Approving a Development Agreement with Thunder Valley, LLCCity of Dubuque
City Council
ACTION ITEMS # 2.
Copyrighted
August 17, 2026
ITEM TITLE: Approving a Development Agreement by and between the
City of Dubuque, Iowa and Thunder Valley, LLC
SUMMARY: City Manager recommending City Council to adopt the
attached Resolution approving a Development Agreement by
and between the City of Dubuque, Iowa and Thunder Valley,
LLC providing for the use of Urban Revitalization District Tax
Abatement.
RESOLUTION Approving A Development Agreement By And
Between The City Of Dubuque, Iowa, And Thunder Valley,
LLC
SUGGUESTED Receive and File; Adopt Resolution(s)
DISPOSITION:
ATTACHMENTS:
1. MVM Memo Resolution Approving a Development Agreement by and between the
City of Dubuque, Iowa and Thunder Valley, LLC
2. Staff Memo
3. Development Agreement
4. Resolution
5. Thunder Valley Site Aerial
Dubuque
THE CITY OF
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Masterpiece on the Mississippi zoo�•*o
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TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Resolution Approving a Development Agreement by and between the City
of Dubuque, Iowa and Thunder Valley, LLC
DATE: August 12, 2026
Economic Development Director Jill Connors is recommending City Council to adopt the
attached Resolution approving a Development Agreement by and between the City of
Dubuque, Iowa and Thunder Valley, LLC providing for the use of Urban Revitalization
District Tax Abatement.
The key elements of the Development Agreement include the following:
• Developer will make a capital investment of approximately $12,000,000 to
develop the property.
• Developer must create 72 residential rental units.
• Developer must construct public sanitary improvements on the property as defined
in the agreement.
• Developer will receive 10 years of tax abatement on 73% of the increased value
above the current assessed value of the property.
• City will prepare an Urban Revitalization Area Plan for City Council review at a
public hearing following the execution of the Development Agreement.
• City to develop, construct, and maintain, at City's expense, a temporary solution
for sanitary sewer access to allow tenants to occupy the multi -residential buildings
upon issuance of certificate of Occupancy. The temporary solution shall continue
until sanitary sewer design and construction obligations of Developer are allowed
by permit from the Iowa Department of Natural Resources.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
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Mic ael C. Van Milligen
MCVM:mb
Attachment
cc: Crenna Brumwell, City Attorney
Cori Burbach, Assistant City Manager
Jill Connors, Economic Development Director
Dubuque Economic Development
Department
THE CITY OF ' ' 50 West 13th Street
All MIeMnCIIJ Dubuque, Iowa 52001-4864
UDwitrut nz r"�'0 Office (563) 93
1 I I®I TTY (563) 690-66780-6678
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 Approving a Development Agreement by and between the City
of Dubuque, Iowa and Thunder Valley, LLC
DATE: August 11, 2026
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This memorandum is a request for the City Council to adopt the attached Resolution
approving a Development Agreement by and between the City of Dubuque, Iowa and
Thunder Valley, LLC providing for the use of Urban Revitalization District Tax
Abatement.
BACKGROUND
In September 2022, following a housing study which indicated the need for over 1,100
housing units before the year 2030, the Dubuque City Council approved the expansion of
incentives to be offered to developers of housing units. This slate of incentives included
the creation of Urban Revitalization Areas in order to facilitate the development of
multifamily housing.
Previously, Urban Revitalization Areas had been used in Dubuque for low-income
housing tax credit projects; however, the Council approved the use of Urban
Revitalization Areas for market -rate and workforce housing per Iowa Code Chapter 404.
In December 2025, the City Council reaffirmed the use of this incentive authorizing the
City Manager to offer market -rate, multi -family housing created outside of the Greater
Downtown Urban Renewal Area 10 years of tax abatement at either 73% of the
incremental property created or a declining schedule beginning at 80% and ending at
20% of the available increment.
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Thunder Valley, LLC intends to develop four buildings with a total of 72 rental residential
units on property along Radford Road. The project will be utilizing a combination of
private financing and tax abatement.
The key elements of the Development Agreement include the following:
• Developer will make a capital investment of approximately $12,000,000 to develop
the property.
• Developer must create 72 residential rental units.
• Developer must construct public sanitary improvements on the property as defined
in the agreement.
• Developer will receive 10 years of tax abatement on 73% of the increased value
above the current assessed value of the property.
• City will prepare an Urban Revitalization Area Plan for City Council review at a public
hearing following the execution of the Development Agreement.
• City to develop, construct, and maintain, at City's expense, a temporary solution for
sanitary sewer access to allow tenants to occupy the multi -residential buildings upon
issuance of certificate of Occupancy. The temporary solution shall continue until
sanitary sewer design and construction obligations of Developer are allowed by permit
from the Iowa Department of Natural Resources.
The Development Agreement requires 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 approving the Development
Agreement for the development of 72 residential units along Radford Road by Thunder
Valley, LLC.
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DEVELOPMENT AGREEMENT
BY AND BETWEEN
THE CITY OF DUBUQUE, IOWA,
AND
THUNDER VALLEY DEVELOPMENT, LLC
THIS DEVELOPMENT AGREEMENT ("Agreement") dated the day of
i; 2026 (the "Effective Date") is made and entered into by and between
the CITY OF DUBUQUE, IOWA, an Iowa municipal corporation ("City") and THUNDER
VALLEY DEVELOPMENT, LLC, an Iowa limited liability company ("Developer").
WITNESSETH:
WHEREAS, Developer is the owner of the following described real estate:
Lot 1 of Dubuque Industrial Center 15tt' Addition, in the City of Dubuque,
Iowa, according to the Plat recorded as Instrument No. 2021-19791, records
of Dubuque County, Iowa;
(the "Property"); and
WHEREAS, Developer will undertake the development of multi -residential
buildings located on the Property and will be operating the same during the term of this
Agreement;
WHEREAS, because the Property is not currently served by City sanitary sewer,
an extension of the City sanitary sewer from the Geisler Family Realty Company LLC
Property at 1500 Radford Road in Dubuque, Iowa, to the Property (the Required Sewer
Extension) is required and Developer has agreed to design and construct and City has
agreed to own and maintain the Required Sewer Extension; and
WHEREAS, in furtherance of the objectives of the Urban Renewal Act, City has
undertaken an Urban Renewal project (the Project) to advance the community's ongoing
economic development efforts; and
WHEREAS, the Project is located within the Dubuque Industrial Center Economic
Development District (the Project Area); and
WHEREAS, as of the date of this Agreement there has been prepared and
approved by City an Urban Renewal Plan for the Project Area consisting of the Urban
Renewal Plan for the Dubuque Industrial Center Economic Development District,
approved by the City Council of City on May 2, 1988, and as subsequently amended
through and including the date hereof (the Urban Renewal Plan) attached hereto as
Exhibit A; and
WHEREAS, a copy of the Urban Renewal Plan, as constituted on the date of this
Agreement, has been recorded among the land records in the office of the Recorder of
Dubuque County, Iowa and is on file with the City of Dubuque City Clerk; and
WHEREAS, Developer will make a capital investment in building improvements,
equipment, furniture and fixtures on the Property (the "Project"); and,
WHEREAS, The City Council of the City ("Council") believes it is in the best
interests of the City to encourage Developer in the development of the Property by
accomplishing the Project thereon, and the City is willing to provide certain incentives for
the benefit of the Developer as set forth herein in exchange for Developer's material
investment in the Project.
NOW, THEREFORE, in consideration of the mutual obligations of the parties
hereto, each of them does hereby covenant and agree with the other as follows:
SECTION 1. REPRESENTATIONS AND WARRANTIES.
1.1 Representations and Warranties of City. In order to induce Developer to enter into
this Agreement, City hereby represents and warrants to Developer that to the best of
City's knowledge:
(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
affecting City in any court or before any arbitrator or before or by any governmental
body (or department or division thereof) 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 or which, because of City's
action(s) or inaction, will negatively impact or prevent Developer from
accomplishing the Project in a timely, cost effective fashion.
(6) No ordinance or hearing is now before any local governmental body that
either contemplates or authorizes any public improvements or special tax levies,
the cost of which may be assessed against the Property. To the best of City's
knowledge, there are no plans or efforts by any government agency to widen,
modify, or re -align any street or highway providing access to the Property and there
are no pending or intended public improvements or special assessments affecting
the Property which will result in any charge or lien be levied or assessed against
the Property.
(7) The representations and warranties contained in this article shall be correct
in all respects on and as of the Closing Date with the same force and effect as if
such representations and warranties had been made on and as of the Closing
Date.
1.2 Representations and Warranties of Developer. The Developer makes the following
representations and warranties that to the best of Developer's actual knowledge:
(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 the Agreement.
(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, in the form
attached hereto as Exhibit C.
(3) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
articles of incorporation or the bylaws of Developer or any contractual restriction,
evidence of indebtedness, agreement or instrument of whatever nature to which
Developer is now a party or by which it or its property is bound, or constitute a
default under any of the foregoing.
(4) There are no actions, suits or proceedings pending or threatened against or
affecting Developer in any court or before any arbitrator or before or by any
governmental body in which there is a reasonable possibility of an adverse
decision which could materially adversely affect the business, financial position or
result of operations of Developer or which affects the validity of the Agreement or
Developer's ability to perform its obligations under this Agreement.
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(5) Developer will perform its obligations under this Agreement in accordance
with the material terms of this Agreement, the Urban Renewal Plan and all local,
State and federal laws and regulations.
(6) Developer will use 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.
(7) Developer has firm commitments for permanent financing for the Project in
an amount sufficient, together with equity commitments, to successfully complete
the requirements of this Agreement and shall provide evidence thereof to City prior
to the Closing Date.
1.3 Closing, The Closing shall take place on the Closing Date which shall be the 1st
day of September, 2026, or such other date as the parties shall agree upon in writing but
in no event shall the Closing be later than thirty (30) days after the Closing Date.
Consummation of the Closing shall be deemed an agreement of the parties to this
Agreement that the conditions of Closing shall have been satisfied or waived.
1.4 Conditions to Closing. The closing of the transaction contemplated by this
Agreement and all the obligations of Developer under this Agreement are subject to
fulfillment, on or before the Closing Date, of the following conditions:
(1) The representations and warranties made by City in Section 1.1 shall be
correct as of the Closing Date with the same force and effect as if such
representations were made at such time. At the closing, City shall deliver a
certificate to that effect in the form of Exhibit D.
(2) Developer shall have the right to terminate this Agreement at any time prior
to the consummation of the closing on the Closing Date if Developer determines
in its sole discretion that conditions necessary for the successful completion of the
Project contemplated herein have not been satisfied in Developer's sole discretion.
Upon the giving of notice of termination by Developer to City, this Agreement shall
be deemed null and void and of no further force or effect as of the Effective Date.
(3) Developer and City shall be in material compliance with all the terms and
provisions of this Agreement. "Material" for this purpose shall mean a significant
and substantial adherence to the terms and provisions of this Agreement, and not
a minor compliance issue which does not affect the Developer's reasonable ability
to perform the Project in a timely and cost-effective manner.
(4) Developer shall have furnished City with evidence pursuant to Section
1.2(7) hereof, in a form satisfactory to City (such as a letter of commitment from a
bank or other lending institution), that Developer has firm financial commitments in
an amount sufficient, together with equity commitments, to complete the Minimum
Improvements (as defined herein) in conformance with the Construction Plans (as
defined herein), or City shall have received such other evidence of Developer's
financial ability as the reasonable judgment of the City requires.
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(5) Developer's counsel shall issue a legal opinion to the City confirming the
representations contained herein in the form attached hereto as Exhibit C.
(6) Developer shall have acquired marketable title as defined under Iowa law
and the Land Title Standards of the Iowa State Bar Association to the Property.
(7) City shall have approved an Urban Revitalization Plan for the Project Area.
A copy of the Urban Revitalization Plan is on file with the City Clerk as shown on
Exhibit F.
1.5 City's Obligations at Closing. At or prior to the Closing Date, City shall deliver to
Developer such other documents as may be required by this Agreement, all in a form
satisfactory to Developer and its counsel.
SECTION 2. DEVELOPMENT ACTIVITIES.
2.1 Required Minimum Improvements. Developer will make a capital investment of
approximately Twelve Million Dollars ($12,000,000.00) to improve the Property. The
Phase I Minimum Improvements, Phase II Minimum Improvements, Phase III Minimum
Improvements, and Phase IV Minimum Improvements (together, the Minimum
Improvements) shall consist of the construction of four (4) buildings with eighteen (18)
housing units each, for a total of seventy-two (72) units.
2.2 Required Sewer Extension.
(1) Developer Obligations
(a) Developer is responsible and must pay for all costs related to the
construction of the Required Sewer Extension, as shown conceptually on Exhibit
I. Because Developer is paying for the Required Sewer Extension, there are no
connection fees related to the Project. There are no interceptor sewer fees related
to the Project.
(b) Developer must obtain and submit to City copies of all applicable
permits necessary for the Required Sewer Extension prior to commencing work.
(c) Work on the Required Extension may not commence until this
Agreement is executed by Developer and City, Developer has obtained and
submitted copies to City of all applicable licenses and permits, Developer has
obtained all required bonds or other acceptable form of security.
(d) Developer must submit to City final design plans that meet current
City standards for the Required Extension prior to commencing work. City will
review and approve such plans before work on the Sewer Extension commences.
If such plans are not approved, City will provide feedback regarding the
modifications necessary for approval.
(e) Developer must obtain a construction bond or other suitable security
for one hundred ten percent (110%) of the estimated total construction cost of the
Required Sewer Extension. Developer must obtain a maintenance bond, letter of
credit or other acceptable security for twenty-five percent (25%) of the estimated
total construction cost of the Required Sewer Extension. Developer must maintain
this maintenance bond for two (2) years after date that the City Council accepts
the completed Sewer Extension.
(f) Developer shall defend, indemnify and hold harmless City, its officers
and employees from and against any and all claims or damages of any kind related
to or arising out of the construction of the Required Sewer Extension and Minimum
Improvements.
(2) City Obligations
(a) City will inspect the Required Sewer Extension throughout its
implementation and at its completion to ensure compliance with the approved
plans and specifications. City will be responsible for all costs associated with
inspection and testing.
(b) City will conduct a final inspection upon the completion of the
Required Sewer Extension. If the inspection establishes that the Required Sewer
Extension has been completed in accordance with the approved plans and 'City
requirements and specifications, the Required Sewer Extension will be accepted
by City Council starting the two (2) year warranty period.
(c) Developer must provide City with an easement dedicating the
proposed sanitary sewer utility and access easement (the Easement) over the
Property as shown on attached Exhibit E, for access and activities associated with
the sanitary sewer, including but not limited to the maintenance and repair of the
sewers by the City. Developer must provide City with a plat or exhibit of said
Easement. The Grant of Easement shall be in a form acceptable to City. City will
record the Grant of Easement with the Dubuque County Recorder. Developer is
responsible for all recording fees associated with the Easement.
(d) After Developer has dedicated the Easement to City, and the Project
has been completed, inspected and accepted by the City Council, City will be
responsible for the maintenance and repair of the Required Sewer Extension from
the date of City Council acceptance in accordance with the Grant of Easement.
City shall be responsible for limited site restoration following any future sanitary
sewer work (future repairs, inspections, replacement). Restoration by the City
shall only include disturbed turf areas. Restoration of all other landscaping, paving
and other improvements shall be the responsibility of the property owner or others.
2.3 Plans for Construction of Minimum Improvements and Required Sewer Extension.
Plans and specifications with respect to the development of the Property and the
construction of the Minimum Improvements thereon (the Construction Plans) and the
Required Sewer Extension shall be in substantial conformity with this Agreement, and all
applicable state and local laws and regulations, including but not limited to SUDAS
standards, any covenants, conditions, restrictions, reservations, easements, liens and
charges, recorded in the records of Dubuque County, Iowa. Developer shall submit to
City, for approval by City, plans, drawings, specifications, and related documents with
respect to the improvements to be constructed by Developer on the Property, except for
those Public Improvements to be constructed by City under Section 3.2. All work with
respect to the Minimum Improvements shall be in substantial conformity with the
Construction Plans approved by City and Developer.
2.4 Timing of Improvements.
(1) Developer hereby agrees that construction of the Minimum Improvements
and Required Sewer Extension on the Property shall be commenced no later than
November 1, 2026.
(2) City's obligations described in Section 3 to install the temporary solution will
be installed at the same time Developer's Required Sewer Extension is installed
and the installation of both should be coordinated between Developer and City.
(3) The Required Sewer Extension must be completed prior to the issuance of
the Certificate of Completion for the Project.
(4) The Minimum Improvements shall be substantially completed by July 1,
2029.
(5) The time frames 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, pandemic or other similar health crisis impacting normal development
operations or acts of any federal, state or local government which directly result in
extraordinary delays. The time for performance of such obligations shall be
extended only for the period of such delay.
2.5 Certificate of Completion. Promptly following the request of Developer upon
completion of the Minimum Improvements and the Required Sewer Extension, City shall
furnish Developer with an appropriate instrument so certifying in the form attached as
Exhibit G. Such certification (the Certificate of Completion) shall be in recordable form
and shall be a conclusive determination of the satisfaction and termination of the
agreements and covenants in this Agreement.
2.6 Security Cameras. Developer shall install security cameras on the exterior of all
newly constructed buildings on the Property and register said cameras with the "Secure
Dubuque Personal Surveillance System" described at
https:Hcityofdubuque.org/2980/Secure-Dubuque.
SECTION 3. CITY PARTICIPATION.
3.1 City shall prepare an Urban Revitalization Plan including the entirety of the
Property in order to facilitate construction of the Project.
3.2 Based on Developer's building construction schedule and the Middle Fork Sanitary
Sewer project schedule, the Iowa Department of Natural Resources (IDNR) may not
issue a permit for the Minimum Improvements to connect to the sanitary sewer system,
City shall develop a design and construct and maintain at City's sole expense, a
temporary solution (and related requirements as allowed by the IDNR) to allow tenants to
occupy the multi residential buildings which are part of the Project upon issuance of
Certificate of Completion by City. This temporary solution shall be at the sole cost of the
City and shall continue indefinitely unless and until the sanitary sewer design and
construction obligations on Developer pursuant to Section 2.2 hereof are allowed via
permit by the IDNR, and otherwise permissible under all applicable laws. For the
temporary solution as described in this Section 3.2, City shall pump and haul sewage, as
applicable and required, at its sole expense, in a timely fashion such that there is no
interruption in service of the temporary solution described in this Section 3.2 that affects,
in any way, Developer's Project, or the tenants who rent from Developer or its successor
in interest. City will maintain the temporary solution until such time IDNR approves a
permit to accept all flows from the Project (flows from Phases 1 through 3). Developer
shall provide City suitable access to the temporary solution facilities provided for in this
section to facilitate the construction, maintenance, pumping, and hauling activities
associated with said temporary solution facilities.]
3.3 City agrees to include in its adoption of the Urban Revitalization Plan pursuant to
the provisions of Chapter 404 of the Code of Iowa, in order to provide tax exemption
benefits (as set forth herein) for the construction of new multi -residential facilities and the
other aspects of the Project. City agrees Developer is eligible for seventy-three percent
(73%) real estate tax abatement on the taxable value added by the Minimum
Improvements for a period of 10-years following the completion of the minimum
improvements and City shall comply with all required laws in connection with such tax
abatement. City acknowledges that the tax abatement is a material condition precedent
to Developer's performance of the construction and investment in the Project.
SECTION 4. COVENANTS OF DEVELOPER.
4.1. Operation of Development Property; Housing Vouchers. For and in consideration
of the incentives offered under this Agreement, during the operation of the Development
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 who are otherwise qualified prospective
tenants. Developer shall not deny any tenant a lease based solely on a public assistance
source of income. A public assistance source of income means income and support
derived from any tax supported federal, state or local funds, including, but not limited to,
social security, supplemental security income, temporary assistance for needy families,
family investment program, general relief, food stamps, and unemployment
compensation, housing choice voucher subsidies and similar rent subsidy programs. This
Section 4.1 shall survive the termination of this Agreement. If Developer violates or
Developer's successors or assigns violate the requirements of this Section 4.1 as
determined by the City Manager in the City Manager's sole discretion after the termination
of this Agreement, Developer or Developer's successors or assigns shall not be eligible
for any City financial assistance programs.
4.2 Books and Records. During the term of this Agreement, Developer shall make
available to City upon reasonable request with at least forty eight (48) hours written notice
information relating to questions concerning insurance and taxes.
4.3 Real Property Taxes. Developer shall pay or cause to be paid, when due, all real
property taxes and assessments payable with respect to all and any parts of the Property.
4.4 Sanitary Utility Fees. Developer shall pay or cause to be paid, when due, all
standard City sanitary utility fees with respect to all and any parts of the Property.
4.5 No Other Exemptions. During the term of this Agreement, Developer agrees not
to apply for any state or local property tax exemptions with respect to the Development
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.
4.6 . Insurance Requirements.
(1) Upon completion of construction of the Minimum Improvements and up to
the Termination Date, Developer shall maintain, or cause to be maintained, at its
cost and expense property insurance against loss and/or damage to the building
(including the Minimum Improvements) under an insurance policy written with the
"special perils" form and in an amount not less than the full insurable replacement
value of the building (including the Minimum Improvements), naming City as lender
loss payee. Developer shall furnish to City proof of insurance in the form of a
certificate of insurance.
(2) The term "replacement value" shall mean the actual replacement cost of the
building with Minimum Improvements (excluding foundation and excavation costs
and costs of underground flues, pipes, drains and other uninsurable items) and
equipment, and shall be reasonably determined from time to time at the request of
City, but not more frequently than once every three (3) years.
(3) Developer shall notify City immediately in the case of damage exceeding
Two Hundred Thousand Dollars ($200,000.00) in amount to, or destruction of, the
Minimum Improvements or any portion thereof resulting from fire or other casualty.
Net proceeds of any such insurance (Net Proceeds), shall be paid directly to
Developer as its interests may appear, and Developer shall forthwith repair,
reconstruct and restore the Minimum Improvements to substantially the same or
an improved condition or value as they existed prior to the event causing such
damage and, to the extent necessary to accomplish such repair, reconstruction
and restoration, Developer shall apply the Net Proceeds of any insurance relating
to such damage received by Developer to the payment or reimbursement of the
costs thereof, subject, however, to the terms of any mortgage encumbering title to
the Property (as its interests may appear). Developer shall complete the repair,
reconstruction and restoration of Minimum Improvements whether or not the Net
Proceeds of insurance received by Developer for such purposes are sufficient.
(5) Developer shall provide insurance as required by the Insurance Schedule
attached as Exhibit H (excluding builder's risk insurance naming City as an
additional insured).
4.7 Security. Developer shall provide, prior to commencement of each portion of
construction (e.g. grading, underground work including sanitary and storm sewer as
applicable, road work, each building etc.), a subcontractor bond for Developer's
obligations under Section 2.2 in the form attached as Exhibit L.
4.8 Preservation of Property. During the term of this Agreement, Developer shall
maintain, preserve and keep, or cause others to maintain, preserve and keep, the
Minimum Improvements and Required Sewer Extension in good repair and working order,
ordinary wear and tear accepted, and from time to time shall make all necessary repairs,
replacements, renewals and additions.
4.9 Non -Discrimination. In carrying out the project, Developer shall not discriminate
against any employee or applicant for employment because of race, religion, color, sex,
sexual orientation, gender identity, national origin, age or disability.
4.10 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 this project at any time during or after such
person's tenure. In connection with this obligation, Developer shall have the right to rely
upon the representations of any party with whom it does business and shall not be
obligated to perform any further examination into such party's background.
4.11 Non -Transferability. During the Term of this Agreement, this Agreement may not
be assigned by Developer nor may any portion of the Property be sold or otherwise
transferred by Developer without the prior written consent of City, which consent shall not
be unreasonably withheld. City has no obligation to consent to any assignment or sale.
Notwithstanding the language in this Section 4.11, Developer shall be permitted to assign
to any affiliate of the Developer, who is under common control, without the consent of the
City, so long as such affiliate agrees to be bound by all of the terms and conditions of this
Agreement and the Developer provides notification of such assignment in writing to the
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City. Notwithstanding anything to the contrary set forth herein, the provisions of this
section shall not apply to transfers of membership interests in the Developer.
4.12 No change in Tax Classification. Developer agrees that it will not take any action
to change, or otherwise allow, the classification of the Property for property tax purposes
to become other than commercial property and to be taxed as such under Iowa law.
4.13 Restrictions on Use. During the term of this Agreement Developer agrees for itself,
and its successors and assigns, and every successor in interest to the Property or any
part thereof that they, and their respective successors and assigns, shall:
(1) Devote the Property to, and only to and in accordance with, the uses
specified in the Urban Revitalization Plan (and City represents and agrees that use
of the Property as residential housing is in full compliance with the Urban
Revitalization Plan) (however, Developer shall not have any liability to City to the
extent that a successor in interest shall breach this covenant and City shall seek
enforcement of this covenant directly against the party in breach of same); and
(2) Not discriminate upon the basis of race, religion, color, sex, sexual
orientation, gender identify, national origin, age or disability in the sale, lease,
rental, use or occupancy of the Property or any improvements erected or to be
erected thereon, or any part thereof (however, Developer shall not have any
liability to City to the extent that a successor in interest shall breach this covenant
and City shall seek enforcement of this covenant directly against the party in
breach of same).
4.14 Compliance with Laws. Developer shall materially comply with all laws, rules and
regulations relating to its businesses, other than laws, rules and regulations the failure to
comply with or the sanctions and penalties resulting therefrom, would not have a material
adverse effect on the business, property, operations, financial or otherwise, of Developer.
Developer is responsible for compliance with all applicable laws, statutes, rules,
regulations, and ordinances which may apply to the performance of Developer's
obligations under this Agreement, including but not limited to the laws outlined in Exhibit
J, and hereby represents and warrants that Developer is in compliance with the same as
of the Closing Date and further represents that during the Term Developer will remain in
compliance. Developer shall require all contractors and subcontractors providing services
under this Agreement shall also certify compliance with this Section.
Developer further represents and warrants that Developer has obtained all necessary
business permits and licenses that may be required to carry out the obligations pursuant
to this Agreement, including any permits and licenses that might be required by the state
or locality in which Developer performs the Services, and Developer agrees to maintain,
at Developer's sole expense, such required permits and licenses for the duration of the
term(s) of this Agreement.
SECTION 5. EVENTS OF DEFAULT AND REMEDIES.
11
5.1 Events of Default Defined. The following shall be Events of Default under this
Agreement and the term Event of Default shall mean, whenever it is used in this
Agreement, any one or more of the following events:
(1) Failure by Developer to pay or cause to be paid, before delinquency, all real
property taxes assessed with respect to the Minimum Improvements and the
Property.
(2) Failure by Developer to cause the construction of the Minimum
Improvements and the Required Sewer Extension to be commenced and
completed pursuant to the terms, conditions and limitations of this Agreement.
(3) Transfer of any interest by Developer of the Minimum Improvements in
violation of the provisions of this Agreement prior to the issuance of the final
Certificate of Completion.
(4) Failure by Developer or City to substantially observe or perform any other
material covenant, condition, obligation or agreement on its part to be observed or
performed under this Agreement.
5.2. Remedies on Default by Developer. Whenever any Event of Default referred to in
Section 5.1 of this Agreement occurs and is continuing, subject to any applicable notice
and/or cure period, City, as specified below, may take any one or more of the following
actions after the giving of written notice by City to Developer (and the holder of any
mortgage encumbering any interest in the Property of which City has been notified of in
writing) of the Event of Default, but only if the Event of Default has not been cured within
sixty (60) days following such notice, or if the Event of Default cannot be cured within
sixty (60) days and Developer does not provide assurances to City that the Event of
Default will be cured as soon as reasonably possible thereafter:
(1) City may suspend its performance under this Agreement until it receives
assurances from Developer deemed adequate by City, in its reasonable
judgment, that the Developer will cure its default and continue its
performance under this Agreement;
(2) City may repeal the ordinance creating the Urban Revitalization District;
(3) Until the Closing Date, City may cancel and rescind this Agreement;
(4) City may withhold the Certificate of Completion or Certificate of Occupancy;
or
(5) City may take any action, including legal, equitable or administrative action,
which may appear necessary or desirable to collect any payments due under this
Agreement or to enforce performance and observance. of any obligation,
agreement, or covenant under this Agreement.
12
5.3 No Remedy Exclusive. No remedy herein conferred upon or reserved to City is
intended to be exclusive of any other available remedy or remedies, but each and every
such remedy shall be cumulative and shall be in addition to every other remedy given
under this Agreement or now or hereafter existing at law or in equity or by statute. No
delay or omission to exercise any right or power accruing upon any default shall impair
any such right or power or shall be construed to be a waiver thereof, but any such right
and power may be exercised from time to time and as often as may be deemed expedient.
5.4 No Implied Waiver. In the event any agreement contained in this Agreement
should be breached by any party and thereafter waived by any other party, such waiver
shall be limited to the particular breach so waived and shall not be deemed to waive any
other concurrent, previous or subsequent breach hereunder.
5.5 Aareement to Pav Attornevs' Fees and Expenses. If any action at law or in equity,
including an action for declaratory relief or arbitration, is brought to enforce or interpret
the provisions of this Agreement, the prevailing party shall be entitled to recover
reasonable attorneys' fees and costs of litigation from the other party. Such fees and
costs of litigation may be set by the court in the trial of such action or by the arbitrator, as
the case may be, or may be enforced in a separate action brought for that purpose. Such
fees and costs of litigation shall be in addition to any other relief that may be awarded.
5.6 Remedies on Default by City. If City defaults in the performance of this Agreement,
Developer may take any action, including legal, equitable or administrative action that
may appear necessary or desirable to collect any payments due under this Agreement,
to recover expenses of Developer, or to enforce performance and observance of any
obligation, agreement, or covenant of City under this Agreement. Developer may
suspend 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.
SECTION 6. GENERAL TERMS AND PROVISIONS.
6.1 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: Thunder Valley Development, LLC
c/o Tony Nadermanrl
e o
3
Phone: - --qi(o(0
With copy to: Brian J. Kane
Kane, Norby & Reddick, P.C.
2100 Asbury Road, Suite 2
Dubuque, IA 52001
If to City: City Manager
50 W. 13th Street
Dubuque, Iowa 52001
Phone: (563) 589-4110
Fax: (563) 589-4149
With copy to: City Attorney
50 W. 13th Street
Dubuque IA 52001
Phone: (563) 589-4113
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.
6.2 Binding Effect. This Agreement shall be binding upon and shall inure to the benefit
of City and Developer and their respective successors and assigns.
6.3 Termination Date. This Agreement and the rights and obligations of the parties
hereunder shall terminate on June 1, 2039 (the Termination Date).
6.4. 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.
6.5 Memorandum of Development Agreement. Developer shall promptly record a
Memorandum of Development Agreement in the form attached hereto as Exhibit K in the
office of the Recorder of Dubuque County, Iowa. Developer shall pay the costs for so
recording.
IN WITNESS WHEREOF, City has caused this Agreement to be duly executed in
its name and behalf by its Mayor and attested to by its City Clerk and Developer has
caused this Agreement to be duly executed on or as of the first above written.
CITY OF DUBUQUE, IOWA
Brad M. C nag , Mayor
Attest:
THUNDER VALLEY DEVELOPMENT,
LLC
By
Tony Naderman, Its
alk-i,1,,'
Adrienne N. Breitfelder
City Clerk
15
LIST OF EXHIBITS
EXHIBIT A — Urban Renewal Plan
EXHIBIT B — City Attorney Certificate
EXHIBIT C — Opinion of Developer Counsel
EXHIBIT D — City Certificate
EXHIBIT E = Grant of Easement for Sanitary Sewer Utility and Access
EXHIBIT F — Urban Revitalization Plan
EXHIBIT G — Certificate of Completion
EXHIBIT H — Insurance Schedule
EXHIBIT I — Required Sewer Extension
EXHIBIT J - Legal Compliance
EXHIBIT K — Memorandum of Development Agreement
EXHIBIT L— Performance, Payment, and Maintenance Bond
16
URBAN RENEWAL PLAN
(on file with the City Clerk's Office, 50 W. 13th Street, Dubuque, IA 52001)
17
EXHIBIT B
CITY ATTORNEY'S CERTIFICATE
18
BARRY A. LINDAHL, ESQ.
SENIOR COUNSEL
RE:
Dear
DuibugUe
THE CUu
ITY OF
plhAm�Pk� GI�
1.
7007z012t2013
Masterpiece on the Mississippi 2017*2019
(DATE)
I have acted as counsel for the City of Dubuque, Iowa, in connection with the execution
and delivery of a certain Development Agreement between Thunder Valley Development,
LLC (Developer) and the City of Dubuque, Iowa (City) dated for reference purposes the
_ day of , 20_.
The City has duly obtained all necessary approvals and consents for its execution,
delivery and performance of this Agreement and has full power and authority to execute,
deliver and perform its obligations under this Agreement, and to the best of my
knowledge, the representations of the City Manager in his letter dated the day of
20_, are correct.
BAL:JLM
19
Very sincerely,
Barry A. Lindahl, Esq.
City Attorney
EXHIBIT C
OPINION OF DEVELOPER'S COUNSEL
20
Mayor and City Councilmembers
City Hall
13'" and Central Avenue
Dubuque IA 52001
Re: Development Agreement Between the City of Dubuque, Iowa and Thunder Valley
Development, LLC
Dear Mayor and City Councilmembers:
We have acted as counsel for Thunder Valley Development, LLC (Developer) in
connection with the execution and delivery of a certain Development Agreement (Development
Agreement) between Developer and the City of Dubuque, Iowa ("City") dated for reference
purposes the day of 2026.
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 corporation organized and existing under the laws of the State of
Iowa and has full power and authority to execute, deliver and perform in full Development
Agreement. The Development Agreement has been duly and validly authorized, executed and
delivered by Developer and, assuming due authorization, execution and delivery by City, is in full
force and effect and is valid and legally binding instrument of Developer enforceable in
accordance with its terms, except as the same may be limited by bankruptcy, insolvency,
reorganization or other laws relating to or affecting creditors' rights generally.
2. The execution, delivery and performance by Developer of the Development
Agreement and the carrying out of the terms thereof, will not result in violation of any provision of,
or in default under, the articles of incorporation and bylaws of Developer, any indenture,
mortgage, deed of trust, indebtedness, agreement, judgment, decree, order, statute, rule,
regulation or restriction to which Developer is a party or by which Developer's property is bound
or subject.
3. There are no actions, suits or proceedings pending or threatened against or
affecting Developer that are known to exist in any court or before any arbitrator or before or by
any governmental body in which there is a reasonable possibility of an adverse decision which
could materially adversely affect the business (present or prospective), financial position or results
of operations of Developer or which in any manner raises any questions affecting the validity of
the Agreement or the Developer's ability to perform Developer's obligations thereunder.
Very truly yours,
21
EXHIBIT D
CITY CERTIFICATE
22
THE CITY OF
Masterpiece othe
Dear
Dubuque
City Manager's Office
City Hall
50 West 13th Street
i`Plfity
Dubuque, IA 52001-4845
Office (563) 589-4110
Fax (563) 589-4149
TTY (563) 690-6678
2007-2012-2013
ctymgr@cityofdubuque.org
2017*2019
www.cityofdubuque.org
(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
Thunder Valley Development, LLC (Developer) and the City of Dubuque, Iowa (City)
dated for reference purposes the day of , 2026.
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, -del iver 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
affecting City that are known to exist in any court or before any arbitrator or before
or by any governmental body in which there is a reasonable possibility of an
23
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.
MCVM:JLM
24
Sincerely,
Michael C. Van Milligen
City Manager
EXHIBIT E
GRANT OF EASEMENT
25
EASEMENT EXHIBIT
A 20 FOOT WIDE SANITARY SEWER EASEMENT
LYING WITHIN LOT 1 OF DUBUQUE INDUSTRIAL
CENTER 15TH ADDITION, IN THE CITY OF
DUBUQUE, IOWA.
INDEX LEGEND
Location: LOT 1 OF DUBUQUE INDUSTRIAL CENTER 15TH ADDITION
NE1/4 of Section 29, T89N, R2E
of the 5th P.M., Dubuque County, Iowa
Requester: City of Dubuque
Proprietor: Thunder Valley Development, LLC
17248 Castlemaine Ln., Dubuque, IA 52001
Surveyor: Terry L. Koelker — tlkoelker@buesing.com
Company. Buesing & Associates, Inc. (563) 556-4389
1212 Locust St., Dubuque, IA 52001
Return To: Buesing & Associates, Inc.
1212 Locust St., Dubuque, IA 52001
PREPARED BY: TERRY L. KOELKER, BUESING & ASSOCIATES
1212 LOCUST STREET, DUBUQUE, IOWA 52001 (563) 556-4389
LOT 8 OF WESTMARK
v �
SCALE 1 " =
80'
CY F
0' 8 0'
16
0'
N87'33'38"W
>636
64.29' (64.26')
LEGEND
• 5/8" REROD (FOUND)
CAPPED AS NOTED
12631 RED CAP STAMPED "12631"
7636 YELLOW CAP STAMPED "7636"
INC NO CAP
PROPERTY LINE
SURVEYED PROPERTY LINE
CENTERLINE
EXISTING EASEMENT LINE
------------ EASEMENT LINE (BY THIS PLAT)
(
) RECORD DIMENSION
XTG EXISTING
ROW RIGHT OF WAY
LOT 1
o
DUBUQUE INDUSTRIAL
Z
CENTER 15TH ADDITION
o
w
Q
0
N
LL
N
0
�
N
2
0
LL
�
NQ
LL
SANITARY
SEWER
EASEMENT
Z63,
0 0
N �
�
Oi
' �— 77 N87'21'35"W 175.69' �1
------------
-� �
of
a
Q
\,��
I
726
S88'Ot'14"W 233.03' (233.00')
122.51,
�271.83' (71.83')
637 N84'45' 38"W 194.34
0
zN
p j
37
\ (1 4.31')
ca
�z
o
3
0
W V 0,
LOT 1
\
DUBUQUE INDUSTRIAL
LOT 2-3 \ \
CENTER 10TH ADDITION
DUBUQUE INDUSTRIAL \ \
\\ \ \\
CENTER 12TH ADDITION XTG SANITARY
\yd, SEWER
EASEMENT
20\
NOTES
\\
1. ALL MEASUREMENTS ARE IN FEET AND DECIMALS THEROF.
2. THIS PLAT IS SUBJECT
TO EASEMENTS
OF RECORD AND NOT OF RECORD.
3. SEE RECORDED PLAT OF SURVEY OF LOTS 1 & 2 OF DUBUQUE INDUSTRIAL CENTER 15TH
ADDITION, FILE 2021-0001
9791. ALSO
SEE RECORDED GRANT OF EASEMENT FOR SANITARY
SEWER UTILITY, FILE 2022-00002290.
JBUEASIINNG
ENGINEERS AND SURVEYORS
1212 LOCUST ST, DUBUQUE, IA
SURVEY DATE: 9/17/25 PLOT DATE: 4/20
DWG. NO. 25043-11 SCALE: AS NOTED
SHEET 1 OF 1
EXHIBIT F
URBAN REVITALIZATION PLAN
(on file with the City Clerk's Office, 50 W. 13t" Street, Dubuque, IA 52001)
26
EXHIBIT G
CERTIFICATE OF COMPLETION
27
CERTIFICATE OF COMPLETION
WHEREAS, the City of Dubuque, Iowa, a municipal corporation (the "Grantor"),
has granted incentives to Thunder Valley Development, LLC (the "Grantee"), in
accordance with a Development Agreement dated as of [Date] (the "Agreement"), certain
real property located within the Dubuque Industrial Center Urban Renewal District of the
Grantor and as more particularly described as follows:
Lot 1 of Dubuque Industrial Center 15th Addition, in the City of Dubuque, Iowa, according
to the Plat recorded as Instrument No. 2021-19791, records of Dubuque County, Iowa;
(the "Development Property"); and
WHEREAS, said Agreement incorporated and contained certain covenants and
conditions with respect to the construction of the Development Property, and obligated
the Grantee to construct certain Minimum Improvements and Required Sewer Extension
(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 and
Required Sewer Extension in a manner deemed sufficient by the Grantor to permit the
execution and recording of this certification; and
NOW, THEREFORE, pursuant to Section 2.5 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 and
Required Sewer Extension 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 otherwise remain in full force and effect.
(SEAL)
STATE OF IOWA )
) SS
IS
CITY OF DUBUQUE, IOWA
Mike Van Milligen, City Manager
COUNTY OF DUBUQUE )
On this day of , 20_, before me, the undersigned, a Notary Public
in and for the State of , personally appeared Michael C. Van Milligen and
acknowledged said execution of the instrument to be his/her voluntary act and deed.
Notary Public in and for
Dubuque County, Iowa
29
EXHIBIT H
INSURANCE SCHEDULE
30
INSURANCE SCHEDULE A
For the Required Sewer Extension to be constructed by Developer in
the City right of way, the following insurance requirements shall
apply.
Developer (right of way licensee or permitee) shall furnish a signed certificate of insurance to the
City of Dubuque, Iowa for the coverage required in Exhibit I prior to the lease, license, or permit
commencement. All lessees of City property and right of way licensees or permittees shall submit
an updated certificate annually. Each certificate shall be prepared on the most current ACORD
form approved by the Iowa Insurance Division or an equivalent. Each certificate shall include a
statement under Description of Operations as to why the certificate was issued. Agreement dated
2. All policies of insurance required hereunder shall be with an insurer authorized to do business in
Iowa and all insurers shall have a rating of A or better in the current A.M. Best's Rating Guide.
3. Each certificate shall be furnished to the Finance Department of the City of Dubuque.
4. The lessee, licensee, or permittee shall be required to carry the minimum coverage/limits, or
greater if required by law or other legal agreement, in Exhibit I. Failure to provide the required
minimum coverage shall not be deemed a waiver of such requirements by the City of Dubuque.
5. Failure to obtain or maintain the required insurance shall be considered a material breach of the
lease, license, or permit.
6. All required endorsements shall be attached to the certificate. The certificate is due before the
contract/agreement can be approved.
7. Whenever a specific ISO form is referenced the current edition of the form must be used unless
an equivalent form is approved by the Chief Financial Officer. The lessee, licensee, or permittee
must identify and list in writing all deviations and exclusions from the ISO form.
8. If lessees, licensees, or permittee limits of liability are higher than the required minimum limits
then the lessee's, licensee's, or permittee's limits shall be this agreement's required limits.
9. Lessee, licensee, or permittee shall require all subcontractors and subcontractors to obtain and
maintain during the performance of work insurance for the coverages described in this Insurance
Schedule and shall obtain certificates of insurance from all such subcontractors and sub -
subcontractors. Lessee, licensee, or permittee agrees that it shall be liable for the failure of a
subcontractor and sub -subcontractor to obtain and maintain such coverage. The City may
request a copy of such certificates from the lessee, licensee, or permittee.
10. Lessee, license & permittees shall be responsible for deductibles and self -insured retention and
for payment of all policy premiums and other costs associated with the insurance policies
required below.
11. All certificates of insurance must include the agent's name, phone number and email address.
12. The City of Dubuque reserves the right to require complete, certified copies of all required
insurance policies, including endorsements, required by this Schedule at any time.
13. The City of Dubuque reserves the right to modify these requirements, including limits, based on
31
changes in risk or other special circumstances during the term of the agreement, subject to the
written mutual agreement attached hereto.
32
INSURANCE SCHEDULE A (Continued)
EXHIBIT I
A) COMMERCIAL GENERAL LIABILITY
General Aggregate Limit $2,000,000
Products -Completed Operations Aggregate Limit $1,000,000
Personal and Advertising Injury Limit $1,000,000
Each Occurrence $1,000,000
Fire Damage Limit (any one occurrence) $50,000
Medical Payments $5,000
a) Coverage shall be written on an occurrence, not claims made, form. The general
liability coverage shall be written in accord with the ISO form CG 00 01 or
business owners form BP 00 02. All deviations from the standard ISO
commercial general liability form CG 0001, or Business owners form BP 00 02,
shall be clearly identified.
b) Include ISO endorsement form CG 25 04 "Designated Location(s) General
Aggregate Limit."
c) Include endorsement indicating that coverage is primary and non-contributory.
d) Include Preservation of Governmental Immunities Endorsement (Sample
attached).
e) Include additional insured endorsement for:
The .City of Dubuque, including all its elected and appointed officials, all its
employees and volunteers, all its boards, commissions and/or authorities and
their board members, employees and volunteers. Use ISO form CG 20 10
(Ongoing operations) or its equivalent.
f) Policy shall include Waiver of Right to Recover from Others Endorsement.
g) Policy shall include cancellation and material change endorsement providing
thirty (30) days advance written notice of cancellation, non -renewal, reduction in
insurance coverage and/or limits and ten (10) days written notice of non-payment
of premium shall be sent to: City of Dubuque Finance Department, 50 West 13'h
Street Dubuque, Iowa 52001
B) WORKERS' COMPENSATION & EMPLOYERS LIABILITY
Statutory Benefits covering all employees injured on the job by accident or disease as
prescribed by Iowa Code Chapter 85.
Coverage A Statutory —State of Iowa
Coverage B Employers Liability
Each Accident $100,000
Each Employee -Disease $100,000
Policy Limit -Disease $500,000
Policy shall include Waiver of Right to Recover from Others endorsement.
Coverage B limits shall be greater if required by the umbrella/excess insurer.
OR
If, by Iowa Code Section 85.1A, the lessee, licensee, or permittee is not required to
purchase Workers' Compensation Insurance, the lessee, licensee, or permittee shall
33
have a copy of the State's Nonelection of Workers' Compensation or Employers' Liability
Coverage form on file with the Iowa Workers' Compensation Insurance Commissioner, as
required by Iowa Code Section 87.22. Completed form must be attached.
C) POLLUTION LIABILITY
Coverage required: _ Yes _*_ No
Pollution liability coverage shall be required if the lessee, contracting party, or permittee
has any pollution exposure for the abatement of hazardous or contaminated materials
including, but not limited to, petroleum products, the removal of lead, asbestos, or PCBs.
Pollution products and completed operations coverage shall also be covered.
Each occurrence $2,000,000
Policy Aggregate $4,000,000
1) Policy to include job site and transportation coverage.
2) Include additional insured for:
The City of Dubuque, including all its elected and appointed officials, all its
employees and volunteers, all- its boards, commissions and/or authorities and
their board members, employees and volunteers. Use ISO form CG 2010.
(Ongoing operations) or its equivalent and CG2037(completed operations) or
its equivalent.
3) Include Preservation of Governmental Immunities Endorsement.
4) Provide evidence of coverage for 5 years after completion of project.
5) Include endorsement indicating that coverage is primary and non-contributory.
6) Policy shall include waiver of right to recovery from others endorsement.
D) PROPERTY INSURANCE REQUIRED BY LEASE, LICENSE, OR PERMIT
* Yes No
Amount $
Include the City of Dubuque as Lender Loss Payable.
E) RIGHT-OF-WAY WORK ONLY:
UMBRELLA/EXCESS $1,000,000
* Yes No
The General Liability, Automobile Liability and Employer's Liability insurance
requirements may be satisfied with a combination of primary and Umbrella or Excess
Liability Insurance. If the Umbrella or Excess Insurance policy does not follow the form of
the primary policies, it shall include the same endorsements as required of the primary
policies including but not limited to Waiver of Subrogation AND Primary and Non-
contributory in favor of the City.
F) FLOOD INSURANCE
Yes * No
If Required Coverage $
34
35
Please be aware that naming the City of Dubuque as an additional insured as is required by this
Insurance Schedule may result in the waiver of the City's governmental immunities provided in Iowa Code
sec. 670.4. If you would like to preserve those immunities, please use this endorsement or an equivalent
form.
PRESERVATION OF GOVERNMENTAL IMMUNITIES ENDORSEMENT
1. Nonwaiver of Governmental Immunity. The insurer expressly agrees and states that the purchase
of this policy and the including of the City of Dubuque, Iowa as an Additional Insured does not waive any
of the defenses of governmental immunity available to the City of Dubuque, Iowa under Code of Iowa
Section 670.4 as it now exists and as it may be amended from time to time.
2. Claims Coverage. The insurer further agrees that this policy of insurance shall cover only those
claims not subject to the defense of governmental immunity under the Code of Iowa Section 670.4 as it
now exists and as it may be amended from time to time. Those claims not subject to Code of Iowa
Section 670.4 shall be covered by the terms and conditions of this insurance policy.
3. Assertion of Government Immunity. The City of Dubuque, Iowa shall be responsible for asserting
any defense of governmental immunity and may do so at any time and shall do so upon the timely written
request of the insurer.
4. Non -Denial of Coverage. The insurer shall not deny coverage under this policy and the insurer
shall not deny any of the rights and benefits accruing to the City of Dubuque, Iowa under this policy for
reasons of governmental immunity unless and until a court of competent jurisdiction has ruled in favor of
the defense(s) of governmental immunity asserted by the City of Dubuque, Iowa.
No Other Change in Policy. The above preservation of governmental immunities shall not otherwise
change or alter the coverage available under the policy.
SPECIMEN
36
EXHIBIT I
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EXHIBIT J
LEGAL COMPLIANCE
a) Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252),
(prohibits discrimination on the basis of race, color, national origin); and 49 CFR
Part 21;
b) The Uniform Relocation Assistance and Real Property Acquisition Policies Act of
1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or
whose property has been acquired because of Federal or Federal -aid programs
and projects);
c) Federal -Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits
discrimination on the basis of sex);
d) Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as
amended, (prohibits discrimination on the basis of disability); and 49 CFR Part
27;
e) The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq),
(prohibits discrimination on the basis of age);
fl Airport and Airway Improvement Act of 1982, (49 U.S.C. § 471, Section 47123),
as amended, (prohibits discrimination based on race, creed, color, national origin,
or sex);
g) The Civil Rights Restoration Act of 1987, (PL 100-209); (broadened the scope,
coverage and applicability of Title VI of the Civil Rights Act of 1964 to include that
entities that receive federal funding must comply with civil rights legislation,
including the Civil Rights Act of 1964, the Age Discrimination Act of 1975, and
Section 504 of the Rehabilitation Act of 1973, in all operations, not just in the
program or activity receiving federal funding);
h) Titles II and III of the Americans with Disabilities Act, which prohibit discrimination
on the basis of disability in the operation of public entities, public and private
transportation systems, places of public accommodation, and certain testing
entities (42 U.S.C. §§ 12131 - 12189) as implemented by Department of
Transportation regulations at 49 C.F.R. Parts 37 and 38;
i) The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. §
47123) (prohibits discrimination on the basis of race, color, national origin, and
sex);
38
j) Section 1557of the Affordable Care Act (prohibits discrimination on the basis of
national origin);
k) Title IX of the Education Amendments of 1972, as amended (20 U.S.C. § 1681 et
seq.) (prohibits discrimination because of sex in education programs or activities);
I) Drug Abuse Office and Treatment Act of 1972, as amended (21 U.S.C. § 1101 et
seq.); and
m) Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of
1970, as amended (42 U.S.C. § 4541, et seq.).
39
EXHIBIT K
MEMORANDUM OF DEVELOPMENT AGREEMENT
40
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 non-
profit corporation, of Dubuque, Iowa, and Thunder Valley Development, LLC was made
regarding the following described premises:
Lot 1 of Dubuque Industrial Center 15th Addition, in the City of Dubuque, Iowa,
according to the Plat recorded as Instrument No. 2021-19791, records of
Dubuque County, Iowa;
The Development Agreement is dated for reference purposes the day of
, 2026, 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 12026.
CITY OF DUBUQUE, IOWA
By:
Barry A. Lindahl, Esq., Senior Counsel
41
STATE OF IOWA
: ss:
DUBUQUE COUNTY
On this day of , 2026, before me, a Notary Public in and for the State of
Iowa, in and for said county, personally appeared Barry A. Lindahl, , to me personally
known, who being by me duly sworn did say that he is Senior Counsel of the City of
Dubuque, a Municipal Corporation, created and existing under the laws of the State of
Iowa and that said instrument was signed on behalf of said Municipal corporation by
authority and resolution of its City Council and said Senior Counsel acknowledged said
instrument to be the free act and deed of said Municipal Corporation by it voluntarily
executed.
Notary Public, State of Iowa
42
EXHIBIT L
PERFORMANCE, PAYMENT, AND MAINTENANCE BOND
43
PERFORMANCE, PAYMENT AND MAINTENANCE BOND
SECTION 00600
KNOW ALL BY THESE PRESENTS:
That
as Principal
(hereinafter the "Contractor or "Principal) and.' -;
- , as Surety are held and firmly bound unto the City of
Dubuque, Iowa, as Obligee (hereinafter referred to as "Owner"), and to all persons who may be injured by
any_breach of any of the conditions of this Bond in the penal sum of
dollars
lawful money of the United States, for the payment of which sum, well and
truly to be made, we bind ourselves, our heirs, legal representatives and assigns, jointly or severally,
firmly by these presents.
The conditions of the above obligations are such that whereas said Contractor entered into a contract with
the Owner, .bearing date the � -_ j day of F7 j, 0 , (hereinafter the "Contract")
wherein said Contractor undertakes and agrees to construct the following project in accordance with the
Contract Documents, and to faithfully perform all the terms and requirements of said Contract within the time
therein specified, in a good and workmanlike manner, and in accordance with the Contract Documents. The
Contract Documents for
- Project detail the
following described improvements:
INSERT PROJECT DESCRIPTION
(Use description fromNofice#o Bidders)
It is expressly understood and agreed by the Contractor and Surety in this Bond that the following provisions
are a part of this Bond and are binding upon said Contractor and Surety, to -wit:
PERFORMANCE: The Contractor shall well and faithfully observe, perform, fulfill, and abide by
each and every covenant, condition, and part of said Contract and Contract Documents, by
reference made a part hereof, for the project, and shall indemnify and save harmless the Owner
from all outlay and expense incurred by the Owner by reason of the Contractor's default of failure
to perform as required. The Contractor shall also be responsible for the default or failure to
perform as required under the Contract and Contract Documents by all its subcontractors,
suppliers, agents, or employees furnishing materials or providing labor in the performance of the
Contract.
2. PAYMENT: The Contractor and the Surety on this Bond hereby agreed to pay all just claims
submitted by persons, firms, subcontractors, and corporations furnishing materials for or
performing labor in the performance of the Contract on account of which this Bond is given,
including but not limited to claims for all amounts due for labor, materials, lubricants, oil, gasoline,
repairs on machinery, equipment, and tools, consumed or used by the Contractor or any
subcontractor, wherein the same are not satisfied out of the portion of the contract price the
Owner is required to retain until completion of the improvement, but the Contractor and Surety
shall not be liable to said persons, firms, or corporations unless the claims of said claimants
against said portion of the contract price shall have been established as provided by law. The
Contractor and Surety hereby bind themselves to the obligations and conditions set forth in
Chapter 573 of the Iowa Code, which by this reference is made a part hereof as though fully set
out herein.
3. MAINTENANCE: The Contractor and the Surety on this Bond hereby agree, at their own
44
expense:
A. To remedy any and all defects that may develop in or result from work to be performed
under the Contract Documents within the period of two (2) year(s) from the date of
acceptance of the work under the Contract, by reason of defects in workmanship,
equipment installed, or materials used in construction of said work;
B. To keep all work in continuous good repair; and
C. To pay the Owner's reasonable costs of monitoring and inspection to assure that any
defects are remedied, and to repay the Owner all outlay and expense incurred as a result
of Contractor's and Surety's failure to remedy any defect as required by this section.
Contractor's and Surety's Contract herein made extends to defects in
workmanship or materials not discovered or known to the Owner at the time such
work was accepted.
4. GENERAL: Every Surety on this Bond shall be deemed and held bound, any
contract to the contrary notwithstanding, to the following provisions:
A. To consent without notice to any extension of time authorized in approved change orders to
the Contractor in which to perform the Contract;
B. To consent without notice to any change in the Contract or Contract Documents, authorized
in approved change orders which thereby increases the total contract price and the penal
sum of this Bond, provided that all such changes do not, in the aggregate, involve an
increase of more than twenty percent (20%) of the total contract price, and that this Bond
shall then be released as to such excess increase;
C. To consent without notice that this Bond shall remain in full force and effect until the
Contract is completed, whether completed within the specified contract period, within an
extension thereof, or within a period of time after the contract period has elapsed and the
liquidated damage penalty is being charged against the Contractor.
The Contractor and every Surety on the Bond shall be deemed and held bound, any contract to the contrary
notwithstanding, to the following provisions:
D. That no provision of this Bond or of any other contract shall be valid that limits to less than
five (5) years after the acceptance of the work under the Contract the right to sue on this
Bond.
E. That as used herein, the phrase "all outlay and expense" is not to be limited in any way, but
shall include the actual and reasonable costs and expenses incurred by the Owner
including interest, benefits, and overhead where applicable. Accordingly, "all outlay and
expense" would include but not be limited to all contract or employee expense, all
equipment usage or rental, materials, testing, outside experts, attorney's fees (including
overhead expenses of the Owner's staff attorneys), and all costs and expenses of litigation
as they are incurred by the Owner. It is intended the Contractor and Surety will defend and
indemnify the Owner on all claims made against the Owner on account of Contractor's
failure to perform as required in the Contract and Contract Documents, that all agreements
and promises set forth in the Contract and Contract Documents, in approved change
orders, and in this Bond will be fulfilled, and that the Owner will be fully indemnified so that
45
it will be put into the position it would have been in had the Contract been performed in the
first instance as required.
In the event the Owner incurs any "outlay and expense" in defending itself against any
claim as to which the Contractor or Surety should have provided the defense, or in the
enforcement of the promises given by the Contractor in the Contract, Contract
Documents, or approved change orders, or in the enforcement of the promises given by
the Contractor and Surety in this Bond, the Contractor and Surety agree that they will
make the Owner whole for all such outlay and expense, provided that the Surety's
obligation under this Bond shall not exceed one hundred twenty-five percent (125%) of
the penal sum of this Bond.
In the event that any actions or proceedings are initiated regarding this Bond, the parties agree that the
venue thereof shall be Dubuque County, State of Iowa. If legal action is required by the Owner to enforce
the provisions of this Bond or to collect the monetary obligation incurring to the benefit of the Owner, the
Contractor and the Surety agree, jointly, and severally, to pay the Owner all outlay and expense incurred
therefor by the Owner. All rights, powers, and remedies of the Owner hereunder shall be cumulative and
not alternative and shall be in addition to all rights, powers, and remedies given to the Owner, by law. The
Owner may proceed against surety for any amount guaranteed hereunder whether action is brought against
the Contractor or whether Contractor is joined in any such action(s) or not.
NOW THEREFORE, the condition of this obligation is such that if said Principal shall faithfully perform all the
promises of the Principal, as set forth and provided in the Contract, in the Contract Documents, and in this
Bond, then this obligation shall be null and void, otherwise it shall remain in full force and effect.
When a work, term, or phrase is used in this Bond, it shall be interpreted or construed first as defined in this
Bond, the Contract, or the Contract Documents; second, if not defined in the Bond, Contract, or Contract
Documents, it shall be interpreted or construed as defined in applicable provisions of the Iowa Code; third, if
not defined in the Iowa Code, it shall be interpreted or construed according to its generally accepted
meaning in the construction industry; and fourth, if it has no generally accepted meaning in the construction
industry, it shall be interpreted or construed according to its common or customary usage.
Failure to specify or particularize shall not exclude terms or provisions not mentioned and shall not limit
liability hereunder. The Contract and Contract Documents are hereby made a part of this Bond.
Project No � �
Witness our hands, in triplicate, this ,_ ° 11 day of x. 2018.
SURETY COUNTERSIGNED BY:
Signature of Agent
Printed Name of Agent
Company Address
City, State, Zip Code
Company Telephone Number
PRINCIPAL:
46
Contractor
By:
Signature
Printed Name
Title
FORM APPROVED BY:
Representative for Owner
SURETY:
Surety Company
By:
Signature Attorney -in -Fact Officer
Printed Name of Attorney -in -Fact Officer
NOTE:
Company Name
Company Address
City, State, Zip Code
Company Telephone Number
1 All signatures on this performance, payment, and maintenance Bond must be original signatwes in ink;
copies, facsimile, or electronic signatures will not be accepted.
2. This Bond must be sealed with the Surety's raised, embossing seal.
3. The name and signature of the Surety's Attorney-in-Fact/Officer entered on this Bond must be exactly as
listed on the Certificate or Power of Attorney accompanying this Bond.
==== END OF SECTION 00600 ====
OUT-OF-STATE CONTRACTOR BOND
SECTION 00610
An out-of-state Contractor must either file a surety Bond, as provided in Iowa Code section 91 C.7, with
the Iowa Division of Labor Services in the amount of twenty-five thousand dollars ($25,000) for a one (1)
year period or must provide a statement to the Iowa Division of Labor Services that the contractor is
prequalified to Bid on projects for the Iowa Department of Transportation pursuant to Iowa Code Section
314.1
An out-of-state Contractor, before commencing a contract in excess of five thousand dollars ($5,000) in
value of Iowa, must file a Bond with the Iowa Division of Labor Services of the Iowa Department of
Workforce Development. A Surety Bond filed pursuant to Iowa Code section 91C.2 must be executed by
a surety company authorized to do business in this state, and the Bond must be continuous in nature until
canceled by the Surety with not less than thirty (30) days; written notice to the contractor and to the
Division of Labor Services of the Iowa Department of Workforce Development in dictating the surety's
desire to cancel the Bond. The Surety company is liable under the Bond for any contract commenced
after the cancellation of the Bond. The Bond must be in the sum of the greater of the following:
(1) One thousand dollars ($1,000.00); or
(2) Five percent (5%) of the contract price
An out-of-state Contractor may file a blanket Bond in an amount at least equal to fifty thousand dollars
($50,000) for a two (2) year period in lieu of filing an individual Bond for each Contract. The Division of
Labor Services of the Iowa Department of Workforce Development may increase the Bond amount after a
hearing.
-t 7
Prepared by: Ian Hatch, Economic Development, 1300 Main Street, Dubuque IA 52001, 563 589-4105
Return to: Ian Hatch, Economic Development, 1300 Main Street, Dubuque IA 52001, 563 589-4105
RESOLUTION NO. 320-26
APPROVING A DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF
DUBUQUE, IOWA, AND THUNDER VALLEY, LLC
WHEREAS, Thunder Valley, LLC is the owner of the property legally described as
follows:
Lot 1 of Dubuque Industrial Center 15th Addition, in the City of Dubuque, Iowa,
according to the Plat recorded as Instrument No. 2021-19791, records of Dubuque
County, Iowa
(the Property); and
WHEREAS, Developer proposes to construct seventy-two (72) multi -family
residential units on the Property (the Project) and invest approximately Twelve Million
Dollars ($12,000,000.00) in the Project; and
WHEREAS, the Project will support the City's efforts to create new housing
opportunities for a growing workforce within the community; and
WHEREAS, it is the determination of the City Council that approval of the
Development Agreement for redevelopment of the Property by Thunder Valley, LLC,
according to the terms and conditions set out in the Development Agreement, is in the
public interest of the City of Dubuque.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. That the Development Agreement by and between the City of
Dubuque, Iowa, and Thunder Valley, LLC, a copy of which is attached hereto, is hereby
approved.
Section 2. That the Mayor is hereby authorized and directed to execute the
Development Agreement on behalf of the City of Dubuque and the City Clerk is authorized
and directed to attest to his signature.
Section 3. That the City Manager is authorized to take such actions as are
necessary to comply with the terms of the Development Agreement as herein approved.
Passed, approved and adopted this 17th day of August, 2026.
Attest:
Adrienne N. Breitfelder, City Clerk
Brad M,, Cava agh, Mayor
2
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Parcels:10-29-251.016 8� x
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PIN:1029251016
Address: RADFORD RD
Owner: THUNDER VALLEY DEVELOPMENT LLC
Legal Description: LOT 1 DUBUQUE INDUSTRIAL CENTER
15TH ADD
(Note: Not to be used on legal documents)
Section -Township -Range:
Class: C
Tax District: DUBA - DUBUQUE CITY - DBQ COMM,
0.0304086000
1.
TIF District: DUBTS - DUBUQUE CITY UR 5, 0.0304086000
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Deeded Instrument: 202500006062
Deeded Book:2025
Deeded Page: 6062
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Contract Instrument:
Contract Book:
Contract Page:
o CSR Points: C GG
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