Setting a Public Hearing on a Development Agreement with GT Novelty Condos, LLC Providing for the Issuance of Urban Renewal Tax Increment Revenue Grant Obligations Pursuant to the Development AgreementCity of Dubuque
City Council
Copyrighted
December 15, 2025
ITEMS SET FOR PUBLIC HEARING # 6.
ITEM TITLE: Resolution Setting a Public Hearing on a Proposed
Development Agreement by and between the City of
Dubuque, Iowa and GT Novelty Condos, LLC Providing for
the Issuance of Urban Renewal Tax Increment Revenue
Grant Obligations Pursuant to the Development Agreement
SUMMARY: City Manager recommending City Council adopt the attached
resolution setting a public hearing for January 5, 2026, on a
proposed Development Agreement by and between the City
of Dubuque, Iowa and GT Novelty Condos, LLC, providing for
the issuance of Urban Renewal Tax Increment Revenue
Grant Obligations.
RESOLUTION Fixing The Date For A Public Hearing Of The
City Council Of The City Of Dubuque, Iowa On A
Development Agreement By And Between The City Of
Dubuque, Iowa And Gt Novelty Condos, LLC, Including The
Proposed Issuance Of Urban Renewal Tax Increment
Revenue Obligations Relating Thereto And Providing For The
Publication Of Notice Thereof
SUGGUESTED Receive and File; Adopt Resolution(s), Set Public Hearing for
DISPOSITION: January 5, 2026
ATTACHMENTS:
1. MVM Memo
2. Staff Memo
3. Development Agreement
4. Notice of Hearing
5. Resolution Setting Hearing
Page 720 of 1019
Dubuque
THE CITY OF
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TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Resolution Setting a Public Hearing on a Proposed Development
Agreement by and between the City of Dubuque, Iowa and GT Novelty
Condos, LLC Providing for the Issuance of Urban Renewal Tax Increment
Revenue Grant Obligations Pursuant to the Development Agreement
DATE: December 11, 2025
Economic Development Director Jill Connors is recommending City Council adopt the
attached resolution setting a public hearing for January 5, 2026, on a proposed
Development Agreement by and between the City of Dubuque, Iowa and GT Novelty
Condos, LLC, providing for the issuance of Urban Renewal Tax Increment Revenue
Grant Obligations.
The key elements of the Development Agreement include the following:
• Developer will make a capital investment of approximately $6 million dollars to
redevelop the property.
• Developer must create 34 condominium units.
• Developer will receive 15 years of tax increment financing incentives in the form
of semi-annual rebates. Tax increment financing incentives are estimated to not
exceed $1, 030,104.
• City will award a $10,000 Housing Creation Grant for each new unit created, for
a total of $340,000.
• City will amend the Greater Downtown Urban Renewal District Plan to
accommodate the issuance of tax increment financing incentives.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
v
Mic ael C. Van Milligen
MCVM:sv
Page 721 of 1019
Attachment
cc: Crenna Brumwell, City Attorney
Cori Burbach, Assistant City Manager
Jill Connors, Economic Development Director
Page 722 of 1019
Dubuque Economic Development
Department
THE CITY OF
50 West 13th Street
All•AmeMaCity Dubuque, Iowa 52001-4864
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� � r,vai `rM � ° � Office (563) 589-4393
DTTY (563) 690-6678
http://www.cityofdubuque.org
2007*2012.2013
Masterpiece on the Mississippi 2017*2019
TO: Michael C. Van Milligen, City Manager
FROM: Jill M. Connors, Economic Development Director
SUBJECT: Resolution Setting a Public Hearing on a Proposed Development
Agreement by and between the City of Dubuque, Iowa and GT Novelty
Condos, LLC Providing for the Issuance of Urban Renewal Tax Increment
Revenue Grant Obligations Pursuant to the Development Agreement
DATE: December 10, 2025
INTRODUCTION
This memorandum is a request for the City Council to adopt the attached resolution
setting a public hearing for January 5, 2026 on a proposed Development Agreement by
and between the City of Dubuque, Iowa and GT Novelty Condos, LLC, providing for the
issuance of Urban Renewal Tax Increment Revenue Grant Obligations.
BACKGROUND
GT Novelty Condos, LLC is an Iowa limited liability company whose principals are Gary
Carner and Tom Kelzer. Mr. Carner and Mr. Kelzer have both successfully completed a
number of projects in the City of Dubuque, including the Crescent Community Health
Center building, the TownePlace Suites near the Millwork District, and other smaller
redevelopment projects.
DISCUSSION
GT Novelty Condos, LLC owns the Novelty Iron Works building at 333 E. loth Street in
the Millwork District. This mixed -use property currently includes retail establishments
throughout most of the first floor and 76 apartments on the upper floors above the
center and eastern -most parts of the building. The western -most portion of the building
was completed to the "white -box stage" during original redevelopment of the building by
the prior owner. A "white -box stage" area is a commercial space finished only to a
basic, code -compliant shell with essential utilities in place, leaving all final interior build -
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out to the tenant. This section of the building has been vacant since the original
redevelopment areas were completed in 2016.
GT Novelty Condos, LLC has purchased the building and is proposing to construct for -
sale condominiums in the white -box area of the building.
The key elements of the Development Agreement include the following:
• Developer will make a capital investment of approximately $6 million dollars to
redevelop the property.
• Developer must create 34 condominium units.
• Developer will receive 15 years of tax increment financing incentives in the form of
semi-annual rebates. Tax increment financing incentives are estimated to not exceed
$1,030,104.
• City will award a $10,000 Housing Creation Grant for each new unit created, for a
total of $340,000.
• City will amend the Greater Downtown Urban Renewal District Plan to accommodate
the issuance of tax increment financing incentives.
The Development Agreement requires the Developer to accept applications from
prospective tenants with housing choice vouchers (issued under the U.S. HUD's
Section 8 voucher program or a similar program) that are otherwise qualified
prospective tenants.
RECOMMENDATION/ ACTION STEP
I recommend the City Council adopt the attached resolution setting a January 5, 2026
public hearing on the Development Agreement, including the issuance of Urban
Renewal Tax Increment Revenue Grant Obligations.
2
Page 724 of 1019
DEVELOPMENT AGREEMENT
BY AND BETWEEN
THE CITY OF DUBUQUE, IOWA
AND
GT NOVELTY CONDOS, LLC
This Development Agreement (hereinafter, the "Agreement"), dated for reference
purposes the day of , 2025, is entered into by and between the City
of Dubuque, Iowa, a municipality ("City"), acting under authorization of Iowa Code
Chapter 403, as amended, and GT Novelty Condos, LLC, an Iowa limited liability
company ("Developer").
WHEREAS, Developer is the owner of the following real estate located in the
City of Dubuque, County of Dubuque, State of Iowa:
Unit 4 of Novelty Iron Works Condominiums located on Lot 1 of Lot 1 of Center
City Place #2, in the City of Dubuque, Iowa, according to the Declaration of
Submission to Horizontal Property Regime, Instrument #2014-2934, as
amended, and the recorded Plat thereof.
as shown on Exhibit B (the "Property"); and
WHEREAS, Developer desires to undertake a rehabilitation of the Property by
constructing thirty-four (34) condominium units and common areas (the "Project"),
substantially as shown on the site plan set forth in Exhibit C attached hereto (as may be
amended as hereinafter provided in this Agreement, the "Site Plan"), on the Property;
and
WHEREAS, the Property is located in the Greater Downtown Urban Renewal
District which has been so designated by City Council Resolution 123-67, as
subsequently amended, as a slum and blighted area (the "Project Area") defined by
Iowa Code Chapter 403 (the "Urban Renewal Law"); and
WHEREAS, subject to the terms of this Agreement, Developer intends to
undertake the development of the Project to be located on the Property; and
WHEREAS, Developer will make a capital investment in building improvements,
equipment, furniture and fixtures in the Property including, without limitation, any public
or site related improvements specifically needed for the development and completion of
the Project; and
WHEREAS, pursuant to Iowa Code Section 403,6(1), and in conformance with
the Urban Renewal Plan for the Project Area adopted on May 18, 1967, and last
amended on April 21, 2025, (the "Urban Renewal Plan"), Exhibit A, City has the
authority to enter into contracts and agreements to implement the Urban Renewal Plan,
as amended; and
12/11 /2025bal
Page 725 of 1019
WHEREAS, the City Council believes it is in the best interests of the City to
encourage Developer in the development of the Property by providing certain incentives
as set forth herein.
NOW, THEREFORE, the parties to this Agreement, in consideration of the
promises, covenants and agreements made by each other, do hereby agree as follows:
SECTION 1. REPRESENTATIONS OF CITY. To induce Developer to enter into this
Agreement and carry out the Project, City hereby represents and warrants to Developer,
that:
1.1 City has duly obtained all necessary approvals and consents for its
execution, delivery and performance of this Agreement, and that it has full power and
authority to execute, deliver and perform its obligations under this Agreement including,
without limitation, the execution and delivery of all documents contemplated under this
Agreement. City's attorney shall issue a legal opinion to Developer at the time of the
Closing confirming the representation contained herein, in form and substance attached
hereto as Exhibit D.
1.2 Unless otherwise agreed to in writing by Developer and City, Developer shall
be responsible for the cost to modify or relocate all city utilities deemed necessary for
the development and use of the Property. Developer shall have the right to connect to
said utilities, subject to City's connection fees.
1.3 City shall exercise its best efforts to cooperate with Developer in the
development process.
1.4 City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
1.5 The Property is properly zoned for the various uses described in this
Agreement.
1.6 City represents and agrees that use of the Property as described in this
Agreement is in full compliance with the Urban Renewal Plan.
1.7 The execution, delivery and performance of this Agreement and the
consummation of the transactions contemplated by this Agreement do not and shall not
result in any material breach of any terms or conditions of any mortgage, bond,
indenture, agreement, contract, license, or other instrument or obligation to which City is
a party or by which either the City or the Property being conveyed are bound, nor shall
the execution, delivery and performance of this Agreement violate any statute,
regulation, judgment, writ, injunction or decree of any court threatened or entered in a
proceeding or action in which City may be bound or to which City may be subject.
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Page 726 of 1019
1.8 The representations and warranties contained in this Section shall be correct
in all respects on and as of the Closing Date with the same force and effect as if such
representations and warranties had been made on and as of the Closing Date, and
such representations and warranties shall survive the Closing.
SECTION 2. REPRESENTATIONS OF DEVELOPER. The Developer makes the
following representations and warranties:
2.1 Developer is an Iowa limited liability company duly organized and validly
existing under the laws of the State of Iowa and has all requisite power and authority to
own and operate its properties, to carry on its business as now conducted and as
presently proposed to be conducted, and to enter into and perform its obligations under
this Agreement.
2.2 This Agreement has been duly authorized, executed and delivered by
Developer and, assuming due authorization, execution and delivery by the City, is in full
force and effect and is a valid and legally binding instrument of Developer enforceable
in accordance with its terms, except as the same may be limited by bankruptcy,
insolvency, reorganization or other laws relating to or affecting creditors' rights
generally. Developer's counsel shall issue a legal opinion to the City, at time of closing,
confirming the representations contained herein, containing the opinions set forth in the
form attached hereto as Exhibit E which such opinions shall be subject to customary
exceptions, exclusions and limitations.
2.3 The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the terms
and conditions of this Agreement are not prevented by, limited by, in conflict with, or
result in a violation or breach of, the terms, conditions or provisions of the certificate of
limited liability company or the limited liability company agreement of Developer or any
contractual restriction, evidence of indebtedness, agreement or instrument of whatever
nature to which Developer is now a party or by which it or its property is bound, or
constitute a default under any of the foregoing.
2.4 There are no actions, suits or proceedings pending or to Developer's
knowledge, threatened against or affecting Developer in any court or before any
arbitrator or before or by any governmental body in which there is a reasonable
possibility of an adverse decision which could materially adversely affect the business,
financial position or result of operations of Developer or which affects the validity of the
Agreement or Developer's ability to perform its obligations under this Agreement.
2.5 Developer will perform its obligations under this Agreement in accordance
with the material terms of this Agreement, the Urban Renewal Plan and all local, State
and federal laws and regulations.
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2.6 Developer will use its best efforts to obtain, or cause to be obtained, in a
timely manner, all material requirements of all applicable local, state, and federal laws
and regulations which must be obtained or met for the Project.
2.7 Developer will obtain firm commitments for construction financing for the
Project in an amount sufficient, together with equity commitments, to successfully
complete the Project in accordance with the requirements of this Agreement and if
obtained, shall provide evidence thereof to City prior to the Closing Date.
SECTION 3. CONDITIONS TO CLOSING. The Closing and all the obligations of
Developer under this Agreement are subject to fulfillment, on or before the Closing Date
of the following conditions:
3.1 The representations and warranties made by City in Section 2 shall be
correct as of the Closing Date with the same force and effect as if such representations
were made at such time. At the Closing, City shall deliver a certificate, in the form of
Exhibit F, to that effect.
3.2 Developer shall have obtained at its sole expense any and all necessary
governmental approvals, including without limitation, building permits, approval of
zoning, subdivision or platting which might be necessary or desirable in connection with
the development of the Property. Any conditions imposed as a part of the zoning,
platting or subdivision must be satisfactory to Developer, in its sole opinion. City shall
cooperate with Developer in attempting to obtain any such approvals and shall execute
any documents necessary for this purpose, provided that City shall bear no out-of-
pocket expense in connection therewith. In connection therewith, City agrees (1) to
review all of Developer's plans and specifications for the Project and to either reject or
approve the same in a prompt and timely fashion, but in no event more than thirty (30)
days; (2) to issue a written notification to Developer, promptly following City's approval
of same, indicating that City has approved such plans and specifications, and that the
same are in compliance with the Urban Renewal Plan and/or that the appropriate
waivers have been obtained, this Agreement and any other applicable City or affiliated
agency requirements, with the understanding that Developer and its lenders shall have
the right to rely upon the same in proceeding with the Project; (3) to identify in writing as
soon as practicable after submission of said plans and specifications, any and all
permits, approvals and consents that are legally required for the acquisition of the
Property by Developer, and the construction, use and occupancy of the Project with the
intent and understanding that Developer and its lenders and attorneys will rely upon
same in establishing their agreement and time frames for construction, use and
occupancy, lending on the Project and issuing legal opinions in connection therewith;
and (4) to cooperate fully with Developer to facilitate the obtaining of such permits,
approvals and consents.
3.3 As of the date of this Agreement, City has completed all required notice to or
prior approval, consent or permission of any federal, state or municipal or local
governmental agency, body, board or official to the sale of the Property; and
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consummation of the Closing by City shall be deemed a representation and warranty
that it has obtained the same.
3.4 Developer shall be in material compliance with all the terms and provisions
of this Agreement.
3.5 Receipt of an opinion of counsel to Developer in the form attached hereto as
Exhibit E, which such opinions shall be subject to customary exceptions, exclusions and
limitations.
3.6 Developer shall have the right to terminate this Agreement, for any reason or
for no reason, at any time prior to the Closing. Upon the giving of notice of termination
by Developer to City to this Agreement, this Agreement shall be deemed null and void,
and thereafter the parties shall be relieved of any and all further obligations hereunder
other than those obligations which are specifically set forth hereunder to survive
termination.
3.7 Developer shall have otherwise satisfied itself with all other aspects of
proceeding with this transaction and the development of the Project as contemplated
herein, including, without limitation in any way, the financial viability of developing the
Project, the costs and expenses to be incurred in connection therewith, and all other
aspects of the planning, designing, development, construction and completion of the
Project, all as determined necessary or appropriate by Developer in its sole discretion.
SECTION 4. CLOSING. The Closing of this Agreement (the Closing) shall be on or
before January 7, 2025, ("the Closing Date"),
SECTION 5. CITY'S OBLIGATIONS AT CLOSING. At or prior to the Closing Date,
City shall:
5.1 Deliver to Developer such documents as may be required by this Agreement
or as may be reasonably required or as may be necessary to consummate the
transactions contemplated by this Agreement, all in a form satisfactory to Developer.
5.2 Deliver to Developer a statement at the Closing that all representations and
warranties in Section 1 are correct.
SECTION 6. MINIMUM IMPROVEMENTS.
6.1 Minimum Improvements. Developer will make a capital investment of
approximately Six Million Dollars ($6,000,000.00) to improve the Property (the Minimum
Improvements). The Minimum Improvements include creating at least thirty-four (34)
residential units.
6.2 Timing o�provements. Developer hereby agrees that construction of the
Minimum Improvements on the Property shall be commenced on or before November
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15, 2025, and shall be substantially completed by June 1, 2027. The time for the
performance of these obligations shall be suspended due to unavoidable delays
meaning delays, outside the control of the party claiming its occurrence in good faith,
which are the direct result of strikes, other labor troubles, unusual shortages of
materials or labor, unusually severe or prolonged bad weather, acts of God, fire or other
casualty to the Minimum Improvements, litigation commenced by third parties which, by
injunction or other similar judicial action or by the exercise of reasonable discretion
directly results in delays, or acts of any federal, state or local government which directly
result in extraordinary delays. The time for performance of such obligations shall be
extended only for the period of such delay.
6.3 Plans for Construction of Minimum Improvements. Prior to the Closing Date
Developer shall submit to City elevation drawings, site plan, building plans and
specifications, and related documents with respect to the Minimum Improvements to be
constructed by Developer on the Property (the "Construction Plans"). City shall promptly
review all Construction Plans submitted and approve or disapprove such Construction
Plans which approval shall not be unreasonably withheld, conditioned or delayed. The
Construction Plans shall be in conformity with Urban Renewal Plan, this Agreement,
and all applicable state and local laws and regulations. All work with respect to the
Minimum Improvements shall be in substantial conformity with the Construction Plans
approved by City.
6.4 Certificate of Completion. Promptly following the request of Developer upon
completion of the Minimum Improvements, City shall furnish Developer with an
appropriate instrument so certifying. Such certification (the "Certificate of Completion")
shall be in recordable form as shown on Exhibit G and shall be a conclusive
determination of the satisfaction or waiver and termination of Developer's agreements,
covenants, and obligations in this Agreement with respect to the obligations of
Developer to construct the Minimum Improvements.
6.5 Security Cameras. Developer shall install security cameras on the exterior of all
buildings on the Property and register said cameras with the "Secure Dubuque Personal
Surveillance System" described at https:Hcitvofdubuque.org/2980/Secure-Dubuque.
SECTION 7. CITY PARTICIPATION.
7.1 Development Incentive Grant to Developer.
(1) City agrees to provide to Developer on the terms and conditions set forth
in the Downtown Housing Incentive Program attached hereto as Exhibit H, a
grant in an amount not to exceed Three Hundred Forty Thousand Dollars
($340,000.00) (the Grant).
(2) Grant funds will not be disbursed to Developer until City has issued a
Certificate of Completion for the Project. The Grant shall be paid in Ten
n.
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Thousand Dollar ($10,000.00) payments for each unit that receives a Certificate
of Completion up to a maximum of thirty-four units. Prior to the disbursement of
any funds, Developer shall provide evidence satisfactory to City that the
Minimum Improvements have been completed in accordance with the Plans and
other documentation submitted to City with the Downtown Housing Assistance
application.
7.2 Economic Development Grants.
(1) Minimum Improvements. For and in consideration of Developer's obligations
hereunder, and in furtherance of the goals and objectives of the Urban Renewal
Plan for the Project Area and the Urban Renewal Law, City agrees, so long as no
Event of Default exists under this Agreement, to make thirty (30) consecutive
semi-annual payments (such payments being referred to collectively as the
"Economic Development Grants", to the Developer on the following dates
(subject to change based on the actual Completion Date):
November 1, 2029
May 1, 2030
November 1, 2030
May 1, 2031
November 1, 2031
May 1, 2032
November 1, 2032
May 1, 2033
November 1, 2033
May 1, 2034
November 1, 2034
May 1, 2035
November 1, 2035
May 1, 2036
November 1, 2036
May 1, 2037
November 1, 2037
May 1, 2038
November 1, 2038
May 1, 2039
November 1, 2039
May 1, 2040
November 1, 2040
May 1, 2041
November 1, 2041
May 1, 2042
November 1, 2042
May 1, 2043
November 1, 2043
May 1, 2044
pursuant to Iowa Code Section 403.19 (without regard to any averaging that may
otherwise be utilized under Iowa Code Section 403.19 and excluding any interest
that may accrue thereon prior to payment to Developer) during the preceding six-
month period in respect of the Property, the Minimum Improvements constructed
by Developer (the "Developer Tax Increments"). For purposes of calculating the
amount of Economic Development Grants provided in this Section, the Developer
Tax Increments shall be only those tax increment revenues collected by City in
respect to the increase in the assessed value of the Property above the
assessed value on January 1, 2025. City and Developer agree the Property
value as of January 1, 2025 is as follows: Three Hundred Twenty -Five Thousand
Nine Hundred Dollars ($325,900.00).
The Developer Tax Increments shall not include (i) any property taxes collected
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for the payment of bonds and interest of each taxing district, (ii) any taxes for the
regular and voter -approved physical plant and equipment levy and instructional
support levy, and (iii) any other portion required to be excluded by Iowa law, and
thus such incremental taxes will not include all amounts paid by Developer as
regular property taxes.
(2) To fund the Economic Development Grants, City shall certify to the County
prior to December 1 of each year, commencing December 1, 2027, its request for
the available Developer Tax Increments resulting from the assessments imposed
by the County as of January 1 of that year, to be collected by City as taxes are
paid during the following fiscal year and which shall thereafter be disbursed to
Developer on November 1 and May 1 of that fiscal year. (Example: if City so
certifies in December 2028, the Economic Development Grants in respect thereof
would be paid to the Developer on November 1, 2029, and May 1, 2030).
(3) The Economic Development Grants shall be payable from and secured
solely and only by the Developer Tax Increments (which, upon receipt, shall be
deposited and held in a special account created for such purpose and designated
as the "GT Novelty Condos TIF Account" of City. City hereby covenants and
agrees to maintain its TIF ordinance in force during the term hereof and to apply
the incremental taxes collected in respect of the Minimum Improvements and
allocated to the GT Novelty Condos TIF Account to pay the Economic
Development Grants, as and to the extent set forth in Section 7.2(1) hereof. The
Economic Development Grants shall not be payable in any manner by other tax
increments revenues or by general taxation or from any other City funds. City
makes no representation with respect to the amounts that may be paid to
Developer as the Economic Development Grants in any one year and under no
circumstances shall City in any manner be liable to Developer so long as City
timely applies the Developer Tax Increments actually collected and held in the
GT Novelty Condos TIF Account (regardless of the amounts thereof) to the
payment of the Economic Development Grants to Developer as and to the extent
described in this Section 7.2(3).
(4) City shall be free to use any and all tax increment revenues collected in
respect to other properties within the Project Area, or any of the available
Developer Tax Increments resulting from the termination of the annual Economic
Development Grants under Section 7.2(1) hereof, for any purpose for which such
tax increment revenues may lawfully be used pursuant to the provisions of the
Urban Renewal Law, and City shall have no obligations to Developer with
respect to the use thereof. City shall also be free to use for any lawful purpose
the actual tax increment revenues collected by the City and which funds are not
required to be paid to Developer in respect of the Minimum Improvements.
7.4 Non-appropriation/Limited Source of Funding. Notwithstanding anything in this
Agreement to the contrary, the obligation of City to pay any installment of the Economic
Development Grant shall be an obligation limited to currently budgeted funds, and not a
Page 732 of 1019
general obligation or other indebtedness of City or a pledge of its full faith and credit
under the meaning of any constitutional or statutory debt limitation, and shall be subject
in all respects to the right of non -appropriation by the City Council as provided in this
Section 7.4 City may exercise its right of non -appropriation as to the amount of the
installments to be paid during any fiscal year during the term of this Agreement without
causing a termination of this Agreement. The right of non -appropriation shall be
exercised only by resolution affirmatively declaring City's election to non -appropriate
funds otherwise required to be paid to Developer in the next fiscal year under this
Agreement.
(1) In the event the City Council elects to not appropriate sufficient funds in the
budget for any future fiscal year for the payment in full of the installments on the
Economic Development Grant due and payable in that fiscal year, then: (i) City
shall have no further obligation to Developer for the payment of all installments
due in the next fiscal year which cannot be paid with the funds then appropriated
for that purpose; and, (ii) Developer shall be released from all further obligations
under this Agreement during that same fiscal year
(2) Each installment of the Economic Development Grant shall be paid by City
solely from funds appropriated for that purpose by the City Council from taxes
levied on the Property that are allocated to the special fund pursuant to Iowa
Code (2013) § 403.19(2).
(3) The right of non -appropriation reserved to City in this Section 7.4 is intended
by the parties, and shall be construed at all times, so as to ensure that City's
obligation to pay future installments on the Economic Development Grants shall
not constitute a legal indebtedness of City within the meaning of any applicable
constitutional or statutory debt limitation prior to the adoption of a budget which
appropriates funds for the payment of that installment or amount. In the event
that any of the provisions of this Agreement are determined by a court of
competent jurisdiction to create, or result in the creation of, such a legal
indebtedness of City, the enforcement of the said provision shall be suspended,
and the Agreement shall at all times be construed and applied in such a manner
as will preserve the foregoing intent of the parties, and no event of default shall
be deemed to have occurred as a result thereof. If any provision of this
Agreement or the application thereof to any circumstance is so suspended, the
suspension shall not affect other provisions of this Agreement which can be
given effect without the suspended provision. To this end the provisions of this
Agreement are severable.
4) Developer acknowledges and agrees that the State of Iowa retains the
authority to amend, modify, or repeal laws governing property tax, tax increment
financing (TIF), and any related rebate mechanisms. City makes no
representations or warranties regarding the continuation of current state law or
the availability of rebates in their present form. In the event that any legislative or
regulatory action by the State of Iowa alters or limits the availability, calculation,
distribution, or administration of rebates, City shall have no obligation to
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compensate Developer for any resulting reduction, loss, or elimination of rebates.
Developer assumes all risk associated with potential changes to applicable state
law.
SECTION 8. COVENANTS OF DEVELOPER.
8.1 Operation of Property: Housing Vouchers. For and in consideration of the
Grants offered under this Agreement, during the operation of the Property, as a rental
residential property, Developer shall accept, or cause to be accepted, applications from
prospective tenants with housing vouchers (issued under the U.S. HUD's Section 8
voucher program or a similar program) that are otherwise qualified prospective tenants,
as determined by Developer. Developer retains all rights to manage, direct or evict any
tenants as provided under Iowa law.
8.2 Insurance Requirements:
Insurance Requirements.
(1) Developer shall provide and maintain or cause to be maintained at all
times during the process of constructing the Minimum Improvements and at its
sole cost and expense (and, from time to time at the request of City, furnish City
with proof of insurance in the form of a certificate of insurance for each insurance
policy):
Builder's risk insurance, written on a completed value in an amount equal to one
hundred percent (100%) of the replacement value of the Minimum
Improvements, naming City as a named insured and lender loss payable.
Coverage shall include the "special perils" form.
The City of Dubuque, Owners, Contractors, Subcontractors, and Sub -
Subcontractors shown as additional named insureds are only additional named
insured with respect to their interest in the Covered Property at the premises
shown in the declarations.
(2) Upon completion of construction of the Minimum Improvements and up to
the Termination Date, Developer shall maintain, or cause to be maintained, at its
cost and expense (and from time to time at the request of City shall furnish proof
of insurance in the form of a certificate of insurance) property insurance against
loss and/or damage to the Minimum Improvements under an insurance policy
written in an amount not less than the full insurable replacement value of
Minimum Improvements naming City as lender loss payable. Coverage shall
include the "special perils" form.
(3) The term "replacement value" shall mean the actual replacement cost of
Minimum Improvements (excluding foundation and excavation costs and costs of
underground flues, pipes, drains and other uninsurable items) and equipment,
10
Page 734 of 1019
and shall be reasonably determined from time to time at the request of City, but
not more frequently than once every three (3) years.
(4) Contractor shall be responsible for deductibles and self -insured retention.
(5) Developer agrees to notify City immediately in the case of damage
exceeding One Hundred Thousand Dollars ($100,000.00) in amount to, or
destruction of, the Minimum Improvements or any portion thereof resulting from
fire or other casualty. The net proceeds of any such insurance (the Net
Proceeds) shall be paid directly to Developer as its interests may appear, and
Developer shall forthwith repair, reconstruct and restore the Minimum
Improvements to substantially the same or an improved condition or value as
they existed prior to the event causing such damage and, to the extent necessary
to accomplish such repair, reconstruction and restoration, Developer shall apply
the Net Proceeds of any insurance relating to such damage received by
Developer to the payment or reimbursement of the costs thereof, subject,
however, to the terms of any mortgage encumbering title to the Property (as its
interests may appear). Developer shall complete the repair, reconstruction and
restoration of Minimum Improvements whether or not the Net Proceeds of
insurance received by Developer for such Purposes are sufficient.
(6) This covenant shall survive the termination of this Agreement.
8.3 Non -Discrimination. In carrying out the project, Developer shall not discriminate
against any employee or applicant for employment because of age, color, familial
status, gender identity, marital status, mental/physical disability, national origin, race,
religion/creed, sex, or sexual orientation.
8.4 Conflict of Interest. Developer agrees that no member, officer or employee
of City, or its designees or agents, nor any consultant or member of the governing body
of City, and no other public official of City who exercises or has exercised any functions
or responsibilities with respect to the Project during his or her tenure, or who is in a
position to participate in a decision -making process or gain insider information with
regard to the Project, shall have any interest, direct or indirect, in any contract or
subcontract, or the proceeds thereof, for work to be performed in connection with the
Project, or in any activity, or benefit therefrom, which is part of the Project at any time
during or after such person's tenure. In connection with this obligation, Developer shall
have the right to rely upon the representations of any party with whom it does business
and shall not be obligated to perform any further examination into such party's
background.
8.5 Non -transferability; Permitted Transfers. Until such time as the applicable
Minimum Improvements are complete (as certified by City under Section 6.4), except as
provided in this Section, this Agreement may not be assigned by Developer nor may the
Property be transferred by Developer to another party without the prior written consent
11
Page 735 of 1019
of City, which consent shall not be unreasonably withheld; provided, that, Developer
may without the City's consent, assign this Agreement to an affiliate of Developer under
common ownership or control (provided such affiliate agrees to assume in writing the
obligations of Developer hereunder); and provided further, that Developer may
collaterally assign this Agreement to its mortgage lender as may be required to secure
financing for the Minimum Improvements. For the avoidance of doubt, this Agreement
and the incentives included within this Agreement may be transferred upon sale of the
Property without the consent of City following completion of the Minimum Improvements
as evidence by a Certificate of Completion.
8.6 Restrictions on Use. Developer agrees for itself, its successors and assigns,
and every successor in interest to the Property or any part thereof that they and their
respective successors and assigns, shall devote the Property to, and only to and in
accordance with, the uses specified in the Urban Renewal Plan (and City represents
and agrees that, use of the Property as described in this Agreement is in full compliance
with the Urban Renewal Plan); and
8.7 Compliance with Laws. Subject to City's representations, warranties and
covenants with respect to City's obligation to comply with laws, rules and regulations
relating to the Property as set forth in this Agreement, Developer will comply with all
laws, rules and regulations relating to the Property and the Minimum Improvements,
other than laws, rules and regulations the failure to comply with which or the sanctions
and penalties resulting therefrom, would not have a material adverse effect on the
business, property, operations, financial or otherwise, of Developer.
8.8 Operation as Short -Term Rental. For and in consideration of the Grants offered
under this Agreement, until the Termination Date, no more than ten percent (10%) of
the Units shall be operated as short-term rentals. Short-term rental means a rental
period of less than thirty (30) consecutive days.
8.9 Books and Records. During the term of this Agreement and from and after
completion of the Minimum Improvements, Developer shall keep at all times and make
available to City upon reasonable request proper books of record and account in which
full, true and correct entries will be made of all dealings and transactions of or in relation
to the business and affairs of Developer with respect to the Property and the Minimum
Improvements in accordance with generally accepted accounting principles consistently
applied throughout the period involved, and Developer shall provide reasonable
protection against loss or damage to such books of record and account.
Notwithstanding anything contained herein to the contrary, City and its agents and
employees shall not disclose any information contained in such books of record and
account to any party without the Developer's prior written consent except as required by
law or court order, and except that to the extent that such information is necessary to
City's consultants and advisors, provided, however, such persons shall agree to keep
such information confidential, and Developer may require that the City enter into a
confidentiality agreement in a form acceptable to Developer prior to granting City
12
Page 736 of 1019
access to such books of record and account.
8.10 No Exemptions. During the term of this Agreement, and except as otherwise
permitted by this Agreement, Developer agrees not to apply for any state or local
property tax exemptions which are available with respect to the Property or the
Minimum Improvements located thereon that may now be, or hereafter become,
available under state law or city ordinance during the term of this Agreement, including
those that arise under Iowa Code Chapters 404 and 427, as amended. Provided,
however, in the event Developer does not receive the benefit of any City obligation set
forth in Section 7 or elsewhere herein, then Developer may apply for additional
incentives or grants from City or third parties, as the case may be.
1.11 Repairs.
(1) Developer shall at all times at Developer's own costs and expense,
keep the Property and the improvements thereon, and all
sidewalks, curbs, and all appurtenances to the Property, in good
order, condition and repair, casualties and ordinary wear and tear
excepted. Developer shall keep the Property in such condition as
may be required by law and by the terms of the insurance policies
furnished pursuant to the Agreement, whether or not such repair
shall be interior or exterior, and whether or not such repair shall be
of a structural nature.
(2) City shall have no obligation to Developer for any maintenance
expense of any kind including legal fees on the Property, including
but not limited to, private roads, parking areas, utility connections or
buildings.
(1) This Section 9.3 shall survive the termination of this Agreement
SECTION 9. EVENTS OF DEFAULT. The following shall be "Events of Default"
under this Agreement and the term "Event of Default" shall mean, whenever it is used in
this Agreement, any one or more of the following events:
9.1 Failure by Developer to pay or cause to be paid, before thirty (30) days after
such payments are due, all real property taxes assessed with respect to the applicable
Minimum Improvements and Property, subject to Developer's right to contest such real
property taxes in good faith in accordance with applicable law;
9.2 Failure by Developer to cause the construction of the applicable Minimum
Improvements (or applicable phases of Minimum Improvements) to be commenced and
completed pursuant to the terms, conditions and limitations of this Agreement, subject
to extension for delays caused by Force Majeure Events (as defined in Section 14.4
hereof);
13
Page 737 of 1019
9.3 Subject to Section 8.5, transfer of any interest by Developer of the Property
or this Agreement in violation of this Agreement prior to the issuance of the final
Certificate of Completion for any applicable phase; or
9.4 Failure by Developer to substantially observe or perform any other material
covenant, condition, obligation or agreement on its part to be observed or performed
under this Agreement.
SECTION 10. REMEDIES ON DEFAULT BY DEVELOPER.
10.1 Whenever any Event of Default referred to in Section 9 occurs and is
continuing, City, as specified below, may take any one or more of the following actions
after the giving of written notice by City to Developer (and the holder of any mortgage
encumbering any interest in the Property of which City has been notified of in writing) of
the Event of Default, but only if the Event of Default has not been cured within sixty (60)
days following such written notice, or if the Event of Default cannot be cured within sixty
(60) days and Developer or if applicable, the mortgagee, does not provide assurances
to City that the Event of Default will be cured as soon as reasonably possible thereafter:
(1) City may suspend its performance under this Agreement until it receives
assurances from Developer deemed adequate by City, that Developer will
cure its default and continue its performance under this Agreement;
(2) Until the Closing, City may cancel and terminate this Agreement;
(3) City may withhold the Certificate of Completion; and
SECTION 11. REMEDIES ON DEFAULT BY CITY. If City defaults in the
performance of this Agreement or any of its representations and warranties contained
herein or otherwise fails to observe or perform any material covenant, condition,
obligation or agreement on its part to be observed or performed under this Agreement,
Developer may take any action, including legal, equitable or administrative action which
may appear necessary or desirable to collect any payments due under this Agreement,
to recover expenses of Developer, or to enforce performance and observance of any
obligation, agreement, or covenant of City under this Agreement. Developer may
suspend its performance under this Agreement until it receives assurances from City,
deemed adequate by Developer, that City will cure its default and continue its
performance under this Agreement. Additionally, City will reimburse Developer all costs
and expenses incurred by Developer, including, but not limited to salaries of personnel
and reasonable attorney fees and expenses, incurred as a result of City's default(s) in
the performance of this Agreement or any of City's representations and warranties
contained herein.
SECTION 12. REMEDIES GENERALLY.
14
Page 738 of 1019
12.1 A non -defaulting party may take any action, including legal, equitable or
administrative action, which may appear necessary or desirable to collect any payments
due under this Agreement or to enforce performance and observance of any obligation,
agreement, or covenant under this Agreement.
12.2 No remedy herein conferred upon or reserved to a party is intended to be
exclusive of any other available remedy or remedies, but each and every such remedy
shall be cumulative and shall be in addition to every other remedy given under this
Agreement or now or hereafter existing at law or in equity or by statute.
12.3 In the event any agreement contained in this Agreement should be breached
by any party and thereafter waived by any other party, such waiver shall be limited to
the particular breach so waived and shall not be deemed to waive any other concurrent,
previous or subsequent breach hereunder.
12.4 If any action at law or in equity, including an action for declaratory relief or
arbitration, is brought to enforce or interpret the provisions of this Agreement, the
prevailing party shall be entitled to recover reasonable attorneys' fees and costs of
litigation from the other party. Such fees and costs of litigation may be set by the court
in the trial of such action or by the arbitrator, as the case may be, or may be enforced in
a separate action brought for that purpose. Such fees and costs of litigation shall be in
addition to any other relief which may be awarded.
SECTION 13. GENERAL TERMS AND CONDITIONS.
13.1 Notices and Demands. Whenever this Agreement requires or permits any
notice or written request by one party to another, it shall be deemed to have been
properly given if and when delivered in person or three (3) business days after having
been deposited in any U.S. Postal Service and sent by registered or certified mail,
postage prepaid, addressed as follows:
If to Developer: GT Novelty Condos, LLC
9565 Royal Wood Drive
Peosta, Iowa 52068
With a copy to: Drake Law Firm, P.C.
D. Flint Drake
300 Main Street, Suite 323
Dubuque, IA 52001
If to City: City Manager
City Hall
50 W. 1311 Street
Dubuque, IA 52001
Phone: (563) 589-4110
Fax: (563) 589-4149
15
Page 739 of 1019
With a copy to: City Attorney
City Hall
50 W. 131" Street
Dubuque, IA 52001
Or at such other address with respect to either party as that party may, from time to time
designate in writing and forward to the other as provided in this Section 18.1.
13.2 Binding Effect; Assignment,. This Agreement shall inure to the benefit of and
be binding upon the successors and permitted assigns of the parties.
13.3 Termination Date, Unless terminated sooner under the terms of this
Agreement, this Agreement and the rights and obligations of the parties hereunder shall
terminate on June 1, 2044 unless the Economic Development Grants are delayed due
to the completion date of construction as provided in Section 6.2, in which case this
Agreement will terminate June 1, 2045 (the "Termination Date"), unless otherwise
extended as provided herein.
13.4 Force Majeure. A party shall be excused from its obligations under this
Agreement if and to the extent and during such time as the party is prevented, impeded,
or hindered, unable to perform its obligations or is delayed in doing so due to events or
conditions outside of the party's reasonable control and after the party has taken
reasonable steps to avoid or mitigate such event or its consequences (each a "Force
Majeure Event") including, without limitation in any way, as the result of any acts of God,
war, fire, or other casualty, riot, civil unrest, extreme weather conditions, terrorism,
strikes and/or labor disputes, pandemic, epidemic, quarantines, government stay-at-
home orders, municipal and other government orders, failure of Internet, or other matter
beyond the control of such party. Upon the occurrence of a Force Majeure Event, the
party incurring such Force Majeure Event will promptly give notice to the other party
identifying the Force Majeure Event, explaining how it impacts performance and the
estimated duration, identifying the relief requested, agreeing to limit damages to the
other party and to immediately resume performance upon termination of the Force
Majeure Event, and agreeing to supplement the notice as more information becomes
available, and thereafter the parties shall meet and confer in good faith in order to
identify a cure of the condition affecting its performance as expeditiously as possible.
No obligation to make a payment required by this Agreement is excused by a Force
Majeure Event. The nonperforming party shall not be entitled to any damages or
additional payments of any kind for any such delay.
13.5 Applicable Law; Severability. This Agreement shall be subject to, construed
and enforced in accordance with the laws of the state of Iowa. If any provision of this
Agreement is held invalid under applicable law, such invalidity shall not affect any other
provision of this Agreement that can be given effect without the invalid provision, and to
this end, the provisions hereof are severable.
16
Page 740 of 1019
13.6 Interpretation; Headings. Words and phrases herein shall be interpreted and
understood according to the context in which they are used. The headings of the
articles, sections, paragraphs and subdivisions of this Agreement are for convenience of
reference only, are not to be considered a part hereof and shall not limit or expand or
otherwise affect any of the terms hereof.
13.7 Entire Agreement; Counterparts; Remedies Cumulative. This Agreement,
including any Exhibits, all of which are incorporated by this reference, and the
documents executed and delivered pursuant hereto, constitute the entire agreement
between the parties, and may be amended only by a writing signed by each party. All
agreements, instruments and documents referred to in this Agreement are by this
reference made a part of this Agreement for all purposes. This Agreement may be
executed in any number of counterparts, each of which shall be deemed to be an
original, but all of which together shall constitute but one and the same instrument. The
parties shall have, in addition to the rights and remedies provided by this Agreement, all
those allowed by all applicable laws, all of which shall be in extension of and not in
limitation of those provided hereunder.
13.8 Waivers. Prior to issuance of the Certificate of Completion, no waiver by
either party of any breach of this Agreement, or of any warranty or representation
hereunder, shall be deemed to be a waiver by the same party of any other breach of
any kind or nature (whether preceding or succeeding the breach in question, and
whether or not of the same or similar nature).
(1) No acceptance by a party of payment or performance after any such breach
shall be deemed to be a waiver of any breach of this Agreement or of any
representation or warranty hereunder, whether or not the party knows of
the breach when it accepts such payment or performance.
(2) No failure by a party to exercise any right it may have under this Agreement
or under law upon another party's default, and no delay in the exercise of
that right, shall prevent it from exercising the right whenever the other
party continues to be in default. No such failure or delay shall operate as
a waiver of any default or as a modification of the provisions of this
Agreement.
13.9 Construction Against Drafter. It is acknowledged that each of the parties
have had substantial input individually, and by their attorneys, into the drafting of this
agreement. It is therefore agreed that the Agreement shall not be construed for or
against either of the parties based upon the identity of the drafter of the final Agreement.
13.10 Execution by Facsimile. The parties agree that this Agreement may be
transmitted between them by facsimile machine or electronic transmission. The parties
intend that the faxed or electronic transmission signatures constitute original signatures
and that a faxed or electronically transmitted Agreement containing the signatures
(original, faxed or electronically transmitted) of all the parties is binding on the parties.
17
Page 741 of 1019
13.11 Memorandum of Agreement. The parties acknowledge that this Agreement
will not be recorded of record. However, the City shall promptly record a Memorandum
of Development Agreement in the form attached hereto as Exhibit I in the office of the
Recorder of Dubuque County, Iowa. Developer shall pay the costs for so recording.
13.12 No Personal Liability. Notwithstanding anything herein, no member,
shareholder, director, partner, manager, officer or employee of Developer shall have
any personal liability under this Agreement, whether to City or otherwise, including,
without limitation, as a result of a default or breach by Developer, or for any amount
which becomes owing hereunder by Developer, or any obligation not performed by
Developer.
13.13 Estoppel Certificates; Financing. City, at any time and from time to time,
upon not less than ten (1 Q) days' notice from Developer, shall execute, acknowledge
and deliver to Developer (or any party upon Developer's request, including any lender
or prospective lender of Developer), a statement in writing: (a) certifying that this
Agreement is unmodified and in full force and effect (or if modified, stating the nature of
such modification and certifying that this Agreement, as so modified, is in full force and
effect); and (b) acknowledging that there are not, to City's knowledge (as applicable),
any uncured defaults on the part of Developer hereunder, or specifying such defaults if
they are claimed. Any such statement may be relied upon by any existing or prospective
lender, title insurer, purchaser, assignee, or other third party. City further agrees to
provide such other reasonable assurances as may be necessary or required by a lender
to facilitate the financing of any aspect of the Project, including the individual financing
of only a portion of the Project or Property.
[Signatures appear on following page.]
im
Page 742 of 1019
IN WITNESS WHEREOF, City has caused this Agreement to be duly executed in
its name and behalf by its Mayor and attested to by its City Clerk and Developer has
caused this Agreement to be duly executed on or as of the first above written.
CITY OF DUBUQUE, IOWA
LM
M
Brad M. Cavanagh, Mayor
Adrienne N. Breitfelder, City Clerk
GT NOVELTY CONDOS, LLC
By: (�6L
Its: Pr e s "de ll7—
By: _
Its
im
Page 743 of 1019
LIST OF EXHIBITS
EXHIBIT A
Urban Renewal Plan
EXHIBIT B
The Property
EXHIBIT C
Site Plan
EXHIBIT D
City Attorney Certificate
EXHIBIT E
Opinion of Developer's Counsel
EXHIBIT F
City Certificate
EXHIBIT G
Certificate of Completion
EXHIBIT H
Downtown Housing Incentive Program Guidelines
EXHIBIT I
Memorandum of Development Agreement
20
Page 744 of 1019
EXHIBIT A
URBAN RENEWAL PLAN
(on file in City Clerk's office, 50 W. 1311 Street, Dubuque, IA 52001)
21
Page 745 of 1019
EXHIBIT B
THE PROPERTY
22
Page 746 of 1019
Legal Description of Real Estate
Unit 4 of Novelty Iron Works Condominiums located on Lot 1 of Lot 1 of Center City
Place #2, in the City of Dubuque, Iowa, according to the Declaration of Submission to
Horizontal Property Regime, Instrument #2014-2934, as amended, and the recorded
Plat thereof.
23
Page 747 of 1019
EXHIBIT C
SITE PLAN
24
Page 748 of 1019
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Page 749 of 1019
26
Page 750 of 1019
EXHIBIT D
CITY ATTORNEY'S CERTIFICATE
Page 751 of 1019
Barry A. Lindahl, Esq.
Senior Counsel
Suite 330, Harbor View Place
300 Main Street
Dubuque, Iowa 52001-6944
(563) 583-4113 office
(563)583-1040 fax
balesgEvcityofdubunue.org
RE:
Dear
THE CITY OF
DUB E
7�7
Masterpiece on the Mississippi
(DATE)
Dubuque
All-Amerla Cfly
2007-2012.2013
2017*2019
I have acted as counsel for the City of Dubuque, Iowa, in connection with the execution
and delivery of a certain Development Agreement between GT Novelty Condos, LLC
(Developer) and the City of Dubuque, Iowa (City) dated for reference purposes the
day of , 2025.
The City has duly obtained all necessary approvals and consents for its execution, delivery
and performance of this Agreement and has full power and authority to execute, deliver
and perform its obligations under this Agreement, and to the best of my knowledge, the
representations of the City Manager in his letter dated the day of , 20_,
are correct.
Very sincerely,
Barry A. Lindahl, Esq.
City Attorney
BAL:tls
Page 752 of 1019
EXHIBIT E
OPINION OF DEVELOPER'S COUNCIL
Page 753 of 1019
Mayor and City Councilmembers
City Hall
1311 and Central Avenue
Dubuque IA 52001
Re: Development Agreement Between the City of Dubuque, Iowa and
Dear Mayor and City Councilmembers:
We have acted as counsel for GT Novelty Condos, LLC, in connection with the
execution and delivery of a certain Development Agreement (Development Agreement)
between Developer and the City of Dubuque, Iowa (City) dated for reference purposes the
day of , 2025.
We have examined the original certified copy, or copies otherwise identified to our
satisfaction as being true copies, of the Development Agreement and such other
documents and records as we have deemed relevant and necessary as a basis for the
opinions set forth herein.
Based on the pertinent law, the foregoing examination and such other inquiries as
we have deemed appropriate, we are of the opinion that:
1. Developer is a limited liability company organized and existing under the
laws of the State of Iowa and has full power and authority to execute, deliver and perform
in full the Development Agreement. The Development Agreement has been duly and
validly authorized, executed and delivered by Developer and, assuming due authorization,
execution and delivery by City, is in full force and effect and is a valid and legally binding
instrument of Developer enforceable in accordance with its terms, except as the same may
be limited by bankruptcy, insolvency, reorganization or other laws relating to or affecting
creditors' rights generally.
2. To our actual knowledge with no duty to inquire, the execution, delivery and
performance by Developer of the Development Agreement and the carrying out of the
terms thereof, will not result in violation of any provision of, or in default under, the articles
of incorporation and bylaws of Developer, any indenture, mortgage, deed of trust,
indebtedness, agreement, judgment, decree, order, statute, rule, regulation or restriction to
which Developer is a party or by which Developer's property is bound or subject.
3. To our actual knowledge with no duty to inquire, there are no actions, suits or
proceedings pending or threatened against or affecting Developer in any court or before
any arbitrator or before or by any governmental body in which there is a reasonable
possibility of an adverse decision which could materially adversely affect the business
(present or prospective), financial position or results of operations of Developer or which in
Page 754 of 1019
any manner raises any questions affecting the validity of the Agreement or the Developer's
ability to perform Developer's obligations thereunder.
This opinion is rendered for the sole benefit of the City of Dubuque and no other party may
rely on this opinion.
This opinion is rendered and valid as of the date of this letter and we have no duty to
update this opinion for any matters which come to our knowledge after the date of this
letter.
Sincerely,
Page 755 of 1019
EXHIBIT F
CITY CERTIFICATE
Page 756 of 1019
THE CITY OF
E
Masterpiece on the Mississippi
Dear
Dubuque City M anager's Off! ce
City Hall
50 West 131h Street
All•AmericaCigl Dubuque, Iowa 52001-4864
unwa.cmzarxz s
®r (583) 589-4110 office
(563) 589-4149 fax
ctymgr jtyofdubuque,org
2007*2012*2013
2017*2019
(DATE)
I am the City Manager of the City of Dubuque, Iowa and have acted in that capacity in
connection with the execution and delivery of a certain Development Agreement between
GT Novelty Condos, LLC (Developer) and the City of Dubuque, Iowa (City) dated for
reference purposes the day of , 2025.
On behalf of the City of Dubuque, I hereby represent and warrant to Developer that:
(1) City has duly obtained all necessary approvals and consents for its
execution, delivery and performance of this Agreement and that it has full power
and authority to execute, deliver and perform its obligations under this Agreement.
City's attorney shall issue a legal opinion to Developer at time of closing confirming
the representation contained herein, in the form attached hereto as Exhibit B.
(2) City shall exercise its best efforts to cooperate with Developer in the
development process.
(3) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(4) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
charter of City, any evidence of indebtedness, agreement or instrument of whatever
nature to which City is now a party or by which it or its property is bound, or
constitute a default under any of the foregoing.
(5) There are no actions, suits or proceedings pending or threatened against or
Page 757 of 1019
affecting City in any court or before any arbitrator or before or by any governmental
body in which there is a reasonable possibility of an adverse decision which could
materially adversely affect the financial position or operations of City or which
affects the validity of the Agreement or City's ability to perform its obligations under
this Agreement.
(6) No ordinance or hearing is now or before any local governmental body that
either contemplates or authorizes any public improvements or special tax levies, the
cost of which may be assessed against the Property. To the best of City's
Knowledge, there are no plans or efforts by any government agency to widen,
modify, or re -align any street or highway providing access to the Property and there
are no pending or intended public improvements or special assessments affecting
the Property which will result in any charge or lien be levied or assessed against the
Property.
(7) The representations and warranties contained in this article shall be correct
in all respects on and as of the Closing Date with the same force and effect as if
such representations and warranties had been made on and as of the Closing Date.
Sincerely,
Michael C. Van Milligen
City Manager
MCVM:jh
Page 758 of 1019
EXHIBIT G
CERTIFICATE OF COMPLETION
Page 759 of 1019
CERTIFICATE OF COMPLETION
WHEREAS, the City of Dubuque, Iowa, a municipal corporation (the "Grantor"), has
granted incentives to GT Novelty Condos, LLC (the "Grantee"), in accordance with a
Development Agreement dated as of [Date] (the "Agreement"), by and among the Grantor,
and the Grantee (collectively, the "Agreement"), certain real property located within the
Greater Downtown Urban Renewal District of the Grantor and as more particularly
described as follows:
Unit 4 of Novelty Iron Works Condominiums located on Lot 1 of Lot 1 of Center City
Place #2, in the City of Dubuque, Iowa, according to the Declaration of Submission
to Horizontal Property Regime, Instrument #2014-2934, as amended, and the
recorded Plat thereof.
(the "Development Property"); and
WHEREAS, said Agreement incorporated and contained certain covenants and
conditions with respect to the rehabilitation of the Development Property, and obligated the
Grantee to construct certain Minimum Improvements (as defined therein) in accordance
with the Agreement; and
WHEREAS, the Grantee has to the present date performed said covenants and
conditions insofar as they relate to the construction of the Minimum Improvements in a
manner deemed sufficient by the Grantor to permit the execution and recording of this
certification; and
NOW, THEREFORE, pursuant to Section 6.4 of the Agreement, this is to certify that
all covenants and conditions of the Agreement with respect to the obligations of the
Grantee, and its successors and assigns, to construct the Minimum Improvements on the
Development Property have been completed and performed by the Grantee to the
satisfaction of the Grantor and such covenants and conditions are hereby satisfied.
The County Recorder of Dubuque County is hereby authorized to accept for recording and
to record the filing of this instrument, to be a conclusive determination of the satisfaction of
the covenants and conditions as set forth in said Agreement, and that the Agreement shall
Page 760 of 1019
otherwise remain in full force and effect.
(SEAL)
STATE OF IOWA }
) SS
COUNTY OF DUBUQUE )
CITY OF DUBUQUE, IOWA
M
Mike Van Milligen, City Manager
On this day of , 20_, before me, the undersigned, a Notary Public
in and for the State of Iowa, personally appeared and
acknowledged said execution of the instrument to be his/her voluntary act and deed.
Notary Public in and for
Dubuque County, Iowa
Page 761 of 1019
THE CITY OF
DUB3*FE
Masterpiece on the Mississippi
Dubuque Economic Development
Department
AlI Amerlea Cltr 50 West 13" Street
e Dubuque, Iowa 52001-4864
Office (563) 589-4393
2007.2012 TTY (563) 690-6678
2013.2017 http://www.cityofdubuque.org
DOWNTOWN HOUSING INCENTIVE PROGRAM
Pro'ects eligible to receive assistance from this established pool of funds must
meet the following requirements:
• The project must assist in the creation of new market -rate downtown rental and/or owner -
occupied residential units within the Greater Downtown Urban Renewal District (see attached
map) and have timely commencement & completion dates identified.
• The project must be the rehabilitation of an existing structure.
• Within the Washington Neighborhood, rental units must be located above a commercial
component on the first floor of the building unless the project is rehabilitating or reusing a former
church or school building.
• Exterior alterations are subject to design review and approval. The Historic District Guidelines
shall apply to projects located in Historic Preservation District. The Downtown Design Guidelines
shall apply to all other project locations. Projects which conform to the applicable guidelines may
be reviewed and approved by the City Planner. Projects that do not strictly conform to the
applicable guidelines will be forwarded to the Historic Preservation Commission (HPC) for
consideration. New construction or substantial rehabilitation projects may also be considered by
the HPC. The process for review is at the discretion of the City Planner. Guidelines can be viewed
and downloaded at http://cityofdubugue.org/1295/Design-Guidelines.
• Any signs on the property that do not comply with City zoning regulations and design guidelines
must be included in the design review and improved to comply with applicable City Codes.
Submittal must include the design materials and colors that will be used on the sign face, how the
sign will be displayed, and any lighting proposed.
• A detailed rendering/drawing of the proposed project must be included. The plans should
include dimensions and architectural details and label materials. Plans prepared by a design
professional (e.g. architect or draftsperson) are strongly recommended. Applications without
detailed drawings will not be considered complete and will not be accepted by theCity.
• Deviation from an approved project plan may disqualify the project from theprogram.
• City funded projects may be required to meet sound proofing, lighting, security, or other standards —
as determined by the City of Dubuque following an internal neighborhood impact study — particularly
when units are located in mixed -use neighborhoods.
Page 762 of 1019
• Preference will be given to projects that also utilize Federal and/or State Historic Tax
Credits.
• No more than $10,000 in assistance will be considered per residential unit.
• In general, no more than $750,000 will be provided to a single project.
• No developer fee will be permitted until all city assistance is paid or satisfied in full.
• The City will disburse committed funds after the project is complete and a Certificate of
Occupancy has been provided for the housing units.
• A minimum of 2 new housing units must be created in the project.
• Units smaller than 650 square feet will not be eligible for this project.
• No residential units will be allowed to have a restriction of less than 80% of the median
income.
• No more than 65% of the units of any project can have a restriction of 80% of the
median income.
• A project that is funded by Low Income Tax Credits (LITC) is noteligible.
• Owner of property must certify that all property in the City of Dubuque, for which the owner
has any interest, complies with all applicable City of Dubuque ordinances and regulations,
including, but not limited to, housing, building, zoning, fire, health, and vacant and abandoned
building regulations.
• Applications will be reviewed monthly by the Review Committee, consisting of at least one
representative from the City's Economic Development, Planning, and Building Services
Departments. The Review Committee will score each application and will fund projects that
meet the program criteria and are ready to commence within three months.
Page 763 of 1019
EXHIBIT I
MEMORANDUM OF DEVELOPMENT AGREEMENT
Page 764 of 1019
Prepared by: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
Return to: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
MEMORANDUM OF DEVELOPMENT AGREEMENT
A Development Agreement by and among the City of Dubuque, Iowa, an Iowa municipal
corporation, of Dubuque, Iowa, and GT Novelty Condos, LLC was made regarding the
following described premises:
Unit 4 of Novelty Iron Works Condominiums located on Lot 1 of Lot 1 of Center
City Place #2, in the City of Dubuque, Iowa, according to the Declaration of
Submission to Horizontal Property Regime, Instrument #2014-2934, as
amended, and the recorded Plat thereof.
The Development Agreement is dated for reference purposes the day of
, 20_, and contains covenants, conditions, and restrictions concerning the
sale and use of said premises.
This Memorandum of Development Agreement is recorded for the purpose of
constructive notice. In the event of any conflict between the provisions of this
Memorandum and the Development Agreement itself, executed by the parties, the
terms and provisions of the Development Agreement shall prevail. A complete
counterpart of the Development Agreement, together with any amendments thereto, is
in the possession of the City of Dubuque and may be examined at its offices as above
provided.
Dated this day of , 20_
CITY OF DUBUQUE, IOWA
Page 765 of 1019
Barry A. Lindahl, Senior Counsel
STATE OF IOWA )
} SS
COUNTY OF DUBUQUE )
On this day of , 2025, before me, a Notary Public in and for the State of
Iowa, in and for said county, personally appeared Barry A. Lindahl, Esq., to me
personally known, who being by me duly sworn did say that he is the Senior Counsel of
the City of Dubuque, a Municipal Corporation, created and existing under the laws of
the State of Iowa, and said Senior Counsel acknowledged said instrument to be the free
act and deed of said Municipal Corporation by it voluntarily executed.
Notary Public, State of Iowa
Page 766 of 1019
CITY OF DUBUQUE, IOWA
OFFICIAL NOTICE
PUBLIC NOTICE is hereby given that the Dubuque City Council will conduct a public
hearing on the 5th day of January, 2026, at 6:30 p.m., in the Historic Federal Building, 350
W. 6th Street, 2nd floor, Dubuque, Iowa, at which meeting the City Council proposes to
take action to approve a Development Agreement between the City of Dubuque, Iowa
and GT Novelty Condos, LLC, a copy of which is now on file at the Office of the City Clerk,
City Hall, 50 W 13th Street, Dubuque, Iowa, providing for the issuance of economic
development grants (Urban Renewal Tax Increment Revenue Grant Obligations)
described therein in order to carry out the purposes and objectives of the Urban Renewal
Plan for the Greater Downtown Urban Renewal Area Economic Development District,
consisting of the funding of economic development grants for GT Novelty Condos, LLC,
under the terms and conditions of the Urban Renewal Plan for the Greater Downtown
Urban Renewal Area Economic Development District. The aggregate amount of the
Urban Renewal Tax Increment Revenue Grant Obligations cannot be determined at the
present time, but is not expected to exceed $1,030,104.
At the meeting, the City Council will receive oral and written comments from any resident
or property owner of said City to the above action. The official agenda will be posted the
Friday before the meeting and will contain public input options. The City Council agenda
can be accessed at https://cityofdubuque.novusagenda.com/AgendaPublic/ or by
contacting the City Clerk's Office at 563-589-4100, ctyclerk@cityofdubuque.org.
Written comments regarding the above public hearings may be submitted to the City
Clerk's Office via email at ctyclerk@cityofdubuque.org or by mail to City Clerk's Office,
City Hall, 50 W. 13th St., Dubuque, IA 52001, before said time of public hearing. At said
time and place of public hearings the City Council will receive any written comments.
Copies of supporting documents for the public hearings are on file in the City Clerk's
Office and may be viewed Monday through Friday between 8:00 a.m. and 5:00 p.m.
Individuals with limited English proficiency, vision, hearing, or speech impairments
requiring special assistance should contact the City Clerk's Office at (563) 589-4100, TDD
(563) 690-6678, ctyclerk@cityofdubuque.org as soon as feasible. Deaf or hard -of -hearing
individuals can use Relay Iowa by dialing 711 or (800) 735-2942.
Published by order of the City Council given on the 15th day of December 2025.
Adrienne N. Breitfelder, City Clerk
Page 767 of 1019
Prepared by: Ian Hatch, Economic Development. 50 W. 13th Street, Dubuque IA 52001, 563 589-4105
Return to: Ian Hatch, Economic Development. 50 W. 131h Street, Dubuque IA 52001, 563 589-4105
RESOLUTION NO. 400-25
FIXING THE DATE FOR A PUBLIC HEARING OF THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA ON A DEVELOPMENT AGREEMENT BY AND BETWEEN THE
CITY OF DUBUQUE, IOWA AND GT NOVELTY CONDOS, LLC, INCLUDING THE
PROPOSED ISSUANCE OF URBAN RENEWAL TAX INCREMENT REVENUE
OBLIGATIONS RELATING THERETO AND PROVIDING FOR THE PUBLICATION OF
NOTICE THEREOF
WHEREAS, City and GT Novelty Condos, LLC have entered into a Development
Agreement, subject to the approval of the City Council, a copy of which is now on file at the
Office of the City Clerk, City Hall, 50 W. 13th Street, Dubuque, Iowa for the development of
property located at 333 E. 10th Street; and
WHEREAS, the City Council has tentatively determined that it would be in the best
interests of the City to approve the Development Agreement, with GT Novelty Condos, LLC;
and
WHEREAS, it is deemed necessary and advisable that City should authorize
Urban Renewal Tax Increment Revenue obligations, as provided by Iowa Code Chapter
403 pursuant to the Development Agreement; and
WHEREAS, before said obligations may be approved, Iowa Code Chapter 403
requires that the City Clerk publish a notice of the proposal and of the time and place of
the meeting at which the City Council proposes to take action thereon and at which
meeting the City Council shall receive oral and/or written objections from any resident or
property owner of said City to such proposed action.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. The City Clerk is hereby authorized and directed to cause a notice to
be published as prescribed by Iowa Code Section 403.9 of a public hearing on the City's
intent to authorize Urban Renewal Tax Increment Revenue obligations, to be held on the 5cn
day of January, 2026, at 6:30 p.m. The official agenda will be posted on Friday, January 2,
2026 and will contain listening, viewing, and public input options. The City Council agenda
can be accessed at https://dubuqueia.portal.civicclerk.com/ or by contacting the City
Clerk's Office at 563-589-4100, ctyclerk@cityofdubuque.org.
Section 2. The City Council will meet at said time and place for the purpose of
taking action on the matter of authorizing Urban Renewal Tax Increment Revenue
obligations and the execution of the Development Agreement relating thereto with GT
Novelty Condos, LLC, the proceeds of which obligations will be used to carry out certain
of the special financing activities described in the Urban Renewal Plan for the Greater
Downtown Urban Renewal District, consisting of the funding of economic developments
grants to GT Novelty Condos, LLC pursuant to the Development Agreement. It is
expected that the aggregate amount of the Tax Increment Revenue obligations to be
issued will be approximately $1,030,104.
Section 3. The Clerk is hereby directed to cause at least one publication to be
made of a notice of said meeting, in a newspaper, printed wholly in the English language,
published at least once weekly, and having general circulation in said City, said
publication to be not less than four days nor more than twenty days before the date of
said meeting on the issuance of said obligations.
Section 4. That the notice of the proposed action to issue said obligations shall
be in substantially the form attached hereto.
Passed, approved and adopted this 151h day of December, 2025.
Br-M. Cava nag �yor
Attest:
Adrienne N. Breitfelder, City Clerk