Dimensional Brewery Company Development Agreement_Easy Steve_Initiate Copyrighted
July 16, 2018
City of Dubuque Items to be set for Public Hearing # 2.
ITEM TITLE: Dimensional Brewery Company DevelopmentAgreement
SUMMARY: City Manager recommending that the City Council set a
public hearing for August 6, 2018 to approve a
DevelopmentAgreementwith EasySteve, LLC d/b/a
Dimensional Brewing Company for redevelopment of 67
Main Street, including the proposed issuance of Urban
Renewal Tax Increment Revenue Obligations.
RESOLUTION Fixing the date for a public hearing of the
City Council of the City of Dubuque, lowa on the approval
of a Development Agreement between the City of Dubuque
and Easy Steve, LLC d/b/a Dimensional Brewing Company,
including the proposed issuance of Urban Renewal Tax
Increment Revenue Obligations, and providing for the
publication of notice thereof
SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Adopt
Resolution(s), Set Public Hearing for August 6, 2018
ATTACHMENTS:
Description Type
Dimensional Brewing DevelopmentAgreement-NNM City Manager Memo
Memo
Staff Memo Staff Memo
DevelopmentAgreement Supporting Documentation
Notice of Public Hearing Supporting Documentation
Resolution of Approval Resolutions
THE CITY OF Dubuque
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Masterpiece on the Mississippi Z°°'�w'2
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TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Set Public Hearing on Development Agreement with Easy Steve, LLC
d/b/a Dimensional Brewing Company to Redevelop Property at 67 Main
Street
DATE: July 12, 2018
Economic Development Director Maurice Jones recommends the City Council set a
public hearing for August 6, 2018, in order to approve a Development Agreement for
redevelopment of 67 Main Street, including the proposed issuance of Urban Renewal
Tax Increment Revenue Obligations.
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
Dubuque Economic Development Department
THE CITY OF 50 West 13t"Street
All-AmericaCitY Dubuque,lowa 52001-4864
1 ' Office(563)589-4393
TTY(563)690-6678
° http://www.cityofdubuque.org
Masterpiece on the Mississippi 200,.2012•2013
TO: Michael Van Milligen, City Manager
FROM: Maurice Jones, Economic Development Director
SUBJECT: Set Public Hearing on Development Agreement with Easy Steve, LLC
dba Dimensional Brewing Company to Redevelop Property at 67
Main Street Including the Proposed Issuance of Urban Renewal Tax
Increment Revenue Obligations
DATE: July 12, 2018
INTRODUCTION
This memorandum is a request for the City Council to set a public hearing on August 6,
2018 in order to approve a Development Agreement for redevelopment of 67 Main
Street, including the proposed issuance of Urban Renewal Tax Increment Revenue
Obligations.
BAC KG RO U N D
The building at 67 Main Street, the former Atlast Fluid Power Company building, has
been vacant or underutilized for several years. The Developer has a contract on the
property with the intention of making improvements this Fall.
DISCUSSION
The plans for 67 Main Street include space for a craft brewery, taproom, and kitchen at
a cost of approximately $650,000, to be completed by November 10, 2018.
The proposed Development Agreement provides for incentives to support the
redevelopment of the property with 3 years of Tax I ncrement Finance (TI F) rebates of
property tax increases above a 2018 base value. Rebates are estimated to be
$22,000.00. Additional terms and conditions of the project are described in the attached
Development Agreement.
The Development Agreement is subject to the public hearing required by law for the
approval of TIF obligations.
RECOMMENDATION/ ACTION STEP
Based on the importance of the City's goal to assist in redeveloping the downtown area,
I recommend the City Council adopt the attached resolution to set a public hearing to
approve the attached Development Agreement with Easy Steve, LLC dba Dimensional
Brewing Company, including the proposed issuance of Urban Renewal Tax Increment
Revenue Obligations.
Prepared by/Return to: Jill Connors, Economic Development. 50 W. 13th Street, Dubuque IA 52001, 563 589-4393
RESOLUTION NO. 216-18
FIXING THE DATE FOR A PUBLIC HEARING OF THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA ON THE APPROVAL OF A DEVELOPMENT AGREEMENT
BETWEEN THE CITY OF DUBUQUE AND EASY STEVE, LLC dba DIMENSIONAL
BREWING COMPANY, INCLUDING THE PROPOSED ISSUANCE OF URBAN
RENEWAL TAX INCREMENT REVENUE OBLIGATIONS, AND PROVIDING FOR THE
PUBLICATION OF NOTICE THEREOF
WHEREAS, City of Dubuque, Iowa (City) and Easy Steve, LLC dba Dimensional
Brewing Company have entered into a Development Agreement, subject to the approval of
the City Council, a copy of which is now on file at the Office of the City Clerk, City Hall, 50
W. 13th Street, Dubuque, Iowa; and
WHEREAS, the City Council has tentatively determined that it would be in the best
interests of the City to approve the Development Agreement with Easy Steve, LLC dba
Dimensional Brewing Company; and
WHEREAS, it is deemed necessary and advisable that the City Council should
authorize Urban Renewal Tax Increment Revenue Obligations, as provided by Iowa Code
Chapter 403, and to enter into the Development Agreement for the purpose of carrying
out the expansion of property located at 67 Main Street as described in the Development
Agreement; and
WHEREAS, before said obligations may be approved, Iowa Code Chapter 403
requires that the City Clerk publish a notice of the proposal and of the time and place of
the meeting at which the City Council proposes to take action thereon and at which
meeting the City Council shall receive oral and/or written objections from any resident or
property owner of said City to such proposed action.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
DUBUQUE, IOWA:
Section 1. The City Clerk is hereby authorized and directed to cause a notice to be
published as prescribed by Iowa Code Section 403.9 of a public hearing on the City's intent
to enter into a Development Agreement with Easy Steve, LLC dba Dimensional Brewing
Company and to authorize Urban Renewal Tax Increment Revenue Obligations, to be held
on the 6th day of August, 2018, at 6:00 o'clock p.m. in the City Council Chambers at the
Historic Federal Building, 350 W. 6th St., Dubuque, Iowa.
Section 2. The City Council will meet at said time and place for the purpose of taking
action on the approval of the Development Agreement with Easy Steve, LLC dba
Dimensional Brewing Company, and authorizing Urban Renewal Tax Increment
Revenue Obligations, the proceeds of which obligations will be used to carry out certain
of the special financing activities described in the Amended and Restated Urban Renewal
Plan for the Greater Downtown Urban Renewal District, consisting of the funding of
economic developments grants to Easy Steve, LLC dba Dimensional Brewing Company,
pursuant to the Development Agreement. It is expected that the aggregate amount of the
Tax Increment Revenue obligations to be 'issued will be approximately $22,000.00.
Section 3. The Clerk is hereby directed to cause at least one publication to be made
of a notice of said meeting, in a newspaper, printed wholly in the English language, and
having general circulation in said City, said publication to be not less than four days nor
more than twenty days before the date of said meeting on the issuance of said obligations.
Section 4. That the notice of the proposed action to issue said obligations shall be in
substantially the form attached hereto.
Passed, approved and adopted this 16th day of July, 2018.
Attest:
Kevir(S. Firnstahl, bity Clerk
&x,
Roy D. Buol, Mayor
CITY OF DUBUQUE, IOWA
OFFICIAL NOTICE
NOTICE OF A PUBLIC HEARING OF THE CITY COUNCIL OF THE CITY OF
DUBUQUE, IOWA, ON THE APPROVAL OF THE DEVELOPMENT AGREEMENT
BETWEEN THE CITY OF DUBUQUE AND EASY STEVE, LLC dba DIMENSIONAL
BREWING COMPANY, INCLUDING THE AUTHORIZATION• OF URBAN RENEWAL
TAX INCREMENT REVENUE OBLIGATIONS
PUBLIC NOTICE is hereby given that the City Council of the City of Dubuque, Iowa, will
hold a public hearing on the 6th day of August, 2018, at 6:00 p.m. in the City Council
Chambers at the Historic Federal Building, 350 W. 6th St., Dubuque, Iowa, at which
meeting the City Council proposes to take action on the approval of a Development
Agreement Between the City of Dubuque, Iowa and Easy Steve, LLC dba Dimensional
Brewing Company, including the issuance of economic development grants (Urban
Renewal Tax Increment Revenue Grant Obligations) described therein to Easy Steve,
LLC dba Dimensional Brewing Company, in order to carry out the purposes and
objectives of the Urban Renewal Plan for the Greater Downtown Urban Renewal District,
and the funding of the economic development grants under the terms and conditions of
the Development Agreement and the Urban Renewal Plan for the Greater Downtown
Urban Renewal District. The aggregate amount of the Urban Renewal Tax Increment
Revenue Grant Obligations cannot be determined at the present time but is not expected
to exceed $22,000.00.
At the meeting, the City Council will receive oral and written objections from any resident
or property owner of the City of Dubuque to the above action. After all objections have
been received and considered, the City Council may at this meeting or at any adjournment
thereof, approve the Development Agreement and authorize such Tax Increment
Revenue Grant Obligations, or abandon the proposal. By order of the City Council said
hearing and appeals therefrom shall be held in accordance with and governed by the
provisions of Section 403.9 of the Code of Iowa.
Written comments regarding the above public hearings may be submitted to the City
Clerk's Office, 50 W. 13th St., on or before said time of public hearing.
Copies of supporting documents for the public hearings are on file in the City Clerk's
Office and may be viewed during normal working hours.
Any visual or hearing-impaired persons needing special assistance or persons with
special accessibility needs should contact the City Clerk's Office at (563) 589-4100 or
TDD (563) 690-6678 at least 48 hours prior to the meeting.
This notice is given by order of the City Council of the City of Dubuque, Iowa, as provided
by Chapter 403 of the Code of Iowa.
Dated this 20th day of July 2018.
Kevin S. Firnstahl
City Clerk of Dubuque, Iowa
1 t 7/20
DEVELOPMENT AGREEMENT
BY AND BETWEEN
THE CITY OF DUBUQUE, IOWA
AND
EASY STEVE LLC dba DIMENSIONAL BREWING COMPANY
THIS DEVELOPMENT AGREEMENT (Agreement) dated for reference purposes
the day of , 2018, is made and entered into by and between the
City of Dubuque, lowa (City), and Easy Steve LLC dba Dimensional Brewing Company
(Developer).
WHEREAS, Developer is the owner of the real estate locally known as 67 Main
Street, Dubuque, lowa and legally described as follows (the Property):
CITY LOT 535, 535A, 536 & 537A (65-73 MAIN) IN THE CITY OF DUBUQUE
WHEREAS, the Property is located in the Greater powntown Urban Renewal
District (the District) which has been so designated by City Council Resolution 363-17
as a slum and blighted area (the Project Area) defined by lowa Code Chapter 403 (the
Urban Renewal Law); and
WHEREAS, Developer has undertaken the redevelopment of a one-story-plus-
mezzanine building located on the Property (the Building) and will be operating the same
during the term of this Agreement; and
WHEREAS, Developer will make an additional capital investment in building
improvements, equipment, furniture and fixtures in the Property (the Project); and
WHEREAS, the Building is historically significant and it is in the City's best interest
to preserve the Building; and
WHEREAS, pursuant to lowa Code Section 403.6(1), and in conformance with the
Urban Renewal Plan for the Project Area adopted on May 18, 1967 and last amended on
December 4, 2017, City has the authority to enter into contracts and agreements to
implement the Urban Renewal Plan, as amended; and
WHEREAS, the Dubuque City Council believes it is in the best interests of the City
to encourage Developer in the development of the Property by providing certain
incentives as set forth herein.
NOW, THEREFORE, the parties to this Development Agreement, in consideration
of the promises, covenants and agreements made by each other, do hereby agree as
follows:
SECTION 1. REPRESENTATIONS AND WARRANTIES.
071218ba1
1 .1 Representations and Warranties of Citv. In order to induce Developer to enter into
this Agreement, City hereby represents and warrants to Developer that to the best of
City's knowledge:
(1) City has duly obtained all necessary approvals and consents for its
execution, delivery and performance of this Agreement and that it has full power
and authority to execute, deliver and pertorm its obligations under this Agreement.
City's attorney shall issue a legal opinion to Developer at the time of closing
confirming the representations contained herein, in the form attached hereto as
Exhibit A.
(2) City shall exercise its best efforts to cooperate with Developer in the
development process.
(3) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(4) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
charter of City, any evidence of indebtedness, agreement or instrument of
whatever nature to which City is now a party or by which it or its property is bound,
or constitute a default under any of the foregoing.
(5) There are no actions, suits or proceedings pending or threatened against or
affecting City in any court or before any arbitrator or before or by any governmental
body in which there is a reasonable possibility of an adverse decision which could
materially adversely affect the financial position or operations of City or which
affects the validity of the Agreement or City's ability to perform its obligations under
this Agreement.
(6) No ordinance or hearing is now before any local governmental body that
either contemplates or authorizes any public improvements or special tax levies,
the cost of which may be assessed against the Property. To the best of City's
knowledge, there are no plans or efforts by any government agency to widen,
modify, or re-align any street or highway providing access to the Property and there
are no pending or intended public improvements or special assessments affecting
the Property which will result in any charge or lien be levied or assessed against
the Property.
(7) The representations and warranties contained in this article shall be correct
in all respects on and as of the Closing Date with the same force and effect as if
such representations and warranties had been made on and as of the Closing
Date.
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(8) As of the date of this Agreement there has been prepared and approved by
City an Urban Renewal Plan for the Project Area consisting of the Urban Renewal
Plan for the Greater powntown Urban Renewal Plan, most recently approved by
City Council of City on December 4, 2017, and as subsequently amended through
and including the date hereof, attached as Exhibit E (the Urban Renewal Plan). A
copy of the Urban Renewal Plan, as constituted on the date of this Agreement and
in the form attached hereto, is on file in the office of the City Clerk of Dubuque and
the office of the Auditor of Dubuque County, lowa.
1 .2 Representations and Warranties of Developer. The Developer makes the
following representations and warranties:
(1) Developer is a limited liability company duly organized and validly existing
under the laws of the State of lowa, and has all requisite power and authority to
own and operate its properties, to carry on its business as now conducted and as
presently proposed to be conducted, and to enter into and perform its obligations
under this Agreement.
(2) This Agreement has been duly authorized, executed and delivered by
Developer and, assuming due authorization, execution and delivery by City, is in
full force and effect and is a valid and legally binding instrument of Developer
enforceable in accordance with its terms, except as the same may be limited by
bankruptcy, insolvency, reorganization or other laws relating to or affecting
creditors' rights generally. Developer's counsel shall issue a legal opinion to City,
at the time of closing, confirming the representations contained herein, in the form
attached hereto as Exhibit B.
(3) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
articles of incorporation or the bylaws of Developer or any contractual restriction,
evidence of indebtedness, agreement or instrument of whatever nature to which
Developer is now a party or by which it or its property is bound, or constitute a
default under any of the foregoing.
(4) There are no actions, suits or proceedings pending or threatened against or
affecting Developer in any court or before any arbitrator or before or by any
governmental body in which there is a reasonable possibility of an adverse
decision which could materially adversely affect the business, financial position or
result of operations of Developer or which affects the validity of the Agreement or
Developer's ability to perform its obligations under this Agreement.
(5) Developer will perform its obligations under this Agreement in accordance
with the material terms of this Agreement, the Urban Renewal Plan and all local,
state and federal laws and regulations.
3
(6) Developer will use its best efforts to obtain, or cause to be obtained, in a
timely manner, all material requirements of all applicable local, state, and federal
laws and regulations which must be obtained or met.
(7) Developer has firm commitments for permanent financing for the Project in
an amount sufficient, together with equity commitments, to successfully complete
the requirements of this Agreement and shall provide evidence thereof to City prior
to the Closing Date.
1 .3 Closinq. The closing shall take place on the Closing Date which shall be the 1 S�
day of August, 2018, or such other date as the parties shall agree in writing but in no
event shall the Closing Date be later than the 15�h day of August, 2018. Consummation
of the closing shall be deemed an agreement of the parties to this Agreement that the
conditions of closing shall have been satisfied or waived.
1 .4 Conditions to 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 conditions:
(1) The representations and warranties made by City in Section 1 .1 shall be
correct as of the Closing Date with the same force and effect as if such
representations were made at such time. At the closing, City shall deliver a
certificate to that effect in the form of Exhibit C.
(2) Developer shall have the right to terminate this Agreement at any time prior
to the consummation of the closing on the Closing Date if Developer determines
in its sole discretion that conditions necessary for the successful completion of the
Project contemplated herein have not been satisfied in Developer's sole discretion.
Upon the giving of notice of termination by Developer to City, this Agreement shall
be deemed null and void.
(3) Developer and City shall be in material compliance with all the terms and
provisions of this Agreement.
(4) Developer shall have furnished City with evidence, in a form satisfactory to
City (such as a letter of commitment from a bank or other lending institution), that
Developer has firm financial commitments in an amount sufficient, together with
equity commitments, to complete the Minimum Improvements (as defined herein)
in conformance with the Construction Plans (as defined herein), or City shall have
received such other evidence of Developer's financial ability as City in its
reasonable judgment City requires.
(5) Developer's counsel shall issue a legal opinion to City confirming the
representations contained herein in the form attached hereto as Exhibit B.
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1 .5 Citv's Obliqations at Closinq. At or prior to the Closing Date, City shall deliver to
Developer such other documents as may be required by this Agreement, all in a form
satisfactory to Developer.
SECTION 2. DEVELOPMENT ACTIVITIES.
2.1 Required Minimum Improvements. City and Developer agree that the assessed
value of the Building as of January 1 , 2018, is $361 ,558. Developer must make a capital
investment to improve the Property of such amount as will increase the assessed value
of the Building as of the 1 S� day of January, 2019, to not less than $415,791 .70, but in no
event a capital investment of not less than Six Hundred Fifty Thousand Dollars
($650,000.00). The dollar amount of assessed value increase represents a 15°k increase
in the assessed value. The Minimum Improvements must include a
brewery/taproom/restaurant.
2.2 [This section intentionally left blank]
2.3 Plans for Construction of Minimum Improvements. Plans and specifications with
respect to the development of the Property and the construction of the Minimum
Improvements thereon (the Construction Plans) shall be in conformity with Urban
Renewal Plan, this Agreement, and all applicable state and local laws and regulations,
including but not limited to any covenants, conditions, restrictions, reservations,
easements, liens and charges, recorded in the records of Dubuque County, lowa.
Developer shall submit to City, for approval by City, plans, drawings, specifications, and
related documents with respect to the improvements to be constructed by Developer on
the Property. All work with respect to the Minimum Improvements shall be in substantial
conformity with the Construction Plans approved by City.
2.4 Timinq of Improvements. 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 by November 10, 2018. The time
for the performance of these obligations shall be suspended due to unavoidable delays
meaning delays, outside the control of the party claiming its occurrence in good faith,
which are the direct result of strikes, other labor troubles, unusual shortages of materials
or labor, unusually severe or prolonged bad weather, acts of God, fire or other casualty
to the Minimum Improvements, litigation commenced by third parties which, by injunction
or other similar judicial action or by the exercise of reasonable discretion directly results
in delays, or acts of any federal, state or local government which directly result in
extraordinary delays. The time for performance of such obligations shall be extended
only for the period of such delay.
2.5 Certificate of Completion. Promptly following the request of Developer upon
completion of the Minimum Improvements, City shall furnish Developer with an
appropriate instrument so certifying. Such certification (the Certificate of Completion)
shall be in form attached as Exhibit J and shall be a conclusive determination of the
satisfaction of Developer's obligations to make the Minimum Improvements under this
5
Agreement and completion of the Minimum Improvements by Developer as required by
this Agreement.
SECTION 3. CITY PARTICIPATION.
3.1 Financial Incentives. The financial incentives set forth in this Section 3 are the
only incentives City has agreed to provide Developer. The incentives cannot be modified
except by amendment to this Agreement. City is under no obligation to approve any such
amendment.
3.2 Economic Development Grants.
(1) For and in consideration of Developer's obligations hereunder, and in
furtherance of the goals and objectives of the Urban Renewal Plan for the Project
Area and the Urban Renewal Law, City agrees, subject to Developer being and
remaining in compliance with the terms of this Agreement, to make six (6)
consecutive semi-annual payments (such payments being referred to collectively
as the Economic Development Grants) to Developer, as follows:
November 1 , 2020 May 1 , 2021
November 1 , 2021 May 1 , 2022
November 1 , 2022 May 1 , 2023
pursuant to lowa Code Section 403.9 of the Urban Renewal Law, in amounts equal
to the actual amount of tax increment revenues 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 Property and Minimum Improvements constructed by Developer (the
Developer Tax Increments). For purposes of calculating the amount of the
Economic Development Grants provided in this Section, the Developer Tax
Increments shall be only those tax increment revenues collected by City in respect
of the increase in the assessed value of the Property above the assessment of
January 1 , 2018 ($361 ,558.00) for the entire building. The Developer Tax
Increments shall not include (i) any property taxes collected for the payment of
bonds and interest of each taxing district, (ii) any taxes for the regular and voter-
approved physical plant and equipment levy and instructional support levy, (iii) the
remaining actual amount of tax increment revenues collected by City in respect of
the valuations of the Property prior to January 1 , 2018 and (iv) 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.
City shall have no obligation for any Economic Development Grants if the
assessed value of the Building as of the 15� day of January, 2019, is not greater
than $415,791 .70, as provided in Section 2.1 .
6
(2) To fund the Economic Development Grants, City shall certify to the County
prior to December 1 of each year, commencing December 1 , 2019, its request for
the available Developer Tax Increments resulting from the assessments imposed
by the County as of January 1 of that year, to be collected by City as taxes are
paid during the following fiscal year and which shall thereafter be disbursed to
Developer on November 1 and May 1 of that fiscal year. (Example: If City so
certifies by December 1 , 2019, the Economic Development Grants in respect
thereof would be paid to Developer on November 1 , 2020, and May 1 , 2021 .)
(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 Dimensional Brewing TIF Account of City. City hereby
covenants and agrees to maintain its TIF ordinance in force during the term and to
apply the incremental taxes collected in respect of the Property and Minimum
Improvements and allocated to Dimensional Brewing TIF Account to pay the
Economic Development Grants, as and to the extent set forth in Section 3.2(1)
hereof. The Economic Development Grants shall not be payable in any manner by
other tax increments revenues or by general taxation or from any other City funds.
City makes no representation with respect to the amounts that may be paid to
Developer as the Economic Development Grants in any one year and under no
circumstances shall City in any manner be liable to Developer so long as City
timely applies the Developer Tax Increments actually collected and held in the
Dimensional Brewing TIF Account (regardless of the amounts thereo� to the
payment of the Economic Development Grants to Developer as and to the extent
described in this Section.
(4) City shall be free to use any and all tax increment revenues collected in
respect of other properties within the Project Area, or any available Developer Tax
Increments resulting from the termination of the annual Economic Development
Grants under Section 3.2 hereof, for any purpose for which such tax increment
revenues may lawfully be used pursuant to the provisions of the Urban Renewal
Law, and City shall have no obligations to Developer with respect to the use
thereof.
(5) All of City's obligations under this Agreement, including but not limited to
City's obligation to pay the Economic Development Grants to Developer, shall be
subject to City having completed all hearings and other procedures required to
amend the Urban Renewal Plan to describe the Urban Renewal Project being
undertaken in accordance with this Agreement.
SECTION 4. NON- APPROPRIATION / LIMITED SOURCE OF FUNDING.
4.1 Non-Appropriation.
(1) Notwithstanding anything in this Agreement to the contrary, the obligation
of City to pay any installment of the Economic Development Grants from the
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pledged tax increment revenues shall be an obligation limited to currently budgeted
funds, and not a general obligation or other indebtedness of City or a pledge of its
full faith and credit within the meaning of any constitutional or statutory debt
limitation, and shall be subject in all respects to the right of non-appropriation by
the City Council of City as provided in this Section. City may exercise its right of
non-appropriation as to the amount of the installments to be paid during any fiscal
year during the term of this Agreement without causing a termination of this
Agreement. The right of non-appropriation shall be exercised only by resolution
affirmatively declaring City's election to non-appropriate funds otherwise required
to be paid in the next fiscal year under this Agreement.
(2) In the event the City Council of City elects to not appropriate sufficient funds
in the budget for any future fiscal year for the payment in full of the installments on
the Economic Development Grant due and payable in that future fiscal year, then
City shall have no further obligation to Developer for the payment of any
installments due in that future fiscal year which cannot be paid with the funds then
appropriated for that purpose.
4.2 The right of non-appropriation reserved to City in this Section is intended by the
parties, and shall be construed at all times, so as to ensure that City's obligation to pay
future installments on the Economic Development Grants shall not constitute a legal
indebtedness of City within the meaning of any applicable constitutional or statutory debt
limitation prior to the adoption of a budget which appropriates funds for the payment of
that installment or amount. In the event that any of the provisions of this Agreement are
determined by a court of competent jurisdiction to create, or result in the creation of, such
a legal indebtedness of City, the enforcement of the said provision shall be suspended,
and the Agreement shall at all times be construed and applied in such a manner as will
preserve the foregoing intent of the parties, and no event of default shall be deemed to
have occurred as a result thereof. If any provision of this Agreement or the application
thereof to any circumstance is so suspended, the suspension shall not affect other
provisions of this Agreement which can be given effect without the suspended provision,
and to this end the provisions of this Agreement are severable.
SECTION 5. COVENANTS OF DEVELOPER.
5.1 The Minimum Improvements shall conform to the City of Dubuque Downtown
Design Guidelines.
5.2 [This section intentionally left blank.]
5.3 Books and Records. During the term of this Agreement, Developer shall keep at
all times and make available to City upon reasonable request proper books of record and
account in which full, true and correct entries will be made of all dealings and transactions
of or in relation to the business and affairs of Developer in accordance with generally
accepted accounting principles consistently applied throughout the period involved, and
Developer shall provide reasonable protection against loss or damage to such books of
record and account.
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5.4 Real Property Taxes. Developer shall pay or cause to be paid, when due, all real
property taxes and assessments payable with respect to all and any parts of the Property
unless Developer's obligations have been assumed by another person pursuant to the
provisions of this Agreement.
5.5 No Other Exemptions. During the term of this Agreement, Developer agrees not
to apply for any state or local property tax exemptions which are available with respect to
the Development Property or the Minimum Improvements located thereon that may now
be, or hereafter become, available under state law or city ordinance during the term of
this Agreement, including those that arise under lowa Code Chapters 404 and 427, as
amended.
5.6 Insurance Requirements.
(1) Developer shall provide and maintain or cause to be maintained at all times
during the process of constructing the Minimum Improvements and at its sole cost
and expense builder's risk insurance, written on a Completed Value Form in an
amount equal to one hundred percent (100°k) of the building (including Minimum
Improvements) replacement value when construction is completed. Coverage
shall include the "special perils" form and developer shall furnish City with proof of
insurance in the form of a certificate of insurance.
(2) Upon completion of construction of the Minimum Improvements and up to
the Termination Date, Developer shall maintain, or cause to be maintained, at its
cost and expense property insurance against loss and/or damage to the building
(including the Minimum Improvements) under an insurance policy written with the
"special perils" form and in an amount not less than the full insurable replacement
value of the building (including the Minimum Improvements). Developer shall
furnish to City proof of insurance in the form of a certificate of insurance.
(3) The term "replacement value" shall mean the actual replacement cost of the
building with Minimum Improvements (excluding foundation and excavation costs
and costs of underground flues, pipes, drains and other uninsurable items) and
equipment, and shall be reasonably determined from time to time at the request of
City, but not more frequently than once every three (3) years.
(4) Developer shall notify City immediately in the case of damage exceeding
$50,000 in amount to, or destruction of, the Minimum Improvements or any portion
thereof resulting from fire or other casualty. Net proceeds of any such insurance
(Net Proceeds), shall be paid directly to Developer as its interests may appear,
and Developer shall forthwith repair, reconstruct and restore the Minimum
Improvements to substantially the same or an improved condition or value as they
existed prior to the event causing such damage and, to the extent necessary to
accomplish such repair, reconstruction and restoration, Developer shall apply the
Net Proceeds of any insurance relating to such damage received by Developer to
the payment or reimbursement of the costs thereof, subject, however, to the terms
9
of any mortgage encumbering title to the Property (as its interests may appear).
Developer shall complete the repair, reconstruction and restoration of Minimum
Improvements whether or not the Net Proceeds of insurance received by
Developer for such purposes are sufficient.
5.7 Preservation of Propertv. During the term of this Agreement, Developer shall
maintain, preserve and keep, or cause others to maintain, preserve and keep, the
Minimum Improvements in good repair and working order, ordinary wear and tear
accepted, and from time to time shall make all necessary repairs, replacements, renewals
and additions.
5.8 Non-Discrimination. In carrying out the project, Developer shall not discriminate
against any employee or applicant for employment because of race, religion, color, sex,
sexual orientation, gender identity, national origin, age or disability.
5.9 Conflict of Interest. Developer agrees that no member, officer or employee of City,
or its designees or agents, nor any consultant or member of the governing body of City,
and no other public official of City who exercises or has exercised any functions or
responsibilities with respect to the project during his or her tenure, or who is in a position
to participate in a decision-making process or gain insider information with regard to the
project, shall have any interest, direct or indirect, in any contract or subcontract, or the
proceeds thereof, for work to be performed in connection with the project, or in any
activity, or benefit therefrom, which is part of this project at any time during or after such
person's tenure. In connection with this obligation, Developer shall have the right to rely
upon the representations of any party with whom it does business and shall not be
obligated to perform any further examination into such party's background.
5.10 Non-Transferabilitv. Until such time as the Minimum Improvements are complete
(as certified by City under Section 2.5), this Agreement may not be assigned by Developer
nor may the Property be transferred by Developer to another party. Thereafter, with the
prior written consent of City, which shall not be unreasonably withheld, Developer shall
have the right to assign this Agreement, and upon assumption of the Agreement by the
assignee, Developer shall no longer be responsible for its obligations under this
Agreement.
5.11 No chanqe in Tax Classification. Developer agrees that it will not take any action
to change, or otherwise allow, the classification of the Property for property tax purposes
to become other than commercial/multi-residential and to be taxed as such under lowa
law. This restriction shall terminate upon the termination of this Agreement.
5.12 Restrictions on Use. Developer agrees for itself, and its successors and assigns,
and every successor in interest to the Property or any part thereof, for the duration of this
Agreement, that they, and their respective successors and assigns, shall:
(1) Devote the Property to, and only to and in accordance with, the uses
specified in the Urban Renewal Plan (and City represents and agrees that use of
the Property as a bar/restaurant and upper-story housing, is in full compliance with
10
the Urban Renewal Plan) (however, Developer shall not have any liability to City
to the extent that a successor in interest shall breach this covenant and City shall
seek enforcement of this covenant directly against the party in breach of same);
and
(2) Not discriminate upon the basis of race, religion, color, sex, sexual
orientation, gender identity, national origin, age or disability in the sale, lease,
rental, use or occupancy of the Property or any improvements erected or to be
erected thereon, or any part thereof (however, Developer shall not have any
liability to City to the extent that a successor in interest shall breach this covenant
and City shall seek enforcement of this covenant directly against the party in
breach of same).
5.13 Compliance with Laws. Developer shall comply with all laws, rules and regulations
relating to its businesses, other than laws, rules and regulations the failure to comply with
or the sanctions and penalties resulting therefrom, would not have a material adverse
effect on the business, property, operations, financial or otherwise, of Developer.
SECTION 6. EVENTS OF DEFAULT AND REMEDIES.
6.1 Events of Default Defined. The following shall be Events of Default under this
Agreement and the term Event of Default shall mean, whenever it is used in this
Agreement, any one or more of the following events:
(1) Failure by Developer to pay or cause to be paid, before delinquency, all real
property taxes assessed with respect to the Minimum Improvements and the
Property.
(2) Failure by Developer to cause the construction of the Minimum
Improvements to be commenced and completed pursuant to the terms, conditions
and limitations of this Agreement.
(3) Transfer of any interest by Developer of the Minimum Improvements in
violation of the provisions of this Agreement prior to the issuance of the final
Certificate of Completion.
(4) Failure by Developer or City to substantially observe or perform any other
material covenant, condition, obligation or agreement on its part to be observed or
performed under this Agreement.
6.2. Remedies on Default by Developer. Whenever any Event of Default referred to in
Section 6.1 of this Agreement occurs and is continuing, City, as specified below, may take
any one or more of the following actions after the giving of written notice by City to
Developer (and the holder of any mortgage encumbering any interest in the Property of
which City has been notified of in writing) of the Event of Default, but only if the Event of
Default has not been cured within sixty (60) days following such notice, or if the Event of
Default cannot be cured within sixty (60) days and Developer does not provide
11
assurances to City that the Event of Default will be cured as soon as reasonably possible
thereafter:
(1) City may suspend its pertormance under this Agreement until it receives
assurances from the Developer deemed adequate by City, that the Developer will
cure its default and continue its performance under this Agreement;
(2) Until the Closing Date, City may cancel and rescind this Agreement;
(3) Until issuance of the Certificate of Completion, City shall be entitled to
recover from Developer the sum of all amounts expended by City in connection
with the funding of the Economic Development Grants to Developer and City may
take any action, including any legal action it deems necessary, to recover such
amounts from the Developer;
(4) City may withhold the Certificate of Completion; or
(5) City may take any action, including legal, equitable or administrative action,
which may appear necessary or desirable to collect any payments due under this
Agreement or to enforce pertormance and observance of any obligation,
agreement, or covenant under this Agreement.
6.3 No Remedy Exclusive. No remedy herein conferred upon or reserved to City is
intended to be exclusive of any other available remedy or remedies, but each and every
such remedy shall be cumulative and shall be in addition to every other remedy given
under this Agreement or now or hereafter existing at law or in equity or by statute. No
delay or omission to exercise any right or power accruing upon any default shall impair
any such right or power or shall be construed to be a waiver thereof, but any such right
and power may be exercised from time to time and as often as may be deemed expedient.
6.4 No Implied Waiver. In the event any agreement contained in this Agreement
should be breached by any party and thereafter waived by any other party, such waiver
shall be limited to the particular breach so waived and shall not be deemed to waive any
other concurrent, previous or subsequent breach hereunder.
6.5 Aqreement to Pav Attornevs' Fees and Expenses. If any action at law or in equity,
including an action for declaratory relief or arbitration, is brought to enforce or interpret
the provisions of this Agreement, the prevailing party shall be entitled to recover
reasonable attorneys' fees and costs of litigation from the other party. Such fees and
costs of litigation may be set by the court in the trial of such action or by the arbitrator, as
the case may be, or may be enforced in a separate action brought for that purpose. Such
fees and costs of litigation shall be in addition to any other relief that may be awarded.
6.6 Remedies on Default by City. If City defaults in the pertormance of this Agreement,
Developer may take any action, including legal, equitable or administrative action that
may appear necessary or desirable to collect any payments due under this Agreement,
to recover expenses of Developer, or to enforce performance and observance of any
12
obligation, agreement, or covenant of City under this Agreement. Developer may
suspend their performance under this Agreement until they receive assurances from City,
deemed adequate by Developer, that City will cure its default and continue its
performance under this Agreement.
SECTION 7. GENERAL TERMS AND PROVISIONS.
7.1 Notices and Demands. Whenever this Agreement requires or permits any notice
or written request by one party to another, it shall be deemed to have been properly given
if and when delivered in person or three (3) business days after having been deposited in
any U.S. Postal Service and sent by registered or certified mail, postage prepaid,
addressed as follows:
If to Developer: Easy Steve LLC dba Dimensional Brewing
Attn: Jeff Burds
773 Amara Ct.
Peosta, IA 52068
With copy to: Brad Heying
Kane, Norby & Reddick, P.0
2100 Asbury Road, Suite 2
Dubuque, lA 52001
Phone: (563) 582-7980
If to City: City Manager
50 W. 13th Street
Dubuque, lowa 52001
Phone: (563) 589-4110
Fax: (563) 589-4149
With copy to: City Attorney
City Hall
50 W. 13�h Street
Dubuque IA 52001
or at such other address with respect to either party as that party may, from time to time
designate in writing and forward to the other as provided in this Section.
7.2 Bindinq Effect. This Agreement shall be binding upon and shall inure to the benefit
of City and Developer and their respective successors and assigns.
7.3 Termination Date. This Agreement and the rights and obligations of the parties
hereunder shall terminate on June 30, 2023 (the Termination Date).
7.4 Execution Bv Facsimile. The parties agree that thisAgreement may be transmitted
between them by facsimile machine or electronic transmission. The parties intend that
the faxed or electronic signatures constitute original signatures and that a faxed or
13
electronically transmitted Agreement containing the signatures (original, electronically
transmitted or faxed) of all the parties is binding on the parties.
7.5 Memorandum of Development Aqreement. City shall promptly record a
Memorandum of Development Agreement in the form attached hereto as Exhibit D in the
office of the Recorder of Dubuque County, lowa. Developer shall pay the costs for so
recording.
7.6 Governinq Law. The law governing this Agreement shall be that of the State of
lowa. In the event suit is brought by either Party to this Agreement, the Parties agree that
venue shall be exclusively vested in lowa District Court in and for Dubuque County.
7.7 Entire Agreement and Amendments. This Agreement contains all the agreements
of the Parties with respect to any matter covered or mentioned in this Agreement, and no
other agreement or understanding pertaining to any such matter shall be effective for any
purpose. No provision of this Agreement may be amended or added, except by an
agreement in writing signed by the Parties.
IN WITNESS WHEREOF, City has caused this Agreement to be duly executed in
its name and behalf by its Mayor and attested to by its City Clerk and Developer has
caused this Agreement to be duly executed on or as of the first above written.
CITY OF DUBUQUE, IOWA EASY STEVE LLC
By: By:
Roy D. Buol, Mayor Jeff Burds, Managing Member
Attest:
Kevin S. Firnstahl
City Clerk
14
(City Seal)
STATE OF IOWA )
) SS
COUNTY OF DUBUQUE )
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 Kevin
S. Firnstahl, to me personally known, who, being by me duly sworn, did say that they are
the Mayor and City Clerk, respectively, of the City of Dubuque, lowa, 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, lowa, 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 )
) SS
COUNTY OF DUBUQUE )
On this day of 20 , before me the undersigned, a Notary
Public in and for the State of lowa, personally appeared Jeff Burds, to me personally
known, who, being by me duly sworn, did say that he is Managing Member of Easy Steve,
LLC the limited liability company executing the instrument to which this is attached and
that as said Managing Member of Easy Steve, LLC acknowledged the execution of said
instrument to be the voluntary act and deed of said company, by it and by him voluntarily
executed.
Notary Public
15
LIST OF EXHIBITS
EXHIBIT A — City Attorney's Certificate
EXHIBIT B — Opinion of Developer's Counsel
EXHIBIT C — City Certificate
EXHIBIT D — Memorandum of Development Agreement
EXHIBIT E — Urban Renewal Plan
EXHIBIT F — Certification of Completion
16
EXHIBIT A
CITY ATTORNEY'S CERTIFICATE
17
Dubuque
Barry A.Lindahl,Esq. THE CITY OF , ,
Senior Counsel All•AIIEMCICII)
D �v����r.v
Suite 330,Harbor View Place T T� � �`I I��
300 Main Street U I I
Dubuque,Iowa 52001-6944
(563)583-4113 office Maste iece on the Mississi � 2013•2017
(563)583-1040 fa.z � pp
balesc�a cityofdubuque.org
Office Hours: 8:00 AM—5:00 PM,T-W-Th
8:00 AM—12:00 PM,F
(DATE)
RE:
Dear �
I have acted as counsel for the City of Dubuque, lowa, in connection with the execution
and delivery of a certain Development Agreement between
(Developer) and the City of Dubuque, lowa (City) dated for reference purposes the
day of , 20_.
The City has duly obtained all necessary approvals and consents for its execution,
delivery and performance of this Agreement and has full power and authority to execute,
deliver and perform its obligations under this Agreement, and to the best of my
knowledge, the representations of the City Manager in his letter dated the day of
, 20_, are correct.
Very sincerely,
Barry A. Lindahl, Esq.
Senior Counsel
BAL:tIs
18
EXHIBIT B
OPINION OF DEVELOPER'S COUNSEL
19
Mayor and City Councilmembers
City Hall
13�' and Central Avenue
Dubuque IA 52001
Re: Development Agreement Between the City of Dubuque, Iowa and
Dear Mayor and City Councilmembers:
We have acted as counsel for , in connection with the execution and
delivery of a certain Development Agreement(Development Agreement)between Developer and
the City of Dubuque, Iowa(City)dated for reference purposes the day of , 2017.
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 Iowa and has full power and authority to execute, deliver and perform in full the
Development Agreement. The Development Agreement has been duly and validly authorized,
executed and delivered by Developer and, assuming due authorization, execution and delivery by
City, is in full force and effect and is a valid and legally binding instrument of Developer
enforceable in accordance with its terms, except as the same may be limited by bankruptcy,
insolvency, reorganization or other laws relating to or affecting creditors' rights generally.
2. To our actual knowledge with no duty to inquire, the execution, delivery and
performance by Developer of the Development Agreement and the carrying out of the terms
thereof, will not result in violation of any provision of, or in default under, the articles of
incorporation and bylaws of Developer, any indenture, mortgage, deed of trust, indebtedness,
agreement,judgment, decree, order, statute, rule, regulation or restriction to which Developer is a
party or by which Developer's property is bound or subject.
3. To our actual knowledge with no duty to inquire, there are no actions, suits or
proceedings pending or threatened against or affecting Developer in any court or before any
arbitrator or before or by any governmental body in which there is a reasonable possibility of an
adverse decision which could materially adversely affect the business (present or prospective),
financial position or results of operations of Developer or which in any manner raises any questions
affecting the validity of the Agreement or the Developer's ability to perform Developer's
obligations thereunder.
This opinion is rendered for the sole benefit of the City of Dubuque and no other party may rely
on this opinion.
This opinion is rendered and valid as of the date of this letter and we have no duty to update this
20
opinion for any matters which come to our knowledge after the date of this letter.
Sincerely,
21
EXHIBIT C
CITY CERTIFICATE
22
Dubuque
THE CITY OF � City Manager's Office
All•AneNea Ciry City Hall
U� � �`� �"'�"� 50 West 13�Street
� I I �� Dubuque,Iowa 52001-4864
(563)589-4110 office
2007•2012 (563)589-4149fax
Masterpiece on the Mississippi 2013•2017 ctymgr@cityofdubuque.org
(DATE)
Dear �
I am the City Manager of the City of Dubuque, lowa and have acted in that capacity in
connection with the execution and delivery of a certain Development Agreement between
(Developer) and the City of Dubuque, lowa (City) dated for reference
purposes the day of , 20_
On behalf of the City of Dubuque, I hereby represent and warrant to Developer that:
(1) City has duly obtained all necessary approvals and consents for its
execution, delivery and performance of this Agreement and that it has full power
and authority to execute, deliver and perform its obligations under this Agreement.
City's attorney shall issue a legal opinion to Developer at time of closing confirming
the representation contained herein, in the form attached hereto as Exhibit B.
(2) City shall exercise its best efforts to cooperate with Developer in the
development process.
(3) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(4) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
charter of City, any evidence of indebtedness, agreement or instrument of
whatever nature to which City is now a party or by which it or its property is bound,
or constitute a default under any of the foregoing.
(5) There are no actions, suits or proceedings pending or threatened against or
affecting City in any court or before any arbitrator or before or by any governmental
body in which there is a reasonable possibility of an adverse decision which could
materially adversely affect the financial position or operations of City or which
affects the validity of the Agreement or City's ability to perform its obligations under
this Agreement.
23
(6) No ordinance or hearing is now or before any local governmental body that
either contemplates or authorizes any public improvements or special tax levies,
the cost of which may be assessed against the Property. To the best of City's
knowledge, there are no plans or efforts by any government agency to widen,
modify, or re-align any street or highway providing access to the Property and there
are no pending or intended public improvements or special assessments affecting
the Property which will result in any charge or lien be levied or assessed against
the Property.
(7) The representations and warranties contained in this article shall be correct
in all respects on and as of the Closing Date with the same force and effect as if
such representations and warranties had been made on and as of the Closing
Date.
Sincerely,
Michael C. Van Milligen
City Manager
MCVM:jh
24
EXHIBIT D
MEMORANDUM OF DEVELOPMENT AGREEMENT
25
Prepared by: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
Return to: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583-4113
MEMORANDUM OF DEVELOPMENT AGREEMENT
A Development Agreement by and among the City of Dubuque, lowa, an lowa municipal
corporation, of Dubuque, lowa, and Easy Steve, LLC was made regarding the following
described premises:
CITY LOT 535, 535A, 536 & 537A (65-73 MAIN)
IN THE CITY OF DUBUQUE
The Development Agreement is dated for reference purposes the day of
, 2018, and contains covenants, conditions, and restrictions concerning the
sale and use of said premises.
This Memorandum of Development Agreement is recorded for the purpose of
constructive notice. In the event of any conflict between the provisions of this
Memorandum and the Development Agreement itself, executed by the parties, the terms
and provisions of the Development Agreement shall prevail. A complete counterpart of
the Development Agreement, togetherwith 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 , 2018.
CITY OF DUBUQUE, IOWA EASY STEVE, LLC
dba DIMENSIONAL BREWING COMPANY
By By
Roy D. Buol, Mayor Jeff Burds, Managing Member
Attest:
Kevin S. Firnstahl
City Clerk
STATE OF IOWA )
) SS
COUNTY OF DUBUQUE )
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 Kevin S. Firnstahl, to
26
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
COUNTY OF DUBUQUE )
On this day of 20 , before me the undersigned, a Notary
Public in and for the State of lowa, personally appeared Jeff Burds, to me personally
known, who, being by me duly sworn, did say that he is Managing Member of Easy Steve,
LLC, the limited liability company executing the instrument to which this is attached and
that as said Managing Member of Easy Steve, LLC, acknowledged the execution of said
instrument to be the voluntary act and deed of said company, by it and by him voluntarily
executed.
Notary Public, State of lowa
27
EXHIBIT E
URBAN RENEWAL PLAN
28
Prepared by: Jill Connors, City of Dubuque,50 W. 13th Street, Dubuque, IA 52001 (563)589-4393
Retum to: Kevin S. Fimstahl, City of Dubuque, 50 W. 13th Street, Dubuque, IA 52001 (563)589-4121
AMENDED and RESTATED
URBAN RENEWAL PLAN
Greater powntown Urban Renewal District
(Including the former powntown Dubuque, Ice Harbor, Kerper Boulevard, East 7�n
Street, Quebecor, Holy Ghost and Dubuque Brewing & Malting Urban Renewal
Districts)
City of Dubuque, lowa
This Amended and Restated Urban Renewal Plan for the Greater powntown Urban Renewal
District traces its beginnings to 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. The Urban Renewal Plan for the
Greater powntown Urban Renewal District resulting from that merger was later amended by
Resolution 170-04 on April 19, 2004, by Resolution 391-06 on August 21, 2006, by Resolution
108-07 on February 20'h, 2007, by Resolution 597-07 on December 17, 2007, by Resolution 300-
08 on September 2, 2008, by Resolution 393-09 on October 5, 2009, and by Resolution 26-10 on
July 19, 2010. On May 2, 2011 the Kerper Boulevard Industrial Park Economic Development
District originally established by Resolution 274-94 on August 15, 1994 and the East 7'h Street
Economic Development District, originally established by Resolution 144-97 on April 7, 1997 were
merged into and became part of the Greater powntown Urban Renewal District, pursuant to
Resolution 155-11 approved on May 2, 2011. The Quebecor Economic Development District,
originally established by Resolution 479-02 on September 16, 2002,was merged into and became
part of the Greater powntown Urban Renewal District pursuant to Resolution 271-12 approved
on October 1, 2012. The Urban Renewal Plan forthe Greater powntown Urban Renewal District
resulting from that merger and amendment was thereafter amended and restated by Resolution
173-13 on June 03, 2013. The Holy Ghost Urban Renewal District, originally established by
Resolution 234-11 on July 18, 2011 was merged into and became part of the amended and
restated Greater powntown Urban Renewal District pursuant to Resolution 178-14 approved on
June 16, 2014. The Urban Renewal Plan for the Greater powntown Urban Renewal District
resulting from that merger was later amended by Resolution 372-15 approved on October 19
2015. The Dubuque Brewing & Malting Urban Renewal District, originally established by
Resolution 301-08 approved on September 2, 2008 and subsequently amended and restated by
Resolution 170-13 approved on June 3, 2013, was merged into and became part of the Greater
Downtown Urban Renewal District pursuant to Resolution 401-16 approved on November 21,
2016.
By Resolution 90-17, adopted on March 6, 2017, the City Council approved and adopted an
29
Amended and Restated Urban Renewal Plan for the Greater powntown Urban Renewal District.
The Urban Renewal Plan for the Greater powntown Urban Renewal District was subsequently
amended and restated by Resolution 206-17, adopted on June 5, 2017, and by Resolution 381-
17, adopted on December 4, 2017.
A copy of the Amended and Restated Urban Renewal Plan for the Greater powntown Urban
Renewal District is on file at the Office of the City Clerk, City Hall, 50 East 13'h Street, Dubuque
IA.
30
EXHIBIT F
CERTIFICATE OF COMPLETION
31
Prepared by/Retum to: Jill Connors, City of Dubuque,50 W. 13th Street, Dubuque, IA 52001 (563)589-4393
CERTIFICATE OF COMPLETION
WHEREAS, the City of Dubuque, lowa, a municipal corporation (the "Grantor"),
has granted incentives to Easy Steve, LLC (the "Grantee"), in accordance with a
Development Agreement dated as of [Date] (the "AgreemenY'), by and among the
Grantor, and the Grantee (collectively, the "AgreemenY'), certain real property located
within the Greater powntown Urban Renewal District of the Grantor and as more
particularly described as follows:
CITY LOT 535, 535A, 536 & 537A (65-73 MAIN) IN THE CITY OF DUBUQUE
(the "Development Property"); and
WHEREAS, said Agreement incorporated and contained certain covenants and
conditions with respect to the rehabilitation of the Development Property, and obligated
the Grantee to construct certain Minimum Improvements (as defined therein) in
accordance with the Agreement; and
WHEREAS, the Grantee has to the present date performed said covenants and
conditions insofar as they relate to the construction of the Minimum Improvements in a
manner deemed sufficient by the Grantor to permit the execution and recording of this
certification; and
NOW, THEREFORE, pursuant to Section 2.5 of the Agreement, this is to certify
that all covenants and conditions of the Agreement with respect to the obligations of the
Grantee, and its successors and assigns, to construct the Minimum Improvements on the
Development Property have been completed and performed by the Grantee to the
satisfaction of the Grantor and such covenants and conditions are hereby satisfied.
The Recorder of Dubuque County is hereby authorized to accept for recording and to
record the filing of this instrument, to be a conclusive determination of the satisfaction of
the covenants and conditions as set forth in said Agreement, and that the Agreement
shall otherwise remain in full force and effect.
(SEAL) CITY OF DUBUQUE, IOWA
By:
Michael C. Van Milligen, City Manager
32
STATE OF IOWA )
) SS
COUNTY OFDUBUQUE )
On this_day of , 2018, before me, the undersigned, a notary public
in and for the State of lowa, personally appeared and
acknowledged the execution of the instrument to be his/her voluntary act and deed.
Notary Public in and for
Dubuque County, lowa
33