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40 Main, LLC_Intent to Dispose of Jones StreetTHE CITY OF Dubuque DUB E A~~ 1 Masterpiece on the Mississippi 2007 TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: 40 Main LLC/Parking DATE: September 1, 2009 Economic Development Director David Heiar recommends City Council approval of a resolution of intent to dispose of real estate by Real Estate Contract with 40 Main, LLC and setting a public hearing on the sale of the right-of-way for September 21, 2009. The major provisions of the proposed real estate contract are: 1. The purchase price for the surrounding parcels (see attached diagram) will be $157,583 subject to a public hearing 2. $1,000 down payment due at signing 3. 0% interest 4. Balance due on or before 5 years of signing the agreement 5. The sale of the Northern portion of the property is contingent upon developers closing on property located at 44-48 Main Street 6. The sale of a portion of Jones Street is contingent upon consent from adjacent land owners 7. City will retain utility easements over a portion of the land that is acquired 8. The City will provide screening between the acquired property and Hwy 151 9. Developer will construct parking areas per City guidelines 10. Developer shall apply for revocable licenses for all right-of-way encroachments on the real estate 11. Buyer agrees to construct a sidewalk at the North end of the building and along the South end of Main Street cul-de-sac so that it connects with the existing public sidewalk without crossing private property. The project to rehabilitate the 40 Main property involves significant restoration work. The 30,000 square foot building will include 18 market-rate apartments and 7,800 square feet of commercial space. The work will be done in accordance with the U.S. Secretary of the Interior's standard as Federal and State Historic Rehabilitation Tax Credits will be used for the project. There are several reasons why this project is important to the City. First, the building is in a very visible location at the entry to the downtown and improving it will strengthen the area. Second, this project will save a historic building. Third, there is currently a shortage of quality housing in the downtown area. Fourth, this project is the first of its kind in downtown because it will be market-rate apartments and no project this scale has been achieved in downtown. The success of this project will give validity to the need for downtown housing and solidify demand for more housing, specifically in the Historic Millwork District and the rest of downtown. I concur with the recommendation and respectfully request Mayor and City Council approval. Mi ael C. Van Milligen MCVM:jh Attachment cc: Barry Lindahl, City Attorney Cindy Steinhauser, Assistant City Manager David Heiar, Economic Development Director THE CITY OF Dubuque DUB ~~~ E t t Masterpiece on the Mississippi 2007 TO: Michael Van Milligen, City Manager FROM: David Heiar, Economic Development Director SUBJECT: 40 Main LLC/Parking DATE: September 1, 2009 INTRODUCTION In January 2009, the City Council approved a Development Agreement with 40 Main, LLC for the revitalization of a building located at 40-42 Main Street in downtown Dubuque (the former Higley Chemical Building). BACKGROUND The project to rehabilitate the 40 Main property involves significant restoration work. The 30,000 square foot building will include 18 market-rate apartments and 7,800 square feet of commercial space. The work will be done in accordance with the U.S. Secretary of the Interior's standard as Federal and State Historic Rehabilitation Tax Credits will be used for the project. There are several reasons why this project is important to the City. First, the building is in a very visible location at the entry to the downtown and improving it will strengthen the area. Second, this project will save a historic building. Third, there is currently a shortage of quality housing in the downtown area. Fourth, this project is the first of its kind in downtown because it will be market-rate apartments and no project this scale has been achieved in downtown. The success of this project will give validity to the need for downtown housing and solidify demand for more housing, specifically in the Historic Millwork District and the rest of downtown. The building itself consumes most of the existing site. The City owns right-of-way on the North, East and West of the property that is not needed for public right-of-way purposes. Over the past several months, City staff and the developers have had numerous negotiating sessions to discuss the potential of vacating and selling the unnecessary right-of-way to accommodate the parking needs of this rehabilitated building. DISCUSSION The following is a summary of the major provisions of a proposed real estate contract to sell excess right-of-way to 40 Main, LLC: 1. The purchase price for the surrounding parcels (see attached diagram) will be $157,583 subject to a public hearing 2. $1,000 down payment due at signing 3. 0% interest 4. Balance due on or before 5 years of signing the agreement 5. The sale of the Northern portion of the property is contingent upon developers closing on property located at 44-48 Main Street 6. The sale of a portion of Jones Street is contingent upon consent from adjacent land owners 7. City will retain utility easements over a portion of the land that is acquired 8. The City will provide screening between the acquired property and Hwy 151 9. Developer will construct parking areas per City guidelines 10. Developer shall apply for revocable licenses for all right-of-way encroachments on the real estate 11. Buyer agrees to construct a sidewalk at the North end of the building and along the South end of Main Street cul-de-sac so that it connects with the existing public sidewalk without crossing private property. Other details of the proposed contract are in the attached Real Estate Contract. RECOMMENDATION/ACTION STEP I recommend that the City Council adopt the attached resolution of intent to dispose of the real estate by Real Estate Contract with 40 Main, LLC. setting a public hearing on the sale of this right-of-way. Attachments 40 Main LLC Parking Memo_9-01-09 Prepared/Return to: David Heiar, Economic Development, 50 W. 13t" Street, Dubuque, IA 52001 (563) 589-4393 RESOLUTION NO. 323-09 RESOLUTION OF INTENT TO DISPOSE OF THE CITY'S INTEREST IN LOT 1 OF 10A, LOT 1 OF 12A AND LOT 1 OF 17A ALL IN THE WEST HALF OF BLOCK 1 AND LOT 1 OF 1A IN THE WEST HALF OF BLOCK 10 IN DUBUQUE HARBOR COMPANY'S ADDITION IN THE CITY OF DUBUQUE, DUBUQUE COUNTY, IOWA Whereas, 40 Main, LLC has offered to purchase Lot 1 of 10A, Lot 1 of 12A and Lot 1 of 17A all in the West Half of Block 1 and Lot 1 of 1A in the West Half of Block 10 in Dubuque Harbor Company's Addition in the City of Dubuque, Dubuque County, Iowa, upon the terms and conditions of the Real Estate Contract attached hereto; and Whereas, the City Council finds that it is in the interests of the City of Dubuque to approve the Real Estate Contract. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DUBUQUE, IOWA: Section 1. That the City of Dubuque intends to dispose of its interest in Lot 1 of 10A, Lot 1 of 12A and Lot 1 of 17A all in the West Half of Block 1 and Lot 1 of 1A in the West Half of Block 10 in Dubuque Harbor Company's Addition in the City of Dubuque, Dubuque County, Iowa pursuant to the Real Estate Contract attached hereto contingent upon the payment by 40 Main, LLC of $157,583.00, plus platting, publication, and filing fees. Section 2. The City Clerk is hereby authorized and directed to cause this Resolution and a notice to be published as prescribed by Iowa Code Section 364.7 of a public hearing on the City's intent to dispose of the foregoing-described real property, to be held on the 2lstday of septPmhPr , 2009, at 6:30 o'clock p.m. at the Historic Federal Building, , Dubuque, Iowa. Passed, approved and adopted this Att St. eanne F. Schneider, CMC, City Clerk 8th day of Septembers , 2009. ~~`y' .~ ~" Roy D. Buol, Mayor 3 REAL ESTATE CONTRACT It is agreed by and between the City of Dubuque, Iowa (Seller) and 40 Main, LLC (Buyer) as follows: Seller agrees to sell and Buyer agrees to buy real estate in Dubuque County, Iowa, described as: Lot 1 of 10A, Lot 1 of 12A and Lot 1 of 17A all in the West Half of Block 1 and Lot 1 of 1A in the West Half of Block 10 all in Dubuque Harbor Company's Addition, in the City of Dubuque, Dubuque County, Iowa (the Real Estate) as shown on the attached plats, with any easements and appurtenant servient estates, but subject to the following: (a) any zoning and other ordinances; (b) any covenants of record; (c) any easements of record for public utilities, roads and highways; and (d) any other easements of record or to be established for public utilities, upon the following terms and conditions: SECTION 1. PURCHASE PRICE FOR REAL ESTATE. The total consideration to be paid by the Buyer is the sum of One Hundred Fifty-Seven Thousand, Five Hundred Eighty-Three Dollars ($157,583.00) (the Purchase Price) for the following parcels shown on the attached Exhibit A: Lot Total Lot 1 of 10A $26, 300.00 Lot 1 of 12A 46,197.00 Lot 1 of 17A 55, 505.00 Lot 1 of 1 A 29, 581.00 Total $157,583.00 Subject to Paragraph 14, Buyer shall pay the Purchase Price as follows: $1,000.00 upon execution of this Real Estate Contract by Buyer and the balance of $156,583.00 by not later than the 1st day of November, 2015. SECTION 2. REAL ESTATE TAXES. Buyer shall pay all real estate taxes on the Real Estate due and payable after the Closing. SECTION 3. SPECIAL ASSESSMENTS. Buyer shall pay all special assessments on the Real Estate due and payable after the Closing. SECTION 4. POSSESSION AND CLOSING. Seller shall give Buyer possession of the Real Estate on the date of closing (the Closing). The Closing will be a date agreed upon by the parties which shall be on or before the 1st day of January, 2010. SECTION 5. INSURANCE. Not applicable. SECTION 6. ABSTRACT AND TITLE. Seller, at its expense, shall promptly obtain a new abstract of title to the Real Estate continued through thirty (30) days prior to the Closing and deliver it to Buyer for examination. It shall show merchantable title in Seller in or conformity with this contract, Iowa law and the Title Standards of the Iowa State Bar Association. The abstract shall become the property of the Buyer when the purchase price is paid in full, however, Buyer reserve the right to occasionally use the abstract prior to full payment of the purchase price. Seller shall pay the costs of any additional abstracting and title work due to any act or omission of Seller. SECTION 7. FIXTURES. Not applicable. SECTION 8. CARE OF PROPERTY. Not applicable. SECTION 9. IMPROVEMENTS. Buyer shall not construct improvements on or over any easement area without an approved site plan and the prior written approval of the City Engineer. SECTION 10. DEED. Upon payment of the total consideration, Seller shall convey the Real Estate to Buyer by Quit Claim Deed, free and clear of all liens, restrictions, and encumbrances except as provided herein. Any general warranties of title shall extend only to the date of this contract, with special warranties as to acts of Seller continuing up to time of delivery of the deed. SECTION 11. REMEDIES OF THE PARTIES. 11.1. If Buyer (a) fails to make the payments aforesaid, or any part thereof, as same become due or fails to perform any of the agreements as herein made or required; then Seller, in addition to any and all other legal and equitable remedies which it may have, at its option, may proceed to forfeit and cancel this contract as provided by law (Chapter 656 Code of Iowa). Upon completion of such forfeiture Buyer shall have no right of reclamation or compensation for money paid, or improvements made; but such payments and/or improvements if any shall be retained and kept by Seller as compensation for the use of said property, and/or as liquidated damages for breach of this contract; and upon completion of such forfeiture, if the Buyer, or any other person or persons shall be in possession of said real estate or any part thereof, such party or parties in possession shall at once peacefully remove therefrom, or failing to do so may be treated as tenants holding over, unlawfully after the expiration of lease, and may accordingly be ousted and removed as such as provided by law. 11.2. If Seller fails to timely perform its obligations under this contract, Buyer shall have the right to terminate this Real Estate Contract and have all payments made returned to them. 2 11.3. Buyer and Seller are also entitled to utilize any and all other remedies or actions at law or in equity available to them including specific performance. SECTION 12. TIME IS OF THE ESSENCE. Time is of the essence in this contract. SECTION 13. USE OF REAL ESTATE. Notwithstanding any other provision herein, Seller acknowledges that the primary use of the Real Estate shall be as parking. SECTION 14. PURCHASE OF 44-48 MAIN STREET. This Real Estate Contract shall be subject to Buyer closing on the purchase of the property at 44-48 Main Street, Dubuque, Iowa by not later than the 31st day of September, 2010. In the event that Buyer fails to close on such purchase by such date, the Real Estate shall only include the following parcels and the Purchase Price shall be adjusted accordingly: Lot Total Lot 1 of 1 A $29, 581.00 Lot 1 of 17A 55, 505.00 South '/ of Lot 1 of 12A 23,098.50 Total $108,184.50 SECTION 15. CONSENT OF ADJACENT PROPERTY OWNERS. This Real Estate Contract shall be subject to Buyer obtaining the written consent of the adjacent property owners prior to Closing to Buyer's purchase of that part of the Real Estate which includes to Jones Street. SECTION 16. SCREENING. Seller shall at its cost and in such manner as Seller in its sole discretion determines appropriate screen the Real Estate from Highway 151. SECTION 17. PARKING. Buyer shall construct all parking areas in conformity with City of Dubuque parking guidelines and requirements. SECTION 18. ENCROACHMENTS. Buyer shall as soon as practicable after the Closing apply for revocable licenses for all right-of-way encroachments on the Real Estate. SECTION 19. SOUTH MAIN SIDEWALK. Buyer agrees to construct a sidewalk at the north end of the building along the south end of the Main Street cul-de-sac so that it connects with the existing public sidewalk without crossing private property. SECTION 20. COSTS TO REPAIR IMPROVEMENTS OVER EXISTING UTILITIES. By acceptance of the Deed, Buyer agrees that neither the City of Dubuque nor any other utility provider shall be responsible for any expenses necessary to remove, relocate, repair, remodel, maintain, or replace any above ground improvements in any easement area, including, but not limited to, landscaping, fencing, retaining walls, and 3 colored or patterned concrete within any easement area, as a result of the removal, relocation, repair, remodeling, maintenance or replacement of any utilities in any easement area. Buyer further agrees to defend, indemnify, and hold harmless the City of Dubuque and any other utility from and against any and all claims of any kind for any expenses necessary to remove, relocate, repair, remodel, maintain, or replace any above ground improvements in any easement area. Dated this day of , 20_. CITY OF DUBUQUE, IOWA By Roy D. Buol, Mayor Attest: Jeanne F. Schneider, City Clerk (City Seal) STATE OF IOWA COUNTY OF DUBUQUE SS 40 Main, Ilc. By Chris Miller, Partner On this day of 20_, before me the undersigned, a Notary Public in and for the said County and State, personally appeared Roy D. Buol and Jeanne F. Schneider, to me personally known, who, being by me duly sworn, did say that they are the Mayor and City Clerk, respectively, of the City of Dubuque, Iowa, a municipal corporation executing the instrument to which this is attached; that the seal affixed hereto is the seal of said municipal corporation; that said instrument was signed and sealed on behalf of the City of Dubuque, Iowa, by authority of its City Council; and that said Mayor and City Clerk acknowledged the execution of said instrument to be the voluntary act and deed of said City, by it and by them voluntarily executed. Notary Public STATE OF IOWA COUNTY OF DUBUQUE SS 4 On this day of 20_, before me the undersigned, a Notary Public in and for the State of Iowa, personally appeared Chris Miller, to me personally known, who, being by me duly sworn, did say that he is the Managing Partner of 40 Main LLC., the corporation executing the instrument to which this is attached and that as said Managing Partner 40 Main 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. 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