Seventh Amendment to Amended and Restated Development with Dubuque Racing Association Copyrig hted
February 15, 2021
City of Dubuque Consent Items # 8.
City Council Meeting
ITEM TITLE: SeventhAmendmenttoAmended and Restated Development
Agreement befinreen the City of Dubuque, lowa, and Dubuque Racing
Association, LTD
SUM MARY: City Manager recommending approval of the Seventh Amendment to
Amended and Restated Development Agreement between the City of
Dubuque, lowa, and Dubuque Racing Association, LTD.
RESOLUT ION Approving the Seventh Amendment to Amended and
Restated Lease Agreement between the Dubuque Racing Association
and the City of Dubuque
SUGGESTED Suggested Disposition: Receive and File;Adopt Resolution(s)
DISPOSITION:
ATTACHMENTS:
Description Type
Seventh Amendment to DRAAmended and Restated City Manager Memo
DevelopmentAgreement-MVM Memo
Staff Memo Staff Memo
Resolution Resolutions
Amendment- Redline Supporting Documentation
Amendment- Clean Supporting Documentation
Dubuque
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TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Seventh Amendment to Amended and Restated Development Agreement
between the City of Dubuque, lowa, and Dubuque Racing Association,
LTD
DATE: January 31, 2021
The City of Dubuque and Dubuque Racing Association, LTD. are parties to an
Amended and Restated Lease Agreement (the Lease Agreement) dated for reference
purposes the 31 st day of March, 2004.
In 2019, the lowa General Assembly approved sports wagering. The City and DRA
have agreed to amend the Lease Agreement to include revenue from sports wagering in
Section 3, the section that describes rental paid by DRA. That revision is the subject of
the proposed Seventh Amendment.
Senior Counsel Barry Lindahl recommends City Council approval of the Seventh
Amendment to Amended and Restated Development Agreement.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
�
Mic ael C. Van Milligen
MCVM:jh
Attachment
cc: Crenna Brumwell, City Attorney
Cori Burbach, Assistant City Manager
Barry A. Lindahl, Senior Counsel
Jesus Aviles, President & CEO, Dubuque Racing Association
Richard Whitty, O'Connor & Thomas, P.C.
Dubuque
THE CITY OF �
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BARRY A. LINDAHL, ESQ.
SENIOR COUNSEL
MEMO
To: Michael C. Van Milligen
City Manager
DATE: January 29, 2021
RE: Seventh Amendment to Amended and Restated Development Agreement
between the City of Dubuque, lowa, and Dubuque Racing Association, LTD
The City of Dubuque and Dubuque Racing Association, LTD. are parties to an Amended
and Restated Lease Agreement (the Lease Agreement) dated for reference purposes the
31 St day of March, 2004.
The Lease Agreement was amended by the First Amendment dated the 4t" day of April,
2005, the Second Amendment dated the 29th day of June, 2005, the Third Amendment
dated the 2nd day of February, 2009, the Fourth Amendment dated the 7t" day of June,
2010, the Fifth Amendment dated the 3rd day of November, 2014, and the Sixth
Amendment dated the 16th day of February, 2015.
In 2019, the lowa General Assembly approved sports wagering. The City and DRA have
agreed to amend the Lease Agreement to include revenue from sports wagering in
Section 3, the section that describes rental paid by DRA. That revision is the subject of
the proposed Seventh Amendment attached hereto.
I recommend the attached Resolution and Seventh Amendment to Amended and
Restated Lease Agreement be submitted to the City Council for consideration and
approval.
BAL:jmm
cc: Crenna M. Brumwell, City Attorney
Jesus Aviles
Rich Whitty
OFFICE OF THE CITY ATTORNEY DUBUQUE, IOWA
SUITE 330, HARBOR VIEW PLACE, 300 MAIN STREET DUBUQUE, IA 52001-6944
TE�EPHONE (563)583-4113/FAx (563)583-1040/Ennai� balesq@cityofdubuque.org
Prepared by Barry A. Lindal, Esq. 300 Main St., Ste. 330, Dubuque IA 52001-6944, (563) 583-4113
Return to Adrienne N. Breitfelder, City Clerk, 50 W. 13th St., Dubuque, IA 52001, (563) 589-4100
RESOLUTION NO. 35-21
APPROVING THE SEVENTH AMENDMENT TO AMENDED AND RESTATED
LEASE AGREEMENT BETWEEN THE DUBUQUE RACING ASSOCIATION
AND THE CITY OF DUBUQUE
Whereas, the City of Dubuque (City) and the Dubuque Racing Association,
LTD. (Association) are parties to an Amended and Restated Lease Agreement (the
Lease Agreement) dated for reference purposes the 31st day of March, 2004, as
amended by the First Amendment dated the 4th day of April, 2005, the Second
Amendment dated the 29th day of June, 2005, the Third Amendment dated the 2nd
day of February, 2009, the Fourth Amendment dated the 7th day of June,, 2010, the
Fifth Amendment dated the 3rd day of November, 2014, and the Sixth Amendment
dated the 16th day of February, 2015; and
Whereas, City and Association now desire to amend the Lease Agreement
as set forth in the attached Seventh Amendment; and
Whereas, the City Council of the City of Dubuque finds that it is in the
interests of the City of Dubuque to approve the Seventh Amendment attached
hereto.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF DUBUQUE, IOWA AS FOLLOWS:
Section 1. The Seventh Amendment to Amended and Restated Lease
Agreement attached hereto is hereby approved.
Section 2. The Mayor is hereby authorized and directed to execute the
Seventh Amendment on behalf of the City of Dubuque.
Passed, approved and adopted this 15th da of February, 2021.
r
Roy D., uol, Mayor
Attest: �►
Adrienne N. Breitfelder, City Clerk
SEVENTH AMENDMENT
TO
AMENDED AND RESTATED
LEASE AGREEMENT
BETWEEN
THE DUBUQUE RACING ASSOCIATION
AND
THE CITY OF DUBUQUE
This SEVENTH AMENDMENT TO AMENDED AND RESTATED LEASE
AGREEMENT is dated for reference purposes the day of , 2021.
Whereas, the City of Dubuque (City) and Dubuque Racing Association, LTD.
(Association) are parties to an Amended and Restated Lease Agreement dated for
reference purposes the 31 st day of March, 2004, as amended by the First Amendment
dated the 4th day of April, 2005, the Second Amendment dated the 29th day of June,
2005, the Third Amendment dated the 2nd day of February, 2009, the Fourth Amendment
dated the 7th day of June, 2010, the Fifth Amendment dated the 3rd day of November,
2014, and the Sixth Amendment dated the 16th day of February 2015 (hereafter referred
to collectively as the "Lease Agreement"); and
Whereas, City and Association desire to enter into a Seventh Amendment of the
Lease Agreement to further amend the Amended and Restated Lease Agreement as set
forth herein.
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
1. Par. 3 of the Lease Agreement, as previously amended, is deleted and shall now
read as follows:
3. Rental. Association shall pay City monthly rent equal to one per cent (1%)
of gross receipts from all gambling games (including but not limited to slot
machines and video machines which simulate table games of chance) and four
and eight-tenths per cent (4.8%) of the table game adjusted gross receipts
(amounts actually wagered at table games less winnings paid to wagerers) for
table games conducted at ' Q Casino for each
month such games are conducted and, beqinninq January 1, 2020, one-half of one
per cent (0.50°/o) of monthly sports wagering. Such payments shall be due on the
tenth day of the following month. City shall expend such funds for capital
expenditures, including but not limited to, street lighting, street improvements, the
Civic Center, parks & recreation, the replacement of motor vehicles and operating
equipment, economic and tourism development projects. In the event rent
payments under this paragraph exceed the budgetary needs enumerated for the
foregoing capital expenditures in City's general fund capital improvements budget,
then the City shall use remaining rents for funding of police, fire, and other public
safety departments. City shall use any rent payments remaining after exhausting
Page 1 of 2
the foregoing purposes, if any, for mass transit and library budgets.
Notwithstanding the foregoing, however, City shall not be limited in any manner
from the issuance of debt to fund capital improvements for other purposes or from
using other revenue sources, required to be dedicated to capital improvements, to
fund the capital improvement budget. All rent payments shall be used by City
exclusively for the promotion of social welfare under IRC §501(c)(4).
2. All other provisions of the Lease Agreement shall remain in full force and effect.
3. This Seventh Amendment to the Lease Agreement is dated the day of
, 2021, for reference purposes, but shall become effective only upon
the date of the last of required approvals by the Association's Board of Directors,
Association's Lender, City's City Council, and the lowa Racing and Gaming Commission.
CITY OF DUBUQUE, IOWA DUBUQUE RACING ASSOCIATION,
LTD.
By: By:
Roy D. Buol, Mayor Jesus M. Aviles, President
Attest:
Adrienne N. Breitfelder, City Clerk
CONSENT TO AMENDMENT
MidwestOne Bank consents to the foregoing SEVENTH AMENDMENT TO AMENDED
AND RESTATED LEASE AGREEMENT this day of , 2021.
MIDWESTONE BANK
By:
Its:
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SEVENTH AMENDMENT
TO
AMENDED AND RESTATED
LEASE AGREEMENT
BETWEEN
THE DUBUQUE RACING ASSOCIATION
AND
THE CITY OF DUBUQUE
This SEVENTH AMENDMENT TO AMENDED AND RESTATED LEASE
AGREEMENT is dated for reference purposes the 15t" day of February, 2021.
Whereas, the City of Dubuque (City) and Dubuque Racing Association, LTD.
(Association) are parties to an Amended and Restated Lease Agreement dated for
reference purposes the 31 st day of March, 2004, as amended by the First Amendment
dated the 4th day of April, 2005, the Second Amendment dated the 29th day of June,
2005, the Third Amendment dated the 2nd day of February, 2009, the Fourth Amendment
dated the 7th day of June, 2010, the Fifth Amendment dated the 3rd day of November,
2014, and the Sixth Amendment dated the 16th day of February 2015 (hereafter referred
to collectively as the "Lease Agreement"); and
Whereas, City and Association desire to enter into a Seventh Amendment of the
Lease Agreement to further amend the Amended and Restated Lease Agreement as set
forth herein.
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
1. Par. 3 of the Lease Agreement, as previously amended, is deleted and shall now
read as follows:
3. Rental. Association shall pay City monthly rent equal to one per cent (1 %)
of gross receipts from all gambling games (including but not limited to slot
machines and video machines which simulate table games of chance) and four
and eight -tenths per cent (4.8%) of the table game adjusted gross receipts
(amounts actually wagered at table games less winnings paid to wagerers) for
table games conducted at Q Casino for each month such games are conducted
and, beginning January 1, 2020, one-half of one per cent (0.50%) of monthly sports
wagering. Such payments shall be due on the tenth day of the following month.
City shall expend such funds for capital expenditures, including but not limited to,
street lighting, street improvements, the Civic Center, parks & recreation, the
replacement of motor vehicles and operating equipment, economic and tourism
development projects. In the event rent payments under this paragraph exceed the
budgetary needs enumerated for the foregoing capital expenditures in City's
general fund capital improvements budget, then the City shall use remaining rents
for funding of police, fire, and other public safety departments. City shall use any
rent payments remaining after exhausting the foregoing purposes, if any, for mass
Page 1 of 2
transit and library budgets. Notwithstanding the foregoing, however, City shall not
be limited in any manner from the issuance of debt to fund capital improvements
for other purposes or from using other revenue sources, required to be dedicated
to capital improvements, to fund the capital improvement budget. All rent payments
shall be used by City exclusively for the promotion of social welfare under IRC
§501(c)(4).
2. All other provisions of the Lease Agreement shall remain in full force and effect.
3. This Seventh Amendment to the Lease Agreement is dated the 1511, day of
February, 2021, for reference purposes, but shall become effective only upon the date of
the last of required approvals by the Association's Board of Directors, Association's
Lender, City's City Council, and the Iowa Racing and Gaming Commission.
CITY OF DUBUQUE, iOWA
By- �'t
Roy D. Bu ayor
Attest: 'f``
Adrienne N. Breitfelder, City Clerk
CONSENT TO AMENDMENT
L
I
MidwestOne Bank consents to the foregoing SEVENTH AMENDMENT TO AMENDED
AND RESTATED LEASE AGREEMENT this ___L1,tday of�Marr-hT
MIDWESTONE BANK
By:
lts: irst vicek,�xesldentaria Senior Commercial. Banker
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