Development Agreement with Giese Properties, L.L.C. and Giese Manufacturing Company, Inc.City of Dubuque
City Council Meeting
Consent Items # 5.
Copyrighted
May 3, 2021
ITEM TITLE: Resolution Approving the Consent to Assignment and Assumption in the
Matter of the Development Agreement by and among the City of
Dubuque, Giese Properties, L.L.C., and Giese Manufacturing Company,
I nc.
SUMMARY: City Manager recommending approval of the consent to the assignment
by the Developer, Giese Properties, L.L.C., of its rights and obligations
in the Development Agreement dated April 19, 2021, by and among the
City of Dubuque, Giese Properties, L.L.C., and Giese Manufacturing
Company, Inc., to MBMSD, LLC.
RESOLUTION Approving the assignment of the Development
Agreement by and among the City of Dubuque, Giese Properties, L.L.C.
and Giese Manufacturing Company, Inc by Giese Properties, L.L.C. to
MBMSD, LLC
SUGGESTED Suggested Disposition: Receive and File; Adopt Resolution(s)
DISPOSITION:
ATTACHMENTS:
Description
Giese Assignment of Development Agreement-MVM
Memo
Staff Memo
Resolution of Approval
Assignment of Development Agreement
Type
City Manager Memo
Staff Memo
Resolutions
Supporting Documentation
Dubuque
THE CITY OF
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TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Resolution Approving the Consent to Assignment and Assumption in the
Matter of the Development Agreement by and among the City of Dubuque,
Giese Properties, L.L.C., and Giese Manufacturing Company, Inc.
DATE: April 27, 2021
Economic Development Director Jill Connors recommends City Council approval of the
consent to the assignment by the Developer, Giese Properties, L.L.C., of its rights and
obligations in the Development Agreement dated April 19, 2021, by and among the City
of Dubuque, Giese Properties, L.L.C., and Giese Manufacturing Company, Inc., to
MBMSD, LLC.
Several members of Giese Properties, L.L.C. have created a new entity, MBMSD, LLC,
with the intent that this new company will undertake the obligations of Giese Properties,
L.L.C. in the Development Agreement. Giese Properties, L.L.C. will assign its rights
and obligations in the Development Agreement to MBMSD, LLC.
The Development Agreement requires the City's consent to the assignment of the
Development Agreement.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
v
Mic ael C. Van Milligen
MCVM:jh
Attachment
cc: Crenna Brumwell, City Attorney
Cori Burbach, Assistant City Manager
Jill M. Connors, Economic Development Director
THE CITY OF
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Masterpiece on the Mississippi
Dubuque
AII•Amerin City
NniK���i rnz: u;v�ur
2007-2012.2013
2017*2019
TO: Michael C. Van Milligen, City Manager
FROM: Jill M. Connors, Economic Development Director
Economic Development
Department
1300 Main Street
Dubuque, Iowa 52001-4763
Office (563) 589-4393
TTY (563) 690-6678
http://www.cityofdubuque.org
SUBJECT: Resolution Approving the Consent to Assignment and Assumption in the
matter of the Development Agreement by and among the City of Dubuque,
Giese Properties, L.L.C., and Giese Manufacturing Company, Inc.
DATE: April 19, 2021
INTRODUCTION
This memorandum is a request for the City Council to adopt a resolution approving the
consent to the assignment by the Developer, Giese Properties, L.L.C., of its rights and
obligations in the Development Agreement dated April 19, 2021, by and among the City
of Dubuque, Giese Properties, L.L.C., and Giese Manufacturing Company, Inc., to
MBMSD, LLC.
BACKGROUND
Giese Properties, L.L.C. and Giese Manufacturing Company, Inc. entered into a
Development Agreement with the City of Dubuque on April 19, 2021 for an approximate
$5 Million development of a 30,000 square foot manufacturing facility on 5.17 usable
acres on Chavenelle Road in Dubuque Industrial Center West. The Development
Agreement requires maintaining 49 jobs at Giese Manufacturing's current 7025
Chavenelle Road facility and the addition of another 10 full-time equivalent positions
between the new facility and the 7025 Chavenelle Road facility. The Development
Agreement includes a commitment from the City for 10 years (20 semi-annual payments)
of TIF rebates set to begin in November 2023.
DISCUSSION
Several members of Giese Properties, L.L.C. have created a new entity, MBMSD, LLC,
with the intent that this new company will undertake the obligations of Giese Properties,
L.L.C. in the Development Agreement. Giese Properties, L.L.C. will assign its rights and
obligations in the Development Agreement to MBMSD, LLC pursuant to the attached
Assignment and Assumption.
The Development Agreement requires the City's consent to the assignment of the
Development Agreement.
RECOMMENDATION/ ACTION STEP
I recommend adoption of the attached resolution approving the Consent to Assignment
and Assumption approving the assignment of the Development Agreement by Giese
Properties, L.L.C. to MBMSD, LLC.
2
Prepared by Jill Connors, Economic Development, 1300 Main St., Dubuque, IA 52001, (563) 589-4393
Return to Adrienne N. Breitfelder, City Clerk, 50 W. 13t' St., Dubuque, IA 52001, (563) 589-4100
RESOLUTION NO. 134-21
APPROVING THE ASSIGNMENT OF THE DEVELOPMENT AGREEMENT BY AND
AMONG THE CITY OF DUBUQUE, GIESE PROPERTIES, L.L.C. AND GIESE
MANUFACTURING COMPANY, INC BY GIESE PROPERTIES, L.L.C. TO MBMSD,
LLC
WHEREAS, the City Council of the City of Dubuque, Iowa on April 19, 2021,
approved a Development Agreement by and among the City of Dubuque, Giese
Properties, L.L.C. and Giese Manufacturing Company, Inc. as Developer; and
WHEREAS, pursuant to the terms of the Development Agreement, City will convey
to Developer and Developer is required to provide certain improvements to real estate
legally described as:
Lot 1 of Dubuque Industrial Center North First Addition, in the City of Dubuque,
Iowa;
71 .i
WHEREAS, Giese Properties, L.L.C. as Developer desires to assign all of its rights
and obligations under the Development Agreement to MBMSD, LLC and MBMSD, LLC
desires to accept such rights and obligation on the terms and conditions set forth in the
Assignment of Development Agreement attached hereto; and
WHEREAS, the Development Agreement requires the consent of City to an
assignment; and
WHEREAS, the City Council finds that consent to the Assignment of Development
Agreement is in the best interest of the City of Dubuque.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
04232021bal
SECTION 1. The Assignment of Development Agreement is hereby approved.
SECTION 2. The Mayor is hereby authorized and directed to execute the
Assignment of Development Agreement on behalf of the City of Dubuque.
SECTION 3. The City Clerk is authorized and directed to record this resolution and
the Assignment of Development Agreement with the Dubuque County Recorder.
Passed, approved and adopted the 31d day of May, 2021.
Attest:
a
Adrienne N. Breitfelder, C y Clerk
04232021bal
THIS ASSIGNMENT OF DEVELOPMENT AGREEMENT (Assignment), dated for
reference purposes the day of May , 2021, is made and entered into
by and between Giese Properties, L.L.C., an'lowa limited liability company (Developer)
and MBMSD, LLC, an Iowa limited liability company.
WHEREAS, the City of Dubuque (City) and Developer entered into a Development
Agreement dated April 19, 2021 (the Development Agreement); and
WHEREAS, pursuantto the terms of the Development Agreement, City will convey
to Developer and Developer is required to provide certain improvements to real estate
legally described as:
Lot 1 of Dubuque Industrial Center North First Addition, in the City of Dubuque,
Iowa;
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WHEREAS, Developer desires to assign all of its rights and obligations under the
Development Agreement to MBMSD, LLC and MBMSD, LLC desires to accept such
rights and obligation on the terms and conditions set forth in this Assignment of
Development Agreement; and
WHEREAS, the Development Agreement requires the consent of City to an
assignment; and
WHEREAS, the City Council finds that consent to the Assignment of Development
Agreement is in the best interest of City.
NOW, THEREFORE, the parties to this Assignment of Development Agreement,
in consideration of the promises, covenants and agreements made by each other, do
hereby agree as follows:
SECTION 1. ASSIGNMENT. Developer does hereby assign, transfer and convey
04232021ba1
to MBMSD, LLC each and every right and obligation of Developer in and under the
Development Agreement.
SECTION 2. ACCEPTANCE. MBMSD, LLC does hereby accept all rights and
obligations of Developer under the Development Agreement and agrees to be bound by
such agreement and to be responsible for every obligation of Developer thereunder.
SECTION 3. All references to Developer in the Development Agreement shall
hereafter mean MBMCD, LLC.
SECTION 4. MISCELLANEOUS. This Agreement is binding upon the parties
hereto and their successors and permitted assigns and shall be governed by and
construed under the laws of the state of Iowa.
arles WGiese,/President
W. Giese, Vid'4 President
State of Iowa
) SS:
County of Dubuque
On this 1'7*V% day of _Aee-, ) , 2021 before me, a Notary Public in and
for said state, personally appeared Charles H. Giese and - Thomas W. Giesejo me
known to be the person(s) named in and who executed the foregoing instrument, and
acknowledged that they executed the same as their voluntary act and deed.
FKAREN S. ROTH
Commisslon Number 767770
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My Comm, Exp.
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Notary Public in the State of Iowa
My Commission expires: 9 - '3
04232021ba1
IVIBIVISD, LLC
2�
Mark Giese, Presidept
President
State of Iowa
) ss:
County of Dubuque
On this — ;2 7 '�', day of �,er 1 1 , 2021 before me, a Notary Public in and for
said state, personally appeared Mark Giese and Stephanie Meyers , to me known to be
the person(s) named in and who executed the foregoing instrument, and acknowledged
that they executed the same as their voluntary act and deed.
E�p,�tn
Notary Public in the State of Iowa
uy My Commission expires:
CONSENT OF THE CITY OF DUBUQUE, IOWA
The City of Dubuque, Iowa does hereby consent to the foregoing Assignment of
Development Agreement and releases Giese Properties. L.L.C. from any obligations as
Developer that accrue under the terms of the Development Agreement after the date
hereof.
04232021ba1
CONSENT OF THE CITY OF DUBUQUE, IOWA
The City of Dubuque, Iowa does hereby consent to the foregoing Assignment of
Development Agreement and releases Giese Properties. L.L.C. from any obligations as
Developer that accrue under the terms of the Development Agreement after the date
hereof.
Dated this ��� day f �P_ey _, 2021.
f
Roy D. Buol, May
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
Tax Statement to:
MBMSD, LLC 2125 Kerper Boulevard
Dubuque, IA 52001
Phone: (563) 588-2023
Fax: (563) 556-8422
SPECIAL WARRANTY DEED
The City of Dubuque, Iowa, a municipal corporation of the State of Iowa (Grantor),
in consideration of the Grantee named below undertaking the obligations of the Developer
under the Development Agreement described below and the sum of Six Hundred Twenty
Thousand Four Hundred and no/100 Dollars ($620,000.00)in hand paid, and other good
and valuable consideration, and pursuant to the authority of Chapter 403, Code of Iowa,
does hereby GRANT, SELL AND CONVEY unto MBMSD, LLC, an Iowa limited liability
company (Grantee), the following described parcel(s) situated in the County of Dubuque,
State of Iowa, to wit (the Property):
Lot 1 of Dubuque Industrial Center North First Addition, in the -City of Dubuque,
Iowa
This Deed is exempt from transfer tax pursuant to Iowa Code section 428A.2(6).
This Deed is given pursuant to the authority of Resolution No. 134-21 of the City
Council of the City of Dubuque adopted the 3rd day of May, 2021, the terms and
conditions thereof, if any, having been fulfilled.
This Deed is being delivered in fulfillment of Grantor's obligations under and is
subject to all the terms, provisions, covenants, conditions and restrictions contained in
that certain Development Agreement executed by Grantor and Grantee herein, dated the
4th day of May, 2021(the Agreement), a memorandum of which was recorded on the 4th
day of May, 2021, in the records of the Recorder of Dubuque County, Iowa, Instrument
Number -
Promptly after completion of the improvements and payment in full of the Purchase
Price for the Property in accordance with the provisions of the Agreement, Grantor will
furnish Grantee with a Certificate of Completion in the form set forth in the Agreement.
Such certification by Grantor shall be, and the certification itself shall so state, a
conclusive determination of satisfaction and termination of the agreements and covenants
of the Agreement and of this Deed with respect to the obligation of Grantee, and its
successors and assigns, to construct improvements and the dates for the beginning and
completion thereof and pay the Purchase Price for the Property, it being the intention of
the parties that upon the granting and filing of the Certificate of Completion that all
restrictions, re -vesting of title, and reservations of title contained in this Deed be forever
released and terminated and that any remaining obligations of Grantee pursuant to the
Agreement shall be personal only.
All certifications provided for herein shall be in such form as will enable them to be
recorded with the County Recorder of Dubuque, Iowa. If Grantor shall refuse or fail to
provide any such certification in accordance with the provisions of the Agreement and this
Deed, Grantor shall, within twenty days after written request by Grantee, provide Grantee
with a written statement indicating in adequate detail in what respects Grantee has failed
to complete the improvements in accordance with the provisions of the Agreement or is
otherwise in default, and what measures or acts will be necessary, in the opinion of
Grantor, for Grantee to take or perform in order to obtain such certification.
In the event that an Event of Default occurs under the Agreement and Grantee
herein shall fail to cure such default within the period and in the manner stated in the
Agreement, then Grantor shall have the right to re-enter and take possession of the
Property and to terminate and re -vest in Grantor the estate conveyed by this Deed to
Grantee, its assigns and successors in interest, in accordance with the terms of the
Agreement.
None of the provisions of the Agreement shall be deemed merged in, affected or
impaired by this Deed.
Grantor hereby covenants to warrant and defend the said premises against the
lawful claims of all persons whomsoever claiming by, through and under it.
Dated this 4th of May, 2021 at Dubuque, Iowa.
Attest:
By: d/
Adrienne N. Breitfelder, City Clerk
STATE OF IOWA
COUNTY OF DUBUQUE
CITY OF DUROQUE IOWA
By: 7'�' I , &�'/
Roy D. ol, Mayor
SS
On this 4th day of May , 2021, before me a Notary Public in and for said County,
personally appeared Roy D. Buol and Adrienne N. Breitfelder to me personally known,
who being duly sworn, did say that they are the Mayor and City Clerk, respectively of the
City of Dubuque, Iowa, a Municipal Corporation, created and existing under the laws of
the State of Iowa, and that the seal affixed to the foregoing 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.
airnis ion Number 719N6
4v Commission Expires
Notary Public in and for Dubuque County, Iowa
Doc ID: 010932660002 Type: GEN
Kind: AGREEMENT
Recorded: 03/29/2022 at 11:57:37 AM
Fee Amt: $12.00 Pape 1 of 2
Dubuque County Iowa
John Murphy Recorder
File2022-00004032
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
MBMSD, LLC, and GIESE MANUFACTURING COMPANY, INC.
was made regarding the following described premises:
Lot 1 of Dubuque Industrial Center North First Addition, in the City of Dubuque, Iowa
The Development Agreement is dated for reference purposes the 4th day of May,
2021, 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 16th day of March, 2022.
CITY OF DUBVQI)E, IOWA
Bar4,A. Lindahl, Esq., Senior Counsel
U�
®pgQ City Clerk
STATE OF IOWA
: ss:
DUBUQUE COUNTY
On this 16th day of March, 2022, before me, a Notary Public in and for the State of Iowa,
in and for said county, personally appeared Barry A. Lindahl, , to me personally known,
who being by me duly sworn did say that he is Senior Counsel of the City of Dubuque, a
Municipal Corporation, created and existing under the laws of the State of Iowa and that
said instrument was signed on behalf of said Municipal corporation by authority and
resolution of its City Council and said Senior Counsel acknowledged said instrument to
be the free act and deed of said Municipal Corporation by it voluntarily executed.
an, I
,�% L * .iONI LYN M®IMGER
No Public, State of low ; Commbelon Number 832198
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