Sixth Amendment to Development Agreementwith Weaver Castle LLC for redevelopment of 346-348 W. Locust St. Copyrighted
August 1, 2022
City of Dubuque Consent Items # 08.
City Council Meeting
ITEM TITLE: SixthAmendmentto DevelopmentAgreement Betweenthe Cityof
Dubuque and Weaver Castle LLC for redevelopment of 346-348 W.
Locust Street
SUM MARY: City Manager recommending City Council approve the resolution
authorizing the Mayor to sign the Sixth Amendment to Development
Agreement for the rehabilitation of 346-348 W. Locust Street.
RESOLUTION Approving the Sixth Amendment to the Development
Agreement between the City of Dubuque, lowa and Weaver Castle,
LLC
SUGGESTED Suggested Disposition: Receive and File;Adopt Resolution(s)
DISPOSITION:
ATTACHMENTS:
Description Type
Sixth Amendment to Development Agreement with City Manager Memo
Weaver Castle, LLC-MVM Memo
Staff Memo Staff Memo
Resolution Resolutions
Sixth Amendment Supporting Documentation
Dubuque
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TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Sixth Amendment to Development Agreement Between the City of
Dubuque and Weaver Castle LLC for redevelopment of 346-348 W.
Locust Street
DATE: July 27, 2022
Economic Development Director Jill Connors is recommending City Council approve the
resolution authorizing the Mayor to sign the Sixth Amendment to Development
Agreement for the rehabilitation of 346-348 W. Locust Street.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
v
Mic ael C. Van Milligen
MCVM:sv
Attachment
cc: Crenna Brumwell, City Attorney
Cori Burbach, Assistant City Manager
Jill Connors, Economic Development Director
Dubuque Economic Development
Department
THE CITY OF ' ' 1300 Main Street
All-America City Dubuque,lowa 52001-4763
U� � n'�N",`�""""�� Office(563)589-4393
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TTY(563)690-6678
� http://www.cityofdubuque.org
2007*2012�2013
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TO: Michael C. Van Milligen, City Manager
FROM: Jill M. Connors, Economic Development Director
SUBJECT: Sixth Amendment to Development Agreement Between the City of
Dubuque and Weaver Castle LLC for redevelopment of 346-348 W.
Locust Street
DATE: July 26, 2022
INTRODUCTION
This memorandum presents for City Council review and approval a resolution approving
the Sixth Amendment to Development Agreement between the City of Dubuque and
Weaver Castle LLC for redevelopment of 346-348 W. Locust Street.
BACKGROUND
The City Council previously approved a Development Agreement with Weaver Castle LLC
for the redevelopment of 346-348 W. Locust Street by Resolution No. 272-13 dated
August 19, 2013. The Agreement calls for a capital investment of at least $400,000 and
the creation of four(4) market rate apartments. The City conveyed the Property to Weaver
Castle, LLC for $1.00.
DISCUSSION
Due to delays in funding and financing, the Development Agreement has been amended
several times to provide additional time to complete the project. Although the Developer
has previously provided assurance that the project is funded and ready to proceed, they
are now working with Heritage Works to apply for state historic tax incentives. If awarded,
the state requires the project to be completed by June 30, 2025. The Sixth Amendment
has been drafted to accommodate the new schedule.
RECOMMENDATION / ACTION STEP
I recommend that the City Council adopt the attached resolution authorizing the Mayor to
sign the Sixth Amendment to Development Agreement for the rehabilitation of 346-348
W. Locust Street.
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Prepared by Jill Connors, Economic Development, 1300 Main St., Dubuque, IA 52001, (563)589-4393
Return to Adrienne N. Breitfelder, City Clerk,50 W. 13th St., Dubuque, IA 52001, (563)589-4100
RESOLUTION NO. 259-22
APPROVING THE SIXTH AMENDMENT TO THE DEVELOPMENT AGREEMENT
BETWEEN THE CITY OF DUBUQUE, IOWA AND WEAVER CASTLE, LLC
WHEREAS, the City of Dubuque, Iowa (City) and Weaver Castle, LLC (Developer)
entered into a Development Agreement dated for reference purposes the 21st day of
August, 2013, as amended, for the redevelopment of the property at 346-348 West Locust
Street, which Development Agreement required Developer to complete certain Minimum
Improvements described therein; and
WHEREAS, the substantial completion date for the Minimum Improvements has
been previously extended to December 30, 2020; and
WHEREAS, City and Developer now desire to amend the Development Agreement
as set forth in the Sixth Amendment to Development Agreement attached hereto
extending the substantial completion date to June 30, 2025.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. That the Sixth Amendment to Development Agreement between the
City of Dubuque, Iowa and Weaver Castle LLC, a copy of which is attached hereto, is
hereby approved.
Section 2. That the Mayor is hereby authorized and directed to execute the
Sixth Amendment to Development Agreement on behalf of the City and the City Clerk is
authorized and directed to attest to his signature.
Section 3. That the City Manager is authorized to take such actions as are
necessary to comply with the terms of the Sixth Amendment to Development Agreement
as herein approved.
Passed, approved and adopted this 1st day of August, 2022.
BradAVA. av T , ayor
Attest:
--. 60-Cha9N-i
Trish L. Gleason, Assistant City Clerk
SIXTH AMENDMENT
T�
DEVELOPMENT AGREEMENT
BY AND BETWEEN
THE CiTY OF DUBUQUE, I4WA
AND
WEAVER CASTLE L�C
This Sixth Amer�dment to �evelopme�t Agreement, dated for reference purposes
�he day of , 2n22, is made and entered into by and between the City
of Dubuque, lowa (City) and Weaver Gastle LLC (Develnper),
WHEREAS, City and Developer previously entered into a Development
Agreement dated th� 2�$t day of August, 2013 (the Development Agreeme�t} �or the
redevelopment of the property at 346-348 West Locust Street Dubuque, lowa which
required De�elop�r#Q camplete certain Mir�imum Improv�ments as described tf�ereir�; artd
WHEREAS, the substantia! completion date for tl�e Minimum Improvements has
pre�iously been extended to December 30, 2420; and
WHEREAS, substantial work on the proper�y w�ich is the subject of the
[7evekopment Agrsement has been �erformed to date, but the Minimum Im�rovements
required by the Deveiopment Agreement are not yet camplete; and
WHEREAS, City and Developer desire to further amend the Development
Agreement as set fnrth herein.
NOW, THEFt��URE, it is agre�d by and between the parties that the development
agreement is ame�ded as fiollows:
1. Secti�r� 2.4 of the Development Agreement is h�reby amended to read as
fol6ows:
2.4 Timin of I rov ments. Developer hereby agrees �hat constructian of the
Minimum Improverrrents on the Property shaH be commertced within t�i�ty (�0) days after
fhe Closing Dafe, and shail b� substantially completed by June 30, 2025. The time for
the perFormance of these obligations shall be suspended due fio unavoidabfe defays
mea�ing delays, outside the control of the party claim�ng its occurrence in good faith,
which are the direct result of strikes, other labor troubles, unusual shortages of materials
or labor, unusualiy severe or profonged bad weather, acts c�f Gad, fire or other casualty
to the Minimum imprn�ements, Gtigation commenced by#hird part�es which, by ir�j�nctio�
vr other similar judicial action ar by tf�e exercise of reasortable discretion t�ir�ctly results
in delays, or ac�s of any federal, state or Eocal governm�nt which directly result in
�xtraordinary delays. The time far per#nrmance of such obligatiar�s shal! be extended
only#or the period of such dsiay.
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2. Sectior� 3.2 of the De�efopment Agreement is hereby amended ta read as
follows:
3.2 Downtown Ho�sina In�entive.
(1) City agre�s to provide to Developer on the terms and canditions set�orth in t�e
Downtown Housing Incentive Program attached hereta as Exhibit F, a grant in t�e
amount of Forty Thousand Dolfars ($4Q,44q) (the Grar�t).
(2) Grant funds will not be disbursed to De�eloper until City has issued a Certifiicate
of Completion for the project. The Grant shail b� paid in Ten Tho�sand Dollar
($1 Q,000} payments af reach �partment that receives a Ce�tificate of Cornpletion up
to a maximum of four apartments. Prior tn disbursement o#a�y funds, Deve�oper shalf
provide evidence satisfactory to City t�at the Minim�m Improvemenfis have been
campleted in accordance with th� Pkans and othe� documentation subm�tted to City
with the Dowr�t�wn Housing Incentive applicatian.
3. Sectian 4.6 of the Development Agreem�nt is hereby amended to read
as follows:
4,6 insurance Requirements.
(1) Developer�hall provide and maintain or cause to be maintained at akl times
during the process of constructing the Minimum Improvsmsnts ar�d at its sole cos#
and expense (and, from time ta time a# �he request of City, furnish City with pronf
of insurance i� the form of a certificate of insuran�e #or each i�surance policy):
Builder's risk insurance, written on a complet�d vakue ir� an amoun�
equal�o one hundred percent (�00%3 ofi the replacement vafue of the
Minimum Improvements, naming City as a named insured and lender
loss payabl�. Coverage shall include �he "special perEls" form.
Th� City of Dubuque, Qwners, Contractors, Subcontractors, and 5ub-
Subcontractors shown as additional named insureds are oniy additional
named insured with respect to their interest in the Covered Prope�ty at the
premises shown in the declarations.
(2} Upon completion of cor�structior� of the Minimum Improvements and up tn
the Termination Date, De�eloper shalf m�intain, �r cause to be maintained, at its
cost and expe�s� �and from time to time at the request of City shall fiurt�isl� proaf
af insurance in the form of a certificate of insura�c�) pro�erty insurance againsf
loss andlor damage to the M�nimum lmpro�ements under an insurance poficy
written in a� amount not less t�an the full insurable replacement value of Minimum
Improwemertt� naming City as lender loss payable. �overage sh�ll include tF�e
"special perils" form.
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(3) The t�rm "rep�acement value" shall mean the actuai replacement
cost of Minimum Impro�emen#s (excluding foundation and exca�a#ion costs
and costs of underground flues, pipes, drains and ot��r uninsurable items}
and equipme�t, and shaN �e reasor�ably determin�d from time to�ime at the
requsst of City, but not more frequently than once e�ery three (3) years.
(4) ❑eveloper agrees to notify Cifiy immediately in the case of damage
exceeding Or�e Hundred Thousand Dallars ($100,D00.00) in amount to, or
destruction of, the Mirtimum Improvements vr any portion thereof resulting
from fire or ather casuaity, The net proceeds of any such insurance (the Net
Proceeds) shall be paid directly ta Developer as its �nterests may appear,
and Develnper shall fort�with rspair, reconstruct and restore th� Minimum
�mprovements ta substantiaily the same or an impro�ed eondition or �alue
as they exist�d prior to the eve�� causing such damage and, tn tt�e ex�enf
necessary ta accomplish such repair, reconstructian and restoration,
Developer shal[ apply the Ne# Proceeds of any ��surance relating to such
damage rec�ived by De�eloper #o the payment or reimbursemenf of the
costs thereof, subject, however, to the terms of a�y martgage encumb�ring
titke ta the Prdperty (as its ir�terests may appear). C�ev�loper shall complet�
the repair, reconstruction and restaration af Minimum Improvements
whether or nat the Net Proceeds of ins�rance received by Developer fior
such Purpas�s sre sufficier�t.
(5) Cor�tractor shall be responsible for deductibl�s and self-insured
retention.
4. Section 4 is amended by adding the foflowing:
4.14 Operation of l�eve�o�ment Propertv; Housina Vauchers. �ar and in consideration
of the Grant offered under t}�is Agreement, du�ir�g any operatian ofi the Development
Property as a rental residential propar�y, Grant Recipie�t shall accept, or cause to be
accepted, applicatians from prospecti�e tenar�ts with housing vouchers issued und�r the
U.S. HUD's Sectivr� S �oucher program or a similar progr�m w�o are otherwise quaiified
prospective tenar�ts. Grant Recipient sha11 not deny any t�nant a iease based on a pubEic
assistance source of income. A public assistance sourc� of income means income and
suppo�t derived from any tax supported federal, state or locaE funds, including, but not
limited to, sacial security, supplemental security income, temporary assistance for needy
families, family inv�stmer�t program, gene�a� relief, fadd stamps, and ur�employment
comper�satian, housing choice vaucher subsidies and similar rent subsidy prvgrams. This
Section 4.14 sha�l survive the terminatian of this A�reemenfi. If Grant Recipient, or G�ant
Recipient's suecessors or assigns v�olates the requirements of this Section 4.14 as
determined by�he City Manager in the City Manage�`s sole discretion afterthe termination
af this Agreement, Grant Recipient or Grant Recipien�'s s�ccessors or assigns shaii not
�e eligibi� for a�y City financial assistance programs.
3
4,15 No Operation as Short-Term Rental. For and in consideration of the Grant offered
under this Agreement, during any operation of the Development Property, the four
apartments receiving grant funding under Section 3.2 of this Agreement shall not be
operated as short-term rentals. Short-term rental shall be understood as a rental period
of less than sixty (60) days.
5. All other terms and conditions of the Development Agreement
remain in full force and effect.
CITY OF DUBUQUE, IOWA WEAVER CASTLE LLC
BY- By: Go.-k--
Brad M avanagh, Mayor Gary Ste lug, Manager
Attest:
By- �
Adricnno N. Breitfelder, City Clcrk
Trish L. Gleason, Assistant City Clerk
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