Resolution Approving a Proposed Development Agreement with Woodward Communications, Inc., and WHKS & CO., Inc. Providing for the Issuance of Urban Renewal Tax Increment Revenue Grant Obligations Pursuant to the Development AgreementCity of Dubuque
City Council Meeting
Public Hearings # 01.
Copyrighted
May 6, 2024
ITEM TITLE: Resolution Approving a Proposed Development Agreement by and
among the City of Dubuque, Iowa, Woodward Communications, Inc., and
W HKS & CO., Inc. Providing for the Issuance of Urban Renewal Tax
Increment Revenue Grant Obligations Pursuant to the Development
Agreement
SUMMARY: Proof of publication on notice of public hearing to consider City Council
adopt the attached resolution approving a proposed Development
Agreement by and among the City of Dubuque, Iowa, Woodward
Communications, Inc., and W HKS & CO., Inc. providing for the issuance
of Urban Renewal Tax Increment Revenue Grant Obligations, and City
Manager recommending approval.
RESOLUTION Approving a Development Agreement by and among the
City of Dubuque, Iowa, Woodward Communications, Inc., and W HKS &
Co., Inc. 799 Main, LLC including the issuance of urban tax increment
revenue obligations
SUGGESTED Suggested Disposition: Receive and File; Adopt Resolution(s)
DISPOSITION:
ATTACHMENTS:
Description Type
MVM Memo City Manager Memo
Staff Memo Staff Memo
Development Agreement Supporting Documentation
Resolution Resolutions
THE CITY
DUOF
B TEE
Masterpiece on the Mississippi
Dubuque
All -America City
IN
2007.2012.2013
2017*2019
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Resolution Approving a Proposed Development Agreement by and among
the City of Dubuque, Iowa, 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 30, 2024
Economic Development Director Jill Connors is recommending City Council adopt the
attached resolution approving a proposed Development Agreement by and among the
City of Dubuque, Iowa, 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 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 Downtown 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
Micliael C. Van Milligen
MCVM:sv
Attachment
cc: Crenna Brumwell, City Attorney
Cori Burbach, Assistant City Manager
Jill Connors, Economic Development Director
Dubuque Economic Development
Department
THE CITY OF ' 50 West 131h Street
All•AmerieaNy Dubuque, Iowa 52001-4864
DUB &http://www.cityofdubuque.org
E
'1111.
Office (563) 589-4393
TTY (563) 690-6678
f '
2007*2012.2013
Masterpiece on the Mississippi 2017*2019
TO: Michael C. Van Milligen, City Manager
FROM: Jill M. Connors, Economic Development Director
SUBJECT: Resolution Approving a Proposed Development Agreement by and among
the City of Dubuque, Iowa, 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 30, 2024
INTRODUCTION
This memorandum is a request for the City Council to adopt the attached resolution
approving a proposed Development Agreement by and among the City of Dubuque,
Iowa, 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 Iowa (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 Downtown Urban Renewal District
Plan to accommodate the issuance of tax increment financing incentives.
RECOMMENDATION/ ACTION STEP
I recommend, following the public hearing, the City Council adopt the attached
resolution approving the Development Agreement providing for the issuance of Urban
Renewal Tax Increment Revenue Grant Obligations.
2
DEVELOPMENT AGREEMENT
BY AND AMONG
THE CITY OF DUBUQUE, IOWA,
WOODWARD COMMUNICATIONS, INC. AND
WHKS & CO., INC.
This Agreement, dated for reference purposes the 6*h day of
r'O , 2024, by and among the City of Dubuque, Iowa, a municipality (City),
establis ed pursuant to the Iowa Code and acting under authorization of Iowa Code
Chapter 403, as amended (Urban Renewal Act), Woodward Communications, Inc., an
Iowa corporation with its principal place of business at Dubuque, Iowa (Developer), and
WHKS & CO., Inc. , an Iowa corporation with its principal place of business in Mason City,
Iowa (Employer).
WITNESSETH:
WHEREAS, Developer is the owner of the following described 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, Iowa, according to the recorded plats
thereof
Parcel 1025201012:
Lot 2 of Lot 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, Iowa,
according to the recorded plats thereof
locally known as 801 Bluff Street; and
WHEREAS, Developer has determined to expand the commercial buildinglfacility
(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
03272024bal
WHEREAS, Developer and Employer have entered into an agreement for the
lease of space within the Facility (the Lease) with all easements, tenements,
hereditaments, and appurtenances belonging thereto so that Developer may develop 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 amendments to the Urban Renewal Plan, in accordance with
this Agreement; and
WHEREAS, Employer agrees to join in this Agreement and assume the rights and
responsibilities provided herein; and
WHEREAS, the Project is located within the Greater Downtown Urban Renewal
District (the District), approved by City Council Resolution 410-23 to be designated as a
slum and blighted area (the Project Area), as defined by Iowa Code Chapter 403 (the
Urban Renewal Law); and
WHEREAS, -as of the date- of thisAgreement -there has been prepared and
approved by City an Urban Renewal Plan for the Project Area consisting of the Urban
Renewal Plan for the Greater Downtown Urban Renewal District, approved by the City
Council of City on May 18, 1967, and as subsequently amended through and including
the date hereof (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
WHEREAS, City believes that the Project and the development of the Property
pursuant to this Agreement, 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, THEREFORE, in consideration of the premises and the mutual obligations
of the parties hereto, each of them does hereby covenant and agree with the other as
follows:
SECTION 1. REPRESENTATIONS AND WARRANTIES
1.1 Representations and Warranties of City. In order to induce Developer 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 and perform its obligations under this Agreement.
City's attorney shall issue a legal opinion to Developer at time of closing confirming
the representation contained herein, in the form attached hereto as Exhibit B.
(2) City shall exercise its best efforts to cooperate with Developer in the
development process.
(3) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(4) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a-violation-or-breach -of, the terms, -conditions or- 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 governmental
body in which there is a reasonable possibility of an adverse decision which could
materially adversely affect the financial position or operations of City or which
affects the validity of the Agreement or City's ability to perform its obligations under
this Agreement.
(6) No ordinance or hearing is now before any local governmental body that
either contemplates or authorizes any public improvements or special tax levies,
the cost of which may be assessed against the Property. To the best of City's
knowledge, there are no plans or efforts by any government agency to widen,
modify, or re -align any street or highway providing access to the Property and there
are no pending or intended public improvements or special assessments affecting
the Property which will result in any charge or lien be levied or assessed against
the Property.
(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 Iowa 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 their 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 bankruptcy, 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 form attached hereto as
Exhibit C and Exhibit D.
(3) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
articles of incorporation or the bylaws of Developer or 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 pending or threatened 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 the business, financial position or
result of operations of Developer or Employer or which affects the validity of the
Agreement or Developer'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 faith efforts to obtain, or cause to be obtained, in a
timely manner, all material requirements of all applicable local, state, and federal
laws and regulations which must be obtained or met.
(7) Developer 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 Closing. The closing of the transaction (the Closing) contemplated
by this Agreement and all the obligations of Developer and Employer under this
Agreement- are subject to fulfillment, on or -before the-Closing_Date, of the following
conditions:
(1) The representations and warranties made by City in Section 1.1 shall be
correct as of the Closing Date with the same force and effect as if such
representations were made at such time. At the Closing, City shall deliver a
certificate in the form of Exhibit E.
(2) Developer having obtained any and all necessary governmental approvals,
including without limitations approval of zoning, subdivision, or platting which might
be necessary or desirable in connection with the development of the Development
Property. Any conditions imposed as a part of the zoning, platting or subdivision
must be satisfactory to Developer, in its sole opinion. City shall cooperate with
Developer in attempting to obtain any such approvals and shall execute any
documents necessary for this purpose, provided that City shall bear no expense in
connection therewith. In connection therewith, City agrees (a) to review all of
Developer's plans and specifications for the Project and to either reject or approve
the same in a prompt and timely fashion; (b) to issue a written notification to
Developer, following City's approval of same, indicating that City has approved
such plans and specifications, and that the same are in compliance with the Urban
Renewal Plan and Developer agrees to comply with any amendments to the Urban
Renewal Plan, this Agreement and any other applicable City or affiliated agency
requirements, with the understanding that Developer and its lenders 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
equity commitments, to complete the Minimum Improvements (as defined herein)
in conformance -with the Construction -Plans _(as defined -herein), -or City shall have
received such other evidence of such party's financial ability as in the reasonable
judgment of City is required.
(5) Employer shall have furnished City with evidence in a form as required by
Section 5.2 and satisfactory to City of Employer's fulltime equivalent employees
(FTE) at 801 Bluff Street in the City of Dubuque, Iowa, as of January 1, 2024.
(6) Receipt 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
Exhibit 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 the
successful completion of the Project contemplated herein have not been satisfied
to the full satisfaction of such party in such party's sole and unfettered discretion.
Upon the giving of notice of termination by such terminating party to the other
parties to this Agreement, this Agreement shall be deemed null and void.
(9) Developer and Employer shall have provided City with a copy of the
executed Lease.
1.4 Closing. The closing shall take place on the Closing Date which shall be the 31d
day 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" day 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 City's Obligations at Closing. 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 acknowledges that the Facility Developer
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
improvements -to the -building (the Minimum Improvements)�_at an estimated cost of
approximately Five Million Five Hundred Thousand Dollars ($5,500,000).
2.2 Plans 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 all 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 Timing of Improvements. 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. The time frame for the
performance of these obligations shall be suspended due to unavoidable delays, meaning
delays outside the control of the 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. The time for performance of such obligations shall
be extended 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 certifying. Such certification (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
Certificate of Completion, in the form attached hereto as Exhibit F, shall waive all rights
of re -vestment of title to the Property as provided in Section 6.3(1), and the Certificate of
Completion shall so state.
IONMIU101H
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 Project -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 Economic Development Grants) to Developer, as follows:
November 1, 2026
May 1, 2027
November 1, 2027
May 1, 2028
November 1, 2028
May 1, 2029
November 1, 2029
May 1, 2030
November 1, 2030
May 1, 2031
November 1, 2031
May 1, 2032
November 1, 2032
May 1, 2033
November 1, 2033
May 1, 2034
November 1, 2034
May 1, 2035
November 1, 2035
May 1, 2036
pursuant to Iowa Code Section 403.9 of the Urban Renewal Law, in
amounts equal to the actual amount of tax increment revenues collected by
City under Iowa Code Section 403.19 (without regard to any averaging that
may otherwise be utilized under Iowa Code Section 403.19 and excluding
any interest that may accrue thereon prior to payment to Developer) during
the preceding six (6) month period in respect of the Property and Minimum
Improvements constructed by Developer (the Developer Tax Increments).
City and Developer agree that for purposes of this Section 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 Iowa law,
and thus such incremental taxes will not include all amounts paid by
Developer as regular property taxes.
(b) To fund the Developer Economic Development Grants, City shall
certify to the County prior to December 1 of each year, commencing
December 1, 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 -the following fiscal-
---- - - -- - - --
year and which shall thereafter be disbursed to Developer on November 1
and May 1 of that fiscal year. (Example: If City so certifies by December 1,
2025, the Developer Economic Development 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 to 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. The Developer Economic
Development Grants shall not be payable in any manner by other tax
increments revenues or by general taxation or from any other City funds.
City makes no representation with respect to the amounts that may be paid
to Developer as the Developer Economic Development Grants in any one
year and under no circumstances shall City in any manner be liable to
Developer so long as City timely applies the Developer Tax Increments
actually collected and held in the 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
Grants 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 obligations to Developer with respect to the use
thereof.
(3) All of City's obligations under this Agreement, including but not limited to
City's obligation to pay the Economic Development Grants to Developer, shall be
subject to City having completed all hearings and other procedures required to
amend the Urban Renewal Plan to describe the Urban Renewal Project being
undertaken in accordance with this Agreement by no later than December 31,
2024.
32 Other than the -Economic -Development Grants required by Section 3.1, City shall
have no obligation to provide any other funds to Developer.
• • , --•-- • M • •
4.1 Non -Appropriation.
(1) Notwithstanding anything in this Agreement to the contrary, the obligation
of City to pay any installment of the Economic Development Grants from the
pledged tax increment revenues shall be an obligation limited to currently budgeted
funds, and not a general obligation or other indebtedness of City or a pledge of its
full faith and credit within the meaning of any constitutional or statutory debt
limitation, and shall be subject in all respects to the right of non -appropriation by
the City Council of City as provided in this Section. City may exercise its right of
non -appropriation as to the amount of the installments to be paid during any fiscal
year during the term of this Agreement without causing a termination of this
Agreement. The right of non -appropriation shall be exercised only by resolution
affirmatively declaring City's election to non -appropriate funds otherwise required
to be paid in the next fiscal year under this Agreement.
(2) In the event the City Council of City elects to not appropriate sufficient funds
in the budget for any future fiscal year for the payment in full of the installments on
the Economic Development Grants due and payable in that future fiscal year, then
City shall have no further obligation to Developer for the payment of any
installments due in that future fiscal year which cannot be paid with the funds then
appropriated for that purpose.
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
limitation prior to the adoption of a budget which appropriates funds for the payment of
that installment or amount. In the event that any of the provisions of this Agreement are
determined by a court of competent jurisdiction to create, or result in the creation of, such
a legal indebtedness of City, the enforcement of the said provision shall be suspended,
and the Agreement shall at all times be construed and applied in such a manner as will
preserve the foregoing intent of the parties, and no event of default shall be deemed to
have occurred as a result thereof. If any provision of this Agreement or the application
thereof to any circumstance is so suspended, the suspension shall not affect other
provisions of this Agreement which can be given effect without the suspended provision,
--and to thisendthe provisions of this Agreement -are severable.
5.1 Job Creation and Maintenance. During the term of this Agreement, Employer
shall comply with the following employment -related 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 place of employment is 801 Bluff Street by October 1,
2026 and during the remaining Term of this Agreement for a total of Ten (10) FTE
employees whose primary place of employment is at 801 Bluff 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 total number of positions required to be
created and maintained (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 for that year would be reduced by 20%
(8/10 employees) of 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)
terminates after October 1, 2035.
5.2 Certification. To assist City in monitoring the performance of Employer hereunder,
as of October 1, 2026, and again as of 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 positions employed by Employer at 801 Bluff
Street and the Facility, and (b) to the effect that such officer has re-examined the terms
and provisions 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 default in the fulfillment of
any of the terms and conditions of this Agreement and that no Event of Default (or event
-which, with the lapse -of -time orthe-givingof-notice, or -both, would -become an -Event of
Default) is occurring or has occurred as of the date of such certificate or during such
period, or if the signer is aware of any such default, event or Event of Default, said officer
shall disclose in such statement the nature thereof, its period of existence and what
action, if any, has been taken or is proposed to be taken with respect thereto. Such
certificate shall be provided not later than October 15, 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 according to the terms of any lease between Employer and
Developer.
5.3 Books and Records. During the term of this Agreement, Developer and Employer
shall keep at all times proper books of record and account in which full, true and correct
entries will be made of all dealings and transactions of or in relation to the business and
affairs of Developer 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.
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
assessments payable with respect to all and any parts of the Property unless Developer's
obligations have been assumed by another person pursuant to the provisions of this
Agreement.
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 or the Minimum Improvements located thereon that may now be, or hereafter
become, available under state law or city ordinance during the term of this Agreement,
including those that arise under Iowa Code Chapters 404 and 427, as amended.
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 (and, from -time to - time _at the request -of City,_ furnish City with proof
of insurance 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 the Minimum Improvements and up to
the Termination Date, Developer shall maintain, or cause to be maintained, at its
cost and expense (and from time to time at the request of City shall furnish proof
of insurance in the form of a certificate of insurance) all risk property insurance
against loss and/or damage to the Minimum Improvements under an insurance
policy 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 net
proceeds of any such insurance (the Net Proceeds) shall be paid directly to
Developer as its interests may appear, and Developer shall forthwith repair,
reconstruct and restore the Minimum Improvements to substantially the same or
an improved condition or value as they existed prior to the event causing such
damage and, to the extent necessary to accomplish such repair, reconstruction
and restoration, Developer shall apply the Net Proceeds of any insurance relating
to such damage received by Developer to the payment or reimbursement of the
costs thereof, subject, however, to the terms of any mortgage encumbering title to
the Property (as its interests may appear). Developer shall complete the repair,
reconstruction and restoration of Minimum Improvements whether or not the Net
Proceeds of insurance received by Developer for such Purposes are sufficient.
5.7 Preservation of Property. During the term of this Agreement, Developer shall
maintain, preserve and keep, or cause others to maintain, preserve and keep, Minimum
Improvements_in-good-repair-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
Developer or any other party including, without limitation, any agreements between the
parties regarding the care and maintenance of the Property.
5.8 Non -Discrimination. In carrying out the project, Developer and Employer shall not
discriminate against any employee or applicant for employment because of age, color,
familial status, gender identity, marital status, mental/physical disability, national origin,
race, religion/creed, sex, or sexual orientation.
5.9 Conflict of Interest. Developer and Employer agree that no member, officer or
employee of City, or its designees or agents, nor any consultant or member of the
governing body of City, and no other public official of City who exercises or has exercised
any functions or responsibilities with respect to the project during his or her tenure, or
who is in a position to participate in a decision -making process or gain insider information
with regard to the project, shall have any interest, direct or indirect, in any contract or
subcontract, or the proceeds thereof, for work to be performed in connection with the
project, or in any activity, or benefit therefrom, which is part of this project at any time
during or after such person's tenure. In connection with this obligation, Developer and
Employer shall have the right to rely upon the representations of any party with whom it
does business and shall not be obligated to perform any further examination into such
party's background.
5.10 Non -Transferability. During the Term of this Agreement, this Agreement may not
be assigned by Developer or Employer nor may any portion of the Property be sold or
otherwise transferred by Developer without the prior written consent of City, which
consent shall not be unreasonably withheld.
5.11 Restrictions on Use. Developer agrees for itself, and its successors and assigns,
and every successor in interest to the Property or any part thereof that they, and their
respective successors and assigns, shall:
(1) Devote the Property to, and only to and in accordance with, the uses
specified in the Urban Renewal Plan (and City represents and agrees that use of
the Property consistent with its current zoning is in full compliance with the Urban
Renewal Plan and Developer agrees to comply with any amendments to the Urban
Renewal Plan,) (however, Developer shall not have any liability to City to the extent
that a successor in interest shall breach this covenant and City shall seek
enforcement of this covenant directly against the party in breach of same); and
(2) Not discriminate upon the basis of 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 this covenant
and City shall seek enforcement of this covenant directly against the party in
breach of same).
5.12 Release and Indemnification Covenants. Developer agrees to the following
conditions of release 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 agrees 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 misrepresentation or any willful or
wanton misconduct or any unlawful act of the Indemnified Parties, Developer
agrees to protect and defend the Indemnified Parties, 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 or 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 of 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,
agents, servants -or employees.-- - - - — --
(4) All covenants, stipulations, promises, agreements 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 of this
Agreement.
5.13 Compliance with 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 regulations for which the failure to comply with or the sanctions and penalties
resulting therefrom, would not have a material adverse effect on the business, property,
operations, financial or otherwise, of Developer or Employer.
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 of the Property or the
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 by Developer. Whenever any Event of Default referred to in
Section 6.1-of-this Agreement occurs -and -is -continuing,, City, as specified -below,, may take
any one or more of the following actions after the giving of written notice by City to
Developer (and the holder of any mortgage encumbering any interest in the Property of
which City has been notified of in writing) of the Event of Default, but only if the Event of
Default has not been cured within sixty (60) days following such notice, or if the Event of
Default cannot be cured within sixty (60) days and the Developer does not provide
assurances to City that the Event of Default will be cured as soon as reasonably possible
thereafter:
(1) City may suspend its performance under this Agreement until it receives
assurances from the Developer, deemed adequate by City, that the Developer will
cure its default and continue its performance under this Agreement;
(2) Until the Closing Date, City may cancel and rescind this Agreement;
(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 Remedy 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 omission to exercise any right or power accruing upon any default shall impair
any such right or power or shall be construed to be a waiver thereof, but any such right
and power may be exercised from time to time and as often as may be deemed expedient.
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 Agreement to Pay Attorneys' Fees and Expenses. If any action at law or in equity,
including an action for declaratory relief or arbitration, is brought to enforce or interpret
the provisions of this Agreement, the prevailing party shall be entitled to recover
reasonable attorneys' fees and costs of litigation from the other party. Such fees and
costs of litigation may be set by the court in the trial of such action or by the arbitrator, as
-the-case-May_be, or may -be enforced -in a separate action -brought for -that purpose. Such —
fees and costs of litigation shall be in addition to any other relief that may be awarded.
6.6 Remedies on Default by City. If City defaults in the performance of this Agreement,
Developer or Employer may take any action, including legal, equitable or administrative
action that may appear necessary or desirable to collect any payments due under this
Agreement, to recover expenses of Developer or 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 it receives
assurances from City, deemed adequate by Developer or Employer, that City will cure its
default and continue its performance under this Agreement.
7.1 Notices and Demands. Whenever this Agreement requires or permits any notice
or written request by one party to another, it shall be deemed to have been properly given
if and when delivered in person or three (3) business days after having been deposited in
any U.S. Postal Service and sent by registered or certified mail, postage prepaid,
addressed as follows:
(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 Sluff St, Suite 2C
Du- buque; IA 52-002 - -
Phone: (563) 239-9400
With copy to:
Laird Law Firm
11 4th St NE
P.O. Sox 1567
Mason City, IA 50402-1567
Phone: (641) 423-5154
(3) If to City:
City Manager
50 W. 13th Street
Dubuque, Iowa 52001
Phone: (563) 589-4110
Fax: (563) 589-4149
With copy to:
City Attorney
City Hall
50 W. 13th Street
Dubuque, Iowa 52001
or at such other address with respect to any party as that party may, from time to time
designate in writing and forward to the other as provided in this Section.
7.2 Binding Effect. This Agreement shall be binding upon and shall inure to the benefit
of City and Developer and Employer and their respective successors and assigns.
7.3 Force Maiea ure. A party shall be excused from its obligations under this Agreement
if and to the extent and during such time as the party is prevented, impeded, or hindered,
unable to perform its obligations or is delayed in doing so due to events or conditions
outside of the party's reasonable control and after the party has taken reasonable steps
to avoid or mitigate such event or its consequences (each a "Force Majeure Event")
including, without limitation in any way, as the result of any acts of God, war, fire, or other
casualty, riot, civil unrest, extreme weather conditions, terrorism, strikes and/or labor
disputes, pandemic, epidemic, quarantines, government stay-at-home orders, municipal
and other government orders, or other matter beyond the control of such party. Upon the
occurrence of a Force Majeure Event, the party incurring such Force Majeure Event will
promptly give- notice - to -the other party-identifying-the-Force-Majeure Event, �ning-
how it impacts performance and the estimated duration, identifying the relief requested,
agreeing to limit damages to the other party and to immediately resume performance
upon termination of the Force Majeure Event, and agreeing to supplement the notice as
more information becomes available, and thereafter the parties shall meet and confer in
good faith in order to identify a cure of the condition affecting its performance as
expeditiously as possible. No obligation to make a payment required by this Agreement
is excused by a Force Majeure Event. The nonperforming party shall not be entitled to
any damages or additional payments of any kind for any such delay.
7.4 Termination Date. This Agreement and the rights and obligations of the parties
hereunder shall terminate on June 1, 2036 (the Termination Date).
7.5 Execution By Facsimile. The parties agree that this Agreement may be transmitted
among them by email or facsimile machine. The parties intend that the emailed or faxed
signatures constitute original signatures and that an emailed or faxed Agreement
containing the signatures (original, emailed or faxed) of all the parties is binding on the
parties.
7.6 Memorandum of Development Agreement. 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, Iowa. Developer shall pay the costs for so
recording.
IN WITNESS WHEREOF, City has caused this Agreement to be duly executed in
its name and behalf by its Mayor and attested to by its City Clerk and Developer and
Employer has caused this Agreement to be duly executed.
CITY OF DUBUQUE, IOWA WOODWARD COMMUNICATIONS,
INC.
(DEVELOPER)
Brad M. Cavan Mayor
Attest:
Adrienne N. Breitfelder, City Clerk
WHKS & CO., INC.
(EMPLOYER)
By:
William Angerman, COO
• M
A
Exhibit A Urban Renewal Plan
Exhibit P Opinion of Counsel to City
Exhibit D Opinion of Counsel to Employer
Exhibit E City Certificate
Exhibit F Certificate of Completion
Exhibit G Memorandum of -Development Agreement- - --
EXHIBIT A
URBAN RENEWAL PLAN
(on file in City Clerk's office, 50 W. 13th Street, Dubuque, IA 52001)
EXHIBIT B
OPINION OF COUNSEL TO CITY
Barry A. Lindahl, Esq.
Senior Counsel THE CITY OF
Suite 330, Harbor View Place Main Sheet Du DUB EDubuque, Iowa 52001-6944
(563) 583-4113 office
(563) 583-1040 fax Masterpiece on the Mississippi
bat esg64cityofdubuaue. ors
(DATE)
RE:
Dear
Dubuque
All -America City
I�
2007-2012.2013
2017*2019
I have acted as counsel for the City of Dubuque, Iowa, in connection with the execution
and delivery of a certain Development Agreement by and among Woodward
Communications, Inc. (Developer), WHKS & CO., Inc. (Employer) and the City of
Dubuque, Iowa (City) dated for reference purposes the day of , 20—
The City has duly obtained all necessary approvals and consents for its execution,
delivery and performance of this Agreement and has full power and authority to execute,
deliver and perform its obligations under this Agreement, and to the best of my
knowledge, the representations of the City Manager in his letter dated the day of
, 20 , are correct.
Very sincerely,
Barry A. Lindahl, Esq.
Senior Counsel
BAL;JLM
EXHIBIT C
OPINION OF DEVELOPER'S COUNSEL
Mayor and City Councilmembers
City Hall
13th and Central Avenue
Dubuque IA 52001
Re: Development Agreement By and Among the City of Dubuque, Iowa, Woodward
Communications, Inc. and WHKS & CO., Inc.
Dear Mayor and City Councilmembers:
We have acted as counsel for Woodward Communications, Inc., (Developer) in
connection with the execution and delivery of a certain Development Agreement
(Development Agreement) between Developer and the City of Dubuque, Iowa (City)
dated for reference purposes the day of 2022.
We have examined the original certified copy, or copies otherwise identified to our
satisfaction as being true copies, of the Development Agreement and such other
documents and records as we have deemed relevant and necessary as a basis for the
opinions set forth herein.
Based on the pertinent law, the foregoing examination and such other inquiries as
we have deemed appropriate, we are of the opinion that:
1. Developer is an Iowa limited liability company with its principal place of
business at Dubuque, Iowa and has full power and authority to execute, deliver and
perform in full Development Agreement. The Development Agreement has been duly
and validly authorized, executed and delivered by Developer and, assuming due
authorization, execution and delivery by City, is in full force and effect and is valid and
legally binding instrument of Developer enforceable in accordance with its terms, except
as the same may be limited by bankruptcy, insolvency, reorganization or other laws
relating to or affecting creditors' rights generally.
2. The execution, delivery and performance by Developer of the Development
Agreement and the carrying out of the terms thereof, will not result in violation of any
provision of, or in default under, the articles of incorporation and bylaws of Developer,
any indenture, mortgage, deed of trust, indebtedness, agreement, judgment, decree,
order, statute, rule, regulation or restriction to which Developer is a party or by which
Developer's property is bound or subject.
3. To the best of our knowledge, there are no actions, suits or proceedings
pending or threatened against or affecting Developer in any court or before any arbitrator
or before or by any governmental body in which there is a reasonable possibility of an
adverse decision which could materially adversely affect the business (present or
prospective), financial position or results of operations of Developer or which in any
manner raises any questions affecting the validity of the Agreement or the Developer's
ability to perform Developer's obligations thereunder.
We have examined such documents and certificates of public officials and officers
of the Developer as we have deemed necessary for the purposes of this opinion. As to
the existence of facts which are material to this opinion, we have relied upon certificates
of public officials, statements by officers and resolutions of the Members of the Developer.
In rendering our opinion, we have assumed (i) the legal capacity of all natural persons
and the capacity and corporate power of all parties to the documents examined by us
other than the Developer, (ii) the due authorization, execution and delivery of each
document examined by us, by all parties to such documents other than the Developer,
(iii) the genuineness of all signatures other than the signatures of the representatives of
the Developer, (iv) the authenticity of all documents submitted to us as originals; (v) the
conformity to original documents of all documents submitted to us as copies; and (vi) the
City has no knowledge, direct or through their counsel, which would render any of the
representations set forth herein inaccurate or incorrect. We have not made any
independent investigation to verify any assumptions made herein, and have not
undertaken any factual investigation into the business, properties, agreements or litigation
of the Developer for the purpose of rendering the opinions expressed herein. There may
exist matters of a factual nature which could have a bearing on our opinions expressed
herein, with respect to which we have not been consulted or are otherwise unaware.
Where used herein, the language "to the best of our knowledge" or language of similar
nature means to our actual knowledge with no duty to inquire further of any person or
document. Said language is intended to be limited to the actual knowledge of the
attorneys within our firm who have been directly involved in representing the Developer,
or whom we reasonably believe have knowledge of the affairs of the Developer. We have
assumed that all representations and warranties made by any party to the Development
Agreement are true and correct. We have examined the law, the resolutions of the
members of Developer, the Development Agreement, and such company proceedings of
the Developer and such other documents, certificates, instruments and matters as we
deem necessary to render this opinion.
The foregoing opinions are subject to:
(a) Equitable principles of general applicability (including, without limitation,
concepts of materiality, reasonableness, good faith and fair dealing, public policy,
equitable subordination and the possible unavailability of specific performance or
injunctive relief), regardless of whether considered in a proceeding in equity or at law or
whether codified by statute;
(b) The unenforceability of provisions purporting to waive rights, claims,
demands, liabilities or defenses to obligations, known or unknown, suspected or
unsuspected, where such waivers are contrary to any applicable law or against public
policy;
(c) The unenforceability, under certain circumstances, of provisions of
agreements to the effect that rights or remedies are not exclusive, that every right or
remedy is cumulative and may be exercised in addition to or with any other right or
remedy, or that the election of some particular remedy or remedies does not preclude
recourse to one or another remedy;
(d) The unenforceability under certain circumstances, of provisions which
purport to govern forum selection or consent to jurisdiction; and
(e) The potential to vary the terms of the Development Agreement on the basis
of parol evidence.
The opinions set forth herein are given as of the date hereof. We disclaim any
obligation to notify you or any other person after the date of this letter if any change in
fact and/or law should change our opinion with respect to any matters set forth herein.
This opinion is for your benefit only and may not be quoted in whole or in part or otherwise
referred to in any documents, or delivered to or filed with any person or entity, or relied
upon by any other person or entity, without our prior written consent.
Very truly yours,
EXHIBIT D
OPPINION OF EMPLOYER'S COUNSEL
Mayor and City Councilmembers
City Hall
13th and Central Avenue
Dubuque IA 52001
Re: Development Agreement By and Among the City of Dubuque, Iowa, Woodward
Communications, Inc. (Developer), and WHKS & CO., Inc. (Employer)
Dear Mayor and City Councilmembers:
We have acted as counsel for WHKS & CO., Inc., (Employer) in connection with
the execution and delivery of a certain Development Agreement (Development
Agreement) among Woodward Communications, Inc. (Developer), and WHKS & CO.,
Inc. (Employer) and the City of Dubuque, Iowa (City) dated for reference purposes the
day of 20_.
We have examined the original certified copy, or copies otherwise identified to our
satisfaction as being true copies, of the Development Agreement and such other
documents and records as we have deemed relevant and necessary as a basis for the
opinions set forth herein.
Based on the pertinent law, the foregoing examination and such other inquiries as
we have deemed appropriate, we are of the opinion that:
1. Employer is a corporation organized and existing underthe laws of the State
of Iowa and has full power and authority to execute, deliver and perform in full
Development Agreement. The Development Agreement has been duly and validly
authorized, executed and delivered by Employer and, assuming due authorization,
execution and delivery by City, is in full force and effect and is valid and legally binding
instrument of Employer enforceable in accordance with its terms, except as the same
may be limited by bankruptcy, insolvency, reorganization or other laws relating to or
affecting creditors' rights generally.
2. The execution, delivery and performance by Employer of the Development
Agreement and the carrying out of the terms thereof, will not result in violation of any
provision of, or in default under, the articles of incorporation and bylaws of Employer, any
indenture, mortgage, deed of trust, indebtedness, agreement, judgment, decree, order,
statute, rule, regulation or restriction to which Employer is a party or by which Employer's
property is bound or subject.
3. To the best of our knowledge, there are no actions, suits or proceedings
pending or threatened against or affecting 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 the business (present or
prospective), financial position or results of operations of Employer or which in any
manner raises any questions affecting the validity of the Agreement or the Employer's
ability to perform Employer's obligations thereunder.
We have examined such documents and certificates of public officials and officers
of the Employer as we have deemed necessary for the purposes of this opinion. As to
the existence of facts which are material to this opinion, we have relied upon certificates
of public officials, statements by officers and resolutions of the Board of Directors of the
Employer. In rendering our opinion, we have assumed (i) the legal capacity of all natural
persons and the capacity and corporate power of all parties to the documents examined
by us other than the Employer, (ii) the due authorization, execution and delivery of each
document examined by us, by all parties to such documents other than the Employer, (iii)
the genuineness of all signatures other than the signatures of the representatives of the
Employer, (iv) the authenticity of all documents submitted to us as originals; (v) the
conformity to original documents of all documents submitted to us as copies; and (vi) the
City has no knowledge, direct or through their counsel, which would render any of the
representations set forth herein inaccurate or incorrect. We have not made any
independent investigation to verify any assumptions made herein, and have not
undertaken any factual investigation into the business, properties, agreements or litigation
of the Employer for the purpose of rendering the opinions expressed herein. There may
exist matters of a factual nature which could have a bearing on our opinions expressed
herein, with respect to which we have not been consulted or are otherwise unaware.
Where used herein, the language "to the best of our knowledge" or language of similar
nature means to our actual knowledge with no duty to inquire further of any person or
document. Said language is intended to be limited to the actual knowledge of the
attorneys within our firm who have been directly involved in representing the Employer,
or whom we reasonably believe have knowledge of the affairs of the Employer. We have
assumed that all representations and warranties made by any party to the Development
Agreement are true and correct. We have examined the law, the resolutions of the Board
of Directors of Employer, the Development Agreement, and such company proceedings
of the Employer and such other documents, certificates, instruments and matters as we
deem necessary to render this opinion.
The foregoing opinions are subject to:
(a) Equitable principles of general applicability (including, without limitation,
concepts of materiality, reasonableness, good faith and fair dealing, public policy,
equitable subordination and the possible unavailability of specific performance or
injunctive relief), regardless of whether considered in a proceeding in equity or at law or
whether codified by statute;
(b) The unenforceability of provisions purporting to waive rights, claims,
demands, liabilities or defenses to obligations, known or unknown, suspected or
unsuspected, where such waivers are contrary to any applicable law or against public
policy;
(c) The unenforceability, under certain circumstances, of provisions of
agreements to the effect that rights or remedies are not exclusive, that every right or
remedy is cumulative and may be exercised in addition to or with any other right or
remedy, or that the election of some particular remedy or remedies does not preclude
recourse to one or another remedy;
(d) The unenforceability under certain circumstances, of provisions which
purport to govern forum selection or consent to jurisdiction; and
(e) The potential to vary the terms of the Development Agreement on the basis
of parol evidence.
The opinions set forth herein are given as of the date hereof. We disclaim any
obligation to notify you or any other person after the date of this letter if any change in
fact and/or law should change our opinion with respect to any matters set forth herein.
This opinion is for your benefit only and may not be quoted in whole or in part or otherwise
referred to in any documents, or delivered to or filed with any person or entity, or relied
upon by any other person or entity, without our prior written consent.
Very truly yours,
EXHIBIT E
CITY CERTIFICATE
Dubuque
THE CITY OF
MI-Aneriw CKY
UB3 E 'I A :1:1.,'
200'7*2012*2013
Masterpiece on the Mississippi 2017*2019
(DATE)
City Manager's Office
City Hall
50 West 13d, Street
Dubuque, Iowa 52001-4864
(563) 589-4110 office
(563) 599-4149 fax
ctymgr@cityofdubuque.org
Re: Development Agreement By and Among the City of Dubuque, Iowa, Woodward
Communications, Inc. and WHKS & CO., Inc.
Dear
I am the City Manager of the City of Dubuque, Iowa and have acted in that capacity in
connection with the execution and delivery of a certain Development Agreement by and
among Woodward Communications, Inc., (Developer), and WHKS & CO., Inc.
(Employer), and the City of Dubuque, Iowa (City) dated for reference purposes the
day of , 2022.
On behalf of the City of Dubuque, I hereby represent and warrant to Developer that:
(1) The execution, delivery and performance of this Agreement and the
consummation of the transactions contemplated by this Agreement do not and
shall not result in any material breach of any terms or conditions of any mortgage,
bond, indenture, agreement, contract, license, or other instrument or obligation to
which City is a party or by which either the City or the Property being conveyed are
bound, nor shall the execution, delivery and performance of this Agreement violate
any statute, regulation, judgment, writ, injunction or decree of any court threatened
or entered in a proceeding or action in which City may be bound or to which either
City or the Property being conveyed may be subject.
(2) City has duly obtained all necessary approvals and consents for its
execution, delivery and performance of this Agreement, and has full power and
authority to execute, deliver and perform its obligations under this Agreement.
City's attorney shall issue a legal opinion to Developer at time of closing confirming
the representation contained herein, in the form attached hereto as Exhibit C.
(13) City shall exercise its best efforts to assist with Developer in the
development process.
(14) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(17) The representations and warranties contained in this article shall be correct
in all respects on and as of the Closing Date with the same force and effect as if
such representations and warranties had been made on and as of the Closing
Date.
Sincerely,
Michael C. Van Milligen
City Manager
MCVM:jh
EXHIBIT F
CERTIFICATE OF COMPLETION
Prepared By: Barry A. Lindahl, 300 Main Street, Suite 330, Dubuque, IA 52001 (563) 583-4113
Return to: Barry A. Lindahl, 300 Main Street, Suite 330, Dubuque, IA 52001 (563) 583-4113
CERTIFICATE OF COMPLETION
WHEREAS, the City of Dubuque, Iowa, a municipal corporation (City) has entered
into a Development Agreement with Woodward Communications, Inc. (Developer) dated
as of [Date], related to certain real property located within the Dubuque Industrial Center
Economic Development District of the Grantor and as more particularly described as
follows:
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 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, Iowa,
according to the recorded plats thereof
(the "Property"); and
WHEREAS, the Development Agreement contained certain covenants and
conditions with respect to the development of the Property, and obligated Developer to
construct certain Minimum Improvements in accordance with the Agreement; and
WHEREAS, Developer has to the present date performed said covenants and
conditions insofar as they relate to the construction of the Minimum Improvements in a
manner deemed sufficient by City to permit the execution and recording of this
certification; and
NOW, THEREFORE, pursuant to Section 2.4 of the Agreement, this is to certify
that all covenants and conditions of the Development Agreement with respect to the
obligations of Developer, and its successors and assigns, to construct the Minimum
Improvements on the Property have been completed and performed by Developer to the
satisfaction of City and such covenants and conditions are hereby terminated.
The Recorder of Dubuque County is hereby authorized to accept for recording and
to record the filing of this instrument, to be a conclusive determination of the satisfaction
of the covenants and conditions of the Development Agreement and the Development
Agreement shall otherwise remain in full force and effect.
CITY OF DUBUQUE, IOWA
0
Michael C. Van Milligen, City Manager
STATE OF IOWA )
SS
COUNTY OF DUBUQUE )
On this day of , 20 , before me, the undersigned, a Notary
Public in and for the State of Iowa, personally appeared Michael C. Van Milligen, to me
personally known, who, being by me duly sworn, did say that he is the City Manager of
the City of Dubuque, Iowa, a municipal corporation, and that the instrument was signed
on behalf of the corporation, and Michael C. Van Milligen acknowledged the execution of
the instrument to be his voluntary act and deed.
Notary Public in and for said State
EXHIBIT G
MEMORANDUM OF DEVELOPMENT AGREEMENT
Prepared by: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
Return to: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
MEMORANDUM OF DEVELOPMENT AGREEMENT
A Development Agreement by and among the City of Dubuque, Iowa, an Iowa municipal
corporation, of Dubuque, Iowa, and WOODWARD COMMUNICATIONS, INC., and
WHKS & CO., INC.
was made regarding the following described premises:
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 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, Iowa,
according to the recorded plats thereof
The Development Agreement is dated for reference purposes the day of
, 2024, and contains covenants, conditions, and restrictions concerning the
use of said premises.
This Memorandum of Development Agreement is recorded for the purpose of
constructive notice. In the event of any conflict between the provisions of this
Memorandum and the Development Agreement itself, executed by the parties, the terms
and provisions of the Development Agreement shall prevail. A complete counterpart of
the Development Agreement, together with any amendments thereto, is in the possession
of the City of Dubuque and may be examined at its offices as above provided.
Dated this day of 2024.
CITY OF DUBUQUE, IOWA
In
Barry A. Lindahl, Esq., Senior Counsel
STATE OF IOWA
ss:
DUBUQUE COUNTY
On this _day of 2024, before me, a Notary Public in and for the State of
Iowa, in and for said county, personally appeared Barry A. Lindahl, , to me personally
known, who being by me duly sworn did say that he is Senior Counsel of the City of
Dubuque, a Municipal Corporation, created and existing under the laws of the State of
Iowa and that said instrument was signed on behalf of said Municipal corporation by
authority and resolution of its City Council and said Senior Counsel acknowledged said
instrument to be the free act and deed of said Municipal Corporation by it voluntarily
executed.
Notary Public, State of Iowa
Prepared by: Ian C. Hatch, Economic Development, 1300 Main Street, Dubuque IA 52001, 563 589-4393
Return to: Ian C. Hatch, Economic Development, 1300 Main Street, Dubuque IA 52001, 563 589-4393
RESOLUTION NO. 125-24
APPROVING A DEVELOPMENT AGREEMENT BY AND AMONG THE CITY OF
DUBUQUE, IOWA, WOODWARD COMMUNICATIONS, INC., AND WHKS & CO., INC.
799 MAIN, LLC INCLUDING THE ISSUANCE OF URBAN TAX INCREMENT
REVENUE OBLIGATIONS
WHEREAS, Woodward Communications, Inc. is the owner of the property legally
described as follows:
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 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, Iowa, according to the recorded plats thereof
(the Property); and
WHEREAS, the City Council, by Resolution No. 95-24, dated April 15, 2024,
declared its intent to enter into a Development Agreement by and among the City of
Dubuque, Iowa, Woodward Communications, Inc., and WHKS & Co., Inc between the
City of Dubuque, Iowa, and 799 Main, LLC, including the issuance of Urban Renewal Tax
Increment Revenue Obligations; and
WHEREAS, pursuant to published notice, a public hearing was held on the
proposed Development Agreement on May 6, 2024 at 6.30 p.m.; and
WHEREAS, it is the determination of the City Council that approval of the
Development Agreement for redevelopment of the Property by Woodward
Communications, Inc., according to the terms and conditions set out in the Development
Agreement, is in the public interest of the City of Dubuque.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. That the Development Agreement by and among the City of
Dubuque, Iowa, Woodward Communications, Inc., and WHKS & Co., Inc between the
City of Dubuque, Iowa, and 799 Main, LLC, including the issuance of Urban Renewal Tax
Increment Revenue Obligations, is hereby approved.
Section 2. That the Mayor is hereby authorized and directed to execute the
Development Agreement on behalf of the City of Dubuque and the City Clerk is authorized
and directed to attest to his signature.
Section 3. That the City Manager is authorized to take such actions as are
necessary to comply with the terms of the Development Agreement as herein approved.
Passed, approved and adopted this 6th day of May, 2024.
Attest:
Adrienne N, Breitfelder, City Clerk
2
Doc ID: 011226380002 Type: GEN
Kind: AGREEMENT
Recorded: 05/29/2024 at 12:30:36 PM
Fee Amt: $12.00 Paqe 1 of 2
Dubuque County Iowa
Karol Kennedy Recorder
File2024-00004643
Prepared by: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
Return to: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
MEMORANDUM OF DEVELOPMENT AGREEMENT
A Development Agreement by and among the City of Dubuque, Iowa, an Iowa municipal
corporation, of Dubuque, Iowa, and Woodward Communications, Inc., and WHKS & CO.,
Inc. was made regarding the following described premises:
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 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, Iowa,
according to the recorded plats thereof
The Development Agreement is dated for reference purposes the 6th day of May, 2024,
and contains covenants, conditions, and restrictions concerning the use of said premises.
This Memorandum of Development Agreement is recorded for the purpose of constructive
notice. In the event of any conflict between the provisions of this Memorandum and the
Development Agreement itself, executed by the parties, the terms and provisions of the
Development Agreement shall prevail. A complete counterpart of the Development
Agreement, together with any amendments thereto, is in the possession of the City of
Dubuque and may be examined at its offices as above provided.
1�
Dated this Q4 day of M Ary , 2024.
CITY OF DUBU E, IOWA
By:
Bar A. Lindahl, Esq., Senior Counsel
DL�ve Gay Lwk oe Imo'
STATE OF IOWA
: SS:
DUBUQUE COUNTY
On this day of , 2024, before me, a Notary Public in and for the State of
Iowa, in and for said co ty, personally appeared Barry A. Lindahl, , to me personally
known, who being by me duly sworn did say that he is Senior Counsel of the City of
Dubuque, a Municipal Corporation, created and existing under the laws of the State of
Iowa and that said instrument was signed on behalf of said Municipal corporation by
authority and resolution of its City Council and said Senior Counsel acknowledged said
instrument to be the free act and deed of said Municipal Corporation by it voluntarily
executed.
t JONI UN MOINGER
Commaslon Numbw MiDS
Not Public, State of low W C AWM rj* s
•owe
STATE OF IOWA SS:
DUBUQUE COUNTY
CERTIFICATE OF PUBLICATION
I, Kathy Goetzinger, a Billing Clerk for Woodward
Communications, Inc., an Iowa corporation, publisher
of the Telegraph Herald, a newspaper of general
circulation published in the City of Dubuque, County
of Dubuque and State of Iowa; hereby certify that the
attached notice was published in said newspaper on the
following dates:
04/26/2024
and for which the charge is 125.30
G
l
Subscribed to before me, a Notary Public in and for
Dubuque County, Iowa,
this 26th day of April, 2024
c�MA't- -i� pcox,
Notary P bcin�and for Dubuque County, Iowa.
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IAL A,NET K. PAPE
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Ad text
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, 2nd floor, Dubuque, Iowa, at which meeting the City
Council proposes to take action to approve a Development
Agreement between the City of Dubuque, Iowa, 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, Iowa, 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 Downtown 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 Downtown 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 Clerks 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. 13th 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
Iowa 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
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
Lorimers 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 7, Lot 8 and the East 50
feet of Lot 9, all in Lorimers 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
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 Developers
obligations to construct the Minimum Improvements and
Employers 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 IT 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 Councils 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 Citys 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.
/s/Brad M. Cavanagh, Mayor
Attest: /s/Adrienne N. Breitfelder, City Clerk
It 4/26