Vision Iowa River Enhancement Community Attraction and Tourism Program Grant Application_TabledTHE CITY OF
DUB
Masterpiece on the
BARRY LIND
CITY ATTORNEY
To:
DATE:
RE:
ssissippi
Mayor oy D. Buol and
Members of the City Council
July 23, 2010
MEMORANDUM
Vision Iowa: River Enhancement Community Attraction and Tourism
Program Grant Agreement by and among the Vision Iowa Board,
Dubuque County Historical Society and the City of Dubuque
Attached is the proposed River Enhancement Community Attraction and Tourism
Program Grant Agreement by and among the Vision Iowa Board, Dubuque County
Historical Society and the City of Dubuque for One Million, Two Hundred Thirty
Thousand Dollars ($1,230,000.00) for funding the construction of the Mississippi Plaza
located the National Mississippi River Museum and Aquarium and the Great River
Center. The total project value is estimated to be Five Million, Eight Hundred Fifty Eight
Thousand, One Hundred Fifty Three Dollars ($5,858,153.00).
Dubuque County Historical Society and the City are considered the "Recipient" for all
purposes of this grant agreement. The obligations of the two parties are therefore joint
and several.
The Grant Agreement provides certain conditions for the disbursement and use of the
grant award funds, and requires appropriate records and accounting. In the event of a
default by the Recipient, the Vision Iowa Board has the right to terminate the agreement
and require the repayment of the full amount of funds disbursed plus interest from the
Recipient.
I have reviewed the Grant Agreement and find that it is acceptable in form. I would
recommend that the City Council adopt the attached resolution authorizing the
execution and delivery by the City of the Grant Agreement and such other documents
as the Vision Iowa Board may reasonably request and specifying the City Manager as
authorized to execute the agreement and such other documents that are necessary to
bind the City.
BAL:tls
Enclosure
cc: Michael C. Van Milligen, City Manager
Cindy Steinhauser, Assistant City Manager
F: \USERS \tsteckle \Lindahl \Vision Iowa\ MayorCouncil_ RiverEnhancementCommunityAttraction& TourismProgramGrantAgreement _072310.doc
OFFICE OF THE CITY ATTORNEY DUBUQUE, IOWA
SUITE 330, HARBOR VIEW PLACE, 300 MAIN STREET DUBUQUE, IA 52001 -6944
TELEPHONE (563) 583 -4113 / FAx (563) 583 -1040 / EMwIL balesq @cityofdubuque.org
Preparer: Barry A. Lindahl, Esq. Suite 330, Harbor View Place, 300 Main Street, Dubuque, IA 52001 (563) 583 -4113
RESOLUTION NO. -10
APPROVING THE RIVER ENHANCEMENT COMMUNITY ATTRACTION AND
TOURISM PROGRAM GRANT AGREEMENT BY AND AMONG THE VISION IOWA
BOARD, DUBUQUE COUNTY HISTORICAL SOCIETY AND THE CITY OF
DUBUQUE
WHEREAS, the River Enhancement Community Attraction and Tourism
(RECAT) Program was established by the Iowa Legislature and the Governor of Iowa to
support community projects that build on Iowa's unique assets and values and expand
the recreational, cultural, educational, and entertainment opportunities that relate to,
connect with and enhance rivers., lakes, and. river corridors in Iowa; and
WHEREAS, the Dubuque County Historical Society and the City of Dubuque
submitted an application to the Vision Iowa Board requesting RECAT assistance to help
finance the Mississippi Plaza Project; and
WHEREAS, the Vision Iowa Board found the Project to meet the requirements
established for participation in the RECAT Program; and
WHEREAS, the Board, on December 9, 2009, unanimously voted to award a
grant of One Million, Two Hundred Thirty Thousand Dollars ($1,230,000) to assist in
funding the Project, subject to the terms and conditions of the the River Enhancement
Community Attraction and Tourism Program Grant Agreement attached hereto; and
WHEREAS, the City Council has determined that execution of the Grant
Agreement is in the best interests of the City of Dubuque.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. The River Enhancement Community Attraction and Tourism Program
Grant Agreement is hereby approved.
Section 2. The City Manager is hereby authorized to execute the Grant
Agreement and such other documents as are necessary to bind the City and to deliver
the grant agreement and such other documents as the Vision Iowa Board or the Board's
legal counsel may reasonably request.
Passed, approved and adopted this day of , 2010.
Attest:
Jeanne F. Schneider, City Clerk
Roy D. 13 ol, Mayor
F: \USERS\tsteckle \Lindahl \Vision Iowa\ ResolutionApprovingRiverEnhancementCommunityAttraction& TourismProgramGrantAgreement _072310.doc
VISION
IOWA
RIVER ENHANCEMENT COMMUNITY ATTRACTION AND TOURISM PROGRAM
(RECAT) GRANT AGREEMENT
RECIPIENT: Dubuque County Historical Society and City of Dubuque
RECAT NUMBER: 10 -RECAT -002
EFFECTIVE DATE: January 13, 2010
PROJECT NAME: Mississippi Plaza & Riverfront Marina
TOTAL GRANT AMOUNT: $1,230,000
PROJECT COMPLETION DATE: December 31, 2012
This RIVER ENHANCEMENT COMMUNITY ATTRACTION AND TOURISM ( "RECAT ")
GRANT AGREEMENT is made by and between the Vision Iowa Board ( "Board" or " Vision Iowa "), and the
Dubuque County Historical Society and City of Dubuque ( "Recipient ").
WHEREAS, the River Enhancement Community Attraction and Tourism (RECAT) Program was
established by the Iowa Legislature and the Governor of Iowa to support community projects that build on Iowa's
unique assets and values and expand the recreational, cultural, educational, and entertainment opportunities that
relate to, connect with and enhance rivers, lakes, and river corridors in Iowa.
WHEREAS, Recipient submitted an application to the Vision Iowa Board requesting RECAT assistance
to help finance the Project.
WHEREAS, the Vision Iowa Board found the Project to meet the requirements established for
participation in the RECAT Program.
WHEREAS, the Board, on December 9, 2009, unanimously voted to award a grant of One Million, Two
Hundred Thirty Thousand Dollars ($1,230,000) to Recipient to assist in funding the Project, subject to the terms
and conditions herein.
NOW THEREFORE, in consideration of the mutual promises contained in this Agreement and intending
to be legally bound, the Vision Iowa Board,, Recipient agree to the following terms of this grant:
ARTICLE 1
DEFINITIONS
As used in this Agreement, the following terms shall apply:
1.1 AGREEMENT EXPIRATION DATE "Agreement Expiration Date" means the date this Agreement
ceases to be in force and effect. The Agreement expires upon the occurrence of one of the following: a) this
Agreement is terminated by the Board pursuant to Article 8; b) no disbursement of RECAT funds has occurred
within the twelve (12) months immediately following the Effective Date; or c) through the Project Completion
Date, a reasonable period of time after the Period Completion Date during which IDED will conduct closeout
RECAT Grant Agreement
Format approved 2/10
RECAT Agreement Number: 10 -RECAT -002, Dubuque County Historical Society and City of Dubuque
procedures, and until IDED has provided Recipient with written notice of final closeout of this Agreement.
1.2 EFFECTIVE DATE "Effective Date" means the date stated above on which the terms of this
Agreement become in force and effect.
1.3 GRANT "Grant" means an award of assistance, with the fulfillment of the conditions of the award,
where repayment of funds is not required.
1.4 GRANT AGREEMENT or AGREEMENT "Grant Agreement" or "Agreement" means this
document, the Project budget and all of the notes, leases, assignments, mortgages, and similar documents referred
to in this document and all other instruments or documents executed by the Recipient or otherwise required in
connection with this grant award.
1.5 PROJECT "Project" means the detailed description of the work, services, and other obligations to be
performed or accomplished by the Recipient as described in this Agreement, Exhibit C - Program Description and
Budget, and the RECAT Application as approved by the Board (Exhibit A).
1.6 PROJECT COMPLETION DATE "Project Completion Date" means December 31, 2012, which is
the date by which the Project tasks shall have been fully accomplished.
ARTICLE 2
IDENTITY OF THE PARTIES
2.1 The Vision Iowa Board is a public instrumentality of the State of Iowa that was legislatively created
to organize, establish, oversee and approve the administration of the Vision Iowa Program and the River
Enhancement Community Attraction and Tourism Program. Iowa Code chapter 15F authorizes the Board and its
programs. The Board's address is 200 East Grand Avenue, Des Moines, IA 50309.
2.2 The Dubuque County Historical Society is an Iowa non - profit corporation located at 350 East Third
Street, Dubuque, Iowa 52001 -2302. City of Dubuque is an Iowa municipality located at 50 West 13 Street,
Dubuque, Iowa 52001 -4864.
ARTICLE 3
FUNDING
3.1 FUNDING SOURCE The source of funding for the award is funds legally available to the Board in
the River Enhancement Community Attraction and Tourism Fund established pursuant to Iowa Code section
15F.205 (2009). The funds of the State of Iowa, other than those of the River Enhancement Community
Attraction and Tourism Fund, are not obligated or available to meet any obligations of the Board created by this
Agreement, and this Agreement shall not constitute an obligation or debt of the Board or the State except to the
extent expressly described herein from funds on hand legally available for such purposes.
3.2 RECEIPT OF FUNDS All payments under this Agreement are subject to possession by the Board of
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RECAT Grant agreement
RECAT Agreement Number: 10 -RECAT -002, Dubuque County Historical Society and City of Dubuque
sufficient funds for the River Enhancement Community Attraction and Tourism Program. Any termination,
reduction or delay of River Enhancement Community Attraction and Tourism funds to the Board may, in the
Board's sole discretion, result in the termination, reduction or delay of River Enhancement Community Attraction
and Tourism funds to the Recipient.
ARTICLE 4
TERMS OF GRANT
4.1 GRANT The Board shall make a Grant in the amount first stated herein to the Recipient to assist in
financing the Project, all subject to the terms and conditions of this Agreement. A copy of Recipient's Application
describing the Project is an integral part of this Agreement and marked as Exhibit A. Due to its size Exhibit A will
not be attached to this Agreement, but will be kept on file at the Iowa Department of Economic Development.
4.2 MAXIMUM PAYMENTS It is expressly understood and agreed that the maximum amounts to be
paid to the Recipient by the Board for Project activities shall conform to the budget as presented in Agreement
Exhibit C - Program Description and Budget. It is further understood and agreed that the total of all payments to
the Recipient by the Board for Project activities shall not exceed the Award Amount unless modified by written
amendment of this Agreement.
4.3 USE OF FUNDS The Recipients hereby agree to construct and operate the Project as described in its
RECAT Application Exhibit A, as approved by the Board, and Exhibit C, Project Description and Budget.
Recipient shall maintain the Project in accordance with the representations in Exhibits A and C during the term of
this Agreement. The Recipients shall allow the Board, its internal or external auditors, the Iowa Department of
Economic Development, the Auditor of the State of Iowa, the Treasurer of the State of Iowa, the Attorney General
of the State of Iowa or the Iowa Division of Criminal Investigations to inspect the Project facilities at all
reasonable times in order to monitor and evaluate performance with Iowa law and the terms of this Agreement.
4.4 ACCOUNTING RECORDS; ACCESS TO RECORDS The Recipient is required to maintain its
books, records and all other evidence pertaining to this Agreement in accordance with generally accepted
accounting principles and such other procedures specified by the Board. Records to verify compliance with the
terms of this Agreement shall be available at all times and made available to the Board and its designees at places
and times designated by the Board. These records shall be available to the Board, its internal or external auditors,
the Iowa Department of Economic Development, the Auditor of the State of Iowa, the Treasurer of the State of
Iowa, the Attorney General of the State of Iowa and the Iowa Division of Criminal Investigations at all times
during the Agreement's duration and any extension thereof, and for three (3) full years from the Agreement
Expiration Date.
4.5 DOCUMENTATION Within 10 days of its receipt of a written request from the Board, the Recipient
shall deliver to the Board, upon request, (i) copies of all agreements or documents relating to the Project, (ii)
copies of all invoices, receipts, statements or vouchers relating to the Project, (iii) a list of all unpaid bills for labor
and materials in connection with the Project, (iv) budgets and revisions showing estimated Project costs and funds
required at any given time to complete and pay for the Project.
4.6 COST VARIATION In the event that the total Project cost is less than the amount specified in the
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RECAT Grant agreement
RECAT Agreement Number: 10 -RECAT -002, Dubuque County Historical Society and City of Dubuque
Agreement, Exhibit C, Program Description and Budget, the RECAT participation shall be reduced by the same
ratio as the RECAT funds to the total amount spent to complete the Project. Any disbursed excess above the
reduced RECAT participation amount shall be returned immediately to the Board.
Example:
If the total amount spent to complete the project is less that the total project cost specified in
Exhibit C of the RECAT Agreement, the percentage of the RECAT Award as it relates to the total
amount spent to complete the project is calculated. This percentage is then taken times the
original amount of the RECAT Award, and the resulting amount is what must be returned.
Funded numbers from Exhibit C of the RECAT Agreement
• The funded project had a total project cost listed in Exhibit C of $1,000,000
• The funded project had a total RECAT allocation listed in Exhibit C of $200,000
• The funded project had a total local contribution listed in Exhibit C of $800,000
Completed project numbers
• The project, when completed had a total cost of $900,000
Calculation of the amount to be returned
• The RECAT award ($200,000) is 22.22% of the completed project total ($900,000)
• $44,440 (22.22 %) of the RECAT award ($200,000) listed in Exhibit C must be returned to the
Board
4.7 PRIOR COSTS No expenditures made prior to the Effective Date may be included as Project costs
for the purposes of this Agreement.
4.8 DISBURSEMENT OF LESS THAN THE TOTAL AWARD AMOUNT If substantial progress
toward work activities as specified in the Agreement, Exhibit C - Program Description and Budget, has not been
made within one hundred eighty (180) days of the Effective Date of this Agreement, then the Board shall be under
no obligation for further disbursement. The Recipient shall be obligated to the extent of award proceeds received
prior to that date.
4.9 CONVEYANCE OF PROJECT PROPERTY For the duration of this Agreement and for a period
of three (3) years from the Project Completion Date, the Recipient shall not sell, transfer, convey, assign,
encumber or otherwise dispose of all or any portion of the Project property as described in Exhibit A, without the
written permission of the Board, which permission may be withheld in the sole discretion of the Board.
Should the Board grant permission to the Recipient to sell, transfer, convey, assign, encumber or
otherwise dispose of any Project property, the Recipient shall repay the full amount of the grant award plus a pro -
rata share of the profits realized by the sale of the Project property. The RECAT Program shall be entitled to a
percentage of the profit realized on any sale of Project property. The percentage of profit to be allocated to the
Vision Iowa Board shall be commensurate with the financial assistance contributed to the Project by the Board.
Provided, however, that the Board may waive its right to reimbursement, in whole or in part, if the Board
determines, in its sole discretion, that the .public interest would best be served thereby.
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RECAT Grant agreement
RECAT Agreement Number: 10 -RECAT -002, Dubuque County Historical Society and City of Dubuque
ARTICLE 5
CONDITIONS TO DISBURSEMENT AND DISBURSEMENT OF FUNDS
5.1 CONDITIONS TO DISBURSEMENT. The following conditions shall be met before the Board
disburses funds to Recipient:
(a) AGREEMENT EXECUTED This Grant Agreement shall have been properly executed and returned
to the Board within forty-five (45) days of the Board's transmittal of the final Agreement to Recipient.
(b) BINDING FINANCIAL COMMITMENTS Recipient shall obtain, to the satisfaction of the Board,
all other legally binding financial commitments necessary to complete the Project. Failure to secure and submit
documentation of such commitments to the Board within ninety (90) days of the Effective Date of this Agreement
shall be grounds for termination of this Agreement.
i. The project will contain all components originally proposed in the application.
ii. The award is contingent on completed fundraising within 90 days of the award date.
iii. The award shall be made pursuant to contingencies outlined in a contract approved by all
parties.
(c) SUBMISSION OF RECIPIENT DOCUMENTATION Prior to making any payment on the Grant,
Recipient shall have submitted the following documents to the Board:
For the City of Dubuque:
(i) A resolution of the City Council authorizing the execution and delivery by the City of this
Agreement and such other documents as the Board or the Board's legal counsel may reasonably
request, and specifying the officer(s) authorized to execute the Agreement and such other documents
that are necessary to bind the City.
(ii) Evidence, acceptable to the Board or the Board's legal counsel, of all other funding sources that
have been committed to this Project.
(iii) Complete / submit form "W -9, Request for taxpayer identification number and certification."
For Dubuque County Historical Society:
(i) Certified copies of Recipient's Articles of Incorporation and By -Laws.
(ii) A Certificate of Incumbency naming the Recipient's current officers and directors.
(iii) A Resolution of the Recipient's Board of Directors authorizing the execution and delivery by the
Recipient of this Agreement and such other papers as the Vision Iowa Board or the Vision Iowa
Board's legal counsel may reasonably request; and specifying the officer(s) authorized to execute
the Agreement and such other documents that are necessary on Recipient's behalf.
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RECAT Grant agreement
RECAT Agreement Number: 10 -RECAT -002, Dubuque County Historical Society and City of Dubuque
(iv) Documentation of satisfactory credit history of Recipient with no outstanding judgments or
unsatisfied liens.
(v) A certificate of good standing issued by the Iowa Secretary of State confirming that the Recipient
is an Iowa nonprofit corporation in good standing.
(vi) Documentation satisfactory to the Board confirming Recipient's non - profit status.
(vii) Evidence, acceptable to the Vision Iowa Board or the Vision Iowa Board's legal counsel, of all
other funding sources that have been committed to this Project.
(viii) Complete / submit form "W -9, Request for taxpayer identification number and certification.
5.2 (a) DISBURSEMENT OF FUNDS
All disbursements of proceeds shall be subject to receipt by the Board of requests for disbursement
submitted by the Recipient. Requests for disbursement shall be in form and content acceptable to the Board.
Recipient or their designee shall request disbursement by submitting the request form provided by the
Board (as the same may be modified from time to time by the Board) to the Board or its designee itemizing
Recipient's total actual allowable expenses, if any. Expenses shall be documented in a manner acceptable to the
Board or its designee.
The Board or its designee will review the request and, if acceptable to the Board or its designee, will
make the appropriate disbursement from the River Enhancement Community Attraction and Tourism Fund.
The disbursement authorized by the Board or its designee will be limited to a pro -rata portion of the
Recipient's allowable expenses for the relevant period.
Recipients shall notify the Board within thirty (30) days if the estimated value of the Project changes
by more than five percent (5 %). Upon notice of change in the estimated value of the Project, the Board may
exercise its discretion to adjust the disbursement ratio accordingly.
(b) METHOD OF PAYMENT Prior to disbursement, the Recipient shall specify the account to receive
the funds. River Enhancement Community Attraction and Tourism Grant Funds shall be maintained in a
segregated account and shall not be commingled with other funds.
(c) SUSPENSION OF DISBURSEMENT Upon the occurrence of an event of default (as defined in this
Agreement) by the Recipient, the Board or its designee may suspend payments to the Recipient until such time as
the default has been cured to the Board's satisfaction. Notwithstanding anything to the contrary in this
Agreement, upon a termination of this Agreement on account of an event of default by the Recipient, Recipient
will no longer have the right to receive any disbursements after the effective date of default.
(d) INVESTMENT OF GRANT FUNDS In the event that the grant funds are not immediately utilized,
temporarily idle grant funds held by the Recipient may be invested provided such investments shall be in
accordance with State law, including but not limited to the provisions of Iowa Code chapter 12C concerning the
deposit of public funds. Interest accrued on temporarily idle grant funds held by the Recipient shall be credited to
and expended on the Project prior to the expenditure of other grant proceeds.
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RECAT Grant agreement
RECAT Agreement Number: 10 -RECAT -002, Dubuque County Historical Society and City of Dubuque
All proceeds remaining, including accrued interest, after all allowable Project costs have been paid or
obligated shall be returned to the Board within thirty (30) days after the Project Completion Date. Within ten (10)
days of receipt of a written request from the Board, Recipient shall inform the Board in writing of the amount of
unexpended grant funds in the Recipient's possession or under the Recipient's control, whether in the form of cash
on hand, investments, or otherwise.
ARTICLE 6
REPRESENTATIONS AND WARRANTIES OF RECIPIENT
To induce the Board to make the Award referred to in this Agreement, the Recipient represents, covenants, and
warrants that:
6.1 AUTHORITY The Recipient is duly organized and validly existing under the laws of the State and is
in good standing, and has complied with all applicable laws of the State of Iowa. The Recipient is duly authorized
and empowered to execute and deliver this Agreement. All action on the part of the Recipient, such as appropriate
resolution of their governing body for the execution and delivery of the Agreement, has been effectively taken.
6.2 FINANCIAL INFORMATION All financial statements and related materials concerning the
Recipient and the Project provided to the Board are true and correct in all material respects and completely and
accurately represent the subject matter thereof as of the effective date of the statements and related materials, and
no material adverse change has occurred since that date.
6.3 APPLICATION The contents of the RECAT Application submitted by the Recipient to the Board
for RECAT funding is a complete and accurate representation of the Recipient and the Project as of the date of
submission and there has been no material adverse change in the organization, operation, Recipient prospects,
fixed properties, key personnel or Project plan of the Recipient since the date the Recipient submitted the RECAT
Application to the Board.
6.4 CLAIMS AND PROCEEDINGS There are no actions, lawsuits or proceedings pending or, to the
knowledge of the Recipient, threatened against the Recipient affecting in any manner whatsoever their right to
execute the Agreement or the ability of the Recipient to make the payments required under the Agreement, or to
otherwise comply with the obligations of the Recipient contained under the Agreement. There are no actions,
lawsuits or proceedings at law or in equity, or before any governmental or administrative authority pending or, to
the knowledge of the Recipient, threatened against or affecting the Recipient or the Project.
6.5 EFFECTIVE DATE The covenants, warranties and representations of this Article are made as of the
date of this Agreement and shall be deemed to be renewed and restated by the Recipient at the time of each
advance or request for disbursement of funds.
6.6 PROJECT VALUE Based on all information known or that should be known by the Recipients the
estimated value of the Project is Five Million, Eight Hundred Fifty -eight Thousand, One Hundred Fifty-three
Dollars ($5,858,153). Recipient shall notify the Board within thirty days (30) if the estimated value of the Project
changes by more than five percent (5 %).
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RECAT Grant agreement
RECAT Agreement Number: 10 -RECAT -002, Dubuque County Historical Society and City of Dubuque
ARTICLE 7
COVENANTS OF RECIPIENT
7.1 AFFIRMATIVE COVENANTS. Until the terms of this Agreement are fulfilled, the Recipient
covenants to the Board that:
(a) COMPLETE PROJECT BY PROJECT COMPLETION DATE; OPERATION AND
MAINTENANCE The Recipient shall complete the Project by the Project Completion Date. For the purposes of
this section "complete" means the Project is fully constructed and operational at a level acceptable to the Board.
For the duration of this Agreement, the Recipient shall operate and maintain the Project facilities at a level
acceptable to the Board.
(b) ACCOUNTING RECORDS; ACCESS TO RECORDS The Recipient is required to maintain its
books, records and all other evidence pertaining to this Agreement in accordance with generally accepted
accounting principles and such other procedures specified by the Board. Records to verify compliance with the
terms of this Agreement shall be available at all times and made available to the Board and its designees at places
and times designated by the Board. These records shall be available to the Board, its internal or external auditors,
the Iowa Department of Economic Development, the Auditor of the State of Iowa, the Treasurer of the State of
Iowa, the Attorney General of the State of Iowa and the Iowa Division of Criminal Investigations at all times
during the Agreement's duration and any extension thereof, and for three (3) full years from the Agreement
Expiration Date.
(c) DOCUMENTATION Within 10 days of its receipt of a written request from the Board, the Recipient
shall deliver to the Board, upon request, (i) copies of all agreements or documents relating to the Project, (ii)
copies of all invoices, receipts, statements or vouchers relating to the Project, (iii) a list of all unpaid bills for labor
and materials in connection with the Project, (iv) budgets and revisions showing estimated Project costs and funds
required at any given time to complete and pay for the Project.
(d) NOTICE OF PROCEEDINGS The Recipient shall promptly notify Board of the initiation of any
claims, lawsuits, bankruptcy proceedings or other proceedings brought against the Recipient which would
adversely impact the Project.
(e) REPORTS The Recipient shall prepare, sign and submit the requests and reports as specified below
in the form and content specified by the Board. The Recipient shall review all reimbursement requests and verify
that claimed expenditures are allowable costs. The Recipient shall maintain documentation adequate to support
the claimed costs.
(i) Recipient shall submit its annual audited financial statements. If required by the Board,
Recipient shall submit more frequent financial statements such as an income, expense, and retained
earnings statement covering the period having elapsed from the date of the last prior submission and a
balance sheet which is not more than thirty (30) days old. Year -end statements must be certified by a
Certified Public Accountant (CPA) and must be received by the Board within two hundred seventy (270)
days following the Recipient's fiscal year end.
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RECAT Grant agreement
RECAT Agreement Number: 10 -RECAT -002, Dubuque County Historical Society and City of Dubuque
(ii) Recipient shall submit to the Board Final Performance, and Audit Reports within sixty (60)
days after the date on which the Project is first permanently open to the public.
The Board reserves the right to require more frequent submission of any of the above reports if, in the opinion of
the Board, more frequent submissions would help improve the Recipient's Project performance.
(f) NOTICE OF RECIPIENT CHANGES The Recipient shall provide prompt advance notice to the
Board of any proposed change in the Recipient's ownership, structure, or control that would materially affect the
Project.
(g) NOTICE OF MEETINGS The Recipient shall notify the Board at least ten (10) working days in
advance of all meetings of its governing body at which the subject matter of this Agreement or Project is proposed
to be discussed. The Recipient shall provide the Board with copies of the agenda and minutes of such meetings
and expressly agrees that a representative of the Board has a right to attend any and all such meetings for the
purposes of the discussion of this Project.
(h) INDEMNIFICATION The Recipient shall indemnify, defend and hold harmless the Board, the State
of Iowa, its departments, divisions, agencies ,.sections,.commissions, officers, employees and agents from and
against all losses, liabilities, penalties, fines, damages and claims (including taxes), and all related costs and
expenses (including reasonable attorneys' fees and disbursements and costs of investigation, litigation, settlement,
judgments, interest and penalties), arising from or in connection with any of the following:
(i)
Any claim, demand, action, citation or legal proceeding arising out of or resulting from
the Project;
(ii) Any claim, demand, action, citation or legal proceeding arising out of or resulting from a
breach by the Recipients of any representation or warranty made by the Recipient in the
Agreement;
(iii) Any claim, demand, action, citation or legal proceeding arising out of or related to
occurrences that the Recipient is required to insure against as provided for in.this
Agreement; and
(iv) Any claim, demand, action, citation or legal proceeding which results from an act or
omission of the Recipient or any of their agents in its or their capacity as an employer of
a person.
(i) PROJECT FEES. The Recipient shall promptly pay all appraisal, survey, recording, title, license,
permit and other fees and expenses incurred incident to the project funded by this Agreement.
(j) INTEREST AND SURPLUS PROCEEDS. The Recipient shall return all unexpended Grant
proceeds and interest accrued on Grant proceeds to the Board within thirty (30) days after the Project Completion
Date.
7.2 NEGATIVE COVENANTS. Throughout the terms of this Agreement, the Recipient shall not,
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RECAT Grant agreement
RECAT Agreement Number: 10 -RECAT -002, Dubuque County Historical Society and City of Dubuque
without prior written disclosure to the Board and prior written consent of the Board (unless Board prior approval
is expressly waived below), directly or indirectly:
(a) RECIPIENT'S INTEREST Assign, waive or transfer any of Recipient's rights, powers, duties or
obligations under this Agreement.
(b) PROPERTY /COLLATERAL Sell, transfer, convey, assign, encumber or otherwise dispose of any
of the real property or the Project.
(c) RESTRICTIONS Place or permit any restrictions, covenants or any similar limitations on the real
property or the Project.
(d) REMOVAL OF PROJECT PROPERTY Remove from the Project site or the State all or any part
of the Project property.
(e) RECIPIENT OWNERSHIP Materially change in the ownership, structure, or control of the
Recipient affecting the Project, including but not limited to, entering into any merger or consolidation with any
person, firm or corporation or permitting substantial distribution, liquidation or other disposal of Recipient assets
directly associated with the Project. Changes in the Recipient's ownership, structure or control which do not
materially affect the Project shall require forty-five (45) days prior written notice of the Board, but not written
consent of, the Board. The materiality of the change and whether or not the change affects the Project shall be
determined by the Board.
(f) RECIPIENT OPERATION Materially change the scope or use of the Project or the nature of the
business and activities being conducted, or proposed to be conducted by Recipient, as described in the Recipient's
approved application for RECAT funding, Exhibit A of this Agreement, unless approved in writing by the Board
prior to the change.
(g) PROGRAM INCOME Retain program income from the Project except as permitted in the
Implementation Plan submitted by the Recipient and approved by the Board.
ARTICLE 8
DEFAULT; REMEDIES; AND TERMINATION
8.1 NOTICE OF EVENT(S) OF DEFAULT The Recipient shall promptly notify the Board upon
becoming aware of an actual or imminent Event of Default by Recipient.
8.2 EVENT(S) OF DEFAULT Each of the following shall constitute an Event of Default under this
Agreement:
(a) MATERIAL MISREPRESENTATION If at any time any representation, warranty or statement
made or furnished to the Board by, or on behalf of, the Recipient in connection with this Agreement or to induce
the Board to make a Grant to the Recipient on behalf of the Recipient shall be determined by the Board to be
incorrect, false, misleading or erroneous in any material respect when made or furnished and shall not have been
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RECAT Grant agreement
RECAT Agreement Number: 10 -RECAT -002, Dubuque County Historical Society and City of Dubuque
remedied to the Board's satisfaction within thirty (30) days after written notice by the Board is given to the
Recipient.
(b) NONCOMPLIANCE If there is a failure by the Recipient to comply with any of the covenants, terms
or conditions contained in this Agreement or documents executed pursuant to this Agreement.
(c) FAILURE TO COMPLETE PROJECT If the Project, in the sole judgment of the Board, is not
completed on or before the Project Completion Date. For the purposes of this section, "completed" means the
Project is fully constructed and operational.
(d) FAILURE TO OPERATE AND MAINTAIN If the Recipient fails to operate and maintain the
Project facilities for the duration of this Agreement.
(e) RECIPIENT CHANGES If there is a material change in the Recipient's ownership, structure, or
control that occurs without the prior written disclosure to and if required, written permission of the Board.
(f) MISSPENDING If the Recipient expends Loan/Forgivable Loan or Grant proceeds for purposes not
described in the RECAT Application, as approved by Board, Exhibit A, and Exhibit C, Program Description and
Budget.
(g) INSOLVENCY OR BANKRUPTCY If the Recipient becomes insolvent or bankrupt, or admits in
writing its inability to pay its debts as they mature, or makes an assignment for the benefit of creditors, or the
Recipient applies for or consents to the appointment of a trustee or receiver for the Recipient or for the major part
of its property; or if a trustee or receiver is appointed for the Recipient or for all or a substantial part of the assets
of the Recipient and the order of such appointment is not discharged, vacated or stayed within sixty (60) days
after such appointment; or if bankruptcy, reorganization, arrangement, insolvency, or liquidation proceedings or
other proceedings for relief under any bankruptcy or similar law or laws for the relief of debtors, are instituted by
or against the Recipient and, if instituted against the Recipient , is consented to, or, if contested by the Recipient is
not dismissed by the adverse parties or by an order, decree or judgment within sixty (60) days after such
institution.
(h) INSURANCE If loss, theft, damage or destruction of any substantial portion of the Project property
occurs for which there is either no insurance coverage or for which, in the opinion of the Board, there is
insufficient insurance coverage.
(i) INSECURITY If the Board shall deem itself insecure in good faith and reasonably believes, after
consideration of all the facts and circumstances then existing, that the prospect of payment and satisfaction of the
obligations under this Agreement, or the performance of or observance of the covenants in this Agreement, or the
value of its collateral is or will be materially impaired.
(j) CONVEYANCE OF RESPONSIBILITIES If Recipient assigns, waives or transfers any of
Recipient's rights, powers, duties or obligations under this Agreement, without written permission of the Board.
(k) CONVEYANCE OF PROPERTY If Recipient sells, transfers, conveys, assigns, encumbers or
otherwise dispose of any real property of the Project without written permission of the Board.
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RECAT Grant agreement
RECAT Agreement Number: 10 -RECAT -002, Dubuque County Historical Society and City of Dubuque
8.4 NOTICE OF DEFAULT The Board shall issue a written notice of default providing therein a thirty
(30) day period in which the Recipient shall have an opportunity to cure, provided that cure is possible and
feasible.
8.5 REMEDIES UPON DEFAULT Upon the happening of any Event of Default, the Board shall have
the right to terminate this Agreement and to require immediate repayment of the full amount of funds disbursed to
the Recipient under this Agreement plus interest at the rate of ten percent (10 %) per annum without presentment,
demand, protest, notice of protest, notice of intention to accelerate or other notice of any kind, all of which are
expressly waived by the Recipient.
8.6 TERMINATION FOR CONVENIENCE In addition to termination due to an Event of Default or
nonappropriation of RECAT funds, this Agreement may be terminated in whole, or in part, when the Board and
the Recipient agree that the continuation of the Project would not produce beneficial results commensurate with
the future disbursement of funds.
8.7 PROCEDURE UPON TERMINATION If this Agreement is terminated for convenience, an Event
of Default or nonappropriation of RECAT funds, disbursements shall be allowed for costs up to the date of
termination determined by the Board to be in compliance with this Agreement. The Recipient shall return to the
Board all unencumbered Grant proceeds within one (1) week of receipt of Notice of Termination. Any costs
previously paid by the Board which are subsequently determined to be unallowable through audit procedures shall
be returned to the Board within thirty (30) days of the disallowance.
ARTICLE 9
GENERAL TERMS AND PROVISIONS
9.1 BINDING EFFECT This Agreement shall be binding upon and shall inure to the benefit of the
Board and Recipient and their respective heirs, successors, legal representatives and assigns. The obligations,
covenants, warranties, acknowledgments, waivers, agreements, terms, provisions and conditions of this
Agreement shall be jointly and severally enforceable against the parties to this Agreement.
9.2 TIMELY PERFORMANCE The parties agree that the dates and time periods specified in this
Agreement are of the essence to the satisfactory performance of this Agreement.
9.3 VISION IOWA RECOGNITION The Project shall permanently recognize, in a manner acceptable
to the Board, the financial contribution to the Project made by the State of Iowa through the River Enhancement
Community Attraction and Tourism Program.
9.4 COMPLIANCE WITH LAWS AND REGULATIONS
(a) The Recipient shall comply with all applicable State and federal laws, rules, ordinances, regulations
and orders. The Recipient shall comply with Board's administrative rules for the RECAT Program which are
located at 261 Iowa Administrative Code, Chapter 211.
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RECAT Grant agreement
RECAT Agreement Number: 10 -RECAT -002, Dubuque County Historical Society and City of Dubuque
(b) The Recipient shall comply with all applicable federal, state, and local laws, rules, ordinances,
regulations and orders when performing within the scope of this Agreement, including without limitation, all laws
applicable to the prevention of discrimination in employment, the administrative rules of the Iowa Department of
Management or the Iowa Civil Rights Commission which pertain to equal employment opportunity and
affirmative action, laws relating to prevailing wages, occupational safety and health standards, prevention of
discrimination in employment, payment of taxes, gift laws, Iobbying laws, and laws relating to the use of targeted
small businesses as contractors or suppliers.
(c) The Recipient declares that it has complied or will comply, in a timely fashion, with all federal, state
and local laws regarding permits, licenses, and clearances that may be required to carry out the Project.
(d) As required by Iowa Code section 15F.106, the Recipient shall provide and pay at least fifty percent of
the costs of a standard medical insurance plan for all full -time employees working at the Project after the
completion of the Project.
(e) The Board may consider the failure of the Recipient to comply with any law or regulation as a
material breach of this Agreement. In addition, the Recipient may be declared ineligible for future River
Enhancement Community Attraction and Tourism Program assistance or be subjected to other sanctions, as
defined by law, for failure to comply with this section.
9.5 SURVIVAL OF AGREEMENT Each provision of this Agreement shall be deemed to be severable
from all other provisions of the Agreement and, if one or more of the provisions of the Agreement shall be
declared invalid, the remaining provisions of the Agreement shall remain in full force and effect.
9.6 CHOICE OF LAW AND FORUM The laws of the State of Iowa shall govern and determine all
matters arising out of or in connection with this Agreement without regard to the choice of law provisions of Iowa
law.
In the event any proceeding of a quasi-judicial or judicial nature is commenced in connection with this
Agreement, the proceeding shall be brought in Des Moines, Iowa, in Polk County District Court for the State of
Iowa, if such court has jurisdiction. If however, such court lacks jurisdiction and jurisdiction lies only in a United
States District Court, the matter shall be commenced in the United States District Court for the Southern District
of Iowa, Central Division.
This provision shall not be construed as waiving any immunity to suit or liability, in state or federal court,
which may be available to the Vision Iowa Board, the State of Iowa or their Board members, officers, employees
or agents.
9.7 MODIFICATION Neither this Agreement nor any documents incorporated by reference in
connection with this Agreement may be changed, waived, discharged or terminated orally, but only as provided
below:
(a) WRITING REQUIRED The Agreement may only be amended through written prior approval of the
Board. Examples of situations where amendments are required include extensions for completion of Project
activities, changes to the Project including, but not limited to, alteration of existing approved activities or
inclusion of new activities.
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RECAT Grant agreement
RECAT Agreement Number: 10 -RECAT -002, Dubuque County Historical Society and City of Dubuque
(b) BOARD REVIEW The Board will consider whether an amendment request is so substantial as to
necessitate reevaluating the Board's original funding decision on the Project. An amendment will be denied by
the Board if it substantially alters the circumstances under which the Project funding was originally approved or if
it does not meet requirements set forth in Iowa Code chapter 15F or 261 Iowa Administrative Code, Chapter 211.
9.8 NOTICES Whenever this Agreement requires or permits any notice or written request by one party to
another, it shall be in writing, enclosed in an envelope, addressed to the party to be notified at the address
heretofore stated (or at such other address as may have been designated by written notice), properly stamped,
sealed and deposited in the United States Mail. Any such notice given hereunder shall be deemed delivered upon
the earlier of actual receipt or three (3) days after posting. The Board may rely on the addresses of the Recipient
as set forth heretofore.
9.9 WAIVERS No waiver by the Board of any default hereunder shall operate as a waiver of any other
default or of the same default on any future occasion. No delay on the part of the Board in exercising any right or
remedy hereunder shall operate as a waiver thereof. No single or partial exercise of any right or remedy by the
Board shall preclude future exercise thereof or the exercise of any other right or remedy.
9.10 LIMITATION It is agreed by the Recipient that the Board shall not, under any circumstances, be
obligated financially under this Agreement except to disburse funds according to the terms of the Agreement.
9.11 ENFORCEMENT EXPENSES The Recipient shall pay upon demand any and all reasonable fees
and expenses relating to this project of the Board, including the fees and expenses of their attorneys, experts and
agents, in connection with the exercise or enforcement of any of the rights of the Board under the Agreement.
9.12 HEADINGS The headings in this Agreement are intended solely for convenience of reference and
shall be given no effect in the construction and interpretation of this Agreement.
9.13 EVENT OF BOARD DISSOLUTION Recipient hereby acknowledges that the Vision Iowa Board
is a public instrumentality of the State of Iowa and that, in the event that the Board is dissolved for any reason, the
State of Iowa is entitled to enforce any right, title or interest held by the Board and that all Recipient's obligations
hereunder are also owed to the State of Iowa.
9.14 FINAL AUTHORITY The Board shall have the final authority to assess whether the Recipient has
complied with the terms of this Agreement. The Board's decision shall be final and binding on all questions
concerning the interpretation of this Agreement.
9.15 INTEGRATION This Agreement contains the entire understanding between the Recipient and the
Board relating to this Project and any representations that may have been made before or after the signing of this
Agreement, which are not contained herein, are nonbinding, void and of no effect. None of the Parties have relied
on any such prior representation in entering into this Agreement.
9.16 COUNTERPARTS This Agreement may be executed in any number of counterparts, each of which
shall be deemed to be an original, but all of which together shall constitute but one and the same instrument.
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RECAT Grant agreement
RECAT Agreement Number: 10 -RECAT -002, Dubuque County Historical Society and City of Dubuque
9.17 DOCUMENTS INCORPORATED BY REFERENCE The following documents are hereby
incorporated by reference:
(a) Exhibit A, RECAT Application, as approved by the Vision Iowa Board. Due to its size
Exhibit A will not be attached to this Agreement, but will be kept on file at the Iowa Department
of Economic Development.
(b) Exhibit B, Vision Iowa Board Award Letter.
(c) Exhibit C, Program Description and Budget.
9.18 ORDER OF PRIORITY In the event of a conflict between documents, the follow order or priority
shall be applied:
(a) Articles 1 -9 of this Grant Agreement.
(b) Exhibit C, Program Description and Budget.
(c) Exhibit B, Board Award Letter.
(d) Exhibit A, RECAT Application as approved by Board.
IN WITNESS WHEREOF in consideration of the mutual covenants set forth above and for other good
and valuable consideration, the receipt, adequacy and legal sufficiency of which are hereby acknowledged, the
parties have entered into the above Agreement and have caused their duly authorized representatives to execute
this Agreement, effective as of the Effective Date first stated.
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RECAT Grant agreement
RECAT Agreement Number: 10 -RECAT -002, Dubuque County Historical Society and City of Dubuque
FOR THE VISION IOWA BOARD:
BY:
BY:
BY:
Regenia D. Bailey, Chairwoman
FOR RECIPIENT:
Roy Buo ayor, City of Dubuque
Jeff Bertsch, President, Dubuque County Historical Society
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RECAT Grant agreement
RECAT Agreement Number: 10 -RECAT -002, Dubuque County Historical Society and City of Dubuque
LIST OF EXHIBITS
Exhibit A RECAT Application, as approved by Board (on file with IDED)
Exhibit B Vision Iowa Board Award Letter
Exhibit C Program Description and Budget
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RECAT Grant agreement
ChesterJ. Culver, Governor
January 28, 2010
Jerry Enzler, Executive Director
Dubuque County Historical Society
350 East Third St.
Dubuque, IA 52001 -2302
The Honorable Roy Buol
City of Dubuque
50 W 13th Street
Dubuque, IA 52001 -4864
RE: RECAT Award — Mississippi Plaza & Riverfront Marina
FILE COPY
Dear Mayor Buol and Mr. Enzler:
We are pleased to inform you that the Vision Iowa Board intends to award the City of
Dubuque and the Dubuque County Historical Society a River Enhancement Community
Attraction & Tourism (RECAT) grant of $1,230,000 on behalf of the Mississippi Plaza &
Riverfront Marina Project.
This project includes the construction of the Mississippi Plaza located between the National
Mississippi River Museum and Aquarium and the Great Rivers Center. The plaza will
include a living stream, which is an outdoor aquarium where buffalo fish, carp, and other
species swim in a recreated river on the plaza. The plaza will also include two fish feeding
stations, the Huck Finn raft ride, pedestrian bridges, the Boat Pavilion, the Events Pavilion,
the Bioswale Rain Garden, the interactive Dancing Waters Fountain, a Catfish sculpture, and
Reflections Garden. In addition, the city will develop a marina designated for overnight
large boat use. The marina will include tie up facilities for 56 slips, navigational aids,
concierge services, a dockside shower /restroom facility, and laundry facilities. The
Mississippi Plaza & Riverfront Marina Project has a total project cost of $5,858,153.
The award, made by the Vision Iowa board on January 13, 2010 includes the following
provisions:
• The project will contain all components originally proposed in the application.
• The award is contingent on completed fundraising within 90 days of the award date.
• The award shall be made pursuant to contingencies outlined in a contract approved by
all parties.
Should you have any questions, please call Alaina Santizo at the Department of Economic
Development at 515- 725 -3197. She will be sending you the contract, and necessary reporting
forms for your award, and will be available to answer questions you may have regarding your
award.
IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT Patty Judge, lieutenant Governor
200 East Grand Avenue, Des Moines, Iowa USA 50309 ® Phone: 515.7253000 0 Fax: 515.7253010
vwuw.iowalifechanging.com ['
Congratulations on receiving this RECAT award!
Sin rely,
/ dt ,
/nia D. Bailey
ion Iowa Board Chair
/ars
cc:
Senator Pam Jochum
Representative Chuck Isenhart
Representative Pat Murphy
." :iii :H:
.:.:.::: ............................... :':::::]:
Activity 1:
This project includes the construction of the Mississippi Plaza
located between the National Mississippi River Museum and
Aquarium and the Great Rivers Center. The plaza will include a
living stream, which is an outdoor aquarium where Buffalo Fish,
Carp, and other species swim in a recreated river on the plaza.
The plaza will also include two fish feeding stations, the Huck
Finn raft ride, pedestrian bridges, the Boat Pavilion, the Events
Pavilion, the Bioswale Rain Garden, the interactive Dancing
Waters Fountain, a Catfish sculpture, and Reflections Garden.
$1,230,000
$4,628,153
$5,858,153
In addition, the city will develop a marina designated for
overnight large boat use. The marina will include tie-up facilities
for 56 slips, navigational aids, concierge services, a dockside
shower/restroom facility, and laundry facilities.
Activity 2:
Activity 3:
Activity 4:
Activity 5:
Related Matching Resources
TOTAL AMOUNT OF ALL FUNDS BUDGETED:
$1,230,000
$4,628,153
$5,858,153
RIVER ENHANCEMENT COMMUNITY ATTRACTION AND TOURISM
PROGRAM DESCRIPTION AND BUDGET
Agreement Number: 10-RECAT-002
EXHIBIT "C"
Name of Recipient: Dubuque County Historical Society and City of Dubuque DATE: January 13, 2010
RECATExhibitC.xls