Proceedings to Complete Action on the Issuance of $761,000 Sewer Revenue Capital Loan Notes (State Revolving Loan Fund Program) Green Alley Sponsorship ProjectCity of Dubuque
City Council
ACTION ITEMS # 3.
Copyrighted
July 7, 2025
ITEM TITLE: Proceedings to Complete Action on the Issuance of $761,000
Sewer Revenue Capital Loan Notes (State Revolving Loan
Fund Program) Green Alley Sponsorship Project
SUMMARY: City Manager recommending City Council approval of the
suggested proceedings to complete action required on the
issuance of not to exceed $761,000 Stormwater Revenue
Loan and Disbursement Agreement — Sponsorship Project
Amendment Green Alley.
RESOLUTION Authorizing and approving a Loan and
Disbursement Agreement, providing for the issuance and
securing the payment of $761,000 Storm Water Revenue
Bonds, Series 2025 and authorizing the related reduction of
the interest rate on the Stormwater Management Utility
Revenue Capital Loan Note No. R-1, Series 2019, dated April
12, 2019
SUGGUESTED Receive and File; Adopt Resolution(s)
DISPOSITION:
ATTACHMENTS:
1. MVM Memo Green Alley Sponsorship SRF Complete Action_MVM
memo_2025_07_02
2. Green Alley Sponsorship SRF Complete Actin —Staff memo_2025_07_02
3. 2nd Half Iss Only Storm Water Rev LDA (Green Alley) (Dubuque #21 2025)-v2
4. Final Delivery Certificate - (WRR No Interest - Rev) (Dubuque #21 2025)-v1
5. First Amendment to LDA - Rev WRR (Dubuque #21 2025)-v1
6. Dubuque - SP Amendment - 1.06%-v2
7. Bond (WRR - Rev) (Dubuque #21 2025)-v1
8. Water Resource Restoration LDA No Interest Loan - Rev (Dubuque #21 2025)-v2
9. Dubuque - SP - 0% - $761 K - 7.25.25-v1
Page 579 of 678
THE C
DUUB--'*--TE
Masterpiece on the Mississippi
TO: The Honorable Mayor and City Council Members
Dubuque
All-Anerin City
I
II
2007.2012.2013
2017*2019
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Proceedings to Complete Action on the Issuance of Not to Exceed
$761,000 Stormwater Revenue Loan and Disbursement Agreement —
Sponsorship Project Amendment 2024 Green Alley Project
DATE: July 2, 2025
Chief Financial Officer Jennifer Larson is recommending City Council approval of the
suggested proceedings to complete action required on the issuance of not to exceed
$761,000 Stormwater Revenue Loan and Disbursement Agreement — Sponsorship
Project Amendment Green Alley. The Upper Bee Branch Stormwater Management
Utility Revenue Capital Loan Note, Series 2019, dated April 12, 2019, will also be
amended by decreasing the interest rate from 1.75% to 1.06% to fund the 2024 Green
Alley sponsorship project.
The proceeds of which will be used to pay construction costs for the reconstruction of
three alleys in the downtown area. These alleys include the reconstruction of the alleys
(2) between Iowa Street and Central Avenue from 15th to 17th streets. The third alley
will be reconstructed between Central Avenue and White Street from 17th to 18th
streets. The project will include replacement of water and sewer utilities in the corridor,
including replacing private services for water and sewer. The private water services that
are lead will be replaced from the main to the buildings.
The City of Dubuque was approved for partial funding for this project through the Clean
Water SRF Sponsorship Project program. The SRF Sponsorship Project is related to the
Upper Bee Branch Stormwater SRF loan and will provide $761,000 needed to construct
the improvements associated with the three alleys in the downtown area.
The funding of the $761,000 in improvements will come from interest payments of the
City's Upper Bee Branch Stormwater loan which will be returned to the City to fund the
2024 Green Alley Project.
In 2009, legislation was passed in Iowa that allows water utilities that issue debt through
the Clean Water State Revolving Fund Program to sponsor and help finance other water
quality improvement (CWSRF) projects within or outside its service limits. This new
funding mechanism, called Water Resource Restoration Sponsored Projects, will provide
Page 580 of 678
cities, counties, local watershed organizations, watershed management authorities,
county conservation boards, and soil and water conservation districts a funding source to
construct improvements throughout a watershed that keep sediment, nutrients, chemicals
and other pollutants out of streams and lakes.
Repayment of a standard Clean Water SRF (CWSRF) loan includes the repayment of the
original loan amount, the principal, and the cost to finance the loan, interest, and fees. On
a CWSRF loan with a sponsored project, the financing costs are reduced by the amount
of the cost of the sponsored project improvements. Figure 1 shows a comparison between
a standard CWSRF loan and a CWSRF loan with a sponsorship project. As shown, the
total cost to the utility (the total of loan repayments) remains unchanged as the cost of
funding for the sponsorship project is offset by a reduction in loan financing costs. In
essence, two water quality projects are completed for the price of one.
d Funding for Sponsorship Project
c
E
r Loan Financing Costs
a
z
c
(Interest & Fees)
0
0
u CWSRF Project Loan Principal
cap oac
ed-
`SQ°cso9toN
Os.0
Figure 1. Loan repayment comparison between a standard CWSRF loan and a CWSRF loan
with a sponsorship project.
The State of Iowa has discontinued the sponsored project option for future debt
issuances.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
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 581 of 678
THE CITY OF
DUB E
Masterpiece on the Mississippi
TO: Michael C. Van Milligen, City Manager
FROM: Jennifer Larson, Chief Financial Officer
Dubuque
AI -America City
II
2007 • 2012 •2013
SUBJECT: Proceedings to Complete Action on the Issuance of Not to Exceed $761,000
Stormwater Revenue Loan and Disbursement Agreement — Sponsorship
Project Amendment 2024 Green Alley Project
DATE: July 2, 2025
INTRODUCTION
The purpose of this memorandum is to provide suggested proceedings to complete action
required on the issuance of a not to exceed $761,000 Stormwater Revenue Loan and
Disbursement Agreement — Sponsorship Project Amendment Green Alley. The Upper Bee
Branch Stormwater Management Utility Revenue Capital Loan Note, Series 2019, dated
April 12, 2019, will also be amended by decreasing the interest rate from 1.75% to 1.06%
to fund the 2024 Green Alley sponsorship project.
DISCUSSION
This project will include the reconstruction of three alleys in the downtown area. These
alleys include the reconstruction of the alleys (2) between Iowa Street and Central Avenue
from 15th to 17th streets. The third alley will be reconstructed between Central Avenue
and White Street from 17th to 18th streets. The project will include replacement of water
and sewer utilities in the corridor, including replacing private services for water and sewer.
The private water services that are lead will be replaced from the main to the buildings.
The alley between Iowa Street and Central Avenue from 15t" to 16t" streets is planned to
have special design for the pavers. Voices Studio approached the city to consider
installing the pavers in this alley using a mosaic look. This mosaic pattern was developed
by regional artists to pay respect to the native people of the land Dubuque occupies
The City of Dubuque was approved for partial funding for this project through the Clean
Water SRF Sponsorship Project program. The SRF Sponsorship Project is related to the
Upper Bee Branch Stormwater SRF loan and will provide $761,000 needed to construct the
improvements associated with the three alleys in the downtown area.
Page 582 of 678
The funding of the $761,000 in improvements will come from interest payments of the City's
Upper Bee Branch Stormwater loan which will be returned to the City to fund the 2024 Green
Alley Project.
In 2009, legislation was passed in Iowa that allows water utilities that issue debt through the
Clean Water State Revolving Fund Program to sponsor and help finance other water quality
improvement (CWSRF) projects within or outside its service limits. This new funding
mechanism, called Water Resource Restoration Sponsored Projects, will provide cities,
counties, local watershed organizations, watershed management authorities, county
conservation boards, and soil and water conservation districts a funding source to construct
improvements throughout a watershed that keep sediment, nutrients, chemicals and other
pollutants out of streams and lakes.
Repayment of a standard Clean Water SRF (CWSRF) loan includes the repayment of the
original loan amount, the principal, and the cost to finance the loan, interest, and fees. On a
CWSRF loan with a sponsored project, the financing costs are reduced by the amount of
the cost of the sponsored project improvements. Figure 1 shows a comparison between a
standard CWSRF loan and a CWSRF loan with a sponsorship project. As shown, the total
cost to the utility (the total of loan repayments) remains unchanged as the cost of funding
for the sponsorship project is offset by a reduction in loan financing costs. In essence, two
water quality projects are completed for the price of one.
/ u Funding for Sponsorship Project
c
v
E
u Loan Financing Costs
aa, (Interest & Fees)
z
c
0
u CWSRF Project Loan Principal
`o
0
ti
S�F 1°ac
rya aF Sre
Figure 1. Loan repayment comparison between a standard CWSRF loan and a CWSRF loan
with a sponsorship project.
The State of Iowa has discontinued the sponsored project option for future debt issuances.
ACTION TO BE TAKEN
I respectfully recommend the adoption of the enclosed resolution to complete the action
required on the $761,000 in Stormwater Revenue Loan Notes (State Revolving Loan Fund
Program) for the 2024 Green Alley Sponsorship Project.
Attachments
Page 583 of 678
cc: Crenna Brumwell, City Attorney
Cori Burbach, Assistant City Manager
Brian DeMoss, Finance Manager
Gus Psihoyos, City Engineer
Page 584 of 678
July 1, 2025
VIA EMAIL
Jenny Larson
Chief Financial Officer
Dubuque, Iowa
Re: Dubuque, Iowa
$761,000 SRF Storm
File No. 430411-21
Dear Jenny:
DO R S EY
DORSEY+WHITNEY LLP
Water Revenue Loan and Disbursement Agreement
We have prepared and attach proceedings to be used at the July 7, 2025, City Council
meeting to enable the Council to adopt the resolution (the "Resolution") approving the Storm
Water Revenue Loan and Disbursement Agreement (the "Agreement"), providing for the issuance
of the Storm Water Revenue Bond, Series 2025 (the "Bond"), and providing for the corresponding
interest rate reduction on the City's outstanding Stormwater Management Utility Revenue Capital
Loan Note No. R-1, Series 2019 in connection with the SRF Green Alley Sponsored Project.
The proceedings attached include the following items:
1. Minutes of the July 7, 2025, meeting providing for the adoption of the Resolution.
The form of Bond, Treasurer's Certificate and Assignment are included as part of the Resolution
but need not be completed or executed as they are adopted only as to form.
2. Certificate attesting to the transcript.
Establishment and non -litigation certificate with respect to the Water Utility.
Also attached, we have prepared and attach the Bond. Please have the Bond signed as
indicated, and return it to us so that we can deliver it to the lender at the time of closing. Please
note that the Bond has signature blocks for the Mayor, the City Clerk and the City Treasurer.
In addition, we have attached the Closing Certificate for execution by the City Clerk and
the Mayor. Please review the Certificate for any inaccuracies and return the executed Certificate
to our office.
We have also attached the Agreement for execution by the Mayor and the City Clerk.
Please print the Agreement and have it executed as indicated. After the Agreement has been
8oi Grand Avenue I Suite 4100 1 Des Moines, IA 1 5o3og-800z 1 T 51-5.283.2-000 1 dorsey.com
Page 585 of 678
Page 2
C)ORSEY
signed, please return it to us so that we can have it signed on behalf of the Iowa Finance Authority,
after which we will furnish you with a fully executed copy for the City's records.
Finally, we have attached the First Amendment to Loan and Disbursement Agreement
related to the reduction of the interest rate on the Stormwater Management Utility Revenue Capital
Loan Note No. R-1, Series 2019, dated April 12, 2019. Please have the Amendment executed as
indicated, and return a signed copy to our office. We will have the Amendment executed on behalf
of the Iowa Finance Authority, after which we will furnish you with a fully executed copy.
Please call me if you have questions.
Best regards,
David D. Grossklaus
John P. Danos
Attachments
cc: Crenna Bramwell
Adrienne Breitfelder
Jon Dienst
Jason Duba
Wally Wernimont
Tionna Pooler
Tracy Scebold
Tony Toigo
Lee Wagner
DORSEY & WHITNEY LLP
Page 586 of 678
Dubuque / 4304I 1-21 / 2"''h Iss - Stonn Water Rev (Green Alley)
(Issuance — Storm Water Revenue)
430411-21
Dubuque, Iowa
July 7, 2025
The City Council of the City of Dubuque, Iowa, met on July 7, 2025, at 6:30 p.m., at the
Historic Federal Building, 350 W. 61h St, Second Floor Council Chambers, Dubuque, Iowa.
The meeting was called to order by the Mayor, and the roll was called showing the
following Council Members present and absent:
Present: �iaYor Coymo,41' COuncj j M,-MkerS Farber, ,Jm)e5 pesr+ick RousSr-11, .spr��k,
Absent:
• • Other Business- -
MOTION TO APPROVE RESOLUTION
(,lei 0
The City Council took up for consideration a resolution authorizing and approving a Loan
and Disbursement Agreement and providing for the issuance and securing the payment of Storm
Water Revenue Bonds.
After due consideration and discussion, Council Member FoAc.r introduced
the following resolution and moved its adoption, seconded by Council Member
Re s 11 CK . The Mayor put the question upon the adoption of said resolution, and the
roll being called, the following Council Members voted:
Ayes: 6 5se l i, We } d, jone5, SPMAn - Farb, RCA' -A,
Nays:
Whereupon, the Mayor declared the resolution duly adopted as hereinafter set out.
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque / 430411-21 / 2"`''/z Iss — Storm Water Rev (Green Alley)
RESOLUTION NO. 241-25
Resolution authorizing and approving a Loan and Disbursement Agreement,
providing for the issuance and securing the payment of $761,000 Storm Water
Revenue Bonds, Series 2025 and authorizing the related reduction of the interest
rate on the Stormwater Management Utility Revenue Capital Loan Note No. R-1,
Series 2019, dated April 12, 2019
WHEREAS, the City of Dubuque (the "City"), in Dubuque County, State of Iowa, did
heretofore establish a Storm Water Management Utility System (the "Utility") in and for the City;
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
Storm Water Revenue bonds or notes (the "Outstanding Bonds") as set forth in prior proceedings
of the Council, and a portion of such prior Storm Water Revenue debt remains outstanding; and
WHEREAS, pursuant to the resolutions (the "Outstanding Bond Resolutions") relating to
and authorizing the Outstanding Bonds, the City reserved the right to issue additional obligations
payable from the Net Revenues (as defined herein) of the Utility and ranking on a parity with the
Outstanding Bonds under the terms and conditions set forth in the Outstanding Bond Resolutions;
and
WHEREAS, the City will undertake the construction of a certain water resource restoration
project (the "Project"); and
WHEREAS, pursuant to Section 384.84 of the Code of Iowa, the City has the authority to
issue revenue bonds to pay for such qualifying water resource restoration projects; and
WHEREAS, the Iowa Finance Authority (the "Lender") has agreed to provide financing
for the Project by decreasing the interest rate on the City's outstanding Stormwater Management
Utility Revenue Capital Loan Note No. R-1, Series 2019, dated April 12, 2019 (the "Series 2019
Note") and providing a 0% interest loan to the City for the Project; and
WHEREAS, the City has heretofore proposed to contract indebtedness and enter into a
certain Storm Water Revenue Loan and Disbursement Agreement (the "Agreement") and to
borrow money thereunder in a principal amount not to exceed $761,000, pursuant to the provisions
of Sections 384.24A and 384.84A of the Code of Iowa, for the purpose of paying the cost, to that
extent, of planning, designing and constructing the Project, and has published notice of the
proposed action and has held a hearing thereon on June 2, 2025; and
WHEREAS, it is necessary at this time for the City Council to approve the Agreement with
the Iowa Finance Authority, an agency and public instrumentality of the State of Iowa, as lender
(the "Lender") and to issue Storm Water Revenue Bonds, Series 2025 (the "Bonds") in evidence
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
thereof in the principal amount of $761,000 to pay the costs of the Project, and in conjunction
therewith to decrease the interest rate on the Series 2019 Note to 1.06% per annum;
NOW, THEREFORE, Be It Resolved by the City Council of the City of Dubuque, Iowa,
as follows:
Section 1. It is hereby determined that the City shall enter into the Agreement with the
Lender. The Agreement shall be in substantially the form as has been placed on file with the City
and shall provide for a loan (the "Loan") to the City in the amount of $761,000, for the purpose as
set forth in the preamble hereof.
The Mayor and City Clerk are hereby authorized and directed to sign the Agreement on
behalf of the City, and the Agreement is hereby approved.
Section 2. The Bonds are hereby authorized to be issued in evidence of the obligation
of the City under the Agreement, in the aggregate principal amount of $761,000, to be dated the
date of delivery to or upon the direction of the Lender. The Bonds shall not bear interest.
The Bonds may be in the denomination of $1,000 each or any integral multiple thereof and,
at the request of the Lender, shall be initially issued as a single bond in the denomination of
$761,000 and numbered R-1.
The City Clerk is hereby designated as the Registrar and Paying Agent for the Bonds and
may be hereinafter referred to as the "Registrar" or the "Paying Agent."
Payment of the principal of the Bonds and premium, if any, shall be payable at the office
of the Paying Agent to the registered owners thereof appearing on the registration books of the
City. All such payments, except full redemption, shall be made to the registered owners appearing
on the registration books at the close of business on the fifteenth day of the month next preceding
the payment date. Final payment of principal shall only be made upon surrender of the Bond or
Bonds to the Paying Agent.
If applicable pursuant to the Agreement, in addition to the payment of principal of the
Bonds, the City also agrees to pay the Initiation Fee (defined in the Agreement) in accordance with
the terms of the Agreement.
The Bonds shall be executed on behalf of the City with the official manual or facsimile
signature of the Mayor and attested with the official manual or facsimile signature of the City
Clerk, and shall be fully registered bonds without interest coupons. The issuance of the Bonds and
the amount of the Loan advanced thereunder shall be recorded in the office of the City Treasurer,
and the certificate on the back of each Bond shall be executed with the official manual or facsimile
signature of the City Treasurer. In case any officer whose signature or the facsimile of whose
signature appears on the Bonds shall cease to be such officer before the delivery of such Bonds,
such signature or such facsimile signature shall nevertheless be valid and sufficient for all
purposes, the same as if such officer had remained in office until delivery.
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 589 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
The Bonds shall be fully registered as to principal in the names of the owners on the
registration books of the City kept by the Registrar. Each Bond shall be transferable without cost
to the registered owner thereof only upon the registration books of the City upon presentation to
the Registrar, together with either a written instrument of transfer satisfactory to the Registrar or
the assignment form thereon completed and duly executed by the registered owner or the duly
authorized attorney for such registered owner.
The record and identity of the owners of the Bonds shall be kept confidential as provided
by Section 22.7 of the Code of Iowa.
The Bonds are subject to optional redemption by the City at a price of par (i) on any date
with the prior written consent of the Lender, or (ii) in the event that all or substantially all of the
Project is damaged or destroyed. Any optional redemption of the Bonds by the City may be made
from any funds regardless of source, in whole or from time to time in part, in inverse order of
maturity upon not less than thirty (30) days' notice of redemption by facsimile, e-mail, certified or
registered mail to the Lender (or any other registered owner of the Bonds). The Bonds are also
subject to mandatory redemption as set forth in Section 5 of the Agreement.
All of the Bonds, together with the Outstanding Bonds and any additional obligations as
may be hereafter issued and outstanding from time to time ranking on a parity therewith under the
conditions set forth herein (which additional obligations are hereinafter sometimes referred to as
"Parity Obligations"), shall be payable solely from the Net Revenues of the Utility and the Sinking
Fund hereinafter referred to, both of which are hereby pledged to the payment of the Bonds. The
Bonds shall be a valid claim of the owners thereof only against said Net Revenues and Sinking
Fund. None of the Bonds shall be a general obligation of the City, nor payable in any manner by
taxation, and under no circumstances shall the City or the Utility be in any manner liable by reason
of the failure of the Net Revenues of the Utility to be sufficient for the payment in whole or in part
of the Bonds.
Section 3. The Bonds shall be executed as herein provided as soon after the adoption
of this resolution as may be possible and thereupon they shall be delivered to the Registrar for
registration and delivery to the Lender, upon receipt of the loan proceeds (the "Loan Proceeds"),
and all action heretofore taken in connection with the Agreement is hereby ratified and confirmed
in all respects.
Section 4. The Bonds shall be in substantially the following form:
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 590 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
No. R-1
(Form of Bond)
UNITED STATES OF AMERICA
STATE OF IOWA
DUBUQUE COUNTY
CITY OF DUBUQUE
STORM WATER REVENUE BOND, SERIES 2025
$761,000
RATE MATURITY DATE BOND DATE
0% June 1, 2040 July 25, 2025
The City of Dubuque (the "City"), in Dubuque County, State of Iowa, for value received,
promises to pay from the source and as hereinafter provided, on the maturity date of this Bond, to
IOWA FINANCE AUTHORITY
or registered assigns, the principal sum of
SEVEN HUNDRED SIXTY-ONE THOUSAND DOLLARS
Principal shall be due and payable in installments in the amounts shown on the Principal
Payment Schedule, attached hereto as Exhibit A, on June 1, 2026, and annually thereafter on June 1
in each year until the principal is fully paid, except that the final installments of the entire balance
of principal, if not sooner paid, shall become due and payable on June 1, 2040. This Bond shall
not bear interest.
The City Clerk shall act as Registrar and Paying Agent and may be hereinafter referred to
as the "Registrar" or the "Paying Agent."
Payment of the principal of this Bond and premium, if any, shall be payable at the office
of the Paying Agent to the registered owners thereof appearing on the registration books of the
City at the addresses shown on such registration books. All such payments, except full redemption,
shall be made to the registered owners appearing on the registration books at the close of business
on the fifteenth day of the month next preceding the payment date. Final payment of principal
shall only be made upon surrender of this Bond to the Paying Agent.
This Bond is one of a series of bonds (the "Bonds") issued by the City to evidence its
obligation under a certain Loan and Disbursement Agreement, dated the date hereof (the
"Agreement") entered into by the City for the purpose of providing funds to pay a portion of the
cost of constructing a certain water resource restoration project (the "Project") to the benefit of the
Storm Water Management Utility System (the "Utility") of the City.
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 591 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
The Bonds are issued pursuant to and in strict compliance with the provisions of
Sections 384.24A and 384.83 of the Code of Iowa, 2025, and all other laws amendatory thereof
and supplemental thereto, and in conformity with a resolution of the City Council authorizing and
approving the Agreement and providing for the issuance and securing the payment of the Bonds
(the "Resolution"), and reference is hereby made to the Resolution and the Agreement for a more
complete statement as to the source of payment of the Bonds and the rights of the owners of the
Bonds.
The Bonds shall be subject to optional redemption by the City at a price of par (i) on any
date with the prior written consent of the Iowa Finance Authority, or (ii) in the event that all or
substantially all of the Project is damaged or destroyed. Any optional redemption of the Bonds by
the City may be made from any funds regardless of source, in whole or from time to time in part,
in inverse order of maturity upon not less than thirty (30) days' notice of redemption by e-mail,
facsimile, certified or registered mail to the Iowa Finance Authority (or any other registered owner
of the Bonds). The Bonds are also subject to mandatory redemption as set forth in Section 5 of
the Agreement.
The Bonds are not general obligations of the City but, together with the City's outstanding
Storm Water Utility Revenue Capital Loan Note, Series 2010B, dated January 13, 2010; Storm
Water Utility Revenue Capital Loan Note, Series 2010G, dated October 27, 2010; Taxable Storm
Water Utility Revenue Capital Loan Notes, Series 2014A, dated February 28, 2014; Stormwater
Management Utility Revenue Capital Loan Note No. R-1, Series 2019, dated April 12, 2019; and
any additional obligations as may be hereafter issued and outstanding from time to time ranking
on a parity therewith under the conditions set forth in the Resolution, are payable solely and only
out of the future Net Revenues (as defined in the Resolution) of the Utility, a sufficient portion of
which has been ordered set aside and pledged for that purpose. This Bond is not payable in any
manner by taxation, and under no circumstances shall the City be in any manner liable by reason
of the failure of the said Net Revenues to be sufficient for the payment of this Bond.
This Bond is fully negotiable but shall be fully registered as to both principal in the name
of the owner on the books of the City in the office of the Registrar, after which no transfer shall be
valid unless made on said books and then only upon presentation of this Bond to the Registrar,
together with either a written instrument of transfer satisfactory to the Registrar or the assignment
form hereon completed and duly executed by the registered owner or the duly authorized attorney
for such registered owner.
The City, the Registrar and the Paying Agent may deem and treat the registered owner
hereof as the absolute owner for the purpose of receiving payment of or on account of principal
hereof, premium, if any, and for all other purposes, and the City, the Registrar and the Paying
Agent shall not be affected by any notice to the contrary.
And It Is Hereby Certified, Recited and Declared that all acts, conditions and things
required to exist, happen and be performed precedent to and in the issuance of the Bonds have
existed, have happened and have been performed in due time, form and manner, as required by
law, and that the issuance of the Bonds does not exceed or violate any constitutional or statutory
limitation or provision.
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 592 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
IN TESTIMONY WHEREOF, the City of Dubuque, Iowa, has caused this Bond to be
executed by its Mayor and attested by its City Clerk, all as of the Bond Date.
CITY OF DUBUQUE, IOWA
By (Do Not Sign)
Mayor
Attest:
(Do Not Sign)
City Clerk
(On the back of each Bond the following certificate shall be executed with the duly
authorized signature of the City Treasurer)
STATE OF IOWA
DUBUQUE COUNTY SS: CITY TREASURER'S CERTIFICATE
CITY OF DUBUQUE
The original issuance of the Bonds, of which this Bond is a part, was duly and properly
recorded in my office as of the Bond Date.
(Do Not Sign)
City Treasurer
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 593 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
ABBREVIATIONS
The following abbreviations, when used in this Bond, shall be construed as though they
were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right
of survivorship and not as
tenants in common
UTMA
(Custodian)
As Custodian for
(Minor)
under Uniform Transfers to Minors Act
(State)
Additional abbreviations may also be used though not in the list above.
ASSIGNMENT
For valuable consideration, receipt of which is hereby acknowledged, the undersigned
assigns this Bond to
(Please print or type name and address of Assignee)
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
and does hereby irrevocably appoint , Attorney, to transfer
this Bond on the books kept for registration thereof with full power of substitution.
Dated:
Signature guaranteed:
NOTICE: The signature to this Assignment must
correspond with the name of the registered owner as it
appears on this Bond in every particular, without
alteration or enlargement or any change whatever.
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 594 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
EXHIBIT A
PRINCIPAL PAYMENT SCHEDULE
Due
Due
June 1
Amount
June 1
Amount
2026
$50,733.33
2034
$50,733.33
2027
$50,733.33
2035
$50,733.33
2028
$50,733.33
2036
$50,733.33
2029
$50,733.33
2037
$50,733.33
2030
$50,733.33
2038
$50,733.33
2031
$50,733.33
2049
$50,733.33
2032
$50,733.33
2040
$50,733.33
2033
$50,733.33
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 595 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
Section 5. The Loan Proceeds shall be held by the Lender and disbursed for costs of
the Project, as referred to in the preamble hereof. The City will keep a detailed, segregated
accounting of the expenditure of the Loan Proceeds.
Section 6. So long as any of the Bonds, the Outstanding Bonds or any Parity
Obligations are outstanding, the City shall continue to maintain the Utility in good condition, and
the Utility shall continue to be operated in an efficient manner and at a reasonable cost as a revenue
producing undertaking. The City shall establish, impose, adjust and provide for the collection of
rates to be charged to customers of the Utility, including the City, to produce gross revenues
(hereinafter sometimes referred to as the "Gross Revenues") at least sufficient to pay the expenses
of operation and maintenance of the Utility, which shall include salaries, wages, cost of
maintenance and operation, materials, supplies, insurance and all other items normally included
under recognized accounting practices (but does not include allowances for depreciation in the
valuation of physical property) (which such expenses are hereinafter sometimes referred to as the
"Operating Expenses") and to leave a balance of net revenues (herein referred to as the "Net
Revenues") equal to at least 110% of the principal of and interest on all of the Bonds, the
Outstanding Bonds and any other Parity Obligations due in such fiscal year, as the same become
due.
Section 7. The provisions, covenants, undertakings and stipulations for the operation of
the Utility and for the collection, application and use of the Gross Revenues and income from such
operation, as set forth in the Outstanding Bond Resolutions shall inure and appertain to the Bonds
to the same extent and with like force and effect as if herein set out in full, except only insofar as
the same may be inconsistent with this resolution.
Nothing in this resolution shall be construed to impair the rights vested in the Outstanding
Bonds. The amounts herein required to be paid into the various funds hereafter named shall be
inclusive of said payments required with respect to the Outstanding Bonds. The provisions of the
Outstanding Bond Resolutions and the provisions of this resolution are to be construed whenever
possible so that the same will not be in conflict. In the event such construction is not possible, the
provisions of the resolution first adopted shall prevail until such time as the obligations authorized
by such resolution have been paid or otherwise satisfied as therein provided, at which time the
provisions of this resolution shall again prevail.
The provisions of the Outstanding Bond Resolutions with respect to the issuance of Parity
Obligations are hereby recognized, and it is hereby found, determined and declared that the Lender
has consented in writing to the issuance of the Bonds on a parity with the Outstanding Bonds and
has waived any and all provisions of the Outstanding Bond Resolutions with respect to certain
requirements and conditions that must be met prior to the issuance of the Bonds.
Section 8. From and after the issuance of the Bonds, the Gross Revenues of the Utility
shall continue to be set aside into the City's Storm Water Utility Revenue Fund (the "Revenue
Fund") created under the Outstanding Bond Resolutions. The Revenue Fund shall be used in
maintaining and operating the Utility, and after payment of the Operating Expenses shall, to the
extent provided in this resolution and the Outstanding Bond Resolutions, be used to pay the
principal of and interest on the Bonds, the Outstanding Bonds and any Parity Obligations, and to
create and maintain the several separate funds hereinafter described and in the following priority:
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 596 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
A. Operation and Maintenance Fund. The provisions in and by the Outstanding
Bond Resolutions, whereby there has been created and is to be maintained an account known as
the Storm Water Utility Revenue Operation and Maintenance Fund (the "Operation and
Maintenance Fund"), are all hereby ratified and confirmed. There shall be deposited in the
Operation and Maintenance Fund each month an amount sufficient to meet the current expenses
of the month plus an amount equal to 1/12th of expenses payable on an annual basis such as
insurance. After the first day of the month, further deposits may be made to this account from the
Revenue Fund to the extent necessary to pay current expenses accrued and payable to the extent
that funds are not available in the Surplus Fund.
B. Sinkin Fund. und. The provisions in and by the Outstanding Bond Resolutions,
whereby there has been created and is to be maintained a Storm Water Utility Revenue Capital
Loan Note Principal and Interest Sinking Fund (herein referred to as the "Sinking Fund"), and for
the payment into said fund from the Net Revenues of the Utility such portion thereof as will be
sufficient to pay the interest on and principal of the Outstanding Bonds, are all hereby ratified and
confirmed, and all such provisions shall inure and constitute the security for the payment of the
principal of the Bonds hereby authorized as may be outstanding from time to time; provided,
however that on the tenth day of each month of each year, the minimum amount to be set aside, in
addition to the amounts required to be set aside in the Outstanding Bond Resolutions, and paid into
the Sinking Fund shall be not less than as follows:
Commencing on August 12025, and continuing to and including May 1, 2026, an
amount equal to 1/10th of the installment of principal coming due on June, 1, 2025,
and thereafter, commencing on June 1, 2025, and continuing to final maturity, an
amount equal to 1/12th of the installment of principal coming due on such Bonds
on the next succeeding principal payment date until the full amount of such
installment is on deposit in the Sinking Fund.
Money in the Sinking Fund shall be used solely for the purpose of paying principal of and
interest on the Bonds, the Outstanding Bonds and any Parity Obligations as the same shall become
due and payable. Whenever Parity Obligations are issued under the conditions and restrictions
hereinafter set forth, provision shall be made for additional payments to be made into the Sinking
Fund for the purpose of paying the interest on and principal of such Parity Obligations.
If at any time there should be a failure to pay into the Sinking Fund the full amount above
stipulated, then an amount equivalent to the deficiency shall be paid into the Sinking Fund from
the Net Revenues of the Utility as soon as available, and the same shall be in addition to the amount
otherwise required to be so set apart and paid into the Sinking Fund.
No further payments need be made into the Sinking Fund when and so long as the amount
therein is sufficient to retire all of the Bonds, the Outstanding Bonds and any Parity Obligations
then outstanding which are payable from the Sinking Fund and to pay all interest to become due
thereon prior to such retirement, or if provision for such payment has been made.
C. Subordinate Obligations. Money in the Revenue Fund may next be used to pay
principal of and interest on (including reasonable reserves therefor) any other obligations which
by their terms shall be payable from the revenues of the Utility, but subordinate to the Bonds, the
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 597 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
Outstanding Bonds and Parity Obligations, and which have been issued for the purposes of
extensions and improvements to the Utility or to retire the Bonds, the Outstanding Bonds or Parity
Obligations in advance of maturity, or to pay for extraordinary repairs or replacements to the
Utility. From time to time there may be established and maintained additional, subordinate sinking
funds (the "Subordinate Debt Funds"), into which shall be deposited, after first making all required
deposits into the Operation and Maintenance Fund and the Sinking Fund, sufficient sums to pay
principal and interest requirements on the Subordinate Obligations.
D. Surplus Revenue. The provisions in and by the Outstanding Bond Resolutions
whereby there has been created and there is to be maintained a separate and special fund known
as the Surplus Fund, into which there shall be set apart and paid all of the Net Revenues remaining
after first making the required payments into the Operation and Maintenance Fund, the Sinking
Fund, and the Subordinate Debt Funds, if any, are hereby ratified and confirmed. All money
thereafter remaining in the Revenue Fund at the close of each month may be used to pay for
extraordinary repairs or replacements to the Utility, or may be used to pay or redeem the Bonds,
the Outstanding Bonds or Parity Obligations, any of them, or for any lawful purpose.
Money in the Revenue Fund shall be allotted and paid into the various funds and accounts
hereinbefore referred to in the order in which said funds are listed, on a cumulative basis, on the
tenth day of each month, or on the next succeeding business day when the tenth shall not be a
business day; and if in any month the money in the Revenue Fund shall be insufficient to deposit
or transfer the required amount in any of said funds or accounts, the deficiency shall be made up
in the following month or months after payments into all funds and accounts enjoying a prior claim
to the revenues shall have been met in full.
Section 9. All money held in any fund or account created or to be maintained under
the terms of this resolution shall be deposited in lawful depositories of the City or invested in
accordance with Chapters 12B and 12C of the Code of Iowa and continuously held and secured as
provided by the laws of the State of Iowa relating to the depositing, securing, holding and investing
of public funds. All interest received by the City as a result of investments under this section shall
be considered to constitute Gross Revenues of the Utility and shall be deposited in or transferred
to the Revenue Fund and used solely and only for the purposes specified herein for such funds.
Section 10. The City hereby covenants and agrees with the owner or owners of the
Bonds, the Outstanding Bonds and any Parity Obligations, or any of them, that from time to time
may be outstanding, that it will faithfully and punctually perform all duties with reference to the
Utility required and provided by the Constitution and laws of the State of Iowa, that it will
segregate the Gross Revenues of the Utility and make application thereof in accordance with the
provisions of this resolution and that it will not sell, lease or in any manner dispose of the Utility
or any part thereof, including any and all extensions and additions that may be made thereto, until
all of the Bonds, the Outstanding Bonds and any Parity Obligations shall have been paid in full,
both principal and interest, or unless and until provision shall have been made for the payment of
the Bonds, the Outstanding Bonds and any Parity Obligations and interest thereon in full; provided,
however, that the City may dispose of any property which in the judgment of the Council, or such
duly constituted body as may then be charged with the operation of the Utility, is no longer useful
or profitable in the operation of the Utility nor essential to the continued operation thereof and
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 598 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
when the sale thereof will not operate to reduce the revenues to be derived from the operation of
the Utility.
Section 11. Upon a breach or default of a term of the Bonds, the Outstanding Bonds or
any Parity Obligations, the Outstanding Bond Resolutions and this resolution, a proceeding may
be brought in law or in equity by suit, action or mandamus to enforce and compel performance of
the duties required under the terms of this resolution and Division V of Chapter 384 of the Code
of Iowa or an action may be brought to obtain the appointment of a receiver to take possession of
and operate the Utility and to perform the duties required by this resolution and Division V of
Chapter 384 of the Code of Iowa.
Section 12. The provisions of the Outstanding Bond Resolutions with respect to the
issuance of Parity Obligations are hereby recognized, and have been waived by the Lender. The
Bonds, the Outstanding Bonds or any Parity Obligations shall not be entitled to priority or
preference one over the other in the application of the Net Revenues of the Utility regardless of
the time or times of the issuance of such Bonds, the Outstanding Bonds or Parity Obligations, it
being the intention of the City that there shall be no priority among the Bonds, the Outstanding
Bonds or any Parity Obligations, regardless of the fact that they may have been actually issued and
delivered at different times. The City hereby reserves the right and privilege of issuing additional
Parity Obligations.
Section 13. The City agrees that so long as the Bonds, the Outstanding Bonds or any
Parity Obligations remain outstanding, it will maintain insurance for the benefit of the owners of
the Bonds, the Outstanding Bonds and any Parity Obligations on the insurable portions of the
Utility of a kind and in an amount which usually would be carried by private companies or
municipalities engaged in a similar type of business. The proceeds of any insurance, except public
liability insurance, shall be used to repair or replace the part or parts of the Utility damaged or
destroyed. The City will keep proper books of record and account, separate from all other records
and accounts, showing the complete and correct entries of all transactions relating to the Utility,
and the owners of the Bonds, the Outstanding Bonds or any Parity Obligations shall have the right
at all reasonable times to inspect the Utility and all records, accounts and data of the City relating
thereto.
Section 14. The provisions of this resolution shall constitute a contract between the City
and the owners of the Bonds and any Parity Obligations as may from time to time be outstanding,
and after the issuance of the Bonds, no change, variation or alteration of any kind of the provisions
of this resolution shall be made which will adversely affect the owners of the Bonds or any Parity
Obligations until all of the Bonds, the Outstanding Bonds and any Parity Obligations and the
interest thereon shall have been paid in full, except as hereinafter provided.
The owners of a majority in principal amount of the Bonds and any Parity Obligations at
any time outstanding (not including in any case any obligations which may then be held or owned
by or for the account of the City, but including such obligations as may be issued for the purpose
of refunding any of the Bonds, the Outstanding Bonds or Parity Obligations if such obligations
shall not then be owned by the City) shall have the right from time to time to consent to and
approve the adoption by the City of a resolution or resolutions modifying or amending any of the
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 599 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
terms or provisions contained in this resolution; provided, however, that this resolution may not
be so modified or amended in such manner as to:
(a) Make any change in the maturity or redemption terms of the Bonds or Parity
Obligations.
(b) Make any change in the rate of interest borne by any of the Bonds or Parity
Obligations.
(c) Reduce the amount of the principal payable on any Bonds or Parity
Obligations.
(d) Modify the terms of payment of principal of or interest on the Bonds or
Parity Obligations, or any of them, or impose any conditions with respect to such payment.
(e) Affect the rights of the owners of less than all of the Bonds or Parity
Obligations then outstanding.
(f) Reduce the percentage of the principal amount of the Bonds or Parity
Obligations, the consent of the owners of which shall be required to effect a further
modification.
Whenever the City shall propose to amend or modify this resolution under the provisions
of this section, it shall cause notice of the proposed amendment to be (1) filed with the Lender and
(2) mailed by certified mail to each registered owner of any Bond or Parity Obligation as shown
by the records of the Registrar. Such notice shall set forth the nature of the proposed amendment
and shall state that a copy of the proposed amendatory resolution is on file in the office of the City
Clerk.
Whenever at any time within one year from the date of the mailing of said notice, there
shall be filed with the City Clerk an instrument or instruments executed by the owners of at least
a majority in aggregate principal amount of the Bonds and any Parity Obligations outstanding at
the time of the adoption of such amendatory resolution specifically consenting to the adoption
thereof as herein provided, no owner of any Bonds or Parity Obligations shall have any right or
interest to object to the adoption of such amendatory resolution or to object to any of the terms or
provisions therein contained or to the operation thereof or to enjoin or restrain the City from taking
any action pursuant to the provisions thereof.
Any consent given by the owners of a Bond or Parity Obligation pursuant to the provisions
of this section shall be irrevocable for a period of six (6) months from the date of such consent and
shall be conclusive and binding upon all future owners of the same Bond or Parity Obligation
during such period. Such consent may be revoked at any time after six (6) months from the date
of such consent by the owner who gave such consent or by a successor in title, but such revocation
shall not be effective if the owners of a majority in aggregate principal amount of the Bonds and
Parity Obligations outstanding as in this section defined shall have, prior to the attempted
revocation, consented to and approved the amendatory resolution referred to in such revocation.
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 600 of 678
Dubuque / 430411-21 / 2id'/z lss — Stonn Water Rev (Green Alley)
The fact and date of the execution of any instrument under the provisions of this section
may be proved by the certificate of any officer in any jurisdiction, who by the laws thereof is
authorized to take acknowledgments of deeds within such jurisdiction, that the persons signing
such instrument acknowledged before such officer the execution thereof, or may be proved by an
affidavit of a witness to such execution sworn to before such officer.
Section 15. In connection with the Agreement and the issuance of the Bonds, the Lender
has agreed to reduce the interest rate on the Series 2019 Bond to 1.06% per annum, effective June
1, 2025 (or such other date as determined by the Lender), and the resolution authorizing the
issuance of the Series 2019 Bond and the Series 2019 Bond are hereby amended to reflect such
changes. The Mayor, City Clerk and/or City Treasurer are each authorized and directed to execute
and deliver any documents deemed necessary in connection with the interest rate reduction,
including without limitation an amended Loan and Disbursement Agreement, amended Series
2019 Bond and any amended Lender application.
Section 16. If any section, paragraph, clause or provision of this resolution shall be held
invalid, the invalidity of such section, paragraph, clause or provision shall not affect any of the
remaining provisions of this resolution.
Section 17. All resolutions and orders or parts thereof in conflict with the provisions of
this resolution are, to the extent of such conflict, hereby repealed.
Section 18. This resolution shall be in full force and effect immediately upon its
adoption and approval, as provided by law.
Passed and approved July 7, 2025.
Attest:
City Clerk
c:
Mayor
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque / 43041 l -21 / 2"`''/z Iss — Storm Water Rev (Green Alley)
• • Other Business-
On motion and vote, the meeting adjourned.
Mayor
Attest:
- j
6W7�a� " 2' 4,17
City Clerk V
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque / 430411-21 / god A Iss — Storm Water Rev (Green Alley)
ATTESTATION CERTIFICATE:
STATE OF IOWA
DUBUQUE COUNTY SS:
CITY OF DUBUQUE
I, the undersigned, City Clerk of the City of Dubuque, do hereby certify that I have in my
possession or have access to the complete corporate records of the aforesaid City and of its City
Council and officers and that I have carefully compared the transcript hereto attached with the
aforesaid corporate records and that the transcript hereto attached is a true, correct and complete
copy of all the corporate records in relation to the authorization and approval of a certain Storm
Water Revenue Loan and Disbursement Agreement (the "Agreement") and the issuance of
$761,000 Storm Water Revenue Bonds, Series 2025 (the "Bonds") of said City evidencing the
City's obligation under such Agreement and that the transcript hereto attached contains a true,
correct and complete statement of all the measures adopted and proceedings, acts and things had,
done and performed up to the present time with respect thereto.
I further certify that no objections were filed in my office and no objections of any kind
were made to the matter of entering into such Agreement or issuing such Bonds at the time and
place set for hearing thereon, and that no petition of protest or objections of any kind have been
filed or made, nor has any appeal been taken to the District Court from the decision of the City
Council to enter into the Agreement or to issue the Bonds.
WITNESS MY HAND this e day of )2025.
City Clerk
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque / 430411-21 / 2"''/: Iss — Storm Water Rev (Green Alley)
ESTABLISHMENT CERTIFICATE:
STATE OF IOWA
DUBUQUE COUNTY SS:
CITY OF DUBUQUE
I, the undersigned, City Clerk of the aforementioned City, do hereby certify that I have
complete access and control of all of the corporate records of the City and that, based upon my
examination of such records, I have determined that the City did heretofore establish a Storm Water
Management Utility System (the "Utility"), that the management and control of the Utility are
vested in the City Council, and that no board of trustees exists which has any part of the control
and management of such Utility.
I further certify that there is not pending or threatened any question or litigation whatsoever
touching the establishment, improvement or operation of such Utility and that there are no bonds
or other obligations of any kind now outstanding which are payable from or constitute a lien upon
the revenues derived from the operation of such Utility, except for the City's outstanding Storm
Water Utility Revenue Capital Loan Note, Series 2010B, dated January 13, 2010; Storm Water
Utility Revenue Capital Loan Note, Series 2010G, dated October 27, 2010; Taxable Storm Water
Utility Revenue Capital Loan Notes, Series 2014A, dated February 28, 2014; Stormwater
Management Utility Revenue Capital Loan Note No. R-1, Series 2019, dated April 12, 2019; and
the current issue of $761,000 Storm Water Revenue Bonds, Series 2025 of the City.
WITNESS MY HAND this P day of ,Stay 72025.
k4o lX�v� i
City Clerk
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque/43 0411-21 /FD C-Rev
CLOSING CERTIFICATE
We, the undersigned, Mayor and City Clerk of the City of Dubuque, Iowa (the "City"), do
hereby certify as of July 25, 2025 (the "Dated Date"), that we are now and were at the time of the
execution of the City's $761,000 Storm Water Revenue Bond, Series 2025 (the "Series 2025 Bond"),
the officers respectively above indicated of the City; that in pursuance of Chapter 384 of the Code of
Iowa, a resolution adopted by the City Council on July 7, 2025 (the "Resolution"), and a certain Loan
and Disbursement Agreement (the "Agreement"), by and between the City and the Iowa Finance
Authority, Des Moines, Iowa, as lender (the "Lender"), the Series 2025 Bond has been heretofore
lawfully authorized and this day by us lawfully issued and delivered to the Lender and pursuant to the
Agreement, the Lender shall loan to the City the maximum sum of $761,000. Terms not otherwise
defined herein shall have the meaning given such terms in the Resolution and the Agreement.
The Series 2025 Bond has been executed by the aforesaid officers; the certificate on the back of
the Series 2025 Bond has been executed by the City Treasurer; and the Series 2025 Bond has been
fully registered as to principal in the name of the Lender on the registration books of the City.
We further certify that the Series 2025 Bond is being issued to evidence the City's obligation
under the Agreement entered into by the City for the purpose of providing funds to pay a portion of the
cost of a certain water resource restoration project to benefit the Storm Water Management Utility
System (the "Utility") of the City.
We further certify that no controversy or litigation is pending, prayed or threatened involving
the incorporation, organization, existence or boundaries of the City or the titles of the aforesaid officers
to their respective positions or the proceedings incident to the authorization of the Series 2025 Bond or
in any way concerning the validity of the Series 2025 Bond or the power and duty of the City to
appropriate and apply the Net Revenues (as defined in the Resolution) from the operation of the Utility
to the full and prompt payment of the principal of the Series 2025 Bond, and that none of the
proceedings incident to the authorization and issuance of the Series 2025 Bond have been repealed or
rescinded.
We further certify that no appeal of the decision of the City to enter into the Agreement and to
issue the Series 2025 Bond has been taken to the district court.
We further certify that the City has no other bonds or obligations of any kind now outstanding
secured by or payable from the revenues to be derived from the operation of the Utility, except the
City's outstanding Storm Water Utility Revenue Capital Loan Note, Series 2010B, dated January 13,
2010; Storm Water Utility Revenue Capital Loan Note, Series 2010G, dated October 27, 2010;
Taxable Storm Water Utility Revenue Capital Loan Notes, Series 2014A, dated February 28, 2014;
and Stormwater Management Utility Revenue Capital Loan Note No. R-1, Series 2019, dated April 12,
2019.
We further certify that no board of trustees has been created for the management and control of
the Utility and such management and control are vested in the City Council of the City.
We further certify that all meetings held in connection with the Series 2025 Bond were open to
the public at a place reasonably accessible to the public and that notice was given at least 24 hours
prior to the commencement of all meetings by advising the news media who requested notice of the
time, date, place and the tentative agenda and by posting such notice and agenda at the City Hall or
principal office of the City on a bulletin board or other prominent place which is easily accessible to
the public and is the place designated for the purpose of posting notices of meetings.
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 605 of 678
Dubuque/4304 I I -2 l /FDC-Rev
IN WITNESS WHEREOF, we have hereunto affixed our hands on the Dated Date.
Attest:
City Clerk
CITY OF DUBUQUE, IOW
Mayor
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DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
FIRST AMENDMENT TO
LOAN AND DISBURSEMENT AGREEMENT
$12,873,000 STORM WATER REVENUE NOTE
CITY OF DUBUQUE, IOWA
This First Amendment to Loan and Disbursement Agreement (the "Amendment") is made and
entered into as of July 25, 2025, by and between the City of Dubuque, Iowa (the "Participant") and the Iowa
Finance Authority, an agency and public instrumentality of the State of Iowa (the "Issuer"), and amends
that certain Loan and Disbursement Agreement dated April 12, 2019, by and between the Issuer and the
Participant (the "Original Agreement").
WHEREAS, the Issuer, in cooperation with the Iowa Department of Natural Resources, is
authorized to undertake the creation, administration and financing of the Iowa Water Pollution Control
Works Financing Program (the "Program") established in Iowa Code Sections 45513.291 through 45513.299;
and
WHEREAS, pursuant to the Original Agreement, the Issuer provided a loan (the "Loan") to the
Participant for the purpose of financing the costs of improvements and extensions to the Municipal Storm
Water Management Utility System; and
WHEREAS, the Participant will construct a certain water resource restoration project, and the
Issuer has agreed to provide financing for such project by decreasing the interest rate on the Loan; and
WHEREAS, the Participant has entered into a Water Resource Restoration Sponsored Project
Performance Agreement (the "Performance Agreement') with Iowa Department of Natural Resources, and
agency of the State of Iowa (the "Department') to ensure that the Project (as defined in the Performance
Agreement) is constructed in accordance with the applicable design checklist and plans and specifications
as approved by the Department;
NOW, THEREFORE, the parties agree as follows:
Section 1. Each reference to the amount of the Loan in the Original Agreement, and the
associated Storm Water Revenue Bonds, shall be amended to reflect a Rate (as defined in the Original
Agreement) of 1.06%, which shall become effective as of June 1, 2025.
Section 2. The Issuer hereby consents to the amendment of the Resolution (as defined in the
Original Agreement) by the Participant in order to reflect the reduction of the interest rate on the Loan.
Section 3. The Participant hereby confirms compliance with the Performance Agreement and
agrees the Issuer may enforce and raise the interest rate of the Loan to the initial rate of interest to ensure
compliance by the Participant with the Performance Agreement and in accordance with the Original
Agreement.
Section 4. Except as otherwise provided in this Amendment, the provisions of the Original
Agreement, as heretofore amended, are hereby ratified, approved and confirmed and incorporated herein.
Page 607 of 678
IN WITNESS WHEREOF, I have hereunto affixed our signatures all as of the date first above
written.
Attest:
City Clerk
• /
written.
IN WITNESS WHEREOF, I have hereunto affixed my signature all as of the date first above
IOWA FINANCE AUTHORITY
By:
Its:
Page 609 of 678
Loan summary
Final Maturity Date
Loan Period in Years
Annual Interest Rate
Total I nteresl
Servicing Fee Rate
Total Servicing Fees
Total Loan Costs
Estimated Amortization Schedule
City of Dubuque
Storm Water Revenue Bond
GNS10-5(2)
Jun 1, 2040
15
1.06%
$ 1,124,723.60
0.25%
$ 265,265.00
$ 1,396,238.60
14,262,988.60
Eff 6.1.25
Loan Balance
Total Lc
0
SRF
STATE
RFvniVING RIND
Payment Beginning Servicing Total Loan Total Annual Debt
Date Balance Principal Interest Fee Payment Service Ending Balance
Dec 1, 2025 12,873,000.00 68,226.90
Jun 1, 2026 12,873,000.00 782,000.00 68,226.90
Dec 1, 2026 12,091,000.00 64,082.30
Jun 1,2027 12,091,000.00 792,000.00 64,082.30
16,091.25 84,318.15 12,873,000.00
16,091.25 866,318.15 950,636.30 12,091,000.00
15,113.75 79,196.05 12,091,000.00
15,113.75 871,196.05 950,392.10 11,299,000.00
Dec1,2027
11,299,000.00
59,884.70
14,123.75
74,008.45
11,299,000.00
Jun 1, 2028
11,299,000.00
802,000.00
59,884.70
14,123.75
876,008.45
950,016.90
10,497,000.00
Dec 1, 2028
10,497,000.00
55,634.10
13,121.25
68,755.35
10,497,000.00
Jun 1, 2029
10,497,000.00
814,000.00
55,634.10
13,121.25
882,755.35
951,510.70
9,683,000.00
Dec 1, 2029
9,683,000.00
51,319.90
12,103.75
63,423.65
9,683,000.00
Jun 1, 2030
9,683,000.00
825,000.00
51,319.90
12,103.75
888,423.65
951,847.30
8,858,000.00
Dec 1, 2030
8,858,000.00
46,947.40
11,072.50
58,019.90
8,858,000.00
Jun 1,2031
8,858,000.00
835,000.00
46,947.40
11,072.50
893,019.90
951,039.80
8,023,000.00
Dec 1, 2031
8,023,000.00
42,521.90
10,028.75
52,550.65
8,023,000.00
Jun 1, 2032
8,023,000.00 846,000.00
42,521.90
10,028.75
898,550.65 951,101.30
7,177,000.00
Dec 1, 2032
7,177,000.00
38,038.10
8,971.25
47,009.35
7,177,000.00
Jun 1,2033
7,177,000.00 857,000.00
38,038.10
8,971.25
904,009.35 951,018.70
6,320,000.00
Dec 1, 2033
6,320,000.00
33,496.00
7,900.00
41,396.00
6,320,000.00
Jun 1,2034
6,320,000.00 868,000.00
33,496.00
7,900.00
909,396.00 950,792.00
5,452,000.00
Dec 1, 2034
5,452,000.00
28,895.60
6,815.00
35,710.60
5,452,000.00
_Jun 1,2035
5,452,000.00
880,000.00
28,895.60
6,815.00
915,710.60
951,421.20
4,572,000.00
Dec1,2035
4,572,000.00
24,231.60
5,715.00
29,946.60
4,572,000.00
Jun 1,2036
4,572,000.00
891,000.00
24,231.60
5,715.00
920,946.60
950,893.20
3,681,000.00
Dec 1, 2036
3,681,000.00
19,509.30
4,601.25
24,110.55
3,681,000.00
Jun 1, 2037
3,681,000.00
903,000.00
19,509.30
4,601.25
927,110.55
951,221.10
2,778,000.00
Dec 1, 2037
2,778,000.00
14,723.40
3,472.50
18,195.90
2,778,000.00
Jun 1,2038
2,778,000.00
914,000.00
14,723.40
3,472.50
932,195.90
950,391.80
1,864,000.00
Dec 1, 2038
1,864,000.00
9,879.20
2,330.00
12,209.20
1,864,000.00
Jun 1,2039
1,864,000.00
926,000.00
9,879.20
2,330.00
938,209.20
950,418.40
938,000.00
Dec 1, 2039 938,000.00 4,971.40 1,172.50 6,143.90 938,000.00
Jun 1,2040 938,000.00 938,000.00 4,971.40 1,172.50 944,143.90 950,287.80 0.00
As of 6/24/2025
INVESTING IN IOWA'S WATER
www.iowasrf.com
Page 610 of 678
No. R-1
UNITED STATES OF AMERICA
STATE OF IOWA
DUBUQUE COUNTY
CITY OF DUBUQUE
STORM WATER REVENUE BOND, SERIES 2025
RATE MATURITY DATE BOND DATE
0% June 1, 2040 July 25, 2025
$761,000
The City of Dubuque (the "City"), in Dubuque County, State of Iowa, for value received, promises to pay from the source and as hereinafter
provided, on the maturity date of this Bond, to
or registered assigns, the principal sum of
IOWA FINANCE AUTHORITY
SEVEN HUNDRED SIXTY-ONE THOUSAND DOLLARS
Principal shall be due and payable in installments in the amounts shown on the Principal Payment Schedule, attached hereto as Exhibit A, on
June 1, 2026, and annually thereafter on June 1 in each year until the principal is fully paid, except that the final installments of the entire balance of
principal, if not sooner paid, shall become due and payable on June 1, 2040. This Bond shall not bear interest.
The City Clerk shall act as Registrar and Paying Agent and may be hereinafter referred to as the "Registrar" or the "Paying Agent."
Payment of the principal of this Bond and premium, if any, shall be payable at the office of the Paying Agent to the registered owners thereof
appearing on the registration books of the City at the addresses shown on such registration books. All such payments, except full redemption, shall be
made to the registered owners appearing on the registration books at the close of business on the fifteenth day of the month next preceding the payment
date. Final payment of principal shall only be made upon surrender of this Bond to the Paying Agent.
This Bond is one of a series of bonds (the "Bonds") issued by the City to evidence its obligation under a certain Loan and Disbursement
Agreement, dated the date hereof (the "Agreement") entered into by the City for the purpose of providing funds to pay a portion of the cost of
constructing a certain water resource restoration project (the "Project") to the benefit of the Storm Water Management Utility System (the "Utility") of
the City.
The Bonds are issued pursuant to and in strict compliance with the provisions of Sections 384.24A and 384.83 of the Code of Iowa, 2025,
and all other laws amendatory thereof and supplemental thereto, and in conformity with a resolution of the City Council authorizing and approving the
Agreement and providing for the issuance and securing the payment of the Bonds (the "Resolution"), and reference is hereby made to the Resolution
and the Agreement for a more complete statement as to the source of payment of the Bonds and the rights of the owners of the Bonds.
The Bonds shall be subject to optional redemption by the City at a price of par (i) on any date with the prior written consent of the Iowa
Finance Authority, or (ii) in the event that all or substantially all of the Project is damaged or destroyed. Any optional redemption of the Bonds by the
City may be made from any funds regardless of source, in whole or from time to time in part, in inverse order of maturity upon not less than thirty (30)
days' notice of redemption by e-mail, facsimile, certified or registered mail to the Iowa Finance Authority (or any other registered owner of the Bonds).
The Bonds are also subject to mandatory redemption as set forth in Section 5 of the Agreement.
The Bonds are not general obligations of the City but, together with the City's outstanding Storm Water Utility Revenue Capital Loan Note,
Series 2010B, dated January 13, 2010; Storm Water Utility Revenue Capital Loan Note, Series 2010G, dated October 27, 2010; Taxable Storm Water
Utility Revenue Capital Loan Notes, Series 2014A, dated February 28, 2014; Stormwater Management Utility Revenue Capital Loan Note No. R-1,
Series 2019, dated April 12, 2019; and any additional obligations as may be hereafter issued and outstanding from time to time ranking on a parity
therewith under the conditions set forth in the Resolution, are payable solely and only out of the future Net Revenues (as defined in the Resolution) of
the Utility, a sufficient portion of which has been ordered set aside and pledged for that purpose. This Bond is not payable in any manner by taxation,
and under no circumstances shall the City be in any manner liable by reason of the failure of the said Net Revenues to be sufficient for the payment of
this Bond.
This Bond is fully negotiable but shall be fully registered as to both principal in the name of the owner on the books of the City in the office
of the Registrar, after which no transfer shall be valid unless made on said books and then only upon presentation of this Bond to the Registrar, together
with either a written instrument of transfer satisfactory to the Registrar or the assignment form hereon completed and duly executed by the registered
owner or the duly authorized attorney for such registered owner.
The City, the Registrar and the Paying Agent may deem and treat the registered owner hereof as the absolute owner for the purpose of
receiving payment of or on account of principal hereof, premium, if any, and for all other purposes, and the City, the Registrar and the Paying Agent
shall not be affected by any notice to the contrary.
And It Is Hereby Certified, Recited and Declared that all acts, conditions and things required to exist, happen and be performed precedent to
and in the issuance of the Bonds have existed, have happened and have been performed in due time, form and manner, as required by law, and that the
issuance of the Bonds does not exceed or violate any constitutional or statutory limitation or provision.
Page 611 of 678
IN TESTIMONY WHEREOF, the City of Dubuque, Iowa, has caused this Bond to be executed by its Mayor and attested by its City Clerk,
all as of the Bond Date.
Attest*
City Clerk
STATE OF IOWA
DUBUQUE COUNTY
CITY OF DUBUQUE
Moi"l" MITI
NO
ptal
SS: CITY TREASURER'S CERTIFICATE
The original issuance of the Bonds, of which this Bond is a part, was duly and properly recorded in my office as of the Bond Date.
Cy
reasurer
ABBREVIATIONS
The following abbreviations, when used in this Bond, shall be construed as though they were written out in full according to applicable laws
or regulations:
TEN COM - as tenants in common UTMA
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right of
survivorship and not as tenants in
common
(Custodian)
As Custodian for
under Uniform Transfers to Minors Act
(State)
Additional abbreviations may also be used though not in the list above.
ASSIGNMENT
(Minor)
For valuable consideration, receipt of which is hereby acknowledged, the undersigned assigns this Bond to
(Please print or type name and address of Assignee)
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
and does hereby irrevocably appoint
with full power of substitution.
Dated:
Signature guaranteed:
Attorney, to transfer this Bond on the books kept for registration thereof
NOTICE: The signature to this Assignment must correspond with the name of
the registered owner as it appears on this Bond in every particular, without
alteration or enlargement or any change whatever.
EXHIBIT A
PRINCIPAL PAYMENT SCHEDULE
Due
Due
June 1
Amount
June 1
Amount
2026
$50,733.33
2034
$50,733.33
2027
$50,733.33
2035
$50,733.33
2028
$50,733.33
2036
$50,733.33
2029
$50,733.33
2037
$50,733.33
2030
$50,733.33
2038
$50,733.33
2031
$50,733.33
2049
$50,733.33
2032
$50,733.33
2040
$50,733.33
2033
$50,733.33
Page 613 of 678
LOAN AND DISBURSEMENT AGREEMENT
$761,000 STORM WATER REVENUE BONDS
This Loan and Disbursement Agreement (the "Agreement") is made and entered into as
of July 25, 2025, by and between the City of Dubuque, Iowa (the "Participant") and the Iowa
Finance Authority, an agency and public instrumentality of the State of Iowa (the "Issuer").
WHEREAS, the Issuer, in cooperation with the Iowa Department of Natural Resources
(the "Department"), is authorized to undertake the creation, administration and financing of the
Iowa Water Pollution Control Works Financing Program (the "Program") established in the
Code of Iowa, Sections 16.131 through 16.135 and Sections 455B.291 through 455B.299,
including, among other things, the making of loans to Iowa municipalities for purposes of the
Program; and
WHEREAS, the Participant desires to participate in the Program as a means of financing
all or part of the construction of water resource restoration projects serving the Participant and its
residents; and
WHEREAS, to assist in financing the Project (defined herein), the Issuer desires to make
a loan to the Participant in the amount set forth in Section 2 hereof;
NOW, THEREFORE, the parties agree as follows:
Section 1. Definitions. In addition to other definitions set forth herein, the following
terms as used in this Agreement shall, unless the context clearly requires otherwise, have the
following meanings:
(a) "Bonds" or "Revenue Bonds" shall mean any State Revolving Fund
Revenue Bond or Bonds that were or in the future are issued by the Issuer for the purpose
of providing moneys to finance the Loan to the Participant.
(b) "Code" shall mean the Internal Revenue Code of 1986, as amended, and
all lawfully promulgated regulations thereunder.
(c) "Project" shall mean the particular construction activities approved by the
Department and being undertaken by the Participant with respect to its water resource
restoration projects, as described in the Resolution.
(d) "Regulations" shall mean the administrative rules of the Department
relating to the Program, set forth in Title 567, Chapter 92 of the Iowa Administrative
Code, and the administrative rules of the Issuer relating to the Program set forth in Title
265, Chapter 26 of the Iowa Administrative Code.
(e) "Resolution" shall mean the resolution of the City Council of the
Participant providing for the authorization and issuance of the Revenue Bond, attached
Page 614 of 678
hereto as Exhibit B, adopted on July 7, 2025, approving and authorizing the execution of
this Agreement and the issuance of the Revenue Bond (as defined herein).
(f) "Storm Water Management Utility System" shall mean the storm water
management utility system of the Participant, all facilities being used in conjunction
therewith and all appurtenances and extensions thereto.
Section 2. Loan; Purchase of Revenue Bond. The Issuer agrees to purchase a duly
authorized and issued storm water revenue bond or capital loan note of the Participant (the
"Revenue Bond") in order to make a loan to the Participant, and will disburse proceeds as set
forth herein. The Participant agrees to borrow and accept from the Issuer, a loan in the principal
amount of not to exceed $761,000 (the "Loan").
The Participant shall use the proceeds of the Loan strictly (a) to finance a portion of the
costs of construction of the Project and (b), where applicable, to reimburse the Participant for a
portion of the costs of the Project, which portion was paid or incurred in anticipation of
reimbursement through the Program and which is eligible for such reimbursement under and
pursuant to the Regulations and the Code.
Section 3. Disbursements. Proceeds of the Loan shall be made available to the
Participant in the form of one or more periodic disbursements as provided in this Section. The
Issuer thereafter shall make disbursements of a portion of the Loan for payment of costs of the
Project upon receipt of the following:
(a) a completed payment request on a form acceptable to and available from
the Issuer;
(b) current construction payment estimates;
(c) engineering service statements;
(d) purchase orders or invoices for items not included within other contracts;
and
(e) evidence that the costs for which the disbursement is requested have been
incurred.
Solely with respect to the request for the final disbursement of proceeds of the Loan, the
Participant shall submit to the Issuer (via the Department), in addition to items (a) through (e)
above, a certification of completion and acceptance of the Project by the Participant or evidence
of an acceptable settlement if the Project is subject to a dispute between the Participant and any
contractor.
Disbursements shall be made in a timely fashion following the receipt of the information
as set forth above. Unless otherwise agreed to in writing by the Issuer, funds shall be payable to
2
Page 615 of 678
the Participant via automated clearinghouse system transfer to the account specified by the
Participant.
Section 4. Completion of Project. The Participant covenants and agrees (i) to
exercise its best efforts to complete the Project; and (ii) to provide from its own fiscal resources
all monies, in excess of the total amount of Loan proceeds it receives under the Agreement,
required to complete the Project.
Section 5. Repayment of Loan; Issuance of Revenue Bonds. The Participant's
obligation to repay the Loan shall be evidenced by the Revenue Bond in the principal amount of
the Loan, complying in all material respects with the Regulations and being in substantially the
form set forth in the Resolution, which Resolution is attached hereto as Exhibit B. The Revenue
Bond shall be delivered to the Issuer as the original purchaser and registered holder thereof at the
closing of the Loan. The Revenue Bond shall be accompanied by a legal opinion of bond
counsel, in form satisfactory to the Issuer, to evidence the legality and security position of the
Revenue Bond. The parties agree that a payment of principal of the Revenue Bond shall be
deemed to be a payment of the same on the Loan and a payment of principal of the Loan shall be
deemed to be a payment of the same on the Revenue Bond. Unless otherwise agreed to in writing
by the Issuer, all payments of principal due under the Loan shall be made via automated
clearinghouse transfer, from an account specified by the Participant.
The Revenue Bond shall be dated the date of delivery to the Issuer without interest. The
first repayment of principal of the Loan shall be due and payable not later than one year after
substantial completion of the Project and payments of principal shall continue thereafter until the
Loan is paid in full. Following the final disbursement of Loan proceeds to the Participant,
Exhibit A shall be adjusted by the Issuer, with the approval of the Participant, based upon actual
disbursements to the Participant under the Agreement. Such revised Exhibit A thereafter shall be
deemed to be incorporated herein by reference and made a part hereof and shall supersede and
replace that initially attached hereto and to the Revenue Bond.
The Revenue Bond shall be subject to optional redemption by the Participant at a price of
par (i) on any date upon receipt of written consent by the Issuer, or (ii) in the event that all or
substantially all of the Project is damaged or destroyed. Any such optional redemption of the
Revenue Bond by the Participant may be made from any funds regardless of source, in whole or
from time to time in part, upon not less than thirty (30) days' notice of redemption by e-mail,
facsimile, certified or registered mail to the Issuer (or any other registered owner of the Revenue
Bond). The Revenue Bond is also subject to mandatory redemption in the event the costs of the
Project are less than initially projected, in which case the amount of the Loan shall be reduced to
an amount equal to the actual Project costs disbursed. The Participant and the Issuer agree that
following such adjustment, the principal amount due under the Revenue Bond shall be
automatically reduced to equal the principal amount of the adjusted Loan.
Pursuant to Sections 384.82 and 384.83 of the Code of Iowa, the Revenue Bond and any
additional obligations as may be hereafter issued and outstanding from time to time under the
conditions set forth in the Resolution shall be payable solely and only from the Net Revenues (as
K
Page 616 of 678
defined in the Resolution) of the Storm Water Management Utility System of the Participant, a
sufficient portion of which has been and shall be ordered set aside and pledged for such purpose
under the provisions of the Resolution. Neither this Agreement nor the Revenue Bond is a
general obligation of the Participant, and under no circumstance shall the Participant be in any
manner liable by reason of the failure of the aforesaid Net Revenues to be sufficient to pay the
Revenue Bond or to otherwise discharge the Participant's obligation hereunder.
Section 6. Interest Rate; Initiation Fee and Servicing Fees. (a) The Participant agrees
to pay to the Issuer, as additional consideration for the Loan, a loan initiation fee (the "Initiation
Fee") equal to one-half of one percent (0.50%) of the amount of the Loan (but not to exceed
$100,000.00) ($3,805), which shall be due and payable on the date of this Agreement. Unless
the Issuer shall be otherwise notified by the Participant that the Participant intends to pay such
Initiation Fee from other funds, and has received such other funds from the Participant on the
date hereof, the Issuer shall be authorized to deduct the full amount of the Initiation Fee from the
proceeds of the Loan being made hereunder, and such deduction by the Issuer shall be deemed to
be an expenditure by the Participant of the Loan proceeds.
(b) The Participant shall not be charged Servicing Fees.
(c) The Loan shall not bear interest.
Section 7. Compliance with Applicable Laws, Performance Under Loan Agreement;
Rates. The Participant covenants and agrees (i) to comply with all applicable State of Iowa and
federal laws, rules and regulations (including but not limited to the Regulations), judicial
decisions, and executive orders in the performance of the Agreement and in the financing,
construction, operation, maintenance and use of the Project and the Storm Water Management
Utility System; (ii) to maintain its Storm Water Management Utility System in good repair,
working order and operating condition; (iii) to cooperate with the Issuer in the observance and
performance of their respective duties, covenants, obligations and agreements under the
Agreement; (iv) to comply with all terms and conditions of the Resolution; and (v) to establish,
levy and collect rents, rates and other charges for the products and services provided by its Storm
Water Management Utility System, which rents, rates and other charges shall be at least
sufficient (A) to meet the operation and maintenance expenses of such Storm Water
Management Utility System, (B) to produce and maintain Net Revenues at a level not less than
110% of the amount of principal and interest on the Revenue Bond and any other obligations
secured by a pledge of the Net Revenues falling due in the same year, (C) to comply with all
covenants pertaining thereto contained in, and all other provisions of, any bond resolution, trust
indenture or other security agreement, if any, relating to any bonds or other evidences of
indebtedness issued or to be issued by the Participant, (D) to pay the debt service requirements
on any bonds, notes or other evidences of indebtedness, whether now outstanding or incurred in
the future, secured by such revenues or other receipts and issued to finance improvements to the
Storm Water Management Utility System and to make any other payments required by the laws
of the State of Iowa, (E) to generate funds sufficient to fulfill the terms of all other contracts and
agreements made by the Participant, including, without limitation, the Agreement and the
0
Page 617 of 678
Revenue Bond and (F) to pay all other amounts payable from or constituting a lien or charge on
the operating revenues of its Storm Water Management Utility System.
Section 8. Exclusion of Interest from Gross Income. [Reserved.]
Section 9. Insurance; Audits; Disposal of Property. The Participant covenants and
agrees (a) to maintain insurance on, or to self -insure, the insurable portions of the Storm Water
Management Utility System of a kind and in an amount which normally would be carried by
private companies engaged in a similar type of business, (b) to keep proper books and accounts
adapted to the Storm Water Management Utility System, showing the complete and correct entry
of all transactions relating thereto, and to cause said books and accounts to be audited or
examined by an independent auditor or the State Auditor (i) at such times and for such periods as
may be required by the federal Single Audit Act of 1984, OMB Circular A-133 or State law, and
(ii) at such other times and for such other periods as may be requested at any time and from time
to time by the Issuer (which requests may require an audit to be performed for a period that
would not otherwise be required to be audited under State law), and (c) unless the Participant has
received a waiver and consent from the Issuer, it shall not sell, lease or in any manner dispose of
the Storm Water Management Utility System, or any capital part thereof, including any and all
extensions and additions which may be made thereto, until the Revenue Bond shall have been
paid in full or otherwise discharged as provided in the Resolution; provided, however, that the
Participant may dispose of any property which in the judgment of its governing body is no longer
useful or profitable to use in connection with the operation of the Storm Water Management
Utility System or essential to the continued operation thereof.
Section 10. Maintenance of Documents; Access. The Participant agrees to maintain
its project accounts in accordance with generally accepted accounting principles ("GAAP") as
issued by the Governmental Accounting Standards Board, including GAAP requirements
relating to the reporting of infrastructure assets.
The Participant agrees to permit the Issuer or its duly authorized representative access to
all files and documents relating to the Project for purposes of conducting audits and reviews in
accordance with any of the Regulations.
Section 11. Continuing Disclosure. As a means of enabling the Issuer to comply with
the "continuing disclosure" requirements set forth in Rule 15c2-12 (the "Rule") of the Securities
and Exchange Commission, the Participant agrees, during the term of the Loan, but only upon
written notification from the Issuer to the Participant that this Section 11 applies to such
Participant for a particular fiscal year, to provide the Issuer with (i) the comprehensive audit
report of the Participant, prepared and certified by an independent auditor or the State Auditor, or
unaudited financial information if the audit is not available, not later than 180 days after the end
of each fiscal year for which this section applies and (ii) such other information and operating
data as the Issuer may reasonably request from time to time with respect to the Storm Water
Management Utility System, the Project or the Participant.
E
Page 618 of 678
The Participant hereby consents to the inclusion of all or any portion of the foregoing
information and materials in a public filing made by the Issuer under the Rule. The Participant
agrees to indemnify and hold harmless the Issuer, and its officers, directors, employees and
agents from and against any and all claims, damages, losses, liabilities, reasonable costs and
expenses whatsoever (including attorney fees) which such indemnified parry may incur by
reason of or in connection with the disclosure of information permitted under this Section;
provided that no such indemnification shall be required for any claims, damages, losses,
liabilities, costs or expenses to the extent, but only to the extent, caused by the willful
misconduct or gross negligence of the Issuer in the disclosure of such information.
Section 12. Events of Default. If any one or more of the following events occur, it is
hereby defined as and declared to constitute an "Event of Default" under this Agreement:
(a) Failure by the Participant to pay, or cause to be paid, any Loan repayment
required to be paid under this Agreement when due, which failure shall continue for a
period of fifteen (15) days.
(b) Failure by the Participant to make, or cause to be made, any required
payments of principal, redemption premium, if any, and interest on any bonds, notes or
other obligations of the Participant (other than the Loan and the Revenue Bond), the
payment of which are secured by operating revenues of the Storm Water Management
Utility System.
(c) Failure by the Participant to observe and perform any duty, covenant,
obligation or agreement on its part to be observed or performed under the Agreement or
the Resolution, other than the obligation to make Loan repayments, which failure shall
continue for a period of thirty (30) days after written notice, specifying such failure and
requesting that it be remedied, is given to the Participant by the Issuer, unless the Issuer
shall agree in writing to an extension of such time prior to its expiration or the failure
stated in such notice is correctable but cannot be corrected in the applicable period, in
which case the Issuer may not unreasonably withhold its consent to an extension of such
time up to one hundred twenty (120) days from the delivery of the written notice referred
to above if corrective action is commenced by the Participant within the applicable period
and diligently pursued until the Event of Default is corrected.
Section 13. Remedies on Default. Whenever an Event of Default shall have occurred
and be continuing, the Issuer shall have the right to take any action authorized under the
Regulations, the Revenue Bond or this Agreement and to take whatever other action at law or
equity may appear necessary or desirable to collect the amounts then due and thereafter to
become due under the Agreement or to enforce the performance and observance of any duty,
covenant, obligation or agreement of the Participant under the Agreement or the Resolution.
Section 14. Amendments. This Agreement may not be amended, supplemented or
modified except by a writing executed by all of the parties hereto.
n
Page 619 of 678
Section 15. Termination. The Participant understands and agrees that the Loan may
be terminated at the option of the Issuer if construction of the Project has not commenced within
one year of the date of execution of this Agreement, all as set forth in the Regulations.
Section 16. Rule of Construction. This Agreement is executed pursuant to the
provisions of Section 384.24A of the Code of Iowa and shall be read and construed as
conforming to all provisions and requirements of that statute.
In the event of any inconsistency or conflict between the terms and conditions of the
Revenue Bond and this Agreement or the Regulations, the parties acknowledge and agree that
the terms of this Agreement or the Regulations, as the case may be, shall take precedence over
any such terms of the Revenue Bond and shall be controlling, and that the payment of principal
of the Loan shall at all times conform to the schedule set forth on Exhibit A, as adjusted, and the
Regulations.
Section 17. Federal Requirements. The Participant agrees to comply with all
applicable federal requirements including, but not limited to, Davis -Bacon wage requirements
and the requirements relating to the use of American iron and steel products.
Section 18. Application of Uniform Electronic Transactions Act.
The Issuer and the Participant agree this Agreement and all documents related thereto
and referenced herein may be entered into and provided for pursuant to and in accordance with
Chapter 554D of the Code of Iowa.
Section 19. Finalization of Project Costs; Completion of Interest Rate Adjustment.
The Participant agrees that it will cooperate with the Issuer to finalize all Project costs
and to take all action necessary to adjust the interest rate as determined by the Issuer regarding
the Participant's outstanding Stormwater Management Utility Revenue Capital Loan Note No.
R-1, Series 2019, dated April 12, 2019.
7
Page 620 of 678
IN WITNESS WHEREOF, we have hereunto affixed our signatures all as of the date first
above written.
Attest:
City Clerk
CITY OF DUBUQUE, IOWA
[Participant Signature Page to LDA]
IN WITNESS WHEREOF, I have hereunto affixed my signature all as of the date first
above written.
IOWA FINANCE AUTHORITY
By:
Its:
[IFA Signature Page to LDA]
Page 622 of 678
EXHIBIT A
ESTIMATED DISBURSEMENTS AND
DEBT SERVICE REPAYMENT SCHEDULE
Page 623 of 678
EXHIBIT B
AUTHORIZATION/ISSUANCE RESOLUTION OF PARTICIPANT
Page 624 of 678
Estimated Amortization Schedule
City of Dubuque
Storm Water Revenue Bond
WRR18-001
/
Loan
summary
Estimated
Draw Schedule
Loan Closing Date
Jul 25, 2025
Initiation Fee -
Jul 25, 2025
3,805.00
SRF
Final Disbursement Date
Nov 7, 2025
Final Maturity Date
Jun 1, 2040
Estimated Draw # 1 -
Jul 25, 2025
500,000.00
STATE
Loan Period in Years
15
Estimated Draw #2-
Aug 29, 2025
100,000.00
REVOLVING FUND
Total Loaned Amount
$
761,000.00
Estimated Draw #3-
Oct 3, 2025
100,000.00
0.5% Initiation Fee
3,805.00
Estimated Draw #4-
Nov 7, 2025
57,195.00
Net Proceeds to Borrower
$
757,195.00
Annual Interest Rate
Total Interest
$
0.00
Servicing Fee Rate
Total Servicing Fees
$
0.00
Total Loan Costs
$
3,805.00
Total Loaned Amount 1 761,000.00
Payment
Beginning
Servicing Total Loan
Total Annual Debt
Date
Balance
Principal
Interest Fee Payment
Service
Ending Balance
Dec1,2025
703,805.00
0.00
703,805.00
Jun 1,2026
761,000.00
50,733.33
50,733.33
50,733.33
710,266.67
Dec 1, 2026
710,266.67
0.00
710,266.67
Jun 1, 2027
710,266.67
50,733.33
50,733.33
50,733.33
659,533.34
Dec1,2027
659,533.34
0.00
659,533.34
Jun 1,2028
659,533.34
50,733.33
50,733.33
50,733.33
608,800.01
Dec1,2028
608,800.01
0.00
608,800.01
Jun 1,2029
608,800.01
50,733.33
50,733.33
50,733.33
558,066.68
Dec1,2029
558,066.68
0.00
558,066.68
Jun 1, 2030
558,066.68
50,733.33
50,733.33
50,733.33
507,333.35
Dec 1, 2030
507,333.35
0.00
507,333.35
Jun 1,2031
507,333.35
50,733.33
50,733.33
50,733.33
456,600.02
Dec 1, 2031
456,600.02
0.00
456,600.02
Jun 1,2032
456,600.02
50,733.33
50,733.33
50,733.33
405,866.69
Dec 1, 2032
405,866.69
0.00
405,866.69
Jun 1, 2033
405,866.69
50,733.33
50,733.33
50,733.33
355,133.36
Dec 1, 2033
355,133.36
0.00
355,133.36
Jun 1, 2034
355,133.36
50,733.33
50,733.33
50,733.33
304,400.03
Dec 1, 2034
304,400.03
0.00
304,400.03
_Jun 1, 2035
304,400.03
50,733.33
50,733.33
50,733.33
253,666.70
Dec 1, 2035
253,666.70
0.00
253,666.70
Jun 1, 2036
253,666.70
50,733.33
50,733.33
50,733.33
202,933.37
Dec 1, 2036
202,933.37
0.00
202,933.37
Jun 1, 2037
202,933.37
50,733.33
50,733.33
50,733.33
152,200.04
Dec 1, 2037
152,200.04
0.00
152,200.04
Jun 1, 2038
152,200.04
50,733.33
50,733.33
50,733.33
101,466.71
Dec 1, 2038
101,466.71
0.00
101,466.71
Jun 1,2039
101,466.71
50,733.33
50,733.33
50,733.33
50,733.38
Dec 1, 2039 50,733.38 0.00 50,733.38
Jun 1,2040 50,733.38 50,733.38 50,733.38 50,733.38 0.00
As of 6/23/2025
INVESTING IN IOWA'S WATER
www.iowasrf.com
Page 625 of 678
MEMORANDUM
TO: David D. Grossklaus
CC: Erin Regan; Emily Hammond; John P. Danos; City of Dubuque
FROM: Lauren Baker
DATE: July 18, 2025
RE: City of Dubuque, Iowa
$761,000 Storm Water Revenue Bond, Series 2025
Our File No. 430411-21
Attached please find our opinion, the executed Storm Water Revenue Bond, and the
executed Loan and Disbursement Agreement relating to the closing of the City of Dubuque’s
$761,000 SRF Loan on July 25, 2025.
We have also attached the executed First Amendment to Loan and Disbursement
Agreement related to the corresponding interest rate reduction on the Stormwater Management
Utility Revenue Capital Loan Note No. R-1, Series 2019, dated April 12, 2019.
Please notify us when closing has been completed and return an executed copy of the
Loan and Disbursement Agreement and First Amendment to Loan and Disbursement Agreement
to us.
No. R-1
UNITED STATES OF AMERICA
STATE OF IOWA
DUBUQUE COUNTY
CITY OF DUBUQUE
STORM WATER REVENUE BOND, SERIES 2025
RATE MATURITY DATE BOND DATE
0% June 1, 2040 July 25, 2025
761,000
The City of Dubuque (the "City"), in Dubuque County, State of Iowa, for value received, promises to pay from the source and as hereinafter
provided, on the maturity date of this Bond, to
or registered assigns, the principal sum of
IOWA FINANCE AUTHORITY
SEVEN HUNDRED SIXTY-ONE THOUSAND DOLLARS
Principal shall be due and payable in installments in the amounts shown on the Principal Payment Schedule, attached hereto as Exhibit A, on
June 1, 2026, and annually thereafter on June 1 in each year until the principal is fully paid, except that the final installments of the entire balance of
principal, if not sooner paid, shall become due and payable on June 1, 2040. This Bond shall not bear interest.
The City Clerk shall act as Registrar and Paying Agent and may be hereinafter referred to as the "Registrar" or the "Paying Agent."
Payment of the principal of this Bond and premium, if any, shall be payable at the office of the Paying Agent to the registered owners thereof
appearing on the registration books of the City at the addresses shown on such registration books. All such payments, except full redemption, shall be
made to the registered owners appearing on the registration books at the close of business on the fifteenth day of the month next preceding the payment
date. Final payment of principal shall only be made upon surrender of this Bond to the Paying Agent.
This Bond is one of a series of bonds (the "Bonds") issued by the City to evidence its obligation under a certain Loan and Disbursement
Agreement, dated the date hereof (the "Agreement") entered into by the City for the purpose of providing funds to pay a portion of the cost of
constructing a certain water resource restoration project (the "Project") to the benefit of the Storm Water Management Utility System (the "Utility") of
the City.
The Bonds are issued pursuant to and in strict compliance with the provisions of Sections 384.24A and 384.83 of the Code of Iowa, 2025,
and all other laws amendatory thereof and supplemental thereto, and in conformity with a resolution of the City Council authorizing and approving the
Agreement and providing for the issuance and securing the payment of the Bonds (the "Resolution"), and reference is hereby made to the Resolution
and the Agreement for a more complete statement as to the source of payment of the Bonds and the rights of the owners of the Bonds.
The Bonds shall be subject to optional redemption by the City at a price of par (i) on any date with the prior written consent of the Iowa
Finance Authority, or (ii) in the event that all or substantially all of the Project is damaged or destroyed. Any optional redemption of the Bonds by the
City may be made from any funds regardless of source, in whole or from time to time in part, in inverse order of maturity upon not less than thirty (30)
days' notice of redemption by e-mail, facsimile, certified or registered mail to the Iowa Finance Authority (or any other registered owner of the Bonds).
The Bonds are also subject to mandatory redemption as set forth in Section 5 of the Agreement.
The Bonds are not general obligations of the City but, together with the City's outstanding Storm Water Utility Revenue Capital Loan Note,
Series 2010B, dated January 13, 2010; Storm Water Utility Revenue Capital Loan Note, Series 2010G, dated October 27, 2010; Taxable Storm Water
Utility Revenue Capital Loan Notes, Series 2014A, dated February 28, 2014; Stormwater Management Utility Revenue Capital Loan Note No. R-1,
Series 2019, dated April 12, 2019; and any additional obligations as may be hereafter issued and outstanding from time to time ranking on a parity
therewith under the conditions set forth in the Resolution, are payable solely and only out of the future Net Revenues (as defined in the Resolution) of
the Utility, a sufficient portion of which has been ordered set aside and pledged for that purpose. This Bond is not payable in any manner by taxation,
and under no circumstances shall the City be in any manner liable by reason of the failure of the said Net Revenues to be sufficient for the payment of
this Bond.
This Bond is fully negotiable but shall be fully registered as to both principal in the name of the owner on the books of the City in the office
of the Registrar, after which no transfer shall be valid unless made on said books and then only upon presentation of this Bond to the Registrar, together
with either a written instrument of transfer satisfactory to the Registrar or the assignment form hereon completed and duly executed by the registered
owner or the duly authorized attorney for such registered owner.
The City, the Registrar and the Paying Agent may deem and treat the registered owner hereof as the absolute owner for the purpose of
receiving payment of or on account of principal hereof, premium, if any, and for all other purposes, and the City, the Registrar and the Paying Agent
shall not be affected by any notice to the contrary.
And It Is Hereby Certified, Recited and Declared that all acts, conditions and things required to exist, happen and be performed precedent to
and in the issuance of the Bonds have existed, have happened and have been performed in due time, form and manner, as required by law, and that the
issuance of the Bonds does not exceed or violate any constitutional or statutory limitation or provision.
Page 611 of 678
IN TESTIMONY WHEREOF, the City of Dubuque, Iowa, has caused this Bond to be executed by its Mayor and attested by its City Clerk,
all as of the Bond Date.
Attest*
City Clerk
STATE OF IOWA
DUBUQUE COUNTY
CITY OF DUBUQUE
Moi"l" MITI NO
ptal
SS: CITY TREASURER'S CERTIFICATE
The original issuance of the Bonds, of which this Bond is a part, was duly and properly recorded in my office as of the Bond Date.
Cy reasurer
ABBREVIATIONS
The following abbreviations, when used in this Bond, shall be construed as though they were written out in full according to applicable laws
or regulations:
TEN COM - as tenants in common UTMA
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right of
survivorship and not as tenants in
common
Custodian)
As Custodian for
under Uniform Transfers to Minors Act
State)
Additional abbreviations may also be used though not in the list above.
ASSIGNMENT
Minor)
For valuable consideration, receipt of which is hereby acknowledged, the undersigned assigns this Bond to
Please print or type name and address of Assignee)
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
and does hereby irrevocably appoint
with full power of substitution.
Dated:
Signature guaranteed:
Attorney, to transfer this Bond on the books kept for registration thereof
NOTICE: The signature to this Assignment must correspond with the name of
the registered owner as it appears on this Bond in every particular, without
alteration or enlargement or any change whatever.
EXHIBIT A
PRINCIPAL PAYMENT SCHEDULE
Due Due
June 1 Amount June 1 Amount
2026 50,733.33 2034 50,733.33
2027 50,733.33 2035 50,733.33
2028 50,733.33 2036 50,733.33
2029 50,733.33 2037 50,733.33
2030 50,733.33 2038 50,733.33
2031 50,733.33 2049 50,733.33
2032 50,733.33 2040 50,733.33
2033 50,733.33
Page 613 of 678
LOAN AND DISBURSEMENT AGREEMENT
761,000 STORM WATER REVENUE BONDS
This Loan and Disbursement Agreement (the "Agreement") is made and entered into as
of July 25, 2025, by and between the City of Dubuque, Iowa (the "Participant") and the Iowa
Finance Authority, an agency and public instrumentality of the State of Iowa (the "Issuer").
WHEREAS, the Issuer, in cooperation with the Iowa Department of Natural Resources
the "Department"), is authorized to undertake the creation, administration and financing of the
Iowa Water Pollution Control Works Financing Program (the "Program") established in the
Code of Iowa, Sections 16.131 through 16.135 and Sections 455B.291 through 455B.299,
including, among other things, the making of loans to Iowa municipalities for purposes of the
Program; and
WHEREAS, the Participant desires to participate in the Program as a means of financing
all or part of the construction of water resource restoration projects serving the Participant and its
residents; and
WHEREAS, to assist in financing the Project (defined herein), the Issuer desires to make
a loan to the Participant in the amount set forth in Section 2 hereof;
NOW, THEREFORE, the parties agree as follows:
Section 1. Definitions. In addition to other definitions set forth herein, the following
terms as used in this Agreement shall, unless the context clearly requires otherwise, have the
following meanings:
a) "Bonds" or "Revenue Bonds" shall mean any State Revolving Fund
Revenue Bond or Bonds that were or in the future are issued by the Issuer for the purpose
of providing moneys to finance the Loan to the Participant.
b) "Code" shall mean the Internal Revenue Code of 1986, as amended, and
all lawfully promulgated regulations thereunder.
c) "Project" shall mean the particular construction activities approved by the
Department and being undertaken by the Participant with respect to its water resource
restoration projects, as described in the Resolution.
d) "Regulations" shall mean the administrative rules of the Department
relating to the Program, set forth in Title 567, Chapter 92 of the Iowa Administrative
Code, and the administrative rules of the Issuer relating to the Program set forth in Title
265, Chapter 26 of the Iowa Administrative Code.
e) "Resolution" shall mean the resolution of the City Council of the
Participant providing for the authorization and issuance of the Revenue Bond, attached
Page 614 of 678
hereto as Exhibit B, adopted on July 7, 2025, approving and authorizing the execution of
this Agreement and the issuance of the Revenue Bond (as defined herein).
f) "Storm Water Management Utility System" shall mean the storm water
management utility system of the Participant, all facilities being used in conjunction
therewith and all appurtenances and extensions thereto.
Section 2. Loan; Purchase of Revenue Bond. The Issuer agrees to purchase a duly
authorized and issued storm water revenue bond or capital loan note of the Participant (the
Revenue Bond") in order to make a loan to the Participant, and will disburse proceeds as set
forth herein. The Participant agrees to borrow and accept from the Issuer, a loan in the principal
amount of not to exceed $761,000 (the "Loan").
The Participant shall use the proceeds of the Loan strictly (a) to finance a portion of the
costs of construction of the Project and (b), where applicable, to reimburse the Participant for a
portion of the costs of the Project, which portion was paid or incurred in anticipation of
reimbursement through the Program and which is eligible for such reimbursement under and
pursuant to the Regulations and the Code.
Section 3. Disbursements. Proceeds of the Loan shall be made available to the
Participant in the form of one or more periodic disbursements as provided in this Section. The
Issuer thereafter shall make disbursements of a portion of the Loan for payment of costs of the
Project upon receipt of the following:
a) a completed payment request on a form acceptable to and available from
the Issuer;
b) current construction payment estimates;
c) engineering service statements;
d) purchase orders or invoices for items not included within other contracts;
and
e) evidence that the costs for which the disbursement is requested have been
incurred.
Solely with respect to the request for the final disbursement of proceeds of the Loan, the
Participant shall submit to the Issuer (via the Department), in addition to items (a) through (e)
above, a certification of completion and acceptance of the Project by the Participant or evidence
of an acceptable settlement if the Project is subject to a dispute between the Participant and any
contractor.
Disbursements shall be made in a timely fashion following the receipt of the information
as set forth above. Unless otherwise agreed to in writing by the Issuer, funds shall be payable to
2
Page 615 of 678
the Participant via automated clearinghouse system transfer to the account specified by the
Participant.
Section 4. Completion of Project. The Participant covenants and agrees (i) to
exercise its best efforts to complete the Project; and (ii) to provide from its own fiscal resources
all monies, in excess of the total amount of Loan proceeds it receives under the Agreement,
required to complete the Project.
Section 5. Repayment of Loan; Issuance of Revenue Bonds. The Participant's
obligation to repay the Loan shall be evidenced by the Revenue Bond in the principal amount of
the Loan, complying in all material respects with the Regulations and being in substantially the
form set forth in the Resolution, which Resolution is attached hereto as Exhibit B. The Revenue
Bond shall be delivered to the Issuer as the original purchaser and registered holder thereof at the
closing of the Loan. The Revenue Bond shall be accompanied by a legal opinion of bond
counsel, in form satisfactory to the Issuer, to evidence the legality and security position of the
Revenue Bond. The parties agree that a payment of principal of the Revenue Bond shall be
deemed to be a payment of the same on the Loan and a payment of principal of the Loan shall be
deemed to be a payment of the same on the Revenue Bond. Unless otherwise agreed to in writing
by the Issuer, all payments of principal due under the Loan shall be made via automated
clearinghouse transfer, from an account specified by the Participant.
The Revenue Bond shall be dated the date of delivery to the Issuer without interest. The
first repayment of principal of the Loan shall be due and payable not later than one year after
substantial completion of the Project and payments of principal shall continue thereafter until the
Loan is paid in full. Following the final disbursement of Loan proceeds to the Participant,
Exhibit A shall be adjusted by the Issuer, with the approval of the Participant, based upon actual
disbursements to the Participant under the Agreement. Such revised Exhibit A thereafter shall be
deemed to be incorporated herein by reference and made a part hereof and shall supersede and
replace that initially attached hereto and to the Revenue Bond.
The Revenue Bond shall be subject to optional redemption by the Participant at a price of
par (i) on any date upon receipt of written consent by the Issuer, or (ii) in the event that all or
substantially all of the Project is damaged or destroyed. Any such optional redemption of the
Revenue Bond by the Participant may be made from any funds regardless of source, in whole or
from time to time in part, upon not less than thirty (30) days' notice of redemption by e-mail,
facsimile, certified or registered mail to the Issuer (or any other registered owner of the Revenue
Bond). The Revenue Bond is also subject to mandatory redemption in the event the costs of the
Project are less than initially projected, in which case the amount of the Loan shall be reduced to
an amount equal to the actual Project costs disbursed. The Participant and the Issuer agree that
following such adjustment, the principal amount due under the Revenue Bond shall be
automatically reduced to equal the principal amount of the adjusted Loan.
Pursuant to Sections 384.82 and 384.83 of the Code of Iowa, the Revenue Bond and any
additional obligations as may be hereafter issued and outstanding from time to time under the
conditions set forth in the Resolution shall be payable solely and only from the Net Revenues (as
K
Page 616 of 678
defined in the Resolution) of the Storm Water Management Utility System of the Participant, a
sufficient portion of which has been and shall be ordered set aside and pledged for such purpose
under the provisions of the Resolution. Neither this Agreement nor the Revenue Bond is a
general obligation of the Participant, and under no circumstance shall the Participant be in any
manner liable by reason of the failure of the aforesaid Net Revenues to be sufficient to pay the
Revenue Bond or to otherwise discharge the Participant's obligation hereunder.
Section 6. Interest Rate; Initiation Fee and Servicing Fees. (a) The Participant agrees
to pay to the Issuer, as additional consideration for the Loan, a loan initiation fee (the "Initiation
Fee") equal to one-half of one percent (0.50%) of the amount of the Loan (but not to exceed
100,000.00) ($3,805), which shall be due and payable on the date of this Agreement. Unless
the Issuer shall be otherwise notified by the Participant that the Participant intends to pay such
Initiation Fee from other funds, and has received such other funds from the Participant on the
date hereof, the Issuer shall be authorized to deduct the full amount of the Initiation Fee from the
proceeds of the Loan being made hereunder, and such deduction by the Issuer shall be deemed to
be an expenditure by the Participant of the Loan proceeds.
b) The Participant shall not be charged Servicing Fees.
c) The Loan shall not bear interest.
Section 7. Compliance with Applicable Laws, Performance Under Loan Agreement;
Rates. The Participant covenants and agrees (i) to comply with all applicable State of Iowa and
federal laws, rules and regulations (including but not limited to the Regulations), judicial
decisions, and executive orders in the performance of the Agreement and in the financing,
construction, operation, maintenance and use of the Project and the Storm Water Management
Utility System; (ii) to maintain its Storm Water Management Utility System in good repair,
working order and operating condition; (iii) to cooperate with the Issuer in the observance and
performance of their respective duties, covenants, obligations and agreements under the
Agreement; (iv) to comply with all terms and conditions of the Resolution; and (v) to establish,
levy and collect rents, rates and other charges for the products and services provided by its Storm
Water Management Utility System, which rents, rates and other charges shall be at least
sufficient (A) to meet the operation and maintenance expenses of such Storm Water
Management Utility System, (B) to produce and maintain Net Revenues at a level not less than
110% of the amount of principal and interest on the Revenue Bond and any other obligations
secured by a pledge of the Net Revenues falling due in the same year, (C) to comply with all
covenants pertaining thereto contained in, and all other provisions of, any bond resolution, trust
indenture or other security agreement, if any, relating to any bonds or other evidences of
indebtedness issued or to be issued by the Participant, (D) to pay the debt service requirements
on any bonds, notes or other evidences of indebtedness, whether now outstanding or incurred in
the future, secured by such revenues or other receipts and issued to finance improvements to the
Storm Water Management Utility System and to make any other payments required by the laws
of the State of Iowa, (E) to generate funds sufficient to fulfill the terms of all other contracts and
agreements made by the Participant, including, without limitation, the Agreement and the
0
Page 617 of 678
Revenue Bond and (F) to pay all other amounts payable from or constituting a lien or charge on
the operating revenues of its Storm Water Management Utility System.
Section 8. Exclusion of Interest from Gross Income. [Reserved.]
Section 9. Insurance; Audits; Disposal of Property. The Participant covenants and
agrees (a) to maintain insurance on, or to self -insure, the insurable portions of the Storm Water
Management Utility System of a kind and in an amount which normally would be carried by
private companies engaged in a similar type of business, (b) to keep proper books and accounts
adapted to the Storm Water Management Utility System, showing the complete and correct entry
of all transactions relating thereto, and to cause said books and accounts to be audited or
examined by an independent auditor or the State Auditor (i) at such times and for such periods as
may be required by the federal Single Audit Act of 1984, OMB Circular A-133 or State law, and
ii) at such other times and for such other periods as may be requested at any time and from time
to time by the Issuer (which requests may require an audit to be performed for a period that
would not otherwise be required to be audited under State law), and (c) unless the Participant has
received a waiver and consent from the Issuer, it shall not sell, lease or in any manner dispose of
the Storm Water Management Utility System, or any capital part thereof, including any and all
extensions and additions which may be made thereto, until the Revenue Bond shall have been
paid in full or otherwise discharged as provided in the Resolution; provided, however, that the
Participant may dispose of any property which in the judgment of its governing body is no longer
useful or profitable to use in connection with the operation of the Storm Water Management
Utility System or essential to the continued operation thereof.
Section 10. Maintenance of Documents; Access. The Participant agrees to maintain
its project accounts in accordance with generally accepted accounting principles ("GAAP") as
issued by the Governmental Accounting Standards Board, including GAAP requirements
relating to the reporting of infrastructure assets.
The Participant agrees to permit the Issuer or its duly authorized representative access to
all files and documents relating to the Project for purposes of conducting audits and reviews in
accordance with any of the Regulations.
Section 11. Continuing Disclosure. As a means of enabling the Issuer to comply with
the "continuing disclosure" requirements set forth in Rule 15c2-12 (the "Rule") of the Securities
and Exchange Commission, the Participant agrees, during the term of the Loan, but only upon
written notification from the Issuer to the Participant that this Section 11 applies to such
Participant for a particular fiscal year, to provide the Issuer with (i) the comprehensive audit
report of the Participant, prepared and certified by an independent auditor or the State Auditor, or
unaudited financial information if the audit is not available, not later than 180 days after the end
of each fiscal year for which this section applies and (ii) such other information and operating
data as the Issuer may reasonably request from time to time with respect to the Storm Water
Management Utility System, the Project or the Participant.
E
Page 618 of 678
The Participant hereby consents to the inclusion of all or any portion of the foregoing
information and materials in a public filing made by the Issuer under the Rule. The Participant
agrees to indemnify and hold harmless the Issuer, and its officers, directors, employees and
agents from and against any and all claims, damages, losses, liabilities, reasonable costs and
expenses whatsoever (including attorney fees) which such indemnified parry may incur by
reason of or in connection with the disclosure of information permitted under this Section;
provided that no such indemnification shall be required for any claims, damages, losses,
liabilities, costs or expenses to the extent, but only to the extent, caused by the willful
misconduct or gross negligence of the Issuer in the disclosure of such information.
Section 12. Events of Default. If any one or more of the following events occur, it is
hereby defined as and declared to constitute an "Event of Default" under this Agreement:
a) Failure by the Participant to pay, or cause to be paid, any Loan repayment
required to be paid under this Agreement when due, which failure shall continue for a
period of fifteen (15) days.
b) Failure by the Participant to make, or cause to be made, any required
payments of principal, redemption premium, if any, and interest on any bonds, notes or
other obligations of the Participant (other than the Loan and the Revenue Bond), the
payment of which are secured by operating revenues of the Storm Water Management
Utility System.
c) Failure by the Participant to observe and perform any duty, covenant,
obligation or agreement on its part to be observed or performed under the Agreement or
the Resolution, other than the obligation to make Loan repayments, which failure shall
continue for a period of thirty (30) days after written notice, specifying such failure and
requesting that it be remedied, is given to the Participant by the Issuer, unless the Issuer
shall agree in writing to an extension of such time prior to its expiration or the failure
stated in such notice is correctable but cannot be corrected in the applicable period, in
which case the Issuer may not unreasonably withhold its consent to an extension of such
time up to one hundred twenty (120) days from the delivery of the written notice referred
to above if corrective action is commenced by the Participant within the applicable period
and diligently pursued until the Event of Default is corrected.
Section 13. Remedies on Default. Whenever an Event of Default shall have occurred
and be continuing, the Issuer shall have the right to take any action authorized under the
Regulations, the Revenue Bond or this Agreement and to take whatever other action at law or
equity may appear necessary or desirable to collect the amounts then due and thereafter to
become due under the Agreement or to enforce the performance and observance of any duty,
covenant, obligation or agreement of the Participant under the Agreement or the Resolution.
Section 14. Amendments. This Agreement may not be amended, supplemented or
modified except by a writing executed by all of the parties hereto.
n
Page 619 of 678
Section 15. Termination. The Participant understands and agrees that the Loan may
be terminated at the option of the Issuer if construction of the Project has not commenced within
one year of the date of execution of this Agreement, all as set forth in the Regulations.
Section 16. Rule of Construction. This Agreement is executed pursuant to the
provisions of Section 384.24A of the Code of Iowa and shall be read and construed as
conforming to all provisions and requirements of that statute.
In the event of any inconsistency or conflict between the terms and conditions of the
Revenue Bond and this Agreement or the Regulations, the parties acknowledge and agree that
the terms of this Agreement or the Regulations, as the case may be, shall take precedence over
any such terms of the Revenue Bond and shall be controlling, and that the payment of principal
of the Loan shall at all times conform to the schedule set forth on Exhibit A, as adjusted, and the
Regulations.
Section 17. Federal Requirements. The Participant agrees to comply with all
applicable federal requirements including, but not limited to, Davis -Bacon wage requirements
and the requirements relating to the use of American iron and steel products.
Section 18. Application of Uniform Electronic Transactions Act.
The Issuer and the Participant agree this Agreement and all documents related thereto
and referenced herein may be entered into and provided for pursuant to and in accordance with
Chapter 554D of the Code of Iowa.
Section 19. Finalization of Project Costs; Completion of Interest Rate Adjustment.
The Participant agrees that it will cooperate with the Issuer to finalize all Project costs
and to take all action necessary to adjust the interest rate as determined by the Issuer regarding
the Participant's outstanding Stormwater Management Utility Revenue Capital Loan Note No.
R-1, Series 2019, dated April 12, 2019.
7
Page 620 of 678
IN WITNESS WHEREOF, we have hereunto affixed our signatures all as of the date first
above written.
Attest:
City Clerk
CITY OF DUBUQUE, IOWA
Participant Signature Page to LDA]
IN WITNESS WHEREOF, I have hereunto affixed my signature all as of the date first
above written.
IOWA FINANCE AUTHORITY
By:
Its:
IFA Signature Page to LDA]
Page 622 of 678
EXHIBIT A
ESTIMATED DISBURSEMENTS AND
DEBT SERVICE REPAYMENT SCHEDULE
Page 623 of 678
Estimated Amortization Schedule
City of Dubuque
Storm Water Revenue Bond
WRR18-001
Loan summary Estimated Draw Schedule
Loan Closing Date Jul 25, 2025 Initiation Fee - Jul 25, 2025 3,805.00 SRFFinalDisbursementDateNov7, 2025
Final Maturity Date Jun 1, 2040 Estimated Draw # 1 - Jul 25, 2025 500,000.00 STATE
Loan Period in Years 15 Estimated Draw #2- Aug 29, 2025 100,000.00 REVOLVING FUND
Total Loaned Amount 761,000.00 Estimated Draw #3- Oct 3, 2025 100,000.00
0.5% Initiation Fee 3,805.00 Estimated Draw #4- Nov 7, 2025 57,195.00
Net Proceeds to Borrower 757,195.00
Annual Interest Rate
Total Interest 0.00
Servicing Fee Rate
Total Servicing Fees 0.00
Total Loan Costs 3,805.00
Total Loaned Amount 1 761,000.00
Payment Beginning Servicing Total Loan Total Annual Debt
Date Balance Principal Interest Fee Payment Service Ending Balance
Dec1,2025 703,805.00 0.00 703,805.00
Jun 1,2026 761,000.00 50,733.33 50,733.33 50,733.33 710,266.67
Dec 1, 2026 710,266.67 0.00 710,266.67
Jun 1, 2027 710,266.67 50,733.33 50,733.33 50,733.33 659,533.34
Dec1,2027 659,533.34 0.00 659,533.34
Jun 1,2028 659,533.34 50,733.33 50,733.33 50,733.33 608,800.01
Dec1,2028 608,800.01 0.00 608,800.01
Jun 1,2029 608,800.01 50,733.33 50,733.33 50,733.33 558,066.68
Dec1,2029 558,066.68 0.00 558,066.68
Jun 1, 2030 558,066.68 50,733.33 50,733.33 50,733.33 507,333.35
Dec 1, 2030 507,333.35 0.00 507,333.35
Jun 1,2031 507,333.35 50,733.33 50,733.33 50,733.33 456,600.02
Dec 1, 2031 456,600.02 0.00 456,600.02
Jun 1,2032 456,600.02 50,733.33 50,733.33 50,733.33 405,866.69
Dec 1, 2032 405,866.69 0.00 405,866.69
Jun 1, 2033 405,866.69 50,733.33 50,733.33 50,733.33 355,133.36
Dec 1, 2033 355,133.36 0.00 355,133.36
Jun 1, 2034 355,133.36 50,733.33 50,733.33 50,733.33 304,400.03
Dec 1, 2034 304,400.03 0.00 304,400.03
Jun 1, 2035 304,400.03 50,733.33 50,733.33 50,733.33 253,666.70
Dec 1, 2035 253,666.70 0.00 253,666.70
Jun 1, 2036 253,666.70 50,733.33 50,733.33 50,733.33 202,933.37
Dec 1, 2036 202,933.37 0.00 202,933.37
Jun 1, 2037 202,933.37 50,733.33 50,733.33 50,733.33 152,200.04
Dec 1, 2037 152,200.04 0.00 152,200.04
Jun 1, 2038 152,200.04 50,733.33 50,733.33 50,733.33 101,466.71
Dec 1, 2038 101,466.71 0.00 101,466.71
Jun 1,2039 101,466.71 50,733.33 50,733.33 50,733.33 50,733.38
Dec 1, 2039 50,733.38 0.00 50,733.38
Jun 1,2040 50,733.38 50,733.38 50,733.38 50,733.38 0.00
As of 6/23/2025
INVESTING IN IOWA'S WATER
www.iowasrf.com
Page 625 of 678
EXHIBIT B
AUTHORIZATION/ISSUANCE RESOLUTION OF PARTICIPANT
Page 624 of 678
Dubuque / 4304I 1-21 / 2"''h Iss - Stonn Water Rev (Green Alley)
Issuance — Storm Water Revenue)
430411-21
Dubuque, Iowa
July 7, 2025
The City Council of the City of Dubuque, Iowa, met on July 7, 2025, at 6:30 p.m., at the
Historic Federal Building, 350 W. 61h St, Second Floor Council Chambers, Dubuque, Iowa.
The meeting was called to order by the Mayor, and the roll was called showing the
following Council Members present and absent:
Present: iaYor Coymo,41' COuncj j M,-MkerS Farber, ,Jm)e5 pesr+ick RousSr-11, .spr k,
Absent:
Other Business- -
MOTION TO APPROVE RESOLUTION
lei 0
The City Council took up for consideration a resolution authorizing and approving a Loan
and Disbursement Agreement and providing for the issuance and securing the payment of Storm
Water Revenue Bonds.
After due consideration and discussion, Council Member FoAc.r introduced
the following resolution and moved its adoption, seconded by Council Member
Re s 11 CK . The Mayor put the question upon the adoption of said resolution, and the
roll being called, the following Council Members voted:
Ayes: 6 5se l i, We } d, jone5, SPMAn - Farb, RCA' -A,
Nays:
Whereupon, the Mayor declared the resolution duly adopted as hereinafter set out.
1-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque / 430411-21 / 2"`''/z Iss — Storm Water Rev (Green Alley)
RESOLUTION NO. 241-25
Resolution authorizing and approving a Loan and Disbursement Agreement,
providing for the issuance and securing the payment of $761,000 Storm Water
Revenue Bonds, Series 2025 and authorizing the related reduction of the interest
rate on the Stormwater Management Utility Revenue Capital Loan Note No. R-1,
Series 2019, dated April 12, 2019
WHEREAS, the City of Dubuque (the "City"), in Dubuque County, State of Iowa, did
heretofore establish a Storm Water Management Utility System (the "Utility") in and for the City;
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
Storm Water Revenue bonds or notes (the "Outstanding Bonds") as set forth in prior proceedings
of the Council, and a portion of such prior Storm Water Revenue debt remains outstanding; and
WHEREAS, pursuant to the resolutions (the "Outstanding Bond Resolutions") relating to
and authorizing the Outstanding Bonds, the City reserved the right to issue additional obligations
payable from the Net Revenues (as defined herein) of the Utility and ranking on a parity with the
Outstanding Bonds under the terms and conditions set forth in the Outstanding Bond Resolutions;
and
WHEREAS, the City will undertake the construction of a certain water resource restoration
project (the "Project"); and
WHEREAS, pursuant to Section 384.84 of the Code of Iowa, the City has the authority to
issue revenue bonds to pay for such qualifying water resource restoration projects; and
WHEREAS, the Iowa Finance Authority (the "Lender") has agreed to provide financing
for the Project by decreasing the interest rate on the City's outstanding Stormwater Management
Utility Revenue Capital Loan Note No. R-1, Series 2019, dated April 12, 2019 (the "Series 2019
Note") and providing a 0% interest loan to the City for the Project; and
WHEREAS, the City has heretofore proposed to contract indebtedness and enter into a
certain Storm Water Revenue Loan and Disbursement Agreement (the "Agreement") and to
borrow money thereunder in a principal amount not to exceed $761,000, pursuant to the provisions
of Sections 384.24A and 384.84A of the Code of Iowa, for the purpose of paying the cost, to that
extent, of planning, designing and constructing the Project, and has published notice of the
proposed action and has held a hearing thereon on June 2, 2025; and
WHEREAS, it is necessary at this time for the City Council to approve the Agreement with
the Iowa Finance Authority, an agency and public instrumentality of the State of Iowa, as lender
the "Lender") and to issue Storm Water Revenue Bonds, Series 2025 (the "Bonds") in evidence
2-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
thereof in the principal amount of $761,000 to pay the costs of the Project, and in conjunction
therewith to decrease the interest rate on the Series 2019 Note to 1.06% per annum;
NOW, THEREFORE, Be It Resolved by the City Council of the City of Dubuque, Iowa,
as follows:
Section 1. It is hereby determined that the City shall enter into the Agreement with the
Lender. The Agreement shall be in substantially the form as has been placed on file with the City
and shall provide for a loan (the "Loan") to the City in the amount of $761,000, for the purpose as
set forth in the preamble hereof.
The Mayor and City Clerk are hereby authorized and directed to sign the Agreement on
behalf of the City, and the Agreement is hereby approved.
Section 2. The Bonds are hereby authorized to be issued in evidence of the obligation
of the City under the Agreement, in the aggregate principal amount of $761,000, to be dated the
date of delivery to or upon the direction of the Lender. The Bonds shall not bear interest.
The Bonds may be in the denomination of $1,000 each or any integral multiple thereof and,
at the request of the Lender, shall be initially issued as a single bond in the denomination of
761,000 and numbered R-1.
The City Clerk is hereby designated as the Registrar and Paying Agent for the Bonds and
may be hereinafter referred to as the "Registrar" or the "Paying Agent."
Payment of the principal of the Bonds and premium, if any, shall be payable at the office
of the Paying Agent to the registered owners thereof appearing on the registration books of the
City. All such payments, except full redemption, shall be made to the registered owners appearing
on the registration books at the close of business on the fifteenth day of the month next preceding
the payment date. Final payment of principal shall only be made upon surrender of the Bond or
Bonds to the Paying Agent.
If applicable pursuant to the Agreement, in addition to the payment of principal of the
Bonds, the City also agrees to pay the Initiation Fee (defined in the Agreement) in accordance with
the terms of the Agreement.
The Bonds shall be executed on behalf of the City with the official manual or facsimile
signature of the Mayor and attested with the official manual or facsimile signature of the City
Clerk, and shall be fully registered bonds without interest coupons. The issuance of the Bonds and
the amount of the Loan advanced thereunder shall be recorded in the office of the City Treasurer,
and the certificate on the back of each Bond shall be executed with the official manual or facsimile
signature of the City Treasurer. In case any officer whose signature or the facsimile of whose
signature appears on the Bonds shall cease to be such officer before the delivery of such Bonds,
such signature or such facsimile signature shall nevertheless be valid and sufficient for all
purposes, the same as if such officer had remained in office until delivery.
3-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 589 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
The Bonds shall be fully registered as to principal in the names of the owners on the
registration books of the City kept by the Registrar. Each Bond shall be transferable without cost
to the registered owner thereof only upon the registration books of the City upon presentation to
the Registrar, together with either a written instrument of transfer satisfactory to the Registrar or
the assignment form thereon completed and duly executed by the registered owner or the duly
authorized attorney for such registered owner.
The record and identity of the owners of the Bonds shall be kept confidential as provided
by Section 22.7 of the Code of Iowa.
The Bonds are subject to optional redemption by the City at a price of par (i) on any date
with the prior written consent of the Lender, or (ii) in the event that all or substantially all of the
Project is damaged or destroyed. Any optional redemption of the Bonds by the City may be made
from any funds regardless of source, in whole or from time to time in part, in inverse order of
maturity upon not less than thirty (30) days' notice of redemption by facsimile, e-mail, certified or
registered mail to the Lender (or any other registered owner of the Bonds). The Bonds are also
subject to mandatory redemption as set forth in Section 5 of the Agreement.
All of the Bonds, together with the Outstanding Bonds and any additional obligations as
may be hereafter issued and outstanding from time to time ranking on a parity therewith under the
conditions set forth herein (which additional obligations are hereinafter sometimes referred to as
Parity Obligations"), shall be payable solely from the Net Revenues of the Utility and the Sinking
Fund hereinafter referred to, both of which are hereby pledged to the payment of the Bonds. The
Bonds shall be a valid claim of the owners thereof only against said Net Revenues and Sinking
Fund. None of the Bonds shall be a general obligation of the City, nor payable in any manner by
taxation, and under no circumstances shall the City or the Utility be in any manner liable by reason
of the failure of the Net Revenues of the Utility to be sufficient for the payment in whole or in part
of the Bonds.
Section 3. The Bonds shall be executed as herein provided as soon after the adoption
of this resolution as may be possible and thereupon they shall be delivered to the Registrar for
registration and delivery to the Lender, upon receipt of the loan proceeds (the "Loan Proceeds"),
and all action heretofore taken in connection with the Agreement is hereby ratified and confirmed
in all respects.
Section 4. The Bonds shall be in substantially the following form:
4-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 590 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
No. R-1
Form of Bond)
UNITED STATES OF AMERICA
STATE OF IOWA
DUBUQUE COUNTY
CITY OF DUBUQUE
STORM WATER REVENUE BOND, SERIES 2025
761,000
RATE MATURITY DATE BOND DATE
0% June 1, 2040 July 25, 2025
The City of Dubuque (the "City"), in Dubuque County, State of Iowa, for value received,
promises to pay from the source and as hereinafter provided, on the maturity date of this Bond, to
IOWA FINANCE AUTHORITY
or registered assigns, the principal sum of
SEVEN HUNDRED SIXTY-ONE THOUSAND DOLLARS
Principal shall be due and payable in installments in the amounts shown on the Principal
Payment Schedule, attached hereto as Exhibit A, on June 1, 2026, and annually thereafter on June 1
in each year until the principal is fully paid, except that the final installments of the entire balance
of principal, if not sooner paid, shall become due and payable on June 1, 2040. This Bond shall
not bear interest.
The City Clerk shall act as Registrar and Paying Agent and may be hereinafter referred to
as the "Registrar" or the "Paying Agent."
Payment of the principal of this Bond and premium, if any, shall be payable at the office
of the Paying Agent to the registered owners thereof appearing on the registration books of the
City at the addresses shown on such registration books. All such payments, except full redemption,
shall be made to the registered owners appearing on the registration books at the close of business
on the fifteenth day of the month next preceding the payment date. Final payment of principal
shall only be made upon surrender of this Bond to the Paying Agent.
This Bond is one of a series of bonds (the "Bonds") issued by the City to evidence its
obligation under a certain Loan and Disbursement Agreement, dated the date hereof (the
Agreement") entered into by the City for the purpose of providing funds to pay a portion of the
cost of constructing a certain water resource restoration project (the "Project") to the benefit of the
Storm Water Management Utility System (the "Utility") of the City.
5-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 591 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
The Bonds are issued pursuant to and in strict compliance with the provisions of
Sections 384.24A and 384.83 of the Code of Iowa, 2025, and all other laws amendatory thereof
and supplemental thereto, and in conformity with a resolution of the City Council authorizing and
approving the Agreement and providing for the issuance and securing the payment of the Bonds
the "Resolution"), and reference is hereby made to the Resolution and the Agreement for a more
complete statement as to the source of payment of the Bonds and the rights of the owners of the
Bonds.
The Bonds shall be subject to optional redemption by the City at a price of par (i) on any
date with the prior written consent of the Iowa Finance Authority, or (ii) in the event that all or
substantially all of the Project is damaged or destroyed. Any optional redemption of the Bonds by
the City may be made from any funds regardless of source, in whole or from time to time in part,
in inverse order of maturity upon not less than thirty (30) days' notice of redemption by e-mail,
facsimile, certified or registered mail to the Iowa Finance Authority (or any other registered owner
of the Bonds). The Bonds are also subject to mandatory redemption as set forth in Section 5 of
the Agreement.
The Bonds are not general obligations of the City but, together with the City's outstanding
Storm Water Utility Revenue Capital Loan Note, Series 2010B, dated January 13, 2010; Storm
Water Utility Revenue Capital Loan Note, Series 2010G, dated October 27, 2010; Taxable Storm
Water Utility Revenue Capital Loan Notes, Series 2014A, dated February 28, 2014; Stormwater
Management Utility Revenue Capital Loan Note No. R-1, Series 2019, dated April 12, 2019; and
any additional obligations as may be hereafter issued and outstanding from time to time ranking
on a parity therewith under the conditions set forth in the Resolution, are payable solely and only
out of the future Net Revenues (as defined in the Resolution) of the Utility, a sufficient portion of
which has been ordered set aside and pledged for that purpose. This Bond is not payable in any
manner by taxation, and under no circumstances shall the City be in any manner liable by reason
of the failure of the said Net Revenues to be sufficient for the payment of this Bond.
This Bond is fully negotiable but shall be fully registered as to both principal in the name
of the owner on the books of the City in the office of the Registrar, after which no transfer shall be
valid unless made on said books and then only upon presentation of this Bond to the Registrar,
together with either a written instrument of transfer satisfactory to the Registrar or the assignment
form hereon completed and duly executed by the registered owner or the duly authorized attorney
for such registered owner.
The City, the Registrar and the Paying Agent may deem and treat the registered owner
hereof as the absolute owner for the purpose of receiving payment of or on account of principal
hereof, premium, if any, and for all other purposes, and the City, the Registrar and the Paying
Agent shall not be affected by any notice to the contrary.
And It Is Hereby Certified, Recited and Declared that all acts, conditions and things
required to exist, happen and be performed precedent to and in the issuance of the Bonds have
existed, have happened and have been performed in due time, form and manner, as required by
law, and that the issuance of the Bonds does not exceed or violate any constitutional or statutory
limitation or provision.
6-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 592 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
IN TESTIMONY WHEREOF, the City of Dubuque, Iowa, has caused this Bond to be
executed by its Mayor and attested by its City Clerk, all as of the Bond Date.
CITY OF DUBUQUE, IOWA
By (Do Not Sign)
Mayor
Attest:
Do Not Sign)
City Clerk
On the back of each Bond the following certificate shall be executed with the duly
authorized signature of the City Treasurer)
STATE OF IOWA
DUBUQUE COUNTY SS: CITY TREASURER'S CERTIFICATE
CITY OF DUBUQUE
The original issuance of the Bonds, of which this Bond is a part, was duly and properly
recorded in my office as of the Bond Date.
Do Not Sign)
City Treasurer
7-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 593 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
ABBREVIATIONS
The following abbreviations, when used in this Bond, shall be construed as though they
were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right
of survivorship and not as
tenants in common
UTMA
Custodian)
As Custodian for
Minor)
under Uniform Transfers to Minors Act
State)
Additional abbreviations may also be used though not in the list above.
ASSIGNMENT
For valuable consideration, receipt of which is hereby acknowledged, the undersigned
assigns this Bond to
Please print or type name and address of Assignee)
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
and does hereby irrevocably appoint , Attorney, to transfer
this Bond on the books kept for registration thereof with full power of substitution.
Dated:
Signature guaranteed:
NOTICE: The signature to this Assignment must
correspond with the name of the registered owner as it
appears on this Bond in every particular, without
alteration or enlargement or any change whatever.
8-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 594 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
EXHIBIT A
PRINCIPAL PAYMENT SCHEDULE
Due Due
June 1 Amount June 1 Amount
2026 50,733.33 2034 50,733.33
2027 50,733.33 2035 50,733.33
2028 50,733.33 2036 50,733.33
2029 50,733.33 2037 50,733.33
2030 50,733.33 2038 50,733.33
2031 50,733.33 2049 50,733.33
2032 50,733.33 2040 50,733.33
2033 50,733.33
9-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 595 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
Section 5. The Loan Proceeds shall be held by the Lender and disbursed for costs of
the Project, as referred to in the preamble hereof. The City will keep a detailed, segregated
accounting of the expenditure of the Loan Proceeds.
Section 6. So long as any of the Bonds, the Outstanding Bonds or any Parity
Obligations are outstanding, the City shall continue to maintain the Utility in good condition, and
the Utility shall continue to be operated in an efficient manner and at a reasonable cost as a revenue
producing undertaking. The City shall establish, impose, adjust and provide for the collection of
rates to be charged to customers of the Utility, including the City, to produce gross revenues
hereinafter sometimes referred to as the "Gross Revenues") at least sufficient to pay the expenses
of operation and maintenance of the Utility, which shall include salaries, wages, cost of
maintenance and operation, materials, supplies, insurance and all other items normally included
under recognized accounting practices (but does not include allowances for depreciation in the
valuation of physical property) (which such expenses are hereinafter sometimes referred to as the
Operating Expenses") and to leave a balance of net revenues (herein referred to as the "Net
Revenues") equal to at least 110% of the principal of and interest on all of the Bonds, the
Outstanding Bonds and any other Parity Obligations due in such fiscal year, as the same become
due.
Section 7. The provisions, covenants, undertakings and stipulations for the operation of
the Utility and for the collection, application and use of the Gross Revenues and income from such
operation, as set forth in the Outstanding Bond Resolutions shall inure and appertain to the Bonds
to the same extent and with like force and effect as if herein set out in full, except only insofar as
the same may be inconsistent with this resolution.
Nothing in this resolution shall be construed to impair the rights vested in the Outstanding
Bonds. The amounts herein required to be paid into the various funds hereafter named shall be
inclusive of said payments required with respect to the Outstanding Bonds. The provisions of the
Outstanding Bond Resolutions and the provisions of this resolution are to be construed whenever
possible so that the same will not be in conflict. In the event such construction is not possible, the
provisions of the resolution first adopted shall prevail until such time as the obligations authorized
by such resolution have been paid or otherwise satisfied as therein provided, at which time the
provisions of this resolution shall again prevail.
The provisions of the Outstanding Bond Resolutions with respect to the issuance of Parity
Obligations are hereby recognized, and it is hereby found, determined and declared that the Lender
has consented in writing to the issuance of the Bonds on a parity with the Outstanding Bonds and
has waived any and all provisions of the Outstanding Bond Resolutions with respect to certain
requirements and conditions that must be met prior to the issuance of the Bonds.
Section 8. From and after the issuance of the Bonds, the Gross Revenues of the Utility
shall continue to be set aside into the City's Storm Water Utility Revenue Fund (the "Revenue
Fund") created under the Outstanding Bond Resolutions. The Revenue Fund shall be used in
maintaining and operating the Utility, and after payment of the Operating Expenses shall, to the
extent provided in this resolution and the Outstanding Bond Resolutions, be used to pay the
principal of and interest on the Bonds, the Outstanding Bonds and any Parity Obligations, and to
create and maintain the several separate funds hereinafter described and in the following priority:
10-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 596 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
A. Operation and Maintenance Fund. The provisions in and by the Outstanding
Bond Resolutions, whereby there has been created and is to be maintained an account known as
the Storm Water Utility Revenue Operation and Maintenance Fund (the "Operation and
Maintenance Fund"), are all hereby ratified and confirmed. There shall be deposited in the
Operation and Maintenance Fund each month an amount sufficient to meet the current expenses
of the month plus an amount equal to 1/12th of expenses payable on an annual basis such as
insurance. After the first day of the month, further deposits may be made to this account from the
Revenue Fund to the extent necessary to pay current expenses accrued and payable to the extent
that funds are not available in the Surplus Fund.
B. Sinkin Fund. und. The provisions in and by the Outstanding Bond Resolutions,
whereby there has been created and is to be maintained a Storm Water Utility Revenue Capital
Loan Note Principal and Interest Sinking Fund (herein referred to as the "Sinking Fund"), and for
the payment into said fund from the Net Revenues of the Utility such portion thereof as will be
sufficient to pay the interest on and principal of the Outstanding Bonds, are all hereby ratified and
confirmed, and all such provisions shall inure and constitute the security for the payment of the
principal of the Bonds hereby authorized as may be outstanding from time to time; provided,
however that on the tenth day of each month of each year, the minimum amount to be set aside, in
addition to the amounts required to be set aside in the Outstanding Bond Resolutions, and paid into
the Sinking Fund shall be not less than as follows:
Commencing on August 12025, and continuing to and including May 1, 2026, an
amount equal to 1/10th of the installment of principal coming due on June, 1, 2025,
and thereafter, commencing on June 1, 2025, and continuing to final maturity, an
amount equal to 1/12th of the installment of principal coming due on such Bonds
on the next succeeding principal payment date until the full amount of such
installment is on deposit in the Sinking Fund.
Money in the Sinking Fund shall be used solely for the purpose of paying principal of and
interest on the Bonds, the Outstanding Bonds and any Parity Obligations as the same shall become
due and payable. Whenever Parity Obligations are issued under the conditions and restrictions
hereinafter set forth, provision shall be made for additional payments to be made into the Sinking
Fund for the purpose of paying the interest on and principal of such Parity Obligations.
If at any time there should be a failure to pay into the Sinking Fund the full amount above
stipulated, then an amount equivalent to the deficiency shall be paid into the Sinking Fund from
the Net Revenues of the Utility as soon as available, and the same shall be in addition to the amount
otherwise required to be so set apart and paid into the Sinking Fund.
No further payments need be made into the Sinking Fund when and so long as the amount
therein is sufficient to retire all of the Bonds, the Outstanding Bonds and any Parity Obligations
then outstanding which are payable from the Sinking Fund and to pay all interest to become due
thereon prior to such retirement, or if provision for such payment has been made.
C. Subordinate Obligations. Money in the Revenue Fund may next be used to pay
principal of and interest on (including reasonable reserves therefor) any other obligations which
by their terms shall be payable from the revenues of the Utility, but subordinate to the Bonds, the
11-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 597 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
Outstanding Bonds and Parity Obligations, and which have been issued for the purposes of
extensions and improvements to the Utility or to retire the Bonds, the Outstanding Bonds or Parity
Obligations in advance of maturity, or to pay for extraordinary repairs or replacements to the
Utility. From time to time there may be established and maintained additional, subordinate sinking
funds (the "Subordinate Debt Funds"), into which shall be deposited, after first making all required
deposits into the Operation and Maintenance Fund and the Sinking Fund, sufficient sums to pay
principal and interest requirements on the Subordinate Obligations.
D. Surplus Revenue. The provisions in and by the Outstanding Bond Resolutions
whereby there has been created and there is to be maintained a separate and special fund known
as the Surplus Fund, into which there shall be set apart and paid all of the Net Revenues remaining
after first making the required payments into the Operation and Maintenance Fund, the Sinking
Fund, and the Subordinate Debt Funds, if any, are hereby ratified and confirmed. All money
thereafter remaining in the Revenue Fund at the close of each month may be used to pay for
extraordinary repairs or replacements to the Utility, or may be used to pay or redeem the Bonds,
the Outstanding Bonds or Parity Obligations, any of them, or for any lawful purpose.
Money in the Revenue Fund shall be allotted and paid into the various funds and accounts
hereinbefore referred to in the order in which said funds are listed, on a cumulative basis, on the
tenth day of each month, or on the next succeeding business day when the tenth shall not be a
business day; and if in any month the money in the Revenue Fund shall be insufficient to deposit
or transfer the required amount in any of said funds or accounts, the deficiency shall be made up
in the following month or months after payments into all funds and accounts enjoying a prior claim
to the revenues shall have been met in full.
Section 9. All money held in any fund or account created or to be maintained under
the terms of this resolution shall be deposited in lawful depositories of the City or invested in
accordance with Chapters 12B and 12C of the Code of Iowa and continuously held and secured as
provided by the laws of the State of Iowa relating to the depositing, securing, holding and investing
of public funds. All interest received by the City as a result of investments under this section shall
be considered to constitute Gross Revenues of the Utility and shall be deposited in or transferred
to the Revenue Fund and used solely and only for the purposes specified herein for such funds.
Section 10. The City hereby covenants and agrees with the owner or owners of the
Bonds, the Outstanding Bonds and any Parity Obligations, or any of them, that from time to time
may be outstanding, that it will faithfully and punctually perform all duties with reference to the
Utility required and provided by the Constitution and laws of the State of Iowa, that it will
segregate the Gross Revenues of the Utility and make application thereof in accordance with the
provisions of this resolution and that it will not sell, lease or in any manner dispose of the Utility
or any part thereof, including any and all extensions and additions that may be made thereto, until
all of the Bonds, the Outstanding Bonds and any Parity Obligations shall have been paid in full,
both principal and interest, or unless and until provision shall have been made for the payment of
the Bonds, the Outstanding Bonds and any Parity Obligations and interest thereon in full; provided,
however, that the City may dispose of any property which in the judgment of the Council, or such
duly constituted body as may then be charged with the operation of the Utility, is no longer useful
or profitable in the operation of the Utility nor essential to the continued operation thereof and
12-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 598 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
when the sale thereof will not operate to reduce the revenues to be derived from the operation of
the Utility.
Section 11. Upon a breach or default of a term of the Bonds, the Outstanding Bonds or
any Parity Obligations, the Outstanding Bond Resolutions and this resolution, a proceeding may
be brought in law or in equity by suit, action or mandamus to enforce and compel performance of
the duties required under the terms of this resolution and Division V of Chapter 384 of the Code
of Iowa or an action may be brought to obtain the appointment of a receiver to take possession of
and operate the Utility and to perform the duties required by this resolution and Division V of
Chapter 384 of the Code of Iowa.
Section 12. The provisions of the Outstanding Bond Resolutions with respect to the
issuance of Parity Obligations are hereby recognized, and have been waived by the Lender. The
Bonds, the Outstanding Bonds or any Parity Obligations shall not be entitled to priority or
preference one over the other in the application of the Net Revenues of the Utility regardless of
the time or times of the issuance of such Bonds, the Outstanding Bonds or Parity Obligations, it
being the intention of the City that there shall be no priority among the Bonds, the Outstanding
Bonds or any Parity Obligations, regardless of the fact that they may have been actually issued and
delivered at different times. The City hereby reserves the right and privilege of issuing additional
Parity Obligations.
Section 13. The City agrees that so long as the Bonds, the Outstanding Bonds or any
Parity Obligations remain outstanding, it will maintain insurance for the benefit of the owners of
the Bonds, the Outstanding Bonds and any Parity Obligations on the insurable portions of the
Utility of a kind and in an amount which usually would be carried by private companies or
municipalities engaged in a similar type of business. The proceeds of any insurance, except public
liability insurance, shall be used to repair or replace the part or parts of the Utility damaged or
destroyed. The City will keep proper books of record and account, separate from all other records
and accounts, showing the complete and correct entries of all transactions relating to the Utility,
and the owners of the Bonds, the Outstanding Bonds or any Parity Obligations shall have the right
at all reasonable times to inspect the Utility and all records, accounts and data of the City relating
thereto.
Section 14. The provisions of this resolution shall constitute a contract between the City
and the owners of the Bonds and any Parity Obligations as may from time to time be outstanding,
and after the issuance of the Bonds, no change, variation or alteration of any kind of the provisions
of this resolution shall be made which will adversely affect the owners of the Bonds or any Parity
Obligations until all of the Bonds, the Outstanding Bonds and any Parity Obligations and the
interest thereon shall have been paid in full, except as hereinafter provided.
The owners of a majority in principal amount of the Bonds and any Parity Obligations at
any time outstanding (not including in any case any obligations which may then be held or owned
by or for the account of the City, but including such obligations as may be issued for the purpose
of refunding any of the Bonds, the Outstanding Bonds or Parity Obligations if such obligations
shall not then be owned by the City) shall have the right from time to time to consent to and
approve the adoption by the City of a resolution or resolutions modifying or amending any of the
13-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 599 of 678
Dubuque / 430411-21 / 2"d'/z Iss — Storm Water Rev (Green Alley)
terms or provisions contained in this resolution; provided, however, that this resolution may not
be so modified or amended in such manner as to:
a) Make any change in the maturity or redemption terms of the Bonds or Parity
Obligations.
b) Make any change in the rate of interest borne by any of the Bonds or Parity
Obligations.
c) Reduce the amount of the principal payable on any Bonds or Parity
Obligations.
d) Modify the terms of payment of principal of or interest on the Bonds or
Parity Obligations, or any of them, or impose any conditions with respect to such payment.
e) Affect the rights of the owners of less than all of the Bonds or Parity
Obligations then outstanding.
f) Reduce the percentage of the principal amount of the Bonds or Parity
Obligations, the consent of the owners of which shall be required to effect a further
modification.
Whenever the City shall propose to amend or modify this resolution under the provisions
of this section, it shall cause notice of the proposed amendment to be (1) filed with the Lender and
2) mailed by certified mail to each registered owner of any Bond or Parity Obligation as shown
by the records of the Registrar. Such notice shall set forth the nature of the proposed amendment
and shall state that a copy of the proposed amendatory resolution is on file in the office of the City
Clerk.
Whenever at any time within one year from the date of the mailing of said notice, there
shall be filed with the City Clerk an instrument or instruments executed by the owners of at least
a majority in aggregate principal amount of the Bonds and any Parity Obligations outstanding at
the time of the adoption of such amendatory resolution specifically consenting to the adoption
thereof as herein provided, no owner of any Bonds or Parity Obligations shall have any right or
interest to object to the adoption of such amendatory resolution or to object to any of the terms or
provisions therein contained or to the operation thereof or to enjoin or restrain the City from taking
any action pursuant to the provisions thereof.
Any consent given by the owners of a Bond or Parity Obligation pursuant to the provisions
of this section shall be irrevocable for a period of six (6) months from the date of such consent and
shall be conclusive and binding upon all future owners of the same Bond or Parity Obligation
during such period. Such consent may be revoked at any time after six (6) months from the date
of such consent by the owner who gave such consent or by a successor in title, but such revocation
shall not be effective if the owners of a majority in aggregate principal amount of the Bonds and
Parity Obligations outstanding as in this section defined shall have, prior to the attempted
revocation, consented to and approved the amendatory resolution referred to in such revocation.
14-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Page 600 of 678
Dubuque / 430411-21 / 2id'/z lss — Stonn Water Rev (Green Alley) The
fact and date of the execution of any instrument under the provisions of this section may
be proved by the certificate of any officer in any jurisdiction, who by the laws thereof is authorized
to take acknowledgments of deeds within such jurisdiction, that the persons signing such
instrument acknowledged before such officer the execution thereof, or may be proved by an affidavit
of a witness to such execution sworn to before such officer. Section
15. In connection with the Agreement and the issuance of the Bonds, the Lender has
agreed to reduce the interest rate on the Series 2019 Bond to 1.06% per annum, effective June 1,
2025 (or such other date as determined by the Lender), and the resolution authorizing the issuance
of the Series 2019 Bond and the Series 2019 Bond are hereby amended to reflect such changes.
The Mayor, City Clerk and/or City Treasurer are each authorized and directed to execute and
deliver any documents deemed necessary in connection with the interest rate reduction, including
without limitation an amended Loan and Disbursement Agreement, amended Series 2019
Bond and any amended Lender application. Section
16. If any section, paragraph, clause or provision of this resolution shall be held invalid,
the invalidity of such section, paragraph, clause or provision shall not affect any of the remaining
provisions of this resolution. Section
17. All resolutions and orders or parts thereof in conflict with the provisions of this
resolution are, to the extent of such conflict, hereby repealed. Section
18. This resolution shall be in full force and effect immediately upon its adoption
and approval, as provided by law. Passed
and approved July 7, 2025. Attest:
City
Clerk c:
Mayor
15-
DORSEY &
WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque / 43041 l -21 / 2"`''/z Iss — Storm Water Rev (Green Alley)
Other Business-
On motion and vote, the meeting adjourned.
Mayor
Attest:
j6W7a " 2' 4,17
City Clerk V
16-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque / 430411-21 / god A Iss — Storm Water Rev (Green Alley)
ATTESTATION CERTIFICATE:
STATE OF IOWA
DUBUQUE COUNTY SS:
CITY OF DUBUQUE
I, the undersigned, City Clerk of the City of Dubuque, do hereby certify that I have in my
possession or have access to the complete corporate records of the aforesaid City and of its City
Council and officers and that I have carefully compared the transcript hereto attached with the
aforesaid corporate records and that the transcript hereto attached is a true, correct and complete
copy of all the corporate records in relation to the authorization and approval of a certain Storm
Water Revenue Loan and Disbursement Agreement (the "Agreement") and the issuance of
761,000 Storm Water Revenue Bonds, Series 2025 (the "Bonds") of said City evidencing the
City's obligation under such Agreement and that the transcript hereto attached contains a true,
correct and complete statement of all the measures adopted and proceedings, acts and things had,
done and performed up to the present time with respect thereto.
I further certify that no objections were filed in my office and no objections of any kind
were made to the matter of entering into such Agreement or issuing such Bonds at the time and
place set for hearing thereon, and that no petition of protest or objections of any kind have been
filed or made, nor has any appeal been taken to the District Court from the decision of the City
Council to enter into the Agreement or to issue the Bonds.
WITNESS MY HAND this e day of )2025.
City Clerk
17-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
Dubuque / 430411-21 / 2"''/: Iss — Storm Water Rev (Green Alley)
ESTABLISHMENT CERTIFICATE:
STATE OF IOWA
DUBUQUE COUNTY SS:
CITY OF DUBUQUE
I, the undersigned, City Clerk of the aforementioned City, do hereby certify that I have
complete access and control of all of the corporate records of the City and that, based upon my
examination of such records, I have determined that the City did heretofore establish a Storm Water
Management Utility System (the "Utility"), that the management and control of the Utility are
vested in the City Council, and that no board of trustees exists which has any part of the control
and management of such Utility.
I further certify that there is not pending or threatened any question or litigation whatsoever
touching the establishment, improvement or operation of such Utility and that there are no bonds
or other obligations of any kind now outstanding which are payable from or constitute a lien upon
the revenues derived from the operation of such Utility, except for the City's outstanding Storm
Water Utility Revenue Capital Loan Note, Series 2010B, dated January 13, 2010; Storm Water
Utility Revenue Capital Loan Note, Series 2010G, dated October 27, 2010; Taxable Storm Water
Utility Revenue Capital Loan Notes, Series 2014A, dated February 28, 2014; Stormwater
Management Utility Revenue Capital Loan Note No. R-1, Series 2019, dated April 12, 2019; and
the current issue of $761,000 Storm Water Revenue Bonds, Series 2025 of the City.
WITNESS MY HAND this P day of ,Stay 72025.
k4olXv i
City Clerk
18-
DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA
FIRST AMENDMENT TO
LOAN AND DISBURSEMENT AGREEMENT
12,873,000 STORM WATER REVENUE NOTE
CITY OF DUBUQUE, IOWA
This First Amendment to Loan and Disbursement Agreement (the "Amendment") is made and
entered into as of July 25, 2025, by and between the City of Dubuque, Iowa (the "Participant") and the Iowa
Finance Authority, an agency and public instrumentality of the State of Iowa (the "Issuer"), and amends
that certain Loan and Disbursement Agreement dated April 12, 2019, by and between the Issuer and the
Participant (the "Original Agreement").
WHEREAS, the Issuer, in cooperation with the Iowa Department of Natural Resources, is
authorized to undertake the creation, administration and financing of the Iowa Water Pollution Control
Works Financing Program (the "Program") established in Iowa Code Sections 45513.291 through 45513.299;
and
WHEREAS, pursuant to the Original Agreement, the Issuer provided a loan (the "Loan") to the
Participant for the purpose of financing the costs of improvements and extensions to the Municipal Storm
Water Management Utility System; and
WHEREAS, the Participant will construct a certain water resource restoration project, and the
Issuer has agreed to provide financing for such project by decreasing the interest rate on the Loan; and
WHEREAS, the Participant has entered into a Water Resource Restoration Sponsored Project
Performance Agreement (the "Performance Agreement') with Iowa Department of Natural Resources, and
agency of the State of Iowa (the "Department') to ensure that the Project (as defined in the Performance
Agreement) is constructed in accordance with the applicable design checklist and plans and specifications
as approved by the Department;
NOW, THEREFORE, the parties agree as follows:
Section 1. Each reference to the amount of the Loan in the Original Agreement, and the
associated Storm Water Revenue Bonds, shall be amended to reflect a Rate (as defined in the Original
Agreement) of 1.06%, which shall become effective as of June 1, 2025.
Section 2. The Issuer hereby consents to the amendment of the Resolution (as defined in the
Original Agreement) by the Participant in order to reflect the reduction of the interest rate on the Loan.
Section 3. The Participant hereby confirms compliance with the Performance Agreement and
agrees the Issuer may enforce and raise the interest rate of the Loan to the initial rate of interest to ensure
compliance by the Participant with the Performance Agreement and in accordance with the Original
Agreement.
Section 4. Except as otherwise provided in this Amendment, the provisions of the Original
Agreement, as heretofore amended, are hereby ratified, approved and confirmed and incorporated herein.
Page 607 of 678
IN WITNESS WHEREOF, I have hereunto affixed our signatures all as of the date first above
written.
Attest:
City Clerk
written.
IN WITNESS WHEREOF, I have hereunto affixed my signature all as of the date first above
IOWA FINANCE AUTHORITY
By:
Its:
Page 609 of 678
Loan summary
Final Maturity Date
Loan Period in Years
Annual Interest Rate
Total I nteresl
Servicing Fee Rate
Total Servicing Fees
Total Loan Costs
Estimated Amortization Schedule
City of Dubuque
Storm Water Revenue Bond
GNS10-5(2)
Jun 1, 2040
15
1.06%
1,124,723.60
0.25%
265,265.00
1,396,238.60
14,262,988.60
Eff 6.1.25
Loan Balance
Total Lc
0
SRF
STATE
RFvniVING RIND
Payment Beginning Servicing Total Loan Total Annual Debt
Date Balance Principal Interest Fee Payment Service Ending Balance
Dec 1, 2025 12,873,000.00 68,226.90
Jun 1, 2026 12,873,000.00 782,000.00 68,226.90
Dec 1, 2026 12,091,000.00 64,082.30
Jun 1,2027 12,091,000.00 792,000.00 64,082.30
16,091.25 84,318.15 12,873,000.00
16,091.25 866,318.15 950,636.30 12,091,000.00
15,113.75 79,196.05 12,091,000.00
15,113.75 871,196.05 950,392.10 11,299,000.00
Dec1,2027 11,299,000.00 59,884.70 14,123.75 74,008.45 11,299,000.00
Jun 1, 2028 11,299,000.00 802,000.00 59,884.70 14,123.75 876,008.45 950,016.90 10,497,000.00
Dec 1, 2028 10,497,000.00 55,634.10 13,121.25 68,755.35 10,497,000.00
Jun 1, 2029 10,497,000.00 814,000.00 55,634.10 13,121.25 882,755.35 951,510.70 9,683,000.00
Dec 1, 2029 9,683,000.00 51,319.90 12,103.75 63,423.65 9,683,000.00
Jun 1, 2030 9,683,000.00 825,000.00 51,319.90 12,103.75 888,423.65 951,847.30 8,858,000.00
Dec 1, 2030 8,858,000.00 46,947.40 11,072.50 58,019.90 8,858,000.00
Jun 1,2031 8,858,000.00 835,000.00 46,947.40 11,072.50 893,019.90 951,039.80 8,023,000.00
Dec 1, 2031 8,023,000.00 42,521.90 10,028.75 52,550.65 8,023,000.00
Jun 1, 2032 8,023,000.00 846,000.00 42,521.90 10,028.75 898,550.65 951,101.30 7,177,000.00
Dec 1, 2032 7,177,000.00 38,038.10 8,971.25 47,009.35 7,177,000.00
Jun 1,2033 7,177,000.00 857,000.00 38,038.10 8,971.25 904,009.35 951,018.70 6,320,000.00
Dec 1, 2033 6,320,000.00 33,496.00 7,900.00 41,396.00 6,320,000.00
Jun 1,2034 6,320,000.00 868,000.00 33,496.00 7,900.00 909,396.00 950,792.00 5,452,000.00
Dec 1, 2034 5,452,000.00 28,895.60 6,815.00 35,710.60 5,452,000.00
Jun 1,2035 5,452,000.00 880,000.00 28,895.60 6,815.00 915,710.60 951,421.20 4,572,000.00
Dec1,2035 4,572,000.00 24,231.60 5,715.00 29,946.60 4,572,000.00
Jun 1,2036 4,572,000.00 891,000.00 24,231.60 5,715.00 920,946.60 950,893.20 3,681,000.00
Dec 1, 2036 3,681,000.00 19,509.30 4,601.25 24,110.55 3,681,000.00
Jun 1, 2037 3,681,000.00 903,000.00 19,509.30 4,601.25 927,110.55 951,221.10 2,778,000.00
Dec 1, 2037 2,778,000.00 14,723.40 3,472.50 18,195.90 2,778,000.00
Jun 1,2038 2,778,000.00 914,000.00 14,723.40 3,472.50 932,195.90 950,391.80 1,864,000.00
Dec 1, 2038 1,864,000.00 9,879.20 2,330.00 12,209.20 1,864,000.00
Jun 1,2039 1,864,000.00 926,000.00 9,879.20 2,330.00 938,209.20 950,418.40 938,000.00
Dec 1, 2039 938,000.00 4,971.40 1,172.50 6,143.90 938,000.00
Jun 1,2040 938,000.00 938,000.00 4,971.40 1,172.50 944,143.90 950,287.80 0.00
As of 6/24/2025
INVESTING IN IOWA'S WATER
www.iowasrf.com
Page 610 of 678
Dubuque / 430411.21
► Under Internal Revenue Code section 149(e)
(Rev. October 2021) ► See separate Instructions. OMB No. 1545-0347
Department of the Treasury Caution: If the Issue price Is under $f 00,000, use Form 8038-GC,
IntPrnPl RPVP,IIIP SPW CP ► Go to www.1m.gov/F80380 for Instructions and the latest information.
If Amended Return
1 Issuer's name
2 Issuer's employer Identl8catioe number (EIN)
City of Dubuque, Iowa
42.6004596
3a Name of person (other than Issuer) with whom the IRS may communicate about this return (see Instructions)
3b Telephone number of other person shown on 3a
4 Number and street (or P.O. box If mail Is not delivered to street address)
Room/suite
5 Report number (For IRS Use Only)
50 W. 13th Street
13
6 City, town, or past office, state, and ZIP code
7 Date of issue
Dubuque, Iowa 52001
July 25, 2025
8 Name of Issue
9 CUSIP number
Stormwater Management Utility Revenue Capital Loan Note No. R•1 Series 2019
NONE
10a Name and title of officer or other employee of the Issuer whom the IRS may call for more Information
10b Telephone number of officer or other
employee shown on 10a
Jenny Larson, Chief Financial Officer
563589-4100
IM
Type of Issue (Enter the issue price.) See the Instructions and attach schedule.
11
-Education . . . . . . . . . .. . . . . . . . . . . . . . . . . .
I
,
12
Health and hospital . . ... . . . . . . . . . . . . .. . . . .
. .
12
13
Transportation . . . . . . .. . . . . . . . . . . . . . . . . .
13
14
Public safety . . . . . . . . . . . . . . . . . . . . . . . . ..
. .
14
15
Environment (including sewage bonds) . . . . . . . . . . . . . . . .
. .
15
16
Housing . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. .
16
17
Utilities . . . . . . . . . . . . . . .. . . . . . . . .
. .
"17
18
Other. Describe ► refunding
18
12 873 000
19a
If bonds are TANS or RANs, check only box 19a . . . . . . . . . . . .
► ❑Mlltll
b
If bonds are BANS, check only box 19b . . . . . . . . . . . . . . .
► ❑
`
20
Ifbonds are in the form of a lease or installment sale, check box►
❑
(a) Final maturity date
1b) Issue price(0)
Stated redemption
pflde at maturity
(d) Weighted
I average maturity
(a) Yield
21 ,
06/01/2040
$ 12,873,000
It 12,873,0001
8.093 years
1 1.0600 °/n
Uses of Proceeds of Bond Issue (including
underwriters' discount)
22 Proceeds used for accrued interest . . . . . . . . . . . . . . . . . . . . .
23 Issue price of entire Issue (enter amount from line 21, column (b)) . . . . . . .
24 Proceeds used for bond issuance costs (Including underwriters' discount) 24
25 Proceeds used for credit enhancement . . . . . . . . . . 25
26 Proceeds allocated to reasonably required reserve or replacement fund
27 Proceeds used to refund prior tax-exempt bonds. Complete Part V . 27 12,873,000
28 Proceeds used to refund prior taxable bonds. Complete Part V 28
29 Total (add lines 24 through 28) . . . . . . . . . . . . . . . . . . . . . . .
30 Nonrefunding proceeds of the issue (subtract line 29 from line 23 and enter amount here)
22
23
12,873,000
12,873,000
av!
,
29
30
0
irF.lM oescriptfon of ltetunaea Isonas. complete tnis part only Tor refunuing uonus.
31 Enter the remaining weighted average maturity of the tax-exempt bonds to be refunded . . . ► 8.093 years
32 Enter the remaining weighted average maturity of the taxable bonds to be refunded . . . . ► years
33 Enter the last date on which the refunded tax-exempt bonds will be called (MM/DDNYYY) ► 07/25/2025
34 Enter the dates) the refunded bonds were Issued ► (MM/DDNYYY) 04/12/2019
For Paperwork Reduction Act Notice, see separate instructions. Cat. No. 037738 Form 6038-G (Rev. 10-2021)
Form 8038-G (Rev. 10-2021) Page 2
Miscellaneous
35 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) 35
36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract
(GIC). See instructions . . . . . . . . . . . . . . . . . . . . . . . • . 36a
b Enter the final maturity date of the GIC ► (MM/DD/YYYY)
c Enter the name of the GIC provider ►
37 Pooled financings: Enter the amount of the proceeds of this issue that are to be used to make loans
to other governmental units . . . . . . . . . . . . . . • • • • . . • 37
38a If this issue is a loan made from the proceeds of another tax-exempt issue, check box ► ❑✓ and enter the following information:
b Enter the date of the master pool bond ► (MM/DD/YYYY)
c Enter the EIN of the issuer of the master pool bond Po-
d Enter the name of the issuer of the master pool bond ► See attached Schedule 1
39 If the issuer has designated the issue under section 265(b)(3)(B)(i)(III) (small issuer exception), check box . . . . ► ❑
40 If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box . . . . . . . . . . . . . ► ❑
41a If the issuer has identified a hedge, check here ► ❑ and enter the following information:
b Name of hedge provider ►
c Type of hedge ►
d Term of hedge ►
42 If the issuer has superintegrated the hedge, check box . . . . . . . . . . . . . . . . . . ► ❑
43 If the issuer has established written procedures to ensure that all nonqualified bonds of this issue are remediated
according to the requirements under the Code and Regulations (see instructions), check box . . . . . . . . ► ❑✓
44 If the issuer has established written procedures to monitor the requirements of section 148, check box . . . . . ► ❑✓
45a If some portion of the proceeds was used to reimburse expenditures, check here ► ❑ and enter the amount
of reimbursement . . . . . . . . . . . . . . ►
b Enter the date the official intent was adopted to. (MM/DD/YYYY)
Under penalties of perjury, I declare that I have examined this return and accompanying schedules and statements, and to the best of my knowledge
Signature and belief, they are true, correct, and complete. I further declare that I consent to the IRS's disclosure of the issuer's return information, as necessary to
g process this return, to the person that I have authorized above.
and
Consent % _� ' JennyLarson CFO
' Sig'ature of Issuer's authorized representative Date Type or print name and title
Paid Print/type preparer's name Pre re r s sig a Date Check El if PTIN
David Drake Grossklaus ,,/(Z— 7-� -,t self-employed P01346244
Preparer Firm's name ►Dorse & Whitne LL Firm's EIN ► 41-0223337
Use Only Firm'saddress►801 Grand Avenue, Suite 4100, Des Moines, Iowa 50309 Phone no. 515-283-1000
Form 8038-G (Rev. 10-2021)
SCHEDULEI
TO
8038-G
City of Dubuque, Iowa
Stormwater Management Utility Revenue Capital Loan Note No. R-1, Series 2019
("Series 2019 Note")
EIN: 42-6004596
PART VI, Line 38d
The Iowa Finance Authority (the "Authority") is the bondholder with respect to the Series 2019
Note. The Authority has agreed to reduce the interest rate on the loan, and the Issuer has amended
the Series 2019 Note to reflect the lower interest rate. The modification of the Series 2019 Note
resulted in a "reissuance" or current refunding of the Series 2019 Note. The Issuer has not received
any new loan proceeds as a result of the current refunding.
The loan to the Issuer by the Authority was made from the proceeds of another tax-exempt issue
of the Authority. The Authority may determine in the future to issue tax-exempt bonds that are
master pool obligations and reimburse itself for the loan of the proceeds of the above referenced
bonds. To the extent that the Authority issues such master pool obligations and reimburses itself
from the proceeds of such master pool obligations for the loan of the proceeds of the above
referenced bonds, such reimbursement will be made on the date of issue of such master pool
obligations.
The EIN of the Iowa Finance Authority is 52-1699886.