Third Amendment to Development Agreement with Port of Dubuque LLCCity of Dubuque
City Council Meeting
Consent Items # 07.
Copyrighted
May 15, 2023
ITEM TITLE: Third Amendment to Development Agreement Between the City of
Dubuque and Port of Dubuque LLC
SUMMARY: City Manager recommending City Council approval of a Third
Amendment to Development Agreement Between the City of Dubuque
and Port of Dubuque LLC.
SUGGESTED
DISPOSITION:
ATTACHMENTS:
Description
MVM Memo
Staff Memo
3rd Amendment
Resolution of Approval
RESOLUTION Approving a Third Amendment to Development
Agreement by and between the City of Dubuque, Iowa and Port of
Dubuque LLC
Suggested Disposition: Receive and File; Adopt Resolution(s)
Type
City Manager Memo
Staff Memo
Supporting Documentation
Resolutions
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TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Third Amendment to Development Agreement Between the City of
Dubuque and Port of Dubuque LLC
DATE: May 9, 2023
Economic Development Director Jill Connors is recommending City Council approval of
a Third Amendment to Development Agreement Between the City of Dubuque and Port
of Dubuque LLC.
The Developer has now requested that the closing date be rescheduled to July 31,
2023.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
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Mic ael C. Van Milligen
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Attachment
cc: Crenna Brumwell, City Attorney
Cori Burbach, Assistant City Manager
Jill Connors, Economic Development Director
Dubuque Economic Development
Department
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TO: Michael C. Van Milligen, City Manager
FROM: Jill M. Connors, Economic Development Director
SUBJECT: Third Amendment to Development Agreement Between the City of
Dubuque and Port of Dubuque LLC
DATE: April 28, 2023
INTRODUCTION
This memorandum requests City Council approval of a Third Amendment to Development
Agreement Between the City of Dubuque and Port of Dubuque LLC.
BACKGROUND
The City of Dubuque and Merge, LLC, an Iowa limited liability company doing business
as Merge Urban Development Group, entered into a Development Agreement dated
November 18, 2019 with respect to the development of property in the North Port.
On February 13, 2020, pursuant to an Assignment of Development Agreement, Merge,
LLC as Assignor assigned all of its right, title, and interest in, to, and under the Agreement
to Port of Dubuque LLC as Assignee, and Assignee accepted, assumed, and agreed to
perform all of the obligations and liabilities of Assignor under the Development Agreement
as if it were the original party to the Development Agreement.
On April 6, 2020, a First Amendment to Development Agreement extended the closing
date to October 1, 2020 due to financing and material delays resulting from the COVID-
19 pandemic.
On November 16, 2020 a Second Amendment to Development Agreement provided the
Developer additional time to apply for an Iowa Economic Development Authority (IEDA)
Workforce Housing Tax Credit Award and an Iowa Redevelopment Tax Credit Award for
Brownfield or Grayfield Sites in the 2021 and 2022 application rounds (in the event the
2021 round was not successful).
DISCUSSION
The Developer has now requested that the closing date be rescheduled to July 31, 2023.
Attached is the Third Amendment to Development Agreement rescheduling the closing
until July 31, 2023.
RECOMMENDATION/ ACTION STEP
I respectfully request that the Third Amendment be submitted to the City Council for
consideration and approval.
2
THIRD AMENDMENT TO
DEVELOPMENT AGREEMENT
BY AND BETWEEN
THE CITY OF DUBUQUE, IOWA
AND
PORT OF DUBUQUE LLC
THIS THIRD AMENDMENT TO DEVELOPMENT AGREEMENT (the "Third
Amendment"), dated for reference purposes the 1-5 fl' day of ,c , 2023, is
made and entered by and between the CITY OF DUBUQUE, IOWA, a municipality
(`City") and PORT OF DUBUQUE LLC, a Delaware limited liability company, as
assignee of Merge, LLC, an Iowa limited liability company, doing business as Merge
Urban Development Group ("Developer") (City and Developer are hereinafter
sometimes collectively referred to as the "parties").
WHEREAS, City and Merge, LLC, an Iowa limited liability company doing
business as Merge Urban Development Group entered into that certain Development
Agreement dated November 18, 2019 (the "Agreement"), as amended, with respect to
the matters specified therein; and,
WHEREAS, on February 13, 2020, pursuant to an Assignment of Development
Agreement, Merge, LLC as Assignor assigned all of its right, title, and interest in, to, and
under the Agreement to Port of Dubuque LLC as Assignee, and Assignee accepted,
assumed, and agreed to perform all of the obligations and liabilities of Assignor under
the Agreement as if it were the original party to the Agreement; and,
WHEREAS, the parties desire to further modify the Agreement as hereinafter
provided extending the Closing Date.
NOW, THEREFORE, in consideration of the mutual covenants contained herein,
the receipt and sufficiency of which are acknowledged by the parties, the parties agree
as follows:
1. Section 5 of the Development Agreement is hereby amended to read as
follows:
SECTION 5. CLOSING. The closing of the purchase and sale of the Property
(the "Closing") shall take place on July 31, 2023, or such other date as the
parties shall agree in writing (the date on which the Closing occurs shall be
defined in this Agreement as the "Closing Date"). Exclusive possession of the
Property shall be delivered on the Closing Date, in current condition and in
compliance with this Agreement. All of City's representations and warranties
regarding the Property in Section 2 shall survive the Closing.
2. All other terms of the Development Agreement, as amended, shall remain
in full force and effect.
1
IN WITNESS WHEREOF, the parties hereto have executed this Third
Amendment effective as of the last date below -mentioned.
CITY OF DUBUQUE, IOWA
Brad M. r r •
r-ri>r;&tIll
Adrienne N. Breitfelder, City Clerk
DEVELOPER
PORT OF DUBUQUE LLC
A Delaware limited liability company
By: OZ Dubuque LLC
A Delaware limited liability company
Its Manager
By: Merge, LLC
An Iowa limited liability company
Its Manager
By:
Brent Dahlstrom, Manager
z
Prepared by/Return to: Jill Connors, Economic Development. 50 W. 1Th street, Dubuque IA 52001, 563 589-4393
RESOLUTION NO. 145-23
APPROVING A THIRD AMENDMENT TO DEVELOPMENT AGREEMENT BY AND
BETWEEN THE CITY OF DUBUQUE, IOWA AND PORT OF DUBUQUE LLC
WHEREAS, the City of Dubuque and Port of Dubuque LLC entered into a
Development Agreement dated for reference purposes November 18, 2019 for the
development of property located at 480 Ice Harbor Drive in the City of Dubuque, Iowa
(the Property); and
WHEREAS, City and Developer desire to amend the Development Agreement as
set forth in the Third Amendment to Development Agreement attached hereto extending the
Closing Date to July 31, 2023; and
WHEREAS, it is the determination of the City Council that approval of the Third
Amendment to Development Agreement, for the development of the Property by Port of
Dubuque LLC according to the terms and conditions set out in the Third Amendment to
Development Agreement, is in the public interest of the City of Dubuque.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. That the Third Amendment to Development Agreement by and
between the City of Dubuque and Port of Dubuque LLC, a copy of which is attached hereto,
is hereby approved.
Section 2, That the Mayor is hereby authorized and directed to execute the
Third Amendment to Development Agreement on behalf of the City of Dubuque 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
05022023ba1
necessary to comply with the terms of the Second Amendment to Development
Agreement as herein approved.
Passed, approved and adopted this 15t" day of May, 2023.
Attest:
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Adrienne N. Breitfelder, City Clerk
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