Issuance of Not to Exceed $3,600,000 Sewer Revenue Capital Loan Notes Planning and Design Loan (State Revolving Loan Fund Program) Old Mill Phase III Project – Catfish Creek Sanitary Interceptor Sewer System Middle Fork Copyrighted
June 2, 2025
City of Dubuque ITEMS SET FOR PUBLIC HEARING # 4.
City Council
ITEM TITLE: Proceedings to Set Public Hearing on June 16, 2025 for the
Issuance of Not to Exceed $3,600,000 Sewer Revenue
Capital Loan Notes Planning and Design Loan (State
Revolving Loan Fund Program) Old Mill Phase III Project—
Catfish Creek Sanitary Interceptor Sewer System Middle Fork
SUMMARY: City Manager recommending that a public hearing be set for
June 16, 2025, on the issuance of a not to exceed
$3,600,000 Sewer Revenue Capital Loan Notes Planning and
Design Loan, State Revolving Loan Fund Program, the
proceeds of which will be used to fund the Old Mill Phase III
Project— Catfish Creek Sanitary Interceptor Sewer System
Middle Fork Project.
RESOLUTION To fix a date for a public hearing on proposal
to enter into a Sewer Revenue Loan and Disbursement
Agreement and to borrow money thereunder in a principal
amount not to exceed $3,600,000
SUGGUESTED Receive and File; Adopt Resolution(s), Set Public Hearing for
DISPOSITION: June 16, 2025
ATTAC H M ENTS:
1. Old MIII Rd Phase 3 Middle Fork SRF Set Public Hearing_MVM
Memo_2025_05_28
2. Old MIII Rd Phase 3 Middle Fork SRF Set Public Hearing_Staff memo_2025_05_28
3. 1 st Half Set Hrg Sewer Rev LDA (Old Mill Phase III - Middle Fork) (Dubuque #25
2025)-v1
Page 637 of 2490
Dubuque
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TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Proceedings to Set Public Hearing on June 16, 2025 for the Issuance of
Not to Exceed $3,600,000 Sewer Revenue Capital Loan Notes Planning
and Design Loan (State Revolving Loan Fund Program) Old Mill Phase III
Project— Catfish Creek Sanitary Interceptor Sewer System Middle Fork
DATE: May 28, 2025
Chief Financial Officer Jennifer Larson recommends that a public hearing be set for
June 16, 2025, on the issuance of a not to exceed $3,600,000 Sewer Revenue Capital
Loan Notes Planning and Design Loan, State Revolving Loan Fund Program, the
proceeds of which will be used to fund the Old Mill Phase I II Project— Catfish Creek
Sanitary Interceptor Sewer System Middle Fork Project.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
�Jv'"r,"� Y�,i,r
Michael C. Van Milligen
MCVM/jml
Attachment
cc: Crenna Brumwell, City Attorney
Cori Burbach, Assistant City Manager
Gus Psihoyos, City Engineer
Brian DeMoss, Finance Manager
Page 638 of 2490
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TO: Michael C. Van Milligen, City Manager
FROM: Jennifer Larson, Chief Financial Officer
SUBJECT: Proceedings to Set Public Hearing on June 16, 2025 for the Issuance of Not
to Exceed $3,600,000 Sewer Revenue Capital Loan Notes Planning and
Design Loan (State Revolving Loan Fund Program) Old Mill Phase III Project
— Catfish Creek Sanitary Interceptor Sewer System Middle Fork
DATE: May 28, 2025
INTRODUCTION
The purpose of this memorandum is to provide suggested proceedings to set a public
hearing on the issuance of a not to exceed $3,600,000 Sewer Revenue Capital Loan
Notes Planning and Design Loan (State Revolving Loan Fund Program) Old Mill Phase III
Project— Catfish Creek Sanitary Interceptor Sewer System Middle Fork Project.
BACKGROUND
The adopted FY26 CIP budget includes funds to begin the design of this project utilizing
SRF funds.
DISCUSSION
This project provides systematic upgrades to the Catfish Creek Sanitary Interceptor Sewer
system which branches out along the Middle Fork Catfish creek. The system will also be
upsized along the Middle Fork Catfish Creek from Old Mill Road 9.9 miles to the Dubuque
Industrial Center West. The Catfish Creek Interceptor Sewer was constructed circa 1960.
Extending westward from the Water & Resource Recovery Center, it has allowed for the
development of nearly 2,500 acres over the last two decades which includes residential
subdivisions, the Dubuque Industrial Center West, and service to the Dubuque Metro Solid
Waste Agency. The existing sanitary sewer was identified as being at or exceeding capacity.
The funding request will provide for the design, permitting, and easement acquisition for
sewer upsizing along the Middle Fork interceptor from Old Mill Road to Brunskill Road.
Approved P&D loans are 0% interest for up to three years to cover the costs of engineering
to prepare facility plans and project plans &specifications. The loans are then typically rolled
into a SRF construction loan or repaid by another source of permanent financing.
Page 639 of 2490
ACTION TO BE TAKEN
I respectfully recommend the adoption of the enclosed resolution fixing the date of June 16,
2025, for a public hearing on the proposed issuance not to exceed $3.6 million in Sewer
Revenue Capital Loan Notes Planning and Design Loan (State Revolving Loan Fund
Program) for the Old Mill Phase III Project — Catfish Creek Sanitary Interceptor Sewer
System Middle Fork.
Attachments
cc: Crenna Brumwell, City Attorney
Cori Burbach, Assistant City Manager
Brian DeMoss, Finance Manager
Page 640 of 2490
DORSEY
Y L
May 27, 2025
VIA EMAIL
Jenny Larson
Chief Financial Officer
Dubuque, Iowa
Re: $3,600,000 SRF Sewer Revenue Loan and Disbursement Agreement
File No. 430411
Dear Jenny:
We have prepared and attach proceedings for use at the June 2, 2025, City Council
meeting to set June 16, 2025, as the date for a hearing on the proposal to enter into the SRF
Sewer Revenue Loan and Disbursement Agreement (the "Agreement") in connection with the
Old Mill Phase III Project—Catfish Creek Sanitary Interceptor Sewer System Middle Fork.
The documents attached include the following items:
1. Resolution fixing the date of ineeting at which it is proposed to take action to
enter into the Agreement. The form of notice is set out in Section 2 of the resolution.
2. Attestation Certificate with respect to the validity of the transcript.
3. Organization and Establishment Certificate.
4. Outstanding Debt Certificate with respect to the outstanding debt of the Sewer
Utility.
5. Publication Certificate with respect to publication of the notice, to which must be
attached the publisher's affidavit of publication with a clipping of the notice as published.
The notice must be published at least once, not less than four (4) and not more than
twenty (20) days before the meeting date set for the hearing, in a legal newspaper which has a
general circulation in Dubuque. The last date on which this notice can be effectivel�published
is June 12, 2025.
As soon as the notice appears in the newspaper, please have a copy scanned and emailed
to me.
8oi Grand Avenue�Suite qioo�Des Moines,IA I 5o3o9-HOOz I T 515•z83•1o00�dorsey.com
Page 641 of 2490
Please return one fully executed copy of these proceedings to us as soon as they are
available.
Please call me if you have questions.
Best regards,
David D. Grossklaus
John P. Danos
Attachments
cc: Crenna Brumwell
Adrienne Breitfelder
Maxwell O'Brien
Todd Irwin
Tionna Pooler
Tracy Scebold
Tony Toigo
Lee Wagner
DORSEY&WHITNEY LLP
Page 642 of 2490
Dubuque/ 430411/1"'/z - Sewer Rev (Phase III — Middle Fork)
MINUTES TO SET DATE FOR HEARING
ON ENTERING INTO A LOAN AND
DISBURSEMENT AGREEMENT
430411 (N/I)
Dubuque, Iowa
June 2, 2025
The City Council of the City of Dubuque, Iowa, met on June 2, 2025, at 6:30 p.m., at the
Historic Federal Building, 350 W. 6th St, Second Floor Council Chambers, Dubuque, Iowa.
The Mayor presided and the roll was called showing the following members of the Council
present and absent:
Present: Mayor Cavanagh, Council Members Farber, Jones, Resnick, Roussell, Sprank,
Wethal
Absent:
• • Other Business- -
MOTION TO APPROVE RESOLUTION
Council Member Roussell introduced the resolution hereinafter next set out and moved
its adoption, seconded by Council Member Sprank; and after due consideration thereof by the
Council, the Mayor put the question upon the adoption of the said resolution and the roll being
called, the following named Council Members voted:
Ayes: Cavanagh, Roussell, Wethal, Sprank, Resnick, Farber, Jones
Nays:
Whereupon, the Mayor declared the resolution duly adopted as follows:
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque/ 430411/1" %: -Sewer Rev (Phase III -Middle Fork)
RESOLUTION NO. 190-25
Resolution to fix a date for a public hearing on proposal to enter into a Sewer
Revenue Loan and Disbursement Agreement and to borrow money thereunder in a
principal amount not to exceed $3,600,000
WHEREAS, the City of Dubuque (the "City"), in Dubuque County, State of Iowa, did
heretofore establish a Municipal Sanitary Sewer System (the "Utility") in and for the City which
has continuously supplied sanitary sewer service in and to the City and its inhabitants since its
establishment; and
WHEREAS, the management and control of the Utility are vested in the City Council (the
"Council") and no board of trustees exists for this purpose; and
WHEREAS, pursuant to prior resolutions of the Council, the City has heretofore issued
Sewer Revenue bonds or notes as set forth on attached outstanding debt certificate, and a portion
of such prior Sewer Revenue debt remains outstanding (the "Outstanding Indebtedness"); and
WHEREAS, pursuant to the resolutions relating to and authorizing the Outstanding
Indebtedness (the "Outstanding Bond Resolutions") the City reserved the right to issue additional
obligations payable from the net revenues of the Utility and ranking on a parity with the
Outstanding Indebtedness under the terms and conditions set forth in the Outstanding Bond
Resolutions; and
WHEREAS, the City now proposes to enter into a Sewer Revenue Loan and Disbursement
Agreement (the "Agreement") and to borrow money thereunder in a principal amount not to exceed
$3,600,000, pursuant to the provisions of Section 384.24A of the Code of Iowa, for the purpose of
paying the cost, to that extent, of planning, designing and constructing improvements and
extensions to the Utility (the "Project"), and it is necessary to fix a date of meeting of the Council
at which it is proposed to take action to enter into the Agreement and to give notice thereof as
required by such law;
NOW, THEREFORE, Be It Resolved by the City Council of the City of Dubuque, Iowa,
as follows:
Section 1. This City Council shall meet on June 16, 2025, at 6:30 p.m., at the Historic
Federal Building, 350 W. 6�h St, Second Floor Council Chambers, at which time and place a
hearing will be held and proceedings will be instituted and action taken to enter into the
Agreement.
Section 2. The City Clerk is hereby directed to give notice of the proposed action on
the Agreement setting forth the amount and purpose thereof, the time when and place where the
said meeting will be held, by publication at least once, not less than four (4) and not more than
twenty (20) days before the meeting, in a legal newspaper which has a general circulation in the
City. The notice shall be in substantially the following form:
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque/4304ll/ls�'/z-Sewer Rev(Phase III—Middle Fork)
NOTICE OF PROPOSED ACTION TO INSTITUTE
PROCEEDINGS TO ENTER INTO A LOAN AND DISBURSEMENT AGREEMENT
IN A PRINCIPAL AMOUNT NOT TO EXCEED $3,600,000
(SEWER REVENUE)
The City Council of the City of Dubuque, Iowa, will meet on June 16, 2025, at 6:30 p.m.,
at the Historic Federal Building, 350 W. 6th St, Second Floor Council Chambers, for the purpose
of instituting proceedings and taking action to enter into a loan and disbursement agreement (the
"Agreement") and to borrow money thereunder in a principal amount not to exceed $3,600,000
for the purpose of paying the cost, to that extent, of planning, designing and constructing
improvements and extensions to the Municipal Sanitary Sewer System (the "Utility") of the City.
The Agreement will not constitute a general obligation of the City, nor will it be payable
in any manner by taxation but, together with the City's outstanding Sewer Revenue Indebtedness
and any additional obligations of the City as may be hereafter issued and outstanding from time
to time ranking on a parity therewith, will be payable solely and only from the Net Revenues of
the Utility.
At that time and place, oral or written objections may be filed or made to the proposal to
enter into the Agreement. After receiving objections, the City may determine to enter into the
Agreement, in which case, the decision will be final unless appealed to the District Court within
fifteen (15) days thereafter.
By order of the City Council of the City of Dubuque, Iowa.
Adrienne Breitfelder
City Clerk
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DORSEY&WffiTNEY LLP,ATTORNEYS,DES MOINES,IOWA
Page 645 of 2490
Dubuque/ 43041 l/1"'h -Sewer Rev (Phase Ill —Middle Fork)
Section 3. Pursuant to Section 1.150-2 of the Income Tax Regulations (the
"Regulations") of the Internal Revenue Service, the City declares (a) that it intends to undertake
the Project which is reasonably estimated to cost approximately $23,000,000, (b) that other than
(i) expenditures to be paid or reimbursed from sources other than the issuance of bonds, notes or
other obligations (the "Bonds"), or (ii) expenditures made not earlier than 60 days prior to the date
of this Resolution or a previous intent resolution of the City, or (iii) expenditures amounting to the
lesser of $100,000 or 5% of the proceeds of the Bonds, or (iv) expenditures constituting
preliminary expenditures as defined in Section 1.150-2(f)(2) of the Regulations, no expenditures
for the Project have heretofore been made by the City and no expenditures will be made by the
City until after the date of this Resolution or a prior intent resolution of the City, and (c) that the
City reasonably expects to reimburse the expenditures made for costs of the City out of the
proceeds of the Bonds. This declaration is a declaration of official intent adopted pursuant to
Section 1.150-2 of the Regulations.
Section 4. All resolutions or parts of resolutions in conflict herewith are hereby
repealed to the extent of such conflict.
Section 5. This resolution shall be in full force and effect immediately upon its
adoption and approval, as provided by law.
Passed and approved June 2, 2025.
or
Attest:
City Clerk
• • Other Business- -
On motion and vote, the meeting adjourned.
Attest:
City Clerk
ayor
-4-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque/ 43041 l/1" '/a - Sewer Rev (Phase Ill — Middle Fork)
ATTESTATION CERTIFICATE:
STATE OF IOWA
COUNTY OF DUBUQUE SS:
CITY OF DUBUQUE
I, the undersigned, City Clerk of the City of Dubuque, Iowa, do hereby certify that attached
hereto is a true and correct copy of the proceedings of the City Council relating to fixing a date for
hearing on the City Council's proposal to take action in connection with a Sewer Revenue Loan
and Disbursement Agreement.
WITNESS MY HAND this 3 day of JUff , 2025.
-5-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque/ 430411/V"/z - Sewer Rev (Phase III — Middle Fork)
ORGANIZATION AND ESTABLISHMENT CERTIFICATE:
STATE OF IOWA
COUNTY OF DUBUQUE SS:
CITY OF DUBUQUE
I, the undersigned City Clerk, do hereby certify that the aforementioned City is organized
and operating under the provisions of Title IX of the Code of Iowa and not under any special
charter and that such City is operating under the Council -manager -ward form of government and
that there is not pending or threatened any question or litigation whatsoever touching the
incorporation of the City, the inclusion of any territory within its limits or the incumbency in office
of any of the officials hereinafter named.
And I do further certify that the following named parties are officials of the City as
indicated:
Brad Cavanagh
, Mayor
Michael Van Milligen
, City Manager
Jennifer Larson
, Chief Financial Officer
Adrienne Breitfelder
, City Clerk
Jennifer Larson
, City Treasurer
Danny Sprank
, Council Member/Mayor Pro Tern
Susan Farber
, Council Member
Ric Jones
, Council Member
David Resnick
, Council Member
Laura Roussell
, Council Member
K4ty Wethal
, Council Member
And I do further certify that the City has provided for the office of Treasurer, and the
Council has selected the Treasurer.
I further certify that the City
established the Municipal Sanitary Sewer System (the
"Utility"), and that the Utility has been
in continuous operation by the City since its establishment
as aforesaid in supplying sanitary sewer service to the City and its inhabitants.
-6-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque/ 430411/1"'/2 - Sewer Rev (Phase III — Middle Fork)
I further certify that the management and control of the Utility are vested in the City
Council of the City, and that no board of trustees exists which has any part of the control and
management of such Utility.
WITNESS MY HAND this 3 day of JUYIC , 2025.
�� / i� City Clerk
-7-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque/ 430411/1" %: - Sewer Rev (Phase III — Middle Fork)
OUTSTANDING DEBT CERTIFICATE:
STATE OF IOWA
COUNTY OF DUBUQUE SS:
CITY OF DUBUQUE
I, the undersigned, City Clerk of the City of Dubuque, Iowa (the "City"), do hereby certify
that the City has no bonds or other obligations of any kind now outstanding which are secured by
and payable from the revenues derived from the operation of the Municipal Sanitary Sewer System
(the "Utility"), except as follows:
Date Type
1/13/10
SRF Sanitary Revenue
5/31/13
SRF Sanitary Revenue
08/18/10
SRF Sanitary Revenue
04/19/13
SRF Sanitary Revenue
03/08/19
SRF Sanitary Revenue
06/03/23
WQF Sanitary Revenue
9/20/24
SRF Sanitary Revenue
Principal Amount
Outstanding Maturity
$285,000.00
6/1/30
$1,172,000.00
6/1/31
$44,755,000.00
6/1/39
$1,366,000.00
6/1/33
$1,781,000.00
6/1/38
$204,650.00
6/1/43
$1,134,296.77
6/1/45
(Attach here a separate sheet listing any outstanding obligations of the City
secured by and payable from the revenues of the Utility, excluding the
proposed issue.)
WITNESS MY HAND this ( 61`r)
day of J A;0e 92025.
oil � k4A
City Clerk
-1-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque/ 43041 l/1 "/2 - Sewer Rev (Phase III — Middle Fork)
PUBLICATION CERTIFICATE:
STATE OF IOWA
COUNTY OF DUBUQUE SS:
CITY OF DUBUQUE
I, the undersigned, City Clerk of the City of Dubuque, Iowa, do hereby certify that pursuant
to the resolution of its City Council fixing a date of meeting at which it is proposed to take action
to enter into a loan and disbursement agreement, the notice, of which the printed slip attached to
the publisher's affidavit hereto attached is a true and complete copy, was published on the date
and in the newspaper specified in such affidavit, which newspaper has a general circulation in the
City. / +�^
WITNESS MY HAND this V day of J—U IC , 2025.
City Clerk
(Attach here the publisher's original affidavit with clipping of the notice, as published.)
-9-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
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:
06/06/2025
and for which the charge is 31.35
Subscribed to before me, a Notary Public in and for
Dubuque County, Iowa,
this 6th day of June, 2025
�'/ - owac/
Notary Pu li in and for Dubuqd County, Iowa.
of:I s JANET K. RAPE
z r Commission Number 199659
'` My Commission Expires
W N • 12/11 /2025
Ad text
CITY OF DUBUQUE, IOWA
OFFICIAL NOTICE
NOTICE OF PROPOSED ACTION TO INSTITUTE
PROCEEDINGS TO ENTER INTO A LOAN AND DISBURSEMENT AGREEMENT
IN A PRINCIPAL AMOUNT NOT TO EXCEED $3,600,000
(SEWER REVENUE)
The City Council of the City of Dubuque, Iowa, will meet on
June 16, 2025, at 6:30 p.m., at the Historic Federal Building,
350 W. 6th St, Second Floor Council Chambers, for the purpose
of instituting proceedings and taking action to enter into a
loan and disbursement agreement (the ?Agreement?) and to
borrow money thereunder in a principal amount not to exceed
$3,600,000 for the purpose of paying the cost, to that extent,
of planning, designing and constructing improvements and
extensions to the Municipal Sanitary Sewer System (the
?Utility?) of the City.
The Agreement will not constitute a general obligation of
the City, nor will it be payable in any manner by taxation
but, together with the Citys outstanding Sewer Revenue
Indebtedness and any additional obligations of the City as may
be hereafter issued and outstanding from time to time ranking
on a parity therewith, will be payable solely and only from
the Net Revenues of the Utility.
At that time and place, oral or written objections may be
filed or made to the proposal to enter into the Agreement.
After receiving objections, the City may determine to enter
into the Agreement, in which case, the decision will be final
unless appealed to the District Court within fifteen (15) days
thereafter.
By order of the City Council of the City of Dubuque, Iowa.
Adrienne Breitfelder
City Clerk
It 6/6
801 Grand Avenue | Suite 4100 | Des Moines, IA | 50309-8002 | T 515.283.1000 | dorsey.com
May 28, 2025
VIA EMAIL
Jenny Larson
Chief Financial Officer
City Hall
Dubuque, Iowa
Re: 2025-2029 SRF Sewer – Old Mill Phase III Project (Catfish Creek Middle Fork)
Client No. 430411
Dear Jenny:
Thank you for asking Dorsey & Whitney LLP (the “Firm”) to provide limited bond
counsel services to the City of Dubuque, Iowa (the “Borrower”) regarding the 2025-2029 SRF
Sewer – Old Mill Phase III Project (Catfish Creek Middle Fork) (the “Project”) to be financed
through the Iowa Finance Authority’s (“IFA”) State Revolving Fund Loan Program (the “SRF
Program”). It is our understanding the Borrower has engaged Independent Public Advisors,
LLC as its municipal advisor (the “Municipal Advisor”), and the City will undertake an RFQ
process to select a consulting engineer (the “Engineer”) for the Project.
Because clear and timely communication is important for serving clients well, we want
to begin by stating mutual understandings about services and charges.
Services. We will provide limited bond counsel legal services related to the financing
of the Project through the SRF Program. It is our understanding the Borrower will first enter
into a Planning and Design Loan (the “P&D Loan”) to cover engineering expenses while the
Project is designed. Subsequently, the Borrower will let the contract (the “Bid Letting”) for the
construction of the Project and enter into a long-term loan (the “Bond Issuance”) in the
approximate principal amount of $23,000,000 to finance construction of the Project.
Eligibility for participation in the SRF Program and loans made pursuant to the LDA
(as hereinafter defined) are determined by the SRF Program pursuant to state and federal
regulations, and the SRF Program’s intended use plan (the “IUP”). It is our understanding
the terms of the financing will be established pursuant to SRF Program requirements and will
be reflected in a Loan and Disbursement Agreement (the “LDA”).
Our responsibility in providing these limited bond counsel services is to coordinate the
legal proceedings necessary to enable the Borrower to authorize the P&D Loan, conduct the
Bid Letting and authorize the Bond Issuance under State of Iowa (“State”) law and federal
law. We will prepare appropriate resolutions, notices and certificates, consult with the
Municipal Advisor and Engineer and, at closing of both the P&D Loan and the Bond Issuance,
we will provide a written legal opinion addressed to the Borrower and IFA confirming that (i)
the bonds are valid and binding obligations of the Borrower; and (ii) with respect to the Bond
Issuance, the interest income will be excluded from gross income for federal income tax
purposes. We will also provide a written legal opinion addressed to the Borrower and IFA
confirming that the Bid Letting procedures complied with Iowa public bidding requirements.
Page 2
Our limited bond counsel services will not include (1) the determination of eligibility
under the SRF Program or (2) any negotiation of the terms of the P&D Loan, the Bond
Issuance, the LDA (including rates, maturity dates, amortization schedules, and
source/security for repayment of the loan), or any other terms and requirements established
by the SRF Program. Eligibility for participation in the SRF Program and loans made pursuant
to the LDA are determined by the SRF Program pursuant to state and federal regulations.
We understand the Engineer and the Municipal Advisor will assist the Borrower with eligibility
and other programmatic requirements. Although the Firm will receive this information to carry
out our scope of services, we will not be representing the Borrower regarding these issues.
Other Representations/Consent: As mentioned above, our principal task for the
Borrower is to prepare documents that conform to the requirements and the terms of the SRF
Program and to facilitate and document the due authorization thereof based upon the
information provided by the Engineer, Municipal Advisor, and the SRF Program.
You should be aware that we serve as program and bond counsel (“Program
Counsel”) to IFA with respect to its SRF Program and, as a result, we will prepare the form
LDA for IFA by populating the LDA with the terms of the LDA as provided by the SRF
Program. As discussed herein, the terms of the financing are established pursuant to the
approved SRF Program documents and regulations and are generally not negotiable.
Therefore, we will not be representing the Borrower with the regard to the loan terms.
Because the terms are generally not negotiable, we do not believe that our simultaneously
acting as Program Counsel to IFA with respect to the SRF Program will present any
impediment to providing the limited bond counsel services identified herein to the Borrower.
We request that a signed copy of this letter be returned to indicate agreement on the
following:
1. The Borrower has engaged this Firm to provide limited bond counsel services
as set forth herein. The Borrower, by acceptance of this engagement,
acknowledges the Firm does not and will not represent the Borrower with
respect to the LDA.
2. This Firm currently represents IFA as Program Counsel to the SRF Program.
The Borrower consents to our representation of IFA in connection with the LDA.
3. It is mutually understood that our limited bond counsel services outlined above
are solely for the benefit of the Borrower.
4. The Borrower has had the opportunity to review these agreements with its legal
counsel. Please note that IFA has consented to the Firm’s representation on
this matter as Program Counsel.
Completing Our Services. We intend and expect to complete our services to your
satisfaction. Our engagement ends upon the closing of the Bond Issuance. Prior to the
completion of our services, we will withdraw from representation upon client request. We
may also withdraw in the manner and for the reasons provided by judicial and professional
Page 3
rules, such as if our fees are not paid timely. At the conclusion of representation, a client may
request a copy of any client files or papers to which the client is entitled, for which we may
charge a reasonable fee for the cost of gathering and/or producing electronic documents.
Fees, Disbursements and Billing. Based upon (i) our current understanding of the
terms, structure, size and schedule of the Project and the financing plan; (ii) the duties we will
undertake; (iii) the time we anticipate devoting to the representation; and (iv) the
responsibilities we assume; we estimate that our fees and expenses related to the P&D Loan,
the Bid Letting and the Bond Issuance will be $32,000. We will bill up to $4,000 of this amount
shortly after closing of the P&D Loan, with the balance to be billed after closing of the Bond
Issuance. Our fees may also be affected by factors such as additional credit facilities or
multiple Bid Letting processes, unusual time constraints, use of prior work product, and
overall value of the services. Although we attempt to estimate the fees for this engagement,
legal representations often involve variables that make it difficult or impossible to estimate
fees accurately, and we will consult with the Borrower regarding any adjustments to the fees
set forth above. Disbursements for certain items, such as filing fees and travel expenses are
usually advanced by us, then billed to clients.
If these arrangements are acceptable to you, please have this letter executed in the
space below and scan and email an executed copy to lemke.susan@dorsey.com. If you have
questions, please call me at 515-283-1000.
We look forward to working with you. Thank you for the opportunity to serve the
Borrower.
Best regards,
John P. Danos
David D. Grossklaus
JPD/sl
cc: Crenna Brumwell
Accepted and agreed to this ____ day of ____________________, 2025.
City of Dubuque, Iowa
By:____________________________
May28th