Dupaco Commjnity Credit Union Development Agreement_Initiate Copyrighted
January 7, 2019
City of Dubuque Items to be set for Public Hearing # 1.
ITEM TITLE: Dupaco Community Credit Union DevelopmentAgreement
SUMMARY: City Manager recommending that the City Council set a public
hearing for January 22, 2019, on a proposed Development
Agreement between and among Dupaco Voices, LLC, Dupaco
Community Credit Union and the City of Dubuque providing for the
issuance of Urban Renewal Tax Increment Revenue Grant
Obligations for development of property at 1000 Jackson Street.
RESOLUTION Fixing the date for a public hearing of the City
Council of the City of Dubuque, lowa on a proposed Development
Agreement between and among the City of Dubuque, lowa,
Dupaco Voices, LLC and Dupaco Community Credit Union,
including the issuance of Urban Renewal Tax I ncrement Revenue
Obligations, and providing for the publication of notice thereof
SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Adopt Resolution(s),
Set Public Hearing for January 22, 2019
ATTACHMENTS:
Description Type
Dupaco DevelopmentAgreement-MVM Memo City Manager Memo
Staff Memo (Corrected) Staff Memo
DevelopmentAgreement Supporting Documentation
Notice of Hearing Supporting Documentation
Resolution Setting Public Hearing Resolutions
THE CITY OF Dubuque
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TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Resolution Setting a Public Hearing on a Proposed Development
Agreement among the City of Dubuque, Dupaco Voices, LLC, and Dupaco
Community Credit Union providing for the Issuance of Urban Renewal Tax
Increment Revenue Grant Obligations Pursuant to the Development
Agreement
DATE: January 3, 2019
Economic Development Project Coordinator Jill Connors recommends the City Council
set a public hearing for January 22, 2019, on a proposed Development Agreement
between and among Dupaco Voices, LLC., Dupaco Community Credit Union and the
City of Dubuque providing for the issuance of Urban Renewal Tax Increment Revenue
Grant Obligations for development of property at 1000 Jackson Street.
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
Jill Connors, Economic Development Project Coordinator
Dubuque Economic Development Department
THE CITY OF �,.,/�,.,� SO West 13�h Street
fi.i.ii� Dubuque, lowa 52001-4864
DuB E �'�'�c�"
1 I I I I I Office(563)589-4393
TTY(563)690-6678
MCiSt21'�JlECE OYL t�1E M1551551�1�11 http://www.cityofdubuque.org
200]•2012•2013
TO: Michael Van Milligen, City Manager
FROM: Jill Connors, Economic Development Project Coordinator
SUBJECT: Resolution Setting a Public Hearing on a Proposed Development
Agreement among the City of Dubuque, Dupaco Voices, LLC., and
Dupaco Community Credit Union, providing for the Issuance of Urban
Renewal Tax Increment Revenue Grant Obligations Pursuant to the
Development Agreement
DATE: January 2, 2019
INTRODUCTION
This memorandum is a request for the City Council to adopt the attached resolution
setting a public hearing for January 22, 2019 on a proposed Development Agreement
between and among Dupaco Voices, LLC., Dupaco Community Credit Union and the
City of Dubuque providing for the issuance of Urban Renewal Tax Increment Revenue
Grant Obligations.
BACKGROUND
Dupaco Community Credit Union is a not-for-profit financial cooperative owned and
controlled by more than 112,000 members, most of whom live in Dubuque and the Tri-
State area. The credit union was founded in 1948 by 10 employees of the Dubuque
Packing Company.
DISCUSSIONF
Dupaco is uniquely positioned to complete a project that may not otherwise be feasible
to other developers or businesses. It will commit to redevelopment of the Voices
Building at 1000 Jackson Street, to development of amenities and improvements of
general benefit to the Historic Millwork District and the city, and to advancing a number
of the City's primary objectives. In order to do so, Dupaco has determined a number of
key items of support from the City are necessary to make the project feasible for its
members. Dupaco recognizes that this project would not be possible without the City's
commitment to the Millwork Master Plan and the existing public infrastructure and
amenities. Dupaco's goal and intent is to be a partner with the City and other Historic
Millwork District stakeholders in advancing the City's continuing priorities in the District
and in safeguarding and advancing a vibrant urban core.
Dupaco is planning to expand its operations in the City of Dubuque from the current 150
operations employees with the addition of at least 40 new full-time employees prior to
October 1 , 2023. In order to complete the expansion, the company is requesting both
local and state incentives. The proposed Development Agreement provides for City
incentives, including Urban Renewal Tax Increment Revenue Grant Obligations for 15
years of Tax Increment Finance (TIF) rebates of property tax increases, to encourage
the development of the property at 1000 Jackson Street for an $38 Million capital
investment in an 82,800 square foot facility. The company plans to occupy three floors
of the building and prepare the remaining floors for other commercial tenants.
Additional terms and conditions of the disposition of the property are included in the
attached Development Agreement.
The proposed Development Agreement provides for several incentives to encourage
the $38 million redevelopment of the property. The key elements are as follows:
1 . The remaining balance ($93,290.67) of a $162,099.49 Voluntary Assessment for
street and streetscape improvements shall be forgiven if the Minimum
Improvements are completed in accordance with the Agreement, as has been
done with previous Historic Millwork District projects.
2. 15 years of Tax Increment Financing Rebates.
3. Downtown Fa�ade, Design & Planning, and Financial Consultant grants totaling
up to a maximum of$35,000.
4. City shall initiate and, working with Employer and other stakeholders in the
Historic Millwork District, revise and update the Historic Millwork District Master
Plan to address transportation and parking needs and uses within the District.
The revised Plan shall include, but not be limited to, the following:
a. Continuation of monthly Millwork District Design/Development meetings;
b. An emphasis on use of existing infrastructure and public transportation;
c. City shall, on or before December 31 , 2019, develop and maintain an off-
street parking inventory and long term parking master plan for the Historic
Millwork District which plan shall include:
i. Each year on or before December 31 , beginning in the year 2020,
City shall provide a detailed block by block breakdown of the
available off street parking within 2,500 feet of the Voices Building
and identify any parking shortfalls or surplus and provide a
narrative of such breakdown to the Employer;
ii. The annual parking inventory and master plan shall provide a
strategy to accommodate the demand created by commercial and
residential development that are actually under development within
the Historic Millwork District. The plan shall provide the location of,
or for the development of, additional parking to meet that demand.;
iii. At such time as 85°k of the existing off street parking is
leased/permitted City shall, within Thirty-Six (36) months of the date
of the annual review, develop additional off street parking facilities
within 2,500 feet to meet the projected demand.
iv. Continuation of the existing downtown Park and Ride shuttle
service from the Port of Dubuque, with expansion to include stops
in the Millwork District.
v. City and Employer shall jointly, and in conjunction with other
employers within the Historic Millwork District, develop and
implement annual education sessions regarding transportation
options with an emphasis on methods to reduce parking needs,
including uses of existing public infrastructure and modes of
transportation.
vi. City and Employer shall jointly, and in conjunction with other
employers within the Historic Millwork District, explore options to
support initiatives such as bike/scooter sharing and similar
innovative transportation options.
vii. City shall, subject to an agreement with Alliant Energy, redirect
semi-truck traffic through AllianYs property directly to Kerper Blvd
within 36 months of issuance of a certificate of completion for this
building.
viii. City shall continue development and integration of Smart Realtime
Technology including uses such as communication on railroad and
train schedules to notify commuters when trains are
approaching/arriving, availability of city transportation options and
parking lots space, availability of the existing Park and Ride shuttle,
use of smart meters and the potential development of an app for
use on portable devices.
ix. City shall develop an additional city surface parking lot at 12th and
Elm Street on the east side of Elm Street, on or before December
31 , 2020.
x. City shall evaluate downtown bus/shuttle routes and schedules, as
well as bike routes and storage in an effort to spark innovation and
inclusion in the use of existing city infrastructure and services.
5. City shall provide lighting, public call boxes and cameras in the Historic Millwork
District and include cameras within the pedestrian walkway/tunnel to be
developed through the building located on the Property, if said pedestrian
walkway/tunnel is open to the general public. The number and location of
lighting, public call boxes, and cameras shall be agreed upon between City and
Employer on or before December 31 , 2019.
Additional terms and conditions of City incentives to the project are included within the
attached Development Agreement.
The Development Agreement between and among the City, Dupaco Voices, LLC., and
Dupaco Community Credit Union is contingent upon the company also receiving State
of lowa incentives. The Development Agreement allows Dupaco to not proceed with
the project if State incentives are not received.
RECOMMENDATION/ ACTION STEP
I recommend the City Council adopt the attached resolution setting a January 22, 2019
public hearing on the Development Agreement providing for the issuance of Urban
Renewal Tax Increment Revenue Grant Obligations.
Prepared by/Return to: Jill Connors, Economic Development. 50 W. 13th Street, Dubuque IA 52001, 563 589-4393
RESOLUTION NO. 16-19
FIXING THE DATE FOR A PUBLIC HEARING OF THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA ON A PROPOSED DEVELOPMENT AGREEMENT BETWEEN
AND AMONG THE CITY OF DUBUQUE, IOWA, DUPACO VOICES, LLC AND
DUPACO COMMUNITY CREDIT UNION, INCLUDING THE ISSUANCE OF URBAN
RENEWAL TAX INCREMENT REVENUE OBLIGATIONS, AND PROVIDING FOR THE
PUBLICATION OF NOTICE THEREOF
WHEREAS, City, Dupaco Voices, LLC and Dupaco Community Credit Union have
entered into a Development Agreement, subject to the approval of the City Council, for the
rehabilitation of property located at 1000 Jackson Street, a copy of which Development
Agreement 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 Dupaco Voices, LLC and
Dupaco Community Credit Union; and
WHEREAS, it is deemed necessary and advisable that the City Council authorize
Urban Renewal Tax Increment Revenue obligations, as provided by Chapter 403 of the
Code of Iowa and enter into the Development Agreement for the purpose of carrying out
the rehabilitation of property located at 1000 Jackson Street; and
WHEREAS, before said obligations may be approved, Chapter 403 of the Code of
Iowa 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 the 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 approve the Development Agreement and authorize Urban Renewal Tax Increment
Revenue obligations, to be held on the 22nd day of January, 2019, 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 matter of approving the Development Agreement with Dupaco
Voices, LLC and Dupaco Community Credit Union. 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 Dupaco Voices, LLC pursuant to the
Development Agreement. It is expected that the aggregate amount of the Tax Increment
Revenue obligations to be issued will be approximately $2,000,000.
Section 3. The City 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,
published at least once weekly, 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. The notice of the public hearing and the proposed action to issue said
obligations shall be in substantially the form attached hereto.
Passed, approved and adopted this 7th day of January 2019
Attest:
Key n S. Firnstahl, City Clerk
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 A PROPOSED DEVELOPMENT AGREEMENT WITH DUPACO
VOICES, LLC AND DUPACO COMMUNITY CREDIT UNION, INCLUDING
AUTHORIZING THE ISSUANCE OF URBAN RENEWAL TAX INCREMENT REVENUE
GRANT OBLIGATIONS PURSUANT TO THE DEVELOPMENT AGREEMENT
PUBLIC NOTICE is hereby given that the City Council of the City of Dubuque, Iowa, will
hold a public hearing on the 22nd day of January, 2019, 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 to approve a Development Agreement
with Dupaco Voices, LLC. and Dupaco Community Credit Union, for the rehabilitation of
property located at 1000 Jackson Street, a copy of Development Agreement is now on file
at the Office of the City Clerk, City Hall, 50 W. 13th Street, Dubuque, Iowa, including the
issuance of economic development grants (Urban Renewal Tax Increment Revenue
Grant Obligations) described therein in order to carry out the purposes and objectives of
the Urban Renewal Plan for the Greater Downtown Urban Renewal District, consisting of
the funding of economic development grants for Dupaco Voices, LLC, under the terms
and conditions of 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
$2,000,000.
At the meeting, the City Council will receive oral and written objections from any resident
or property owner of the City to the above action. After all objections have been received
and considered, the City Council may at this meeting or at any adjournment thereof,
authorize such issuance of the Urban Renewal Tax Increment Revenue Grant Obligations
or abandon the proposal. By order of the City Council the 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., Dubuque, iA 52001, on or before said time of public hearing.
At said time and place of public hearings all interested citizens and parties will be given
an opportunity to be heard for or against said proposal.
Copies of supporting documents for the public hearings are on file in the City Clerk's
Office, City Hall, 50 W. 13th St., Dubuque, Iowa, and may be viewed during normal
working hours.
Any visually- 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 7th day of January 2019.
Kevin S. Firnstahl
City Clerk of Dubuque, Iowa
DEVELOPMENT AGREEMENT
BY AND AMONG
THE CITY OF DUBUQUE, IOWA,
DUPACO VOICES, LLC
AND
DUPACO COMMUNITY CREDIT UNION
THIS DEVELOPMENT AGREEMENT (the Agreement), dated for reference
purposes the day of , 2019, is made and entered into by and among
the City of Dubuque, lowa (City), Dupaco Voices, LLC (Developer), and Dupaco
Community Credit Union (Employer).
WHEREAS, Developer is or will be the owner of the following described real
estate (the Property):
LOT 1 WILMAC PLACE (1000 JACKSON STREET & 225 & 275 EAST 10TH);
locally known as 1000 JACKSON STREET;
and
WHEREAS, the Property is located in the Greater powntown Urban Renewal
District (District) which has been so designated by City Council Resolution 381-17 as a
slum and blighted area (the Project Area) defined by lowa Code Chapter 403 (Urban
Renewal Law); and
WHEREAS, Employer has determined that it requires a new facility to maintain
and expand its operations and employment in the Project Area (the Facility); and
WHEREAS, the Facility will be the home office for a multistate business; and
WHEREAS, Developer will undertake the redevelopment of a vacant building
located on the Property in the Historic Millwork District; and
WHEREAS, Developer will make a capital investment in building improvements,
equipment, furniture and fixtures in the Property (the Project); and
WHEREAS, Developer and Employer have entered into an agreement under
which Developer will redevelop and lease the Facility to Employer; and
WHEREAS, the Property is historically significant, and it is in the City's best
interest to preserve the Property; 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
010419ba1 8:38
WHEREAS, the Dubuque City Council believes it is in the best interests of the
City to encourage Developer and Employer 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.
1.1 Representations and Warranties of City. In order to induce Developer and
Employer to enter into this Agreement, City hereby represents and warrants to
Developer and Employer that to the best of City's knowledge:
(1) As of the Closing, City will have obtained all necessary approvals and
consents for its execution, delivery and performance of this Agreement and that it
will have full power and authority to execute, deliver and perform its obligations
under this Agreement. City's attorney shall issue a legal opinion to Developer and
Employer at time of closing confirming the representation contained herein, in the
form attached hereto as Exhibit A.
(2) City shall exercise its best efforts to cooperate with Developer and
Employer 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,
2
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.
(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 Area, 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, and a copy of which is on file
with the City of Dubuque City Clerk.
1.2 Representations and Warranties of Develot�er and Em�loyer. Developer and
Employer make the following representations and warranties:
(1) Developer and Employer are duly organized and validly existing or
authorized under the laws of the State of lowa and have all requisite power and
authority to own and operate their properties, to carry on their respective
business as now conducted and as presently proposed to be conducted, and to
enter into and perform their obligations under the Agreement.
(2) This Agreement has been duly authorized, executed and delivered by
Developer and Employer, 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 and Employer 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
and Employer's counsel shall issue legal opinions to the City, at time of closing,
confirming the representations contained herein, in the form attached hereto as
Exhibit B and Exhibit G.
(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 Employer
or any contractual restriction, evidence of indebtedness, agreement or instrument
3
of whatever nature to which Developer or Employer 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 or Employer in any court or before any arbitrator or before
or by any governmental body in which there is a reasonable possibility of an
ad�erse decision which could materially adversely affect the business, financial
position or result of operations of Developer or Employer or which affects the
validity of the Agreement or Developer's or Employer's ability to perForm their
obligations under this Agreement.
(5) Developer and Employer will perform their 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.
(6) Developer and Employer will use their 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.
1.3 Closin�. The Closing shall take place on the Closing Date which shall be the 1St
day of May, 2019, or such other date as the parties shall agree in writing but in no event
shall the Closing Date be later than the 31 st day of May, 2019. 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. Provided, however, in the
event Developer or Employer do not receive the state and federal incentives and credits
necessary to make the project feasible, in their sole discretion, such parties may
terminate this agreement at any time, including after closing, without further obligation
or liability to City.
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 and by
Developer and Employer in Section 1.2, 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 and Employer shall have the right to terminate this Agreement
at any time prior to the consummation of the closing on the Closing Date if
Developer or Employer determine that conditions necessary for the successful
completion of the Project contemplated herein have not been satisfied in
Developer's or Employer's sole discretion. Upon the giving of notice of
4
termination by Developer or Employer to City, this Agreement shall be deemed
null and void.
(3) Developer, Employer, and City shall be in material compliance with all the
terms and provisions of this Agreement.
(4) Subject to Employer's written approval, Developer having obtained any
and all necessary governmental approvals which might be necessary or
desirable in connection with the development of the Property. Any conditions
imposed as part of any such approval must be satisfactory to Developer in its
sole discretion. City shall cooperate with Developer in attempting to obtain any
such approvals and shall execute any documents necessary for this purpose,
provided that City shall bear no expense in connection therewith. In connection
therewith, the City agrees (a) to review all of Developer's plans and specifications
for the project and to either reject or approve the same in a prompt and timely
fashion; (b) to issue a written notification to Developer, following City's approval
of same, indicating that the City has approved such plans and specifications, and
the same are in compliance with the Urban Renewal Plan, this Agreement and
any other applicable City or affiliated agency requirements, with the
understanding that Developer and its lenders shall have the right to rely upon the
same in proceeding with the project; (c) to identify in writing within ten (10)
working days of submission of said plans and specifications, any and all permits,
approvals and consents that are legally required for the acquisition of the
Property by Developer, and the construction, use and occupancy of the project
with the intent and understanding that Developer and its lenders and attorneys
will rely upon same in establishing their agreement and time frames for
construction, use and occupancy, lending on the project and issuing legal
opinions in connection therewith; and (d) to cooperate fully with Developer to
streamline and facilitate the obtaining of such permits, approvals and consents.
(5) Developer's counsel and Employer's counsel shall issue a legal opinion to
City confirming the representations contained herein in the form attached hereto
as Exhibit B and Exhibit G.
(6) Developer shall have provided City with a copy of a purchase agreement
or lease for the Property with Employer.
(7) Employer or Developer receiving such state of lowa incentives as
necessary to make the Project feasible to Employer in its sole and exclusive
discretion.
1.5 City's Obli.ations at Closin�. At or prior to the Closing Date, City shall deliver to
Developer and Employer such other documents as may be required by this Agreement,
all in a form satisfactory to Developer and Employer.
SECTION 2. DEVELOPMENT ACTIVITIES.
5
2.1 Required Minimum Improvements. Developer will make a capital investment of
approximately Thirty-Eight Niillion Dollars ($38,000,000.00) to improve the Property for
the creation of approximately 82,800 square feet of office space for Employer's
headquarters and operations on floors 3,4 and 5 of the building (the Minimum
Improvements). Employer shall occupy at least three (3) floors of the Property,
excluding the lower level, and lease the remainder of the building as commercial or
office space. This shall not prohibit Developer or Employer from placing Interactive
Teller Machines (ITM) throughout the building. The Minimum Improvements shall
consist of the rehabilitation of 1000 Jackson Street (the Building). The Minimum
Improvements shall conform to the U.S. Secretary of the Interior's Standards for
Rehabilitation. However, if the Project is not awarded Historic Tax Credits by December
31, 2019, the U.S. Secretary of the Interior's Standards for Rehabilitation will be
interpreted by City Planning staff, at its sole discretion, to apply only to the Exterior
Improvements.
2.2 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 the 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.
2.3 Voluntary Assessment. A Petition and Waiver Agreement was signed by Wilmac
Property Company, a previous owner of the Property, on September 7, 2010, agreeing
to a voluntary assessment for street and streetscape improvements for the following
amounts:
Private Street Donation Assessment $132,481.00
Public Street Assessment $17,618.49
Private Sanitary Sewer Assessment $2,000.00
Private Water Service Assessment $10,000.00
Developer's Total Assessment $162,099.49
The remaining balance of the Total Assessment shall be forgiven if the Minimum
Improvements are completed in accordance with this Agreement.
2.4 Timinq of Improvements. Developer hereby agrees that construction of the
Minimum Improvements on the Property shall be commenced within thirty (30) days
after the Closing Date and shall be substantially completed by July 31, 2021. The time
frames for the perFormance of these obligations shall be suspended due to unavoidable
delays meaning delays, outside the control of the party claiming its occurrence in good
6
faith, which are the direct result of strikes, other labor troubles, unusual shortages of
materials or labor, unusually severe or prolonged bad weather, acts of God, fire or other
casualty to the Minimum Improvements, litigation commenced by third parties which, by
injunction or other similar judicial action or by the exercise of reasonable discretion
directly results in delays, or acts of any federal, state or local government which directly
result in extraordinary delays. The time for performance of such obligations shall be
extended only for the period of such delay.
2.5 Certificate of Completion. Promptly following the request of Developer upon
completion of the Minimum Improvements, City shall furnish Developer with an
appropriate instrument so certifying in the form attached as Exhibit F. Such certification
(the Certificate of Completion) shall be in recordable form and shall be a conclusive
determination of the satisfaction and termination of the agreements and covenants in
this Agreement.
SECTION 3. CITY PARTICIPATION.
3.1 Economic Development Grants.
(1) For and in consideration of Developer's and Employer'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 and Employer being and remaining in compliance with the terms of
this Agreement, to make thirty (30) consecutive semi-annual payments (such
payments being referred to collectively as the Economic Development Grants) to
Developer as follows:
November 1, 2023 May 1, 2024
November 1, 2024 May 1, 2025
November 1, 2025 May 1, 2026
November 1, 2026 May 1, 2027
November 1, 2027 May 1, 2028
November 1, 2028 May 1, 2029
November 1, 2029 May 1, 2030
November 1, 2030 May 1, 2031
November 1, 2031 May 1, 2032
November 1, 2032 May 1, 2033
November 1, 2033 May 1, 2034
November 1, 2034 May 1, 2035
November 1, 2035 May 1, 2036
November 1, 2036 May 1, 2037
November 1, 2037 May 1, 2038
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
Iowa 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
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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 ($384,922.00). Developer and Employer
recognize and agree that the Economic Development Grants shall be paid solely
and only from the incremental taxes collected by City in respect to the Property
and Minimum Improvements, which does not include property taxes collected for
the payment of bonds and interest of each taxing district, and taxes for the
regular and voter-approved physical plant and equipment levy, instructional
support levy, and any other portion required to be excluded by lowa law, and
thus such incremental taxes will not include all amounts paid by Developer or
Employer as regular property taxes.
(2) To fund the Economic Development Grants, City shall certify to the County
prior to December 1, 2022, and each year thereafter, its request for the available
Developer Tax Increments resulting from the assessments imposed by the
County as of January 1 of that year, to be collected by City as taxes are paid
during the following fiscal year and which shall thereafter be disbursed to
Developer, on November 1 and May 1 of that fiscal year. (Example: if City so
certifies in December, 2022, the Economic Development Grants in respect
thereof would be paid to the Developer on November 1, 2023, and May 1, 2024).
(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 Voices Dupaco TIF Account of City. City hereby covenants
and agrees to maintain its TIF ordinance in force during the term hereof and to
apply the incremental taxes collected in respect of the Minimum Improvements
and allocated to the Voices Dupaco TIF Account to pay the Economic
Development Grants, as and to the extent set forth in Section 3.2 hereof. The
Economic Development Grants shall not be payable in any manner by other tax
increments revenues, or by general taxation or from any other City funds. City
makes no representation with respect to the amounts that may be paid to
Developer or Employer as the Economic Development Grants in any one year
and under no circumstances shall City in any manner be liable to Developer or
Employer so long as City timely applies the Developer Tax Increments actually
collected and held in the Voices Dupaco TIF Account (regardless of the amounts
thereof� to the payment of the Economic Development Grants to Developer as
and to the extent described in this Section.
(4) City shall be free to use any and all tax increment revenues collected in
respect of other properties within the Project Area and the remaining actual
amount of the property taxes paid by Developer to City, or any available
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Developer Tax Increments resulting from the termination of the annual Economic
Development Grants under Section 3.2 hereof, for any purpose for which such
tax increment revenues may lawfully be used pursuant to the provisions of the
Urban Renewal Law, and City shall have no obligations to Developer with
respect to the use thereof.
(5) All of City's obligations under this Agreement, including but not limited to
City's obligation to pay the Economic Development Grants to Developer, shall be
subject to City having completed all hearings and other procedures required to
amend the Urban Renewal Plan to describe the Urban Renewal Project being
undertaken in accordance with this Agreement.
3.2 Planninq and Design Grant. City agrees to provide a matching (1:1) grant not to
exceed Ten Thousand Dollars ($10,000) to reimburse Developer for documented
predevelopment costs, architectural and engineering fees and other authorized soft
costs associated with the rehabilitation of the Property on the terms and conditions set
forth in Exhibit H. Prior to the release of any grant funds, City must determine to its
satisfaction that the Project is substantially complete and meets the conditions of this
Agreement.
3.3 Fa�ade Grant. City agrees to provide a matching (1:1) grant not to exceed Ten
Thousand Dollars ($10,000) to reimburse Developer for documented costs for front or
rear fa�ade renovations to the Property to eliminate inappropriate additions or
alterations and to restore the fa�ade to its historic appearance, or to rehabilitate the
farade to include new windows, paint, signage, awnings, etc., to improve the overall
appearance of the Property, and the costs of landscaping or screening with fencing or
retaining walls if such landscaping or screening improves the Property adjacent to the
public right-of-way, on the terms and conditions set forth in Exhibit I.
3.4 Financial Consultant Grant. City agrees to provide a matching (1:1) grant not to
exceed Fifteen Thousand Dollars ($15,000) to reimburse Developer for documented
costs related to hiring a financial consultant to evaluate the Project's feasibility on the
terms and conditions set forth in Exhibit J. Such funds will be disbursed only on
completion of the Minimum Improvements, documentation of costs and an inspection of
the completed Project.
3.5 Written requests for payment of grant funds must be submitted to the Economic
Development Department together with all required documentation.
3.6 City shall initiate and, working with Employer and other stakeholders in the
Historic Millwork District, revise and update the Historic Millwork District Master Plan to
address transportation and parking needs and uses within the District. The revised Plan
shall include, but not be limited to, the following:
A. Continuation of monthly Millwork District Design/Development meetings;
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B. An emphasis on use of existing infrastructure and public transportation;
C. City shall, on or before December 31, 2019, develop and maintain an off-
street parking inventory and long-term parking master plan for the Historic
Millwork District which plan shall include:
(i) Each year on or before December 31, beginning in the year 2020,
City shall provide a detailed block by block breakdown of the available off-
street parking within 2,500 feet of the Voices Building and identify any
parking shortfalls or surplus and provide a narrative of such breakdown to
Employer.
(ii) The annual parking inventory and master plan shall provide a
strategy to accommodate the demand created by commercial and
residential development that are actually under development within the
Historic Millwork District. The plan shall provide the location of, or for the
development of, additional parking to meet that demand.
(iii) At such time as 85% of the existing off-street parking is
leased/permitted City shall, within Twenty-Four (24) months of the date of
the annual review, develop additional off-street parking facilities within
2,500 feet to meet the projected demand.
(iv) Continuation of the existing downtown Park and Ride shuttle
service from the Port of Dubuque with expansion to include stops in the
Millwork District, downtown, and back.
(v) City and Employer shall jointly, and in conjunction with other
employers within the Historic Millwork District, develop and implement
annual education sessions regarding transportation options with an
emphasis on methods to reduce parking needs, including uses of existing
public infrastructure and modes of transportation.
(vi) City and Employer shall jointly, and in conjunction with other
employers within the Historic Millwork District, explore options to support
initiatives such as bike/scooter sharing and similar innovative
transportation options.
(�ii) City shall, subject to an agreement with Alliant Energy, redirect
semi-truck traffic through Alliant's property directly to Kerper Blvd within 36
months of issuance of a certificate of completion for this building.
(viii) City shall continue development and integration of Smart Realtime
Technology including uses such as communication on railroad and train
schedules to notify commuters when trains are approaching/arriving,
availability of city transportation options and parking lots space, availability
10
of the existing Park and Ride shuttle, use of smart meters and the
potential development of an app for use on portable devices.
(ix) City shall develop an additional city surFace parking lot at 12t" and
Elm Street on the east side of Elm Street, on or before December 31,
2020.
(x) City shall evaluate downtown bus/shuttle routes and schedules, as
well as bike routes and storage in an effort to spark innovation and
inclusion in the use of existing city infrastructure and services.
3.7 City shall provide lighting, public call boxes and cameras in the Historic Millwork
District and include cameras within the pedestrian walkway/tunnel to be developed
through the building located on the Property, if said pedestrian walkway/tunnel is open
to the general public. The number and location of lighting, public call boxes, and
cameras shall be agreed upon between City and Employer on or before December 31,
2019.
SECTION 4. NON- APPROPRIATION / LIMITED SOURCE OF FUNDING.
4.1 Non-Appropriation. Nofinrithstanding anything in this Agreement to the contrary,
the obligation of City to pay any installment of the Economic Development Grants from
the pledged tax increment revenues shall be an obligation limited to currently budgeted
funds, and not a general obligation or other indebtedness of City or a pledge of its full
faith and credit within the meaning of any constitutional or statutory debt limitation, and
shall be subject in all respects to the right of non-appropriation by the City Council of
City as provided in this Section. City may exercise its right of non-appropriation as to
the amount of the installments to be paid during any fiscal year during the term of this
Agreement without causing a termination of this Agreement. The right of non-
appropriation shall be exercised only by resolution affirmatively declaring City's election
to non-appropriate funds otherwise required to be paid in the next fiscal year under this
Agreement.
In the event the City Council of City elects to not appropriate sufficient funds in the
budget for any future fiscal year for the payment in full of the installments on the
Economic Development Grants due and payable in that future fiscal year, then City shall
have no further obligation to Developer or Employer 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
11
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 AND EMPLOYER.
5.1 Job Creation. During the term of this Agreement, Employer shall comply with the
following employment-related covenants:
(1) Employer shall retain One Hundred Fifty (150) fulltime equivalent (FTE)
operations employees and create a minimum of Forty (40) additional fulltime
equivalent (FTE) employees in Dubuque, lowa, prior to October 1, 2023, and
shall maintain those jobs during the term of this Agreement. It is agreed by the
parties that Employer has One Hundred Fifty (150) fulltime equivalent employees
(FTE) in operations in Dubuque, lowa, as of January 1, 2019. FTE employees
shall be calculated by adding fulltime and part-time employees together using
2080 hours per year as a FTE employee.
(2) For the FTE positions that Employer fails to create and maintain for any
year during the term of this Agreement, the semi-annual Economic Development
Grants for such year under Section 3.2 shall be reduced by the percentage that
the number of such positions bears to the total number of positions required to be
created and maintained (190 FTE's) by this Section 5.1. (For example, if
Employer has 170 FTE employees, the semi-annual Economic Development
Grants to be paid for that year would be reduced to 89% (170/190 employees) of
the Tax Increment Revenues received by City). The reduction of the semi-annual
Economic Development Grants shall be the City's sole remedy for the failure of
Employer to meet the job creation requirements of this subsection 5.1(2).
5.2 Certification. To assist City in monitoring the performance of Employer
hereunder, as of October 1, 2023 and again as of October 1 of each year thereafter
during the term of this Agreement, a duly authorized officer of Employer shall certify to
City in a form acceptable to City (a) the number of FTE positions employed by Employer
in Dubuque, lowa, and (b) to the effect that such officer has re-examined the terms and
provisions of this Agreement and that at the date of such certificate, and during the
preceding finrelve (12) months, Employer is not or was not in default in the fulfillment of
any of the terms and conditions of this Agreement and that no Event of Default (or event
which, with the lapse of time or the giving of notice, or both, would become an Event of
Default) is occurring or has occurred as of the date of such certificate or during such
period, or if the signer is aware of any such default, event or Event of Default, said
12
officer shall disclose in such statement the nature thereof, its period of existence and
what action, if any, has been taken or is proposed to be taken with respect thereto.
Such certificate shall be provided not later than October 15, 2023 and by October 15 of
each year thereafter during the term of this Agreement.
5.3 Books and Records. During the term of this Agreement, Developer and
Employer 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
and Employer in accordance with generally accepted accounting principles consistently
applied throughout the period involved, and Developer and Employer shall provide
reasonable protection against loss or damage to such books of record and account.
5.4 Real Pro�aerty Taxes. From and after the Closing Date, Developer or Employer
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 or
Employer's obligations have been assumed by another person pursuant to the
provisions of this Agreement.
5.5 No Other Exem�tions. During the term of this Agreement, Developer and
Employer agree not to apply for any state or local property tax exemptions which are
available with respect to the De�elopment 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%) of the building
(including Minimum Improvements) replacement value when construction is
completed, naming City as an additional insured and loss payee. Coverage shall
include the "special perils" form and developer shall furnish City with proof of
insurance in the form of a certificate of insurance.
(2) Upon completion of construction of the Minimum Improvements and up to
the Termination Date, Developer or Employer shall maintain, or cause to be
maintained, at their cost and expense all risk property insurance against loss
and/or damage to the building (including the Minimum Improvements) under an
insurance policy written with the "special perils" form and in an amount not less
than the full insurable replacement value of the building (including the Minimum
Improvements), naming City as loss payee. Developer or Employer shall furnish
to City proof of insurance in the form of a certificate of insurance.
13
(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 or Employer 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
or Employer shall apply the Net Proceeds of any insurance relating to such
damage received by Developer or Employer to the payment or reimbursement of
the costs thereof, subject, however, to the terms of any mortgage encumbering
title to the Property (as its interests may appear). Developer or Employer shall
complete the repair, reconstruction and restoration of Minimum Improvements
whether or not the Net Proceeds of insurance received by Developer Employer
for such purposes are sufficient.
5.7 Preservation of Propertv. During the term of this Agreement, Developer and
Employer 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 excepted, and from time to time shall make all necessary repairs, replacements,
renewals and additions.
5.8 Non-Discrimination. In carrying out the project, Developer and Employer 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 and Employer agree 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 and Employer 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. The parties acknowledge that David Klavitter,
Employer's Chief Marketing Officer, serves on City's Historic Preservation Commission
14
and Employer agrees that Employer will require Klavitter will recuse himself from any
action by the Commission with respect to the Property.
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 or Employer nor may the Property be transferred by Developer or Employer
to another party without the prior written consent of City, which shall not be
unreasonably withheld. Thereafter, Developer or Employer shall have the right to
assign this Agreement and upon assumption of the Agreement by the assignee,
Developer or Employer shall no longer be responsible for its obligations under this
Agreement. Notwithstanding the foregoing, City acknowledges that Developer may
transfer the Property to Employer, and City hereby consents to such transfer to
Employer. As it relates to City only, effective upon such transfer of the Property from
Developer to Employer, Developer shall be released from its obligations to City
hereunder and Employer hereby agrees that it shall thereafter be deemed to be
Developer for all purposes of this Agreement and Employer hereby agrees to assume
all obligations of Developer under this Agreement unless otherwise stated herein, and
the assignment agreement shall so provide.
5.11 No chan e in Tax Classification. Developer and Employer agree that they will not
take any action to change, or otherwise allow, the classification of the Property for
property tax purposes to become other than commercial property and to be taxed as
such under lowa law.
5.12 Restrictions on Use. Developer and Employer agrees for themselves, and their
successors and assigns, and every successor in interest to the Property or any part
thereof that they, and their respective successors and assigns, shall:
(1) Devote the Property to, and only to and in accordance with, the uses
specified in the Urban Renewal Plan (and City represents and agrees that use of
the Property as an office facility, is in full compliance with the Urban Renewal
Plan) (however, neither Developer nor Employer shall 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, neither Developer nor Employer
shall have any liability to City to the extent that a successor in interest shall
breach this co�enant and City shall seek enforcement of this covenant directly
against the party in breach of same).
5.13 Release and Indemnification Covenants.
15
(1) Developer and Employer release City and the governing body members,
officers, agents, servants and employees thereof (hereinafter, for purposes of
this Section, the Indemnified Parties) from and covenants and agree 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 Minimum Improvements.
(2) Except for any gross negligence, willful misrepresentation or any willful or
wanton misconduct or any unlawful act of the Indemnified Parties, Developer and
Employer agree 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
whatsoe�er arising or purportedly arising from (1) any violation of any agreement
or condition of this Agreement (except with respect to any suit, action, demand or
other proceeding brought by Developer and Employer against City based on an
alleged breach of any representation, warranty or covenant of City under this
Agreement and/or to enforce its rights under this Agreement); or (2) the
acquisition, construction, installation, ownership, and operation of the Minimum
Improvements or (3) the condition of the Property and any hazardous substance
or environmental contamination located in or on the Property, caused and
occurring after Developer or Employer takes possession of the Property.
(3) The Indemnified Parties shall not be liable to Developer or Employer for
any damage or injury to the persons or property of Developer or Employer or its
officers, agents, servants or employees or any other person who may be on, in or
about the Minimum Improvements due to any act of negligence of any person,
other than any act of negligence on the part of any such Indemnified Party or its
officers, agents, servants or employees.
(4) All covenants, stipulations, promises, agreements and obligations of City
contained herein shall be deemed to be the co�enants, stipulations, promises,
agreements and obligations of City, and not of any governing body member,
officer, agent, servant or employee of City in their individual capacity thereof.
(5) The provisions of this Section shall survive the termination of this
Agreement
5.14 Compliance with Laws. Developer and Employer 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.
16
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 or Employer 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 or Employer 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 or Employer of the Minimum
Improvements, except to Employer, in violation of the provisions of this
Agreement prior to the issuance of the final Certificate of Completion.
(4) Failure by Developer, Employer, 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 b Develo er or Em lo er. Whenever any E�ent 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 or Employer (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 or Employer does not provide assurances to City that the Event of
Default will be cured as soon as reasonably possible thereafter:
(1) City may suspend its performance under this Agreement until it receives
assurances from the defaulting party, deemed adequate by City, that the
defaulting party will cure its default and continue its performance under this
Agreement;
(2) Until the Closing Date, City may cancel and rescind this Agreement;
(3) City may withhold the Certificate of Completion; or
(4) City may take any action, including legal, equitable or administrative
action, which may appear necessary or desirable to collect any payments due
under this Agreement or to enforce perFormance and observance of any
obligation, agreement, or co�enant 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
17
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 Im lied 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 A reement to Pa Attorne s' Fees and Ex enses. 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 Citv. If City defaults in the performance of this
Agreement, Developer or Employer 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 Employer, or to enforce
perFormance and observance of any obligation, agreement, or covenant of City under
this Agreement. Developer or Employer may suspend its perFormance under this
Agreement until it receives assurances from City, deemed adequate by Developer and
Employer, 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 Employer: Dupaco Community Credit Union
Joe Hearn, President and CEO
399 Pennsylvania
Dubuque, IA 52002
Phone: 563-557-7600
With copy to: Mr. Steve Juergens
18
890 Main Street, Suite 200
Dubuque, IA 52001
Phone: (877) 455-2249
If to Developer: Dupaco Voices, LLC
Attn. Joe Hearn
39999 Pennsylvania Ave.
Dubuque, IA 52002
Phone: (563) 557-7600
With copy to: Mr. Steve Juergens
890 Main Street, Suite 200
Dubuque, IA 52001
Phone: 87�-4���
o�� 9'�7- >Di/�'�
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. 13th Street
Dubuque IA 52001
Or at such other address with respect to either party as that party may, from time to time
designate in writing and forward to the other as provided in this Section.
7.2 Bindin9 Effect. This Agreement shall be binding upon and shall inure to the
benefit of City, Developer, and Employer and their respective successors and assigns.
7.3 Termination Date. This Agreement and the rights and obligations of the parties
hereunder shall terminate on June 1, 2038 (the Termination Date).
7.4 Execution By Facsimile. The parties agree that this Agreement may be
transmitted between them by facsimile machine or electronic transmission. The parties
intend that the faxed or electronic transmission signatures constitute original signatures
and that a faxed or electronically transmitted Agreement containing the signatures
(original, faxed or electronically transmitted) of all the parties is binding on the parties.
7.5 Memorandum of Development Agreement. 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.
19
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 DUPACO COMMUNITY CREDIT
UNION
Employer
By By
Roy D. Buol, Mayor Joe , President, CEO
Attest DUPACO VOICES, LLC
Developer
By
Kevin S. Firnstahl J H arn, President
City Clerk
(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 )
20
On this � �
�— day of �,��, ;,:. � , _� 20�, before me the undersigned, a Notary
Public in and for the State of IovYa, personally appeared Joe Hearn, to me personall y
known, who, being by me duly sworn, did say that he is the President & CEO of Dupaco
Community Credit Union, the lowa organization executing the instrument to which this is
attached and that as said President & CEO of Dupaco Community Credit Union
acknowledges the execution of said instrument to be the voluntary act and deed of said
company, by it and by him, an individual, voluntarily executed.
9`����`�� COlN���S�A�Dutr�g�R 167��8
L. ;•�``�1,,!�-, _:�', ;:.-�- � .f-,' '���;��, MY COMt�91S5i0N EXF RL5
Notary Publi� •�� �`�Q'��-- j�—a��� a�~
STATE OF IOWA )
) SS
COUNTY OF DUBUQUE )
On this �� day of _ �;'-:; ,: _. ,: ,�_:: _ 201 , before me the undersigned, a Notary
Public in and for the State of lowa, personally appeared Joe Hearn, to me personally
known, who, being by me duly sworn, did say that he is the President of Dupaco Voices,
LLC, the lowa organization executing the instrument to which this is attached and that
as said President of Dupaco Voices, LLC. acknowledges the execution of said
instrument to be the voluntary act and deed of said company, by it and by him, an
individual, voluntarily executed.
`�,�, . __- DE��;hClsFr�4i��J --�
r;� '
, r� �� CGMN�I�Slt31�J 1!vi1�i��,R 1fii�S3S
!;�i-['-��—._� r�� �/��r� ��_x� ��_� MYCGiYi�v91SS►GiV EXPiRtS
rwa � _a�_
Notary Public - - —___ ao��� �
F:1UsersltstecklelLindahllDuPacoIDUPACO DevelopmentAgreement_01o419bal.docx
21
LIST OF EXHIBITS
EXHIBIT A— City Attorney Certificate
EXHIBIT B — Opinion of Developer Counsel
EXHIBIT C — City Certificate
EXHIBIT D — Memorandum of Development Agreement
EXHIBIT E — Urban Renewal Plan
EXHIBIT F — Certificate of Completion
EXHIBIT G — Opinion of Employer Counsel
EXHIBIT H — Planning and Design Grant
EXHIBIT I — Fa�ade Grant
EXHIBIT J — Financial Consultant Grant
22
EXHIBIT A
CITY ATTORNEY'S CERTIFICATE
23
Dubuque
Barry A.Lindahl,Esq. THE CTTY OF �
Senior Counsel ���
Suite 330,Harbor View Place �T r r r r,�
300 Main Street � L I��I
Dubuque,Iowa 52001-6944
(563)583-4113 office �,��
(563)583-1040 fa�c Masterpiece on the Mississippi Zp13.2p1�
balesq�,citvofdubuque.org
Office Hours: 5:00 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 befinreen
(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
24
EXHIBIT B
OPINION OF DEVELOPER'S COUNSEL
25
Mayor and City Councilmembers
Cit� Hall
13t and Central Avenue
Dubuque IA 52001
Re: Development Agreement Befinreen 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 lowa and has full power and authority to execute, deliver and
perForm in full Development Agreement. The Development Agreement has been duly
and validly authorized, executed and delivered by Developer and, assuming due
authorization, execution and delivery by City, is in full force and effect and is valid and
legally binding instrument of Developer enforceable in accordance with its terms, except
as the same may be limited by bankruptcy, insolvency, reorganization or other laws
relating to or affecting creditors' rights generally.
2. The execution, delivery and performance by Developer of the
Development Agreement and the carrying out of the terms thereof, will not result in
violation of any provision of, or in default under, the Certificate of Organization and
Operating Agreement of Developer, any indenture, mortgage, deed of trust,
indebtedness, agreement, judgment, decree, order, statute, rule, regulation or restriction
to which Developer is a party or by which Developer's property is bound or subject.
3. There are no actions, suits or proceedings pending or threatened against
or affecting Developer in any court or before any arbitrator or before or by any
governmental body in which there is a reasonable possibility of an adverse decision
which could materially adversely affect the business (present or prospective), financial
position or results of operations of Developer or which in any manner raises any
questions affecting the validity of the Agreement or the Developer's ability to perform
Developer's obligations thereunder.
26
Very truly yours,
z�
EXHIBIT C
CITY CERTIFICATE
28
Tt#E C[IY OF
� ��
R " ;�� = rF
Cll'y�'IaIlB�T�'P'sOffiee L���G-+ - -
5Q West 13th Strect ��vi*��
DuUuc�ue,Iowa 520(?7-1.8fi4
(563)�9-411U phone
(5fi3)b89-41-�9 fax
ctym�r�ci n�ofd ubuque.arg
(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), (Employer) 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 and
Employer 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 and Employer
at time of closing confirming the representation contained herein.
(2) City shall exercise its best efforts to cooperate with Developer and
Employer 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
29
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 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, except as follows:
(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
30
EXHIBIT D
MEMORANDUM OF DEVELOPMENT AGREEMENT
31
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, of Dubuque, lowa, and was
made regarding the following described premises:
LOT 1 WILMAC PLACE (1000 JACKSON STREET & 225 & 275 EAST 10TH);
locally known as 1000 JACKSON STREET 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 befinreen 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 , 2018.
CITY OF DUBUQUE, IOWA
By
Roy D. Buol, Mayor
Attest:
Kevin S. Firnstahl, City Clerk
32
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
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
DUPACO U TY CREDIT UNION
By
J arn, President, CEO
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 lov�ia, personally appeared Joe Hearn, to me personally
known, who, being by me duly sworn, did say that he is the President & CEO of Dupaco
Community Credit Union, the lowa organization executing the instrument to which this is
attached and that as said President & CEO of Dupaco Community Credit Union
acknowledges the execution of said instrument to be the voluntary act and deed of said
entity, by it and by him, an individual, voluntarily executed.
�t���� -���oF�ra���X���� �
� �'��.:�..�.;`,--;; --.,� ;-� = G,`�t ca�r�;ss�ov���,�tR ,s�R�s ;
*�E=�� NiYCOi�PMiSSI�l�rEX�'i�ES
Notary Public, �tate of lowa � %���.� ���-��-���� __�
33
DUPACO S, LLC
By
Joe arn
P ident
STATE OF IOWA )
) SS
COUNTY OF DUBUQUE )
On this �'� day of ,_�=����_: 20 i9, before me the undersigned, a Notary
Public in and for the State of I�owa, personally appeared Joe Hearn, to me personally
known, who, being by me duly sworn, did say that he is the President of Dupaco
Voices, LLC, the lowa organization executing the instrument to which this is attached
and that as said President of Dupaco Voices, LLC acknowledges the execution of said
instrument to be the voluntary act and deed of said company, by it and by him, an
individual, voluntarily executed.
,,; ti�«t ` DEB�A CIGi+J��1lVN '
/;,��� r1'f. e ;,�� _' ��'�.,`�I CCMA�ISSi7r!�!!;S�iBER 1�7�08 �
�*` 3�f==;�I� MY COM�AESSOftN EXPiRES
Notary Public, S�ate of lowa s ��:��� �- as�-�a, ±
34
EXHIBIT E
URBAN RENEWAL PLAN
(on file in City Clerk's office, 50 W. 13th Street, Dubuque, IA 52001)
35
EXHIBIT F
CERTIFICATE OF COMPLETION
36
CERTIFICATE OF COMPLETION
WHER�AS, the City of Dubuque, lowa, a municipal corporation (City)), has
granted incentives to Dupaco Voices, LLC. (Developer), in accordance with a
Development Agreement dated as of [Date] (Agreement), certain real property located
within the Greater powntown Urban Renewal District of the Grantor and as more
particularly described as follows:
LOT 1 WILMAC PLACE (1000 JACKSON STREET & 225 � 275 EAST 10TH);
locally known as 1000 JACKSON STREET
(Development Property); and
WHEREAS, said Agreement incorporated and contained certain covenants and
conditions with respect to the rehabilitation of the Development Property, and obligated
Developer to construct certain Minimum Improvements (as defined therein) in
accordance with the Agreement; and
WHEREAS, Developer has to the present date perFormed said co�enants and
conditions insofar as they relate to the construction of the Minimum Improvements in a
manner deemed sufficient by City 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
Developer, and its successors and assigns, to construct the Minimum Improvements on
the Development Property have been completed and performed by Developer to the
satisfaction of City and such covenants and conditions are hereby satisfied.
The County Recorder of Dubuque County is hereby authorized to accept for recording
and to record the filing of this instrument, to be a conclusive determination of the
satisfaction of the covenants and conditions as set forth in said Agreement, and that the
Agreement shall otherwise remain in full force and effect.
(SEAL) CITY OF DUBUQUE, IOWA
By:
Mike Van Milligen, City Manager
STATE OF IOWA )
) SS
COUNTY OF DUBUQUE )
37
On this day of , 20 , before me, the undersigned, a Notary
Public in and for the State of lowa, personally appeared and
acknowledged said execution of the instrument to be his/her voluntary act and deed.
Notary Public in and for
Dubuque County, lowa
38
EXHIBIT G
OPINION OF EMPLOYER'S COUNSEL
39
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 (Employer) in connection with the
execution and delivery of a certain Development Agreement (Development Agreement)
befinreen (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. Employer is a corporation organized and existing under the laws of the
State of lowa and has full power and authority to execute, deliver and perform in full
Development Agreement. The Development Agreement has been duly and validly
authorized, executed and delivered by Employer and, assuming due authorization,
execution and delivery by City, is in full force and effect and is valid and legally binding
instrument of Employer 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 Employer of the Development Agreement and the carrying out of
the terms thereof, will not result in violation of any pro�ision of, or in default under, the
articles of incorporation and bylaws of Employer, any indenture, mortgage, deed of
trust, indebtedness, agreement, judgment, decree, order, statute, rule, regulation or
restriction to which Employer is a party or by which Employer'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 Employer 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
40
business (present or prospective), financial position or results of operations of Employer
or which in any manner raises any questions affecting the validity of the Agreement or
the Employer's ability to perForm �mployer'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 opinion for any matters which come to our knowledge after the date of this
letter.
Very truly yours,
41
EXHIBIT H
PLANNING AND DESIGN GRANT PROGRAM
42
PLAhINING & DESIGN GRANT INFORIVIATION
This program provides grants in the Greater powntown Urban Renewal District for hiring architects,
engineers or other professional services used prior to construction.
Amount of Grant: 1:1 matching grant not to exceed ten thousand dollars ($10,000) be awarded
by the City to qualifying projects to offset the actual pre-development costs.
(Example: $8,500 in eligible project costs would receive $4,250 grant
matched by $4,250 in private contribution; $20,000 or greater eligible project
costs would receive the maximum$10,000 grant.)
Grant Specific Conditions:
• Reimbursement is for architectural and engineering fees, feasibility studies, environmental
assessments or other related soft costs.
• Reimbursable expenditures must be documented.
• Owner/developer fees are not permitted as reimbursable expenditures.
� The grant shall not exceed ten percent(10%)of total project costs.
� Grants will be disbursed upon completion of the project at a rate of$0.50 for each $1.00 of
qualified costs.
Approval Process:
1. Design review by the City Planning Department and/or the Historical Preservation Commission is
required for exterior work on the project.
2. Grant applications will be reviewed by City staff Review Committee and approved by the City
Manager.
3. Funding will be disbursed upon staff review of documented expenditures and inspection of a
completed project.
43
EXHIBIT I
FACADE GRANT PROGRAM
44
FA�ADE GR�eNT INFORM�eTION
This program provides grants in the Greater powntown Urban Renewal District for front or rear fa�ade
renovation to restore the fa�ade to its historic appearance or improve the overall appearance.
Amount of Grant: 1:1 matching grant not to exceed ten thousand dollars ($1o,000) shall be
awarded by the City to qualifying projects based on total eligible project
costs. (Example: $8,500 in eligible project costs would receive a $4,250
grant matched by $4,250 in private contribution; $20,000 or greater eligible
project costs would receive the maximum $10,000 grant.)
Grant Specific Conditions:
• Reimbursement is for labor and material costs associated with fa�ade improvements,
including but not limited to, rehabilitating or improving windows, paint, signage, or awnings to
enhance overall appearance.
• Landscaping or screening with fencing or retaining walls may be a reimbursable expense if a
determination is made that property is improved adjacent to public right-of-way.
• In order to receive reimbursement for repointing, a mortar analysis sample may be requested
for each fa�ade that will be repointed. The applicant must adhere to the results of that
analysis in their rehabilitation work as part of their approved project plan. The City may
request verification that the new mortar matches the results of the mortar analysis.
• Language from the National Park Service Technical Preservation Services Briefs may be
attached as a condition for a building permit if the applicant chooses to pertorm repointing on
the project.
� Reimbursable expenditures must be documented.
• Grants will be disbursed upon completion of work at a rate of$.50 for each $1.00 of qualified
costs.
Approval Process:
1. Design review by the City Planning Department and/or the Historical Preservation Commission is
required for exterior work on the project.
2. Grant applications will be reviewed by City Staff Review Committee and approved by the City
Manager.
3. Funding will be disbursed upon staff review of documented expenditures and inspection of a
completed project.
45
EXHIBIT J
FINANCIAL CONSULTANT GRANT PROGRAM
46
FINAlVCIAL COhISULTANT GRI�N'T INFOR�lATIOIV
This program provides grants in the Greater powntown Urban Renewal District for hiring a financial
consultant to analyze the feasibility of projects.
Amount of Grant: 1:1 matching grant not to exceed fifteen thousand dollars ($15,000) shall be
awarded to qualifying projects based on total eligible project costs.
(Example: $8,500 in eligible project costs would receive a $4,250 grant
matched by $4,250 in private contribution; $30,000 or greater eligible costs
would receive the maximum $15,000 grant.)
Grant Specific Conditions:
• Reimbursement is for fees associated with hiring a professional financial consultant.
• Reimbursable expenditures must be documented.
• This grant shall not exceed ten percent(10%) of total project costs.
• The rehabilitation project must be completed for the Financial Consultant Grant to be funded.
• Grants will be disbursed upon completion of work at a rate of$.50 for each $1.00 of qualified
costs.
Approval Process:
1. Design review by the City Planning Department and/or the Historical Preservation Commission is
required for exterior work on the project.
2. Grant applications will be reviewed by City Staff Review Committee and approved by the City
Manager.
3. Funding will be disbursed upon staff review of documented expenditures and inspection of a
completed project.
47