Metx, LLC Development Agreement (aka Metz, LLC)METZ, LLC Copyrighted
October 12, 2017
City of Dubuque Action Items # 1.
ITEM TITLE: Metx, LLC Development Agreement
SUMMARY: City manager recommending approval of a Development
Agreement between the City of Dubuque and Metx, LLC, to
redevelop property at 1690 Elm Street.
RESOLUTION Approving a Development Agreement by
and between the City of Dubuque, Iowa and Metx, LLC
providing for the issuance of Urban Renewal Tax Increment
Revenue Obligations for the redevelopment of 1690 Elm
Street
SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Adopt
Resolution(s)
ATTACHMENTS:
Description Type
Metx Development Agreement-MVM Memo City Manager Memo
Staff Memo Staff Memo
Development Agreement Supporting Documentation
Resolution of Approval Resolutions
Dubuque
THE CITY OF
III1ij B E All-America City
Masterpiece on the Mississippi
2007•2012•2013•2017
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Approving a Development Agreement between the City of Dubuque and
Metx, LLC to Redevelop Property at 1690 Elm Street
DATE: October 11, 2017
Economic Development Director Maurice Jones recommends City Council approval of a
Development Agreement between the City of Dubuque and Metx, LLC, to redevelop
property at 1690 Elm Street.
The plans for this building and adjacent properties will create a medical campus,
including the Crescent Community Health Center, at a cost of at least $9 million, to be
completed by June 1, 2019.
The building will provide the space necessary for the Health Center's expansion. The
City will be selling some City-owned parcels to Metx developers so they can create the
needed parking. The Developer has also agreed to provide easements to the City for
utilities and a proposed bike/hike trail on portions of the property. This allows the City to
continue its work of connecting the northern portions of Heritage Trail along the Bee
Branch to the more southern portions of that trail, and to the trail along the Peosta
Channel.
The proposed Development Agreement provides for several incentives to encourage
the $9 million redevelopment of the property. The key elements are as follows:
1. Facade, Design & Planning, and Financial Consultant grants totaling up to a
maximum of$35,000, which will be funded from available Downtown TIF cash
balance; and
2. 10 years of Tax Increment Finance (TIF) rebates of property tax increases, plus
an additional tax rebate of$49,887.84 (in year 11), which is the current value of
City properties being deeded to the Developer.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
Ltia wit
Mic ael C. Van Milligen
MCVM:jh
Attachment
cc: Crenna Brumwell, City Attorney
Teri Goodmann, Assistant City Manager
Cori Burbach, Assistant City Manager
Maurice Jones, Economic Development Director
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Dubuque Economic Development Department
THE CITY OF batitl 50 West 13th Street
DUB E All-America Dubuque,Iowa 52001-4864
1 iiiir Office(563)589-4393
TTY(563)690-6678
http://www.cityofdubuque.org
Masterpiece on the Mississippi 2007•2012.2013
TO: Michael Van Milligen, City Manager
FROM: Maurice Jones, Economic Development Director
SUBJECT: Approving a Development Agreement between the City of Dubuque
and Metx, LLC to Redevelop Property at 1690 Elm Street
DATE: October 11, 2017
INTRODUCTION
This memorandum presents for City Council consideration and action the attached
resolution approving a Development Agreement between the City of Dubuque and
Metx, LLC.
BACKGROUND
The building at 1690 Elm Street has been underutilized for several years, with only 30%
of one floor currently being utilized. Metx, LLC (Developer) and one of its members,
Gary Carner, purchased the building and several adjacent parcels in 2015 and 2016
with the intention to develop the properties as one project.
DISCUSSION
The plans for this building and adjacent properties will create a medical campus,
including the Crescent Community Health Center, at a cost of at least $9 million, to be
completed by June 1, 2019.
The building will provide the space necessary for the Health Center's expansion, and
the land being sold by City to Developer will be used for parking. The Developer has
also agreed to provide easements to the City for utilities and a proposed bike/hike trail
on portions of the property. This allows the City to continue its work of connecting the
northern portions of Heritage Trail along the Bee Branch to the more southern portions
of that trail, and to the trail along the Peosta Channel.
The proposed Development Agreement provides for several incentives to encourage
the $9 million redevelopment of the property. The key elements are as follows:
1 . Facade, Design & Planning, and Financial Consultant grants totaling up to a
maximum of$35,000; and
2. 10 years of Tax Increment Finance (TIF) rebates of property tax increases, plus
an additional tax rebate of$49,887.84 in year 11 , which is the current value of
City properties being deeded to the Developer.
Additional terms and conditions of the disposition of the property are included within the
attached Development Agreement. Public hearings will be necessary for the final
disposition of the City owned real estate in the near future and to approve the tax
increment financing obligations in the Agreement.
BUDGET IMPACT
The $35,000 in grants will be funded from available Greater Downtown TIF cash
balance.
RECOMMENDATION / ACTION STEP
Based on the importance of keeping an expanded Crescent Community Health Center
in the downtown area and the City's goal to assist in redeveloping the downtown
Washington Neighborhood area, I recommend that the City Council approve the
Development Agreement between the City of Dubuque and Metx, LLC for the
redevelopment of 1690 Elm Street and adjacent property by adopting the attached
Resolution.
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Prepared by: Jill Connors, Economic Development, 50 W. 13th Street, Dubuque IA 52001, 563 589-4393
Return to: Jill Connors, Economic Development, 50 W. 13th Street, Dubuque IA 52001, 563 589-4393
RESOLUTION NO. 336-17
APPROVING A DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF
DUBUQUE, IOWA AND METX, LLC PROVIDING FOR THE ISSUANCE OF URBAN
RENEWAL TAX INCREMENT REVENUE OBLIGATIONS FOR THE
REDEVELOPMENT OF 1690 ELM STREET
WHEREAS, Metx, LLC is the owner of the following described real estate (the
Developer Property):
Lots 177, 178, 179, 180 and 181, and,
the westerly 65 feet of lots 222, 223, 224, 225 and 226;
all in East Dubuque, an Addition to the City of Dubuque, Iowa, according to the
recorded Plat thereof, subject to easements of record.
The Northeasterly 35 feet of Lots 222, 223, 224, 225 and 226 in East Dubuque, an
Addition to the City of Dubuque, Iowa, according to the recorded Plat thereof,
subject to easements of record.
The vacated alley abutting Lots 177, 178, 179, 180 and 181, and the westerly 65
feet of lots 222, 223, 224, 225 and 226, in East Dubuque, an Addition to the City
of Dubuque, Iowa, according to the recorded Plat thereof, subject to easements of
record .
The Northerly half of Lot 175 in East Dubuque, an Addition to the City of Dubuque,
Iowa, according to the recorded Plat thereof, subject to easements of record.
Lot 176, and the Southerly half of Lot 175 in East Dubuque, an Addition to the City
of
Dubuque, Iowa, according to the recorded Plat thereof, subject to easements of
record.
S 1/2 OF LOT 174 EAST DUBUQUE ADD
N 1/2 OF LOT 174 EAST DUBUQUE ADD
S 257' OF LOT 173 EAST DUBUQUE ADD
WHEREAS, City is the owner of the following described real estate (the City
Property):
Lot 1 of Marde Place in the City of Dubuque, Iowa
Lot 176A of East Dubuque Addition
All that portion of the 20 -foot alley between Elm Street and Pine Street lying north
of East 17th Street and south of East 18th Street (20' wide alley)
WHEREAS, the Developer Property and City Property are located within the
Greater Downtown Urban Renewal District (the Project Area); and
WHEREAS, the City Property will be conveyed to Metx, LLC. subject to a public
hearing on the disposition of municipally -owned real estate and the issuance of tax
increment finance obligations; and
WHEREAS, Developer has undertaken the redevelopment of a building located on
the Developer Property; and
WHEREAS, Developer intends to redevelop the City Property as well; and
WHEREAS, Developer has substantial expertise in redevelopment of buildings
located in the City; and
WHEREAS, Developer will make an additional capital investment in building
improvements, equipment, furniture and fixtures in the Developer Property (the Project);
and
WHEREAS, as of this time there has been prepared and approved by City an
Urban Renewal Plan for the Project Area consisting of the Urban Renewal Plan for the
Greater Downtown Urban Renewal District, approved by the City Council of City on May
18, 1967, and as subsequently amended through and including the date hereof (the
Urban Renewal Plan); and
WHEREAS, a copy of the Urban Renewal Plan, as constituted on the date of this
Agreement, is on file with the City of Dubuque City Clerk and the Dubuque County Auditor;
and
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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 5, 2017, City has the authority to enter into contracts and agreements to implement
the Urban Renewal Plan, as amended; and
WHEREAS, it is the determination of the City Council that approval of the
Development Agreement, for redevelopment of the Property by Metx, LLC according to
the terms and conditions set out in the Development Agreement is in the public interest
of the City of Dubuque.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. That the Development Agreement by and between the City of
Dubuque and Metx, LLC, a copy of which is attached hereto, is hereby approved subject
to the public hearings required by law for the disposition on municipally owned -real estate
and approval of tax increment financing obligations.
Section 2. That the Mayor is hereby authorized and directed to execute the
Development Agreement on behalf of the City of Dubuque and the City Clerk is authorized
and directed to attest to his signature.
Section 3. That the City Manager is authorized to take such actions as are
necessary to comply with the terms of the Development Agreement as herein approved.
Passed, approved and adopted this 12th day of Qtober, 2017.
Attest:
Kei'n . Firnsfafl, Cit Clerk
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Roy Buol, Mayor `
DEVELOPMENT AGREEMENT
BETWEEN
THE CITY OF DUBUQUE, IOWA,
AND
METX, LLC
THIS AGREEMENT, dated for reference purposes the . day of
2017, by and among the City of Dubuque, Iowa, a municipality (City), es ablished
pursuant to the Iowa Code and acting under authorization of Iowa Code Chapter 403,
as amended (Urban Renewal Act), and Metx, LLC, an Iowa limited liability company
with its principal place of business in Dubuque, Iowa (Developer).
WITNESSETH:
WHEREAS, Developer is the owner of the following described real estate (the
Developer Property):
Lots 177, 178, 179, 180 and 181, and,
the westerly 65 feet of lots 222, 223, 224, 225 and 226;
all in East Dubuque, an Addition to the City of Dubuque, Iowa, according to the
recorded Plat thereof, subject to easements of record.
The Northeasterly 35 feet of Lots 222, 223, 224, 225 and 226 in East Dubuque,
an Addition to the City of Dubuque, Iowa, according to the recorded Plat thereof,
subject to easements of record.
The vacated alley abutting Lots 177, 178, 179, 180 and 181, and the westerly 65
feet of lots 222, 223, 224, 225 and 226, in East Dubuque, an Addition to the City
of Dubuque, Iowa, according to the recorded Plat thereof, subject to easements
of record.
The Northerly half of Lot 175 in East Dubuque, an Addition to the City of
Dubuque, Iowa, according to the recorded Plat thereof, subject to easements of
record .
Lot 176, and the Southerly half of Lot 175 in East Dubuque, an Addition to the
City of Dubuque, Iowa, according to the recorded Plat thereof, subject to
easements of record.
S 1/2 OF LOT 174 EAST DUBUQUE ADD
N 1/2 OF LOT 174 EAST DUBUQUE ADD
S 25.7' OF LOT 173 EAST DUBUQUE ADD
101117cmb
WHEREAS, City is the owner of the following described real estate (the City
Property):
Lot 1 of Marde Place in the City of Dubuque, Iowa
Lot 176A of East Dubuque Addition
All that portion of the 20 -foot alley between Elm Street and Pine Street lying
north of East 17th Street and south of East 18th Street (20' wide alley)
WHEREAS, the Developer Property and City Property are located within the
Greater Downtown Urban Renewal District (the Project Area); and
WHEREAS, as of the date of this Agreement there has been prepared and
approved by City an Urban Renewal Plan for the Project Area consisting of the Urban
Renewal Plan for the Greater Downtown Urban Renewal District, approved by the City
Council of City on May 18, 1967, and as subsequently amended through and including
the date hereof (the Urban Renewal Plan) attached hereto as Exhibit A; and
WHEREAS, a copy of the Urban Renewal Plan, as constituted on the date of this
Agreement, is on file with the City of Dubuque City Clerk and the Dubuque County
Auditor; and
WHEREAS, Developer has substantial expertise in redevelopment of buildings
located in the City; and
WHEREAS, Developer has undertaken the redevelopment of a building located
on the Developer 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 Developer Property (the Project);
and
WHEREAS, pursuant to Iowa Code Section 403.6(1), and in conformance with
the Urban Renewal Plan for the Project Area adopted on May 18, 1967 and last
amended on June 5, 2017, City has the authority to enter into contracts and
agreements to implement the Urban Renewal Plan, as amended; and
WHEREAS, the Dubuque City Council believes it is in the best interests of the
City to encourage Developer in the development of the City Property and Developer
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
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hereby agree as follows:
SECTION 1. CONVEYANCE OF CITY PROPERTY TO DEVELOPER
1.1 Purchase Price. City agrees to sell and Developer agrees to purchase the City
Property shown on Exhibit L for the Purchase Price of $49,887.84 subject to
compliance with the Iowa Code requirements for disposition of municipally owned real
estate. The Purchase Price will go to the Sales Tax Increment Fund as the City
Property was originally purchased with Sales Tax Increment funding.
1.2 Title to Be Delivered. City agrees to convey good and marketable fee simple title
in the City Property to Developer subject only to easements, restrictions, conditions,
and covenants of record as of the date hereof to the extent not objected to by
Developer as set forth in this Agreement. City will also reserve utility and bike trail
easements as shown on Exhibit L.
1.3 Additional Easements. For no additional consideration Developer agrees to grant
to City bike trail easements as approximated and shown on Exhibit M on terms
acceptable to City. The easements shown on Exhibit M shall be granted within 120
days of formal request by City.
1.4 City, at its sole cost and expense, shall deliver to Developer an abstract of title to
the City Property continued through the date of this Agreement reflecting merchantable
title in City in conformity with this Agreement and applicable state law. The abstract
shall be delivered together with full copies of any and all encumbrances and matters of
record applicable to the City Property, and such abstract shall become the property of
Developer when the Purchase Price is paid in full in the manner as aforesaid.
1.5 Closing. The Closing shall take place on the Closing Date which shall be the
30th day of November 2017, or such other date as the parties shall agree in writing but
in no event, shall the Closing Date be later than the 31st day of January, 2018.
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.
1.6 Developer shall have until time of the Closing to render objections to title,
including any easements or other encumbrances not satisfactory to Developer, in
writing to City. Developer agrees, however, to review the Abstract promptly following
Developer's receipt of the Abstract and to promptly provide City with any objections to
title identified therein. Nothing herein shall be deemed to limit Developer's rights to
raise new title objections with respect to matters revealed in any subsequent title
examinations and surveys and which were not identified in the Abstract provided by the
City. City shall promptly exercise its best efforts to have such title objections removed
or satisfied and shall advise Developer of intended action within ten (10) days of such
action. If City shall fail to have such objections removed as of the Closing, or any
extension thereof consented to by Developer, Developer may, at its sole discretion,
either (a) terminate this Agreement without any liability on its part, and any sums
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previously paid to City by Developer (or paid into escrow for City's benefit) shall be
returned to Developer with interest, or (b) take title subject to such objections. City
agrees to use its best reasonable efforts to promptly satisfy any such objections.
1.7 Representations and Warranties of City. In order to induce Developer to enter
into this Agreement and purchase the City Property, City hereby represents and
warrants to Developer that to the best of City's knowledge:
(1) There is no action, suit or proceeding pending, or to the best of City's knowledge,
threatened against City which might result in any adverse change in the City Property
being conveyed or the possession, use or enjoyment thereof by Developer, including,
but not limited to, any action in condemnation, eminent domain or public taking.
(2) 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 City 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 City Property and there are no pending or
intended public improvements or special assessments affecting the City Property which
will result in any charge or lien be levied or assessed against the City Property.
(3) All leases, contracts, licenses, and permits between City and third parties in
connection with the maintenance, use, and operation of the City Property have been
provided to Developer and City has provided true and correct copies of all such
documents to Developer.
(4) City has good and marketable fee simple title interest in the City Property.
(5) The City Property has a permanent right of ingress or egress to a public roadway
for the use and enjoyment of the City Property.
(6) There are no notices, orders, suits, judgments or other proceedings relating to
fire, building, zoning, air pollution, health violations or other matters that have not been
corrected. City has notified Developer in writing of any past notices, orders, suits,
judgments or other proceedings relating to fire, building, zoning, air pollution or health
violations as they relate to the City Property of which it has actual notice. The City
Property is in material compliance with all applicable zoning, fire, building, and health
statutes, ordinances, and regulations.
(7) Payment has been made for all labor or materials which have been furnished to
the City Property or will be made prior to the Closing so that no lien for labor performed
or materials furnished can be asserted against the City Property.
(8) The City Property will, as of the Closing Date, be free and clear of all liens,
security interests, and encumbrances.
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(9) The execution, delivery and performance of this Agreement and the
consummation of the transactions contemplated by this Agreement do not and shall not
result in any material breach of any terms or conditions of any mortgage, bond,
indenture, agreement, contract, license, or other instrument or obligation to which City
is a party or by which either the City or the City Property being conveyed are bound, nor
shall the execution, delivery and performance of this Agreement violate any statute,
regulation, judgment, writ, injunction or decree of any court threatened or entered in a
proceeding or action in which City may be bound or to which either City or the City
Property being conveyed may be subject.
(10) Prior to closing, City will have duly obtained all necessary approvals and
consents for its execution, delivery and performance of this Agreement, and will have
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
C.
(11) The City Property is free and clear of any occupants, and no party has a lease to
or other occupancy or contract right in the City Property that shall in any way be binding
upon the City Property or Developer.
(12) City shall exercise its best efforts to assist Developer in the development
process.
(13) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(14) With respect to the period to and during which City has owned or occupied the
City Property, and to City's knowledge after reasonable investigation with respect to the
time before City owned or occupied the City Property, no person or entity has caused or
permitted materials to be stored, deposited, treated, recycled, or disposed of on, under
or at the City Property, which materials, if known to be present, would require cleanup,
removal or some other remedial action under environmental laws.
(15) The City Property is presently zoned to accommodate Developer's intended
improvements.
(16) The representations and warranties contained in this Section shall be correct in
all respects on and as of the Closing with the same force and effect as if such
representations and warranties had been made on and as of the Closing Date.
1.8 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:
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(1) The representations and warranties made by City in Section 1.7 shall be correct
as of the Closing Date with the same force and effect as if such representations were
made at such time. At the Closing, City shall deliver a certificate in the form of Exhibit
H.
(2) Title to the City Property shall be in the condition warranted in Section 1.4.
(3)
Developer, in its sole and absolute discretion, having completed and approved of
any inspections done by Developer hereunder.
(4) Developer having obtained any and all necessary governmental approvals,
including without limitations approval of zoning, subdivision, or platting which might be
necessary or desirable in connection with the sale, transfer and development of the City
Property. Any conditions imposed as a part of the zoning, platting or subdivision must
be satisfactory to Developer, in its sole opinion. City shall cooperate with Developer in
attempting to obtain any such approvals and shall execute any documents necessary
for this purpose, provided that City shall bear no expense in connection therewith. In
connection therewith, the City agrees (a) to review all of Developer's plans and
specifications for the project and to either reject or approve the same in a prompt and
timely fashion; (b) to issue a written notification to Developer, following City's approval
of same, indicating that the City has approved such plans and specifications, and that
the same are in compliance with the Urban Renewal Plan and developer agrees to
comply with any amendments to the Urban Renewal Plan, this Agreement and any
other applicable City or affiliated agency requirements, with the understanding that
Developer and its lenders shall have the right to rely upon the same in proceeding with
the project; (c) to identify in writing within ten (10) working days of submission of said
plans and specifications, any and all permits, approvals and consents that are legally
required for the acquisition of the City Property by Developer, and the construction, use
and occupancy of the project with the intent and understanding that Developer and its
lenders and attorneys will rely upon same in establishing their agreement and time
frames for construction, use and occupancy, lending on the project and issuing legal
opinions in connection therewith; and (d) to cooperate fully with Developer to streamline
and facilitate the obtaining of such permits, approvals and consents.
(5) Prior to Closing, City will have completed all required notice to or prior approval,
consent or permission of any federal, state, municipal or local governmental agency,
body, board or official to the sale of the City Property; and consummation of the Closing
by City shall be deemed a representation and warranty that it has obtained the same.
(6) Developer and City shall be in material compliance with all the terms and
provisions of this Agreement.
(7) 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
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conformance with the Construction Plans (as defined herein), or City shall have
received such other evidence of such party's financial ability as in the reasonable
judgment of City is required.
(8) Receipt of an opinion of counsel to Developer in the form attached hereto as
Exhibit D.
(9) Developer shall have the right to terminate this Agreement at any time prior to
the consummation of the closing on the Closing Date if Developer determines in its sole
discretion that conditions necessary for the successful completion of the Project
contemplated herein have not been satisfied to the full satisfaction of such party in such
party's sole and unfettered discretion. Upon the giving of notice of termination by such
terminating party to the other parties to this Agreement, this Agreement shall be
deemed null and void.
1.9 City's Obligations at Closing. At or prior to Closing Date, City shall:
(1) Deliver to Developer City's duly recordable Special Warranty Deed to the City
Property (in the form attached hereto as Exhibit F (the Deed) conveying to Developer
marketable fee simple title to the City Property and all rights appurtenant thereto,
subject only to easements, restrictions, conditions and covenants of record as of the
date hereof and not objected to by Developer as set forth in this Agreement.
(2) Deliver to Developer the Abstract of Title to the City Property.
(3) Deliver to Developer such other documents as may be required by this
Agreement, all in a form satisfactory to Developer.
1.10 Delivery of Purchase Price; Obligations At Closing. At Closing, and subject to
the terms, conditions, and provisions hereof and the performance by City of its
obligations as set forth herein, Developer shall pay the Purchase Price to City pursuant
to Section 1.1 hereof.
1.11 Closing Costs. The following costs and expenses shall be paid in connection
with the closing:
(1) City shall pay:
(a) The transfer fee, if any, imposed on the conveyance.
(b) A pro -rata portion of all taxes as provided in Section 1.12.
(c) All special assessments, if any, whether levied, pending, or
assessed.
(d) City's attorney's fees, if any.
(e) City's broker and/or real estate commissions and fees, if any.
(f) The cost of recording the satisfaction of any existing mortgage and
any other document necessary to make title marketable.
(2) Developer shall pay the following costs in connection with the closing:
(a) The recording fee necessary to record the Deed.
(b) Developer's attorneys' fees.
(c) Developer's broker and/or real estate commissions and fees, if any.
(d) A pro -rata portion of all taxes as provided in Section 1.12.
1.12 Real Estate Taxes. City shall pay all real estate taxes for all fiscal years prior to
the fiscal year in which Closing Date occurs. Real estate taxes for the fiscal year in
which Closing Date occurs shall be prorated between City and Developer to Closing
Date on the basis of a 365 -day calendar year. Developer shall pay or cause to be paid
all real estate taxes due in subsequent fiscal years. Any proration of real estate taxes
on the City Property shall be based upon such taxes for the year currently payable.
SECTION 2. DEVELOPMENT ACTIVITIES
2.1 Required Minimum Improvements.
(a) Building Improvements. Developer will make a capital investment of not
less than nine million dollars ($9,000,000) to acquire and improve the City
Property and the Developer Property (the Minimum Improvements). These
Minimum Improvements include creating 68,000 square feet of office and
medical space for the creation of a medical campus, including the Crescent
Community Health Center.
(b) Parking Improvements. Developer will construct a parking lot and all
pavement markings, signage, and associated landscaping, lighting, and
irrigation, which shall be subject to review and approval at the City's sole
discretion.
2.2 Plans for Construction of Minimum Improvements. Plans and specifications with
respect to the development of the City Property and the Developer 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,
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specifications, and related documents with respect to the improvements to be
constructed by Owner on the City Property and the Developer Property by not later than
June 1, 2017. All work with respect to the Minimum Improvements shall be in
substantial conformity with the Construction Plans approved by City or any
amendments to the Plan approved by City.
2.3 Timing of Minimum Improvements. Developer hereby agrees that construction of
the Minimum Improvements on the City Property and the Developer Property shall be
commenced within thirty (30) days after the Closing Date, and shall be substantially
completed by June 1, 2019. 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.
2.4 Certificate of Completion. Promptly following the request of Developer upon
completion of the Minimum Improvements, City shall furnish Developer with an
appropriate instrument so certifying. Such certification (the Certificate of Completion)
shall be in recordable form 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 Citv Improvements. Subject to terms of this Agreement and compliance with
applicable Iowa law, including, but not limited to, the holding of public hearings on
proposed plans, specifications and forms of contract, and as otherwise provided for in
this Agreement, City hereby agrees to design, bid and construct, or engage a qualified
contractor to construct the public utility improvements in the vacated 17th Street corridor
abutting Developer Property on or before December 31, 2017 (the City Improvements):
17th Street storm sewer and fiber optic conduit.
3.2 Economic Development Grants.
(1) 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, as follows:
November 1, 2021 May 1, 2022
9
November 1, 2022
November 1, 2023
November 1, 2024
November 1, 2025
November 1, 2026
November 1, 2027
November 1, 2028
November 1, 2029
November 1, 2030
May 1, 2023
May 1, 2024
May 1, 2025
May 1, 2026
May 1, 2027
May 1, 2028
May 1, 2029
May 1, 2030
May 1, 2031
pursuant to Iowa Code Section 403.9 of the Urban Renewal Law, in amounts
equal to the actual amount of 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 City Property and Developer Property and 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 City Property and Developer Property above the assessment of
January 1, 2017 ($772,405.00 total value, with the City Property valued at
$54,300.00, and Developer Property valued at $718,105.00). Developer
recognizes and agrees that the Economic Development Grants shall be paid
solely and only from the incremental taxes collected by City in respect to the City
Property and Developer Property and Minimum Improvements, which does not
include property taxes collected for the payment of bonds and interest of each
taxing district, and taxes for the regular and voter -approved physical plant and
equipment levy, instructional support levy, and 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.
City shall make an additional payment of $49,887.84 to Developer subject to all
of the terms and conditions in this Section 3.2 on November 1, 2031.
(2) To fund the Economic Development Grants, City shall certify to the
County prior to December 1, 2020, and each year thereafter, its request for the
available Developer Tax Increments resulting from the assessments imposed by
the County as of January 1 of that year, to be collected by City as taxes are paid
during the following fiscal year and which shall thereafter be disbursed to
Developer on November 1 and May 1 of that fiscal year. (Example: If City so
certifies by December 1, 2020, the Economic Development Grants in respect
thereof would be paid to Developer on November 1, 2021, and May 1, 2022).
(3) The Economic Development Grants shall be payable from and secured
solely and only by the Developer Tax Increments paid to City that, upon receipt,
10
shall be deposited and held in a special account created for such purpose and
designated as the Metx, LLC TIF Account of City. City hereby covenants and
agrees to maintain its TIF ordinance in force during the term and to apply the
incremental taxes collected in respect of the City Property and the Developer
Property and Minimum Improvements and allocated to the Metx, LLC TIF
Account to pay the Economic Development Grants, as and to the extent set forth
in Section 3.2(1) hereof. The Economic Development Grants shall not be
payable in any manner by other tax increments revenues or by general taxation
or from any other City funds. City makes no representation with respect to the
amounts that may be paid to Developer as the Economic Development Grants in
any one year and under no circumstances shall City in any manner be liable to
Developer so long as City timely applies the Developer Tax Increments actually
collected and held in the Metx, LLC 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.
(4) City shall be free to use any and all tax increment revenues collected in
respect of other properties within the Project Area, 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.
(5) All of City's obligations under this Agreement, including but not limited to
City's obligation 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.
3.3 Downtown Rehabilitation Incentives
(1) 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
City Property and Developer Property on the terms and conditions set
forth in Exhibit K. 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.
(2) 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 facade renovations to the Developer
Property to eliminate inappropriate additions or alterations and to restore
the facade to its historic appearance, or to rehabilitate the facade to
11
(3)
include new windows, paint, signage, awnings, etc., to improve the overall
appearance of the Developer Property, and the costs of landscaping or
screening with fencing or retaining walls if such landscaping or screening
improves the City Property and Developer Property adjacent to the public
right-of-way, on the terms and conditions set forth in Exhibit K.
Financial Consultant Grant. City agrees to provide a matching (1:1) 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 set forth in Exhibit K.
Such funds will be disbursed only on completion of the Minimum
Improvements, documentation of costs and an inspection of the
completed Project.
(4) Written requests for payment of grant funds must be submitted to the
Economic Development Department together with all required
documentation.
SECTION 4. NON- APPROPRIATION / LIMITED SOURCE OF FUNDING.
4.1 Non -Appropriation. Notwithstanding anything in this Agreement to the contrary,
the obligation of City to pay any installment of the Economic Development Grants from
the pledged tax increment revenues 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 within 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 of
City as provided in this Section. 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 in the next fiscal year under this
Agreement.
In the event the City Council of City 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 Grants due and payable in that future fiscal year, then City
shall have no further obligation to Developer for the payment of any installments due in
that future fiscal year which cannot be paid with the funds then appropriated for that
purpose.
4.2 The right of non -appropriation reserved to City in this Section 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
12
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, and to this end the provisions of this Agreement are
severable.
SECTION 5. COVENANTS OF DEVELOPER.
5.1 The Minimum Improvements shall conform to the U.S. Secretary of the Interior's
Standards for Rehabilitation. If the Project is not awarded Historic Tax Credits, the U.S.
Secretary of the Interior's Standards for Rehabilitation will be interpreted by City
Planning staff, at its sole discretion, for the Exterior Improvements.
5.2 This section intentionally left blank.
5.3 Books and Records. During the term of this Agreement, Developer shall keep at
all times 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 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.
5.4 Real Property Taxes. From and after the Closing Date, Developer shall pay or
cause to be paid, when due and before delinquency, all real property taxes and
assessments payable with respect to all and any parts of the City Property and the
Developer Property unless Developer's obligations have been assumed by another
person pursuant to the provisions of this Agreement.
5.5 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 City Property or the Developer 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.
5.6 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):
13
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.
(2) Upon completion of construction of the Minimum Improvements and up to
the Termination Date, Developer shall maintain, or cause to be maintained, at its
cost and expense (and from time to time at the request of City shall furnish proof
of insurance in the form of a certificate of insurance) 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) Developer agrees to notify City immediately in the case of damage
exceeding $50,000.00 in amount to, or destruction of, the Minimum
Improvements or any portion thereof resulting from fire or other casualty. The net
proceeds of any such insurance (the Net Proceeds) shall be paid directly to
Developer as its interests may appear, and Developer shall forthwith repair,
reconstruct and restore the Minimum Improvements to substantially the same or
an improved condition or value as they existed prior to the event causing such
damage and, to the extent necessary to accomplish such repair, reconstruction
and restoration, Developer shall apply the Net Proceeds of any insurance
relating to such damage received by Developer to the payment or
reimbursement of the costs thereof, subject, however, to the terms of any
mortgage encumbering title to the City Property and the Developer Property (as
its interests may appear). Developer shall complete the repair, reconstruction
and restoration of Minimum Improvements whether or not the Net Proceeds of
insurance received by Developer for such Purposes are sufficient.
5.7 Preservation of City Property and Developer Property. During the term of this
Agreement, Developer shall maintain, preserve and keep, or cause others to maintain,
preserve and keep, Minimum Improvements in good repair and working order, ordinary
wear and tear excepted, and from time to time shall make all necessary repairs,
replacements, renewals and additions. Nothing in this Agreement, however, shall be
deemed to alter any agreements between Developer or any other party including,
without limitation, any agreements between the parties regarding the care and
maintenance of the City Property and the Developer Property.
5.8 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.
14
5.9 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.
5.10 Non -Transferability. During the Term of this Agreement, this Agreement may not
be assigned by Developer nor may any portion of the City Property or the Developer
Property be sold or otherwise transferred by Developer without the prior written consent
of City in City's sole discretion. City has no obligation to consent to any assignment or
sale.
5.11 Restrictions on Use. Developer agrees for itself, and its successors and assigns,
and every successor in interest to the City Property and Developer Property or any part
thereof that they, and their respective successors and assigns, shall:
(1) Devote the City Property and the Developer 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 City Property and the Developer Property
as a medical campus 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 City Property and the Developer 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).
5.12 Release and Indemnification Covenants.
(1) Developer releases City and the governing body members, officers,
agents, servants and employees thereof (hereinafter, for purposes of this
Section, the Indemnified Parties) from and covenants and agrees that the
15
Indemnified Parties shall not be liable for, and agrees to indemnify, defend and
hold harmless the Indemnified Parties against any loss or damage to property or
any injury to or death of any person occurring at or about or resulting from any
defect in the Minimum Improvements.
(2) Except for any gross negligence, willful misrepresentation or any willful or
wanton misconduct or any unlawful act of the Indemnified Parties, Developer
agrees to protect and defend the Indemnified Parties, now or forever, and further
agrees to hold the Indemnified Parties harmless, from any claim, demand, suit,
action or other proceedings whatsoever by any person or entity whatsoever
arising or purportedly arising from (1) any violation of any agreement or condition
of this Agreement (except with respect to any suit, action, demand or other
proceeding brought by Developer against City based on an alleged breach of
any representation, warranty or covenant of City under this Agreement and/or to
enforce its rights under this Agreement); or (2) the acquisition, construction,
installation, ownership, and operation of the Minimum Improvements or (3) the
condition of the City Property and any hazardous substance or environmental
contamination located in or on the City Property, caused and occurring after
Developer takes possession of the City Property.
(3) The Indemnified Parties shall not be liable to Developer for any damage
or injury to the persons or property of Developer or its officers, agents, servants
or employees or any other person who may be on, in or about the Minimum
Improvements due to any act of negligence of any person, other than any act of
negligence on the part of any such Indemnified Party or its officers, agents,
servants or employees.
(4) All covenants, stipulations, promises, agreements and obligations of City
contained herein shall be deemed to be the covenants, stipulations, promises,
agreements and obligations of City, and not of any governing body member,
officer, agent, servant or employee of City in their individual capacity thereof.
(5) The provisions of this Section shall survive the termination of this
Agreement.
5.13 Compliance with Laws. Developer shall comply with all laws, rules and
regulations relating to its businesses, other than laws, rules and regulations for which
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 6. EVENTS OF DEFAULT AND REMEDIES.
6.1 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:
16
(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
City Property and Developer 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 in any portion of the City Property
and Developer Property or the Minimum Improvements in violation of the
provisions of this Agreement.
(4) Failure by Developer to substantially observe or perform any other
material covenant, condition, obligation or agreement on its part to be observed
or performed under this Agreement.
(5)
Failure by Developer to pay the Purchase Price.
62 Remedies on Default by Developer. Whenever any Event of Default referred to
in Section 6.1 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
Developer (and the holder of any mortgage encumbering any interest in the City
Property and Developer 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 the 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 its default and continue its performance under this Agreement;
(2) Until the Closing Date, City may cancel and rescind this Agreement;
(3) City may withhold the Certificate of Completion; or
(4) 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.
6.3 Revesting of Title.
17
(1) Re-vesting Title in City Upon Happening of Event Subseauent to
Conveyance to Developer and Prior to Issuance of Certificate of Completion. In
the event that, subsequent to conveyance of the City Property to Developer by
City and prior to receipt by Developer of the Certificate of Completion, but
subject to the terms of the mortgage granted by Developer to secure a loan
obtained by Developer from a commercial lender or other financial institution to
fund the acquisition of the City Property or construction of Minimum
Improvements (First Mortgage), an Event of Default under Section 6.1 (1)
through (4) of this Agreement occurs and is not cured within the times specified
in Section 6.2, then City shall have the right to re-enter and take possession of
the City Property and any portion of the Minimum Improvements thereon and to
terminate (and re-vest in City pursuant to the provisions of this Section 6.3
subject only to any superior rights in any holder of the First Mortgage) the estate
conveyed by City to Developer, it being the intent of this provision, together with
other provisions of this Agreement, that the conveyance of City Property to
Developer shall be made upon the condition that (and the Deed shall contain a
condition subsequent to the effect that), in the event of default under Section 6.1
(1) through (4) on the part of Developer and failure on the part of Developer to
cure such default within the period and in the manner stated herein, City may
declare a termination in favor of City of the title and of all Developer's rights and
interests in and to City Property conveyed to Developer, and that such title and
all rights and interests of Developer, and any assigns or successors in interests
of Developer, and any assigns or successors in interest to and in City Property,
shall revert to City (subject to the provisions of Section 6.3 of this Agreement),
but only if the events stated in Section 6.1 of this Agreement have not been
cured within the time period provided above, or, if the events cannot be cured
within such time periods, Developer does not provide assurance to City,
reasonably satisfactory to City, that the events will be cured as soon as
reasonably possible.
(2) Re-vesting Title under Other Circumstances. In the event that,
subsequent to the issuance of the Certificate of Completion to Developer but
subject to the terms of the mortgage granted by Developer to secure a loan
obtained by Developer from a commercial lender or other financial institution to
fund the acquisition of the City Property or construction of Minimum
Improvements (First Mortgage), an Event of Default under Section 6.1(5) of this
Agreement occurs and is not cured within the times specified in Section 6.2, then
City shall have the right to re-enter and take possession of the City Property and
any portion of the Minimum Improvements thereon and to terminate (and re-vest
in City pursuant to the provisions of this Section 6.3 subject only to any superior
rights in any holder of the First Mortgage) the estate conveyed by City to
Developer in the City Property , it being the intent of this provision, together with
other provisions of this Agreement, that the conveyance of the City Property to
Developer shall be made upon the condition that (and the Deed shall contain a
condition subsequent to the effect that), in the event of default under Section
6.1(5) on the part of Developer and failure on the part of Developer to cure such
default within the period and in the manner stated herein, City may declare a
18
termination in favor of City of the title and of all Developer's rights and interests
in and to the City Property conveyed to Developer, and that such title and all
rights and interests of Developer, and any assigns or successors in interests of
Developer, and any assigns or successors in interest to and in the City Property,
shall revert to City (subject to the provisions of Section 6.3 of this Agreement),
but only if the events stated in Section 6.1(5) of this Agreement have not been
cured within the time period provided above, or, if the events cannot be cured
within such time periods, Developer does not provide assurance to City,
reasonably satisfactory to City, that the events will be cured as soon as
reasonably possible.
6.4 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.
6.5 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.
6.6 Agreement to Pav 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, 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.
6.7 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 performance under this Agreement until it receives assurances
from City, deemed adequate by Developer, that City will cure its default and continue its
performance under this Agreement.
SECTION 7. GENERAL TERMS AND PROVISIONS.
19
7.1 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:
(1) If to Developer:
Metx, LLC
Attn: Gary Carner
1664 Washington Street
Dubuque, Iowa 52001
Phone: 563-543-7424
With copy to:
Attorney
Flint Drake
300 Main Street, Suite 323
Dubuque, Iowa 52001
Phone: 563-557-8400
(2) 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, Iowa 52001
or at such other address with respect to any party as that party may, from time to time
designate in writing and forward to the other as provided in this Section.
7.2 Binding Effect. This Agreement shall be binding upon and shall inure to the
benefit of City and Developer and their respective successors and assigns.
7.3 Termination Date. This Agreement and the rights and obligations of the parties
hereunder shall terminate on December 1, 2031 (the Termination Date).
20
7.4 Execution By Facsimile. The parties agree that this Agreement may be
transmitted among them by facsimile machine or electronic transmission. The parties
intend that the faxed or electronic transmission signatures constitute original signatures
and that a faxed Agreement containing the signatures (original, faxed or electronically
transmitted) of all the parties is binding on the parties.
7.5 Memorandum of Development Agreement. City shall promptly record a
Memorandum of Development Agreement in the form attached hereto as Exhibit G 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.
CITY OF DUBUQUE, IOWA
METX, LLC
By:
Roy D. ol, Mayor ary ar er, Member
yin S. Firnstahl
City Clerk
21
(City Seal)
STATE OF IOWA
SS
COUNTY OF DUBUQUE
On this day of t / 20 , before me the undersigned, a Notary
Public in and for the said County and State, 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, 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
voluntar/ct and deed of said City, by it and by them voluntarily executed.
Notary Public
STATE OF IOWA
SS
COUNTY OF DUBUQUE
0 PAMELA J. MCCARRON
T Commission Numb r 772419
My Comm. Exp..
On this day of /"''%L 20 %before me the undersigned, a Notary
Public in and for the State of Iowa, personally appeared Gary Carner, to me personally
known, who, being by me duly sworn, did say that he is a Member of Metx, LLC, the
Iowa corporation executing the instrument to which this is attached and that as said
Member of Metx, LLC 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.
�irw a dy li7(Y
Notary Public
..., ,.. PAMELAJ.
ss.,-.J.._.McCARROW
...
Commission ‘""`
ion Num or772
.1.'°w My Comm. Exp.
LIST OF EXHIBITS
Exhibit A Urban Renewal Plan
[No Exhibit B]
Exhibit C City Attorney Certificate
Exhibit D Opinion of Counsel to Developer
[No Exhibit E]
Exhibit F Deed
Exhibit G Memorandum of Development Agreement
Exhibit H City Certificate
[No Exhibit I]
Exhibit J Certificate of Completion
Exhibit K Downtown Rehabilitation Grant Program Guidelines
Exhibit L City Property with Reserved Easements
Exhibit M Future Bike Trail Easement
EXHIBIT A
URBAN RENEWAL PLAN
A copy of the Plan and amendments is on filed in the Office of the City Clerk, City Hall, 50 West 13th
Street, Dubuque, Iowa
PrewrA by:
Relum "to:
Jilt Combrs, arty zif Outuque, 50 W. 13th Si -et, Duboque, IA 52001 (553) 58Q-4303
Kevin S. FimstahL, City of Ekkoque, 53 W. 13th Steet, Dubuque, IA 52001 (583) 52g-4121
AMENDED and RESTATED
URBAN RENEWAL PLAN
Greater Downtown Urban Renewal District
(including the former Downtown Dubuque, Joe Harbor, Kerper Boulevard, East rh
Street, Quebecor, Holy Ghost and Dubuque Brewing & Malting Urban Renewal
Districts)
City of Dubuque, Iowa
This Amended and Restated Urban Renewal Plan for the Greater Downtown Urban Renewal
District traces its beginnings to the merger of the Downtown Urban Renewal Area Project
Number Iowa R-15, originally established by Resolution 123-67 by the City Council of the City of
Dubuque, Iowa on May 18, 1967 and subsequentfy arrended and restated by Resolution 79-71
on March 15, 1971, by Resolution 73-74 on March 11, 1974, by Resolution 107-82 on May 3,
1982, by Resolution 191-84 on June 25, 1984, by Resolution 371-93 en December 6, 1993, by
Resolution 145-94 on Kay 2, 1994, by Resolution 479-97 on November 17, 1997, by Resolution
476-98 on October 19, 1998 and by Resolution 187-02 on April 1, 2002, with the Ice Harbor
Urban Renewal District, originally established by Resolution 403-89 of the City Council of the
City of Dubuque, lowa on December 18, 1989 and subsequently amended and restated by
Resolution 241-00 on June 5, 2000 and by Resolution 114-02 on March 4, 2002_ The Urban
Renewal Plan for the Greater Downtown Urban Renewal District resulting from that merger was
later amended by Resolution 170-04 on April 19, 2004, by Resolution 391-06 on August 21,
2006, by Resolution 108-07 on February 20th, 2007, by Resolution 597-07 on December 17,
2007, by Resolution 300-08 on September 2, 2008, by Resolution 393-09 on October 5, 2009,
and by Resolution 26-10 on July 19, 2010_ On May 2, 2011 the Kerper Boulevard Industrial
Park Economic Development District originally established by Resolution 274-94 on August
15, 1994 and the East 7th Street Economic Development District, originally established by
Resolution 144-97 on April 7, 1997 were merged into and became part of the Greater
Downturn Urban Renewal District, pursuant to Resolution 155-11 approved on May 2, 2011.
The Ouebecor Economic Development District, originally established by Resolution 479-02 on
September 16, 2002, was merged into and became part of the Greater Downtown Urban
Renewal District pursuant to Resolution 271-12 approved on October 1, 2012. The Urban
Renewal Plan for the Greater Downtown Urban Renewal District resulting from that merger and
amendment was thereafter amended and restated by Resolution 173-13 an June 03, 2013. The
Holy Ghost Urban Renewal District originally established by Resolution 234-11 on July 18,
2011 was merged into and became part of the amended and restated Greater Downtown Urban
Renewal District pursuant to Resolution 178-14 approved on June 16, 2014. The Urban
Renewal Plan for the Greater Downtown Urban Renewal District resulting from that merger was
later amended by Resolution 372-15 approved on October 19 2015. The Dubuque Brewing &
Malting Urban Renewal District, originally established by Resolution 301-08 approved on
September 2, 2008 and subsequently amended arid restated by Resolution 170-13 approved on
June 3, 2013, was merged into and became part of the Greater Downtown Urban Renewal
District pursuant to Resolution 401-16 approved on November 21, 2016.
By Resolution 90-17, adopted on March 6, 2017, the City Council approved and adopted an
Amended and Restated Urban Renewal Plan for the Greater Downtown Urban Renewal District
23
EXHIBIT C
CITY ATTORNEY'S CERTIFICATE
24
BARRY A. LINDAHL, ESQ.
CITY ATTORNEY
(DATE)
RE:
Dear
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
25
Very sincerely,
Barry A. Lindahl, Esq.
City Attorney
EXHIBIT D
OPINION OF DEVELOPER'S COUNSEL
26
Mayor and City Councilmembers
City Hall
13th 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 limited liability company organized and existing under the
laws of the State of 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.
27
Very truly yours,
28
29
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
Tax Statement to:
SPECIAL WARRANTY DEED
KNOW ALL MEN BY THESE PRESENTS: that the City of Dubuque, Iowa, a
municipal corporation of the State of Iowa (Grantor), in consideration of the Grantee
named below undertaking the obligations of the Developer under the Development
Agreement described below and the sum of and no/100
Dollars ($ ) in hand paid, and other good and valuable consideration, and
pursuant to the authority of Chapter 403, Code of Iowa, does hereby GRANT, SELL
AND CONVEY unto , an Iowa limited liability
company (Grantee), the following described parcel(s) situated in the County of
Dubuque, State of Iowa, to wit (the Property):
This Deed is exempt from transfer tax pursuant to Iowa Code section 428A.2(6).
This Deed is given pursuant to the authority of Resolution No.
City Council of the City of Dubuque adopted the day of
terms and conditions thereof, if any, having been fulfilled.
of the
, 20, the
This Deed is being delivered in fulfillment of Grantor's obligations under and is
subject to all the terms, provisions, covenants, conditions and restrictions contained in
that certain Development Agreement executed by Grantor and Grantee herein, dated
the day of , 20 (the Agreement), a memorandum of which was
recorded on the day of , 20, in the records of the Recorder of
Dubuque County, Iowa, Instrument Number
Promptly after completion of the improvements and payment in full of the
Purchase Price for the Property in accordance with the provisions of the Agreement,
Grantor will furnish Grantee with a Certificate of Completion in the form set forth in the
Agreement. Such certification by Grantor shall be, and the certification itself shall so
state, a conclusive determination of satisfaction and termination of the agreements and
covenants of the Agreement and of this Deed with respect to the obligation of Grantee,
30
and its successors and assigns, to construct improvements and the dates for the
beginning and completion thereof and pay the Purchase Price for the Property, it being
the intention of the parties that upon the granting and filing of the Certificate of
Completion that all restrictions, re -vesting of title, and reservations of title contained in
this Deed be forever released and terminated and that any remaining obligations of
Grantee pursuant to the Agreement shall be personal only.
All certifications provided for herein shall be in such form as will enable them to
be recorded with the County Recorder of Dubuque, Iowa. If Grantor shall refuse or fail
to provide any such certification in accordance with the provisions of the Agreement
and this Deed, Grantor shall, within twenty days after written request by Grantee,
provide Grantee with a written statement indicating in adequate detail in what respects
Grantee has failed to complete the improvements in accordance with the provisions of
the Agreement or is otherwise in default, and what measures or acts will be necessary,
in the opinion of Grantor, for Grantee to take or perform in order to obtain such
certification.
In the event that an Event of Default occurs under the Agreement and Grantee
herein shall fail to cure such default within the period and in the manner stated in the
Agreement, then Grantor shall have the right to re-enter and take possession of the
Property and to terminate and re -vest in Grantor the estate conveyed by this Deed to
Grantee, its assigns and successors in interest, in accordance with the terms of the
Agreement.
None of the provisions of the Agreement shall be deemed merged in, affected or
impaired by this Deed.
Grantor hereby covenants to warrant and defend the said premises against the
lawful claims of all persons whomsoever claiming by, through and under it.
Dated this of , 20_ at Dubuque, Iowa.
CITY OF DUBUQUE IOWA
Attest: By:
Roy D. Buol, Mayor
By:
Kevin S. Firnstahl, City Clerk
31
STATE OF IOWA
COUNTY OF DUBUQUE
)
)
)
SS
On this day of , 20_, before me a Notary Public in and
for said County, personally appeared Roy D. Buol and Kevin S. Firnstahl to me
personally known, who being duly sworn, did say that they are the Mayor and Acting
City Clerk, respectively of the City of Dubuque, Iowa, a Municipal Corporation, created
and existing under the laws of the State of Iowa, and that the seal affixed to the
foregoing 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 Acting City Clerk acknowledged said
instrument to be the free act and deed of said Municipal Corporation by it voluntarily
executed.
Public in and for Dubuque County, Iowa
32
Notary
EXHIBIT G
MEMORANDUM OF DEVELOPMENT AGREEMENT
33
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
METX, LLC
was made regarding the following described premises:
The Development Agreement is dated for reference purposes the day of
, 20�, and contains covenants, conditions, and restrictions concerning the
sale and use of said premises.
This Memorandum of Development Agreement is recorded for the purpose of
constructive notice. In the event of any conflict between the provisions of this
Memorandum and the Development Agreement itself, executed by the parties, the
terms and provisions of the Development Agreement shall prevail. A complete
counterpart of the Development Agreement, together with any amendments thereto, is
in the possession of the City of Dubuque and may be examined at its offices as above
provided.
Dated this day of , 20 .
CITY OF DUBUQUE, IOWA
By:
Roy D. Buol, Mayor
34
By:
Kevin S. Firnstahl, City Clerk
STATE OF IOWA
ss:
DUBUQUE COUNTY
On this day of , 20�, before me, a Notary Public in and for the State
of Iowa, in and for said county, 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:
DUBUQUE COUNTY
On this day of , 20 , before me, a Notary Public in and for
the State of Iowa, in and for said county, personally appeared
to me personally known, who being by me duly sworn did say that they are the
and that said instrument was signed on behalf of said company by authority of its
members and that they acknowledged the execution of this instrument to be the
voluntary act and deed of said company by it voluntarily executed.
Notary Public, State of Iowa
35
\
36
City Manager's Office
50 West 13th Street
Dubuque, Iowa 52001-4864
(563) 589-4110 phone
(563) 589-4149 fax
ctymgr@cityofdubuque.org
(DATE)
Dear
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) There is no action, suit or proceeding pending, or to the best of City's
knowledge, threatened against City which might result in any adverse change in
the Property being conveyed or the possession, use or enjoyment thereof by
Developer, including, but not limited to, any action in condemnation, eminent
domain or public taking.
(2) 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.
(3) All leases, contracts, licenses, and permits between City and third parties
in connection with the maintenance, use, and operation of the Property have
been provided to Developer and City has provided true and correct copies of all
such documents to Developer.
(4) City has good and marketable fee simple title interest in the Property.
37
(5) The Property has a permanent right of ingress or egress to a public
roadway for the use and enjoyment of the Property.
(6) There are no notices, orders, suits, judgments or other proceedings
relating to fire, building, zoning, air pollution, health violations or other matters
that have not been corrected. City has notified Developer in writing of any past
notices, orders, suits, judgments or other proceedings relating to fire, building,
zoning, air pollution or health violations as they relate to the Property of which it
has actual notice. The Property is in material compliance with all applicable
zoning, fire, building, and health statutes, ordinances, and regulations. The
Property is currently zoned PUD and Developer's intended use of the Property
as a corporate office/industrial facility is a permitted use in such zoning
classification.
(7) Payment has been made for all labor or materials that have been
furnished to the Property or will be made prior to the Closing Date so that no lien
for labor performed or materials furnished can be asserted against the Property.
(8) The Property will, as of the Closing Date, be free and clear of all liens,
security interests, and encumbrances.
(9) The execution, delivery and performance of this Agreement and the
consummation of the transactions contemplated by this Agreement do not and
shall not result in any material breach of any terms or conditions of any
mortgage, bond, indenture, agreement, contract, license, or other instrument or
obligation to which City is a party or by which either the City or the Property being
conveyed are bound, nor shall the execution, delivery and performance of this
Agreement violate any statute, regulation, judgment, writ, injunction or decree of
any court threatened or entered in a proceeding or action in which City may be
bound or to which either City or the Property being conveyed may be subject.
(10) 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.
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 C.
(11) The Property is free and clear of any occupants, and no party has a lease
to or other occupancy or contract right in the Property that shall in any way be
binding upon the Property or Developer.
(12) City represents and warrants that any fees or other compensation which
may be owed to a broker engaged directly or indirectly by City in connection with
the purchase and sale contemplated in this Agreement are the sole responsibility
and obligation of City and that City will indemnify Developer and hold Developer
38
harmless from any and all claims asserted by any broker engaged directly or
indirectly by City for any fees or other compensation related to the subject matter
of this Agreement.
(13) City shall exercise its best efforts to assist with Developer in the
development process.
(14) City shall exercise its best efforts to resolve any disputes arising during
the development process in a reasonable and prompt fashion.
(15) With respect to the period during which City has owned or occupied the
Property, and to City's knowledge after reasonable investigation with respect to
the time before City owned or occupied the Property, no person or entity has
caused or permitted materials to be stored, deposited, treated, recycled, or
disposed of on, under or at the Property, which materials, if known to be present,
would require cleanup, removal or some other remedial action under
environmental laws.
(16) All city utilities necessary for the development and use of the Property as a
medical campus adjoin the Property and Developer shall have the right to
connect to said utilities, subject to City's connection fees.
(17) 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
39
Sincerely,
Michael C. Van Milligen
City Manager
EXHIBIT J
CERTIFICATE OF COMPLETION
40
Prepared By: Barry A. Lindahl, 300 Main Street, Suite 330, Dubuque, IA 52001 (563) 583-4113
Return to: Barry A. Lindahl, 300 Main Street, Suite 330, Dubuque, IA 52001 (563) 583-4113
CERTIFICATE OF COMPLETION
WHEREAS, the City of Dubuque, Iowa, a municipal corporation (the "Grantor"),
by a Special Warranty Deed (the "Deed") recorded on [Date] as Instrument Number
[Insert Number] in the office of the County Recorder of Dubuque County, State of Iowa,
has conveyed to Metx, LLC (the "Grantee"), in accordance with a Development
Agreement dated as of [Date], by and among the Grantor, and the Grantee (collectively,
the "Agreement"), certain real property located within the Dubuque Industrial Center
Economic Development District of the Grantor and as more particularly described as
follows:
Lots 177, 178, 179, 180 and 181, and,
the westerly 65 feet of lots 222, 223, 224, 225 and 226;
all in East Dubuque, an Addition to the City of Dubuque, Iowa, according to the
recorded Plat thereof, subject to easements of record.
Excepting and reserving to Seller, its successors and assigns, the easements set
forth
in Addendum 2 hereto.
The Northeasterly 35 feet of Lots 222, 223, 224, 225 and 226 in East Dubuque,
an Addition to the City of Dubuque, Iowa, according to the recorded Plat thereof,
subject to easements of record.
Excepting and reserving to Seller, its successors and assigns, the easements set
forth in Addendum 2 hereto.
The vacated alley abutting Lots 177, 178, 179, 180 and 181, and the westerly 65
feet of lots 222, 223, 224, 225 and 226, in East Dubuque, an Addition to the City
of Dubuque, Iowa, according to the recorded Plat thereof, subject to easements
of record.
The Northerly half of Lot 175 in East Dubuque, an Addition to the City of
Dubuque,
Iowa, according to the recorded Plat thereof, subject to easements of record.
Lot 176, and the Southerly half of Lot 175 in East Dubuque, an Addition to the
City of
Dubuque, Iowa, according to the recorded Plat thereof, subject to easements of
record .
41
S 1/2 OF LOT 174 EAST DUBUQUE ADD
N 1/2 OF LOT 174 EAST DUBUQUE ADD
S 25.T OF LOT 173 EAST DUBUQUE ADD
And
Lot 1 of Marde Place in the City of Dubuque, Iowa
Lot 176A of East Dubuque Addition
All that portion of the 20 -foot alley between Elm Street and Pine Street lying
north of East 17th Street and south of East 18th Street (20' wide alley)
(the "Property"); and
WHEREAS, said Deed incorporated and contained certain covenants and
conditions with respect to the development of the Property, and obligated the Grantee
to construct certain Minimum Improvements and pay for the Property in accordance
with the Agreement; and
WHEREAS, the Grantee has to the present date performed said covenants and
conditions insofar as they relate to the construction of the Minimum Improvements and
payment for the Property in a manner deemed sufficient by the Grantor to permit the
execution and recording of this certification; and
NOW, THEREFORE, pursuant to Section 2.4 of the Agreement, this is to certify
that all covenants and conditions 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 Property and pay for the same have been completed and
performed by the Grantee to the satisfaction of the Grantor and such covenants and
conditions are hereby terminated.
The Recorder of Dubuque County is hereby authorized to accept for recording and to
record the filing of this instrument, to be a conclusive determination of the satisfaction
of the covenants and conditions of said Deed and the Agreement which would have
resulted in a forfeiture by the Grantee and right of the Grantor to re-enter and take
possession of the Property as set forth in said Deed and the Agreement if such
covenants and conditions had not been satisfied, and that said Deed and the
Agreement shall otherwise remain in full force and effect.
42
STATE OF IOWA
COUNTY OF DUBUQUE
)
)
)
CITY OF DUBUQUE, IOWA
By:
SS
Michael C. Van Milligen, City Manager
On this day of , 20 , before me, the undersigned, a
Notary Public in and for the State of Iowa, personally appeared Michael C. Van Milligen,
to me personally known, who, being by me duly sworn, did say that he is the City
Manager of the City of Dubuque, Iowa, a municipal corporation, and that the instrument
was signed on behalf of the corporation, and Michael C. Van Milligen acknowledged the
execution of the instrument to be his voluntary act and deed.
Notary Public in and for said State
43
EXHIBIT K
DOWNTOWN REHABILITATION GRANT GUIDELINES
44
city of Dubuque, Iowa
Facade Grant Program,
Financial Consultant Grant Program,
and Planning & Design Grant Program
PROGRAM GUIDELINES
(2n1f1)
The Facade Grant, Fkiancial Consultant Grant, and Planning & Design 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 (rnap attached).
Eligible Activities
and Assistance:
Facade Grant Program - A maximum of a ten thousand dollar
($10,000) 1:1 matching grant is available to provide assistance
on labor or material costs 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) 1:1 matching grant is available to
provide assistance on hiring a financiat consultant used to
analyze the feasibility of a project.
Planning & Design Grant Program - A rnaxirnum of a ten
thousand dollar ($10,000) 1:1 matching grant is available to
provide assistance on pre -development costs associated with a
project.
FOR MORE INFORMATIONI, please contact
City of Dubuque Economic Development Department
50 West 13th Street, Dubuque, [e 52(1(11
(563) 589-4393
45
General Con ditionsz
• Property rmnt be located in Greater Downtown Urban Renewal District (see attached
map) and with timely commencement & completion dates identiffecl.
• Projects must be the rehablitation 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 all applicable codes and ordinances.
• Owner of property must cerliTy that all property in the City of Dubuque, for which the
OlifileF has any intert, complies with all applicable City of Dubuque ordinances and
regulations, inclucEng, but not limited to, housing, budding, zoning, fire, health, and
vacant and abandoned budtfing regulations.
• Exterior alterations are subject to design review and appeovai. The HISSOfiC 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 appicable guidelines may be reviewed and approved by the City
Planner. Projects that do not strictty conform to the apple guidelines wilt be
forwarded to the Historic Preservation Commission (HPC) for consideration.
Substantial rehabilitation project may also be considered by the HPC. The process
for review is at the dtcretlion of the City Ptanner. Guidelines can be viewed and
downloaded at htfoficilyofclubuotieorcril295/Desion-Odidelines.
• Any signs on the property that do not comply with City zoning regulations and design
guidelines mast be inctuded in the design reviesv and improved to comply valh
applicable Cfty Godes. Submittal must include the design material' s and colors that
will be used on the sign face, how the sign will berisplayed, and arty lighting proposed_
• A detailed renderingtdrawing of the proposed project must be included. The plans
should include din -tensions and architectural details and label materials_ Plans
prepared by a design professional (e.g. architect or draftsperson) are strongly
recommended. Appications without detailed drawings will not be considered
complete.
• Appllcarit will not be reimbursed for personal labor coot 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 shall disqualify the project from the program.
• City funded projects may be required to meet sound proofing, lighting, sectrity, or
other standards — as determined by the City of Dubuque following an internal
neighborhood impact study — particularly when units are located in mixed-use
neighborhoods.
• Appications will be reviewed monthly by the Review Corrirnbee, consisting of at least
one representative from, the City's Economic Development, Planning, and Building
Services Departments_ The Review Committee wilt score each application and will
fund projects that meet the program criteria and are ready to commence within three
months.
46
FAQADE GRANT INFORMATION
Ibis program provides grants ui the Greater Downtown Urban Renewal District for 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 costs. (Example: $8,500 in eligtle project costs
would receive a $4,250 grant matched by 54,250 in private
contributbri; 520,000 or greater eligible project costs would
receive the maximum 510,000 grant)
Grant Specific Conditions:
• Reimbursement is for labor and maternal 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 walls 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 repainting, a mortar analysis sample may
be requested for each facade that will be repointed. The applicant must adhere
to the results oflhat 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.
-0 Language from the National Park Senrice Technical Presentation Services
Briefs may be attached as a condition for a building permit if the applicant
chooses to perform repainting on the project
• Reimbursable expenditures must be documented_
• Grants will be disbursed upon completion of work at a rate of 5.50 for each
51_00 of qualified costs_
Approval Process:
1 Design review by the City Planning Deparhnent andtor the Historical Preservation
Commission is required for exterior work on the project.
2 Grant applications will be reviewed by City stiff Review Committee and approved
by the City Manager.
3. Funding will be disbursed upon staff review of documented expenditures and
inspection of a completed project
47
FINANCIAL CONSULTANT GRANT INFORMATION
This program provides grants in the Greater Downtown Urban Renewal Dib ict 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_ $8,500 in eligible project costs
would receive a $4250 grant matched by $4,250 in private
conbibutkin; $30,000 or greater eligible 'costs would receive the
maximum $15,0DD grant)
Grant Specific Conditions:
• Reimbursement is for fees associated with hiring a professional financial
consultant
• Reimbursable expendRures must be documented_
• This grant shall not exceed ten percent (10%) of total project costs.
• The rehabilitation project must be completed for the Fklaricial Consultant Grant
to be funded.
▪ Grants w8 be disbursed upon completion of work at a rate of $_50 for each
$1.00 of qualified costs.
Approval Process:
1 Design review by the City Planning Department andlor the Historical Preservation
Commission is required for exterior work on the propct
2_ Grant applications will be reviewed by City staff Review Committee and approved
by the City Manager_
3_ Fimding will be disbursed upon staff review of documented expenditures and
inspection of a completed project
48
PLANNING & DESIGN GRANT INFORMATION
This program provides grants ki the Greater DOWilt011iil 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)
be awarded by the City to qualifying projects to offset the actual
pre -development costs_ (Example: $8,500 in eligible project
costs would receive $4,251 grant matched by $4,250 i private
contribution; $20,000 or greater eligible project costs would
receive the maArnurn $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 rot permitted as reimbursable uperiditures.
• The grant shall not exceed ten percent (10%) of total project costs.
• Grants vAll be disbursed ton completion of the project at a rate of $0.50 for
each $1110 of qualified costs.
Approval Process:
1_ Design review by the City Planning Department andtor the Historical Preservation
Commission is required for cdericT vvak on the project_
2. Grant applications wilt be reviewed by Cay staff Review Committee and _approved
by the City Manager.
Fundkig will be disbursed upon staff review of documented expenditures and
inspection of a completed project
49
m
EXHIBIT L
CITY PROPERTY WITH RESERVED EASEMENTS
51
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4.106.,11.4.4656
EX CONDITION & DEMOILTION PtAN
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52
rat
EXHIBIT M
FUTURE BIKE TRAIL EASEMENT
53
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