Rose of Dubuque LP Development Agreement_HearingMasterpiece on the Mississippi
Dubuque
Au- AmeiicaCity
2007
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Approval of a Development Agreement with The Rose of Dubuque, L.P.
DATE: September 13, 2011
Economic Development Director Dave Heiar recommends City Council approval of a
Development Agreement with The Rose of Dubuque, L.P. for a 70 -unit affordable
assisted living facility on Lake Ridge Drive.
City staff has worked with Rose Development, controlled by Greg McClenahan, to build
a $9.3 million 70 -unit `affordable assisted living facility' on Lake Ridge Drive. This would
be the sixth Rose development built in Iowa since 2005. The Rose developments have
all been assisted by the Iowa Finance Authority through the Low - Income Housing Tax
Credit Program. The recent award of these tax credits reduces the need for
conventional mortgage financing and lowers development costs, allowing lower rents.
Residents in these projects must all qualify by income, at 60% or Tess of area median
income. Many qualify for Section 8 housing vouchers and Medicaid services. Rents will
be in a range of $450 -$550. The services the resident receives are provided by a
contracted licensed health care provider, such as the VNA. The costs for those
services are paid by Medicaid HCBS waiver programs. With this package of subsidies,
the low- income resident can afford the full spectrum of housing and supported services
that would otherwise approach $3,000 per month.
On August 1, 2011, the City Council approved the establishment of an Urban Renewal
District for this area.
The key elements of the Development Agreement include:
1) Rose Development must develop property located on Lake Ridge Drive at a cost
of approximately $9,300,000 and be substantially completed by December 31,
2012.
2) Rose Development will receive a 10 year TIF not to exceed the amount of taxes
allowed to be distributed through TIF based on the assessed valuation or
$19,355 per year, whichever is less.
3) In return for committing to the annual TIF payment, the City will receive a
commitment that the units in the project are compliant with the HUD Fair Market
Rent for the 10 years.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
Michael C. Vale Milligen
MCVM:jh
Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
David J. Heiar, Economic Development Director
2
Masterpiece on the Mississippi
Dubuque
kitirg
AN- America city
,
2007
TO: Michael Van Milligen, City Manager
FROM: David J. Heiar, Economic Development Director 1,j '4
ti
SUBJECT: Approval of a Development Agreement with The Ro of of Dubuque, L.P.
DATE: September 12, 2011
INTRODUCTION
On September 6, the City Council set a public hearing for September 19th on a
proposed Development Agreement with The Rose of Dubuque, L.P. This memorandum
presents for City Council consideration a Resolution approving a Development
Agreement with The Rose of Dubuque, L.P. on property located on Lake Ridge Drive.
The attached Resolution approves the development agreement.
BACKGROUND
City staff has worked with Rose Development, controlled by Greg McClenahan, to build
a $9.3 million 70 -unit 'affordable assisted living facility' on Lake Ridge Drive. This would
be the sixth Rose development built in Iowa since 2005. The Rose developments have
all been assisted by the Iowa Finance Authority through the Low - Income Housing Tax
Credit Program. The recent award of these tax credits reduces the need for
conventional mortgage financing and lowers development costs, allowing lower rents.
Residents in these projects must all qualify by income, at 60% or less of area median
income. Many qualify for Section 8 housing vouchers and Medicaid services. Rents will
be in a range of $450 -$550. The services the resident receives are provided by a
contracted licensed health care provider, such as the VNA. The costs for those services
are paid by Medicaid HCBS waiver programs. With this package of subsidies, the low-
income resident can afford the full spectrum of housing and supported services that
would otherwise approach $3000 per month.
On August 1, 2011, the City Council approved the establishment of an Urban Renewal
District for this area.
DISCUSSION
The Development Agreement provides for tax increment financing to encourage
development of the property.
The Development Agreement requires the development of property located on Lake
Ridge Drive into a seventy (70) unit affordable assisted living facility. The key elements
of the Development Agreement include the following:
1) Rose Development must develop property located on Lake Ridge Drive at a cost
of approximately $9,300,000 and be substantially completed by December 31,
2012.
2) Rose Development will receive a 10 year TIF not to exceed the amount of taxes
allowed to be distributed through TIF based on the assessed valuation or
$19,355 per year, whichever is less.
3) In return for committing to the annual TIF payment, the City will receive a
commitment that the units in the project are compliant with the HUD Fair Market
Rent for the 10 years.
Additional terms and conditions are included within the attached Development
Agreement.
RECOMMENDATION
Following the public hearing, I recommend that the City Council approve the attached
resolution approving a Development Agreement with The Rose of Dubuque, L.P. which
includes urban renewal tax increment obligations for the purpose of developing property
located on Lake Ridge Drive into a seventy (70) unit affordable assisted living facility as
detailed in the attached Development Agreement.
ACTION STEP
The action step for the City Council is to adopt the attached Resolution.
F: \USERS\Econ Dev \Rose of Dubuque \Development Agreement\20110912 The Rose Memo Public Hearing Approve DA.docx
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updated 2011 -02 -24
RESOLUTION
NO. 302 -11
FIXING THE DATE
FOR A PUBLIC HEAR-
ING OF THE CITY
COUNCIL OF THE
CITY OF DUBUQUE,
IOWA ON THE
PROPOSED ISSUANCE
OF URBAN RENEWAL
TAX INCREMENT REV-
ENUE OBLIGATIONS
AND THE EXECUTION
OF A DEVELOPMENT
AGREEMENT RELAT-
ING THERETO WITH
THE ROSE OF
DUBUQUE, L.P., AND
PROVIDING FOR THE
PUBLICATION OF
NOTICE THEREOF
Whereas, City and
The Rose of Dubuque,
L.P. have entered into a
Development Agree-
ment, subject to the
approval of the City
Council, a copy of
which is now on file at
the Office of the City
Clerk, City Hall, 13th
and Central Avenue,
Dubuque, Iowa; and
Whereas, the City
Council has tentatively
determined that it
would be in the best
interests of the City to
approve the Devel-
opment Agreement,
with The Rose of
Dubuque, L.P.; and
Whereas, it is deemed
necessary and advis-
able that City should
authorize Urban
Renewal Tax Increment
Revenue obligations,
as provided by Chapter
403 of the Code of
Iowa, and to enter into
the Development
Agreement relating
thereto for the purpose
of carrying out an
Urban Renewal Plan as
hereinafter described;
and
Whereas, before said
obligations may be
approved, Chapter 403
of the Code of Iowa
requires that the City
Clerk publish a notice
of the proposal and of
the time and place of
the meeting at which
the City Council
proposes to take action
thereon and at which
meeting the City
Council shall receive
oral and /or written
objections from any
resident or property
owner of said City to
such proposed action.
NOW THEREFORE, BE
IT RESOLVED BY THE
CITY COUNCIL OF THE
CITY OF DUBUQUE,
IOWA:
Section 1. The City
Clerk is hereby
authorized and direct-
ed to cause this
Resolution and a notice
to be published as
prescribed by Iowa
Code Section 403.9 of a
public hearing on the
City's intent authorize
Urban Renewal Tax
Increment Revenue
obligations, to be held
on the 19th day of
September, 2011, at
6:30 o'clock p.m. in the
City Council Chambers
at the Historic Federal
Building, 350 W. 6th St.,
Dubuque, Iowa.
Section 2. The City
Council will meet at
said time and place for
the purpose of taking
action on the matter of
authorizing Urban
Renewal Tax Increment
Revenue obligations
and the execution of
the Development
Agreement relating
thereto with The Rose
of Dubuque, L.P., the
proceeds of which
obligations will be used
to carry out certain of
the special financing
activities described in
the Urban Renewal
Plan for the Lake Ridge
Urban Renewal District,
consisting of the
funding of economic
developments grants
to The Rose of
Dubuque, L.P. pursuant
to the Development
Agreement under the
terms and conditions
of said Urban Renewal
Plan. It is expected
that the aggregate
amount of the Tax
Increment Revenue
obligations is approx-
imately $193,550.
Section 3. The Clerk is
hereby directed to
cause at least one
publication to be made
of a notice of said
meeting, in a news-
paper, printed wholly
in the English lang-
uage, published at
least once weekly, and
having general circu-
lation in said City, said
publication to be not
less than four days nor
more than twenty days
before the date of said
meeting on the
issuance of said
obligations.
Section 4. That the
notice of the proposed
action to issue said
obligations shall be in
substantially the form
attached hereto.
Passed, approved and
adopted this 6th day of
September, 2011.
Roy D. Buol, Mayor
Attest: Kevin S.
Firnstahl,
Acting City Clerk
NOTICE OF A PUBLIC
HEARING OF THE
CITY COUNCIL OF
THE CITY OF
DUBUQUE, IOWA, ON
THE MATTER OF THE
PROPOSED
AUTHORIZATION OF
URBAN RENEWAL
TAX INCREMENT
REVENUE
OBLIGATIONS AND
THE EXECUTION OF A
DEVELOPMENT
AGREEMENT
RELATING THERETO
WITH THE ROSE OF
DUBUQUE, LP.
PUBLIC NOTICE is
hereby given that the
City Council of the City
of Dubuque, Iowa, will
hold a public hearing
on the 19th day of
September, 2011, at
6:30 p.m. in the City
Council Chambers at
the Historic Federal
Building, 350 W. 6th St.,
Dubuque, Iowa, at
which meeting the City
Council proposes to
take action for the
authorization of Urban
Renewal Tax Increment
Revenue obligations
and the execution of a
Development Agree-
ment relating thereto
with The Rose of
Dubuque, L.P., in order
to carry out certain of
the special financing
activities in the Urban
Renewal Plan for the
Lake Ridge Urban
Renewal District, con-
sisting of the funding
of economic develop-
ment grants to The
Rose of Dubuque, L.P.,
pursuant to a Devel-
opment Agreement
entered into with The
Rose of Dubuque, L.P.
under the terms and
conditions of said
Urban Renewal Plan. It
is expected that the
aggregate amount of
the Tax Increment
Revenue obligations is
approximately
$193,550.
At the meeting, the
City Council will
receive oral and
written objections from
any resident or
property owner of said
City to the above
action. After all objec-
tions have been
received and con-
sidered, the City
Council may at this
meeting or at any
adjournment thereof,
the approval of the
Development Agree-
ment, and authori-
zation of such Tax
Increment Revenue
obligations or will
abandon the proposal.
By order of the City
Council said hearing
and appeals there from
shall be held in
accordance with and
governed by the
provisions of Section
403.9 of the Code of
Iowa.
This notice is given by
order of the City
Council of the City of
Dubuque, Iowa, as
provided by Chapter
403 of the Code of
Iowa.
Dated this 9th day of
September, 2011.
Kevin S. Firnstahl
Acting City Clerk of
Dubuque, Iowa
It 9/9
Access
Dubuque
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: September 09, 2011, and for which the charge is $76.45.
Subscribed to before me, a tary Public in and for Dubuque County, Iowa,
this day 20 //
Notary Public in and for Dubuque County, Iowa.
MARY K. WESTERMEI
Commission Number 154
% -1.41164440
RESOLUTION NO. 323 -11
RESOLUTION APPROVING A DEVELOPMENT AGREEMENT WITH THE
ROSE OF DUBUQUE, L.P. FOR PROPERTY LOCATED ON LAKE RIDGE
DRIVE
Whereas, the City of Dubuque, Iowa, has undertaken an Urban Renewal project
for the purpose of advancing the community's ongoing economic development efforts in
the Lake Ridge Urban Renewal District; and
Whereas, the City Council, by Resolution No. 302 -11, dated September 6, 2011 declared its
intent to enter into a Development Agreement with The Rose of Dubuque, L.P. for property located
on Lake Ridge Drive; and
Whereas, pursuant to published notice, a public hearing was held on the proposed
disposition on September 19, 2011 at 6:30 p.m. in the Historic Federal Building, 350 W. 6th Street,
Dubuque, Iowa; and
Whereas, the City of Dubuque, Iowa is encouraging the use of urban renewal
tax obligations for the purpose of developing property located on Lake Ridge Drive into
a seventy (70) unit affordable assisted living facility; and
Whereas, it is the determination of this Council that approval of the Development
Agreement for the purpose of developing property located on Lake Ridge Drive by The
Rose of Dubuque, L.P. 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 Development Agreement with The Rose of Dubuque, L.P.
is hereby accepted and approved.
Section 2. That the Mayor is hereby authorized to execute, on behalf of the
City Council of the City of Dubuque, Iowa, the attached Development Agreement with
The Rose of Dubuque, L.P.
Section 3. 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 19th day of September, 2011.
Attest
Kev S. Firn ahl, City Clerk
Lynn V. Sutton, Mayor Pro -Tem
F: \USERS \Econ Dev \Rose of Dubuque \Development Agreement\20110913_Res Approve DA Rose of Dubuque.docx
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IER
11111
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Doc ID' 010486550001 Type GEN
Kind: AGREEMENT
Recorded: 05/14/2020 at 04:24:35 PM
Fee Amt: $7.00 Page 1 of 1
Dubuque County Iowa
John Murphy Recorder
Fi1e2020-00006255
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, and The Rose of Dubuque, LP, was made regarding the following described premises:
Lot 1 of Cedar Lake Plaza 4th Addition which is a portion of Lot 2 of Lot 2 of Cedar
Lake Plaza 3rd Addition in the City of Dubuque
The Development Agreement is dated for reference purposes the 26th day of September, 2011,
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/? 1a r of May, 2020.
CITY OF DUB
By:
E, IOWA
1
Barry A Lindahl, Senior Counsel
STATE OF IOWA
: ss:
DUBUQUE COUNTY
On this Jjday of May, 2020, 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 the Senior Counsel of the City of Dubuque, that said instrument was signed on behalf of City
of Dub que and the Senior Counsel acknowledged said instrument to be his free act and deed on behalf
of the ity of Dubuque.
4./1 L AAA
Notary Public, ' . e of Iowa
TRACEY L. STECKLEN
Commission Number 716016
My Comm Exp. /-1i' .1
Prk--C74
DEVELOPMENT AGREEMENT
BY AND BETWEEN
THE CITY OF DUBUQUE, IOWA
AND
THE ROSE OF DUBUQUE, L. P.
THIS DEVELOPMENT AGREEMENT (Agreement) dated for reference purposes the
day of 14- r , 2011 is made and entered into by and between the City
of Dubuque, Iowa (City), and The Rose of Dubuque, L.P. (Developer).
WHEREAS, Developer intends to purchase the following described real estate (the
Property):
Lot 1 of Cedar Lake Plaza 4th Addition which is a portion of
Lot 2 of Lot 2 of Cedar Lake Plaza 3rd Addition in the City of Dubuque;
and
WHEREAS, the Property is located in the Lake Ridge Urban Renewal District (the
District) which has been so designated by City Council Resolution 247 -11 as an Economic
Development area (the Project Area) defined by Iowa Code Chapter 403 (the Urban
Renewal Law); and
WHEREAS, Developer has undertaken the construction of an affordable senior
housing project located on the Property and will be operating the same during the term of
this Agreement; and
WHEREAS, Developer will make an additional capital investment in landscaping,
equipment, furniture and fixtures on the Property (Project); and
WHEREAS, pursuant to Iowa Code Section 403.6(1), and in conformance with the
Urban Renewal Plan for the Project Area adopted on August 1, 2011, City has the authority
to enter into contracts and agreements to implement the Urban Renewal Plan; and
WHEREAS, the Dubuque City Council believes it is in the best interests of the City
to encourage Developer in the development of the Property by providing certain incentives
as set forth herein.
NOW, THEREFORE, the parties to this Development Agreement, in consideration
of the promises, covenants and agreements made by each other, do hereby agree as
follows:
082611djh080911ba1
SECTION 1. REPRESENTATIONS AND WARRANTIES
1.1 Representations and Warranties of City. In order to induce Developer to enter into
this Agreement, City hereby represents and warrants to Developer that to the best of City's
knowledge:
(1) City has duly obtained all necessary approvals and consents for its
execution, delivery and performance of this Agreement and that it has full power
and authority to execute, deliver and perform its obligations under this Agreement.
City's attorney shall issue a legal opinion to Developer at time of closing confirming
the representation contained herein, in the form attached hereto as Exhibit A.
(2) City shall exercise its best efforts to cooperate with Developer in the
development process.
(3) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(4) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
charter of City, any evidence of indebtedness, agreement or instrument of whatever
nature to which City is now a party or by which it or its property is bound, or
constitute a default under any of the foregoing.
(5) There are no actions, suits or proceedings pending or threatened against or
affecting City in any court or before any arbitrator or before or by any governmental
body in which there is a reasonable possibility of an adverse decision which could
materially adversely affect the financial position or operations of City or which
affects the validity of the Agreement or City's ability to perform its obligations under
this Agreement.
(6) No ordinance or hearing is now before any local governmental body that
either contemplates or authorizes any public improvements or special tax levies, the
cost of which may be assessed against the Property. To the best of City's
knowledge, there are no plans or efforts by any government agency to widen,
modify, or re -align any street or highway providing access to the Property and there
are no pending or intended public improvements or special assessments affecting
the Property which will result in any charge or lien be levied or assessed against the
Property.
(7) The representations and warranties contained in this article shall be correct
in all respects on and as of the Closing Date with the same force and effect as if
such representations and warranties had been made on and as of the Closing Date.
2
1.2 Representations and Warranties of Developer. The Developer makes the following
representations and warranties:
(1) Developer is a limited partnership duly organized and validly existing under
the laws of the State of Iowa, and has all requisite power and authority to own and
operate its properties, to carry on its business as now conducted and as presently
proposed to be conducted, and to enter into and perform its obligations under the
Agreement.
(2) This Agreement has been duly authorized, executed and delivered by
Developer and, assuming due authorization, execution and delivery by the City, is in
full force and effect and is a valid and legally binding instrument of Developer
enforceable in accordance with its terms, except as the same may be limited by
bankruptcy, insolvency, reorganization or other laws relating to or affecting creditors'
rights generally. Developer's counsel shall issue a legal opinion to the City, at time
of closing, confirming the representations contained herein, in the form attached
hereto as Exhibit B.
(3) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
articles of incorporation or the bylaws of Developer or any contractual restriction,
evidence of indebtedness, agreement or instrument of whatever nature to which
Developer is now a party or by which it or its property is bound, or constitute a
default under any of the foregoing.
(4) There are no actions, suits or proceedings pending or threatened against or
affecting Developer in any court or before any arbitrator or before or by any
governmental body in which there is a reasonable possibility of an adverse decision
which could materially adversely affect the business, financial position or result of
operations of Developer or which affects the validity of the Agreement or
Developer's ability to perform its obligations under this Agreement.
(5) Developer will perform its obligations under this Agreement in accordance
with the material terms of this Agreement, the Urban Renewal Plan and all local,
State and federal laws and regulations.
(6) Developer will use its best efforts to obtain, or cause to be obtained, in a
timely manner, all material requirements of all applicable local, state, and federal
laws and regulations which must be obtained or met.
(7) Developer has firm commitments for permanent financing for the Project in
an amount sufficient, together with equity commitments, to successfully complete
the requirements of this Agreement and shall provide evidence thereof to City prior
to the Closing Date.
3
1.3 Closing. The closing shall take place on such date as the parties shall agree in
writing but in no event shall the Closing Date be later than the 31St day of October, 2011.
Consummation of the closing shall be deemed an agreement of the parties to this ,
Agreement that the conditions of closing shall have been satisfied or waived.
1.4 Conditions to Closinq. The closing of the transaction contemplated by this
Agreement and all the obligations of Developer under this Agreement are subject to
fulfillment, on or before the Closing Date, of the following conditions:
(1) The representations and warranties made by City in Section 1.1 shall be
correct as of the Closing Date with the same force and effect as if such
representations were made at such time. At the closing, City shall deliver a
certificate to that effect in the form of Exhibit C.
(2) Developer shall have the right to terminate this Agreement at any time prior
to the consummation of the closing on the Closing Date if Developer determines in
its sole discretion that conditions necessary for the successful completion of the
Project contemplated herein have not been satisfied in Developer's sole discretion.
Upon the giving of notice of termination by Developer to City, this Agreement shall
be deemed null and void.
(3) Developer and City shall be in material compliance with all the terms and
provisions of this Agreement.
(4) Developer shall have furnished City with evidence, in a form satisfactory to
City (such as a letter of commitment from a bank or other lending institution), that
Developer has firm financial commitments in an amount sufficient, together with
equity commitments, to complete the Minimum Improvements (as defined herein) in
conformance with the Construction Plans (as defined herein), or City shall have
received such other evidence of Developer's financial ability as the reasonable
judgment of the City requires.
(5) Developer's counsel shall issue a legal opinion to the City confirming the
representations contained herein in the form attached hereto as Exhibit B.
1.5 City's Obligations at Closing. At or prior to the Closing Date, City shall deliver to
Developer such other documents as may be required by this Agreement, all in a form
satisfactory to Developer.
SECTION 2. DEVELOPMENT ACTIVITIES
2.1 Required Minimum Improvements. Developer will make a capital investment of not
less than Nine Million Three Hundred Thousand Dollars ($9,300,000.00) to acquire and
improve the Property (the Minimum Improvements). These Minimum Improvements
4
include creating a not less than seventy (70) unit affordable assisted senior housing
development.
2.2 The Minimum Improvements shall comply with the HUD Fair Market Rent
regulations and standards for the term of this Agreement.
2.3 Plans for Construction of Minimum Improvements. Plans and specifications with
respect to the development of the Property and the construction of the Minimum
Improvements thereon (the Construction Plans) shall be in conformity with Urban Renewal
Plan, this Agreement, and all applicable state and local laws and regulations, including but
not limited to any covenants, conditions, restrictions, reservations, easements, liens and
charges, recorded in the records of Dubuque County, Iowa. Developer shall submit to City,
for approval by City, plans, drawings, specifications, and related documents with respect to
the improvements to be constructed by Developer on the Property. All work with respect to
the Minimum Improvements shall be in substantial conformity with the Construction Plans
approved by City.
2.4 Timing of Improvements. Developer hereby agrees that construction of the
Minimum Improvements on the Property shall be commenced within thirty (30) days after
the Closing Date, and shall be substantially completed by December 31, 2012. The time
frames for the performance of these obligations shall be suspended due to unavoidable
delays meaning delays, outside the control of the party claiming its occurrence in good
faith, which are the direct result of strikes, other labor troubles, unusual shortages of
materials or labor, unusually severe or prolonged bad weather, acts of God, fire or other
casualty to the Minimum Improvements, litigation commenced by third parties which, by
injunction or other similar judicial action or by the exercise of reasonable discretion directly
results in delays, or acts of any federal, state or local government which directly result in
extraordinary delays. The time for performance of such obligations shall be extended only
for the period of such delay.
2.5 Certificate of Completion. Promptly following the request of Developer upon
completion of the Minimum Improvements, City shall furnish Developer with an appropriate
instrument so certifying. Such certification (the Certificate of Completion) shall be in
recordable form and shall be a conclusive determination of the satisfaction and termination
of the agreements and covenants in this Agreement.
SECTION 3. CITY PARTICIPATION
3.1 This section intentionally left blank.
3.2 Economic Development Grant to Developer. For and in consideration of
Developer's obligations hereunder, and in furtherance of the goals and objectives of the
urban renewal plan for the Project Area and the Urban Renewal Law, City agrees, subject
to Developer being and remaining in compliance with the terms of this Agreement, to make
twenty (20) consecutive semi - annual payments (such payments being referred to
collectively as the Economic Development Grants) to Developer:
5
November 1, 2014
November 1, 2015
November 1, 2016
November 1, 2017
November 1, 2018
November 1, 2019
November 1,2O2O
November 1, 2021
November 1, 2022
November 1.2O23
May 1.2015
May 1,2810
May 1.ZO17
May 1, 2018
May 1,2O1S
May 1.2O2O
May 1'2Q21
May 1.3022
May 1.2O33
May 1.2O24
pursuant to Iowa Code Section 403.9 of the Urban Renewal Law in amounts equal to a
portion of the tax increment revenues collected by City under Iowa Code Section 403.19
(without regard to any averaging that may otherwise be utilized under Iowa Code Section
403.19 and excluding any interest that may accrue thereon prior to payment to Developer)
during the preceding six-month period in respect of the Minimum Improvements
constructed by Developer (the Developer Tax Increments). For purposes of calculating the
amount of the Economic Development Grants provided in this Section, the Developer Tax
Increments shall be only those tax increment revenues collected by City in respect of the
increase in the assessed value of the Property above the assessment of January 1, 2011
(an amount not greater than $335,000). The Developer Tax Increments shall not include
any property taxes collected for the payment of bonds and interest of each taxing district,
(ii) any taxes for the regular and voter-approved physical plant and equipment levy, (iii) the
remaining actual amount of tax increment revenues collected by City in respect of the
valuations of the Property prior to January 1, 2012 and (iv) any other portion required to be
excluded by Iowa law, and thus such incremental taxes will not include all amounts paid by
Developer as regular property taxes. The Economic Development Grant shall not exceed
$9,680 in any six month period.
3.3 To fund the Econornic Devebpment Grants, City shall certify to Dubuque County
Iowa prior to December 1, 2012, its request for the available Developer Tax Increments
resulting from the assessments imposed by the County as of January 1 of that year and
each year thereafter until and including January 1, 2022, to be collected by City as taxes
are paid during the fotiowing fiscal year and which shall thereafter be disbursed to the
Developer on November 1 and May 1 of that fiscal year. (Example: if City so certifies in
December, 2012, the Economic Development Grants in respect thereof would be paid to
the Developer on November 1'2014' and May 1.2O15.\
3.4 The Economic Devetopment Grants shall be payable from and secured solely and
only by the Developer Tax Increments paid to City that, upon receipt, shalt be deposited
and held in a special account created for such purpose and designated as the Rose 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 Rose TIF Account to pay the Economic
6
Development Grants, as and to the extent set forth in Section 3.2 hereof. The Economic
Development Grants shall not be payable in any manner by other tax increments revenues,
or by general taxation or from any other City funds. City makes no representation with
respect to the amounts that may be paid to Developer as the Economic Development
Grants in any one year and under no circumstances shall City in any manner be liable to
Developer so long as City timely applies the Developer Tax Increments actually collected
and held in the Rose 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.
3.5 City shall be free to use any and all tax increment revenues collected in respect of
other properties within the Project Area and the remaining actual amount of the property
taxes paid by Developer to City, or any available Developer Tax Increments resulting from
the termination of the annual Economic Development Grants under Section 3.2 hereof, for
any purpose for which such tax increment revenues may lawfully be used pursuant to the
provisions of the Urban Renewal Law, and City shall have no obligations to Developer with
respect to the use thereof.
SECTION 4. COVENANTS OF DEVELOPER
4.1 The Minimum Improvements shall conform to all applicable city and state
building codes.
4.2 This section intentionally left blank.
4.3 Books and Records. During the term of this Agreement, Developer shall keep at all
times and make available to City upon reasonable request proper books of record and
account in which full, true and correct entries will be made of all dealings and transactions
of or in relation to the business and affairs of Developer in accordance with generally
accepted accounting principles consistently applied throughout the period involved, and
Developer shall provide reasonable protection against loss or damage to such books of
record and account.
4.4 Real Property Taxes. Developer shall pay or cause to be paid, when due, all real
property taxes and assessments payable with respect to all and any parts of the Property.
4.5 No Other Exemptions. During the term of this Agreement, Developer agrees not to
apply for any state or local property tax exemptions which are available with respect to the
Development Property or the Minimum Improvements located thereon that may now be, or
hereafter become, available under state law or city ordinance during the term of this
Agreement, including those that arise under Iowa Code Chapters 404 and 427, as
amended; however, the income approach provided in 701- 71.5(2)IAC is specifically
permitted.
7
4.6 Insurance Requirements.
(1) Developer shall provide and maintain or cause to be maintained at all times
during the process of constructing the Minimum Improvements and at its sole cost
and expense builder's risk insurance, written on a Completed Value Form in an
amount equal to one hundred percent (100 %) of the building (including Minimum
Improvements) replacement value when construction is completed. Coverage shall
include the "special perils" form and developer shall furnish City with proof of
insurance in the form of a certificate of insurance.
(2) Upon completion of construction of the Minimum Improvements and up to the
Termination Date, Developer shall maintain, or cause to be maintained, at its cost
and expense property insurance against loss and /or damage to the building
(including the Minimum Improvements) under an insurance policy written with the
"special perils" form and in an amount not less than the full insurable replacement
value of the building (including the Minimum Improvements). Developer shall
furnish to City proof of insurance in the form of a certificate of insurance.
(3) The term "replacement value" shall mean the actual replacement cost of the
building with Minimum Improvements (excluding foundation and excavation costs
and costs of underground flues, pipes, drains and other uninsurable items) and
equipment, and shall be reasonably determined from time to time at the request of
City, but not more frequently than once every three (3) years.
(4) Developer shall notify City immediately in the case of damage exceeding
$50,000 in amount to, or destruction of, the Minimum Improvements or any portion
thereof resulting from fire or other casualty. Net proceeds of any such insurance
(Net Proceeds), shall be paid directly to Developer as its interests may appear, and
Developer shall forthwith repair, reconstruct and restore the Minimum Improvements
to substantially the same or an improved condition or value as they existed prior to
the event causing such damage and, to the extent necessary to accomplish such
repair, reconstruction and restoration, Developer shall apply the Net Proceeds of
any insurance relating to such damage received by Developer to the payment or
reimbursement of the costs thereof, subject, however, to the terms of any mortgage
encumbering title to the Property (as its interests may appear). Developer shall
complete the repair, reconstruction and restoration of Minimum Improvements
whether or not the Net Proceeds of insurance received by Developer for such
purposes are sufficient.
4.7 Preservation of Property. During the term of this Agreement, Developer shall
maintain, preserve and keep, or cause others to maintain, preserve and keep, the
Minimum Improvements in good repair and working order, ordinary wear and tear
accepted, and from time to time shall make all necessary repairs, replacements, renewals
and additions.
8
4.8 Non - Discrimination. In carrying out the project, Developer shall not discriminate
against any employee or applicant for employment because of race, religion, color, sex,
sexual orientation, gender identity, national origin, age or disability.
4.9 Conflict of Interest. Developer agrees that no member, officer or employee of City,
or its designees or agents, nor any consultant or member of the governing body of City,
and no other public official of City who exercises or has exercised any functions or
responsibilities with respect to the project during his or her tenure, or who is in a position to
participate in a decision - making process or gain insider information with regard to the
project, shall have any interest, direct or indirect, in any contract or subcontract, or the
proceeds thereof, for work to be performed in connection with the project, or in any activity,
or benefit therefrom, which is part of this project at any time during or after such person's
tenure. In connection with this obligation, Developer shall have the right to rely upon the
representations of any party with whom it does business and shall not be obligated to
perform any further examination into such party's background.
4.10 Non - Transferability. Until such time as the Minimum Improvements are complete
(as certified by City under Section 2.5), this Agreement may not be assigned by Developer
nor may the Property be transferred by Developer to another party without the written
consent of City. Thereafter, with the prior written consent of City, which shall not be
unreasonably withheld, Developer shall have the right to assign this Agreement, and upon
assumption of the Agreement by the assignee, Developer shall no longer be responsible
for its obligations under this Agreement.
4.11 No change in Tax Classification. Developer agrees that it will not take any action to
change, or otherwise allow, the classification of the Property for property tax purposes to
become other than commercial property and to be taxed as such under Iowa law.
4.12 Restrictions on Use. Developer agrees for itself, and its successors and assigns,
and every successor in interest to the Property or any part thereof that they, and their
respective successors and assigns, shall:
(1) Devote the Property to, and only to and in accordance with, the uses
specified in the Urban Renewal Plan (and City represents and agrees that use of
the Property as an affordable assisted senior living facility, is in full compliance with
the Urban Renewal Plan) (however, Developer shall not have any liability to City to
the extent that a successor in interest shall breach this covenant and City shall seek
enforcement of this covenant directly against the party in breach of same); and
(2) Not discriminate upon the basis of race, religion, color, sex, sexual
orientation, gender identity, national origin, age or disability in the sale, lease, rental,
use or occupancy of the Property or any improvements erected or to be erected
thereon, or any part thereof (however, Developer shall not have any liability to City
to the extent that a successor in interest shall breach this covenant and City shall
seek enforcement of this covenant directly against the party in breach of same).
9
4.13 Compliance with Laws. Developer shall comply with all laws, rules and regulations
relating to its businesses, other than laws, rules and regulations the failure to comply with
or the sanctions and penalties resulting therefrom, would not have a material adverse
effect on the business, property, operations, financial or otherwise, of Developer.
SECTION 5. EVENTS OF DEFAULT AND REMEDIES
5.1 Events of Default Defined. The following shall be Events of Default under this
Agreement and the term Event of Default shall mean, whenever it is used in this
Agreement, any one or more of the following events:
(1) Failure by Developer to pay or cause to be paid, before delinquency, all real
property taxes assessed with respect to the Minimum Improvements and the
Property.
(2) Failure by Developer to cause the construction of the Minimum
Improvements to be commenced and completed pursuant to the terms, conditions
and limitations of this Agreement.
(3) Transfer of any interest by Developer of the Minimum Improvements in
violation of the provisions of this Agreement prior to the issuance of the final
Certificate of Completion.
(4) Failure by Developer or City to substantially observe or perform any other
material covenant, condition, obligation or agreement on its part to be observed or
performed under this Agreement.
5.2. Remedies on Default by Developer. Whenever any Event of Default referred to in
Section 5.1 of this Agreement occurs and is continuing, City, as specified below, may take
any one or more of the following actions after the giving of written notice by City to
Developer (and the holder of any mortgage encumbering any interest in the Property of
which City has been notified of in writing) of the Event of Default, but only if the Event of
Default has not been cured by Developer or its limited partner within sixty (60) days
following such notice, or if the Event of Default cannot be cured within sixty (60) days and
neither Developer nor its limited partner provides assurances to City that the Event of
Default will be cured as soon as reasonably possible thereafter:
(1) City may suspend its performance under this Agreement until it receives
assurances from the Developer deemed adequate by City, that the Developer will
cure its default and continue its performance under this Agreement;
(2) Until the Closing Date, City may cancel and rescind this Agreement;
(3) City shall be entitled to recover from Developer the sum of all reasonable
amounts necessarily expended by City in connection with the funding of the
10
Economic Development Grants to Developer and City may take any action,
including any legal action it deems necessary, to recover such amounts from the
Developer;
(4) City may withhold the Certificate of Completion; or
(5) City may take any action, including legal, equitable or administrative action,
which may appear necessary or desirable to collect any payments due under this
Agreement or to enforce performance and observance of any obligation,
agreement, or covenant under this Agreement.
5.3 No Remedy Exclusive. No remedy herein conferred upon or reserved to City is
intended to be exclusive of any other available remedy or remedies, but each and every
such remedy shall be cumulative and shall be in addition to every other remedy given
under this Agreement or now or hereafter existing at law or in equity or by statute. No
delay or omission to exercise any right or power accruing upon any default shall impair any
such right or power or shall be construed to be a waiver thereof, but any such right and
power may be exercised from time to time and as often as may be deemed expedient.
5.4 No Implied Waiver. In the event any agreement contained in this Agreement should
be breached by any party and thereafter waived by any other party, such waiver shall be
limited to the particular breach so waived and shall not be deemed to waive any other
concurrent, previous or subsequent breach hereunder.
5.5 Agreement to Pay Attorneys' Fees and Expenses. If any action at law or in equity,
including an action for declaratory relief or arbitration, is brought to enforce or interpret the
provisions of this Agreement, the prevailing party shall be entitled to recover reasonable
attorneys' fees and costs of litigation from the other party. Such fees and costs of litigation
may be set by the court in the trial of such action or by the arbitrator, as the case may be,
or may be enforced in a separate action brought for that purpose. Such fees and costs of
litigation shall be in addition to any other relief that may be awarded.
5.6 Remedies on Default by City. If City defaults in the performance of this Agreement,
Developer may take any action, including legal, equitable or administrative action that may
appear necessary or desirable to collect any payments due under this Agreement, to
recover expenses of Developer, or to enforce performance and observance of any
obligation, agreement, or covenant of City under this Agreement. Developer may suspend
their performance under this Agreement until they receive assurances from City, deemed
adequate by Developer, that City will cure its default and continue its performance under
this Agreement.
SECTION 6. GENERAL TERMS AND PROVISIONS
6.1 Notices and Demands. Whenever this Agreement requires or permits any notice or
written request by one party to another, it shall be deemed to have been properly given if
and when delivered in person or three (3) business days after having been deposited in
11
any U.S. Postal Service and sent by registered or certified mail, postage prepaid,
addressed as follows:
If to Developer: The Rose of Dubuque
c/o Gregory A. McClenahan
16670 Franklin Trail, Suite 240
Prior Lake, MN 55372
With copy to: WNC & Associates, Inc.
Attn: Michael J. Gaber
17782 Sky Park Circle
Irvine, CA 92614
If to City: City Manager
50 W. 13th Street
Dubuque, Iowa 52001
Phone: (563) 589 -4110
Fax: (563) 589 -4149
With copy to: City Attorney
City Hall
50 W. 13th Street
Dubuque IA 52001
Or at such other address with respect to either party as that party may, from time to time
designate in writing and forward to the other as provided in this Section.
6.2 Binding Effect. This Agreement shall be binding upon and shall inure to the benefit
of City and Developer and their respective successors and assigns.
6.3 Termination Date. This Agreement and the rights and obligations of the parties
hereunder shall terminate on June 1, 2024 (the Termination Date).
6.4. Execution By Facsimile. The parties agree that this Agreement may be transmitted
between them by facsimile machine. The parties intend that the faxed signatures
constitute original signatures and that a faxed Agreement containing the signatures
(original or faxed) of all the parties is binding on the parties.
6.5 Memorandum of Development Agreement. Developer shall promptly record a
Memorandum of Development Agreement in the form attached hereto as Exhibit D
in the office of the Recorder of Dubuque County, Iowa. Developer shall pay the
costs for so recording.
12
IN WITNESS WHEREOF, City has caused this Agreement to be duly executed in its
name and behalf by its Mayor and attested to by its City Clerk and Developer has caused
this Agreement to be duly executed on or as of the first above written.
CITY OF DUBUQUE, IOWA
By
Roy D. But/11
Mayor
13
THE ROSE OF DUBUQUE, L. P.
By EVERGREEN REAL ESTATE
DEVELOPMENT CORP.
Its General Partner
By 14\
Gregory 'Clenahan
Its President
C Seal)
STATE OF IOWA
S8
COUNTY OF DUBUQUE
'
On this l9tbd8Vof September 201I before me the undersigned, a Notary
PubIic in and forthe said County and State, personaily appeared Roy D, BuoI and Kevin 5,
Firnstahl, to me personally known, who, being by me duly sworn, did say that they are the
Mayor and Acting 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 Acting City Clerk acknowledged the execution of said instrument to be the voluntary
act and deed of said Cdv, by it and by them voluntarily executed,
4, /Ca--i'l-ef-cg....- »�Y �
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ommlssion Nu v ar 745861
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STATE OF [OWA °E. sm"rp, \
'
COUNTY OF DUBUQUE scarT\
SS
�
C)OthiG1s~�- day of 20// before me the undersTgned a Notary
Public in and for the State of �haIIy appeared Gregory A. McClenahan, to me
personally kOOVVO. VvhO, being by me duly sworn, did say that he is the President of
Evergreen Real Estate Development Corp., General Partner of The Rose of Dubuque, the
limited partnership executing the instrument to which this is attached and that as said
President of Evergreen Real Estate Development Corp. and of The Rose of Dubuque
acknowledges the execution of said instrument to be the voluntary act and deed of said
company, by it and by him, an individual, voluntarily executed.
F:\USERS\Econ Dev\Rose of Dubuque\Development Agreement\20110826 The Rose of Dubuque oA080911bal_.dou
14
EXHIBIT A —
EXHIBIT B —
EXHIBIT C
EXHIBIT D
LIST OF EXHIBITS
City Attorney Certificate
Opinion of Developer Counsel
— City Certificate
— Memorandum of Development Agreement
EXHIBIT A
CITY ATTORNEY'S CERTIFICATE
16
BARRY A. LINDAHL, ESQ.
CITY ATTORNEY
RE:
Dear
(DATE)
THE CITY OF
I have acted as counsel for the City of Dubuque, Iowa, in connection with the execution
and delivery of a certain Development Agreement between (Developer)
and the City of Dubuque, Iowa (City) dated for reference purposes the day of
, 20_
The City has duly obtained all necessary approvals and consents for its execution, delivery
and performance of this Agreement and has full power and authority to execute, deliver
and perform its obligations under this Agreement, and to the best of my knowledge, the
representations of the City Manager in his letter dated the day of , 20,
are correct.
BAL:tls
17
Very sincerely,
Barry A. Lindahl, Esq.
City Attorney
EXHIBIT B
OPINION OF DEVELOPER'S COUNSEL
18
Mayor and City Councilmembers
City Hall
13t and Central Avenue
Dubuque IA 52001
Re: Development Agreement Between the City of Dubuque, Iowa and
The Rose of Dubuque, L. P.
Dear Mayor and City Councilmembers:
We have acted as counsel for The Rose of Dubuque, L. P., (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 Iowa and has full power and authority to execute, deliver and perform in full
Development Agreement. The Development Agreement has been duly and validly
authorized, executed and delivered by Developer and, assuming due authorization,
execution and delivery by City, is in full force and effect and is valid and legally binding
instrument of Developer enforceable in accordance with its terms, except as the same may
be limited by bankruptcy, insolvency, reorganization or other laws relating to or affecting
creditors' rights generally.
2. The execution, delivery and performance by Developer of the Development
Agreement and the carrying out of the terms thereof, will not result in violation of any
provision of, or in default under, the articles of incorporation and bylaws of Developer, any
indenture, mortgage, deed of trust, indebtedness, agreement, judgment, decree, order,
statute, rule, regulation or restriction to which Developer is a party or by which Developer's
property is bound or subject.
3. There are no actions, suits or proceedings pending or threatened against or
affecting Developer in any court or before any arbitrator or before or by any governmental
body in which there is a reasonable possibility of an adverse decision which could
materially adversely affect the business (present or prospective), financial position or
results of operations of Developer or which in any manner raises any questions affecting
the validity of the Agreement or the Developer's ability to perform Developer's obligations
thereunder.
Very truly yours,
19
EXHIBIT C
CITY CERTIFICATE
20
City Manager's Office
50 West 13th Street
Dubuque, Iowa 52001 -4864
(563) 589 -4110 phone
(563) 589 -4149 fax
ctymgr a ci tyofd ubuque.org
Dear
(DATE)
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:
(1) City has duly obtained all necessary approvals and consents for its
execution, delivery and performance of this Agreement and that it has full power
and authority to execute, deliver and perform its obligations under this Agreement.
City's attorney shall issue a legal opinion to Developer at time of closing confirming
the representation contained herein, in the form attached hereto as Exhibit B.
(2) City shall exercise its best efforts to cooperate with Developer in the
development process.
(3) City shall exercise its best efforts to resolve any disputes arising during the
development process in a reasonable and prompt fashion.
(4) The execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, and the fulfillment of or compliance with the
terms and conditions of this Agreement are not prevented by, limited by, in conflict
with, or result in a violation or breach of, the terms, conditions or provisions of the
charter of City, any evidence of indebtedness, agreement or instrument of whatever
nature to which City is now a party or by which it or its property is bound, or
constitute a default under any of the foregoing.
(5) There are no actions, suits or proceedings pending or threatened against or
affecting City in any court or before any arbitrator or before or by any governmental
21
body in which there is a reasonable possibility of an adverse decision which could
materially adversely affect the financial position or operations of City or which
affects the validity of the Agreement or City's ability to perform its obligations under
this Agreement.
(6) No ordinance or hearing is now or before any local governmental body that
either contemplates or authorizes any public improvements or special tax levies, the
cost of which may be assessed against the Property. To the best of City's
knowledge, there are no plans or efforts by any government agency to widen,
modify, or re -align any street or highway providing access to the Property and there
are no pending or intended public improvements or special assessments affecting
the Property which will result in any charge or lien be levied or assessed against the
Property.
(7) The representations and warranties contained in this article shall be correct
in all respects on and as of the Closing Date with the same force and effect as if
such representations and warranties had been made on and as of the Closing Date.
MCVM:jh
22
Sincerely,
Michael C. Van Milligen
City Manager
EXHIBIT D
MEMORANDUM OF DEVELOPMENT AGREEMENT
23
Prepared by: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583 -4113
Return to: Barry A. Lindahl 300 Main Street Suite 330 Dubuque IA 52001 563 583 -4113
MEMORANDUM OF DEVELOPMENT AGREEMENT
A Development Agreement by and among the City of Dubuque, Iowa, an Iowa municipal
corporation, of Dubuque, Iowa, and The Rose of Dubuque was made regarding the
following described premises:
Lot 1 of Cedar Lake Plaza 4th Addition which is a portion of Lot 2 of Lot 2 of Cedar Lake
Plaza 3rd Addition in the City of Dubuque.
The Development Agreement is dated for reference purposes the 17h day of
, 2011, 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 , 2011.
24
CITY OF DUBUQUE, IOWA THE ROSE OF DUBUQUE, L. P.
By By EVERGREEN REAL ESTATE
Roy D. Buol DEVELOPMENT CORP.
Mayor Its eeral Partner
r°, M
Attest
Kevin S. Firnstahl
Acting City Clerk
STATE OF IOWA
)
SS
COUNTY OF DUBUQUE )
Byw,,.
Gregory" . " McClenahan
Its President
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 Kevin S. Firnstahl, to
me personally known, who being by me duly sworn did say that they are the Mayor and
Acting 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 Acting 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 I'''l
COUNTY OF SUE e;,;
On this ' day of ,it" .nt t p ,�� 20 /1 , before me the undersigned, a Notary
Public in and for the State of Iowa, personally appeared Gregory A. McClenahan, to me
personally known, who, being by me duly sworn, did say that he is the President of
Evergreen Real Estate Development Corp., General Partner of The Rose of Dubuque, the
limited partnership executing the instrument to which this is attached and that as said
President of Evergreen Real Estate Development Corp. and of The Rose of Dubuque
acknowledges the execution of said instrument to be the voluntary act and deed of said
company, by it and by him, an individual, voluntarily executed.
)
)
)
SS
Notary Public, State of fam
25
DALE A. O'HARA
NOTARY PUBLIC - FA A,,: <..:SOTA
MY ";t: "�0 r� 3� 31,201
September 27, 2011
EverGreen Real Estate Development Corporation
Suite 240
16670 Franklin Trail
Prior Lake, MN 55372
David J. Heiar
Economic Development Director
City of Dubuque
50 W. 13th Street
Dubuque, IA 52001
Re: The Rose of Dubuque, L.P.
Development Agreement
Dear Mr. Heiar:
(952) 447-2345
Fax (952) 447-2344
www.evergreenredc.com
Enclosed please find a fully -executed copy of the Development Agreement. I will make
arrangements for the opinion of developer's counsel to be forwarded to you. Thank you for your
assistance with getting this matter approved and concluded. We should be closing on the land
and financing during the week of October 3 -7th
Sincerely,
EVERGREEN REAL ESTATE DEVELOPMENT CORP.
General Partner of The Rose of Dubuque
Gregory A. McClenahan
President