on an aggregate basis, or such greater amounts as are typical for comparable projects. Tenant and Lender (if any) shall be named as additional insureds under Owner's Commercial General Liability policy. Upon written request by Tenant, Owner shall deliver to Tenant a certificate of insurance evidencing said policy, which certificate shall provide that (i) the Tenant and Lender (if any) shall be given notice of any modification, cancellation or termination of such insurance in accordance with policy terms, and (ii) the insurer waives all rights of subrogation against Tenant in connection with any loss or damage covered by such policy. Section 10.2 Environmental Matters. (a) Owner represents and warrants that, to the best of Owner's knowledge: (i) the Property is in compliance with Environmental Laws (defined below); and (ii) there are no Hazardous Materials (defined below) in, on, or under the Property, other than herbicides, pesticides and fertilizers that have been stored, mixed and applied on the Property in compliance with normal agricultural practices and in compliance with Environmental Laws. The Tenant acknowledges that Owner has not performed due diligence, testing, examinations, studies, or related activities with respect to the Property subject to this Agreement. 29 Page 323 of 359 (b) Tenant assumes responsibility for and agrees to comply with (i) all Environmental Laws applicable to Tenant's use of the Property and (ii) all remediation and other requirements of Environmental Laws related to Hazardous Materials, to the extent located on or released on, from or onto, the Property by Tenant or its contractors. Owner assumes responsibility for and agrees to comply with (i) all Environmental Laws applicable to (A) Owner's use of the Property, or (B) any conditions existing prior to Tenant's first use of the Property pursuant to this Agreement, and (ii) all remediation and other requirements of Environmental Laws related to (as well as all consequences of the existence of) Hazardous Materials located on or released on, from or onto, the Property prior to Tenant's first use of the Property or as a result of the acts or omissions of Owner or its employees, agents, invitees, contractors or tenants (other than Tenant). (c) "Environmental Laws" means any and all federal, state, local, and foreign environmental, health and/or safety -related laws, ordinances, codes, rules, regulations (as interpreted by judicial and administrative decisions) relating to protection of the environment, health and safety, and natural resources. Environmental Laws includes the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended ("CERCLA"), the Resource Conservation and Recovery Act ("RCRA"), 42 U.S.C. Sec. 6901 et seq., the rules and regulations of and enforced by the Iowa Department of Natural Resources ("Environmental Code"), and the common law. (d) "Hazardous Materials" means (i) any and all substances, materials, chemicals, and wastes regulated by Environmental Laws; (ii) "hazardous substance," "pollutant or contaminant," "petroleum," and "natural gas liquids" as such terms are defined or used in Section 9601 of CERCLA or by the Environmental Code; or (iii) hazardous wastes, as defined by RCRA. (e) No liability shall arise in Tenant from the mere discovery of facts or conditions existing or pertaining to the Property. Section 10.3 Use of Water. (a) Owner hereby grants to Tenant a non-exclusive right to use water from any and all existing wells on the Property (the "Wells"), together with associated rights to access the Wells, in connection with the Project. The Wells may not be used by Tenant for other purposes or the water sold to third parties. Tenant shall have no obligation to maintain, repair, or replace the Wells; provided, however, that if Tenant's, or its contractors', employees', agents, invitees', representatives', or tenants' use of the Wells directly damages or destroys a Well, Tenant shall reimburse Owner for the reasonable and actual costs for the repair of the Well. Tenant agrees that its use and enjoyment of the Wells shall be undertaken in a manner that does not materially interfere with Owner's use and enjoyment of the Wells. (b) To the extent permitted by applicable Laws, Owner grants to Tenant, at Tenant's sole cost and expense, the right to install, construct, drill, maintain, repair, replace, relocate, remove and reconstruct a water well, water line, and related facilities on the Property in connection with the Project (the "Well Facilities"). 30 Page 324 of 359 (c) To the extent permitted by applicable Laws, Owner leases to Tenant the right to use the surface water pertaining or appurtenant to the Property in connection with the Proj ect. (d) Tenant shall pay Owner, or a governmental entity as directed by applicable Laws, the fair market value per acre foot of water delivered to and used by Tenant calculated based on the location of the Property and subject to applicable Laws. Section 10.4 Indemnity. Owner and Tenant, on behalf of itself and its principals, members, officers, employees, agents, representatives, contractors, successors and assigns (the "Indemnifying Party"), shall indemnify, defend and hold harmless the other party and its principals, members, officers, employees, agents, representatives, contractors, successors and assigns (collectively, the "Indemnified Party") from and against any Expenses, including arising from (i) physical damage to property (including the personal property of the Indemnified Party) or physical injury to or death of any person, in each case to the extent caused by the negligence or misconduct of the Indemnifying Party, (ii) any violation by the Indemnifying Party of any Law, or (iii) any material default by the Indemnifying Party, or any failure to be true of any representation or warranty made by the Indemnifying Party, under this Agreement. The reference to property damage in the preceding sentence does not include losses of rent, business opportunities, profits and other consequential damages that may result from Owner's loss of use of any portion of the Property occupied by the Project pursuant to the Lease or the Lease Rights; provided, however, that an Indemnifying Party shall have no obligation to indemnify or defend any Indemnified Party with respect to any Expenses that result or arise from an Indemnified Party's acts or omissions, negligence or willful misconduct. The parties acknowledge that if Owner is a quasi -governmental entity that may have limited legal authority and financial capacity to indemnify Tenant; then in the event the Indemnifying Party under this Section is Owner, Owner shall indemnify Tenant to the extent of its legal and financial capacity. Section 10.5 Safety Measures; Waiver and Recognition. (a) Owner authorizes Tenant to take reasonable safety measures to reduce the risk of damage to the Project or the risk that the Project will cause damage, injury or death to people, livestock, other animals or property, and Tenant may construct fencing around the Project and take other security precautions if Tenant determines, in its sole discretion, that such fencing and/or security measures will reduce such risks of damage, death or injury or will protect Tenant's property. The cost of any fencing constructed by Tenant, or of any other such security measures taken by Tenant, shall be borne solely by Tenant. Owners shall comply with all safety, environmental, security, or other procedures reasonably set forth by Tenant as required for compliance with all applicable rules, regulations, laws, orders, and standards, including those set forth by the Federal Energy Regulatory Commission, the North American Electric Reliability Corporation (including the Critical Infrastructure Protection standards), any other applicable regulatory authority, and any other applicable standard setting -entity generally recognized in the energy industry. (b) Owner is aware of the potential risks associated with electromagnetic and stray voltage resulting from the production and transmission of electricity, and knowingly waives 31 Page 325 of 359 all claims resulting from these causes, and owner shall have no right to indemnity pursuant to Section 10.4 for any such claims. Owner additionally recognizes the need to exercise extreme caution when in proximity to any portion of the project and the importance of respecting gates, fences, signage, rules and other safety measures utilized by tenant, and owner agrees to exercise such caution and respect such measures at all times and to cause its principals, members, officers, employees, agents, representatives and contractors to do the same, with failure to do so constituting a material default and subjecting owner to an obligation of indemnity for the consequences thereof as set forth in Section 10.4. Section 10.6 Casualty and Condemnation. (a) If all or part of the Property is proposed to be taken as a result of any action or proceeding in eminent domain, or is proposed to be transferred in lieu of condemnation to any authority entitled to exercise the power of eminent domain (collectively, a "Taking"), Owner shall provide Tenant with immediate written notice of any impending proceeding or meeting related to such Taking and shall not in the absence of Tenant settle with the Taking authority or agree on compensation for such Taking. (b) After payment of all reasonable fees and expenses incurred by Owner and/or Tenant in collecting the award, any award or other compensation ("Award") payable as a consequence of such Taking shall be paid to Owner and Tenant in accordance with their interests in the Property, as follows: (i) Tenant shall first be entitled to receive out of the Award (A) the value of the leasehold estates pursuant to the Lease and the Lease Rights in the portions of the Property subject to the Taking that would have existed but for the Taking; and (B) the value of the Project; and (C) any other compensation or benefits payable by law to Tenant as a consequence of the interruption of Tenant's business and the other costs and expenses incurred by Tenant as consequence of the Taking; and thereafter, (ii) Owner shall be entitled to receive out of the Award (A) the value of its fee interest in the Property; and (B) any remainder of the Award. (c) This Agreement shall terminate as to any portion of the Property so condemned or taken (except in the case of a temporary Taking after the duration of which Tenant desires to continue this Agreement, and the Term shall be extended, in such event, by the duration of such temporary Taking). (d) Following any casualty event affecting the Property, or any other facilities installed thereon by Tenant, including, without limitation, any earthquake or wildfire, Tenant shall have the right to terminate this Agreement in the event any of the following events occurs: (i) Net insurance proceeds (after deducting the cost of recovery of such proceeds) are not available to pay one hundred percent (100%) of the cost of such repair, excluding any deductible that Tenant may be required to pay pursuant to other provisions of this Agreement; 32 Page 326 of 359 (ii) The Property or any facilities installed thereon by Tenant cannot, with reasonable diligence, be fully repaired by Tenant within one hundred twenty (120) days after the date of the damage or destruction; or (iii) The Property or any facilities installed thereon by Tenant cannot be safely repaired because of the presence of hazardous factors, including, but not limited to, earthquake faults, radiation, chemical waste and other similar dangers. (e) If Tenant elects to terminate this Agreement, pursuant to Section 10.6(d), Tenant may give Owner written notice of its election to terminate within thirty (30) days after such damage or destruction, and this Agreement shall terminate fifteen (15) days after the date Owner receives such notice. To the extend received by Tenant and applicable to such casualty event, proceeds from insurance maintained by Tenant under Section 10.1 of this Agreement shall be used by Tenant to complete the Restoration Obligations. If Tenant elects not to terminate this Agreement, Tenant shall, following the date of such damage or destruction, commence the process of obtaining necessary permits and approvals, and shall commence repair of its facilities on the Property as soon as practicable and thereafter prosecute the same diligently to completion, in which event this Agreement shall continue in full force and effect. All insurance proceeds from insurance maintained by Tenant under Section 10.1 shall be disbursed and paid to Tenant. Tenant shall not be entitled to any compensation or damages from Owner for loss of the use of the Property, damage to Tenant's facilities or personal property or any inconvenience occasioned by such damage, repair or restoration Section 10.7 Notices. Any notices, statements, requests, demands, consents, correspondence or other communications required or permitted to be given hereunder shall be in writing and shall be given personally, by certified or registered mail, postage prepaid, with delivery confirmation, return receipt requested, or by overnight or other courier or delivery service, freight prepaid, to the address of the party to be notified indicated in the Basic Terms and Conditions (and if to a Lender, the address indicated in any notice to Owner provided under Section 8.4(a)). If to Tenant, a copy shall also be sent (which shall not constitute notice) to any and all Lenders, to Tenant's counsel at the address below, and any other party designated by Tenant in writing. With a copy to: Carl H. Bivens, Esq. Troutman Pepper Locke 1001 Haxall Point Richmond, Virginia 23219 Notices delivered by hand shall be deemed delivered when actually received, and notices sent by certified or registered mail with delivery confirmation or by overnight or other courier or delivery service shall be deemed delivered upon actual receipt, and shall be deemed to have been given on the day of actual delivery to the intended recipient (as evidenced by written acceptance of delivery by the recipient) or on the day delivery is refused. Owner and Tenant and any Lender may change its address for receipt of notices by sending notice hereunder of such change to the other party (in the case of a Lender, both parties) in the manner specified in this Section. Notwithstanding the foregoing, any amounts payable to Owner under this Agreement shall be deemed tendered three (3) days after a check for the same, addressed to Owner's address above, is deposited in the United 33 Page 327 of 359 States mail, first-class postage prepaid. Section 10.8 Force Majeure. Notwithstanding any other provision of this Agreement, the obligations of Owner and Tenant under this Agreement (other than monetary obligations, none of which shall be excused or delayed by reason of this Section) shall be suspended and excused, and the term, and any other time periods set forth herein shall continue and be extended for a like period of time, while such party is hindered or prevented, in whole or in part, from complying with any term, covenant, condition or provision of this Agreement, by any Event of Force Majeure. Section 10.9 Meetings with Third Persons. During the Term, Tenant and its representatives, agents and contractors shall have the right to (i) meet with governmental agencies and with any other Persons with whom Owner has contractual arrangements in connection with or relating to the Property or any portion thereof, and (ii) discuss with any such Persons the terms of this Agreement, the terms of any contractual arrangements between Owner and any such Person, and any other matters relating to the Property or Tenant's intended use of the Property. Section 10.10 Termination. (a) Tenant shall have the right to terminate this Agreement as to all or any portion of the Property at any time and without cause, and shall execute and cause to be acknowledged and recorded in the Real Property Records a release describing the portion of rights, title or interest released, which release shall be deemed delivered to and accepted by Owner upon such recordation. Tenant shall provide Owner notice of any such termination. The portion of the Property remaining after any partial termination of this Agreement shall thereafter be the "Property" for purposes of this Agreement and all payment amounts based on acreage shall be adjusted accordingly. Upon termination of the Lease in its entirety prior to the Construction Commencement Date, Tenant shall not have any obligations with respect to the Restoration Term or the Restoration Obligations. (b) No act or failure to act on the part of Tenant (including, without limitation, non-use of any portion of the Property for any particular period of time) shall be deemed to constitute an abandonment or surrender of the Lease, the Lease Rights or any portion thereof other than Tenant's releases given pursuant this Section 10.10. (c) Following the expiration or earlier termination of this Agreement and Tenant's completion of its obligations with respect to the Restoration Term, Tenant shall execute and cause to be acknowledged and recorded in the Real Property Records a release of all of Tenant's right, title and interest in the Property. (d) Notwithstanding any other Section or provision of this Agreement to the contrary, Owner shall have the right to terminate this Agreement at any time, with or without cause, during the Restoration Term. The limitation of remedies available to Owner hereunder shall otherwise apply in the event Owner terminates this Agreement during the Restoration Term. In the event Owner terminates this Agreement during the Restoration Term, then all of Tenant's obligations under the Restoration Term, including, without limitation, satisfaction of the 34 Page 328 of 359 Restoration Obligations, shall become null and void and Tenant shall not have any further obligations with respect to the Restoration Term or Restoration Obligations. Section 10.11 Third Party Beneficiaries. Except with respect to the rights of Lenders (which Lenders are hereby expressly made third party beneficiaries hereof to the extent of their respective rights hereunder), the agreements and covenants contained herein are made solely for the benefit of Owner and Tenant, and shall not be construed as benefiting any Person who is not a party to this Agreement. Section 10.12 Attorneys' Fees. In the event of any litigation related to the interpretation or enforcement hereof, or which in any other manner relates to the Lease, the Lease Rights, this Agreement or the Property, the prevailing party shall be entitled to recover from the other party all of its attorneys' fees and court and other costs awarded by a court of competent jurisdiction. Section 10.13 Covenants Running With the Land. The Property shall be held, conveyed, assigned, hypothecated, encumbered, leased, used and occupied subject to the provisions of this Agreement, which provisions shall run with the Property, and shall be binding upon and inure to the benefit of the parties and each other Person having any interest therein during their ownership thereof, and their respective tenants, heirs, executors, administrators, successors and assigns. Section 10.14 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the state in which the Property is situated. Section 10.15 Memorandum. Concurrently with execution hereof, the parties shall execute a Memorandum of Lease Agreement in the form attached to this Agreement as Exhibit C and cause it to be acknowledged and recorded in the Real Property Records at Tenant's cost. Section 10.16 Joint and Several Liability. If Owner consists of more than one Person, each reference herein to "Owner" shall include each Person signing this Agreement as or on behalf of Owner and the liability of each Person signing this Agreement as Owner shall be joint and several. Section 10.17 Binding on Partial Interests. If this Agreement is not executed by one or more of the persons or entities comprising the Owner herein, or by one or more persons or entities holding an interest in the Property, then this Agreement shall nonetheless be effective, and shall bind all those persons and entities who have signed this Agreement. Section 10.18 Savings Clause. If any term or provision hereof is held to be invalid, void or otherwise unenforceable by any court of competent jurisdiction, then the same shall not affect the validity or enforceability of any other term or provision hereof, the terms and provisions hereof being severable. Section 10.19 No Waiver. The waiver of any covenant, condition or agreement contained herein shall not constitute a waiver of any other covenant, condition or agreement herein or of the future performance thereof. 35 Page 329 of 359 Section 10.20 Entire Agreement; Modifications; Conflicts. This Agreement, including any Exhibits attached hereto, contains the entire agreement between the parties in connection with any matter mentioned or contemplated herein, and all prior or contemporaneous proposals, agreements, understandings and representations, whether oral or written, are merged herein and superseded hereby. No modification, waiver, amendment, discharge or change of this Agreement shall be valid unless the same is in writing and signed by the party against whom the enforcement thereof is sought. The submission of this document for examination and negotiation does not constitute an offer to lease, or a reservation of, or option for, the Property, and this document shall become effective and binding only upon the execution and delivery hereof by both Owner and Tenant. In the event of a conflict between the provisions contained in the Basic Terms and Conditions and the provisions of the body of this Agreement, the provisions of the Basic Terms and Conditions shall control. Section 10.21 Multiple Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which when taken together shall constitute one and the same document. Section 10.22 Provision of Copy of Lease. After execution by all parties to the Agreement, if Owner so requests in writing, Tenant shall provide, within thirty (30) days of receipt of such written request, Owner one (1) complete copy of this Agreement. Section 10.23 Cooperation on Owner's Interest. It is the intent of the parties hereto that all of Owner's undivided ownership interest in the Property be leased to Tenant hereunder. Owner agrees that in the event Owner's undivided ownership interest in the Property is more or less than that specified in the Basic Terms and Conditions, Owner shall, at no additional cost to Tenant, execute any and all amendments to this Agreement, the Memorandum of Lease Agreement (such amendment in recordable format) and such other documents as reasonably required to reflect Owner's proper undivided ownership interest. Owner agrees to reasonably cooperate with Tenant in completing any such amendments and in facilitating associated corrections with any title company working with Tenant. Section 10.24 Limited Accessway. Tenant shall have the right to require Owner to relocate the North Gate (as defined below) and/or the Beacon (as defined below) upon thirty (30) days prior written notice, at Tenant's sole cost and expense, to a location outside of the Property. Upon such relocation, Owner and Tenant shall enter into an amendment to this Agreement to update this Section 10.24 and Exhibit A-1 to accurately reflect Owner's access rights under this Section 10.24. Upon at least forty-eight (48) hours prior written notice to Tenant (except in the case of emergency where Owner shall use commercially reasonable efforts to provide prior written notice to Tenant), Owner shall have the right to access certain portions of the Property depicted as "Beacon" (the "Beacon") and "FAA Facility" (the "FAA Facilities") on Exhibit A-1 attached hereto and by reference made a part hereof; provided, such access to the Beacon and FAA Facilities shall be limited to entering the Property through the gates depicted as "North Gate" (the "North Gate") and "South Gate" (the "South Gate") on Exhibit A-1, and such access shall be limited to use of the area shown as "Optional Access route (Approx. 4.49 acres" on Exhibit A-1 (the "Limited Accessway"). Owner shall adhere to all security measures and protocols of Tenant, and Tenant shall have the right to have a representative present during such access over the Limited 36 Page 330 of 359 Accessway to the Beacon and/or FAA Facilities. Further, Owner's indemnity obligations under Section 10.4 shall include Owner's access rights and use of the Limited Accessway under this Section 10.24. Tenant shall not construct or install Solar Panels within those portions of the Property where the Beacon, FAA Facilities, or Limited Accessway are located, but Tenant shall have all other rights granted by this Agreement with respect to such portions of the Property, including, without limitation, installation of other Solarpower Facilities (such as transmission lines) over the Limited Accessway. Section 10.25 Restricted Area. Notwithstanding any provision of this Agreement to the contrary, Tenant shall not construct or install Solar Panels on that portion of the Property identified on Exhibit A-2 attached hereto as the "Solar Panel Restricted Area (Approx. 1,121 Acres)" (the "Restricted Area"), but Tenant shall have all other rights granted by this Agreement with respect to such portion of the Property, including, without limitation, installation of other Solarpower Facilities (such as transmission lines). [THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] 37 Page 331 of 359 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed and delivered by their duly authorized representatives as of the Effective Date. OWNER: City of Waterloo By: Printed Name: Mayor Title: Chief Executive Officer of the City, and Presiding Officer of the Council [Signature Page] Page 332 of 359 TENANT: GRAND HUSK SOLAR, LLC a Delaware limited liability company By: Printed Name: Title: [Signature Page] Page 333 of 359 Attachments: Exhibit A — Description of Property Exhibit A-1 — Limited Accessway Exhibit A-2 — Restricted Area Exhibit B — Permitted Encumbrances Exhibit C — Memorandum of Lease Agreement Exhibit D — Form of Estoppel Certificate Page 334 of 359 EXHIBIT A Description of Property 501.45 acres of land, more or less, in Black Hawk County, Iowa, identified as follows: A Portion of Parcel Number: 891305101016 Acreage: 283 Legal Description: Ni Nib} Soc. 52-90-15j 3E N'a.1 Sec. 32-90-13. NEl NEB- Sec. 32-90-13: NW- NEi Sec. 32-90-13 SE- NE- Sec. 32-90-13' s NE4 Sec. 32-90-13 NE- SE- Sec. 32-90-13 NW-4SE4 sec. 32-90-13 NE -a ;: Sec. 33-00-13i Sirl Sec. 33-20-13; NW S,l; Sec. 33-90-13; Si.+ SW Sec. 33-90-13. SE1 Sec. 33-90-13 atIfit_ r_gct•.9M-. (E.defil..�).- Qr. .tebe_kloithreati_cv rter._. .__0175_ . _QC.ae...qti9rt_ '{o,_tomt_ (t .Utsi.tbr_10t :-0e.p€n.4a0 ._. �lxi drift -i cke4t. (37.3.) . Ar.rtc. . the. XVtit ..?r3ct.t4uol.•.Vat ra..I). cttthe. .Nort a;;t. .fYactiQn4 . P.u3.rtr-r. (NE. Xr1.. .. -.... _ 4cct 2n/our._(4i)t. All._ in. Tor:x=141p. • North . ..._.. W_ _ (13). =4e15t _QC the . 5t: P..'I.... AND Exhibit A Page 335 of 359 Parcel Number: 901330326003 Acreage: 26.74 Parcel Number: 901331201001 Acreage: 38.48 Legal Description of Parcel Numbers 901330326003 and 901331201001: The Northeast Quarter of the Southwest Quarter of Section Nc. Thirty (30); and the Northwest Quarter of the Northeast Quarter of Section No. Thirty-one (31), all in Township No. Ninety (90) North, Range No. Thirteen (13) West of the Fifth Principal Meridian, in Black Hawk County, Iowa, except legal hit -!ways. AND Parcel Number: 901330476001 Acreage: 38.00 Legal Description: The Southeast Quarter of the Southeast Quarter of Section No. Thirty (30), Township No. Ninety (90) North, Range No. Thirteen (13) West of the Fifth Principal Meridian, Black Hawk County, Iowa. AND Parcel Number: 901331226001 Acreage: 38.00 Legal Description: The Northeast Quarter of the Northeast Que,ter of Section No. Thirty-one (31), Township No. Ninety; (90) North, Range No. Thirteen (13) West of the Fifth Principal Meridian, Black Hawk County, Iowa. AND Parcel Number: 901331276001 Acreage: 39 Parcel Number: 901331251002 Acreage: 38.23 Page 336 of 359 Legal Description of Parcel Numbers 901331276001 and 901331251002: The South One-half or the Northeast Quarter of Section fJo. Thi rty-one (31), Township No. Ninety (90) North, Range No. Thirteen (13) West of the Fifth (5th) Principal Meridian, Black Hawk County, Iowa. Page 337 of 359 EXHIBIT A-1 Limited Accessway • .il onal Airperl Parcel ID: 891305101016 Approx. Acreage: 1,355.76 1.60G 3,200 Feet Sources_ Esll, iarniom, [,armdL FAO, NOAA. uSGS [c} OpenSueerlhap contributes. and the GIS User Corn Fri ity 0 Airport Boundary North Gate Optional Access route (AGprox.4.19 ones) 1. suotry Gete C) Bea°°n * FM Facility Page 338 of 359 EXHIBIT A-2 Restricted Area Page 339 of 359 218 Lone Tree Rd Big Woods Campground Area Cedar Woods Disc Golf Course Parcel IDs: 891305101016, 901330326003, 901331201001, 901330476001,901331226001,901331276001,& 901331251002 Approx. Acreage: 1,556 acres N � x E Lake St North industrial Park cc W Dunkorton Rd US-H+ghway�2ti_6 218 0 7,900 Feet i I Genrne Wvth VA Property Boundary Solar Panel restricted Area (Approx. 1,188.7 acres) Page 340 of 359 EXHIBIT B Permitted Encumbrances (None, unless listed below) Page 341 of 359 EXHIBIT C Memorandum of Lease Agreement [full document begins on following page] Exhibit C-1 Page 342 of 359 This document was prepared by and after recording return to: Attn: Lease & Title Department Grand Husk Solar, LLC 320 N. Sangamon Street, Suite 1025 Chicago, Illinois 60607 Telephone Number: Parcel Identification Numbers: 891305101016, 901330326003, 901331201001, 901330476001, 901331226001, 901331276001, and 901331251002 MEMORANDUM OF LEASE AGREEMENT THE STATE OF IOWA § § COUNTY OF BLACK HAWK § KNOW ALL PERSONS BY THESE PRESENTS: THIS MEMORANDUM OF LEASE AGREEMENT (this "Memorandum"), is made, dated and effective as of (the "Effective Date"), by CITY OF WATERLOO of 715 Mulberry St. Waterloo, IA 50703 ("Owner"), and GRAND HUSK SOLAR, LLC, a Delaware limited liability company, with offices at 320 N. Sangamon Street, Suite 1025, Chicago, Illinois 60607 ("Tenant"), with regards to the following: 1. Solar Agreement. Owner and Tenant did enter into that certain Lease Agreement of even date herewith (the "Agreement"), which affects the real property located in the County of Black Hawk, State of Iowa, as more particularly described in Exhibit A attached hereto (the "Property"). Capitalized terms used and not defined herein have the meaning given the same in the Agreement. 2. Grant of Rights. The Agreement grants Tenant: (a) the exclusive right to study, develop and use the Property for converting solar energy into electrical energy and collecting and transmitting the electrical energy so converted; (b) the exclusive right to access, relocate and maintain the "Project," as that term is defined in the Agreement, on the Property; (c) an exclusive right to capture, use and convert the unobstructed solar resources over and across the Property; (d) a non-exclusive right for any audio, visual, view, light, shadow, noise, vibration, air turbulence, wake, electromagnetic or other effect of any kind attributable to the development of the Property for solar energy purposes and operation of the Project; (e) the right to subjacent and lateral support for the Project; (f) the right of ingress to and egress from the Project on, under, over and across the Property by means of (A) roads and lanes thereon if existing or (B) such routes, roads and lanes as Tenant may construct from time to time as provided in the Agreement; (g) the exclusive right to erect, construct, reconstruct, replace, relocate, remove, operate, maintain and use, on, under, over and across the Property, in connection with Project overhead and underground electric transmission and communication system lines and facilities; and (h) the right to undertake any Exhibit C-2 Page 343 of 359 other activities, as permitted in the Agreement, necessary to accomplish the purposes of the Agreement. 3. Term; Extensions. The Agreement shall be for an initial Development Term of up to seven (7) years from the Effective Date. If exercised pursuant to the terms and conditions of the Agreement, the term of the Agreement may be extended for a Construction Term of up to three (3) years following the Development Term. If exercised pursuant to the terms and conditions of the Agreement, the term of the Agreement may be extended for a Production Term of twenty (20) years following the Construction Term. The Agreement also provides for a right to extend the Production Term for up to four (4) separate Extension Terms of five (5) years each, totaling twenty (20) additional years, as determined by Tenant, and if the extension terms and conditions of the Agreement are met, such renewals to be exercised by Tenant at least 180 days prior to the then - current expiration date of the Production Term or Extension Term, as the case may be. The Restoration Term shall begin on the expiration or earlier termination of (a) the Construction Term, if it occurs and if construction has commenced, or (b) the Production Term, if Tenant does exercise an option to extend the term of the Lease through the Production Term, and shall expire when Tenant completes the Restoration Obligations. All rights granted pursuant to the Agreement are for a term coterminous with the Agreement. 4. Rights of Mortgagees. Pursuant to the Agreement, any Lender of Tenant or Tenant's assignees has certain rights regarding notice and right to cure any default of Tenant under the Agreement, as well as other rights as set forth in the Agreement. 5. Assignment. Tenant's rights and obligations under the Agreement are assignable without Owner's prior written consent so long as written notice of such assignment is provided to Owner after such assignment is effective. Upon any assignment of all of Tenant's right, title and interest under the Agreement, the assigning Tenant shall automatically (without the need for any writing) be released from all of its obligations and liability under the Agreement, except for liabilities that accrued prior to the date of such transfer. 6. Non -Interference and Setbacks. To the extent permitted by law Owner has waived any and all setbacks and setback requirements, whether imposed by applicable law or by any person or entity, including any setback requirements described in the zoning ordinance of the County of Black Hawk, or in any governmental entitlement or permit heretofore or hereafter issued to Tenant, such sublessee or such Affiliate. Owner has agreed not to engage in any activity that might interfere with Tenant's efforts to develop, construct or operate the Project or cause a decrease in the output or efficiency of the Project without the prior written consent of Tenant. 7. Subordination. The Agreement provides that from and after its effective date, any right, title or interest created by Owner in favor of or granted to any third party shall be subject to (i) the Agreement and all of Tenant's rights, title and interests created thereby, (ii) any lien of any lender of Tenant's then in existence on the leasehold estate created by the Agreement, and (iii) Tenant's right to create a lien in favor of any lender of Tenant's. 8. Agreement Controls. This Memorandum does not supersede, modify, amend or otherwise change the terms, conditions or covenants of the Agreement, and Owner and Tenant Exhibit C-3 Page 344 of 359 executed and are recording this Memorandum solely for the purpose of providing constructive notice of the Agreement and Tenant's rights thereunder. The terms, conditions and covenants of the Agreement are incorporated in this Memorandum by reference as though fully set forth herein. 9. No Ownership. Owner shall have no ownership, lien, security or other interest in any of the Project installed on the Property, or except for as otherwise provided in the Agreement, any profits derived therefrom, and Tenant may remove any or all Project at any time. 10. Cooperation. Owner shall fully support and cooperate with Tenant in the conduct of construction and Operations, including in Tenant's efforts to obtain from any governmental authority or any other Person any environmental impact review, permit, entitlement, approval, authorization or other rights necessary or convenient in connection with construction and Operations. Without limiting the generality of the foregoing, in connection with any application by Tenant for a governmental permit, approval, authorization, entitlement or other consent, Owner agrees (and shall use reasonable efforts to cause any such other Person to agree) not to oppose, in any way, whether directly or indirectly, any such application or approval at any administrative, judicial or legislative level. Further, in the event of legal proceedings related to Tenant's use of the Property after the Effective Date, except those arising out of the interpretation and/or enforcement of the Agreement, Owner shall, in all respects, fully cooperate with Tenant in any such proceeding. Owner agrees that Tenant may provide this Memorandum of Lease Agreement in lieu of any affidavit of Owner or other form of Owner's consent (whether oral or written) that may be requested or required in connection with Tenant's efforts to obtain any environmental impact review, permit, entitlement, approval, authorization, agreement or other rights necessary or convenient in Tenant's discretion for the Project. 11. Counterparts. This Memorandum may be executed in counterparts, each of which shall be deemed an original and all of which when taken together shall constitute one and the same document. [signatures appear on following page] Exhibit C-4 Page 345 of 359 IN WITNESS WHEREOF, the parties have executed this Memorandum to be effective as of the date first written above. OWNER: CITY OF WATERLOO By: Printed Name: Mayor Title: Chief Executive Officer of the City, and presiding officer of the council STATE OF COUNTY OF This instrument was acknowledged before me by Mayor , Chief Executive Officer of the City and Presiding Officer of the Council of the City of Waterloo, and known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed. Given under my hand and seal this day of , 20 . My Commission Expires: Notary Public in and for the State of (Notary Seal) Exhibit C — Signature Page Page 346 of 359 TENANT: GRAND HUSK SOLAR, LLC, a Delaware limited liability company By: Printed Name: Title: STATE OF ILLINOIS COUNTY OF COOK § § § This instrument was acknowledged before me by of Grand Husk Solar, LLC, a Delaware limited liability company, on behalf of said company, and known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed. Given under my hand and seal this day of , 20 My Commission Expires: Notary Public in and for the State of Illinois (Notary Seal) Exhibit C — Signature Page Page 347 of 359 EXHIBIT "A" to MEMORANDUM OF LEASE AGREEMENT Description of Property 501.45 acres of land, more or less, in Black Hawk County, Iowa, identified as follows: A Portion of Parcel Number: 891305101016 Acreage: 283 Legal Description: NE* NW* Sec. 32-90-13; 3I Milt Sec. 32- 0-13. NE ' NEB- Sec. 32-90-13, NWIltZEE- Sec. 32-90-13 SEL NE1 Sec . 32-90-13' S' NE Sec. 32-90-13 NE- SE- Sec. 32-90-13 NW SE4 Sec. 32-90-13 NE4 : r Sec. 33-90-13 SE* S Sec. 33-20-13; NW Sec. 33-90-13; SASWi Sec, 33-90-13, 314 SE Sec . 33-90-13 _ . Vie. Exit rrActi9M .1 ii is _ (E.1t1.. Z . a#'..the _tiorthroAt .!`r'tiGtigp_ cu ter... ..'1t.1)__Q1'.Sa.Qtt9P-'{Q•_F?wr_ (=;>.Ofisk.Lbe_.:kst.ZgtY;-llYsn.4a1 - rtY-eIrid, . n4P.t4t s. (3 71 ) .: :c.1),f co. Xarth - .3). , the..:1ortix(tat. aciianal..QU4rtfr.. xrl.. . _ . LCCti2Tl . So... Your. $12_ in. Tort 1b1p. _Eir.hty?ni ne _ .C89) ._ Tor_TWA-trim. (131 _4r the .5xn.P._74..... ....._... __....... . . AND Exhibit A to Exhibit C Page 348 of 359 Parcel Number: 901330326003 Acreage: 26.74 Parcel Number: 901331201001 Acreage: 38.48 Legal Description of Parcel Numbers 901330326003 and 901331201001: The Northeast Quarter of the Southwest Quorter of Section Nc. Thirty (30); and the Northwest Quarter of the Northeast. Quarter of Section No. Thirty-one (31), all in Township No. Ninety (90) North, Range No. Thirteen (13) West of the Fifth Principal Meridian, in Black Hawk County, Iowa, except legal hir!,ways. AND Parcel Number: 901330476001 Acreage: 38.00 Legal Description: The Southeast Quarter of the Southeast Quarter, of Section No. Thirty (30), Township No. Ninety (90) North, Range No. Thirteen (13) West of the Fifth Principal Meridian, Black Hawk County, Iowa. AND Parcel Number: 901331226001 Acreage: 38.00 Legal Description: The Northeast Quarter of the Northeast Quarter of Section No. Thirty-one (31), Township No. Ninety (90) North, Range No. Thirteen (13) West of the Fifth Principal Meridian, Black Hawk County, Iowa. AND Parcel Number: 901331276001 Acreage: 39 Parcel Number: 901331251002 Acreage: 38.23 Legal Description of Parcel Numbers 901331276001 and 901331251002: Page 349 of 359 The South One-half of the Northeast Quarter of Section No. Thirty-one (31), Township No. Ninety (90) North, Range No. Thirteen (13) West of the Fifth (5th) Principal Meridian, Black Hawk County, Iowa. Page 350 of 359 EXHIBIT D Form of Estoppel Certificate ESTOPPEL CERTIFICATE ([ ]) Owner: L ] Tenant: [ ], a Delaware limited liability company Collateral Agent: L ]., as collateral agent (the "Collateral Agent") for the Secured Parties (as defined in the Financing Agreement (as defined below)) ("Secured Parties") Collateral Agent's Address: Tax Equity Investor: r ] r ] r ] r ] Attention: [ ] Email: [ ] [ ], as Class A Investor (as defined in the ECCA (as defined below)) ("Tax Equity Investor") Tax Equity Investor's Address: r ] Attn: [ ] [ ] [ ] [ ] Attention: [ ] Email: [ ] with a copy to (which shall not constitute notice): r ] r ] r ] Attention: [ Email: [ Exhibit D-1 Page 351 of 359 Title Company: [ ], a [ ] corporation (the "Title Company", together with the Collateral Agent and the Tax Equity Investor, the "Relying Parties") Title Company Address: Attention: [ ] Lease: Property: Description attached hereto as Exhibit B. Owner hereby certifies the following to (a) the Collateral Agent, for the benefit of the Secured Parties, and its successors, assigns and/or designees, (b) Tax Equity Investor, (c) Tenant and (d) the Title Company and its successors, assigns and/or designees, in each case, as of the Effective Date (as defined below) concerning the above -referenced Lease and the Property, with the understanding that (i) the Collateral Agent and the Secured Parties will be relying on such statements with respect to loans, letters of credit and other financial accommodations to be made to Tenant and/or affiliates of the Tenant under that certain Financing Agreement, dated as of [ ], 20_ (as amended, amended and restated, supplemented or otherwise modified from time to time, the "Financing Agreement"), by and among [ ], a Delaware limited liability company, [ ], a [ ] (collectively, the "Borrowers"), the Collateral Agent, and the other agents, arrangers and financial institutions or other Persons from time to time party thereto, (ii) the Tax Equity Investor will be relying on such statements with respect to tax equity investments and other financial accommodations to be made to Tenant and/or affiliates of the Tenant under that certain Equity Capital Contribution Agreement, dated as of [ ], 20 (as amended, amended and restated, supplemented or otherwise modified from time to time, the "ECCA"), by and between [ ], a [ ]limited liability company, and the Tax Equity Investor, (iii) the Tenant will be relying on such statements with respect to the loans, letters of credit and other financial accommodations to be made in connection with the Financing Agreement and the tax equity investments and other financial accommodations to be made in connection with the ECCA and (iv) the Title Company will be relying on such statements with respect to the issuance of title insurance policies to the Collateral Agent and Tenant: 1. A true, correct and complete copy of the Lease (and all amendments and supplements thereto) is attached to this Estoppel Certificate as Exhibit A and incorporated herein for all purposes. There are no other documents or agreements (written or oral) that are a part of the Lease and no other documents or agreements (written or oral) between Owner and Tenant with respect to the Property or the Project. The parties agree that the copy of the Lease attached hereto as Exhibit A shall be removed prior to recordation of this Estoppel Certificate; provided, however, that the absence of such Exhibit A for recordation purposes shall not affect the effectiveness of Exhibit D-2 Page 352 of 359 this Estoppel Certificate and the representations, acknowledgements and agreements described herein. 2. The Lease is in full force and effect and has not been modified, restated, cancelled, supplemented, surrendered, or terminated (except as identified herein). The Lease represents the entire agreement between Owner and Tenant with respect to the Property subject to the Lease. The term of the Lease commenced on and will expire on unless extended as provided in the Lease. Tenant has the right to extend the term of the Lease for [ ( )] extension term of [ ( ) years and ( ) months]. Owner has not received notice of any prior assignment or sublease of any right, title or interest of Tenant in, to or under the Lease. 3. To Owner's knowledge, Tenant has fulfilled all of its obligations under the Lease now due and owing, and there are no uncured Events of Default of Tenant with respect to the Lease. There are no uncured Events of Default of Owner with respect to the Lease. There currently exists no dispute (or any threatened dispute) between Owner and Tenant with respect to the Lease and there are no delinquent payments under the Lease. Owner has no present right to terminate the Lease. Tenant has neither given nor received any notice of default, Event of Default or termination of the Lease. Owner has neither given nor received any notice of default Event of Default or termination of the Lease. There are no facts or circumstances which with the giving of notice or lapse of an applicable cure period, or both, would constitute a breach or default under the Lease. 4. Owner is the current holder of the fee title of the surface estate and the mineral estate to the Property described in the Lease. Owner: (a) holds the entire interest of owner under the Lease; (b) has not conveyed, mortgaged, assigned or otherwise transferred the Property or Owner's interest in the Lease to any third party; and (c) has not agreed to convey, mortgage, assign or otherwise transfer the Property or Owner's interest in the Lease to any third party. Owner acknowledges that pursuant to the Lease, Owner shall not exercise or lease or permit any other person or entity to exercise any water or mineral rights on the surface of the Property, or above a depth of 500 feet on the Property or if such exercise by Owner interferes with Tenant's use of the Property for the purpose of installation, construction, operation, maintenance, repair, improvement, or replacement of the Project and uses incidental thereto. All representations made by Owner and Tenant in the Lease are true and correct in all material respects as of the date hereof. 5. Except for the lien for this year's property taxes that are not now due and payable, there are no judgments, liens, deeds of trust or mortgages encumbering the Property and there are no unpaid bills, outstanding claims or persons entitled to claims for mechanics or materialmens' liens against the Property for work performed on the Property by or for Owner (as opposed to work performed on the Property by or for Tenant). 6. Owner acknowledges receiving notice of the name and address of each Relying Party. 7. Tenant has informed Owner that Tenant has granted a first -priority lien and security interest in Tenant's leasehold estate in the Property under the Lease and the Project to the Collateral Exhibit D-3 Page 353 of 359 Agent to secure the repayment of the loans and other financial accommodations made under the Financing Agreement. Owner agrees that (i) the Collateral Agent, the Secured Parties, the Tax Equity Investor and any affiliates, successors and assigns, shall be deemed to be and shall be entitled to all of the rights, benefits and protections of, a "Lender" pursuant to Section [_] of the Lease and the other provisions thereof, and (ii) the Collateral Agent, the Secured Parties, the Tax Equity Investor and any affiliates, successors and assigns and transferees, shall be deemed to be and shall be entitled to all of the rights, benefits and protections of, an "Assignee" pursuant to Section [ ] of the Lease and the other provisions thereof. Notwithstanding the foregoing, the rights of the Collateral Agent and the Tax Equity Investor or any affiliates, successors and assigns with respect to an assignment or transfer of the Lease shall be subject to Paragraph 8 below. 8. In addition to the provisions specified in Section [ ] of the Lease, the following shall apply to the Collateral Agent, the Tax Equity Investor, their affiliates, successors and assigns (for so long as the Collateral Agent, the Tax Equity Investor, their affiliates, successors and assigns remain a "Lender" under the Lease) and to each other person that provides written notice to Owner that it is a "Lender" under the Lease (and for so long as each such person remains a "Lender" under the Lease): 8.1 Owner agrees to provide notice of any request by Tenant for any amendment, modification, or supplement to the Lease to the Collateral Agent and the Tax Equity Investor at the address provided to Owner by the Collateral Agent and the Tax Equity Investor. Owner agrees that, for so long as a Collateral Agent or Tax Equity Investor is a "Lender" under the Lease, Owner shall provide such notices to the Collateral Agent and the Tax Equity Investor at the address already provided to Owner (or at such other address as the Collateral Agent or the Tax Equity Investor may from time to time provide). 8.2 The Collateral Agent shall have the absolute right, without Owner's consent, to take any of the following actions or do any of the following: (i) assign, amend, modify and/or restate its Deed of Trust (as defined below); (ii) enforce its Deed of Trust; (iii) acquire title to Tenant's leasehold estate under the Lease (whether by foreclosure under its Deed of Trust or assignment in lieu of foreclosure); (iv) take possession of the Project or the Property pursuant to its rights under its Deed of Trust and operate the Project subject to compliance with the Lease; (v) following acquisition of title (or a third party's acquisition of title) to Tenant's leasehold estate under the Lease as a result of the Collateral Agent's foreclosure or assignment in lieu of foreclosure, (a) assign or transfer Tenant's leasehold estate under the Lease to a successor third party, (b) engage an operator experienced in the operation of photovoltaic solar projects or (c) comply with the assignment provisions of the Lease; (vi) exercise any rights of Tenant with respect to the Lease or (vii) cause a receiver to be appointed to do any of the foregoing things. Tenant has entered into (a) the Deed of Trust (as defined in the Financing Agreement) ("Deed of Trust"), in favor of the Title Company, as trustee for the benefit of the Collateral Agent. 8.3 The Collateral Agent shall have no obligation under the Lease prior to the time that the Collateral Agent succeeds to absolute title to the leasehold estate of Tenant under the Lease; and the Collateral Agent shall be liable to perform obligations under the Lease only for and during the period of time that the Collateral Agent directly holds such absolute title. Further, in the event that the Collateral Agent elects, prior to the time that such Collateral Agent succeeds to Exhibit D-4 Page 354 of 359 absolute title to the leasehold estate of Tenant under the Lease, to (i) perform Tenant's obligations under the Lease, (ii) continue Tenant's operations on the Property, (iii) acquire any portion of Tenant's right, title or interest in the Property or under the Lease or (iv) enter into a new agreement as provided in Paragraph 8.4 below, then the Collateral Agent shall not have any personal liability to Owner in connection therewith, and Owner's sole recourse in the event of default by the Collateral Agent shall be to exercise those remedies of Owner permitted pursuant to the Lease. Moreover, the Collateral Agent or other party who acquires the leasehold estate created by the Lease pursuant to foreclosure or an assignment in lieu of foreclosure shall not be liable to perform any obligations thereunder to the extent the same are incurred or accrue after the Collateral Agent or other party no longer has ownership of such leasehold estate. 8.4 In the event that the Lease is rejected or disaffirmed pursuant to bankruptcy law or any other law affecting creditor's rights, then, so long as the Collateral Agent has cured any monetary event of default by Tenant and is making commercially reasonable efforts to cure any non -monetary event of default by Tenant (other than the bankruptcy of Tenant) as provided therein, Owner shall, immediately upon written request from the Collateral Agent received within ninety (90) days after any such termination, rejection or disaffirmance, without demanding additional consideration therefor, enter into a new agreement in favor of the Collateral Agent, which new agreement shall (i) contain the same covenants, agreements, terms, provisions and limitations as the Lease (except for any requirements that have been fulfilled by Tenant prior to such termination, rejection or disaffirmance), (ii) be for a term commencing on the date of such termination, rejection or disaffirmance, and continuing for the remaining term of the Lease before giving effect to such termination, rejection or disaffirmance and (iii) enjoy the same priority as the Lease over any lien, encumbrance or other interest created by Owner. On execution of such new agreement by the Collateral Agent, and until such time as such new agreement is fully executed and delivered by all parties, the Collateral Agent may enter, use and enjoy the Property and conduct operations thereon as if the Lease were still in effect. At the option of the Collateral Agent, the new agreement may be executed by a designee of the Collateral Agent, without the Collateral Agent assuming the burdens and obligations of Tenant thereunder. If more than one "Lender" makes a written request for a new agreement pursuant hereto, then the same shall be delivered to the Collateral Agent whose Deed of Trust is senior in priority. 9. Owner acknowledges its obligation to give notice of any act of default of Tenant under the Lease to the Collateral Agent and the Tax Equity Investor at its address stated above (or such other addresses specified by the Collateral Agent or the Tax Equity Investor in writing to Owner). 10. Other than Tenant, there are no tenants or other third parties using or otherwise occupying the Property, including, but not limited to, any third party mineral and water rights holders. 11. There are no actions or proceedings, whether voluntary or involuntary, pending against Owner in any State or Federal court (including any bankruptcy court, governmental authority, or arbitration board or tribunal which could reasonably be expected to have a material adverse effect on the ability of Owner to perform its obligations under the Lease), or any judgments affecting Owner's title to the Property, and, to the knowledge of Owner, none have been Exhibit D-5 Page 355 of 359 threatened. As used herein, the term "pending" means actions or proceedings which have been filed and actually served on Owner. 12. Owner has not received notice of any condemnation of or any other governmental or judicial action against, or threat of condemnation of or any other governmental or judicial action against, the Property, or a portion of the Property, that remains in effect or unresolved. 13. Owner is not aware of any event, act, circumstance, or condition constituting an Event of Force Majeure or otherwise excusing the performance of any party under the Lease. No known facts exist entitling Owner to any claim, counterclaim, offset, or defense against the Tenant in respect of the Lease. 14. This Estoppel Certificate shall be binding upon Owner and its successors and assigns. 15. This Estoppel Certificate may be executed with counterpart signature pages and in duplicate originals, each of which shall be deemed an original, and all of which together shall constitute a single instrument. 16. This Estoppel Certificate is made and delivered as of (the "Effective Date"). This Estoppel Certificate may be relied upon by the Tenant, the Collateral Agent, the other Secured Parties (as defined in the Financing Agreement), the Tax Equity Investor and the Title Company, the successors and assigns of each of them and any future leasehold mortgagee of Tenant. [THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] Exhibit D-6 Page 356 of 359 IN WITNESS WHEREOF, the undersigned, intending to be legally bound hereby, have duly executed this Estoppel Certificate as of the day and year first above written. OWNER: By: Name: Title: [Estoppel Signature Page] Page 357 of 359 EXHIBIT "A" To Estoppel Certificate [Lease Agreement and any amendments to be attached but not to be recorded] Exhibit A to Estoppel Certificate Page 358 of 359 EXHIBIT `B" To Estoppel Certificate Description of Property [LEGAL DESCRIPTION AND SURVEY DRAWING TO BE ATTACHED] Exhibit B to Estoppel Certificate Page 359 of 359