Iowa Finance Authority Loan AgreementMasterpiece on the Mississippi
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Application for Workforce Housing Funding
DATE: June 1, 2010
Economic Development Director Dave Heiar is recommending approval of a loan
agreement with the Iowa Finance Authority for $4.5 million to create workforce housing
rental units in the Historic Millwork District and that a public hearing be set to consider
this item on June 21, 2010.
I concur with the recommendation and respectfully request Mayor and City Council
setting of the public hearing.
Mi hael C. Van Milligen
MCVM:jh
Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
David J. Heiar, Economic Development Director
Aaron DeJong, Assistant Economic Development Director
Dubuque
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All-America City
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2007
Masterpiece on the Mississippi
TO: Michael Van Milligen, City Manager
FROM: David J. Heiar, Economic Development Director
SUBJECT: Application for Workforce Housing Funding
DATE: May 25, 2010
Dubuque
Wild
Al4meitcaalr
2007
INTRODUCTION
On May 27, 2010, the Iowa Finance Authority (IFA) approved the City's request for a $4.5
million loan to assist workforce housing projects in the Historic Millwork District. The City must
hold a public hearing prior to signing a loan agreement.
BACKGROUND
Over the past several months, City staff and many of our partners have met with representatives
of the IFA and the Iowa Department of Economic Development (IDED) to stress the City's
critical need for rental workforce housing. On a couple of occasions, IFA and IDED staff have
traveled to Dubuque to see, first hand, our housing needs and potential opportunities,
particularly in the Historic Millwork District, to address this workforce housing need.
Housing has become a significant issue in Dubuque since IBM has decided to locate their 1,300
employee Global Service Delivery Center. A lack of rental housing has caused trouble for new
residents to find a place to live. In March 2010, the Greater Dubuque Development Corporation
(GDDC) discovered a 1% vacancy rate within Dubuque.
A study was conducted for IFA in November 2009 to determine the additional need for housing
within Dubuque. The study showed an additional 556 housing units are needed in the area,
noting the most desirable units being in the downtown core area. The Millwork District would be
a large scale project able to fulfill much of the needed demand for rental housing.
Even prior to the IBM announcement, the City had studies that indicated a need for additional
downtown housing. The consultants who prepared the Master Plans for the Port of Dubuque,
the Downtown and the Historic Millwork District emphasized the need for downtown housing.
A solution is needed soon for this housing shortage because other companies in Dubuque are
also starting to increase their employment numbers. Companies have started to see challenges
in recruiting a qualified workforce because housing is unavailable in the area. The Millwork
District property owners are positioned to act quickly on their projects, if financing can be
secured to fill current proforma gaps. This loan program from IFA would provide additional
funding for these projects.
DISCUSSION
The IFA created a pool of funds to establish a low- interest loan program to assist in the creation
of workforce housing. The City Council approved an application for these funds at the May 17
meeting. The IFA Board has approved the City's application and has submitted a loan
agreement for the City of Dubuque. Major elements of the agreement are as follows:
• Request $4.5 million to establish a local revolving loan fund to assist redevelopment of
the Historic Millwork District.
• Loan terms: 20 year loan first 10 years interest only at 3 %; second 10 years principal
and interest at 3 %, 20 year amortization. There will be a commitment fee of .5%
payable from the first draw of funds.
• Dubuque loan pool would be loaned to Millwork developers on terms negotiated by the
City. Loan repayments can be used by the City to make additional loans during the 20
year term.
• At least 50% of the completed units developed with loan proceeds will be rented to
families whose annual income is no more than 120% of the area median income (today
that equates to $52,560).
• The IFA loan would be secured by the full faith and credit of the City's general obligation
bonding authority.
• The loan can be repaid at any time without penalty.
The proposed loan agreement is attached.
It should be noted that there is always some risk to the City when providing a loan guarantee.
The City has previously accepted grants and /or loans to assist local projects, but not on this
scale. The City previously agreed to a $500,000 loan from the IFA to assist the White Street
condominium project. This was also a loan to the City, which in turn $250,000 was loaned to
the developer. The City also assisted the Dubuque County Historical Society with the National
Mississippi River Museum expansion project. The federal government committed $5 million of
National Scenic Bylaws /SAFETEA -LU funding toward this expansion. The City was required to
provide this funding upfront and was reimbursed by the federal government. In the event of a
default, the City was obligated to repay the grant.
The intent of this loan pool is to loan funds to Millwork District projects that have all other
necessary financing in place to complete the projects. Conventional financing commitments
from financial institutions, commitments for tax credits, and other financial commitments will
need to be realized before closing a deal with any local developer from our revolving loan pool.
While the City will negotiate for some collateral on the loan, it is known that this will not be a
100% first mortgage.
The City Council will need to hold a public hearing prior to authorizing the contract (loan
agreement) with the State of Iowa.
RECOMMENDATION /ACTION STEP
To request that the City Council approve the attached proceedings prepared by Bill Noth, of
Ahlers & Cooney, P.C. setting a public hearing for June 21s on a $4.5 million loan with IFA to
establish a local revolving loan fund to create workforce housing in the Historic Millwork District.
Attachment
F: \USERS\Econ Dev \IFA Workforce Housing\20100525 IFA Approved City Request Memo to Council.doc
IOWA FINANCE AUTHORITY
WORKFORCE HOUSING ASSISTANCE LOAN
FUND PROGRAM
LOAN AGREEMENT
between
IOWA FINANCE AUTHORITY
and
CITY OF DUBUQUE, IOWA
Dated as of , 2010
This Table of Contents is not a part of this Loan Agreement and is only for convenience
of reference.
ARTICLE I - AMOUNT AND TERMS OF THE LOAN
SECTION 1.01
SECTION 1.02
SECTION 1.03
SECTION 1.04
SECTION 1.05
SECTION 1.06
SECTION 1.07
SECTION 1.08
SECTION 1.09
ARTICLE II - CONDITIONS OF LENDING
SECTION2.01
SECTION 2.02
ARTICLE III - REPRESENTATIONS, COVENANTS AND WARRANTIES
SECTION 3.01
SECTION 3.02
SECTION 3.03
ARTICLE IV - EVENTS OF DEFAULT
SECTION 4.01
SECTION 4.02
ARTICLE V - MISCELLANEOUS
SECTION 5.01
SECTION 5.02
SECTION 5.03
SECTION 5.04
SECTION 5.05
SECTION 5.06
SECTION 5.07
SECTION 5.08
TABLE OF CONTENTS
The Loan
Making the Loan
Loan Repayment Installments
Prepayments
Time and Place of Payments
Payment on Non - Business Days
Use of Loan Repayments
[Reserved]
[Reserved]
Conditions Precedent to the Loan
Further Conditions Precedent to the Loan
Representatives and Warranties of the Borrower
[Reserved]
[Reserved]
Events of Default
Remedies of the Authority
Waivers, Consents
Notices, Etc.
No Waiver; Remedies
Indemnity; Fees and Expenses
Binding Effect; Governing Law
Assignments
Counterparts
Severability
SECTION 5.09 Amendments, Changes and Modifications
SECTION 5.10 Term of the Agreement
SECTION5.11 [Reserved]
LIST OF EXHIBITS
EXHIBIT A
EXHIBIT B
EXHIBIT C
EXHIBIT D
EXHIBIT E
Loan Data
Promissory Note
Addresses for Notices and Demands
Payment Request Form
Expected Loan Repayment Schedule
This LOAN AGREEMENT, dated as of the day of
, 2010, between the IOWA FINANCE AUTHORITY (the
"Authority ") and the CITY OF DUBUQUE, IOWA (the "Borrower").
WITNESSETH:
"WHEREAS, the Authority is a public instrumentality and agency of the State of
Iowa authorized and empowered by the provisions of Chapter 16 of the Code of Iowa, as
amended (the "Act ") to assist in the financing and development of decent, safe, and
affordable housing; and
WHEREAS, the Workforce Housing Assistance Loan Fund Program (the
"Program ") has been created by the Authority to provide a flexible program of financial
assistance in the form of low- interest loans for rehabilitation of existing buildings to
provide workforce housing in needed areas; and
WHEREAS, the Borrower desires to borrow monies from the Authority in order to
finance a portion of the costs of the Project described in Exhibit A attached hereto (the
"Project "); and
WHEREAS, the Borrower has applied for and, pursuant to a Resolution adopted
by the Board of the Authority on , 2010, received approval from
the Authority for funding of the Project through the Program.
NOW THEREFORE, in consideration of the mutual covenants hereinafter
contained, the Borrower and the Authority hereby covenant and agree as follows:
ARTICLE I
AMOUNT AND TERMS OF THE LOAN
SECTION 1.01. The Loan.
The Authority agrees, upon the terms and conditions hereinafter set forth, to make
a Loan to the Borrower under the Program in an amount not to exceed the Principal
Amount shown in Exhibit A hereto in order to finance a portion of the costs of the Project
(the "Loan "). The obligation of the Borrower hereunder to repay the Loan shall be
evidenced by a promissory note of the Borrower to the Authority, in the form attached
hereto as Exhibit B (the "Note "), which Note is by this reference incorporated herein as
though set out in full. The Borrower's obligation to repay the Loan and interest thereon
shall constitute a general obligation of the Borrower.
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SECTION 1.02. Making the Loan.
Upon fulfillment of the applicable conditions set forth in Article II, the Authority
will make the Loan available to the Borrower. Disbursements of loan proceeds may be
made by the Authority to the Borrower, upon the receipt and approval by the Authority,
in its sole discretion, of a written payment request from the Borrower, in the form set out
in Exhibit D attached hereto.
SECTION 1.03. Loan Repayment Installments.
(a) Until the principal of and interest on the Note shall have been fully paid the
Borrower shall pay directly to the Authority, as a repayment installment of the Loan, a
sum equal to the principal (whether at maturity or upon acceleration) and interest due on
the Note, as provided in the Note. The anticipated Loan repayment schedule is attached
hereto as Exhibit E.
(b) In the event the Borrower should fail to make any of the payments required
hereunder, beyond any applicable notice and cure periods, the item or installment so in
default shall continue as an obligation of the Borrower until the amount in default shall
have been fully paid, and such amount shall bear interest at the Default Rate (as defined
in the Note).
SECTION 1.04. Prepayments.
The outstanding principal of the Loan may be prepaid at any time without penalty.
Any prepayment shall be applied against the installments due under the Note, and, unless
otherwise provided for in the Note, in inverse order of principal maturity with no
abatement or reduction in the amount of installments otherwise required to be paid under
the Note.
SECTION 1.05. Time and Place of Payments.
The Borrower shall make each payment under this Agreement and the Note not
later than the day when due in immediately available funds consisting of lawful money of
the United States of America to the Authority at its address set forth in Exhibit C hereto.
SECTION 1.06. Payment on Non - Business Days.
Whenever any payment to be made hereunder or under the Note shall be stated to
be due on a Saturday, Sunday or a public holiday or the equivalent for banks generally
under the laws of the State of Iowa (any other day being a "Business Day "), such
payment may be made on the next succeeding Business Day together with interest in
respect of such extension.
2
SECTION 1.07. Use of Loan Repayments.
Borrower may establish repayment terms and collateral and security requirements
for the loan(s) to be made by Borrower with the Loan proceeds to the developer(s) of the
Project, including tax credit entities formed to provide Project - related funding
( "Developers ") as Borrower determines to be appropriate and consistent with the terms of
this Agreement. Borrower shall use the principal and interest payments received from the
initial Project Developers to pay interest on the Note as it becomes due, and then may use
all remaining loan payment amounts as described in Exhibit A. Borrower shall have no
obligation to escrow any loan repayment amounts for purposes of paying the principal of
the Note at maturity. Borrower shall establish appropriate reporting and compliance
measures to ensure that the restrictive covenants are complied with. Borrower shall
report to the Authority annually on July 1 of each year as to the projects funded in whole
or in part with Loan proceeds, the total number of units in each such project and the
number of units in each such project that are leased to tenants whose annual income at the
commencement of the lease is at or below one hundred twenty percent (120 %) of the area
median income.
SECTION 1.08. [Reserved]
SECTION 1.09. [Reserved]
ARTICLE II
CONDITIONS OF LENDING
SECTION 2.01. Conditions Precedent to the Loan.
The obligation and agreement of the Authority to make the Loan is subject to the
following conditions precedent. The Authority shall have received on or before the date
of the Loan the following, in form and substance satisfactory to the Authority:
(a) The Note executed by the Borrower;
(b) Evidence that the Borrower has complied with any and all Special
Conditions set forth in Exhibit A required to be satisfied prior to Loan closing;
(c) A legal opinion of counsel to the Borrower to the effect that: (i) the
Borrower is duly created and validly existing as a body corporate and politic and
political subdivision of the State of Iowa with the corporate power to adopt and
perform the resolution authorizing this Agreement and the Note; (ii) this
3
Agreement and the Note have been duly authorized, executed and delivered by the
Borrower and constitute valid and binding general obligations of Borrower,
enforceable in accordance with their terms, subject to customary exceptions
relating to bankruptcy and similar laws affecting creditors' rights and the exercise
of judicial discretion; and (iii) all taxable property in the territory of the Borrower
is subject to ad valorem taxation without limitation as to rate or amount to pay the
Note; and (iv) taxes have been levied for the payment of the Note and the
Borrower is required by law to include in its annual tax levy the principal and
interest coming due on the Note to the extent the necessary funds are not provided
from other sources; and
(d) Such other certificates, opinions, documents, and instruments which the
Authority may reasonably request.
SECTION 2.02. Further Conditions Precedent to the Loan.
The obligation of the Authority to make the Loan shall be subject to the further
conditions precedent that on the date of the Loan the following statements shall be true
and the Authority shall have received a certificate signed by the Borrower, dated the date
of the Loan, stating, among other things, that:
(a) The representations and warranties contained in Section 3.01 of this
Agreement, the covenants contained in Section 3.02 of this Agreement, and all
representations and certifications contained in the Application are correct on and as of the
date of the Loan as though made on and as of such date; and
(b) No event has occurred and is continuing, or would result from the Loan,
which constitutes an Event of Default but for the requirement that notice be given or time
elapse, or both.
SECTION 2.03 Condition Subsequent to the Loan.
The parties hereby agree that if Borrower has not made a draw under this
Agreement within six (6) months of the date first set forth above, the Authority may, in
its sole discretion, at any time thereafter prior to a draw being disbursed, terminate this
Agreement upon written notice to Borrower.
4
ARTICLE III
REPRESENTATIONS, COVENANTS AND WARRANTIES
SECTION 3.01. Representations and Warranties of the Borrower.
The Borrower represents and warrants as follows:
(a) No authorization or approval or other action by, and no notice to or filing
with, any governmental authority or regulatory body is required for the due execution,
delivery and performance by the Borrower of this Agreement and the Note and other
documents and agreements required to be delivered by the Borrower pursuant to this
Agreement;
(b) This Agreement and the Note (which evidences the obligation of the
Borrower hereunder) and other documents and agreements required by this Agreement
when delivered hereunder are and will be legal, valid and binding obligations of the
Borrower enforceable against the Borrower in accordance with their respective terms,
subject to applicable bankruptcy, insolvency, fraudulent conveyance laws or other laws
affecting the rights of creditors generally, and to general principles of equity;
(c) Neither the execution, delivery or performance of this Agreement or the
Note, the consummation of the transactions contemplated hereby, nor the fulfillment of or
compliance with the terms and conditions of this Agreement conflicts with or results in a
breach of any of the terms, conditions or provisions of any restriction in any
organizational document or any agreement or instrument to which the Borrower is now a
party or by which the Borrower is bound, or constitutes a default under any of the
foregoing, or results in the creation or imposition of any lien, charge or encumbrance
whatsoever upon any of the property or assets of the Borrower under the terms of any
instrument or agreement, other than as may be created or imposed to secure the
Borrower's repayment of the Loan as provided in this Agreement;
(d) The obligation of the Borrower hereunder, as evidenced by the Note, when
delivered hereunder is and will be a legal, valid and binding general obligation of the
Borrower under Iowa law;
(e) There is no litigation or proceeding pending or, to the knowledge of the
Borrower, threatened against the Borrower affecting in any manner whatsoever the right
of the Borrower to execute this Agreement or the other agreements required to be
executed by the Borrower under this Agreement, or the ability of the Borrower to make
the payments required hereunder and under the Note or to otherwise comply with
Borrower's obligations contained herein or therein;
5
(f) The Borrower agrees that the Authority shall have no responsibility nor
incur any expense for maintenance or preservation of the Project or for the payment of
any taxes, assessments or other governmental charges assessed or levied with respect to
the Project;
(g) The certifications and representations of the Borrower and other
information contained in the Application were true and correct as of the date made and
are true and correct on the date hereof, except as information in the Application may have
been amended with the written approval of the Authority;
(h) There has been no adverse change since the date of the Application in the
financial condition, organization, operation, business prospects, fixed assets, or key
personnel of the Borrower;
(i) No portion of the Loan proceeds shall be used for any political activity or to
further the election or defeat of any candidate for public office;
(j) No payment of any bonus or commission has been made by the Borrower
for the purpose of obtaining approval of the Application, or has or will be made for the
purpose of obtaining approval of applications for additional assistance, or any other
approval or concurrence of the Authority required under this Agreement; and
(k) No officer, member, or employee of the Authority and no members of its
board, and no other public official of the governing body of the locality or localities in
which the Project is situated who exercises any functions or responsibilities in the review
or approval of the undertaking or carrying out of this Project, has participated in any
decisions relating to this Agreement which affect his or her personal interest or the
interest of any corporation, partnership, or association in which he or she is directly or
indirectly interested or has any personal or financial interest, direct or indirect, in this
Agreement or the proceeds of the Loan.
SECTION 3.02. Covenants of the Borrower
The Borrower hereby covenants that during the term of the Loan, it shall:
(a) Provide the Authority with its annual audited financial statements no more
than 180 days after fiscal year end; and
(b) Inform the Authority of all changes in the Borrower's credit rating within
five (5) business days of the Borrower becoming aware of such change.
SECTION 3.03. [Reserved]
6
ARTICLE IV
EVENTS OF DEFAULT
SECTION 4.01. Events of Default.
Any of the following events shall constitute an "Event of Default" hereunder:
(a) Any representation or warranty made by the Borrower under or in
connection with this Agreement shall prove to have been incorrect in any material respect
when made; or
(b) The Borrower shall fail to pay any installment of principal of the Loan
under this Agreement and the Note within thirty (30) days after it is due; or
(c) The Borrower shall fail to pay any installment of interest on the Loan under
this Agreement and the Note within thirty (30) days after it is due; or
(d) The Borrower shall fail to perform or observe any other term, covenant, or
agreement contained in this Agreement and any such failure shall remain unremedied for
thirty (30) days after written notice thereof shall have been given to the Borrower by the
Authority, or such longer period of time specified in such written notice as the Authority
reasonably determines necessary to correct such default; or
(e) [Reserved]
(f) The Borrower shall (i) apply for or consent to the appointment of, or the
taking of possession by, a receiver, custodian, trustee or liquidator of all or a substantial
part of the Borrower's property, (ii) admit in writing the Borrower's inability, or be
generally unable, to pay the Borrower's debts as they become due, (iii) make a general
assignment for the benefit of the Borrower's creditors, (iv) commence a voluntary case
under the Federal Bankruptcy Laws (as now or hereafter in effect), (v) file a petition
seeking to take advantage of any other law relating to bankruptcy, insolvency,
reorganization, winding up or composition or adjustment of debts, (vi) acquiesce in
writing to, or fail to controvert in a timely or appropriate manner, any petition filed
against the Borrower in an involuntary case under such bankruptcy laws, or (vii) take any
action for the purpose of effecting any of the foregoing;
(g) A case or other proceeding shall be commenced, without the application or
consent of the Borrower, in any court of competent jurisdiction, seeking the liquidation,
reorganization, dissolution, winding up, or composition or readjustment of debts, of the
Borrower, the appointment of a trustee, receiver, custodian, liquidator or the like of the
Borrower or of all or any substantial part of its assets, or any similar action with respect
7
to the Borrower under any laws relating to bankruptcy, insolvency, reorganization,
winding up or composition or adjustment of debts, and such case or proceeding (other
than an involuntary case under the Federal Bankruptcy Laws) shall continue undismissed,
or unstayed and in effect, for a period of sixty (60) days, or in an involuntary case under
the Federal Bankruptcy Laws (as now or hereinafter in effect) an order for relief against
the Borrower shall be entered.
(h) Borrower's credit rating is downgraded to below BBB- or Borrower's
ratings are withdrawn; or
(i)
Borrower defaults on an outstanding bond or other obligation.
SECTION 4.02. Remedies of the Authority.
If any Event of Default referred to above has occurred, the Authority or its agent may:
(a) By notice to the Borrower declare the Loan, all interest thereon and all
other amounts payable under the Note and this Agreement to be forthwith due and
payable, whereupon the Loan, all such interest and all such amounts shall become and be
forthwith due and payable, without presentment, demand, protest or further notice of any
kind, all of which are hereby expressly waived by the Borrower;
(b) Make no further Advances under this Agreement and the Note; and
(c) Take whatever action necessary to collect the payments and other amounts
then due and thereafter to become due or to enforce performance and observance of any
obligation, agreement or covenant of the Borrower under this Agreement.
No remedy herein conferred upon or reserved to the Authority is intended to be
exclusive of any other remedy or remedies, and each and every such remedy shall be
cumulative, and shall be in addition to every other remedy given hereunder or now or
hereafter existing at law or in equity or by statute. Upon the occurrence of an Event of
Default and at any time thereafter, the Authority or its agent may, at its option, exercise
any and all of the rights and remedies available to it.
8
ARTICLE V
MISCELLANEOUS
SECTION 5.01. Waivers, Consents.
No waiver by the Authority of any default hereunder, nor consent to any departure
by the Borrower from the provisions of this Agreement, shall in any event be effective
unless the same shall be in writing and signed by the Authority and then such waiver or
consent shall be effective only in the specific instance and for the specific purpose for
which given, and shall not operate as a waiver or consent with respect to any other
default or departure or the same default or departure on a future occasion.
SECTION 5.02. Notices, Etc.
All notices and other communications provided for hereunder shall be in writing
(including facsimile communication) and mailed or delivered to the persons and
addresses set forth in Exhibit C hereto, or, as to each party, at such other address as shall
be designated by such party in a written notice to the other parties. All such notices and
communications shall, when mailed, be effective when deposited in the mails, addressed
as aforesaid.
SECTION 5.03. No Waiver; Remedies.
No failure on the part of the Authority to exercise, and no delay in exercising, any
right under this Agreement shall operate as a waiver thereof; nor shall any single or
partial exercise of any right under this Agreement preclude any other or further exercise
thereof or the exercise of any other right. The remedies provided in this Agreement are
cumulative and not exclusive of any remedies provided at equity or by law.
SECTION 5.04. Indemnity, Fees and Expenses.
(a) The Borrower will indemnify and save harmless the Authority and its
officers and employees from and against any and all losses, by it or them while it or they
are acting in good faith to carry out the transactions contemplated by this Agreement or
to safeguard its or their interests or ascertain, determine or carry out its or their
obligations under this Agreement, or any law or contract applicable to said transaction.
(b) The Borrower will upon demand pay to the Authority the amount of any
and all reasonable expenses, including the reasonable fees and expenses of the
Authority's attorneys and of any experts and agents, which the Authority may incur in
connection with (i) the exercise or enforcement of any of the rights of the Authority
hereunder or under the Note, (ii) the failure by the Borrower to perform or observe any of
9
the provisions hereof, (iii) the collection of payments due under this Agreement and the
Note, and (iv) any other reasonable expenses of the Authority related to the Project or this
financing (including reasonable attorneys' fees) which are not otherwise expressly
required to be paid by the Borrower under the terms of this Agreement.
(c) The Borrower agrees to pay all appraisal fees, survey fees, recording fees,
license and permit fees, insurance premiums, taxes, charges, and assessments in
connection with the Project.
It is the intention of the parties that the Authority shall not incur pecuniary liability
by reason of (i) the terms of this Agreement, (ii) the undertakings required of the
Authority hereunder, (iii) the performance of any act required of it by this Agreement or
(iv) the performance of any act requested of it by the Borrower. Accordingly, if the
Authority (including any person at any time employed by or serving as an officer or a
member of the Authority, such persons hereinafter included in all references to the
Authority in this Section) should incur any such pecuniary liability, then in such event the
Borrower shall indemnify and hold harmless the Authority against all claims by or on
behalf of any person, firm or corporation, arising out of the same, and all costs and
expenses incurred in connection with any such claim or in connection with any action or
proceeding brought thereon. The Borrower releases the Authority from, agrees that the
Authority shall not be liable for, and agrees to indemnify and hold the Authority harmless
from, (i) any liability for any loss or damage to property or any injury to, or death of, any
person that may be occasioned by any cause whatsoever pertaining to the Project, or (ii)
any liabilities, losses or damages, or claims therefore, arising out of the failure, or
claimed failure of the Borrower to comply with its covenants contained in this
Agreement, including, in each such case, any attorneys' fees. The Borrower agrees to
indemnify and hold the Authority harmless to the fullest extent permitted by law from
any losses, costs, charges, expenses (including attorneys' fees), judgments and liabilities
incurred by it or them, as the case may be, in connection with any action, suit or
proceeding instituted or threatened in connection with the transaction contemplated by
this Agreement. The obligation of the Borrower under this Section shall survive the
termination of this Agreement.
SECTION 5.05. Binding Effect; Governing Law.
This Agreement shall be binding upon and inure to the benefit of the Borrower and
the Authority and their respective successors and assigns, except that the Borrower shall
not have the right to assign its rights hereunder or any interest herein without the prior
written consent of the Authority. This Agreement shall be governed by, and construed in
accordance with, the laws of the State of Iowa.
10
SECTION 5.06. Assignments.
This Agreement may not be assigned by the Borrower without the prior written
consent of the Authority.
SECTION 5.07. Counterparts.
This Agreement may be executed in any number of counterparts, each of which,
when so executed and delivered, shall be an original, and such counterparts shall together
constitute one and the same instrument.
SECTION 5.08. Severability.
If any provision of this Agreement shall be held or deemed to be or shall, in fact,
be illegal, inoperative or unenforceable, the same shall not affect any other provision or
provisions herein contained or render the same invalid, inoperative, or unenforceable to
any extent whatever.
SECTION 5.09. Amendments, Changes and Modifications.
This Agreement may not be effectively amended, changed, modified, altered or
terminated without the written consent of the authorized representatives of the parties
hereto. The Executive Director of the Authority, or his designee, is the authorized
representative of the Authority. The Authorized Representative of the Borrower is as
specified in Exhibit A.
SECTION 5.10. Term of the Agreement.
This Agreement shall be in full force and effect from the date hereof and shall
continue in effect so long as the Note is outstanding and unpaid.
SECTION 5.11. [Reserved].
IMPORTANT: READ BEFORE SIGNING. THE TERMS OF THIS
AGREEMENT SHOULD BE READ CAREFULLY BECAUSE ONLY THOSE
TERMS IN WRITING ARE ENFORCEABLE. NO OTHER TERMS OR ORAL
PROMISES NOT CONTAINED IN THIS WRITTEN CONTRACT MAY BE
LEGALLY ENFORCED. YOU MAY CHANGE THE TERMS OF THIS
AGREEMENT ONLY BY ANOTHER WRITTEN AGREEMENT.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
as of the date first above written.
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Attest:
By:
(SEAL)
Jeanne Schneider
Title: City Clerk
By:
By.
CITY OF DUBUQUE, IOWA
Name: Roy D. Buol
Title: Mayor
IOWA FINANCE AUTHORITY
Joseph O'Hern, Executive Director
12
EXHIBIT A
LOAN DATA
Project Number and Name: Loan No. WF- 2010 -001; City of Dubuque Millwork District
Housing Building Project
Name of Borrower: City of Dubuque, Iowa
Date of Authority's Approval of Application: May 27, 2010
Date of Loan Agreement: , 2010
Interest Rate: 10 years interest only at 3.00 %; 10 years Principal & Interest at 3.00% -
20 year amortization
Commitment Fee: 0.5% (payable from first draw of funds)
Loan Term: expiring June 1,2030
Principal Amount of Note and Loan: $4,500,000
Authorized Representative of Borrower: Roy D. Buol, Mayor, City of Dubuque
Servicer (if applicable): None
Description of Project: Loan funds will be used by the Borrower to make loans to one or
more housing project developers, including tax credit entities formed to provide project -
related funding ( "Developers "), to assist in the purchase and rehabilitation of long- vacant
and historic buildings for residential and commercial use in the Greater Downtown Urban
Renewal Area ( "GDURA ") of the City of Dubuque, Iowa. Funds may be drawn down as
needed. Borrower shall use the principal and interest payments received from Project
Developers to pay interest on the Note as it becomes due, and then may use any
remaining loan payment amounts received by Borrower for the purpose of making
additional loans to other housing project Developers for projects within the GDURA.
Not less than fifty percent (50 %) of the completed units developed with Loan proceeds
(calculated by square footage) will be rented to families whose annual income is no more
than 120% of the area median income. With the written approval of the Authority,
Borrower may use any such remaining loan payment amounts received by Borrower to
make housing loans on other terms and conditions, which may include a requirement
permitting fewer than fifty percent (50 %) of the units be rented to families whose annual
income is no more than 120% of the area median income, or for projects located in other
A -1
geographic areas. Borrower shall establish appropriate reporting requirements and
compliance measures to ensure that project owners and managers comply with the
restrictive covenants. Borrower shall report to the Authority annually on July 1 of each
year as to the projects funded in whole or in part with Loan proceeds, the total number of
units in each such project and the number of units in each such project that are leased to
tenants whose annual income at the commencement of the lease is at or below one
hundred twenty percent (120 %) of the area median income.
EXHIBIT B
Workforce Housing Assistance Loan No. WF- 2010 -001
Dated: , 2010
Fixed Interest Rate: 10 years int. only @ 3.00 %; 10 years P & I @ 3.00%
Maturity Date: June 1, 2030
Principal Amount: $4,500,000
PROMISSORY NOTE
FOR VALUE RECEIVED the undersigned, City of Dubuque, Iowa, whose
address is 50 West 13th Street, Dubuque, Iowa, 52001 (the "Borrower") unconditionally
promises to pay to the order of the Iowa Finance Authority (the "Authority "), or its
assigns, at its principal place of business, located at 2015 Grand Avenue, Des Moines,
Iowa 50312, or at such other place as may be designated in writing from time to time by
the holder of this Note, the principal sum of Four Million Five Hundred Thousand and
00/100 Dollars ($4,500,000), or so much thereof as has been advanced to the Borrower,
together with interest to maturity at the rate of three percent (3 %) per annum on the
balance remaining from time to time unpaid; and, after either maturity or default, and
beyond any applicable notice and cure periods set forth herein or in the Loan Agreement
(described below) at the rate of ten percent (10 %) per annum (the "Default Rate "); said
principal and interest to be paid as follows:
Interest only payments at the rate of one percent (3.00 %) per annum shall be made
on June 1 and December 1 each year, commencing December 1, 2010, and
continuing through December 1, 2020; thereafter, beginning on June 1, 2021,
principal and interest payments at the rate of three percent (3.00 %) per annum,
based on a twenty (20) year level debt service amortization from June 1, 2021,
shall be made on June 1 and December 1 of each year through maturity, at which
time all outstanding principal and interest shall be repaid, all as set forth on the
payment schedule attached hereto and made a part hereof.
Interest on this Note shall be calculated on the basis of a 360 -day year with twelve
30 -day months.
This Promissory Note is the Note referred to in, and is entitled to the benefits and
subject to the provisions of, and is evidence of the obligation of the Borrower to make
payments under the Loan Agreement dated , 2010 (the
"Loan Agreement "), between the Borrower and the Authority. The Loan Agreement,
among other things, contains provisions for acceleration of the maturity hereof upon the
B -1
happening of certain stated Events of Default and also for prepayments on account of
principal hereof prior to the maturity hereof upon the terms and conditions therein
specified.
The obligation to repay the debt evidenced by this Note shall constitute a general
obligation of the Borrower.
The Borrower shall have the right to prepay the debt evidenced by this Note
without penalty and without the prior written approval of the Authority.
If default be made in the payment of any sums due under this Note or (ii)
Borrower is dissolved or there is a transfer of any ownership interest in the Borrower
without first obtaining the written consent of the holder, then holder may, at its option,
without further notice or demand, except as may otherwise be specifically provided for in
the Loan Agreement or by the Laws of the State of Iowa, declare the unpaid principal and
accrued interest on this Note at once due and payable, foreclose all liens securing
payment of this Note, pursue any and all other rights, remedies, and recourses available
to holder under this Note, the Loan Agreement or pursue any combination of the
foregoing, all such remedies under this Note and under the Loan Agreement being
cumulative. Holder shall have the right, if holder so elects, to rescind any acceleration in
payment of this Note for default, in which event this Note shall be construed, interpreted
and enforced in the same manner as if holder had never elected to declare the unpaid
principal balance and accrued interest of this Note at once due and payable.
The Borrower shall pay all costs of collection and the expense(s) of holder for
having to invoke such remedial action(s) as may be necessary to enforce the terms of this
Note, including a reasonable attorney's fee, whether or not any action shall be instituted
to collect or enforce this Note. Time is of the essence of this Note.
Failure to exercise any of the foregoing options upon the happening of one or
more of the events of default provided in this Note or in the Loan Agreement shall not
constitute a waiver of the right to exercise the same or any other option at any subsequent
time in respect to the same or any other event, and no single or partial exercise of any
right or remedy shall preclude other or further exercise of the same or any other right or
remedy. The holder of this Note shall have no duty to exercise any or all of the rights and
remedies provided for, or contemplated in, this Note. The acceptance by holder of any
payment under this Note that is less than payment in full of all amounts due and payable
at the time of such payment shall not constitute a waiver of the right to exercise any of
the foregoing options at that time or at any subsequent time, or nullify any prior exercise
of any such option without the express written consent of the holder.
Borrower and any endorsers or guarantors of this Note, severally waive
presentment and demand for payment, notice of intent to accelerate maturity, notice of
B -2
acceleration of maturity, protest or notice of protest, and non - payment, bringing to suit
and diligence in taking any action to collect any sums owing under this Note or in
proceeding against any of the right and properties securing payment of this Note, and
consent to any and all renewals, extensions or modifications which might be made by the
holder hereof as to the time of payment of this Note from time to time, and further agree
that the security for this Note or any portion hereof may from time to time be modified or
released in whole or in part without affecting the liability of any party liable for the
payment of this Note.
Signed as of the day of , 2010, pursuant
to due authority.
This Note is to be construed according to the laws of the State of Iowa.
Should any provision or term hereof be or become in violation of any law, rule or
regulation, whether local, state or federal, such provision shall be deemed automatically
amended to conform, to the extent possible without total waiver of such provision, to
such law, and all other provisions hereof shall remain in full force and effect. As used
herein, the terms Borrower and Authority shall be deemed to include their respective
grantees, heirs, legal representative, successors and assigns, whether voluntary by action
of the parties or involuntary by operation of law, and the term holder shall be deemed to
include the Authority as well as any future holder or holders of this Note.
ATTEST:
By:
IMPORTANT: READ BEFORE SIGNING. THE TERMS OF THIS
AGREEMENT SHOULD BE READ CAREFULLY BECAUSE ONLY
THOSE TERMS IN WRITING ARE ENFORCEABLE. NO OTHER
TERMS OR ORAL PROMISES NOT CONTAINED IN THIS WRITTEN
CONTRACT MAY BE LEGALLY ENFORCED. YOU MAY CHANGE
THE TERMS OF THIS AGREEMENT ONLY BY ANOTHER WRITTEN
AGREEMENT.
Name: Jeanne Schneider
Title: City Clerk
CITY OF DUBUQUE, IOWA
By:
Name: Roy D. Buol
Title: Mayor, City of Dubuque
B -3
Authority:
Borrower:
EXHIBIT C
ADDRESSES FOR NOTICES AND DEMANDS
Iowa Finance Authority
Attn.: Workforce Housing Assistance Loan Fund Program
2015 Grand Avenue
Des Moines, Iowa 50312
City of Dubuque, Iowa
Attn: City Manager
50 West 13th Street
Dubuque, Iowa 52001
Borrower Name and Address:
For Loan Number:
IT IS HEREBY CERTIFIED THAT:
Date:
EXHIBIT D
PAYMENT REQUEST FORM
City of Dubuque, Iowa
Attn: City Manager
50 West 13th Street
Dubuque, Iowa 52001
Pursuant to, and in accordance with, the provisions of the Loan Agreement dated
, 2010 (the "Agreement "), between the Iowa Finance
Authority (the "Authority "), and City of Dubuque, Iowa (the "Borrower "), the Authority
is hereby requested to pay to the Borrower the sum of $ which amount is to
be used as set forth in the Agreement.
(a) None of the items for which disbursement is requested has formed the basis
for any disbursement heretofore made under the Agreement;
(b) The obligation with respect to which this disbursement is being requested
has been properly incurred in accordance with the Agreement with respect to the Project
(as defined in the Agreement) and is a proper charge under the Agreement; and
(c) No Event of Default is continuing under the Agreement.
AUTHORIZED BORROWER
REPRESENTATIVE
Payment
Beginning
Ending
Date
Balance
Interest
Principal
Balance
Payment
Beginning
Ending
Date
Balance
Interest
Principal
Balance
EXHIBIT E
12/01/10
06/01/11
12/01/11
06/01/12
12/01/12
06/01/13
12/01/13
06/01/14
12/01/14
06/01/15
12/01/15
06/01/16
12/01/16
06/01/17
12/01/17
06/01/18
12/01/18
06/01/19
12/01/19
06/01/20
12/01/20
06/01/21
12/01/21
06/01/22
12/01/22
06/01/23
12/01/23
06/01/24
12/01/24
06/01/25
12/01/25
06/01/26
12/01/26
06/01/27
12/01/27
06/01/28
12/01/28
06/01/29
12/01/29
06/01/30
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,500,000.00
$ 4,417,078.04
$ 4,332,912.25
$ 4,247,483.97
$ 4,160,774.27
$ 4,072,763.92
$ 3,983,433.42
$ 3,892,762.96
$ 3,800,732.44
$ 3,707,321.47
$ 3,612,509.33
$ 3,516,275.01
$ 3,418,597.18
$ 3,319,454.18
$ 3,218,824.03
$ 3,116,684.43
$ 3,013,012.74
$ 2,907,785.97
$ 2,800,980.80
$ 2,692,573.55
$ 2,582,540.19
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 67,500.00
$ 66,256.17
$ 64,993.68
$ 63,712.26
$ 62,411.61
$ 61,091.46
$ 59,751.50
$ 58,391.44
$ 57,010.99
$ 55,609.82
$ 54,187.64
$ 52,744.13
$ 51,278.96
$ 49,791.81
$ 48,282.36
$ 46,750.27
$ 45,195.19
$ 43,616.79
$ 42,014.71
$ 40,388.60
$ 38,738.10
$ $ 4,500,000.00
$ $ 4,500,000.00
$ - $ 4,500,000.00
$ - $ 4,500,000.00
$ $ 4, 500, 000.00
$ $ 4,500,000.00
$ - $ 4,500,000.00
$ $ 4,500,000.00
$ - $ 4,500,000.00
$ - $ 4,500,000.00
$ - $ 4,500,000.00
$ $ 4,500,000.00
$ - $ 4,500,000.00
$ - $ 4,500,000.00
$ $ 4,500,000.00
$ - $ 4,500,000.00
$ $ 4,500,000.00
$ $ 4,500,000.00
$ - $ 4,500,000.00
$ 82,921.96 $ 4,417,078.04
$ 84,165.79 $ 4,332,912.25
$ 85,428.28 $ 4,247,483.97
$ 86,709.70 $ 4,160,774.27
$ 88,010.35 $ 4,072,763.92
$ 89,330.50 $ 3,983,433.42
$ 90,670.46 $ 3,892,762.96
$ 92,030.52 $ 3,800,732.44
$ 93,410.97 $ 3,707,321.47
$ 94,812.14 $ 3,612,509.33
$ 96,234.32 $ 3,516,275.01
$ 97,677.83 $ 3,418,597.18
$ 99,143.00 $ 3,319,454.18
$ 100,630.15 $ 3,218,824.03
$ 102,139.60 $ 3,116,684.43
$ 103,671.69 $ 3,013,012.74
$ 105,226.77 $ 2,907,785.97
$ 106,805.17 $ 2,800,980.80
$ 108,407.25 $ 2,692,573.55
$ 110,033.36 $ 2,582,540.19
$ 2,582,540.19 $
CLOSING CERTIFICATE OF BORROWER
The undersigned, City of Dubuque, Iowa (the "Borrower "), in connection with a
loan to the Borrower in the amount of $4,500,000 (the "Loan ") by the Iowa Finance
Authority (the "Authority ") under the Authority's Workforce Housing Assistance Loan
Fund Program (the "Program ") hereby certifies as follows:
1. All defined terms used herein shall have the respective meanings contained
in the Loan Agreement dated as of , 2010 (the "Loan Agreement "),
between the Borrower and the Authority pursuant to which the Loan to the Borrower is to
be made.
2. The Borrower is duly organized, legally existing and in good standing
under the laws of the State of Iowa; is duly licensed or qualified in the State of Iowa and
in all other states and jurisdictions wherein the nature of the business transacted by the
Borrower or the nature of the property owned or leased by it makes such licensing or
qualification necessary; and has full right, power and authority to conduct the business in
which it is now engaged and to enter into the Loan Agreement, the Loan made pursuant
thereto, and to execute such other documents and take such other action necessary for the
consummation of the transactions contemplated thereby.
3. All of the proceeds of the Loan will be used for the purpose of financing a
portion of the costs of the Project as set forth in Exhibit A to the Loan Agreement.
4. The execution and delivery by the Borrower of the Loan Agreement and the
Borrower's Promissory Note described therein (the "Note" and, together with the Loan
Agreement, the "Loan Documents ") will not result in any breach of any of the terms,
conditions, or provisions of, or constitute a default under, or result in the creation or
imposition of any lien, charge or encumbrance upon any property or assets of the
Borrower pursuant to any indenture, loan agreement, or other instrument to which the
Borrower is a party or by which the Borrower may be bound, nor will such action result
in any violation of the provisions of the partnership agreement of the Borrower.
5. The obligation of the Borrower, as evidenced by the Note, when delivered
is and will be a legal, valid and binding general obligation of the Borrower under Iowa
law.
6. The Borrower is not in default in the payment of the principal of or interest
on any of its indebtedness for borrowed money, and to the best knowledge of the
undersigned, is not in default under any instrument or agreement under and subject to
which any indebtedness for borrowed money has been issued, and, to the best knowledge
of the undersigned, no event has occurred and is continuing under the provisions of any
such instrument or agreement which with the lapse of time or the giving of notice, or
both, would constitute an event of default thereunder.
7. All financial statements of the Borrower heretofore presented to the
Authority, if any, are correct and complete and fairly present the financial condition of
the Borrower as of the dates indicated and the results of the operations of the Borrower
for the periods specified. There has been no material change in the condition of the
Borrower, financial or otherwise, from that set forth in the aforesaid financial statements
since the dates thereof.
8. There are no actions, suits or proceedings pending or to the knowledge of
the Borrower threatened against or affecting the Borrower at law or in equity or before
any federal, state or local governmental authority or agency challenging the validity of
any of the Loan Documents, seeking to enjoin the performance of the obligations of the
Borrower thereunder or challenging the acquisition, construction, improving and
equipping or operation of the Project, or which, if adversely determined, would result in
any material adverse change in the business, properties or assets or in the condition,
financial or otherwise, of the Borrower that have not been disclosed to the Authority.
9. No event has occurred and is continuing, or would result from the
transaction contemplated by the Loan Documents, which constitutes an Event of Default
under the Loan Agreement or which would constitute such an Event of Default but for
the requirement that notice be given or time elapse or both.
10. The representations, certifications and warranties on the part of the
Borrower appearing on the Application were correct on the date of the Application's
submission to the Authority and the description of the Project set forth in the Application,
the Loan Agreement and exhibits to the Loan Agreement, including the listing of all
components and equipment which comprise the Project and their costs and purposes, and
the representations, certifications, warranties and covenants on the part of the Borrower
contained in the Loan Agreement are correct on and as of the date hereof as though made
on this date,
11. The Borrower has satisfied all conditions precedent to the Loan as set forth
in Section 2.01 of the Loan Agreement.
12. The undersigned, on behalf of the Borrower, have examined executed
counterparts of the Loan Agreement and all other Loan Documents, and the Borrower
agrees to pay all sums owing under the Note and the Loan Agreement in accordance with
the provisions of the Note and the Loan Agreement.
13. The Mayor and City Clerk of the City of Dubuque, whose signatures appear
below have on the date or dates of the execution of the Loan Documents, and are on the
-2-
date hereof, the duly qualified Mayor and City Clerk of Dubuque, and the signatures
appearing below and on the Loan Documents are the genuine signature of such Mayor
and City Clerk.
The Mayor and City Clerk of the City of Dubuque, whose signatures appear below
have heretofore been empowered to act on behalf of the Borrower in the execution of the
Loan Agreement and the Note or to execute any other instrument or take any other action
necessary for the consummation of the transaction contemplated in the Loan Agreement.
IN WITNESS WHEREOF, the undersigned has hereunto affixed his official
signature this day of , 2010.
(Seal, if any) CITY OF DUBUQUE, IOWA
Attest:
By:
Name: Jeanne Schneider
Title: City Clerk
By:
Error! This property is only valid for ODMA documents. /MSWord
Name: Roy D. Buol
Title: Mayor, City of Dubuque
William J. Noth
wnotheahlerslaw.com
Mr. Ken TeKippe
Finance Officer
City of Dubuque
50 West 13th Street
Dubuque, Iowa 52001 -4864
AHLERS COONEY, P.C.
100 COURT AVENUE, SUITE 600
DES MOINES, IOWA 50309 -2231
PHONE: 515- 243 -7611
FAX: 515- 243 -2149
WWW.AHLERSLAW.COM
May 24, 2010
Re: Loan Agreement with the Iowa Finance Authority
Dear Mr. TeKippe:
Direct Dial:
(515)246 -0332
We have now prepared and are enclosing suggested proceedings to be acted upon
by the Council in fixing the date of a meeting on the proposition to enter into a loan
agreement and ordering publication of a notice of hearing consistent with the provisions
of Code Sections 384.24A and 384.25.
Notice of this meeting must be published at least once in a legal newspaper,
printed wholly in the English language, published at least once weekly, and having
general circulation in the City. The date of publication is to be not less than four clear
days nor more than twenty days before the date of the public meeting on the authorization
of a Loan Agreement. In computing time, the date of publication should be excluded. If
the last day falls on Sunday, the whole of the following Monday should be excluded.
At the time of hearing the Council shall receive oral or written objections from any
resident or property owner to the proposed action to enter into a loan agreement. After all
objections have been received and considered, the Council is required, at that meeting or
at any adjournment thereof, to take additional action for the authorization of a loan
agreement or to abandon the proposal.
The Council is required by statute to adopt the resolution instituting proceedings to
enter into a loan agreement at the hearing -- or an adjournment thereof
Also enclosed is an extra copy of the proceedings to be filled in as the original and
certified back to this office, together with publisher's affidavit of publication of notice of
hearing. A certificate to attest the proceedings is also enclosed.
WISHARD & BAILY - 1888; GUERNSEY & BAILY - 1893; BAILY & STIPP - 1901; STIPP, PERRY, BANNISTER & STARZINGER - 1914, BANNISTER, CARPENTER.
AHLERS & COONEY - 1950; AHl ERS, COONEY, DORWEILER. ALLBEE. HAYNIE & SMITH - 1974: AHLERS, COONEY. DORWEILER. HAYNIE, SMITH & ALLBEE, P.C. - 1990
May 24, 2010
Page 2
We will prepare and forward to you in the near future, suggested procedure to be
acted upon on the date of hearing. If you have any questions pertaining to the proceedings
enclosed or the above instructions, please do not hesitate to either write or call.
WJN:dc
Encl.
cc: David Heiar (w /encl.)
Barry Lindahl (w /encl.)
DCORNELL/ 655574.1 /MSWord \10422.107
Very truly yours,
William J. Noth
(This Notice to be posted)
NOTICE AND CALL OF PUBLIC MEETING
Governmental Body: The City Council of the City of Dubuque, State of Iowa.
Date of Meeting: June 7, 2010.
Time of Meeting: 6:30 o'clock P.M.
Place of Meeting: Historic Federal Building, 350 West 6th Street, Dubuque,
Iowa.
PUBLIC NOTICE IS HEREBY GIVEN that the above mentioned governmental
body will meet at the date, time and place above set out. The tentative agenda for the
meeting is as follows:
Loan Agreement with the Iowa Finance Authority
• Resolution fixing date for a meeting on the proposition to authorize a Loan
Agreement of the City.
Such additional matters as are set forth on the additional 13 page(s) attached hereto.
This notice is given at the direction of the Mayor pursuant to Chapter 21, Code of
Iowa, and the local rules of the governmental body.
ity Clerk, City of Dubuque, State of Iowa
The City Council of the City of Dubuque, State of Iowa, met in regular session, in
the Historic Federal Building, 350 West 6th Street, Dubuque, Iowa, at 6:30 o'clock P.M.,
on the above date. There were present Mayor Roy D. Buol in the chair, and the following
named Council Members:
Karla Braig, Joyce Connors, Ric Jones, Kevin Lynch, David
Resnick, Dirk Voetberg
Absent: None
1
June 8, 2010
Council Member Kevin Lynch introduced the following Resolution entitled
"RESOLUTION FIXING DATE FOR A MEETING ON THE AUTHORIZATION OF
A LOAN AGREEMENT WITH THE IOWA FINANCE AUTHORITY IN THE
PRINCIPAL AMOUNT OF $4,500,000, AND PROVIDING FOR PUBLICATION OF
NOTICE THEREOF ", and moved that the same be adopted. Council Member Dirk
Voetberg seconded the motion to adopt. The roll was called and the vote was,
and
AYES: Braig, Buol, Connors, Jones, Lynch, Resnick,
Voetberg
NAYS: None
Whereupon, the Mayor declared the resolution duly adopted as follows:
RESOLUTION NO. 175 -10
RESOLUTION FIXING DATE FOR A MEETING ON THE
AUTHORIZATION OF A LOAN AGREEMENT WITH
THE FINANCE AUTHORITY IN THE PRINCIPAL
AMOUNT OF $4,500,000, AND PROVIDING FOR
PUBLICATION OF NOTICE THEREOF
WHEREAS, it is deemed necessary and advisable that the City of Dubuque, State
of Iowa, should provide for the authorization of a Loan Agreement in the amount of
$4,500,000, as authorized by Sections 384.24A and 384.25, Code of Iowa, as amended,
for the purpose of providing funds to pay costs of carrying out an essential corporate
purpose project as hereinafter described; and
WHEREAS, the Loan Agreement shall be payable from the Debt Service Fund;
WHEREAS, before a Loan Agreement may be authorized and to evidence the
obligation of the City thereunder, it is necessary to comply with the provisions of the City
Code of Iowa, as amended, and to publish a notice of the proposal and of the time and
place of the meeting at which the Council proposes to take action for the authorization of
the Loan Agreement and to receive oral and /or written objections from any resident or
property owner of the City to such action.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF DUBUQUE, STATE OF IOWA:
2
Section 1. That this Council meet in the Historic Federal Building, 350 West 6th
Street, Dubuque, Iowa, at 6:30 o'clock P.M., on the 21 day of June, 2010, for the
purpose of taking action on the matter of the authorization of a Loan Agreement with the
Iowa Finance Authority in the amount of $4,500,000 to evidence the obligations of the
City thereunder for an essential corporate purpose of the City, the proceeds of which will
be used to pay costs of the funding of workforce housing assistance loans to private
developers constructing improvements and rehabilitating historic buildings for residential
and commercial use in the Greater Downtown Urban Renewal Area.
Section 2. To the extent any of the projects or activities described in this resolution
may be reasonably construed to be included in more than one classification under
Division III of the City Code of Iowa, the Council hereby elects the "essential corporate
purpose" classification and procedure with respect to each such project or activity,
pursuant to Section 384.28 of the City Code of Iowa.
Section 3. That the Clerk is hereby directed to cause at least one publication to be
made of a notice of the meeting, in a legal newspaper, printed wholly in the English
language, published at least once weekly, and having general circulation in the City. The
publication to be not less than four clear days nor more than twenty days before the date
of the public meeting on the issuance of the Loan Agreement.
form:
Section 4. The notice of the proposed action shall be in substantially the following
3
NOTICE OF MEETING OF THE CITY COUNCIL OF THE CITY OF
DUBUQUE, STATE OF IOWA, ON THE MATTER OF THE
PROPOSED AUTHORIZATION OF A LOAN AGREEMENT WITH
THE IOWA FINANCE AUTHORITY IN THE PRINCIPAL AMOUNT
OF $4,500,000, AND THE PUBLIC HEARING ON THE
AUTHORIZATION AND ISSUANCE THEREOF
PUBLIC NOTICE is hereby given that the Council of the City of Dubuque, State
of Iowa, will hold a public hearing on the 21 day of June, 2010, at 6:30 o'clock P.M., in
the Historic Federal Building, 350 West 6th Street, Dubuque, Iowa, at which meeting the
Council proposes to take additional action for the authorization of a Loan Agreement
with the Iowa Finance Authority in the principal amount of $4,500,000, for an essential
corporate purpose of the City, in order to pay costs of the funding of workforce housing
assistance loans to private developers constructing improvements and rehabilitating
historic buildings for residential and commercial use in the Greater Downtown Urban
Renewal Area. Principal and interest on the proposed Loan Agreement will be payable
from the Debt Service Fund.
At the above meeting the Council shall receive oral or written objections from any
resident or property owner of the City, to the above action. After all objections have been
received and considered, the Council will at this meeting or at any adjournment thereof,
take additional action for the authorization of a Loan Agreement to evidence the
obligation of the City thereunder or will abandon the proposal.
This Notice is given by order of the Council of the City of Dubuque, State of
Iowa, as provided by Sections 384.24A and 384.25 of the City Code of Iowa, as
amended.
Dated this 11 day of June, 2010.
(End of Notice)
4
Jeanne F. Schneider, CMC
City Clerk, City of Dubuque, State of Iowa
ATTEST:
PASSED AND APPROVED this 7 day of June, 2010.
eanne F. Schneider, CMC
City Clerk
5
Roy D. uol, Mayor
STATE OF IOWA
COUNTY OF DUBUQUE
CERTIFICATE
) SS
I, the undersigned City Clerk of the City of Dubuque, State of Iowa, do hereby
certify that attached is a true and complete copy of the portion of the corporate records of
the City showing proceedings of the City Council, and the same is a true and complete
copy of the action taken by the Council with respect to the matter at the meeting held on
the date indicated in the attachment, which proceedings remain in full force and effect,
and have not been amended or rescinded in any way; that meeting and all action thereat
was duly and publicly held in accordance with a notice of meeting and tentative agenda, a
copy of which was timely served on each member of the Council and posted on a bulletin
board or other prominent place easily accessible to the public and clearly designated for
that purpose at the principal office of the Council (a copy of the face sheet of the agenda
being attached hereto) pursuant to the local rules of the Council and the provisions of
Chapter 21, Code of Iowa, upon reasonable advance notice to the public and media at
least twenty -four hours prior to the commencement of the meeting as required by law and
with members of the public present in attendance; I further certify that the individuals
named therein were on the date thereof duly and lawfully possessed of their respective
City offices as indicated therein, that no Council vacancy existed except as may be stated
in the proceedings, and that no controversy or litigation is pending, prayed or threatened
involving the incorporation, organization, existence or boundaries of the City or the right
of the individuals named therein as officers to their respective positions.
2010.
(SEAL)
WITNESS my hand and the seal of the City hereto affixed this 8 day of June,
/ 655569.1 /MS Word \10422.107
(:''ty Clerk, City of Dubuque, State of Iowa
STATE OF IOWA
COUNTY OF DUBUQUE
CERTIFICATE
) SS
'AL
I, the undersigned, do hereby certify that I am now and was at the times
hereinafter mentioned, the duly qualified and acting Clerk of the City of Dubuque, in the
County of Dubuque, State of Iowa, and that as such Clerk and by full authority from the
Council of the City, I have caused a
(SEAL)
NOTICE OF MEETING OF THE CITY COUNCIL OF THE CITY OF
DUBUQUE, STATE OF IOWA, ON THE MATTER OF THE
PROPOSED AUTHORIZATION OF A LOAN AGREEMENT WITH
THE IOWA FINANCE AUTHORITY IN THE AMOUNT OF
$4,500,000, AND THE PUBLIC HEARING ON THE
AUTHORIZATION AND ISSUANCE THEREOF
of which the clipping annexed to the publisher's affidavit hereto attached is in
words and figures a correct and complete copy, to be published as required by law
in the Telegraph Herald, a legal newspaper published at least once weekly, printed
wholly in the English language, published regularly and mailed through the post
office of current entry for more than two years and which has had for more than
two years a bona fide paid circulation recognized by the postal laws of the United
States, and has a general circulation in the City, and that the Notice was published
in all of the issues thereof published and circulated on the following date:
WITNESS my official signature at Dubuque, Iowa, this day of
, 2010.
DCORNELLJ 655572.1 /MSWord \10422.107
, 2010.
City Clerk, City of Dubuque, State of Iowa