Expansion of Flexsteel Industries, Inc. in the Port of DubuqueMasterpiece on the Mississippi
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Expansion of Flexsteel Industries Inc. in the Port of Dubuque
DATE: April 14, 2011
Dubuque
kiltdi
All-Anterica City
h
2007
Economic Development Director Dave Heiar recommends City Council approval of the
sale of approximately 27,137 sq. ft. and a permanent easement of 1,003 sq. ft. to
Flexsteel Industries, Inc. for the purpose of constructing a 40,000 sq. ft. multi -story
office building in the Port of Dubuque. It is further recommended that the City Council
approve a Development Agreement with the following key elements:
1) The purchase price is $12.00 per sq. ft. for 27,137 sq. ft. An Acquisition Grant to the
developer reduces the cost to $6.00 sq. ft. The easement price for 1,003 sq. ft. is $6.00 per
sq. ft. and will be reduced to $3.00 per sq. ft.
2) The property will be conveyed on such date as the parties may agree but not later than six
(6) months after the date of the Agreement.
3) The company must construct a building of not Tess than 40,000 square feet costing
approximately $9,000,000.
4) Flexsteel will pay to haul excess fill from the site, however the City will be responsible for
any extra cost associated with disposal of this fill.
5) The City is retaining easement areas on the West, North and South sides of the property to
allow public access to the parking ramp and to provide for a wider public area along 5th
Street. This extra space along 5 Street will accommodate future public amenities (i.e.
tables, benches).
6) Flexsteel Industries, Inc. must retain 101 full -time corporate positions and create 10 new
jobs within two years. The 111 corporate office jobs must be retained for the term of the
Agreement.
7) The company will receive a 10 year TIF in the form of a yearly tax rebate on the value of the
assessable improvements.
8) Employees of the company will be allowed to park in the Port of Dubuque Parking Ramp at
no cost, so long as the Diamond Jo does not default on their Development Agreement with
the City.
concur with the recommendation and respectfully request Mayor and City Council
approval.
Mi hael 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 r
DATE: April 8, 2011
SUBJECT: Expansion of Flexsteel Industries Inc. in the Port of Dubuque
Dubuque
irur
2007
INTRODUCTION
This memorandum presents for City Council consideration a Resolution selling of approximately
27,137 sq. ft. and a permanent easement of 1003 sq. ft. identified on the attached exhibit to
Flexsteel Industries, Inc. who will be constructing a 40,000 square foot multi -story corporate
office building for Flexsteel Industries, Inc. The attached Resolution approves the sale of this
property and a permanent easement to Flexteel Industries, Inc.
BACKGROUND
City staff has worked with the Greater Dubuque Development Corporation and Flexsteel
Industries, Inc. on an expansion plan for their corporate headquarters in Dubuque. On April 4,
2011 the City Council set a public hearing on this project for April 18, 2011.
Flexsteel Industries, Inc. plans to invest approximately $9 million to construct a multi -story
corporate office building. The proposed project would relocate 101 current corporate positions
from the existing facility at 3400 Jackson Street to the new Flexsteel Corporate offices in the
Port of Dubuque. The company has also committed to the creation of 10 new corporate
positions.
Following both Flexsteel's and the City of Dubuque's commitment to environmental
sustainability, the building will be designed to be energy- efficient and environmentally friendly,
including a design that utilizes large windows to make use of natural light. The new corporate
office will feature Flexsteel's world -class products throughout, including our DMI commercial
office, Flexsteel hospitality and home furnishings lines. The building will allow for expansion to
take advantage of future growth opportunities.
DISCUSSION
The proposed Development Agreement provides for several incentives to encourage a local
expansion. An Acquisition Grant reduces the sale price of the land from $12.00 sq. ft. to $6.00
sq. ft. and the easement price from $6.00 sq. ft. to $3.00 sq. ft.
A 10 -year property tax rebate on the building has been offered to the company to assist in their
expansion. The rebate is a form of tax increment financing without issuing a tax increment
finance bond to loan monies to the company upfront. As the company pays its future tax
obligation on the new facility, the City will rebate 100% (minus debt service and the School
District Physical Plant and Equipment Levy) of the new TIF increment for 10 years.
The attached Development Agreement establishes the terms of the sale of the property to
Flexsteel Industries, Inc. The key elements of the agreement include the following:
1) The purchase price is $12.00 per sq. ft. for 27,137 sq. ft. An Acquisition Grant to the
developer reduces the cost to $6.00 sq. ft. The easement price for 1003 sq. ft. is $6.00 per
sq. ft. and will be reduced to $3.00 per sq. ft.
2) The property will be conveyed on such date as the parties may agree but not later than six
(6) months after the date of the Agreement.
3) The company must construct a building of not Tess than 40,000 square feet costing
approximately $9,000,000.
4) Flexsteel will pay to haul excess fill from the site, however the City will be responsible for
any extra cost associated with disposal of this fill.
5) The City is retaining easement areas on the West, North and South sides of the property to
allow public access to the parking ramp and to provide for a wider public area along 5
Street. This extra space will accommodate future public amenities (i.e. tables, benches).
6) Flexsteel Industries, Inc. must retain 101 full -time corporate positions and create 10 new
jobs within two years. The 111 corporate office jobs must be retained for the term of the
Agreement.
7) The company will receive a 10 year TIF in the form of a yearly tax rebate on the value of the
assessable improvements.
8) Employees of the company will be allowed to park in the Port of Dubuque Parking Ramp at
no cost, so long as the Diamond Jo does not default on their Development Agreement with
the City.
Additional terms and conditions of the disposition of the property are included within the
attached Development Agreement.
RECOMMENDATION
Following the public hearing, I recommend that the City Council approve the sale of
approximately 27,137 sq. ft. and a permanent easement of 1003 sq. ft. to Flexsteel Industries,
Inc. for the purpose of constructing a 40,000 sq. ft. multi -story office building. I also recommend
that the Council approve the attached Development Agreement providing for City incentives
including tax increment financing. This action supports the Council's objectives to assist a local
business expand its operations and create new jobs.
ACTION STEP
The action step for the City Council is to adopt the attached Resolution.
F:\USERS\Econ Dev \Flexsteel\20110408 Flexsteel Council memo Public Hearing.doc
Prepared by: Barry A. Lindahl, Esq. 300 Main Street Suite 330, Dubuque IA 52001 563 583 -4113
Return to: Barry A. Lindahl, Esq. 300 Main Street Suite 330, Dubuque IA 52001 563 583 -4113
RESOLUTION NO. 139 -11
RESOLUTION APPROVING A DEVELOPMENT AGREEMENT PROVIDING FOR THE
SALE OF APPROXIMATELY 27,137 SQ. FT. AND A PERMANENT EASEMENT OF 1003
SQ. FT. IN THE PORT OF DUBUQUE TO FLEXSTEEL INDUSTRIES, INC.
Whereas, the City Council, by Resolution No. 118 -11, dated April 4, 2011 declared its
intent to enter into a Development Agreement with Flexsteel Industries, Inc. for the sale of
approximately 27,137 sq. ft. and a permanent easement of 1003 sq. ft. in the Port of Dubuque
(the Property); and
Whereas, pursuant to published notice, a public hearing was held on the proposed
disposition on April 18, 2011 at 6:30 p.m. in the Historic Federal Building, 350 W. 6 Street,
Dubuque, Iowa; and
Whereas, it is the determination of the City Council that approval of the Development
Agreement for the sale to and development of the Property by Flexsteel Industries, Inc.
according to the terms and conditions set out in the Development Agreement is in the public
interest of the City of Dubuque.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
DUBUQUE, IOWA:
Section 1. That the attached Development Agreement by and between the City of
Dubuque and Flexsteel Industries, Inc. for the sale of the Property and the commitment of Tax
Increment Financing is hereby approved.
Section 2. That the Mayor is hereby authorized and directed to execute the
Development Agreement on behalf of the City and City Clerk is authorized and directed to
attest to his signature.
Section 3. That the Mayor and City Clerk are hereby authorized and directed to
execute and deliver a Special Warranty Deed for the Property as provided in the
Development Agreement.
Section 4. That the City Manager is authorized to take such actions as are
necessary to comply with the terms of the Development Agreement as herein approved.
Passed, approved and adopted this 18 day of April, 2011.
Attest:
eanne F. Schneider, City Clerk
F: \USERS \Econ Dev \Flexsteel\20110408 Flexsteel Resolution Disposition & Approve DA.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 FLEXSTEEL
INDUSTRIES, INC.
AND DISPOSING OF
THE CITY'S INTEREST
IN CERTAIN REAL
ESTATE
PUBLIC NOTICE is
hereby given that the
City Council of the City
of Dubuque, Iowa, will
hold a public hearing
on the 18th day of
April, 2011, at 6:30 p.m.
in the City Council
Chambers at the His-
toric Federal Building,
350 W. 6th Street, Du-
buque, Iowa. at which
meeting the City Coun-
cil proposes to take ac-
tion disposing of the
City's Interest by Deed
to Fiexsteel Industries,
Inc. in the following de-
scribed real estate:
Lot 1 - 1 in Adams
Company's 4th Addis
bon, City of Dubuque,
Iowa
And for the authoriza-
tion of Urban Renewal
Tax Increment Reve-
nue obligations and the
execution of a Develop-
ment Agreement relat-
ing thereto with Flex -
steel Industries, Inc. in
order to carry out cer-
tain of the special fi-
nancing activities in
the Urban Renewal
Plan for the Port of Du-
buau? Economic Devel-
opment District, con-
sisting of the funding
of economic develop-
ment grants to Flex -
steel Industries, Inc.
pursuant to a Develop-
ment Agreement en-
tered into with Flex -
steel Industries, Inc.
under the terms and
conditions of said Ur-
ban Renewal Plan. It is
expected that the ag-
gregate amount of the
Tax Increment Reve-
nue obligations will be
approximately
$1,540,000.
At the meeting, the
City Council will re-
ceive oral and written
objections from any
resident or property
owner of said City to
the above action. After
all objections have
been received and con-
sidered, the City Coun-
cil may at this meeting
or at any adjournment
thereof, take additional
action for the disposi-
tion of the City's inter-
est in such real estate
above, the approval of
the Development
Agreement, and au-
thorization of such Tax
Increment Revenue ob-
ligations or will aban-
don the proposal. By
order of the City Coun-
cil said hearing and ap-
peals there from shall
be held in accordance
with and governed by
the provisions of Sec-
tion 403.9 of the Code
of Iowa.
This notice is given by
order of the City Coun-
cil of the City of Dubu-
que, Iowa, as provided
by Chapter 403 of the
Code of Iowa.
Dated this 8th day of
April, 2011.
Jeanne F. Schneider
City Clerk of Dubuque,
Iowa
It 4/8
STATE OF IOWA {SS:
DUBUQUE COUNTY
CERTIFICATION OF PUBLICATION
I, Suzanne Pike. a Billing Clerk for Woodward Communications, Inc., an Iowa
corporation, publisher of the Telegraph Herald,a newspaper of general circulation
published in the City of Dubuque, County of Dubuque and State of Iowa; hereby
certify that the attached notice was published in said newspaper on the following
dates: April 08, 2011, and for which the charge is $32.16.
Subscribed to before me, a Notary Public in and for Dubuque County, Iowa,
this 7 day of /2 - 7 , 20 i7 .
Ic�°tary Public in and for Dubi que County, Iowa.
i MARY K. WESTERME',
Cornmlaslon Number 154
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ADAMS COMPANY'S 3RD I ADDITION
DESCRIPTION: LOT 1 OF ADAMS COMPANY'S
4TH ADDITION IN THE CITY OF DUBUQUE, IOWA
PROPRIETOR: CITY OF DUBUQUE
SURVEYED FOR: CITY OF DUBUQUE
DATE OF SURVEY: MARCH, 2011
TOTAL AREA SURVEYED: 5.765 ACRES
PLAT OF SURVEY
LOT 1 -1 AND LOT 2 -1 OF ADAMS COMPANY'S
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ADAMS COMPANY'S 1ST ADDITION
FOR IIW, P.C.
I HEREBY CERTIFY THAT THIS LAND SURVEYING DOCUMENT WAS PREPARED IIw.
AND THE RELATED SURVEY WORK WAS PERFORMED BY ME OR UNDER MY
DIRECT PERSONAL SUPERVISION AND THAT I AM A DULY LICENSED LAND
SURVEYOR UNDER THE LAWS OF THE STATE OF IOWA.
LICENSE NO. 12631 MY LICENSE RENEWAL DATE IS 12/31/2012
PAGES OR SHEETS COVERED BY THIS SEAL SHEETS 1 THRU 3
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GRAPHIC SCALE
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DRAWING MAY HAVE BEEN REDUCED
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RESERVATIONS, RESTRICTIONS AND RIGHTS -
OF -WAY OF RECORD AND NOT OF RECORD.
• •
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INTEGRITY.EXPERTISE.SOLUTIONS
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•PROPOSED',tOI EASEMENT
FOR UTILITIES AND ACCpS
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PROPOSED 10' EASEMENT
FOR UTILITIES AND
INGRESS/EGRESS AND
BUILDING PROJECTIONS AND
NO BUILD AREA EXCEPT FOR
BRIDGE CONNECTION(S) FROM
RAMP TO PORT OF DUBUQUE
OFFICE DEVELOPMENT
EASEMENT AREA 1,625 SF
PROPOSED 10' EASEMENT
FOR STORM SEWER DRAIN
EASEMENT AREA 500 SF
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EXHIBIT FOR DEVELOPMENT AGREEMENT
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LOCATION
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LIST OF PROPOSED UTIUTIES
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PROPOSED LOT 1 OF 1 IN ADAMS
COMPANY'S 4TH ADDITION
IN THE CITY OF DUBUQUE, IOWA
27,137 SQ. FT.
FINAL PLATTING OF LOT 1 -1 AND LOT 2 -1
IN ADAMS COMPANY'S 4TH ADDITION WILL
OCCUR AFTER THE BUILDING IS COMPLETED
TO VERIFY THE RELATIONSHIP BETWEEN THE
BUILDING AND PLATTED PROPERTY UNE
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LAND SURVEYING
CONSMUCTION SERVICES
1
DEVELOPMENT AGREEMENT
BETWEEN
THE CITY OF DUBUQUE, IOWA
AND
FLEXSTEEL INDUSTRIES, INC
This Development Agreement (Agreement), dated for reference purposes the
/ of April, 2011 between the City of Dubuque, Iowa, a municipality (City), acting
under authorization of Iowa Code Chapter 403, as amended (Urban Renewal Act), and
Flexsteel Industries, Inc., a Minnesota corporation, with its principal place of business at
Dubuque, IA (Developer).
SECTION 1. RECITALS. In furtherance of the objectives of the Urban Renewal Act,
City has undertaken an Urban Renewal project to advance the community's ongoing
economic development efforts, specifically, Developer desires to construct a building for
office space purposes as described herein (the building is sometimes referred to as the
"Project ", if the context requires) in the Port of Dubuque, Dubuque, Iowa (the Project
Area) as shown on the Site Plan, Exhibit B -1 attached hereto and incorporated herein
by reference. As of the date of this Agreement there has been prepared and approved
by City an Urban Renewal Plan for the Project Area consisting of the Urban Renewal
Plan for the Port of Dubuque Economic Development District, approved by City Council
of City on April 19, 2004, and as subsequently amended through and including the date
hereof, (attached as Exhibit A) (the Urban Renewal Plan). A copy of the Urban
Renewal Plan, as constituted on the date of this Agreement and in the form attached
hereto, has been recorded among the land records in the office of the Recorder of
Dubuque County, Iowa.
1.1. Developer desires to construct a home office for its multistate business as shown
on the Site Plan, upon and has requested that City sell to Developer the real estate
consisting of 0.623 acres legally described as follows:
Lot 1 -1 of Adams Company's 4 th Addition in the City of Dubuque, Iowa
together with all easements, tenements, hereditaments and appurtenances belonging
thereto (the Property).
1.2. City believes that the development of the Property pursuant to this Agreement,
and the fulfillment generally of this Agreement, are in the vital and best interests of City
and in accord with the public purposes and provisions of the applicable federal, state
and local laws and the requirements under which the applicable Project has been
undertaken and is being assisted.
Therefore, in consideration of the premises and the mutual obligations of the parties
hereto, each of them does hereby covenant and agree with the other as set forth herein.
033111 balrevl
SECTION 2. CONVEYANCE OF THE PROPERTY TO DEVELOPER.
2.1. Purchase Price.
(1) Subject to the terms and conditions herein the purchase price for the
Property (the Property Purchase Price) shall be the sum of Twelve & 00/100
Dollars ($12.00) per sq. ft. for 27,137 sq. ft. and a total Purchase Price of
$325,644.00 which shall be due and payable by Developer in immediately
available funds in favor of City at the Closing on the date indicated in Section
10.3 (the Closing Date).
(2) The purchase price for the easements shown on Exhibit B-2 (the
Easement Purchase Price) shall be Six Dollars ($6.00) per square foot for 1003
square feet for a total of $6,018.00 which shall be due and payable by Developer
in immediately available funds in favor of City at the Closing on the date indicated
in Section 10.3.
(3) The total purchase price for the Property and the easements shall be
$331,662.00 (the Purchase Price) which shall be due and payable by Developer
in immediately available funds in favor of City at the Closing on the date indicated
in Section 10.3
2.2. Title to Be Delivered. At the Closing, City agrees to convey good and marketable
fee simple title in the applicable portion of the Property to Developer subject only to
easements, restrictions, conditions and covenants of record as of the date hereof to the
extent not objected to by Developer as set forth in this Agreement, and subject to the
conditions subsequent set forth in Section 4.
(1) City, at its sole cost and expense, shall deliver to Developer an abstract of
title to the Property continued through a date within thirty (30) days of the
Closing Date reflecting merchantable title in City in conformity with this
Agreement, applicable state law and the Title Standards of the Iowa State Bar
Association. The abstract shall be delivered together with full copies of any and
all encumbrances and matters of record applicable to that portion of the Property,
and such abstract shall become the property of Developer when the Purchase
Price is paid in full in the manner as aforesaid.
(2) Developer shall have until the Closing Date to render objections to title
with respect to the Property being conveyed, including any easements or other
encumbrances not satisfactory to Developer, in writing to City. Developer
agrees, however, to review the Abstract promptly following Developer’s receipt of
Developer’s land survey and the Abstract and to promptly provide City with any
objections to title identified therein. Nothing herein shall be deemed to limit
Developer’s rights to raise new title objections with respect to matters revealed in
any subsequent title examinations and surveys and which were not identified in
the Abstract provided by City. City shall promptly exercise its best efforts to have
2
such title objections removed or satisfied and shall advise Developer of intended
action within ten (10) days of such action. If City shall fail to have such
objections removed as of the Closing, or any extension thereof consented to by
Developer, Developer may, at its sole discretion, either (1) terminate this
Agreement without any liability on its part, or (2) take title subject to such
objections. City agrees to use its best reasonable efforts to promptly satisfy any
such objections. City acknowledges that Developer needs to acquire the Property
as described in Section 10 in order to meet construction and delivery deadlines,
and City agrees to exercise its best reasonable efforts to facilitate completion of
City’s duties under this Agreement in order to accommodate a Closing before
such date.
2.3. Rights of Inspection, Testing and Review. Developer, its and its consultant(s),
shall have access to the Property and all parts thereof pursuant to the terms and
conditions of the Site Access Agreement attached hereto as Exhibit H and incorporated
herein by reference, and shall have the further right to make such inquiries of
governmental agencies and utility companies, etc. as it considers appropriate.
(1) Environmental Investigation/Confidential Information. Information and
reports regarding the environmental condition of the Property shall be managed
as Confidential Information pursuant to the terms and conditions of the
Confidentiality Agreement attached hereto as Exhibit I and incorporated hereby
by reference. Developer shall require any person receiving such Confidential
Information to execute a confidentiality agreement, in a form acceptable to City.
(2) Hazardous Substance Remediation.
(a) Prior to the Closing, if City or Developer determines, upon receipt
and consideration of any report of investigation of the Property that
applicable law requires removal and/or remediation of Hazardous
Substances on the Property prior to construction of any of the Minimum
Improvements, then City shall retain, at its sole cost and expense, an
environmental consultant to prepare a plan (the Environmental
Remediation Plan) for the removal and/or remediation of the identified
Hazardous Substances to a level as may be required by law and/or to a
level sufficient to allow construction of the Minimum Improvements. The
Environmental Remediation Plan shall include an estimate of the total
costs of conducting the removal and/or remediation (the Remediation
Costs) to allow such construction. The estimate of the Remediation Costs
shall be based on the cost of local contractors, provided local contractors
are qualified and available to perform such work. The estimate of the
Remediation Costs shall not include internal staff costs to City. Unless this
Agreement is terminated as provided herein, City shall be responsible for
the Remediation Costs. However, Developer shall be responsible for the
cost of transporting any excess fill from the Property to a site determined
by City at a distance not greater than the distance from the Property to the
3
Dubuque Metropolitan Area Solid Waste Agency Landfill (the Landfill). City
shall be responsible for any fees charged by the Landfill.
(b) In lieu of preparing the Environmental Remediation Plan, either
party, in its sole discretion, may elect to terminate this Agreement prior to
Closing by giving written notice to the other, without any further obligation
on the part of Developer or City.
(3) Definitions. For the purposes of this Agreement, the following definitions
shall apply:
(a) Environmental Law. Any and all federal, state and/or local laws,
regulations and legal requirements pertaining to (i) the protection of
health, safety and the indoor and outdoor environment, (ii) the
conservation, management or use of natural resources and wildlife, (iii)
the protection, access to or use of surface water and groundwater, (iv) the
management, manufacture, possession, presence, use, generation,
transportation, treatment) storage, disposal, Release, threatened Release,
abatement, removal, remediation or handling of, or exposure to, any
Hazardous Substance or (v) pollution (including, without limitation, any
Release to air, land, surface water and groundwater), and includes,
without limitation, the Comprehensive Environmental Response,
Compensation, and Liability Act of 1980, as amended by the Superfund
Amendment and Reauthorization Act of 1986, 42 U.S.C. 9601 et seq.; the
Solid Waste Disposal Act, as amended by the Resource Conservation and
Recovery Act of 1976 and the Hazardous and Solid Waste Amendments
of 1984, 42 U.S.C. 6901 et seq.; the Federal Water Pollution Control Act,
as amended by the Clean Water Act of 1977, 33 U.S.C. 1251 et seq.; the
Clean Air Act of 1966, as amended, 41 U.S.C. 7401 et seq.; the Toxic
Substances Control Act of 1976, 15 U.S.C. 2601 et seq.; the Hazardous
Substances Transportation Act, 49 U.S.C. App. 1801 et seq.; the
Occupational Safety and Health Act of 1970, as amended, 29 U.S.C. 651
et seq.; the Oil Pollution Act of 1990, 33 U.S.C. 2701 et seq.; the
Emergency Planning and Community Right-to-Know Act of 1986, 42
U.S.C. 11001 et seq.; the National Environmental Policy Act of 1969, 42
U.S.C. 4321 et seq.; the Safe Drinking Water Act of 1974, as amended, 42
U.S.C. 300(f) et seq.; Chapter 455B of the Iowa Code; any similar,
implementing or successor law to any of the foregoing and any
amendment, rule, regulation, order or directive issued thereunder.
(b) Hazardous Substance or Hazardous Substances. Any hazardous
or toxic substance, material or waste, which is or becomes regulated by
any local government, the State of Iowa or the United States Government.
It includes, without limitation, any material or substance that is (i) defined
as a “hazardous substance” or “hazardous waste” under Chapter 455B,
Iowa Code, (ii) petroleum and petroleum products, (iii) asbestos containing
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materials in any form or condition, (iv) designated as a “hazardous
substance” pursuant to Section 311 of the Federal Water Pollution Control
Act (33 U.S.C. § 1321), (v) defined as a “hazardous waste pursuant to §
1004 of the Federal Resource Conservation and Recovery Act, 42 U.S.C.
§6901 et seq., (vi) defined as a “hazardous substance” pursuant to § 101
of the Comprehensive Environmental Response, Compensation and
Liability Act, U.S.C § 9601 et seq., or (vii) defined as a “regulated
substance” pursuant to Subchapter IX, Solid Waste Disposal Act
(Regulation of Underground Storage Tanks), 42 U.S.C. § 6991 et seq.]
The term "Hazardous Substance" shall not include any air emissions
discharged into the atmosphere as allowed by a duly issued permit from
the applicable governmental agency.
(c) Release. Any spilling, migrating, seeping, leaking, pumping,
pouring, emitting, emptying, discharging, injecting, escaping, leaching,
dumping or disposing of any Hazardous Substance into the indoor or
outdoor environment, including, without limitation, the abandonment or
discarding of barrels, drums, containers, tanks and other receptacles
containing or previously containing any Hazardous Substance and
including without limitation the migration of any Hazardous Substance
onto the Property from an adjacent property.
2.4. City’s Indemnification for Environmental Issues. City will hold Developer
harmless and fully indemnify Developer against any damage, claim, liability, cleanup
expense, causes of action or other expenses arising from or caused by any Hazardous
Substance or Hazardous Substances or Release (not caused by Developer) on the
Property or any violation of Environmental Laws by the City. This indemnity shall survive
closing and shall be for the benefit of any successor and assign of Developer.
SECTION 3. REPRESENTATIONS OF CITY
. In order to induce Developer to enter
into this Agreement and purchase the Property, City hereby represents and warrants to
Developer, that:
3.1. There is no action, suit or proceeding pending, or to the best of City's knowledge,
threatened against City which might result in any adverse change in the Property being
conveyed or the possession, use or enjoyment thereof by Developer, including, but not
limited to, any action in condemnation, eminent domain or public taking;
3.2. No ordinance or hearing is pending or, to the best of City’s knowledge,
contemplated before any local governmental body which 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.
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3.3. All leases, contracts, licenses, and permits between City and third parties in
connection with the maintenance, use, and operation of the Property have been
provided to Developer and City has provided true and correct copies of all such
documents to Developer;
3.4. City has good and marketable fee simple title interest to the Property;
3.5. There are no notices, orders, suits, judgments or other proceedings relating to
fire, building, zoning, air pollution, health violations or other matters that have not been
corrected. City has notified Developer in writing of any past notices, orders, suits,
judgments or other proceedings relating to fire, building, zoning, air pollution or health
violations as they relate to the Property of which it has actual notice;
3.6. The Property will as of the date of the Closing Date be free and clear of all liens,
security interests, and encumbrances and payment has been made for all labor or
materials that have been furnished to the Property or will be made prior to the Closing
Date so that no lien for labor performed or materials furnished can be asserted against
the Property;
3.7. 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 the time of each Closing confirming the
representation contained herein, in form and substance attached hereto as Exhibit C;
3.8. All City utilities necessary for the development and use of the Property adjoin the
Property, and Developer shall have the right to tie into and use said utilities upon
payment to City of the required connection and tap fees and all other applicable fees;
provided, however, that the cost of any utility relocation shall be at the sole cost of
Developer;
3.9. The Property is free and clear of any occupants, and no party has a lease to or
other occupancy or contract right in the Property which shall in anyway be binding upon
the Property or Developer;
3.10. City shall exercise its best efforts to cooperate with Developer in the
development process;
3.11. City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion;
3.12. With respect to the period during which City has owned or occupied the Property,
and to the best of City’s knowledge after reasonable investigation with respect to the
time before City owned or occupied the Property, no person or entity has caused or
permitted materials to be stored, deposited, treated, recycled, or disposed of on, under
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or at the Property, other than as described in the environmental reports that City has
provided to Developer, specifically (1) Soil Management Plan, East Fifth and Bell
Streets, Dubuque, Iowa, Project Number 07037005, August 18, 2006, (2) Phase II
Environmental Site Assessment, East Fifth and Bell Streets, Dubuque, Iowa, Project
Number 07037005, June 21, 2005, and (3) Supplemental Phase II Environmental Site
Assessment, Fifth and Bell Streets, Dubuque, Iowa, Project Number 07037005, August
18, 2006, which materials, if known to be present, would require cleanup, removal or
some other remedial action under environmental laws;
3.13. There are no fees or other charges payable by Developer for the construction of
any City utilities serving the Property other than the fees for connecting to and installing
meters and tap fees with regard to such utilities and all city utilities necessary for the
development and use of the Property as an office facility adjoin the Property and
Developer shall have the right to connect to said utilities, subject to City’s connection
fees;
3.14. The Property is properly zoned for the various uses described in this Agreement.
3.15. City makes no warranties or representations as to the condition of the Property
other than those which are expressly stated in this Agreement;
3.16. City owns the Parking Facility defined in Section 12 and Developer has the right
to park in the Parking Facility in accordance with Section 12;
3.17. City will perform all of its obligations under the Parking Agreement between City
and Diamond Jo, LLC, dated June 11, 2009, and under Section 2.2 of the Port of
Dubuque Public Parking Facility Development Agreement dated October 1, 2007;
3.18. City has completed all required notice to or prior approval, consent or permission
of any federal, state or municipal or local governmental agency, body, board or official
to the sale of the Property; and consummation of the Closing by City shall be deemed a
representation and warranty that it has obtained the same;
3.19. City represents and agrees that, use of the Property as an office building as
described in this Agreement is in full compliance with the Urban Renewal Plan;
3.20. The Property has a permanent right of ingress and egress to a public roadway for
the use and enjoyment of the Property off of Bell Street;
3.21. The execution, delivery and performance of this Agreement and the
consummation of the transactions contemplated by this Agreement do not and shall not
result in any material breach of any terms or conditions of any mortgage, bond,
indenture, agreement, contract, license, or other instrument or obligation to which City is
a party or by which either the City or the Property being conveyed are bound, nor shall
the execution, delivery and performance of this Agreement violate any statute,
regulation, judgment, writ, injunction or decree of any court threatened or entered in a
7
proceeding or action in which City may be bound or to which either City or the Property
being conveyed may be subject; and
3.22. The representations and warranties contained in this Section 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, and
such representations and warranties shall survive the Closing.
SECTION 4. CONDITIONS TO CLOSING
. The Closing of the transactions
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:
4.1. The representations and warranties made by City in Section 3 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, in the form of Exhibit
D, to that effect;
4.2. Title to the Property shall be in the condition warranted in Section 3.3;
4.3. Developer has obtained at its sole expense any and all necessary governmental
approvals, including without limitations building permits, approval of zoning, subdivision
or platting which might be necessary or desirable in connection with the sale and
transfer and development of the Property. Any conditions imposed as a part of the
zoning, platting or subdivision must be satisfactory to Developer, in its sole opinion.
City shall cooperate with Developer in attempting to obtain any such approvals and shall
execute any documents necessary for this purpose, provided that City shall bear no
expense in connection therewith. In connection therewith, City agrees (1) to review all
of Developer’s plans and specifications for the project and to either reject or approve the
same in a prompt and timely fashion; (2) to issue a written notification to Developer,
following City’s approval of same, indicating that City has approved such plans and
specifications, and that the same are in compliance with the Urban Renewal Plan and
the Port of Dubuque Master Plan including the Design Standards and/or that the
appropriate waivers have been obtained, this Agreement and any other applicable City
or affiliated agency requirements, with the understanding that Developer and its lenders
shall have the right to rely upon the same in proceeding with the project; (3) to identify in
writing as soon as practicable after submission of said plans and specifications, any and
all permits, approvals and consents that are legally required for the acquisition of the
Property by Developer, and the construction, use and occupancy of the project with the
intent and understanding that Developer and its lenders and attorneys will rely upon
same in establishing their agreement and time frames for construction, use and
occupancy, lending on the project and issuing legal opinions in connection therewith;
and (4) to cooperate fully with Developer to facilitate the obtaining of such permits,
approvals and consents;
4.4. City has completed all required notice to or prior approval, consent or permission
8
of any federal, state or municipal or local governmental agency, body, board or official
to the sale of the Property; and consummation of the Closing by City shall be deemed a
representation and warranty that it has obtained the same;
4.5. Developer shall be in material compliance with all the terms and provisions of this
Agreement;
4.6. 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 or line of credit
and a balance sheet), that Developer has firm financial commitments in an amount
sufficient, together with equity commitments, to complete the Minimum Improvements
(as defined herein), as the case may be, in conformance with applicable Construction
Plans (as defined herein), or City shall have received such other evidence of such
party’s financial ability as in the reasonable judgment of City is required;
4.7. Receipt of an opinion of counsel to Developer in the form attached hereto as
Exhibit E;
4.8. Developer shall have the right to terminate this Agreement at any time prior to
the consummation of the closing on the Closing Date. Upon the giving of notice of
termination by Developer to City to this Agreement, this Agreement shall be deemed
null and void.
SECTION 5. CLOSING
. The Closing of the purchase and sale of the Property shall
take place on the Closing Date. Exclusive possession of the Property shall be delivered
on the Closing Date, in current condition and in compliance with this Agreement. All of
City’s representations and warranties regarding the Property in Section 3 shall survive
the Closing.
SECTION 6.CITY’S OBLIGATIONS AT CLOSING
. At or prior to the Closing Date,
City shall:
6.1. Deliver to Developer City’s duly recordable Warranty Deed to the Property, in the
form attached hereto as Exhibit F (Deed), conveying to Developer marketable fee
simple title to the applicable portions of the Property necessary to construct the Project,
and all rights appurtenant thereto, including appurtenant easements, subject only to
easements, restrictions, conditions and covenants of record as of the date hereof and
not objected to by Developer as set forth in this Agreement, and to the conditions
subsequent set forth in this Agreement;
6.2. Deliver to Developer the Abstract of Title to the Property;
6.3. Deliver to Developer such other documents as may be required by this
Agreement, all in a form satisfactory to Developer;
6.4 Deliver to Developer an affidavit sufficient in form and content to permit the title
9
insurance company to issue owner’s and lender’s policies of title insurance without the
standard pre-printed exceptions (except the survey exception) in the form attached
hereto as Exhibit G; and
6.5 Deliver to Developer a recordable perpetual easement or easements, for no
additional consideration, granting Developer (and its successors and assigns) vehicular
and pedestrian ingress and egress across City property to the Property, all if needed in
the reasonable discretion of Developer and all in a form acceptable to City and
Developer. Such easement or easements shall run with the land for the benefit of the
owners and parties in possession of the Property, their successors and assigns.
6.6 Deliver to Developer a statement at the Closing that all representations and
warranties in Section 3 are correct.
6.7. Deliver to Developer a recordable perpetual easement, for no additional
consideration, granting Developer, its successors and assigns, the right to connect to
the Parking Facility, all as needed in the reasonable discretion of Developer and in a
form acceptable to City and Developer. Such easements shall run with the land for the
benefit of the owners, their successors and assigns and parties in possession of the
Property.
6.8. Deliver to Developer an estoppel certificate certifying that as of the Closing Date,
Diamond Jo, LLC is not in default under the Port of Dubuque Public Parking Facility
Development Agreement or the Parking Agreement Between the City of Dubuque and
Diamond Jo, LLC, and would not be in default with the giving of any notice which goes
uncured as provided therein.
SECTION 7.DELIVERY OF PURCHASE PRICE: OBLIGATIONS AT CLOSING
. At
the Closing, and subject to the terms, conditions, and provisions hereof and the
performance by City of its obligations as set forth herein, Developer shall pay the
applicable Purchase Price to City pursuant to Section 2.1 hereof.
SECTION 8.CLOSING COSTS
. The following costs and expenses shall be paid in
connection with each Closing:
8.1. City shall pay:
The transfer fee imposed on the conveyance, if any;
All special assessments whether levied, pending or assessed, if any;
City’s attorney’s fees;
City’s broker and/or real estate commissions and fees, if any; and
The cost of recording the satisfaction of any existing mortgage and any other
10
document necessary to make title marketable.
8.2. Developer shall pay:
The documentary fee necessary to record the Deed;
Developer’s attorney’s fees;
Developer’s broker and/or real estate commissions and fees, if any; and
All taxes as provided in Section 9.
SECTION 9.REAL PROPERTY TAXES
. From and after the Closing, Developer shall
pay or cause to be paid, when due, all real property taxes, assessments, fees and
charges, including but not limited to water, sanitary and storm water fees, connection
and tap fees, payable with respect to the Property.
SECTION 10. MINIMUM IMPROVEMENTS.
10.1. Minimum Improvements. Subject to Sections 10.2 and 10.3, Developer hereby
agrees to construct on the Property a multi-story office building at least the height of the
Parking Facility of approximately 40,000 thousand total square feet along with
necessary site work as contemplated in this Agreement at an aggregate cost of
approximately Nine Million and no/100 Dollars ($9,000,000.00)(the Minimum
Improvements).
10.2. Plans for Construction of Minimum Improvements. Within three months of the
date of this Agreement, Developer shall submit to City a site plan, plans and
specifications, drawings, specifications, and related documents with respect to the
Minimum Improvements to be constructed by Developer on the Property (the
Construction Plans) for the commercial use of the Property. City shall promptly review
all Construction Plans submitted and approve or disapprove such Construction Plans; if
such Construction Plans are not approved or disapproved within ten (10) days after
being submitted, they shall be deemed approved. The Construction Plans shall be in
conformity with Urban Renewal Plan, including the Port of Dubuque Master Plan Design
Standards (the Port of Dubuque Design Standards), this Agreement, and all applicable
state and local laws and regulations. All work with respect to the Minimum
Improvements shall be in substantial conformity with the Construction Plans approved
by City.
10.3. Closing of Property and Timing of Improvements. The Closing with respect to
the Property needed for construction of the Minimum Improvements on the Property
shall be on such date as the parties may agree but not later than six (6) months after
the date of this Agreement (the Closing Date). The Minimum Improvements shall be
substantially completed by not later than twenty-four (24) months after the Closing Date.
For example, if this Agreement is entered into and approved by the City on April 1,
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2011, plans for the Project must be submitted to and approved by City by no later than
June 1, 2011, and the Closing for the Property and commencement of the Minimum
Improvements must occur by October 1, 2011. If Developer has made substantial
progress on the construction of the Minimum Improvements, Developer shall be entitled
to an extension of up to three (3) months to complete such construction. 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. In the event that Developer has not
submitted or City has not approved the Construction Plans in Section 10.2 by December
31, 2011, Developer’s rights to the Property shall cease and terminate and no party
shall have liability to the other thereafter.
10.4. 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 or
waiver and termination of Developer’s agreements, covenants, and obligations in this
Agreement and in the Deed with respect to the obligations of Developer to construct the
Minimum Improvements. The Certificate of Completion shall terminates all rights of
revestment of title in City as provided in Section 16, and the Certificate of Completion
shall so state.
10.5. Developer Lender’s Cure Rights. The parties agree that if Developer shall fail to
complete the Minimum Improvements as required by this Agreement such that
revestment of title may occur (or such that City would have the option of exercising its
revestment rights), then Developer or Developer’s Lender, if any, shall have the right,
but not the obligation, to complete such Minimum Improvements according to the terms
and conditions in this Agreement.
10.6. Connection Between Minimum Improvements and Parking Facility. Developer
shall own and shall be responsible for all costs associated with the design and
construction of the connection between the Minimum Improvements and the Public
Parking Facility defined in Section 12.1 (the Connector). Plans for the proposed
construction of the Connector shall be subject to the approval of City. City may at its
option at any time and for $1.00 and no additional compensation require Developer to
convey the Connector to City and in such event, Developer may retain an easement in
and through the Connector for its employees, agents, invitees and guests.
10.7. Construction Staging Area. Developer may use the Staging Area shown on
Exhibit B-2 during construction of the Minimum Improvements. Upon completion of the
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Minimum Improvements, Developer agrees to restore the Staging Area to its condition
prior to the construction of the Minimum Improvements. The Staging Area shall at all
times during construction of the Minimum Improvements be screened from view from
the public streets which the Property abuts with screening material approved by City.
Developer shall at all times during the construction of the Minimum Improvements keep
Bell Street free from all construction materials and debris of any kind.
10.8. Security Camera. City shall retain in the conveyance of the Property an
easement mutually agreeable to City and Developer for the location of and access to a
security camera on top of the Minimum Improvements.
10.9. Developer at its cost shall install the walkway between the Parking Facility and
the Minimum Improvements, the walkway from Bell Street to the Parking Facility, and
the walkway on the west side of the Minimum Improvements. Developer shall also at its
cost shorten and cap the storm sewer on the Property and construct a new inlet for the
storm sewer.
10.10. Developer shall be responsible for the maintenance of the sidewalk abutting the
Property on Bell Street. City shall be responsible for the maintenance of the sidewalk
th
from Bell Street to the Parking Facility, the sidewalk abutting 5 Street, the walkway
between the Parking Facility and the Minimum Improvements, and the walkway on the
west side of the Minimum Improvements.
SECTION 11. CITY PARTICIPATION
.
11.1. Economic Development Grants.
(1) Minimum Improvements. 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 consecutive semi-annual payments as provided
below (such payments being referred to collectively as the Economic
Development Grants) to the Developer, pursuant to Section 403.9 of the Urban
Renewal Law, in amounts equal to the following percentages of the actual
amount of tax increment revenues collected by City under Section 403.19
(without regard to any averaging that may otherwise be utilized under Section
403.19 and excluding any interest that may accrue thereon prior to payment to
the Developer) during the preceding six-month period in respect of the Minimum
Improvements constructed by Developer:
November 1, 2014 May 1, 2015
November 1, 2015 May 1, 2016
November 1, 2016 May 1, 2017
November 1, 2017 May 1, 2018
November 1, 2018 May 1, 2019
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November 1, 2019 May 1, 2020
November 1, 2020 May 1, 2021
November 1, 2021 May 1, 2022
November 1, 2022 May 1, 2023
November 1, 2023 May 1, 2024
(2) To fund the Economic Development Grants, City shall certify to the County
prior to December 1 of each year, commencing December 1, 2013, its request for
the available Tax Increments resulting from the assessments imposed by the
County as of January 1 of that year, to be collected by City as taxes are paid
during the following fiscal year and which shall thereafter be disbursed to
Developer on November 1 and May 1 of that fiscal year. (Example: if City so
certifies in December, 2013, the Economic Development Grants in respect
thereof would be paid to the Developer on November 1, 2014, and May 1, 2015.)
Real estate taxes collected by the City with respect to the Property prior to the
dates provided in this Section 11.2(1) shall not result in Economic Development
Grants.
(3) The Economic Development Grants shall be payable from and secured
solely and only by the Tax Increments which, upon receipt, shall be deposited
and held in a special account created for such purpose and designated as the
“Flexsteel Project 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 Flexsteel Project TIF Account to pay the Economic Development
Grants, as and to the extent set forth in Section 11.1(1) 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
Tax Increments actually collected and held in the Flexsteel Project 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
11.1(3).
(4)City shall be free to use any and all tax increment revenues collected in
respect to other properties within the Project Area, or any of the available Tax
Increments resulting from the termination of the annual Economic Development
Grants under Section 11.1(1) 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. City shall also be free to use for any lawful purpose the actual tax
increment revenues collected by the City and not required to be paid to
Developer in respect of the Minimum Improvements.
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11.2. Acquisition Grant to Developer. For and in consideration of Developer's
obligations hereunder to construct the Minimum Improvements, City agrees to make an
Acquisition Grant to Developer on the Closing Date, or such other date as the parties
shall mutually agree upon in writing, in the amount of $165,831.00 ($6.00 per square
foot x 27,137 square feet usable square feet and $3.00 per square foot for 1003 square
feet of easement area). The parties agree that the Acquisition Grant shall be payable in
the form of a credit favoring Developer at time of Closing with the effect of reducing the
Purchase Price obligation of Developer.
SECTION 12. PARKING
.
12.1. Parking Facility.
(1) City has entered into a Development Agreement with Diamond Jo, LLC
(the Diamond Jo Development Agreement) with respect to, among other things,
the construction of the Port of Dubuque Public Parking Facility, a public parking
ramp adjacent to the Property (the Parking Facility). In the Diamond Jo
Development Agreement City has agreed to maintain at least 600 non-assigned
spaces within the Parking Facility for use by the general public twenty-four hours
a day, seven days a week, subject to temporary unavailability due to
maintenance, construction, or acts of God. The Parking Facility is maintained or
caused to be maintained by City.
(2) As long as the Diamond Jo, LLC is not in default under the terms of the
Diamond Jo Development Agreement and any amendments with respect to its
Parking Facility obligations, Developer or its assignees shall be entitled to free,
non-assigned parking for 111 spaces in the Parking Facility. During any time or
times that there exists an uncured default under the Diamond Jo Development
Agreement, and upon termination of that Diamond Jo Development Agreement,
Developer acknowledges that City may charge for parking at the Parking Facility.
If Diamond Jo, LLC is in default, and City elects to charge for parking in the
Parking Facility, Developer shall not be required to pay such charge for the first
ten years after the issuance of the Certificate of Completion. If Developer is
charged for parking, such charge shall not exceed City’s charge for other
covered non-reserved parking.
(3) Initially, Developer only intends to use approximately seventy-five percent
(75%) of the structure to be built on the Property. It is agreed by the Parties
hereto that as Developer needs additional parking spaces the reference to one
hundred eleven (111) parking spaces in Section 12.1(2) shall be increased by the
number of spaces needed by Developer, after written notice to the City, but shall
not be increased by more than thirty-nine (39).
12.2. Indemnification. City shall hold Developer harmless and fully indemnify
Developer against any damage, claim, liability or cause of action arising from or caused
15
by the actions of City, its agents, or representatives for any failure to provide parking as
required in this Section 12, including any such damage, claim, liability or cause of action
arising from conditions existing on the parking property prior to the date of this
Agreement. The provisions of this section shall survive the termination of this
Agreement and shall remain in effect as long as Developer or its successors and
assigns have parking rights in the Parking Facility.
SECTION 13. COVENANTS OF DEVELOPER
.
13.1. Insurance Requirements: Developer shall provide and maintain or cause to be
maintained at all times during the process of constructing the Minimum Improvements
(and, from time to time at the request of City, furnish City with proof of insurance in the
form of a certificate of insurance for each insurance policy):
All risk builder’s risk insurance, written on a Completed Value Form in an amount
equal one hundred percent (100%) of the replacement value when construction
is completed.
13.2.Developer shall notify City immediately in the case of damage exceeding
$50,000.00 in amount to, or destruction of, the applicable Minimum Improvements or
any portion thereof resulting from fire or other casualty. Net proceeds of any such
insurance (the Net Proceeds), shall be paid directly to Developer as its interests may
appear, and Developer shall forthwith repair, reconstruct and restore the applicable
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 will 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 the applicable Minimum
Improvements whether or not the Net Proceeds of insurance received by Developer for
such Purposes are sufficient.
13.3. Preservation of Property. Developer shall maintain, preserve and keep, or cause
others to maintain, preserve and keep, the applicable 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.
13.4. Non-Discrimination. In carrying out the project, Developer shall not discriminate
against any employee or applicant for employment because of race, religion, color, sex,
national origin, age, sexual orientation or disability.
13.5. 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
16
position to participate in a decision-making process or gain insider information with
regard to the project, shall have any interest, direct or indirect, in any contract or
subcontract, or the proceeds thereof, for work to be performed in connection with the
project, or in any activity, or benefit therefrom, which is part of this project at any time
during or after such person’s tenure. In connection with this obligation, Developer 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.
13.6. Non-transferability. Until such time as the applicable Minimum Improvements are
complete (as certified by City under Section 10.4), this Agreement may not be assigned
by Developer nor may the Property be transferred by Developer to another party without
the prior written consent of City, which consent shall not be unreasonably withheld.
Thereafter, Developer shall have the right to assign this Agreement and upon
assumption of all of the obligations in the Agreement by the assignee, Developer shall
no longer be responsible for its obligations under this Agreement.
13.7. Restrictions on Use. Developer agrees for itself, 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 an office building as described in this Agreement is in full
compliance with the Urban Renewal Plan); and
(2) Not discriminate upon the basis of race, religion, color, sex, national origin,
age, sexual orientation, gender identity 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).
13.8. Compliance with Laws. Developer will comply with all laws, rules and regulations
relating to the Property and the Minimum Improvements, other than laws, rules and
regulations the failure to comply with which 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 14.COVENANTS OF DEVELOPERFOLLOWINGCONSTRUCTION OF
THE PROJECT
.
14.1 Job Creation and Maintenance.
(1) Developer shall create ten (10) full-time equivalent (FTE) jobs in Dubuque,
17
Iowa prior to January 1, 2014, and shall maintain those jobs during the Term of
this Agreement. An FTE shall be based on a 40-hour work week. It is agreed by
the parties that Developer has 101full time corporate positions in Dubuque, Iowa
as of December 31, 2010. In the event that the certificate provided to City under
Section 14.2 hereof on January 1, 2024 discloses that Developer does not as of
that date have at least 111employees as provided hereinabove, then Developer
shall pay to City, promptly upon written demand therefore, an amount equal to $
1494.00 per job not created or maintained ($ 165,831.00 divided by 111 jobs = $
1494.00.) The payments provided for herein shall be City’s sole remedy for the
failure of Developer to meet the job creation and maintenance requirements of
this subsection 14.1(1).
(2) In addition, for the positions that Developer fails to create and maintain for
any year during the Term of this Agreement, the semi-annual Economic
Development Grants for such year under Section 11.1 shall be reduced by the
percentage that the number of such positions bears to the total number of
positions required to be created and maintained (111 jobs) by this Section 14.1.
(For example, if Developer has 90 jobs, the semi-annual Economic Development
Grants would be 81.09% (90/111 employees) of the available Developer Tax
Increment received by City). The reduction of the semi-annual Economic
Development Grants shall be City’s sole remedy for the failure of Developer to
meet the job creation and maintenance requirements of this subsection 14.1(2).
(3) For purposes of this Section 14.1, the transfer of any of the corporate
employees listed on Exhibit J-1 to the office constructed on the Property shall be
included in the calculation of 101 full time positions in Dubuque, Iowa as of
December 31, 2010.
(4) For purposes of this Section 14.1, the transfer of any of the corporate
employees listed on Exhibit J-2 to the office constructed on the Property shall not
be included in the calculation of 101 full time positions in Dubuque, Iowa as of
December 31, 2010 or in the calculation of the job creation requirement of 10
jobs.
(5) For purposes of this Section 14.1, the transfer of any of the manufacturing
employees listed in Exhibit J-3 to the office constructed on the Property shall not
be included in the calculation of 101 full time positions in Dubuque, Iowa as of
December 31, 2010 or in the calculation of the job creation requirement of 10
jobs.
(6) For purposes of this Section 14.1, the transfer of any of the printing
sampling employees listed on Exhibit J-4 to the office constructed on the
Property shall not be included in the calculation of 101 full time positions in
Dubuque, Iowa as of December 31, 2010 or in the calculation of the job creation
requirement of 10 jobs.
18
(7) Developer shall notify City at each annual certification required by § 14.2 if
there has been any change in job classifications or titles in Exhibit J-1, J-2, J-3 or
J-4.
14.2 Certification. To assist City in monitoring the performance of Developer
hereunder, not later than January 1, 2014, and not later than January 1 of each year
thereafter during the Term of this Agreement, a duly authorized officer of Developer
shall certify to City in a form acceptable to City (a) the number of full time jobs
maintained by Developer during the prior year in Dubuque, Iowa, and (b) to the effect
that such officer has re-examined the terms and provisions of this Agreement and that
at the date of such certificate, and during the preceding twelve (12) months, Developer
is not or was not in default in the fulfillment of any of the material terms and conditions
of this Agreement and that no Event of Default (or event which, with the lapse of time or
the giving of notice, or both, would become an Event of Default) is occurring or has
occurred as of the date of such certificate or during such period, or if the signer is aware
of any such default, event or Event of Default, said officer shall disclose in such
statement the nature thereof, its period of existence and what action, if any, has been
taken or is proposed to be taken with respect thereto. Such certificate shall be provided
not later than January 1, 2014, and by January 1 of each year thereafter during the term
of this Agreement.
14.3. Books and Records. Developer shall permit City reasonable access to and shall
keep at all times proper books and records related to the number of employees at the
Minimum Improvements.
14.4 Real Property Taxes. From and after the Closing Date, 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 or entity pursuant to the provisions of this Agreement.
14.5 No Exemptions. During the term of this Agreement, and except as otherwise
permitted by 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.
14.6. Non-Discrimination. In carrying out the Project, Developer shall not discriminate
against any employee or applicant for employment because of race, religion, color, sex,
national origin, age, gender identity, sexual orientation, or disability.
14.7. Compliance with Laws. Developer will comply with all laws, rules and regulations
relating to the Property and the Minimum Improvements, other than laws, rules and
regulations the failure to comply with which or the sanctions and penalties resulting
therefrom, would not have a material adverse effect on the business, property,
operations, financial or otherwise, of the Developer.
19
SECTION 15. EVENTS OF DEFAULT
. 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:
15.1. Failure by Developer to pay or cause to be paid, before thirty days after such
payments are due, all real property taxes assessed with respect to the applicable
Minimum Improvements and Property;
15.2. Failure by Developer to cause the construction of the applicable Minimum
Improvements (or applicable phases of Minimum Improvements) to be commenced and
completed pursuant to the terms, conditions and limitations of this Agreement;
15.3. Subject to Section 13.6, transfer of any interest by Developer of the Property or
this Agreement prior to the issuance of the final Certificate of Completion for any
applicable phase; or
15.4. 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.
SECTION 16.REMEDIES ON DEFAULT BY DEVELOPER
.
16.1. Whenever any Event of Default referred to in Section 15 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 written notice, or if the Event of Default cannot be cured within sixty
(60) days and Developer or if applicable, the Mortgagee, does not provide assurances
to City that the Event of Default willbe cured as soon as reasonably possible thereafter:
16.1. City may suspend its performance under this Agreement until it receives
assurances from Developer deemed adequate by City, that Developer will cure its
default and continue its performance under this Agreement;
16.2. Until the Closing, City may cancel and rescind this Agreement;
16.3. City may withhold the Certificate of Completion; and
16.4. In the event that subsequent to conveyance of the Property to Developer by City
and prior to receipt by Developer of the Certificate of Completion, but subject to the
terms of the mortgage granted by Developer to secure a loan obtained by Developer
from a commercial lender or other financial institution to fund the acquisition of the
Property or construction of the applicable Minimum Improvements (First Mortgage) an
Event of Default under Section 15 of this Agreement occurs and is not cured within the
20
times specified in Section 16, then City shall have the right to re-enter and take
possession of the Property and any portion of the applicable Minimum Improvements
thereon and to terminate (and revest in City pursuant to the provisions of this Section 16
subject only to any superior rights in any holder of the First Mortgage) the estate
conveyed by City to Developer. The intent of this provision, together with other
provisions of this Agreement, that the conveyance of the Property to Developer shall be
made upon the condition that (and the Deed shall contain a condition subsequent to the
effect that), in the event of default under Section 15, prior to the receipt of the Certificate
of Completion, on the part of Developer and failure on the part of Developer to cure
such default within the period and in the manner stated herein, City may declare a
termination in favor of City of the title and of all Developer’ rights and interests in and to
the Property conveyed to Developer, and that such title and all rights and interests of
Developer, and any assigns or successors in interests of Developer, and any assigns or
successors in interest to and in Property, shall revert to City (subject to the provisions of
Section 16 of this Agreement), but only if the events stated in Section 15 of this
Agreement, which occurs prior to the receipt of the Certificate of Completion, have not
been cured within the time period provided above, or, if the events cannot be cured
within such time periods, Developer does not provide assurance to City, reasonably
satisfactory to City, that the events will be cured as soon as reasonably possible.
Notwithstanding the foregoing, however, City agrees to execute a Subordination
Agreement in favor of Developer’s first mortgage lender, in a form reasonably
acceptable to City and to Developer’s first mortgage lender.
(1) Upon the revesting in City of title to the Property as provided in Section
16.4 of this Agreement, City may resell the Property, and if it elects to do so, it
shall, pursuant to its responsibility under law, use its best efforts, subject to any
rightsor interests in such property or resale granted to any holder of a First
Mortgage, to resell the Property or part thereof as soon and in such manner as
City shall find feasible and consistent with the objectives of such law and of the
Urban Renewal Plan to a qualified and responsible party or parties (as
determined by City in its sole discretion) who will assume the obligation of
making or completing the applicable Minimum Improvements or such other
improvements in their stead as shall be satisfactory to City and in accordance
with the uses specified for such Property or part thereof in the Urban Renewal
Plan. Subject to any rights or interests in such property or proceeds granted to
any holder of a First Mortgage upon such resale of Property the proceeds thereof
shall be applied:
(a) First, to pay and discharge the First Mortgage;
(b) Second, to pay the principal and interest on mortgage(s)
created on the Property, or any portion thereof, or any
improvements thereon, previously acquiesced in by City pursuant
to this Agreement. If more than one mortgage on the Property, or
any portion thereof, or any improvements thereon, has been
previously acquiesced in by City pursuant to this Agreement and
21
insufficient proceeds of the resale exist to pay the principal of, and
interest on, each such mortgage in full, then such proceeds of the
resale as are available shall be used to pay the principal of and
interest on each such mortgage in their order of priority, or by
mutual agreement of all contending parties including Developer, or
by operation of law;
(c)Third, to reimburse City for all allocable costs and expenses
incurred by City, including but not limited to salaries of personnel, in
connection with the recapture, management and resale of property
or part thereof (but less any income derived by City from the
property or part thereof in connection with such management); any
payments made or necessary to be made to discharge any
encumbrances or liens (except for mortgage(s) previously
acquiesced in by City) existing on the Property or part thereof at the
time of revesting of title thereto in City or to discharge or prevent
from attaching or being made any subsequent encumbrances or
liens due to obligations, default or acts of Developer, its successors
or transferees (except with respect to such mortgage(s)), any
expenditures made or obligations incurred with respect to the
making or completion of applicable Minimum Improvements or any
part by City on Property or part thereof, and any amounts otherwise
owing to City (including water and sewer charges) by Developer
and its successors or transferees; and
(d)Fourth, to reimburse Developer up to the amount equal to (1)
the sum of the Purchase Price paid to City for the Property and the
cash actually invested by Developer in making any of the applicable
Minimum Improvements on Property, less (2) any sums previously
received by Developer.
(2) Upon revesting in the City to the Property as provided in Section 16.4 of
this Agreement, if the City does not resell the Property within one year, the City
shall reimburse Developer up to the amount equal to (1) the sum of the Purchase
Price paid to City for the Property and the cash actually invested by Developer in
making any of the Applicable Minimum Improvements on Property, less (2) any
sums previously received by Developer.
SECTION 17.REMEDIES ON DEFAULT BY CITY
. If City defaults in the
performance of this Agreement or any of its representations and warranties contained
herein, Developer may take any action, including legal, equitable or administrative
action which 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 its performance under this Agreement until it receive
assurances from City, deemed adequate by Developer, that City will cure its default and
22
continue its performance under this Agreement. Additionally, City will reimburse
Developer all costs and expenses incurred by Developer, including, but not limited to
salaries of personnel and reasonable attorney fees and expenses, incurred as a result
of City's default(s) in the performance of this Agreement or any of City's representations
and warranties contained herein.
SECTION 18.REMEDIES GENERALLY
.
18.1. A non-defaulting party 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.
18.2. No remedy herein conferred upon or reserved to a party 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.
18.3. 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.
18.4. 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 attorney’s 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 which may be awarded.
SECTION 19.GENERAL TERMS AND CONDITIONS
.
19.1. 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 Flexsteel
: Flexsteel Industries, Inc.
Chief Executive Officer
3200 Jackson Street
Dubuque, IA 52001
With a copy to
: O’Connor & Thomas, P.C.
Attention: John O’Connor
23
700 Locust Street
Suite 200
Dubuque, IA 52001
If to City
: City Manager
City Hall
th
50 W. 13 Street
Dubuque, IA 52001
Phone: (563) 589-4110
Fax: (563) 589-4149
With a copy to
: City Attorney
City Hall
th
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 19.1.
19.2. Binding Effect; Assignment. This Agreement shall inure to the benefit of and be
binding upon the successors and permitted assigns of the parties. Except as provided in
Section 13.6, neither party shall assign any of its rights or obligations hereunder without
the prior written consent of the other party.
19.3. Termination Date. This Agreement and the rights and obligations of the parties
hereunder shall terminate on the 2nd day of May, 2024 (the Termination Date), unless
otherwise extended as provided herein.
19.4. Applicable Law; Severability. This Agreement shall be subject to, construed and
enforced in accordance with the laws of the state of Iowa. If any provision of this
Agreement is held invalid under applicable Law, such invalidity shall not affect any other
provision of this Agreement that can be given effect without the invalid provision, and to
this end, the provisions hereof are severable.
19.5. Interpretation; Headings. Words and phrases herein shall be interpreted and
understood according to the context in which they are used. The headings of the
articles, sections, paragraphs and subdivisions of this Agreement are for convenience of
reference only, are not to be considered a part hereof and shall not limit or expand or
otherwise affect any of the terms hereof.
19.6. Entire Agreement; Counterparts; Remedies Cumulative. This Agreement,
including any Exhibits, all of which are incorporated by this reference, and the
documents executed and delivered pursuant hereto, constitute the entire agreement
between the parties, and may be amended only by a writing signed by each party. All
agreements, instruments and documents referred to in this Agreement are by this
reference made a part of this Agreement for all purposes. This Agreement may be
24
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. The
parties shall have, in addition to the rights and remedies provided by this Agreement, all
those allowed by all applicable laws, all of which shall be in extension of and not in
limitation of those provided hereunder.
19.7. Waivers. Prior to issuance of the Certificate of Completion, no waiver by either
party of any breach of this Agreement, or of any warranty or representation hereunder,
shall be deemed to be a waiver by the same party of any other breach of any kind or
nature (whether preceding or succeeding the breach in question, and whether or not of
the same or similar nature).
(1) No acceptance by a party of payment or performance after any such
breach shall be deemed to be a waiver of any breach of this Agreement or of any
representation or warranty hereunder, whether or not the party knows of the
breach when it accepts such payment or performance.
(2) No failure by a party to exercise any right it may have under this
Agreement or under law upon another party’s default, and no delay in the
exercise of that right, shall prevent it from exercising the right whenever the other
party continues to be in default. No such failure or delay shall operate as a
waiver of any default or as a modification of the provisions of this Agreement.
19.8. Construction Against Drafter. It is acknowledged that each of the parties have
had substantial input individually, and by their attorneys, into the drafting of this
agreement. It is therefore agreed that the Agreement shall not be construed for or
against either of the parties based upon the identity of the drafter of the final Agreement.
19.9. 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.
19.10. Memorandum of Development Agreement. Developer shall promptly record a
Memorandum of Development Agreement in the form attached hereto as Exhibit G in
the office of the Recorder of Dubuque County, Iowa. Developer shall pay the costs for
so recording.
25
CITY OF DU UQUE, IOWA
By:
Roy D : uol, Mayor
By./ /I ' %
anne Schneider, City Clerk
F:\ USERS \blindahl\ Agreements\ Flexsteel \FlexsteelDevelopmentAgreement 033111bal.doc
26
FLEXSTEEL INDUSTRIES INC.
By: c.- . —d r I /714
Timothy I
Sr. Vice a dent Finance,
Chief Financial Officer,
Secretary and Treasurer
(City Seal)
STATE OF IOWA )
SS
COUNTY OF DUBUQUE )
On this J day of f'C 20J4 , before me the undersigned, a Notary
Public in and for the sal 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
volunt act and deed of said City, by it and by them voluntarily executed.
N
tare Public
STATE OF IOWA
COUNTY OF DUBUQUE
)
)
)
On this 31 day of Mo. Ce_h 20 )1, before me the undersigned, a Notary
Public in and for the State of Iowa, personally appeared Timothy E. Hall, to me
personally known, who, being by me duly sworn, did say that they are Sr. Vice
President Finance of Flexsteel Industries, Inc. the corporation executing the instrument
to which this is attached and that as said Sr. Vice President of Finance of Flexsteel
Industries, Inc. acknowledged the execution of said instrument to be ,the voluntary act
and deed of said company, by it and by them voluntarily executed.
Notary Public
SS
27
SUSAN M. WINTER
COMMISSION NO.183274
MY COMMISSION EXPIRES
2/14/14
1"1' +. DAWN M. REAR
Commission Numb H 7660 92
# My Comm. Exp. JAN 3, 2014
LIST OF EXHIBITS
EXHIBIT A Urban Renewal Plan (Page 1 only)
EXHIBIT B-1 Site Plan
EXHIBIT B-2 Easements Elevation
EXHIBIT C City Attorney Certificate
EXHIBIT D City Certificate
EXHIBIT E Opinion of Counsel to Developer
EXHIBIT F Warranty Deed
EXHIBIT G Memorandum of Development Agreement
EXHIBIT H Site Access Agreement
EXHIBIT I Confidentiality Agreement
EXHIBIT J-1 Corporate Employees - Moving
EXHIBITJ-2 Corporate Employees – Not Moving
EXHIBIT B-3 Manufacturing employees
EXHIBIT B-4 Print and supply employees
28
EXHIBIT A
URBAN RENEWAL PLAN
(Page 1 only; entire Urban Renewal Plan on file at the
City of Dubuque Economic Development Department)
29
EXHIBIT B-1
SITE PLAN
30
31
EXHIBIT B-2
EASEMENTS
32
33
EXHIBIT C
CITY ATTORNEY’S CERTIFICATE
34
BA.L,E
.
A R R Y I N D A H L S Q
CA
I T Y T T O R N E Y
(DATE)
RE:
Dear :
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.
Very sincerely,
Barry A. Lindahl, Esq.
City Attorney
BAL:tls
35
EXHIBIT D
CITY’S CERTIFICATE
36
(DATE)
Dear ________________:
I 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:
3.1. There is no action, suit or proceeding pending, or to the best of City's knowledge,
threatened against City which might result in any adverse change in the Property being
conveyed or the possession, use or enjoyment thereof by Developer, including, but not
limited to, any action in condemnation, eminent domain or public taking;
3.2. No ordinance or hearing is pending or, to the best of City’s knowledge,
contemplated before any local governmental body which 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.
3.3. All leases, contracts, licenses, and permits between City and third parties in
connection with the maintenance, use, and operation of the Property have been
provided to Developer and City has provided true and correct copies of all such
documents to Developer;
3.4. City has good and marketable fee simple title interest to the Property;
3.5. There are no notices, orders, suits, judgments or other proceedings relating to
fire, building, zoning, air pollution, health violations or other matters that have not been
corrected. City has notified Developer in writing of any past notices, orders, suits,
judgments or other proceedings relating to fire, building, zoning, air pollution or health
37
violations as they relate to the Property of which it has actual notice;
3.6. The Property will as of the date of the Closing Date be free and clear of all liens,
security interests, and encumbrances and payment has been made for all labor or
materials that have been furnished to the Property or will be made prior to the Closing
Date so that no lien for labor performed or materials furnished can be asserted against
the Property;
3.7. 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 the time of each Closing confirming the
representation contained herein, in form and substance attached hereto as Exhibit C;
3.8. All City utilities necessary for the development and use of the Property adjoin the
Property, and Developer shall have the right to tie into and use said utilities upon
payment to City of the required connection and tap fees and all other applicable fees;
provided, however, that the cost of any utility relocation shall be at the sole cost of
Developer;
3.9. The Property is free and clear of any occupants, and no party has a lease to or
other occupancy or contract right in the Property which shall in anyway be binding upon
the Property or Developer;
3.10. City shall exercise its best efforts to cooperate with Developer in the
development process;
3.11. City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion;
3.12. With respect to the period during which City has owned or occupied the Property,
and to the best of City’s knowledge after reasonable investigation with respect to the
time before City owned or occupied the Property, no person or entity has caused or
permitted materials to be stored, deposited, treated, recycled, or disposed of on, under
or at the Property other than as described in the environmental reports that City has
provided to Developer, which materials, if known to be present, would require cleanup,
removal or some other remedial action under environmental laws;
3.13. There are no fees or other charges payable by Developer for the construction of
any City utilities serving the Property other than the fees for connecting to and installing
meters and tap fees with regard to such utilities and all city utilities necessary for the
development and use of the Property as an office facility adjoin the Property and
Developer shall have the right to connect to said utilities, subject to City’s connection
fees;
3.14. The Property is properly zoned for the various uses described in this Agreement.
38
3.15. City makes no warranties or representations as to the condition of the Property
other than those which are expressly stated in this Agreement;
3.16. City owns the Parking Facility define din Section 12 and Developer has the right
to park in the Parking Facility in accordance with Section 12;
3.17. City will perform all of its obligations under the Parking Agreement between City
and Diamond Jo, LLC, dated June 11, 2009, and under Section 2.2 of the Port of
Dubuque Public Parking Facility Development Agreement dated October 1, 2007;
3.18. City has completed all required notice to or prior approval, consent or permission
of any federal, state or municipal or local governmental agency, body, board or official
to the sale of the Property; and consummation of the Closing by City shall be deemed a
representation and warranty that it has obtained the same;
3.19. City represents and agrees that, use of the Property as an office building as
described in this Agreement is in full compliance with the Urban Renewal Plan;
3.20. The Property has a permanent right of ingress and egress to a public roadway for
the use and enjoyment of the Property off of Bell Street;
3.21. The execution, delivery and performance of this Agreement and the
consummation of the transactions contemplated by this Agreement do not and shall not
result in any material breach of any terms or conditions of any mortgage, bond,
indenture, agreement, contract, license, or other instrument or obligation to which City is
a party or by which either the City or the Property being conveyed are bound, nor shall
the execution, delivery and performance of this Agreement violate any statute,
regulation, judgment, writ, injunction or decree of any court threatened or entered in a
proceeding or action in which City may be bound or to which either City or the Property
being conveyed may be subject; and
3.22. The representations and warranties contained in this Section 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, and
such representations and warranties shall survive the Closing.
Sincerely,
Michael C. Van Milligen
City Manager
MCVM:jh
39
EXHIBIT E
OPINION OF COUNSEL TO DEVELOPER
40
Mayor and City Councilmembers
City Hall
th
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 Minnesota 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. To our actual knowledge with no duty to inquire, 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. To our actual knowledge with no duty to inquire, 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
41
Agreement or the Developer’s ability to perform Developer’s obligations thereunder,
except
This opinion is rendered for the sole benefit of the City of Dubuque and no other party
may rely on this opinion.
This opinion is rendered and valid as of the date of this letter and we have no duty to
update this opinion for any matters which come to our knowledge after the date of this
letter.
Very truly yours,
42
EXHIBIT F
WARRANTY DEED
43
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:
SPECIAL WARRANTY DEED
KNOW ALL MEN BY THESE PRESENTS: that 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 ______________________ and no/100
Dollars ($_________) 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 ________________________________, a Minnesota corporation
(Grantee), the following described parcel(s) situated in the County of Dubuque, State of
Iowa, to wit (the Property):
th
Lot 1-1 of Adams Company’s 4 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. ________of the
City Council of the City of Dubuque adopted the ____ day of __________, 20__, 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 ____ day of __________, 20__ (the Agreement), a memorandum of which was
recorded on the ____ day of __________, 20__, in the records of the Recorder of
Dubuque County, Iowa, Instrument Number ___________ - ____.
Promptly after completion of the improvements 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
44
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, 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 ____ of __________, 20__ at Dubuque, Iowa.
CITY OF DUBUQUE IOWA
Attest: By: _____________________________
Roy D. Buol, Mayor
By: _________________________
Jeanne F. Schneider, City Clerk
45
STATE OF IOWA )
) SS
COUNTY OF DUBUQUE )
On this ____ day of _______________ , 20__, before me a Notary Public in and
for said County, personally appeared Roy D. Buol and Jeanne F. Schneider 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.
______________________________________
Notary Public in and for Dubuque County, Iowa
46
EXHIBIT G
MEMORANDUM OF DEVELOPMENT AGREEMENT
47
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 Flexsteel Industries, Inc.
was made regarding the following described premises:
th
Lot 1-1 of Adams Company’s 4 Addition in the City of Dubuque, Iowa
The Development Agreement is dated for reference purposes the ____ day of
_________, 20__, 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 __________, 20__.
CITY OF DUBUQUE, IOWA
By: __________________________
Roy D. Buol, Mayor
By: ____________________________
48
Jeanne F. Schneider, City Clerk
FLEXSTEEL INDUSTRIES INC.
By:
Timothy E. Hall
Sr. Vice President Finance,
Chief Financial Officer,
Secretary and Treasurer
STATE OF IOWA
: ss:
DUBUQUE COUNTY
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
: ss:
DUBUQUE COUNTY
On this ____ day of __________, 20 , before me, a Notary Public in and for the
State of Iowa, in and for said county, personally appeared
to me personally known, who being by me duly sworn did say that they are the
and that said instrument was signed on behalf of said company by authority of its
members and that they acknowledged the execution of this instrument to be the
voluntary act and deed of said company by it voluntarily executed.
49
______________________________
Notary Public, State of Iowa
50
EXHIBIT H
SITE ACCESS AGREEMENT
51
SITE ACCESS AGREEMENT
BETEWEEN
THE CITY OF DUBUQUE, IOWA
AND
FLEXSTEEL INDUSTRIES, INC.
This Agreement is made and entered into this ___ day of _______, 2011, by and
between the City of Dubuque, Iowa, an Iowa municipal corporation (City), and Flexsteel
Industries, Inc., a Minnesota corporation (Developer).
WHEREAS, City is the owner of the real estate shown on Exhibit A (the Site),
attached hereto, which is being considered as a Development Project by City and
Developer; and
WHEREAS, Developer desires access to the Site prior or as part of a
Development Agreement for purposes of surveying, environmental studies, and other
site analysis; and
WHEREAS, the City desires to allow Developer access to the Site for such
purposes prior to the closing, subject to the conditions set forth herein.
NOW, THEREFORE, IT IS AGREED BY AND BETWEEN THE PARTIES AS
FOLLOWS:
SECTION 1. ACCESS TO SITE
. Subject to the conditions herein, the City hereby
grants to Developer and its consultant(s) full and continuing access to the Site and all
parts thereof, upon reasonable notice to City, and at Developer's sole expense, for
surveying, environmental studies, and site analysis. Prior to access to the Site,
Developer shall obtain approval from the City of the following: consultant(s), scope of
work to be conducted on the Site, and schedule for the work to be done on the Site. No
invasive activities of any kind, such as soil and/or groundwater sampling, borings, or
excavation, are authorized on the Site without the further written consent of City.
SECTION 2. RESTORATION OF SITE
. Developer agrees to timely pay and
discharge all claims of any kind by its consultants, contractors, subcontractors and
suppliers with respect to any work performed at the Site, including but not limited to
claims for labor or material furnished in connection therewith, and to defend, indemnify
and hold harmless City from and against any and all such claims. In the event that the
Development Agreement is not approved by City and Developer by __________, 20__,
or, if the Development Agreement is approved but the Site acquisition set forth in the
Development Agreement does not close for any reason by __________, 20__,
Developer shall, at Developer's sole expense by not later than __________, 20__,
restore the Site, and upon such restoration to City’s satisfaction, this Agreement shall
then terminate.
52
SECTION 3. CONDITION OF THE SITE
. City makes no warranty or representation
as to the condition of the Site unless expressly stated in the Development Agreement.
Developer acknowledges that any work performed by Developer and/or its consultant(s)
at the Site is at their sole risk. Developer shall insure that all work at the Site is done in
accordance with all applicable laws and permits and in a good worker-like manner.
Developer and its consultants shall daily leave the Site in a condition no less safe than
before the work was conducted. Developer and its consultant(s) are solely responsible
for obtaining any and all permits required for the work to be conducted at the Site. No
hazardous chemicals and wastes may be stored or disposed of on the Site and all such
materials must be used only as allowed by law. Developer shall be responsible for
identifying any and all utilities serving the Site prior to conducting invasive work on the
Site.
SECTION 4. SHARING OF INFORMATION
. Developer shall provide City with copies
of any and all reports and documents resulting from the work conducted at the Site
upon the request of the City, which information shall be managed as per the parties’
separate Confidentiality Agreement. Developer and/or its consultant(s) shall notify the
City immediately upon discovery of any hazardous or unsafe condition at the Site.
SECTION 5. INDEMNIFICATION
. Except as provided in Section 2.3(2) and 2.3(4) of
the Development Agreement between the parties, Developer shall defend, indemnify
and hold harmless City, its officers, agents and employees from and against any claim
and cost of any kind, including without limitation, attorneys’ fees and consulting fees,
arising out any work at the Site by or on behalf of Developer and its consultants. This
obligation shall survive the termination of this Agreement.
SECTION 6. INSURANCE
. Developer shall provide insurance as set forth in the
attached Insurance Schedule.
CITY OF DUBUQUE, IOWA FLEXSTEEL INDUSTRIES, INC.
By By
Michael Van Milligen
City Manager
53
INSURANCE SCHEDULE
54
55
56
57
58
59
60
61
62
EXHIBIT I
CONFIDENTIALITY AGREEMENT
63
CONFIDENTIALITY AGREEMENT
This confidentiality agreement ("Agreement") is made and entered into this
_____ day of _______, 2011, by and between The City of Dubuque, a municipal
corporation ("City"), and Flexsteel Industries, Inc., a Minnesota corporation (“Flexsteel”).
WHEREAS, the City and Flexsteel are discussing a possible development project
(the "Development Project") involving certain real property owned by the City (the
"Development Property") described in Attachment A hereto; and
WHEREAS, in order to evaluate the Development Project, Flexsteel, with the
consent and cooperation of the City, will cause a qualified consultant acceptable to
Flexsteel and the City (“ Environmental Consultant”) to undertake an environmental
review of the Development Property pursuant to the terms and conditions of the Site
Access Agreement between Flexsteel and the City, which review will be memorialized in
a report (“Report”); and
WHEREAS, the parties hereto desire to protect the confidentiality of information
obtained during the investigation and reported regarding the Development Property,
including, without limitation, any information used, generated or learned by the
Consultant, including previous environmental assessments and/or information furnished
by either party and related to the Development Property on or after the date of this
Agreement (collectively, hereinafter, "Confidential Information");
NOW THEREFORE, in consideration of the mutual promises contained herein
and for other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, the parties hereto agree as follows.
SECTION 1. All Confidential Information will be kept confidential by the parties and
shall not be reproduced, disclosed, distributed or communicated, directly or indirectly, in
whole or in part, to any other Person (as defined below), except that each party may
disclose the Confidential Information or portions thereof to those persons or entities
who, in its judgment, are reasonably required to review the Confidential Information in
connection with the Development Project, including, but not limited to, its respective (i)
directors, officers, members, partners, attorneys and employees and (ii) Consultant,
representatives, agents, consultants, advisors, lenders, professionals, insurers and
other persons or entities who have acknowledged an obligation of confidentiality and an
agreement to be bound by the terms and conditions of this Agreement (the persons in
clauses (i) and (ii) to whom such disclosure is permissible being collectively called
"Representatives").
SECTION 2. The parties agree that they will inform each of their respective
Representatives who have, or will have, access to any or all of the Confidential
Information, of the existence and content of this Agreement and will take all reasonable
action necessary to cause such Representatives to observe the confidentiality
requirements of this Agreement. With regard to the Environmental Consultant,
64
Flexsteel shall obtain a written agreement confirming Consultant’s intent to comply with
this Confidentiality Agreement. In the event that the parties or any of their respective
Representatives (the "Compelled Party") are required by law or legal process (including
by deposition, interrogatory, request for documents, subpoena, civil investigation
demand or similar process) to disclose any of the Confidential Information, the
Compelled Party shall use its good faith efforts to provide or shall use its good faith
efforts to cause such Representative to provide, prompt prior written notice of such
compulsion to the other party hereto, so that such party may seek a protective order or
other appropriate remedy or, if appropriate, waive compliance with the terms of this
Agreement. The term "Person" as used in this Agreement will be interpreted broadly to
include, without limitation, any corporation, company, partnership, individual or other
entity of any kind whatsoever. Without limiting the generality of the foregoing, to the
extent required by applicable law, Flexsteel may disclose information contained in the
Report in any offering, offering statement, proxy solicitation, tender offer document,
registration statement, placement memorandum, or similar document (whether draft or
otherwise), prepared by Flexsteel or any of its affiliates, upon written approval by the
City, which approval shall not be unreasonably withheld.
SECTION 3. Notwithstanding anything to the contrary in this Agreement, the term
"Confidential Information" shall not include any information which (i) at the time of
disclosure or thereafter is generally available to or known by the public (other than
through a disclosure directly or indirectly resulting from a violation hereunder), (ii) at the
time of disclosure was already known on a non-confidential basis or had been
independently developed by the applicable party as evidenced by its business records,
in each case, provided that such information is not known by the applicable party to be
subject to another confidentiality agreement with or other obligation of secrecy to the
disclosing party or any other Person, or (iii) was available to the applicable party on a
non-confidential basis from a source (other than pursuant to this Agreement) that is not
and was not bound by a confidentiality agreement or otherwise prohibited from
transmitting the information to the applicable party on a non-confidential basis by a
contractual, legal or fiduciary obligation).
SECTION 4. The parties understand and acknowledge that neither of the parties or
any of their respective directors, officers, stockholders, partners, employees, owners,
affiliates, Representatives, advisors or agents is making any representation or warranty,
express or implied, as to the accuracy or completeness of any Confidential Information,
and neither of the parties or any of their respective directors, officers, stockholders,
partners, members, employees, owners, affiliates, Representatives, advisors or agents
will have any liability to the other party or any other Person resulting from use of the
Confidential Information by such party or by any of the Representatives.
SECTION 5. The parties hereby irrevocably and unconditionally consent to submit to
the non-exclusive jurisdiction of the courts of the State of Iowa and the United States of
America located in Iowa for any actions, suits or proceedings arising out of or relating to
this Agreement or the transactions contemplated hereby (and the parties agree not to
commence any such action, suit or proceeding relating thereto except in such courts),
65
and further agree that service of any process, summons, notice or document by U.S.
registered mail to the parties' addresses set forth below shall be effective service of
process for any action, suit or proceeding brought against such party in any such court.
The parties hereby irrevocably and unconditionally waive any objection to the laying of
venue of any action, suit or proceeding arising out of or relating to this Agreement or the
transactions contemplated hereby in the courts of the State of Iowa or the United States
of America located in Iowa, and hereby further irrevocably and unconditionally waive
and agree not to plead or claim in any such court that any such action, suit or
proceeding brought in any such court has been brought in an inconvenient forum.
SECTION 6. This Agreement shall be binding upon and inure to the benefit of the
parties hereto and their respective successors and assigns. This Agreement may not
be changed, modified, amended, supplemented or assigned except by a written
instrument signed by each of the parties.
SECTION 7. Each party understands and agrees that no contract or agreement
providing for a Development Project or any other transaction involving the other shall be
deemed to exist between them unless and until a definitive agreement has been
executed and delivered, and each party hereby waives, in advance, any claims
(including, without limitation, breach of contract) in connection with any transaction
involving the other unless and until each such party shall have entered into a final
definitive agreement. Each party also agrees that unless and until a final definitive
agreement regarding a transaction between them has been executed and delivered,
neither party will be under any legal obligation of any kind whatsoever with respect to
such a transaction by virtue of this Agreement, except for the matters specifically
agreed to herein. Each party further acknowledges and agrees that each such party
reserves the right, in such party's sole discretion, to reject any and all proposals made
by the other party and its Representative with regard to the Development Project or any
other transaction between them. and to terminate discussions and negotiations with
respect thereto at any time.
SECTION 8. Any notices required or permitted hereunder shall be given to the
appropriate party at the address specified below such party's signature or at such other
address as the party shall specify in writing. Such notice shall be deemed given upon
either (i) the date of the personal delivery of such notice. (ii) upon the date of
confirmation of the transmittal of the notice by telecopy (provided that such telecopied
notice is followed, within twenty-four (24) hours by personal delivery to the receiving
party or by deposit with an overnight courier of national reputation) or three (3) days
after the date of mailing such notice by certified or registered mail, postage prepaid.
SECTION 9. THIS AGREEMENT WILL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF IOWA (WITHOUT
GIVING EFFECT TO ANY CONFLICTS OF LAW PRINCIPLES THEREOF).
IN WITNESS WHEREOF, the parties have executed this Agreement as of the
day and year first above written.
66
FLEXSTEEL INDUSTRIES, INC. CITY OF DUB QUE
By: By: G
v y _ 9_14,_.-,
Name: Name: Roy D. Buol
Title: Title: Mayor
Address for notice purposes:
# F: \USERS \Econ Dev\ Flexsteel \FlexsteelDevelopmentAgreement 033111balreviClean.doc
e7
Address for notice purposes:
City Hall, City Manager's Office
50 West 13 Street
Dubuque, IA 52001
EXHIBIT J-1
Flexsteel Industries, Inc.
Office Payroll as of 2/28/11
Corporate Employees - Moving
Title Department # of Emp.
Accounting Assistant ACCOUNTING 2
Accounting Clerk ACCOUNTING 2
Office Manager/Accountant ACCOUNTING 1
Director of Advertising ADVERTISING 1
Graphic Designer ADVERTISING 1
Sales Assistant ADVERTISING 1
Sr. Graphic Designer ADVERTISING 1
Contract Sales Facilitator CONTRACT SALES 1
Administrative Asst CORP ACCT 2
Corporate Accountant CORP ACCT 2
Corporate Controller CORP ACCT 1
Director of Financial Reporting & Compliance CORP ACCT 1
Risk & Benefits Supervisor CORP ACCT 1
Sr. Corporate Accountant CORP ACCT 2
Accounts Receivable Coordinator CREDIT/FINANCE 1
Credit Manager CREDIT/FINANCE 2
Senior Bookkeeper CREDIT/FINANCE 1
HR Administrator EXEC & ADMIN-CORP 1
Treasury Administrator EXEC & ADMIN-CORP 1
Buyer FABRIC 2
Corporate Fabric Purchasing Manager FABRIC 1
Purchasing Clerk FABRIC 1
Corporate Cutting Engineer I.E. 1
Director of Corporate Engineering Services I.E. 1
Engineering Clerk I.E. 1
IE & Costing Analyst I.E. 1
Industrial Engineer I.E. 2
Industrial Engineering Supervisor I.E. 1
Sewing Engineer I.E. 1
Applications Programming Manager INFO SYSTEMS 1
Computer Operator INFO SYSTEMS 2
Computer Operator N/S INFO SYSTEMS 2
Corporate IS Operations Manager INFO SYSTEMS 1
Data Control Operator INFO SYSTEMS 1
Director of Information Technology INFO SYSTEMS 1
EDI Coordinator INFO SYSTEMS 1
Lead Operator/lnfo Specialist INFO SYSTEMS 1
PC Programmer/Analyst INFO SYSTEMS 2
PCINetwork Specialist INFO SYSTEMS 1
68
Programmer/Analyst INFO SYSTEMS 6
Systems Analyst INFO SYSTEMS 1
Chief Designer MKTG/MERCHANDISING 1
Director of Marketing MKTG/MERCHANDISING 1
Marketing Manager-Sourced Products MKTG/MERCHANDISING 1
Secretary MKTG/MERCHANDISING 1
President & C.E.O. OFFICER 1
SVP Commercial Seating OFFICER 1
SVP Corporate Services OFFICER 1
SVP Finance, CFO & Secretary OFFICER 1
SVP Marketing/Sales OFFICER 1
VP Merchandising-Home Furnishings OFFICER 1
VP of Sales & Marketing-Commercial Seating OFFICER 1
VP Residential Sales OFFICER 1
Compositor/Office Assistant P&S 1
Cost Engineer PROD DEV/ENGR 1
Pattern Engineer PROD DEV/ENGR 2
Pattern Engineering Supervisor PROD DEV/ENGR 1
Specifications Engineer PROD DEV/ENGR 1
Customer Service Assistant PROD ENGR 1
Customer Service Supervisor PROD ENGR 1
Manager of Corporate Manufacturing Quality PROD ENGR 1
Production Engineering & QC Manager PROD ENGR 1
Executive Secretary RES INSIDE SALES 1
Inside Sales Supervisor RES INSIDE SALES 1
North Central Sales Manager RES INSIDE SALES 1
Receptionist/Switchboard Operator RES INSIDE SALES 1
Sales Administrator RES INSIDE SALES 1
Sales Assistant RES INSIDE SALES 2
Sales Expeditor RES INSIDE SALES 5
Administrative Asst RETAIL DEV 1
Manager-Retail Development RETAIL DEV 1
Retail Development Coordinator RETAIL DEV 1
Retail Development Designer RETAIL DEV 1
Retail Display & Design Manager RETAIL DEV 1
Assistant Buyer SOURCE PROD 1
Buyer SOURCE PROD 2
Corporate Sourcing Manager SOURCE PROD 1
p/t Clerk SOURCE PROD 1
TOTAL 101
69
EXHIBIT J-2
Flexsteel Industries, Inc.
Office Payroll as of 2/28/11
Corporate Employees - Not Moving
Title Department # of Emp.
Gerber & Robotic Engineer I.E. 1
Specifications Engineer PROD DEV/ENGR 1
Computer Aided Frame Draftsman PROD DEV/ENGR 1
Cost & Frame Assistant Engineer PROD DEV/ENGR 1
Manager of Product Development & Engineering PROD DEV/ENGR 1
Development Engineering Supervisor PROD DEV/ENGR 1
SVP Vehicle Seating, GM Dubuque Division OFFICER 1
VP Marketing-Vehicle Seating OFFICER 1
VS D&D Product Development Manager RV R&D 1
Project Engineer RV R&D 1
Design & Specifications Engineer RV R&D 1
R&D Supervisor Product Development-Soft Goods RV R&D 1
Specifications Engineer/Coordinator RV R&D 1
Industrial Engineer/Cost Technician RV R&D 1
Specifications Engineer RV R&D 1
TOTAL 15
70
EXHIBIT J-3
Flexsteel Industries, Inc.
Office Payroll as of 2/28/11
Mfg Operations - Not Moving
Title Department # of Emp.
General Supervisor-Soft Goods DBQ-OPS MGMT 1
General Supervisor-Steel DBQ-OPS MGMT 1
HR/Payroll Supervisor HR/PAYROLL 1
Payroll Assistant HR/PAYROLL 1
Production Supervisor-Cut & Sew MFG/SUPERVISION 1
Maintenance & Fleet Supervisor MFG/SUPERVISION 1
Production Supervisor-RV Bucket Seat Assembly MFG/SUPERVISION 1
Production Supervisor-Customer Service/Recv/S.P. MFG/SUPERVISION 1
Production Supervisor/Inspector-Auto Assembly MFG/SUPERVISION 1
Steel Supervisor/Inspector MFG/SUPERVISION 1
QC Inspector PROD SPEC/QC 2
Buyer RV PURCH 2
Customer Service Expeditor RV SALES 1
Sales Expeditor RV SALES 3
Scheduler-Soft Good Production/Shipping RV SALES 1
Production Scheduling/Inventory Control Asst. SCHEDULING 1
Production Scheduler/Inventory Control Manager SCHEDULING 1
Production Supervisor-RV Shipping & Receiving SHIP & RECV 1
Dubuque Traffic Manager TRAFFIC 1
Router & Dispatcher TRAFFIC 1
OFFICE EMPLOYEES 24
PRODUCTION-WAREHOUSE EMPLOYEES 47
PRODUCTION-MFG OPERATIONS EMPLOYEES 123
TOTAL 194
71
EXHIBIT J-4
Flexsteel Industries, Inc.
Office Payroll as of 2/28/11
Printing Sampling - Not Moving
Title Department # of Emp.
Superintendent P & S 1
OFFICE EMPLOYEES 1
PRODUCTION EMPLOYEES 5
TOTAL 7
72
The Port of Dubuque
Master Plan
AT THE PORT OF DUBUQUE
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THE CITY OF
DUB E
Port of Dubuque Master Plan
Dubuque, Iowa
Prepared for
The City of Dubuque, Iowa
Prepared by
URS Corporation
Leland Consulting Group
EDG, Ltd.
March 2002
PARTICIPANTS
Dubuque City Council
Terrance M. Duggan, Mayor
John H. Markham, 1st Ward
Roy D. Buol, 2nd Ward
Joyce E. Connors, 3rd Ward
Patricia A. Cline, 4th Ward
Ann E. Michalski, At -Large
Daniel E. Nicholson, At -Large
Michael C. Van Milligen, City Manager
City of Dubuque
City Hall
50 West 13th Street
Dubuque, Iowa 52001
Economic Development Department 563 - 589 -4393
Planning Department. 563- 589 -4210
Administration: 563- 589 -4110
4th Street Peninsula Work Group
Bill Baum, Economic Development Director
Laura Carstens, Planning Services Manager
Sue Czeshinski, Convention and Visitors Bureau
Rick Dickinson, Greater Dubuque Development Corp.
Jerry Enzler, Dubuque County Historical Society
David Hockenberry, Platinum Hospitality Group
Pauline Joyce, Administrative Services Manager
Mike Koch, Public Works Director
Pamela Myhre, Economic Development Planner
Jim Rix, Platinum Hospitality Group
Rich Russell, Building Services Manager
Cindy Steinhauser, Assistant City Manager
Consultant Team
URS Corporation
Planning and Urban Design
700 3rd Street South
Minneapolis, MN 55415
612- 373 -6421
Tim Blankenship, ALGA
Tim Dreese, ASLA
Dale Beckmann
Bob Kost, ASLA, Project Manager
Andrew Jones, ASLA
Bill Troe, AICP
Leland Consulting Group
Real Estate Analysis and
Market Strategies
694 Gaylord Street
Denver, CO 80209
303 -458 -5800
Bill Cunningham
Anne Ricker
Environmental Design Group, Ltd.
Architectural Planning
5000 Westown Parkway
West Des Moines, IA 50266
515- 224 -4022
Bill Ludwig, AIA
Development Advisory Panel
Steve Aronow
Integrated Real Estate Services, LLC
901- 755 -8705
Tom Klein
New Communities
303 - 573 -3898
Rick Tollakson, PE
Hubble Realty Company
515- 243 -3228
TABLE OF CONTENTS
I. INTRODUCTION 1
II. FINAL DESIGN SUMMARY 1
Project Area Map 3
Regulating Plan 4
Thoroughfare Plan 5
Parkway Section and Plan 6
Street Section 7
Street Section 8
Pedestrian Circulation Plan 9
Built Form Plan 10
Illustrative Plan 11
Aerial View Looking Southeast 12
View Looking East on 5th Street 13
View Looking North at Bell and 5th Streets. 14
Phase I Plan 15
Phasing Plan 16
3rd Street Overpass Pedestrian Enhancements 17
Gateway Concepts 18
Screening and Monumentation 19
Monumentation Concepts. 20
"Art Park" Open Space Concepts. 21
III. DESIGN STANDARDS
Applicability
Design Review
Design Approval
Implementation
IV. BUILT FORM
Minimum First Floor Elevation
Building Context and Style
Ground Floor Uses
Building Setback /Build -to Line
Building I eight
Ground Level Expression
Roof Lines
Screening of Rooftop and Mechanical Equipment
Building Width
Facade Transparency
Entries
Balconies and Terraces.
Building Materials
Architectural Detailing
Parking Structures
Accessory Structures /Buildings
Franchise Architecture.
Maintenance
22 V. PUBLIC REALM 29
22 Sidewalks and Walkways 29
22 Sidewalk Landscaping 29
22 Sidewalks on Parkway Streets. 30
22 Sidewalks on Local Streets 30
Walkways 30
23 Accessibility and Curb Ramps 30
Streetscape Furnishings 31
23 Public Art 31
23 Bike Parking 32
23 Sidewalk Lighting 32
24 Parking Lot Lighting 32
24 Parking Lot Landscaping 33
24 Surface Parking 33
25 Off -Street Parking Requirements 33
25 Refuse 33
25 Fences and Screen Walls 34
26 Outdoor Storage 34
26 Outdoor Audio 34
26 Newspaper Boxes. 34
27 Vending Machines. 34
27 Signs. 35
27
28 GLOSSARY 37
28
28 APPENDIX
Design Vocabulary
Parking Lot Landscape Concept
Bibliography
Pre - Development Temporary Fencing
Recommended Plant List
Streetscape Furnishings List
I. Introduction
The Master Plan for the Port of Dubuque represents the culmination
of a ten -month community planning and design effort to craft a
comprehensive, long term vision and redevelopment concept for the
4th Street Peninsula and the South Ice Harbor. The planning process
has been directed by the 4th Street Peninsula Work Group, a committee
comprised of project area stakeholders and City staff A variety of
committee and public participation opportunities were employed in
the planning process including monthly stakeholder luncheons, design
workshops, site tours, regular committee meetings, City Council work
sessions and a public open house. The plans and development
standards have been continuously refined based on the input received
during the planning process.
A three part process has been utilized in the development of the
master plan and design standards:
Part One: Physical and Market Analysis
Part Two: Conceptual Design
Part Three: Final Design
Parts One and Two were described in two previous documents. This
document focuses on the final design efforts, including the master
site plan and the final design standards.
Aerial View of Master Plan
•
II. FFh al Design Summary
The final master plan is based on a refinement of the previous "Central
Green" concept plan. Of the three concept plan alternatives, this plan
was found to be the most expedient and least costly to implement
because it closely followed the alignment of the existing major streets
as well as many of the current ownership patterns. The plan also
provides the most downtown -like pattern of interconnected streets
and blocks. This proposed arrangement provides a high degree of
flexibility and a wide variety of build -out options. Consequently, the
plan meets the six primary redevelopment objectives developed by
the work group:
• Capitalize on previous and upcoming investment
• Provide a complementary mixture of uses
• Build on activity of existing and previously planned uses
• Create a pedestrian and transit oriented environment
• Use downtown as a model for street and block patterning
• Develop the area as a new neighborhood of downtown
• Balance creative vision and market demand
The overall master plan is organized in a series of interrelated and
supportive plan elements:
• Regulating Plan
• Thoroughfare Plan
• Pedestrian Circulation Plan
• Built Form Plan
• Illustrative Plan
• Phasing Plan
• Phase I Plan
The Regulating Plan designates the types and distribution of new
uses. In general, the plan promotes a wide mixture of uses while
allowing for market flexibility. Three categories of mixed -use are
proposed for the project.
The Mixed Use -1 designation applies to areas of the project that
are best suited for business and employment oriented uses such as
office /showroom, institutional, office and commercial. These use
areas are most closely situated near the existing highway and railway
systems and the development blocks are upwards of 3 acres in size.
Mixed Use - 2 allows the widest range of uses from entertainment,
office and retail to multifamily residential. The designated uses are
supportive of the other use designations as well as the existing and
new attractions. The wide variety of use also provides a high degree
of market flexibility. Development parcels are in the 2 -3 acre range.
The Mixed Use - 3 designation is applied to areas along 5th and Bell
Streets and is intended to promote a more commercial, main- street
environment. The design standards support this concept by requiring
that a minimum of 60% of the ground floor area of buildings facing
5th and Bell Streets be dedicated to business service, retail and
restaurant /lounge or cafe uses. Development parcel size is typically
two to three acres with the exception of the property owned by the
Diamond Jo Casino which is a little over five acres.
The Thoroughfare Plan designates three street types: parkways with
73 foot rights- of- way and parallel parking, local streets with 60 foot
right -of -way and parallel parking and local streets with 50 foot rights -
of-way without parking. These streets are depicted in the illustrative
cross sections.
The Pedestrian Circulation Plan illustrates two levels of circulation:
public sidewalks and trails and semi -public sidewalks. The plan connects
the two previously isolated subdistricts, South Port and North Port
by a new river and harborwalk open space system Additional pedestrian
open space features include a new Ice Harbor marina, a central green
and a linear art park. The plan also provides for pedestrian circulation
improvements to the existing street connections between the Port of
Dubuque and the adjacent downtown. Most notably is the addition
of a new sidewalk to be constructed along the north side of the 3rd
Street overpass and an extension of the riverwalk across the top of
the Ice Harbor floodgates.
The Built Form Plan illustrates the desired pattern of building forms.
The primary goal is to bring buildings up to the sidewalk line or near
the waterfront and locate new parking areas to the rear and sides.
•
1.
The complete project build -out for both the south and north port
areas is depicted in the Illustrative Plan. On the North Port, the
commercial and office uses are organized along both sides of 5th
Street Mixed office, commercial and residential uses are organized
along the new secondary, local streets. Perspective views also illustrate
the proposed character of new development shown in the plan. Several
areas are designated for sidewalk vendors to operate throughout the
year.
The plan illustrates conversion of some existing surface parking to
new development; however, current land values and a high water table
make it impractical to suggest placing the parking underground or in
large, multilevel ramps. Recognizing that surface parking will remain
a significant use in the project area, design standards were developed
to require that extensive landscape and streetscape treatments be
incorporated into both existing and new parking areas to make them
more park -like and visitor- friendly.
The South Port area suggests an expansion of the Ice Harbor to
accommodate a new marina- oriented development. Access between
the North and South Ports areas is improved via a new local street
connection along the west side of the Ice Harbor.
The suggested sequence of implementation is illustrated on the Phasing
Plan. The North Port neighborhood is planned to develop over the
next seven to ten years followed by the South Port neighborhood.
The total project build out for both the North and South Port areas
is anticipated to take approximately 18 to 20 years.
The primary focus of the first phase of redevelopment is illustrated
on the Phase I Plan. The plan shows several new mixed -use buildings
and an all - season transit station surrounding a new central green space.
The green space is strategically located across from the new Education
and Conference Center entry plaza allowing the City to use both these
open spaces for special events.
Conceptual designs were developed for a new 3rd Street overpass entry
feature, project identity signs, reusable predevelopment screening, a
public art park or sculpture garden and an extension of the Mississippi
Riverwslk along the South Port area.
2.
The designs for the 3rd Street overpass entry feature build on several
of the entry monument and signage concepts as well as the industrial
and maritime history of the 4th Street peninsula and Ice Harbor area.
They also provide vertical circulation for pedestrians visiting the
National Mississippi River Museum and Aquarium.
The plan also calls for new decorative treatments to be added to the
3rd Street overpass structure including a 6 -foot wide walkway along
the northerly side. Other aesthetic improvements include replacing the
chain link protective barrier with ornamental-guardrail and repainting
the steel under - structure and existing decorative lights in dark gray and
black to match the other proposed streetscape elements.
Several conceptual design alternatives have been developed for
monumentadon and project signage. These are intended to illustrate
a range of vertically oriented ideas to capture attention from a range
of distances. The designs utilize local limestone, painted metal and a
variety of lighting effects.
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The Port of Dubuque Master Plan
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The Port of Dubuque Master Plan
17.
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18.
Gateway Concepts
The Port of Dubuque Master Plan
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The Port of Dubuque Master Plan
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The Port of Dubuque Master Plan
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The Port of Dubuque Master Plan
III. DESIGN STANDARDS
The design standards for the Port of Dubuque have been developed
to ensure that new and existing facilities work together to create an
attractive, high quality, pedestrian- oriented urban neighborhood for
visitors, residents and workers. These standards are both prescriptive
and descriptive in nature. They prescribe specific minimum
requirements for elements such as parking lot landscaping and
signage as well as describing parameters for the design of new
buildings and the remodeling of existing buildings. A pictorial
"design vocabulary" is included to provide a set of "good" examples.
Many of these images are of facilities from the Dubuque metropolitan
area.
Failure to comply with these design standards and procedures
constitutes a violation of the Ice Harbor Urban Renewal District
Plan, adopted March 4, 2002.
Applicability
These design standards apply to the following:
• New and existing parking facilities
• New buildings and vessels
• New site development
• New public and private open space
• All sites, exclusive of their existing buildings or vessels, and
including parking, outdoor storage and perimeters
• Painting of 25% or more of existing building exterior
• Remodeling/renovation of existing building or vessel exterior
which requires a building permit (exclusive of roof repair)
• Interior remodeling /renovation of 50% or more of existing
building floor area
• Renovations of existing sites
• Expansions of existing facilities, buildings or vessels which require
a building permit
With respect to existing facilities, the intent is to tailor the application
of the standards proportionately to the degree of the change proposed.
The greater the degree of change, the greater the degree of compliance
that will be expected. Minor improvements may be made to existing
uses without costly upgrades or a complete makeover of the site.
Design Review
All property owners and/or developers shall meet with a representative
from the City Planning Services Department to discuss the
interpretation and application of these design standards to existing
sites and any prospective projects to which these design standards
apply.
Following this meeting, all compliance projects, improvements,
additions and new facilities including proposed parking strategy
shall be described in narrative text and illustrative engineering and
architectural drawings, including the following:
• Colored front and side building elevations (1/4" scale min.)
• Colored illustrative site landscape plan (1:30 scale min.)
• Dimensioned site plan (1:30 scale min.)
• Dimensioned site lighting plan (1:30 scale min.) indicating
proposed illumination patterns and light levels
• Dimensioned architectural plans, including building elevations,
cross sections, floor plans and details
• Exterior construction materials samples, including brick, stone,
glazing, windows and doors, signage materials, fencing, etc.
These application materials shall be submitted as a complete package
to the Planning Services Department. Incomplete applications will
not be processed. Applications will be reviewed by the 4th Street
Peninsula Work Group, who will provide a recommendation to the
City Manager.
Design Approval
Design approval, based on a review of the application materials
identified above, will be issued by the City Manager. A building
permit will not be issued by the Building Services Department until
such approval is given in writing.
The following new facilities have been subject to comprehensive
design review by the City and members of the 4th Street Peninsula
Work Group:
• National Mississippi River Museum and Aquarium
• Grand Harbor Resort and Waterpark
• Mississippi River National Education and Conference Center
These facilities form the core of the America's River project and are
considered "icon projects." In many respects, they have raised the
bar and set a level of design integrity and construction quality that
are the foundation of these design standards. As such, these facilities
are exempt from the Built Form section of these standards.
Implementation
Application of these design standards to new facilities shall be
effective as of March 4, 2002.
Application of these design standards to existing facilities shall be
effective as of March 4, 2002 and shall be implemented according
to the following 18 month schedule:
0 -6 months Conduct property review meeting with the Planning
Services Department.
6 -12 months Submit necessary plans and information describing
compliance plans and improvements to the Planning Services
Department.
12 -18 months Complete necessary modifications and
improvements.
The City Manager may modify the schedule or application of these
standards. A property owner who is aggrieved by the City Manager's
decision may apply to the City Council for review thereof. The City
Council may then modify the schedule or the application of these
design standards.
22.
IV. BUILT FORM
Minimum First Floor Elevation
To ensure that development is built consistent with district -wide
storm water detention parameters, the minimum first floor elevation
of all new buildings and structures shall be set at an elevation of
at least 605.5 feet.
23.
Building Context and Style
New buildings should relate to the traditional buildings common
in the downtown. This can be achieved by maintaining similar
setbacks, building scale and height, cornice lines, fenestration
patterns, architectural styles and details, building materials and
colors. The prevailing building vocabularies in downtown Dubuque
are traditional "main street" style commercial structures up to four
stories; five to ten -story office buildings with ground floor commercial
uses designed in a variety of classical revival styles; mid -rise,
warehouse style manufacturing facilities; and residential row houses
up to four stories, predominantly in French and Italian revival styles.
Although new buildings may be designed in a variety of styles, they
should draw upon the design features found in existing, exemplary
downtown structures. These features are illustrated in the Design
Vocabulary in the Appendix.
Ground Floor Uses
In order to promote street life and pedestrian activity, at least 60%
of the ground floor frontage facing Bell Street and 5th Street shall
be comprised of commercial, retail, entertainment, restaurant or
business service uses.
Building Setback/ Build -to Line
New buildings shall meet the defined public sidewalk line except
for small setback areas (10 -15 feet in depth) to create entry courtyards,
patios, or outdoor seating, dining and gathering areas.
New residential buildings shall be set back from the public sidewalk
line or right -of -way a minimum of 10 feet and a maximum of 20
feet to provide semi - private transition space between the public
street and the front entry. This transition space shall be landscaped.
See Sidewalk Landscaping.
I_!
.Haan;
Setback along sidewalk line to provide entry court and outdoor seating area.
Building Height
Building heights shall vary based on their proximity to the water
front, with taller buildings located adjacent to the river and the
harbor to capitalize on views and maximize land values.
Waterfront
• New buildings adjacent to the Ice Harbor or Mississippi River
shall be a minimum of 3 stories (36 feet) and a maximum of 10
stories (112 feet) in height.
Non - waterfront
• In general, non - waterfront buildings shall be a minimum of 2
stories (22 feet) up to a maximum of 10 stories (112 feet) in
height.
• New freestanding restaurants and office- showroom buildings
may be of one -story construction and shall be no less than 22
feet in height to the top of the front and side cornice lines.
• Any new building located across Bell Street from the Education
and Conference Center shall not obscure the view of the dome
of the historic County Courthouse as viewed from inside the
central corridor of the Education and Conference Center.
1
22 feet
Single story building with 2 story cornice height.
Ground Level Expression
In commercial, office and mixed use buildings, the ground floor
shall be distinguished from the floors above by the use of one or
more of the following elements: horizontal banding, an intermediate
cornice line, a change in building materials, an awning or an arcade.
I ' +� •r +r n,r „`t5r
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Examples of effective differentiation between ground floor and upper levels.
24.
Roof Lines
Flat roofs are the most common and traditional roof form. New
buildings should use flat roofs, although gable, hip or traditional
mansard roofs are permitted.
On flat roofs, rooftop terraces, decks and gardens are encouraged,
to provide views to the river and cityscape and improve the view
from taller, adjacent structures. Arbors or other roof top structures
may be exempt from height restrictions if they meet the following
conditions:
• A maximum height of 12 feet above the roof deck
• A setback from all building facades fronting a public street of at
least 10 feet or equal to the structure's height, if greater
• Enclosed structures shall cover no more than 20 percent of the
roof area
• Arbors or other vertical "open" structures shall cover a maximum
of 80 percent of the roof area
25.
Rooftops developed as usable outdoor space.
Screening of Rooftop and Mechanical Equipment
All mechanical equipment shall be screened from street frontage
view with materials that are architecturally compatible with the
primary building facades. Screening provided by the roof structure
or by other architectural elements is preferred.
Rooftop equipment may also be screened by a smaller accent roof
or enclosure. If this structure is set back from the primary facade
a distance equal to its height, this structure may exceed the building
height limit.
Examples of rooftop equipment screening.
Building Width
Nonresidential buildings more than 30 feet in width shall be divided
into smaller increments through articulation of the facade. This
can be achieved through a variety of techniques such as the following:
• Divisions or variations in materials (although materials should
be drawn from a common palette)
• Window bays
• Separate entrances and entry treatments or porticos
• Variation in roof lines
• Awnings
• Variations in brick or stone work
• Colonnade or arcade
Large buildings effectively broken down in smaller pedestrian scale increments.
Facade Transparency
Where commercial or office uses are located on the ground floor,
a minimum of 25 percent of the ground level facade fronting a
public street and a minimum of 20 percent of the ground level side
and rear facades shall consist of either windows or doors to allow
views into and out of the building's interior.
A minimum of 15 percent of the front, side and rear facades of all
upper floors of office uses shall be transparent via windows and/or
balcony doorways.
A minimum of 10 percent of the front facade of all upper floors of
commercial, retail, restaurant and entertainment uses shall be
transparent via windows and /or balcony doorways.
Effective use of ground level and upper level transparency.
Entries
The main entrance shall always face the primary street or street
corner with secondary entrances to the side or rear.
The main entrance of commercial, office, and mixed -use facilities
shall be placed at sidewalk grade.
Well defined and accessible entryways benefit visitors and business owners.
Balconies and Terraces
Upper floor balconies and terraces are encouraged to provide
opportunities for outdoor activities, providing views and enlivening
the port area.
Balconies fronting public streets may project into the public right -
of -way /sidewalk zone a maximum of 5 feet. Balcony supports such
as columns or posts are not permitted in the public right- of- way.
Under no circumstances may balconies project into the travelway.
Terraces and balconies enhance public safety and enliven the streetscape.
26.
Building Materials
Buildings shall be constructed of authentic, long - lasting materials
such as concrete, wood or steel and clad in brick, stone, stucco,
and/or architectural metaL Accent materials may include architectural
metal trim and panels, glass block, pre -cast concrete, split -face or
fractured concrete block, or similar decorative or unique materials.
EFIS or stucco shall comprise no more than 20 percent of any
building exterior and shall be located a minimum of 3 feet above
grade to prevent discoloration from rain, snow, etc.
Wood or synthetic wood lap siding may be used on residential
building types only, up to a maximum of 20 percent of the first
story and 50 percent of the upper stories.
The following building materials and building systems are prohibited:
• unadorned or painted standard concrete block
• pre -fab "tilt -up" concrete wall panels
• vinyl, aluminum or fiberglass panel and lap siding
• highly reflective or non - transparent glass
• standard, 3 -tab, 270 lb. asphalt shingles
• manufactured metal pole -barn type facilities
27.
Limestone and face brick are commonly
used building materials in Dubuque.
Architectural Detailing
Architectural detailing is encouraged to enliven building facades,
and to establish a human- scaled, pedestrian supportive environment.
Architectural design shall be sensitive to the massing and proportion
of adjacent structures and reflect or compliment the detailing of
surrounding buildings, such as lintels, cornice lines, balconies and
decorative brick or stone work.
>fa�E - '!!i .71F71
Parking Structures
Parking decks and ramps shall be designed in compliance with
these design standards in order to appear compatible with and
similar to other nonresidential buildings:
• The ground floor facade abutting any public street or sidewalk
shall be designed and architecturally detailed to resemble a
commercial/office building.
• Where possible, the ground floor abutting a public street or
sidewalk should include commercial or office uses.
• The design of upper floors shall ensure that sloped floors do not
dominate the appearance of the facade.
• Windows or openings shall be provided that echo those of nearby
buildings and the Design Vocabulary.
Parking structure with commerrial storefronts.
Accessory Structures / Buildings
Use of an accessory structure or accessory building for new office,
commercial service and residential facilities is prohibited. These
facilities shall include a sufficient amount of storage space for the
suitable storage of such things as refuse, seasonal maintenance
equipment, special event equipment, housekeeping supplies, etc.
New freestanding restaurants, mixed use facilities which include
commercial food service or restaurants over 1,500 gross square feet
may locate their refuse containers in an accessory structure or
accessory building.
The design of the accessory structure shall be in character with the
principal building and constructed of the same quality permanent
materials as the principal building. The accessory structure shall
be located on the same lot and within close proximity to the principal
structure. Where such buildings exceed 200 square feet in area,
at least 1/3 of the building's exterior perimeter shall be landscaped
with ornamental trees and shrubs.
Existing accessory structures which do not meet these standards
shall either be removed, replaced with a suitable structure or
remodeled using the same quality materials as the principal building.
Remodeling may include but not be limited to such things as
construction of brick, stone, architectural metal or decorative CMU
walls, decorative metal gates and evergreen landscape screening.
Compatible accessory structure.
Franchise Architecture
Franchise architecture (building design that is trademarked or
identified with a particular chain or corporation and is generic in
nature) is prohibited. Franchises or national chains must follow
these guidelines and use the Design Vocabulary to create a unique
building that is supportive of the overall urban context being
established at the Port of Dubuque.
Typical franchise architecture - unacceptable.
Acceptable franchise design utilizing
contextual, community- specific architecture.
Maintenance
All facilities, including vessels, within the Port of Dubuque shall
exhibit an exceptional standard of care and quality of appearance.
To that end, all properties (buildings, parking lots, landscaping,
etc.) shall be maintained in excellent repair at all times including
but not limited to:
• Exterior materials
• Exterior paint
• Windows and doors
• Awnings and canopies
• Roofing systems
• Eaves and cornices
• Chimneys
• Mechanical and electrical systems
• Exterior walkways
• Surface or structured parking facilities
• Exterior lighting
• Automatic landscape irrigation systems
• Trees, shrubs, flowers, lawns and mulch material
• Building and site signage
• Fences and screening or retaining walls
Facilities shall receive regular maintenance with replacement and
repairs budgeted and scheduled over the life of the facility.
Minor building and site repairs shall be made as soon as reasonably
possible (within maximum of 30 days) after the discovery of a
malfunction, failure or noticeable deterioration.
Major building and site repairs shall be made as soon as reasonably
possible after the discovery of a malfunction, failure or noticeable
deterioration.
Unhealthy or dead landscape plantings and lawn shall be removed
as soon as reasonably possible (within maximum of 7 days) and
replaced with suitable new plant materials at the earliest practical
time (within maximum of 9 months) based on the appropriate
season.
28.
V. PUBLIC REALM
Sidewalks and Walkways
Pedestrian accessibility and continuity shall be provided throughout
the area.
Continuous sidewalks a minimum of 5 feet wide shall be provided
along all public street frontages.
Clearly defined and lighted pedestrian walkways shall extend
between parking areas and all building entrances.
29.
Sidewalk Landscaping
Street trees shall be planted within a landscaped parkway or in tree
pits within the sidewalk area according to City standards. Street
trees shall be spaced between 30 and 40 feet apart.
Street trees planted within the sidewalk area shall be planted using
the latest, most advanced horticultural techniques such as "CU
Structural Soil," drip irrigation, etc.
Where buildings front the sidewalk (such as commercial, office and
mixed use facilities) planter pots, planter boxes or hanging planter
baskets shall be included and integrated into the buildings' design
to provide seasonal color and enhance the pedestrian experience.
Where present, all front yard areas shall be landscaped with trees,
shrubs, ground cover, and turf grass.
Sidewalks on Parkway Streets
Public sidewalks on parkway streets shall be a minimum of 8 feet
wide, and constructed of integrally colored concrete, scored in an
alternating band and panel arrangement and textured with both a
smooth and medium broom finish. Joints shall be troweled, not saw
cut.
As parkway streets, Bell Street and Fifth Street have an expanded
right -of -way width and serve as collector streets. This provides for
wider parkways to accommodate wider sidewalks, as well as
landscaping and streetscape furnishings.
(see cross sections of streets in Master Plan)
Sidewalks on Local Streets
Public sidewalks on local streets shall be a minimum of 5 feet wide
and constructed of concrete. The surface shall consist of a stiff broom
finish center field surrounded by smooth steel - troweled edge bands.
Joints shall be troweled, not saw cut.
Walkways
Walkways in parking areas, around buildings or on private properties
shall be a minimum of 4 feet wide and constructed of either colored
concrete or brick pavers. Bituminous walkways are prohibited.
MEVIVM FSF-0OM FIN50
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Accessibility and Curb Ramps
All sidewalks and walkways shall meet the Americans with Disabilities
Act (ADA) standards for accessibility.
Where curb ramps are provided, they shall comply with City standards
and shall direct pedestrian flow in a continuous manner. They shall
be constructed of integrally colored concrete, scored in a one- foot -
square grid pattern and textured in a stiff broom finish.
Expanded full corner curb ramp for use at high pedestrian traffic areas.
30.
Streetscape Furnishings
Public rights -of -way within the Port of Dubuque will be designed
to provide visitors (pedestrians, bicyclists and motorists) with a
safe, convenient, comfortable and attractive environment to circulate
through and inhabit. The public streetscape will serve as an outdoor
room where social discourse and exploration combine with vehicular
access and mobility. To that end, a family of attractive, durable,
benches, litter receptacles, bike racks, directory kiosks, and light
fixtures are proposed to be located along the streets, parking areas
and parks and plazas. See Appendix for product descriptions.
31.
Outdoor Cafe Table and Chair
Parking Lot Lighting
Painted Metal Woven Seat Bench
"Wr: .
Painted Metal Bench
Litter Receptacle 1
Artist Carved Granite Bench
Public Art
Wood Bench
The use of public art to enliven and enrich the public and semi-
public realm is encouraged. Consideration should be given during
the site planning and project review phases to incorporating works
of public art into the overall design of a particular development
project. Proposed public art works shall be subject to the same
review and approval procedures as for other projects described
herein in these standards. See Applicability.
Artist Cast Utility Cover
Litter Receptacle 2
Bike Parking
Bike loops for parking at least 3 bicycles shall be provided within
20 feet of the main entry of commercial, mixed -use and public
buildings.
3' 3"
2 -2"
-1 -II II-III I G'
Painted bike loops
MAY O.D. PREFINISREO METAL
PIPE; DIRECT BURY IN CONCRETE
CONC. SIDEWALK
1,nz STL DOWEL
COMPACTED AGGREGATE BASE
COMPACTED SUBGRADE
Sidewalk Lighting
Public sidewalks and private walkways shall be illuminated with
pedestrian scale light fixtures (12 feet tall). Illumination shall be
provided by metal halide lamps arranged to produce a fairly even
distribution of light at levels of approximately one footcandle.
See Appendix for light fixture information.
Single globe street and walkway light.
Parking Lot Lighting
All surface parking lots shall provide a generally even illumination
pattern with an average illumination of three to five footcandles.
Illumination shall be accomplished with a combination of commercial
grade parking lot and pedestrian style fixtures. Pedestrian fixtures
shall be used for lighting internal parking lot walkways while parking
lot fixtures shall be employed to illuminate parking bays and drive
aisles.
The commercial grade parking lot fixtures shall be comprised of
circular "hat -box" or "hockey puck" style luminaires in either single
or double sets, attached to 25 foot tall, tapered metal poles by
horizontal arms. Fixtures shall utilize metal halide lamps. New
light poles located within parking bays shall be mounted on 2 foot
high, limestone patterned, integrally colored concrete bases.
Double luminaiiv "hatbox" parking lot
light on limestone patterned concrete base.
32.
Parking Lot Landscaping
A landscaped buffer strip at least 7 feet wide shall be provided
between all surface parking areas and the sidewalk or street. The
buffer strip shall consist of shade trees, low shrubs and/or perennial
flowers (3 feet in height max.), and a decorative metal fence no
more than 4 feet high supported between decorative masonry
columns. Landscaped earth berms are not permitted and shall not
substitute for the landscape screening described above. Use of bio-
filtration methods of landscape and drainage design are encouraged.*
A landscape buffer at least 7 feet wide shall be provided along the
rear and sides of all surface parking lots. This area shall be planted
with shade trees, coniferous trees, and a continuous 4 foot tall shrub
border or hedge of deciduous and /or evergreen shrubs.
Parking bays in excess of 11 spaces in length shall be divided by
intermediate landscaped islands at intervals of 11 spaces.
For single parking bays, landscaped islands shall provide at least
one parking space of landscape area (9 x 18 feet) and shall be
planted with one ornamental/dwarf tree, low shrubs, perennial
flowers and/or ground cover /ornamental grasses (3 feet in height
max.).
For double parking bays, both the end landscaped islands and the
intermediate landscaped islands shall provide a double parking
space of landscape area (9 x 36 feet) and shall be planted with one
shade tree or two ornamental/dwarf trees, low shrubs, perennial
flowers and/or ground cover /ornamental grasses (3 feet in height
max.).
All new parking lot landscaping
shall comply with City standards,
be mulched to a depth of 4 inches
with a high quality, finely
shredded hardwood mulch and
shall be watered by an
automatic, underground
irrigation system.
See Appendix.
33.
Decorative fence between public sidewalk and parking.
Surface Parking
Off -street parking lots shall be designed and constructed utilizing
civil engineering "best practices." At a minimum, surface lots shall
be paved with asphaltic concrete over a compacted aggregate base
with edges and planting islands defined by concrete curb and gutter
and parking spaces defined with painted striping. Parking on gravel,
dirt or unreinforced turf is prohibited.
Off-street parking shall be located to the rear and/or side of buildings.
Front -yard parking is permissible only along a maximum of 20
percent of the total site frontage.
When parking or parking access must be located in the front yard,
a landscaped buffer shall be provided. See Parking Lot Landscaping.
Examples of well landscaped parking areas.
Example of adequate parking lot landscape layout.
Off - Street Parking Requirements
The intent of this section is to provide flexibility in the determination
of the number of off-street parking spaces required to meet the
minimum needs of each proposed building or use while taking into
account the efficiencies inherent in the differing peak demand
requirements of these uses and the overall sharing of parking facilities
between uses. Furthermore, it shall be understood that there are
existing shared parking agreements in place which may require
amending in order to accommodate and facilitate the addition of
new buildings and uses.
The number of off -street parking spaces required for each building
or use shall be determined through the design review process for
each individual project.
Refuse
Outdoor placement of freestanding dumpsters or refuse containers
is prohibited. Refuse shall be securely stored and enclosed as part
of the principal structure, and contained and disposed of in
accordance with applicable state, county and city health, safety and
environmental codes. Use of sealed compactors is encouraged.
Where food service /restaurant kitchen refuse storage is not
accommodated as part of the principal building, refuse storage is
permissible in an accessory storage enclosure. See Accessory
Structures/Buildings.
DECORATIVE METAL FENCE
SUPPORTED BY MASONRY
COLUMNS
TWICE (MIN) BUFFER STRIP
INTERMEDIATE
LANDSCAPED ■SLAND
TERM 1162 FT' MIN. TYP)
DOUBLE BAY
LANDSCAPED ISLAND
BB . 024 Fr. MIN. PM)
Fences and Screen Walls
All fencing and screen walls shall be designed to incorporate
intermediate structural components in order to avoid a "front" and
"back" side. Fencing and screen walls shall be attractive from all
views.
Residential Uses
Fencing placed in front yard areas between the sidewalk and the
building shall be up to 42 inches in height. The following materials
are acceptable in front yard locations:
• Painted architectural metals, including heavy gauge metal mesh
in a square or rectangular configuration, with a painted metal
frame.
• Fencing may be mounted on decorative masonry wall of brick,
stone, or architectural precast concrete units. Total height of
wall and fence shall not exceed 42 inches. Masonry walls shall
be of durable, permanent construction. Dry-laid or stacked
construction is not permissible.
Unacceptable materials for front yard residential uses include:
• Wood fencing of any kind.
• Chain link fencing.
• Fiberglass or plastic pickets or panels.
Rear or side yard areas may have privacy fencing up to 6 feet in
height.
Acceptable materials for rear and side yard residential uses include:
• Solid wood board panels of rot -proof lumber such as cedar, teak,
or treated pine. Decorative wood lattice may occupy the top
portion of the fence up to a maximum of 18 inches.
• Painted wood or plastic picket fencing.
• Any of the acceptable front yard fence and/or wall materials.
Unacceptable materials for rear and side yard residential uses include:
• Chain link fencing.
• Fiberglass or plastic panels.
• Plywood or chip board panels.
• Corrugated or sheet metal panels.
Office and Commercial Uses
Decorative fencing for office and commercial uses in areas facing
the primary street, such as entry courtyards or outdoor seating
areas, may be located between the building and the sidewalk.
Fencing in these areas shall be limited to the following:
• Painted architectural metals, including heavy gauge metal mesh
in a square or rectangular configuration, with a painted steel
frame.
• Fencing may be mounted on decorative masonry wall of brick,
stone, or architectural precast concrete units. Total height of
wall and fence shall not exceed 42 inches. Masonry walls shall
be of durable, permanent construction. Dry-laid or stacked
construction is not permissible.
Unacceptable materials for front areas of office and commercial uses
include:
• Wood fencing of any kind.
• Chain link fencing.
• Fiberglass or plastic pickets or panels.
• Corrugated or sheet metal panels.
Commercial or office fencing examples.
Residential fencing examples.
Pre - Development Temporary Fencing
Existing uses that require screening for outdoor storage and
mechanical equipment shall be a minimum of 8 feet in height, with
a maximum height of 10 feet. Acceptable materials include:
• Solid wood panels - painted or stained and sealed.
• Fabric (See Appendix for product listing).
Unacceptable materials for temporary screening include:
• Chain link fence.
• Fiberglass or plastic panels.
• Corrugated or sheet metal panels.
See Parking Lot Landscaping for fencing in parking lot areas.
Outdoor Storage
Outdoor storage of any kind including vehicles, raw materials, etc.
is prohibited. Seasonal equipment, supplies, etc. shall be either
stored within each facility or within a permanent accessory structure.
See Accessory Structures/Buildings.
Outdoor Audio
Music, public address announcements and other forms of outdoor
audio are discouraged. Sound shall be contained within the site
boundaries. Outdoor music or other forms of outdoor audio
associated with special events shall be controlled by the City's
regulations for special events.
Newspaper Boxes
Newspaper dispensing units shall be clustered in small groups
(2 or 3) and be ground- mounted, not chained or strapped to other
streetscape elements.
Vending Machines
Outdoor placement of vending machines including but not limited
to beverages and snacks is prohibited. Vending machines shall be
located indoors.
34.
Signs
Building and vessel signs shall be architecturally compatible with
the style, composition, materials, colors and details of the building
or vessel. Signs shall be an integral part of the building and site
design.
A comprehensive sign program shall be developed for buildings
or vessels which house more than one business. Signs shall be
compatible with one another. No more than two types of signs
shall be used on a single building facade or vessel (i.e. wall signs,
projecting signs, awning signs).
Sign Location: Wall signs on commercial or mixed -use storefront -
type buildings shall be placed within a "sign band" immediately
above the storefront display windows or entryway. Wall signs on
other building types shall be placed where they do not obscure
architectural features.
Sign Materials: Sign materials shall be consistent or compatible
with the construction materials and architectural style of the building
facade on which they are to be displayed. Neon signs are permissible
for display windows.
Sign Illumination: Both internal and external illumination of signs,
except for awnings, is permissible.
35.
The following sign types are prohibited:
• Pole or pylon signs
• Billboards
• Internally illuminated awnings
• Flashing and rotating signs
• Portable signs
• Search lights
• Audible or musical signs
• Roof signs
The following sign types are permissible:
• Non - illuminated awning signs
• Canopy or marquee signs
• Wall signs
• Projecting signs
• Window signs
• Freestanding ground/monument signs
• Freestanding non - flashing, electronic information or
message signs*
*Limited to public and institutional uses such as a conference center
or museum if incorporated into an overall facility identity sign.
Well coordinated wall and awning signs.
Directional Signs:
Projecting Signs:
Maximum dimensions for projecting signs: 9 square feet, with a
clearance of at least 8 feet from ground level, projecting no more
than 3 feet from the side of the building. Maximum: 1 per business.
Window Signs:
Window signs shall cover no more than 10 percent of the
window area.
Directional signs shall be limited to 6 SF per sign and allowed as
needed subject to the overall review and approval of a
comprehensive sign program.
Freestanding Ground/Monument Signs:
Freestanding ground/monument signs shall be limited to use by
commercial and institutional establishments such as hotels,
restaurants, gas stations, museums, etc. Sign design materials,
colors and detailing shall be similar to those of the principal building.
Maximum dimensions for ground/monument signs:
Maximum height: 20 feet
Maximum structure area any one side: 135 SF
Maximum structure total area all sides: 460 SF
Maximum sign area any one side: 75 SF
Maximum total (aggregate) sign area per premises: 250 SF
Maximum number: 1 sign per premises
Electronic Message Signs:
Maximum number: 1 sign per facility.
Maximum sign size: 75 SF
Wall Signs:
Commerciallretail wall signs:
Maximum sign area per use or occupant: 50 SF
Maximum number: 1 sign per business
Maximum aggregate sign area per premises or building: 100 SF
Wall signs shall be limited to no more than 3 colors
Restaurant, nightclub or entertainment facility wall signs:
Maximum sign area per use: 100 SF
Maximum number: No limit, up to aggregate area per premises
Maximum aggregate sign area per premises or building: 400 SF
Hotel, gaming and institutional or public building wall signs:
Maximum sign area per use: 250 SF
Maximum number: No limit, up to aggregate area per premises
Maximum aggregate sign area per premises or building: 500 SF
Cinema and theater signs:
Marquee sign: maximum 3 sides, maximum 300 SF of changeable
information area plus 150 SF identity signs for a maximum
aggregate area of 450 SF
Maximum size of wall sign: 32 SF
Maximum aggregate sign area for all wall signs per premises
(not including marquee): 64 SF
FA IRFIEID
viA.mon INN
Vessel Signs:
Maximum sign area: 10% of vessel area or 500 aggregate SF,
whichever is less.
Maximum number: No limit, up to aggregate area per vessel.
Vessel area shall be calculated as length times height of vessel.
Height of vessel shall be defined as the mean waterline to the top
of the upper deck not including the pilot house.
Note: Required US Coast Guard vessel names are excluded from
these requirements.
36.
GLOSSARY
Accessory Building:
A subordinate building, located on the same lot as the main
building, or a portion of the main building, the use of which is
clearly incidental to and customarily found in connection with
the main building or principal use of the land.
Arbor:
A rooftop or garden structure which provides shade.
Arcade.
A roofed passageway, usually with shops on one or both sides.
Building Frontage:
The front facade of a building, typically abutting the sidewalk.
Cornice:
Any projecting ornamental moulding along the top of a building
or wall.
Eaves:
The underpart of a sloping roof overhanging a wall.
EFIS (Exterior Finish Insulation System):
A coating of cementitious, stucco -like material over rigid insulation.
Entertainment Facility:
A business engaged in the provision of legal activities or
performances for the enjoyment of the public.
Franchise Architecture:
Building design that is trademarked or identified with a particular
chain or corporation and is generic in nature.
Infill Building:
A new building sited within an established neighborhood, often
between two existing buildings.
37.
New Building:
In addition to actual new buildings, the term "new building"
shall include any expansion of an existing building that equals
or exceeds 50 percent of the original building's floor area and
shall also include buildings which are the subject of substantial
material and comprehensive renovation.
Parapet:
A low, decorative wall or railing along the edge of a roof.
Gable Roof:
A pitched roof with a central ridge line and vertical wall ends.
Gambrel Roof:
A roof with a double pitch terminating in a small gable at the
ridge.
Hip Roof:
A pitched roof with sloped instead of vertical ends.
Mansard Roof:
A pitched roof having a double slope, the lower pitch being
longer and steeper than the upper.
Office /Showroom:
A product display or showroom facility with two primary uses:
office and showroom/display space. Storage, light assembly or
shipping and receiving may occupy no more than 20% and office
use may occupy no more than 75% of the facility's gross floor
area.
Primary Facade:
The facade fronting a public street. In the case of corner buildings,
the primary facade fronts the highest classification of street.
Renovation:
1) Any exterior remodeling and/or site alteration of 25% or more
of any existing vessel, commercial, office, multifamily or
institutional building or structure; or 2) any exterior remodeling
that clearly alters the appearance of such a building or structure,
including change in exterior paint color or material; or 3) any
interior remodeling of 50% or more of existing building floor
area.
Service Commercial:
Commercial uses that are primarily oriented to service rather
than retail sales, such as barbers, photocopying, photo
development, dry cleaners, shoe repair, etc.
Sidewalk Line:
The outer edge of the sidewalk, where the front facade of a
storefront building is typically located.
Storefront Building:
A commercial building located at the sidewalk line, with display
windows and principal entry on the ground floor facing the
sidewalk. Storefront buildings typically include traditional
elements such as a sign band above the storefront, a transom, a
recessed entry and a kickplate as a base to the storefront.
Streetscape:
The public right -of -way, from building face to building face,
occupied by the street, parkway, sidewalk and pedestrian amenities
such as lighting, benches, bike racks, etc.
Port of Dubuque
APPENDIX
Adopted March 4, 2002
1 11611 r4 111 jr':41
. -sla p ", -; •• '' .
I it ,i'
i 'On r
, ..
, 1 ' 1 1
''.n 1
. ,„f. t
*
t .
Urban
Context
Design Vocabulary
Building
Massing &
Proportion
Materials
& Color
Building
Ornamen
& Detail
DUB E
URS
FRYJ mr.
Entries
Windows
Building
Signs &
Awnings
Site
Signs
Design Vocabulary
Street &
Sidewalk
Streetscape
Elements
Streetscape
Elements
Transi
Facilit
Design Vocabulary
t
ies
Du B UE
Parking
Parking
Open Space
Open Space
URS Design Vocabulary
Parking Lot Landscape Concept
URBAN TOLERANT SHADE
TREES
NATIVE GRASSES, SEDGES
& WILDFLOWERS
COLORED CONCRETE EDGE,
3' WIDTH
DIRECTION OF
SURFACE DRAINAGE
MIN. 2' WELL DRAINED,
COURSE PLANTING SOIL
12" SAND BED*
FILTER FABRIC
8" PEA GRAVEL LAYER*
CORRUGATED
PERFORATED
DRAIN TILE
TO STORM SEWER
* All dimensions are approximate, final design shall be based on design
storm event and existing subsurface soil characteristics
CONCEPTUAL DESIGN OF VEGETATIVE SWALE FOR PARKING AREAS
LIATRUS
MARSHALL SEEDLESS ASH
INDIAN GRASS
BLACKEYED SUSAN
SWALE CONSTRUCTION
VEGETATIVE SWALE
VEGETATIVE SWALE
Bibliography
Barr Engineering Company. 2001. Minnesota Urban Small Sites
BMP Manual; Stormwater best management practices for cold
climates. Metropolitan Council Environmental Services. Available
from the Metropolitan Council at 651 - 602 -1000 or
www metrocounciLorg.
Claytor, Richard A. and Thomas R. Schueler. 1996. Design of
Stormwater Filtering Systems. Chesapeake Research Consortium.
Available from The Center for Watershed Protection at 410 -461-
8323
Minnesota Pollution Control Agency. 2000. Protecting Water
Quality in Urban Areas; Best management practices for dealing
with storm water runoff from urban, suburban and developing
areas in Minnesota. Minnesota Pollution Control Agency.
Available from the MPCA contact Mary Osborn at
651- 296 -7523
Pre - Development Temporary Fencing
The following products are pre - approved by the City for use at
the Port of Dubuque; however, it shall -be understood that the
items listed are all subject to an "or equal" review process. Product
substitutions of equal design, quality, and performance are
permissable per the review and approval of the City.
Mesh Banner: Staftex #5071 -291 (PVC mesh).
Width: 124" and 197.;"
PVC coated net fabric.
Weight: approximately 9.14 oz/sq. yard.
Tensile strength: 472/360 lb. tear - resistance warp /weft: 67/90 lb.
Elongation at break: 14 %/20 %.
Adhesion: HF- weldable.
Cold resistance: -30' c.
Air permeability: at least 1,500 1 /m/sec.
Flame retardant: B1 Flame Retardant.
Application: net.
Visual Impact Signs, Inc. 8732 West 35W Service Drive NE, Blaine,
MN. Phone: 877 -783 -9411.
Recommended Plant List
Trees
Autumn Blaze Maple
River Birch
Hackberry
Marshall Seedless Ash
Shrubs
Black Chokeberry*
Isanti Dogwood*
Smooth Wild Rose
Meadowsweet
Western Snowberry
Grasses
Bebb's Sedge
Fox Sedge
Soft Rush
Torrey Rush
Little Bluestem
Prairie Dropseed
Flowers
Yarrow
Marsh Milkweed
Alert Red Aster
New England Aster *
Joe Pye Weed *
Meadow Blazing Star
Great Blue Lobelia
Bee Balm
Obedient Plant
Black Eyed Susan
Spiderwort
Culver's Root*
Golden Alexanders
Acer x freemanii 'Jeffers Red'
Betula nigra
Celtis occidentalis
Fraxinus pennsylvanica 'Marshall's
Seedless'
Aronia melanocarpa
Cornus sericea 'Isanti'
Rosa blanda
Spiraea alba
Symphoricarpos occidentalis
Carex bebbii
Carex vulpinoidea
Juncus effusus
Juncus torreyi
Schizachyrium scoparium
Sporobolus heterolepis
Achillea 'Moonshine'
Asclepias incarnata
Aster novi- belgii; Alert'
Aster novae - angliae
Eupatorium maculatum
Liatris ligulistylis
Lobelia siphilitica
Monarda didyma `Marshalls
Delight'
Physosteia viriniana
Rudbeckia fulgida'Goldsturm
Tradescantia ohiensis
Veronicastrum virginicum
Zizia aurea
* Plants that should be reserved for buffer and screening areas
because they grow over 3 feet in height and may inhibit surveillance.
Streetscape Furnishings List
The following products are preapproved by the City for use at the
Port of Dubuque; however, it shall be understood that the items
listed are all subject to an "or equal" review process. Product
substitutions of equal design, quality and performance are
permissable per the review and approval of the City.
Cafe Table: "Steelhead" 36" table top with "Catena" surface mount
base, Grotto powdercoat, Landscape Forms, Kalamazoo, MI.
Phone: 800 -521 -2546
Cafe Chair: "Verona" without armrests, Grotto powdercoat,
Landscape Forms, Kalamazoo, MI. Phone: 800 -521 -2546
Painted Metal Woven Seat Bench: "Scarborough Backed Bench"
72" long, Grotto powdercoat, Landscape Forms, Kalamazoo, MI.
Phone: 800- 521 -2546
Litter Receptacle 1: "Scarborough" receptacle, side opening,
Grotto powdercoat, Landscape Forms, Kalamazoo, M I.
Phone: 800 - 521 -2546
Artist carved granite bench example: Stanton Sears for the City
of Minneapolis, Nicollete Mall Renovation
Artist cast iron utility cover example: Kate Burke for the City
of Minneapolis, Nicollete Mall Renovation
Parking Lot Light Fixture: "Form Ten" round, arm mounted
luminaire by Gardco, CA 22" Style with minimum 250 watt Metal
Halide lamp, single or double head on a tapered steel 25' pole,
powdercoat RAL 9017 (black) smooth gloss finish.
Painted Metal Bench: "Hyde Park" model# HP3005- BS -75, metal
rod seat, Grotto powdercoat, Landscape Forms, Kalamazoo, MI.
Phone: 800 - 521 -2546
Wood Bench: "Giverney" bench 6' model #U5547 by Smith and
Hawken, Novato, CA. Phone:800- 423 -0117
Litter Receptacle 2: "Presidio, top - opening" Grotto powdercoat,
Landscape Forms, Kalamazoo, MI. Phone: 800 - 521 -2546
Street and Walkway Light: "Lumec" single acorn globe
minimum 100 watt Metal Halide lamp on traditional 12 foot
tapered steel pole, Powdercoat RAL 9017 (black) smooth gloss
finish, model # L52 LMS 13004A
ORDINANCE NO. 31-02
AN ORDINANCE AMENDING APPENDIX A (THE ZONING ORDINANCE) OF
THE CITY OF DUBUQUE CODE OF ORDINANCES BY RECLASSIFYING
HEREINAFTER DESCRIBED PROPERTY LOCATED NORTH AND SOUTH OF
THE ICE HARBOR AND EAST OF HIGHWAY 61/151 FROM ROD
REDEVELOPMENT OVERLAY DISTRICT, HI HEAVY INDUSTRIAL DISTRICT,
MHI MODIFIED HEAVY INDUSTRIAL DISTRICT, CS COMMERCIAL SERVICE
AND WHOLESALE DISTRICT AND CR COMMERCIAL RECREATION
DISTRICT TO PUD PLANNED UNIT DEVELOPMENT DISTRICT WITH A PC
PLANNED COMMERCIAL DESIGNATION AND ADOPTING A CONCEPTUAL
DEVELOPMENT PLAN TO BE KNOWN AS THE PORT OF DUBUQUE
RIVERFRONT DISTRICT.
Whereas, the City of Dubuque adopted on March 4, 2002, the Port of Dubuque
Master Plan, an amendment of the Riverfront Plan, which is a component of the City's
adopted Comprehensive Plan; and
Whereas, the City of Dubuque adopted on March 4, 2002, an amended and
restated Urban Renewal Plan for the Ice Harbor Urban Renewal District that includes
the Port of Dubuque Master Plan and Design Standards; and
Whereas, the City of Dubuque has determined that a zoning reclassification of
the Port of Dubuque will serve to guide the implementation of the adopted Port of
Dubuque Master Plan and Design Standards.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF DUBUQUE, IOWA:
Section 1. Port of Dubuque PUD
Appendix A (the Zoning Ordinance) of the City of Dubuque Code of Ordinances
is hereby amended by reclassifying the hereinafter described property from ROD
Redevelopment Overlay District, HI Heavy Industrial District, MHI Modified
Heavy Industrial District, CS Commercial Service and Wholesale District, and
CR Commercial Recreation District to PUD Planned Unit Development District
with a PC Planned Commercial designation and adopting a conceptual
development plan, a copy of which is attached to and made a part hereof, to be
known as the Port of Dubuque Riverfront District to wit:
All of the real property highlighted in Exhibit 1, and to the centerline of the
adjoining public right -of -way, and to the corporate limits of the City of Dubuque,
all in the City of Dubuque, I
Section 2. Conceptual Develop nt Plan
Referenced herein as Exhibit 2, on file in the Planning Services Depart nt, and
made a part of this zoning reclassification by reference is the Conceptual
Ordinance No. 31 -02
Page 2
Development Plan for the Port of Dubuque Riverfront District. It is recognized
that minor shifts or modifications to the general plan layout may be necessary
and compatible with the need to acquire workable street patterns, grades and
usable building sites.
Section 3. Definitions
The following definitions shall apply for purposes of this PUD ordinance, in
addition to Section 8 (Definitions) of the Zoning Ordinance.
Indoor Restaurant: Any business establishment or portion thereof where food is
prepared for sale for consumption on the premises, including all sit down
restaurants, where food and beverage are served in nondisposable containers
and which may involve carryout service and the serving of beer, wine and
alcoholic beverages on the premises of a limited nature as an accessory use to
the restaurant.
Nightclub: An establishment dispensing beer, wine and alcoholic beverages on
the premises in which music, dancing or entertainment is conducted.
Office /Showroom: A product display or showroom facility with two primary uses:
office and showroom/display space. Storage, light assembly or shipping and
receiving may occupy no more than 20 percent, and office use may occupy no
more than 75 percent of the facility's gross floor area.
Theme Restaurant: Any business establishment or portion thereof with an
historical, architectural, cultural, or similar general theme, where food is
prepared for sale for consumption onsite in a cafe or al fresco setting, off the
premises and/or served in disposable containers or wrappers, including fast food
restaurants having a carryout service, and where beer, wine or alcoholic
beverages are not served.
Theme Convenience Store with Subordinate Gas Station: Any retail
establishment with an historical, architectural, cultural, comer grocery or similar
general theme, where food is prepared for sale for consumption onsite in a deli
or cafe setting, and also offering for sale prepackaged food products, household
items, newspapers and magazines, and sandwiches and other freshly prepared
foods, such as salads, for off -site consumption, and the sale of gas or other
vehicular fuels subordinate to the principal use of the theme convenience store.
Section 4. General Provisions for Zone A
A. Geographic Area. Zone A shall be the g =, raphic area designated as
`Zone A'' on Exhibit 1.
S. Use Re • ulations for Zone A
Ordinance No. 31-02
Page 3
1. Permitted Principal Uses:
a. Public or quasi-public utilities.
b. General offices.
c. Medical and professional offices.
d. Office/showrooms.
e. Retail sales and services.
f. Personal services.
g. Book stores.
h. Excursion services.
1 Theme convenience stores with subordinate gas stations.
j. Copy centers.
k. Dry cleaners.
1. Coffee shops.
m. Antique shops.
n. Theme restaurants.
o. Indoor restaurants.
p. Bars/Nightclubs.
q. Cinemas/theaters.
r. Multi-family residential dwellings.
s. Residential dwelling units above the first floor.
t.. Condominiums.
u. Boutique hotels or bed & breakfast inns.
v. Marinas/pleasure craft harbors.
w. Public parks/plazas.
x. Public transit/comfort stations.
•
41
(
Y Micro- breweries.
Ordinance No. 31 -02
Page 4
z. Indoor and outdoor recreational facilities.
aa. Hotels.
bb. Museums.
cc. Excursion boat gambling.
dd. Aquariums.
ee. Conference and education centers.
ff. Parking structures.
2. Prohibited Uses:
a. Outdoor golf courses and outdoor golf practice facilities,
except miniature golf.
b. Cellular communication towers.
c. Telecommunication processing and relay centers, i.e.,
"telecom hotels."
d. Adult businesses, as defined in Section 4 -8 (Adult
Entertainment Requirements and Regulations) of the Zoning
Ordinance.
e. Industrial laundry and dry cleaning plants.
f. Pawn shops.
g. New car and truck sales.
h. Used vehicle sales and service.
i. Resale shops.
j. Drive -thru facilities, except drive -up automated teller
machines.
k.. Stand -alone gas stations.
I. Vehicle fabrication /assembly /repair/body shops.
Tattoo parlors and body piercing shops.
Ordinance No. 31 -02
Page 5
3. Permitted Conditional uses:
a. Group day care centers, subject to state and local
regulations and provided that:
1. Such facility shall be located within an office,
commercial or residential building or as an accessory
structure on the same lot;
2. Such facility shall provide for the loading and
unloading of children so as not to obstruct public
streets, nor create traffic or safety hazards; and
3. All licenses have been issued or have been applied
for awaiting the outcome of the Board's decision.
b. Drive -up automated teller machines, provided that:
1. Ingress, egress and traffic flow shall be acceptable to
the City site plan review team; and
2. Opaque screening shall be provided for adjacent
residential uses.
4. Permitted Accessory Uses: Any use customarily incidental and
subordinate to the principal use it serves.
5. Permitted Temporary Uses: Any use of a limited duration as
defined in Section 8 (Definitions) of the Zoning Ordinance, subject
to the conditions set forth in Section 2 -5.3 (Temporary Uses) of the
Zoning Ordinance.
Section 5. General Provisions for Zone B
A. Geographic Area. Zone B shall be the geographic area designated as
"Zone B" on Exhibit 1.
B. Use Regulations for Zone B
1. Permitted Principal Uses:
a. Public or quasi - public utilities. [47]
b. General offices. [14]
c. Medical and professional offices. [36]
d. Officefshowroo . [14]
1
Ordinance No. 31 -02
Page 6
e. Retail sales and services. [17]
f. Personal services. [14]
g. Book stores, [17]
h. Excursion services. [37]
i. Theme convenience stores with subordinate gas stations.
[
j. Copy centers. [29]
k. Dry cleaners. [19]
I. Coffee shops. [20]
m. Antique shops. [17]
n. Theme restaurants. [20]
o. Indoor restaurants. [20]
p. Bars /Nightclubs. [20]
q. Cinemas/theaters. [48]
r. Multi- family residential dwellings. [9]
s. Residential dwelling units above the first floor. [9]
t. Condominiums. [9]
u. Boutique hotels or bed & breakfast inns. [30]
v. Marinas/pleasure craft harbors. [37]
w. Public parks/plazas. [47]
x. Public transit/comfort stations. [47]
y. Micro - breweries. [20] •
z. Indoor and outdoor recreational facilities. [37]
aa. Hotels. [30]
bb. Museu . [13]
Excursion boat gambling. [47]
Ordinance No. 31 -02
Page 7
dd. Aquariums. [13]
ee. Conference and education centers. [20]
ff. Parking structures. [N /A]
[ ] Parking Group - requirements of Section 4.2 (Off - Street
Parking and Loading Regulations) of the Zoning Ordinance must
be met.
2. Prohibited Uses:
a. Outdoor golf courses and outdoor golf practice facilities,
except miniature golf.
b. Cellular communication towers
c. Telecommunication processing and relay centers, i.e.,
"telecom hotels"
d. Adult businesses, as defined in Section 4 -8 (Adult
Entertainment Requirements and Regulations) of the Zoning
Ordinance.
e. Industrial laundry and dry cleaning plants
f. Pawn shops.
g. Used vehicle sales and service.
h. Resale shops.
!. Drive -thru facilities, except drive -up automated teller
machines.
j. Stand -alone gas stations.
k. Vehicle fabrication /assembly /repair/body shops.
i, Tattoo parlors and body piercing shops.
3. Permitted Conditional Uses:
a. Group day care centers, subject to state and local
regulations and provided that:
1. Such facility shall be located within an office,
co rcial or residential building or as an a
structure on the sa lot;
1
Ordinance No. 31 -02
Page 8
2. The parking requirements can be met -- [8];
3. Such facility shall provide for the loading and
unloading of children so as not to obstruct public
streets, nor create traffic or safety hazards; and
3. AN licenses have been issued or have been applied
for awaiting the outcome of the Board's decision.
b. Drive -up automated teller machines, provided that:
1. Ingress, egress and traffic flow shall be acceptable to
the City site plan review team;
2. The parking requirements can be met — [8]; and
3. Opaque screening shall be provided for adjacent
residential uses.
[ ] Parking Group - requirements of Section 4.2 (Off - Street
Parking and Loading Regulations) of the Zoning Ordinance must
be met.
4. Permitted Accessory Uses: Any use customarily incidental and
subordinate to the principal use it serves.
5. Permitted Temporary Uses: Any use of a limited duration as
defined in Section 8 (Definitions) of the Zoning Ordinance subject
to the conditions set forth in Section 2 -5.3 (Temporary Uses) of the
Zoning Ordinance.
C. Performance Standards for New Development, Change in Use, and
Expansion and Reconstruction of Existing Uses in Zone B
1. New Development, Change in Use and Expansion of Existing Uses:
In Zone B, the Design Standards adopted on March 4, 2002, as
part of the Port of Dubuque Master Plan for the Ice .Harbor Urban
Renewal District shall apply to all new development, change in use
and expansion of existing uses.
2. Reconstruction of Existing Uses: In Zone B, the Design Standards
adopted on March 4, 2002, as part of the Port of Dubuque Master
Plan for the Ice Harbor Urban Renewal District shall apply in the
event of reconstruction of an existing use after destruction by more
than fifty percent (50%) of the replacement cost at the time of
d ction. In the event of destruction of an existing use by less
than fifty percent (50 %) of the replace nt cost at the time of
destruction, it _.. x -y only be reconstructed if such reconstruction
Ordinance No. 31 -02
Page 9
does not increase the degree of nonconformity that existed prior to
destruction.
3. Construction of New Parking Lots: In Zone B, construction of any
new parking lot shall comply with the Design Standards adopted on
March 4, 2002, as part of the Port of Dubuque Master Plan for the
Ice Harbor Urban Renewal District.
4. Expansion of Existing Parking Lots: In Zone B, the expansion of an
existing parking lot for an existing use shall not constitute the
requirement to comply with the Design Standards adopted on
March 4, 2002, as part of the Port of Dubuque Master Plan for the
Ice Harbor Urban Renewal District. However, the expansion of an
existing parking lot in Zone B shall comply with Section 4-2 (Off -
Street Parking and Loading Regulations), Section 4-4 (Site Plan
Review Provisions), and Section 4 -5 (Landscaping and Screening
Requirements) of the Zoning Ordinance.
5. Outdoor Storage — New Development, Change in Use and
Expansion of Existing Uses: Outdoor storage of any kind, including
vehicles, raw materials, etc. is prohibited in Zone B for all new
development, change in use and expansion of existing uses.
Seasonal equipment, supplies, etc. shall be either stored within
each facility or within a permanent accessory structure.
6. Outdoor Storage — Reconstruction of Existing Uses: Outdoor
storage of any kind, including vehicles, raw materials, etc. is
prohibited in Zone B in the event of reconstruction of an existing
use after destruction by more than fifty percent (50 %) of the
replacement cost at the time of destruction. Seasonal equipment,
supplies, etc. shall be either stored within each facility or within a
permanent accessory structure. In the event of destruction of an
existing use by less than fifty percent (50 %) of the replacement
cost at the time of destruction, outdoor storage shall be subject to
the provisions of Section 5. D. of this PUD ordinance.
D. Performance Standards for Existing Uses in Zone B
1. Nonconformities: If an existing use in Zone B is not listed in
Section 5. B. (Permitted Uses) of this PUD ordinance at the time of
adoption of this ordinance, it shall be considered a nonconforming
use in accordance with Section 4 -6 (Nonconformities in General) of
the Zoning Ordinance. It is r=- gnized that lawful nonconformities
may substantially and adv- : -ly impact the orderly develop nt,
maintenance, use and taxable value of other properties in this PUD
District. To secure eventual confo .;nce with the Port of Dubuque
Master Plan and the Design Standards adopted on March 4, 2002,
Ordinance No. 31 -02
Page 10
nonconforming uses existing in Zone B at the time of adoption of
this PUD ordinance may continue subject to the provisions of this
ordinance, but may not expand in gross floor area nor change in
use from one nonconforming use to another nonconforming use.
2. Sign Regulations: The provisions of the City of Dubuque Zoning
Ordinance Section 4 -3 (Sign Regulations) shall apply in Zone B
unless further regulated by this section.
Nonconforming Signs: Any existing sign in Zone B that is not in
compliance with the Design Standards adopted on March 4, 2002, as part
of the Port of Dubuque Master Plan for the Ice Harbor Urban Renewal
District shall be considered a nonconforming sign in accordance with
Section 4 -3.8 (Nonconforming Signs) of the Zoning Ordinance.
a. New Signs: The installation of any new signs for an existing
use in Zone B shall be in accordance with the Design
Standards adopted on March 4, 2002, as part of the Port of
Dubuque Master Plan for the Ice Harbor Urban Renewal
District.
b. Comprehensive Sign Program: A comprehensive sign
program shall be developed in Zone B for the installation of
new signs and for any alteration, improvement or other
change of nonconforming signs for existing individual
businesses or buildings, or for buildings which house more
than one business, in accordance with the Design
Standards adopted on March 4, 2002, as part of the Port of
Dubuque Master Plan for the Ice Harbor Urban Renewal
District.
c. Prohibited signs: The following types of signs are prohibited
in Zone B. Any existing sign in Zone B that falls into one or
more of the following categories of prohibited signs shall be
considered a nonconforming sign:
• Pole, pylon or freestanding signs
D Billboards
• Internally illuminated awnings
D Portable signs
D Search lights
D Audible or musical signs
Ordinance No. 31 -02
Page 11
e. Permissible Signs. The following sign types are permissible
in Zone B:
➢ Non - illuminated awning signs
• Canopy or marquee signs
> Wall signs
➢ Projecting signs
➢ Window signs
> Ground signs /monument signs
3. Non Accessory Outdoor Storage Prohibited: In Zone B, outdoor
storage that is not an accessory use to the principal use is
prohibited. In Zone B, removal of the non - accessory outdoor
storage shall be required within eighteen (18) months of the
effective date of this PUD Ordinance, and shall be implemented
according to the following schedule:
0 -6 months Conduct property review meeting with the City
of Dubuque Planning Services Department.
6 -12 months Submit necessary plans and information
describing compliance plans to the Planning
Services Department.
12 -18 months Remove all non - accessory outdoor storage.
4. Outdoor Storage Accessory to the Principal Use:
a. Outdoor Storage Accessory to the Principal Use: In Zone B,
outdoor storage for existing uses is restricted to storage
necessary for operation of the principal use as an accessory
use. Material stored must be screened from view from
adjacent rights -of -way and properties. Screening must be
opaque and a minimum of six (6) feet in height..
b. Outdoor Storage of Refuse: In Zone B, outdoor storage of
freestanding dumpsters or refuse containers is prohibited.
Refuse shall be securely stored and enclosed as part of the
principal structure, and contained and disposed of in
a rdance with applicable state, county and city health,
safety and environmental codes. Where storage of food
service /restaurant kitchen refuse is not accom ated as
1'
1
Ordinance No. 31 -02
Page 12
part of the principal building, refuse storage is permissible in
an accessory storage enclosure.
c. Compliance Schedule for Accessory Outdoor Storage: In
Zone B, compliance with the accessory outdoor storage
regulations of this sub - section shall be required within five
(5) years of the effective date of this PUD Ordinance, and
shall be implemented according to the following schedule:
0 -24 months Conduct property review meeting with
Planning Services Department.
24 -48 months Submit necessary plans and information
describing compliance plans and
improvements to the Planning Services
Department,
48 -60 months Complete necessary modifications and
improvements.
E. Variance and Appeal Process
In Zone B, requests for variances from the regulations of this PUD
ordinance, unless expressly prohibited by this PUD ordinance, and
appeals of their interpretation by City staff shall be filed in accordance
with Section 5 -3 (Zoning Board of Adjustment) of the Zoning Ordinance.
Section 6. Transfer of Ownership
Transfer of ownership or lease of property in this PUD District shall include in
the transfer or lease agreement a provision that the purchaser or lessee
acknowledges awareness of the conditions authorizing the establishment of the
district.
Section 7. Recording
A copy of this ordinance shall be recorded at the expense of the City of Dubuque
with the Dubuque County Recorder as a permanent record of the conditions
accepted as part of this reclassification approval after the adoption of this
ordinance. This ordinance shall be binding upon the undersigned and his/her
heirs, successors and assigns.
Section 8. The foregoing amendment has heretofore been reviewed by the
Zoning Advisory Commission of the City of Dubuque, Iowa.
Section 9. The foregoing amendment shall take effect upon publication, as
provided by law.
Ordinance No. 31-02
Page 13
Passed, approved and adopted this 15 day of April 2002.
Ann E. Michalski, Mayor Pro Tem
Attest:
Jeanne F. Schneider, City Clerk
1
•
( •
Doc ID: 010932630002 Type: GEN
Kind: AGREEMENT
Recorded: 03/29/2022 at 11:52:05 AM
Fee Amt: $12.00 Paqe 1 of 2
Dubuque County Iowa
John Murphy Recorder
File2O22-0000402 V
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 Flexsteel Industries, Inc. for the real estate
described as follows:
Lot 1-1 of Adams Company's 4th Addition in the City of Dubuque, Iowa
The Development Agreement is dated for reference purposes the 18th day of April,
2011, and contains covenants, conditions, and restrictions concerning the 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.
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Dated this �GQ day of kU-V-i/A, 2022.
CITY OF DUBUQUE, A
By:
Barry A. Lind I, Esq., Senior Counsel
STATE OF IOWA
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®pPQ City Clerk
DUBUQUE COUNTY
On this i4A day of _, 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.
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< JONI
LYNNOINGER
r. Commholon Number r832198
Nota �Public, State of Iowa
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