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Diamond Jo_Port of Dubuque Parking Facility AgreementTHE CITY OF DUB E Masterpiece on the Mississippi TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: Diamond Jo Parking Agreement DATE: June 11, 2009 Dubuque Au-Amedcac~y 2007 The Diamond Jo Casino expressed some concern about parking availability in the Port of Dubuque Public Parking Facility as IBM employees use the free shuttle service from the Roshek Building to the Port of Dubuque. The Diamond Jo also expressed concern about the administrative overhead for them to count customers in order to calculate the 50¢ per person casino admission fee required under State law to be paid to the City of Dubuque. The attached agreement provides assurances to the property owners in the Port of Dubuque that at least 600 parking spaces will be available for Port of Dubuque patrons in the Public Parking Facility. The City had budgeted for $650,216 in revenue in Fiscal Year 2010 from the 50¢ admission fee from the Diamond Jo. This agreement reduces the City revenues to $500,000 in Fiscal Year 2010 but fixes the amount of the admission fee through June 30, 2029. There has been some controversy around this fee in that the gaming facility in Clinton, Iowa, stopped paying the fee when that facility went from a gambling boat to a land- based facility. To the Diamond Jo's credit, they did not discontinue paying the fee and this agreement resolves any uncertainty over the future payment of the fee in Dubuque. Finally, the agreement gives the Diamond Jo the right to have 50 valet parking spaces in the Port of Dubuque Public Parking Facility and allows up to 50 employees to park in the Port of Dubuque Public Parking Facility. Neither valet parking nor Diamond Jo employee parking was allowed by the Public Parking Facility Development Agreement. I respectfully recommend Mayor and City Council approval. Michael C. Van Milligen MCVM/jh Attachment cc: Barry Lindahl, City Attorney Cindy Steinhauser, Assistant City Manager THE CTTY OF DLTB E Masferpiece on the Mis~fi~sippi BARRY LINDAF CITY ATTORNE MEMORANDUM r To: Michae Van Milligen City Man ger DATE: June 11, 2009 RE: Port of Dubuque Public Parking Facility Private Parking Agreement between the City of Dubuque and Diamond Jo, LLC The City of Dubuque has identified public parking spaces available for IBM employees in the Port of Dubuque and downtown area. The attached Agreement between the City of Dubuque and Diamond Jo, LLC clarifies the conditions under which IBM employees may park in the Port of Dubuque Public Parking Facility if they so choose. The City is providing a free shuttle service for IBM employees who park in the Port of Dubuque and downtown area. In the Agreement the City also grants Diamond Jo fifty (50) customer valet parking spaces and fifty {50) parking spaces for Diamond Jo management employees in the facility. The Agreement further provides that Diamond Jo will continue paying a casino admission fee to the City during the term of the twenty (20) year agreement which the parties have established at $500,000 per year. I recommend that the Agreement be submitted to the Mayor and City Council for consideration and approval. BAL:jmg cc: Michael C. Van Milligen, City Manager Cindy Steinhauser, Assistant City Manager Tim Horsfield, Parking Systems Supervisor F:\USERS\tsteckle\Lindahl\POD Public Parking Facility -Parking Issue\Mayorcouncil_PODPu blicPa rki ng FacilityPrivateParkingAg reement_061109.doc Barry A. Lindahl, Esq. City Attorney Suite 330, Harbor View Place 300 Main Street Dubuque, Iowa 52001-6944 (563) 583-4113 office (563) 583-1040 fax balesq@cityofdubuque.org Brian Kane, Esq. Kane, Norby & Reddick, P.C. 2100 Asbury Road, Suite 2 Dubuque, IA 52001 Dubuque AP -America 'SIU' 5A‘--74/ 2007 June 17, 2009 RE: Private Parking Agreement between the City of Dubuque and Diamond Jo, LLC Dear Brian: Enclosed for your file is the signed original Private Parking Agreement between the City of Dubuque and Diamond Jo, LLC. Very sincerely, Barry A.`tindahl, Esq. City Attorney BAL:tls Enclosure eI, F:\USERS\tsteckle\Lindahl\POD Public Parking Facility - Parking Issue\Kane_SignedOriginalPrivateParkingAgreement_061709.doc PORT OF DUBUQUE PUBLIC PARKING FACILITY PRIVATE PARKING AGREEMENT BETWEEN THE CITY OF DUBUQUE AND DIAMOND JO, LLC This PRIVATE PARKING AGREEMENT ("the Agreement"), dated for reference purposes the 11th day of June, 2009, is made and entered into by and between the City of Dubuque, Iowa ("City") and Diamond Jo, LLC ("DJ"). Whereas, City is the owner of the Port of Dubuque Public Parking Facility ("the Public Parking Facility") which is the subject of the Amended and Restated Port of Dubuque Public Parking Facility Development Agreement between City and DJ, dated October 1, 2007 ("the Development Agreement"); and Whereas, DJ has requested that City grant DJ parking privileges in the Public Parking Facility for DJ's customer valet parking and certain management employees; and Whereas, City agrees to grant DJ parking privileges in the Public Parking Facility upon the terms and conditions set forth herein. NOW, THEREFORE, IT IS AGREED BY AND BETWEEN THE PARTIES AS FOLLOWS: SECTION 1. TERM AND GENERAL CONDITIONS. 1.1. Commencing on the 16th day of June, 2009, and terminating on the 16t" day of June, 2029 (the "Term"), City grants to DJ the privilege at no charge to DJ of allowing customer valet parking in 50 designated parking spaces (the "Valet Spaces") on the north side of level 1 of the Public Parking Facility, as shown on attachment A. 1.2. DJ shall be solely responsible for any enforcement of non -authorized vehicles parked in the Valet Spaces. 1.3. DJ shall only use the Valet Spaces for DJ's customer valet parking and DJ shall not change or adjust the Valet Spaces without the prior written approval of City, which approval shall not be unreasonably withheld. 1.4. DJ shall not assign or sublet any of the Valet Spaces designated by this Agreement for DJ's customer valet parking. 1.5 Notwithstanding Section 2.2 of the Development Agreement, during the Term City also grants to DJ the privilege at no charge to DJ of allowing 50 of DJ's management employees to park in otherwise unassigned and available spaces in the Public Parking Facility. DJ shall not allow any other of its employees to use any other spaces in the Public Parking Facility. SECTION 2. SIGNAGE. All signage designating the Valet Spaces, including design and method of attaching, shall be submitted to City for City's approval prior to any installation, which approval shall not be unreasonably withheld. SECTION 3. COSTS. 3.1. All costs associated with designating the Valet Spaces shall be paid for solely by DJ. 3.2. Any fees paid by DJ pursuant to this Agreement shall have no effect on any other fees or be cause for a reduction in other fees required to be paid by DJ in the Development Agreement. SECTION 4 INDEMNIFICATION. DJ agrees to defend, indemnify, and hold City, its officers, agents, and employees, harmless from any and all claims of any kind arising out of DJ's use of the Public Parking Facility for DJ's employee and customer valet parking. SECTION 5 INSURANCE. DJ shall during the Term provide insurance as set forth in the attached Insurance Schedule. SECTION 6. 6.1. City shall advise International Business Machines Corporation (and any and all other non -Port of Dubuque businesses — e.g. Cottingham & Butler, Prudential) whose employees are known by City to be using the Public Parking Facility that any of its (or their) employees who park in the Public Parking Facility shall park first on the fourth level of the Public Parking Facility, until space on the fourth level is no longer available, and then on the third level of the Public Parking Facility. 6.2 City shall monitor the parking usage in the Public Parking Facility to assure that there are not less than 600 available parking spaces on the first and second floor and part of the third floor of the Public Parking Facility for the use of Port of Dubuque patrons, including DJ patrons, during all times the DJ Casino is open and/or operating (the "Port Usage"). City shall, in a manner determined by City in its sole, reasonable discretion, limit the use of the Public Parking Facility for non -Port Usage so that there are not less than 600 available parking spaces for the Port Usage The Port Usage shall increase by the number of parking spaces needed for any future development in the Port of Dubuque (e.g. a Port of Dubuque development requiring 200 spaces in the Public Parking Facility will cause the Port Usage to automatically increase to 800 spaces). The Port Usage 2 shall extend to the fourth floor of the Public Parking Facility if the number of available parking spaces which makes up the Port Usage exceeds spaces available on the first, second and third floors of the Public Parking Facility. 6.3. Except to the extent expressly waived by DJ in this Section 6 the restrictions and obligations provided in Section 2.2 of the Development Agreement shall remain in full force and effect. SECTION 7. DJ acknowledges its obligation and agrees to pay the admission fee provided for in Iowa Code § 99F.10(3) for the Term (the "Admission Fee"). The parties agree that the Admission Fee shall be $500,000.00 for the period from July 1, 2009 through June 30, 2010 and $500,000.00 for each year thereafter. The Admission Fee shall be paid in twelve equal installments commencing on July 1, 2009, and on the first day of each month thereafter. In the event that the Admission Fee shall cease to be allowed by law for any reason, then DJ agrees that it shall pay to City $500,000 as . annual rental for the valet parking and management parking privileges granted herein for the remainder of the Term. In the event the Admission Fee is increased by law for any reason, then City agrees that it shall only receive $500,000.00 each year hereunder. SECTION. 8. In consideration for $1.00, City agrees to deliver a bill of sale and possession to DJ for the Ice Harbor barge and ramp, which the parties acknowledge have a value of $30,000.00. SECTION 9. Except with respect to the limited privileges granted to DJ to allow management employees to park in the Public Parking Facility, described in Section 1.5 hereof and the DJ's consent to the specific employee parking described in Section 6 hereof, this Agreement shall in no way supersede any portion of the Development Agreement or as such Development Agreement may be amended, and in the event of any inconsistency between this Agreement and the Development Agreement, the Development Agreement shall prevail. SECTION 10. If any provision or term of this Agreement, or any part thereof, shall be held unenforceable, or if either party fails or refuses to abide by any of the terms or conditions herein, the other party may declare this entire Agreement null and void. In the event of any default, no remedy herein conferred upon or reserved to a party hereto 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. SECTION 11. ADDITIONAL PROVISIONS. 3 11.1. All notices, demands, requests or other communications required or permitted by this Agreement shall be in writing and shall be deemed to be received when actually received by any person at the intended address if personally served or sent by courier or telex, or whether actually received or not, twenty-four (24) hours after the date and time of delivery to a nationally -recognized courier, address as follows: To the City: Copies to: To DJ: With copies to: City Manager City Hall 50 W. 13th Street Dubuque, IA 52001 City Attorney City Hall 50 W. 13th Street Dubuque, IA 52001 Attn: Natalie Schramm Diamond Jo, LLC 400 E. 3rd Street Dubuque, IA 52001 Curtis E. Beason Lane & Waterman LLP 220 N. Main St., Ste. 600 Davenport, IA 52801 Any party may, in substitution of the foregoing, designate a different address or addresses within the continental United States for purposes of this section by written notice delivered to the other party in the manner prescribed, at least ten (10) days in advance of the date on which such change of address is to be effective. 11.2. This Agreement embodies the entire agreement between and among the parties and may be amended or supplemented only by an instrument in writing executed by the parties hereto. 11.3. This Agreement may not be assigned without the written consent of all other parties hereto, which consent shall not be unreasonably withheld. Subject to the foregoing, this Agreement shall be binding upon, inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns. 11.4. Time is of the essence in this Agreement and each and every provision contained herein. 11.5. In the event of a dispute arising between or among the parties hereto, each party shall be responsible for paying its own attorney's fees and court costs, if any, incurred in connection with such dispute. 4 11.6. This Agreement shall be governed by the laws of the State of Iowa and shall be construed in accordance therewith and all of the rights and obligations hereunder shall be determined in accordance with the laws of the State of Iowa. All parties acknowledge that they have negotiated this Agreement in the City of Dubuque, Iowa and that the property at issue is located in the City of Dubuque, Iowa. 11.7. The parties hereto represent to each other that each has the full right, power and authority to enter into this Agreement and to fully perform its obligations. The persons executing this Agreement warrant and represent that each has the authority to execute in the capacity stated and to bind the parties herein. 11.8. No failure by any party hereto, at any time, to require the performance of any other party or any term of this Agreement, shall in any way affect the right of any party to enforce such terms, nor shall any waiver by any party of any term hereof be taken or held to be a waiver of any other provision of this Agreement. No waiver of any term or provision of this Agreement shall be effective unless the same is in writing, signed by the parties hereto. 11.9 The effectiveness of this Agreement shall be subject to the approval of the Iowa Racing and Gaming Commission, if required. If required, DJ shall take such action as is necessary to submit this Agreement to the Iowa Racing and Gaming Commission for its approval. CITY OF DUBUQUE DIAMOND JO, LLC !X-C 6u-wri4 By: Title: Mayor Pro -Tem Tltl�; `• D. . G:\WPDOCS1MARY\Brad\DJPrivateParkingAgreement06 1109bjkFinal-CLEAN.doc 5 Port of Dubuque Parking Facility and Diamond Jo Valet Parking Agreement i 1 t 1 11 6iii� 1' '111 3��Ee��Pi� �j E�'ii'Fii i' 4 PORT OF DUBUQUE PARKING FACILITY DUBUQUE, IOWA INSURANCE SCHEDULE A INSURANCE REQUIREMENTS FOR TENANTS AND LESSEES OF CITY PROPERTY OR VENDORS (SUPPLIERS, SERVICE PROVIDERS) TO THE CITY OF DUBUQUE 1. All policies of insurance required hereunder shall be with an insurer authorized to do business in Iowa. All insurers shall have a rating of A or better in the current A.M. Best Rating Guide. 2. All Certificates of Insurance required hereunder shall provide a thirty (30) day notice of cancellation to the City of Dubuque, except for a ten (10) day notice for non- payment, if cancellation is prior to the expiration date. 3. shall furnish a signed Certificate of Insurance to the City of Dubuque, Iowa for the coverage required in Paragraph 6 below. Such certificates shall include copies of the following policy endorsements: a) Commercial General Liability policy is primary and non-contributing. b) Commercial General Liability additional insured endorsement. c) Governmental Immunity Endorsements. 4. Each certificate shall be submitted to the contracting department of the City of Dubuque. 5. Failure to provide minimum coverage shall not be deemed a waiver of these requirements by the City of Dubuque. Failure to obtain or maintain the required insurance shall be considered a material breach of this agreement. 6. shall be required to carry the following minimum coverage/limits or greater if required by law or other legal agreement: a) COMMERCIAL GENERAL LIABILITY General Aggregate Limit Products -Completed Operations Aggregate Limit Personal and Advertising Injury Limit Each Occurrence Limit Fire Damage Limit (any one occurrence) Medical Payments $2,000,000 $1,000,000 $1,000,000 $1,000,000 $ 50,000 $ 5,000 This coverage shall be written on an occurrence, not a claims made form. Form CG 25 04 03 97 "Designated Location (s) General Aggregate Limit" shall be included. All deviations or exclusions from the standard ISO commercial general liability form CG 0001, or Business Owners form BP 0002, shall be clearly identified. 1 of 2 January 2008 INSURANCE SCHEDULE A (Continued) INSURANCE REQUIREMENTS FOR TENANTS AND LESSEES OF CITY PROPERTY OR VENDORS (SUPPLIERS, SERVICE PROVIDERS) TO THE CITY OF DUBUQUE Governmental Immunity Endorsement identical or equivalent to form attached. Additional Insured Requirement: The City of Dubuque, including all its elected and appointed officials, all its employees and volunteers, all its boards, commissions and/or authorities and their board members, employees and volunteers shall be named as an additional insured on General Liability Policies using ISO endorsement CG 20 26 0704 "Additional Insured — Designated Person or Organization," or it's equivalent. — See Specimen b) WORKERS' COMPENSATION & EMPLOYERS LIABILITY Statutory for Coverage A Employers Liability: Each Accident Each Employee — Disease Policy Limit — Disease c) UMBRELLA EXCESS LIABILITY LIQUOR OR DRAM SHOP LIABILITY $100,000 $100,000 $500,000 Coverage to be determined on a case by case basis by Finance Director. Completion Checklist ❑ Certificate of Liability Insurance (2 pages) [l Designated Location(s) General Aggregate Limit CG 25 04 03 97 (2 pages) ❑ Additional Insured 20 26 07 04 ❑ Governmental Immunities Endorsement 2 of 2 January 2008 ACORD CERTIFICATE OF LIABILITY INSURANCE 12/7/200 ) TYPE OF INSURANCE PRODUCER (563) 123-4567 Insurance Agency Street Address City ST FAX (563) 987-6543 Zip Code THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # INSURED Company Street City St Zip Code INSURER A: Insurance Company INSURER B: $ 1,000,000 INSURER C: 50,000 INSURER D: CLAIMS MADE X OCCUR INSURER E. $ 5,000 THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR ADD'L INSRD TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE (MM/DDIYY) POLICY EXPIRATION DATE (MM/DD/YY) LIMITS A X GENERAL X LIABILITY COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 DAMAGE TO RENTED PREMISES (Ea occurrence) 50,000 CLAIMS MADE X OCCUR MED EXP (Any one person) $ 5,000 PERSONAL 8 ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'LAGGREGATE LIMIT APPLIES PER: j 7 POLICY I Xj) )ECT I I LOC PRODUCTS - COMPIOP AGG $ 1,000,000 A AUTOMOBILE X LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY ANY AUTO AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ AUTO ONLY: AGG $ EXCESS/UMBRELLA LIABILITY OCCUR I I CLAIMS MADE DEDUCTIBLE RETENTION $ 0 5 EACH OCCURRENCE $ AGGREGATE $ $ $ }; WORKERS COMPENSATION AND LIABILITYVANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? If yes, describe under SPECIAL PROVISIONS below Q SCh - X TORY LIMITS OEREMPLOYERS' E.L. EACH ACCIDENT $ 100,000 E.L. DISEASE - FA EMPLOYEE $ 100,000 E.L. DISEASE -POLICY LIMIT $ 500,000 OTHER DESCRIPTION OF OPERATIONSILOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS City of Dubuque is listed as an additional insured on general liability policies using ISO endorsement form CG 2026 0704 "Additional Insured -Designated Person or Organization" or its equivalent. General Liability policy is primary & non-contributing. Form CG 2504 0397 "Designated Locations" general liability aggregate limit is included. Governmental immunities endorsement is included. CANCELLATION City of Dubuque 50 West 13th Street Dubuque, IA 52001 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ACORD 25 (2001/08) INS025 pas) 06 AMS VMP Mortgage Solutions, Inc. (800)327-0545 ©ACORD CORPORATION 1988 Page 1 of 2 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. gpECI" Schedule ACORD 25 (2001108) INS025 (o1oe).os AMS Page 2 of 2 POLICY NUMBER: COMMERCIAL GENERAL LIABILITY CG 25 04 03 97 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED LOCATION(S) GENERAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designated Location(s): (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) A. For all sums which the insured becomes legally obligated to pay as damages caused by "occur- rences" under COVERAGE A (SECTION I), and for all medical expenses caused by accidents under COVERAGE C (SECTION I), which can be attributed only to operations at a single desig- nated "location" shown in the Schedule above: 1. A separate Designated Location General Aggregate Limit applies to each designated "location", and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations. 2. The Designated Location General Aggregate Limit is the most we will pay for the sum of all damages under COVERAGE A, except dam- ages because of "bodily injury" or "property damage" included in the "products -completed operations hazard", and for medical expenses under COVERAGE C regardless of the num- ber of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 3. Any payments made under COVERAGE A for damages or under COVERAGE C for medical expenses shall reduce the Designated Loca- tion General Aggregate Limit for that desig- nated "location". Such payments shall not re- duce the General Aggregate Limit shown in the Declarations nor shall they reduce any other Designated Location General Aggre- gate Limit for any other designated "location" shown in the Schedule above. 4. The limits shown in the Declarations for Each Occurrence, Fire Damage and Medical Ex- pense continue to apply. However, instead of being subject to the General Aggregate Limit shown in the Declarations, such limits will be subject to the applicable Designated Location General Aggregate Limit. B. For all sums which the insured becomes legally obligated to pay as damages caused by "occur- rences" under COVERAGE A (SECTION 1), and for all medical expenses caused by accidents under COVERAGE C (SECTION I), which can- not be attributed only to operations at a single designated "location" shown in the Schedule above: 1. Any payments made under COVERAGE A for damages or under COVERAGE C for medical expenses shall reduce the amount available under the General Aggregate Limit or the Products -Completed Operations Aggregate Limit, whichever is applicable; and 2. Such payments shall not reduce any Desig- nated Location General Aggregate Limit. CG 25 04 03 97 Page 1 of 2 CG 25 04 03 97 C. When coverage for liability arising out of the "products -completed operations hazard" is pro- vided, any payments for damages because of "bodily injury" or "property damage" included in the "products -completed operations hazard" will reduce the Products -Completed Operations Ag- gregate Limit, and not reduce the General Ag- gregate Limit nor the Designated Location Gen- eral Aggregate Limit. D. For the purposes of this endorsement, the Defi- nitions Section is amended by the addition of the following definition: "Location" means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of-way of a railroad. E. The provisions of Limits Of Insurance (SECTION III) not otherwise modified by this endorsement shall continue to apply as stipulated. Copyright, Insurance Services Office, Inc., 1996 Page 2 of 2 CG 25 04 03 97 POLICY NUMBER: COMMERCIAL GENERAL LIABILITY CG 20 26 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) The City of Dubuque, including all its elected and appointed officials, all its employees and volunteers, all its boards, commissions and/or authorities and their board members, employees and volunteers. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II — Who Is An Insured is amended to in- clude as an additional insured the person(s) or or- ganization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property dam- age" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: A. In the performance of your ongoing operations; or B. In connection with your premises owned by or rented to you. All terms and conditions of this policy apply unless modified by this endorsement. CG 20 26 07 04 Includes copyrighted material of Insurance Services Office, Inc. with permission. Page 1 of 1 © ISO Properties, Inc., 2004 CITY OF DUBUQUE, IOWA GOVERNMENTAL IMMUNITIES ENDORSEMENT 1. Nonwaiver of Governmental Immunity. The insurance carrier expressly agrees and states that the purchase of this policy and the including of the City of Dubuque, Iowa as an Additional Insured does not waive any of the defenses of governmental immunity available to the City of Dubuque, Iowa under Code of Iowa Section 670.4 as it is now exists and as it may be amended from time to time, 2. Claims Coverage. The insurance carrier further agrees that this policy of insurance shall cover only those claims not subject to the defense of governmental immunity under the Code of Iowa Section 670.4 as it now exists and as it may be amended from time to time. Those claims not subject to Code of Iowa Section 670.4 shall be covered by the terms and conditions of this insurance policy. 3. Assertion of Government Immunity. The City of Dubuque, Iowa shall be responsible for asserting any defense of governmental immunity, and may do so at any time and shall do so upon the timely written request of the insurance carrier. 4. Non -Denial of Coverage. The insurance carrier shall not deny coverage under this policy and the insurance carrier shall not deny any of the rights and benefits accruing to the City of Dubuque, Iowa under this policy for reasons of governmental immunity unless and until a court of competent jurisdiction has ruled in favor of the defense(s) of governmental immunity asserted by the City of Dubuque, Iowa. No Other Change in Policy. The above preservation of governmental immunities shall not otherwise change or alter the coverage available under the policy. SPECIMEN 1 of 1 January 2008