Development Agreement with Kinseth Hospitality Company, Inc.City of Dubuque
City Council Meeting
ITEM TITLE:
SUMMARY:
SUGGESTED
DISPOSITION:
ATTACHMENTS:
Description
MVM Memo
Staff Memo
Development Agreement
Resolution of Approval
Proof of Publication
Copyrighted
September 16, 2024
Public Hearings # 04.
Proposed Development Agreement between the City of Dubuque, Iowa
and Kinseth Hospitality Company, Inc.
Proof of publication on notice of public hearing to consider City Council
approval of the proposed Development Agreement between the City of
Dubuque, Iowa and Kinseth Hospitality Company, Inc., and City Manager
recommending approval.
RESOLUTION Approving disposal of an interest in real property owned
by the City of Dubuque by sale through a Development Agreement with
Kinseth Hospitality Company, Inc.
Suggested Disposition: Receive and File; Adopt Resolution(s)
Type
City Manager Memo
Staff Memo
Supporting Documentation
Resolutions
Supporting Documentation
Masterpiece on the Mississippi
Dubuque
heal
All -America City
111111
2007.2012.2013
2017*2019
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Proposed Development Agreement between the City of Dubuque, Iowa
and Kinseth Hospitality Company, Inc.
DATE: September 12, 2024
Economic Development Director Jill Connors is recommending City Council approval of
the proposed Development Agreement between the City of Dubuque and Kinseth
Hospitality Company, Inc.
Kinseth Hospitality is the developer of three existing hotel properties in the City
of Dubuque — the Hampton Inn by Hilton, the TownePlace Suites by Marriott in the
Historic Millwork District (recently built and opened in December 2018), and
the Downtown Holiday Inn on Main Street. Kinseth Hospitality has a portfolio of over
125 hotels across the country.
City staff have been in conversations with Mr. Ben Kinseth for several years about the
idea of bringing an additional hotel to the City of Dubuque, to be potentially located in
the Port of Dubuque.
Mr. Kinseth recently proposed the development of two hotels — a Courtyard by Marriott
or AC Marriott Hotel and a Residence Inn by Marriott. The two hotels are proposed to
be connected by a shared check -in desk and other shared amenities. Staff have
recognized the need for additional hotel accommodations in the Port of Dubuque to
support the operations of the Grand River Center. It would allow for larger events and
conferences that require a hotel within walking distance. Adding multiple brands offers
a choice of hotels and potentially different price points depending upon the hotel brand.
This can be attractive to persons on different budgets.
The proposed Development Agreement includes the following:
• Kinseth Hospitality will purchase approximately 2 acres of a 12.65-acre site in the
Port of Dubuque at $400,000/acre for a total of approximately $800,000, to
be adjusted based on the acreage determined by the final Plat.
• Kinseth Hospitality will construct the two hotels with a combined total of
approximately 160 rooms at an investment of approximately $30,000,000.
• Kinseth Hospitality has until December 31, 2026, to construct the project, with a
$50,000/month penalty if the project is not complete by that date.
• City and Kinseth Hospitality will execute a mutually agreeable parking agreement
to accommodate parking for hotel employees and guests in the surface lot
located immediately east of the hotel.
• City will provide 10 years of tax increment financing.
• City agrees to a restrictive covenant prohibiting City from granting a building
permit for the development of any additional hotel/hospitality facilities on the
12.65-acre site until the hotel has obtained a certificate of occupancy or by
December 31, 2026, whichever first occurs.
• City has the option to construct streets built to City standards adjacent to the
hotel, to provide access to accommodate future development of the remainder of
the 12.65 acres.
On August 14, 2024, when the September 16, 2024 public hearing date was established
in compliance with Iowa Code it provided other potential developers the opportunity to
bring forward a competing proposal for development of the property. If a competing
proposal was received, the City Council could consider the two proposals and select the
proposal it determines is in the best interest of the community. No competing proposals
were submitted.
There is no hotel developer or hotel operator that knows the Dubuque market better
than Kinseth. Not only do they currently operate three hotels here in Dubuque, the
Downtown Holiday Inn on Main Street, the TownePlace Suites in the Historic Millwork
District and the Hampton Inn, but they were the last hotel developer to build a new hotel
in Dubuque when they built the new TownePlace Suites in the Historic Millwork District.
The TownePlace Suites is one of the highest occupancy hotels in the Dubuque market.
If Kinseth wants to build two new hotels adding 160 hotel rooms to the Dubuque market
it is because they not only see the current demand but they see the demand that is
being created by all of the new projects coming to Dubuque.
Kinseth has provided reasons the City would select them as the hotel developer:
• "Kinseth has the size and scope of operation to develop the properties and
amenities as described.
• Kinseth has been chosen by Marriott as a top franchise partner, receiving the
Marriott golden circle award multiple times.
• Kinseth has been recognized as Developer of the year for both Marriott and
Hilton multiple times.
• Kinseth has earned the Management/Franchise Partner legacy award for Hilton.
• Kinseth has developed destination hotels similar in size and scope of the
proposed properties including the following:
o Hilton Garden Inn and Vue in downtown Iowa City.
o AC by Marriott in the 1st and 1st in Cedar Rapids — Currently under
development.
o Homewood Suites & Vue Rooftop — Dillion, Colorado
2
• Kinseth has been part of the Dubuque business community since 1996 and
currently operates 3 Dubuque hotels including the Holiday Inn, TownePlace
Suites, and the Hampton Inn."
Enticing more youth sports tourism activities and development to the Dubuque
region will take more hotel rooms. The TBK Bettplex sports tourism facility in
Bettendorf generates demand for over 30,000 hotel rooms a year and has led to the
construction of at least 2 new hotels in that market.
Adding more hotel rooms to the Port of Dubuque will provide support for the following:
• Grand River Center.
• National Mississippi River Museum and Aquarium.
• Soon to be renovated Five Flags.
• Downtown and Historic Millwork District businesses.
• Efforts to bring more sports tourism development to Dubuque beyond the Field of
Dreams.
• Miracle Field.
• Alliant Energy Outdoor Amphitheater at the Star Brewery Building.
• Efforts to entice further investment in the Port of Dubuque by increasing activity
in the district.
• The regional tourism industry especially the flourishing arts and entertainment
industry with a new art museum soon to be built.
• The new Wanderwoods Garden — Butler's Children's Garden.
• The many visitors related to the local college students and college activities and
events.
This will not be competition to the Grand Harbor Hotel & Water Park but will be
complementary because with more events drawn to the Grand River Center and
elsewhere there will be more room rentals and the Grand Harbor is a unique property
with the waterpark, and the direct connection to the river walk and the skywalk to the
Grand River Center.
The Grand River Center deserves special mention here as it is known that if there were
only more hotel rooms in close proximity to the Grand River Center there would be more
and larger conventions, conferences, trade shows and other activities at the facility
increasing the spending at local businesses and decreasing the need for city property
tax subsidies at the facility. Also, local businesses would not need to take their large
scale business, sales and training activities out of town.
This project will increase the city hotel/motel tax revenues with 50% supporting the
Convention and Visitors Bureau (Travel Dubuque) and 50% providing property tax relief
and the new hotel will add to the community property tax base.
Adding visitors to Dubuque also supports workforce development as the Iowa Economic
Development Authority reports that over 60% of the people that move to a new
community discovered that community through a vacation visit or business trip visit.
3
Travel Dubuque President and CEO Keith Rahe, Dyersville Economic Development
Corporation Executive Director Jacque Rahe, and Travel Dubuque Field of Dreams
Operations Vice President John Sutter recently presented to the Greater Dubuque
Development Corporation Board of Directors.
The Vision for the Field of Dreams site is as follows:
• Preserve and build upon the iconic Field of Dreams destination in Dubuque
County, that has drawn over 4,000,000 visitors, for generations to come.
• Create a world -class venue to host a variety of state, regional, and national
events including future MLB games.
• Carry the momentum and excitement of past events and the MLB relationship to
a multi -year level.
• Elevate and showcase the history, opportunities, and vitality of the Tri-State
Region: the place we call home.
The two Major League Baseball games that have been played on the field drew over 9.3
million viewers with the first game being the most watched regular season game since
2005.
The Field of Dreams has a feasibility study that shows their project to build a permanent
Major League Baseball field and a world class youth sports complex will lead to over
$10 million in annual spending and over 300 new jobs in the region.
Even without the improvements being completed at the Field of Dreams, over 400 youth
baseball teams came to Dubuque County for Field of Dreams tournaments in 2024.
According to a feasibility study conducted by Sports Facility Advisors, the Field of
Dreams Youth Sports Complex alone is expected to generate new demand for 60,068
hotel room nights a year. The Field of Dreams Youth Sports Complex is expected to
generate over $17 million in total direct spending for the local economy. This only
includes the impact of the new Youth Sports Complex and does not include the impact
on hotel room demand or the local economy of the new Major League Baseball Stadium
being built at the Field of Dreams, where they will play Major League and College
baseball games and host concerts and other activities drawing visitors to this region.
While they have not done a feasibility study on the economic impact of the Major
League Baseball stadium component of the Field of Dreams Project, Keith Rahe
estimates it could generate an additional 40,000 hotel room nights. This would be a
grand total of 100,000 new hotel room nights a year.
In 2022, travel related expenditures in Dubuque County were $439 million supporting
over 2,900 jobs.
4
The 7% Hotel/Motel tax revenues are projected to be $3,239,545 in 2025 (prior to
completion of any Field of Dreams improvements) an increase of 43% ($965,500) from
2019, the year before the pandemic, which was $2,269,045.
With the continued expansion of our business community, in July 2024 Dubuque hit an
all-time high for number of jobs at 62,200, there will be increased hotel demand by
business travel, and they prefer to stay at a branded hotel like Hilton or Marriott so they
can add to the travel club points.
The expansion of the Mississippi River Cruise boat industry with the arrival of 4 new
boats and the arrival of Viking Cruise Lines is expanding the exposure of the
international traveler to Dubuque. While they do not stay in hotels while on their cruise,
some of these people will come back to Dubuque and most of these passengers will go
back to their homes and tell their family and friends about this new place they have
discovered in the heartland of America, Dubuque — the Masterpiece on the Mississippi.
The same is true for the international exposure that will be created through the Field of
Dreams. Some of those people will come back and they will tell their families and
friends about Dubuque.
A May 2024 McKinsey & Company report titled, "The State of Tourism and Hospitality
2024," has several important conclusions:
"Global Travel is back and buzzing. More regional trips, newly emerging travelers and a
fresh set of destinations are powering steady spending."
"As global tourism grows, it's crucial for destinations to be ready. How can the tourism
ecosystems prepare to host unprecedented volumes of visitors -while also managing the
challenges."
McKinsey surveyed current day travelers with the following results:
"Travel has become a top priority, especially for younger generations. Sixty-six percent
of the travelers we surveyed say they're more interested in travel now than they were
before the COVID-19 pandemic. This pattern holds across all surveyed age groups and
nationalities. Respondents also indicate that they're planning more trips in 2024 than
they did in 2023."
"Travel isn't merely an interest these days. It's become a priority -even amid uncertain
economic conditions that can make budgeting a challenge. Travel continues to be one
of the fastest -growing consumer spending areas, rising 6 percent over a recent 12-
month period in the United States, even when adjusted for inflation. Only 15 percent of
our survey respondents say they're trying to save money by reducing the number of
trips they go on. And in the February 2024 McKinsey ConsumerWise Global Sentiment
Survey of more than 4,000 participants, 33 percent of consumers said they planned to
splurge on travel, ranking it the third -most -popular splurge category -trailing only eating
at home and eating out at restaurants."
5
"Younger generations appear to propel much of the rising interest in travel. In 2023,
millennials and Gen Zers took, on average, nearly five trips, versus less than four for
Gen Xers and baby boomers. Millennials and Gen Zers also say they devote, on
average 29 percent of their incomes to travel, compared with 26 percent for Gen Zers
and 25 percent for baby boomers."
"Younger generations are prioritizing experiences over possessions. Fifty-two percent of
Gen Zers in our survey say they splurge on experiences, compared with only 29% of
baby boomers."
McKinsey concludes that, "Tourism and hospitality are on a journey of disruption.
Shifting sources markets and destinations, growing demand for experiential and luxury
travel, and innovative business strategies are all combining to dramatically alter the
industry landscape."
Las Vegas talks about the "Fun Economy." They say they are at the intersection of a
massively intertwined fun economy of tourism, sports and entertainment.
Dubuque is no Las Vegas, nor do we want to be, but we are, a beneficiary of the, "Fun
Economy."
If we expect to be a premier tourism destination, we need to have the infrastructure in
place to support those visitors to our signature tourist attractions like, the Mississippi
River, the National Mississippi River Museum and Aquarium, the Field of Dreams, and
the many supporting attractions including the gambling industry.
In my research I have found that tourism significantly impacts a local economy in
various ways:
• Tourism generates employment opportunities in various sectors, including
hospitality, transportation, retail, and entertainment. This helps reduce
unemployment rates and supports local livelihoods.
• Visitors spend money on accommodations, food, attractions, and services,
contributing to the local economy. This influx of cash helps businesses thrive and
can lead to increased tax revenue for local governments.
• Tourism encourages the growth of local businesses, from restaurants and shops
to tour operators and attractions. This can lead to a more vibrant local economy
and community.
• Tourism fosters cultural exchange and appreciation, which can enhance the
community's cultural offerings and create a more diverse and inclusive
environment.
6
• Successful tourism can enhance a region's reputation, attracting further
investment and visitors. This positive branding can lead to long-term economic
benefits.
Overall, tourism acts as a catalyst for economic development, bringing diverse benefits
to local communities while fostering a sense of pride and cultural identity.
Hotels affiliated with well-known brands like Marriott or Hilton often attract more guests.
This is due to several factors:
• Established brands have a strong reputation, which can instill trust and
confidence in potential guests.
• Many major hotel chains offer loyalty programs that reward frequent travelers
with points, discounts, and special perks, encouraging repeat customers.
• Brand -affiliated hotels typically adhere to strict quality and service standards,
ensuring a consistent and reliable experience for guests.
• Major brands have substantial marketing budgets, allowing them to reach a wider
audience through various channels, including online advertising and
partnerships.
• Branded hotels often choose prime locations and offer a range of amenities,
which can make them more appealing to travelers.
Overall, the brand association can significantly influence a guest's choice when
selecting accommodations.
Nearby hotel rooms play a crucial role in supporting a convention and conference center
in several ways:
• They provide convenient lodging for attendees, speakers, and exhibitors, making
it easier for them to participate in events without long commutes.
• Proximity to hotels can boost attendance, as attendees are more likely to register
for events if they know comfortable accommodations are readily available.
• Hotels often collaborate with conference centers to offer package deals that
include lodging, meals, and event registration, making it more appealing for
potential attendees.
• Staying at nearby hotels allows attendees to network outside of formal sessions,
enhancing relationship -building and collaboration.
7
• Event organizers benefit from the convenience of having accommodations close
by, simplifying logistics and enabling easier management of event -related needs.
• Attendees often extend their stays for leisure purposes, benefiting the local
economy and tourism.
Overall, the synergy between nearby hotels and convention centers enhances the
overall experience for attendees while driving economic benefits for the local
community.
I concur with the recommendation and respectfully request Mayor and City Council
approval of the attached Development Agreement with Kinseth Hospitality for the
construction of two Marriott hotels in the Port of Dubuque.
/.'
Mic ael C. Van Milligen
MCVM:sv
Attachment
cc: Crenna Brumwell, City Attorney
Cori Burbach, Assistant City Manager
Jill Connors, Economic Development Director
8
Masterpiece on the Mississippi
Dubuque
All -America City
nni K xvni , nz: r a:u:iE
' 1 1'
2007*2012*2013
2017*2019
Economic Development
Department
1300 Main Street
Dubuque, Iowa 52001-4763
Office (563) 589-4393
TTY (563) 690-6678
http://www.cityofdubuque.org
TO: Michael C. Van Milligen, City Manager
FROM: Jill Connors, Economic Development Director
SUBJECT: Approving a Development Agreement by and between the City of Dubuque,
Iowa and Kinseth Hospitality Company, Inc.
DATE: September 12, 2024
INTRODUCTION
This memorandum is a request for the City Council to adopt the attached resolution
approving a Development Agreement by and between the City of Dubuque, Iowa and
Kinseth Hospitality Company, Inc.
BACKGROUND
Kinseth Hospitality Company, Inc. (Developer) is the developer of three existing hotel
properties in the City of Dubuque — the Hampton Inn by Hilton, the TownePlace Suites by
Marriott in the Historic Millwork District (recently built and opened in December 2018), and
the Holiday Inn Dubuque/Galena, an IHG Hotel. This Developer has a portfolio of over 125
hotels across the country.
City staff have been in conversations with Mr. Ben Kinseth for several years about the idea
of bringing an additional hotel to the City of Dubuque, to be potentially located in the Port
of Dubuque.
DISCUSSION
Mr. Kinseth recently proposed the development of two hotels — a Courtyard by Marriott or
AC Marriott Hotel and a Residence Inn by Marriott. The two hotels are proposed to be
connected by a shared check -in desk and other shared amenities. Staff have recognized
the need for additional hotel accommodations in the Port of Dubuque to support the
operations of the Grand River Convention Center. It would open doors to larger events and
conferences that require a hotel within walking distance. Adding multiple brands offers a
choice of hotels and potentially different price points depending upon the hotel brand. This
can be attractive to persons on different budgets.
The key elements of the Development Agreement include the following:
• Developer will purchase approximately 2 acres of a 12.65-acre site (the Property) in
the Port of Dubuque at $400,000/acre for a total of approximately $800,000, to be
adjusted based on the acreage determined by the final Plat.
• Developer will construct the two hotels with a combined total of approximately 160
rooms at an investment of approximately $30,000,000.
• Developer has until December 31, 2026 to construct the project, with a
$50,000/month penalty if the project is not complete by that date.
• City and Developer will execute a mutually agreeable parking agreement to
accommodate parking for hotel employees and guests in the surface lot located
immediately east of the hotel.
• City will provide 10 years of tax increment financing.
• City agrees to a restrictive covenant prohibiting City from granting a building permit
for the development of any additional hotel/hospitality facilities on the 12.65-acre site
until the hotel has obtained a certificate of occupancy or by December 31, 2026,
whichever first occurs.
• City has the option to construct streets built to City standards adjacent to the hotel,
to provide access to accommodate future development of the remainder of the 12.65
acres.
Via Resolution 252-24 dated August 14, 2024, the City Council set forth its proposal to
dispose of its interests in the Property and the City Clerk published a notice on August 15,
2024 as required by law soliciting competitive proposals for the Property. The public
hearing must be held at least 30 days following the public notice. During those 30 days,
other potential developers have had the opportunity to bring forward a competing proposal
for development of the property. If a competing proposal is received, the City Council may
consider the two proposals and select the proposal it determines is in the best interest of
the community. No competing proposals have been received to date.
RECOMMENDATION
I recommend the City Council adopt the attached resolution approving the attached
Development Agreement by and between the City of Dubuque, Iowa and Kinseth
Hospitality Company, Inc. for the construction of two Marriott hotels in the Port of
Dubuque.
2
DEVELOPMENT AGREEMENT
BY AND BETWEEN
THE CITY OF DUBUQUE, IOWA,
AND
KINSETH HOSPITALITY COMPANY, INC.
This Development Agreement, dated for reference purposes the 1'% day of
cpe p e m h r , 2024, by and between the City of Dubuque, Iowa, a municipality
(City), established pursuant to the Iowa Code and acting under authorization of Iowa
Code Chapter 403, as amended (Urban Renewal Act) and Kinseth Hospitality Company,
Inc., an Iowa corporation with its principal place of business in Iowa (Developer).
WHEREAS, City is the owner of the following described real estate:
LOT 2 RIVERWALK 9TH ADDITION
; and
WHEREAS, Developer has requested that City sell to Developer approximately 2
acres of LOT 2 RIVERWALK 9TH ADDITION (the Property) upon which Developer will
construct dual hotels, branded Marriott Hotels & Resorts, as generally shown on Exhibit
G (the Hotels); and
WHEREAS, in furtherance of the objectives of the Urban Renewal Act, City has
undertaken an Urban Renewal Project as described herein to advance the community's
ongoing economic development efforts; and
WHEREAS, the Property is located in the Greater Downtown Urban Renewal
District (the District) which has been so designated by City Council Resolution 410-23 as
a slum and blighted area (the Project Area) defined by Iowa Code Chapter 403 (the Urban
Renewal Law); and
WHEREAS, Developer will construct and operate the Hotels on the Property as
provided herein; and
WHEREAS, Developer will make a capital investment in building construction,
equipment, furniture and fixtures in the Hotels, all of the foregoing referred to herein as
the Project; and
WHEREAS, pursuant to Iowa Code Section 403.6(1), and in conformance with the
Urban Renewal Plan for the Project Area adopted on May 18, 1967 and last amended on
December 18, 2023, City has the authority to enter into contracts and agreements to
implement the Urban Renewal Plan, as amended; and
WHEREAS, the City Council believes it is in the best interests of the City to
encourage Developer in the development of the Property by providing certain incentives
as set forth herein.
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NOW, THEREFORE, in consideration of the premises and the mutual obligations
of the parties hereto, each of them does hereby covenant and agree with the other as
follows:
SECTION 1. REPRESENTATIONS AND WARRANTIES
1.1 Representations and Warranties of City. In order to induce Developer to enter into
this Agreement, City hereby represents and warrants to Developer that to the best of
City's knowledge:
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
substantially the form attached hereto as Exhibit B.
City shall exercise its best efforts to cooperate with Developer in the development
process.
(1) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(2) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
charter of City, any evidence of indebtedness, agreement or instrument of
whatever nature to which City is now a party or by which it or its property is bound,
or constitute a default under any of the foregoing.
(3) 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.
(4) City has good and marketable title in fee simple to the Property. As of the
date of this Agreement, the Property has not been assigned or conveyed to any
party. As of the date of City Council approval of the Agreement following a public
hearing, no person (other than Developer pursuant to this Agreement) has a right
to acquire any interest in the Property.
(5) 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
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such representations and warranties had been made on and as of the Closing
Date.
1.2 Representations and Warranties of Developer.
Developer makes the following individual representations and warranties:
(1) Developer is duly organized and validly existing or authorized under the
laws of the State of Iowa and has all requisite power and authority to own and
operate its properties, to carry on its business as now conducted and as presently
proposed to be conducted, and to enter into and perform its obligations under the
Agreement in the State of Iowa.
(2) This Agreement has been duly authorized, executed and delivered by
Developer, and assuming due authorization, execution, and delivery by City, is in
full force and effect and is a valid and legally binding instrument of Developer
enforceable in accordance with its terms, except as the same may be limited by
bankruptcy, insolvency, reorganization or other laws relating to or affecting
creditors' rights generally. Developer's counsel shall issue legal opinions to the
City, at time of closing, confirming the representations contained herein, in
substantially the form attached hereto as Exhibit C.
(3) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
articles of incorporation or the bylaws of Developer or any contractual restriction,
evidence of indebtedness, agreement or instrument of whatever nature to which
Developer is now a party or by which it or its property is bound, or constitute a
default under any of the foregoing.
(4) There are no actions, suits or proceedings pending or threatened against or
affecting Developer in any court or before any arbitrator or before or by any
governmental body in which there is a reasonable possibility of an adverse
decision which could materially adversely affect the business, financial position or
result of operations of Developer or which affects the validity of the Agreement or
Developer's ability to perform its obligations under this Agreement.
(5) Developer will perform its obligations under this Agreement in accordance
with the material terms of this Agreement, the Urban Renewal Plan and all local,
state and federal laws and regulations.
(6) Developer will use good faith efforts to obtain, or cause to be obtained, in a
timely manner, all material requirements of all applicable local, state, and federal
laws and regulations which must be obtained or met.
(7) Developer shall obtain commitments for construction and permanent
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financing and/or sufficient equity commitments to successfully complete the
requirements of this Agreement and shall provide evidence thereof to City prior to
the Closing Date.
1.3 Conditions to Closing. The closing of the transaction (the Closing) contemplated
by this Agreement and all the obligations of Developer under this Agreement are subject
to fulfillment, on or before the Closing Date, of the following conditions:
(1) The representations and warranties made by City in Section 1.1 shall be
correct as of the Closing Date with the same force and effect as if such
representations were made at such time. At the Closing, City shall deliver a
certificate in substantially 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 Property. Any
conditions imposed as a part of the zoning, platting or subdivision must be
satisfactory to Developer, in its sole opinion. Prior to and after Closing, 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 contemplated by this Agreement, this Agreement and
any other applicable City or affiliated agency requirements, with the understanding
that Developer and its lenders, if any, shall have the right to rely upon the same in
proceeding with the Project; (c) to identify in writing within ten (10) working days of
submission of said plans and specifications, any and all permits, approvals and
consents that are legally required for the acquisition of the Property 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 and City shall be in material compliance with all the terms and
provisions of this Agreement.
(4) Receipt of an opinion of counsel to Developer in substantially the form
attached hereto as Exhibit C.
(5) Developer shall have the right to terminate this Agreement at any time prior
to the consummation of the Closing on the Closing Date if Developer determines
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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
Developer in Developer's sole and unfettered discretion. Upon the giving of notice
of termination by Developer to City, this Agreement shall be deemed null and void.
(6) Developer shall have prepared and shall be prepared to record at Closing
a plat of survey of Property acceptable to Developer (the "Plat"), which shall be
sufficient to convey title to the Property in compliance with all applicable subdivision
statutes and ordinances and, at Developer's option, shall include location and
depiction of all applicable easements and other substantial contemplated
improvements.
(7) Within fourteen (14) days after the effective date of this Agreement, City
shall deliver to Developer an abstract of title covering the Property prepared by an
abstractor qualified by the Title Guaranty Division of the Iowa Finance Authority
and continued at least through such effective date (the "Abstract of Title"), and any
existing as -built ALTA or other survey of the Property prepared by a surveyor
licensed in the State of Iowa (the "Existing Survey"). Developer may, at
Developer's cost, update the Exiting Survey and have it recertified or obtain a new
survey in accordance with Developer's requirements (the "Survey"). The Abstract
of Title shall become Developer's property when the Property Purchase Price is
paid in full. The Abstract of Title and Survey shall show marketable title in City in
conformity with this Agreement, Iowa law, and the title standards of the Iowa State
Bar Association. Developer shall deliver to City in writing a specific list of any
objections to matters appearing in the Abstract of Title or the Survey (all such
objections to be delivered in a single written notice from Developer to City). Any
items constituting encumbrances upon or adversely affecting title to the Property
(as reflected by the Abstract of Title or the Survey) approved by Developer shall
be deemed "Permitted Exceptions". City shall make every reasonable effort to
promptly perfect title. If City is unable to cure any of Developer's objections prior
to Closing, or if any matters adversely affecting title to the Property arise after the
date of the Abstract of Title and Survey and prior to Closing and City is unable to
cure such matters, Developer, at its election, may either (i) terminate this
Agreement, and neither party will have any further rights, duties or obligations
hereunder (other than those which expressly survive a termination hereof) or (ii)
waive such objection and consummate the transactions contemplated hereby.
Notwithstanding the foregoing, if the Abstract of Title indicates title to the Property
is encumbered by or subject to any mortgages, security interests, financing
statements, judgment liens, tax liens (except for taxes not yet due and payable),
mechanic's and materialman's liens, or other voluntary or involuntary liens, that
were granted by City or that arise from City's acts or omissions (hereinafter referred
to collectively as "Liens"), then City shall discharge (by payment or otherwise
obtaining a release of such Liens for the Property) the same of record. It shall not
be necessary for Developer to list any such Liens in Developer's notice of title
objections and none of such Liens shall ever constitute, be or become Permitted
Exceptions.
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1.4 Rights of Inspection, Testing and Review. Developer, and its consultant(s), shall
have access to the Property and all parts thereof pursuant to the terms and conditions of
the Site Access Agreement attached hereto as Exhibit H and incorporated herein by
reference, and shall have the further right to make such inquiries of governmental
agencies and utility companies, etc. as it considers appropriate.
(1) Environmental Investigation/Confidential Information. Developer shall have
the right to inspect the Property prior to the Closing Date and to take whatever
tests or perform such examination, as Developer shall deem appropriate, at its own
risk and its sole cost and expense, to evaluate the environmental condition of the
Property. Prior notice of such activity by Developer shall be provided to City (which
such notice may be made by electronic mail), and written results of such activity
shall be shared with City promptly after City's written request for such results.
Developer shall not disclose the information from the investigation or the report of
the investigation to any party prior to the Closing, other than City without the prior
consent of City except as required by law or court order, and except that to the
extent that such information is necessary to Developer's architects, engineers,
surveyors, contractors, attorneys, investors, lenders, consultants and advisors,
provided, however, such persons shall agree to keep such information confidential
as provided in this Section. Notwithstanding the foregoing, within thirty (30) days
of the date hereof, City, at City's expense, using proceeds obtained from a grant
from the Environmental Protection Agency, will obtain and deliver to Developer a
Phase I Environmental Assessment Report for the Property prepared by
Blackstone Environmental.
(2) Hazardous Substance Remediation.
(a) Prior to the Closing, if Developer determines, upon receipt and
consideration of any report of investigation of the Property that applicable
law requires removal and/or remediation of Hazardous Substances on the
Property prior to construction of any of the Minimum Improvements (as
hereinafter defined), then Developer, at Developer's election, may retain, at
its sole cost and expense, an environmental consultant to prepare a plan
(the "Environmental Remediation Plan") for the removal and/or remediation
of the identified Hazardous Substances to a level as may be required by
law and/or to a level sufficient to allow construction of the Minimum
Improvements.
(b) Based on findings of any Phase I or Phase 2, Environmental
Remediation Plan or other report or investigation, Developer, in its sole
discretion, may elect to terminate this Agreement prior to Closing by giving
written notice to City, without any further obligation on the part of Developer
or City.
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(3) Definitions. For the purposes of this Agreement, the following definitions
shall apply:
(a) Environmental Law. Any and all federal, state and/or local laws,
regulations and legal requirements pertaining to (i) the protection of health,
safety and the indoor and outdoor environment, (ii) the conservation,
management or use of natural resources and wildlife, (iii) the protection,
access to or use of surface water and groundwater, (iv) the management,
manufacture, possession, presence, use, generation, transportation,
treatment) storage, disposal, Release, threatened Release, abatement,
removal, remediation or handling of, or exposure to, any Hazardous
Substance or (v) pollution (including, without limitation, any Release to air,
land, surface water and groundwater), and includes, without limitation, the
Comprehensive Environmental Response, Compensation, and Liability Act
of 1980, as amended by the Superfund Amendment and Reauthorization
Act of 1986, 42 U.S.C. 9601 et seq.; the Solid Waste Disposal Act, as
amended by the Resource Conservation and Recovery Act of 1976 and the
Hazardous and Solid Waste Amendments of 1984, 42 U.S.C. 6901 et seq.;
the Federal Water Pollution Control Act, as amended by the Clean Water
Act of 1977, 33 U.S.C. 1251 et seq.; the Clean Air Act of 1966, as amended,
41 U.S.C. 7401 et seq.; the Toxic Substances Control Act of 1976, 15
U.S.C. 2601 et seq.; the Hazardous Substances Transportation Act, 49
U.S.C. App. 1801 et seq.; the Occupational Safety and Health Act of 1970,
as amended, 29 U.S.C. 651 et seq.; the Oil Pollution Act of 1990, 33 U.S.C.
2701 et seq.; the Emergency Planning and Community Right -to -Know Act
of 1986, 42 U.S.C. 11001 et seq.; the National Environmental Policy Act of
1969, 42 U.S.C. 4321 et seq.; the Safe Drinking Water Act of 1974, as
amended, 42 U.S.C. 300(f) et seq.; Chapter 455B of the Iowa Code; any
similar, implementing or successor law to any of the foregoing and any
amendment, rule, regulation, order or directive issued thereunder.
(b) Hazardous Substance or Hazardous Substances. Any hazardous or
toxic substance, material or waste, which is or becomes regulated by any
local government, the State of Iowa or the United States Government. It
includes, without limitation, any material or substance that is (i) defined as
a "hazardous substance" or "hazardous waste" under Chapter 455B, Iowa
Code, (ii) petroleum and petroleum products, (iii) asbestos containing
materials in any form or condition, (iv) designated as a "hazardous
substance" pursuant to Section 311 of the Federal Water Pollution Control
Act (33 U.S.C. § 1321), (v) defined as a "hazardous waste pursuant to
§ 1004 of the Federal Resource Conservation and Recovery Act, 42 U.S.C.
§6901 et seq., (vi) defined as a "hazardous substance" pursuant to § 101 of
the Comprehensive Environmental Response, Compensation and Liability
Act, U.S.0 § 9601 et seq., or (vii) defined as a "regulated substance"
pursuant to Subchapter IX, Solid Waste Disposal Act (Regulation of
Underground Storage Tanks), 42 U.S.C. § 6991 et seq.] The term
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"Hazardous Substance" shall not include any air emissions discharged into
the atmosphere as allowed by a duly issued permit from the applicable
governmental agency.
(c) Release. Any spilling, migrating, seeping, leaking, pumping,
pouring, emitting, emptying, discharging, injecting, escaping, leaching,
dumping or disposing of any Hazardous Substance into the indoor or
outdoor environment, including, without limitation, the abandonment or
discarding of barrels, drums, containers, tanks and other receptacles
containing or previously containing any Hazardous Substance and including
without limitation the migration of any Hazardous Substance onto the
Property from an adjacent property.
1.5 Closing. The closing shall take place on the Closing Date which shall be on or
before the 1st day of February, 2025, or such other date as the parties shall agree in
writing but in no event shall the Closing Date be later than the 1st day of March, 2025
without written consent of City in its sole discretion. 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.
1.6 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. CONVEYANCE OF PROPERTY TO DEVELOPER. Purchase Price.
Subject to the terms and conditions herein, the purchase price for the Property (the
"Property Purchase Price") shall be the following:
$400,000/acre for approximately 2 acres shown on Exhibit G
for a total Property Purchase Price of approximately $800,000. The actual Property
Purchase Price shall be adjusted based on the acreage of the Property as shown on the
Plat as defined in Section 1.3(6) of this Agreement.
SECTION 3. PARKING PROPERTY City agrees to grant Developer the following
relating to the Parking Property shown on Exhibit F upon the following terms and
conditions:
3.1 Developer, employees and guests may utilize the Parking Property any time
twenty-four hours per day seven days per week.
3.2 City reserves the right to charge for parking except that parking will be free for
overnight hotel room guests with validation from the hotel registration desk. City hasthe
right to audit such activity to ensure it is in compliance with this agreement.
3.3 At Closing, City and Developer shall execute and record a parking agreement in a
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mutually agreeable form ensuring that the provisions of this Section 3 shall be binding
upon the Parking Property and benefit the Property for the life of the Hotels.
SECTION 4. DEVELOPMENT ACTIVITIES
4.1 Required Minimum Improvements. Developer shall make a total capital investment
of approximately $30,000,000 in land acquisition, design, building construction,
equipment, furniture and fixtures, and carrying costs to construct an approximately 160
room dual Hotel (approximately 80-room Courtyard by Marriott or AC Marriott Hotel and
approximately 80-room Residence Inn by Marriott) on the Property (the Minimum
Improvements).
4.2 At the City's option, City may construct access roads built to City standards to the
12.65-acre site, along the north and west borders of the Property. City shall pay the
difference between proposed drive lanes built to Hilton standards and roads built to City
standards. The parking stalls remain the property of the Developer.
4.3 Security Cameras. Developer shall install security cameras on the exterior of all
newly constructed buildings on the Property and register said cameras with the "Secure
Dubuque Personal Surveillance System" described at
https://cityofdubuque.orq/2980/Secure-Dubuque; provided, however, Developer's
obligations under this Section 4.2 shall be modified to the extent necessary to ensure
Developer's compliance with all applicable requirements of the Hotel franchise
agreements.
4.4 Plans for Construction of Minimum Improvements. Plans and specifications with
respect to the development of the Property and the construction of the Minimum
Improvements thereon (the Construction Plans) shall be in conformity with Urban
Renewal Plan, this Agreement, and all applicable state and local laws and regulations,
including but not limited to any covenants, conditions, restrictions, reservations,
easements, liens and charges, recorded in the records of Dubuque County, Iowa.
4.5 Timing of Improvements. Developer hereby agrees that construction of the
Minimum Improvements on the Property shall have been commenced by July 1, 2025,
and shall be substantially completed by December 31, 2026. For each month or part of a
month after December 31, 2026 if the certificate of occupancy has not been issued,
Developer shall pay to City $50,000 on the first day of each month until the certificate of
occupancy is issued. The time frames for the performance of these obligations shall be
subject to suspension and/or extension due to Force Majeure Event in accordance with
the terms of Section 9.3 of this Agreement.
4.6 Certificate of Completion. Promptly following the request of Developer upon
completion of the Minimum Improvements, City 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.
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SECTION 5. CITY PARTICIPATION.
5.1 Economic Development Grants.
(1) Developer Economic Development Grants
(a) For and in consideration of Developer's obligations hereunder, and
in furtherance of the goals and objectives of the Urban Renewal Plan for the
Project Area and the Urban Renewal Law, City agrees, subject to
Developer being and remaining in compliance with the terms of this
Agreement, to make twenty (20) semi-annual payments (such payments
being referred to collectively as the Developer Economic Development
Grants) to Developer as follows:
November 1, 2028
November 1, 2029
November 1, 2030
November 1, 2031
November 1, 2032
November 1, 2033
November 1, 2034
November 1, 2035
November 1, 2036
November 1, 2037
May 1, 2029
May 1, 2030
May 1, 2031
May 1, 2032
May 1, 2033
May 1, 2034
May 1, 2035
May 1, 2036
May 1, 2037
May 1, 2038
Pursuant to Iowa Code Section 403.9 of the Urban Renewal Law, in
amounts equal to the actual amount of tax increment revenues collected by
City under Iowa Code Section 403.19 (without regard to any averaging that
may otherwise be utilized under Iowa Code Section 403.19 and excluding
any interest that may accrue thereon prior to payment to Developer) during
the preceding six (6) month period in respect of the Property and Minimum
Improvements constructed by Developer (the Developer Tax Increments).
City and Developer agree that for purposes of this Section 5.1(1), the
assessed value of the Property as of January 1, 2024 is approximately
$624,000. The actual assessed value of the Property shall be adjusted
based on the acreage of the Property, at $312,000/acre, as shown on the
Plat as defined in Section 1.3(6) of this Agreement. Developer recognizes
and agrees that the Economic Development Grants shall be paid solely and
only from the incremental taxes collected by City in respect to the Property
and any improvements thereon, which does not include property taxes
collected for the payment of bonds and interest of each taxing district, and
taxes for the regular and voter -approved physical plant and equipment levy,
instructional support levy, and any other portion required to be excluded by
Iowa law, and thus such incremental taxes will not include all amounts paid
by Developer as regular property taxes.
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(b) To fund the Developer Economic Development Grants, City shall
certify to the County prior to December 1 of each year, commencing
December 1, 2026, 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,
2026, the Developer Economic Development Grants in respect thereof
would be determined on November 1, 2027, and May 1, 2028.) If
construction of the Minimum Improvements is delayed, the first certification
to the County shall be on December 1 immediately following the completion.
The twenty (20) semi-annual payments shall begin on November 1 of the
second subsequent year.
(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 Kinseth 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 Kinseth TIF
Account to pay the Developer Economic Development Grants, as and to the
extent set forth in Section 5.1(1) hereof. The Developer Economic
Development Grants shall not be payable in any manner by other tax
increments revenues or by general taxation or from any other City funds.
City makes no representation with respect to the amounts that may be paid
to Developer as the Developer Economic Development Grants in any one
year and under no circumstances shall City in any manner be liable to
Developer so long as City timely applies the Developer Tax Increments
actually collected and held in the Kinseth TIF Account (regardless of the
amounts thereof) to the payment of the Developer Economic Development
Grants to Developer as and to the extent described in this Section.
(2) City shall be free to use any and all tax increment revenues collected in
respect of other properties within the Project Area, or any available Developer Tax
Increments resulting from the termination of the annual Economic Development
Grants under this Section 5.1 hereof, for any purpose for which such tax increment
revenues may lawfully be used pursuant to the provisions of the Urban Renewal
Law, and City shall have no obligations to Developer with respect to the use
thereof.
(3) All of City's obligations under this Agreement, including but not limited to
City's obligation to pay the Economic Development Grants to Developer, shall be
subject to City having completed all hearings and other procedures required to
amend the Urban Renewal Plan to describe the Urban Renewal Project being
undertaken in accordance with this Agreement by no later than December 31,
2024.
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5.2 No Obligation to Provide Other Funds. Other than the Economic Development
Grants required by Section 5.1, City shall have no obligation to provide any other funds
to Developer related to the Property or Parking Property except as it relates to and/or
forms part of the City's performance of its obligations under this Agreement.
5.3 Restrictive Covenant. At Closing, City shall record a restrictive covenant, in form
and substance approved by Developer, prohibiting the City from granting a building permit
for the development of any additional hotel/hospitality facilities (excluding bed and
breakfast establishments) in the 12.65 acre site shown on Exhibit I by any person other
than Developer or a Developer affiliate, which covenant shall be binding until the issuance
of the certificate of occupancy for the Hilton hotel or December 31, 2026, whichever first
occurs.
SECTION 6. NON- APPROPRIATION / LIMITED SOURCE OF FUNDING.
6.1 Non -Appropriation.
(1) Notwithstanding anything in this Agreement to the contrary, the obligation
of City to pay any installment of the Economic Development Grants from the
pledged tax increment revenues shall be an obligation limited to currently budgeted
funds, and not a general obligation or other indebtedness of City or a pledge of its
full faith and credit within the meaning of any constitutional or statutory debt
limitation, and shall be subject in all respects to the right of non -appropriation by
the City Council of City as provided in this Section. City may exercise its right of
non -appropriation as to the amount of the installments to be paid during any fiscal
year during the term of this Agreement without causing a termination of this
Agreement. The right of non -appropriation shall be exercised only by resolution
affirmatively declaring City's election to non -appropriate funds otherwise required
to be paid in the next fiscal year under this Agreement.
(2) In the event the City Council of City elects to not appropriate sufficient funds
in the budget for any future fiscal year for the payment in full of the installments on
the Economic Development Grants due and payable in that future fiscal year, then
City shall have no further obligation to Developer for the payment of any
installments due in that future fiscal year which cannot be paid with the funds then
appropriated for that purpose.
6.2 The right of non -appropriation reserved to City in this Section is intended by the
parties, and shall be construed at all times, so as to ensure that City's obligation to pay
future installments on the Economic Development Grants shall not constitute a legal
indebtedness of City within the meaning of any applicable constitutional or statutory debt
limitation prior to the adoption of a budget which appropriates funds for the payment of
that installment or amount. In the event that any of the provisions of this Agreement are
determined by a court of competent jurisdiction to create, or result in the creation of, such
a legal indebtedness of City, the enforcement of the said provision shall be suspended,
and the Agreement shall at all times be construed and applied in such a manner as will
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preserve the foregoing intent of the parties, and no event of default shall be deemed to
have occurred as a result thereof. If any provision of this Agreement or the application
thereof to any circumstance is so suspended, the suspension shall not affect other
provisions of this Agreement which can be given effect without the suspended provision,
and to this end the provisions of this Agreement are severable.
SECTION 7. COVENANTS OF DEVELOPER.
7.1 Books and Records. During the term of this Agreement, Developer shall keep at
all times and make available to City upon reasonable request proper books of record and
account in which full, true and correct entries will be made of all dealings and transactions
of or in relation to the business and affairs of Developer in accordance with generally
accepted accounting principles consistently applied throughout the period involved, and
Developer shall provide reasonable protection against loss or damage to such books of
record and account. City may only request and inspect Developer's books of record and
account pursuant to this Section 7.1 in good faith and for a proper purpose related to
confirming Developer's performance under this Agreement, and City shall execute any
reasonable confidentiality agreement consistent with applicable law and requested by
Developer.
7.2 Real Property Taxes. From and after the Closing Date, Developer shall pay or
cause to be paid, when due and before delinquency, all real property taxes and
assessments payable with respect to all and any parts of the Property unless Developer's
obligations have been assumed by another person pursuant to the provisions of this Agreement.
7.3 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 that may now be, or hereafter become, available under state law or city
ordinance during the Term of this Agreement, including those that arise under Iowa Code
Chapters 404 and 427, as amended.
7.4 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 builder's risk insurance, written on a Completed Value Form in an
amount equal to one hundred percent (100%) of the building (including Minimum
Improvements) replacement value when construction is completed. Coverage
shall include the "special perils" form and developer shall furnish City with proof of
insurance in the form of a certificate of insurance.
(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 property insurance against loss and/or damage to the building
(including the Minimum Improvements) under an insurance policy written with the
"special perils" form and in an amount not less than the full insurable replacement
value of the building (including the Minimum Improvements). Developer shall
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furnish to City proof of insurance in the form of a certificate of insurance.
(3) The term "replacement value" shall mean the actual replacement cost of the
Improvements (excluding foundation and excavation costs and costs of
underground flues, pipes, drains and other uninsurable items) and equipment, and
shall be reasonably determined from time to time at the request of City, but not
more frequently than once every three (3) years.
(4) Developer agrees to notify City immediately in the case of damage
exceeding Two Hundred Thousand Dollars ($200,000.00) in amount to, or
destruction of, the Improvements or any portion thereof resulting from fire or other
casualty. The net proceeds of any such insurance (the Net Proceeds) shall be paid
directly to Developer as its interests may appear, and Developer shall forthwith
repair, reconstruct and restore the Improvements to substantially the same or an
improved condition or value as they existed prior to the event causing such
damage to the extent such net insurance proceeds are sufficient for the same, 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)
(5) Developer shall be responsible for deductibles and self -insured retention.
7.5 Preservation of Property. During the term of this Agreement, Developer shall
maintain, preserve and keep, or cause others to maintain, preserve and keep, the
Improvements in good repair and working order, ordinary wear and tear excepted, and
from time to time shall make all necessary repairs, replacements, renewals and additions
as dictated by property maintenance and upgrade requirements of the Marriott Hotels &
Resorts brand, and take other actions to stay in good standing with Marriott Hotels &
Resorts and to maintain the Marriott Hotels & Resorts brand. Nothing in this Agreement,
however, shall be deemed to alter any agreements between Developer or any other party
including, without limitation, any agreements between the parties regarding the care and
maintenance of the Property.
7.6 Non -Discrimination. In carrying out the Project, Developer shall not discriminate
against any employee or applicant for employment or guest because of age, color, familial
status, gender identity, marital status, mental/physical disability, national origin, race,
religion/creed, sex, or sexual orientation.
7.7 Conflict of Interest. Developer agrees that no member, officer or employee of City,
or its designees or agents, nor any consultant or member of the governing body of City,
and no other public official of City who exercises or has exercised any functions or
responsibilities with respect to the project during his or her tenure, or who is in a position
to participate in a decision -making process or gain insider information with regard to the
project, shall have any interest, direct or indirect, in any contract or subcontract, or the
proceeds thereof, for work to be performed in connection with the project, or in any
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activity, or benefit therefrom, which is part of this project at any time during or after such
person's tenure. In connection with this obligation, Developer shall have the right to rely
upon the representations of any party with whom it does business and shall not be
obligated to perform any further examination into such party's background.
7.8 Non -Transferability. During the Term of this Agreement, this Agreement may not
be assigned by Developer, nor may any portion of the Property be sold or otherwise
transferred by Developer without the prior written consent of City, which consent shall not
be unreasonably withheld; provided, however, Developer shall have the right to assign
this Agreement to an entity controlled by Developer, and, further, City shall provide its
consent to any collateral assignment of this Agreement reasonably required by
Developer's first mortgage lender. City has no obligation to consent to any other
assignment or sale. The sole remedy for the Developer breach of this Section 7.10 shall
be the forfeiture of any Economic Grant Payments due after the unauthorized transfer of
the Property.
7.9 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 for the Hotels is consistent with its current zoning and is in full
compliance with the Urban Renewal Plan and Developer agrees to comply with any
amendments to the Urban Renewal Plan contemplated by this Agreement,)
(however, Developer shall not have any liability to City to the extent that a successor
in interest shall breach this covenant and City shall seek enforcement of this
covenant directly against the party in breach of same); and
(2) Not discriminate upon the basis of age, color, familial status, gender identity,
marital status, mental/physical disability, national origin, race, religion/creed, sex,
or sexual orientation in the sale, lease, rental, use or occupancy of the Property or
any improvements erected or to be erected thereon, or any part thereof (however,
Developer shall not have any liability to City to the extent that a successor in
interest shall breach this covenant and City shall seek enforcement of this
covenant directly against the party in breach of same).
7.10 Release and Indemnification Covenants. Developer shall defend, indemnify and
hold harmless City, its officers, agents and employees from and against any claim and
cost of any kind, including without limitation, attorneys' fees and consulting fees, arising
out of any negligent act or omission at the Site by or on behalf of Developer and its
consultants. This obligation shall survive the termination of this Agreement.
7.11 Compliance with Laws. Developer shall comply with all federal, state, and local
laws, rules and regulations relating to its businesses, other than laws, rules and
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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.
7.12 Negotiated Room Rates. Developer shall provide for negotiated room rates with
the Grand River Convention Center.
SECTION 8. EVENTS OF DEFAULT AND REMEDIES.
8.1 Events of Default Defined. The following shall be "Events of Default" under this
Agreement and the term "Event of Default" shall mean, whenever it is used in this
Agreement, any one or more of the following events:
(1) Failure by Developer to pay or cause to be paid, before delinquency, all real
property taxes assessed with respect to the Improvements and the Property.
(2) Transfer of any interest by Developer in any portion of the Property or the
Improvements in violation of the provisions of this Agreement.
(3) Failure by Developer to substantially observe or perform any other material
covenant, condition, obligation or agreement on its part to be observed or
performed under this Agreement.
8.2 Remedies on Default by Developer. Whenever any Event of Default referred to in
Section 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 ninety (90) days following such notice, or if the Event
of Default cannot be cured within ninety (90) 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 in its reasonable
discretion, 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.
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8.3 Re -vesting of Title. The parties understand that Title may be re -vested in the City
as specified below.
(1) Re -vesting Title in City Upon Happening of Event Subsequent to
Conveyance to Developer and Prior to Issuance of Certificate of Completion. In
the event that, subsequent to conveyance of the Property to Developer by City and
prior to receipt by Developer of the Certificate of Completion, but subject and
subordinate to the terms of the mortgage granted by Developer to secure a loan
obtained by Developer from a commercial lender or other financial institution to
fund the acquisition of the Property or construction of Minimum Improvements
(First Mortgage), an Event of Default under Section 8.1 of this Agreement occurs
and is not cured within the times specified in Section 8.2, then City, after providing
an additional written notice 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 and City's intent to proceed under this Section 8.3,
but only if the Event of Default has not been cured within ninety (90) days following
such additional notice, or if the Event of Default cannot be cured within such ninety
(90) days the Developer does not provide assurances to City that the Event of
Default will be cured as soon as reasonably possible thereafter, shall have the right
to re-enter and take possession of the Property and any portion of the Minimum
Improvements thereon and to terminate (and re -vest in City pursuant to the
provisions of this Section 8.3 subject only to any superior rights in any holder of
the First Mortgage) the estate conveyed by City to Developer, it being the intent of
this provision, together with other provisions of this Agreement, that the
conveyance of the Property to Developer shall be made upon the condition that
(and the Deed shall contain a condition subsequent to the effect that), in the event
of default under Section 8.1 on the part of Developer and failure on the part of
Developer to cure such default within the period and in the manner stated herein,
City may declare a termination in favor of City of the title and of all Developer's
rights and interests in and to the Property conveyed to Developer, and that such
title and all rights and interests of Developer, and any assigns or successors in
interests of Developer, and any assigns or successors in interest to and in the
Property, shall revert to City (subject to the provisions of Section 8.3 of this
Agreement), but only if the Event of Default stated in the City's notice has not been
cured within the time period provided above, or, if the Event of Default cannot be
cured within such time periods, Developer does not provide assurance to City,
reasonably satisfactory to City, that the events will be cured as soon as reasonably
possible. Notwithstanding the foregoing, however, City agrees to execute a
Subordination Agreement in favor of Developer's first mortgage lender, in a form
reasonably acceptable to City and to Developer's first mortgage lender.
8.4 Resale of Reacquired Property; Disposition of Proceeds. Upon the re -vesting in
City of title to the Property as provided in Section 8.3 of this Agreement, City shall,
pursuant to its responsibility under law, use its best efforts, subject to any rights or
interests in such property or resale granted to any holder of a First Mortgage, to resell the
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Property or part thereof as soon and in such manner as City shall find feasible and
consistent with the objectives of such law and of the Urban Renewal Plan to a qualified
and responsible party or parties (as determined by City in its sole discretion) who will
assume the obligation of making or completing Minimum Improvements or such other
improvements in their stead as shall be satisfactory to City and in accordance with the
uses specified for such the Property or part thereof in the Urban Renewal Plan. Subject
to any rights or interests in such property or proceeds granted to any holder of a First
Mortgage upon such resale of the Property the proceeds thereof shall be applied:
(1) First, to pay and discharge the First Mortgage;
(2) Second, to pay the principal and interest on mortgage(s) created on the
Development, the Property, or any portion thereof, or any improvements thereon,
previously acquiesced in by City pursuant to this Agreement. If more than one
mortgage on the Property, or any portion thereof, or any improvements thereon,
has been previously acquiesced in by City pursuant to this Agreement and
insufficient proceeds of the resale exist to pay the principal of, and interest on,
each such mortgage in full, then such proceeds of the resale as are available shall
be used to pay the principal of and interest on each such mortgage in their order
of priority, or by mutual agreement of all contending parties, including Developer,
or by operation of law;
(3) Third, to reimburse City for all allocable costs and expenses incurred by
City, including but not limited to salaries of personnel, in connection with the
recapture, management and resale of the Property or part thereof (but less any
income derived by City from the Property or part thereof in connection with such
management); any payments made or necessary to be made to discharge any
encumbrances or liens (except for mortgage(s) previously acquiesced in by the
City) existing on the Property or part thereof at the time of re -vesting of title thereto
in City or to discharge or prevent from attaching or being made any subsequent
encumbrances or liens due to obligations, default or acts of Developer, its
successors or transferees (except with respect to such mortgage(s)), any
expenditures made or obligations incurred with respect to the making or
completion of the Minimum Improvements or any part thereof on the Property or
part thereof, and any amounts otherwise owing to City (including water and sewer
charges) by Developer and its successors or transferees; and
(4) Fourth, to reimburse Developer up to the amount equal to (1) the sum of the
Purchase Price paid to City for the Property and (2) the cash actually invested by
such party in making any of the Minimum Improvements on the Property.
8.5 No Remedy Exclusive. Except as specifically identified as the sole or exclusive
remedy of a Party, no remedy herein conferred upon or reserved to either Party is
intended to be exclusive of any other available remedy or remedies, but each and every
such remedy shall be cumulative and shall be in addition to every other remedy given
under this Agreement or now or hereafter existing at law or in equity or by statute. No
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delay or omission to exercise any right or power accruing upon any default shall impair
any such right or power or shall be construed to be a waiver thereof, but any such right
and power may be exercised from time to time and as often as may be deemed expedient.
8.6 No Implied Waiver. In the event any agreement contained in this Agreement
should be breached by any party and thereafter waived by any other party, such waiver
shall be limited to the particular breach so waived and shall not be deemed to waive any
other concurrent, previous or subsequent breach hereunder.
8.7 Remedies on Default by City. If City defaults in the performance of this Agreement,
Developer may take any action, including legal, equitable or administrative action that
may appear necessary or desirable to collect any payments due under this Agreement,
to recover expenses of Developer, or to enforce performance and observance of any
obligation, agreement, or covenant of City under this Agreement. Developer may suspend
performance under this Agreement until it receives assurances from City, deemed
adequate by Developer, that City will cure its default and continue its performance under
this Agreement.
SECTION 9. GENERAL TERMS AND PROVISIONS.
9.1 Notices and Demands. Whenever this Agreement requires or permits any notice
or written request by one party to another, it shall be deemed to have been properly given
if and when delivered in person or three (3) business days after having been deposited in
any U.S. Postal Service and sent by registered or certified mail, postage prepaid,
addressed as follows:
If to Developer:
With copy to:
if to City:
With copy to:
Kinseth Hospitality Company, Inc.
801 E. 2nd Ave. Suite 200
Coralville, IA 52241
Christopher S. Talcott
Dentons Davis Brown PC
215 10th St. Suite 1300
Des Moines, IA 50309
City Manager
50 W. 13thStreet
Dubuque, Iowa 52001
Phone: (563) 589-4110
Fax: (563) 589-4149
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.
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9.2 Binding Effect. This Agreement shall be binding upon and shall inure to the benefit
of City and Developer and their respective successors and assigns.
9.3 Force Majeure. A party shall be excused from its obligations under this Agreement
if and to the extent and during such time as the party is prevented, impeded, or hindered,
unable to perform its obligations or is delayed in doing so due to events or conditions
outside of the party's reasonable control and provided the party takes reasonable steps
in an effort to avoid or mitigate such event or its consequences (each a "Force Majeure
Event") including, without limitation in any way, as the result of any acts of God, war, fire,
or other casualty, riot, civil unrest, extreme weather conditions, terrorism, strikes and/or
labor disputes, pandemic, epidemic, quarantines, government stay-at-home orders,
municipal and other government orders, failure of Internet or other utilities, unusual
shortages of materials or labor, unusually severe or prolonged bad weather, litigation
commenced by third parties which, by injunction or other similar judicial action or by the
exercise of reasonable discretion directly results in delays, acts of any federal, state or
local government which directly result in extraordinary delays, default by an unaffiliated
contractor, subcontractor, or supplier, or other matter beyond the reasonable control of
such party. Upon the discovery of a Force Majeure Event, the party incurring such Force
Majeure Event will promptly give notice to the other party identifying the Force Majeure
Event, explaining how it impacts performance and the estimated duration, identifying the
relief requested, agreeing to attempt to limit damages to the other party and to
immediately resume performance upon termination of the Force Majeure Event, and
agreeing to supplement the notice as more information becomes available, and thereafter
the parties shall meet and confer in good faith in order to identify a cure of the condition
affecting its performance as expeditiously as possible. No obligation to make a payment
required by this Agreement is excused by a Force Majeure Event. The nonperforming
party shall not be entitled to any damages or additional payments of any kind for any such
delay.
9.4 Termination Date. This Agreement and the rights and obligations of the parties
hereunder shall terminate on June 1 following the last payment to Developer under
Section 5.1.
9.5 Execution By Facsimile. The parties agree that this Agreement may be transmitted
among them by email or facsimile machine. The parties intend that the emailed or faxed
signatures, or other recognized forms of electronic signature, constitute original
signatures and that an emailed or faxed Agreement containing the signatures (original,
emailed, faxed, or other recognized electronic form) of all the parties is binding on the
parties.
9.6 Memorandum of Development Agreement. City shall promptly record a
Memorandum of Development Agreement in the form attached hereto as Exhibit E in the
office of the Recorder of Dubuque County, Iowa. Developer shall pay the costs for so
recording.
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IN WITNESS WHEREOF, City has caused this Agreement to be duly executed in
its name and behalf by its Mayor and attested to by its City Clerk and Developer has
caused this Agreement to be duly executed.
CITY OF DUBUQUE, IOWA
By:
Brad M. Cavagh, Mayor
Attest:
By: gtilOwne k;(
Adrienne N. Breitfelder, City Clerk
KINSETH HOSPITALITY COMPANY,
INC.
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EXHIBIT A
EXHIBIT B
EXHIBIT C
EXHIBIT D
EXHIBIT E
EXHIBIT F
EXHIBIT G
EXHIBIT H
EXHIBIT I
EXHIBIT J
LIST OF EXHIBITS
Urban Renewal Plan
City Attorney Certificate
Opinion of Developer Counsel
City Certificate
Memorandum of Development Agreement
Parking Property
Site Plan
Access Agreement
12.65 Acre Site
Special Warranty Deed
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EXHIBIT A
URBAN RENEWAL PLAN
(on file in City Clerk's office, 50 W. 13th Street, Dubuque, IA 52001)
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EXHIBIT B
CITY ATTORNEY CERTIFICATE
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Barry A. Lindahl, Esq.
Senior Counsel
Suite 330, Harbor View Place
300 Main Street
Dubuque, Iowa 52001-6944
(563) 583-4113 office
(563) 583-1040 fax
Klie4tu@ c(i‘OfJubugrtc.orV.
RE:
Dear
THE CITY OF
Masterpiece on
(DATE)
Dubuuue
2007.2012.2013
y1SS1pp1 2017*2019
I have acted as counsel for the City of Dubuque, Iowa, in connection with the execution
and delivery of a certain Development Agreement by and between Kinseth Hospitality
Company. Inc. (Developer) 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
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EXHIBIT C
OPINION OF DEVELOPER'S COUNSEL
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Mayor and City Councilmembers
City Hall
13th and Central Avenue
Dubuque IA 52001
Re: Development Agreement By and Between the City of Dubuque, Iowa, and
Dear Mayor and City Councilmembers:
We have acted as counsel for Kinseth Hospitality Company, 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 , 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. Developer is an Iowa corporation with its principal place of business in 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
08082024ba1
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
08082024ba1
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,
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EXHIBIT D
CITY CERTIFICATE
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THE CITY OF
astcrpiece on tite
pl
2007.2012.2013
2017*2019
(DATE)
City Manager's Office
City Hall
50 West 13th Street
Dubuque, Iowa 52001-4864
(563) 589-4110 office
(563) 589-4149 fax
ctymgr@cityofdubuque.org
Re: Development Agreement By and Between the City of Dubuque, Iowa, and Kinseth
Hospitality Company, Inc.
Dear
I am the City Manager of the City of Dubuque, Iowa and have acted in that capacity in
connection with the execution and delivery of a certain Development Agreement by and
between Kinseth Hospitality Company, Inc. and the City of Dubuque, Iowa (City) dated
for reference purposes the day of , 20 .
On behalf of the City of Dubuque, 1 hereby represent and warrant to Developer that:
(1) There is no action, suit or proceeding pending, or to the best of City's
knowledge, threatened against City which might result in any adverse change in
the Property being conveyed or the possession, use or enjoyment thereof by
Developer, including, but not limited to, any action in condemnation, eminent
domain or public taking.
(2) No ordinance or hearing is now or before any local governmental body that
either contemplates or authorizes any public improvements or special tax levies,
the cost of which may be assessed against the Property. To the best of City's
knowledge, there are no plans or efforts by any government agency to widen,
modify, or re -align any street or highway providing access to the Property and there
are no pending or intended public improvements or special assessments affecting
the Property which will result in any charge or lien be levied or assessed against
the Property.
(3) All leases, contracts, licenses, and permits between City and third parties
in connection with the maintenance, use, and operation of the Property have been
08082024ba1
provided to Developer and City has provided true and correct copies of all such
documents to Developer.
(4) City has good and marketable fee simple title interest in the Property.
(5) The Property has a permanent right of ingress or egress to a public roadway
for the use and enjoyment of the Property.
(6) There are no notices, orders, suits, judgments or other proceedings relating
to fire, building, zoning, air pollution, health violations or other matters that have
not been corrected. City has notified Developer in writing of any past notices,
orders, suits, judgments or other proceedings relating to fire, building, zoning, air
pollution or health violations as they relate to the Property of which it has actual
notice. The Property is in material compliance with all applicable zoning, fire,
building, and health statutes, ordinances, and regulations. The Property is
currently zoned PUD and Developer's intended use of the Property as a [name of
brand] hotel is a permitted use in such zoning classification.
(7) Payment has been made for all labor or materials that have been furnished
to the Property or will be made prior to the Closing Date so that no lien for labor
performed or materials furnished can be asserted against the Property.
(8) The Property will, as of the Closing Date, be free and clear of all liens,
security interests, and encumbrances.
(9) The execution, delivery and performance of this Agreement and the
consummation of the transactions contemplated by this Agreement do not and
shall not result in any material breach of any terms or conditions of any mortgage,
bond, indenture, agreement, contract, license, or other instrument or obligation to
which City is a party or by which either the City or the Property being conveyed are
bound, nor shall the execution, delivery and performance of this Agreement violate
any statute, regulation, judgment, writ, injunction or decree of any court threatened
or entered in a proceeding or action in which City may be bound or to which either
City or the Property being conveyed may be subject.
(10) City has duly obtained all necessary approvals and consents for its
execution, delivery and performance of this Agreement, and has full power and
authority to execute, deliver and perform its obligations under this Agreement.
City's attorney shall issue a legal opinion to Developer at time of closing confirming
the representation contained herein, in the form attached hereto as Exhibit C.
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(11) The Property is free and clear of any occupants, and no party has a lease
to or other occupancy or contract right in the Property that shall in any way be
binding upon the Property or Developer.
(12) City represents and warrants that any fees or other compensation which
may be owed to a broker engaged directly or indirectly by City in connection with
the purchase and sale contemplated in this Agreement are the sole responsibility
and obligation of City and that City will indemnify Developer and hold Developer
harmless from any and all claims asserted by any broker engaged directly or
indirectly by City for any fees or other compensation related to the subject matter
of this Agreement.
(13) City shall exercise its best efforts to assist with Developer in the
development process.
(14) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(15) With respect to the period during which City has owned or occupied the
Property, and to City's knowledge after reasonable investigation with respect to the
time before City owned or occupied the Property, no person or entity has caused
or permitted materials to be stored, deposited, treated, recycled, or disposed of on,
under or at the Property, which materials, if known to be present, would require
cleanup, removal or some other remedial action under environmental laws.
(16) All city utilities necessary for the development and use of the Property as a
[name of brand] hotel adjoin the Property and Developer shall have the right to
connect to said utilities, subject to City's connection fees.
(17) The representations and warranties contained in this article shall be correct
in all respects on and as of the Closing Date with the same force and effect as if
such representations and warranties had been made on and as of the Closing
Date.
Sincerely,
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Michael C. Van Milligen
City Manager
MCVM:jh
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EXHIBIT E
MEMORANDUM OF DEVELOPMENT AGREEMENT
08082024bai
Prepared by: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
Return to: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
MEMORANDUM OF DEVELOPMENT AGREEMENT
A Development Agreement by and between the City of Dubuque, Iowa, an Iowa municipal
corporation, of Dubuque, Iowa, and Kinseth Hospitality Company, Inc.
was made regarding the following described premises:
legally described as
The Development Agreement is dated for reference purposes the day of
, 20, and contains covenants, conditions, and restrictions concerning the
use of said premises.
This Memorandum of Development Agreement is recorded for the purpose of
constructive notice. In the event of any conflict between the provisions of this
Memorandum and the Development Agreement itself, executed by the parties, the terms
and provisions of the Development Agreement shall prevail. A complete counterpart of
the Development Agreement, together with any amendments thereto, is in the possession
of the City of Dubuque and may be examined at its offices as above provided.
Dated this day of , 20_.
CITY OF DUBUQUE, IOWA
By:
Barry A. Lindahl, Esq., Senior Counsel
STATE OF IOWA
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SS:
DUBUQUE COUNTY
On this day of , 20_, before me, a Notary Public in and for the State of
Iowa, in and for said county, personally appeared Barry A. Lindahl, to me personally
known, who being by me duly sworn did say that he is Senior Counsel of the City of
Dubuque, a Municipal Corporation, created and existing under the laws of the State of
Iowa and that said instrument was signed on behalf of said Municipal corporation by
authority and resolution of its City Council and said Senior Counsel acknowledged said
instrument to be the free act and deed of said Municipal Corporation by it voluntarily
executed.
Notary Public, State of Iowa
EXHIBIT F
PARKING PROPERTY
07172024ba1
EXHIBIT G
SITE PLAN
RESIDENCE INN AND COURTYARD
EXHIBIT H
ACCESS AGREEMENT
(attached)
EXHIBIT I
12.65 ACRE SITE
EXHIBIT J
SPECIAL WARRANTY DEED
Prepared by: Barry A. Lindahl 300 Main Street, Suite 330, Dubuque IA 52001 563 583-4113
Return to: Barry A. Lindahl 300 Main Street, Suite 330, Dubuque IA 52001 563 583-4113
Tax Statement to:
SPECIAL WARRANTY DEED
KNOW ALL MEN BY THESE PRESENTS: that the City of Dubuque, Iowa, a municipal
corporation of the State of Iowa (Grantor), in consideration of the Grantee named below
undertaking the obligations of the Developer under the Development Agreement
described below and the sum of Ten and no/100 Dollars ($10.00) in hand paid, and other
good and valuable consideration, and pursuant to the authority of Chapter 403, Code of
Iowa, does hereby GRANT, SELL AND CONVEY unto Kinseth Hospitality Company, Inc.
the following described parcel(s) situated in the County of Dubuque, State of Iowa, to wit
(the Property):
This Deed is exempt from transfer tax pursuant to Iowa Code section 428A.2(6).
This Deed is given pursuant to the authority of Resolution No. of the City
Council of the City of Dubuque adopted the day of , 20_, the terms
and conditions thereof, if any, having been fulfilled.
This Deed is being delivered in fulfillment of Grantor's obligations under and is
subject to all the terms, provisions, covenants, conditions and restrictions contained in
that certain Development Agreement executed by Grantor and Grantee herein, dated the
day of , 20_ (the Agreement), a memorandum of which was recorded
on the day of , 20_, in the records of the Recorder of Dubuque County,
Iowa, Instrument Number
None of the provisions of the Agreement shall be deemed merged in, affected or
impaired by this Deed.
Grantor hereby covenants to warrant and defend the said premises against the
lawful claims of all persons whomsoever claiming by, through and under it.
Dated this day of , 20_, at Dubuque, Iowa.
ATTEST:
By:
Adrienne N. Breitfelder, City Clerk
STATE OF IOWA
COUNTY OF DUBUQUE
)
)
)
CITY OF DUBUQUE IOWA
By:
Brad M. Cavanagh, Mayor
SS
On this day of , 20_, before me a Notary Public in and for
said County, personally appeared Brad M. Cavanagh and Adrienne N. Breitfelder to me
personally known, who being duly sworn, did say that they are the Mayor and City Clerk,
respectively of the City of Dubuque, Iowa, a Municipal Corporation, created and existing
under the laws of the State of Iowa, and that the seal affixed to the foregoing instrument
is the seal of said Municipal Corporation, and that said instrument was signed and sealed
on behalf of said Municipal Corporation by authority and resolution of its City Council and
said Mayor and City Clerk acknowledged said instrument to be the free act and deed of
said Municipal Corporation by it voluntarily executed.
Notary Public in and for Dubuque County, Iowa
Prepared by: Jill Connors, Economic Development, 1300 Main Street, Dubuque IA 52001, 563 589-4105
Return to: Jill Connors, Economic Development, 1300 Main Street, Dubuque IA 52001, 563 589-4105
RESOLUTION NO. 297-24
APPROVING DISPOSAL OF AN INTEREST IN REAL PROPERTY OWNED BY THE
CITY OF DUBUQUE BY SALE THROUGH A DEVELOPMENT AGREEMENT WITH
KINSETH HOSPITALITY COMPANY, INC.
WHEREAS, the City Council of Dubuque, Iowa, did on September 3, 2024 adopt
an Amended and Restated Urban Renewal Plan for the Greater Downtown Urban
Renewal District ("the Plan") for the Urban Renewal Area described therein; and
WHEREAS, the City of Dubuque, Iowa, is interested in stimulating reinvestment in
the Greater Downtown Urban Renewal District; and
WHEREAS, the Plan provides, among other things, for the disposition of properties
for private development purposes; and
WHEREAS, Kinseth Hospitality Company, Inc. has submitted to the City a
proposal in the form of an offer to purchase (the "Development Agreement") for the
purchase of certain City -owned real property hereinafter described, to wit LOT 2
RIVERWALK 9TH ADDITION ("the Property"), which Development Agreement proposes
Kinseth Hospitality Company, Inc. will undertake the construction of a building located on
the Property as described therein, which Property is the real estate consisting of
approximately 2 acres shown on Exhibit A, and which Development Agreement requests
that this Property be made available for sale as rapidly as possible; and
WHEREAS, Iowa Code Chapter 403 authorizes cities to dispose of property in
furtherance of an urban renewal project and to take other actions as may be necessary
to carry out the purposes of said Chapter, and the Plan similarly authorizes the City to
dispose of property; and
WHEREAS, in compliance with Iowa Code Section 403.8, and to the extent
required by law, Iowa Code Section 364.7, the City Council has set forth its proposal to
dispose of its interests in the Property and the City Clerk published a notice on August
15, 2024 2019 as required by law soliciting competitive proposals for the Property; and
WHEREAS, as of 10:00 a.m. on September 16, 2024, the City Clerk received no
competitive proposals for the Property; and
WHEREAS, the City Council believes it is in the best interest of the City of
Dubuque to approve the Development Agreement proposed by Kinseth Hospitality
Company, Inc. and the sale of the Property as provided in the Development Agreement.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. The Council finds that the transfer of the Property will promote the
purposes of the urban renewal law, Iowa Code Ch. 403 in the City and, together with the
other consideration provided for in the Agreement, that these benefits constitute fair value
for the City's disposal of interests in the Property under Iowa Code Section 403.8.
Section 2. The Development Agreement between the City and Kinseth
Hospitality Company, Inc. including the sale of the Property as provided therein, is hereby
approved.
Section 3. The Mayor is authorized and directed to execute said Development
Agreement on behalf of the City of Dubuque.
Passed, approved and adopted this 16th day of September, 2024.
Brad (Cavanagh, Mayor
Attest:
4C1
Adrienne N. Breitfelder, City Clerk
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:
08/15/2024
and for which the charge is 549.42
Subscribed to before me, a Notar iblic in and for
Dubuque County, Iowa,
this 19th day of August, 2024
Notary
is in and for Dubuque County, Iowa.
kr0+4. efi JANET K. PAPE
a A 5 Commission Number 199659
r 4 My Commission Expires
lave- 12/11/2025
J
Telegraphiierald:6om • Telegraph Herald • Thursday, August.15,2024 3C
CITY OF DUBUQUE IOWA
OFFICIAL NOTICE
RESOLUTION (1) APPROVING THE MINIMUM REQUIREMENTS, COMPETITIVE CRITERIA, AND OFFERING PROCEDURES FOR THE DEVELOPMENT AND THE SALE OF CERTAIN REAL PROPERTY AND IMPROVEMENTS INr
THE GREATER DOWNTOWN URBAN RENEWAL DISTRICT; (2) DETERMINING -HAT THE OFFER TO PURCHASE SUBMITTEDBY KINSETH HOSPITALITY COMPANY, INC. SATISFIES THE OFFERING REQUIREMENTS.WITH
RESPECT TO THE REAL PROPERTY AND IMPROVEMENTS ANDDECLARINGTHEINTENT OFTHE CITY COUNCIL TO APPROVE THE SALE TO KINSETH HOSPITALITY COMPANY, INC-IN THE EVENT THAT NO COMPETING
PROPOSALS ARE SUBMITTED AND (3) SOLICmNG COMPETING PROPOSALS - -
- Whereas, the CityCouncildr Dubuque, Iowa, did on December 18, 2023 adopt an Amended and Restated Urban -Renewal Plan forfhe Greater Downtown -Urban Renewal District ("the Plan") for the Urban Renewal Area
described therein; and - - - - - - - - - -
Whereas, the Plan provides, among -other thin for the disposition offor- - - - p g things, po properties privatedeveloprient purposesasagroposedacommic;development actfom and
Whereas, Icnseth Hospitality Company, Inc. ("Developed has submitted to the City a proposal in the form of an offer to purchase(theteveldpmemggreement")"forthepurchaseof certain City owned real prpperty hereinafter
described ("the Property'), which Development Agreement proposes the Developer vMBunde a the construction al a building located immediately Oda Ipe Harbor Drive -and along East 5? Street as described therein which Property_,
is the real estate consisting nfapprodmately 2 acres shown on ExhibitA, and which oevelopmentAgreementrequests that this Property, be; made avmjablefor sale as rapidly as possible:;encr = -
Whereas, in order to establish reasonably competitive bidding Procedures for the disposition of the Property in accordance with the statutory requirements of Iowa -Code Chapter403, specifically Section 403.8; andtoassure:
that the City extends.a full and'fair opportunity to all developers interested in submitting a proposal, a summary of submission requiremei taartd,minimum requirements and competitive criteria for the Property offering is included herein; and
Whereas, said Developer has signed a Development Agreement with the City, currently on file at the Office of the City Cleric and.•
developers interested in subrlittfng.a proposal for the eafe:gil Whereas; to recognize both the firm proppeaf - f the Property and improvements already received by the City in the form of the Development Agreement, as described above, and to give full and fair opportunity to other
lopme of the Property, this Council should by this Resolution; . - - - - 1) - Set the far market value of the Property for uses in accordance with the Plan; - - - - - -
2) . Approve the minimumrequiremenis antl-cbmpetitive criteria included herein; '
3)- :-Approve.astoformthe DevelopmentAgreemenf; ,_ - .. - 4) Set a datelffieredeipt ofcaipe1ing.proposals and the opening thereof; -- - - - -
-: Declare that the proposatsubrrifftetl by Developer satisfies the minim um requirements of the offering, and that in the event no other qualified proposal is timely submitted, that the City Council intends to ace
proposal and;iuuthhonze therCity Maj.nager to sign the Development Agreement; - -• - - - - - - -- ,
Approve and direct publication of a notice to advise any other person of the opportunity to oompetefor sale.of the Property on the terms and conditions set forth herein; and '
7) Declare that in the event another qualified proposal is timely submitted and accepted, another and future notice will be published on the intent of the City to enter into the resulting contract, as regdiredby law; end-
' Whereas; the City Council believes.it is in the best interest of the City and the Plan to act as expeditiously es possible to sell the Property as set forth herein. -
NOW, THEREFORE, BF E fT RESOLVED BY THE CITY COUNCIL OTECITY HOF DUBUQUE, IOWA; . r - - Section 1.. Thetthe Property shown on_ExhibltA attached hereto,shall be offered for sale in accordance with the terms and conditions containedin this Resolution. - - -
Section 2. That it is hereby. determined that in orderto qualify for consideration forselection:any person must subrmita proposal which meets these minimum requirements:' -
•
1)'. _ - Contains an agreement to 'purchase the Property, shown on ExhibitA, at not Tess than fair market value, which for the purposes of this resolution is hereby determined to be$800,000; ' 2) States the number of hotel rooms that will be created in the proposal's project; ' - .. - _
- 3) , Sets- out or provides to the satisfaction of the City Council the. experience of the principals and key staff who are directly engaged in the performance of contract obligattonsin carrying out projects of similar scale and
character, and .. -
4) . - :Meeker at a minimum, the termsand conditions of the Dev_elopnientAgreement tubn)ited by the Developer including -an agieeiuent to invest approximately 330,000,000to complete consiruction'of the 180=hotel •
rooms in jhe building. -
Section 3. that the DevelopmentAgreement by and beh Teen the City and the Developer be end ishereby approved asto form for the purposes hereinafter stated. . . ,,,,,
Section-4; That for thepurpose of defining the offering of,theProperty for sale, said DevelopmentAgreementshall be deemed to be illustrative of theterms acceptable tothe City with respect to:
1) Timely completion of construction project;
2) - Construction ofmimrnhim improvements.
3) Developer and City obligations: and
4) ' - General -Jenne prof conditions:
Section 5. That the-DevelopmentAgriementsubmited by the Developer satisfies the -requirements -of this offering -ant -in the event that no other qualified proposals -are timely submitted; -that the City.Counal intendsto accept
and approve the Development-AA<eeinent - .• - _ - - . .
Sec tiion 6: That it is hereby determinetithat the Developer possesses the qualifications, Tinancial-resources and legal ability necessary,fo purchase the Property -shown on ExhibitA and to construct,'manage and operate the
site in the manner proposed by this offering in accerdancewit) the Plan, . - . - ... - - .
Section 7.-- Thatthe City Clerk shall receive and retain for public examination the attached DevelopmentAgreement submitted by the Developer and, in the event no other qualified proposals are timely submitted, shall resubmit
the DevelopmentAgreemherhtto the Cty Council for final approval and execution upon expiration of the notice hereinafter prescribed„ - -
Sedion--S Thatthe action of the City Council be considered to be and does hereby constitute notice to all concerned of the intention of this Council in the eventthat no other gasified proposals are timely submlted; toaecept-
' the proposal of the Developer to purchase the Propertyshown en Exhib)tA andto-approve the DevelopmentAgreement by and between City and Developer - - S• ection 9. That the official notice of this;oifenng.and of the intent of the'City, in the event no other qualified proposals aretimely submitted, to approve the Development Agreement, shall be a true copy of this Resolution, but
wilhoutthe attachments referred to herein. • - . - -
!Section 1U.That the *Clerk is authorized add'efirectedto,secure immediate publication ofsaid official noticepin thedelegraph Herald! a newspaper having. a general circulation in the community, by publication of. the text.of •
this Resolution or before the 15'fi day of August, 2024,.. _ ' .. ; ,, .. - - - . -
...-•.---Becbent-l.'That�ilaips-osaisforthesalenigHaR6per pbwrr hibtAwia_'dertice #ie� > #$eEaJasdnm$eOtai berAa. 119-1,3atka.Dffi CledcloeatedoatheMist tlooratQib,Nalf,-_
50 West 13th Street, Dubuque loWa52001. Each pp oppoosal will be opened at the hour of 10.00 a.m. in City Hall, Dubuque, owe on ptember t$, 2024. Said proposers will then be presentedthe City Council at5:00 p.m,, `(same:date-•-
-as opening), 2024, at a beating to be held in the City launch Chambers, Histonc Federal Budding at950 West 6th;Street-Dubuque, Iowa, _ - -
Secddn 12 ThetthemethodofotferingthePm_pertj forsaleassetforthhereinisinsubstantialconformanoewiththeprovisiorisoflowaCodeSection403.8, requidngreasonablecompetttivebiddingproceduresasareherebyprescdbedend.
"fairvalue, - _
Section 13.That the required documents for the submission ofa proposal shall be in substantial conformity with the provisions of this Resolution. _ - -
Section 14. That the City Clerk is hereby.ifominated and appointed as the agent oftheCiiv 0f Dubuque; Iowa to receive proposals forthe sale of the Property on that date and according to theprocedure heremabove specified
for receipt of such proposals and to proceed atsuchtme to formallyacknowledge receipt of each of such proposal by noting the receipt of same in the Minutes of tithe Council; that the City Manager -is hereby authorized and dihe,.ted to -
makepreliminary analysis of each such proposal forcomplianca within& minimum requirements established- by this Council hereinabove. For each proposal that satisfies theserequirements: the City council shall judge the strength oldie
proposal by the competitive criteria established heminabove. The City Council shall then rhakethefinai evaluation and selection of the proposals. _ - - - - - - Section 15.1f, and only if; competing proposals are received and determinedby the Council m meet theminimum requirements described herein, the Developer shall be allowed to amend its proposal in response thereto and t0
deliver same to the,City Manager, by no later than a date determined by the City Council. In such event, the Council shall schedule a subsequent meeting to be held by the Orly Manager at which there shall be a bid -off conducted by -the
City Manager. During such bid -off, each competing bidder shalt bid against the other, starhnswit-the-second proposal received and continuing until such time as each bidder shall decline to improve its Proposal to acquire and redevelop
the Property shown on ExhibitA in response to the last bid of the other bidder or bidders. The period of time to be allowed for such bid -off shall be determined by the City Manager.: The rules of_suchbid-of shall be as determined by the
City Manager of orbefore such bid -off' period and shall be absolute. - - - - - -
Section:16.That in the event another qualified proposatis timely submitted and accepted by the City, -another and further notice shall be -published of the intent of the City of Dubuque, Iowa, to enter Into the resulting
agreement, as - - - -
Passed,_approvedand adopted this 14'" day of August, 2024.
Attest: is/Adrienne N. Weitfelder,.City Clerk..
Is/Brad M. Cavanagh; Mayor
EXHIBIT A -
THE PROPERtY
Port of Dubuque Dual Brand RIBM CY Hotel
501 Bell Street, Dubuque, IA 52001
CONCEPT SITE PLAN
NOT TO SCALE
24248.00
08.12.2024
I q KINSETH
i IOSPITALITY COMPANIES
graY
Port of Dubuque Dual Brand RIBM CY Hotel
501 Bell Street, Dubuque, IA 52001
CONCEPT SITE PLAN
NOT TO SCALE
24248.00
08.12.2024
I 4 KINSETH
i IOSPITALITY COMPANIES
*1 !
AISEILmlw
graY
INLINE
IvQ
ACCESSIBLE
SUITE
CYBM
5,552 SF
Port of Dubuque Dual Brand RIBM CY Hotel
COMMON AREA
21,525 SF
N\\\%\\\\\\
c
❑0❑ ❑O❑ ❑O❑
RIBM
3,931 SF
501 Bell Street, Dubuque, IA 52001
CCE
(CC
EEC
FIRST FLOOR PLAN
SCALE: 1" = 30'-0"
24248.00
08.09.2024
I i11111IIPIII
I Fl KINSETH
HOSPITALITY COMPANIES
graY
0
2
L J
CYBM
7,644 SF
Port of Dubuque Dual Brand RIBM CY Hotel
COMMON AREA
1,442 SF
RIBM
10,311 SF
501 Bell Street, Dubuque, IA 52001
SECOND FLOOR PLAN
SCALE: 1" = 30'-0"
24248.00
08.09.2024
I 4 KINSETH
HOSPITALITY COMPANIES
WaY
COURTYARD BY MARRIOTT
ROOM MATRIX
STANDARD KING
ACC KING
STANDARD QQ
ACC QQ
KING SUITE
INLINE QQ SUITE
ACC INLINE QQ SUITE
TOTAL
5
10
1
6
1
0
0
0
18
4
10
1
6
1
0
0
0
18
3
10
1
6
1
0
0
0
18
2
10
1
6
1
0
0
0
18
1
5
1
2
2
0
1
1
12
TOTAL
45
5
26
6
0
1
1
84
60%
38%
2%
RIBM PROTOYPE
GROSS SF PER KEY = 643 SF
CYBM PROTOYPE
GROSS SF PER KEY = 551 SF
Port of Dubuque Dual Brand RIBM CY Hotel
LEVEL 05
LEVEL 04
LEVEL 03
LEVEL 02
LEVEL 01
501 Bell Street, Dubuque, IA 52001
CYBM
RESIDENCE INN BY MARRIOTT
ROOM MATRIX
K STUDIO
K STUDIO CONNECTOR
ACC K STUDIO
QQ STUDIO
ACC QQ STUDIO
ONE BED END
ACC ONE BED END
TOTAL
5
8
2
2
4
0
2
0
18
4
8
2
2
4
0
2
0
18
3
8
2
2
4
0
2
0
18
2
8
2
2
3
1
2
0
18
1
2
2
1
0
0
1
1
7
TOTAL
34
10
9
15
1
9
1
79
67%
33%
COMMON AREA
RIBM
TOTAL
7,644 SF
1,442 SF
10,311 SF
19,397 SF
7,644 SF
1,442 SF
10,311 SF
19,397 SF
7,644 SF
1,442 SF
10,311 SF
19,397 SF
7,644 SF
1,442 SF
10,311 SF
19,397 SF
5,552 SF
21,525 SF
3,931 SF
31,008 SF
36,208 SF
27,293 SF
45,175 SF
108,596 SF
ROOM MATRIX
NOT TO SCALE
24248.00
08.09.2024
666 SF PER KEY
I q KINSETH
HOSPITALITY COMPANIES