HomeMy WebLinkAbout2025-10-20 I01I_03 Kettlestone Central-Caliber Land Development-IYAF First Amendment_Set PHAGENDA ITEM:
CITY OF WAUKEE, IOWA
CITY COUNCIL MEETING COMMUNICATION
MEETING DATE: October 20, 2025
AGENDA ITEM:Consideration of approval of a resolution fixing date for a public hearing
on the proposal to enter into a First Amendment to the Agreement for
Private Development with Caliber Land Company, LLC, Kettlestone
Central, L.C., and Iowa Youth Athletic Foundation
FORMAT:Consent Agenda
SYNOPSIS INCLUDING PRO & CON: City worked with developers to prepare a First
Amendment to the Private Development Agreement with Caliber Land
Company, LLC, Kettlestone Central, L.C., and the Iowa Youth Athletic
Foundation. The amendment revises the development phasing plan to
include a new Phase 5 and provides for an increase in incentives to 100%
for 20 years for the Iowa Youth Athletic Foundation properties.
FISCAL IMPACT INCLUDING COST/BENEFIT ANALYSIS:
COMMISSION/BOARD/COMMITTEE COMMENT:
STAFF REVIEW AND COMMENT:
RECOMMENDATION: Set a public hearing date.
ATTACHMENTS: I. Proposed Resolution
II. First Amendment to the Agreement
PREPARED BY:Jennifer Brown, Director of Economic Development
REVIEWED BY:
PUBLIC NOTICE INFORMATION –
NAME OF PUBLICATION:
DATE OF PUBLICATION:
I1I3
RESOLUTION NO. ______
RESOLUTION FIXING DATE FOR A PUBLIC HEARING ON
THE PROPOSAL TO ENTER INTO A FIRST AMENDMENT TO
THE AGREEMENT FOR PRIVATE DEVELOPMENT WITH
CALIBER LAND COMPANY, LLC, KETTLESTONE
CENTRAL, L.C., AND IOWA YOUTH ATHLETIC
FOUNDATION, AND PROVIDING FOR PUBLICATION OF
NOTICE THEREOF
WHEREAS, on June 5, 2023, this Council found that certain areas located within the City
are eligible and should be designated as urban renewal areas under Iowa law, and approved and
adopted the: (1) Kettlestone Phase 1 Commercial Urban Renewal Plan (the "Phase 1 Plan") for the
Kettlestone Phase 1 Commercial Urban Renewal Area (the "Phase 1 Urban Renewal Area")
described therein; (2) the Kettlestone Phase 2 Commercial Urban Renewal Plan (the "Phase 2
Plan") for the Kettlestone Phase 2 Commercial Urban Renewal Area (the "Phase 2 Urban Renewal
Area") described therein; (3) the Kettlestone Phase 3 Commercial Urban Renewal Plan (the "Phase
3 Plan") for the Kettlestone Phase 3 Commercial Urban Renewal Area (the "Phase 3 Urban
Renewal Area") described therein; and (4) the Kettlestone Phase 4 Commercial Urban Renewal
Plan (the "Phase 4 Plan") for the Kettlestone Phase 4 Commercial Urban Renewal Area (the "Phase
4 Urban Renewal Area") described therein; and
WHEREAS, the City and Caliber Land Company, LLC ("Caliber"), Kettlestone Central,
L.C. ("Kettlestone Central"), and Iowa Youth Athletic Foundation ("IYAF") have previously
entered into that certain Agreement for Private Development dated May 30, 2023 (the
"Agreement"), pursuant to which, Caliber agreed to construct certain "Phase 2 Commercial
Improvements" and Kettlestone Central agreed to construct certain "Phase 1 Commercial
Improvements", "Phase 3 Commercial Improvements", and "Phase 4 Commercial Improvements"
and, further, IYAF agreed to construct certain "Arena Improvements", all on distinct portions of
the "Development Property"; and
WHEREAS, the City, IYAF, and West Bank ("Bank") executed a Partial Assignment of
Development Agreement dated March 4, 2024 ("Bank Assignment"), by which Bank Assignment
IYAF assigned its right, title and interest to the Economic Development Grants to the Bank; and
WHEREAS, the City has received a proposal from Caliber, Kettlestone Central, and IYAF,
in the form of a proposed First Amendment to the Agreement for Private Development (the "First
Amendment") by and between the City, Caliber, Kettlestone Central, and IYAF in order to (i)
revise the Agreement terms and exhibits to account for the creation of the Phase 5 Urban Renewal
Area; and (ii) increase the Cumulative Maximum Amount of Grants; and
WHEREAS, neither the Agreement, as amended, nor any other Code provision sets forth
any procedural action required to be taken before said economic development activities can occur
under the Agreement, as amended, and pursuant to Section 364.6, Code of Iowa, it is deemed
sufficient if the action hereinafter described be taken and the City Clerk publish notice of the
proposal and of the time and place of the meeting at which the Council proposes to take action
thereon and to receive oral and/or written objections from any resident or property owner of said
City to such action.
NOW THEREFORE, BE IT RESOLVED, BY THE CITY COUNCIL OF THE CITY OF
WAUKEE IN THE STATE OF IOWA:
Section 1.That this Council meet in the Council Chambers, City Hall, 230 West Hickman
Road, Waukee, Iowa, at 5:30 P.M. on November 3, 2025, for the purpose of taking action on the
matter of the proposal to enter into a First Amendment to the Agreement for Private Development
with Caliber Land Company, LLC, Kettlestone Central, L.C., and Iowa Youth Athletic
Foundation.
Section 2.That the City Clerk is hereby directed to cause at least one publication to be
made of a notice of said meeting, in a legal newspaper, printed wholly in the English language,
published at least once weekly, and having general circulation in said City, said publication to be
not less than four (4) clear days nor more than twenty (20) days before the date of said public
meeting.
Section 3.The notice of the proposed action shall be in substantially the following form:
(One publication required)
NOTICE OF PUBLIC HEARING OF THE CITY COUNCIL OF
THE CITY OF WAUKEE IN THE STATE OF IOWA, ON THE
MATTER OF THE PROPOSAL TO ENTER INTO A FIRST
AMENDMENT TO THE AGREEMENT FOR PRIVATE
DEVELOPMENT WITH CALIBER LAND COMPANY, LLC,
KETTLESTONE CENTRAL, L.C., AND IOWA YOUTH
ATHLETIC FOUNDATION, AND THE HEARING THEREON
PUBLIC NOTICE is hereby given that the Council of the City of Waukee in the State of
Iowa, will hold a public hearing on November 3, 2025, at 5:30 P.M. in the Council Chambers,
City Hall, 230 West Hickman Road, Waukee, Iowa, at which meeting the Council proposes to take
action on the proposal to enter into a First Amendment (the "First Amendment") to the Agreement
for Private Development (“Agreement”) with Caliber Land Company, LLC (the "Caliber"),
Kettlestone Central, L.C. (the "Kettlestone Central"), and Iowa Youth Athletic Foundation (the
"IYAF" and collectively with Caliber and Kettlestone Central, the “Developers”).
Pursuant to the Agreement, Caliber agreed to construct certain "Phase 2 Commercial
Improvements" and Kettlestone Central agreed to construct certain "Phase 1 Commercial
Improvements", "Phase 3 Commercial Improvements", and "Phase 4 Commercial Improvements"
and, further, IYAF agreed to construct certain "Arena Improvements", all on distinct portions of
the Kettlestone Phase 1 Commercial Urban Renewal Area, the Kettlestone Phase 2 Commercial
Urban Renewal Area, the Kettlestone Phase 3 Commercial Urban Renewal Area, and the
Kettlestone Phase 4 Commercial Urban Renewal Area; and the City agreed to provide certain
Economic Development Grant incentives to IYAF, subject to the Developers’ compliance with the
Agreement.
The City and Developers desire to make additional changes to the terms of the Agreement,
pursuant to the proposed First Amendment to (i) revise the Agreement terms and exhibits to
account for the creation of a Kettlestone Phase 5 Commercial Urban Renewal Area; and (ii)
increase the Cumulative Maximum Amount of Grants to $55,000,000.
A copy of the Agreement is on file for public inspection during regular business hours in
the office of the City Clerk, City Hall, City of Waukee, Iowa.
At the above meeting the Council shall receive oral or written objections from any resident
or property owner of said City, to the proposal to enter into the Agreement. After all objections
have been received and considered, the Council will at this meeting or at any adjournment thereof,
take additional action on the proposal or will abandon the proposal to authorize said Agreement.
This notice is given by order of the City Council of the City of Waukee in the State of
Iowa, as provided by Section 364.6, Code of Iowa.
Dated this 20th day of October, 2025.
Rebecca D. Schuett
City Clerk, City of Waukee in the State of Iowa
(End of Notice)
PASSED AND APPROVED this 20th day of October, 2025.
Mayor
ATTEST:
City Clerk
Execution Version
FIRST AMENDMENT
TO THE
AGREEMENT FOR PRIVATE DEVELOPMENT
BY AND AMONG
THE CITY OF WAUKEE, IOWA
AND
CALIBER LAND COMPANY, LLC
AND
KETTLESTONE CENTRAL, L.C.
AND
IOWA YOUTH ATHLETIC FOUNDATION
THIS FIRST AMENDMENT (“First Amendment”) to that certain Agreement for Private
Development by and among the CITY OF WAUKEE, IOWA (“City”), CALIBER LAND COMPANY,
LLC, an Iowa limited company (“Caliber”), KETTLESTONE CENTRAL, L.C., an Iowa limited liability
company (“Kettlestone Central”), and IOWA YOUTH ATHLETIC FOUNDATION, an Iowa non-profit
corporation (“IYAF”), dated May 30, 2023 (“Agreement”), is made as of the _____ day of
______________, 2025.
WITNESSETH:
WHEREAS, Caliber, Kettlestone Central, and IYAF previously executed the Agreement and
recorded a Memorandum of the Agreement at Book 2023 Page 8075 in the records of the Recorder of
Dallas County, Iowa; and
WHEREAS, Caliber, Kettlestone Central, and IYAF are referred to in the Agreement as the
“Developers”; and
WHEREAS, pursuant to the Agreement, Kettlestone Central agreed to construct certain "Phase 1
Commercial Improvements" on “Phase 1 Development Property” in the Kettlestone Phase 1 Commercial
Urban Renewal Area; and
WHEREAS, pursuant to the Agreement, Caliber agreed to construct certain "Phase 2 Commercial
Improvements" on “Phase 2 Development Property” in the Kettlestone Phase 2 Commercial Urban
Renewal Area; and
WHEREAS, pursuant to the Agreement, Kettlestone Central agreed to construct certain "Phase 3
Commercial Improvements" on “Phase 3 Development Property” in the Kettlestone Phase 3 Commercial
Urban Renewal Area; and
WHEREAS, pursuant to the Agreement, Kettlestone Central agreed to construct certain "Phase 4
Commercial Improvements" on “Phase 4 Development Property” in the Kettlestone Phase 4 Commercial
Urban Renewal Area; and
WHEREAS, pursuant to the Agreement, IYAF agreed to construct certain “Arena Improvements”
on “Arena Development Property” in the Kettlestone Phase 1 Commercial Urban Renewal Area; and
Execution Version
WHEREAS, pursuant to the terms in the Agreement, the City agreed to provide certain Economic
Development Grants to IYAF in exchange for Developers’ satisfaction of their development obligations;
and
WHEREAS, the City, IYAF, and West Bank (“Bank”) executed a Partial Assignment of
Development Agreement dated March 4, 2024, and recorded the same in the records of the Dallas County
Recorder as Document No. 2024-03059 (“Bank Assignment”), by which Bank Assignment IYAF
assigned its right, title and interest to the Economic Development Grants to the Bank; and
WHEREAS, by Resolution to be adopted November 3, 2025, the City will approve an amendment
to the Kettlestone Phase 1 Commercial Urban Renewal Plan for the Kettlestone Phase 1 Commercial
Urban Renewal Area (“Phase 1 Amendment 1”), which Phase 1 Amendment 1 removes property from the
Phase 1 Urban Renewal Area to be placed in a new urban renewal area to be known as the Kettlestone
Phase 5 Commercial Urban Renewal Area; and
WHEREAS, by Resolution to be adopted November 3, 2025, the City will approve an amendment
to the Kettlestone Phase 2 Commercial Urban Renewal Plan for the Kettlestone Phase 2 Commercial
Urban Renewal Area (“Phase 2 Amendment 1”), which Phase 2 Amendment 1 removes property from the
Phase 2 Urban Renewal Area to also be placed in the Kettlestone Phase 5 Commercial Urban Renewal
Area; and
WHEREAS, by Resolution to be adopted November 3, 2025, the City will approve and adopt the
Kettlestone Phase 5 Commercial Urban Renewal Plan (the “Phase 5 Plan” or “ Phase 5 Urban Renewal
Plan”) for the Kettlestone Phase 5 Commercial Urban Renewal Area (the “Phase 5 Area” or “Phase 5
Urban Renewal Area”), which Plan will be placed on file in the office of the Recorder of Dallas County;
and
WHEREAS, the City and Developers desire to amend the Agreement to (i) revise the Agreement
terms and exhibits to account for the creation of the Phase 5 Urban Renewal Area; and (ii) increase the
Cumulative Maximum Amount of Grants.
NOW THEREFORE, it is agreed by the City and the Developers:
1. Bank Consent. As a condition precedent to the effectiveness of this Amendment, the Bank
must execute the consent attached hereto in satisfaction of Section 4 of the Bank Assignment.
2. Definitions.
a. The definitions previously set forth in the Agreement for the following terms are being
revised by this Amendment as follows:
Arena Development Property means that portion of the Development Property located
within the Phase 5 Urban Renewal Area upon which the Arena Improvements shall be constructed,
as further described in the Amended Exhibit A.
Development Property means the Phase 1 Development Property, Phase 2 Development
Property, Phase 3 Development Property, Phase 4 Development Property, Phase 5 Development
Property, and Arena Development Property.
Execution Version
Economic Development Grants means the Phase 1 Economic Development Grant
payments, the Phase 2 Economic Development Grant payments, the Phase 3 Economic
Development Grant payments, and the Phase 4 Economic Development Grant payments, and the
Phase 5 Economic Development Grants to be made by the City to IYAF under Article VII of this
Agreement.
Minimum Improvements means the Phase 1 Commercial Improvements, Phase 2
Commercial Improvements, Phase 3 Commercial Improvements, Phase 4 Commercial
Improvements, Phase 5 Commercial Improvements, and Arena Improvements, as described in the
Amended Exhibit B.
Urban Renewal Areas means the areas known as the Kettlestone Phase 1 Commercial
Urban Renewal Area, Kettlestone Phase 2 Commercial Urban Renewal Area, Kettlestone Phase 3
Commercial Urban Renewal Area, Kettlestone Phase 4 Commercial Urban Renewal Area, and the
Kettlestone Phase 5 Commercial Urban Renewal Area.
Urban Renewal Plans means the Urban Renewal Plans, approved with respect to the
Kettlestone Phase 1 Commercial Urban Renewal Area, Kettlestone Phase 2 Commercial Urban
Renewal Area, Kettlestone Phase 3 Commercial Urban Renewal Area, Kettlestone Phase 4
Commercial Urban Renewal Area, and Kettlestone Phase 5 Commercial Urban Renewal Area,
described in the preambles to the Agreement, as amended.
b. In addition to other definitions set forth in the Agreement, as amended, the following
capitalized terms shall have the following meanings unless a different meaning clearly appears from the
context:
Kettlestone Phase 5 Commercial Urban Renewal Tax Increment Revenue Fund means the
special fund of the City created under the authority of Section 403.19(2) of the Code and the Phase
5 Ordinance, which fund will be created in order to pay the principal of and interest on loans,
monies advanced to, or indebtedness, whether funded, refunded, assumed, or otherwise, including
bonds or other obligations issued under the authority of Chapters 15A, 403, or 384 of the Code,
incurred by the City to finance or refinance in whole or in part projects undertaken pursuant to the
Phase 5 Urban Renewal Plan for the Phase 5 Urban Renewal Area.
Phase 5 Commercial Improvements means a 12,300 square foot commercial building
completed on the Phase 5 Development Property.
Phase 5 Development Property means that portion of the Development Property located
with the Phase 5 Urban Renewal Area upon which the Phase 5 Commercial Improvements shall
be constructed, as further described in Amended Exhibit A.
Phase 5 Ordinance means the ordinance(s) of the City, as may be enacted and amended
from time to time, under which the taxes levied on taxable property in the Phase 5 Urban Renewal
Area shall be divided and a portion paid into the Kettlestone Phase 5 Commercial Urban Renewal
Tax Increment Revenue Fund under the authority of Section 403.19(2) of the Code.
Phase 5 Commercial Tax Increments means the property tax revenues on the Phase 5
Commercial Improvements and Phase 5 Development Property divided and made available to the
City for deposit in Iowa Youth Athletic Association TIF Phase 5 Account of the Kettlestone Phase
Execution Version
5 Commercial Urban Renewal Tax Increment Revenue Fund under the provisions of Section
403.19 of the Code, as amended, and the Phase 5 Ordinance.
Phase 5 Arena Tax Increments means the property tax revenues on the Arena
Improvements and Arena Development Property, if any, divided and made available to the City
for deposit in the Iowa Youth Athletic Association TIF Phase 5 Account of the Kettlestone Phase
5 Commercial Urban Renewal Tax Increment Revenue Fund under the provisions of Section
403.19 of the Code, as amended, and the Phase 5 Ordinance.
Iowa Youth Athletic Foundation TIF Phase 5 Account means a separate account within the
Kettlestone Phase 5 Commercial Urban Renewal Tax Increment Revenue Fund of the City in
which Phase 5 Commercial Tax Increments and Phase 5 Arena Tax Increments received by the
City with respect to the Phase 5 Commercial Improvements and the Arena Improvements shall be
deposited.
c. All other capitalized terms not otherwise defined herein shall have the definitions set forth
in the Agreement.
3. Representations and Warranties of Developers. Section 2.2 of the Agreement is hereby
revised as follows:
a. Section 2.2 (o) of the Agreement is replaced in its entirety with the following:
o. Developers shall use commercially reasonable efforts to cause the Arena
Improvements, Phase 1 Commercial Improvements, Phase 2 Commercial Improvements, Phase 3
Commercial Improvements, Phase 4 Commercial Improvements, and Phase 5 Commercial
Improvements to be occupied by businesses that add and retain employees in the City until at least
the Termination Date.
4. Completion of Construction. The following subsection (f) is added to Section 3.2 of the
Agreement:
f. Subject to Unavoidable Delays, Caliber shall cause construction of Phase 5
Commercial Improvements on the Phase 5 Development Property by December 31, 2025. Time
lost as a result of Unavoidable Delays shall be added to extend this date by a number of days equal
to the number of days lost as a result of Unavoidable Delays.
5. Employment/Operation. Section 5.6 of the Agreement is replaced in its entirety with the
following:
Section 5.6. Employment/Operation.
a. IYAF shall operate the Arena Improvements as an athletic complex and regularly
hold athletic competitions in the Arena Improvements involving teams from inside and outside of
the City.
b. Developers are causing the construction of the Phase 1 Commercial Improvements,
Phase 2 Commercial Improvements, Phase 3 Commercial Improvements, Phase 4 Commercial
Execution Version
Improvements, and Phase 5 Commercial Improvements with the anticipation that they will be
occupied by commercial enterprises that will be employing individuals therein at least until the
Termination Date of this Agreement, and Developers shall use commercially reasonable efforts to
attract such enterprises to locate in the Phase 1 Commercial Improvements, Phase 2 Commercial
Improvements, Phase 3 Commercial Improvements, Phase 4 Commercial Improvements, and Phase
5 Commercial Improvements.
6. Economic Development Grants. Section 7.1 of the Agreement is revised as follows:
a. A subsection (v) is added to section 7.1(a) of the Agreement as follows:
v. Phase 5 Economic Development Grants. Subject to completion of the Phase 5
Commercial Improvements upon the Phase 5 Development Property and the Arena
Improvements on the Arena Development Property, and subject to satisfaction of the
conditions precedent set forth in Section 7.2, the City shall make up to twenty (20)
consecutive, annual Phase 5 Economic Development Grants to IYAF beginning on June 1
of the first full fiscal year the City receives Phase 5 Commercial Tax Increments and Phase
5 Arena Tax Increments, and continuing each June 1 thereafter until the earlier of: (i)
twenty (20) Phase 5 Economic Development Grants have been paid; (ii) the Cumulative
Maximum Amount of Grants has been paid; or (iii) this Agreement is terminated. Each
Phase 5 Economic Development Grant shall come solely and only from incremental taxes
received by the City under Iowa Code Section 403.19 and the Phase 5 Ordinance from
levies upon the Phase 5 Commercial Improvements and the Arena Improvements. Each
annual Phase 5 Economic Development Grant shall be equal in amount to 85% of the Phase
5 Commercial Tax Increments and 100% of the Phase 5 Arena Tax Increments collected
by the City with respect to the Phase 5 Commercial Improvements and Arena
Improvements under the terms of the Phase 5 Ordinance and deposited into Iowa Youth
Athletic Association TIF Phase 5 Account (without regard to any averaging that may
otherwise be utilized under Section 403.19 and excluding any interest that may accrue
thereon prior to payment to IYAF) during the preceding twelve-month period, but subject
to limitation and adjustment as provided in this Article. The Phase 5 Economic
Development Grants shall not be payable in any manner by other tax increment revenues
or by general taxation or from any other City funds. Any commercial and industrial
property tax replacement monies that may be received under chapter 441.21A shall not be
included in the calculation to determine the amount of Phase 5 Economic Development
Grants for which IYAF. is eligible, and any monies received back under chapter 426C
relating to the Business Property Tax Credit shall not be included in the calculation to
determine the amount of Phase 5 Economic Development Grants for which IYAF is
eligible.
b. A subsection (v) is added to section 7.1(b) of the Agreement as follows:
v. Phase 5 Economic Development Grants. Provided Developers are in compliance
with the terms of the Agreement, the City shall certify debt to the County pursuant to Iowa
Code 403.19 under the Phase 5 Ordinance by no later than December 1, 2033; provided,
however, if the City receives a written request from Developers related to the Phase 5
Development Property and the Arena Property by September 15 of any year prior to 2033,
the City shall certify debt to the County pursuant to Iowa Code 403.19 by the December 1
Execution Version
immediately following the City’s receipt of Developers’ written request. The Parties
acknowledge and agree that pursuant to Iowa Code Section 403.19 the base value of the
Phase 5 Development Property and the Arena Property for purposes of calculating Phase 5
Commercial Tax Increments and Phase 5 Arena Tax Increments will be the assessed value
of the taxable property in the Phase 5 Development Property and the Arena Property as of
January 1 of the calendar year preceding the year in which the debt is first certified. The
City will receive the first full year of Phase 5 Commercial Tax Increment and Phase 5
Arena Tax Increment in the fiscal year following the certification of debt. For example, if
debt is first certified in 2033 under the Phase 5 Ordinance, the City will receive the first
full year of Phase 5 Commercial Tax Increment and Phase 5 Arena Tax Increment in fiscal
year 2034-35, resulting in the first Phase 5 Economic Development Grant payment being
made by June 1, 2035, subject to the terms and conditions of the Agreement.
c. Section 7.1(c) of the Agreement is replaced in its entirety with the following:
c. Cumulative Maximum Amount of Economic Development Grants. The maximum
amount of the Economic Development Grants that may be paid to IYAF on an aggregate basis for
all phases under this Agreement shall not exceed the lesser of: (i) the amount of available
incremental taxes under the formulas and schedules set forth in Section 7.1(a); or (ii) $55,000,000
(“Cumulative Maximum Amount of Grants”). It is agreed and understood that each Economic
Development Grant shall be payable from and secured solely and only by incremental taxes
received by the City under Iowa Code Section 403.19 from levies upon the Minimum
Improvements; and in no event shall Developer be entitled to receive more than calculated under
the formulas set forth in Section 7.1(a), even if the Cumulative Maximum Amount of Grants as
set forth in Section 7.1(c) is not met.
7. Exhibits. Exhibits A, B, B-2, and D are replaced by Amended Exhibits A, B, B-2, and D
attached hereto.
8. No Further Modifications. Except as modified by this First Amendment, all covenants,
agreements, terms, and conditions of the Agreement shall remain in full force and effect and are hereby
in all respects ratified and affirmed.
9. Counterparts. This First Amendment may be executed in two or more counterparts, each
of which together shall be deemed an original, but all of which together shall constitute one and the same
instrument. In the event that any signature is delivered by facsimile transmission or by e-mail delivery of
a “pdf” format data file, such signature shall create a valid and binding obligation of the party executing
(or on whose behalf such signature is executed) with the same force and effect as if such facsimile or “pdf”
signature page were an original thereof.
IN WITNESS WHEREOF, the City has caused this First Amendment to be duly executed in its
name and behalf by its Mayor and its seal to be hereunto duly affixed and attested by its City Clerk and
Developers have caused this First Amendment to be duly executed in its name and behalf by its authorized
representatives, all on or as of the day first above written.
[Remainder of this page intentionally left blank. Signature pages to follow.]
Execution Version
(SEAL) CITY OF WAUKEE, IOWA
By: __________________________
Courtney Clarke, Mayor
ATTEST:
By: ________________________
Rebecca D. Schuett, City Clerk
STATE OF IOWA )
) SS
COUNTY OF DALLAS )
On this ________ day of ________________________, 2025, before me a Notary Public in and
for said State, personally appeared Courtney Clarke and Rebecca D. Schuett, to me personally known,
who being duly sworn, did say that they are the Mayor and City Clerk, respectively, of the City of Waukee,
Iowa, a Municipality created and existing under the laws of the State of Iowa, and that the seal affixed to
the foregoing instrument is the seal of said Municipality, and that said instrument was signed and sealed
on behalf of said Municipality by authority and resolution of its City Council, and said Mayor and City
Clerk acknowledged said instrument to be the free act and deed of said Municipality by it voluntarily
executed.
___________________________________
Notary Public in and for the State of Iowa
[Signature page to First Amendment – City of Waukee]
Execution Version
CALIBER LAND COMPANY, LLC
By: _________________________
Nicholas E. Jensen, Manager
STATE OF IOWA )
) SS
COUNTY OF _______________ )
This record was acknowledged before me on ________________, 2025 by Nicholas E. Jensen, as
Manager of Caliber Land Company, LLC, an Iowa limited liability company.
______________________________
Notary Public in and for the State of Iowa
[Signature page to First Amendment –Caliber Land Company, LLC]
Execution Version
KETTLESTONE CENTRAL, L.C.,
By: _________________________
Dickson D. Jensen, Manager
STATE OF IOWA )
) SS
COUNTY OF _______________ )
This record was acknowledged before me on ________________, 2025 by Dickson D. Jensen, as
Manager of Kettlestone Central, L.C., an Iowa limited Liability Company.
___________________________________
Notary Public in and for the State of Iowa
[Signature page to First Amendment –Kettlestone Central, L.C.]
Execution Version
IOWA YOUTH ATHLETIC FOUNDATION
By: ____________________________
Dickson D. Jensen, President
STATE OF IOWA )
) SS
COUNTY OF _______________ )
This record was acknowledged before me on __________________, 2025 by Dickson D. Jensen,
as President of Iowa Youth Athletic Foundation, an Iowa nonprofit corporation.
__________________________________
Notary Public in and for the State of Iowa
[Signature Page to First Amendment – Iowa Youth Athletic Foundation]
Execution Version
West Bank (“Bank”) hereby consents to the execution of this First Amendment to Development
Agreement by the City of Waukee and Iowa Youth Athletic Association pursuant to Section 4 of
that Partial Assignment of Development Agreement dated March 4, 2024 and recorded with the
Dallas County Recorder as Document No. 2024-03059 (“Bank Assignment”).
(SEAL)
West Bank
By:____________________________
Dana Jergenson, Vice President
STATE OF IOWA, COUNTY OF POLK ) ss:
This instrument was acknowledged before me on the ___day of____________, 2025 by Dana
Jergenson, as Vice President of West Bank, on its behalf.
Notary Public
Execution Version
AMENDED EXHIBIT A
DEVELOPMENT PROPERTY
The Development Property is described as follows:
PHASE 1 DEVELOPMENT PROPERTY (EAST OF GLACIER NORTH)
The following real property located in the City of Waukee, Dallas County, Iowa:
Lot 12, Kettlestone Central Plat 1
Lot 13, Kettlestone Central Plat 1
Lot 11, Kettlestone Central Plat 1
Lot 10, Kettlestone Central Plat 1
Lot 9, Kettlestone Central Plat 1
Lot 8, Kettlestone Central Plat 1
Lot 7, Kettlestone Central Plat 1
Lot 6, Kettlestone Central Plat 1
Lot 5, Kettlestone Central Plat 1
Lot 4, Kettlestone Central Plat 1
Lot 3, Kettlestone Central Plat 1
Lot 2, Kettlestone Central Plat 1
Lot 1, Kettlestone Central Plat 1
All being part of Kettlestone Central Plat 1, an Official Plat, now included in and forming a part of the
City of Waukee, Dallas County, Iowa.
PHASE 2 DEVELOPMENT PROPERTY (SOUTH OF WESTOWN PARKWAY)
The following real property is situated in the City of Waukee, Dallas County, Iowa:
Outlot Z, Kettlestone Central South Plat 2
Outlot Y, Kettlestone Central South Plat 2
Lot 5, Kettlestone Central South Plat 2
Lot 1, Kettlestone Central South Plat 2
Lot 2, Kettlestone Central South Plat 2
Lot 6, Kettlestone Central South Plat 2
Lot 3, Kettlestone Central South Plat 2
Lot 4, Kettlestone Central South Plat 2
Lot 7, Kettlestone Central South Plat 2
All lots and outlots are part of Kettlestone Central South Plat 2, an Official Plat, now included in
and forming a part of the City of Waukee, Dallas County, Iowa.
Execution Version
PHASE 3 DEVELOPMENT PROPERTY (NORTH COMMERCIAL WEST)
Parcel 23-38 a part of Parcel 21-95 as shown on the Plat of Survey recorded in Book 2021, Page 31554
being a part of Government Lots 5 and 12 in Section 3 and part of Government Lots 9 and 16 in Section 4,
all being in Township 78 North, Range 26 West of the Fifth Principal Meridian in the City of Waukee,
Dallas County, Iowa.
PHASE 4 DEVELOPMENT PROPERTY (NORTH COMMERCIAL EAST)
Parcel 23-39 a part of Parcel 21-95 as shown on the Plat of Survey recorded in Book 2021, Page 31554
being a part of Government Lots 5 and 12 in Section 3 and part of Government Lots 9 and 16 in Section 4,
all being in Township 78 North, Range 26 West of the Fifth Principal Meridian in the City of Waukee,
Dallas County, Iowa.
PHASE 5 DEVELOPMENT PROPERTY
Lot 1, Kettlestone Central DWR Plat 1 an Official Plat, now included in and forming a part of the
City of Waukee, Dallas County, Iowa.
ARENA DEVELOPMENT PROPERTY
Lot 14, Kettlestone Central Plat 1, an Official Plat, now included in and forming a part of the City of
Waukee, Dallas County, Iowa.
14
Execution Version
AMENDED EXHIBIT B
MINIMUM IMPROVEMENTS
Minimum Improvements shall mean the Phase 1 Commercial Improvements, the Phase 2
Commercial Improvements, the Phase 3 Commercial Improvements, the Phase 4 Commercial
Improvements, the Phase 5 Commercial Improvements, and the Arena Improvements as further
described below:
Phase 1 Commercial Improvements means the construction of commercial buildings on
the Phase 1 Development Property consistent with the preliminary site plan attached as Exhibit
B-2.
Phase 2 Commercial Improvements means the construction of commercial buildings on
the Phase 2 Development Property consistent with the preliminary site plan attached as Exhibit
B-2.
Phase 3 Commercial Improvements means the construction of commercial buildings on
the Phase 3 Development Property consistent with the preliminary site plan attached as Exhibit
B-2.
Phase 4 Commercial Improvements means the construction of commercial buildings on
the Phase 4 Development Property consistent with the preliminary site plan attached as Exhibit
B-2.
Phase 5 Commercial Improvements means the construction of a 12,300 square foot
commercial building on the Phase 5 Development Property consistent with the preliminary site
plan attached as Exhibit B-2.
Arena Improvements means two buildings to be constructed on the Arena Development
Property totaling 102,000 square feet and 12 courts to be used for athletic competition, requiring
a minimum investment of $40,000,000. See Exhibit B-1 for depictions of the Arena
Improvements.
All of the Minimum Improvements must be constructed in a manner consistent with the
Kettlestone Design Guidelines.
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AMENDED EXHIBIT B-2
PROPOSED SITE PLANS FOR MINIMUM IMPROVEMENTS
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AMENDED EXHIBIT D
DEVELOPERS ANNUAL CERTIFICATION
(due by November 1st as required under terms of Development Agreement)
Developers certify the following:
During the time period covered by this Certification, Developers are and were in compliance with
Section 5.7 of the Agreement as follows:
(i) all ad valorem taxes on the Development Property have been paid for the prior fiscal year
(and for the current year, if due) and attached to this Annual Certification are proof of payment of said
taxes;
(ii) IYAF continues to operate the Arena Improvements as an athletic complex and in the past
twelve (12) months have hosted _____ tournaments at the Arena Improvements involving _____ total teams
and _____ total athletes.
(iii) Developers have continued to make commercially reasonable efforts to cause the
Commercial Improvements to be occupied by businesses that add and retain employees at the Minimum
Improvements; and the name(s) of businesses employing employees in Minimum Improvements (as of the
date of this certification) are:
For Phase 1:
_____________________________________________________________________________________
_____________________________________________________________________________________
For Phase 2:
_____________________________________________________________________________________
_____________________________________________________________________________________
For Phase 3:
_____________________________________________________________________________________
_____________________________________________________________________________________
For Phase 4:
_____________________________________________________________________________________
_____________________________________________________________________________________
For Phase 5:
_____________________________________________________________________________________
_____________________________________________________________________________________
(iv) the undersigned officers of Developers have re-examined the terms and provisions of this
Agreement and that at the date of such certification, and during the preceding twelve (12) months, certifies
that Developers are not, or were not, in default in the fulfillment of any of the terms and conditions of this
Agreement and that no Event of Default (or event which, with the lapse of time or the giving of notice, or
both, would become an Event of Default) is occurring or has occurred as of the date of such certification,
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or if the signer is aware of any such Event of Default, said officers have disclosed the nature thereof, its
period of existence and what action, if any, has been taken or is proposed to be taken with respect thereto.
I certify under penalty of perjury and pursuant to the laws of the State of Iowa that the preceding is
true and correct to the best of my knowledge and belief.
Signed this _________ day of _____________________, 20___.
Iowa Youth Athletic Foundation
By: _____________________________
Name: _____________________________
Title: _____________________________
Kettlestone Central, L.C.
By: _____________________________
Name: _____________________________
Title: _____________________________
Caliber Land Company, LLC
By: _____________________________
Name: _____________________________
Title: _____________________________
4901-9276-8880-1\21938-380