Approving a Sixth Amendment to Development Agreement with Port of Dubuque LLCCity of Dubuque
City Council Meeting
Consent Items # 08.
Copyrighted
November 6, 2023
ITEM TITLE: Approving a Sixth Amendment to Development Agreement Between the
City of Dubuque and Port of Dubuque LLC
SUMMARY: City Manager recommending City Council adopt the attached resolution
approving the Sixth Amendment to Development Agreement Between
the City of Dubuque and Port of Dubuque LLC.
SUGGESTED
DISPOSITION:
ATTACHMENTS:
Description
MVM Memo
Staff Memo
6th Amendment
Resolution of Approval
RESOLUTION Approving the Sixth Amendment to Development
Agreement between the City of Dubuque, Iowa and Port of Dubuque
LLC
Suggested Disposition: Receive and File; Adopt Resolution(s)
Type
City Manager Memo
Staff Memo
Supporting Documentation
Resolutions
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: Approving a Sixth Amendment to Development Agreement Between the
City of Dubuque and Port of Dubuque LLC
DATE: November 1, 2023
Economic Development Director Jill Connors is recommending City Council adopt the
attached resolution approving the Sixth Amendment to Development Agreement
Between the City of Dubuque and Port of Dubuque LLC. The amendment adds the list
of responsibilities as to which party is responsible for the design, cost, and construction
of certain portions of work related to easement areas and certain minimum
improvements listed in the resolution.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
Mic ael C. Van Milligen
IL14 &TIL11W111111111111111 111111111
Attachment
cc: Crenna Brumwell, City Attorney
Cori Burbach, Assistant City Manager
Jill Connors, Economic Development Director
Dubuque Economic Development
Department
THE CITY OF 1300 Main street
All-Ameeica city Dubuque, Iowa 52001-4763
`����`pry � Office (563) 589-4393
DUB 1 1111. ' TTY (563) 690-6678
http://www.cityofdubuque.org
Masterpiece on the Mississippi 2017*2019
TO: Michael C. Van Milligen, City Manager
FROM: Jill M. Connors, Economic Development Director
SUBJECT: Approving a Sixth Amendment to Development Agreement Between the
City of Dubuque and Port of Dubuque LLC
DATE: October 31, 2023
INTRODUCTION
This memorandum presents for City Council consideration a Sixth Amendment to
Development Agreement Between the City of Dubuque and Port of Dubuque LLC.
BACKGROUND
The City of Dubuque and Merge, LLC, an Iowa limited liability company doing business
as Merge Urban Development Group, entered into a Development Agreement dated
November 18, 2019 with respect to the development of property in the North Port.
On February 13, 2020, pursuant to an Assignment of Development Agreement, Merge,
LLC as Assignor assigned all of its right, title, and interest in, to, and under the
Agreement to Port of Dubuque LLC as Assignee, and Assignee accepted, assumed,
and agreed to perform all of the obligations and liabilities of Assignor under the
Development Agreement as if it were the original party to the Development Agreement.
On April 6, 2020, a First Amendment to Development Agreement extended the closing
date to October 1, 2020 due to financing and material delays resulting from the COVID-
19 pandemic.
On November 16, 2020 a Second Amendment to Development Agreement provided the
Developer additional time to apply for an Iowa Economic Development Authority (IEDA)
Workforce Housing Tax Credit Award and an Iowa Redevelopment Tax Credit Award for
Brownfield or Grayfield Sites in the 2021 and 2022 application rounds (in the event the
2021 round was not successful). As such, the Second Amendment also extended the
closing date to December 31, 2022. This amendment also increased the number of
years of economic development grants (TIF rebates) from 10 years to 15 years, to
facilitate the project.
On May 15, 2023 a Third Amendment revised the closing date to July 31, 2023 to
accommodate for the Developer having to put the project out for bid a second time in
order to get better pricing on the project.
On August 21, 2023 a Fourth Amendment extended the closing date to October 31,
2023 or such other date as the parties shall agree in writing and included a Housing
Creation Land Acquisition Grant reducing the Developer's acquisition cost of the land by
$20,000 for every residential unit created, but not to exceed the purchase price.
On October 16, 2023 a Fifth Amendment increased the housing incentive tax increment
financing rebates from 75% allowable to the full 100% allowable.
DISCUSSION
During the design and review process of the project, City staff and the Developer
agreed upon easement areas and certain minimum improvements, including which
party is responsible for the design, cost, and construction of certain portions of work.
The list of these responsibilities are added to the Development Agreement in this Sixth
Amendment.
RECOMMENDATION/ ACTION STEP
Based on this project's alignment with the City Council's goal of having a Robust Local
Economy and Livable Neighborhoods and Housing, I recommend the City Council adopt
the attached resolution approving the Sixth Amendment to Development Agreement.
2
SIXTH AMENDMENT TO
DEVELOPMENT AGREEMENT
BY AND BETWEEN
THE CITY OF DUBUQUE, IOWA
AND
PORT OF DUBUQUE LLC
THIS SIXTH AMENDMENT TO DEVELOPMENT AGREEMENT (the "Sixth
Amendment"), dated for reference purposes the 61" day of , 2023, is
made and entered by and between the CITY OF DUBUQUE, IOWA, a municipality ("City")
and PORT OF DUBUQUE LLC, a Delaware limited liability company, as assignee of
Merge, LLC, an Iowa limited liability company, doing business as Merge Urban
Development Group ("Developer") (City and Developer are hereinafter sometimes
collectively referred to as the "parties").
WHEREAS, City and Merge, LLC, an Iowa limited liability company doing business
as Merge Urban Development Group entered into that certain Development Agreement
dated November 18, 2019, as amended, with respect to the matters specified therein;
and,
WHEREAS, on February 13, 2020, pursuant to an Assignment of Development
Agreement, Merge, LLC as Assignor assigned all of its right, title, and interest in, to, and
under the Development Agreement to Port of Dubuque LLC as Assignee, and Assignee
accepted, assumed, and agreed to perform all of the obligations and liabilities of Assignor
under the Development Agreement as if it were the original party to the Development
Agreement; and,
WHEREAS, the parties have previously amended the Development Agreement;
and
WHEREAS, the parties desire to further modify the Development Agreement as
hereinafter provided to include additional incentives to Developer.
NOW, THEREFORE, in consideration of the mutual covenants contained herein,
the receipt and sufficiency of which are acknowledged by the parties, the parties agree
as follows:
Section 1. Section 10 of the Development Agreement is hereby amended by
adding the following Section 10.13:
SECTION 10. MIMIMUM PROVEMENTS.
10.13. In addition to the foregoing, City and Developer agree:
1. Developer is responsible for all applicable Sanitary Sewer Connection fees.
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2. Developer shall pay to City the sum of $33,500.00 towards the cost of the water
main upgrades under the existing parking garage driveway. City shall waive all
water connection fees for the property.
3. City shall design and construct a water main upgrade and relocation project for
the existing water main under the existing parking garage driveway and along Ice
Harbor Drive. City shall complete said water main upgrade and relocation
project prior to commencement of construction of the Development Project. If the
City does not complete said water main upgrade and relocation project prior to
commencement of construction of the Development Project, City will shut down
certain sections of existing water main to accommodate the Development
Project's piling and foundation work. (Note: this would amend the existing
Section 2.8 of the DA)
4. City shall plat and dedicate street right of way over the existing parking garage
driveway area between Ice Harbor Drive and the parking garage structure
entrance that is currently City private property. This eliminates the need for
private utility and private ingress and egress easements from City to Developer
over this area.
5. Developer shall design and construct public sidewalk on the east side of the
parking garage driveway from Ice Harbor Drive to the parking garage structure.
6. Developer shall design and build the truncated dome sidewalk on the east side of
parking garage driveway along Ice Harbor Drive.
7. City shall design and build the truncated dome sidewalk on the west side of
parking garage driveway along Ice Harbor Drive.
8. After installation of the water main upgrades under the parking garage driveway,
City shall install temporary paving (4" asphalt) on the parking garage driveway
from Ice Harbor Drive to the parking garage.
9. The parking garage driveway apron and adjacent sidewalk along Ice Harbor
Drive shall be reconstructed to match existing conditions.
10. The public sidewalk along the east side of the parking garage driveway shall be
reconstructed to match existing conditions.
11. City shall grant to Developer a "Below Ground Building Foundation and Above
Ground Building Protrusions" Easement as shown on the attached Easement
Exhibit.
12. Developer shall grant to City a "Pedestrian Ingress/Egress and Wayfinding
Signage" Easement as shown on the attached Easement Exhibit.
13. Developer shall grant to City a "Parking Structure Maintenance and Lighting and
Conduit" Easement as shown on the attached Easement Exhibit.
14. Prior to Closing City shall reserve a "No Build Zone" Easement as shown on the
attached Easement Exhibit.
15. Developer shall grant to City a "Camera Access Ingress/Egress" Easement as
shown on the attached Easement Exhibit.
16. Developer shall grant to City a "Ingress/Egress for Emergency Vehicles"
Easement as shown on the attached Easement Exhibit.
17. Note: Delete easement allowing Developer to connect their building to parking
garage. See Section 10.6 (1)
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18. City will eliminate the on -street parking restriction on the south side of Ice Harbor
Drive from 5t' Street to the parking garage driveway, except for the relocation of
the existing business shuttle stop area. Said shuttle stop area shall be moved to
a location on Ice Harbor Drive between 5th Street and the parking garage
driveway that is mutually agreeable to Developer and City.
Section 2. The Development Agreement is amended by adding thereto Exhibit L
Easement Exhibit, attached hereto.
Section 3. All other terms of the Development Agreement, as amended, shall
remain in full force and effect.
CITY OF DUBUQUE, IOWA
ATTEST:
Adrienne N, Breitfelder, City Clerk
DEVELOPER
PORT OF DUBUQUE LLC
A Delaware limited liability company
By: OZ Dubuque LLC
A Delaware limited liability company
Its Manager
By: Merge, LLC
An Iowa limited liability company
Its Manager
By.
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Brent Dahlstrom, Manager
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EASEMENT EXHIBIT
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Prepared by Jill Connors, Economic Development, 1300 Main St., Dubuque IA 52001 (563) 589-4393
Return to Adrienne N. Breitfelder, City Clerk, 50 W. 13"1 St., Dubuque, IA 52001, (563) 589-4100
RESOLUTION NO. 356-23
APPROVING THE SIXTH AMENDMENT TO DEVELOPMENT AGREEMENT
BETWEEN THE CITY OF DUBUQUE, IOWA AND PORT OF DUBUQUE LLC
WHEREAS, the City of Dubuque and Merge, LLC, an Iowa limited liability company
entered into that certain Development Agreement dated November 18, 2019 with respect
to the matters specified therein, as amended; and
WHEREAS, Merge, LLC assigned the Development Agreement to Port of
Dubuque LLC with the consent of the City; and
WHEREAS, the parties desire to further modify the Development Agreement as
set out in the Sixth Amendment to Development Agreement attached hereto; and
WHEREAS, the City Council finds that it is in the best interests of the City of
Dubuque to approve the Sixth Amendment to Development Agreement.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF DUBUQUE,
IOWA AS FOLLOWS:
Section 1. The Sixth Amendment to Development Agreement is hereby approved.
Section 2. All other terms and conditions of the Development Agreement shall
remain in full force and effect.
Passed, approved and adopted this 6t" day of November, 2023.
Brad M. Cav ayor
Attest:
Adrienne N. Breitfelder, City Clerk