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Authorizing Contract 23-CTBF-012 by and between the City of Dubuque, Iowa, and the Iowa Economic Development Authority for the Rehabilitation of 1398 White Street Copyrighted August 7, 2023 City of Dubuque Consent Items # 07. City Council Meeting ITEM TITLE: Authorizing Contract 23-CTBF-012 by and between the City of Dubuque, I owa, and the I owa Economic Development Authority for the Rehabilitation of 1398 White Street SUM MARY: City Manager recommending City Council approval of a resolution authorizing Contract 23-CTBF-012 by and between the City of Dubuque, I owa, and the I owa Economic Development Authority (I E DA)for the rehabilitation of 1398 White Street. RESOLUTION Authorizing Contract 23-CTBF-012 By and Between the City of Dubuque, lowa, And the lowa Economic DevelopmentAuthority for a Community Catalyst Building Remediation Grant to Nia Neighborhoods Opportunity Zone Fund, LLC For the Rehabilitation Of 1398 White Street in the City of Dubuque, lowa SUGGESTED Suggested Disposition: Receive and File;Adopt Resolution(s) DISPOSITION: ATTACHMENTS: Description Type MVM Memo City Manager Memo Staff Memo Staff Memo Resolution Resolutions Contract 23-CTBF-012 Supporting Documentation Dubuque THE CITY QF � All-Meriea Ciry DLT B E ; . � . � �� � � MaSt� Z�C� aYd t�Q Mt55ZSSZ Z zoa�•zoiz•�ai3 YP pp za��*zai� TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: Authorizing Contract 23-CTBF-012 by and between the City of Dubuque, lowa, and the lowa Economic Development Authority for the Rehabilitation of 1398 W h ite Street DATE: August 2, 2023 Economic Development Director Jill Connors is recommending City Council approval of a resolution authorizing Contract 23-CTBF-012 by and between the City of Dubuque, lowa, and the lowa Economic Development Authority (IEDA) for the rehabilitation of 1398 White Street. Nia Neighborhoods Opportunity Zone Fund, LLC (the Developer), led by Ms. Yindra Dixon, is the building owner of 1398 White Street. The Developer intends to redevelop the property and approached City staff expressing interest in applying for the IEDA Community Catalyst Building remediation Grant Program. To assist the project, City staff applied for the program, as well as drafting a development agreement committing City incentives. I concur with the recommendation and respectfully request Mayor and City Council approval. � Mic ael C. Van Milligen MCVM:sv Attachment cc: Crenna Brumwell, City Attorney Cori Burbach, Assistant City Manager Jill Connors, Economic Development Director Yindra Dixon, Developer Dubuque Economic Development Department THE CITY OF �' S0 West 13th Street �I�•,�IqCP168Eliy Dubuque,lowa 52001-4864 U� � ����'"r,N � ` Office(563)589-4393 TTY(563)690-6678 1 I I�' http://www.cityofdubuque.org 2007*2012�2013 Masterpiece on the Mississippi zoi�*zoig TO: Michael C. Van Milligen, City Manager FROM: Jill M. Connors, Economic Development Director SUBJECT: Authorizing Contract 23-CTBF-012 by and between the City of Dubuque, lowa, and the lowa Economic Development Authority for the Rehabilitation of 1398 White Street DATE: August 1, 2023 INTRODUCTION This memorandum presents for City Council review and approval a resolution authorizing Contract 23-CTBF-012 by and between the City of Dubuque, lowa, and the lowa Economic Development Authority (IEDA) for the rehabilitation of 1398 White Street. BACKGROUND The IEDA Community Catalyst Building Remediation Program assists communities with the redevelopment or rehabilitation of buildings to stimulate economic growth or reinvestment in the community. Funding of the grant is based on annual availability. One commercial building per community is eligible for the project application. For The IEDA program, the City must be the applicant and provide financial and/or in- kind resources. DISCUSSION Nia Neighborhoods Opportunity Zone Fund, LLC (the Developer), led by Ms. Yindra Dixon, is the building owner of 1398 White Street. The Developer intends to redevelop the property and approached City staff expressing interest in applying for the IEDA Community Catalyst Building remediation Grant Program. To assist the project, City staff applied for the program, as well as drafting a development agreement committing City incentives. The City has been informed that the project has been selected for a $100,000 award from IEDA. In order to receive the funds to pass through to the project by reimbursing eligible costs, the City must enter into a contract with IEDA, which is attached to this memorandum. The rehabilitation of 1398 White Street will utilize smart growth principles to return the fa�ade to its original character. Additional improvements include updating all mechanicals to meet code and capacity, removing asbestos in the flooring and walls, remediating water damage, roof and masonry repairs, remodeling residential areas, installing a secure building access system, and outside lighting. An African American barber will operate in the first-floor commercial space, with a new residential unit on the first floor, and two affordable residential units on the second floor. The project will symbolize progress in the community with new business and residential units becoming available along major thoroughfares in Dubuque. This project aligns with housing and economic development priorities, will serve as a third space for community residents, and provides opportunities for entrepreneurs of color. The commercial space will provide jobs for up to four cosmetologists with an earning potential of two to four times the median average income in Dubuque of $30,243. The newly rehabilitated residential units will provide diverse housing options in the neighborhood while not pricing current residents out of the neighborhood. In addition to the IEDA grant, the project is eligible for and recommended for City incentives in another agenda item including a fa�ade grant at $10,000 maximum, the planning & design grant at $10,000 maximum, the financial consultant grant at $15,000 maximum, and the housing creation grant at $20,000 maximum. The agreement includes a requirement to comply with the City of Dubuque Housing Rehabilitation Standards and to accept, or cause to be accepted, applications from prospective tenants with housing choice vouchers or similar programs that are otherwise qualified prospective tenants. RECOMMENDATION/ ACTION STEP I recommend that the City Council approve the attached resolution authorizing Contract 23-CTBF-012 by and between the City of Dubuque, lowa, and the lowa Economic Development Authority for the rehabilitation of 1398 White Street. The proposed project would advance the City Council goals Robust Local Economy: Diverse Businesses and Jobs with Economic Prosperity, Vibrant Community: Healthy and Safe, and Livable Neighborhoods and Housing: Great Place to Live. 2 Cc: Yindra Dixon, Nia Neighborhoods Opportunity Zone Fund, LLC 3 Prepared by:Jill Connors, Economic Development, 50 W. 131"Street, Dubuque IA 52001, 563 589-4393 Return to: Jill Connors, Economic Development, 50 W. 131" Street, Dubuque IA 52001, 563 589-4393 RESOLUTION NO. 240-23 AUTHORIZING CONTRACT 23-CTBF-012 BY AND BETWEEN THE CITY OF DUBUQUE, IOWA, AND THE IOWA ECONOMIC DEVELOPMENT AUTHORITY FOR A COMMUNITY CATALYST BUILDING REMEDIATION GRANT TO NIA NEIGHBORHOODS OPPORTUNITY ZONE FUND, LLC FOR THE REHABILITATION OF 1398 WHITE STREET IN THE CITY OF DUBUQUE, IOWA Whereas, Nia Neighborhoods Opportunity Zone Fund, LLC has proposed making a One Hundred Fifty Thousand Dollar ($188,000.00) investment for the rehabilitation of 1398 White Street in the City of Dubuque, Iowa (the Project); and Whereas, financial assistance from the Iowa Economic Development Authority is designed to assist communities with the development or rehabilitation of buildings to stimulate economic growth or reinvestment in the community; and Whereas, the Iowa Economic Development Authority has requested the execution of Contract 23-CTBF-012 in order to finalize the Community Catalyst Building Remediation Grant and document associated terms for the proposed Project; and Whereas, the City Council of the City of Dubuque, Iowa finds that authorizing Contract 23-CTBF-012 by and between the City of Dubuque, Iowa and the Iowa Economic Development Authority, a copy of which is attached hereto, is in the best interest of the City of Dubuque. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DUBUQUE, IOWA: Section 1. That Contract 23-CTBF-012 by and between the City of Dubuque Iowa, and the Iowa Economic Development Authority is hereby approved. Section 2. That the Mayor is hereby authorized and directed to execute and the City Manager is hereby directed to submit Contract 23-CTBF-012 the Iowa Economic Development Authority together with such other documents as may be required. Passed, approved, and adopted this 7th day of August, 2023. B " M. Cavana Mayor Attest: -0,2„,., Trish L. Gleason, Assistant City Clerk 2 IOWA ECONOMIC DEVELOPMENT AUTHORITY IOWA DOWNTOWN RESOURCE CENTER COMMUNITY CATALYST & REMEDIATION GRANT PROGRAM GRANTEE: City of Dubuque AGREEMENT NUMBER: 23-CTBF-012 DATE OF AWARD LETTER: June 26, 2023 PROJECT COMPLETION DATE: June 26, 2025 GRANT AMOUNT: $100,000 THIS Community Catalyst Building Remediation Grant Agreement("AgreemenY')is made by and between the IOWA ECONOMIC DEVELOPMENT AUTHORITY, 1963 Bell Avenue, Suite 200, Des Moines, lowa 50315("Authority"or"IEDA")and the City of Dubuque, 50 West 13th Street, City Hall, Dubuque, lowa 52001 ("Grantee")(Collectively"the Parties"). WHEREAS,the Authority established a Community Catalyst Building Remediation Fund pursuant to lowa Code section 15.231 for the purpose of providing grants to cities for the remediation of underutilized buildings; and WHEREAS,the Grantee submitted a grant application to the Authority and the Authority determined that the Grantee and its proposed Project are eligible for a Community Catalyst Building Remediation Grant("GranY')and approved the Application; and WHEREAS, in approving the Application, the Authority has relied upon the Grantee's representations of proposed Project activities, the Grantee's management and financial condition, investment of other Project funds, and other material information contained in the application; WHEREAS,the Grantee accepts the Grant upon the terms and conditions set out in this Agreement; NOW, THEREFORE, in consideration of the mutual promises contained in this Agreement and other good and valuable consideration,the Parties agree as follows: 1. COSTS DIRECTLY RELATED. "Costs Directly Related"means expenditures that are incurred for the acquisition, deconstruction, disposal, redevelopment, or rehabilitation of the community catalyst that is the subject of the Project to the extent that the expenditures are attributable directly to the remediation or redevelopment of the community catalyst. Examples of"Costs Directly Related"and costs that are not directly related are set out at 261 IAC 45.2 Definitions. 2. GRANTEE. "Grantee"means the entity described above whose application for a Grant was approved by IEDA. 3. IOWAGRANTS.GOV. "IowaGrants.gov"means lowa's Funding Opportunity Search and Grant Management System. The Authority reserves the right to require the Recipient to utilize IowaGrants.gov to conduct business associated with this Agreement. 4. PROJECT. "Project" means the activities and other obligations to be performed or accomplished by the Grantee as described in this Agreement, in the Agreement Scope of Work attached hereto, in the award letter, and in the application submitted through IowaGrants.gov, including but not limited to, the"Scope of Project and BudgeY'portion of the application. 5. PROJECT COMPLETION PERIOD. "Project Completion Period"means the period commencing with the Date of Award Letter and ending with the Project Completion Date set out above. 6. PROJECT MID-POINT. "Project Mid-Point" means the point at which the Grantee has incurred Costs Directly Related to the Project. The maximum mid-point draw is up to 60%of the Grant Amount. 7. PRIOR EXPENSES. No expenditures made prior to the Date of Award Letter may be included as Project costs for the purpose of this Agreement. 8. UTILIZATION OF CONSULTANT(Sl. The Grantee is responsible for recruiting and selecting consultants and for setting out the terms and conditions under which the consultant(s)shall provide services. The Authority may require the Grantee to retain a consultant or consultants as set out in the Agreement Scope of Work attached hereto. 9. TOTAL PAYMENT. Total payment of state funds under this Agreement shall not exceed$100,000 for Costs Directly Related to the Project as shown in the approved application unless modified by written amendment of this Agreement. All payments under this Agreement are subject to receipt by the IEDA of sufficient State funds for this activity. Any termination, reduction or delay of state funds to the IEDA shall, at the option of the IEDA, result in the termination, reduction, or delay of state funds to the Grantee. 10. REPAYMENT OBLIGATION. In the event that any state and/or federal funds are deferred and/or disallowed as a result of any audits or expended in violation of this Agreement or the laws applicable to the expenditure of such funds, the Grantee shall be liable to IEDA for the full amount of any claim disallowed and for all related penalties incurred. If IEDA determines at any time,whether through monitoring, audit, closeout procedures or by other means that the Grantee has received grant funds or requested reimbursement for costs which are unallowable under the terms of this Agreement or applicable laws,the Grantee will be notified of the questioned costs and given an opportunity to justify questioned costs prior to IEDA's final determination of the disallowance of costs. If it is IEDA's final determination that costs previously paid by IEDA are not allowable under the terms of this Agreement, the expenditures will be disallowed and the Grantee shall immediately repay to IEDA any and all disallowed costs. The requirements of this paragraph shall apply to the Grantee as well as any subcontractors. Agreement Number: 23-CTBF-012 Page 2 of 4 11. REPORTING REQUIREMENTS. The Recipient shall prepare, review and sign the reports as specified below in the form and content specified by the Authority. 1. By Project Mid-Point: A report describing work completed, including photographs documenting work that has been completed; 2. Within 60 days after the Project Completion Date: A report documenting completion of the Project, including photographs of the completed Project 12. PAYMENT PROCEDURES. Payment shall be made on a reimbursement basis. Grantee shall use funds only for reimbursement of Costs Directly Related to the Project. Requests for reimbursement shall be made through IowaGrants.gov using a General Accounting Expenditure form along with copies of paid invoices and proof of payment. The Grantee shall submit two(2) requests for reimbursement. The first request shall be made at Project Mid-Point up to 60%of the Grant Amount and the final request for reimbursement of the remaining funds shall be made within sixty days after the Project Completion Date. If the total Grant Amount has not been claimed within sixty(60)days after the Project Completion Date, then the IEDA shall be under no further obligation for further disbursement.The Grantee shall prepare, review, and sign all requests for payment and verify that claimed expenditures are allowable Costs Directly Related to the Project. The Grantee shall maintain original documentation adequate to support the claimed costs on file in IowaGrants.gov and provide such documentation upon request. 13. PUBLICATIONS. The Grantee will ensure that all publications produced in association with the Project shall include the following phrase:This Project is Sponsored in Part by the lowa Economic Development Authority. 14. DEFAULT. The occurrence of any one or more of the following events shall constitute cause for IEDA to declare the Grantee in default of its obligations under this Agreement: a)non-performance; b)a failure by the Grantee to make substantial and timely progress toward completion of the Project and performance of the Agreement; c)a breach of any term of this Agreement or any attachment thereto; and d)failure to maintain insurance as set out at Paragraph 33 herein or maintaining insurance coverage that is, as determined by the Authority, insufficient; and e)utilizing grant proceeds for purposes not described in IowaGrants.gov-Scope of Project and Budget or for expenses that are not Costs Directly Related to the Project. The IEDA shall issue a written notice of default providing therein a fifteen (15)day period during which the Grantee shall have an opportunity to cure, provided that cure is possible and feasible. 15. TERMINATION. This Agreement may be terminated in the following circumstances: a)by either party,without cause, after thirty(30)days'written notice; b)immediately, as a result of the Grantee's default under this Agreement and failure to cure within the time period provided; c)immediately, as a result of the termination or reduction of funding to IEDA or the deauthorization of IEDA to engage in activities or conduct business under this Agreement; or d)immediately upon written mutual agreement by all parties to terminate the Agreement. 16. REMEDY UPON TERMINATION. In the event of termination of this Agreement or reduction of the Agreement amount, the exclusive, sole and complete remedy of the Grantee shall be reimbursement for Project costs expended prior to termination. 17. NONASSIGNMENT OF AGREEMENT. The Grantee may not assign,transfer or convey in whole or in part this Agreement; delegate any of its obligations or duties under this Agreement; or pledge as collateral,grant a security interest in, create a lien against, or otherwise encumber, any payments that may or will be made to the Grantee under this Agreement. 18. WRITING REQUIRED. No change, modification, or termination of any of the terms, provisions or conditions of this Agreement shall be effective unless made in writing and signed by the parties. Notwithstanding the sentence above, IEDA may unilaterally modify the Agreement at will in order to accommodate any change in any applicable federal, state or local laws, regulations, rules or policies.A copy of such unilateral modification will be given to the Grantee as an amendment to this Agreement. 19. COMPLIANCE WITH LAWS AND REGULATIONS: DECLARATION OF THE GRANTEE. The Grantee shall comply with all applicable federal, state and local laws, rules, ordinances, regulations and orders. The Grantee declares that it has complied with all federal, state, and local laws regarding business permits and licenses that may be required to carry out the work to be performed under this Agreement. 20. COMPLIANCE WITH EEO/AA PROVISIONS. The Grantee shall comply with the provisions of federal, state and local laws, rules and executive orders to ensure that no employee or applicant for employment is discriminated against because of race, religion, color, age, sex, sexual orientation, gender identity, national origin, or disability. A breach of this provision shall be considered a material breach of this Agreement. 21. INDEMNIFICATION AGAINST LOSS OR DAMAGE. The Grantee agrees to indemnify and hold harmless the State of lowa and its officers, appointed and elected officials, board and commission members, employees,volunteers and agents(collectively the "Indemnified Parties"),from any and all costs, expenses, losses, claims, damages, liabilities, settlements and judgments including, without limitation,the reasonable value of the time spent by the Attorney General's Office, and the costs, expenses and attorneys'fees of other counsel retained by the Indemnified Parties directly or indirectly related to, resulting from, or arising out of this Agreement, including but not limited to any claims related to, resulting from, or arising out of: any breach of this Agreement; any negligent, intentional or wrongful act or omission of the Grantee or any agent or subcontractor utilized or employed by the Grantee;the Grantee's Agreement Number: 23-CTBF-012 Page 3 of 4 performance or attempted performance of this Agreement, including any agent or subcontractor utilized or employed by the Grantee; any failure by the Grantee to make all reports, payments and withholdings required by federal and state law with respect to social security, employee income and other taxes,fees or costs required by the Grantee to conduct business in the State of lowa; or any violation of any rights of any third party. The Grantee's duties and obligations under this section shall survive the termination of this Agreement and shall apply to all acts or omissions taken or made in connection with the performance of this Agreement regardless of the date any potential claim is made or discovered by IEDA or any other Indemnified Party. 22. RIGHT TO REVIEW AND OBSERVE:ACCESS TO RECORDS AND PROJECT. IEDA shall have the right to review and observe, at any time, completed work or work in progress related to the Agreement. The Grantee shall permit IEDA or its agents to access and examine, audit, excerpt and transcribe any directly pertinent books, documents, reports, papers and records of the Grantee relating to orders, invoices, or payments or any other documentation or materials pertaining to this Agreement. Upon the request of IEDA, the Grantee shall deliver to IEDA or its agents said documentation or materials. At IEDA's request, Recipient will assist IEDA in obtaining photos of the project by an approved photographer. If photos are requested, Recipient will coordinate with the approved photographer and provide any necessary access to the project 23. PUBLIC RECORDS: RECORDS RETENTION. All records submitted to or inspected by IEDA regarding this Agreement, including this Agreement, shall be public records and subject to the Open Records Law in lowa Code chapter 22. All records of the Grantee relating to this Agreement shall be retained for a period of three (3)years following the date of final payment or completion of any required audit,whichever is later. 24. SURVIVAL OF AGREEMENT. If any portion of this Agreement is held to be invalid or unenforceable,the remainder shall be valid and enforceable. 25. GOVERNING LAW. This Agreement shall be interpreted in accordance with the law of the State of lowa and any action relating to the Agreement shall only be commenced in the lowa District Court for Polk County or the United States District Court for the Southern District of lowa. 26. FINAL AUTHORITY. The decision of the IEDA shall be binding on the Grantee. The IEDA shall have the final authority to assess whether the Grantee has complied with the terms of this Agreement. 27. USE OF NAME.The Grantee agrees it will not use IEDA and/or State's name or any of its or their intellectual property, including but not limited to, any State, state agency, board or commission trademarks or logos in any manner, including commercial advertising or as a business reference,without the expressed prior written consent of IEDA and/or the State, except as otherwise required by this Agreement. 28. COMPLIANCE WITH IOWA CODE CHAPTER 8F. If the Agreement is subject to the provisions of lowa Code chapter 8F, the Grantee shall comply with lowa Code chapter 8F with respect to any subcontracts it enters into pursuant to this Agreement.Any compliance documentation, including but not limited to certifications, received by the Grantee from subcontractors shall be forwarded to I E DA. 29. LEGISLATIVE CHANGES. The Grantee expressly acknowledges that the Community Catalyst Building Remediation Fund and Program are subject to legislative change by either the federal or state government. Should either legislative body enact measures which alter the fund or the program, the Grantee shall not hold IEDA liable in any manner for the resulting changes. IEDA shall use best efforts to provide thirty(30)days'written notice to the Grantee of any legislative change. During the thirty(30)-day period, the parties shall meet and make a good faith effort to agree upon changes to the Agreement to address the legislative change. Nothing in this paragraph shall affect or impair IEDA's right to terminate the Agreement pursuant to the termination provisions. 30. JOINT AND SEVERAL LIABILITY. If the Grantee is a joint entity, consisting of more than one individual, partnership, corporation or other business organization, all such entities shall be jointly and severally liable for carrying out the activities and obligations of this Agreement, and for any default of activities and obligations. 31. WAIVER. Except as specifically provided for in a waiver signed by duly authorized representatives of IEDA and the Grantee, failure by either party at any time to require performance by the other party or to claim a breach of any provision of the Agreement shall not be construed as affecting any subsequent right to require performance or to claim a breach. 32. CONFLICT OF INTEREST. The Grantee represents,warrants, and covenants that no relationship exists or will exist during the Agreement period between the Grantee and IEDA that is a conflict of interest.The provisions of lowa Code chapter 686 shall apply to this Agreement. If a conflict of interest is proven to IEDA, IEDA may terminate this Agreement pursuant to Paragraph 15 of this Agreement, and the Grantee shall be liable for any excess costs to IEDA as a result of the conflict of interest. The Grantee shall establish safeguards to prevent employees, consultants, or members of governing bodies from using their positions for purposes that are, or give the appearance of being, motivated by the desire for private gain for themselves or others with whom they have family, business, or other ties.The Grantee shall report any potential, real, or apparent conflict of interest to IEDA. 33. MAINTENANCE OF INSURANCE. The Grantee shall maintain the Project property in good repair and condition, ordinary wear and tear excepted, and shall not suffer or commit waste or damage upon the Project property. If the Grantee is not the owner of the Project property,the Grantee shall require the property owner to maintain the Project property in good repair and condition, ordinary Agreement Number: 23-CTBF-012 Page 4 of 4 wear and tear excepted,and shall not suffer or commit waste or damage upon the Project property. The Grantee or owner of the Project property shall pay for and maintain insurance as is customary for similar projects. This insurance shall be in an amount not less than the full insurable value of the Project property. The Grantee or the owner of the Project property shall name the Authority and the Grantee, if the Grantee is not the owner of the Project property,as mortgagees and/or an additional loss payee(s). If the Grantee is not the owner of the Project property, the owner of the Project property shall provide the Grantee with a copy of each and every insurance policy in effect. The Grantee shall maintain a copy of each and every insurance policy in effect and shall provide copies to the Authority upon request. 34. DEVELOPMENT CONTRACT AGREEMENT. Grantee shall provide IEDA with a copy of the Development Agreement between the owner of the Project property and the entity that will deconstruct, redevelop,or rehabilitate the community catalyst that is the subject of the Project. Grantee shall notify IEDA immediately if the Development Agreement is assigned and shall provide IEDA with a copy of the assignment. 35. IMMUNITY FROM LIABILITY. Every person who is a party to the Agreement is hereby notified and agrees that the State, IEDA,and ail of their employees,agents, successors, and assigns are immune from liability and suit for or from Grantee's, Project property owners' and/or contractors or subcontractors'activities involving third parties and arising from the Agreement. Pursuant to Iowa Code chapter 669, IEDA and the State of Iowa are self-insured against all risks and hazards related to this Agreement. No separate fund has been established to provide self-insurance, and the State of Iowa is not obligated to establish any such fund during the term of this Agreement. 36. NONAGENCY. The Grantee, the Project property owner(s), its or their employees, agents and any subcontractors performing under this Agreement are not employees or agents of the State or any agency,division or department of the State simply by virtue of work performed pursuant to this Agreement. Neither the Grantee nor the Project property owner's employees shall be considered employees of IEDA or the State for federal or state tax purposes simply by virtue of work performed pursuant to this Agreement. 37. HEADINGS OR CAPTIONS The paragraph headings or captions used in this Agreement are for identification purposes only and do not limit or construe the contents of the paragraphs. 38. DOCUMENTS INCORPORATED BY REFERENCE. The following are hereby incorporated by reference: (a) Agreement Scope of Work and Budget (b) Iowa Economic Development Authority Award Letter as found in lowaGrants.gov. (c) Iowa Downtown Resource Center COMMUNITY CATALYST BUILDING REMEDIATION Grant Application, as found in lowaGrants.gov. 39. ORDER OF PRIORITY. In the event of a conflict between documents, the following order or priority shall be applied: (a) Articles 1-40 of this Grant Agreement. (b) Agreement Scope of Work and Budget (c) Iowa Economic Development Authority Award Letter as found in lowaGrants.gov. (d) Application, Iowa Downtown Resource Center COMMUNITY CATALYST BUILDING REMEDIATION Grant, as found in lowaGrants.gov. 40. INTEGRATION, This Agreement contains the entire understanding between the Grantee and IEDA and any representations that may have been made before or after the signing of this Agreement,which are not contained herein, are nonbinding, void and of no effect. Neither of the parties has relied on any such prior representation in entering into this Agreement. IN WITNESS WHEREOF, the parties have executed this Contract as of the Effective Date first stated. RECIPIENT: City of Dubuque BY: -G a m . eQ G nC�C Mayor Typed or Printed Name and Title �`JJ City of Dubuq 50 West 13th Street,City Hall Dubuque, Iowa 52001 IOWA ECONOMIC DEVELOPMENT AUTHORITY: BY: Brian Sullivan, Chief Programs Officer Community Development Division Iowa Economic Development Authority