HomeMy WebLinkAboutCrossroads Realty, LLC -(RECORDED) DA_MAA - 1.5.2026 2026-01057
RECORDED:01/26/2026 09:33:55 AM
RECORDING FEE:$82.00
REVENUE TAX:$
COMBINED FEE:$82.00
SANDIE L.SMITH,RECORDER
BLACK HAWK COUNTY,IOWA
• Ci atu! 'e
Prep ed by'Lexi Schneider, 715 Mulberry Street,Waterloo, IA 50703 Phone(319)291-4366
DEVELOPMENT AGREEMENT
This Development Agreement (the "Agreement") is entered into as of
J ana,U,�n 5', 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
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 triggerinq 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
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shall be fixed for assessment purposes, below the amount of$430,000.00 (the "Minimum
Actual Value"), through:
(a) willful destruction of the Property, the Improvements, or any part of
either;
(b) a request to the assessor of Black Hawk County; or
(c) any proceedings, whether administrative, legal, or equitable, with
any administrative body or court within the City, Black Hawk County, the State of
Iowa, or the federal government.
Company agrees to execute and deliver the MAA concurrently with its execution and
delivery of this Agreement.
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
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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.
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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
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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
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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
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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, 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 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. 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.
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19. 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.
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]
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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: 44-40e By:
David Boesen, Mayor Steve KrYht
Managing Member
Attest:
elley F hle, City Clerk
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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.
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,
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
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(d) appeal to the board of review of the city, county, state or to the
Director of Revenue of the State of Iowa to reduce the Minimum Actual Value; or
(e) cause a reduction in the actual value or the Minimum Actual Value
through any other proceedings.
7. This Agreement shall be promptly recorded by the City with the Recorder
of Black Hawk County, Iowa. The City shall pay all costs of recording.
8. Neither the preambles nor provisions of this Agreement are intended to, or
shall be construed as, modifying the terms of the Development Agreement.
9. Each provision, section, sentence, clause, phrase, and word of this
Agreement is intended to be severable. If any portion of this Agreement shall be
deemed invalid or unenforceable, whether in whole or in part, the offending provision or
part thereof shall be deemed severed from this Agreement and the remaining provisions
of this Agreement shall not be affected thereby and shall continue in full force and
effect. If, for any reason, a court finds that any portion of this Agreement is invalid or
unenforceable as written, but that by limiting such provision or portion thereof it would
become valid and enforceable, then such provision or portion thereof shall be deemed
to be written, and shall be construed and enforced, as so limited.
10. This Agreement shall inure to the benefit of and be binding upon the
successors and assigns of the parties, including but not limited to future owners of the
Project property.
IN WITNESS WHEREOF, the parties have executed this Minimum Assessment
Agreement by their duly authorized representatives as of the date first set forth above.
[signatures on next page]
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CITY OF WATERLOO, IOWA CROSSROADS REALTY LLC
By: iLe LA. By:
David Boesen, Mayor Sc teve Knigfii
Managing Member
By:
&ley Fel y le, City Clerk
itt
STATE OF IOWA )
) ss.
COUNTY OF BLACK HAWK )
On this 1-, day of , , / , 2026, before me, a Notary Public in
and for the State of Iowa, personally appea d David Boesen and Kelley Felchle, to me
personally known, who being duly swornsworn,erid 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.
R'Az BRITNI C PERKINS
° - COMMISSION NO. 845529 ublic I
* * MY COMMISSION EXPIRES
\.J
IOWA JANUARY 27, 2026 i
STATE OF I O WA )
) ss.
COUNTY OF BLACK HAWK )
Subscribed and sworn to before me on0.- )(0261COic I '3 , 2026 by Steve
Knight as Managing Member of Crossroads RealtyLLC.
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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.
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As :- : •r fo Black Hawk County, Iowa
/ '"-Z 4---- Z G 1- L
Date
STATE OF IOWA )
) ss.
COUNTY OF BLACK HAWK )
Subscribed and sworn to before me on ialltta,r 26 , 2026 by T.J.
Koenigsfeld, Assessor for Black Hawk County, Iowa.
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e W CN60=��»tea 's' MY C4NMAISStON EXPIRES
row►► NOVEMBER 21, 2028 Notary Public
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Prep ed bv'Lexi Schneider, 715 Mulberry Street, Waterloo, IA 50703 Phone (319) 291-4366
DEVELOPMENT AGREEMENT
This Development Agreement (the "Agreement") is entered into as of
J o nuic 51 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
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
shall be fixed for assessment purposes, below the amount of $430,000.00 (the "Minimum
Actual Value"), through:
(a) willful destruction of the Property, the Improvements, or any part of
either;
(b) a request to the assessor of Black Hawk County; or
(c) any proceedings, whether administrative, legal, or equitable, with
any administrative body or court within the City, Black Hawk County, the State of
Iowa, or the federal government.
Company agrees to execute and deliver the MAA concurrently with its execution and
delivery of this Agreement.
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
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
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 Toss 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
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,
o r 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;
o r 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
n inety (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
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
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, 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 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. 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.
8
19. 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.
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
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
y /(444,
David Boesen, Mayor
Attest
d,Pit(i( IfkAL
Kelley Felchle, City Clerk
10
By:
Steve Knifght
Managing Member
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
N ortheasterly 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
N ortheasterly 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
N ortheasterly 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.
EXHIBIT "B"
MINIMUM ASSESSMENT AGREEMENT
This Minimum Assessment Agreement (the "Agreement") is entered into as of
__ )4 .� v�,� . , 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,
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
(d) appeal to the board of review of the city, county, state or to the
Director of Revenue of the State of Iowa to reduce the Minimum Actual Value; or
(e) cause a reduction in the actual value or the Minimum Actual Value
through any other proceedings.
7. This Agreement shall be promptly recorded by the City with the Recorder
of Black Hawk County, Iowa. The City shall pay all costs of recording.
8. Neither the preambles nor provisions of this Agreement are intended to, or
shall be construed as, modifying the terms of the Development Agreement.
9. Each provision, section, sentence, clause, phrase, and word of this
Agreement is intended to be severable. If any portion of this Agreement shall be
deemed invalid or unenforceable, whether in whole or in part, the offending provision or
part thereof shall be deemed severed from this Agreement and the remaining provisions
of this Agreement shall not be affected thereby and shall continue in full force and
effect. If, for any reason, a court finds that any portion of this Agreement is invalid or
unenforceable as written, but that by limiting such provision or portion thereof it would
become valid and enforceable, then such provision or portion thereof shall be deemed
to be written, and shall be construed and enforced, as so limited.
10. This Agreement shall inure to the benefit of and be binding upon the
successors and assigns of the parties, including but not limited to future owners of the
Project property.
IN WITNESS WHEREOF, the parties have executed this Minimum Assessment
Agreement by their duly authorized representatives as of the date first set forth above.
[signatures on next page]
3
CITY OF WATERLOO, IOWA
By:
By:
David Boesen, Mayor
elley FIIe, City Clerk
STATE OF IOWA
COUNTY OF BLACK HAWK
On this , 9-44
r day of 2026, before me a Notary Public in
and for the State of Iowa, personally appea -d David Boesen and Kelley Felchle, to me
personally known, who being duly sworn • Id 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.
CROSSROADS REALTY LLC
By:
Steve Kn i t
Managing Member
BRITNI C PERKINS
COMMISSION NO. 845529
MY COMMISSION EXPIRES
JANUARY 27, 2026
STATE OF IOWA
COUNTY OF BLACK HAWK
Subscribed and sworn to before me on c MOO( ) 5 , 2026 by Steve
Knight as Managing Member of Crossroads Realty LLC.
LEXI SCHNEIDER
COMMISSION NO. 869089
MY COMMISSION EXPIRES
NOVEMBER 21, 2028
4
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.
STATE OF IOWA
) ss.
COUNTY OF BLACK HAWK
Assessor for Black Hawk County, Iowa
Date
Subscribed and sworn to before me on , 2026 by T.J.
Koenigsfeld, Assessor for Black Hawk County, Iowa.
Notary Public