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HomeMy WebLinkAboutRock Star Real Estate, LLC - Dev Agment - 8.3.2026 Prepared:Austin J.McMahon,McMahon Law Office PLC,3356 Kimball Avenue,Ste 1000,Waterloo,IA 50702 (319)266-5743 DEVELOPMENT AGREEMENT ystt This Development Agreement(the"Agreement") is entered into as of this day of f F it c T' 202_, by and between Rock Star Real Estate, 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 East Waterloo Unified Urban Renewal and Redevelopment Plan Area ("Urban Renewal Area") and within the Logan TIF District, and the real property legally described in Exhibit C is situated therein. B. Company is willing and able to finance development, improvements, and rehabilitation with respect to the real property described in Exhibit A, Exhibit B, and Exhibit C (collectively, the "Property"). 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 rehabilitation project is in the vital and best interests of the City and that the project and such incentives are in accordance with the public purposes and provisions of applicable State and local laws and requirements under which the project has been undertaken and is being assisted. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows: 1. Sale of Property; Title. Subject to the terms hereof, City shall convey to Company the real estate described in Exhibit A, locally known as 1050 Evergreen Avenue, Waterloo, Iowa, in its as-is condition for the sum of $30,000.00, shall convey the real estate described in Exhibit B, locally known as 520-522 Archer Avenue, Waterloo, Iowa, in its as-is condition for the sum of$10,000.00, and shall convey the real estate described in Exhibit C, locally known as 1228 Columbia Street, Waterloo, Iowa, in its as-is condition for the sum of $5,000.00. Each conveyance shall be by special warranty deed, free and clear of all encumbrances arising by or through City except: (a) easements, servitudes, conditions and restrictions of record; (b) general utility and right-of-way easements; (c) restrictions imposed by the City zoning ordinances and other applicable law; and (d) the City's possibility of reverter rights. City makes no representation or warranty as to the condition of the Property or its suitability for Company's purposes. Company is responsible to conduct its own due diligence and inspections. City shall have no duty to convey title to Company until Company delivers to City reasonable and satisfactory proof of financial ability to undertake and carry on the Improvements (defined below), which may take the form of showing the availability of funds, a lending commitment letter, or other proof. Company shall, at its own expense, prepare an updated abstract of title, or in lieu thereof Company may, at its own expense, obtain whatever form of title evidence it desires. City shall provide any title documents it has in its possession, including any abstracts, to assist in title review. If title is unmarketable or subject to matters not acceptable to Company, and if City does not remedy or remove such objectionable matters in timely fashion following written notice of such objections from Company, Company may terminate this Agreement without further obligation and return the abstract of title to City. 2. Improvements by Company. Company shall rehabilitate the existing residential structures on the Property and make other renovations or improvements such as, but not limited to, landscaping, water detention, paving, signage, and parking, in accordance with the terms of this Agreement, including but not limited to, the plans attached to this agreement as Exhibit E and submitted to and approved by the City pursuant to Section 3 (collectively, the "Improvements") Company agrees that the Improvements shall be constructed in compliance with the terms of this Agreement, the urban renewal plan applicable to the Property, and all applicable City, state, and federal building codes. City may require that Company submit specific building designs and site plans for City's review and reasonable 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, including but not limited to final permit inspections. The Property, the Improvements, and all site preparation and development-related work to make any of the Property usable for Company's purposes as contemplated by this Agreement are collectively referred to as the "Project." 3. Construction Plans. Company agrees that it will cause the Improvements to be constructed on the Property in conformance with construction plans (the "Plans") that have been submitted to the City, including but not necessarily limited to what is set forth in Exhibit E. Company agrees that the scope and scale of the Improvements to be constructed shall not be significantly less than the scope and scale of such improvements as detailed and outlined in the Plans. If any material modification in the scope, scale or nature of the Plans is proposed, Company shall submit modified Plans (the "Modified Plans") to the City for review. Modified Plans shall be subject to approval by the City as provided in this Section. City shall approve the modified Plans in writing if: (a) the Modified Plans conform to the terms and conditions of this Agreement; (b) the Modified Plans conform to the terms and conditions of the urban renewal plan; (c) the Modified Plans conform to all applicable federal, state and local laws, ordinances, rules and regulations and City permit and design review requirements; (d) the Modified Plans are adequate for purposes of this Agreement to provide construction to provide for the construction of the Improvements, and (e) no Event of Default under the terms of this Agreement has occurred; provided, however, that any such approval of the Plans or Modified Plans pursuant to this Section shall constitute approval for the purposes of this Agreement only and shall not be deemed to constitute approval or waiver by the City with respect to any building, fire, zoning or other ordinances or regulations of the City, and shall not be deemed to be sufficient plans to serve as the basis for the issuance of a building permit if the Plans or Modified Plans are not as detailed or complete as the plans otherwise required for the issuance of a building permit. The Plans or Modified Plans must be rejected in writing by City within thirty (30) days of submission or shall be deemed to have been approved by the City. If City rejects the Plans or Modified Plans in whole or in part, Company shall submit new or corrected Plans or Modified Plans within thirty (30) days after receipt by Company of written notification of the rejection, accomplished by a written statement of the City specifying the respects in which Company's Plans or Modified Plans fail to conform to the requirements of this Section. The provisions of this Section relating to approval, rejection and resubmission of corrected Plans or Modified Plans shall continue to apply until they have been approved by the City, provided, however, that in any event Company shall submit Plans or Modified Plans which are approved by City prior to commencement of construction of additional or modified Improvements. Approval of the Plans or Modified Plans by the City shall not relieve Company of any obligation to comply with the terms and provisions of this Agreement, or the provision of applicable federal, state and local laws, ordinances and regulations, nor shall approval of the Plans or Modified Plans by City be deemed to constitute a waiver of any Event of Default. Approval of Plans or Modified Plans hereunder is solely for purposes of this Agreement and shall not constitute approval for any other City purpose nor subject the City to any liability for the Improvements as constructed. 4. Timeliness of Construction; Possibility of Reverter. 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 convey the Property to Company and that without said commitment City would not do so. A. Deadlines to Commence and Complete. Company must obtain all required permits or licenses and begin development or construction of the Improvements within four (4) months from the date that the City conveys the Property to Company (the "Commencement Date"). Company must Substantially Complete development or construction within thirty-six (36) months from the date of conveyance (the "Completion Deadline"). For purposes of this Agreement, "Substantially Completed" means the date on which the Improvements have been completed to the extent necessary for the City to issue a certificate of occupancy relating thereto and the City has verified that any Project element for which no permit was necessary has been Substantially Completed. All deadlines are subject to Unavoidable Delays as described below. The City's Community Planning and Development Director may, but shall not be required to, consent to an extension of time of up to six (6) months for the construction of the Improvements. Any additional or longer extensions will require approval and consent of the City Council. B. Events Triggering Termination and/or Reverter of Title. If Company does not commence or does not Substantially Complete development or construction of the Improvements in accordance with the deadlines stated above, then, subject to Unavoidable Delays, the City may terminate this Agreement as set forth in Section 17 of this Agreement, and City shall then have no further obligation to Company under this Agreement. If development has commenced within the required period, as the same may be extended, and is subsequently stopped or delayed as a result of extreme weather such as ice, ground freezing, and other conditions that restrict construction, as well as an Act of God, war, civil disturbance, court order, labor dispute, fire, pandemic, governmental mandates (local, state or federal), delays in City approvals, 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. If City terminates this Agreement, City shall have no further obligations to Company under this Agreement, including but not limited to, any legal or equitable obligation to reimburse Company for any costs expended by Company with respect to the Project or to compensate Company for any value added to the Property by any Improvements. In connection with termination of the Agreement as set forth herein, City may demand reimbursement of any sums paid to or for the benefit of Company in connection with the Project, in addition to exercising any other available remedies. 5. Reverter of Title; Indemnity. If City terminates this Agreement, then Company agrees that it shall, at its own expense, promptly execute all documents, including but not limited to a special warranty deed, or take such other actions as the City may reasonably request to effectuate said reverter and to deliver to City title to the Property, free and clear of any lien, claim, charge, security interest, mortgage or encumbrance (collectively, "Liens") arising by or through Company. Concurrently with delivery of the deed, Company shall also deliver to City the abstract of title. Company shall pay in full, so as to discharge or satisfy, all Liens on or against the Property conveyed back to City. In connection with any reverter of title, Company shall not be entitled to, or otherwise recover any amounts paid to City to acquire property or other amounts it expended for the Improvements, Project, or other activities. Appointment of Attorney in Fact: If Company fails to deliver such documents, including but not limited to a special warranty deed, to City within thirty (30) days after written demand by City, then City shall be authorized to execute, on Company's behalf and as its attorney-in-fact, the special warranty deed or other documents required by this Section, and for such limited purpose Company does hereby constitute and appoint City as its attorney-in-fact. Company further agrees that it shall indemnify City and hold it harmless with respect to any demand, claim, cause of action, damage, or injury made, suffered, or incurred as a result of or in connection with the Project, Company's failure to carry on or complete same, or any Lien or Liens on or against the Property of any type or nature whatsoever that attaches to the Property by virtue of Company's ownership of same. The foregoing indemnity shall include the cost of removing any improvements constructed by Company and reverting the Property to substantially the same condition as of the date of conveyance, but shall not include any consequential damages or perceived damages such as lost opportunities for another user. If City files suit to enforce the terms of this Agreement and prevails in such suit, then Company shall be liable for all legal expenses, including but not limited to, reasonable attorneys'fees, incurred by City. Company's duties of indemnity pursuant to this Section shall survive the expiration, termination or cancellation of this Agreement for any reason. 6. No Encumbrances; Limited Exception. Until the Improvements are Substantially Completed, Company agrees that it shall not create, incur, or suffer to exist any Liens on the Property, other than such mortgage or mortgages as may be reasonably necessary to finance Company's completion of the Improvements and of which Company notifies City before Company executes any such mortgage. Company may not mortgage the Property or any part thereof for any purpose except in connection with financing of the Improvements. 7. Utilities. Company will be responsible for extending water, sewer, telephone, telecommunications, electricity, gas and other utility services to any location on the Property. Company will be responsible for payment of any associated connection fees other than water connection fees, which will be paid by City. 8. City Incentives. In exchange for the promises made and obligations assumed by Company, the City shall provide the following incentives: A. City Purchase or Acquisition of Real Estate. The City will purchase or acquire the real estate described in Exhibit D, consisting of three (3) parcels, for a total purchase price in the amount of $37,500.00 (or $12,500.00 for each parcel). The conveyance or conveyances to the City shall be by warranty deed, free and clear of all liens and encumbrances except: (a) easements, servitudes, conditions and restrictions of record; (b) general utility and right-of-way easements; and (c) restrictions imposed by the City zoning ordinances and other applicable law. Company shall, at its own expense, prepare an updated abstract of title, or in lieu thereof Company may, at its own expense, obtain whatever form of title evidence it desires. City shall provide any title documents it has in its possession, including any abstracts, to assist in title review. If title is unmarketable or subject to matters not acceptable to City, and if Company does not remedy or remove such objectionable matters in timely fashion following written notice of such objections from City, then City may terminate this Agreement without further obligation and return the abstract of title to Company. With respect to the real estate to be conveyed to the City, the Company shall pay taxes prorated to the closing date in accordance with the provisions of Iowa Code § 427.2, and any unpaid real estate taxes payable in prior years, either paying Buyer, or giving Buyer a credit, for all of such taxes. Closing shall occur on a date mutually agreeable to the parties. B. Partial Purchase Price Reimbursement for 1050 Evergreen Avenue, 520-522 Archer Avenue, and 1228 Columbia Street. Within sixty (60) days of substantial completion of the Improvements and rehabilitation concerning the real estate locally known as 1050 Evergreen Avenue (Exhibit A), 520-522 Archer Avenue (Exhibit B), and 1228 Columbia Street (Exhibit C), including completion of inspections and the issuance of a certificates of occupancy, the City shall remit a partial purchase price reimbursement to Company in the total amount of$15,000.00. C. Infill Grant for 1050 Evergreen Avenue, 520-522 Archer Avenue, and 1228 Columbia Street. Within sixty (60) days of substantial completion of the Improvements and rehabilitation concerning the real estate locally known as 1050 Evergreen Avenue (Exhibit A), 520-522 Archer Avenue (Exhibit B), and 1228 Columbia Street (Exhibit C), including completion of inspections and the issuance of a certificates of occupancy, the City shall remit an infill grant in the total amount of $20,000.00, comprising of$5,000.00 for 1050 Evergreen Avenue, $10,000.00 for 520- 522 Archer Avenue (consisting of two units), and $5,000.00 for 1228 Columbia Street. 9. Conditions to City Funding. A. The complete or initial funding by City of the Rebates and other Project commitments shall be deemed an agreement of the parties that the applicable conditions to disbursement of funds shall, as of the date of such funding, have been satisfied or waived. If the conditions set forth in this Section are not satisfied at a Rebate disbursement date, this Agreement shall terminate unless a new disbursement date is established by amendment to this Agreement. The termination of this Agreement shall be the sole remedy available to City or Company if, for whatever reason, a condition set forth in this is not satisfied at a Rebate payment date, it being understood that each party shall nonetheless incur costs and liabilities prior thereto for which they alone are responsible. City and Company each expressly assumes all responsibility for the costs and liabilities they may each so incur prior to a Rebate payment date and agree to indemnify and hold each other harmless therefrom. B. It is recognized and agreed that the ability of the City to perform the obligations described in this Agreement, including but not limited to the Rebate payments, is subject to completion and satisfaction of certain separate city council actions and required legal proceedings relating to the expansion of a tax increment financing (TIF) district, including the holding of public hearings on the same. Further, all the obligations of City under this Agreement are subject to fulfillment, on or before each Rebate payment date, of each of the following conditions precedent: (i) The representations and warranties made by Company and in this Agreement shall be true and correct as of the Rebate disbursement date with the same force and effect as if made at such date. (ii) Company shall be in material compliance with all the terms and provisions of this Agreement. (iii)There has not been, as of the Rebate disbursement date, a substantial change for the worse in the financial resources and ability of Company, or a substantial decrease in the financing commitments secured by Company for construction of the Improvements, which change(s) makes it likely, in the reasonable judgment of the City, that Company will be unable to fulfill its covenants and obligations under this Agreement. 10. 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 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, 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. 11. Representations and Warranties of City. City hereby represents and warrants as follows: A. City is not prohibited from consummating the transaction contemplated in this Agreement by any law, regulation, agreement, instrument, restriction, order or judgment. B. Each person who executes and delivers this Agreement and all documents to be delivered hereunder is and shall be authorized to do so on behalf of City. 12. Representations and Warranties of Company. Company hereby represents and warrants as follows: A. It is duly organized, validly existing, and in good standing under the laws of the state of its organization and is duly qualified and in good standing under the laws of the State of Iowa. B. It has all requisite power and authority to own and operate its properties, to carry on its business as now conducted and as presently proposed to be conducted, and to enter into and perform its obligations under this Agreement. C. This Agreement has been duly and validly executed and delivered by Company and, assuming due authorization, execution and delivery by the other parties hereto, is in full force and effect and is a valid and legally binding instrument of Company that is enforceable in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, reorganization or other laws relating to or affecting creditors' rights generally. D. The execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, and the fulfillment of or compliance with the terms and conditions of this Agreement are not prevented by, limited by, in conflict with, or result in a violation or breach of, the terms, conditions or provisions of 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. Company has the financial ability to complete the construction of the Improvements as contemplated under this Agreement. 13. Indemnification and Releases. A. Company hereby releases City, its elected officials, officers, employees, and agents (collectively, the "indemnified parties") from, covenants and agrees that the indemnified parties shall not be liable for, and agrees to indemnify, defend and hold harmless the indemnified parties against, any loss or damage to property or any injury to or death of any person occurring at or about the 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. C. The provisions of this Section shall survive the expiration or termination of this Agreement. 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 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. 15. 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, (a) Company may assign the Property to an affiliate of Company without prior approval of City provided (i)the assignee assumes the obligations of Company under this Agreement, (ii)the assignee shall receive all Rebates payable as of and after the date of assignment, and (iii) Company provides written notice of assignment to City within five (5) business days after execution of assignment and (b) Company may mortgage the Property to a lender as security for financing of Project improvements, but for no other purpose. 16. Default. The following shall be "Events of Default" under this Agreement, and the term "Event of Default" shall mean any one or more of the following events that continues beyond any applicable cure periods: A. Failure by Company to cause the construction of the Improvements to be commenced and completed pursuant to the terms, conditions and limitations of this Agreement; B. Transfer by Company of any interest (either directly or indirectly) in the Improvements, any part of the Property, or this Agreement, without the prior written consent of City except as 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. 17. Remedies. A. Default by Company, Whenever any Event of Default in respect of Company occurs and is continuing, the City may terminate this Agreement upon a 30- day written notice. Upon termination, City may exercise any and all remedies available at law, equity, contract or otherwise for recovery of any sums paid by City to Company before the date of termination or to recover ownership of the Property as set forth in this Agreement. B. Default by City. Whenever any Event of Default in respect of City occurs and is continuing, Company may take such action against City to require it to specifically perform its obligations hereunder. Before exercising such remedy, Company shall give 30 days' written notice to City of the Event of Default, provided that by the conclusion of such period the Event of Default shall not have been cured, or if the Event of Default cannot reasonably be cured within 30 days and City shall not have provided assurances reasonably satisfactory to the Company that the Event of Default will be cured as soon as reasonably possible. C. Remedies under this Agreement shall be cumulative and in addition to any other right or remedy given under this Agreement or existing at law or in equity or by statute. Waiver as to any particular default, or delay or omission in exercising any right or power accruing upon any default, shall not be construed as a waiver of any other or any subsequent default and shall not impair any such right or power. The remedies available to the City shall survive any termination of this Agreement. 18. 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. 19. 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. 20. 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. 21. Notices. 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, and addressed: (a) If to City, 715 Mulberry Street, Waterloo, Iowa 50703, Attention: Mayor, with copies to the City Attorney and the Community Planning and Development Director. (b) If to Company, Tyler Junker, Managing Member, PO Box 538, Waterloo, IA 50704 Delivery of notice shall be deemed completed upon: (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 or electronic mail so long as the sender obtains electronic confirmation that such transmission was successful.A party may change the address for giving notice by any method set forth in this Section. 22. 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. 23. 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. 24. 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. 25. 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. 26. 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. 27. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 28. Counterparts. This 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. 29. 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. 30. 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 set forth above. [signatures on next page] CITY OF WATERLOO, IOWA ROCK STAR REAL ESTATE, LLC By: By: David Boesen, Mayor Tyler J r, Managing Member Attest: - elley Felchi City Clerk STATE OF IOWA ) ss. COUNTY OF BLACK HAWK On this I day of A'k -- .U, , 202_L; before me, a notary public in and for the State of Iowa, personally appeared David Boesen 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 voluntarily executed. Notary Publid STATE OF ` � I \ ., ss. 4.11i'40 NANCYANNE H1GBY COUNTY OF �` ) ) � ,; COMMISSION NO.853884 dr , * MYCOMMISSION EXPIRES rows rr Subscribed and sworn before me on �� 0 )9396, by Tyler Junker as Managing Member of Rock Star Real Estate, LLC. eat LEXI SCHNEIDER ! I COMMISSION NO.869069 * * MY COMMISSION EXPIRES Notary Public bw► NOVEMBER 21,2028 1, • • ,1 wewenes. II F13Ot3V pia IXX.J I • L e .vo 1Q, LMMOos ' 2 AI X5 iflom ttodoo:)' 1*icr.".4� EXHIBIT A Description The North 1/2 of Lot 25; all of Lot 26; and the South 1/2 of Lot 27, all in Block 10 in "Hagerman Place" in the City of Waterloo, Black Hawk County, Iowa. Locally known as 1050 Evergreen Avenue, Waterloo, Iowa. EXHIBIT B Description Lot 4 in Block 8 in "Linden Place" in Waterloo, Iowa. Locally known as 520-522 Archer Avenue, Waterloo, Iowa. EXHIBIT C Description Lot 6 in Block 3 in Litchfield Addition to Waterloo, Iowa. Locally known as 1228 Columbia Street, Waterloo, Iowa. EXHIBIT D Description Lots Nos. 6, 7, and 9, all in Block No. 3 in West Park Addition to Waterloo, Iowa, except for that part of said Lots deeded to State of Iowa in 504 Deeds 645. Also known as Tax Parcel ID Nos. 8913-26-151-003, 8913-26-151-004, and 8913-26- 151-006. EXHIBIT E Overall Rehabilitation Standard Across all three properties, Rock Star Real Estate anticipates completing substantial interior, exterior,mechanical, and safety improvements. Typical scope will include: *New kitchens, including cabinetry, countertops, sinks, faucets, and updated appliances *New bathrooms,including flooring,shower/tub surrounds,vanities,toilets,fixtures,and finishes * New real hardwood flooring or comparable durable finish flooring throughout finished living areas *New wall texture, drywall repair, and full interior paint * Updated lighting, switches, outlets, hardware,trim, doors, and finish carpentry * Electrical service upgrades and code-related electrical improvements * Plumbing repairs, fixture replacement, and plumbing system upgrades * HVAC repair and/or replacement as needed * Basement cleanup, floor sealing, and epoxy coating *New 10-year smoke detectors and carbon monoxide detectors * Handrail, stair, life-safety, and general code-compliance improvements * Exterior cleanup, tree trimming, basic landscaping, grading, and curb appeal improvements * Window, siding, roofing,gutter, garage, and exterior improvements as needed ## Contractor Team Rock Star Real Estate will act as the general contractor and will use licensed local contractors and subcontractors throughout the projects, including: * General Contractor: Rock Star Real Estate * Plumbing Contractor: Tony's Plumbing * HVAC Contractor: Mike Fereday Heating&Air Conditioning * Electrical Contractor: MK Electric * Siding/Windows Contractor: K&L Construction * Roofing Contractor: EFP Roofing * Gutter Contractor: Kinzler Construction * Garage Door Contractor: Huck Garage Door Company ##Property-Specific Estimated Investment ### 1050 Evergreen 1050 Evergreen is a 1 3/4 story single-family home with approximately 1,370 square feet of finished living area, a full basement, enclosed porch, and detached garage. Anticipated scope includes a full interior refresh with new kitchen, new bathroom, hardwood flooring, electrical service upgrades, plumbing and HVAC improvements, basement floor sealing/epoxy, garage door replacement, exterior cleanup, tree trimming, and general code/safety upgrades. Estimated private rehabilitation investment: **approximately $76,000** ### 520-522 Archer 520-522 Archer is a two-family conversion with approximately 1,635 square feet of finished living area,two bathrooms,two units, and no existing garage. Because this is a duplex, the scope is larger and includes two kitchens, two bathrooms, separate unit improvements, electrical and plumbing upgrades, HVAC improvements, flooring, drywall/texture/paint, safety upgrades, exterior cleanup, and construction of required garages for the two units. Estimated private rehabilitation investment: **approximately$126,000** ### 1228 Columbia 1228 Columbia is a one-story single-family home with approximately 1,144 square feet of finished living area, a full basement, enclosed porch, deck area, and detached garage. Anticipated scope includes a new kitchen, new bathroom, hardwood flooring, electrical service upgrades, plumbing and HVAC improvements, full roof replacement, basement floor sealing/epoxy, garage improvements, exterior cleanup, tree trimming, and general code/safety upgrades. Estimated private rehabilitation investment: **approximately $78,000** ##Total Estimated Private Investment Across the three properties, Rock Star Real Estate anticipates investing approximately: **1050 Evergreen: $80,000** **520-522 Archer: $125,000** **1228 Columbia: $85,000** **Total Estimated Private Rehabilitation Investment: $280,000** These estimates are preliminary and may adjust as each property is opened up and final construction conditions are verified, but they reflect the level of investment and finish quality we intend to bring to the projects.