Housing Assist IDED AwardCITY OF DUBUQUE, IOWA
MEMORANDUM
February 28, 2001
-TO:
FROM:
SUBJECT:
The Honorable Mayor and City Council Members
Michael C. Van Milligen, City Manager
Local Housing Assistance Program Award
Housing Services Manager David Harris is recommending City Council approval of a contract
with the Iowa Department of Economic Development for a Local Housing Assistance Program
(LHAP) award in the amount of $100,000.
I concur with the recommendation and respectfully request Mayor and City Council approval.
Michael C. Van Milligen
MCVM/jh
Attachment
cc: Barry Lindahl, Corporation Counsel
David Harris, Housing Services Department
Vi e, ,b~,q, ,u
CITY OF, DUBUQUE, IOWA
MEMORANDUM
14 February 01
To: Mike Van. IVlffiigen, City Manager
From: David I~ Housing Services Department
Re: Local Housing Assistance Program Award
Introduction
The purpose of tl~ memorandum is to request the City Council's approval of a contract with the
Iowa Department of Economic Development for a Local Housing Assistance program (LHAP)
award, in the amount of $100 000. :
Background
In October 00, the Council authorized the Housing Services Department to make application to
the Department of Economic Development 0DED) for $100 000 in grant assistance to
accomplish a revitalization project located on West Eighth Street. This project was designed to
address problems of slum and blight in this neighborhood, by demolishing two derelict structures
and constructing five new attached condominium homes, to be made available for purchase by
low-lncome families. The purpose of the LHAP financing was to write down the purchase costs
of these homes, to $55 000. The balance of the $375 000 needed for this project was to be
provided by the developer, Toby Kress.
Discussion
We have now been notified oflDED award and can proceed to construction. This demonstration
project will revitalize the West Eighth Street area, provide first-time homeownership to five
lower-income households and serve to document the potential ora larger market for
condominkun homes to buyers in this income range. If successfi~ we will promote these
opportunities, for both new construction on in-fill sites and for conversion of exlsting rental units
in older buildings to condominium uses.
Action Step
The action requested of the City Council is to authorize the Mayor's execution of the attached
contract from IDED, awarding $100 000 to the City in Local Housing Assistance Program funds.
IOWA DEPARTMENT OF ECONOM/C DEVELOPMENT
LEL4P AWARD AGREEMENT
RECIPIENT: Dubuque
LHAP NU~IBER: 01-LHAP-002
EFFECTIVE DATE: January 19, 2001
TYPE OF AWARD: Grant
TOT_AL AWARD_ AMOUNT: $100,000
GRA-NT AMOUNT (if any): $100,000
LOAN AMOUNT (if auy): _ $0: None
LOgaN TERM N/A
12qTEREST RATE N/A
FORGIVABLE LOgaN AMOUNT (if any): $0 ~ None
FORGIVABLE LOgaN TEPaM 0 years
PROJECT COMPLETION DATE January 31, 2003
AGREEMENT EXPIRATION DATE: January 31, 2003
THIS ("LHAP") AGREEMENT is made by and between the IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT,
200 East Grand Avenue, Des Moines, Iowa 50309 ("Department" or "IDED"), and Dubuque ("Recipient").
The Deparmaent desires to make an award in the form stated above to the Recipient and the Recipient desires to accept this
a;vard, all upon the terms and conditions set forth in this Agreement.
THEREFORE, in consideration of the mutual promises contained in this Agreement and other good and valuable
considemtinn, it is agreed as follows:
ARTICLE 1
DEFINITIONS
As used in this Agreement, the following terms shall apply:
1,1 AGREEMENT EXPIRATION DATE. "Agreement Expiration Date" means the date the Agreement ceases to be in
force and effect. The Agreement expires upon the occurrence of one of the follow/rig: a) the Loan/Forgivable Loan is repaid in full or
required part, including accrued interest, cour~ costs and any penalties; b) the Agreement is terminated by the Department due to any
default under Article 10; c) no disbursement of LHAP funds has occurred within the twenty-four months immediately following the
Effective Date; or d) if the Agreement includes only a Grant and/or a Forgivable Loan, at the Project Completion Date.
1.2 EFFECTIVE DATE. "Effective Date" means the date stated above on which the terms of this contract become in force
and effect.
1.3 FORGIVABLE LOgaN. "Forgivable loan" means an award made by the Department to the Recipient for ;vhich
repayment is eliminated in part or entirely if the Recipient satisfies the terms of this Agreement as described in Article 5.4.
1.4 GR2MNT. "Grant" means an award of assistance, with the fulfillment of the conditions of the award, where repayment of
funds is not requked.
1.5 LOAN. "Loan" means funds advanced by the Department to the Recipient of ;vhich full repayment is expected.
1.6 LO.~N AGILEEMENT or AGREEMENT. "Loan Agreement" or "Agreement" means this document, the Project
budget and all of the notes, leases, assignments, mortgages, and similar documents referred to in this document and all other
instruments or documents executed by the Recipient or other,vise required in connection with this document, including but not limited
to the following:
a. Exhibit "A", "LHAP Application"
b. Exhibit "B", "Promissory Note' - Not Applicable
c. Ex.hibit "C", "Award Letter"
d. Exhibit "D", "Program Description and Budget"
LH,~P Contract Number: 0'1-LHAP-002
Page 2 of 9
1.7 PROJECT: "Project" means the detailed description of the work, serwices, and other obligations to be performed or
accomplished by the Recipient as described in the Agreement, Exinbit D - Program Description and Budget, and the LHAP
application approved by the Department (Exhibit A).
1.8 PROJECT COMPLETION DATE. ,Project Completion Date" means the date by which the Project tasks shall have
been fully accomplished as stated above.
ARTICLE 2
FUNDING
2.1 FUNDENG. The funding for the awmTd is an appropriation to fi)ED by the State legislature for the LHAP Program
established under the 1999 Iowa Code, Sections 15.351-15.354 and an agreement with the Iowa Finance Authority as authorized by
2000 Iowa Acts, House File 2422.
2.2 RECEIPT OF FUNDS. All payments under this Agreement are subject to receipt by the Department of sufficient State
funds for the LHAP program. Any termination, reduction or delay of LHAP funds to the Depam-nent shall, at the option of the
Department, result hi the termination, reduction or delay of LHAP funds to the Recipient.
2.3 PRIOR COSTS. No expenditures made prior to the Effective Date may be included as Project costs for the purposes of
this Agreement.
2.4 DISBURSEMENT OF LESS TIL41N TI-~ TOTAL AWARD AMOUNT. If substantial progress toward work
activities as specified in the Agreement, E:dm'bit D - Program DesCription and Budget, has not been made within one hundred eighty
(180) days of the Effective Date, then the Department shall be under no obligation for further disbursement.
2.5 COST VARIATION.
a) In the event that the total Project cost is less than the amount specified in the Agreement, Exh/bit D, Program
Description and Budget, the LHAP participation shall be reduced at the same ratio to the total project cost reduction as the
ratio of the LHAP funds to the total amount of funds provided by the Recipient and ail funding sources requiring a
proportional reduction of dieir financial contribution to the Project. Any disbursed excess above the reduced LHAP
participation amount shall be returned immediately to the Department.
b) In the event that the total Project cost is greater than the amount specified in the Agreement, Exhibit D, Program
Description and Budget, the Department shall, upon request, consider increasing the LHAP participation in the same ratio to
the total increase in project cost as the ratio of the LHAP fimds to the total amount of funds provided by the Recipient and ali
other funding sources able and willing to offer the Project an increase of funds. The consideration of an increase of LHAP
funds for a Project shall be subject to availability of funds, determination of reasonable and allo~vable costs, and all other
applicable program roles.
c)
The Recipient may request the Department to increase the LHAP participation to an amount that is higher than the
proportional ratio. The Deparnnant may perrrfit such a higher increase if, in the Department's judgement, the
Recipient has demoastzated financial hardship.
2.6 OTHER TERMS.
a). Funds will be used by the Recipient for activities described in Exhibit D, Program Description and Budget,
b). Reserved.
2.7 MAXIMU3,'I PAYMENTS. It is expressly understood and agreed that the maximum amounts to be paid to the
Recipient by the Department for any item of work or service shall conform to the budget as presented in Agreement Exhibit D -
Program Description and Budget. It is further understood and agreed that the total of alt payments to the Recipient by the Department
for all work and services required under this Contract shall not exceed the Award Amount unless modified by w-ritten amendment of
this Contract.
Contract Prepared by: Donna Grgurich LHAP Conu:act Format Approved
10/30/00
LHJkP Contract Number: 0'1-LHAP-002
Page 3 of 9
ARTICLE 3
TERMS OF GR.4aNT
3. I GRANT. The Deparmaent agrees to make a Grant in the mount first stated herein to the Recipient to assist in financing
the Project.
_ _ ' 3.2 MAXEVIU~I PAYqVIENTS. It is expressly understood and agreed that the maximum amounts to be paid to the
Recipient by the-Department for any item of work or service shall conform to the budget as presented in Agreement Exhibit D -
Program Description and Budget It is further made}stood and agreed that the total nfatl payments to the Recipient by the Department
for all work and services required under this Contract shall not exceed the Award Panomat unless modified by written amendment of
this Con~-act.
3.3 TEVIE OF PERI*ORMAaNCE. The ser,,hces of the Recipient are to commence as of the Effective Date and shall be
completed on or before the Agreement Expiration Date.
ARTICLE 4
TERMS OF LOAN
4.1 LOAN'. The Department agrees to make a Loan in the mount and with the terms first stated in this agreement to the
Recipient to assist in the financing of the Project. Interest begins accruing on the date of disbursement of funds.
4.2 PROMISSORY NOTES. The obligation to repay the Loan port/on of this Agreement, if any, shall be evidenced by a
Promissory Note(s) executed by the Recipient.
4.3 PREPAYMENT.. The outstanding principal and accrued interest on th/s Loan or any part thereof, may be prepaid in
part or in full at any time without penalty.
4.4 ACCELERATION UPON DEFAULT. If there is a failure to pay any installment ofprincipaI and interest when due,
or only a portion is paid, or in the event of any other unremedied default under this Loan, the Department may declare the entire
unpaid principal and all accrued interest immediately due and payable.
4.5 RECORDhNG. The Recipient shall be responsible for any fees necessary to properly record in the appropriate office of
the Recorder of Deeds and/or the Secretary of State any mortgage, security agreement, financing statement or similar document
required by the Department under the Agreement.
A~RTICLE 5
TEPdMS OF FORGIVABLE LOAN
5.1 FORGIVABLE LOAN. The Department agrees to award a Forgivable Loan in the amount first stated in this
agreement to assist in the financing of the Project.
5.2 PROMISSORY NOTES. The obligation to repay the Loan portion of this Agreement, if any, shall be evidenced by a
Property, Lien(s) executed by the Recipient.
5.3 FORGIVABLE LOAN REPAYMENT OR WAIVER. If the award includes a Forgivable loan, the Department ;v/Il,
in its sole discretion, determine if the Recipient has satisfied the terms of this Agreement. If the Department determines that the
Recipient has satisfied said terms, then repayment of the Forgivable loan shall be permanently waived. Should the Depar~nent
determine that the Recipient has not satisfied the terms of this Agreement, or has operated in a manner substantially inconsistent with
the Application under which the terms of the award was made, the Recipient may be required to repay all or part of the Forgivable
loan funds.
5.4 RECORDING. The Recipient shall be responsible for any fees necessary to properly record in the appropriate office of
the Recorder o f Deeds and/or the Secretary of State any mortgage, security agreement, financing statement or similar docmnent
required by the Department under the Agreement.
Contract Prepared by: Donna Grgarich LHAP Contract Format Approved
10/30/00
LHJaP Contract Number: 0-t-LHAP4)02
Page 4 of 9
ARTICLE 6
CONDITIONS TO DISBURSEMENT OF FUNDS
Unless and until the following conditions have been satisfied, the Department shall be under no obligation to disburse to the Recipient
any amounts under this Agreement:
6.1 AGREEMENT EXECUTED. The Agreement shall have been properly executed and, where required, acknowledged.
' 6.2 ADMINISTRATIVE PLAiN. The Recipient shall establish a written Administrative Plan that is consistent with the
approved application and in compliance with LI-IAP requirements. The release of LHAP funds shall be contingent upon the
Department's receipt and Department approval of th-e Adrnini~trative Plan. Failure to secure Department approval of the
Adm/nistrative Plan within ninety (90) days of contract issuance shall be grounds for termination of this agreement.
6.3 FINAiNCIAL COiVEVIITMENTS. The Recipient shall secure all other financial commitments necessary to beg/n the
project. Failure to secure and submit documentation of such commitments to the Department witlfin mpety (90) days of contract
issuance shall be grounds for termination of this agreement.
ARTICLE 7
REPRESENTATIONS AND WARRANTIES OF RECIPIENT
To induce the Department to make the Award referred to in this Agreement, the Recipient represents, covenants and warcants that:
7.1 AUTHORITY. The Recipient is duly organized and validly existing trader the laws 0fthe State and is in good standing,
and has complied with all applicable laws of the State of Iowa. The Recipient is duly authorized and empowered to execute and
deliver the Agreement. All action on the part of the Recipient, such as appropriate resolution of its governing body for the execution
and delivery of the Agreement, has been effectively taken.
7.2 FINAiNCI.&L INFORM_a. TION. All financial statements and related materials concerning the Recipient and the
Project provided to the Department are tree and correct in all material respects and completely and accurately represent the subject
matter thereof as of the effective date of the statements and related materials, and no material adverse change has occurred since that
date.
7.3 APPLICATION. The contents of the application/Recipient plan submitted by the Recipient to the Department for
LHAP landing is a complete and accurate representation of the Recipient and the Project as of the date of submission and there has
been no material adverse change in the organlzalion, operation, Recipient prospects, fixed properties, key personnel or project plan of
the Recipient since the date the Recipient submitted its LHAP application to the Department.
7.4 CLAIMS AiND PROCEEDINGS. There am no actions, lawsuits or proceedings pending or, to the lcnowledge of the
Recipient, threatened against the Recipient affecting in any manner whatsoever its right to execute the Agreement or the ability of the
Recipient to make the payments required under the agreement, or to other,vise comply with the obligations of the Recipient contained
under the Agreement. There are no actions, lawsuits or proceedings at law or in equity, or before any governmental or adrnlnlsttative
authority pending or, to the knowledge of the Recipient, threatened against or affecting the Recipient or any property or collateral
pledged as security for the Loan.
7.5 EFFECTIVE DATE. The covenants, xvarranties and representations of this Article are made as of the date of this
Agreement and shall be deemed to'be renewed and restated by the Recipient at the time of each advance or request for disbursement
o f funds.
ARTICLE 8
COVENAiNTS OF RECIPIENT
8.1 AFFIPdMATIVE COVENAiNTS. Until the Agreement Expiration Date and the terms of this Agreement are fitlfilled,
the Recipient covenants to IDED that:
(a) P '
ROJECT WORK AND SERVICES. The Rectptent shall complete the work and services detailed in its LHAP
application, Exhibit A of this Agreement, and Exhibit D - Program Description and Budget.
Contract Prepared by: Donna Grgurich LHAP Contract Format Approved
10/30/00
L/lAP Contract Number: 0t-LHAP-002
Page 5 of 9
(b)
RECORDS .aND ACCOUNTS. The Recipient shall maintain books, records, documents and other evidence
pertaining to all costs and expenses incurred and revenues received under this Agreement concerning the project, in
sufficient detail to reflect all costs, direct and indirect, of labor, materials, equipment, supplies, services and other
costs and expenses of whatever naUtre, for which payment is claimed under this Agreement. The Recipient shall
retain all records for a period of three (3) years from the Agreement Expiration Date.
(c) ACCESS TO RECORDS/INSPECTIONS. The Recipient shall, without prior notice and at any time (during
normal Recipient hours), permit the Department, its representatives or the State Auditor to examine, audit and/or
copy (t). any plant_and work details pertaining to the Project, (ii) all of the Recipient' book& records and accounts,
- and (iii) alt other documentation or materials related to this Agreemunt; the Recipient shall pro,ride proper facilities
for making such examination andTqr impecfion.
(d)
USE OF FUNDS. The Recipient shall expend funds received under th/s Agreement only for the purposes and
activ/fies described in its LHAP Application, Exhibit A of tiffs Agreement, and Exhibit D, Program Description and
Budget
(e)
DOCU2'vIENTATION. The Recipient shall deliver to the fi)ED, upon request, (i) copies of all contracts or
agreements relating to the Project, (ii) invoices, receipts, statements or vouchers relating to the Project, (iii) a list of
all unpaid bills for labor and materials in connection with the Project, (iv) budgets and revisions showing estimated
Project costs and funds required at any g/yen time to complete and pay for the Project, and (v) current and year-to-
date £mancial statements.
(0
NOT[CE OF PROCEEDINGS. The Recipient shall promptly notify fi)ED of the initiation of any claims, lawsu/ts,
bankruptcy proceedings or other proceedings brought against the Recipient which would adversely impact the
project, including, but not limited to, any proceedings to assert or enforce liens against collateral securing the Loan.
(g)
REPORTS. The Recipient shall prepare, sign and submit the requests and repons as specified below in the form
and content specified by the Department. The requests and reports shall be submitted to the Deparmaent by the 15t~
of the month when due, and for final reports, within sixty days after the Project Completion Date. The Recipient
shall review all reimbursement requests and verify that claimed expenditures are allowable costs. The Recipient
shall maintain documentation adequate to support the claimed costs.
I.) Project financial statements, including an income, expense, and program income statement covering the period
of the project. Project financial statements must be received by the Department within sLxty (60) days foflowing
the contract expiration date.
2.) Quarterly Local Housing Assistance Program Performance Report.
3.) Final Payment Voucher.
4.) Final Performance Report.
The Department reserves the right to require more frequent submission of any of the above reports if, in the opinion of the
Department, more frequent submissions wunld help improve the Recipient's project performance.
(h) NOTICE OF RECIPIENT CH.4aNGES. The Recipient shall provide prompt advance notice to the Deparanent of
any proposed change in the Recipient oxvnership, structure or control which would materially affect the Project.
(i) NOTICE OF MEETINGS. The Recipient shall notify the Department at least ten (10) work/ng days in advance of
all meetings of its governing body at which the subject matter of this Agreement or Project is proposed to be
discussed_ The Recipient shall provide the Department with copies of the agenda and minutes of such meetLngs and
expressly agrees that a representative of the Department has a right to attend any and ar! such meetings for the
purposes of the discussion of the Project and the Loan andJor Forgivable Loan.
(j) MAINTENANCE OF PROJECT PROPERTY AaND INSURA~NCE. The Recipient shall maintain the Project
property in good repair and condition, ordinary wear and tear excepted, and shall not suffer or commit waste or
Contract Prepared by: Donna Grgurich LHAP Contract Format Approved
10/30/00
LH~P Contract Number: 0't -LHAP-002
Page 6 of 9
damage upon the Project property. The Recipient shall pay for and maintain insurance against loss or damage by
tire, tornado, and other hazards, casualties, and contingencies and all risks from time to time included under
"extended coverage" policies on all structures fmanced by the project. This insurance shall be in an amount not less
than the full insurable value of the Project property. The Recipient shall name the Department as a mortgagee
and/or an additional loss payee as appropriate and submit copies of the policies to the Department.
INDEMNIFICATION. The Recipient shall indemnify and hold harmless the Department, its officers and
employees, from and against any and all losses, except those losses incurred by the Department resulting from
willfal'misanndu~t or negligence on its or their para
(1) PROJECT FEES. The Recipient-shall promptly pay all appraisal, survey, recording, rifle, license, permit and other
fees and expenses incurred incident to the project funded by this Agreement.
(m) INTEREST AND SIFRPLUS PROCEEDS. The Recipient shall return all unexpended Award proceeds and any
interest accrued on award proceeds to the Department within thkty (30) days after the Project Completion Date.
8.2 NEGATIVE COVENANTS. So long as the Recipient is indebted to the Department, the Recipient shall not, without
prior written disclosure to the Department and prior whtten consent of the Department (unless Department prior approval is
expressly waived below), directly or indirectly:
(a) RECIPIENT'S INTEREST. Assign, waive or transfer any of Recipient's rights, powers, duties or obligations
under this Agreement.
(b) PROPERTY/COLLATERAL. Sell, transfer, convey, assign, encumber or otherwise dispose of any of the real
property or other collateral securing the LoarffForgivable Loan.
(c) RESTRICTIONS. Place or permit any restrictions, covenants or any similar lirn/tations on the real property and/or
other collateral securing the Loan/Forgivable Loan.
(d) REMOVAL OF COLLATERAL. Remove from the Project site or the State all or any part of the collateral
securing the Loan/Forgivable Loan.
(e)
RECIPIENT OWih~ERSHIP. Materially change in the owxaership, structure, or control of the Recipient affecting
the Project, including but not limited to, entering into any merger or consolidation with any person, firm or
corporation or permitting substantial dislribution, liqu/dation or other disposal of Recipient assets dkectly associated
with the Project. Changes in the Recipient o~vnersh/p, structure or control which do not materially affect the Project
shall requke forty-five (45) days prior written notice of the Deparm~ent, but not written consent of, the Department.
The materiality of the change and whether or not the change affects the Project shall be determ/ned by the
Department.
(f) RECIPIENT OPERATION. Materially change the nature of the Recipient being conducted, or proposed to be
conducted, as described in the Recipient's application for LHAP funding.
(g) PROGR~4aM INCOME. Retain program income from the project except as is permitted to be retained for re-use in
the Administrative Plan submitted by the Recipient and approved by the Department.
ARTICLE 9
SECURITY
9. I SECURITY INSTRU~,IENTS. The Recipient shall execute in favor of the Department all security agreements,
financing statements, mortgages, promissory notes, personal and/or corporate guarantees (hereafter, "Security Instruments") as
required by the Department. The following Security Instruments shall be executed by the Recipient: None.
Contract Prepared by: Donna Grgurich LHAP Contract Format Approved
10/30/00
LHJ~P Contract Number: 0't-LHAP-002
Page 7 of 9
ARTICLE 10
DEFAULT A.ND REMEDIES
10. t EVENTS OF DEFAULT. Each of the following shall constitute an Event of Default under this Agreement:
(a) MATERIAL MISREPRESENTATION. If at any time any representation, warranty or statement made or
furnished to the Department by, or on behalf of, the Recipient in connection with this Agreement or to induce the
Department to make a Loan/Forgivable Loan to the Recipient shall be determ/ned by the Department to be incorrect,
false, fffisleading'or erroneous in any material respect when made or furnished and shall not have been remedied to
- the Department's satisfaction witi~n_' thirty (30) days after written notice by the Department is given to the Recipient.
(b) NON-PAYMENT. Il'the Recipient fails to make a payment when due under the terms of this Agreement within
thirty (30) days following written notice of such overdue payment is given to the Recipient by thc Department.
(c) NONCOMPLIANCE. If there is a failure by the Recipient to comply with any of the covenants, terms or
conditions contained in this Agreement or Security Instruments executed pursuant to th/s Agreement.
(d) PROJECT COMPLETION DATE. If the Project, in the sole judgment of the Department, is not completed on or
before the Project Completion Date.
(f) RECIPIENT CItAaNGES. If there is a material change in the Recipient ownership, structure, or control wh/ch
occurs without the prior written disclosure to and if required, written permission of the Department.
(g) MISSPENDING. If the Recipient expends Award proceeds for purposes not described in the LHAP application,
Exln?nit A, and Exhibit D, Program Description and Budget.
INSOLVENCY OR BANKRUPTCY If the Recipient becomes insolvent or bankrupt, or admits in writing its
inability to pay its debts as they mature, or makes an assignment for the benefit ofereditors, or the Recipient eppl/es
for or consents to the appointment ora tmstae or receiver for the Recipient or for the major part of its property; or if
a trustee or receiver is appointed for the Recipient or for all or a substantial part of the assets of the Recipient and the
order of such appointment is not discharged, vacated or stayed within sixty (60) days after such appointment; or if
bankruptcy, reorganization, arrangement, insolvency, or liquidation proceedings or other proceedings for relief
under any bankruptcy or similar law or laws for the relief of debtors, are instituted by or against the Recipient and, if
instituted against the Recipient, is consented to, or, if contested by the Recipient is not dism/ssed by the adverse
parties or by an order, decree or judgment within sixty (60) days after such institution.
(i) INSURANCE. If loss, theft, damage or destruction of any substantial portion of the property of the Recipient occurs
for which there is either no insurance coverage or for which, in the opin/on of the Department, there is insufficient
insurance coverage.
(j) INSECURITY. If the Department shall deem itself insecure in good faith and reasonably believes, after
consideration of all the facts and ckcu_mstances then existing, that the prospect of payment and satisfaction of the
obligations under this Agreement, or the performance of or observance of the covenants in this Agreement, or the
value of its collateral is or wiIl be materially impaired.
I0.2 NOTICE OF DEFAULT. The Department shall issue a written notice of default providing therein a th/rty (30) day
period in which the Recipient shall have an opportunity to cure, provided that cure is possible and feasible.
10.3 REMEDIES UPON DEFAULT. Upon the happening of any Event of Default, the Department shall have the right, in
addition to any rights and remedies available to it under any of the Security Instruments, to terminate this agreement and to require
irmmediate repayment of the full amount of funds disbursed to the Recipient under the Agreement plus interest without presentment,
demand, protest, notice of protest, notice of intention to accelerate or other notice of any kind, all of which are expressly waived by
the Recipient.
Contract Prepared by: Donna Grgudch LHAP Contract Format Approved
10/30/00
Contract Number: 0t-LHAP-002
Page 8 of 9
ARTICLE 11
DISBURSEMENT PROCEDURES
11. I REQUEST FOR REIMBURSEMENT. All disbursements of proceeds shall be subject to receipt by the Department
of requests for disbursement submitted by the Recipient. Requests for disbursement shall be in form and content acceptable to the
Department.
ARTICLE 12
GENERAL TERx¥IS AND PROVISIONS
12.1 BINDING EFFECT. This Agreemgnt shall be binding upon and shall inure to the benefit of the Department and
Recipient and their respective heirs, successom, legal representatives and assigns. The obligations, covenants, warranties,
acknowledgments, waivers, agreements, terms, provisions and conditions of this A~eement shall be jointly and severally enforceable
against the parties to this Agreement.
12.2 COMPLIANCE WITH LAWS AND REGULATIONS. The Recipient shall comply with ail applicable State and
federal laws, roles, ordinances, regulations and orders. The recipient shall comply with 261-Chapter 28, Iowa Administrative Code.
12.3 TERMINATION FOR CONVENTENCE. In addition to termination due to an Event of Default or nonappropriafion
o f LHAP funds, this Agreement may be terminated in whole, or in part, when the Department and the Recipient agee that the
continuation of the Project would not produce beneficial results commensurate with the future disbursement of funds.
12.4 NONAPPROPRIATION OF FUt't't't't't't't't'NDS. Ail payments under this agreement are subject to the receipt by the Department
of sufficient State funds for the LHAP prog-ram. Any termination, reduction or delay of LHAP funds to the Department shall, at the
option of the Department, result in the termination, reduction or delay of LHAP funds to the recipient.
I2.5 PROCEDURE UPON TERMINATION. If the A~eement is terminated for convenience, an Event of Default or
nonappropriation of LHAP funds, disbursements shall be allowed for costs up to the date of termination determined by the Department
to be in compliance with this A~eement. The Recipient shall return to the Department all unencumbered Award proceeds within one
(1) week of receipt of Notice &Termination_ Any costs previously paid by the Department which are subsequently determined to be
unallowable through audit procedures shall be returned to the Department w/thin thirty (30) days of the disallowance.
I2.6 SIfRVIVAL OF AGREEMENT. If any portion of this Agreement is held to be invalid or unenforceable, the
remainder shall be valid and enforceable. The provisions of this A~eement shall survive the execution of all instruments herein
mentioned and shall continue in full force until the Loan is paid hi full and the terms of the Forgivable Loan have been satisfied.
12.7 GOVEP~N~ING LAW. This A~eement and ali Security Instruments shall be interpreted in accordance with the law of
the State of Iowa, and any action relating to the Agreement shall only be commenced in the Iowa District Court for Polk County or
the United States District Court for the Southern District of Iowa.
i2.8 MODIFICATION. Nei~er this A~eement nor any provision of the Security Instruments executed in connection w/th
this Agreement may be changed, waived, discharged or terminated orally, but only as provided below:
(a) ~,¥2[~ITING REQUIRED. The Contract may only be amended through written prior approval of IDED. Examples
of situations xvhere amendments are required include extensions for completion of Project activities, changes to the Project
including, but not limited to, alteration nf existing approved activities or inclusion of new activities.
(b) 10~'[NILATEKAL MODIFICATION. Notwithstanding paragraph "a" above, IDED may unilaterally modify the
Contract at will in order to accommodate any change in the Act or any change in the interpretation oftbe Act or any
applicable federal, state or local la~vs, regulations, roles or policies. A copy of such unilateral modification Mil be given to
the Recipient as an amendment to this Contract.
(c) IDED REVIEW. IDED will consider whether an amendment request is so substantial as to necessitate reevaluating
IDED's original fending decision on the Project. An amendment will be denied if it substantially alters the cirenmstances
under which the Pr~ect funding was originally approved or if it does not mee~ reqnirements set tbrth in 261 Iowa
Administrative Code, Chapter 23.
Contract Prepared by: Donna Grgurich
LHAP Contract Format Approved
10/30/00
I, AP Contract Number: 0-I-LHAP-002
Page 9 of 9
12.9 NOTICES. Whenever this Agreement requires or permits any notice or written request by one party to another, it shall
be ~ ~-iting, enclosed in an envelope, addressed to the parry to be notified at the address heretofore stated (or at such other address as
may have been designated by written notice), properly stamped, sealed and deposited in the United States Mail. Any such notice
given hereunder shall be deemed delivered upon the earlier ofactuai receipt or two (2) Recipient days a~er posting. The Depam-nent
may rely on the address of the Recipient set forth heretofore, as modified fi.om time to time, as being the address of the Recipient.
12. I0 INVESTMENT OF LOAN/FORGIVABLE LOAN FUNDS. Temporarily idle Loan/Forgivable Loan proceeds held
by the Recipient may be invested provided such investments shall be in accordance with State taw, shall be controlled by the
Rehipient, and any inter6st accrued'shall be credited to and expended on the Project prior to the expenditure of 6ther Loan/Forgivable
Loun-prnceeds. :~I1 proceeds remalni,~ including accrued interest, a~er al1. allowable Project costs have been paid or obligated shall
be returned to the Department within thirty (30) da37s after the Project Completion Date.
12.11 RESOLUTION OF DISAGRlgEMENT. In the event of any disagreement between the parties to this Agreement
relating to the technical competence of the work and services being performed and its conformity to the requirements of this
Agreement, the Department shall resolve the disagreement. The decision of the Depamment shall be binding on the Recipient.
12.12 WAIVERS. No waiver by the Departrnent of any default hereunder shall operate as a waiver of any other default or of
the same default on any future occasion. No delay on the part of the Department in exercising any right or remedy hereunder shall
operate as a waiver thereof. No single or partial exercise of any right or remedy by the Department shall preclude future exercise
thereof or the exercise of any other right or remedy.
12. t 3 LI3qlTATION. It is agreed by the Recipient that the Department shall not, under any circumstances, be obligated
financially under tiffs Agreement except to disburse funds according to the tenr~ of the Agreement.
12.14 ENFORCEMENT EXPENSES. The Recipient shall pay upon demand any and all reasonable fees and expenses
relating to this project oftha Department, including the fees and expenses of their attorneys, experts and agents, in connection with the
exercise or enforcement of any oft:he rights of the Department under the Agreement.
12.15 HEADINGS.. The headings in th/s Agreement are intended solely for converfience of reference and shall be given no
effect in the construction and interpretation of this Agreement.
12.16 FINAL AUTHORITY. The Department shall have the fmat authority to assess whether the Recipient has complied
w/th the terms of this Agreement.
12.17 INTEGIL4TION. This Agreement contains the ent/a-e understanding between the Recipient and the Department and
any representations that may have been made before or after the signing of this Agreement, which are not contained herein, are
nonbinding, void and of no effect. None of the parties have relied on any such prior representat/on in entering into this A~eement
12.18 COUNTERPARTS. This A~eement may be executed in any number of counterparts, each of which shall be deemed
to be an original, but ail of which together shall constitute one and the same instrument.
1N WITNESS WHEREOF, the parties have executed this Agreement effective as of the Effective Date first stated.
IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT:
BY:
Lane Palmer, Division Administrator
Division of Community and Rural Development
DubutLue~ ~--.
Contract Prepared by: Dorma Grgurich
TERRANCE M DUGGAN, MAYOR, CITY OF DUBUQU[
TYPED NAME, TITLE
LHAP Contract Format Approved
10/30/00