Port of Dubuque Brewery - First Amendment to Development Agreement Copyrighted
May 21 , 2018
City of Dubuque Consent Items # 11.
ITEM TITLE: Portof Dubuque Brewery- FirstAmendmentto
Development Agreement
SUMMARY: City Manager recommending approval of the First
Amendment to the Development Agreement (the
Agreement) between the City of Dubuque and Port of
Dubuque Brewery Development, LLC for the
redevelopment of the former Dubuque Star Brewery at 600
Star Brewery Drive.
RESOLUTION Approving the First Amendment to the
DevelopmentAgreement between the Cityof Dubuque,
lowa and Port of Dubuque Brewery Development, LLC
SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Adopt
Resolution(s)
ATTACHMENTS:
Description Type
Port of Dubuque Brewery 1st Amendment to City Manager Memo
Development Agreement-NNM Memo
Staff Memo Staff Memo
1st Amendment to DA Supporting Documentation
Original De�lopmentAgreement Supporting Documentation
Resolution of Approval Resolutions
THE CITY OF Dubuque
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Masterpiece on the Mississippi Z°°'�w'2
7A13 2017
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: First Amendment to Development Agreement Between the City of
Dubuque and Port of Dubuque Brewery Development, LLC
DATE: May 15, 2018
Economic Development Director Maurice Jones is recommending approval of the First
Amendment to the Development Agreement between the City of Dubuque and Port of
Dubuque Brewery Development, LLC for the redevelopment of the former Dubuque Star
Brewery at 600 Star Brewery Drive.
The City Council approved a Development Agreement with Port of Dubuque Brewery
Development, LLC for the redevelopment of the Property on July 17, 2006. The
Agreement included a 50-year lease, requirements to redevelop the Property, ten (10)
years of semi-annual economic development grants, an option for the Developer to
renew the lease, and other provisions as set forth in the attached Agreement.
During staff review of the Economic Development DepartmenYs files, a discrepancy was
noted in the Agreement. Whereas it was the intent of the City to provide 20 semi-
annual economic development grants, over a period of 10 years, the dates in Section
3.3(1) of the Agreement incorrectly cover a period of 11 years. The concluding date will
now be May 1 , 2019.
The Developer agrees that the Agreement is incorrect and should be amended to
correct the error.
The First Amendment to the Development Agreement corrects the error.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
�� �� ���
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
Jennifer Larson, Budget Director
2
Dubuque Economic Development Department
THE CITY OF �,.,/�,.,� SO West 13�h Street
fi.i.zi� Dubuque, lowa 52001-4864
DuB E �'�'�c�"
1 I I I I I Office(563)589-4393
TTY(563)690-6678
MCiSt2YFJ12CE OYL tylE M1551551�1�71 http://www.cityofdubuque.org
200]•2012•2013
TO: Michael Van Milligen, City Manager
FROM: Maurice Jones, Economic Development Director
SUBJECT: First Amendment to Development Agreement Between the City of
Dubuque and Port of Dubuque Brewery Development, LLC
DATE: April 24, 2018
INTRODUCTION
This memorandum presents for review and approval a resolution approving the First
Amendment to the Development Agreement (the Agreement) between the City of
Dubuque and Port of Dubuque Brewery Development, LLC for the redevelopment of the
former Dubuque Star Brewery (the Property) at 600 Star Brewery Drive.
BACKGROUND
The City Council approved a Development Agreement with Port of Dubuque Brewery
Development, LLC for the redevelopment of the Property on July 17, 2006. The
Agreement included a 50-year lease, requirements to redevelop the Property, ten (10)
years of semi-annual economic development grants, an option for the Developer to
renew the lease, and other provisions as set forth in the attached Agreement.
DISCUSSION
During staff review of the Economic Development DepartmenYs files, a discrepancy was
noted in the Agreement. Whereas it was the intent of the City to provide 20 semi-
annual economic development grants, over a period of 10 years, the dates in Section
3.3(1) of the Agreement incorrectly cover a period of 11 years.
The Developer agrees that the Agreement is incorrect and should be amended to
correct the error.
The attached First Amendment to the Development Agreement corrects the error.
RECOMMENDATION/ ACTION STEP
I recommend that the attached resolution approving the First Amendment to the
Development Agreement be submitted to the City Council for approval.
F:\Users�isteckle\Lindahl\Port of Dubuque Brewery Development LLC\JonesMemoto MVM_FirstAmend ToDA_042518.docx
RESOLUTION NO. 145-18
APPROVING THE FIRST AMENDMENT TO THE DEVELOPMENT AGREEMENT
BETWEEN THE CITY OF DUBUQUE, IOWA AND PORT OF DUBUQUE BREWERY
DEVELOPMENT, LLC
Whereas the City of Dubuque, Iowa (City) and Port of Dubuque Brewery Development,
LLC (Developer) entered into a Development Agreement dated for reference purposes
the 17th day of July, 2006 for the redevelopment of the property at the former Dubuque
Star Brewery Building; and
Whereas City and Developer now desire to amend the Development Agreement as set
forth in the First Amendment to Development Agreement attached hereto.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
DUBUQUE, IOWA:
Section 1. The City Council hereby approves the First Amendment to Development
Agreement.
Section 2. The Mayor is authorized and directed to sign the First Amendment to
Development Agreement on behalf of the City of Dubuque.
Passed, approved and adopted this 21st day of May, 20
Attest:
Key' S. Firnsta I, Ci Clerk
Roy D. Buol, Mayor
F:\Users\tsteckle\Lindahl\Port of Dubuque Brewery Development LLC\2006\ResolutionApprovingFirstAmendment POD Brewery_042518.docx
FIRST AMENDMENT
TO
DEVELOPMENT AGREEMENT
BETWEEN
THE CITY OF DUBUQUE, IOWA
AND
PORT OF DUBUQUE BREWERY DEVELOPMENT, LLC
This First Amendment to Development Agreement, dated for reference purposes
the 21 st day of May 2018, is made and entered into by and between the City of Dubuque,
lowa (City) and Port of Dubuque Brewery Development, LLC (Developer).
Whereas, City and Developer previously entered into a Development Agreement
dated the 17�h day of July, 2006 (the Development Agreement) for the redevelopment of
the property at the former Dubuque Star Brewery; and
Whereas, the parties have discovered a discrepancy in the terms in Section 3.3(1)
which based on the dates would provide for twenty-two consecutive semi-annual
payments of Economic Development Grants when the intent of the parties was for twenty
consecutive semi-annual payments; and
Whereas, City and Developer desire to amend the Development Agreement as set
forth herein.
NOW, THEREFORE, IT IS AGREED BY AND BETWEEN THE PARTIES THAT
THE DEVELOPMENT AGREEMENT IS AMENDED AS FOLLOWS:
1 . Section 3.3(1) of the Development Agreement is hereby amended to read
as follows:
Economic Development Grant to Developer. 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 Act, 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 the Developer, commencing the
1 st day of November, 2009 and continuing until the 1 st day of May, 2019, pursuant to
lowa Code Section 403.9 of the Urban Renewal Law, in amounts equal to the actual
amount of tax increment revenues paid by Developer and collected by City under lowa
Code Section 403.19 (without regard to any averaging that may otherwise be utilized
under lowa 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
Minimum Improvements constructed by Developer ("the Developer Tax Increments").
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 Minimum
Improvements, which does not include property taxes collected for the payment of bonds
042518ba1
and interest of each taxing district, and taxes for the regular and voter -approved physical
plant and equipment 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. All other terms and conditions of the Development Agreement will remain in
full force and effect.
CITY OF DUBUQUE, IOWA
Attest:
By4.�
vin S. Firnstahl, City Clerk
PORT OF DUBUQUE BREWERY
DEVELOPMENT, LLC
Wa'. h, Manager
F:\Users\tsteckle\Lindahl\Port of Dubuque Brewery Development LLC\FirstAmendmentToDA_042518bal.docx
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I . DEVELOPMENT AGREEMENT
BETWEEN
THE CITY OF DUBUQUE
� AND
PORT OF DUBUQUE BREWERY DEVELOPMENT, LLC
�his DEVELO E REEMENT (the Agreement) made on or as of the
�_, day of , 2006 (the Effective Date), by and between
the City of Dubu , lowa municipality (City), established pursuant to lowa law and
acting under authorization of lowa Code Chapter 403, as amended (the Urban Renewal
Act} and Port of Dubuque Brewery Development, LLC, an lowa Limited Liability
Company(Developer).
WHEREAS, in furtherance of the objectives of the Urban Renewal Act, City has
undertaken an Urban Renewal project (the Project) to advance the community's
ongoi�g economic development efforts; and
WHEREAS, the Project is located within the Greater powntown Urban Renewal
District (the Project Area); and
WHEREAS, as of the Effective Date of this Agreement there has been prepared
• and approved by City an Urban Renewal Plan for the Project Area consisting of the
Greater powntown Urban Renewal Plan approved by City Council of City on the 19th of
April, 2004, attached hereto as Exhibit "A," (the Urban Renewal Plan); and
WHEREAS, a copy of the Urban Renewal Plan, as constituted on the Effective
Date of this Agreement, has been recorded in the office of the Recorder of Dubuque
County, lowa; and
� WHEREAS, Developer has requested that City lease to Developer certain real
property and improvements, commonly known as the Dubuque Star Brewery Building
and Site, including non-exclusive use of the Alliant Amphitheater and additional use
rights as set forth in paragraph 3.6, located in the City of Dubuque, Dubuque County,
lowa (the Property), legally described in Exhibit "B," attached hereto and incorporated
herein by reference, so that Developer may redevelop the Property, located in the
� Project Area, for and in accordance with the uses specified in the Urban Renewal Plan
and in accordance with this Agreement. Developer shall have exclusive use of Area A
and exclusive use of Area B, both as depicted on Exhibit C attached hereto and by this
reference made a part hereof; and
WHEREAS, City believes that the redevelopment of the Property pursuant to this
Agreement, and the fulfillment generally of this Agreement, are in the vital and best
interests of City and in accord with the public purposes and provisions of the applicable
� federal, state and local laws and the requirements under which the Project has been
'�i -
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. undertaken and is being assisted, and does not conflict with any term, covenant or
condition of the Urban Renewal Plan.
NOW THEREFORE, in consideration of the promises and the mutuat obiigations
of the parties hereto, each of them does hereby covenant and agree with the other as
follows:
SECTION 1. LEASE OF PROPERTY TO DEVELOPER
1.1 Lease. On the Closing Date, City shall transfer possession of the Property
� pursuant to a lease with the Developer(the Lease)for a term of fifty (50) years. Tenant
shall have the right to extend the lease for one additional 10 year term based upon the
terms and conditions contained in paragraph 25 of the Lease. The Lease shall be in the
form of Exhibit "D" attached hereto.
1.2 Recordation of Lease. Developer shall promptly record a Memorandum of Lease
as stipulated in the Lease in the office of the Recorder of Dubuque County, lowa.
Developer shall pay all the costs for so recorcling.
1.3 Condition of Propertv. City shall deliver the Property in its "as is" condition.
1.4 Reoresentations of CitY. In order to induce Developer to enter into this
Agreement, City hereby represents and warrants to Developer that by the Closing Date
� and to the best of City's knowledge:
(1) City is the owner of the Property in fee simple subject to no liens or
encumbrances.
(2) City has duly obtained all necessary approvals and consents for its
execution, delivery and performance of this Agreement and the Lease, and that it has
full power and authority to execute, deliver and perform its obligations under this
Agreement and the Lease.
1.5 Conditions to Closinq. 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 contingencies:
� (1) The representations and warranties made by City in Section 1.4 shall be
correct as of the Closing Date with the same force and effect as if such representations
were made at such time.
(2) Developer shall have obtained any and all necessary govemmental
approvals, including without limitation approva! of zoning, subdivision or platting, and of
the Construction Plans pursuant to Section 2.2 below that are necessary or desirable in
connection with the Lease and development of the Property. Any conditions imposed
� as a part of the zoning, platting, subdivision or plan approval must be satisfactory to
Developer, in its sole discretion. City shall cooperate with Developer in attempting to
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�
� obtain any such approvals, provided that City shaN bear no expense in connection
therewith.
(3) Developer and City shall be in compliance with all the material terms and
provisions of this Agreement.
(4) City shall have received an opinion of counsel in the form attached hereto
as Exhibit "E."
(5) Developer shall have fumished City with evidence, in a form satisfactory to
the City as City shall determine in the reasonable exercise of its discretion (such as a
letter of commitment from a bank or other lending institution), that Developer has firm
debt and/or equity commitments su�cient in amount to complete construction of the
Minimum Improvements (as defined herein) to the Property in conformance with
Construction Plans (as defined herein), or City shall have received such other evidence
of Devefoper's financial ability as in the reasonable judgment of City is required to
complete such construction.
(6) Developer and the City shall have entered into the Lease, in the form
attached hereto as Exhibit "D".
(7) Developer shall have received, reviewed and approved an abstract af title,
provided at City's expense. In the event Developer objects to any matters revealed by
• such examination that are attributable to matters shown in the abstract of title, such
objection shall be delivered to City not later than thirty (30) days after receipt by
Developer of the abstract of title. City shall have a period of time equal to twenty (20)
days after receipt of Developer's notice to correct Developer's objection to title, and if it
shall fail to do so within said finrenty (20) day period of time, then Developer shall, by
written notice given to City on or before seven (7) days after expiration of the
aforementioned twenty (20) day time period, notify City that (i) it has elected to declare
this Agreement null, void and of no further effect, in which event neither party shall have
any further liability hereunder; or (ii) it has elected to proceed to closing notwithstanding
the objection. The Lease shall be subject to all matters revealed by the abstract except
those matters which are objected to by Developer and corrected by City, or objected to
by Developer and subsequently waived by Developer as provided for herein.
� (8) City shall have provided Developer with a copy of all current surveys of
the Property that are in City's possession.
(9) City and Developer shall have executed all documents that the parties
deem necessary or required in connection with the Financial Assistance, as that term is
defined below.
1.6 Closin . The closing shall take place on or before July 3, 2006 (the Closing
Date), or such other date as the parties may agree in writing. Exclusive possession of
• the Property shall be delivered to Developer on the Closing Date in its current condition
3
and in compliance with this Agreement, including City's representations and warranties II
, regarding the same. Consummation of the closing shall be deemed an agreement of
the parties to this Agreement that the conditions of closing have been satis�ed or �
waived.
1.7 ClosinQ Costs. The following costs and expenses shall be paid on or prior to the
Closing Date: �i
(1) City shall pay: i
(a) The transfer fee imposed on the conveyance, if any. �
I
' (b) All special assessments whether levied, pending or assessed. ',
(c) City's attorney's fees. I
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(d) The cost of preparing and providing to Developer an abstract of title I
to the Property. City agrees that the abstract of title shall be �
provided no later than thirty (30) days prior to the Closing Date.
(2) Developer shall pay:
(a) The recording fee necessary to record the Memorandum of Lease. i
• '
(b) Developer's attorney's fees. �i
(c) Developer's broker and/or real estate commissions and fees, if any. ,,
1.8 Real Estate Taxes. Developer shall pay all real estate taxes pursuant to the
Lease Agreement. I
! 1.9 No Other Exem�tions. The Developer agrees not to apply for any other State or I
local property tax exemptions which are available with respect to the 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 Chapters 404 and 427 of the Code of Iowa, as amended. i
SECTION 2. RE�EVELOPMENT ACTIVITIES I
2.1 Re uired Minimum Im rov ments. Developer hereby agrees to rehabiiitate the I
Property into a mixed-use commercial/entertainment complex at a total project cost of
not less than $6,500,000 which shall include the improvements described in Exhibit F,
attached hereto and incorporated herein by reference (the Minimum Improvements). i
The Minimum Improvements shall meet the Secretary of the Interior's Standards for I
Rehabilitation and Guidelines for Rehabilitating Historic Buildings. The design of the i
• Minimum Improvements shall be compatible with the pedestrian orientation of adjoining �
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streets, Alliant Plaza and Riverwalk improvements, providing accommodation for public ��
, accessibility to these public rights of way and the adjacent Grand River Center (the '
Conference Center) via a public access easement through the common areas of the
Property without damaging or reconfiguring the same, including the Star Brewery '
Building itself as deemed necessary by City, and specifically with the Port of Dubuque �
Design Standards. The public access easement shall be located and configured in a ',
manner reasonably acceptable to Developer. The public access easement shall be 'i
specifically identified, including its location, dimensions and configuration on a plat or �I
drawing which shall be subject to Developer's prior approval. �I
Developer shall develop, construct and pay for a parking lot adjacent to the Dubuque '
Star Brewery building, which parking lot shall be located in that area created by the ,
City's relocation of Shot Tower Drive as referred to in paragraph 3.6 hereof and referred '
to as Area B on Exhibit C (the "Parking Lot"). Devetoper shall be responsible for snow I
removal and similar maintenance with respect to the Parking Lot and shall further be �,
responsible for any other maintenance, repair or replacement to the surface of the '�i
Parking Lot. Developer shall have the exclusive use of the Parking Lot and all areas
within Area A on Exhibit C. Developer shall have the right to assign all or portions of �
such use to others, including Developer's sublessees with respect to the Dubuque Star I
Brewery Building. Tenant's obligations with respect to the Parking Lot and its exclusive ,
rights with respect to the Parking Lot shall continue during the term of the Lease
referred to in paragraph 1.1 or any renewals thereof. Developer shall not be required to '�
• pay any additional sums related to the exclusive use of the Parking Lot beyond the rent I
provided in the Lease.
2.2 Plans for Construction of Minimum I rovements. Plans and specifications with �,
respect to the construction of the initial Minimum Improvements (the Construction '�
Plans) shall be approved by City provided they are in conformity with the Urban �
Renewal Plan, which incorporates the Port of Dubuque Master Plan Design Standards, '�,
this Agreement, and all applicable state and local laws and regulations. Those ',
improvements relate specifically to the Stone Cliff Winery space and general ,
improvements such as bathrooms, elevators, stair towers, etc. The parties agree and I
acknowledge that specific improvements which will constitute a portion of the Minimum ��i
Improvements with respect to specific tenants will not be determined until such time as �I
leases have been signed with those tenants. To that end, Developer shall, not later than ���
thirty (30) days prior to the Closing Date, submit to City, for approval by City, the ��,
Construction Plans and such additional documents as City may reasonably request with I
respect to the Minimum Improvements to be constructed by Developer on the Property. '
All work with respect to the Minimum Improvements shall be in conformity with the I
Construction Plans as approved by City and shall be coordinated with City ',
improvements in the general vicinity of the Property, including, but not limited to, Alliant 'i
Plaza, Riverwalk, the Conference Center and street and utility improvements. It is i
agreed that approval of the Construction Plans by City is a condition to closing under '�
Section 1.5(3) above, and unless such approval shall be given by City on or before the �
Closing Date, this Agreement shal! be null and void. i
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� 2.3 Timinc� of lmprovements. Developer hereby agrees that construction of the
Minimum Improvements on the Property shall be commenced within sixty (60) days
after the Closing Date, and shall be substantially completed within six#y (60) months
after the commencement of construction. Provided, however, Developer shall complete
35% of the Minimum Improvements within 24 months after commencement of
construction. The time for perFormance of such obligations shall be suspended during
the period of any delays caused by acts of God or other matters not within the control of
Developer including, but not limited to, extreme weather conditions and/or other natural
causes, casualty, labor problems (including, but not limited to, strikes, walk-outs,
picketings, boycotts and shutdowns}, governmental restriction upon the availability or
use of labor or materials, or insurrection, embargoes, or delays in providing necessary
consents or approvals unless otherwise agreed upon in writing by City and Developer.
The time for perFormance of such obligations shall be extended only for the period of
such delay.
2.4 erti,ficate of Completion. Promptly upon completion of the Minimum
Improvements in accordance with those provisions of this Agreement relating solely to
the obligations of Developer to construct the Minimum Improvements, including the
dates for beginning and completion thereof, City shalt fumish Developer with an
appropriate instrument so certifying. Such certification shall be a conclusive
determination of the satisfaction and termination of the agreements and covenants in
this Agreement and in the Lease with respect to the obligations of Developer to
• construct the Minimum Improvements.
SECTION 3. CITY PARTICIPATION
3.1 Assistance of Ci# . For and in consideration of Developer's obligations
� hereunder to construct the Minimum Improvements, City agrees to provide to Developer
the financial assistance described herein (the "Financial Assistance").
I �
3.2 Lease Terms. For and in consideration of Developer's obligations hereunder to
construct the Minimum Improvements, City agrees to lease the Property to Developer
pursuant to the terms of the Lease.
3.3 Economic Development Grant to Developer.
(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 Act, City agrees, subject to Developer being and remaining in
compliance with the terms of this Agreement, to make finrenty (20) consecutive semi
annual payments (such payments being referred to collectively as "the Economic
Development Grants") to the Developer, commencing the 1St day of November, 2009
and continuing until the 1St day of May, 2020, pursuant to lowa Code Section 403.9 of
the Urban Renewal Law, in amounts equal to the actual amount of tax increment
• revenues paid by Developer and collected by City under lowa Code Section 403.19 ,
(without regard to any averaging that may otherwise be utilized under lowa Code
6 �I
• 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 Minimum
i Improvements constructed by Developer ("the Developer Tax Increments"). 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 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, and any other portion required to be excluded by
lowa 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 of each year, commencing the 1 St day of December, 2007, its
request for the available Developer Tax Increments resulting from the assessments
imposed by the County as of January 1 of the following 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 November 1 and May 1 of that fiscal year. (Example: if City so
certifies by December, 2007, the Economic Development Grants in respect thereof
would be paid to the Developer on November 1, 2008, and May 1, 2009.
(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
"Star Brewery 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
cotlected in respect of the Minimum Improvements and allocated to the Star Brewery
TIF Account to pay the Economic Development Grants, as and to the extend set forth in
: Section 3.3(1) hereof. The Economic Development Grants shall not be payable in any
manner by other tax increments revenues or by general taxation or from any other City
funds. City makes no representation with respect to the amounts that may be paid to
Developer as the Economic Development Grants in any one year and under no
circumstances shall City in any r�anner be liable to Developer so long as City timely
� applies the Developer Tax Increments actually collected and held in the Star Brewery
TIF Account (regardless of the amounts thereofl to the payment of the Economic
Development Grants to Developer as and to the extent described in this Section.
(4) City shall be free to use any and all tax increment revenues collected in
respect of other properties within the Project Area, or any available Developer Tax
Increments resulting from the termination of the annual Economic Development Grants
under Section 3.3 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.
3.4 Intentionally Left Blank.
• 3.5 Intentionally Left Blank.
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3.6 City Imvrovements/Amphitheater/Additional Use Rivhts. City further agrees to
• relocate Shot Tower Drive, also known as 4th Street, and to allow public parking at the
parking lot adjacent to the McGraw-Hill office building after 6:00 p.m. and on weekends
' and holidays. City grants to Developer the non-exclusive right to use the Alliant
Amphitheater in association with any events or business activities of Developer or any
tenant or licensee of Developer at the Leased Premises as defined in the Lease. On or
before the Closing Date, City shall develop a scheduling reservation system with
respect to use of the Alliant Amphitheater to ensure no conflicts in use of the Alliant
� Amphitheater.
3.7 Vendor Status. City shall require that, with respect to the sale of any food or
beverages, including wine, for any event held in the Alliant Amphitheater by any party,
that such party shall be required to obtain a bid for the provision of such food or
beverages, including wine, from Developer's subtenants located in the Dubuque Star
Brewery Building. It is the intent of this paragraph that Developer shall have the right to
grant to its subtenants the rights granted under the terms of this paragraph (the right to
bid for the saie or provision of food or beverages, inctuding wine, for all events in any
way associated with the Alliant Amphitheater during the term hereof or any renewals or
extensions). Developer shall have the excusive right to control or grant or lease to
others the right to control the offering or seUing of food or beverages, including wine, on
any property located within Area A on Exhibit C attached hereto.
• SECTION 4. COVENANTS OF DEVELOPER
4.1 Insurance Coverages. Developer shall obtain and maintain insurance as set
� forth in the Lease.
4.2 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, national origin, age or disability.
4.3 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 goveming body of
City, and no other public official of City who exercises or has exercised any functions or
responsibilities with respect to the Project during his or her tenure, or who is in a
position to participate in a decision-making process or gain insider information with
regard to the Project, shall have any interest, direct or indirect, in any contract or
subcontract, or the proceeds thereof, for work to be performed in connection with the
Project, or in any activity, or benefit therefrom, which is part of this Project at any time
during or after such person's tenure.
4.4 Non-transferabilitv. This Agreement may not be assigned by Developer without
the prior written consent of City, which consent shall not be unreasonably withheld.
Transfer or assignment of the Lease shall be governed by the terms thereof.
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SECTION 5. INDEMNIFICATION
�
5.1. Developer's Indemni_fication of Citv.
�, (1) Developer releases City and its governing body members, officers,
agents, servants and employees thereof (hereinafter, for purposes of this Section 5, the
"Indemnified Parties") from and covenants and agrees that the Indemnified Parties shall
not be liable for, and agrees to indemnify, defend and hold harmless the indemnified
, parties against any loss or damage to property or any injury to or death of any person
occurring at or about or resulting from any defect in the Property and the Minimum
� Improvements.
(2) Except for any willful misrepresentation or any willful or wanton
misconduct or any unlawful act of the Indemnified Parties, Developer agrees to protect
and defend the Indemnified Parties, now or forever, and further agrees to hold the
Indemnified Parties harmless, from any claim, demand, suit, action or other proceedings
whatsoever by any person or entity whatsoever arising or purportedly arising from (i)
any violation of any agreement or condition of this Agreement, except with respect to
any suit, action, demand or other proceeding brought by Developer against City to
enforce its rights under this Agreement or (ii) the construction, installation, ownership
and operation of the Minimum Improvements or (iii) the condition of the Property and
any hazardous substance or environmental contamination located in or on the Property
• which is caused by Developer after Developer takes possession of the Property.
(3) The Indemnified Parties shall not be liable for any damage or injury to the
persons or property of Developer or its officers, agents, servants or employees or any
other person who may be about the Property or the Minimum Improvements other than
any act of negligence on the part of any such Indemnified Parties.
(4) All covenants, stipulations, promises, agreements and obligations of City
contained herein shall be deemed to be the covenants, stipulations, promises,
agreements and obligations of City, and not of any goveming body member, officer,
agent, servant or employee of City in the individual capacity thereof.
(5) The provisions of this Section 5A shall survive the #ermination of this
Agreement.
5.2 Citv's Indemnification of Developer.
(1) City releases Developer and its owners, officers, agents, servants and
employees (hereinafter, for purposes of this Section 5, also referred to as the
"Indemnified Parties") from and covenants and agrees that Indemnified Parties under
this paragraph shall not be liable for, and agrees to indemnify, defend and hold
harmless the Indemnified Parties against any loss or damage to property or any injury to
• or death of any person occurring at or about or resulting from any defect in the Property
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• prior to the Closing Date, or any loss, damage or expense associated with any
environmental condition existing at the Property as of the Closing Date.
(2) Except for any willful misrepresentation or any willful or wanton
misconduct or any unlawful act of Developer or its owners, officers, agents, senrants
and employees, City agrees to protect and defend Developer or its owners, officers,
agents, servants and employees, now or forever, and further agrees to hold the
Developer and its owners, officers, agents, servants and employees harmless from any
claim, demand, suit, action or other proceedings whatsoever by any person or entity
whatsoever arising or purportedly arising from (i) any violation of any agreement or
condition of this agreement by City, except with respect to any suit, action, demand or
other proceeding brought by City against Developer to enforce its rights under this
agreement; or (ii) negligence of the City or (iii) the condition of the Property as of the
Closing Date and any hazardous substance or environmental contamination located in
or on the Property which is or was caused by City at any time.
(3) The Indemnified Parties shall not be liable for any damage or injury to the
persons or property of City or its goveming body members, officers, agents, servants
and employees or any other person who may be about the property or the Minimum
Improvements other than any act of negligence on the part of any such Indemnified
Parties.
� (4) All covenants, stipulations, promises, agreements and obligations of
Developer contained herein shall be deemed to be the covenants, stipulations,
promises, agreements and obligations of Developer and not of any owner, officer,
� agent, servant or employee of Developer in the individual capacity thereof.
(5) The provisions of this Section 56 shall survive the termination of this
agreement.
SECTION 6. EVENTS OF DEFAULT AND REMEDIES
� 6.1 Events of Default Defined. The following shall be Events of Default under this
Agreement and Event of Default shall mean, whenever it is used in this Agreement, any
one or more of the following events:
(1) Any event of default by Developer under the Lease.
(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) Failure by Developer to cause the Minimum Improvements to be
reconstructed when required pursuant to the Lease.
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� (4) Transfer of any interest by Developer of the Minimum Improvements in
�I violation of the provisions of this Agreement.
(5) Failure by Developer to substantially observe or perform any other
covenant, condition, obligation or agreement on its part to be observed or performed
under this Agreement or the Lease.
(6) Developer shall:
� (a) file any petition in bankruptcy or for any reorganization,
� arrangement, composition, readjustment, liquidation, dissolution, or
similar relief under the United States Bankruptcy Act of 1978, as
amended, or under any similar federal or state law;
(b) make an assignment for the benefit of its creditors;
(c) admit in writing its inability to pay its debts generally as they become
due; or
� (d) be adjudicated a bankrupt or insolvent: or if a petition or answer
proposing the adjudication of Developer as a bankrupt or its
reorganization under any present or future federal bankruptcy act or
• any similar federal or state law shall be �led in any court and such
petition or answer shall not be discharged or denied within ninety
(90) days after the filing thereof, or a receiver, trustee or liquidator of
Developer or of Minimum Improvements, or part thereof, shall be
appointed in any proceedings brought against Developer, and shall
not be discharged within ninety (90) days after such appointment, or
if Developer shall consent to or acquiesce in such appointment.
6.2 Notice of Default. City shall issue a written notice of default providing therein a
, thirty (30) day period in which Developer shall have an opportunity to cure such default.
� In the event the default is of a nature that cannot be cured within the aforementioned
thirty (30) day time period, then Developer shall be deemed to be curing the default if
Developer, within thirty (30) days after receipt of notice thereof, commences action to
cure the default and prosecutes the same to completion, such that the default is cured
' within a reasonable time under all of the facts and circumstances then existing.
6.3 Remedies Upon Defaul#. If the default remains unremedied after such thirty (30)
day period, City shall have the right to da one or more of the following:
(1) exercise any remedy provided by law;
(2) suspend City's performance under this Agreement;
w (3) terminate this Agreement and the Lease;
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� (4) withhold certification of completion with respect to the Minimum
� Irnprovements;
� � (5) require repayment of all Financial Assistance provided to the Developer,
and/or the payment of damages by Devetoper for any costs incurred by City in
connection with the default; and
(6) take such action as may be necessary to remove Developer from the
Property.
6.4 No Implied Waiver. In the event any term, covenant or condition
contained in this Agreement is 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.
' 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 an�other, it shall be in writing, enclosed in an envelope,
addressed to the party to be notified, properly stamped, sealed and deposited in the
United States Mail, and
�
(1) in the case of Developer, is addressed to Epic Construction, Inc., 137
� Main Street, Suite 500, Dubuque, IA 52001; or
(2) in the case of City, is addressed to the City Manager, 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. Any notice
delivered hereunder shall be deemed delivered upon the earlier of the actual receipt or
two (2) business days after posting.
7.2 Comoliance with Laws and_Req_ulations. Developer shall comply with all
applicable City, state and federal laws, rules, ordinances, regulations and orders.
7.3 Bindin4 Effect. This Agreement shall be binding upon and shall inure to the
benefit of City and Developer and their respective successors and assigns.
7.4 Termination Date. This Agreement and the rights and obligations of the parties
hereunder shall terminate upon termination of the Assessment Agreement (the
• Termination Date).
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� 7.5 Execution By Facsimile. The parties agree that this Agreement may be
transmitted between them by facsimile. The parties intend that faxed signatures
i constitute original signatures and that a faxed Agreement containing the signatures,
origir�al or faxed, of all the parties is binding on the parties.
' 7.6 Memorandum of Development A�reement. Developer shall promptly record a
Memorandum of Development Agreement in the form attached hereto as Exhibit G in
the office of the Recorder of Dubuque County, lowa. Developer shall pay the costs for
so recording.
CITY OF DUBUQUE, IOWA PORT OF DUBUQUE BREWERY
DEVELOPMENT, LLC
i p": Bv.
J
v� �
Roy D. uol, Mayor Wayn riggs , Mana ' g mber
eanne F. Schneider, City Clerk
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F:\USERS\tsteckle\LindahllPort of Dubuque Brewery Redeve�opment LLC�Port of Dubuque Development Agreement
Fina1053006bal.doc
Last saved by Tracey Stecklein;6/2/2006 10:13 AM
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� EXHiBIT A
URBAN RENEWAL PLAN
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URBAN RENEWAL PLAN
� Greater powntown Urban Renewai District
(A merger of the Downtown Dubuque and Ice Harbor Urban Renewal Districts)
City of Dubuque, lowa
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This Urban Renewal Plan provides for the merger of the Downtown Urban
Renewal Area Project Number lowa R-15, originally established by Resolution
123-67 by the City Council of the City of Dubuque, lowa 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,
lowa on December 18, 1989 and subsequently amended and restated by
Resolution 241-00 on June 5, 2000 and by Resolution 114-02 on March 4, 2002,
that merger adopted by Resolution 170-04 on April 19, 2004.
Prepared by the Economic Development Department
• April 2004
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� TABLE OF CONTENTS
I A. INTRODUCTION Page 1
B. JUSTIFICATION FOR THE DESIGNATION Page 1
C. OBJECTIVES OF THE PLAN Page 2
� D. DISTRICT BOUNDARIES Page 3
E. PUBLIC PURPOSE ACTIVITIES Page 4
F. DEVELOPMENT AND REDEVELOPMENT REQUIREMENTS Page 5
1. LAND USE Page 5
2. PLANNING AND DESIGN CRITERIA Page 6
G. LAND ACQUISITION AND DISPOSITION Page 7
, • H. RELOCATION REQUIREMENTS Page 8
I. FINANCING ACTIVITIES Page 8
' J. STATE AND LOCAL REQUIREMENTS Page 10
K. DURATION OF APPROVED URBAN RENEWAL PLAN Page 10
L. SEVERABILITY Page 10
M. AMENDMENT OF APPROVED URBAN RENEWAL PLAN Page 11
N. ATTACHMENTS Page 11
�
• A. INTRODUCTION
. This URBAN RENEWAL PLAN ("the Plan") has been prepared to provide for the
merger of two existing Urban Renewal Districts and to stimulate, through public
actions, financing and commitments, private investment within the combined
area, to be known as the Greater powntown Urban Renewal District ("the
District"). In order to achieve this objective, the City of Dubuque shall undertake
the urban renewal actions specified in this Plan, pucsuant to the powers granted
to it under Chapter 403 of the lowa Code, Urban Renewal Law, and Chapter 15A
of the lowa Code.
This Plan is a merger of the Downtown Dubuque Urban Renewal District Urban
Renewal Plan, originally established by Resolution 123-67 by the City Council of
the City of Dubuque, lowa on May 18, 1967 and subsequently amended 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 and the Ice Harbor Urban
Renewat District Urban Renewal Plan, originally established by Resolution 403-
89 of the City Council of the City of Dubuque, lowa on December 18, 1989 and
• subsequently amended and restated by Resolution 241-00 on June 5, 2000 and
by Resolution 114-02 on March 4, 2002 ("the Merged Districts").
This Plan shall serve as a new urban renewal plan for the Merged Districts
described herein. The Plan shall be viewed as a single plan for purposes of
fulfilling the objectives of the Plan.
B. JUSTIFICATION FOR THE DESIGNATION
The City Council of the City of Dubuque, lowa has determined that the following
blighting conditions, as defined by Chapter 403 of the lowa Code, Urban Renewal
Law, exist within the District:
• Undeveloped and underdeveloped land;
• A preponderance of deteriorated, diiapidated and obsolete pubiic and
private improvements;
� A faulty lot layout in relation to the size, adequacy and usefulness of the
lots;
• Fragmented property ownership pattems;
• A lack of public utilities; and
• An inadequate street layout.
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� The Councii has declared by Resolution of Necessity No. 86-04 on March 1,
2004 that these factors have substantially impaired and arrested the sound
growth of the City of Dubuque and of the area comprising the Merged Districts.
C. OBJECTIVES OF THE PLAN
The primary OBJECTIVES of the Plan are:
1. The creation of a thriving central business and riverfront
district with a compatible mix of viable commercial/retail, office, financial,
residential, cultural, recreational and educational activities;
2. The development of an adequate support system for new
and expanding river-related tourism activities;
3. The conservation, restoration, renovation or rehabilitation of
the historic and architectural character of the District through the
establishment of design standards to ensure cohesive and compatible
development and redevelopment, the use of appropriate construction
techniques, the coordinated administration of appropriate code
enforcement efforts and the maximization of all available financial and
• technical resources;
4. The creation of a safe, healthy and attractive physical
environment through the construction or installation of necessary
infrastructure and other public improvements or actions supportive of the
District;
5. The creation of a safe, efficient, and attractive circulation
system for both pedestrian and vehicular traffic;
6. The development of additional and improved parking
opportunities in the District supportive of the businesses located within its
boundaries and which accommodate the needs of its residents;
7. The creation of financial incentives necessary to encourage
private investment and reinvestment in the District;
8. The creation and retention of quality employment
opportunities in the District; and
9. The expansion of the existing property tax base of the District.
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D. DISTRICT BOUNDARIES
The District is located within the City of Dubuque, County of Dubuque, State of
lowa. The District includes five separate subareas that have resulted from prior
expansions of the Merged Districts: the Town Clock Subarea, the Old Main
Subarea, the Upper Main Subarea, the Ice Harbor Subarea A and Ice Harbor
Subarea B. Despite this subdivision of the District, this Plan shall be viewed as a
� single plan and shall be applied to all subareas for purposes of fulfilling the
objectives of the Plan.
The boundaries of each subarea are as follows:
1. The Town Clock Subarea of the District shall include that
area generally bounded on the North by Ninth Street but also including the
lowa Inn property and the public parking lot known as Parking Lot Number
1 located between 9th and 10th Streets east of lowa Street, on the West
. by Locust Street including City Lots 623 and 624 (Dubuque Museum of
Art), on the South by Fourth Street, and on the East by Central Avenue,
including all public rights-of-way.
• 2. The Old Main Subarea of the District shall include that area
generally bounded on the North by Fourth Street, on the West by Locust
Street, on the South by the Locust Street Connector and on the East by
the U.S. Highway 151/61 right-of-way, including all public rights-of-way.
3. Th U r Main Subarea of the District shall include that
area generally bounded on the North by Fourteenth Street, on West by
Locust Street, on the South by the Town Clock Subarea and on the East
by Central Avenue, including all public rights-of-way.
4. Ice Harbor Subarea A of the District shall include that area
generally bounded on the north by the public alley located between the
vacated Fourth Street and Third Street, on the west by the Chicago,
Central and Pacific Railroad right-of-way, on the south by East First Street
and on the east by the municipal limits of the City of Dubuque, lowa and
including any adjoining public right-of-way.
5. Ice Harbor Subarea B of the District shall include that area
generally bounded on the north and west by the Chicago, Central and
Pacific Railroad right-of-way, on the south by the northerly boundary of
Subarea A and on the east by the municipal limits of the City of Dubuque
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� (excluding Lot 1 Adams Co.'s 2"d Addition) and including any adjoining
public right-of-way.
The boundaries of the District and the subareas are delineated on the URBAN
RENEWAL DISTRICT map (Attachment A).
� The City of Dubuque reserves the right to modify the boundaries of the District at
some future date. Any amendments to the Plan will be completed in accordance
with Chapter 403 of the lowa Code, Urban Renewal Law.
E. PUBLIC PURPOSE ACTIVITIES
To meet the OBJECTIVES of this Plan, the City of Dubuque is prepared to
initiate and support development and redevelopment of the District through the
following PUBLIC PURPOSE ACTIVITIES:
1. Pre-development planning, including but not limited to activities
such as appraisals, architectural and engineering studies, environmental I
assessment and remediation, and feasibility analysis; '
2. Provision of technical support to property owners, businesses and
• organizations in support and furtherance of the Plan;
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3. Use of tax increment financing, loans, grants and other appropriate
financial tools in support of eligible public and private conservation,
preservation, development and redevelopment efforts including the
adaptive re-use of existing structures and code compliance;
4. Preparation of property for conservation, preservation,
rehabilitation, development and redevelopment purposes;
5. Development and implementation of a program for the repair,
restoration, and renovation of historic buildings and related improvements;
6. Improvement, installation, construction and reconstruction of public
facilities and improvements including but not limited to structured parking
facilities, other parking facilitiss, streets, alleys, utilities, convention
facilities, Riverwalk and Harborwalk improvements and amenities, boat
docks, dredging and other river-reiated improvements;
7. Improvement, installation, construction and reconstruction of other
public improvements including but not limited to the relocation of overhead
utility lines, installation of street lights, construction of public rest rooms
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• and water fountains, instaliation of benches and other streetscape
amenities, landscaping and signag�;
8. Acquisition of property through negotiation or eminent domain for
public improvements or private development and redevelopment
purposes;
9. Disposition of land through sale or lease;
10. Relocation or elimination of existing private improvements;
11. Relocation or elimination of existing railroad spur lines;
12. Demolition and clearance of deteriorated, obsolescent and blighting
structures and other improvements not found to be of historical or
architectural significance, including but not limited to site preparation for
redevelopment purposes; and
13. Enforcement of applicable locat, state and federal laws, codes and
reguiations;
Public purpose activities are limited to those areas delineated on the PUBLIC
• PURPOSE ACTIVITY AREA map (Attachment B).
All public purpose activities shall be conditioned upon and shall meet the
restrictions and limitations placed upon the District by the Plan.
F. DEVELOPMENT AND REDEVELOPMENT REQUIREMENTS
The LAND USE and PLANNING AND DESIGN CRITERIA set forth herein shall
f apply to any and all District properties the preservation, conservation,
I development and/or the redevelopment of which is assisted by the City through
any of the PUBLIC PURPOSE ACTIVITIES listed above.
1. LAND USE:
a. Town Clock Subarea: The intent of this Plan is to promote the
presenration, consenration, development and redevelopment of a
functional, attractively developed environment to further existing office,
financial, commercial/retail, cultural, educational, personal and
professional services and residential activities within the Town Clock
Subarea.
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• The continued development and enhancement of those land uses
permitted within the Downtown Commercial Business District (C-4), the
Business District (C-5) and the Office Residential (OR) zones of the City of
, Dubuque's Zoning Ordinance are encouraged.
LAND USE maps (Attachments C-1 and C-2) identify the existing and the
proposed land uses within the Town Clock Subarea.
b. Old Main Subarea: The intent of this Plan is to promote private
investment and reinvestment in a variety of commercial/retail,
entertainment and residential uses while furthering existing
commercial/retail, personal and professional services, entertainment and
residential activities within the Old Main Subarea.
� The continued development and enhancement of those land uses
permitted within the Downtown Commercial Business District (C-4) and
Business District (C-5)zones of the City of Dubuque's Zoning Ordinance
are encouraged.
LAND USE maps (Attachments C-3 and C-4) identify the existing and the
proposed land uses within the Old Main Subarea.
• c. Upoer Main Subarea: The intent of this Plan is to promote
the preservation, conservation, development and redevelopment of this
downtown neighborhood of residential, office and commercial/retail uses.
The continued development and enhancement of those land uses permitted
within the Downtown Commercial Business District (C-4), the Business District
(C-5), the Office Residential (OR) and Office Service (OS) zones of the City of
� Dubuque's Zoning Ordinance are encouraged.
: LAND USE maps (Attachments C-5 and C-6) identify the existing and the
proposed land uses within the Upper Main Subarea.
d. Ice Harbor Subareas A and B: The intent of this plan is to
encourage a mix of residential, commercial/retail, recreational and
educational uses in these Subareas. An adopted Planned Unit
Development ordinance shall regulate land uses and zoning in the Ice
Harbor Subareas A and B.
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• LAND USE maps (Attachments C-7 and C-8) identify the existing and the
� proposed land uses within the Ice Harbor Subareas A and B.
2. PLANNING AND DESIGN CRITERIA:
a. Town Clock Old Main and U er Main Subareas: The planning
� and design criteria to be used to guide the physical development and
redevelopment of the Town Clock, Old Main and Upper Main Subareas
are those standards and guidelines contained within the City of Dubuque's
Zoning Ordinance and other applicable local, state and federal codes and
� ordinances subject to the conditions contained in this subsection.
b. Ice Harbor Subareas A and B: The planning and design criteria to
be used to guide the physical development and redevelopment of the Ice
Harbor Subareas A and B shall be the Port of Dubuque Master Plan
Design Standards attached hereto as Attachment D.
c. Historic Preservation Commission Review: Additionally, the
Secretary of the Interior's Standards for Rehabilifation and Guidelines for
Rehabilitating Hisforic Structures shall be used to guide the exterior
modifications of historic and architecturally significant properties financed
in whole or in part by the City of Dubuque and the improvement,
• installation, construction or reconstruction of public improvements in the
District. Said projects shall be reviewed by the Historic Preservation
Commission for compliance with the above referenced standards.
d. Off-Premise Signa�e: No off-premise signage shall be allowed in
the Ice Harbor Subareas A and B.
e. Ovefiead Utility Lines: No new overhead utility lines shall be
installed within the District where underground placement is feasible.
G. LAND ACQUISITION AND DISPOSITION
The City of Dubuque is prepared to acquire and dispose of property in support of
the development and redevelopment of the District within the parameters set
forth below.
1. Land Acauisition: The City may acquire property for private development
or redevelopment by contractual agreement or by right of eminent domain. The
City reserves the right to acquire, by negotiation or eminent domain, property
rights required for the construction or reconstruction of streets and public utilities,
or any other public facility or improvement. No properties are identified for
• acquisition in this Plan.
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� 2. Land Disposition: Publicly held land will be sold for the development of
viable uses consistent with this Plan, and not for purposes of speculation.
Land will be disposed of in accordance with the re uirements set forth in Cha ter
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403 of the lowa Code, Urban Renewal Law. Developers and redevelopers will
be selected on the basis of the quality of their proposals and their ability to carry
out such proposals while complying with the requirements of this Plan.
Developers and redevelopers will be required by contractual agreement to
observe the Land Use Requirements and Planning and Design Criteria of this
Plan. The contract and other disposition documents will set forth the provisions,
standards and criteria for achieving the objectives and requirements outlined in
this Plan.
H. RELOCATION REQUIREMENTS
Relocation assistance in accordance with applicable provisions of Chapter 316 of
the lowa Code, Highway Relocation Assistance Law, wiil be provided in the event
that an existing business or residence is displaced by publicly supported
development or redevelopment activities.
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I. FINANCING ACTIVITIES
To meet the OBJECTIVES of this Plan and to encourage the development and
redevelopment of the District and private investment therein, the City of Dubuque
is prepared to provide financial assistance to qualified industries, businesses and
housing developers through the making of loans or grants under Chapter 15A of
the lowa Code and through the use of tax increment financing under Chapter 403
of the lowa Code.
1. Chapter 15A Loan or Grant: The City of Dubuque has determined that the
making of loans or grants of public funds to qualified industries, businesses and
housing developers is necessary to aid in the planning, undertaking and
completion of urban renewal projects authorized under this Plan within the
meaning of Section 384.24(3)(q) of the lowa Code. Accordingly, in furtherance of
the objectives of this Plan, the City of Dubuque may determine to issue bonds or
loan agreements, in reliance upon the authority of Section 384.24A, Section
384.24(3)(q), Section 403.12 (general obligation bonds) or Section 403.9 (tax
increment bonds), for the purpose of making loans or grants of public funds to
qualified entities. Altematively, the City may determine to use available funds for
the making of such loans or grants. In determining qualifications of recipients
• and whether to make any such individual loa�s or grants, the City of Dubuque
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. shall consider one or more of the factors set forth in Section 15A.1 of the lowa
Code on a case-by-case basis.
' , 2. Tax Increment Financinq: The City of Dubuque is prepared to utilize tax
increment financing as a means of financing eligible costs incurred to implement
the Public Purpose Activities identified in Section E of this Plan. Bonds or loan
agreements may be issued by the City under the authority of Section 403.9 of the
lowa Code (tax increment bonds) or Section 384.24A, Section 384.24(3)(q) and
� Section 403.12 (general obligation bonds).
The City acknowledges that the use of tax increment revenues delays the ability
' of other local taxing bodies to realize immediately the direct tax benefits of new
development in the District. The City believes, however, that the use of tax
increment revenues to finance the public improvements and to promote private
investment in the District is necessary in the public interest to achieve the
OBJECTIVES of this Plan. Without the use of this special financing tool, new
investment may not otherwise occur or may occur within another jurisdiction. If
new development does not take place in Dubuque, property values could
stagnate and the City, County and School District may receive less taxes during
, the duration of this Plan than they would have if this Pian were not implemented.
Tax increment financing will provide a long-term payback in overall increased tax
• base for the City, County and School District. The initial public investment
required to generate new private investment will ultimately increase the taxable
value of the District well beyond its existing base value.
Tax increment reimbursemen# may be sought for, among other things, the
following costs to the extent they are incurred by the City:
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a. Planning and administration of the Plan;
b. Construction of any of the public improvements, amenities and
facilities contemplated by the Plan within the District, including pre-
development planning, environmental assessment and remediation,
feasibility analysis and engineering costs;
c. Acquisition, installation, maintenance and replacement of public
improvements throughout the District including but not limited to street
lights, benches, landscaping, appropriate signage and rest rooms;
d. Acquisition of land and/or buildings and preparation of same for
sale to private developers, including any "write down" of the sale price of
the land and/or building;
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' • e. Preservation, conservation, development or redevelopment of
buildings or facilities within the District to be sold or leased to qualifying
for-profit and not-for-profit organizations, developers and businesses;
f. Loans or grants to qualified entities under Chapter 15A of the lowa
' Code, including debt service payments on any bonds issued to finance
such loans or grants, for purposes of expanding the business or activity, or
other qualifying loan programs established in support of the Plan; and
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g. Providing the matching share for a variety of local, state and federal
grants and loans.
3. Pro sed Amount of Indebtedness; At this time, the extent of
improvements and new development within the District is only generally known.
As such, the amount and duration for use of the tax increment revenues for
, public improvements and/or private development can only be estimated;
however, the actual use and amount of tax increment revenues to be used by the
City for District activities will be determined at the time specific development is
proposed.
It is anticipated that the maximum amount of indebtedness which will qualify for
• tax increment revenue reimbursement during the duration of this Plan, including
acquisition, public improvements and private development assistance, will not
exceed $75,000,000. Current indebtedness is approximately $39,000,000.
At the time of adoption of this Plan, the City of Dubuque's current general
� obligation debt is $25,670,000 (a list of obligations is found as Attachment E) and
the applicable constitutional debt limit is $121,793,282.
J. STATE AND LOCAL REQUIREMENTS
All provisions necessary to conform with state and local laws have been
complied with by the City of Dubuque in the implementation of this Plan and its
supporting documents.
K. DURATION OF APPROVED URBAN RENEWAL PLAN
• 10
' • This Plan shall continue in effect until terminated by action of the City Council,
but in no event before the City of Dubuque has received full reimbursement from
all incremental taxes for its advances and principal and interest payable on all
� , Tax Increment Financing or general obligations issued to carry out the
OBJECTIVES of the Plan.
The DEVELOPMENT AND REDEVELOPMENT REQUIREMENTS established,
or as amended from time to time by the City of Dubuque Zoning Ordinance, shall
remain in effect in perpetuity.
L. SEVERABILITY
In the event one or more provisions contained in this Plan shall be held for any
reason to be invalid, illegal, unauthorized or unenforceable in any respect, such
invalidity, illegality, unauthorization or unenforceability shall not affect any other
provision of this Plan and this Urban Renewal shall be construed and
implemented as if such provision had never been contained herein.
� M. AMENDMENT OF APPROVED URBAN RENEWAL PLAN
• This Plan may be amended from time to time to respond to development
opportunities. Any such amendment shall conform to the requirements of
Chapter 403 of the lowa Code, Urban Renewal Law. Any change effecting any
property or contractual right can be effectuated only in accordance with
applicable state and local law.
N. ATTACHMENTS
The following attachments are a part of this P__lan:
A Urban Renewal District Map, with Subareas
B Public Activity Area Map
C Land Use Maps
C-1 Town Clock Subarea Existing Land Use Map
C-2 Town Clock Subarea Proposed Land Use Map
C-3 Old Main Subarea Existing Land Use Map
C-4 Old Main Subarea Proposed Land Use Map
C-5 Upper Main Subarea Existing Land Use Map
� C-6 Upper Main Subarea Proposed Land Use Map
C-7 Ice Harbor Subareas A and B Existing Land Use Map
C-8 Ice Harbor Subareas A and B Proposed Land Use Map
' �
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� D Port of Dubuque Master Plan Design Standards
E List of Current General Obligation Debt
F:\USE RS�Pm yhrelW PDOCS\U R�D W NT W N-I CE HAR BOR�g rea terdowntownpla n.doc
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•
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12
• EXHIBIT B
LEGAL DESCRIPTION OF PROPERTY
The Property is located in Lot 2 Riverwalk 5th Addition in the City of Dubuque, lowa,
according to the recorded plat thereof.
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13
• EXHIBIT B-1
PLAT
•
.
14
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� EXHIBIT C
SITE PLAN
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� EXHIBIT D
LEASE
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• EXHIBIT E
OPINION OF COUNSEL -- DEVELOPER'S COUNSEL
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• Mayor and City Councilmembers
Cit� Hall
13t and Central Avenue
Dubuque IA 52001
Re: Development Agreement Between the City of Dubuque, lowa 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, lowa ("City") dated for
reference purposes the day of , 20�.
We have examined the original certified copy, or copies otherwise identified to
our satisfaction as being true copies, of the Development Agreement and such other
documents and records as we have deemed relevant and necessary as a basis for the
opinions set forth herein.
Based on the pertinent law, the foregoing examination and such other inquiries
• as we have deemed appropriate, we are of the opinion that:
1. Developer is a limited liability company organized and existing under the
laws of the State of and has full power and authority to execute, deliver
and perForm in full Development Agreement. Development Agreement has been duly
and validly authorized, executed and delivered by Developer and, assuming due
authorization, execution and delivery by City, is in full force and effect and is valid and
legally binding instrument of Developer enforceable in accordance with its terms, except
as the same may be limited by bankruptcy, insolvency, reorganization or other laws
relating to or affecting creditors' rights generally.
2. The execution, delivery and performance by Developer of the
Development Agreement and the carrying out of the terms thereof, will not result in
violation of any provision of, or in default under, the articles of incorporation and bylaws
of Developer, any indenture, mortgage, deed of trust, indebtedness, agreement,
judgment, decree, order, statute, rule, regulation or restriction to which the 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 Developer's ability to perform
Developer's obligations thereunder.
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• Very truly yours,
•
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• EXHIBIT F
MINIMUM IMPROVEMENTS
See attached.
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Exhibit F
Star Brewery Bud�et
13uildin� Shell Buildouts
General Condilians: �12�,431 $81,OQ0 �
Arch.ILng.: �150,000 $100,000
Demolition: �119,500
Excavation: �69,300
Parking Lot Paving: $140,U00
Landscaping: $50,000
Concrete Floors: $163,�00 513,000
Masonry: $900,000
SteeUStairs: $215,600
R. Carpentry: $88,388 S3l,000
F. Carpentry: $100,000
Casework: $20,500
Roofing: $49,000
Insulation: $63,500
Doors: $90,000
� Windo�;rs: $286,000
Interior Glazing: �l 3,900
Drywal I: $]43,OOU S]4,000
Acoiisrical Ceilings: $3,000 �35,700
Floorin�: $126,000
Painting: 540,000
Specialties: $15,182 �l l,700
Signage: $10,000
Misc. Theming: $20,000
Kitchen Equipment: $400,000
Elevator: $100,000
Fire Sprinkler: $135,840
Plumbing: $140,000 $35,000
HVAC: $500,000
Elecuical: $480,U00 $210,000
CM Fee: $407,774 $1?1,130
Development Fee: $300,000
Contingency: $300,000 $100,000
$5,085,515 $],432,430
Total Project: $6,517,945
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• EXHIBIT G
MEMORANDUM OF RECORDING
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Prepared by: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583- I
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, lowa, an lowa
municipal corporation, of Dubuque, lowa, and
was made regarding the following described premises:
•
The Development Agreement is dated for reference purposes the day of
, 20_, and contains covenants, conditions, and restrictions conceming the
sale and use of said premises. ,
This Memorandum of Development Agreement is recorded for the purpose of
constructive notice. In the event of any conflict between the provisions of this
Memorandum and the Development Agreement itself, executed by the parties, the
terms and provisions of the Development Agreement shall prevail. A complete
counterpart of the Development Agreement, together with any amendments thereto, is
in the possession of the City of Dubuque and may be examined at its offices as above
provided.
Dated this day of , 20_
CITY OF DUBUQUE, IOWA
By:
• Roy D. Buol, Mayor
By:
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• Jeanne F. Schneider, City Clerk I
STATE OF IOWA
: ss:
DUBUQUE COUNTY �
On this day of , 20_, before me, a Notary Public in and for the State of
lowa, in and for said county, 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, a Municipal Corporation,
created and existing under the laws of the State of lowa, 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 lowa
•
STATE OF IOWA
. ss:
DUBUQUE COUNTY
On this day of , 20_, before me, a Notary Public in and for the
State of lowa, in and for said county, personally appeared
to me personally known, who being by me duly sworn did say that they are the
and that said instrument was signed on behalf of said company by authority of its
members and that they acknowledged the execution of this instrument to be the
voluntary act and deed of said company by it voluntarily executed.
Notary Public, State of lowa
•
F:\USERS\DHeiarlPort of Dubuque Brewery Development LLC\Port of Dubuque Development Agreement-
F I NAL-6-2-06.doc
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(IIIIII)I�IIII III IIII)IIIII IIIII IIIII IIIII I�III(IIII IIIII IIIII IIIII IIIII IIII IIII
Doc ID: 005800800002 Type: GEN
Recorded: 10/02/2007 at 03:56:44 PM
Fee Amt: $12.00 Page 1 of 2
Dubuque CountV Iowa
Kathy Flynn Thurlow Recorder
Fi1e2 007-000 1 5 07 4
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Prepared by: Barry A. �indah1300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
Return to: Barry A. Lindahf 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
MEMOt�ANDUM OF DEVELOPMENT AGREEMENT AND LEASE
A Development Agreement and Lease by and among the City of Dubuque, lowa,
an lowa municipal corporation, of Dubuque, lowa, and Port of Dubuque Brewery
Development, LLC, an lowa Limited Liability Company was made regarding the
foilowing described premises:
Part of Lot 2 Riverwalk 5th Addition in the City of Dubuque, lowa,
according to the recorded plat thereof.
The Development Agreement is dated for reference purposes the 17t" day of
July, 2006, and contains covenants, conditions, and restrictions concerning the sale and �
use of said premises. �
This Memorandum of Development Agreement and Lease is recorded for the
purpose of constructive notice. In the event of any conflict between the provisions of
this Memorandum and the Development Agreement or Lease, executed by the parties,
the terms and provisions of the Development Agreement and Lease shall prevail. A
complete counterpart of the Development Agreement and �ease, 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 thi���day of September, 2007.
CITY OF DU UQUE, IOWA
.
i' `' ;
,
By: >
�; �r. '� -��i;
Roy D.� uol, Mayor
�._
gy. . .� '� . � - ��
eanne F. Schneider, City Clerk
;;�� �J - �"
• �
� -�-� "'1 �;
...r:� _ .; ,� �.
� ' , t� • r
STATE OF IOWA
. ss:
DUBUQUE COUNTY
�
On thi day of September, 2007, before me, a Notary Public in and for the State of
lowa, in and for said county, 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, a Municipal Corporation,
created and existing under the laws of the State of lowa, 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.
�.
Not Public, State owa
Z*P���8�r KEVIN S. FIRNSTAHL
� COMMISSION N0.745295
� MY COMMISSION EXPtRES
,ow� 2i�2iro
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RESOLUTION NO. -18
APPROVING THE FIRST AMENDMENT TO THE DEVELOPMENT AGREEMENT
BETWEEN THE CITY OF DUBUQUE, IOWA AND PORT OF DUBUQUE BREWERY
DEVELOPMENT, LLC
Whereas the City of Dubuque, lowa (City) and Port of Dubuque Brewery
Development, LLC (Developer) entered into a Development Agreement dated for
reference purposes the 17�h day of July, 2006 for the redevelopment of the property at the
former Dubuque Star Brewery Building; and
Whereas City and Developer now desire to amend the Development Agreement
as set forth in the First Amendment to Development Agreement attached hereto.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1 . The City Council hereby approves the First Amendment to
Development Agreement.
Section 2. The Mayor is authorized and directed to sign the First Amendment
to Development Agreement on behalf of the City of Dubuque.
Passed, approved and adopted this 21 S� day of May, 2018.
Roy D. Buol, Mayor
Attest:
Kevin S. Firnstahl, City Clerk
F:\Users\tsteckle\Lindahl\Port of Dubuque Brewery Development LLC\2006\ResolutionApprwingFirstAmendment POD Brewery_042518.docx