Approving the Development Agreement with McCoy Group, Inc. LLC_HearingCity of Dubuque
City Council Meeting
Public Hearings # 01.
Copyrighted
June 20, 2023
ITEM TITLE: Resolution Approving the Development Agreement by and between the
City of Dubuque, Iowa and McCoy Group, Inc. LLC Providing for the
Sale of City -owned Real Estate to McCoy Group, Inc. and the Issuance
of Urban Renewal Tax Increment Revenue Grant Obligations Pursuant to
the Development Agreement
SUMMARY: Proof of publication on notice of public hearing to consider City Council
adopt a resolution approving a proposed Development Agreement by
and between the City of Dubuque, Iowa and McCoy Group, Inc.
providing for the sale of City -owned real estate in Greater Downtown
Urban Renewal District to McCoy Group, Inc. and the issuance of Urban
Renewal Tax Increment Revenue Grant Obligations, and City Manager
recommending approval.
RESOLUTION Approving the disposal of an interest in real property
owned by the City of Dubuque by sale pursuant to a Development
Agreement with McCoy Group, Inc.
SUGGESTED Suggested Disposition: Receive and File; Adopt Resolution(s)
DISPOSITION:
ATTACHMENTS:
Description Type
MVM Memo City Manager Memo
Staff Memo Staff Memo
Agreement Supporting Documentation
Resolution Resolutions
Proof of Publication Supporting Documentation
THE CITY OF
Dubuque
DUB TEE1.
All -America City
Masterpiece on the Mississippi
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TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Resolution Approving the Development Agreement by and between the
City of Dubuque, Iowa and McCoy Group, Inc. LLC Providing for the Sale
of City -owned Real Estate to McCoy Group, Inc. and the Issuance of
Urban Renewal Tax Increment Revenue Grant Obligations Pursuant to the
Development Agreement
DATE: June 14, 2023
Economic Development Director Jill Connors is recommending City Council adopt a
resolution approving a proposed Development Agreement by and between the City of
Dubuque, Iowa and McCoy Group, Inc. providing for the sale of City -owned real estate
in Greater Downtown Urban Renewal District to McCoy Group, Inc. and the issuance of
Urban Renewal Tax Increment Revenue Grant Obligations.
The McCoy Group is a private family -owned company started in 1958. McCoy Group, Inc.
is the parent company of Foodliner, Quest Liner, Truck Country and McCoy Construction
& Forestry (John Deere Construction & Forestry Dealerships). McCoy Group customer
base is nationwide and in Mexico. Its customer base includes, ADM, Ingredion, Cargill,
KMG, General Mills, Walmart, Heartland Express, CRST, Dow, Coca-Cola, Pepsi, and
the United States Air Force, to name a few.
McCoy Group, Inc. employs 3,833 people nationwide with 351 of those jobs located in
Dubuque.
Subject to State of Iowa and City of Dubuque approval, McCoy Group, Inc. is proposing
to purchase the building at 501 Bell Street for its corporate headquarters. The project
would also include the sale of City -owned property to accommodate parking for McCoy
Group employees. McCoy Group will have exclusive access to the parking area Monday
— Friday from 6.00 AM to 6.00 PM, except holidays. Outside of those hours, the parking
area is open to the public. The project is anticipated to begin shortly after the finalization
of the Development Agreement.
In addition to the physical improvements, McCoy Group, Inc. is proposing to create
eighteen (18) new jobs with this expansion, all of which are considered high quality jobs
by the Iowa Economic Development Authority.
The key elements of the Development Agreement include the following:
1. The Developer must purchase an office facility located at 501 Bell Street.
2. McCoy Group, Inc. must maintain its existing 248 FTE and create 18 new
full time equivalent jobs at the new facility by October 1, 2026. The 266 full
time equivalent jobs must be maintained through the term of the
Development Agreement.
3. McCoy Group, Inc. will receive 10 years of years of tax increment financing
incentives in the form of semi-annual rebates. These incentives are
calculated in relation to the number of jobs committed in the Development
Agreement. Tax increment financing incentives are estimated to not exceed
$ 276,444.
4. City of Dubuque will sell approximately 0.7 acres of parking property to
McCoy Group, Inc. for $1,100,000.
5. City of Dubuque will amend the Greater Downtown Urban Renewal District
Plan to accommodate the issuance of tax increment financing incentives.
In accordance with Iowa Code, a notice was published on May 19, 2023, allowing for
competitive bidding for the disposal of City -owned property in an urban renewal
area. No proposals were received by City staff as of the posted deadline of June 16th
at 10:00 a.m.
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 ' 50 West 131h Street
All•AmerieaNy Dubuque, Iowa 52001-4864
DUB &http://www.cityofdubuque.org
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1111.
Office (563) 589-4393
TTY (563) 690-6678
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2007*2012.2013
Masterpiece on the Mississippi 2017*2019
TO: Michael C. Van Milligen, City Manager
FROM: Jill M. Connors, Economic Development Director
SUBJECT: Resolution Approving the Development Agreement by and between the
City of Dubuque, Iowa and McCoy Group, Inc. LLC Providing for the Sale
of City -owned Real Estate to McCoy Group, Inc. and the Issuance of
Urban Renewal Tax Increment Revenue Grant Obligations Pursuant to the
Development Agreement
DATE: June 16, 2023
INTRODUCTION
This memorandum is a request for the City Council to adopt the attached resolution
approving a proposed Development Agreement by and between the City of Dubuque,
Iowa and McCoy Group, Inc. and the City of Dubuque providing for the sale of City -
owned real estate in Greater Downtown Urban Renewal District to McCoy Group, Inc.
and the issuance of Urban Renewal Tax Increment Revenue Grant Obligations.
BACKGROUND
The McCoy Group is a private family -owned company started in 1958. McCoy Group,
Inc. is the parent company of Foodliner (Food grade bulk hauler), Quest Liner (Non -
Food grade bulk hauler), Truck Country (Freightliner and Western Star Truck
Dealerships) and McCoy Construction & Forestry (John Deere Construction & Forestry
Dealerships). Customer base is nationwide and in Mexico. Its customer base includes,
ADM, Ingredion, Cargill, KMG, General Mills, Walmart, Heartland Express, CRST, Dow,
Coca-Cola, Pepsi, and the United States Air Force, to name a few.
McCoy Group, Inc. employs 3,833 people nationwide (including parent company,
subsidiaries, and other affiliated entities), with 351 of those jobs located in Dubuque.
DISCUSSION
Subject to State of Iowa and City of Dubuque approval, McCoy Group, Inc. is proposing
to purchase the building at 501 Bell Street for its corporate headquarters. The project
would also include the sale of City -owned property to accommodate parking for McCoy
Group employees. McCoy Group will have exclusive access to the parking area Monday
— Friday from 6:00 AM to 6:00 PM, except holidays. Outside of those hours, the parking
area is open to the public. The project is anticipated to begin shortly after the
finalization of the Development Agreement.
In addition to the physical improvements, McCoy Group, Inc. is proposing to create
eighteen (18) new jobs with this expansion, all of which are considered high quality jobs
by the Iowa Economic Development Authority.
The key elements of the Development Agreement include the following:
1. The Developer must purchase an office facility located at 501 Bell Street.
2. McCoy Group, Inc. must maintain its existing 248 FTE and create 18 new
full time equivalent jobs at the new facility by October 1, 2026. The 266 full
time equivalent jobs must be maintained through the term of the
Development Agreement.
3. McCoy Group, Inc. will receive 10 years of years of tax increment
financing incentives in the form of semi-annual rebates. These incentives
are calculated in relation to the number of jobs committed in the
Development Agreement. Tax increment financing incentives are
estimated to not exceed $ 276,444.
4. City of Dubuque will sell approximately 0.7 acres of parking property to
McCoy Group, Inc. for $1,100,000.
5. City of Dubuque will amend the Greater Downtown Urban Renewal District
Plan to accommodate the issuance of tax increment financing incentives.
Iowa Code § 403.8(2)(a) provides that a municipality may dispose of real property in an
urban renewal area to private persons only under reasonable "competitive bidding
procedures." A municipality, by public notice by publication in a newspaper having a
general circulation in the community, thirty days prior to the execution of a contract to
sell, lease or otherwise transfer real property, and prior to the delivery of an instrument
of conveyance with respect to the real property, may invite proposals from and make
available all pertinent information to any persons interested in undertaking to redevelop
or rehabilitate an urban renewal area, or a part of the area. The municipality may accept
the proposal it deems to be in the public interest and in furtherance of the purposes of
the urban renewal law. However, a notification of intention to accept the proposal must
be filed with the governing body not less than thirty days prior to the acceptance.
2
Thereafter, the municipality may execute a contract and may deliver deeds, leases and
other instruments and may take all steps necessary to effectuate the contract.
This notice was published on May 19, 2023. No proposals were received by City staff
as of June 16t" at 10:00 a.m.
RECOMMENDATION/ ACTION STEP
I recommend that following the public hearing, the City Council adopt the attached
resolution approving the Development Agreement providing for the sale of City -owned
property and the issuance of Urban Renewal Tax Increment Revenue Grant
Obligations.
3
DEVELOPMENT AGREEMENT
BY AND BETWEEN
THE CITY OF DUBUQUE, IOWA,
AND
MCCOY GROUP, INC.
_ This Development Agreement, dated for reference purposes the v O }h' day of
uo)e , 2023, by and between the City of Dubuque, Iowa, a municipality
(City), established pursuant to the Iowa Code and acting under authorization of Iowa
Code Chapter 403, as amended (Urban Renewal Act) and McCoy Group, Inc., a
Wisconsin corporation with its principal place of business in Dubuque, Iowa, or its
Assignee (Developer).
WITNESSETH:
WHEREAS, in furtherance of the objectives of the Urban Renewal Act, City has
undertaken an Urban Renewal Project as described herein to advance the community's
ongoing economic development efforts; and
WHEREAS, the Property is located in the Greater Downtown Urban Renewal
District (the District) which has been so designated by City Council Resolution 154-20 as
a slum and blighted area (the Project Area) defined by Iowa Code Chapter 403 (the Urban
Renewal Law); and
WHEREAS, Developer has determined that it requires a new central office facility
to maintain and expand its operations and employment in the Project Area (the Facility);
and
WHEREAS, Developer or a wholly owned or controlled affiliated entity of
Developer ("Affiliatels") is or will be the owner of the following described real estate:
LOT 1-1 RIVERWALK 6TH ADDITION, locally known as 501 Bell Street;
(the Property); and
WHEREAS, Developer has requested that City sell to Developer or its Affiliate the
parking lot adjacent to the Property (the Parking Property) shown on Exhibit "F;" and
WHEREAS, Developer or its Affiliatels will occupy the building on the Property and
employ employees as provided herein; and
WHEREAS, Developer or its Affiliatels will make a capital investment in building
improvements, equipment, furniture and fixtures in the Facility, all of the foregoing
referred to herein as the Project; and
WHEREAS, pursuant to Iowa Code Section 403.6(1), and in conformance with the
05112023ba]
Urban Renewal Plan for the Project Area adopted on May 18, 1957 and last amended on
an, 2023, City has the authority to enter into contracts and agreements to implement
the Urban Renewal Plan, as amended; and
WHEREAS, the Dubuque City Council believes it is in the best interests of the City
to encourage Developer or its Affiliate/s in the development of the Property by providing
certain incentives as set forth herein.
NOW, THEREFORE, in consideration of the premises and the mutual obligations
of the parties hereto, each of them does hereby covenant and agree with the other as
follows:
SECTION 1. REPRESENTATIONS AND WARRANTIES
1.1 Representations and Warranties of City. In order to induce Developer to enter into
this Agreement, City hereby represents and warrants to Developer and its Affiliatels that
to the best of City's knowledge:
(1) City has duly obtained all necessary approvals and consents for its
execution, delivery, and performance of this Agreement and that it has full power
and authority to execute, deliver and perform its obligations under this Agreement.
City's attorney shall issue a legal opinion to Developer at time of closing confirming
the representation contained herein, in the form attached hereto as Exhibit B.
(2) City shall exercise its best efforts to cooperate with Developer in the
development process.
(3) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(4) 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 the
charter of City, any evidence of indebtedness, agreement or instrument of
whatever nature to which City is now a party or by which it or its property is bound,
or constitute a default under any of the foregoing.
(5) There are no actions, suits or proceedings pending or threatened against or
affecting City 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 financial position or operations of City or which
affects the validity of the Agreement or City's ability to perform its obligations under
this Agreement,
(6) The representations and warranties contained in this article shall be correct
in all respects on and as of the Closing Date with the same force and effect as if
such representations and warranties had been made on and as of the Closing
Date.
(7) City may not construct any building(s) on the property in the area shown on
Exhibit G south or east of the building on the Property which shall be preserved as
green space without the express written consent of Developer or its Affiliate, which
shall be considered by the Parties to this Agreement as a negative easement and
recorded with the Dubuque County Recorder in the Memorandum of Development
Agreement Exhibit E.
1.2 Representations and Warranties of Developer. Developer makes the following
individual representations and warranties:
(1) Developer is duly organized and validly existing or authorized under the
laws of the State of Wisconsin and 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 the Agreement in the State of Iowa.
(2) This Agreement has been duly authorized, executed and delivered by
Developer, and assuming due authorization, execution, and delivery by City, is in
full force and effect and is a valid and legally binding instrument of Developer
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. Developer's counsel shall issue legal opinions to the
City, at time of closing, confirming the representations contained herein, in the form
attached hereto as Exhibit C.
(3) 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 the
articles of incorporation or the bylaws of Developer or any contractual restriction,
evidence of indebtedness, agreement or instrument of whatever nature to which
Developer is now a party or by which it or its property is bound, or constitute a
default under any of the foregoing.
(4) There are no actions, suits or proceedings pending or threatened against or
affecting Developer 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, financial position or
result of operations of Developer or which affects the validity of the Agreement or
Developer's ability to perform its obligations under this Agreement.
(5) Developer will perform its obligations under this Agreement in accordance
with the material terms of this Agreement, the Urban Renewal Plan and all local,
state and federal laws and regulations.
(6) Developer will use good faith efforts to obtain, or cause to be obtained, in a
timely manner, all material requirements of all applicable local, state, and federal
laws and regulations which must be obtained or met.
(7) Developer either: (a) has commitments for permanent financing for the
Development Project and all of its obligations under this Agreement in an amount
sufficient; and/or (b) sufficient equity commitments, to successfully complete the
requirements of this Agreement and shall provide evidence thereof to City prior to
the Closing Date.
1.3 Conditions to Closing. The closing of the transaction (the Closing) contemplated
by this Agreement and all the obligations of Developer under this Agreement are subject
to fulfillment, on or before the Closing Date, of the following conditions:
(1) The representations and warranties made by City in Section 1.1 shall be
correct as of the Closing Date with the same force and effect as if such
representations were made at such time. At the Closing, City shall deliver a
certificate in the form of Exhibit E.
(2) Developer or its Affiliate/s having obtained any and all necessary
governmental approvals, including without limitations approval of zoning,
subdivision, or platting which might be necessary or desirable in connection with
the development of the Property and Parking Property. Any conditions imposed
as a part of the zoning, platting or subdivision must be satisfactory to Developer,
in its sole opinion. City shall cooperate with Developer in attempting to obtain any
such approvals and shall execute any documents necessary for this purpose,
provided that City shall bear no expense in connection therewith. In connection
therewith, City agrees (a) to review all of Developer's or Affiliate's plans and
specifications for the Project and to either reject or approve the same in a prompt
and timely fashion; (b) to issue a written notification to Developer or Affiliate,
following City's approval of same, indicating that City has approved such plans and
specifications, and that the same are in compliance with the Urban Renewal Plan
and Developer agrees to comply with any amendments to the Urban Renewal
Plan, this Agreement and any other applicable City or affiliated agency
requirements, with the understanding that Developer, its Affiliate/s and its lenders,
if any, shall have the right to rely upon the same in proceeding with the Project; (c)
to identify in writing within ten (10) working days of submission of said plans and
specifications, any and all permits, approvals and consents that are legally
required for the acquisition of the Property and Parking Property by Developer or
its Affiliate/s, and the construction, use and occupancy of the Project with the intent
and understanding that Developer, Affiliate/s and its lenders and attorneys will rely
upon same in establishing their agreement and time frames for construction, use
and occupancy, lending on the project and issuing legal opinions in connection
therewith; and (d) to cooperate fully with Developer or its Affiliate/s to streamline
and facilitate the obtaining of such permits, approvals and consents.
(3) Developer or its Affiliate/s and City shall be in material compliance with all
the terms and provisions of this Agreement.
(4) Developer or its Affiliates shall have furnished City with evidence in a form
as required by Section 5.2 and satisfactory to City of Developer's and its Affiliate/s'
fulltime equivalent employees (FTE) in the City of Dubuque, Iowa, as of January
1, 2023.
(5) Receipt of an opinion of counsel to Developer in the form attached hereto
as Exhibit C.
(6) Developer shall have the right to terminate this Agreement at any time prior
to the consummation of the closing on the Closing Date if Developer or its Affiliate
determines in its sole discretion that conditions necessary for the successful
completion of the Project contemplated herein have not been satisfied to the full
satisfaction of such party in such party's sole and unfettered discretion. Upon the
giving of notice of termination by such terminating party to the other parties to this
Agreement, this Agreement shall be deemed null and void.
(7) City and Developer shall have agreed upon easements to be granted by
City and Developer, which shall be finalized within sixty (60) days after Closing.
1.4 Closing. The closing shall take place on the Closing Date which shall be on or
before the 1st day of August, 2023, or such other date as the parties shall agree in writing
but in no event shall the Closing Date be later than the 1st day of September, 2023.
Consummation of the closing shall be deemed an agreement of the parties to this
Agreement that the conditions of closing shall have been satisfied or waived.
1.5 City's Obligations at Closing. At or prior to Closing Date, City shall deliver to
Developer or its Affiliate/s such other documents as may be required by this Agreement,
all in a form satisfactory to Developer or its Affiliate/s.
SECTION 2. CONVEYANCE OF PARKING PROPERTY TO DEVELOPER.
2.1. Purchase Price. The purchase price for the Parking Property (the Purchase Price)
shall be the sum of One Million One Hundred Thousand & 00/100 Dollars
($1,100,000.00), which shall be due and payable by Developer or its Affiliate/s in
immediately available funds in favor of City, on the Closing Date.
2.2. Title to Be Delivered. City agrees to convey good and marketable fee simple title
to the Parking Property to Developer by Special Warranty Deed in the form attached as
Exhibit H subject only to easements, restrictions, conditions and covenants of record as
of the date hereof to the extent not objected to by Developer or its Affiliate as set forth in
this Agreement or in the title/abstract review process in accordance with the Iowa Title
Standards. As further consideration, the City agrees to grant Developer or its Affiliate/s
a permanent easement relating to: (a) the metal canopy overhanging the adjacent City
property (by approximately 2.2 feet) and the handicap ramp located at or near the
pedestrian entrance to the northwest of the Property; and (b) the windows with metal
framing overhanging the adjacent City property (by approximately 0.4 feet) at or near the
pedestrian entrance to the southeast side of the Property.
SECTION 3. PARKING PROPERTY
3.1 Use of Parking Property.
(1) Developer or its Affiliate's employees, business invitees or business guests
may park in the Parking Property any time twenty-four hours per day seven days
per week free of charge. Developer shall have exclusive use of the Parking
Property for its employees between 6:00 AM and 6:00 PM, Monday through Friday,
except for officially recognized state or federal holidays, at no cost. Parking
Property shall be available for public use at all other times ("Public Parking Hours").
(2) City reserves the right to charge for parking on the Parking Property
during Public Parking Hours, except for Developer's and/or its Affiliates'
employees, business invitees and/or business guests, in City's sole discretion.
(3) Developer's or its Affiliates' employees, business invitees and/or business
guests may park between 6:00 AM and 6:00 PM, Monday through Friday, except
for officially recognized state or federal holidays at no charge anywhere on the
surface parking shown on Exhibit G until December 31, 2024. After December 31,
2024, City agrees to rent additional non -designated parking spaces to Developer
at City's established public parking rates but acknowledging that both parties have
a goal of Developer permanently leasing as few spaces as possible to meet
Developer's or its Affiliate's operational needs related to the Property while
acknowledging the shared parking concept in the Port of Dubuque.
(4) Developer or its Affiliate/s may eliminate some or all of the Parking Property,
in its sole discretion. All remaining parking spaces, if any, in the Parking Property
shall adhere to the requirements of this Section 3.1.
3.2. Maintenance, Repair and Replacement of Parking Property.
(1) Except as provided in Section 3.2(2) below, any required maintenance,
repair and/or replacement of the Parking Property shall be performed by Developer
or its Affiliates, except to the extent any maintenance, repair or replacement was
the result of damages caused by the public's use of the Parking Property during
Public Parking Hours, normal wear and tear excepted.
(2) City shall be responsible for the following maintenance obligations with
respect to the Parking Property and adjacent City -owned sidewalks:
a. snow removal and de-icing;
b. Maintenance of the lawn sprinkler system;
c. Landscaping and replacing bushes, trees, grass, or other landscaping
materials etc., as needed;
d. Lighting and lighting repair and maintenance;
e. Parking lot spring clean-up; and
f. Monthly parking lot sweeping during non -winter months.
3.3. Improvements to the Parking Property. City retains the right to install and maintain
ingress/egress gate equipment, at its expense.
3.4. This Section 3 shall survive the termination of this Agreement.
SECTION 4. INTENTIONALLY OMITTED.
SECTION 5. CITY PARTICIPATION.
5.1 Economic Development Grants.
(1) Developer Economic Development Grants
(a) For and in consideration of Developer's obligations hereunder, and
in furtherance of the goals and objectives of the Urban Renewal Plan
for the Project Area and the Urban Renewal Law, City agrees,
subject to Developer being and remaining in compliance with the
terms of this Agreement, to make twenty (20) semi-annual payments
(such payments being referred to collectively as the Developer
Economic Development Grants) to Developer as follows:
November 1, 2025
May 1, 2026
November 1, 2026
May 1, 2027
November 1, 2027
May 1, 2028
November 1, 2028
May 1, 2029
November 1, 2029
May 1, 2030
November 1, 2030
May 1, 2031
November 1, 2031
May 1, 2032
November 1, 2032
May 1, 2033
November 1, 2033
May 1, 2034
November 1, 2034
May 1, 2035
Pursuant to Iowa Code Section 403.9 of the Urban Renewal Law, in
amounts equal to the actual amount of tax increment revenues collected by
City under Iowa Code Section 403.19 (without regard to any averaging that
may otherwise be utilized under Iowa Code Section 403.19 and excluding
any interest that may accrue thereon prior to payment to Developer) during
the preceding six (6) month period in respect of the Property and Minimum
Improvements constructed by Developer (the Developer Tax Increments).
City and Developer agree that for purposes of this Section 5.1(1), the
assessed value of the Property and Parking Property as of January 1, 2023
is $14,041,400. Developer recognizes and agrees that the Economic
Development Grants shall be paid solely and only from the incremental
taxes collected by City in respect to the Property, Parking Property and any
improvements thereon, which does not include property taxes collected for
the payment of bonds and interest of each taxing district, and taxes for the
regular and voter -approved physical plant and equipment levy, instructional
support levy, and any other portion required to be excluded by Iowa law,
and thus such incremental taxes will not include all amounts paid by
Developer as regular property taxes.
(b) To fund the Developer Economic Development Grants, City shall
certify to the County prior to December 1 of each year, commencing
December 1, 2024, its request for the available Developer Tax Increments
resulting from the assessments imposed by the County as of January 1 of
that year, to be collected by City as taxes are paid during the following fiscal
year and which shall thereafter be disbursed to Developer on November 1
and May 1 of that fiscal year. (Example: If City so certifies by December 1,
2024, the Developer Economic Development Grants in respect thereof
would be determined on November 1, 2025, and May 1, 2026.)
(c) The Developer Economic Development Grants shall be payable from
and secured solely and only by the Developer Tax Increments paid to City
that, upon receipt, shall be deposited and held in a special account created
for such purpose and designated as the McCoy Group TIF Account of City.
City hereby covenants and agrees to maintain its TIF ordinance in force
during the term and to apply the incremental taxes collected in respect of
the Property and Minimum Improvements and allocated to the McCoy
Group TIF Account to pay the Developer Economic Development Grants,
as and to the extent set forth in Section 5.1(1) hereof. The Developer
Economic Development Grants shall not be payable in any manner by other
tax increments revenues or by general taxation or from any other City funds.
City makes no representation with respect to the amounts that may be paid
to Developer as the Developer Economic Development Grants in any one
year and under no circumstances shall City in any manner be liable to
Developer so long as City timely applies the Developer Tax Increments
actually collected and held in the McCoy Group TIF Account (regardless of
the amounts thereof) to the payment of the Developer Economic
Development Grants to Developer as and to the extent described in this
Section.
(2) City shall be free to use any and all tax increment revenues collected in
respect of other properties within the Project Area, or any available Developer Tax
Increments resulting from the termination of the annual Economic Development
Grants under this Section 5.1 hereof, for any purpose for which such tax increment
revenues may lawfully be used pursuant to the provisions of the Urban Renewal
Law, and City shall have no obligations to Developer with respect to the use
thereof.
(3) All of City's obligations under this Agreement, including but not limited to
City's obligation to pay the Economic Development Grants to Developer, shall be
subject to City having completed all hearings and other procedures required to
amend the Urban Renewal Plan to describe the Urban Renewal Project being
undertaken in accordance with this Agreement by no later than December 31,
2023.
5.2 Other than the Economic Development Grants required by Section 5.1, City shall
have no obligation to provide any other funds to Developer related to the Property or
Parking Property except as it relates to and/or forms part of the City's performance of its
obligations under this Agreement.
SECTION 6. NOW APPROPRIATION / LIMITED SOURCE OF FUNDING.
6.1 Non -Appropriation.
(1) Notwithstanding anything in this Agreement to the contrary, the obligation
of City to pay any installment of the Economic Development Grants from the
pledged tax increment revenues shall be an obligation limited to currently budgeted
funds, and not a general obligation or other indebtedness of City or a pledge of its
full faith and credit within the meaning of any constitutional or statutory debt
limitation, and shall be subject in all respects to the right of non -appropriation by
the City Council of City as provided in this Section. City may exercise its right of
non -appropriation as to the amount of the installments to be paid during any fiscal
year during the term of this Agreement without causing a termination of this
Agreement. The right of non -appropriation shall be exercised only by resolution
affirmatively declaring City's election to non -appropriate funds otherwise required
to be paid in the next fiscal year under this Agreement.
(2) In the event the City Council of City elects to not appropriate sufficient funds
in the budget for any future fiscal year for the payment in full of the installments on
the Economic Development Grants due and payable in that future fiscal year, then
City shall have no further obligation to Developer for the payment of any
installments due in that future fiscal year which cannot be paid with the funds then
appropriated for that purpose.
6.2 The right of non -appropriation reserved to City in this Section is intended by the
parties, and shall be construed at all times, so as to ensure that City's obligation to pay
future installments on the Economic Development Grants shall not constitute a legal
indebtedness of City within the meaning of any applicable constitutional or statutory debt
limitation prior to the adoption of a budget which appropriates funds for the payment of
that installment or amount. In the event that any of the provisions of this Agreement are
determined by a court of competent jurisdiction to create, or result in the creation of, such
a legal indebtedness of City, the enforcement of the said provision shall be suspended,
and the Agreement shall at all times be construed and applied in such a manner as will
preserve the foregoing intent of the parties, and no event of default shall be deemed to
have occurred as a result thereof. If any provision of this Agreement or the application
thereof to any circumstance is so suspended, the suspension shall not affect other
provisions of this Agreement which can be given effect without the suspended provision,
and to this end the provisions of this Agreement are severable.
SECTION 7. COVENANTS OF DEVELOPER.
7.1 Job Creation and Maintenance. During the term of this Agreement, Developer or
its Affiliate/s shall comply with the following employment -related covenants for the Project:
(1) Developer represents that the number of fulltime equivalent (FTE)
employees employed by Developer and its Affiliate/s in the City of Dubuque, Iowa,
as of January 1, 2023 is Two Hundred Forty -Eight (248). Developer and its
Affiliate/s shall create and maintain Eighteen (18) additional FTE employees
employed by Developer or its Affiliate/s by October 1, 2025 and during the
remaining Term of this Agreement for a total of Two Hundred Sixty -Six (266) FTE
employees in the city of Dubuque, Iowa. FTE employees shall be calculated by
adding full-time and part-time employees together using 2080 hours per year as a
FTE employee.
(2) For the FTE positions that Developer or its Affiliate/s fail to create and
maintain for any year during the term of this Agreement, the semi-annual
Developer Economic Development Grants for such year under Section 5.1(1) shall
be reduced by the percentage that the number of positions Developer or its
Affiliate/s fail to create or maintain as required by this Section 7.1 bears to the total
number of positions required to be created and maintained (266 FTEs) by this
Section 7.1. (For example, if Developer or its Affiliate/s have 200 FTE employees
employed by Developer, the semi-annual Economic Development Grants to be
paid for that year would be 75% (200/266 employees) of the Tax Increment
Revenues received by City). The reduction of the semi-annual Economic
Development Grants shall be City's sole remedy for the failure of Developer or its
Affiliate/s to meet the job creation requirements of this subsection 7.1(2).
(3) Developer's job creation and maintenance obligation under Section 7.1(1)
will continue during the Term of this Agreement.
7.2 Certification. To assist City in monitoring the performance of Developer hereunder,
as of October 1, 2025, and again as of October 1 of each year thereafter during the term
of this Agreement, a duly authorized officer of Developer shall certify to City in a form
acceptable to City (a) the number of FTE positions employed by Developer in Dubuque,
Iowa, and (b) to the effect that such officer has reexamined the terms and provisions of
this Agreement and that at the date of such certificate, and during the preceding twelve
(12) months, Developer is not or was 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 certificate or during such period, or if the
signer is aware of any such default, event or Event of Default, said officer shall disclose
in such statement the nature thereof, its period of existence and what action, if any, has
been taken or is proposed to be taken with respect thereto. Such certificate shall be
provided not later than October 15, 2025, and by October 15 of each year thereafter.
Developer's certification obligations under this Section 7.2 terminate following the final
certification on October 1, 2034 (due by October 15, 2034).
7.3 Books and Records. During the term of this Agreement, Developer shall keep at
all times proper books of record and account in which full, true and correct entries will be
made of all dealings and transactions of or in relation to the business and affairs of
Developer in accordance with generally accepted accounting principles consistently
applied throughout the period involved, and Developer shall provide reasonable
protection against loss or damage to such books of record and account.
7.4 Real Property Taxes. From and after the Closing Date, Developer shall pay or
cause to be paid, when due and before delinquency, all real property taxes and
assessments payable with respect to all and any parts of the Property unless Developer's
obligations have been assumed by another person pursuant to the provisions of this
Agreement.
7.5 No Other Exemptions. During the term of this Agreement, Developer agrees not
to apply for any state or local property tax exemptions which are available with respect to
the Property or the Parking Property that may now be, or hereafter become, available
under state law or city ordinance during the Term of this Agreement, including those that
arise under Iowa Code Chapters 404 and 427, as amended.
7.6 Insurance Requirements.
(1) Up to the Termination Date, Developer shall maintain, or cause to be
maintained, at its cost and expense (and from time to time at the request of City
shall furnish proof of insurance in the form of a certificate of insurance) property
insurance against loss and/or damage to the Property and the Parking Property
and any improvements thereof (the Improvements) under an insurance policy
written in an amount not less than the full insurable replacement value the
Improvements. Coverage shall include the "special perils" form.
(2) The term "replacement value" shall mean the actual replacement cost of the
Improvements (excluding foundation and excavation costs and costs of
underground flues, pipes, drains and other uninsurable items) and equipment, and
shall be reasonably determined from time to time at the request of City, but not
more frequently than once every three (3) years.
(3) Developer agrees to notify City immediately in the case of damage
exceeding One Hundred Thousand Dollars ($100,000.00) in amount to, or
destruction of, the Improvements or any portion thereof resulting from fire or other
casualty. The net proceeds of any such insurance (the Net Proceeds) shall be paid
directly to Developer as its interests may appear, and Developer shall forthwith
repair, reconstruct and restore the Improvements to substantially the same or an
improved condition or value as they existed prior to the event causing such
damage and, to the extent necessary to accomplish such repair, reconstruction
and restoration, Developer shall apply the Net Proceeds of any insurance relating
to such damage received by Developer to the payment or reimbursement of the
costs thereof, subject, however, to the terms of any mortgage encumbering title to
the Property (as its interests may appear). Developer shall complete the repair,
reconstruction, and restoration of Minimum Improvements whether or not the Net
Proceeds of insurance received by Developer for such Purposes are sufficient.
(4) Developer shall be responsible for deductibles and self -insured retention.
7.7 Preservation of Property. During the term of this Agreement, Developer shall
maintain, preserve and keep, or cause others to maintain, preserve and keep, the
Improvements in good repair and working order, ordinary wear and tear excepted, and
from time to time shall make all necessary repairs, replacements, renewals and additions.
Nothing in this Agreement, however, shall be deemed to alter any agreements between
Developer or any other party including, without limitation, any agreements between the
parties regarding the care and maintenance of the Property.
7.8 Non -Discrimination. In carrying out the project, Developer shall not discriminate
against any employee or applicant for employment because of age, color, familial status,
gender identity, marital status, mental/physical disability, national origin, race,
religion/creed, sex, or sexual orientation.
7.9 Conflict of Interest. Developer agrees that no member, officer or employee of City,
or its designees or agents, nor any consultant or member of the governing body of City,
and no other public official of City who exercises or has exercised any functions or
responsibilities with respect to the project during his or her tenure, or who is in a position
to participate in a decision -making process or gain insider information with regard to the
project, shall have any interest, direct or indirect, in any contract or subcontract, or the
proceeds thereof, for work to be performed in connection with the project, or in any
activity, or benefit therefrom, which is part of this project at any time during or after such
person's tenure. In connection with this obligation, Developer shall have the right to rely
upon the representations of any party with whom it does business and shall not be
obligated to perform any further examination into such party's background.
7.10 Non -Transferability. During the Term of this Agreement, this Agreement may not
be assigned by Developer except to an Affiliate of the Developer, nor may any portion of
the Property be sold or otherwise transferred by Developer without the prior written
consent of City, which consent shall not be unreasonably withheld. City has no obligation
to consent to any assignment or sale. The sole remedy for the Developer or its Affiliate/s
breach of this Section 7.10 shall be the forfeiture of any Economic Grant Payments due
after the unauthorized transfer of the Property.
7.11 Restrictions on Use. Developer agrees for itself, and its successors and assigns,
and every successor in interest to the Property or any part thereof that they, and their
respective successors and assigns, shall:
(1) Devote the Property to, and only to and in accordance with, the uses
specified in the Urban Renewal Plan (and City represents and agrees that use of
the Property consistent with its current zoning is in full compliance with the Urban
Renewal Plan and Developer agrees to comply with any amendments to the Urban
Renewal Plan,) (however, Developer shall not have any liability to City to the extent
that a successor in interest shall breach this covenant and City shall seek
enforcement of this covenant directly against the party in breach of same); and
(2) Not discriminate upon the basis of age, color, familial status, gender identity,
marital status, mental/physical disability, national origin, race, religion/creed, sex,
or sexual orientation in the sale, lease, rental, use or occupancy of the Property or
any improvements erected or to be erected thereon, or any part thereof (however,
Developer shall not have any liability to City to the extent that a successor in
interest shall breach this covenant and City shall seek enforcement of this
covenant directly against the party in breach of same).
7.12 Release and Indemnification Covenants. City and Developer agree to indemnify
each other and their respective officers and employees from any against any and all
claims or damages arising out of each party's negligence in the performance of this
Agreement. The provisions of this Section shall survive the termination of this Agreement.
7.13 Compliance with Laws. Developer shall comply with all federal, state, and local
laws, rules and regulations relating to its businesses, other than laws, rules and
regulations for which the failure to comply with or the sanctions and penalties resulting
therefrom, would not have a material adverse effect on the business, property, operations,
financial or otherwise, of Developer.
SECTION 8. EVENTS OF DEFAULT AND REMEDIES.
8.1 Events of Default Defined. The following shall be "Events of Default" under this
Agreement and the term "Event of Default" shall mean, whenever it is used in this
Agreement, any one or more of the following events:
(1) Failure by Developer to pay or cause to be paid, before delinquency, all real
property taxes assessed with respect to the Improvements and the Property.
(2) Transfer of any interest by Developer in any portion of the Property or the
Improvements in violation of the provisions of this Agreement.
(3) Failure by Developer to substantially observe or perform any other material
covenant, condition, obligation or agreement on its part to be observed or
performed under this Agreement.
8.2 Remedies on Default by Developer. Whenever any Event of Default referred to in
Section 8.1 of this Agreement occurs and is continuing, City, as specified below, may take
any one or more of the following actions after the giving of written notice by City to
Developer (and the holder of any mortgage encumbering any interest in the Property of
which City has been notified of in writing) of the Event of Default, but only if the Event of
Default has not been cured within sixty (60) days following such notice, or if the Event of
Default cannot be cured within sixty (60) days and the Developer does not provide
assurances to City that the Event of Default will be cured as soon as reasonably possible
thereafter:
(1) City may suspend its performance under this Agreement until it receives
assurances from the Developer, deemed adequate by City, that the Developer will
cure the default and continue the performance under this Agreement;
(2) Until the Closing Date, City may cancel and rescind this Agreement;
(3) City may take any action, including legal, equitable or administrative
action, which may appear necessary or desirable to collect any payments due
under this Agreement or to enforce performance and observance of any
obligation, agreement, or covenant under this Agreement.
8.3 No Remedy Exclusive. Except as specifically identified as the sole or exclusive
remedy of a Party, no remedy herein conferred upon or reserved to either Party is
intended to be exclusive of any other available remedy or remedies, but each and every
such remedy shall be cumulative and shall be in addition to every other remedy given
under this Agreement or now or hereafter existing at law or in equity or by statute. No
delay or omission to exercise any right or power accruing upon any default shall impair
any such right or power or shall be construed to be a waiver thereof, but any such right
and power may be exercised from time to time and as often as may be deemed expedient.
8.4 No Implied Waiver. In the event any agreement contained in this Agreement
should be breached by any party and thereafter waived by any other party, such waiver
shall be limited to the particular breach so waived and shall not be deemed to waive any
other concurrent, previous or subsequent breach hereunder.
8.5 Agreement to Pay Attorneys' Fees and Expenses. If any action at law or in equity,
including an action for declaratory relief or arbitration, is brought to enforce or interpret
the provisions of this Agreement, the prevailing party shall be entitled to recover
reasonable attorneys' fees and costs of litigation from the other party. Such fees and
costs of litigation may be set by the court in the trial of such action or by the arbitrator, as
the case may be, or may be enforced in a separate action brought for that purpose. Such
fees and costs of litigation shall be in addition to any other relief that may be awarded.
8.6 Remedies on Default by City. If City defaults in the performance of this Agreement,
Developer may take any action, including legal, equitable or administrative action that
may appear necessary or desirable to collect any payments due under this Agreement,
to recover expenses of Developer, or to enforce performance and observance of any
obligation, agreement, or covenant of City under this Agreement. Developer may
suspend performance under this Agreement until it receives assurances from City,
deemed adequate by Developer, that City will cure its default and continue its
performance under this Agreement.
SECTION 9. GENERAL TERMS AND PROVISIONS.
9.1 Notices and Demands. Whenever this Agreement requires or permits any notice
or written request by one party to another, it shall be deemed to have been properly given
if and when delivered in person or three (3) business days after having been deposited in
any U.S. Postal Service and sent by registered or certified mail, postage prepaid,
addressed as follows:
If to Developer: McCoy Group, Inc.
2099 Southpark Court
Dubuque, IA 52002
Phone: (563) 584-2670
With copy to: Davin Curtiss
O'Connor & Thomas, P.0
1000 Main St.
Dubuque, Iowa 52001
If to City: City Manager
50 W. 13th Street
Dubuque, Iowa 52001
Phone: (563) 589-4110
Fax: (563) 589-4149
With copy to: City Attorney
City Hall
50 W. 13th Street
Dubuque, Iowa 52001
or at such other address with respect to any party as that party may, from time to time
designate in writing and forward to the other as provided in this Section.
9.2 Binding Effect. This Agreement shall be binding upon and shall inure to the benefit
of City and Developer and their respective successors and assigns.
9.3 Force Majeure. A party shall be excused from its obligations under this Agreement
if and to the extent and during such time as the party is prevented, impeded, or hindered,
unable to perform its obligations or is delayed in doing so due to events or conditions
outside of the party's reasonable control and after the party has taken reasonable steps
to avoid or mitigate such event or its consequences (each a "Force Majeure Event")
including, without limitation in any way, as the result of any acts of God, war, fire, or other
casualty, riot, civil unrest, extreme weather conditions, terrorism, strikes and/or labor
disputes, pandemic, epidemic, quarantines, government stay-at-home orders, municipal
and other government orders, failure of Internet, or other matter beyond the control of
such party. Upon the occurrence of a Force Majeure Event, the party incurring such
Force Majeure Event will promptly give notice to the other party identifying the Force
Majeure Event, explaining how it impacts performance and the estimated duration,
identifying the relief requested, agreeing to limit damages to the other party and to
immediately resume performance upon termination of the Force Majeure Event, and
agreeing to supplement the notice as more information becomes available, and thereafter
the parties shall meet and confer in good faith in order to identify a cure of the condition
affecting its performance as expeditiously as possible. No obligation to make a payment
required by this Agreement is excused by a Force Majeure Event. The nonperforming
party shall not be entitled to any damages or additional payments of any kind for any such
delay.
9.4 Termination Date. This Agreement and the rights and obligations of the parties
hereunder shall terminate on June 1 following the last payment to Developer under
Section 5.1.
9.5 Execution By Facsimile. The parties agree that this Agreement may be transmitted
among them by email or facsimile machine. The parties intend that the emailed or faxed
signatures constitute original signatures and that an emailed or faxed Agreement
containing the signatures (original, emailed or faxed) of all the parties is binding on the
parties.
9.6 Memorandum of Development Agreement. City shall promptly record a
Memorandum of Development Agreement in the form attached hereto as Exhibit E in the
office of the Recorder of Dubuque County, Iowa. Developer shall pay the costs for so
recording.
9.7. Upon approval of this Agreement by City and Developer, the Development
Agreement between the parties dated January 3, 2023, shall be terminated with neither
party having any further obligations thereunder.
IN WITNESS WHEREOF, City has caused this Agreement to be duly executed in
its name and behalf by its Mayor and attested to by its City Clerk and Developer has
caused this Agreement to be duly executed.
CITY OF DUBUQUE, IOWA
By: _
Brad MI-Cavan,9K, Mayor
Attest:
By: 1 ,�
Adrienne K Breitfelder, City Clerk
MCCOY GROUP, INC.
By:
, its
LIST OF EXHIBITS
EXHIBIT A
Urban Renewal Plan
EXHIBIT B
City Attorney Certificate
EXHIBIT C
Opinion of Developer Counsel
EXHIBIT D
City Certificate
EXHIBIT E
Memorandum of Development Agreement
EXHIBIT F
Parking Property
EXHIBIT G
Site Map
EXHIBIT H
Special Warranty Deed
*:/:I 13 k r_1
(on file in City Clerk's office, 50 W. 13t" Street, Dubuque, IA 52001)
CITY ATTORNEY CERTIFICATE
Barry A. Lindahl, Esq.
Senior Counsel
Suite 330, Harbor View Place
300 Main Street
Dubuque, Iowa 52001-6944
(563) 583-4113 office
(563) 583-1040 fax
balesq(��cityofdubuque•org
RE:
Dear
THE CITY OF
DUB E
Masterpiece on the Mississippi
(DATE)
Dubuque
krityl
All•Amerin pq
M%NJ.. hl.l,v au
2007-2012.2013
2017*2019
I have acted as counsel for the City of Dubuque, Iowa, in connection with the execution
and delivery of a certain Development Agreement by and between McCoy Group, Inc.
(Developer) and the City of Dubuque, Iowa (City) dated for reference purposes the
day of 120.
The City has duly obtained all necessary approvals and consents for its execution,
delivery and performance of this Agreement and has full power and authority to execute,
deliver and perform its obligations under this Agreement, and to the best of my
knowledge, the representations of the City Manager in his letter dated the day of
, 20 , are correct.
Very sincerely,
Barry A. Lindahl, Esq.
Senior Counsel
EXHIBIT C
OPINION OF DEVELOPER'S COUNSEL
Mayor and City Councilmembers
City Hall
13t" and Central Avenue
Dubuque IA 52001
Re: Development Agreement By and Between the City of Dubuque, Iowa, and McCoy
Group, Inc.
Dear Mayor and City Councilmembers:
We have acted as counsel for McCoy Group. Inc. (Developer) in connection with
the execution and delivery of a certain Development Agreement (Development
Agreement) between Developer and the City of Dubuque, Iowa (City) dated for reference
purposes the day of 120.
We have examined the original certified copy, or copies otherwise identified to our
satisfaction as being true copies, of the Development Agreement and such other
documents and records as we have deemed relevant and necessary as a basis for the
opinions set forth herein.
Based on the pertinent law, the foregoing examination and such other inquiries as
we have deemed appropriate, we are of the opinion that:
1. Developer is a Wisconsin corporation with its principal place of business at
Dubuque, Iowa and has full power and authority to execute, deliver and perform in full
Development Agreement. The Development Agreement has been duly and validly
authorized, executed and delivered by Developer and, assuming due authorization,
execution and delivery by City, is in full force and effect and is valid and legally binding
instrument of Developer 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.
2. The execution, delivery and performance by Developer of the Development
Agreement and the carrying out of the terms thereof, will not result in violation of any
provision of, or in default under, the articles of incorporation and bylaws of Developer,
any indenture, mortgage, deed of trust, indebtedness, agreement, judgment, decree,
order, statute, rule, regulation or restriction to which Developer is a party or by which
Developer's property is bound or subject.
3. To the best of our knowledge, there are no actions, suits or proceedings
pending or threatened against or affecting Developer 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 Developer or which in any
manner raises any questions affecting the validity of the Agreement or the Developer's
ability to perform Developer's obligations thereunder.
We have examined such documents and certificates of public officials and officers
of the Developer as we have deemed necessary for the purposes of this opinion. As to
the existence of facts which are material to this opinion, we have relied upon certificates
of public officials, statements by officers and resolutions of the Members of the Developer.
In rendering our opinion, we have assumed (i) the legal capacity of all natural persons
and the capacity and corporate power of all parties to the documents examined by us
other than the Developer, (ii) the due authorization, execution and delivery of each
document examined by us, by all parties to such documents other than the Developer,
(iii) the genuineness of all signatures other than the signatures of the representatives of
the Developer, (iv) the authenticity of all documents submitted to us as originals; (v) the
conformity to original documents of all documents submitted to us as copies; and (vi) the
City has no knowledge, direct or through their counsel, which would render any of the
representations set forth herein inaccurate or incorrect. We have not made any
independent investigation to verify any assumptions made herein, and have not
undertaken any factual investigation into the business, properties, agreements or litigation
of the Developer for the purpose of rendering the opinions expressed herein. There may
exist matters of a factual nature which could have a bearing on our opinions expressed
herein, with respect to which we have not been consulted or are otherwise unaware.
Where used herein, the language "to the best of our knowledge" or language of similar
nature means to our actual knowledge with no duty to inquire further of any person or
document. Said language is intended to be limited to the actual knowledge of the
attorneys within our firm who have been directly involved in representing the Developer,
or whom we reasonably believe have knowledge of the affairs of the Developer. We have
assumed that all representations and warranties made by any party to the Development
Agreement are true and correct. We have examined the law, the resolutions of the
members of Developer, the Development Agreement, and such company proceedings of
the Developer and such other documents, certificates, instruments and matters as we
deem necessary to render this opinion.
The foregoing opinions are subject to:
(a) Equitable principles of general applicability (including, without limitation,
concepts of materiality, reasonableness, good faith and fair dealing, public policy,
equitable subordination and the possible unavailability of specific performance or
injunctive relief), regardless of whether considered in a proceeding in equity or at law or
whether codified by statute;
(b) The unenforceability of provisions purporting to waive rights, claims,
demands, liabilities or defenses to obligations, known or unknown, suspected or
unsuspected, where such waivers are contrary to any applicable law or against public
policy;
(c) The unenforceability, under certain circumstances, of provisions of
agreements to the effect that rights or remedies are not exclusive, that every right or
remedy is cumulative and may be exercised in addition to or with any other right or
remedy, or that the election of some particular remedy or remedies does not preclude
recourse to one or another remedy;
(d) The unenforceability under certain circumstances, of provisions which
purport to govern forum selection or consent to jurisdiction; and
(e) The potential to vary the terms of the Development Agreement on the basis
of parol evidence.
The opinions set forth herein are given as of the date hereof. We disclaim any
obligation to notify you or any other person after the date of this letter if any change in
fact and/or law should change our opinion with respect to any matters set forth herein.
This opinion is for your benefit only and may not be quoted in whole or in part or otherwise
referred to in any documents, or delivered to or filed with any person or entity, or relied
upon by any other person or entity, without our prior written consent.
Very truly yours,
CITY CERTIFICATE
Dubuque
THE CITY OF
All -NA . nr. R1 I CIS
nsa ¢ rv,v i sv ,i o
DUrB E 11111F
Masterpiece on the Mississippi 20z0i7*2007;2012�2101g3
(DATE)
City Manager's Office
City Hall
50 West 131h Street
Dubuque, Iowa 52001-4864
(563) 5894110 office
(563) 589-4149 fax
ctymgr@cityofdubuque.org
Re: Development Agreement By and Between the City of Dubuque, Iowa, and McCoy
Group, Inc.
Dear
I am the City Manager of the City of Dubuque, Iowa and have acted in that capacity in
connection with the execution and delivery of a certain Development Agreement by and
between McCoy Group, Inc. and the City of Dubuque, Iowa (City) dated for reference
purposes the day of , 20_
On behalf of the City of Dubuque, I hereby represent and warrant to Developer that-
(1) There is no action, suit or proceeding pending, or to the best of City's
knowledge, threatened against City which might result in any adverse change in
the Property being conveyed or the possession, use or enjoyment thereof by
Developer, including, but not limited to, any action in condemnation, eminent
domain or public taking.
(2) No ordinance or hearing is now or before any local governmental body that
either contemplates or authorizes any public improvements or special tax levies,
the cost of which may be assessed against the Property. To the best of City's
knowledge, there are no plans or efforts by any government agency to widen,
modify, or re -align any street or highway providing access to the Property and there
are no pending or intended public improvements or special assessments affecting
the Property which will result in any charge or lien be levied or assessed against
the Property.
(3) All leases, contracts, licenses, and permits between City and third parties
in connection with the maintenance, use, and operation of the Property have been
provided to Developer and City has provided true and correct copies of all such
documents to Developer.
(4) City has good and marketable fee simple title interest in the Property.
(5) The Property has a permanent right of ingress or egress to a public roadway
for the use and enjoyment of the Property.
(6) There are no notices, orders, suits, judgments or other proceedings relating
to fire, building, zoning, air pollution, health violations or other matters that have
not been corrected. City has notified Developer in writing of any past notices,
orders, suits, judgments or other proceedings relating to fire, building, zoning, air
pollution or health violations as they relate to the Property of which it has actual
notice. The Property is in material compliance with all applicable zoning, fire,
building, and health statutes, ordinances, and regulations. The Property is
currently zoned PUD and Developer's intended use of the Property as a corporate
office/industrial facility is a permitted use in such zoning classification.
(7) Payment has been made for all labor or materials that have been furnished
to the Property or will be made prior to the Closing Date so that no lien for labor
performed or materials furnished can be asserted against the Property.
(8) The Property will, as of the Closing Date, be free and clear of all liens,
security interests, and encumbrances.
(9) The execution, delivery and performance of this Agreement and the
consummation of the transactions contemplated by this Agreement do not and
shall not result in any material breach of any terms or conditions of any mortgage,
bond, indenture, agreement, contract, license, or other instrument or obligation to
which City is a party or by which either the City or the Property being conveyed are
bound, nor shall the execution, delivery and performance of this Agreement violate
any statute, regulation, judgment, writ, injunction or decree of any court threatened
or entered in a proceeding or action in which City may be bound or to which either
City or the Property being conveyed may be subject.
(10) City has duly obtained all necessary approvals and consents for its
execution, delivery and performance of this Agreement, and has full power and
authority to execute, deliver and perform its obligations under this Agreement.
City's attorney shall issue a legal opinion to Developer at time of closing confirming
the representation contained herein, in the form attached hereto as Exhibit C.
(11) The Property is free and clear of any occupants, and no party has a lease
to or other occupancy or contract right in the Property that shall in any way be
binding upon the Property or Developer.
(12) City represents and warrants that any fees or other compensation which
may be owed to a broker engaged directly or indirectly by City in connection with
the purchase and sale contemplated in this Agreement are the sole responsibility
and obligation of City and that City will indemnify Developer and hold Developer
harmless from any and all claims asserted by any broker engaged directly or
indirectly by City for any fees or other compensation related to the subject matter
of this Agreement.
(13) City shall exercise its best efforts to assist with Developer in the
development process.
(14) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(15) With respect to the period during which City has owned or occupied the
Property, and to City's knowledge after reasonable investigation with respect to
the time before City owned or occupied the Property, no person or entity has
caused or permitted materials to be stored, deposited, treated, recycled, or
disposed of on, under or at the Property, which materials, if known to be present,
would require cleanup, removal or some other remedial action under
environmental laws.
(16) All city utilities necessary for the development and use of the Property as an
industrial manufacturing facility adjoin the Property and Developer shall have the
right to connect to said utilities, subject to City's connection fees.
(17) The representations and warranties contained in this article shall be correct
in all respects on and as of the Closing Date with the same force and effect as if
such representations and warranties had been made on and as of the Closing
Date.
Sincerely,
Michael C. Van Milligen
City Manager
MCVM:jh
MEMORANDUM OF DEVELOPMENT AGREEMENT
Prepared by: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
Return to: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
MEMORANDUM OF DEVELOPMENT AGREEMENT
A Development Agreement by and between the City of Dubuque, Iowa, an Iowa municipal
corporation, of Dubuque, Iowa, and McCoy Group, Inc. was made regarding the following
described premises:
LOT 1-1 RIVERWALK 6TH ADDITION, locally known as 501 Bell Street
and the Parking Property legally described as
The Development Agreement is dated for reference purposes the day of
, 20_, and contains covenants, conditions, and restrictions concerning the
use of said premises.
This Memorandum of Development Agreement is recorded for the purpose of
constructive notice. In the event of any conflict between the provisions of this
Memorandum and the Development Agreement itself, executed by the parties, the terms
and provisions of the Development Agreement shall prevail. A complete counterpart of
the Development Agreement, together with any amendments thereto, is in the possession
of the City of Dubuque and may be examined at its offices as above provided.
Dated this day of 120
CITY OF DUBUQUE, IOWA
go
Barry A. Lindahl, Esq., Senior Counsel
STATE OF IOWA
: SS:
DUBUQUE COUNTY
On this day of , 20_, before me, a Notary Public in and for the State of
Iowa, in and for said county, personally appeared Barry A. Lindahl, , to me personally
known, who being by me duly sworn did say that he is Senior Counsel of the City of
Dubuque, a Municipal Corporation, created and existing under the laws of the State of
Iowa and that said instrument was signed on behalf of said Municipal corporation by
authority and resolution of its City Council and said Senior Counsel acknowledged said
instrument to be the free act and deed of said Municipal Corporation by it voluntarily
executed.
Notary Public, State of Iowa
PARKING PROPERTY
,►_`t
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EXHIBIT G
SITE PLAN
05112023ba1
" M
1) Omque ('-puply Parriphz 1130106013
PIN, 11 3010601
OF Address-. E 5TH ST
Owner: DUBUQUE, CRY OF
Legal Description: LOT I RIVERWALK
9TH ADDMON rt
{Nore; %lot to be used on Legal
documents)
Section -Township -Range:
Class: C
Tax District: DUBA - DUBUQUE CM -
DBQ COMM, 0.00000000D0
TIF Class: DUT35 - DV8UQtJE CITY UR
35, 13,00000043coo
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05112023ba1
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SPECIAL WARRANTY DEED
05112023ba1
Prepared by: Barry A. Lindahl 300 Main Street, Suite 330, Dubuque IA 52001 563 583-4113
Return to: Barry A. Lindahl 300 Main Street, Suite 330, Dubuque IA 52001 563 583-4113
Tax Statement to:
SPECIAL WARRANTY DEED
KNOW ALL MEN BY THESE PRESENTS: that the City of Dubuque, Iowa, a
municipal corporation of the State of Iowa (Grantor), in consideration of the Grantee
named below undertaking the obligations of the Developer under the Development
Agreement described below and the sum of Ten and no/100 Dollars ($10.00) in hand
paid, and other good and valuable consideration, and pursuant to the authority of Chapter
403, Code of Iowa, does hereby GRANT, SELL AND CONVEY unto the
following described parcel(s) situated in the County of Dubuque, State of Iowa, to wit (the
Property):
This Deed is exempt from transfer tax pursuant to Iowa Code section 428A.2(6).
This Deed is given pursuant to the authority of Resolution No. of the City
Council of the City of Dubuque adopted the day of 2023, the terms
and conditions thereof, if any, having been fulfilled.
This Deed is being delivered in fulfillment of Grantor's obligations under and is
subject to all the terms, provisions, covenants, conditions and restrictions contained in
that certain Development Agreement executed by Grantor and Grantee herein, dated the
day of 1 2023 (the Agreement), a memorandum of which was recorded
on the day of 2023, in the records of the Recorder of Dubuque County,
Iowa, Instrument Number -
None of the provisions of the Agreement shall be deemed merged in, affected or
impaired by this Deed.
Grantor hereby covenants to warrant and defend the said premises against the
lawful claims of all persons whomsoever claiming by, through and under it.
Dated this
day of , 2023, at Dubuque, Iowa.
CITY OF DUBUQUE IOWA
Brad M. Cavanagh, Mayor
ATTEST:
In
Adrienne N. Breitfelder, City Clerk
STATE OF IOWA )
SS
COUNTY OF DUBUQUE )
On this day of , 2021, before me a Notary Public in and
for said County, personally appeared Bard M. Cavanagh and Adrienne N. Breitfelder to
me personally known, who being duly sworn, did say that they are the Mayor and City
Clerk, respectively of the City of Dubuque, 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 voluntarily executed.
Notary Public in and for Dubuque County, Iowa
Prepared Bye Jill Connors, City of Dubuque 1300 Main St. Dubuque IA 52001 (563) 589-4393
Return To: Jill Connors, City of Dubuque 1300 Main St. Dubuque, !A 52001 (563) 589-4393
RESOLUTION NO. 198-23
APPROVING THE DISPOSAL OF AN INTEREST IN REAL PROPERTY OWNED BY
THE CITY OF DUBUQUE BY SALE PURSUANT TO A DEVELOPMENT AGREEMENT
WITH MCCOY GROUP, INC.
WHEREAS, the City Council of Dubuque, Iowa, did on June 5, 2023, adopt an
Amended and Restated Urban Renewal Plan for the Greater Downtown Urban Renewal
District ("the Plan") for the Urban Renewal Area described therein; and
WHEREAS, the City of Dubuque, Iowa, is interested in stimulating reinvestment in
the Greater Downtown Urban Renewal District; and
WHEREAS, the Plan provides, among other things, for the disposition of properties
for private development purposes; and
WHEREAS, McCoy Group, Inc. submitted to the City a proposal in the form of an
offer to purchase (the "Development Agreement") for the purchase of certain City -owned
real property hereinafter described ("the Property"), which Development Agreement
proposes Merge, LLC will undertake the purchase of a building located at the corner of
Bell Street and 61n Street as described therein, which Property is the real estate consisting
of approximately 0.7 acres shown on Exhibit A, and which Development Agreement
requests that this Property be made available for sale as rapidly as possible; and
WHEREAS, Iowa Code Chapter 403 authorizes cities to dispose of property in
furtherance of an urban renewal project and to take other actions as may be necessary
to carry out the purposes of said Chapter, and the Plan similarly authorizes the City to
dispose of property; and
WHEREAS, in compliance with Iowa Code Section 403.8, and to the extent
required by law, Iowa Code Section 364.7, the City Council has set forth its proposal to
dispose of
05122023bal
its interests in the Property and the City Clerk published a notice on May 19, 2023 as
required by law soliciting competitive proposals for the Property; and
WHEREAS, as of 10:00 a.m. on June 16, 2023 the City Clerk received no competitive
proposals for the Property; and
WHEREAS, the City Council believes it is in the best interest of the City of
Dubuque to approve the Development Agreement proposed by McCoy Group, Inc. and
the sale of the Property as provided in the Development Agreement.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. The Council finds that the transfer of the Property will promote the
purposes of the urban renewal law, Iowa Code Ch. 403 in the City and, together with the
other consideration provided for in the Agreement, that these benefits constitute fair value
for the City's disposal of interests in the Property under Iowa Code Section 403.8.
Section 2. The Development Agreement between the City and McCoy Group,
Inc. including the sale of the Property as provided therein, is hereby approved.
Section 3. The Mayor is authorized and directed to execute said Development
Agreement on behalf of the City of Dubuque.
Passed, approved and adopted this 20th day of June, 2023.
Attest:
n.'%[y� ki�4
Adrienne N. Breitfel er, City Clerk
eb-7ra-31M. C nagh, Mayor
N
EXHIBIT A
STATE OF IOWA SS:
DUBUQUE COUNTY
CERTIFICATE OF PUBLICATION
I, Kathy Goetzinger, a Billing Clerk for Woodward
Communications, Inc., an Iowa corporation, publisher
of the Telegraph Herald, a newspaper of general
circulation published in the City of Dubuque, County
of Dubuque and State of Iowa; hereby certify that the
attached notice was published in said newspaper on the
following dates:
05/19/2023
and for which the charge is 306.38
Su scribed to be fo e me, a Notary Public in and for
Dubuque County, Iowa,
this 19th day of May, 2023
"AA, . --4-- P.QQAl
Notary ff,
s in and for Dubuque Co nty, Iowa.
4l4sAt a JANET K. PAPE
Commission Number 199659
s - My Commission Expires
row% 12/11/2025
a� CITY OF DUBUQUE, IOWA
OFFICIAL NOTICE
PUBLIC NOTICE is hereby given that the City Council of the City of
Dubuque, Iowa, will hold a public hearing on the 201h day of June, 2023 at
6:30 p.m. in the Historic Federai Building, 350 West 6th Street, second floor,
Dubuque, Iowa, at which meeting the City Council proposes to dispose of an
interest by sale pursuant to a Development Agreement in the following described
real property to McCoy Group, Inc. a Wisconsin corporation with its principal
place of business in Dubuque, Iowa, or its Assignee (Developer);
Approximately 0.7 acres at the comer of Bell Street and 611 Street
as shown on Exhibit A. The Development Agreement also provides for the
issuance to Developer of Urban Renewal Tax Increment Revenue Grant
Obligations in the estimated amount of $276,444. At the meeting, the City
Council will receive oral and written comments from any resident or property
owner of said City to the above action. Written comments regarding the above
public hearing may be submitted to the City Clerk's Office, City Hall, 50 W. 13'
Street, on or before said time of public hearing. Copies of supporting documents
for the public hearings are on file in the City Clerk's Office, and may be viewed
during normal working flours. Individuals with limited English proficiency, vision,
hearing or speech impairments requiring special assistance should contact
the City Clerk's Office at (563) 569-4100, TDD (563) 690-6678, ctyclerk@
cityofdubuque.org as soon as feasible. Deaf or hard -of -hearing individuals can
use Relay Iowa by dialing 711 or (800) 735-2942.
Dated this 15th'° day of May, 2023. Adrienne N. Bretfelder, CMC, City Clerk
OFFICIAL NOTICE
RESOLUTION NO. 156-23 RESOLUTION (1) APPROVING THE
MINIMUM REQUIREMENTS, COMPETITIVE CRITERIA, AND OFFERING
PROCEDURES FOR THE DEVELOPMENT AND THE SALE OF CERTAIN
REAL PROPERTY AND IMPROVEMENTS IN THE GREATER DOWNTOWN
URBAN RENEWAL DISTRICT; (2) DETERMINING THAT THE OFFER
TO PURCHASE SUBMITTED BY MCCOY GROUP, INC- SATISFIES THE
OFFERING REQUIREMENTS WITH RESPECT TO THE REAL PROPERTY
AND IMPROVEMENTS AND DECLARING THE INTENT OF THE CITY
COUNCIL TO APPROVE THE SALE TO MCCOYGROUP, INC. IN THE
EVENT THAT NO COMPETING PROPOSALS ARE SUBMITTED; AND (3)
SOLICITING COMPETING PROPOSALS
Whereas, the City Council of Dubuque, Iowa, did on May 1, 2023 adopt an
Amended and Restated Urban Renewal Plan for the Greater Downtown Urban
Renewal District ("the Plan") for the Urban Renewal Area described therein; and
Whereas, the Plan provides, among other things, for the disposition of properties
for private development purposes as a proposed economic development action;
and
Whereas, McCoy Group, Inc. ("Developer") has submitted to the City a
proposal in the form of an offer to purchase (the "Development Agreement")
for the purchase of certain City -owned real property hereinafter described
('the Property"), which Development Agreement proposes the Developer will
undertake the purchase of a building located at the comer of Bell Street and
East 611 Street as described therein, which Property is the real estate consisting
of approximately 0.7 acres shown on Exhibit A, and which Development
Agreement requests that this Property be made available for sale as rapidly as
possible; and
Whereas, in order to establish reasonably competitive bidding procedures
for the disposition of the Property in accordance with the statutory requirements
of Iowa Code Chapter 403, specifically, Section 403.8, and to assure that the
City extends a full and fair opportunity to all developers interested in submitting
a proposal, a summary of submission requirements and minimum requirements
and competitive criteria for the Property offering is included herein; and
Whereas, said Developer has signed a Development Agreement with the
City, currently on file at the Office of the City Clerk; and Whereas, to recognize
Moth the firm proposal for sale of the Property and improvements already
received by the City in the form of the Development Agreement, as described
above, and to give full and fair opportunity to other developers interested in
submitting a proposal for the sale and development of the Property, this Council
should by this Resolution:
1) Set the fair market value of the Property for uses in accordance with the Plan;
2) Approve the minimum requirements and competitive criteria included herein;
3) Approve as to form the Development Agreement;
4) Set a date for receipt of competing proposals and the opening thereof;
5) Declare that the proposal submitted by Developer satisfies the minimum
requirements of the offering, and that in the event no otherquakfied proposal
is timely submitted, that the City Council intends to accept such proposal
and authorize the City Manager to sign the Development Agreement;
6) Approve and direct publication of a notice to advise anther person
of the opportunity to compete for sale of the Property on the terms and
,conditions set forth herein; and
7) Declare that in the event another qualified proposal is timely submitted
and accepted, another and future notice will be published on the intent of the
City to enter into the resulting contract, as required by law; and Whereas,
the City Council believes it is in the best interest of the City and the Plan
to act as expeditiously as possible to sell the Property as set forth herein.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF DUBUQUE, IOWA:
Section 1. That the Properly shown on Exhibit A attached hereto, shall be
offered for sale in accordance with the terms and conditions contained in this
Resolution.
Section 2. That it is hereby determined that in order to qualify for
consideration for selection, any person must submit a proposal which meets
these minimum requirements:
1) Contains an agreement to purchase the Parking Property, shown on
Exhibit A, at not less than fair market value, which for the purposes of this
resolution is hereby determined to be One Million One Hundred Thousand
& 00l100 Dollars ($1,100,000.00) and to provide for public parking on the
Parking Property;
2) Sets out or provides to the satisfaction of the City Council the experience
of the principals and key staff who are directly engaged in the performance
of contract obligations in carrying out projects of similar scale and character;
and
4) Meets, at a minimum, the terms and conditions of the Development
Agreement submitted by the Developer including an agreement to create
and maintain Eighteen (15) additional FTE employees employed by
Developer or its Affiliatels by October 1, 2025 and during the remaining term
of the agreement for a total of Two Hundred Sixty -Six (266) FTE employees
in the city of Dubuque, Iowa. Section 3. That the Development Agreement
by and between the City and the Developer be and is hereby approved as
to form for the purposes hereinafter stated.
Section 4. That for the purpose of defining the offering of the Property for
sale, said Development Agreement shall be deemed to be illustrative of the
terms acceptable to the City with respect to:
1) Developer and City obligations; and
2) General terms and conditions.
Section 5. That the Development Agreement submitted by the Developer_
satisfies the requirements of this offering and, in the event that no other qualified
proposals are timely submitted, that the City Council intends to accept and
approve the Development Agreement.
Section 6. That it is hereby determined that the Developer possesses the
qualifications, financial resources and legal ability necessary to purchase the
Property shown on EXhIbitA and to construct, manage and operate the site in the
manner proposed by this offering in accordance with the Plan.
Section 7. That the City Clerk shall receive and retain for public examination
the attached Development Agreement submitted by the Developer and, in the
event no other qualified proposals are timely submitted, shall resubmit the
Development Agreement to the City Council for final approval and execution
upon expiration of the notice hereinafter prescribed.
Section B. That the action of the City Council be considered to be and
does hereby constitute notice to all concerned of the intention of this Council,
in the event that no other qualified proposals are timely submitted, to accept
the proposal of the Developer to purchase the Property shown on Exhibit A and
to approve the Development Agreement by and between City and Developer.
Section 9. That the official notice of this offering and of the intent of the City,
in the event no other qualified proposals are timely submitted, to approve the
Development Agreement, shall be a true copy ofthis Resolution, but without the -
attachments referred to herein.
Section 10. That the City Clerk is authorized and directed to secure
immediate publication of said official notice in the Telegraph Herald, a newspaper
having a general circulation in the community, by publication of the text of this
Resolution on or before the 190, day of May, 2023.
Section 11. That written proposals for the sale of the Property shown on
Exhibit A will be received by the City Clerk at or before 10:00 a.m., June 16,
2023 in the Office of the City Clerk, located on the first floor at City Hall, 50 West
13"' Street, Dubuque, Iowa 52001. Each proposal will be opened at the hour of
10:00 a.m. in City Hall, Dubuque, Iowa on June 16, 2023. Said proposals will
then be presented to the City Council at 6:30 p.m., June 20, 2023. at a meeting
to a- held in the City Council Chambers, Historic Federal Building at 350 West
6th Street, Dubuque, Iowa.
Section 12. That the method of offering the Property for sale as set forth
herein is in substantial conformance with the provisions of Iowa Code Section
403.8, requiring reasonable competitive bidding procedures as are hereby
prescribed and "fair value."
Section 13. That the required documents for the submission of a proposal
shall be in substantial conformity with the provisions of this Resolution.
Section 14. That the City Clerk is hereby nominated and appointed as
the agent of the City of Dubuque, Iowa to receive proposals for the sale of the
Property on that date and according to the procedure hereinabove specified for
receipt of such proposals and to proceed at such time to formally acknowledge
receipt of each of such proposal by noting the receipt of same in the Minutes of
the Council; that the City Manager is hereby authorized and directed to make
preliminary analysis of each such proposal for compiiance with the minimum
requirements established by this Council hereinabove. For each proposal that
satisfies these requirements, the City Council shall judge the strength of the
proposal by the competitive criteria established hereinabove. The City Council
shall then make the final evaluation and selection of the proposals.
Section 15. If, and only if, competing proposals are received and
determined by the Council to meet the minimum requirements described herein,
the Developer shall be allowed to amend its proposal in response thereto and
to deliver same to the City Manager, by no later than a date determined by the
City Council. In such event, the Council shall schedule a subsequent meeting to
be held by the City Manager at which there shall be a bid -off conducted by the
City Manager. During such bid -off, each compettng bidder shall bid against the
other, starting with the second proposal received and continuing until such time
as each bidder shall decline to improve its proposal to acquire and redevelop
the Property shown on ExhlbitA in response to the last bid of the other bidder or
bidders. The period of time to be allowed for such bid -off shall be determined by
the City Manager. The rules of such bid -off shall be as determined by the City
Manager at or before such bid -off period and shall be absolute.
Section 16. That in the event another qualified proposal is timely submitted
and accepted by the City, another and further notice shall be published of the
intent of the City of Dubuque, Iowa, to enter into the resulting agreement, as
required by law.
EXHIBIT A
Passed, approved and adopted this 15" day of May, 2023.
lslBrad M. Cavanagh, Mayor
Attest: Is/Adrienne N. Breitfelder, City Clerk
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