Loading...
253 Main St. - Development Agreement_Oberbroeckling_Public Hearing Copyright 2014 City of Dubuque Public Hearings # 2. ITEM TITLE: 253 Main St. - Development Agreement SUMMARY: Proof of publication on notice of public hearing for the approval of the Development Agreement with Ken Oberbroeckling to redevelop property at 253 Main Street into four market rate apartments and the City Manager recommending approval. RESOLUTION Approving a Development Agreement Between the City of Dubuque, Iowa and Ken Oberbroeckling and the Issuance of Urban Renewal Tax Increment Revenue Obligations SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Adopt Resolution(s) ATTACHMENTS: Description Type ❑ Oberbroeckling Development Agreement for 253 Main Street-MVM City Manager Memo Memo ❑ Staff Memo Staff Memo ❑ Development Agreement-253 Main St. Supporting Documentation ❑ Resolution Resolutions ❑ Proof of Public Hearing 253 Main St Supporting Documentation THE CITY OF Dubuque UBE I erica .i Masterpiece on the Mississippi 2007-2012-2013 TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: Development Agreement with Ken Oberbroeckling to Redevelop Property at 253 Main Street DATE: March 31, 2015 Economic Development Director Maurice Jones recommends City Council approval of a Development Agreement with Ken Oberbroeckling to redevelop property located at 253 Main Street into four market rate apartments. The key elements of the Development Agreement are: 1. The project will receive $40,000 in incentives through the Downtown Housing Incentive Program. 2. Fagade, Design and Planning, and Financial Consultant grants totaling up to $35,000 will be utilized with this project. 3. Ken Oberbroeckling must redevelop 253 Main Street at a cost of approximately $6001000 by no later than December 31, 2015. 4. A 10 year Tax Increment Financing property tax rebate. 5. Developer shall provide sufficient sound proofing between the first floor commercial space and the residential units. I concur with the recommendation and respectfully request Mayor and City Council approval. Mic ael C. Van Milligen MCVM:jh Attachment cc: Barry Lindahl, City Attorney Cindy Steinhauser, Assistant City Manager Teri Goodmann, Assistant City Manager Maurice Jones, Economic Development Director Dubuque Economic Development Department THE CITY OF 50 West 13th Street All-AmericaCitY Dubuque,Iowa 52001-4864 DUB36kE1 ' Office(563)589-4393 TTY(563)690-6678 ® http://www.cityofdubuque.org Masterpiece on the Mississippi 200.2012.2013 TO: Michael Van Milligen, City Manager FROM: Maurice Jones, Economic Development Director SUBJECT: Development Agreement with Ken Oberbroeckling to redevelop property at 253 Main Street DATE: March 30, 2015 INTRODUCTION This memorandum presents for City Council consideration of a Development Agreement for the property located at 253 Main Street. BACKGROUND This rehabilitation project would assist in meeting the rental housing needs identified in 2009 IFA housing study, which indicated a need for 557 new rental units in our community with emphasis on downtown location. The City has not met the rental housing need identified by the 2009 study. In the meantime, local businesses and industries continue to expand. Unfortunately, the tight rental housing market makes job growth challenging. The demand for quality rental housing continues to outpace the available rental units. This project would provide an additional 4 quality units downtown. The Developer projects an estimated development cost of at least $600,000. DISCUSSION The proposed Development Agreement provides for several incentives to encourage redevelopment of the property. The Development Agreement requires the redevelopment of the property located at 253 Main Street into four (4) market rate apartments. The key elements of the Development Agreement include the following: 1. The project will receive $40,000 in incentives through the Downtown Housing Incentive Program. 2. Fagade, Design and Planning, and Financial Consultant grants totaling up to $35,000 will be utilized with this project. 3. Ken Oberbroeckling must redevelop 253 Main Street at a cost of approximately $600,000 by no later than December 31, 2015. 4. A 10 year Tax Increment Financing property tax rebate. 5. Developer shall provide sufficient sound proofing between the first floor commercial space and the residential units. Additional terms and conditions of the disposition of the property are included within the attached Development Agreement. RECOMMENDATION/ ACTION STEP Following the public hearing, I recommend the City Council approve the attached resolution which approves the attached Development Agreement with Ken Oberbroeckling. Prepared by/Return to: Jill Connors, 50 W. 13th Street, Dubuque IA 52001, 563 589-4393 RESOLUTION NO. 114-15 APPROVING A DEVELOPMENT AGREEMENT BETWEEN THE CITY OF DUBUQUE, IOWA AND KEN OBERBROECKLING AND THE ISSUANCE OF URBAN RENEWAL TAX INCREMENT REVENUE OBLIGATIONS Whereas, the City Council, by Resolution No. 89 -15, dated March 16, 2015 declared its intent to enter into a Development Agreement with Ken Oberbroeckling; and Whereas, pursuant to published notice, a public hearing was held on April 6, 2015 at 6:30 p.m. in the Historic Federal Building, 350 W. 6th Street, Dubuque, Iowa for entering into the Development Agreement for the purpose of carrying out the rehabilitation of property located at 253 Main Street; and Whereas, it is the determination of the City Council to enter into the Development Agreement and to approve the issuance of Urban Renewal Tax Increment Revenue obligations, as provided by Chapter 403 of the Code of Iowa, relating thereto for the purpose of carrying out an Urban Renewal Plan as hereinafter described, 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 attached Development Agreement by and between the City of Dubuque and Ken Oberbroeckling is hereby approved. Section 2. That the Mayor is hereby authorized and directed to execute the Development Agreement on behalf of the City and 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 6th day of April, 2015. Attest: Trish L. Gleason, Assistant City Clerk (Roy D. Buol, Mayor STATE OF IOWA {SS: DUBUQUE COUNTY c CERTIFICATION OF PUBLICATION j i I, Suzanne Pike, a Billing Clerk for Woodward Communications, Inc., an Iowa corporation, publisher of the Telegraph Herald,a newspaper of general circulation published in the City of Dubuque, County of Dubuque and State of Iowa; hereby certify that the attached notice was published in said newspaper on the following dates: March 20, 2015, and for which the charge is $86.71. ii j ;i li ISI Subscribed to before me a Notary Public in and for Dubuque County, Iowa, this c day of , 20 05 . otary Public in and for Dubuque County, Iowa. x oemr;;; irn Number 154885 kly Co-in Exo, FEB. 1,2017 I i I I I CITY OF DUBUQUE Clerk's Office at (563) ,I OFFICIAL NOTICE 589-4100 or TTY (563) NOTICE OF A PUBLIC 556-9948 ;at least 48 HEARING OF THE hours prior to the' CITY COUNCIL: OF meeting., 'THE;CITY, OF bUBU- QUE; IOVIIA, ON THE This notice it givenCity, MATTER` OF THE order of the City j PROPOSED AUTHORI- Council , the City'of ZATION OF URBAN Dubuque, Iowa, as j RENEWAL TAX.. IN- Provided by Iowa Code Chapter 403. CREMENT REVENUE Dated this 16th day of' OBLIGATIONS AND March,2015. THE EXECUTION OFA Trish L.Gleason, D E V E L O P M`ENT Assistant City Clerk,! AGREEMENT RELAT- ING THERETO WITH RESOLUTION KEN OBERBROECK- NG T 15 F LING FOR THE FIXING THE DATE j DEVELOPMENT' OF FOR A PUBLIC HEAR- I ING. OF THE CITY THE PROPERTY, AT COUNCIL OF THE DU MAIN STREET, CITY OF DUBUQUE,-' DUBUQUE,IOWA:'` IOWA;, ON THE N PUBLIC NOTICE is hereby given that the PROPOSEp ISSUANCE N City`by g vil of the Citythe OF URBAN RENEWAL of Dubuque, Iowa, will TAX INCREMENT hold a public hearing REVENUE OBLIGA- . on the 6th day of April, TIONS AND THE at 6:30 p.m.in the City EXECUTION 'OF A' DEVCiublic hearinELQPMENT, g on the �I Council 'Chambers at AGREEMENT RELAT- City's intent to the Historic Federal ANG THERETO WITH authorize U'r'ban-Re-1 Building,350 W.6th St., KEN OBERBROECK- newal Tax; Increment Dubuque,; 'Iowa,` at LING,` AND PROVID Revenue obligations,to which time City ING FOR THE PIIB- be held on the 6th day' he purpose ofCouncil will etak ng THE Eet for I IOF'OF'NOTICE clock Ip.m:ins,the city j action on approving Whereas,the City Of Council Chambers at; the Development. Dubuque (City) and the Historic Federal Agreement and :`au- Ken Ouerbroeckling Budding; 1111 011011 11 1111 0111 Doc ID 008855750002 Type GEN Kind: MISCELLANEOUS Recorded: 07/19/2018 at 12:20:16 PM Fee Amt: $12.00 Page 1 of 2 Dubuque County Iowa John Murphy Recorder Fue2018-00008247 Prepared by/Return to: Jill Connors, City of Dubuque, 50 W. 13th Street, Dubuque, IA 52001 (563) 589-4393 CERTIFICATE OF COMPLETION WHEREAS, the City of Dubuque, Iowa, a municipal corporation (City), has granted incentives to Kenneth Oberbroeckling, a sole proprietor (Developer), in accordance with a Development Agreement dated as of April 6, 2015 (the Agreement), by and among City and Developer, certain real property located within the Greater Downtown Urban Renewal District of City and as more particularly described as follows: CITY LOT 75; AND CITY LOT 74A EXCEPT THE NORTH 6 INCHES THEREOF; IN THE CITY OF DUBUQUE, IOWA, ACCORDING TO THE UNITED STATES COMMISSIONERS' MAP OF THE TOWN OF DUBUQUE, IOWA; locally known as 253 MAIN ST (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 Developer to construct certain Minimum Improvements (as defined therein) in accordance with the Agreement; and WHEREAS, Developer 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 City 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 Developer, and its successors and assigns, to construct the Minimum Improvements on the Development Property have been completed and performed by Developer to the satisfaction of City and such covenants and conditions are hereby satisfied. The Recorder of Dubuque County is hereby authorized to accept for recording and to L, cas.„ (CC-AO/Wit, btoticyykut 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) CITY OF DUBUQUE, IOWA By: Michael C. Van Milligen, City Manager STATE OF IOWA ) SS COUNTY OF DUBUQUE ) On this �� d y of, 2018, before me, the undersigned, a notary public in and for the State of Iowa, personally appeared Michael C. Van Milligen and acknowledged the execution of the instrument to be his/her voluntary act and deed. 2 C Notady Public in and for Dubuque County, Iowa Masterpiece on the Mississippi BARRY A. LINDAHL SENIOR COUNSEL To: Kevin Firnst. hl City Clerk DATE: July 20, 2018 RE: Memorandums of Development Agreements • 3000 Jackson, LC • 653 White Properties, LLC • Kenneth Oberbroeckling (253 Main — The Hub) Dubuque dw'kX� )d,g4'ICIFX:U: ilILJr 2007.2012 2013.2017 Attached are original Memorandums of Development Agreements that have been executed by representatives from the above -referenced parties. I would appreciate it if you and Mayor would please sign these Memos and return the originals to me. Thank you. BAL:tls OFFICE OF THE CITY ATTORNEY DUBUQUE, IOWA SUITE 330, HARBOR VIEW PLACE, 300 MAIN STREET DUBUQUE, IA 52001-6944 TELEPHONE (563) 583-4113 / FAx (563) 583-1040 / EMAIL balesq@cityofdubuque.org mi 11 1011 11 Doc ID 008871940002 Type GEN Kind: AGREEMENT Recorded: 08/20/2018 at 03:09:53 PM Fee Amt: $12.00 Page 1 of 2 Dubuque County Iowa John Murphy Recorder F11e2018-00009609 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 Kenneth Oberbroeckling was made regarding the following described premises: City Lot 75; and City Lot 74A EXCEPT the north 6 inches thereof; in the City of Dubuque, Iowa, according to the United States Commissioners' Map of the Town of Dubuque, Iowa The Development Agreement is dated for reference purposes the 6th day of April, 2015, 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 Solday of , 2018. CITY OF DUBU UE, IOWA B D Roy D. „ ` oI, Mayor 129'0 G -Li By: K- in S. Firnstahl, City Clerk Kenne Oberbroeckling STATE OF IOWA SS COUNTY OF DUBUQUE ) On this c day of \\L4,1 , 2018, before me, a Notary Public in and for the State of Iowa, in and for said count , personally appeared Roy D. Buol and Kevin S. Firnstahl, to me personally known, who being by me duly sworn did say that they are the Mayor and City Clerk, respectively of the City of Dubuque, a Municipal Corporation, created and existing under the laws of the. State of Iowa, and that the seal affixed to said instrument is the seal of said Municipal Corporation and that said instrument was signed and sealed on behalf of said Municipal corporation by authority and resolution of its City Council and said Mayor and City Clerk acknowledged said instrument to be the free act and deed of said Municipal Corporation by it voluntarily executed. Notary Public, State of Iowa STATE OF IOWA ) SS COUNTY OF DUBUQUE ) TRISH L. GLEASON remission Number 719986 My Commission Expires On this w day of _ �w4. e , 2018, before me, a Notary Public in and for the State of Iowa, in and for said county, personally appeared Kenneth Oberbroeckling to me personally known, who being by me duly sworn did say that said instrument was signed by him and that he acknowledged the execution of this instrument to be his voluntary act and deed. Public, State of Iowa THIS DEV day of Dubuque, Iowa DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF DUBUQUE, IOWA AND KENNETH OBERBROECKLING LOPM ENT AGREEMENT (Agreement) dated for reference purposes the 2015, is made and entered into by and between the City of ity), and Kenneth Oberbroeckling (Developer), a sole proprietor. WHEREAS, Developer is the owner of the following described real estate at 253 Main Street, Dubuque, Iowa and legally described as follows (the Property): City Lot 75; and City Lot 74A EXCEPT the north 6 inches thereof; in the City of Dubuque, Iowa, according to the United States Commissioners' Map of the Town of Dubuque, Iowa ; and WHEREAS, the Property is located in the Greater Downtown Urban Renewal District (the District) which has been so designated by City Council Resolution 174-14 as a slum and blighted area (the Project Area) defined by Iowa Code Chapter 403 (the Urban Renewal Law); and WHEREAS, Developer has undertaken the redevelopment of the second and third floor of a three -floor building located on the Property and will be operating the same during the term of this Agreement; and WHEREAS, Developer will make an additional capital investment in building improvements, equipment, furniture and fixtures in the Property (the Project); and WHEREAS, the Property is historically significant and the City Council finds it is in the City's best interest to preserve the Property; 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 June 16, 2014, a copy of which is attached hereto as ExhibitA (the Urban Renewal Plan), City has the authority to enter into contracts and agreements to implement the Urban Renewal Plan, as amended; and WHEREAS, the City Council finds 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 Development Agreement, in consideration of the promises, covenants and agreements made by each other, do hereby agree as follows: 013015ba1 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 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 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. 2 1.2 Representations and Warranties of Developer. The Developer makes the following representations and warranties: (1) Developer is a sole proprietor and has all requisite power and authority to own and operate the Property, to carry on the 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 the 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 any contractual restriction, evidence of indebtedness, agreement or instrument of whatever nature to which Developer is now a party or by which Developer or Developer's 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 Developer's obligations under this Agreement. (5) Developer will perform the Developer's obligations under this Agreement in accordance with the material terms of this Agreement, the Urban Renewal Plan, any amendments to the Urban Renewal Plan, and all local, State and federal laws and regulations. (6) Developer will use Developer's 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. 3 1.3 Closing. The closing shall take place on the Closing Date which shall be the 10th day of April, 2015, or such other date as the parties shall agree in writing but in no event shall the Closing Date be later than the 30th day of April, 2015. 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 Developer's sole discretion that conditions necessary for the successful completion of the Project contemplated herein have not been satisfied. Upon the giving of notice of termination by Developer to City, this Agreement shall be deemed null and void. (3) Developer and City shall be in material compliance with all the terms and provisions of this Agreement. (4) Developer shall have furnished City with evidence, 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. (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 furnished City with a Part 2 Historic Preservation Tax Credit application approved by the Iowa Department of Affairs State Historic Preservation Office, in the form attached hereto as Exhibit I. 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. SECTION 2. DEVELOPMENT ACTIVITIES 4 2.1 Required Minimum Improvements. Developer will make a capital investment of approximately Six Hundred Thousand Dollars ($600,000) to improve the Property (the Minimum Improvements). The Minimum Improvements include creating four (4) apartments for market -rate rental on the second and third floor, with approximately $5,000 devoted to the soundproofing required in Section 4.2. Such improvements shall conform to the U.S. Secretary of the Interior's Standards for Historic Rehabilitation as evidenced by a Part 2 Historic Preservation Tax Credit application approved by the Iowa Department of Cultural Affairs State Historic Preservation Office, in the form attached hereto as Exhibit I. 2.2 [This section intentionally left blank] 2.3 Plans for Construction of Minimum Improvements. Plans and specifications with respect to the development of the Property and the construction of the Minimum Improvements thereon (the Construction Plans) shall be in conformity with Urban Renewal Plan, this Agreement, and all applicable state and local laws and regulations, including but not limited to any covenants, conditions, restrictions, reservations, easements, liens and charges, recorded in the records of Dubuque County, Iowa. 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. All work with respect to the Minimum Improvements shall be in substantial conformity with the Construction Plans approved by City. 2.4 Timing of Improvements. Developer hereby agrees that construction of the Minimum Improvements on the Property shall be commenced within thirty (30) days after the Closing Date, and shall be substantially completed by December 31, 2015. 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, 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, the City Manager shall furnish Developer with an appropriate instrument so certifying in the form attached here as Exhibit H. 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. SECTION 3. CITY PARTICIPATION 3.1 This section intentionally left blank. 5 3.2 Economic Development Grants. For and in consideration of Developer's obligations hereunder, and in furtherance of the goals and objectives of the urban renewal plan for the Project Area and the Urban Renewal Law, City agrees, subject to Developer being and remaining in compliance with the terms of this Agreement, to make twenty (20) consecutive semi-annual payments (such payments being referred to collectively as the Economic Development Grants) to Developer: November 1, 2017 November 1, 2018 November 1, 2019 November 1, 2020 November 1, 2021 November 1, 2022 November 1, 2023 November 1, 2024 November 1, 2025 November 1, 2026 May 1,2018 May 1, 2019 May 1, 2020 May 1, 2021 May 1, 2022 May 1, 2023 May 1, 2024 May 1, 2025 May 1, 2026 May 1, 2027 pursuant to Iowa Code Section 403.9 of the Urban Renewal Law, in amounts equal to a portion of the tax increment revenues collected by City under Iowa Code Section 403.19 (without regard to any averaging that may otherwise be utilized under Iowa Code Section 403.19 and excluding any interest that may accrue thereon prior to payment to Developer) during the preceding six-month period in respect of the Minimum Improvements constructed by Developer (the Developer Tax Increments). For purposes of calculating the amount of the Economic Development Grants provided in this Section, the Developer Tax Increments shall be only those tax increment revenues collected by City in respect of the increase in the assessed value of the Property above the assessment of January 1, 2014, which the parties agree was $152,050 as of that date for the tax parcel (the Baseline Valuation). The Developer Tax Increments shall not include (i) any property taxes collected 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, (iii) any tax increment revenues collected by City in respect of the Baseline Valuation of the Property during the term of this Agreement and (iv) 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. 3.3 To fund the Economic Development Grants, City shall certify to the County prior to December 1 of each year, commencing December 1, 2016 its request for the available Developer Tax Increments resulting from the assessments imposed by the City Assessor 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 the Developer on November 1 and May 1 of that fiscal year. (Example: if City so certifies in December, 2016, the Economic Development Grants in respect thereof would be paid to the Developer on November 1, 2017, and May 1, 2018.) 6 3.4 The Economic Development Grants shall be payable from and secured solely and only by the Developer Tax Increments paid to City that, upon receipt, shall be deposited and held in a special account created for such purpose and designated as the 253 Main Street 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 253 Main Street TIF Account to pay the Economic Development Grants, as and to the extent set forth in Section 3.2 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 253 Main Street 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. 3.5 City shall be free to use any and all tax increment revenues collected in respect of other properties within the Project Area and the remaining actual amount of the property taxes paid by Developer to City, or any available Developer Tax Increments resulting from the termination of the annual Economic Development Grants under Section 3.2 hereof, for any purpose for which such tax increment revenues may lawfully be used pursuant to the provisions of the Urban Renewal Law, and City shall have no obligations to Developer with respect to the use thereof. 3.6 City's obligations to pay the Economic Development Grants to Developer shall be subject to City having completed all hearings and other procedures required to amend the Urban Renewal Plan to describe the Urban Renewal Project being undertaken in accordance with this Agreement. 3.7 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 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 3.7. 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 3.7 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. 3.8 Downtown Housing Incentive (1) City agrees to provide to Developer, on the terms and conditions set forth in the Downtown Housing Incentive Program attached hereto as Exhibit F, a grant in the amount of Forty Thousand Dollars ($40,000.00) (the Grant) which shall be funded solely and only from available Downtown Incentive Program funds. (2) Grant funds will be disbursed to Developer after City issuance of a Certificate of Occupancy for the Project. 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 application. 3.9 Planning and Design Grant. City agrees to provide a matching (1:1) grant not to exceed ten thousand dollars ($10,000) to reimburse Developer for documented predevelopment costs, architectural and engineering fees and other authorized soft costs associated with the rehabilitation of the Property on the terms and conditions set forth in Exhibit G. Prior to the release of any grant funds, City must determine to its satisfaction that the Project is substantially complete and meets the conditions of this Agreement. 3.10 Facade Grant. City agrees to provide a matching (1:1) grant not to exceed ten thousand dollars ($10,000) to reimburse Developer for documented costs for front or rear 8 facade renovations to the Property to eliminate inappropriate additions or alterations and to restore the facade to its historic appearance, or to rehabilitate the facade to include new windows, paint, signage, awnings, etc. to improve the overall appearance of the Property, and the costs of landscaping or screening with fencing or retaining walls if such landscaping or screening improves the Property adjacent to the public right-of-way, on the terms and conditions set forth in Exhibit G. 3.11 Financial Consultant Grant. City agrees to provide a grant not to exceed fifteen thousand dollars ($15,000) to reimburse Developer for documented costs related to hiring a financial consultant to evaluate the Project's feasibility on the terms and conditions are further set forth in Exhibit G. Such funds will be disbursed only on completion of the Minimum Improvements, documentation of costs and an inspection of the completed Project at a rate of $.50 for each $1.00 of costs incurred. 3.12 Written requests for payment of grant funds must be submitted to the Economic Development Department together with all required documentation. SECTION 4. COVENANTS OF DEVELOPER 4.1 The Minimum Improvements to the Property shall conform to the U.S. Secretary of the Interior's Standards for Historic Rehabilitation as evidenced by a Part 2 Historic Preservation Tax Credit application approved by the Iowa Department of Cultural Affairs State Historic Preservation Tax Credit application in a form attached hereto as Exhibit I. 4.2 Sound Proofing. Developer shall provide sufficient sound proofing between the first floor commercial space and the residential units, as detailed in the attached Acoustical Report, Exhibit J. The second floor units shall have an estimated minimum STC -60 performance rating for Sound Transmission Class as described in the International Building Code. At the conclusion of the project, Developer shall hire an independent acoustical or sound -testing specialist to verify that the standards have been met. Developer shall hire the specialist at Developer's own expense, although a portion of the costs are reimbursable, subject to Section 3.9. Developer shall furnish City with the results of the test. An alternative method of testing may be used if agreeable to all parties. 4.3 This section intentionally left blank. 4.4 Books and Records. During the term of this Agreement, Developer shall keep at all times and make available to City upon reasonable request proper books of record and account in which full, true and correct entries will be made of all dealings and transactions of or in relation to the business and affairs of Developer to verify the cost of 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. 4.5 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 9 unless Developer's obligations have been assumed by another person pursuant to the provisions of this Agreement. 4.6 No Other Exemptions. During the term of this Agreement, Developer agrees not to apply for any state or local property tax exemptions which are available with respect to the 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. 4.7 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, 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): All risk builder's risk insurance, written on a Completed Value Form in an amount equal to one hundred percent (100%) of the replacement value when construction is completed, naming the City of Dubuque as additional insured. (2) Upon completion of construction of the Minimum Improvements and up to the Termination Date, Developer shall maintain, or cause to be maintained, at Developer's 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) all risk 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. 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, 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) 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. (4) Developer shall notify City immediately in the case of damage exceeding $50,000 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 Developer's 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 10 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 Developer's 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. 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 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. Until such time as the Minimum Improvements are complete (as certified by City under Section 2.5), this Agreement may not be assigned by Developer nor may the Property be transferred by Developer to another party. Thereafter, with the prior written consent of City, which shall not be unreasonably withheld, Developer shall have the right to assign this Agreement, and upon assumption of the Agreement by the assignee, Developer shall no longer be responsible for Developer's obligations under this Agreement. 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. Developer agrees for himself, and his successors and assigns, and every successor in interest to the Property or any part thereof that they, and their respective successors and assigns, shall: 11 (1) Devote the Property to, and only to and in accordance with, the uses specified in the Urban Renewal Plan (and City represents and agrees that use of the Property as market rate housing, is in full compliance with the Urban Renewal Plan and developer agrees to comply with any amendments to the Urban Renewal 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 identity, 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 comply with all laws, rules and regulations relating to Developer's 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. SECTION 5. EVENTS OF DEFAULT AND REMEDIES 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 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 their 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, City, as specified below, may take any one or more of the following actions after the giving of written notice by City to 12 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 the Developer deemed adequate by City, that the Developer will cure Developer's default and continue Developer's performance under this Agreement; (2) Until the Closing Date, City may cancel and rescind this Agreement; (3) City shall be entitled to recover from Developer the sum of all amounts expended by City in connection with the funding of the Economic Development Grants, Downtown Housing Incentive, Planning and Design Grant, Facade Grant, and Financial Consultant Grant to Developer and City may take any action, including any legal action it deems necessary, to recover such amounts from the Developer; (4) City may withhold the Certificate of Completion; 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. 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 Agreement to Pay Attorneys' 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, 13 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 their performance under this Agreement until they receive 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: Ken Oberbroeckling 640 Deerwood Ct. Dyersville, IA 52040 With copy to: George Davis, Counsel 225 1St Avenue East Dyersville, IA 52040 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 City Hall 50 W. 13th 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. 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. 14 6.4. Execution By Facsimile. The parties agree that this Agreement may be transmitted between them by facsimile machine. The parties intend that the faxed signatures constitute original signatures and that a faxed Agreement containing the signatures (original or faxed) 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 E 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 DU1 UQUE, IOWA KENNETH OBERBROECKLING By Roy D. Mayor Attest: Trish L. Gleason Assistant City Clerk 15 By 014 Kenneth Oberbr eckling Developer (City Seal) STATE OF IOWA ) SS COUNTY OF DUBUQUE ) On this/A day of 201,.. before me the undersigned, a Notary Public in and for the said ounty and State, personally appeared Roy D. Buol and Trish L. Gleason, to me personally known, who, being by me duly sworn, did say that they are the Mayor and City Clerk, respectively, of the City of Dubuque, Iowa, a municipal corporation executing the instrument to which this is attached; that the seal affixed hereto is the seal of said municipal corporation; that said instrument was signed and sealed on behalf of the City of Dubuque, Iowa, by authority of its City Council; and that said Mayor and City Clerk acknowledged the execution of said instrument to be the voluntary act and deed of said City, by it and by them voluntarily executed. o, d ry Public STATE OF IOWA COUNTY OF DUBUQUE ) ) ) SS KEVIN S. FIRNSTAHL. COMMISSION NO.745295 MY CO • , JS P/RES On this day of /17a, 207.before me the undersigned, a Notary Public in and for the State of Iowa, personally appeared Kenneth Oberbroeckling, to me personally known, who, being by me duly sworn, acknowledges the execution of said instrument to be his voluntary act and deed, by him, an individual, voluntarily executed. Notary Public 16 4.0 + SF, GEORGE A. DAVIS Commission Number 199715 My Commission Expires 0WP December 17, EXHIBIT A EXHIBIT B EXHIBIT C EXHIBIT D EXHIBIT E EXHIBIT F EXHIBIT G EXHIBIT H EXHIBIT I EXHIBIT J LIST OF EXHIBITS Urban Renewal Plan City Attorney Certificate Opinion of Developer Counsel City Certificate Memorandum of Development Agreement Downtown Housing Incentive Program Downtown Rehabilitation Loan Program, Planning and Design Grant Program, Facade Grant Program, and Financial Consultant Grant Program Certificate of Completion Part 2 Historic Preservation Tax Credit Application Acoustical Report 17 EXHIBIT A URBAN RENEWAL PLAN 18 AMENDED and RESTATED URBAN RENEWAL PLAN Greater Downtown Urban Renewal District The Urban Renewal Plan is on file in the City Clerk's Office, City Hall, 50 West 13th Street, Dubuque, Iowa. 19 EXHIBIT B CITY ATTORNEY'S CERTIFICATE 20 Barry A. Lindahl, Esq. City Attorney Suite 330, Harbor View Place 300 Main Street Dubuque, Iowa 52001-6944 (563) 583-4113 office (563)583-1040 fax balesq@cityofdubuque.org RE: Dear Dubuque THE CITY OF All -America City 'I 1 1 I. 2007 • 2012 • 2013 (DATE) DUB'5! Masterpiece on the Mississippi I have acted as counsel for the City of Dubuque, Iowa, in connection with the execution and delivery of a certain Development Agreement between (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:tls 21 Very sincerely, Barry A. Lindahl, Esq. City Attorney EXHIBIT C OPINION OF DEVELOPER'S COUNSEL 22 Mayor and City Councilmembers City Hall 13tn 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 , (Developer) in connection with the execution and delivery of a certain Development Agreement (Development Agreement) between Developer and the City of Dubuque, Iowa ("City") dated for reference purposes the day of , 20 . We have examined the original certified copy, or copies otherwise identified to our satisfaction as being true copies, of the Development Agreement and such other documents and records as we have deemed relevant and necessary as a basis for the opinions set forth herein. Based on the pertinent law, the foregoing examination and such other inquiries as we have deemed appropriate, we are of the opinion that: 1. Developer is a sole proprietorship 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 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, 23 EXHIBIT D CITY CERTIFICATE 24 Masterpiece on the Mississippi Dear Dubuque kalftd All -America City 11111F 2012 (DATE) City Manager's Office City Hall 50 West 13th Street Dubuque, Iowa 52001-4864 (563) 589-4110 office (563) 589-4149 fax ctymgr@cityofdubuque.org 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 (Developer) and the City of Dubuque, Iowa (City) dated for reference purposes the day of , 20�. 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 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 25 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:jh 26 Sincerely, Michael C. Van Milligen City Manager EXHIBIT E MEMORANDUM OF DEVELOPMENT AGREEMENT 27 i1111111rY11111l1YlY11111lYlYur Doc ID 008310240002 Type GEN Kind AGREEMENT Recorded: 09/04/2015 at 02:38:19 PM Fee Amt: $12.00 Page 1 of 2 Dubuque County Iowa John Murphy Recorder File2015-00011554 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 Kenneth Oberbroeckling was made regarding the following described premises: City Lot 75; and City Lot 74A EXCEPT the north 6 inches thereof; in the City of Dubuque, Iowa, according to the United States Commissioners' Map of the Town of Dubuque, Iowa. 2dThe Development Agreement is dated for reference purposes the n' day of i , 2015, and contains covenants, conditions, and restrictions concerning the sale 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 moi'' day of CITY OF DUBU UE, IOWA By , 2015. Roy D. B Mayor KENNETH OBERBROECKLING By , &-L Kenneth Oberb oeckling Developer HotO 28agabiereliel AiawG/ Attest: Trish L. Gleason Assistant City Clerk STATE OF IOWA COUNTY OF DUBUQUE ) SS c+,ot•, ;•' ' t On this day of //j 1 , 20 before me, a Notary Public in and for the State of Iowa, in and for said : unty, personally appeared Roy D. Buol and Trish L. Gleason, to me personally known, who being by me duly sworn did say that they are the Mayor and City Clerk, respectively of the City of Dubuque, a Municipal Corporation, created and existing under the laws of the State of Iowa, and that the seal affixed to said instrument is the seal of said Municipal Corporation and that said instrument was signed and sealed on behalf of said Municipal corporation by authority and resolution of its City Council and said Mayor and City Clerk acknowledged said instrument to be the free act and deed of said Municipal Corporation by it voluntarily executed. Atit Af!r_.ir/7:. Nota , ' ublic, Stat- of I•45r STATE OF IOWA COUNTY OF DUBUQUE ) SS KEVIN S. FIRNSTANL COMMISSION NO.745295 MY Cf x,)pj P/RES On this __ day of A,iii 206, before me the undersigned, a Notary Public in and for the State of Iowa, personally appeared Kenneth Oberbroeckling, to me personally known, who, being by me duly sworn, acknowledges the execution of said instrument to be the voluntary act and deed of said company, by it and by him, an individual, voluntarily executed. • Notary Public, State of Iowa 29 I2GEORGE A. DAV:3 f commission Number 799795 My Commission Expires December 17, 20./4".__ EXHIBIT F DOWNTOWN HOUSING INCENTIVE PROGRAM 30 Masterpiece on sippi Ecanomic Development i epartmen 6westi3 Street Dubuque, Iowa 52001-4864 Office (563) 584-4393 TTY 690-6678 P.cityofdubuque,oirg DOWNTOWN HOUSING INCENTIVE P] OGRAM Maurice Jones Economic Development Director mjones(dtcityofdubuque.org Projects 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. • 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:I/www.city€ofdubuque.orgldesign guideline. 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. Include detailed drawing of the proposed project. 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 People Int4gify 31 tnnrna ion Teamwork not be accepted by the City. Deviation from an approved project plan may disqualify the project from the program. 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 disperse awarded funds for the benefit of the project once the project is completed and a Certificate of Occupancy has been given for the housing units. Each approved project will also be eligible to receive site-specific Tax increment Financing (TIF) for up to a 10 year period, depending on the project type and scope. 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, unless the project meets the guidelines for Federal or State Historic Tax Credits and is a self-contained unit with a private bathroom and kitchen facility. 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 not eligible. The owner(s) of the property must certify that all other property in the City of Dubuque in which the owner(s) 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. Senice People Integiity Responellility Innovation Teamwork EXHIBIT G DOWNTOWN REHABILITATION LOAN PROGRAM, PLANNING AND DESIGN GRANT PROGRAM, FACADE GRANT PROGRAM AND FINANCIAL CONSULTANT GRANT PROGRAM 33 City of Dubuque, Iowa Downtown Rehabilitation Loan Program, Planning and Design Grant Program, Facade Grant Program, and Financial Consultant Grant Program PROGRAM GUIDELINES (10/2012) The Downtown Rehabilitation Loan, Planning and Design Grant, Facade Grant, and Financial Consultant Grant Programs are designed to further the goals and objectives of the Greater Downtown Urban Renewal Plan by creating the financial incentives needed to eliminate conditions of blight, encourage revitalization efforts and to retain or create employment opportunities and/or new housing units within the district. This program will address building code deficiencies as part of each approved project Eligible Applicants: Owners of property within the Greater Downtown Urban Renewal District (map attached) Eligible Activities and Assistance: Downtown Rehab Loan Program — TEMPORARILY SUSPENDED A maximum of a three hundred thousand dollar ($300,000) low-interest loan is available for interior and exterior rehabilitation, facade renovation and adaptive reuse of existing buildings. Up to the full amount of the loan may be forgiven for projects which create additional employment opportunities arid/or new housing units within the District_ Planni ng and Design Grant Program —A maximum of a ten thousand dollar ($10,000) matching grant is available to provide assistance on pre -development costs associated with a project. Facade Grant Program — A maximum of a ten thousand dollar ($10,000) matching grant is available to provide assistance on labor or material casts for front or rear facade renovations to restore a building's historic appearance or eliminate inappropriate additions or alterations to improve overall appearance. Financial Consultant Grant Program — A maximum of a fifteen thousand dollar ($15,000) matching grant is available to provide assistance on hiring a financial consultant used to analyze the feasibility of a project. 34 General Conditions: • Property must be located in Greater Downtown Urban Renewal District_ Projects must be the rehabilitation of an existing structure_ Property cannot be a single family home. All existing code deficiencies within a scope of a project must be corrected and new improvements must comply with ail applicable codes and ordinances_ 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_ Exterior alterations are subject to design review and approval. The Historic District Guidelines shall apply to projects located in Historic Preservation Districts. 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. 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://vvww_citvoiclubuque.orqfclesiqnquidelines. 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_ Include detailed drawings of the proposed project. 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_ Applicant will not be reimbursed for personal labor costs or labor costs of family members, nor can these costs be counted in the total project costs. Projects may not receive the maximum amount of each form of assistance more than once. Deviation from an approved project plan may disqualify the project from the program. TION, please contact: FOR MORE INFORIMA City of Dubuque Economic Development 50 West 13th Street Dubuque, Iowa 52001 (563) 589-4393 Department 35 DOWNTOWN REHABILITATION LOAN INFORMATION TEMPORARILY SUSPENDED UNTIL FURTHER NOTICE Amount of Loan: A maximum of three hundred thousand dollars ($300,000) per building shall be loaned during the life of the program. Projects may be phased with a minimum of ten thousand dollars ($10,000) loaned at any one time. Interest: Three percent (3%) per annum. Amortization: Twenty (20) years. Repayment: • Monthly payments. - Interest only payments from the beginning of the loan untilhe end of year 5_ Principal and interest payments from year 6 through 20. Loan Specific Conditions: • Rehabilitation projects must include a commercial component. • Loans shall not exceed ninety percent (90%) of total project costs. • Applicant must provide at least a second mortgage as security. • Additionally, applicant must provide a personal guaranty or other value of which is equal to the amount of the loan. he Approval Process: 1_ Design review by the City Planning Department or the Historical Preservation Commission is required for exterior work on the project_ 2. Loans are reviewed by City staff and approved by the City Council. 3. Funding will be dispersed upon execution of all loan and security documents. 36 AVAILABLE INCENI1VES Up to the full amount of the loan may be forgiven by the City as an incentive for the creation of new employment a ndfor housing opportunMes in the Greater Downtown Urban Renewal District_ Once a loan agreement is fully executed, loan forgiveness shall occur either after the fifth anniversary of the completion of work or the fifth anniversary of initial payments on the loan, whichever comes sooner, in accordance with the following guidelines. Employment Incentive Two thousand dollars ($2,000) may be forgiven for each new fuil-time job or full-time equivalent created and maintained by the applicant or hisiher tenant. °New" shall mean new to the district To qualify, the applicant must document the following: • The job is a full-time position or a full-time equivalent. • It is a paid position. • The position is created by a business or other entity kxated in the budding rehabbed or improved with loan funds_ • The position was created within two years of the city council's approval of the loan. • The position has been maintained for a period of not less than three (3) years. Housing Incentive Two thousand dollars ($2,000) may be forgiven for each new housing unit created. A new housing unit shall be defined as one of the following: • The creation of a housing unit where one did not previously exist; or • An existing housing unit which has been unlicensed and unoccupied for a period of not less than five years. To qualify, the applicant must document the following: • The unit is licensed by the City_ • The unit was created within two years of the City Councirs approval of the loan. • The unit has been occupied for a period of not less than three (3) years. 37 PLANNING AND DESIGN GRANT INFORMATION This program provides grants in the Greater Downtown Urban Renewal District for hiring architects, engineers or other professional services used prior to construction. Amount of Grant: 1:1 matching grant not to exceed ten thousand dollars ($10,000) per budding may be awarded by the City to offset the actual pre- deve lopment costs_ (Example: $8,500 in eligible project costs would receive $4,250 grant matched by $4,250 in private contribution; $20,000 or greater eligible project costs would receive the maximum $10,000 grant.) Grant Specific Conditions: • Reimbursement is for architectural and engineering fees, feasibility studies, environmental assessments or other related soft costs. • Reimbursable expenditures must be documented. ▪ Owner / developer fees are not permitted as reimbursable expenditures_ • The grant shall not exceed ten percent (10%) of total project costs. • Grants will be dispersed upon completion of the project at a rate of $G50 for each $1.00 of qualified costs. Approval Process: 1. Design review by the City Planning Department or the Historical Preservation Commission is required for exterior work on the project_ 2. Grant applications will be reviewed by City staff and approved by the City Manager. 3. Funding will be dispersed upon staff review of documented expenditures and inspection of a completed project 38 FACADE GRANT INFORMATION This program provides grants in the Greater Downtown Urban Renewal District tor front or rear facade renovation to restore the facade to its historic appearance, or improve the overall appearance. Amount of Grant: 1:1 matching grant not to exceed ten thousand dollars ($10,000) shall be awarded by the City to qualifying projects based on total eligible project casts. (Example: $8,500 in eligible project costs would receive a $4,250 grant matched by $4,250 in private contribution; $20,000 or greater eligible project costs would receive the maximum $10,000 grant.) Grant Specific Conditions: • Reimbursement is for labor and material costs associated with facade improvements, including, but not limited to rehabilitating or improving windows, paint, signage, or awnings to enhance overall appearance. • Landscaping or screening with fencing or retaining wails may be a reimbursable expense if a determination is made that property is improved adjacent to public right-of-way. • In order to receive reimbursement for repointing, a mortar analysis sample may be requested for each facade that wili be repointed. The applicant must adhere to the results of that analysis in their rehabilitation work as part of their approved project plan. The City may request verification that the new mortar matches the results of the mortar analysis. • Language from the National Park Service Technical Preservation Services Briefs may be attached as a condition for a building permit if the applicant chooses to perform repointing on the project. • Reimbursable expenditures must be documented_ • Grants will be dispersed upon completion of work ata rate of $.50 for eath of quaiified costs. Approval Process: 1. Design review by the City Planning Department or the Historical Preservation Commission is required far exterior work on the project_ 2. Grant applications will be reviewed by City staff and approved by the City Manager. 3. Funding will be dispersed upon staff review of documented expenditures and inspection of a completed project 39 FINANCIAL CONSULTANT GRANT INFORMATION This program provides grants in the Greater Downtown Urban Renewal District for hiring a financial consultant to analyze the feasibility of projects_ Amount of Grant: 1:1 matching grant not to exceed fifteen thousand dollars ($15,000) shall be awarded to qualifying projects based on total eligible project costs_ (Example: ,50G in eligible project costs would receive a $4,250 grant matched by $4,250 in private contribution; $30,000 or greater eligible costs would receive the maximum $15,000 grant.) Grant Specific Conditions: = Reimbursement is for fees associated with hiring a pr esional financial consultant • Reirribursabie expenditures must be documented_ • The grant shall not exceed ten percent (10%) of total project costs. • The rehabilitation project must be completed for the Finariciai Consultant Grant to be funded_ • Grants will be dispersed upon completion of work at a rate of $.50 for each $1_00 of qualified costs_ proval Process: 1_ Design review by the City Planning Department or the Historical Preservation Commission is required for exterior work on the project_ 2_ Grant applications viii be reviewed by City staff and approved by the City Manager_ 3_ Funding will be dispersed upon staff review of documented expenditures and inspection of a completed project. FAUSERSEcon Dete\ Prooram Handotrts‘DRLP4213121029 Downtown Rehab Lean Program Finaldocx 40 Greater Downtown Urban Renewal District Version 2013.1 ' K N IIIII11,�,'� ,�i�nnnnn I �, u nnnur uiunnnnn m�■■mm mu nnu nm 011111 ElmHOW u � c� uu� OF a ■ r DOBUEIPF �� DnGIS _ ■ wce'w „Do,.o a w,nas,Ks.m,ro 41 City of Dubuque, Iowa Downtown Rehabilitation Loan Program, Planning and Design Grant Program, Facade Grant Program, and Financial Consultant Grant Program APPLICATION Applications for funding through the City of Dubuque's Downtown Rehabilitation Loan Program. Planning and Design Grant Program. Facade Grant Program, and Financial Consultant Grant Program wfl be accepted by the Economic Development Department. 50 West 13th Street Dubuque. Iowa (583) 50g-4303. App5cations wilt be reviewed by the Department an a case by case bask with qualifying projects beim submitted to the Qty Manager for -final review and approval. Depending an the application and scope of the project, aft attachment may not be required. Date of Application: APPLICANT INFORMATION Owner Name: Applicant Name: Address of Project: Mailing Address: Social Security or Federal Tax ID # Telephone: Fax: Email: Which assistance programs is this project seeking? El Downtown Rehab Loan Program Planning and Design Grant Program El Facade Grant Program O Financial Consultant Grant Program Has applicant discussed details of this project with the City of Dubuque Planning Department and has been made aware of the City's design review gi.iidelines at cityofdubuque.org/planning? Yes IU No If yes, with wham? Page I of 5 42 Description of Project: (ff additional space is needed, please attach description as Attachment A.). Are detailed drawings showing dimensions, architectural details, and labels, attached to the application? Please attach as Attachment B. Yes II No El How will the project further the revitalization of downtown? additional space is needed, please attach as Attachment G.) Number of current housing units on property? Number of new housing units created from project? Number of jobs currently in building? Number of jobs created after project completed? Is proof of building ownership attached? Please include as Attachment a if no, reason for not providing proof of building ownership? ¥esLjJ NoLJ If the owner is a for-profit or non-profit organization, is a Resolution adopted by the Board of Directors which authorizes both the project and the application attached with the Minutes of the Meeting when it was adopted? Please attach as Attachment E. Yes No EWAD Will this project be utilizing Federal or State Historic Tax Credits? Yes El No El If yes, with whom? Page 2 of 5 43 Does applicant own or have ownership interest other properties in Dubuque? Yes [1 NoEJ (if yes, please list addresses. if additional space is needed please attach as Attachment F.) Do the above properties comply 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. Yes III No Do existing signs on the property comply with City Zoning regulations and design guidelines? Yes 0 No 0 N/A0 ff the above answer is no, or the applicant is proposing new signs, please describe the design materials and colors that will be used on the sign face, how the sign will be displayed, and any lighting proposed. if additional space is needed place attach as Attachment G. PagePae3 ofE 44 Downtown Rehab Loan Program (TEMPORARILY SUSPENDED) Amount of financing requested: Total cost of project seeking assistance: Proposed security or collateral for the financing: What is the constniction schedule for the project: Does the project include a commercial component? Yes 0 No DI Is a Historical Income Statement for the property (for 2 years) attached? Please include as Attachment H. Yes 0 No 0 Is a cash flow projection indicating the ability to repay the ban attached? Please include as Attachment 1. Yes No 0 'Loan Funds will be dispensed an a requisition basis as project costs are incurred for completed vvork. Written requests for payment must be submitted to the Economic Development Department Planning and Design Grant What are the estimated costs for planning and design? How much assistance is the project requesting? Invoices will be required to confirm expenditures. Planning and Design Grant Funds MI be dispensed on completion of work. documentation of costs and an inspection of the completed project at a rate of $.50 for each $1.00 of costs incurred. Partial payments may be made fur completed work. Written requests for payment must be submitted to the Economic Development Department Facade Grant What are the estimated costs for facade improvements? How much assistance is the project requesting? What is the construction schedule for facade improvements? Will the project include repointing or tuck pointing? Yes 0 No ff yes, a mortar analysis sample may be required. The sample would be a reimbursable expenditure. Invoices will be required to confirm expenditures. 'Fagarfe Grant Funds will be dispensed on completion of work,. documentation of costs and an inspection of the completed project at a rate of S.5D for each SI,D0 of costs incurred_ Partial payments may be made for completed work. Written requests for payment must be submitted to the Economic Development Department Page 4 of 5 45 Financial Consultant Grant What are the estimated costs for financial consultant services? How much assistance is the project requesting? Invoices will be required to confirm expenditures. 'Financial Consultant Grant Funds wilt be dispensed on comptetion of work. documentation of costs and an inspection cif completed pnoject at a rate of 5%50 for each $1.00 of costs incurred. Financial Consultant Grant Funds will be dispensed after the project has been completed. Written requests for payment must be submitted to the Economic Development Departrnent„ Page 5 of 5 46 EXHIBIT H CERTIFICATE OF COMPLETION 47 Prepared By: Jill Connors 50 West 13th Street Dubuque, IA 52001 563-589-4393 Return To: Maurice Jones 50 West 13th Street Dubuque, IA 52001 563-589-4393 CERTIFICATE OF COMPLETION WHEREAS, the City of Dubuque, Iowa, a municipal corporation (the "Grantor"), by a Special Warranty Deed recorded on , 2015 as Document Number 2015 - in the office of the County Recorder of Dubuque County, State of Iowa, has conveyed to Kenneth Oberbroeckling (the "Grantee"), in accordance with a Development Agreement dated as of , 2015 (the "Agreement"), certain real property located within the Greater Downtown Urban Renewal District of the Grantor and as more particularly described as follows: City Lot 75; and City Lot 74A EXCEPT the north 6 inches thereof; in the City of Dubuque, Iowa, according to the United States Commissioners' Map of the Town of Dubuque, Iowa WHEREAS, said Deed incorporated and contained certain covenants and restrictions with respect to the development 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. 48 NOW, THEREFORE, pursuant to Section 2.4 of the Agreement, this is to certify that all agreements and covenants of the Deed and 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 agreements and covenants are hereby terminated. 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, except as noted above, of the satisfactory termination of the agreements and covenants of said Deed and the Agreement which would result in a forfeiture by the Grantee and right of the Grantor to re-enter and take possession of the Development Property as set forth in said Deed and the Agreement, and that said Deed and the Agreement shall otherwise remain in full force and effect. CITY OF DUBUQUE, IOWA By: STATE OF IOWA ) SS COUNTY OF DUBUQUE ) ichael C. Van Milligen City Manager On this i day of r ! , 20]x, before me a Notary Public in and for said County, personally appeared 111lichael C. Van Milligen to me personally known, who being duly sworn, did say that he is the City Manager, respectively of the City of Dubuque, Iowa, a Municipal Corporation, created and existing under the laws of the laws of the State of Iowa, and that the foregoing instrument was signed on behalf of said Municipal Corporation by authority of its said City Manager and that he acknowledged said instrument to be the free act and deed of said Municipal Corporation by it voluntarily executed. Notary Public in and for Dubuque County, Iowa 49 EXHIBIT I PART 2 HISTORIC PRESERVATION TAX CREDIT APPLICATION 50 STATE HISTORIC PRESERVATION OFFICE OF IOWA IOWA DEM WENT OF CULTURAL AFFIV 1 HISTORIC PRESERVATION AND CULTURAL AND ENTERTAIN L FY2015 PART 2 APPLICATION E STATE HISTORIC PRESERVATION OFFICE HPCED TAX CREDIT PROGRAM 600 fast Locust Street I DES Moines, IA 50319 (515) 281 8742 Fax: (515)282-0502 wwwitwahistory,orghistoricpreservation July 1,2014 - lune 30, 2015 STC Number -„ - Part 2—; Condition and Treatment Application Checklist rhrs checklist with original signature must accompany all submittals of Part 2 Applications to the SHP°. Prlor to completing the application, carofailty read the Tax Credit Program Appikation Instructions, available an our website, Historic Building Name: Project Name: Street: City: County_ State- 21P IN ORDER TO BE COMPLETE. EACH APPLICATION MUST INCLUDE THE FOLLOWING: Pari 2 Application Checklist {this page) 1 Part 2ApjAication Form Attachments I Review Fee L Rehabilltation Documentation I 4 x 6 ixich Color Photographs I Photo Key I CD-ROM with complete application PDF (checklist, a pplIcanon, attachments and special attachments) Special Attachments, as required: Check all that apply and include required information. I Historic Images (6 applicable) I Window CondiUoris Documentation L Structural Analysis I Project Estimate L Ownership Statement (if owner or applicant ha changexlsince the Part 1 application was submitted) I have retained duplicate sets of all application materials, for the Applimnrs I have read and fully understand the State of Iowa Historic Preservation and Cultural and Entertainment Di sMct Tax Credit Program, Law and Application Instructions. Applicant's Signature atiad copy OM for WO file; please sign IR blue Ink drolsv ire Date: NCI 1, 2014 V It PART 2 APP1_ICAT1 ON CHECKLIST 1 OF 1 51 STATE HISTORIC PRESERVATION OFFICE OF IOWA INA HISTORIC PRESERVATION AND CULTURA. FY2015 PART 2 APPLICATION PART 2 — CONDITION AND TREATMENT ID ENTERTAINMENT DISTR KATION FORM STATE HISTORIC PRESERVATION OFFICE HPCED TAR CREDIT PROGRAM Street I Des Moines, IA 59319 281-8742 Tait (515) 2320542 ahistcry.orglhistoncpr .servation July 1, 2014 —June 39, 2015- STC 915 STC Number Prior to submitting an application, applicants should review the "instr€rctio www.iowahistory.orgJSHPOTaxCredit or by emaiIingyour tequest t No rale nvlJacarrurtin complete oppltcrxrau Even erred TM dealt)" any dscreporybetween eapplblurrprinndofersrppiemedarymateriol I. Pretei [or the tax credit program. Instructions and application, frrrrr are available at SHPOTaxCredit@iowa.gov.Older versions of the apprtcat on Form will not be accepted. with 'ewe tooppravalrsmade ont basis of s r tlr opoilot&jvrm. ppkolfan foo sbofllake precedence.A ropy ef WsinsIke law t Historic Building Na 2.. Pretest Into ott holed P anie Ora ble): 1 hereby attest above. I understand th have provided is, to the III am the legal owner, or I I I otherwise qualityas an "eligible taxpayer under 1. ✓e provided is, t n of factual representations i. nowledge, correct. I further a Has this information changed since the Part 1 application dge, correct application is sub)e:t t that (cbeckare arboth; tion 49 ized to subrnitan a ancthms er punishment under Iowa law. I ft Lie) LJ Yes Li No Name; Drganaahan: StreetAddress (P© Boz not accepted)"__,_,_"_,_,__...._._.__.______...._....,..,.._._._._._.__......._.._..,..__....__..._._..._._......._.__.__""_....__.__....__...__ State: Daytime Telephone Number.............................._..__._.__"_...._.........._....__..___._._._._..," EmaitAddress {requtred'r.._...__._.__._._...._."„_..,._. Applicant's JULY 1. ?G14 ti 1,0 redfarSEPO jd PART2AP LICATON 52 he building described rete attest that the information I ZIP: Date: 4. Project Manager This person will be responsible for communicating updates to the entire project team:The SHPO wlI wnimunctepurr "th the proed rnanagerard applicant Has this information changed since the Part 1 application was submitted? ri Yes II No Na me- Organhadon. Street Address (PO Box not accepted): City: Daytime Telephone Number 5. Pre -Application Meeting State: dret (required): ZIP: Date °fru( pre -a pplicahon meeting (11.4M/DM 6, Buil-cline:id Rehabilitation Projed Estimated qualified rehahilitationexkodiraret::$ Anticipated construction start date (MWDD/Wil): U505) before retiabliitabon: Anhcipated constrodion completion date iN414/DDAYYY): Proposed use(s) after rehabilitation: Number of housing units before rehab: Building construction date: Number that were /ow -moderate income: Period of significance Cfroin Part 1 appficahnn): Number that will be low -moderate filCOME: Floor area before rehabilitation: Total number of housing units after rehab: Floor area after rehabilitahon: 7„ Tax Credit fund Have you or are you plannireto appty for the Federal incenhve Tax Credit? f Yes 1 No Tax Credit Fund Selection (Select one) _I Small Projects Fund —The 6rtal qualified re.habilitatiOn eirpenclitures will be S750,000 fir under, I Large Projects Fund —The final qualified rehebilitation expenditures Mt be over $750,000, Tax Credit Fund Selection: If an applicant has received credits for this building from the Small Projects lurid in the past, the applicant is row limited to using the Smail Projects fund for this application. Total qualified rehabilitation expenditures for all applications on the Same building uhltilrig the Small Projects fund are lirnited to t750,000: If an applicant has received credits from a fund other than the Small Projects fund for this Witting in the past the applicant is ineligible for the Small Projects fund on this or any future project for this building. SHPO INTERNAL USE ONLY The SHPO has reviewed the Part 2 application for the above-named building and heret7 determines; The rehabilitation is consisnt with she histanc character of the building or the district and the project meets TIsSecretary qigle ,(06.?riols5112qesrds /dr RalT,b,,,%#.x. This a preliminary determination only; formal review and approval can be issued only to the applicant fn an approved historic building after rehabifitation or is completed and a Part 3 application is submitted and approved_ The rehabilitaion will meet The Serreim7 vphelderteskeadardsfif AthabikYviion if the attached conditions are met_ The rehabilitation is not consistent with the historic character of the building or the district, and the projectdoes Rot meet The Secriim,y if -the !rdefies.chxdards for Mobfiation, A copy of this form will be provided to. the Iowa Department of Reenue_ Rate Historic Preserration Office Authorized Signature:. Date JULY 1, 2014 v PART 2 APPLICAliON 53 OF De ion of k STC Number Date of Submittal: Historic Building Name: Project Name: Street.,,,_._..._...._._._.,.____......_....._..._.....__._._.___._._.._...____._.___._._...........__._. _. Citf:._.__...._...._.._..____..._.,_.__...._._._._.._._._....__._._.__...._._ _ _ County: Includes site work new construction, alterations, etc. Complete blocks below. Descri Architectural Feature: xistinw feature and its condition: Photo Na:. Describe work and impact on feature: Approximate Date F Drawing No Architectural Feature: Approximate Date of Feature: Describe existing feature and its condition: Photo No - ____,_.__....... Describe work and impact on feature: Drawing No.: JULY 1, 2014 V TO PART 2 AP'LICA1IONI OF 54 Nuiribw Describe is Architectural Feature: e feature and its condition: Phots No.: Describe work and impact on feature: STC Number Approximate Date of Feature: Drawing No: Architectural Feature: Approximate Date of Feature: Describe existing feature and its condition: Photo No,: Describe work and impact on feature: Drawing No: Architectural Feature: Approximate Date of Feature: Describe existing feature and its condition: Photo Na: Describe work and impact on feature: Drawing No.: JULY1,201,1 V1.0 PART TAPPLICATION: OF 55 EXHIBIT J ACOUSTICAL REPORT 56 Adam Johnson, AIA Adam Johnson Architecture 211 Forth St Galena, Illinois 61036 20 May 2014 Reference:. 253 in Street - Dubsq STC 60 floor System Dem Adam It Baas pleasure tc visci Dubuque earl consoer€tioust€am, as was the case, This arc id good to be vararl ing w conachieve an estimated minimum STC -&C# floor/ceiling system between the bar below and the apartment.ab©ve, This is consistent with the require n merits of our proposal. l have also identified additional infor-natinn that relates to the situation as an addendum to this report UNDERSTANDINGS AND OBSERVATIONS We understand and observed the following. = The existing wood joists will be removed and discarded, The existing tin ceiling in the bar will be removed and reinstalled on the new ceiling. The intent is to keep the same historic look in the bar with a ceiling height that is similar to existing. = New open web or bar joists will be installed, The maximum thickness to the entire floor/ceiling assembly is as noted below. This dimension includes f" wood flooring in the apartment, or other similar floor surface. = The maximum weight of the floor/ceiling assembly is as noted below. = The brick walls will be retained in the bar. The walls of the apartment will be new gypsum board over the existing brick. The 3 floor partnzent will be built out in a manner similar to the 2 d floor, understanding that less weight is needed, 57 TALASKE voutin Adam Johnson AIA 20 May 20 14 Page 2 • Based on the comment that ri floor apartment on adjacent parcels am disturbed by the sound from the bar, this strongly suggests that flanking (secondary noise paths via s-tructure-bome noise) is occurring via the brick walls, Based on our conversations, the space and weight limitations happen to coincide with the cons -Li -m -6m requirements necessary to achieve, an STC -60 performance to the recommended floor/ceiling construction, noted below, RECOMMENDED FLOOR/CEILING CONSTRUCTION W recommend the following construction to meet the STC -60 performance. This recoininendaticin is based on the following general Firtitationt of the site conditions • 25psf plus weight of joist structure • 20" top to bottom dimension including upperfbor surface, excluding tin ceiling, We recommend and floorfceiling system as follows: A floor/ceiling system should be created with the fbHowing elements (listed bottom to top): a. 2 layers of 5/8 gypsum board, taped for each layer, with Green Glue between the two layers. Instail gypsum board layers on isolated hat channel, noted below. Avoid all penetrations in the gypsum board wall system. Conduit lighting fixtures, etc should be surface mounted below the gypsum board, Reinstall tin ceiling while avoiding openings or gaps. b. Hat channel isolated with Kinetics lsoMax Clips attached to the bottom of the truss. Avoid all rigid connection between gypsum board/hat channel and joists above. Avoid rigid connection of isolated gypsum board with adjacent brick or other walls of the bar Provide Y2" gap filled with rod backer and caulked to an airtight seal using c Floor joists as required structurally. Minimum 12" in height Install minimum 6" of minimum 2.5 pound per cubic foot glass or mineral fiber sound absorbing batt within void. d. Provide 34" strips of plywood on top cord serve as base for isolators. Secure to truss to avoid rattles. e. Provide minimum I" high isolators. 2" high isolators are preferred if space pe.rrnits. Manufacturer to select isolator to achieve maximum 16Hz resonant frequency plus 0.10 to al5" static deflection based on the load noted below. 58 TALASKE Adam Johnson, AIA 20 May 20 [4 Page 3 Manufacturer to identify on -center spacing of isolator, including live loads and loads of inner walls referenced in addendum. Use adhesive orretention systern per manufacturer to avoid lateral movernent of isolators. f Provide 1 x 4 wood sleepers above isolators,. g. iristall minimum 4.5 psf structural concrete subfloor on top of sleepers. Avoid rigid connection of upper (isolated) floor system to the surrounding brick and other walls. Use perimeter .olation board between floor edges and adjacent walls. h. Install Gyperete on top surface of structural concrete subfloor to achieve a minimum 15 psf above the sleepers ( [5 psf includesthe weight of the structural concrete subflcx3r,) Avoid rigid connection of upper floor system to the surrounding brick and other vat's, Use perimeter isolation board between floor edges and adjacent walls. Finth knr with Yi" T&G wood flooring, This floor is assumed to be 3 psf. If a lighter floor system is used, the thidrness in Gyperete should be increased to offset difference in weight Avoid penetrations in floor systern. Pipes, drains, etc require resilient detailing to avoid rgid connections of isolated floor to surrounding and supporting 2. Make all construction airtight using perniahentiyresiiientacousticai sealant. MATERIALS Green Glue: http://www.greengluecompany.corrt/productsinoiseprooinz-compound Kinetics IsoMax Clips ht0i/www,kineticsnorsecorniarch/isorriax.htrn1 or equal.. Acoustical Sealant by Tremco or USG. Sound Absorbing Batt htto://www,thermafibercomtportals/a/odfisoundfi ystemscatalog.odf or equal, Isolators: Itttcrfiwvvw.rnason-industries.c asonindt doc./pdfieafrn I I 4v2.pdf or http://wwwkineticsnoise.comihvacikip,htrni Structural Concrete Subfiooc httoliwww.us2.corry'conteritiuszcornienioroducts- solutionsionpducts/stnIcturalitioor-panelsistructo-crete-structural-concrete-oanels.htmi Perimeter [solation Board: http://wmv.mason-industnes.com/masonind/ doc/odf/Cc75-P7.pdf Or http.Wwww.kineticsnorse.corniarr_h/odfioib srb specs.pdf 59 TALASKE ItflhitIa HIEU Adam Johnson, AIA: 20 May 20 14 Page 4 With the construction noted above insUlled properiy, the STC -60 performance is anticipated per a current version of ASTM DE90 test method, lf measured -following completed construction, an NIC -55 acoustic isolation performance is anticipated per the currentversion of ASTM E366 test method. We hope this mforrnation tneets your needs. Cordially, Ri .ard Talaske, FASA 60 TALASKE Adam Johnson, A1A 20 May 2014 Page ADDENDUM The following matters relate to -€e eonstnrction referenced above, While the space and weight limitations happen to coincide with the con requirements necessary to achieve an STC -60 perforrrrance, this constnictio not sulficientto totally isolate: the sound created in the bar. Audible sound is expected in the apartment; butthe levels will be significantly less than the farmer floarlcedling construction. The amount of sound penetration would depend on loudness in the ban low-pitched sOurld (s anticipated to penetrate into the apa€trnerr Theaaar-tment could benefit from constructing inner walls of double layer gypsu Is on separate studs which are held free of the brick and other walls by l'' could be constructed directly an the isolated Stuccoerete/Gyperete floor lators selected to address theload of the walls. Likewise, inner should be provided within the isolated walls using laminated glass;: The ceiling of the 2`' or apartment shoulel be double layer gypsum board isolated using the IsaMax dips. Connections of utilities` require resilient detailing to avoid rigid annection ofthe i neo "box" with the surrounding construction. 3floor apartment should be constructed in a similar manner, understanding that weight of the floor system can be reduced from 15 psi -to minimum 4.5 psf, The quest on regarding the development of a proper noise standard was raised. Simply identifying the STC (Sound Transmission Class) is insufficient for two primary reasons: The STC -metric does not address low-pitched sound (below 100 Hz, cyoles per second) and the amount of acoustic isolation needed would vary depending upon the sound levels in the source room (in this case, the Bar) and the activities within the receiver room (in this case, a dwelling.) A more proper metric for identif/ing acoustic isolation requirements within a completed building is a test method referred to as NIC (Noise Isolation Class) based on the current version of ASTM E366 procedures. However, the NIC metric also is deficient at addressing low-pitched sound. For conditions involving the creation of law -pitched noise (such as a Bar) the NIC metric should be complimented by NR (Noise Reduction perfamnance) requirements for low-pitched sound likely identified by NR in the 631-1z octave band. An alternative and/or supplemental method of creating a noise ordinance would be to identify the allowable sound level at a property line. End of Addendum 61