SS Event Center, LLC_Steeple Square Development Agreement Copyrighted
October 12, 2017
City of Dubuque Action Items # 2.
ITEM TITLE: Steeple Square Development Agreement
SUMMARY: City Manager recommending approval of a Development
Agreement between the City of Dubuque and SS Event
Center, LLC, to redevelop property at 101 East 15th Street.
RESOLUTION Approving a Development Agreement by
and between the City of Dubuque, Iowa and SS Event
Center, LLC providing for the issuance of Urban Renewal
Tax Increment Revenue Obligations for the redevelopment
of 110 East 15th Street
SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Adopt
Resolution(s)
ATTACHMENTS:
Description Type
Steeple Square 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
SS Event Center, LLC to Redevelop Property at 101 East 15th Street
DATE: October 11, 2017
Economic Development Director Maurice Jones recommends City Council approval of a
Development Agreement between the City of Dubuque and SS Event Center, LLC, to
redevelop property at 101 East 15th Street.
The plans for these buildings at Steeple Square include space for a daycare center,
opportunities for job training, and event space for social and community activities at a
cost of approximately $10 million, to be completed by October 1, 2019.
The proposed Development Agreement provides for several incentives to encourage
the $10 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.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
ibrit+.1)
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
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 SS Event Center, LLC to Redevelop Property at 101 East 15th
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 SS
Event Center, LLC.
BACKGROUND
The buildings at 101 East 15th Street, the former St. Mary's church and rectory, have
been vacant or underutilized for several years. The Steeple Square Board has been
working for several years to fundraise in an effort to redevelop all of the buildings on the
former St. Mary's Church campus, located between 15th and 16th Streets along White
Street. The redevelopment of the former school building at 1501 Jackson Street has
created 12 apartments in the neighborhood, offering some programming from the
Opening Doors non-profit for permanent support housing for some of the residents, with
the remaining apartments available at market rate.
DISCUSSION
The plans for these buildings at Steeple Square include space for a daycare center,
opportunities for job training, and event space for social and community activities at a
cost of approximately $10 million, to be completed by October 1, 2019.
The proposed Development Agreement provides for several incentives to encourage
the $10 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.
Additional terms and conditions of the disposition of the property are included in the
attached Development Agreement. Public hearings will be necessary to approve the
tax increment financing obligations.
BUDGET IMPACT
The $35,000 in grants will be funded from the available Greater Downtown TIF cash
balance.
RECOMMENDATION / ACTION STEP
Based on the importance of 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 SS Event Center, LLC for
the redevelopment of 101 East 15th Street 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. 337-17
APPROVING A DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF
DUBUQUE, IOWA AND SS EVENT CENTER, LLC PROVIDING FOR THE ISSUANCE
OF URBAN RENEWAL TAX INCREMENT REVENUE OBLIGATIONS FOR THE
REDEVELOPMENT OF 101 EAST 15TH STREET
WHEREAS, SS Event Center, LLC is the owner of the following described real
estate (the Property):
CITY LOT 484; locally known as 101 East 15th Street
; and
WHEREAS, the Property is located within the Greater Downtown Urban Renewal
District (the Project Area); and
WHEREAS, Developer has undertaken the redevelopment of a building
located on the Developer Property; and
\I' HEREAS, 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 Property (the Project); and
WHEREAS, 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
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 SS Event Center, 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 SS Event Center, LLC, a copy of which is attached hereto, is hereby
approved subject to the public hearings required by law for the 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 Oct43er, 2017.
Attest:
Ken S:Firnstahl,'City Clerk
2
Roy D. ol, Mayor
JJ'J
11
111 II
III
IIII
Doc ID. 008871930002
Kind: AGREEMENT
Recorded: 08/20/2018
Fee Amt: $12.00 Page
Dubuque County Iowa
John Murphy Recorder
11
11
11
Type GEN
at 03:09:35 PM
1 of 2
F1e2018-00009608
Prepared by: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
Return to: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
MEMORANDUM OF DEVELOPMENT AGREEMENT
A Development Agreement by and among the City of Dubuque, Iowa, an Iowa non-profit
corporation, of Dubuque, Iowa, and SS Event Center LLC was made regarding the
following described premises:
CITY LOT 484; locally known as 101 East 15th Street
The Development Agreement is dated for reference purposes the 12th day of
October, 2017, 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 6 u,64r) , 201.
CITY OF DUBUQUE, IOWA
By
D
Roy D.
Mayor
Attest:
t7Tx'
Kevin S Firnstahl, city Clerk
SS EVENT CENTER LLC
By x:11 Jim.
W McC ,, gh
President
Attest:
Kevin irnstah
City Clerk
STATE OF IOWA
COUNTY OF DUBUQUE
)
)
)
SS
On this /erday of 4icj sr 20)4 before me, a Notary Public in and for the State of
Iowa, in and for said coiity, 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
COUNTY OF DUBUQU)
)
)
)
SS
TRISH L. GLEASON
ommission Number 719986
fuly Commission Expires
±Jj • Zre:>
On this — day of 20 a: before me the undersigned, a Notary
Public in and for the St e of Iowa, personally appeared Jack McCullough, to me
personally known, who, being by me duly sworn, did say that he is the President of
Friends of St. Mary's d/b/a Steeple Square, the Iowa non-profit organization executing
the instrument to which this is attached and that as said President of Friends of St.
Mary's d/b/a Steeple Square acknowledges the execution of said instrument to be the
voluntary act and deed of said company, by it and by him, an individual, voluntarily
executed.
Notary Public, State of Iowa
DONNA MARIE BUSCH
Iowa Notarial Seal
Commission No, 160578
My Commission Expires 5/16/2021
DEVELOPMENT AGREEMENT
BY AND BETWEEN
THE CITY OF DUBUQUE, IOWA,
AND
SS EVENT CENTER, LLC
THIS DEVEL y P�/IENT AGREEMENT (Agreement) dated for reference purposes the
'day ofear, 2017 is made and entered into by and between the City of
Dubuque, Iowa (City) and SS Event Center, LLC (Developer).
WHEREAS, Developer is the owner of the following described real estate (the
Property):
CITY LOT 484; locally known as 101 East 15th Street
; and
WHEREAS, the Property is located in the Greater Downtown Urban Renewal District
(the District) which has been so designated by City Council Resolution 206-17 as a slum
and blighted area (the Project Area) defined by Iowa Code Chapter 403 (the Urban
Renewal Law); and
WHEREAS, Developer will undertake the redevelopment of two vacant buildings
located on the Property and will be operating the same during the term of this Agreement;
and
WHEREAS, Developer will make a capital investment in building improvements,
equipment, furniture and fixtures in the Property (Project); and
WHEREAS, the Property is historically significant and it is in the City's best interest
to preserve the Property; and
WHEREAS, pursuant to Iowa Code Section 403.6(1), and in conformance with the
Urban Renewal Plan for the Project Area adopted on May 18, 1967 and last amended on
June 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 Property by providing certain incentives
as set forth herein.
NOW, THEREFORE, the parties to this Development Agreement, in consideration
of the promises, covenants and agreements made by each other, do hereby agree as
follows:
SECTION 1. REPRESENTATIONS AND WARRANTIES
101017cmb
1A Representations and Warranties of City. In order to induce Developer to enter into
this Agreement, City hereby represents and warrants to Developer that to the best of City's
knowledge:
(1) As of the Closing, City will have obtained all necessary approvals and
consents for its execution, delivery and performance of this Agreement and that it
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 A.
(2) City shall exercise its best efforts to cooperate with Developer in the
development process.
(3) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(4) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
charter of City, any evidence of indebtedness, agreement or instrument of whatever
nature to which City is now a party or by which it or its property is bound, or
constitute a default under any of the foregoing.
(5) There are no actions, suits or proceedings pending or threatened against or
affecting City in any court or before any arbitrator or before or by any governmental
body in which there is a reasonable possibility of an adverse decision which could
materially adversely affect the financial position or operations of City or which
affects the validity of the Agreement or City's ability to perform its obligations under
this Agreement.
(6) No ordinance or hearing is now before any local governmental body that
either contemplates or authorizes any public improvements or special tax levies, the
cost of which may be assessed against the Property. To the best of City's
knowledge, there are no plans or efforts by any government agency to widen,
modify, or re -align any street or highway providing access to the Property and there
are no pending or intended public improvements or special assessments affecting
the Property which will result in any charge or lien be levied or assessed against the
Property.
(7) The representations and warranties contained in this article shall be correct
in all respects on and as of the Closing Date with the same force and effect as if
such representations and warranties had been made on and as of the Closing Date.
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(8) 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 Plan, most recently approved by
City Council of City on June 5, 2017, and as subsequently amended through and
including the date hereof, attached as Exhibit E (the Urban Renewal Plan). A copy
of the Urban Renewal Plan, as constituted on the date of this Agreement and in the
form attached hereto, has been recorded among the land records in the office of the
Recorder of Dubuque County, Iowa.
1.2 Representations and Warranties of Developer. The Developer makes the following
representations and warranties:
(1) Developer is an Iowa non-profit corporation duly organized and validly
existing under the laws of the State of Iowa, and has all requisite power and
authority to own and operate its properties, to carry on its business as now
conducted and as presently proposed to be conducted, and to enter into and
perform its obligations under the Agreement.
(2) This Agreement has been duly authorized, executed and delivered by
Developer and, assuming due authorization, execution and delivery by the City, is in
full force and effect and is a valid and legally binding instrument of Developer
enforceable in accordance with its terms, except as the same may be limited by
bankruptcy, insolvency, reorganization or other laws relating to or affecting creditors'
rights generally. Developer's counsel shall issue a legal opinion to the City, at time
of closing, confirming the representations contained herein, in the form attached
hereto as Exhibit B.
(3) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
articles of incorporation or the bylaws of Developer or any contractual restriction,
evidence of indebtedness, agreement or instrument of whatever nature to which
Developer is now a party or by which it or its property is bound, or constitute a
default under any of the foregoing.
(4) There are no actions, suits or proceedings pending or threatened against or
affecting Developer in any court or before any arbitrator or before or by any
governmental body in which there is a reasonable possibility of an adverse decision
which could materially adversely affect the business, financial position or result of
operations of Developer or which affects the validity of the Agreement or
Developer's ability to perform its obligations under this Agreement.
(5) Developer will perform its obligations under this Agreement in accordance
with the material terms of this Agreement, the Urban Renewal Plan and all local,
State and federal laws and regulations.
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(6) Developer will use its best efforts to obtain, or cause to be obtained, in a
timely manner, all material requirements of all applicable local, state, and federal
laws and regulations which must be obtained or met.
(7) Developer has firm commitments for permanent financing for the Project in
an amount sufficient, together with equity commitments, to successfully complete
the requirements of this Agreement and shall provide evidence thereof to City prior
to the Closing Date.
1.3 Closing. The Closing shall take place on the Closing Date which shall be the 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.
1.4 Conditions to Closing. The Closing of the transaction contemplated by this
Agreement and all the obligations of Developer under this Agreement are subject to
fulfillment, on or before the Closing Date, of the following conditions:
(1) The representations and warranties made by City in Section 1.1 shall be
correct as of the Closing Date with the same force and effect as if such
representations were made at such time. At the closing, City shall deliver a
certificate to that effect in the form of Exhibit C.
(2) Developer shall have the right to terminate this Agreement at anytime prior to
the consummation of the closing on the Closing Date if Developer determines in its
sole discretion that conditions necessary for the successful completion of the
Project contemplated herein have not been satisfied in Developer's sole discretion.
Upon the giving of notice of termination by Developer to City, this Agreement shall
be deemed null and void.
(3) Developer and City shall be in material compliance with all the terms and
provisions of this Agreement.
(4) Developer shall have furnished City with evidence, in a form satisfactory to
City (such as a letter of commitment from a bank or other lending institution), that
Developer has firm financial commitments in an amount sufficient, together with
equity commitments, to complete the Minimum Improvements (as defined herein) in
conformance with the Construction Plans (as defined herein), or City shall have
received such other evidence of Developer's financial ability as the reasonable
judgment of the City requires.
(5) Developer's counsel shall issue a legal opinion to the City confirming the
representations contained herein in the form attached hereto as Exhibit B.
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1.5 City's Obligations at Closing. At or prior to the Closing Date, City shall deliver to
Developer such other documents as may be required by this Agreement, all in a form
satisfactory to Developer.
SECTION 2. DEVELOPMENT ACTIVITIES
2.1 Required Minimum Improvements. Developer will make a capital investment of
approximately Ten Million Dollars ($10,000,000.00) to improve the Property (the Minimum
Improvements). The Minimum Improvements shall consist of the rehabilitation of the
Church and Rectory buildings (the Buildings).
2.2 [This section intentionally left blank]
2.3 Plans for Construction of Minimum Improvements. Plans and specifications with
respect to the development of the Property and the construction of the Minimum
Improvements thereon (the Construction Plans) shall be in conformity with Urban Renewal
Plan, this Agreement, and all applicable state and local laws and regulations, including but
not limited to any covenants, conditions, restrictions, reservations, easements, liens and
charges, recorded in the records of Dubuque County, Iowa. Developer shall submit to City,
for approval by City, plans, drawings, specifications, and related documents with respect to
the improvements to be constructed by Developer on the Property. All work with respect to
the Minimum Improvements shall be in substantial conformity with the Construction Plans
approved by City.
2.4 Timing of Improvements. Developer hereby agrees that construction of the
Minimum Improvements on the Property shall be commenced within thirty (30) days after
the Closing Date, and shall be substantially completed by October 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.
2.5 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 in the form attached as Exhibit F. Such certification (the Certificate
of Completion) shall be in recordable form and shall be a conclusive determination of the
satisfaction and termination of the agreements and covenants in this Agreement.
SECTION 3. CITY PARTICIPATION
3.1 This section intentionally left blank.
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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
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, 2022
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 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 Property above the assessment of
January 1, 2017 ($228,650.00). 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 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.
(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 the Developer on
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November 1 and May 1 of that fiscal year. (Example: if City so certifies in
December, 2020, the Economic Development Grants in respect thereof would be
paid to the 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, shall be
deposited and held in a special account created for such purpose and designated
as the SS Event Center TIF Account of City. City hereby covenants and agrees to
maintain its TIF ordinance in force during the term hereof and to apply the
incremental taxes collected in respect of the Minimum Improvements and allocated
to the SS Event Center TIF Account to pay the Economic Development Grants, as
and to the extent set forth in Section 3.2 hereof. The Economic Development Grants
shall not be payable in any manner by other tax increments revenues, or by general
taxation or from any other City funds. City makes no representation with respect to
the amounts that may be paid to Developer as the Economic Development Grants
in any one year and under no circumstances shall City in any manner be liable to
Developer so long as City timely applies the Developer Tax Increments actually
collected and held in the SS Event Center's 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 and the remaining actual amount
of the property taxes paid by Developer to City, or any available Developer Tax
Increments resulting from the termination of the annual Economic Development
Grants under Section 3.2 hereof, for any purpose for which such tax increment
revenues may lawfully be used pursuant to the provisions of the Urban Renewal
Law, and City shall have no obligations to Developer with respect to the use thereof.
(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 Property on the terms and conditions
set forth in Exhibit G. Prior to the release of any grant funds, City must determine to
its satisfaction that the Project is substantially complete and meets the conditions of
this Agreement.
(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 Property to eliminate inappropriate additions
or alterations and to restore the facade to its historic appearance, or to rehabilitate
the facade to include new windows, paint, signage, awnings, etc., to improve the
overall appearance of the Property, and the costs of landscaping or screening with
fencing or retaining walls if such landscaping or screening improves the Property
adjacent to the public right-of-way, on the terms and conditions set forth in Exhibit
G.
(3) 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 G. 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 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
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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 and make available to City upon reasonable request proper books of record and
account in which full, true and correct entries will be made of all dealings and transactions
of or in relation to the business and affairs of Developer 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. Developer shall pay or cause to be paid, when due, all real
property taxes and assessments payable with respect to all and any parts of the Property
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
Development Property or the Minimum Improvements located thereon that may now be, or
hereafter become, available under state law or city ordinance during the term of this
Agreement, including those that arise under Iowa Code Chapters 404 and 427, as
amended.
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 at its sole cost
and expense builder's risk insurance, written on a Completed Value Form in an
amount equal to one hundred percent (100%) of the building (including Minimum
Improvements) replacement value when construction is completed, naming City as
an additional insured and loss payee. Coverage shall include the "special perils"
form and developer shall furnish City with proof of insurance in the form of a
certificate of insurance.
9
(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 property insurance against loss and/or damage to the building
(including the Minimum Improvements) under an insurance policy written with the
"special perils" form and in an amount not less than the full insurable replacement
value of the building (including the Minimum Improvements), naming City as loss
payee. Developer shall furnish to City proof of insurance in the form of a certificate
of insurance.
(3) The term "replacement value" shall mean the actual replacement cost of the
building with Minimum Improvements (excluding foundation and excavation costs
and costs of underground flues, pipes, drains and other uninsurable items) and
equipment, and shall be reasonably determined from time to time at the request of
City, but not more frequently than once every three (3) years.
(4) Developer shall notify City immediately in the case of damage exceeding
$50,000 in amount to, or destruction of, the Minimum Improvements or any portion
thereof resulting from fire or other casualty. Net proceeds of any such insurance
(Net Proceeds), shall be paid directly to Developer as its interests may appear, and
Developer shall forthwith repair, reconstruct and restore the Minimum Improvements
to substantially the same or an improved condition or value as they existed prior to
the event causing such damage and, to the extent necessary to accomplish such
repair, reconstruction and restoration, Developer shall apply the Net Proceeds of
any insurance relating to such damage received by Developer to the payment or
reimbursement of the costs thereof, subject, however, to the terms of any mortgage
encumbering title to the Property (as its interests may appear). Developer shall
complete the repair, reconstruction and restoration of Minimum Improvements
whether or not the Net Proceeds of insurance received by Developer for such
purposes are sufficient.
5.7 Preservation of Property. During the term of this Agreement, Developer shall
maintain, preserve and keep, or cause others to maintain, preserve and keep, the
Minimum Improvements in good repair and working order, ordinary wear and tear
accepted, and from time to time shall make all necessary repairs, replacements, renewals
and additions.
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.
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
10
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 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 No change in Tax Classification. Developer agrees that it will not take any action to
change, or otherwise allow, the classification of the Property for property tax purposes to
become other than residential property and to be taxed as such under Iowa law.
5.12 Restrictions on Use. Developer agrees for itself, and its successors and assigns,
and every successor in interest to the Property or any part thereof that they, and their
respective successors and assigns, shall:
(1) Devote the Property to, and only to and in accordance with, the uses
specified in the Urban Renewal Plan (and City represents and agrees that use of
the Property as an event center association, is in full compliance with 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, national origin, age or disability in the sale, lease, rental, use or
occupancy of the Property or any improvements erected or to be erected thereon, or
any part thereof (however, Developer shall not have any liability to City to the extent
that a successor in interest shall breach this covenant and City shall seek
enforcement of this covenant directly against the party in breach of same).
5.13 Compliance with Laws. Developer shall comply with all laws, rules and regulations
relating to its businesses, other than laws, rules and regulations the failure to comply with
or the sanctions and penalties resulting therefrom, would not have a material adverse
effect on the business, property, operations, financial or otherwise, of Developer.
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:
11
(1) Failure by Developer to payor cause to be paid, before delinquency, all real
property taxes assessed with respect to the Minimum Improvements and the
Property.
(2) Failure by Developer to cause the construction of the Minimum
Improvements to be commenced and completed pursuant to the terms, conditions
and limitations of this Agreement.
(3) Transfer of any interest by Developer of the Minimum Improvements in
violation of the provisions of this Agreement prior to the issuance of the final
Certificate of Completion.
(4) Failure by Developer or City to substantially observe or perform any other
material covenant, condition, obligation or agreement on its part to be observed or
performed under this Agreement.
6.2. 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 Property of
which City has been notified of in writing) of the Event of Default, but only if the Event of
Default has not been cured within sixty (60) days following such notice, or if the Event of
Default cannot be cured within sixty (60) days and Developer does not provide assurances
to City that the Event of Default will be cured as soon as reasonably possible thereafter:
(1) City may suspend its performance under this Agreement until it receives
assurances from Developer deemed adequate by City, 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 shall be entitled to recover from Developer the sum of all amounts
expended by City in connection with the funding of the Downtown Rehab
Loan/Grant, Downtown Housing Incentive and Economic Development Grant to
Developer and City may take any action, including any legal action it deems
necessary, to recover such amounts from the Developer;
(4) City may withhold the Certificate of Completion; or
(5) City may take any action, including legal, equitable or administrative action,
which may appear necessary or desirable to collect any payments due under this
Agreement or to enforce performance and observance of any obligation,
agreement, or covenant under this Agreement.
6.3 No Remedy Exclusive. No remedy herein conferred upon or reserved to City is
intended to be exclusive of any other available remedy or remedies, but each and every
12
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.
6.4 No Implied Waiver. In the event any agreement contained in this Agreement should
be breached by any party and thereafter waived by any other party, such waiver shall be
limited to the particular breach so waived and shall not be deemed to waive any other
concurrent, previous or subsequent breach hereunder.
6.5 Agreement to Pay Attorneys' Fees and Expenses. If any action at law or in equity,
including an action for declaratory relief or arbitration, is brought to enforce or interpret the
provisions of this Agreement, the prevailing party shall be entitled to recover reasonable
attorneys' fees and costs of litigation from the other party. Such fees and costs of litigation
may be set by the court in the trial of such action or by the arbitrator, as the case may be,
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.
6.6 Remedies on Default by City. If City defaults in the performance of this Agreement,
Developer may take any action, including legal, equitable or administrative action that may
appear necessary or desirable to collect any payments due under this Agreement, to
recover expenses of Developer, or to enforce performance and observance of any
obligation, agreement, or covenant of City under this Agreement. Developer may suspend
its performance under this Agreement until it receives assurances from City, deemed
adequate by Developer, that City will cure its default and continue its performance under
this Agreement.
SECTION 7. GENERAL TERMS AND PROVISIONS.
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:
If to Developer:
With copy to:
SS Event Center LLC
Jack McCullough, President
PO Box 3188
Dubuque, IA 52004-3188
Flint Drake
Drake Law, P.C.
300 Main Street, Suite 323
Dubuque, IA 52001
13
If to City:
With copy to:
City Manager
50 W. 13th Street
Dubuque, Iowa 52001
Phone: (563) 589-4110
Fax: (563) 589-4149
City Attorney
City Hall
50 W. 13th Street
Dubuque IA 52001
Or at such other address with respect to either party as that party may, from time to time
designate in writing and forward to the other as provided in this Section.
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 June 1, 2031 (the Termination Date).
7.4 Execution By Facsimile. The parties agree that this Agreement may be transmitted
between them by facsimile machine or electronic transmission. The parties intend that the
faxed or electronic transmission signatures constitute original signatures and that a faxed
or electronically transmitted Agreement containing the signatures (original, faxed or
electronically transmitted) of all the parties is binding on the parties.
7.5 Memorandum of Development Agreement. Developer shall promptly record a
Memorandum of Development Agreement in the form attached hereto as Exhibit D in the
office of the Recorder of Dubuque County, Iowa. Developer shall pay the costs for so
recording.
IN WITNESS WHEREOF, City has caused this Agreement to be duly executed in its
name and behalf by its Mayor and attested to by its City Clerk and Developer has caused
this Agreement to be duly executed on or as of the first above written.
CITY OF DUBUQUE, IOWA SS EVENT CENTER, LLC
By
QLJ
By
Roy D. Bgol, Mayor McCu - , President
Attest:
14
Kevin S. Firnstahl
City Clerk
15
(City Seal)
STATE OF IOWA
COUNTY OF DUBUQUE
f
On this day of (J 41111 A 20; 7 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 voluntary act and deed of said
City, by it a ► •+ by them voluntarily executed.
AllL
w'^+ ,PAMELA J. McCARRUN
li _ ii /22 2 •Commission Number 772419
Notary/P/ i
'blic towp, My Comm. Exp. 1/ -5 ---Wire
STATE OF IOWA
SS
SS
COUNTY OF DUBUQUE )
44.kt,
Onthis / 5 day of 20 it before me the undersigned, a Notary
Public in and for the State of Iowa, personally appeared Jack McCullough, to me personally
known, who, being by me duly sworn, did say that he is the President of SS Event Center
LLC, the Iowa non-profit corporation executing the instrument to which this is attached and
that as said President of SS Event Center LLC acknowledges the execution of said
instrument tQ be the voluntary act and deed of said company, by it and by him, an
individual=; volu itarily executed.
Notary Public
//a tig
16
PAMELA J.
McCARRUN
Commission Number 772419
My Comm. Exp. 't% 5 0
LIST OF EXHIBITS
EXHIBIT A — City Attorney Certificate
EXHIBIT B — Opinion of Developer Counsel
EXHIBIT C — City Certificate
EXHIBIT D — Memorandum of Development Agreement
EXHIBIT E — Urban Renewal Plan
EXHIBIT F — Certificate of Completion
EXHIBIT G — Downtown Rehabilitation Grant Program Guidelines
EXHIBIT A
CITY ATTORNEY'S CERTIFICATE
18
BARRY A. LINDAHL, ESQ.
CITY ATTORNEY
(DATE)
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
19
Very sincerely,
Barry A. Lindahl, Esq.
City Attorney
EXHIBIT B
OPINION OF DEVELOPER'S COUNSEL
20
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 corporation organized and existing under the laws of the State
of Illinois 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 nut of the terms thereof, will not result in violation of any
provision of, or in default under, the articles of incorporation and bylaws of Developer, any
indenture, mortgage, deed of trust, indebtedness, agreement, judgment, decree, order,
statute, rule, regulation or restriction to which Developer is a party or by which Developer's
property is bound or subject.
3. There are no actions, suits or proceedings pending or threatened against or
affecting Developer in any court or before any arbitrator or before or by any governmental
body in which there is a reasonable possibility of an adverse decision which could
materially adversely affect the business (present or prospective), financial position or
results of operations of Developer or which in any manner raises any questions affecting
the validity of the Agreement or the Developer's ability to perform Developer's obligations
thereunder.
Very truly yours,
21
EXHIBIT C
CITY CERTIFICATE
22
City Manager's Office
50 West 13t1a Street
Dubuque, Iowa 52001-4864
(563) 589-4110 phone
(563) 589-4149 fax
c tymgr4cityofdubuque.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) City has duly obtained all necessary approvals and consents for its
execution, delivery and performance of this Agreement and that it has full power
and authority to execute, deliver and perform its obligations under this Agreement.
City's attorney shall issue a legal opinion to Developer at time of closing confirming
the representation contained herein, in the form attached hereto as Exhibit B.
(2) City shall exercise its best efforts to cooperate with Developer in the
development process.
(3) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(4) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
charter of City, any evidence of indebtedness, agreement or instrument of whatever
nature to which City is now a party or by which it or its property is bound, or
constitute a default under any of the foregoing.
(5) There are no actions, suits or proceedings pending or threatened against or
affecting City in any court or before any arbitrator or before or by any governmental
23
body in which there is a reasonable possibility of an adverse decision which could
materially adversely affect the financial position or operations of City or which
affects the validity of the Agreement or City's ability to perform its obligations under
this Agreement.
(6) No ordinance or hearing is now or before any local governmental body that
either contemplates or authorizes any public improvements or special tax levies, the
cost of which may be assessed against the Property. To the best of City's
knowledge, there are no plans or efforts by any government agency to widen,
modify, or re -align any street or highway providing access to the Property and there
are no pending or intended public improvements or special assessments affecting
the Property which will result in any charge or Hen be levied or assessed against the
Property.
(7) The representations and warranties contained in this article shall be correct
in all respects on and as of the Closing Date with the same force and effect as if
such representations and warranties had been made on and as of the Closing Date.
MCVM:jh
24
Sincerely,
Michael C. Van Milligen
City Manager
EXHIBIT D
MEMORANDUM OF DEVELOPMENT AGREEMENT
25
Prepared by: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
Return to: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
MEMORANDUM OF DEVELOPMENT AGREEMENT
A Development Agreement by and among the City of Dubuque, Iowa, an Iowa non-profit
corporation, of Dubuque, Iowa, and SS Event Center LLC was made regarding the
following described premises:
[LOT 1 OF CITY LOT 484] in the City of Dubuque.
The Development Agreement is dated for reference purposes the day of
, 2017, 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 , 2017.
CITY OF DUBUQUE, IOWA SS EVENT CENTER LLC
By By
Roy D. Buol Jack McCullough
Mayor President
26
Attest:
Kevin S. Firnstahl
City Clerk
STATE OF IOWA
COUNTY OF DUBUQUE
)
)
)
SS
On this day of , 20_, before me, aNotary 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
COUNTY OF DUBUQUE
)
)
)
SS
On this day of 20_, before me the undersigned, a Notary
Public in and for the State of Iowa, personally appeared Jack McCullough, to me personally
known, who, being by me duly sworn, did say that he is the President of SS Event Center
LLC, the Iowa non-profit organization executing the instrument to which this is attached
and that as said President of SS Event Center 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.
Notary Public, State of Iowa
27
EXHIBIT E
URBAN RENEWAL PLAN
28
Prepared by.
Ftelum to:
Jill Connors, City tri Dubuque, 50 W.13th Street, Dubuque. FA 53001 (5E3)&99 -4N3
inS, FimstahL City a Dubuque. 6G W. 13th Street, Dubuque, IA1201 (5-T3)58g-4121
AMENDED and RESTATED
URBAN RENEWAL PLAN
Greater Downtown Urban Renewal District
(Including the former Downtown Dubuque, Ice 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 subsequently amended 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 on December 6, 1993, by
Resolution 145-94 on May 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, Iowa 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. Dishict resulting from that merger was
latei.- amended by Resolution 170-04 on April 19, 2004, by Resolution 391-06 on August 21,
2006, by Resolution 108-07 on February 201h, 2007, by Resolution 597-07 on December 17,
2007, by Resolution 300-08 ori 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 7 Street Economic Development District, originally established by
Resolution 111-97 on April 7, 1997 were merged into and became part of the Greater
Downtown Urban Renewal District, pursuant to Resolution 155-11 approved on May 2, 2011.
The Quebecor 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 thereaftr armnded and restatd by Resolution 173-13 on June 03, 201:3. TI
Holy Ghost Urban Renewal District, originally established by Resolution 234-11 on July 1
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 arnendcd 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 and 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 Resolutkin 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.
29
EXHIBIT F
CERTIFICATE OF COMPLETION
30
CERTIFICATE OF COMPLETION
WHEREAS, the City of Dubuque, Iowa, a municipal corporation (the "Grantor"), has
granted incentives to SS Event Center LLC (the "Grantee"), in accordance with a
Development Agreement dated as of [Date] (the "Agreement"), certain real property located
within the Greater Downtown Urban Renewal District of the Grantor and as more
particularly described as follows:
LOT 1 OF CITY LOT 484
(the "Development Property"); and
WHEREAS, said Agreement incorporated and contained certain covenants and
conditions with respect to the rehabilitation of the Development Property, and obligated the
Grantee to construct certain Minimum Improvements (as defined therein) in accordance
with the Agreement; and
WHEREAS, the Grantee has to the present date performed said covenants and
conditions insofar as they relate to the construction of the Minimum Improvements in a
manner deemed sufficient by the Grantor to permit the execution and recording of this
certification; and
NOW, THEREFORE, pursuant to Section 2.5 of the Agreement, this is to certify that
all covenants and conditions of the Agreement with respect to the obligations of the
Grantee, and its successors and assigns, to construct the Minimum Improvements on the
Development Property have been completed and performed by the Grantee to the
satisfaction of the Grantor and such covenants and conditions are hereby satisfied.
The County Recorder of Dubuque County is hereby authorized to accept for recording and
to record the filing of this instrument, to be a conclusive determination of the satisfaction of
the covenants and conditions as set forth in said Agreement, and that the Agreement shall
otherwise remain in full force and effect.
(SEAL) CITY OF DUBUQUE, IOWA
STATE OF IOWA )
)SS
COUNTY OF DUBUQUE )
31
By:
Mike Van Milligen, City Manager
On this day of , 2017, before me, the undersigned, a Notary Public
in and for the State of Iowa, personally appeared and
acknowledged said execution of the instrument to be his/her voluntary act and deed.
Notary Public in and for
Dubuque County, Iowa
32
EXHIBIT G
DOWNTOWN REHABILITATION GRANT GUIDELINES
33
City of Dubuque, Iowa
Facade Grant Program,
Financial Consultant Grant Program,
and Planning & Design Grant Program
PROGRAM GUIDELINES
(2O1)
The Facade Grant Financial Consultant Grant, and Planning & Design Grant Programs
are designed to further the goals and objectives of the Greater Downtown Urban
Remittal Plan by creating the financial incentives needed to eliminate conditions of
blight, encourage revitalization efforts and to retain or create employment opportunities
andfor new housing units within the district This program will address building code
deficiencies as part of each approved project
Elicfibte Applicants: Owners of property within the Greater Downtown Urban
Renewal District (map attached).
Eligible Activities
arid 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 addifions 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 financial consultant used to
analyze the feasibility of a project.
Planning & Design Grant Program — A maximum of a ten
'thousand dollar ($10,000) 1:1 matching grant is available to
provide assWance on pre -development costs associated with a
project
FOR MORE INFORMATION, pleaze contact:
City of Dubuque Economic Development Department
50 West 13th Street, Dubuque, Iowa 52001
(5&3} 5139-4393
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General Conditions:
* Property must be located in Greater Downtown Urban Renewal District (see attached
map) and with timely commencement & completion dates identitied.
• Projects must be the rehabitiation 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 al applicable codea and ordinances.
* Owner of property mut certify that all property in the City of Dubuque, for which the
owner has any hterest, conplIes with all applicable City of Dubuque ordinancesand
regulations, inducing, but not hilted to, housing, bulding, zoning, fire, health, and
vacant and abandoned budring regulatkirm.
• Exterior alterations are subject to design review and approval The Historic District
Guidefines th apply to projects located in Historic Preservation Districts. The
Downturn Deagn Guidelines shall apply to all other project locations_ Projects which
conform to the applcable guideline may be reviewed and approved by the Cfty
Planner, Projects that do not strictly conform to the appficable guidelhes will be
forwarded to the Historic Preservation Commission (HPC) for consideration.
Substantial rehabilitation projects may also be considered by the HPC_ The process
for review is at the discretion of the City Plainer_ Guidelines can be viewed and
-
downloaded at h ofciubuoue.oro/12951Dan-Guidelines.
is Any signs on the property that do not comply will City zoning regtdations desn
guidelint must be included In the design review and improved to comfy with
applicable Calf Codes. Submittal must include the design materials and colors that
wilt be used on the sign face, how the sign will be itsplayed, and any fighting proposed.
* A detailed renderingittrawing of the proposed project must be included_ The plans
should include dimensions and architectural details and label material& Plans
prepared by a deign professional (e.g. architect or draftsperson) are strongly
recommended. Appfications without detaitd drawings will not be considered
complete_
• Applicant wLlt not be reimbursed for persona labor cot or labor costs of faintly
members, nor can -these costs be counted in the total project costs_
• Projects may not receive the mairmurn amount of each form of assistance more than
once.
• Deviation from an approved project plan shad disqualify the project from the program_
• City funded projects may be required to meet sound proofing, fighting, security' , Dr
other standards — as detemdned by the City of Dubuque fallen/Mg an internal
• neighborhood impact study — particularly when units are located in mb(ed-use
neighlxorhoods.
• Applications will be reviewed monthly by the Review Conundbee, consisting of at least
one representative from the City's Economic Development, Planning, and Budding
Services Departments. The Review Committee will score each application and will
fund projects that meet the pmigrarn criteria and are ready to comence wahin three
months.
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FAQADE GRANT INFORMATION
This program provides grants in 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 re to exceed ten thousand dollars ($10,000)
shall be awarded by the City to qualifying projects based on total
eligible project costs_ (Example: $3,500 in eligible project costs
would receive a $4,250 grant matched by $4,250 in private
conbibution; $20,000 or groater eligible project costs would
receive the maximum $10,000 grant)
Grant Specific Conditions:
• Reimbursement is for labor and material costs associated with facade
improvements, including but not limited to, rehabilitating or improving windows,
paint, signage, or awnings to enhance overall appearance_
• Landscaping or screening with fencing or retaining walls may be a reimbursable
expense if a determination is made that property is improved adjacent to public
right -o -way.
In order to receive reimbursement for repoinfing, a mortar analysis sample may
be requested for each facade that will be repointed. The applicant must adhere
to the results cA that analysis in their rehabilitation work as part of thew approved
project plan. The City may request verification that the new mortar matches
the results of the mortar analysis_
• Languacp from the National Park Service Technical Preservation Services
Briefs may be attached as a condition for a building permit if the applicant
chooses to perform repointing o the project.
• Reimlaursable expenditures must be documented_
• Grants will be disbursed upon completion of work ata rate of $.50 for each
$1.00 of qualified costs_
Approval Process:
1. Design review by the City Planning Depaibi ent andior the Historical Preservation
Commission is required for eyierior work on the project_
2. Grant applications will be reviewed by City staff Review Committee and approved
by the City Manager.
3. Fundhg will be disbursed upon staff review of documented expenditures and
inspection of a completed project_
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FINANCIAL CONSULTANT GRANT INFORMATION
This program provides grants in the Greater Downtown Urban Renewal Du Id 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) shalt be awarded to qualifying projects based on total
eligible project costs_ (Example: TI 8,500 in eligible project costs
would receive a $4,250 grant matched by $4,250 in private
corrbibulion; $30,000 or greater eligible costs would receive the
maximum $15,000 grant)
Grant Specific Conditions:
• Reimbursement is for fees associated with hiring a professional financial
consultant.
• Reimbursable expenditures must be documented_
• This grant shall not exceed ten percent (10%) of total project costs.
,• The rehabilitation project must be completed lathe Financial Consultant Grant
to be funded.
• Grants will 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 Plannthg Department andior the Historical Preservation
Commission is required for exterior work on the project.
2 Grant applications vvili be reviewed by City staff Review Committee and approved
by the City Manager_
Finding will be disbursal upon staff review of documented expenditures and
inspection of a completed project_
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PLANNING & DESIGN GRANT INFORMATION
This program provides grants in the Greater Downtown Urban Renewal District for hiring
architects, engineers or other professional services used prior to construction_
Amount of Grant: 1:1 matching grant not to exceed ten thousand dollars ($10,000)
be awarded by the City to quarrying projects to offset the actual
pre -development costs_ (Example: $13,500 in eligible project
COSTS would receive $4,25J grant matched by $4,250 in private
contribution: $20,000 or greater eligible project costs would
receive the maximum $10,000 grant)
Grant Specific Conditions:
▪ Reimbursement is for architectural and engineering fees, feasibility studies,
environmental assessments or other related soft costs.
• Reimbursable eendffiires must be documented_
4, Owner 1 developer tees are not permitted as reimbursable expendihnes.
▪ The grant shall not exceed ten percent (10%) of total project costs.
▪ Grants ld1H be disbursed upon completion of the project at a rate of $0.50 for
each $1.00 of quakfieci costs.
Approval Process:
1_ Design review by the City Planning Department andfor the Historical Preservation
Commission is required for exterior work on the project
1 Grant appfications will he reviewed by City staff Review Cominiffee and iproved
by the City Manager_
3. Funding MI be disbursed upon staff review of documented expenditures and
inspection of a completed projea
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