Resolution Setting a Public Hearing on a Proposed Development Agreement with Woodward Communications, Inc., and WHKS & CO., Inc._Initiate Copyrighted
April 15, 2024
City of Dubuque Items to be set for Public Hearing #
City Council Meeting 01.
ITEM TITLE: Resolution Setting a Public Hearing on a Proposed Development
Agreement by and among the City of Dubuque, lowa, Woodward
Communications, Inc., and WHKS & CO., Inc. Providing forthe
Issuance of Urban Renewal Tax Increment Revenue Grant Obligations
Pursuant to the Development Agreement
SUM MARY: City Manager recommending City Council adopt the attached resolution
setting a public hearing for May 6, 2024, on a proposed Development
Agreement by and among the City of Dubuque, lowa, Woodward
Communications, I nc., and W HKS & CO., I nc. providing for the issuance
of Urban Renewal Tax Increment Revenue Grant Obligations.
RESOLUTION Fixing the date for a Public Hearing of the City Council
of the City of Dubuque, lowa on the Proposed Development Agreement
by and among the City of Dubuque, lowa, Woodward Communications,
I nc., and W HKS & Co., I nc., including the proposed issuance of Urban
Renewal Tax Increment Revenue Grant Obligations to Woodward
Communications, I nc., and providing for the publication of notice thereof
SUGGESTED Receive and File;Adopt Resolution(s), Set Public Hearing for May 6,
DISPOSITION: 2024Suggested Disposition:
ATTACHMENTS:
Description Type
MVM Memo City Manager Memo
Staff Memo Staff Memo
Resolution Resolutions
Development Agreement Supporting Documentation
Notice of Public Hearing Supporting Documentation
Dubuque
THE CITY QF �
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TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Resolution Setting a Public Hearing on a Proposed Development
Agreement by and among the City of Dubuque, lowa, Woodward
Communications, Inc., and WHKS & CO., Inc. Providing for the Issuance
of Urban Renewal Tax Increment Revenue Grant Obligations Pursuant to
the Development Agreement
DATE: April 9, 2024
Economic Development Director Jill Connors is recommending City Council adopt the
attached resolution setting a public hearing for May 6, 2024, on a proposed
Development Agreement by and among the City of Dubuque, lowa, Woodward
Communications, Inc., and WHKS & CO., Inc. providing for the issuance of Urban
Renewal Tax Increment Revenue Grant Obligations.
WCI, as Developer, is utilizing state and federal historic tax credits to renovate the
interior and exterior of the building at 801 Bluff Street. The renovation will cost
approximately $5.5 million resulting in the restoration of the architectural integrity of the
structure and increased usable working space. WHKS, as Employer, has entered into a
lease agreement for space in 801 Bluff Street once renovations are completed. WHKS
will bring 10 new full-time jobs into the Dubuque city limits.
The key elements of the Development Agreement include the following:
1. The Developer must make a capital investment of approximately $5.5
million to renovate the office facility located at 801 Bluff Street.
2. Employer must create and maintain 10 new full time equivalent jobs at the
new facility by October 1, 2026. The 10 full time equivalent jobs must be
maintained through the term of the Development Agreement.
3. Developer will receive 10 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 $340,000.
4. City of Dubuque will amend the Greater powntown Urban Renewal District
Plan to accommodate the issuance of tax increment financing incentives.
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
2
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: Resolution Setting a Public Hearing on a Proposed Development
Agreement by and among the City of Dubuque, lowa, Woodward
Communications, Inc., and WHKS & CO., Inc. Providing for the Issuance
of Urban Renewal Tax Increment Revenue Grant Obligations Pursuant to
the Development Agreement
DATE: April 9, 2024
INTRODUCTION
This memorandum is a request for the City Council to adopt the attached resolution
setting a public hearing for May 6, 2024 on a proposed Development Agreement by and
among the City of Dubuque, lowa, Woodward Communications, Inc., and WHKS & CO.,
Inc. providing for the issuance of Urban Renewal Tax Increment Revenue Grant
Obligations.
BACKGROUND
Woodward Communications, Inc. (WCI) began as the first newspaper in lowa (the
Dubuque Visitor in 1836). WCI's headquarters have been located at 801 Bluff Street
since 1930. WCI is a leading investor in community media (newspapers, radio, niche
publications, digital publishing, custom publishing, events, and entertainment). The
organization continues to diversify and build upon its outreach by acquiring niche
business-to-business publications and creating its own commercial printing facility. WCI
currently employs over 300 individuals and has been 97% employee-owned since 2013.
Currently located in East Dubuque, WHKS & CO., Inc. (WHKS), is a civil engineering
firm delivering successful projects in the areas of civil, transportation, municipal,
structural, and environmental engineering. Since 1948, WHKS staff have participated in
the planning, survey, design, and construction of over 11,000 projects, shaping the
horizon of the Midwest landscape.
DISCUSSION
WCI, as Developer, is utilizing state and federal historic tax credits to renovate the
interior and exterior of the building at 801 Bluff Street. The renovation will cost
approximately $5.5 million resulting in the restoration of the architectural integrity of the
structure and increased usable working space. WHKS, as Employer, has entered into a
lease agreement for space in 801 Bluff Street once renovations are completed. WHKS
will bring 10 new full-time jobs into the Dubuque city limits.
The key elements of the Development Agreement include the following:
1. The Developer must make a capital investment of approximately $5.5
million to renovate the office facility located at 801 Bluff Street.
2. Employer must create and maintain 10 new full time equivalent jobs at the
new facility by October 1, 2026. The 10 full time equivalent jobs must be
maintained through the term of the Development Agreement.
3. Developer 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 $340,000.
4. City of Dubuque will amend the Greater powntown Urban Renewal District
Plan to accommodate the issuance of tax increment financing incentives.
RECOMMENDATION/ ACTION STEP
I recommend the City Council adopt the attached resolution setting an May 6, 2024
public hearing on the Development Agreement providing for the issuance of Urban
Renewal Tax Increment Revenue Grant Obligations.
2
Prepared by: Ian C. Hatch, Economic Development, 50 W. 131h Street, Dubuque IA 52001, 563 589-4393
Return to: Ian C. Hatch, Economic Development, 50 W. 131h Street, Dubuque IA 52001, 563 589-4393
RESOLUTION NO. 95-24
FIXING THE DATE FOR A PUBLIC HEARING OF THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA ON THE PROPOSED DEVELOPMENT AGREEMENT BY AND
AMONG THE CITY OF DUBUQUE, IOWA, WOODWARD COMMUNICATIONS, INC.,
AND WHKS & CO., INC., INCLUDING THE PROPOSED ISSUANCE OF URBAN
RENEWAL TAX INCREMENT REVENUE GRANT OBLIGATIONS TO WOODWARD
COMMUNICATIONS, INC., AND PROVIDING FOR THE PUBLICATION OF NOTICE
THEREOF
Whereas, Woodward Communications, Inc. (Developer) is the owner of the
following described real property:
Parcel 1025201010:
Lot 4, Lot 2 of Lot 5, Lot 1 of Lot 1 of Lot 5, all in Lorimer's Subdivision, and Lot A of
Vacated West Ninth Street, in the City of Dubuque, Iowa, according to the recorded plats
thereof
Parcel 1025201012:
Lot 2 of Lot 1 of Lot 5, Lot 6, Lot i, Lot 8 and the East 50 feet of Lot 9, all in Lorimer's
Subdivision; Lot 1 of the Subdivision of Lots 654 and 688, in the City of Dubuque, Iowa,
according to the recorded plats thereof
(the Property)
; and
Whereas, WHKS & CO., Inc (Employer) requires property for its operations and
has entered into a Lease Agreement with Developer for a part of the Property; and
03282024ba1
Whereas, City, Developer, and Employer have entered into a Development
Agreement, subject to the approval of the City Council, pursuant to which Developer will
renovate the Property including certain Improvements described in the Development
Agreement; and
Whereas, the City Council has tentatively determined that it would be in the best
interests of City to approve the Development Agreement; and
Whereas, the Development Agreement provides for the issuance by City of
economic development grants to Woodward Communications, Inc., referred to therein as
Urban Renewal Tax Increment Revenue Grant Obligations, for Developer's obligations to
construct the Minimum Improvements and Employer's obligations to create and maintain
employees, payable from the tax increment revenues collected in respect of the Minimum
Improvements to be constructed by Woodward Communications, Inc. in accordance with
the Development Agreement,' for the purpose of carrying out the objectives of an Urban
Renewal Plan as hereinafter described; and
Whereas, before said obligations may be approved, Chapter 403 of the Code of
Iowa requires that the City Clerk publish a notice of the proposal and of the time and place
of the meeting at which the City Council proposes to take action thereon and at which
meeting the City Council shall receive oral and/or written objections from any resident or
property owner of said City to such proposed action.
NOW THEREFORE, BE 1T RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. The City Clerk is hereby authorized and directed to cause this
Resolution and a Notice to be published as prescribed by Iowa Code Section 364.7 of a
public hearing on the City Council's intent to approve the proposed Development
Agreement, to be held on the 6th day of May, 2024 at 6:30 p.m.
Section 2. The City Council will also meet at said time and place for the purpose
of taking action on the matter of authorizing Urban Renewal Tax Increment Revenue
obligations, the proceeds of which obligations will be used to carry out certain of the special
financing activities described in the Urban Renewal Plan for the Greater Downtown
Economic Development District, consisting of the funding of economic development grants
to Woodward Communications, Inc., pursuant to the Development Agreement under the
terms and conditions of said Urban Renewal Plan. It is expected that the aggregate amount
of the Tax Increment Revenue obligations will be approximately $340,000.
Section 3. The City Clerk is hereby directed to cause at least one publication to
be made of a notice of said meeting, in a newspaper, printed wholly in the English
language, published at least once weekly, and having general circulation in said City, said
publication to be not less than four days nor more than twenty days before the date of
said meeting on the disposal of the City's interest in the Property and the issuance of said
obligations.
Section 4. That the Notice of the proposed action shall be in substantially the
form attached hereto.
Passed, approved and adopted this 15th day of April, 2024.
7
Brad M Ca`v_a6agh, Mayor
Attest:
Adrienne N. Breitfelder, City Clerk
�
DEVELOPMENT AGREEMENT
BY AND AMONG
THE CITY OF DUBUQUE, IOWA,
WOODWARD COMMUNICATIONS, INC. AND
WHKS & CO., INC.
This Agreement, dated for reference purposes the day of
, 2024, by and among the City of Dubuque, lowa, a municipality(City),
established pur�uant to the lowa Code and acting under authorization of lowa Code
Chapter 403, as amended (Urban Renewal Act), Woodward Communications, Inc., an
lowa corporation with its principal place of business at Dubuque, lowa (Developer), and
WHKS & CO., Inc. , an lowa corporatian with its principal place of business in Mason City,
lowa (Employer).
WITNESSETH:
- _ WHEREAS,_ Developer is the_owner of-the following des_cribed real estate_(the _____ __ �
"Property"):
Parcel 1025201010:
Lot 4, Lot 2 of Lot 5, Lot 1 of Lot 1 of Lot 5, all in Lorimer's Subdivision, and Lot A of
Vacated West Ninth Street, in the City of Dubuque, lowa, according to the recorded plats
thereof
Parcel 1025201012:
Lot 2 of l..ot 1 of Lot 5, Lot 6, Lot 7, Lot 8 and the East 50 feet of Lot 9, all in Lorimer's
Subdivision; Lot 1 of the Subdivision of Lots 654 and 688, in the City of Dubuque, lowa,
according fio the recorded plats thereof
locally known as 801 Bluff Street; and
WHEREAS, Developer has defiermined to expand the commercial building/facility
(the Facility) located on the Property to accommodate Employer, and other possible
tenants, to add new employment in the City and �
WHEREAS, Developer or Employer 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
03272024ba1
WHEREAS, Developer and Employer have entered into an agreement for the
lease of space within the Facility (the Lease) with all easements, tenements,
hereditamenfis, and appurtenances belonging thereto so that Developer may develnp the
Property, located in the Project Area, for the construction, use, and occupancy of the
Facility in accordance with the uses specified in the Urban Renewal Plan and Developer
agrees to comply with any amendmenfis to the Urban Renewal Plan, in accordance with
this Agreement; and
WH�REAS, Employer agrees to join in this Agreement and assume the rights and
responsibilities provided herein; and
WHEREA�, the Project is located within the Greater powntown Urban Renewal
District (the District), approved by City Council Resolution 410-23 to be designated as a
slum and blighted area (the f�roject Area), as defined by lowa Code Chapter 403 (the
Urban Renewal Law); and
- V1IHEREAS, as ofi the date-of this-Agreement-there has been prepared and
- -- _ - -- - --- - ---- — -- -----___ _ _ -
approved by City an Urban Renewal Plan for th� Project Area consisting of the Urban �
Renewal Plan for the Greater powntown Urban Renewal District, approved by the City
Council of City on May 18, 1967, and as subsequently amended through and including
the date hereofi(the Urban Renewal Plan) attached hereto as Exhibit A; and
WHEREAS, a copy of the Urban Renewal Plan, as constituted on the date of this
Agreement, is on file with the County Auditor and the City of Dubuque City Clerk; and
WHER�AS, City believes thafi the Project and the development of the Property
pursuant to this Agre2ment, and the fulfillment generally of this Agreement, are in the vital
and best interests of City and in accord with the public purposes and provisions of the
applicable federal, state and local laws and the requirements under which the Project has
been undertaken and is being assisted.
NOW, ThIEREFORE, 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. REPRESENTATIO(VS AND WARRANTIES
1.1 Re�resentations and Warranties of City. In order to induce Developer and
Employer to enter into this Agreement, City hereby represents and warrants to Developer
and Employer 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 arid perform its obligations under this Agreement.
City's attorney shall issue a legal opinion to Developer at time ofi closing confirming
the representafiion 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
wifih; or resulfi in a-violafiion-or-breach-of,-fihe terms,-conditions or- rp ovisions 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 gov�rnmen�al
body in which there is a reasonable possibility of an adverse deci�ion which could
materially adversely afFect th� financial position or operations of City or which
affects the validity of the Agreemenfi or City's ability to perform its obligations under
this Agre�ment.
(6) No ordinance or hearing is now before any local governmental body that
either contemplates or authorizes any public improvements or special tax levies,
the cosfi of which may be assessed against the ('roperty. 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 fio the Property and there
are no pending or intended public improvement� or special asse�sments affecting
the Property which will result in any charge or lien be levied or assessed against
the Property.
(7) 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.
1.2 Representations and Warranties of Developer and Employer. Developer and
Employer each make the following individual representations and warranties with respect
to their own company (without making any warranties with respect to the other):
�
(1) Developer and Employer are duly organized and validly existing or
authorized under the laws of the State of lowa and have all requisite power and
authority to own and operate their properties, to carry on their respective business
as now conducted and as presently proposed to be conducted, and to enter into
and perForm fiheir obligations under the Agreement.
(2) This Agreement has been duly authorized, executed and delivered by
Developer and Employer, 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 and-Employer-enforceable-in accordance with-its terms, except as-the
_ _ _ _ - ---- --- -- --- - - -_ ___ _ __ .
same may be limited by bankrupficy, insolvency, reorganization or other laws
relating to or affecting creditors' rights generally. Developer's counsel and
Employer's counsel shall issue legal opinions to the City, at time of closing,
confirming the representations contained herein, in the fiorm attached herefio as
Exhibit C and Exhibit D.
(3) Th� execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillm�nt 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 Employer or any contractual
restriction, evidence of indebtedness, agreement or instrument of whatever nature
to which Developer or Employer 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 pendir�g orthreatened against or
affecting Developer or Employer 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 fihe business, financial position or
result of operafiions of Developer or Employer or which affecfis the validity of the
Agreement or Develaper's or Employer's ability to perform its obligations under
this Agreement.
(5) Developer and Employer will perform their 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 fiaith efforts to obtain, or cause to be obtained, in a �
tim�ly manner, all material requiremenfis of all applicable local, state, and federal �
laws and regulations which must be obtained or met.
(7) Developer has commitments for permanent financing for the Development �
Project and all of their respective obligations under this Agreement in an amount
sufficient, together with 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 Closinq. T'he closing of the transaction (the Closing) contemplatEd
by this Agreement and all the obligations of Developer and Employer under this
Agreement are subject-fio fulfillment, on or-before the-Closin�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 fiorm of Exhibit E.
(2) Developer having obtained any and all necessary governmental approvals,
including without limitations approval of zoning, subdivision, or platting which might
be n�cessary or de�irable in connection with the development of the Development
Property. Any conditions imposed as a part ofi 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 execufie 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 plans and specifications for the Project and to either reject or approve
the same in a prompt and timely fashion; (b) to issue a writfien notification to
Developer, 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 �pplicable City or affiliated agency
requirements, with the understanding that Developer and its lend�rs 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 by Developer, and the construction, use and occupancy of the
project with the intent and understanding that Developer 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 to streamline and
facilitate the obtaining of such permits, approvals and consents.
(3) Developer, Employer, and City shall be in material compliance with all the
terms and provisions of this Agreement.
(4) Developer shall have furnished City with evidence, in a form satisfactory to
City (such as a letter of commitment from a bank or other lending institution), that
Developer has firm financial commitments in an amount sufficient, together with
equify commitments, to complete the Minimum Improvements (as defined herein)
- in conformance-wifih fihe Construcfiion-Plans_(as defined-herein),-or City shaiF have
__ _ _— — ---- - -- ----- -- ___
received such other evidence of such party's fiinancial ability as in the reasonable
judgment of City is required.
(5) Employer �hall have furnished City with evidence in a form as required by
Section 5.2 and satisfiactory to City of Employer's fulltime equivalent employees
(FT�) at 801 Bluff Streefi in the City of Dubuque, lowa, as of January 1, 202�.
(6) (��ceipt of an opinion of counsel to Developer in the form attached hereto
as Exhibit C.
(7) Receipt of an opinion of counsel to Employer in the form attached hereto as
�xhibit D.
(8) Developer and Employer 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 Employer determines in its sole discretion that conditions necessary for fihe
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 fierminating party to the other
parties to this Agreement, this Agreement shall be deemed null and void.
(9) Developer and Employer shall have provided City with a copy of the
executed Lease.
1.4 Closinq. The closing shall take place on the Closing Date which shall be the 3rd
dav of April, 2024, or such other date as the parties shall agree in writing but in no event
shall the Closing Date be later than the 30t" dav of April, 2024. 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 Citv's Obliqations at Closinq. At or prior to Closing Date, City shall deliver to
Developer such other documents as may be required by this Agreement, all in a form
satisfactory to Developer.
SECTION 2. DEVELOPMENT ACTIVITIES
2.1 Required Minimum Improvements. City acknowl�dges that the Facility D�veloper
is remodeling on the Property is a commercial building/facility. Developer agrees to
remodel the building and to add certain internal systems thereto, including all interior
improv_ements-to_the-building (the Minimam Improvementsj�at_arr-estimated cost of
approximafiely Five Million Five Hundred Thousand Dollars ($5,500,000).
�2.2 f'lans for Construction of Minimum Improvements. Developer agrees the
construction of the Minimum Improvements shall be in conformity with the Urban Renewal
Plan, this Agreement, and �II applicable state and local laws and regulations. All work
with respect to the Minimum Improvements shall be in substantial conformity with the
Construction Plans approved by City.
2.3 Timinq of Improvement�. Developer hereby agrees that construction of the
Minimum Improvements on the Property shall be commenced on or before March 1, 2024
and shall be substantially completed by December 31, 2024. �'he time frame for the
perfiormance of these obligations shall be �uspended due to unavoidable delays, meaning
delays out�ide the contrnl of th� party claiming its occurrence in good faith, which are the
direct result of strikes, other labor troubles, shut down due to COVID-19, unusual
shortages of materials or labor, unusually severe or prolonged bad weather, acts of God,
fire or other casualty to the Minimum Improvements, litigation commenced by third parties
which, by injunction or other similar judicial action or by the exercise of reasonable
discretion directly results in delays, or acts of any federal, state or local government which
directly result in extraordinary delays. 7'he time for performance of such obligations shall
be ext�nded only for the period of such delay.
2.4 Certificate of Completion. Promptly following the request of Developer upon
completion of the Minimum Improvements, the City Manager shall furnish Developer with
an appropriate instrument so c�rtifying. Such certifiication (the Certificate of Completion)
shall be in recordable form and shall be a conclusive determination of the satisfaction and �
termination of the agreements and covenants in this Agreement and in the Deed with
respect to the obligations of Developer to construct the Minimum Improvements. The
Certificafe of Completion, in the form attached hereto as Exhibit F, shall waive all rights
of re�vestrnent of title to the Property as provided in Section 6.3(1), and the Certificate of
Completion shall so stafie.
SECTION 3. CITY PARTICIPATION.
3.1 Economic Development Grants.
(1) Employer Economic Development Grants
(a) For and in consideration of Developer's and Employer's obligations
hereunder, and in furtherance of the goals and objectives of the Urban
- - Renewal—Plan for-the Projcct-Area and -the Urban Renewal Law;-City _
- -__ _ - -- - _ __
agrees, subject to Developer and Employer being and remaining in
compliance with the terms of this Agreement, to make twenty (20)
consecutive semi-annual payments (such payments being referred to
collectively as the �conomic Development Grants)to Developer, as follows:
Noverr�ber 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, 203�
November 1, 203� May 1, 2035
November 1, 2035 May 1, 2036
pursuant to lowa Code �ection 403.9 of the Urban Renewal Law, in
amounfis equal to the actual amount of tax increment revenues collected by
City under lowa Code Section 403.19 (without regard to any averaging thafi
may otherwise be utilized under lowa 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 Secfiion 3.1(1), the
assessed value of the Property as of January 1, 2023 is $889,000.
Developer recognizes and agrees that the Developer Economic
Development Grants shall be paid solely and only from the incremental
taxes collected by City in respect to the Property and Minimum
Improvements, 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 lowa 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 �rants, City shall
cerkify to the County prior to Dec�mber 1 of each year, commencing
December 1, 2025, 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-fihe following fiscal- �
_- _ - -- - -- --- - —
year and which shall thereafter be disbursed to �eveloper on November 1
and May 1 of that fiscal year. (Example: If City so certifies by December 1,
2025, the Developer Economic D�velopment Grants in respect thereof
would be paid to Developer on November 1, 2026, and May 1, 2027.)
(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 Woodward TIF Account of City. City
hereby covenants and agrees to maintain its TIF ordinance in force during
the term and fio apply the incremental taxes collected in respect of the
Property and Minimum Improvements and allocated to the Woodward TIF
Account to pay the Developer Economic Development Grants, as and to the
extent set forth in Section 3.1(1) hereof. Th� 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 1"ax Increments
actually collected and held in the Woodward 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
�rants under this Section 3.1 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 obligafiions 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,
2024.
3.-2 Other than the-Economic-Development �rants required b�r Seefiion 3.1, City shall
---- --- - __ —- - -- ---- — _ _ _
have no obligation to provide any other funds to Developer.
SECTION 4. NON- APPROPRIATI�N / LIMII'ED SOURCE OF FUNDING.
4.1 NonaAppropriation.
(1) Notwithstanding anything in this �greement to the contrary, the obligation
of City to pay any installment of the Economic Development Grant� 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 faifih and credit within the meaning of any constitutional or st�tutory debt
limitation, and shall be subject in all resp�cts to the rigr�t 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 fiiscal
year during the term of this Agreement without causing a t�rmination of this
Agreement. The right of non-appropriation shall be exerci�ed only by resolufiion
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 futur� fiscal year for the payment in full of the installments on
the Economic Development Grants due and payable in fihat future fiscal year, then
City shall have no further obligation to Developer for the payment of any
i
installments due in that future fiscal year which cannot be paid with the funds then
appropriated for that purpose.
4.2 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
limitatinn prior to the adoption of a budget which appropriates funds for the payment of
fihat installment or amount. In the event that any of the provisions of thi� Agreement are
determined by a court of competent jurisdiction to create, or result in the creation of, such
a I�gal 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 fihe foregoing intent of the parties, and no event of default shall be deemed to
have occurred as a resulfi thereof. If any provision of this Agreemenfi 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 fihis-end the provisions ofi this Agreement-are severable. - -
SECTI�N 5. COVENANTS OF EMPLOYER.
5.1 Jab Creation and Maintenance. During the term of this Agreement, Employer
shall comply with the following employment-relafed covenants for the Property:
(1) Employer represents that the number of fulltime equivalent (FTE)
employees employed by Employer at 801 Bluff Street as of January 1, 2024 is Zero
(0). Employer shall create and maintain 10 additional FTE employees employed
by Employer whose primary plac� of employment is 801 Bluff Sfireet by October 1, �
2026 and during the remaining Term of this Agreement for a tofial of Ten (10) FTE �
employees whose primary place of employment is at 801 �luff Street and the
Facility. FTE employees shall be calculated by adding fulltime and part�time
employees together using 2080 hours per year as a FTE employee.
(2) For the FTE positions that Employer fails 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 3.1(1) shall be reduced by the
percentage that the number of positions Employer fails to create or maintain as
required by this Section 5.1 bears to the fiotal number of positions required to be
created and mainfiained (10 FTEs) by this Section 5.1. (For example, if Employer
has 8 FTE employees employed by Employer, the semi-annual Developer
Economic Development Grants to be paid fior that year would be reduced by 20%
(8/10 employees) ofi the Tax Increment Revenues received by City). The
reduction of the semi-annual Developer Economic Development Grants shall be
City's sole remedy for the failure of Employer to meet the job creation requirements
of this subsection 5.1(2).
(3) Employer's job creation and maintenance obligation under Section 5.1(1)
terminate� after October 1, 2035.
5.2 Certification. l"a assist City in monitoring the perFormance of Employer hereunder,
as of October 1, 2026, and again as ofi October 1 of each year thereafter during the term
of this Agreement, a duly authorized ofFicer of Employer shall certify to City in a form
acceptable to City (a) the number of FTE posifiions employed by Employer afi 801 �luff
Street and the Facility, and (b) to the effect that such officer has r�-examined the terms
and provision� of this Agreement and that at the date of such certificate, and during the
preceding twelve (12) months, Employer is not or was not in defaulfi in the fulfillment of
any of the terms and conditions of this Agreem�nt and that no Event ofi Defaulf (or event
-which,_with-the lapse-of time or the-givin_g of-notice,_or-both; would become an-Event of -
Default) i� 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 disclos� in such statement the nature thereof, it� period of existence and what
acfiion, if any, has b�en taken or is proposed to be taken with respect thereto. Such
certificate shall be provided not later than October 15, 2026, and by October 15 of each
year thereafter. Employer's certification obligations under this Section 5.2 terminate
following the final certification on October 1, 2035 (due by October 15, 2035).
Employer is not liable to City or Developer nor is Employer subject to any sanction
by City or Developer for a violation of the Agreement if Employer terminates its Lease
with Developer as of March 31, 2031, or as of any other date. Employer remains liable to
the Developer under and accnrding to the terms of any lease between Employer and
Developer.
5.3 Books and I�ecords. During the term of fihis Agreement, Developer and Employer
�hall 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 and Employer in accordance with generally accepted accounting
principles consistently applied throughout the period involved, and Developer and
Employer shall provide reasonable protection against loss or damage to such books of
record and account.
i
5.4 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
asses�ments payable with respect to all and any parts of the Property unless Developer's
obligations have been assum�d by another person pursuant to the provisions of fihis
Agreement.
5.5 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 orthe Minimum Improvements located thereon that may now be, or hereafter �
become, available under state law or city ordinance during the term of this Agreemenfi,
including those that arise under lowa Code Chapters 404 and 427, as amended.
5.6 Insurance Requirements.
(1) Developer shall provide and maintain or cause to be maintained at all times
during the process of constructing the Minimum Improvements and at its sole cost
- _and-expense (anda fro_m-time to-time_at thereguest-ofiCity,__furnish City with proof ___ _ __�
of in�urance in the form of a certificate of insurance for each insurance policy):
All risk builder's risk insurance, written on a Completed Value Form in an amount
equal to one hundred percent (100%) of the replacement value when construction
is completed Minimum Improvements, naming City as an additional insured and
lender loss payable. Coverage shall include the "special perils" form.
(2) Upon completion of construction of th� Minimum Improvements and up to
the l"ermination Date, Developer shall maintain, or cause to be m�intained, 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 certifiicate of insur�nce) all risk property insurance
against loss and/or damage to the Minimum Improvements under an insurance
p�licy written in an amount not less than the full insurable replacement value of
Minimum Improvements naming City as lender loss payable. Coverage shall
include the "special perils" form.
The term "replacement value" shall mean the actual replacement cost of Minimum
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 $100,000.00 in amount to, or destruction of, the Minimum
Improvements or any portion thereof resulting from fire or other casualty. The nefi
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 Minimum Improvements to �ubstantially 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 th� Net Proceeds of any insurance relating
to such damage received by Developer to the paymer�t or reimbursement of the l
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.
5.7 Preservation of Proper#y. During the term of this �greement, Developer shall
maintain, preserve and keep, or cause others to maintain, preserve and I<eep, Minimum
-Improvements_in-g_ood-rep_air-and working order,-_ordinary-wear-and-te_ar 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
Dev�loper or any other party including, without limitation, any agreements between the
parties regarding the care and maintenance of fihe Property.
5.8 Non-Discrimination. In carrying out the project, Developer and �mployer shall nat
discriminate against any employee or applicant for employment because of age, color,
familial status, gender identity, marital status, mental/physical di�ability, national origin,
race, r�ligian/creed, sex, or sexual orientation.
5.9 Conflict of Interest. Developer and Employer agree that no member, officer or
employee of City, or its designees nr agents, nor any consultant or member of the
governing body of City, and no other public official of City who exercis�s or has exercised
any functions or responsibilities with respect to the project during his ar 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 and
Employer shall have the right to rely upon the representations of any par�y with whom it
does business and shall not be obligated to perform any further examination into such
party's background.
5.10 Non-Transferabilitv. During the Term of this Agreement, this Agreement may not
be assign�d by Developer or Employer nor may any po�tion of the Property be sold or
otherwise transferred by Developer without the prior written consent of City, which
consent shall not be unreasonably withheld.
5.11 Restrictions on Use. Developer agree� 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
(1) Devote the Property to, and only to and in accordance with, the uses
specifi�d in the Urban Renewal ('lan (and City represents and agrees that use of
the Property consistent with ifis 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 covenanfi directly against the party in breach of same); and
�
(2) Not discriminate upon the basis of race, religion, color, sex, sexual
orientation, gender identity, national origin, age or disability 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 thi� covenant
and City shall seek enforcement of this covenant directly against the party in
breach of same).
5.12 Release and Indemnification Covenant�. Developer agrees to the following
conditions of rele�se and indemnification.
(1) Developer releases City and the governing body members, officers, agents,
servants and employees thereof (hereinafter, for purposes of this Section, the
Indemnified Parties) from and covenants and agrees that the Indemnified Parties
shall not be liable for, and agre�s to indemnify, defend and hold harmless the
Indemnified Parties against any loss or damage to property or any injury to or death
of any person occurring at or about or resulting from any defect in the Minimum
Improvements.
(2) Except for any gross negligence, willful misrepresenfiation or any willful or
wanton misconduct or any unlawful act of the Indemnified Parties, Developer
agrees to protect and defend the Indemnified Partie�, now or forever, and further
agrees to hold the Indemnified Parties harmless, from any claim, demand, suit,
action or other proceedings whatsoever by any person ar entity whatsoever arising
or purportedly arising from (1) any violation of any agreement or condition of this
Agreement (except with respect to any suit, action, demand or other proceeding
brought by Developer against City based on an alleged breach of any
representation, warranty or covenant of City under this Agreement and/or to
enforce its rights under this Agreement); or (2) the acquisition, construction,
installation, ownership, and operation �f the Minimum Improvements or (3) the
condition of the Property and any hazardous substance or environmental �
contamination located in or on the Property, caused and occurring after Developer
takes possession of the Property.
(3) The Indemnified Parties shall not be liable to Developer or Employer for any
damage or injury to the persons or property of Developer or its officers, agents,
servants or employees or any other person who may be on, in or about the
Minimum Improvements due to any act of negligence of any person, other than
any act of negligence on the part of any such Indemnified Party or its officers,
— a ,c�ents;servants-or empl�ees.-- -- - - — — -- - - -
(4) All covenants, stipulafiions, promises, agr�ements and obligations of City
contained herein shall be deemed to be the covenants, stipulations, promises,
agreements and obligations of City, and not of any governing body member,
officer, agent, servant or employee of City in their individual capacity thereof.
(5) The provisions of this Section shall survive the termination ofi this
Agreement.
5.13 Compliance wifih Laws. Developer and Employer shall comply with all federal,
state, and local laws, rules and regulations relating to its businesses, other than laws,
rules and r�gulafiions for which the failure to comply with or the sanctions and penalties
resulting therefrom, would not have a material adverse eff�ct on the business, property,
operations, financi�l or otherwise, of Developer or Employer.
SEGTION 6. EVEIVTS OF DEFAULT AND REMEDIES.
6.1 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 Minimum Improvements and the
Property.
(2) Failure by Developer to cause the construction of the Minimum
Improvements to be commenced and completed pursuant to the terms, conditions
and limitations of this Agreement.
(3) Transfer of any interest by Developer in any portion o�the Property or fihe I
Minimum Improvements in violation of the provisions of this Agreement.
(4) Failure by Developer or Employer to substantially observe or perform any
other material covenant, condition, obligation or agreement on its part to be
observed or performed under this Agreement.
6.2 Remedies on Default bv Developer. Whenever any Event of Default referred to in
-Section 6.-1-ofi this Agreement occurs-and-is-continuing,-Citq; 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
Defaulfi has not been cured within sixty (60) days �ollowing �uch 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 Ueveloper, deemed adequate by City, that the Developer will
cure its default and continue its performance under this Agre�ment;
(2) Until the Closing Date, City may cancel and rescind this �greement;
(3) City may withhold the Certificate of Completion; or
(4) 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.
6.3 No �emedy Exclusive. No remedy herein conferred upon or reserved to City 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 omi�sion 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.
6.4 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.
6.5 Aqreement to Pay Attorneys' Fees and Expenses. If any action at law or in equity,
including an action for declarafiory relief or arbitration, is brought ta enforce or interpret
the provisions of this �greement, the prevailing party shall be entitled to recover
reasonable afitorneys' fees and casts 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-m�be, or maq-be enforced-in a separate_action-brought�For-that purpose. Sueh— �
-- -_ _ _-
fees and co�ts of lifiigation shall be in addition to any other relief that may be award�d.
6.6 Remedies on Default bv Citv. If City defaults in the performance ofthis Agreement,
Developer or Employer may take any action, including legal, equitabl� or administrative
action that may appear necessary or desirable to collect any payments due under this
Agreement, to recover expens�s of Developer or Employer, or to enforce performance
and observance of any obligation, agreement, or covenant of City under this Agreement.
Developer or Employer may suspend perFormance under this Agreement until ifi receives
assurances from City, deemed adequate by Developer or Employ�r, that City will cure its
default and continue its performance und�r fihis Agreement.
SECTION 7. CENERAL TERMS AND PROVISIONS.
7.1 Notices and Demands. Whenever this Agreement requires or permits any nofiice
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. F'ostal Service and sent by registered or cerfiified mail, postage prepaid,
addressed as follows:
(1) If to Developer:
Woodward Communications, Inc.
801 Bluff Street
Dubuque, IA 52001
Phone:
Fax:
With Copy to:
Fuerste, Carew, Juergens & Sudmeier, P.C.
Attn: Mark Willing
890 Main Street, Suite 200 '
Dubuque, IA 52001
Phone: (563) 227-5650
(2) If to Employer:
WHKS & CO., Inc.
801 �luff St, Suite 2C
- - Du_buque;lA 52_002- _ - -
F'hone: (563) 239-9400
With copy to:
Laird Law Firm
11 4th St NE
P.O. �ox 1567
Mason City, IA 50402-1567
Phone: (641) 423-5154
(3) If to City:
City M�nager
50 W. 13th Street
Dubuque, lowa 52001
Phone: (563) 589�4110
Fax: (563) 589-4149
With copy to:
City Attorney
City Hall
50 W. 13th Street
Dubuque, lowa 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.
7.2 Bindin_q Effect. This Agreement shall be binding upon and shall inure to the benefit
of City and Developer and �mployer and their respective �uccessors and assigns.
7.3 Force Ma'ea ure. A party shall be excused from its obligations underthis 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 mifiigate such event or its consequences (each a "Force Majeure Event")
including, without limitation in any way, a�the result of any acts of God, war, fire, or other
casualty, riot, civil unrest, extreme weather conditions, terrorism, strikes and/or labor
dispute�, pandemic, epidemic, quarantines, government stay-at-home orders, municipal
and other government orders, 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
- _--prom�tly�ive notic�-to fihe other party-identifyi� fihe-Force Majeure �vent, ex�laining-
how it impacts performar�ce and the estimafied duration, identifying the relief requested,
agreeing t� limit damages to the other party and to imm�diately resume perFormance
upon termination of the Force Majeure Event, and agreeing to supplement the notice as
more information becomes available, and thereafter the parfiies shall meet and confer in
goad 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 �greement
is excused by a Force Majeure �vent. The nonperForming parfiy shall not be entitled to
any damages or additional payments of any kind fior any �uch delay.
7.4 Termination Date. This Agreement and the rights and obligations of th� parti�s
hereunder shall terminate on June 1, 2036 (the Termination Date).
7.5 �xecution By�'acsimile. l"he parties agree that this Agreement may be firansmifited
among them by email or facsimile machine. The parties intend that the emailed or faxed
signatures constitute original �ignature� and that an emailed or faxed Agreement
containing the signatures (original, emailed or faxed) of all the parties is binding on the
parties.
7.6 Memorandum of Development Aqreement. City shall promptly record a
Memorandum of Development Agreement in the form attached hereto as Exhibit G in the
office of the Recorder of Dubuque County, lowa. Developer shall pay the costs for so
recording.
IN WITNESS WHEREOF, City has caused this Agreement fio be duly executed in
its name and behalf by its Mayor and attested to by it� City Clerk and Developer and
Employer has caused this Agreement to be duly executed.
CITY OF Dl1BUQUE, IOWA WOODWARD COMMUNICATIONS,
INC.
(DEV�LOP�R)
�y: �y: v /" � �
Brad M. Cavanagh, Mayor GJ�- ������,�)
Attest:
�y: WHKS & CO., INC.
Adrienne N. �reitfelder, City Clerk
,
(EMPL,OYER)
�y: � .
William Angerman, COO
l
LIST OF EXHIBITS
Exhibit A Urban Renewal Plan
Exhibit � Opinion of Counsel to City
�f�ibit C Opinto�-of-Coar��el-t-o-f�e�reto-pe
Exhibit D Opinion of Counsel to Employer
Exhibit E City Certificate
�xhibit F Certificate of Completion
Exhibit G Memorandum of-Development Agreement- - — -- �
CITY OF DUBUQUE, IOWA
OFFICIAL NOTICE
PUBLIC NOTICE is hereby given that the Dubuque City Council will conduct a public
hearing on the 6th day of May, 2024, at 6:30 p.m., in the Historic Federal Building, 350
W. 6th Street, 2"d floor, Dubuque, lowa, at which meeting the City Council proposes to
take action to approve a Development Agreement between the City of Dubuque, lowa,
Woodward Communications, Inc., and WHKS & CO., Inc., a copy of which is now on file
at the Office of the City Clerk, City Hall, 50 W 13th Street, Dubuque, lowa, providing for
the issuance of economic development grants (Urban Renewal Tax Increment Revenue
Grant Obligations) described therein in order to carry out the purposes and objectives of
the Urban Renewal Plan for the Greater powntown Economic Development District,
consisting of the funding of economic development grants for Woodward
Communications, Inc., under the terms and conditions of the Urban Renewal Plan for the
Greater powntown Economic Development District. The aggregate amount of the Urban
Renewal Tax Increment Revenue Grant Obligations cannot be determined at the present
time, but is not expected to exceed $340,000.
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. The official agenda will be posted the
Friday before the meeting and will contain public input options. The City Council agenda
can be accessed at https://cityofdubuque.novusagenda.com/AgendaPublic/ or by
contacting the City Clerk's Office at 563-589-4100, ctyclerk@cityofdubuque.org.
Written comments regarding the above public hearings may be submitted to the City
Clerk's Office via email at ctyclerk@cityofdubuque.org or by mail to City Clerk's Office,
City Hall, 50 W. 13t" St., Dubuque, IA 52001, before said time of public hearing. At said
time and place of public hearings the City Council will receive any written comments.
Copies of supporting documents for the public hearings are on file in the City Clerk's
Office and may be viewed Monday through Friday between 8:00 a.m. and 5:00 p.m.
Individuals with limited English proficiency, vision, hearing, or speech impairments
requiring special assistance should contact the City Clerk's Office at (563)589-4100, TDD
(563)690-6678, ctyclerk@cityofdubuque.org as soon as feasible. Deaf or hard-of-hearing
individuals can use Relay lowa by dialing 711 or (800) 735-2942.
Published by order of the City Council given on the 15th day of April 2024.
Adrienne N. Breitfelder, City Clerk