Victory Cafe Dubuque, Inc. Development Agreement_756 Main Street_InititateMasterpiece on the Mississippi
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
Dubuque
bitill
All-America City
11111 '
2007
SUBJECT: Setting a Public Hearing for a Development Agreement with the Victory
Cafe - Dubuque, Inc. to Redevelop Property at 756 Main Street
DATE: June 1, 2010
Economic Development Director Dave Heiar is recommending approval of a
Development Agreement with Victory Cafe — Dubuque, Inc. to redevelop property at 756
Main Street and that a public hearing be set to consider the agreement on June 21,
2010.
I concur with the recommendation and respectfully request Mayor and City Council
setting of the public hearing.
Michael C. Van Milligen
MCVM:jh
Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
David J. Heiar, Economic Development Director
Masterpiece on the Mississippi
TO: Michael Van Milligen, City Manager
FROM: David J. Heiar, Economic Development Director
SUBJECT:
Setting a Public Hearing for a Development Agreement with the
Victory Cafe — Dubuque, Inc. to redevelop property at 756 Main Street
DATE: May 25, 2010
Dubuque
AN- America city
2007
INTRODUCTION
This memorandum presents for City Council consideration a Resolution which sets a
public hearing for June 21, 2010 on entering into a Development Agreement on the
property located at 756 Main Street.
BACKGROUND
City staff has worked with the Victory Cafe — Dubuque, Inc. to formulate a funding
package to redevelop the property located at 756 Main Street, the former Walker's Shoe
Store.
The Victory Cafe — Dubuque, Inc. plans to invest $1,100,000 in redeveloping the building into
retail space on the first floor and four (4) residential units on the upper floors.
DISCUSSION
The proposed Development Agreement provides for several incentives to encourage
the developer to redevelop the property.
The Development Agreement requires the redevelopment of the property located at 756
Main Street into a retail space and four (4) apartments. The key elements of the
Development Agreement include the following:
1) A Downtown Rehabilitation Loan Program loan of $300,000. This was committed
by Resolution 86 -10 on March 15, 2010.
2) Facade, Planning and Design, and Financial Consultant grants will be made to
the project.
3) The project will receive $40,000 in incentives through the Downtown Housing
Incentive Program. This was committed through Resolution 56 -10 on February
15, 2010.
4) The Victory Cafe — Dubuque, Inc. must redevelop 756 Main street at a cost of
approximately $1,100,000 by no later than December 31, 2010.
5) The Victory Cafe — Dubuque, Inc. will receive a 10 year TIF in the form of a semi-
annual tax rebates on the value of the assessable improvements.
Additional terms and conditions of the disposition of the property are included within the
attached Development Agreement.
RECOMMENDATION
I recommend that the City Council set a public hearing on the Development Agreement
which includes urban renewal tax increment obligations to The Victory Cafe — Dubuque,
Inc. for the purpose of redeveloping the building located at 756 Main Street.
ACTION STEP
The action step for the City Council is to adopt the attached Resolution.
F: \USERS \Econ Dev \756 Main Former Walker's \Development Agreement\20100525 Memo Setting Public
Hearing.doc
Prepared by /Return to: David Heiar. 50 W. 13 Street, Dubuque IA 52001, 563 589 -4393
RESOLUTION NO. 176 -10
FIXING THE DATE FOR A PUBLIC HEARING OF THE CITY COUNCIL OF THE CITY OF
DUBUQUE, IOWA ON THE PROPOSED ISSUANCE OF URBAN RENEWAL TAX
INCREMENT REVENUE OBLIGATIONS AND THE EXECUTION OF A DEVELOPMENT
AGREEMENT RELATING THERETO WITH THE VICTORY CAFE - DUBUQUE, INC.,
AND PROVIDING FOR THE PUBLICATION OF NOTICE THEREOF
Whereas, City and The Victory Cafe — Dubuque, Inc. have entered into a Development
Agreement, subject to the approval of the City Council, a copy of which is now on file at the
Office of the City Clerk, City Hall, 13 and Central Avenue, Dubuque, Iowa, as shown on
Exhibit A attached hereto; 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 The Victory Cafe —
Dubuque, Inc. ; and
Whereas, it is deemed necessary and advisable that City should authorize Urban
Renewal Tax Increment Revenue obligations, as provided by Chapter 403 of the Code of
Iowa, and to enter into the Development Agreement relating thereto for the purpose of
carrying out an Urban Renewal Plan as hereinafter described; 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 said City to such proposed action.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
DUBUQUE, IOWA:
Section 1. The City Clerk is hereby authorized and directed to cause this Resolution
and a notice to be published as prescribed by Iowa Code Section 403.9 of a public hearing on
the City's intent authorize Urban Renewal Tax Increment Revenue obligations, to be held on
the 21 day of June, 2010, at 6:30 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 authorizing Urban Renewal Tax Increment Revenue
obligations and the execution of the Development Agreement relating thereto with The
Victory Cafe — Dubuque, Inc., the proceeds of which obligations will be used to carry out
certain of the special financing activities described in the Urban Renewal Plan for the
Greater Downtown Urban Renewal District, consisting of the funding of economic
developments grants to The Victory Cafe — Dubuque, Inc. pursuant to the Development
Agreement under the terms and conditions of said Urban Renewal Plan. It is expected that
the aggregate amount of the Tax Increment Revenue obligations is approximately
$106,000.
Section 3. The Clerk is hereby directed to cause at least one publication to be
made of a notice of said meeting, in a newspaper, printed wholly in the English language,
published at least once weekly, and having general circulation in said City, said publication
to be not Tess than four days nor more than twenty days before the date of said meeting on
the issuance of said obligations.
Section 4. That the notice of the proposed action to issue said obligations shall
be in substantially the form attached hereto.
Attest:
Passed, approved and adopted this 7 day of June, 2010.
anne F. Schneider, City Clerk
PL
Roy D. oI, Mayor
F: \USERS \Econ Dev \756 Former Walker's \Development Agreement \756 Main DA Resolution setting Public
Hearing.doc
NOTICE OF A PUBLIC HEARING OF THE CITY COUNCIL OF THE CITY OF DUBUQUE,
IOWA, ON THE MATTER OF THE PROPOSED AUTHORIZATION OF URBAN
RENEWAL TAX INCREMENT REVENUE OBLIGATIONS AND THE EXECUTION OF A
DEVELOPMENT AGREEMENT RELATING THERETO WITH THE VICTORY CAFE -
DUBUQUE, INC.
PUBLIC NOTICE is hereby given that the City Council of the City of Dubuque, Iowa, will
hold a public hearing on the 21 day of June, 2010, at 6:30 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 for the authorization of Urban Renewal
Tax Increment Revenue obligations and the execution of a Development Agreement
relating thereto with The Victory Cafe — Dubuque, Inc., in order to carry out certain of the
special financing activities in the Urban Renewal Plan for the Greater Downtown Urban
Renewal District, consisting of the funding of economic development grants to The Victory
Cafe — Dubuque, Inc., pursuant to a Development Agreement entered into The Victory Cafe
— Dubuque, Inc. under the terms and conditions of said Urban Renewal Plan. It is expected
that the aggregate amount of the Tax Increment Revenue obligations is approximately $
106,000.
At the meeting, the City Council will receive oral and written objections from any resident or
property owner of said 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, the
approval of the Development Agreement, and authorization of such Tax Increment Revenue
obligations or will abandon the proposal. By order of the City Council said hearing and
appeals there from shall be held in accordance with and governed by the provisions of
Section 403.9 of the Code of Iowa.
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 day of 2010.
Jeanne F. Schneider
City Clerk of Dubuque, Iowa
F: \USERS \Econ Dev \756 Main Former Walker's \Development Agreement \756 Main DA Resolution setting Public Hearing.doc
DEVELOPMENT AGREEMENT
BY AND BETWEEN
THE CITY OF DUBUQUE, IOWA
AND
THE VICTORY CAFE - DUBUQUE, INC.
THIS DEVELOPMENT AGREEMENT (Agreement) dated for reference purposes the
day of , 2010 is made and entered into by and between the City of
Dubuque, Iowa (City), and The Victory Cafe - Dubuque, Inc. (Developer).
WHEREAS, Developer is the owner of the following described real estate (the
Property):
South 23 feet of City Lot 27, in the City of Dubuque, Iowa located at 756 Main Street in the
City of Dubuque; and
WHEREAS, the Property is located in the Greater Downtown Urban Renewal District
(the District) which has been so designated by City Council Resolution 393 -09 as a slum
and blighted area (the Project Area) defined by Iowa Code Chapter 403 (the Urban
Renewal Law); and
WHEREAS, Developer has undertaken the redevelopment of a vacant building
located on the Property and will be operating the same during the term of this Agreement;
and
WHEREAS, Developer will make an additional capital investment in building
improvements, equipment, furniture and fixtures in the Property (Project); and
WHEREAS, the Property is historically significant and it is in the City's best interest
to preserve the Property; and
WHEREAS, pursuant to Iowa 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
October 5, 2009, City has the authority to enter into contracts and agreements to
implement the Urban Renewal Plan, as amended; and
WHEREAS, the Dubuque City Council believes it is in the best interests of the City
to encourage Developer in the development of the Property by providing certain incentives
as set forth herein.
NOW, THEREFORE, the parties to this Development Agreement, in consideration
of the promises, covenants and agreements made by each other, do hereby agree as
follows:
SECTION 1. REPRESENTATIONS AND WARRANTIES
1.1 Representations and Warranties of City. In order to induce Developer to
enter into this Agreement, City hereby represents and warrants to Developer that to
the best of City's knowledge:
(1) City has duly obtained all necessary approvals and consents for its
execution, delivery and performance of this Agreement and that it has full power
and authority to execute, deliver and perform its obligations under this Agreement.
City's attorney shall issue a legal opinion to Developer at time of closing confirming
the representation contained herein, in the form attached hereto as Exhibit A.
(2) City shall exercise its best efforts to cooperate with Developer in the
development process.
(3) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(4) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
charter of City, any evidence of indebtedness, agreement or instrument of whatever
nature to which City is now a party or by which it or its property is bound, or
constitute a default under any of the foregoing.
(5) There are no actions, suits or proceedings pending or threatened against or
affecting City in any court or before any arbitrator or before or by any governmental
body in which there is a reasonable possibility of an adverse decision which could
materially adversely affect the financial position or operations of City or which
affects the validity of the Agreement or City's ability to perform its obligations under
this Agreement.
(6) No ordinance or hearing is now before any local governmental body that
either contemplates or authorizes any public improvements or special tax levies, the
cost of which may be assessed against the Property. To the best of City's
knowledge, there are no plans or efforts by any government agency to widen,
modify, or re -align any street or highway providing access to the Property and there
are no pending or intended public improvements or special assessments affecting
the Property which will result in any charge or lien be levied or assessed against the
Property.
(7) The representations and warranties contained in this article shall be correct
in all respects on and as of the Closing Date with the same force and effect as if
such representations and warranties had been made on and as of the Closing Date.
1.2 Representations and Warranties of Developer. The Developer makes the following
representations and warranties:
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(1) Developer is a corporation duly organized and validly existing under the laws
of the State of Illinois, and has all requisite power and authority to own and operate
its properties, to carry on its business as now conducted and as presently proposed
to be conducted, and to enter into and perform its obligations under the Agreement.
(2) This Agreement has been duly authorized, executed and delivered by
Developer and, assuming due authorization, execution and delivery by the City, is in
full force and effect and is a valid and legally binding instrument of Developer
enforceable in accordance with its terms, except as the same may be limited by
bankruptcy, insolvency, reorganization or other laws relating to or affecting creditors'
rights generally. Developer's counsel shall issue a legal opinion to the City, at time
of closing, confirming the representations contained herein, in the form attached
hereto as Exhibit B.
(3) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
articles of incorporation or the bylaws of Developer or any contractual restriction,
evidence of indebtedness, agreement or instrument of whatever nature to which
Developer is now a party or by which it or its property is bound, or constitute a
default under any of the foregoing.
(4) There are no actions, suits or proceedings pending or threatened against or
affecting Developer in any court or before any arbitrator or before or by any
governmental body in which there is a reasonable possibility of an adverse decision
which could materially adversely affect the business, financial position or result of
operations of Developer or which affects the validity of the Agreement or
Developer's ability to perform its obligations under this Agreement.
(5) Developer will perform its obligations under this Agreement in accordance
with the material terms of this Agreement, the Urban Renewal Plan and all local,
State and federal laws and regulations.
(6) Developer will use its best efforts to obtain, or cause to be obtained, in a
timely manner, all material requirements of all applicable local, state, and federal
laws and regulations which must be obtained or met.
(7) Developer has firm commitments for permanent financing for the Project in
an amount sufficient, together with equity commitments, to successfully complete
the requirements of this Agreement and shall provide evidence thereof to City prior
to the Closing Date.
1.3 Closing. The closing shall take place on the Closing Date which shall be the 15
day of August, 2010, or such other date as the parties shall agree in writing but in no event
3
shall the Closing Date be later than the 1 day of October, 2010. Consummation of the
closing shall be deemed an agreement of the parties to this Agreement that the conditions
of closing shall have been satisfied or waived.
1.4 Conditions to Closing. The closing of the transaction contemplated by this
Agreement and all the obligations of Developer under this Agreement are subject to
fulfillment, on or before the Closing Date, of the following conditions:
(1) The representations and warranties made by City in Section 1.1 shall be
correct as of the Closing Date with the same force and effect as if such
representations were made at such time. At the closing, City shall deliver a
certificate to that effect in the form of Exhibit C.
(2) Developer shall have the right to terminate this Agreement at anytime prior
to the consummation of the closing on the Closing Date if Developer determines in
its sole discretion that conditions necessary for the successful completion of the
Project contemplated herein have not been satisfied in Developer's sole discretion.
Upon the giving of notice of termination by Developer to City, this Agreement shall
be deemed null and void.
(3) Developer and City shall be in material compliance with all the terms and
provisions of this Agreement.
(4) Developer shall have furnished City with evidence, in a form satisfactory to
City (such as a letter of commitment from a bank or other lending institution), that
Developer has firm financial commitments in an amount sufficient, together with
equity commitments, to complete the Minimum Improvements (as defined herein) in
conformance with the Construction Plans (as defined herein), or City shall have
received such other evidence of Developer's financial ability as the reasonable
judgment of the City requires.
(5) Developer's counsel shall issue a legal opinion to the City confirming the
representations contained herein in the form attached hereto as Exhibit B.
1.5 City's Obliqations at Closing. At or prior to the Closing Date, City shall deliver to
Developer such other documents as may be required by this Agreement, all in a form
satisfactory to Developer.
SECTION 2. DEVELOPMENT ACTIVITIES
2.1 Required Minimum Improvements. Developer will make a capital investment of not
less than one million eleven thousand dollars ($1,011,000.00) to acquire and improve the
Property (the Minimum Improvements). These Minimum Improvements include creating
four (4) apartments for market -rate rental and approximately two thousand six hundred
(2,600) square feet of retail space.
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2.2 [This section intentionally left blank]
2.3 Plans for Construction of Minimum Improvements. Plans and specifications with
respect to the development of the Property and the construction of the Minimum
Improvements thereon (the Construction Plans) shall be in conformity with Urban Renewal
Plan, this Agreement, and all applicable state and local laws and regulations, including but
not limited to any covenants, conditions, restrictions, reservations, easements, liens and
charges, recorded in the records of Dubuque County, Iowa. Developer shall submit to City,
for approval by City, plans, drawings, specifications, and related documents with respect to
the improvements to be constructed by Developer on the Property. All work with respect to
the Minimum Improvements shall be in substantial conformity with the Construction Plans
approved by City.
2.4 Timing 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 December 31, 2010. 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
faith, which are the direct result of strikes, other labor troubles, unusual shortages of
materials or labor, unusually severe or prolonged bad weather, acts of God, fire or other
casualty to the Minimum Improvements, litigation commenced by third parties which, by
injunction or other similar judicial action or by the exercise of reasonable discretion directly
results in delays, or acts of any federal, state or local government which directly result in
extraordinary delays. The time for performance of such obligations shall be extended only
for the period of such delay.
2.5 Certificate of Completion. Promptly following the request of Developer upon
completion of the Minimum Improvements, City shall furnish Developer with an appropriate
instrument so certifying. Such certification (the Certificate of Completion) shall be in
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 Downtown Rehab Loan /Grant.
(1) Subject to the conditions set forth in this section, City hereby commits to a $300,000
low interest loan through the Downtown Rehabilitation Loan /Grant Program. This
commitment is subject to Resolution 86 -10 approved on March 15, 2010. The Project is to
be completed in accordance with the regulations set forth for the City of Dubuque
Downtown Rehabilitation Loan /Grant Program, with loan funding anticipated during FY
2023. The loan is for twenty years at 3% interest and is intended to reimburse Developer
for historic renovation of the exterior fagade and historically significant elements of the
interior with remodeling of the remainder of the interior for use as commercial /residential
space. Monthly interest only payments shall be required for the first sixty (60) months of the
loan. Monthly principal and interest payments, amortized over an additional fifteen (15)
5
year period, shall begin the sixty -first month of the loan. Developer's counsel shall not less
than thirty (30) days prior to closing on the loan provide City with an opinion of title showing
merchantable title in Developer to the satisfaction of City. City shall have until the closing to
render objections to title, including any easements or other encumbrances not satisfactory
to City, in writing to Developer. Developer shall promptly exercise its best efforts to have
such title objections removed or satisfied and shall advise City of its intended action within
ten (10) days of receipt of City's objections to title. If Developer shall fail to have such
objections removed as of the closing, or any extension thereof consented to by City, City
may, at its sole discretion, either (a) terminate its obligation under this Section 3.1 without
liability on its part, or proceed to closing subject to such objections. Developer agrees to
use its best reasonable efforts to promptly satisfy any such objections. The loan shall be
secured by a mortgage and personal guarantees in a form acceptable to City. The City will
enter into the loan agreement at the time funds are available given the Developer still owns
the Property; and Developer is in compliance with this Agreement and there has been no
Event of Default, as described in Section 5.
Up to the full amount of the loan shall be forgiven by the City as an incentive for the
creation of new employment and /or housing opportunities. The amount of the loan to be
forgiven shall be determined sixty (60) months from the completion of the Minimum
Improvements. The base employment number to be used to calculate the Employment
Incentive has been determined to be zero (0) FTE employees for the Building.
The amount of the loan forgiven shall be as follows:
(a) Two thousand dollars ($2,000) shall be forgiven for each new FTE position
created and maintained by the Owner or his /her tenant.
(b) To qualify, the Owner must provide documentation to the City for the following:
• The job represents a FTE position. An FTE position is defined as forty hours
of labor per workweek. Such hours may be accrued by single individuals or
divided among two or more individuals;
• The job was created between the completion of the Minimum Improvements
and twenty -four (24) months from the completion of the Minimum
Improvements;
• The job has been maintained by the Owner or his /her tenant for a period of
not Tess than sixty (60) months after the completion of the Minimum
Improvements;
• The job is a paid position; and
• The job has been created by the Developer or another entity located in the
Building and is for employment in a business located on the Property.
6
(c) Two thousand dollars ($2,000) shall be forgiven for each new housing unit
created. A new housing unit shall be defined as one of the following:
• The creation of a housing unit where one did not previously exist; or
• An existing housing unit which has been unlicensed and unoccupied for a
period of not less than five years.
(2) A grant not to exceed ten thousand dollars ($10,000) shall be available to offset
documented predevelopment costs, architectural and engineering fees and other
miscellaneous soft costs for the Property. A determination must be made by City that the
Project is substantially complete and satisfies the conditions of this agreement prior to the
release of any grant monies.
(3) A grant not to exceed ten thousand dollars ($10,000) shall be available to offset
Developer's documented costs for front or rear facade renovations to the Property to
eliminate inappropriate additions or alterations and restore the facade to its historic
appearance, or to rehabilitate the fa9ade to include new windows, paint, signage, awnings,
etc. to improve the overall appearance of the Property. The costs of landscaping or
screening with fencing or retaining walls may also be allowed, especially as it may improve
property adjacent to the public right -of -way. Funding is anticipated for this program to
occur in FY2013.
(4) A grant not to exceed fifteen thousand dollars ($15,000) will be available to offset
cost related to hiring a financial consultant to evaluate the project's feasibility. Financial
Consultant Grant Funds will be dispensed on completion of work, documentation of
costs and an inspection of completed project at a rate of $.50 for each $1.00 of costs
incurred. Financial Consultant Grant Funds will be dispensed after the project has
been completed. Written requests for payment must be submitted to the Economic
Development Department.
3.2 Economic Development Grant to Developer. For and in consideration of
Developer's obligations hereunder, and in furtherance of the goals and objectives of the
urban renewal plan for the Project Area and the Urban Renewal Law, City agrees, subject
to Developer being and remaining in compliance with the terms of this Agreement, to make
twenty (20) consecutive semi - annual payments (such payments being referred to
collectively as the Economic Development Grants) to Developer:
November 1, 2012
November 1, 2013
November 1, 2014
November 1, 2015
November 1, 2016
November 1, 2017
November 1, 2018
November 1, 2019
May 1,2013
May 1,2014
May 1,2015
May 1,2016
May 1,2017
May 1,2018
May 1,2019
May 1, 2020
7
November 1, 2020
November 1, 2021
May 1, 2021
May 1, 2022
pursuant to Iowa Code Section 403.9 of the Urban Renewal Law, in amounts equal to a
portion of the tax increment revenues collected by City under Iowa Code Section 403.19
(without regard to any averaging that may otherwise be utilized under Iowa Code Section
403.19 and excluding any interest that may accrue thereon prior to payment to Developer)
during the preceding six -month period in respect of the Minimum Improvements
constructed by Developer (the Developer Tax Increments). 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, 2010
($129,000). The Developer Tax Increments shall not include (i) any property taxes
collected for the payment of bonds and interest of each taxing district, (ii) any taxes for the
regular and voter - approved physical plant and equipment levy, (iii) the remaining actual
amount of tax increment revenues collected by City in respect of the valuations of the
Property prior to January 1, 2011 and (iv) any other portion required to be excluded by
Iowa law, and thus such incremental taxes will not include all amounts paid by Developer
as regular property taxes.
3.3 To fund the Economic Development Grants, City shall certify to the County prior to
December 1, 2010, its request for the available Developer Tax Increments resulting from
the assessments imposed by the County as of January 1 of that year and each year
thereafter until and including January 1, 2020, to be collected by City as taxes are paid
during the following fiscal year and which shall thereafter be disbursed to the Developer on
November 1 and May 1 of that fiscal year. (Example: if City so certifies in December, 2010,
the Economic Development Grants in respect thereof would be paid to the Developer on
November 1, 2012, and May 1, 2013.)
3.4 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 756 Main
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 756 Main 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 as the Economic Development
Grants in any one year and under no circumstances shall City in any manner be liable to
Developer so long as City timely applies the Developer Tax Increments actually collected
and held in the 756 Main 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.
8
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3.5 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 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.
SECTION 4. COVENANTS OF DEVELOPER
4.1 The improvements to the Property shall conform to the U.S. Secretary of the
Interior's Standards for Rehabilitation.
4.2 This section intentionally left blank.
4.3 Books and Records. During the term of this Agreement, Developer shall keep at all
times and make available to City upon reasonable request proper books of record and
account in which full, true and correct entries will be made of all dealings and transactions
of or in relation to the business and affairs of Developer in accordance with generally
accepted accounting principles consistently applied throughout the period involved, and
Developer shall provide reasonable protection against loss or damage to such books of
record and account.
4.4 Real Property Taxes. Developer shall pay or cause to be paid, when due, all real
property taxes and assessments payable with respect to all and any parts of the Property
unless Developer's obligations have been assumed by another person pursuant to the
provisions of this Agreement.
4.5 No Other Exemptions. During the term of this Agreement, Developer agrees not to
apply for any state or local property tax exemptions which are available with respect to the
Development Property or the Minimum Improvements located thereon that may now be, or
hereafter become, available under state law or city ordinance during the term of this
Agreement, including those that arise under Iowa Code Chapters 404 and 427, as
amended.
4.6 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. Coverage shall
include the "special perils" form and developer shall furnish City with proof of
insurance in the form of a certificate of insurance.
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(2) Upon completion of construction of the Minimum Improvements and up to the
Termination Date, Developer shall maintain, or cause to be maintained, at its cost
and expense property insurance against loss and /or damage to the building
(including the Minimum Improvements) under an insurance policy written with the
"special perils" form and in an amount not less than the full insurable replacement
value of the building (including the Minimum Improvements). Developer shall
furnish to City proof of insurance in the form of a certificate of insurance.
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.
(3) Developer shall notify City immediately in the case of damage exceeding
$50,000 in amount to, or destruction of, the Minimum Improvements or any portion
thereof resulting from fire or other casualty. Net proceeds of any such insurance
(Net Proceeds), shall be paid directly to Developer as its interests may appear, and
Developer shall forthwith repair, reconstruct and restore the Minimum Improvements
to substantially the same or an improved condition or value as they existed prior to
the event causing such damage and, to the extent necessary to accomplish such
repair, reconstruction and restoration, Developer shall apply the Net Proceeds of
any insurance relating to such damage received by Developer to the payment or
reimbursement of the costs thereof, subject, however, to the terms of any mortgage
encumbering title to the Property (as its interests may appear). Developer shall
complete the repair, reconstruction and restoration of Minimum Improvements
whether or not the Net Proceeds of insurance received by Developer for such
purposes are sufficient.
4.7 Preservation of Property. During the term of this Agreement, Developer shall
maintain, preserve and keep, or cause others to maintain, preserve and keep, the
Minimum Improvements in good repair and working order, ordinary wear and tear
accepted, and from time to time shall make all necessary repairs, replacements, renewals
and additions.
4.8 Non - Discrimination. In carrying out the project, Developer shall not discriminate
against any employee or applicant for employment because of race, religion, color, sex,
sexual orientation, national origin, age or disability.
4.9 Conflict of Interest. Developer agrees that no member, officer or employee of City,
or its designees or agents, nor any consultant or member of the governing body of City,
and no other public official of City who exercises or has exercised any functions or
responsibilities with respect to the project during his or her tenure, or who is in a position to
participate in a decision - making process or gain insider information with regard to the
project, shall have any interest, direct or indirect, in any contract or subcontract, or the
proceeds thereof, for work to be performed in connection with the project, or in any activity,
10
or benefit therefrom, which is part of this project at any time during or after such person's
tenure. In connection with this obligation, Developer shall have the right to rely upon the
representations of any party with whom it does business and shall not be obligated to
perform any further examination into such party's background.
4.10 Non - Transferability. Until such time as the Minimum Improvements are complete
(as certified by City under Section 2.5), this Agreement may not be assigned by Developer
nor may the Property be transferred by Developer to another party. Thereafter, with the
prior written consent of City, which shall not be unreasonably withheld, Developer shall
have the right to assign this Agreement, and upon assumption of the Agreement by the
assignee, Developer shall no longer be responsible for its obligations under this
Agreement.
4.11 No change in Tax Classification. Developer agrees that it will not take any action
to change, or otherwise allow, the classification of the Property for property tax
purposes to become other than commercial property and to be taxed as such under
Iowa law.
4.12 Restrictions on Use. Developer agrees for itself, and its successors and assigns,
and every successor in interest to the Property or any part thereof that they, and their
respective successors and assigns, shall:
(1) Devote the Property to, and only to and in accordance with, the uses
specified in the Urban Renewal Plan (and City represents and agrees that use of
the Property as a restaurant and upper -story housing, is in full compliance with the
Urban Renewal Plan) (however, Developer shall not have any liability to City to the
extent that a successor in interest shall breach this covenant and City shall seek
enforcement of this covenant directly against the party in breach of same); and
(2) Not discriminate upon the basis of race, religion, color, sex, sexual
orientation, national origin, age or disability in the sale, lease, rental, use or
occupancy of the Property or any improvements erected or to be erected thereon, or
any part thereof (however, Developer shall not have any liability to City to the extent
that a successor in interest shall breach this covenant and City shall seek
enforcement of this covenant directly against the party in breach of same).
4.13 Compliance with Laws. Developer shall comply with all laws, rules and regulations
relating to its businesses, other than laws, rules and regulations the failure to comply with
or the sanctions and penalties resulting therefrom, would not have a material adverse
effect on the business, property, operations, financial or otherwise, of Developer.
SECTION 5. EVENTS OF DEFAULT AND REMEDIES
5.1 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:
11
Ak
(1) Failure by Developer to pay or cause to be paid, before delinquency, all real
property taxes assessed with respect to the Minimum Improvements and the
Property.
(2) Failure by Developer to cause the construction of the Minimum
Improvements to be commenced and completed pursuant to the terms, conditions
and limitations of this Agreement.
(3) Transfer of any interest by Developer of the Minimum Improvements in
violation of the provisions of this Agreement prior to the issuance of the final
Certificate of Completion.
(4) Failure by Developer or City to substantially observe or perform any other
material covenant, condition, obligation or agreement on its part to be observed or
performed under this Agreement.
5.2. Remedies on Default by Developer. Whenever any Event of Default referred to in
Section 5.1 of this Agreement occurs and is continuing, City, as specified below, may take
any one or more of the following actions after the giving of written notice by City to
Developer (and the holder of any mortgage encumbering any interest in the Property of
which City has been notified of in writing) of the Event of Default, but only if the Event of
Default has not been cured within sixty (60) days following such notice, or if the Event of
Default cannot be cured within sixty (60) days and Developer does not provide 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 Developer deemed adequate by City, that the Developer will
cure its default and continue its performance under this Agreement;
(2) Until the Closing Date, City may cancel and rescind this Agreement;
(3) City shall be entitled to recover from Developer the sum of all amounts
expended by City in connection with the funding of the Downtown Rehab
Loan /Grant and Economic Development Grant to Developer and City may take any
action, including any legal action it deems necessary, to recover such amounts from
the Developer;
(4) City may withhold the Certificate of Completion; or
(5) City may take any action, including legal, equitable or administrative action,
which may appear necessary or desirable to collect any payments due under this
Agreement or to enforce performance and observance of any obligation,
agreement, or covenant under this Agreement.
12
5.3 No Remedy Exclusive. No remedy herein conferred upon or reserved to City is
intended to be exclusive of any other available remedy or remedies, but each and every
such remedy shall be cumulative and shall be in addition to every other remedy given
under this Agreement or now or hereafter existing at law or in equity or by statute. No
delay or omission to exercise any right or power accruing upon any default shall impair any
such right or power or shall be construed to be a waiver thereof, but any such right and
power may be exercised from time to time and as often as may be deemed expedient.
5.4 No Implied Waiver. In the event any agreement contained in this Agreement should
be breached by any party and thereafter waived by any other party, such waiver shall be
limited to the particular breach so waived and shall not be deemed to waive any other
concurrent, previous or subsequent breach hereunder.
5.5 Agreement to Pay Attorneys' Fees and Expenses. If any action at law or in equity,
including an action for declaratory relief or arbitration, is brought to enforce or interpret the
provisions of this Agreement, the prevailing party shall be entitled to recover reasonable
attorneys' fees and costs of litigation from the other party. Such fees and costs of litigation
may be set by the court in the trial of such action or by the arbitrator, as the case may be,
or may be enforced in a separate action brought for that purpose. Such fees and costs of
litigation shall be in addition to any other relief that may be awarded.
5.6 Remedies on Default by City. If City defaults in the performance of this Agreement,
Developer may take any action, including legal, equitable or administrative action that may
appear necessary or desirable to collect any payments due under this Agreement, to
recover expenses of Developer, or to enforce performance and observance of any
obligation, agreement, or covenant of City under this Agreement. Developer may suspend
their performance under this Agreement until they receive assurances from City, deemed
adequate by Developer, that City will cure its default and continue its performance under
this Agreement.
SECTION 6. GENERAL TERMS AND PROVISIONS
6.1 Notices and Demands. Whenever this Agreement requires or permits any notice or
written request by one party to another, it shall be deemed to have been properly given if
and when delivered in person or three (3) business days after having been deposited in
any U.S. Postal Service and sent by registered or certified mail, postage prepaid,
addressed as follows:
If to Developer:
The Victory Cafe — Dubuque, Inc.
Attn: Mark Hope
800 Spring Street, Suite 101
Galena, IL 61036
With copy to: D. Flint Drake
Drake & Freund P.C.
13
If to City:
With copy to:
1005 Main Street, Suite 200
Dubuque, IA 52001
City Manager
50 W. 13th Street
Dubuque, Iowa 52001
Phone: (563) 589 -4110
Fax: (563) 589 -4149
City Attorney
City Hall
50 W. 13 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.
6.2 Binding Effect. This Agreement shall be binding upon and shall inure to the benefit
of City and Developer and their respective successors and assigns.
6.3 Termination Date. This Agreement and the rights and obligations of the parties
hereunder shall terminate on June 1, 2025 (the Termination Date).
6.4. Execution By Facsimile. The parties agree that this Agreement may be transmitted
between them by facsimile machine. The parties intend that the faxed signatures
constitute original signatures and that a faxed Agreement containing the signatures
(original or faxed) of all the parties is binding on the parties.
6.5 Memorandum of Development Agreement. Developer 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, Iowa. Developer shall pay the
costs for so recording.
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 THE VICTORY CAFE - DUBUQUE, INC.
By By 7
Roy D. Buol ark H. pe
Mayor Presid - nt
Attest:
14
Jeanne F. Schneider
City Clerk
(City Seal)
STATE OF IOWA
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 Jeanne
F. Schneider, to me personally known, who, being by me duly sworn, did say that they are
the Mayor and City Clerk, respectively, of the City of Dubuque, Iowa, a municipal
corporation executing the instrument to which this is attached; that the seal affixed hereto
is the seal of said municipal corporation; that said instrument was signed and sealed on
behalf of the City of Dubuque, Iowa, by authority of its City Council; and that said Mayor
and City Clerk acknowledged the execution of said instrument to be the voluntary act and
deed of said City, by it and by them voluntarily executed.
Notary Public
STATE OF IOWA
COUNTY OF DUBUQUE
)
)
)
)
)
)
SS
SS
On this day of 20, before me the undersigned, a Notary
Public in and for the State of Iowa, personally appeared Mark Hope, to me personally
known, who, being by me duly sworn, did say that he is the President of The Victory Cafe -
Dubuque, Inc., the corporation executing the instrument to which this is attached and that
as said President of The Victory Cafe - Dubuque, Inc. 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.
Notary Public
F: \USERS \Econ Dev \756 Main Former Walker's \Development Agreement \20100525756 Main Victory Cafe Development Agreement.doc
15
LIST OF EXHIBITS
EXHIBIT A — City Attorney Certificate
EXHIBIT B — Opinion of Developer Counsel
EXHIBIT C — City Certificate
EXHIBIT D — Memorandum of Development Agreement
INSURANCE SCHEDULE
EXHIBIT A
CITY ATTORNEY'S CERTIFICATE
17
BARRY A. LINDAHL, ESQ.
CITY ATTORNEY
RE:
Dear
(DATE)
THE CITY OF f
I have acted as counsel for the City of Dubuque, Iowa, in connection with the execution
and delivery of a certain Development Agreement between (Developer)
and the City of Dubuque, Iowa (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.
BAL:tls
18
Very sincerely,
Barry A. Lindahl, Esq.
City Attorney
EXHIBIT B
OPINION OF DEVELOPER'S COUNSEL
19
Mayor and City Councilmembers
City Hall
13 and Central Avenue
Dubuque IA 52001
Re: Development Agreement Between the City of Dubuque, Iowa and
Dear Mayor and City Councilmembers:
We have acted as counsel for , (Developer) in connection with
the execution and delivery of a certain Development Agreement (Development Agreement)
between Developer and the City of Dubuque, Iowa ( "City ") dated for reference purposes
the day of , 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 corporation organized and existing under the laws of the State
of Illinois 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 articles of incorporation and bylaws of Developer, any
indenture, mortgage, deed of trust, indebtedness, agreement, judgment, decree, order,
statute, rule, regulation or restriction to which Developer is a party or by which Developer's
property is bound or subject.
3. 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
20
thereunder.
Very truly yours,
21
EXHIBIT C
CITY CERTIFICATE
22
City Manager's Office
50 %Vest 13th Street
Dubuque, Iowa 52001 -4864
(563) 589 -4110 phone
(561) 589 -4149 tax
ctvmgrikityotdubuque.org
Dear
23
(DATE)
THE CITY OF
am the City Manager of the City of Dubuque, Iowa and have acted in that capacity in
connection with the execution and delivery of a certain Development Agreement between
(Developer) and the City of Dubuque, Iowa (City) dated for reference
purposes the day of , 20_.
On behalf of the City of Dubuque, I hereby represent and warrant to Developer that:
(1) City has duly obtained all necessary approvals and consents for its
execution, delivery and performance of this Agreement and that it has full power
and authority to execute, deliver and perform its obligations under this Agreement.
City's attorney shall issue a legal opinion to Developer at time of closing confirming
the representation contained herein, in the form attached hereto as Exhibit B.
(2) City shall exercise its best efforts to cooperate with Developer in the
development process.
(3) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(4) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
charter of City, any evidence of indebtedness, agreement or instrument of whatever
nature to which City is now a party or by which it or its property is bound, or
constitute a default under any of the foregoing.
(5) There are no actions, suits or proceedings pending or threatened against or
affecting City in any court or before any arbitrator or before or by any governmental
MCVM:jh
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.
(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.
24
Sincerely,
Michael C. Van Milligen
City Manager
EXHIBIT D
MEMORANDUM OF DEVELOPMENT AGREEMENT
25
Prepared by: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583 -4113
Return to: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583 -4113
MEMORANDUM OF DEVELOPMENT AGREEMENT
A Development Agreement by and among the City of Dubuque, Iowa, an Iowa municipal
corporation, of Dubuque, Iowa, and The Victory Cafe - Dubuque, Inc. was made regarding
the following described premises:
South 23 feet of City Lot 27, in the City of Dubuque, Iowa located at 756 Main Street in the
City of Dubuque.
The Development Agreement is dated for reference purposes the day of
, 2010, and contains covenants, conditions, and restrictions concerning the sale
and use of said premises.
This Memorandum of Development Agreement is recorded for the purpose of
constructive notice. In the event of any conflict between the provisions of this
Memorandum and the Development Agreement itself, executed by the parties, the terms
and provisions of the Development Agreement shall prevail. A complete counterpart of the
Development Agreement, 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 , 2010.
CITY OF DUBUQUE, IOWA THE VICTORY CAFE - DUBUQUE, INC.
By By
Roy D. Buol Mark Hope
Mayor President
26
Attest:
Jeanne F. Schneider
City Clerk
STATE OF IOWA
COUNTY OF DUBUQUE
On this day of , 20_, before me, a Notary Public in and for the State of
Iowa, in and for said county, personally appeared Roy D. Buol and Jeanne F. Schneider, to
me personally known, who being by me duly sworn did say that they are the Mayor and
City Clerk, respectively of the City of Dubuque, a Municipal Corporation, created and
existing under the laws of the State of Iowa, 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 Iowa
STATE OF IOWA
COUNTY OF DUBUQUE
)
)
)
)
)
)
SS
SS
On this day of 20_, before me the undersigned, a Notary
Public in and for the State of Iowa, personally appeared Mark Hope, to me personally
known, who, being by me duly sworn, did say that he is the President of The Victory Cafe -
Dubuque, Inc., the corporation executing the instrument to which this is attached and that
as said President of The Victory Cafe - Dubuque, Inc. 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.
Notary Public, State of Iowa
27
INSURANCE SCHEDULE
1. All policies of insurance required hereunder shall be with an insurer authorized to do
business in Iowa. All insurers shall have a rating of A or better in the current A.M.
Best Rating Guide.
2. All policies of insurance shall be endorsed to provide a thirty (30) day advance
notice of cancellation to the City of Dubuque, except for 10 day notice for non-
payment, if cancellation is prior to the expiration date. This endorsement
supersedes the standard cancellation statement on the Certificate of Insurance.
3. Developer shall furnish a signed Certificate of Insurance to the City of Dubuque,
Iowa for the coverage required in Paragraph 6 below. Such certificates shall include
copies of the following policy endorsements:
a) Commercial General Liability policy is primary and non - contributing.
b) Commercial General Liability additional insured endorsement.
c) Governmental Immunity Endorsements.
4. Each certificate shall be submitted to the contracting department of the City of
Dubuque.
5. Failure to provide minimum coverage shall not be deemed a waiver of these
requirements by the City of Dubuque. Failure to obtain or maintain the required
insurance shall be considered a material breach of this agreement.
6. Developer shall be required to carry the following minimum coverage /limits or
greater if required by law or other legal agreement:
a) COMMERCIAL GENERAL LIABILITY
General Aggregate Limit $2,000,000
Products - Completed Operations Aggregate Limit $1,000,000
Personal and Advertising Injury Limit $1,000,000
Each Occurrence Limit $1,000,000
Fire Damage Limit (any one occurrence) $ 50,000
Medical Payments $ 5,000
This coverage shall be written on an occurrence, not a claims made form. Form CG
25 04 03 97 "Designated Location (s) General Aggregate Limit" shall be included.
All deviations or exclusions from the standard ISO commercial general liability form
CG 0001, or Business Owners form BP 0002, shall be clearly identified.
28
INSURANCE SCHEDULE (Continued)
Governmental Immunity Endorsement identical or equivalent to form attached.
Additional Insured Requirement:
The City of Dubuque, including all its elected and appointed officials, all its
employees and volunteers, all its boards, commissions and /or authorities and
their board members, employees and volunteers shall be named as an additional
insured on General Liability Policies using ISO endorsement CG 20 26 0704
"Additional Insured — Designated Person or Organization," or it's equivalent. —
See Specimen
b) WORKERS' COMPENSATION & EMPLOYERS LIABILITY
Statutory for Coverage A
Employers Liability:
Each Accident $100,000
Each Employee — Disease $100,000
Policy Limit — Disease $500,000
c) UMBRELLA EXCESS LIABILITY
LIQUOR OR DRAM SHOP LIABILITY
Coverage to be determined on a case by case basis by Finance Director.
Completion Checklist
❑ Certificate of Liability Insurance (2 pages)
❑ Designated Location(s) General Aggregate Limit CG 25 04 03 97 (2 pages)
❑ Additional Insured 20 26 07 04
111 Governmental Immunities Endorsement
29
CITY OF DUBUQUE, IOWA
GOVERNMENTAL IMMUNITIES ENDORSEMENT
1 Nonwaiver of Governmental Immunity. The insurance carrier expressly agrees and
states that the purchase of this policy and the including of the City of Dubuque, Iowa
as an Additional Insured does not waive any of the defenses of governmental
immunity available to the City of Dubuque, Iowa under Code of Iowa Section 670.4
as it is now exists and as it may be amended from time to time.
2. Claims Coverage. The insurance carrier further agrees that this policy of insurance
shall cover only those claims not subject to the defense of governmental immunity
under the Code of Iowa Section 670.4 as it now exists and as it may be amended
from time to time. Those claims not subject to Code of Iowa Section 670.4 shall be
covered by the terms and conditions of this insurance policy.
3. Assertion of Government Immunity. The City of Dubuque, Iowa shall be responsible
for asserting any defense of governmental immunity, and may do so at any time and
shall do so upon the timely written request of the insurance carrier.
4. Non - Denial of Coverage. The insurance carrier shall not deny coverage under this
policy and the insurance carrier shall not deny any of the rights and benefits
accruing to the City of Dubuque, Iowa under this policy for reasons of governmental
immunity unless and until a court of competent jurisdiction has ruled in favor of the
defense(s) of governmental immunity asserted by the City of Dubuque, Iowa.
No Other Change in Policy. The above preservation of governmental immunities shall
not otherwise change or alter the coverage available under the policy.
SPECIMEN
30
PoLtcY N11M13r11 GQMMERCIAL GENERAL LIABILITY
CO 20 26 07 04
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY
ADDITIONAL INSURED - DESIGNATED
PERSON OR ORGANIZATION
This endorsement modifies insurance oacvroad under Eh® 'oIL'wring
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
Name Of Additional Insured Parson(s) Or Orgenlzation(a)
The Ci - of Dubuque, including all its ele;.ted and appointed
ofricials, all its e and volunteers, all its hoards,
44umiissions and /or authorities and t`lei board members,
employees and volunteers.
In ormatrcn redlined :o car phtt thi s Schedule. if not shown abonne, will be shown in the Declaratiors.
SeUiun 11 — Who Is An Insured is anerded lc in-
clude as an edditiena insu rod tho put nor; ,1 rw °Yvan'
zstionSs;i shown in the Schedule, but only with respect
to liability for "horlily injury" "prqpe damage" or
"personal and advariisiro inWry caused, in whr)e or
in pert. by your ame ur omission& or the acts or em.s-
sions of those acting on your behalf:
A. In the performance of your ongoing oneratiors. or
B. in connection With your premise3 owned by or
trninri in ?Ili
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31
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UUUUUUE. lA 52001
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OF LIABILITY INSURANCE
}5 56 -4415 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
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HOLDER. THIS CERTIFICATE DOES NO1 MEND, EXTEND OR
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Oe NI'NN'tcMl LT• IN'tj4A .' LLl:I l11UH01 YkMI: LlS, 1.21 JLSC1a 4 C0m GY 11oMae 5PGL2L PN.7Y 18K12RS
IHE CITY OF DUBUQUE IS LISTED 45 AN ITIONAL INSURED ON GENERAL LIABILITY MUMS U51NG ISO ENDORSE-
MENT FORM CG 20 26 07 04 "ADDTTTONAI INSUkEO- DESIGNATED PERSON OR ORGANIZATION" OR 11S EQUIVILANT.
JENERAL LIABILITY POLICY I5 PRIMARY AND NON- CONTRIBUTING. FORM CG 25 04 03 97 "DESIGNATED LOCATIONS"
.;ENERAL LIABILITY AGGREGATE LIMY SHALL BE INCLUDED. COVERNMCNTAI TMMUNL4LIS INDORSEMENT I5 INCLUDED.
AIL POLICIES SHALL BE ENDORSED 1(I PROVIDE 30 DAY ADVANCE NOTICE OF CANCELLATION TD CITY OF DUBUQUE
32
INSURERS AFFORDING COVERAGE
Insurance Coupany
Autmo aeec arrne2er1TATlre
Lrn!
:J_I.U.nt._L: i 1,000.000
.1N1#^_,1_ lu
• [1 . 1I a IFM,h: AM - NI
. 1111:.01012 . , ,J711.1.117
:L NC L.LL a112 12
'ti J..6C 1`: l.11l," I.1 AL1U
"• r.11M11 1 !114:: IMI
. as:la,rt.l
.1'A11 Y /11 .1•Y
•24r Mfr.'s
1;411 1' hl .I•"
;I ,, Tt$:Mrl l
'l,Jr 1117 •:AV.L'1:
:P:� xa Jrl1
•.f11r:N Y.rA Ar
;JIM{ I.14N
„Trt ON Y
rA:•■ I r:r. .1124141.
I.i +11
/ r.. RTArlI DT11
Ifi" r.11 114
C N;I Ar.:I7r 4T
L... CEr.:A C LA1L•rI4711
E.. :ISE4SL w'J. 1 P411
2 50,000
• 5,000
• 1,000 OOD
4 2,000,,000
• 1,000,000
N.TF ptwooprrrl
OZ /24/2005
NAIL C
1,000
100,000
100,000
1. 500,000
CANCELLADIOH
SHOULD ANY OF THE ABOVE DESCRIBED POI. COTS 0" rJ.VC21 Lrn I I wt Mk
EXPIRATICII DATE THEREOF, THE I5E41148 r4SUR=R vat 1 nnuou000 NA*.
ID_ DAY YIFITTEN IOWA 10 T •F 4rrrl#rATr 1 N7 nn! ammo to •111 Ltl' 1,
icrostravoloccoaccoutikameaxousamougunixoneoucuwaseax
>aalimon ulmonciammotxxxxxxxxxx
a 4C0RD CORPORATION I98B
ACORD 26 (2701fo81
IMPORTANT
lithe Ccrtir6atc holdrs.r I ?. an AL I :UNAL INSURED Ihu pulicyfi s) re r..ki.se 1. A statement
uri 111(� ti1c�Ie daes not confer Dards to the curlifiuete 1uuhlrr in limn or LIi HAIr:rei I lertlt3 }.
If SUBROGATION 15 Y:A WED, subgect lo The teii-ta and c urrtiiUuIIS or I. t I c I -!, r.Li !din policies may
IWO.11M eit er,QX$rtirenl. F statement on :his certificate *JCS nut r-.rwi i i ei_i Ilk A. Ili. ei ltili4.aln
holder in lieu of sno' endcrsr:rrrentisj.
DISCLAIMER
1 he Uertffv.:atc of insurafl(e nn the referee aide of the firni dues not :zvtslilutc its vurittiut lrlw ii
:he tssur5g irtsurtti Cs% autt'orlFed representative or producer. and the cel l/Icel/a butte , ii vi loc^.r it
attirrt aU'rely ul negelivuly Anent!, extend or after the coverage afforded try dud ptr list.. !Nee MI ur
SPECIMEN
33
FOLIGY NUMBER. COMMERCIAL GENERAL LIABILITY
CG 2504 03 87
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
This emturaer" modifies WSJ iranoR pmrlvirtert unfits the fcltoxing:
COMMERCIAL GENERAL t IARI I ITV COVERAGE PART
SCHEDULE
Designated Locatiort(e}:
DESIGNATED LOCATION(S)
GENERAL AGGREGATE LIMIT
SPECIMEN
111 n3 crtre appears ebnve irforrnaticn required to complete this endorsement wit hr. shrnvri in the Dederations
AS anplcabte to the encorseneet.l
A. For all sums which the insu bectmrs legzrlly
3biig2ted I.+ F.say as damages caused by
"occurrences' undr, l'.OVFRAGE A (SECTION
11. and fo all rredinal expenses caused IN ace -
dents under COVERAGE C (SECTION I), whim
can be attributed only to operatrtns at a single
deargnatted "location" shown in the Scnedu o
Move:
1. A separate Desig Location General
Aggregate _wait apples to each designated
location'. and that imit et equal to the
anu+wd of the General Aggregate Lim t
shown in the Ceclaratrons
2. Tl Designated :.orations Camara Aggregate
t mist is Me must we will pay For the sum of all
damages under COVCRAGC A, except dam-
ages because of "bodily rnjt,ry Or "property
damage" rncluded it the 'products- completed
operafions hazard". and for medical expenses
under COVER4GE C regardless of Mc num-
ber or.
a. nsweds.
34
b. Claims made or 'suits' Lxut,yl t, ur
c. Persons a orgar¢a making claims
re bringing' Sulu'.
3. Any payments made under COVERAGE A
tor damages or under COVERAGE C for
medical eveises shall reduce tte Desig-
nated Location Ge'vale! Agglergate Limit for
than. designated 'location ". t uch payments
shell not reduce the Genera. fgcre•ntr. 1 u,ut
shown in rise fk.rt:.nalions nor s they re
duce any otter Designated Laca:ion Gereral
Aggregate Limit for arty ntrer desinated
'location' shown in the Schedule above.
4. The 'emits shown in the Geclarabons for Each
Occurre:r,ce. Fire Damage arid Medecal Lx-
pers t continue M apply. However nsteed of
being subject to the General Aggregate Lirrit
shover in Me Declarations, such Irnrts wet be
sua)tr,.t to the upplIabla Desig,Fred 1 of rron
Goners! Aggreyrtee I mod
B. Fui III Sum wi rre;li becomes legelty
obligated to pay as demagee caused by
'aucurrencee' under COVERAGE A :SECTION
1), and fix all medical experw,es caused hy arri-
dents under COVERAGE C (SECTION It which
cannot be attributed runty to operators at a sin
gle designated 'lacahen` shown in the Schedule
above.
1. A•ry payments made under COVERAGE A
far damages or Ander COVERAGE C =or
rnedic expenses shall *educe the amount
available under the General Aggregate Llmlt
or the Pr.xfucts- Ctx Opel trots Ag-
gregate L rnit whrriffiver is apptieaolc, and
2. Stott paynrerts shalt not reduce any Designated
Laation General Aggregate Ur r <it.
C. When coverage fur Ii slily mieuny r)L.: cf the
"products completed operztione hazard' ie pro-
viced, any payments for damages because of
"bodiy injury' or 'property damage" ncluded in
the "products completes operations hazard' will
reduce the Products- Completed Operaturu Ag-
gregate Limit and not reduce the General A
gregate Lenit no tre t)esrgnaten Locaton Gen-
eral Aggregate Limit.
D. Far the purposes of this endorsement, the Defi-
nitions Sec:ion Is arnfxtrled by the sdditon of
the falls ing de initcn:
'Location" moans premises tnvav ng tre same
or ccnrtectrng tots, or premises w cannec-
don IS Inte'ruated only b y a Treat. roadway vrd-
tenvay or right -cf -way of a railroad.
E. 1 he provisions at I rmts Cif Insurance (SECTION
1111 mat otterwise modified by this endeisernent
shall colt nue tc apply as stipulated.
SPECIMEN
35